Direct Primary Care Agreement – Employee


Hy-Vee Health Exemplar Care DPC, PLC

This Direct Primary Care Agreement – Employee (“Agreement”) is made as of the date last signed below (“Effective Date”) by and among Hy-Vee Health Exemplar Care DPC, PLC, an Iowa professional limited liability company, together with its affiliates (“Exemplar Care”), and the individual listed below as patient (“Direct Patient”). 

WHEREAS, Exemplar Care provides direct primary care and urgent care medical services in the State of Iowa by and through Iowa-licensed healthcare providers; 

WHEREAS, in exchange for a Direct Service Charge paid by Employee Group, Exemplar Care agrees to provide Direct Patient with the Services described in this Agreement in accordance with the terms and conditions set forth in this Agreement; and, 

WHEREAS, Exemplar Care shall not refuse to accept any new Direct Patient or discontinue care of an existing Direct Patient based solely on the new Direct Patient’s or the existing Direct Patient’s health status.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, together with any and all exhibits, and for other good and valuable consideration, the receipt of which is hereby acknowledged, Exemplar Care and Direct Patient hereby agree as follows.

1. Definitions.

A. “Direct Patient” means the employee of Employee Group or the spouse, domestic partner, or dependent of the eligible employee of Employee Group as a party to this Agreement.

B. “Direct Primary Care Agreement” is the Agreement between a Direct Provider and the Direct Patient, in which the Direct Provider agrees to provide the designated Primary Care Health Services for a specified period of time to the Direct Patient, for a Direct Service Charge.

C. “Direct Provider” is a term defined by defined by Iowa Code 135N.1(1)(f), and in this Agreement refers to Exemplar Care.  

D. “Direct Service Charge” means a charge for Primary Care Health Services provided by a Direct Provider to a Direct Patient covered by a Direct Primary Care Agreement.  

E. “Employee Group” means the employer of the Direct Patient who is making available Primary Care Health Services to its eligible employees and employee’s spouse or domestic partner, and/or dependents (collectively, “Client Members”) and paying the cost for such Client Members.

F. “Exemplar Care” is a Direct Provider and is licensed (or employs/contracts with providers that are licensed) to perform the specified primary healthcare services consistent with Iowa laws. 

G. “Primary Care Health Services” means general healthcare services of the type provided at the time a patient seeks preventative care or first seeks healthcare services for a specific health concern. The Agreement includes coverage for the following Primary Care Health Services: 

  • Care which promotes and maintains mental and physical health and wellness;
  • Care which prevents disease;
  • Screening, diagnosing, and treatment of acute or chronic conditions caused by disease, injury, or illness; 
  • Patient counseling and education;
  • Provision of a broad spectrum of preventive and curative healthcare over a period of time; and
  • Coordination of care.

2. Scope of Services and Direct Service Charge.

Exemplar Care is a part of an affiliated group of Exemplar Care-branded businesses and has contracted with those affiliates to include certain Primary Care Health Services and non-medical personalized services within the Scope of Services as set forth on Appendix A (collectively “Services”). In exchange for receipt of the Services described in this Agreement, Employer Group agrees to pay Exemplar Care a Direct Service Charge on behalf of the Direct Patient. 

3. Additional Costs for Services Not Included in Direct Service Charge.

Direct Patient may need care not included in this Agreement’s definition of Services, such as hospitalizations, emergency room visits, specialists, and certain laboratory tests. Care not included in the definition of Services is not included in/covered by the Direct Service Charge. Exemplar Care may provide care that is not included in the Scope of Services set forth in Appendix A and, as such, is not included by the Direct Service Charge. If Exemplar Care provides such non-covered care, this will be communicated to the Direct Patient. 

4. Patient Submission of Claims to Insurance Company; Limited Waiver of Insurance.

Exemplar Care will not bill Direct Patient’s insurance company for Services provided under this Agreement. The Direct Patient may submit a request for reimbursement to their insurance company if permitted under such an insurance policy. Exemplar Care makes no representations that any of the fees Direct Patient pays under this Agreement may be recoverable from your insurance company. Direct Patient, in entering this Agreement acknowledges and understands that this Agreement is not an insurance plan, is not a contract for health insurance, and is not a substitute for health insurance or other health plan coverage. It will not cover hospital services, or any services not directly provided by Exemplar Care. To the extent that Direct Patient receives covered Services under this Agreement that are also covered by their insurance, Direct Patient waives: (a) any right to make an insurance claim; and (b) any obligation of Exemplar Care and its affiliates to file an insurance claim, with respect to such services. 

5. Term.

This Agreement will commence on the date the “Direct Primary Care Services Agreement – Employer Group” contract is last signed by the Employer Group employer. The initial term of the Employer Group contract is one year, commencing on the Start Date and auto renewing for additional, successive one-year terms. This Agreement will remain in place for the Direct Patient until: (i) the duration of Direct Patient’s employment with Employee Group ends; or (ii) a time when the Direct Patient or Employee Group provides notice to the other party of its intention not to renew this Agreement. In either of these instances, the Direct Patient can elect to move to an Individual Direct Primary Care Agreement and take responsibility for the associated costs. 

6. Termination

a. Termination by Employer Group or Exemplar Care. Employer Group or Exemplar Care may terminate this Agreement only in compliance with the termination terms and conditions detailed in the Employer Group Agreement with Exemplar Care.

  • Effect of Termination. Upon termination by Employer Group or Exemplar Care, Exemplar Care shall provide the Direct Patients the option of continuing to use the Services at their own cost upon execution of an Individual Direct Primary Care Agreement entered into between Provider and such Direct Patient.

b. Termination by Direct Patient. Direct Patient may terminate this Agreement at any time by providing no less than 30 days’ prior written notice to the Employer Group and Exemplar Care. 

No Medicare or Medicaid Patients. At this time, Medicare and Medicaid patients as well as individuals eligible for Medicare cannot be treated by Exemplar Care via this agreement. Medicare and Medicaid cannot be billed for any services performed by Exemplar Care via this agreement. Direct Patient acknowledges that s/he is neither a Medicare nor Medicaid beneficiary, nor is s/he Medicare eligible. Direct Patient agrees that if s/he will become eligible for Medicare during the term of this Agreement, s/he will notify Exemplar Care within 60 days prior to becoming eligible and this Agreement will be terminated upon Medicare eligibility and transitioned to Exemplar Care’s Concierge Agreement if patient chooses. Direct Patient further agrees that if s/he enrolls in Medicaid during the term of this Agreement, s/he will notify Exemplar Care within 60 days prior to such enrollment and this Agreement will be terminated upon Medicaid eligibility. Any excess fees will be refunded to Employer Group or Direct Patient, depending on which party is owed for said excess fees, and Exemplar Care will make every effort to provide the Direct Patient with names and contacts for Primary Care Health Services alternatives.

7. Privacy and Communication.

Direct Patient acknowledges that communications with Exemplar Care using email, fax, video chat, instant messaging, and cell phone are not guaranteed to be secure or confidential methods of communication. Exemplar Care will make an effort to secure all communications via passwords and other protective means and these will be discussed in an annually updated Health Insurance Portability and Accountability Act (“HIPAA”) “Security Risk Assessment.” Exemplar Care will make an effort to promote the utilization of the most secure methods of communication, such as software platforms with data encryption, HIPAA familiarity, and execution of HIPAA Business Associate Agreements with business associates. This may mean that conversations over certain communication platforms are highlighted as preferable based on higher levels of data encryption, but many communication platforms, including email, may be made available to Direct Patient. If Direct Patient initiates a conversation in which Direct Patient discloses Protected Health Information (“PHI”) on one or more of these communication platforms, then Direct Patient has authorized Exemplar Care to communicate with Direct Patient regarding PHI in the same format. A copy of Exemplar Care’s notice of privacy practices is available on its website and in written form at the request of the Direct Patient. 

8. Amendment.

Exemplar Care shall provide at least 60 calendar days of advanced, written notice to Direct Patient of any of the following changes to the Agreement:

  • Any change in the scope of the Primary Care Health Services covered under the Agreement.
  • Any change in Exemplar Care’s locations where Direct Patient may access Primary Care Health Services. 
  • Any change in the out-of-office Services that are covered under the Agreement.
  • Any change in the Direct Service Charge.
  • Any change in the additional costs for Primary Care Health Services not covered by the Direct Service Charge. 
  • Any change in the renewal terms.

No other amendment of the Agreement shall be binding on either party unless it is in writing and signed by all parties.

9. Assignment.

This Agreement shall not be assigned, delegated, sold, or transferred by either party without the other party’s prior written consent. 

10. Change of Law.

If there is a change of any relevant law, regulation, or rule, federal, state, or local which affects the terms of the Agreement, the parties agree to amend the Agreement to comply with the law. 

11. Entire Agreement.

This Agreement contains the entire agreement between the parties and replaces any earlier understandings and agreements whether they are written or oral. 

12. Jurisdiction.

This Agreement shall be governed and constructed under the laws of the State of Iowa, and all disputes arising out of the Agreement shall be settled in the court of proper venue and jurisdiction in Polk County, Iowa. 

13. Counterparts.

This Agreement may be executed in any number of counterparts each of which shall be deemed an original and which together shall constitute one agreement. Electronic or facsimile signatures of the parties to this Agreement or any amendment of this Agreement shall be deemed original signatures.

14. Acknowledgement.

Patient acknowledges and accepts the following:

This Agreement is not health insurance and is not a plan that provides health coverage for the purpose of any federal mandates. This Agreement only covers the Primary Care Health Services described in this Agreement. It is recommended that Direct Patient obtain health insurance to cover healthcare services not covered under this Agreement. Direct Patient is personally responsible for the payment of any additional healthcare expenses incurred beyond or in addition to the Services covered by this Agreement. 


Scope of Services and Direct Service Charges

1. Direct Patient’s monthly fee paid through Employer Group.

2. Locations: Services are available at any Hy-Vee Health Exemplar Care Direct Primary Care locations described on our website,  

* Exemplar Care has contracts with affiliated Exemplar Care entities, including Exemplar Care, PLC, to provide certain urgent care services within the Scope of Services. Neither Direct Patient nor their insurance will be charged for urgent care services provided by Exemplar Care, PLC, and Direct Patient hereby waives any insurance with respect to such urgent care services to the extent covered by this Agreement

3. Scope of Services: The Services provided by Direct Provider to Direct Patient under this Agreement at participating Exemplar Care locations are as follows

Price List