This is a Business Associate Agreement made on 05/24/2025 for BillMed Solutions, 801 Monterrey St Suite 205, Coral Gables, Florida 33134 to provide practice management services to Living Care Therapy. The (HIPAA) rules require BillMed Solutions and Living Care Therapy to enter into a Business Associate Agreement. This agreement addresses the parties’ rights and obligations concerning the use and disclosure of a patient’s protected health information (PHI).
BillMed Solutions operates a credentialing and medical billing company at the address set forth above, and Living Care Therapy desires to have practice management services performed off-site. BillMed Solutions agrees to perform these services for Living Care Therapy under the terms and conditions set forth in this agreement. Living Care Therapy designates BillMed Solutions as the exclusive provider of services to Living Care Therapy.

PURPOSE OF AGREEMENT
The purpose of this agreement is to comply with the requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA), Health Information Technology for Economic and Clinical Health Act (HITECH) which is Title XIII of the American Recovery and Reinvestment Act of 2009 (Public Law 111-5), Privacy Rule (45 cfr Parts 160 and 164) and the associated regulations.
These regulations and rules require Living Care Therapy to obtain written assurances that BillMed Solutions will appropriately safeguard and protect the integrity and confidentiality of Protected Health Information (PHI). The Chain of Trust provision requires that a contract involving the exchange of Protected Health Information (PHI) protect the integrity and confidentiality of the Protected Health Information (PHI).
Living Care Therapy and BillMed Solutions have entered into an agreement under which BillMed Solutions may receive, use, obtain, access, or create Protected Health Information (PHI) from or on behalf of Living Care Therapy in the course of providing services for Living Care Therapy.

OPERATING PROCEDURES
Information relating to Living Care Therapy practice which would have materially increased the costs of billing and collection efforts incurred by BillMed Solutions or Living Care Therapy materially changes fundamental aspects of its practice (such as its practice sites, the type of services provided, payer mix, quality or type of demographic information available, method of documenting services provided, etc.), BillMed Solutions may propose an adjustment to the fees in writing (the “Adjustment proposal”). For the thirty (30) calendar day period after Living Care Therapy receipt of the adjustment proposal (the “discussion period”), BillMed Solutions shall be available to discuss the basis for the proposed adjustment with Living Care Therapy. If Living Care Therapy agrees to the proposed adjustment, this agreement will be amended to reflect the new fees.
If, on or before the end the discussion period, Living Care Therapy has not accepted the proposed adjustment or the parties have not otherwise agreed as to an adjustment to the fees, BillMed Solutions may terminate this agreement on thirty (30) calendar days advance written notice. Changes in the fees shall be effective at the end of the discussion period.
Living Care Therapy agrees to provide (or to cause facilities or other sites at which Living Care Therapy provides services) BillMed Solutions with accurate and complete demographic, procedure, and charge information, at no cost to BillMed Solutions. Living Care Therapy acknowledges that BillMed Solutions will rely on the demographic information in providing the services and that the timing and amount of collections generated by the services are affected by the completeness, timeliness and accuracy of the demographic and insurance information and other variables, some of which are beyond the control of BillMed Solutions. Living Care Therapy will ensure that the foregoing information is provided to BillMed Solutions in electronic form, in a standard form and format reasonably consistent with BillMed Solutions’ computer system.

SOFTWARE AND SOURCE DOCUMENTS INFORMATION
The parties agree that BillMed Solutions may store demographic and insurance information, patient statements, explanation of benefits, payer inquires, and other information it receives in connection with providing services for Living Care Therapy. BillMed Solutions are not obligated to maintain paper copies. BillMed Solutions further affirms that it will at all times maintain a current and complete copy of all of Living Care Therapy information and that no Living Care Therapy data shall be deleted or purges unless: a) a period of seven years has passed since the date of service relevant to the Living Care Therapy; or, b) Living Care Therapy has given approval of such data deletion. BillMed Solutions may maintain a copy of all documentation of services and for other purposes relating to this agreement during and after the term of this agreement.
Living Care Therapy must consult with BillMed Solutions before any changes can be made to Claim.MD. Once Living Care Therapy locks the account, if any changes occur BillMed Solutions will be notified.

PERMITTED USES AND DISCLOSURES
BillMed Solutions may use and/or disclose Protected Health Information (PHI) only as permitted or required by this Business Associate Agreement or as otherwise required by law. BillMed Solutions will request no more than the minimum (PHI) necessary to perform the services. BillMed Solutions may use and disclose (PHI) to its contractors, agents or other representatives only to the extent necessary to properly provide, manage, and administer the services required under this agreement and consistent with applicable law as long as such use or disclosure would not violate the (HIPAA) rules. BillMed Solutions has 30 days after receiving a request by an individual directly, or through Living Care Therapy, for a copy of the individual’s own Protected Health Information (PHI) that the individual is entitled to according to (HIPAA) rules.

SAFEGUARDS FOR THE PROTECTION OF PHI
BillMed Solutions will implement and maintain appropriate security safeguards to ensure that (PHI) obtained by or on behalf of Living Care Therapy is not used or disclosed by BillMed Solutions in violation of this agreement or applicable law.
Such safeguards shall be designed to protect the confidentiality and integrity of such (PHI) obtained, accessed, or created from or on behalf of Living Care Therapy. Security measures maintained by BillMed Solutions shall include administrative safeguards, physical safeguards, technical security services and technical security mechanisms as necessary to protect the confidentiality, integrity, and availability of the (PHI) that BillMed Solutions creates, receives, maintains or transmits on behalf of Living Care Therapy. Upon request of Living Care Therapy, BillMed Solutions shall provide a written description of such safeguards.
BillMed Solutions require all of its agents, representatives, and subcontractors that receive, use, or have access to Protected Health Information (PHI) under this agreement between Living Care Therapy and BillMed Solutions to sign a confidentiality agreement. The confidentiality agreement will require the agents, representative, and subcontractors to have security measures including administrative safeguards, physical safeguards, technical security services and technical security mechanisms as necessary to protect the confidentiality, integrity, and availability of the (PHI).

REPORTING AND MITIGATING UNAUTHORIZED USES AND DISCLOSURES OF PROTECTED HEALTH INFORMATION PHI
If BillMed Solutions has knowledge of any use or disclosure of (PHI) not provided for by this agreement, then BillMed Solutions will immediately notify Living Care Therapy of the breach of unsecure (PHI). BillMed Solutions must provide the identification of each individual whose unsecured (PHI) has been, or is reasonably believed to have been, accessed, acquired or disclosed during the breach. Notice of each individual must be provided by first class mail at their last known address, or, if specified by the individual, via email. BillMed Solutions agrees to mitigate, to the extent practicable, any harmful effect that is known to BillMed Solutions of the use or disclosure of (PHI) by BillMed Solutions in violation of this Business Associate Agreement.
Living Care Therapy shall notify BillMed Solutions of any changes in, restriction, or revocation of permission by an individual to use or disclose (PHI) to the extent that such changes may affect BillMed Solutions use of disclosure of (PHI). Living Care Therapy shall not request that BillMed Solutions use or disclose (PHI) in any manner that would exceed which is minimally necessary under the (HIPAA) rules or what would not be permitted by a covered entity.

AUDIT AND INSPECTION
BillMed Solutions agrees to make its internal practices, books, records, and policies and procedures relating to the use and disclosure of (PHI) received from, created or received by BillMed Solutions on behalf Living Care Therapy, available to Living Care Therapy within 30 business days of the request in writing or to the Department of Health and Human Services (HHS), the Office for Civil Rights (OCR) or their agents for purpose of compliance with the (HIPAA) Rules. Any release of information regarding BillMed Solutions practices, books and records is proprietary to BillMed Solutions and shall be treated as confidential and shall not be further disclosed without the written permission of BillMed Solutions, except as necessary to comply with (HIPAA) Rules and (HITECH) standards.

COMPLIANCE
BillMed Solutions and Living Care Therapy agree that in the event either party becomes aware of a compliance concern, and it appears to be related to their counter partner’s conduct, they will promptly communicate that concern to their counterpart. The party receiving the notice will take prompt action to investigate the notice and will timely (within 30 calendar days) report back to their counterpart on the status of the reported concern.
Each party specifically agrees that they will defer reporting any such concern to any payer, government agency or agent, or law enforcement organization unless they have complied with the above paragraph and remain concerned that their counterpart’s response is inappropriate, or more than thirty (30) calendar days have elapsed without any response. It is understood that only in these cases where a party has firm, credible evidence of deliberate, willful or criminal misconduct will they consider immediate reporting to anyone other than their counterpart.
Nothing in this paragraph shall be construed to infer or imply a duty or expectation that any party will knowingly conceal or participate in any misconduct or allow any misconduct to continue.
Each party agrees to be separately responsible for their respective compliance related legal and consulting expenses.
Each party to this agreement has made a commitment to perform their respective duties in a legal and compliant manner, consistent with currently published and applicable federal, state and local laws, rules and regulations.
Each party agrees to pay specific attention to complying with the rules and regulations related to the following areas widely known to be compliance risks:
1. Improper waiving or reduction of charges, copayments, coinsurance or deductibles.
2. Upcoding, unbundling and other coding violations.
3. Failure to completely and legibly document the services for which payment is being sought, including signature of the applicable support record(s).
4. Misuse of a provider number or misrepresentation of the identity of a provider of services
5. Failure to repay overpayments or untimely refund of overpayments.
6. Seeking duplicate payment for the same service and/or from the same source.
7. Failure to maintain proper records of current or prior billing.
8. Failure to protect the confidentiality of patient information.

BillMed Solutions may decline to submit any claim not supported by appropriate documentation (as reasonably determined by BillMed Solutions). The documentation shall be available for review and audit. BillMed Solutions shall provide Living Care Therapy with timely notice of any such decision, including their basis and a list of the affected claims. Living Care Therapy shall respond in a timely manner to such notice and cooperate in the resolution thereof.
BillMed Solutions may take appropriate steps to resolve, or to advise Living Care Therapy to
resolve, overpayments or credit balances in a timely fashion. Living Care Therapy will comply with
the reasonable suggestions of BillMed Solutions.
If BillMed Solutions discovers evidence of misconduct by Living Care Therapy relating to billing, BillMed Solutions may refrain from submitting questionable claims and notifies Living Care Therapy of its determination in writing. If BillMed Solutions discovers credible evidence of Living Care Therapy continued misconduct following such a notice or discovers willful, deceptive, flagrant, fraudulent or abusive conduct by Living Care Therapy BillMed Solutions may refrain from submitting any claims BillMed Solutions determines to be false or inappropriate, terminate this agreement, without penalty, immediately on written notice, and/or report the misconduct to appropriate state and/or federal authorities.
In addition, Living Care Therapy will take reasonable steps to comply with any audit or investigation of BillMed Solutions relating to an effective compliance plan and will appoint a senior member of Living Care Therapy practice with responsibility and appropriate internal authority to work with BillMed Solutions as to compliance with state and/or federal laws and regulations related to billing.

DURATION
The initial term of this agreement will be for SIX (6) months from the effective date. This agreement will be automatically renewed for additional SIX (6) months terms, unless either party gives the other written notice at least SIXTY (60) calendar days before the end of the current term. This agreement can be terminated at any time on written notice for cause consisting of a material breach of a term or condition hereof which is not corrected with THIRTY (30) calendar days of prior written notice describing the breach in reasonable detail. This agreement may also be terminated on written notice in the event either party becomes excluded from participation by the Medicare or Medicaid program. BillMed Solutions becomes legally unable to provide the services contemplated herein; or Living Care Therapy becomes legally unable to provide medical services, insolvent or files for bankruptcy protection, or as otherwise specified herein. This agreement will be terminated immediately for issues concerning fraud and/or abuse.
BillMed Solutions shall remain in possession of any (PHI) received from, or created by, BillMed Solutions on behalf of Living Care Therapy and continue to protect the use or disclosure of (PHI) set forth in this agreement as if the BillMed Solutions and Living Care Therapy agreement had not been terminated.
This agreement supersedes any prior written or oral agreements between the parties relating to the provisions of the services. BillMed Solutions and Living Care Therapyacknowledges that they are duly authorized by appropriate corporate action to enter into this agreement and that this agreement is being signed by duly authorized agents authorized to act on their respective behalf.

AMENDMENT
This agreement may be modified or amended if the amendment is made in writing. Living Care Therapy will be given 30 days from the date of the amendment to respond in writing to the changes and/or additions. If Living Care Therapy doesn’t respond in writing within 45 days, then the amendment will automatically be considered official. In the event that Living Care Therapy object within the allowed time frame (in writing) to such amendment, the parties shall work in good faith to reach an agreement on the amendment. If the parties are unable to reach an agreement regarding amendment to the Business Associate Agreement within 30 days of the written objection from Living Care Therapy, BillMed Solutions may terminate this Business Associate Agreement. Any amendments or changes to this agreement will be in writing and will not be effective until signed by both parties.

TERMINATION FOR VOLUNTARY REASONS
BillMed Solutions or Living Care Therapy must give the other written notice at least SIXTY (60) calendar days before the end of the current term.
1. BillMed Solutions will provide a period of thirty (30) calendar days after the termination date (wind down period) for all of Living Care Therapy accounts receivable relating to Living Care Therapy charges for services rendered prior to the termination date (existing accounts receivable).
2. Living Care Therapy agrees to cooperate and assist BillMed Solutions with its performance during the wind down period and will timely report, or cause to be reported, all payments applicable to the existing account receivable for which BillMed Solutions is responsible.
3. At the end of the wind down period, discontinue performing services as to the Living Care Therapy existing accounts receivable.
4. After full payment to BillMed Solutions of all fees owed to BillMed Solutions by Living Care Therapy under this agreement, BillMed Solutions will provide a complete list of existing accounts receivable.
5. After the effective date of the termination, and the wind down period, BillMed Solutions shall have no further obligations to provide services to Living Care Therapy under this agreement. Living Care Therapy may negotiate with BillMed Solutions for additional transitional services.

TERMINATION FOR BREACH OF UNAUTHORIZED USE OR DISCLOSURE OF PHI
Upon Living Care Therapy knowledge of a breach of (PHI) by BillMed Solutions, Living Care Therapy shall notify BillMed Solutions of such breach and BillMed Solutions has 30 days to cure such breach. In the event BillMed Solutions does not cure the breach, or cure is infeasible, Living Care Therapy shall have the right to immediately terminate this Business Associate Agreement.
Upon BillMed Solutions knowledge of a breach of (PHI) by Living Care Therapy of this Business Associate Agreement BillMed Solutions shall notify Living Care Therapy of such breach and Living Care Therapy has 30 days to cure such breach. In the event Provider’s Name does not cure the breach, or cure is infeasible, BillMed Solutions shall have the right to immediately terminate this Business Associate Agreement.

TERMINATION FOR NON-PAYMENT OF INVOICE
Upon termination of this agreement, BillMed Solutions shall be entitled to payments for services provided prior to the date of termination and for which BillMed Solutions has not been paid yet. All final invoices will be paid prior to providing reports. No payment is contingent upon performance of any obligation or contract, past or future.

RELATIONSHIP OF PARTIES
The parties intend that BillMed Solutions independent contractor relationship will be created by this agreement. BillMed Solutions is not considered a partnership, joint venture or employee of Living Care Therapy for any purpose. BillMed Solutions is not entitled to any of the benefits that Provider’s Name provides for Living Care Therapy employees. Living Care Therapy is not responsible for taxes incurred including income and sales tax. It is further understood that BillMed Solutions is free to contract for similar services to be performed for other providers while under agreement with Living Care Therapy with the understanding that the provisions of this agreement be fulfilled. During the term of this agreement and for one (1) year period commencing with the termination of this agreement, each party agrees not to employ, directly or indirectly, any individual who was an employee of the other party during the term of this agreement without written consent of the other party.

LIMITATION OF LIABILITY
Neither party shall be liable to the other party from and against all claims, actions, damages, losses, liabilities, fines, penalties, costs or expenses (including without limitation reasonable attorneys’ fees) suffered from or in connection with any breach of this Business Associate Agreement, or any negligent or wrongful acts or omissions in connection with this Business Associate Agreement, by BillMed Solutions or by its subcontractors, or agents. This agreement shall be interpreted and governed by the laws and statues of the state of Florida. In the event of disputes, it is agreed that all matters shall be tried in the state or federal court having jurisdiction of Coral Gables, Florida. Each party consents to the jurisdiction and venue of said courts.
Any dispute arising under this agreement may be resolved by the parties in a judicial forum, or, if the parties agree, by arbitration, according to mutually agreed rules.

PAYMENT
Living Care Therapy agrees to pay an initial set up fee of $ and 6% of insurance and patient payments (from patient statements). In addition, Living Care Therapy agrees to pay $ per hour
for outstanding accounts receivable claims prior to the effective date of this Business Associate Agreement. BillMed Solutions agrees to provide reports of time spent working on the outstanding accounts receivable claims. The $ per hour fee for outstanding accounts receivable claims includes any time spent by BillMed Solutions to follow up with Living Care Therapy on any incomplete, incorrect or missing data for billing of claims and posting of payments.
Invoices will be sent out monthly for the services performed. Payment of the invoice is due within TEN (10) days of the invoice date. A $ late fee will be added if payments are not received within fifteen (15) days of invoice date. If payment is not received within THIRTY (30) days of the invoice date, then all services in this Business Associate Agreement will stop until the invoice is paid in full. If an unpaid balance is more than SIXTY (60) days from the invoice date, it will be subject to a National Collection Firm. Any and all fees whether legal or administrative will be the responsibility of Living Care Therapy

BILLMED SOLUTIONS’ RESPONSIBILITIES
1. Billing Claims to Primary, Secondary, and/or Tertiary Insurance Companies - Bill claims either electronically through the clearinghouse or a (HCFA) form. The charges will be created by the Claim.MD. BillMed Solutions will bill out claims on a weekly basis on Friday of each week. The patient demographic and insurance information are already entered into the Claim.MD. The claims need to have accurate and complete demographic and insurance information, diagnosis codes, procedure codes and modifiers.
2. Insurance Company Claims Agreements and Electronic Remittance Advice (ERA) Agreements – BillMed Solutions will work with Claim.MD and Clearinghouse to set up claims and (ERA) agreements.
3. Electronic Funds Transfer (EFT) Payments - BillMed Solutions will set up (EFT) payments.
4. Posting Insurance and Patient Payments - BillMed Solutions will post insurance payments, adjustments, co-insurance amounts, co-pay amounts, deductible amounts, etc. from the insurance company’s electric remittance advices (ERA’s) or explanation of benefits (EOB’s) to the patient’s account. Living Care Therapy is responsible for promptly issuing the refund. Living Care Therapy understands that if an insurance refund is not promptly paid to the insurance company that the insurance company can recoup or takeback the refund on future payments to Living Care Therapy. BillMed Solutions with notify Living Care Therapy if there is a refund due to an insurance company. Also, BillMed Solutions will post any patient payments that Provider’s Name has received to the patient’s account.
5. Unpaid Claim Follow Up – BillMed Solutions will follow up on any claim not paid within 45 days after the claim was billed. BillMed Solutions will check claim status via the insurance website, telephone (IVR) systems, and speaking to insurance representatives. BillMed Solutions will write off any denied claims (denied for timely filing, no authorization obtained, medical records weren’t provided, etc.) that cannot be reprocessed or appealed. BillMed Solutions is not responsible for any claims that are wrote off if Living Care Therapy didn’t provide the information to BillMed Solutions in a timely manner.
6. BillMed Solutions will notify Living Care Therapy if any additional information is needed from Living Care Therapy in order to get the claim processed (ex: medical records, patient needs to update coordination of benefits, etc.).
7. Patient Statements and Collections – BillMed Solutions will send out patient statements from Claim.MD. BillMed Solutions will attempt to collect any patient balances in a manner consistent with all applicable federal, state and local laws and regulations and within the policies and procedures of the insurance companies. Living Care Therapy will decide if or when a patient’s account will be placed with an outside collection agency. BillMed Solutions with notify Living Care Therapy if there is a refund due to a patient. Living Care Therapy is responsible for promptly issuing the refund.

SERVICES NOT PROVIDED BY BILLMED SOLUTIONS
1. Living Care Therapy is responsible for verification of benefits and authorizations (if needed). Provider’s Name is responsible for making sure the patient demographic and insurance information is correct in Claim.MD.
2. Living Care Therapy is responsible for coding all diagnosis codes, (CPT) codes, (HCPCS) codes, and modifiers necessary to bill the services or procedures to the insurance companies. Living Care Therapy is responsible for having documentation in the patient’s medical record to substantiate the services or procedures being billed to the insurance companies.
3. BillMed Solutions does not provide collection agency services and Living Care Therapy is solely responsible for the selection of the collection agency for collection of accounts, if such services are used. Living Care Therapy is responsible for any fees charged by the collection agency.

PROVIDER PAYMENTS
All payments will be sent directly to Living Care Therapy bank accounts. Living Care Therapy has the signatory and ownership rights of the bank account. Checks are always made payable to Living Care Therapy for deposit directly into the Living Care Therapy bank account or handled as they choose. BillMed Solutions has no right to negotiate checks or assert ownership rights in deposited funds. All payments (insurance and patient) will be mailed directly to Living Care Therapy. BillMed Solutions has no negotiating rights to any bank account. No money will be paid to BillMed Solutions from patients. BillMed Solutions will not provide credit card services for Living Care Therapy.

PROVIDER’S RESPONSIBILITIES
1. Practice Information - Living Care Therapy will provide BillMed Solutions the providers and group information. This includes the TAX ID number(s), list of providers and their individual NPI numbers, group NPI number(s), Medicare PTAN number(s), Medicaid group and provider number(s), practice location(s), phone number(s), fax number(s), mailing address, payment address, taxonomy code(s), voided check for (EFTs), and contact person with their phone number and email address.
2. Insurance Website Information - Living Care Therapy will provide BillMed Solutions the website login and password for the insurance companies.
3. Patient Signatures - Living Care Therapy warrants that BillMed Solutions may rely on the existence of patient signatures on assignment of benefits, medical information releases and advance beneficiary notices and physician signatures on charts and other medical documents, as required for submission of claims on behalf of Living Care Therapy. Living Care Therapy warrants the accuracy and completeness of all information furnished to BillMed Solutions by Provider’s Name or on Living Care Therapy behalf as to the services rendered by Living Care Therapy.
4. Medical Necessity - Living Care Therapy will identify the diagnosis that supports the medical necessity of a patient’s services or procedures if one exists. BillMed Solutions shall not be responsible for claim denials, partial payments or payment reductions resulting from decisions that are deemed “not medically necessary” by insurance companies, beyond their duty to assure that such non-payment decisions are not arbitrary or otherwise inappropriate and are not based on data entry or other clerical or computer system errors.
5. Information Requests – Living Care Therapy will provide a response within five (5) business days for information requests. Living Care Therapy acknowledges that failure to comply may result in claim denial, payment reduction or forfeiture of payment or appeal rights.
6. Refunds to Insurance Companies and Patients - Living Care Therapy will issue refunds of overpayments to patients and insurance companies in a timely manner. Living Care Therapy shall promptly tell BillMed Solutions when the insurance company or patient refunds were paid so BillMed Solutions can post refunds in the Claim.MD.
7. Collection Agency Accounts - Living Care Therapy shall ensure that any collection agency, to which collection accounts are referred to, reports all collections and the source within FIFTEEN (15) business days of receipt.

BILLING CLAIMS
Claims will be billed weekly. Unless Living Care Therapy prefers to have the claims billed daily. Any information that is incomplete, will result in the claim not being billed out to the insurance companies. BillMed Solutions is not responsible for claims denied for timely filing by the insurance company when incomplete information was provided. BillMed Solutions is not responsible for any mistake in the information provided by Living Care Therapy.
Explanation of benefits (eob’s) and a listing of patient payments will be sent weekly so they can be posted.

BILLMED SOLUTIONS
Cabrera Abreu, Yarisleidy



Living Care Therapy
Vanessa Barrinat
CEO