Common use of Operations and Transition Payment Clause in Contracts

Operations and Transition Payment. One Twelfth (1/12) of the annual operations and transition payment shall be earned monthly and invoiced the month following the month in which services are performed. During any state fiscal year DHS may withhold up to twelve (12%) percent of the Contractor’s annual compensation for operations and transition services for failure to perform, provided, however, that DHS may withhold no more, under this section 6.1 of the Contract, than the following: July: 0% of Annual Compensation July through August: 0% of Annual Compensation July through September: 3% of Annual Compensation July through October: 4% of Annual Compensation July through November: 5% of Annual Compensation July through December: 6% of Annual Compensation July through January 7% of Annual Compensation July through February 8% of Annual Compensation July through March 9% of Annual Compensation July though April 10% of Annual Compensation‌ July though May 11% of Annual Compensation July through June 12% of Annual Compensation No amount shall be withheld when failure to perform is due solely to another’s action or failure to act, including, without limitation, DHS’ action or failure to act. The amount withheld for failure to perform a requirement or to meet a standard under this Contract shall be released to the Contractor upon presentation to DHS of satisfactory evidence of successful implementation of a plan to correct the performance failure for which the amount was withheld. If there is any amount withheld at the end of a fiscal year it shall be released to the Contractor upon successful implementation of the plan of correction in the subsequent fiscal year. If there is an amount withheld at termination of this Contract or at the end of the Contract term, the amount withheld shall be placed in escrow, and the Contractor and the State shall agree on steps the Contractor shall take to earn the balance in escrow. If the total amount withheld for failure to perform a requirement or meet a standard under or this Contract is greater than one hundred dollars ($100.00) for more than three (3) consecutive months during or after the term of the Contract the Contractor shall forfeit five (5%) of the withheld amount to DHS. The Pharmacy Medical Services Contractor (including PDL) is responsible for the administration of prior authorization for the pharmacy program, including: The Contractor shall maintain a toll-free hotline and facsimile access and respond to contacts from providers regarding drug prior authorizations twenty-four (24) hours a day, seven (7) days a week, including for the product varenicline. The Contractor must ensure qualified personnel respond to prior authorization requests and handle all routine inquiries and correspondence regarding PAs; have the capacity to handle all telephone calls and facsimiles at all times and have upgrade ability to handle additional call or facsimile volumes.

Operations and Transition Payment. One Twelfth (1/12) Actual number of adjudicated claims times the annual operations and transition payment per claim charge shall be earned monthly and invoiced the month following the month in which services are performed. During any state fiscal year DHS may withhold up to twelve percent (12%) percent of the Contractor’s annual compensation for operations and transition services for failure to perform, provided, however, that DHS may withhold no more, under this section 6.1 of the Contract, than the following: July: 0% of Annual Compensation July through August: 0% of Annual Compensation July through September: September 3% of Annual Compensation July through October: October 4% of Annual Compensation July through November: November 5% of Annual Compensation July through December: December 6% of Annual Compensation July through January 7% of Annual Compensation July through February 8% of Annual Compensation July through March 9% of Annual Compensation July though through April 10% of Annual Compensation‌ Compensation July though through May 11% of Annual Compensation July through June 12% of Annual Compensation No amount shall be withheld when failure to perform is due solely to another’s action or failure to act, including, without limitation, DHS’ action or failure to act. The amount withheld for failure to perform a requirement or to meet a standard under this Contract shall be released to the Contractor upon presentation to DHS of satisfactory evidence of successful implementation of a plan to correct the performance failure for which the amount was withheld. If there is any amount withheld at the end of a the fiscal year it shall be released to the Contractor upon successful implementation of the plan of correction in the subsequent fiscal year. If there is an amount withheld at termination of this the Contract or at the end of the Contract term, the amount withheld shall be placed in escrow, and the Contractor and the State shall agree on to steps the Contractor shall take to earn the balance in escrow. If the total amount withheld for failure to perform a requirement or meet a standard under or this Contract is greater than one hundred dollars ($100.00) for more than three (3) consecutive months during or after the term of the Contract the Contractor shall forfeit five (5%) percent of the withheld amount to DHS. The Pharmacy Medical Services Contractor (including PDL) is responsible for the administration of prior authorization for the pharmacy program, including: The Contractor shall maintain a toll-free hotline and facsimile access and respond to contacts from providers regarding drug prior authorizations twenty-four (24) hours a day, seven (7) days a week, including for the product varenicline. The Contractor must ensure qualified personnel respond to prior authorization requests and handle all routine inquiries and correspondence regarding PAs; have the capacity to handle all telephone calls and facsimiles at all times and have upgrade ability to handle additional call or facsimile volumes.

Operations and Transition Payment. One Twelfth twelfth (1/12) of the annual operations and transition payment shall be earned monthly and invoiced the month following the month in which services are performed. During any state fiscal year DHS may withhold up to twelve (12%) percent of the Contractor’s annual compensation for operations and transition services for failure to perform, provided, however, that DHS may withhold no more, under this section 6.1 of the Contract, than the following: July: 0% of Annual Compensation July through August: 0% of Annual Compensation July through September: 3% of Annual Compensation July through October: 4% of Annual Compensation July through November: 5% of Annual Compensation July through December: 6% of Annual Compensation July through January 7% of Annual Compensation July through February 8% of Annual Compensation July through March 9% of Annual Compensation July though April 10% of Annual Compensation‌ July though May 11% of Annual Compensation July through June 12% of Annual Compensation No amount shall be withheld when failure to perform is due solely to another’s action or failure to act, including, without limitation, DHS’ action or failure to act. The amount withheld for failure to perform a requirement or to meet a standard under this Contract shall be released to the Contractor upon presentation to DHS of satisfactory evidence of successful implementation of a plan to correct the performance failure for which the amount was withheld. If there is any amount withheld at the end of a fiscal year it shall be released to the Contractor upon successful implementation of the plan of correction in the subsequent fiscal year. If there is an amount withheld at termination of this Contract or at the end of the Contract term, the amount withheld shall be placed in escrow, and the Contractor and the State shall agree on steps the Contractor shall take to earn the balance in escrow. If the total amount withheld for failure to perform a requirement or meet a standard under or this Contract is greater than one hundred dollars ($100.00) for more than three (3) consecutive months during or after the term of the Contract the Contractor shall forfeit five (5%) of the withheld amount to DHS. The Pharmacy Medical Services In addition to the above mentioned amounts, the Contractor (including PDL) is responsible shall be reimbursed the sum of $150,238 for SFY 2007. This sum represents costs arising from the additional volume of imaging over and above both parties’ contracted expectations. In addition to the payment terms set forth above, Contractor shall be paid a monthly fixed cost based on the estimated staffing necessitated by the Third Amendment to the Contract. Payments for each month of the NPI Contingency Plan shall be as follows: July 2007. $100,000 August 2007. $100,000 September 2007. $100,000 October 2007. $27,625 November 2007. $27,625 December 2007. $27,625 January 2008. $27,625 February 2008. $27,625 March 2008. $27,625 April 2008. $27,625 May 2008. $27,625 Contractor shall submit a separate invoice to the Department at the end of each month during the NPI Contingency Plan for fixed costs based on the amounts outlined herein. A total of $75,000 shall be withheld from the July 2007 invoice. Upon successful completion all remaining work of the Scope of Work under Amendment Three of the Contract, and acceptance by the Department the Contractor shall be entitled to invoice the remaining $75,000. In addition to the payment terms set forth above, the Contractor shall be paid a fixed cost based on the implementation of the Department-approved requirements for the administration Scope of prior authorization Work outlined in Attachment Seven. A total of $96,284 shall be paid for the pharmacy programtotal NPI Web Portal enhancements and $153,000 shall be paid for the MMIS NPI Edit Expansion project. As to each of the projects outlined in the Fourth Amendment to the Contract, including: The Contractor may invoice the Department for the above-referenced payments in three equal monthly installments beginning August 30, 2007. However, Contractor shall maintain a tollonly invoice for seventy-free hotline and facsimile access and respond to contacts from providers regarding drug prior authorizations twenty-four five percent (2475%) hours a day, seven (7) days a week, including for of the product vareniclinemonthly payment amount. The Contractor must ensure qualified personnel respond to prior authorization requests may invoice the Department for the remaining twenty-five percent (25%) upon successful completion and handle all routine inquiries and correspondence regarding PAs; have acceptance by the capacity to handle all telephone calls and facsimiles at all times and have upgrade ability to handle additional call or facsimile volumesDepartment of the finalized project.

Operations and Transition Payment. One Twelfth twelfth (1/12) of the annual operations and transition payment shall be earned monthly and invoiced the month following the month in which services are performed. During any state fiscal year DHS may withhold up to twelve (12%) percent of the Contractor’s annual compensation for operations and transition services for failure to perform, provided, however, that DHS may withhold no more, under this section 6.1 of the Contract, than the following: July: 0% of Annual Compensation July through August: 0% of Annual Compensation July through September: 3% of Annual Compensation July through October: 4% of Annual Compensation July through November: 5% of Annual Compensation July through December: 6% of Annual Compensation July through January 7% of Annual Compensation July through February 8% of Annual Compensation July through March 9% of Annual Compensation July though April 10% of Annual Compensation‌ July though May 11% of Annual Compensation July through June 12% of Annual Compensation No amount shall be withheld when failure to perform is due solely to another’s action or failure to act, including, without limitation, DHS’ action or failure to act. The amount withheld for failure to perform a requirement or to meet a standard under this Contract shall be released to the Contractor upon presentation to DHS of satisfactory evidence of successful implementation of a plan to correct the performance failure for which the amount was withheld. If there is any amount withheld at the end of a fiscal year it shall be released to the Contractor upon successful implementation of the plan of correction in the subsequent fiscal year. If there is an amount withheld at termination of this Contract or at the end of the Contract term, the amount withheld shall be placed in escrow, and the Contractor and the State shall agree on steps the Contractor shall take to earn the balance in escrow. If the total amount withheld for failure to perform a requirement or meet a standard under or this Contract is greater than one hundred dollars ($100.00) for more than three (3) consecutive months during or after the term of the Contract the Contractor shall forfeit five (5%) of the withheld amount to DHS. The Pharmacy Medical Services In addition to the above mentioned amounts, the Contractor (including PDL) is responsible shall be reimbursed the sum of $150,238 for SFY 2007. This sum represents costs arising from the additional volume of imaging over and above both parties’ contracted expectations. In addition to the payment terms set forth above, Contractor shall be paid a monthly fixed cost based on the estimated staffing necessitated by the Third Amendment to the Contract. Payments for each month of the NPI Contingency Plan shall be as follows: July 2007. $100,000 August 2007. $100,000 September 2007. $100,000 October 2007. $27,625 November 2007. $27,625 December 2007. $27,625 January 2008. $27,625 February 2008. $27,625 March 2008. $27,625 April 2008. $27,625 May 2008. $27,625 Contractor shall submit a separate invoice to the Department at the end of each month during the NPI Contingency Plan for fixed costs based on the amounts outlined herein. A total of $75,000 shall be withheld from the July 2007 invoice. Upon successful completion all remaining work of the Scope of Work under Amendment Three of the Contract, and acceptance by the Department the Contractor shall be entitled to invoice the remaining $75,000. In addition to the payment terms set forth above, the Contractor shall be paid a fixed cost based on the implementation of the Department-approved requirements for the administration Scope of prior authorization Work outlined in Attachment Seven. A total of $96,284 shall be paid for the pharmacy programtotal NPI Web Portal enhancements and $153,000 shall be paid for the MMIS NPI Edit Expansion project. As to each of the projects outlined in the Fourth Amendment to the Contract, including: The Contractor may invoice the Department for the above-referenced payments in three equal monthly installments beginning August 30, 2007. However, Contractor shall maintain a tollonly invoice for seventy-free hotline and facsimile access and respond to contacts from providers regarding drug prior authorizations twenty-four five percent (2475%) hours a day, seven (7) days a week, including for of the product vareniclinemonthly payment amount. The Contractor must ensure qualified personnel respond may invoice the Department for the remaining twenty-five percent (25%) upon successful completion and acceptance by the Department of the finalized project. The work outlined in Attachment 8 is to prior authorization requests be billed at the actual number of hours worked at a rate of $115.00 per hour up to a maximum amount not to exceed $199,321.50, and handle all routine inquiries and correspondence regarding PAs; have the capacity is to handle all telephone calls and facsimiles at all times and have upgrade ability to handle additional call or facsimile volumesbe completed by June 30, 2008.

Operations and Transition Payment. One Twelfth (1/12) of the annual operations and transition payment shall be earned monthly and invoiced the month following the month in which services are performed. During any state fiscal year DHS may withhold up to twelve (12%) percent of the Contractor’s annual compensation for operations and transition services for failure to perform, provided, however, that DHS may withhold no more, under this section 6.1 of the Contract, than the following: July: 0% of Annual Compensation July through August: 0% of Annual Compensation July through September: 3% of Annual Compensation July through October: 4% of Annual Compensation July through November: 5% of Annual Compensation July through December: 6% of Annual Compensation July through January 7% of Annual Compensation July through February 8% of Annual Compensation July through March 9% of Annual Compensation July though April 10% of Annual Compensation‌ July though May 11% of Annual Compensation July through June 12% of Annual Compensation No amount shall be withheld when failure to perform is due solely to another’s action or failure to act, including, without limitation, DHS’ action or failure to act. The amount withheld for failure to perform a requirement or to meet a standard under this Contract shall be released to the Contractor upon presentation to DHS of satisfactory evidence of successful implementation of a plan to correct the performance failure for which the amount was withheld. If there is any amount withheld at the end of a fiscal year it shall be released to the Contractor upon successful implementation of the plan of correction in the subsequent fiscal year. If there is an amount withheld at termination of this Contract or at the end of the Contract term, the amount withheld shall be placed in escrow, and the Contractor and the State shall agree on steps the Contractor shall take to earn the balance in escrow. If the total amount withheld for failure to perform a requirement or meet a standard under or this Contract is greater than one hundred dollars ($100.00) for more than three (3) consecutive months during or after the term of the Contract the Contractor shall forfeit five (5%) of the withheld amount to DHS. The Pharmacy Medical Services Contractor (including PDL) is responsible for the administration of prior authorization for the pharmacy program, including: The Contractor shall maintain a toll-free hotline and facsimile access and respond to contacts from providers regarding drug prior authorizations twenty-four (24) hours a day, seven (7) days a week, including for the product varenicline. The Contractor must ensure qualified personnel respond to prior authorization requests and handle all routine inquiries and correspondence regarding PAs; have the capacity to handle all telephone calls and facsimiles at all times and have upgrade ability to handle additional call or facsimile volumes.