COMMONWEALTH OF MASSACHUSETTS

EXECUTIVE OFFICE OF HEALTH AND HUMAN SERVICES

MODEL CONTRACT

BY AND BETWEEN

THE EXECUTIVE OFFICE OF HEALTH AND HUMAN SERVICES

AND

[VENDOR NAME]

FOR

MASSHEALTH BUSINESS SUPPORT SERVICES

TABLE OF CONTENTS

This Contract is by and between the Commonwealth of Massachusetts, Executive Office of Health and Human Services (EOHHS) and [TBD] (Contractor).

WHEREAS, EOHHS oversees 11 state agencies and is the single state agency responsible for the administration of the Medicaid program and the State Children’s Health Insurance Program within Massachusetts (collectively, MassHealth) and other health and human services programs designed to pay for medical services for eligible individuals pursuant to M.G.L. c. 118E, Title XIX of the Social Security Act (42 U.S.C. sec. 1396 et seq.), Title XXI of the Social Security Act (42 U.S.C. sec. 1397aa et seq.), and other applicable laws and waivers); and WHEREAS, EOHHS desires to contract with an entity to provide business support services to MassHealth and perform the activities as described in this Contract; and WHEREAS, EOHHS issued a Request for Responses (RFR) on [April 24, 2026], to procure an entity to perform such services and EOHHS selected the Contractor, based on the Contractor’s response to the RFR submitted prior to the response deadline of [June 18, 2026]; and WHEREAS, the Contractor appears qualified and is willing to perform its duties as set forth herein subject to the terms and conditions hereof;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein contained herein, the Contractor and EOHHS agree as follows:

Definitions and Acronyms Definitions The following terms or their abbreviations found in this Contract and its Appendices are defined as follows, unless the context clearly indicates otherwise.

Accountable Care Organizations (ACOs) – Certain entities, contracted with EOHHS as accountable care organizations, that enter into population-based payment models with payers, wherein the entities are held financially accountable for the cost and quality of care for an attributed Member population. Accountable Care Partnership Plans and Primary Care ACOs are the two types of ACOs in MassHealth’s ACO Program.

Administration & Finance (A&F) – A&F develops and executes cost-effective public policy initiatives and services that ensure the financial stability, efficiency, and effectiveness of state and local government.

Affordable Care Act (ACA) – The Patient Protection and Affordable Care Act and Health Care and Education Reconciliation Act of 2010 Appeal – A request for review of an appealable action, as that term is defined in 130 CMR 610.004 Applicant – An individual or entity provider who submits an application for participation in the MassHealth Program.

Backup Data Center Facility – A facility owned or leased, and maintained, by the Contractor that will temporarily provide services expected from the Data Center Facility in the event of a Disaster.

Banner Messages – Communication of important messages through the utilization of remittance advices (RA), which are issued weekly to providers for their claim’s dispositions.

Base Service Level Agreement (SLA) Payment – The amount of the Payments withheld during the SLA Period in accordance with Section 5.5 and Appendix A that the Contractor is entitled to based on its performance of the SLAs.

Behavioral Health Plan – MassHealth’s program for administering mental health and substance abuse services through the Managed Behavioral Health Vendor.

Beta Testing – Testing performed by EOHHS staff and its contractors with certain Trading Partners in a test environment, which includes these Trading Partners submitting and receiving test transactions from MassHealth to allow EOHHS to validate that system modifications support the accurate processing and tentative payment amounts to Providers.

Board of Hearings (BOH) – The Board of Hearings within the MassHealth agency responsible for administering the Fair Hearing process in accordance with 130 CMR 610.000, holding hearings, and rendering decisions, and as further described in 130 CMR 610.011.

Board of Registration in Medicine (BORIM) – A physician licensing and disciplinary board established by M.G.L. c. 13, § 10, appointed by the Governor of Massachusetts. BORIM receives and investigates complaints against physicians.

Business Day – Any day on which EOHHS employees are expected to report to work. Normal business days for EOHHS begin at 8:00 a.m. and end at 5:00 p.m. Eastern Time, Monday through Friday.

Business Requirements Document (BRD) – A document produced by the Contractor that is agreed to and approved by Contractor and EOHHS which contains the functional and information requirements that Contractor will have to fulfill in the design or enhancement of a system or product.

Calendar Day – Any day of the week regardless of whether work is scheduled to be performed (i.e., includes weekends and holidays).

Category of Assistance (COA) – A designation code used in EOHHS systems, identifying the basis for which MassHealth eligibility is determined by EOHHS.

Centers for Medicare & Medicaid Services (CMS) – The federal agency under the Department of Health and Human Services responsible for administering, in relevant part, the Medicare and Medicaid programs.

Central Offices – EOHHS’s Office of Medicaid, currently located at One Ashburton Place, Boston, Massachusetts and EOHHS’s MassHealth Operations Unit, currently located at 100 Hancock Street, Quincy, Massachusetts.

Change Request (CR) – A form approved by EOHHS that the vendor utilizes to track changes in their process that may or may not have system implications or financial implications. All change requests are subject to EOHHS approval.

Change Order Request (CO) – A form approved by EOHHS that describes a system enhancement to Medicaid Enterprise System that the vendor collaborates with EOHHS in drafting such request.

Claim for an Adjudicatory Hearing – As described in 130 CMR 450.323 (D), 450.240(E) and 450.241, the means for a Provider to challenge the findings set forth in the MassHealth agency’s final determination issued pursuant to 130 CMR 450.209(C)(3), 450.210(D)(1), 450.237(C), or 450.240(D).

Code of Massachusetts Regulations (CMR) – The Code of Massachusetts Regulations ("CMR") contains a complete set of regulations promulgated by Massachusetts state agencies.

Commonwealth – The Commonwealth of Massachusetts, its departments, institutions, agencies, divisions and/or any combination of these entities.

Companion Guide – A Health Plan supplemental guide to the ANSI-X12 HIPAA Implementation Guide, that defines the situational data elements, file specifications, and special instructions that Trading Partners must adhere to in order to successfully submit a HIPAA batch transaction to MassHealth. The guide also provides contact information, frequently asked questions (FAQs), and sample batch transactions.

Contact Center – Contact center is a centralized team or facility responsible for managing customer interactions across various bi-directional communication channels, including phone calls, email, live chat, and social media. It serves as a hub for handling all incoming and outgoing customer communications, ensuring efficient service and support.

Continuity of Operations Plan (COOP) – A Continuity of Operations Plan (COOP) is a strategic framework that outlines how an organization will maintain its essential functions during and after a disaster. The primary goals are to minimize disruptions to critical services, reduce the impact of disasters, and enable a swift recovery.

Continuous Quality Improvement (CQI) – A management process and philosophy that speaks to measuring, understanding and addressing customer needs as the basis for all organizational efforts; continuous measurement of organizational processes, employing statistical measurement tools such as process flow charts, histograms, and run charts; and improving morale by identifying processes, not individuals, as the cause of defects, and by focusing efforts upon improving such processes.

Contract – The Contract (or Agreement) awarded as a result of the Request for Responses, for the on-going provision of Business Support Services, inclusive of all amendments, appendices, and attachments.

Contract Effective Date – The date on which the Contract is fully executed as set forth on the Standard Contract Form.

Contract Operational Start Date – The date on which the Contractor starts providing services described in the Contract to EOHHS Customers and the date by which the Contractor comes into full compliance with all outstanding Contract terms not complied with previously. This is the effective date of SLAs. This date is at the discretion of EOHHS, expected to be July 1, 2027.

Contract Year – Generally, the twelve-month period commencing July 1 and ending June 30, unless otherwise specified by EOHHS.

Contractor – Any Entity with whom EOHHS enters into this agreement for the provision of services described in this Contract. All requirements applicable to the Contractor herein shall also be applicable to the Contractor’s employees and subcontractors.

Coordination of Benefits (COB) – The process by which plans that provide health and/or prescription coverage for a person with MassHealth determine his or her respective payment responsibilities (i.e., determine which insurance plan has the primary payment responsibility and the extent to which the other plans will contribute or allocate patient responsibility when an individual is covered by more than one plan).

Coverage Type– A scope of medical services, other benefits, or both that are available to Members who meet specific MassHealth eligibility criteria. These coverage types, and the scope of services or covered benefits for each coverage type, are found at 130 CMR 450.105. Coverage Types currently include the following: MassHealth Standard (Standard), MassHealth CarePlus, MassHealth CommonHealth (CommonHealth), MassHealth Family Assistance (Family Assistance), Buy-In, Premium Assistance, and MassHealth Limited (Limited).

Covered Services – Those medically necessary services based on the Member’s Coverage Type as found in 130 CMR 450.105 Customer – EOHHS, a Provider or Provider Applicant, or other interested party, such as a Relationship Entity, that acts on behalf of a Provider or otherwise seeks assistance from MassHealth.

Data Center Facility(ies) – Facility(ies) maintained by the Contractor or any subcontractor or Business Associate that house the computer hardware and software and the equipment and staff to reliably provide the services to support the Contract.

Deliverables – Any work product, including but not limited to, a report, a document, a software product, a server upgrade or any other building block of an overall project, that the Contractor must provide or perform for EOHHS and that must be accepted by EOHHS, in accordance with the Contract.

Disaster – A malfunctioning or disabling of a critical component without which the Contractor is unable to perform or provide the services required under this Contract.

Electronic Data Interchange (EDI) – Electronic submission of data between two Trading Partners using specific formats. EDI does not include transactions submitted on paper.

Electronic Health Record (EHR) – An electronic record version of a patient’s medical history, that is maintained by a Health Care Provider generated by one or more encounters in any care delivery setting.

Encounter – Any interaction (including by telephone, e-mail, on-line chat, or in person) between the Contractor and a Customer.

Enrollment Package – A set of materials issued by mail, or electronically to provider applicants or relationship entities.

EOHHS Virtual Gateway (VG) – The Virtual Gateway consolidates information and online services in a single online site, connecting the public, clients, Providers and agency staff to critical health and human services programs and information. Virtual Gateway serves as a single access point for a variety of programs including health care services, food assistance, Veterans’ services and disability and community services programs.

Erroneous Payment – Such part or all of any payment made with respect to a claim for services provided to a Member that should not have been made, according to the then-applicable criteria or protocols for payment of that claim.

Executive Office of Health and Human Services (EOHHS) – The single state agency in Massachusetts responsible for the administration of MassHealth (Medicaid), pursuant to M.G.L. c. 118E, Titles XIX and XXI of the Social Security Act (42 U.S.C. 1396b(a)), the § 1115 Medicaid Research and Demonstration Waiver, and other applicable laws and waivers. EOHHS is also a Hybrid Entity and must ensure that MassHealth and other Health Care Components comply with the HIPAA Rules.

Executive Office of Technology Services and Security (EOTSS) – The state agency that offers responsive digital services and tools to state employees, contractors, and vendors which provides information and services to the residents of the Commonwealth. EOTSS also serves constituents, providing them with digital services and tools that enable residents to do business with the Commonwealth.

Existing Vendor(s) – The contractor(s) currently providing services comparable to those described in this Contract.

Fulfillment – The mailing of requested written materials to a customer.

Fee-for-Service Provider – A fully participating MassHealth enrolled provider who may or may not also hold a Managed Care contract.

Health Insurance Portability and Accountability Act of 1996 (HIPAA) – Federal legislation (Pub. L. 104-191), including corresponding regulations and guidance, enacted to improve the continuity of health insurance coverage in group and individual markets, combat waste, fraud, and abuse in health insurance and health-care delivery, simplify the administration of health insurance and protect the confidentiality and security of individually identifiable health information. HIPAA has, in part, led to the adoption of national standards for electronic health care transactions; national identifiers for Providers, Health Plans, and employers; and increased the use of electronic data interchange.

Health Plan – The plans into which Members may be enrolled, including Accountable Care Organizations (ACOs), the Behavioral Health Plan, One Care plans, Managed Care Organizations (MCOs), the Primary Care Clinician Plan (PCC Plan), and Senior Care Options (SCO).

Health Safety Net (HSN or the “Safety Net”) – The payment program established and administered by the MassHealth agency in accordance with M.G.L. c. 118E, §§ 8A, and 64 through 69 and regulations promulgated thereunder, and other applicable legislation . HSN reimburses hospitals and community health centers for a portion of the cost of reimbursable health services provided to low-income, uninsured or underinsured residents.

HIPAA Batch Transactions – The transactions conducted by the Contractor that are governed by HIPAA, including the transactions described below.

HIPAA 270/271 Health Care Eligibility Benefit Inquiry and Response – An electronic request for eligibility verification made by a Trading Partner to EOHHS, and the electronic response from EOHHS to the Trading Partner, in the ANSI X12 270/271 formats.

HIPAA 276/277 Claim Status Inquiry and Response – An electronic request for claim status made by a Trading Partner to EOHHS, and the electronic response from EOHHS to the Trading Partner, in the ANSI X12 276/277 formats.

HIPAA 278 – Health Care Services Review, Request for Review and Response – An electronic request for review (also known as Prior Authorization review) made by a Trading Partner to EOHHS, and the electronic response from EOHHS to the Trading Partner, in the ANSI X12 278 format.

HIPAA 820 – An electronic remittance EOHHS uses to manage premium payments.

HIPAA 834 – An electronic file format EOHHS uses to exchange health plan enrollment data.

HIPAA 835 Health Care Claim Payment and Advice – An electronic remittance advice provided by EOHHS to Providers that reports the results of the final adjudication (paid or denied) of claims processed in a given pay cycle.

HIPAA 837 Claim – An electronic claim submitted by Trading Partners in the ANSI X12 837 Formats for institutional, professional or dental claims.

HIPAA 999 – An electronic response message to confirm a file was received and could be properly read by the translator. The 999 can also report what syntax-related issues caused errors on the original document and can notify the sender whether the document was accepted or rejected.

Hours of Operation – 8:00 a.m. – 5:00 p.m. Eastern Standard Time, Monday through Friday, excluding EOHHS designated holidays, and at such other times that EOHHS may designate.

Human Services Transportation Office (HST) – The office within EOHHS which coordinates non-emergency transportation programs across several EOHHS agencies.

Inactive Provider – A Provider who is not currently participating in MassHealth.

Implementation Date – The date by which the contractor is expected to complete Project Implementation Plan and be ready to deliver all the expected deliverables, which must occur before the Contract Operational Start Date.

Issues, Risks, Action Items, Assumptions, Definitions Document (IRAAD) – A project management artifact that tracks and keeps up to date all project associated issues, risks, action items, assumptions and definitions raised by either party.

Key Personnel – Those individuals on the Contractor’s staff determined by EOHHS to be critical to the successful performance of the Contract throughout the duration of the Contract.

Managed Behavioral Health Vendor – The EOHHS vendor for the administration and delivery of mental health and substance abuse services to certain Members, as provided in 130 CMR 450.124 Managed Care – A system of primary care and other medical services that are provided and coordinated by a MassHealth managed care provider, a SCO, an ICO, or the Behavioral health contractor, in accordance with the provisions of 130 CMR 450.117: Managed Care and 130 CMR 508.000: MassHealth: Managed Care Requirements.

Managed Care Eligible Member – A Member who has been determined eligible for MassHealth and is eligible to enroll in a Health Plan.

Managed Care Organization (MCO) – Any entity with which EOHHS contracts under its MCO program to provide, arrange for, and coordinate care and certain other medical services to members on a capitated basis, and is approved by the Massachusetts Division of Insurance as a health maintenance organization (HMO) and is organized primarily for the purpose of providing health care services.

MCE-Only Provider – An MCE-only provider refers to a provider within an MCE network who is not enrolled with MassHealth as a fee-for-service (FFS) or ordering, referring, and prescribing (ORP) provider. The MCE plan is responsible for submitting the provider’s enrollment, upon which a PIDSL is assigned in MMIS.

Massachusetts Operations System Accounting Information Center (MOSAIC) – The system used by the Massachusetts Office of the Comptroller through which payments to Contractors, certain MassHealth Members, and Providers are made formally known as Massachusetts Management Accounting and Reporting System (MMARS).

MassHealth – In Massachusetts, Medicaid and the Children’s Health Insurance Program (CHIP) are combined into one program called MassHealth. MassHealth provides health care benefits to certain people living in Massachusetts. MassHealth Members may be able to get doctor visits, prescription drugs, hospital stays, and many other important services. MassHealth offers these benefits to Members directly or by paying part or all of Members’ other health insurance premiums, pursuant to Title XIX of the Social Security Act (42 U.S.C. 1396), Title XXI of the Social Security Act (42 U.S.C. 1397), M.G.L. c. 118E, the § 1115 Medicaid Research and Demonstration Waiver, and other applicable laws and waivers.

MassHealth Direct Data Entry (DDE) – The real-time direct entry of information by a user giving Providers interactive access for inquiries, entry and correction for claims, and authorization purposes that is immediately transmitted from a Provider’s system into a Health Plan’s system.

MassHealth Enrollment Center (MEC) – A facility that support members or member applicants that require support or have any questions regarding member eligibility.

MassHealth Plan Selection Period – The period of time, as set forth in 130 CMR 508.003(C), where Managed Care Eligible Members enroll or transfer enrollment in the specified types of managed care entities.

Materials – Member and Provider-related documents that include but are not limited to Member Enrollment packages, Member Enrollment Guides, Member Enrollment Letters, PCC Plan Member Handbook, Covered Services Lists, Provider Enrollment materials, Provider educational materials, and Provider training materials.

Material Subcontractor - A material subcontractor is an individual or entity whose participation in a project is substantial, either in terms of cost or scope. An entity qualifies as a material subcontractor if it satisfies one or both of the following conditions: (1) Contributes 5% or more of the total estimated annual cost of a project or bid, or (2) Generates 5% or more of its annual revenue from services provided in this capacity.

Maximum Obligation – The maximum fees EOHHS shall be required to pay during the Contract Year.

Medicaid – see “MassHealth”. In addition, Medicaid shall mean any other state’s Title XIX program.

Medicaid Management Information System (MMIS) – The mechanized state-operated, claims processing and information retrieval system that supports Medicaid business services and maintains information in such areas as Provider Enrollment; client eligibility, including third party liability; benefit package maintenance; Managed Care enrollment; claims processing; and Prior Authorization.

Member – An individual determined by EOHHS to be eligible for MassHealth.

Member Enrollment (or Enrollment) – The process by which EOHHS or its agent enrolls a Member in a Health Plan.

New England Healthcare Exchange Network (NEHEN) – A healthcare data exchange service offered by the Massachusetts Health Data Consortium.

Non-Emergency Medical Transportation – Transportation services provided to eligible Members going to and from MassHealth participating Providers to obtain medically necessary services reimbursable under MassHealth. This transportation may be provided by means of delivery and/or chair car vehicles. See 130 CMR 407.000 et seq.

Non-Emergency Transportation Authorization (NETA or Transportation Authorization) – The evaluation and approval process for medically necessary, scheduled transportation requests to medical appointments.

Office of the Comptroller – The Office of the Comptroller is the independent and apolitical overseer of governmental and other funding sources annually. In addition, the Comptroller oversees the Commonwealth’s expenditure and payroll management and major audit functions promoting security, transparency, accountability, and service delivery across all branches of state government. The powers and obligations of the Comptroller are generally dictated by M.G.L. c.7A.

One Care – A comprehensive managed care program for individuals ages 21-64 at the time of enrollment implemented by EOHHS in collaboration with CMS for the purpose of delivering and coordinating all Medicare- and Medicaid-covered benefits for MassHealth members eligible for both programs. Services are developed and delivered based on an enrollee’s person-centered assessment and care plan.

Primary Care Clinician (PCC) – An organization or an individual contracted with MassHealth for the purposes of overseeing care to Members in accordance with 130 CMR 450.118. PCCs include but are not limited to community health centers (CHCs), hospital outpatient departments (OPDs), group practices, physicians, physician assistants, nurse practitioners, and hospital licensed health centers (HLHC).

Primary Care Clinician Plan – A Managed Care Health Plan option administered by EOHHS through which enrolled Members receive primary care and certain other medical services. See 130 CMR 450.118.

Primary Care Provider (PCP) – An individual practitioner who works for an organization such as a Community Health Center (CHC), hospital outpatient department, or group practice, and provides primary care, medical services, and referrals as needed to members.

Primary User – The active user assigned by a provider/organization to be responsible for managing security access to the POSC for the Trading Partner’s organization.

Prior Authorization (PA) – The process by which requests for certain medical and/or pharmaceutical services are reviewed by EOHHS or its agent, usually before the services are delivered, to determine whether the services are medically necessary and other conditions for MassHealth payment are met.

Protected Information (PI) – “Protected Information” shall mean any “Personal Data” as defined in Mass. Gen. Laws c. 66A, “Personal Information” as defined in Mass. Gen. Laws c. 93H, “Protected Health Information” “Patient Identifying Information” as used in 42 CFR Part 2, “Personally Identifiable Information” as used in 45 CFR §155.260 and any other individually identifiable information that is treated as confidential under applicable data confidentiality laws or Third Party Agreements (including, for example, any information about an individual derived from another state or federal agency) that the Contractor uses, maintains, discloses, receives, creates or otherwise obtains under this Agreement.

Provider or MassHealth Provider – A organization or individual that furnishes medical goods and/or services and participates in MassHealth under a Provider Contract with EOHHS.

Provider Contract (also referred to as "Provider Agreement") – A Contract between a Health Care Provider and EOHHS to furnish medical goods and/or services to MassHealth Members.

Provider Enrollment – The process by which EOHHS or its agent enrolls a Health Care Provider, making them a MassHealth contracted network Provider.

Provider ID/Service Location (PID/SL) – A MassHealth unique Provider identification and service location assigned to entities, including but not limited to, MassHealth Providers and Relationship Entities.

Provider Online Service Center (POSC) – The external MMIS web portal application that is designed to enable Providers to perform a number of self-service activities. Providers utilize self-service options including but not limited to service authorizations, correspondence and reporting, Remittance Advices, Member eligibility requests, claims and payments, and other Provider information.

Provider Review Committee (PRC) – A group of stakeholders and participants (internal and external) whose expertise and knowledge is critical to the process of representing all applicable interests in the review of certain disciplinary actions imposed on a Provider or applicant that necessitates a review of a Provider’s participation, or application to participate or enroll in MassHealth.

PT-1 Form – The Provider Request for Transportation form used to request Prior Authorization for transportation to and from a MassHealth Provider for a service covered by MassHealth.

Quality Improvement Project (QIP) – A written proposal submitted to EOHHS by the Contractor consistent with Continuous Quality Improvement requirements under this Contract and Health Care Operations. The proposal will contain recommendations for improving the effectiveness of all elements of Contractor services provided.

Relationship Entity – An individual or organization that provide support to a provider such as a Provider Association who advocates for the needs of their provider constituents or a Billing intermediary who enters into a business associate agreement to submit claims on behalf of the provider.

Remittance Advice – MassHealth remittance advice is used to reconcile the disposition of claims and conveys important messages to providers.

Request for Responses (RFR) – The Request for Responses for the Provision of Business Support Services, including all attachments, issued by EOHHS.

Revalidation – MassHealth providers need to validate their provider file information at least every five years in accordance with Section 6401 of the Affordable Care Act regardless of provider type. MassHealth must revalidate provider file information of all active providers and site locations. See Section 6401 of the Affordable Care Act, 42 CFR 455.414 and 42 CFR 455.104(c)(l)(iii).

Senior Care Options (SCO) – A managed care program for individuals age 65 and above implemented by EOHHS in collaboration with CMS for the purpose of delivering and coordinating all Medicare- and Medicaid-covered benefits for eligible Massachusetts individuals managed by a SCO plan using a person-centered model of care.

Service Level Agreement (SLA) – Standards related to timeliness, quality, and availability as set forth in Appendix A. The Contractor’s performance compared to these SLAs may impact payments to the Contractor in accordance with Section 5.5 and Appendix A.

Service Level Agreement (SLA) Period – Unless otherwise specified, the 3-month period for which the Contractor’s performance for the SLA is being measured. SLA Periods shall consist of months 1-3, 4-6, 7-9 and 10-12 of each Contract Year, beginning with Contract Year 1.

Single Sign-On – A method to log into one dashboard and access multiple systems using one set of login credentials State Fiscal Year (SFY) – The 12-month period from July 1 of one year through June 30 of the following year for which the Massachusetts state legislature appropriates funds to EOHHS. The SFY is designated by the calendar year in which the fiscal year ends (e.g., SFY25-26 extends from July 1, 2025, through June 30, 2026).

Subcontractor - A subcontractor is an individual or entity retained by a primary contractor to carry out a defined scope of work within a larger project, without a direct contractual relationship with the end client.

System – The combination of software, hardware, data, network components and solutions, including third party components and open source software contained therein, as well as any updates, upgrades, new versions, releases thereto provided to EOHHS by the Contractor under this Contract, that support or automate business functions, which include but are not limited to the following systems or functionalities: Customer Relationship Management system, system of record for PT-1 forms and adjudication decisions, learning management registration product, reporting tool(s), image management system, and the Health Plan Comparison Tool.

Teletype (TTY) – A telecommunication device that is used to communicate with a severely hearing impaired or speech impaired person by telephone through typewritten conversations.

Third Party Liability (TPL) – The legal obligation of any person, entity, institution, company, or public or private agency to pay all or part of an individual's medical expenses. Except where a specific agreement pursuant to 42 CFR 433.139 exists, MassHealth is in all instances the payer of last resort for MassHealth Members.

Trading Partner – Any entity that exchanges data electronically with any other entity, including a Covered Entity or Business Associate that exchanges HIPAA Batch Transactions with EOHHS..

Trading Partner Agreement (TPA) – As defined in 45 CFR 160.103, an agreement related to the exchange of information in electronic transactions, whether the agreement is distinct or part of a larger agreement, between each party to the agreement. For the purposes of this Contract, a Trading Partner Agreement is an agreement between a Trading Partner and EOHHS regarding HIPAA Batch Transactions and other specified electronic transactions Transition Period – The period of time from Contract Effective Date up until the later of (1) the latest date of the termination of the contract(s) with the Existing Vendor(s) and (2) the Contract Operational Start Date.

Transition Plan – A detailed written plan prepared by the Contractor which identifies all activities, schedules, data transfers personnel and human resource issues, physical site issues and any and all other issues associated with assuming full responsibility for all duties associated with this Contract from the Existing Vendor.

Transportation Broker – An entity that, pursuant to a selective contract with EOHHS, procures and manages non-emergency transportation services for MassHealth members in a designated area.

Transportation Management and Reporting System – An automated system that tracks and processes actions taken or additional information regarding Non-Emergency Transportation, including but not limited to all PT-1 Forms, all requests for transportation expenses, and all oral or written requests for transportation.

Turnover Plan – A plan prepared by the Contractor explaining the Contractor's duties, processes, procedures and protocols regarding its responsibilities under this Contract, and an approach for how such work would transition to EOHHS or its agent upon the termination, expiration or non-renewal of this Contract, as further detailed in Section 3.1.H.

User – MassHealth employee, representative, relationship entity or provider who has been granted access and assigned a username to access and utilize systems.

Workplace Principles – A set of values established by the Contractor that guide the way employees participate in the work environment, work is accomplished, and achievements are made under the Contract.

When the following terms are used in this contract, they have the same meaning as provided in HIPAA: Business Associate, Health Care Clearinghouse, Health Care Component, Health Care Operations, Health Care Provider, Health Plan, Hybrid Entity, Protected Health Information, Trading Partner Agreement, Transaction, Workforce.

Acronyms and Abbreviations

Regulatory References Refer to Appendix F for all applicable regulatory references.

Contractor Responsibilities General Responsibilities Responsibility of the Contractor:

The Contractor is responsible for the professional quality, technical accuracy, and timely completion and delivery of all services furnished by the Contractor under this Contract. The Contractor shall, without additional compensation, correct or revise any errors, omissions, or other deficiencies in its deliverables and other services Administrative Procedures Not Covered Administrative procedures not provided for in this Contract will be set forth where necessary in separate memoranda from time to time.

Facility and Location Location The Contractor shall provide appropriate facilities within the United States, with the principal place of business for the performance of its responsibilities under this Contract in Massachusetts, for all staff including supervisors, managers, and other support staff that ensure that staff are available on reasonable notice to appear in person at EOHHS offices in Boston and Quincy. The Contractor may, with EOHHS approval, allow for staff to work remotely and may choose to designate select roles as primarily remote or primarily in office. For such remote roles, the Contractor must provide staff with the necessary furnishings, equipment, and supplies and ensure each staff person has sufficient space and accommodations conducive to an appropriate work environment to maintain professional standards and safeguard Commonwealth data. The Contractor must have processes in place to assure remote staff productivity and adherence to all remote work policies.

The Contractor shall submit to EOHHS for approval the geographical location of the Contractor's principal place of business for the performance of its responsibilities under this Contract. The Contractor shall not change the principal place of business without the prior approval of EOHHS and shall notify EOHHS of any proposed change at least one hundred and eighty (180) Calendar days in advance of such proposed change.

The Contractor shall ensure that office space, mailroom services, telephones, and computer equipment and networks, and other facility requirements EOHHS deems necessary to support performance of the Contract, are in a location conducive to system interface requirements with the Executive Office of Technology and Services and Security (EOTSS) and fully functioning no later than ninety (90) Calendar Days prior to the Contract Operational Start Date.

Facility Features The Contractor shall provide an industry-standard, HIPAA-compliant, off-site storage facility, to store records per applicable record retention statutes, regulations, rules, and policies. The Contractor shall maintain, in the principal place of business, hotel space for EOHHS staff to work when visiting the Contractor. The Contractor shall provide a desk, chair, phone, and a personal computer connected to the Contractor’s network with accessibility to Systems, applications and data related to this Contract. Further, the contractor shall implement policies and procedures that specify the proper functions to be performed, the manner in which those functions are to be performed, and the physical attributes of the surroundings of a specific workstation or class of workstation that can access electronic PHI. Contractor facility should be compliant as per 45 CFR 164.310(c) - workstation security.

The Contractor shall ensure that in the Contractor's principal place of business, any facilities including for off-site storage used by the Contractor and its subcontractors in the performance of this Contract meet health care industry, state and federal standards for physical and data security and privacy (as well as any more stringent standards required under this Contract) and are covered by the appropriate insurance.

The Contractor shall comply with the requirements of the Americans with Disabilities Act of 1990 (ADA) (28 CFR §35.130) and Section 504 of the Rehabilitation Act of 1973 (Section 504) (29 USC 794). Accordingly, the Contractor shall ensure that the information and services it provides to providers and Relationship Entities under this Contract are equally accessible to individuals with and without disabilities and shall have written policies and procedures to assure compliance. With respect to information and services the Contractor is required to provide under this Contract, the Contractor shall:

Ensure that any physical premises operated by the Contractor intended for Providers and Relationship Entities are accessible to individuals with disabilities;

Ensure that users with disabilities are provided with reasonable accommodations to ensure effective communication. Offer reasonable accommodations which include but are not limited to:

Provide a means for users with visual impairments to receive large print versions of all written materials;

Provide auxiliary aids and services;

Provide a means for users with visual impairments to receive written materials in formats compatible with optical recognition software;

Read notices and other written materials to individuals upon request;

Provide assistance to users in completing forms Ensure effective communication with individuals with disabilities through email, telephone, and other electronic means;

Ensure the Contractor’s website complies with all ADA and Section 504 requirements, as well as IT requirements for accessibility and other Commonwealth and EOHHS requirements;

Provide teletype, computer-aided transcription services, telephone handset amplifiers, assistive listening systems, closed caption decoders, videotext displays and qualified interpreters for the deaf; and Provide individualized assistance, as necessary.

Contractor shall implement facility access controls described by the HIPAA Security Rule, including, but not limited to:

Implementing policies and procedures to limit physical access to its electronic information systems and the facility or facilities in which they are housed, while ensuring that properly authorized access is allowed;

Implementing policies and procedures that allow facility access in support of restoration of lost data under the disaster recovery plan and emergency mode operations plan in the event of an emergency.

Implementing policies and procedures to safeguard the facility and the equipment therein from unauthorized physical access, tampering, and theft.

Implementing policies and procedures to control and validate a person's access to facilities based on their role or function, including visitor control, and control of access to software programs for testing and revision.

Implementing policies and procedures to document repairs and modifications to the physical components of a facility which are related to security (for example, hardware, walls, doors, and locks).

Policies The Contractor shall develop, maintain, and employ Workplace Principles throughout the term of the Contract, and provide such Workplace Principles to EOHHS for review and approval upon initial development prior to Contract Operational Start Date, and upon any proposed change to the Workplace Principles.

The Contractor shall ensure its staff and subcontractors comply with the Data Management and Confidentiality Agreement, Appendix C of this Contract, with regards to protected information.

The Contractor, its staff, and subcontractors’ staff shall not accept or use promotional items containing the logo of any Health Plan or MassHealth Provider.

The Contractor shall establish and maintain a unit that shall have the expertise in tracking closely all national and state health policy initiatives and trends that could impact how the Contractor serves Customers under this Contract. The Contractor shall alert EOHHS to policy initiatives and trends that may impact EOHHS as soon as practicable after being identified by the Contractor. The Contractor shall update Contractor policies, procedures, and processes to account for any new policy initiatives or trends, subject to EOHHS approval.

Except as otherwise provided elsewhere in this Contract, or as otherwise directed by EOHHS, the Contractor shall provide and support all services described in this Contract during Hours of Operation.

Staffing, Key Personnel, and Training Staffing Plan The Contractor shall:

Always ensure appropriate and sufficient staff to meet the requirements of this Contract, including but not limited to Key Personnel identified in this Section 3.1.D. Appropriate shall mean individuals who, in addition to meeting the minimum professional experience and credentials, have subject matter expertise in Medicaid with applicable prior experience working for a publicly-funded third party administrator, Medicaid Managed Care Organization, or similar entity. Sufficient shall mean the number of personnel appropriate as determined by EOHHS to the size, nature, and type of work so that the services to be performed by the Contractor are completed in a correct, efficient, prompt, economical, and professional manner.

Ensure staff reflect the cultural, linguistic, and demographic characteristics of the…