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HomeMy WebLinkAboutAsuris AgreementP.O. Bo• Z1Z87 Seattle, WA 88111-3287 Aprll 25, 2018 KITTITAS COUNTY HEAL TH DEPT 607 N NANUM ST STE 102 ELLENSBURG, WA 98926-2886 Dear KITTITAS COUNTY HEALTH DEPT: Thank you for your Interest in becoming a partlclpatfng provider with Asuris Northwest Health (Asuris). Strong provider networ1<s are essential for the delivery of quellly health ca.re to our members. and we appreciale your wHlingness to join our networks. Enclosed are the necessary documents required to join our provider network(s). Please review and sign ~ch agreement using the following stepa: 1. Carefully review all documents 2. If you agree with the tenns of the agreement, click "Continuen In the green "Accept Terms" box 3. Follow'the Instructions to electronlcelly sign your agreement 4. A confirmation message wlll display once the terms of the agreement have been accepted 5. A final copy of the agreement wlU be elecfi'onlcally returned to you, along with an eSlgnatura receipt document containing s gnature information YOll'll ~elve an email from us that will confirm the network(•) you are participating on and your effective date ·of pa~lcjpallon. Important notet: • Claims submitted before your effective date of participation will be processed as out-of- network. • You must agree to the tenns and electronically sign your provider agreement(s) to complete the contracting proce&&. • Delays In algnlng your agreement(s) wlll impact your network participation date and may require that you complete the credentialing process again. Vleit our provider website at asurjs.con, to view the tools and resource(; evallable to aaslst you fn ,lhe contracting process. If you have any question&, please contact our Provider Relations team. Contact lnformaUon is avallable In l),e Contact us section of our website . Sincerely, John S. Partin Vice President Network Management Enclosures Our provldet welffltte, QUfl•.com, ol!Gro a>ttflnlll'19 lnlorme1lon ond roao1,1rca1 to aupport yoi.,, You can find lnfonnatton abO<JI mornblll confo, pi1t--1uthorlD~ci!I rttquirome~l• end muc;!l moro,• PARTICIPATING PROVIDER MEDICAL GROUP AGREEMENT between ASURIS NORTHWEST HEAL TH and KITTITAS COUNTY HEALTH DEPT EFFECTIVE DATE: ____ .....__ ASURIS NORTHWEST HEALTH, a Washington health care service contractor, and any successor organizations ("Company"), and KITTITAS COUNTY HEAL TH DEPT a Washington corporation that has entered into contracts with and/or employs pro11iders who are duly licensed to render health care sen/ices in the state (hereinafter referred to as "Medical Group"). This Agreement Is a master agreement that may be amended from time to time pursuant lo Section VIII of the Agreement, and through the addition, alteration or elimination of those Provider Networks in which Medical Group has agreed to become a Participating Provider. By virtue of Medical Group's status as a Participating Provider In a given Provider Network, Medical Group will furnish services to members of those Health Plans offered or administered by the Company (or another entity with access to the applicable Provider Network pursuant to an agreement with Company as allowed by Section 5.6) which rely on that Provider Network for the provision of Covered Services. Medical Group also agrees to provide services to any Member under any Provider Network In which Medical Group participates pursuant to the terms of this Agreement and any addenda attached hereto, Nothing In this Agreement gives Medical Group the right to participate in any new Provider Networks or lines of business developed by Company, unless Medical Group is offered and accepts participation in ttie new Provider Network or line of business. This Participating Medical Group Agreement and the applicable terms and conditions for participation in those Provider Networks, in which Medical Group is a Participating Provider, are collectively referred to herein as the "Agreement." Participation In each Provider Network is enforceable under the terms and conditions contained in the relevant Provider Network addendum and, in the event of a conflict between the language of the Agreement and any addendum relating to a particular Provider Network, the language of the relevant addendum will prevail. IN CONSIDERATION of mutual covenants and promises stated herein and other good and valuable consideration, the undersigned have agreed to be bound by this Agreement as of the Effective Date. RECITALS The Company is a Washington non-profit Company registered with the Washington State Office of the Insurance Commissioner as a health care service contractor, and as such is subject ta laws specifically applicable to health care service contractors. The Medical Group is a legal entity comprised of physicians and/or other health care providers all of whom are licensed and/or certified by the state(s) in which the Medical Group is located. I. DEFINITIONS 1.1 BENEFITS means payment by the Company for services and supplies covered under a group or Individual Health Plan. 1.2 CERTIFICATE means the evidence of insurance provided to an Insured under a group or Individual Health Plan. Asuria MGA Agreement (Rav. 05/2017) A18816864AA Page 1 0120 1.3 £01N.§UR A~I; means the Member's percentage share for any Covered Service provided at less than 100 percent. 1.4 QOPAYMENT means a lbcod dollar amount that the Member's Health Plan requires the Member to pay for a Covered Service. 1.5 COVERED SERVICES are those health services and supplies provided to Members by P.artlc lpa Hng Providers wnich qualify for payment under the terms or a Member's Health Plan , as described In the applicable Certificate or policy, includlng any amendments Uiereto. 1.6 ·CREDENTIALING is the co lledion , ver1fica1lo n and review or ll'lformauon by Company to determfne whether. a ptoVlder ls eligible to partJclpate in ti,e Provider Ne\works. The Co mpany shall nave sate dhJcretion in determining whether to participate with any applicant. 1.7 Q!;DUSaf.BLE means the dollar amount that the Member must pay each calendar year tie fore ComflllnY beg ins to make payments. 1.8 HEAL TH Pl.Alt means any group or Individual , insured or self.funded health care plan issued end/or administered by Company, or by ahother entity ,vtlh i:l~ess to the appllcable Provider Ne\wor~ punn.illnl lo an ag~ement with, Company , Includ ing , but not I ml\ed to , The Regenee Group, Regence BlueSh eld or any or 11!1 alllllate_s, and or other state and federal programs . 1.9 MEDICAL GROUP means a group of p"yslr.ians and/ot other health care providers who pro_vlde services under the same taK idenUlloallon number. 1.1 o MEDICAL GROUP PROVIDER. means a member, e·mployee or contracto r or the Medical Group who Is duly licensed or legally authorized to render health care &ervices In the state of Washington and who is obligated, by virtue of his/her membership In, contractual relatlonship •wllh or employment by Med ical Group, to provide s_ervlces lo Members . 1.11 Mfil)ICAL EMERGENCY la the emerge.nl arid acute onset or e symptom or symptoms, lnclu~lng ~evere pa in. that would teacl a pru dent lay p1m1on acting reasonably to beUeve tha t a health condition eKiets that requires Immediate medical attention , and that faUure lo prov ide medlcaJ attenl on would result Ii, serklus impairment to bodily functions or serious dysfunction of a 'bodily organ or part. or would place tlie person'e Ilea.Ith In serious Jeopardy . 1.12 MEDI AL !jg;essn;Y, Except for seNIC88 subject to WAC 284-43-7000 , "Medically Neceissary" or "Med lca l Necoes lly' means health care services or supplies Iha! a physic ian or other health care provider, eKetclslng prudent cllnlcal , Judgment, would provide to a i,atlent for 1he purpose of prevent.Ing , evaluaUng , dfagnoaing or trealfng an lllnesfi. lnJu(Y. d sesse or Its &ymploms , and that are (a) i.n accordance wlth generally accepted standards or medical practJce ; (b) clinically aj:)proprla!e , lh terms of type , frequency, extent , alt~ ahd du~tjon, and considered effective fo r the patient's illness, injury Of di&aase ; and {c) not i,rimarily for the convenience or the patient, physic ian, or other health care provider, end not more ~slly than an alternative cServlce o~ sequence or servlce3 or supply at least as likely 10 produce e-qulvalent therapeulic or dlagnosuc results as to the dlagnos fs or treatment of that pallent's Illness , Injury or disease. For lhess purposes, •genef&IIY llccepted standards or med[cal practice• means sta/ldards lhat are based on cre _alble scleriliflc e111dence publlshed In peer-revlewed m_ed !car tlterature generally rec ogn ized by the relevant medical community , Physlclan Spec1.alty, Society recommendations .and Iha views of physic ans and othe r health care providers practicing In t elallant clln fcal a1eas and · any other relevant factors . Fo r services subject to WAC 284-43--7000 , "Medical Necess ity' or •Medically Necessary • shall have the meaning sel'for1h in WAC284-43-7020. Asurls MGA Agreement (Rev, 0512017) A18816854M Page 2 af 20 1.13 MEMBER means a person who is eligible and has been accepted by the Company for coverage and for whom the applicable rate has been paid for Benefits under a Health Plan. 1.14 e.tSTIC ~.AJ NG.. _P.B._OVIDE R means any hospital, physician , other health care professional, or other provider of medical 1ervices or supplies who (a) is legally qualifted to provide medical services or supplles under Washington state law; (b) has contracted with the Company, directly or through intermedll1rles, to furnish Covered Services to Me mbers as pa rt of one or rn ore of th e Companv's Provider Networks; and (c) Is eligible for reimbursem en t under a Subscriber Agreeme n t. 1.15 Mfl.!LCIPATI NG PROVIDE NETWOR~ is the colle cii\le 9rou p of hosp itals, fa cHltfes , cil ti lcs, phys:l el an s and o~r he alth ca re professionals under con tract w ith the Comp any to participate in the Compan11's network of providers identified as the Participating Provider Network. 1.16 PAVO means the entities set forth below that offer or administer a health care plan and contracts with the Company pursuant to Section 5.6 for access to one or more Provider Networks in which Medical Group participates. Payers are limited to the follow ing entities and the ir subcontractors who contract with Payor for accesa to one or more Provider Networks: subsidiaries and affiliates of the Company as set forth on Exhibit A, a Blue Cross and/or Blue Shiald Plan, a government program, a trust , and a self-funded health plan administered by the Company or one of its subsidiaries or affiliates. 1.17 ~~TBAT!VE "MANU AL is a separate reference source developed and issued by Company rar providers that indudes additional details, policies , procedures and other information that a Participating Provider will need to know in order to properly perform Its obligations under this Agreement. 1.1 B PROVID ER NETWORK means the Asll'ls Northwest Health Participating Provider Network and any other Asurls Northwest Health network of Participating Providers or lines of business that Provider agrees to participate pursuant to an addendum attached to this Agreement. 1.19 RECR EDEN TIA U NG Is a period ic process by which the Company may determine, in its sole discretion, whether to continue participating wilh a Medtcat Group. 1.20 §.LJ,P.SC IBER -AG EEf:.!l ENI Is a contract belween the Company or Payor and an individual or group in which the Company agrees to provide, indemnify for or administer health care benefits and which provides a benefit incentive if a subscriber or enrolled dependent obtains health care services from Participating Providers in the Provider Network. This Includes, but Is not limited lo, administrative services only (ASO) contracts ttle Company or Payor enters Into with employers, other out of area Blue Cross/Blue Shleld Plans and Blue Croas and Blue Shield Association services and state and federal governmental programs . This may also include Subscriber Agreements issued by the Company's branches and affiliates as set forth on Exhibit A, In accordance with Section 5.6. as well as Subscriber Agreements Issued by any successor organization of the Company . 1.21 NON -COVERED S ERV IC E. is a service or supply that is not a Covered Service for any of the following reasons : (1) the service or supply is lnvesti9ational or not Medically Necessary; or (2) the service or supply is not an avallable benefit or a Covered Service under the Subscriber Agreement for any reason. 1.22 lNVESTIGAT IQ.t:®,.: The definition provided in the Subscriber Agreement. To the extent that the Subscriber Agreement does not provide a definition of lnvestigational , the following definition shall apply : a health intervention that the Company or Payor has classified as lnvestigatlonal. The Company will review Scientific Evidence from well- designed clinical studies found in peer-reviewed medical literature, if available, and Information obtained from Medical Group regarding the health intervention to determine if Asurls MGA Agreement (Rev. O!l/2017) A18816854AA Paga 3 Df20 it is lnvestigatlonal . A health Intervention not meeting all of the following criteria , is, In the Company's Jud_gment, trweallgationa!: • The Sc enUfic Evidence rnust permit conclusions concerning the effect of the Health Intervention on health outcomes, which In.elude the dlaease process . Inj ury or lllnes.s , lengih of Hfe, ablllty lo funciion and quality of llro . • The health Intervention must Improve net health outcome. • The Scientific Evidence must show that the health inteiventlon Is as beneficial as any established alternatives. • The improvement must be attainable outside the laboratory or clinical research setting. For pu rposes of lhls de Rn Ilion. S<;lentlflc Evidence me.ans sci en tific: studies published n or accepted for pt.lb.If cation by med ca l Journals that meet nat onatty recognized requrrements for scientific manuscripts and thBt submil moat of their publlshe<I article!! for review by experts who are not part. of the ed ltorlel elaff;· or findings, studies or research conducted by or unde r the auspices of federal government agei,cles and nationally recogn ized federal research ins litutes . However, Solentlf\c Evidence shall nol li'!clude puhllshad pear--revle'Ned ll lerature sporasored to a significant extenl by a ph-armaceutlcal manufacturing company or medical device manufacturar or a single study without other suppol1able studies . II. PROVISION OF MEDICAL SERVICES 2.1 MEDICAL L 'r'. ...QsSSARV SERVICES -Medical Group will ptovlde Med ically Necessary Se rvices lo Members In ~rdance wit'1 the h1m,s of th i s Agreement Company will only be~r llnancial responsibility for Med ically Necessary , Govered Seivlces fumtshe.d to Members by Med ical Group. Company will' not make retroactille denials of Covered Services that were pre-certlffed 01 concurrenUy certifleil as medically nece:s.sary unless the certlllcatron was ~d upon a material m srepresantat on by Medical Group , 2.2 COVERED SERVICES -Company will define the Covered Servicas for the Health Plans ,for wt,fch Med ical Group has agreed to prov ide service,. 2.3 STANDARDS OF CARE -The Medlcaf Group &hell provide ·servic~ to Members In accordance with ganereJly accepted p10fes1 lonal standards or care and medical and billing praclice& In the c:ommunfly. Med ical Group agrees lo furn ish Covered Services to Members without regard to the .Member's enroflmenl in lhe Health Plan as a private purchaser or as a part ici pant in publicly funded programs . 2.4 RELATIONSHIP TH MEMBeRs -Cornpany will not be liable for nor w111 It eKercise o<>ntrol or dfrectlon over the methods or profesaional judgments relied upon by Medlcal Group and Medical Group's Pr011iden1, employees· or representatives In provid ing services putsuant to this Agreement. Med ical Gro\:lp wtll be solely responsible for supervising "nd controlling Medical Group 's employees to assure that such services are pro11lded In a manner that compnes With generally accepted slanl:lards of ca1e . Meolcal Group Provider will be responelble for cllnlcal decisions regarding the medical care and treatment of Members. Noth ing fi:, lh l a Agreement Omits Med eat Group Provider 's right lo commun icate freely with Members. fncludJng the rl_gt,I lo Inform Members that Medical Group Provider tiejleves services are appropriate Of necessary ; even if Company has determlned the services are not Covered Services. 2.5 t:I.Q.N.QISCRIMINATION • Medical Group wlll provide the Covered Services contemplated herein without rcgirrd to o,e race , age . sex·. religion , creed , color , national orfg !n er ancestry of any Member. During the term of this Agreement , Medical Group will not unlawfully dlscrtmrnate against any employee or appl icant for employment bei:ause or race , fellglor,, color , national orig in, ancestry , physical handicap, health slatus , marital Asurla MGA Agreement (Rev. 0612017) A18818854AA Page 4 al 20 status, age or sex. Medical Group will include the non-discrimination compliance provision of this clause in all subcontracts entered into to fulfill its obligations under this Agreement. Ill. PAYMENT FOR MEDICAL SERVICES 3.1 PROVIDER COMP!:; SATION, -Medical Group will be compensated for Medically Necessary Covered Services provided to Members in accordance with the compensation arrangements for the applicable Provider Network and the terms of Members' Health Plans. The compensation arrangements for each Provider Network in which Medical Group is a Participating Provider is set forth in exhibits and addenda attached hereto and incorporated herein. The Medical Group agrees to accept the compensation set forth In the payment exhibits as payment In full for Covered Services provided to Members, whether that amount is paid in whole or in part by the Company, the Member or by any combination of payers. The Company reserves the right to establish and alter the payment methodology and levels from time to time with ninety (90) days prior notice. Acceptance of reimbursement based on new payment levels or methodology constitutes consent The Company shaR pay claims as soon as practical, but subject lo the following minimum standards -(1) the Comp1my shall pay 95% of the monthly volume of clean claims within thirty (30) days of receipt by the Company; and (2) the Company shall pay or deny 95% of the monthly volume of all claims within sixty (60) days of receipt by the Company. For purposes of this Section 3.1, a "clean claim" means a claim that has no defect or impropriety, including any lack of any required substantiating documentation, or particular circumstances requiring special treatment that prevents timely payments from being made on the claim under applicable Washington law. To the extent required by Washington law, the Company shall pay simple interest at the rate of one (1%) percent per month on payable, clean claims not paid by the Company within sixty-one (61) days of receipt. Such interest shall be calculated based on the amount to be paid to the Medical Group for the Covered Services and shall be added to the Medical Group's reimbursement without further claim submission from the Medical Group. Claims for services provided to Members pursuant to a contract With, or on behalf of, the federal government, Including but not limited to the Federal Employees Health Benefits Program (FEHBP), shall not be subject to Interest set forth In this Section 3.1. 3.2 COMPl;NSATION FOR REFE~ LS -Medical Group agrees not to accept any compensation in return for referring any Member to a Medical Group for the furnishing of any item or service payable by Company. Medical Group also agrees to refer Members to providers In accordance with applicable state law and the laws and regulations of the Medicare program. 3.3 MEMBER IDEN Tlf_K;.8IUW. -Medical Group wlll be responsible for establishing the identity of all patients who present themselves as Members in any Health Plans and will promptly report to Company any apparent abuse of the privileges of such Health Plans. 3.4 e].!J.JNG fOBPB.QVIDE R SEfMCtS -Medical Group agrees to submit claims for Covered Services electronically or as prescribed by company or required by law. Claims should be submitted within thirty (30) days of the dale of services and, in any event, shall be submitted no later than twelve (12) months from the date that Members receive services. Claims not submitted within twelve (12) months of date of service shall be disallowed and the Medical Group shall not bill the Member or Company for services or supplies associated with such claims. The Medical Group shall not bill the Company for more than the Medical Group's usual and customary fee for the services rendered, nor shall the Medical Group bill services provided to Members al a rate higher than the Medical Group bills services provided to persons without health care coverage. The Medical Group agrees to abide by Company directives, whether communicated by the Company through its Administrative Manual or other communications and publications. Asurla MGA Agreement (Rev. 06120171 A1881885'4AA Page 5 of 20 Claims for wh ch the Company is the sec ondary Insurer must be submitted within thirty (30) days of the primary car rie r's payment or denial. The Med ica l Grovp agrees to submit cla ims using the m01Jt appropriate , current c1nd specific cod ing when billing .for serv ices rendefed . The Me<!l_cal Group agrees the.I II will not engage In ml sleadlng bUllng practice.a or otherwise ln lerfere with Urnely and accurate cla!rns adJudicallon . Except for Infrequent and isolated waivers for charimble purposes. '!he Medical. Group shall charge to and make reasonable attempts to CQUect from the Membe r all coi nsurance arnClunts owsd by the Member , after fllCIIIVlng a cfa lms adjud lGation determination by the Company . and may collect all deduclibles a.nd copayments et lhe llme of seNlce . Because of the difficulty of aacerialning damages resulllng fr-0m breach of th is prov sjon, the part ies agre e that the Conipany shall l;>e en11tled to deny all or part of cla ims as llqu dated damages It 111·e Med ical i;3roup la Is lo mal(e a reasonable allempt , using such steps as 110rmal1y ta.ken to collect Oeductible9; coi nsurance or Copaymenls. In no event st,all the .Medical Group charge to a Member-for Ded uctibles, co insurance or Copayment a exceed the amounts -established by the Company . As required by WAC 2.8'1•43-320(3) the Company hereby In fo rm$ the Medic-al ~roup that Wlllftllly collect ing or attempl fng to collect an amount l<nowlng thal the collectton ls !n v!olatlon of thi s Agreement cons titutes •8 class C felony under RCW 48 .80 ,030(6). In no event ahaQ the Medical Group seek. additional re ltnbursement for Covered Serl/Ice~ dellvered to Members, except for any copayments, deductibles or coinsurance amounts that the Member may owe, as determined by the Company. 3.5 MEMBERS..IQJ:lj;_HELD I-IARMJ,.e.~~ 3.6.1 Toe . Med ica l Group hereby @gree_s lh!Ji lh no event, Including , but not limlted to , nonp ayment by the Company , Company's rn solvency o, breaeh of lhls Agreement, shall the Medical .Gr01Jp bill, charge , collect a depos it from , seek eompe nsat on, remuneraU on or re!mburs11m ent rrcm , or have any recourse against Member or person , other than lhe Company, acting on their behalf, for services provided pursuant to this Agreement. This provision shall not prohlblt colfectlon of Deduc1lllles, Oopaymehts, Co-Insurance, andlof non-Covered Seivl°", which have not olher:wse been paid by a pri ma~ry or secondary ca rrier in accordance with regulatory standards for Coordination of Benefits, from covered persona in accordance wilh the term·s of the Mem~r's Health Plan . 3.5.2 The Medical Group agre~s . in the event of the Company's insolvency, to continue to prov ide the services promised In this Agreement to Member'$ tor the durat on of the period tor which premiums were pa id tp tile Company on the Me.mbers · ~half, or until the Members ' discharge from Inpatient (acUltles, whichever time Is greater. 3.5.3 Notwithstanding any other provision of this Agreement, nothing in this Agreement spall be construed to modify tiie rights and benefits contained In the Member's Health Plan . 3.5.4 The Med lea l Group may not bill Members for Covered Services (elu;epl for Oedu.cllbles, Copayme111s or .Co•lm1urance) where the Company, denies paymen1a beeeuee the Medical ·Group has falled ~o comply With the terms of tt,ia Agreement. 3.5.5 The Med ical Group further agrees (I ) that the above provisfons 3.6, 1, 3.~.2. 3.5.3, and 3.5.4 shall sul'\/lve terminall oo of this Agreenjent regardless of the cau.se glvln.g ris_e to termination end shall be oonstrued to be for the benem ot the Cornpanyls Membe is. and {II) that this prov slon supersedes any oral or written contra,y agreement be.tween the Medical GrOUf? and Members or persons acting on th eir be.hall . Asurf• MGA Agreement (Rev. 0512017) A18318864AA Paga 6 ol 20 3.5.6 If the Medical Group contracts with other health care providers or facilities who agree to provide Covered Services to Members with the expectation of receiving payment directly or indirectly from the Company, such providers or facilities must agree to abide by the above provisions 3.5.1, 3.5.2, 3.5.3, and 3.5.4 and 3.5.5. 3.6 I.HJ~_Q -PA Y P ME T -Members may be eligible for coverage from another payer including, but not limited to, other individual or group health plans, liability insurers, entities providing workers' compensation or occupational disease coverage, Medicare or other government programs. The parties will inform each other whenever a Member has coverage from such other payers. Medical Group will collect payment from third-party payers, using Medical Group's customary collection procedures, whenever such payers have primary responsibility to provide or pay for Covered Services in accordance with the Coordination or Benefits and third-party liability requirements of Members' Health Plans. If Company is required to pay a portion of Medical Group's charges for Covered Services not covered by other payers, Company will pay Medical Group only that amount which when added to lhe amounts paid or owed by the other payer and any Copayrnent, Deductible or Co-Insurance charges for which the Member is responsible, will not exceed the payment for such services under this Agreement. 3.7 DUPLICATE BILLING -Unless otherwise instructed by Company, Medical Group agrees to refrain from submitting more than one bill lo Company for Covered Services furnished to Member pursuant to this Agreement. Medlcal Group will not, under any circumstances, including a delay in Company's processing of Medical Groop's claims, bill Members for Covered Services while waiting for payment. 3.8 ADJUSTMENTS -Medical Group will refund to the Company all overpayment amounts Company has paid to Medical Group because of payment error, duplicate insurance, Workers' Compensation recovery or other third party liabllity recovery, among other reasons, up to the amount of the overpayment. Medical Group will refund such overpayment amounts provided that written notification that a refund is due is received within twenty-four (24) months of original payment of the claim (thirty (30) months in the case of claims involving Coordination of Benefits), except if recovery from a third party Is the cause of the delay. In the case of recovery from a third party, the Company may request that Medical Group refund a payment or part of a payment at any time if: (a) a lhird party, including a government entity, Is found legally responsible or liable for satisfaction of the claim as a consequence of liability imposed by raw (e.g., tort liability); and (b) the Company is unable to recover directly from the third party because the third party has either already paid or will pay the Medical Group for the daim. Notwithstanding the foregoing, Medical Group may contest a refund request made by the Company. However, if Medical Group fails to contest the refund request, in writing, within thirty (30) days of receipt of written notification that a refund Is due, Company shall conclude that Medical Group has accepted the Company's refund request and may deduct from future payments due to Medical Group the amount equal to the amount of the overpayment, among other remedies. Medical Group shall not request from Campany any additional payment to satisfy a claim unless the request is (a) in a writing that apecifias why Company owes the additional payment, and (b) made within twenty-four (24) months after the original date the claim was paid or denied (thirty (30) months In the case of claims Involving Coordination of Benefits). None of the aforementioned time limitations apply to requests for refunds or addlllonal payments involving fraud. All disputes and appeals of billing issues pursuant to Section 9 must be Initiated within the aforementioned time limitations. 3.9 t':!..Qf':J~OVER ED SERVICES 3.9.1 Except as otherwise set forth in this Section 3 9, Medical Group may charge Member for Non-Covered Services under the Subscriber Agreement without Asur1s MGA Agreement (Rev. 05/2017) A18818854AA Page 7 of 20 obtaining written Member consent. Neither Company nor Payor shall be Uable for any health care services or supplies wh ich are determined by Compan.v. Payor or lhelr dealgnae lo be a Non -C overed Service ; however, ,the Member may be llable ror Non-Covered Se111lces subject to the lerma set forth lo Settlons 3.9.2 through 3.9.4 herein . l.n no evenl win Company or Payor be respona!ble fur any amount owed by Member to M_edlcal . Group for Non-Covered Services In the event that Medical Group Is unable to collect such amount from Member . 3.9.2 Medical Group may btll a Member ro:r services or supplies delem, ned by Comp.any or Its designee to be not Medically Necessary only II Medical Group has obtained appropriate Member consent In writing . At a minimum. the written Member consent must Include the follow!ng information: Member name : specific service or supply : date of service , if kTiown . a stalemflnt nfoiming .the Member that lhe serv,ice or supply may; be a Non-C1>vered Service; and a statement where !he Member agrees l o pay for the Non-Covered Service . The written Member consent muat be signed by She Member, _Member's .guard l.in or Membe r's eulhorized hea llh care representative and maintained In Medical Group's reco<ds . Medical Group agrees to wrlte off and not charge Company , Payoi or Member any amount owed for not Med cally Necess_ary services or supplies if Medical Group falls to oblain suc;h written consent. 3.9.3 For services re ndered 10 Members enrolled in Med icaid that are determined by Company or Payor 10 be ln11estigetional , Medical Group must obtain the written Member consent as describ~ In the Heahhy Options Administrative Manual before re,nderlng services In order to charge lhe Men1ber for the se!Vlces . II Med fcal Group fails to obtain such written Member consent Medical Group agrees to write off end not charge Coni,:,any, Payor or Member for such lnvesfigalional services . Fo r all other Members receiving services that may be deemed lnvestiga1 onal by co.,,paoy or Payor, a written Member consent Is not required In order to cJiarge Members for such .services, However, Company still enaou,-t1ges Medical Group to Inform Member before services are rlltldered that. suet, se,vlee& may be deemed Non-Covered Secvices by· Company or Payor, and that If the services are deerned Non•Covered Services the .cost of such services will be the reaponsl blfity of the Member. 3.9.4 Services or supplies provided to Members aftl!U' they have exhausted their ar,nuaJ or Nfetlme benefit for such Hrvlces as provided In lhe S1,1bserlber Agreement shall no longer be subject to lhe terms of this Agreement , except for the clalm or ciafm line (a s epplicable) that results In the heneRt maximum to be exc_eeded , For that claim or claim line (as applfcable), M~lcal Group agre11s that any, bala~ce billed to the Member shall be the lesser of billed charges or the allowed amuunl undttr thi.s Agreement less any amount paid by Company or Payor. The "clalm llne•· language 16 appllc·abfl;! where servi~ or supplies are pa id lndlvldually . Tile "claim ~ language i& applicab le for services paJd based on an episode of care . 3 .9 .6 Medical Group shall nor bill Members for C9vered Services (except for deductibles , copaymenl,s or colnS11rance) where Company or Payor der,les paymenl because Medical Gro up ha s failed to ccmply with the terms ol this Agreement. 3. 1 0 IMEllGIBLE MEMM.B..$ -Company is nol obligated to make payment t.o Mer:flcal Group for serv ice s provided to an indivi dual who is not, al the time such services are rece ived, a duly ellglble Member . The fact l~al an htdlvid ual !)Oaaesses an ldenllncation oard wl ll not obllgate Company to pay or provide services If on the dale(s) lhal such seNice11 were rendered , the Individual Is, or la later to have found to !Jave been. lnellglbte for medical benefits; eKcept in cc1ses where ·the ·Compar,y has provided prior authorlzatJon lo the Medical Group for a requested service . Authorization by company rar a re ql.lesled service does not guarantee that the Member Is eligi ble or will conl!nue to be ellglble for Asuria MGA Agreement (Rev. 0512017) A 188 t 6854AA Page 8 ol 20 benefits on the date(s) thal such services are rendered. 3.11 GO V.sB_NJll1l;N T _ ROG~A..M S -Medical Group agrees to accept the Medicaid re imbursement made by the Co mpa ny, or th e Company's relm bu rs.emenl, as paym ent In fu ll to r Cove re d Servic es rendered to Me mbera enrolled In 111e State of W,asli ngto_n1 Oepa~t menl of So ci al and Hea lth Services Medic.ii Assistance Prog rams (Med icaid). This provision is intended to cover those Medicaid Members who receive care outside of their assigned Provider Network. In no event shall the Medical Group seek additional reimbursement for Covered Services rendered to such Members . All claims tor Medicaid Members must be submitted within three hundred sixty nve (385) days from the date of service. The Medical Group is not obligated to accept all or any Medicaid Members referred to it, nor is the Medical Group automatically a Participating Provider in the Company's Medicaid programs by accepting the Medicaid reimbursement. Medical Group agrees to report to Company any occurrence in which a Medicaid member is billed for a Covered Service or Non-Covered Service, regardless of Member consent to assume financial liability. IV . COMPLIANCE WITH COMPANY'S POLICIES AND PROGRAMS 4 .1 ~..QfESSIONAL REQY..I~~!;:N1_S. -Medical Group and Medical Group Providers will rema in In full compliance with all applicable laws and regulations governing the practice of medicine and will be duly licensed, in good standing, to practice medicine in Medical Group's respective Jurisdlction(s), including such jurisdictions as may be required by virtue of Medical Group's participation in a Provider Network. Evidence of such llcensure and of Medical Group's DEA certification wlll be made available to Company upon request The Medical Group agrees that it and its subconlractors and employees shall comply with all applicable statutes, laws and regulations, including those set forth in WAC 284-43 and those that govern health care service delivery to Members. Medical Group agrees lo notify Company, In writing, within five (5) working days of any material change in the status of Medical Group which is likely to impair or Interfere with Medical Group's performance under this Agreement Including, but not limited to : (i) loss or suspension of Mcensure or certification ; (ii) placement on probation by professional licensing or certification agency ; (iU) loas or restriction of full active admitting privileges at any hospital; (i11) the iasuance of any formal charges against Medical Group by any governmental agencies, or any other licensing or accreditation organization wtllch would, if sustained, materially impair Medical Group's abiUty to comply wl1h Medical Group's duties and obligations under lhls Agreement; and (v) suspension or expUlsion from the Medicare or Medicaid programs. 4 .2 AOMlli.i_S.IB~TIVE Mi?.N.U-81. -The Company shall make available to the Medical Group copies of the Company's Adminialrative Manual, electronically, which outlines billing requirements, general benefits Information, Medical Management requirements and other updated information. The Medical Group agrees to comply with the policies and procedures set forth in the Administrative Manual and that compliance is necessary to meet the obligations under lhis Agreement. The Company may revise and update the Administrative Manual from time lo time with ninety (90) days' notice to lhe Medical Group . The Medical Group agrees that such revh1ions become a part of the Administrative Manual and the Medical Group agrees to comply with any such revisions . The Medical Group agrees to abide by Company directives, whether communicated by the Company through its Administrative Manual or other communications and publications. Notwithstanding the foregoing, the parties understarid that If there are any conflicts with the Administrative Manual and the Agreement , this Agreement shall prevail. 4 .3 ,UTILl~TIQN MANA GE.M~L AND QUALITY LMP ROVEM~fil -To lhe extent that Medical Group participates in Provider Networks ror Health Plans which have Implemented utilization management and/or quality improvement policies and programs, Medical Group will fully comply with such policies and programs, the details of which are Asurts MGA Agreement (Rev. 0~12017) A18618854AA Page 9 of 20 described in lhe applicable addenda or the Administrative Manual. 4.4 MAINTENAJ:IIC J; _NJJ .. ~ETENTION OF RECORDS -MedlcaJ Group will maintain medical, fina11.ciaJ and administrative records concerning sesvloes provided to Members in accordance •wilh Co111pany ·s requirements, applicable federal and a_tate laws and generally accepted bu&lness and professional practices. Medical Group WIii ensure that a medical record is established and maintained for each Member who receives services from Medical Group in accordance with Company's standards. This record will be opened at the time of a Member's first visit and shall include contemporaneous , written documentation of the Member's condition, the treatment and services provided, the date on wh ch the ser:vices were prov ded , and the identity of the provider rendering the services. Alterations or S!'flendments lo records must include the date and time of the alteration or amendment and the signature of the person mak ng the alteration or amendment. Company may deny cla ims In those cases wt,ere, in the Company's sole discretion , there_ Is Inadequate documentation of the .services r~ndered , In wh ich case lhe Medical Group shall not blll lhe Member. Medical Group will maintain such records for a period of at leas! ten (10) years from the date of service or from the date a Member aNalns the age of majorit11, Whichever is later, The obligations of Medical Group under th is section will survive the term ination of U,ls Agreement, regardless of the cause giving rise to such termination. 4.5.1 Company, its aulhoriied representalllles and govemment agencies, will have the right to audit and make .or obtain cop es of medical, financial al'ld administrative re co rds , directly rela ed ,to servi ces rendered to Membeni rar purpo5es •that may nc;l ude, but nol be Umlted · to: accuracy of claims , coverage for services, medical necessity, proper utlllzatlon, appropriateness of seivices, CredenOailng and R.ecredentlallng, and quality Improvement and appropriateness of bllllng, upon reasonable notice, during regular bc.isiness hours of Company. The . Company also mav conduct desl< audits of !lie Medical Group'il racillly(las) and Member's records. Company. shall provide Medical Group with at least three (3) btlslnes:s clays advance no ice of s1,1cll a_udlt unless Company determines there Is a s gniflcant quality of care IISue ot risk tttat documents may be altered, createo or destroyed. In such case . Co111panv may conduct an audtt upon twenty-tour (24) ·hour's adlll!noo notice . Notice of the audit shell appr se lhe Medlcal Group of the period of time for which records are to be audited . The provider agrees to have all records for that period avallable at the time ol the audit Records not produced at the time of the audit will be deemed non-existent. Audils shall be conducted n a manner 1hat, to lh~ greatesrextent possible, ,avoids di!jtupt!on of the provider's business affairs and minimizes the burden on the Medical Group . Audits wlll comply with all law$, sllltute.s and regulalfons perta fn lng to the confiden!lality of medical and financial records. Copie.s of records requested by. the Company or Ila representalive will be furn ished lo the Comp~ny upon request and wllhout charge lo lhe Company or Members, except ro , records related to utilftallon management review, which shall be 'reimbursed al \he rates set fotth fn the Administrative Manual. 4.5,2 Insofar as Members are required to execute an authorization for the release of their medical records to Company upon becoming Members, Medical Group agrees to accept from Company, as a legally sufficient release of Members' med cal records, Members' participation In Healih Plans of Company and Company will not be required to obhtin an additjo1,1al medical rele!fse fonn from Members in order lo Inspect, review, or make copies of Members' medical records. This provision will survive the termination of this Agreement, regardless of the cause giving riae to such termination. Companfs remedies for the Medl~I Group's failure to cooperate With an aud it or for insufficient documentatJon , lnBJ)proprlate billing, or substandard quall1y of care Aaurfa MGA Agniemant (Rell. 05/Z017) A1881685-4AA Pnae 10 of 20 discovered as a result of an audit shall include, but not be limited to: (i) recovery of payments made by Company for improperly billed claims through lump sum payments or deductions from future payments subject to the terms and conditions set forth in Section 3.8; (ii) pre-payment review of all Medical Group's claims; (111) a requirement that Medical Group submit medical records with claims; and/or (iv) immediate termination of Medical Group's agreements. When Company denies claims for inappropriate billing: the Medical Group shall not bill the Member. 4.5.3 The Medical Group shall have the right lo audit Company's records related to adjudication of the Medical Group's claims. The audit may be performed either by the Medical Group or by the independent auditor selected by the Medical Group. Such audits shall be conducted during Company's regular business hours at Company's office and shall be limlted to records neces&ary to perform the audit. The Medical Group shall give Company at least three (3) business days advance notice of such audit and shall inform Company of the records to be audited. Company shall have the records for that tlme period available for the auditors at the lime of the audit. Such audits shall be conducted in a manner that, to the greatest extent possible, avoids disruption of Company's business affairs and minimizes the burden on the Company. Audits wm comply wilh all laws, statutes and regulations pertaining to the confidentiality of medical and financial records. 4.5.4 Failure by a party to cooperate with an audit shall be a breach of this Agreement. The audit rights set forth in this Section 4.5 shall survive termination of this Agreement. 4.6 C · NFilDE T ITV OF E CAL RECORDS -Company and Medical Group will maintain the confidentiality of infonnation contained in Members' medical records and wHI only release such information as permitted or required by applicable state and federal laws and regulations governing the confidentiality of personal health information. 4.7 fil~~TORY UPDATES -Medical Group agrees lo comply with Company policies and procedures related to furnishing information, including but not limited to Information on which providers are accepting new patients, the provider's location, contact information, specialty, medical group and any institutional affiliations, necessary to ensure provider directories are up-to-dale, accurate, and complete pursuant to federal and state law, including 45 C.F.R. 156.230(b). V. RELATIONSHIP OF THE PARTIES 5.1 INDEPENDENT __ CONTRACTOR -Medical Group and Company are independent contractors. This Agreement is not intended to create an employer-employee partnership or joint venture relationship between Company and Medical Group or their respective directors, officers, employees or agents. 5.2 US ~8.MJ; -Each party will have the right to use the name of the other party to inform existing or potential Members, patients and other providers under contract with Company that Medlcal Group Is a Participating Provider in one or more of Company's Provider Networks. 5.3 ~-~~ARTICIPATION APPLICATION -Medical Group acknowledges that in reviewing and o·fferlng Medical Group participation In any of Company's Provider Networks, Company has relied to a material e)(tent upon the statements and information supplied by Medical Group in Medical Group's participation application. Medical Group warrants that such statements and information are true and complete to the best of Medical Group's knowledge and beNef. Medical Group agrees to hold Company harmless with respect to any clalms which may arise from statements and information supplied by Medical Group. ABuris MGA Allreement (Rev. 0512017) A 18818854AA Page 11 or 20 5.4 RTICIPATION Of OTHEJ;t e.R ... Q¥.!Q§B§..!.!lL!:8ACTICg -Medical Group underarands and agraes that continued partlclpallon n any of Company's Provider Networks requires lha\ all Mecllcel Group Providers must apply and be accepted for participation in the Provider Network . The failure of one or more at the health care providers in Medical Group to be accepted for participation or their relusat to apply for or, upo(l approval , accept such participation, may result In termination of th s Agre _ernent pursuant to ·se<:1!0n 7.3. Accordingly, Medical Group must provide Company with at least th irty (30) days' advance notice if one or more phys icians/health care pro11iders intend lo Join Medical Group. 5.5 NON-EXQ.USIVITY -This Agreement wlQ not be construed to be an exciusi11e agreemenl between Company and Medical Group. Nothing in this Agreement or any related documents wilt be construed to restr ict lhe particip ation of any of the parties in any olher health ca.re delivery system or payment plan. 5.6 ~___Qll!.Q.~V!CES IQ Ml;M 6~F PAYQ~ -Medical Group understands and agrees lhat the Company may enter Into .an <1greement with Payors that want access to and use of I hose Provider N_e\work.s in wh l,ch Medical Group participates . Medical Group hereby authorizes Payors contracting with Company to offer Medical Group's services to groups ot employees or Individuals In accordance with the terms of this Agreement and the pr011ision of any Subscriber Agreement offered or acO:ninl_stered by Payor for the payment of Covered Services. Medical Group agrees to furnish services to Members of such Payers when those Members utilize the Company's Provider Networks in accordance With the same terms and condlllons of partlclpatiOfl and comJM!nsallon as apply when such services are furn ished to Members under th s Agreement. A list of the Company 's subsidlarles and atflllates i s set for1h on Exhibit A hereto. Company will provide Medical Group with ad11ance written notice shoula the list of affiliate$ and subsidiaries in Exhibit 'A change and If Company enters Into an agreement with a Payor that la not specifically named in Sectio n 1. 16 or Exhibit A hereto. 5.7 U§E OF NETWORK PROVIDERS --Unless Covered Services are unavailable from Participating Providers , Med cal Group will refer to and accept all coverage from providers who are participaUng In Company's Prov id er Network. 5.8 RATE INFORMATIQ.~ -Both parties agree that, unless required by law or authorized by this Agreement, a party shall not disclose the reimbursement rates set forth in this Agre_ernent without prior WI Uen ctlnsent of the other party . The pairtles acknowledge that the unauthorized discfosure of rate lnforrTtatTon may cause Irreparable damage to the other party . Notwlthslandlng the above, Company may disclose to Partee paling Prov ders in Medical Group's service area the information and data required to _allow those Participating Providers to effec1t11ely manage the quality, care and cost of Members Company has altrlbuled to them . Company may also disclose health care claims and cost data to commun ity organizations; such a& Puget Sound Health Alliance (PSHA) that seek ·to Improve health care quality and affordability by reporting agg regated data to i,urchaS'Ors of health care serv ices. 5.9 DISCLOSURE OF ES TO MEMBEB§ -Notwithstanding any other pro11ision of this Agreement to the contrary, either party may disclose to Members the reimbursement rate or allowed amount set forth In this Agreement for a Co11ered Service and/or the Member's actual or ettlmated cost-.sh arlng amount (e .g., copayment , deductibl e, and/or coinsurance) for a Covered Service lo expla in cla ims payment and lo facilllale informed decisions regarding health care ser11lces use and cost VI. INSURANCE AND INDEMNIFICATION 6.1 PROFESSIONAL LIABILITY COVERAGE -Medical Group will obtain, at Medical Group's own cost, and keep in force . adequate policies provldlrtg cornprehen:,lve general lfablll ty , prore9slonal lrablllty Gild other Insurance , as may be necessary ta lnsore Medical Group, Medical Group_'s Providers, age nts and employees agai nst any cla im or cla ims for damages arising out of the rende ri ng of or failure to render proresslonat service~ Asuria MGA Agreement (Rev, 0512D17) A1881886•AA Page 12 of20 pursuant to this Agreement Policy limits of professional malpractice coverage must be no less than $1 million per occurrence and $3 million aggregate, unless the parties otherwise agree In writing, Medical Group will maintain policies of general liability and other insurance In amounts consistent with Medical Group practice standards. Evidence of the insurance coverage required under this section wilt be made available to Company upon request. Medical Group will give Campany at least fifteen (15) days advance notice of cancellation of any modification of such medical malpractice insurance. 6.2 f'{Q,TICE OF CLA)MS -Medical Group will notify Campany immediately of the filing of any claims against Medical Group or other person(s) for whose acts or omlasions Medical Group is responsible, filed by any Member with respect lo any Member. Company wilt promptly notify Medical Group of the initiation of legal action against Company by a Member concerning or relating to services rendered by Medical Group hereunder. 6.3 INDEMNIFICATIO~ -Within the limits of their respective policies of professional and general liability Insurance, and to the extent not otherwise inconsistent with the laws of the appUcabte jurisdiction, each party will indemnify and hold harmless the other, its appointed boards, officers, employees, agents and subagents, individually and collectively, from all fines, claims, demands, suits or actions of any kind or nature arising by reason of the indemnifying party's acts or omissions in the course of its performance of its obligations under this Agreement. Nothing in this Agreement or in its performance will be construed to result in any person being the officer, servant, agent or employee of the other party when such person, absent this Agreement and its performance, would not in law have had such status. VII. TERM AND TERMINATION 7 .1 TERM -This Agreement wilt take effect on the effective date set forth above and will continue in effect unless and until terminated by either party. WhUe termination of the Agreement will terminate Medical Group's participation in all of Company's Provider Networks, termination of Medtcat Group's participation in any one or more of Company's Provider Networks may, at Company's discretion, result in the termination of Medical Group's participation in other Provider Networks in which Medical Group participates. 7.2 TERMl NATIO N -The parties agree that they are contracting at wilt. Either party may terminate this Agreement or any addendum attached thereto at any lime and for any reason, with or without cause, upon ninety (90) days written notice to the other party. The terminating party has sole discretion to determine whether a cause exists for termination and whether that cause justifies termination. When the Company terminates this Agreement or any addendum thereto, the Company will offer the applicable provider appeals process for the Medical Group to obtain the Company's reconsideration of the basis for the Company's decision, but the Company retains sole and ulllmate discretion to decide whether a cause exists and justifies termination. tn the event of a termination, the parties shall have no right to claim and do hereby waive and release any claim for damages that may result from or arise out of that termination, other than any claim that the parties may have for services rendered to Members prior to the effective date of the notice of termination. 7 .3 'IMMEDIATE tE8MINAI !9N -Notwithstanding any other provision of this Agreement, Company may terminate lhis Agreement immediately upon notice to Medical Group in the case of any or the following: 7.3.1 Medical Group Provider's license lo practice medicine Is put on probation, suspended or revoked; 7.3.2 Medical Group Provider's right to prescribe controlled substances is put on probation, suspended or revoked; 7.3.3 Medical Group Provider is arrested or indicted for or convicted of a crime; Asurls MGA Agreement (Rev. 05/2017) A18816854AA Page 13 ol 20 7.3.4 Medical Group's professional liability insurance. as required by this Agreement, i& cancelled or terminated wilhoul replacement coverage hav.1,ig been secured ; 7.3.5 Loss or restriction of Medical Group Provider's prtvlleges at any hospital; 7.3.6 Med ical "Group or Med ical Group Provider fails or refuses to prov id e or arrange for the prov is ion of Covered Services to Members in a professionally acceptable manner: 7 .3. 7 Medical Group or Medical Group Prov der is suspended or e,cpelled from Medicare , Med ica id or o.lher govemme nt programs; 7 .3.8 Medical Group Provider fails to meet Company's Credentialing criteria al any time. 7.4 ~Q.N~~T T fLCWlREO-Thi s Agreement may be terminated without the consent of any Member, Partrdpallng Provider or-any other third party. 7 .5 !;F.FE Ll.l;,BMINa 1O,N -Termirrci,t on will have no effect upon the rights and ob!lgatloos of the parties arisfng out of any tr.ensactlons .occurring · prior to Iha effective dale of te rminati on . The Medical Group may notify their Members Ir term nat ed. as a Part.iclpating Provid er. The Medlcal Gro1:1p n,ay accon,plish tl\ls not ce with in fift een (15) working. days or Issuance or a notice of term lnal ion lo or riom the Company and will provide lhe Company with a copy of the notiflcallon sent lo lls Members . In addition , the Company shaU make ·a ,good fall h effort lo assure, that wrllten not ice of a term ination within fifteen (15) working days of receipt or Issuance of a notice of terminaUon is provide d to all Members who are -seen on a regular bas is by the· Med ica l Group. If Med ical Group has one o more practi tl oner9 wh.o are primary care providers , the Company shall make a good faith effort t.o assure that notice Is prov ided to all Members of that primary care provider . Medical Group wm cooperate with ·company In lhe orderly tf'ilnafer of Members · care . Including ecords, to other Pa rtic ipating Providers in the IIJlplicable Provider Network. The part ies wlll cooi;ierale on promptly re.soMng an~ outs tanding financial. -adm!"lsb'atlve or patient care 15:sues upon the term ln allon or this Agreement or Medical Group's Pa,11clpatlng Provt~er status In any one or more or Company 's Provi der Networks . Ourtng the lerm of lti ls Agreement, a.rid following its terminal.ion or te rminalion or Medical Group's Participating Provider status· In any one or more of Company's Provider Network's , Med ical Group agrees to refrain from any action that Interferes wilh tne relationship between Company and its .exi sting or progpectlve Members. o~ other providers. 7.6 0 T U TION Q f. SE."VICES AND PAYMENTS -Upon 1ermlnatlon of this · Agreement without cause , Medical Group will ·continue to render Covered Services as If still a Participating Provider, ,o primary care Membars ur,til the earl/est of the following : 1) the date lllirvlces be ing re ndered lo lhe-Member by Medical Group are completed or medically appropriate pro11lslona have been made ror another provider to as:sume responslblUty for providing such services ; 2) sJxly (BO) days following notice lo Members or, lfle term fnall on of Medlcal Group's status as a Part icipating Provider; or 3) the end of the Member's group health plan open enrollment period . Toe provision Of such serv rces and the re lmbursement to Medical Group fur these services wm be subject to all appllcrabte terms of th )s Agreement on the same basi s as those servlcff prov ided during the term of this A_groemen t. 7. 7 PBIOR AC,:T~ -In the event or term nation of this Agreement, for whatever reason , each party wlll remain li able for its acllvities or the activities of Its employees or representa Iv es during the term o(the Agreement Asutls Ml3A Agreemer,t (Rev . 05/2017) A1BB1685>4AA Page 14 ot 20 VIII. AMENDMENTS 8.1 The Agreement: any addenda, atlachments, fee schedules or exhibits thereto; any policies or procedure5 incorporated into the Agreement by reference; the provider administrative manual; and medical and reimbursement policies may be amended by lhe Company by giving ninety (90) days prior written notice to the Medical Group of such amendment(s). If the Medical Group objects to the amendment, the Medical Group may terminate this Agreement by giving the Company written notice no later than thirty (30) days after receipt of the written notice of the amendment. Said termination will be effective at the end of the ninety (90) day notice period, unless within sixty-five (85) days of the date of the notice of amendment, the Company gives the Medical Group written notice that the Company will not implement the amendment. In the event slate or federal laws are enacted, or state or federal regulations are promulgated, which Company determines renders this Agreement, or any provision, illegal or this Agreement is otherwise deemed by a state or federal regulatory agency to violate such laws or regulations, this Agreement shall be immediately reformed to comply with such laws or regulations or terminated. Amendments required because of legls latf11e, re gulatory or legal require men ts do not require IJ:le cons.ent of the Me~ical Group. and wltl be effective Immediately upon notice to the Med ical Gro up of the effective date thereof. Company will, as prompUy as possible, provide notice to the Medical Group of such amendments. IX. DISPUTE RESOLUTION 9.1 M_E~COM.eLAtNTS -Medical Group agrees to cooperate fully with the Company in the investigation and resolution of Member complaints and grievances concerning Covered Services provided under this Agreement. Upon request, Medical Group wlll furnish the Company with a copy of its procedures for handling Member complaints. 9.2 INTERNAL PROV IDER 'p EA PROC S ~ -Company shall maintain one or more Internal provider appeal processes lo adjudicate disputes that may arise between Medical Group and the Company. The Company's Internal provider appeal processes are set forth in Exhibit D to this Agreement and incorporated herein by reference. Unless otherwise indicated herein or in Exhibit 0, Medical Group must exhaust the applicable provider appeals process before initiating any of the post-appeal processes set forth below. In the event the Company rejects a Medical Group's request to dispute an Issue, or falls to notify Medical Group that Medical Group's request to dispute an isaue has been accepted, within thirty (30) days from the date the request is made, Medical Group may bypass the applicable provider appeals process and proceed directly to mandatory non- binding mediation, which shall be conducted In accordance with RCW chapter 7.07. Medical Group and Company shall each bear their own costs of mediation and shall split equally the costs of the third-party mediator. In addition, if Medical Group submits a dispute to the Provider Billing Dispute Appeal Process, and the Company fails to timely render a decision based on the time frames described in Exhibit D, Medical Group may bypass the Provider BIiiing Dispute Appeal Process and proceed directly to one or more of the post-appeal processes described below. 9.3 eQST-APPEAL PRO C;&SJ;~ -If, after the exhaustion of the applicable internal provider appeals process, either party is dissatisfied with the outcome of the internal provider appeal and wants to further dispute the tssue(s), the disputed lssue(s) must be submitted to one or more of the processes as described below. Any prerequisites to Initiating one of the proceS8es described below must be met before the process can be Initiated. Alternative dispute resolution, unless so elected by the Medical Group as provided herein, is not required to the excluslon of Judicial remedies. Asurl& MGA Agreement (Rav. 05/2017) A1881B854M Page 19 of 20 9.3 .1 jNDING EXTERNAL !i~ -For disputes that have eJChausted the Pro111der BiUl,:,9 Dlspule and Medfcal Necesslty/lnvesllgational Procedure Appeal Process, Medical Group may elect blrtd lng c,cternal review to resollle lhe dlspu~d isouo(s), It certain conditions are met. In all cases if a dispute I., -subm itted to external rev.lew, .the deeislo11 of t!,e extemal reviewe r Is blhdlng and the flnel dec ision 011 the d[9puted Issue. Disputes submitted to external review shall not be subrnilled to med iation . arbitration or jud icial remedy as Pf0VJded herelfl . A desortptlon Qf the eKternal review pror.ess and any p_re1equisiies 10 lnltlatfng the external relliew process Ci3.n be found In Exh ibit 0 . Disputes that do not meet the criteria to be submitted to binding external review may be s1.1bmitled to binding externa l re\l lew only upon mutual wnL!e n agreem~nt of the parties . 9.3.2 MANOATOR)'. NON•WOOJING MEDIATION -For disputes that have not been or cannot be submi tted to external rev iew, lhe dlsputc.d issue(s) must be subm itted to mandatory non-bi nding medh;illon prior to seek ing bind ing arbitration .or Jud lclat reme.dy, except as otherwise provided he,ein. Mandatory non•bi nding mediation must be roquested with in shc:ty (60) days foUowlng the date of ll't e Co111f1any 's de ci sion on Med ica l Gro up•s lc1st internal proviaer appeal. Where t:,:led ical Group Is allowed to bypass the Internal provider appeal process as provided he rei n, mandatory non-binding mediation mus t be requested wllh1n sixty (60) days from the last day the Company has to Umely respor,d to a dispute or a request for a disp ute . Med ical Group and the Compa ny shaD each bear the ir own costs of med labon and shall split equally the costs of the third-party m.ed lotor. 9.3.3 4,_UDICIAL ..B.s.M._~Q U B.eJ: RA~ -If. after exhausti ng the Company's Internal pro.vlder appeals process and compleling manl1alory no n-binding mediation , either party Is s.1111 dis9atislied with tt,e outcome arrd wan!S to furthe r dispute the lsS\le(s), the disputing party shall elect to resolve the disputed lssue(s) through Judicial remedy or binding a1bitration . 9.3.3 .1 ..!!,!Q!g,AL REMEDY -If, after completing any pre requis \8!1 to Judl ol al re me.dy _as provided here in, the di.spu Ung. party elects to resolve the dispute through Jud lcal remedy , -the parties · agree lo comply with the terms set forti, In Sectio n 10, 7. 9.3.3 .2 ~ ARBI TRATION -If, after complell.ng any prerequisites 10 binding ·arbitration as provided herein, the Medical Group elects to resorve 11:i e disput e through final and bind ing artJ ltrallon 1 arb ilrat i on must be Initiated by making a written dema nd for arbltraUo.n on ,the Company . The demand for arbitration mu st identify all ,l iSues on whlc;h the Medlc:al Group seeks arbllratJon , the contractual provisions on wh ich the Medical Group relies , Ille amount In dis pute , and the rel ier requested . Asurls MGA Agreement (Rev. 0512017) The arbftradq n shall be conducted w!lhlh O11 e hundred and fifty (150 ) miles or Med ical Group's principal office address where notices under lhe Agreement are sent un le&9 the pa.rt fes mutually -agree to conduct the arbitration fn a different location. The parties agree tha t the dispute .shall· be submitted to one (1) arb itrator selecetad by mutual agreement of \he parti es . If lhe part ies cannot agree on an arbitrator, tttey shall obta in a /!st of ten (1 O) possible arbitrators fr.orn a neut ral source , such as the American Arb ilratton Aa_S(lcfallon , and shall strike arbitrators from the fist In tun,, beginn ng wi lh the pa.rty who won a coi n toH, until orily ono arbitrato r, remains , Tt,e rema ining arb itrator shall hear the dJspute , 1.1nless either, party shows suoh bias as would d\s"quatlfy a judge fro l'll hearing the proceed ing, in wh ich case lhe arb itrator shall be the next to lirst name sllicke n. The part l~s shall share eq ually the fee of the artl trato(, exclud ing the filing fee , if any, Incurred In oommern:errw1nt ol 1he proceed ing . The parties-shall have Iha right lo ma ke substan ti ve A18816854AA Page 16 ol 20 motions. The arbitrator shall be bound by applicable federal and state law and shall render a written decision within thirty (30) days of the hearing . The arbitrator shall award the prevaHing party any applicable fiUng fees and arbitrator's fees paid by the prevailing party . The arbitrator also may award the prevailing party attorneys' fees and costs associated with the arbitration proceeding . Judgment upon an award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The parties agree that the joinder or consolidation of an arbitration proceeding under the Agreement with an arbitration of diaputes or claims of any non-party to the Agreement is prohibited, regard le&& of the nature of the issues or disputes Involved . 9 .4 fAlLURE TO TI MELY AP PEAL -It the disputing party (the party that demands or initiates the internal provider appeal, external review, mediation, arbitration, or judicial remedy) fails to demand or initiate an internal provider appeal, external review, mediation, arbitration or Judicial remedy as required by this Agreement and within the time framea prescribed in Exhibit D and this Agreement , the Company's last determination on the disputed lssue(s) shall be deemed final and binding . In 11ddition , the disputed issue(s) shall be conclusively deemed to have been waived by the disputing party and shall not be the subject of any further internal, external, judicial, or other dispute resolution process. Once the decision is deemed nnal, nothing in this Agreement shall prevent the prevailing party from pursuing remedies available to it, including without Wmltation a Judlcial remedy, to collect any amounts owed to it by the other party. Also , nothing In this Agreement shall prevent a party from asserting defenses, claims, causes of action or demands in response to an internal appeal, mediation, arbitration or judicial remedy initiated by the disputing party . This provision shall aurvive termination of this Agreement. 9 .5 PREC EDE.lllllA L EFF CT DEC l ~ION S -The parties agree that any dlaputes that ariae under this Agreement shan be considered independently and on their own merits without regard for any other determination made by a third-party through one of the post- appeal processes or by Company through the internal provider appeal process or otherwise. The parties agree that none of the determinations made under this Agreement through one of the dispute resolution processes described above shall be used as precedent for other dispute& that may arise between Company and Medical Group or between Company and any third-party. This provision shall survive termination of this Agreement. 9 .6 QTHER APPEALS -In the event a dispute arises that does not meet the requirements to be reviewed through one of the other dispute resolution proceHe& set forth herein, Medical Group may contact Medical Group's provider consultant to attempt to resolve the dispute informally or Medical Group may send a written request as outlined rurther in the Company's Administrative Manual. The Administrative Manual provides detailed contact information. If the dispute cannot be resolved, Medical Group may make a formal request for a meeting on the disputed issue(s) no later than ninety (90) days from the date Medical Group first raised the dispute with the Company . The request must be made in writing and provide details on the disputed issue(s) and the relief requested . The meeting may be by phone or in person and should be held within forty-five (45) days of the Company's receipt of the meeting request. The Company Will provide Medical Group with a written determination of its position on the disputed issue(s) no tater than thirty (30) days after the meeting . X. GENERAL PROVISIONS 10.1 SEVER ..rul,_tJ)'. -If any provision of this Agreement Is rendered Invalid or unenforceable by any state or federal statute or regulations or declared null and void by any court of Asuris MGA Agreelllenl (Rev. Oe/2017) A18816854AA Page 17 of20 GOmpetent jurisdiction, the remaining provisions of this Agreement will remaining In full rorce and effect. 10 .2 ~NMENI -This A9reernel1t, .-nd any rights or obligations hereunder, shall nol be assigned , delegated or transferred by Medical Group without !he 11rl0r written con~nt of Company . Company may assign this Agreement to any entity that controli;, Is controll ed by, or Is under common con trol with Company, or which 1weceeds lo its buslne~s ttuough a sa le, merger nr olher corporeJe transaction . 10 .3 IND N FFECT -This Agreement will be binding upon and inure to the benefit of the respective successors and assigns of Company and Medical Group. 10.4 W~F BB!;8Q!:1 -Waiver of breach of any provision of this Agreement will not be dBf!med a wa ive of any other breac h of the same or different provision. 10.5 FORCE MAJE UR E -Neither party WIii be deemeo to be i,:1 violation of this Agreement .If it Is prevented from perfbrmlng Its ob llgallon s by events beyond Us control lnclud ng, without !Imitations; acts or God or of the public enemy , ffocd or, storm , stlikes, or. statute . rule or action or the government or agency . The parties wm make a good feilh effort however, to assure ;tt,al Members have a.ccess to Medical Groop'.s services, consistent with applicable law, despite such events. 10.6 NO fil! ~ M.!.lliJ_gA TION BETWl;.!ili_ltl.1;.e~T@ • The rollowing provisions will apply lo notices and communications between lhe parties to this Agreeme11t. 10.6 .1 Gsf!Rm Notices Be l!ired Under T h s AgrQ!i.lll!l.(\I The following nolices must be sent vli'i overnight deli very with delivery co nRrmatton or certifled mail, return receipt requested : a . all notices for termination of this Agreement; b. all requests for mediation; and c. all requests for arbitration. 10.6.2 ~J!flt1 Commu it;atlons. All other nolicea and communications petwaen lhe parties which are necessary ror the proper admin istration of this Agreement (Including nolices required wflhin this :Agre.ement wh ch are not Included lh SecUon '10 .6.1 above) may be communicated vie regular U.S. mall , cqnflr:med racslmlle , or electronic mall. In addlUon , Company may notify Medical Group or policy changes. Adm lnfatra~ve Manual ciiange:s, and ott,er general eommunlcatfoos throogh ils Provider Web Sile , as long as Company sends nollee by U.S. mall . faeslml!e , or electronic malf , (1) Informing Medical Group that Company has published a policy ct,ange, Admlf')lstratlve Manual change , o.r other .general communlca.lio n on Its Web Site , and (2) directing Medlcal Group to Iha locat ion of the policy chahge , Admin islrattve Manoal c:hange , or other general commllnicallon on Company's Provider Web Sile. Notice In this manner stiall constllute notice under the Agre.iment. 10.s.s ~nlial.ancl ... .P e.c.~_J:lst;iJ.11J....!.D.fm11~.l!!Ul • Ir a notice o~ communlca~on Includes lnf-ormali(!n which s co11fldentlal or propr e.tary to e lher or both partles and/or which include s Protected He alth Information ('PHI ') as defined under Health li,surance Portability. and Aecount.abillly Acl of 1·996 (42 . U.S,C. 201 et seq .), then lhe following reslrlc\lons mUst be ~bserved when comrnunlcal ng such Information: 10.6.3 .1 10.6.3.2 Aaurfs MGA Agreement (R11v. 05/2017) U.S. Mail/Certified Mail/Overnight Delivery -No additional requirements . Fae.simile TransmlBBion-The informa l1 on must be prefaced by a formal cover sheet noting the confldentlalily of such lnfonnallon. A18816854AA Paga 18 0120 10.6.3,3 10.6.3.4 Web Site -Not a permitted method of notice or communication for confidential information and PHI, unless the Web Site is secured or the information is appropriately encrypted. Electronic Mail -Not a permitted method of notice or communication for confidential information and PHI, unless the electronic mall is secured or the information is appropriately encrypted. 10.6.3 ~s fofJ:,J QU.c.es, Notices to Medical Group shall be sent to: (1) the facsimile or postal address of Medical Group's billing service la<:ation or any other revised postal address or facsimile provided by Medical Group to Company in writing, or (2) the electronic mail address designated by Medical Group for electronic notices. Notices to Company shall be sent to the address set forth in this Agreement or any revised address provided to the Medical Group in writing. The facsimile, postal address or electronic mail address for notices may be changed upon prior written notice to the other party. 10.6.4 When Made. For notices described under Section 10.6.1 above, the notice will be deem.ad-to have been made on the date it was delivered. For notices and communications described under Section 10.6.2, the notice or communication will be deemed to have been made when sent or mailed. 10.7 GOVERNING LAWNENUE -The validity of this Agreement and of any or its terms and provisions, as well as the rights and duties of the parties hereunder, shall be interpreted and enforced pursuant to and in accordance with the laws of tne Slate of Washington and other applicable Slate and Federal laws. In the event any legal proceedings are instituted between the parties arising out of this Agreement, such legal proceedings shall be subject to the mandatory mediation requirements set forth in Section 9.3 above and Instituted in the courts of the County of Spokane, state of Washington. Each of the parties agrees to submit to the jurisdiction of such courts. 10.8 HEADING§ -The headings contained in this Agreement are for reference purposes only and will not affect the meaning or interpretation of this Agreement. Asuris MGA Agreema~t (Rev. 0512017) A1881686"4AA Page 19 of20 10.9 ENT E AGRE M.t;NTIS P .Qs§filQ.~ -This Agreement, its e11hibits, addenda and any .imendmenle lhete_fo prQmulgaled pursuant to Se_ction VIII afthis ·Agreement and any documents l~co1pora\&d by referenc~ conslitute lhe entire -agreemenl between Company and Medlcat Group . It supersede& all prior wr itten or 01al understanding between the parties relat ing lo the sub(ect matter of thi s Agreemen IN WITNESS WHEREOF, the parties have caused this Agreement lo be signed on the date and year written below. :{I -G,co 1349 Tax Identification Number Alurls MGA Agreement (Re11. 05/2017) John Partin ___ _ Print Name ___ \~ I 1!>Lt _i ___ _ Date Q..f[ce addrea stc,, lle__,,__u.,.,-""· ·"-"''-'-'"'="" Asuri9 Northwest Health Attention: Provider Network Management 528 e. Spokane Falls Blvd., Suite 301 Spokane, WA 99202 A18816864AA Page20 of 20 EXHIBIT A ASURIS NORTHWEST HEAL TH AFFILIATES & SUBSIDIARIES Aa of the effective date of this Agreement, listed below are the affiliates of Asuris Northwest Health. This list also includes each afflliate's subsidiaries that provide services related to health care as referenced in Section 5.6. Asuris Northwest Health will notify Medical Group if lhis 11st changes. Regence Blue Cross Blue Shield of Oregon, Portland, Oregon• LifeMap Assurance Company Regence Blue Shleld of Idaho, Lewiston, Idaho•• Regence BlueShield, Seattle, Washington••• Healthcare Management Administrators BridgeSpan Health Company • Regence BlueCross BlueShield of Oregon is an affiliate only for providers with practice locations in Benton County, in the State of Weshington. ••Regence BlueShleld of Idaho is an affiliate only tor providers with practice locations In Pend Oreille, Spokane and Whitman Counties, in the State of Washington. •••Regence BlueShield is an affiliate only for providers with practice locations in Okanogan, Chelan, Kittitas, Grant, Benton, Franklin and Whitman Counties, io the State of Washington. Aeu~a MBdlcll Slanel1H!I MGA Exhlbl1 A AffiHates & Subaldlarlas A18816854AA Page 1 of 1 EXHIBITB Ust of Madlcal Group Providers Covered by this Agreement (To be completed by tha Madlc•I Group) Allu~a Medlc:al Standard MGA Elthlbll B LIit ol Provldllfl A1881881UAA Page 1 of 1 EXHIBITC ASURIS NORTHWEST HEALTH PARTICIPATING PROVIDER MEDICAL GROUP AGREEMENT REIMBURSEMENT METHODOLOGY AND FEE SCHEDULE THIS EXHIBIT TO THE PARTICIPATING PROVIDER MEDICAL GROUP AGREEMENT (the "Agreement") is effective for dates of service on or after the effective date of the Agreement and replaces and supersedes any pr1or payment andfor rate exhibits. Any term not defined herein shall have the meaning set forth in the Agreement. I. DEFINITIONS 1.1 Billed Charges -charges submitted by Medical Group for Covered Services. 1.2 Maximum Allowable -the amount that Company agrees to pay, subject to standard Company administrative guidelines, reimbursement policies and payment methodologies, including but not limited to reimbursement for CPT® code modifiers. 1.3 Anesthesia services -services described by CPT® codes to which the American Society of Anesthesiologists has assigned a base unit. 1.4 Total Anesthesia Units -ASA base unit for a CPT® code plus time units, which are defined as total time for a service in 15-minute increments. Sixty minutes is 4 time units. Per the Company's reimbursement policy, after one minule, Company rounds units up to the next 15-minute increment. 1.5 CMS RVU& -the Centers for Medicare and Medicaid Services (CIIAS) site-of-service based (facility or non-facility), non-GPCI adjusted Relative Value Units (RVUs), which are updated annually in the Federal Register. The Company shall provide notice as descrlbect In Article V below of the CMS RVUs In effect for a particular date ofservice. 1.6 lngenlx RVUs -(formerly known as St. Anthony's RVU's) the site-of-service based (facility or non-facility), non-GPCI adjusted Relative Value Units In The Essential RBRVS • A Comprehensive Listing of RBRVS Values for CPT® and HCPCS Codes, published by lngenix. The Company shall provide notice as described in Article V below of the lngenix RVUs in effect for a particular dale or service. II. FEE SCHEDULE/PAYMENT METHODOLOGY Applies to Participating and Preferred Plan Provider Networks when applicable by appropriate network participation. 2.1 Medical Group agrees to accept as payment in full the lesser of Billed Charges or the Maximum Allowable for Covered Services provided to Members. 2.2 The Maximum Allowable for covered Anesthesia Services shall be calculated by multiplying the anesthesia conversion factor established by the Company for the date of service, times the Total Anesthesia Units for the service. 2.3 The Maximum Allowable for Covered Services provided by MDs and DOs shall be calculated by multiplying the MDIDO conversion factor established by the Company for the dale of service limes the CMS RVU, except as noted below. The Maximum Allowable for Covered Services provided by ARNPs and PAs shan be calculated by multiplying the ARNPIPA conversion ractor established by the Company for the date of service limes the CMS RVU, except as noted below: 2.3.1 For services with professional and technical components, the associated global Maximum Allowable for Covered Services will equal the sum of these components. 2.3.2 The Maximum Allowable for Covered Services included In Medicare'& Clinical Diagnostic laboratory fee schedule shall be a percentage, as established by the Company for the date of service, of the most current version of that fee schedule. 2.3.3 The Maximum Allowable for Covered Services for the following shall be the amount set forth on the Company's fee schedule: Asuris Medical Standard MGA EMhlbll C A18818854AA Page 1 012 2.3.3.1 2.3.3.2 2.3.3.3 2.3.3.4 2.3.3.5 2.3.3.6 2.3.3.7 2.3,3.8 Technical component of MRI (Magnetic Resonance Imaging), MRA (Magnetic RcsooonceAnglography) and CT (Computed Tomography) PET (Positron Emission Tomography) Scans Durable medical equipment, medical supplies, orthotics and prosthetics Physical and Occupational Therapy, Speech Therapy and Audiology Acupuncture and Chiropractic Services Technical component of Sleep Study Medicine Vision Exam Those CPT codes identified as Policy Codes by the Campany 2.3 .4 The Maximum Allowable for drugs and medications, including but not limited to biologicals, immune globulins, vaccines and immunizations, shall be the Company's medication fee schedule In effect on the date of service. 2.4 For services for which no RW has been established by CMS, the Maximum Allowable for Covered Services shall be determined using lngenlx RVUs. 2.5 For services for which no RVU has been established by CMS or by lngenlx the Maximum Allowable for Covered Services shall be the Company's participating fee schedule in effect on the date of se,vice. 2.6 The Max imum Allowable tor Covered Services rendered by behavioral he.ilth providers shall be the Company's participating fee schetlul e in effect on the da\e of se~lce . 2 .7 Forse.rvfces rendered by other ,Jicensed praeuuonera not specifically identified In Sect on 2.3 ·above , lhs Maximum Allowabfe for Covered Services shall be the Compa.ny 's fee schedule specific to the praclltioner lype In effect on tho date of service , 2.8 Conversion factor(s), fee schedules showing common Covered Services or a11y other reimbursement factor referenced here in VJ1ll be provided to the Mod/cal Group. The Maximum Allowable fO? Covered SeNlces not set forth 011 a lee schedule shall be provided upon request. The Company has no obllgatlon to . provide lees , com1erslon factars or o!he r reknbursemenl rates to Medical Group for Covered Se,vices not typically performed by the Medical Group. Ill. COPAYMENT, COINSURANCE, DEDUCTIBLE 3.1 Where-the Subscriber Ag reement J)ro1.1rdes for payment of c opayment, coinsuranc e or d~ductible.s by U,a Patient. payment by Company for Cove111d Services shall be less the appUcable copayment-; co nsura11ce or deductible . IV. NOTICE OF UPDATES 4.1 1 he Company shall provide Medlcal Group ninety (90) days prior notice of changes to the Company's reimbursement mBlhodqlogy, RVU conversion factor, C,MS Of lngenh, RVU year, tlie percentage rererenced !n 2.3 .2 ., or Company fee-schedules, excluding changes lo fees lied to CMS fee schedules . V. NON -DISCLOSURE 5.1 Medical Group agrees that unless required by law or otherwise allowed by the Agreement, Medloal Group shaU not disclose the reimbu rsement retes establla\'1ed by the Company without pr or written consent of Compa11y. 'Medical Group rurther agrees not lo dlaelose the reimbursement rates to l ndivldl1al health care practi ti oners , other than those health care practitioners on lta Board, If ap1>l!cable, in any fol'l11at. Medical Group acJ<nowledgu that the unauthc rized di~l~sure of lhl_s Information may cauae Irrepa rable damage to the Company , and Medical Group agrees !hat lhe Con,pany may seek relief far breach of this pro.11ls lon . Asurts Medical S1andard MGA Exhibit C A18816B5-4AA Pago2 of2. EXHIBITD PROVIDER DISPUTE RESOLUTION PROCESSES Glossary Advel'IJe Determination: For purpose of the appeal process means any of the following: a denial, reduction, or termination of, or a failure to provide or make payment (in whole or In part) for, a benefit, Including any such denial, reduction, termination, or railure to provide or make payment that is based on a determination of any of the following: • application of utilization review; • determination that a treatment is not Medically Necessary; or • Billfng Dispute. Appeal Record: Includes all information which was relied upon in making the payment determination; or was submitted, considered, or generated in the course of making the payment determination, whether or not such document, record, or other information was relied upon in making the payment determination; or demonstrates compliance with the Company's Claims procedures, administrative processes and safeguards; or constitutes a statement of policy or guidance with respect to the payment determination. Billing Dispute: A dispute with a Provider arising from Covered Services provided to Members by such Provider concerning: • Iha Company's application of coding and payment rules and methodologies for fee for service claims (ineluding bundling and downcoding), • application of a Current Procedural Terminology (CPT@l) modifier, and/or other reassignment of a code by the Company to patient specific factual situations, including the appropriate payment when two or more CPT Codes are billed together, or • whether a payment enhancing modifier Is appropriate. Claims: A ProVider's request for payment submitted in the usual course of business between the Provider and the Company. External Review: Review of a Bining Dispute Appeal or a Medical Necessity Procedure Appeal submitted to the E><temal Review Organization with which the Company has contracted to provide these review services by a Provider In compliance with the terms of the Adverse Determination Appeal Process. External Review Organization (uERO"): An independent organization employing physicians and other medically qualified individuals or experts, which acts as the decision maker for External Reviews, through an independent contractor relationship with the Company. Provider: Provider means practitioner, clinic, provider, or other health care provider as defined in the Agreement. "Our" or "We": References to our or we mean Asuris Northwest Health or the Company. ''You" or "Your": References lo you or your mean Medical Group as defined in the Agreement. A1url1 Standard MGA El<hiblt D D15pute Resolulion Process A18816854AA Page 1 or 9 Provider Bllllng Dispute and Medical Necessity Procedure Determination Appeal Process Introduction A. Appllcabillty The Company Provider Billing Dispute and Medical Necessity Procedure Determination Appeal Process (Adverse Determination Appeal Process) will apply when the Provider Is at financial risk for the cost or the claim. The member appeal process will apply when the member is or may be at financial risk for the cost of the claim. For purposes of Billing Disputes only, the definition of Provider shall include providers who contract With Company as Participating Providers and non- contracted providers. Internal Review Process A. Time Period for Submission of an Adverse Determination Appeal by Provider An Adverse Determination Appeal must be submitted in writing within the following timeframes. 1. For Washington Providers, within 24 months after payment of the claim or notice that the claim was denied or 30 months for claims subject to coordination of benefits. 2 . If a Provider Wishes to appeal a refund request initiated by Company, that Provider can submit an Adverse Determination Appeal within the same timeframe as other Adverse Determination Appeals as Usted above. Note: The timeframe begins when the written request for refund Is sent to the Provider Failure to request review within the slated time period (absent a finding which, In our sole discretion, sets rorth acceptable extenuating circu mstances) will preclude the right to appeal and may Jeopardize the right to contest the decision In any fo,um. B. Process for Subml&&lon of an Adverse Determination Appeal 1. A Provider may use the Provider Adverse Determination Appeal form, which can be found on Company's Provider Web Site: www.asuris.com/provider 2. The ~ppeal form for Provider Billing Dispu te s and Medical Necesslty denials or a written descripl!on of the lssue(s) on the appeal must be submitted to Company, as further outlined on Compa ny's i:ro11ider web site . 3. The following lnfomiallon must be submitted with the Provider Adverse Determination Appeal form or the written description of the fssue(s) on appeal : (a) A detailed description of the disputed IHue(s); (b) The basis for disagreement with the decision : and (c) AR evidence and clinical documentation supporting your position. Asuris Standard MGA E•hlM O Dl •pute RasoluUon Process A188Hl864AA Pago 2 of9 C. Review Proces• 1. The individual reviewing the issue(s) on appeal will meet the following criteria: (a) Is not an individual who made or consulted In the initial detenninalion, (b) Is not a subordinate of an individual involved in the initial determination. 2. If the initlal determination is upheld, you have the option to seek External Review or one of the other dispute resolution processes set forth in the Agreement. A description of the External Review option will be supplied, Including the time limit for requesting External Review. The time limit for requesting External Review is ninety (90) calendar days after the written Internal Review determination. 3. Company will communicate a written decision on an Internal Review of an Adverse Determination Appeal within thirty (30) calendar days of our receipt of all documentation reasonably needed to make the determination. A description of the External Review option will be supplied wfth the written decision, including the time limit for requesting Ex1ernal Review. D. Adverse Determinations Not Ellgibte for Adverse Determination Appeals The following will not be considered to be eligible appeals: 1. Except for BIiiing Disputes, appeals made by non contracting providers. Appeals by non contracting providers may be eligible for the member appeal process . 2. Appeals of post service claims where the member or Provider sought a pre-service appeal of the same claim. 3. Appeal of a post service claim where the member has appealed the same claim. 4 . The member has filed suit under Section 502 of ERISA or other suit for denial of the health care services or supplies regarding an Adverse Determination . E. Qualified Reviewer For an Internal Review pertaining to an Adverse Determination Appeal (not to include Billing Disputes), only a medical or dental practitioner holding an active. unrestricted license, who possesses the appropriate level of training and/or expertise required to evaluate the necessity of the service under review, and who is other than the one that made the initial Adverse Determina1ion, may deny the appeal of the Provider who treated the condition. A nurse or other health care professional employed by Company may review the Adverse Determination Appeal and may grant but not deny it. If the nurse or other health care professional does not grant the appeal, then a Qualified Reviewer, designated by Company, other than the one that made the initial Adverse Determination, shall review and decide the Adverse Determination Appeal in accordance with our medical and reimbursement guidelines. Provider External Review Process If the initial determination is upheld through the Internal Review process, the option to seek External Review of the determination will be made available. A. Prerequisites for External Review 1. The Internal Review process must be exhausted before requesting an External Review of the determJnaUon unless both Companv and the Provider agree in writing to forego the Internal Review process and proceed directly to External Review. 2. A Provider who chooses Extemal Review will submit a written notice to Company within ninety (90) calendar days from the date of the Internal Review Determination. Asuris Slandard MGA Exhibll D Ol1pute Resolullan Proceu A18818864AA Pag• 3 of9 I. e. Extamal Review Provlalon11: 1. An Adverse Determination Appeal may be submitted for External Review when the amount In dispute exceeds S500 unless the Provider notifies the Company tha,t the Provider intends to submit 11ddltional Adverse Determlnatlon Appeals for External Review on the same or slmllar Iss ues during tl'le on~year period ro!lowlhg the submission or the orig inal Adllerse Determination Appeal and the cumulatrve amount In dispute over the one.year per iod exceeds $50.0. The request fo r External Review Is at the oplion of the Provlder 1 who may Instead choose any other dl spute reaolu tlon a'lloWed by the Agreement . If Clho~en , the Exterrnil Revlew st,aU be bind ing ; 2. The Adverse Determination Appeal mu.st be &u~mltted to Comp_any in writing. The AdmlnfstraUve Manual and ·u:-e Appeal Form for Provider BIiiing Dispute and Madlca/ Neces.sily Denial provides detailed contact info rma ti on . 3. Company will forward Adverse Determ inat ion Appeals that meet the prerequisites as listed in sec tion A above lo a designated External Review Organization . 4. The Provtde r shall pay a fl1 ng fee of$50.00 ior each Adverse Oeterrnlnatlon Appeal. (a) The Company shall notil'y the Prov id11r the filing ree ls due (b) Payment must be e.ubmltted before the External Review begins; provided, howevor, that the Provider sha ll be entitled to .a refund of such payment in the event that lhe Provid.er prevails In the External Rev iew process . (c) Provider shall subml the filing fee within sixty (6-0) calend~r days of notice from the Company that flllng fee Is due or the External Review request will be closed . 5. Upon recelpt of a timely flllng fee, Company wiU provide to the External Review Organization the Appeal Record. 6. The Eirternal Review Organl2alion wm process the Aciverse Determ ination .Appeal and notify the ProVider and Company of Its reoommendat on with in thirty (30) calendar days of rece ip t of the filing fee . The decieton wilt be bindb,g on Company and the Provi der. 7. In the event ll,at the External Review declalon requires payment by ·Company, such payment shall be Initialed within nfleen (15) calendar days after we receive noUce or the determlnallon . Extamal Audit and lnveatlgatlon Appeal Procesa The External Audit and Investigation Appeal Procell& is Intended to give you an opport\ln fty to requetl recons ideration of audit findings lswed by our External Audit and lnve_sllgation Department ood lo ensure we have reviewed all inforrr,a llo n relevant to the audit findings. Please note that contract terminations resulting from audit findings must follow the Provider Contract Termination Appeal ProceSB. II. A. Racon1ldaratlon Requaat Upon rece Jp t of our audit findings, you have forty-flva (45) business days to review and dispute \hese find ings before the audit becomes final. In order lo appeal the find ings, you must submit a written reque111 for a reconsideration of audit findings. You will be glllen the address for where to send your reconsideration request with your audit findings. Asurla Standard MGA ExhlM D Dlapute ReaoluUan Process A1881665<1AA Page • a/9 The request must be received by Company within forty-five (45) business day• of your receipt of the audit findings and must include, at a minimum, the following: • • • A detailed statement of the issue(s) In dispute At the election of the Provider, notification of a request for a meeting with the panel re11iewing the i&&ue(s) in dispute Any documents which the Pro11ider contends supports hia/her position (Exception : Please note that all documentation required to Justify your billing, including but not limited to chart notes, must be present in your files at the time of an audit. Additions to file documentation and/or the production of flies that were not made available to us at the time of an audit wlU not be considered in connection with an appeal involving adverse audit findings. We will , however , consider your explanation as to why the documentation was not present at the time of the audit.) If we do not receive such a reconsideration request within forty-five (45) business days of your receipt of the audit findings, the findings will be final. The request ror reconsideration will be re11iewed by the manager of our External Audit and Investigation Department, ln11e1tigators within that department, and other Company representatives, as determined by the manager of the department (hereinafter referred lo as the 'Panel"). At the discretion of the Panel, a Company Medical Director may be consulted prior to the final decision. A meeting, prior to the Panel's review of your reque•t for reconsideration, can be arranged either at your office or a Company office, as mutually convenient. You must request this meeting when submitting your request for reconsideration. At the meeting, you may appear in person and may be accompanied by an attorney or other representali11e. You and your representative may make an oral statement to the Panel and respond to questions from the Panel. The purpose of 1h19 meeting is to gh1e you an opportunity to present your position to the Panel in person. If the Panel needs additional documentation to reach a decision, the additional documentation must be submitted within twenty (20) calendar days of the date of the Panel's written request for information, unless your written request for a reasonable extension of lime is granted. • If the requested documentation Is received on time, it will be included in the request for reconsideration. • If the documentation is not received on time, the request for reconsideration will continue and a decision wlll be made based on the information originally submitted . You will be sent written notice of the decision within forty-five (45) business days following the meeting with the Panel or, If no such meeting was requested, within forty-five (45) business days of our receipt of the audit reconsideration request, not induding the time waiting for additional information from you. During the period of time in which we are waiting for additional information, the appeal decision time frame is suspended until the information is received or the time to respond to the request hes expired. The decision on an audit reconslderallon request is deemed final forty-five (451 buslnus days after your receipt of the Panel's decision, unless a tlmaly written request for a Medical Director Review la nH:elved, Ill. a. Medical Director Review If you are not satisfied wrth the decision made following the reconsideration request to the Panel, you may request a Medical Director Review of the audit findings. The written request for a Medical Director Review and any supporting Information must be received by Company within forty-five (45) business days of your receipt of the ?anel's decl&ion. The address where to send your request wlll be Included in our response to your request for reconsideration . The Medical Director Review will be held no more than forty-five (45) business days following receipt of the request, not Including the Ume in which the Company is waiting far additional information from you. The review will be conducted by a Medical Director who was not Involved in an earlier review of the audit findings. Aauns Standard MGA Exhibit O Dispute Resolution Procen A18ll16854AA Page~ ol9 If the Medical Director needs additional documentation to reach a decision, the additional documentation must be submitted within twenty (20) calender days of the date of the Medical Director's written request for lnfor1TU1Uon , unlees your written request ror a reasonable extension of time is granted. • If the requested documentation is received on time. it will be included in the Medical Director Review. • If the documentation Is not received on time, the Medical Director Review will conUnue and a decision will be made based on the information originally submitted. During the period of time In which the Company Is waiting for additional information, the forty-five (45) business day clock to complete the Medical Director Review is suspended until the information is received or the time to respond to the request has e11pired . You will be sent written notice of the decision within forty.five (45) business days following the Medical Director Review_ The Medical Director Revle-w ls the fins.I stop In the External Audll and lnvesti911tt on Appeal Proc&1.a , once a decision hos been made by th o Modlcal Director, the Externa l Audlt and Investigation Appeal Process ha& boon completed and tho declalon shall be deemed nnel. If you are not satisfied with the Company's decision ofter completing fhe External Audit and Investigation Appeal Process and want lo oonUnue to dispute the issue(s), you must initiate the appropriate process(es) as outlined in your Provider contract. Provider Contract Termination Appeals A contracll!d provider may Initiate an appea l of a contract termination decision made by Company through the Provider Contract Termination Appeal Process. IV. A. Level One Appeal To request a level One Appeal, you mus_! send a written reque-91 to the Company's Cred erttlall ng Department, at the address listed below wi thin thirty (30) buslf\HS days of receipt of the termination no)lfiClll[on . Provider Contract Termination Appeal • Level One Attention: Crwdentlallng Department P.O. Box 21287, MIS S-555 Seattle, WA 98111-3267 A request for an appeal regarding a contract terminalion must include, at a minimum : • • • • A detailed description of the disputed issue(s) The basis for your disagreement with the deci9lon All evidence and documentation supporting yaur posrtlon (ExceptJon : Please note that ail documentation raqulred to jus~ry your billlng, including, but not limited to. chart notes, lo be present In your files al the lime or an audit. Addillons to file documenlatlon or the produeUon or flies that were not made available to Company at the time of an audJI will not be considered in connection with an appeal lnvotvlng adverse audit fi ndings. We will, however, consider your explanation as to why the documentation was not prese nt at the time or lhe audll ) Your requested outcome Upon receipt of the Level One Appeal request, we will send you an acknowledgement letter within fifteen (15) business d&J$, The Le.vel One Appeal Papel Is comprls:ed or at least three (3) indll/fduals that have not been d irectly lnvolv!!d in the Credentialing CommiJle;e or ler:rnin ellon decision and have the appropriate level of knowledge and traln ln,g to understand the Issues presented. At least one panel member must be a Participating Provider. Aauria Standard MGA EIChlbit O Dispute Resolutio~ Proce11 A1881685<1AA Page6 ofg Level One Appeals meetings are held on a bl-monthly basis . Your appeal will be scheduled for review al the ne>tt avallable Level One Ap peal Panel m ee Ung, subject to the lime that your appeal request and any add ll lonal Information la receiv ed and the volume of appeals being reviewed by the panel. If add itional information is requested , it must be submitted wHhin fifteen (151 business days of the date of the written request for information, unless a written request for a reasonable extension of time ls granted . • If the information is not received on time, a decision will be made at the next Level One Appeal Panel meeting, based on the limited Information available. • If the additianal information is received on time, the new Information will be taken Into consideration at the next Level One Appeal Panel meeting . Information not submitted within the time limit will not be considered for the Level One Appeal, unless otherwise allowed by the Level One Appeal Panel. You will receive a written determination within ten (10) businaas days of the Level One Appeal Panel decision . The Level One Appeal decision ts deemed final on the thirtieth (30111 ) business day after you receive It, unless a written request for a Leval Two Appeal Is received timely. B. Level Two Appeal -"In-Person Hearing" If you are not satisfied With the results of the Level One Appeal, you may submit a written request to the Credentialing Department , at the address listed below, for a Level Two Appeal, 'in-person hearing ' no later than thirty (301 business days after your receipt of the Level One Appeal decision . Provider Contract Termination Appeal • Level Two Attention: Credentialing Department P.O. BoK 21287, M/8 S-555 Seattle, WA 98111-3287 The Level Two Appeal Panel is comprised of at least three (3) individuals that have not been directly involved in the Level One Appeal, the Credentialing Committee, or the termination decision and have the appropriate level of knowledge and training to undersland the issues pre:,ented . At least one panel member must be a Participating Provider. The request for a Level Two Appeal must Identify In detail the following: • • . . All issues on which you request re-evaluation At election of the Provider, notification that more than two (2) hours is needed for the hearing Information not previously submitted to the Level One Appeal panel, if any (Exception : We expect all documantation required to justify your bllllng, Including, but not limited to, chart notes, to be present in your flies at the time of an audit Additions to file documentation or the production of Illes that were not made a11ailable to Company at the Ume of an audit will not be considered in connection wltt, an appeal involving adverse audit findings. We wlll, hoW9ver, consider your explanation as to why the documentation was not present at the time of the audit) Your requested outcome The hearing is generally completed within two (2) hours and will be scheduled for two (2) hours, unless you notify us when requesting your Level Two Appeal that additional time is needed. We will make our best efforts lo accommodate reasonable requests for addillonal time, as long as we are notified when you request the Level Two Appeal. Upon receipt of the Level Two Appeal request, we will send you an ackno_wledgement letter within fifteen (15t business days. Aaurls Standard MGA Exhibit D Dlspule ResoluUon Process A18.!118854AA Paga 7 of9 Level Two Appeals meetings are scheduled upon request. We will make our best efforts to provide proposed tJmes and dales within sixty (60) business days of the Company's receipt of your Level Two Appeal request. Once you have been provided the proposed times and dales you will have five (5) business days to notify us of your preferred time and date for the Level Two Appeal hearing . If you rail to notify us or your preferred Ume and dale for the Leve l, Two Appeal hearing with in five (5) business days of receiving the proposed times and dates, the hearlng wlU be set on one of the proposed times and dates . Prior to the Level Two Appeal hearing, you will receive a "Notice of Hearing." The "Notice of Hearing' will Indicate Ille followin g: • Date of the hearing • Time or the hearing • Location of the hearing • Names of the members of the Level Two Appeal panel • Reasons for the adverse action • Names of witnesses who will testify on Company's behalr al the hearing • Your rights at the hearing At the hearing, you have the following rights: • To have representation by an attomey or other person of your choice • To have a court reporter make a record of the proceedings at an additional cost to you. Costs associated with the court reporter must be paid by you prior to receiving a copy of the transcript • To call witnesses and to examine/cross-examine witnesses • To present relevant evidence (as determined by the panel) • To submit a written statement at the close of the hearing Approximately thirty (30) calendar days before tho scheduled dale of the hearing, a Level Two Appeal binder will be sent to you or your representative _ The binder will include, among olher th ings, the documentation reviewed by the Credenlla(lng Com mittee Initially and at the Level One Appeal. as well as ariy documenr,Jlion submitted by yc,u , 1r you wtsh ,lo submit additfonaJ information to further supplement the Level Two Appeal binder, this Informat ion , ae well as a list of wllllesses that you plan to call, examine, and cross ex.imlne at the hearing , must be received no later than fourteen (14) calendar day& pri9r to the hearing date. Unloas otherwise allowed by the level Two Appeal panel, doc~menlation and wllnruises not submitted at least fourteen (14) calendar daye prior lo the hearing date will not be considered by lNe Level Two Appeal panel and should not be brought lo the heating for ~h_e panel's eonslderation. The only exception Is that you may submJt a written statement at the close of the hearing. If lhe Le11el Two Appeal binder is later supplemented with new or revised Information prior to the heating, you will receive copies of the new or revised material as soon as practicable before the scheduled date of lhe hearing. After the Level Two Appeal bi nder has been finalized, it will be forwarded to lhe Level TWO Appeal panel foF rev iew prior lo the hearlng. Neither you nor Company may supplement the l>lnder within thirteen (13) catendar days prior lo (He hearing, unless a written request for an excepUon is approved b.y lhe Chalr of lhe Level Two Appeal panel. You will receive written notification of the Level Two Appeal decision within fifteen 115) business days of the hearing If the Level Two Appeal panel cannot reach a decision within fifteen f15) buslnasa days, or If additional informatl on Is needed to reach a decision, you will be informed of any additional informaUon needed and a new date by which the decision will be made. Decisions of tJha Level Two Appeal panel related to contract terminatione are deemed final. Once a decialon has been made by the Level Two Appeal panel, you have completed the Provider Contract Tennlnation Appeals process. If you are not aatlsflod with our decision after completlng the Provider Cont, ct Termination Appeal procmu1 and want to continue t.o dispute the issue(s), you must lnl6at, the appropriate proces (e11i as ouUlned In your Provider con1racl A,url& Standard MGA Exhibit O Dispute Resotu11on Process A18816864AA Pa11e 8 ofQ C. Addltlonal Information Regarding the Provider Contract Tennination Appeals Procesa a. Provider Status During a Contract Termination Appeal You will continue as a Partlelpaling Provider, however you will be temporarily removed from an provider directories and any pending action by Company is put in abeyance until the appeal is resolved and a final decision is made. If, however, the basis for the termination decision relates to the health, safely or welfare of our members , or If the we have exercised our right to Immediately terminate the Provider contract for reasons allowed by the Provider contract, your participation status will be terminated for the duration of the appeal process and reinstated only If you prevail during Iha Provider Contract Termination Appeal process. b. The Data Bank Reportable Actlona Company is required by law to report certain adverse actions or decisions against you to the National Practitioner Data Bank (Data Bank). If our termination decision stands, either by virtue of you choosing not to appeal or if the decision Is upheld by the appeals panel, we may be obligated to report this termination to the Data Bank, as applicable. You may not "self-term" to avoid being reported lo the Data Bank_ Additional Information on these reporting requirements is available on the Data Bank website, at www.npdb.hrsa.gov. AaurlI Standard MGA Exhibit D Dlspul11 Resolution Process A18811185~AA Paga II ore ASURIS NORTHWEST HEAL TH PARTICIPATING PROVIDER MEDICAL GROUP AGREEMENT PREFERRED PLAN PROVIDER NETWORK ADDENDUM EFFECTIVE DATE: r nis Addendum lo the Paftlcfpating Provider Med/cal Group Agreement, herein referred to as the "Medical Group Agreement", amends the Med ical Group Agreement between Asur is Nor1hwest Health (the "Company ") and KITTITAS COUNTY HEALTH DEPT ("Medical Group"), to recognize additional provisions Which apply to the Preferred Plan Provider Network . and to provide ror the recognnfon of health care services, and for payment ot benefits for health care services , provided to Prererred Members . Except as specifically amended he rein , all terms and condit Qns of the Medical Group Agreement remain in effect. I. DEFINITIONS A. 'Preferred Member" Is any subscriber or enrolled dependent entitled to benefits under a Preferred Plan offered or administered by the Company or Payor, or any sub,crlber or enrolled de pendent entitled to benefits under a Subs.crlber Agreemanl offered or adml li stereo by the Company or Payor that provides lncen Uves for Members to seek seTVices from Prefer red Plan Providers and Participating Providers in the Company's Partici pating Provider Network. B. "Preferred Plan" la any Subscriber Agreement that provides a benefit incentive for subscribers or enrolled dependents lo seek health care services from Preferred Plan Providers . C. Preferred Plan Provider" is a Participating Provider in the Company's Preferred Plan Provi der Network. D. 'Preferred Plan Provider Network' is lhe collecllve group oT hosp itals , facilities, cllrrfcs . physicians and olher t\ealth -care profeaslonals under contract with the Company through a Preferred Plan Prov der Network Addendum . II. PROVISIONS A. Medloal Gmup agrees to be a Preferred Plan Provider, part icipate in the Preferred Plan Provider Network and provide health oare services to Pref!lrred Members. B. The Company shall acti vely market Preferred Plana that provide lncentiv«iis for Preferred Membe.rs to se,ek services from Preferred Plan Prov ders with the Company's Preferred Plan Provider Network . C. The Company shall 11lso aoUvely market a Subscriber Agreement that provides lru;ent111e.s for Members to seek services rrom Preferred Plan Providers and Particl pe Ung Providers in the Company's Par11cfpating Provide~ Network . If Medical Group provides services for Member s w1'0 are covered l\nder sucn a subscriber Agreement, the rates and terms asaoclaled with the Preferred Pl.an Prov ider Network , as well as the oost snaring amounts and terms in the Subscriber Agreerrient assoc iated with the Preferred Plan Prollfder Network, shall be used to determine the reimbursement amount for Medical Group. Aaurls Medical Standard MGA Prvlerred Plan Addendum A18816854AA Paga 1 of'Z D. Medical Group agrees to maintain Participating Provider status in the Company'$ Participating Provider Network. E. Medical Group agrees to comply with the terms and conditions for Preferred Plan Providers set forth In the Adm inistrative Manual, which can be found on the Company 's website at http ://www.asuris.com/providernibrarylmanual/index. html. F. If a Medical Group Provider has admitting privileges, the Medical Group Provider shall maintain admitting privileges In at least one hospital within the Preferred Plan Provider Network . G, Medical Group shall admit or arrange for hospital admissions and referral serv ices of Preferred Members only to Preferred Plan Providers, unless the Preferred Member is covered under a Subscriber Agreement that provides incentives for Preferred Members to seek services from Preferred Plan Providers and Participating Providers in the Company's Participating Provider Network and the Preferred Member is being admllted or referred to a Participating Provider in the Company's Participating Provider Network; the Preferred Member's condition makes II impossible; the service is not available through the Preferred Plan Provider Network ; or the Preferred Member chooses care outside the Preferred Plan Provider Network. Medical Group should advise the Preferred Member whenever health care services are to be obtained outside of the Preferred Plan Provider Network that the Preferred Member may be subject to additional out-of-pocket expense. Any questions regarding network participation and benefit levels should be directed to the Company. H Medical Group agrees to a~ept the Preferred payment set forth on the payment exhibit as payment in full for covered services rendered to Preferred Members. I. This Addendum shall continue in effect, unless terminated according to the proce&& set forth in the Medical Group Agreement . Either party may terminate this Addendum w ithout terminating the remainder of the Medical Group Agreement However, in the evenl either party temiinates the Medical Group Agreement, this Addendum terminates as well. The terms of this Addendum shall become a part of, and shall be specificaHy incorporated Into . the terms of the Medical Group Agreement. In the event of any conflict or inconsistency between the terms of this Addendum and the terms of the Medical Group Agreement, the terms or this Addendum shaH prevail. .C OUNTY HEAL TH DEPT ytce President. Network Mana9.!!!lent __ _ Title l~I---Signature / Il'l tl lJt Y1-~-, -· -- Print Name ) n ±ev1 m AA mi r11 tmtw Title _\~LL~-\-r.~--- oate _\ \ q l Da te Aauris Medical Standard MGA Preferred Plan AddandUtn A18816864AA Page 2 of 2 Aaurlu Northweat Health Medicare Provider Compllance Addendum This ,fs ·a Medica re Provtder Compliance Addend~ITJ Uhe 'Compliance Aodendum') to the Participating Agreements and any and all amendments, addenda, aUachments or exhibits thereto (coUectively , the 'Agreem11nt8" and each lndlvidually, the "Agreement'), between ~uris NorthWe!II Health ('Asuris") and (the "Prov ider" or 'FDR" as lhose terms are depned beloW), effec:tive th is First day ot October, 2016. WHEREAS, Asuris has contracts to administer Medicare Advantage Plans and/or Medicare Part D plans (collectively "Medicare') for the Centers for Medicare & Medicaid Services ('CMS') of the U.S. Department of Health and Human Services ("HHS') to administer Medicare benefits within certain counties; WHEREAS , the first lier, downstream or related entity ("FOR") has entered into an Agreement to provide heaflhcare and or administrative services relatei;t to Asurts'& Medfcare business; and WHEREAS, CMS requires Asurls to incorporate additional Medicare Compliance contrad language into its agreements with first tier, downstream, and related entities. NOW, THEREFORE, in consideration, and with full understanding that these provisions may be outlined in the main Agreement or addendum, the parties agree and will abide by the Compliance Addendum, as follows: 1. Compliance w u, Mecfica(!]J,.a ~s~.Bs9J,!.!.rul..~..s!lli!...Q.M§..§!!!if.M2!!: FDR agrees to comply with all applicable Medicare laws, regulations, and CMS guidance. 42 C.F.R §§422.5040)(4}(v) and 423.S0S(i)(4)(iv). 2. Mm!i~J'.~~ndards !lllirul.Y.<J.Lll!!d Policies and Prqcedur~!.!; FOR agrees to meke available Standards of Conduct and policies and procedures to all of its employees who provide admlnlstralive services or heahh care services fQr Asuris's Medicare business pursuant to this Agreement at the lime of hire and annuaHy thereafter. FDR may either provide (a) Asuris's standards of Conduct and policies and procedures to FDR's employees, or (b) FDR's own comparable Standards of Conduct and policies and procedures to FDR 's emp loyees. Medicare Managed Care Manual ('MMC Manual"), Chapter 21, §§ 50.1.3 and 50.3.1; and Medicare Presaiption Drug Benefit Manual ('PDB Manual"), Chapter 9, §§ 50.1.3 and 50.3.1. 3. Conlljct of lnteres1: POR agrees to comply with Aaurls!s Conflict of Interest Poli<.-y or its own Connie! of tn1erest Policy that complies with CMS requirements . FOR will requltu_ 11!1 governing body, officera, and senior leadership (as applicable) to sign a connlcl of interest at the t me of hire and annually thereafter certifying lhal they are free from an1 conmct of interellt related to Medicare. 42 C.F.R. §§ 422 .503(b)(4)(vl)(A) and 423.504(b)(4)(Vl)(A). 4. r ~ and CFWA•l and General ~,:ig: FOR agrees that all of its e1r1ptoyees who provide actmlntS1taUve services or health care seNlces for Asurls's Medicare bualne89 pursuant to the Agreement participate In Meclicar11 Parts ,C end D FWMreining and Medicare Parts C and D General Compliance training with in ninety (90) days or hire and annually thereafter. Required FWA and General Compliance training Is developed and provided by CMS and Is available through the CMS Medicare Learning Network (MLN) at hit :/NNJW. !llJ.,99v/MLNProd1Jcl.§. FDRs who have met the FWA certification requirements through enrollment into the Medicare program or acc:redltatlon as a Durable Medical Equipment, Prosthetics, Orthottcs, and Supplies (DMEPOS) are deemed lo have met the training and educational requirements for fraud, waste . and abuse only . FDR must main fain documentation sufficient to demonstrate to AsUrts that FDR fulfilled the FWA end General Compliance training requirement. MMC Ma,iual, Chapter 21, § 50,3.2; PDB Manual , Chapter 9, § 50.3.2; 42 C .F.R. §§ 422.503(b)(4)(vi)(A) & (C) and 422.504(b)(4)(\tl)'(A) & {F). 5. RAAQL\inQ.l&mrulance and FWA Conce rns: FDR agrees to report compliance or FWA concerns lo CMS or Asuils. Reporting shouJd occur within five (5) days of discovery ; If there Is an lmmedfate Impact to beneficiary access to care and/or a financlal strain , please report lmmedi.ately but al least wllhin twe,,ty-four (24) hours. Asurls has-a no-tolerance policy ror ~tallaUon or retribution against any employee or FDR for g(!Od-fa ilh reporting of FWA. 42 C.F.R. §§ 4-22 .503(b)(4)(vt)(O) -and 423.504(b)(4)(vl)(O), AsurJa MA CompHance Addendum 1012015 A18816864AA Page 1 or 3 6. IDl!2t~n:Le,U_g_LQ!i~lRlilliID._filanc;Lal31!: FDR agrees to establish and publish its own disciplinary alandards , wh ch include its e,cpectation that employees report compliance issues and uneth ical or Illegal behavior. FDR's disciplinary standards must state that any violation of these standards will result in appropria te dlsc!i:illnary aclion, 1,1p to and ll'clvdlng term in ation of employmi\tnt. FDR's violation of th s proviislon may result In As.uris's termination of the Agreement . 42 C.F .R. §§ 422-503(b)(4)(vi)(E) and 423.504(b)(4)(\/i)(E). 7 9IG E!!P.!Ja!Q.IJ-/ G A Oebann~nl'. Pursuant to Federal law, FDR certifies that nellher it nor any of its ernployees or govern ing body members are on: (11) the List of exclU<led Individ ual~ and Enlilles ("LEIE") from lhe I !HS Office of Inspector General ("OIG")i and {b) lhe General Services Administration ("GS A') Debarment Li si . If an employee or governing bo.dy membe r is on either fist, FOR wm Immedia tely remove tl\at person from any work rela~d directly-ot l ndl recUy to any Federal hea lthcare program . FDR agrees-lo clieek oo.tll lists pr 9r to hire and on a monthly basis to ensu re that none of (ts employees have become excluded from participation in Fede ral programs. The term "employ.ees ' includes temporary employees , volunteers , and consultants . If applicable. FD R will eslabllsh a process to ldenUfy and _prevent payment ro~ clalrn.s al po l nt-of-5ale fo~ any drugi; o.r .sei'vicl:!S i:)tescrlbed , dispensed or delivered by excluded providers. 42 C.F.R. §§ 422 .503(b)(4){vf)(F), 422.752(a}(B), 423.504(b)(4)(vi)(F), 423 .752(a)(6); and 42 C.F.R. § 1001.1901. 8. Record Retenjlol'land Audjl]lighls : FDR agrees to retain any books, contracts, records, and documents related to Asuris's wntract with CMS ror a period of ten (10) years from the final date of the contract period or the ~ompletion of any audit, whichever Is later. FDR a.9rees io comply with any document requests by Asuri& pursuant to an aud it or to monitor FDR's compllance with the terms of this Agreement or Compliance Addendum. FDR will provide these documents to Asuris without charge. 42 C.F .R. §§ 422.504(d), 422.504(e), 422.504(i)(4)(iii), 423.504(d)(2), 423.505(I)(4)(iii). 9. !:!l:!.S--1ll!QIL~!l\ll: FDR agrees to allow HHS, the Comptroller General, or their designees to audit and Inspect any books, contracts, computer or other electronic systems, including medical records and documentation. related to Asuris's contract with CMS. This right to audit and inspect any pertinent information for any particular contract period will exist through ten (1 O) years, from the final date of the contract period or from the date of completion or any audit, whictiever is later. 42 C.F .R §§ 422.504(1)(2) and 423.505(i)(2). FDR's failure to comply with this section could result in referral to law enforcement and/or implementation of corrective action . 42 C.F.R. Subpart 0. 10. Enroll _Pr9tectio1J..~: FDR agrees that it will not hold any of Asuris's Medicare enrollees liable for the payment of any fees that are the legal obligation of Asuris. Asurls agrees to Indemnify its Medicare e~lees for the pay.men I of any fee.8 that are the legal obligation of Asuris for serv ices furnished by provldem who do not contract, or who have not entered Into an agreement with Asuris , to provide services to Asuris's members. For Asuris's Medicare enrollees that are hospitalized as or the termination date of AsurJs's agreement wllh CMS, FOR will continue to provide covered services through such enrollee's date of discharge. 42 C.F.R §§ 422 .504(g), 422 .504{i}(3)(i), and 423.505(g). 11 . ~q]!_l)g: Aaurts will either (a) review the credentials of medical professionals affiliated with FDR ; or (b) review and approve a credenllallng process, which Asuris may audit on an ongoing basis. 42 C.F.R § 422.504(I)(4)(iv). 12. 8~yntabill)Y_Prci11Ision : Asuris agrees that ii may only delegate functions to FDRs in a manner consistent with 42 C.F .R §§ 422.504(i)(3)(ii), 422.504(1)(4), 423.505(i)(3)(ii), and 423.505(1)(4). 13. M2nl!QrJn ,and Ierminatron: Asurls wiU monitor FDR's performance under the Agreement on an ongoing basis , Asuris has the option to terminate the Agreement with FDR if CMS or Asuris determines that FDR has (a) not performed satisfactorily under the terms of the Agreement or Compliance Addendum, (b) failed to maintain compliance, or (c) engaged In FWA. 42 C.F.R §§ 422.504(~(4)(il), 423.505(i)(4)(il), and 423.505 (I)(4 )(iii). 14. fl ow,Down Pr~y~or.i: FDR shall Incorporate the terms of this Compliance Addendum into any and all subcontracts eritered Into delegating any of FDR's obligations to Asuris under the Agreement or compliance Addendum. 42 C.F.R §§ 422.504 (1)(3),422.504 (i)(4)(v) 423.505 (I)(3)(iii), and 423.505(1)(4). 15. ~tlfu1~oJl~r of ~: FOR shall comply with the applicable confidentiality and enrollee accuracy requirements, including: (a) all applicable Federal and State Jaws regarding Aaurfs MA Compliance Addendum 10/2016 A18818864M Page 2 of3 conllde nffalily and disclosure of medical records, including disclosures pursuant to court orders and subpoenas ; and (bl timely access by enrollee,s to the ir records arid information , 42 C.F.R, §§ 422 .1 18 and 422 ,604(a)(13). 18, D~I~~; It FDR Isa health care provider, FDR agrees lhat all emrolleei. eligible forbolli Medicare and Medicaid will not be held Hable for Medicare Part A and B cost sharing ,When the State I responsib le lor payln,g !iU¢h amount$. As a provider , FOR wlll ba Informed of Medicare and Medicaid benefits and rules for enrollees elig ib le for Medlcare and Med icaid. ahd may not. impose cos-t-sharlng that exceeds the amount lhat would be permitted for an ,-idl11ldual 1,1nder Medicaid If the Ind ividual were not enrolled In such a plan. Provider will (a) accept Asur l s's payment as payment n ru11, or {b) bill Che 11ppropriate Stale source . 42 C,F,R . §§ 422 .504(9)(1 )(111) and 422 ,604(1)(3)(1). 17 , A sy ris's can rao ~JJml!aolio,m;; FDR's -services and aclMlles pursuant to fhe Agreement are cons istent and comply with Asuris's COi'ltrac:tval obl igations. 42 C.F ,R. § 422.504Q)(3)(Tii), 18 . Prompt wmeJ!t II FDR Is a health care provider , Asuris's contract or written agreement with FDR will Include a.prompt payment prov l&i!ln , 42 C,F .R. §§ 422,504(c), 422.520, 422,S20(b), 423.506(i)(3)(1,), and 423 .520 . · 19. !1ti1~g~tlrui: If Asuris delegates to anothe, organization the selecl!on of providers, con tractors . cir subcontractors , Asu ris retains the ri ght to approve , suspend , or terminate any such arrangement 42 C.F .R. § 422.504(1)(5,). 20 , fillJ§MIJ) nts re_cu !J,w.d ~ If Medicare laws, regulat lon:t, or CN'(S au ldJ1nce requ re ._a change to any prov ision of this Complla11ce Addendum, th is Compllan.ce Addendum wlll be deemed amended to conform with the law, r~ulaUon, or gu idance on the date !la id re q1,uramenls become effective . Asur ls ,viii make reasonable bus iness efforts lo notlry FDR ol thos.e changes, tlul tn no event does any lack of notice cl'lange the eppliC11b Illy of rederal law, · 21 ~f Se ce : FDR agrees that It shall not perform runctrons offshore. o delegate functions to offshore entities O!' pe sons , ,wlthoul obtaining advanced appf()ll!ll ln vnilfng from Asu rfs and demonstrating compliance '#Ith CMS guldeHnes and Asuris policies, terms -, and conditions , 22 . Nru:!:Qi.§crimination : FDR agrees 1.0 PfOV de cove l ~d services to mem~rs without regard lo race, ethnicity . nat ional orig in, religion , gender, age, mental or ptJys fcal disability , sexual orientation, .,genetic inforrnallon or source of payments . M¥C Manual , Chapter 4, § 10.5. Any term not defined herein shall have ·the mean ing aetforth in the Agreemenl The terms of this Compllance Ac(dendum shall become a part of. and shall be spec iflcafly ncorporated ltito. lhe terms oflhe Agreement. In the event of any conflict or fnconsi&t~ncy betwee r, the terms of tM Compliance Addendum end the term&-of the '°!greemeht or any Medicare Adva,-itage Addendum(s), the terms of the most current Compliance Addendum shall apply . IN WITNESS WHEREOF, the parties hereto enler into this Compliance Addendum effecUve on the Effective Dale set forth above, Asurla Northwest Health Sincerely, John Partin VP, Network Management Aaurls MA CompHmnce Addendum 1012018 A18818854AA Pa~e 3 of3 ASURIS NORTHWEST HEALTH 2013 MEDICARE ADVANTAGE AMENDMENT EFFECTIVE DATE: December 31, 9999 This 2013 Medicare Advantage Amendment (IM "Amendment') amends the following agreements (collee!lvely, the "Agreements· and each in dividuylfy, the *Agreement'") and any and all amendments, addenda, attachments or exhibits to those Agreements, between Asurls Northwest Health ("Company") and Provider, as that term is defined below : 1. Participating Provider Agreement 2. Participating Provider Medical Group Agreement 3. Participating Faclllty Agreement 4 . Participating Hospital Agreement 5 . Participating Organizational Provider (Home Medical Equipment) Agreement 6 . Participating Organizallonal Provider (Laboratory) Agreement RECITALS A. The Provider and Company are parties to one or more of the Agreements . B. The Company desires to amend the Agreements to address changes in Provider compensation payable under the Medicare Advantage program to account for (i) the federal sequestration announced for 2013, and Oi) other Mure unplanned, unforeseen, or unusual events. C. Therefore, in consideration of those premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree to the terms and conditions set forth in this Amendment AGREEMENT 1. Definitions. For purposes of this Amendment, the following terms will have the following stated meanings. Any term not defined in this Amendment will have the meaning given to the term in the Agreement. 'Advanc e ·Monlhly CMS Payments' means the advance monthly payments that are made by CMS to Company, in Company 's capac ity as a Medicare Advanlage organlzaUor,, in ratu m for providing Covered Services to MA Members during those months. Advance Psyinent Adjustment· means the amount or 11ny reduct ion In the Aovance Mont.lily CMS Payme·nts that are made by CMS lo Com pany , ex:pressed as a percentyge reduction from the afTlo unt of the Advance Monthly OMS Payments that Company would ha ve other.vise received lh tne absence. or th e reducllon , .ind that Is caused by or that results from any unplanned , unforeseen, or unusual budgetary event that was not contemplated by Company , or that was not contemplated by Provider, or 1hat was not contemplated by both Company and Provide r, when Company Bnd Provider agree d upon the Medicare Advantage Compensation that s otherwise applicable or payable to Provider un.der the Agreement . Unplanned, unforeseen, or unusual events Include without llmltat on any state or federal budgetary sequestrations , any changes In state or federal law or policy , any mid-year budget adJus1me111s , or any unaolfclpated taxes or hies that cause a reduction in the Advance Monthly CMS Payments otherwise due to, or expected to be received by, Company. Aaurla Medlc9I Standard 2013 Medicare Advantao• Sequestration Amendment A1881S854AA Page1 "Madlcam Advantage Compon11aUon• means lhe compensa tion payable under the Agreement, by Company to Provider in retum for providliig Covered Servicell to MA Members . "Provider" means "Medical Group \ "Hospital", "Facility", or "Provider'' as those terms are used and defined in the relevant Agreement where-they are used. 2. The Med i~~ire Advantage Compensatlon paid to Prov der for Covered Services received by MA M.embers during a pal1lcu/ar month wm be reduced by lhe same percentage ~. ar by such ·rower percentage as Company may detetmlne In Companv's sale dlscret lon , any Advance Payment AdJUalment lmJIOse.d IJPon or levied against the Advance Monthly CMS Payments lhal are paid to Company di.Iring that month . For example , ff a federal budgetary sequestration reduces the Advance Monthly CMS Payments paid to Company by 2% during the months ol Ap ril and May of a particular year. lhsn lt,e Medicare Advantage Compensation payable under the Agree ment to Provider for any Covered Services reee lved by MA Mem.bers during Ap_rll and May of that year will also be reduced by 2%, or by such other lower percentage tha t Company may determ ine In company's sole discretion. 3. Other Provi1 ona, The prou lslon11 of the Agreement tt,at are not amended or deleted by this Amendment rema l n unchanged ar,d in fuU fore& and effeot , Asurla Medical Standard 2013 Medicare Adllanta11e Sequaatralion Amendment A18B18854AA Pag112 OOPARTMl!NT OP HEAL TH It. HUMAN SERVICES Centers for Medicare & Medicaid 5en,1c;es 7500 S@curity BoulQva,d, Mall Stop C4-23-D7 Balt imore, Maryland l12~4-l8S0 Date : To: From: Subject: June 17, 2015 All Medicare Advantage Organizations and Prescription Drug Plan Sponsors Gerard Mulcahy, Director Medicare Parts C and O Oversight and Enforcement Group Update • Red ucing the Burden of the Compliance Program Training Requ irement& On May 23, 2014 the Centers for Medicare & Medicaid Services (CMS) published CMS-4159-F, Medicare Program; Contract Year 2015 Policy and Technical Changes to th11 Medicare Advantage and the Medicare Prescription Drug Benefit Programs. This memo provides guidance for how your organization can satisfy the requirements related to ''Reducing the Burden of the Compliance Program Training Requirements" for sponsors and first-tier, downstream and related entitles (FORs) that was detailed In that final rule. See also (§§ 422 .503(b)(4)(vi)(C)(3) and 423.504(b)(4)(vi)(C)(4)). Sponsors must provide general compliance and fraud, waste and abuse (FWA) training for all employees of their organization and entities they partner/contract with to pro11ide tM!nefits or services. Starting January 1, 2016 , to comply with training requirements sponsors must accept from FDRs certificates of completion or CMS' training localed on the Medicare Leaming Network (MLN). CMS developed web-based compllance trainlng to 11na11re the requirement is met and to reduce the largely duplicative training required of FDRs by the multiple organizations with whom they contract . The compliance and FWA training topics Include: • Relevant laws and regulations related to Medicare Parts C and D FWA. • An overview of compliance expectations, how to ask compliance questions, request compHance clarification, hotllne reporting. • Types of non-compliance and FWA that can occur In the settings in which sponsor and FDR employees work . • ProceHes for Sponsors and FOR employees to report suspected Medicare program non- compliance and FWA to the sponsor. • Case examples and resources. CMS recognizes that many organizations use sophisticated training mechanisms and Invest substantial resources to d11liver and track their employee's compliance with CMS requirements. In the final rule, CMS stated that we would consider and determine If the CMS training module& could be available In a fonnat for downloading Into organizations' existing training systems . To further minimize the administrative burden on Sponsors and FDRs, CMS Is broadening the availability of the CMS compliance program training . A1uria Medicare Compliance CMS Memo 2015 A 18816854AA P111e 1 of 2 Sponsors Will have two (2) options for enSYrtng Ila FORa ~ncluding the FOR'e employees) hava setlsfled the general compliance and FWA training requ lrt1ment that must be completed ea days after lnlllel hire/contracting and annually thereafter as described In the regulations and sub-regulatory guidelines. ( t) FDRs 1ind Its employees can complete the general compliance and/or FWA training modules located on the CMS Medicare Leaming Network (MLN). Once the Individual completes the training, the system wlll generate a certificate of completlon. The MLN certl!lcate of completion must be accepted by all Sponsors. (2) FDRs may download, view or print the content of the CMS standardlZed training modules from the CMS website to incorporate into their organization's existing compliance training materials/systems. The CMS training content cannot be modified to ensure the integrity and completenesa of the training. However, an organization can add to the CMS training to cover topics specific lo their organlZallon. Training materials are available at the following path: http ://www .cms .gov/Outreach-and-Education/Medicare-Learning-Network- M LN/MLNProduclsl ProviderComp liance html CMS will accept either the MLN aystem generated certificates of completion, or, an atte9tation confirming that the organization has completed the appropriate compliance and FWA training. Attestations must include language specifying the entity compiles wlth CMS compliance and FWA training requirements, and, if choosing to implement option (2) the training provided includes CMS content without modification. Further, sponsors and FDRs must maintain certlffcates· or documentation of training completion and will furnish upon request a certificate of training such as certificates of completion, training logs, system generated reports, spreadsheets etc . FDR11 providing training logs, reports, etc. must include at least employee names, date11 of employment, datea or completion, passing acores (If captured) to clearly document training completion. Sponsors are required to validate that aN of the general compliance and FWA tralning requirements are oompleled by their FDRs. In addltlon, Sponsors are accountable for maintaining records for a period or 10 years of the lime and must require lheJr FDRs to maintain training records of the FCRa' employees. While use of lhe web-baaed training via the CMS MLN website Is opllonal for Sponsors employees , a benefit of using lhe web-based training and education modules Is the ablttty to receive cohtlm,dng education cred lta for oourse compleUon. Addltional compUance Information Is avallable at: htlps:t/www.cms.gov/Medlcare/Compliance•and•AudJts/Part-C-and-Part-D-Complience-and• Audits/ComplianceProgramPolicyandGuidance.html More guidance regarding tra ining and education requirements can be found In the Compliance Program Guldef fnea located In lhe tntemet Only Manual (IOM) Pub. 100-16, Medicare Managed Care Manual Chapter 21 , and ICM Pub.100-18, Medicare Prescription Drug Benefit Manual Chapter 9. Additional guidance on the specfflcaticna and new location of the web-based compliance training modul111 la forthcoming. For compllanc•tralning related questions please contact : Parts_c_and_D_CP _Guldellnes@cms.hhs.gov For FWA training-related questions, please contact : FW ATraining@cms.hhs.gov Aaurla IIA•dlcale Compliance CMS Memo 2015 Page2 Of 2 Thia checkNst wtll help ensure you are compliant with the Medicare requirements for first tier, downstream, and related entities (FDRa). You must maintain documentation sufficient to demonstrate to us or Medicare that these elements are met. Before hiring a new employee or governing body member 0 Checis both the Office of Inspector Gene.rat (OIG) and General ~ervlce.s Admtn strallon (GSA) federal exclusi on llsts to ens ure that no emplpYeea are excluded from participation In federal programs. The term "employees" tncludes. ternporary • employees , volunteer s-!Ind consullant ll . Ir applicable, establish a process to Identify and prevent payment tor clalms at. point-ct-sal e for any drugs or servloes prescribed , di spensed or delivered by e)(cluded providers . • GSA excluSion list: sam.gov • OIG exclusion 11st: oig.hha.govtexcluaions Within 90 days of hire • Provrde Standards of Conduct and pollc es and procedure11 to all employe11S who provide admlnfatrallvi!J aen(lces or heattt, care services for Asuria Medicare buslne88. • Require govemlng body, officers and aenlor leadenihlp (as applicable) to sign a conflict of interest dlacloaure. • Provide Medicare parts C and D fraud, waste and abuse (FWA) lralnlng to all employees who provide administrative services or health care services for Asurts ' Med icare bus lnecSa. Note: FDRs wtio have met the FWA certfflcatlon requirements through enrollment Into Parts A or 8 of the Medicare program or through accreditation aa a supplier of DMEPOS are deemed to have met lhe FWA training and education requirements. • Provide Medicare parts C and O General Compliance training lo all employees who provide administrative services or health care services for Asurla Medicare bualneas. November 2015 Monthly for all employees and governing body members • Check both the OIG and GSA federal exclusion lisls to ensure that no employees have become excluded from participation In federal programs. • GSA exclusion 11st: sam.gov • OIG exclusfon 11st: 011.hhs.aov/excluslons Annually for all employees and governing body members • Provide Standards of Conduct and pollcles and procedures to all employees who provide administrative services or health care services for Asuris Medicare business. a Require governing body. officer& and senior leadership (es applicable) to sign a conflict of Interest disclosure. • Provide Medicare parts C and D fraud, waste and abuse training and Medicare parts C and D General Compliance to an employees who provide admlniltrative services or health care nrvices for Asuris Medicare buslnesa. Report all compliance concerns For concerns regarding ethics, compliance or fraud, contact us through one of these confldentlal options : • Fraud, waate and abuse: 1 (BDO) 323°1893 • Anonymous reporting line: 1 (BIB) 384-3577 • Medicare compliance, privacy, HIPAA compliance or ethlca: 1 (877) 878-2273 Visit our FOR resource page at regenca.com/ fdr•resourcea. j\SURIS · I , • • ASURIS NORTWEST HEAL TH MEDICARE ADVANTAGE PPO REIMBURSEMENT ADDENDUM This 19 an Acldendum ("Addendu,n "), effective on Docember 31, 9999, to the Partk:lpallng Agreement ("Agreemenr), by end between Asurfs NorOlwest Health rcornpeny~) and KITTITAS COUNTY HEAL TH DEPT ("Provider"), All references herein to 'Provider' shall mean •Provider," or "Medi cal Group : as those terms are used and defined n the Agreemant(s). WHEREAS . Company has a conlract to serve as a Medi care Advantage (MA) plan for the U.S. Departmenl of Heal th and Human Serv. ees (HHS)., Centers tor Medicare and Med cad Services (CMS), to adm1t:1ister Medicare benefits within certain counties in the Company serv ice areas; WHEREAS, Provi der llas an eXJ stlng Agreement to provide medlcal services to Members , as more particularly set forth in t11e Agreen,enl; WHEREAS, Provider is entering into this Addendum to provide medical services lo MA PPO Members : NOW THEREFORE , in consideration of the foregoing premises and other good and valua,ble cons lderat lon, receipt anc:I sufficiency of whleh are acknowledged, !he parties hereb y agree as follows : A. REIMBURSEMENT PROVISIONS The following re mbursement provisions and ree schedule amounts shall apply lo Provider for Covered Services ·rendered to MA PPO Me mbers: 1, The fee schedule lo r profess onal providers fs slrU~tured on the most recent edition of the OPT coding n,anual. Fo, mosl procedures , Company wlll determine Ma,dmum Allowable Fees usir:ig the Reaource Based Relative Value Scale (RB RVS) pub lishe d by the Center, for M11dlcare & Medicaid Services (CMS). In ll'ie ab!l(!nce of CMS RBRVS unit value:a for specific procedums , Company wlO establish auch unit values for purpose$ of Its Maxlmum Nlowable Fee delerrnlnation . For cer1afn procedures , the Maximum Aflowable Fee will be lnd iv dually determined at Company 's discretion . Procedures assigned ''by report" status are paid ar. determined by Corr111any'11 Medical Olrocton 2. The allowa nce for each CPT proced ure code is the le11er of 1/ie charge or lhe -(ee asslgoe d lo that proced1.1re code under the fee schedule. Payment for Covered Services. Is b,ased upon this allowance. 3. For Covered Services provided'by MOs , OOs , OPMs, and ODs, the fee schedule shall be based upon one hundred and two p_erc en t (102%) of the currenl Medicare fee schedule for the locale where the sef:Vice la rendered . 4. For Covered Services pro11ided by Advanced Practice Profess onal Nurses and Physician A"lslants, the fee sched ule shall be based upoo eighty-five pe rcent (85%) of the MD/00/0PM/OO rate listed above. Payments ror Physician Ass istants and Certified Reg lst.e.red Nurse Firs t As,s ls tants assisting at surgery shell be reimbursed based on Medicare guidelines . 5. For Covered SelV ces provided by other provider typee (i .e., 1121 MOs, Dos , OPMs , OD s, NP s ar,d PAs), nctudlng but not flmited to : PT, OT, ST, CRNAs , DCs 1 the fae scnedule shall be based upon the current Medicare allO\oJable fa" the pro11 lder type ba.sed on the locate where ttte servll::e is rendered. Company follows Chapter 12 of the Med icare Cl!ilms Processing Manual for the prov ider type , e)(ample : Ucensed Clinlc.il Social Wo,ker {\.CSW) is paid seventy-five pt?rcent (75%) ot the Me~lcare phyi,lcian fee schedllle . 6. For Covered Service~ ror Laboratory and Fl ethology services for which Medicare has established a fee throll.9h ll s Cllnlcal Laboratory Fee Schedule , reimbursement shap be ba.6C d upon nlnely percent (90%) of lhe current Medicare fee sched ule for the local e where the service Is render.ed. 7. Durable Medical Eq uipment, Proslhe!lcs, 0rthotics, Supplies (DMEPOS) and Drugs will be rein,bu.md accord ing lo Co mpan y re lmbu~menl policy. MA PPO Profanlonal Ralmburaamenl Addendum Asurio1 A18816854M Page 1 of 2 B. MISCELLANEOUS PROVISIONS 1, Company will not make a!'ly addltlonal payment for fecllity or process ional seNlces based upo!'I a ru1'11 1 health care desl gnatlon under 1h13 Medlnare program, l"cludfng any designation $l:ICh as a Cr Ucal Access Hospital (CAH), Physician Scarc;lty A~ (PSA) or any other des gnaUon . unless Iha res u!llng paymenl l!i agreed to by Company n advan ce and In writing . 2. Provl,d~r ag(ees 1010,ok sole ly to Company for compensalion for ·Cavered Services provided to Members . Ptovlder agrees to collect directly from Member any outpatient co-payment whic h may be establlsl]ed from time to lime by Company ror !3J!,Ch office cell and for eaeh ·home visit. The co• pay ment st1all , be a cred!l against the amount di.le from Oorn p-any for Covered Serv ces rendered lo a Me rTJper, without regard to whether the ProvidBr has actually collocted any co.-pavme nt . 3. for purposes of prompt payment of clJilms under this MA Addendum only , claimg for Covered Servi ces prov ided to MA Members under this Addend um shall l.'1 · ! be aUbjectto any late fees, inte rest, or other penallies as established by the Agreement o r by stale law. See 42 CFR § 422,520(b). 4. Cons,slenl with all other MA Member Agreements offered by Company , Compnnvwill follow CMS's standards Ir, determining Medrcal Necessity , lnclu dJng , without limlla tlot;1 1,Medlcare 's national co ve rage t;1ec1slons ·(N CDs) and-appHca.ble local medic.al review polic ies (LMRPs), 5. This Addendum shall continue , unless terminated acc01dlng to 11\e process set forth in the ·Agreemenl Ellhef party may terminate this AddendL(m without teffl'I na.ting the remainder of the Agreement However , Ir:, the event either party 1ermlnates the Agreemi,n lhis Addendum terminates as well. Ar1y term not defined herein shall hav& the meaning set forth in the Agreemen t. The l~rms or this Addendum shall become a part of, and shall be. speoiflcally i ncorporated ln'to, the terms of, the Ag1eemenl In the e vept of tiny c:onRlct or lnc011sistency b~en the term& of th is Addendum and the terms of the Ag r.eeme nt, the terms of this Addendum &hall apply. This Addendum supersedes and repl aces In Ifs entirety any prior MA Addenda between the parties. MA PPO Profeasional Reimbursement Addendum Asuri• 1 A18818854AA Page 2 or 2 Kittitas County Review Form Grants & Contract Agreement Today's Date Fund/Department 116-Public Health Contract/Grant Information Contract /Grant Agency: Asuris Period Begin Date: June 5c, 2018 Total Gra nt/Contract Amount: None Grant/Contract Number: Contract/Grant Summary: Agenda Date Period End Date: 15 days after notice of termination The agreement between Kittitas County Public Health Department and Asuris Northwest Health is established to allow the health department to bill insurance for services provided. Recommendation for Board of Health and Board of Health Review on Department Head Signature: ~ Administrator Kittitas County Prosecutor, Auditor, and Board of Health Review and Comment: APPROVED AS TO FORM: Date Signature of Board of Health member Date Financial Information Total Amount$ State Funds $ Federal Funds $ Percentage County Funds Matching Funds$ CFDA# In-Kind$ Explain Grant/Contract Review Page 1 Is Equipment being purchased? Who owns equipment? New Personnel being hired? Contact HR hiring-repo r ting requirements Future impacts or liability to Kittitas County: Budget Information Budget Amendment Needed? Yes O attach budget form No D Why not New Division Created? Revenue Code Pass Through Information Agency to Pass Through Amount to Pass Through $ Sub-Contract Approved Date : Prosecutor Review j Has the Prosecutor reviewed this agreement? J Yes D No D County Departments Impacted Auditor Facilities Maintenance Information Services Human Resource Prosecutor Treasurer Submitted I Signature: Department: I Date : Assignment of Tracking Information Auditor's Office Human Resource Prosecutor's Office Who Signed the grant application J Reviewer I Date Grant/Contract Review Page 2