Quest Diagnostics Clause Samples
Quest Diagnostics. Quest Diagnostics has >2000 testing facilities with specimens processed at 26 central laboratories in the US (excluding those devoted exclusively to clinical trials). Specimen collection and testing protocols are standardized nationally. Date of test, laboratory value results, normal range limits, and associated ICD-10 codes are entered at each lab facility. Data are sent electronically to the testing site, and also to a centralized main frame and entered into the national database within 7 days. Specifications on data storage, transfer, and cleaning will be included in a supplemental submission. These studies will utilize ALP, TB, ALT, AST, and platelets to propensity weight treated and untreated patients at index, and to determine UDCA treatment failure. AMA data will be used to validate the ICD-10 PBC claims diagnostic criteria.
Quest Diagnostics. The parties expressly acknowledge that Quest Diagnostics Incorporated (“Quest Diagnostics”) is an intended third-party beneficiary of this Agreement with respect to Ciphergen’s supply and support obligations for PRODUCTS as set forth in the Strategic Alliance Agreement dated July 22, 2005 (the “SAA”) between Ciphergen and Quest Diagnostics and the applicable agreement(s) between Ciphergen and Quest Diagnostics for the supply of PRODUCTS. To the extent CIPHERGEN is obligated to supply PRODUCTS to Quest Diagnostics pursuant to the SAA and subject to the terms and conditions of this Agreement, BIO-RAD agrees to provide such PRODUCTS to CIPHERGEN in fullfillment of such obligations.
Quest Diagnostics. (i) At any time after the date hereof, Quest Diagnostics may request the Company to register under the Securities Act all or any portion of the shares of Restricted Stock held by Quest Diagnostics for sale in the manner specified in such notice, provided that the shares of Restricted Stock for which registration has been requested shall constitute at least 20% of the total shares of Restricted Stock originally issued to Quest Diagnostics if Quest Diagnostics shall request the registration of less than all shares of Restricted Stock then held by Quest Diagnostics (or any lesser percentage if the reasonably anticipated aggregate price to the public of such public offering would exceed $5,000,000). Notwithstanding anything to the contrary contained herein, no request may be made under this Section 4(b) within 120 days after the effective date of a registration statement filed by the Company covering a firm commitment underwritten public offering in which Quest Diagnostics shall have been entitled to join pursuant to Section 5 and in which there shall have been effectively registered all shares of Restricted Stock as to which registration shall have been requested.
(ii) Following receipt of any notice under Section 4(b)(i) from Quest Diagnostics, the Company shall immediately provide written notice to each Preferred Investor, whereupon each Preferred Investor may request the Company to register under the Securities Act all or any portion of the shares of Restricted Stock held by such Preferred Investor. Any request by a Preferred Investor hereunder must be received by the Company within ten business days after receipt by such Preferred Investor of written notice from the Company of Quest Diagnostic's request under Section 4(b)(i). If Preferred Investors holding a majority of shares of Restricted Stock held by all Preferred Investors request registration of any portion of the shares of Restricted Stock held by such Preferred Investors, the provisions of Section 4(c) shall govern such registration.
(iii) Following receipt of any notice under Section 4(b)(i) and provided Preferred Investors holding a majority of shares of Restricted Stock held by all Preferred Investors have not provided the Company with notice under Section 4(b)(ii), the Company shall immediately notify the Managing Shareholder and all holders of Restricted Stock and Warrants other than the Preferred Investors and shall use its best efforts to register under the Securities Act, for public sale i...
Quest Diagnostics. 1. Receivable financing (Wachovia Bank, N.A. has a lien on receivables that Quest Diagnostics Receivables Inc. has purchased from Borrower and its wholly owned Subsidiaries) $300 million
2. Capitalized leases (debt assumed in connection with the Acquisition of American Medical Laboratories, Inc., LabOne, Focus Diagnostics, Enterix and HemoCue) $14.9 million Vasogen, Inc. * (1) $ * $ * $ * * Q-Med, Inc. * (2) * * * * Ciphergen Biosystems, Inc. * (3) * * * * Ciphergen Biosystems, Inc. Warrants * (4) * * * * $ * $ * $ * GMP Companies Inc * $ * $ — Cengent Therapeutics Inc (Formerly SBI) * * — Enterix (non-colon cancer) * (5) * * * Correlogic * * * * Somalogic * (6) * * * DNA Genotek * * * * Test My Health LabOne (7) * * * * $ * $ * CompuNet Clinical Labs (CCL) Laboratory JV — $ * 33 % Mid-America Clinical Labs (MACL) Laboratory JV — * 44 % Sonora Quest Labs (SQL) Laboratory JV * 49 % * — $ * UPMC — — 51 % DLO — — 51 % Erie — — 54 % Clinical Genomics Pty Ltd (5) — — * Ciphergen Biosystems, Inc. (Loan) $ * $ *
(1) Initial Investment of * was made in *, with additional investments of * and * in * and *, respectively. A * was recorded in *.
(2) Initial Investment of * was made in *, with an additional investment of * in *.
(3) A * was recorded in *. Future market value changes are recorded as * or * in the *.
(4) Market value changes of the Ciphergen warrants are recognized in the income statement on a * basis.
(5) The investments in these entities were established in connection with the acquisition of * in *. The consolidated entity is R&D related to * and the cost investment is for all other R&D.
(6) A * was recorded in *.
(7) The investment in Test My Health was acquired in connection with the acquisition of * in *. * Portions of this Exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the Securities and Exchange Commission.
1. GlaxoSmithKline plc — Acquisition of SmithKline B▇▇▇▇▇▇ Clinical Laboratories, Inc.
A. Stock and Asset Purchase Agreement dated as of February 9, 1999, among SmithKline B▇▇▇▇▇▇ plc (“SSB”), and SmithKline B▇▇▇▇▇▇ Corporation, as sellers, and Borrower, as buyer, for the purchase of SSB’s U.S. and certain non-U.S. clinical laboratory business.
Quest Diagnostics. Docket No.: MON-L-1503-20 This matter arises out of a class action Complaint Plaintiff filed on behalf of himself, ▇▇▇▇ ▇▇▇▇▇▇ (“Plaintiff” or “Sacchi”), and similarly situated individuals, alleging that Defendant Quest Diagnostics (“Defendant” or “Quest”) violated the classes’ rights to the proper access of their protected healthcare information. The Complaint identifies seven causes of action, the majority of which, Plaintiff argues, are viable by way of the federal Health Insurance Portability and Accountability Act of 1996 (“HIPAA”). Plaintiff contends that Defendant’s refusal to supply Protected Health Information is a violation of the New Jersey Consumer Fraud Act; violates HIPAA’s Privacy Rule; constitutes negligence; breach of covenant of good faith and fair dealing; engaged in improper billing and breach of contract to not retaliate for the filing of a HIPAA Complaint.