Agreement for Pharmacy Provider, between OMNICARE Pharmacy and LCSO BEFORE THE BOARD OF COUNTY COMMISSIONERS
OF LEWIS COUNTY, WASHINGTON
IN RE: ACCEPTANCE OF AGREEMENT ) RESOLUTION# 18- )4A
FOR PHARMACY PROVIDER, BETWEEN OMNICARE
PHARMACY AND THE LEWIS COUNTY SHERIFF/
LEWIS COUNTY )
WHEREAS, the Board of County Commissioners has reviewed the Personal Service Agreement
for pharmaceutical supplies and service between the Lewis County Sheriff Corrections Bureau, and
Omnicare Pharmacy.
WHEREAS, it appears to be in the best public interest to authorize the execution of said agreement
NOW THEREFORE BE IT RESOLVED that the aforesaid Personal Service Agreement for
pharmaceutical supplies and service is hereby approved, and the Board of County Commissioners is
authorized to sign the same.
DONE IN OPEN SESSION this d day of (W1 , 2018
APPROVED AS TO FORM: BOARD OF COUNTY COMMISSIONERS
Jonathan Meyer ro a uting Attorney LEWIS COUNTY,WASHINGTON
By: Deputy Prosecuting Attorney • • Fund, Chair
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ATTEST: Robert C. Jackson, Vice Chair
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Rieva Lester, Clerk of the Board •••S••••••Gary Sta 8 er, Commissioner
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PHARMACY PRODUCTS AND SERVICES AGREEMKNT
Parties: Community:County of Lewis doing business as Lewis County Jail
351 NW North Street,Chehalis,WA 98532
Pharmacy: Evergreen Pharmaceutical,LLC doing business as Omnicare of Seattle
12674 Gateway Drive S.,Tukwila,WA 98168
Commencement Date: August 1,2018
Initial Term August 1,2018 through July 31,2019
Subject to and in accordance with Applicable Law,during the term of this Agreement,commencing on the Commencement
Date and continuing through the Initial Term,as may be renewed hereunder,Community and Pharmacy hereby agree as
follows:
1. RESPONSIBILITIES OF PHARMACY
1.1 General:Pharmacy shall provide Pharmacy Products and Services to Community and its residents and as are set
forth on Exhibit A.
1.2 Emergency Drug Services:Pharmacy shall provide any Pharmacy Product needed on an emergency basis as
promptly as is reasonably practicable.Ifpermitted by applicable law and requested by Community,Pharmacy shall
provide,maintain and replenish,in a prompt and timely manner,an emergency drug supply("E-Kit"). E-Kits shall
be the property ofPharmacy.Allwithdrawals from E-Kits by Community personnel shall be pursuant to a valid
physician order and shall be billed in accordance with Section 3.
1.3 Equipment: Pharmacy shall furnish,at its expense,equipment which Pharmacy determines is necessary and/or
beneficial for its provision of Pharmacy Products and Services under this Agreement. Such equipment may
include,but may not be limited to,a reasonable numberofstandard medication carts and facsimile machines. All
equipment so provided shall remain the propertyofPharmacy.Community shall use any equipment furnished by
Pharmacy only for Pharmacy-related business. Pharmacy will not provide any ancillary supplies relating to
equipment(e.g.,paper,ink,tonercartridges,etc.)unless Community pays Pharmacy for the fair market value of
such supplies.
1.4 Dispensing:Medications will be provided in such fills as are determined by Pharmacy to be appropriate,unless
Pharmacy and Community otherwise mutually agree.Any returns of medications and related credits,if any,shall
be governed by Applicable Law and the Pharmacy's policies and procedures.
2. RESPONSIBILITIES OF COMMUNITY: Community shall:(a)implement Pharmacy's policies and procedures;
(b)make available to Pharmacy adequate working and storage space to allow Pharmacy to perform its obligations under this
Agreement; (c) give Pharmacy access to all reasonably required resident records;(d)promptly notify Pharmacy of any
changes in resident medication upon receipt ofphysicians'orders;(I)promptly notify Pharmacy of any room transfer or the
discharge of any resident;(e)provide Pharmacy with updated census information on a daily basis for each day during which
there is a change in census information;and(f)provide such information and assistance to Pharmacy as Pharmacy may
reasonably request to aid Pharmacy in its efforts to obtain all resident acknowledgements,billing data and consents which are
necessary for Pharmacy to timely and accurately perform billing services.
3. COMPENSATION, BILLING, COLLECTION AND PAYMENT TERMS
3.1 Compensation: Community-Pay Products and Services and House Stock Fees. If applicable,Community
shall compensate Pharmacy for the Community-Pay Products and Services and House Stock at the rates specified
in Schedule 3.1. In no event shall Pharmacy shall be obligated to provide Pharmacy Products and Services for
which a payer has not been identified,or if Pharmacy reasonably believes that the identified payer would be unable
or unwilling to pay for such products and services. In the event the Pharmacy determines that the rates and pricing
terms for Community-Pay Products and Services are less than Pharmacy's actual cost of providing such products
and services and/or the fair market value ofsuch products and services,Pharmacy may adjust the rates and pricing
terms as specified in a written notice from Pharmacy to Community.
3.2 Billing and Collection: Pharmacy shall bill and collect from private pay residents and third party payers,as
appropriate,for Pharmacy Products and Services provided to private pay residents or to be reimbursed by third
party payers,respectively. As applicable,Pharmacyshall bill Community monthly for Community-Pay Products
and Services,and House Stock,and other fees for which Community is responsible under this Agreement.
33 Payment Terms: Pharmacy shall submit a monthly invoice to Community for,as applicable,Community-Pay
Products and Services,House Stock,and other fees for which Community is responsible under this Agreement,
which were provided during,or relate to,the prior month. Community shall remit payment in full within thirty
(30) days ofthe date of s uch invoice.All payments by Community under this Agreement shall be made by check,
wire transfer or electronic funds transfer. Payment by credit card will not be accepted.If any charges are not paid
by Community when due,Pharmacy may assess interest on the unpaid amount at the rate of one and five-tenths
percent(l.5%)per month or,if less,the maximum rate allowed by Applicable Law.
3.4 Payment Disputes: Community shall notify Pharmacy of any amounts in dispute within thirty(30)days of the
date of an invoice.Notwithstanding theforegoing,Community shall pay all charges on the applicable invoice in
accordance with the payment terms specified in Section 3.3.
4. TERM AND TERMINATION
4.1 Duration:The term of this Agreement shall commence asof the Commencement Date,andshall continuethrough
the expiration ofthe Initial Term,unless sooner terminated as herein provided.Upon the expiration of the Initial
Term(and each renewal term),the termof this Agreement shall automatically be renewed for an additional term of
one(1)yearunless eitherpartyshall have given written notice ofnon-renewal to the other party not less than sixty
(60) days prior to the expiration of the Initial Term or any renewal term then in effect,as applicable.
4.2 Default and Termination:
(a) In the event that Community fails to pay any invoice as provided in Section 3,Pharmacy,at its option with
ten(10)days advance written notice to Community,shall have the right to require Community to pay on a
cash in advancebasis for all Pharmacy Products and Services provided to Community at its expense until all
of Pharmacy's invoices to Community are current according to their respective terms.In the event that
Community fails to pay any invoice within ten(10)days after the due date,Pharmacy,at its option with
thirty(30)days advance written notice to Community,shall have the right to terminate this Agreement.
(b) If either party materially defaults in any of its obligations under this Agreement(other than a default to
which Section 4.2(a) applies),and such default is not cured within sixty(60)days following delivery of
written notice from the non-defaulting party to the defaulting party(i)specifying such breach in reasonable
detail,and(ii) expressly stating that such notice is a notice ofbreach pursuant to this Section 4.2,the non-
defaulting party may terminate this Agreement with thirty(30)days advance written notice to the other
party.
(c) Either party may terminate this Agreement without cause with sixty(60)days prior written notice to the
otherparty;provided that no notice of termination fromCommunity shall be valid unless it is current in its
payments to Pharmacy.
(d) The provisions o f th is Agreement shall survive theexpiration or termination hereof to the extent necessary
to protect the rights and remedies of Pharmacy with respect to any unpaid charges or fees relating to the
period prior to the effectiveness of such expiration or termination.Upon expiration or termination of this
Agreement, Community shall return to Pharmacy, in good working condition,all equipment and other
Pharmacy property provided to Community under this Agreement.
5. COMPLIANCE WITH HEALTHCARE LAWS: Pharmacy and Community hereby covenant that in performing
their respective obligations under this Agreement, they will comply in all material respects with all applicable statutes,
regulations,rules,orders,ordinances and other laws of any governmental entity to which this Agreement and the parties'
obligations hereunder are subject with respect to healthcare regulatory matters including,without limitation,the Health
Insurance Portability and Accountability Act and its implementing regulations.Pharmacy and Community hereby certify that
they will not violate the Anti-Kickback Statute (42 U.S.C. §1320a-7b(b)) with respect to their performance under this
Agreement. Theparties acknowledge and agree that each party to an arrangement or transaction relating to CVS Health's
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businessline ofinstitutionalpharmacy services operations that is between Ouuiicare and any actual source of health care
bus inessorreferraLs to Onmicare and involves,directly or indirectly,the o ffer,payment,solicitation,or receipt of anything of
value and who meets the definitionofa Covered PersonunderOmnicare's Corporate Integrity Agreement shall complete at
least one(1)houroftraining regarding the Anti-Kickback Statute and examples ofarrangements that potentially implicate the
Anti-Kickback Statute. CVS Health's Code of Conduct and Anti-Kickback Statute Policies and Procedures are available to
Community at http:/./cvshealth.com/codeofconduct and _ • ; 1
6. GENERAL: This Agreementandany amendments or addenda hereto or thereto constitute the entire agreement
between the parties regarding the subject matter hereof, and supersede all prior or contemporaneous discussions,
representations,correspondence and agreements,whether oralor written,pertaining thereto.This Agreement may be amended
or modified only by a writing duly executed by both parties. This Agreement may be executed in any numberofcounterparts,
each of which shall be an original,but all of which,when taken together,shall constitute one and the same agreement.
The undersigned represent that they are duly authorized to execute this Agreement onbehalfofthe party for whom they sign;
and such party shall be bound by the terms of this Agreement.
County of Lewis doing business as Lewis County Jail
By:
Name and Title:
Date of Execution:
Evergreen Pharmaceutical,LLC doing business as Omnicare of Seattle
By:
Name and Title:
Date of Execution:
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EXHIBIT A
Definitions
Capitalized terms used in this Agreement and not otherwise defined shall have the following meanings:
"Pharmacy Products": Prescription and nonprescription pharmaceutical products.
"Pharmacy Products and Services": (a)provision ofPharmacy Products and related services,(b)delivery of Pharmacy
Products to Community pursuant to the Delivery Schedule set forth on Schedule 3.1,or as otherwisemutually agreed by the
parties;(c)provision ofHouse Stock to Community upon request; (d)labelling all Pharmacy Products; (e)maintaining a
drug profile on each Community resident serviced by Pharmacy; (t)provision of computerized Physician Order Sheets,
Medication Administration Records and Treatment Records to Community upon request.
"House Stock": nonprescription and prescription medications not for any particular resident which are provided by
Community at its expense.
"Community-Pay Products and Services": Pharmacy Products and Services provided by Pharmacy at the expense of
Community.
"AWP"shall mean average wholesale price as reported by such third-party pricing service(e.g.,First DataBankorMedi-
Span)as Pharmacy may utilize from time-to-time;provided,that ifAWP is no longer reported by a third-party pricing service
acceptable to Pharmacy,or is modified so as to no longer represent the same percentage of the WAC or equivalent prices
published by manufacturers that applied under the third-party pricing service used by Pharmacy prior to such modification or
cessation ofpublication,Pharmacy may amend this Agreement with written notice to Community to substitute anotherpricing
measure that is then in use generally in the pharmacy industry, and/or make any modifications to the pricing formulas
hereunder which Pharmacy reasonably determines may be necessary to prevent such change from having an economic effect
on the pricing under this Agreement.
"WAC"shall mean wholesale acquisition cost as reportedby such third-party pricing service(e.g.,First DataBank or Medi-
Span)as Pharmacy may utilise from time to time;provided that if W AC is no longer reported bya third-party pricing service
acceptable to Pharmacy, or is modified so as to result in a change in the parties'relative economic positions under this
Agreement,Pharmacymay amend this Agreement with written notice to Community to substitute another pricing measure
that is then in use generally in the pharmacy industry,and/or make any modifications to the pricing formulas hereunder which
Pharmacy reasonably determines may be necessary to prevent such change from having an economic effect on the pricing
under this Agreement.
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Schedule 3.1 (PSA): County of Lewis doing business as Lewis County jail Proposal 1D: 38294
PHARMACY PRODUCTS AND SERVICES
NON IV'S AND NON TPNS
Community Pricing Contract Terms(Patient Specific)-Rx Brands(All Except IV&TPN): WAC+1%+$2.00
Community Pricing Contract Terms(Patient Specific)-Rx Generics(All Except IV&TPN): AWP-90%+$2.00
Community Pricing Contract Terms(Patient Specific)-OTC Brands(All Except IV&TPN): WAC+10%+$1.99
Community Pricing Contract Terms(Patient Specific)-OTC Generics(All Except IV&TPN). AW9-S0%+$1.99
House Stock: (B)WAC+12.5%(G)AWP-3S%
Minimums-Rx(Fee per Fill): None
Minimums-OTC(Fee per Fill): None
Controlled Substance Fee(Schedules 2,3,4,5)(Fee per Fill(Additional to Dispensing Fee)): None
Compound Fee Non-Infusion(Fee per Fill(Additional to Dispensing Fee)): None
Scheduled Deliveries Per Day: 2(Mon-Fri)1 Sat-Sun)
Restocking Fee(Rx Specific): None
All references to states Maximum Allowable Cost(MAC),Federal Upper limit(FUA),Direct Cost(Direct),Wholesale Acquisition Cost(WAC(and Average Wholesale Price(AWP)refer to values as reported by such third-party pricing
service(e.g.,First DataBank or Medi-Span)as pharmacy may utilize from time to time.
Flu Vaccine pricing is determined on an annual basis.Please contact your local pharmacy provider for the current pricing details.
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BOCC AGENDA ITEM SUMMARY
Resolution: BOCC Meeting Date: Aug 27, 2018
Suggested Wording for Agenda Item: Agenda Type: Consent
Approve contract between Omnicare Pharmacy and the Lewis County Sheriff/Jail
Contact Chief Chris Sweet Phone: 3607402714
Department: Sheriff
Action Needed: Approve Resolution
Description
Approve contract between Omnicare Pharmacy and the Lewis County Sheriff/Jail
Cover Letter To
Chief Chris Sweet
Additional Copies
Carrie Breen
Sandy Lupo
Evergreen Pharmaceutical, LLC doing business as Omnicare of Seattle
12674 Gateway Drive S., Tukwila,WA 98168