Amerigroup Settlemenet Agreement

SETTLEMENT AGREEMENT

I. PARTIES

This Settlement Agreement (“Agreement”) is entered into among 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”)

(collectively the “United States”); the State of Illinois acting through the Office of the Illinois

Attorney General (collectively the “State of Illinois”); Cleveland A. Tyson (“Relator”);

Amerigroup Corporation; and Amerigroup Illinois, Inc. (together with Amerigroup Corporation,

“Amerigroup,” and together with the United States, the State of Illinois, Relator, and

Amerigroup Corporation, the “Parties”), through their authorized representatives.

II. PREAMBLE

As a preamble to this Agreement, the Parties agree to the following:

A. Amerigroup Illinois, Inc. had a contract with the State of Illinois to

provide managed care benefits to Medicaid participants. Amerigroup Illinois, Inc. was a wholly

owned subsidiary of Amerigroup Corporation.

B. Relator is an individual resident of Illinois. On August 26, 2002, Relator

filed a qui tam action in the United States District Court for the Northern District of Illinois

captioned United States ex rel. Tyson v. Amerigroup Illinois, Inc., docket no. 02-C-6074 (the

“Civil Action”). Relator was the former Associate Vice President of Government Relations at

Amerigroup Illinois, Inc. The State of Illinois intervened in the Civil Action on March 2, 2005.

The United States intervened in the Civil Action on October 17, 2005.

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C. The United States and the State of Illinois contend that Amerigroup

submitted or caused to be submitted claims for payment to the Medicaid Program (“Medicaid”),

Title XIX of the Social Security Act, 42 U.S.C. §§ 1396-1396v.

D. In November 2006, following a trial, a jury returned a verdict finding that

Amerigroup had violated the False Claims Act (“FCA”), 31 U.S.C. §§ 3729-3733, and the

Illinois Whistleblower Reward and Protection Act (“IWRPA”), 740 ILCS 175/3, and that the

United States and State of Illinois had sustained $48 million in damages. The district court

trebled the $48 million damages to $144 million. The jury also found that Amerigroup had

submitted 18,130 false claims to the government and imposed a per-penalty fine under the FCA

and IWRPA for each of the 18,130 claims, resulting in $190,365,000 in civil penalties.

E. The United States and the State of Illinois contend that they have certain

civil claims, as specified in Paragraph 2, below, against Amerigroup for engaging in the

following conduct during the period from 1/1/1998 to 7/31/2006: Discriminating on the basis of

health status in its enrollment and disenrollment practices in Illinois (the “Covered Conduct”).

F. The United States and the State of Illinois contend also that they have

certain administrative claims against Amerigroup for engaging in the Covered Conduct.

G. This Agreement is neither an admission of liability by Amerigroup nor a

concession by the United States or the State of Illinois that their claims are not well founded.

H. To avoid the delay, uncertainty, inconvenience, and expense of further

litigation of the above claims, the Parties reach a full and final settlement pursuant to the Terms

and Conditions below.

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III. TERMS AND CONDITIONS

1. The Parties agree to file a joint motion in the United States District Court

for the Northern District of Illinois to release the Irrevocable Standby Letter of Credit Number

SM224924W (the “Letter of Credit”) to the United States and the State of Illinois.

a. The United States and the State of Illinois shall demand payment

of $225,000,000 (the “Settlement Amount”) on the Letter of Credit to an account specified by

the United States Attorney’s Office for the Northern District of Illinois and shall direct Wachovia

Bank, National Association to return the balance of the Letter of Credit to Amerigroup

Corporation. Amerigroup agrees to fully cooperate with the United States and the State of

Illinois in securing payment on the Letter of Credit. The United States, the State of Illinois, and

Relator agree to seek an order from the United States District Court for the Northern District of

Illinois for distribution of the Settlement Amount.

b. Contingent upon the United States receiving the Settlement

Amount and as soon as feasible after receipt, the United States agrees to pay Relator a 25% share

of the amount it receives from the settlement.

c. Contingent upon the State of Illinois receiving its portion of the

Settlement Amount and as soon as feasible after receipt, the State of Illinois agrees to pay

Relator a 25% share of the amount it receives from the settlement.

d. The total combined amount Relator will be paid by the United

States and the State of Illinois is $56,250,000.

e. Within 14 days of the execution of this Settlement Agreement,

Amerigroup shall wire the sum of $795,000.00 to Relator’s counsel in accordance with wiring

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instructions provided by Relator’s counsel in satisfaction of Relator’s claim for attorney’s fees

incurred by Relator on appeal. Within 14 days of the execution of this Settlement Agreement,

Amerigroup also will wire the sum of $8,409,614.21 to the Relator’s counsel in satisfaction of

the Relator’s claim for attorney’s fees incurred by Relator during trial. After receipt of these

payments, Relator will fully cooperate in Amerigroup’s efforts to have the surety bond posted

with the district court for attorney’s fees incurred during trial (D.E. 935) returned to Amerigroup.

2. Subject to the exceptions in Paragraph 6 (concerning excluded claims),

below, in consideration of the obligations of Amerigroup in this Agreement, conditioned upon

the United States’ and the State of Illinois’ successful demand for payment on the Letter of

Credit, and subject to Paragraph 16, below (concerning bankruptcy proceedings commenced

within 91 days of the Effective Date of this Agreement or any payment made under this

Agreement), the United States (on behalf of itself, its officers, agents, agencies, and departments,

including OIG-HHS) agrees to release Amerigroup and its current and former subsidiaries,

parents, directors, officers, employees, agents, attorneys, predecessors, successors, and assigns

from any and all civil or administrative monetary claims the United States has or may have for

the Covered Conduct under the False Claims Act, 31 U.S.C. §§ 3729-3733; the Civil Monetary

Penalties Law, 42 U.S.C. § 1320a-7a; the Program Fraud Civil Remedies Act, 31 U.S.C. §§

3801-3812; and any other statutory provision creating causes of action for civil damages or

penalties for which the Civil Division, United States Department of Justice, has actual and

present authority to assert and compromise pursuant to 28 C.F.R. Part O, Subpart I, § 0.45(d);

and the common law theories of payment by mistake, unjust enrichment, fraud, breach of

contract, and any other common law theories for which the Civil Division, United States

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Department of Justice, has actual and present authority to assert and compromise pursuant to 28

C.F.R. Part O, Subpart I, § 0.45(d).

3. In consideration of the obligations of Amerigroup in this Agreement and

the Corporate Integrity Agreement (CIA), entered into between OIG-HHS and Amerigroup,

conditioned upon the United States’ and the State of Illinois’ successful demand for payment on

the Letter of Credit, and subject to Paragraph 16, below (concerning bankruptcy proceedings

commenced within 91 days of the Effective Date of this Agreement or any payment made under

this Agreement), the OIG-HHS agrees to release and refrain from instituting, directing, or

maintaining any administrative action seeking exclusion from Medicare, Medicaid, and/or other

Federal health care programs (as defined in 42 U.S.C. § 1320a-7b(f)) against Amerigroup and its

current and former subsidiaries, parents, predecessors, successors, and assigns under 42 U.S.C.

§ 1320a-7a (Civil Monetary Penalties Law) or 42 U.S.C. § 1320a-7(b)(7) (permissive exclusion

for fraud, kickbacks, and other prohibited activities) for the Covered Conduct, except as reserved

in Paragraph 6, below, and as reserved in this Paragraph. The OIG-HHS expressly reserves all

rights to comply with any statutory obligations to exclude Amerigroup from Medicare, Medicaid,

and other Federal health care programs under 42 U.S.C. § 1320a-7(a) (mandatory exclusion)

based upon the Covered Conduct. Nothing in this Paragraph precludes the OIG-HHS from

taking action against entities or persons, or for conduct and practices, for which claims have been

reserved in Paragraph 6, below.

4. Subject to the exceptions in Paragraph 6 (concerning excluded claims),

below, in consideration of the obligations of Amerigroup in this Agreement, conditioned upon

the United States’ and the State of Illinois’ successful demand for payment on the Letter of

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Credit, and subject to Paragraph 16, below (concerning bankruptcy proceedings commenced

within 91 days of the Effective Date of this Agreement or any payment made under this

Agreement), the State of Illinois (on behalf of itself, its officers, agents, agencies, and

departments) agrees to release Amerigroup and its current and former subsidiaries, parents,

directors, officers, employees, agents, attorneys, predecessors, successors, and assigns from any

and all civil or administrative monetary claims the State of Illinois has or may have for the

Covered Conduct, including but not limited to claims arising under the IWRPA or any other

statute creating causes of action for damages or penalties for the submission of false claims; the

Civil Remedies Section of the Public Aid Act, 89 Ill. Adm. Code 140.16, 305 ILCS 5/8A-7 and

305 ILCS 5/12-4.25(A); or the common law, including but not limited to theories of payment by

mistake, unjust enrichment, fraud, fraudulent inducement, and breach of contract.

5. In consideration of the obligations of Amerigroup in this Agreement,

conditioned upon the United States’ and the State of Illinois’ successful demand for payment on

the Letter of Credit, conditioned upon the Relator's successful demand for payment of its

attorney's fees as described in Paragraph 1(f), above, and subject to Paragraph 16, below

(concerning bankruptcy proceedings commenced within 91 days of the Effective Date of this

Agreement or any payment made under this Agreement), Relator, for himself and for his heirs,

successors, attorneys, agents, and assigns, agrees to release Amerigroup and its current and

former subsidiaries, parents, shareholders, directors, officers, employees, agents, attorneys,

predecessors, successors, and assigns from any and all causes of action, whether known or

unknown, of any kind or character, for damages, statutory penalties, equitable relief or otherwise,

that the Relator or his heirs, successors, attorneys, agents, or assigns have or may have.

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In connection with the foregoing, Relator acknowledges that he is familiar with and

hereby waives and relinquishes any and all rights and benefits he may have under the laws of any

state, similar to and including Section 1542 of the California Civil Code, which provides as

follows:

A general release does not extend to claims which the creditor does not know or

suspect to exist in his favor at the time of executing the release, which if known

by him must have materially affected his settlement with the debtor.

6. 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

Amerigroup and Relator) are the following:

a. Any civil, criminal, or administrative liability arising under Title

26, U.S. Code (Internal Revenue Code), and any civil, criminal, or administrative claims arising

under Chapter 35 Illinois Compiled Statutes or any regulations promulgated under the authority

of any statute contained therein;

b. Any criminal liability;

c. Except as explicitly stated in this Agreement, any administrative

liability, including mandatory exclusion from Federal health care programs;

d. Any liability to the United States (or its agencies) or the State of

Illinois (or its agencies) for any conduct other than the Covered Conduct;

e. Any liability based upon such obligations as are created by this

Agreement; or

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f. Any liability of Amerigroup’s current or former officers, directors,

employees, and agents to the United States (or its agencies) or the State of Illinois (or its

agencies) for conduct other than Covered Conduct.

7. Relator and his heirs, successors, attorneys, agents, and assigns agree not

to object to this Agreement and agree and confirm that this Agreement is fair, adequate, and

reasonable under all the circumstances, pursuant to 31 U.S.C. § 3730(c)(2)(B) and, conditioned

upon receipt of Relator’s share, Relator, for himself individually, and for his heirs, successors,

agents and assigns, fully and finally releases, waives, and forever discharges the United States

and Illinois, their officers, agents, and employees, from any claims arising from or relating to 31

U.S.C. § 3730; from any claims arising from the filing of the Civil Action; and from any other

claims for a share of the Settlement Amount; and in full settlement of any claims Relator may

have under this Agreement. This Agreement does not resolve or in any manner affect any claims

the United States has or may have against the Relator arising under Title 26, U.S. Code (Internal

Revenue Code), or claims the State of Illinois has or may have against the Relator arising under

Chapter 35 Illinois Compiled Statutes, or any claims arising under this Agreement.

8. Except as provided in Paragraph 1(f), Relator, for himself, and for his

heirs, successors, attorneys, agents, and assigns, agrees to release Amerigroup, its current and

former subsidiaries, parents, shareholders, officers, directors, employees, attorneys, agents,

predecessors, successors, and assigns from any liability to Relator or his heirs, successors,

attorneys, agents, or assigns arising from the filing of the Civil Action, or under 31 U.S.C. §

3730(d) for expenses or attorney’s fees and costs.

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9. Amerigroup waives and shall not assert any defenses Amerigroup may

have to any criminal prosecution or administrative action relating to the Covered Conduct that

may be based in whole or in part on a contention that, under the Double Jeopardy Clause in the

Fifth Amendment of the United States Constitution, or any comparable provision in Article 1,

Section 10 of the Illinois Constitution, or under the Excessive Fines Clause in the Eighth

Amendment of the United States Constitution, or any comparable provision in Article 1, Section

11 of the Illinois Constitution, this Agreement bars a remedy sought in such criminal prosecution

or administrative action. Nothing in this Paragraph or any other provision of this Agreement

constitutes an agreement by the United States or the States of Illinois concerning the

characterization of the Settlement Amount for purposes of the Internal Revenue laws, Title 26 of

the United States Code and/or Chapter 35 of the Illinois Compiled Statutes.

10. Amerigroup fully and finally releases the United States and the State of

Illinois, their agencies, employees, servants, and agents from any claims (including attorney’s

fees, costs, and expenses of every kind and however denominated) that Amerigroup has asserted,

could have asserted, or may assert in the future against the United States and the State of Illinois,

their agencies, employees, servants, and agents, for the Covered Conduct and the United States’

and the State of Illinois’ investigation and prosecution thereof.

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11. Amerigroup agrees to the following:

a. Unallowable Costs Defined: that all costs (as defined in the

Federal Acquisition Regulation, 48 C.F.R. § 31.205-47; and in Titles XVIII and XIX of the

Social Security Act, 42 U.S.C. §§ 1395-1395hhh and 1396-1396v; and the regulations and

official program directives promulgated thereunder) incurred by or on behalf of Amerigroup, its

present or former officers, directors, employees, shareholders, and agents in connection with the

following shall be “Unallowable Costs” on government contracts and under the Medicare

Program, Medicaid Program, TRICARE Program, and Federal Employees Health Benefits

Program (FEHBP):

(1) the matters covered by this Agreement;

(2) the United States’ audit(s) and civil investigation(s) of the

matters covered by this Agreement;

(3) Amerigroup’s investigation, defense, and corrective actions

undertaken in response to the United States’ audit(s) and civil investigation(s) in connection with

the matters covered by this Agreement (including attorney’s fees);

(4) the negotiation and performance of this Agreement;

(5) the payment Amerigroup makes to the United States

pursuant to this Agreement and any payments that Amerigroup may make to Relator, including

costs and attorneys fees; and

(6) the negotiation of, and obligations undertaken pursuant to

the CIA to:

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(i) retain an independent review organization to

perform annual reviews as described in Section III of the CIA; and

(ii) prepare and submit reports to the OIG-HHS.

However, nothing in this paragraph 11.a.(6) that may apply to the obligations undertaken

pursuant to the CIA affects the status of costs that are not allowable based on any other authority

applicable to Amerigroup. (All costs described or set forth in this Paragraph 11.a. are hereafter

“Unallowable Costs.”)

b. Future Treatment of Unallowable Costs: These Unallowable Costs

shall be separately determined and accounted for by Amerigroup, and Amerigroup shall 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 Costs through any cost

report, cost statement, information statement, or payment request submitted by Amerigroup or

any of its subsidiaries or affiliates to the Medicare, Medicaid, TRICARE, or FEHBP Programs.

c. Treatment of Unallowable Costs Previously Submitted for

Payment: Amerigroup further agrees that within 90 days of the Effective Date of this Agreement

it shall identify to applicable Medicare and TRICARE fiscal intermediaries, carriers, and/or

contractors, and Medicaid 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 Amerigroup or any of

its subsidiaries or affiliates, and shall request, and agree, that such cost reports, cost statements,

information reports, or payment requests, even if already settled, be adjusted to account for the

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effect of the inclusion of the unallowable costs. Amerigroup agrees that the United States, at a

minimum, shall be entitled to recoup from Amerigroup any overpayment plus applicable interest

and penalties 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

United States reserves its rights to disagree with any calculations submitted by Amerigroup or

any of its subsidiaries or affiliates on the effect of inclusion of Unallowable Costs (as defined in

this Paragraph) on Amerigroup or any of its subsidiaries or affiliates’ cost reports, cost

statements, or information reports.

d. Nothing in this Agreement shall constitute a waiver of the rights of

the United States to audit, examine, or re-examine Amerigroup’s books and records to determine

that no Unallowable Costs have been claimed in accordance with the provisions of this

Paragraph.

12. Amerigroup and its current and former subsidiaries, parents, predecessors,

successors, assigns, and (to extent permitted by law) directors, officers, employees, agents, and

attorneys, fully and finally releases the Relator, his heirs, successors, attorneys, agents, and

assigns from any and all causes of action that Amerigroup has or may have, whether known or

unknown, of any kind or character, for damages, statutory penalties, equitable relief or otherwise.

In connection with the foregoing, Amerigroup acknowledges that it is familiar with and

hereby waives and relinquishes any and all rights and benefits it may have under the laws of any

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state, similar to and including Section 1542 of the California Civil Code, which provides as

follows:

A general release does not extend to claims which the creditor does not know or suspect

to exist in his favor at the time of executing the release, which if known by him must

have materially affected his settlement with the debtor.

13. Except as expressly provided to the contrary in this Agreement, this

Agreement is intended to be for the benefit of the Parties only. The Parties do not release any

claims against any other person or entity, except to the extent provided for in Paragraphs 2–6,

above, or Paragraphs 26–27, below.

14. Amerigroup agrees that it waives and shall not seek payment for any of

the health care billings covered by this Agreement from any health care beneficiaries or their

parents, sponsors, legally responsible individuals, or third party payors based upon the claims

defined as Covered Conduct.

15. Amerigroup warrants that it has reviewed its financial situation and that it

currently is solvent within the meaning of 11 U.S.C. §§ 547(b)(3) and 548(a)(1)(B)(ii)(I), and

shall remain solvent following payment to the United States and the State of Illinois of the

Settlement Amount. Further, the Parties warrant that, in evaluating whether to execute this

Agreement, they (a) have intended that the mutual promises, covenants, and obligations set forth

constitute a contemporaneous exchange for new value given to Amerigroup, within the meaning

of 11 U.S.C. § 547(c)(1); and (b) conclude that these mutual promises, covenants, and

obligations do, in fact, constitute such a contemporaneous exchange. Further, the Parties warrant

that the mutual promises, covenants, and obligations set forth herein are intended to and do, in

fact, represent a reasonably equivalent exchange of value that is not intended to hinder, delay, or

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defraud any entity to which Amerigroup was or became indebted to on or after the date of this

transfer, within the meaning of 11 U.S.C. § 548(a)(1).

16. If within 91 days of the Effective Date of this Agreement or of any

payment made under this Agreement, Amerigroup commences, or a third party commences, any

case, proceeding, or other action under any law relating to bankruptcy, insolvency,

reorganization, or relief of debtors (a) seeking to have any order for relief of Amerigroup’s debts,

or seeking to adjudicate Amerigroup as bankrupt or insolvent; or (b) seeking appointment of a

receiver, trustee, custodian, or other similar official for Amerigroup or for all or any substantial

part of Amerigroup’s assets, Amerigroup agrees as follows:

a. Amerigroup’s obligations under this Agreement may not be

avoided pursuant to 11 U.S.C. § 547, and Amerigroup shall not argue or otherwise take the

position in any such case, proceeding, or action that: (i) Amerigroup’s obligations under this

Agreement may be avoided under 11 U.S.C. § 547; (ii) Amerigroup was insolvent at the time

this Agreement was entered into, or became insolvent as a result of the payment made to the

United States or the State of Illinois; or (iii) the mutual promises, covenants, and obligations set

forth in this Agreement do not constitute a contemporaneous exchange for new value given to

Amerigroup.

b. If Amerigroup’s obligations under this Agreement are avoided for

any reason, including, but not limited to, through the exercise of a trustee’s avoidance powers

under the Bankruptcy Code, the United States or the State of Illinois or the Relator, at their sole

option, may rescind the releases in this Agreement and bring any civil and/or administrative

claim, action, or proceeding against Amerigroup for the claims that would otherwise be covered

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by the releases provided in Paragraphs 2–6, above. Amerigroup agrees that (i) any such claims,

actions, or proceedings brought by the United States or the State of Illinois or the Relator

(including any proceedings to exclude Amerigroup from participation in Medicare, Medicaid, or

other Federal health care programs) are not subject to an “automatic stay” pursuant to 11 U.S.C.

§ 362(a) as a result of the action, case, or proceedings described in the first clause of this

Paragraph, and Amerigroup shall not argue or otherwise contend that the United States’ or the

State of Illinois’ or the Relator's claims, actions, or proceedings are subject to an automatic stay;

(ii) Amerigroup shall not plead, argue, or otherwise raise any defenses under the theories of

statute of limitations, laches, estoppel, or similar theories, to any such civil or administrative

claims, actions, or proceeding that are brought by the United States or the State of Illinois or the

Relator within 90 calendar days of written notification to Amerigroup that the releases have been

rescinded pursuant to this Paragraph, except to the extent such defenses were available on the

Effective Date; and (iii) the United States and the State of Illinois and the Relator together have a

valid claim against Amerigroup in the amount of $334,365,000, plus interest, and the United

States and the State of Illinois and the Relator may pursue their claims in the case, action, or

proceeding referenced in the first clause of this Paragraph, as well as in any other case, action, or

proceeding.

c. Amerigroup acknowledges that its agreements in this Paragraph

are provided in exchange for valuable consideration provided in this Agreement.

17. Upon receipt of the payments described in Paragraph 1, above, the United

States, the State of Illinois, Relator, and Amerigroup shall promptly sign and file in the Civil

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Action a Joint Stipulation of Dismissal with prejudice of the Civil Action pursuant to the terms

of the Agreement, and Amerigroup shall take the necessary steps to have its appeal dismissed.

18. Except as expressly provided to the contrary in this Agreement, each Party

shall bear its own legal and other costs incurred in connection with this matter, including the

preparation and performance of this Agreement.

19. Amerigroup represents that this Agreement is freely and voluntarily

entered into without any degree of duress or compulsion whatsoever.

20. Relator represents that this Agreement is freely and voluntarily entered

into without any degree of duress or compulsion whatsoever.

21. 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 is the United States District Court for the Northern District of

Illinois, except that disputes arising under the CIA shall be resolved exclusively under the

dispute resolution provisions in the CIA.

22. For purposes of construction, this Agreement shall be deemed to have been

drafted by all Parties to this Agreement and shall not, therefore, be construed against any Party

for that reason in any subsequent dispute.

23. This Agreement constitutes the complete agreement among the Parties.

This Agreement may not be amended except by written consent of the Parties.

24. The individuals signing this Agreement on behalf of Amerigroup represent

and warrant that they are authorized by Amerigroup to execute this Agreement. The

individual(s) signing this Agreement on behalf of Relator represent and warrant that they are

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authorized by Relator to execute this Agreement. The United States signatories represent that

they are signing this Agreement in their official capacities and that they are authorized to execute

this Agreement. The State of Illinois signatories represent that they are signing this Agreement

in their official capacities and that they are authorized to execute this Agreement.

25. This Agreement may be executed in counterparts, each of which

constitutes an original and all of which constitute one and the same Agreement.

26. This Agreement is binding on Amerigroup’s successors, transferees, heirs,

and assigns.

27. This Agreement is binding on Relator’s successors, transferees, heirs, and

assigns.

28. All Parties consent to the disclosure of this Agreement, and information

about this Agreement, to the public.

29. This Agreement is effective on the date of signature of the last signatory to

the Agreement (Effective Date of this Agreement). Facsimiles of signatures shall constitute

acceptable, binding signatures for purposes of this Agreement.

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THE UNITED STATES OF AMERICA

DATED:________ PATRICK J. FITZGERALD

United States Attorney

By:

SAMUEL B. COLE

Assistant United States Attorney

219 South Dearborn Street

Chicago, IL 60604

(312) 353-4258

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THE UNITED STATES OF AMERICA

DATED:________ By: ______________________

GREGORY E. DEMSKE

Assistant Inspector General for Legal Affairs

Office of Counsel to the Inspector General

Office of Inspector General

United States Department of

Health and Human Services

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THE STATE OF ILLINOIS

Dates: __________________ By: ___________________________

PAUL GAYNOR

Assistant Attorney General

Office of the Attorney General

100 West Randolph Street

12th Floor

Chicago, Illinois 60601

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AMERIGROUP CORPORATION AND AMERIGROUP ILLINOIS, INC.

DATED: BY: _____________________________

STANLEY F. BALDWIN

Executive Vice President, General Counsel,

and Secretary of Amerigroup Corporation, on

Behalf of Amerigroup Corporation and

Amerigroup Illinois, Inc.

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CLEVELAND A. TYSON

DATED: BY: _____________________________

CLEVELAND A. TYSON

DATED: BY: _____________________________

Counsel for Cleveland A. Tyson

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