Group Purchasing Organization Sample Clauses

Group Purchasing Organization. In the event BCM and a group purchasing organization (“GPO”) of which BCM is a member, enters into a master agreement or pricing agreement governing the purchase and sale of any or all the Equipment and/or Services hereunder (the “Master Agreement”), Seller agrees that BCM shall have the option, in BCM’s sole discretion and upon prior notice to Seller and on a prospective basis only, to (i) continue this Agreement, but to adjust the pricing hereof to reflect the pricing set forth in the GPO Master Agreement, without any penalty, or (ii) terminate this Agreement, without any penalty, and enter into the GPO Master Agreement.
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Group Purchasing Organization. Ohio Schools Council
Sample 1
Group Purchasing Organization. The Resource Group (a) is a “group purchasing organization” dial is structured to comply with the requirements of the “GPO safe harbor” regulations regarding payments to group purchasing organizations set forth in 42 C.F.R. § 1001.952(j), except with respect to the requirement that the group of individuals or entities that the group purchasing organization is authorized to act as a purchasing agent for, be neither wholly-owned by the group purchasing organization nor subsidiaries of a parent corporation that wholly owns the group purchasing organization; (b) obtained a favorable Advisory Opinion from the Department of Health and Human Services Office of the Inspector General issued March 8, 2012 (OIG Advisory Opinion No. 12-01), with respect to the structure and operation of The Resource Group (subsections (a) and (b) referred to collectively as the “GPO Safe Harbor”); and [***]. The Resource Group agrees that if and as required by relevant regulations (as they may be amended from time to time), it will disclose in writing to each Participant which is a provider of services as defined in section 1861(u) of the Social Security Act (or to each Participant facility, if the Participant has more than one facility) at least annually, and upon request, to the U.S. Secretary of Health and Human Services, the actual amount The Resource Group has received from Licensor with respect to purchases made by or on account of the Participant. [***]. The Resource Group makes no representations that the Contract Administrative Fees meet the definition of “bona fide service fees” as defined in 42 C.F.R. § 414.802 or as may be used in other regulations containing similar price reporting requirements.
Sample 1
Group Purchasing Organization. (a) The Borrower intends to form a non-wholly owned limited liability company Subsidiary to engage in certain group purchasing activities for pharmacies owned by the Borrower and its Subsidiaries (the "GPO Subsidiary"). At least 95% of the GPO Subsidiaries will be owed by the Borrower or its Subsidiaries with the remainder owned by a third party. The GPO Subsidiary does not constitute a Permitted Joint Venture or a wholly-owned Subsidiary under the Credit Agreement. The Lenders hereby consent to the creation of the GPO Subsidiary. Within ten (10) Business Days after the creation of the GPO Subsidiary, the Borrower shall cause the GPO Subsidiary to execute and deliver to the Administrative Agent (i) a joinder to the Subsidiary Guaranty, pursuant to which such new Subsidiary shall become a party thereto and shall guarantee the payment of the Obligations of the Borrower under the Credit Agreement and the other Credit Documents, and (ii) a joinder to the Security Agreement, pursuant to which such new Subsidiary shall become a party thereto and shall grant to the Agent a first priority Lien upon and security interest in its accounts receivable, inventory, equipment, general intangibles and other personal property as Collateral for its obligations under the Subsidiary Guaranty, subject only to Permitted Liens. Additionally, concurrently with the GPO Subsidiary delivering a joinder to the Subsidiary Guaranty, the Borrower or its Subsidiaries as applicable will execute and deliver to the Administrative Agent an amendment or supplement to the Security Agreement pursuant to which all of the Capital Stock of such new Subsidiary owned by the Borrower shall be pledged to the Administrative Agent. As promptly as reasonably possible, the Borrower and the GPO Subsidiary will deliver any such other documents, certificates and opinions (including opinions of local counsel in the jurisdiction of organization of the new Subsidiary), in form and substance reasonably satisfactory to the Administrative Agent, as the Administrative Agent may reasonably request in connection therewith and will take such other action as the Administrative Agent may reasonably request to create in favor of the Administrative Agent a perfected security interest in the Collateral being pledged pursuant to the documents described above.
Sample 1
Group Purchasing Organization. In the event Seller has an active agreement in place with a Group Purchasing Organization in which IU Health is an active member (the “IU Health & Seller GPO”) and there is a conflict between this Agreement and the IU Health & Seller GPO agreement, the terms and conditions of this Agreement shall control and prevail over the IU Health & Seller GPO agreement and in all other respects, the IU Health & Seller GPO agreement shall remain in full force and effect. Seller acknowledges and agrees that it may be required to pay certain administrative fees to the GPO pursuant to the terms of a GPO agreement. Entire Agreement. This Agreement, including and together with any P.O.s, related exhibits, schedules, attachments and appendices, constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.
Sample 1
Group Purchasing Organization 
Sample 1

Related to Group Purchasing Organization

  • Business Organization Between the date of this Agreement and the Closing Date, Seller shall use its reasonable efforts, and shall cause Seller and each of its Subsidiaries to use its respective reasonable efforts, to

  • Company Organization Each of Acquiror and Merger Sub has been duly incorporated, organized or formed and is validly existing as a corporation or exempted company in good standing (or equivalent status, to the extent that such concept exists) under the Laws of its jurisdiction of incorporation, organization or formation, and has the requisite company power and authority to own, lease or operate all of its properties and assets and to conduct its business as it is now being conducted. The copies of Acquiror’s Governing Documents and the Governing Documents of Merger Sub, in each case, as amended to the date of this Agreement, previously delivered by Acquiror to the Company, are true, correct and complete. Merger Sub has no assets or operations other than those required to effect the transactions contemplated hereby. All of the equity interests of Merger Sub are held directly by Acquiror. Each of Acquiror and Merger Sub is duly licensed or qualified and in good standing as a foreign corporation or company in all jurisdictions in which its ownership of property or the character of its activities is such as to require it to be so licensed or qualified, except where failure to be so licensed or qualified would not reasonably be expected to be, individually or in the aggregate, material to Acquiror.

  • Principal Place of Business and Organization No Borrower shall change its principal place of business set forth in the introductory paragraph of this Agreement without first giving Lender thirty (30) days prior notice. No Borrower shall change the place of its organization as set forth in Section 4.1.28 hereof without the consent of Lender, which consent shall not be unreasonably withheld. Upon Lender’s request, Borrowers shall execute and deliver additional financing statements, security agreements and other instruments which may be necessary to effectively evidence or perfect Lender’s security interest in the Collateral as a result of such change of principal place of business or place of organization.

  • Competitive Business “Competitive Business” shall mean an enterprise that is in the business of offering banking products and/or services, which services and/or products are similar or substantially identical to those offered by the Bank during Executive’s employment with the Bank.

  • Organizational and Offering Services The Advisor shall perform all services related to the organization of the Company or any Offering or private sale of the Company’s securities, other than services that (i) are to be performed by the Dealer Manager, (ii) the Company elects to perform directly or (iii) would require the Advisor to register as a broker-dealer with the SEC or any state.

  • Organization of the Purchaser The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation.

  • Organization, etc The Purchaser has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware, with corporate power and authority to execute and deliver this Agreement and to perform the terms and provisions hereof.

  • Corporate Organization, Etc Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada with the requisite corporate power and authority to carry on its business as it is now being conducted and to own, operate and lease its properties and assets, is duly qualified or licensed to do business as a foreign corporation in good standing in every other jurisdiction in which the character or location of the properties and assets owned, leased or operated by it or the conduct of its business requires such qualification or licensing, except in such jurisdictions in which the failure to be so qualified or licensed and in good standing would not, individually or in the aggregate, have a Material Adverse Effect (as defined below) on Company. Company Disclosure Schedule contains a list of all jurisdictions in which Company is qualified or licensed to do business and includes complete and correct copies of Company’s articles of incorporation and bylaws. Company does not own or control any capital stock of any corporation or any interest in any partnership, joint venture or other entity.

  • Broker/Dealer Relationships Neither the Company nor any of the Subsidiaries (i) is required to register as a “broker” or “dealer” in accordance with the provisions of the Exchange Act or (ii) directly or indirectly through one or more intermediaries, controls or is a “person associated with a member” or “associated person of a member” (within the meaning set forth in the FINRA Manual).

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