C^RIZON^
As such, we have not included unaudited financial statements for the merged entity, as the

bidding entity (Corizon, Inc.) is not In fact a newly formed entity, it Is merely a name change
from Correctional Medical Sen/Ices, inc. to Corlzon, inc. I^owever, should the ADC still be

interested In unaudited quarterly financial statements from the combination of Corizon, Inc.
and Corizon Health, Inc., we would be pleased to provide them.

THE VALITAS companies
Vallttft Health Services, Inc.
a Dslawara corporation
BSM

man

tnn

sasi

ma

wnn

nsw

AmeflcaSsrvtoe.GroupInc.
aDdawaracotpcratton

Corizon Health, Inc.

a Delaware ooiporaSon
(formerlyiumsd Prison
Keatlh Services, Inc)

Coilian HsaUi of.NJ, PK8 Codnvftlty
LLC
Cara,
LLC

• NJInnSwliiRbaity • DS IMIsd ItbCty
coRipwiy

cwnpaoy

Correctional Mfitftcal
Services of Delaware, Inc.

VtalllSsBeha^^ Services
o(De(«ware, Inc.

a Delaware cctporaflon

a Dolawara cotporelion

(OPFEROm
Corlzen,lttc.
a Missouri eorporatien
(Tomisrly named CorrecSonal
Medical Sgrvloes. Inc.)

a Delaware corporation

P h a r m a C o r r. L L C
aDetawaraBmlted

llabilily company

Vstit^sBehavtoral
Services Inc.

Genesis Behavioral
Senlae8,lne.

a WiicoRsIn oorporallon

AMs; 5ftadM/0ro«po^w><i(^n«»iiWi9*trcnx(tf
v«{r<* 0RXq> o/compoM wJan % 20f f

91841785.1

7. Scooe of Work. Paae 50. Requirements, Section 2.6.15: As part of the orooosaL an offeror
mav Indude as part of their response an option for increasing on-site infirmary beds. Your
jroposai response does not include an option for the expansion of the infirmary beds, rather
a proposed re-desian of existina space. Your proposal did not include the required
documents under subsections 2.6.15.1 through 2.6.15.3 in order for the Department to

evaluate the re-deslan. Please submit all of the required documents in accordance with the
B F P.

5

C^RIZON
Correctional Healthcare Contracts

Corizon, Inc. and Corizon Health, Inc.

Years of Service
ADP

Scope of Services
Corizon Entity

Ye a r s o f S e r v i c e
A D P

Scope of Services
Corizon Entity

6 Ye a r s

September 2005-Present
26,818

Medical, dental, pharmacy, mental health, substance abuse
and third party administration
Corizon, Inc.
5 Ye a r s

July 2007-Present
6,558

Medical, dental, pharmacy, psychiatry, and third party
administration

Corizon^ inc.
5 Ye a r s

Ye a r s o f S e r v i c e

November 2007-Present

This contract was also with our sister company, Corizon

Health, /nc. from November 2003 - October 2007.
ADP

Scope of Services
Corizon Entity

25,639

Medical, dental, pharmacy, utilization management, third
party administration
Corizon, Inc.
3 Ye a r s

Years of Service

April 2009-Present
TNs contract was also with Corizon, Inc. from April 1555March 2009.

ADP

Scope of Services
Corizon Entity

Ye a r s o f S e r v i c e

42,772

Medical staffing and management services and third party
administration

Corizon Health, Inc.
3 Ye a r s

January 2010-Present

ADP

19,839

Scope of Services

Medical, mental health (awarded to Corizon In 2012), dental,
pharmacy, utilization management and third party
administration

Corizon Entity

Corizon, Inc.

6

C#RIZON
Corizon's proposed leadership team—with full commitment from Corlzon's senior management—Is

ready to "hit-the-ground-running" and establish a collaborative, responsive and accountable working
partnership with you. We believe Corlzon has the right people, resources, systems and cost-saving

abilities required to make this contract a sustainable and measureable success.

As the CEO of the largest provider of correctional healthcare services, I can assure you I wil make all of
the resources of Corlzon available to the ADC to ensure a successful contract transition and ongoing
operations.

Thank you for the opportunity to present this Proposal. As requested, this Proposal Includes only those
sections of our Proposal that have changed from our previously submitted proposal on January 3,2012.
Please do not hesitate to contact Frank Fletcher, our Senior Director of Business Development at
314-919-9108 or Frank.Fletcher@corlzonhealth.com If you have any questions pertaining to our
Proposal. We look forward to partnering with the ADC In the coming weeks.
Sincerely,

Rich HaiiwoKh '
Chief Executive Officer

E-mail: Hallworth@corlzonhealth.com

Office: 615-376-1332 | Fax: 615-376-9862

7

BUSINESS ASSOCIATIS CONTRACT

THIS ttUSINBSS ASSOCIATE CONTRACT (hewlnaM*^ the "Agreemwit") is oatered

by .and between Cortzoti: U^iitth, Ine., a ooipori^te entity .and its afflliatod'covered

indu^iog.hut not limited to CHorizon, Inc. and Cotizon Health-of New Jersey, LLC. (as defined
afld'pemiittedpiiwuantto 45 C.F.R. § 164.504)'with ItS principal pltteeiT)fbu8lness;l&oated^Rt 105

Weslpflrfe P»ive,.^ulr& aoo, Bientwood, TN 3^027 (her&teaftari-the-''BttsjUQSS .A690ioiat«")» "id

Ai>Jz0na iXepaiii^ent of Corrections) 1601 W, Mei^ftoM Stroeiv Phoenix, AZ 85007
(hereinafter ^C^vevedEntity*').

L •Bqckaroti;!!^ l>nyfaogB. Business Associate provides services (hereinafter the
to Covejred Bhtity, The provision of these Sarvi^jes may rj^qwiWrBusiness

Asso^ate to be provided with, have access to» and/or oreate Proteoted'HbaltWlnfiDrma^on
C'PHr) that is sul^ect to federal privacy regulations issvied piirauBnt to the Health
Insurance Portability and Acoowitabllity Act ("lilPAA'*) and oodilfted at 45 C.F.R. Parts

160 fhiY»igh 164 Ohe "HlfAA RcgalationV). This Agi'eemem shall addr^s Business
Assoeiate^'d reaelpt» use».and creation of PHI during the provision of tlte Services to allow
the CovBljedlMty to c<«»pjy v?itb HJPAA.

2. Dflftnittfms. UDless otherwise defined in this Agreement, all capitaU^d terms used in

this Agreement shall have the meanings ascribed in the UIPAA- Rsgulations; provided,
however, that "PHI" shall mean,Proteflted Health Information, as defined in 45'C.F:R. §
160.1(13, limited to the Protected Health Information Business Associate received from,
created, or received on behalf of Covered Entity as its Business Associate. ■

3, pMigatloiiyfrfd^Aetlvitics of Business Assodiite. Business Aasooiate agrees to:
a. Not use or disclose PHI other than as permitted or required by the Agreement or as
requited by law;

b. Usecappropilate safeguards, and comply witli Subpart C of 45 CFR Part 164 with
i-ffSpectto Blectrortlc Pixsteeted Health 4nformatiito, to prevent use or disclosure of Pfiil
other than as provided for by the Agreement;.

c. 'Report to Covered Bntity any use or disclosui^ of PHI not-piPOvided for hy the
' Agreement of which it becomes aware, including breaches of unsecured PHI as
required, at 45 CFR 164,410,>and any seeurity inoldent of which it becomes aware.
Bu8iness;i^iisooiat9:(^agi^es to provide such notification to Covei-ed Bntity within five
(5)bu8ines8vdays'of.B08iflei!S^A8Sodate'Sdi8oovery'Ofthe'breaOh;

d. Enter into a wrllteu agreemetit with any agent or subcontractor that will have access to
PHI tliat is craated, receivedrmaintain«d» or transitkitted by Business Associate on

behalf of Covered Bntity^ipm-sttarit to wMch such agent or sttbconnaotor5iilg|refis to be
bout]^ by ihe same restrictions, conditions, and requirements that apply to the
BusfnesfrAssociate^with respect to such PHI;

e. Within .flftm (15) days of iweiving. a written request Ihim Covered Bntity for access
to PHI about an indlvidual.oontalned in a Designated Record Set, make' such PHI
1

Mlableto jCoveYedwBntlty ae nccossai^itopsatlsi^ Goverddi^Bntttyddligations under
45 <2Pil 1^4;524. in^the'oVent that fltjy Iftdividual: requcsw atfCtoss to PHI dJrsotly fi^m
Business A^soolftte, Bminoss Assoolald shalU wJl^hin m (10) days fovwaiid suoh
r«qu9Bt to Covei'ed Entity;

f. Within flttijen (15^) days of receiving a written request fVom Govered UntUy for
amendment of. an IndivMuars PHI coritfilned in a Designated I^0rd$et» nuike. 8ucih
to^be'PHI in<aooordaUQe^wlth the^HlPAA^Replatlons;

g. Wl^in twenty (20).day8 of receiving a written request from Covered Entity, make

available to Govered BiKtity tlie infovmation required fox Covered: Bntityto provide^an
accounting of diselosui^s of PHr^s necessaiy tb satidi^ GoveSBd3ntity*'(bobl|gafion8
uttdei* 45 CFR 1.64.52B. in the event a request for an aocoumingift deliv^i^ed directly
to Business Associate, Business Associate shall* witirin ten (10) days, forwatd such
request to Covered'Bntity;

h. To the extent the Busioesjs Assodate is to caivy out one (1) or more of Covei^d

Bntl^s oMi®»ti0n(i8) under Subpart B of 45 CFR Part 164, comply witli tlie

requii^itientsM^Subpart B that apply to the Coveted Bntity in the perfi)rmance of such
6bUgeition(8); and

i. Make its internal practices, booka, and records available to the Secretary for puiposes
of determiningvcoinpiiance'with the HIPAA Regulations.

a. Unless otherwise limited herein, Business Associate may:

1. Use the PHI in Its possession ibr its proper management and administration

and tO '&lfiU any legal responsiblHUes of Business Associate;
ii. Disclose tlie PHI in it$ possession to^.U^lid pm^y for the purpose of Busineas
Associate's proper ntanag$ment«nd iidministmtion or to carry out the legal
re8ponsibUUtes<:ofBusine8s Associate, if^
a) the disclosures are required by law; or

b)>Business 'Assooiato<>obtains reasonable assm^ances in writing ilom
th» tl)ird party that the PHI will bo held confidentially and used or
disclosed only as inquired by 1^ or fojr tl^e purpose for

which itwas^diselosed to>the.:thiid party and fee tliird party notifies
the Business ^Associate of any instances of which It bccomos aware
ill which the vohfidBntiality of the information has beOn breaohed;

iii. Provide Data Aggregation services rotated to the health care operations of the
Covered Entity;

2

iv. Do-identliy PHI obmM by Business Assaoiate tho Undei^lyi^g
Agreemeiit(^) .or this-^reement aiid use^uch de-rdentlKled data in accexdanoe

wi^i the de-identifioati<m reqiilrements of the HIP A A Rogulations^ and
V. Maka uses, disclosures and requests for PMl oonsi^tent wlth Coveiied l$ntity*s
minimum necessary polioies and procedures.
b. Busibess^ assooiate may not. use or disclose PHI in a monner that would violate

Subpart B of r4S CFR Part 1<!>4 if done by Covered Bnti^, to the extent business
Associate id to oarry out thexobiigations of a Covered Entity.

0. Business Assodate may provide data aggregation services relating to the health core
operiiti^ns the Cover^^d Entity.
Lmu wmjTlf iTK^OTiTui lOTiva.(.<*Iu ul3ul. I a > io .i.im;*; wiii i ilia

COS ai

m r n m m . . Covered entity shall notlgr Business Associate of:
a. Any limitfi(ion(8) in the notice of privacy practices of Covered Bntity under 45 CFR
164;j520, to the exitsnt that such limitation may afCbct Business Assooiate'a use or
disclosure of PHI;

b. Any changes in, or revocation of, the permission by an hsdividual to use or disclose
his or her PHl» to t^ie extent that sudh changes may affeot Business Associate's use or
disolosure4>f PHljand
c. Any resttiotion on the use or disclosui'e of PHI that Covei'ed Entity has agreed to or is
required to abide by under 45 CFR 164.522, to the extent that suoh restriotion may
«^eot Business-Associate^s use or disclosure of PHI.

Kcrmlgiiible Rcauestp bv Covered Entto. Coveted entity shall not request Business

Aaspoiaie to use^or disclose PHI in any^mamxcr that would not be permissible under Subpart E
of 45 CPR»Pait 164 if done by Covered Bntity.

Teyiyi. This Agreement shall be effective as of the final signature on the^ last page of
b. Termination.bv C^vfir<?^ ^i^tity. Compliance with the terms of this Agreement is a
material term of any arrangement for providing, the Services, iw^ant to wiiioh
Covered Entity i& making PHI available to Business Assooiate. Should Covered
Bntity. bsj^ome awai'e of a bxeat^ or violation of Business Associated obligations

under this Agreement, Covered Entity shall provide Business Associate with written
notice of sUcn bi'i^i^h or violation. Upon receipt of suoh notice, Business Associate

shall act diligemly to remedy any such breach or violation. Covei^d Entity shall be
entitled to tenninate^the Services if Business^Associate fails to cure tlxe breach or
violation within a reasonable time or if Business Associate has/breached or violated its

obligations under this Agreement on more than one (1) occasion. If termination of the
3

Services iD not Cavercd Bn% shatll r<^on the breach or vlolntiou to the
Socrotary ofHoaUh Biid Huimn Sorvlces.
c. Obliaatiens of Busfaiess Assodate uDon Tcrmittation> Upon the completion or earlier
temilnattQii of the Services, BusitreBft A$806iat& shnll ret\ixn to Covered Bnilty' or
deiltkoy all PHI, inoludlng «ueh Inforination In possession- of Business Associate's
suhcomwctors, as a result of the provision-of the $e«^oes: and retain no copies, if It is

feasible^ to do^a If return or de8tractlon<is infeasibie^ Business Associate agrees-.to
notl% Coveted Entity of this in^asiblUty and the reasoned) therefore and agt-ees to

extend aU lirotections, limitRtlong and resirii^Clons contained in this Agiieeinent to
Business Associate'? use and/or .disclosure of any retained PHI, and to limit ftirther
useg and/of disclosures to the purj)ose8; |lmt make«:th& i^tiu^nAor destruction of thi& PJil

htfenslble. This provision shall survive the termination or expiration of this Agreement
and tlie completion or earlier termination of the Services.

8. Rean^torv Hefer^^iyces. A reference in this Agreement to a section in tlie H3FAA
K-eguMons ineans tiie section as in effect-or as amended.

Amendipei^t The paities actaiowledge that fbderal and state laws relating to tiie privacy
dtiid fiieoMy of patient information aro evolving rapidly and that didngmo this Agreement

may be necessary to ensure compliance with such developments. The parties hereby agree
to take such action^ and to execute any and all amendments to thifr-Agreement as may be
necessfti^ to implement the standards andjequirements of tI]PAA,,ii)e HIPAA Regulations
and otiier ftrdeml and state- laws and regulations relating to the privacy and security of
patlentinfoxifnatldn.

lQ>JNo.<i!hird Por^y llc^clflctorleif. Nothing express or fanplied in this Agreement shall confer
upon any person, other than the Parties hereto and their respective successors or assigns,
any tights, remedies^ obligations or liabilities whatsoever.
1|. Ititernretatlon. Any amblgrtity in this Agreement shall be Interpreted to pennit compliance

with theHIPAA Regulations.

IN WIIT^IBSS WHEREOF, the Parties hereto have duly executed^this Agreement:
OF IDORIZON HEALTH, INC.

9(2- Titl«
- Dat9! .

4

c ^ m z o H
Correctional Healthcare Contracts

Corizon, Inc. and Corizon Health, Inc.

Ye a r s o f S e r v i c e

2 0 Ye a r s
December 1992-Present

ADP

30,608

Scope of Services

Medical, dental, pharmacy, utilization management, and
third party administration

Corizon Entity

Corizon, Inc.

Ye a r s o f S e r v i c e
ADP

Scope of Services
Corizon Entity

Ye a r s o f S e r v i c e
ADP

Scope of Services
Corizon Entity

1 5 Ye a r s

July 1997-Present
14,374

Medical, dental, pharmacy, psychiatry and third party
administration

Corizon, Inc.
1 4 Ye a r s

July 1998-Present
9,301

Medical and psychiatry staffing, utilization management,
pharmacy, and third party administration
Corizon, Inc.
7 Ye a r s

Years of Service

July 2005-Present

This contract was also with Corizon, Inc. from June 1999 June 2005,

ADP

Scope of Services
Corizon Entity

1,922

Medical, dental, mental health, and third party
administration

Corizon Health, Inc.
7 Ye a r s

Ye a r s o f S e r v i c e

July 200S-Present
This contract was also with our sister company, Corizon
Health, Inc. from October 1996-September2001.

ADP

Scope of Services
Corizon Entity

5,080

Medical, dental, pharmacy, limited mental health and third
party administration
Corizon, Inc.

5