NEMT Subcontractor Agreement Checklist: Terms to Settle Before You Share Trips

When one NEMT company runs another’s trips, the company that holds the payer contract is the prime and the one driving is the subcontractor. The paper between them has to carry every promise the prime made to its broker, health plan, or facility. This checklist lists those terms in the order a lawyer drafts them, with a blank for what the two companies agree.

How to use this template

1. Do Part 1 before you talk about rates. If the payer does not allow subcontracting, stop there. Subcontracting NEMT trips explains which programs allow it and the safer routes when they do not.
2. Fill in Parts 2 to 10 together. Both owners sit down with the prime’s payer agreement open, write the agreed answer in each blank, and initial the line.
3. Attach the payer’s own documents. Keep the consent letter, the payer’s credentialing list, its insurance page, and its performance standards with the checklist, so the subcontract can point to them.
4. Hand the finished list to a lawyer. This is a checklist, not a contract and not legal advice. A health care attorney turns it into the subcontract and the business associate agreement.
5. Review it when the payer changes its terms. MTM Health may amend its standard agreement, rates included, on written notice, and the change stands unless the provider rejects it in writing within 30 days (section 20). Every change like that has to reach the subcontract too.

The template

Part 1: Is subcontracting allowed?

Check	Answer, date, or document	Initials
Payer that sends the trips (broker, health plan, facility, or private customer) and the date of the prime’s agreement
Section of that agreement on assignment and subcontracting, read by both companies
Payer’s written consent received, naming the subcontractor, service area, and levels of service
State Medicaid manual checked for a ban on provider-to-provider subcontracting
State rule on vehicle ownership checked (whose name the vans must be registered and insured in)
Payer confirms whether the subcontractor needs its own Medicaid enrollment or credentialing
For facility or private pay work: the customer’s contract allows another company to do the work

Part 2: The parties and the work

Term	Agreed term
Prime: legal name, EIN, address, NPI, and Medicaid provider number
Subcontractor: legal name, EIN, address, NPI, and Medicaid provider number, if any
Subcontractor’s Form W-9 on file with the prime
Person at each company who receives legal notices, and how (mail, courier, email)
Counties or regions covered
Levels of service: ambulatory, wheelchair, stretcher, or other
Trip types: standing orders, will-call returns, hospital discharges, same-day trips
Days and hours the subcontractor will take trips
Start date, length of the term, and how it renews
The two companies stay independent: each hires, pays, trains, and insures its own staff

Part 3: Drivers, attendants, and vehicles

Term	Agreed term
Every driver and attendant credentialed with the payer before the first trip
A file kept for each driver and attendant, owner-drivers included, and shown to the prime on request
File contents: license, background check at hire and yearly, driving record, drug and alcohol results, training certificates
Training topics the payer requires, such as passenger assistance, securement, fraud, waste and abuse, and HIPAA
Drug and alcohol policy and testing that match the payer’s rules
Owners, drivers, attendants, and office staff checked against exclusion lists every month
Who may pull a driver off the prime’s trips, and when
Vehicle list: year, make, VIN, plate, level of service, lift or ramp
Vans owned or leased by the subcontractor, and registered, insured, and maintained in its name
Each van approved by the payer before use, with current inspections
New or removed drivers and vans reported to the prime within ___ days, before they run a trip

Part 4: Insurance

Coverage	MTM standard agreement (January 1, 2023)	WellTrans, Indiana (October 16, 2025)	Subcontractor will carry
Auto liability	$500,000 combined single limit on every vehicle used	Greater of the local taxi ordinance or $1,500,000 per accident on sedans and vans, written as “Any Auto” or symbols 2, 8, and 9
General liability	$500,000 per occurrence and $500,000 aggregate, broad form contractual	$1,000,000 per incident, broad form, including sexual abuse and molestation with no sub-limits
Workers’ compensation	Statutory amounts	Indiana statutory, plus employer’s liability of $100,000 each accident, $100,000 disease each employee, and $500,000 disease policy limit
Professional liability	Not listed	$1,000,000 per accident for wheelchair vehicle operators
Additional insureds	MTM and all affiliates	WellTrans, Professional Management Enterprises, and Indiana state and FSSA officers and staff	Prime and payer
Pays first	Primary and non-contributory	Primary over WellTrans’s insurance for claims under the agreement
Waiver of subrogation	In favor of MTM	In favor of WellTrans
Cancellation notice	Specific notice of cancellation endorsement	Written notice at least 30 days before any end or change
Certificates	At signing and at each renewal	Before the start date, and again on any renewal or change

Part 5: Running the trips

Term	Agreed term
How trips are offered and accepted, and the cutoff time for the next day
How and by when an accepted trip can be handed back
Backup plan for every accepted trip
The payer’s service standards the subcontractor follows (attach them): on-time windows, wait time, level of assistance
No driver or attendant leaves a rider alone in the vehicle
Only the prime speaks for both companies to the payer, unless the payer says otherwise
Delays that will make a rider late: prime told at once, by phone
Accidents and incidents: phone call within ___ hours, written report within ___ hours
Complaints from riders or facilities: sent to the prime within ___ hours
Criminal charges and civil claims against the subcontractor or its drivers: reported to the prime at once
Neither company solicits the other’s riders, facilities, or staff during the term and for ___ months after

Part 6: Trip records and billing

Term	Agreed term
What each trip record shows: trip ID, scheduled and actual pickup, departure and arrival times, rider signature, mileage, no-show proof
How records are delivered: the payer’s app, a trip log, or a file
Records due within ___ days of each trip, well before the payer’s filing limit
Only the prime bills the payer. The subcontractor invoices the prime.
Neither company bills a rider for a covered trip
Records kept at least 10 years, or longer if the payer requires
The prime, the payer, the state, CMS, and HHS OIG may audit the subcontractor’s records, premises, and vehicles
Copies of requested records sent within ___ days

Part 7: Pay

Term	Agreed term
Rate basis: a set price per trip, a price per mile, or a share of the payer’s rate
Wait time, after-hours, and no-show pay, only where the payer pays them
Payment date, counted from the day complete trip records arrive
Denied or recouped trips: charged to the company whose error caused the denial
Payer penalties and liquidated damages: passed to the company whose service caused them
Offsets against later payments allowed only with written notice
How disputes are raised, and the deadline to raise one
Final payment after the agreement ends, and what the prime may hold back
No payment by either company for referring riders

Part 8: Privacy and the business associate agreement

Term the business associate agreement covers	Agreed term
Rider information used and shared only to run the trips, or as the law requires
Safeguards for paper manifests and for phones, tablets, and email
Unauthorized uses, security incidents, and breaches reported to the prime within ___
The same terms signed by anyone the subcontractor shares rider details with, including a billing or factoring company
Requests to see, correct, or account for rider information answered within ___ business days
Records on privacy practices open to HHS
Rider information returned or destroyed when the work ends, where feasible
The prime may end the agreement if the subcontractor breaks a material term of the business associate agreement
Payer’s written consent on file for sharing member information with the subcontractor

Part 9: Compliance promises

Promise	Agreed term
Neither company, nor any owner, driver, or staff member, is excluded from federal or state health programs
Monthly exclusion screening, with notice to the prime the same day a match is found
No kickbacks, gifts, or payments for referrals, to anyone
Fraud, waste, and abuse training for every driver and office worker, with dates on file
Cooperation with the payer’s audits, spot checks, and corrective action plans
Compliance with the ADA and nondiscrimination rules on every trip
Immediate notice of any investigation, audit, or government inquiry
Any state rule the payer adds, such as work eligibility checks

Part 10: Ending the agreement

Term	Agreed term
Notice either company gives to end it without cause: ___ days
Cure period after written notice of a breach: ___ days
Ends at once if the payer ends the prime’s contract or withdraws consent
Ends at once if insurance lapses, an owner or driver is excluded, or a rider’s safety is at risk
Trips already accepted are run through the notice period
Standing orders handed back to the prime on a set date
Rider information and trip records returned or destroyed
Last invoice due date and last payment date
Terms that continue after it ends: confidentiality, records, audits, and responsibility for claims

Sign-off

	Prime	Subcontractor
Printed name and title
Signature
Date
Attorney who reviewed the agreement, and date

Why the payer’s agreement decides first

A subcontract cannot give the subcontractor more than the payer gave the prime. As of September 2026, the published agreements and manuals set these rules:

Program	Rule on handing trips to another company
New York Medicaid (manual effective August 25, 2023)	Forbidden. Providers are personally and directly responsible for transporting enrollees. A provider short of vehicles alerts the broker, which finds another provider.
MTM Health standard agreement (January 1, 2023)	No subcontracting of any service without MTM’s express written consent (12.A). No pay for trips by uncredentialed drivers or in uncredentialed vehicles (2.N and 6.B).
WellTrans, Indiana (revised October 16, 2025)	No assignment or delegation without written consent, which WellTrans may withhold at its sole discretion. An unauthorized assignment is void (II.H).

New York adds a vehicle rule. Ambulance, ambulette, and taxi providers must own their vehicles or lease them in their own name, with each vehicle registered to, insured by, and maintained by the provider. Using a vehicle registered to or insured by someone else can lead to disenrollment.

Consent does not move the prime’s duties. MTM’s agreement has each provider defend MTM and its client against claims tied to its service, including claims by personnel the provider engaged (10.A), and its insurance limits do not cap that promise (10.C). MTM may also pass along any amount its client assesses because of the provider’s performance (7.A). That is why Parts 4 and 7 match each cost to the company that caused it. For the wider picture of working with several payers, see working with multiple NEMT brokers.

The HIPAA terms the agreement must carry

Every manifest carries protected health information. Under HIPAA, a subcontractor is anyone a business associate hands a function to, other than its own workforce (45 CFR 160.103). A business associate may let a subcontractor handle that information only after getting satisfactory assurances, documented in a written agreement (45 CFR 164.502(e)). The contents HIPAA requires of that agreement are the first eight rows of Part 8, applied to subcontractors by 45 CFR 164.504(e)(5).

Payers often ask for more than the federal minimum:

• Breach clock. HIPAA requires a business associate to report a breach without unreasonable delay and no later than 60 calendar days after discovering it (45 CFR 164.410). WellTrans’s subcontractor business associate agreement wants unauthorized uses and security incidents reported within one business day, and a breach reported in writing no more than one business day after discovery.
• Everyone downstream. WellTrans requires a business associate agreement with any subcontractor or agent that gets protected health information, and names billing companies, factoring companies, and anyone else that receives trip logs, manifests, or billing documents. See NEMT factoring before you sell invoices.
• Consent to share. MTM requires each provider to sign its business associate agreement (2.I), and bars sharing member information with any person or business without MTM’s written consent (21.B).

HHS publishes sample business associate agreement provisions (content last reviewed June 16, 2017) that a lawyer can adapt. HHS notes that they are sample language only. The business associate agreement entry explains when a NEMT company needs one, and the NEMT HIPAA policy covers the rules your own staff follow.

Screening, records, and audits that pass down

Exclusion screening. Federal law requires each state to have a check in place, which may be a signed attestation, confirming that every NEMT provider and individual driver it pays is not excluded from any federal health care program, that each driver holds a valid license, and that each provider has a process to address state drug law violations and to disclose each driver’s driving history to the state (section 1902(a)(87) of the Social Security Act, explained in CMS guidance SMD 23-006, September 28, 2023). Federal health programs pay nothing for items or services an excluded person furnishes (42 CFR 1001.1901). OIG may penalize anyone who arranges or contracts with a person they know or should know is excluded (42 CFR 1003.200(b)(4)). Record each monthly check on the exclusion screening log, and keep each driver’s credentials on the driver file checklist.

Records and audits. When a Medicaid health plan subcontracts its work, the subcontract must let the state, CMS, the HHS Inspector General, and the Comptroller General audit the subcontractor and the subcontractor’s own contractors. That right lasts 10 years from the end of the contract period or the end of an audit, whichever is later (42 CFR 438.230(c)(3)). Brokers carry the same weight in their provider agreements: MTM wants full records for 10 years (2.S), and WellTrans wants them for the term plus 10 years, with copies within three days.

Trip records. MTM’s Virginia handbook (approved August 10, 2026) denies a claim unless the electronic trip log shows the trip ID, scheduled pickup, actual pickup, departure and arrival times, and the member’s signature. MTM’s standard agreement does not pay a claim filed more than 90 days after the date of service, unless its client sets another limit (6.A). Part 6 sets the subcontractor’s due date inside whatever limit applies. The NEMT trip log template has the fields most payers check.

Incident clocks. WellTrans wants a phone call within 3 hours of any accident or incident that injures a driver or rider, and a written report within 24 hours of any accident or incident, injury or not. Its schedule of liquidated damages charges $1,000 for each day an incident report is late. Write the payer’s clocks into Part 5, with time to spare for the prime.

Referral payments. The federal anti-kickback statute makes it a felony to knowingly and willfully pay or receive anything of value in return for referring a person for services a federal health care program pays for, punishable by a fine of up to $100,000, up to 10 years in prison, or both (42 U.S.C. 1320a-7b(b)). Pay in a subcontract should be for rides given, never for riders sent. See anti-kickback rules for NEMT.

Signing. Federal law says a contract in interstate commerce cannot be denied legal effect only because an electronic signature or record was used to form it (15 U.S.C. 7001). Keep the signed subcontract, the business associate agreement, and the payer’s consent together, and send the prime’s broker any copy it asks for.