Health and Welfare Plan Administrative Services Agreements: Negotiating, Drafting, and Monitoring Agreements

Guidance for Counsel to Employers and Third-Party Service Providers

Recording of a 90-minute premium CLE webinar with Q&A

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Conducted on Wednesday, May 13, 2020

Recorded event now available

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Course Materials

This CLE course will prepare employee benefits counsel to advise employers and third-party service providers on negotiating and drafting administrative services agreements for health and welfare plans. The panel will discuss practical legal and business considerations, ERISA fiduciary issues, critical terms and provisions to minimize liability and risks, and best practices in selecting, contracting, and monitoring third-party providers.


Selecting, monitoring, and ensuring the effectiveness of third-party service providers in the context of health and welfare benefits administration is generally accomplished through an administrative services agreement. Negotiating these agreements raises a host of complicated compliance, risk management, and business considerations for employers and service providers.

An effective administrative services agreement clearly outlines the scope of services, defines the rights and obligations of the parties--including ERISA fiduciary responsibilities--addresses compliance with ERISA and other applicable federal and state laws, and includes well-crafted risk management provisions, including indemnification and liability limitations.

Benefits counsel negotiating administrative services agreements on behalf of employers or third-party service providers must have a thorough knowledge of the risks and liabilities involved to negotiate the most favorable terms for the client and avoid pitfalls.

Listen as our panel of experienced employee benefits attorneys examines relevant legal and business considerations and offers best practices for health and welfare plan sponsors and third-party service providers when negotiating, drafting, and monitoring administrative services agreements.



  1. Selecting third-party providers
  2. Negotiating administrative services agreement terms
    1. Services needed by plan sponsors
    2. ERISA fiduciary issues
    3. Common contracting terms
    4. Allocation of risk/liability and provisions for termination
  3. Monitoring third-party performance


The panel will review these and other key issues:

  • What factors should counsel consider when selecting third-party providers to administer health and welfare benefit plans?
  • What key terms should be included in administrative services agreements?
  • Additional negotiating issues raised by ERISA and practical business concerns


Brown, Timothy
Timothy R. (Tim) Brown

Thompson Hine

Mr. Brown is a member of Thompson Hine's Executive Committee and the former practice group leader of the firm's...  |  Read More

Castleton, Todd
Todd B. Castleton

Kilpatrick Townsend & Stockton

Mr. Castleton’s practice focuses on the compliance and administration of qualified defined contribution and...  |  Read More

Oringer, Andrew
Andrew L. Oringer


Mr. Oringer is co-chair of his firm's ERISA and Executive Compensation group, and leads the firm’s...  |  Read More

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