HomeMy WebLinkAboutAgreements/Contracts - Sheriff & Jail (002)K23-021
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This acyreement (4Agreement" made and this 5" day of January, 2023, by and between MAO
Pharmacy, ',Inc.,, aVirgni-ta corporation trading as Westwood Pharmacy"', hereinafter referred to
as ".WESTWOOD" and Grant County, WA, hereinafter referred to as "COUNTY", is as
follows:
WITNESSETH:
WHEREAS, WESTWOOD operates a pharniacy licensed in the Commonwealth of
an
Virginia*d,
WFIEREAS, , WESTWOO' -D in the business of providing comprehensive pharmaceutical
is -
services in coiTectional settings for various state and to government entities; and,
WHEREAS, COtNTY desires to have WESTWOOD provide comprehensive
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phan-nace utical. services �for its iacility located at 32 C St. NW, Ephrata, WA 98823
NOWTHERE FORE, in consideration. of the -foregoing, COUNTY and WESTWOOD do
mutually agree as fol.lows:
1.) Services. WESTWOOD agrees to provide COUNTY comprehensive pharmaceutical
care services ("Services""') pursuant to the terms and conditions of this Agreement and in
consideration of the timely payment of its monthly invoices. WESTWOOD understands
that the CGUNTY has a right to access the same or similar services ii -oma another vendor
and that this is a non-exclusive contract for pharmaceutical care services.
2) BacjLup Phar .acv. WESTWOOD will provide COUNTY with a local back-up pharmacy
provider in the event that COUNTY needs an emergency medication(s) outside of
WESTWOOD's scheduled daily deliveries.
3) Pn*cing & Payment.
In consideration of the Services, CO'UNTY agrees to pay WESTWOOD for all
items of work performed and/or materials furnished within thirty (30) days from
its receipt of an invoice in accordance with the pricing model attached hereto as
Exhlbit A.
Backup pharmacy services will be billed as a pass-through charge at the
contracted backup pharmacy's rate, as billed through a pharmacy benefit
management (PBM.) company, plus the backup pharmacy's delivery charge or
on-call charge, or the taxi or courier charge if applicable.
A late fee of 2.5% per month will be applied to all balance that are over forty-five
(45) days past due.
4) Shipping Costs. WESTWOOD will be responsible for all shipping costs three days a.
week. All shipments in excess of three days a week shall be billed as a pass-through cost
to COUNTY..
5) Medication Carts. Two medication cart(s) can be provided on loan for the duration of the
Agreement (when these medication carts are purchased from Westwood), If current carts,
are in need of repair, please contact your WESTWOOD account manager. If providing
carts, the modeL type and number of carts will be at WESTWOOD's discretion.
6) Terin, The term of this Agreement shall commence on January 3, 2023, and shall remain
in full. force and effect for a period of one (1) year with the option of three (3) one (1)
year renewals if agreeable by both parties,
7) Termination. Either party may terminate this Agreement, with or without cause, upon
thirty (30) days written notice to the other party.
8) Relationsh' of Parties. It is agreed that nothing contained. in this Agreement is intended
or should be construed as constituting arelationship ofpartnership, Joint venture, or an
association between. WE Woo: and COUNTY. 'WESTWOOD is an independent
contractor and neither it its employees, S'Ltbcontractors,,, nor representatives shall be
considered employees, agents, or representatives of CO'UNTY.
9) Entire Afareement. This Agreement constitutes the entire understanding between the
parties and hereby supersedes and. replaces any prior oral or written agreements in their
entirety.
10) Modifications, & Amendments. This Agreement may be modified or amended by a
B ritten agreement that is executed by both parties.
10Govening Law & furisdiction. This Agreement shallbe govemedby the laws of the
State of Washington with Washington with venue and Jurisdiction being with the State
Gratit County Superior Court.
12) Notices. Any notices required or permitted to be given under this Agreement shall be
furnished in. writing and sent first class mail or registered mail to:
WEST WOOD: Westwood, Phannacy.
Attn: Mark A. Oley, Vice President
5823 Patterson Avenue
Richmond, VA 23226
Oil -NT .- Grant COLInty Jail
Attn.- Larissa J. Craghead
35 C St. NW
Ephrata, WA 98823
IN WlTNESS WHEREOF, WESTWOOD and COUNTY have caused this Agreement to
be executed by each of thel'r duly authorized. officers this 1.011 day of January, 2023:
WESTWCOD: MAO Phannacy, Inc.,
t/a Westwood Pharmacy
By:
Printed Name & Title: Vice Presider�'r
Exhibit A.
Pricing
WESTWOOD -will invoice COUNTY as follows:
• Brand Medications-, *Actual Acquisition Cost + $2.95 per RX
• Generic Medications-, **AWP — 75%
• Over -the -Counter Items,, Invoice Cost + $3.00 per piece
*Actual Acquisition Cost is defined as WESTWOOD's invot'ce cost at the time of
dispensing
4
AWS' is defined as Average NMiolesale PrIce at the time of di-spensing, as updated
by Medi-SpanV AWP is subject to: fluctuations (increase and decrease); however, our
proposed diSCOUnt to AWP" wili remain fixed 1.1i.roughout the term of theAgreement
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CCI-r of the Bo4d
Approved as to form:
BOARD OF COUNTY
COMMISSIONERS
GRANT COUNTY, WASHINGTON
Rob ® hair
Cindy Carter, Vice -Chair
Danny E. tone, Member