EXHIBIT 99(b)
XXXXX, XXXX & XXXXXXXX, X.X. (LETTERHEAD)
ATTORNEYS AT LAW
000 X. XXXXXXXX
XX. LOUIS, MISSOURI 63102
January 5, 2000
Xxxxxxxxx Xxxxx Xxxxxx
Director
Missouri Department of Insurance
Re: Settlement Agreement Dated September 20, 1998
Related to Case No. 98-02-09-001C and Market Conduct
Report 1716-0795-TGD
Dear Director Xxxxxx:
The purpose of this letter ("this Letter Agreement") is to
memorialize the terms on which agreement has been reached with
respect to a condition precedent contained in the above-described
Settlement Agreement (referred to in this Letter Agreement as the
"Market Conduct Proceeding Settlement Agreement"). The "Market
Conduct Proceeding Settlement Agreement"
provides for the resolution of certain claims pending in
administrative proceedings styled In Re: Blue Cross Blue Shield
of Missouri, et al, No. 98-02-09-00C and Market Conduct
Examination No. 1716-0795-TGT (collectively the "Market Conduct
Proceedings").
The Market Conduct Proceeding Settlement Agreement contains,
in Paragraph 6, a condition precedent, "Court Approval of
Principal Settlement." The "Principal Settlement" referred to is
a separate Settlement Agreement of September 20, 1998, to which
Blue Cross and Blue Shield of Missouri, RightCHOICE Managed Care,
Inc., the Attorney General of Missouri, and the Director of the
Missouri Department of Insurance are parties. The parties have
determined that the condition precedent contained in paragraph 6
of the Market Conduct Proceeding Settlement Agreement will not be
fulfilled. The parties to the Market Conduct Proceeding
Settlement Agreement have nonetheless determined to proceed as if
that condition precedent had been fulfilled.
In consideration of their mutual undertakings herein, by
this Letter Agreement the parties waive the condition precedent,
"Court Approval of Principal Settlement," contained in paragraph
6 of the Market Conduct Proceeding Settlement Agreement. In that
there are no other conditions precedent to implementation of the
Market Conduct Proceeding Settlement Agreement, further
implementation of the Market Conduct Proceeding Settlement
Agreement shall proceed as provided for therein. Immediately
upon execution of this Letter Agreement by all parties hereto,
they shall execute the Stipulation of Settlement in the form
attached to the Market Conduct Proceeding Settlement Agreement as
Exhibit A, and all parties to that Stipulation of Settlement will
forthwith carry out their obligations thereunder.
This Letter Agreement will be effective on the date of the
last signature hereto. It may be executed in counterparts to be
exchanged among the parties.
Sincerely,
/s/ Xxxx X. Xxxxxx
Xxxx X. Xxxxxx
JJR:vla
Attachments
/s/ Xxxxx Xxxxxx
Xxxxx Xxxxxx, in his official capacity
as Director, Missouri Department of Insurance
BLUE CROSS AND BLUE SHIELD
OF MISSOURI
By: /s/ Xxxx X. X'Xxxxxx
Xxxx X. X'Xxxxxx, President
HMO MISSOURI INC.
By: /s/ Xxxx X. X'Xxxxxx
Xxxx X. X'Xxxxxx, President
HEALTHY ALLIANCE LIFE
INSURANCE COMPANY
By: /s/ Xxxx X. X'Xxxxxx
Xxxx X. X'Xxxxxx, President
