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adjudication services to Kraft Foods, including the “Funding and Payment of Claims,” “Benefit
Determinations,” and “Claims Administration.” 2011 Agreement at 7–10. Aetna agreed to
“provide, control and manage” the “initial claims administration,” including, but not limited to
“disbursing or providing, to the person entitled thereto, payments or authorization for services that
Aetna determines to be due as a Benefit.” Id. at 12.
18. The January 1, 2015 Master Services Agreement No. MSA-868707 (“2015
Agreement”) identifies Aetna as a fiduciary:
Aetna . . . will discharge their obligations under the Services Agreement with that
level of reasonable care which a similarly situated Services provider or Plan
Administrator under ERISA, as applicable, would exercise under similar
circumstances. In connection with fiduciary powers and duties hereunder, as
delegated by Customer to Aetna and as noted in the Claim Fiduciary section of the
applicable SAS, Aetna shall observe the standard of care and diligence required of
a fiduciary under ERISA Section 404(a)(1)(B).
2015 Agreement at 2 (emphasis added).
19. Aetna’s decision-making authority under the 2011 and 2015 Agreements went far
beyond mere application and compliance with its own guidelines. Because Aetna exercises
discretionary authority and control respecting management of the Plans and the disposition of the
Plans’ assets, in addition to being a named ERISA fiduciary, Aetna is also a functional fiduciary
under ERISA.
20. As a fiduciary, Aetna agreed to provide “Member and Claim Services” for the
Plans. Specifically, and by way of example, Aetna agreed to “process and pay the claims for Plan
benefits . . . using Aetna’s normal claim determination, payment, and audit procedures and
applicable cost control standards in a manner consistent with the terms of the Plan and the Services
Agreement.” 2015 Agreement at 16.
21. As a fiduciary, Aetna agreed to be responsible for processing and reviewing claims
for health benefits by Plan Participants, including: (i) the eligibility of each claimant under the
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