SUBCONTRACT
MODIFICATION #1


 


This
agreement, entered into this 8 day of September, 2017,


 


	BY
    AND BETWEEN:	Precision
    Opinion, Inc.
	 	101
    Convention Center Drive, Plaza 125,
	 	Las
    Vegas, NV 89109 
	 	 
	 	hereafter
    “Subcontractor”,
	 	 
	AND:	IMPAQ
    INTERNATIONAL, LLC
	 	10420
    LITTLE PATUXENT PARKWAY, SUITE 300
	 	COLUMBIA,
    MD 21044
	 	 
	 	hereafter
    “Contractor”;
	 	 
	RELATING
    TO:	IMPAQ
    Internal Contract No. 2536 (Option Year 1), 2537 (Option Year 2),
	 	2538
    (Option Year 3)
	 	Prime
    Contract No. HHSM-500-2011-00013I
	 	Task
    Order No. HHSM-500-T0008
	 	“National
    Implementation of the Medicare Fee-For-Service CAHPS Survey Data Collection and Data File Preparation”
	 	 
	CHANGES:	The
    changes listed below shall replace the corresponding sections of the original Subcontract Agreement executed on January 13,
    2016 in their entirety, unless otherwise noted. 


 


Change
1: Replace section 3 with the following:


 


3. SUBCONTRACT
PRICE: Subcontractor shall be paid on a firm-fixed-price
basis. Contractor agrees to pay Subcontractor for the satisfactory performance of the Subcontract Scope of Work with
Subcontractor charges not to exceed $425,000.00 for Prime Contract Option Year 2 (September 30, 2016 through September 29,
2017) and $550,400 for Prime Contract Option Year 3 (September 30, 2017 - September 29, 2018), as determined to be allowable
provided under FAR Part 31, et seq. (the “Subcontract Price”), pursuant to the terms and pricing
information provided by Subcontractor (“Subcontractor Pricing Information”), attached hereto as Revised
Exhibit D and incorporated in its entirety as if fully and correctly set forth herein. In the event of a multi-year
period of performance, or where funds are authorized by year, funds are not transferable between years and shall not
roll-over from year to year unless explicitly authorized by Contractor in writing.


 


3.1.
As of the Effective Date of this Subcontract,
the Client has authorized funding for the scope of work required under this Subcontract in the amount of $975,400.00 for Prime
Contract Option Years 2 and 3 of the project (the “Current Funded Subcontract Price”). Upon the Client’s authorization
of additional funding, the Current Funded Subcontract Price may be increased accordingly. At no time shall Subcontractor be entitled
to payment from Contractor that would cause the aggregate of all payments under this Subcontract to exceed the current Funded
Subcontract Price.


 




    	Subcontract Modification #1
IMPAQ International, LLC
	Page 1	IMPAQ Internal Contract No. 2538
 Option Year 3 (2538)






    	 



    

 





 


Change
2: Replace section 4 with the following:


 


4.
PERIOD OF PERFORMANCE: The
period of performance of the Subcontract shall be from the Effective Date of the Agreement through September 29, 2017 for Prime
Contract Option Year 2 and September 30, 2017 through September 29, 2018 for Prime Contract Option Year 3, unless terminated as
provided by Article 8 of this Subcontract. Subcontractor acknowledges that to the extent the Prime Contract and/or Task Order
allows the Client to extend the period of performance of the Task Order for an additional period of time and the Client extends
the Task Order period of performance, Contractor has the right, at its sole option, to extend the Period of Performance of this
Subcontract accordingly, and any such extension shall be effective upon receipt by Subcontractor of written notice from Contractor.
In addition, Contractor and Subcontractor may agree to extend the term of the Subcontract through the execution of a written agreement,
which written agreement shall specify a new completion date for the Subcontract.


 


Change
3: Replace section 6.5 with the following:


 


6.5.
On each of its payment requests, Subcontractor shall include, if applicable, the Task Order number and/or Subtask Order number,
the billing code (2537 for Option Year 2 and 2538 for Option Year 3 of this project), the deliverable number, description, submission
date and price. The invoice should indicate the current amount billed for each staff member, and the cumulative amount billed
to date for each staff member. Subcontractor’s payment requests shall be based on the Subcontractor Pricing Information
in Revised Exhibit D, and shall refer to such Subcontractor Pricing Information as required by Contractor in order to allow
Contractor to identify the costs requested by Subcontractor.


 


Change
4: Replace Exhibit C, Subcontract Scope of Work with the Attached, Revised Exhibit C.


 


Change
5: Replace Exhibit D, Subcontractor Pricing Information with the Attached, Revised Exhibit D.


 








	TERMS:	Other terms and conditions of the
    Contract remain the same.
	 	 
	COST OF MODIFICATION:	Increase in the amount of Subcontract
    funding by $550,400.00 for Prime Contract Option Year 3.




 


(Signatures
Appear on the Next Page)


 




    	Subcontract Modification #1
IMPAQ International, LLC
	Page 2	IMPAQ Internal Contract No. 2538
 Option Year 3 (2538)





    	 



    

 





 


IN
WITNESS WHEREOF, the CONTRACTOR and SUBCONTRACTOR, by their representatives duly authorized have executed this agreement as
of the day and year last written below.


 


	 	 	PRECISION
    OPINION INC.
	 	 	 
	CONTRACTOR:	 	SUBCONTRACTOR:
	 	 	 
	 	 	/s/
    Guthrie Rebel
	Avi
    Benus, President	 	Guthrie
    Rebel, EVP
	 	 	 
	 	 	9/8/17
	(Date)	 	(Date)


 




    	Subcontract Modification #1
IMPAQ International, LLC
	Page 3	IMPAQ Internal Contract No. 2538
 Option Year 3 (2538)






    	 



    

 


REVISED
EXHIBIT C


SUBCONTRACT
SCOPE OF WORK


 




    	 	 	 



    	 



    

 


National
Implementation of Medicare CAHPS Fee for Service Survey Subcontract Scope of Work for Precision Opinion


 


This
document details the scope of work for Option Year 3 of the National Implementation of Medicare CAHPS Fee-for Service survey for
Precision Opinion, under subcontract to IMPAQ International (Task Order No. HHSM-500-T0008). It includes components 1 and 2. The
period of performance is September 30, 2017 to September 29, 2018.


 


COMPONENT
1: PROJECT SETUP AND MANAGEMENT


 


The
project setup and management component includes fixed tasks required to prepare for field operations, receive and process sample
information, provide for data security and the protection of respondent confidentiality, prepare datasets of survey results and
sample dispositions and transmit these to IMPAQ, participate in internal team status meetings, and respond to occasional ad hoc
requests. These setup and management tasks are independent of the size of the sample and the amount of the field data collection
requirements and would fixed in scope.


 


Task
1.1 Maintain Confidentiality Procedures.


 


Confidentiality
shall be maintained in a secure manner including storing data electronically in a FISMA enclave with dual-factor authentication
and limiting the number of staff with access to the data. For data obtained in hard copy, data should be kept in a secure location
with access restricted to authorized staff. Confidentiality agreements with all staff are to be obtained. The subcontractor will
provide IMPAQ with documentation describing their confidentiality procedures and data security processes.


 


Task
1.2 Develop and Implement Data Security Procedures.


 


The
subcontractor shall develop and implement procedures to ensure the secure and confidential storage of all Medicare CAHPS data
files. As noted above, the subcontractor shall put in place all paperwork, including appropriate Data Use Agreements and any other
data security documents required to obtain access to and assure confidentiality of all person-level information of persons with
Medicare in the survey samples and data files preparation processes. All data collection procedures and data storage shall also
comply with all Health Insurance Portability and Accountability Act (HIPAA) requirements of the Federal government. Additional
information on the HIPAA regulations can be found at: http://www.hhs.gov/ocr/hipaa/.


 









    	IMPAQ International | Precision Opinion OY3 SOW | September 8, 2017	1



    	 



    

 


Task
1.3 Program CATI for Telephone Interviews.


 


The
follow-up telephone survey shall be conducted through the use of a Computer Assisted Telephone Instrument (CATI) using Voxco Command
Center. IMPAQ will provide the questionnaire programming files and a final specification document for testing. The subcontractor
shall set up and test the programming provided by IMPAQ. Subcontractor and IMPAQ will work closely via emails, weekly check-in
calls and ad-hoc meetings to finalize all programing.


 


The
CATI instrument and telephone follow-up shall be prepared and conducted in both English and Spanish languages. We (“Contractor”)
estimate that the Medicare FFS CAHPS survey will include approximately 69 questions (a total of 90 items). The project should
be set up by subcontractor so that the call-out number is masked with the project toll-free telephone number.


 


Task
1.4 Receive Sample Files.


 


The
subcontractor will conduct CATI interviews with a sample of non-respondents to the mail survey. IMPAQ will provide all sample
files. IMPAQ will arrange for the subcontractor to receive the sample file via a secure transfer mechanism. Upon receipt, the
subcontractor will inspect the file and perform appropriate quality control processes to ensure smooth upload to their CATI software.
The subcontractor will be responsible for loading the telephone sample into their CATI software and sample management system.
Daily, IMPAQ will provide additional files of late arriving mail responders, and the subcontractor will cease calling attempts
on these numbers.


 


Task
1.5 Daily File Delivery.


 


Subcontractor
will deliver daily files of cumulative survey results as well as IDs for all records that have reached a final disposition. IMPAQ
will arrange for the subcontractor to transmit these files via a secure transfer mechanism.


 


Task
1.6 Sample and Daily File Test Run


 


Prior
to the start of the survey administration, the subcontractor will participate in a test run of all sample and data processes including,
but not limited to, testing the sample file receipt and upload to the subcontractor’s CATI system, completion of mock interviewers
to obtain dummy survey data, sample exports of the daily files and survey results files. IMPAQ will review all files and instruct
the subcontractor on any necessary revisions. IMPAQ will work closely with the subcontractor to develop a timeline for these activities
so that final approval of the processes is given well before the survey fielding date.


 


Task
1.7 Prepare Training Materials for Telephone Interviewers.


 


The
subcontractor will work closely with IMPAQ to prepare and implement training for all telephone interviewers with electronic materials
provided by IMPAQ. IMPAQ staff will attend and conduct training with subcontractor with the expectation that additional trainings
will continue as needed and be concluded no later than the start of the outbound CATI phase (dates to be determined by IMPAQ/CMS).
IMPAQ staff will lead the general project training, questionnaire review, and HIPAA training. The subcontractor will be responsible
for leading training on the CATI system, interviewing techniques, refusal avoidance and conversion, and other procedural issues.


 




    	IMPAQ International | Precision Opinion OY3 SOW | September 8, 2017	2



    	 



    

 


Task
1.8 Deliver Final Results.


 


At
the conclusion of the field period, subcontractor will prepare a final clean dataset of collected cases in a mutually agreeable
format and provide this dataset to IMPAQ via a secure transfer mechanism. Additionally, subcontractor will provide the complete
calling record file showing all call attempts to each number in the original sample with a call disposition code assigned.


 


Task
1.9 Participate in Internal Status Meetings and Respond to AdHoc Requests. 


 


During
the startup period as well as the telephone follow-up field period, subcontractor will participate in periodic internal team conference
calls to monitor project status. Additionally, subcontractor will respond to occasional reasonable requests from IMPAQ for information
related to specific respondents, current field status, and clarification of processes.


 


COMPONENT
2: FIELD DATA COLLECTION


 


The
field data collection component includes those tasks related to conducting telephone survey operations, exclusive of the fixed
setup and management tasks. Resource requirements for this component would be directly related to the size of the initial sample.


 


Task
2.1a Conduct Telephone Interviews.


 


We
expect there will be up to 190,000 cases, dependent of the availability of telephone numbers and IMPAQ’s capacity to retain
sample in-house. We estimate that outbound calling will begin in April 23 and will last until June 8.1
Up to two telephone numbers will be provided for each case at the outset and up to 5 call attempts can be made for
each individual telephone number. No number shall receive more than 5 call attempts. Calls should be made from 9am to 12am EST.
Approximately 75% of the sample will be in the Eastern and Central time zones. Calls must be conducted in English or Spanish.
Predictive dialing is not permissible for this project.


 


Contractor
anticipates that the Subcontractor shall obtain 10,500 CATI completes. In the event Subcontractor does not obtain at least 10,500
CATI, any such shortage to this number will result in a decrease in the overall contract value by $48.00 per complete. Upon prior
written approval by IMPAQ, Subcontractor may exceed the 10,500 CATI completes. Upon an increase in the number of completes obtained
in excess of the 10,500, the contract value shall result in an increase of the overall contract value by $48.00 per additional
complete.


 





 






1
Please note that the timeframe is approximate. CMS will determine the final timeline after the contract start.


 




    	IMPAQ International | Precision Opinion OY3 SOW | September 8, 2017	3



    	 



    

 


The
subcontractor will provide IMPAQ with access to their reporting portal and provide real-time reporting with the following reports:


 


	 	●	Interviewer
    productivity report (by day)
	 	 	 
	 	●	Daily
    disposition report
	 	 	 
	 	●	All
    call breakdown report.


 


Task
2.1b Provide Telephone Monitoring and Oversight.


 


Telephone
interviewers shall be adequately supervised and monitored throughout the telephone data collection period in order to ensure that
they are following established protocols and procedures. The monitoring and evaluation program shall include, but is not limited
to the following oversight activities:


 


	 	●	Allowing
    IMPAQ staff to silently monitor.
	 	 	 
	 	●	Randomly
    monitoring 10% interviews through silent monitoring using electronic telephone interviewing system software or an alternative
    system. This monitoring shall include attempts as well as completed interviews, and be conducted across all interviewers and
    times of the day.
	 	 	 
	 	●	Provide
    a weekly report to IMPAQ with aggregate numbers on
	 	 	 
	 	 	○	Number
    of calls monitored
	 	 	 	 
	 	 	○	Monitoring
    metrics as determined by subcontractor
	 	 	 	 
	 	 	○	Any
    problems identified during monitoring and solutions
	 	 	 	 
	 	 	○	Other
    items to be determined through collaboration with IMPAQ.


 




    	IMPAQ International | Precision Opinion OY3 SOW | September 8, 2017	4



    	 



    

 


FFS
CAHPS SURVEY DELIVERABLES 2


 


Table
1. Precision Deliverables


 


	Option Year 3 - 9/30/17 to
    9/29/18	 	 
	Component
    1: Project Management and Setup	 	Due
    Date
	Task 1.1 Maintain confidentiality procedures	 	2/28/18
	Task 1.2 Develop data security procedures	 	10/30/18
	Task 1.3 Program CATI for telephone
    interviewers	 	2/28/18
	Task 1.4 Receive sample files	 	4/23/18
	Task 1.5 Daily file delivery	 	6/8/18
	Task 1.6 Sample and daily file test
    run	 	3/30/18
	Task 1.7 Prepare training materials
    for telephone interviewers	 	3/30/18
	Task 1.8 Deliver final results	 	6/11/18
	Task 1.9 Internal status meetings
    and adhoc requests	 	6/30/18
	Component 2: Field Data Collection	 	 
	Task 2.1a Conduct interviews	 	6/8/18
	Task 2.1b Provide telephone monitoring
    and oversight	 	6/8/18



 





 






2
Dates subject to change based on the final MA&PDP schedule and CMS input.


 




    	IMPAQ International | Precision Opinion OY3 SOW | September 8, 2017	5



    	 



    

 


PAYMENT
SCHEDULE


 


The
subcontractor will submit an invoice at the completion of each task following the payment schedule below. Subcontractor should
split Tasks 2.1a and 2.1b across two invoices. The first invoice should include the costs for the CATI completes obtained by the
midpoint of the fielding (estimated to be May 11, 2018). The second invoice should include the costs for the remainder of the
CATI completes obtained through the end of the fielding (estimated to be June 8, 2018).


 


	Task	 	Invoice
    Month	 	Amount	 
	Task 1.1 Maintain confidentiality
    procedures	 	February	 	$	5,500	 
	Task 1.2 Develop data security procedures	 	October	 	$	5,500	 
	Task 1.3 Program CATI for telephone
    interviewers	 	February	 	$	7,100	 
	Task 1.4 Receive sample files	 	April	 	$	3,550	 
	Task 1.5 Daily file delivery	 	June	 	$	3,550	 
	Task 1.6 Sample file and data file
    test run	 	March	 	$	5,200	 
	Task 1.7 Prepare training materials
    for telephone interviewers	 	March	 	$	4,500	 
	Task 1.8 Deliver final results	 	June	 	$	5,300	 
	Task 1.9 Internal status meetings
    and adhoc requests	 	July	 	$	6,200	 
	Task 2.1a Conduct interviews	 	 	 	$	48.00
                                         per complete	 
	Task 2.1b Provide telephone monitoring
    and oversight	 	 	 	 	 	 
	Completes at midway
    point	 	May	 	 	 	 
	Remainder of completes	 	June	 	 	 	 



 




    	IMPAQ International | Precision Opinion OY3 SOW | September 8, 2017	6