Addendum to the Spinal Fusion Purchase Agreement between Texas Health Resources and CPM Medical
EXHIBIT 10.22
Addendum
to the
Spinal Fusion Purchase Agreement
between
Texas Health Resources
and
CPM Medical
August 7, 2015
The Agreement to which this Addendum is attached and incorporated and is executed by and between CPM Medical ("Vendor"), and Texas Health Resources with its principal place of business at 000 Xxxx Xxxxx Xxxx., Xxxxx 0000, Xxxxxxxxx, Xxxxx 00000 ("Customer"), dated as of the date hereof (the "Agreement"). In the event of a conflict between this Addendum and the Agreement, this Addendum shall control. The parties hereby agree as follows:
1. |
The companies agree to extend the existing Spinal Fusion Purchase Agreement between the parties for the period of January 1, 2016 through June 30, 2017. |
2. |
All other Terms and Conditions of the agreement shall remain in effect. |
AGREED: CPM Medical
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By: |
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Date: |
Name: |
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Title: |
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AGREED: Texas Health Resources
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By:
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Date: |
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Xxxxx Health Resources
Entity Listing
HOSPITALS |
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Texas Health Arlington Memorial |
Texas Health Xxxxxx Methodist Hospital Southwest Fort Worth 0000 Xxxxxx Xxxxxxx Xxxx Xxxxx, XX 00000 |
Texas Health Presbyterian Hospital Kaufman 000 Xxxxxxx 000 Xxxx Xxxxxxx, XX 00000 |
Texas Health Xxxxxx Methodist |
Texas Health Presbyterian |
Texas Health Presbyterian |
Texas Health Xxxxxx Methodist |
Texas Health Xxxxxx Methodist |
Texas Health Specialty Hospital |
Texas Health Xxxxxx Methodist |
Texas Health Presbyterian |
Texas Health Xxxxxx Methodist |
Texas Health Presbyterian |
Texas Health Xxxxxx Methodist |
CORPORATE OFFICE |
THR AFFILIATE HOSPITALS - THPR |
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Physicians Medical Center, LLC |
Rockwall Regional Hospital, LLC |
Southlake Specialty Hospital, LLC |
Flower Mound Hospital Partners, |
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Appendix A- Constructs and Pricing Terms
Texas Health Resources
Spinal Fusion — Effective February 15, 2012 to June 30, 2017
Definition |
Open Vendor Construct Price |
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Screw, Cervical |
Any screw used to secure cervical plates to cervical vertebrae; Including but not limited to self-drilling, self-tapping, cancellous, cortical, locking, cannulated, translational, domed, transitional, semi-constrained, fixed or variable angle, washers, nuts, set screws, etc. |
$150 |
Plate, Cervical 1-3 Levels |
One, two, or three level translating and fixed plate; including hole covers, integrated locking mechanisms and all materials |
$800 |
Plate, Cervical 4+ Levels |
Four + level translating and fixed plate; including hole covers, integrated locking mechanisms and all materials |
$900 |
Plate, Occipital |
Translational single and multi-level plate (2 and 3 levels) involving Cl; includes hole covers includes integrated locking mechanisms and all materials |
$1800 |
Screw, Lumbar |
Any screw/bolt used to secure anterior, posterior or lateral plates to Thoracic-Lumbar-Sacral vertebrae; including but not limited to self-drilling, self-tapping, cancellous, cortical, locking, cannulated, translational, domed, transitional, semi-constrained, fixed or variable angle, washers, nuts, set screws, etc. |
$175 |
Plate, Lumbar |
Any anterior Thoracic-Lumbar-Sacral plate - includes anterior single or multi - level plate and cover if applicable; excludes Buttress plates |
$2800 |
Plate, Posterior or Lateral |
Any posterior or lateral plates for Thoracic-Lumbar-Sacral fixation(i.e. Arch, Core) |
$500 |
Buttress Assembly |
Includes any buttress plate & screws or staple assembly |
$600 |
Hooks and Offset Assembly |
Includes any fixed-angle, posted or monoaxial hook or offset assemblies including all washers, nuts, collars, off-sets, locking caps, blockers, set screws, etc. required for the assembly and / or attachment of the hooks offsets to the rods (or links/hooks). Includes all Anterior / Posterior / Cervical / Lumbar / Thoracic / hooks used with rods. |
$400 |
Pedicle Screw Assembly, fixed angle |
Includes any fixed-angle, posted or monoaxial pedicle screw assemblies; screw assembly includes all washers, nuts, collars, off-sets, locking caps, blockers, set screws, etc. required for the assembly and / or attachment of the screws to the rods (or links/hooks). Includes all Anterior / Posterior / Cervical / Lumbar / Thoracic / Iliac fixed angle, posted or monoaxial screws used with rods. |
$650 |
Pedicle Screw Assembly, Polyaxial |
Any Pedicle Screw used in conjunction with a rod (or link). Anterior / Posterior Cervical / Lumbar / Thoracic / Iliac (including multi-axial or variable angle extended tab, reduction, favored angle, fenestrated, or those used with flexible rod and cord) and dynamic screws include all washers, nuts, collars, off-sets, locking caps, blockers, set screws, etc. required for the assembly and / or attachment of the screws to the rods. Includes all multi-axial and variable/favored angle screws used with rods (or link). |
$750 |
Pedicle Screw Assembly, Cannulated |
Any Cannulated Pedicle Screw used in conjunction with a rod (or link). Anterior I Posterior Cervical / Lumbar / Thoracic I Iliac (including multi-axial or variable angle or those used with flexible rod and cord) and dynamic screws include all washers, nuts, collars, off-sets, locking caps, blockers, set screws, etc. required for the assembly and / or attachment of the screws to the rods. Includes all multi-axial and variable angle screws used with rods (or link). |
$850 |
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Definition |
Open Vendor Construct Price |
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Any Pedicle Screw used in conjunction with a rod (or link) that has a dual thread design on the screw core. Anterior / Posterior Cervical / Lumbar / Thoracic / Iliac (including multi-axial or variable angle extended tab, reduction, favored angle, fenestrated, or those used with flexible rod and cord) and dynamic screws include all washers, nuts, collars, off-sets, locking caps, blockers, set screws, etc. required for the assembly and / or attachment of the screws to the rods. Includes all multi -axial and variable/favored angle screws used with rods (or link). |
$1050 |
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Rod <300mm |
Cervical or Lumbar/Thoracic (straight, tapered, threaded, or curved, any material or diameter) Includes dynamic, corded, links or flexible rods |
$200 |
Rod >300mm |
Cervical or Lumbar/Thoracic (straight, tapered, threaded, or curved, any material or diameter) |
$300 |
Rod, balled or hex end(s) of any length |
Cervical or Lumbar/Thoracic/Sacral (straight, tapered, threaded, or curved, any material or diameter) Includes rods or any length with one or two balled/hex ends as well as PEEK rods |
$300 |
Rod, Semi Rigid |
Any combination of semi-rigid rod components such as cords, spacers, bumpers, spools, end spools, and screw end assemblies. Pricing is per case assembled and includes both sides (not inclusive of pedicle screws). Note: Requires prior approval. Semi-Rigid systems are only indicated for use as an adjunct to a fusion in the treatment of the following acute and chronic instabilities or deformities of the thoracic, lumbar, and sacral spine in skeletally mature patients: degenerative spondylolisthesis with objective evidence of neurologic impairment and failed previous fusion (pseudoarthrosis). Off-label use can result in denied payment. If this device is used as the only primary rod for spinal fusion cases, payment will be made at the standard xxx xxxxx. |
$2,000/case Note: Requires prior approval. |
Crosslink / Domino Connectors |
Crossbar (rod-to-rod), Fixed, Multi-axial, Multi-angle, Low profile, and includes multi-axial expandable crosslinks as well as inter rod connector designed for the purpose of rod extension |
$700 |
Cervical Spacer or Cage |
Any cervical spacer with non bone material such as PEEK / Titanium / Porous or coated metal. or Carbon Fiber |
$800 |
IFD Thoracic/Lumbar/ Sacral PLIF |
Any Thoracic/Lumbar/Sacral inter-body fusion device placed through a posterior approach (PLIF) with two devices of non bone material such as PEEK I Titanium / Porous or coated metal or Carbon Fiber or any impacted or screw in fusion device in any non bone material |
$1500 |
IFD Thoracic/Lumbar/ Sacral TLIF |
Any Thoracic/Lumbar/Sacral inter-body fusion device placed through a posterior Transforaminal approach (TLIF) with one device of non bone material such as PEEK / Titanium / Porous or coated metal or Carbon Fiber or any impacted or screw in fusion device in any non bone material |
$2800 |
IFD Thoracic/Lumbar/ Sacral ALIF |
Any Thoracic/Lumbar/Sacral inter-body fusion device placed through an anterior approach of non bone material such as PEEK / Titanium / Mesh / Porous or coated metal or Carbon Fiber. |
$3000 |
IFD Direct Lateral |
Any inter-body fusion device placed through a lateral anterior approach of non bone material such as PEEK / Titanium / Porous or coated metal or Carbon Fiber (ie, XLIF, Clydesdale, Transcontinental ) |
$3800 |
IFD Direct Lateral — Specialty Versions |
Any inter-body fusion device placed through a lateral anterior approach of non bone material such as PEEK / Titanium / Porous or coated metal or Carbon Fiber of non standard sizes and configurations |
$4400 |
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Definition |
Open Vendor Construct Price |
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Any coipectomy spacer that includes expandable cages; modular ALIF/TLIF; reinforcing screws; or devices assembled within the vertebral space |
$3800 |
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Modular VBR |
See VBR |
$3800 |
Expandable Cages <= 1 level |
See VBR (excludes intervertebral body/disc device) |
$3800 |
Expandable Cages > 1 level |
Expandable VBR of any diameter that cover more than 1 vertebral body (greater than 60 mm expanded) |
$5,800 |
Interspinous Spacer |
i.e. X-stop |
$4000/case |
Spinous Process Plate |
Non segmental lumbar fixation assembly, includes device body and fixation as well as screws and/or plates. (ie, Aspen, Affix, Spire, SP-Fix) If a subsequent device is used in the same procedure, the subsequent device will be discount 50% from the construct price |
$4,000 |
Cervical Disc |
Includes all implant components and disposables required to implant a cervical artificial disc device; (i.e., Prodisc C, Prestige) *Requires prior approval and authorization. |
$4,500 |
Lumbar Disc |
Includes all implant components and disposables required to implant a lumbar artificial disc device; (i.e., Charte, Prodisc L) *Requires prior approval and authorization. |
$7,500 |
Facet Screws |
Any facet screw and delivery devices such as teleport or gun |
$800 |
Temporary Fixation Pins / Tacks/taps |
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$65 |
Wire |
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$65 |
Drill bit |
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$100 |
Cable |
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$240 |
Targeting needle |
Any disposable targeting needle (ie Xxxxxxxx) |
$50 |
Stand Alone Integrated Devices — Lumbar |
Stand-alone device (assembled price including screws or fixation pins) that accomplish similar interventions may have a cumulative price effect (i.e. SynFix-LR, Pillar-SA, Independence, Magnum-P+, ROI-A) Limited to only two assembled devices per procedure/discharge. Any subsequent device used in the same case will be discount 50% from the construct price. |
$5600 |
Stand Alone Integrated Devices - Cervical |
Stand-alone devices (assembled price including screws or fixation pins) that accomplish similar interventions may have a cumulative price effect (i.e. Zero-P, Mosaic, Coalition, ROI-C) Limited to only one device per procedure/discharge. Any subsequent device used in the same case will be discount 50% from the construct price. |
$2600 |
Insertion Supplies, Lateral ALIF — kit |
Includes any and all disposable components and supplies required to implant a lateral anterior lumbar interbody fusion device (i.e., XLIF, Transcontinental, Clydesdale, GLIF, etc) and includes items such as but not limited to illumination, cords, shims, blades, k-wire, dilatators, in either kits or provided individually. etc. |
$500/case |
Insertion Supplies, Lateral ALIF - components |
Shims$50/case Light source/cable$400/case Annulotomy knife$50/case |
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Intraoperative Monitoring |
Neurological intraoperative monitoring assembly - includes all disposable components (tips, probes, dilators, electrodes, cables, etc) required. Limited to Lateral ALIF procedures. |
$500/case |
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Definition |
Open Vendor Construct Price |
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Devices not addressed in any constructs listed above must be included in the product formulary exhibit prior to use in the hospital with a mutually agreed upon price. (i.e., AxiLIF) |
TBD |
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Any implant or assembly delivered by Vendor must fall into one of the defined categories without exceptions, up charges, or additions. Any deviation from established pricing must he approved in advance or items are not charged to customer. No up charges for substitution ol' product components will be made without prior approval by Xxxxx Xxxxxx or designee. If any implant is provided that is not on the approved product formulary in Appendix A, payment will be made at the construct price. |
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Should Vendor provide any technologies not contained in Attachment I3 currently on file with TIIR, Vendor will be paid at the defined construct price as defined by TI [R. |
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This Spinal Fusion Implant Formulary may be updated periodically with the approval of the Hospital's Implant Formulary Committee. |
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Broken instrumentation will be replaced at no charge by the Vendor unless there is evidence of abuse by hospital personnel. |
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Lost and/or misused instrumentation that was caused by Hospital personnel will he the responsibility of the Hospital at 70% off 2012 list price. |
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No fees for instrumentation (Reusable). |
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Explanted /wasted implants are paid at 50% off the construct price. |
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All devices subject to verification. If any questions arise regarding classification of a device, the supplier will provide a surgical technique guide, FDA documents, and a product brochure. |
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EXHIBIT 10.22
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