exv10w20w7






Exhibit 10.20.7







	 	 	 
	 	Contractual Document (CD)	




Responsible Office: HHSC Office of General Counsel (OGC)




			
	 	 	 
	Subject: HHSC Managed Care Contract
	 	HHSC Contract No. 529-06-0280-00002-S






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: 3800 Buffalo Speedway, Suite 400, Houston, Texas 77098. 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 

	 	Part 3: Contract Expiration 
	 	Part 4: Operational Start Date:
	Amendment:

	 	Date	 	 
	 
	 	 	 	 
	March 1, 2011

	 	August 31, 2013
	 	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.




 









 






	 	 	 
	 	Contractual Document (CD)	




Responsible Office: HHSC Office of General Counsel (OGC)




			
	 	 	 
	Subject: HHSC Managed Care Contract
	 	HHSC Contract No. 529-06-0280-00002-S






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 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 Lubbock	 	 






 









 






	 	 	 
	 	Contractual Document (CD)	




Responsible Office: HHSC Office of General Counsel (OGC)




			
	 	 	 
	Subject: HHSC Managed Care Contract
	 	HHSC Contract No. 529-06-0280-00002-S






	 	 	 	 	 

	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 Rate Period 5.




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 5:




******REDACTED******



STAR SSI Administrative Fee: HHSC will pay STAR HMO a monthly Administrative fee of
******REDACTED****** per SSI Beneficiary who voluntarily enrolls in HMO in accordance with
Attachment A, “HHSC Uniform Managed Care Contract Terms and Conditions,” Article 10.



Delivery Supplemental Payment: See Attachment A, “HHSC Uniform Managed Care Contract
Terms and Conditions,” Article 10, for a description of the methodology for establishing the
Delivery Supplemental Payment for the STAR Program.



Bariatric Supplemental Payment: See Attachment A, “HHSC Uniform Managed Care Contract Terms
and Conditions,” Article 10, for a description of the methodology for establishing the Bariatric
Supplemental Payment for the STAR Program.




 









 






	 	 	 
	 	Contractual Document (CD)	




Responsible Office: HHSC Office of General Counsel (OGC)




			
	 	 	 
	Subject: HHSC Managed Care Contract
	 	HHSC Contract No. 529-06-0280-00002-S






þ Medicaid STAR+PLUS 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+PLUS Program. The following Rate Cells and Capitation Rates will apply to
Rate Period 5:




******REDACTED******



Bariatric Supplemental Payment: See Attachment A, “HHSC Uniform Managed Care Contract Terms
and Conditions,” Article 10, for a description of the methodology for establishing the Bariatric
Supplemental Payment for the STAR+PLUS Program.




þ CHIP 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 CHIP Program. The following Rate Cells and Capitation Rates will apply to Rate
Period 5:




******REDACTED******



Delivery Supplemental Payment: See Attachment A, “HHSC Uniform Managed Care Contract Terms
and Conditions,” Article 10, for a description of the methodology for establishing the Delivery
Supplemental Payment for the CHIP Program. The CHIP Delivery Supplemental Payment is
******REDACTED****** for all Service Areas.




þ CHIP Perinatal 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 CHIP Perinatal Program.




******REDACTED******



Delivery Supplemental Payment: See Attachment A, “HHSC Uniform Managed Care Contract Terms
and Conditions,” Article 10, for a description of the methodology for establishing the Delivery
Supplemental Payment for the CHIP Perinatal Program. The CHIP Perinatal Delivery Supplemental
Payment is ******REDACTED****** for Perinates between 186% and 200% of the Federal Poverty Level
for all Service Areas.









 









 









	 	 	 
	 	Contractual Document (CD)	




Responsible Office: HHSC Office of General Counsel (OGC)




			
	 	 	 
	Subject: HHSC Managed Care Contract
	 	HHSC Contract No. 529-06-0280-00002-S






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 1.17 is replaced with Version
1.18



B: Scope of Work/Performance Measures — Version 1.17 is replaced with Version 1.18 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




Part 10: Special Provision for Nueces Service Area




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.”




 









 






	 	 	 
	 	Contractual Document (CD)	




Responsible Office: HHSC Office of General Counsel (OGC)




			
	 	 	 
	Subject: HHSC Managed Care Contract
	 	HHSC Contract No. 529-06-0280-00002-S






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.




	 	 	 

	Taxas 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 Commisssioner for Health Services

	 	Title: President and CEO
	Date: 2/8/11

	 	Date: January 19, 2011