Group Purchasing Organization Sample Clauses

Group Purchasing Organization. In the event BCM and a group purchasing organization (“GPO”) of which BCM is a member, enters into a master agreement or pricing agreement governing the purchase and sale of any or all the Equipment and/or Services hereunder (the “Master Agreement”), Seller agrees that BCM shall have the option, in BCM’s sole discretion and upon prior notice to Seller and on a prospective basis only, to (i) continue this Agreement, but to adjust the pricing hereof to reflect the pricing set forth in the GPO Master Agreement, without any penalty, or (ii) terminate this Agreement, without any penalty, and enter into the GPO Master Agreement.
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Group Purchasing Organization. The Resource Group (a) is a “group purchasing organization” dial is structured to comply with the requirements of the “GPO safe harbor” regulations regarding payments to group purchasing organizations set forth in 42 C.F.R. § 1001.952(j), except with respect to the requirement that the group of individuals or entities that the group purchasing organization is authorized to act as a purchasing agent for, be neither wholly-owned by the group purchasing organization nor subsidiaries of a parent corporation that wholly owns the group purchasing organization; (b) obtained a favorable Advisory Opinion from the Department of Health and Human Services Office of the Inspector General issued March 8, 2012 (OIG Advisory Opinion No. 12-01), with respect to the structure and operation of The Resource Group (subsections (a) and (b) referred to collectively as the “GPO Safe Harbor”); and [***]. The Resource Group agrees that if and as required by relevant regulations (as they may be amended from time to time), it will disclose in writing to each Participant which is a provider of services as defined in section 1861(u) of the Social Security Act (or to each Participant facility, if the Participant has more than one facility) at least annually, and upon request, to the U.S. Secretary of Health and Human Services, the actual amount The Resource Group has received from Licensor with respect to purchases made by or on account of the Participant. [***]. The Resource Group makes no representations that the Contract Administrative Fees meet the definition of “bona fide service fees” as defined in 42 C.F.R. § 414.802 or as may be used in other regulations containing similar price reporting requirements.
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Group Purchasing Organization. Ohio Schools Council
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Group Purchasing Organization. (a) The Borrower intends to form a non-wholly owned limited liability company Subsidiary to engage in certain group purchasing activities for pharmacies owned by the Borrower and its Subsidiaries (the "GPO Subsidiary"). At least 95% of the GPO Subsidiaries will be owed by the Borrower or its Subsidiaries with the remainder owned by a third party. The GPO Subsidiary does not constitute a Permitted Joint Venture or a wholly-owned Subsidiary under the Credit Agreement. The Lenders hereby consent to the creation of the GPO Subsidiary. Within ten (10) Business Days after the creation of the GPO Subsidiary, the Borrower shall cause the GPO Subsidiary to execute and deliver to the Administrative Agent (i) a joinder to the Subsidiary Guaranty, pursuant to which such new Subsidiary shall become a party thereto and shall guarantee the payment of the Obligations of the Borrower under the Credit Agreement and the other Credit Documents, and (ii) a joinder to the Security Agreement, pursuant to which such new Subsidiary shall become a party thereto and shall grant to the Agent a first priority Lien upon and security interest in its accounts receivable, inventory, equipment, general intangibles and other personal property as Collateral for its obligations under the Subsidiary Guaranty, subject only to Permitted Liens. Additionally, concurrently with the GPO Subsidiary delivering a joinder to the Subsidiary Guaranty, the Borrower or its Subsidiaries as applicable will execute and deliver to the Administrative Agent an amendment or supplement to the Security Agreement pursuant to which all of the Capital Stock of such new Subsidiary owned by the Borrower shall be pledged to the Administrative Agent. As promptly as reasonably possible, the Borrower and the GPO Subsidiary will deliver any such other documents, certificates and opinions (including opinions of local counsel in the jurisdiction of organization of the new Subsidiary), in form and substance reasonably satisfactory to the Administrative Agent, as the Administrative Agent may reasonably request in connection therewith and will take such other action as the Administrative Agent may reasonably request to create in favor of the Administrative Agent a perfected security interest in the Collateral being pledged pursuant to the documents described above. (b) Subject to provisions of Section 8.5 of the Agreement, the Borrower or its Subsidiaries may from time to time create new Subsidiaries, of which it owns a majority o...
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Group Purchasing Organization. In the event Seller has an active agreement in place with a Group Purchasing Organization in which IU Health is an active member (the “IU Health & Seller GPO”) and there is a conflict between this Agreement and the IU Health & Seller GPO agreement, the terms and conditions of this Agreement shall control and prevail over the IU Health & Seller GPO agreement and in all other respects, the IU Health & Seller GPO agreement shall remain in full force and effect. Seller acknowledges and agrees that it may be required to pay certain administrative fees to the GPO pursuant to the terms of a GPO agreement. Entire Agreement. This Agreement, including and together with any P.O.s, related exhibits, schedules, attachments and appendices, constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.
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Group Purchasing Organization 
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Related to Group Purchasing Organization

  • Entity If the Subscriber is a corporation, company, trust, employee benefit plan, individual retirement account, Xxxxx Plan, or other tax-exempt entity, it is authorized and qualified to become an investor in the Company and the person signing this Agreement on behalf of such entity has been duly authorized by such entity to do so.

  • Purchasing Entity Law These provisions shall be applicable only to extent they are not in conflict with the applicable public disclosure laws of any Purchasing Entity.

  • Company Organization Each of Acquiror and Merger Sub has been duly incorporated, organized or formed and is validly existing as a corporation or exempted company in good standing (or equivalent status, to the extent that such concept exists) under the Laws of its jurisdiction of incorporation, organization or formation, and has the requisite company power and authority to own, lease or operate all of its properties and assets and to conduct its business as it is now being conducted. The copies of Acquiror’s Governing Documents and the Governing Documents of Merger Sub, in each case, as amended to the date of this Agreement, previously delivered by Acquiror to the Company, are true, correct and complete. Merger Sub has no assets or operations other than those required to effect the transactions contemplated hereby. All of the equity interests of Merger Sub are held directly by Acquiror. Each of Acquiror and Merger Sub is duly licensed or qualified and in good standing as a foreign corporation or company in all jurisdictions in which its ownership of property or the character of its activities is such as to require it to be so licensed or qualified, except where failure to be so licensed or qualified would not reasonably be expected to be, individually or in the aggregate, material to Acquiror.

  • Purchasing Party A Party requesting or receiving a Service from the other Party under this Agreement.

  • Successor Investment Company Unless this Agreement has been terminated in accordance with Paragraph 11, the terms and provisions of this Agreement shall become automatically applicable to any investment company which is a successor to the Trust as a result of reorganization, recapitalization or change of domicile.

  • Raising of the Capital in Connection with the Initial Business Combination If (x) the Company issues additional Ordinary Shares or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price or effective issue price of less than $9.20 per Ordinary Share (with such issue price or effective issue price to be determined in good faith by the Board and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Class B ordinary shares, par value $0.0001 per share, of the Company held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Company’s initial Business Combination on the date of the completion of the Company’s initial Business Combination (net of redemptions), and (z) the volume-weighted average trading price of Ordinary Shares during the twenty (20) trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the Warrant Price shall be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described in Section 6.1 and Section 6.2 shall be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price and the $10.00 per share redemption trigger price described in Section 6.2 shall be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.

  • Affiliate As used in this Agreement, the term “affiliate” shall mean any entity which owns or controls, is owned or controlled by, or is under common ownership or control with, Company.

  • COOPERATIVE PURCHASING PROGRAM PARTICIPATION Arkansas' Purchasing Law provides that local public procurement units (counties, municipalities, school districts, certain nonprofit corporations, etc.) may participate in state purchasing contracts. The contractor therefore agrees to sell to Cooperative Purchasing Program participants at the option of the program participants. Unless otherwise stated, all standard and special terms and conditions listed within the contract must be equally applied to such participants.

  • Purchasing Entities This Participating Addendum may be used by (a) all departments, offices, institutions, and other agencies of the State of Vermont and counties (each a “State Purchaser”) according to the process for ordering and other restrictions applicable to State Purchasers set forth herein; and (b) political subdivisions of the State of Vermont and any institution of higher education chartered in Vermont and accredited or holding a certificate of approval from the State Board of Education as authorized under 29 V.S.A. § 902 (each an “Additional Purchaser”). Issues concerning interpretation and eligibility for participation are solely within the authority of the State of Vermont Chief Procurement Officer. The State of Vermont and its officers and employees shall have no responsibility or liability for Additional Purchasers. Each Additional Purchaser is to make its own determination whether this Participating Addendum and the Master Agreement are consistent with its procurement policies and regulations. The maximum dollar amount payable under this contract is not intended as any form of a guaranteed amount. The Contractor will be paid for products actually delivered or performed, as specified in Attachment A, up to the maximum allowable amount specified on page 1 of this contract. 1. Prior to commencement of work and release of any payments, Contractor shall submit to the State: a. a certificate of insurance consistent with the requirements set forth in Attachment C, Section 8 (Insurance), and with any additional requirements for insurance as may be set forth elsewhere in this contract; and 2. Payment terms are Net 30 days from the date the State receives an error-free invoice with all necessary and complete supporting documentation. 3. All invoices are to be rendered by the Contractor on the vendor's standard billhead and forwarded directly to the institution or agency ordering materials and shall specify the address to which payments will be sent.

  • Cooperative Purchasing Pursuant to their own governing laws, and subject to the agreement of the Contractor, governmental entities that are not Customers may make purchases under the terms and conditions contained herein, if agreed to by Contractor. Such purchases are independent of the Contract between the Department and the Contractor, and the Department is not a party to these transactions. Agencies seeking to make purchases under this Contract are required to follow the requirements of Rule 60A-1.045(5), F.A.C.

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