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Docusign Envelope ID: 921 F7A24-D5CE-4BCC-9F3C-5E7844661266 Guarantee and Dispensing Fee Guarantee. RIGHTWAY's vendor may assess and retain transaction fees from Participating Pharmacies. AWP Discount Guarantees and Dispensing Fee Guarantees shall exclude Claims for: (i) compounds, (ii) vaccines, (iii) non-diabetic OTCs, (iv) DMR/Paper, (v) Coordination of Benefit, (vi) Medicaid subrogation, (vii) long-term care/home infusion, (viii) Government Agencies, (ix) non -network, (x) COVID-19 test kits and antivirals, (xi) Client directed overrides, and (xii) previously paid under the medical benefit. Specialty Drug AWP Discount Guarantees are applicable to Specialty Drug Claims originating at Specialty Pharmacies. Specialty Drug Claims dispensed at a Retail Pharmacy will be included in the Specialty Drug Claim Pricing Category as long as Client's benefit design allows for only one grace fill at a Retail Pharmacy. If Client's benefit design allows for more than one grace fill then the Specialty Drug Claim may be excluded from the applicable AWP Discount Guarantees and Dispensing Fee Guarantees. Pricing Adiudication Logic: (a) Client Payment to RIGHTWAY: All Claims will adjudicate at and Client will pay RIGHTWAY (except as stated in (c) below) the lower of (i) U&C (if applicable); (ii) AWP minus the Participating Pharmacy's discount rate plus Dispensing Fee; (iii) MAC (if applicable) plus Dispensing Fee; or (iv) the Participating Pharmacy's submitted amount plus Dispensing Fee, in each case, less the amount of any Cost - Sharing Amount payable by the Eligible Person and plus any applicable sales Taxes. (b) Eligible Person Payment to Pharmacy: All Claims will adjudicate at and Eligible Person will pay Participating Pharmacies (except as stated in (c) below) the lower of (i) U&C (if applicable); (ii) AWP minus the Participating Pharmacy's discount rate plus Dispensing Fee; (iii) MAC (if applicable) plus Dispensing Fee; (iv) the Participating Pharmacy's submitted amount plus Dispensing Fee; or (v) the applicable Cost -Sharing Amount, in each case, plus any applicable sales Taxes. (c) Third Party Pricing (As Applicable): As part of the point-of-sale adjudication process, RIGHTWAY will send certain Claims to a third party vendor to determine if additional discount pricing may apply. In the event the vendor's available discount price for a Claim is lower than an Eligible Person's payment amount as determined in subsection (b) above, the Claim will adjudicate at the vendor's available discount price resulting in Eligible Person paying the full Claim cost plus any applicable Taxes. B. Rebate Payments and Guarantees. Client will receive 100% of the Rebates on a pass-through basis per RIGHTWAY's standard turnaround timeline. RIGHTWAY's payment to Client for Rebates will be on a quarterly basis and will include Client's portion of any Rebates collected and validated for accuracy during the applicable calendar quarter. RIGHTWAY agrees to pay Client its portion of received Rebates within ninety (90) days following the end of each calendar quarter in which such amounts are received, after final audit and validation of accuracy. Ninety (90) days after the close of each calendar quarter, RIGHTWAY will produce a Contract Year-to- date PMPM Settlement and Quarterly Rebate report and shall pay to Client the remaining amount due which is equal to the greater of: (i) Rebates collected, on a Contract Year-to-date basis, or (ii) the amount required for RIGHTWAY to meet its minimum Rebate obligations under this Agreement. 46 This document is CONFIDENTIAL AND PROPRIETARY to RIGHTWAY Healthcare, Inc. and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of RIGHTWAY Healthcare, Inc.