Adopted: March 7, 2003
Amended: March 26, 2026
MEMORANDUM OF UNDERSTANDING
PRISMHEALTH PROGRAM
This Memorandum of Understanding (hereinafter “Memorandum”) is entered into by and between Public Risk Innovation, Solutions, and Management (hereafter “PRISM”) and the participating entities (hereafter “Members”) that are signatories to this Memorandum.
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REATION OF THE PROGRAM. There is hereby created by this Memorandum the PRISMHealth Program (hereafter “Program”).
2. JOINT POWERS AGREEMENT (JPA). Except as otherwise provided herein, all terms used shall be as defined in Article 1 of the Joint Powers Agreement Creating PRISM (hereafter “Agreement”), and all other provisions of the Agreement not in conflict with this Memorandum shall be applicable.
3. PURPOSE. The Program is formed for the purpose of providing Members with cost- effective health insurance coverage for their eligible employees, retirees, and their dependents. Each Member maintains its own benefits coverage programs, while participating in a pooled premium cost sharing arrangement.
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ROGRAM COMMITTEE. There is hereby established a PRISM Health Committee (hereinafter referred to as “Committee”) comprised of seven (7) Members. Except as otherwise provided herein, said Committee shall have full authority to determine all matters affecting the Program and its Members, including, but not limited to, approval of new Members, annual renewals, Program policies, and services.
The Executive Committee of PRISM shall appoint the Committee Members, to be selected from Members in the Program . If at any time there are less than seven (7) Members in the Program, then the number of Members on the Committee shall equal the number of Members in the Program. Upon the Program having seven (7) or more Members, the Committee membership shall be established as provided for herein.
The term of the Members of the Committee shall be for two (2) years . The dates of the two (2) year appointments shall be staggered, so that terms of no more than four (4) Members will expire at any one time. The Committee will annually, at its first meeting of the calendar year, select its officers, consisting of a Chair and Vice- Chair.
The Committee, when necessary to fulfill the purposes of this Memorandum, shall meet at the call of the Chair of the Committee as provided in Article 12 of the Agreement and Article VI of the Bylaws of PRISM (hereinafter referred to as the “Bylaws”).
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A majority of the Members of the Committee shall constitute a quorum for the transaction of business. Except as otherwise prov ided herein, all actions of the Committee shall require the affirmative vote of a majority of the Members of the Committee.
Except as otherwise provided herein, the Committee shall be authorized to do such acts as are reasonably necessary to further the purposes of this agreement and implement its provisions.
Any meeting of the Committee shall be subject to the applicable provisions of Government Code §54950 et seq., commonly known as the “Brown Act.”
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REMIUMS. The participating Members, in accordance with the provisions of Article 14 of the Agreement, shall be charged an annual premium , payable in equal monthly installments, to fund the PRIS MHealth Program. The annual pooled premium is established for each renewal year based on underwriting and actuarial analysis approved by the Committee. The pool renews as a whole, based on the review and analysis conducted by the Program underwriting consultants and actuary. The annual pool premium is then allocated to all Program Members based on their Claims Performance Risk Adjustment (CPRA) , as outlined in the most recently approved PRISMHealth Underwriting Guidelines . The CPRA is the Committee-approved underwriting methodology used to determine each Member’s unique premium share of the entire pooled premium renewal using their Member- specific loss ratio, loss ratio variance when compared to the entire pool , and Member size.
Annual Member-specific pool renewal s are approved by the Committee and considered final. Upon approval, no adjustments to the pool renewal or Member - specific renewals are allowed without the approval of the Committee.
Members are required to remit monthly premiums based upon the rates established by the Program Underwriters for their coverage plans.
Billing and eligibility determinations will be made by the Program Benefits Administrator(s) selected by the Committee.
Program Members are responsible for
maintaining, reviewing, and auditing the data they enter into the Benefits Administration platforms.
Monthly premium invoices are sent by the Benefit Administration vendors to the Member prior to the coverage month in which they are due. Premium invoices are due upon receipt and considered delinquent thirty ( 30) calendar days from the effective date of the coverage month. It is a Program requirement that Members pay all premium invoices as billed , regardless of any changes to eligibility or adjustments to premiums that may occur during the billing month and not reflected on the premium invoice. No offset or deduction to the premium amount by PRISMHealth Program Adopted: March 7, 2003 Memorandum of Understanding Amended: March 26, 2026
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Members is permitted . Any a djustments made to eligibility or premiums will be reflected on the following month’s premium invoice s as a retroactive charge or credit.
Billing dates and payment due dates are based on the Program claims funding requirements and the Program coverage carriers. Late fees and/or penalties are set by the PRISM Board of Directors , and any requests for reconsideration regarding the assessment of a late fee or penalty will be heard by the Executive Committee. All Member entities will receive separate notification of any changes in due dates and/or penalty fees at least thirty ( 30) days prior to effective date of change. Late fees and/or penalties shall not be assessed if the premium invoice is not issued timely solely due to the failure of the Program’s b enefits administrator vendor. In such cases, any late fees or penalties may accrue no earlier than thirty (30) calendar days after the date the invoice is issued.
In the event a Member implements a P rogram-approved new or replacement benefits administration system and the implementation rollout causes a delay in the issuance of the premium invoice less than thirty (30) calendar days from the payment due date, the Member will be allowed a one-time thirty (30) calendar day grace period following the initial rollout of the new system during which late fees and/or penalties, or enforcement for untimely invoice payment shall not be assessed.
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SSESSMENTS AND DIVIDENDS. The Program annual premium, as approved by the Committee, will be established at a level which is anticipated to provide adequate overall funding. The Program will directly manage surpluses and deficits.
Premiums are targeted to fund expected claims (including incurred‑but‑not‑reported (IBNR) and run‑ out), reinsurance (if any), Program/administrative expenses, and any reserve or margin adopted by the Committee.
If Program funds are insufficient (including funding IBNR), the Committee may impose premium assessments on all applicable participating Members, consistent with the JPA. Members that have withdrawn from the Program are liable for assessments attributable to plan year(s) in which they participated.
After appropriate reserves and obligations are funded and any Committee‑approved margin is achieved, the Committee may declare a dividend or premium credit, using a formula recommended by the Program Underwriters and Actuary.
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ERIOD OF COMMITMENT. Any entity wishing to become a Member of the Program shall be required to commit to remain in the Program for a period of three (3) years.
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8. APPLICATION TO THE PROGRAM. Any California Public E ntity that is a Member of PRISM JPA can become a Member of the PRISMHealth Program by completing an application for coverage. New Members must be approved by the Committee in a manner prescribed by them and outlined in the PRISMHealth Underwriting Guidelines and must execute the PRISMHealth MOU.
9. BENEFITS. Benefits provided to Members’ employees shall be as set forth in the Member Plan Summary and as agreed upon between the Member and its recognized employee organizations as applicable.
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OVERAGE CARRIERS AND COVERAGE DOCUMENTS. The Committee will select the coverage carriers who will provide insurance coverage under the Program. The Program coverage carriers shall issue Member Benefit Plan Summaries outlining the coverage provided, including terms and conditions of coverage. Except as otherwise provided herein, coverage documents govern benefit terms (eligibility definitions, covered services, appeals, etc.); this Memorandum governs Program administration and Member obligations.
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LIGIBILITY, ENROLLMENT & SYSTEM OF RECORD. Eligibility and enrollment are administered through Program ‑designated benefits administration system(s), which constitute the system of record for Program purposes. A Member wishing to use a non‑ Program HR IS platform must execute PRISM’s HRIS Integration Agreement (or successor) and comply with the Member Acknowledgment. If there is any conflict between data in a Member’s external system and the system of record, the system of record controls.
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LAIMS ADMINISTRATION. The Program Carriers provide claims adjudication, appeals/grievances, coordination of benefits, subrogation, recovery of overpayment, and standard reporting in accordance with applicable law and coverage documents. PRISM (or its designee) may audit claims and require reasonable access to de‑ identified claims/utilization data for Program administration, underwriting, and compliance.
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ITHDRAWAL. The Program operates on a calendar basis, with the plan year spanning January 1 st through December 31st. Members must notify the Program in writing of their intent to withdraw by July 1st one hundred eighty (180 days) prior to the close of the plan year in which they are terming. The Member may rescind its notice of intent to withdraw no later than August 31 st unless otherwise barred by the applicable provisions of Article 20 of the Agreement . Re‑entry restrictions under the JPA will apply.
14. LATE PAYMENTS. Notwithstanding any other provision to the contrary regarding the late payment of invoices or cancellation from a Program, the Executive Committee, at its discretion, may issue a thirty (30) day written notice of cancellation to any Member that fails to remit payment when due. If monthly premium payment PRISMHealth Program Adopted: March 7, 2003 Memorandum of Understanding Amended: March 26, 2026
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remains unpaid forty-five (45) days after the due date, PRISM may, upon written notice to the Member, suspend eligibility transmissions and/or claims funding attributable to the delinquent Member. Reinstatement of participation may be subject to prepayment of pre miums or other financial assurances deemed acceptable by PRISM.
15. LIAISON WITH THE AUTHORITY. Each Member shall maintain staff to act as liaison with PRISM, their Consultants, and Carrier coverage representatives.
16. DISPUTES. The Committee shall first determine any question or dispute with respect to the rights and obligations of the parties to this Memorandum ; however, all final determinations shall be in accordance with Article 31 of the Agreement.
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DMINISTRATION COSTS. PRISM shall be entitled to assess annual administration costs associated with the Program as determined by the Committee and approved by the Executive Committee.
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OMPLETE AGREEMENT. Except as otherwise provided herein, this Memorandum constitutes the full and complete agreement of the Members.
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EVERABILITY. Should any provision of this Memorandum be judicially determined to be void or unenforceable, such determination shall not affect any remaining provision.
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MENDMENT OF MEMORANDUM. This Memorandum may be amended by a majority vote of the Committee and signature on the Memorandum by the Member’s designated representative, or alternate, who shall have authority to execute this Memorandum. Any Member who fails or refuses to execute an amendment to this Memorandum shall be deemed to have withdrawn from the Program on the next annual renewal date that is beyond any commitment required by Section 7.
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FFECTIVE DATE. This Memorandum shall become effective on the first effective date of coverage for the Member and upon approval by the Committee and the signing of this agreement by the Members and Chief Executive Officer of PRISM.
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XECUTION IN COUNTERPARTS. This Memorandum may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument.
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Memorandum of Understanding Amended: March 26, 2026
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In Witness Whereof, the undersigned have executed the Memorandum as of the date set forth below.
D
ated: By:
Gina Dean, Chief Executive Officer
Public Risk Innovation, Solutions, and Management
Dat
ed: By:
T
itle:
Me
mber Agency:
3/26/26