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HomeMy WebLinkAbout20122165.tiff RESOLUTION RE: APPROVE CONSULTANT PROVIDER AGREEMENT AND AUTHORIZE CHAIR TO SIGN - HMO COLORADO, INC. WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with a Consultant Provider Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Public Health and Environment, and HMO Colorado, Inc., with terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Consultant Provider Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Public Health and Environment, and HMO Colorado, Inc., be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 15th day of August, A.D., 2012. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: 617- Sean P. n y, Chair Weld County Clerk to the Board lac William F arcia, Pr -T BY: J Deputy CI-.I to the':oard � E1 ._ cts Barb a Kirkmeyer • AP.� • . D A Ifrmea 111111 ';utter avid E. Long t.0 .ttorney � yD ��.; • •ougl.s Radem-cher Date of signature: 0-J- I1)- 0 Yi9 -TcaW 1—C n „ �, W�I3 2012-2165 �I l�l t� HL0039 Memorandum r 4 r TO: Sean Conway, Chair Board of County Commissioners z , FROM: Mark E. Wallace, MD, MPH, Director {yZ Department of Public Health & Environment 1 y DATE: July 30, 2012 SUBJECT: HMO Colorado, Inc., Consultant Provider Agreement Enclosed for Board review and approval is an agreement for HMO Colorado, Inc Consultant Provider Agreement between Rocky Mountain Hospital and Medical Service, Inc., d.b.a. Anthem Blue Cross and Blue Shield (Anthem BCBS) and the Board of County Commissioners of Weld County on behalf of the Weld County Department of Public Health and Environment (WCDPHE). The agreement allows for WCDPHE to receive periodic payment for the provision of Covered Services to enrollees under Anthem BCBS, a Colorado insurance company for their HMO members. This agreement has been specifically created for Local Public Health Agencies (LPHA) for submitting immunization and family planning claims and coverage of preventive services with the Health Reform Act. This is not for new services, but services that we have historically provided for immunizations and family planning. This also coincides with the ACA RIZO grants pursuing and preparing LPHA's to be able to submit claims electronically and get better reimbursement for services. Reimbursement for all Covered Services provided by Weld County Department of Public Health & Environment is made by Anthem BCBS on a fee-for-service basis. The agreement shall commence upon signature of this Agreement by Anthem Blue Cross Blue Shield HMO Colorado, Inc. and will stay in effect until cancelled by either party. 2012-2165 HMO COLORADO, INC. CONSULTANT PROVIDER AGREEMENT THIS AGREEMENT is made and entered into, by and between HMO Colorado, Inc. (HMOC) located at 700 Broadway, Denver, Colorado 80273-0002 and Weld County Department of Health and Environment (Consultant Provider or Consultant) located at 1555 N 17th Avenue Greeley CO 80631 In order to support the operational efficiencies regarding the implementation of this Agreement, HMOC reserves sole discretion in determining the effective date of this Agreement. The effective date is not to exceed ninety (90) days after the date this Agreement is II exe uted. This Agree ent shall be effective (as determined by HMOC upon execution) fr 7 ( 2'e 20 WITNESSETH: WHEREAS, HMOC operates a health maintenance organization pursuant to the laws of the State of Colorado; and WHEREAS, Consultant Provider is a duly licensed health care provider in the State of Colorado, whose license is without limitation or restriction; and WHEREAS, HMOC and Consultant Provider desire to enter into an agreement whereby Consultant Provider shall provide Covered Services, and arrange for and coordinate the provision of other health care services, to Members in a manner that preserves and enhances patient dignity, and NOW, THEREFORE, the parties agree as follows: ARTICLE I. DEFINITIONS A. "Affiliate" means any entity which owns or is owned by HMOC directly or indirectly, and any entity which is under common ownership directly or indirectly, by Anthem Insurance Companies, Inc_ Upon execution of this Agreement, HMOC shall provide to Consultant Provider a current list of Affiliates. This list will be updated not less than quarterly and a copy will be provided to Consultant Provider upon request. B. "Claim" means a complete billing, or an adjustment to such a billing, for health care services that is submitted by Consultant Provider on the CMS 1500 form, or a form approved by HMOC, or through a method of automated transmission developed for direct entry into HMOC Claim's processing system. C. "Clean Claim" shall have the meaning set forth in 10-16-106.5 (2), C.R. S and related regulations, as amended from time to time. D "Contractual Adjustment" means any portion of a charge for a Covered Service in excess of the HM0C Maximum Benefit Allowance. Contractual Adjustments shall be absorbed by the Consultant Provider and shall not be charged to the Member or HMOC. E. Cost Share" means an amount which a Member is required to pay for Covered Services under the terms of the applicable Membership Certificate. Such payment may be referred to CONSUL TANT 01/2008 I We d Cn my Depadr-ort of Haa,,and Envy-men,03/2012,ekr / ? 47/6 as an allowance, coinsurance, copayment, deductible, penalty or other Covered Person/Member payment responsibility, and may be a fixed amount or a percentage of applicable payment for Covered Services rendered to the Member. F. "Covered Services" means those Medically Necessary and preventive health care services that are benefits of HMOC Membership as described and limited in the applicable Membership Certificate, as the same may be amended from time to time. Services are Covered Services only if they are performed, arranged and authorized in accordance with the terms, limitations and exclusions set forth in the applicable HMOC Membership Certificate. G. "Emergency" means a medical condition manifesting itself by acute symptoms of sufficient severity (including severe pain) such that a prudent lay person, with an average knowledge of health and medicine, could reasonably expect the absence of immediate medical attention to result in (1) serious jeopardy to the health of the individual (or unborn child); (2) serious impairment to bodily functions; or (3) serious dysfunction of any bodily organ or part. "Emergency Services" means those services necessary to screen for, diagnose or stabilize an Emergency medical condition. H. "Health care provider" means a person licensed or certified in this state to practice medicine, pharmacy, chiropractic, nursing, physical therapy, podiatry, dentistry, optometry, occupational therapy, or other health arts. "Health care provider" also means an ambulatory surgical center, a licensed pharmacy or provider of pharmacy services, and a professional corporation or other corporate entity consisting of licensed health care providers as permitted by the laws of the State. "HMOC Maximum Benefit Allowance" means the maximum amount of reimbursement allowed for a Covered Service as determined by HMOC. J. "Material Change" means a change to this Agreement that decreases the health care provider's payment or compensation, changes the administrative procedures in a way that may reasonably be expected to significantly increase the provider's administrative expense, replaces the maximum allowable cost list used with a new and different maximum allowable cost list by a person or entity for reimbursement of generic prescription drug claims, or adds a new category of coverage. A material change does not include: (a) a decrease in payment or compensation resulting solely from a change in a published fee schedule upon which the payment or compensation is based and the date of applicability is clearly identified in this Agreement; (b) a decrease in payment or compensation resulting from a change in the fee schedule specified in this Agreement for pharmacy services such as a change in a fee schedule based on average wholesale price or maximum allowable cost; (c) a decrease in payment or compensation that was anticipated under the terms of this Agreement and where the amount and date of applicability of the decrease is clearly identified herein; (d) an administrative change that may significantly increase the provider's administrative expense, the specific applicability of which is clearly identified herein; CONSULTANT 01/2008 2 Weld County Department of Health and EnvornmentO3/2012,akr (e) changes to an existing prior authorization, precertification, notification, or referral program that do not substantially increase the provider's administrative expense; or (f) changes to an edit program or to specific edits; however, the health care provider shall be provided notice of the changes pursuant to state law and the notice shall include information sufficient for the health care provider to determine the effect of the change. K. "Medically Necessary" or "Medical Necessity" shall mean health care services that a physician, exercising prudent clinical judgment, would provide to a patient for the purpose of preventing, evaluating, diagnosing or treating an illness, injury, disease or its symptoms, and that are: (a) in accordance with generally accepted standards of medical practice; (b) clinically appropriate, in terms of type, frequency, extent, site and duration, and considered effective for the patient's illness, injury or disease; and (c) not primarily for the convenience of the patient, physician, or other health care provider, and not more costly than an alternative service or sequence of services at least as likely to produce equivalent therapeutic or diagnostic results as to the diagnosis or treatment of that patient's illness, injury or disease. For these purposes, "generally accepted standards of medical practice" means standards that are based on credible scientific evidence published in peer-reviewed medical literature generally recognized by the relevant medical community, Physician Specialty Society recommendations and the views of [Physicians] practicing in relevant clinical areas and any other relevant factors . The above definition of "Medically Necessary" / "Medical Necessity"shall be inapplicable to the extent that a different definition is required by a self- funded group, a government contract or any applicable law or regulation. L. "Member" means a person eligible for benefits under an HMOC Membership Certificate, which is defined herein. For purposes of this Agreement, Member includes participants in an employer's self-funded employee benefit Plan for which HMOC acts in some administrative capacity, as well as persons covered by other insurance Plans or entities with whom HMOC may have a contractual agreement to allow such persons to use the HMOC network of participating physicians or Consultant. M. "Membership Certificate" means a contract between HMOC and a group (employer) for the benefit an employee health Plan (including any conversion certificate issued to a Member of the group after termination of employment), between HMOC and the Federal Employee Health Benefits Program, or a contract issued by other Blue Cross and Blue Shield Plans and administered by HMOC, (including national accounts), whereby HMOC agrees to pay Consultant Provider a specified amount for Covered Services rendered to eligible Members in accordance with the terms of such contract. The contract may be wholly or partially underwritten by HMOC, or may be wholly or partially self-insured by the group. N. "Participating Hospital" means a hospital which has entered into a written agreement with HMOC to provide certain Covered Services to Members. O. "Participating Provider" means a health professional, institutional health care provider or any other entity that has entered into a written agreement with HMOC to provide certain Covered Services to Members, upon appropriate referral by the Member's Consultant Provider and/or HMOC. A non-Participating Provider is a provider who has not entered into such an agreement. CONSULTANT 01/2008 3 Weld County Department of Health and Envernment03/2012,akr P. "Plan" means: (1) HMOC; (2) an Affiliate as designated by HMOC; (3) any Blue Cross and Blue Shield Plan; and/or (4) a self-funded account which is administered in whole or in part by HMOC, an Affiliate or any Blue Cross and Blue Shield Plan. Q. "Primary Care Provider" means a duly licensed health care provider who has entered into a written agreement with HMOC to provide specified Covered Services to Members, and to coordinate and arrange for the provision of other health care services to Members who have selected him or her as their Primary Care Provider. R. "Physician Specialty Society" means a United States medical specialty society that represents diplomats certified by a board recognized by the American Board of Medical Specialties. T. "Provider Manual" means the policy and procedure manual prepared by HMOC, which may be amended solely at HMOC's option from time to time, setting forth the basic policies and procedures to be followed by Consultant Provider in carrying out the terms and conditions of this Agreement. The terms of this manual shall be part of this Agreement. U. "Quality Improvement/Management " means programs, processes and procedures which may include, without limitation, evaluation of the quality, effectiveness and efficiency of the use of health services (including but not limited to improved health outcomes), procedures and facilities on a prospective, concurrent or retrospective basis. A description of HMOC's Quality Improvement/Management is included in the Provider Manual. V. "Utilization Management" means programs, processes and procedures which may include, without limitation, evaluation of the necessity, appropriateness, and efficiency of the use of health services, procedures, and facilities on a prospective, concurrent, or retrospective basis. A description of HMOC's Utilization Management is included in the Provider Manual. ARTICLE II. OBLIGATIONS OF CONSULTANT PROVIDER A. Laws and Regulations. Consultant Provider shall abide by all applicable federal and state laws and regulations in effect during the term of this Agreement. B. Covered Services. Consultant Provider agrees to provide, within the scope of Consultants practice, Covered Services to Members. Authorization procedures are set forth in the Provider Manual. Consultant Provider shall provide to Members only those Authorized Covered Services. If Consultant Provider provides services beyond those authorized by the authorization, HMOC may not pay Consultant Provider for those services. The Consultant Provider agrees to provide Covered Services to Members in accordance with this Agreement and HMOC's Utilization Management and Quality Improvement programs, as more fully set forth in the Provider Manual. C. Non-Covered Services. In the event Consultant Provider recommends that a Member receive services, knowing that such services are not Covered Services, or provides services not authorized, Consultant Provider shall inform the Member prior to the provision of such services: (1) that the services recommended are not Covered Services, (2) that HMOC will not pay for or be liable for such services, and (3) that the Member will be financially liable to the Consultant Provider for such services. If Consultant Provider fails to provide the Member with the above information, then Consultant Provider may not CONSULTANT 01/2008 4 Weld County Department of Health and Envornment03/2012,akr collect payment from the Member, for any non-covered or unauthorized services performed by Consultant. D. Admissions. Any non-Emergency inpatient admission of, or use of an outpatient surgery facility by, a Member must be approved in advance by HMOC. The sole responsibility for obtaining any required pre-authorization rests with the provider, and not with the Member. However, this provision is not intended to relieve Member of any responsibility under the Membership Certificate. The procedures governing preauthorization, including the appropriate length of any hospital stay, are set forth in the Provider Manual. E. Authorization. 1. Except in a Medical Emergency, Consultant Provider agrees to obtain HMOC authorization in advance for all services requiring authorizations. Consultant must follow the required authorization procedures set forth in the Provider Manual. Authorizations are based on information available at the time requested and do not guarantee eligibility or payment. 2. In the event services required by a Member are not available from Consultant Providers, other providers may be utilized with the prior approval of HMOC, as described in the Provider Manual. F. Required Coverage . Consultant Provider shall make necessary and appropriate arrangements to ensure the availability of Covered Services to Members on a 24-hour-per-day, seven-day-per-week basis, which arrangements may include directing Members to contact 911 in the event of an emergency during the hours Consultant Provider's clinic is closed. Consultant Provider shall, if standard procedure in his or her area of practice, maintain weekly appointment hours which are sufficient and convenient to serve Members and shall maintain on-call service capability, to the extent standard procedure for Consultant Provider's other clinics, with other Participating Provider(s) to perform appropriate and cost effective evaluation and treatment of referred Members when Consultant Provider is unavailable. To the extent Consultant Provider does utilize other providers to provide covering arrangements, and that provider does not participate with HMOC, Consultant Provider shall guarantee that such provider shall cooperate with and accept the findings of HMOC's peer review procedures as they relate to services provided to Members and shall require covering provider to follow the administrative procedures described in the Provider Manual. Consultant Provider further guarantees that covering provider shall accept HMOC's reimbursement, as set forth in this Agreement, for Covered Services as payment in full except for Copayments. In addition, Consultant Provider shall assure that the covering provider shall comply with the provisions of paragraphs C., D., and I. of this Article II. Consultant Provider hereby agrees to indemnify and hold harmless Members and HMOC against any charges, except Cost Share Amounts, for Covered Services or charges in excess of HMOC's reimbursement for Covered Services rendered by providers who are covering on behalf of Consultant Provider. This indemnification does not include Covered Services provided to Members as a result of Member's utilization of the local 911 service. G. Cost Share Amounts. HMOC may require Members to pay Cost Shares for certain Covered Services. It is the responsibility of Members to pay such Cost Share amounts directly to the provider of service. Consultant Provider agrees to collect applicable Cost Share amounts from Members. CONSULTANT 01/2008 5 Weld County Department of Health and Envornment03/2012,akr H. Hold Harmless. Consultant hereby agrees that in no event, including, but not limited to nonpayment by Plan, Plan insolvency or breach of this Agreement, shall Consultant bill, charge, collect a deposit from, seek compensation, remuneration or reimbursement from, or have any other recourse against Member or persons other than Plan acting on their behalf for services provided pursuant to this Agreement. This provision shall not prohibit collection of Cost Shares in accordance with the terms of the applicable Membership Certificate or collection of payment for non-Covered Services. Consultant further agrees that (1) this provision shall survive the termination of this Agreement regardless of the cause giving rise to termination and shall be construed to be for the benefit of the Member, (2) this provision supersedes any oral or written contrary agreement now existing or hereafter entered into between Consultant and any Member or person acting on his behalf and (3) this provision is not intended to apply to services provided after this Agreement has been terminated. Any modification, addition, or deletion to the provisions of this paragraph shall become effective on a date no earlier than 30 days after the Commissioner of Insurance has received written notice of such proposed changes. 1. In the case of a Member whose Membership Certificate is not underwritten by HMOC or an Affiliate, Consultant's cause of action, if any, shall lie strictly with the Plan sponsor of said Member's Membership Certificate. 2. If a reduction in or denial of payment is imposed for failure of the Member to comply with Utilization Management as specified in the Member's Membership Certificate, Consultant agrees that HMOC and Plan are not responsible for the amount of such reduction or denial. However, Consultant may seek payment from the Member for such amount. If a reduction in or denial of payment is imposed for failure of Consultant Provider to comply with Plan's Utilization Management, as set forth in the Provider Manual, Consultant agrees that HMOC, Plan, and Member are not responsible for the amount of such reduction or denial. 3. Consultant may seek payment from the Member for health services which are not Covered Services in the Member's Membership Certificate. However, if the health services provided are not Covered Services because Plan has deemed such services to be not Medically Necessary, Consultant may seek payment from Member for such services: a) only if the Member has requested the health services to be provided notwithstanding Plan's determination related thereto; b) only if Consultant has provided to Member notice in writing, prior to the rendition of the services, of the approximate cost said Member will incur; and c) Member has agreed in writing to the rendition of the service after completion of (a) and (b) hereof. In such event, Consultant may bill the Member at its customary rate for such services. 4. This hold harmless Section shall survive termination of this Agreement with respect to health services rendered under this Agreement during the time this Agreement is in effect, regardless of the reason for termination, including insolvency of the Plan, and shall be for the benefit of Members. Records and Reports. 1. Consultant Provider shall maintain such records and provide, without charge, such medical, financial and administrative information to HMOC as may be necessary for compliance by HMOC with state and federal law, as well as for HMOC program management purposes. HMOC shall have access, at reasonable times upon CONSULTANT 01/2008 6 Weld County Department of Heath and Envornment03/2012,akr demand and reasonable notice, to the books, records, and papers of Consultant Provider relating to the health care services provided to Members, to the cost thereof, and to monies received by Consultant Provider from Members for Covered Services. HMOC shall also have the right to inspect Consultant Provider's facilities pursuant to HMOC's Utilization and Quality Management Program at reasonable times and on reasonable notice. For purposes of this provision, reasonable shall be a minimum of 72 hours advance notice. 2. Consultant Provider shall maintain a medical record for each Member in accordance with standards adopted by HMOC. Medical records of Members shall be treated as confidential so as to comply with all federal and state laws and regulations regarding the confidentiality of patient records. J. Provision of Services and Professional Requirements. 1. Consultant Provider shall accept as patients, without regard to health status or health care needs, those Members who have been referred by their Primary Care Provider. Consultant Provider agrees (a) not to differentiate or discriminate in the treatment of his patients or in the quality of services delivered to Members on the basis of race, color, sex, disability, handicap, sexual orientation, age, religion, national origin, ancestry, Vietnam-era veteran's status, place of residence, health status, need for health services or source of payment for services rendered, and (b) to observe, protect and promote the rights of Members as patients. All Covered Services required or provided hereunder shall be of good quality and shall meet the accepted standards of professional medical and surgical practices prevailing in the community at the time such services are rendered. 2. Consultant Provider warrants that s/he is the holder of valid licenses to practice medicine and prescribe medications in the State of Colorado, and agrees to notify HMOC immediately in the event that there is any restriction, suspension or other change in the status of either of such licenses. Consultant Provider warrants that s/he is certified/credentialed by an HMOC Participating Hospital to perform any specialty services Consultant renders to Members in an outpatient or inpatient setting, and must immediately notify HMOC of any change in such certification, credentialing, or other hospital privileges. K. Insurance. Consultant Provider shall procure and maintain such policies of general and professional liability (malpractice) insurance as shall be necessary to insure Consultant Provider and his or her employees against any Claim or Claims for damages arising by reason of personal injuries or death occasioned, directly or indirectly, in connection with the performance of any service by Consultant Provider. The amount and extent of such insurance coverage shall be subject to the approval of HMOC and shall not be less than $1,000,000 per incident and $3,000,000 in aggregate. Consultant Provider shall provide memorandum copies of such insurance coverage to HMOC upon request. Consultant shall also immediately notify HMOC of any policy cancellation or any changes in the coverage required by this paragraph. L. Administration. 1. Consultant Provider agrees to cooperate with HMOC and comply with all policies in all matters of administration. Consultant Provider agrees to abide by the terms of the Provider Manual, and to participate in and comply with Plan's Quality CONSULTANT 01/2008 7 Weld County Department of Health and Envernment03/2012,akr Improvement/Management and credentialing standards. Consultant Provider warrants that it currently meets Plan's credentialing standards as described in the Provider Manual and that it has all licenses required to provide health services in accordance with the applicable licensing provisions of the laws and regulations of the state in which it operates. Consultant Provider agrees to cooperate with HMOC in the development and implementation of action Plans arising under Quality Improvement/Management. 2. If Consultant Provider fails to follow the procedures set forth in the Provider Manual, HMOC may not cover the services rendered and the provisions of paragraph H. of this Article II shall apply. Failure to follow the procedures set forth in the Provider Manual may also result in termination of this Agreement. 3. Consultant Provider shall submit claims to HMOC on form CMS 1500 or its equivalent or in a HIPAA compliant electronic format. Claims shall be submitted within one hundred eighty (180) days of the date services are rendered for all services rendered to Members covered by HMO plans. Requests made by HMOC for additional information shall be completed and returned by Consultant Provider within thirty (30) days. For purposes of coordination of benefits, in the event HMOC is not the primary payor, Consultant Provider shall submit claim to HMOC not later than one hundred eighty (180) days following receipt by Consultant Provider of an explanation of benefits from the primary payor and other payors. If a claim is not received by HMOC within the above time periods such claims shall be deemed to be waived and shall not be the financial responsibility of Member or HMOC. 4. Consultant Provider agrees to participate in and cooperate with HMOC in developing and implementing innovative methods for delivering services that promote quality care and cost effectiveness. 5. Consultant Provider agrees to cooperate and participate in HMOC's complaint and grievance procedure, and to make a good faith effort to comply with the decisions of HMOC's Member complaint and grievance committee. If Consultant Provider determines that s/he cannot in good faith comply with a decision of this committee, Consultant Provider shall notify HMOC and HMOC shall make alternative arrangements for effectuating the decision. The Member complaint and grievance procedure is set forth in the Provider Manual. 6. If a Member persists in a course of conduct that interferes with the establishment and maintenance of a satisfactory Physician-patient relationship or the rendering of effective medical care, Consultant Provider shall follow the Member Non- Compliance/Disenrollment Policy described in the Provider Manual. Such a course of conduct, as well as non-payment of Cost Share amounts or charges for non- Covered Services or prior services, may be justifiable reasons for HMOC to initiate termination or transfer procedures against a Member in accordance with the terms of that policy. 7. Consultant Provider agrees that HMOC may use Consultant Provider's name, address, phone number, type of practice, and an indication of his willingness to accept additional Members in HMOC's roster of Participating Providers and other HMOC materials. 8. Consultant Provider may close office to new patients upon 60 days written notice to HMOC. The notice shall state the reason(s) for closing the office to new patients. CONSULTANT 01/2008 8 Weld County Department of Health and Envomment00/2013,akr "New Patients" shall mean patients who have not been seen by Consultant Provider in the 3 years prior to the date notice is provided to HMOC. Changing category of coverage or from one Person or Entity to another does not make a patient a new patient. A closed office cannot discriminate against health carriers. M. Coordination of Benefits and Subrogation. 1. Consultant Provider shall assist in establishing procedures for identification of Members (1) who have work-related injuries or illness, (2) who have other coverage which may be coordinated with HMOC coverage, or (3) who have been injured in an accident. Consultant Provider shall notify HMOC whenever Consultant has reason to believe a Member may be entitled to coverage under any other health benefit Plan and shall assist HMOC in obtaining information for the coordination of benefits when a Member holds such other coverage. 2. Consultant Provider agrees to notify HMOC of any facts that might give rise to HMOC subrogation rights based on third party liability, and to execute and provide documents that may reasonably be required or appropriate for the purpose of pursuing reimbursement or payment from other payors. 3. In no event will HMOC's payment obligation to Consultant exceed the compensation specified in Attachment A, and any calculation of such compensation shall include amounts payable from other coverage. N. Network Participation: Participation in all HMOC networks shall not be a condition of participation in any HMOC network. HMOC shall not require Consultant Provider to participate in a capitated fee arrangement in order to participate in a provider network in which Consultant Provider is compensated on a fee for service basis. HMOC shall not require Consultant Provider to participate in a Medicare Advantage or Medicaid network in order to participate in commercial provider networks. HMOC shall not require Consultant Provider to participate in all HMOC's commercial provider networks. O. Credentialinq Information. Consultant Provider agrees to cooperate with and provide information to HMOC, or its agent, for the purposes of credentialing him as part of the provider network as applicable. Consultant Provider shall also provide updates to that information at specified intervals for recredentialing purposes as applicable. Failure to submit the information or to meet either the initial credentialing or recredentialing criteria may, at HMOC's sole discretion, result in termination of this Agreement. P. Federal Health Care Contract Compliance. Consultant Provider warrants and represents that at the time of entering into this Agreement, as well as at any time while this Agreement is in force, neither it nor any of its employees, contractors, subcontractors or agents are ineligible persons identified on the General Services Administrations' List of Parties Excluded from Federal Programs (available through the Internet at http://epls.arnet.gov) and the HHS/OIG List of Excluded Individuals/Entities (available through the Internet at www.dhhs.gov/progorg/oig). In the event the Consultant Provider or any employees, subcontractors or agents thereof becomes an ineligible person after entering into this Agreement or otherwise fails to disclose its ineligible person status, the Consultant Provider has an obligation to (1) immediately notify the Company of the Consultant Provider's status as an ineligible person and (2) within ten days of Consultant Provider receiving such notice, Consultant Provider will remove such individual from responsibility for, or involvement with, the Consultant Provider's business operations related to the federal government healthcare contracts. HMOC shall have the right to immediately terminate this Agreement in the event CONSULTANT 01/2008 9 Weld County Department of Health and Envornment03/2012,akr it receives notification of the Consultant Provider's ineligible person status. Provider agrees to hold HMOC harmless from any and all costs, expenses, judgments, Claims and liability arising out of Consultant Provider's breach of this warranty provision with respect to Federal Health Care contract compliance. Q. Notice of Actions. Consultant Provider shall immediately send written notice to HMOC of any legal, governmental, or other action involving Consultant Provider which could materially impair the ability of Consultant Provider to carry out any of its duties and obligations under this Agreement, including, by way of example only, loss of insurance, Medicare/Medicaid or other regulatory sanctions, loss of license, etc. R. Notice of Use of Subcontractors. Consultant Provider shall use its best efforts to provide HMOC with thirty(30) days prior notice of any subcontractors with which Provider may contract to perform Provider's duties and obligations under this Agreement. Provider shall require such subcontractors to abide by the terms and conditions of this Agreement. Provider agrees that HMOC may contract directly with any Providers rather than relying on the subcontracting arrangements entered by Provider. S. Consultant Provider shall notify HMOC in writing within 20 days of any of the following events: 1. Change in ownership. 2. Change in business or billing address. 3. Commencement of any legal, governmental, or administrative action that might materially impair its ability to provide services to Members under the terms of this Agreement. ARTICLE III. OBLIGATIONS OF HMOC A. HMOC shall ensure that Plan provides a means of identifying Covered Person/Members either by issuing a paper or plastic identification document to the Covered Person/Member or by a telephonic, paper or electronic communication to Consultant Provider. This identification need not include all information necessary to determine Covered Person/Member's eligibility at the time a Health Service is rendered, but shall include information necessary to contact Plan to determine Covered Person/Members' eligibility and the applicable Health Benefit Plan. Consultant Provider acknowledges and agrees that possession of such identification document or ability to access eligibility information telephonically or electronically, in and of itself, does not qualify the holder thereof as a Covered Person/Member unless Consultant Provider has received verification of eligibility within two business days prior to providing a Covered Service, nor does the lack of an identification document mean that the person is not a Covered Person/Member. B. HMOC shall adhere to all applicable federal and state laws and regulations in effect during the term of this Agreement. C. HMOC shall review and authorize all hospital admissions. HMOC shall perform concurrent monitoring of hospitalized Members. D. For all Covered Services provided by Consultant Provider hereunder, HMOC shall pay to Consultant Provider the compensation set forth in Attachment A, less any applicable payments required of Member or other coverage. CONSULTANT 01/2008 10 Weld County Department of Health and EnvornmentO3/3012,akr E. Plan Payment Time Frames. HMOC, Plan or their designee and Consultant Provider shall comply with the requirements of the Colorado prompt payment legislation, as may be applicable, for payment of Clean Claims for Covered Services. In the event the Colorado prompt payment legislation is not applicable, HMOC shall require Plans or their designees to use best efforts to make payment or arrange for payment for all Clean Claims for Covered Services submitted by Consultant Provider within 90 days of receipt, exclusive of Claims that have been suspended due to the need to determine the extent of Plan's payment liability, if any, because of issues such as coordination of benefits, subrogation, eligibility for coverage, or medical necessity. F. Offsets, Payment Corrections and Right of Recovery. For claims subject to CRS 10-16-704 (4.5), as amended from time to time, HMOC may adjust such claims within twelve months from the date of the original explanation of benefits, which included the erroneous or duplicate payment. HMOC may retroactively adjust claims based on coordination of benefits with federally funded health plans, including Medicare, Medicaid or the Federal Employees Health Benefit Plan within three years of the date of service. HMOC shall not retroactively adjust claims based on eligibility if Consultant Provider received verification of eligibility within two business days prior to providing a Covered Service. Upon notice by Consultant Provider of an underpayment by HMOC to Consultant Provider, HMOC shall correct its error and pay Consultant Provider any amount due, provided such erroneous payment has been identified and notice of the error has been provided to HMOC within twelve months from the date of the original explanation of benefits which included the erroneous payment. For claims not subject to CRS 10-16-704 (4.5), as amended from time to time, HMOC may adjust such claims, provided such erroneous payment has been identified and notice of the error has been provided to Consultant Provider. Upon notice by Consultant Provider of an underpayment by HMOC to Consultant Provider, HMOC shall correct its error and pay Consultant Provider any amount due, provided such erroneous payment has been identified and notice of the error has been provided to HMOC within twelve months from the date of the original explanation of benefits which included the erroneous payment. Nothing in this Section shall be construed to limit Consultant Provider's rights pursuant to HMOC's procedures for provider-carrier dispute resolution. G. HMOC, at its sole cost and expense, may procure and maintain for the term of this Agreement such policies of comprehensive general liability, professional liability, and other insurance as necessary to insure HMOC, and its agents, servants and employees acting within the scope of their duties, against any Claim for damages arising in connection with the performance by HMOC of services pursuant to this Agreement. This provision does not in any way limit or waive Consultant liability for professional services rendered under this Agreement. H. Any data or information pertaining to the diagnosis, treatment, or health of any Member or applicant obtained from such person or from any Provider by HMOC shall be held in confidence and shall not be disclosed to any third person except in connection with utilization review or unless an appropriate release has been obtained or to the extent required or permitted by law, or as provided in HMOC's Membership Certificate. HMOC will comply with the notice requirements of C.R.S. 10-16-705(7) and related regulations, as amended from time to time. CONSULTANT 01/2008 I I Weld County Department of Health and Envornment00/2012,akr ARTICLE IV. UTILIZATION AND QUALITY MANAGEMENT PROGRAM A. The Utilization and Quality Management Program is established by HMOC and implemented by HMOC in conjunction with Consultant Providers to authorize and monitor the quality and utilization of Covered Services provided to Members and to ensure current credentialing of Consultant Providers. The Utilization Management and Quality Improvement Programs are described in the Provider Manual. B. HMOC, through its Utilization and Quality Management Program, shall review on a prospective, concurrent and/or retrospective basis the quality of care, appropriateness of care, level of care, and utilization of Covered Services provided to Members. Consultant Provider shall cooperate with HMOC in conducting utilization and quality management review, shall respond to inquiries from HMOC, and shall provide access to Members' medical records consistent with Article II, I., all within such reasonable time frames as may be established by HMOC. Failure to respond within a reasonable time frame may result in termination of this Agreement. C. Consultant Provider agrees to abide by the terms of the Provider Manual, and to participate in and comply with Plan's Quality Improvement/Management and credentialing standards. Consultant Provider warrants that it currently meets Plan's credentialing standards as described in the Provider Manual and that it has all licenses required to provide health services in accordance with the applicable licensing provisions of the laws and regulations of the state in which it operates. Consultant Provider agrees to cooperate with HMOC in the development and implementation of action Plans arising under Quality Improvement/Management. ARTICLE V. COMPENSATION A. Consultant Physician shall be compensated by HMOC as set forth in Attachment A. B. Consultant Provider shall accept the compensation provided under this Agreement as full and final compensation for Covered Services provided to Members. Consultant Provider shall collect any outstanding Cost Share amounts in accordance with the terms of the applicable Membership Certificate or collection of payment for non-Covered Services from the Member except as limited by the other provisions of this Agreement. Remaining balances shall be treated as Contractual Adjustments by Consultant Provider and shall not be billed to or collected from the Member ARTICLE VI. TERM AND TERMINATION A. The term of this Agreement shall commence on the date shown in the opening recitals and shall continue until terminated by either party as provided herein. B. This Agreement may be terminated by either party at any time upon giving a minimum of 90 days' advance written notice of termination to the other party. Termination shall be effective at the end of the calendar month in which the 90-days notice requirement expires, or at the end of any subsequent calendar month specified in the notice. This Agreement does not create any continuing economic or other expectational rights. CONSULTANT 01/2008 12 Weld County Department of Health and Envornment03/2012,akr C. This Agreement shall terminate automatically and immediately: (1) if either party commits any act or conduct for which its license(s), permit(s), or any governmental or board authorization(s) or approval(s) necessary for business operations are lost or voluntarily surrendered; (2) if either party makes any material misstatements or omissions on any documents which it submits to the other party; (3) if Consultant Provider fails to maintain the minimum standards of quality set forth in Quality Improvement/Management beyond the time parameters established in any corrective action/rehabilitation Plan set forth in Quality Improvement/Management; (4) if Consultant Provider fails to provide credentialing information that HMOC requires of all of its Providers in the region; (5) if HMOC receives notification of Consultant Provider 's ineligible person status; (6) if either party's liability insurance coverage as required by this Agreement lapses for any reason; or (7) upon notice by HMOC, if HMOC reasonably believes that Consultant Provider 's conduct or inaction jeopardizes the well-being of patients. Termination is effective upon receipt of the notice of termination sent in accord with paragraph H. Article VI. D. Termination With Cause/Default. If either party defaults in the performance of its obligations under this Agreement, then the non-defaulting party shall give the defaulting party written notice of the default. The defaulting party shall then have 15 days to cure any financial default, and 45-days to cure any other default to the satisfaction of the non-defaulting party. If the default is not cured within the required time, then the non-defaulting party shall give the defaulting party a final notice of termination and this Agreement shall terminate at the end of the calendar month in which such notice is given, or at the end of any subsequent calendar month if specified in the notice. E. Upon termination as described in paragraphs B., C., or D. above, the rights of each party hereunder shall terminate, provided, however, that such action shall not release Consultant Provider or HMOC from their obligations with respect to: 1. Payments and/or settlements accrued to either party prior to termination; 2. Consultant Provider's agreement not to seek compensation from Member for Covered Services provided prior to termination; and 3. Consultant Provider shall, upon termination of this Agreement for reasons other than the grounds set forth in the termination for default Section of this Agreement, continue to provide and be compensated for Covered Services to Members under the terms and conditions of this Agreement for 60 days after the effective date of such termination. If coverage is terminated for any reason other than nonpayment of premium, fraud, or abuse, Consultant Provider shall continue to provide and be compensated for Covered Services to Members under the terms and conditions of this Agreement until such Members are discharged from the hospital or any inpatient facility. For purposes of this Section, "discharge" shall mean the Member's physical release from the Hospital or in-patient facility. F. In the event this Agreement is terminated for any reason, HMOC shall have the right to offset against any monies owed to Consultant Provider by HMOC any or all sums owed by Consultant Provider to HMOC. Any sums that are owed to HMOC by Consultant Provider that are not satisfied by offset shall be paid by Consultant Provider within 60 days of the date Consultant Provider is notified, by invoice or otherwise, that such sums are owing. G. In the event of termination of this Agreement, Consultant Provider shall provide HMOC, to the extent authorized by Members who have been enrolled with Consultant Provider under CONSULTANT 01/2008 13 Weld County Department of Health and Envornment03/2012,akr HMOC, copies of information and records concerning such Members that HMOC may request or make such information and records available to HMOC for copying. Consultant Provider reserves the right to retain originals of such records and information. H. Any notice of termination shall be sent by facsimile or certified mail, postage prepaid: to HMOC at: HMO Colorado, Inc. Mail Stop CO0105-0568 700 Broadway Denver, Colorado 80273-0002 Attention: Provider Engagement & Contracting Fax: (303) 831-5833 and to Consultant Provider at: Weld County Department of Health and Environment 1555 N 17th Avenue Greeley CO 80631 HMOC agrees to notify Members affected by the termination of this Agreement prior to such termination, as required by applicable law. ARTICLE VII. AMENDMENTS, MODIFICATIONS AND MATERIAL CHANGES A. Amendments and Modifications. 1. Except as set forth below, no change or modification of this Agreement shall be valid or binding upon the parties hereto, nor shall any waiver of any term or condition be deemed a waiver of such term or condition in the future, unless such modification, change or waiver shall be in writing signed by the parties hereto. 2. HMOC may disclose a change or modification to the Agreement, without requiring a signed amendment, in order to conform to the requirements of statute, regulation, or interpretation by court or government agency having jurisdiction thereof 3. Except as stated above in subsection A.2. , this Agreement may be amended only in writing signed by both parties. Notwithstanding the foregoing, and not including any "Material Changes" as further described below, HMOC may amend the Provider Manual, claims adjudication logic (such as, but not limited to, bundling), Quality Improvement/Management or Utilization Management, by giving notice of such amendment to Consultant Provider at least forty-five (45) days in advance of the effective date of the amendment. If Consultant Provider decides not to accept the amendment, Consultant Provider shall provide, within thirty (30) days of Consultant Provider's receipt of such amendment, written notice of its objection to HMOC and such notice of objection shall constitute Consultant Provider's notice of termination under the Termination Without Cause Section of this Agreement. Prior to the effective date of such termination, the proposed amendment shall not go into effect as to Consultant Provider. Failure of Consultant Provider to object to an amendment in writing to HMOC within the time frames described herein shall constitute acceptance of the Amendment. CONSULTANT 01/2008 14 Weld County Department of Health and Envornment03/2012,akr B. Material Changes. HMOC reserves the right to amend its policies and procedures (incorporated by reference herein) by providing Consultant Provider with a written description of the material change at least ninety (90) days prior to the date that the material change becomes effective (the "Notice Period") on a form entitled "Notice of Material Change to Contract." The date that the HMOC sends the material change notice by U.S. mail shall be referred to as the "Notice Date," and it shall mark the beginning of the Notice Period. If the Consultant Provider does not object to this material change, in the manner described below, the material change will become effective at the end of the Notice Period. However, if Consultant Provider objects to the material change, Consultant Provider may terminate this Agreement rather than complying with the material change terms. If the health care provider objects in writing to the material change within fifteen days and there is no resolution of the objection either party may terminate the contract upon written notice of termination provided to the other party not later than sixty (60) days before the effective date of the material change. If Consultant Provider gives HMOC notice of Consultant Provider's intent to terminate the Agreement, as described above, HMOC has the right to notify Consultant Provider that HMOC will not implement the material change as to Consultant Provider. If HMOC chooses to exercise this option, its notice to Consultant Provider must be in writing and given within sixty (60) days of the Notice Date. If HMOC gives Consultant Provider this notice, then this Agreement will not terminate, and the material change will not be applied to Consultant Provider. C. Non Material Changes. If a change to the contract is administrative only and is not a material change, the change shall be effective upon at least fifteen (15) days' notice to the health care provider. All other notices shall be provided pursuant to the contract. ARTICLE VIII. MISCELLANEOUS PROVISIONS A. Dispute Resolution — Pursuant to 1 CCR 101-1 and except for the following: disputes related to claims of medical malpractice; disputes between Consultant Provider and Members; or, the Termination Without Cause Section of this Agreement, if any dispute arises out of or relates to this Agreement, Consultant Provider shall follow the applicable Provider Appeal procedure related to the subject matter of the dispute. In the event such appeal fails to resolve the dispute, Anthem BCBS and Consultant Provider shall meet to attempt to resolve the dispute. If such efforts are unsuccessful, the complaining party shall provide written notice to the other party describing the dispute within twenty (20) days of the meeting. If a party intends to litigate the dispute, such party shall notify the other party, in writing, of its intent to litigate at least thirty (30) days before filing a cause of action. The parties hereby consent to jurisdiction of the courts in the State of Colorado for injunctive, specific enforcement, or other relief. B. Independent Contractors. HMOC and Consultant Provider are separate and independent entities. The relationship between HMOC and Consultant Provider is purely contractual. CONSULTANT 01/2008 15 Weld County Department of Health and Envornment03/2012,akr Neither HMOC nor any employee thereof shall be deemed to be the agent, employee or other representative of Consultant Provider, nor shall Consultant Provider be deemed to be an agent, employee or other representative of HMOC. In the performance of this Agreement and in rendering medical services as provided herein, Consultant Provider shall at all times act as an independent contractor. C. Excuse of Non-Performance. Consultant Provider and HMOC shall be excused from performance under this Agreement if for any period either is prevented from performing any obligations pursuant hereto, in whole or in part, as a result of any act of God, war, civil disturbance, court order, third party labor dispute or other cause beyond its reasonable control, including shortages or fluctuations in electrical power, heat, light or air conditioning, and such non-performance shall not be a ground for termination or default. D. Notice. Any notice relating to this Agreement, other than notice of termination, shall be deemed sufficiently given and served for all purposes if and when sent by regular mail, postage prepaid, addressed to each party at their addresses of record. Any notice of termination shall be deemed given upon (1) mailing, certified mail, postage prepaid, to a party's address of record, or (2) two business days after properly completed facsimile transmission, provided such facsimile is also sent regular mail, postage prepaid, to a party's address of record. E. Successors, Assignment and Delegation of Duties. Except as provided herein, neither this Agreement nor any interest or obligation of any party herein shall be assigned without the written consent of all parties. HMOC is Affiliated with Rocky Mountain Hospital and Medical Service, Inc. d/b/a Anthem Blue Cross and Blue Shield. The parties hereby expressly agree that HMOC may, at its sole discretion, assign all of its rights, interests and obligations under this Agreement to any successor organization of HMOC or Anthem BCBS. This Agreement shall not create any right, or cause of action in, or on behalf of any person other than HMOC, its assignees, or Consultant Provider. HMOC shall provide thirty (30) days advance written notice of any assignment, and the assignment shall become effective thirty (30) days after such notice. F. Waiver. 1. Waiver of breach/violation: The waiver by either party of a breach or violation of any provision of this Agreement shall not be construed as a waiver of any subsequent breach thereof. 2. Waiver of Law: Contract shall not require as a condition of contracting that Health Care Provider waive of forego any right or benefit to which the Health Care Provider may be entitled. G. Paragraph Headings. The paragraph and section headings used in this Agreement are for reference only. They are not to be used by themselves for the purpose of interpreting provisions of the Agreement. H. Governing Law. The laws of the State of Colorado shall apply to any matter or dispute arising out of this Agreement. Entire Agreement. This Agreement, including the Provider Manual and all attachments hereto, contains all the terms and conditions agreed upon by the parties regarding the subject matter of this Agreement. This Agreement replaces and supersedes any prior Agreement between HMOC and Consultant Provider except with respect to any rights and obligations incurred there under which continue beyond the effective date of this CONSULTANT 01/2008 16 Weld County Department of Health and Envornment03/2012,akr Agreement. Consultant Provider agrees that by executing this Agreement, it waives the notice requirements for termination contained in any prior Agreement. Any prior agreements, promises, negotiations or representations of or between the parties, either oral or written, relating to the subject matter of this Agreement, which are not expressly set forth in this Agreement are null and void. The summary disclosure form is for informational purposes only, is not an attachment to this Agreement and does not constitute a term and condition of this Agreement, J. Non-Exclusivity. Nothing contained in this Agreement shall be construed to preclude either party from entering into reimbursement arrangements with parties outside this Agreement. K. Use of Names/Service Marks. HMOC may include Consultant Provider's name in lists or other notifications of Consultant Providers. Consultant Provider may identify itself as an HMOC Consultant Provider. Except as provided in this paragraph, neither HMOC nor Consultant Provider shall use the other party's name, symbols, trademarks or service marks in promotional material or otherwise without the prior written consent of the other party. L. Association Service Mark. Consultant Provider acknowledges that this Agreement constitutes an agreement between Consultant Provider and HMOC, that HMOC is an independent corporation operating under a license with the Blue Cross and Blue Shield Association, an association of independent Blue Cross and Blue Shield Plans (the Association) permitting HMOC to use the Blue Cross and Blue Shield Service Mark in Colorado. HMOC is not entering into this Agreement as the agent of the Association. Consultant Provider further acknowledges and agrees that Consultant has not entered into this Agreement based upon representations by any person other than HMOC and that no person, entity, or organization other than HMOC or its assignee shall be held accountable or liable to Consultant for any of HMOC's obligations created under this Agreement. This provision shall not create any additional obligations whatsoever on the part of HMOC or its assignee, other than those obligations created under other provisions of this Agreement. M. Medical Care Decisions. Notwithstanding any other Section in this Agreement and regardless of any benefit or coverage exclusions or limitations associated with a Membership Certificate, Consultant Provider shall not be prohibited from discussing fully with Members any issues related to the Member's health including recommended treatments, treatment alternatives, treatment risks and the consequences of any benefit coverage or payment decisions made by Plan or any other person. Consultant Provider is encouraged to, in good faith, express disagreement it has with an HMOC decision regarding a Membership Certificate decision, whether such disagreement is communicated to HMOC, to a Member, to a regulator or to a law enforcement agency. Nothing in this Agreement shall prohibit the Consultant Provider from disclosing to the Member the general methodology by which Consultant Provider is compensated under this Agreement. Plan shall not refuse to allow or to continue the participation of any otherwise eligible Provider, or refuse to compensate Consultant Provider in connection with services rendered solely because Consultant Provider has in good faith communicated with one or more of its current, former or prospective patients regarding the provisions, terms or requirements of a Membership Certificate as they relate to the health needs of such patient. FURTHERMORE, Consultant Provider shall not be prohibited from protesting or expressing disagreement with a medical decision, medical policy or medical practice of Plan or an entity representing or working for Plan (e.g., a utilization review company). Plan or an entity representing or CONSULTANT 01/2008 17 Weld County Department of Health and EnvornmentO3/2012,akr working for Plan shall not be prohibited from protesting or expressing disagreement with a medical decision, medical policy, or medical practice of Consultant Provider. Plan shall not terminate this Agreement because Consultant Provider expresses disagreement with a decision by Plan or an entity representing Plan to deny or limit benefits to a Member or because Consultant Provider assists a Member to seek reconsideration of Plan's decision, or because Consultant Provider discusses with a current, former or prospective Member any aspect of Member's medical condition, any proposed treatments or treatment alternatives, whether covered by Plan or not, policy provisions of the Plan, or Consultant Provider's recommendation regarding selection of a health Plan based on the Consultant Provider's personal knowledge of the health needs of such Member. N. Health Insurance Portability and Accountability Act of 1996, P.L. 104-191 (HIPAA) Compliance. At such time as the Health Insurance Portability and Accountability Act of 1996 (HIPAA) becomes effective, both parties agree to comply with HIPAA as it pertains to performance of their respective obligations hereunder. O. Contracting Party. If Consultant Provider is a partnership, corporation, or any other entity other than an individual professional provider, all references herein to "Consultant Provider" shall also mean and refer to each provider of such entity individually who has applied for and been accepted by Plan for such purposes. P. Survival of Terms. A term for compensation/payment shall not survive termination of a contract, except for a state continuation requirement or by agreement. Q. Disclosure to Third Parties. A contract shall not preclude its use or disclosure to a third party for the party for the purpose of enforcement or by the law. All confidentiality agreements shall apply to third party. R. Confidentiality. The parties acknowledge that as a result of this Agreement, each may have access to certain trade secrets and other confidential and proprietary information of the other. Each party shall hold such trade secrets and other confidential and proprietary information, including the terms and conditions of this Agreement, in confidence and shall not disclose such information, either by publication or otherwise, to any person without the prior written consent of the other party except as may be required by law and except as may be required to fulfill the rights and obligations set forth in this Agreement. With respect to HMOC, such confidential and proprietary information shall include, without limitation, the Attachments/Exhibits. HMOC and Consultant Provider on behalf of itself an its providers affirm a positive duty to maintain the confidentiality of the financial terms of this Agreement, except where disclosures is required by law, necessary or appropriate in connection with any audit of HMOC by or on behalf of any group obtaining services through HMOC or necessary to administer this Agreement, or Consultant Providers' attorneys, accountants, actuaries or agents, or where all parties consent to such disclosures. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by the following authorized officers. CONSULTANT PROVIDER HMO COLORA , C. BY: BY: Signature Signature CONSULTANT 01/2008 I S Weld County Department of Health and Envornmen'0LZ012,ekr PRINTED Sean P. Conway PRINTED: Janet Poaar TITLE: Chair, Board of Weld TITLE: R.V.P., Provider Enaaaement & County Commissioners Contracting ++ DATE: AUG 1 5 Z012 DATE: 10 f(b TAX ID# 846000813 CONSULTANT 01!2008 19 Weld County Department of Health and Enyomment0312012,akr HMO COLORADO, INC. CONSULTANT PROVIDER AGREEMENT LIST OF ATTACHMENTS ATTACHMENT Compensation Schedule A Consultant Providers B CONSULTANT 01/2008 20 Weld County Department of Health and Envornment03/2012,akr HMO COLORADO, INC. CONSULTANT PROVIDER AGREEMENT ATTACHMENT A COMPENSATION SCHEDULE Payment to Consultant Provider is based on fee-for-service reimbursement. HMOC shall reimburse Consultant Provider the lesser of billed charges or 115% of the current Medicare fee schedule HMOC has implemented for Covered Services. Payment by HMOC will be net of any applicable Member Cost Share requirements. Immunizations are paid 100% of AWP (Average Wholesale Price). Therapy Codes (97001-97799) shall be reimbursed the lesser of billed charges or an all inclusive rate of$70.00 per visit. Except for codes 97597-97606 which are paid at your contracted rate. Unlisted Therapeutic Procedure 97139 will be reimbursed at a flat fee of$5.00, unless it is billed with another therapy service, in which case it will be included in the $70.00 per visit. Lab codes as indicated in the Provider Manual are reimbursed at lesser of billed charges or at 100% of the Medicare fee schedule. HMOC will allow any lab procedures performed in-office that are not indicated on this list at 42% of the Medicare fee schedule. Radiology codes are reimbursed at the lesser of billed charges or your contracted rates. Medicare reimburses certain radiology codes using a flat fee. For those codes, HMOC will follow Medicare and reimburse using a flat fee. High-end outpatient diagnostic imaging performed in-office (to include but not be limited to MRI, MRA, PET Scan, CT/CAT, and related services and supplies) will not be allowed unless specifically outline in your contract. Sleep Studies (in-office) not specifically outlined in your contract will not be allowed. Sleep Studies billed with a modifier 26 will be reimbursed according to your contracted rates. HCPCS codes for DME and supplies are paid at 80% of the Medicare fee schedule. \Allergy Immunotherapy: CPT code 95165 is paid at 100% of the Medicare fee schedule Non-Invasive Vascular Diagnostic Studies: CPT Codes 93875 — 93990 are paid at 100% of the Medicare fee schedule Allergy Testing: CPT Codes 95004 -95075 are paid at 100% of the Medicare fee schedule. Nerve Conduction Tests: CPT Codes 95900 - 95904 are paid at 100% of the Medicare fee schedule. Health and Behavior Assessment: CPT Codes 96150 — 96155 are paid at 100% of the Medicare fee schedule. Determination of Refractive State: CPT Code 92015 is reimbursed at flat fee of$20.00. Compensation shall be made according to HMOC's medical/reimbursement policies for Covered Services, including, but not limited to, policies regarding multiple surgical procedures, surgical CONSULTANT 01/2008 21 Weld County Department of Health and Envornment0012012,akr assistance, global surgical services, coding and unbundling, and other billing and reimbursement I practices. HMO COLORADO, INC. CONSULTANT PROVIDER AGREEMENT ATTACHMENT B CONSULTANT PROVIDERS Weld County Department of Health and Environment Tax I.D. #'s - 846000813 CONSULTANT 01/2008 22 Weld County Department of Health and Envornment03/2012,akr Hello