COVENTRY HEALTH CARE OF DELAWARE, INC Centerville Road Suite 400 Wilmington, DE GROUP MASTER CONTRACT

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1 COVENTRY HEALTH CARE OF DELAWARE, INC Centerville Road Suite 400 Wilmington, DE GROUP MASTER CONTRACT THIS CONTRACT is made by and between Coventry Health Care of Delaware, Inc. (hereinafter referred to as Health Plan ) and the employer (hereinafter referred to as Employer or Group ) specified on the Group Application. IN CONSIDERATION of timely payment of the periodic premium by the Group, the Health Plan agrees to provide and/or arrange for hospital and medical services to enrolled Members in accordance with the terms, provisions, exclusions and limitations of the applicable Membership Handbook and Group Membership Agreement, the Schedule of Benefits, and Riders, if any, any amendments thereto, and the Group Application, and made a part hereof (hereinafter collectively referred to as the Contract ). IT IS AGREED: 1. This Contract shall be effective on the date specified on the Group Application and shall be renewed automatically on the Anniversary Date shown on the Group Application from year to year for additional twelve (12) month periods, unless terminated by either party as provided herein. 2. For employees who become eligible after the contract effective date and their dependents, if any, who are qualified to enroll hereunder, coverage shall be effective upon meeting the Group s eligibility requirements as specified herein and on the Group Application. 3. The additional Riders purchased by Group shall be as specified on the Group Application. 4. The monthly premiums, participation requirements(s), and the Open Enrollment Period shall be as specified on the Group Application. ARTICLE 1 - ELIGIBILITY 1.1 Employees of the Employer and their Spouse and Dependent Child(ren) who are eligible for the health benefits established by the Employer, and who comply with any waiting period or other requirements established by the Employer and with the terms and provisions of this Contract are eligible to be enrolled hereunder so long as they enroll within thirty-one (31) days from the date of their eligibility. Eligible Employee means an Employee who is regularly scheduled to work those hours per week and months per year as defined on the Group Application, thereby making that Employee eligible for Covered Services under the terms of this Agreement. 1.2 Eligible Dependents of Eligible Employees are as follows: A. Lawful Spouse. B. Dependent Child(ren) is an unmarried person who has not yet reached the Limiting Age (except in the case of Disabled Dependents), including a natural child; Disabled Dependent; stepchild; foster child; lawfully adopted child, or child in the process of being adopted, from the date of placement; a child for whom the Member has been granted legal custody; a minor under testamentary or court appointed guardianship; or a child for whom the Subscriber has the legal obligation to provide coverage pursuant to court order or court approved agreement. CHC(DE) GMC 1

2 Dependent Child(ren) includes a grandchild of the Subscriber or the Subscriber s Spouse who is in the court-ordered custody of the Subscriber or the Subscriber s Spouse. A Dependent Child may not be denied coverage on the grounds that the Dependent Child: (1) was born out of wedlock; (2) is not claimed as a dependent on the Member s federal income tax return; or (3) does not reside with the Member or in the Health Plan s Service Area. Unless specified otherwise in the Group Application, such Dependent Child must be: (4) under nineteen (19) years of age; or (5) under twenty-five (25) years of age and a full-time student at a recognized college, university or trade school; or (6) at least nineteen (19) years of age, or twenty-five (25) years of age for a full-time student, incapable of self-support by reason of mental or physical incapacity, either of which had commended prior to the Limiting Age, and chiefly dependent on the Eligible Employee for support. Proof of such incapacity and dependency must be furnished to the Health Plan within thirty-one (31) days of the date that coverage would otherwise terminate for such child due to reaching the Limiting Age, and each birthday thereafter. Limiting Age means younger than nineteen (19) years old, or a Full-Time Student younger than twenty-five (25) years old. ARTICLE 2 - ENROLLMENT 2.1 Initial Enrollment Period Eligible Employees, on behalf of themselves and their Dependents, must apply for coverage during the thirty-one (31) day period beginning with the date the employee becomes an Eligible Employee: A. For Eligible Employees who enroll on behalf of themselves or their Dependents during the Open Enrollment Period and who are Eligible Employees at that time, coverage will become effective on the effective date of the Group Master Contract. B. For those employees of the Group who become eligible after the effective date of the Group Master Contract, coverage will become effective on the first day of the month following the date the employee meets the requirements of an Eligible Employee. Any changes to the effective date and information about the eligibility waiting period, if any, are as specified in the Group Application Eligible Employees, on behalf of themselves and their Dependents, who are not enrolled within the Initial Enrollment Period or Open Enrollment Period are considered to be Late Enrollees except as specified in Article 2.3 below: 2.2 Open Enrollment Period The Employer shall designate an Open Enrollment Period once during any calendar year. During the Open Enrollment Period, the Health Plan will accept Group Enrollment Forms from eligible Employees and their eligible Family Dependents. The Open Enrollment Period is specified on the Group Application CHC(DE) GMC 2

3 2.3 Special Enrollment Period Eligible Employees and their dependents may enroll for coverage during a Special Enrollment Period when there is a change in family status (i.e., marriage, birth, adoption) or when the Employee or dependent lost coverage under a prior plan. A special Enrollee may enroll for coverage as specified in the Article, Eligibility and Enrollment, of the Group Membership Agreement. 2.4 Late Enrollment Period An Employee or Family Dependent is a Late Enrollee if he or she did not enroll when the Employee was first eligible, when there was a change in family status (i.e., marriage, birth, adoption), or when the Employee lost coverage under a prior plan. A late Enrollee may enroll for coverage as specified in the Article, Eligibility and Enrollment, of the Group Membership Agreement. ARTICLE 3 - EFFECTIVE DATE OF COVERAGE 3.1 Subject to the receipt by the Health Plan of the applicable monthly premiums and completed enrollment Group Applications for each prospective Member, coverage will become effective on the date stated on the Group Application for employees who are Eligible Employees on the contract effective date and enroll themselves and their Dependents within thirty-one (31) days of first becoming eligible. For employees who become Eligible Employees after the contract effective date stated on the Group Application, coverage will become effective as provided in the Article, Eligibility and Enrollment, of the Group Membership Agreement. ARTICLE 4 - PREMIUM PAYMENTS 4.1 Because Premium payments are based on the number of Members enrolled, it is the responsibility of the Employer to notify the Health Plan of an enrollment or disenrollment of a Member by submitting a Group Enrollment Form to the Health Plan within thirty-one (31) days of such enrollment or disenrollment. 4.2 Monthly Premiums payable by or on behalf of Members are specified on The Group Application. The Health Plan may change the monthly premium rate schedule by giving thirty (30) days prior written notice to the Group. The monthly premium rate schedule shall not be revised more often than once in any contract year. In addition, however, if a change in this Contract is required by Statute or regulation that increases the Health Plan s risk under this Contract, the Health Plan may change the monthly premium rate schedule upon thirty (30) days prior written notice to the Group. 4.3 The Health Plan will bill the Group and the Group shall pay the required total monthly premium for additions and terminations of Members during any month as follows: A. If a Member s coverage is effective in the first fifteen (15) days of the month, the full monthly premium will be due for such Member. If a Member s coverage is effective after the fifteenth (15 th ) of the month, no premium payment will be due for such Member for that month. B. If a Member s coverage terminates as of the first fifteen (15) days of the month, no monthly premium payment shall be due for such Member for that month. If the Member s coverage terminates effective after the fifteenth (15 th ) day of the month, the total monthly premium for such Member shall be due. CHC(DE) GMC 3

4 4.4 If a Member ceases to remain eligible to receive coverage under this Contract as a result of failing to satisfy the eligibility requirements shown herein and on the Group Application, and if the Employer has made any premium payments for such Member after the date eligibility ceases, the Employer will receive credit for any monthly payments made on behalf of such Member provided the Health Plan is notified in writing prior to the effective date of the change in eligibility of the Member. 4.5 Grace Period A grace period of thirty-one (31) days will be granted for payment of each premium due after the first premium, unless the Health Plan does not intend to renew the contract beyond the period for which premiums have been accepted and notice of the intention not to renew is delivered to the Group at least forty-five (45) days before the premium is due. The Health Plan reserves the right to impose a 1% (one percent) per month pro-rated late fee for premium payments received after the premium payment due date. During the grace period the contract shall continue in force, but the Health Plan may suspend the Group s claims. If the Group gives written notice to the Company, before or during the Grace Period, that it desires to end this Contract before the end of the Grace Period, this Contract will end on the later of the date the notice was received by the Company, or the date stated in the notice. The Group must pay the Company all Premiums due on the date this Contract ends. Premium due may include any Premium due for the Grace Period beginning on the first day of the Grace Period until the later of the date on which the notice is received, or the date of termination stated in the notice. 4.6 Misstatement of Age The Health Plan currently calculates the monthly premium rates at point of sale. Monthly premium rates are recalculated at each contract renewal and adjustments for misstatement of age, if any, will be reflected in premium rates for that renewal year. ARTICLE 5 - LIMITATIONS 5.1 To the extent that a national disaster, riot, civil insurrection, epidemic or any other emergency or similar event not within the Health Plan s control results in the Health Plan facilities, personnel or resources being unavailable to provide or arrange for the care and services it has agreed to provide in this Contract, the Health Plan is required only to make a good faith effort to provide or arrange for such care and services, taking in account the impact of the event. In such event, the Health Plan will be liable for reimbursement of the expenses necessarily incurred in the procurement of such care and services a Health Plan Participating Physician determines were Medically Necessary and covered under this Contract. For the purpose of this section, an event is not within the Health Plan s control if the Health Plan cannot exercise influence or dominion over its occurrence. 6.1 Termination of Contract ARTICLE 6 - TERMINATIONS A. The health benefit plan is renewable with respect to all Eligible Employees at the option of the Employer, except: (1) for nonpayment of the required premiums by the Employer; and, as a result, the Contract will terminate according to the provisions of Article 4.4. CHC(DE) GMC 4

5 (2) for fraud or intentional misrepresentation of material fact on the part of the employer under the terms of the coverage; (3) when the Employer violates a material plan provision relating to the employer contributions or group participation rules; B. This Contract shall be effective through the Anniversary Date and from year to year thereafter, unless terminated: (1) by the Health Plan for the reasons listed in 6.1.A above by a written thirty-one (31) day notice; (2) by the Employer by written notice given at least (31) days prior to the requested termination date. If the Employer provides notice of termination during the Grace Period, the Contract will terminate according to Article 4.4. In the event of such termination, the Member will be provided an opportunity to convert to non-group coverage as described in the applicable Membership Handbook and Group Membership Agreement. 6.2 The Health Plan may terminate this Contract upon (10) days notice to the Employer if any payment required to be made by the Employer is not received within the thirty-one (31) day grace period. The Employer shall be liable for all premium payments due prior to the effective date of termination. In the event of such termination, Members will be provided an opportunity to convert to individual coverage as described in the applicable Membership Handbook and Group Membership Agreement. 6.3 The Group will continue to pay the premium for an Employee, Member, or Dependent under the contract until notice of termination of coverage has been received by the Health Plan. The following will occur depending when notice is received: A. If notice is received prior to the termination date, coverage will terminate as specified in the notice. B. If notice is received after the date of termination, termination will occur on the date notice is received. ARTICLE 7 - NOTICE 7.1 Any notice hereunder to be given to the Employer shall be addressed as shown on the Group Application. 7.2 Any notice hereunder to be given to the Health Plan shall be addressed to: Coventry Health Care of Delaware, Inc. Attn: Marketing Department 2751 Centerville Road, Suite 400 Wilmington, DE ARTICLE 8 - MISCELLANEOUS 8.1 This Contract shall be subject to amendment, modification or termination in accordance with any provisions hereof, or by mutual agreement between the Health Plan and the Employer, without the consent of the Members. CHC(DE) GMC 5

6 8.2 Clerical error, by either the Health Plan or the Employer in keeping any record pertaining to the coverage under this Contract will not invalidate coverage otherwise validly in force or continue coverage otherwise validly terminated. 8.3 The Health Plan may adopt reasonable policies and procedures, rules and interpretations to promote orderly and efficient administration of this Contract and the Employer agrees to cooperate with the Health Plan in administering such rules and regulations. 8.4 No agent or other persons, except the President of the Health Plan or his designee has authority to waive any conditions or restrictions of this Contract, to extend the time for making a payment or to bind the Health Plan by making any promise or representation or by giving or receiving any information. No change in this Contract shall be valid unless evidenced by an amendment on it signed by an authorized officer of the Health Plan. 8.5 In the event that any dispute shall arise with respect to the performance or interpretation of any of the terms of this Contract, all matters of controversy, upon agreement by the parties hereto, may, at the parties option, be submitted to a binding arbitration and shall if so submitted proceed under the rules and regulations of the American Arbitration Association, a copy of said rules and regulations will be provided by the Health Plan to the Employer upon written request. Upon submitting a dispute to arbitration, both parties expressly covenant and agree to be bound by the decision of the arbitrators as final determination of the matter in dispute. 8.6 The Employer must furnish the Health Plan with any data required by the Health Plan for coverage of Members under this Contract. In addition, the Employer must provide timely notification to the Health Plan of any changes in membership, such as family status, a child ceasing to be a dependent, a divorce or a death. 8.7 Entire Contract This Contract, including the applicable Member Handbook and Group Membership Agreement, Group Application, Schedule of Benefits, Group Enrollment Forms, and any Riders or Amendments attached thereto constitutes the entire contract. No change in this Contract shall be valid until approved by an executive officer of the health Plan and unless such approval be endorsed hereon or attached hereto. No agent has authority to change this policy or to waive any of its provisions. 8.8 Contestibility of the Contract The contract may not be contested, except for nonpayment of premiums, after it has been in force for two (2) years from its date of issue. A statement made by a Member covered under the contract relating to insurability may not be used in contesting the validity of the coverage with respect to which the statement was made after the coverage has been in force before the contest for a period of two (2) years during the Member s lifetime. Absent fraud, each statement made by an applicant, the Group, or a Member is considered to be a representation and not a warranty. A statement made to effectuate coverage may not be used to avoid the coverage or reduce benefits under the contract unless the statement is contained in a written instrument signed by the Group or Member, and a copy of the statement is given to the Group or Member. This provision does not preclude the assertion at any time of defenses based upon the person s ineligibility for coverage under the contract or upon other provisions in the contract. 8.9 Notice of Claim, Proof of Loss and Payment of Claim In most instances, the Member will not have to submit proof of loss to the Health Plan. However, when it is necessary for the Member to file a claim, the Health Plan will accept an itemized CHC(DE) GMC 6

7 statement of the medical services provided as written proof of loss. Such written proof of loss must be sent to the Health Plan within ninety (90) days after the date the services were received by the Member. Failure to furnish such statements within the ninety (90) days shall not invalidate or reduce any claim if it was not reasonably possible to provide the statements within ninety (90) days. Except in the absence of legal capacity, bills will not be accepted later than one (1) year from the time proof is otherwise required. Benefits under this Agreement will be payable immediately, but no later than 30 days after receipt of proper proof of loss. Such payments will be made directly to the provider if assigned by the Member to the provider and such payment so made shall discharge the Health Plan s obligation with respect to the amount of benefits so paid. If the Member has not assigned payment to the provider, payment will be made to the Member Legal Action Legal action to recover benefits under this Agreement may not be started earlier than 90 days after the required proof of loss has been filed. Further, no legal action may be started later than three (3) years after proof of loss is required to be filed Certificates The Health Plan shall furnish for each Subscriber of the Group an identification card. The Health Plan will provide to the Group, for delivery to each employee, information that summarizes the benefits and rights that pertain to Members covered under the group contract. One set of information will be issued for each family unit. Such information will include at a minimum the applicable Membership Handbook and Group Membership Agreement, a Schedule of Benefits and any Endorsements, Amendments or Supplemental Benefit Explanations necessary to provide such information to the Members. Acceptance of the Contract. The Group may accept this Contract either by execution of the acceptance provided below or by making premium payment to the Health Plan, and such acceptance renders all terms and provisions hereof binding on the Health Plan and the Group. IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by duly authorized representatives this day of, 20. Group COVENTRY HEALTH CARE OF DELAWARE, INC. Little Falls Center II 2751 Centerville Road, Suite 400 Wilmington, DE By: (Date Signed) By: (Date Signed) CHC(DE) GMC 7

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