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Section 2.4 Affiliated Employers. Customer represents that together Customer and any of its affiliates covered <br /> under the Plan make up a single"controlled group"as defined by the IRC.Customer agrees to provide United with a <br /> list of Customer's affiliates covered under the Plan upon request. <br /> Section 3—Customer Other Responsibilities <br /> Section 31 Information Customer Provides to United. Customer will tell United which of Customer's <br /> Employees,their dependents and/or other persons are Participants. This information must be accurate and provided <br /> to United in a timely manner. United will accept eligibility data from Customer in the format described in Exhibit A <br /> -Services.Customer will notify United of any change to this information as soon as reasonably possible. <br /> United will be entitled to rely on the most current information in United's possession regarding eligibility of <br /> Participants in paying Plan benefits and providing other services under this Agreement. United will not be required <br /> to make retroactive eligibility changes, process or reprocess claims, but if United agrees to do so, additional fees <br /> may apply. <br /> Customer agrees to provide United (or cause Customer's vendor to provide United), in a timely manner with all <br /> information that United reasonably requires to provide Customer's Participants with disease management services as <br /> described in accordance with Exhibit A- Services and United's program guidelines. United shall be entitled to rely <br /> on the information that is provided to United in connection with United's provision of disease management services <br /> to Customer's Participants. <br /> Section 3.2 Notices to Participants. Customer will give Participants the information and documents they need to <br /> obtain benefits under the Plan within a reasonable period of time before coverage begins. In the event this <br /> Agreement is discontinued, Customer will notify all Participants that the services United is providing under this <br /> Agreement are discontinued. <br /> Section 3.3 Escheat. Customer is solely responsible for complying with all applicable abandoned property or <br /> escheat laws,making any required payments,and filing any required reports. <br /> Section 4—Services Provisions <br /> Section 4.1 Administrative Services. United will provide the administrative services described in Exhibit A — <br /> Services. <br /> Section 4.2 Network Access, Management and Administration. United will provide access to Networks and <br /> Network Providers, as well as related administrative services including physician (and other health care <br /> professional) relations, clinical profiling, contracting and credentialing, and network analysis and system <br /> development. The make-up of the Network can change at any time.Notice will be given in advance or as soon as <br /> reasonably possible. <br /> United generally does not employ Network Providers and they are not United's agents or partners,although certain <br /> Network Providers are affiliated with United. Otherwise, Network Providers participate in Networks only as <br /> independent contractors. Network Providers and the Participants are solely responsible for any health care services <br /> rendered to Participants. United is not responsible for the medical outcomes or the quality or competence of any <br /> provider or facility rendering services, including Network Pharmacies and services provided through United's <br /> affiliates'networks,or the payment for services rendered by the provider or facility. <br /> Value Based Contracting Program. <br /> United's contracts with some Network Providers may include withholds, incentives, and/or additional payments <br /> that may be earned, conditioned on meeting standards relating to utilization, quality of care, efficiency measures, <br /> compliance with United's other policies or initiatives, or other clinical integration or practice transformation <br /> standards. Customer shall fund these payments due the Network Providers as soon as United makes the <br /> determination the Network Provider is entitled to receive the payment under the Network Provider's contract,either <br /> upfront or after the standard has been met. For upfront funding,if United makes the determination that the Network <br /> Provider failed to meet a standard, United will return to Customer the applicable amount- United shall provide <br /> Customer reports describing the amount of payments made on behalf of Customer's Plan. <br /> 3 <br />