Health Net 2009 Annual Report Download - page 562

Administrative Services Agreement
SCHEDULE 10.8
BUSINESS TRANSITION SCHEDULE
Capitalized terms used in this Schedule but not defined herein, unless otherwise indicated, have the respective meanings
assigned to them in the Administrative Services Agreement, if defined therein, or, if not defined therein, the Stock Purchase
Agreement.
As used in this Schedule, the following terms shall have the meanings set forth herein:
“Accumulator Report” shall have the meaning ascribed to it in Section 1.4(a)(ii).
“Applicable State” shall mean Connecticut.
“ASO Contracts” means any administrative services only contract entered into by a Person for the administration of health care
benefits or services for which an employer group remains financially responsible on a self-insured basis. For purposes of this
definition, a contract is not an ASO Contract because it is experience rated, retrospectively rated, or a minimum premium or similar
arrangement so long as an insurance or HMO license is required under applicable Law to issue the contract.
“Broker/Consultant Materials” shall have the meaning ascribed to it in Section 2.2.
“Communication Plan” shall have the meaning ascribed to it in Section 2.1.
“Employer Groups” shall mean any or all Employer Groups sitused in the Applicable State which contract to provide health benefits
on behalf of their eligible employees, members or beneficiaries who are enrolled pursuant to Health Plan Contracts, consistent with
the Company’s past practices, as of or following the Effective Date.
“Enrollment Report” shall have the meaning ascribed to it in Section 1.4(a)(i).
“Fully Insured Contract” shall mean a contract for the provision of services for a broad spectrum of medical health benefits to an
individual or group under which the risk of loss is borne by the insurer (including contracts pursuant to which the insured bears a
portion of the risk through deductibles, co-payments and other Member cost-sharing features).
“Health Plan Contracts” shall mean (a) the commercial group health care benefit insurance contracts to which the Company is a party
and (i) which involve the arrangement, delivery, provision or payment of health care benefits to Members, (ii) which were entered
into pursuant to a license maintained by the Company, and (iii) in which the risk of loss is borne by the Company (including contracts
pursuant to which the insured bears a portion of the risk of loss through deductibles, co-payments and other Member cost-sharing
features); and (b) commercial group health care benefit contracts between the Company, as a third party administrator, and an
Employer Group in which the economic risk of medical claims is borne by the health and welfare benefit plan or trust sponsored or
established by the Employer Group. Notwithstanding the foregoing, Health Plan Contracts shall not include Medicare Plan Contracts
or the Medicaid Plan Contract.
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