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DocuSign Envelope ID:E8C538EF-9595-4E36-A4C9-2CA66C7BE34A <br /> PHARMACY BENEFIT MANAGEMENT SERVICES AGREEMENT <br /> This Pharmacy Benefit Management Services Agreement (hereinafter this "Agreement") is <br /> entered into by and between Envision Pharmaceutical Services, LLC, an Ohio Limited <br /> Liability Company (hereinafter "Envision"), and Orange County, a North Carolina county <br /> (hereinafter "Plan Sponsor"). This Agreement is effective July 1st, 2017 (hereinafter the <br /> "Effective Date"). <br /> BACKGROUND <br /> Envision is a URAC accredited Pharmacy Benefit Management (PBM) company providing <br /> comprehensive pharmacy benefit management services nationwide to various employers, unions, <br /> and Plan Sponsors that establish and fund health benefit plans covering outpatient prescription <br /> medications. Plan Sponsor has established one or more health benefit plans providing coverage <br /> for prescription medications to covered individuals and desires to engage Envision to provide <br /> pharmacy benefit management services in accordance with the terms and conditions of this <br /> Agreement. <br /> NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained, <br /> Plan Sponsor and Envision hereby agree as follows: <br /> 1. DEFINITIONS <br /> 1.1 "Administrative Fee" means the amount that Envision charges Plan Sponsor for included <br /> services under this Agreement as set forth in Exhibit 1. <br /> 1.2 "Benefit Plan" means the Plan Sponsor's group insurance plan, prescription drug plan, or <br /> other benefit plan established and funded by Plan Sponsor that covers the cost of Covered Drugs <br /> dispensed to Covered Individuals. <br /> 1.3 "Benefit Specification Form" or "Benefit Specification Change Form" means the forms, <br /> as modified from time to time, that are completed by Plan Sponsor that specify the terms and <br /> provisions of the Benefit Plan and the configuration of System edits, such as which Prescription <br /> Drugs are covered by Plan Sponsor (including, for example Limited Distribution Drugs or <br /> Specialty Drugs), any limitations or exclusions, the Benefit Plan's tier structure and Cost Share <br /> requirements, and any conditions associated with the specific services to be rendered by Envision <br /> under this Agreement (i.e. Clinical Prior Authorizations, Drug Therapy Management, etc.). If <br /> there is any inconsistency between the terms of this Agreement and the Benefit Specification <br /> Form or any Benefit Specification Change Form submitted in connection with the services to be <br /> provided under this Agreement, then the provisions of the most recent signed Benefit <br /> Specification Form or Benefit Change Form shall control. A separate Benefit Specification form <br /> shall be provided by Plan Sponsor for each unique Benefit Plan, which Benefit Plan shall be <br /> identified by a unique group number. <br /> 1.4 "Brand Drug" means a Prescription Drug designated as a branded drug product by Medi- <br /> Span as indicated by the multisource (i.e. MONY) code attached to the 11 digit NDC for such <br /> \Pass-through PBMSA(041917) ©Envision Pharmaceutical Services,LLC Page 1 of 41 <br />