Medical-Surgical – Commonwealth Purchasing Group, LLC Participants MediGroup Physician Services Participation Form
PROPRIETARY AND CONFIDENTIAL
February 5, 2016
COMMONWEALTH PURCHASING GROUP, LLC PARTICIPANTS
MEDIGROUP PHYSICIAN SERVICES PARTICIPATION FORM
By signing this form (“Participation Form”) below, Participant, agrees to be bound by the terms of the Group Purchasing
Agreement between MediGroup Physician Services (“MediGroup”) and McKesson Medical-Surgical Inc. (“McKesson
Medical-Surgical”) (“MediGroup Agreement”) and agrees to be bound by the terms of the Group Purchasing
Agreement between CommonWealth Purchasing Group, LLC (“CPG”) and McKesson Medical-Surgical (“CPG
Agreement”) (collectively the “Agreements”), as such Agreements are amended from time to time, and all successors
thereto. The terms applicable to Participant and negotiated between MediGroup or CPG and McKesson Medical-Surgical
under such Agreements are incorporated herein by this reference. In the event of a conflict of terms between the
Agreements and this Participation Form, the terms of this Participation Form shall control followed by the terms of the
CPG Agreement.
1.
Purchase Commitment. Participant appoints McKesson Medical-Surgical as its prime vendor for medicalsurgical products and commits to purchase N/A at least N/A percent (N/A%) of Participant's requirements for such
medical-surgical products available for sale from McKesson Medical-Surgical, which is estimated to be $ N/A.
2.
Group Designation. Participant designates MediGroup, as its primary purchasing group affiliation for the
purpose of this Agreement.
3.
Chargeback Rebill/Rebate Rebill. A Participant’s eligibility for participation under a vendor contract must be
authorized by the manufacturer/vendor and a Participant’s group purchasing organization before the contract is
loaded by McKesson Medical-Surgical for such Participant. In the event a chargeback or rebate for a Product
purchased by Participant is denied by a manufacturer/vendor for any or no reason, such Participant shall pay
McKesson Medical-Surgical the difference between McKesson Medical-Surgical's invoice cost for such Product
and the contract price for such Product plus any unpaid distribution margin based on such cost adjustment.
4.
Resale of Products. Participant hereby certifies that it is purchasing Products from McKesson Medical-Surgical
for its own use. Products are not for resale. Participant shall purchase Products from McKesson MedicalSurgical for its own use and shall not resell or redistribute Products. A breach of this Section 4 shall be deemed a
material breach.
5.
Agreement Confidentiality. Notwithstanding anything in this Agreement to the contrary, the pricing and terms of
this Agreement shall be proprietary and confidential to McKesson Medical-Surgical, and Participant shall not
disclose such pricing and terms without prior written consent from McKesson Medical-Surgical.
6.
Assignment. Participant shall not assign or transfer any interest under this Agreement or delegate any obligation
under this Agreement without the prior written consent of McKesson Medical-Surgical.
7.
Collection Costs. Should it become necessary for either party to take action to collect any sums due or enforce
any provisions hereunder, the prevailing party shall be entitled to all costs and expenses of collection, including,
without limitation, reasonable attorneys fees and court costs.
8.
Taxes; Enforcement Costs. All amounts payable to McKesson Medical-Surgical under this Agreement are
exclusive of all sales, use, value-added, withholding, and other taxes and duties. Participant will promptly pay,
and indemnify McKesson Medical-Surgical against, all taxes and duties assessed in connection with any such
amounts, this Agreement and its performance by any authority within or outside of the U.S., except for taxes
payable on McKesson Medical-Surgical’s net income.
In the event it becomes necessary for either party to take action to collect any sums due or enforce any other
provisions of this Agreement, the prevailing party shall be entitled to recover all costs and expenses of collection,
including without limitation, reasonable attorney’s fees and court costs.
687303071
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COPYRIGHT © 2008 MCKESSON MEDICAL-SURGICAL INC. ALL RIGHTS RESERVED.
THIS DOCUMENT IS PROPRIETARY AND YOU MAY NOT REVEAL THE CONTENTS.
Medical-Surgical – Commonwealth Purchasing Group, LLC Participants MediGroup Physician Services Participation Form
PROPRIETARY AND CONFIDENTIAL
9.
February 5, 2016
Reporting and Disclosure Obligations. PARTICIPANT SHALL BE RESPONSIBLE FOR REPORTING ALL
PRICES, DISCOUNTS, AND REBATES TO REIMBURSING AGENCIES TO THE EXTENT REQUIRED BY
LAW OR REGULATION, INCLUDING MEDICARE AND MEDICAID, AND OTHER ENTITIES, MAINTAINING
RECORDS THEREOF, AND PROVIDING INFORMATION TO REIMBURSING AGENCIES, IN ACCORDANCE
WITH ALL APPLICABLE LAWS. ANY PRICE REDUCTIONS OR DISCOUNT PROGRAMS DESCRIBED IN
THE INVOICE ARE INTENDED TO BE A DISCOUNT WITHIN THE MEANING OF APPLICABLE FEDERAL
AND STATE ANTI-KICKBACK LAWS, INCLUDING, 42 U.S.C. §1320A-7B(B) AND THE DISCOUNT SAFE
HARBOR PROMULGATED THEREUNDER AND CURRENTLY FOUND AT 42 C.F.R. §1001.952(H).
PARTICIPANT UNDERSTANDS THAT THE INVOICE MAY NOT REFLECT THE NET COST OF A PRODUCT
DUE TO A REBATE OR OTHER DISCOUNT PROGRAM.
PARTICIPANT REPRESENTS AND WARRANTS THAT IT WILL SATISFY ANY AND ALL REQUIREMENTS
IMPOSED ON BUYERS, INCLUDING WHEN REQUIRED BY LAW, THE REQUIREMENT TO ACCURATELY
REPORT, OR MAKE AVAILABLE UPON REQUEST BY A FEDERAL OR STATE HEALTH CARE PROGRAM,
THE NET COST ACTUALLY PAID BY PARTICIPANT OR ANY OF THE UNDERSIGNED FOR THE
PRODUCTS AND SERVICES COVERED BY THE INVOICE. FOR PURPOSES OF COST REPORTING
REQUIREMENTS UNDER A FEDERAL OR STATE PROGRAM WHICH PROVIDES COST BASED
REIMBURSEMENT, PARTICIPANT UNDERSTANDS THAT ANY SUCH DISCOUNTS, INCLUDING REBATES,
SHOULD BE PROPERLY ALLOCATED ON A UNIT BASIS SO AS TO REPORT A NET SALE PRICE THAT
ACCURATELY REFLECTS THE TOTAL AMOUNT OF THE DISCOUNT RECEIVED
10.
Delivery Schedule. Participant and McKesson Medical-Surgical have agreed upon the delivery schedule for
Products attached to this Participation Form as Attachment 1.
COMMONWEALTH PURCHASING GROUP, LLC
PARTICIPANT
MCKESSON MEDICAL-SURGICAL INC.
Signature
Signature
Legal Name of Participating Organization
Address
Date
687303071
Date
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COPYRIGHT © 2008 MCKESSON MEDICAL-SURGICAL INC. ALL RIGHTS RESERVED.
THIS DOCUMENT IS PROPRIETARY AND YOU MAY NOT REVEAL THE CONTENTS.
Medical-Surgical – Commonwealth Purchasing Group, LLC Participants MediGroup Physician Services Participation Form
PROPRIETARY AND CONFIDENTIAL
Attachment 1
DELIVERY SCHEDULE
687303071
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COPYRIGHT © 2008 MCKESSON MEDICAL-SURGICAL INC. ALL RIGHTS RESERVED.
THIS DOCUMENT IS PROPRIETARY AND YOU MAY NOT REVEAL THE CONTENTS.
February 5, 2016