Exhibit 10.20 Aetna







EXHIBIT 10.20 





Aetna.Inc 



Financial
Conditions



Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202



	 	
The
quotation presented in this package is based on the assumptions outlined below. We reserve
the right to add charges, make adjustments to the charges shown and make other adjustments
to the quotation if there are deviations from these assumptions. If additional information
related to this quotation is made available to Aetna at a later date, we reserve the right
to revise this quotation based upon analysis of that information. We reserve the right to
withdraw any portion of this quotation that relates to new plans or extension of existing
plans to new locations. We have made every effort to include information in a manner that
reflects existing and expected business practices for the policy period that you have
chosen. However, nearly all of the matters addressed in this rating are dynamic and
subject to change before or after the effective date. 






	 	
Prior
to finalizing rates and open enrollment occurring, Gevity H.R. will provide Aetna with
full disclosure of open enrollment materials, including employee contribution rates for
all plan options, eligibility definitions for all plans (retiree, part-time employees),
and other carrier plan designs for all sites where our insured product is offered. After
open enrollment, Gevity H.R. will provide Aetna with a revised census on all benefit
eligible employees (including waivers) showing gender, date of birth, tier, plan
selection, zip code and group identifiers for retirees and COBRA individuals. 






	 	
The
quoted rates are valid for a twelve-month period commencing January 1, 2003. Where
required by state law, a change in the final filed and approved premium rates may result
in an increase or decrease to the quoted rates. Rates may also be changed due to a change
in the factors bearing on the risk we assume: 






          	 	1. 	
               Employer contributes at least 75% of the employee only rate tier or 50% of the
               total cost at each rate tier. In addition, where Aetna is offered as an option,
               the contribution strategy does not favor other health product offerings over the
               Aetna plans. The monthly employee contribution for the Aetna HMO versus the cost
               of other plan offerings in the same location is not greater than $20 for a
               single rate, $40 for a couple rate, or $60 for a family rate. Failure to meet
               these requirements may result in termination or non-renewal. 


               



          	 	2. 	
               At least 75% of eligible employees participate in the employer’s plan, or
               at least 50% when excluding those providing proof of enrollment in a
               spouse’s plan. Failure to meet this requirement may result in termination
               or non-renewal. If fewer than five employees enroll in the Aetna plan in any one
               site, we may charge an additional administrative fee. 


               



          	 	3. 	
               The demographic and/or geographic mix of the enrolled group in any site with at
               least 100 enrolled subscribers does not change during the term in a way that in
               our discretion would increase the per capita premium by more than 5% versus that
               assumed when developing final rates. 


               



          	 	4. 	
               The plan of benefits will be extended to all groups included in our current
               eligibility files. Our rates assume that coverage will not be extended to any
               additional groups of employees without additional information and underwriting
               approval and that the total groups of enrolled employees will not increase or
               decrease by more than 10% in any site with at least 100 enrolled subscribers. 


               



          	 	5. 	
               a. The Aetna plan(s) will be offered as a full replacement to employees residing
               in all network service areas. b. If Aetna QPOS is offered in any location, we
               assume no competitor HMOs will be offered as an option in that location. 


               



          	 	6. 	
               Aetna plan designs cannot be significantly different from any other plan
               offering if the differences have the potential to create for adverse selection.
               (For example, Aetna will offer Advanced Reproductive Technology (ART) benefits
               only if all other competing options also offer ART at a similar coverage level). 


               



 











Aetna.Inc 



Financial
Conditions



Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202



          	 	7. 	
               Mutualized rates are offered under the condition that Aetna plans are offered on
               a sole replacement basis or any competitors’ rates are mutualized over
               exactly the same service areas as Aetna’s. The site-specific contribution
               strategy must not financially disfavor the Aetna plan. The Aetna plan will be
               offered in all sites included in the mutualized rates. If actual enrollment
               differs from that assumed in calculating the mutualized rate, we reserve the
               right to recalculate the rates based upon the site-by-site enrollment. 


               



          	 	8. 	
               Aetna reserves the right to reallocate the premium rate ratios due to changes in
               the composition of the enrolled census. Aetna assumes that rate tier structure
               and rate ratios for the Aetna plans are the same as for any competitor plans
               offered in the same location. 


               



          	 	9. 	
               Failure to offer the Aetna HMO to employees in each of these locations, or
               actual enrollment level below that which we assumed, may result in a rate
               adjustment due to a decrease in expected total enrollment in the Aetna HMO
               plans. 


               



          	 	10. 	
               Any changes in the plan of benefits offered, claim payment requirements,
               procedures, or account structures initiated by Gevity H.R. or required because
               of legislative or regulatory action may result in a rate revision. 


               



          	 	11. 	
               Retirees comprise less than 10% of the enrolled group. If this plan is offered
               as an option to another plan and if pre-65 retirees will be offered Aetna
               coverage, pre-65 retirees must be eligible for coverage from all other competing
               benefit plans. 


               



          	 	12. 	
               Cobra enrollment is less than 10% of the enrolled group. 


               






 








Aetna.Inc 



Additional Financial
Information



Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202


	 	
Listed
in this section are brief descriptions of some of the important features of the Aetna HMO
based plans quoted in this package. Statements made in this package are based on facts, as
they exist today. Statements made in this package are not intended to serve as a
substitute for the contracts and are not intended as legal representations or warranties.
This renewal is not intended to serve as a substitute for your Group Agreement and/or
Group Insurance Policy. Our obligations to one another will be limited to the terms of the
contracts. 






	 	o 	
Renewal — Our contract provides for automatic renewal upon the completion of each
contract period unless either party invokes the termination provision. This provision may
be invoked in accordance with its terms at any time during the continuance of the contract
(i.e., is not just limited to termination occurring on the renewal date). Aetna may also
decline to provide a renewal offer for a number of reasons stated in the contract. These
may include Aetna no longer offering coverage or a specific product in the market and the
plan no longer meeting the contribution or participation requirements described in this
package. 






	 	o 	
Premium Payments – Failure of Gevity H.R. to make required premium payments in
accordance with provisions of the contract will result in plan termination. The amount due
is payable on the 1st day of the monthly coverage period covered by the invoice. If the
amount due is not paid in full within 30 days, the contract and plan coverage will
terminate. We also have the right to assess late premium payment and costs of collection
charges. 






	 	o 	
Prospective Rating Basis — The enclosed insured medical rates are offered on a
prospectively rated basis. No policy year accounting balance will be calculated for these
coverages. 






	 	o 	
Network Service Areas – We have quoted rates specific to certain networks; provider
directories may include networks that were not quoted. 








	 	o 	
Out-of-Network — The
out-of-network indemnity contract situs for (QPOS) is assumed to be Texas. 












	 	o 	
Service Center –Claim administration and member services will be provided regionally
for each network location. Network management, including provider relations and
utilization management, will be performed locally. 






	 	o 	
Open Enrollment — The quoted rates assume that there will be one predetermined annual
enrollment period when all eligible employees have a choice of enrolling in any of the
available plans. Aetna representatives will have the opportunity to provide plan
information to members during the open enrollment period. 






	 	o 	
Eligibility Transmission –Our contract provides that we will receive eligibility
information monthly, or more frequently, from one Gevity H.R. location by tape, paper or
electronic connectivity. Costs associated with any custom programming necessary to accept
Gevity H.R. eligibility information are not included in the rate quotation. 






	 	o 	
Run-Off Claim Processing — Our rates reflect an incurred (mature) claim base and take
into account the expenses associated with the processing of run-off claims following
cancellation, subject to the conditions of our financial guarantee. 






	 	o 	
Plan Design — Aetna standard provisions contract wording and claim settlement
practices will apply for items not specifically outlined in the plan design section. 








 







Aetna.Inc 



Additional Financial
Information



Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202





o Permanent full-time employees work
a minimum of 25 hours per week on a regularly scheduled basis. 



	 	o 	
The quoted plan is only for active employees and pre-65 retirees. It is assumed that
retirees age 65 and over are not eligible for this plan. 






	 	o 	
Dependents — Eligible dependents include an employee’s spouse and unmarried
children up to the limiting age of the plan. 






	 	o 	
Assumed Dependent Eligibility – Dependent coverage to age 19 or 25 if student or
handicapped. Texas Dependent coverage mandates Student and Non-Student to age 25.
Tennessee Dependent coverage mandates Non-Student to age 24. 






	 	o 	
Prescription Drug Benefit – Prescription drug benefits are included and will be
provided through Aetna Pharmacy Management. 






	 	o 	
Patient Management Programs – For the Aetna HMO based products, Patient Management
services for Gevity H.R. will be handled by the local Patient Management Center. The
following is a summary of the patient management programs that have been included in the
pricing. 






						
						
	 	o	Inpatient Precertification	 	o	Behavioral Health
	 	o	Concurrent Review	 	o	National Medical Excellence
	 	o	Discharge Planning	 	o	Disease Management
	 	o	Case Management	 	o	Moms to Babies Maternity Program
	 	o	Ambulatory Review	 	o	Informed Health (1-800 Number)











	 	o 	
HIPAA — Aetna will be providing Health Insurance Portability and Accountability Act
(HIPAA) certifications of coverage for terminated employees. 






	 	o 	
Additional Products and Services — Costs for special services rendered, which are not
included or assumed in the pricing will be direct billed. For example, Gevity H.R. would
be subject to additional charges for customized communication materials, as well as costs
associated with custom reporting, programming, etc. The costs for these types of services
would depend upon the actual services performed and would be determined at the time the
service is requested. 





 







Aetna.Inc 



  Financial Conditions:
Open Choice, Traditional Choice




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202


	 	
The
quotation presented in this package is based on the assumptions outlined below. We reserve
the right to add charges, make adjustments to the charges shown and make other adjustments
to the quotation if there are deviations from these assumptions. If additional information
related to this quotation is made available to Aetna at a later date, we reserve the right
to revise this quotation based upon analysis of that information. We reserve the right to
withdraw any portion of this quotation that relates to new plans or extension of existing
plans to new locations. We have made every effort to include information in a manner that
reflects existing and expected business practices for the policy period that you have
chosen. However, nearly all of the matters addressed in this rating are dynamic and
subject to change before or after the effective date. 






	 	
Prior
to finalizing rates and open enrollment occurring, Gevity HR will provide Aetna with full
disclosure of open enrollment materials, including employee contribution rates and
eligibility definitions for all plans (retiree, part-time employees) for all sites where
our insured product is offered. After open enrollment, Gevity HR will provide Aetna with a
revised census on all benefit eligible employees (including waivers) showing gender, date
of birth, tier, plan selection, zip code and group identifiers for retirees and COBRA
individuals. 






	 	
The
quoted rates are valid for a twelve-month period commencing January 1, 2003. Where
required by state law, a change in the final filed and approved premium rates may result
in an increase or decrease to the quoted rates. Rates may also be changed due to a change
in the factors bearing on the risk we assume: 






          	 	1. 	
               Employer contributes at least 75% of the employee only rate tier or 50% of the
               total plan cost at each rate tier. Failure to meet this requirement may result
               in termination or non-renewal. 2. At least 75% of eligible employees participate
               in the employer’s plan, or at least 50% when excluding those providing
               proof of enrollment in a spouse’s plan. Failure to meet this requirement
               may result in termination or non-renewal. 


               



          	 	3. 	
               The demographic and/or geographic mix of the enrolled group in any site does not
               change during the term in a way that in our discretion would increase the per
               capita premium by more than 5% versus that assumed when developing final rates. 


               



          	 	4. 	
               The proposed plan of benefits will be extended to the employee groups included
               in our current eligibility files. Our rates assume that coverage will not be
               extended to any additional groups of employees without additional information
               and underwriting approval and that the total groups of enrolled employees will
               not increase or decrease by more than 10%. We have assumed that approximately
               1,300 employees will be enrolled. 


               



          	 	5. 	
               The Aetna plan(s) will only be offered as a full replacement, with no competing
               plan options. No competitor’s consumer directed healthcare plan (e.g. high
               deductible indemnity or PPO coverage together with a “spending
               account” feature) is offered to employees where these Aetna insured medical
               plans are offered. 


               



          	 	6. 	
               Aetna reserves the right to reallocate the premium rate ratios due to changes in
               the composition of the enrolled census. 


               




 







Aetna.Inc 



  Financial Conditions:
Open Choice, Traditional Choice




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202





          	 	7. 	
               Any changes in the plan of benefits offered, claim payment requirements,
               procedures, or account structures initiated by Gevity HR or required because of
               legislative or regulatory action may result in a rate revision. Our quotation
               assumes that our standard contract provisions and claim settlement practices
               will apply, as well as all applicable government regulations and state mandates. 


               



          	 	8. 	
               Retirees comprise less than 10% of the enrolled group. 


               



          	 	9. 	
               COBRA enrollees comprise less than 10% of the enrolled group. 


               



 









Aetna.Inc 



  Financial Conditions:
Open Choice, Traditional Choice




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202





Listed in this section are brief
descriptions of some of the important features of the Aetna Traditional Choice/Open Choice
based plans quoted in this package. Statements made in this package are based on facts, as
they exist today. Statements made in this package are not intended to serve as a
substitute for the policy and are not intended as legal representations or warranties.
This renewal is not intended to serve as a substitute for your Group Insurance Policy. Our
obligations to one another will be limited to the terms of the Group Insurance Policy. 



	 	o 	
Renewal — Our policy provides for automatic renewal upon the completion of each
policy year unless either party invokes the termination provision. This provision may be
invoked in accordance with its terms at any time during the continuance of the policy
(i.e., is not just limited to termination occurring on the renewal date). Aetna may also
decline to provide a renewal offer for a number of reasons stated in the contract. These
may include Aetna no longer offering coverage or a specific product in the market and the
plan no longer meeting the contribution or participation requirements described in this
package. 






	 	o 	
Premium Payments – Failure of Gevity HR to make required premium payments in
accordance with provisions of the contract will result in plan termination. The amount due
is payable on the 1st day of the monthly coverage period covered by the invoice. If the
amount due is not paid in full within 30 days, the contract and plan coverage will
terminate. We also have the right to assess late premium payment and costs of collection
charges. 






	 	o 	
Retrospective Rating Basis — The enclosed insured medical rates are offered on a
retrospectively rated basis. An annual accounting package will be produced to determine
either a deficit or surplus accounting balance. Deficit balances will be carried forward
and will be recovered from any future policy year surplus balance(s). Surplus accounting
balances will be deposited into a Premium Stabilization Reserve (PSR) where voluntary
funds will generate interest and risk-reduction credits. 






	 	o 	
Network Service Areas – We have quoted rates specific to certain networks; provider
directories may include networks that were not quoted. 






	 	o 	
Contract Situs — The contract
situs is Florida. 







	 	o 	
Effective Date –The effective date
of the policy is January 1, 2003. 








	 	o 	
Open Enrollment — The quoted rates assume that there will be one predetermined annual
enrollment period when all eligible employees have a choice of enrolling in any of the
available plans. Aetna representatives will have the opportunity to provide plan
information to members during the open enrollment period. 






	 	o 	
Eligibility Transmission –Our contract provides that we will receive eligibility
information monthly, or more frequently, from one Gevity HR location by tape, paper or
electronic connectivity. Costs associated with any custom programming necessary to accept
Gevity HR eligibility information are not included in the rate quotation. 







 







Aetna.Inc 



  Financial Conditions:
Open Choice, Traditional Choice




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202



	 	o 	
Run-Off Claim Processing — Our rates reflect an incurred (mature) claim base and take
into account the expenses associated with the processing of run-off claims following
cancellation, subject to the conditions of our financial guarantee. 






	 	o 	
Commissions — Commissions have
been excluded from our quoted rates. 








	 	o 	
Plan Eligibility — Plan eligibility is limited to permanent full-time employees that
work a minimum of 25 hours per week on a regularly scheduled basis. Eligible dependents
are limited to an employee’s spouse and unmarried children up to the limiting age of
the plan. No coverage is provided for liability arising under applicable Workers’
Compensation laws or work related injuries and diseases. All employees eligible for this
plan are assumed to be covered by Workers’ Compensation insurance. 






	 	o 	
Dependent Eligibility — Dependent coverage to age 19 or 25 if student or handicapped.
Texas Dependent coverage mandates Student and Non-Student to age 25. Tennessee Dependent
coverage mandates Non-Student to age 24. 






	 	o 	
Prescription Drug Benefit — Prescription drug benefits are included and will be
provided through Aetna Pharmacy Management. 






	 	o 	
Mental health/Substance Abuse Benefits — Our quotation assumes that mental
health/chemical dependency benefits are included. 






	 	o 	
Medical ID Cards and Directories — Our medical rates include the cost for standard
medical ID cards and directories. Each enrolled family member will receive a plastic ID
card that includes a toll-free number for accessing member services, a claim submission
address and important information customized to the member’s benefit plan. A bulk
supply of standard Aetna provider directories is included for 100% of the eligible
employee population plus 20% of the enrolled employee population per year. 






	 	o 	
HIPAA — Aetna will be providing Health Insurance Portability and Accountability Act
(HIPAA) certifications of coverage for terminated employees. 






	 	o  	Pre-Existing
Conditions Underwriting Rule -Waived. 






	 	
Only
waived for individuals who become covered under this plan, exclusive of any probationary
period, within 90 days following their termination of coverage under a prior plan of
“creditable” coverage. It does not apply to pregnancies, newborns covered within
31 days of birth, and adopted children covered within 31 days of placement for adoption.
The lookback period for determining a pre-existing condition is 90 days prior to the
enrollment date. The maximum exclusion period is 365 days after enrollment date. 






	 	o 	
National Advantage Hospital/Facility Program – This program is automatically included
with our prospective insured Open Choice plans and offers lower contracted rates for many
Indemnity and out-of-network claims. The fee for the National Advantage program is 25% of
savings and is accounted for as a claim cost. The fee is only charged when contracted
rates are applied. 






	 	o 	
External Review — External Review is included with the insured Open Choice plans.
External review utilizes outside vendors who coordinate a medical review through their
network of outside physician reviewers. In some states, External Review is provided
through a state regulated mechanism. 







 







Aetna.Inc 



Additional Financial Information




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202






	 	o 	
Medicare Direct — Over 65 retirees will be enrolled in Medicare and participating in
the Medicare Direct program. If this program is not offered to Over 65 retirees, an
additional administration charge will apply to the monthly per employee, per month fees.
Patient Management programs are excluded for over 65 retirees. If Gevity HR would like
Aetna to market this program directly to their retirees, an additional charge will apply. 






	 	o 	
Data Transfer at Termination — Upon contract termination, we agree to cooperate with
succeeding administrators in producing and transferring required claim and enrollment
data. Data will be transferred within 30 days after determination of Gevity HR’s
specific format and content requirements, subject to a charge that is based on direct
labor cost and data processing time. 






	 	o 	
Medical EOB Suppression – Unless required by state or federal law, we do not produce
EOBs for PPO claims when there is no member liability. 






	 	o 	
Additional Products and Services — Costs for special services rendered, which are not
included or assumed in the pricing will be direct billed. For example, Gevity HR would be
subject to additional charges for customized communication materials, as well as costs
associated with custom reporting, programming, etc. The costs for these types of services
would depend upon the actual services performed and would be determined at the time the
service is requested. 






 









Aetna.Inc 



Additional Financial Information




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202






Services and Programs 



We have provided a list, by product,
of those services and programs that are available to Gevity HR. Please note the following: 



	 	|_| 	Services
and programs included in our quoted pricing are identified with a 4  









	 	|_|	Services
and programs that are optional are noted as such and those that require an additional
expense charge are identified with a $ 






	 	|_| 	Services
and programs that are not available for a particular product are identified as n/a  







	 	Categories	PPO	Managed

Indemnity
				
	 	General Administration	 	 
	1	Implementation Services	4 	4 
	2	Account Management	4 	4 
	3	Customer Team Services	4 	4 
	4	Banking (SFGP only)	n/a	n/a
	5	Communication Materials	4 	4 
	6	Eligibility	4 	4 
	7	Standard Reporting	4 	4 
	8	Fitness Program	4 	4 
	9	Alternative Healthcare Program	4 	4 
	10	Vision One Program	4 	4 
	11	Claim Fiduciary & External Review	4 	4 
	12	HIPAA Administration	4 	4 
	13	Conversion Policy (add. charge	4 	4 
	 	for retrospective)	 	 
	14	Medicare Direct	4 	4 
	15	Claims Subrogation	4 	4 
	 	Network Administration	 	 
	1	Network Management	4 	n/a
	2	Provider Relations	4 	n/a
	3	National Advantage Program	 	 
	 	Hospital/Facility	4 	4 
	 	Hospital/Facility/Physician	n/a	$   





 







Aetna.Inc 



Additional Financial Information




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202








	 	Categories	PPO	Managed

Indemnity
				
	 	Claim & Member Services	 	 
	1	Claim Administration	4 	4 
	2	Member Services	4 	4 
	 	Patient Management	 
	1	Precertification	4 	4 
	2	Case Management	4 	4 
	3	Concurrent Review	4 	4 
	4	Discharge Planning	4 	4 
	5	National Medical Excellence	4 	4 
	6	Behavioral Health	n/a	n/a
	7	Focused Psychiatric Review	4 	4 
	8	Healthy Outlook Programs
	 	Caring for Asthma	$   	$   
	 	Caring for Diabetes	$   	$   
	 	Caring for Heart Failure	$   	$   
	 	Caring for Low Back Pain	$   	$   
	 	Caring for CAD	$   	$   
	9	Informed Healthline	4 	4 
	10	Maternity Management Program	4 	4 






				
				
	 	Internet Services	 	 
	1	Aetna Navigator	 
	 	Public Site	4 	4 
	 	Secure Site (log in)	4 	4 
	2	DocFind	4 	4 
	3	Intelihealth	4 	4 
	4	e.PSM Reporting (USQA)	 
	 	Level I Reporting	4 	4 
	 	Level II Reporting	n/a	n/a
	 	Level III Reporting	n/a	n/a
	5	Internet Eligibility	4 	4 






 








Aetna.Inc 



Additional Financial Information




Gevity
H.R. PH Number: 100583
Effective January 1, 2003 
Group Number: 205202




	 	o	
The administrative expense component of the enclosed rates is mature and includes the
administrative cost of processing plan runoff at termination. Aetna may recalculate the
administrative expense component of the rate if, for any product, there is a 15% decrease
in the number of employees from our total Non-HMO medical point in scale enrollment
assumptions across all Aetna Non-HMO medical plans, or from any subsequently reset
enrollment assumptions. The total point in scale assumption for Aetna Non-HMO medical
enrollment is 1,300.