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EXHIBIT 99.2
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
I. PARTIES
This Civil and Administrative Settlement Agreement (Agreement) is
entered into between the following (hereinafter "the Parties") through their
authorized representatives: the United States of America, acting through the
United States Department of Justice and on behalf of the Office of Inspector
General (OIG-HHS) of the Department of Health and Human Services (HHS); the
TRICARE Management Activity (TMA)(formerly the Office of Civilian Health and
Medical Program of the Uniformed Services (OCHAMPUS), through its General
Counsel; the Office of Personnel Management (OPM), which administers the Federal
Employees Health Benefits Program (FEHBP), through the United States Attorney's
Office for the District of Columbia; (collectively the "United States"); and HCA
- - The Healthcare Company, formerly known as Columbia/HCA Healthcare Corporation,
on behalf of its predecessors and current and former affiliates, divisions and
subsidiaries (collectively "HCA").
II. PREAMBLE
As a preamble to this Agreement, the Parties agree to the following:
A. HCA is a Delaware corporation that through its predecessors
and/or its subsidiaries and affiliates operates or has operated over 400
hospitals, over 500 home health agencies,
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and numerous ancillary health care facilities in at least thirty states.
B. Dennis J. Wyman, M.D., Robert K. Rothfeder, M.D., Health
Outcomes Technologies, Donald S. McLendon, Tonya M. Atchison, Randal T. Boston,
Sharon Christian, Martha Long, Kristen Kuhn, Pamela Cianci, Mary R. Hampton,
Sara Ortega, John W. Schilling, Madelyn Rappaport, J. Watson Maxwell, Francis M.
Patton, and Francesco Lanni (the "relators") filed qui tam actions in various
United States District Courts that are now pending before the District Court for
the District of Columbia captioned as follows:
(1) U.S. ex rel. Wyman and Rothfeder v. HealthTrust,
Columbia/HCA, et al., No. 99 - 3310 (D.D.C.)(formerly D.Utah);
(2) U.S. ex rel. Health Outcomes Technologies v. Columbia
Medical Center-East, et al., No. 99 - 3297 (D.D.C.)(formerly E.D.Pa.);
(3) U.S. ex rel. McLendon v. Columbia Healthcare Corp.,
et al., No. 99-3295 (D.D.C.)(formerly N.D.Ga.);
(4) U.S. ex rel. Cianci v. Columbia/HCA Healthcare Corp.,
et al., No. 99-2761-CIV-T-23E (formerly M.D. Fla.);
(5) U.S. ex rel. Atchison v. Columbia/HCA Healthcare,
Inc., No. 99-2399 (D.D.C.)(formerly M.D. Tenn.);
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(6) U.S. ex rel. Atchison v. Columbia/HCA Healthcare,
Inc., No. 99-3307 (D.D.C.)(formerly W.D.Tex.);
(7) U.S. ex rel. Boston v. Columbia/HCA Healthcare Corp.,
No. 99-3301 (D.D.C.)(formerly N.D. Tex.);
(8) U.S. ex rel. Christian, Long and Kuhn v. Columbia/HCA
Healthcare Corp., et al., No. 99-3303 (D.D.C.)(formerly S.D. Tex.);
(9) U.S. ex rel. Hampton v. Columbia/HCA Healthcare
Corp., et al., No. 99-3294 (D.D.C.)(formerly M.D.Ga.);
(10) U.S. ex rel. Ortega v. Columbia/HCA Healthcare Corp.,
et al., No. 99-3305 (D.D.C.)(formerly W.D.Tex.);
(11) U.S. ex rel. Schilling v. Columbia/HCA Healthcare
Corp., et al., Civ. No. 96-1264-CIV-T-23B (formerly M.D.Fla.);
(12) U.S. ex rel. Rappaport v. Hospital Corporation of
America et al., Civ. No. 99-3228 (formerly N.D. Ala.);
(13) U.S. ex rel. Lanni v. Curative Health Services, Inc.
et al., No. 00-2584 (D.D.C.)(formerly S.D.N.Y.).
C. HCA submitted or caused to be submitted claims for payment to
the Medicare Program (Medicare), Title XVIII of the Social Security Act, 42
U.S.C. ss.ss.1395-1395ggg, the Medicaid Program, 42 U.S.C. ss.ss.1396-1396v; the
TRICARE Program
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(hereinafter referred to as TRICARE), 10 U.S.C. ss.1071 -
1107,and the FEHBP, 5 U.S.C.ss.ss.8901 et seq. (collectively "the government
health care programs").
D. The United States contends that it has certain civil claims
under the False Claims Act, 31 U.S.C. ss.3729-33, and other federal statutes
and/or common law doctrines, as specified in Paragraph 2 below, against HCA, for
engaging in the following conduct (hereinafter referred to as the "Covered
Conduct").
(1) OUTPATIENT LABORATORY BILLING
From January 1, 1989 through December 31, 1997, HCA hospitals
identified in Attachment 1 to this Agreement billed the government health care
programs for outpatient laboratory tests designated by the CPT Codes in the
80000-89999 range, and by CPT Codes G0058, G0059 and G0060, without regard for
whether they were medically necessary, had been properly ordered by physicians
or were being billed appropriately.
(2) DRG UPCODING
From January 1, 1990 through December 31, 1997, HCA hospitals
identified in Attachment 2 to this Agreement "upcoded" claims to the government
health care programs for inpatient hospital admissions by assigning diagnosis
codes that were not supported by physician documentation in the patients'
medical records for the purpose of improperly increasing reimbursement on
inpatient claims submitted for the following Diagnosis Related
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Groups (DRGs): 076, 079, 087, 121, 124, 132, 138, 316, 416, and 475; and the
complication and comorbidity DRGs ("cc" DRGs) identified in Attachment 3 to this
Agreement.
(3) HOME HEALTH COMMUNITY EDUCATION
For cost report years 1994 through 1997, HCA submitted claims to
Medicare for reimbursement of costs, including administrative and general costs,
that it had allocated to community education activities. In fact, some of these
costs were attributable to nonreimbursable advertising and marketing functions
performed by home health community educators, including, but not limited to,
patient care coordinators, home care coordinators, community liaisons and
community liaison nurses. The conduct described in this Paragraph does not
include claims, if any, submitted to Medicaid, TRICARE or FEHBP.
(4) HOME HEALTH BILLING ISSUES
Between January 1, 1995 and December 31, 1998, the HCA-owned home
health agencies listed in Attachment 4 to this Agreement submitted claims to
Medicare, Medicaid, and TRICARE (a) for visits to patients who did not qualify
for home health services because (i) the patients were not homebound, (ii) there
was no medical need for such services, or (iii) there was no medical need for
skilled services; (b) for visits that were not provided; (c) for visits to
deliver services that were in fact or should
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have been provided by an assisted living facility; (d) for visits that lacked
proper physician authorization because (i) the home health agency had not
received physician orders prior to billing for services, (ii) the home health
agency had not properly obtained the physician signature, (iii) the home health
agency provided the services after expiration of the written order from the
physician; and (e) for visits billed but not documented. The conduct described
in this Paragraph does not include claims, if any, submitted to FEHBP.
(5) HOME HEALTH MANAGEMENT FEES
For cost report years 1993 through 1998, HCA improperly included in
Medicare cost reports the management fee costs related to the acquisition of the
Olsten, ResCare, AbleCare, CareOne and Central (a/k/a Simeone Central) home
health agencies in Florida, Georgia and Alabama. The costs referred to in this
Paragraph include all kickback, related party, undisclosed rebate and cost
report claims relating to these acquisitions, but do not include duplicative
services or non-allowable costs included in administrative and general costs not
otherwise covered in this release allocated to the acquired agencies. The
conduct described in this Paragraph does not include claims, if any, submitted
to Medicaid, TRICARE or FEHBP.
E. The United States also contends that it has
certain administrative claims against HCA under the provisions
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for permissive exclusion from the Medicare, Medicaid, and other Federal health
care programs, 42 U.S.C. ss.1320a-7(b), the provisions for civil monetary
penalties, 42 U.S.C. ss.1320a-7a, permissive exclusion from TRICARE, 32
C.F.R. ss.199.9, and permissive exclusion from FEHBP, 5 U.S.C. ss.8902a and 5
C.F.R. Part 970, for the Covered Conduct.
F. The following States ("the States") contend that they
have certain civil claims against HCA for the conduct specified in Paragraphs D
(1)(outpatient laboratory), (2)(DRG upcoding) and (4)(home health billing)
above: Alaska, Alabama, Arizona, Arkansas, California, Colorado, Florida,
Georgia, Idaho, Illinois, Indiana, Kansas, Kentucky, Louisiana, Maine,
Massachusetts, Mississippi, Missouri, Nevada, New Hampshire, New Mexico, North
Carolina, Ohio, Oklahoma, Oregon, South Carolina, Tennessee, Texas, Utah,
Virginia, Washington, West Virginia, Wyoming. HCA and the States will execute
separate settlement agreements regarding these claims in exchange for the
payment specified in Paragraph 1(b) below.
G. The relators identified in Paragraph B above are among
those who claim entitlement under 31 U.S.C. ss.3730(d) to a share of the
proceeds of this Agreement, but the relators and the United States have not
agreed on the entitlement or amount of that award, if any. This Agreement does
not cover the claims of
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any relator to payment of attorney's fees under 31 U.S.C. ss.3730(d).
H. This Settlement Agreement does not constitute
evidence or an admission by any party of any liability or wrongful conduct.
I. HCA has executed letters of credit in favor of the
United States in the total amount of one billion dollars ($1,000,000,000)
pursuant to a February 1999 Letter of Credit Agreement (LOC Agreement). The LOC
Agreement is incorporated herein by reference.
J. HCA and OIG-HHS have executed a separate Corporate
Integrity Agreement (CIA), which is incorporated herein by reference.
K. To avoid the delay, uncertainty, inconvenience, and
expense of protracted litigation of the claims set forth above, the Parties
hereby reach a full and final settlement of the claims against HCA pursuant to
the Terms and Conditions set forth below.
III. TERMS AND CONDITIONS
NOW, THEREFORE, in reliance upon the representations contained herein,
in consideration of the mutual promises, covenants, and obligations set forth
below, and for good and valuable consideration as stated herein, the Parties
agree as follows:
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1. HCA agrees to pay to the United States and the States
$745,000,000.00, plus interest accruing at a simple rate of 6.5% per annum from
May 18, 2000 through and including the Payment Date (the Settlement Amount). The
"Payment Date" shall be within five (5) days of approval of this Agreement by
the United States District Court for the District of Columbia. HCA agrees to pay
the Settlement Amount as follows:
(a) HCA agrees to pay $731,367,246.23 plus interest
accruing at a simple rate of 6.5% per annum from May 18, 2000 through and
including the Payment Date to the United States by electronic funds transfer
pursuant to written instructions to be provided by Michael F. Hertz, Director,
Commercial Litigation Branch, Civil Division, United States Department of
Justice. The $731,367,246.23 represents the total of the following settlement
amounts: $90,016,350 (outpatient laboratories); $395,567,650 (DRG upcoding);
$50,000,000 (home health community education); $90,000,000 (home health
management fees); $105,783,246.23 (home health billing).
(b) HCA also agrees to pay the States $13,632,753.77,
plus interest accruing at a simple rate of 6.5% per annum from May 18, 2000
through and including the Payment Date in a separate escrow, as designated by
the States, for distribution to the individual States upon completion of the
separate State settlement agreements.
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2. Subject to the exceptions in Paragraph 10 below, in
consideration of the obligations of HCA set forth in this Agreement, conditioned
upon HCA's payment in full of the Settlement Amount, the United States (on
behalf of itself, its officers, agents, agencies, and departments) agrees to
release HCA together with its current and former parent corporations, each of
its direct and indirect subsidiaries, brother or sister corporations, divisions,
current or former owners and affiliates, and the successors and assigns of any
of them from any civil or administrative monetary claim the United States has or
may have under the False Claims Act, 31 U.S.C. ss.ss.3729-3733; the Civil
Monetary Penalties Law, 42 U.S.C. ss.1320a-7a; the Program Fraud Civil Remedies
Act, 31 U.S.C. ss.ss.3801-3812; or the common law theories of payment by
mistake, unjust enrichment, breach of contract, and fraud, for the Covered
Conduct.
3. On the Payment Date, conditioned upon receipt of the
Settlement Amount, the LOC Agreement is hereby amended as follows:
(a) The unconditional guarantee by the Company (as
defined in the LOC Agreement) of the Obligations (as defined in the LOC
Agreement) in the form of the Letters of Credit (as defined in the LOC
Agreement), and the aggregate amount which may be drawn under the Letters of
Credit by the United States, shall be two hundred fifty million dollars
($250,000,000) rather than one billion dollars ($1,000,000,000).
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(b) Upon receipt by the United States of any payment made
in satisfaction of any of the Obligations following the Payment Date, whether
pursuant to an Actionable Order or Settlement Agreement (as such terms are
defined in the LOC Agreement) and including any payment made through a drawing
under any Letter of Credit, the unconditional guarantee by the Company of the
Obligations in the form of the Letters of Credit, and the aggregate amount which
may be drawn under the Letters of Credit by the United States, shall immediately
be reduced dollar-for-dollar by the amount of such payment. Reductions pursuant
to this clause (b) shall be cumulative and in addition to the reduction
described in clause (a) above. For purposes of this clause (b), a payment shall
be deemed made in satisfaction of an obligation only if acknowledged in writing
as such by the United States or if made through a drawing under a Letter of
Credit.
(c) In connection with any reduction of the Company's
guarantee of the Obligations described in clause (a) or (b) above, the Company
may elect to replace the then outstanding Letter(s) of Credit with one or more
new Letter(s) of Credit in an amount at least equal to the reduced amount of the
Company's guarantee set forth in clause (a) or (b) (as applicable), so long as
the new Letter(s) of Credit are issued by a Letter of Credit issuer acceptable
under Paragraph 2 of the LOC Agreement. The replaced Letter(s) of Credit shall
be returned for cancellation
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to the Company in exchange for the replacement Letter(s) of Credit.
HCA and the United States acknowledge that the foregoing agreement to
replace the Company's unconditional guaranty of the Obligations in the form of
the Letters of Credit on the Payment Date with two hundred fifty million dollars
($250,000,000) rather than one billion dollars ($1,000,000,000) is not based on
the amount or expected amount of HCA's remaining liability for conduct not
addressed by this Agreement.
4. This Agreement is expressly conditioned upon resolution,
through execution of plea agreement(s) or otherwise, of the Company's corporate
criminal liability, with the Department of Justice (the Criminal Condition) as
set forth in the Plea Agreement executed on December 14, 2000. As used in this
Paragraph, the term "resolution" includes, where appropriate, acceptance by the
appropriate court(s) of any plea agreement(s) and imposition of any sentence(s)
necessary to effectuate the Criminal Condition.
5. After the execution of this Agreement, the United States and
HCA will move the United States District Court for the District of Columbia for
(1) dismissal with prejudice of the claims against HCA in the Civil Actions
identified in Paragraph B (1) - (4) above; and (2) dismissal with prejudice of
those claims against HCA in the Civil Actions identified in Paragraph B (5) -
(13) above that are co-extensive with the Covered Conduct.
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The motions to dismiss will be conditioned upon receipt by the United States of
the Settlement Amount. The claims that the United States and HCA agree are
co-extensive with the Covered Conduct are identified in Attachment 5 to this
Agreement, incorporated by reference herein. The parties agree that they reserve
the right to seek to dismiss any claim of any relator other than those
identified on the grounds they are coextensive with the Covered Conduct or are
otherwise barred. The United States also agrees to use reasonable good faith
efforts to cause the dismissal or release of any claims filed by relators (with
prejudice to relators but without prejudice to the United States) in the Civil
Actions identified in Paragraph B (5) - (13) above that: 1) relate to home
health community education claims (as described in Paragraph D (3) above)
submitted to Medicaid, TRICARE or FEHBP; 2) relate to home health billing claims
(as described in Paragraph D (4) above) submitted to FEHBP; and 3) relate to
home health management fees claims (as described in Paragraph D (5) above)
submitted to Medicaid, TRICARE or FEHBP.
6. Should this Agreement be challenged by any relator as not
fair, adequate or reasonable pursuant to 31 U.S.C. ss.3730(c)(2)(B), the United
States and HCA agree that they will take all reasonable and necessary steps to
defend this Agreement.
7. In consideration of the obligations of HCA set forth in this
Agreement and the CIA, conditioned upon HCA's payment in full of the Settlement
Amount, the OIG-HHS agrees to
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release and refrain from instituting, directing or maintaining any
administrative action seeking exclusion from the Medicare, Medicaid, or other
Federal health care programs (as defined in 42 U.S.C. ss.1320a-7b(f)) against
HCA under 42 U.S.C. ss.1320a-7a (Civil Monetary Penalties Law), or 42 U.S.C.
ss.1320a-7(b)(7) (permissive exclusion for fraud, kickbacks, and other
prohibited activities), for the Covered Conduct, except as reserved in Paragraph
10, below, and as reserved in this Paragraph. The OIG-HHS expressly reserves
all rights to comply with any statutory obligations to exclude HCA together with
its current and former parent corporations, each of its direct and indirect
subsidiaries, brother or sister corporations, divisions, current or former
owners, affiliates, and the successors and assigns of any of them from the
Medicare, Medicaid, or other Federal health care program under 42
U.S.C. ss.1320a-7(a)(mandatory exclusion) based upon the Covered Conduct.
8. In consideration of the obligations of HCA set forth in this
Agreement, conditioned upon HCA's payment in full of the Settlement Amount, TMA
agrees to release and refrain from instituting, directing, or maintaining any
administrative action seeking exclusion from the TRICARE/CHAMPUS Program against
HCA under 32 C.F.R. ss.199.9 for the Covered Conduct, except as reserved in
Paragraph 10, below, and as reserved in this Paragraph. TMA expressly reserves
authority to exclude HCA together with its current and former parent
corporations, each of
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its direct and indirect subsidiaries, brother or sister corporations, divisions,
current or former owners, affiliates, and the successors and assigns of any of
them, from the TRICARE/CHAMPUS program under 32 C.F.R. ss.ss.199.9
(f)(1)(i)(A), (f)(1)(i)(B), and (f)(1)(iii), based upon the Covered Conduct.
9. In consideration of the obligations of HCA set forth in this
Agreement, conditioned upon HCA's payment in full of the Settlement Amount, OPM
agrees to release and refrain from instituting, directing, or maintaining any
administrative action seeking exclusion from the FEHBP program against HCA under
5 U.S.C. ss.8902a or 5 C.F.R. Part 970 for the Covered Conduct, except as
reserved in Paragraph 10, below and except if excluded by the OIG-HHS pursuant
to 42 U.S.C. ss.1320a-7(a).
10. Notwithstanding any term of this Agreement, specifically
reserved and excluded from the scope and terms of this Agreement as to any
entity or person (including HCA and Relators) are any and all of the following
claims of the United States:
a. Any civil, criminal or administrative liability to
the United States arising under Title 26, U.S. Code (Internal Revenue Code);
b. Any criminal liability;
c. Except as explicitly stated in this Agreement, any
administrative liability, including mandatory exclusion from Federal health care
programs;
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d. Any liability to the United States (or its agencies)
for any conduct other than the Covered Conduct;
e. Any claims of the United States based upon such
obligations as are created by this Agreement;
f. Any claims by FEHBP for the Covered Conduct
identified in Paragraph D(3) (home health community education), (4) (home health
billing), and (5) (home health management fees) above.
g. Any claims by TRICARE/CHAMPUS for the Covered Conduct
identified in Paragraph D(3) (home health community education) and (5) (home
health management fees) above.
h. Any claims by the United States or the States
relating to the Medicaid Program for the Covered Conduct identified in Paragraph
D(3) (home health community education) and (5) (home health management fees)
above.
i. Any express or implied warranty claims or other
claims for defective or deficient products or services, including quality of
goods and services, provided by HCA;
j. Any claims for personal injury or property damage or
for other similar consequential damages arising from the Covered Conduct;
k. Any claims of the United States based on a failure to
deliver items or services due (with the exception of home health services that
the United States alleges were not provided, as described in Paragraph D(4));
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l. Any civil or administrative claims of the United
States against individuals (including current or former directors, officers,
employees, agents, or shareholders of HCA).
11. HCA has entered into a Corporate Integrity Agreement (CIA)
with HHS, attached as Attachment 6, which is incorporated into this Agreement by
reference. HCA will implement its obligations under the CIA immediately upon the
execution of this Agreement.
12. HCA waives and will not assert any defenses HCA may have to
any criminal prosecution or administrative action relating to the Covered
Conduct, which defenses may be based in whole or in part on a contention that,
under the Double Jeopardy Clause in the Fifth Amendment of the Constitution, or
under the Excessive Fines Clause in the Eighth Amendment of the Constitution,
this Settlement bars a remedy sought in such criminal prosecution or
administrative action. HCA agrees that this settlement is not punitive in
purpose or effect. Nothing in this Paragraph or any other provision of this
Agreement constitutes an agreement by the United States concerning the
characterization of the Settlement Amount for purposes of the Internal Revenue
Laws, Title 26 of the United States Code.
13. HCA fully and finally releases the United States, its
agencies, employees, servants, and agents from any claims (including attorney's
fees, costs, and expenses of every kind and however denominated) which HCA has
asserted, could have asserted,
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or may assert in the future against the United States, its agencies, employees,
servants, and agents, related to the Covered Conduct and the United States'
investigation and prosecution thereof.
14. The Settlement Amount will not be decreased as a result of the
denial of claims for payment now being withheld from payment by any Medicare
carrier or intermediary or by FEHBP or TRICARE or any State payer, related to
the Covered Conduct; and HCA agrees not to resubmit to any Medicare carrier or
intermediary or to FEHBP or TRICARE or any State payer any previously denied
claims related to the Covered Conduct, and agrees not to appeal any such denials
of claims.
15. HCA agrees to the following:
(a) Unallowable Costs Defined: HCA agrees that all costs
(as defined in the Federal Acquisition Regulations (FAR) 48 C.F.R. ss.31.205-47
and in Titles XVIII and XIX of the Social Security Act, 42 U.S.C.
ss.ss.1395-1395ggg and 1396-1396v, and the regulations promulgated thereunder)
incurred by or on behalf of HCA, its present or former officers, directors,
employees, shareholders, and agents in connection with:
(1) the matters covered by this Agreement and any related
plea agreement,
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(2) the Government's audit(s) and civil and any criminal
investigation(s) of the matters covered by this Agreement,
(3) HCA's investigation, defense, and corrective actions
undertaken in response to the Government's audit(s) and civil and any criminal
investigation(s) in connection with the matters covered by this Agreement
(including attorney's fees and the obligations undertaken pursuant to the CIA
incorporated in this Agreement),
(4) the negotiation and performance of this Agreement and
any Plea Agreement, and
(5) the payment HCA makes to the United States pursuant
to this Agreement and any payments that HCA may make to relators, are
unallowable costs on Government contracts and under the Medicare Program,
Medicaid Program, TRICARE Program, and Federal Employees Health Benefits Program
(FEHBP).
(All costs described or set forth in this Paragraph 15(a) are hereafter,
"unallowable costs").
(b) Future Treatment of Unallowable Costs: These
unallowable costs will be separately estimated and accounted for by HCA, and HCA
will not charge such unallowable costs directly or indirectly to any contracts
with the United States or any State Medicaid Program, or seek payment for such
unallowable
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costs through any cost report, cost statement, information statement, or payment
request submitted by HCA or any of its subsidiaries to the Medicare, Medicaid,
TRICARE, or FEHBP Programs.
(c) Treatment of Unallowable Costs Previously Sought: HCA
further agrees that within 60 days of the effective date of this Agreement it
will identify to applicable Medicare and TRICARE fiscal intermediaries,
carriers, and/or contractors, and Medicaid, VA and FEHBP fiscal agents, any
unallowable costs (as defined in this Paragraph) included in payments previously
sought from the United States, or any State Medicaid Program, including, but not
limited to, payments sought in any cost reports, cost statements, information
reports, or payment requests already submitted by HCA or any of its
subsidiaries, and will request, and agree, that such cost reports, cost
statements, information reports, or payment requests, even if already settled,
be adjusted to account for the effect of the inclusion of the unallowable costs.
HCA agrees that the United States will be entitled to recoup from HCA any
overpayment as a result of the inclusion of such unallowable costs on
previously-submitted cost reports, information reports, cost statements, or
requests for payment. Any payments due after the adjustments have been made
shall be paid to the United States pursuant to the direction of the Department
of Justice, and/or the affected agencies. The
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United States reserves its rights to disagree with any calculations submitted by
HCA or any of its subsidiaries on the effect of inclusion of unallowable costs
(as defined in this Paragraph) on HCA or any of its subsidiaries' cost reports,
cost statements, or information reports. Nothing in this Agreement shall
constitute a waiver of the rights of the United States to examine or reexamine
the unallowable costs described in this Paragraph.
16. HCA agrees to cooperate fully and completely with the United
States in any criminal, civil and/or administrative investigations and
proceedings of any present and former officers, directors, employees and agents,
and of any parties with whom it had or has a business or professional
relationship with respect to the Covered Conduct. HCA will itself provide
information through testimony and/or oral briefings by competent corporate
representatives upon request of the United States. HCA will furnish to the
United States, upon reasonable request, complete and un-redacted copies of all
non-privileged documents, reports, memoranda of interviews, and records in its
possession, custody, or control concerning any investigation of the Covered
Conduct which it has undertaken, or which has been performed by others on its
behalf, and agrees that it will not assert any claim of privilege with respect
to information requested by the United States to establish the authenticity or
evidentiary
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
22
foundation for the non-privileged information it has provided. HCA agrees not to
impair, and, upon reasonable notice, will encourage, the cooperation of its
directors, officers, employees and agents in any investigation of the Covered
Conduct. HCA also agrees to use its best efforts to make available, and
encourage the cooperation of, former directors, officers and employees for
interviews and testimony, consistent with the rights and privileges of such
individuals in any investigation of the Covered Conduct. The obligations
referred to in this Paragraph shall in no way limit HCA's obligations under any
other agreement with the United States or the States, including, but not limited
to, the Plea Agreement that HCA is entering with the United States.
17. This Agreement is intended to be for the benefit of the
Parties and the States only, and by this instrument the Parties and the States
do not release any claims against any other person or entity, except to the
extent specifically provided for in this Agreement.
18. HCA agrees that it will not seek payment for any of the health
care billings covered by this Agreement from any health care beneficiaries or
their parents or sponsors. HCA waives any causes of action against these
beneficiaries or their sponsors or responsible parties based upon the claims for
payment covered by this Agreement.
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
23
19. Except as may be expressly provided to the contrary in this
Agreement, each party to this Agreement will bear its own legal and other costs
incurred in connection with this matter, including the preparation and
performance of this Agreement.
20. This Agreement is governed by the laws of the United States.
The Parties agree that the exclusive jurisdiction and venue for any dispute
arising between and among the Parties under this Agreement will be the United
States District Court for the District of Columbia, except that disputes arising
under the Corporate Integrity Agreement shall be resolved exclusively under the
dispute resolution provisions in the Corporate Integrity Agreement and disputes
arising under the separate agreements with the States shall be governed by the
relevant provisions of those agreements.
21. This Agreement may not be amended except by written consent of
the Parties, except that only HCA and OIG-HHS must agree in writing to
modification of the Corporate Integrity Agreement.
22. The undersigned individuals signing this Agreement on behalf
of HCA represent and warrant that they are authorized by HCA to execute this
Agreement. The undersigned United States signatories represent that they are
signing this Agreement in
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
24
their official capacities and that they are authorized to execute this
Agreement.
23. This Agreement may be executed in counterparts, each of which
constitutes an original and all of which constitute one and the same agreement.
24. This Agreement is binding on HCA's successors, transferees,
heirs, and assigns.
25. This Agreement is effective on the date of signature of the
last signatory to the Agreement. Facsimiles of signatures shall constitute
acceptable, binding signatures for purposes of this Settlement Agreement.
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
25
THE UNITED STATES OF AMERICA
DATED: December 14, 2000 BY: /s/ Joyce R. Branda
----------------------------- ----------------------------
JOYCE R. BRANDA
DEPUTY DIRECTOR
COMMERCIAL LITIGATION BRANCH
CIVIL DIVISION
U.S. DEPARTMENT OF JUSTICE
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
26
DATED: 12/13/00 BY: /s/ LEWIS MORRIS
----------------------------- ----------------------------
LEWIS MORRIS
ASSISTANT INSPECTOR GENERAL
OFFICE OF COUNSEL TO THE
INSPECTOR GENERAL
OFFICE OF INSPECTOR GENERAL
UNITED STATES DEPARTMENT OF
HEALTH AND HUMAN SERVICES
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
27
DATED: 12/12/00 BY: /s/ ROBERT L. SHEPHERD
----------------------------- ----------------------------
ROBERT L. SHEPHERD
DEPUTY GENERAL COUNSEL
TRICARE MANAGEMENT ACTIVITY
UNITED STATES DEPARTMENT
OF DEFENSE
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
28
DATED: 12-13-00 BY: /s/ William E. Flynn III
----------------------------- ----------------------------
WILLIAM E. FLYNN III
ASSOCIATE DIRECTOR FOR
RETIREMENT AND INSURANCE
SERVICE
UNITED STATES OFFICE OF
PERSONNEL MANAGEMENT
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
29
DATED: 12-14-01 BY: /s/ E. Jeremy Hutton
----------------------------- ----------------------------
E. JEREMY HUTTON
ASSISTANT INSPECTOR GENERAL
FOR LEGAL AFFAIRS
UNITED STATES OFFICE OF
PERSONNEL MANAGEMENT
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA
30
HCA - The Healthcare Company
DATED: 12/14/00 BY: /s/ Robert A. Waterman
----------------------------- ----------------------------
ROBERT A. WATERMAN
GENERAL COUNSEL
HCA
DATED: 12/14/00 BY: /s/ Cathryn L. Sowers
----------------------------- ----------------------------
CATHRYN L. SOWERS
VICE PRESIDENT
LITIGATION
HCA
DATED: 12/14/00 BY: /s/ Roger S. Goldman
----------------------------- ----------------------------
ROGER S. GOLDMAN
LATHAM & WATKINS
COUNSEL FOR HCA
DATED: 12/14/00 BY: /s/ Craig Holden
----------------------------- ----------------------------
S. CRAIG HOLDEN
OBER, KALER, GRIMES & SHRIVER
COUNSEL FOR HCA
CIVIL AND ADMINISTRATIVE SETTLEMENT AGREEMENT
BETWEEN U.S. & HCA