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Home My WebLink About20181095.tiffRESOLUTION RE: APPROVE AGREEMENT FOR ANCILLARY SERVICES AND AUTHORIZE CHAIR TO SIGN - CIGNA HEALTHCARE OF 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 WHE TEAS, the Board has been presented with an Agreement for Ancillary Services 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 Cigna HealthCare of Colorado, Inc., commencing April 1, 2018, with further 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 Agreement for Ancillary Services 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 Cigna HealthCcare of 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 4th day of April, A.D., 20iF), nunc pro tunc April 1, 2018. ATTEST: Weld County Clerk to the Board BY: nieci Deputy Clerk to the Z o APPR©VE A CoLa Attorney Mike Freeman Date of signature: aq--/,��18 44 BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO "12', Ste e Moreno, Chair can P. Conway CUSED lie A. Cozad P ro-Te m 4 CC.'. kALC,T C I 3O11 2018-1095 H L0050 Ceni-ro\,O ►b 44. ►-1 LI I Memorandum TO: Steve Moreno, Chair Board of County Commissioners FROM: Mark E. Wallace, MD, MPH Executive Director Department of Public Health & Environment DATE: March 27, 2018 SUBJECT: CIGNA Healthcare of Colorado, Inc. Ancillary Services Agreement For the Board's approval is an Ancillary Services Agreement ("Agreement") between Cigna Healthcare of Colorado, Inc. ("Cigna") and the Weld County Department of Public Health and Environment ("WCDPHE"). This contract was originally presented to and approved by the Board on July 10, 2017. However, the contract was misplaced by Cigna and after months of follow-up with them, Cigna found the contract in February of this year and determined that it was out-of- date and asked us to re -execute the original agreement. The invitation from Cigna to become a participating provider came from Cigna employer and customer feedback, expressing a need to have coverage for services we provide. We are committed to improving the health and well-being of patients who may experience health disparities that result from a variety of factors, including geographic availability, communication barriers, and cultural differences. We have been contracted with Blue Cross Blue Shield since November 1, 2012, primarily for immunizations. It has reduced the costs incurred by the county to keep our Weld county citizens immunized. This agreement will allow WCDPHE to receive payment from Cigna for the provision of covered services received by their members. Reimbursement for all covered services provided by the WCDPHE is made by Cigna on a fee -for -service basis. This is not for new services, but services that we have historically provided for immunizations and family planning, and that are listed on our fee schedule that is approved annually by the Board. This agreement shall commence on April 1, 2018, or upon signature by both parties. This contract amendment was approved for placement of the Board's agenda via pass -around dated March 21, 2018. I recommend approval of this Ancillary Services Agreement with Cigna Healthcare of Colorado, Inc. 2018-1095 1.4LCO5O Kip Ancillary Services Agreement This Ancillary Services Agreement ("Agreement") is between Cigna HealthCare of Colorado, Inc. ("Cigna") and Weld County Department ot Public Health and Environment ("Provider") and is effective upon Cigna's execution and implementation of the Agreement into its administrative systems. Provider will be notified of the Effextive Date via Cigna's return of the signed contract to Provider, and will he indicated in the space below. Effective Date: April 1, 2018 SECTION 1. DEFINITIONS 1.1 Administrative Guidelines means the rules, policies and procedures adopted by Cigna or a Payer to be followed by Provider in providing services and doing business with Cigna and Payers under this Agreement. 1.2 Benefit Plan means a certificate of coverage, summary plan description or other document or agreement which specifies the health care services to be provided or reimbursed for the benefit of a Participant. 1.3 Cigna Affiliate means any subsidiary or affiliate of Cigna Corporation. 1.4 Coinsurance means a payment that is the financial responsibility of the Participant under a Benefit Plan for Covered Services that is calculated as a percentage of the contracted reimbursement rate for such services or, if reimbursement is on a basis other than a fee -for -service amount, as a percentage of a Cigna determined fee schedule or as a Cigna determined percentage of actual charges. 1.5 Coraymen t means a payment that is the financial responsibility of the Participant under a Benefit Plan for Covered Services that is calculated as a fixed dollar amount. 1.6 Covered Services means those health care services for which a Participant is entitled to receive coverage under the terms and conditions of the Participant's Benefit Plan. 1.7 Deductible means a payment (or Covered Services calculated as a fixed dollar amount that is the financial responsibility of the Participant under a Benefit Plan prior to qualifying for reimbursement for subsequent health care costs under the terms of a Benefit Plan. 1.8 Medically Necessary/Medical NIA: essay ANC2017MCA.US Page 1 of 18 Version: 1 llt/dl/2017 2Zo/f !o General Page 2 means services and supplies that satisfy the Medical Necessity re .luiremcnts under the applicable Benefit Plan. No service is a Covered Service unless it is Medically Necessary. 1.9 Participant means any individual, or eligible dependent of such individual, whether referred to as "Insured", "Subscriber", Member", "Participant", "Enrollee", "Dependent", or similar designation, who is eligible and enrolled to receive Covered Services. 1.10 Participating Provider means a hospital, physician or group of physicians, or any other health care practitioner or entity that has a direct or indirect contractual arrangement with Cigna to provide Covered Services with regard to the Benefit Plan covering the Participant. Pavor means the person or entity obligated to a Participant to provide reimbursement for Covered Services under the Participant's Benefit Plan and which Cigna has agreed may access services under this Agreement. 1.12 Quality Management means the program described in the Administrative Guidelines relating to the quality of Covered Services provided to Participants. 1.13 Utilization Management means a process to review and determine whether certain health care services provided or to he provided are Medically Necessary and in accordance with the Administrative Guidelines. SECTION 2. DUTIES OF PROVIDER 2.1 Provider Services. Provider shall provide Covered Services to Participants upon the terms and conditions set forth in this Agreement and the Administrative Guidelines. All services provided by Provider within the scope of Provider's practice or license must he provided on a participating basis. Regardless of Provider's physical location, all aspects of Provider's practice are participating under the terms of this Agreement unless Covered Services are provided under the terms of another applicable Cigna participation agreement. 2.2 Standards. Provider shall provide Covered Services with the same standard of care, skill and diligence customarily used by similar providers in the community, the requirements of applicable law, and the standards of applicable accreditation organizations. Provider shall provide Covered Services to all Participants in the same manner, under the same standards, and with the same time availability as offered to other patients. Provider shall not differentiate or discriminate in the treatment of any Participant because of race, color, national origin, ancestry, religion, sex, marital status, sexual orientation, age, health status, veteran's status, handicap or source of payment. Provider shall ANC2017MCA.US Page 2 of I S Version: 1 10/01/ 2111 7 General Page 3 assure that all health care providers who perform any of the services for which Provider is responsible under this Agreement maintain all necessary licenses or certifications required by state and federal law. Provider shall immediately restrict, suspend, or terminate any such health care provider from providing services to Participants under this Agreement if such provider ceases to meet the licensing/certification requirements or other professional standards described in this Agreement. 2.3 Insurance/Application for Participation Information. Provider shall maintain general and professional liability coverage in a form and amount acceptable to Cigna, give Cigna evidence of such coverage upon request and provide Cigna with immediate written notice of a ma modification or termination of such insurance. Provider shall also notify Cigna in writing within alt days of any material change in the information contained in Provider's application for participation with Cigna. 2.4 Administrative Guidelines. Provider shall comply with the Administrative Guidelines. Some or all Administrative Guidelines may he communicated in the form of a provider reference manual, in other written materials distributed by Cigna to Provider and/or at a website identified by Cigna. Administrative Guidelines may change from time to time. Cigna will give Provider advance notice of material changes to Administrative Guidelines. 2.5 Quality Management. Provider shall comply with the requirements of and participate in Quality Management as specified in the Administrative Guidelines. 2.6 Utilization Management. Provider shall comply with the requirements of and participate in Utilization Management as specified in this Agreement and the Administrative Guidelines. Payment may be denied for failure to comply with such Utilization Management requirements, and Provider shall not bill the Participant for any such denied payment. Cigna's Utilization Management requirements include, hut are not limited to, the following: a) precertification must he secured from Cigna or its designee for those services and procedures for which it is required as specified in the Administrative Guidelines; h) Provider must provide Cigna or Cigna's designee with all of the information requested by Cigna or its designee to make its Utilization Management determinations within the timelines specified by Cigna or its designee in such request; and c) Provider will refer Participants to and/or use Participating Providers for the provision of Covered S rviees except in the case of an emergency or as otherwise required by law. It Provider inappropriately refers a Participant to a non -Participating Provider in a non -emergency situation without the Participant's express written onsent, and thereby cause the Participant to bevome responsible, for the charges of the non -Participating Provider, or to incur more charges than if such are had been received from a Participating Provider, Cigna or a Cigna Affiliate may, in its sole discretion, satisfy the obligation to the non -Participating Provider for such services. if this occurs, Cigna or a Cigna Affiliate may offset the amount paid to such non- ANC2017:MCA.US Page3of18 Versio: 1 III/W/2017 General Page 4 Partie ipating Provider for sue h services against future compensation payable to Provider. 2.7 Records. Provider shall maintain medical records and documents relating to Participants as may he required by applicable law and for the period of time required by law. Medical records of Participants and any other records containing individually identifiable information relating to Participants will he regarded as confidential, and Provider and Cigna shall e,naply with applicable federal and stale law regarding such rot ords. Provider will obtain Participants' consent to or authorization for the disclosure of private and medical record information for any disclosures required under this Agreement if required by law. Upon request, Provider will provide Cigna with a copy of Participants' medical records and other re irds maintained by Provider - relating to Participants. These records shall he provided to Cigna at no charge and within the timeframes requested by Cigna and will also he made available during normal business hours for inspection by Cigna, Cigna's designee, accreditation organizations, or to any governmental agency that requires access to these records. This provision survives the termination of this Agreement. 2.8 Cooperation with Cigna and Cigna Affiliates. Provider shall cooperate with Cigna in the implementation of Cigna's Participant appeal procedure. Provider shall also cooperate with Cigna and Cigna Affiliates in implementing those policies and programs as may be reasonably requested by Cigna or a Cigna Affiliate for purposes of Cigna's or the Cigna Affiliate's business operations or required by Cigna or a Cigna Affiliate to comply with applicable law or accreditation requirements. SECTION 3. DUTIES OF CIGNA 3.1 Payors, Benefit Plan Types, Notice of Changes to Benefit Plan Types. Cigna may allow Payors to access Provider's services under this Agreement for the following Benefit Plan types: a) Benefit Plans where Participants are offered a network of Participating Providers and are required or given the option to select a Primary Care Physician; h) Benefit Plans where Participants are offered a network of Participating Providers and are not required or given the option to select a Primary Care Physician; and c) Benefit Plans where Participants are not offered a network of Participating Providers from which they may receive Covered Services. Benefit Plans may include workers' compensation plans. Cigna will give Provider advance notice if Cigna changes this list of Benefit Plan types for which Payers may access Provider's services under this Agreement. 1.2 Benefit information. Cigna will give Provider access to benefit information eonceming, the type, scope and duration of benefits to which a Participant is entitled as specified in the Administrative Guidelines. 3.3 Participant and Participating Provider identification. ANC2017MCA.US Page 4 of lh Version: 1 10/01/2017 General Page 5 Cigna will establish a system of Participant identification and will identify Participating Providers to those Payers and Participants who are offered a network of Participating Providers. However, Cigna makes no representations or guarantees concerning the number of Participants that will be referred to Provider as a result of this Agreement and reserves the right to direct Participants to selected Participating Providers and/or influence a Participant's choice of Participating Provider. SECTION 4. COMPENSATION 4.1 Payments. Payments for Covered Services will be the lesser of the billed charge or the applicable fee under Exhibit A, subject to the Administrative Guidelines and minus any applicable Copayments, Coinsurance and Deductibles. The rates in this Agreement will he payment in full for all services furnished to Participants under this Agreement. Provider shall look solely to Payer for payment for Covered Services except for Copavmenis, Coinsurance and Deductibles. Provider shall submit claims for Covered Services at the location identified by Cigna and in the manner and format specified in this Agreement and the Administrative Guidelines. Claims for Covered Services must he submitted within 90 days of the date of service or, if Payer is the secondary payer, within 90 days of the date of the explanation of payment from the primary payer. Claims received after this 911 day period may he denied except as provided in the Administrative Guidelines, and Provider shall not hill Cigna, the Payer or the Participant for those denied services. Amounts due and owing under this Agreement with respect to complete claims for Covered Services will be payable within the timeframes required by applicable law. 4.2 Underpayments. If Provider believes a Covered Service has been underpaid, Provider must submit a written request for an appeal or adjustment with Cigna or its designee within 180 days from the date of Payer's payment or explanation of payment. The request must he submitted in accordance with the dispute resolution process set out in the Administrative Guidelines. Requests for appeals or adjustments submitted after this date may he denied for payment, and Provider will not be permitted to bill Cigna, the Payer or the Participant for those services. 4.3 Copayments, Coinsurance and Deductibles. Provider may charge Participants applicable Copayments, Coinsurance and Deductibles in accordance with the pros ess set out in the Administrative Guidelines. 4.4 Limitations on Billing Participants. Provider agrees that in no event, including hut not limited to nonpayment by Payer, Payer's insolvency or breach of this Agreement shall Provider bill, charge, collect a deposit from, seek compensation, remuneration or reimbursement from, or have any recourse against Participants or persons other than the applicable Paver for Covered Services or for any amounts denied or not paid under this Agreement due to Provider's failure to comply with the requirements of Cigna's or its designee's Utilization Management Program or other Administrative Guidelines, or failure to file ANC2017MCA.US Page 5 of 18 Version: 1 10/01/2017 General Page 6 a timely claim or appeal. This provision does not prohibit collection of any applicable Copayments, Coinsurance and Deductibles. This provision survives termination of this Agreement, is intended to be for the benefit of Participants, and supersedes any oral or written agreement to the contrary now existing or hereafter entered into between Provider and a Participant or persons acting on the Participant's behalf. Modifications to this section will become effective no earlier than the date permitted by applicable law. 4.5 Billing Patients Who Cease To Be Participants. Provider may hill a patient directly for any services provided following the date that patient ceases to be a Participant, and Payer has no obligation to pay for services for such patients. 4.6 Participant Incentives Prohibited. Provider shall not directly or indirectly establish, arrange, entourage, participate in or offer any Participant incentive. (A) Participant Incentive means any arrangement by Provider: (1) to reduce or satisfy a Participant's cost -sharing obligations (including, but not limited to Copayments, Deductible and/or Coinsurance); (2) to pay on behalf of or reimburse a Participant for any portion of the Participant's costs for coverage under a policy or plan insured or administered by Cigna or a Cigna Affiliate; (3) that provides a Participant with any form of material, financial incentive (other than the reimbursement terms under this Agreement), to receive Covered Services from Provider or its affiliates. (B) In the event of non-compliance with this provision: G) Cigna may terminate this Agreement, such non-compliance being a "material breath" of this Agreement; (2) Provider shall not he entitled to reimbursement under this Agreement with respect to Covered Services provided to a Participant in connection with a Participant Incentive, and; (3) Cigna may take such other action appropriate to enforce this provision. 4.7 Non -Medically Net essary Services. Provider shall not charge a Participant for a service that is not Medi(all Necessary unless, in achvante of providing the servic e, Provider has notified the Partit ipant that the particular service will not he covered and the Participant acknowledges in writing that he or she will he responsible for payment for such servit e, 4.8 Reimbursement of Amounts Collected In Error, If Provider collects payment from a Participant when not permitted to collet t under either this Agreement or the Administrative Guidelines, Provider must repay the amount within 2 weeks of a request from Cigna or the Participant or of the date Provider has knowledge of the error. If Provider fails to make the repayments, then Cigna may (hut is not obligated to) reimburse the Partitipant the amount inappropriately paid and then withhold this amount from future payments. ANC2l) 17MCA.US Page ('of IS Version: I 10/ 01/ 2017 General Page 7 4.9 Overpayments. Provider shall refund to Cigna any excess payment made by a Payor to Provider if Provider is for any reason overpaid for health care services or supplies. Cigna may, at its option, deduct the excess payment from other amounts payable, and Provider will he notified of any such deduction as specified in the Administrative Guidelines. 4.111 Audits. Upon reasonable notice and during regular business hours, Cigna or its designee will have the right to review and make copies of all records maintained by Provider with respect to all payments received by Provider from all sources for Covered Services provided to Participants. Cigna or its designee will have the right to conduct audits of such records and may audit its own records to determine if amounts have been properly paid under this Agreement. Any amounts determined to he due and owing as a result of such audits must he promptly paid or, at the option of the party to whom. such amounts are owed, offset against amounts due and owing by such party hereunder. This provision survives the termination of this Agreement. 4.11 Coordination of Benefits. Certain claims for Covered Services are claims for which another payor may he primarily responsible under coordination of benefit (COB) rules. Provider may pursue those claims in accordance with the process set out in the Administrative Guidelines. Cigna's payment as secondary payor (non -Medicare). Cigna's payment when added to the amount payable from other sources under the applicable COB rules, will he no greater than the payment for Covered Services under the Cigna provider agreement, and is subject to the terms and conditions of the Participant's health benefit plan and applicable state and federal law, Use of applicable COB provisions may result in a payment from Cigna that, when added to the amount payable from other sources, is less than lt)ll percent of the payment for Covered. Services under the Cigna provider agreement. Payment may, however, be in a lesser amount as determined by the terms of the participant's benefit plan. Medicare* is the primary payor. When the Cigna plan is the set ondary payor to Medicare, Provider and Cigna are required to follow Medic are billing rules. Payment will be made in accordance with all applicable:' Medicare requirements, including but not limited to Medicare COB rules. The Medicare COB rules require Cigna's financial responsibility as the secondary payor to he limited to the Participant's financial liability (i.e., the applicable Medicare copayment, coinsurance, and/or deductible) after apphe at on of the Medicare -approved amount. The Medicare payment plus the Participant liability (applicable Medicare copayment, coinsurance, and/or deductible) amounts constitute payment in full, and Provider is prohibited from collet. ting any monies in excess of this amount. 4.12 Applicability of the Rates. The rates in this Agreement apply to all services provided to Participants in the Benefit Plan types covered by this Agreement, including services covered under a Participant's in or out -of -network benefits, and whether the Payor or Participant is ANC2t1'I7MCA.US Page 7 of 18 Version: 1 l0/01/2017 General Page 8 financially responsible for payment. 4.1,3 Excluded Services. This Agreement excludes services that Cigna has elected to obtain under an arrangement between Cigna or a Cigna Affiliate and a national or regional vendor or provider or a apitated provider, except as otherwise agreed by Cigna. Provider will not he reimbursed and will not bill Participants for any such excluded services. If Cigna notifies Provider that it no longer chooses to exclude a particular service from this Agreement, that service will no longer he excluded and those services will he reimbursed as specified in Exhibit A . 4.14 Provider Facilities. This Agreement shall specifically exclude those serve es rendered at Provider facilities other than those facilities agreed upon and utilized as of the Effective Date unless otherwise agreed in writing by Cigna. SECTION 5. TERM AND TERMINATION 5.1 Term of This Agreement. This Agreement begins on the Effective Date and continues from year to year unless terminated as set forth below. 5.2 How This Agreement Can Be Terminated. Either Provider or Cigna can terminate this Agreement at any time by providing at least tit) days advance written notice. Either Provider or Cigna can terminate this Agreement immediately if the other becomes insolvent. Cigna can terminate this Agreement immediately (or upon such longer notice required by applicable law, if any) if Provider no longer maintains the licenses required to perform its duties under this Agreement, Provider is disciplined by any licensing, regulatory, accreditation organization, or any other professional organization with jurisdiction over Provider, or if Provider no longer satisfies Cigna's credentialing requirements. Upon termination of this Agreement for any reason, the rights of each party terminate, except as provided in this Agreement. Termination will not release Provider or Cigna from obligations under this Agreement prior to the effective date of termination. 5.3 Services Upon Termination. if this Agreement is terminated without cause, Provider shall continue to provide Covered Services for those Participants suffering from a chronic t ondition requiring continuity of are for whom an alternative means of receiving necessary care was not arranged at the time of such termination. Provider shall rtrntinue to provide Covered Services to such Participants so long as the Participant retains eligibility under a Benefit Plan, until the earlier of completion of such services or the assumption of treatment by another provider. Payment for Covered Services provided to any such Parlit ipant after termination of this Agreement shall he in aecordanie with the terms of the Partitipant's Benefit Plan. If, after termination of this Agreement, Provider determines that Cigna has not used due diligence to arrange for alternative are, ANC2(117),1CA.US Page 8 of 18 Version: 1 10/111/2(117 General Page 9 Provider may terminate the provider -patient relationship. Provider has no obligation under this Agreement to provide services to individuals who cease to he Participants. SECTION 6. GENERAL PROVISIONS Confidentiality. As a result of this Agreement, Provider may have access to certain of Cigna's confidential and proprietary information. Provider shall hold such information, including the terms of this Agreement, in confidence and will not use or disclose such information to any person without the prior written consent of Cigna except as may be rtNuired by law. This provision does not prohibit communications necessary or appropriate for the delivery of health are servie es, communications about coverage and coverage appeal rights or any other communications specifically protected under applicable law. This provision survives the termination of this Agreement. 6.2 Independent Parties. Provider is an independent contractor. Cigna and Provider do not have an employer - employee, principal -agent, partnership, or similar relationship. Nothing in this Agreement, including Provider's participation in care collaboration, population management, pay for performance, Quality Management, Utilization Management, and other similar programs, nor any coverage determination made by Cigna or a Payor, is intended to interfere with or affect Provider's independent judgment in. providing health care services to its patients. Nothing in the Agreement is intended to create any right for Cigna or any other party to intervene in or influence your medical decision -making regarding any Participant. 6.3 Indemnification. Each party agrees to indemnify, defend and hold harmless the other, its agents and. employees from and against any and all liability or expense, including defense costs and legal fees, incurred in connection with third party claims for damages of any nature, including but not limited to bodily injury, death, personal injury, property damage, or other damages arising from the performance of or failure to perform, its obligations under this Agreement, unless it is determined that the liability was the direct consequence of negligence or willful misconduct on the part of the other party, its agents or employers. This provision shall survive the termination of this Agreement. 6.4 Internal Dispute Resolution. Disputes that might arise between the parties regarding the performance or interpretation of the Agreement must first be resolved through the applicable internal dispute resolution process outlined in the Administrative Guidelines. In the event the dispute is not resolved through that pre>, ess, either party can request in writing that the parties attempt in good faith to resolve the dispute promptly by negotiation between designated representatives of the parties who have authority to settle the dispute. If the matter is not resolved within 60 days of such a request, either party may initiate arbitration by providing written notice to the other. With respect to a payment or termination dispute (excluding termination with notice), Provider must ANC21117MCA.US Page N of Ih Version: 1 Ill/tl1/2017 General Page 10 submit a request for arbitration within 12 months of the date of the letter communicating the final derision under Cigna's internal dispute resolution process unless applicable law specifically requires a longer time period to request arbitration. If arbitration is not requested within that 12 month period, Cigna's final decision under its internal dispute resolution process will he binding on Provider, and Provider shall not bill Cigna, Payor or the Participant for any payment denied because of the failure to timely submit a request for arbitration. h,5 Arbitration. if the dispute is not resolved through Cigna's internal dispute resolution process, the controversy shall he resolved through binding arbitration. The arbitration shall be conducted in HI days in accordance with the Rules of the American Arbitration Association then in effect, and which to the extent of the subject matter of the arbitration, shall he binding not only on all parties to the agreement, but on any other entity controlled by, in control of or under common control with the party to the extent that such affiliate joins in the arbitration, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Each party shall assume its own costs, hug the compensation and expenses of the arbitrator and any administrative fees orcosts shall be borne equally by the parties. The decision of the arbitrator shall be final, conclusive and binding, and no action at law or in equity may he instituted by either party other than to enforce the award of the arbitrator. The parties intend this alternative dispute resolution procedure to he a private undertaking and agree that an arbitration conducted under this provision shall not he consolidated with an arbitration involving other parties, and that the arbitrator shall be without power to conduct an arbitration on a class basis, Judgment upon the award rendered by the arbitrator may he entered in any court of competent jurisdiction. Material Adverse Change Amendments. For amendments that are a material adverse change in the terms of this Agreement, Cigna can amend this Agreement by providing 90 days advance written notice except if a shorter notice period is required to comply with changes in applicable law. The change will become effective at the end of the 911 day notice period or, if applicable, the shorter notice period required to comply with changes in applicable law. If Provider objects to the material adverse change and notifies Cigna of its intent to terminate within 30 days of the date of the notice of amendment, the termination will he effective at the end of the 90 day notice of the material adverse Change or, if applicable, at the end of the shorter notice period required to comply with changes in applicable law, unless Cigna agrees to retract the amendment, in which case the Agreement will remain in force without the proposed amendment. 6.7 All Other Amendments. For amendments that are not material adverse changes in the terms of this Agreement, Cigna e an amend this Agreement by providing 30 days advance written notice to Provider. Alternatively, both parties can agree in writing to amend this Agreement. 6.8 Assignment and Dele;ation. A NC2017 MCA. US Page lit of 18 Version: I Iil/01 /2(117 General Page I Neither Cigna nor Provider may assign any rights or delegate any obligations under this Agreement without the written consent of the other party; provided, however, that any reference to Cigna includes any successor in interest and Cigna may assign its duties, rights and interests under this Agreement in whole or in part to a Cigna Affiliate or may delegate any and all of its duties to a third party in the ordinary course of business. 6.9 Sale of Business/Change in Management. if, during the term of this Agreement, Provider desires (i) to sell, transfer or convey its business or any substantial portion of its business assets to another entity, or Provider is the subject of a sale, transfer or conveyance of its business by another entity, or (ii) Provider enters into a management contact with another entity, Provider shall so advise Cigna in writing at least 120 days prior to the transaction effective date in order to obtain Cigna's written consent as to which Cigna participating provider agreement applies, if any, to services rendered by you or the surviving entity, on a post transaction basis. Failure to provide advance notification and obtain Cigna's written consent will result in Cigna determining which, if any, Cigna participating provider agreement applies to services rendered on a post -transaction basis. Dependent upon when. Cigna learns of the transaction, this may result in a retroactive adjustment to reimbursement and an overpayment recovery process. Provider warrants and covenants that this Agreement will he part of the transfer, and will be assumed by the new entity and that the new entity will honor and he fully hound by the terms and conditions of this Agreement unless the new entity already has an agreement with Cigna or a Cigna Affiliate, in which case Cigna, in its sole discretion, will determine which Agreement will prevail. Notwithstanding the above, if Cigna, in its sole discretion, is of the opinion that the Agreement cannot be satisfactorily performed by the assuming entity or does not want to do business with that entity for whatever reason, Cigna may terminate this Agreement by giving Provider ht) days written notice, notwithstanding any other provision in the Agreement. 6.9.1 This Agreement shall not, without Cigna's written consent, be applicable to any hospital, physician or physician group or ancillary provider that is acquired (directly or indirectly) by or enters into a management, co - management, professional services, leasing, joint venture or similar agreement or arrangement with Provider or Provider affiliate, Provider shall notify Cigna 120 days in advance of any such acquisition or arrangement. 6.10 Use of Name. Provider agrees that Cigna may include descriptive information about Provider in literature distributed to existing or potential Participants, Participating; Providers and Payors. That information will include, but not he limited to, Provider's name, telephone number, address, and specialties. Provider may identify itself as a Participating Provider with respect to those Benefit Plan types in which Provider participates with Cigna. Provider's use of Cigna's name or a Cigna Affiliate's name, or any other use of Provider's name by Cigna will be upon prior written approval or as the parties may agree. ANC2Ul7MCA.US Page II of 18 Version: 1 1/2017 General Page 12 6.11 Notices. Any notice required under this Agreement must be in writing and sent by United States mail, postage prepaid, to Cigna and Provider at the addresses below. Cigna may also notify Provider by sending an electronic notice with automatic receipt verification to Provider's e-mail address below. Either party can change the address for notices by giving written notice of the change to the other party in the manner just described. 6.12 Governing Law/Regulatory Addenda. Applicable federal law and the law of the jurisdiction whore Provider is domiciled governs this Agreement. One or more regulatory addenda may be attached to the Agreement setting out provisions that are required by law with respect to Covered Services rendered to certain Participants (i.e. Participants under an insured plan). These provisions are incorporated into this Agreement to the extent required by law and as specified in such Addenda. ANC2p17\ICA.US Page 12 of 18 Version: 1 lt)/I)I/2t)17 General Page 13 lt°ait or ul brra. h/5rt•rrahihly/Enitre Aitreenu•nt/Cot,t• of ()nonfat ,AI•roomonl. 11 ant rdrlt st an -o, d hrnat h of atn provision of this Agreement, it st ill nrl ororalo a, d trait or 01 any .uh,rtlueltt hro.0 h. II any rorliun of this \}•rronu.nt i. Lint nl,•rt oahlr G•r tiny n•a.un. It Will nnl jI Iet I (ho t•nitm'milady of any remaining portion.. ibis Agroonu•nl. in, Iutlin}; any i hihil. to (hi.:\I;rrrmenl. , t,ntain. all of the term...Intl ontliLions a}•res•ii neon and ..oper.rdo. all other agreement. beta t•en lht• parlae., '!they Lira! nr in to rllut}•, rr};artlmatter. A t opt• of (hi, fully t•�e, ulotl Agreement I. an ,I. t t•rlahh• .ul+,lilulo for the uri,,mal inIh rv•, utt•tl .1t;rnt•mrnl. A(-,RFFI) AND Ac (-Ffrftf) lit: Weld County Board of County Commissioners on behalf of Weld County Department of Public Health and Envicoment Addro'..: tc55 el 17rtiAVENUE--- Grey. wpars o.weld.co.us Email Athlrr •: : l'r,nled \amt•: Steve Moreno Chair, Board of n il,•: Weld County Commissioners Date tii,motl: APR 0 4 2013 Federal T,I,. (P: 846000813 \alnmal Prat itlor I.I.•nlalier: 1/74515258 Cigna I leallhCar,• of Colorado. Int . \.Itlft.•: '5i15I •1 On h.lr,l Rosa.! 2I 1 (_�fe.Y , Lit •tl \lIIJ:;t1.,- <:iSIII I I :\ilea t vs. 1\ I' n! I'. k 6v: I'rtnl .I \.In,e[ VP Network Management note,,Iont•tl. Dean Grohskopf General Pape 14 ntr•t. tin,• 1>a;;t• I :.•t l t•r,•t •n' I 01/0 41'1017 ADDENDUM TO ANCILLARY AGREEMENT FOR THE STATE OF COLORADO The provisions set forth in this Addendum are being added to the Agreement to comply with legislative and regulatory requirements of the State of Colorado regarding provider contracts with providers rendering health care services in the State of Colorado. To the extent that such Colorado laws and regulations are applicable and/or not otherwise preempted by federal law, the provisions set forth in this Addendum shall apply and, to the extent of a conflict with a provision in the Agreement, shall control. The provisions set forth in this Addendum do not apply with regard to Covered Services rendered to Participants covered under self -funded plans. (1) The definition for Emergency Services, if any, shall comply with Colorado laws and regulations to the extent applicable. (2) Provider shall receive payments for Covered Services as set forth in the Agreement. Colorado law prohibits the use of financial disincentives or the withholding of full compensation to Provider because of the number or type of referrals made by Provider to Participating Providers in accordance with applicable Utilization Management requirements concerning the provision of Covered Services to Participants. (3) Pursuant to the requirements of section 111-1h-7114 (4.5), Colorado Revised Statutes, to the extent applicable: With respect to services reimbursed on a fee -for -service basis, if Provider believes Provider has been underpaid for a Covered Service Provider must submit a written request for an appeal or adjustment with Cigna or its designee within 12 months after the date of the original payment or explanation of benefits. With respect to services reimbursed on a fee -for -service basis, Payor may only retroactively adjust reimbursement made to Provider during the 12 month period after the date of the original explanation of benefits. Adjustments to claims related to coordination of benefits with federally funded health benefit plans, including Medicare- and Medicaid, shall he made within 3t, months after the date• of service. (4) Neither Provider nor Cigna is prohibited from protesting or expressing disagreement with a medical decision, medical policy or medical practice of Provider or Cigna. (5) Cigna may not take an adverse action, as defined by applicable state laws or regulations, against Provider because: a) Provider expresses disagreement with Cigna's decision to deny or limit benefits to a Participant or assists the Participant to seek CO.ANC.AMD.2017 07/01/2017 ANC2U17MCA.US Page 14 of IS Version: 1 10/01 / 2017 General Page 15 reconsideration of Cigna's decision; or h) Provider discusses with a current, former or prospective patient any aspect eef the patient's medical condition, any proposed treatments or treatment alternatives, whether covered by Cigna or not, policy provisions of a plan or Provider's personal recommendation regarding selection of a health plan based on the Provider's personal knowledge of the health needs of such patients. (5)(A) Cigna may not lake an adverse at Lion, as defined by applicable state laws or regulations, against Provider because Provider, acting on good faith: communicates with a public olfitial or other person tonceming public policy issues related to health care items or se'rvites; files a complaint, makes a report, or comments 10 an appropriate governmental body regarding actions, polities, or practit es of Cigna Provider believes might negatively affect the quality of, or at cess to, patient care; provides testimony, evidence, opinion, or any other public activity in any forum concerning a violation or possible violation of any provision of C_R.S.A. § 10-'1h-121; reports what Provider believes to be a violation of law to an appropriate authority, or; participates in any investigation into a violation or possible violation of any provision of C.R.S.A. 0 111-16- 121 . In the event of termination of the Agreement and to the extent applicable, the provisions of Section 10-16-703(4) of the Colorado Statutes shall apply. Agreements for less than 2 years in duration may her terminated without cause by Cigna or Provider with 90 days advance written notice to the other part'. Notwithstanding the foregoing, to the extent that the Agreement provides for a longer notification period with resp t t to termination of the Agreement by Provider or Cigna, such longer notification period will apply. Agreements for 2 or more years in duration may he terminated without cause in accordance with the terms set forth in the Agreement. Cigna e an terminate the Agreement immediately (or upon such longer notice required by applicable law, if any) if Provider no longer maintains the licenses required to perform his/her duties under the Agreement, Provider is dish iplined by any lit ensing, regulatory, artreditalii'n organization, or any other professional organization with jurisdiction over Provider, or if Provider no longer satisfies Cigna's cretlentialing requirements. Cigna or Provider can terminate the Agreement if the other becomes insolvent. Any termination notice must he in writing and sent by United States mail, postage prepaid, to Cigna at the addresses below. Cigna may also notify Provider by sending an t'lectronit notice with automatic receipt verification to Provider's CO.ANC.AMD 2017 07/01/2017 A NC20I 7ti1CA. L'S Page 13 of lM Version: l 10/1)1/2017 General Page 16 e-mail address. Either party can change the address for notices by giving written notice of the change to the other party in the manner just described. Cigna HealthCare of Colorado, Inc. 85115 East Orr hard Road 2T1 Greenwood Village, Colorado 811111 Attention: Manager of Contracting (12) Payment terms shall not survive the termination of the Agreement except as required by law or as agreed upon by Provider. (13) Cigna shall provide Provider with at least 90 days written notice of the effective date of a Material Change to the Agreement. Such notice will he conspicuously entitled "NOTICE OF MATERIAL CHANGE TO CONTRACT." "Material Change means a change to an Agreement that: a) decreases the provider's payment or compensation; h) changes the administrative procedures in a way that may reasonably he expected to significantly increase the providers administrative expense; t ) 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 press riplion drugs; or d) 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 the Agreement; h) a decrease in payment or compensation resulting from a change in an Agreement for pharmacy services sut h as a change in a for schedule based on average wholesale price or maximum allowable cost; t) a decrease in payment or compensation that was anticipated under the terms of the Agreement, if the amount and date of applicability of the dirt roast, is clearly identified in the Agreement; d) an administrative change that may significantly increase the provider's administrative expense, the specific applicability of which is clearly identified in the contract; e) changes to an existing prior authorization, precertification, notification or referral program that do not substantially int reuse the provider's administrative expense; or changes to an edit program or to specific edits, II Provider objects in writing, to the material change within 15 days and there is no resolution of the objection, Cigna or Provider may terminate the Agreement upon written notice It the other party but no later than till days prior to the effective date of the material change. CO.ANC.AMD.21117 117/1)1/21117 ANC2U17MCA.US Page I i, of 18 Version: 1 10/01/21117 General Page 17 If Provider does nut objet t to the material change within 15 days, the change shall be effrstiye as spec ified in the notice. If the material change is the addition of a new c ategory of coverage and Provider objects within 15 days, the material change shall not he effective and Cigna may not terminate Provider for this reason. Notwithstanding anything; in this section, Cigna may modify the Agreement by operation of state or federal law or regulation and Cigna may make such notification to Provider by any reascmable means. (14) Intermediary Contracts. If Provider is an Intermediary as defined by C.R.S.A. 0 10-16- 102(25.5) and Colo. Code of Rees. 3 4.2-I5(IV)(B), or any other applicable law, Provider as an Intermediary agrees to the following: (a) If contracted to perform utilization management, utilization review, provider credentialing, administration of health insurance benefits, setting or negotiaticm of reimbursement rates, payment to providers, network development, disease management programs, or any other program subject to Section 10-1(-705(6.5) C.R.S., Intermediary shall comply with the same standards, guidelines, medical policies, and benefit terms as Cigna. (h) If conlrac bed to perform utilization management, utilization review, provider redcntialinc , administration of health insurance benefits, setting or negotiation of reimbursement rates, payment to providers, network development, disease management programs, or any other program subject to Section 10 -l6 -705(111.5)(x) C.R.S., Intermediary shall indicate the name of Intermediary and the company for which it is cc.nduc ling the work when making any payment to a health care provider on behalf of Cigna. (c) Intermediary will comply, andshall require Suhcontracled Providers to comply, with all of the applicable requirements of Section IO-ln-7115, C.R.S. (d) Cigna is responsible for ensuring that Subcontracted Providers have the capacity and legal authority to furnish Covered Services. (e) Cigna has the right to approve or disapprove participation status of Sufic ontrac Led Providers in its own or a contracted network for the purpose of delivering Covered Services to its Participants. (1) Intermediary shall provide Cigna with copies of Subcontracted Providers' c on tracts in accordance with Applicable l_aw and Cigna shall maintain copies of all ueh eonlracts. CO.ANC.AMD.2017 ANC21117 vlCA.US Page 17of Its Version: I 07/01/ 2017 10/01/ 2017 General Page 18 (g) As arplicable, Intermediary shall transmit utilization dek umentation and claims raid documentation to Cigna. Cigna shall monitor the timeliness and appropriateness of payme=nts made to providers and health rare services rendered to Participants. (h) As applicable, Intermediary shall maintain hooks, records, financial information, and dec umentation of services provided to Participants at the Intermediary's place of business in the State of Colorado. (i) Intermediary agrees to allow the Commissioner of the Division of Insurance for the State of Colorado ae cess to the intermediary's hooks, records, financial information and any documentation of services provided to Participants as necessary to determine compliance with the law. (j) Cigna shall have the right, in the event of Intermediary's insolvency, to require the assignment to Cigna of the provisions of a Subcontracted Provider's contract addressing the provider's obligations to furnish Covered Servires. CO.ANC.Ah1D.2f117 07/Ill/1117 ANC21117MCA.US Page l8 of 18 Version: 1 111/M/ 2017 General Page 19 Tuesday, May 05, 2015 1:24 PM Cigna HealthCare Exhibit C Fee Schedule and Reimbursement Terms This is an Exhibit to art Agreement between: Provider: WELD COUNTY DEPARTMENT OF PUBLIC HEALTH CIGNA Party: CIGNA HealthCare of Colorado, Inc. Effective Date: This Rate Exhvv LD COUNTY DEPARTMENT OF PUBLIC HEALTH Applies to: Federal Tax ID: 846000813 National Provider Identifier: 1174515258 Effective Date: I. DEFINITIONS CIGNA Standard Fee Schedule means the standard CIGNA fee schedule in effect at the time of service and applicable to this Agreement for certain Covered Services provided to Participants. The CIGNA Standard Fee Schedule is subject to charge. For workers' compensation Benefit Plans, the CIGNA Standard Fee Schedule shall not exceed the state fee schedule. CIGNA Resource Based Relative Value Scale or CIGNA RBRVS means the methodology designated by CIGNA to produce the allowable fee for certain Covered Services rendered to Participants that uses the components of Relative Value Units (RVU's), geographic practice cost indices (GPCI's), conversion factor and base relativity factors, as defined by CIGNA. II. FEE FOR SERVICE REIMBURSEMENT A. Except as otherwise provided below, Covered Services will be reimbursed at the lesser of billed charges or the CIGNA RBRVS allowable fee, less applicable Copayrnents, Deductibles and Coinsurance. The CIGNA RBRVS allowable fees are updated by CIGNA periodically to reflect new information regarding RVU's, GPCI's, conversion factor, and the addition of new codes and services. The GPCI locality used for this Agreement is Colorado . B. CIGNA will apply the following base relativity factors in its CIGNA RBRVS calculation to the services specified below: CPT4 Procedure Code Group Base Relativity Factor Surgery Codes 115 % Evaluation & Management Codes 115 % Medicine Codes 115 % ANC2011MCA.US Page 17 of 18 Version: 1 06/01/2012 Cenerat Page I C. The following services are excluded from the reimbursement methodology described above, and such Covered Services will be reimbursed at the lesser of billed charges or the fee listed below, less applicable Copayments, Deductibles and Coinsurance: Procedure Code (s)/Modifiers Description Maximum Allowable Fee 59400 Routine obstetric care including antepartum care, vaginal delivery (with or without episiotomy, and/or forceps) and postpartum care $2,050.00 59510 Routine obstetric care including antepartum care, cesarean delivery and postpartum care $2,050.00 59610 Routine obstetric care including antepartum care, vaginal delivery (with or without episiotomy, and /or forceps) and postpartum care, after previous cesarean delivery $2,050.00 59618 Routine obstetric care including antepartum care, cesarean delivery and postpartum care, following attempted vaginal delivery after previous cesarean delivery $2,050.00 D. The following services are excluded from the reimbursement methodology described above, and such Covered Services will be reimbursed at the lesser of billed charges or the applicable fee under the CIGNA Standard Fee Schedule, less applicable Copayments, Deductibles and Coinsurance. 1. Injectable drugs, immunizations, immunization administration, vaccines, toxoids; physical therapy, pathology, radiology end laboratory services and routine venipuncture as defined within the Current Procedural Terminology (CPT) coding system and published by the American Medical Association and as defined within the Healthcare Common Procedure Coding System (HCPCS) and published by the Centers for Medicare & Medicaid Services. 2. All procedure codes for Covered Services for which reimbursement has not been established above, including but not limited to those for unlisted procedures as well as new Current Procedural Terminology (CPT), Healthcare Common Procedure Coding System (HCPCS) and/or American Society of Anesthesiologists (ASA) procedure codes, until such time as the applicable RVU's have been loaded into the appropriate claims systems. E. Notwithstanding anything to the contrary set forth above, those services that are excluded from this Agreement under the Excluded Services section of the Agreement shall not be reimbursed and Participants shall not be billed for such services. ANC2011 MCA.t1S Page 18 of 18 Version: 1 06/01/2012 General Page 2 Hello