e10vkstates to exclude certain benefits from the managed care contract (most often pharmacy and catastrophic case benefits) and retain responsibility for those benefits at the statelevel. Medicare premiums are almost $1,200 PMPM, with Medicare revenue totaling $135.9 million, $95.1 million, and $49.3 million, for the years ended December 31, 2009,2008, and 2007, respectively.For the year ended December 31, 2009, we received approximately 5% of our premium revenue in the form of “birth income” — a one-time payment for the delivery ofa child — from the <strong>Medicaid</strong> programs in California (effective October 1, 2009), Michigan, Missouri, Ohio, Texas, Utah (effective September 1, 2009), and Washington. Suchpayments are recognized as revenue in the month the birth occurs. Approximately 2.5% of our premium revenue for the year ended December 31, 2009 was realized under a<strong>Medicaid</strong> cost-plus reimbursement agreement with the state of Utah that ended effective August 31, 2009. Effective September 1, 2009, the Utah health plan’s contract with thestate of Utah became a prepaid capitation contract, under which the plan is now paid a fixed PMPM amount, as in the other states in which we operate.Certain components of premium revenue are subject to accounting estimates. Chief among these are:• Florida Health Plan Medical Cost Floor (Minimum) for Behavioral Health. A portion of premium revenue paid to our Florida health plan by the state of Florida maybe refunded to the state if certain minimum amounts are not spent on defined behavioral health care costs. At December 31, 2009, we had not recorded any liabilityunder the terms of this contract provision. If the state of Florida disagrees with our interpretation of the existing contract terms, an adjustment to the amounts owedmay be required. Any changes to the terms of this provision, including revisions to the definitions of premium revenue or behavioral health care costs, the period oftime over which performance is measured or the manner of its measurement, or the percentages used in the calculations, may affect the profitability of our Floridahealth plan.• New Mexico Health Plan Medical Cost Floors (Minimums) and Administrative Cost and Profit Ceilings (Maximums): A portion of premium revenue paid to ourNew Mexico health plan by the state of New Mexico may be refunded to the state if certain minimum amounts are not spent on defined medical care costs, or ifadministrative costs or profit (as defined) exceed certain amounts. Our contract with the state of New Mexico requires that we spend a minimum percentage ofpremium revenue on certain explicitly defined medical care costs (the medical cost floor). Our contract is for a three-year period, and the medical cost floor is basedon premiums and medical care costs over the entire contract period. Effective July 1, 2008, our New Mexico health plan entered into a new three year contract that, inaddition to retaining the medical cost floor, added certain limits on the amount our New Mexico health plan can: (a) expend on administrative costs; and (b) retain asprofit. At December 31, 2009, we had not recorded any liability under the terms of these contract provisions. If the state of New Mexico disagrees with ourinterpretation of the existing contract terms, an adjustment to the amounts owed may be required. Any changes to the terms of these provisions, including revisions tothe definitions of premium revenue, medical care costs, administrative costs or profit, the period of time over which performance is measured or the manner of itsmeasurement, or the percentages used in the calculations, may affect the profitability of our New Mexico health plan.• New Mexico Health Plan At-Risk Premium Revenue: Under our contract with the state of New Mexico, up to 1% of our New Mexico health plan’s revenue may berefundable to the state if certain performance measures are not met. These performance measures are generally linked to various quality of care and administrativemeasures dictated by the state. Through December 31, 2009, our New Mexico health plan had received $3.6 million in at-risk revenue for state fiscal year 2009 andthe first half of state fiscal year 2010 combined. We have recognized $2.2 million of that amount as revenue through December 31, 2009, and recorded a liability ofapproximately $1.4 million for the remainder.• Ohio Health Plan At-Risk Premium Revenue: Under our contract with the state of Ohio, up to 1% of our Ohio health plan’s revenue may be refundable to the state ifcertain performance measures are not met. These performance measures are generally linked to various quality of care measures dictated by the state. ThroughDecember 31, 2009, our Ohio health plan had received $8.8 million in at-risk revenue for state fiscal year 200936Table of Contentsand the first half of state fiscal year 2010 combined. We have recognized $7.5 million of that amount as revenue through December 31, 2009 and recorded a liabilityof approximately $1.3 million for the remainder.• Utah Health Plan Premium Revenue: Our Utah health plan may be entitled to receive additional premium revenue from the state of Utah as an incentive payment forsaving the state of Utah money in relation to fee-for-service <strong>Medicaid</strong>. In prior years, we estimated amounts we believed were recoverable under our savings sharingagreement with the state of Utah based on available information and our interpretation of our contract with the state. The state may not agree with our interpretationor our application of the contract language, and it may also not agree with the manner in which we have processed and analyzed our member claims and encounterrecords. Thus, the ultimate amount of savings sharing revenue that we realize from prior years may be subject to negotiation with the state. During 2007, as a result ofan ongoing disagreement with the state of Utah, we wrote off the entire receivable, totaling $4.7 million. Our Utah health plan continues to assert its claim to theamounts believed to be due under the savings share agreement. When additional information is known, or resolution is reached with the state regarding theappropriate savings sharing payment amount for prior years, we will adjust the amount of savings sharing revenue recorded in our financial statements as appropriatein light of such new information or agreement. No receivables for saving sharing revenue have been established at December 31, 2009 and 2008.• Texas Health Plan Premium Revenue: The contract entered into between our Texas health plan and the state of Texas includes a profit-sharing agreement, where wepay a rebate to the state of Texas if our Texas health plan generates pretax income above a certain specified percentage, as determined in accordance with a tieredrebate schedule. We are limited in the amount of administrative costs that we may deduct in calculating the rebate, if any. As of December 31, 2009, we had anaggregate liability of approximately $2.0 million accrued pursuant to our profit-sharing agreement with the state of Texas for the 2009 and 2010 contract years(ending August 31 of each year). During 2009, we paid the state of Texas $4.9 million relating to the 2008 and 2009 contract years, and the 2008 contract year is nowclosed. Because the final settlement calculations include a claims run-out period of nearly one year, the amounts recorded, based on our estimates, may be adjusted.We believe that the ultimate settlement will not differ materially from our estimates.• Texas Health Plan At-Risk Premium Revenue: Under our contract with the state of Texas, up to 1% of our Texas health plan’s revenue may be refundable to the stateif certain performance measures are not met. These performance measures are generally linked to various quality of care measures dictated by the state. ThroughDecember 31, 2009, our Texas health plan had received $1.7 million in at-risk revenue for state fiscal year 2009 and the first half of state fiscal year 2010 combined.We have recognized $1.2 million of that amount as revenue through December 31, 2009, and recorded a liability of approximately $0.5 million for the remainder.• Medicare Premium Revenue: Based on member encounter data that we submit to CMS, our Medicare revenue is subject to retroactive adjustment for both memberrisk scores and member pharmacy cost experience for up to two years after the original year of service. This adjustment takes into account the acuity of eachmember’s medical needs relative to what was anticipated when premiums were originally set for that member. In the event that a member requires less acute medicalcare than was anticipated by the original premium amount, CMS may recover premium from us. In the event that a member requires more acute medical care thanwas anticipated by the original premium amount, CMS may pay us additional retroactive premium. A similar retroactive reconciliation is undertaken by CMS for ourMedicare members’ pharmacy utilization. That analysis is similar to the process for the adjustment of member risk scores, but is further complicated by memberpharmacy cost sharing provisions attached to the Medicare pharmacy benefit that do not apply to the services measured by the member risk adjustment process. Weestimate the amount of Medicare revenue that will ultimately be realized for the periods presented based on our knowledge of our members’ heath care utilizationpatterns and CMS practices. To the extent that the premium revenue ultimately received from CMS differs from recorded amounts, we will adjust reported Medicarerevenue. Based upon our knowledge of member health care utilization patterns we have recorded a liability of approximately $0.6 million related to the potentialrecoupment of Medicare premium revenue at December 31, 2009.37Table of ContentsHistorically, membership growth has been the primary reason for our increasing annual premium revenues, although more recently our revenues have also grown due tothe more care-intensive benefits and related higher premiums associated with our ABD and Medicare members. We have increased our membership through both internalgrowth and acquisitions. The following table sets forth the approximate total number of members by state health plan as of the dates indicated:As of December 31,2009 2008 2007Total Ending Membership by Health Plan:California 351,000 322,000 296,000Florida(1) 50,000 — —Michigan 223,000 206,000 209,000Missouri 78,000 77,000 68,000New Mexico 94,000 84,000 73,000Ohio 216,000 176,000 136,000Texas 40,000 31,000 29,000Utah 69,000 61,000 55,000Washington 334,000 299,000 283,000Total 1,455,000 1,256,000 1,149,000Total Ending Membership by State for our Medicare Advantage Special Needs Plans:California 2,100 1,500 1,100Michigan 3,300 1,700 1,100New Mexico 400 300 —Texas 500 400 —Utah 4,000 2,400 1,900Washington 1,300 1,000 500Total 11,600 7,300 4,600Total Ending Membership by State for our Aged, Blind or Disabled (“ABD”) Population:California 13,900 12,700 11,800http://sec.gov/Archives/edgar/data/1179929/000095012310025132/a55407e10vk.htm[1/6/2012 11:12:35 AM]
e10vkFlorida(1) 8,800 — —Michigan 32,200 30,300 31,400New Mexico 5,700 6,300 6,800Ohio 22,600 19,000 14,900Texas 17,600 16,200 16,000Utah 7,500 7,300 6,800Washington 3,200 3,000 2,800Total 111,500 94,800 90,500(1) The Florida health plan began enrolling members in December 2008.38Table of ContentsThe following table provides details of member months (defined as the aggregation of each month’s membership for the period) by state for the years endedDecember 31, 2009, 2008, and 2007:2009 2008 2007Total Member Months by Health Plan:California 4,135,000 3,721,000 3,500,000Florida(1) 386,000 — —Michigan 2,523,000 2,526,000 2,597,000Missouri 927,000 910,000 136,000New Mexico 1,042,000 970,000 803,000Ohio 2,411,000 1,998,000 1,567,000Texas 402,000 348,000 335,000Utah 793,000 659,000 593,000Washington 3,847,000 3,514,000 3,419,000Total 16,466,000 14,646,000 12,950,000(1) The Florida health plan began enrolling members in December 2008.ExpensesOur operating expenses include expenses related to the provision of medical care services and general and administrative, or G&A, expenses. Our results of operationsare impacted by our ability to effectively manage expenses related to health care services and to accurately estimate costs incurred. Expenses related to medical care services arecaptured in the following four categories:• Fee-for-service: Physician providers paid on a fee-for-service basis are paid according to a fee schedule set by the state or by our contracts with the providers. Wepay hospitals on a fee-for-service basis in a variety of ways, including by per diem amounts, by diagnostic-related groups, or DRGs, as a percentage of billed charges,and by case rates. We also pay a small portion of hospitals on a capitated basis. We also have stop-loss agreements with the hospitals with which we contract; undercertain circumstances, we pay escalated charges in connection with these stop-loss agreements. Under all fee-for-service arrangements, we retain the financialresponsibility for medical care provided. Expenses related to fee-for-service contracts are recorded in the period in which the related services are dispensed. The costsof drugs administered in a physician or hospital setting that are not billed through our pharmacy benefit managers are included in fee-for-service costs.• Capitation: Many of our primary care physicians and a small portion of our specialists and hospitals are paid on a capitated basis. Under capitation contracts, wetypically pay a fixed PMPM payment to the provider without regard to the frequency, extent, or nature of the medical services actually furnished. Under capitatedcontracts, we remain liable for the provision of certain health care services. Certain of our capitated contracts also contain incentive programs based on servicedelivery, quality of care, utilization management, and other criteria. Capitation payments are fixed in advance of the periods covered and are not subject to significantaccounting estimates. These payments are expensed in the period the providers are obligated to provide services. The financial risk for pharmacy services for a smallportion of our membership is delegated to capitated providers.• Pharmacy: Pharmacy costs include all drug, injectibles, and immunization costs paid through our pharmacy benefit managers. As noted above, drugs and injectiblesnot paid through our pharmacy benefit managers are included in fee-for-service costs, except in those limited instances where we capitate drug and injectible costs.• Other: Other medical care costs include medically related administrative costs, certain provider incentive costs, reinsurance costs, and other health care expense.Medically related administrative costs include, for example, expenses relating to health education, quality assurance, case management, disease management, 24-houron-call nurses, and a portion of our information technology costs. Salary and benefit costs are a39Table of Contentssubstantial portion of these expenses. For the years ended December 31, 2009, 2008 and 2007, medically related administrative costs were approximately$74.6 million, $75.9 million and $65.4 million, respectively.The following table provides the details of our consolidated medical care costs for the periods indicated (dollars in thousands except PMPM amounts):Year Ended December 31,2009 2008 2007% of % of % ofAmount PMPM Total Amount PMPM Total Amount PMPM TotalFee-for-service $ 2,077,489 $ 126.14 65.4% $ 1,709,806 $ 116.69 65.2% $ 1,343,911 $ 103.77 64.6%Capitation 558,538 33.91 17.6 450,440 30.74 17.2 375,206 28.97 18.0Pharmacy 414,785 25.18 13.1 356,184 24.31 13.6 270,363 20.88 13.0Other 125,424 7.62 3.9 104,882 7.16 4.0 90,603 7.00 4.4Total $ 3,176,236 $ 192.85 100.0% $ 2,621,312 $ 178.90 100.0% $ 2,080,083 $ 160.62 100.0%Our medical care costs include amounts that have been paid by us through the reporting date as well as estimated liabilities for medical care costs incurred but not paidby us as of the reporting date. See “Critical Accounting Policies” below for a comprehensive discussion of how we estimate such liabilities. The following table provides thedetails of our medical claims and benefits payable as of the dates indicated (in thousands):December 31,2009 2008Fee-for-service claims incurred but not paid (IBNP) $ 246,508 $ 236,492Capitation payable 39,995 28,111Pharmacy 20,609 18,837Other 9,404 9,002Total $ 316,516 $ 292,442G&A expenses largely consist of wage and benefit costs for our employees, premium taxes, and other administrative expenses. Some G&A services are provided locally,while others are delivered to our health plans from a centralized location. The primary centralized functions are claims processing, information systems, finance and accountingservices, and legal and regulatory services. Locally provided functions include member services, plan administration, and provider relations. G&A expenses include premiumtaxes for each of our health plans in California, Florida, Michigan, New Mexico, Ohio, Texas, and Washington.40Table of ContentsResults of OperationsThe following table sets forth selected consolidated operating ratios. All ratios, with the exception of the medical care ratio, are shown as a percentage of total revenue.The medical care ratio is shown as a percentage of premium revenue because there is a direct relationship between the premium revenue earned and the cost of health care.Year Ended December 31,2009 2008 2007Premium revenue 99.8% 99.3% 98.8%Investment income 0.2 0.7 1.2Total revenue 100.0% 100.0% 100.0%http://sec.gov/Archives/edgar/data/1179929/000095012310025132/a55407e10vk.htm[1/6/2012 11:12:35 AM]
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e10vkTable of ContentsItem 1:Overvi
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e10vkDepartment of Health Services
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e10vkservices, and reputation or na
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e10vkIf our government contracts ar
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e10vkIf our cost increases resultin
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e10vkour board of directors. Becaus
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e10vkFirst Quarter $ 44.94 $ 23.46S
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e10vkTable of ContentsCertain compo
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- Page 360 and 361: e10vkREPORT OF INDEPENDENT REGISTER
- Page 362 and 363: e10vk65Table of ContentsMOLINA HEAL
- Page 364 and 365: e10vkDelegated Provider InsolvencyC
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- Page 372 and 373: e10vk$10.9 million, and $7.9 millio
- Page 374 and 375: e10vkIn July 2008, our board of dir
- Page 376 and 377: e10vkThe Registrant has an equity i
- Page 378 and 379: e10vkSIGNATURESPursuant to the requ
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- Page 388 and 389: e10vkEX-31.1EX-31.2EX-32.1EX-32.2Ta
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- Page 414 and 415: e10vkYear Ended December 31,2009 20
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- Page 418 and 419: e10vkMOLINA HEALTHCARE, INC.NOTES T
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exv10w243.2 Member Eligibility Dete
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exv10w245.6 Amendment. Health Plan
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exv10w24HSA — Hospital Services A
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exv10w24License No. StreetNPI (or U
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exv10w24Page 23 of 40ATTACHMENT CPr
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exv10w24• This reimbursement meth
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exv10w24Molina ECMS ref# 729 Provid
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exv10w24(Rule 53250(e)(4))8. Provid
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exv10w241. Right to Audit. Provider
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exv10w24Treasurer G. William Hammer
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exv10w25unless the situation is one
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exv10w25Plan in identifying, proces
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exv10w25Page 9that the offset and r
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exv10w25under this Agreement.h. Hea
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exv10w25Page 16Date 6/1/06ATTACHMEN
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exv10w25that Provider is de-delegat
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exv10w25the subscriber or Member by
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exv10w25discretion, that Provider h
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exv10w252.5 Annual Disclosure of Ca
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exv10w25Initials of authorizedrepre
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exv10w25the report is true and corr
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exv21w1EX-21.1 6 a55407exv21w1.htm
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exv31w1EX-31.1 8 a55407exv31w1.htm
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exv32w1EX-32.1 10 a55407exv32w1.htm
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e10vk10-K 1 a58840e10vk.htm FORM 10
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e10vkOur StrengthsWe focus on servi
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e10vkevent.CompetitionWe operate in
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e10vkat the funding for these healt
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e10vk18Table of ContentsAlso, many
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e10vkTable of Contentsalleged non-c
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e10vk(fair value of $20.4 million).
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e10vkTable of ContentsSTOCK PERFORM
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e10vkAs of December 31, 2010, our h
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e10vkYear Ended December 31,2010 20
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e10vkAcquisitionsWisconsin Health P
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e10vkspecific performance measures
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e10vkoverestimations were tied to o
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e10vkIntangible assets, net 105,500
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e10vkOur Health Plans segment compr
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e10vkSituations may arise where the
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e10vkinvestment fund. As of Decembe
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e10vk87Table of ContentsMOLINA HEAL
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e10vk7. ReceivablesHealth Plans seg
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e10vkTable of ContentsMOLINA HEALTH
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e10vkindebtedness under the Credit
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e10vkstatutory capital and surplus
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e10vkCash paid in business purchase
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e10vkItem 12.Security Ownership of
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exv10w27EX-10.27 2 a58840exv10w27.h
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exv10w27(f) all transferable or ass
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exv10w27and other charges have been
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exv10w27under or affecting the Prop
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exv10w27BY A GENERAL RELEASE, WHICH
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exv10w27(f) Seller’s share of the
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exv10w2710.6 Items Not to be Prorat
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exv10w27- 21 -(i) Delinquency Repor
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exv10w27executed, and delivered by
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exv10w27MATERIALS THAT PERTAIN TO T
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exv10w27Attn: General CounselTeleph
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exv10w2718.16 Authority. The indivi
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exv12w1EX-12.1 3 a58840exv12w1.htm
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exv23w1EX-23.1 5 a58840exv23w1.htm
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exv31w2EX-31.2 7 a58840exv31w2.htm
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exv32w2EX-32.2 9 a58840exv32w2.htm