As early as 1989, Caremark's predecessor issued an internal "Guide to Contractual
Relationships" ("Guide") to govern its employees in entering into contracts with physicians and
hospitals. The Guide tended to be reviewed annually by lawyers and updated. Each version of the
Guide stated as Caremark's and its predecessor's policy that no payments would be made in
exchange for or to induce patient referrals. But what one might deem a prohibited quid pro quo was
not always clear. Due to a scarcity of court decisions interpreting the ARPL, however, Caremark
repeatedly publicly stated that there was uncertainty concerning Caremark's interpretation of the
law.