AMENDMENT TO
MANAGED CARE ALLIANCE AGREEMENT
THIS AMENDMENT (the "Amendment") is entered
into this 15 day of July , 2005 by
and between CIGNA Health Corporation, for
and on behalf of its affiliates
(individually and collectively, "CIGNA"),
and Gentiva CareCentrix, Inc. ("MCA").
W I T N E S S E T H
WHEREAS, CIGNA and MCA entered into a
Managed Care Alliance Agreement which
became effective January 1, 2004 (the
"Agreement") whereby MCA agreed to provide
through its Represented Providers certain
health care services to Participants
as that term is defined in the
Agreement;
WHEREAS, in connection with the Medicare
Prescription Drug, Improvement and
Modernization Act of 2003, as codified in
sections 1860D-1 through 1860D-41 of
the Social Security Act, CIGNA has
submitted to the Centers for Medicare and
Medicaid Services ("CMS") an application to
become a Part D plan sponsor and
offer a Medicare Part D plan as set forth
in the Medicare Prescription Drug
Benefit Plan Final Rules contained in 42
CFR Parts 422 and 423 ("PDP Final
Rules");
WHEREAS, MCA and its Represented Providers
have agreed to serve as a provider
for CIGNA in connection with such Medicare
Part D plan as set forth in this
Amendment;
WHEREAS, certain provisions are required to
be included in the contract between
CIGNA and its subcontractors with respect
to such Medicare Part D plan as
required by CMS and the PDP Final Rules;
and
WHEREAS, the parties wish to amend the
Agreement to reflect the terms and
conditions applicable to MCA's and its
Represented Providers' participation in
CIGNA's Medicare Part D plan and to comply
with the requirements of the PDP
Final Rules.
NOW THEREFORE, CIGNA and MCA agree as
follows:
1. This Amendment shall be
effective on January 1, 2006.
2. MCA and its Represented
Providers agree to participate as a provider
for CIGNA in connection with CIGNA's Medicare Part D plan. Such
participation shall be governed by the terms and conditions set
forth
in the Agreement and the Medicare Part D Program Attachment
attached
hereto and made a part of the Agreement.
3. To the extent that the
provisions in the Agreement, including any
prior amendments, conflict with the terms of this Amendment
(including
the exhibits hereto), the terms in this Amendment shall supersede
and
control. All other terms and conditions of the Agreement, as
previously amended, including the Program Attachments and the
Exhibits
attached thereto, shall remain in full force and effect.
Capitalized
terms not defined herein but defined in the Agreement shall have
the
same meaning as defined in the Agreement.
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IN WITNESS WHEREOF, CIGNA and MCA have
caused their duly authorized
representatives to execute this
Amendment.
CIGNA
By:
_________________________________
Its:
_________________________________
Dated:
___________________________________
MCA
By:
__________________________________
Its:
__________________________________
Dated:
__________________________________
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MEDICARE PART D PROGRAM ATTACHMENT
TO
MANAGED CARE ALLIANCE AGREEMENT
The terms and conditions of this Medicare
Part D Program Attachment and the
Agreement are applicable to services
rendered to Medicare Part D Participants.
As used in this Program Attachment,
Participant means a Medicare Part D
Participant.
I. DEFINITIONS
Covered Services - for purposes of this
Program Attachment, Covered Services
means * prescription drugs provided to a
Medicare Part D Participant in
accordance with a Service Agreement.
Medicare Part D Participant - means a
Medicare eligible individual who is
eligible for Covered Services under Part D,
for whom CIGNA receives payment from
the Centers for Medicare and Medicaid
Services ("CMS"). For purposes of Medicare
Part D Participants, all references to
Participants in the Agreement and this
Program Attachment shall mean Medicare Part
D Participants.
Part D - means the Medicare Prescription
Drug Program established by Section 101
of the Medicare Prescription Drug,
Improvement, and Modernization Act of 2003
(MMA), as codified in sections 1860D-1
through 1860D-41 of the Social Security
Act.
Part D Plan Sponsor - means a
nongovernmental entity that is certified under 42
CFR Part 423 as meeting the requirements
and standards that apply to entities
that offer Part D prescription drug
plans.
Negotiated Prices - means prices for Part D
drugs that are available to Medicare
Part D Participants at the point of
administration, and are reduced by those
discounts, direct or indirect subsidies,
rebates, other prices concessions, and
direct or indirect remunerations that CIGNA
has elected to pass through to Part
D Participants at the point of
administration, including dispensing fees.
II. SERVICES AND COMPENSATION
A. MCA through its Represented
Providers shall provide those Covered
Services within the scope of Represented Providers' practice that
are
required by Medicare Part D Participants in accordance with the
terms
of the Agreement, this Program Attachment and Program
Requirements.
The rates set forth in this Program Attachment shall be payment
in
full for such services. MCA and Represented Providers shall apply
the
correct cost-sharing amount (Medicare Part D Participant
Deductibles,
Copayments and Coinsurance), including cost-sharing applicable
to
Medicare Part D Participants who qualify for the Part D low
income
subsidy.
B. As applicable, MCA or
Represented Providers shall have and maintain
the capability to submit claims to CIGNA for Covered Services to a
*.
C. At the point of
administration or delivery of prescription drugs, MCA
through
its Represented Providers shall provide the Medicare Part D
Participant with the lowest-priced, generically equivalent drug,
if
one exists for the Medicare Part D Participant's prescription,
and
shall inform the Medicare Part D Participant of the
substitution.
D. MCA through its Represented
Providers shall implement and maintain
up-to-date * for Medicare Part D Participants, including, but
not
limited to: A.
* Confidential Treatment Requested
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(1) *; and
(2) *.
E. MCA and Represented
Providers shall provide to CIGNA all data on
claims, utilization, medication therapy management, and other
data
required for compliance with Part D Quality Assurance standards,
in
the manner prescribed by CMS.
F. MCA and Represented
Providers shall provide Medicare Part D
Participants access to Negotiated Prices for Covered Part D
drugs
included in CIGNA's Part D formulary, at the point of
administration.
G. MCA and Represented
Providers acknowledge and agree that, upon
becoming a Part D sponsor, CIGNA will monitor the performance of
MCA
and its Represented Providers on an ongoing basis.
H. If MCA or Represented
Providers are owned by or under contract with a
long-term care facility to provide prescription drugs to the
facility's residents under the terms of the MCA Agreement, MCA
and
Represented Providers agree to abide by performance and service
criteria for long-term care pharmacies as specified by CMS in
the
attached Exhibit marked "Long Term Care Guidance."
I. MCA through its Represented
Providers will offer patient counseling
services to Medicare Part D Participants when appropriate.
J. As applicable, MCA's
Represented Providers shall review the prescribed
drug therapy prior to dispensing each prescription to a Medicare
Part
D Participant, which review shall include screening the
prescription
against information in CIGNA's online system, as applicable,
for
potential drug therapy problems due to therapeutic duplication,
age/gender-related contraindications, over- and
under-utilization,
drug-drug interactions, incorrect drug dosage or duration of
drug
therapy, drug-allergy contraindications and clinical
abuse/misuse.
K. MCA or its Represented
Prov
