Common use of Contract Transition and Implementation Clause in Contracts

Contract Transition and Implementation. ‌ If the MMCAP Infuse Member is currently contracting with the Wholesaler for the services, or substantially similar services, as set forth in this Attachment A, Wholesaler will transition each MMCAP Infuse Member from the existing contract (and existing contract terms) to this Contract (and its terms) on the Contract execution date. If a facility becomes an MMCAP Infuse Member currently utilizing the Wholesaler under an alternative distribution contract and wants to transition to the MMCAP Infuse contract with the Wholesaler, the new MMCAP Infuse Member will transition 1st day of the next available month. If the MMCAP Infuse Member is not currently contracting with the Wholesaler for the services or substantially similar services, as set forth in Attachment A, Wholesaler will develop a transition plan for the MMCAP Infuse Member, deploy the plan, and implement this Contract (and its terms) for the MMCAP Infuse Member on the Contract execution date. Transition from an existing contract to this Contract must occur on the Contract execution date or on the 1st day of a month, and no other day. Transitions to and from this Contract can occur during the Contract term. Transition plan timelines will be identified, with a minimum of a 60 (sixty) calendar day transition plan. In completing this transition, Wholesaler shall work with MMCAP Infuse Staff and MMCAP Infuse Participating Facilities to determine the appropriate steps and schedule, subject to the above, for the transition. Wholesaler acknowledges that the transition may be dependent upon the terms of the existing contracts and subject to the notice provisions contained therein. MMCAP Infuse and MMCAP Infuse Participating Facilities acknowledge that the transition is dependent on Wholesaler receiving all documentation from the MMCAP Infuse Participating Facility required for account set-ups. This plan will detail the phase-in of the Wholesaler’s operations at the MMCAP Infuse Member with a 100% operating level at the onset of the contract effective date. Satisfaction of a 100% operating level will include: 1. Installation and testing of all electronic ordering equipment 2. Training of employees 3. Bar coding and shelf labeling 4. Price loading of all MMCAP Infuse Contract Products 5. Wholesaler’s internal inventory preparation and distribution system, based on current MMCAP Infuse Participating Facilities’ sales and usage data 6. Wholesaler’s plan to ensure that stocking and chargeback agreements are in place with all MMCAP Infuse-contracted vendors Wholesaler’s standard procedure for implementing a new MMCAP Infuse Participating Facility is: Wholesaler Distribution Services Contract Signed A minimum of ninety (90) calendar days up to six (6) months detailed usage provided from MMCAP Infuse to Wholesaler Provide site listing from MMCAP Infuse to Wholesaler Communicate conversion team contact listing and schedule calls Fax/email/mail DEA and state pharmacy licenses Obtain MMCAP Infuse roster and confirm eligibility Assess customer technology requirements and begin pre-work Review customer attributes, needs, and expectations Obtain digital certificate for CSOS Assess customer needs for product catalogs Establish delivery plan, times, and requirements Review DC/Customer-Specific Order Cut-Off Time Load usage, activate/create items, and place orders Continue ordering pre-work (EDI, Order Express, etc) Complete account set-up and provide account numbers Delivery route set-ups with couriers are completed Technology work completed and tested Create electronic version of new customer Welcome Kits Confirm pricing eligibility and attach contracts to sites Create new reports as necessary Send new customer Welcome Kits to each site Complete site or webinar training for Order Express Send CII blanks, product catalogs, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for day-1 orders Schedule post-implementation review Schedule Business Review meeting Wholesaler will be responsible for notifying both new and existing MMCAP Infuse Participating Facilities in writing specifying Wholesaler required documentation and instructions sufficient to enable the MMCAP Infuse Participating Facilities to transition to the new Contract. Wholesaler will promptly notify the MMCAP Infuse Participating Facilities in reasonable detail of any missing or incomplete documentation required for account set- up. Wholesaler requires the following documents be completed and submitted to Wholesaler prior to opening a new account: 1. Confirmation of MMCAP Infuse Membership (i.e., MMCAP Infuse ID, etc.) 2. DEA License 3. State License 4. State Controlled Substance License (if applicable) 5. Sales Tax Exempt Certificate 6. Signed Prescription Drug Marketing Act (PDMA) Form 7. Customer Item Usage File (most recent ninety (90) days to six (6) months of purchases) 8. Other forms as applicable, specific to class of trade requirements Wholesaler does not require a credit application for MMCAP Infuse Members. Once a new account number has been established for the MMCAP Infuse Member, Wholesaler will validate the MMCAP Infuse contract eligibility against the roster provided by MMCAP Infuse and attach the appropriate base contracts. Communication will be sent out to manufacturers/suppliers to determine for which additional MMCAP Infuse tiered contracts the MMCAP Infuse Member is eligible. Eligible contracts will be attached accordingly. Wholesaler’s Account Management Team, with support from the Wholesaler’s technical marketing team, will provide any necessary training to MMCAP Infuse Members, including initial account set-up as well as any continuing training needs. Training after initial account set-up will need to be communicated by the MMCAP Infuse Member to their Wholesaler contact. No documentation is required by Wholesaler outside of notification that a Member intends to use one of the applicable services for repackaging, invoice auditing, and returned goods services. However, in order for Wholesaler to send data to DSCSA 3T Data subscription services, Wholesaler requires the completion of the “Notice of Release for DSCSA Transaction Data to 3rd Party” form. Wholesaler will provide an inventory of MMCAP Infuse Contract Products sufficient to meet the needs of the MMCAP Infuse Participating Facilities from the beginning of the MMCAP Infuse contracting period. Historical usage data will be provided by MMCAP Infuse six weeks prior to the start of the contract period. Wholesaler must have all MMCAP Infuse Contract Products loaded in its ordering system, Order Express. Wholesaler is fully committed to being able to support inventory needs of a state at Contract start date.

Contract Transition and Implementation. ‌ If the MMCAP Infuse Member is currently contracting with the Wholesaler Vendor for the services, or substantially similar services, as set forth in this Attachment A, Wholesaler will Vendors shall transition each MMCAP Infuse Member from the existing contract (and existing contract terms) to this Contract contract (and its terms) on the Contract execution date. If a facility becomes an MMCAP Infuse Member currently utilizing the Wholesaler under an alternative distribution contract and wants to transition to the MMCAP Infuse contract with the Wholesaler, the new MMCAP Infuse Member will transition 1st day of the next available monthmonth following execution of this contract and in no event later than 30 days from contract execution. If the MMCAP Infuse Member is not currently contracting with the Wholesaler Vendor for the services or substantially similar services, as set forth in Attachment Exhibit A, Wholesaler will develop a Vendors shall transition plan for each MMCAP Member from the MMCAP Infuse Member, deploy the plan, existing contract (and implement existing contract terms) to this Contract contract (and its terms) for the MMCAP Infuse Member on the Contract 1st day of the third month following execution dateof this contract and in no event later than 90 days from contract execution. Transition from an existing contract to this Contract contract must occur on the Contract execution date or on the 1st day of a month, and no other day. Transitions to and from this Contract can occur during the Contract term. Transition plan timelines will be identified, with a minimum of a 60 (sixty) calendar day transition plan. In completing this transition, Wholesaler Vendor shall work with MMCAP Infuse Staff and MMCAP Infuse Participating Facilities Members to determine the appropriate steps and schedule, subject to the above, for the transition. Wholesaler Vendor acknowledges that the transition may be dependent upon the terms of the existing contracts and subject to the notice provisions contained therein. MMCAP Infuse and MMCAP Infuse Participating Facilities acknowledge that the transition is dependent on Wholesaler receiving all documentation from the MMCAP Infuse Participating Facility required for account set-ups. This plan will detail the phase-in of the Wholesaler’s operations at the MMCAP Infuse Member with a 100% operating level at the onset of the contract effective date. Satisfaction of a 100% operating level will include: 1. Installation and testing of all electronic ordering equipment 2. Training of employees 3. Bar coding and shelf labeling 4. Price loading of all MMCAP Infuse Contract Products 5. Wholesaler’s internal inventory preparation and distribution system, based on current MMCAP Infuse Participating Facilities’ sales and usage data 6. Wholesaler’s plan to ensure that stocking and chargeback agreements are in place with all MMCAP Infuse-contracted vendors WholesalerVendor’s standard procedure for implementing a new MMCAP Infuse Participating Facility Member is: Wholesaler Distribution Services Contract PVA Agreement Signed A minimum of ninety (90) calendar days up to six (6) Provide 12 months detailed usage provided from the MMCAP Infuse Office to Wholesaler Vendor Provide site listing from the MMCAP Infuse Office to Wholesaler Vendor Communicate conversion team contact listing and schedule calls Fax/email/mail DEA and state pharmacy licenses Obtain MMCAP Infuse roster and confirm eligibility Assess customer technology requirements and begin pre-work Review customer attributes, needs, and expectations Obtain digital certificate for CSOS Assess customer needs for product catalogs Establish delivery plan, times, and requirements Review DC/Customer-Specific Order Cut-Off Time Load usage, activate/create items, and place orders Continue ordering pre-work (EDI, Order Express▇▇▇▇▇▇▇▇.▇▇▇, etc) Complete account set-up and provide account numbers Delivery route set-ups with couriers are completed Technology work completed and tested Create electronic version of new customer Welcome Kits Confirm pricing eligibility and attach contracts to sites Create new reports as necessary Send new customer Welcome Kits to each site Complete site or webinar training for Order Express ▇▇▇▇▇▇▇▇.▇▇▇, etc Send CII blanks, product catalogs, hardware, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for day-1 orders Send New customer Welcome Kits to each site Complete site training for ▇▇▇▇▇▇▇▇.▇▇▇, etc Send CII blanks, Product catalogs, hardware, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for Day-1 orders Request corporate contacts to complete customer survey Schedule post-implementation review Schedule Business Review meeting Wholesaler will Vendor shall be responsible for notifying both new and existing MMCAP Infuse Participating Facilities in writing specifying Wholesaler Vendor required documentation and instructions sufficient to enable the MMCAP Infuse Participating Facilities to transition to the new Contractcontract. Wholesaler will Vendor shall promptly notify the MMCAP Infuse Participating Facilities in reasonable detail of any missing or incomplete documentation required for account set- set-up. Wholesaler Vendor requires the following documents be completed and submitted to Wholesaler Vendor prior to opening a new account: 1. Confirmation of MMCAP Infuse Membership (i.e.Contract Pricing Declaration Form, MMCAP Infuse ID, etcfound at: ▇▇▇▇://▇▇▇.)▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/pricingdeclaration 2. DEA State Pharmacy License 3. State LicenseDEA Certificate, if required for the Products ordered 4. State Controlled Substance License (if applicable)Return Goods Authorization, Ongoing Assurance 5. Sales Tax Exempt Certificate 6. Signed Prescription Drug Marketing Act (PDMA) Form 7. Customer Item Usage File (most recent ninety (90) days to six (6) months of purchases) 8. Other forms as applicable, specific to class of trade requirements Wholesaler does not require a credit application for MMCAP Infuse Members. Once a new account number has been established for the MMCAP Infuse Member, Wholesaler will validate the MMCAP Infuse contract eligibility against the roster provided by MMCAP Infuse and attach the appropriate base contracts. Communication A contact name will be sent out requested to manufacturersaddress any potential Accounts Receivable/suppliers to determine for which additional MMCAP Infuse tiered contracts the MMCAP Infuse Member is eligible. Eligible contracts will be attached accordingly. Wholesaler’s Account Management Team, with support from the Wholesaler’s technical marketing team, will provide any necessary training to MMCAP Infuse Members, including initial account set-up as well as any continuing training needs. Training after initial account set-up will need to be communicated by the MMCAP Infuse Member to their Wholesaler contact. No documentation is required by Wholesaler outside of notification that a Member intends to use one of the applicable services for repackaging, invoice auditing, and returned goods services. However, in order for Wholesaler to send data to DSCSA 3T Data subscription services, Wholesaler requires the completion of the “Notice of Release for DSCSA Transaction Data to 3rd Party” form. Wholesaler Payable issues (credit applications are not required) Vendor will provide an inventory of MMCAP Infuse Contract Products sufficient to meet the needs of the MMCAP Infuse Participating Facilities from the beginning of the MMCAP Infuse contracting period. Historical usage data will be provided by the MMCAP Infuse Office six weeks prior to the start of the contract period. Wholesaler Vendor must have all MMCAP Infuse Contract Products loaded in its ordering system, Order Express. Wholesaler is fully committed system and have a minimum of thirty (30) calendar days’ Product supply available to being able order prior to support inventory needs of a state at Contract the contract start date.

Contract Transition and Implementation. ‌ If the MMCAP Infuse Member is currently contracting with the Wholesaler for the services, or substantially similar services, as set forth in this Attachment A, Wholesaler will transition each MMCAP Infuse Member from the existing contract (and existing contract terms) to this Contract (and its terms) on the Contract execution date. If a facility becomes an MMCAP Infuse Member currently utilizing the Wholesaler under an alternative distribution contract and wants to transition to the MMCAP Infuse contract with the Wholesaler, the new MMCAP Infuse Member will transition 1st day of the next available monthmonth following execution of this Contract and in no event later than 30 days from Contract execution. If the MMCAP Infuse Member is not currently contracting with the Wholesaler for the services or substantially similar services, as set forth in Attachment A, Wholesaler will develop a transition plan for the MMCAP Infuse Member, deploy the plan, and shall implement this Contract contract (and its terms) for the MMCAP Infuse Member on the 1st day of the third month following execution of this Contract execution dateand in no event later than 90 days from Contract execution. Transition from an existing contract to this Contract must occur on the Contract execution date or on the 1st day of a month, and no other day. Transitions to and from this Contract can occur during the Contract term. Transition plan timelines will be identified, with a minimum of a 60 (sixty) calendar day transition plan. In completing this transition, Wholesaler shall work with MMCAP Infuse Staff and MMCAP Infuse Participating Facilities to determine the appropriate steps and schedule, subject to the above, for the transition. Wholesaler acknowledges that the transition may be dependent upon the terms of the existing contracts and subject to the notice provisions contained therein. MMCAP Infuse and MMCAP Infuse Participating Facilities acknowledge that the transition is dependent on Wholesaler receiving all documentation from the MMCAP Infuse Participating Facility required for account set-set- ups. This plan will detail the phase-in of the Wholesaler’s operations at the MMCAP Infuse Member with a 100% operating level at the onset of the contract effective date. Satisfaction of a 100% operating level will include: 1. a. Installation and testing of all electronic ordering equipment 2. b. Training of employees 3. c. Bar coding and shelf labeling 4. d. Price loading of all MMCAP Infuse Contract Productscontract products 5. e. Wholesaler’s internal inventory preparation and distribution system, based on current MMCAP Infuse Participating Facilities’ sales and usage data 6. f. Wholesaler’s plan to ensure that stocking and chargeback agreements are in place with all MMCAP InfuseMMCAP-contracted vendors Wholesaler’s standard procedure for implementing a new MMCAP Infuse Participating Facility is: Wholesaler Distribution Services Contract Signed A minimum of ninety (90) calendar days up to six (6) Provide 12 months detailed usage provided from MMCAP Infuse to Wholesaler Provide site listing from MMCAP Infuse to Wholesaler Communicate conversion team contact listing and schedule calls Fax/email/mail DEA and state pharmacy licenses Obtain MMCAP Infuse roster and confirm eligibility Assess customer technology requirements and begin pre-work Review customer attributes, needs, and expectations Obtain digital certificate for CSOS Assess customer needs for product catalogs Establish delivery plan, times, and requirements Review DC/Customer-Specific Order Cut-Off Time Load usage, activate/create items, and place orders Continue ordering pre-work (EDI, ▇▇▇▇▇▇▇▇.▇▇▇ or Order Express, etc) Complete account set-up and provide account numbers Delivery route set-ups with couriers are completed Technology work completed and tested Create electronic version of new customer Welcome Kits Confirm pricing eligibility and attach contracts to sites Create new reports as necessary Send new customer Welcome Kits to each site Complete site or webinar training for ▇▇▇▇▇▇▇▇.▇▇▇ or Order Express Express, etc Send CII blanks, product catalogs, hardware, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for day-1 orders Send New customer Welcome Kits to each site Complete site training for ▇▇▇▇▇▇▇▇.▇▇▇ or Order Express, etc Send CII blanks, Product catalogs, hardware, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for Day-1 orders Request corporate contacts to complete customer survey Schedule post-implementation review Schedule Business Review meeting Wholesaler will be responsible for notifying both new and existing MMCAP Infuse Participating Facilities in writing specifying Wholesaler required documentation and instructions sufficient to enable the MMCAP Infuse Participating Facilities to transition to the new Contract. Wholesaler will promptly notify the MMCAP Infuse Participating Facilities in reasonable detail of any missing or incomplete documentation required for account set- set-up. Wholesaler requires the following documents be completed and submitted to Wholesaler prior to opening a new account: 1. Confirmation of MMCAP Infuse Membership (i.e., i.e. MMCAP Infuse ID, etc.) 2. DEA LicenseLetter of Authorization 3. Contract Pricing Declaration Form, found at: ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/pricingdeclaration 4. State Pharmacy License 45. DEA Certificate, if required for the Products ordered 6. State Controlled Substance License (if applicable) 5. Sales Tax Exempt Certificate 6. Signed Prescription Drug Marketing Act (PDMA) Form 7. Customer Item Usage File (most recent ninety (90) days to six (6) months of purchases) 8. Other forms as applicable, specific to class of trade requirements Wholesaler does not require a credit application for MMCAP Infuse Members. Once a new account number has been established for the MMCAP Infuse Member, Wholesaler will validate the MMCAP Infuse contract eligibility against the roster provided by MMCAP Infuse and attach the appropriate base contracts. Communication will be sent out to manufacturers/suppliers to determine for which additional MMCAP Infuse tiered contracts the MMCAP Infuse Member is eligible. Eligible contracts will be attached accordingly. Wholesaler’s Account Management Team, with support from the Wholesaler’s technical marketing team, will provide any necessary training to MMCAP Infuse Members, including initial account set-up as well as any continuing training needs. Training after initial account set-up will need to be communicated by the MMCAP Infuse Member to their Wholesaler contact. No documentation is required by Wholesaler outside of notification that a Member intends to use one of the applicable services for repackaging, invoice auditing, and returned goods services. However, in order for Wholesaler to send data to DSCSA 3T Data subscription services, Wholesaler requires the completion of the “Notice of Release for DSCSA Transaction Data to 3rd Party” form. Wholesaler will provide an inventory of MMCAP Infuse Contract Products sufficient to meet the needs of the MMCAP Infuse Participating Facilities from the beginning of the MMCAP Infuse contracting period. Historical usage data will be provided by MMCAP Infuse six weeks prior to the start of the contract period. Wholesaler must have all MMCAP Infuse Contract Products loaded in its ordering system, Order Express. Wholesaler is fully committed to being able to support inventory needs of a state at Contract start date.

Contract Transition and Implementation. ‌ If the MMCAP Infuse Member is currently contracting with the Wholesaler for the services, or substantially similar services, as set forth in this Attachment A, Wholesaler will transition each MMCAP Infuse Member from the existing contract (and existing contract terms) to this Contract (and its terms) on the Contract execution date. If a facility becomes an MMCAP Infuse Member currently utilizing the Wholesaler under an alternative distribution contract and wants to transition to the MMCAP Infuse contract with the Wholesaler, the new MMCAP Infuse Member will transition 1st day of the next available month. If the MMCAP Infuse Member is not currently contracting with the Wholesaler for the services or substantially similar services, as set forth in Attachment A, Wholesaler will develop a transition plan for the MMCAP Infuse Member, deploy the plan, and implement this Contract (and its terms) for the MMCAP Infuse Member on the Contract execution date. Transition from an existing contract to this Contract must occur on the Contract execution date or on the 1st day of a month, and no other day. Transitions to and from this Contract can occur during the Contract term. Transition plan timelines will be identified, with a minimum of a 60 (sixty) calendar day transition plan. In completing this transition, Wholesaler shall work with MMCAP Infuse Staff and MMCAP Infuse Participating Facilities to determine the appropriate steps and schedule, subject to the above, for the transition. Wholesaler acknowledges that the transition may be dependent upon the terms of the existing contracts and subject to the notice provisions contained therein. MMCAP Infuse and MMCAP Infuse Participating Facilities acknowledge that the transition is dependent on Wholesaler receiving all documentation from the MMCAP Infuse Participating Facility required for account set-ups. This plan will detail the phase-in of the Wholesaler’s operations at the MMCAP Infuse Member with a 100% operating level at the onset of the contract effective date. Satisfaction of a 100% operating level will include: 1. Installation and testing of all electronic ordering equipment 2. Training of employees 3. Bar coding and shelf labeling 4. Price loading of all MMCAP Infuse Contract Products 5. Wholesaler’s internal inventory preparation and distribution system, based on current MMCAP Infuse Participating Facilities’ sales and usage data 6. Wholesaler’s plan to ensure that stocking and chargeback agreements are in place with all MMCAP Infuse-contracted vendors Wholesaler’s standard procedure for implementing a new MMCAP Infuse Participating Facility is: Wholesaler Distribution Services Contract Signed A minimum of ninety (90) calendar days up to six (6) months detailed usage provided from MMCAP Infuse to Wholesaler Provide site listing from MMCAP Infuse to Wholesaler Communicate conversion team contact listing and schedule calls Fax/email/mail DEA and state pharmacy licenses Obtain MMCAP Infuse roster and confirm eligibility Assess customer technology requirements and begin pre-work Review customer attributes, needs, and expectations Obtain digital certificate for CSOS Assess customer needs for product catalogs Establish delivery plan, times, and requirements Review DC/Customer-Specific Order Cut-Off Time Load usage, activate/create items, and place orders Continue ordering pre-work (EDI, Order Express, etc) Complete account set-up and provide account numbers Delivery route set-ups with couriers are completed Technology work completed and tested Create electronic version of new customer Welcome Kits Confirm pricing eligibility and attach contracts to sites Create new reports as necessary Send new customer Welcome Kits to each site Complete site or webinar training for Order Express Send CII blanks, product catalogs, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for day-1 orders Schedule post-implementation review Schedule Business Review meeting Wholesaler will be responsible for notifying both new and existing MMCAP Infuse Participating Facilities in writing specifying Wholesaler required documentation and instructions sufficient to enable the MMCAP Infuse Participating Facilities to transition to the new Contract. Wholesaler will promptly notify the MMCAP Infuse Participating Facilities in reasonable detail of any missing or incomplete documentation required for account set- up. Wholesaler requires the following documents be completed and submitted to Wholesaler prior to opening a new account: 1. Confirmation of MMCAP Infuse Membership (i.e., MMCAP Infuse ID, etc.) 2. DEA License 3. State License 4. State Controlled Substance License (if applicable) 5. Sales Tax Exempt Certificate 6. Signed Prescription Drug Marketing Act (PDMA) Form 7. Customer Item Usage File (most recent ninety (90) days to six (6) months of purchases) 8. Other forms as applicable, specific to class of trade requirements Wholesaler does not require a credit application for MMCAP Infuse Members. Once a new account number has been established for the MMCAP Infuse Member, Wholesaler will validate the MMCAP Infuse contract eligibility against the roster provided by MMCAP Infuse and attach the appropriate base contracts. Communication will be sent out to manufacturers/suppliers to determine for which additional MMCAP Infuse tiered contracts the MMCAP Infuse Member is eligible. Eligible contracts will be attached accordingly. Wholesaler’s Account Management Team, with support from the Wholesaler’s technical marketing team, will provide any necessary training to MMCAP Infuse Members, including initial account set-up as well as any continuing training needs. Training after initial account set-up will need to be communicated by the MMCAP Infuse Member to their Wholesaler contact. No documentation is required by Wholesaler outside of notification that a Member intends to use one of the applicable services for repackaging, invoice auditing, and returned goods services. However, in order for Wholesaler to send data to DSCSA 3T Data subscription services, Wholesaler requires the completion of the “Notice of Release for DSCSA Transaction Data to 3rd Party” form. Wholesaler will provide an inventory of MMCAP Infuse Contract Products sufficient to meet the needs of the MMCAP Infuse Participating Facilities from the beginning of the MMCAP Infuse contracting period. Historical usage data will be provided by MMCAP Infuse six weeks prior to the start of the contract period. Wholesaler must have all MMCAP Infuse Contract Products loaded in its ordering system, Order Express. Wholesaler is fully committed to being able to support inventory needs of a state at Contract start date.

Contract Transition and Implementation. ‌ If the MMCAP Infuse Member is currently contracting with the Wholesaler for the services, or substantially similar services, as set forth in this Attachment A, Wholesaler will transition each MMCAP Infuse Member from the existing contract (and existing contract terms) to this Contract (and its terms) on the Contract execution date. If a facility becomes an MMCAP Infuse Member currently utilizing the Wholesaler under an alternative distribution contract and wants to transition to the MMCAP Infuse contract with the Wholesaler, the new MMCAP Infuse Member will transition 1st day of the next available monthmonth following execution of this Contract and in no event later than 30 days from Contract execution. If the MMCAP Infuse Member is not currently contracting with the Wholesaler for the services or substantially similar services, as set forth in Attachment A, Wholesaler will develop a transition plan for the MMCAP Infuse Member, deploy the plan, and shall implement this Contract contract (and its terms) for the MMCAP Infuse Member on the 1st day of the third month following execution of this Contract execution dateand in no event later than 90 days from Contract execution. Transition from an existing contract to this Contract must occur on the Contract execution date or on the 1st day of a month, and no other day. Transitions to and from this Contract can occur during the Contract term. Transition plan timelines will be identified, with a minimum of a 60 (sixty) calendar day transition plan. In completing this transition, Wholesaler shall work with MMCAP Infuse Staff and MMCAP Infuse Participating Facilities to determine the appropriate steps and schedule, subject to the above, for the transition. Wholesaler acknowledges that the transition may be dependent upon the terms of the existing contracts and subject to the notice provisions contained therein. MMCAP Infuse and MMCAP Infuse Participating Facilities acknowledge that the transition is dependent on Wholesaler receiving all documentation from the MMCAP Infuse Participating Facility required for account set-set- ups. This plan will detail the phase-in of the Wholesaler’s operations at the MMCAP Infuse Member with a 100% operating level at the onset of the contract effective date. Satisfaction of a 100% operating level will include: 1. a. Installation and testing of all electronic ordering equipment 2. b. Training of employees 3. c. Bar coding and shelf labeling 4. d. Price loading of all MMCAP Infuse Contract Productscontract products 5. e. Wholesaler’s internal inventory preparation and distribution system, based on current MMCAP Infuse Participating Facilities’ sales and usage data 6. f. Wholesaler’s plan to ensure that stocking and chargeback agreements are in place with all MMCAP InfuseMMCAP-contracted vendors Wholesaler’s standard procedure for implementing a new MMCAP Infuse Participating Facility is: Wholesaler Distribution Services Contract Signed A minimum of ninety (90) calendar days up to six (6) Provide 12 months detailed usage provided from MMCAP Infuse to Wholesaler Provide site listing from MMCAP Infuse to Wholesaler Communicate conversion team contact listing and schedule calls Fax/email/mail DEA and state pharmacy licenses Obtain MMCAP Infuse roster and confirm eligibility Assess customer technology requirements and begin pre-work Review customer attributes, needs, and expectations Obtain digital certificate for CSOS Assess customer needs for product catalogs Establish delivery plan, times, and requirements Review DC/Customer-Specific Order Cut-Off Time Load usage, activate/create items, and place orders Continue ordering pre-work (EDI, ▇▇▇▇▇▇▇▇.▇▇▇ or Order Express, etc) Complete account set-up and provide account numbers Delivery route set-ups with couriers are completed Technology work completed and tested Create electronic version of new customer Welcome Kits Confirm pricing eligibility and attach contracts to sites Create new reports as necessary Send new customer Welcome Kits to each site Complete site or webinar training for ▇▇▇▇▇▇▇▇.▇▇▇ or Order Express Express, etc Send CII blanks, product catalogs, hardware, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for day-1 orders Send New customer Welcome Kits to each site Complete site training for ▇▇▇▇▇▇▇▇.▇▇▇ or Order Express, etc Send CII blanks, Product catalogs, hardware, etc. in tote as test order Outbound calls to each site as follow-up on test delivery and site visit Confirm Product is received and ready for Day-1 orders Request corporate contacts to complete customer survey Schedule post-implementation review Schedule Business Review meeting Wholesaler will be responsible for notifying both new and existing MMCAP Infuse Participating Facilities in writing specifying Wholesaler required documentation and instructions sufficient to enable the MMCAP Infuse Participating Facilities to transition to the new Contract. Wholesaler will promptly notify the MMCAP Infuse Participating Facilities in reasonable detail of any missing or incomplete documentation required for account set- set-up. Wholesaler requires the following documents be completed and submitted to Wholesaler prior to opening a new account: 1. Confirmation of MMCAP Infuse Membership (i.e., i.e. MMCAP Infuse ID, etc.) 2. DEA LicenseLetter of Authorization 3. Contract Pricing Declaration Form, found at: ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/pricingdeclaration 4. State Pharmacy License 45. DEA Certificate, if required for the Products ordered 6. State Controlled Substance License (if applicable) 5. Sales Tax Exempt Certificate 6. Signed Prescription Drug Marketing Act (PDMA) Form 7. Customer Item Usage File (most recent ninety (90) days to six (6) months of purchases) 8. Other forms as applicable, specific to class of trade requirements Wholesaler does not require a credit application for MMCAP Infuse Members. Once a new account number has been established for the MMCAP Infuse Member, Wholesaler will validate the MMCAP Infuse contract eligibility against the roster provided by MMCAP Infuse and attach the appropriate base contracts. Communication will be sent out to manufacturers/suppliers to determine for which additional MMCAP Infuse tiered contracts the MMCAP Infuse Member is eligible. Eligible contracts will be attached accordingly. Wholesaler’s Account Management Team, with support from the Wholesaler’s technical marketing team, will provide any necessary training to MMCAP Infuse Members, including initial account set-up as well as any continuing training needs. Training after initial account set-up will need to be communicated by the MMCAP Infuse Member to their Wholesaler contact. No documentation is required by Wholesaler outside of notification that a Member intends to use one of the applicable services for repackaging, invoice auditing, and returned goods services. However, in order for Wholesaler to send data to DSCSA 3T Data subscription services, Wholesaler requires the completion of the “Notice of Release for DSCSA Transaction Data to 3rd Party” form. Wholesaler will provide an inventory of MMCAP Infuse Contract Products sufficient to meet the needs of the MMCAP Infuse Participating Facilities from the beginning of the MMCAP Infuse contracting period. Historical usage data will be provided by MMCAP Infuse six weeks prior to the start of the contract period. Wholesaler must have all MMCAP Infuse Contract Products loaded in its ordering system, Order Express. Wholesaler is fully committed to being able to support inventory needs of a state at Contract start date.