Common use of Participation in Pharmacy Plans Clause in Contracts

Participation in Pharmacy Plans. Notwithstanding any contrary provision of this Agreement, no Pharmacy Operator shall be required to become a participating pharmacy provider in any Plan, and PharMerica shall be free to terminate its participation, or the participation of any other Pharmacy Operator, in any Plan at any time and for any reason, subject to the following: (i) Attached as Schedule D is a list (“Accepted PDP List”) of each of the Accepted PDPs as of the Effective Date. (ii) PharMerica shall give notice (“Plan Notice”) to Ceres at the earliest opportunity but in any event no earlier than seventy-five (75) days prior, and no later than thirty (30) days prior, to the occurrence of any of the following: (A) PharMerica or a Pharmacy Operator becomes a participating provider in a PDP not included on the Accepted PDP List (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to include each additional PDP designated on such Plan Notice), (B) PharMerica or a Pharmacy Operator terminates its participation in an Accepted PDP (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to exclude each PDP designated on such Plan Notice), or (C) an Accepted PDP terminates PharMerica’s or a Pharmacy Operator’s participation in such PDP (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to exclude each PDP designated on such Plan Notice). (iii) If PharMerica’s participation in an Accepted PDP is terminated for any reason other than an Accepted PDP’s voluntary or involuntary withdrawal from Medicare Part D, from and after the effective date of such termination, PharMerica shall continue to provide, at its sole cost and expense with no charge to any Ceres Party, Products and Services for any Covered Resident who receives pharmaceutical benefits under such Accepted PDP until the earliest to occur of the following: (A) the Covered Resident enrolls in a new Accepted PDP, (B) a new pharmacy provider provides Products and Services for such Covered Resident pursuant to the terms of the former Accepted PDP, or (C) the expiration of seventy-five (75) days following the date on which PharMerica gives the applicable Plan Notice. (iv) Upon PharMerica’s giving of a Plan Notice to Ceres regarding the termination of PharMerica’s participation in an Accepted PDP, PharMerica and Ceres shall work together in good faith to identify with specificity the residents of any Facility who will be impacted by such termination. (v) If a Pharmacy Operator no longer participates in one or more Accepted PDPs that, at the time of such termination of participation, provide pharmaceutical benefits to the greater of * , such Facility may Withdraw by Ceres giving notice to PharMerica, no later than ten (10) days following receipt of the applicable Plan Notice, of the date on which such Facility will Withdraw, which date shall not be less than fifteen (15) days from the date of such Ceres notice.

Participation in Pharmacy Plans. Notwithstanding any contrary provision of this Agreement, no Pharmacy Operator shall be required to become a participating pharmacy provider in any Plan, and PharMerica shall be free to terminate its participation, or the participation of any other Pharmacy Operator, in any Plan at any time and for any reason, subject to the following: (i) Attached as Schedule D is a list (“Accepted PDP List”) of each of the Accepted PDPs as of the Effective Date. (ii) PharMerica shall give notice (“Plan Notice”) to Ceres at the earliest opportunity but in any event no earlier than seventy-five (75) days prior, and no later than thirty (30) days prior, to the occurrence of any of the following: (A) PharMerica or a Pharmacy Operator becomes a participating provider in a PDP not included on the Accepted PDP List (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to include each additional PDP designated on such Plan Notice), (B) PharMerica or a Pharmacy Operator terminates its participation in an Accepted PDP (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to exclude each PDP designated on such Plan Notice), or (C) an Accepted PDP terminates PharMerica’s or a Pharmacy Operator’s participation in such PDP (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to exclude each PDP designated on such Plan Notice). (iii) If PharMerica’s participation in an Accepted PDP is terminated for any reason other than an Accepted PDP’s voluntary or involuntary withdrawal from Medicare Part D, from and after the effective date of such termination, PharMerica shall continue to provide, at its sole cost and expense with no charge to any Ceres Party, Products and Services for any Covered Resident who receives pharmaceutical benefits under such Accepted PDP until the earliest to occur of the following: (A) the Covered Resident enrolls in a new Accepted PDP, (B) a new pharmacy provider provides Products and Services for such Covered Resident pursuant to the terms of the former Accepted PDP, or (C) the expiration of seventy-five (75) days following the date on which PharMerica gives the applicable Plan Notice. (iv) Upon PharMerica’s giving of a Plan Notice to Ceres regarding the termination of PharMerica’s participation in an Accepted PDP, PharMerica and Ceres shall work together in good faith to identify with specificity the residents of any Facility who will be impacted by such termination. (v) If a Pharmacy Operator no longer participates in one or more Accepted PDPs that, at the time of such termination of participation, provide pharmaceutical benefits to the greater of * twenty-five (25) residents or twenty-five percent (25%) of the total residents of any one Facility on the date of such termination of participation, such Facility may Withdraw by Ceres giving notice to PharMerica, no later than ten (10) days following receipt of the applicable Plan Notice, of the date on which such Facility will Withdraw, which date shall not be less than fifteen (15) days from the date of such Ceres notice.

Participation in Pharmacy Plans. Notwithstanding any contrary provision of this Agreement, no Pharmacy Operator shall be required to become a participating pharmacy provider in any Plan, and PharMerica shall be free to terminate its participation, or the participation of any other Pharmacy Operator, in any Plan at any time and for any reason, subject to the following: (i) Attached as Schedule D is a list (“Accepted PDP List”) of each of the Accepted PDPs as of the Effective Date. (ii) PharMerica shall give notice (“Plan Notice”) to Ceres at the earliest opportunity but in any event no earlier than seventy-five (75) days prior, and no later than thirty (30) days prior, to the occurrence of any of the following: (A) PharMerica or a Pharmacy Operator becomes a participating provider in a PDP not included on the Accepted PDP List (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to include each additional PDP designated on such Plan Notice), (B) PharMerica or a Pharmacy Operator terminates its participation in an Accepted PDP (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to exclude each PDP designated on such Plan Notice), or (C) an Accepted PDP terminates PharMerica’s or a Pharmacy Operator’s participation in such PDP (and, upon giving such Plan Notice, the Accepted PDP List shall be deemed to have been updated to exclude each PDP designated on such Plan Notice). [*] CERTAIN INFORMATION ON THIS PAGE HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. (iii) If PharMerica’s participation in an Accepted PDP is terminated for any reason other than an Accepted PDP’s voluntary or involuntary withdrawal from Medicare Part D, from and after the effective date of such termination, PharMerica shall continue to provide, at its sole cost and expense with no charge to any Ceres Party, Products and Services for any Covered Resident who receives pharmaceutical benefits under such Accepted PDP until the earliest to occur of the following: (A) the Covered Resident enrolls in a new Accepted PDP, (B) a new pharmacy provider provides Products and Services for such Covered Resident pursuant to the terms of the former Accepted PDP, or (C) the expiration of seventy-five (75) days following the date on which PharMerica gives the applicable Plan Notice. (iv) Upon PharMerica’s giving of a Plan Notice to Ceres regarding the termination of PharMerica’s participation in an Accepted PDP, PharMerica and Ceres shall work together in good faith to identify with specificity the residents of any Facility who will be impacted by such termination. (v) If a Pharmacy Operator no longer participates in one or more Accepted PDPs that, at the time of such termination of participation, provide pharmaceutical benefits to the greater of * , such Facility may Withdraw by Ceres giving notice to PharMerica, no later than ten (10) days following receipt of the applicable Plan Notice, of the date on which such Facility will Withdraw, which date shall not be less than fifteen (15) days from the date of such Ceres notice.