EX-10.9






Exhibit 10.9




ADDENDUM TO CONTRACTS WITH MEDICARE PART D SPONSORS PURSUANT

TO SECTIONS 1860D-1 THROUGH 1860D-42 OF THE SOCIAL SECURITY ACT FOR

THE OPERATION OF A VOLUNTARY MEDICARE PRESCRIPTION DRUG PLAN



The Centers for Medicare and Medicaid Services (hereinafter referred to as “CMS”) and
                                                             , an organization operating a Voluntary Medicare Prescription Drug Plan (hereinafter referred
to as “the Sponsor”) agree, pursuant to 42 C.F.R. § 423.508(a) to amend the contract (                    ) governing the Sponsor’s Part D operations
described in Section 1860D-1 through
1860D-42(with the exception of 1860D-22(a) and 1860D-31) of the Social Security Act (hereinafter
referred to as “the Act”) to include the provisions stated below.



This addendum is made pursuant to Subpart L of 42 CFR Part 417, Subpart K of 42 CFR Part 422,
and Subpart K of 42 CFR Part 423.



NOTE: For the purposes of this addendum, “the Sponsor” includes the following: standalone
prescription drug plan (PDP) sponsors, Medicare managed care organizations offering Part D
benefits (MA-PD), and employer group/union-only organizations. For a PDP sponsor, this
document amends its contract with CMS. For MA-PD organizations and employer group/union-only
benefit sponsors, this document amends the Part D addendum to their Medicare managed care
contracts with CMS.




 









 








Article I

Medicare Voluntary Prescription Drug Benefit





	A.	 	This addendum is in no way intended to supersede or modify 42 CFR, Parts 417,422 or 423,
except as to any requirements set forth in 42 CFR Part 423 that are specifically waived or
modified for Sponsors offering a prescription drug benefit exclusively to Part D eligible
individuals enrolled in employment-based retiree prescription drug coverage as provided in
applicable employer/union-only group waiver guidance and/or in this addendum. Failure to
reference a regulatory requirement in this addendum does not affect the applicability of such
requirements to the Sponsor and CMS.
	 
	B.	 	In the event of a conflict between the employer/union-only group waiver guidance issued
prior to the execution of the contract and this addendum, the provisions of this addendum
shall control. In the event of any conflict between the employer/union-only group waiver
guidance issued after the execution of the contract and this addendum, the provisions of the
employer/union-only group guidance shall control.
	 
	C.	 	In the event of any conflict between the provisions of this addendum and any other provision
of the contract, the terms of this addendum shall control.





Article II

Sponsor Reimbursement to Pharmacies





	A.	 	Effective January 1, 2010, Sponsor will issue, mail, or otherwise transmit payment with
respect to all clean claims submitted by pharmacies (other than pharmacies that dispense
drugs by mail order only or are located in, or contract with, a long-term care facility) within
14 days of receipt of an electronically submitted claim or within 30 days of receipt of a claim
submitted otherwise.
	 
	B.	 	Effective January 1, 2010, Sponsor must ensure that a pharmacy located in, or having a
contract with, a long-term care facility will have not less than 30 days (but not more than 90
days) to submit claims to the Sponsor for reimbursement.
	 
	C.	 	Effective January 1, 2009, if Sponsor uses a standard for reimbursement of pharmacies based
on the cost of a drug will update such standard not less frequently than once every 7 days,
beginning with an initial update on January 1 of each year, to accurately reflect the market
price of acquiring the drug.





Article III

Record Retention and Reporting Requirements




 









 







The section entitled “RECORD MAINTENANCE AND ACCESS” is amended to include the following provision:
“Sponsor agrees to maintain records and provide access in accordance with 42 CFR §§ 423.505 (b)(10)
and 423.505(i)(2)(ii).”




Article IV

CMS Notice of Sponsor Contract Non-Renewal



Paragraph 1 of the section entitled “QUALIFICATION TO RENEW ADDENDUM” is revised to read as
follows:



“1. In accordance with 42 CFR §423.507, the Sponsor will be determined qualified to renew this
addendum annually only if—





	 	(a)	 	The Sponsor has not provided CMS with a notice of intention
not to renew in accordance with Article VII of this addendum, and
	 
	 	(b)	 	CMS has not provided the Sponsor with a notice of intention not to renew.”





Article IV

Addendum Term



This addendum is effective from the date of CMS’ authorized representative’s signature and shall
remain in effect for as long as the Sponsor remains a Part D sponsor under contract with CMS.




Article VI

Modification or Termination of Addendum by Mutual Consent



This addendum may be modified or terminated at any time by written mutual consent in
accordance with 42 CFR 423.508.




Article XII

Severability



Severability of the addendum shall be in accordance with 42 CFR §423.504(e).




Article XTII

Miscellaneous





	A.	 	Terms not otherwise defined in this addendum shall have the meaning given such terms at 42
CFR Part 423 or, as applicable, 42 CFR Part 422 or Part 417.




 









 












	B.	 	The Sponsor agrees that it has not altered in any way the terms of the addendum presented for
signature by CMS. Sponsor agrees that any alterations to the original text the Sponsor may make
to this addendum shall not be binding on the parties.




 









 










In witness
whereof, the parties hereby execute this contract modification

FOR THE SPONSOR




	 	 	 	 	 
	Heath Schiesser

	 	President and CEO
	 	 
	 

Print Name

	 	 

Title
	 	 
	 
	 	 	 	 
	 
	 

Signature

	 	 

Date
	 	 
	 
	 	 	 	 
	 

	 	8735 Henderson Rd., Tampa, FL 33634	 	 
	 

Organization

	 	Address	 	 
	 
	 	 	 	 
	FOR THE CENTERS FOR MEDICARE & MEDICAID SERVICES	 	 
	 
	 	 	 	 
	 
	 

Cynthia Tudor, PH.D.

	 	 

Date
	 	  
	Director
	 	 	 	 
	Medicare Drug Benefit Group and
	 	 	 	 
	C&D Data Group
	 	 	 	 
	Center for Drug and Health Plan Choice