Cities Index.
Statement of Work No. 1 - American Specialty Health Fitness, Inc.

Manhattan Beach City Council
August 18, 2026

Document
Statement of Work No. 1 - American Specialty Health Fitness, Inc.
Meeting
August 18, 2026
Body
Manhattan Beach City Council
Original file
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Text extracted from the city's file for reading and search. Open the original on legistar.granicus.com. That file is the official record.

CONTRACT APPROVAL ROUTING SLIP
Revised 8/2023
Department: City Staff:

Contractor/Consultant Information:

Contract with:

Name of Signer: Email:

Name of Signer: Email:

Name of Signer: Email:

Contract Details
Contract Type: Original Amendment Renewal Change Order Grant Other
Total Contract Amount: Amendment/Change Amount:

Budgeted: Yes No Line Item Account Number:

City Council Agenda Date: Staff Report No.:

Contract Start Date: Contract End Date:

Have services started? Yes No If yes, when did services begin:

Bidding Process: RFI RFP Bids (Public) Renewal (Amendments Only) Contract Description/Notes:

Required Documents (must be included when applicable)
Is W9 on file (MUNIS)? Yes; Vendor No: No; W9 attached Insurance Required? Yes No Insurance Waiver/Modification? Yes No Bonds Required? Yes No Verification of Authority to Sign? Yes No Verification of Corporate Entity? Yes No
Business License Required? Yes No If yes, number:

Is this a Sole Source Agreement? If yes, must attach justification. Yes No Notary for Management Services Signature Authority? Yes No If yes, which signatures? City Manager City Attorney City Co uncil Department, Legal, Risk Management, and Purchasing Review (please initial):

Department Manager Department Head
City Clerk’s Office Risk Manager Purchasing
If City Council approval is required, Clerk’s Office must initial after City Attorney signature.

City Clerk’s Office
Human Resources
Briza Morales, Gabrielle Ressa
American Specialty Health Fitness, Inc.

George Devries
[email protected]
✔
Per member per month fees (<$75K)
✔
60113211-52301
1/1/25
✔
Fitness membership program
✔
✔
✔
✔
✔
✔
Docusign Envelope ID: 902D2C71-7023-4883-8875-0A1E919DF222

AFE CMB/ASH Fitness SOW Page 1 of 17 01/01/2025
007383-001 CONFIDENTIAL & PROPRIETARY
STATEMENT OF WORK NO. 1
Active&Fit Enterprise®1 Program

This Statement of Work (“SOW”) is governed under the terms and conditions of the Master Services Agreement between City of Manhattan Beach (“CMB”) and American Specialty Health Fitness, Inc. (“ASH Fitness”) (the “Agreement”) and is effective as of January 1, 2025. This SOW will be construed consistently with the Agreement to the extent feasible. If there is a conflic t between a provision in this SOW and a provision contained anywhere else in the Agreement, the provision in this SOW will govern for purposes of this SOW.

RECITALS
WHEREAS, ASH Fitness has developed a wellness program called Active&Fit Enterprise whereby eligible CMB employees are provided with a three -pronged approach focusing on; (1) Fitness Location membership program (2) Digital Fitness Program with home fitness tools, and (3) healthy living program (hereinafter referred to as “Active&Fit Enterprise”).

WHEREAS, CMB wishes to arrange for the Active&Fit Enterprise program to be provided to eligible employees covered under certain CMB commercial benefits plans.

AGREEMENT
NOW, THEREFORE, in consideration of CMB’s monthly payment of fees to ASH Fitness, ASH Fitness agrees to provide Active&Fit Enterprise Services, subject to all the terms and conditions of this Statement of Work (“SOW”), as follows:
1 DEFINITIONS
Whenever used in this SOW, the following terms shall have the following definitions:

1.01 Active&Fit Enterprise Home Fitness Program is an option offered to Enrolled Members whereby ASH Fitness provides Enrolled Member with Home Fitness kit(s) which include materials and instructions for Enrolled Member to use at their own convenience.

1.02 Active&Fit Enterprise Services means those services, as described further in this SOW, inclusive of any and all attachments and exhibits attached hereto.

1.03 Benefit Year means the twelve (12) month period that an Eligible Member is eligible for Active&Fit Enterprise as communicated to ASH Fitness by CMB.

1.04 Eligible Member(s) are CMB employees entitled to receive Active&Fit Enterprise Services under the CMB commercial benefit plan as specified in Attachment 1 of this SOW.

1 Active&Fit Enterprise® is a registered trademarks of American Specialty Health Incorporated. All rights are hereby reserved.

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007383-001 CONFIDENTIAL & PROPRIETARY

1.05 Enrolled Member(s) means/mean person(s) who are Eligible Members that have enrolled with ASH Fitness for participation with an Active&Fit Enterprise Fitness Location.

1.06 Program Fee(s) mean any applicable fees above the member fee which allows the Eligible Member to elect access to a Fitness Location in the premium Active&Fit Enterprise network.

1.07 Premium Fitness Network means higher priced Fitness Locations and Fitness Instructors which require the members to pay a monthly Program Fee for access to the Fitness Location. Program Fees paid by the member are considered a Member Cost as set forth in Section 4.02 of this SOW.

1.08 Registered Members means those Eligible Members who set up an account on the Active&Fit Enterprise web site to access features of the Active&Fit Enterprise program.

1.09 Standard Fitness Network means Fitness Locations and Fitness Instructors in the Active&Fit Enterprise network which do not require an additio nal fee paid by the member above any applicable Member Fee for access to the Standard Fitness Center network.

1.10 Service Area is the State of California. ASH Fitness shall allow Eligible Members to join any Fitness Location within the CMB Service Area or outside of the CMB Service Area where available.
2 OBLIGATIONS AND RESPONSIBILITIES OF ASH FITNESS

2.01 Affiliates. ASH Fitness may arrange for any of its Affiliates to assist ASH Fitness with the fulfillment of its obligations under this A greement and with the development, maintenance and management of Active&Fit Enterprise . For the purposes of this Agreement, ASH Fitness’ shall arrange for its Affiliate, American Specialty Health Digital, Inc. to administer the Telephonic Health Coaching Program.

2.02 Active&Fit Enterprise Program Services. ASH Fitness will provide the Active&Fit Enterprise Program Services identified in Attachment 2 of this SOW. Features of Active&Fit Enterprise Services may be added or removed from time to time without the need for an amendment to this SOW unless the rates set forth in Attachment 3 are impacted.

2.03 Fitness Location Network. ASH Fitness shall take all reasonable steps to provide a sufficient number of Fitness Locations throughout the CMB Service Area to arrange for Active&Fit Enterprise Services and meet the needs of Eligible Members. ASH Fitness shall provide CMB with an electronic file of all Fitness Location s within CMB’s Service Area annually and shall provide Eligible Members with access to the Active&Fit Enterprise web site for a listing of all Fitness Locations. ASH Fitness shall allow Eligible Members to join any available Fitness Location regardless o f the member’s primary residence.

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007383-001 CONFIDENTIAL & PROPRIETARY

2.04 Eligibility. ASH Fitness shall verify eligibility when Eligible Members begin accessing Active&Fit Enterprise Services and periodically as needed to support the administration of Active&Fit Enterprise Services. Such verification shall be based on information provided by CMB in accordance with Section 3.02.

2.05 Enrollment. ASH Fitness shall maintain an enrollment system whereby Eligible Members shall have access via a toll-free telephone number and the Active&Fit Enterprise web site to search for participating Fitness Locations and Fitness Instructors in their area. Eligible Members may go directly to a participating Fitness Location or a Fitness Instructor’s group exercise class and execute a membership agreement at no cost to the Eligible Member. The Eligible Member’s enrollment date will be the day the member enrolls on the website or via phone, or if the member goes directly to t he Fitness Location, the enrollment date will be the day of the month in which they first visit a Fitness Location or Fitness Instructor’s group exercise class.

2.06 Materials. ASH Fitness will make available to CMB a selection of co-branded pieces at no charge from its available library of marketing and promotional materials to promote the Active&Fit Enterprise Program to CMB’s Eligible Members. CMB may submit an RFP to ASH Marketing for developing and customizing member materials outside of ASH Fitness’ standa rd templates defined in Attachment 4 of this SOW.

These would require an additional cost at a rate of $125.00 per hour. ASH Fitness shall retain ownership of any of its pre-existing materials or any future materials developed for general use by CMB relating to the Active&Fit Enterprise program.

Upon the request of CMB, ASH Fitness shall make available in Spanish materials that are core to the delivery of the Active&Fit Enterprise program. Spanish materials will automatically be sent to members where CMB has indicated on its eligibility file that the member’s language preference is Spanish. Where there is no such indicator from CMB, ASH Fitness will send materials in Spanish upon the request of the Enrolled Member.

2.07 Active&Fit Enterprise Website. ASH Fitness shall provide Eligible Members with access to a Active&Fit Enterprise web site for access to the Fitness Location and Fitness Instructor search, enrollment functions, education content, an d other features.

This site may be linked to CMB’s website and co -branded with CMB’s logo as mutually agreed to by the Parties in writing. The web site is not designed or intended for use by minors under the age of thirteen (13) and minors under the age of thirteen (13) are not permitted to register fo r an account on the web site. Please see the Active&Fit Enterprise Website online terms and conditions for more information.

2.08 Reporting. ASH Fitness shall provide CMB with the aggregated reports as set forth in Attachment 2 of this SOW. Additional reports as mutually agreed to by the Parties, as well as removal or changes to any existing report listed in Attachment 2 may occur without the need for an amendment to this SOW.

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007383-001 CONFIDENTIAL & PROPRIETARY

2.09 Testimonial Outreach. ASH Fitness reserves the right to outreach to Registered Members and Enrolled Members to receive and use testimonial information regarding the Enrolled Members’ participation in the Active&Fit Enterprise program. 3 OBLIGATIONS AND RESPONSIBILITIES OF CMB

3.01 Marketing. CMB shall promote the availability of Active&Fit Enterprise to Eligible Members who meet CMB’s eligibility requirements for participation in Active&Fit Enterprise.

3.02 Eligibility Information. CMB shall be responsible for identifying Eligible Members.

CMB shall provide ASH Fitness with an elect ronic file containing all required data elements, in a mutually agreed upon format and frequency, preferably once per week but no less than once per month by the tenth (10th) day of each month. Such files shall contain Eligible Member additions, changes a nd terminations processed since the submission of the previous file.

3.03 Required Regulatory Filings and Approvals. CMB shall be responsible for any regulatory filings and approvals needed for services and materials provided pursuant to this Agreement. ASH Fitness shall provide information as requested by CMB in order to obtain any required regulatory approvals for filings to be submitted by CMB.

3.04 Materials. CMB shall send all pre -enrollment materials to Members as specified in Attachment 4 but may not send the pre-enrollment materials sooner than sixty (60) days prior to the first day of each benefit year, unless otherwise agreed upon by the Parties.

Should CMB develop materials which refer to the Active&Fit Enterprise program, these materials shall be submitted to ASH Fitness for review and approval prior to any regulatory filing, distribution or use.

3.05 Administration and Provision of Data. CMB shall perform any applicable administrative functions, accounting, enrollment, eligibility verifi cation and other functions necessary to carry out its obligations under this Agreement.

3.06 Notices to Eligible Members and Enrolled Members. In the event of the termination of this Agreement, CMB shall promptly notify all Eligible Members and Enrolled Members of the termination of this Agreement. ASH Fitness shall have no responsibility to an Eligible Member or Enrolled Member after such termination in the event CMB fails to provide notices as required by this section.

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007383-001 CONFIDENTIAL & PROPRIETARY

3.07 Notice of New Service Areas and New Plan Offerings. CMB shall provide ASH Fitness with one hundred and twenty (120) days prior written notice of expanding into a new service area or before adding Active&Fit Enterprise to any new plan offerings not currently under this Agreement. If notice is for a New Service Area , ASH Fitness shall then be responsible for using its best efforts to provide Fitness Location s and Fitness Instructors in a new CMB Service Area as specifie d further in Section 2.03.

However, in counties with less than forty (40) Eligible Members, ASH Fitness will not be obligated to provide a Fitness Location or Fitness Instructor. For the purposes of this Agreement, new plan offerings shall mean any product outside the commercial group plans supported by this Agreement.
4 FEES

4.01 Fees. In consideration of ASH Fitness providing or arranging to provide the Active&Fit Enterprise Services, CMB shall pay ASH Fitness the fees as set forth in Attachment 3 of this SOW for each Eligible Member through the last day of the month in which the Eligible Member is reported by CMB as being eligible for Active&Fit Enterprise in accordance with section 3.02. All retroactive changes shall be limited to ninety (90) days from the date the Eligible Member’s eligibility changes.

4.02 Payment for Member Incurred Costs . Enrolled Members may have the option to upgrade their membership or purchase additional services from a Fitness Location .

Upgraded memberships and the purchase of additional services are not covered under the Active&Fit Enterprise program and will be the responsibility of the member (“Member Cost”). Where Enrolled Members choose to upgrade their membership or purchase additional services, Enrolled Members will have a direct contract with the Fitness Location and be responsible to pay the Fitness Location directly for any upgrades in their memberships and for any additional services not covered under the basic membership offered to Enrolled Members. Enrolled Members shall be advised in advance of their purchase of, or enrollment in , any additional services or products which incur additional costs. Fitness Loc ations shall collect payment for Member Costs directly from Enrolled Members. Payment by Enrolled Members to ASH Fitness for enrollment into a Premium Fitness Location is a member buy -up and therefor e considered a Member Cost.
5 APPEALS AND GRIEVANCES

5.01 Appeals and Grievances. In accordance with processes mutually agreed upon by CMB and ASH Fitness, ASH Fitness shall assist CMB with any appeal or grievance an Eligible Member, Registered Member and Enrolled Member has with ASH Fitness, a Fitness Location or a Fitness Instructor, arising under the terms of this SOW, which is presented to CMB for resolution. CMB shall notify ASH Fitness of any grievance no later than five (5) business days after CMB becomes aware of such appeal or grievance.

ASH Fitness an d CMB shall coordinate the investigation of the appeal or grievance.

ASH Fitness shall supply CMB with its recommended determination and any supporting documentation regarding the appeal or grievance within five (5) business days of the receipt of the appeal or grievance by ASH Fitness.

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007383-001 CONFIDENTIAL & PROPRIETARY
6 TERM AND TERMINATION

6.01 Term. The term of this Agreement shall commence on January 1, 2025, and end on December 31, 2025.

6.02 Automatic Termination upon Revocation of License or Certificate. This SOW shall automatically terminate upon the revocation, suspension or restriction of any license, certificate, accreditation or other authority required to be maintained by CMB in order for the provision of Services to be offered to Eligible Members under this Agreement or upon CMB’s failure to obtain such license, certificate, accreditation or authority. 7 CMB SUBCONTRACTOR REPRE SENTATIONS AND WARRA NTIES;
DIRECTIVE.

7.01 CMB Subcontractor Representations and Warranties; Directive. For any third party CMB directs ASH Fitness to work directly with instead of CMB, such entity will be considered a CMB Subcontractor as defined in the Agreement. Where CMB directs ASH Fitness to work directly with a CMB Subcontractor, CMB represents and warrants that CMB has the appropriate written agreements in place with the CMB Subcontractor including, but not limited to, a Business Associate Agreement, as per Agreement Section 5.a.ii. Such direction may include, but not be limited to, ASH Fitness receiving from and/or disclosing data, which could include Protected Health Information (as defined in the Business Associate Agreement between the Parties), personal information, and/or ASH Confidential Informat ion (as defined in Section 9 of the Agreement). The details and obligations related to any such directive are set forth in Attachment 5 hereto.

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007383-001 CONFIDENTIAL & PROPRIETARY
The Parties, through their duly authorized representatives, are signing this Agreement on the date stated in the introductory clause.

City:

City of Manhattan Beach,
a California Municipal Corporation

By:

Name: Talyn Mirzakhanian
Title: City Manager
Date:

ATTEST:

By:

Name: Liza Tamura
Title: City Clerk
Date:

APPROVED AS TO FORM:

By:

Name: Quinn M. Barrow
Title: City Attorney
Date:

APPROVED AS TO FISCAL IMPACT:

By:

Name: Onyx Jones
Title: Interim Finance Director
Date:

APPROVED AS TO CONTENT:

By:

Name: Lisa Jenkins
Title: Human Resources Director
Date:

ASH Fitness:

American Specialty Health Fitness, Inc.,
a Delaware Corporation

By:

Name: George Devries
Title: Chairman, CEO & President
Date:

Docusign Envelope ID: 902D2C71-7023-4883-8875-0A1E919DF222 12/20/2024
12/20/2024
12/20/2024
12/30/2024
12/30/2024
12/30/2024
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007383-001 CONFIDENTIAL & PROPRIETARY
STATEMENT OF WORK NO. 1
ATTACHMENT 1

ACTIVE&FIT ENTERPRISE PROGRAM FEATURES AND SERVICES

The following is provided as part of the Active&Fit Enterprise Program:

 Active&Fit Enterprise Fitness Location Network. Access to the Active&Fit Enterprise Network may include but is not limited to:

o Access to the Active&Fit Enterprise Standard network
o Access to the Active&Fit Enterprise Premium network, as applicable

 Fitness Instructor Network (“ActiveOptions Network”). Access to Fitness Instructors in our ActiveOptions Network for group exercise classes available to Enrolled Members. Fitness Instructors shall offer at least two (2) classes per week at locations which are not in a traditional Fitness Location setting (e.g. community centers, recreation centers, senior centers, assis ted living centers, churches and parks).

 Member Surveys. ASH Fitness will send the following surveys to members:

o Outcomes Surveys – to be provided annually
o Satisfaction Surveys – to be provided annually
o Coaching Surveys – to be provided quarterly where CMB has selected coaching.

 Active&Fit Enterprise Home Fitness Kits. Registered Members and Enrolled Members can select one (1) home fitness kit each year.

 Workout Plans. Registered Members will have access to an online feature that helps guide them with beginning a fitness program or with moving from one level of fitness activity to the next level. Registered Members will be provided a customized program for their preferred exercise, including instructions on getting started and online workout videos.

 Active&Fit Enterprise Digital Fitness Program. Registered Members and Enrolled Members have access to a library of digital workout videos and individual exercise videos available through Active&Fit Enterprise.

 Quarterly Newsletter. Access to a quarterly newsletter through the Active&Fit Enterprise web site containing fitness and general wellness education content.

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007383-001 CONFIDENTIAL & PROPRIETARY
 Active&Fit Enterprise Connected!TM. Access to Active&Fit Enterprise Connected!TM, a mechanism for Registered and Enrolled Members to aggregate sources of fitness data for tracking purposes through the Active&Fit Enterprise website. The following data can be tracked:

o Fitness Location Visit Tracking; and
o Wearable Devices and Application Tracking.

Registered and Enrolled Members may view their activity data on the website by granting permission to the device or application manufacturer to share with ASH Fitness the data collected. To access, Registered Members and Enrolled Members must use approved wearable devices and agree to the online terms and conditions through the Active&Fit Enterprise Website. ASH FITNESS MAKES THIS FEATURE AVAILABLE ON AN AUXILIARY BASIS OUTSIDE THE CORE PROGRAM. USE OF THIS FEATURE IS NOT REQUIRED

FOR ACCESS TO THE ACTIVE&FIT ENTERPRISE PROGRAM, INCLUDING

ENROLLMENT, FITNESS CENTER SEARCH, AND ANY OTHER CORE COMPONENT

OF THE PROGRAM AND AS SUCH IS NOT INTENDED BY THE PARTIES TO BE SUBJECT TO THE SAME ACCESS STANDARDS AS CORE FEATURES.

 Active&Fit Enterprise ASHSyncTM Mobile App. Access to an ASH proprietary mobile application for Apple devices only for the purpose of syncing Apple device activity .

ASHSyncTM Mobile App augments existing website and call center access to the Active&Fit Enterprise program. ASH FITNESS MAKES THIS FEAT URE AVAILABLE ON AN AUXILIARY BASIS OUTSIDE THE CORE PROGRAM. USE OF THIS FEATURE IS

NOT REQUIRED FOR ACCESS TO THE ACTIVE&FIT ENTERPRISE PROGRAM,

INCLUDING ENROLLMENT, FITNESS CENTER SEARCH, AND ANY OTHER CORE

COMPONENT OF THE PROGRAM AND AS SUCH IS NOT INTENDED BY THE

PARTIES TO BE SUBJECT TO THE SAME ACCESS STANDARDS AS CORE FEATURES.

 Active&Fit Enterprise Well-Being Coaching. Access to telephonic coaching assist with weight management, stress management, sleep hygiene, nutrition, fitness, and other topics with the help of trained health coaches. ASH FITNESS MAKES THIS FEATURE AVAILABLE ON AN AUXILIARY BASIS OUTSIDE THE CORE PROGRAM. USE OF THIS

FEATURE IS NOT REQUIRED FOR ACCESS TO THE ACTIVE&FIT ENTERPRISE

PROGRAM, INCLUDING ENROLLMENT, FITNESS CENTER SEARCH, AND ANY

OTHER CORE COMPONENT OF THE PROGRAM AND AS SUCH IS NOT INTENDED

BY THE PARTIES TO BE SUBJECT TO THE SAME ACCESS STANDARDS AS CORE FEATURES.

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007383-001 CONFIDENTIAL & PROPRIETARY
STATEMENT OF WORK NO. 1
ATTACHMENT 2

ACTIVE&FIT ENTERPRISE REPORTS

ASH Fitness will provide the following reports to CMB:

 Quarterly Active&Fit Enterprise Performance Standards Report. A n Active&Fit Enterprise Performance Standards Report will be made available within sixty (60) days following the end of each quarter. The report will measure Active&Fit Enterprise aggregate performance on a number of metrics, including but not limited to, t elephone responsiveness (Active&Fit Enterprise aggregate), telephone inquiry type, Fitness Location turnover, member participation rates, rewards fulfillment and processing and appeals and grievances (if applicable).

 Monthly Fitness Utilization Report. A monthly utilization report will be made available within forty-five (45) days following the month subject to the report. The report will track aggregate Enrolled Member utilization of the following: Fitness Location and Fitness Instructor, home fitness program, digital fitness videos, Connected! and Well-Being Coaching.

 Annual Outcomes Survey Report. A n Active&Fit Enterprise outcomes survey report will be provided on an annual basis. The report will provide aggregate outcomes results which will be measured by self -reported medical care utilization, fitness measurements and fre quency, life coping skills, quality of life and self-rated health.

 Annual Satisfaction Survey Report. An Active&Fit Enterprise satisfaction survey report will be provided on an annual basis. The report will provide Active&Fit Enterprise aggregate results of the annual member satisfaction survey.

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007383-001 CONFIDENTIAL & PROPRIETARY
STATEMENT OF WORK NO. 1
ATTACHMENT 3

ACTIVE&FIT ENTERPRISE COMPENSATION

ACTIVE&FIT ENTERPRISE PMPM FEE

Standard Network – Multi Location Access
Premium Network

Estimated Membership

Annual Member Fee Health Plan (PMPM Fee)
400
Standard Network Fitness
Location – $0
Home Fitness Kit – $0
$8.75

PER MEMBER PER MONTH (PMPM) Fees/Payments. CMB shall make payment to ASH Fitness in accordance with Section 4.01 of this SOW and the above fee schedule on or before the last day of each month based upon the number of Eligible Members reported on the eligibility file for each respective month. Such payme nt shall be accompanied by an electronic file containing Eligible Member specific accounting of payments by CMB including any retroactive payments or credits. CMB shall pay the greater of 1) the PMPM fees listed in the table above, or 2) $3,500 per month, whichever amount is higher.

The PMPM fee listed in the above table is based on CMB offering Active&Fit Enterprise to its entire commercial population and the membership data provided by CMB for the purposes of pricing the Active&Fit Enterprise program. The fee above is based on both parties ’ assumption that 400 members will be eligible for the Active&Fit Enterprise program. Should the average number of Eligible Members differ from the assumed membership by 15% or more, the parties reserve the right to re negotiate the PMPM fees paid by CMB to ASH Fitness. Where the parties cannot agree on a new rate, this Agreement shall terminate with cause in accordance with Article 3(b) of the Agreement.

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007383-001 CONFIDENTIAL & PROPRIETARY
SELECT PREMIUM FITNESS LOCATION NETWORK. PMPM Rates listed above support the inclusion of the Premium Fitness Location Network contracted Fitness Locations requested by CMB to participate in the Active&Fit Enterprise standard network listed below. Premium Fitness Locations included in the PMPM fees above are limited to these listed Fitness Locations below.

FITNESS LOCATION

AFTERBURN FITNESS - SOUTH BAY
1133 Artesia Boulevard
Manhattan Beach, CA 90266

CLUB PILATES - REDONDO BEACH
1914 E Pacific Coast Highway
Suite 2C
Redondo Beach, CA 90277

CUSTOMIZATION OPTIONS

Fees for Ad Hoc Services

$125 per hour (Total projected costs based
on the entire scope of the project will be
provided to CMB prior to start of project.)

Printing or Shipping Costs (Beyond
Standard Program)

130% of actual costs

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007383-001 CONFIDENTIAL & PROPRIETARY

ACTIVE&FIT ENTERPRISE STATEMENT OF WORK
ATTACHMENT 4

ACTIVE&FIT ENTERPRISE MATERIALS2

Active&Fit
Enterprise
Collateral
Description
Responsible
for Print
Cost and
Distribution
Subject to
Client
Revision/
Approval?
Co-
Branding
Available?
When Is Piece
Sent?
Promotional Materials
Well-Being
Coaching
Flier
A color flier providing an overview of
Well-Being Coaching.

Client Yes Only upon
request
At Client’s
discretion.

Home
Fitness Kits
Flier
A color flier providing an overview of
Active&Fit Enterprise Home Fitness
Kits.

Client Yes Yes The flier can be
sent by Client at
Client’s
discretion. It is
also available to
be sent to
members upon
member request.

Prospective
Member
Flier
A color flier providing a high-level
overview of the Active&Fit Enterprise
program; used as a reference guide by
sales reps and brokers, and for
prospective members that are not
enrolled with the health plan yet.

Available to clients upon request.

Client Yes Yes At Client’s
discretion.

Q&A Flier A color flier providing answers to
frequently asked questions from
members.

Client Yes Yes At Client’s
discretion, or for
client’s internal
use.

Pre-enrollment Materials
Fitness
Center
Listing (up
to 10 closest
fitness
centers)*
A cover sheet and letter provided to
members who contact Active&Fit
Enterprise for a listing of the fitness
centers in their area. Includes a listing
of up to 10 closest Active&Fit
Enterprise fitness centers.

Active&Fit
Enterprise
Yes Yes The listing is sent
upon member
request.

Guest Pass
Letter
A letter advising fitness center staff
that the member is eligible for a guest
pass to a participating Active&Fit
Enterprise fitness center.

Active&Fit
Enterprise
No No The letter can be
printed or saved
to mobile device.

It can also be
sent via mail
upon member
request.

2 Materials in this exhibit are subject to change at the discretion of ASH Fitness. Updates to this exhibit will not require an amendment to the SOW.

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007383-001 CONFIDENTIAL & PROPRIETARY
Active&Fit
Enterprise
Collateral
Description
Responsible
for Print
Cost and
Distribution
Subject to
Client
Revision/
Approval?
Co-
Branding
Available?
When Is Piece
Sent?
Introduction
Letter*
A letter, designed to accompany the
program flier, advising members of
the Active&Fit Enterprise program
features and instructs members on
how to participate.

Client Yes Yes Client to advise
ASH Fitness of
their timing to
send the letter.

Program
Flier*

A color flier for members who contact
Active&Fit Enterprise for a copy of
their program description. The flier
describes all features of the program
and directs member to the website or
call Customer Service to get started.

Client
or
Active&Fit
Enterprise
(upon
member
request)
Yes Yes Client to advise
ASH Fitness of
their timing to
send the Flier.

Active&Fit
Enterprise will
send the flier
upon member
request. The flier
is also available
online once it is
approved and
loaded.

Upon-enrollment Materials
Fitness
Center
Welcome
Letter with
Active&Fit
Enterprise
card*

A letter for members who enroll via
phone to pay their annual member
fee or monthly member fees. Advises
the member to bring the letter to the
fitness center to verify eligibility.

Includes the Active&Fit Enterprise
card which has the member’s fitness
ID number, fitness center name, and
other fitness center information.

Active&Fit
Enterprise
Yes Yes The letter is
mailed within 3
business days of
member paying
their fitness
center annual
member fee or
monthly member
fees and
enrolling. The
welcome letter
can be printed
from the
Active&Fit
Enterprise
website
immediately
upon enrollment
once the
materials are
approved and
loaded.

Docusign Envelope ID: 902D2C71-7023-4883-8875-0A1E919DF222 AFE CMB/ASH Fitness SOW Page 15 of 17 01/01/2025
007383-001 CONFIDENTIAL & PROPRIETARY
Active&Fit
Enterprise
Collateral
Description
Responsible
for Print
Cost and
Distribution
Subject to
Client
Revision/
Approval?
Co-
Branding
Available?
When Is Piece
Sent?
Welcome
Flier*
A color flier welcoming the member
to the Active&Fit Enterprise program
and providing program features
information.

Active&Fit
Enterprise
Yes Yes The flier is posted
on the website.

Members can
view or print
after choosing a
program. Or it
can be mailed
upon member
request.

Post-enrollment Educational Materials
Newsletter A quarterly online newsletter
featuring educational information for
Active&Fit Enterprise
registered/enrolled members.

Active&Fit
Enterprise
No No The quarterly
newsletter is
posted on the
website for all
eligible members
registered on the
site.

Outcomes
Survey
Survey sent to assess health
outcomes.

Active&Fit
Enterprise
No No Initial member
survey is sent in
the 1st/2nd
quarter. Annual
member
assessment is
sent one year
later.

Satisfaction
Survey
Survey sent to assess member
satisfaction with their fitness center
and the program.

Active&Fit
Enterprise
No No Sent in June/July.

Customer Service Letters
Fitness
Center
Change
Letter* with
Active&Fit
Enterprise
card

A letter sent to members to
acknowledge their decision to change
to a new fitness center. The letter
includes the Active&Fit Enterprise
card with the new fitness center
name and address and advises the
member to bring it to the fitness
center.

Note: this letter does not apply for clients with
the Multi-Fitness Center option
Active&Fit
Enterprise
Yes Yes Within 3 business
days of a
member
changing fitness
center.

Docusign Envelope ID: 902D2C71-7023-4883-8875-0A1E919DF222 AFE CMB/ASH Fitness SOW Page 16 of 17 01/01/2025
007383-001 CONFIDENTIAL & PROPRIETARY
Active&Fit
Enterprise
Collateral
Description
Responsible
for Print
Cost and
Distribution
Subject to
Client
Revision/
Approval?
Co-
Branding
Available?
When Is Piece
Sent?
Fitness
Center
Move
Letter*
A letter sent to members when their
fitness center updates their contact
information. The letter includes the
fitness center’s up-to-date address
and phone number. This letter
informs the member of their option to
choose a different fitness center if
they do not wish to continue their
membership at that location.

Active&Fit
Enterprise
Yes Yes When a fitness
center notifies
ASH of changes
to their contact
information.

Fitness
Center Term
Letter*
A letter sent to members 30 days in
advance (if possible) to notify them
that their fitness center is terminating
from the network. Instructs them to
go online or call Active&Fit Enterprise
choose a new fitness center. Includes
a listing of up to 10 closest fitness
centers.

Active&Fit
Enterprise
Yes Yes 30 days in
advance
(if possible) of a
fitness center
termination.

Fee Renewal
Letter*
A letter sent to all members enrolled
in a Premium Fitness Center,
prompting them to pay their monthly
member fees to Active&Fit Enterprise
again in their new benefit year.

Note: This letter does not apply to clients with
no Premium Network.

Active&Fit
Enterprise
Yes Yes Within 30 days
prior to the
member’s
program renewal
date.

Fitness
Center Fee
Change
Letter

A letter sent to members to notify
them of a change to a fitness center’s
fees.

Note: Only applicable to plans which offer the
Premium network.

Active&Fit
Enterprise
Yes Yes At least 30 days
in advance of a
monthly fee
change.

Standard to
Premium
Change
Letter
A letter sent to members to notify
them that a Standard location they
are enrolled into is switching to the
Premium network. The letter includes
the date of change, the new monthly
rate, and the member’s options.

Note: Only applicable to plans which offer the
Premium network. If a client does not offer the
Premium Network and a Standard location
switches to Premium, their members will
receive a Fitness Center Termination Letter.

Active&Fit
Enterprise
Yes Yes At least 60 days
in advance of
network change.

*Available in Threshold Languages
Docusign Envelope ID: 902D2C71-7023-4883-8875-0A1E919DF222 AFE CMB/ASH Fitness SOW Page 17 of 17 01/01/2025
007383-001 CONFIDENTIAL & PROPRIETARY

ACTIVE&FIT ENTERPRISE STATEMENT OF WORK
ATTACHMENT 5

ACTIVE&FIT ENTERPRISE THIRD PARTY INFORMATION SHARING

Pursuant to Section 7.01 of this SOW, where CMB has instructed ASH Fitness to work directly with a CMB Subcontractor, the following terms apply:

(1) A CMB Subcontractor has no authority to impose any obligations or requirements on ASH Fitness that are not contained in this SOW.

(2) Should a dispute occur between a CMB Subcontractor and ASH Fitness, ASH Fitness may engage CMB for assistance with resolution of the dispute and CMB will provide all necessary assistance to resolve the dispute in a manner that is acceptable to ASH Fitness and CMB.

(3) Should CMB terminate any delegated activity with CMB Subcontractor, CMB shall notify ASH Fitness immediately. CMB shall hold ASH Fitness harmless for its failure to comply with this section including, but not limited to, any actual or suspected unauthorized disclosure that may result from this CMB’s non-compliance with this section.

(4) CMB shall inform ASH Fitness in writing of the addition of a new CMB Subcontractor without having to amend this SOW. CMB shall inform ASH Fitness of the new CMB Subcontractor at least sixty (60) days before ASH Fitness is to begin working with the new CMB Subcontractor.

Docusign Envelope ID: 902D2C71-7023-4883-8875-0A1E919DF222 Certificate Of Completion
Envelope Id: 902D2C71-7023-4883-8875-0A1E919DF222
Status: Completed
Subject: Complete with Docusign: Active & Fit SOW
Source Envelope:

Document Pages: 18
Signatures: 6
Envelope Originator:

Certificate Pages: 7
Initials: 4
City of Manhattan Beach - Human Resources
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
1400 Highland Ave
Manhattan Beach, CA 90266
[email protected]
IP Address: 47.176.8.47
Record Tracking
Status: Original
12/19/2024 2:18:07 PM
Holder: City of Manhattan Beach - Human
Resources
[email protected]
Location: DocuSign
Signer Events
Signature
Timestamp
Breana Contreras
[email protected]
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)

Signature Adoption: Pre-selected Style
Using IP Address: 47.176.8.47
Sent: 12/20/2024 8:10:26 AM
Viewed: 12/20/2024 8:30:09 AM
Signed: 12/20/2024 8:33:29 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Briza Morales
[email protected]
Risk Manager
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 108.147.175.86
Signed using mobile
Sent: 12/20/2024 8:10:26 AM
Viewed: 12/20/2024 8:11:23 AM
Signed: 12/20/2024 8:14:01 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
George Devries
[email protected]
Chairman, President and CEO
American Specialty Health
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 163.116.157.122
Sent: 12/20/2024 8:06:53 AM
Viewed: 12/20/2024 8:46:53 AM
Signed: 12/20/2024 12:30:13 PM
Electronic Record and Signature Disclosure:

Accepted: 12/20/2024 10:14:34 AM
ID: 150c8145-f1d2-4b5d-9022-3b6388a2dbfb
Kameron Allen
[email protected]
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)

Signature Adoption: Pre-selected Style
Using IP Address: 47.176.8.47
Sent: 12/20/2024 8:10:27 AM
Viewed: 12/20/2024 9:07:23 AM
Signed: 12/20/2024 9:28:47 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign

Signer Events
Signature
Timestamp
Lisa Jenkins, Human Resources Director
[email protected]
Human Resources Director
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Uploaded Signature Image
Using IP Address: 47.176.8.47
Sent: 12/19/2024 2:33:10 PM
Resent: 12/20/2024 1:10:48 PM
Viewed: 12/20/2024 1:11:20 PM
Signed: 12/20/2024 1:11:28 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Lisa Jenkins, Human Resources Director
[email protected]
Human Resources Director
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Uploaded Signature Image
Using IP Address: 47.176.8.47
Sent: 12/20/2024 1:11:31 PM
Viewed: 12/20/2024 1:21:38 PM
Signed: 12/20/2024 1:21:44 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Onyx Jones, Interim Finance Director
[email protected]
Interim Finance Director
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 104.172.233.170
Sent: 12/20/2024 1:21:47 PM
Viewed: 12/20/2024 1:59:06 PM
Signed: 12/20/2024 1:59:13 PM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Quinn M. Barrow, City Attorney
[email protected]
City Attorney
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 104.28.85.108
Sent: 12/20/2024 1:49:29 PM
Resent: 12/30/2024 7:48:16 AM
Viewed: 12/30/2024 8:42:31 AM
Signed: 12/30/2024 8:44:03 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Talyn Mirzakhanian, City Manager
[email protected]
Acting City Manager
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.176.8.47
Sent: 12/30/2024 8:44:06 AM
Viewed: 12/30/2024 10:25:47 AM
Signed: 12/30/2024 10:25:56 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Liza Tamura, City Clerk
[email protected]
City Clerk
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.176.8.47
Sent: 12/30/2024 10:25:58 AM
Viewed: 12/30/2024 10:52:29 AM
Signed: 12/30/2024 10:52:51 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events
Signature
Timestamp

Editor Delivery Events
Status
Timestamp
Agent Delivery Events
Status
Timestamp
Intermediary Delivery Events
Status
Timestamp
Certified Delivery Events
Status
Timestamp
Carbon Copy Events
Status
Timestamp
Alicia Palmere
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 12/30/2024 10:52:54 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Contracts - Copy of Agreement
[email protected]
City of Manhattan Beach
Security Level: Email, Account Authentication
(None)
Sent: 12/30/2024 10:52:54 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Copy of Contract
[email protected]
Chairman, President and CEO
American Specialty Health
Security Level: Email, Account Authentication
(None)
Sent: 12/30/2024 10:52:54 AM
Viewed: 12/30/2024 11:06:53 AM
Electronic Record and Signature Disclosure:

Accepted: 12/20/2024 1:05:21 PM
ID: 6896df02-941d-404c-bdec-1f70a657c494
Gabrielle Ressa
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 12/30/2024 10:52:54 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Matthew Vock
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 12/30/2024 10:52:54 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
Timestamps
Envelope Sent
Hashed/Encrypted
12/19/2024 2:33:10 PM
Envelope Updated
Security Checked
12/20/2024 8:06:52 AM
Envelope Updated
Security Checked
12/20/2024 8:10:25 AM
Envelope Updated
Security Checked
12/20/2024 8:10:25 AM
Envelope Updated
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12/20/2024 8:10:25 AM
Envelope Updated
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12/20/2024 8:12:19 AM
Envelope Updated
Security Checked
12/20/2024 8:12:19 AM

Envelope Summary Events
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Timestamps
Envelope Updated
Security Checked
12/20/2024 8:12:19 AM
Envelope Updated
Security Checked
12/20/2024 8:12:19 AM
Envelope Updated
Security Checked
12/20/2024 8:12:19 AM
Envelope Updated
Security Checked
12/20/2024 8:12:19 AM
Envelope Updated
Security Checked
12/20/2024 8:12:19 AM
Envelope Updated
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12/20/2024 8:12:19 AM
Envelope Updated
Security Checked
12/20/2024 1:49:28 PM
Envelope Updated
Security Checked
12/20/2024 1:49:28 PM
Envelope Updated
Security Checked
12/20/2024 1:49:28 PM
Envelope Updated
Security Checked
12/20/2024 1:49:28 PM
Envelope Updated
Security Checked
12/20/2024 1:49:28 PM
Envelope Updated
Security Checked
12/20/2024 1:49:28 PM
Envelope Updated
Security Checked
12/30/2024 8:06:43 AM
Envelope Updated
Security Checked
12/30/2024 8:06:43 AM
Certified Delivered
Security Checked
12/30/2024 10:52:29 AM
Signing Complete
Security Checked
12/30/2024 10:52:51 AM
Completed
Security Checked
12/30/2024 10:52:54 AM
Payment Events
Status
Timestamps
Electronic Record and Signature Disclosure

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