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Docusign Envelope ID: 921F7A24-D5CE-4BCC-9F3C-5E7844661266 <br />4. Prohibited Conduct. To the extent the Agreement requires PBM to perform a function on Car- <br />rier's behalf that is related to any of the following conduct, PBM shall not engage in any of the following: <br />4.1 False Advertising. Cause or knowingly permit the use of any advertisement, promotion, <br />solicitation, representation, proposal, or offer that is untrue. Virginia Code Ann. § 38.2-3467. <br />4.2 Exorbitant Adjudication Fee. Charge a pharmacist or pharmacy a fee related to the adju- <br />dication of a claim other than a reasonable fee for an initial claim submission. Virginia Code Ann. § 38.2- <br />3467. <br />4.3 Unequal Reimbursement. Reimburse a pharmacy or pharmacist an amount less than the <br />amount that PBM reimburses a pharmacy benefits manager affiliate for providing the same pharmacist <br />services, calculated on a per-unit basis using the same generic product identifier or generic code number <br />and reflecting all drug manufacturer's rebates, direct and indirect administrative fees, and costs and any <br />remuneration. Virginia Code Ann. § 38.2-3467. <br />4.4 Punitive Measures. Penalize or retaliate against a pharmacist or pharmacy, including ter- <br />minating or failing to renew the contractual relationship with such pharmacy or pharmacist, for exercising <br />their rights under Virginia law. Virginia Code Ann. §§ 38.2-3407.15:1(D), 38.2-3467. <br />4.5 Network Exclusion. Restrict participation of a pharmacy in a pharmacy network for pro- <br />vider accreditation standards or certification requirements if a pharmacist meets such accreditation stand- <br />ards or certification standards. Virginia Code Ann. § 38.2-3467. <br />4.6 Network Adequacy Inflation. Include any mail order pharmacy or PBM affiliate in calcu- <br />lating or determining network adequacy under any law or contract in Virginia. Virginia Code Ann. § 38.2- <br />3467. <br />4.7 Spread Pricing. Conduct spread pricing in Virginia. Virginia Code Ann. § 38.2-3467. <br />5. Books and Records. <br />5.1 Corporation Commission Access. PBM and Carrier acknowledge that the Commissioner <br />of the Virginia Corporation Commission shall have access to books and records maintained by PBM for <br />the purpose of examination to determine compliance with Virginia law. Carrier shall be responsible for <br />the charges incurred by the Commissioner or their designee and their examiners and assistants in conduct- <br />ing the examination. Virginia Code Ann. § 38.2-3468(A). <br />5.2 Confidentiality. PBM and Carrier acknowledge that all documents produced by, obtained <br />by or disclosed to the Commission or any other person in the course of an examination and any analysis <br />thereof may be disclosed to (i) a regulatory official of any state or country; (ii) the National Association <br />of Insurance Commissioners (MAIC), its affiliate, or its subsidiary; or (iii) a law-enforcement authority of <br />any state or country, provided that those officials are required under their law to maintain their confiden- <br />tiality. Such information shall be given confidential treatment, is not subject to subpoena, and may not be <br />made public by the Commission or any other person. Virginia Code Ann. § 38.2-3468(C). <br />This document is CONFIDENTIAL AND PROPRIETARY to RIGHTWAY Healthcare, Inc. and may not be reproduced, <br />transmitted, published, or disclosed to others without the prior written authorization of RIGHTWAY Healthcare, Inc. <br />