[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED of Southern Arizona SUBCONTRACT AGREEMENT Regional Behavioral CHILDREN SERVICES Health Authority The Providence Service Corporation ------------------------------------------------- CONTRACT...

Exhibit 10.12

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[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
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CONTRACT NUMBER: A0108 FY 01/02
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"RBHA": Community Partnership of Southern Arizona
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇.
▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇, Chief Executive Officer

"CONTRACTOR": THE PROVIDENCE SERVICE CORPORATION
▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇, President

A. RECITALS:

1. The Regional Behavioral Health Authority ("RBHA") is an Arizona
nonprofit corporation that has been designated by the Arizona
Department of Health Services ("ADHS") as a Regional Behavioral Health
Authority and that has contracted with ADHS/DBHS to provide or arrange
for the provision of behavioral health services to eligible
populations within Geographic Service Areas (3) and (5) during the
period July 1, 2000 through June 30, 2003, with an option to renew
until June 30, 2005.

2. The Contractor ("Contractor") is an Arizona corporation that has been
designated by the RBHA as a Provider and that has contracted with
Community Partnership of Southern Arizona (CPSA) to provide or arrange
for the provision of behavioral health services to eligible
populations identified in Schedule II, Scope of Work within Geographic
Service Area 5.

NOW, THEREFORE, in consideration of the mutual promises and undertakings
set forth herein, the RBHA and the Contractor agree as follows:

B. DEFINITIONS:

As used throughout this Subcontract, the following terms shall have the
meanings set forth herein, the RBHA and the Contractor agree as follows:

1. "ADAMHA" is the former name of Substance Abuse and Mental Health
Services Administration (SAMHSA).

2. "ADES" means the Arizona Department of Economic Security.

3. "ADHS" means the Arizona Department of Health Services.

4. "ADHS/DBHS Information System" means the ADHS/DBHS CIS and CEDAR
Information System in place or any other data collection and
information system as may be established by ADHS/DBHS or the RBHA.

5. "ADHS/DBHS Policy and Procedures Manual" means the document published
by the ADHS/DBHS that defines the policies and procedures applicable
to behavioral health services made available in Arizona by or through
ADHS/DBHS, as may be amended or supplemented from time to time.

6. "ADHS Requirements" means those acts and forbearances pertaining to
mental health services funded in whole or in part by ADHS specified in
the ADHS/DBHS manual or under any provisional, interim, temporary or
final rules and regulations of ADHS.

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7. "ADHS/DBHS Service Matrix" means the document that lists all covered
services and the rates to be paid in the absence of a subcontract for
each covered service, as may be amended or supplemented from time to
time.

8. "ADHS Uniform Financial Reporting Requirements" means such
requirements for financial reporting as may be established under the
ADHS requirements, the DBHS Manual, or final rules or regulations
promulgated by ADHS/DBHS.

9. "Administrative Appeal" means a written formal request for review of a
decision made by the RBHA or ADHS.

10. "Administrative Services" means the services (other than the direct
provision of behavioral health services including case management) to
eligible and enrolled persons, necessary to manage the behavioral
health system, including, but not limited to: provider relations and
contracting, provider billing, accounting, information technology
services, processing and investigating grievances and appeals, legal
services (including any legal representation of the Contractor at
administrative hearings concerning the RBHA's decisions and actions),
planning, program development, program evaluation, personnel
management, employee-related expenses, professional and outside
services, travel, mileage, staff development and training, provider
auditing and monitoring, utilization review and quality assurance.

11. "Adult" means a person 18 years of age or older, unless the term is
given a different definition by statute, rule or policies adopted by
the ADHS/DBHS or AHCCCS.

12. "AHCCCS" means the Arizona Health Care Cost Containment System as
defined in A.R.S. (S)36-2901, et. seq.

13. "AHCCCS Fee for Service Rates" means the rates set by AHCCCS in the
most current published ADHS/DBHS Service Matrix reflecting the rates
to be paid to providers for Title XIX and Title XXI covered services
to Title XIX or Title XXI eligible persons in the absence of
subcontracted rates. The ADHS/DBHS Service Matrix, and any
revisions/updates thereto are incorporated in this Subcontract as if
fully set forth herein.

14. "AHCCCSA" means AHCCCS Administration.

15. "AHCCCS Requirements" means those acts and forbearances pertaining or
relating to mental health and substance abuse services funded in whole
or in part by Title XIX or TXXI, required under any provisional,
interim, temporary or final rules and regulations promulgated by
AHCCCSA.

16. "AHCCCSA Standards" means the standards established by AHCCCSA in
Rules, the ADHS/DBHS policies and procedures, the AHCCCS Medical
Policy Manual, the Title XIX State Plan, the Title XXI State Plan,
applicable federal and state statutes and rules and any subsequent
amendments thereto.

17. "Alternative Residential Care Facility" means a Level I, II or III
ADHS licensed facility with 16 or fewer beds other than an inpatient
facility or inpatient facility for individuals under the age of 21
(RTC). Alternative residential care facilities include, but are not
limited to, crisis stabilization facilities, residential
detoxification facilities and therapeutic group homes.

18. "Ancillary Services" means covered behavioral health services that are
provided to support associated treatment, rehabilitative and
supportive services but are not directly beneficial to the behavioral
health condition.

19. "APIPA" means Arizona Physicians IPA, an AHCCCS Health Plan with which
the RBHA contracts for management information system services and
other services.

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20. "Appeal" means a formal request for review of a decision made by the
Contractor or a Subcontracted Provider related to eligibility for
Covered Services or the appropriateness of treatment services
provided.

21. "Arizona Administrative Code" (AAC) is the official compilation of the
state regulations and rule established pursuant to relevant statutes
and may be accessed at:
http//▇▇▇.▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇_▇▇▇▇▇▇▇▇/▇▇▇▇▇_▇▇_▇▇▇▇▇▇▇▇.▇▇▇

22. "Arizona Level of Functioning Assessment Service Level Checklist"
(ALFA) means a rating instrument used for risk stratification and for
prediction of long term service utilization.

23. "Arizona Long Term Care" means a program under AHCCCSA that delivers
long term, acute and behavioral health care services to eligible
members, as authorized by ARS 36-2931 et.seq.

24. "A.R.S." means the Arizona Revised Statutes, as amended and may be
accessed at: http.//▇▇▇.▇▇▇▇▇.▇▇▇▇▇.▇▇.▇▇/▇▇▇/▇▇▇.▇▇▇

25. "Assigned Member" means an enrolled member assigned to the Contractor
by the RBHA.

26. "Benefit Year" means a period from October 1 of a calendar year
through and including September 30 of the following calendar year.

27. "Behavioral Health Disorder" means mental illness and/or substance
abuse/dependence.

28. "Behavioral Health Professional" means a psychiatrist, psychologist,
social worker, counselor, certified psychiatric nurse practitioner,
registered nurse, or physician's assistant who meets the requirements
of A.A.C. Title 9, Chapter 20.

29. "Behavioral Health Paraprofessional" means a staff member of a
licensed behavioral health service agency as specified in A.A.C. Title
9, Chapter 20.

30. "Behavioral Health Services" means services to treat or prevent a
behavioral health disorder.

31. "Behavioral Health Technician" means a clinician who is supervised by
a licensed or certified Behavioral Health Professional and who holds a
bachelor's degree in a behavioral health or health related field;
holds a bachelor's degree in any field and has one year experience in
behavioral health service delivery; or holds a high school diploma or
GED and has a combination of behavioral health education and
experience totaling at least four years.

32. "Breach" means a failure to perform by the Contractor or any
Subcontractor hereunder or under any Subcontract (including a breach
that is of an inadvertent, technical or isolated nature and including
a breach that is not capable of correction or that is capable of
correction but in fact is not corrected), that is or represents an
impediment to any service to be provided to eligible or enrolled
persons hereunder or a threat with intrinsic economic or other
consequences to AHCCCS, ADHS, the RBHA, any Subcontractor or any
eligible or enrolled person.

33. "Budget Term" means the period of time within a Contract Year for
which funds have been allocated to the Contractor.

34. "Capacity" means the number of members for which a Contractor will
receive case rate payments.

35. "Case Rate" means the amount to be multiplied by capacity to determine
monthly payments to the Contractor from the RBHA.

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36. "Case Management Services" means supportive services provided to
enhance treatment compliance and effectiveness. Activities include
assistance in accessing, maintaining, monitoring and modifying covered
services; assistance in finding resources, communication and
coordination of care, outreach and follow-up of crisis contacts or
missed appointment.

37. "C.F.R." means Code of Federal Regulations and may be accessed at:
http.//▇▇▇.▇▇▇▇▇▇.▇▇▇.▇▇▇/▇▇▇▇/▇▇▇/

38. "Child" means a person who is under the age of 18, unless the term is
given a different definition by statute, rule or policies adopted by
the ADHS/DBHS or AHCCCS.

39. "Claim" means a properly completed HCFA 1500 or UB 92 which is
submitted on paper or transmitted electronically and which is to be
received and processed for the purpose of payment or encounter
tracking/valuing services performed by Contractor or its Subcontracted
Providers for members.

40. "Clean Claim" means a claim that successfully passes all adjudication
edits.

41. "Contract" means the Contract between the RBHA and ADHS/DBHS effective
as of July 1, 2000 and issued under ADHS/DBHS RFP No. H0-001.

42. "Contract Term" means the time period between the begin date and end
date during which time this Subcontract shall remain in full force and
effect, subject to the terms herein.

43. "Contract Value" means the funding amount for the entire term of this
Subcontract.

44. "Contract Year" means a period from July 1 of a calendar year through
and including June 30 of the following year.

45. "Co-Insurance" means the amount an individual must pay for services
after their Other Insurance Coverage (OIC) has paid their liable
portion for the service provided.

46. "Coordination of Benefits (COB)" means coordination of benefits used
when two or more insurance carriers share in the liability of payment
for an individual's medical claims, not to exceed 100% of the initial
value of the services provided.

47. "Copayments" means payments required of or permitted to be charged to
members for Covered Services under the ADHS/DBHS Manual or any future
equivalent thereof, as same may be amended or replaced from time to
time. Also means the amount an individual must pay for a service
benefit.

48. "Covered Services" means those listed in the ADHS/DBHS Service Matrix
as attached herein as CPSA Authorized Service Matrix.

49. "Covered Service Rate" means the amount to be valued for encounter
purposes by the RBHA or by the Fiscal Agent for Covered Services.

50. "CPSA Authorized Services Matrix" means the document published by the
RBHA, which incorporates the ADHS/DBHS Service Matrix and other
requirements and/or information as determined by the RBHA.

51. "Crisis Stabilization Facility" means a behavioral health alternative
residential setting, licensed by ADHS as a Level I or II behavioral
health agency, with sixteen (16) or fewer treatment beds, which
provides twenty-four (24) hours supervision of members who require a
protected supervised environment to reduce or eliminate acute symptoms
of a behavioral health condition.

52. "Days" refers to calendar days unless otherwise specified.

53. "DBHS" means the Division of Behavioral Health Services within ADHS.

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54. "Deductible" means the amount an individual must pay before their
Other Insurance Coverage (OIC) begins payment for covered services.

55. "Designated Service Provider" means a Contractor selected for award as
a Risk-based Behavioral Health Provider in response to Solicitation
GSA500 to serve one or more rural geographic area(s) or Subdivisions.
The Designated Service Provider shall function as the primary service
provider for the populations identified herein and shall establish and
maintain a physical presence in the rural geographic Subdivision(s)
awarded throughout the term of this Subcontract.

56. "Director" means the Director of the Arizona Department of Health
Services or his or her duly authorized representative.

57. "Disenrolled Member" means a Contractor's member who has lost
enrollment with the RBHA. The Contractor shall have no financial
liability for services provided to any Contractor's member after the
date of Contractor's member's disenrollment.

58. "Early and Periodic Screening, Diagnosis and Treatment" (EPSDT) means
a Medicaid comprehensive and preventative child health program for
Title XIX individuals under the age of 21. This mandatory program for
TXIX children requires that any medically necessary health care
service identified in a screening be provided to an EPSDT recipient.
The behavioral health component of the EPSDT diagnostic and treatment
services for TXIX member under age 21 are covered by this Subcontract.

59. "Eligible Person" means an individual who needs or is at risk of
needing ADHS/DBHS covered services. An eligible person may be one of
the following:

a. "Non-Title XIX/XXI Eligible Person" means an individual who needs
or may be at risk of needing covered services, but does not meet
Federal and State requirements for Title XIX or Title XXI
eligibility.

b. "Title XIX Eligible Person" means an individual who meets Federal
and State requirements for Title XIX eligibility.

c. "Title XXI Eligible Person" means an individual who meets Federal
and State requirements for Title XXI eligibility.

60. "Emergency Behavioral Health Service" is a behavioral health service
provided for an emergency behavioral health condition and resulting in
an unscheduled or unplanned visit, admission or other medical service
to assess, relieve and/or treat the emergent condition

61. "Encounter" means a prepaid service rendered by the Contractor or
Subcontracted Provider to an enrolled person.

62. "Enrollment" means the process by which a person who has been
determined eligible becomes a member with ADHS/DBHS and the RBHA.

63. "Enrollment Date" means the earliest of the date of initial assessment
of an unenrolled eligible person, the date the eligible person is
recorded in Contractor's information system or the date the eligible
person is recorded in the ADHS/DBHS Client Information System.

64. "Enrolled Member" means an individual who is enrolled with the RBHA
and who is entitled to receive services pursuant to this Subcontract.

65. "Explanation of Benefits" (EOB) means explanation of benefits used by
an insurance carrier to explain the payment or denial of services for
an individual insured.

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66. "Explanation of Medicare Benefits" (EOMB) means explanation of
Medicare benefits used by Medicare (Non-Risk) to explain how Medicare
paid for services of Medicare enrolled persons and/or why Medicare has
denied payment for services.

67. "Face-to-face" means in person or via telemedicine/video
teleconference.

68. "Fiscal Agent" means the RBHA or any agency, body or party with which
the RBHA may contract for the processing of claims from and the
payment of amounts due the Contractor for Covered Services and for the
processing of encounters.

69. "Fund Type" means the category of monies to provide reimbursement for
Covered Services delivered to members meeting the requirements for the
population to be served. The categories include Title XIX SMI, Title
XXI SMI, Non-Title XIX/XXI SMI, Title XIX Children, Title XXI
Children, Non-Title XIX Children, Title XIX General Mental Health,
Title XXI General Mental Health, Non-Title XIX/XXI General Mental
Health, Title XIX Drug, Non-Title XIX Drug, Title XIX Alcohol,
Non-Title XIX Alcohol, Prevention, Federal Block Grant and Tobacco
Tax.

70. "GAAP" means Generally Accepted Accounting Principles.

71. "General Mental Health" (GMH) means behavioral health diagnoses and
level of functional impairment that is moderate to severe but does not
meet diagnostic and functional requirements for serious mental
illness.

72. "Gratuity" means payment, loan, subscription, advance, deposit of
money, services, or anything of more than nominal value, present or
promised, unless consideration of substantially equal or greater value
is received.

73. "Grievance" means a written complaint related to any act or omission
of the Contractor or its Subcontracted Providers that a violation of
the rights of an adult enrolled person with serious mental illness has
occurred or currently exists. Ref: A.A.C. R9-21-401(B).

74. "Group Home" means a residential facility that is licensed to serve
more than four minors at any one time and that is licensed by the
Department of Health Services pursuant to A.R.S. Title 36, Chapter 4
or Section 36-591, Subsection B or by the Department of Economic
Security pursuant to Title 8, Chapter 5, Article 1 and that provides
services pursuant to a contract for minors determined to be dependent
as defined in Section 8-201 or delinquent or incorrigible pursuant to
Section 8-341, or for minors with developmental disabilities, mental
health or substance abuse needs. Group home does not include
hospitals, nursing homes, child crisis and domestic violence shelters,
adult homes, ▇▇▇▇▇▇ homes, facilities subject to any transient
occupancy tax or behavioral health service agencies that provide
twenty-four (24) hours or continuous physician availability.

75. "HCFA" is the Health Care Financing Administration; an organization
within the Department of Health and Human Services, a federal agency
with oversight responsibility for Title XVIII (Medicare), Title XIX
(Medicaid) and Title XXI (SCHIP).

76. "Incurred But Not Reported" (IBNR) means liability for services
rendered for which claims have not been received.

77. "Independent Practitioner" means a psychiatrist, psychologist,
registered nurse practitioner, physician assistant, who meets the
qualification specified in A.A.C., Title 9, Chapter 20, and is
ADHS/DBHS and AHCCCS registered.

78. "Individualized Education Program" (IEP) means a written statement for
providing special education services to a child with a disability that
includes the pupil's present levels of educational performance, the
annual goals and the short-term measurable objectives for

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evaluating progress toward those goals and the specific special
education and related services to be provided. (Per ARS (S)
15-761.10).

79. "Inmate" means an individual who is serving time for a criminal
offense or confined involuntarily in state, federal, county or
municipal prisons, jails, detention facilities or other penal
facilities. Federal Financial Participation (Medicare, Medicaid) is
excluded for an inmate of a public institution, except when the inmate
is a patient of a medical institution (hospital) for acute medical
care.

80. "Initial Contact" means the date any person first requests the RBHA or
any other provider for covered services whether in person, by
telephone or in writing under circumstances by which the person's
identity is disclosed to the RBHA or provider.

81. "Institution for Mental Disease" (IMD) means a hospital, nursing
facility, or the institution of more than sixteen (16) beds that is
primarily engaged in providing diagnosis, treatment or care of persons
with mental diseases, including medical attention, nursing care and
related services. An institution is an IMD if its overall character is
that of a facility established and maintained primarily for the care
and treatment of individuals with mental diseases (42 C.F.R.
435.1009).

82. "Interagency Service Agreement" (ISA) means an agreement between two
or more agencies of the State wherein an agency is reimbursed for
services provided to another agency or is advanced funds for services
provided to another agency.

83. "Intergovernmental Agreement" (IGA) means as conforming to the
requirements of A.R.S. Title 11, Chapter 7, Article 3 (A.R.S.
(S)11-951 et. seq.).

84. "Institutional Review Board for Research" means a board as defined
under the Public Health Act and as amended by P.L. 99-158, established
to review biomedical and behavioral research and to protect the rights
of human subjects of such research.

85. "JCAHO" means the Joint Commission on Accreditation of Healthcare
Organizations.

86. "Level I Behavioral Health Facility" means a behavioral health agency
licensed by ADHS to provide a structured treatment setting with
twenty-four (24) hour supervision, on-site medical services, and an
intensive behavioral health treatment program. These facilities are
the highest level of inpatient behavioral health services (other than
inpatient psychiatric hospitalization) and when considered an
alternative residential setting, may provide behavioral health crisis
stabilization and/or substance abuse detoxification. (Level I
Behavioral Health Facilities which provide the services of an
inpatient psychiatric facility for individuals under age 21 are
considered an institutional setting, not any alternative residential
setting.) A Level I Behavioral Health Facility may be, but is not
limited to, a Psychiatric Health Facility or Residential
Detoxification Facility.

87. "Level II Behavioral Health Facility" means a behavioral health
service facility licensed by ADHS to provide a structured residential
setting with twenty-four (24) hour supervision and counseling or other
therapeutic activities for individuals who do not require the
intensity of treatment services or on-site medical services found in a
Level I Behavioral Health Facility. A Level II Behavioral Health
Facility may be, but is not limited to, a Crisis Stabilization
Facility or Therapeutic Group Home.

88. "Level III Behavioral Health Facility" means a behavioral health
services agency licensed by ADHS to provide a residential setting with
twenty-four (24) hour supervision and supportive protective oversight,
behavior management or psycho social rehabilitation and assure that
residents receive required medication, obtain needed treatment and
have transportation to outside treatment agencies if necessary. Life
skills training,

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social/recreational activities may be provided directly or by referral
to outside treatment agencies.

89. "Laboratory" means a CLIA (Clinical Laboratory Improvement Act)
approved hospital, clinic, physician office or other health care
facility laboratory.

90. "Marriage and Family Therapist" means an individual who is certified
by the Arizona Board of Behavioral Health Examiners pursuant to A.R.S.
Title 32, Chapter 33. Marriage and Family Therapists may, in lieu of
state certification, meet the criteria for certification by the
National Association of Marriage and Family Therapy.

91. "Material Breach" means failure to perform by the Contractor or any
Subcontractor hereunder or under any subcontract (including a breach
that is of an inadvertent, technical or isolated nature and that is
not capable of correction or that is capable of correction but in fact
is not corrected) that is or represents an impediment to any service
to be provided to eligible or enrolled persons hereunder or a threat
with intrinsic economic or other consequences to AHCCCS, ADHS, RBHA,
the Contractor, any Subcontractor any eligible or enrolled person.

92. "Material Change" is an alteration or development within a provider
network that may reasonably be foreseen to affect the quality or
delivery of behavioral health services provided under this
Subcontract.

93. "Medically Necessary Covered Service" means those covered services
provided by qualified service providers within the scope of their
practice to prevent disease, disability and other adverse health
conditions or their progression or to prolong life.

94. "Medicaid" means the federal government health insurance program as
provided for by Title XIX of the Social Security Act of 1965.

95. "Medicare" means the federal government health insurance program as
provided for by Title XVIII of the Social Security Act of 1965 which
includes Part A coverage for hospital services and Part B
supplementary coverage.

96. "Member" means a person determined eligible by the RBHA according to
ADHS/DBHS and RBHA policy to receive Covered Services from the
Contractor paid for in whole or in part from funds available to the
Contractor under this subcontract.

97. "Metropolitan Tucson" means, for the purposes of this Subcontract,
Tucson, Green Valley, San Xavier, South Tucson and Marana.

98. "Non-Provider Affiliated" means a person who is not an officer,
employee or agent of any provider and is not a director of any
Subcontractor.

99. "Non-Title XIX/TXXI Eligible Person" means an individual who needs or
may be at risk of needing covered services, but does not meet Federal
and State requirements for Title XIX and Title XXI eligibility.

100. "Non-Title XIX/XXI Funding (also may be called `Subvention Funding')"
means fixed, non-capitated funds, including funds from Federal Block
Grants, State appropriations (other than state appropriations to
support the Title XIX and Title XXI programs), county appropriations
and other funds, which are used for services to Non-Title XIX/XXI
eligible persons and for services not covered by Title XIX or Title
XXI provided to Title XIX and Title XXI eligible persons.

101. "Outreach" means programs and activities to identify and encourage
enrollment of individuals in need of behavioral health services.

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102. "Other Coverage" means any other coverage by means of any individual,
entity or program that is, or may be, liable to pay all or part of the
medical expenses incurred by a member including, but not limited to,
first and third party payers.

103. "Other Insurance Coverage" (OIC) means other insurance coverage used
when an individual has medical resources through any other resources
than the RBHA or ADHS.

104. "Physician Assistant" means a person licensed under ARS Title 32,
Chapter 25. In addition, a physician assistant providing a behavioral
health service shall work under the supervision of an AHCCCS
registered psychiatrist.

105. "Primary Care Provider" (PCP) means an individual responsible for the
management of the member's health care that includes, but is not
limited to, a physician who is a family practitioner, general
practitioner, pediatrician, general internist, obstetrician,
gynecologist, certified nurse practitioner or, under the supervision
of a physician, a physician's assistant. The PCP must be an
individual, not a group or association of persons, such as a clinic.

106. "Primary Clinician" means a clinician who meets the licensure
standards as a Behavioral Health Professional or Behavioral Health
Technician as specified in A.A.C., Title 9, Chapter 20, R9-20-303, and
who serves as the fixed point of accountability to ensure active
treatment and continuity of care between providers, settings and
treatment episodes. Primary Clinician may provide active treatment or
ensure that treatment is provided to assigned enrolled members.

107. "Prior Authorization" means, in reference to interactions between the
RBHA and the Contractor, notification of authorization by the
Contractor to the RBHA; in reference to interactions between the
Contractor and its Subcontracted Providers, obtaining the prior
approval for payment of service delivery from the Contractor prior to
delivery of non-emergency services. Prior authorization is required
only for services specifically defined by the RBHA and ADHS.

108. "Privileging" means methodology and criteria used to deem clinicians
competent to perform their assigned responsibilities, based on
credentials, education, experience, training, supervised practice
and/or competency testing.

109. "Professional Counselor" means an individual who is certified by the
Arizona Board of Behavioral Health Examiners pursuant to A.R.S. Title
32, Chapter 33. Professional Counselors may, in lieu of state
certification, meet the criteria for certification by the National
Board of Certified Counselors: Academy of Certified Clinical Mental
Health Counselors.

110. "Professional Services or Professional Acts" means services or acts of
persons whose vocation or occupation requires special, usually
advanced, education and skill that is predominantly mental or
intellectual rather than physical or manual.

111. "Profit" means the excess of revenues over expenditures, in accordance
with Generally Accepted Accounting Principles, regardless of whether
the Offeror is a for-profit or a not-for-profit entity.

112. "Provider" means the Contractor or any Subcontractor to the extent
either provides covered services to eligible or enrolled persons.

113. "Provider Appeal" means process by which a provider may challenge any
adverse action, decision or policy of the RBHA or ADHS/DBHS.

114. "Provider Network" means the agencies, facilities, professional groups
or professionals under subcontract to the Contractor to provide
covered services to eligible and enrolled

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persons and includes the Contractor to the extent the Contractor
directly provides covered services to eligible and enrolled persons.

115. "Prudent Layperson" means a person without medical training who
exercises those qualities of attention, knowledge, intelligence and
judgement which society requires of its members for the protection of
their own interest and the interest of others. The phrase does not
apply to a person's ability to reason, but rather the prudence of
which he/she acts under a given set of circumstances.

116. "Psychiatric Health Facility" (PHF) means a behavioral health
alternative residential setting licensed by ADHS as a Level I
Behavioral Health Facility in accordance with A.A.C. R9-20-601, et
seq. This facility provides services to members with an acute
psychiatric or behavioral health disorder or those who need to
stabilize a chronic mental illness.

117. "Psychiatrist" means a person who is a licensed physician as defined
in ARS Title 32, Chapter 13, or Chapter 17 and who holds psychiatric
board certification from the American Board of Psychiatry and
Neurology; the American College of Osteopathic Neurologist and
Psychiatrists; or the American Board of Neurology and Psychiatry; or
is board eligible.

118. "Psychologist" means a person licensed by the Arizona Board of
Psychologist Examiners pursuant to A.R.S. Title 32, Chapter 19.1.

119. "Public Institution (as referenced in 42 CFR 435.1009)" means a
facility which is under the responsibility of a governmental unit, or
over which a governmental unit exercises administrative control. This
control can exist when a facility is actually an organizational part
of a governmental unit, or when a governmental unit exercises final
administrative control, including ownership and control of the
physical facilities and grounds used to house inmates. Administrative
control can also exist when a governmental unit is responsible for the
ongoing daily activities of a facility; for example, when facility
staff members are governmental employees, or when a governmental unit,
board or officer has final authority to hire and fire employees.

120. "Qualified Medicare Beneficiary" (QMB) means a person eligible under
A.R.S. (S) 36-2971 (4), who is entitled to Medicare Part A insurance,
meets certain income, resource and residency requirements of the
Qualified Medicare Beneficiary program. A QMB who is also eligible for
Medicaid is commonly referred to as a dual eligible.

121. "Rate Code" means a numerical code designated by AHCCCS to indicate a
member's eligibility category.

122. "Referral" mans a verbal, written, telephonic, electronic or in-person
request for behavioral health services.

123. "Regional Behavioral Health Authority" (RBHA) means an organization
under contract with the ADHS/DBHS to coordinate the delivery of
behavioral health services to eligible and/or enrolled persons in a
specific Geographical Service Area(s) of the State.

124. "Registered Nurse" means a person who is licensed by the Arizona Board
of Nursing as specified in A.R.S. Title 32, Chapter 15. In addition, a
registered nurse providing a behavioral health service to a member
must have a minimum of 1 year of experience in behavioral
health-related field as specified in A.A.C., Title 9, Chapter 20,
Article 1 and A.A.C., R9-2036 (B).

125. "Registered Nurse Practitioner" means a person who is licensed by the
Arizona Board of Nursing pursuant to A.R.S. Title 32, Chapter 15.

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126. "RBHA Provider Manual" means the document published by the RBHA that
outlines the procedures and protocols applicable to behavioral health
services made available in Arizona by or through DBHS, ADHS or the
RBHA, as such document may be amended or supplemented from time to
time.

127. "Rehabilitative Services" means covered services provided to remediate
disability that is related to, caused by, or associated with a
behavioral health disorder.

128. "Related Party" means a party that has, or may have, the ability to
control or significantly influence a Contractor or a party that is, or
may be, controlled or significantly influenced by the Contractor.
"Related parties" include, but are not limited to, agents, managing
employees, persons with an ownership or controlling interest in the
disclosing entity, and their immediate families, subcontractors,
wholly-owned subsidiaries or suppliers, parent companies, sister
companies, holding companies, and other entities controlled or managed
by any such entities or persons.

129. "Remittance Advice" means remittance of information used by an insurer
to explain the payment or denial of services for a group of insured
individuals.

130. "Residential Detoxification Facility" means a behavioral health
alternative residential setting licensed by ADHS as a Level I
Behavioral Health Facility which provides twenty-four (24) hour
supervision and treatment services to systematically reduce physical
dependence upon alcohol, or other drugs through the use of therapeutic
procedures, medications, rest, diet, counseling, and medical
supervision.

131. "Residential Treatment Center" (RTC) means an inpatient psychiatric
facility for person under the age of 21, accredited by JCAHO and
licensed by ADHS as a residential treatment center pursuant to A.A.C.
R9-20, Article 6. Room and board is a covered service in this
facility.

132. "Request for Investigation" means a request for a formal investigation
concerning the allegation of a violation of a person's with serious
mental illness behavioral health service rights pursuant to A.A.C.
R9-21-401.

133. "SAMHSA" means Substance Abuse and Mental Health Services
Administration (SAMHSA).

134. "Second-Level Review" means an evaluation of an enrolled person or
their medical record to assess the adequacy and clinical soundness of
their assessment and treatment plan, to verify determination of
serious mental illness, and/or to deny admission or continued stay to
an Acute Inpatient Hospital, Inpatient Psychiatric Hospital, Inpatient
Psychiatric Facility for Persons Under 21 Years of Age or Institution
for Mental Disease for persons 65 years of age or older.

135. "Seriously Emotionally Disturbed" means those children from birth up
to age 18 who meet diagnostic requirements as set forth by the
ADHS/DBHS and who have functional impairment which substantially
interferes with or limits achieving or maintaining one or more
developmentally appropriate social, behavioral, cognitive,
communicative, or adaptive skills. DSM IV "V" codes, and substance use
are excluded, unless they co-occur with another diagnosable serious
emotional disturbance.

136. "Seriously Mentally III" (SMI) means those adult persons with a mental
disorder who meet diagnostic requirements as set forth by the
ADHS/DBHS and whose emotional or behavioral functioning is so impaired
as to interfere with their capacity to remain in the community without
supportive treatment. Although persons with primary diagnoses of
mental retardation, head injuries or Alzheimer's Disease frequently
have similar problems or limitations, they are not included in the
definition.

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137. "Service Authorization" means a written request from the Contractor to
the Subcontractor for the provision of Covered Services to a member.
Once executed or otherwise accepted by the Subcontractor, the Service
Authorization will constitute the agreement of the Subcontractor to
provide Covered Services as set forth in the Service Authorization.
Service Authorizations will be in such form and format and by such
means as determined by the Contractor or the RBHA.

138. "Service Plan" (also may be called an Individualized Service Plan
(ISP) or Treatment Plan) means a written plan, developed in
collaboration with the enrolled person, family, significant other,
involved subcontracted providers and/or community and State agencies,
that links specific covered services and strategies with desired
treatment and rehabilitative outcomes.

139. "Shall" means what is mandatory.

140. "Single Purchase of Care" (SPOC) means an interagency purchasing
agreement which has been instituted for each participating State
agency to contract jointly for children's behavioral health services.

141. "Social Worker" means a person certified by the Arizona Board of
Behavioral Health Examiners pursuant to A.R.S. Title 32, Chapter 33.
Social Workers may, in lieu of state certification, meet the criteria
for certification by the National Association of Social Workers:
Academy of Certified Social Workers.

142. "Specialty Provider" means a Master level clinician who is a Certified
Independent Social Worker (CISW), or a Certified Professional
Counselor (CPC), or a Certified Marriage and Family Therapist (CMFT)
and who is credentialed and meets the privileging criteria in one or
more of the following specialty areas for children:

a. Attachment and Bonding;

b. Post Traumatic Stress Disorder

c. Sexual Offender;

d. Sexual Abuse Victim

e. Adoption; or

f. Eating Disorders.

143. "State" means the State of Arizona.

144. "State Plan" is the written agreements between the State of Arizona
and HCFA which describe how the AHCCCS programs meet all HCFA
requirements for participation in the Medicaid program and the
Children's Health Insurance Program.

145. "Subcontract" means this Subcontract Agreement.

146. "Subcontracted Provider" means a Provider who has entered into a
written agreement with the Contractor for the provision of all or a
specified part of covered services under this Subcontract.

147. "Substance" means any chemical matter that, when introduced into the
body in any way, is capable of causing altered human behavior or
altered mental functioning.

148. "Substance Abuse" means a maladaptive pattern of substance use
manifested by recurrent and significant adverse consequences related
to the repeated use of substances.

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149. "Substance Abuse Counselor" means a person certified by the Arizona
Board of Behavioral Health Examiners pursuant to A.R.S. Title 32,
Chapter 33. Substance Abuse Counselors may, in lieu of state
certification, be certified by the Arizona Board of Certification of
Addiction Counselors.

150. "Substance Dependence" means a cluster of cognitive, behavioral and
physiological symptoms indicating that the individual continues use of
the substance despite significant substance-related problems.

151. "Supportive Services" means covered services provided to manipulate or
stabilize the environment so that the disabling or other adverse
consequences of a behavioral health disorder are minimized and to
provide assistance with daily living activities.

152. "Telemedicine" means the use of electronic communication and
information technologies to provide or support clinical care at a
distance.

153. "Therapeutic Group Home" (TGH) means a behavioral health alternative
residential setting licensed by ADHS as a Level II or III Behavioral
Health Facility with twenty-four (24) hour supervision. The level or
number of rehabilitative services provided at the TGH will vary in
intensity based on the type of program offered.

154. "Third Party Payer" is any entity, municipality, county, program or
insurer that is, or may be liable to pay all or part of the fees for
covered services provided to an eligible or enrolled person. State
agencies that provide services that are funded by State tax revenues
are not considered Third Party Payers.

155. "Third Party Liability" means the responsibility or obligation of a
Third Party to pay for all or part of the fees for covered services
provided to an eligible or enrolled person by the Contractor or their
Subcontracted Provider.

156. "Third Party Revenue" means revenue received from any Third Party
Payer. A third party payer includes, but is not limited to, any entity
or program that is or may be liable to pay for all or part of the
Covered Services expenses incurred by a member, except that funds from
other State agencies shall not be considered third party revenue.

157. "Title 9, Chapter 21" means Arizona Administrative Code Title 9:
Health Services, Chapter 21: Department of Health Services, Mental
Health Services for Persons with Serious Mental Illness, as defined in
A.R.S. (S)36-550.

158. "Title XIX" means Title XIX of the Social Security Act, as amended.
This is the Federal statute authorizing Medicaid, which is
administered by AHCCCSA.

159. "Title XIX Covered Services" means those covered services listed in
the ADHS/DBHS Service Matrix which are not listed in the ADHS/DBHS
Service Matrix as being reimbursable with Non-Title XIX/XXI funds
only, but includes EPSDT services.

160. "Title XIX Eligible Person" means an individual who meets Federal and
State requirements for Title XIX eligibility.

161. "Title XXI" means Title XXI of the Social Security Act, referred to in
federal legislation as the "Children's Health Insurance Program"
(CHIP) and the Arizona implementation of which is referred to as
"KidsCare."

162. "Title XXI Covered Service" means those covered services listed in the
ADHS/DBHS Service Matrix as TXIX reimbursable, to the limits described
in the "Title XXI Behavioral Health Services: Benefit Coverage.

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163. "Title XXI Eligible Person" is an individual who meets Federal and
State requirements for Title XXI eligibility.

164. "Treatment Services" means covered services provided to identify,
prevent, eliminate, ameliorate, improve or stabilize specific
symptoms, signs and behaviors related to, caused by, or associated
with behavioral health disorder.

165. "Tribal RBHA" means a Native American Indian tribe under contract with
the ADHS/DBHS to coordinate the delivery of behavioral health services
to eligible and enrolled persons who are residents of the Federally
recognized Tribal Nation that is the party to the contract.

C. GENERAL REQUIREMENTS:

1. Provision of Services: The Contractor, subject to the terms of this
Subcontract, at the maximum dollar amounts and rates set forth herein
or in any Schedule hereto, agrees to provide a complete continuum of
Covered Services to members as the Contractor may be authorized to do
so by the RBHA as provided herein. The Contractor agrees to abide by
and conform to all requirements imposed by the Contract, the ADHS/DBHS
Policies and Procedures Manual, AHCCCS regulations (to the extent any
of the Covered Services hereunder are funded under Title XIX, TXXI or
otherwise by AHCCCS), RBHA Policies and Procedures, and the RBHA
Provider Manual, the terms and provisions of which are incorporated by
reference herein, as if set forth at length.

2. Contract Term: This Subcontract, inclusive of various fund types, will
become effective only upon the signatures of both parties. The term of
the Subcontract begins July 1, 2001, and shall remain in full force
and effect, subject to the terms hereof, until June 30, 2003, unless
sooner terminated as provided herein. The RBHA reserves the right to
extend the term of the Subcontract up to an additional two years
through one or more extensions to the Subcontract.

3. Should the Contractor decide not to continue to contract with the RBHA
for the next Contract Year, the Contractor shall notify the RBHA in
writing, by certified mail, return receipt requested, no less than 60
days prior to the end of the Contract Year. The Contractor agrees to
provide covered services to members for 60 days from the date of
written notification of termination. Such notification shall be in
writing, by certified mail, return receipt requested. For services
provided beyond the term of the Subcontract, the Contractor shall be
paid on a Fee-For-Service basis, at the rates within the current CPSA
Service Authorization Matrix. Covered services will be prior
authorized by the RBHA. Pursuant to termination, the Contractor agrees
to cooperate in the orderly transition of members to another service
provider.

4. Licenses and Permits: The Contractor, unless otherwise exempt by law,
shall obtain and continuously maintain and shall require all of its
Subcontracted Providers and their employees and contractors who
participate in the provision of Covered Services, unless otherwise
exempt by law, to obtain and continuously maintain all licenses,
permits, certifications, credentials and authority necessary to do
business and render Covered Services under this Subcontract. Evidence
thereof shall be provided to the RBHA.

5. Credentialing: The Contractor will comply with and cause its
Subcontracted Providers, their employees and contractors who
participate in the provision of Covered Services to comply with all
applicable accreditation and credentialing requirements with respect
to the Contractor, its Subcontracted Providers and their employees and
contractors, imposed or required (1) in order for the Contractor and
its Subcontracted Providers to maintain any status they may have as
eligible Medicare, Medicaid or AHCCCS providers, and (2) by any
quality management or improvement plan or program adopted by ADHS/DBHS
or the RBHA. The

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RBHA shall notify the Contractor, in writing, of any accreditation
and/or credentialing requirements that result from the implementation
of any quality management or improvement plan or program adopted by
ADHS/DBHS or the RBHA. Contractor will not be sanctioned or held
accountable for changes in accreditation/credentialing requirements
until thirty (30) days after receipt of written notice of requested
changes except in cases where these changes are externally mandated by
Federal, State, AHCCCS, JCAHO or reciprocal accreditation agency
requirements.

6. Provider Registration: The Contractor shall ensure that the Contractor
and its Subcontracted Providers are registered with ADHS/DBHS to
receive payment for the provision of covered services to eligible and
enrolled persons under this Subcontract. The Contractor shall utilize
ADHS/DBHS registered providers who are also AHCCCS registered
providers for the delivery of Title XIX and Title XXI covered services
to Title XIX and Title XXI enrolled persons.

a. Services must be delivered by Providers who are appropriately
licensed and operating within the scope of their practice.

b. Behavioral health practitioners other than physicians, nurse
practitioners, physician assistants and psychologists must be
affiliated with an outpatient mental health clinic or
rehabilitation agency to provide outpatient services.

Contractor shall comply with all RBHA policies and procedures relating
to the registration of a Provider.

7. Fingerprint and Certification Requirements/Juvenile Services: The
fingerprint and certification requirements listed in this subsection
apply to this Subcontract to the extent that Covered Services pertain
to services to juveniles.

a. The Contractor and its Subcontracted Providers shall meet and
ensure that all its paid and unpaid personnel who are required or
are allowed to provide behavioral health services directly to
Juveniles have met all fingerprint and certification requirements
of A.R.S. (S)36-425.03 prior to providing such services.

b. The Contractor and its Subcontracted Providers shall have on file
and make available to the RBHA upon request and/or audit
personnel fingerprints. The Contractor and its Subcontracted
Providers shall submit to ADHS/DBHS personnel fingerprints with
the required processing fee and completed notarized certification
on forms provided by ADHS. The Contractor and its Subcontracted
Providers may submit to ADHS/DBHS verification of fingerprinting
and certification of an employee by Department of Economic
Security, Department of Corrections or the Arizona Supreme Court
to meet this requirement.

c. The Contractor and its Subcontracted Providers shall ensure and
verify that those employees who qualify only for a restricted
certification shall be supervised when providing services
directly to Juveniles.

d. The Contractor shall ensure that all subcontracts for behavioral
health services to Juveniles include a provision requiring
compliance of that subcontractor with A.R.S. (S)36-425.03.

e. The Contractor shall be responsible for the costs of fingerprint
checks and may charge these costs to its fingerprinted personnel
or its Subcontracted Providers' fingerprinted personnel.

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f. Subject to subsection g. immediately below, this Subcontract may
be terminated if the fingerprint check or the certification for
employment of any employee pursuant to paragraph a.) above shows
that he or she has committed, been convicted of, or is awaiting
trial for any offense listed on the certification for employment
form in this state or similar offenses in another state or
jurisdiction.

g. The Contractor may avoid termination of this Subcontract if the
employee whose fingerprints or certification form shows that she
or he has been convicted of or is awaiting trial on an offense or
similar offense as listed on the certification for employment is
immediately prohibited from employment or service with the
Contractor or with the Contractor's Subcontracted Provider in any
capacity requiring or allowing the employee to provide services
directly to Juveniles without supervision or unless the employee
has been granted a written exception for good cause pursuant to
the requirement and procedures of A.R.S.(S)41-1954.01.

8. Staff Requirements: The Contractor shall maintain organizational,
managerial and administrative systems and staff capable of fulfilling
all Subcontract requirements. The Contractor shall ensure the
following:

a. all staff have appropriate training, education, experience,
orientation and credentialing as applicable, to fulfill the
requirements of their position;

b. compliance with RBHA policy and procedures regarding the primary
source verification and privileging of independent practitioners,
Primary Clinicians, Specialty Providers, and Initial Assessment
Clinicians;

c. staff competencies are developed and implemented according to
ADHS/DBHS and RBHA policy. Documentation of the competency shall
be assessed annually in the staff person's performance
evaluation.

The Contractor shall inform the RBHA in writing within five (5) days
of personnel changes in any of its key staff, including psychiatrists,
psychologists, registered nurse practitioners, physician assistants,
and Primary Clinicians.

9. Cultural Competence:

The RBHA has adopted Building Bridges: Tools for Developing an
Organization's Cultural Competence (La Frontera Center, 1995) model.
In this model, cultural competence is defined as a system of care that
recognizes and encompasses throughout its organization the importance
of culture and language; the cultural assets associated with
diversity; the evaluation of cross-cultural relations; and the
increase of cultural and linguistic knowledge among all participants.

The Contractor shall:

a. Develop, maintain, promote and monitor a culturally competent
system of behavioral health care and engage in culturally
competent practices with members served., as well as within their
organizational structures.

b. Maintain a cultural competency development and implementation
policy that clearly delineates how it will self-assess, implement
improvements, and monitor the success of such improvements and is
consistent with RBHA policy and procedures. The RBHA reviews and
approves its own and each contracted provider's policy annually
to ensure compliance with ADHS/DBHS policies.

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c. Define a system of care that recognizes and encompasses the
importance of culture and language, the cultural assets
associated with diversity, the evaluation of cross-cultural
relations and the increase in cultural and linguistic knowledge
among all participants. The system must respond to the cultural
diversity of its populations.

d. Ensure that the reporting requirements included in the Bridges
Cultural Competency Assessment Tool are addressed; however, the
Contractor may develop their own internal format. The Contractor
shall ensure that the same domains of cultural competence are
assessed by the alternate tool chosen and will ensure that the
results are translated into the RBHA endorsed form.

e. Self-assess the agency at least biennially and implement
improvements based on findings using strategies such as focus
groups, training, policy review and update, and reconsideration
of agency policies. The Contractor shall also share the results
with the RBHA so that system-wide cultural competence efforts may
be undertaken through the Quality Management Coordinator's
meetings. The Contractor shall ensure that all relevant training
and improvement activities are implemented.

10. Concerning Certain Facilities:

a. In the event that the Contractor operates a facility in or at
which services by other providers are to be rendered to members,
the parties acknowledge that the rendition of services by such
other providers at the facility and the ability of those
providers to so render such services will be subject to such
staff membership and privileging, credentialing and other
requirements as may be imposed upon similar providers generally
under that facility's rules, regulations, policies and staff
bylaws, if any.

b. In the event that the Contractor may render Covered Services to
members at a facility that imposes staff membership, privileging,
credentialing or other requirements upon similar providers
generally at that facility under the facility's rules,
regulations, policies or staff bylaws, if any, the parties
acknowledge that the Contractor shall be required to comply
therewith.

11. Subcontracts and Assignment:

a. The Contractor shall be legally responsible for contract
performance whether or not subcontracts are used. No subcontract
shall operate to terminate the responsibility of the Contractor
to assure that all activities carried out by the Subcontracted
Provider conform to the provision of this Subcontract. Subject to
such conditions, any function required to be provided by the
Contractor pursuant to this Subcontract may be subcontracted to a
qualified person or organization. All such subcontracts shall be
in writing. All subcontracts entered into by the Contractor are
subject to prior review and approval by the RBHA and shall
incorporate by reference the terms and conditions of the Contract
(between ADHS/DBHS and the RBHA).

b. The Contractor shall maintain a fully executed original of all
subcontracts, which shall be accessible to the RBHA or ADHS/DBHS
within two (2) working days of request. All subcontracts will
comply with the applicable provisions of Federal and State laws,
regulations and policies.

c. Contractor shall submit to the RBHA a copy of all fully executed
subcontracts and any subsequent amendments for each Subcontracted
Provider within ten (10) days of contract execution.

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provide services to the RBHA, ADHS/DBHS or any other ADHS/DBHS
contractor. The Contractor and its Subcontracted Providers shall
not contract with any individual or entity that has been
debarred, suspended or otherwise lawfully prohibited from
participating in any public procurement activity. Each
subcontract shall contain verbatim all the provisions of Appendix
B, Minimum ADHS/DBHS Contract (Subcontract) Provisions. In
addition, each subcontract must contain the following:

i. Full disclosure of the method and amount of compensation or
other consideration to be received by the Subcontracted
Provider;

ii. Identification of the name and address of the Subcontracted
Provider, including service locations and hours of service;

iii. Identification of the population, to include patient
capacity, to be served by the Subcontracted Provider;

iv. The amount, duration and scope of covered services to be
provided, and for which compensation shall be paid;

v. The term of the subcontract including beginning and ending
dates, methods of extension, termination and renegotiations;

vi. The specific duties of the Subcontracted Provider relating
to coordination of benefits and determination of third party
liability;

vii. A provision that the Subcontracted Provider agrees to
identify Medicare and other third party liability coverage
and to seek such Medicare or third party liability payment
before submitting claims and/or encounters to the
Contractor;

viii. A description of the subcontractor's patient, medical and
cost record keeping system;

ix. Specification that the Subcontracted Provider shall comply
with quality assurance programs and the utilization control
and review procedures specified in 42 CFR. Part 456, as
implemented by AHCCCS, ADHS/DBHS and the RBHA.

x. A provision stating that a merger, reorganization or change
in ownership or control of a subcontracted provider that is
related to or affiliated with the Contractor shall require a
contract amendment and prior approval of the RBHA and
ADHS/DBHS.

xi. Procedures for enrollment or disenrollment or re-enrollment
of the covered population;

xii. A provision that the Subcontracted Provider shall be fully
responsible for all tax obligations, Worker's Compensation
Insurance, and all other applicable insurance coverage
obligations which arise under this subcontract, for itself
and its employees, and that the AHCCCS, ADHS/DBHS or the
RBHA shall have no responsibility or liability for any such
taxes or insurance coverage;

xiii. A provision that the Subcontracted Provider shall obtain
any required service authorization for services to eligible
and/or enrolled persons;

xiv. A provision that the Subcontracted Provider shall comply
with encounter reporting and claims submission requirements
as described in this

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Subcontract and in accordance to RBHA policy and the RBHA
Provider Manual;

xv. A provision that emergency services do not need prior
authorization and that, in utilization review, the test for
appropriateness of the request for emergency services shall
be whether a prudent layperson, similarly situated, would
have requested such services. For purposes of this contract,
a "prudent layperson" is defined as a person without medical
training who exercises those qualities of attention,
knowledge, intelligence and judgement which society requires
of its members for the protection of their own interest and
the interest of others. The phrase does not apply to a
person's ability to reason, but rather the prudence of which
he acts under a given set of circumstances; and

xvi. A provision that the Subcontracted Provider may appeal
adverse decisions of the Contractor in accordance with the
RBHA's Provider Appeal Policy; specification that the
Subcontracted Provider shall assist eligible and enrolled
persons in understanding their right to file grievances
(SMI) and appeals and follow the RBHA's and ADHS/DBHS's
policies with regard to these processes.

12. Financial Information: The Contractor shall provide to the RBHA all
financial reports, as outlined in the Contract Deliverables section of
this Subcontract, in the RBHA's standard format and within the time
frame specified.

All financial reports submitted by the Contractor shall be certified
by an officer of the Contractor, that to the best of his or her
knowledge are correct, complete and fairly present the financial
condition and operational results as of and to the date thereof. The
Contractor shall comply with such ADHS Uniform Financial Reporting
Requirements as well as the financial reporting requirements of AHCCCS
and any applicable IGA as may be in effect as provided to the
Contractor when available to the RBHA.

The Contractor shall participate in such cost finding procedures as
may be required by the RBHA or ADHS/DBHS and shall provide RBHA and
ADHS, as requested, sufficient information to enable the RBHA and
ADHS/DBHS to ascertain the amount of all incurred but not reported
claims/encounters and claims/encounters in process at any particular
time.

13. Financial Audits: Contractor shall have an annual certified financial
audit and, if applicable, is to comply with the requirements of the
Federal Office of Management and Budget (OMB) Circular A-133, "Audits
of States, Local Governments, and Non-Profit Organizations."

Two copies of the annual certified audit (including the management
letter with any supplementary information if needed and as requested
by the RBHA or ADHS) and the auditor's opinion shall be submitted to
the RBHA within thirty (30) days following the Contractor's receipt
from auditor. Under no circumstances shall the Contractor submit this
information more than 150 days after the close of the Contractor's
fiscal year.

14. Copayments: Neither the Contractor nor any Subcontracted Provider
shall ▇▇▇▇ or attempt to collect any charge or fee except permitted
co-payments from any Title XIX or Title XXI eligible or enrolled
person for any Title XIX or Title XXI covered service. The Contractor
shall ensure that any Title XIX or Title XXI eligible person is not
denied Title XIX or Title XXI covered services because of the person's
inability to pay a co-payment.

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For Non-Title XIX/XXI covered services, the Contractor shall have in
place a schedule of fees for all services provided to members and
shall determine the fee to be charged to the eligible or enrolled
person according to the ADHS/DBHS sliding fee schedule contained in
the CPSA Provider Manual. The Contractor shall make reasonable
attempts to collect all sliding fees. The Contractor shall ensure that
no enrolled person who is SMI is denied covered services because of
the person's inability to pay the required fee.

15. Billing Generally: The Contractor, by such means and in such format as
may be specified by the RBHA and/or ADHS, shall submit
claims/encounters to the Fiscal Agent for covered services delivered
to members within the terms and provisions of this Subcontract. Such
claims, assuming their timeliness and conformity with appropriate
service authorization, shall be valued by the Fiscal Agent. Initial
claims/encounters for covered services shall be submitted to the RBHA
within forty-five (45) calendar days from the end of month during
which services were provided. Initial claims/encounters involving
Third Party Liability (TPL) must be submitted within thirty (30) days
of the TPL EOB or EOMB. Initial claims/encounters involving a 24-hour
facility must be submitted within 60 calendar days from the end of
month during which services were provided. The resubmission process
for denied claims / encounters must be completed within forty-five
(45) days from the date the Contractor is notified of denied
claims/encounters.

The Contractor shall ensure that 90% of clean claims submitted by its
Subcontractors are adjudicated and paid within thirty (30) days from
the time a clean claim is received. The Contractor shall ensure that
100% of clean claims are adjudicated and paid within 100 days from the
time a clean claim is received unless an appeal has been filed.
Contractor shall distribute an appropriate Explanation of Benefits
(EOB) statement with all payments to its Subcontractors. In no event
shall the RBHA be responsible for compensating a Subcontracted
Provider who provides services requested by the Contractor.

The Contractor's obligation to pay for Covered Services authorized by
the Contractor under this Subcontract survives the termination or
expiration of this Subcontract.

Professional claims/encounters shall be submitted using the HCFA 1500
format to the Fiscal Agent via paper or electronic medium. All 24-hour
facility claims/encounters shall be submitted on a paper UB 92 until
such time an electronic submission system is developed by the RBHA.
The Contractor shall submit 100% of encounters for all Covered
Services or approved non-covered services provided to members. All
submissions shall meet Fiscal Agent system requirements.

16. Provider Claims Time Limits: The RBHA and the Contractor shall not pay
claims for Covered Services that are initially submitted more that six
(6) months after the date of service or six (6) months after the date
of eligibility posting for Title XIX/Title XXI services provided to
Title XIX/Title XXI members, whichever is later. In addition, the RBHA
and the Contractor shall not pay clean claims submitted more than
twelve (12) months after the date of service or twelve (12) months
after the date of eligibility posting for Title XIX/Title XXI services
provided to Title XIX/Title XXI members, whichever is later.

Except for copayments and sums payable by third party payers under
Coordination of Benefits provisions, Contractor shall not charge or
receive any payment from a Title XIX or Title XXI eligible person for
Title XIX or Title XXI Covered Services. Further, Contractor shall not
▇▇▇▇ an enrolled person for services or items other than Covered
Services unless the enrolled person or his or her guardian or
conservator has previously agreed in writing to make payment
therefore.

Final Jun 6-01
Effective 7-01-01 Page 20

If the Contractor does not reimburse a Subcontracted Provider within
the time required by this subsection, the Contractor shall pay a
penalty to the RBHA which shall not exceed an amount equal to interest
on the unreimbursed claim of 10 percent per annum calculated on a time
period equal to the difference between the time of:

a. Submission of the clean claim and actual payment, and

b. The time frame required by this subsection.

These financial penalties shall be imposed through a reduction in the
amount of funds payable to the Contractor.

17. Review/Disallowance: Each encounter submitted by the Contractor shall
be subject to disallowance in the event and to the extent such
encounter is incomplete, does not conform to the applicable service
authorization or to this Subcontract, any applicable Subcontract, or
RBHA policy, or is otherwise incorrect. Any encounter so disallowed
shall be returned by the RBHA or the Fiscal Agent to the Contractor
with an explanation for the disallowance. Nothing shall prevent the
Contractor from resubmitting a disallowed encounter at a later date
provided that no such resubmission shall be made later than 90 days
following the date of the last submission. The Contractor shall
cooperate with the RBHA in the prompt reconciliation of disallowed
encounters. The Contractor's claims payment system, as well as its
prior authorization and concurrent review process, must minimize the
likelihood of having to recoup already paid claims. Any recoupment in
excess of $50,000 per provider within a contract year must be approved
in advance by the RBHA and ADHS/DBHS.

The Contractor may appeal encounters denied for acceptance by the RBHA
in accordance with the RBHA and ADHS/DBHS policies and procedures, and
AHCCCS Rules.

18. Coordination of Benefits and Third Party Liability: The RBHA is and
shall be the payer of last resort. The Contractor and its
Subcontracted Providers shall coordinate benefits, in accordance with
A.R.S. (S)36-2903.G, so that costs for services otherwise payable by
the RBHA are cost avoided or recovered from any other payer specified
in A.A.C. R9-22-1002.A. The Contractor's claims system shall include
appropriate edits for coordination of benefits and third party
liability. The Contractor or Subcontracted Provider may retain any
third party revenue obtained for enrolled persons if all of the
following conditions exist:

a. Total collections received do not exceed the total amount of the
Provider's financial liability for the enrolled person.

b. There are no payments made by AHCCCS or ADHS/DBHS related to
fee-for-service, reinsurance or administrative costs (i.e. lien
filing, etc.).

c. Such recovery is not prohibited by state or federal law.

The Contractor and its Subcontracted Providers agree to obtain or
cause to be obtained, all relevant payer information, including
Medicare and other third party liability coverage, from each potential
eligible and enrolled person and his or her guardian and/or family in
connection with the establishment of that person's eligibility for
Covered Services. The Contractor shall make such information available
to each case manager and Subcontracted Provider involved with that
person. In the event that the Contractor or Subcontracted Provider
becomes aware that there is an available other payer resource for a
Title XIX or Title XXI enrolled person, the Contractor or
Subcontracted Provider shall notify the RBHA in accordance with RBHA
policy. In the event that the Contractor or Subcontracted Provider
assesses a copayment in accordance with the RBHA and ADHS/DBHS
policies and procedures, the Contractor or Subcontracted Provider
shall be allowed to retain the

Final Jun 6-01
Effective 7-01-01 Page 21

copayment collected for individuals who are Title XIX or Title XXI
eligible and are making a copayment for Non-Title XIX/TXXI covered
services.

Contractor shall require each of its Subcontracted Providers to ▇▇▇▇
Medicare and all other Third Party Payers for Covered Services. Prior
to submitting claims and/or encounters to the RBHA, the Contractor
shall ▇▇▇▇ claims for Covered Services to any primary payer, including
Medicare, when information regarding such primary payer is available,
or at the request of the RBHA or ADHS/DBHS.

19. Title XIX and Title XXI Enrolled Persons: Title XIX and Title XXI
funding shall be used as a source of payment for Covered Services only
after all other sources of payment have been exhausted. The two
methods used in the coordination of benefits are cost avoidance and
post-payment recovery.

20. Cost Avoidance: The Contractor shall cost avoid all claims for
services that are subject to third-party payment and may deny a
service to an enrolled person if it knows that a third party (i.e.
other insurer) shall provide the service. However, if a third-party
insurer (other than Medicare) requires the enrolled person to pay any
copayment, coinsurance or deductible, the Contractor is responsible
for making these payments, even if the services are provided outside
of the Contractor's network. The Contractor's liability for
coinsurance and deductibles is limited to what the Contractor would
have paid for the entire service pursuant to a written agreement with
the Subcontracted Provider or the ADHS/DBHS max cap rate, less any
amount paid by the third party. The Contractor shall decide whether it
is more cost-effective to provide the service within its network or
pay coinsurance and deductibles for a service outside its network. For
continuity of care, the Contractor may also choose to provide the
service within its network. If the Contractor refers the enrolled
person for services to a third-party insurer (other than Medicare),
and the insurer requires payment in advance of all copayments,
coinsurance and deductibles, the Contractor shall make such payments
in advance.

If the Contractor knows that the third party insurer shall neither pay
for nor provide the Covered Service, and the service is medically
necessary, the Contractor shall not deny the service nor require a
written denial letter. If the Contractor does not know whether a
particular service is covered by the third party, and the service is
medically necessary, the Contractor shall contact the third party and
determine whether or not such service is covered rather than requiring
the enrolled person to do so.

The requirement to cost avoid applies to all AHCCCS Title XIX and
Title XXI covered services. In emergencies, the Contractor shall
provide the necessary services and then coordinate payment with the
third-party payer. The Contractor shall also provide medically
necessary transportation so that enrolled persons can receive
third-party benefits. Further, if a service is medically necessary,
the Contractor shall ensure that its cost avoidance efforts do not
prevent an enrolled person from receiving such service and that the
enrolled person shall not be required to pay any coinsurance or
deductibles for use of the other insurer's providers.

21. Post-payment Recoveries: Post-payment recovery is necessary in cases
where the Contractor was not aware of another payer at the time
services were rendered or paid for, or was unable to cost avoid. The
Contractor shall identify all potential payers and pursue
reimbursement from them.

22. Reporting: The Contractor shall report quarterly amounts that are cost
avoided or recovered. This report is due to the RBHA on or before the
10th day of the second month after

Final Jun 6-01
Effective 7-01-01 Page 22

the end of the quarter being reported. The Contractor shall
communicate any known change in health insurance information,
including Medicare, to the RBHA not later than ten (10) days from the
date of discovery.

Approximately every four months, the Contractor shall provide the RBHA
with a complete file of all health insurance information for the
purpose of updating the Contractor's files. The Contractor shall
notify the RBHA of any known changes in coverage within deadlines and
in a format prescribed by the RBHA.

23. Medicare Services and Cost Sharing: The ADHS/DBHS has persons enrolled
who are eligible for both Medicare and Title XIX covered services.
These enrolled persons are referred to as "dual eligibles". There are
different cost sharing responsibilities that apply to dual eligibles
based on a variety of factors. The Contractor is responsible for
adhering to the cost sharing responsibilities presented in ADHS/DBHS
policy and in the AHCCCS Rules. The Contractor has no cost sharing
obligation if the Medicare payment exceeds what the Contractor would
have paid for the same service of a non-Medicare enrolled person. The
case rate payment includes Medicare co-insurance and deductibles where
applicable.

24. Sources of Payment/Adjustments: The parties acknowledge that other
than donations and grants to the Contractor and funds otherwise
generated by the Contractor independently from this Subcontract, and
except for funds, if any, made available from third party payers by
reason of coordination of benefits and collection of permitted
copayments, the only source of payment to the Contractor for Covered
Services provided hereunder is funds from the RBHA payable hereunder
via the Fiscal Agent. Any error discovered by the RBHA or ADHS/DBHS
with or without an audit in the amount of compensation paid to the
Contractor will be subject to and shall require adjustment or
repayment by or to the Contractor, by making a corresponding increase
or decrease in a current payment to the Contractor or by making an
additional payment by the RBHA to the Contractor, or vice versa.

25. Availability of Funds: Payments made by the RBHA to the Contractor
pursuant to this Subcontract and the continued authorization of
Covered Services are conditioned upon the availability of funds to the
ADHS/DBHS and in turn to the RBHA from ADHS/DBHS of funds authorized
for expenditure in the manner and for the purposes provided herein.
Neither the RBHA nor ADHS/DBHS shall be liable for any purchases or
obligations incurred by the Contractor in anticipation of such
funding. The two previous sentences shall not, however, relieve the
RBHA or the State from any obligation to pay for Covered Services once
and to the extent same are rendered pursuant to this Subcontract.

26. Payments: Payments made by the RBHA to the Contractor are conditioned
upon receipt of applicable, accurate and complete reports and
encounters, documentation and information then due from the
Contractor, except to the extent excused by the RBHA with the consent
of ADHS. Reports, documentation and information required to be
submitted by the Contractor and the associated time frames are
outlined in the Contract Deliverables of this Subcontract and the RBHA
Provider Manual.

27. Data Validation Studies: The Contractor shall participate, and require
each Subcontracted Provider to participate in validation studies as
may be required by the RBHA and ADHS/DBHS. Any and all Covered
Services may be validated as part of the studies.

28. Compliance by the Contractor: If the Contractor is in any manner in
default in the performance of any material obligation as outlined in
this Subcontract, or if financial, compliance or performance audit
exceptions are identified, the RBHA or ADHS/DBHS may, at its option
and in addition to other available remedies, either adjust the amount
of payment or withholding or cause payment to be withheld until
satisfactory resolution of the default or exception. The Contractor
shall have the right to ten (10) business days prior written notice

Final Jun 6-01
Effective 7-01-01 Page 23

of any such action in adjusting the amount of payment or withholding
payment. Under no circumstances shall payments be authorized that
exceed an amount specified in this Subcontract without an approved
written amendment to this Subcontract. The RBHA may, at its option,
withhold final payment to the Contractor until receipt of all final
reports and deliverables.

The Contractor may appeal payment adjustments or payment withholding
in accordance with ADHS/DBHS and RBHA provider appeal policies and
procedures and AHCCCS Rules.

29. Program/Contractor Advances: The RBHA may, in its sole and absolute
discretion, advance payments to the Contractor if necessary or
appropriate in the judgment of the RBHA to develop, salvage or
maintain an essential service to members. Any advance that will be
used in whole or in part for the acquisition or improvement of
tangible personal property, real property or improvements upon real
property will be subject to conditions as may be imposed by the RBHA
under an amendment to this Subcontract.

30. Provisional Nature of Payments: All payments to the Contractor shall
be provisional and shall be subject to review and audit for their
conformity with the provisions hereof. Payments in question as a
result of review and audit which are the result of errors made by the
RBHA shall not be subject to recoupment from the Contractor.

31. Notice to Members Concerning Non-Covered Services: In the event that
the Contractor provides members with services other than Covered
Services, the Contractor shall, prior to the provision of such
services, and except in emergencies, exercise all reasonable efforts
to inform the member in writing: (1) of the service(s) to be provided;
(2) that neither the RBHA nor ADHS/DBHS will pay in full for or be
liable for such services; and (3) that the member may be financially
liable for such services.

32. State Not Liable: The Contractor acknowledges and agrees that the
obligations for payment to the Contractor for Covered Services
hereunder are those solely and exclusively of the RBHA through the
Fiscal Agent and that neither the State, ADHS/DBHS nor AHCCCS shall
have any liability or obligation to the Contractor for the payment for
Covered Services to members, or otherwise. The obligations of the
State with respect to payment for Covered Services are solely those
set forth in the Contract.

33. Assistance: The RBHA shall work with the Contractor in the
interpretation of SMI determinations and Title 9 rules as well as in
establishing treatment protocols for prioritizing services to
Non-Title XIX members.

34. RBHA Information System: The Contractor shall participate in the RBHA
Information System and in that regard shall adhere to the reporting
requirements outlined in the RBHA Provider Manual and maintain
reasonably accessible documentation therefore as may be required under
guidelines, policies and rules pertaining to such RBHA Information
System.

35. Conflicts of Interest: Contractor represents and warrants that it has
provided the RBHA and will provide ADHS/DBHS at its request with
accurate and complete information as to the following and will
promptly inform the RBHA and ADHS/DBHS of any changes in or to such
information:

a. All direct or indirect transactions and relationships between the
Contractor, its officers and directors on one hand and the RBHA,
its officers and directors on the other hand;

b. Any notification received by the Contractor of any conflict of
interest under or in violation of the Contractor's conflict of
interest policy or applicable law, to the extent same may relate
to services rendered by the Contractor hereunder.

Final Jun 6-01
Effective 7-01-01 Page 24

The Contractor shall at all times maintain, observe and provide the
RBHA with a copy of the conflict of interest policy adopted by its
Board of Directors. The Contractor's conflict of interest policy may
not be changed so as to relax any requirements imposed thereby without
the prior written consent of the RBHA.

36. Absence of Interest on the Part of State or RBHA Employees: Except for
persons employed by the Arizona Board of Regents or a unit thereof, no
individual employed by the State or the RBHA shall have a substantial
interest in this Subcontract or receive a substantial benefit that may
arise herefrom. This shall not, however, prevent the Contractor from
providing Covered Services or other social or behavioral health or
related services to employees of the State or the RBHA.

37. Forms: The Contractor and its Subcontracted Providers shall utilize
RBHA approved or ADHS/DBHS authorized forms only as distributed and
maintained by the RBHA.

38. Program Description: Contractor shall be responsible for providing the
RBHA with program descriptions for all services contracted under this
Subcontract, on an annual basis. Program description(s) must be
updated and submitted to the RBHA for prior approval any time the
Contractor makes a substantial change in program design and/or
operation, including but not limited to, changes in: program site;
hours of operation, population served; staffing pattern and case load
size; licensure status; evaluation methodology and program service
delivery model.

39. Member Handbook: Contractor shall provide enrolled members or their
guardians the CPSA Member Handbook which identifies procedures for
accessing emergency services, individual member rights,
grievance/appeal procedures, and copayment policies. The Contractor
shall ensure that handbooks are available as all provider sites and
easily accessible to all enrolled persons. The Contractor shall
supplement the CPSA Member Handbook with specific information that at
minimum includes the following: Primary Clinician, list of Subcontract
Providers, available services, service locations and access to
emergency services.

40. RBHA Policies & Procedures: The Contractor agrees to comply with all
RBHA policies and procedures as they are developed. The RBHA shall
provide the Contractor written notice of changes to existing policies
and procedures. The Contractor shall not be sanctioned or held
accountable for changes in policies and procedures until thirty (30)
days after receipt of said changes. Contractor may access RBHA
policies and procedures through the RBHA web site at
▇▇▇.▇▇▇▇-▇▇▇▇.▇▇▇.

41. RBHA Formulary: Contractor employed and contracted physicians,
registered nurse practitioners, and/or physician assistants shall
prescribe and abide by the RBHA drug formulary and shall abide by the
RBHA and ADHS/DBHS policies implementing that formulary. These same
policies address exceptions to the formulary based on medical
necessity.

42. Corrective Actions: At its discretion, the RBHA may require corrective
action when it is determined that the Contractor is out of compliance
with the terms of the Subcontract or not adhering with RBHA or
ADHS/DBHS policy. The corrective action shall be outlined and
documented on a Corrective Action Plan using the format prescribed by
the RBHA. This document will be the means of communication between the
Contractor and the RBHA regarding progress of the corrective action.
Failure to adhere to the prescribed corrective action may result in
sanctions as described in Appendix A, Uniform Terms and Conditions,
Sanctions.

Final Jun 6-01
Effective 7-01-01 Page 25

D. PROGRAM REQUIREMENTS

1. Eligibility and Scope of Services:

Based on the funding source as specified in Schedule III, Program
Funding Allocation, the Contractor shall develop, maintain and monitor
a continuum of Covered Services for its enrolled members in accordance
with the following:

a. The Contractor, either directly or through Subcontracted
Providers, shall be responsible for the provision of all
medically necessary covered behavioral health services to AHCCCS
Title XIX and Title XXI members in accordance with applicable
Federal, State and local laws, rules, regulations and policies,
including services described in this Subcontract and those
incorporated by reference throughout this Subcontract. The
Contractor shall ensure that its policies and procedures are made
available to all Subcontracted Providers. The Contractor shall
provide technical assistance to its providers regarding Covered
Services, encounter submission and documentation requirements on
an as needed basis.

b. Services must be delivered by Providers that are appropriately
licensed and operating within the scope of their practice.

c. Medically necessary covered services shall be provided by
qualified service providers within the scope of their practice to
prevent disease, disability, and/or other adverse health
conditions or their progression or to prolong life.

d. In authorizing services, the Contractor is required to determine
that medically necessary covered behavioral health services are:

i. Provided to promote progress toward the highest possible
level of health and self-sufficiency;

ii. Reasonably expected to benefit the person's mental or
physical health;

iii. Necessary and appropriate to the person's condition; and

iv. Designed to assist persons to manage their illness to the
extent possible and to live, learn and work in their own
communities.

In addition:

a. Title XIX/XXI enrolled persons must receive all medically
necessary Title XIX/XXI covered services;

b. Medically necessary Non-Title XIX/XXI covered service are
prioritized based on acuity, risk, level of functioning, capacity
to benefit, Block Grant requirements and available funding;

c. For covered medically necessary services that are equally
effective, the Contractor and Subcontracted Providers shall use
the least costly and/or least restrictive service, but such
decisions shall be based on a development and long term view of
the member's needs, not solely on immediate expediency and short
term cost savings;

d. When the Contractor has authorized services at a particular level
of care, that care shall not be subsequently denied unless there
is an available lower level of care suitable to meet the member's
behavioral health needs;

Final Jun 6-01
Effective 7-01-01 Page 26

e. To the extent possible, families are meaningfully and actively
involved in all stages of the service delivery process; however,
services shall not be denied solely because of lack of family
involvement;

f. For children with multi-agency, multi-system involvement, there
is a shared understanding, unified approach/plan and coordinated
services toward jointly established goals and objectives; and

g. The Contractor shall not deny services based on "medical
necessity" solely because the enrolled person has a poor
prognosis or has not shown improvement if the covered services
are necessary to prevent regression or maintain their present
condition

2. Except as specified below, the Contractor is responsible to ensure
Title XIX and Title XXI eligible persons, including DDD/ALTCS, receive
all medically necessary Title XIX or Title XXI covered services. The
Contractor is not responsible for the provision of Title XIX or Title
XXI covered services to:

a. Title XIX eligible persons in the Arizona Long Term Care System
(ALTCS) for the elderly and physically disabled;

b. Title XXI eligible persons enrolled in the "direct services"
option (the direct services option does not offer a behavioral
health benefit); and

c. Title XIX eligible persons who are eligible only for family
planning services under the SOBRA Extension Program or eligible
only for Emergency Services Only Program.

3. Eligible persons currently enrolled with a Contractor shall remain
enrolled with the Contractor regardless of subsequent move out of that
Contractor's GSA unless and until the enrolled person is transitioned
to an ALTCS Contractor, other Contractor or service provider, as
applicable, and such transfer occurs in accordance with the ADHS/DBHS
and RBHA policies and procedures, prior to disenrollment.

4. The Contractor shall use Non-Title XIX/XXI funding to provide covered
services, based on the CPSA Summary of Benefits grid, the Service
Prioritization Guidelines and consistent with other requirements of
this Subcontract and RBHA policy. Contractor shall manage available
funding to ensure that Non-Title XIX/XXI covered services are
available on a continuous basis throughout the Contract Year.

E. MEMBERSHIP DETERMINATION:

1. General: Biweekly, the RBHA will distribute a member roster indicating
eligibility and identifying information for all members assigned to
the Contractor. The Contractor is responsible for the identification
of Third Party Liability (TPL) payers and fund type assignment at
point of intake, excluding SMI assignment. Contractor shall comply
with Roster Reconciliation Procedures as established by the RBHA.

2. Members are the responsibility of the Contractor effective the
member's assignment date to the Contractor. The RBHA will provide
notification of assignment within 48 hours of member's assignment date
to the Contractor. Under no circumstances shall the Contractor be
financially or clinically responsible for services provided to a
member, pursuant to this Subcontract, prior to a member's assignment
to the Contractor.

3. Emergency: According to the policies, procedures, or protocols
established by the RBHA, in the event of emergency, the Contractor
will provide Covered Services to an individual prior to the
Contractor's receipt of verification of membership as described in
subsection 1. above. If it is impossible or impractical to obtain the
verification in advance, such verification will be

Final Jun 6-01
Effective 7-01-01 Page 27

provided by the RBHA within 24 hours of the commencement of the
provision of Covered Services by the Contractor to such person. Under
special circumstances, the RBHA may waive or extend such 24 hour
period.

4. Information: To the extent possible, the Contractor shall obtain and
make available to the RBHA and, if necessary ADHS, any information
that may be required by the RBHA or ADHS/DBHS in order to facilitate
the verification of a person's status as a member for the provision of
Covered Services by the Contractor.

F. SERVICE AUTHORIZATIONS:

1. Prior Authorization: The Contractor and its Subcontracted Providers
shall comply with the RBHA prior authorization policies and
procedures. Non-compliance with the RBHA prior authorization policies
shall result in claim/encounter denial and/or sanctioning.

2. Other Services: Except for the Fund Types and Covered Services
indicated in paragraph F.1., above, Covered Services provided to
assigned members do not require Notification of Authorization to the
RBHA by Contractor for payment or encounter submittal.

3. Emergency: Notwithstanding above and under policies and procedures
established by the RBHA, the Contractor may commence the provision of
Covered Services to a member in emergency circumstances and be paid
hereunder. Emergency services do not need prior authorization and in
utilization review, the test for appropriateness of the request for
emergency services shall be whether a prudent layperson, similarly
situated, would have requested such services.

4. Conditions: The Contractor, upon compliance with the provisions of
this Subcontract, shall be compensated based on the Program Funding
Allocation outlined in Schedule III of this Subcontract for Covered
Services to a person as and to the extent that the person is a member,
enrolled under a specific Fund.

5. Concurrent and Retrospective Review. The Contractor will comply with
the RBHA policies and procedures governing Concurrent and
Retrospective Review.

G. REFERRALS:

Except as specified in General Provision D.1., Eligibility and Scope of
Services, the Contractor shall accept and act upon referrals and requests
for Covered Services from eligible persons or their guardians, family
members, AHCCCS acute care contractors PCPs, hospitals, courts, tribal
governments, Indian Health Services, schools, or other state or community
agencies. The Contractor and its Subcontracted Providers shall:

1. Document all verbal, telephonic, and/or written referrals or requests
for services;

2. Ensure that all necessary information is received from the referral
source, prior treatment agencies, the primary care provider and anyone
else determined necessary; and

3. Track timeliness of referral or request for services to service
provision.

The Contractor and its Subcontracted Provider shall ensure that all verbal,
written or telephonic requests or referrals for services are promptly acted
upon and responded to in accordance with the required appointment standards
in General Provision M. Appointment Standards. The Contractor and its
Subcontracted Providers shall communicate the disposition to the referral
source in a timely manner.

Final Jun 6-01
Effective 7-01-01 Page 28

H. SCREENING AND TRIAGE:

The Arizona Level of Functioning Assessment (ALFA) service level checklist
must be completed on all adults and children at intake, every six (6)
months thereafter for the duration of treatment, at disenrollment or
closure and as mandated by ADHS/DBHS and RBHA policies and procedures. The
ALFA provides an initial prediction of the eligible or enrolled person's
intensity of need for treatment (including case management) services. The
information on the service level checklist should be consistent with and
supported by a current evaluation, progress notes, physician notes or other
formal evaluation documents.

The initial service level checklist must be completed by a Behavioral
Health Professional. If subsequent ALFA service level checklists are
completed by staff other than a Behavioral Health Professional, the RBHA
and ADHS/DBHS Medical Directors shall review and approve the Contractor's
privileging criteria for staff completing the checklists. The RBHA Medical
Director will review requests and maintain documentation of all requests
and approvals granted. Exceptions may be granted based on:

1. Availability of clinical staff (rural areas only);

2. Clinical appropriateness of plan;

3. Competency assessment or privileging;

4. Contractor's plan for clinical review of assessment data.

If the checklist is completed by anyone other than a Behavioral Health
Professional, a psychiatrist or psychologist must review 100% of the
checklists completed for Title XIX and Title XXI enrolled persons. The
Contractor shall monitor the accuracy of ALFA determinations and follow-up
through case file review and/or the clinical supervision process on cases
involving Title XIX or Title XXI members receiving case management or other
medically necessary services at a frequency which is different than that
predicted by the ALFA score.

The Contractor shall ensure that all Title XIX and Title XXI eligible
individuals who are referred for behavioral health services receive and
evaluation within one week of referral. Screenings and/or evaluation for
emergency referrals shall be accepted 24 hours per day, seven days per week
and must be performed within 24 hours of referral or request for service
for Title XIX and Title XXI eligible individuals. Service plans shall be
developed and services shall be authorized and initiated within thirty (30)
days from completion of the screening and/or evaluation for each Title XIX
and Title XXI eligible individual as required by RBHA and ADHS/DBHS
policies and procedures, rules and regulations.

I. MEMBER ENROLLMENT:

The Contractor shall ensure that all eligible persons who receive Covered
Services are enrolled in the RBHA Information System in a timely manner and
in accordance to RBHA policy.

1. Eligible persons shall be immediately enrolled in the RBHA Information
System when the Contractor or its Subcontracted Provider(s) delivers a
Covered Service. In these situations, the effective date of the
enrollment shall be no later than the date on which the first
behavioral service was delivered, including crisis services.

Final Jun 6-01
Effective 7-01-01 Page 29

accordance with RBHA and ADHS/DBHS policy and Appendix A, Uniform
Terms and Conditions, Sanctions, of this Subcontract.

3. Contractor shall provide all necessary intake enrollment information
to RBHA. Information provided shall include demographic information,
fund source, and any other information requested by the RBHA when the
Contractor has completed a member intake. The RBHA shall provide
enrollment information to the Contractor as made available to the
RBHA. For adults, members shall be enrolled as General Mental Health
or Substance Abuse effective the date of intake. For Children, members
shall be enrolled effective the date of intake. The Contractor's
failure to properly enroll members according to RBHA intake policies
and procedures which result in services being provided to erroneously
enrolled members will not be reimbursed by the RBHA and will be the
responsibility of the Contractor.

4. Application for SMI Determination shall occur during the intake
process, when appropriate, in accordance with RBHA Policy and
Procedure.

5. The Contractor shall be responsible for verification of Title XIX and
Title XXI eligibility and for notifying the RBHA about changes in
status of Title XIX and Title XXI eligible persons. Loss of Title XIX
or Title XXI eligibility is effective immediately upon death of the
person, voluntary withdrawal from the program, or upon determination
that the person is an inmate of a public institution.

6. The Contractor shall also respond to inquiries from AHCCCS Acute Care
contractors, their PCPs, ALTCS Program Contractors, service providers
and eligible persons regarding specific information about eligibility
for Title XIX and Title XXI and behavioral health coverage. Monday
through Friday, 8:00 a.m. to 5:00 p.m., an eligibility verification
unit will be equipped, staffed and maintained by ADHS/DBHS to access
the on-line AHCCCS Recipient (member) File. The information contained
on the ADHS Enrollment Verification Response Form shall be verbally
provided and include the following: name of the member, eligibility
category code, eligibility begin and end dates, Health Plan or
Contractor's enrollment begin and end dates, RBHA enrollment begin and
end dates. The Contractor shall ensure that Contractor staff and
Subcontracted Providers utilize the ADHS/DBHS or the RBHA systems for
eligibility and enrollment verification during regular business hours.
Contractor making inquiries outside these hours may use the AHCCCS
Communication Center for eligibility and enrollment inquiries.

7. The Contractor and its Subcontracted Providers may use AHCCCS's
contracted Medicaid Eligibility Verification Service (MEVS) to verify
Title XIX and Title XXI eligibility and behavioral health coverage 24
hours a day, 7 days a week. Also available is the Interactive Voice
Response (IVR) system, 24 hours a day, 7 days a week.

9. The Contractor may not refuse to enroll an eligible person who is a
Native American and who resides within the Geographic Service Area
solely because the eligible person is also eligible for enrollment in
a Tribal RBHA. However, the Contractor may refuse to enroll a Native

Final Jun 6-01
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American Indian who the Contractor has verified is already enrolled
with the Tribal RBHA. Should an enrolled person choose to transfer
covered services from the Tribal RBHA to the Contractor, the RBHA and
ADHS/DBHA Inter-RBHA Coordination policy shall be adhered to.

10. Every enrolled member must be assigned to a Primary Clinician (PC) at
time of enrollment and in accordance to RBHA policies and procedures.

J. DISENROLLMENT:

The Contractor and its Subcontracted Providers shall comply with all RBHA
and ADHS/DBHS policies related to disenrollment.

1. For enrolled persons who, based on the judgement of the assigned
Primary Clinician, are at risk of relapse, impending or continuing
decompensation, deterioration, or potential harm to self or others,
the Contractor and its Subcontracted Providers shall make repeated
attempts, including follow-up telephone calls and home visits, to
re-engage enrolled persons who refuse services or who fail to appear
for appointments.

a. There shall be documented attempts to contact the person by phone
or face-to face, in accordance with RBHA policy.

b. For enrolled persons who meet the applicable criteria and cannot
be re-engaged in service the Contractor shall ensure that court
ordered evaluation and treatment procedures are appropriately
utilized.

2. For persons who are not at risk of relapse, decompensation,
deterioration, or potential harm to self or others, documented
attempts shall be made to re-engage the person, in accordance to RBHA
policy if continued treatment is appropriate.

3. If an enrolled person who is still in need of Covered Services must be
disenrolled as a result of a change in age, a move out of area, Title
XIX eligibility, or change in who is responsible to provide the
Covered Services, the Contractor and its Subcontracted Providers shall
assist the enrolled person to transition to another contractor or
service provider prior to disenrollment. If the enrolled person is
receiving psychotropic medications, the Contractor and its
Subcontracted Providers shall ensure that an appropriate medical
professional gradually decreases the medications in a medically safe
manner, or continues to prescribe psychotropic medications for thirty
(30) days until an alternate provider has assumed responsibility of
care of the enrolled person.

4. The Contractor and its Subcontracted Providers shall cooperate when an
enrolled person is to be transitioned between RBHAs, Contractors or
service providers. This shall include identification of transiting
members, provision of appropriate referrals, forwarding of the medical
record and transferring responsibility for court orders, as
applicable. For Title XXI members, this shall also include the
tracking and reporting to the new provider of those services which
count toward an annual limitation.

5. When a person no longer requires Covered Services, or when repeated
attempts to re-engage the person in accordance with I.1. above are
unsuccessful, the person shall be disenrolled. The Contractor shall
ensure that enrolled persons are disenrolled from the RBHA systems
within sixty (60) days after the last service authorized or delivered.

6. Required disenrollment and final assessment data must be submitted to
the RBHA within five (5) working days, if paper submission, or ten
(10) working days if electronically transmitted.

7. The Contractor will have written policies governing its member
disenrollment process which includes the requirement of prior written
notice to members.

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K. INITIAL ASSESSMENTS:

1. All initial assessments shall be performed by staff who are:

a. At minimum for Title XIX and Title XXI, a behavioral health
professional and for Non Title XIX/TXXI members, a master's level
in a related human service field, or a behavioral health
professional, or a licensed behavioral health professional
(psychiatrist, psychologist, registered nurse practitioner,
registered nurse or physician assistant); and

b. Trained, credentialed, and privileged in performing comprehensive
assessments of all behavioral health disorders and initiation of
necessary medical services must be within thirty (30) days of
referral.

2. By July 1, 2003, all initial assessments shall be performed by staff
who have at minimum a master's level in a related human service field
and are certified behavioral health professionals or licensed
behavioral health professionals (psychiatrists, psychologists,
registered nurse practitioners, registered nurses or physician
assistants).

3. The initial assessment shall include recommendations for services,
including case management.

4. The Contractor shall develop and implement privileging criteria that
are inclusive of age-and population-specific competencies, subject to
RBHA and ADHS/DBHS approval, for the performance of initial
assessments.

5. Upon completion of a thorough competency assessment of each individual
who will perform initial assessments, the Contractor shall submit an
Attestation of Privileges for each individual deemed competent.

6. The Contractor shall comply with all RBHA initiatives to evaluate the
capacity of the system of care with regard to availability of staff
within the provider network eligible to provide intake services
including, but not limited to:

a. responding to surveys;

b. tracking and maintenance of staff education and credentials; and

c. participation in system-wide activities that would help to
increase the number of qualified staff.

L. DISCHARGE PLANS:

The Contractor shall incorporate into its policy manual procedures for
ensuring timely completion of discharge plans and closure forms, if
applicable. When indicated by the Individual Service Plan or Treatment
Plan, a member who no longer requires behavioral health services must be
discharged by the Contractor and RBHA from the behavioral health system.
When the member moves from one RBHA to another or is disenrolled from the
system the Contractor or its Subcontracted Provider is responsible for
completing a discharge summary. The Contractor must provide a copy of the
discharge summary to the member's PCP and forward closure paperwork to the
RBHA in accordance to RBHA policy.

M. APPOINTMENT STANDARDS:

The Contractor shall ensure, and require all Subcontracted Providers to
ensure; that eligible and enrolled persons receive Covered Services in
accordance with the following requirements:

Final Jun 6-01
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1. Urgent appointments shall be provided for eligible and enrolled
persons who, without prompt behavioral health attention, are at risk
of decompensation, relapse, hospitalization, risk of harm to self or
others, or at risk of loss of residence

a. within 24 hours of referral or request for all enrolled persons
and Title XIX and Title XXI eligible persons; and

b. within 24 hours of referral or request for all other eligible
persons to the extent possible and as funding allows.

2. Routine appointments shall be available:

a. for initial evaluation

i. within seven (7) calendar days of referral or request for
Title XIX and Title XXI eligible persons; and

ii. within seven (7) calendar days of referral or request for
all other eligible persons to the extent possible and as
funding allows.

b. for the service following the initial evaluation, within seven
(7) calendar days; and

c. if psychiatric services are required, the first routine
psychiatric visit within thirty (30) days of initial evaluation.

3. The Contractor shall require its subcontracted transportation
providers to schedule transportation to medically necessary services
so that Title XIX/XXI enrolled persons arrive no sooner than one (1)
hour before the appointment and do not have to wait more than one (1)
hour after conclusion of the appointment for transportation home.

4. The waiting time for an established appointment shall not exceed
forty-five (45) minutes except when the service provider is
unavailable due to an emergency. When an enrolled person's appointment
is delayed or changed due to an emergency, the service provider shall
attempt to notify the person prior to their appointment and ensure
that timely follow-up occurs.

5. The Contractor shall establish procedures to monitor the availability
of appointments and disseminate appointment standards to enrolled
persons and Subcontracted Providers.

N. INDIVIDUAL SERVICE/TREATMENT PLANS:

The Contractor shall ensure that Individual Service or Treatment Plans are
developed in accordance to RBHA policies and procedures, and as required by
the AHCCCS Rules, ADHS/DBHS policies and procedures, rules and regulations.

O. CERTAIN TREATMENT ISSUES:

1. The Contractor agrees to provide Covered Services to members in a
manner consistent with the ISP or ITP developed for members by the
Contractor.

2. The Contractor shall immediately advise the RBHA when a member is no
longer in need of, or eligible for, Covered Services, as referred to
in the RBHA policies and procedures. Such advice may be oral, by
electronic transmission or facsimile, or in writing. If oral, same
shall be promptly confirmed by electronic transmission or facsimile or
in writing. It is the mutual responsibility of the RBHA and the
Contractor, to notify the other party, in writing or electronically on
a daily basis, of new Contractor members, disenrolled Contractor
members and re-enrolled Contractor members.

Final Jun 6-01
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3. If the Covered Services include inpatient or residential treatment, no
member receiving such services shall be discharged without a discharge
plan.

4. The Contractor shall, as a condition to the delivery of Covered
Services to members and as a condition to payment therefore under this
Subcontract, provide those members with such information and obtain
from the member such authorizations and consents as ADHS/DBHS and/or
the RBHA may determine appropriate.

P. ACQUIRED IMMUNE DEFICIENCY SYNDROME (AIDS)

Contractor and its Subcontracted Providers agree to render covered services
to all members regardless of acuity and including those who are diagnosed
as having Acquired Immune Deficiency Syndrome (AIDS) or who are HIV
Infected. Such services shall be rendered in the manner consistent with and
within all the compensation terms set forth herein.

Q. ACTIVE TREATMENT AND CONTINUITY OF CARE (PRIMARY CLINICIAN)

Active treatment and continuity of care includes information concerning
case management, integrated treatment for co-occurring disorders and
recovery support including psychosocial rehabilitation. ADHS/DBHS defines
active treatment as "delivering and monitoring behavioral health services
to ensure that they are effective in reducing behavioral heath symptoms,
improving functioning and/or maintaining symptom remission and optimum
functioning" (ADHS/DBHS Solicitation No. H0-001, page 12).

1. The RBHA has designated the title "Primary Clinician" to identify the
staff person to whom each enrolled member is assigned. The Primary
Clinician is responsible for providing active treatment and/or
ensuring that active treatment is provided.

2. This assignment shall enhance coordination of care and identify a
clear point of accountability. A ratio of 1 to 100 is preferred as the
maximum number of enrolled members assigned to a Primary Clinician for
Title XIX/XXI General Mental Health/Substance Abuse Adults, Children
and persons with SMI.

3. The Contractor shall utilize competent individuals to deliver the
quality and quantity of care required by enrolled members. The
Contractor shall ensure that members are correctly assessed and
afforded the treatment indicated through those assessments.

4. The Contractor shall ensure that the Primary Clinician provides active
treatment or ensures that active treatment is provided to their
assigned enrolled persons, as indicated by progress in:

a. Reducing or eliminating symptoms;

b. Improving function ; and/or

c. Maintaining the enrolled person in symptom remission or optimum
functioning.

If there is no progress, the following shall occur:

a. Re-evaluation of diagnosis;

b. Revision of service plan or services delivered; and/or

c. Request or referral for clinical consultation.

5. The Primary Clinician is also responsible to ensure that the following
occur:

a. Ongoing assessment of existing and emerging behavioral health
needs;

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b. Development, implementation and revision as needed of a service
plan for active treatment and/or rehabilitation, with revision of
service delivery based on progress towards or maintenance of
behavioral health goals;

c. Maintenance of complete and comprehensive behavioral health
record of all covered services provided to the enrolled person
and vocational services provided by RSA, in accordance with RBHA
and ADHS/DBHS policy;

d. Provision of covered services and/or referral to needed
treatment, rehabilitative, supportive and ancillary services and
emergency services, and referral to community resources;

e. For members referred for or identified as needing on going
psychotropic medications for a behavioral health condition,
ensure the review of the initial assessment and treatment
recommendations by a licensed medical professional with
prescribing privileges;

f. Provision of case management services and/or determination of the
need for additional case management services to be delegated to a
qualified clinician;

g. Monitoring of behavioral health condition, and provision of
intervention as needed;

h. Ongoing collaboration with parents, guardians, family members,
significant others, primary care provider, school, child welfare,
juvenile or adult probation and/or parole, developmental
disability provider, and other involved service providers,
community and State agencies;

i. Maintenance of continuity of care between inpatient and
outpatient settings;

j. Facilitation and coordination of transfer out of area, out of
State, or to an ALTCS Contractor, as applicable and transfer of
assessment, treatment and discharge recommendations to the
member's primary care physician;

k. Attempts to re-engage persons in service prior to disenrollment,
as described in the RBHA and ADHS/DBHS disenrollment policies;
and

l. Development and implementation of transition, discharge and
aftercare plans prior to discontinuation of behavioral health
services.

6. The Contractor shall develop and implement policies, procedures,
privileging criteria and a monitoring process to ensure that:

a. enrolled persons receive active treatment as described in
Paragraph Q.5. above; and

b. the responsibilities described in Paragraph Q.6. above are
performed by clinicians who:

i. are a Behavioral Health Professional or Behavioral Health
Technician as specified in A.A.C., Title 9, Chapter 20,
R9-20-306 and who has been deemed competent by the
Contractor to perform this function based on education,
experience, training, supervised practice and/or competency
testing and who is credentialed and privileged in accordance
with RBHA policy; or

ii. are supervised by a Primary Clinician deemed competent by
the Contractor to supervise these responsibilities based on
education, experience, training, supervised practice and/or
competency testing.

7. In Metropolitan Tucson the Primary Clinician shall be a:

Final Jun 6-01
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a. Behavioral Health Professional as specified in A.A.C. Title 9,
Chapter 21, or

b. Master's level professional in a related human services field, or

c. licensed Behavioral Health Professional (Psychiatrist,
Psychologist, Registered Nurse Practitioner, Registered Nurse or
Physician Assistant).

8. At minimum, the Primary Clinician must be a Psychiatrist or a
Certified Psychiatric Nurse Practitioner if the enrolled person has
one or more of the following:

a. Severe or psychotic psychiatric diagnosis, including:

i. Schizophrenia or Schizoaffective disorder

ii. Bipolar Disorder

iii. Major Depressive Disorder, Recurrent, Severe or Major
Depressive Disorder with Psychotic Features

iv. Delusional Disorder

v. Psychotic Disorder, not otherwise specified, and

vi. Alcohol and other substance-induced psychotic disorders.

b. Is qualified for DD-ALTCS.

c. Chronic or severe medical or neurological disorders requiring
active medical management.

d. And/or anyone else who in the judgement of the RBHA or the
Contractor should be assigned to a medial professional.

9. The Contractor shall ensure that each enrolled member receives
orientation upon intake, including:

a. The role of the Primary Clinician. The Primary Clinician must be
identified by name, and in writing, and the responsibilities and
expectations reviewed with the member.

b. Information regarding Member Rights.

c. Responsibilities of the member in participating in the treatment
process.

d. Covered Services.

e. In writing, actions the member should take in case of a crisis
situation or the need to contact the Primary Clinician during
non-business hours.

10. The Contractor shall notify members, in writing, of any changes to
their assigned Primary Clinician. Notification to the RBHA of said
change does not suffice as notification to the member.

R. CASE MANAGEMENT:

Case management is a supportive service to enhance treatment compliance and
effectiveness. Case management services may be face-to-face or telephonic
and can be provided by the Primary Clinician, or by another clinician who
is:

1. At minimum a Behavioral Health Professional as specified in A.A.C.,
Title 9, Chapter 20; or

2. At minimum a clinician

Final Jun 6-01
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a. With a Bachelor's degree in human services field, a Bachelor's
degree in any field with one (1) year of work experience in
behavioral health service delivery, or high school diploma, GED
or associate degree from an accredited community college and a
combination of behavioral health education and work experience
totaling a minimum of four (4) years; and

b. Who is supervised by a Behavioral Health Professional.

3. The frequency and intensity of case management contact, like all other
Covered Services, shall be based on diagnosis, acuity, functional
level, capacity to benefit and availability of family or environmental
support.

4. Case management services shall be provided to children in accordance
to all applicable IGA provisions.

5. Case management services shall be provided to pregnant/parenting
substance abusing women in accordance with SAPT Block Grant
requirements.

6. All Title XIX/XXI members, Children and persons with serious mental
illness shall receive medically necessary case management services in
sufficient scope, frequency and intensity to meet their behavioral
health needs.

7. The following activities are included in case management:

a. Assistance in maintaining, monitoring and modifying Covered
Services;

b. Assistance in finding necessary resources other than Covered
Services to meet basic needs;

c. Communication and coordination of care with the enrolled persons'
family (with appropriate consents), behavioral and general
medical health care providers, community resources, and other
involved State and community agencies and staff;

d. Engagement;

e. Follow-up of crisis contacts and missed appointments;

f. Other activities as needed to enhance treatment compliance and
effectiveness; and

g. Assistance in the assessment of independent living skills.

8. Case management activities do not include:

a. Service/treatment plan development;

b. Administrative functions such as authorization of services and
utilization review; and

c. Other covered services listed in the CPSA Service Authorization
Matrix.

9. Services shall be available to case managed, enrolled members on a 24
hour per day/7 days per week basis that includes:

a. A location that is available for face-to-face interaction with a
qualified clinician;

b. A methodology for each member to reach by telephone a qualified
clinician; and

c. An on-call system that will allow access to the member's record
to coordinate clinical treatment.

10. Case management services shall be provided and reported in accordance
with RBHA and ADHS/DBHS policies and procedures.

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S. COORDINATION OF CARE:

The Contractor shall collaborate with community and government agencies to
coordinate the delivery of Covered Services with other services and
supports needed by the enrolled person and their families, including but
not limited to: general medical care; education; probation, parole, court
services, services to the homeless, services for persons with developmental
disabilities, the elderly, emergency medical services, child welfare, parks
and recreation, religious institutions, housing and urban development,
public health and safety services (including Emergency Medical Services,
domestic violence services, fire, police, and sheriff) and vocational
services.

The Contractor shall support the participation of parents/primary
caregivers, adolescents and children in the assessment and service planning
process.

The Contractor shall comply and require its Subcontracted Providers to
comply, with all coordination requirements as established by the ADHS/DBHS
from time to time, in addition to the specific requirements referenced
below:

1. Schools/Local Educational Authorities:

a. The Contractor shall ensure that:

i. Prevention, screening and early identification programs are
delivered in or near school settings, and are provided in
collaboration with local educational authorities;

ii. Information and recommendations contained in the individual
education plan (IEP) are considered in the development of
the service plan for the enrolled person;

iii. The Primary Clinician or clinician supervised by the PC
participates with the school in development of the IEP to
ensure that the most appropriate, least restrictive
behavioral health services are recommended in the IEP;

iv. If an IEP requires residential placement, the Contractor
and/or its Subcontracted Provider shall comply with the
fifteen (15) calendar day placement requirement; if
placement is not made within the fifteen (15) calendar day
time frame, the Contractor will immediately notify the IEP
Team, ADE and ADHS/DBHS; and

v. Transitional planning with the school occurs prior to and
after discharge of an enrolled person from any out of home
placement, including a residential treatment center to a
local school authority.

2. Child Protective Services (ADES/ACYF):

a. The Contractor shall ensure that:

i. Information and recommendations in the child welfare case
plan are considered in the development of the service plan
for the enrolled child, and that the ADES/ACYF case manager
is invited to participate in the development of the service
plan and all subsequent planning meetings;

ii. All provisions of the DBHS/DES Operating Procedures Manual
are followed; and

iii. Subcontracted Providers coordinate, communicate and expedite
behavioral health services to assist ADES in reducing the
amount of time children spend

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in the custody of the State and in finding permanent
placement for children, according to requirements addressing
the Model Court mandate.

3. Developmental Disabilities (ADES/DDD):

a. The Contractor shall ensure that:

i. Information and recommendations in the Individual Program
Plan developed by ADES, Division of Developmental
Disabilities (DDD) staff are considered in the development
of the service plan for the enrolled person and that the
ADES/DDD staff involved with the enrolled person/child are
invited to participate in the development of the service
plan and all subsequent planning meetings; and

ii. Persons with developmental disabilities who require
psychotropic medication for the purpose of controlling,
decreasing, or eliminating undesirable behaviors have
service delivery plans for active treatment intended to
produce remission of behavioral health signs and symptoms
and achievement of optimal functioning, not merely
management and control of unwanted behavior.

4. Arizona Department of Corrections (ADC), Arizona Department of
Juvenile Corrections (ADJC) Administrative Office of the Court (AOC),
Juvenile and Superior Courts:

a. The Contractor shall ensure that:

i. Information and recommendations contained in the probation
or parole case plan are considered in the development of
service plans for enrolled persons, and that probation or
parole personnel involved with enrolled persons are invited
to participate in the development of the behavioral health
service plan and all subsequent planning meetings.

ii. Upon referral or request, the Contractor or its
Subcontracted Providers shall evaluate and participate in
transition planning prior to the release of eligible
children and adolescents from public institutions back into
the community.

5. Jails:

a. The Contractor shall ensure:

i. Screening and assessment services to individuals who are in
jail and are suspected to have a serious mental illness; and

ii. Continuity of care, discharge planning and timely sharing of
information for enrolled persons with a serious mental
illness who are in or are leaving the jail.

6. AHCCCS Health Plans:

a. The Contractor and its Subcontracted Providers are responsible
for the coordination of care with the AHCCCS Health Plans in
accordance with the RBHA and ADHS/DBHS policies.

b. To the extent permitted by law, the Contractor and its
Subcontracted Providers shall ensure timely sharing of
information with the medical Primary Care Provider (PCP) for the
enrolled persons who are enrolled in an AHCCCS Health Plan,
including but not limited to:

Final Jun 6-01
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i. Notification of receipt of referral;

ii. The name, address, telephone, and fax number of the assigned
behavioral health Primary Care Clinician;

iii. Sufficient information to allow for the coordination of
behavioral health services with the general medical care
provided by the PCP, consistent with the RBHA and ADHS/DBHS
requirements. At a minimum, the PCP should be notified in
the following circumstances:

. Initiation and significant changes in psychotropic
medications and significant adverse reactions

. Results of relevant laboratory, radiology and other
tests

. Emergency/crisis admission or events

. Discharge from an inpatient setting

. Disenrollment from ADHS/DBHS or the RBHA

. Initial assessment and treatment recommendations

. Any other events requiring medial consultation with the
enrolled person's PCP.

The Contractor must adhere to confidentiality guidelines pursuant to
42 C.F.R. 431 and A.R.S. 36-509. Unless prescribed otherwise in
federal regulations or statute, it is not necessary for the Contractor
or its Subcontracted Providers to obtain a signed release form in
order to share behavioral health related information with the PCP or
AHCCCS Health Plan.

The Contractor will ensure that consultation services are made
available to health plan PCP's and describe how to access such
services, including methods to initiate a referral for ongoing
behavioral health services. Eligible persons with diagnoses of
depression, anxiety or attention deficit hyperactivity disorder who
are currently being treated by the Contractor's physician may be
referred back to the PCP for ongoing care only after consultation with
the enrolled person's PCP and with the person/person's guardian. Upon
request, the Contractor or its Subcontracted Providers shall inform
PCPs about the availability of resource information regarding the
diagnosis and treatment of behavioral health disorders.

a. The Contractor and its Subcontracted Providers shall ensure
physician-to-physician interaction when necessary between the
prescribing physician, nurse practitioner or physician assistant
and the Primary Care Provider in cases involving medical
conditions and/or medication interactions that pose a risk of
harm to the enrolled person.

b. The Contractor and its Subcontracted Providers shall inform all
enrolled persons of the nature and extent of the treatment
information that will be shared with the primary care provider to
coordinate care.

c. The Contractor and its Subcontracted Providers shall provide
psychiatric consultation services for AHCCCS primary care
providers who wish to prescribe psychotropic medications within
their scope of practice. These services shall include:

i. Upon the request of the Primary Care Provider, direct access
to psychiatrists (or other behavioral health providers, if
applicable);

ii. Provision of recommendations to the Primary Care Provider by
the psychiatrist:

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. Regarding the Primary Care Provider's management of the
eligible person's behavioral health condition; and

. Regarding behavioral health services that should be
performed through the Contractor or a Subcontracted
Provider in addition to psychotropic medication
management by the primary care provider, or

. That ongoing management should be performed through the
Contractor or Subcontracted Provider, based on the
severity or complexity of the eligible persons'
behavioral health condition; and

iii. Provision of information to AHCCCS Health Plans about how to
access these services.

d. The Contractor and its Subcontracted Providers shall cooperate
with the RBHA, ADHS/DBHS and AHCCCS in implementing and complying
with any additional policies and procedures established for
monitoring and improving communication between acute care and
behavioral health contractors and subcontractors.

7. Other General Medical and Dental Providers:

To the extent permitted by law and to the extent that funding is
available, the Contractor and its Subcontracted Providers:

a. Shall ensure coordination of covered services with general
medical care for Non-Title XIX/XXI enrolled persons;

b. Shall ensure physician-to-physician interaction when necessary
between the prescribing physician, nurse practitioner or
physician assistant and the primary care provider in cases
involving medical conditions and/or medication interactions that
pose a risk of harm; and

c. Are encouraged to develop collaborative relationships with other
medical and dental providers, including Federally Qualified
Health Centers, to facilitate referrals and to coordinate
provision of general medical, dental and behavioral health care.

8. Arizona State Hospital/Inpatient Facilities:

Recognizing the limited bed availability at ASH and the need to treat
individuals in the least restrictive setting, the Contractor shall
collaborate with local stakeholders to assure appropriate placement
and diversion whenever possible.

a. The Contractor shall ensure coordination, continuity of care and
prompt discharge planning for eligible and enrolled persons
admitted to ASH, through identification of an ASH Liaison, whose
duties shall include:

i. Diversion of potential admissions from ASH.

ii. Coordination of the admission process with the ASH
Admissions Office.

iii. Participation in ASH treatment and discharge planning;
through attendance at Inpatient Treatment and Discharge Plan
(ITDP) staffings in person or by phone at least monthly.

iv. Provision of available clinical and medical record
information upon or shortly after admission.

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v. Any other requested communication and/or collaboration with
ASH, including but not limited to:

. compliance with RBHA policies and procedures;

. attendance at the ASH Social Worker/RBHA monthly
meeting by phone or in person; and

. compliance with ASH performance indicators.

b. The Contractor shall maintain sufficient staff to meet the
following requirements:

i. attendance at the Master ITDP staffing and subsequent
staffings;

ii. regular contact (at least every 30 days) with members in
ASH; and

iii. collaboration on the member's discharge from ASH.

c. Distribution of the ASH community placement funding is dependent
upon meeting the required thresholds of the specific criteria for
the performance indicators developed by ADHS/DBHS in conjunction
with the RBHAs and other indicators developed by CPSA and its
At-Risk Providers. The criteria are based on meeting the targeted
census cap, discharge within 60 days of placement on the
"discharge ready list" and restriction of re-admission within 6
months.

9. Transfers or Closures from CPSA Services:

a. If the enrolled member is receiving prescribed psychiatric
medications at the time of transfer or closure, the referring
provider shall ensure that the prescribing professional gradually
decreases the medications in a medically safe manner, or
continues to prescribe psychotropic medications until the
receiving provider has assumed responsibility for care of the
member.

b. A packet of clinical information must be made available to the
agency accepting responsibility for a member transferred from the
RBHA for the transfer to be complete and the closure in effect.

T. NOTICE OF DENIAL/REDUCTION/SUSPENSION/TERMINATION OF SERVICES:

The Contractor shall comply with the Notice requirement policies and
procedures established by AHCCCS, ADHS/DBHS and the RBHA whenever Covered
Services are denied, reduced, suspended or terminated:

1. With respect to all eligible and enrolled persons:

a. The Contractor and its Subcontracted Providers shall use the
notice forms as prescribed by ADHS/DBHS policy and procedures.

b. The Contractor shall follow appropriate clinical practice when
denying, reducing, suspending or terminating covered services.

c. Requests for admission or continued stay in an Acute Inpatient
Hospital, Inpatient Psychiatric Hospital, Inpatient Psychiatric
Facility for persons under 21 years of age or Institution for
Mental Disease for persons 65 years of age or older may be denied
only by the Contractor's Medical Director or delegated
psychiatrist.

2. With respect to Title XIX and Title XXI eligible and enrolled persons:

a. The Notice form prescribed by ADHS/DBHS shall be used to provide
Title XIX and Title XXI eligible and enrolled persons prior
written notice of a reduction, suspension

Final Jun 6-01
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or termination of a prior authorized Title XIX or Title XXI
covered service and such actions when based on utilization
review.

b. The Contractor shall also comply with the notice, continuation of
benefits and appeals process requirements specified in 42 CFR
431.200 et seq.; A.A.C. R9-22-516, and further described in
Members' Rights and Responsibilities in A.A.C. R9-22, Article 13;
A.A.C. R9-31, Article 13; AHCCCS Rules; ADHS/DBHS and RBHA Policy
and Procedures.

3. With respect to persons who are SMI or who request services as a
person who is SMI:

a. A person who requests services as a person who is seriously
mentally ill shall receive a specific Notice form prescribed by
ADHS/DBHS for that purpose following a determination that the
person is not seriously mentally ill.

b. When covered services to an enrolled person who has been
determined to be seriously mentally ill are modified, suspended
or terminated, the enrolled person shall receive a specific
Notice form prescribed by ADHS/DBHS for that purpose, including
notice of the right to appeal, in accordance with A.A.C. Title 9,
Chapter 21 (currently R9-21-315).

c. Covered services to an enrolled person who has been determined to
be seriously mentally ill shall be continued pending the
resolution of any appeal.

U. BEHAVIORAL HEALTH RECORDS:

The Contractor shall ensure, and through the terms of each subcontract
require all Subcontracted Providers to ensure, that the behavioral health
records of enrolled persons created or maintained by the Contractor and its
Subcontracted Providers are maintained in a detailed, comprehensive and
timely manner which conforms to good professional practice, permits
effective professional review and audit and facilitates prompt and
systematic retrieval of information and follow-up treatment.

1. Behavioral health records must be legible, signed and dated by all
responsible parties and the assigned staff member.

2. Upon request, and pursuant to the attending physician's determination
that release is not contraindicated, the Contractor shall provide, and
shall require Subcontracted Providers to provide, one copy per year of
the behavioral health record free of charge to the eligible or
enrolled person or legal guardian.

3. The Contractor shall ensure and require Subcontracted Providers to
ensure that the Primary Clinician forwards, within ten (10) working
days from receipt of request for transfer, all behavioral health
records or copies thereof to the new behavioral health provider.

4. The Contractor shall maintain and require all Subcontracted Providers
to maintain behavioral health records as confidential, consistent with
Federal and State law, ADHS/DBHS, and RBHA policy and in accordance
with Appendix A, Uniform Terms and Conditions, Confidentiality, of
this Subcontract.

5. The Contractor shall ensure and require its Subcontracted Providers to
ensure that each behavioral health record contains consent to treat
forms, signed by the enrolled person or guardian.

6. The Contractor shall ensure and require its Subcontracted Providers to
ensure that each behavioral health record includes permission for the
RBHA, ADHS/DBHS, AHCCCS, HCFA and their consultants to access
information and records maintained by the Contractor and/or

Final Jun 6-01
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its Subcontracted Providers concerning the provision of Covered
Services under this Subcontract.

7. The Contractor shall establish written policies, procedures and
standards for documentation in the behavioral health record consistent
with the requirements of this Subcontract, the ADHS/DBHS Policies and
Procedures Manual, the A.A.C., Title 9, Chapter 20 and 21, and RBHA
policies and procedures. These policies, procedures and standards
shall be distributed, implemented, monitored and enforced by the
Contractor to ensure compliance by the Contractor's employees, agents,
and Subcontracted Providers.

8. Behavioral health records shall conform to the requirements of the
AHCCCS Medical Policy Manual. ADHS/DBHS, AHCCCSA or its designees may
inspect such records at any time during regular business hours at the
offices of ADHS, providers, hospitals or other service providers.

V. TRANSITION OF TITLE XIX AND TITLE XXI ENROLLED PERSONS

To ensure that Title XIX and Title XXI enrolled persons who need behavioral
health services receive them, the Contractor shall cooperate when a
transition from one entity to another, RBHA or AHCCCS acute care contractor
or ALTCS program contractor, becomes necessary. This shall include
identification of transitioning members, provision of appropriate referrals
and forwarding of the medical record. For Title XXI enrolled persons, this
transition shall include the tracking and reporting to the new contractor
of those services which count toward an annual limitation.

W. OUTREACH:

The Contractor shall provide outreach activities designed to inform
eligible and enrolled persons of the availability of behavioral health
services and shall design and implement outreach activities to encourage
enrolled persons who refuse services or who fail to keep appointments to
resume receiving clinically appropriate behavioral health services. The
Contractor shall design and implement outreach tailored to the special
characteristics of the population served under the terms of this
Subcontract, including but not limited to:

1. Geographic or social isolation;

2. Serious and persistent mental illness;

3. Homelessness;

4. Language barrier;

5. Visual and auditory impairment;

6. Developmental, medical or physical disabilities;

7. Infancy and early childhood;

8. Old age;

9. Adult or juvenile criminal justice involvement;

10. Non-dominant culture and ethnicity;

11. Poverty;

12. Injection drug use;

13. Pregnancy and/or presence of dependent children; and

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14. Involvement with child protective services.

The Contractor and its Subcontracted Providers shall ensure that it will
actively participate in outreach activities to Title XIX and Title XXI
members in high risk groups, including but not limited to the homeless,
seriously mentally ill members, members with co-morbid medical and
behavioral heath disorders and substance abusing pregnant women.

Upon request, the Contractor shall conduct outreach and disseminate
information to the general public, other human services providers, school
administrators and teachers and other interested parties regarding
behavioral health services available to Title XIX and Title XXI eligible or
enrolled persons.

X. QUALITY ASSURANCE/UTILIZATION REVIEW:

1. The Contractor shall comply with the utilization management and
quality management plans, activities and policies and procedures of
the RBHA, ADHS, AHCCCS, and appropriate federal regulations. The RBHA
agrees to provide the Contractor written notice of the implementation
of all utilization management and quality management and improvement
standards, plans, activities and policies and procedures of the RBHA.
The Contractor will not be sanctioned for failure to comply with
changes in all utilization management and quality management/
improvement standards, plans, activities and policies and procedures
until thirty (30) days after receipt of written notification of such
changes unless these changes are externally mandated by Federal, State
or AHCCCS requirements or intended to comply with those requirements.

2. The Contractor shall provide for an ongoing program that objectively
and systematically monitors and evaluates the quality and
appropriateness of care to members and includes a process for
improving care to members and resolving identified problems. The
Utilization Management Plan will include specific language to address
adverse decisions based on medical necessity and the process for
notification to the member and Subcontracted Provider of intended
actions related to the adverse decision. The Contractor agrees to
submit utilization data in accordance with the RBHA's policies and
procedures. The format for submission of the reports is designated by
the RBHA's Utilization Management Procedure.

3. For those Contractors furnishing inpatient care or a JCAHO or CARF
approved residential program, the Contractor is required to comply
with ADHS/DBHS policy requirements for Quality Assurance. For all
other services, the Contractor shall, as nearly as practicable, adopt,
maintain and observe quality assurance and utilization review plans
that conform to nationally accepted accreditation standards of JCAHO.
The specific federal and AHCCCS compliance activities include:

a. Certification of Need for children who apply for Title XIX/XXI
eligibility after admission. A certification of need is performed
by the team developing the plan of care; and must be completed
and signed by a physician.

b. Development of and performance of services based on a plan of
care in accordance with 42 CFR 441.154 to 156;

c. Development and implementation of utilization management plans
and committees in accordance with 42 CFR 456.100 to 129 and
456.200 to 213;

d. Completion of Medical Care Evaluation Studies according to
instructions from ADHS/DBHS.

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4. The Contractor agrees to participate in and be evaluated in accordance
with the Quality Management and Utilization Management Plan
established by the RBHA, as described in the RBHA policies and
procedures. The RBHA agrees to provide the Contractor written notice
of any changes to the Quality Management and Utilization Management
Plan. The RBHA requires the Contractor to develop quality management
and utilization management requirements in accordance with the RBHA
Quality Management and Utilization Management Plan requirements.

5. Evaluation tools/outcome indicators to be used by the RBHA may
include, but are not restricted to the following: 1) satisfaction
surveys; 2) inpatient or residential treatment readmissions within
thirty (30) days of prior discharge; 3) levels of functioning; 4)
critical incidents; and, 5) provider profiling. If the Contractor's
performance falls short of the standards or goals of such evaluation
tools/outcome indicators, the Contractor shall implement those
measures and such others as may be required by the RBHA and shall
provide to the RBHA such information pertaining to the implementation
of those measures as may be required by the RBHA. Failure to correct
any such deficiencies may result in a default hereunder.

6. As a component of quality management, Medical Care Evaluation (MCE)
Studies of inpatient facilities are required under 42 CFR Part 456.
The purpose of MCE studies is to promote the most effective and
efficient use of available facilities and services consistent with the
enrolled person's needs and professionally recognized standards of
care. MCE studies emphasize the identification and analysis of
patterns of care and suggest appropriate changes needed to maintain
consistently high quality care and effective and efficient use of
services. In the development, management and monitoring of the
provider network, the RBHA shall require inpatient facilities
(including inpatient hospitals, inpatient psychiatric facilities for
persons under the age of 21 and IMDs) to conduct MCE studies which
meet the requirements of 42 CFR Part 456.

7. The Contractor shall participate in other required quality management
activities, including but not limited to, an Annual Independent
Quality Evaluation, Standard Case Review, Member Satisfaction Survey
and other activities that may be required from time to time by the
RBHA, ADHS/DBHS or AHCCCS.

8. The Contractor and its Subcontracted Providers shall comply with and
implement the RBHA endorsed best practice guidelines. The Contractor
shall comply and ensure its Subcontracted Providers comply with
guidelines pertaining to competence in linguistically and culturally
appropriate practices.

Y. PERFORMANCE:

1. Measurement: The Contractor accepts, as a measurement of performance
under this Subcontract, those outcome indicators required in General
Provision X., Quality Assurance and Utilization Review.

2. Reviews: The RBHA may conduct or cause to be conducted financial,
program, service and/or organizational reviews. The Contractor agrees
to cooperate with all requests for information, all on-site monitoring
activities, and requirements for corrective action plans by the RBHA.

Z. FEDERAL BLOCK GRANT REQUIREMENTS:

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compliance with Federal Block Grant legislation, ADAMHA Reorganization
Act, P.L. 102-321, Section 201 Part B of Title XIX of the Public
Health Service Act (42 U.S.C. 300x, et. seq.) as amended July 10,
1992. Federal funds authorized under the ADAMHA Block Grant Program,
including a Community Mental Health Services Block Grant and the
Substance Abuse Prevention and Treatment (SAPT) Block Grant, may not
be used for the following:

a. To provide inpatient hospital services;

b. To make cash payments to intended recipients;

c. To purchase or improve land, purchase, construct or permanently
improve (other than minor remodeling) any building or facility;

d. To purchase major medical equipment;

e. To satisfy any requirements for the expenditure of non-federal
funds as a condition for the receipt of federal funds;

f. To provide financial assistance to any entity other than a public
or non-profit private entity;

g. To carry out any program of distributing sterile needles for the
hypodermic injection of any illegal drug;

h. To carry out any testing for the etiologic agent for acquired
immune deficiency syndrome unless such testing is accompanied by
appropriate pre-testing counseling and appropriate post-test
counseling (SAPT only).

i. To pay the salary of an individual, through a grant or other
extramural mechanism, at a rate in excess of $125,000 per year;
and

j. To purchase treatment services in penal or correctional
institutions of the State of Arizona.

2. The Contractor further agrees to:

a. Ensure that block grant funds are accounted in a manner that
permits separate reporting for Mental Health and Substance Abuse
Services.

b. Ensure delivery of services and submit information relative to
those services (in writing if requested and in a manner
prescribed by the RBHA or ADHS) regarding a Community Mental
Health Services Block Grant including services rendered,
individuals served and expenditures and the Substance Abuse
Prevention and Treatment (SAPT) Block Grant including services
and expenditures. This information, subject to audit, shall be
retained by the RBHA as documentation of compliance with program
requirements.

c. Ensure delivery of services and submit information relative to
those services (in writing and in a manner prescribed by the RBHA
and/or ADHS), regarding certain SAPT Block Grant allocation
specifications (i.e. "set-asides") including services rendered,
individuals served and expenditures for the following
allocations:

i. Alcohol Abuse Treatment services

ii. Drug Abuse Treatment services

iii. Primary Prevention services

iv. Pregnant women/women with dependent children

v. HIV/AIDS Early Intervention services

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3. Monthly Wait List - The Contractor shall submit in a Monthly Priority
Admission Report, a monthly count of pregnant women and injection drug
users waiting for placement in substance abuse treatment. At a
minimum, the waiting list shall include:

a. A unique identifier for each pregnant women and injection drug
abuser seeking treatment;

b. Date each pregnant women and injection drug abuser put on a wait
list and receiving interim services; and

c. Existing capacity and utilization by pregnant/substance using
women.

4. Pregnant Substance Abusing Women and Women with Dependent Children:

a. The Contractor shall ensure access to substance abuse treatment
and aftercare services funded by SAPT Block Grant is prioritized
according to the following list:

i. Pregnant injecting drug users;

ii. Pregnant substance abusers;

iii. Other Injecting drug users; and

iv. All others.

b. The Contractor shall ensure and require its Subcontract Providers
to ensure that:

i. Each pregnant woman who requests and is in need of substance
abuse treatment is admitted within 48 hours. If capacity is
unavailable the pregnant woman shall be referred to another
Contractor for placement; and if no capacity within the
Geographic Service Area, the RBHA shall be notified; and

ii. Each pregnant woman not receiving an admission within 48
hours is provided with interim services, including, at
minimum, referrals for prenatal care,
education/interventions with regard to HIV, tuberculosis and
the effects of alcohol and other drugs on the fetus.

c. Contractors who serve women under the terms of this Subcontract
shall provide directly or through a subcontract arrangement or
referral the following services for pregnant women and women with
dependent children:

i. Metropolitan Tucson:

Specialty programs which provide

. Primary medical care (women);
. Primary pediatric care (children);
. Gender-specific substance abuse treatment (women);
. Therapeutic interventions for children;
. Child care;
. Case management (women); and
. Transportation.

ii. All other Areas:

Specialized practices, which are uniform throughout the
service region and provide access to primary medical and
prenatal care, gender-specific interventions and treatment
for substance abuse/dependence disorders, and supportive
services including childcare.

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d. No individual may be denied services solely based on medical
condition.

5. Injection Drug Users:

a. The Contractor shall ensure:

i. Notification is provided to the RBHA of any substance abuse
treatment program that has reached 90% of its capacity to
admit injection drug users. Notification shall be provided
to the RBHA within five (5) days of reaching said capacity;

ii. Each individual who requests and is in need of treatment for
injection drug abuse is admitted to a program of such
treatment no later than:

iii. 14 days after making the request for admission, or

iv. 120 days after the request, if no program has capacity to
admit the individual, and, if interim services are offered
within 48 hours of the request for treatment.

v. Interim services shall minimally include
education/interventions with regard to HIV and tuberculosis
and the risks of needle-sharing and shall be offered within
48 hours of the request for treatment; and

6. Tuberculosis Screening and Referral

a. The Contractor receiving SAPT Block Grant funding for treatment
services:

i. Implements tuberculosis, infection control procedures as
established by the ADHS;

ii. Routinely provides Tuberculosis risk assessment and conducts
or offers referrals for Tuberculosis (TB) testing,
evaluation and treatment; and

iii. Ensures that interim services provided to pregnant/parenting
substance abusing women and injection drug users routinely
include TB risk assessments, evaluation and treatment.

AA. AHCCCS BEHAVIORAL HEALTH SERVICES GUIDE

The Behavioral Health Services Guide outlines AHCCCS requirements regarding
coverage of behavioral health services provided to Title XIX and Title XXI
members. The guide provides information regarding the definition of Covered
Services and inpatient behavioral health settings. The following provisions
regarding general service specifications and limitations apply to all Title
XIX and Title XXI services:

1. Service provided must be medically necessary;

2. Services must be provided by a service provider registered with
AHCCCS;

3. Service providers, as appropriate, must contract with a RBHA or tribal
government; and

4. Service providers must not charge, submit a claim or otherwise collect
payment from a member for any Covered Services except to collect
authorized co-payments or payment for additional services (refer to
Section C., General Requirements, Paragraphs 12 and 14; Copayments and
Provider Claims Time Limits)

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BB. SPECIAL PROVISIONS:

Special provisions pertaining to this Subcontract are appended hereto as
Schedule I. In the event and to the extent that such special provisions are
inconsistent with any other provisions of this Subcontract, such Special
Provisions shall govern.

CC. APPENDICES/SCHEDULES/ATTACHMENTS:

This Subcontract includes and incorporates by reference the following:

1. Appendices:

a. Appendix A: Uniform Terms and Conditions

b. Appendix B: Minimum ADHS/DBHS Contract (Subcontract) Provisions

2. Schedules:

a. Schedule I: Special Provisions

b. Schedule II: Scope of Work

c. Schedule III: Program Funding Allocation

d. Schedule IV: Fiscal Agent

e. Schedule V: Contract Deliverables

3. Attachments:

a. Attachment 1: Covered Services

b. Attachment 2: Summary of Benefits

i. Pima County - GSA 5

c. Attachment 3: Geographic Subdivisions in GSA 5

d. Attachment 4: CPSA Service Authorization Matrix

e. Attachment 5: Title XXI Behavioral Health Services and Benefit
Coverage

f. Attachment 6: Reconciliation Period

g. Attachment 7: Contractor Service Site Locations

h. Attachment 8: Independent Practitioners

i. Attachment 9: ▇▇▇▇▇▇ ▇. ▇▇▇▇ Provisions

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DD. ENTIRE AGREEMENT:

This Subcontract and its appendices, schedules, and attachments, including
all amendments and modifications incorporated by reference, shall
constitute the entire agreement between the parties, and supersedes all
other understandings, oral or written.

EE. BINDING EFFECT:

This Subcontract shall be binding upon and shall inure to the benefit of
the parties hereto and their respective successors and permitted assigns.

---------------------------------------------------------------------------------
RBHA: Community Partnership of Southern Arizona
---------------------------------------------------------
Signature:
---------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇, Chief Executive Officer
---------------------------------------------------------
Date:
---------------------------------------------------------------------------------
Contractor: The Providence Service Corporation
---------------------------------------------------------
Signature:
---------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇▇, President, The Providence Service Corporation
---------------------------------------------------------
Date:
---------------------------------------------------------------------------------
Signature:
---------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇. ▇▇▇▇, President, Providence of Arizona, Inc.
---------------------------------------------------------
Date:
---------------------------------------------------------------------------------

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APPENDIX A
UNIFORM TERMS & CONDITIONS

A. APPLICABLE LAW:

1. Arizona Law: The law of Arizona applies to this Subcontract including,
where applicable, the Uniform Commercial Code as adopted by the State
of Arizona.

2. Arizona Procurement Code: The Arizona Procurement code, Arizona
Revised Statutes ("A.R.S.") Title 41, Chapter 23, and its implementing
rules, Arizona Administrative Code ("A.A.C.") Title 2, Chapter 7, are
a part of this Subcontract as if fully set forth in it.

3. Implied Contract Terms: Each provision of law and any terms required
by law to be in this Subcontract are a part of this Subcontract as if
fully stated in it.

4. Contract Order of Precedence: In the event of a conflict in the
provisions of the Subcontract as accepted by the State, the following
shall prevail in the order set fort below:

a. Appendix A, Uniform Terms & Conditions;

b. Program requirements and specifications; and

c. Exhibits

B. CHOICE OF FORUM:

The parties agree that jurisdiction over any action arising out of or
relating to this Subcontract shall be brought or filed in a court of
competent jurisdiction located within the State of Arizona subject to
compliance with applicable grievance and appeals procedures.

C. DISSEMINATION OF INFORMATION:

Upon request, the Contractor shall assist the RBHA in the dissemination of
information prepared by the ADHS/DBHS, AHCCCS or the Federal government, to
its enrolled population. The cost of such dissemination shall be borne by
the Contractor. All advertisements, publications and printed materials
which are produced by the Contractor and refer to covered services shall
state that such services are funded under Subcontract with ADHS and AHCCCS.

D. REQUESTS FOR INFORMATION:

The ADHS/DBHS may, at any time during the term of this Subcontract, request
financial or other information from the RBHA, who in turn may request
information related to this Subcontract from the Contractor. Upon receipt
of such requests for information, the Contractor shall provide complete
information as requested no later than 30 days after the receipt of the
request unless otherwise specified in the request itself.

E. RECORDS:

Contractors that submit cost or pricing data shall maintain books and
records that reflect the cost or pricing data under this Subcontract and
shall reflect this Subcontract's services and expenditures. The Contractor
shall submit budgets, cost and expense reports and shall participate in
cost finding activities as may be required by the RBHA.

1. The Contractor further agrees:

a. To submit all reports and documents related to the performance of
this agreement as specified in this Subcontract.

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b. To preserve and make available to the RBHA and ADHS and their
auditors all records related to the performance of this agreement
for a period of five years from the date of final payment under
this Subcontract and for such period as is required by any other
paragraph of this Subcontract, including the following:

c. If this Subcontract is completely or partially terminated, the
records relating to the work terminated shall be preserved and
made available for a period of five years from the date of any
such termination.

d. Records that relate to disputes, litigation or the settlement of
claims arising out of the performance of this Subcontract or to
cost and expenses of this Subcontract to which exception has been
taken by the RBHA or ADHS shall be retained by the Contractor
until such appeals, litigation, claims or exceptions have been
finally resolved.

F. REQUIREMENT RELATING TO MERGER, REORGANIZATION AND OWNERSHIP CHANGE:

A merger, reorganization or change in ownership of a Contractor which is
related to or affiliated with the provider shall constitute a subcontract
amendment and shall require prior approval of the RBHA, which approval
shall not be unreasonably denied.

G. AUTHORITY:

This Subcontract is issued under the authority of the RBHA Administrator
who signed this Subcontract. Changes to the Subcontract, including the
addition of work or materials, the revision of payment terms, or the
substitution of work or materials, directed by an unauthorized RBHA
employee or made unilaterally by the Contractor are violations of the
Subcontract and of applicable law. Such changes, including unauthorized
written Subcontract amendments, shall be void and without effect, and the
Contractor shall not be entitled to any claim under this Subcontract based
on those changes.

H. CONTRACT INTERPRETATION AND AMENDMENT:

1. No Parole Evidence: This Subcontract is intended by the parties as a
final and complete expression of their agreement. No course of prior
dealings between the parties and no usage of the trade shall
supplement or explain any terms used in this document.

2. No Waiver: Either party's failure to insist on strict performance of
any term or condition of the Subcontract shall not be deemed a waiver
of that term or condition even if the party accepting or acquiescing
in the nonconforming performance knows of the nature of the
performance and fails to object to it.

3. Written Subcontract Amendments: The Subcontract shall be modified only
through a written Subcontract amendment within the scope of the
Subcontract signed by the Chief Executive Office on behalf of the
RBHA; however, written amendment to this Subcontract shall not be
required for:

a. funding source(s) changes by the RBHA when the amount of the
Subcontract remains unchanged; or

b. funding source(s) transfers by the RBHA when the amount of the
Subcontract remains the same.

The RBHA shall give written notice to the Contractor of Subcontract
funding source(s) changes or transfers within 30 days following the
effective date thereof, including any changes in program requirements.

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I. COMPUTATION OF TIME:

Unless a provision of this Subcontract explicitly states otherwise, periods
of time referred to in this Subcontract shall be computed as follows:

1. When the period of time called for in this Subcontract is 10 or fewer
days, then intermediate Saturdays, Sundays and legal holidays shall be
excluded.

2. When the period of time called for in this Subcontract is 11 or more
days, then intermediate Saturdays, Sundays and legal holidays shall be
included.

3. In all cases, the first day shall be excluded and the last day
included, unless the last day is a Saturday, Sunday or legal holiday,
and then it is also excluded.

J. SEVERABILITY:

The provisions of this Subcontract are severable. Any term or condition
deemed illegal or invalid shall not affect any other term or condition of
the Subcontract.

K. CONTRACTOR AS INDEPENDENT CONTRACTOR:

The parties hereto agree that the Contractor is an independent Contractor
in the performance of this Subcontract and is not by reason of this
Subcontract an officer, employee or agent of the RBHA or the State.

L. ASSIGNMENT AND DELEGATION:

The Contractor shall not assign any right nor delegate any duty under the
Subcontract without the prior written approval of the RBHA and ADHS.

M. INDEMNIFICATION AND INSURANCE:

Nothing in this Subcontract shall be interpreted to modify, impair, destroy
or otherwise affect any common law or statutory right to indemnity or
contribution that any party to this Subcontract may have against any other
party relative to any incident arising out of the performance of this
Subcontract.

1. The Contractor shall at all times, and shall ensure that its
Subcontracted Providers at all times, indemnify, defend and save
harmless the RBHA, the State and any of their agents, officials and
employees (the "Indemnified Parties") from any and all claims,
demands, suits, actions, proceedings, loss, cost and damages of every
kind and description including any attorneys' fees and litigation
expenses brought or made against or incurred by any of the Indemnified
Parties on account of loss of or damage to any property or for
injuries to or death of any person, caused by, arising out of or by
reason of any alleged act, omission, professional error, fault,
mistake, or negligence of the Contractor and its employees, agents, or
representatives or its Subcontracted Providers and their employees,
agents, or representatives in connection with or incident to the
performance of this Subcontract or arising out of workers'
compensation claims, unemployment compensation claims, or unemployment
disability compensation claims of employees of the Contractor and its
Subcontractors or claims under similar such laws or obligations.

2. The Contractor shall comply, and ensure that its Subcontracted
Providers comply, with all laws regarding Unemployment Insurance,
Workers' Compensation and the Fair Labor Standards Act and shall also
be responsible for all tax withholding obligations for itself and its
employees. Neither AHCCCS, ADHS nor the RBHA shall have any
responsibility for any of the foregoing items or responsibilities.

Final Jun 6-01
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3. The Contractor shall provide and maintain, and ensure that its
Subcontracted Providers provide and maintain, appropriate liability
insurance. In no event shall the total coverage be less than the
minimum insurance coverage specified below:

a. Comprehensive General Liability: Provides coverage of at least
$1,000,000.00 for each occurrence for bodily injury and property
damage to others resulting from accidents on the premises of or
as the result of operations of the Contractor.

b. Comprehensive Automobile Liability: Provides coverage of at least
$1,000,000.00 for each occurrence for bodily injury and property
damage to others resulting from accidents caused by vehicles
operated by the Contractor (whether owned, hired, non-owned),
assigned to or utilized in the performance of this Subcontract.

c. Worker's Compensation: Provides coverage to employees of the
Contractor or injuries sustained in the course of their
employment. Coverage must meet the obligations imposed by federal
and state statutes and must also include Employer's Liability
minimum coverage of $100,000.00. Evidence of qualified
self-insured status will also be considered.

4. Professional liability insurance with a minimum combined single limit
of one million dollars ($1,000,000.00), each occurrence, if
professional acts shall be required in the performance of this
Subcontract.

5. The Contractor and its Subcontracted Providers shall name the RBHA,
the State of Arizona, their agents, officials and employees as
additional insureds and shall specify that the insurance shall be
primary insurance and any insurance or self-insurance of the RBHA, the
State, ADHS or its employees shall be excess, not contributory
insurance, to that provided by the Contractor or its Subcontracted
Providers. Such policy shall contain a severability of interests
provision and provision for at least thirty (30) days prior written
notice to the RBHA of any cancellations, non-renewal or material
change in coverage. The RBHA reserves the right to continue payment of
premiums for which reimbursement shall be deducted from amounts due or
subsequently due to the Contractor. All policies shall be issued by
insurers qualified to transact business in Arizona and shall be
subject to approval by ADHS if and to the extent such approval is
required by ADHS. Any Contractor or Subcontracted Provider that is a
hospital or governmental body may provide coverage by an adequately
funded self insurance program.

6. The Contractor's failure, or its Subcontracted Providers' failure, to
procure and maintain the required liability insurance or to provide
proof thereof to the RBHA within 30 days following the commencement of
a new policy period, shall constitute a material breach of this
Subcontract upon which the RBHA may immediately terminate this
Subcontract. Prior to the effective date of this Subcontract, the
Contractor shall furnish the RBHA with copies of its own State of
Arizona Certificate of Insurance (RM7200.1) or a certificate of
substantially the same content in the case of a Contractor with a
permissible self insurance program drawn in conformity with the above
insurance requirements. Certified copies of any or all of the above
policies and endorsements shall be submitted to the RBHA upon request.

N. INFRINGEMENT OF PATENTS AND COPYRIGHTS:

1. The Contractor, at its own expense, shall defend any claim or suit
that may be brought against the RBHA, or the State for the
infringement of United States patents or copyrights arising from the
Contractor's use of any equipment, materials or information prepared
or developed in connection with performance of this Subcontract and in
any suit shall satisfy any final judgment for such infringement unless
such use was required by ADHS or the RBHA. The RBHA shall give the
Contractor written notice of such claim or suit and full right and

Final Jun 6-01
Effective 7-01-01 Page 55

opportunity to conduct the defense thereof, together with full
information and all reasonable cooperation.

2. If principles of governmental or public law are involved, the State or
the RBHA may participate in the defense of any such action, but no
costs or expenses shall be thereby incurred for the account of the
Contractor without its written consent.

3. If, in the Contractor's opinion, the equipment, materials or
information mentioned in subsection 1. above are likely to or do
become the subject of a claim of infringement of a United States
patent or copyright, then without diminishing the Contractor's
obligation to satisfy any final award, the Contractor may, with the
RBHA's written consent, substitute other equally suitable equipment,
materials and information, or at the Contractor's option and expense,
obtain the right for the Contractor, the RBHA, or ADHS, as the case
may be, to continue the use of such equipment, material and
information.

O. RECOUPMENT OF CONTRACT PAYMENTS:

The Contractor agrees to reimburse the RBHA immediately upon demand for all
Subcontract funds expended which are determined by the RBHA, ADHS/DBHS or
the Auditor General not to have been disbursed by the Contractor in
accordance with the terms of this Subcontract. If the party responsible to
repay the Subcontract payments is other than the Contractor, the Contractor
and the RBHA shall work together to identify and to obtain the funds from
the responsible party(ies).

P. SUBCONTRACTS:

To the extent the Contractor employs Subcontracts in its performance of the
Subcontract, those Subcontracts shall be subject to the following
requirements:

1. All Subcontracts shall incorporate the Contract into the terms and
conditions of the Subcontract by reference.

2. All provider Subcontracts shall contain the minimum Subcontract
provisions contained in Appendix B of this Subcontract.

Q. COMPLIANCE WITH APPLICABLE LAWS:

The materials and services supplied under this Subcontract shall comply
with all applicable Federal, State and local laws, rules, regulations,
standards and executive orders without limitation to those designated
within this Subcontract and the RBHA shall maintain all applicable licenses
and permits.

R. ADVERTISING AND PROMOTION OF CONTRACT:

The Contractor shall not advertise or publish information for commercial
benefit concerning this Subcontract without the prior written approval of
the RBHA.

S. RIGHT TO ASSURANCE:

If the RBHA in good faith has reason to believe that the Contractor does
not intend to, or is unable to perform or continue performing this
Subcontract, the RBHA may demand in writing that the Contractor give a
written assurance of intent or ability to perform. The demand shall be sent
to the Contractor by certified mail, return receipt required. Failure by
the Contractor to provide written assurance within the number of days
specified in the demand may, at the RBHA's option, be considered a default
by the Subcontract.

Final Jun 6-01
Effective 7-01-01 Page 56

T. TERMINATION UPON MUTUAL AGREEMENT:

This Subcontract may be terminated by mutual written agreement of the
parties specifying the termination date therein.

U. GRATUITIES:

The RBHA may terminate this Subcontract by written notice to the
Contractor, and the Contractor shall be in default, if it is found by the
RBHA that employment or a gratuity was offered, made, or given by the
Contractor or any agent or representative of the Contractor to any officer
or employee of the State or the RBHA for the purpose of influencing the
outcome of the procurement or securing the Subcontract, an amendment to the
Subcontract, or favorable treatment concerning the Subcontract, including
the making of any determinations or decision about Subcontract performance.
The RBHA, in addition to any other rights or remedies, shall be entitled to
recover exemplary damages in the amount of three times the value of the
gratuity offered by the Contractor.

V. SUSPENSION/DEBARMENT:

The RBHA may also terminate this Subcontract in whole or in part if, during
the term of this Subcontract, the Contractor is listed on the Master List
of Debarments, Suspensions and Voluntary Exclusions maintained pursuant to
Arizona Administrative Code Section R2-7-933. In such case, the RBHA shall
transmit written notice of termination to the Contractor by certified mail,
return receipt requested, and this Subcontract shall be terminated
effective upon receipt thereof by the Contractor or such later date as is
specified in the notice. In the event that the RBHA terminates this
Subcontract in whole or in part as provided in sections T., V., and Y
hereof are incorporated into this subsection by reference and shall apply
to the same extent as if expressly set out herein.

W. TERMINATION FOR CONVENIENCE:

The RBHA and the Contractor, in addition to other rights set forth
elsewhere in this Subcontract, reserve the right to terminate this
Subcontract in whole or in part, without cause, effective 60 days after
mailing written notice of termination, by certified mail, return receipt
requested.

X. TERMINATION FOR DEFAULT:

The RBHA, in addition to other rights set forth elsewhere in this
Subcontract, may at any time terminate this Subcontract in whole or in part
if the RBHA determines that the Contractor has failed to perform any
material requirement hereunder and is not cured within 30 days of receipt
of written notice thereof (such period shall be reduced to three (3) days
in the event of a failure that may pose a threat to Members or personnel of
the Contractor).

1. The Contractor shall continue the performance of this Subcontract to
the extent not terminated under the provisions of this Section.

2. In the event that the RBHA terminates this Subcontract for cause in
whole or in part as provided in this Section, the RBHA may procure,
upon such terms and in such manner as deemed appropriate, services
similar to those so terminated, and the Contractor shall be liable to
the RBHA for any excess costs incurred by the RBHA in obtaining such
similar services.

3. If this Subcontract is terminated as provided herein, the RBHA, in
addition to any other rights provided in this Section, may require the
Contractor to transfer title to and deliver to the State or RBHA in
the manner and to the extent directed by the RBHA, such partially
completed reports or other documentation as the Contractor has
specifically produced or specifically acquired for the performance of
such part of this Subcontract that has been terminated.

Final Jun 6-01
Effective 7-01-01 Page 57

4. Either the Contractor or the RBHA may terminate this Subcontract in
the event of a Material Breach by the other party of its obligations
hereunder and the continuation of such breach for at least 30 days
after written notice as described above in this Subcontract during
which period, either party may act to cure the breach.

Y. TERMINATION FOR NON-AVAILABILITY OF FUNDS:

If monies are not appropriated or otherwise available to the RBHA to
support continuation of performance in a subsequent Subcontract year, the
Subcontract shall, upon written notice from the RBHA, be canceled for that
year or at the RBHAs election, suspended until such monies are so
appropriated or available. In the event of termination as provided in this
section, the Contractor shall:

1. Stop all work as specified in the notice of termination and
immediately notify all Contractors in writing to do the same.

2. Be paid any available federal funds for all covered services
completed.

3. Be paid any available federal funds for its reasonable actual costs
for work in progress as determined by GAAP.

4. Deliver to the RBHA a complete set of all documents, programs and
other information described in this Subcontract.

Z. RIGHTS & OBLIGATIONS UPON TERMINATION:

In the event of termination as provided in this Subcontract:

1. If the Subcontract is terminated in part, the Contractor shall
continue to perform the Subcontract to the extent not terminated.

2. The Contractor shall stop all work as of the effective date of the
termination and shall immediately notify all Subcontracted providers,
in writing, to stop all work as of the effective date of the notice of
termination.

3. Upon receipt of the notice of termination and until the effective date
of the notice of termination, the Contractor shall perform work
consistent with the requirements of this Subcontract and in accordance
with a written plan approved by the RBHA for the orderly transition of
eligible and enrolled persons to another Contractor or to
Subcontracted providers.

4. The Contractor shall comply with all terms of the Subcontract and
shall be paid the Subcontract price for all services and items
completed as of the effective date of the notice of termination and
shall be paid its reasonable and actual costs for work in progress as
determined by ▇▇▇▇, however, no such amount shall cause the sum of all
amounts paid to the Contractor to exceed the compensation limits set
forth in the Subcontract.

5. All documents, program, and other information prepared by the
Contractor under the Subcontract shall be delivered to the RBHA upon
demand.

AA. RIGHT TO OFFSET:

The RBHA shall be entitled to offset against any sums due the Contractor,
any expenses or costs incurred by the RBHA, or penalties assessed by the
RBHA concerning the Contractor's nonconforming performance or failure to
perform the Subcontract.

Final Jun 6-01
Effective 7-01-01 Page 58

BB. NON-EXCLUSIVE REMEDIES:

The rights and remedies of the RBHA, ADHS/DBHS and AHCCCS under this
Subcontract are not exclusive and shall be in addition to any other rights
and remedies provided by this Subcontract or available at law or in equity.

CC. NON-DISCRIMINATION:

The Contractor shall comply with State Executive Order No. 75-5 which
mandates that all persons, regardless of race, color, religion, sex, age,
national origin or political affiliation, shall have equal access to
employment opportunities, and all other applicable Federal and State laws,
rules and regulations, including the Americans with Disabilities Act. The
Contractor shall take affirmative action to ensure that applicable laws for
employment, employees and persons to whom it provides services are not
discriminated against due to race, creed, color, religion, sex, national
origin or disability.

DD. DISPUTES:

1. In the event of a dispute under this Subcontract, the parties agree to
make a good faith attempt to resolve the dispute prior to taking
formal action.

2. If the dispute cannot be resolved pursuant to Subsection 1 above, the
dispute shall be resolved by resort to the RBHA and ADHS provider
appeal procedures. Appeal procedures shall be the exclusive manner by
which the Contractor may challenge adverse actions, decisions or
policies set forth by the RBHA.

3. Additionally, a Contractor must advise its Subcontracted Providers
that they may appeal advers decisions of the Contractor, in accordance
with the RBHA's Provider Appeal Policy.

4. This Subcontract shall be construed in accordance with Arizona law and
any legal action thereupon shall be initiated in an appropriate court
of the State of Arizona, subject to the appeal procedures above.

5. Eligible Person/Enrolled Person Grievances, Appeals and Requests for
Investigation:

Contractors who provide treatment services shall comply with the
RBHA's and ADHS/DBHS's procedures for resolving grievances, requests
for investigations and treatment appeals by persons receiving and
requesting behavioral health services. The procedures shall conform to
all State and Federal statutes, rules regulations and policies
including, but not limited to: the Code of Federal Regulations, 42
CFR, Part 431, Subpart E, regarding service appeals by Title XIX
eligible persons, Arizona Administrative Code, Title 9, Chapter 21,
Article 3 and 4; the ADHS/DBHS Policies and Procedures and AHCCCS
Rules. The Contractor will submit to the RBHA copies of all grievances
and treatment appeals when and as filed with the Contractor.

Contractors who provide prevention services shall use a written
procedure through which Participants may present complaints about the
operation of the program, and that is acceptable to and approved by
the RBHA.

Pending the final resolution of any dispute involving a
complaint/grievance/appeal/request for investigation, the Contractor
shall proceed with performance in accordance with the RBHA's
instructions, unless informed otherwise in writing.

EE. MEMBER GRIEVANCES AND APPEALS.

1. ADHS Licensure Rules (A.A.C. R9-20-114) require that all behavioral
health service agencies have in place policies and procedures
establishing a member complaint/grievance process. Additionally, ADHS
has polices and procedures establishing a RBHA based grievance and

Final Jun 6-01
Effective 7-01-01 Page 59

appeals process for persons with serious mental illness and appeals
process for all other member populations, with the exception of
prevention participants. All of these processes may culminate in
administrative fair hearings and possible judicial review.

2. Contractors shall assist eligible and enrolled persons in
understanding their right to file grievances (SMI) and appeals.
Contractors are required to advise Members of both the agency and the
RBHA grievance and appeals processes at the time services are
initiated. Additionally, the Contractor must provide written notice to
Members of their right to appeal decisions to deny, reduce, suspend or
terminate services when required to do so by AHCCCS, ADHS/DBHS and
RBHA policies and procedures.

3. The Contractor may attempt to resolve member complaints and disputes
through their internal agency complaint process, however, the
Contractor must advise Members that they may use the RBHA grievance
and appeals process instead of the Contractor's and may not interfere
with a Member's right to file a grievance or appeal with the RBHA.

4. The Contractor must have in place policies and procedures that are in
substantial compliance with the RBHA's policies and procedures and
that require the Contractor's staff to participate effectively in the
RBHA, ADHS/DBHS and AHCCCS grievance and appeals processes.

FF. DISPUTE RESOLUTION:

RBHA has the right to demand, at any time during the term of this
Subcontract, that the Contractor take immediate corrective action to ensure
compliance with this Subcontract. If the situation is not resolved or
satisfied, or if the Contractor has presented other disputes to RBHA in
writing, RBHA will attempt to resolve all disputes presented by the
Contractor through an informal process verbally or in writing. In the event
the informal process is unsuccessful, the Contractor may treat the matter
as a dispute under section DD. Disputes, of this Appendix.

GG. RIGHT TO INSPECT PLANT/PLACE OF BUSINESS:

The ADHS/DBHS or RBHA may, at reasonable times, inspect the plant or place
of business of the Contractor or its Subcontracted Providers which is
related to the performance of this Subcontract in accordance with A.R.S.
(S)41-2547.

HH. INCORPORATION BY REFERENCE:

This Subcontract and all attachments and amendments, the Contractor's
proposal, best and final offer accepted by the RBHA, and any approved
Subcontracts are hereby incorporated by reference into the Subcontract.

II. COVENANT AGAINST CONTINGENT FEES:

The Contractor warrants that no person or agency has been employed or
retained to solicit or secure this Subcontract upon an agreement or
understanding for a commission, percentage, brokerage or contingent fee.
For violation of this warranty, the RBHA shall have the right to annul this
Subcontract without liability.

JJ. CHANGES:

1. The RBHA may, at any time, by written notice to the Contractor, make
changes within the general scope of this Subcontract. If any such
change causes an increase or decrease in the cost of, or the time
required for, performance of any part of the work under this
Subcontract, the Contractor may assert its right to an adjustment in
compensation paid under this Subcontract. The Contractor shall assert
its right to such adjustment within 30 days from the

Final Jun 6-01
Effective 7-01-01 Page 60

date of receipt of the change notice. Any dispute or disagreement
caused by such notice shall constitute a dispute within the meaning of
Appendix A, paragraph DD., Disputes, and be administered accordingly.

2. When the RBHA issues an amendment to modify the Subcontract, the
provisions of such amendment shall be deemed to have been accepted 60
days after the date of mailing by the RBHA, even if the amendment has
not been signed by the Contractor, unless within that time the
Contractor notifies the RBHA in writing that it refuses to sign the
amendment. If the Contractor provides such notification, the RBHA may
terminate the Subcontract pursuant to Appendix A, Paragraph W.,
Termination for Convenience.

KK. WARRANTY:

The Contractor warrants that all services shall be performed in conformity
with the requirements of this Subcontract by qualified personnel in
accordance with Federal or State law, rules and regulations and with RBHA
policy.

LL. NO GUARANTEED QUANTITIES:

The RBHA does not guarantee the Contractor any minimum or maximum quantity
of services or goods to be provided under this Subcontract.

MM. CONFIDENTIALITY OF RECORDS:

1. The Contractor shall establish and maintain written procedures and
controls that comply with Arizona Administrative Code Section (A.A.C.)
R9-1-311 through R9-1-315 regarding disclosure of confidential medical
information and records. The Contractor shall establish and maintain
written procedures and controls that comply with the Code of Federal
Regulations, 42 CFR, Part 2, regarding disclosure of confidential
substance abuse treatment information and records. Requests for
medical information shall be in writing and disclosure authorized in
accordance with Arizona Revised Statutes and the Arizona
Administrative Code. No medical information contained in the
Contractor's records or obtained from the RBHA or ADHS or from others
in carrying out their functions under this Subcontract shall be used
or disclosed by the Contractor, its agents, officers, or employees,
except as is essential to the performance of duties under this
Subcontract or otherwise permitted under the Arizona Revised Statutes
and rules of ADHS. The information to be so disclosed shall include
client names, addresses, social security numbers, diagnosis, treatment
and such other information as shall enable the RBHA and ADHS, among
other things, to comply with reporting and other obligations imposed
upon them, to establish or verify the eligibility of service
recipients for participation in various programs, to evaluate the
need, appropriateness and effectiveness of services, to provide
unified services and to avoid improper billing practices. Neither
medical information nor names or other information regarding any
person applying for, claiming, or receiving items or services
contemplated in this Subcontract, or any employer of such person shall
be made available for any political or commercial purpose. Information
received from a federal agency, or from any person acting under the
federal agency pursuant to federal law, shall be disclosed only as
provided by federal law.

2. As required by Section 318(e)(5) of the Public Health Service Act [42
U.S.C. 247c(e)(5)], all information obtained in connection with the
examination, care or services provided to any individual under any
program that is being carried out with a cooperative agreement funded
with federal monies shall not, without such individual's consent, be
disclosed except as may be necessary to provide services to such
individual or as may be required by the laws of the State or its
political subdivisions. Information derived from any such program may
be disclosed: 1) In summary, statistical or other form; or 2) for
clinical or research purposes,

Final Jun 6-01
Effective 7-01-01 Page 61

provided the identity of the individuals diagnosed or provided care,
or patient identifiable data under such program is not disclosed.

3. The Contractor shall comply with the provisions of A.R.S. (S)36-663
concerning Human Immunodeficiency Virus related testing restrictions
and exceptions and with A.R.S. (S)36-664 concerning confidentiality
and exceptions in providing services under this Subcontract.

4. The RBHA and the Contractor specifically agree that disclosure of all
medical information and records to the RBHA and ADHS is deemed
essential to the performance of duties under this Subcontract.

NN. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPAA):

The Contractor will be required to comply with all administrative
simplification provisions resulting from the Health Insurance Portability
and Accountability Act (HIPAA). The administrative simplification section
standardizes electronic transaction formats and code sets; establishes
national identifiers for providers, employers, health plans and
individuals; and sets standards for security and privacy. Each of these
provisions will be published as on or more Final Rules in the Federal
Register. Implementation of these provisions will be required two (2) years
after the effective date of each provision's final rule as published by the
Department of Health and Human Services. Contractor agrees to comply with
RBHA policies and procedures implementing HIPAA requirements as they are
developed.

OO. ASSIGNMENT OF CONTRACT/BANKRUPTCY:

This Subcontract is subject to immediate termination by the RBHA upon the
Contractor: becoming insolvent; or to have authorized payment exceeding 20%
of the Contractor's available cash; or filing proceedings in bankruptcy or
reorganization under the United States Code; or upon assignment or
delegation of this Subcontract without the prior written consent of ADHS
and the RBHA.

PP. OWNERSHIP OF INFORMATION AND DATA:

1. Any materials, including reports, computer programs and other
deliverables, created under this Subcontract are the sole property of
the State. The Contractor is not entitled to a patent or copyright on
those materials and may not transfer the patent or copyright to anyone
else. The Contractor shall not use or release these materials without
the prior written consent of the State.

2. The Contractor agrees to give recognition to the ADHS/DBHS for its
support of the program when publishing program material or releasing
program related public information.

3. The Contractor agrees to give recognition to the Substance Abuse and
Mental Health Services Administration (SAMHSA) for its support of the
program when publishing material or releasing program related public
information.

QQ. AUDITS AND INSPECTIONS:

1. The Contractor shall comply with all provisions specified in
applicable AHCCCS Rule R9-22-519, -520 and -521 and AHCCCS Rules
relating to the audit of Contractor's records and the inspection of
Contractor's facilities. The Contractor shall fully cooperate with the
RBHA or ADHS/DBHS staff and allow them reasonable access to
Contractor's staff, Subcontractors, enrolled persons and records.

Final Jun 6-01
Effective 7-01-01 Page 62

appropriate agent thereof, to the extent that the books and records
relate to the performance of the Subcontract or contracts. No
information related to enrolled persons or services provided to
enrolled persons may be withheld for any reason. The contractor shall
ensure that its Subcontractors cooperate fully during any review or
examination of the Contractor or Subcontractor's financial and program
operations. The Contractor and its Subcontractors shall maintain all
records pertinent to this Subcontract for a minimum of five years from
the date of Subcontract termination.

3. The RBHA, ADHS/DBHS and the Federal government may evaluate through
on-site inspection or other means, the quality, appropriateness and
timeliness of services performed under this Subcontract.

RR. FRAUD AND ABUSE:

1. It shall be the responsibility of the Contractor to report all cases
of suspected fraud and abuse by Subcontractors, enrolled persons or
employees. The Contractor shall provide written notification of all
such incidents to the RBHA. The Contractor shall comply with AHCCCS
Health Plans and Program Contractors Policy for Prevention, Detection
and Reporting of Fraud and Abuse which are incorporated herein by
reference.

2. As stated in A.R.S. (S)13-2310, incorporated herein by reference, any
person who knowingly obtains any benefit by means of false and
fraudulent pretenses, representations, promises or material omissions
is guilty of a class 2 felony.

SS. LOBBYING:

1. No funds paid to the Contractor by the RBHA or interest earned
thereon, shall be used for the purpose of influencing or attempting to
influence:

a. any officer or employee of any State or Federal agency; or

b. any member of, or employee of a member of, the United States
Congress or the Arizona State Legislature

in connection with awarding of any Federal or State contract, the
making of any Federal or State grant, the making of any Federal or
State loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment or modification of any
Federal or State contract, grant, loan or cooperative agreement. The
Contractor shall disclose if any funds other than those paid to the
Contractor by the RBHA have been used or shall be used to influence
the persons and entities indicated above and shall assist the RBHA and
ADHS/DBHS in making such disclosures to HCFA.

TT. ANTI-KICKBACK:

Neither the Contractor nor any director, officer, agent, employee or
volunteer of the Contractor shall, directly or indirectly, give or make any
payment or other thing of value to or for the account of the RBHA (except
such performance as may be required of the Contractor under the terms of
this Subcontract) as consideration for or to induce the entry by the RBHA
into this Subcontract or any referrals of Members to the Contractor for the
provision of Covered Services. No Subcontract or agreement shall provide or
contemplate the provision of any payment or other thing of value by or on
behalf of the Contractor to the RBHA or any other party except to the
extent that such payment or other thing of value constitutes fair and
reasonable consideration for performance by the Contractor or each other
party under that Subcontract or agreement received by or for the account of
the RBHA.

Final Jun 6-01
Effective 7-01-01 Page 63

UU. PAYMENT OF PERFORMANCE OF OBLIGATIONS/JUDGEMENTS:

The Contractor shall pay and perform all of its obligations and liabilities
when and as due; provided, however, that if and to the extent there exists
a bona fide dispute with any party to whom the Contractor may be obligated,
the Contractor may contest any obligation so disputed until final
determination by a court of competent jurisdiction; provided, however that
the Contractor shall not permit any judgement against it or any levy,
attachment, or process against its property, the entry of any order or
judgment of receivership, trusteeship or conservatorship or the entry of
any order to relief or similar order under laws pertaining to bankruptcy,
reorganization or insolvency, in any of the foregoing cases to remain
undischarged or unstayed by good and sufficient bond, for more than 15
days.

VV. OTHER CONTRACTS:

The RBHA or ADHS may, directly or by contract with others, provide Covered
Services to other than Members or provide Members with Covered Services or
services in addition to Covered Services requested of and provided by the
Contractor. The Contractor shall cooperate fully with such other
Contractors and/or State employees in scheduling and coordinating its
services with such additional services but at no time shall the Contractor
be financially or clinically responsible for said additional services
unless the Contractor has prior authorized payment for those services. The
Contractor shall afford other contractors reasonable opportunity for the
provision of their services and shall not commit or permit any act that
shall interfere with the performance of services by another contractor or
by State employees. This section shall be included in all contracts between
the Contractor and any other Subcontractor regarding the purchase of
services pursuant to this Subcontract Agreement.

WW. AMENDMENTS AND NOTICES:

1. Except as authorized herein, no condition or requirement contained in
or made a part of this Subcontract shall be waived or modified without
an approved, written amendment to this Subcontract. Amendments shall
be effective only if in writing and signed by all parties. The terms
and provisions of this Subcontract shall, except as and to the extent
so amended, remain in full force and effect. All such amendments shall
be subject to ADHS approval.

2. Subsection 1. above notwithstanding, the Contractor shall give notice
to the RBHA and ADHS within 30 days of any non-material alteration to
this Subcontract. Non-material alterations do not require a written
amendment and are:

a. Change of non-licensable behavioral health facility address or
administrative address.

b. Change of telephone number.

c. Change of authorized signatory.

d. Changes in the name and/or address of the person to whom notices
are to be sent.

e. Change in the name of the Contractor where the ownership remains
the same.

3. Subsection WW.1. notwithstanding, written amendments to this
Subcontract shall not be required for:

a. Funding source(s) change by the RBHA when the amount of this
Subcontract remains unchanged; or

b. Funding source(s) transfer(s) by the RBHA when the amount of this
Subcontract remains the same. The RBHA shall, however, give
written notice to the Provider of

Final Jun 6-01
Effective 7-01-01 Page 64

Subcontract funding source(s) change or transfer(s) within thirty
(30) days following the effective date thereof, including any
changes in the program requirements.

c. Whenever notice is required pursuant to the terms of this
Subcontract, such notice shall be in writing, shall be delivered
in person or by certified mail, return receipt requested, and
shall be directed to the person(s) and address (es) specified for
such purpose on the first page of this Subcontract or to such
other person(s) and/or address (es) as either party may designate
to the other party by written notice.

d. The ADHS Service Matrix shall be published by ADHS. As changes
occur, the ADHS Service Matrix shall be updated, published, and
communicated to the RBHA and the RBHA will in turn communicate
the same to the Provider.

4. If the Contractor or any of its Subcontracted Providers intend to
relocate an operation, institute a change in service delivery
structure, plan a change in ownership at any time during the term of
this Subcontract, or terminate the operation of a behavioral health
licensed program or facility, the Contractor shall notify the RBHA in
writing at least thirty (30) days before the relocation, change in
service delivery, change in ownership or termination of operation is
to take place. If the relocation, change or termination requires a
change in the program's or facility's AHCCCS Identification Number,
Behavioral Health License Number, Provider Type or Division of
Behavioral Health Services Identification Number, the Contractor is
responsible for processing all required application documents with the
Office of Behavioral Health Licensure (OBHL), the RBHA and ADHS/BHS in
accordance with OBHL licensing standards, the RBHA Provider Manual
and/or the ADHS/BHS Provider Billing Manual. Failure to continuously
maintain all appropriate licenses necessary to do business and render
Covered Services under this Subcontract shall constitute a default in
the performance of a material obligation for which payment may be
subject to denial, reduction or recoupment at the option of the RBHA.

XX. ASSIGNMENT OF OVERCHARGES:

The Contractor, the RBHA and ADHS recognize that in actual practice
overcharges resulting from antitrust violations are in fact borne by the
purchaser. Therefore, the Contractor hereby assigns to the RBHA and ADHS
any and all claims for such overcharges relating to items or services to be
provided by the Subcontract hereunder.

YY. FORCE MAJEURE:

1. Except for payment of sums due, neither party shall be liable to the
other nor deemed in default under this Subcontract if and to the
extent that such party's performance of this Subcontract is prevented
by reason of force majeure.

Force majeure means an occurrence that is beyond the control of the
party affected and occurs without its fault or negligence. Without
limiting the foregoing, force majeure includes acts of God, acts of
the public enemy, war, riots, strikes, mobilization, labor disputes,
civil disorders, fire, flood, lockouts or failures or refusals to act
by government authority and other similar occurrences beyond the
control of the party declaring force majeure which such party is
unable to prevent by exercising reasonable diligence. Force majeure
shall not include the following occurrences:

a. the late performance by the Contractor or a Subcontractor unless
the delay arises out of a force majeure and the Contractor
complies with (4) of this paragraph, or

b. The inability of the Contractor or any Subcontractor to acquire
or maintain any required insurance, bond, licenses or permits.

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2. Force majeure shall be deemed to commence when the party declaring
force majeure notifies the other party of the existence of the force
majeure and shall be deemed to continue as long as the results or
effects of the force majeure prevent the party from resuming
performance in accordance with this agreement.

3. Any delay or failure in performance by either party hereto shall not
constitute default hereunder or give rise to any claim for damages or
loss of anticipated profits if, and to the extent that such delay or
failure is caused by, force majeure.

4. If either party is delayed at any time in the progress of the work by
force majeure, the delayed party shall notify the other party in
writing of such delay, as soon as is practicable and no later than the
following working day, of the commencement thereof and shall specify
the causes of such delay in such notice. Such notice shall be
delivered or mailed certified-return receipt and shall make a specific
reference to this article, thereby invoking its provisions. The
delayed party shall cause such delay to cease as soon as practicable
and shall notify the other party in writing when it has done so. The
time of completion shall be extended by Subcontract modification for a
period of time equal to the time that results or effects of such delay
prevent the delayed party from performing in accordance with this
Subcontract.

ZZ. EFFECTIVE DATE:

The effective date of the Subcontract is July 1, 2001

AAA. YEAR 2000 COMPLIANCE:

1. Notwithstanding any other warranty or disclaimer of warranty in this
Subcontract, the Contractor warrants that all products and services
rendered under this Subcontract shall comply in all respects to
performance and delivery requirements of the specifications and shall
not be adversely affected by any date-related data Year 2000 issues.
This warranty shall survive the expiration or termination of the
Subcontract. In addition, the defense of force majeure shall not apply
to the Contractor's failure to perform specification requirements as a
result of a date-related data Year 2000 issues.

2. Additionally, notwithstanding any other warranty or disclaimer of
warranty in the Subcontract, the Contractor warrants that each
hardware, software, and firmware product delivered under this
Subcontract shall be able to accurately process date/time data
(including but not limited to calculation, comparing, and sequencing)
from, into, and between the twentieth and twenty-first centuries, and
the years 1999 and 2000 and leap year calculations, to the extent that
other information technology utilized by the State in combination with
the information technology being acquired under this Subcontract
properly exchanges date/time with it. If this Subcontract requires
that the information technology products being acquired perform as a
system, or that the information technology products being acquired
perform as a system in combination with other State information
technology, then this warranty shall apply to the acquired products as
a system. The remedies available to the State for breach of this
warranty shall include, but not be limited to, repair and replacement
of the information technology products delivered under this
Subcontract. In addition, the defense of force majeure shall not apply
to the failure of the Contractor to perform any specification
requirements as a result of any date-related data Year 2000 issues.

BBB. MINIMUM ADHS/DBHS CONTRACT (SUBCONTRACT) PROVISIONS:

The ADHS & AHCCCS minimum Subcontract requirements are incorporated into
this Subcontract. Contractor shall include verbatim these provisions in all
subrecipient subcontracts entered into for the provision of Covered
Services under the terms of this Subcontract.

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CCC. INSTITUTIONAL REVIEW BOARD FOR RESEARCH:

Any research that a Contractor undertakes that includes RBHA Members must
be reviewed and approved by an Institutional Review Board for Research
maintained by the Contractor and forwarded to the RBHA's Research/Human
Subjects Review Committee for final approval. In the absence of an
Institutional Review Board maintained by the Contractor, approval for
research involving RBHA Members must be obtained from the RBHA's
Research/Human Subjects Review Committee.

DDD. INTERGOVERNMENTAL AND INTERAGENCY SERVICE AGREEMENTS:

The Contractor and each of its Subcontracted Providers shall comply with
the terms and requirements of the Subcontract and all IGAs/ISAs that may
pertain to the Covered Services, all of which terms and requirements are
incorporated by reference herein.

EEE. SANCTIONS:

1. In addition to any other remedies available to the RBHA, the RBHA may
impose financial sanctions against the Contractor for breaches of this
Subcontract by the Contractor or its Subcontracted Providers, as set
forth in the following table:

Subcontract Provision Violated Estimated Damages
------------------------------ -----------------

Licenses/and Permits 2
Accreditation/Credentialing 1
Financial Information 1
Financial Audits 2
Grievance and Appeals 1
Copayments 2
Conflicts of Interest 2
Policies and Plans 2
Anti-kickback 2
Enrollment, Disenrollment and Assessment Data Submissions 2
Federal Block Grant Requirements 2
Contractor Billing Obligations and Encounter Reporting 1
Data Validation Amount imposed by AHCCCS
Subcontracts $1000 per Contractor per month
Coordination of Benefits 1
Quality Assurance/Utilization Review 1
Minimum Clinical Data Submissions 1
Other Minimum Data Requirements 1
Confidentiality of Records 2
Records Retention 1

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Subcontract Provision Violated Estimated Damages
------------------------------ -----------------

Provisions governing services for persons with SMI,
including ▇▇▇▇▇▇ ▇. ADHS litigation, and Title XIX eligible
children referenced in J.K. vs. ▇▇▇▇▇ 1
Prior Authorization 2
Corrective Actions 1
Performance $2,500 per occurrence
Arizona Administrative Code Title 9, Chapter 21 1
Special Provisions and Schedules 2
ADHS/DBHS & AHCCCS Provisions 2
Other areas of non-compliance not identified above. 1

Note - Under Estimated Damages:

Estimated Damages 1: The lesser of $2500 or 1% of one month's payment for
all of the Contractor's assigned clients for each month or fraction thereof
in which the violation occurs.

Estimated Damages 2: The lesser of $5000 or 2% of one month's payment for
all of the Contractor's assigned clients for each month or fraction thereof
in which the violation occurs.

Other sanctions and penalties may be imposed upon the Contractor for
violations of the Contractor or any of its Subcontracted Providers in
accordance with rules, regulations and policies of AHCCCS or the ADHS.

Written notice shall be provided to the Contractor from which damages are
sought specifying the sanction, the grounds for the sanction, the amount of
funds to be withheld from payments to the Contractor, the steps necessary
to avoid future demands and specifying Contractor appeal rights.

1. The Contractor shall complete all steps necessary to correct the
violation and to avoid future sanctions within the time frame
established by the RBHA in the notice of sanction. Following the
notice of sanction, a full month's sanction is due for the first month
or any portion of a month during which the Contractor (or its
Subcontracted Provider) are in violation. For any subsequent month (or
portion of a month) during which the Contractor (or its Subcontracted
Provider) remain in violation, the RBHA shall impose an additional
penalty which, at the discretion of the RBHA, shall not be less than
the penalty for the first month's violation multiplied by one (1) plus
the number of additional months (or portion of a month) during which
the violation continues.

2. If the Contractor is found by the RBHA to have violated the same
Subcontract provision on multiple occasions within a two year period,
then the RBHA, at its discretion, may increase the amount of the first
months' penalty by an amount not to exceed the amount of the penalty
for the first violation multiplied by one (1) plus the number of
repeat violations.

3. For example: assume the Contractor violates a Subcontract provision
for which the first month's penalty is $5,000. If a second violation
of the same provision occurs within 2 years of the first violation,
the penalty for the first month of the second violation could be as
high as $10,000. If a third violation of the same provision occurs
within 2 years of the first violation, the penalty for the first month
of the third violation could be as high as $15,000.

4. The RBHA shall have the right to off-set against any payments due the
Contractor until the full damages are paid. Other sanctions and
penalties may be imposed upon the RBHA and

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subsequently passed on to the Contractor as liquidated damages, in
accordance with rules, regulations and policies of AHCCCS or ADHS and
following written notice and grievance opportunities.

The Contractor has the right to appeal such an adverse action in
accordance with the RBHA policy.

FFF. LABORATORY SERVICES PROVISIONS:

1. In accordance with the Clinical Laboratory Improvement Amendment
(CLIA) of 1988, a Contractor with a laboratory or with a physician
that provides in-house laboratory services, or with any other provider
of laboratory services must have a CLIA certificate of waiver or
certificate of registration in order to legally perform laboratory
testing. The Contractor shall file with AHCCCS its records for these
services, the Contractor's claims may be subject to recovery or to
imposition of financial sanctions. For purposes of this Subcontract,
the effective date for the Contractor to have a CLIA number is
September 1, 1992, or date that HCFA provides AHCCCS with a complete
database file, whichever is later.

2. Those laboratories with certificates of waiver shall be limited to
providing only the types of tests permitted under the terms of their
waiver. Laboratories with certificates of registration may perform a
full range of laboratory tests.

3. Pass-through billing or other similar activities with the intent of
avoiding the above requirements are prohibited.

4. The Contractor may not reimburse providers who do not comply with the
above requirements.

GGG. WAIVER AND EXERCISE OF RIGHTS:

No alteration or variation of the services to be performed by the
Contractor shall be made without prior written approval of the RBHA.
Failure to exercise any right, power or privilege under this Subcontract
shall not operate as a waiver thereof, nor shall a single or partial
exercise thereof preclude any other or further exercise of that or any
other right, power or privilege.

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APPENDIX B
MINIMUM ADHS/DBHS CONTRACT (SUBCONTRACT) PROVISIONS

The following provisions, as required by ADHS/DBHS and AHCCCS, shall apply
cumulatively with all other provisions of this Subcontract and must be included
verbatim in every subcontract entered into by the Contractor. (For purpose of
these provisions, the term "Contractor" means the Contractor and its
Subcontracted Providers and the term "contract" means this Subcontract).

A. EVALUATION OF QUALITY, APPROPRIATENESS, OR TIMELINESS OF SERVICES

The Arizona Department of Health Services (ADHS), Arizona Health Care Cost
Containment System Administration (AHCCCSA) or the U.S. Department of
Health and Human Services may evaluate, through inspection or other means,
the quality, appropriateness or timeliness of services performed under this
contract.

B. RECORDS AND REPORTS

The Contractor shall maintain all forms, records, reports and working
papers used in the preparation of reports, files, correspondence, financial
statements, records relating to quality of care, medical records,
prescription files, statistical information and other records specified by
ADHS and AHCCCSA for purposes of audit and program management. The
Contractor shall comply with all specifications for record keeping
established by ADHS and AHCCCSA. All books and records shall be maintained
to the extent and in such detail as shall properly reflect each service
provided and all net costs, direct and indirect, of labor, materials,
equipment, supplies and services, and other costs and expenses of whatever
nature for which payment is made to the Subcontractor. Such material shall
be subject to inspection and copying by the state, AHCCCSA and the U.S.
Department of Health and Human Services during normal business hours at the
place of business of the person or organization maintaining the records.

The Contractor agrees to make available at the office of the Contractor, at
all reasonable times, any of its records for inspection, audit or
reproduction, by any authorized representative of the state or federal
governments.

The Contractor shall preserve and make available all records for a period
of five years from the date of final payment under this subcontract except
as provided in paragraphs (1) and (2) below:

1. If this contract is completely or partially terminated, the records
relating to the work terminated shall be preserved and made available
for a period of five years from the date of any such termination.

2. Records which relate to disputes, litigation or the settlement of
claims arising out of the performance of this contract, or costs and
expenses of this subcontract to which exception has been taken by the
state, shall be retained by the Contractor until such disputes,
litigation, claims or exceptions have been disposed of.

The Contractor shall provide all reports requested by ADHS and AHCCCSA, and
all information from records relating to the performance of the Contractor
which ADHS and AHCCCSA may reasonably require. The Contractor reporting
requirements may include, but are not limited to, timely and detailed
utilization statistics, information and reports.

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C. LIMITATIONS ON BILLING AND COLLECTION PRACTICES

The Contractor shall not ▇▇▇▇, nor attempt to collect payment directly or
through a collection agency from a person claiming to be AHCCCS eligible
without first receiving verification from AHCCCSA that the person was
ineligible for AHCCCS on the date of service, or that service provided were
not AHCCCS covered services. This provision shall not apply to patient
contributions to the cost of services delivered by nursing homes.

D. ASSIGNMENT AND DELEGATION OF RIGHTS AND RESPONSIBILITIES

No payment due the Contractor under this contract may be assigned without
the prior approval of ADHS. No assignment or delegation of the duties of
this contract shall be valid unless prior written approval is received from
AHCCCSA.

E. APPROVAL OF SUBCONTRACTS, AMENDMENTS OR TERMINATIONS

This contract is subject to prior approval by AHCCCSA. ADHS shall notify
AHCCCSA in the event of any proposed amendment or termination during the
term hereof. Any such amendment or termination is subject to the prior
approval of AHCCCSA. Approval of the contract may be rescinded by the
Director of AHCCCSA for violation of federal or state laws or rules.

F. WARRANTY OF SERVICES

The Contractor, by execution of this contract, warrants that it has the
ability, authority, skill, expertise and capacity to perform the services
specified in this contract.

G. SUBJECTION OF SUBCONTRACT

The terms of this contract shall be subject to the applicable material
terms and conditions of the contract existing between ADHS and AHCCCSA for
the provision of covered services.

H. AWARDS OF OTHER SUBCONTRACTS

AHCCCSA and/or ADHS may undertake or award other contracts for additional
or related work to the work performed by the Contractor and the Contractor
shall fully cooperate with such other contractors, subcontractors or state
employees. The Contractor shall not commit or permit any act which will
interfere with the performance of work by any other contractor,
subcontractor or state employee.

I. INDEMNIFICATION BY SUBCONTRACTOR

The Contractor agrees to hold harmless the state, all state officers and
employees, AHCCCSA and other appropriate state agencies, and all officers
and employees of AHCCCSA and all AHCCCS eligible persons in the event of
nonpayment to the Contractor. The Contractor shall further indemnify and
hold harmless the state, AHCCCSA, other appropriate state agencies, AHCCCS
contractors, and their agents, officers and employees against all injuries,
deaths, losses, damages, claims, suits, liabilities, judgments, costs and
expenses which may, in any manner, accrue against the State, AHCCCSA or its
agents, officers or employees, or AHCCCS contractors, through the
intentional conduct, negligence or omission of the Contractor, its agent,
officers or employees.

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J. MAINTENANCE OF REQUIREMENTS TO DO BUSINESS AND PROVIDE SERVICES

The Contractor shall be registered with AHCCCSA and shall obtain and
maintain all licenses, permits and authority necessary to do business and
render service under this contract and, where applicable, shall comply with
all laws regarding safety, unemployment insurance, disability insurance and
worker's compensation.

K. COMPLIANCE WITH LAWS AND OTHER REQUIREMENTS

The Contractor shall comply with all Federal, State and local laws, rules,
regulations, standards and executive orders governing performance of duties
under this contract, without limitation to those designated within this
contract.

L. SEVERABILITY

If any provision of these standard contract terms and conditions is held
invalid or unenforceable, the remaining provisions shall continue valid and
enforceable to the full extent permitted by law.

M. VOIDABILITY OF SUBCONTRACT

This contract is voidable and subject to immediate termination by ADHS upon
the Contractor becoming insolvent or filing proceedings in bankruptcy or
reorganization under the United States Code, or upon assignment or
delegation of the contract without the prior written approval of ADHS.

N. CONFIDENTIALITY REQUIREMENT

Confidential information shall be safeguarded pursuant to 42 CFR Part 431
Subpart F, ARS '36-107, 36-2903, 41-1959 and 46-135, and AHCCCS Rules.

O. GRIEVANCE PROCEDURES

Any grievances filed by the Contractor shall be adjudicated in accordance
with AHCCCS Rules.

P. TERMINATION OF SUBCONTRACT

ADHS may, by written notice to the Contractor, terminate this contract if
it is found, after notice and hearing by the State, that gratuities in the
form of entertainment, gifts, or otherwise were offered or given by the
Contractor, or any agent or representative of the Contractor, to any
officer or employee of the State with a view towards securing a contract or
securing favorable treatment with respect to the awarding, amending or the
making of any determinations with respect to the performance of the
Contractor; provided, that the existence of the facts upon which the state
makes such findings shall be in issue and may be reviewed in any competent
court. If the contract is terminated under this section, ADHS shall be
entitled to a penalty, in addition to any other damages to which it may be
entitled by law, to exemplary damages in the amount of three times the cost
incurred by the Contractor in providing any such gratuities to any such
officer or employee.

Q. PRIOR AUTHORIZATION AND UTILIZATION REVIEW

The ADHS and Contractor shall cooperate with the prior authorization,
utilization review and quality management standards of the AHCCCS program
and appropriate federal regulations. The

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Contractor shall only claim Title XIX or Title XXI reimbursement for
services that were provided to a Title XIX or Title XXI member in
accordance with the standards set forth in this contract.

R. NON-DISCRIMINATION REQUIREMENTS

If applicable, the Contractor shall comply with:

1. The Equal Pay Act of 1963, as amended, which prohibits sex
discrimination in the payment of wages to men and women performing
substantially equal work under similar working conditions in the same
establishment.

2. Title VI of the Civil Rights Act of 1964, as amended, which prohibits
the denial of benefits of, or participation in, contract services on
the basis of race, color, or national origin.

3. Title VII of the Civil Rights Act of 1964, as amended, which prohibits
private employers, state and local governments, and educational
institutions from discriminating against their employees and job
applicants on the basis of race, religion, color, sex, or national
origin.

4. Title I of the Americans with Disabilities Act of 1990, as amended,
which prohibits private employers and state and local governments from
discriminating against job applicants and employees on the basis of
disability.

5. The Civil Rights Act of 1991, which reverses in whole or in part,
several recent Supreme Court decisions interpreting Title VII.

6. The Age Discrimination in Employment Act (ARS Title 41-1461, et seq.);
which prohibits discrimination based on age.

7. State Executive Order 99-4 and Federal Order 11246 which mandates that
all persons, regardless of race, color, religion, sex, age, national
origin or political affiliation, shall have equal access to employment
opportunities.

8. Section 503 of the Rehabilitation Act of 1973, as amended, which
prohibits discrimination in the employment or advancement of the
employment of qualified persons because of physical or mental
handicap.

9. Section 504 of the Rehabilitation Act of 1973, as amended, which
prohibits discrimination on the basis of handicap in delivering
contract services.

S. COMPLIANCE WITH AHCCCS RULES RELATING TO AUDIT AND INSPECTION

The Contractor shall comply with all applicable AHCCCS Rules and Audit
Guide relating to the audit of the Contractor's records and the inspection
of the Contractor's facilities. If the Contractor is an inpatient facility,
the Contractor shall file uniform reports and Title XVIII, Title XIX and
Title XXI cost reports with AHCCCSA.

T. CERTIFICATION OF TRUTHFULNESS OF REPRESENTATION

By signing this contract, the Contractor certifies that all representations
set forth herein are true to the best of its knowledge.

U. CERTIFICATION OF COMPLIANCE - ANTI-KICKBACK AND LABORATORY TESTING

By signing this contract, the Contractor certifies that it has not engaged
in any violation of the Medicare Anti-Kickback statute (42 USC "1320a-7b)
or the "▇▇▇▇▇ I" and "▇▇▇▇▇ II" laws governing related-entity referrals (PL
101-239 and PL 101-432) and compensation therefrom. If the Contractor

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provides laboratory testing, it certifies that it has complied with 42 CFR
'411.361 and has sent to AHCCCSA simultaneous copies of the information
required by that rule to be sent to the Health Care Financing
Administration.

V. CONFLICT IN INTERPRETATION OF PROVISIONS

In the event of any conflict in interpretation between provisions of this
contract and the AHCCCS Minimum Contract (Subcontract) Provisions, the
latter shall take precedence.

W. MERGER, REORGANIZATION AND OWNERSHIP CHANGE

A merger, reorganization or change in ownership of a provider which is
related or affiliated with the Contractor shall require a contract
amendment and prior approval of ADHS.

X. ENCOUNTER DATA REQUIREMENT

If the Contractor does not ▇▇▇▇ ADHS (e.g., Contractor is capitated), the
Contractor shall submit encounter data to ADHS in a form acceptable to
AHCCCSA.

Y. CLINICAL LABORATORY IMPROVEMENT AMENDMENTS OF 1988

The Clinical Laboratory Improvement Amendment (CLIA) of 1988 requires
laboratories and other facilities that test human specimens to obtain
either a CLIA Waiver or CLIA Certificate in order to obtain reimbursement
from the Medicare and Medicaid (AHCCCS) programs. In addition, they must
meet all the requirements of 42 CFR 493, Subpart A.

To comply with these requirements, AHCCCSA requires all clinical
laboratories to provide verification of CLIA Licensure or Certificate of
Waiver during the provider registration process. Failure to do so shall
result in either a termination of an active provider ID number or denial of
initial registration. These requirements apply to all clinical
laboratories.

Pass-through billing or other similar activities with the intent of
avoiding the above requirements are prohibited. Contractor may not
reimburse providers who do not comply with the above requirements.

Z. INSURANCE

The Contractor shall maintain for the duration of this contract a policy or
policies of professional liability insurance, comprehensive general
liability insurance and automobile liability insurance. The Contractor
agrees that any insurance protection required by this contract, or
otherwise obtained by the Contractor, shall not limit the responsibility of
Contractor to indemnify, keep and save harmless and defend the State and
AHCCCSA, their agents, officers and employees as provided herein.
Furthermore, the Contractor shall be fully responsible for all tax
obligations, Worker's Compensation Insurance, and all other applicable
insurance coverage, for itself and its employees, and AHCCCSA shall have no
responsibility or liability for any such taxes or insurance coverage.

AA. FRAUD AND ABUSE

If the Contractor discovers, or is made aware, that an incident of
potential fraud or abuse has occurred, the Contractor shall report the
incident to ADHS, who shall proceed in accordance with the AHCCCS Health
Plans and Program Contractors Policy for Prevention, Detection and
Reporting of Fraud and Abuse. Incidents involving potential member
eligibility fraud should be reported to

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AHCCCSA, Office of Managed Care, Member Fraud Unit. All other incidents of
potential fraud should be reported to AHCCCSA, Office of the Director,
Office of Program Integrity.

BB. COMPLIANCE WITH TITLE XIX, TITLE XXI AND ARS '36-2901

The Contractor shall comply with provisions of federal laws and regulations
governing the Title XIX and Title XXI programs except for those
requirements waived for the state by the federal government. The Contractor
shall comply with the provisions of ARS '36.2901 et seq. governing AHCCCSA
and with all applicable rules promulgated by AHCCCSA and ADHS.

CC. NO REJECT - NO EJECT

The Subcontractor shall accept all referrals of enrolled persons made by
the Contractor. The Subcontractor shall not terminate services to an
enrolled person or discharge an enrolled person from a residential setting
without prior approval from the Contractor.

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SCHEDULE I-A
SPECIAL PROVISIONS
RISK-BASED ADULT AND CHILDREN'S SERVICES

A. COVERED SERVICES:

The Contractor shall provide, either directly or through subcontract
arrangement, Covered Services identified and incorporated herein as
Attachment 1, in accordance to Attachment 2, Summary of Benefits and
reported in accordance to Attachment 4, CPSA Authorized Service Matrix, for
each at-risk fund source associated with this Subcontract, with the
exception of Title 36 prescreening and evaluation services. Covered
Services to members shall be provided as part of an integrated continuum of
care. The Contractor shall track and manage the care of members assigned to
the Contractor in accordance with Schedule II-A, Risk-Based Scope of Work,
and up to the limitations as described below in Section N., Method of
Compensation, Paragraph 3., Capacity Payment.

B. MINIMUM NETWORK STANDARDS

1. Provider Network Requirements.

a. The Contractor shall establish and maintain a provider network
that is capable of delivering medically necessary Covered
Services under this Subcontract, in accordance with required
appointment standards, professional requirements and best
practices. The provider network shall provide a full continuum of
treatment, rehabilitative, supportive and ancillary services for
the following populations:

i. Title XIX and Non-Title XIX Children;

ii. Title XIX and Non-Title XIX Adults with Serious Mental
Illness; and

iii. Title XIX Adults with general mental health issues and Title
XIX Adults with substance abuse/dependence.

b. The Contractor shall ensure that Covered Services are provided
promptly and are reasonably accessible in terms of location and
hours of operation. There shall be sufficient professional
personnel for the provision of Covered Services including
emergency care on a 24 hours a day, 7 days a week basis.

c. Services must be delivered by qualified providers that meet the
initial credentialing requirements and are appropriately
licensed, insured and operating within the scope of their
practice. All providers must be registered with ADHS/DBHS and
with AHCCCS for the provision of Title XIX Covered Services to
Title XIX enrolled persons. At minimum, qualified providers shall
meet the following criteria:

i. Covered Services shall be delivered by providers who are
appropriately licensed, insured and operating within the
scope of their practice;

ii. Behavioral health practitioners, other than physicians,
nurse practitioners, physician assistants, psychologists and
independently contracted Specialty Providers, must be
affiliated with an outpatient mental health clinic or
rehabilitation agency to provide outpatient services.

d. Contractor shall meet and ensure that all of its paid and unpaid
personnel who are required or are allowed to provide behavioral
health services directly to juveniles have met all fingerprint
certification requirements of A.R.S. (S)36-425.03 prior to
providing such services. The Contractor shall have on file and
make available to CPSA upon request and/or audit personnel
evidence of fingerprint certification.

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e. Contractor shall provide enrolled persons choice within the
provider network, subject to reasonable frequency limitations and
contingent on the availability within the Contractor's service
network of an alternative that is suitable to meet the enrolled
member's needs.

f. Contractor is encouraged to use consumers of service and their
families to provide supportive services to enrolled members
including payment, as appropriate, for those services. Consumers
and families shall receive appropriate training and must meet
requirements for service provision under this Subcontract.

g. All material changes in the provider network, during the term of
this Subcontract, must be approved in advance by the RBHA. The
RBHA will assess proposed changes in the provider network for
potential impact on enrolled members health and provide written
response to the Contractor within fourteen (14) days of receipt
of request.

h. The Contractor shall notify the RBHA within one (1) working day
of any unforeseen material change in services or personnel. This
notification shall include information about how the change will
affect the delivery of Covered Services and the Contractor's
plans for maintaining quality of care if the provider network
change is likely to result in deficient delivery of Covered
Services.

i. If a Subcontracted Provider subsequently fails to meet licensure
criteria, or if a provider subcontract is being terminated or
suspended, the Contractor shall notify the RBHA within five (5)
days of learning of the deficiency or of deciding to terminate or
suspend.

j. The Contractor shall ensure that its providers are not restricted
or inhibited in any way from communicating freely with eligible
or enrolled persons regarding behavioral health care, medical
needs, and treatment options, even if the needed services are not
covered by the Contractor.

k. The Contractor shall monitor timely accessibility for routine and
emergency services for Title XIX and Title XXI enrolled persons
requiring emergency services.

l. The Contractor shall have sufficient numbers of providers
including licensed medical professionals and clinician personnel
to fulfill the requirements outlined in this Subcontract
including, but not limited to, clinicians completing assessments,
clinicians completing ALFAs, clinicians designated as Primary
Clinicians and medical professionals to provide psychiatric
services.

5. Network Standards.

a. The Contractor is responsible for maintaining a provider network
with sufficient capacity at all times to meet the needs of
enrolled/assigned persons. The specifications below are minimum
network requirements, and do not necessarily represent sufficient
capacity as required by this Subcontract. The Contractor may need
to exceed these minimum requirements to comply with the terms of
this Subcontract. At minimum, the provider network shall include
the following staff and services:

i. One behavioral health professional or provider within the
provider network with expertise in each of the following
areas:

. Physical and sexual abuse treatment (adults and
children);

. Sexual offender assessment and treatment (adults and
children);

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. co-occurring mental illness and substance
abuse/dependence (adults and children);

. dual diagnoses of behavioral health disorder and
developmental disability (adults and children);

. eating disorders (adults and children);

. assessment and treatment of PTSD and dissociative
disorders (adults and children);

. assessment and treatment of persons under the age of
three (children);

. assessment and treatment of persons over the age of 65
(adults);

. specialized therapy for borderline personality
disorders; and (adult)

. cognitive/behavior therapy (adults and children);

ii. Sufficient psychiatrists, certified nurse practitioners, or
physician assistants to meet the requirements specified in
Section M., Appointment Standards.

iii. A board certified or board qualified psychiatrist shall be
available to each intake site, 24 hours per day, 7 days per
week for consultation to the clinical staff regarding
member-related clinical issues.

iv. Access to at least one (1) psychiatrist who is board
certified/board qualified in child and adolescent
psychiatry.

v. A Primary Clinician to who each enrolled member is assigned.
He/she is responsible for providing active treatment and/or
ensuring that active treatment is provided in accordance
with Section Q., Active Treatment and Continuity of Care
(Primary Clinician).

vi. A ratio of 1 to 100 is the preferred maximum number of
enrolled members assigned to a Primary Clinician for Title
XIX Adults with general mental health/substance
abuse/dependence issues, Title XIX Children, and all persons
with Serious Mental Illness.

vii. Staff performing initial assessments must meet the
requirements outlined in Section K., Initial Assessments.

viii. Availability of Covered Services for non-English speaking
members and their families.

ix. The Contractor shall have the ability to hospitalize members
when medially necessary through the use and establishment of
subcontracts with multiple inpatient facilities.

x. All other Covered Services shall be sufficiently accessible
to enrolled persons in accordance with Section M.,
Appointment Standards.

6. Designated Service Provider.

The Contractor shall function as the Designated Service Provider for
the following rural geographic subdivisions (see Attachment 3,
Geographic Subdivisions in GSA 5):

a. Marana - Subdivision B and Ba, which includes

i. Marana;

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ii. Saguaro;

iii. Silver ▇▇▇▇;

iv. Avra Valley;

v. Rillito;

vi. Cortaro; and

vii. Catalina.

As a Designated Service Provider, the Contractor will maintain a
physical presence in each rural subdivision indicated above throughout
the term of this Subcontract.

C. PROVIDER NETWORK MANAGEMENT:

The RBHA's network management philosophy is based on the premise that all
mandated and appropriate behavioral health and rehabilitation support
services will be of high quality and provided in a culturally competent
manner, in the least restrictive environments, accessible to all
populations and sensitive to consumer choice.

The Contractor's provider network shall be designed to meet the minimum
network standards as described in Section B., Minimum Network Standards,
and assure accessibility and availability of services provided by qualified
professional staff.

a. The Contractor shall allocate staff in the various administrative
and clinical areas to:

b. Maintain organizational, managerial and administrative systems
and staff capable of fulfilling all Subcontract requirements; and

c. Attend and actively participate in regularly scheduled meetings,
workshops and committees for representation and input in the RBHA
network management activities.

d. The Contractor must maintain a continuum of care, which provides
all Covered Services for the populations served. The continuum of
care may be provided directly or through contractual arrangements
with qualified providers (Subcontracted Providers). The
Contractor shall:

1. Credential and re-credential independent licensed practitioners and
staff in accordance with RBHA policy, inclusive of age-specific and
population-specific competencies;

2. Credential and re-credential Subcontracted Provider agencies in
accordance with RBHA policies and procedures;

3. Communicate with Subcontracted Providers regarding Subcontract
requirements and program changes;

4. Monitor and maintain Subcontracted Provider compliance with RBHA, and
ADHS/DBHS policies and rules;

5. Ensure service accessibility, including monitoring the adequacy of its
appointment processes; and

6. Ensure the delivery of Covered Services and quality care throughout
the provider network.

7. The Contractor shall ensure that:

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8. Utilization management activities are adopted and followed, including
completion of certification of need (CON) for hospitalization, prior
authorization and standards related to medical necessity of services;

9. Capacity to serve eligible and enrolled persons of non-dominant
culture and ethnicity is demonstrated;

10. Unnecessary use of emergency departments and urgent care centers is
reduced;

11. Use of jail and detention centers is reduced;

12. Network capacity is monitored continuously to ensure that there are
sufficient qualified providers to serve the number and specialized and
of enrolled persons and to ensure member choice of qualified
providers; and

13. Member choice is available to populations served, through the
establishment of linkages with qualified professionals and other
available resources.

14. The Contractor shall develop a provider network and implement provider
selection, licensure, certification and credentialing criteria,
subject to RBHA approval, in accordance with this Subcontract and
consistent with all State and Federal policies, regulations and
requirements.

15. The Contractor may choose to provide Covered Services within their own
facilities or programs or through contractual arrangements with
qualified providers. All subcontracts developed by the Contractor for
the delivery of Covered Services shall meet the requirements outlined
in Section C. General Requirements, paragraph 10., Subcontracts and
Assignments.

D. GENERAL RESPONSIBILITIES:

The Contractor shall be responsible for the following:

1. Contractor agrees to adhere to RBHA managed care philosophy and
principles as described in the RBHA policies and procedures.

2. Contractor shall coordinate the provision of Covered Services to
members by a) counseling members and their families, when clinically
appropriate, regarding member's behavioral care needs; b) developing
or arranging for the development of individual service plans per
AHCCCS and ADHS guidelines; c) initiating referrals of members for
specific Covered Services; and d) coordinating benefits with Other
Insurance Carrier (OIC).

3. Contractor shall establish and maintain a community-based governing or
advisory board for local decision-making and input into service
delivery.

E. CRISIS SERVICES.

1. The RBHA is responsible for ensuring that Crisis Services are provided
for eligible persons and enrolled persons who are at imminent risk of
decompensation, relapse, hospitalization, risk of harm to self or
others, or loss of residence due to a behavioral health condition.
Services must be designed for crisis prevention, intervention and
resolution in the least restrictive environment possible, consistent
with need and community safety.

2. The RBHA funds a Community-wide Crisis Provider in Pima County that
delivers a range of crisis services to eligible persons and enrolled
members 24 hours a day, 7 days a week. Although the Contractor is not
expected to duplicate the range of services provided by the
Community-wide Crisis Provider, as an Intake provider, the Contractor
is expected to respond appropriately to eligible, but non-enrolled
persons in crises, who may call or present as a walk-in at intake
sites.

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. The Contractor is also responsible for developing a 24-hour a
day/7-day a week response-capability for crisis or urgent
situations for their enrolled members. The Contractor is
responsible for ensuring that enrolled members are instructed on
how to access crisis services whether at the provider sites or
through the Pima County Community-Wide Crisis Provider. This
information shall be given to the member in writing along with
the name of the Primary Clinician assigned to him/her. For
members receiving case management services, crisis phone services
and a site for walk-in services must be available through the
At-Risk Provider network. These crisis intervention services may
be provided directly by the Contractor or through subcontract(s).
Regardless of method for provision of crisis services, the member
must have easy access to intervention for the crisis/urgent
situation in compliance with all appointment standards (See
Section M., Appointment Standards).

. Crisis Prevention. The Contractor shall participate with CPSA to
develop and implement strategies to provide members with current,
consistent information on behavioral health, wellness and
treatment, as well as how best to access and obtain necessary
services.

3. House ▇▇▇▇ 2003: HB 2003 provides increased funding for the behavioral
health system for housing and recovery support services for adults
with serious mental illness, including those with co-occurring
disorders (SMI and substance abuse) and for behavioral health services
to children and families served through ADES, AOC and ADJC. Contractor
shall adhere to the program and reporting requirements of HB2003, the
ADHS approved RBHA plan for these funds, and in accordance with
Schedule II-C, HB 2003 Scope of Work as attached.

4. Member Assignment: Member assignment to the Contractor shall be based
upon member choice, geographic location, and on a proportional
assignment procedure as described in RBHA policies and procedures.
Assignment of members to the Contractor shall be at the sole
discretion of RBHA based on the RBHA polices and procedures. The RBHA
shall assign members to the Contractor in an equitable manner taking
into account the Contractor's capacity. The RBHA may adjust the
Contractor's capacity based upon contract performance or QM findings
at its discretion. The Contractor must accept enrollment of all
members assigned to the Contractor by the RBHA for Covered Services.
Network assignments will be in accordance with the RBHA's Enrollment
and Assignment Policy and Procedure and will not be limited by the
capacity assigned to the Contractor

Members may change their assigned At-Risk Provider at the discretion
of the RBHA based upon established criteria and guidelines in RBHA
Policies and Procedures. The Contractor will facilitate the transfer
of clinical information according to RBHA Policies and Procedures.

The Contractor shall accept responsibility programmatically and
financially as of the date of the member's assignment to the
Contractor, which shall occur upon the complete transfer of the
member's clinical information.

5. Member Disenrollment & Closure: Quarterly, the RBHA will review the
eligible members assigned to the Contractor and the members'
associated service encounters. If, upon review, the number of enrolled
members assigned to the Contractor who do not have a service encounter
for a 60 day period exceeds 10% of the Contractor's disenrollments for
the given month, the Contractor will be penalized. The penalty may be
up to the number of members identified by the RBHA as requiring
disenrollment multiplied by the fund specific case rate. This penalty
will be deducted from the next month's capitation payment.

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6. Arizona State Hospital (ASH): Contractors who serve Title XIX/XXI
children shall be financially responsible for their assigned Title
XIX/XXI covered children and adolescents admitted to the Arizona State
Hospital (ASH) for medically necessary inpatient services.

The Contractor will be responsible for authorization of bed days for
currently assigned members admitted to ASH and the Contractor shall
perform concurrent review to assess for medical necessity of
admissions within seven (7) days of notification of the
hospitalization. At regular intervals thereafter (not to exceed every
thirty (30) days), the Contractor shall continue to perform
utilization management reviews to assess for medical necessity of
continued stay. The Contractor shall use medical necessity criteria
established by ADHS and the RBHA for these reviews and shall
thoroughly document these utilization management reviews. If the
Contractor wishes to use other medical necessity criteria, it must
first be reviewed and approved by the RBHA Medical Director.

The Contractor will be responsible for providing case management
services to assigned non-forensic ASH clients in accordance with
applicable RBHA, ADHS/DBHS policies, AHCCCS regulations and
requirements and will cooperate with the RBHA's efforts to coordinate
care and plan for discharges for assigned members under forensic
admission.

7. Teleconferencing: Unless a written waiver exempting the Contractor
from participating in the teleconferencing network is issued by the
RBHA, the Contractor is expected to fully participate in the
teleconferencing network to increase and enhance clinical and health
promotion services to members and to increase training opportunities
for staff. The Contractor shall meet all of the terms and conditions
of the RBHA teleconferencing network as stipulated in the
teleconference agreement between the RBHA and the Contractor.

F. PLANNING

Planning is at the cornerstone of service delivery and occurs through
partnerships between CPSA and its providers.

1. The Contractor shall:

a. Have a defined planning process, including an identified staff
member who is responsible for both coordinating planning
activities and interfacing with CPSA in its planning process.

b. Address the internal and external aspects of service delivery
within its network incorporating, at a minimum, input from staff,
enrolled members, and community stakeholders.

c. Take an active role in identifying and describing the issues
impacting various populations and communities.

d. Use a variety of information and strategies in its planning
process, including, but not limited to, analysis and /or
assessment of the following:

i. member satisfaction surveys;

ii. stakeholder satisfaction surveys;

iii. needs of potential enrollees;

iv. member outcomes;

v. accessibility of services;

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vi. data system issues;

vii. internal communication issues; and

viii. staff turnover rates.

G. STAFF FUNCTION REQUIREMENTS

1. The Contractor shall maintain organizational, managerial and
administrative systems and staff capable of fulfilling all contractual
requirements.

a. The Contractor shall employ staff persons with adequate time
designated to carry out the required functions outlined below.

b. With the exception of Medical Director, staff fulfilling these
functions may have various job titles, but job descriptions must
include the functions outlined below.

2. Medical Director: The Contractor shall designate a Medical Director
who shall be available on a continuing basis to work with the RBHA
medical staff to ensure administration and delivery of high quality,
medically appropriate care include care provided by Subcontracted
Providers.

a. Contractor shall have a qualified psychiatrist who serves as the
Medical Director of the network. "The Medical Director shall have
ultimate clinical authority, but must function as a collaborator
and team member, both with the administration and with clinicians
or other disciplines, in order to be maximally effective in
accomplishing the goals and functions of the position." (Adapted
from APA Guidelines for Psychiatric Practice in State and
Community Psychiatry Systems, 1993).

b. The Medical Director shall have sufficient time to perform both
clinical and administrative duties. Administrative duties
include, but are not limited to, attendance at required meetings
convened by the RBHA and ultimate authority for ensuring
psychiatric oversight in:

i. Emergency Services. Review of all dispositions through a
defined protocol.

ii. Acute Care Services. Admissions and discharge decisions,
level of care determinations, direct supervision of care,
and denial of requested services based on established
medical necessity criteria as established by the RBHA.

iii. Outpatient and Residential Services. Participation and
leadership in regular interdisciplinary team case reviews,
including review and signature of treatment plans and
Individual Service Plans that address the entire spectrum of
bio-psychosocial needs of members.

iv. Other medical care delivery and coordination with member's
primary care physician.

Additional duties include:

i. Development of job descriptions for provider psychiatrists,
nurse practitioners and physician assistants.

ii. Assuring the adequacy of psychiatric staffing to meet
member's needs in a timely and clinically safe manner.

iii. Recruitment and supervision of provider psychiatric staff.

iv. Staff training.

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v. Involvement in the quality management and utilization
management processes of the Contractor.

vi. In conjunction with other provider Medical Directors and the
RBHA Medical Director, development and refinement of
standards of practice for psychiatric services in each
program or level of care, medical and psychiatric
evaluation, treatment protocols, level of care criteria,
admission and discharge criteria, documentation standards
for psychiatric providers.

vii. Involvement in the grievance and appeal process.

viii. Involvement in the Title 36 process, including the
assurance that psychiatric providers will be available for
required testimony and court appearances in any and all
Title 36 proceedings.

ix. Assurance of ongoing coordination of care of members
confined to the Arizona State Hospital (ASH).

c. Criminal Justice Liaison (for Adult Contractors only): Contractor
shall appoint a Criminal Justice Liaison to interact and
coordinate with the RBHA on behavioral health issues regarding
members in jail in accordance with ADHS and RBHA policies and
procedures regarding this population.

i. The Contractor shall perform intakes and evaluations and
coordinate discharge planning for all RBHA members in jail
who are assigned to the Contractor.

ii. The Contractor shall participate in all jail diversion
initiatives coordinated by the RBHA.

iii. (For GSA 5 Children's Contractors only) The Contractor will
coordinate with the Tobacco Tax Project: RBHA/Juvenile Court
Collaboration for those children who are in Pima County
Juvenile Court Center and are in need of Behavioral Health
services.

d. Title 36 (for Adult Contractors) and Title 8 (for Children's
Contractors) Involuntary Commitment Liaison: Contractor shall
appoint a Title 36 and Title 8 Involuntary Commitment Liaison for
all covered populations to coordinate with the County Attorneys
or Attorney General regarding commitment procedures initiated on
Contractor-assigned members. Contractor shall also agree to
supervise any court ordered outpatient treatment of assigned
members.

e. Arizona State Hospital (ASH) Liaison: The Contractor shall
appoint an ASH Liaison for all covered populations who has the
authority to commit resources of the Contractor in finalizing
discharge planning for its enrolled members in ASH. Other duties
of the assigned ASH Liaison can be found in Section S.,
Coordination of Care.

f. Special Populations: The Contractor shall be responsible for
identifying a contact person for each Special Population, in
addition to those listed above. These populations include the
following:

i. Dually Diagnosed Developmentally Disabled adults;

For Children's Contractors only:

▇. ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ children in Residential Treatment Center
placement and Seriously Emotionally Handicapped children;

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ii. Children assigned to ADES/CPS;

iii. Children assigned to AOC;

iv. Children assigned to ADES/DDD; and

v. Children assigned to ADJC.

The contact person shall interact with the RBHA staff member
assigned to each population.

g. Vocational Rehabilitation Liaison (for Contractors to persons
with SMI): Contractor shall appoint a Vocational Rehabilitation
Liaison to interact and coordinate with RBHA Vocational
Rehabilitation Specialist on behavioral health issues regarding
enrolled members in vocational services and compliance with RBHA
policies and procedures.

i. Contractor agrees to comply with the terms and conditions of
the Arizona Department of Economic Security (ADES)
Interagency Service Agreement (ISA) between Rehabilitation
Services Administration (RSA) and ADHS/BHS and with policies
and procedures established by the RBHA and ADES/RSA
supporting the ISA.

ii. The Contractor agrees to report on the status of identified
members' employment and level of services provided, upon
request.

h. Housing Liaison (for Contractors to persons with SMI): Contractor
shall appoint a Housing Liaison to interact and coordinate with
the RBHA Housing Specialist on any and all issues regarding
consumer rights, fair housing and compliance with RBHA housing
policies and procedures.

i. The designated housing liaison of the Contractor shall work
closely with the RBHA Housing Specialist to ensure that
members in the Contractor-funded or RBHA housing programs
receive decent, safe and affordable housing.

ii. The Contractor agrees to abide by the rules, regulations,
guidelines of any housing program through the RBHA in which
the Contractor is involved.

i. Quality Management (QM)/Utilization Management (UM): The
Contractor shall designate an appropriately qualified person to
oversee its QM/UM functions both internally and externally, and
to represent the Contractor by attending monthly QM meetings and
quarterly UM meetings facilitated by the RBHA. The Contractor
shall maintain the key tenets of a QM and UM program, including
key functions of Performance Improvement in accordance with the
Joint Commission of Accreditation of Heath Care Organizations
(JCAHO). The Contractor's approach to improving its performance
shall include the following essential processes:

iii. Designing processes;

iv. Monitoring performance through data collection;

v. Analyzing current performance; and

vi. Improving and sustaining improved performance.

j. Teleconferencing: The Contractor shall designate a staff member
with sufficient time allocated to be responsible for the
coordination of the telecommunications system, in conjunction
with the RBHA Communications and Information Specialist. This
shall include the expertise to oversee the scheduling the
teleconferencing

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equipment and troubleshooting technical difficulties during
teleconferenced meetings or sessions.

k. Planning: The Contractor shall identify a staff member who is
responsible for both coordinating planning activities and
interfacing with the RBHA in its planning process. Activities
include, but are not limited to, participation in meetings or
community input activities, compiling data or survey instruments
required by the RBHA or ADHS/DBHS, and submitting required
reports to the RBHA for the purposes of system-wide services
planning.

l. Contract Administration: The Contractor shall assign a staff
member to coordinate the contract administration functions
including, but not limited to, contract development and
negotiation, provider credentialing and re-credentialing
activities, provider registration requirements, attendance at
quarterly contracts meetings, oversight of the provider network,
and to act as a liaison with RBHA contracts staff.

H. STAFF TRAINING

The RBHA is committed to the development of a well-trained and highly
skilled workforce in the pursuit of continual improvement of the behavioral
health system. Coordination with and participation in CPSA's Training Plan
provides a foundation for building clinical, administrative and other
skills that are essential for effective provision of services.

1. The Contractor shall follow training guidelines set forth in RBHA
policies and procedures and A.A.C. Title 9, Chapters 20 and 21.

2. The Contractor shall ensure that all staff and Subcontracted Provider
staff have appropriate training, education, experience, and
orientation necessary to fulfill the requirements of their position.
In relation to both training and staff orientation the Contractor
shall maintain documentation of clinical staff attendance at all
required RBHA training including, but not limited to:

a. use of required assessment tools;

b. behavioral health record documentation requirements;

c. confidentiality;

d. grievance and appeals;

e. best practices in the treatment and prevention of behavioral
health disorders;

f. operation description of the RBHA provider system;

g. case management training for persons responsible for case
management functions;

h. information on any operational manuals or IGAs currently in
force;

i. RBHA policies and procedures; and

j. fraud and abuse.

3. The Contractor shall develop and Annual Training Plan which includes
the mechanism for how the Contractor will meet the training
requirements outlined above, as well as how the Contractor will
develop and implement their own training on the following issues:

a. staff training requirements that meet licensure standards;

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b. staff orientation, including Member Rights, Confidentiality,
Ethics, and Title 9;

c. cultural awareness;

d. sexual harassment;

e. population and age specific training requirements that certify
that an individual is a specialist in a given area;

f. psychotropic medications and side effects;

g. behavior management;

h. ethics;

i. life skills training;

j. first aid and CPR;

k. fire, safety, and emergency procedures; and

l. infection control.

4. The Contractor shall complete an Annual Training Report documenting
how the requirements outlined in their annual training plan were met
for the prior fiscal year.

I. ADULT SERVICES

1. SMI Regulations. If and to the extent that this Subcontract involves
the provision of services to those who are seriously mentally ill, the
RBHA and the Contractor agree to comply with all provisions of Arizona
Administrative Code Title 9, Chapter 21, Mental Health Services for
People with Serious Mental Illness, as defined in A.R.S. (S)36-550, as
well as any other rules and regulations required by ADHS.

If and to the extent that this Subcontract involves the provision of
services to those who are indigent seriously mentally ill and who are
residents of Maricopa County, Arizona, the RBHA and the Contractor
agree to the terms, provisions and conditions set forth in Attachment
8 ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ hereto.

2. SMI Determinations. Referrals for SMI determinations shall be
processed within the timeframes established by A.A.C., Title 9,
Chapter 21 and the RBHA's policy and procedure governing SMI
determination.

3. Housing Services. Persons with Serious Mental Illness (SMI) and those
with addictive disorders require stability and permanence in their
lives to cope with their illness and to improve their functioning
level. The goal for housing services is to ensure a continuum of care
that offers opportunities for assistance for low-income eligible
members to achieve the highest possible level of independent living
and self-sufficiency. The RBHA Housing Specialist works toward this
goal in conjunction with the designated Housing Liaison for the
Contractor, to tailor housing services to meet the unique needs of
members.

The Contractor shall participate in the following activities:

a. With the assistance of the RBHA Housing Specialist, develop a
Housing Plan that indicates compliance and cohesion with the
RBHA's Housing Plan.

b. Deliver housing services in accordance to HUD requirements, when
appropriate.

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c. Provide and supervise a variety of housing services in accordance
with the appropriate level of care needed by the member. The
options include, but are not limited to:

i. Apartment/housing sharing;

ii. Equity ownership'

iii. Rental assistance; and

iv. Level II therapeutic group home.

d. Provide recovery support services to members in housing units.

e. Provide collaboration with other Contractors, if applicable, to
assure consistent and smooth transition of housing participants
and to manage the wait list.

f. Assurance that the co-payment for housing services is in
accordance with RHBA policies and procedures.

4. Vocational Services. In compliance with the ISA between ADHS/DBHS and
ADES/RSA, the Contractor shall :

a. Ensure that enrolled members are made aware of vocational options
and how the access vocational programs.

b. Allocate space and other resources for Vocational Rehabilitation
(VR) counselors/employment specialists working with enrolled
members who are SMI.

c. Collaborate with VR counselors and/or employment specialists in
the development and monitoring of employment goals, and ensure
that all related vocational activities are documented in the
primary behavioral health record.

d. Ensure the designated Vocational Liaison (refer to Section G.,
Staff Functions, paragraph g. above) works with the RBHA
Vocational Rehabilitation Specialist, RSA Region 2 staff and
Community Rehabilitation Providers to design and implement
systems for referral and assessment, early vocational services,
vocational rehabilitation services and extended employment
support services.

e. Work in partnership with the RBHA, RSA Region 2 and Community
Rehabilitation Providers to collaboratively provide vocational
rehabilitation services to persons with SMI.

5. Health Promotion. Health promotion programs target members enrolled in
treatment services by enhancing mental and physical health,
contributing to self-management, recovery, psychosocial rehabilitation
and the prevention of relapse.

Promoting mental and physical health for enrolled members can improve
members' responses to treatment, facilitate independence and promote
recovery and self-empowerment. By enhancing members' mental and
physical well being, health promotion may reduce the need for future
treatment services, thereby optimizing the use of behavioral health
resources.

The Contractor shall:

a. Identify ways to incorporate Health Promotion services into
current programs, and implement services in a manner which best
serves members;

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b. Designate a liaison to serve as a primary contact to the RBHA in
regard to Health Promotion. Coordinate and assess all activities
with the CPSA Health Promotion Work Group; and

c. in cooperation with the RBHA, participate in awareness activities
that lead to education of communities and families towards
identification and treatment of behavioral health disorders.

6. Recovery Support including Psychosocial Rehabilitation. Recovery is
defined as a process by which an individual with persistent, possibly
disabling disorder, recovers self-esteem, self-worth, pride and
dignity and meaning through acquiring increasing ability to maintain
stabilization of the disorders, by developing symptom management
skills, and the capacity to maximize functioning within the
constraints of the disorder.

While recovery support is essential for all members receiving
treatment in the behavioral health system, the RBHA recognizes that
psychosocial rehabilitation is the cornerstone of recovery for
individuals experiencing both mental health and substance abuse
disorders. Those individuals with co-occurring disorders and those SMI
members participating in housing services will be targeted priorities
for recovery support/psychosocial rehabilitation/health promotion
services.

a. Psychosocial rehabilitative activities shall address at least the
following, which include both treatment and health promotion
issues:

i. The member must be actively involved in all phases of
his/her care.

ii. If the member is hampered by an environment which is
insensitive to disability, the member is assisted to manage
the environment and efforts are made to change the
environment to one compatible with the member's needs.

iii. Member experiences ▇▇▇▇▇▇ ▇▇▇▇, optimism and recovery.

iv. All member needs are addressed including vocational
rehabilitation, recreation, social support and medication.

v. An ongoing commitment is needed to the recovery process
through support, treatment and education.

b. The Contractor shall:

i. Develop a model for psychosocial rehabilitation that follows
a recovery model and includes the four components defined
below:

. Community living skills which are the learned abilities
that individuals need to function independently in the
community and may include shopping, home and personal
care, and managing finances;

. Interpersonal skills which are those the individual
needs to behave appropriately in a variety of social
settings including school, work and family and may
include managing conflict with others, behaving in an
assertive manner, and making and maintaining
friendships and other significant relationships.

. Personal support networks which reinforce relationships
and create positive physical and emotional support to
the member through work, school, family, neighbors and
friends; and

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. Supportive counseling which is the composite of all the
formalized interactions from provider agencies that
facilitate the member's existing skills and offer
encouragement toward further development. Assistance
with modifications to the external environment includes
provision of physical supports that enhance recovery.

ii. Integrate the psychosocial rehabilitation model into the
active treatment program of enrolled members and document
the specific approach and activities in the treatment plan.

iii. Ensure that staff is trained in recovery support and the
delivery of psychosocial rehabilitation services.

J. CHILDREN'S SERVICES

1. Children's IGAs: Contractor and its Subcontracted Providers who
provide services to children must comply with the DES, DDD, ADJC, DOE
and AOC IGAs and submit applicable monthly or quarterly updated
progress reports as required to the appropriate State agency. The
Contractor shall ensure that a copy of such report(s) are filed in the
child's clinical record.

2. Children Turning 18 Years of Age: Contractor and its Subcontracted
Providers are responsible for following the RBHA policy and procedures
for Children turning 18 and transferring to the Adult services system.

3. SEH Children: In accordance with ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, if a child is
determined by the home school district to need residential placement
in an RTC for special education purposes, it is the responsibility of
the Contractor to facilitate a RTC placement. The RTC placement must
occur within fifteen (15) days of the development of the child's
Individual Education Program (IEP) if the IEP includes a decision to
place. Discharge from the RTC is contingent upon the IEP in accordance
with the home school district. The Contractor must comply with the
Seriously Emotionally Handicapped (SEH) disclosure reporting
requirements, as requested by the RBHA.

The Contractor must identify all new enrollees who are Seriously
Emotionally Handicapped (SEH) children. These are children who have an
Individual Education Program (IEP) in their home school district.
These children will be identified at time of intake, using the
designated indicator in the intake packet, which is submitted to the
RBHA.

For each SEH identified child, the Contractor must have an Arizona
Department of Education (ADE) Letter signed by the school special
education department to utilize SEH funds. This letter must be filed
in the child's clinical record and will act as verification that the
child is entitled to use SEH funds for treatment services.

SEH services shall be provided to non-Title XIX Children equal to the
amount of SEH funding identified in the SEH Disclosure Report issued
by the RBHA. Contractor shall develop and implement at least one
special program that is designed to identify, enroll and provide
services to school-based SEH children.

4. School-based Services: Contractor shall provide school-based services
for Title XIX and non-Title XIX Children.

5. J.K. vs. ▇▇▇▇▇: The State-wide class action lawsuit filed against the
ADHS/DBHS and AHCCCS on behalf of all Title XIX eligible children in
need of or receiving behavioral health services in Arizona has been
settled. The Contractor is required to cooperate with the efforts

Final Jun 6-01
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of ADHS/DBHS, AHCCCS ,and the RBHA to implement any program or service
changes as stipulated by the J.K. Settlement Agreement.

6. Single Purchase of Care (SPOC) Contract.

For those Contractors who are also a contractor under the Single
Purchase of Care (SPOC) contract, Contractor agrees to abide by all
the terms and conditions set forth in the SPOC Contract, with the
exception of Schedule I: RBHA Compensation of Section 6: Compensation
and Reporting Requirements, in which case the Contractor shall comply
with Paragraph N., Method of Compensation, below.

7. Group Homes For Juveniles.

The Contractor shall comply with A.R.S. Title 36, Chapter 10, as it
applies to group home services that are either provided directly by
the Contractor or provided through a subcontract arrangement with a
group home provider. The Contractor shall include the following
minimum provisions as part of its subcontract (s) with group home
providers and is responsible for monitoring group home providers to
ensure that these provisions are implemented:

a. Definitions:

i. "Contract Violation" means a licensing violation or a
failure of the group home to comply with those provisions of
this Subcontract.

ii. "Contracting Authority" means the Regional Behavioral Health
Authority or the State agency or division, office, section
bureau or program that is responsible for the administration
and monitoring of contracts with group homes.

iii. "Group Home" means a residential facility that is licensed
to serve more than four minors at any one time and that is
licensed by the department of health services pursuant to
A.R.S. Title 36, Chapter 4 or Section 36-591, Subsection b
or by the Department of Economic Security pursuant to Title
8, Chapter 5, Article 1 and that provides services pursuant
to a contract for minors determined to be dependent as
defined in Section 8-201 or delinquent or incorrigible
pursuant to Section 8-341, or for minors with developmental
disabilities, mental health or substance abuse needs. Group
home does not include hospitals, nursing homes, child crisis
and domestic violence shelters, adult homes, ▇▇▇▇▇▇ homes,
facilities subject to any transient occupancy tax or
behavioral health service agencies that provide twenty-four
(24) hours or continuous physician availability.

iv. "Licensing Authority" means the State agency or its
division, office, section, bureau or program that is
responsible for licensing group homes.

v. "Licensing Violation" means a determination by the licensing
authority that the group home is not in compliance with
licensing requirements as prescribed in statute or rule.

vi. "Neighbor" means a person residing within a quarter of a
mile radius of the group home.

vii. "Resident" means any person who is placed in a group home
pursuant to a (sub)contract with a contracting authority.

b. General Requirements:

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i. The group home shall provide a safe, clean and humane
environment for the residents.

ii. The group home is responsible for the supervision of the
residents while in the group home environment or while the
residents are engaged in any off-site activities organized
or sponsored by and under the direct supervision and control
of the group home or affiliated with the group home.

iii. All group home providers shall be licensed by either the
Department of Health Services or the Department of Economic
Security.

iv. The award of a group home contract by the Contractor is not
a guarantee that members will be placed in the group home.

v. A license violation by the group home provider that is not
corrected pursuant to this section may also be considered a
contract violation.

vi. State agencies, RBHAs and the Contractor may share
information regarding group home providers. The shared
information shall not include information that personally
identifies residents of group homes.

vii. A group home's record of contract violations and licensing
violations may be considered by the Contractor, the RBHA or
ADHS/DBHS when it evaluates any requests for proposals or in
the credentialing/recredentialing process.

c. Contract Remedies/Sanctions:

i. A schedule of financial sanctions in an amount of up to
$500.00 per violation that the Contractor, after completing
an investigation, may assess against the group home provider
for a substantiated contract violation defined as a
licensing violation or a failure of the group home to comply
with those provisions of its subcontract relating to
paragraphs a, b, c of the previous section, relating to the
health, care or safety of a member or the safety of a
neighbor. A financial sanction may be imposed for a contract
violation related to the safety of a neighbor only if the
conduct that constitutes the violation would be sufficient
to form the basis for a civil cause of action from damages
on the part of the neighbor whether or not such a civil
action has been filed. These sanctions may be imposed by
either deducting the amount of the sanction from any payment
due or withholding future payments. The deduction or
withholding may occur after any hearing available to the
group home provider.

ii. The Contractor may remove members from the group home or may
suspend new placements to the group home until the
contracting violation(s) is corrected.

iii. The Contractor's right to cancel the Subcontract.

iv. A person may bring a complaint against any state agency that
violates this section pursuant to A.R.S. Title 36, Section
41-1001.01. In addition to any costs or fees awarded to a
person resulting from a complaint of violation of this
section, the state agency shall revert the sum of $5,000
from its General Fund operation appropriation to the state
treasury for deposit in the State General Fund for each
violation that is upheld by an administrative law judge or
hearing officer. The state agency may impose a sanction
against the RBHA, who in turn may imposed a sanction against
the Contractor, equal to the amount of the sanction and any
costs or fees awarded to the person as a

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result of a complaint of violation of this section. The
legislature shall appropriate monies that revert under this
section for a similar program that provides direct services
to children.

d. Notification Requirements:

i. Within ten (10) business days after the Contractor receives
a complaint relating to a group home, the Contractor shall
notify the Provider and the RBHA and either initiate an
investigation or refer the investigation to the licensing
authority. If any complaint concerns an immediate threat to
the health and safety of a member, the complaint shall be
immediately referred to the licensing authority. If the
Contractor determines that a violation has occurred, it
shall:

. Notify all other contracting authorities of the
violation.

. Coordinate a corrective action plan to be implemented
within ninety (90) days.

. Require the corrective action plan to be implemented
within ninety (90) days.

ii. If a licensing deficiency is not corrected in a timely
manner to the satisfaction of the licensing authority, the
Contractor may cancel the Subcontract immediately on notice
to the Provider and may remove the members.

K. FINANCIAL VIABILITY

The Contractor shall meet the following financial viability criteria,
applying Generally Accepted Accounting Principles (GAAP), within 30 days
prior to the effective date of the Subcontract with the RBHA. If the
Contractor cannot meet the financial viability criteria the Contractor
shall post a performance bond as described below in Section L., Performance
Bond Requirements.

1. Current Ratio: Current assets divided by current liabilities shall be
equal to or greater than 1:1.

2. Defensive Interval: Defensive Interval measures the At-Risk Provider's
survivability in the absence of external cash flows. The required
Defensive Interval is thirty (30) days and is based on the following
required calculation:

(Cash + Cash Equivalents)
---------------------------------------------
(Operating Expenses - Non Cash Expense Items)
[Period Being Measured in Days]

3. Maintenance of Minimum Capitalization:

a. Total net assets or stockholders' equity,

i. less the value of any performance bonds funded on the
balance sheet;

ii. less net depreciable assets;

iii. less all reserve requirements;

iv. less projected loss from the balance sheet dated through
June 30, 2001;

v. plus projected surplus from the balance sheet dated through
June 30, 2001;

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shall be equal to or greater than one hundred percent (100%) of
the monthly payments paid to the Contractor based on the annual
Subcontract award amount.

b. The Contractor is required to maintain these thresholds and shall
demonstrate compliance on a monthly, quarterly, and annual basis.

c. The Contractor not meeting the above minimum financial viability
criteria must submit a plan that details when these standards
will be met. The RBHA reserves the right to require the
procurement of a performance bond should the Contractor fail to
meet and maintain the financial viability criteria.

L. PERFORMANCE BOND REQUIREMENTS:

1. A Contractor who fails to meet the financial viability criteria
established above will be required by the RBHA to post a performance
bond equal to one monthly payment less pharmacy withhold. The
performance bond shall be of a standard commercial scope issued by a
surety company doing business in the State of Arizona, an irrevocable
letter of credit, or a cash deposit. The performance bond shall be in
a form acceptable to the RBHA and shall be payable to the RBHA. In the
case of an irrevocable letter of credit, the letter shall be issued
by:

a. A bank doing business in Arizona and insured by the Federal
Deposit Insurance Corporation, or

b. A savings and loan association and insured by the Federal Savings
and Loan Insurance Corporation, or

c. A credit union and insured by the National Credit Union
Administration.

2. A line of credit cannot exceed fifty percent (50%) of the total
performance bond and all securities used for the purposes of funding
the performance bond must be backed by the United States Government
within thirty (30) days of change.

3. All performance bonds need to be capitalized and paperwork completed
and delivered to the RBHA by close of business, August 1, 2001. The
RBHA shall have up to 180 days to release the performance bond upon
the termination or conclusion of this Subcontract Agreement.

4. If, at any time during the contract term, the performance bond
requirement changes by 10% or more due to an adjustment in the
contracted net case rate payment, the Contractor will be required to
adjust the performance bond to equal 100% of one month's revised net
case rate payment within thirty (30) days.

M. PHARMACY POOL

In order to determine the pharmacy withhold amount, the RBHA applies the
most current pharmacy cost data against the gross case rate payment. Once
the actual pharmacy cost data is received for each respective month, the
applied withhold for that month will be compared to the actual pharmacy
costs for that month and an adjustment made to zero out any variances. Any
variance (+/-) is applied as part of the current month's pharmacy
withholds.

The RBHA will pay the contracted Third Party Pharmacy Administrator on a
bimonthly basis for all pharmacy costs related to members from the
respective At-Risk Provider withhold amounts.

N. METHOD OF COMPENSATION

1. Case Rate: On a monthly basis, gross case rate payments are calculated
based on the Contractor's assigned capacity, by population, multiplied
by the contracted case rate (gross

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case rate). The gross case rate is reduced by the monthly pharmacy
withhold amount resulting in the net case rate payment. The case rate
includes Medicare co-insurance and deductibles where applicable.

Assuming actual enrolled members do not fall below 85% of capacity for
SMI members and 90% of capacity for Children, the total funded amount
will remain constant. In the event actual assigned members fall below
the thresholds described above, RBHA retains the right to review for
consideration of appropriate adjustment of Contractor's capacities
and/or case rates. In the event assigned/enrolled SMI members or
Children exceed 110% of system wide capacity, the RBHA and the
Contractor shall review and may consider adjustments as appropriate.

The RBHA also may adjust capacity downward if enrollment decreases are
due to member dissatisfaction or other quality or programmatic issues,
resulting in increased assignments to other contracted Contractors.

2. Capacity by Population:

Categories Capacity Gross Case Rate
---------------------- -------- ---------------
Children Title XIX 933 $410.60
Children Non-Title XIX 225 $297.18
Total Children: 1,158

3. Capacity Payment: Subject to the availability of funds and the terms
and conditions of the Subcontract, the RBHA shall disburse payments in
accordance with this Subcontract, provided that the Contractor's
performance is in compliance with the terms and conditions of the
Subcontract.

The RBHA distributes the net case rate payment prospectively by the
15th of each month, pending the RBHA's receipt of ADHS/DBHS funding.
If funding is delayed to the RBHA from ADHS/DBHS, the net case rate
payment is distributed on the day funds are deposited and verified in
the RBHA covered services account. The RBHA reserves the option to
make payments by wire and shall provide at least thirty (30) days
notice prior to the effective date of any such change.

At the discretion of the RBHA, supplemental or additional payments may
be distributed outside of the contracted payment methodology.

4. Financial Audits: A supplemental schedule of revenue and expenses
shall be included as supplementary information; this information shall
be subjected to the auditing procedures applied in the audit of the
basic financial statements and shall be included as part of the audit
report. The format of the supplemental schedule shall be as determined
by the RBHA.

O. FUNDING WITHHOLDS AND RECOUPMENTS:

The RBHA reserves the right to withhold and/or recoup funds in accordance
with any remedies allowed under this Subcontract and in accordance with
RBHA policies and procedures. Any recoupments imposed by AHCCCS and/or
ADHS/DBHS against the RBHA and passed through to the Contractor shall be
reimbursed to the RBHA upon demand.

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P. MANAGEMENT OF FUNDS:

The practices, procedures and standards specified in the CPSA Provider
Financial Reporting Guide shall be used by the Contractor in the
management, recording and reporting of funds by the RBHA when performing a
contract audit.

1. Records/Administrative Costs: The Contractor shall establish and
maintain financial and personnel records so as to verify that
administrative monies expended do not exceed the total amount allowed
for such administrative service expenditures. Administrative services
are defined in Section B. Definitions.

2. Federal Block Grant Monies: The Contractor shall comply with all terms
and conditions of the ADAMHA Block Grant Program ADAMHA Reorganization
Act, P.L. 102-321, Section 201 Part B of Title XIX of the Public
Health Service Act (42 U.S.C. 300x et. seq.) or as modified and RBHA
policy. With regard to the Community Mental Health Block Grant, the
Contractor shall:

a. establish accounting procedures consistent with the requirements
of the ADAMHA Block Grant Program and RBHA policy and

b. ensure that block grant funds are accounted for in a manner that
permits separate reporting for mental health and substance abuse
services.

Q. ACCOUNTING FOR FUNDS:

All funds received shall be separately accounted for in accordance with the
requirements outlined in the CPSA Provider Financial Reporting Guide.

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SCHEDULE I-B
SPECIAL PROVISIONS-KIDSCARE TXXI

A. COVERED SERVICES:

The Contractor shall provide, either directly or through subcontract
arrangement, Title XXI Behavioral Health Services and Benefit Coverage
incorporated herein as Attachment 5. Covered Services to Members shall be
provided as part of an integrated continuum of care. The Contractor shall
track and manage the care of Members assigned to the Contractor in
accordance with Schedule II-B, TXXI KidsCare Scope of Work, and up to the
limitations as described below.

The Contractor and its Subcontracted Providers shall adhere to benefit
limitations contained in the Title XXI Behavioral Health Services and
Benefit Coverage Matrix regardless of the Member's eligibility
determination date.

Title XXI Covered Services Limitations: The Contractor and its
Subcontracted Providers are responsible to ensure compliance with
behavioral health benefit limitations and prior authorization requirements
applicable to the Title XXI program. Behavioral health services covered
under the Title XXI program include:

1. Up to thirty (30) days of inpatient care per benefit year, including
psychiatric hospital, residential treatment center (RTC) and partial
care. Partial care is counted under inpatient care due to the
intensity of the service.

2. Up to thirty (30) outpatient visits per benefit year, including
evaluation and diagnosis services, individual and family
therapy/counseling, group therapy/counseling, school-based counseling,
behavior management or psychosocial rehabilitation.

3. Other covered services (which are not limited) include laboratory and
radiology; psychotropic medications; emergency/crisis services; case
management; services provided in an inpatient setting by a M.D., D.O.,
Ph.D., P.A., Certified Psychiatric Nurse Practitioner, or a Specialty
Provider.

4. Emergency transportation is provided for behavioral health emergencies
only. Bed hold days, non-emergency transportation, and respite care
are not a covered benefit under the Title XXI program. Emergency
transportation, including transfers, by a registered emergency
transportation provider, may be provided without limitation.

5. Screening services are not counted toward the inpatient or outpatient
limits, but are not to be performed more than once per each six (6)
month period of continuous behavioral heath services.

6. When a Member is traveling or temporarily residing out of the service
area, Covered Services are restricted to emergency care unless
authorized by the Member's assigned At-Risk Provider.

7. Medically necessary services which are not covered under the Title XXI
benefit may be provided to Title XXI Members depending on available
subvention funding in conjunction with an assessed copayment.

Contractor shall report Covered Services to the RBHA in accordance to
Attachment 5, TXXI Behavioral Health Services and Benefit Coverage for
each TXXI fund source associated with this Subcontract.

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B. UNCOVERED SERVICES:

While the provisions of this Subcontract cover services with Title XIX
codes to Title XXI Members, it may be medically necessary to provide
Non-Title XIX/XXI services as part of the continuum of care. Non Title
XIX/XXI services rendered to a TXXI Child or SMI member will not be paid
with Title XXI funds, but will be encountered and reported as Non-Title
XIX/XXI encounters. These uncovered services will be reflected in the
encounter value of the Non-Title XIX/XXI Case Rates in the Contractor's
Risk-based Subcontract with the RBHA. Non covered or wraparound services
rendered to a Title XXI General Mental Health Member will not be paid by
the RBHA.

Seriously Emotionally Handicapped (SEH) Title XXI Children will first
exhaust outpatient Title XXI benefits before SEH funds will be targeted as
the second payer, followed by the utilization of Non-Title XIX/XXI funds.

Contractor must follow ADHS/DBHS and RBHA policies regarding service
priorities for those persons who lose Title XIX or Title XXI eligibility
while in treatment.

C. TRACKING:

The Contractor shall ensure that services provided to Title XXI enrolled
persons under this Subcontract are monitored and counted against the
applicable annual limitations. Such monitoring shall include tracking of
enrolled persons who receive services from multiple providers, enrolled
persons who lose and regain TXXI eligibility and enrolled persons who
transition from one RBHA to another or from a RBHA to a health plan.

D. CHANGE OF STATUS NOTIFICATION:

Upon the exhaustion of all Title XXI inpatient and outpatient benefits by a
TXXI Member, the Contractor must submit a Change in Status Fax Form to the
RBHA's IS Unit. Services for Non-Title XIX/XXI Children and SMI Members
will be funded through the Children and SMI Case Rates; services for
Non-Title XIX General Mental Health Members will be funded through the
Subvention program.

E. MEDICATION:

The Contractor has the responsibility for ensuring the immediate
availability of medications, which are included on the CPSA formulary, and
are ordered by the attending physician.

Restricted, Proprietary and Non-Formulary Medication. Failure to obtain
prior authorization for restricted, proprietary, or non-formulary
medications may result in a sanction equal to but not to exceed the cost of
the medication(s) for as many days as the patient received the
medication(s) in the hospital and up to but not to exceed the cost of three
months of the same medication(s) if the patient is continued on the
medication(s) on an outpatient basis.

F. PHARMACY SERVICES:

Pharmacy services, including the cost of medications, provided to Members
under the terms of this Subcontract shall be paid for by the RBHA on a
fee-for-service basis to the contracted pharmacy provider.

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G. SEH CHILDREN (FOR CHILDREN PROVIDERS ONLY):

In accordance with ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, if a child is determined by the home
school district to need residential placement in an RTC for special
education purposes, it is the responsibility of the Contractor to
facilitate a RTC placement. The RTC placement must occur within fifteen
(15) days of the development of the child's Individual Education Program
(IEP) if the IEP includes a decision to place. Discharge from the RTC is
contingent upon the IEP in accordance with the home school district. The
Contractor must comply with the Seriously Emotionally Handicapped (SEH)
disclosure reporting requirements, as requested by the RBHA.

The Contractor must identify all new enrollees who are Seriously
Emotionally Handicapped (SEH) children. These are children who have an
Individual Education Program (IEP) in their home school district. These
children will be identified at time of intake, using the designated
indicator in the intake packet, which is submitted to the RBHA.

For each SEH identified child, the Contractor must have an Arizona
Department of Education (ADE) Letter signed by the school special education
department to utilize SEH funds.. This letter must be filed in the child's
clinical record and will act as verification that the child is entitled to
use SEH funds for treatment services.

H. COORDINATION OF BENEFITS:

Title XXI Member who qualifies as an SEH Child, shall first exhaust Title
XXI outpatient benefits, unless the Member is placed in an RTC in
accordance with Paragraph G., above. If the Member is placed in an RTC for
educational purposes, the primary payer shall be SEH for residential
services, TXXI outpatient services provided within the TXXI benefit limit
shall be covered under Title XXI funding.

I. SCHOOL-BASED SERVICES:

Contractor shall provide school-based services for Title XXI Children.

J. TRANSITION AT AGE 18:

Contractor shall track the birth date for each child enrolled in Title XXI.
Six (6) months prior to the child's 18th birthday, a staffing or a meeting
with the child and his/her family/guardian will be convened to deliberate
the diagnostic status and to determine the need to initiate an application
for evaluation of Serious Mental Illness (SMI). If appropriate, the SMI
application is processed in accordance to RBHA policies and procedures.

If the Member is not determined to be SMI and the Member desires continued
treatment as an adult, the Member will be referred to an adult GMH/SA
provider. The Member is then assigned, beginning on his/her eighteenth
birthday to a GMH/SA provider according to RBHA policies and procedures.
Utilization of Title XXI services will be provided to the GMH/SA provider
in writing by the Contractor.

K. METHOD OF COMPENSATION:

The RBHA reserves the right to renegotiate the services, rates, and/or
method of compensation as set forth in these Special Provisions.

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1. The RBHA reserves the right to convert the provision of Title XXI
KidsCare Services from the Fee-For-Service payment mechanism described
in Paragraph K.2., below to an at-risk mechanism at its discretion and
within thirty (30) days notice to Contractor.

2. Contractor shall be reimbursed on a fee-for-service basis for Covered
Services provided to a Title XXI Member as long as the services
provided are within the Benefit Plan limit of 30 Inpatient Days and 30
Outpatient Visits and prior authorized as stipulated in Attachment 5.
Services exceeding the Title XXI benefit plan limit will not be
reimbursed by the RBHA with Title XXI funds. Title XXI uncovered
services will be processed in accordance with Paragraph B., Uncovered
Services.

3. Monthly payments to the Contractor will be made by the RBHA on the
last day of each month for the previous month's adjudicated claims in
the CPSA Claims/Encounter System. An Explanation of Benefits (EOB)
will be included with the payment distribution for all adjudicated
claims included in the payment.

4. The RBHA shall distribute payments in accordance with these provisions
as long as the RBHA has received funding from ADHS/DBHS. If funding
from ADHS to the RBHA is delayed, funding to Contractor may occur the
day funds are deposited and verified to RBHA accounts.

5. The Contractor and its Subcontracted Providers shall submit 100% of
claims/encounters for all Covered Services provided to Members under
the terms of this Subcontract. All submissions shall meet Fiscal Agent
system requirements.

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SCHEDULE I-C
SPECIAL PROVISIONS
SELLS PROJECT

A. COVERED SERVICES:

1. The Contractor shall provide a full continuum of behavioral health
services to RBHA enrolled Title XIX or Non-Title XIX children who meet
the following criteria:

a. Birth to 18 years old; and

b. Have a behavioral health need.

c. Are a dependent child in the Tohono-▇'▇▇▇▇▇ Child Welfare Program
or are a participant in the Sells Family Preservation Program.

B. UNCOVERED SERVICES:

Contractor must follow ADHS/DBHS and RBHA policies regarding service
priorities for those persons who lose Title XIX eligibility while in
treatment.

C. SEH CHILDREN (FOR CHILDREN PROVIDERS ONLY):

The Contractor must identify all new enrollees who are Seriously
Emotionally Handicapped (SEH) children. These are Non-TXIX/XXI children who
have an Individual Education Program (IEP) in their home school district.
These children will be identified at time of intake, using the designated
indicator in the intake packet, which is submitted to the RBHA.

For each SEH identified child, the Contractor must have an Arizona
Department of Education (ADE) Letter signed by the school special education
department. This letter must be filed in the child's clinical record and
will act as verification that the child is entitled to use SEH funds for
treatment services.

D. TRANSITION AT AGE 18:

1. Contractor shall track the birth date for each child enrolled in the
Sells Project. Six (6) months prior to the child's 18th birthday, a
staffing or a meeting with the child and his/her family/guardian will
be convened to deliberate the diagnostic status and to determine the
need to initiate an application for evaluation of Serious Mental
Illness (SMI). If appropriate, the SMI application is processed in
accordance to RBHA policies and procedures.

2. If the Member is not determined to be SMI and the Member desires
continued treatment as an adult, the Member will be referred to an
adult GMH/SA provider. The Member is then assigned, beginning on
his/her eighteenth birthday to a GMH/SA provider according to RBHA
policies and procedures. Utilization of Title XXI services will be
provided to the GMH/SA provider in writing by the Contractor.

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E. METHOD OF COMPENSATION:

1. Payments due to the Contractor will determined on a monthly basis and
paid to the Contractor in accordance with the following:

a. Cost Reimbursement payment will be made by CPSA within 10 days
following the receipt of a completed Contractor Expenditure
Report (CER), Exhibit 1, requesting reimbursement of the actual
cost of professional staff, but not to exceed the annual contract
ceiling.

b. Payments made by CPSA to the Contractor are conditioned upon
receipt of applicable accurate and complete reports,
documentation and information as required to be submitted by the
the Contractor as they are outlined in the Contract Deliverables
attached herein.

The impact of inpatient services for these individuals will be
covered from the CPSA Children's Risk Pool (for those clients who
exceed the risk band thresholds) and the CMDP rate differential.

CPSA and Providence will agree to meet and identify solutions for any
aberrant inpatient service utilization as this population is served
throughout the contract period.

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SCHEDULE II-A
SCOPE OF WORK
RISK-BASED SERVICES

A. PURPOSE OF PROGRAM:

To provide a complete and integrated continuum of behavioral health
treatment to Members meeting DSM IV criteria for mental illness (including
substance use or dependence related disorders).

B. CONTRACT DATE:

July 1, 2001 - June 30, 2003

C. MINIMUM STAFFING REQUIREMENTS:

1. The service continuum will be adequately staffed to ensure medically
necessary behavioral health services and case management services are
available on a 24 hour per day, 7 day per week basis. Minimum staffing
requirements are met by adherence to the ADHS/DBHS Licensure
regulations as required by AAC Title 9, Chapter 20 (Licensure) and
Chapter 21 (SMI Rules).

2. The Contractor maintains clinical, organizational, managerial and
administrative systems and staff capable of fulfilling all subcontract
requirements by ensuring that all staff have appropriate training,
education, experience orientation and credentialing to fill the
requirements of their positions. The Contractor ensures that staff
training includes, but is not limited to, linguistically and
culturally appropriate practices.

3. All Members must be assigned a Primary Clinician to ensure or provide
active treatment. The assignment ratio must be no greater than 1
Primary Clinician per 100 Members in GSA5. For GSA3, the assignment
ratio must be no greater than 1 Primary Clinician for each 100 Title
XIX Members (with the preference that this ratio apply to all
Members). All Primary Clinicians must meet the current licensure
standards as a Behavioral Health Professional or Behavioral Health
Technician as specified in A.A.C., Title 9, Chapter 20, R-20-306.

4. Staff is available to provide routine, urgent and crisis intake
services and emergency services on a 24-hour per day basis, 7 days a
week. Initial assessments must be performed by a master's level
clinician, or Certified Behavioral Health Professional or Licensed
Behavioral Health Professional. Referral to intake is completed within
7 days. Crisis accessibility is within one hour face-to-face in
Metropolitan Tucson; two hours in all other areas. All intake sites
must be staffed adequately to complete SMI determinations within time
frames established by A.A.C. Title 9, Chapter 21 and CPSA policy.

5. The service continuum must provide a comprehensive system of care with
the capacity to effectively deliver simultaneous mental health and
substance use disorder assessment and treatment at every level of care
for persons with co-occurring disorders. The Contractor will strive to
implement the Principles adopted by the Arizona Integrated Treatment
Consensus Panel.

6. Each intake site must have a person trained in financial screening and
dedicated to the completion of applications for public benefits.

D. SERVICE AVAILABILITY:

1. The Contractor provides for a continuum of covered services arranged
to meet the treatment needs of enrolled Members.

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2. The Contractor must provide to the Member, in writing, instructions
for how to access the above 24-hour behavioral health and case
management services.

3. Intake services are available during non-business hours to accommodate
Member's access into the system. Intake services are also available
outside the Contractor's office, i.e. schools, homes, wellness
centers.

E. POPULATION SERVED:

Children - Title XIX/XXI, Non-Title XIX/XXI

Seriously Mentally Ill - Adults, Title XIX/XXI, and Non-Title XIX/XXI

General Mental Health - Adults, Title XIX/XXI

Substance Abuse - Adults (drug or alcohol), Title XIX/XXI

F. SERVICES PURCHASED:

Covered Services are purchased to ensure a continuum of care in accordance
with the CPSA Summary of Benefits. Covered services are defined by service
codes in the CPSA Service Authorization Matrix.

G. CAPACITY:

A specific number of Title XIX/XXI General Mental Health/Substance Abuse,
Title XIX/XXI and Non-Title XIX/XXI SMI and/or Children Members by program
type is designated as a target capacity in Schedule III, Program Funding
Allocation. The Contractor must enroll and accept all eligible Title
XIX/XXI persons (both Children and Adults) as assigned.

H. MEMBER ELIGIBILITY:

1. All SMI, Children and Title XIX adult Members are eligible for
medically necessary Covered Services. CPSA is a payer of last resort
and a financial assessment must be completed to determine assessment
of co-payment. Coordination of benefits must occur. The Member is to
be assisted in applying for entitlements.

2. Non-Title XIX Children/Adults with an IEP are eligible for service
funded with Seriously Emotionally Handicapped (SEH) dollars. Services
to a Seriously Emotionally Handicapped child/adult must be tracked and
reported quarterly to CPSA. Each Seriously Emotionally Handicapped
identified child/adult must have an Arizona Department of Education
(ADE) letter signed by the school special education department and
filed in the Member's chart.

3. All Title XIX/XXI Members shall receive medically necessary services
to meet their behavioral health needs. Non-Title XIX Members shall
also receive medically necessary behavioral health services to the
extent that funding allows.

I. REFERRALS:

1. The Contractor must accept and track according to CPSA contract
requirements.

2. Referrals for Evaluation of SMI program eligibility must be seen
within 3 days of referral by a qualified professional. All other
intakes are completed within 7 days of referral. Referral to first
service is completed within 14 days. The first psychiatric visit must
occur within 30 days of initial evaluation.

3. Contractors who provide SMI and Title XIX General Mental Health
services will accept referrals of enrolled children within 6 months of
their upcoming 18th birthday. The adult

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Contractor will coordinate and cooperate with the children's service
Contractor to ensure smooth transition into the adult programs upon
the child turning 18 years of age.

4. Upon receipt of a referral from the Substance Abuse Treatment
Partnership (Arizona Families F.I.R.S.T.) for a TXIX/XXI Member, the
Provider shall conduct outreach to identify and enroll other family
members (including guardian, ▇▇▇▇▇▇ parents and kin) who are TXIX/XXI
enrolled/eligible. (For additional details regarding what is expected
of the Risk Based Provider as it relates to the Substance Abuse
Treatment Partnership, see Section M).

J. MEMBER INTAKE AND ENROLLMENT:

1. Contractor will accept a Member assigned by CPSA Member Services. In
the event that a Member's eligibility is questioned, the Contractor
Appeals Process may be used. During the appeal, the Contractor will
continue provision of Covered Services to the assigned Member.

2. The Contractor will maintain an adequate number of intake sites.
Scheduled hours for intake appointments must ensure accessibility and
ease of entry into the behavioral health system. Eligible persons are
enrolled within seven (7) days of referral if no emergency exists and
enrollment occurs the effective date of intake.

3. Inter-RBHA and Inter-Network transfers receive intake and enrolment in
accordance with ADHS/DBHS and CPSA policies regarding transfers.
Children transferring from the children's system will be assigned to
the adult Contractor on the date of their 18th birthday. All adult
Contractors will participate in staffings and active treatment of
child Members who are turning 18 in the next six months and have a
pending assignment to that adult Contractor. An intake appointment to
review the clinical and financial assessment of the now adult Member
will be scheduled to occur for the Member no later than the day after
the 18th birthday.

4. Initial assessments will be performed by qualified clinicians. If
initial assessment indicates the individual has a serious mental
illness, an evaluation for SMI Determination is conducted within 3
days of screening or request for evaluation. SMI determinations will
occur during intakes of children who are 17.5 years or older, if
appropriate.

5. Eligible persons are informed in writing of the necessary documents
they need to bring to the intake prior to their intake appointment.

6. The intake Contractor will determine potential eligibility for
entitlements and will assist the eligible or enrolled person in
applying for such entitlements. All intake Contractors will assist
eligible or enrolled persons in completing Title XXI (KidsCare)
applications, if applicable, and shall monitor the application for
acceptance or denial. In the event of scheduled entitlement intake
appointments, individuals will be apprised of the documents that will
be needed to facilitate the establishment of eligibility.

7. Every enrolled Member must be assigned to a Primary Clinician at time
of intake. At intake, written materials will be provided to the Member
to include at a minimum: Rights and Responsibilities of Members, name
and phone number of their assigned Primary Clinician and the procedure
for reaching the Primary Clinician in the event of an urgent or
emergent need.

K. MEMBER ASSESSMENT:

1. Financial assessments must be completed by staff trained in
Coordination of Benefits and Coordination of Care according to the
CPSA Financial Screening Manual.

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2. The initial clinical assessment must be completed by a staff who has a
master's degree in a human service or related field and who is
trained, credentialed and privileged in performing assessments of
behavioral health disorders, including substance use and abuse
disorders.

3. The following assessments are required to be completed at intake,
every 6 months, six months prior to turning 18, upon closure and at
the time of significant change in behavior or functional level:

c. Arizona Level of Functioning Assessment (ALFA)

d. Service Level Checklist Guidelines

e. SMI Summary

f. Client Assessment Form

g. Clinical Global Impression (CGI) for persons receiving
medications at intake or when prescribing of medication begins.

h. Health Status Questionnaire (SF-12) (Adults only)

4. A comprehensive Psychosocial Assessment is completed on all Members
upon intake and updated annually. The Psychosocial assessment included
in the CPSA Clinical Documentation Manual may be used. In addition to
the psychosocial assessment, the Contractor must implement a screening
protocol for use with all individuals to determine if the Member has
issues of substance abuse or substance dependence. Staff must be
trained in the administration of standardized screening tools such as
the MAST, the DAST, the CAGE or other substance abuse screening tools.

For Members referred by and/or dually enrolled in a Substance Abuse
Treatment Partnership Program (Arizona Families F.I.R.S.T.), in
addition to the above, the following screening and assessment tools
must be used:

a. SOCRATES Screening Instrument

▇. ▇▇▇▇▇-3 Assessment or an alternative assessment instrument that
is designated by the Department (Department of Economic Security
or Arizona Department of Health Services/Division of Behavioral
Health Services)

c. Biopsychosocial substance abuse assessment

(Please refer to Section M for additional details regarding the
expectation of the Risk Based Provider as it relates to the Substance
Abuse Treatment Partnership).

5. The following additional or more intensive assessments may need to
occur based on information gathered in the initial clinical
assessment:

a. Psychological Evaluation

b. Psychiatric Evaluation

c. Neurological Evaluation

d. Special Assessment of Members with Mental Retardation and other
Developmental Disabilities

e. Comprehensive Substance Abuse Disorders Evaluation

f. Identification of and Assessment of Victims of Abuse and Neglect

L. LENGTH OF STAY:

1. The Contractor must implement a Utilization Management program to
ensure medically necessary services are provided to all Title XIX
Members to prevent disease, disability, and/or other adverse health
conditions or their progression or to prolong life.

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2. Contractor will use CPSA Level of Care criteria for Acute Inpatient,
Intensive Residential, Therapeutic Group Home, Therapeutic ▇▇▇▇▇▇ Care
Group Home, and Partial Care/Day Treatment.

3. Contractor will use American Society of Addiction Medicine Patient
Placement Criteria for determining level of care/length of
stay/discharge planning for substance abuse treatment.

4. Contractor shall comply with Notice of Intended Action policy and
procedures established by AHCCCS, ADHS/DBHS, and CPSA whenever covered
services are denied, reduced, suspended, or terminated.

5. Services shall not be denied solely because the enrolled person has a
poor prognosis or has not shown improvement if the covered services
are necessary to prevent regression or maintain their present
condition.

6. The Contractor shall make repeated attempts to re-engage enrolled
Members who refuse services or fail to appear for appointments if they
are at risk of relapse, impending or continuing decompensation, or
potential harm to self or others and the efforts must be documented.

7. Attempt shall be made to re-engage enrolled Members when continued
treatment is appropriate although risk of relapse, decompensation,
deterioration or potential harm to self or other is not immediate. The
efforts must be documented.

8. If an enrolled Members who is still in need of covered services moves
out of area or is transferred to an ALTCS Contractor, the Contractor
shall assist the enrolled person to transfer to another RBHA
Contractor or ALTCS Contractor. The Contractor is responsible for that
Member until notified by CPSA that the transfer is approved and
complete. The Contractor also continues to be responsible for the
Members prescribed psychotropic medications.

9. If an enrolled person is receiving psychotropic medications at the
time of disenrollment, the Contractor shall ensure that a medical
professional gradually decreases the medications in a medically safe
manner, or continues to prescribe psychotropic medications for 30 days
until an alternate Contractor has assumed responsibility for the care
of the Member.

10. A Member who no longer requires medically necessary Covered Services
as indicated by the Individual Service Plan or Treatment Plan is
discharged from the Contractor and CPSA. A discharge summary is
completed. The discharge summary is provided to the Member's PCP.
Closure paperwork is completed and sent to CPSA.

M. COORDINATION GUIDELINES BETWEEN THE SUBSTANCE ABUSE TREATMENT PARTNERSHIP
AND TXIX/XXI PROGRAMS (SB 1280):

1. Services provided to TXIX/XXI members who are referred by the
substance abuse treatment fund must be in compliance with all aspects
of the IGA, ADHS/ADES operating protocols, coordination guidelines,
overview of theoretical model, service delivery modalities and
reporting requirements of SB 1280.

N. REPORTING REQUIREMENTS:

1. All covered services provided to Members are encountered and reported
to CPSA according to contract requirements. Deliverable reports
required are submitted in a timely manner according to contract
requirements.

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Additional data is required including:

a. Utilization (Census) Data

b. Monthly or quarterly updated progress reports to appropriate
state agencies (i.e. DES, DDD, ADJC, DOE, AOC).

c. SEH Encounter Data

2. The Contractor will submit additional reports as required by special
program provisions or in response to identified discrepancies
identified through monitoring efforts.

O. EVALUATION METHODOLOGY:

The Contractor will submit a Quality Management Plan within ninety (90)
days of execution of this contract and annually thereafter. The plan will
address the effectiveness of services, satisfaction with services, the
timeliness of response and compliance with quality standards. The plan will
include, but is not limited to:

1. Annual Consumer Satisfaction Survey

2. Stakeholder Survey at least biennially

3. Outcome Studies

4. Assessment of Compliance and Progress in Meeting Staffing Pattern
Requirements

5. Assessment of Compliance with Quality Management Indicators

6. Performance Improvement Projects

7. ALFA, CGI, SF-12 Data submission

P. PROGRAM DESCRIPTION:

The Program Description must be submitted within thirty (30) days of the
execution of this Subcontract and at minimum must include the following
information:

1. Service description that includes at minimum the following:

a. Services provided

b. Estimated number of individuals that will be served during the
contract year or at any given time

c. Service site(s) that includes physical address, days/hours of
operation.

d. Admission criteria

e. Discharge criteria

f. Exclusion criteria

g. Staffing pattern including position, title and full time
equivalency

h. Quality Management Plan (based on requirements included in Scope
of Work)

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SCHEDULE II-B
SCOPE OF WORK
KIDSCARE TXXI SERVICES

A. PURPOSE OF PROGRAM:

To provide Title XXI behavioral health treatment to eligible children and
adults.

B. CONTRACT DATE:

July 1, 2001 - June 30, 2003

C. MINIMUM STAFFING REQUIREMENTS:

1. The service continuum will be adequately staffed to ensure medically
necessary behavioral health services and case management services are
available on a 24 hour per day, 7-day per week basis. Minimum staffing
requirements are met by adherence to the ADHS/BHS Licensure
regulations as required by AAC Title 9, Chapter 20 (Licensure) and
Chapter 21 (SMI Rules).

2. The Contractor maintains clinical, organizational, managerial and
administrative systems and staff capable of fulfilling all subcontract
requirements by ensuring that all staff have appropriate training,
education, experience, orientation and credentialing to fill the
requirements of their positions. The contractor ensures that staff
training includes, but is not limited to, linguistically and
culturally appropriate practices.

3. All Members must be assigned a Primary Clinician to ensure or provide
active treatment. The assignment ratio must be no greater than 1
Primary Clinician per 100 Members in GSA5. For GSA3, the assignment
ratio must be no greater than 1 Primary Clinician for each 100 Title
XXI Members (with the preference that this ratio apply to all
Members). All Primary Clinicians must meet the current licensure
standards as a Behavioral Health Professional or Behavioral Health
Technician as specified in A.A.C., Title 9, Chapter 20, R-20-306.

4. Staff is available to provide intake services and emergency services
on a 24-hour per day basis, 7 days a week. Initial assessments must be
performed by staff who are master's level prepared in a related field.
Referral to intake is completed within 7 days. Crisis accessibility is
within one hour face-to-face in Metropolitan Tucson; two hours in all
other areas. All intake sites must be staffed adequately to complete
SMI determinations within time frames established by A.A.C. Title 9,
Chapter 21 and CPSA policy.

6. Each intake site must have a staff person trained in financial
screening and dedicated to the completion of applications for public
benefits.

D. SERVICE AVAILABILITY:

1. The Contractor provides for a continuum of covered services arranged
to meet the treatment needs of enrolled Members.

2. The Contractor must provide to the Member, in writing, instructions
for how to access the above 24-hour services.

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3. Intake services are available during non-business hours to accommodate
Member access into the system. Intake services are also available
outside the Contractor's office, i.e. schools, homes, wellness
centers.

E. POPULATION SERVED:

Children - Title XXI

Seriously Mentally Ill -Title XXI, Adults, age 18 years old - end of the
month of 19th birthday

General Mental Health/Substance Abuse - Title XXI, Adults, age 18 years old
until the end of the month of 19th birthday

F. SERVICES PURCHASED:

1. Covered Services are purchased to ensure a continuum of care in
accordance with the CPSA Summary of Benefits. Covered services are
defined by service codes in the CPSA Title XXI Behavioral Health
Services and Benefits Coverage Matrix.

2. The Contractor is responsible to ensure compliance with behavioral
health benefit limitations and prior authorization requirements
applicable to the Title XXI program.

G. MEMBER ELIGIBILITY:

1. All Title XXI Children, General Mental Health/Substance Abuse and SMI
Members are eligible for Medically Necessary Covered Services. CPSA is
a payer of last resort and a financial assessment must be completed to
determine assessment of co-payment. Coordination of benefits must
occur. The Member is to be assisted in applying for entitlements.

2. All Title XXI Members who qualify as Seriously Emotionally Handicapped
(SEH) children must first exhaust outpatient Title XXI benefits before
SEH funds will be targeted as a second payer, followed by the
utilization of Non-Title XIX/XXI funds.

3. All Title XXI Members shall receive medically necessary services to
meet their behavioral health needs. The Contractor shall adhere to
benefits limitations contained in the Title XXI Behavioral Health
Services and Benefits Coverage matrix regardless of the Member's
eligibility determination date.

H. REFERRALS:

1. The Contractor must accept and track referrals according to CPSA
contract requirements.

3. Contractors who provide SMI and General Mental Health services will
accept referral of enrolled Title XXI children within 6 months of
their upcoming 18th birthday. The adult Contractor will coordinate and
cooperate with the children's service Contractor to ensure smooth
transition into the adult programs upon the child turning 18 years of
age.

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I. MEMBER INTAKE AND ENROLLMENT:

3. Inter-RBHA and Inter-Network transfers receive intake and enrollment
in accordance with ADHS/DBHS and CPSA policies regarding transfers.
Children transferring from the children's system will be assigned to
the adult Contractor on the date of their 18th birthday. All adult
Contractors will participate in staffings and active treatment of
child Members who are turning 18 in the next six months and have a
pending assignment to that adult Contractor. An intake appointment to
review the clinical and financial assessment of the now adult Member
will be scheduled to occur for the Member no later than the day after
the 18th birthday. Utilization of Title XXI services will be provided
to the Adult SMI or General Mental Health Contractor in writing by the
child Contractor.

5. Eligible persons are informed in writing of the necessary documents
they need to bring to the intake prior to their intake appointment.

6. The intake Contractor will determine potential eligibility for
entitlements and will assist the eligible or enrolled person in
applying for such entitlements. All intake Contractors will assist
eligible or enrolled persons in completing Title XXI (KidsCare)
applications, if applicable, and shall monitor the application for
acceptance or denial. Tracking of Title XXI enrolled Members who lose
and regain Title XXI eligibility will occur and Members will be
assisted in reapplying for Title XXI benefits if lost, when
applicable. In the event of scheduled entitlement intake appointments,
individuals will be apprised of the documents that will be needed to
facilitate the establishment of eligibility.

J. MEMBER ASSESSMENT:

1. Financial assessments must be completed by staff trained in
Coordination of Benefits and Coordination of Care according to the
CPSA Financial Screening Manual.

3. The following assessments are required to be completed at intake,
every 6 months, six months prior to tuning 18, upon closure and at the
time of significant change in behavior or functional level:

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a. Arizona Level of Functioning Assessment (ALFA)

b. Service Level Check Guidelines

c. Client Assessment Form

d. Clinical Global Impression (CGI) for persons receiving
medications at intake or when prescribing of medication begins

5. The following additional or more intensive assessments may need to
occur based on information gathered in the initial clinical
assessment:

a. Psychological Evaluation

b. Psychiatric Evaluation

c. Neurological Evaluation

d. Special assessment of Members with Mental Retardation and other
Developmental Disabilities

e. Comprehensive substance abuse disorders evaluation

f. Identification of and assessment of victims of abuse and neglect

K. LENGTH OF STAY:

1. The Contractor must implement a Utilization Management program to
ensure medically necessary services are provided to all Title XXI
Members to prevent disease, disability, and/or other adverse health
conditions or their progression or to prolong life.

2. Contractor will use CPSA Level of Care criteria for Acute Inpatient,
Intensive Residential, Therapeutic Group Home, Therapeutic ▇▇▇▇▇▇ Care
Group Home, and Partial Care/Day Treatment.

3. Contractor will use American Society of Addictions Medicine patient
place criteria for determining level of care for substance abuse
treatment and length of stay.

4. Contractor shall comply with Notice of Intended Action policy and
procedures established by AHCCCS, ADHS/DBHS, and CPSA whenever covered
services are denied, reduced, suspended, or terminated.

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8. If an enrolled Member who is still in need of covered services moves
out of area or is transferred to an ALTCS Contractor, the Contractor
shall assist the enrolled person to transfer to another RHBA
Contractor or ALTCS Contractor. The Contractor is responsible for that
Member until notified by CPSA that the transfer is approved and
complete. The Contractor also continues to be responsible for the
Member's prescribed psychotropic medications. Utilization of Title XXI
services will be provided to the new RHBA Contractor in writing by the
current Contractor.

11. A Title XXI Adult General Mental Health Member who becomes 19 years
old and is no longer entitled to Title XXI benefits will be
transitioned to behavioral health services in the community and/or
assisted to apply for other entitlements. Medications will be
gradually decreased or prescribed for 30 days until an alternate
Contractor has assumed responsibility for the care of the Member as
stated above.

12. A Title XXI Adult SMI Member who becomes 19 years old and is no longer
entitled to Title XXI benefits will continue to receive SMI services
as a non-Title XIX Member. The Contractor will notify CPSA of this
change.

L. REPORTING REQUIREMENTS:

2. The Contractor shall report Covered Services to CPSA in accordance to
Title XXI Behavioral Health Services and Benefits Coverage.

3. The Contractor shall ensure that services provided to Title XXI
enrolled Members are monitored and counted against applicable annual
limitations. Such monitoring shall include tracking of enrolled
persons who receive services from multiple Contractors, enrolled
persons who lose and regain Title XXI eligibility and enrolled persons
who transition from one RHBA to another or from a RHBA to a health
plan. CPSA may request documentation of such monitoring.

Additional data is required including:

a. Utilization (Census) Data

b. Monthly or quarterly updated progress reports to appropriate
state agencies (i.e. DES,DDD,ADJC,DOE,AOC)

c. SEH Encounter Data

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4. The Contractor will submit additional reports as required by special
program provisions or in response to identified discrepancies
identified through monitoring efforts.

M. EVALUATION METHODOLOGY:

1. Annual Consumer Satisfaction Survey

2. Stakeholder Survey at least biennially

3. Outcome Studies

4. Assessment of Compliance and Progress in Meeting Staffing Pattern
Requirements

5. Assessment of Compliance with Quality Management Indicators

6. Performance Improvement Projects

7. ALFA, CGI, SF-12 Data submission

N. PROGRAM DESCRIPTION:

The Program Description must be submitted within thirty (30) days of the
execution of this Subcontract and at minimum must include the following
information:

1. Service description that includes at minimum the following:

a. Services provided

b. Estimated number of individuals that will be served during the
contract year or at any given time Service description

c. Service site(s) that includes physical address, days/hours of
operation

d. Admission criteria

e. Discharge criteria

f. Exclusion criteria

g. Staffing pattern including position, title and full time
equivalency

h. Quality Management Plan (based on requirements included)

The Program Description will become an Attachment, and be incorporated
into this Subcontract.

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SCHEDULE II-C
SCOPE OF WORK
HB 2003 CHILDREN GSA 5

A. PURPOSE:

To provide behavioral health services to Non-Title XIX children who are
either dependent or adjudicated per the Arizona Department of Economic
Security (ADES), the Arizona Department of Juvenile Corrections (ADJC), and
the Administrative Office of the Courts (AOC) and their families, and to
strengthen the collaborative relationship between the behavioral health
system and these state agencies.

B. CONTRACT DATE:

July 1, 2001 - June 30, 2003

C. MINIMUM STAFFING REQUIREMENTS:

1. The service continuum will be adequately staffed to ensure outpatient
behavioral health services for eligible HB 2003 members.

2. The Contractor will have one Liaison to ensure the provision of
services for Non-Title XIX ADES children and families and AOC and ADJC
children. The Liaison will ensure that the requirements of HB 2003
Plan for Non-Title XIX children and families are met through serving
as a contact between state agencies (ADES, AOC, and ADJC) and the
behavioral health provider.

3. Contractor staff will be available to provide single, family-based
intakes and assessments within five (5) working days of referral.

4. A psychiatrist will be available for psychiatric appointments within
ten (10) working days of referral for all members, children and
adults.

5. The Children's At-Risk Provider will contract with adult provider(s)
or purchase adult services through a RBHA contracted adult service
provider in order to provide behavioral health services to ADES family
members.

D. SERVICE AVAILABILITY:

1. The Contractor provides for a continuum of outpatient-covered services
arranged to meet the treatment needs of enrolled members and ADES
family members.

2. Services are available Monday - Friday, 8:00 AM through evening hours,
as appropriate. Staff is available on-call during other hours,
weekends, and per appointment.

E. POPULATION SERVED:

. Non-Title XIX children, ages birth to eighteen years, who are involved
with ADES, AOC, or ADJC and who have a DSM IV diagnosis.
. Non-Title XIX parents of ADES children.
. Parents of AOC and ADJC children as part of the child's treatment
program.

F. SERVICES PURCHASED: (REFER TO COVERED SERVICES)

Covered services, as described in the contract and defined by service codes
are funded by HB 2003 and are limited by HB 2003 funds allocated to the
Contractor.

Final Jun 6-01
Effective 7-01-01 Page 115

G. CAPACITY:

Up to twenty (20) Non-Title XIX ADES children and families, up to seventeen
(17) Non-Title XIX AOC children and up to seven (7) Non-Title XIX ADJC
children will be served as HB 2003 funding allows.

H. MEMBER ELIGIBILITY:

Children must be residents of Pima County.

I. REFERRALS:

1. The Contractor must accept and track referrals according to CPSA
contract requirements and the requirements of HB 2003.

2. Referrals may come from ADES, AOC, or ADJC to the HB 2003 Liaison.

J. MEMBER INTAKE AND ENROLLMENT:

1. A CPSA intake and enrollment is conducted on all non-enrolled children
referred for HB 2003 services by ADES, AOC, and ADJC.

2. An enrollment form will be completed and submitted to CPSA on all
adult family members who receive Family Therapy with the child.

3. ADES family members who need individual services are enrolled with a
CPSA Adult At-Risk provider.

4. A HB 2003 Liaison will be identified for every new and currently
enrolled member receiving HB 2003 services. Written materials will be
provided to the member to include, at a minimum, the name and
telephone number of the Liaison and the procedure for reaching the
Liaison in the event of an urgent or emergent need.

K. MEMBER ASSESSMENT:

1. The Contractor shall conduct an interagency intake and comprehensive,
strength-based assessment at a location and time coordinated with the
child and family. The intake/assessment will be completed by a
Master's level clinician and include participation of the child,
family, ADES, AOC, ADJC, the Contractor and anyone else appropriate.

2. The Contractor will assess children and family members for Non-Title
XIX status to ensure eligibility for services funded by HB 2003.

L. LENGTH OF STAY:

A member who no longer requires covered outpatient services, as indicated
in the case plan, is removed from the HB 2003 roster. If medically
necessary covered service are needed outside of the HB 2003 program, the
member may continue to receive Title XIX or Non-Title XIX services.

M. REPORTING REQUIREMENTS:

The Contractor shall ensure that services provided to HB 2003 Non-Title XIX
members are monitored and counted against applicable monthly and annual
limitations.

Final Jun 6-01
Effective 7-01-01 Page 116

N. EVALUATION METHODOLOGY:

The Contractor will cooperate fully in evaluating Project outcomes in
accordance with the joint ADHS/DBHS/CPSA Evaluation Plan. The evaluation
plan will be provided to the Contractor as soon ADBH/DBHS and CPSA finalize
it. As a part of the plan, the Contractor can anticipate participating in
the collection of member functioning and satisfaction data.

O. PROGRAM DESCRIPTION:

The Program Description must be submitted within thirty (30) days of the
execution of this Subcontract and, at a minimum, must include the following
information:

1. Description of services.

2. Service site(s) that includes physical address, days/hours of
operation.

3. Admission criteria.

4. Discharge criteria.

5. Exclusion criteria.

6. Staffing pattern - including position, title and full-time
equivalency.

7. Evaluation Plan (based on requirements included in Scope of Work and
Evaluation Component of HB 2003).

The Program Description will become an Attachment, and be incorporated into
this Subcontract.

Final Jun 6-01
Effective 7-01-01 Page 117

SCHEDULE II-D
SCOPE OF WORK
SELLS PROJECT

A. PURPOSE OF PROGRAM:

To enhance behavioral health services to Child Welfare dependents in the
Sells, Arizona area.

B. CONTRACT DATE:

July 1, 2001 - September 1, 2001

C. MINIMUM STAFFING REQUIREMENTS:

1. The minimum staffing for the Providence Sells Project requires two (2)
FTE staff positions with the following:

a. One (1) Masters Level

b. One (1) Bachelors Level

D. SERVICE AVAILABILITY:

1. Direct services shall be provided under the terms and conditions set
for in the Scope of Work for Risk-Based, Schedule II.

2. The Contractor provides for a continuum of covered services arranged
to meet the treatment needs of enrolled Members.

3. The Contractor must provide to the Member, in writing, instructions
for how to access the above 24-hour services.

E. POPULATION SERVED:

Children living in the Sells, Arizona area - Title XIX and Non-Title XIX.

F. SERVICES PURCHASED:

1. The Contractor shall provide a full continuum of behavioral health
services to RBHA enrolled Title XIX or Non-Title XIX children at one
or more of the following:

. Children's Home;
. Home of ▇▇▇▇▇▇ parent;
. Home of natural parent; and/or
. Home of relative or any other Native American family found appropriate
to provide care.

2. Direct services shall be provided under the terms and conditions set
forth in Scope of Work, Risk-Based, Schedule II.

G. MEMBER ELIGIBILITY:

The Contractor shall provide behavioral health services to RBHA enrolled
Title XIX or Non-Title XIX children who are birth to 18 years old and have
a behavioral health need.

Final Jun 6-01
Effective 7-01-01 Page 118

H. REFERRALS:

1. The Contractor must accept and track referrals according to CPSA
contract requirements.

2. Referrals may be received for children adjudicated by the Tribal Court
and placed under custody of the Department of Human Services, Child
Welfare Division, Family and Child Unit or in the Sells Family
Preservation Program.

I. MEMBER INTAKE AND ENROLLMENT:

2. Inter-RBHA and Inter-Network transfers receive intake and enrollment
in accordance with ADHS/DBHS and CPSA policies regarding transfers.
Children transferring from the children's system will be assigned to
the adult Contractor on the date of their 18th birthday. All adult
Contractors will participate in staffings and active treatment of
child Members who are turning 18 in the next six months and have a
pending assignment to that adult Contractor. An intake appointment to
review the clinical and financial assessment of the now adult Member
will be scheduled to occur for the Member no later than the day after
the 18th birthday. Utilization of Title XXI services will be provided
to the Adult SMI or General Mental Health Contractor in writing by the
child Contractor.

3. Initial assessments will be performed by qualified clinicians. If
initial assessment indicates the individual has a serious mental
illness, an evaluation for SMI Determination is conducted within 3
days of screening or request for evaluation. SMI determinations will
occur during intakes of children who are 17.5 years or older, if
appropriate.

4. Eligible persons are informed in writing of the necessary documents
they need to bring to the intake prior to their intake appointment.

5. The intake Contractor will determine potential eligibility for
entitlements and will assist the eligible or enrolled person in
applying for such entitlements. All intake Contractors will assist
eligible or enrolled persons in completing Title XXI (KidsCare)
applications, if applicable, and shall monitor the application for
acceptance or denial. Tracking of Title XXI enrolled Members who lose
and regain Title XXI eligibility will occur and Members will be
assisted in reapplying for Title XXI benefits if lost, when
applicable. In the event of scheduled entitlement intake appointments,
individuals will be apprised of the documents that will be needed to
facilitate the establishment of eligibility.

6. Every enrolled Member must be assigned to a Primary Clinician at time
of intake. At intake, written materials will be provided to the Member
to include at a minimum: Rights and Responsibilities of Members, name
and phone number of their assigned Primary Clinician and the procedure
for reaching the Primary Clinician in the event of an urgent or
emergent need.

J. MEMBER ASSESSMENT:

1. Financial assessments must be completed by staff trained in
Coordination of Benefits and Coordination of Care according to the
CPSA Financial Screening Manual.

Final Jun 6-01
Effective 7-01-01 Page 119

3. The following assessments are required to be completed at intake,
every 6 months, six months prior to tuning 18, upon closure and at the
time of significant change in behavior or functional level:

. Arizona Level of Functioning Assessment (ALFA)
. Service Level Check Guidelines
. Member Assessment Form
. Clinical Global Impression (CGI) for persons receiving
medications at intake or when prescribing of medication begins

5. The following additional or more intensive assessments may need to
occur based on information gathered in the initial clinical
assessment:

. Psychological Evaluation
. Psychiatric Evaluation
. Neurological Evaluation
. Special assessment of Members with Mental Retardation and other
Developmental Disabilities
. Comprehensive substance abuse disorders evaluation
. Identification of and assessment of victims of abuse and neglect

K. LENGTH OF STAY:

2. Contractor will use CPSA Level of Care criteria for Acute Inpatient,
Intensive Residential, Therapeutic Group Home, Therapeutic ▇▇▇▇▇▇ Care
Group Home, and Partial Care/Day Treatment.

3. Contractor will use American Society of Addictions Medicine patient
place criteria for determining level of care for substance abuse
treatment and length of stay.

4. Contractor shall comply with Notice of Intended Action policy and
procedures established by AHCCCS, ADHS/DBHS, and CPSA whenever covered
services are denied, reduced, suspended, or terminated.

Final Jun 6-01
Effective 7-01-01 Page 120

L. REPORTING REQUIREMENTS:

1. Encounters shall be submitted for all applicable inpatient and
outpatient behavioral health services in accordance with the CPSA
Provider Manual.

2. Additional data is required including:

Sells Project Roster - A monthly list of children enrolled and
actively participating in services, including date of intake and
discharge must be received by CPSA no later than the 10th of the month
following the reporting month.

Final Jun 6-01
Effective 7-01-01 Page 121

SCHEDULE III
PROGRAM FUNDING ALLOCATION

(Following Page)

Final Jun 6-01
Effective 7-01-01 Page 122

SCHEDULE IV
FISCAL AGENT

The Fiscal Agent for this Subcontract is:

Community Partnership of Southern Arizona
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇

Final Jun 6-01
Effective 7-01-01 Page 123

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

SCHEDULE V
CONTRACT DELIVERABLES

-------------------------------------------------------------------------------------------
Deliverable Requirements
-------------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
-------------------------------------------------------------------------------------------

AHCCCS Rules, Office of Behavioral 15 days prior to contract Contracts Unit
ADHS/DBHS Policy Health Licensure (OBHL) execution. Renewed or
License(s) amended license within
15 days of issuance
-------------------------------------------------------------------------------------------
AHCCCS Rules, Copy of OBHL/DES 30 days after receipt Contracts Unit
ADHS/DBHS Policy Licensure Audit
Report/Findings
-------------------------------------------------------------------------------------------
AHCCCS Rules, OBHL/DES Licensure 15 days after due date to Contracts Unit
ADHS/DBHS Policy Corrective Action Plan OBHL/DES
-------------------------------------------------------------------------------------------
RBHA Contract Certificates of Insurance: 15 days prior to contract Contracts Unit
Professional and execution. Renewed or
Personal Liability amended certificate
General Liability within 15 days of
Automobile Liability issuance.
-------------------------------------------------------------------------------------------
ADHS Contractor's Subcontract Within 10 days of Contracts Unit
Solicitation Agreements with execution of new
H0-001 & RBHA Subcontracted Providers Subcontract Agreement or
Contract and any subsequent Amendment
amendments.
-------------------------------------------------------------------------------------------
RBHA Contract Organization Chart Within 30 days of Contracts Unit
contract award/renewal.
Within 30 days of any
changes.
-------------------------------------------------------------------------------------------
RBHA Contract List of Board of Within 30 days of Contracts Unit
Directors or equivalent contract award/renewal.
that includes members' Within 30 days of any
Name, Affiliation, changes.
Address and Telephone
Number.
-------------------------------------------------------------------------------------------
RBHA Contract Independent Practitioner Within 5 days of any Contracts Unit
(M.D., D.O., R.N., P.A. & changes.
Psychologists)
-------------------------------------------------------------------------------------------
RBHA Contract Program Description(s) in Within 30 days of Appropriate
accordance with Scope of contract award/renewal. Network
Work Within 30 days of any Manager
changes.
-------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------
Deliverable
Requirements By Funding/Program Type
---------------------------------------------------------------------------------------------
Risk-Based Tobacco Specialty
Reference Form Req'd & KidsCare Subvention Tax-Subv. COOL ▇▇▇▇ Programs
---------------------------------------------------------------------------------------------

AHCCCS Rules, X X X X X X
ADHS/DBHS Policy

---------------------------------------------------------------------------------------------
AHCCCS Rules, X X X X X X
ADHS/DBHS Policy

---------------------------------------------------------------------------------------------
AHCCCS Rules, X X X X X X
ADHS/DBHS Policy
---------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

---------------------------------------------------------------------------------------------
ADHS X X X X X
Solicitation
H0-001 & RBHA
Contract

---------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

---------------------------------------------------------------------------------------------

Final Jun 6-01
Effective 7-01-01 Page 124

-----------------------------------------------------------------------------------------
Deliverable Requirements
-----------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
-----------------------------------------------------------------------------------------

Statement of Operations

Statement of Cash Flow

Supplemental Schedule of
Revenue and Expenses
-----------------------------------------------------------------------------------------
RBHA Annual Financial Audit 150 days following Finance Unit
Contract (two copies), including Contractor's fiscal year
management letter, OMB end.
A-133 compliance
reports. At-Risk
Contractors must also
submit a Supplemental
Schedule of Revenue and
Expenses
-----------------------------------------------------------------------------------------
RBHA Contract Agency's Schedule of Fees Within 30 days of Clinical
contract award/renewal. Operations
Within 30 days of any Manager
changes.
-----------------------------------------------------------------------------------------
RBHA Contract Attestation of Privileges Upon completion of a QM Unit
thorough competency
assessment of each
individual who will
perform initial
assessments
-----------------------------------------------------------------------------------------
Office of Incident/Accident/Mortality Within 24 hours following QM Unit
Behavioral Report incident.
Health
Licensure;
ADHS/DBHS/RBHA
Contract
-----------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Fraud & Abuse Report Per incident within 5 QM Unit
Contract days.
-----------------------------------------------------------------------------------------

-------------------------------------------------------------------------------------------
Deliverable
Requirements By Funding/Program Type
-------------------------------------------------------------------------------------------
Risk-Based Tobacco Specialty
Reference Form Req'd & KidsCare Subvention Tax-Subv. COOL ▇▇▇▇ Programs
-------------------------------------------------------------------------------------------

ADHS/DBHS/RBHA X X X X X X X
Contract
-------------------------------------------------------------------------------------------
RBHA Contract X X X X X X X

-------------------------------------------------------------------------------------------
RBHA Contract X

-------------------------------------------------------------------------------------------
RBHA Contract X X X X X X X

-------------------------------------------------------------------------------------------
RBHA X X X X X X
Contract

-------------------------------------------------------------------------------------------
RBHA Contract X X X X X

-------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

-------------------------------------------------------------------------------------------
Office of X X X X X X X
Behavioral
Health
Licensure;
ADHS/DBHS/RBHA
Contract
-------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X X X X X
Contract
-------------------------------------------------------------------------------------------

Final Jun 6-01
Effective 7-01-01 Page 125

----------------------------------------------------------------------------------------
Deliverable Requirements
----------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
----------------------------------------------------------------------------------------

ADHS/DBHS/RBHA Restraint and Seclusion 5th day of each month. QM Unit
Contract Report (SMI & Children
Level 1 Facility)
----------------------------------------------------------------------------------------
ADHS/DBHS Medical Care Evaluation Annually no later than QM Unit
Policy; AHCCCS Studies August 15 each fiscal
Rules (Inpatient/RTC/PHF) year.
----------------------------------------------------------------------------------------
RBHA Contract Contractor's Policies & Annually no later than QM Unit
Procedures October 15 each fiscal
year; updates within 30
days of revision.
----------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Policies or Codes Prior to implementation QM Unit
Contract Governing Agency's for review/approval and
Operational Ethics Annually thereafter.
----------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Agency QM/UM Plan and Annually no later than QM Unit
Contract, AHCCS Annual Review October 1 each fiscal
Rules year.
----------------------------------------------------------------------------------------
RBHA Contract QM Site Visit and/or 15 days after receipt of QM Unit
Chart Audit Plan of report.
Correction Report
----------------------------------------------------------------------------------------
ADHS/DBHS Policy Agency's Training Plan Annually no later than Training &
& RBHA Contract October 1 each fiscal Technical
year; updates within 30 Assistance
days of revision Specialist
----------------------------------------------------------------------------------------
ADHS/DBHS Policy Agency's Training Report Annually no later than Training &
& RBHA Contract October 1 each fiscal Technical
year. Assistance
Specialist
----------------------------------------------------------------------------------------
RBHA Contract Housing Plan Annually no later than Housing
October 1 each fiscal Specialist
year.
----------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Monthly Priority 10 days after month-end. GMH/SA/Crisis
Contract Admissions and Capacity Network Manager
Information Reports
(complete for each
program receiving SAPT
Block Grant funding)
----------------------------------------------------------------------------------------

ADHS/DBHS/RBHA X X
Contract

---------------------------------------------------------------------------------------------
ADHS/DBHS X X
Policy; AHCCCS
Rules
---------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X X X X X
Contract

---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X X X X X
Contract, AHCCS
Rules
---------------------------------------------------------------------------------------------
RBHA Contract
X X X X X X

---------------------------------------------------------------------------------------------
ADHS/DBHS Policy X
& RBHA Contract

---------------------------------------------------------------------------------------------
RBHA Contract X

---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X
Contract

---------------------------------------------------------------------------------------------

Final Jun 6-01
Effective 7-01-01 Page 126

------------------------------------------------------------------------------------------------
Deliverable Requirements
------------------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
------------------------------------------------------------------------------------------------

ADHS/DBHS/RBHA Annual Substance Abuse 10 days after GMH/SA/Crisis
Contract Treatment Program Contractor's receipt of Network Manager
Inventory Data Collection the form from ADHS/DBHS
Form or RBHA.
------------------------------------------------------------------------------------------------
ADHS/DBHS Tobacco Tax Quarterly 25 days after quarter-end. SMI Network
Policy; RBHA Report Manager
Contract
------------------------------------------------------------------------------------------------
RBHA Contract Intake Assessment Form Within 72 hours of intake. MIS Coordinator
Assessment A
Assessment B
Treatment Plan for
Offenders Eligible for
Aftercare Services
------------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA COOL Non-Compliance Report Within 24 hours of Correctional
Contract occurrence. Officer/
Offender
Liaison
------------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA COOL Monthly Progress 5 days following Correctional
Contract Report enrollment and every 30 Officer/
days thereafter. Offender
Liaison
------------------------------------------------------------------------------------------------
RBHA Contract Monthly Homeless SMI 15 days after month-end SMI Network
Project Form Manager
------------------------------------------------------------------------------------------------
ADHS/DBHS/RSA/IGA; Vocational Rehabilitation 15 days after quarter-end. Vocational
RBHA Contract Quarterly Report Rehabilitation
Specialist
------------------------------------------------------------------------------------------------

----------------------------------------------------------------------------------------------
Deliverable
Requirements By Funding/Program Type
-----------------------------------------------------------------------------------------------
Risk-Based Tobacco Specialty
Reference Form Req'd & KidsCare Subvention Tax-Subv. COOL ▇▇▇▇ Programs
-----------------------------------------------------------------------------------------------

ADHS/DBHS/RBHA X X
Contract

-----------------------------------------------------------------------------------------------
ADHS/DBHS X X
Policy; RBHA
Contract
-----------------------------------------------------------------------------------------------
RBHA Contract X

-----------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X
Contract

-----------------------------------------------------------------------------------------------
RBHA Contract X X

-----------------------------------------------------------------------------------------------
ADHS/DBHS/RSA/IGA; X X
RBHA Contract

-----------------------------------------------------------------------------------------------

Final Jun 6-01
Effective 7-01-01 Page 127

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 1
COVERED SERVICES

A. COVERED SERVICES:

Listed below is a comprehensive overview of Covered Services. Please
reference the CPSA Benefit grid for the appropriate Covered Service by
population.

1. Alternative Residential Facilities: Residential facilities other than
inpatient and JCAHO Level 1 Residential Treatment Center in which
covered services may be provided. Includes therapeutic group home,
therapeutic ▇▇▇▇▇▇ care home, psychiatric health facility, crisis
stabilization unit, supervised independent living facility, and any
other licensed behavioral health facility.

2. Assessment/Evaluation: Behavioral health assessments to determine and
diagnose behavioral heath problems, including substance abuse and
dependence. This includes diagnosis and recommendations for
intervention and/or treatment.

3. Behavior Management: Personal care, therapeutic supervision and
direction; may include observation to prevent a person from harming
self or others, assistance with activities of daily living and
household services incidental to, and consistent with, the behavioral
health needs of the person.

4. Case Management Services: A supportive service provided to enhance
treatment compliance and effectiveness. Activities include assistance
in accessing, maintaining, monitoring and modifying covered services;
assistance in finding necessary resources other than covered services
to meet basic needs; communication and coordination of care;
engagement, and follow-up of crisis contacts or missed appointments.

5. Consultation Services: Evaluation and recommendations for ongoing
management for eligible persons referred by their primary care
provider, performed by psychiatrists and other behavioral health
providers, as applicable.

6. Crisis Services: An array of services provided to prevent, stabilize
or resolve an acute or episodic change or anticipated change in an
eligible person's behavioral health condition that may result in the
person's decompensation, hospitalization, or risk of harm to self or
others.

7. DUI Education: Services provided to educate DUI offenders.

8. DUI Screening: Services provided to screen DUI offenders for the
presence of alcohol or drug abuse and related problems using
standardized tools and criteria.

9. Detoxification: Treatment services provided to manage the acute signs
and symptoms of withdrawal from substances of abuse by use of
therapeutic procedures, medications, rest, diet, counseling, and/or
medical supervision. May be provided in a variety of inpatient,
residential and ambulatory settings.

10. Family Therapy & Counseling: Face-to-face therapeutic interaction with
family members or significant others, with or without the presence of
the enrolled person, to address the enrolled person's treatment issues
and goals. May be provided to multiple families.

11. Group Therapy and Counseling: Face-to-face therapeutic interaction to
address the enrolled person's treatment issues and goals with a group
of clients.

12. Individual Therapy and Counseling: Face-to-face therapeutic
interaction with the enrolled person to address the enrolled person's
treatment issues and goals.

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

13. Inpatient Hospital/Inpatient Acute Care: Acute psychiatric treatment
and/or detoxification provided in an inpatient acute care facility or
licensed Level I psychiatric health facility.

14. Inpatient Psychiatric Facility for Persons Under 21 Years of
Age/Residential Treatment Center: Active treatment provided under
professional supervision in a JCAHO accredited Level I facility
licensed by the Arizona Department of Health Services to provide
behavioral health services.

15. In Home and Community Services: Therapeutic activities provided to
persons and/or their families in the home, school, pre-school, after
school, nursery/day-care or other residential or non-office setting.

16. Laboratory, Radiology and Medical Imaging: Laboratory, radiology and
imaging services ordered for diagnosis, screening or monitoring of a
behavioral health condition.

17. Partial Care, Basic: A regularly scheduled program of therapeutic
services, provided in a group, including psychosocial rehabilitation,
supportive counseling and other activities to promote coping,
problem-solving, independent living and socialization skills or to
prevent placement in a more restrictive setting.

18. Partial Care, Intensive: A regularly scheduled program of active
treatment modalities, including individual, group and/or family
therapy, psychiatric services and other therapeutic activities,
provided in a group under the direction of a psychiatrist or
psychologist or a certified behavioral health professional, to address
acute or episodic behavioral health problems or to prevent placement
in a more restrictive setting.

19. Pre-petition Screening, Court Ordered Evaluation and Treatment:
Screening, evaluation and treatment associated with involuntary
commitment pursuant to ARS Title 36, Chapter 5, Articles 1 - 9,
consistent with the provisions of ARS Title 36, Chapter 5, Article 6.
The Counties are the primary payer for Pre-petition Screening and
Court Ordered Evaluation.

20. Prescription Medications and Pharmacy: Medications on the RBHA
Formulary prescribed by a licensed physician, certified nurse
practitioner in collaboration with a physician, or physician assistant
under the direction of a physician and dispensed under the direction
of a licensed pharmacist.

21. Psychosocial Rehabilitation: A program of remedial treatment to
rehabilitate skill deficits. May include skill building in management
of assaultive behavior, social integration and other activities of
community and daily living.

22. Psychiatric Nursing Services: Nursing services by an RN who meets the
qualification specified in AAC, Title 9, Chapter 20, for a behavioral
health professional.

23. Psychiatric Services: Psychiatric evaluation, management, consultation
and other professional services provided by licensed allopathic or
osteopathic physicians who are board-certified or who have completed
an accredited residency in psychiatry.

24. Psychological Services: Evaluation, consultation, testing and other
professional services provided by licensed psychologists.

25. Residential Services: Behavioral health services provided in an array
of licensed out of home living environments to meet therapeutic goals
for the enrolled person. Includes therapeutic group homes, crisis
stabilization and detoxification facilities, therapeutic ▇▇▇▇▇▇ care
and other facilities that provide a supportive, protective
environment, improve or stabilize the enrolled person's behavioral
health, systematically reduce dependence on alcohol and other drugs,
or prevent placement in a more restrictive environment.

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

26. Respite: Planned, short-term therapeutic care, consistent with the
behavioral health needs of the enrolled person, to supplement
behavioral health care, to provide a safe living environment and/or to
support family and other care givers for the benefit of the enrolled
person.

27. Screening: A brief face-to-face assessment of behavioral health status
with preliminary recommendations for covered services including the
need for further evaluation or determination that no behavioral health
need exists. Screening includes identification of and early
intervention to individuals who are at risk for the development or
emergence of behavioral health disorders.

28. Specialized Substance Abuse Treatment: An array of structured
interventions to reduce or eliminate abuse and dependence on alcohol
and other drugs and to address other adverse conditions related to
substance abuse. Interventions are provided in a range of ambulatory,
inpatient and residential settings and can include detoxification,
methadone maintenance and recovery support services.

29. Supported Housing Services: Services provided to assist the person to
obtain and maintain housing in an independent community setting.

30. Transportation: Emergency and non-emergency transportation to
medically necessary covered services. In an emergency, transportation
is to the nearest appropriate emergency facility.

31. Vocational Services: Services to prepare the enrolled person for or
maintain competitive employment. Activities include but are not
limited to vocational screening, evaluation and training, and
sheltered or supported employment.

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 2
SUMMARY OF BENEFITS/1/
Effective July 1, 2001

PIMA COUNTY - GSA 5

---------------------------------------------------------------------------------------
PRIORITY POPULATIONS RATE CODE TITLE XIX
---------------------------------------------------------------------------------------

SERIOUS MENTAL ILLNESS (SMI)
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX TXXI All Covered
10xx-38xx 6011-6015 Services
43xx-50xx
85xx-87xx
9911-9938
---------------------------------------------------------------------------------------
Non-AHCCCS 7000 NA
Lost Title XIX or Title XXI
eligibility
---------------------------------------------------------------------------------------
CHILDREN
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX TXXI All Covered
10xx-38xx 6011-6015 Services/2/
43xx-50xx
85xx-87xx
9911-9938
---------------------------------------------------------------------------------------
Non-AHCCCS 7000 NA
Lost Title XIX or Title XXI
eligibility
SEH
SED
---------------------------------------------------------------------------------------
GENERAL MENTAL HEALTH (GMH)
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX TXXI All Covered
10xx-38xx 6011-6015 Services/2/
43xx-50xx
85xx-87xx
9911-9938
---------------------------------------------------------------------------------------
Non-AHCCCS 7000 NA
Lost Title XIX or Title XXI
eligibility

---------------------------------------------------------------------------------------
Court-Ordered Treatment (GSA 5 only) 7999 NA

---------------------------------------------------------------------------------------
SUBSTANCE ABUSE (SA)
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX All Covered
10xx-38xx; 43xx-50xx; Services/2/
85xx-87xx; 9911-9938
---------------------------------------------------------------------------------------
Non-AHCCCS 7000 NA
Lost Title XIX or Title XXI
eligibility
Pregnant Women
Intravenous (IV) Drug Abusers
HIV Drug Abusers
Parents of Children in Treatment
Discharge from Detox
---------------------------------------------------------------------------------------
Court-Ordered Treatment (GSA 5 only) 7999 NA

---------------------------------------------------------------------------------------
TOBACCO TAX 9000 NA

---------------------------------------------------------------------------------------
COOL 7000 NA

---------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------
PRIORITY POPULATIONS TITLE XXI NON-AHCCCS (SUBVENTION)
---------------------------------------------------------------------------------------

SERIOUS MENTAL ILLNESS (SMI)
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) 30 Inpatient Days NA
30 Outpatient Visits
Medications

---------------------------------------------------------------------------------------
Non-AHCCCS NA All Covered Services/2/
Lost Title XIX or Title XXI
eligibility
---------------------------------------------------------------------------------------
CHILDREN
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) 30 Inpatient Days NA
30 Outpatient Visits
Medications

---------------------------------------------------------------------------------------
Non-AHCCCS NA All Covered Services/2/
Lost Title XIX or Title XXI
eligibility
SEH
SED
---------------------------------------------------------------------------------------
GENERAL MENTAL HEALTH (GMH)
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) 30 Inpatient Days NA
30 Outpatient Visits
Medications

---------------------------------------------------------------------------------------
Non-AHCCCS NA Exclude Inpatient;
Lost Title XIX or Title XXI Hospital; Residential;
eligibility Medications
and Non-Emergency
Transportation
---------------------------------------------------------------------------------------
Court-Ordered Treatment (GSA 5 only) NA All Covered Services/2/,
Except Inpatient Hospital
---------------------------------------------------------------------------------------
SUBSTANCE ABUSE (SA)
---------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) 30 Inpatient Days NA
30 Outpatient Visits
Medications
---------------------------------------------------------------------------------------
Non-AHCCCS NA Exclude Inpatient;
Lost Title XIX or Title XXI Hospital; Residential;
eligibility Medications
Pregnant Women and Non-Emergency
Intravenous (IV) Drug Abusers Transportation
HIV Drug Abusers
Parents of Children in Treatment
Discharge from Detox
---------------------------------------------------------------------------------------
Court-Ordered Treatment (GSA 5 only) NA All Covered Services/2/,
Except Inpatient Hospital
---------------------------------------------------------------------------------------
TOBACCO TAX NA Services According to
Provider Contract
---------------------------------------------------------------------------------------
COOL NA Exclude Inpatient;
Hospital; Residential;
Medications
and Non-Emergency
Transportation
---------------------------------------------------------------------------------------

/1/ Exceptions to the Summary of Benefits may be made based on medical
necessity as authorized by a psychiatrist.
/2/ All covered benefits includes those services listed in the CPSA Service
Authorization Matrix.

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 3
GEOGRAPHIC SUBDIVISIONS IN GSA 5

[GRAPHIC]

--------------------------------------------------------------------------------------------------
Tohono ▇'▇▇▇▇▇ Nation
--------------------------
A B and B//a// C and C//a// D D//a// E
--------------------------------------------------------------------------------------------------

1. Tucson 6. Marana 13. Three Points 18. Sells 19. San Xavier 20. Ajo
2. South Tucson (Ba on Map) 14. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇. Why
3. Tucson Estates 7. Saguaro 15. Green Valley 22. Lukeville
4. Oro Valley 8. Silver ▇▇▇▇ (Ca on Map)
5. Vail 9. Avra Valley 16. Continental
10. Rilito 17. Arivaca
11. Cortaro
12. Catalina
--------------------------------------------------------------------------------------------------

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 4
CPSA SERVICE AUTHORIZATION MATRIX

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 5
TXXI BEHAVIORAL HEALTH SERVICES AND BENEFIT COVERAGE

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 6

RECONCILIATION PERIODS

-----------------------------------------------------------------------
MONTHLY ENCOUNTER PAYMENTS
-----------------------------------------------------------------------
Month Pay Date Encounter Reconciliation Period
-----------------------------------------------------------------------
July 8/31/01 --
-----------------------------------------------------------------------
August 9/28/01 --
-----------------------------------------------------------------------
September 10/31/01 7/01 - 7/01
-----------------------------------------------------------------------
October 11/30/01 7/01 - 8/01
-----------------------------------------------------------------------
November 12/28/01 7/01 - 9/01
-----------------------------------------------------------------------
December 1/31/02 7/01 - 10/01
-----------------------------------------------------------------------
January 2/28/02 7/01 - 11/01
-----------------------------------------------------------------------
February 3/29/02 7/01 - 12/01
-----------------------------------------------------------------------
March 4/30/02 7/01 - 1/02
-----------------------------------------------------------------------
April 5/31/02 7/01 - 2/02
-----------------------------------------------------------------------
May 6/28/02 7/01 - 3/02
-----------------------------------------------------------------------
June 7/31/02 7/01 - 4/02
-----------------------------------------------------------------------
FY 01/02, if applicable 8/30/02 7/01 - 5/02
-----------------------------------------------------------------------
FY 01/02, if applicable 9/28/02 7/01 - 6/02
-----------------------------------------------------------------------

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 7
CONTRACTOR SERVICE SITE LOCATIONS FOR RISK-BASED SERVICES

----------------------------------------------------------------------------------------------------------------------

Contractor Name: Providence Service Corporation Professional License # N/A

Program Name: BHL License # : BH-1229
----------------------------------

Program Address: ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ DBHS Provider #: 179400200

City/State/Zip: ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ AHCCCS #: 421397

E.I.N./T.I.N./SS#: ▇▇-▇▇▇▇▇▇▇

Mailing Address: Same as above Provider Type: 77

City/State/Zip: Locator Code(s): 801

Days & Hours of Operation: Effective Dates:
Monday - Friday 8:00 am - 5:00 pm Start Date: July 1, 2001 End Date: June 30, 2003

Telephone No.: ▇▇▇-▇▇▇-▇▇▇▇

Fax No.: ▇▇▇-▇▇▇-▇▇▇▇ Intake Site: [X] Y [ ] N

E-Mail Address: ▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇
[X] Children's Services
[X] Title XIX
[X] Non-Title XIX
[X] Title XXI

----------------------------------------------------------------------------------------------------------------------

Contractor Name: Providence Service Corporation Professional License # N/A

Program Name: BHL License # : BH-1869
----------------------------------

Program Address: ▇▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ DBHS Provider #: 179400500

City/State/Zip: ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ AHCCCS #: 474560

E.I.N./T.I.N./SS#: ▇▇-▇▇▇▇▇▇▇

Mailing Address: SAME Provider Type: 77

City/State/Zip: Locator Code(s): 801

Days & Hours of Operation: Effective Dates:
Monday - Friday 8:00 am - 5:00 pm Start Date: July 1, 2001 End Date: June 30, 2003

Telephone No.: (▇▇▇) ▇▇▇-▇▇▇▇

Fax No.: (▇▇▇) ▇▇▇-▇▇▇▇ Intake Site: [ ] Y [X] N

E-Mail Address: ▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇
[X] Children's Services
[X] Title XIX
[X] Non-Title XIX
[X] Title XXI

----------------------------------------------------------------------------------------------------------------------

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 7
CONTRACTOR SERVICE SITE LOCATIONS FOR RISK-BASED SERVICES

----------------------------------------------------------------------------------------------------------------------

Contractor Name: Providence Service Corporation Professional License # N/A

Program Name: Outpatient Services BHL License # : BH-1229

Program Address: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ DBHS Provider #: 179400200

City/State/Zip: ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ AHCCCS #: 421397

E.I.N./T.I.N./SS#: ▇▇-▇▇▇▇▇▇▇

Mailing Address: SAME Provider Type: 77

City/State/Zip: Locator Code(s): 801

Days & Hours of Operation: Effective Dates:
Monday - Friday 8:00 am - 5:00 pm (Satellite Site) Start Date: July 1, 2001 End Date: June 30, 2003

Providence will utilize this facility less than 20 hrs per week.

Telephone No.:
----------------------------------

Fax No.: Intake Site: [X] Y [ ] N
----------------------------------

E-Mail Address: ▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇
[X] Children's Services
[X] Title XIX
[X] Non-Title XIX
[X] Title XXI

----------------------------------------------------------------------------------------------------------------------

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 8
INDEPENDENT PRACTITIONERS - EMPLOYEES (M.D., D.O., R.N.P, P.A. Ph.D.)

----------------------------------------------------------------------------------------------------------------------

Practitioner's Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Professional License #: 1860

Credentials: D.O. DBHS Provider #: 179000100

Mailing Address: ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ AHCCCS #: 263260

City/State/Zip: ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ /1/COS: 01, 47

Telephone Number: (▇▇▇) ▇▇▇-▇▇▇▇ E.I.N./T.I.N./SS#: ▇▇-▇▇▇▇▇▇▇

Fax Number: (▇▇▇) ▇▇▇-▇▇▇▇ Provider Type: 31

E-Mail Address: Locator Code(s): 801
----------------------------------

Prescribing Privileges: [X] Yes [ ] No DEA # ▇▇▇▇▇▇▇▇▇ DEA Start: 3/9/01 DEA End: 3/31/04

Effective Dates: Start Date: July 1, 2001 End Date: June 30, 2003

Population Served:
[X] Children's Services
[X] Title XIX
[X] Non-Title XIX
[X] Title XXI

----------------------------------------------------------------------------------------------------------------------

Practitioner's Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Professional License #: 27301

Credentials: M.D. DBHS Provider #: 215200100

Mailing Address: ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ AHCCCS #: 483454

City/State/Zip: ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ /1/COS: 01, 47

Telephone Number: (▇▇▇) ▇▇▇-▇▇▇▇ E.I.N./T.I.N./SS#: ▇▇-▇▇▇▇▇▇▇

Fax Number: (▇▇▇) ▇▇▇-▇▇▇▇ Provider Type: 08

E-Mail Address: Locator Code(s): 801
----------------------------------

Prescribing Privileges: [X] Yes [ ] No DEA # ▇▇▇▇▇▇▇▇▇ DEA Start: 7/19/99 DEA End: 1/31/02

Effective Dates: Start Date: July 1, 2001 End Date: June 30, 2003

Population Served:
[X] Children's Services
[X] Title XIX
[X] Non-Title XIX
[X] Title XXI

----------------------------------------------------------------------------------------------------------------------

----------
/1/ AHCCCS Category of Service (COS) - Provider Types 08 (Physician, Specialty
Code 192 or 195); 18.(Physician Assistant); 19 (Registered Nurse Practitioner,
Specialty Code 098); or 31(Osteopath, Specialty Code 192) must be in COS 47 -
Mental Health Services.

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ATTACHMENT 9
▇▇▇▇▇▇ VS. SARN PROVISIONS

1. The Contractor shall comply with the following provisions of the
Implementation Plan agreed to by the portion in ▇▇▇▇▇▇ ▇. Department of
Health Services No. C-432355 (Maricopa County Superior Court) and ordered
by the Court on May 6, 1991 (the "Implementation Plan"): paragraphs 1, 3-8,
9, 12-14, 16, 17-18, 21-22, 25, 35-37, 45-46, 48-55, 59-66, 68-69, 73-74,
81, 82-84, 85, 86, 106-107, 109-113, 125, 126-128, 132, 134, 139, 146, 149,
196, 198, 201, 214, 216-217, 223-227, 230-231, 232, 236 and 242.

2. The Contractor shall participate fully in all planning, assessment and data
collection activities of ADHS and the Monitor in implementing the
requirements of the judgment in ▇▇▇▇▇▇ ▇. Arizona Department of Health
Services and the Implementation Plan. These activities include, but are not
limited to:

a. Assessment of clients in the Arizona State Hospital, supervisory care
homes, and board and care homes. Data from these assessments will be
utilized by the entity to plan programs and needed program changes for
the current fiscal year.

b. Compliance audits of the Contractor's programs as designed and carried
out by the Monitor.

c. Collection of data on service needs and delivery in accordance with
the specified services within the Implementation Plan. Data will also
be collected by the Contractor and made available regarding clients
turned down for service, waiting lists and unmet needs within the
service area.

3. The Contractor shall ensure that the rights of persons with serious mental
illness, as set forth in the judgment in ▇▇▇▇▇▇ ▇. Arizona Department of
Health Services, the Implementation Plan, the client rights rules and the
client rights brochure provided for in paragraphs 16 and 149 respectively
of the Implementation Plan, are enforced.

4. The Contractor shall provide training to its employees to ensure that they
are familiar with the rights of individuals with serious mental illness, as
set forth in the judgment in ▇▇▇▇▇▇ ▇. Arizona Department of Health
Services, the Implementation Plan, the client rules and the clients rights
brochures provided for in paragraphs 16 and 149 respectively of the
Implementation Plan.

5. Upon application for services for serious mental illness, all applicants
shall be notified of their rights under the Implementation Plan and shall
be given a copy of the attached Class Notice (Attachment E-IV), dated
November 4, 1991, and the client rights brochure (see Implementation Plan,
paragraph 149). The contents of the Class Notice shall be personally
explained to the applicant. All current clients shall be given a copy of
the Class Notice and the clients rights brochure immediately. The contents
of the Class Notice shall be personally explained to the client by the
client's case manager.

6. The Contractor shall establish a grievance procedure that conforms to
paragraphs 8-14 of the Implementation Plan and the policies and rules to be
implemented by ADHS in accordance with paragraph 9 of the Implementation
Plan.

7. The Contractor shall facilitate clients' use of the grievance procedure and
shall ensure that notice of the grievance procedure is provided to
individuals with serious mental illness in accordance with the
Implementation Plan and the policies and rules of ADHS.

8. The Contractor shall not in any way interfere with an individual's right to
use the grievance procedure or in any way discourage the bringing of
grievances by express or implied threats of retaliation. Nothing in this
provision is intended to prevent the use of informal dispute resolution
processes to resolve client complaints.

9. The Contractor shall comply with the requirements of the Implementation
Plan, paragraphs 35-68, concerning ITPS and with the policies and
regulations concerning ITPS to be adopted by ADHS pursuant to the
Implementation Plan, paragraph 81. These requirements include, but are not
limited to requirements concerning the eligibility determination, the
comprehensive assessment, development of

ATTACHMENT
Effective 7-01-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral CHILDREN'S SERVICES
Health Authority Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

the ITP, the ITP meeting, distributing the ITP, client acceptance of the
ITP, interim ITPs, implementing the ITP, review and modification of the
ITP, and discharge planning from inpatient facilities.

10. The Contractor shall ensure the participation of the client in the
development, implementation, review and modification of the client's ITP to
the greatest extent possible.

11. The ITP shall be based on services that are provided in the least
restrictive, most normal setting and on services that maximize the client's
strengths, independence and integration into the community.

12. The ITP shall be based on the actual needs of the client rather than on
what services are currently available.

13. The Contractor shall implement a written service agreement with the RBHA
for each client who is to receive services in accordance with paragraph 63
of the Implementation Plan.

14. The Contractor shall not discontinue or otherwise interrupt services to a
client without: (a) modification of the ITP in accordance with the
applicable provisions of the Implementation Plan and ADHS policies and
rules, and (b) obtaining prior written approval from the client's clinical
team. If prior written approval is obtained, the Contractor shall give 30
days written notice to the client, the client's guardian, if any, and the
client's case manager. If the client poses a threat of imminent harm to
persons employed or served by the Contractor, the Contractor shall give
notice which is reasonable under the circumstances.

15. No service of the Contractor shall be modified, terminated, interrupted or
discontinued except upon modification of the ITP by the clinical team in
conjunction with the client and the client's guardian and/or designated
representatives, if any.

16. All modifications of the ITP may be grieved by the client, and the case
manager shall inform all clients of this right whenever an ITP is modified.
If a class member grieves a modification, no services shall be modified,
terminated, interrupted or discontinued until the grievance, and any
judicial review thereof, are final.

17. Clients may request a change in case manager, psychiatrist or clinical
team, which request shall be honored to the extent possible.

18. All housing and residential services shall be provided in homelike settings
that are designed to integrate clients into the community. There shall be
no arbitrary time limits on length of stay in any housing or residential
program.

19. The Contractor shall only develop housing and residential services that
comply with the size limitations in the Implementation Plan, paragraph 127,
and that conform to the interpretative guidelines developed by ADHS.

20. The Contractor must accept referrals of all class members in ▇▇▇▇▇▇ ▇.
Arizona Department of Health Services. Once the clinical team determines
that the client requires specific services, no agency under contract or
subcontract with ADHS to provide those same specific services may
unreasonably refuse to provide those services except when, in the case of a
residential program, there are no vacancies, and in the case of other
services, the extension of services would cause the agency to exceed
pre-established staff/client ratios. All refusals to provide services for
whatever reason shall be reported in writing to the medical director of
DBHS.

NOTE: The foregoing shall apply to the extent same relate to services to be
provided by the Contractor under its Subcontract with the RBHA.

ATTACHMENT
Effective 7-01-01

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

===============================================================================================================================
KidsCare
Service: Coverage Limits per How to Count Toward
TXXI Service Codes Benefit Year Benefit Limit Note/Comment
===============================================================================================================================

Inpatient Care 30 Day Inpatient Limit
===============================================================================================================================
Inpatient Hospital 114 Room and Board - Covered under the 30 Each Inpatient Day Prior Authorization
-JCAHO, Level 1 Private psychiatric Day limit per contract counts as 1 day Required Includes
year. toward contract year accommodation, ancillaries
limit. and all treatment
124 Room and Board - Bed hold days are services.
Semi private excluded from coverage.
psychiatric Authorized services, that
are allowable per the
134 Semi-private three provide type, may be
and four beds billed separately by M.D.,
psychiatric D.O., Ph.D. P.A. or Cert.
Psychiatric Nurse
154 Room and Board ▇▇▇▇ Practitioner in an
psychiatric inpatient setting, and
don't count against the 30
day limit per contract
year.

Acute detoxification is a
behavioral health service
and counts towards the 30
day limit.
===============================================================================================================================
Included as part of 30
Out of Home Care Day Inpatient Limit
===============================================================================================================================
Inpatient 114 Room and Board - Covered under the 30 Each Inpatient Day Prior Authorization
Psychiatric Facility Private psychiatric Day limit per contract counts as 1 day Required
Under 21 RTC - year. toward contract year Includes accommodation,
JCAHO, ▇▇▇▇▇ ▇ ▇▇▇ ▇▇▇▇ and Board - limit. ancillaries and all
Semi-private AWOL and Bed hold days treatment services.
psychiatric are excluded from
coverage. Authorized services, that
134 Semi-private three are allowable per the
and four beds provider type, may be
psychiatric billed separately by M.D.,
D.O., Ph.D., P.A. or Cert.
154 Room and Board ▇▇▇▇ Psychiatric Nurse
psychiatric Practitioner in an
inpatient setting, and
don't count against the 30
day limit per contract
year.

Acute detoxification is a
behavioral health service
and counts towards the 30
day limit.
-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

Partial Care Included as part of 30
Services Day Inpatient Limit
===============================================================================================================================
W2000 - Intensive,1/2 Covered under the 30 Each Full Day counts Prior Authorization
1. Partial Care: day, 3 hour Day limit per contract as 1/2 day toward 30 Required
Intensive and minimum year. day limit; each half
Basic day counts as 1/4 Psychiatrist, psychologist
W2001 - Intensive, full day toward 30 day or certified psychiatric
day, 5 hour limit. nurse practitioner
minimum services are included in
W2000= 1/4 day the intensive partial care
2. Partial Care: W2002 - Basic,1/2 day, code/rate; these services
Basic 3 hour minimum W2001= 1/2 day are not counted toward the
day or visit limitation
W2003 - Basic, full day, W2002= 1/4 day and may not be billed
5 hour minimum separately. These
W2003= 1/2 day professional services are
not included in the basic
partial care code/rate;
these services are not
counted toward the day or
visit limitation and may
be billed separately.
-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

30 Outpatient
Outpatient Services Visits/Year
===============================================================================================================================
Individual and 90804-90815 99354 Covered under the 30 On the date of If provider A delivers 2
family therapy and 90816-90819* 99355 visit limit. service, regardless hrs. Individual Counseling
counseling 90821-90824* 99356-99357* of length of from 9-11 AM = 1 visit
90826-90829* 99358-99362 service, or number
90845 99371-99373 of units billed, If provider A delivers 2
90846 W2150 count one service hrs. Individual Counseling
90847 type/code billed by from 9-11 AM and 1 hr
90865 one provider as one Family Counseling from
90870-90871 visit: 11-12 Noon = 2 visits
90875-90876
1 provider, 1 *These services, that are
service code = 1 allowable per the provider
visit type, and provided by an
1 provider, 2 M.D., D.O., Ph.D.,
service codes = 2 Certified Psychiatric
visits Nurse Practitioner in an
inpatient setting, do not
count towards the 30 visit
limit per contract year.
-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

1 provider, 1 *These services, that are
service code = 1 allowable per the provider
visit type, and provided by an
1 provider, 2 M.D., D.O., Ph.D.,
service codes = 2 Certified Psychiatric
visits Nurse Practitioner in an
inpatient setting, do not
count towards the 30 visit
limit per contract year.
-------------------------------------------------------------------------------------------------------------------------------
Group therapy and 90849 W2153 Covered under the 30 On the date of
counseling 90853 W2351 visit limit per service, regardless
90857 contract year. of length of
99411-99412 service, or number
of units billed,
count one service
type/code billed by
one provider as 1/2
visit.

1 provider, 1
service code = 1/2
visit
1 provider, 2
service codes = 1
visit
-------------------------------------------------------------------------------------------------------------------------------
Emergency/crisis 99281-99285 Covered; no limit per N/A
stabilization and W2020 - contract year.
care W2021
-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

30 Outpatient
Outpatient Services Visits/Year
===============================================================================================================================
Behavior Management W2200 - Covered under the 30 On the date of
W2202 visit limit per service, regardless
contract year. of length of
service, or number
of units billed,
count one service
type/code billed by
one provider as one
visit.

1 provider, 1
service code = 1
visit
-------------------------------------------------------------------------------------------------------------------------------
Psychosocial W2210 Covered under the 30 On the date of
Rehabilitation visit limit per service, regardless
contract year. of length of
service, or number
of units billed,
count one service
type/code billed by
one provider as one
visit.

1 provider, 1
service code = 1
visit
-------------------------------------------------------------------------------------------------------------------------------
Support Services

Evaluation and 90801- 99347- Covered under the 30 On the date of *These services, that are
Diagnosis 90802 99350 visit limit per service, regardless allowable per the provider
(assessment) 90805 99358- contract year. of length of type, and are provided in
90807 99362 service, or number an inpatient setting by an
90809 *90817 of units billed, M.D., D.O., or Certified
90811 *90819 count one service Psychiatric Nurse
90813 *90822 type/code billed by Practitioner, do not count
90815 *90824 one provider as one towards the 30 visit limit
90865 *90827 visit. per contract year.
90880 *90829
90885 *99217 1 provider, 1
90887 *99221- service code = 1
90889 99223 visit
90899 *99231-
96100 99236
-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

-------------------------------------------------------------------------------------------------------------------------------
KidsCare
Service: Coverage Limits per How to Count Toward
TXXI Service Codes Benefit Year Benefit Limit Note/Comment
===============================================================================================================================

99199 *99238-
99201- 99239
99205 *99251-
99218- 99255
99220 *99261-
99241- 99263
99245 *99356-
99271- 99357
99275 99371-
99301- 99373
99303 99499
99311- W2050
99313
99341-
99345
-------------------------------------------------------------------------------------------------------------------------------
Screening W2052 Covered; not Not to be performed more
counted toward than once per each six
the 30 visit month period of continuous
limit per behavioral health service.
contract year.

-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

Laboratory and 70450 82607 Covered; no N/A
radiology services 70460 82742 limit per
70470 82746 contract year.
70551- 82977
70553 83840
80051 83925
80100- 83992
80102 84022
80152 84132
80154 84146
80156 84436
80160 84439
80164 84443
80166 84520
80174 84703
80178 85007-
80299 85009
80420 85013-
81000- 85014
81003 85018
81005 85021-
81025 85025
81050 85027
82055 85031
82205 85048
82075 85651-
82145 85652
82382 86580
82520 86585
82530 86592-
82533 86593
82565 86689
G0001 86701-
82570 86703
82575 87390-
87391
93000
93005
93010
93040
95819

-------------------------------------------------------------------------------------------------------------------------------

ATTACHMENT 5
TITLE XXI BEHAVIORAL HEALTH SERVICES: BENEFIT COVERAGE
Effective July 1, 1999

CPSA Revised: 6/1/00

Psychotropic Per ADHS Medication Covered; no limit per N/A
Medication Formulary + J1631, J2680 contract year.
-------------------------------------------------------------------------------------------------------------------------------
Medication review, 90782 Covered; no limit per N/A
adjustment & 90862 contract year.
monitoring 99211
99212-99215
W2100
-------------------------------------------------------------------------------------------------------------------------------
Case Management W2030 Covered; no limit per N/A Prior Authorization
contract year. Required thru 8/31/99.
Effective 9/1/99 no prior
authorization is required.

Case management is
intended to enhance
treatment compliance and
effectiveness. May be
face-to-face or
telephonic; may vary in
frequency and intensity
based on member need.
Includes case coordination
or service coordination.

Case management refers to
services provided, not to
an individual case
manager.
-------------------------------------------------------------------------------------------------------------------------------
Emergency A0360 Covered; no limit per N/A Emergency transportation,
Transportation, A0362 contract year. including transfers, by a
Medically Necessary A0380 registered emergency
A0382 transportation provider,
A0398 may be provided without
limitation.
-------------------------------------------------------------------------------------------------------------------------------
Non-Emergency Not Applicable Not a Covered Benefit N/A N/A
Transportation, under Title XXI
Medically Necessary A0100
A0110
A0130
A0140
A0160
Z3610
Z3620
Z3643
Z3717
-------------------------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral AMENDMENT #1
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

Effective July 1, 2001 the Subcontract Agreement between the Community
Partnership of Southern Arizona and The Providence Service Corporation, is
amended as follows:

1. Specialty Provider Incentive language that has been added to the
Special Provisions. This is one-time funding that is effective July 1,
2001 through June 30, 2002. Funding Allocation Schedule is included.

All other terms, conditions and provisions of the Subcontract Agreement shall
remain unchanged.

================================================================================

RBHA: Community Partnership of Southern Arizona
--------------------------------------------

Signature:
--------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇., Chief Executive Officer
--------------------------------------------

Date:

================================================================================

Provider: The Providence Service Corporation
--------------------------------------------

Signature:
--------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇▇, President,
The Providence Service Corporation
--------------------------------------------

Date:

--------------------------------------------------------------------------------

Signature:
--------------------------------------------
Print Name and Title: ▇▇▇▇ ▇. ▇▇▇▇, President,
Providence of Arizona, Inc.
--------------------------------------------

Date:

================================================================================

Amendment
Effective 7-1-01 Page 1 of 4

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral AMENDMENT #1
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

The following language will be added to the FY2001-02 Risk-based boilerplate
(Single), Special Provisions:

R. SPECIALTY PROVIDER INCENTIVE PROGRAM

1. Eligibility Requirements. To ensure the availability and utilization
of Specialty Providers the RBHA will reimburse the Contractor the cost
of specialty services provided to DES/CPS referred children up to the
limitations described below in paragraph 2. Children receiving these
services must be enrolled in the RBHA system. Specialty Providers are
defined as qualified master level behavioral health professionals who
are:

a. certified by the Arizona Board of Behavioral Health Examiners as
Certified Independent Social Worker (CISW); Certified
Professional Counselor (CPC); or Certified Marriage and Family
Therapist (CMFT);

b. credentialed and privileged by the Contractor as having two (2)
years of training or experience in a specialty area treating
children with certain behavioral health needs or problems;
(specialty areas currently include attachment and bonding
disorders; post traumatic stress disorders; sexual abuse victims;
sexual offenders; adoptions, eating disorders and developmental
disabilities); and

c. registered with AHCCCS and ADHS/DBHS and issued unique AHCCCS and
ADHS/DBHS provider identification numbers.

In addition to the requirements above and in order for the Contractor
to be eligible for the incentive payment, the Specialty Provider must

a. be contracted (not employed) by the Contractor;

b. ▇▇▇▇ independently using their unique AHCCCS and ADHS/DBHS
provider identification numbers for specialty services provided
to DES/CPS referred children; and

c. comply with all reporting and/or tracking requirements as
stipulated by ADHS/DBHS or the RBHA.

2. Incentive Payment. Contractor shall be reimbursed on a
fee-for-services basis for specialty services provided to an enrolled
child member by a contracted and credentialed/privileged Specialty
Provider.

a. Fee-for-service payments due to the Contractor shall be
determined on a monthly basis and paid to the Contractor in
accordance with the following:

GSA 5

=============================================================
No. of Sessions Service Limitation Rate Reimbursement
-------------------------------------------------------------
6 First 15 children $65.00 100%
-------------------------------------------------------------
3 $65.00 100%
--------------- Up to 74 children ----------------------
3 $65.00 50%
=============================================================

Amendment
Effective 7-1-01 Page 2 of 4

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral AMENDMENT #1
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

b. The yearly contract value for the Specialty Provider Incentive
Program shall not exceed $27,533.00.

Contractor shall submit an invoice to the RBHA within fifteen (15)
days following the end of the month. At minimum, the invoice shall
include the following information:

i. Member ID number

ii. Name of Specialty Provider

iii. Specialty Provider's AHCCCS and ADHS/DBHS Provider ID
numbers

iv. Date(s) of service

v. Procedure code(s)

vi. Unit(s) of service

vii. Amount due

c. Payments to the Contractor shall be made within thirty (30) days
of receipt of the Contractor's invoice and verification of
encounter data in the CPSA Claims/Encounter System that supports
the claim for reimbursement.

d. The Contractor shall submit 100% of the encounters for all
specialty services provided to child members. All submissions
shall meet Fiscal Agent system requirements.

Amendment
Effective 7-1-01 Page 3 of 4

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona SUBCONTRACT AGREEMENT
Regional Behavioral AMENDMENT #1
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

FUNDING ALLOCATION SCHEDULE
SPECIALTY PROVIDER INCENTIVE PROGRAM
(HARD COPY INSERTED HERE)

Amendment
Effective 7-1-01 Page 4 of 4

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO.2
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

The Subcontract Agreement between the Community Partnership of Southern Arizona
and The Providence Service Corporation, is amended as follows:

1. Effective October 1, 2001, to incorporate revisions to Senate ▇▇▇▇ 1087
Children's Health Insurance Program (Title XXI KidsCare) to expanded
behavioral health services and to eliminate the service limitations and the
requirements for tracking of services provided.

a. Schedule I-B, Special Provisions, Title XXI KidsCare is replaced in
its entirety and attached.

b. Schedule II-B, Scope of Work, Title XXI KidsCare is replaced in its
entirety and attached.

c. Attachment 2: Summary of Benefits is replaced in its entirety and
attached.

d. Attachment 5: Title XIX Behavioral Health Services and Benefit
Coverage is deleted in its entirety.

All other terms and conditions remain the same.

--------------------------------------------------------------------------------

RBHA: Community Partnership of Southern Arizona
--------------------------------------------------------

Signature:
--------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇, Chief Executive Officer
--------------------------------------------------------
Date:
--------------------------------------------------------------------------------

Contractor: The Providence Service Corporation
--------------------------------------------------------

Signature:
--------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇. ▇▇▇▇, President,
Providence of Arizona, Inc.
--------------------------------------------------------
Date:

--------------------------------------------------------------------------------

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 1 of 10

SCHEDULE 1-B
SPECIAL PROVISIONS-TITLE XXI KIDSCARE

A. COVERED SERVICES:

The Contractor shall provide, either directly or through subcontract
arrangement, Covered Services in accordance to Attachment 2, Summary of
Benefits and reported in accordance to Attachment 4, CPSA Authorized
Service Matrix. Covered Services to TXXI Members shall be provided as part
of an integrated continuum of care. The Contractor shall manage the care of
Members assigned to the Contractor in accordance with Schedule II-B, TXXI
KidsCare Scope of Work.

B. UNCOVERED SERVICES:

While the provisions of this Subcontract include Title XIX services and
procedure codes to Title XXI Member, it may be medically necessary to
provide Non-Title XIX/XXI services as part of the continuum of care.
Non-Title XIX/XXI services rendered to a TXXI Child or SMI member will not
be paid with Title XXI funds, but will be encountered and reported as
Non-Title XIX/XXI encounters. These uncovered services will be reflected in
the encounter value of the Non-Title XIX/XXI Case Rates in the Contractor's
Risk-based Subcontract with the RBHA.

Contractor must follow ADHS/DBHS and RBHA policies regarding service
priorities for those persons who lose Title XIX or Title XXI eligibility
while in treatment.

C. PHARMACY SERVICES:

Pharmacy services, including the cost of medications, provided to Title XXI
Members shall be paid for by the RBHA on a fee-for-service basis to the
contracted pharmacy provider.

D. SEH CHILDREN (For Children Providers only):

The Contractor must identify all new enrollees who are Seriously
Emotionally Handicapped (SEH) children. These are children who have an
Individual Education Program (IEP) in their home school district. These
children will be identified at time of intake, using the designated
indicator in the intake packet, which is submitted to the RBHA.

For each SEH identified child, the Contractor must have an Arizona
Department of Education (ADE) Letter signed by the school special education
department to utilize SEH funds. This letter must be filed in the child's
clinical record and will act as verification that the child is entitled to
use SEH funds for treatment services.

E. SCHOOL-BASED SERVICES:

Contractor shall provide school-based services for Title XXI Children.

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 2 of 10

F. TRANSITION AT AGE 18:

Contractor and its Subcontracted Providers are responsible for following
the RBHA policy and procedures for Children turning 18 and transferring to
the Adult services system.

G. CHILDREN'S IGAS:

Contractor and its Subcontracted Providers who provide services to children
must comply with the DES, DDD, ADJC, DOE and AOC IGAs and submit applicable
monthly or quarterly updated progress reports as required to the
appropriate State agency. The Contractor shall ensure that a copy of such
report(s) are filed in the child's clinical record.

H. GROUP HOMES FOR JUVINILES

The Contractor shall comply with A.R.S. Title 36, Chapter 10, as it applies
to group home services that are either provided directly by the Contractor
or provided through a subcontract arrangement with a group home provider.
The Contractor shall include the following minimum provisions as part of
its subcontract (s) with group home providers and is responsible for
monitoring group home providers to ensure that these provisions are
implemented:

1. Definitions:

a. "Contract Violation" means a licensing violation or a failure of
the group home to comply with those provisions of this
Subcontract.

b. "Contracting Authority" means the Regional Behavioral Health
Authority or the State agency or division, office, section bureau
or program that is responsible for the administration and
monitoring of contracts with group homes.

c. "Group Home" means a residential facility that is licensed to
serve more than four minors at any one time and that is licensed
by the department of health services pursuant to A.R.S. Title 36,
Chapter 4 or Section 36-591, Subsection b or by the Department of
Economic Security pursuant to Title 8, Chapter 5, Article 1 and
that provides services pursuant to a contract for minors
determined to be dependent as defined in Section 8-201 or
delinquent or incorrigible pursuant to Section 8-341, or for
minors with developmental disabilities, mental health or
substance abuse needs. Group home does not include hospitals,
nursing homes, child crisis and domestic violence shelters, adult
homes, ▇▇▇▇▇▇ homes, facilities subject to any transient
occupancy tax or behavioral health service agencies that provide
twenty-four (24) hours or continuous physician availability.

d. "Licensing Authority" means the State agency or its division,
office, section, bureau or program that is responsible for
licensing group homes.

e. "Licensing Violation" means a determination by the licensing
authority that the group home is not in compliance with licensing
requirements as prescribed in statute or rule.

f. "Neighbor" means a person residing within a quarter of a mile
radius of the group home.

g. "Resident" means any person who is placed in a group home
pursuant to a (sub)contract with a contracting authority.

2. General Requirements:

a. The group home shall provide a safe, clean and humane environment
for the residents.

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 3 of 10

b. The group home is responsible for the supervision of the
residents while in the group home environment or while the
residents are engaged in any off-site activities organized or
sponsored by and under the direct supervision and control of the
group home or affiliated with the group home.

c. All group home providers shall be licensed by either the
Department of Health Services or the Department of Economic
Security.

d. The award of a group home contract by the Contractor is not a
guarantee that members will be placed in the group home.

e. A license violation by the group home provider that is not
corrected pursuant to this section may also be considered a
contract violation.

f. State agencies, RBHAs and the Contractor may share information
regarding group home providers. The shared information shall not
include information that personally identifies residents of group
homes.

g. A group home's record of contract violations and licensing
violations may be considered by the Contractor, the RBHA or
ADHS/DBHS when it evaluates any requests for proposals or in the
credentialing/recredentialing process.

3. Contract Remedies/Sanctions:

a. A schedule of financial sanctions in an amount of up to $500.00
per violation that the Contractor, after completing an
investigation, may assess against the group home provider for a
substantiated contract violation defined as a licensing violation
or a failure of the group home to comply with those provisions of
its subcontract relating to paragraphs a, b, c of the previous
section, relating to the health, care or safety of a member or
the safety of a neighbor. A financial sanction may be imposed for
a contract violation related to the safety of a neighbor only if
the conduct that constitutes the violation would be sufficient to
form the basis for a civil cause of action from damages on the
part of the neighbor whether or not such a civil action has been
filed. These sanctions may be imposed by either deducting the
amount of the sanction from any payment due or withholding future
payments. The deduction or withholding may occur after any
hearing available to the group home provider.

b. The Contractor may remove members from the group home or may
suspend new placements to the group home until the contracting
violation(s) is corrected.

c. The Contractor's right to cancel the Subcontract.

d. A person may bring a complaint against any state agency that
violates this section pursuant to A.R.S. Title 36, Section
41-1001.01. In addition to any costs or fees awarded to a person
resulting from a complaint of violation of this section, the
state agency shall revert the sum of $5,000 from its General Fund
operation appropriation to the state treasury for deposit in the
State General Fund for each violation that is upheld by an
administrative law judge or hearing officer. The state agency may
impose a sanction against the RBHA, who in turn may imposed a
sanction against the Contractor, equal to the amount of the
sanction and any costs or fees awarded to the person as a result
of a complaint of violation of this section. The legislature
shall appropriate monies that revert under this section for a
similar program that provides direct services to children.

4. Notification Requirements:

a. Within ten (10) business days after the Contractor receives a
complaint relating to a group home, the Contractor shall notify
the Provider and the RBHA and either initiate an investigation or
refer the investigation to the licensing authority. If any
complaint

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 4 of 10

concerns an immediate threat to the health and safety of a
member, the complaint shall be immediately referred to the
licensing authority. If the Contractor determines that a
violation has occurred, it shall:

b. Notify all other contracting authorities of the violation.

c. Coordinate a corrective action plan to be implemented within
ninety (90) days.

d. Require the corrective action plan to be implemented within
ninety (90) days.

e. If a licensing deficiency is not corrected in a timely manner to
the satisfaction of the licensing authority, the Contractor may
cancel the Subcontract immediately on notice to the Provider and
may remove the members.

I. METHOD OF COMPENSATION:

The RBHA reserves the right to renegotiate the services, rates, and/or
method of compensation as set forth in these Special Provisions.

1. The RBHA reserves the right to convert the provision of Title XXI
KidsCare Services from the Fee-For-Service payment mechanism described
in Paragraph H.2., below to an at-risk mechanism at its discretion and
within thirty (30) days notice to Contractor.

2. Contractor shall be reimbursed on a fee-for-service basis for Covered
Services provided to a Title XXI Member. Title XXI uncovered services
will be processed in accordance with Paragraph B., Uncovered Services.

5. The Contractor and its Subcontracted Providers shall submit 100% of
claims/encounters for all Covered Services provided to Title XXI
Members under the terms of this Subcontract. All submissions shall
meet Fiscal Agent system requirements.

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 5 of 10

SCHEDULE II - B
SCOPE OF WORK
KIDSCARE TXXI SERVICES

A. PURPOSE OF PROGRAM:

To provide Title XXI behavioral health treatment to eligible children and
adults.

B. CONTRACT DATE:

October 1, 2001 through June 30, 2002

C. MINIMUM STAFFING REQUIREMENTS:

1. The Contractor maintains clinical, organizational, managerial and
administrative systems and staff capable of fulfilling all subcontract
requirements by ensuring that all staff have appropriate training,
education, experience, orientation and credentialing to fill the
requirements of their positions. The Contractor ensures that staff
training includes, but is not limited to, linguistically and
culturally appropriate practices.

2. The service continuum must provide a comprehensive system of care with
the capacity to effectively deliver simultaneous mental health and
substance use disorder assessment and treatment at every level of care
for persons with co-occurring disorders. The Contractor will strive to
implement the Principles adopted by the Arizona Integrated Treatment
Consensus Panel.

3. Each intake site must have a staff person trained in financial
screening and dedicated to the completion of applications for public
benefits.

D. SERVICE AVAILABILITY:

1. The Contractor provides for a continuum of covered services arranged
to meet the treatment needs of enrolled Members.

2. The Contractor must provide to the Member, in writing, instructions
for how to access the above 24-hour services.

Intake services are available during non-business hours to accommodate Member
access into the system. Intake services are also available outside the
Contractor's office, i.e. schools, homes, wellness centers.

E. POPULATION SERVED:

Children - Title XXI

Seriously Mentally Ill -Title XXI, Adults, age 18 years old - end of the
month of 19th birthday

General Mental Health/Substance Abuse - Title XXI, Adults, age 18 years old
until the end of the month of 19th birthday

F. SERVICES PURCHASED:

1. Covered Services are purchased to ensure a continuum of care in
accordance with the CPSA Summary of Benefits. Covered services are
defined by service codes in the CPSA Service Authorization Matrix.

2. The Contractor is responsible to ensure compliance with prior
authorization requirements applicable to the Title XXI program.

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 6 of 10

G. MEMBER ELIGIBILITY:

1. All Title XXI Children, General Mental Health/Substance Abuse and SMI
Members are eligible for medically necessary covered services to meet
their benefit health needs. CPSA is a payer of last resort and a
financial assessment must be completed to determine assessment of
co-payment. Coordination of benefits must occur. The Member is to be
assisted in applying for entitlements.

H. REFERRALS:

1. The Contractor must accept and track referrals according to CPSA
contract requirements.

2. Contractors who provide SMI and General Mental Health services will
accept referral of enrolled Title XXI children within 6 months of
their upcoming 18th birthday. The adult Contractor will coordinate and
cooperate with the children's service Contractor to ensure smooth
transition into the adult programs upon the child turning 18 years of
age.

I. MEMBER INTAKE AND ENROLLMENT:

2. The Contractor will maintain an adequate number of intake sites.
Scheduled hours for intake appointments must ensure accessibility and
ease of entry into the behavioral health system.

4. The intake Contractor will determine potential eligibility for
entitlements and will assist the eligible or enrolled person in
applying for such entitlements. All intake Contractors will assist
eligible or enrolled persons in completing Title XXI (KidsCare)
applications, if applicable, and shall monitor the application for
acceptance or denial. Tracking of Title XXI enrolled Members who lose
and regain Title XXI eligibility will occur and Members will be
assisted in reapplying for Title XXI benefits if lost, when
applicable. In the event of scheduled entitlement intake appointments,
individuals will be apprised of the documents that will be needed to
facilitate the establishment of eligibility.

J. MEMBER ASSESSMENT:

1. Financial assessments must be completed by staff trained in
Coordination of Benefits and Coordination of Care according to the
CPSA Financial Screening Manual.

2. The following assessments are required to be completed at intake,
every 6 months, six months prior to tuning 18, upon closure and at the
time of significant change in behavior or functional level:

a. Arizona Level of Functioning Assessment (ALFA)

b. Service Level Check Guidelines

c. Client Assessment Form

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 7 of 10

d. Clinical Global Impression (CGI) for persons receiving
medications at intake or when prescribing of medication begins

e. Health Status Questionnaire (SF-12)(Adults only)

3. A comprehensive Psychosocial Assessment is completed on all Members
upon intake and updated annually. The Psychosocial assessment included
in the CPSA Clinical Documentation Manual may be used. In addition to
the psychosocial assessment, the Contractor must implement a screening
protocol for use with all individuals to determine if the Member has
issues of substance abuse or substance dependence. Staff must be
trained in the administration of standardized screening tools such as
the MAST, the DAST, the CAGE or other substance abuse screening tools.

4. The following additional or more intensive assessments may need to
occur based on information gathered in the initial clinical
assessment:

a. Psychological Evaluation

b. Psychiatric Evaluation

c. Neurological Evaluation

d. Special assessment of Members with Mental Retardation and other
Developmental Disabilities

e. Comprehensive substance abuse disorders evaluation

f. Identification of and assessment of victims of abuse and neglect

K. LENGTH OF STAY:

2. Contractor will use CPSA Level of Care criteria for Acute Inpatient,
Intensive Residential, Therapeutic Group Home, Therapeutic ▇▇▇▇▇▇ Care
Group Home, and Behavioral Health Day Programs.

3. Contractor will use American Society of Addictions Medicine patient
place criteria for determining level of care for substance abuse
treatment and length of stay.

4. A Title XXI Adult General Mental Health Member who becomes 19 years
old and is no longer entitled to Title XXI benefits will be
transitioned to behavioral health services in the community and/or
assisted to apply for other entitlements. Medications will be
gradually decreased or prescribed for 30 days until an alternate
Contractor has assumed responsibility for the care of the Member.

5. A Title XXI Adult SMI Member who becomes 19 years old and is no longer
entitled to Title XXI benefits will continue to receive SMI services
as a non-Title XIX Member. The Contractor will notify CPSA of this
change.

L. REPORTING REQUIREMENTS:

2. Additional data is required including:

a. Utilization (Census) Data

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 8 of 10

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 2
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

b. Monthly or quarterly updated progress reports to appropriate
state agencies (i.e. DES,DDD,ADJC,DOE,AOC)

c. SEH Encounter Data

3. The Contractor will submit additional reports as required by special
program provisions or in response to identified discrepancies
identified through monitoring efforts.

M. Evaluation Methodology:

1. Annual Consumer Satisfaction Survey

2. Stakeholder Survey at least biennially

3. Outcome Studies

4. Assessment of Compliance and Progress in Meeting Staffing Pattern
Requirements

5. Assessment of Compliance with Quality Management Indicators

6. Performance Improvement Projects

7. ALFA, CGI, SF-12 Data submission

N. Program Description:

The Program Description must be submitted within thirty (30) days of the
execution of this Subcontract and at minimum must include the following
information:

1. Service description that includes at minimum the following:

a. Services provided

b. Estimated number of individuals that will be served during the
contract year or at any given time Service description

c. Service site(s) that includes physical address, days/hours of
operation

d. Admission criteria

e. Discharge criteria

f. Exclusion criteria

g. Staffing pattern including position, title and full time
equivalency

h. Quality Management Plan (based on requirements included)

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 9 of 10

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 2
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

Insert Summary of Benefits

ATTACHMENT 2

Revised 10-01-01
Final Jun 7-01
Effective 7-01-01 Page 10 of 10

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 3
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

The Subcontract Agreement between the Community Partnership of Southern
Arizona and The Providence Service Corporation is amended as follows:

1. Effective October 3, 2001, to incorporate changes resulting from the
implementation of the ADHS/DBHS Covered Behavioral Health Services
project.

a. Subcontract Boilerplate is replaced in its entirety and attached.

b. Appendix A: Uniform Terms and Conditions, Section EE. Member
Grievance and Appeals, is amended to add paragraph 5 and is
attached.

c. Schedule I-A: Special Provisions is replaced in its entirety and
attached.

d. Schedule V: Contract Deliverables is replaced in its entirety and
attached.

e. Attachment 1: Covered Services is deleted in its entirety.

f. Attachment 4: CPSA Service Authorization Matrix (includes Covered
Service changes).

g. Attachment 10: HB2003 Children's Service Codes Reference Sheet
has been added and is attached.

All other terms and conditions remain the same.

---------------------------------------------------------------------------
RBHA: Community Partnership of Southern Arizona
-----------------------------------------
Signature:
-----------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇, Chief Executive Officer
-----------------------------------------
Date:
---------------------------------------------------------------------------
Contractor: The Providence Service Corporation
-----------------------------------------
Signature:
-----------------------------------------
Print Name and Title: ▇▇▇▇ ▇. ▇▇▇▇, President,
Providence of Arizona, Inc.
-----------------------------------------
Date:
---------------------------------------------------------------------------

Revised 11-01-01
Effective 10-03-01

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 3
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
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CONTRACT NUMBER: A0108 FY 01/02
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"CONTRACTOR": THE PROVIDENCE SERVICE CORPORATION
▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇, President

A. RECITALS:

NOW, THEREFORE, in consideration of the mutual promises and undertakings
set forth herein, the RBHA and the Contractor agree as follows:

B. DEFINITIONS:

As used throughout this Subcontract, the following terms shall have the
meanings set forth herein, the RBHA and the Contractor agree as follows:

1. "ADAMHA" is the former name of Substance Abuse and Mental Health
Services Administration (SAMHSA).

2. "ADES" means the Arizona Department of Economic Security.

3. "ADHS" means the Arizona Department of Health Services.

4. "ADHS/DBHS Covered Behavioral Health Services Guide" means the
document, including appendices, that list all covered services and
which may be amended or supplemented from time to time.

5. "ADHS/DBHS Information System" means the ADHS/DBHS CIS and CEDAR
Information System in place or any other data collection and
information system as may be established by ADHS/DBHS or the RBHA.

6. "ADHS/DBHS Policy and Procedures Manual" means the document published
by the ADHS/DBHS that defines the policies and procedures applicable
to behavioral health services made available in Arizona by or through
ADHS/DBHS, as may be amended or supplemented from time to time.

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7. "ADHS Requirements" means those acts and forbearances pertaining to
mental health services funded in whole or in part by ADHS specified in
the ADHS/DBHS manual or under any provisional, interim, temporary or
final rules and regulations of ADHS.

8. "ADHS/DBHS Service Matrix" means the document that lists all covered
services and the rates to be paid in the absence of a subcontract for
each covered service, as may be amended or supplemented from time to
time.

9. "ADHS Uniform Financial Reporting Requirements" means such
requirements for financial reporting as may be established under the
ADHS requirements, the DBHS Manual, or final rules or regulations
promulgated by ADHS/DBHS.

10. "Administrative Appeal" means a written formal request for review of a
decision made by the RBHA or ADHS.

11. "Administrative Services" means the services (other than the direct
provision of behavioral health services including case management) to
eligible and enrolled persons, necessary to manage the behavioral
health system, including, but not limited to: provider relations and
contracting, provider billing, accounting, information technology
services, processing and investigating grievances and appeals, legal
services (including any legal representation of the Contractor at
administrative hearings concerning the RBHA's decisions and actions),
planning, program development, program evaluation, personnel
management, employee-related expenses, professional and outside
services, travel, mileage, staff development and training, provider
auditing and monitoring, utilization review and quality assurance.

12. "Adult" means a person 18 years of age or older, unless the term is
given a different definition by statute, rule or policies adopted by
the ADHS/DBHS or AHCCCS.

13. "AHCCCS" means the Arizona Health Care Cost Containment System as
defined in A.R.S. (S) 36-2901, et. seq.

14. "AHCCCSA" means AHCCCS Administration.

17. "Ancillary Services" means covered behavioral health services that are
provided to support associated treatment, rehabilitative and
supportive services but are not directly beneficial to the behavioral
health condition.

18. "APIPA" means Arizona Physicians IPA, an AHCCCS Health Plan with which
the RBHA contracts for management information system services and
other services.

19. "Appeal" means a formal request for review of a decision made by the
Contractor or a Subcontracted Provider related to eligibility for
Covered Services or the appropriateness of treatment services
provided.

20. "Arizona Administrative Code" (AAC) is the official compilation of the
state regulations and rule established pursuant to relevant statutes
and may be accessed at:
http//▇▇▇.▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇_▇▇▇▇▇▇▇▇/▇▇▇▇▇_▇▇_▇▇▇▇▇▇▇▇.▇▇▇

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Regional Behavioral CHILDREN SERVICES
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21. "Arizona Level of Functioning Assessment Service Level Checklist"
(ALFA) means a rating instrument used for risk stratification and for
prediction of long term service utilization.

22. "Arizona Long Term Care" means a program under AHCCCSA that delivers
long term, acute and behavioral health care services to eligible
members, as authorized by ARS 36-2931 et.seq.

23. "A.R.S." means the Arizona Revised Statutes, as amended and may be
accessed at: http.//▇▇▇.▇▇▇▇▇.▇▇▇▇▇.▇▇.▇▇/▇▇▇/▇▇▇.▇▇▇

24. "Assertive Community Treatment" means a team which offers an array of
services that are provided by community-based, mobile behavioral
health treatment teams to persons who are seriously mentally ill
wherever they are found, 24 hours a day, 7 days per week. The team
composition for the HB2003 project is: team staff to client ratio of
no more than 1 to 12; a minimum of 8 hours per week for each 50
clients of psychiatrist time; one masters level team leader for ever
120 clients; a minimum 8 hours a week for 50 clients of Team RN time;
one team vocational (rehabilitation) specialist for every 120 clients;
and a minimum 50% team contact out of office.

25. "Assigned Member" means an enrolled member assigned to the Contractor
by the RBHA.

26. "Bed Hold" means a twenty-four (24) hour per day unit of service that
is authorized by the Contractor which may be billed despite the
member's absence from the facility. Bed hold days may not exceed 21
total days per contract year per member. Bed holds are applicable for
member absent from a Residential Treatment Center licensed as a Level
1 intensive behavioral health facility and accredited by JCAHO, COA or
CARF for the following:

a. Short term hospitalization leave may be authorized when medically
necessary

b. Therapeutic leave may be authorized to enhance psychosocial
interaction or on a trial basis as part of discharge planning.

27. "Benefit Year" means a period from October 1 of a calendar year
through and including September 30 of the following calendar year.

28. "Behavioral Health Disorder" means mental illness and/or substance
abuse/dependence.

29. "Behavioral Health Medical Practitioner" means a medical practitioner,
i.e. physician, physician assistant, nurse practitioner, with at least
one year of full-time behavioral health work experience as specified
in A.A.C. Title 9, Chapter 20.

30. "Behavioral Health Professional" means a psychiatrist, behavioral
health medical practitioner, psychologist, social worker, counselor,
marriage and family therapist, substance abuse counselor or registered
nurse with at least one year of full-time behavioral health work
experience and who meets the requirements of A.A.C. Title 9, Chapter
20.

31. "Behavioral Health Paraprofessional" means a staff member of a
licensed behavioral health service agency as specified in A.A.C. Title
9, Chapter 20.

32. "Behavioral Health Services" means services to treat or prevent a
behavioral health disorder. Behavioral health services include
services for both mental and substance abuse conditions.

33. "Behavioral Health Technician" means a staff member of a licensed
behavioral health service agency as specified in A.A.C. Title 9,
Chapter 20.

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CONTRACT NUMBER: A0108 FY 01/02
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certificate of residency training including exact dates, or a letter
of verification of residency training from the training director
including the exact dates of training.

35. "Breach" means a failure to perform by the Contractor or any
Subcontractor hereunder or under any Subcontract (including a breach
that is of an inadvertent, technical or isolated nature and including
a breach that is not capable of correction or that is capable of
correction but in fact is not corrected), that is or represents an
impediment to any service to be provided to eligible or enrolled
persons hereunder or a threat with intrinsic economic or other
consequences to AHCCCS, ADHS, the RBHA, any Subcontractor or any
eligible or enrolled person.

36. "Budget Term" means the period of time within a Contract Year for
which funds have been allocated to the Contractor.

37. "Capacity" means the number of members for which a Contractor will
receive case rate payments.

38. "Case Rate" means the amount to be multiplied by capacity to determine
monthly payments to the Contractor from the RBHA.

39. "Case Management Services" means supportive services provided to
enhance treatment compliance and effectiveness. Activities include
assistance in accessing, maintaining, monitoring and modifying covered
services; assistance in finding resources, communication and
coordination of care, outreach and follow-up of crisis contacts or
missed appointment.

40. "Categorically Linked Title XIX Member" means an AHCCCS member
eligible for Medicaid under Title XIX of the Social Security Act
including those eligible under 1931 provisions of the Social Security
Act (previously AFDC), Sixth Omnibus Budget Reconciliation Act
(SOBRA), Supplemental Security Income (SSI), SSI-related groups.

41. "Certified Psychiatric Nurse Practitioner" means a registered nurse
licensed according to A.R.S. Title 32, Chapter 15 and certified under
the American Nursing Association's Statement and Standards for
Psychiatric-Mental Health Clinical Nursing Practice as specified in
A.A.C. Title 4, Chapter 19, Article 505.

42. "Certification of Need for Inpatient Psychiatric Services" means a
specific federal requirement for treatment in inpatient hospitals (42
CFR 456.60); inpatient psychiatric facilities inclusive of residential
treatment centers and subacute facilities (42 CFR 441.152); and mental
hospitals (42 CFR 456.160).

43. "C.F.R." means Code of Federal Regulations and may be accessed at:
http.//▇▇▇.▇▇▇▇▇▇.▇▇▇.▇▇▇/▇▇▇▇/▇▇▇/

44. "Child" means a person who is under the age of 18, unless the term is
given a different definition by statute, rule or policies adopted by
the ADHS/DBHS or AHCCCS.

45. "Children with Special Health Care Needs (CSHCN)", means children
under the age 19 who are: blind/disabled children and related
populations (eligible for SSI under Title XVI); children eligible
under section 1902(e)(3) of the Social Security Act (▇▇▇▇▇ ▇▇▇▇▇▇); in
▇▇▇▇▇▇ care or other out-of-home placement, receiving ▇▇▇▇▇▇ care or
adoption assistance; or receiving services through a family centered
community-based coordinated care system that receives grant funds
under section 501(a)(1)(D) of Title V (CRS).

46. "Claim" means a properly completed CMS 1500 or UB 92 which is
submitted on paper or transmitted electronically and which is to be
received and processed for the purpose of payment or encounter
tracking/valuing services performed by Contractor or its Subcontracted
Providers for members.

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Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
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CONTRACT NUMBER: A0108 FY 01/02
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47. "Clean Claim" means a claim that successfully passes all adjudication
edits.

48. "Clinical Supervision" means the review of skills and knowledge and
guidance in improving or developing skills and knowledge provided by
an individual meeting the requirement of A.A.C. Title 9, Chapter 20,
Article 2.

49. "CMS" means the Center for Medicare and Medicaid Services, (formally
HCFA), an organization within the U.S. Department of Health and Human
Services which administers the Medicare and Medicaid programs and the
State Children's Health Insurance Program.

50. "Collaborative Team" means a team that serves children/adolescents and
includes all individuals involved in providing or potentially
providing services to a client/family. The team may consist of the
following, but is not limited to, enrolled individual, family members
and representatives from agencies appropriate to the child's and
family's needs, including mental health, health, substance abuse
treatment, education, child welfare, juvenile justice, vocational
counseling and rehabilitation.

51. "Community Service Agency" means an agency that is contracted by the
RBHA or a provider network and registered with AHCCCS to provide
rehabilitation and support services consistent with the staff
qualifications and training. Community Service Agencies are not
required to be licensed through the Office of Behavioral Health
Licensure. Refer to the ADHS/DBHS Covered Services Guide for details.

52. "Continued Stay Review" means the process required for Title XIX
funding by which stays in inpatient hospitals (42 CFR 456.128 to 132),
inpatient psychiatric facilities inclusive of residential treatment
centers and subacute facilities (42 CFR 441.155(c), and mental
hospitals (42 CFR 456.233 to 238) are reviewed to determine the
medical necessity and appropriateness of continuation of the member's
stay at an inpatient level of care.

53. "Contract" means the Contract between the RBHA and ADHS/DBHS effective
as of July 1, 2000 and issued under ADHS/DBHS RFP No. H0-001.

54. "Contract Term" means the time period between the begin date and end
date during which time this Subcontract shall remain in full force and
effect, subject to the terms herein.

55. "Contract Value" means the funding amount for the entire term of this
Subcontract.

56. "Contract Year" means a period from July 1 of a calendar year through
and including June 30 of the following year.

57. "Co-Insurance" means the amount an individual must pay for services
after their Other Insurance Coverage (OIC) has paid their liable
portion for the service provided.

58. "Coordination of Benefits (COB)" means coordination of benefits used
when two or more insurance carriers share in the liability of payment
for an individual's medical claims, not to exceed 100% of the initial
value of the services provided.

59. "Copayments" means payments required of or permitted to be charged to
members for Covered Services under the ADHS/DBHS Manual or any future
equivalent thereof, as same may be amended or replaced from time to
time. Also means the amount an individual must pay for a service
benefit.

60. "Counselor" means

a. an individual who is certified as an associate counselor or
professional counselor according to A.R.S. Title 32, Chapter 33,
Article 6;

b. until October 3, 2003, an individual who is certified by the
National Board of Certified Counselors; or

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Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
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CONTRACT NUMBER: A0108 FY 01/02
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c. an individual who is licensed or certified to provide counseling
by a government entity in another state if the individual:

i. has documentation of submission of an application for
certification as a professional counselor or associate
counselor according to A.R.S. Title 32, Chapter 33, Article
6; and

ii. is certified as a professional or associate counselor
according to A.R.S. Title 32, Chapter 33, Article 6, within
two years after submitting the application.

61. "Covered Services" means those listed in the ADHS/DBHS Service Matrix
as attached herein as CPSA Authorized Service Matrix.

62. "Covered Service Rate" means the amount to be valued for encounter
purposes by the RBHA or by the Fiscal Agent for Covered Services.

63. "CPSA Authorized Services Matrix" means the document published by the
RBHA, which incorporates the ADHS/DBHS Service Matrix and other
requirements and/or information as determined by the RBHA.

64. "Days" refers to calendar days unless otherwise specified.

65. "DBHS" means the Division of Behavioral Health Services within ADHS.

66. "Deductible" means the amount an individual must pay before their
Other Insurance Coverage (OIC) begins payment for covered services.

67. "Designated Service Provider" means a Contractor selected for award as
a Risk-based Behavioral Health Provider in response to Solicitation
GSA500 to serve one or more rural geographic area(s) or Subdivisions.
The Designated Service Provider shall function as the primary service
provider for the populations identified herein and shall establish and
maintain a physical presence in the rural geographic Subdivision(s)
awarded throughout the term of this Subcontract.

68. "Director" means the Director of the Arizona Department of Health
Services or his or her duly authorized representative.

69. "Disenrolled Member" means a Contractor's member who has lost
enrollment with the RBHA. The Contractor shall have no financial
liability for services provided to any Contractor's member after the
date of Contractor's member's disenrollment.

70. "Early and Periodic Screening, Diagnosis and Treatment" (EPSDT) means
a Medicaid comprehensive and preventative child health program for
Title XIX individuals under the age of 21. This mandatory program for
TXIX children requires that any medically necessary health care
service identified in a screening be provided to an EPSDT recipient.
The behavioral health component of the EPSDT diagnostic and treatment
services for TXIX member under age 21 are covered by this Subcontract.

71. "Eligible Person" means an individual who needs or is at risk of
needing ADHS/DBHS covered services. An eligible person may be one of
the following:

b. "Title XIX Eligible Person" means an individual who meets Federal
and State requirements for Title XIX eligibility.

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c. "Title XXI Eligible Person" means an individual who meets Federal
and State requirements for Title XXI eligibility.

72. "Emergency Behavioral Health Service" is a behavioral health service
provided for an emergency behavioral health condition and resulting in
an unscheduled or unplanned visit, admission or other medical service
to assess, relieve and/or treat the emergent condition.

73. "Emergency Medical Condition" means a medical condition manifesting
itself by acute symptoms of sufficient severity (including severe
pain) such that a prudent layperson, who possess an average knowledge
of health and medicine, could reasonably expect the absence of medical
attention to result in: a) placing the patient's or others' health in
serious jeopardy; b) serious impairment to bodily functions; or c)
serious dysfunction of any bodily organ or part.

74. "Encounter" means a prepaid service rendered by the Contractor or
Subcontracted Provider to an enrolled person.

75. "Enrollment" means the process by which a person who has been
determined eligible becomes a member with ADHS/DBHS and the RBHA.

76. "Enrollment Date" means the earliest of the date of initial assessment
of an unenrolled eligible person, the date the eligible person is
recorded in Contractor's information system or the date the eligible
person is recorded in the ADHS/DBHS Client Information System.

77. "Enrolled Member" means an individual who is enrolled with the RBHA
and who is entitled to receive services pursuant to this Subcontract.

78. "Explanation of Benefits" (EOB) means explanation of benefits used by
an insurance carrier to explain the payment or denial of services for
an individual insured.

79. "Explanation of Medicare Benefits" (EOMB) means explanation of
Medicare benefits used by Medicare (Non-Risk) to explain how Medicare
paid for services of Medicare enrolled persons and/or why Medicare has
denied payment for services.

80. "Face-to-face" means in person or via telemedicine/video
teleconference.

81. "Fiscal Agent" means the RBHA or any agency, body or party with which
the RBHA may contract for the processing of claims from and the
payment of amounts due the Contractor for Covered Services and for the
processing of encounters.

82. "Fund Type" means the category of monies to provide reimbursement for
Covered Services delivered to members meeting the requirements for the
population to be served. The categories include Title XIX SMI, Title
XXI SMI, Non-Title XIX/XXI SMI, Title XIX Children, Title XXI
Children, Non-Title XIX Children, Title XIX General Mental Health,
Title XXI General Mental Health, Non-Title XIX/XXI General Mental
Health, Title XIX Drug, Non-Title XIX Drug, Title XIX Alcohol,
Non-Title XIX Alcohol, Prevention, Federal Block Grant and Tobacco
Tax.

83. "GAAP" means Generally Accepted Accounting Principles.

84. "General Mental Health" (GMH) means behavioral health diagnoses and
level of functional impairment that is moderate to severe but does not
meet diagnostic and functional requirements for serious mental
illness.

85. "Gratuity" means payment, loan, subscription, advance, deposit of
money, services, or anything of more than nominal value, present or
promised, unless consideration of substantially equal or greater value
is received.

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86. "Grievance" means a written complaint related to any act or omission
of the Contractor or its Subcontracted Providers that a violation of
the rights of an adult enrolled person with serious mental illness has
occurred or currently exists. Ref: A.A.C. R9-21-401(B).

87. "House ▇▇▇▇ 2003 (HB2003)" means House ▇▇▇▇ 2003 which is an
appropriation of $70 million dollars from the Tobacco Litigation
Settlement. $50 million of this funding is dedicated to persons with
serious mental illness and $20 million of this funding is dedicated to
behavioral health services to families whose children are involved in
the Arizona Department of Health Services and at least one other
child-serving state agency.

88. "Incurred But Not Reported" (IBNR) means liability for services
rendered for which claims have not been received.

89. "Independent ▇▇▇▇▇▇" means a provider who is registered with AHCCCS
and may ▇▇▇▇ services independent of a licensed behavioral health
facility.

90. "Independent Practitioner" means a psychiatrist, psychologist,
registered nurse practitioner, physician assistant, who meets the
qualification specified in A.A.C., Title 9, Chapter 20, and is
ADHS/DBHS and AHCCCS registered.

91. "Indian Health Services (IHS)" means the bureau of the United States
Department of Health and Human Services that is responsible for
delivering public health and medical services to American Indians
throughout the country. The federal government has direct and
permanent legal obligation to provide health services to most American
Indians according to treaties with Tribal Governments.

92. "Individualized Education Program" (IEP) means a written statement for
providing special education services to a child with a disability that
includes the pupil's present levels of educational performance, the
annual goals and the short-term measurable objectives for evaluating
progress toward those goals and the specific special education and
related services to be provided. (Per ARS (S) 15-761.10).

93. "Inmate" means an individual who is serving time for a criminal
offense or confined involuntarily in state, federal, county or
municipal prisons, jails, detention facilities or other penal
facilities. Federal Financial Participation (Medicare, Medicaid) is
excluded for an inmate of a public institution, except when the inmate
is a patient of a medical institution (hospital) for acute medical
care.

94. "Initial Contact" means the date any person first requests the RBHA or
any other provider for covered services whether in person, by
telephone or in writing under circumstances by which the person's
identity is disclosed to the RBHA or provider.

95. "Institution for Mental Disease" (IMD) means a hospital, nursing
facility, or the institution of more than sixteen (16) beds that is
primarily engaged in providing diagnosis, treatment or care of persons
with mental diseases, including medical attention, nursing care and
related services. An institution is an IMD if its overall character is
that of a facility established and maintained primarily for the care
and treatment of individuals with mental diseases (42 C.F.R.
435.1009). In the State of Arizona:

a. Level 1 facilities with more than 16 beds are IMDs (except when
connected with a General Medical Hospital);

b. Level II facilities with continuous medical components are IMDs
and Level II facilities without continuous medical components are
not IMDs; and

c. Level III facilities are not IMDs.

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For more information on the Federal definition and an explanation of
an IMD refer to the ADHS/DBHS Covered Behavioral Health Services
Guide.

96. "Intensive Clinical Team" means a team which provides services to
individuals to sustain them in regular, permanent housing and to
assist them in achieving community living skills and/or gainful
employment that may result in their attaining their highest level of
self-sufficiency. Intensive Clinical Services are divided into urban
and rural standards. An urban team is defined as a team staff to
client ratio of no more than 1 to 12; psychiatrist time of 8 hours a
week for each 50 clients; one masters level team leader for every 120
clients; team RN time of a minimum of 8 hours a week for 50 clients;
one team vocational (rehabilitation) specialist for every 120 clients;
one team substance abuse specialist for every 120 clients; and no set
percentage of contact out of the office, but an expected minimum of
10%. Consumers served by a rural team will be followed for services by
their existing case manager for the purpose of continuity,
consistency, maintenance of relationship, and geographic location;
have a minimum increase of 20% in cumulative services provided as
clinically appropriate and/or medically necessary to facilitate
recovery; and a minimum of 10% community contact (non-facility based).

97. "Interagency Service Agreement" (ISA) means an agreement between two
or more agencies of the State wherein an agency is reimbursed for
services provided to another agency or is advanced funds for services
provided to another agency.

98. "Intergovernmental Agreement" (IGA) means as conforming to the
requirements of A.R.S. Title 11, Chapter 7, Article 3 (A.R.S.
(S) 11-951 et. seq.).

99. "Institutional Review Board for Research" means a board as defined
under the Public Health Act and as amended by P.L. 99-158, established
to review biomedical and behavioral research and to protect the rights
of human subjects of such research.

100. "JCAHO" means the Joint Commission on Accreditation of Healthcare
Organizations.

101. "Level I Behavioral Health Facility" means a behavioral health agency
as defined in A.A.C. Title 9, Chapter 20.

102. "Level II Behavioral Health Facility" means a behavioral health agency
as defined in A.A.C. Title 9, Chapter 20.

103. "Level III Behavioral Health Facility" means a behavioral health
agency as defined in A.A.C. Title 9, Chapter 20.

104. "Laboratory" means a CLIA (Clinical Laboratory Improvement Act)
approved hospital, clinic, physician office or other health care
facility laboratory.

105. "Marriage and Family Therapist" means

a. an individual who is a marriage and family therapist or associate
marriage and family therapist according to A.R.S. Title 32,
Chapter 33, Article 7;.

b. Until October 3, 2003, an individual who is a clinical member of
the American Association of Marriage and Family Therapy; or

c. An individual who is licensed or certified to provide marriage
and family therapy by a government entity in another state if the
individual:

i. Has documentation of a submission of an application for
certification as a marriage and family therapist or
associate marriage and family therapist according to A.R.S.
Title 32, Chapter 33, Article 7; and

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ii. Is certified according to A.R.S. Title 32, Chapter 33,
Article 7, within two years after submitting the
application.

106. "Material Breach" means failure to perform by the Contractor or any
Subcontractor hereunder or under any subcontract (including a breach
that is of an inadvertent, technical or isolated nature and that is
not capable of correction or that is capable of correction but in fact
is not corrected) that is or represents an impediment to any service
to be provided to eligible or enrolled persons hereunder or a threat
with intrinsic economic or other consequences to AHCCCS, ADHS, RBHA,
the Contractor, any Subcontractor any eligible or enrolled person.

107. "Material Change" is an alteration or development within a provider
network that may reasonably be foreseen to affect the quality or
delivery of behavioral health services provided under this
Subcontract.

108. "Material Gap" means a temporary change in a provider network that may
reasonably be foreseen to jeopardize the delivery of behavioral health
services to an identifiable segment of the eligible or enrolled
population. This change is considered temporary because the Contractor
is required under this Subcontract to promptly remedy any network
deficiency.

109. "Medical Expense Deduction (MED)" means a Title XIX Waiver member
whose income is more than 100% of the Federal Poverty Level, and has
medical expenses that reduce income to or below 40% of the Federal
Poverty Level (FPL). The 40% FPL will be adjusted annually to reflect
annual FPL adjustments. MED's may have a categorical link to a Title
XIX program; however, their income exceeds the limits of the Title XIX
program.

110. "Medically Necessary Covered Service" means those covered services
provided by qualified service providers within the scope of their
practice to prevent disease, disability and other adverse health
conditions or their progression or to prolong life.

111. "Medicaid" means the federal government health insurance program as
provided for by Title XIX of the Social Security Act of 1965.

112. "Medicare" means the federal government health insurance program as
provided for by Title XVIII of the Social Security Act of 1965 which
includes Part A coverage for hospital services and Part B
supplementary coverage.

113. "Member" means a person determined eligible by the RBHA according to
ADHS/DBHS and RBHA policy to receive Covered Services from the
Contractor paid for in whole or in part from funds available to the
Contractor under this subcontract.

114. "Metropolitan Tucson" means, for the purposes of this Subcontract,
Tucson, Green Valley, San Xavier, South Tucson and Marana.

115. "Non-Provider Affiliated" means a person who is not an officer,
employee or agent of any provider and is not a director of any
Subcontractor.

116. "Non-Title XIX/TXXI Eligible Person" means an individual who needs or
may be at risk of needing covered services, but does not meet Federal
and State requirements for Title XIX and Title XXI eligibility.

117. "Non-Title XIX/XXI Funding (also may be called `Subvention Funding')"
means fixed, non-capitated funds, including funds from Federal Block
Grants, State appropriations (other than state appropriations to
support the Title XIX and Title XXI programs), county appropriations
and other funds, which are used for services to Non-Title XIX/XXI
eligible persons and for services not covered by Title XIX or Title
XXI provided to Title XIX and Title XXI eligible persons.

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118. "Outreach" means programs and activities to identify and encourage
enrollment of individuals in need of behavioral health services.

119. "Other Coverage" means any other coverage by means of any individual,
entity or program that is, or may be, liable to pay all or part of the
medical expenses incurred by a member including, but not limited to,
first and third party payers.

120. "Other Insurance Coverage" (OIC) means other insurance coverage used
when an individual has medical resources through any other resources
than the RBHA or ADHS.

121. "Physician Assistant" means a person licensed under ARS Title 32,
Chapter 25. In addition, a physician assistant providing a behavioral
health service shall work under the supervision of an AHCCCS
registered psychiatrist.

122. "Primary Care Provider/Practitioner (PCP)" means an individual who
meets the requirements of A.R.S. 36-2901, and who is responsible for
the management of the member's health care. A PCP may be a physician
defined as a person licensed as an allopathic or osteopathic physician
according to A.R.S. Title 32, Chapter 13 or 17, or a practitioner
defined as a physician's assistant licensed under A.R.S. Title 32,
Chapter 25, or a certified nurse practitioner licensed under A.R.S.
Title 32, Chapter 15.

123. "Primary Clinician" means a clinician who meets the licensure
standards as a Behavioral Health Professional or Behavioral Health
Technician as specified in A.A.C., Title 9, Chapter 20, R9-20-303, and
who serves as the fixed point of accountability to ensure active
treatment and continuity of care between providers, settings and
treatment episodes. Primary Clinician may provide active treatment or
ensure that treatment is provided to assigned enrolled members.

124. "Prior Authorization" means, in reference to interactions between the
RBHA and the Contractor, notification of authorization by the
Contractor to the RBHA; in reference to interactions between the
Contractor and its Subcontracted Providers, obtaining the prior
approval for payment of service delivery from the Contractor prior to
delivery of non-emergency services. Prior authorization is required
only for services specifically defined by the RBHA and ADHS.

125. "Privileging" means methodology and criteria used to deem clinicians
competent to perform their assigned responsibilities, based on
credentials, education, experience, training, supervised practice
and/or competency testing.

126. "Professional Services or Professional Acts" means services or acts of
persons whose vocation or occupation requires special, usually
advanced, education and skill that is predominantly mental or
intellectual rather than physical or manual.

127. "Profit" means the excess of revenues over expenditures, in accordance
with Generally Accepted Accounting Principles, regardless of whether
the Offeror is a for-profit or a not-for-profit entity.

128. "Proposition 204" means a referendum that increased eligibility for
AHCCCS services to individuals whose income is at or below 100% of the
Federal Poverty Level.

129. "Provider" means the Contractor or any Subcontractor to the extent
either provides covered services to eligible or enrolled persons.

130. "Provider Appeal" means process by which a provider may challenge any
adverse action, decision or policy of the RBHA or ADHS/DBHS.

131. "Provider Network" means the agencies, facilities, professional groups
or professionals under subcontract to the Contractor to provide
covered services to eligible and enrolled

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persons and includes the Contractor to the extent the Contractor
directly provides covered services to eligible and enrolled persons.

132. "Prudent Layperson" means a person without medical training who
exercises those qualities of attention, knowledge, intelligence and
judgement which society requires of its members for the protection of
their own interest and the interest of others. The phrase does not
apply to a person's ability to reason, but rather the prudence of
which he/she acts under a given set of circumstances.

133. "Psychiatrist" means a person who is a licensed physician as defined
in ARS Title 32, Chapter 13, or Chapter 17 and who holds psychiatric
board certification from the American Board of Psychiatry and
Neurology; the American College of Osteopathic Neurologist and
Psychiatrists; or the American Board of Neurology and Psychiatry; or
is board eligible.

134. "Psychologist" means a person licensed by the Arizona Board of
Psychologist Examiners pursuant to A.R.S. Title 32, Chapter 19.1.

135. "Public Institution (as referenced in 42 CFR 435.1009)" means a
facility which is under the responsibility of a governmental unit, or
over which a governmental unit exercises administrative control. This
control can exist when a facility is actually an organizational part
of a governmental unit, or when a governmental unit exercises final
administrative control, including ownership and control of the
physical facilities and grounds used to house inmates. Administrative
control can also exist when a governmental unit is responsible for the
ongoing daily activities of a facility; for example, when facility
staff members are governmental employees, or when a governmental unit,
board or officer has final authority to hire and fire employees.

136. "Qualified Medicare Beneficiary" (QMB) means a person eligible under
A.R.S. (S) 36-2971 (4), who is entitled to Medicare Part A insurance,
meets certain income, resource and residency requirements of the
Qualified Medicare Beneficiary program. A QMB who is also eligible for
Medicaid is commonly referred to as a dual eligible.

137. "Rate Code" means a numerical code designated by AHCCCS to indicate a
member's eligibility category.

138. "Referral" mans a verbal, written, telephonic, electronic or in-person
request for behavioral health services.

139. "Regional Behavioral Health Authority" (RBHA) means an organization
under contract with the ADHS/DBHS to coordinate the delivery of
behavioral health services to eligible and/or enrolled persons in a
specific Geographical Service Area(s) of the State.

140. "Registered Nurse" means an individual licensed as a graduate nurse,
professional nurse, or registered nurse according to A.R.S. Title 32,
Chapter 15. In addition, a registered nurse providing a behavioral
health service to a member must have a minimum of 1 year of experience
in behavioral health-related field as specified in A.A.C., Title 9,
Chapter 20, Article 1 and A.A.C., R9-2036 (B).

141. "Registered Nurse Practitioner" means a person who is licensed by the
Arizona Board of Nursing pursuant to A.R.S. Title 32, Chapter 15.

142. "RBHA Provider Manual" means the document published by the RBHA that
outlines the procedures and protocols applicable to behavioral health
services made available in Arizona by or through DBHS, ADHS or the
RBHA, as such document may be amended or supplemented from time to
time.

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143. "Rehabilitative Services" means covered services provided to remediate
disability that is related to, caused by, or associated with a
behavioral health disorder.

144. "Related Party" means a party that has, or may have, the ability to
control or significantly influence a Contractor or a party that is, or
may be, controlled or significantly influenced by the Contractor.
"Related parties" include, but are not limited to, agents, managing
employees, persons with an ownership or controlling interest in the
disclosing entity, and their immediate families, subcontractors,
wholly-owned subsidiaries or suppliers, parent companies, sister
companies, holding companies, and other entities controlled or managed
by any such entities or persons.

145. "Remittance Advice" means remittance of information used by an insurer
to explain the payment or denial of services for a group of insured
individuals.

146. "Residential Treatment Center" (RTC) means an inpatient psychiatric
facility for person under the age of 21, accredited by JCAHO and
licensed by ADHS as a residential treatment center pursuant to A.A.C.
R9-20, Article 6. Room and board is a covered service in this
facility.

147. "Request for Hearing" means a request for an expedited hearing with
AHCCCS.

148. "Request for Investigation" means a request for a formal investigation
concerning the allegation of a violation of a person's with serious
mental illness behavioral health service rights pursuant to A.A.C.
R9-21-401.

149. "SAMHSA" means Substance Abuse and Mental Health Services
Administration (SAMHSA).

150. "Second-Level Review" means an evaluation of an enrolled person or
their medical record to assess the adequacy and clinical soundness of
their assessment and treatment plan, to verify determination of
serious mental illness, and/or to deny admission or continued stay to
an Acute Inpatient Hospital, Inpatient Psychiatric Hospital, Inpatient
Psychiatric Facility for Persons Under 21 Years of Age or Institution
for Mental Disease for persons 65 years of age or older.

151. "Senate ▇▇▇▇ 1280 (SB1280)" means Senate ▇▇▇▇ 1280 pursuant to Laws
2000 regarding the ADHS and Arizona Department of Economic Security
IGA for the provision of joint substance abuse treatment.

152. "Seriously Emotionally Disturbed" means those children from birth up
to age 18 who meet diagnostic requirements as set forth by the
ADHS/DBHS and who have functional impairment which substantially
interferes with or limits achieving or maintaining one or more
developmentally appropriate social, behavioral, cognitive,
communicative, or adaptive skills. DSM IV "V" codes, and substance use
are excluded, unless they co-occur with another diagnosable serious
emotional disturbance.

153. "Seriously Mentally Ill" (SMI) means those adult persons with a mental
disorder who meet diagnostic requirements as set forth by the
ADHS/DBHS and whose emotional or behavioral functioning is so impaired
as to interfere with their capacity to remain in the community without
supportive treatment. Although persons with primary diagnoses of
mental retardation, head injuries or Alzheimer's Disease frequently
have similar problems or limitations, they are not included in the
definition.

154. "Service Authorization" means the approval to provide covered services
to an enrolled person.

155. "Service Plan" (also may be called an Individualized Service Plan
(ISP) or Treatment Plan) means a written plan, developed in
collaboration with the enrolled person, family,

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significant other, involved subcontracted providers and/or community
and State agencies, that links specific covered services and
strategies with desired treatment and rehabilitative outcomes.

156. "Shall" means what is mandatory.

157. "Single Purchase of Care" (SPOC) means an interagency purchasing
agreement which has been instituted for each participating State
agency to contract jointly for children's behavioral health services.

158. "Social Worker" means

a. an individual who is certified as a baccalaureate social worker,
master social worker, or independent social worker, according to
A.R.S. Title 32, Chapter 33, Article 5; or

b. until October 3, 2003, an individual who is certified by the
National Association of Social Workers; or

c. an individual who is licensed or certified to practice social
work by a government entity in another state if the individual:

i. has documentation of submission of an application for
certification as a baccalaureate social worker, master
social worker, or independent social worker according to
A.R.S. Title 32, Chapter 33, Article 5 and

ii. is certified as a baccalaureate social worker, master social
worker, or independent social worker according to A.R.S.
Title 32, Chapter 33, Article 5 within two years after
submitting the application.

159. "Specialty Provider" means masters level behavioral health
professionals who are:

a. Certified by the Arizona Board of Behavioral Health Examiners as
a Certified Independent Social Worker (CISW); or a Certified
Professional Counselor (CPC); or a Certified Marriage and Family
Therapist (CMFT); and

b. credentialed by the RBHA or its designee as having two (2) years
training or experience in a specialty area treating children with
certain behavioral health needs or problems; (attachment and
bonding, post traumatic stress disorders, sexual abuse victims,
sexual abuse offenders, adoptions, eating disorders, and
developmental disabilities)

c. contracted with the RBHA or its designee and registered with
AHCCCS.

160. "State" means the State of Arizona.

161. "State Plan" is the written agreements between the State of Arizona
and CMS which describe how the AHCCCS programs meet all CMS
requirements for participation in the Medicaid program and the
Children's Health Insurance Program.

162. "Subcontract" means this Subcontract Agreement.

163. "Subcontracted Provider" means a Provider who has entered into a
written agreement with the Contractor for the provision of all or a
specified part of covered services under this Subcontract.

164. "Substance" means any chemical matter that, when introduced into the
body in any way, is capable of causing altered human behavior or
altered mental functioning.

165. "Substance Abuse" means a maladaptive pattern of substance use
manifested by recurrent and significant adverse consequences related
to the repeated use of substances.

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166. "Substance Abuse Counselor" means

a. a person who is certified as a substance abuse counselor
according to A.R.S. Title 32, Chapter 33, Article 8; or

b. an individual who is certified by the Arizona Board of
Certification of Addiction Counselors.

167. "Substance Dependence" means a cluster of cognitive, behavioral and
physiological symptoms indicating that the individual continues use of
the substance despite significant substance-related problems.

168. "Supportive Services" means covered services provided to facilitate
the delivery of or enhance the benefit received from other behavioral
health services. Refer to the ADHS/DBHS Covered Behavioral Health
Services Guide for additional information.

169. "Telemedicine" means the use of electronic communication and
information technologies to provide or support clinical care at a
distance.

170. "Third Party Payer" is any entity, municipality, county, program or
insurer that is, or may be liable to pay all or part of the fees for
covered services provided to an eligible or enrolled person. State
agencies that provide services that are funded by State tax revenues
are not considered Third Party Payers.

171. "Third Party Liability" means the responsibility or obligation of a
Third Party to pay for all or part of the fees for covered services
provided to an eligible or enrolled person by the Contractor or their
Subcontracted Provider.

172. "Third Party Revenue" means revenue received from any Third Party
Payer. A third party payer includes, but is not limited to, any entity
or program that is or may be liable to pay for all or part of the
Covered Services expenses incurred by a member, except that funds from
other State agencies shall not be considered third party revenue.

173. "Title 9, Chapter 21" means Arizona Administrative Code Title 9:
Health Services, Chapter 21: Department of Health Services, Mental
Health Services for Persons with Serious Mental Illness, as defined in
A.R.S. (S) 36-550.

174. "Title XIX" means Title XIX of the Social Security Act, as amended.
This is the Federal statute authorizing Medicaid, which is
administered by AHCCCSA.

175. "Title XIX Covered Services" means those covered services identified
in the ADHS/DBHS Covered Behavioral Health Services Guide as being
Title XIX reimbursable.

176. "Title XIX Eligible Person" means an individual who meets Federal and
State requirements for Title XIX eligibility.

177. "Title XIX Member" means an AHCCCS member eligible for Federally
funded Medicaid programs under Title XIX of the Social Security Act
including those eligible under section 1931 provisions of the Social
Security Act (previously AFDC), Sixth Omnibus Budget Reconciliation
Act (SOBRA), Supplemental Security Income (SSI), SSI-related groups,
and Title XIX Waiver groups.

178. "Title XIX Waiver Member" means all AHCCCS medical Expense Deduction
(MED) members, and adults or childless couples at or below 100% of the
FPL who are not categorically linked to another Title XIX program.
This would also include Title XIX linked individuals whose income
exceeds the limits of the categorical program.

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179. "Title XXI" means Title XXI of the Social Security Act, referred to in
federal legislation as the "Children's Health Insurance Program"
(CHIP) and the Arizona implementation of which is referred to as
"KidsCare."

180. "Title XXI Covered Service" means those covered services identified in
the ADHS/DBHS Covered Behavioral Health Services Guide as being Title
XIX reimbursable.

181. "Title XXI Eligible Person" is an individual who meets Federal and
State requirements for Title XXI eligibility.

182. "Treatment" means the range of behavioral health care received by a
member that is consistent with the therapeutic goals.

183. "Treatment Services" means covered services provided to identify,
prevent, eliminate, ameliorate, improve or stabilize specific
symptoms, signs and behaviors related to, caused by, or associated
with behavioral health disorder.

184. "Tribal RBHA" means a Native American Indian tribe under contract with
the ADHS/DBHS to coordinate the delivery of behavioral health services
to eligible and enrolled persons who are residents of the Federally
recognized Tribal Nation that is the party to the contract.

C. GENERAL REQUIREMENTS:

1. Provision of Services: The Contractor, subject to the terms of this
Subcontract, at the maximum dollar amounts and rates set forth herein
or in any Schedule hereto, agrees to provide a complete continuum of
Covered Services to members as the Contractor may be authorized to do
so by the RBHA as provided herein. The Contractor agrees to abide by
and conform to all requirements imposed by the Contract, the ADHS/DBHS
Policies and Procedures Manual, ADHS/DBHS Covered Behavioral Health
Services Guide, AHCCCS regulations (to the extent any of the Covered
Services hereunder are funded under Title XIX, TXXI or otherwise by
AHCCCS), RBHA Policies and Procedures, and the RBHA Provider Manual,
the terms and provisions of which are incorporated by reference
herein, as if set forth at length.

Should the Contractor decide not to continue to contract with the RBHA
for the next Contract Year, the Contractor shall notify the RBHA in
writing, by certified mail, return receipt requested, no less than 60
days prior to the end of the Contract Year. The Contractor agrees to
provide covered services to members for 60 days from the date of
written notification of termination. Such notification shall be in
writing, by certified mail, return receipt requested. For services
provided beyond the term of the Subcontract, the Contractor shall be
paid on a Fee-For-Service basis, at the rates within the current CPSA
Service Authorization Matrix. Covered services will be prior
authorized by the RBHA. Pursuant to termination, the Contractor agrees
to cooperate in the orderly transition of members to another service
provider.

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otherwise exempt by law, to obtain and continuously maintain all
licenses, permits, certifications, credentials and authority necessary
to do business and render Covered Services under this Subcontract.
Evidence thereof shall be provided to the RBHA.

4. Credentialing: The Contractor will comply with and cause its
Subcontracted Providers, their employees and contractors who
participate in the provision of Covered Services to comply with all
applicable accreditation and credentialing requirements with respect
to the Contractor, its Subcontracted Providers and their employees and
contractors, imposed or required (1) in order for the Contractor and
its Subcontracted Providers to maintain any status they may have as
eligible Medicare, Medicaid or AHCCCS providers, and (2) by any
quality management or improvement plan or program adopted by ADHS/DBHS
or the RBHA. The RBHA shall notify the Contractor, in writing, of any
accreditation and/or Credentialing requirements that result from the
implementation of any quality management or improvement plan or
program adopted by ADHS/DBHS or the RBHA. Contractor will not be
sanctioned or held accountable for changes in
accreditation/credentialing requirements until thirty (30) days after
receipt of written notice of requested changes except in cases where
these changes are externally mandated by Federal, State, AHCCCS, JCAHO
or reciprocal accreditation agency requirements.

5. Provider Registration: All Providers must be registered with AHCCCS,
with the exception of the few ADHS/DBHS only provider types that must
register with ADHS/DBHS. Additionally:

a. Services must be delivered by Providers who are appropriately
licensed and/or certified and operating within the scope of their
practice.

b. Behavioral health practitioners other than physicians, masters
level specialty providers, nurse practitioners, physician
assistants and psychologists must be affiliated with an
outpatient clinic to provide outpatient services.

c. Individual practitioners who meet the criteria to ▇▇▇▇
independently (independent billers include physicians,
psychologists, nurse practitioners, physician assistants and
masters level specialty providers) shall register even in cases
where the practitioner is affiliated with and providing services
under the auspices of an ADHS/DBHS or AHCCCS registered
provider/agency.

Contractor shall comply with all RBHA policies and procedures relating
to the registration of a Provider.

6. Fingerprint and Certification Requirements/Juvenile Services: The
fingerprint and certification requirements listed in this subsection
apply to this Subcontract to the extent that Covered Services pertain
to services to juveniles.

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d. The Contractor shall ensure that all subcontracts for behavioral
health services to Juveniles include a provision requiring
compliance of that subcontractor with A.R.S. (S)36-425.03.

e. The Contractor shall be responsible for the costs of fingerprint
checks and may charge these costs to its fingerprinted personnel
or its Subcontracted Providers' fingerprinted personnel.

7. Staff Requirements: The Contractor shall maintain organizational,
managerial and administrative systems and staff capable of fulfilling
all Subcontract requirements. The Contractor shall ensure the
following:

a. all staff have appropriate training, education, experience,
orientation and credentialing as applicable, to fulfill the
requirements of their position;

c. staff competencies are developed and implemented according to
ADHS/DBHS and RBHA policy. Documentation of the competency shall
be assessed annually in the staff person's performance
evaluation.

8. Cultural Competence:

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The Contractor shall:

9. Concerning Certain Facilities:

10. Subcontracts and Assignment:

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c. Contractor shall submit to the RBHA a copy of all fully executed
subcontracts and any subsequent amendments for each Subcontracted
Provider within ten (10) days of contract execution.

d. The Contractor shall not include covenant-not-to-compete
requirements in its Subcontracted Provider agreements.
Specifically, the Contractor shall not contract with a
Subcontracted Provider and require that the Subcontracted
Provider not provide services to the RBHA, ADHS/DBHS or any other
ADHS/DBHS contractor. The Contractor and its Subcontracted
Providers shall not contract with any individual or entity that
has been debarred, suspended or otherwise lawfully prohibited
from participating in any public procurement activity.

e. Each subcontract shall contain the following:

i. Verbatim all the provisions of Appendix B, Minimum ADHS/DBHS
Contract (Subcontract) Provisions.

ii. Full disclosure of the method and amount of compensation or
other consideration to be received by the Subcontracted
Provider;

iii. Identification of the name and address of the Subcontracted
Provider, including service locations and hours of service;

iv. Identification of the population, to include patient
capacity, to be served by the Subcontracted Provider;

v. The amount, duration and scope of covered services to be
provided, and for which compensation shall be paid;

vi. The term of the subcontract including beginning and ending
dates, methods of extension, termination and renegotiations;

vii. The specific duties of the Subcontracted Provider relating
to coordination of benefits and determination of third party
liability;

viii. A provision that the Subcontracted Provider agrees to
identify Medicare and other third party liability coverage
and to seek such Medicare or third party liability payment
before submitting claims and/or encounters to the
Contractor;

ix. A description of the subcontractor's patient, medical and
cost record keeping system;

x. Specification that the Subcontracted Provider shall comply
with quality assurance programs and the utilization control
and review procedures specified in 42 CFR. Part 456, as
implemented by AHCCCS, ADHS/DBHS and the RBHA.

xi. A provision stating that a merger, reorganization or change
in ownership or control of a subcontracted provider that is
related to or affiliated with the Contractor shall require a
contract amendment and prior approval of the RBHA and
ADHS/DBHS.

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xii. Procedures for enrollment or disenrollment or re-enrollment
of the covered population;

xiii. A provision that the Subcontracted Provider shall be fully
responsible for all tax obligations, Worker's Compensation
Insurance, and all other applicable insurance coverage
obligations which arise under this subcontract, for itself
and its employees, and that the AHCCCS, ADHS/DBHS or the
RBHA shall have no responsibility or liability for any such
taxes or insurance coverage;

xiv. A provision that the Subcontracted Provider shall obtain any
required service authorization for services to eligible
and/or enrolled persons;

xv. A provision that the Subcontracted Provider shall comply
with encounter reporting and claims submission requirements
as described in this Subcontract and in accordance to RBHA
policy and the RBHA Provider Manual;

xvi. A provision that emergency services do not need prior
authorization and that, in utilization review, the test for
appropriateness of the request for emergency services shall
be whether a prudent layperson, similarly situated, would
have requested such services. For purposes of this contract,
a "prudent layperson" is defined as a person without medical
training who exercises those qualities of attention,
knowledge, intelligence and judgement which society requires
of its members for the protection of their own interest and
the interest of others. The phrase does not apply to a
person's ability to reason, but rather the prudence of which
he acts under a given set of circumstances; and

xvii. A provision that the Subcontracted Provider may appeal
adverse decisions of the Contractor in accordance with the
RBHA's Provider Appeal Policy; specification that the
Subcontracted Provider shall assist eligible and enrolled
persons in understanding their right to file grievances
(SMI) and appeals and follow the RBHA's and ADHS/DBHS's
policies with regard to these processes.

f. Juvenile Group Homes. Contractor, if providing services to
Children, shall include minimum provisions as part of its
subcontracts with juvenile group homes as specified in the
Special Provisions of this Subcontract.

g. IMD Facilities. The Contractor shall include the minimum
provisions specified in Section S., Coordination of Care,
paragraph 11 of this Subcontract, as part of its subcontract with
IMD facilities (provider types B1, B3, B6 and A1).

11. Financial Information: The Contractor shall provide to the RBHA all
financial reports, as outlined in the Contract Deliverables section of
this Subcontract, in the RBHA's standard format and within the time
frame specified.

The Contractor shall participate in such cost finding procedures as
may be required by the RBHA or ADHS/DBHS and shall provide RBHA and
ADHS, as requested, sufficient

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information to enable the RBHA and ADHS/DBHS to ascertain the amount
of all incurred but not reported claims/encounters and
claims/encounters in process at any particular time.

12. Financial Audits: Contractor shall have an annual certified financial
audit and, if applicable, is to comply with the requirements of the
Federal Office of Management and Budget (OMB) Circular A-133, "Audits
of States, Local Governments, and Non-Profit Organizations."

13. Copayments: Neither the Contractor nor any Subcontracted Provider
shall ▇▇▇▇ or attempt to collect any charge or fee except permitted
co-payments from any Title XIX or Title XXI eligible or enrolled
person for any Title XIX or Title XXI covered service. The Contractor
shall ensure that any Title XIX or Title XXI eligible person is not
denied Title XIX or Title XXI covered services because of the person's
inability to pay a co-payment.

14. Billing Generally: The Contractor, by such means and in such format as
may be specified by the RBHA and/or ADHS, shall submit
claims/encounters to the Fiscal Agent for covered services delivered
to members within the terms and provisions of this Subcontract. Such
claims, assuming their timeliness and conformity with appropriate
service authorization, shall be valued by the Fiscal Agent. Initial
claims/encounters for covered services shall be submitted to the RBHA
within forty-five (45) calendar days from the end of month during
which services were provided. Initial claims/encounters involving
Third Party Liability (TPL) must be submitted within thirty (30) days
of the TPL EOB or EOMB. Initial claims/encounters involving a 24-hour
facility must be submitted within 60 calendar days from the end of
month during which services were provided. The resubmission process
for denied claims / encounters must be completed within forty-five
(45) days from the date the Contractor is notified of denied
claims/encounters.

The Contractor's obligation to pay for Covered Services authorized by
the Contractor under this Subcontract survives the termination or
expiration of this Subcontract.

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the RBHA. The Contractor shall submit 100% of encounters for all
Covered Services or approved non-covered services provided to members.
All submissions shall meet Fiscal Agent system requirements.

15. Provider Claims Time Limits: The RBHA and the Contractor shall not pay
claims for Covered Services that are initially submitted more that six
(6) months after the date of service or six (6) months after the date
of eligibility posting for Title XIX/Title XXI services provided to
Title XIX/Title XXI members, whichever is later. In addition, the RBHA
and the Contractor shall not pay clean claims submitted more than
twelve (12) months after the date of service or twelve (12) months
after the date of eligibility posting for Title XIX/Title XXI services
provided to Title XIX/Title XXI members, whichever is later.

a. Submission of the clean claim and actual payment, and

b. The time frame required by this subsection.

These financial penalties shall be imposed through a reduction in the
amount of funds payable to the Contractor.

16. Review/Disallowance: Each encounter submitted by the Contractor shall
be subject to disallowance in the event and to the extent such
encounter is incomplete, does not conform to the applicable service
authorization or to this Subcontract, any applicable Subcontract, or
RBHA policy, or is otherwise incorrect. Any encounter so disallowed
shall be returned by the RBHA or the Fiscal Agent to the Contractor
with an explanation for the disallowance. Nothing shall prevent the
Contractor from resubmitting a disallowed encounter at a later date
provided that no such resubmission shall be made later than 90 days
following the date of the last submission. The Contractor shall
cooperate with the RBHA in the prompt reconciliation of disallowed
encounters. The Contractor's claims payment system, as well as its
prior authorization and concurrent review process, must minimize the
likelihood of having to recoup already paid claims. Any recoupment in
excess of $50,000 per provider within a contract year must be approved
in advance by the RBHA and ADHS/DBHS.

The Contractor may appeal encounters denied for acceptance by the RBHA
in accordance with the RBHA and ADHS/DBHS policies and procedures, and
AHCCCS Rules.

17. Coordination of Benefits and Third Party Liability: The RBHA is and
shall be the payer of last resort. The Contractor and its
Subcontracted Providers shall coordinate benefits, in accordance with
A.R.S. (S) 36-2903.G, so that costs for services otherwise payable by
the RBHA are cost avoided or recovered from any other payer specified
in A.A.C. R9-22-1002.A. The Contractor's claims system shall include
appropriate edits for coordination of benefits and third party
liability. The Contractor or Subcontracted Provider may retain any
third party revenue obtained for enrolled persons if all of the
following conditions exist:

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a. Total collections received do not exceed the total amount of the
Provider's financial liability for the enrolled person.

b. There are no payments made by AHCCCS or ADHS/DBHS related to
fee-for-service, reinsurance or administrative costs (i.e. lien
filing, etc.).

c. Such recovery is not prohibited by state or federal law.

18. Title XIX and Title XXI Enrolled Persons: Title XIX and Title XXI
funding shall be used as a source of payment for Covered Services only
after all other sources of payment have been exhausted. The two
methods used in the coordination of benefits are cost avoidance and
post-payment recovery.

19. Cost Avoidance: The Contractor shall cost avoid all claims for
services that are subject to third-party payment and may deny a
service to an enrolled person if it knows that a third party (i.e.
other insurer) shall provide the service. However, if a third-party
insurer (other than Medicare) requires the enrolled person to pay any
copayment, coinsurance or deductible, the Contractor is responsible
for making these payments, even if the services are provided outside
of the Contractor's network. The Contractor's liability for
coinsurance and deductibles is limited to what the Contractor would
have paid for the entire service pursuant to a written agreement with
the Subcontracted Provider or the ADHS/DBHS max cap rate, less any
amount paid by the third party. The Contractor shall decide whether it
is more cost-effective to provide the service within its network or
pay coinsurance and deductibles for a service outside its network. For
continuity of care, the Contractor may also choose to provide the
service within its network. If the Contractor refers the enrolled
person for services to a third-party insurer (other than Medicare),
and the insurer requires payment in advance of all copayments,
coinsurance and deductibles, the Contractor shall make such payments
in advance.

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Contractor shall contact the third party and determine whether or not
such service is covered rather than requiring the enrolled person to
do so.

20. Post-payment Recoveries: Post-payment recovery is necessary in cases
where the Contractor was not aware of another payer at the time
services were rendered or paid for, or was unable to cost avoid. The
Contractor shall identify all potential payers and pursue
reimbursement from them except in the circumstances below. The
Contractor shall not pursue reimbursement for services provided to
Title XIX/XXI enrolled persons in the following circumstances unless
the case has been referred to the Contractor by ADHS/DBHS or the RBHA:

a. Uninsured/underinsured motorist insurance
b. First and third party liability insurance
c. Tortfeasors, including casualty
d. Special Treatment Trusts
e. Worker's Compensation
f. Estates
g. Restitution Recovery.

21. Reporting: The Contractor shall report quarterly amounts that are cost
avoided or recovered. This report is due to the RBHA on or before the
10th day of the second month after the end of the quarter being
reported. The Contractor shall communicate any known change in health
insurance information, including Medicare, to the RBHA not later than
ten (10) days from the date of discovery.

22. Medicare Services and Cost Sharing: The ADHS/DBHS has persons enrolled
who are eligible for both Medicare and Title XIX covered services.
These enrolled persons are referred to as "dual eligibles". There are
different cost sharing responsibilities that apply to dual eligibles
based on a variety of factors. The Contractor is responsible for
adhering to the cost sharing responsibilities presented in ADHS/DBHS
policy and in the AHCCCS Rules. The Contractor has no cost sharing
obligation if the Medicare payment exceeds what the Contractor would
have paid for the same service of a non-Medicare enrolled person. The
case rate payment includes Medicare co-insurance and deductibles where
applicable.

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payable hereunder via the Fiscal Agent. Any error discovered by the
RBHA or ADHS/DBHS with or without an audit in the amount of
compensation paid to the Contractor will be subject to and shall
require adjustment or repayment by or to the Contractor, by making a
corresponding increase or decrease in a current payment to the
Contractor or by making an additional payment by the RBHA to the
Contractor, or vice versa.

24. Availability of Funds: Payments made by the RBHA to the Contractor
pursuant to this Subcontract and the continued authorization of
Covered Services are conditioned upon the availability of funds to the
ADHS/DBHS and in turn to the RBHA from ADHS/DBHS of funds authorized
for expenditure in the manner and for the purposes provided herein.
Neither the RBHA nor ADHS/DBHS shall be liable for any purchases or
obligations incurred by the Contractor in anticipation of such
funding. The two previous sentences shall not, however, relieve the
RBHA or the State from any obligation to pay for Covered Services once
and to the extent same are rendered pursuant to this Subcontract.

25. Payments: Payments made by the RBHA to the Contractor are conditioned
upon receipt of applicable, accurate and complete reports and
encounters, documentation and information then due from the
Contractor, except to the extent excused by the RBHA with the consent
of ADHS. Reports, documentation and information required to be
submitted by the Contractor and the associated time frames are
outlined in the Contract Deliverables of this Subcontract and the RBHA
Provider Manual.

26. Data Validation Studies: The Contractor shall participate, and require
each Subcontracted Provider to participate in validation studies as
may be required by the RBHA and ADHS/DBHS. Any and all Covered
Services may be validated as part of the studies.

27. Compliance by the Contractor: If the Contractor is in any manner in
default in the performance of any material obligation as outlined in
this Subcontract, or if financial, compliance or performance audit
exceptions are identified, the RBHA or ADHS/DBHS may, at its option
and in addition to other available remedies, either adjust the amount
of payment or withholding or cause payment to be withheld until
satisfactory resolution of the default or exception. The Contractor
shall have the right to ten (10) business days prior written notice of
any such action in adjusting the amount of payment or withholding
payment. Under no circumstances shall payments be authorized that
exceed an amount specified in this Subcontract without an approved
written amendment to this Subcontract. The RBHA may, at its option,
withhold final payment to the Contractor until receipt of all final
reports and deliverables.

The Contractor may appeal payment adjustments or payment withholding
in accordance with ADHS/DBHS and RBHA provider appeal policies and
procedures and AHCCCS Rules.

28. Program/Contractor Advances: The RBHA may, in its sole and absolute
discretion, advance payments to the Contractor if necessary or
appropriate in the judgment of the RBHA to develop, salvage or
maintain an essential service to members. Any advance that will be
used in whole or in part for the acquisition or improvement of
tangible personal property, real property or improvements upon real
property will be subject to conditions as may be imposed by the RBHA
under an amendment to this Subcontract.

29. Provisional Nature of Payments: All payments to the Contractor shall
be provisional and shall be subject to review and audit for their
conformity with the provisions hereof. Payments in question as a
result of review and audit which are the result of errors made by the
RBHA shall not be subject to recoupment from the Contractor.

30. Notice to Members Concerning Non-Covered Services: In the event that
the Contractor provides members with services other than Covered
Services, the Contractor shall, prior to

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the provision of such services, and except in emergencies, exercise
all reasonable efforts to inform the member in writing: (1) of the
service(s) to be provided; (2) that neither the RBHA nor ADHS/DBHS
will pay in full for or be liable for such services; and (3) that the
member may be financially liable for such services.

31. State Not Liable: The Contractor acknowledges and agrees that the
obligations for payment to the Contractor for Covered Services
hereunder are those solely and exclusively of the RBHA through the
Fiscal Agent and that neither the State, ADHS/DBHS nor AHCCCS shall
have any liability or obligation to the Contractor for the payment for
Covered Services to members, or otherwise. The obligations of the
State with respect to payment for Covered Services are solely those
set forth in the Contract.

32. Assistance: The RBHA shall work with the Contractor in the
interpretation of SMI determinations and Title 9 rules as well as in
establishing treatment protocols for prioritizing services to
Non-Title XIX members.

33. RBHA Information System: The Contractor shall participate in the RBHA
Information System and in that regard shall adhere to the reporting
requirements outlined in the RBHA Provider Manual and maintain
reasonably accessible documentation therefore as may be required under
guidelines, policies and rules pertaining to such RBHA Information
System.

34. Conflicts of Interest: Contractor represents and warrants that it has
provided the RBHA and will provide ADHS/DBHS at its request with
accurate and complete information as to the following and will
promptly inform the RBHA and ADHS/DBHS of any changes in or to such
information:

a. All direct or indirect transactions and relationships between the
Contractor, its officers and directors on one hand and the RBHA,
its officers and directors on the other hand;

35. Absence of Interest on the Part of State or RBHA Employees: Except for
persons employed by the Arizona Board of Regents or a unit thereof, no
individual employed by the State or the RBHA shall have a substantial
interest in this Subcontract or receive a substantial benefit that may
arise herefrom. This shall not, however, prevent the Contractor from
providing Covered Services or other social or behavioral health or
related services to employees of the State or the RBHA.

36. Forms: The Contractor and its Subcontracted Providers shall utilize
RBHA approved or ADHS/DBHS authorized forms only as distributed and
maintained by the RBHA.

37. Program Description: Contractor shall be responsible for providing the
RBHA with program descriptions for all services contracted under this
Subcontract, on an annual basis. Program description(s) must be
updated and submitted to the RBHA for prior approval any time the
Contractor makes a substantial change in program design and/or
operation, including but not limited to, changes in: program site;
hours of operation, population served; staffing pattern and case load
size; licensure status; evaluation methodology and program service
delivery model.

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38. Member Handbook: Contractor shall provide enrolled members or their
guardians the CPSA Member Handbook which identifies procedures for
accessing emergency services, individual member rights,
grievance/appeal procedures, and copayment policies. The Contractor
shall ensure that handbooks are available as all provider sites and
easily accessible to all enrolled persons. The Contractor shall
supplement the CPSA Member Handbook with specific information that at
minimum includes the following: Primary Clinician, list of Subcontract
Providers, available services, service locations and access to
emergency services.

39. RBHA Policies & Procedures: The Contractor agrees to comply with all
RBHA policies and procedures as they are developed. The RBHA shall
provide the Contractor written notice of changes to existing policies
and procedures. The Contractor shall not be sanctioned or held
accountable for changes in policies and procedures until thirty (30)
days after receipt of said changes. Contractor may access RBHA
policies and procedures through the RBHA web site at
▇▇▇.▇▇▇▇-▇▇▇▇.▇▇▇.

40. RBHA Formulary: Contractor employed and contracted physicians,
registered nurse practitioners, and/or physician assistants shall
prescribe and abide by the RBHA drug formulary and shall abide by the
RBHA and ADHS/DBHS policies implementing that formulary. These same
policies address exceptions to the formulary based on medical
necessity.

41. Corrective Actions: At its discretion, the RBHA may require corrective
action when it is determined that the Contractor is out of compliance
with the terms of the Subcontract or not adhering with RBHA or
ADHS/DBHS policy. The corrective action shall be outlined and
documented on a Corrective Action Plan using the format prescribed by
the RBHA. This document will be the means of communication between the
Contractor and the RBHA regarding progress of the corrective action.
Failure to adhere to the prescribed corrective action may result in
sanctions as described in Appendix A, Uniform Terms and Conditions,
Sanctions.

D. PROGRAM REQUIREMENTS

1. Eligibility and Scope of Services:

b. Services must be delivered by Providers that are appropriately
licensed and operating within the scope of their practice.

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d. In authorizing services, the Contractor is required to determine
that medically necessary covered behavioral health services are:

i. Provided to promote progress toward the highest possible
level of health and self-sufficiency;

ii. Reasonably expected to benefit the person's mental or
physical health;

iii. Necessary and appropriate to the person's condition; and

iv. Designed to assist persons to manage their illness to the
extent possible and to live, learn and work in their own
communities.

In addition:

a. Title XIX/XXI enrolled persons must receive all medically
necessary Title XIX/XXI covered services;

b. Medically necessary Non-Title XIX/XXI covered service are
prioritized based on acuity, risk, level of functioning, capacity
to benefit, Block Grant requirements and available funding;

f. For children with multi-agency, multi-system involvement, there
is a shared understanding, unified approach/plan and coordinated
services toward jointly established goals and objectives; and

a. Title XIX eligible persons in the Arizona Long Term Care System
(ALTCS) for the elderly and physically disabled;

b. Title XXI eligible persons enrolled in the "direct services"
option (the direct services option does not offer a behavioral
health benefit); and

c. Title XIX eligible persons who are eligible only for family
planning services under the SOBRA Extension Program or eligible
only for Emergency Services Only Program.

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E. MEMBERSHIP DETERMINATION:

Members are the responsibility of the Contractor effective the
member's assignment date to the Contractor. The RBHA will provide
notification of assignment within 48 hours of member's assignment date
to the Contractor. Under no circumstances shall the Contractor be
financially or clinically responsible for services provided to a
member, pursuant to this Subcontract, prior to a member's assignment
to the Contractor.

2. Emergency: According to the policies, procedures, or protocols
established by the RBHA, in the event of emergency, the Contractor
will provide Covered Services to an individual prior to the
Contractor's receipt of verification of membership as described in
subsection 1. above. If it is impossible or impractical to obtain the
verification in advance, such verification will be provided by the
RBHA within 24 hours of the commencement of the provision of Covered
Services by the Contractor to such person. Under special
circumstances, the RBHA may waive or extend such 24 hour period.

3. Information: To the extent possible, the Contractor shall obtain and
make available to the RBHA and, if necessary ADHS, any information
that may be required by the RBHA or ADHS/DBHS in order to facilitate
the verification of a person's status as a member for the provision of
Covered Services by the Contractor.

F. COVERED SERVICES:

The Contractor shall ensure that a continuum of services is available to
meet the needs of eligible and enrolled persons. A comprehensive listing of
service codes, including limitations, such as Title XIX or Tile XXI
reimbursability and allowed provider types, can be found in the CPSA
Service Authorization Matrix and ADHS/DBHS Policy and Procedures Manual.
All service codes, unless explicitly stated otherwise, refer to both
substance abuse/dependence and mental health services and populations. A
listing of covered services under this Subcontract is provided below.
Further detailed information regarding each individual service can be found
in the ADHS/DBHS Covered Behavioral Health Services Guide.

1. Treatment Services

a. Counseling

a. Consultation

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b. Evaluation & Specialized Testing

c. Other Professional

2. Rehabilitation Services

a. Living Skills Training

b. Cognitive Rehabilitation

c. Health Promotion

d. Supported Employment

3. Medical Services

a. Medication

b. Laboratory

c. Radiology and Medical Imaging

d. Medical Management

e. Electro-Convulsive Therapy

4. Support Services

a. Case Management

b. Personal Assistance

c. Family Support

d. Peer Support

e. Therapeutic ▇▇▇▇▇▇ Care

f. Respite Care

g. Housing Support

h. Interpreter

i. Flex Fund Services

j. Transportation

5. Crisis Intervention Services

a. Mobile

b. Telephone

6. Inpatient Services (Level I Behavioral Health Facility)

a. Hospital

b. Subacute

c. Residential Treatment Center

d. Urgent Care/Detoxification Stabilization

7. Residential Services

a. Level II Therapeutic Behavioral Health Residential

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b. Level III Supervised Behavioral Health Residential

c. Room and Board

8. Behavioral Health Day Program

a. Supervised

b. Therapeutic

c. Medical

9. Prevention Services

G. SERVICE AUTHORIZATIONS:

5. Concurrent and Retrospective Review. The Contractor will comply with
the RBHA policies and procedures governing Concurrent and
Retrospective Review.

H. REFERRALS:

1. Document all verbal, telephonic, and/or written referrals or requests
for services;

2. Ensure that all necessary information is received from the referral
source, prior treatment agencies, the primary care provider and anyone
else determined necessary; and

3. Track timeliness of referral or request for services to service
provision.

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I. SCREENING AND TRIAGE:

1. Availability of clinical staff (rural areas only);

2. Clinical appropriateness of plan;

3. Competency assessment or privileging;

4. Contractor's plan for clinical review of assessment data.

The Contractor shall ensure that eligible and enrolled individuals who are
screened receive services in accordance with required service delivery and
appointment standards (See Section N. Appointment Standards).

J. MEMBER ENROLLMENT:

The Contractor shall ensure that all eligible persons who receive Covered
Services are enrolled in the RBHA Information System in a timely manner and
in accordance to RBHA policy.

2. The Contractor shall ensure that complete, timely and accurate
enrollment and assessment data is submitted to the RBHA in accordance
to RBHA and/or ADHS/DBHS policy. The Contractor may be sanctioned for
missing, incomplete, inconsistent or inaccurate data, in accordance
with RBHA and ADHS/DBHS policy and Appendix A, Uniform Terms and
Conditions, Sanctions, of this Subcontract.

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shall provide enrollment information to the Contractor as made
available to the RBHA. For adults, members shall be enrolled as
General Mental Health or Substance Abuse effective the date of intake.
For Children, members shall be enrolled effective the date of intake.
The Contractor's failure to properly enroll members according to RBHA
intake policies and procedures which result in services being provided
to erroneously enrolled members will not be reimbursed by the RBHA and
will be the responsibility of the Contractor.

4. Application for SMI Determination shall occur during the intake
process, when appropriate, in accordance with RBHA Policy and
Procedure.

8. The Contractor is responsible for determining potential eligibility
for entitlements and for referring eligible and enrolled persons to
the appropriate resource. At or prior to enrollment, the Contractor
and its Subcontracted Provider(s) shall determine, based on
individual/family income, if an eligible person is potentially Title
XIX or Title XXI eligible. If a Non-Title XIX/XXI person is identified
as being potentially Title XIX/XXI eligible, the Contractor shall
assist the person in completing an AHCCCS Universal Application and
submitting it to the ADES or AHCCCS SSI-MAO. The Contractor shall
ensure that staff who screen persons for Title XIX/XXI eligibility and
assist persons in completing AHCCCS Universal applications have been
trained on procedures for completing and submitting AHCCCS
applications. Any person, except those who are seriously mentally ill,
who refuse to cooperate with the financial screening and eligibility
process shall not be eligible for behavioral health services through
this Subcontract. For those who refuse to participate, a form
explaining loss of benefits due to refusal to cooperate shall be
signed by the person. If the person is in need of emergency services,
the person may begin to receive services immediately but shall have a
financial screening to assess potential Title XIX/XXI eligibility
within five (5) days from the date of service. These procedures shall
be in conformity with A.R.S.(S)36-3408.

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American Indian who the Contractor has verified is already enrolled
with the Tribal RBHA. Should an enrolled person choose to transfer
covered services from the Tribal RBHA to the Contractor, the RBHA and
ADHS/DBHS Inter-RBHA Coordination policy shall be adhered to.

10. Every enrolled member must be assigned to a Primary Clinician (PC) at
time of enrollment and in accordance to RBHA policies and procedures.

K. DISENROLLMENT:

The Contractor and its Subcontracted Providers shall comply with all RBHA
and ADHS/DBHS policies related to disenrollment.

a. There shall be documented attempts to contact the person by phone
or face-to face, in accordance with RBHA policy.

The Contractor and its Subcontracted Providers shall cooperate when an
enrolled person is to be transitioned between RBHAs, Contractors or
service providers. This shall include identification of transiting
members, provision of appropriate referrals, forwarding of the medical
record and transferring responsibility for court orders, as
applicable.

4. When a person no longer requires Covered Services, or when repeated
attempts to re-engage the person in accordance with K.1. above are
unsuccessful, the person shall be disenrolled. The Contractor shall
ensure that enrolled persons are disenrolled from the RBHA systems
within sixty (60) days after the last service authorized or delivered.

5. Required disenrollment and final assessment data must be submitted to
the RBHA within five (5) working days, if paper submission, or ten
(10) working days if electronically transmitted.

6. The Contractor will have written policies governing its member
disenrollment process which includes the requirement of prior written
notice to members.

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L. INITIAL ASSESSMENTS:

1. All initial assessments shall be performed by staff who are:

b. Trained, credentialed, and privileged in performing assessments
of all behavioral health disorders and initiation of necessary
medical services must be within thirty (30) days of referral.

2. By July 1, 2003, all initial assessments shall be performed by staff
who are behavioral health professionals.

3. For members referred for or identified as needing on going
psychotropic medications for a behavioral health condition, the
Contractor shall ensure the review of the initial assessment and
treatment recommendation by a licensed medical professional with
prescribing privileges.

4. The initial assessment shall include recommendations for services,
including case management.

5. The Contractor shall develop and implement privileging criteria that
are inclusive of age-and population-specific competencies, subject to
RBHA and ADHS/DBHS approval, for the performance of initial
assessments.

6. Upon completion of a thorough competency assessment of each individual
who will perform initial assessments, the Contractor shall submit an
Attestation of Privileges for each individual deemed competent.

7. The Contractor shall comply with all RBHA initiatives to evaluate the
capacity of the system of care with regard to availability of staff
within the provider network eligible to provide intake services
including, but not limited to:

a. responding to surveys;

b. tracking and maintenance of staff education and credentials; and

c. participation in system-wide activities that would help to
increase the number of qualified staff.

M. DISCHARGE PLANS:

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N. APPOINTMENT STANDARDS:

The Contractor shall ensure, and require all Subcontracted Providers to
ensure; that eligible and enrolled persons receive Covered Services in
accordance with the following requirements:

a. within 24 hours of referral or request for all enrolled persons
and Title XIX and Title XXI eligible persons; and

b. within 24 hours of referral or request for all other eligible
persons to the extent possible and as funding allows.

For services provided by the Contractor serving GSA 3, this shall
include responding within 24 hours of receipt of a referral to
evaluate a hospitalized eligible person who is not yet enrolled with
the RBHA or ADHS/DBHS. In such cases, the Contractor must determine
the eligible person's disposition and immediately enroll them.

2. For services provided by the Contractor serving GSA 3, appointments
shall be available within 24 hours of request by an Acute Care
Contractor for non-enrolled Title XIX/XXI eligible persons in an
inpatient facility.

3. Routine appointments shall be available:

a. for initial evaluation

i. within seven (7) calendar days of referral or request for
Title XIX and Title XXI eligible persons; and

ii. within seven (7) calendar days of referral or request for
all other eligible persons to the extent possible and as
funding allows.

b. for the service following the initial evaluation, within seven
(7) calendar days; and

c. if psychiatric services are required, the first routine
psychiatric visit within thirty (30) days of initial evaluation.

4. The Contractor shall require its subcontracted transportation
providers to schedule transportation to medically necessary services
so that Title XIX/XXI enrolled persons arrive no sooner than one (1)
hour before the appointment and do not have to wait more than one (1)
hour after conclusion of the appointment for transportation home.

5. The waiting time for an established appointment shall not exceed
forty-five (45) minutes except when the service provider is
unavailable due to an emergency. When an enrolled person's appointment
is delayed or changed due to an emergency, the service provider shall
attempt to notify the person prior to their appointment and ensure
that timely follow-up occurs.

6. The Contractor shall establish procedures to monitor the availability
of appointments and disseminate appointment standards to enrolled
persons and Subcontracted Providers.

O. INDIVIDUAL SERVICE/TREATMENT PLANS:

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P. CERTAIN TREATMENT ISSUES:

1. The Contractor agrees to provide Covered Services to members in a
manner consistent with the ISP or ITP developed for members by the
Contractor.

3. If the Covered Services include inpatient or residential treatment, no
member receiving such services shall be discharged without a discharge
plan.

Q. ACQUIRED IMMUNE DEFICIENCY SYNDROME (AIDS)

R. ACTIVE TREATMENT AND CONTINUITY OF CARE (PRIMARY CLINICIAN)

Active treatment and continuity of care includes information concerning
case management, integrated treatment for co-occurring disorders and
recovery support. ADHS/DBHS defines active treatment as "delivering and
monitoring behavioral health services to ensure that they are effective in
reducing behavioral heath symptoms, improving functioning and/or
maintaining symptom remission and optimum functioning" (ADHS/DBHS
Solicitation No. H0-001, page 12).

1. The Contractor shall implement policies, procedures, performance
standards and a monitoring process to ensure active treatment for all
enrolled persons and continuity of care between providers, settings
and treatment episodes, including:

a. Initiation of medically necessary services within fourteen (14)
days of referral;

b. Assignment to a clinician privileged by the Contractor to serve
as a fixed point of accountability;

c. Transmittal of assessment, treatment and discharge
recommendations to the member's primary care physician;

d. Facilitation and coordination of transfer out of area, out of
State, or to an ALTCS Contractor, as applicable and transfer of
assessment, treatment and discharge recommendations to the
member's primary care physician; and

e. Attempts to re-engage persons in service prior to disenrollment,
as described in the RBHA and ADHS/DBHS policies.

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2. The RBHA has designated the title "Primary Clinician" to identify the
staff person to whom each enrolled member is assigned. The Primary
Clinician is responsible for providing active treatment and/or
ensuring that active treatment is provided.

3. This assignment shall enhance coordination of care and identify a
clear point of accountability. A ratio of 1 to 100 is preferred as the
maximum number of enrolled members assigned to a Primary Clinician for
Title XIX/XXI General Mental Health/Substance Abuse Adults, Children
and persons with SMI.

4. The Contractor shall utilize competent individuals to deliver the
quality and quantity of care required by enrolled members. The
Contractor shall ensure that members are correctly assessed and
afforded the treatment indicated through those assessments.

5. The Contractor shall ensure that the Primary Clinician provides active
treatment or ensures that active treatment is provided to their
assigned enrolled persons, as indicated by progress in:

a. Reducing or eliminating symptoms;

b. Improving function ; and/or

c. Maintaining the enrolled person in symptom remission or optimum
functioning.

If there is no progress, the following shall occur:

a. Re-evaluation of diagnosis;

b. Revision of service plan or services delivered; and/or

c. Request or referral for clinical consultation.

6. The Primary Clinician is also responsible to ensure that the following
occur:

a. Assessment, service planning and delivery of medically necessary
services;

b. Ongoing assessment of existing and emerging behavioral health
needs;

c. Revision of service plan and service delivery based on progress
toward behavioral health goals;

d. Provision of covered services and/or referral to needed
treatment, rehabilitative, supportive, ancillary services and
emergency services, and referral to community resources;

e. Provision of case management services and/or determination of the
need for additional case management services to be delegated to a
qualified clinician;

f. Monitoring of behavioral health condition, and provision of
intervention as needed;

g. Ongoing collaboration with parents, guardians, family members,
significant others, primary care provider, school, child welfare,
juvenile or adult probation and/or parole, developmental
disability provider, and other involved service providers,
community and State agencies;

h. Maintenance of continuity of care between inpatient and
outpatient settings;

i. Development and implementation of transition, discharge and
aftercare plans prior to discontinuation of behavioral health
services.

7. The Contractor shall develop and implement policies, procedures,
privileging criteria and a monitoring process to ensure that:

a. enrolled persons receive active treatment as described in
Paragraph R.5. above; and

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b. the responsibilities described in Paragraph R.6. above are
performed by clinicians who:

8. In Metropolitan Tucson the Primary Clinician shall be a:

a. Behavioral Health Professional as specified in A.A.C. Title 9,
Chapter 21, or

b. Master's level professional in a related human services field, or

c. licensed Behavioral Health Professional (Psychiatrist,
Psychologist, Registered Nurse Practitioner, Registered Nurse or
Physician Assistant).

9. At minimum, the Primary Clinician must be a Psychiatrist, Certified
Psychiatric Nurse Practitioner or a Physician Assistant if the
enrolled person has one or more of the following:

a. Severe or psychotic psychiatric diagnosis, including:

i. Schizophrenia or Schizoaffective disorder

ii. Bipolar Disorder

iii. Major Depressive Disorder, Recurrent, Severe or Major
Depressive Disorder with Psychotic Features

iv. Delusional Disorder

v. Psychotic Disorder, not otherwise specified, and

vi. Alcohol and other substance-induced psychotic disorders.

b. Enrolled in the DD-ALTCS program ▇▇▇▇▇▇▇▇▇▇▇▇.▇▇ ADES/DDD.

c. Chronic or severe medical or neurological disorders requiring
active medical management.

d. And/or anyone else who in the judgement of the RBHA or the
Contractor should be assigned to a medial professional.

10. The Contractor shall ensure that each enrolled member receives
orientation upon intake, including:

a. The role of the Primary Clinician. The Primary Clinician must be
identified by name, and in writing, and the responsibilities and
expectations reviewed with the member.

b. Information regarding Member Rights.

c. Responsibilities of the member in participating in the treatment
process.

d. Covered Services.

e. In writing, actions the member should take in case of a crisis
situation or the need to contact the Primary Clinician during
non-business hours.

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11. The Contractor shall notify members, in writing, of any changes to
their assigned Primary Clinician. Notification to the RBHA of said
change does not suffice as notification to the member.

S. COORDINATION OF CARE:

The Contractor shall support the participation of parents/primary
caregivers, adolescents and children in the assessment and service planning
process.

1. Schools/Local Educational Authorities:

a. The Contractor shall ensure that:

i. Prevention, screening and early identification programs are
delivered in or near school settings, and are provided in
collaboration with local educational authorities;

ii. Information and recommendations contained in the individual
education plan (IEP) are considered in the development of
the service plan for the enrolled person;

2. Child Protective Services (ADES/ACYF):

a. The Contractor shall ensure that:

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ii. All provisions of the DBHS/DES Operating Procedures Manual
are followed; and

iii. Subcontracted Providers coordinate, communicate and expedite
behavioral health services to assist ADES in reducing the
amount of time children spend in the custody of the State
and in finding permanent placement for children, according
to requirements addressing the Model Court mandate.

3. Developmental Disabilities (ADES/DDD):

a. The Contractor shall ensure that:

4. Arizona Department of Corrections (ADC), Arizona Department of
Juvenile Corrections (ADJC) Administrative Office of the Court (AOC),
Juvenile and Superior Courts:

a. The Contractor shall ensure that:

5. Jails:

a. The Contractor shall ensure:

i. Screening and assessment services to individuals who are in
jail and are suspected to have a serious mental illness; and

ii. Continuity of care, discharge planning and timely sharing of
information for enrolled persons with a serious mental
illness who are in or are leaving the jail.

6. AHCCCS Health Plans:

a. The Contractor and its Subcontracted Providers are responsible
for the coordination of care with the AHCCCS Health Plans in
accordance with the RBHA and ADHS/DBHS policies.

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i. Notification of receipt of referral;

ii. The name, address, telephone, and fax number of the assigned
behavioral health Primary Care Clinician;

. Initiation and significant changes in psychotropic
medications and significant adverse reactions

. Results of relevant laboratory, radiology and other
tests

. Emergency/crisis admission or events

. Discharge from an inpatient setting

. Disenrollment from ADHS/DBHS or the RBHA

. Initial assessment and treatment recommendations

. Any other events requiring medial consultation with the
enrolled person's PCP.

The Contractor must adhere to confidentiality guidelines pursuant
to 42 C.F.R. 431 and A.R.S. 36-509. Unless prescribed otherwise
in federal regulations or statute, it is not necessary for the
Contractor or its Subcontracted Providers to obtain a signed
release form in order to share behavioral health related
information with the PCP or AHCCCS Health Plan.

The Contractor will ensure that consultation services are made
available to health plan PCP's and describe how to access such
services, including methods to initiate a referral for ongoing
behavioral health services. Eligible persons with diagnoses of
depression, anxiety or attention deficit hyperactivity disorder
who are currently being treated by the Contractor's physician may
be referred back to the PCP for ongoing care only after
consultation with the enrolled person's PCP and with the
person/person's guardian. Upon request, the Contractor or its
Subcontracted Providers shall inform PCPs about the availability
of resource information regarding the diagnosis and treatment of
behavioral health disorders.

c. The Contractor and its Subcontracted Providers shall ensure
physician-to-physician interaction when necessary between the
prescribing physician, nurse practitioner or physician assistant
and the Primary Care Provider in cases involving medical
conditions and/or medication interactions that pose a risk of
harm to the enrolled person.

d. The Contractor and its Subcontracted Providers shall inform all
enrolled persons of the nature and extent of the treatment
information that will be shared with the primary care provider to
coordinate care.

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e. The Contractor and its Subcontracted Providers shall provide
psychiatric consultation services for AHCCCS primary care
providers who wish to prescribe psychotropic medications within
their scope of practice. These services shall include:

i. Upon the request of the Primary Care Provider, direct access
to psychiatrists (or other behavioral health providers, if
applicable);

ii. Provision of recommendations to the Primary Care Provider by
the psychiatrist:

. Regarding the Primary Care Provider's management of the
eligible person's behavioral health condition; and

. Regarding behavioral health services that should be
performed through the Contractor or a Subcontracted
Provider in addition to psychotropic medication
management by the primary care provider, or

. That ongoing management should be performed through the
Contractor or Subcontracted Provider, based on the
severity or complexity of the eligible persons'
behavioral health condition; and

iii. Provision of information to AHCCCS Health Plans about how to
access these services.

f. The Contractor and its Subcontracted Providers shall cooperate
with the RBHA, ADHS/DBHS and AHCCCS in implementing and complying
with any additional policies and procedures established for
monitoring and improving communication between acute care and
behavioral health contractors and subcontractors.

7. Other General Medical and Dental Providers:

To the extent permitted by law and to the extent that funding is
available, the Contractor and its Subcontracted Providers:

a. Shall ensure coordination of covered services with general
medical care for Non-Title XIX/XXI enrolled persons;

8. Arizona State Hospital/Inpatient Facilities:

i. Diversion of potential admissions from ASH.

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ii. Coordination of the admission process with the ASH
Admissions Office.

iii. Participation in ASH treatment and discharge planning;
through attendance at Inpatient Treatment and Discharge Plan
(ITDP) staffings in person or by phone at least monthly.

iv. Provision of available clinical and medical record
information upon or shortly after admission.

v. Any other requested communication and/or collaboration with
ASH, including but not limited to:

. compliance with RBHA policies and procedures;

. attendance at the ASH Social Worker/RBHA monthly
meeting by phone or in person; and

. compliance with ASH performance indicators.

b. The Contractor shall maintain sufficient staff to meet the
following requirements:

i. attendance at the Master ITDP staffing and subsequent
staffings;

ii. regular contact (at least every 30 days) with members in
ASH; and

iii. collaboration on the member's discharge from ASH.

9. Transfers or Closures from CPSA Services:

b. A packet of clinical information must be made available to the
agency accepting responsibility for a member transferred from the
RBHA for the transfer to be complete and the closure in effect.

10. Arizona Department of Economic Security/Disability Determination
Services Administration (ADES/DDS)

The Contractor and its subcontracted providers shall cooperate with
ADHS and ADES/DDSA in its review and sampling of applicant's
determinations of SMI status, in compliance with AHCCCS's state plan
amendment.

11. IMD Facilities. The Contractor shall ensure the following when
providing either directly or through subcontract arrangement covered
services in an IMD facility:

a. The IMD facility must keep track of the number of days a Title
XIX or Title XXI member is in the facility and may only ▇▇▇▇ for
services within the limitations of the IMD expenditure authority.
The service limitations are thirty (30) days per admission and
sixty (60) days per contract year for persons age 21 through 64
for services provided in IMDs. Service limitations are cumulative
across providers. For persons under 21 and over 64 years old,
there are no IMD service limitations.

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b. The IMD facility must notify AHCCCS Member Services at (602)
417-4063 when a Title XIX member who is age 21 through 64 is
admitted to the facility.

c. The IMD facility must provide written notification to Title XIX
and Title XXI members who are age 21 through 64 that their AHCCCS
eligibility will end if they remain in an IMD facility longer
than thirty (30) days per admission or sixty (60) days annually.

T. NOTICE OF DENIAL/REDUCTION/SUSPENSION/TERMINATION OF SERVICES:

The Contractor shall comply with the Notice requirement policies and
procedures established by AHCCCS, ADHS/DBHS and the RBHA whenever Covered
Services are denied, reduced, suspended or terminated:

1. With respect to all eligible and enrolled persons:

a. The Contractor and its Subcontracted Providers shall use the
notice forms as prescribed by ADHS/DBHS policy and procedures.

b. The Contractor shall follow appropriate clinical practice when
denying, reducing, suspending or terminating covered services.

2. With respect to Title XIX and Title XXI eligible and enrolled persons:

a. The Notice form prescribed by ADHS/DBHS shall be used to provide
Title XIX and Title XXI eligible and enrolled persons prior
written notice of a reduction, suspension or termination of a
prior authorized Title XIX or Title XXI covered service and such
actions when based on utilization review.

b. When a covered service is subject to prior authorization, the
Contractor shall also comply with the notice, continuation of
benefits and appeals process requirements specified in 42 CFR
431.200 et seq.; A.A.C. R9-22-516, and further described in
Members' Rights and Responsibilities in A.A.C. R9-22, Article 13;
A.A.C. R9-31, Article 13; AHCCCS Rules; ADHS/DBHS and RBHA Policy
and Procedures.

3. With respect to persons who are SMI or who request services as a
person who is SMI:

a. When covered services to an enrolled person who has been
determined to be seriously mentally ill are modified, suspended
or terminated, the enrolled person shall receive a specific
Notice form prescribed by ADHS/DBHS for that purpose, including
notice of the right to appeal, in accordance with A.A.C. Title 9,
Chapter 21 (currently R9-21-315).

b. Covered services to an enrolled person who has been determined to
be seriously mentally ill shall be continued pending the
resolution of any appeal.

U. BEHAVIORAL HEALTH RECORDS:

The Contractor shall ensure, and through the terms of each subcontract
require all Subcontracted Providers to ensure, that the behavioral health
records of enrolled persons created or maintained by

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the Contractor and its Subcontracted Providers are maintained in a
detailed, comprehensive and timely manner which conforms to good
professional practice, permits effective professional review and audit and
facilitates prompt and systematic retrieval of information and follow-up
treatment.

1. Behavioral health records must be legible, signed and dated by all
responsible parties and the assigned staff member.

5. The Contractor shall ensure and require its Subcontracted Providers to
ensure that each behavioral health record contains consent to treat
forms, signed by the enrolled person or guardian.

6. The Contractor shall ensure and require its Subcontracted Providers to
ensure that each behavioral health record includes permission for the
RBHA, ADHS/DBHS, AHCCCS, CMS and their consultants to access
information and records maintained by the Contractor and/or its
Subcontracted Providers concerning the provision of Covered Services
under this Subcontract.

9. Contractor shall maintain and require its Subcontracted Providers to
maintain, as applicable, medical records in accordance with the
requirements for a Community Service Agency and/or a Therapeutic
▇▇▇▇▇▇ Care Home. Medical records requirements are contained in
ADHS/DBHS Policy 2.75, Community Service Agency - Title XIX
Certification and ADHS/DBHS Policy 2.45, Therapeutic ▇▇▇▇▇▇ Care Homes
- Title XIX Certification.

V. TRANSITION OF TITLE XIX and TITLE XXI ENROLLED PERSONS

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to the new contractor of those services which count toward an annual
limitation.

W. OUTREACH:

1. Geographic or social isolation;

2. Serious and persistent mental illness;

3. Homelessness;

4. Language barrier;

5. Visual and auditory impairment;

6. Developmental, medical or physical disabilities;

7. Infancy and early childhood;

8. Old age;

9. Adult or juvenile criminal justice involvement;

10. Non-dominant culture and ethnicity;

11. Poverty;

12. Injection drug use;

13. Pregnancy and/or presence of dependent children; and

14. Involvement with child protective services.

X. QUALITY ASSURANCE/UTILIZATION REVIEW:

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thirty (30) days after receipt of written notification of such changes
unless these changes are externally mandated by Federal, State or
AHCCCS requirements or intended to comply with those requirements.

b. Development of and performance of services based on a plan of
care in accordance with 42 CFR 441.154 to 156;

c. Development and implementation of utilization management plans
and committees in accordance with 42 CFR 456.100 to 129 and
456.200 to 213;

d. Completion of Medical Care Evaluation Studies according to
instructions from ADHS/DBHS.

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maintain consistently high quality care and effective and efficient
use of services. In the development, management and monitoring of the
provider network, the RBHA shall require inpatient facilities
(including inpatient hospitals, inpatient psychiatric facilities for
persons under the age of 21 and IMDs) to conduct MCE studies which
meet the requirements of 42 CFR Part 456.

Y. PERFORMANCE:

1. Measurement: The Contractor accepts, as a measurement of performance
under this Subcontract, those outcome indicators required in General
Provision X., Quality Assurance and Utilization Review.

Z. FEDERAL BLOCK GRANT REQUIREMENTS:

1. For those Contractors receiving Federal Block Grant fund types as
specified in Schedule III, Program Funding Allocation, (Risk-based
Non-Title XIX Case Rate contains Federal Block Grant fund types),
agree to establish accounting and program procedures which ensure
compliance with Federal Block Grant legislation, ADAMHA Reorganization
Act, P.L. 102-321, Section 201 Part B of Title XIX of the Public
Health Service Act (42 U.S.C. 300x, et. seq.) as amended July 10,
1992. Federal funds authorized under the ADAMHA Block Grant Program,
including a Community Mental Health Services Block Grant and the
Substance Abuse Prevention and Treatment (SAPT) Block Grant, may not
be used for the following:

a. To provide inpatient hospital services;

b. To make cash payments to intended recipients;

c. To purchase or improve land, purchase, construct or permanently
improve (other than minor remodeling) any building or facility;

d. To purchase major medical equipment;

e. To satisfy any requirements for the expenditure of non-federal
funds as a condition for the receipt of federal funds;

f. To provide financial assistance to any entity other than a public
or non-profit private entity;

g. To carry out any program of distributing sterile needles for the
hypodermic injection of any illegal drug;

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i. To pay the salary of an individual, through a grant or other
extramural mechanism, at a rate in excess of $125,000 per year;
and

j. To purchase treatment services in penal or correctional
institutions of the State of Arizona.

2. The Contractor further agrees to:

a. Ensure that block grant funds are accounted in a manner that
permits separate reporting for Mental Health and Substance Abuse
Services.

i. Alcohol Abuse Treatment services

ii. Drug Abuse Treatment services

iii. Primary Prevention services

iv. Pregnant women/women with dependent children

v. HIV/AIDS Early Intervention services

a. A unique identifier for each pregnant women and injection drug
abuser seeking treatment;

b. Date each pregnant women and injection drug abuser put on a wait
list and receiving interim services; and

c. Existing capacity and utilization by pregnant/substance using
women.

4. Pregnant Substance Abusing Women and Women with Dependent Children:

a. The Contractor shall ensure access to substance abuse treatment
and aftercare services funded by SAPT Block Grant is prioritized
according to the following list:

i. Pregnant injecting drug users;

ii. Pregnant substance abusers;

iii. Other Injecting drug users; and

iv. All others.

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b. The Contractor shall ensure and require its Subcontract Providers
to ensure that:

i. Metropolitan Tucson:

Specialty programs which provide

. Primary medical care (women);

. Primary pediatric care (children);

. Gender-specific substance abuse treatment (women);

. Therapeutic interventions for children;

. Child care;

. Case management (women); and

. Transportation.

ii. All other Areas:

d. No individual may be denied services solely based on medical
condition.

5. Injection Drug Users:

a. The Contractor shall ensure:

ii. Each individual who requests and is in need of treatment for
injection drug abuse is admitted to a program of such
treatment no later than:

iii. 14 days after making the request for admission, or

iv. 120 days after the request, if no program has capacity to
admit the individual, and, if interim services are offered
within 48 hours of the request for treatment; and

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6. Tuberculosis Screening and Referral

a. The Contractor receiving SAPT Block Grant funding for treatment
services:

i. Implements tuberculosis, infection control procedures as
established by the ADHS;

ii. Routinely provides Tuberculosis risk assessment and conducts
or offers referrals for Tuberculosis (TB) testing,
evaluation and treatment; and

iii. Ensures that interim services provided to pregnant/parenting
substance abusing women and injection drug users routinely
include TB risk assessments, evaluation and treatment.

AA. PENDING LEGISLATIVE ISSUES:

In addition to the requirements described in this Subcontract, there are
legislative issues that may have an impact on services provided by ADHS and
the RBHA on or after the effective date of this Subcontract. The following
is a brief description of issues that ADHS/DBHS is aware of at the time of
issuance of this Subcontract:

1. Breast and Cervical Cancer. Legislation was passed to adopt a federal
program that expands Title XIX eligibility to women under the age of
65 who are between 100% and 250% of FPL that have been diagnosed with
either breast or cervical cancer. This program will be implemented
early in 2002. These members will be eligible for the entire Title XIX
Service package, including behavioral health services.

2. Ticket to Work. Legislation was passed to adopt a federal program that
expands Title XIX eligibility to individuals, age 16 through 64 years
old who meet SSI eligibility criteria, and whose earned income is at
or below 250% of the FPL. This program will be implemented early in
2002. These members will be eligible for the entire Title XIX Service
package, including behavioral health services.

3. AHCCCS Coverage for the parents of children eligible for KidsCare. As
a result of the 2001 legislative session, AHCCCS is required to apply
for an 1115 Waiver to cover the parents of children eligible for
KidsCare up to 200% FPL. AHCCCS will need state match if the waiver is
approved, and will seek legislative expenditure authority. It is
anticipated that this program will be effective October 1, 2002.

BB. SPECIAL PROVISIONS:

CC. APPENDICES/SCHEDULES/ATTACHMENTS:

This Subcontract includes and incorporates by reference the following:

1. Appendices:

a. Appendix A: Uniform Terms and Conditions

b. Appendix B: Minimum ADHS/DBHS Contract (Subcontract) Provisions

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2. Schedules:

a. Schedule I: Special Provisions

b. Schedule II: Scope of Work

c. Schedule III: Program Funding Allocation

d. Schedule IV: Service Fee Schedule

e. Schedule V: Fiscal Agent

f. Schedule VI: Contract Deliverables

3. Attachments:

a. Attachment 1: Covered Services (DELETED EFFECTIVE 10/03/01)

b. Attachment 2: Summary of Benefits

i. Pima County - GSA 5

c. Attachment 3: Geographic Subdivisions in GSA 5

d. Attachment 4: CPSA Service Authorization Matrix

e. Attachment 5: Title XXI Behavioral Health Services & Benefit
Coverage (DELETED EFFECTIVE 10/1/01)

f. Attachment 6: Reconciliation Period

g. Attachment 7: Contractor Service Site Locations

h. Attachment 8: Independent Practitioners

i. Attachment 9: ▇▇▇▇▇▇ ▇. ▇▇▇▇ Provisions

j. Attachment 10: HB2003 Children's Service Codes Reference Sheet

DD. ENTIRE AGREEMENT:

EE. BINDING EFFECT:

This Subcontract shall be binding upon and shall inure to the benefit of
the parties hereto and their respective successors and permitted assigns.

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Insert Appendix A

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Insert Schedule I-A
Special Provisions

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Insert Schedule VI
Contract Deliverables

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Attachment 4
MATRIX

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Insert Attachment 10
HB2003 Children's Service Codes Reference Sheet

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APPENDIX A
UNIFORM TERMS & CONDITIONS

A. APPLICABLE LAW:

1. Arizona Law: The law of Arizona applies to this Subcontract including,
where applicable, the Uniform Commercial Code as adopted by the State
of Arizona.

2. Arizona Procurement Code: The Arizona Procurement code, Arizona
Revised Statutes ("A.R.S.") Title 41, Chapter 23, and it's
implementing rules, Arizona Administrative Code ("A.A.C.") Title 2,
Chapter 7, are a part of this Subcontract as if fully set forth in it.

3. Implied Contract Terms: Each provision of law and any terms required
by law to be in this Subcontract are a part of this Subcontract as if
fully stated in it.

4. Contract Order of Precedence: In the event of a conflict in the
provisions of the Subcontract as accepted by the State, the following
shall prevail in the order set fort below:

a. Appendix A, Uniform Terms & Conditions;

b. Program requirements and specifications; and

c. Exhibits

B. CHOICE OF FORUM:

C. DISSEMINATION OF INFORMATION:

D. REQUESTS FOR INFORMATION:

E. RECORDS:

1. The Contractor further agrees:

a. To submit all reports and documents related to the performance of
this agreement as specified in this Subcontract.

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F. REQUIREMENT RELATING TO MERGER, REORGANIZATION AND OWNERSHIP CHANGE:

G. AUTHORITY:

H. CONTRACT INTERPRETATION AND AMENDMENT:

a. funding source(s) changes by the RBHA when the amount of the
Subcontract remains unchanged; or

b. funding source(s) transfers by the RBHA when the amount of the
Subcontract remains the same.

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I. COMPUTATION OF TIME:

Unless a provision of this Subcontract explicitly states otherwise, periods
of time referred to in this Subcontract shall be computed as follows:

1. When the period of time called for in this Subcontract is 10 or fewer
days, then intermediate Saturdays, Sundays and legal holidays shall be
excluded.

2. When the period of time called for in this Subcontract is 11 or more
days, then intermediate Saturdays, Sundays and legal holidays shall be
included.

3. In all cases, the first day shall be excluded and the last day
included, unless the last day is a Saturday, Sunday or legal holiday,
and then it is also excluded.

J. SEVERABILITY:

The provisions of this Subcontract are severable. Any term or condition
deemed illegal or invalid shall not affect any other term or condition of
the Subcontract.

K. CONTRACTOR AS INDEPENDENT CONTRACTOR:

L. ASSIGNMENT AND DELEGATION:

The Contractor shall not assign any right nor delegate any duty under the
Subcontract without the prior written approval of the RBHA and ADHS.

M. INDEMNIFICATION AND INSURANCE:

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d. Professional liability insurance with a minimum combined single
limit of one million dollars ($1,000,000.00), each occurrence, if
professional acts shall be required in the performance of this
Subcontract.

4. The Contractor and its Subcontracted Providers shall name the RBHA,
the State of Arizona, their agents, officials and employees as
additional insureds and shall specify that the insurance shall be
primary insurance and any insurance or self-insurance of the RBHA, the
State, ADHS or its employees shall be excess, not contributory
insurance, to that provided by the Contractor or its Subcontracted
Providers. Such policy shall contain a severability of interests
provision and provision for at least thirty (30) days prior written
notice to the RBHA of any cancellations, non-renewal or material
change in coverage. The RBHA reserves the right to continue payment of
premiums for which reimbursement shall be deducted from amounts due or
subsequently due to the Contractor. All policies shall be issued by
insurers qualified to transact business in Arizona and shall be
subject to approval by ADHS if and to the extent such approval is
required by ADHS. Any Contractor or Subcontracted Provider that is a
hospital or governmental body may provide coverage by an adequately
funded self insurance program.

5. The Contractor's failure, or its Subcontracted Providers' failure, to
procure and maintain the required liability insurance or to provide
proof thereof to the RBHA within 30 days following the commencement of
a new policy period, shall constitute a material breach of this
Subcontract upon which the RBHA may immediately terminate this
Subcontract. Prior to the effective date of this Subcontract, the
Contractor shall furnish the RBHA with copies of its own State of
Arizona Certificate of Insurance (RM7200.1) or a certificate of
substantially the same content in the case of a Contractor with a
permissible self insurance program drawn in conformity with the above
insurance requirements. Certified copies of any or all of the above
policies and endorsements shall be submitted to the RBHA upon request.

N. INFRINGEMENT OF PATENTS AND COPYRIGHTS:

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opportunity to conduct the defense thereof, together with full
information and all reasonable cooperation.

O. RECOUPMENT OF CONTRACT PAYMENTS:

P. SUBCONTRACTS:

To the extent the Contractor employs Subcontracts in its performance of the
Subcontract, those Subcontracts shall be subject to the following
requirements:

1. All Subcontracts shall incorporate the Contract into the terms and
conditions of the Subcontract by reference.

2. All provider Subcontracts shall contain the minimum Subcontract
provisions contained in Appendix B of this Subcontract.

Q. COMPLIANCE WITH APPLICABLE LAWS:

R. ADVERTISING AND PROMOTION OF CONTRACT:

The Contractor shall not advertise or publish information for commercial
benefit concerning this Subcontract without the prior written approval of
the RBHA.

S. RIGHT TO ASSURANCE:

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T. TERMINATION UPON MUTUAL AGREEMENT:

This Subcontract may be terminated by mutual written agreement of the
parties specifying the termination date therein.

U. GRATUITIES:

V. SUSPENSION/DEBARMENT:

W. TERMINATION FOR CONVENIENCE:

X. TERMINATION FOR DEFAULT:

1. The Contractor shall continue the performance of this Subcontract to
the extent not terminated under the provisions of this Section.

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Y. TERMINATION FOR NON-AVAILABILITY OF FUNDS:

1. Stop all work as specified in the notice of termination and
immediately notify all Contractors in writing to do the same.

2. Be paid any available federal funds for all covered services
completed.

3. Be paid any available federal funds for its reasonable actual costs
for work in progress as determined by GAAP.

4. Deliver to the RBHA a complete set of all documents, programs and
other information described in this Subcontract.

Z. RIGHTS & OBLIGATIONS UPON TERMINATION:

In the event of termination as provided in this Subcontract:

1. If the Subcontract is terminated in part, the Contractor shall
continue to perform the Subcontract to the extent not terminated.

5. All documents, program, and other information prepared by the
Contractor under the Subcontract shall be delivered to the RBHA upon
demand.

AA. RIGHT TO OFFSET:

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BB. NON-EXCLUSIVE REMEDIES:

CC. NON-DISCRIMINATION:

DD. DISPUTES:

1. In the event of a dispute under this Subcontract, the parties agree to
make a good faith attempt to resolve the dispute prior to taking
formal action.

3. Additionally, a Contractor must advise its Subcontracted Providers
that they may appeal adverse decisions of the Contractor, in
accordance with the RBHA's Provider Appeal Policy.

5. Eligible Person/Enrolled Person Grievances, Appeals and Requests for
Investigation:

EE. MEMBER GRIEVANCES AND APPEALS.

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grievance and appeals process for persons with serious mental illness
and appeals process for all other member populations, with the
exception of prevention participants. All of these processes may
culminate in administrative fair hearings and possible judicial
review.

5. The Contractor shall ensure that any services in an AHCCCS Director's
decision are promptly provided, irrespective of whether nor not a
petition for rehearing is filed.

FF. DISPUTE RESOLUTION:

GG. RIGHT TO INSPECT PLANT/PLACE OF BUSINESS:

HH. INCORPORATION BY REFERENCE:

II. COVENANT AGAINST CONTINGENT FEES:

JJ. CHANGES:

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the Contractor may assert its right to an adjustment in compensation
paid under this Subcontract. The Contractor shall assert its right to
such adjustment within 30 days from the date of receipt of the change
notice. Any dispute or disagreement caused by such notice shall
constitute a dispute within the meaning of Appendix A, paragraph DD.,
Disputes, and be administered accordingly.

KK. WARRANTY:

LL. NO GUARANTEED QUANTITIES:

The RBHA does not guarantee the Contractor any minimum or maximum quantity
of services or goods to be provided under this Subcontract.

MM. CONFIDENTIALITY OF RECORDS:

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State or its political subdivisions. Information derived from any such
program may be disclosed: 1) In summary, statistical or other form; or
2) for clinical or research purposes, provided the identity of the
individuals diagnosed or provided care, or patient identifiable data
under such program is not disclosed.

3. The Contractor shall comply with the provisions of A.R.S. (S) 36-663
concerning Human Immunodeficiency Virus related testing restrictions
and exceptions and with A.R.S. (S) 36-664 concerning confidentiality
and exceptions in providing services under this Subcontract.

4. The RBHA and the Contractor specifically agree that disclosure of all
medical information and records to the RBHA and ADHS is deemed
essential to the performance of duties under this Subcontract.

NN. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPAA):

The Contractor is required to comply with all administrative simplification
provisions resulting from the Health Insurance Portability and
Accountability Act (HIPAA). The administrative simplification section
standardizes electronic transaction formats and code sets; establishes
national identifiers for providers, employers, health plans and
individuals; and sets standards for security and privacy. Each of these
provisions will be published as on or more Final Rules in the Federal
Register. Implementation of these provisions will be required two (2) years
after the effective date of each provision's final rule as published by the
Department of Health and Human Services. Contractor agrees to comply with
RBHA policies and procedures implementing HIPAA requirements as they are
developed.

OO. ASSIGNMENT OF CONTRACT/BANKRUPTCY:

PP. OWNERSHIP OF INFORMATION AND DATA:

2. The Contractor agrees to give recognition to the ADHS/DBHS for its
support of the program when publishing program material or releasing
program related public information.

QQ. AUDITS AND INSPECTIONS:

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2. At any time during the term of this Subcontract, the Contractor's or
any Subcontractor's facilities, services, books, accounts, reports,
files and other records shall be subject to audit by the RBHA,
ADHS/DBHS and, where applicable, the Federal government or any
appropriate agent thereof, to the extent that the books and records
relate to the performance of the Subcontract or contracts. No
information related to enrolled persons or services provided to
enrolled persons may be withheld for any reason. The contractor shall
ensure that its Subcontractors cooperate fully during any review or
examination of the Contractor or Subcontractor's financial and program
operations. The Contractor and its Subcontractors shall maintain all
records pertinent to this Subcontract for a minimum of five years from
the date of Subcontract termination.

3. The RBHA, ADHS/DBHS and the Federal government may evaluate through
on-site inspection or other means, the quality, appropriateness and
timeliness of services performed under this Subcontract.

RR. FRAUD AND ABUSE:

2. As stated in A.R.S. (S) 13-2310, incorporated herein by reference, any
person who knowingly obtains any benefit by means of false and
fraudulent pretenses, representations, promises or material omissions
is guilty of a class 2 felony.

SS. LOBBYING:

1. No funds paid to the Contractor by the RBHA or interest earned
thereon, shall be used for the purpose of influencing or attempting to
influence:

a. any officer or employee of any State or Federal agency; or

b. any member of, or employee of a member of, the United States
Congress or the Arizona State Legislature

TT. ANTI-KICKBACK:

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other thing of value constitutes fair and reasonable consideration for
performance by the Contractor or each other party under that Subcontract or
agreement received by or for the account of the RBHA.

UU. PAYMENT OF PERFORMANCE OF OBLIGATIONS/JUDGEMENTS:

VV. OTHER CONTRACTS:

WW. AMENDMENTS AND NOTICES:

a. Change of non-licensable behavioral health facility address or
administrative address.

b. Change of telephone number.

c. Change of authorized signatory.

d. Changes in the name and/or address of the person to whom notices
are to be sent.

e. Change in the name of the Contractor where the ownership remains
the same.

3. Subsection WW.1. notwithstanding, written amendments to this
Subcontract shall not be required for:

a. Funding source(s) change by the RBHA when the amount of this
Subcontract remains unchanged; or

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b. Funding source(s) transfer(s) by the RBHA when the amount of this
Subcontract remains the same. The RBHA shall, however, give
written notice to the Provider of Subcontract funding source(s)
change or transfer(s) within thirty (30) days following the
effective date thereof, including any changes in the program
requirements.

XX. ASSIGNMENT OF OVERCHARGES:

YY. FORCE MAJEURE:

a. the late performance by the Contractor or a Subcontractor unless
the delay arises out of a force majeure and the Contractor
complies with (4) of this paragraph, or

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b. The inability of the Contractor or any Subcontractor to acquire
or maintain any required insurance, bond, licenses or permits.

ZZ. EFFECTIVE DATE:

The effective date of the Subcontract is July 1, 2001

AAA. YEAR 2000 COMPLIANCE:

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BBB. MINIMUM ADHS/DBHS CONTRACT (SUBCONTRACT) PROVISIONS:

CCC. INSTITUTIONAL REVIEW BOARD FOR RESEARCH:

DDD. INTERGOVERNMENTAL AND INTERAGENCY SERVICE AGREEMENTS:

EEE. SANCTIONS:

Subcontract Provision Violated Estimated Damages
----------------------------------------------------------- ------------------------------

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Subcontract Provision Violated Estimated Damages
----------------------------------------------------------- ------------------------------

Other Minimum Data Requirements 1
Confidentiality of Records 2
Records Retention 1
Provisions governing services for persons with SMI,
including ▇▇▇▇▇▇ ▇. ADHS litigation, and Title XIX eligible
children referenced in J.K. vs. ▇▇▇▇▇ 1
Prior Authorization 2
Corrective Actions 1
Performance $2,500 per occurrence
Arizona Administrative Code Title 9, Chapter 21 1
Special Provisions and Schedules 2
ADHS/DBHS & AHCCCS Provisions 2
Other areas of non-compliance not identified above. 1

Note - Under Estimated Damages:

Estimated Damages 1: The lesser of $2500 or 1% of one month's payment for
all of the Contractor's assigned clients for each month or fraction thereof
in which the violation occurs.

Estimated Damages 2: The lesser of $5000 or 2% of one month's payment for
all of the Contractor's assigned clients for each month or fraction thereof
in which the violation occurs.

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$10,000. If a third violation of the same provision occurs within 2
years of the first violation, the penalty for the first month of the
third violation could be as high as $15,000.

4. The RBHA shall have the right to off-set against any payments due the
Contractor until the full damages are paid. Other sanctions and
penalties may be imposed upon the RBHA and subsequently passed on to
the Contractor as liquidated damages, in accordance with rules,
regulations and policies of AHCCCS or ADHS and following written
notice and grievance opportunities.

The Contractor has the right to appeal such an adverse action in
accordance with the RBHA policy.

FFF. LABORATORY SERVICES PROVISIONS:

1. In accordance with the Clinical Laboratory Improvement Amendment
(CLIA) of 1988, a Contractor with a laboratory or with a physician
that provides in-house laboratory services, or with any other provider
of laboratory services must have a CLIA certificate of waiver or
certificate of registration in order to legally perform laboratory
testing. The Contractor shall file with AHCCCS its records for these
services, the Contractor's claims may be subject to recovery or to
imposition of financial sanctions. For purposes of this Subcontract,
the effective date for the Contractor to have a CLIA number is
September 1, 1992, or date that CMS provides AHCCCS with a complete
database file, whichever is later.

3. Pass-through billing or other similar activities with the intent of
avoiding the above requirements are prohibited.

4. The Contractor may not reimburse providers who do not comply with the
above requirements.

GGG. WAIVER AND EXERCISE OF RIGHTS:

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SCHEDULE I-A
SPECIAL PROVISIONS
RISK-BASED ADULT AND CHILDREN'S SERVICES

A. COVERED SERVICES:

The Contractor shall provide, either directly or through subcontract
arrangement, Covered Services in accordance to Attachment 2, Summary of
Benefits and reported in accordance to Attachment 4, CPSA Authorized
Service Matrix, for each at-risk fund source associated with this
Subcontract, with the exception of Title 36 prescreening and evaluation
services. Covered Services to members shall be provided as part of an
integrated continuum of care. The Contractor shall track and manage the
care of members assigned to the Contractor in accordance with Schedule
II-A, Risk-Based Scope of Work, and up to the limitations as described
below in Section N., Method of Compensation, Paragraph 3., Capacity
Payment.

B. MINIMUM NETWORK STANDARDS

1. Provider Network Requirements.

a. The Contractor shall establish and maintain a provider network
that is capable of delivering medically necessary Covered
Services under this Subcontract, including the provision of care
to members with limited proficiency in English, in accordance
with required appointment standards, professional requirements
and best practices. The provider network shall provide a full
continuum of treatment, rehabilitative, supportive and ancillary
services for the following populations:

i. Title XIX and Non-Title XIX Children;

ii. Title XIX and Non-Title XIX Adults with Serious Mental
Illness; and

iii. Title XIX Adults with general mental health issues and Title
XIX Adults with substance abuse/dependence.

i. Covered Services shall be delivered by providers who are
appropriately licensed, insured and operating within the
scope of their practice;

d. Contractor shall meet and ensure that all of its paid and unpaid
personnel who are required or are allowed to provide behavioral
health services directly to juveniles have met all fingerprint
certification requirements of A.R.S. (S) 36-425.03 prior to
providing such services. The Contractor shall have on file and
make available to CPSA upon request and/or audit personnel
evidence of fingerprint certification.

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h. The Contractor shall notify the RBHA within one (1)_working day
of any unforeseen material change in services or personnel. This
notification shall include information about how the change will
affect the delivery of Covered Services and the Contractor's
plans for maintaining quality of care if the provider network
change is likely to result in deficient delivery of Covered
Services.

k. The Contractor shall monitor timely accessibility for routine and
emergency services for Title XIX and Title XXI enrolled persons
requiring emergency services.

2. Network Standards.

i. One behavioral health professional or provider within the
provider network with expertise in each of the following
areas:

. Physical and sexual abuse treatment (adults and
children);

. Sexual offender assessment and treatment (adults and
children);

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. co-occurring mental illness and substance
abuse/dependence (adults and children;

. dual diagnoses of behavioral health disorder and
developmental disability (adults and children);

. eating disorders (adults and children);

. assessment and treatment of PTSD and dissociative
disorders (adults and children);

. assessment and treatment of persons under the age of
three (children);

. assessment and treatment of persons over the age of 65
(adults);

. specialized therapy for borderline personality
disorders; and (adult)

. cognitive/behavior therapy (adults and children);

ii. Sufficient psychiatrists, certified nurse practitioners, or
physician assistants to meet the requirements specified in
Section M., Appointment Standards.

iv. Access to at least one (1) psychiatrist who is board
certified/board qualified in child and adolescent
psychiatry.

vii. Staff performing initial assessments must meet the
requirements outlined in Section K., Initial Assessments.

viii. Availability of Covered Services for non-English speaking
members and their families.

ix. The Contractor shall have the ability to hospitalize members
when medially necessary through the use and establishment of
subcontracts with multiple inpatient facilities.

x. All other Covered Services shall be sufficiently accessible
to enrolled persons in accordance with Section M.,
Appointment Standards.

3. Designated Service Provider.

The Contractor shall function as the Designated Service Provider for
the following rural geographic subdivisions (see Attachment 3,
Geographic Subdivisions in GSA 5):

a. Marana - Subdivision B and Ba, which includes

i. Marana;

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ii. Saguaro;

iii. Silver ▇▇▇▇;

iv. Avra Valley;

v. Rillito;

vi. Cortaro; and

vii. Catalina.

As a Designated Service Provider, the Contractor will maintain a
physical presence in each rural subdivision indicated above throughout
the term of this Subcontract.

C. PROVIDER NETWORK MANAGEMENT:

1. The Contractor shall allocate staff in the various administrative and
clinical areas to:

a. Maintain organizational, managerial and administrative systems
and staff capable of fulfilling all Subcontract requirements; and

b. Attend and actively participate in regularly scheduled meetings,
workshops and committees for representation and input in the RBHA
network management activities.

2. The Contractor must maintain a continuum of care, which provides all
Covered Services for the populations served. The continuum of care may
be provided directly or through contractual arrangements with
qualified providers (Subcontracted Providers). The Contractor shall:

a. Credential and re-credential independent licensed practitioners
and staff in accordance with RBHA policy, inclusive of
age-specific and population-specific competencies;

b. Credential and re-credential Subcontracted Provider agencies in
accordance with RBHA policies and procedures;

c. Communicate with Subcontracted Providers regarding Subcontract
requirements and program changes;

d. Monitor and maintain Subcontracted Provider compliance with RBHA,
and ADHS/DBHS policies and rules;

e. Ensure service accessibility, including monitoring the adequacy
of its appointment processes; and

f. Ensure the delivery of Covered Services and quality care
throughout the provider network.

3. The Contractor shall ensure that:

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a. Utilization management activities are adopted and followed,
including completion of certification of need (CON) for
hospitalization, prior authorization and standards related to
medical necessity of services;

b. Capacity to serve eligible and enrolled persons of non-dominant
culture and ethnicity is demonstrated;

c. Unnecessary use of emergency departments and urgent care centers
is reduced;

d. Use of jail and detention centers is reduced;

e. Network capacity is monitored continuously to ensure that there
are sufficient qualified providers to serve the number and
specialized and of enrolled persons and to ensure member choice
of qualified providers; and

f. Member choice is available to populations served, through the
establishment of linkages with qualified professionals and other
available resources.

4. The Contractor shall develop a provider network and implement provider
selection, licensure, certification and credentialing criteria,
subject to RBHA approval, in accordance with this Subcontract and
consistent with all State and Federal policies, regulations and
requirements.

5. The Contractor may choose to provide Covered Services within their own
facilities or programs or through contractual arrangements with
qualified providers. All subcontracts developed by the Contractor for
the delivery of Covered Services shall meet the requirements outlined
in Section C. General Requirements, paragraph 10., Subcontracts and
Assignments.

D. GENERAL RESPONSIBILITIES:

The Contractor shall be responsible for the following:

1. Contractor agrees to adhere to RBHA managed care philosophy and
principles as described in the RBHA policies and procedures.

3. Contractor shall establish and maintain a community-based governing or
advisory board for local decision-making and input into service
delivery.

E. CRISIS SERVICES.

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a. The Contractor must render prior authorization decisions for
inpatient hospital admissions and subacute facilities for its
members within one (1) hour of request by the inpatient or
subacute facility or the Community-wide Crisis Provider.

3. The Contractor is also responsible for developing a 24-hour a
day/7-day a week response-capability for crisis or urgent situations
for their enrolled members. The Contractor is responsible for ensuring
that enrolled members are instructed on how to access crisis services
whether at the provider sites or through the Pima County
Community-Wide Crisis Provider. This information shall be given to the
member in writing along with the name of the Primary Clinician
assigned to him/her. For members receiving case management services,
crisis phone services and a site for walk-in services must be
available through the At-Risk Provider network. These crisis
intervention services may be provided directly by the Contractor or
through subcontract(s). Regardless of method for provision of crisis
services, the member must have easy access to intervention for the
crisis/urgent situation in compliance with all appointment standards
(See Section M., Appointment Standards)

4. Emergency Room Setting: When a Title XIX/XXI member presents in an
emergency room setting, the member's AHCCCS acute care health plan is
responsible for all emergency medical services including triage,
physician assessment and diagnostic tests. The Contractor is
responsible for medically necessary psychiatric and/or psychological
consultations provided to Title XIX/XXI RBHA enrolled members in
emergency room settings.

5. Transportation: The Contractor shall provide covered transportation,
as need by eligible persons.

a. Unless located in a general medical facility, the Contractor
shall provide non-emergency transportation to a general medical
facility for persons identified as requiring medical clearance
prior to further behavioral health evaluation and treatment.

6. Crisis Prevention: The Contractor shall participate with CPSA to
develop and implement strategies to provide members with current,
consistent information on behavioral health, wellness and treatment,
as well as how best to access and obtain necessary services

7. House ▇▇▇▇ 2003: HB 2003 provides increased funding for the behavioral
health system for housing and recovery support services for adults
with serious mental illness, including those with co-occurring
disorders (SMI and substance abuse) and for behavioral health services
to children and families served through ADES, AOC and ADJC. Contractor
shall adhere to the program and reporting requirements of HB2003, the
ADHS approved RBHA plan for these funds, and in accordance with
Schedule II-C, HB 2003 Scope of Work.

8. Member Assignment: Member assignment to the Contractor shall be based
upon member choice, geographic location, and on a proportional
assignment procedure as described in RBHA policies and procedures.
Assignment of members to the Contractor shall be at the sole
discretion of RBHA based on the RBHA polices and procedures. The RBHA
shall assign members to the Contractor in an equitable manner taking
into account the Contractor's capacity. The RBHA may adjust the
Contractor's capacity based upon contract performance or QM findings
at its discretion. The Contractor must accept enrollment of all
members assigned to the Contractor by the RBHA for Covered Services.
Network assignments will be in accordance with the RBHA's Enrollment
and Assignment Policy and Procedure and will not be limited by the
capacity assigned to the Contractor

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9. Member Disenrollment & Closure: Quarterly, the RBHA will review the
eligible members assigned to the Contractor and the members'
associated service encounters. If, upon review, the number of enrolled
members assigned to the Contractor who do not have a service encounter
for a 60 day period exceeds 10% of the Contractor's disenrollments for
the given month, the Contractor will be penalized. The penalty may be
up to the number of members identified by the RBHA as requiring
disenrollment multiplied by the fund specific case rate. This penalty
will be deducted from the next month's capitation payment.

10. Arizona State Hospital (ASH): Contractors who serve Title XIX/XXI
children shall be financially responsible for their assigned Title
XIX/XXI covered children and adolescents admitted to the Arizona State
Hospital (ASH) for medically necessary inpatient services.

11. Teleconferencing: Unless a written waiver exempting the Contractor
from participating in the teleconferencing network is issued by the
RBHA, the Contractor is expected to fully participate in the
teleconferencing network to increase and enhance clinical and health
promotion services to members and to increase training opportunities
for staff. The Contractor shall meet all of the terms and conditions
of the RBHA teleconferencing network as stipulated in the
teleconference agreement between the RBHA and the Contractor.

F. PLANNING

Planning is at the cornerstone of service delivery and occurs through
partnerships between CPSA and its providers.

1. The Contractor shall:

a. Have a defined planning process, including an identified staff
member who is responsible for both coordinating planning
activities and interfacing with CPSA in its planning process.

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b. Address the internal and external aspects of service delivery
within its network incorporating, at a minimum, input from staff,
enrolled members, and community stakeholders.

c. Take an active role in identifying and describing the issues
impacting various populations and communities.

d. Use a variety of information and strategies in its planning
process, including, but not limited to, analysis and /or
assessment of the following:

i. member satisfaction surveys;

ii. stakeholder satisfaction surveys;

iii. needs of potential enrollees;

iv. member outcomes;

v. accessibility of services;

vi. data system issues;

vii. internal communication issues; and

viii. staff turnover rates.

G. STAFF FUNCTION REQUIREMENTS

1. The Contractor shall maintain organizational, managerial and
administrative systems and staff capable of fulfilling all contractual
requirements.

a. The Contractor shall employ staff persons with adequate time
designated to carry out the required functions outlined below.

b. With the exception of Medical Director, staff fulfilling these
functions may have various job titles, but job descriptions must
include the functions outlined below.

i. Emergency Services. Review of all dispositions through a
defined protocol.

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iv. Other medical care delivery and coordination with member's
primary care physician.

Additional duties include:

v. Development of job descriptions for provider psychiatrists,
nurse practitioners and physician assistants.

vi. Assuring the adequacy of psychiatric staffing to meet
member's needs in a timely and clinically safe manner.

vii. Recruitment and supervision of provider psychiatric staff.

viii. Staff training.

ix. Involvement in the quality management and utilization
management processes of the Contractor.

x. In conjunction with other provider Medical Directors and the
RBHA Medical Director, development and refinement of
standards of practice for psychiatric services in each
program or level of care, medical and psychiatric
evaluation, treatment protocols, level of care criteria,
admission and discharge criteria, documentation standards
for psychiatric providers.

xi. Involvement in the grievance and appeal process.

xii. Involvement in the Title 36 process, including the assurance
that psychiatric providers will be available for required
testimony and court appearances in any and all Title 36
proceedings.

xiii. Assurance of ongoing coordination of care of members
confined to the Arizona State Hospital (ASH).

b. Criminal Justice Liaison (for Adult Contractors only): Contractor
shall appoint a Criminal Justice Liaison to interact and
coordinate with the RBHA on behavioral health issues regarding
members in jail in accordance with ADHS and RBHA policies and
procedures regarding this population.

i. The Contractor shall perform intakes and evaluations and
coordinate discharge planning for all RBHA members in jail
who are assigned to the Contractor.

ii. The Contractor shall participate in all jail diversion
initiatives coordinated by the RBHA.

c. Title 36 (for Adult Contractors) and Title 8 (for Children's
Contractors) Involuntary Commitment Liaison: Contractor shall
appoint a Title 36 and Title 8 Involuntary Commitment Liaison for
all covered populations to coordinate with the County Attorneys
or Attorney General regarding commitment procedures initiated on

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Contractor-assigned members. Contractor shall also agree to
supervise any court ordered outpatient treatment of assigned
members.

d. Arizona State Hospital (ASH) Liaison: The Contractor shall
appoint an ASH Liaison for all covered populations who has the
authority to commit resources of the Contractor in finalizing
discharge planning for its enrolled members in ASH. Other duties
of the assigned ASH Liaison can be found in Section S.,
Coordination of Care.

e. Special Populations: The Contractor shall be responsible for
identifying a contact person for each Special Population, in
addition to those listed above. These populations include the
following:

i. Dually Diagnosed Developmentally Disabled adults;

For Children's Contractors only:

ii. ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ children in Residential Treatment Center
placement and Seriously Emotionally Handicapped children;

iii. Children assigned to ADES/CPS;

iv. Children assigned to AOC;

v. Children assigned to ADES/DDD; and

vi. Children assigned to ADJC.

The contact person shall interact with the RBHA staff member
assigned to each population.

f. Vocational Rehabilitation Liaison (for Contractors to persons
with SMI): Contractor shall appoint a Vocational Rehabilitation
Liaison to interact and coordinate with RBHA Vocational
Rehabilitation Specialist on behavioral health issues regarding
enrolled members in vocational services and compliance with RBHA
policies and procedures.

ii. The Contractor agrees to report on the status of identified
members' employment and level of services provided, upon
request.

g. Housing Liaison (for Contractors to persons with SMI): Contractor
shall appoint a Housing Liaison to interact and coordinate with
the RBHA Housing Specialist on any and all issues regarding
consumer rights, fair housing and compliance with RBHA housing
policies and procedures.

ii. The Contractor agrees to abide by the rules, regulations,
guidelines of any housing program through the RBHA in which
the Contractor is involved.

h. Quality Management (QM)/Utilization Management (UM): The
Contractor shall designate an appropriately qualified person to
oversee its QM/UM functions both

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internally and externally, and to represent the Contractor by
attending monthly QM meetings and quarterly UM meetings
facilitated by the RBHA. The Contractor shall maintain the key
tenets of a QM and UM program, including key functions of
Performance Improvement in accordance with the Joint Commission
of Accreditation of Heath Care Organizations (JCAHO). The
Contractor's approach to improving its performance shall include
the following essential processes:

i. Designing processes;

ii. Monitoring performance through data collection;

iii. Analyzing current performance; and

iv. Improving and sustaining improved performance.

i. Teleconferencing: The Contractor shall designate a staff member
with sufficient time allocated to be responsible for the
coordination of the telecommunications system, in conjunction
with the RBHA Communications and Information Specialist. This
shall include the expertise to oversee the scheduling the
teleconferencing equipment and troubleshooting technical
difficulties during teleconferenced meetings or sessions.

j. Planning: The Contractor shall identify a staff member who is
responsible for both coordinating planning activities and
interfacing with the RBHA in its planning process. Activities
include, but are not limited to, participation in meetings or
community input activities, compiling data or survey instruments
required by the RBHA or ADHS/DBHS, and submitting required
reports to the RBHA for the purposes of system-wide services
planning.

k. Contract Administration: The Contractor shall assign a staff
member to coordinate the contract administration functions
including, but not limited to, contract development and
negotiation, provider credentialing and re-credentialing
activities, provider registration requirements, attendance at
quarterly contracts meetings, oversight of the provider network,
and to act as a liaison with RBHA contracts staff.

H. STAFF TRAINING

1. The Contractor shall follow training guidelines set forth in RBHA
policies and procedures and A.A.C. Title 9, Chapters 20 and 21.

a. In relation to both training and staff orientation the Contractor
shall maintain documentation of clinical staff attendance at all
required training including.

3. The Contractor shall provide or ensure that, at minimum, the following
training topics are made available to appropriate staff and that the
development of training materials is conducted by qualified persons:

a. eligibility and enrollment verification;

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b. screening and referring Non-Title XIX/XXI consumers for Title
XIX/XXI eligibility, including how to assist Non-Title XIX/XXI
consumers in completing and submitting an AHCCCS Universal
application;

c. use of required assessment tools;

d. behavioral health record documentation requirements;

e. coordination of care requirements, including but not limited to
coordination with PCP's and other state agencies;

f. sharing of treatment information;

g. confidentiality;

h. cultural awareness;

i. sexual harassment;

j. population and age specific training requirements that cert5ify
that an individual is a specialist in a given area;

k. psychotropic medications and side effects;

l. ethics;

m. life skills training;

n. grievance and appeals, and request for hearings;

o. best practices in the treatment and prevention of behavioral
health disorders, including ADHS/DBHS Service Planning
Guidelines;

p. management of difficult cases including high risk persons and
persons that are court ordered for treatment;

q. covered services, including information on how to assist members
in accessing all medically necessary services regardless of an
enrolled person's program indicator or involvement with any one
type of service provider;

r. Early, Periodic, Screening, Diagnostic and Treatment (EPSDT);

s. eligible and enrolled persons' rights and responsibilities;

t. customer service (response to complaints);

u. operation description of the RBHA provider system;

w. information on any operational manuals or IGAs currently in
force;

x. RBHA policies and procedures; and

y. fraud and abuse requirements and protocols; and

z. managed care concepts.

The Contractor shall use systematic processes such as case file review
results complaints and problem resolution data and grievance and
appeal data to identify staff or Subcontracted Providers who require
additional training or technical assistance. The Contractor shall also
provide or ensure that all appropriate staff and Subcontracted
Providers are provided training and/or technical assistance regarding
new initiatives and best practices that impact the

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delivery of behavioral health services. The Contractor shall provide
or ensure availability to training or technical assistance that is
requested by Contractor's staff or its Subcontracted Providers.

4. The Contractor shall develop and Annual Training Plan which includes
the mechanism for how the Contractor will meet the training
requirements outlined above.

5. The Contractor shall complete an Annual Training Report documenting
how the requirements outlined in their annual training plan were met
for the prior fiscal year.

I. ADULT SERVICES

The Contractor shall participate in the following activities:

a. With the assistance of the RBHA Housing Specialist, develop a
Housing Plan that indicates compliance and cohesion with the
RBHA's Housing Plan.

b. Deliver housing services in accordance to HUD requirements, when
appropriate.

c. Provide and supervise a variety of housing services in accordance
with the appropriate level of care needed by the member. The
options include, but are not limited to:

i. Apartment/housing sharing;

ii. Equity ownership'

iii. Rental assistance; and

iv. Level II therapeutic group home.

d. Provide recovery support services to members in housing units.

e. Provide collaboration with other Contractors, if applicable, to
assure consistent and smooth transition of housing participants
and to manage the wait list.

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f. Assurance that the co-payment for housing services is in
accordance with RHBA policies and procedures.

4. Vocational Services.

a. In compliance with the ISA between ADHS/DBHS and ADES/RSA which
applies to individuals with a serious mental illness, the
Contractor shall :

i. Allocate space and other resources for Vocational
Rehabilitation (VR) counselors/employment specialists
working with enrolled members who are SMI.

ii. Collaborate with VR counselors and/or employment specialists
in the development and monitoring of employment goals, and
ensure that all related vocational activities are documented
in the primary behavioral health record.

iii. Ensure the designated Vocational Liaison (refer to Section
G., Staff Functions, paragraph g. above) works with the RBHA
Vocational Rehabilitation Specialist, RSA Region 2 staff and
Community Rehabilitation Providers to design and implement
systems for referral and assessment, early vocational
services, vocational rehabilitation services and extended
employment support services. Work in partnership with the
RBHA, RSA Region 2 and Community Rehabilitation Providers to
collaboratively provide vocational rehabilitation services
to persons with SMI.

b. In addition, for all other populations, the Contractor shall:

i. Develop and implement programs to increase the number of
enrolled persons who are successfully employed and satisfied
with their vocational roles and environments using the
combined resources of the Contractor, ADES/RSA, the RBHA,
the ADES/Jobs program and community rehabilitation programs;

ii. Ensure that enrolled persons are made aware of vocational
options and how they access vocational programs; and

iii. For Title XIX or Title XXI individuals, have an array of
vocational services available to provide services if the
individual is not eligible or available to receive services
from DES/RSA.

The Contractor shall:

a. Identify ways to incorporate Health Promotion services into
current programs, and implement services in a manner which best
serves members;

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b. Designate a liaison to serve as a primary contact to the RBHA in
regard to Health Promotion. Coordinate and assess all activities
with the CPSA Health Promotion Work Group; and

c. in cooperation with the RBHA, participate in awareness activities
that lead to education of communities and families towards
identification and treatment of behavioral health disorders.

a. Psychosocial rehabilitative activities shall address at least the
following, which include both treatment and health promotion
issues:

i. The member must be actively involved in all phases of
his/her care.

iii. Member experiences ▇▇▇▇▇▇ ▇▇▇▇, optimism and recovery.

iv. All member needs are addressed including vocational
rehabilitation, recreation, social support and medication.

v. An ongoing commitment is needed to the recovery process
through support, treatment and education.

c. The Contractor shall:

i. Develop a model for psychosocial rehabilitation that follows
a recovery model and includes the four components defined
below:

. Community living skills which are the learned abilities
that individuals need to function independently in the
community and may include shopping, home and personal
care, and managing finances;

. Personal support networks which reinforce relationships
and create positive physical and emotional support to
the member through work, school, family, neighbors and
friends; and

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Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

ii. Integrate the psychosocial rehabilitation model into the
active treatment program of enrolled members and document
the specific approach and activities in the treatment plan.

iii. Ensure that staff is trained in recovery support and the
delivery of psychosocial rehabilitation services.

7. Senate ▇▇▇▇ 1280. Under Laws 2000 (SB1280) the Arizona Department of
Health Services and the Arizona Department of Economic Security
initiated a unique partnership to provide rapid access to substance
abuse treatment for parents involved in Child Protective Services or
receiving cash assistance through Temporary Assistance to Needy
Families (T.A.N.F.). The Joint Substance Abuse Treatment Partnership
(known as the Arizona Families F.I.R.S.T.) provides a continuum of
services that is family centered, child focused, comprehensive,
coordinated, flexible, community based, accessible and culturally
responsive. These services shall promote family independence,
stability, self-sufficiency and recovery from substance abuse, assure
child safety, and support permanency for children. The Contractor
shall adhere to all aspects of the Intergovernmental Agreement between
the Arizona Department of Economic Security and Arizona Department of
Health Services, ADHS/ADES Operating Protocols, Coordination
Guidelines, Overview of Theoretical Model, Service Delivery Modalities
and the reporting requirements as outlined in Schedule II-A, Scope of
Work of this contract.

J. CHILDREN'S SERVICES

For each SEH identified child, the Contractor must have an Arizona
Department of Education (ADE) Letter signed by the school special
education department to utilize SEH funds. This

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Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
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CONTRACT NUMBER: A0108 FY 01/02
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letter must be filed in the child's clinical record and will act as
verification that the child is entitled to use SEH funds for treatment
services.

4. School-based Services: Contractor shall provide school-based services
for Title XIX and non-Title XIX Children.

5. J.K.Settlement The State-wide class action lawsuit filed against the
ADHS/DBHS and AHCCCS on behalf of all Title XIX eligible children in
need of or receiving behavioral health services in Arizona has been
settled. The Contractor and its Subcontracted Provider will
participate in all ADHS/DBHS activities required to meet the
requirements of the J.K. Settlement agreement. Specific activities
will be initiated to achieve the following Vision and Principles:

a. The Arizona Vision

i. In collaboration with the child and family and others,
Arizona will provide accessible behavioral health services
designed to aid children to achieve success in school, live
with their families, avoid delinquency, and become stable
and productive adults.

ii. Services will be tailored to the child and family and
provided in the most appropriate setting, in a timely
fashion, and in accordance with best practices, while
respecting the child's and family's cultural heritage.

b. The Principles

i. Collaboration with the child and family:

Respect for and active collaboration with the child and
parents is the cornerstone to achieving positive behavioral
health outcomes. Parents and children are treated as
partners in the assessment process, and the planning,
delivery, and evaluation of behavioral health services, and
their preferences are taken seriously.

ii. Functional outcomes:

Behavioral health services are designed and implemented to
aid children to achieve success in school, live with their
families, avoid delinquency, and become stable and
productive adults.

Implementation of the behavioral health services plan
stabilizes the child's condition and minimizes safety risks.

iii. Collaboration with others:

When children have multi-agency, multi-system involvement, a
joint assessment is developed and a jointly established
behavioral health services plan is collaboratively
implemented.

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iv. Client centered teams plan and deliver services:

Each child's team includes the child and parents and any
▇▇▇▇▇▇ parents, any individual important in the child's life
who is invited to participate by the child or parents. The
team also includes all other persons needed to develop an
effective plan, including, as appropriate, the child's
teacher, the child's Child Protective Service and/or
Division of Developmental Disabilities case workers, and the
child's probation officer. The team develops a common
assessment of the child's and family's strengths and needs;
develops an individualized service plan; monitors
implementation of the plan; and makes adjustments in the
plan if it is not succeeding.

v. Accessible services:

Children have access to a comprehensive array of behavioral
health services, sufficient to ensure that they receive
treatment they need. Plans identify transportation the
parents and child need to access behavioral health services,
and how transportation assistance will be provided.
Behavioral health are adapted or created when they are
needed by not available.

vi. Best practices:

Behavioral health services are provided by competent
individuals who are adequately trained and supervised.
Behavioral health services are delivered in accordance with
guidelines adopted by ADHS that incorporate evidence-based
"best practice". Behavioral health service plans identify
and appropriately address behavioral symptoms that are
reactions to death of a family member, abuse or neglect,
learning disorders, and other similar traumatic or
frightening circumstances, substance abuse problems, the
specialized behavioral health needs of children who are
developmentally disabled, maladaptive sexual behavior,
including abusive conduct and risky behavior, and the need
for stability and the need to promote permanency in class
member's lives, especially class members in ▇▇▇▇▇▇ care.
Behavioral health services are continually evaluated and
modified if ineffective in achieving desired outcomes.

vii. Most appropriate setting:

Children are provided behavioral health services in their
home and community to the extent possible. Behavioral health
services are provided in the most integrated setting
appropriate to the child's needs. When provided in a
residential setting, the setting is the most integrated and
most home-like setting that is appropriate to the child's
needs.

viii. Timeliness:

Children identified as needing behavioral health services
are assessed and served promptly.

ix. Services tailored to the child and family:

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needs, the goals they are seeking and what services they
think are required to meet these goals.

x. Stability:

Behavioral health service plans strive to minimize
placements. Service plans identify whether a class member is
at risk of experiencing a placement disruption and if so,
identify the steps to be taken to minimize or eliminate the
risk. Behavioral health service plans anticipate crises that
might develop and include specific strategies and services
that will be employed if a crisis develops. In responding to
crises, the behavioral health system uses all appropriate
behavioral health services to help the child remain at home,
minimize placement disruptions and avoid the inappropriate
use of the police and criminal justice system. Behavioral
health service plans anticipate and appropriately plan for
transitions in children's lives, including transitions to
new schools and new placements, and transitions to adult
services.

xi. Respect for the child and family's unique cultural heritage:

Behavioral health services are provided in a manner that
respects the cultural tradition and heritage of the child
and family. Services are provided in Spanish to children and
parents whose primary language is Spanish.

xii. Independence:

Behavioral health services include support and training for
parents in meeting their child's behavioral health needs,
and support and training for children in self-management.
Behavioral health service plans identify parents' and
children's need for training and support to participate as
partners in assessment process and in the planning,
delivery, and evaluation of services, and provide that such
training and support, including transportation assistance,
advance discussions and help with understanding written
materials will be made available.

xiii. Connection to natural supports:

The behavioral health system identifies and appropriately
utilizes natural supports available from the child and
parents' own network of associates, including friends and
neighbors, and from community organizations, including
service and religious organizations.

The Contractor and its Subcontracted Providers will
participate in the ADHS/DBHS initiatives relevant to
operationalizing the Arizona Vision and Principles. This
will include:

. Participation in training, programs focused on
collaborations, assessment, service planning and
implementation and on maximizing the use of Title XIX
monies.

. Development and use of both in-home and out-of-home
Respite.

. Contracting with certain masters level behavioral
health professionals who have met the defined
credentialing and privileging requirements.

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. Collaborate in the development and implementation of
service expansion for Title XIX community-based covered
services.

. Assist the development of ADHS/DBHS Best Practice
Guidelines in monitoring and addressing the effects of
medications.

. Expanding the continuum and capacity for substance
abuse services.

6. Single Purchase of Care (SPOC) Contract.

7. Group Homes For Juveniles.

a. Definitions:

i. "Contract Violation" means a licensing violation or a
failure of the group home to comply with those provisions of
this Subcontract.

iv. "Licensing Authority" means the State agency or its
division, office, section, bureau or program that is
responsible for licensing group homes.

v. "Licensing Violation" means a determination by the licensing
authority that the group home is not in compliance with
licensing requirements as prescribed in statute or rule.

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vi. "Neighbor" means a person residing within a quarter of a
mile radius of the group home.

vii. "Resident" means any person who is placed in a group home
pursuant to a (sub)contract with a contracting authority.

b. General Requirements:

i. The group home shall provide a safe, clean and humane
environment for the residents.

iii. All group home providers shall be licensed by either the
Department of Health Services or the Department of Economic
Security.

iv. The award of a group home contract by the Contractor is not
a guarantee that members will be placed in the group home.

v. A license violation by the group home provider that is not
corrected pursuant to this section may also be considered a
contract violation.

c. Contract Remedies/Sanctions:

ii. The Contractor may remove members from the group home or may
suspend new placements to the group home until the
contracting violation(s) is corrected.

iii. The Contractor's right to cancel the Subcontract.

iv. A person may bring a complaint against any state agency that
violates this section pursuant to A.R.S. Title 36, Section
41-1001.01. In addition to any

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CONTRACT NUMBER: A0108 FY 01/02
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costs or fees awarded to a person resulting from a complaint
of violation of this section, the state agency shall revert
the sum of $5,000 from its General Fund operation
appropriation to the state treasury for deposit in the State
General Fund for each violation that is upheld by an
administrative law judge or hearing officer. The state
agency may impose a sanction against the RBHA, who in turn
may imposed a sanction against the Contractor, equal to the
amount of the sanction and any costs or fees awarded to the
person as a result of a complaint of violation of this
section. The legislature shall appropriate monies that
revert under this section for a similar program that
provides direct services to children.

d. Notification Requirements:

. Notify all other contracting authorities of the
violation.

. Coordinate a corrective action plan to be implemented
within ninety (90) days.

. Require the corrective action plan to be implemented
within ninety (90) days.

K. FINANCIAL VIABILITY

1. Current Ratio: Current assets divided by current liabilities shall be
equal to or greater than 1:1.

(Cash + Cash Equivalents)
-------------------------
(Operating Expenses - Non Cash Expense Items)
[Period Being Measured in Days]

3. Maintenance of Minimum Capitalization:

e. Total net assets or stockholders' equity,

i. less the value of any performance bonds funded on the
balance sheet;

ii. less net depreciable assets;

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iii. less all reserve requirements;

iv. less projected loss from the balance sheet dated through
June 30, 2001;

v. plus projected surplus from the balance sheet dated through
June 30, 2001;

shall be equal to or greater than one hundred percent (100%) of
the monthly payments paid to the Contractor based on the annual
Subcontract award amount.

f. The Contractor is required to maintain these thresholds and shall
demonstrate compliance on a monthly, quarterly, and annual basis.

g. The Contractor not meeting the above minimum financial viability
criteria must submit a plan that details when these standards
will be met. The RBHA reserves the right to require the
procurement of a performance bond should the Contractor fail to
meet and maintain the financial viability criteria.

L. PERFORMANCE BOND REQUIREMENTS:

a. A bank doing business in Arizona and insured by the Federal
Deposit Insurance Corporation, or

b. A savings and loan association and insured by the Federal Savings
and Loan Insurance Corporation, or

c. A credit union and insured by the National Credit Union
Administration.

M. PHARMACY POOL

The RBHA will pay the contracted Third Party Pharmacy Administrator on a
bimonthly basis for all

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pharmacy costs related to members from the respective At-Risk Provider
withhold amounts.

N. SPECIALTY PROVIDER INCENTIVE PROGRAM

c. registered with AHCCCS and ADHS/DBHS and issued unique AHCCCS and
ADHS/DBHS provider identification numbers.

In addition to the requirements above and in order for the Contractor
to be eligible for the incentive payment, the Specialty Provider must

a. be contracted (not employed) by the Contractor;

h. ▇▇▇▇ independently using their unique AHCCCS and ADHS/DBHS
provider identification numbers for specialty services provided
to DES/CPS referred children; and

i. comply with all reporting and/or tracking requirements as
stipulated by ADHS/DBHS or the RBHA.

a. Fee-for-service payments due to the Contractor shall be
determined on a monthly basis and paid to the Contractor in
accordance with the following:

GSA 5
------------------------------------------------------
No. of
Sessions Service Limitation Rate Reimbursement
------------------------------------------------------
6 First 15 children $65.00 100%
------------------------------------------------------
3 $65.00 100%
----------- Up to 74 children ----------------------
3 $65.00 50%
------------------------------------------------------

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CONTRACT NUMBER: A0108 FY 01/02
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j. The yearly contract value for the Specialty Provider Incentive
Program shall not exceed $27,533.00.

k. Contractor shall submit an invoice to the RBHA within fifteen
(15) days following the end of the month. At minimum, the invoice
shall include the following information:

i. Member ID number

ii. Name of Specialty Provider

iii. Specialty Provider's AHCCCS and ADHS/DBHS Provider ID
numbers

iv. Date(s) of service

v. Procedure code(s)

vi. Unit(s) of service

vii. Amount due

l. Payments to the Contractor shall be made within thirty (30) days
of receipt of the Contractor's invoice and verification of
encounter data in the CPSA Claims/Encounter System that supports
the claim for reimbursement.

m. The Contractor shall submit 100% of the encounters for all
specialty services provided to child members. All submissions
shall meet Fiscal Agent system requirements.

O. METHOD OF COMPENSATION

1. Case Rate: On a monthly basis, gross case rate payments are calculated
based on the Contractor's assigned capacity, by population, multiplied
by the contracted case rate (gross case rate). The gross case rate is
reduced by the monthly pharmacy withhold amount resulting in the net
case rate payment. The case rate includes Medicare co-insurance and
deductibles where applicable.

2. Capacity by Population:

Categories Capacity Gross Case Rate
---------- -------- ---------------
Children Title XIX 933 $410.60
Children Non-Title XIX 225 $297.18
Total Children: 1,158

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CONTRACT NUMBER: A0108 FY 01/02
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At the discretion of the RBHA, supplemental or additional payments may
be distributed outside of the contracted payment methodology.

P. Funding Withholds And Recoupments:

Q. MANAGEMENT OF FUNDS:

a. establish accounting procedures consistent with the requirements
of the ADAMHA Block Grant Program and RBHA policy and

b. ensure that block grant funds are accounted for in a manner that
permits separate reporting for mental health and substance abuse
services.

R. ACCOUNTING FOR FUNDS:

All funds received shall be separately accounted for in accordance with the
requirements outlined in the CPSA Provider Financial Reporting Guide.

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SCHEDULE V
CONTRACT DELIVERABLES

------------------------------------------------------------------------------------------
Deliverable Requirements
------------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
------------------------------------------------------------------------------------------

AHCCCS Rules, Office of Behavioral 15 days prior to contract Contracts Unit
ADHS/DBHS Policy Health Licensure (OBHL) execution. Renewed or
License(s) amended license within 15
days of issuance
------------------------------------------------------------------------------------------
AHCCCS Rules, Copy of OBHL/DES 30 days after receipt Contracts Unit
ADHS/DBHS Policy Licensure Audit
Report/Findings
------------------------------------------------------------------------------------------
AHCCCS Rules, OBHL/DES Licensure 15 days after due date to Contracts Unit
ADHS/DBHS Policy Corrective Action Plan OBHL/DES
------------------------------------------------------------------------------------------
RBHA Contract Certificates of Insurance: 15 days prior to contract Contracts Unit
Professional and execution. Renewed or
Personal Liability amended certificate
General Liability within 15 days of
Automobile Liability issuance.
------------------------------------------------------------------------------------------
ADHS Contractor's Subcontract Within 10 days of Contracts Unit
Solicitation Agreements with execution of new
H0-001 & RBHA Subcontracted Providers Subcontract Agreement or
Contract and any subsequent Amendment
amendments.
------------------------------------------------------------------------------------------
RBHA Contract Organization Chart Within 30 days of Contracts Unit
contract award/renewal.
Within 30 days of any
changes.
------------------------------------------------------------------------------------------
RBHA Contract List of Board of Within 30 days of Contracts Unit
Directors or equivalent contract award/renewal.
that includes members' Within 30 days of any
Name, Affiliation, changes.
Address and Telephone
Number.
------------------------------------------------------------------------------------------
RBHA Contract Independent Practitioner Within 5 days of any Contracts Unit
(M.D., D.O., R.N., P.A. & changes.
Psychologists)
------------------------------------------------------------------------------------------
RBHA Contract Program Description(s) in Within 30 days of Appropriate
accordance with Scope of contract award/renewal. Network
Work Within 30 days of any Manager
changes.
------------------------------------------------------------------------------------------

AHCCCS Rules, X X X X X X
ADHS/DBHS Policy

---------------------------------------------------------------------------------------------
AHCCCS Rules, X X X X X X
ADHS/DBHS Policy

---------------------------------------------------------------------------------------------
ADHS X X X X X
Solicitation
H0-001 & RBHA
Contract

---------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

---------------------------------------------------------------------------------------------

Revised Nov 11-01 SCHEDULE V
Effective 7-01-01 Page 1 of 4

---------------------------------------------------------------------------------------
Deliverable Requirements
---------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
---------------------------------------------------------------------------------------

ADHS/DBHS/RBHA Claim/encounter In accordance with Fiscal Agent
Contract Submissions contract timelines
---------------------------------------------------------------------------------------
RBHA Contract Specialty Provider Within 15 days after Finance Unit
Incentive Program Invoice month end
---------------------------------------------------------------------------------------
RBHA Contract Budgeted Schedule of Annually no later than 60 Finance Unit
Revenue and Expenses days following year end.
---------------------------------------------------------------------------------------
RBHA Contract Cost Allocation Plan Annually no later than 60 Finance Unit
days following year end.
---------------------------------------------------------------------------------------
RBHA Contract Balance Sheet 45 days after month-end Finance Unit
Statement of Operations
Statement of Cash Flow
Supplemental Schedule of
Revenue and Expenses
---------------------------------------------------------------------------------------
RBHA Contract Annual Financial Audit 150 days following Finance Unit
(two copies), including Contractor's fiscal year
management letter, OMB end.
A-133 compliance reports.
At-Risk Contractors must
also submit a Supplemental
Schedule of Revenue and
Expenses
---------------------------------------------------------------------------------------
RBHA Contract Agency's Schedule of Fees Within 30 days of Clinical
contract award/renewal. Operations
Within 30 days of any Manager
changes.
---------------------------------------------------------------------------------------
RBHA Contract Attestation of Privileges Upon completion of a QM Unit
thorough competency
assessment of each
individual who will
perform initial
assessments
---------------------------------------------------------------------------------------
Office of Incident/Accident/Mortality Within 24 hours following QM Unit
Behavioral Report incident.
Health
Licensure;
ADHS/DBHS/RBHA
Contract
---------------------------------------------------------------------------------------

ADHS/DBHS/RBHA X X X X X X X
Contract
-------------------------------------------------------------------------------------------
RBHA Contract X

-------------------------------------------------------------------------------------------
RBHA Contract X X X X X X X

-------------------------------------------------------------------------------------------
RBHA Contract X

-------------------------------------------------------------------------------------------
RBHA Contract X X X X X X X

-------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

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Effective 7-01-01 Page 2 of 4

------------------------------------------------------------------------------------
Deliverable Requirements
------------------------------------------------------------------------------------

Reference Deliverable Due Date Submit To
------------------------------------------------------------------------------------

ADHS/DBHS/RBHA Fraud & Abuse Report Per incident within 5 QM Unit
Contract days.
------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Restraint and Seclusion 5th day of each month. QM Unit
Contract Report (SMI & Children
Level 1 Facility)
------------------------------------------------------------------------------------
ADHS/DBHS Medical Care Evaluation Annually no later than QM Unit
Policy; AHCCCS Studies August 15 each fiscal
Rules (Inpatient/RTC/PHF) year.
------------------------------------------------------------------------------------
RBHA Contract Contractor's Policies & Annually no later than QM Unit
Procedures October 15 each fiscal
year; updates within 30
days of revision.
------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Policies or Codes Prior to implementation QM Unit
Contract Governing Agency's for review/approval and
Operational Ethics Annually thereafter.
------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Agency QM/UM Plan and Annually no later than QM Unit
Contract, Annual Review October 1 each fiscal
AHCCS Rules year.
------------------------------------------------------------------------------------
RBHA Contract QM Site Visit and/or 15 days after receipt of QM Unit
Chart Audit Plan of report.
Correction Report
------------------------------------------------------------------------------------
ADHS/DBHS Policy Agency's Training Plan Annually no later than Training &
& RBHA Contract June 15 each fiscal year; Technical
updates within 30 days of Assistance
revision Specialist
------------------------------------------------------------------------------------
ADHS/DBHS Policy Agency's Training Report Annually no later than Training &
& RBHA Contract August 15 each fiscal Technical
year. Assistance
Specialist
------------------------------------------------------------------------------------
RBHA Contract Housing Plan Annually no later than Housing
October 1 each fiscal Specialist
year.
------------------------------------------------------------------------------------
ADHS/DBHS/RBHA Monthly Priority 10 days after month-end. GMH/SA/
Contract Admissions and Capacity Crisis
Information Reports Network
(complete for each Manager
program receiving SAPT
Block Grant funding)
------------------------------------------------------------------------------------

ADHS/DBHS/RBHA X X X X X X
Contract
---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X
Contract

---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X X X X X
Contract

---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X X X X X
Contract,
AHCCS Rules
---------------------------------------------------------------------------------------------
RBHA Contract X X X X X X

---------------------------------------------------------------------------------------------
ADHS/DBHS Policy X
& RBHA Contract

---------------------------------------------------------------------------------------------
RBHA Contract X

---------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X
Contract

---------------------------------------------------------------------------------------------

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Effective 7-01-01 Page 3 of 4

Reference Deliverable Due Date Submit To
-----------------------------------------------------------------------------------------

ADHS/DBHS/RBHA Annual Substance Abuse 10 days after GMH/SA/Crisis
Contract Treatment Program Contractor's receipt of Network
Inventory Data Collection the form from ADHS/DBHS Manager
Form or RBHA.
-----------------------------------------------------------------------------------------
ADHS/DBHS Tobacco Tax Quarterly 25 days after quarter-end. SMI Network
Policy; RBHA Report Manager
Contract
-----------------------------------------------------------------------------------------
RBHA Contract Intake Assessment Form Within 72 hours of intake. MIS
Assessment A Coordinator
Assessment B
Treatment Plan for
Offenders Eligible for
Aftercare Services
-----------------------------------------------------------------------------------------
ADHS/DBHS/RBHA COOL Non-Compliance Report Within 24 hours of Correctional
Contract occurrence. Officer/
Offender
Liaison
-----------------------------------------------------------------------------------------
ADHS/DBHS/RBHA COOL Monthly Progress 5 days following Correctional
Contract Report enrollment and every 30 Officer/
days thereafter. Offender
Liaison
-----------------------------------------------------------------------------------------
RBHA Contract Monthly Homeless SMI 15 days after month-end SMI Network
Project Form Manager
-----------------------------------------------------------------------------------------
ADHS/DBHS/RSA/ Vocational Rehabilitation 15 days after quarter-end. Vocational
IGA; RBHA Quarterly Report Rehabilitation
Contract Specialist
-----------------------------------------------------------------------------------------

ADHS/DBHS/RBHA X X
Contract

-------------------------------------------------------------------------------------------
ADHS/DBHS X X
Policy; RBHA
Contract
-------------------------------------------------------------------------------------------
RBHA Contract X

-------------------------------------------------------------------------------------------
ADHS/DBHS/RBHA X X
Contract

-------------------------------------------------------------------------------------------
RBHA Contract X X

-------------------------------------------------------------------------------------------
ADHS/DBHS/RSA/ X X
IGA; RBHA
Contract
-------------------------------------------------------------------------------------------

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CONTRACT NUMBER: A0108 FY 01/02
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ATTACHMENT 10
HB 2003 Children's Services
Covered Service Codes
Reference Sheet

-------------------------------------------------------------------------------------------------
Prior to October 3, 2001 October 3, 2001 Forward
-------------------------------------------------------------------------------------------------

CHILD CHILD
-------------------------------------------------------------------------------------------------
Encountered as Title XIX if a Title XIX Child Encountered as Title XIX if a Title XIX Child
-------------------------------------------------------------------------------------------------
Encountered as HB 2003 if a Non-Title XIX Child Encountered as HB 2003 if a Non-Title XIX Child
-------------------------------------------------------------------------------------------------
90801 Psychiatric Evaluation 90801 Psychiatric Evaluation
-------------------------------------------------------------------------------------------------
90862 Medication Management 90862 Medication Management
-------------------------------------------------------------------------------------------------
W2300 Out-Patient Individual Therapy W2300 Individual Counseling - Office
-----------------------------------------------
W2151 Individual Counseling - Out of Office
-------------------------------------------------------------------------------------------------
W2351 Out-Patient Group Therapy W2351 Group Counseling
-------------------------------------------------------------------------------------------------
80100 Alcohol/Drug Screening N/A
-------------------------------------------------------------------------------------------------
N/A Z3060 Respite
-------------------------------------------------------------------------------------------------
ADULT ADULT
-------------------------------------------------------------------------------------------------
W2050 Screening / Assessment W4005 Assessment - Comprehensive
-------------------------------------------------------------------------------------------------
90801 Psychiatric Evaluation 90801 Psychiatric Evaluation
-------------------------------------------------------------------------------------------------
90862 Medication Management 90862 Medication Management
-------------------------------------------------------------------------------------------------
W2300 Out-Patient Individual Therapy W2300 Individual Counseling - Office
-----------------------------------------------
W2151 Individual Counseling - Out of Office
-------------------------------------------------------------------------------------------------
FAMILY FAMILY
-------------------------------------------------------------------------------------------------
W2050 Screening / Assessment W4005 Assessment - Comprehensive
-----------------------------------------------
W4001 Assessment - General
-------------------------------------------------------------------------------------------------
W2350 Family Therapy W2350 Family Counseling - Office
-------------------------------------------------------------------------------------------------
W2152 In-Home Family Therapy W2152 Family Counseling - Out of Office
-------------------------------------------------------------------------------------------------
W2200 In-Home Behavior Management W4006 Living Skills Training
-----------------------------------------------
W4020 Health Promotion
-----------------------------------------------
W4044 Personal Assistance
-----------------------------------------------
W4046 Family Support
-------------------------------------------------------------------------------------------------
CM400 Case Management W4040 Case Management - BHP - Office
-----------------------------------------------
W4041 Case Management - BHP - Out of Office
-----------------------------------------------
W4042 Case Management - BHT - Office
-----------------------------------------------
W4043 Case Management - BHT - Out of Office
-------------------------------------------------------------------------------------------------
CM200, Case Management / Transportation A0110 Transportation
CM400, A0160
or CM600 Z3610
Z3620
Z3621
Z3643
Z3648
Z3724
-------------------------------------------------------------------------------------------------

Effective 10-03-01 Page 1 of 1 HB2003

[LOGO] Community Partnership SUMMARY OF BENEFITS/1/
of Southern Arizona Effective October 1, 2001
Regional Behavioral PIMA COUNTY - GSA 5
Health Authority

----------------------------------------------------------------------------------------------------------
PRIORITY POPULATIONS RATE CODE TITLE XIX TITLE XXI
----------------------------------------------------------------------------------------------------------

SERIOUS MENTAL ILLNESS (SMI)
----------------------------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX TXXI
10xx-38xx
43xx-50xx 6011-6015 All Covered Services/2/ All Covered Services/2/
85xx-87xx
9911-9938
----------------------------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title XXI
eligibility 7000 NA NA
----------------------------------------------------------------------------------------------------------
CHILDREN
----------------------------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX TXXI
10xx-38xx
43xx-50xx 6011-6015 All Covered Services/2/ All Covered Services/2/
85xx-87xx
9911-9938
----------------------------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title XXI
eligibility 7000 NA NA
. SEH
. SED
----------------------------------------------------------------------------------------------------------
GENERAL MENTAL HEALTH (GMH)
----------------------------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX TXXI
10xx-38xx 6011-6015
43xx-50xx All Covered Services/2/ All Covered Services/2/
85xx-87xx
9911-9938
----------------------------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title XXI
eligibility 7000 NA NA
----------------------------------------------------------------------------------------------------------
. Court-Ordered Treatment
(GSA 5 only) 7099 NA NA
----------------------------------------------------------------------------------------------------------
SUBSTANCE ABUSE (SA)
----------------------------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) TXIX
10xx-38xx; 43xx-50xx; All Covered Services/2/ All Covered Services/2/
85xx-87xx; 9911-9938
----------------------------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title
XXI eligibility
. Pregnant Women
. Intravenous (IV) Drug
Abusers 7000 NA NA
. HIV Drug Abusers
. Parents of Children in
Treatment
. Discharge from Detox
----------------------------------------------------------------------------------------------------------
. Court-Ordered Treatment
(GSA 5 only) 7099 NA NA
----------------------------------------------------------------------------------------------------------
TOBACCO TAX 9000 NA NA
----------------------------------------------------------------------------------------------------------
COOL 7000 NA NA
----------------------------------------------------------------------------------------------------------

----------------------------------------------------------------------------------------
PRIORITY POPULATIONS NON-AHCCCS (SUBVENTION)
----------------------------------------------------------------------------------------

SERIOUS MENTAL ILLNESS (SMI)
----------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI)

----------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title XXI
eligibility All Covered Services/2/
----------------------------------------------------------------------------------------
CHILDREN
----------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI)

----------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title XXI
eligibility All Covered Services/2/
. SEH
. SED
----------------------------------------------------------------------------------------
GENERAL MENTAL HEALTH (GMH)
----------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI)

----------------------------------------------------------------------------------------
Non-AHCCCS Exclude Inpatient; Hospital; Residential; Medications
. Lost Title XIX or Title XXI and Non-Emergency Transportation
eligibility
----------------------------------------------------------------------------------------
. Court-Ordered Treatment
(GSA 5 only) All Covered Services/2/, Except Inpatient Hospital
----------------------------------------------------------------------------------------
SUBSTANCE ABUSE (SA)
----------------------------------------------------------------------------------------
AHCCCS (TXIX, TXXI) NA

----------------------------------------------------------------------------------------
Non-AHCCCS
. Lost Title XIX or Title
XXI eligibility
. Pregnant Women Exclude Inpatient; Hospital; Residential;
. Intravenous (IV) Drug Medications and Non-Emergency Transportation
Abusers
. HIV Drug Abusers
. Parents of Children in
Treatment
. Discharge from Detox
----------------------------------------------------------------------------------------
. Court-Ordered Treatment
(GSA 5 only) All Covered Services/2/, Except Inpatient Hospital
----------------------------------------------------------------------------------------
TOBACCO TAX Services According to Provider Contract
----------------------------------------------------------------------------------------
COOL Exclude Inpatient; Hospital; Residential; Medications
and Non-Emergency Transportation
----------------------------------------------------------------------------------------

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 4
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

The Subcontract Agreement between the Community Partnership of Southern Arizona
and The Providence Service Corporation, is amended as follows:

1. To incorporate revisions to the Funding Allocation Schedule, which deletes
the Sells Project amount effective September 1, 2001 and separates SEH
amount. Schedule III is attached and is to be replaced in its entirety.

All other terms and conditions remain the same.

-----------------------------------------------------------------
RBHA: Community Partnership of Southern Arizona
-----------------------------------------
Signature:
-----------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇, Chief Executive Officer
-----------------------------------------
Date:
-----------------------------------------------------------------
Contractor: The Providence Service Corporation
-----------------------------------------
Signature:
-----------------------------------------
Print Name and Title: ▇▇▇▇ ▇. ▇▇▇▇, President,
Providence of Arizona, Inc.
-----------------------------------------
Date:
-----------------------------------------------------------------

Page 1 of 3

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 4
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01/02
--------------------------------------------------------------------------------

FUNDING ALLOCATION SCHEDULE
(Following Page)

Page 2 of 3

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 5
Regional Behavioral CHILDREN SERVICES
Health Authority The Providence Service Corporation
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 01-02
--------------------------------------------------------------------------------

The Subcontract Agreement between the Community Partnership of Southern Arizona
and The Providence Service Corporation, is amended as follows:

1) Purpose of Amendment: To incorporate the Project M.A.T.C.H. staffing
requirements and method of reimbursement for costs associated with staffing
and mileage.

2) Amendment Effective Dates: October 1, 2001 to August 31, 2002 for Grant
Year 3.

3) Amend Schedule 1-A, Special Provisions, Risk-Based Adult and Children's
Services, Section J. Children's Services, to add paragraph 8. to read as
follows:

8. Project M.A.T.C.H.:

a. Through a subcontract agreement with the State of Arizona
Department of Health Services, the RBHA receives grant funds
from Substance Abuse and Mental Health Services
Administration (SAMHSA) to plan and implement a
family-centered, community based, culturally relevant,
integrated service delivery approach for Serious Emotionally
Disturbed (SED) children and adolescents in Pima County (GSA
5) with multiple needs provided through a single system of
care. The process for service delivery, known as Project
M.A.T.C.H. (Multi-Agency Team for Children) shares pooled
resources from the behavioral health system, Child
Protective Services, Developmental Disabilities, Pima County
Juvenile Court Center and the Arizona Department of Juvenile
Corrections to develop a single, family-centered,
individualized case plan and provide family-centered,
community-based, culturally relevant, integrated services to
children enrolled with CPSA and assigned to a Risk-based
Provider in Pima County. Within the single system of care,
Project M.A.T.C.H. fully embraces and implements the J.K.
Principals (Arizona Vision). Contractor shall adhere to all
aspects of the Project M.A.T.C.H. grant including the
staffing and reporting requirements as outlined in Schedule
II-E Scope of Work, Project M.A.T.C.H.

4) Amend Schedule 1-A, Special Provisions, Risk-Based Adult and Children's
Services, Section O. Method of Compensation, to add paragraph 5 to read as
follows:

5. Project M.A.T.C.H.: Payments due to the Contractor shall be
determined on a cost reimbursement basis and paid to the
Contractor in accordance with the following:

a. Contractor shall submit a Contractor's Expenditure Report
(CER) by the fifteenth (15th) day following the end of the
month in which Project M.A.T.C.H. staffing and travel
expenses were incurred. The CER shall detail salaries, ERE
or flex cafeteria plan, and mileage (not to exceed IRS
maximum allowable) for the reporting period commencing
October 1, 2001 through August 31, 2002. Copies of all
reimbursed mileage reports and related payroll reports must
be attached to the CER to support the monthly expenses
reported and requested for reimbursement.

i. ERE includes FICA, health, dental, life insurance,
disability, ▇▇▇▇▇▇▇'▇ compensation and state
unemployment.

b. Reimbursements will be distributed based on actual
expenditures reported by the Contractor and approved by
CPSA. The RBHA shall reimburse the Contractor within fifteen
(15) days of receipt and approval of the CER.

5) Add Schedule II-E, Scope of Work, Project M.A.T.C.H. - Program Development.
Scope of Work is included.

Page 1 of 5

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 5
Regional Behavioral CHILDREN SERVICES
Health Authority -------------------------------------------------
CONTRACT NUMBER: A0108 FY 01-02
--------------------------------------------------------------------------------

SCHEDULE II-E
SCOPE OF WORK
Project MATCH (Multi-Agency Team for Children)

A. Purpose of Program:

To advance the implementation of the Arizona Vision and Arizona Principles
to assure collaboration and coordination of care for children and families
in Pima County.

To develop and implement behavioral health system of care principles and
practices that utilize facilitation of child and family teams for
identifying needs and planning for interventions for youth and families
participating in the program. Child and Family Teams bring together as
needed; staff and family supports from the behavioral health provider
network, Child Protective Services, Division of Developmental Disabilities,
Pima County Juvenile Court Center, Arizona Department of Juvenile
Corrections, School representatives, and other community resources
important to the family, in order to collaborate in meeting the needs of
identified SED youth/families who meet the criteria for participation in
the program. The purpose shall be implemented within the identified
structures and processes of the Federal Project MATCH grant.

B. Contract Date:

October 1, 2001 through August 31, 2002

C. Federal Grant Requirements:

Contractor agrees to comply with all applicable rules and requirements
governing the receipt of federal grants, including but not limited to
Federal Law 31 CFR Part 205, Cash Management Improvement Act (CMIA), and
the Federal OMB Circular A-133, Audit of States, Local Governments and
Non-Profit Organizations.

D. Accounting for Funds:

All federal grant funds received shall be separately accounted for in
accordance with CFR 45, Part 92, Uniform Administrative Requirements for
Grants and Cooperative Agreements to State and Local Governments.

G. Minimum Staff Requirements:

1. The provider network will employ three fulltime staff who will
participate in the implementation of a system of care based on the
Arizona Vision and JK Principles. Job descriptions for the grant
funded positions will be developed and revised according to the
policies and practices of the system of care within the identified
structures and processes of the Federal grant. The positions employed
by the provider networks are:

. Care Coordinator
. Care Coordination Aide
. Family Involvement Coordinator

2. The provider network will house staff at network site(s) and provide
opportunities for regularly scheduled meetings with other Project
MATCH staff for technical assistance, training, additional clinical
supervision, and collaborative activities as required for system of
care development. Staff recruitment, hiring process and supervision
will be provided within the identified structures and processes of the
Federal grant. The provider network shall provide the day-to-day
supervision of the grant funded positions. All Federal requirements
related to employment and compensation must be implemented.

Page 2 of 5

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 5
Regional Behavioral CHILDREN SERVICES
Health Authority -------------------------------------------------
CONTRACT NUMBER: A0108 FY 01-02
--------------------------------------------------------------------------------

H. Service Availability:

The provider network will provide a full range of services as defined under
the CPSA Authorized Service Matrix. Project MATCH Flex funds are available
for goods and/or services needed for enrolled children and families
according to the definition and use described in the Covered Services
Behavioral Health Guide. Project MATCH funds may not be used to supplant
existing community services.

I. Population Served:

Project MATCH may serve youth and their families who reside in Pima County
and meet the following criteria:

1. Enrolled in a behavioral health network and participate with at least
one other system of care, which includes; Child Protective Services,
Division of Developmental Disabilities, Special Education, Pima County
Juvenile Court Center, Department of Juvenile Corrections or Tohono
▇'▇▇▇▇▇ Child Welfare.

2. Have a DSM IV diagnosis, excluding V codes.

3. Preference is given to youth who can live with a family or identified
guardian and benefit from community-based services and support that
will maintain the youth in that setting while helping to promote
enhanced functioning in the community.

J. Member Eligibility:

All children, regardless of funding source, are eligible for referral to
Project MATCH. This includes Title XIX youth, Title XXI youth and youth
whose services are provided through subvention funding. Determination of
appropriateness for participation of the child and family in the
collaborative system of care is made following referral by the provider
network Project MATCH Care Coordinator following referral.

K. Referrals:

Referral to Project MATCH may be made by the following sources:

. Parents/families
. Behavioral health provider networks
. Child Protective Services
. Division of Developmental Disabilities
. Pima County Juvenile Court Center
. Arizona Department of Juvenile Corrections
. Special education

Following the referral, the child and family receive specific orientation
to engage the family in the broad system of care services and evaluation
process.

L. Member Intake and Enrollment:

Referral to Project MATCH requires enrollment in the behavioral health
system of care and provision of services in at least one other system as
identified in sections I and K. Children and families referred to Project
MATCH are enrolled and assigned to a children's provider network following
CPSA established protocol prior to referral to Project MATCH. If a referral
is made for a child not currently enrolled in CPSA, an intake is requested
to determine the need for enrollment in the behavioral health system of
care.

Page 3 of 5

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 5
Regional Behavioral CHILDREN SERVICES
Health Authority -------------------------------------------------
CONTRACT NUMBER: A0108 FY 01-02
--------------------------------------------------------------------------------

M. Member Assessment:

Member assessment is completed during enrollment with behavioral health
provider network. Ongoing evaluation continues during treatment planning
and the treatment implementation process.

N. Length of Stay:

Once enrolled as a Project MATCH participant, the youth / family remain
eligible for continued services as long as they are enrolled with the
provider network.

O. Evaluation Methodology:

The evaluation process for the Grant is conducted by the University of
Arizona. The provider network is required to work collaboratively with the
contracted evaluation component of the Grant to ensure grant evaluation
requirements are met.

P. Program Description:

A narrative explanation of program development activities to expand the
system of care principles using the grant funded positions as models,
coaches and system "Champions" is due 30 days after contract signature.
Specific descriptions of plans and timelines for the development of family
involvement structures for the network's system of care will be included.
Criteria described within the program description will identify fidelity
measures (for example, pre-test and post-test results) to assure that
performance indicators developed by provider and approved by CPSA are used
to determine compliance.

Q. Orientation / Training:

The care coordinator, case aide and family involvement coordinator as
representatives of the provider network at the child and family team should
be well oriented to the overall system of care philosophy and the provider
network framework for ensuring family involvement at all levels of the
provider network organization. Staff should be knowledgeable of the policy
regarding the use of flex funds and be able to recommend the use of flex
funds following the Accessing Flex Funds policy and procedure. The child /
family team will identify the type of service(s) needed during the
treatment planning process.

R. Family Involvement:

The provider network will develop structures, policies and procedures, an
business practices that demonstrate a commitment to involving family
members of enrolled children as partners in treatment for children and
business operations. Family member participation with the hiring process of
grant funded positions is required. It is recommended that the provider
network consider implementation of the following activities to demonstrate
commitment to family involvement:

. Creation of family member seat on the Board of Directors,

. Development of a network specific Family Advisory Council, and

. Development of Family Support Organization run by family members.

The provider network will provide a specific plan and timeline for
increasing family involvement in the Program Description required within 30
days of contract signature.

Page 4 of 5

--------------------------------------------------------------------------------
[LOGO] Community Partnership FEE FOR SERVICE and RISK-BASED
of Southern Arizona AMENDMENT NO. 5
Regional Behavioral CHILDREN SERVICES
Health Authority -------------------------------------------------
CONTRACT NUMBER: A0108 FY 01-02
--------------------------------------------------------------------------------

All other terms, conditions and provisions of the Subcontract Agreement shall
remain unchanged.

Page 5 of 5

--------------------------------------------------------------------------------
[LOGO] Community Partnership SUBCONTRACT AGREEMENT
of Southern Arizona COMPREHENSIVE SERVICE NETWORK
Regional Behavioral The Providence Service Corporation
Health Authority AMENDMENT #6
-------------------------------------------------
CONTRACT NUMBER: A0108 FY 02/03
--------------------------------------------------------------------------------

The Subcontract Agreement between the Community Partnership of Southern Arizona
and The Providence Service Corporation, is amended as follows:

1. Effective July 1, 2002, to incorporate changes in Subcontract Boilerplate
resulting from ADHS/DBHS' Amendment 12.

a. Entire Subcontract Agreement is revised and attached.

---------------------------------------------------------------------------------

RBHA: Community Partnership of Southern Arizona
---------------------------------------------------------
Signature:
---------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇, Chief Executive Officer
---------------------------------------------------------
Date:
=================================================================================
Contractor: The Providence Service Corporation
---------------------------------------------------------
Signature:
---------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇▇▇▇▇, President, The Providence Service Corporation
---------------------------------------------------------
Date:
---------------------------------------------------------------------------------
Signature:
---------------------------------------------------------
Print Name and Title: ▇▇▇▇ ▇. ▇▇▇▇, President, Providence of Arizona, Inc.
---------------------------------------------------------
Date:
---------------------------------------------------------------------------------

Final Sep 30-02
Effective 7-01 -02 Page 1

"CONTRACTOR": THE PROVIDENCE SERVICE CORPORATION
▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇, President
Phone: ▇▇▇-▇▇▇▇

A. RECITALS:

1. The Regional Behavioral Health Authority ("RBHA") is an Arizona
nonprofit corporation that has been designated by the Arizona
Department of Health Services ("ADHS") as a Regional Behavioral Health
Authority and that has contracted with ADHS to provide or arrange for
the provision of behavioral health services to eligible populations
within Geographic Service Areas (3) and (5) during the period July 1,
2000 through June 30, 2005.

NOW, THEREFORE, in consideration of the mutual promises and undertakings
set forth herein, the RBHA and the Contractor agree as follows:

B. DEFINITIONS:

As used throughout this Subcontract, the following terms shall have the
meanings set forth herein, the RBHA and the Contractor agree as follows:

1. "ADAMHA" is the former name of Substance Abuse and Mental Health
Services Administration (SAMHSA).

2. "ADES" means the Arizona Department of Economic Security.

3. "ADHS" means the Arizona Department of Health Services.

4. "ADHS Covered Behavioral Health Services Guide" means the document,
including appendices, that list all covered services and which may be
amended or supplemented from time to time.

5. "ADHS Information System" means the ADHS CIS and CEDAR Information
System in place or any other data collection and information system as
may be established by ADHS or the RBHA.

6. "ADHS Policy and Procedures Manual" means the document published by
the ADHS that defines the policies and procedures applicable to
behavioral health services made available in Arizona by or through
ADHS, as may be amended or supplemented from time to time.

7. "ADHS Requirements" means those acts and forbearances pertaining to
mental health services funded in whole or in part by ADHS specified in
the ADHS manual or under any provisional, interim, temporary or final
rules and regulations of ADHS.

Final Sep 30-02
Effective 7-01 -02 Page 2

8. "ADHS Service Matrix" means the document that lists all covered
services and the rates to be paid in the absence of a subcontract for
each covered service, as may be amended or supplemented from time to
time.

10. "Administrative Appeal" means a written formal request for review of a
decision made by the RBHA or ADHS.

11. "Administrative Services" means the services (other than the direct
provision of behavioral health services including case management) to
eligible and enrolled persons, necessary to manage the behavioral
health system, including, but not limited to: provider relations and
contracting, provider billing, executive management, accounting,
information technology services, processing and investigating
grievances and appeals, legal services (including any legal
representation of the Contractor at administrative hearings concerning
the RBHA's decisions and actions), strategic business planning,
program development and evaluation, human resource management,
provider auditing and monitoring, utilization review and management
and quality assurance.

12. "Adult" means a person 18 years of age or older, unless the term is
given a different definition by statute, rule or policies adopted by
the ADHS or AHCCCS.

13. "AHCCCS" means the Arizona Health Care Cost Containment System as
defined in A.R.S. (S) 36-2901, et. seq.

14. "AHCCCSA" means AHCCCS Administration.

16. "AHCCCSA Standards" means the standards established by AHCCCSA in
Rules, the ADHS policies and procedures, the AHCCCS Medical Policy
Manual, the Title XIX State Plan, the Title XXI State Plan, applicable
federal and state statutes and rules and any subsequent amendments
thereto.

18. "APIPA" means Arizona Physicians IPA, an AHCCCS Health Plan with which
the RBHA contracts for management information system services and
claims processing.

21. "Arizona Level of Functioning Assessment Service Level Checklist"
(ALFA) means a rating instrument used for risk stratification and for
prediction of long term service utilization.

Final Sep 30-02
Effective 7-01 -02 Page 3

22. "Arizona Long Term Care" means a program under AHCCCSA that delivers
long term, acute and behavioral health care services to eligible
members, as authorized by ARS 36-2931 et. seq.