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					                           Instructions




                           PPN ENROLLMENT PACKAGE
                           Instructions

                           Input Sheet

                           Enrollment Packet

                           Terms & Conditions

                           Additional Instructions

                           Medco Enrollment

                           HAP Application (MICHIGAN STORES ONLY)




                           Contact Us
                           PPN Help Desk: 888-880-1388
                           Email: ppn@amerisourcebergen.com

                           Visit Us
                           www.AmerisourceBergen.com

                           Please email form suggestions to the following address:
                           Pcastillo@amerisourcebergen.com


Performance Plus Network 11132006 Enrollment Package                                 1
INSTRUCTIONS

    INTRODUCTION
    The purpose of the Enrollment Package is to provide the ACM or BDM directions to successfully set-up
    a new pharmacy with PPN, as well as to inform the pharmacy about additional direct contracts that
    PPN cannot sign on their behalf for some payers and plans.

    Step 1
    Input Sheet
    Need to populate

    A hardcopy of the Enrollment Package Excel Input Sheet should be made available to authorized
    pharmacy staff by the ACM or BDM. The other enrollment materials should also be made available for
    pharmacy review. The handwritten information from the Enrollment Package Excel Input Sheet is
    entered into the Enrollment Package Excel Input Sheet by the ACM or BDM. The Enrollment Package
    can also be emailed if pharmacy is willing to manage this process and has Microsoft Excel.
    Step 2
    Enrollment Packet
    Auto Populated
    The information required in the Enrollment Packet documents is automatically populated once you
    populate the Enrollment Package Excel Input Sheet. If you find that fields in the Enrollment Packet are
    blank, then you have missed the first step of this process. See Step 1
    Step 3
    Terms & Conditions

    To be given to the pharmacy owner before all forms are signed. A copy of the liability insurance is
    required.
    Step 4
    Additional Instructions Including Direct Contracts

    Print and Provide to Pharmacies
    These procedures outline the process MOST new PPN pharmacies will need to follow. This is very
    important information that is vital to a pharmacy to prevent plan interruption.
    Step 5
    Medco Enrollment Packet

    Manually Populated

    This pertains to brand new stores that have never processed to MEDCO. A non-refundable enrollment
    fee of $100 is required. Refer to the Direct Contract Worksheet of the Enrollment Package for the
    complete MEDCO procedures.

    New Medco Adds: Approximate 30 days processing time.




    Performance Plus Network 11132006 Instructions                                                        2
INSTRUCTIONS

    Step 6
    HAP Application (MI) [ONLY FOR STORES LOCATED IN MICHIGAN]
    Partially Auto Populated

    This application is partially auto populated AND ONLY APPLIES TO STORES LOCATED IN
    MICHIGAN. The pharmacy will need to complete the application in its entirety and mail it including
    additional required documents directly to Health Alliance Plan to the address as indicated on the
    application.
    Step 7
    Review All Documents And Insure All Signatures Are Obtained. (RETAIN A PHARMACY COPY)
    Step 8
    Fax forms to PPN 845-483-1778.


    Step 9

    Mail Original Documents to PPN.

    AmerisourceBergen
    Attn: PPN Team
    4000 W. Metropolitan Drive Suite 200
    Orange, CA 92868

    back to top




    Performance Plus Network 11132006 Instructions                                                       3
INPUT SHEET

Contact Information

NCPDP #                                             NPI

Pharmacy Legal Name

d.b.a. (if any)

Contact                                                                          Email
                   Last                             First
Contact                                                                          Email
                   Last                             First
Street Address                                                                           Phone                           Ext

                                                                                         Phone                           Ext

                                                                                         Fax
                             City                           ST         ZIP
Mailing Address                                                                  Fax Options

                                                                                 Contact Method


                             City                           ST         ZIP
Pmt Address                                                                      Authorized Signatures


                                                                                 First                                   Last

                             City                           ST         ZIP       Title

                                                                                 First                                   Last

                                                                                 Title

Licenses & Business Information
Medicare #                                          EFF DATE                     St. Lic #                                          Exp

Medicaid #                                          EFF DATE                     Tax ID #                                           Exp

Insurance Company                                                                DEA #                                              Exp

INS Policy #                                                     Exp

Populate Yes or No.
        - the participating maintains the appropriate professional liability and general liability insurance coverage with limits
of at least $1 million individual and $3 million aggregate as required by Performance Plus Network.


Pharmacy Data & Staffing                                                         Company Type

Pharmacy Sq. Ft.                                                                 Company Type

Store Sq. Ft.(Total)                                                             Class of Business




    Performance Plus Network 11132006 Input Sheet                                                                                         4
INPUT SHEET



Pharmacy Data & Staffing (Cont'd)
Total Pharmacists                                                                        Argus Certified

Responsible Pharmacists                                                                  Caremark Addendum

Total Technicians                                                                        JCAHO Accredited

Certified Technicians                                                                    GNP

Cost to Dispense per Rx                                                                  H.A.P. FORM

                                                                                         PRxO Generics
Provider Type                (Populate Yes or No)
                                                                                         Regulations            Populate Yes or No
Assisted Living                                 Hospice Care
                                                                                         Disciplinary Actions
Clinic                                          Hospital Clinic
                                                                                         Restrictions
Community Retail                                Hospital Out-Patient
                                                                                         Inspection Date
Government Facility                             Long Term Care

Home Health Care                                Mail Order Service

Rural


If Rural, your store is                   miles from the next closest retail pharmacy.

Has pharmacy or your pharmacist or technician been subject to discipline in the last two years?

If yes, please explain.




Is the pharmacy currently under any restrictions imposed by the state licensing agency (board of pharmacy, dept. of health,etc)?

If yes, please explain.




Is your pharmacy (or any pharmacy or other employee ) on the list of entities published by the US Dept. of Health and
Human Services that are prohibited from providing Medicare, Medicaid or other government sponsored services?

If yes, please explain.




    Performance Plus Network 11132006 Input Sheet                                                                                    5
INPUT SHEET



Hours of Operation                                              Clinical Services                       Patient Services Yes/No
                             OPEN                       CLOSE   Available / By Appointment/ Certified

Monday                                                          AIDS                                    Compounding

Tuesday                                                         Asthma                                  Consulting Area

Wednesday                                                       Blood Pressure                          Delivery

Thursday                                                        Diabetes                                Delivery Fee

Friday                                                          Geriatric                               Delivery Fee Amt.

Saturday                                                        Hyperlipidemia                          Drive Thru

Sunday                                                          Injections                              DUR

Holidays                                                        Immunization                            Home DME

24 Hours                                            Yes/No      Nutrition                               Patient Profiles

Emergency Number                                                Respiratory                             Print Info

                                                                Lipid Testing                           Home Infusion

                   Languages Spoken
                   (other than English)
         1                                                      Software

         2                                                      Software Vendor

         3                                                      Data Switch Vendor

                                                                NCPDP Software Version
         ABC DATA

                                                                Buy Group 1

         Regional Director                                      Buy Group 2

         Account Manager                                        Trade Show Promo

         Account Manger Phn. No.                                DC Number

         ABC Account Number                                     Current ABC Customer




    Performance Plus Network 11132006 Input Sheet                                                                                 6
PPN Enrollment Packet
Pharmacy Legal Name                                         0


STEP 1
Scroll down verify that all fields are populated correctly in Attachments 1-5. Print, Date and Sign documents. Do the
same for Attachments 6 and 7 if necessary. (View Enrollment Package Instructions Tab for more information for
Attachments 6 and 7)
q          Attachment 1 - Performance Plus™ PPN Participation PSAO Affiliation Agreement.
q          Attachment 2 - Performance Plus Provider Agreement
q          Attachment 3 - Argus Participating Agreement for Individual Pharmacy & Schedule A
q          Attachment 4 - Caremark Agency Addendum
q          Attachment 5 - Participant Profile Form
q          Attachment 6 - Health Alliance Plan (H.A.P.) Application [Michigan Only]
q          Attachment 7 - Medco (Input sheet data DOES NOT auto-populate this form).
STEP 2
Provide a copy of your Proof of Liability Insurance
q Copy of Proof of Liability Insurance


STEP 3
Mail signed original documents to our PPN Team.
To expedite enrollment, fax forms to: 845-483-1778 before mailing.
Mail to:
           AmerisourceBergen
           Attn: PPN Team
           4000 W. Metropolitan Drive Suite 200
           Orange, CA 92868

           Preferred Customer Card?
           We have a separate enrollment process for this service.
           Call 888-880-1388 and request the enrollment package.


Email ppn@amerisourcebergen.com
Phone 888.880.1388




      Performance Plus Network 11132006 Enrollment Packet                                                               7
Affiliation Page 1 of 1                                                                                          ATTACHMENT 1

PPN Participation PSAO Affiliation Agreement
NCPDP Chain ID 626




Pharmacy Name:                                       0
D/B/A:                                               0
Street Address:                  0
                                 0
              City:              0                                        St: 0            Zip     0
ABC Acct:                                                      0
Primary Contact:                                               0                           0
Telephone/Fax:                                                 0                           -
E-mail Address:                                                0
Class Of Business:                                             0
Provider Type:                                                 0
NCPDP ID:                                                      0
NPI:                                                           0
DEA:                                                           0
DEA Expiration:                                                1/0/1900
Federal Tax ID:                                                0
State License:                                                 0
State License Exp:                                             1/0/1900
Medicare:                                                      0
Medicaid:                                                      0
Software Vendor:                                               0
Switch Vendor:                                                 0




                                 I hereby authorize Performance Plus Network to serve as my exclusive Pharmacy
                                                   Services Administrative Organization ("PSAO").

                                                                                   0
                                                                          Participating Pharmacy



                                                                           Authorized Signature


                                                                              Printed Name
                                                                                   0
                                                                                   Title


                                                                                  Date




         Performance Plus Network 11132006 Enrollment Packet                                                           8
Provider Agreement Page 1 of 1                                                                                                  ATTACHMENT 2


             00

                                                               Performance Plus Provider Agreement
                                                                      NCPDP Chain ID 626
              Following are terms and conditions for participation in the Performance Plus Provider Network Program:

    1.       PARTICIPANT authorizes AmerisourceBergen Drug Corporation and PERFORMANCE PLUS™ (Collectively
             "PPN") to serve as its exclusive Pharmacy Services Administrative Organization ("PSAO") and agrees that its
             pharmacy will be identified as a PPN participating provider during the term of this Participation agreement.


    2.       PARTICIPANT will use best efforts to maximize the visibility of the exterior and interior PERFORMANCE
             PLUS™ PPN provider decals and sign identification provided to PARTICIPANT.

    3.       PARTICIPANT will pay the applicable monthly fee on the 10th of the following month. AmerisourceBergen Drug
             Corporation reserves the right to increase the monthly fee upon 90 days advance written notice to
             PARTICIPANT.


              q                  $40 per month per location
              q                  $20 per month per location for Good Neighbor Pharmacies


    4.       The initial term of this Participation Agreement is one year from the effective date below, and on each
             anniversary date, for it will renew automatically additional terms of one year unless earlier terminated. This
             Participation Agreement may be terminated without cause at any time by either party upon 60 (sixty) days prior
             written notice.




THE UNDERSIGNED PARTICIPANT ACKNOWLEDGES IT RECEIVED THE ACCOMPANYING PPN MATERIALS AND HAS READ
AND AGREES TO TERMS OF THIS PARTICIPATION AGREEMENT, INCLUDING THOSE IN SUCH MATERIALS. EACH PARTY WILL
COMPLY WITH ALL TERMS OF THIS PARTICIPATION AGREEMENT, INCLUDING THE ATTACHED TERMS AND CONDITIONS.
THIS PARTICIPATION AGREEMENT WILL ONLY BECOME EFFECTIVE WHEN PARTIES SIGNED BY BOTH AND WILL APPLY TO
EACH OF PARTICIPANT'S PHARMACY LOCATIONS.



NCPDP 0
                                                                                         AmerisourceBergen Drug Corporation,
                                          0                                        for itself and of the Performance Plus Network.
                            Participating Pharmacy



                             Authorized Signature                                                 Authorized Signature

                                                                                                 George Saunders
                                  Printed Name                                                       Printed Name

                                          0                                         Corporate Vice President, Pharmacy Services
                                        Title                                                            Title


                                        Date                                                             Date




         Performance Plus Network 11132006 Enrollment Packet                                                                         9
Argus Page 1 of 3                                                                                           ATTACHMENT 3




                                                                           1300 WASHINGTON STREET
                                                                           KANSAS CITY, MISSOURI
                                                                           64105-1433
                                                                           WWW. ARGUSHEALTH.COM


Argus Health Systems, Inc.
Participating Agreement for Individual Pharmacy



This Participating Agreement for Individual Pharmacy (“Agreement”) is effective as of this _________
(the "Effective Date"), by and between Argus Health Systems, Inc., a Delaware corporation with its
principal place of business at 1300 Washington Street, Kansas City, Missouri 64105 (“Argus”) and
                                                  0
a             0             [state of domicile]    0                                 [type of entity]
with its principal place of business at
                                        0, 0, 0 0                                    [address]
("Participating Pharmacy").

0, 0, 0 0
WHEREAS, Argus has established the Integrated Pharmacy Network System (IPNS®) for the electronic processing of
prescription and certain other claims submitted under healthcare plans.


WHEREAS, Argus’ clients include without limitation preferred provider organizations, health maintenance organizations,
other managed care organizations, and employer groups that either (a) provide healthcare plans or (b) have contracted
to process or participate in the processing of claims under healthcare plans.


WHEREAS, Participating Pharmacy owns and operates one or more (but no more than four) pharmacies in a
geographic area where such members reside or where such plans are in effect.

WHEREAS, Participating Pharmacy desires to participate in one or more pharmacy networks available through Argus,
upon the terms and conditions set forth in this Agreement.




         Performance Plus Network 11132006 Enrollment Packet                                                     10
Argus Page 2 of 3                                                                                            ATTACHMENT 3




                                                                          1300 WASHINGTON STREET
                                                                          KANSAS CITY, MISSOURI
                                                                          64105-1433
                                                                          WWW. ARGUSHEALTH.COM




Charges for Disbursements made under an Argus Network Agreement

1. A fee of $0.05 shall be applied to each Paid Claim for which Participating Pharmacy receives a Disbursement.
Participating Pharmacy shall not be charged for Claims that are Rejected or Reversed.

2. Paper Remittance Advices shall be provided at no charge to Participating Pharmacy.
Charges for Disbursements made under Other Networks

A fee of $0.01 shall be applied to each Paid Claim. Participating Pharmacy shall not be charged for Claims that are
Rejected or Reversed.
Paper Remittance Advices shall be provided at no charge to Participating Pharmacy.




NCPDP:                          0

Date
Pharmacy Name:                                      0
Address:                                            0
                                                    0         0           0
NPI:                                                0
Telephone/FAX:                                      0         0




IN WITNESS WHEREOF, Participating Pharmacy and Argus have executed this Agreement by their representatives
duly authorized as of the date first written above.

Provider:                                                     Argus Health Systems, Inc:
        00

                            Authorized Signature                               Authorized Signature



                                 Printed Name                                     Printed Name
                                         0
                                       Title                                           Title



        Performance Plus Network 11132006 Enrollment Packet                                                       11
Argus Page 3 or 3                                                                                                 ATTACHMENT 3

Schedule A


                                                                                         1300 WASHINGTON STREET
                                                                                         KANSAS CITY, MISSOURI
                                                                                         64105-1433
                                                                                         WWW. ARGUSHEALTH.COM




                                                              Argus Network Agreements

This Schedule A is to the,"Participating Agreement for Individual Pharmacy", between 0 (“Participating Pharmacy”) and
Argus Health Systems, Inc. (“Argus”) dated,"____________")



T       [Check this box only if Participating Pharmacy obtains the services of a Pharmacy Services Administration
Organization (“PSAO”) which is authorized to select Networks for Participating Pharmacy Services Pharmacy.]
Participating Pharmacy obtains the administrative services of a PSAO. Participating Pharmacy’s PSAO is Performance
Plus Network , 4000 W.Metropolitan Drive Suite 200, Orange, CA 92868. Pursuant to this Agreement, Participating
Pharmacy’s PSAO is hereby authorized to select and shall select the Argus Network Agreements pursuant to which
Participating Pharmacy shall receive Disbursements.




        Performance Plus Network 11132006 Enrollment Packet                                                            12
                                                                                                                  ATTACHMENT 4


                                                                                                Exhibit 6
                                                                   AGENCY ADDENDUM TO
                                                                         Caremark
                                                                   PROVIDER AGREEMENT

                                          Pharmacy: Complete & Fax to Performance Plus Network: 845-483-1661


IN WITNESS WHEREOF, the parties have caused this Addendum to be executed by their respective officers or
representatives duly authorized as of the date set forth above.
 Date:                                                                       Caremark


                                                                             Gregory Madsen V.P Retail Services
                                                                             Network Management
Provider Name:                                       0
NCPDP #:                                             0
Address:                         0
                                 0
                                 0                                   St: 0   Zip        0
Phone:                                                         0
Fax:                                                           0
State Medicaid                                                 0
DEA #:                                                         0
State License #:                                               0
Federal Tax ID #:                                              0

Printed Name:
Title:                           0



Signature:_________________________________                                             00

ADMINISTRATOR HEREBY AGREES AND CONSENTS TO THE ABOVE APPOINTMENT AND DESIGNATION.
Administrator
Date:
Administrator
Name:                            AmerisourceBergen Corporation A045-AP626
                                 (Performance Plus Network NCPDP Affiliation, 626)
By:                              George H. Saunders
                                 Corporate Vice President Pharmacy Services


Signature:_________________________________


         Performance Plus Network 11132006 Enrollment Packet                                                           13
Profile Page 1 of 4                                                                       ATTACHMENT 5
Pharmacy Participant Profile
NCPDP Chain ID 626


Contact Information
NCPDP #                                          0                              NPI   0
Pharmacy Legal Name                                  0
d.b.a. (if any)                                      0
Contact                          0                                    0
                                 Last                                 First
Email                            0
Contact                          0                                    0
                                 Last                                 First
Email                            0
Phone 0                                                        EXT    0
Phone 0                                                        EXT    0
Fax          -


Street Address                                       0
                                                     0
                                                     0                0         0
                                                     City             St        ZIP
Mailing Address                                      0
                                                     0
                                                     0                0         0
                                                     City             St        ZIP
Pmt Address                                          0
                                                     0
                                                     0                 0        0
                                                     City              St       ZIP
Fax Options                      0                             Contact Method   0




         Performance Plus Network 11132006 Enrollment Packet                                   14
Profile Page 2 of 4                                                                          ATTACHMENT 5
Authorized Signatures
0                                                                          0
First Name                                                                 Last Name
0
Title
0                                                                          0
First Name                                                                 Last Name
7
Title


Licenses & Business Information
Medicare #                       0                                   EFF DATE 1/0/1900
Medicaid #                       0                                   EFF DATE 1/0/1900
St Lic #                         0                                   EXP DATE 1/0/1900
Tax ID #                         0                                   EXP DATE 1/0/1900
DEA #                            0                                   EXP DATE 1/0/1900
Insurance Company                                    0
INS Policy #                     0                                   EXP DATE 1/0/1900
0       - the participating pharmacy maintains the appropriate professional liability and
general liability insurance coverage with limits of at least $1 million individual and
aggregate $3 million as required by Performance Plus Network.

Pharmacy Data & Staffing
Pharmacy Sq. Ft.                                               0                         0
Store Sq. Ft.(Total)                                           0                         0
Responsible Pharmacists                                        0
Total Pharmacists                                              0
Total Technicians                                              0
Certified Technicians                                          0
Cost to Dispense per Rx                                            $0.00

Company Type
Company Type                                                   0
Class of Business                                              0
Programs Contracts
Argus Certified                                                0
Caremark Addendum                                              0
JCAHO Accredited                                               0
GNP                                                            0
H.A.P. FORM                                                    0
PRxO Generics                                                  0




         Performance Plus Network 11132006 Enrollment Packet                                      15
Profile Page 3 of 4                                                                                           ATTACHMENT 5
Provider Type
Assisted Living                                            0              Hospice Care                0
Clinic                                                     0              Hospital Clinic             0
Community Retail                                           0              Hospital Out-Patient        0
Government Facility                                        0              Long Term Care              0
Home Health Care                                           0              Mail Order Service          0
                                                                          Rural                       0
                                                                          Closest Retail Phcy         0

Regulations
Disciplinary Actions                                           0
Restrictions                                                   0
Inspection Date                                                1/0/1900

Has pharmacy or your pharmacist or technician been subject to discipline in the last two years?
If yes, please explain.
0




Is the pharmacy currently under any restrictions imposed by the state licensing agency
(board of pharmacy, dept. of health,etc)?
If yes, please explain.
0




Is your pharmacy (or any pharmacy or other employee ) on the list of entities published by the US Dept. of Health
and Human Services that are prohibited from providing Medicare, Medicaid or other
government sponsored services?
If yes, please explain.
0




Hours of Operation                                                                     Languages Spoken
                  OPEN                                         CLOSE                   (other than English)
Monday            12:00 AM                                     12:00 AM       1        0
Tuesday                          12:00 AM                      12:00 AM       2        0
Wednesday                        12:00 AM                      12:00 AM       3        0
Thursday                         12:00 AM                      12:00 AM
Friday                           12:00 AM                      12:00 AM
Saturday                         12:00 AM                      12:00 AM
Sunday                           12:00 AM                      12:00 AM
Holidays                         12:00 AM                      12:00 AM
24 Hours                         0
Emergency Number                                     -
         Performance Plus Network 11132006 Enrollment Packet                                                        16
Profile Page 4 of 4                                                                                                   ATTACHMENT 5

Clinical Services
AIDS                             0                                  Patient Services Yes/No
Asthma                           0                                  Compounding         0
Blood Pressure                   0                                  Consulting Area     0
Diabetes                         0                                  Delivery            0
Geriatric                        0                                  Delivery Fee        0
Hyperlipidemia                   0                                  Dlvry Fee Amt.      $0.00
Injections                       0                                  Home Infusion       0
Immunization                     0                                  Drive Thru          0
Nutrition                        0                                  DUR                 0
Respiratory                      0                                  Home DME            0
Lipid Testing                    0                                  Patient Profiles    0
                                                                    Print Info          0
INTERNAL USE                                                        ABC DATA
PPN Effective Date                                   0              Buy Group 1         0
Update Reason                    0                                  Buy Group 2         0
Term Reason                      0                                  Trade Show Promo             0
Program Code                     0
Fee Agreement                    0                                  ABC Account Number           0
Contract Record Date                                 0              Current ABC Customer         0
Chain ID                         0                                  Regional Director   0
Reinstate Date                   0                                  Account Manager 0
Reinstate Code                   0                                  Phone Number        -
Affiliation Received                                 1/0/1900       Sftw Vendor         0
Affiliation Update Letter                            1/0/1900       Dat Swtch Vndr.     0
Billing Start Date                                                  NCPDP Vers.         0




                                Participant represents and warrants that the information contained in this Pharmacy
                                                    Participant Profile is accurate and complete.
                                                                         0
                                                                    Participant


                                                                     Signature

                                                                  Printed Name
                                                                        0
                                                                       Title

                                                                       Date
                                       00
         Performance Plus Network 11132006 Enrollment Packet                                                               17
MAIN MENU                                                                                                                          15




IMPORTANT - ADDITIONAL INSTRUCTIONS
Medco Health -                   The Medco Application is available from the Performance Plus Network. Pharmacies may call our
[This information is             help desk at 888-880-1388 or email us at ppn@amerisourcebergen.com and the application with
applicable to a                  Medco’s instructions will be faxed or emailed to the pharmacy. A nonrefundable check of $100 is
store opening for                required with your submitted application. You will receive a letter from Medco indicating your
the first time or new            application is received and additional documents will be sent to you to complete. Once Medco
store owners.]                   receives these signed documents their enrollment process will take up to 30 days. Once you have
                                 received a letter with an assigned Medco account number, Medco will make the pharmacy part of
                                 the Performance Plus Network affiliation and the negotiated reimbursement rates will be passed on
                                 to the pharmacy.


                                 Note: Applications sent without the $100 check will be denied. Medco will NOT contract with a
                                 pharmacy that is located in a nursing home, closed door or is mail order. Medco will NOT load a
                                 pharmacy in any of our contracted networks until a Medco account number has been assigned.
                                 Note: A pharmacy changing from one affiliation to another will not be charged a fee. PPN staff will
                                 notify Medco of the change.

Caremark                         Call Provider Enrollment at 480-391-4623. Provide your pharmacy name, NCPDP number,
(AdvancePCS)                     address, contact name, phone, and fax number. Caremark will mail the application and also
[This information is             requires a start up fee of $100 and an affiliation fee of $35. Once the application is completed and
applicable to a                  processed, Caremark will make the pharmacy part of the Performance Plus Network affiliation and
store opening for                the negotiated reimbursement rates will be passed on to the pharmacy.
the first time or new
store owners.]                   Note: A pharmacy changing from one affiliation to another will see a charge of $35 on their
                                 remittance. PPN staff will request that your store complete a Caremark Addendum and we will
                                 notify them of the change.

PharmaCare/                      The processor PharmaCare/EHS/TDI/ United Provider Services (UPS) requires that a letter to add
Eckerd Health                    your pharmacy to PPN’s affiliation come directly from the pharmacy fax line. The letter should be
Systems (EHS) /                  on the pharmacy letterhead or at the very least provide pharmacy name, NCPDP and address. The
TDI / United                     letter needs to indicate that the pharmacy, “is affiliated with AmerisourceBergen Performance Plus
Provider Services                Network chain code 626.”
(UPS)
                                 Send the fax to: ATTN: Network Department Fax 401-335-7391 (electronic fax line) alternate Fax
[This information is
                                 401-334-4282 (manual fax line)
applicable to ALL
                                 Important - Pharmacies may call PharmaCare prior to sending a fax. The direct phone number for
NEW PPN
                                 the Pharmacy Network Department is 888-862-2699 x7555.
ENROLLMENTS]
                                 The change request may take up to 3-5days.

EXPRESS                          The ESI 90 Day Opt-in contract can be obtained by contacting our PPN help desk at 888-880-1388
SCRIPTS 90 DAY                   and will also be mailed to you in the PPN Welcome Packet.
CONTRACT
DIRECT CONTRACTS
Aetna                            If a store has been opened and is just switching from one affiliation to PPN, they should contact
                                 Aetna and ask if their existing contract IS a direct contract or if they need to complete a direct
                                 contract. For new pharmacies Aetna requires a fax on the pharmacy’s letterhead with the following
                                 request, “Please mail us an independent Aetna Application”. Fax to 860-273-4876. Provide them
                                 with store name, NCPDP number, address, contact name, phone and fax. You can also call 800-
                                 624-0756 to request and application.
Cigna                            If a store has been opened and is just switching from one affiliation to PPN, they should contact
                                 Cigna and ask if their existing contract IS a direct contract or if they need to complete a direct
                                 contract.

        Performance Plus Network 11132006 Additional Instructions                                                             18
MAIN MENU                                                                                                                        15



DIRECT CONTRACTS (Cont'd)
Cigna (Cont'd) For new pharmacies Cigna requests that a Pharmacy Contract Request Form be completed.
                                Pharmacies may call our help desk at 888-880-1388 or email us at ppn@amerisourcebergen.com
                                and the Cigna HealthCare – Pharmacy Contract Request form will be faxed or emailed back to
                                them. Pharmacy should complete the entire form and fax to the number provided. From the
                                information provided by the pharmacy, Cigna will determine the correct contract to send to the
                                pharmacy.
                                You may also call Saianne Webster 860-226-8072 if you are a current provider.
                                Cigna Pharmacy Help Desk Number 800-558-9363.

Humana:                         If a pharmacy is processing for HUMANA under their previous PSAO (e.g., United), Humana
These are new                   requires notification from that PSAO before a direct contract will be offered to the pharmacy. A
procedures effective            notice solely from the pharmacy is no longer accepted. Once termination from previous PSAO is
October 1, 2006.                complete a direct contract should be requested by sending a fax request. Humana requires a fax
                                on the pharmacy’s letterhead with the following request, “Please fax an independent Humana
                                Application”. Provide them with store name, NCPDP number, address, phone and fax number, and
                                contact name Fax to 502-580-2200. If you have not received an application via the fax from
                                Humana please re-fax and contact Amy Schulten, Network Specialist 502-580-4156.

                                IMPORTANT INFORMATION FOR PHARMACIES THAT MAY BE ABLE TO BACKDATE HUMANA:
                                When the contract packet is completed you must include a Cover letter indicating you need the
                                contract backdated; include the date to be backdated and the reason. Example: "My pharmacy
                                NCPDP#... requests that the contract to be backdated to 12/01/06 so that claims may be
                                adjudicated for current customers...” The request to backdate claims MUST be done at the time of
                                mailing the signed contract packet and no time earlier or it could be overlooked.

Sierra Rx                       Sierra Rx requires that the pharmacy submit the contract directly to them. Pharmacies may call
                                our help desk at 888.880.1388 or email us at ppn@amerisourcebergen.com and the Sierra Rx
                                contract will be faxed or emailed back to them. The pharmacy will need to contact Mr. Rhett
                                Perrett, Pharmacy Contract Analyst for additional instructions: Phone 702-242-7066 and Fax 702-
                                304-7417. Mail signed contract to:
                                Mr. Rhett Perrett
                                Sierra HealthServices
                                P.O. Box 15645
                                Las Vegas, NV 89114
                                For Sierra Rx Long Term Care -PPN is Contracted.
THESE PLANS APPLY ONLY TO A CALIFORNIA PHARMACY
Blue Shield of CA A provider application must be submitted prior to Blue Shield mailing contracts to a pharmacy directly.
                  Pharmacies may call our help desk at 888-880-1388 or email us at ppn@amerisourcebergen.com and the
                  Blue Shield of CA provider application will be faxed or emailed back to them. Pharmacy should complete
                  the entire form and fax to the number provided.

Health Net: (non-               Pharmacies that have NEVER processed to Health Net Commercial plan within the state of
Medicare Part D)                California will need to contact Health Net directly. Health Net will determine if there is a need to
                                add a pharmacy in their area if the pharmacy is located in a closed network region. The Health Net
                                contact for Contracts is Cathy Pirolo at 253-896-6181 or 800-968-9004. If you are a former United
                                or UPNI member, your current Health Net commercial contract status will not be disrupted. PPN
                                will notify Health Net processed through Caremark via e-mail of the change of affiliation and you
                                will continue to receive the same reimbursement rate.
                                For Health Net Medicare Part D - PPN IS CONTRACTED NATIONWIDE through Argus.
THESE PLANS APPLY ONLY TO A MICHIGAN PHARMACY
BlueCross        BC/BS of Michigan maintains its own contracts within the state of Michigan. Contact BCBS of MI at
BlueShield of MI phone 800-437-3803 option 1 or email: jterrell@bcbsm.
       Performance Plus Network 11132006 Additional Instructions                                                            19
MAIN MENU




 TERMS & CONDITIONS
 (Capitalized words are defined in the Glossary of Definitions at the end of these Terms & Conditions)

 1. Role of PPN. Participant authorizes AmerisourceBergen Drug Corporation and Performance Plus Network (collectively, "PPN")
 as its agent to negotiate and enter into written agreements with Payors, in its sole and absolute discretion, on behalf of
 Participant to provide Prescription Drug Services and other Covered Services (collectively, "PPN Contracts"). This Agreement
 includes the Performance Plus Network™ Participation Agreement to which these terms and conditions are attached, together
 with the Participant Manual and Pharmacy Addenda, as amended from time to time pursuant to their terms or by operation of law.

 2. Pharmacy Plan Specifications and Addenda. From time to time, PPN will submit to Participant Pharmacy Plan Specifications
 (and any Pharmacy Addenda) of Contracting Payors that desire to engage Participant to provide Covered Services to such
 Payor's Members, which will be deemed accepted by Participant if Participant does not object to any of their terms within thirty
 (30) days after receipt.

 3. Processing of Claims.

 (a) PPN will process and pay, or arrange for processing and payment of, Claims submitted by Participant for Covered Services
 provided to Members in accordance with specifications in an applicable Pharmacy Plan Specification. Participant acknowledges
 that PPN has subcontracted with a Claims Processor to perform such services and that Claims Processor or PPN may have
 subcontracted with third party transmission vendors or other service providers, which arrangements are subject to change in
 PPN's sole discretion. Notwithstanding the foregoing, PPN and Claims Processor will be obligated to process only Clean Claims.
 To be eligible for payment, a Clean Claim must be submitted by Participant within thirty (30) calendar days of the Claim's date of
 service. Neither PPN nor Claims Processor is responsible for loss, omission or delay of any Claim.

 (b) PPN makes no warranties concerning Claims Processor or other third-party service providers in subparagraph 3(a), and no
 warranties are to be implied, including implied warranties of merchantability or fitness for a particular purpose. PPN have no
 liability whatsoever to Participant arising in connection with providing or failing to provide processing services or payments by
 Claims Processor or other third-party providers.

 4. No Representations About Contracting Payors. PPN makes no representation or warranty whatsoever, expressed or implied,
 concerning Contracting Payors or their financial viability or fiscal responsibility. PPN is not acting as a surety or guarantor for
 payment of any Claims for Covered Services.

 5. Prescription Drug Services to Members. Participant agrees that Participant Pharmacies will provide Covered Services to all
 Members in accordance with terms of this Agreement, the Provider Manual and any applicable Pharmacy Addenda and PPN
 Contracts.

 6. Insurance. Participant will maintain all appropriate professional liability insurance (including druggist's liability coverage) and
 general liability insurance for no less than One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000)
 combined single limits coverage, written on an occurrence basis, covering activities and errors and omissions of each Participant
 Pharmacy and its personnel and naming AmerisourceBergen Corporation and its subsidiaries as additional insureds. Participant
 will promptly provide a certificate of insurance showing Participant's insurance coverage for each Participant Pharmacy and
 providing for at least thirty (30) days' prior written notice to AmerisourceBergen if such insurance is cancelled or coverage is
 reduced. To the extent any Pharmacy Addenda or Network Contract requires lower coverage limits than those in this paragraph 6,
 this Paragraph 6 supersede such lower limits.

 7. Marketing and Benefit Information. Participant agrees that PPN and Contracting Payors may use Participant's name, address
 and telephone number for each Participant Pharmacy in any marketing information or benefit information in connection with
 Prescription Drug Services for Members. However, prior to listing or referring to AmerisourceBergen, PPN or any Contracting
 Payor in any promotional or advertising material, media announcements or other marketing material, Participant must first obtain
 prior written approval of such party.




        Performance Plus Network 11132006 Terms Conditions                                                                                20
8. PPN Identification.

(a) Each Participant Pharmacy must display, in appropriate places readily identifiable by Members and as may be more particularly
required from time to time by PPN, the PPN logo and such other signs or logos identifying it as participating in Performance Plus
Network. PPN hereby grants a revocable license to Participant to use PPN's service marks, to the extent authorized for use by
PPN participants, in the manner prescribed by PPN.

(b) PPN retains all rights in its marks licensed to Participant in subparagraph 8(a). Each Participant Pharmacy will immediately
discontinue use of PPN's name and its signs, symbols and service marks upon termination of this Agreement for any reason, or
earlier if requested by PPN.

9. Compensation for Covered Services. As compensation for providing Covered Services to Members, Participant will be paid on
behalf of each Contracting Payor the Prescription Drug Compensation in the applicable Pharmacy Plan Specifications.

10. Claims Processor Charges. PPN or Claims Processor may charge: (i) a per-Claim communications fee for on-line electronic
claims processing by POS communication; (ii) a fee for each Claim submitted to Claims Processor by paper tape or medium other
than POS communication, if applicable; (iii) any surcharges for cancelled or reversed Claims, if applicable; and (iv) a fee if
Participant requests an evidence of benefits report in a tape medium (collectively, "Claims Processor Charges"). Claims Processor
Charges are subject to change by Claims Processor. PPN will notify Participant of initial charges and of any changes when PPN
has actual notice of them. Claims Processor Charges will be paid by Contracting Payors or by Participant. Accordingly,
Participant is responsible for and authorizes Contracting Payors to deduct from any amount due to Participant under this
Agreement any Claims Processor Charges not paid by Contracting Payor (pursuant to Pharmacy Plan Specifications, Pharmacy
Addenda or PPN Contracts), related to Prescription Drug Services by Participant Pharmacies.

11. Adequacy of Compensation. Participant (and each Participant Pharmacy) will accept the Prescription Drug Compensation
and any applicable Copayments, less all applicable Claims Processor Charges, as payment in full for providing all Covered
Services to Members.

12. Term. The term of this Agreement, including any renewal, is specified in Section 4 of the Participation Agreement of which
these terms and conditions are a part.

13. Termination. The initial term of this Agreement, including any renewal term, may only be terminated as follows:

(a) Without Cause. This Agreement may be terminated in its entirety by either party , without cause, as provided in Section 4 of
the Participation Agreement of which these terms and conditions are a part.

(b) Event of Default; Good Cause. PPN may terminate this Agreement immediately for cause upon written notice to Participant if
Participant fails to perform, in any material respect, obligation under this Agreement, a Pharmacy Addendum or a PPN Contract
and such failure is not cured within thirty (30) days or any shorter cure period specified in a Pharmacy Addendum or PPN
Contract. Any such notice will describe the nature of such failure and any action required to cure the default, if a cure is
possible.

(c) Immediate Termination of Participant. Notwithstanding subparagraph 13(b), PPN or any Contracting Payor may terminate this
Agreement immediately as to any Participant Pharmacies if (i) Participant provides substandard, inferior, contaminated or
adulterated Drug Products to any Member, (ii) Participant violates any federal, state or local law applicable to compounding, sale,
dispensing, storage, packaging or use of any Drug Products provided to Members, (iii) any of Participant's licenses are revoked
or suspended, or Participant or it's employees are barred from providing Medicare, Medicaid or other healthcare services, or (iv)
 Participant commits any act or omission that gives a Contracting Payor the right to immediately terminate any Pharmacy Addendum
 or PPN Contract.

(d) Insolvency. Either party may terminate this Agreement if Participant files a petition in bankruptcy, makes a general
assignment for the benefit of creditors or has a petition in bankruptcy filed against it, a receiver or trustee appointed over its
assets or an attachment, seizure, lien or levy made against a substantial portion of its assets.

(e) If this Agreement is terminated, in its entirety or as to any one or more Participant Pharmacies, termination is effective upon
Participant's receipt of written notice of termination.

14. Effect of Termination. Termination of this Agreement in its entirety by PPN will terminate this Agreement as to all
Contracting Payors. Termination by PPN or a Contracting Payor as to any one or more Participant Pharmacies will not affect
other Participant Pharmacies if this Agreement is not terminated in its entirety. Termination by any Contracting Payor with
respect to such Contracting Payor will not otherwise affect this Agreement with respect to any other Contracting Payor.




       Performance Plus Network 11132006 Terms Conditions                                                                             21
15. Independent Contractors. Participant, PPN and each Contracting Payor are independent contractors. Operation and
maintenance of each Provider Pharmacy and its facilities and equipment and providing Prescription Drug Services is Participant's
sole responsibility. All medical and related decisions with respect to Prescription Drug Services are made solely by Participant
and its personnel and not by PPN or any Contracting Payors or their Health Plans. Participant is solely responsible for
Prescription Drug Services and other Covered Services it provides to Members. The relationship between a Member and
Participant is subject to all rules, limitations and privileges incident to the pharmacist-patient relationship.

16. Indemnification. Participant is solely responsible for and agrees to defend and indemnify AmerisourceBergen, PPN, any
Contracting Payor, other PPN participants and their employees and representatives against all claims, liabilities (of every kind),
losses and expenses (including attorneys' fees) related to (i) Participant's breach of this Agreement or any similar provision by
which Participant is bound under a PPN Contract, or (ii) Prescription Drug Services or other Covered Services or compounding,
packaging, storage, selling, dispensing, manufacturing or using Drug Products (collectively, "Losses"); provided, however,
Participant has no obligation to defend or indemnify any intended indemnitee from Losses to the extent that such Losses result
from intended indemnitee's conduct.

17. Confidentiality, Records and Data.

(a) Maintain Records. Participant and each Participant Pharmacy will maintain all records and information required (i) by federal
or state law, or (ii) for proper administration of Health Plans. All records and other information related to performance under this
Agreement will be confidential and proprietary to the party generating such information, except as otherwise provided in this
Agreement or a PPN Contract. All utilization reports of Drug Products dispensed to Members will be the property of the
respective Contracting Payors.

(b) Confidentiality of Medical Records. Participant and PPN will each safeguard the confidentiality of Member health records in
accordance with all applicable federal and state laws. Participant will ensure that each Participant Pharmacy, and PPN will ensure
that each Claims Processor, safeguards the confidentiality of Member health records in accordance with all applicable federal and
state laws.

(c) Maintenance of Records; Access to Records. During the term of this Agreement and for forty-eight (48) months thereafter,
Participant will maintain adequate records and other information related to Drug Products and Covered Services to Members.
Upon reasonable notice and at reasonable times, PPN may examine and audit Participant's records and other information that
relates to this Agreement.

(d) Confidential and Proprietary Information of PPN and Contracting Payors. Participant acknowledges that PPN's methods of
doing business and all related documentation and its logos, trademarks, trade names, service marks, copyrightable material, trade
secrets, personnel information, operating manuals, customer and client lists (including the lists of Contracting Payors, the Claims
Processors and the other pharmacies contracting with PPN), business information, operational techniques, prospect information,
marketing programs, plans and strategies, operating agreements, financial information and strategies, computer software and
other related materials developed or used in PPN's business (collectively, "PPN Proprietary Information") are confidential or
proprietary to PPN or its licensors. Participant agrees to hold all of PPN Proprietary Information and Payors' Proprietary
Information in strictest confidence and not use, disclose, divulge or exploit it for Participant's own benefit or for the benefit of any
third party without prior written consent from PPN or such Contracting Party, which consent may be withheld for any or no
reason.

(e) Ownership of Proprietary Information. PPN and its licensors are the sole owners of all PPN Proprietary Information and each
Contracting Payor is the sole owner of its proprietary information notwithstanding its disclosure to Participant. Upon expiration
or earlier termination of this Agreement, for any reason, Participant will immediately return to PPN all PPN Proprietary Information
(including this Agreement and related documentation) and all of Contracting Payors' Proprietary Information, including any
copies.

(f) Use of Certain Data. Participant agrees that statistical data and related information related to Drug Products and Covered
Services, including usage data derived from Claims, may be disclosed by PPN on a non-exclusive basis to third parties, with or
without cost, if PPN safeguards confidentiality of Member health records as may be required but without incurring any
obligation to Participant.

18. Equitable Relief. Participant agrees that, in addition to its any other rights or remedies that PPN or any Contracting Payors
may have, PPN is entitled to injunctive and other equitable relief, without bond or other security, in the event of an actual or
threatened breach by Participant any of the covenants of paragraph 17.

19. Legal Disclosures. Nothing in Paragraph 17 will prevent or restrict any party (including Contracting Payors) from disclosing
any confidential or proprietary information of any other party pursuant to a valid court order or as required by law.




       Performance Plus Network 11132006 Terms Conditions                                                                                  22
20. Survival. Paragraphs 16, 17 and 18, and any other provision the context of which indicates the party's intended it to survive,
will survive expiration or earlier termination of this Agreement.

21. Notices. Notices under this Agreement must be in writing and will be deemed given (i) when delivered, if sent by United
States registered or certified mail (return receipt requested), (ii) when delivered, if delivered personally, or (iii) on the next
business day, if sent by United States Express Mail or overnight courier, in each case to a party at its addresses on the first page
of this Agreement or such other address as a party given notice.

22. Integrated Agreement. This Agreement, the Participant Manual provided to Participant for which Participant acknowledges
receipt and any Pharmacy Addenda constitute the final, written agreement between Participant and PPN with respect to their
subjects and supersede all prior and contemporaneous related written or oral agreements or other understandings between the
parties. Except as provided, no changes are binding without a dated, written document signed by each party.

23. PPN Agreements. Participant agrees to be bound by all terms and obligations of PPN Contracts entered into on its behalf.

24. New Provisions. Notwithstanding the foregoing, PPN may amend this Agreement, the Participant Manual and any Pharmacy
Addenda from time-to-time as it determines is appropriate in its sole discretion to benefit PPN participants collectively. PPN will
give Participant notice of any such changes and the opportunity to accept such new provisions or to withdraw from PPN.

25. Pharmacy Benefit Programs. In addition, a Pharmacy Benefit Program and their applicable Pharmacy Plan Specifications may
be amended by the applicable Contracting Payor from time-to-time in its sole discretion.

26. Conflicts, Superiority. For any conflict between this Agreement and any Pharmacy Addendum or PPN Contract, the
Pharmacy Addendum or PPN Contract will control, unless specifically stated otherwise that this Agreement supersedes such
conflict.

27. Waivers. The waiver by any party of a breach will not be a waiver of any other breach.

28. Legal Compliance, Severability. Each party will comply with all laws and legal requirements. Participant will promptly notify
PPN if its pharmacy license is suspended or any other restictions are imposed that affect Participants ability to fullfill it's obligation
under this Agreement, including restriction by the pharmacy licensing agency (State Board of Pharmacy, Dept. Etc.) or being placed
on the HHS list of excluded individuals and entities for Medicare, Medicaid & other healthcare services
(www.oig.hhs.gov/fraud/exclusions/listofexcluded.html). If any provision of this Agreement is invalid or unenforceable, it will be
construed so as to be valid and enforceable, if possible, and the validity and enforceability of remaining provisions will
be unaffected.

29. Governing Law. This Agreement will be governed by and construed in accordance with the internal laws of the State of
California.

30. Consent to Jurisdiction. Any legal action related to this Agreement may be filed in any state or federal court in Orange
County, California, and each party submits to exclusive jurisdiction of any such court in any such action.

31. Attorney's Fees. In any dispute related to this Agreement, the prevailing party is entitled to reasonable attorneys' fees and
court costs incurred in resolving or settling such dispute, in addition to all other damages and relief it may receive.

32. Successors and Assigns. This Agreement is binding on the parties and their successors and assigns. However, Participant
may not assign its rights or delegate its duties without PPN's prior written consent. For the purposes of this paragraph,
assignment includes any change in an entity's ownership or control in one or a series of related transactions which involve,
among other things, a merger, reorganization, sale of all or any substantial portion all of its assets, or sale of greater than fifty percent
(50%) of its voting ownership.

33. Force Majeure. Performance under this Agreement will be excused to the extent and for so long as such performance is
impaired or delayed by any Act of God, war, riot, strike or other labor disturbances, accident, fire, flood, earthquake, explosion,
acts of governmental authorities, or other cause that is beyond the control of the affected party.




       Performance Plus Network 11132006 Terms Conditions                                                                                       23
                                                GLOSSARY OF DEFINITIONS

Except as defined elsewhere in this Agreement, capitalized terms in this Agreement, the Participant Manual and in any Pharmacy
Addendum are defined in this Glossary.

                                                                     Contracting Payor means each Payor that has or will enter into
                                                                     a written agreement with PPN pursuant to which PPN
Claim means a Participant Pharmacy's billing or invoice for a        provides the Payor with certain consultative, managerial,
single Prescription for Covered Services dispensed to a              administrative or claims processing services in connection
Member.                                                              with operation of the Payor's Pharmacy Benefit Program.

Claims Processor means the claims processor with which PPN           Copayments means payments a Participant may charge a
contracts for processing Claims, eligibility verification and        Member pursuant to a Health Plan or Pharmacy Benefit
other administrative and reporting services for Contracting          Program at the time Participant provides Covered Services,
Payors and PPN participants in connection with                       which payment is in addition to compensation to be paid by
administration of their respective Pharmacy Benefit Programs         the Contracting Payor to Participant for such Covered
and include, if applicable, PPN or any other claims processor,       Services. If the Copayment is greater than the applicable
transmission vendors or other service providers designated           prescription drug fee, Participant will collect only the lower
by PPN to perform any portion of such services or different          applicable prescription drug fee as the Copayment.
services.
                                                                     Covered Services means those Prescription Drug Services and
Claims Processor Charges is defined in Paragraph 10.                 such other services and benefits as may be added from
                                                                     time-to-time by Contracting Payors and provided by
Clean Claim means a Claim, prepared in accordance with the           Participant to Members entitled to participate in a Pharmacy
standard format promulgated by the National Council for              Benefit Program pursuant to Pharmacy Plan Specifications,
Prescription Drug Programs, which contains all of the                this Agreement and any applicable Pharmacy Addenda for
information necessary for processing (including the Member           which Participant accepts as payment in full the Prescription
identification number, prescription drug product NDC number,         Drug Compensation from the Contracting Payor plus any
drug quantity, days supply, prescribing physician DEA                Copayment.
number, date of service, applicable copayment and
reimbursement due to Participant) and which is electronically        Drug Product means any multi-source or brand name
transmitted to Claims Processor for processing.                      medication, drug product, pharmaceutical or device, approved
                                                                     or subject to regulation by the United States Food and Drug
                                                                     Administration.

Health Plan means any health plans offered by a Contracting          Pharmacy Plan Specifications means those written
Payor that includes a Pharmacy Benefit Program for eligible          descriptions of the Pharmacy Benefit Program offered under a
Members.                                                             Health Plan, which descriptions may include descriptions of
                                                                     Covered Services, exclusions from coverage and quantity and
Member means an eligible individual legitimately enrolled in a       service limitations for Covered Services. PPN or a Contracting
Health Plan who is entitled to participate in its Pharmacy           Payor may add new Pharmacy Plan Specifications or amend
Benefit Program. Members include all eligible subscribers,           existing Pharmacy Plan Specifications upon thirty (30)
enrollees and beneficiaries who are enrolled in the Health Plan      calendar days' prior written notice to Participant or such other
and, if permitted by the health Plan, their eligible and enrolled    period as may be specified in a PPN Contract. Pharmacy Plan
dependents.                                                          Specifications for each Contracting Payor may be amended
                                                                     from time-to-time and will be provided to Participant initially
Participant means the individual or entity that owns the             and upon amendment.
pharmacy on the first page of this Agreement and owns each
Participant Pharmacy and collectively refers to all Participant      PPN means Performance Plus Network™ established by
Pharmacies.                                                          AmerisourceBergen to enable participating pharmacies to
                                                                     contract with Contracting Payors to provide Prescription Drug
Participant Pharmacy means each facility that is owned,              Services.
operated or managed by Participant, that is duly licensed to
operate as a pharmacy at its location and which will provide         PPN Contracts is defined in Paragraph 1.
Prescription Drug Services or other Covered Services
pursuant to this Agreement. A list of Participant Pharmacies         PPN Proprietary Information is defined in Subparagraph 17(d).
is attached as an Addendum to this Agreement.




       Performance Plus Network 11132006 Terms Conditions                                                                               24
                                                                   Prescription means a written or oral order directed by a
Payors means any health maintenance organization, preferred        participating prescriber to a pharmacy to dispense a Drug
provider organization, indemnity insurance carrier, other          Product for which a prescription is required under federal or
health benefits plan or program, whether prepaid,                  state law.
fee-for-service, employer self-funded, or insured or
governmental agency or authority which provides full or            Prescription Drug Compensation means reimbursement or
partial coverage for medical care to eligible individuals.         other payment or compensation that a Contracting Payor
                                                                   offers to pay Participant for providing Covered Services to its
Payors' Proprietary Information means all documentation and        Members and which Participant accepts for doing so. The
information related to a Health Plan or Pharmacy Benefit           Prescription Drug Compensation payable by each Contracting
Program of any Contracting Payor, including Pharmacy Plan          Payor will be set forth in applicable Pharmacy Plan
Specifications, financial terms of Pharmacy Addenda,               Specifications. The Prescription Drug Compensation will
information about Members, subscribers and subscriber              include, if applicable, the prescription drug fee and the
groups, participating providers, financial arrangements            dispensing fee.
between any Contracting Payor and its Members, subscribers
and subscriber group accounts or participating providers, and      Prescription Drug Services means the Participant Pharmacies'
their symbols, logos, trademarks, trade names, service marks,      dispensing Drug Products to Members pursuant to a
patents, inventions, copyrights, copyrightable material or         Prescription.
other legally protected information used in their business or in
connection with their operation of a Health Plan or Pharmacy            u
Benefit Program.

Pharmacy Addendum means an addendum to this Agreement
which amends or extends its terms with respect to a particular
Contracting Payor.

Pharmacy Benefit Program means the benefit, program or plan
pursuant to which a Members are offered Drug Products as a
covered benefit of a Health Plan.




      Performance Plus Network 11132006 Terms Conditions                                                                             25
Performance Plus Network 11132006 Medco Enrollment Package   26
Performance Plus Network 11132006 Medco Enrollment Package   27
Performance Plus Network 11132006 Medco Enrollment Package   28
MAIN MENU

                                                                   Health Alliance Plan
                                                             Pharmaceutical Services Department
                                                                     2850 W. Grand Blvd.
                                                                      Detroit, MI 48202




November 15, 2010



                   ,



FAX:
Attn:    00


Dear :

Thank you for your recent inquiry to become a participating pharmacy for Health Alliance Plan (HAP). Enclosed
please find an application for participation. Please complete the application in full. Also, enclose the following
documentation required to process your pharmacy application:

         1) Copy of Licenses:
                   a) State pharmacy
                   b) State controlled substance
                   c) Federal controlled substance (DEA)
                   d) Pharmacist(s) license
                     1) State
                     2) Controlled substance

         2) Copy of Tax I.D. Codes:
              a) State/Federal

         3) Proof of Insurance:
              a) General
              b) Liability

         4) Color Prints of:
              a) Outside of pharmacy
              b) Inside of pharmacy
              c) Pharmacy dispensing area
              d) Counseling area




         Performance Plus Network 11132006 HAP Application                                                           29
Health Alliance Plan
Page 2 of 2




All the above information must be fully completed and enclosed with the application for the evaluation to
occur. If any information is incomplete or outdated, the evaluation cannot be conducted. Please forward
the above to my attention at:

                                    Health Alliance Plan
                                    Pharmaceutical Services Department
                                    2850 W. Grand Blvd.
                                    Detroit, MI 48202

Your application will be reviewed based on four criteria; (1) geographical need, (2) quality of service,
(3) willingness and ability to comply with HAP's terms and contractual requirements and (4) other relevant
business needs and considerations as determined by HAP.

The return of this application to HAP does not constitute a contract or promise of a future contract. If a
determination is made for a pharmacy addition and the above stated criteria are satisfied, you will be
notified in writing; otherwise we will gladly retain your application on file for a future need, should it arise.

Sincerely,




Doreen Arthur
Pharmacy Associate
HAP Pharmacy Services

Enclosure




       Performance Plus Network 11132006 HAP Application                                                            30
                                                                HEALTH ALLIANCE PLAN
                                                            PHARMACY PROVIDER APPLICATION
                                    IF MORE THAN LOCATION IS TO BE CONSIDERED, PLEASE COMPLETE A SEPARATE APPLICATION FOR EACH LOCATION.




    PHARMACY

   PHARMACY NAME:                                                                                         PHONE:
    STREET ADDRESS:                                                                                      COUNTY:
              CITY:                                                   STATE:                      ZIP:                                                            123



    OWNERS OR CORPORATE OFFICERS                                                                                       NATIONAL            TITLE OR
                         NAME                                                                     GENDER                ORIGIN             %OWNERSHIP
    OWNER 1/PRESIDENT
    OWNER 2/CORP OFFICER
    OWNER 3/CORP OFFICER
    OWNER 4/CORP OFFICER
   IF THERE ARE ADDITIONAL OWNERS OR OFFICERS, PLEASE LIST ON A SEPARATE ATTACHMENT.
   GENDER AND NATIONAL ORIGIN INFORMATION NEED NOT BE COMPLETED, IT IS USED ONLY TO TRACK MINORITY OWNED BUSINESSES.



    PHARMACY STRUCTURE
      CORPORATION:     SOLE PROPRIETORSHIP:                                                                     PARTNERSHIP:
      INDEPENDENT:     CHAIN:          (must be greater than 25 units)                                          TOTAL UNITS:


   CONTACT PERSON
  NAME:                                                           POSITION:                                                PHONE:


    EMPLOYED PHARMACISTS                            STATE         EXPIRATION                                                               DEGREE
          NAME                                    LICENSE #          DATE                                                                  RPh/Pharm D
      1.
      2.
      3.
      4.
      5.
      6.
      IF THE OWNER WORKS IN THE PHARMACY HE/SHE SHOULD BE LISTED IN POSITION # 1.

    DAYS AND HOURS OF OPERATION                                                                          STATISTICS                         NUMBER OF
      MON:         -             FRI:                                               -                             AVERAGE                  PRESCRIPTIONS
       TUE:        -            SAT:                                                -                    DAILY RX VOLUME:
      WED:         -            SUN:                                                -                    MONTHLY RX VOLUME:
       THU:        -                                                                                     MONTHLY CLASS II RXs:
                          HOLIDAYS:                                                 -                    GENERIC USAGE (%):                              %

    LICENSES                                I.D. NUMBER         EXPIRATION DATE
      NCPDP:                                                      N/A
       STATE:
    FEDERAL:
         DEA:

APP 9/01 ALL ITEMS MUST BE COMPLETED PLEASE TYPE (OR PRINT CLEARLY)




       Performance Plus Network 11132006 HAP Application                                                                                                     31
                                                               HEALTH ALLIANCE PLAN
                                                           PHARMACY PROVIDER APPLICATION

    PHARMACY COMPUTER SYSTEM
      NAME OF SOFTWARE VENDOR:
      NAME OF CLAIMS PROCESSOR:
      CAN YOU BILL CLAIMS TAPE TO TAPE IN NCPDP FORMAT?
      ARE YOU CAPABLE OF ON-LINE CLAIMS SUBMISSION?
      DOES YOU SYSTEM SUPPORT NCPDP TELECOMMUNICATIONS VER 3.2?
      CAN YOUR SYSTEM RECEIVE FORMULARY MESSAGES?
      CAN YOUR SYSTEM RECEIVE D.U.R. MESSAGES?
       DESCRIBE YOUR POLICY & PROCEDURES FOR RESPONDING TO D.U.R. MESSAGES RECEIVED WHEN FILLING A PRESCRIPTION.




          DESCRIBE ANY SPECIAL FUNCTIONS PERFORMED BY YOUR PHARMACY IN CONJUNCTION WITH YOUR
          COMPUTER SYSTEM TO HELP CONTROL INAPPROPRIATE DRUG UTILIZATION OR IMPROVE OUTCOMES.




    QUALITY & SERVICE INITIATIVES
       DO YOU HAVE A QUALITY IMPROVEMENT PLAN IN PLACE?                                  IF YES, PLEASE ATTACH DETAILS.
       DO YOU HAVE AN EFFECTIVE PROCESS IN PLACE TO DOCUMENT MEDICATION ERRORS,
       THEIR RESOLUTIONS AND PATIENT OUTCOME?
       DOES THE PHARMACY HAVE A ROOT CAUSE ANALYSIS OF MEDICATION ERRORS OCCURS
       AND DISPENSING PROCEDURES ARE IMPROVED ON AN ONGOING BASIS TO PREVENT FUTURE
       MEDICATION ERROR OCCURENCES?
       DO YOU HAVE HANDICAP FACILITIES SUCH AS HANDICAP PARKING, OR WHEELCHAIR RAMPS?
       YES_____ NO____               IF YES, PLEASE PROVIDE DETAILS BELOW OR ON A SEPARATE ATTACHMENT.




       WHAT IS THE AVERAGE WAITING TIME TO HAVE A PRESCRIPTION FILLED AT THE
       PHARMACY?
       DURING NON-PEAK HOURS ? ___________ DURING PEAK HOURS ? ____________

       PROVIDE EXPLANATIONS OF ANY ANCILLARY SERVICES YOUR PHARMACY PROVIDES SUCH AS
       DELIVERY, DURABLE MEDICAL EQUIPMENT, MULTI-LINGUAL PHARMACISTS, ETC.




       PROVIDE DETAIL OF HOW YOUR PHARMACY IS TYPICALLY STAFFED. THIS MUST NOT INCLUDE
       PERSONNEL ASSIGNED TO OTHER DEPARTMENTS.
       INCLUDE PHARMACISTS, TECHNICIANS & CLERKS ASSIGNED TO THE PHARMACY DEPARTMENT.




APP 9/01 ALL ITEMS MUST BE COMPLETED PLEASE TYPE (OR PRINT CLEARLY)




       Performance Plus Network 11132006 HAP Application                                                                  32
                                                               HEALTH ALLIANCE PLAN
                                                           PHARMACY PROVIDER APPLICATION

    PATIENT COUNSELING & EDUCATION
       DESCRIBE YOUR PATIENT COUNSELING AREA (SIZE, LOCATION, PRIVACY, ETC.)




       DESCRIBE YOUR PATIENT COUNSELING PROCEDURES




       DESCRIBE YOUR PATIENT EDUCATION PROCESS AND PROTOCOL(S)




    REGULATORY COMPLIANCE
       IF THE ANSWER TO ANY OF THE FOLLOWING QUESTIONS IS "YES", YOU MUST PROVIDE DETAILS ON A SEPARATE ATTACHMENT.
       HAVE THE PHARMACY OWNER (S) OR OFFICERS EVER BEEN CONVICTED OF FRAUD?
       HAS THE PHARMACY HAD FUNDS RECOVERED FROM ANY THIRD PARTY PRESCRIPTION PLAN? IF SO, HOW MUCH?
       HAVE ANY PRESCRIPTION PLANS AUDITED THE PHARMACY IN THE LAST FIVE YEARS?
       HAS THE PHARMACY EVER BEEN TERMINTED FROM ANY PRESCRIPTION PLAN?
       HAS THE PHARMACY EVER RECEIVED ANY VIOLATIONS FROM THE BOARD OF PHARMACY?
       HAS THE OWNER'S PHARMACY LICENSE EVER BEEN REVOKED, LIMITED OR SUSPENDED?
       HAVE ANY OF THE EMPLOYED PHARMACISTS EVER HAD THEIR PHARMACY LICENSE OR
        CONTROLLED SUBSTANCE LICENSE LIMITED, REVOKED OR SUSPENDED?
       HAS THE PHARMACY EVER BEEN BARRED FROM DISPENSING CONTROLLED SUBSTANCES?


    COMPLIANCE WITH HAP POLICIES & PROCEDURES
      WILL PHARMACY ALLOW HAP (OR ITS DULY AUTHORIZED REPRESENTATIVES)
        TO CONDUCT ON SITE-AUDITS OF PRESCRIPTIONS FILLED FOR HAP MEMBERS?
      WILL PHARMACY AGREE TO COMPLY WITH ALL HAP POLICIES AND PROCEDURES?
      WILL PHARMACY DISPENSE GENERICS WHENEVER LEGALLY POSSIBLE?
      WILL PHARMACY DISPENSE ONLY FDA "A" RATED GENERICS TO HAP MEMBERS?
      WILL YOU AGREE TO NEVER DISCUSS FINANCIAL ARRANGEMENTS BETWEEN PHARMACY
        AND HAP WITH HAP MEMBERS OR ANY OTHER ENTITY?
      WILL PHARMACY COMPLY WITH THE HAP FORMULARY (PREFERRED LIST)?
      WILL PHARMACY AGREE TO COMPLY WITH HAP POLICIES FOR DAW?
      WILL PHARMACY MAKE EFFORTS TO OBTAIN CORRECT PRESCRIBER INDENTIFICATION
      NUMBERS?

    REIMBURSEMENT
       THE CURRENT REIMBURSEMENT RATE TO PHARMACIES IS:
        AWP - 16% FOR SINGLE SOURCE DRUGS
        Generics: If MAC has been set-Health Alliance Plan MAC
                    If no MAC has been set-AWP-25%
        PLUS A DISPENSING/PROFESSIONAL FEE OF $2.35
       HAP RESRVES THE RIGHT, IN ITS DISCRETION, TO PERIODICALLY REVISE
       REIMBURSEMENT LEVELS UPON NOTICE TO PHARMACY.
       DO YOU AGREE TO ACCEPT THIS RATE?
APP 9/01 ALL ITEMS MUST BE COMPLETED PLEASE TYPE (OR PRINT CLEARLY)




       Performance Plus Network 11132006 HAP Application                                                              33
                                                               HEALTH ALLIANCE PLAN
                                                           PHARMACY PROVIDER APPLICATION

    GENERIC POLICY
       DESCRIBE IN DETAIL HOW YOU WILL MAXIMIZE SAVINGS TO HAP BY DISPENSING GENERICS
       WHENEVER POSSIBLE. INCLUDE INFORMATION ABOUT THE GENERICS YOU CURRENTLY STOCK.




    FORMULARY COMPLIANCE
      DESCRIBE YOUR ABILITY AND WILLINGNESS TO IMPROVE PHYSICIAN COMPLIANCE WITH
      THE HAP FORMULARY (PREFERRED LIST).




    HAP MEMBER REQUESTS
      HOW MANY REQUESTS DOES THE PHARMACY RECEIVE EACH MONTH FROM HAP MEMBERS
      WISHING TO HAVE THEIR PRESCRIPTION FILLED THERE?


    DESCRIBE YOUR GEOGRAPHIC SERVICE AREA




    THE INFORMATION PROVIDED ON THIS APPLICATION IS ACCURATE AS OF (DATE):
   THE INFORMATION PROVIDED ON THIS APPLICATION AND ANY ATTACHMENTS IS ACCURATE AND TRULY
   REFLECTS INFORMATION ABOUT THE PHARMACY IDENTIFIED ON PAGE 1 OF THIS DOCUMENT. IF IT IS DETERMINED
   THAT INFORMATION SUPPLIED ON THIS APPLICATION IS INACCURATE (WHETHER INTENTIONAL OR NOT)
   THAT SHALL BE GROUNDS FOR IMMEDIATE TERMINATION FROM THE PROGRAM (IF PHARMACY IS ACCEPTED).


         SIGNATURE:                                                               DATE:
      PRINTED NAME:                                                               TITLE:

APP 9/01 ALL ITEMS MUST BE COMPLETED PLEASE TYPE (OR PRINT CLEARLY)




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       Performance Plus Network 11132006 HAP Application                                                34
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