[***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
AMENDMENT TO PROVIDER AGREEMENT
ONLINE CARE GROUP PC
This Amendment (the Amendment) is effective as of December 21, 2018, (the Effective Date) by and between Online Care Group PC (Online Care Group or Provider) and Blue Cross of California dba Anthem Blue Cross (Anthem). Online Care Group and Anthem are sometimes referred to herein as a party or the parties.
WHEREAS, Online Care Group is a California professional corporation that employs and/or contracts with physicians and other medical professionals (collectively, Qualified Professionals) to provide online health services (Health Services);
WHEREAS, Online Care Group has signed that certain Provider Agreement, dated February 25, 2013, with Anthem (Provider Agreement) in order to provide Health Services to Anthems members;
WHEREAS, Anthem desires to ensure that its members, whether they are members of its fully insured products or members of Other Payors, including various employer groups or other health plans (collectively, Members) have the ability to gain prioritized access to Health Services provided by Qualified Professionals provided by Online Care Group via LiveHealth Online, a web-based communications system (the Platform);
NOW, THEREFORE, for good and valuable consideration, the receipt and legal sufficiency of which are hereby expressly acknowledged, the parties agree that the Provider Agreements shall be amended to incorporate the following:
Section 1. Services
In consideration of the payment of Access Fees (as defined below), Online Care Group shall provide, and ensure that its Qualified Professionals provide, the following services:
(a) Availability of Qualified Professionals. Online Care Group shall make available its Qualified Professionals, who are MDs, to Anthem in order to provide Health Services to its Members on the Platform on a 24/7/365 basis during the term of this Amendment. Provider shall make available its Qualified Professionals, who are Social Workers, Psychologists, or Marriage and Family Therapists and Licensed Professional Counselors (collectively, Therapists) and Psychiatrists, to Anthem in order to provide Health Services to its Members on the Platform via scheduled visits during the term of