exv10w1






Exhibit 10.1




	 	 	 	 	 
	 	 	
	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 





Part 1: Parties to the Contract:



This Contract Amendment (the “Amendment”) is between the Texas Health and Human Services Commission
(HHSC), an administrative agency within the executive department of the State of Texas, having its
principal office at 4900 North Lamar Boulevard, Austin, Texas 78751, and Amerigroup Texas.
Inc. (HMO) a corporation organized under the laws of the State of Texas, having its principal
place of business at: 2505 N. Highway 360, Suite 300, Grand Prairie, Texas 75050. HHSC and
HMO may be referred to in this Amendment individually as a “Party” and collectively as the
“Parties.”



The Parties hereby agree to amend their original contract, HHSC contract number 529-06-0280-00002
(the “Contract”) as set forth herein. The Parties agree that the terms of the Contract will remain
in effect and continue to govern except to the extent modified in this Amendment.



This Amendment is executed by the Parties in accordance with the authority granted in Attachment A
to the HHSC Managed Care Contract document, “HHSC Uniform Managed Care Contract Terms &
Conditions,” Article 8, “Amendments and Modifications.”




	 	 	 	 	 
	Part 2: Effective Date of Amendment:

	 	Part 3: Contract Expiration Date:
	 	Part 4: Operational Start Date:
	 
	 	 	 	 
	March 1, 2009

	 	August 31, 2010
	 	STAR and CHIP HMOs: September 1, 2006
	 

	 	 	 	STAR+PLUS HMOs: February 1, 2007
	 

	 	 	 	CHIP Perinatal HMOs: January 1, 2007






Part 5: Project Managers:




	 	 	 
	HHSC:

	 	HMO:
	 
	 	 
	Scott Schalchlin

	 	Aileen McCormick
	Director, Health Plan Operations

	 	Amerigroup Texas, Inc.
	11209 Metric Boulevard, Building H

	 	3800 Buffalo Speedway, Suite 400
	Austin, Texas 78758

	 	Houston, Texas 77098
	Phone: 512-491-1866

	 	Phone: 713-218-5101
	Fax: 512-491-1969

	 	Fax: 713-218-8692
	 
	 	 
	 

	 	E-mail: amccorm@amerigroupcorp.com






Part 6: Deliver Legal Notices to:




	 	 	 
	HHSC:

	 	HMO:
	 
	 	 
	General Counsel

	 	Amerigroup Texas, Inc.
	4900 North Lamar Boulevard, 4th Floor

	 	3800 Buffalo Speedway, Suite 400
	Austin, Texas 78751

	 	Houston, Texas 77098
	Fax: 512-424-6586

	 	Fax: 713-218-8692






Part 7: HMO Programs and Service Areas:



This Contract applies to the following HHSC HMO Programs and Service Areas (check all that
apply). All references in the Contract Attachments to HMO Programs or Service Areas that are not
checked are superfluous and do not apply to the HMO.




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






þ Medicaid STAR HMO Program




	 	 	 	 	 
	     Service Areas:

	 	o Bexar
	 	o Lubbock
	 

	 	þ Dallas
	 	þ Nueces
	 

	 	o El Paso
	 	þ Tarrant
	 

	 	þ Harris
	 	þ Travis




See Attachment B-6, “Map of Counties with HMO Program Service Areas,” for listing of
counties included within the STAR Service Areas.



þ Medicaid STAR+PLUS HMO Program




	 	 	 	 	 
	     Service Areas:

	 	þ Bexar
	 	o Nueces
	 

	 	þ Harris
	 	þ Travis




See Attachment B-6.1, “Map of Counties with STAR+PLUS HMO Program Service Areas,” for
listing of counties included within the STAR+PLUS Service Areas.



þ CHIP HMO Program




	 	 	 	 	 
	     Core Service Areas:

	 	o Bexar
	 	þ Nueces
	 

	 	þ Dallas
	 	þ Tarrant
	 

	 	o El Paso
	 	o Travis
	 

	 	þ Harris
	 	o Webb
	 

	 	o Lubbock	 	 
	 
	 	 	 	 
	     Optional Service Areas:

	 	o Bexar
	 	o Lubbock
	 

	 	o El Paso
	 	o Nueces
	 

	 	o Harris
	 	o Travis




See Attachment B-6, “Map of Counties with HMO Program Service Areas,” for listing of
counties Included within the CHIP Core Service Areas and CHIP Optional Service Areas.



þ CHIP Perinatal Program




	 	 	 	 	 
	     Core Service Areas:

	 	o Bexar
	 	o Nueces
	 

	 	o Dallas
	 	þ Tarrant
	 

	 	o El Paso
	 	o Travis
	 

	 	o Harris
	 	o Webb
	 

	 	o Lubbock	 	 





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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 







	 	 	 	 	 
	     Optional Service Areas:

	 	o Bexar
	 	o Lubbock
	 

	 	o El Paso
	 	o Nueces
	 

	 	o Harris
	 	o Travis




See Attachment B-6.2, “Map of Counties with CHIP Perinatal HMO Program Service Areas,” for
a list of counties included within the CHIP Perinatal Service Areas.




Part 8: Payment



Part 8 of the HHSC Managed Care Contract document, “Payment,” is modified to add the capitation
rates for Rata Period 3.




     þ Medicaid STAR HMO PROGRAM


Capitation:
See Attachment A, “HHSC Uniform Managed Care Contract Terms and Conditions,”
Article 10, for a description of the Capitation Rate-setting
methodology and the Capitation Payment
requirements for the STAR Program. The following Rate Cells and Capitation Rates will apply to Rate
Period 3:




*** REDACTED ***




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 





*** REDACTED ***




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






*** REDACTED ***




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






*** REDACTED ***




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






*** REDACTED ***




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






*** REDACTED ***




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






*** REDACTED ***




Part 9: Contract Attachments:



Modifications to Part 9 of the HHSC Managed Care Contract document, “Contract Attachments,”
are italicized below:



A: HHSC Uniform Managed Care Contract Terms & Conditions — Version 1.11 is replaced with Version
1.12



B: Scope
of Work/Performance Measures — Version 1.11 is replaced with Version 1.12 for all
attachments, except if noted.





	 	 	 	B-1: HHSC RFP 529-04-272, Sections 6-9
	 
	 	 	 	B-2: Covered Services






	 	 	 	B-2.1 STAR+PLUS Covered Services
	 
	 	 	 	B-2.2 CHIP Perinatal Program Covered Services






	 	 	 	B-3: Value-added Services






	 	 	 	B-3.1 STAR+PLUS Value-added Services
	 
	 	 	 	B-3.2 CHIP Perinatal Program Value-added Services






	 	 	 	B-4: Performance Improvement Goals






	 	 	 	B-4.1 SFY 2008 Performance Improvement Goals






	 	 	 	B-5: Deliverables/Liquidated Damages Matrix
	 
	 	 	 	B-6: Map of Counties with STAR and CHIP HMO Program Service Areas






	 	 	 	B-6.1 STAR+PLUS Service Areas
	 
	 	 	 	B-6.2 CHIP Perinatal Program Service Areas






	 	 	 	B-7: STAR+PLUS Attendant Care Enhanced Payment Methodology




C: HMO’s Proposal and Related Documents





	 	 	 	C-1: HMO’s Proposal
	 
	 	 	 	C-2: HMO Supplemental Responses
	 
	 	 	 	C-3: Agreed Modifications to HMO’s Proposal




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	Contractual Document (CD)
	 
	 
	 	 	 
	Responsible Office: HHSC Office of General Counsel (OGC)	 
	 
	 	 	 
	Subject: HHSC Managed Care Contract	 	HHSC Contract No. 529-06-0280-00002-L        
	 






Part 10: Special Provision for Nueces Service Area



Section 10.04(b) added by Version 1.8



Attachment A, Section 10.04 is amended to include sub-part (b) as follows:



(b) In addition to the reasons set forth in Section 10.04(a), the Parties expressly understand and
agree that HHSC may, at any time, unilaterally adjust the Rate Period 2 STAR Program Capitation
Rates for the Nueces Service Area. HHSC is entitled to unilaterally adjust such rates,
prospectively and/or retrospectively, if it determines that: (1) the cumulative Rate Period 2
Encounter Data for all HMOs in the Nueces Service Area does not support the Capitation Rates; or
(2) economic factors in the Nueces Service Area significantly and measurably impact providers or
the delivery of Covered Services to Members. For adjustments made pursuant to this Section
10.04(b), HHSC will provide written notice at least ten (10) Business Days before: (1) the
effective date of a prospective adjustment; (2) offsetting Capitation Payments to recover
retrospective adjustments. Any adjustments to the Rate Period 2 Capitation Rates must meet the
actuarial soundness requirements of Attachment A, Section 10.03, “Certification of Capitation
Rates.”




Part 11: Signatures:



The Parties have executed this Contract Amendment in their capacities as stated below with
authority to bind their organizations on the dates set forth by their signatures. By
signing this Amendment, the Parties expressly understand and agree that this Amendment is
hereby made part of the Contract as though it were set out word for word in the Contract.




	 	 	 	 	 	 	 	 
	Texas Health and Human Services Commission

	 	 	 	Amerigroup Texas, Inc.	 	 
	 
	 	 	 	 	 	 
	/s/ Charles E. Bell, M.D.
 


	 	 
	 	/s/ Aileen McCormick
 

	 	 
	Charles E. Bell, M.D.

	 	 
	 	By: 	Aileen McCormick
	 	 
	Deputy Executive Commissioner for Health Services

	 	 	 	Title:  	President and CEO	 	 
	Date: 2/27/09

	 	 	 	Date: 	2/4/09	 	 







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