Common use of Merger & Modification Clause in Contracts

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify the State representative listed in Section 34(A)(1) [Notice to Parties] within ten (10) calendar days of any termination of services payable or reimbursable pursuant to this Contract. Such termination of services shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such termination. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. C. As described in Section 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates. D. As described in Section 1.F. [Duties of the Contractor] the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify the State representative listed in Section 34(A)(1) [Notice to Parties] within ten (10) calendar days of any termination of services payable or reimbursable pursuant to this Contract. Such termination of services shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such termination. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. C. As described in Section 2.C. [Consideration] and permitted by Administrative Rule1.A, the rates for purpose of this Contract may be adjusted annually. Such adjustments automatically amend this Contract for Contractor to provide behavioral health services and other family and child welfare services as referred by DCS and probation including, but not limited to, Medicaid Rehabilitation Option (465 IAC 2-16-20(f“MRO”) and 28Medicaid Clinic Option (“clinic option” or “MCO”) but may require revised Attachments services. Referrals for such services will be made according to accurately reflect current rates. D. As described the needs of children and families involved with DCS, whether by an informal adjustment (IA), a child in Section 1.F. [Duties need of the Contractor] services (CHINS) case or a Children’s Mental Health Initiative (CMHI) case and children and families involved in juvenile delinquency or juvenile status cases (JD/JS clients) which includes any JD/JS IAs. In order to meet this need, the parties anticipate that there may be certain changes that may affect the approved program array of behavioral health services which the Contractor is able available to offer and that such changes may require an update to the Services and Rate Schedule, Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or program availability, service code and/or or service component and/or their associated rates require requires modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. D. With the exception of the modification procedures permitted pursuant to subparagraphs B, C, paragraphs B and D C of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The If the Contractor wants to request termination of any service payable or reimbursable pursuant to this Contract, the Contractor shall notify submit a written request to the State representative listed in Section subsubsection 34(A)(1) [Notice to Parties] within ten of the Contract at least thirty (1030) calendar days prior to the date that Contractor wishes to terminate the service(s). Contractor shall NOT be permitted to terminate or cancel the Contract under this Section or clause of any termination of services payable or reimbursable pursuant to this Contract. Such A termination of services a service(s) under this subsection shall not require the execution of a formal amendment to the Contract; this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such terminationapproving the termination of service. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. Contractor’s written request, described in the paragraph above, must include: (1) details concerning which services or service program categories are involved; (2) the requested termination of service(s) effective date(s); (3) information and evidence demonstrating Contractor’s staff used all avenues to preserve the services or service program category; (4) A list of every Child impacted by Contractor’s termination of service request; and (5) a coordinated list that identifies each Child’s Family Case Manager, Probation Officer, and county office originating the placement. The Contractor shall collaborate with DCS, DCS Family Case Manager(s), and Probation Officer(s) to ensure each Child impacted by a termination of services is transitioned to a DCS approved new placement that supports each Child’s continuity of care and occurs with the least disruption possible. In addition, before implementing a DCS approved transfer to a different program or facility, the Contractor shall consult with the receiving program staff or placing agent, as determined appropriate by the DCS, to promote a successful transition for each Child and to maintain continuity of the specialized services and care unique to each Child. The Contractor shall prepare and forward case file documentation and make appropriate recommendations to the gaining facility or placement agent to ensure each Child’s success. C. As described in Section subsection 2.C. [Consideration] of this Contract and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates. D. As described in Section subsubsection 1.B.(12) and subsection 1.F. [Duties of the Contractor] this Contract, the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify the State representative listed in Section 34(A)(1) [Notice to Parties] within ten (10) calendar days of any termination of services payable or reimbursable pursuant to this Contract. Such termination of services shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such termination. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. C. As described in Section subsection 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates17- 21 (h), 29). D. As described in Section 1.F. [Duties of the Contractor] subsection 1.E.(1), the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-22- 20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The If the Contractor shall notify the State representative listed in Section 34(A)(1) [Notice wants to Parties] within ten (10) calendar days request termination of any termination of services service payable or reimbursable pursuant to this Contract, the Contractor shall submit a written request to the State representative listed in Section 34.A. (1) [Notice to Parties] of the Contract at least thirty (30) days prior to the date that Contractor wishes to terminate the service(s). Such Contractor shall NOT be permitted to terminate or cancel the Contract under this Section or subsection of the Contract. A termination of services a service(s) under this subsection shall not require the execution of a formal amendment to the Contract; this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such terminationapproving the termination of service. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. Contractor’s written request, described in the paragraph above, must include: (1) details concerning which services or service program categories are involved; (2) the requested termination of service(s) effective date(s); (3) information and evidence demonstrating Contractor’s staff used all avenues to preserve the services or service program category; (4) a list of every Child impacted by Contractor’s termination of service request; and (5) a coordinated list that identifies each Child’s Family Case Manager, Probation Officer, and county office originating the placement. The Contractor shall collaborate with DCS, DCS Family Case Manager(s), and Probation Officer(s) to ensure each Child impacted by a termination of services is transitioned to a DCS approved new placement that supports each Child’s continuity of care and occurs with the least disruption possible. In addition, before implementing a DCS approved transfer to a different program, provider, or facility, the Contractor shall consult with the receiving program staff or placing agent, as determined appropriate by the DCS, to promote a successful transition for each Child and to maintain continuity of the specialized services and care unique to each Child. The Contractor shall prepare and forward case file documentation and make appropriate recommendations to the gaining facility or placement agent to ensure each Child’s success. C. As described in Section subsection 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates17- 21(h), 29). D. As described in Section 1.F. [Duties of the Contractor] subsection 1.E.(1), the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-22- 20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided hereinherein below, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify parties agree that due to the uncertain availability of state and/or federal appropriated funds and/or the possibility of the need for a reduction in the services provided pursuant to this Contract, the total consideration payable by the State representative listed as specified in Section 34(A)(12 of this Contract may be unilaterally decreased by the State, with a corresponding reduction in the Contractor's duties and responsibilities, immediately upon the Contractor's receipt of written notice (with any requisite revised Attachment A attached thereto) [Notice or on the date specified in such notice. Such written notice shall be delivered to Parties] within ten (10) calendar days the Contractor at the address specified in Section 31 of this Contract via both regular U.S. mail and e- mail. This paragraph does not affect any termination right of the Contractor to payment for services payable or reimbursable performed before receipt of such written notice. C. The State may conduct periodic reviews of the anticipated utilization of funds provided by the State pursuant to this Contract. Such termination of services shall not require After such a review, the execution of a formal amendment State may decide to reduce, redistribute, or increase the funding available to the Contractor pursuant to this Contract, but may be accomplished by . The State shall give written notice from of its decision to reduce, redistribute, or increase the State funding available to the Contractor acknowledging Contractor, which notice shall include a statement of the reasons for such termination. If appropriate modification and determined necessary by DCSinclude, if applicable, an updated Attachment 1 may accompany A reflecting such change. Such written notice shall be effective immediately upon the Contractor’s receipt of such written notice or on the date specified in such notice. C. As described in Section 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates. D. As described in Section 1.F. [Duties of the Contractor] the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in any billable unit, payment point, service availability and/or code, service code and/or component, or any of the budgeted amounts for any service or cost component and/or their associated rates require require(s) modification and such modification requires a revision to the information included in Attachment 1A, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This A. Such written notice shall become part be effective immediately upon the Contractor’s receipt of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically written notice or on the internetdate specified in such notice. E. Should the federal government notify the State of any changes to the federal funding and/or grant terms, conditions, restrictions on use of funds, timelines for use of funds, and any and all other changes to the requirements of the federal funding and/or grant terms that require a modification to the terms of this Contract, including, but not limited to, notification of an expansion of the purposes or uses for the federal and/or grant money, notification of an expansion or change of the entities able to use the federal and/or grant money, and/or extension of a time period within which federal and/or grant funds must be expended, such modification(s) (even if such modification(s) require a revision to the information included in Attachment A) shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor (with any requisite revised Attachment A attached thereto). Such written notice shall be effective immediately upon the Contractor’s receipt of such written notice or on the date specified in such notice. F. Should the federal government approve of any changes requested by the State that affect the federal funding and/or grant terms, conditions, restrictions on use of funds, timelines for use of funds, and any and all other changes to the requirements of the federal funding and/or grant terms that require a modification to the terms of this Contract, including, but not limited to, an expansion of the purposes or uses for the federal and/or grant money, an expansion or change of the entities able to use the federal and/or grant money, and/or an extension of a time period within which such federal and/or grant funds must be expended, such modification(s) (even if such modification(s) require a revision to the information included in Attachment A) shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor (with any requisite revised Attachment A attached thereto). Such written notice shall be effective immediately upon the Contractor’s receipt of such written notice or on the date specified in such notice. G. The modifications described above in paragraphs B, C, D, E, and F of this Section, even if such modifications require creation of a revised Attachment A, may be accomplished by letter of notification from the State to the Contractor (with any requisite revised Attachment A attached thereto), without the necessity for a formal contract amendment. H. With the exception of the modification procedures permitted pursuant to subparagraphs paragraphs B, C, D, E, F, and D G of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify parties agree that due to the uncertain availability of state and/or federal appropriated funds and/or the possibility of the need for a reduction in the services provided pursuant to this Contract, the total consideration payable by the State representative listed as specified in Section 34(A)(12 of this Contract may be unilaterally decreased by the State, with a corresponding reduction in the Contractor's duties and responsibilities, immediately upon the Contractor's receipt of written notice (with any requisite revised Attachment A attached thereto) [Notice or on the date specified in such notice. Such written notice shall be delivered to Parties] within ten (10) calendar days the Contractor at the address specified in Section 33 of this Contract via both first-class U.S. mail and e-mail. This paragraph does not affect any termination right of the Contractor to payment for services payable or reimbursable performed before receipt of such written notice. C. The State may conduct periodic reviews of the anticipated utilization of funds provided by the State pursuant to this Contract. Such termination of services shall not require After such a review, the execution of a formal amendment State may decide to reduce or redistribute the funding available to the Contractor pursuant to this Contract, but may be accomplished by . The State shall give written notice from of its decision to reduce or redistribute the State funding available to the Contractor acknowledging Contractor, which notice shall include a statement of the reasons for such termination. If appropriate modification and determined necessary by DCSinclude, if applicable, an updated Attachment 1 may accompany A reflecting such change. Such written notice shall be effective immediately upon the Contractor’s receipt of such written notice or on the date specified in such notice. C. As described in Section 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates. D. As described in Section 1.F. [Duties of the Contractor] the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in any billable unit, payment point, service availability and/or code, service code and/or component, or any of the budgeted amounts for any service or cost component and/or their associated rates require require(s) modification and such modification requires a revision to the information included in Attachment 1A, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This A. Such written notice shall become part be effective immediately upon the Contractor’s receipt of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically written notice or on the internetdate specified in such notice. E. With As long as the exception of the procedures permitted pursuant to subparagraphs modifications described above in paragraphs B, C, and D of this Section do not increase the total remuneration amount specified in Section 2 and Attachment A, such modifications, even if they require creation of a revised Attachment A, may be accomplished by letter of notification from the State to the Contractor (with any requisite revised Attachment A attached thereto), without the necessity for a formal contract amendment. However, any modifications to this Contract that would increase the total remuneration amount of this Contract shall require the execution of a formal amendment to this Contract, signed by all necessary parties. F. With the exception of the modification procedures permitted pursuant to paragraphs B, C, D, and E of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify the State representative listed in Section 34(A)(1) [Notice to Parties] within ten (10) calendar days of any termination of services payable or reimbursable pursuant to this Contract. Such termination of services shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such termination. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. C. As described in Section 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates. D. As described in Section 1.F. 1.E [Duties of the Contractor] the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The Contractor shall notify the State representative listed in Section 34(A)(1) [Notice to Parties] within ten (10) calendar days of any termination of services payable or reimbursable pursuant to this Contract. Such termination of services shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such termination. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. C. As described in Section 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates. D. As described in Section 1.F. 1.E [Duties of the Contractor] the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 1. Therefore, pursuant to IC § 5-22-20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 1, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 1, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.

Merger & Modification. [Modified] A. This Contract constitutes the entire agreement between the parties with respect to the subject matter herein. All prior agreements, representations, statements, negotiations, and undertakings are hereby superseded. No understandings, agreements, or representations, oral or written, not specified within this Contract will be valid provisions of this Contract. Except as provided herein, this Contract shall not be modified, supplemented, or amended in any manner. B. The If the Contractor shall notify the State representative listed in Section 34(A)(1) [Notice wants to Parties] within ten (10) calendar days request termination of any termination of services service payable or reimbursable pursuant to this Contract, the Contractor shall submit a written request to the State representative listed in Section 34.A. (1) [Notice to Parties] of the Contract at least thirty (30) days prior to the date that Contractor wishes to terminate the service(s). Such Contractor shall NOT be permitted to terminate or cancel the Contract under this Section or subsection of the Contract. A termination of services a service(s) under this subsection shall not require the execution of a formal amendment to the Contract; this Contract, but may be accomplished by written notice from the State to the Contractor acknowledging such terminationapproving the termination of service. If appropriate and determined necessary by DCS, an updated Attachment 1 may accompany such notice. Contractor’s written request, described in the paragraph above, must include: (1) details concerning which services or service program categories are involved; (2) the requested termination of service(s) effective date(s); (3) information and evidence demonstrating Contractor’s staff used all avenues to preserve the services or service program category; (4) a list of every Child impacted by Contractor’s termination of service request; and (5) a coordinated list that identifies each Child’s Family Case Manager, Probation Officer, and county office originating the placement. The Contractor shall collaborate with DCS, DCS Family Case Manager(s), and Probation Officer(s) to ensure each Child impacted by a termination of services is transitioned to a DCS approved new placement that supports each Child’s continuity of care and occurs with the least disruption possible. In addition, before implementing a DCS approved transfer to a different program, provider, or facility, the Contractor shall consult with the receiving program staff or placing agent, as determined appropriate by the DCS, to promote a successful transition for each Child and to maintain continuity of the specialized services and care unique to each Child. The Contractor shall prepare and forward case file documentation and make appropriate recommendations to the gaining facility or placement agent to ensure each Child’s success. C. As described in Section subsection 2.C. [Consideration] and permitted by Administrative Rule, the rates for this Contract may be adjusted annually. Such adjustments automatically amend this Contract (465 IAC 2-16-20(f) and 28) but may require revised Attachments to accurately reflect current rates17- 21(h), 29). D. As described in Section 1.F. [Duties of the Contractor] subsection 1.R.(13), the parties anticipate that there may be certain changes that may affect the approved array of behavioral health services which the Contractor is able to offer and that such changes may require an update to Attachment 12. Therefore, pursuant to IC § 5-22-22- 20, DCS reserves the right to make unilateral changes in the work approved within the Scope of the Contract as it pertains to the behavioral health services. Should the State (on its own or after it considers a request of the Contractor) determine that such change in service availability and/or service code and/or service component and/or their associated rates require modification and such modification requires a revision to the information included in Attachment 12, such changes shall not require the execution of a formal amendment to this Contract, but may be accomplished by written notice from the State to the Contractor with an accompanying updated Attachment 12, if necessary. This written notice shall become part of the Contract and will be available for review, upon request, at the Indiana Department of Child Services, ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Street, Room E306, Indianapolis, IN 46204, until such time as it is posted electronically on the internet. E. With the exception of the procedures permitted pursuant to subparagraphs B, C, and D of this Section, this Contract may not be modified, supplemented, or amended, except by written agreement signed by all necessary parties. Any change to this contract that affects more than the service component array shall require the execution of a formal amendment to this Contract. Nothing herein shall be construed as a commitment to execute future agreements with the Contractor or to extend this Contract in any way.