exv10w6






Exhibit 10.6




AMENDMENT #5 TO CONTRACT NO. 0652 BETWEEN

GEORGIA DEPARTMENT OF COMMUNITY HEALTH AND

AMERIGROUP GEORGIA MANAGED CARE COMPANY, INC.




     This Amendment is between the Georgia Department of Community Health (hereinafter referred
to as “DCH” or the “Department”) and Amerigroup Georgia Managed Care Company,
(hereinafter referred to as “Contractor”) and is made effective this 15th day of
September, 2008 (hereinafter referred to as the “Effective Date”). Other than
the changes, modifications and additions specifically articulated in this Amendment #5 to
Contract # 0652, RFP#41900-001-0000000027, the original Contract shall remain in effect and
binding on and against DCH and Contractor. Unless expressly modified or added in this Amendment
#5, the terms and conditions of the original Contract are expressly incorporated into this
Amendment #5 as if completely restated herein.



     WHEREAS, DCH and Contractor executed a contract for the provision of services to members of
the Georgia Families Program;



     WHEREAS, DCH pays Contractor a per member per month capitation rate for each Georgia
Families member enrolled in the Contractor’s plan;



     WHEREAS, DCH has sought permission from the Centers for Medicare and Medicaid Services
(hereinafter referred to as “CMS”) to revise the capitation rates payable to Contractor for
State Fiscal Year 2009; and



     WHEREAS, pursuant to Section 32.0, Amendments in Writing, DCH and Contractor desire to
amend the above-referenced Contract by adding additional funding as set forth below.



     NOW THEREFORE, for and in consideration of the mutual promises of the Parties, the terms,
provisions and conditions of this Amendment and other good and valuable consideration, the
sufficiency of which is hereby acknowledged, DCH and Contractor hereby agree as follows:




	I.	 	Upon receiving written notice from CMS indicating that agency’s approval of the revised
capitation rates, the parties shall delete the current Attachment H, Capitation Payment, in
its entirety and replace it with the new Attachment H, Capitation Payment, contained at
Exhibit 1 to this Amendment.
	 
	II.	 	DCH and Contractor agree that they have assumed an obligation to perform the covenants,
agreements, duties and obligations of the Contract, as modified and amended herein, and
agree to abide by all the provisions, terms and conditions contained in the Contract as
modified and amended.
	 
	III.	 	This Amendment shall be binding and inure to the benefit of the parties hereto, their
heirs, representatives, successors and assigns. Whenever the provisions of this Amendment
and the Contract are in conflict, the provisions of this Amendment shall take precedence
and control.




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	VI.	 	It is understood by the Parties hereto that, if any part, term, or
provision of this Amendment or this entire Amendment is held to be
illegal or in conflict with any law of this State, then DCH, at its
sole option, may enforce the remaining unaffected portions or
provisions of this Amendment or of the Contract and the rights and
obligations of the parties shall be construed and enforced as if the
Contract or Amendment did not contain the particular part, term or
provision held to be invalid.
	 
	VII.	 	This Amendment shall become effective as stated herein and shall
remain effective for so long as the Contract is in effect.
	 
	VIII.	 	This Amendment shall be construed in accordance with the laws of the
State of Georgia.
	 
	IX.	 	All other terms and conditions contained in the Contract and any
amendment thereto, not amended by this Amendment, shall remain in
full force and effect.





- SIGNATURES ON THE FOLLOWING PAGE -




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SIGNATURE PAGE



IN WITNESS WHEREOF, DCH and Contractor, through their authorized officers and agents, have caused
this Amendment to be executed on their behalf as of the date indicated.




GEORGIA DEPARTMENT OF COMMUNITY HEALTH




	 	 	 
	/S/ Dr. Rhonda M. Medows, M.D.

	 	Date

	 

Commssioner

	 	 






AMERIGROUP GEORGIA MANAGED CARE COMPANY, INC.




	 	 	 	 
	BY:
 
	 	 
	 

	 	 
	 

	 	Date	 
	 
 
	 	 






	 	 	 	 	 
	/S/ Dr,Tunde Sotunde, CEO

	 	 
	 	  
	 

Please Print/Type Name Here

	 	 	 	 
	 
	 	 	 	 
	 

	 	 

AFFIX CORPORATE SEAL HERE (Corporations without
a seal, attach a Certificate of Corporate Resolution









	 	 	 
	 

ATTEST: /S/ Stanley F. Baldwin

	 	 
	TITLE: Secretary
	 	 








 




			
	*	 	Must be President, Vice President, CEO or Other Authorized Officer
	 
	**	 	Must be Corporate Secretary




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EXHIBIT 1




CONFIDENTIAL — NOT FOR CIRCULATION

ATTACHMENT H



Attachment H is a table displaying the contracted rates by rate cell for each contracted region.
These rates will be the basis for calculating capitation payments in each contracted Region.




(The table is displayed on the following page.)




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FY 2009 CMO Rates




	 	 	 	 	 	 	 
	Region	 	Aid Category	 	Age/Gender Group	 	Amerigroup
	Atlanta
	 	Medicaid (LIM/Refugee/RSM)	 	0 - 2 Months, Male and Female	 	****REDACTED***
	Atlanta
	 	 	 	3 - 11 Months, Male and Female	 	 
	Atlanta
	 	 	 	1 - 5 Years, Male and Female	 	 
	Atlanta
	 	 	 	6 -13 Years, Male and Female	 	 
	Atlanta
	 	 	 	14 - 20 Years, Female	 	 
	Atlanta
	 	 	 	14 - 20 Years, Male	 	 
	Atlanta
	 	 	 	21 - 44 Years, Female	 	 
	Atlanta
	 	 	 	21 -44 Years, Male	 	 
	Atlanta
	 	 	 	45+ Years, Female	 	 
	Atlanta
	 	 	 	45+ Years, Male	 	 
	Atlanta
	 	PeachCare	 	0 - 2 Months, Male and Female	 	 
	Atlanta
	 	PeachCare	 	3 - 11 Months, Male and Female	 	 
	Atlanta
	 	PeachCare	 	1 - 5 Years, Male and Female	 	 
	Atlanta
	 	PeachCare	 	6 - 13 Years, Male and Female	 	 
	Atlanta
	 	PeachCare	 	14 - 20 Years, Female	 	 
	Atlanta
	 	PeachCare	 	14 - 20 Years, Male	 	 
	Atlanta
	 	Breast and Cervical Cancer	 	All Ages	 	 
	Atlanta
	 	 	 	 	 	 
	East
	 	 	 	0 - 2 Months, Male and Female	 	 
	East
	 	 	 	3 - 11 Months, Male and Female	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	1 - 5 Years, Male and Female	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	6 - 13 Years, Male and Female	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	14 - 20 Years, Female	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	14 - 20 Years, Male	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	21 -44 Years, Female	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	21 -44 Years, Male	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	45+ Years, Female	 	 
	East
	 	Medicaid (LIM/Refugee/RSM)	 	45+ Years, Male	 	 
	East
	 	PeachCare	 	0 - 2 Months, Male and Female	 	 
	East
	 	PeachCare	 	3 - 11 Months, Male and Female	 	 
	East
	 	PeachCare	 	1 - 5 Years, Male and Female	 	 
	East
	 	PeachCare	 	6 - 13 Years, Male and Female	 	 
	East
	 	PeachCare	 	14 - 20 Years, Female	 	 
	East
	 	PeachCare	 	14 - 20 Years, Male	 	 
	East
	 	Breast and Cervical Cancer	 	All Ages	 	 
	East
	 	Maternity Delivery/Kick Payment	 	 	 	 
	North
	 	 	 	 	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	3 - 11 Months, Male and Female	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	1 - 5 Years, Male and Female  6 - 13	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	Years, Male and Female	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	14 - 20 Years, Female	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	14 - 20 Years, Male	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	21 - 44 Years, Female	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	21 - 44 Years, Male	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	45+ Years, Female	 	 
	North
	 	Medicaid (LIM/Refugee/RSM)	 	45+ Years, Male	 	 
	North
	 	PeachCare	 	0 - 2 Months, Male and Female	 	 
	North
	 	PeachCare	 	3 - 11 Months, Male and Female	 	 
	North
	 	PeachCare	 	1 - 5 Years, Male and Female	 	 
	North
	 	PeachCare	 	6 -13 Years, Male and Female	 	 
	North
	 	PeachCare	 	14 - 20 Years, Female	 	 
	North
	 	PeachCare	 	14 - 20 Years, Male	 	 
	North
	 	Breast and Cervical Cancer	 	All Ages	 	 
	North
	 	Maternity Delivery/Kick Payment	 	 	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	0 - 2 Months, Male and Female	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	3 - 11 Months, Male and Female	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	1 - 5 Years, Male and Female	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	6 - 13 Years, Male and Female	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	14 - 20 Years, Female	 	 
	 
	 	Medicaid (LIM/Refugee/RSM)	 	14 - 20 Years, Male	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	21 - 44 Years, Female	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	 	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	21 - 44 Years, Male 45+ Years, Female	 	 
	Southeast
	 	Medicaid (LIM/Refugee/RSM)	 	45+ Years, Male	 	 
	Southeast
	 	PeachCare	 	0 - 2 Months, Male and Female	 	 
	Southeast
	 	PeachCare	 	3 - 11 Months, Male and Female	 	 
	Southeast
	 	PeachCare	 	1 - 5 Years, Male and Female	 	 
	Southeast
	 	PeachCare	 	6 -13 Years, Male and Female	 	 
	Southeast
	 	PeachCare	 	14 - 20 Years, Female	 	 
	Southeast
	 	PeachCare	 	14 - 20 Years, Male	 	 
	Southeast
	 	Breast and Cervical Cancer	 	All Ages	 	 
	Southeast
	 	Maternity Delivery/Kick Payment