SHJ25-008 COORDINATED CARE CONTRACT - PARTIALLY EXECUTED

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compensation, unless changes to federal or State law or regulations make such advance notice impossible, in which case notice shall be provided as soon as possible. In such case, if Provider notifies Health Plan in writing of its objection to such amendment within 30 days following the giving of such notice by Health Plan, such amendment or new Attachment shall not go into effect as to Provider; Health Plan may on 60 days' notice terminate this Agreement or the participation of Provider and Contracted Providers in the Products affected by the proposed amendment (or any component program of such Products). No change to this Agreement will be made retroactive without the express consent of Provider. 8.8. Entire Agreement. All prior or concurrent agreements, promises, negotiations or representations either oral or written, between Health Plan and Provider relating to a subject matter of this Agreement, which are not expressly set forth in this Agreement, are of no force or effect. 8.9. Severability. The invalidity or unenforceability of any terms or provisions hereof will in no way affect the validity or enforceability of any other terms or provisions. 8.10. Waiver. The waiver by either Party of the violation of any provision or obligation of this Agreement will not constitute the waiver of any subsequent violation of the same or other provision or obligation. 8.11. Notices. Except as otherwise provided in this Agreement, any notice required or permitted to be given hereunder is deemed to have been given when such written notice has been personally delivered or deposited in the United States mail, postage paid, or delivered by a service that provides written receipt of delivery, addressed as follows: To Health Plan at: Attn: President Coordinated Care Corporation 1145 Broadway, Suite 300 Tacoma, WA 98402 To Provider at: Attn: Administrator Kittitas County Public Health 205 W 5TH AVE STE 1 ELLENSBURG, WA 98926 edward.buntin@co.kittitas.wa.us or to such other address as such Party may designate in writing. Notwithstanding the previous sentence, Health Plan may provide notices by electronic mail, through its provider newsletter or on its provider website. 8.12. Force Mai eure. Neither Party shall be liable or deemed to be in default for any delay or failure to perform any act under this Agreement resulting, directly or indirectly, from acts of God, civil or military authority, acts of public enemy, war, accidents, fires, explosions, earthquake, flood, strikes or other work stoppages by either Party's employees, or any other similar cause beyond the reasonable control of such Party. 8.13. Proprietary Information. Each Party is prohibited from, and shall prohibit its Affiliates and Contracted Providers from, disclosing to a third party the substance of this Agreement, or any information of a confidential nature acquired from the other Party (or Affiliate or Contracted Provider thereof) during the course of this Agreement, except to agents of such Party as necessary for such Party's performance under this Agreement, or as required by a Payor Contract or applicable Regulatory Requirements. Provider acknowledges and agrees that all information relating to Company's programs, policies, protocols and procedures is proprietary information and Provider shall not disclose such information to any person or entity without Health Plan's express written consent. 8.14. Out -of -Network Payments. In accordance with RCW 48.49.030 and RCW 48.49.040, Health Plan will negotiate in good faith with out -of -network providers/facilities to determine a commercially reasonable payment amount for services. Enrollees may not be held responsible for anything above their in -network cost share. Health PPA WA - Kittitas County Public Health - 05.07.2025 - TCMProviderAgreement_360268 Page 15 of 24