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PAGE 1 OF 89 THISAGREEMENT(“Agreement”),datedforreferencepurposesonlyasJanuary 1, 2026,isbyand between the City of Renton (the “City” or “Client”), a Washington municipal corporation, and MedImpact Healthcare Systems, Inc. (“Consultant” or “MedImpact”), a California corporation. The City and the Consultant are referred to collectively in this Agreement as the “Parties.” Once fullyexecutedbytheParties,thisAgreementiseffective as of the last date signed by both parties. 1. Scope of Work: Consultant agrees to provide pharmacy benefit management services as specified in Exhibit 1 (“Scope of Work”), which is attached and incorporated herein and may hereinafter be referred to as the “Work.” 2. Changes in Scope of Work: The City, without invalidating this Agreement, may order changestotheWorkconsistingofadditions,deletionsormodifications.Anysuchchanges to the Work shall be ordered by the City in writing and the Compensation shall be equitably adjusted consistent with the rates and agreed upon services set forth as an amendment to Exhibit 1 (“Scope of Work”), mutually agreed to in writing and signed by both Parties. 3. Time of Performance: Consultant shall commence performance of the Agreement pursuant to the Scope of Work set forth in Exhibit 1 (“Scope of Work”). 4. Compensation: A. Amount. Compensation shall be paid as specified in Exhibit 1 (“Scope of Work”). The Consultant agrees that any hourly or flat rate charged by it for its Work shall remain locked at the negotiated rate(s) unless otherwise agreed to in writing or provided in Exhibit 1 (“Scope of Work”). B. Method of Payment. City shall pay Consultant for services in accordance with Article 4 (“Compensation and Payment”) set forth in the Exhibit 1 (“Scope of Work”). C. Effect of Payment. Payment for any part of the Work shall not constitute a waiver by the City of any remedies it may have against the Consultant for failure of the AGREEMENT FOR PHARMACY BENEFIT MANAGEMENT SERVICES CAG-25-357 PAGE 2 OF 89 Consultant to perform the Work or for any breach of this Agreement by the Consultant. D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this Agreement for any future fiscal period, the City shall provide Consultant thirty (30) days’ written notice of such non-appropriation, and the City shall not be obligated to make payments for Work or amounts incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Work for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies. 5. Termination: A. The City reserves the right to terminate this Agreement in accordance with Article 11 (“Term and Termination”) of Exhibit 1 (“Scope of Work”). In the event of such termination or suspension, all finished or unfinished documents, data, studies, worksheets, models and reports, or other material prepared by the Consultant pursuant to this Agreement shall be submitted to the City, if any are required as part of the Work. B. In theevent this Agreement isterminated bytheCity, the Consultant shallbe entitled to payment for all Work provided prior to the effective date of termination, less all payments previouslymade.If Consultant is to provide any Work after the termination date, City shall pay Consultant for such Work. If the Agreement is terminated by the City after partial performance of Work for which the agreed compensation is a fixed fee, the City shall pay the Consultant an equitable share of the fixed fee. This provision shall not prevent the Cityfromseekinganylegalremediesitmayhavefortheviolation or nonperformance of any of the provisions of this Agreement. No payment shall be made by the City for any expenses incurred or work done following the effective date of termination unless authorized in advance in writing by the City. 6. RESERVED. 7. Record Maintenance: The Consultant shall maintain accounts and records, which properly reflect all direct and indirect costs expended and Work provided in the performance of this Agreement and retain such records for aslongas maybe required by applicable Washington State records retention laws, but in any event no less than six years after the termination of this Agreement. The Consultant agrees to provide access to and copies of any records related to this Agreement as required by the City to audit expendituresandchargesand/ortocomplywiththeWashingtonStatePublicRecordsAct (Chapter 42.56 RCW) in accordance with Article 5 (“Records Maintenance, Use, Access”) and Exhibit D (“Audit Protocols”) set forth in Exhibit 1 (“Scope of Work”). The provisions of this section shall survive the expiration or termination of this Agreement. PAGE 3 OF 89 8. Public Records Compliance: To the full extent the City reasonably determines necessary to comply with the Washington State Public Records Act, Consultant shall make a due diligentsearch of all responsive public records in its possession or control relating to this Agreement and the Work, including, but not limited to, e-mail, correspondence, notes, saved telephone messages, recordings, photos, or drawings and provide them to the City for production. In the event Consultant believes said records need to be protected from disclosure, it may, at Consultant’s own expense, seek judicial protection. Consultant shall indemnify, defend, and hold harmless the City for all costs, including attorneys’ fees, attendant to any claim or litigation related to a Public Records Act request for which Consultant has responsive records and for which Consultant has withheld records or information contained therein, or not provided them to the City in a timely manner. Consultant shall produce for distribution records responsive to the Public Records Act request in a timely manner, unless those records are protected by court order or other legal authority. The provisions of this section shall survive the expiration or termination of this Agreement. 9. Independent Contractor Relationship: A. TheConsultantisretainedbytheCityonlyforthepurposesandtotheextentsetforth inthisAgreement.The nature of the relationship between the Consultant and the City during the period of the Work shall be that of an independent contractor, not employee. The Consultant, not the City, shall have the power to control and direct the details, manner or means of Work. Specifically, but not by means of limitation, the Consultant shall have no obligation to work any particular hours or particular schedule, unless otherwise indicated in the Scope of Work or where scheduling of attendance or performance is mutually arranged due to the nature of the Work. Consultant shall retain the right to designate the means of performing the Work covered by this agreement, and the Consultant shall be entitled to employ other workers at such compensation and such other conditions as it may deem proper, provided, however, that any contract so made by the Consultant is to be paid by it alone, and that employing such workers, it is acting individually and not as an agent for the City. B. The City shall not be responsible for withholding or otherwise deducting federal income tax or Social Security or contributing to the State Industrial Insurance Program,orotherwiseassumingthedutiesofanemployerwith respecttoConsultant or any employee of the Consultant. 10. Hold Harmless: The Consultant agrees to release, indemnify, defend, and hold harmless the City, elected officials, employees, officers, representatives, and volunteers from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, PAGE 4 OF 89 penalties, expenses, attorney’s or attorneys’ fees, costs, and/or litigation expenses to or by any and all persons or entities, arisingfrom, resultingfrom, or related to the negligent acts, errors or omissions of the Consultant in its performance of this Agreement or a breach of this Agreement by Consultant, except for that portion of the claims caused by the City’s negligence. 11. Gifts and Conflicts: The City’s Code of Ethics and Washington State law prohibit City employees from soliciting, accepting, or receiving any gift, gratuity or favor from any person, firm or corporation involved in a contract or transaction. To ensure compliance with theCity’sCode of Ethicsand statelaw,the Consultantshallnot givea giftofanykind to City employees or officials. Consultant also confirms that Consultant does not have a businessinterestoraclosefamilyrelationshipwith anyCityofficeroremployeewhowas, is, or will be involved in selecting the Consultant, negotiating or administering this Agreement, or evaluating the Consultant’s performance of the Work. 12. City of Renton Business License: Unless exempted by the Renton Municipal Code, Consultant shall obtain a City of Renton Business License prior to performing any Work and maintain the business license in good standing throughout the term of this agreement with the City. Information regardingacquiring a city businesslicense can be found at: https://www.rentonwa.gov/Tax Information regardingState business licensing requirements can be found at: https://dor.wa.gov/doing-business/register-my-business 13. Insurance: During the term of this Agreement, and if coverage is provided on a “claims made” basis then for a continuous period three (3) years after any termination of this Agreement, Consultant shall secure and maintain: A. Commercial general liability insurance in the minimum amounts of $1,000,000 for each occurrence/$2,000,000 aggregate for the Term of this Agreement. B. In the event that Work delivered pursuant to this Agreement either directly or indirectly involve or require Professional Services, Professional Liability, Errors and Omissions coverage shall be provided with minimum limits of $1,000,000 per claim. "Professional Services", for the purpose of this section, shall mean any Work provided by a licensed professional or Work that requires a professional standard of care. C. Workers’ compensation coverage, as required by the Industrial Insurance laws of the State of Washington, shall also be secured. D. Commercial Automobile Liabilityfor owned, leased, hired or non-owned, leased, hired or non-owned, with minimum limits of $1,000,000 per occurrence combined single PAGE 5 OF 89 limit, if there will be any use of Consultant’s vehicles on the City’s Premises by or on behalf of the City, beyond normal commutes. E. Consultant shall name the City as an Additional Insured on its commercial general liability policy. The City’s insurance policies shall not be a source for payment of any Consultant liability unless Consultant’s liability resulted in whole or in part from any act or omission from the City, nor shall the maintenance of any insurance required by this Agreement be construed to limit the liability of Consultant to the coverage provided by such insurance or otherwise limit the City’s recourse to any remedy available at law or in equity; notwithstanding the foregoing, this Section shall be subject to Section 6.4 (“Limitation of Liability”) set for in Exhibit 1 (“Scope of Work”). F. Subject to the City’s review and acceptance, a certificate of insurance showing the proper endorsements, shall be delivered to the City before performing the Work. G. Consultant shallprovidethe Citywith written notice of anypolicy cancellation, within two (2) business days of their receipt of such notice. 14. Delays: Consultant is not responsible for delays caused by factors beyond the Consultant’s reasonable control. When such delays beyond the Consultant’s reasonable controloccur,the Cityagreesthe Consultant isnot responsible fordamages, nor shallthe Consultant be deemed to be in default of the Agreement. 15. Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or encumber any rights, duties or interests accruing from this Agreement without the written consent of the other. 16. Notices: Any notice required under this Agreement will be in writing, addressed to the appropriate party at the address which appears below (as modified in writing from time totimebysuchparty), and givenpersonally,byregistered or certified mail,return receipt requested, or by nationally recognized overnight courier service. Time period for notices shall be deemed to have commenced upon the date of receipt. Email and telephone may be used for purposes of administering the Agreement, but may not be used to give any formalnoticerequiredbytheAgreement. PAGE 6 OF 89 CITY OF RENTON Erika Eddins 1055 South Grady Way Renton, WA 98057 Phone: (425) 430-7659 eeddins@rentonwa.gov CONSULTANT Attn: CEO 10181 Scripps Gateway Ct. San Diego, CA 92131 Phone: (800) 788-2949 With a copy to: SVP Corporate Services & General Counsel at the same address as above. 17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational qualification, the Consultant agrees as follows: A. Consultant, and Consultant’s agents, employees, representatives, and volunteers with regard to the Work performed or to be performed under this Agreement, shall not discriminate on the basis of race, color, sex, religion, nationality, creed, marital status, sexual orientation or preference, age (except minimum age and retirement provisions), honorably discharged veteran or military status, or the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification in relationship to hiring and employment, in employment or application for employment, the administration of the delivery of Work or any other benefits under this Agreement, or procurement of materials or supplies. B. The Consultant agrees that applicants will be hired and that employees are treated during employment without regard to their race, creed, color, national origin, sex, age, sexual orientation, physical, sensory or mental handicaps, or marital status. Such action shall include, but not be limited to the following employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training. C. If the Consultant fails to comply with any of this Agreement’s non-discrimination provisions, the City shall have the right, at its option, to cancel the Agreement in whole or in part. D. The Consultant is responsible to be aware of and in compliance with all federal, state and local laws and regulations that may affect the satisfactory completion of the project, which includes but is not limited to fair labor laws, worker's compensation, and Title VI of the Federal Civil Rights Act of 1964, and will comply with the City of Renton Council Resolution Number 4085. PAGE 7 OF 89 18. Miscellaneous:The parties hereby acknowledge: A. The City is not responsible to train or provide training for Consultant. B. Consultant will not be reimbursed for job related expenses except to the extent specifically agreed within the attached exhibitsor as mutually agreed upon in writing. C. Consultant shall furnish all tools and/or materials necessary for Consultant to perform the Work except to the extent specifically agreed within the attached exhibits. D. In the event special training, licensing, or certification is required for Consultant to provide Work he/she will acquire or maintain such at his/her own expense and, if Consultantemploys, sub-contracts,orotherwiseassignstheresponsibilityto perform the Work, said employee/sub-contractor/assignee will acquire and or maintain such training, licensing, or certification. E. Consultant is responsible for his/her own insurance, including, but not limited to health insurance. F. Consultantisresponsibleforhis/herown Worker’s Compensation coverage aswell as that for any persons employed by the Consultant. 19. Other Provisions: A. Approval Authority. Each individual executing this Agreement on behalf of the City and Consultant represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the City or Consultant. B. General Administration and Management. The City’s project manager is Erika Eddins. In providing Work, Consultant shall coordinate with the City’s contract manager or his/her designee. C. Amendment and Modification. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. D. Conflicts. In the event of any inconsistencies between Consultant proposals and this Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to this Agreement are incorporated by reference only to the extent of the purpose for which they are referenced within this Agreement. To the extent a Consultant prepared exhibit conflicts with the terms in the body of this Agreement or contains terms that are extraneous to the purpose for which it is referenced, the terms in the body of this Agreement shall prevail and the extraneous terms shall not be incorporated herein. PAGE 8 OF 89 E. Governing Law. This Agreement shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington and the City of Renton. Consultant and all of the Consultant’s employees shall perform the Work in accordance with all applicable federal, state, county and city laws, codes and ordinances. F. Joint Drafting Effort. ThisAgreement shall be considered for all purposes as prepared by the joint efforts of the Parties and shall not be construed against one party or the other as a result of the preparation, substitution, submission or other event of negotiation, drafting or execution. G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or interpret this Agreement or any of itsterms or covenants shall be broughtin the King County Superior Court for the State of Washington at the Maleng Regional Justice CenterinKent,KingCounty, Washington,or itsreplacement orsuccessor. Consultant hereby expressly consents to the personal and exclusive jurisdiction and venue of such court even if Consultant is a foreign corporation not registered with the State of Washington. H. Severability. A court of competent jurisdiction’s determination that any provision or part of this Agreement is illegal or unenforceable shall not cancel or invalidate the remainder of this Agreement, which shall remain in full force and effect. I. Sole and Entire Agreement. This Agreement contains the entire agreement of the Parties and any representations or understandings, whether oral or written, not incorporated are excluded. J. Time is of the Essence. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Work is essential to the Consultant’s performance of this Agreement. K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the Parties,and alldutiesand responsibilitiesundertaken pursuanttothisAgreementwill be for the sole and exclusive benefit of the Parties and no one else. L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns, and legal representatives to the other party to this Agreement, and to the partners, successors, assigns, and legal representatives of such other party with respect to all covenants of the Agreement. PAGE 9 OF 89 M. Waivers. All waivers shall be in writing and signed by the waivingparty. Either party’s failure to enforce any provision of this Agreement shall not be a waiver and shall not prevent either the City or Consultant from enforcing that provision or any other provision of this Agreement in the future. Waiver of breach of any provision of this Agreement shall not be deemed to be a waiver of any prior or subsequent breach unless it is expressly waived in writing. N. Counterparts. The Parties may execute this Agreement in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. PAGE 10 OF 89 IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date last signed by the Parties below. CITY OF RENTON By: MEDIMPACT HEALTHCARE SYSTEMS, INC. By: Armondo Pavone Mayor Krista Kelley Chief Commercial Officer, Enterprise Date Date Attest JasonA.Seth City Clerk Approved as to Legal Form By: Alex Tuttle Senior Assistant City Attorney ContractTemplateUpdated5/21/2021 OOTCA contract no. 3558 12/18/2025 Approved by Alex Tuttle via email 12/17/2025 PAGE 11 OF 89 City of Renton (Service Agreement)—12-16-25 Page 11 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit 1 SCOPE OF WORK [Remainder of page intentionally left blank] PAGE 12 OF 89 City of Renton (Service Agreement)—12-16-25 Page 12 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT 1 SCOPE OF WORK between CITY OF RENTON and MEDIMPACT HEALTHCARE SYSTEMS, INC. MedImpact Healthcare Systems, Inc. 10181 Scripps Gateway Court San Diego, CA 92131 (858) 566-2727 PAGE 13 OF 89 City of Renton (Service Agreement)—12-16-25 Page 13 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. This Scope of Work (“Agreement”) is entered into between MedImpact Healthcare Systems, Inc., a California corporation located at 10181 Scripps Gateway Court, San Diego, CA 92131 (“MedImpact”), and City of Renton located at 1055 South Grady Way Renton, WA 98057 (“Client”), effective as of the Effective Date. ARTICLE 1 – DEFINITIONS 1.1 Defined Terms. Unless otherwise defined in this Agreement or any addendum or amendment hereto, capitalized terms used in this Agreement (and its exhibits hereto) shall have the meanings specified in Exhibit A. ARTICLE 2 – CLIENT OBLIGATIONS 2.1 Implementation Forms. Client will cooperate with MedImpact in completing implementation form(s), which contain Client information related to benefit structure, system requirements, operational requirements, services selected, and/or other information required by MedImpact with respect to Services to be provided hereunder. Client shall promptly review and confirm that the information on the implementation form(s) is accurate and complete and notify MedImpact in writing of any errors and/or inaccuracies on the implementation form(s) within the earlier of thirty (30) days from receipt of the implementation form or ten (10) days prior to the Implementation Date, otherwise all information contained therein will be deemed accurate, complete, and acceptable to Client, and MedImpact shall have the right to rely on all such information contained in the implementation form(s). Failure of Client to sign the implementation form confirming its accuracy does not alter MedImpact’s right to rely on the information contained therein and does not relieve Client of its responsibility for notifying MedImpact in writing of any errors or inaccuracies in the implementation form(s). 2.2 Provision of Required Information. Throughout the Term of this Agreement, Client shall provide to MedImpact information in a format and at a frequency required by MedImpact for MedImpact to perform the Services, including but not limited to, regular and timely Eligible Member Lists, Benefit Plan Information, and medical claims data file feeds. Client shall be solely responsible for ensuring the accuracy and completeness of its Eligible Members List and Benefit Plan Information provided to MedImpact and shall be obligated to pay for Claims accepted by MedImpact based on that information. Retroactive modification of the Eligible Members List and/or Benefit Plan Information will not relieve Client of liability for those Claims processed prior to such modifications being implemented in MedImpact systems. 2.3 Reliance on Client Information. Client acknowledges and agrees that MedImpact shall have the right to rely on the information and instructions provided by Client in connection with this Agreement and the Services provided hereunder. Failure of Client to timely provide the required information under Sections 2.1 and 2.2 in a format acceptable to MedImpact may result in postponement of the scheduled Implementation Date (or change date for updated information). Client acknowledges and agrees that MedImpact may provide Participating Pharmacies and/or subcontractors with access to Eligible Member List information, Benefit Plan Information, and Claims data, and that MedImpact and the Participating Pharmacies and/or subcontractors are entitled to rely on the accuracy and completeness of the information provided by Client, whether provided electronically, manually, or otherwise. Further, MedImpact shall have the right to rely on instructions from Client in connection with the provision of Services hereunder. This does not give Client the right to impose requirements on MedImpact beyond those specified in this Agreement. PAGE 14 OF 89 City of Renton (Service Agreement)—12-16-25 Page 14 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 2.4 Eligible Member ID Cards. All ID Cards shall include information necessary for proper prescription drug claims adjudication following then current NCPDP standards and MedImpact requirements, including identification of MedImpact’s pharmacy network logo or other method acceptable to MedImpact of identifying MedImpact as the contracted prescription benefits manager. 2.5 Modifications/Approvals of Communications. Client shall not modify any of the content of any communication prepared by MedImpact for Client, Participating Pharmacies, Eligible Members, physicians, or other third parties without the prior written approval of MedImpact. Further, Client shall not alter, remove, or impair any copyright, trademark, and/or similar notices on any communication prepared by MedImpact. All external communications prepared by Client regarding MedImpact must be approved by MedImpact in writing prior to distribution. 2.6 Review of Reports, Statements, and Other Materials. Upon Client’s or its designee’s(s’) receipt of reports (including but not limited to all pharmacy network guarantee reports, Rebate reports, and quarterly and annual Performance Guarantee reports, etc., as applicable), Statements, and other materials (including but not limited to all service requests (SRs), benefit change requests (BCRs), pharmacy operations change requests, acceptance tests, statements of work (SOWs), etc., as applicable), Client shall be responsible for promptly reviewing and confirming that the reports, Statements, and other materials are accurate and complete and for promptly notifying MedImpact in writing of any errors or objections to such reports, Statements, and/or other materials. Unless Client notifies MedImpact in writing of any errors or objections within ninety (90) days from receipt of such report, Statement, and/or other materials, all the information contained therein will be deemed accurate, complete, and acceptable to Client. 2.7 Non-Routine Inquiries. Client shall promptly notify MedImpact in writing in accordance with Section 12.12 of this Agreement about all non-routine inquiries by Government Agencies (including insurance departments and other regulatory bodies), attorneys, Eligible Members, and/or others regarding this Agreement or Services provided hereunder. Any response to such inquiries by Client is subject to the confidentiality provisions contained in Article 8 of this Agreement. ARTICLE 3 – MEDIMPACT OBLIGATIONS 3.1 Provision of Services to Client. 3.1.1 MedImpact shall provide to Client the services set forth in Exhibit B-1, and the services described in any attachment, addendum, work order, or amendment (including letter amendments) to this Agreement, all of which are incorporated by reference into this Agreement (“Services”). The Services shall be subject to Section 12.1 set forth herein. 3.1.2 MedImpact may make changes to its Services without notice to Client, so long as such changes do not materially alter any of the provisions of this Agreement. 3.1.3 MedImpact may, from time to time, add new programs or services, or make material modifications to existing programs or Services, provided that MedImpact shall give Client written notice of such new programs or services or such material modifications, and the pricing related thereto, at least thirty PAGE 15 OF 89 City of Renton (Service Agreement)—12-16-25 Page 15 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. (30) days prior to their implementation. Such written notice shall include an opportunity for Client to decline to participate in, or “opt out” of, the new or modified program or service. If Client does not opt out of the new or modified program or service pursuant to the instructions in the written notice, then Client shall be deemed to have accepted such new or modified program or service, and this Agreement shall be deemed so modified without further writing or signature. 3.2 Performance Guarantees. MedImpact agrees to provide certain services under this Agreement consistent with the performance guarantees outlined in Exhibit E (“Performance Guarantees”), attached hereto and incorporated herein as referenced. The Performance Guarantee amounts specified in Exhibit E shall be Client’s exclusive remedy for MedImpact’s failure to meet such Performance Guarantees. ARTICLE 4 – COMPENSATION AND PAYMENT 4.1 Fees. In consideration of the Services provided by MedImpact, Client will pay the Claim amounts, Claims Processing Fees, fees set forth in Exhibit B, Taxes, and any other applicable charge or fee pursuant to the terms set forth in Section 4.2 and Exhibit B, or listed elsewhere in this Agreement or in a corresponding attachment, addendum, work order, or amendment (including letter amendments) to this Agreement, all of which are incorporated by reference into this Agreement (collectively “Fees”). 4.2 Payment to MedImpact. MedImpact shall provide Client with statements (each a “Statement”) for Fees on a semi-monthly basis. Annual, quarterly, or monthly Fees may be billed in advance, and any new or changed Fees that are based on Claim count will go into effect as of the next Statement cycle after the effective date of the new or changed Fees. Upon receipt of each Statement, Client shall wire the full amount of Fees included in the Statement within five (5) Business Days to the bank account(s) designated by MedImpact. Alternatively, Client may authorize MedImpact to make electronic fund transfers from Client’s designated account to MedImpact after executing MedImpact’s Electronic Fund Transfer Agreement. If this payment method is selected by Client, the full Statement amount will be initiated two (2) Business Days prior to each Statement due date and withdrawn from the account on the Statement due date (Statement due dates will be the sixteenth (16th) of the month and first (1st) of the month). In the event Client has questions regarding any amounts included on the Statement, it still shall be obligated to pay the full amount of the Fees due on the Statement within the time period set forth herein, and then the parties shall work together in good faith to resolve any such questions. 4.3 Prompt Pay and Other Deposits. In the event any Law requires payment of Claims (whether paper or electronic) to pharmacies and/or Eligible Members in less than thirty (30) days, then MedImpact may, in its sole discretion, require a deposit reasonably sufficient to cover such payments. Client will provide MedImpact with the deposit(s) required under this Agreement (including Section 4.4.3 (Security Deposits)) within seven (7) days of such request, which MedImpact may retain until termination of this Agreement and/or use to make payments due pursuant to this Agreement or prompt payment Laws. Upon termination of this Agreement such deposit shall be reduced by any offsets for payment defaults, interest, and collection costs, and thereafter will be returned, without interest, to Client within one hundred eighty (180) days following the later of termination of this Agreement or cessation of Services. 4.4 Failure of Client to Pay Timely. In the event Client fails to pay any amount due under this Agreement as set forth herein, in addition to all other rights and remedies under this Agreement and at law and in equity, PAGE 16 OF 89 City of Renton (Service Agreement)—12-16-25 Page 16 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. MedImpact shall have the following rights and remedies: 4.4.1 Interest and Other Charges. Should Client fail to pay any amount due under this Agreement within the time frame set forth herein, Client shall be subject to interest charged on all amounts due at an amount equal to one and one-half percent (1.5%) per month, to accrue on a daily basis on any unpaid balances. Client shall also reimburse MedImpact for any late prompt-pay or other penalties assessed by any regulatory body that are caused by Client’s failure to pay MedImpact timely. In addition, Client shall be responsible for all costs of collection and agrees to reimburse MedImpact for such costs and expenses, including reasonable attorneys’ fees. 4.4.2 Suspension of Services. If two (2) Business Days have elapsed from the time any amount due under this Agreement was due MedImpact, and payment in full (including any accrued interest) has not been received at the MedImpact designated bank account, then MedImpact may suspend its services and system operations for Client upon written notice to Client provided all past due amounts (including interest) have not been cured in full within forty-eight (48) hours after receiving such a notice. 4.4.3 Security Deposits. Should Client fail to pay any amount due under this Agreement within fifteen (15) days, MedImpact shall have the option to require Client to provide MedImpact a deposit in an amount equal to twice the average Statement amount over the previous six (6) months, or, if there is less than six (6) months billing history, then such deposit shall be twice the average Statement amount over the actual billing history. 4.4.4 Offsets. In the event of any uncured payment default, Client authorizes MedImpact to offset the amount of such payment defaults, interest, and collection costs against any Client related amounts otherwise payable to Client (including, without limitation, any Rebate amounts or Client’s deposit, if any). 4.4.5 Status of Payments to Participating Pharmacies and Eligible Members. MedImpact is not required to render payments to Participating Pharmacies or Eligible Members for Claims unless and until MedImpact has received payment for the Claims from Client. In the event MedImpact renders Claims payments to Participating Pharmacies and/or Eligible Members prior to receipt of Claims payment from Client, such payments shall not constitute a waiver of any of MedImpact’s remedies with respect to non-payment and shall not establish a course of dealing between MedImpact and Client. 4.5 Client Insolvency. In the event that Client makes an assignment for the benefit of creditors, files a voluntary or involuntary petition in bankruptcy, is adjudicated insolvent or bankrupt, or a receiver or trustee is appointed, MedImpact shall have the right, but not the obligation, to participate in such proceedings on its own behalf and/or on behalf of Participating Pharmacies. All Fees for Services rendered during the pendency of any such event shall continue to accrue and be payable by Client. MedImpact shall also be entitled to any reasonable costs and fees (including attorneys’ fees) incurred by MedImpact in any such proceedings. All such amounts shall become immediately due and owing by Client upon notification from MedImpact. Notwithstanding the foregoing or any participation by MedImpact in an insolvency proceeding, Client shall retain all liability for payment of Fees, including Claims, and MedImpact shall have no liability, whatsoever, to any pharmacy, Eligible Member, governmental entity, or any other party to an insolvency for amounts owed to pharmacies, Eligible Members, governmental entities, or for Rebates. PAGE 17 OF 89 City of Renton (Service Agreement)—12-16-25 Page 17 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 4.6 Sales and Use Taxes. Any applicable sales, use, or other similarly assessed and/or administered tax, surcharge, and/or similar fees (“Tax(es)”) (i) imposed on MedImpact, its affiliates, and/or a Participating Pharmacy by a governmental authority based upon the provision of Covered Benefits or other Services hereunder and/or (ii) which MedImpact or one of its affiliates may incur or be required to pay arising from or relating to MedImpact’s or its affiliates’ performance of Services as a pharmacy benefit manager, third-party administrator, or otherwise, in any jurisdiction, will be the sole responsibility of Client. Such Tax amounts may be included on Statements provided to Client, which Client shall pay in accordance with Section 4.2 above. Otherwise, Taxes shall be paid by Client within thirty (30) days of receipt of notice from MedImpact of such Tax amounts due. In no event shall MedImpact be liable for any sales and use Taxes described herein, or the determination or calculation thereof. 4.7 Not Plan Assets. Client acknowledges and agrees that Client, Benefit Plans, and Eligible Members do not have a property interest in any amounts paid to and/or retained by MedImpact under or in connection with this Agreement and no such amounts are assets of the Client, Benefit Plans, and/or Eligible Members. ARTICLE 5 – RECORDS MAINTENANCE, USE, ACCESS 5.1 Maintenance of Records. MedImpact shall maintain documentation of all Claims processed for six (6) years, or such longer period as required by applicable Law, from the date of the Claim and in accordance with Section 7 of the base Agreement. Such documentation shall be in a format and media deemed appropriate by MedImpact. 5.2 Use of Information. MedImpact may de-identify, use, reproduce, or adapt all information and data provided by Client or Client’s third-party vendors in connection with this Agreement, including, without limitation, Claims data information, medical data that contains Eligible Member “medical information” (which includes, but is not limited to: (i) medical, diagnostic, laboratory and specialty data and/or claims; (ii) general medical information; (iii) diagnostic laboratory data and values; and (iv) specialty drug information), and eligibility information, to render services to its clients and to develop new products and services which may be outside the scope of this Agreement, provided it maintains the confidentiality of this information to the extent required by applicable Law, including, without limitation, the applicable provisions of HIPAA/HITECH, and may not use the information as prohibited by Law. 5.3 Third-party Data Access. Client acknowledges and agrees that MedImpact may provide Client’s third- party vendors with access to Client Claims and other information (e.g., via access to MedAccess®or secure email file submissions) upon Client’s request or direction. MedImpact shall require such third-party vendors of Client to execute a non-disclosure/confidentiality and/or license agreement prior to providing such data access. Client acknowledges and agrees that MedImpact will not share either party’s confidential information with Client’s third-party vendors until such non-disclosure/confidentiality and/or license agreement is executed. Client represents and warrants that it shall have and maintain a business associate agreement and confidentiality agreement in connection herewith with such third-party vendors. 5.4 Reserved. 5.5 Right to Audit Claims and Business Records. 5.5.1 By Client. Client may inspect and audit, or cause to be inspected and audited, MedImpact in PAGE 18 OF 89 City of Renton (Service Agreement)—12-16-25 Page 18 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. accordance with the Audit Protocols set forth in Exhibit D attached hereto and incorporated into this Agreement by reference. 5.5.2 By MedImpact. During the Term of this Agreement and for one (1) year thereafter, MedImpact may inspect and audit, or cause to be inspected and audited, once annually, the books and records of Client directly relating to this Agreement, including, without limitation, the existence and number of Eligible Members. 5.5.3 By Government Agencies. MedImpact will allow Government Agencies to audit Services provided hereunder as and to the extent required by Law. Client shall provide MedImpact prompt written notice upon learning that any such regulatory audit is to occur. With such notice, Client shall provide MedImpact with a copy of the Government Agency’s audit request (portions not relevant to MedImpact may be redacted). ARTICLE 6 – INDEMNIFICATION AND LIMITATION OF LIABILITY 6.1 Indemnity by Client. Client shall be responsible for its own acts and omissions and those of its employees, officers, directors, trustees, shareholders, and agents, in connection with this Agreement, and is obligated to indemnify MedImpact for such under this Agreement. 6.2 Reserved. 6.3 Database Limitation. MedImpact relies on Medi-Span, First Databank, and/or other industry comparable databases in providing Client with claims adjudication, drug utilization review, and other Services under this Agreement. The data available from MedImpact through such databases and the Services provided hereunder are limited by the amount, type, and accuracy of information made available to MedImpact by the databases, Client, Participating Pharmacies, Eligible Members, and prescribers. MedImpact has no obligation to acquire information about an Eligible Member beyond that provided as part of the Eligible Members List and Claims information submitted by Participating Pharmacies. MedImpact does not warrant the accuracy of reports, alerts, codes, prices, or other data contained in such databases. The clinical information contained in these databases and the Formulary is intended as a supplement to, and not a substitute for, the knowledge, expertise, skill, and judgment of physicians, pharmacists, and/or other healthcare professionals involved in Eligible Members’ care. The absence of a warning for a given drug or drug combination shall not be construed to indicate that the drug or drug combination is safe, appropriate, or effective for any Eligible Member. EXCEPT AS EXPRESSLY WARRANTED IN THIS AGREEMENT, MEDIMPACT DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES OF ANY KIND, INCLUDING THE SUITABILITY FOR ANY PARTICULAR PURPOSE OF THE DATA GENERATED THROUGH THE MEDIMPACT SOFTWARE SYSTEM. 6.4 Limitation of Liability. IN NO EVENT SHALL EITHER PARTY OR ANY AFFILIATE OF EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS, ARISING OUT OF OR RELATED TO ITS PERFORMANCE UNDER THIS AGREEMENT OR BREACH HEREOF, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. MEDIMPACT’S LIABILITY TO CLIENT OR ANY AFFILIATE OF CLIENT UNDER THIS AGREEMENT, IF ANY, SHALL IN NO EVENT EXCEED ONE MILLION DOLLARS PAGE 19 OF 89 City of Renton (Service Agreement)—12-16-25 Page 19 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. ($1,000,000). Any controversy or claim arising out of or relating to this Agreement, regardless of the basis of the claim, must be filed within the earlier of (i) the applicable statute of limitations or (ii) two (2) years of the date the factual basis for the claim occurs. Failure to file such a claim within that time period will bar a party from asserting that claim. ARTICLE 7 - DISPUTE RESOLUTION PROCEDURE 7.1. Resolution of Disputes. Except for payment obligations under Article 4(Compensation and Payment), before resorting to litigation, the parties shall endeavor to resolve any dispute, claim, or controversy arising out of or relating to this Agreement or any breach or threatened breach of this Agreement through good faith negotiation between the parties' senior leadership or management. In such event, the parties agree to meet and confer in good faith to resolve the dispute within thirty (30) days of initial notice of the dispute or such longer time period as agreed upon between the parties. To the extent that such discussions do not result in a resolution, and if the parties cannot agree upon binding arbitration, then, on demand by either party, such dispute shall be settled by litigation in a court of competent jurisdiction located in the King County, Washington. ARTICLE 8 - CONFIDENTIALITY 8.1 Confidential Information. The term “Confidential Information” (whether oral or written), means information of a confidential or proprietary nature relating to the subject matter described in this Agreement which is taken from or disclosed by one party (the “Disclosing Party”) by or to the other (the “Receiving Party”), whether prepared by a party, its advisors, or otherwise, and whether furnished prior to or after the Effective Date. Without limiting the generality of the foregoing, for avoidance of doubt, MedImpact’s Confidential Information includes MedImpact’s reporting and other web-based and computer applications and systems (including but not limited to MedAccess®), adjudication systems, system formats, and databanks; MedImpact’s Formulary, along with clinical and formulary management operations and programs; policies and procedures, information and contracts relating to Rebates and other manufacturer revenue; pricing information, including MAC Lists and pricing schedules, and MedImpact’s contracts with Participating Pharmacies. Confidential Information shall not include information which, as evidenced in writing: (a) is or becomes publicly available or otherwise in the public domain through no breach of this Agreement; or (b) is learned by the Receiving Party from a third-party expressly entitled to disclose it. The Receiving Party is expressly entitled to disclose it if the Confidential Information is subject to the Washington State Public Records Act (RCW 42.56). 8.2 Treatment of Confidential Information. The Receiving Party agrees to hold the Disclosing Party’s Confidential Information in strict confidence and to take reasonable precautions to protect such Confidential Information (including, without limitation, marking such information as confidential and proprietary and using all precautions Receiving Party employs with respect to its own Confidential Information). The Receiving Party shall only permit access and use of any Confidential Information to its employees and other individuals within the Receiving Party’s organization, including its advisors, consultants, and subcontractors who need to use the information to perform such Receiving Party’s obligations under this Agreement, who have been informed of the confidential and proprietary nature of the Confidential Information, and have been directed to treat the Confidential Information in accordance with the terms of this Agreement. The Receiving Party further agrees not to disclose any Confidential Information to any third party, not to use, analyze, transcribe, transmit, PAGE 20 OF 89 City of Renton (Service Agreement)—12-16-25 Page 20 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. decompile, disassemble, or reverse engineer any Confidential Information unless required in the performance of the Receiving Party’s duties under this Agreement, not to use any Confidential Information for its own or any third party’s benefit unless authorized by this Agreement or by the Disclosing Party in writing, and not to alter or remove any legend, marking, or notice provided by the Disclosing Party on its Confidential Information regarding the confidential and proprietary nature of such information. Notwithstanding the foregoing, Client shall require its advisors, consultants, and subcontractors to enter into a MedImpact standard non-disclosure agreement with MedImpact prior to the Client’s disclosure of Confidential Information to such advisors, consultants, and subcontractors. Without limiting the generality of the foregoing, Client will not, and will not permit any advisors, consultants, or subcontractors to, attempt to access MedImpact’s systems or networks connected to MedImpact’s systems by circumventing MedImpact’s system access control measures (e.g., hacking, password mining, etc.)or breach the security or authentication measures of MedImpact’s systems and networks. The Receiving Party shall be responsible for any failure of its employees and other individuals within such Receiving Party’s organization, and its advisors, consultants, and subcontractors, to comply with the terms of this Agreement. Receiving Party may make disclosures required by Law or court order provided Receiving Party has given the Disclosing Party immediate written notice of the request so that the Disclosing Party can object or otherwise intervene and provided that the Receiving Party uses diligent, reasonable efforts to limit disclosure and to obtain confidential treatment or a protective order. Notwithstanding the foregoing, any disclosure of Rebate contract terms and data permitted hereunder must be subject to a protective order. 8.3 No Transfer of Right or Title. Receiving Party acknowledges that it shall not acquire any rights or title to any Confidential Information merely by virtue of its use or access to such Confidential Information hereunder. Neither the execution of this Agreement nor the furnishing of any Confidential Information hereunder shall be construed as granting the Receiving Party, either expressly, by implication, or otherwise, any license under any invention or patent now or hereafter owned by or controlled by the Disclosing Party. None of the information that may be submitted or exchanged by the parties shall constitute any representation, warranty, assurance, guarantee, or inducement by a party to the other with respect to the infringement of patents, copyrights, trademarks, trade secrets, or any other rights of third persons. 8.4 Remedies. Each party agrees that any disclosure or use of Confidential Information in violation of this Article 8 would cause immediate and irreparable injury or loss that may not be adequately compensated by monetary damages. Therefore, in the event of any breach or threatened breach of this Article 8, each party shall be entitled to injunctive relief and specific performance, enjoining or restraining such breach or threatened breach, in addition to all other remedies available at Law or in equity. A party is not in violation of this Article 8 if information is disclosed pursuant to the Washington Public Records Act (RCW 42.56). ARTICLE 9 – COMPLIANCE 9.1 Compliance with Law. Each party will comply with all Laws applicable to it related to its obligations hereunder. MedImpact shall have no obligation to advise Client about Client’s compliance with any applicable Law, including, without limitation, HIPAA/HITECH, ERISA, ACA, ADA, the Washington Public Records Act (RCW 42.56), and other state Laws applicable to insurers and/or benefit plans. Without limiting the generality of the foregoing, Client has obtained, or will obtain, all Eligible Member authorizations required by Law for MedImpact to perform the Services provided for in this Agreement or in any amendment or addendum hereto, as well as for MedImpact to contact Eligible Members, their physicians, and Participating Pharmacies in order to perform any of the activities contemplated by this Agreement. Client will disclose to Eligible PAGE 21 OF 89 City of Renton (Service Agreement)—12-16-25 Page 21 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Members and others as required by Law, any and all matters that are required by Law to be disclosed by Client as applicable, including matters relating to the Benefit Plan or the Services provided hereunder; information relating to the calculation of Copayments or any other amounts that are payable by an Eligible Member in connection with the Benefit Plan; information about Rebates or other discounts on pharmaceutical products, irrespective of whether Client retains or allows MedImpact or others to retain all or a portion of any Rebates or discounts; and information about commissions, revenue sharing, fees, allowances, incentives, adjustments, discounts, and/or spread based pricing, as applicable. If this Agreement, or any part hereof, is found not to be in compliance with applicable Law, then the parties shall renegotiate this Agreement for the sole purpose of correcting the non-compliance. 9.2 HIPAA/HITECH Compliance. MedImpact is not a “Covered Entity” under HIPAA/HITECH. For the purposes of this Agreement, MedImpact is deemed to be a “Business Associate” of Client as such term is defined in the Privacy Standard of the Federal Register, published on December 28, 2000, and the parties have entered into the Business Associate Agreement set forth in Exhibit C attached hereto and incorporated into this Agreement by reference. 9.3 Change in Law or Practice. If there is an amendment, addition, deletion, or other change, or change in interpretation thereof, in Laws, or any government, judicial, or legal action, or any drug industry practice, or any policy, underwriting, benefit change, or management practice of a regulatory body, accreditation agency, or Client that, among other things, materially burdens MedImpact or materially alters MedImpact’s rights and/or obligations hereunder, requires MedImpact to increase or decrease payments or shorten payment times to Participating Pharmacies, or materially changes the scope of services hereunder (“Change in Law”), then there shall be an appropriate modification of the services, reimbursement rates and/or Dispensing Fees, Claims Processing Fees, other administrative fees, Rebates, and/or financial guarantees, as applicable to this Agreement, hereunder to preserve each party’s anticipated economic benefits under this Agreement. 9.4 Escheatment/Unclaimed Property. Client, as the “holder” (as defined under unclaimed property Laws) of uncashed checks made out to Eligible Members for DMR Claims, shall be responsible for any required due diligence activities and escheating such amounts to the applicable states. As such, MedImpact will provide Client with reports, in MedImpact’s standard format, containing sufficient information to allow Client to perform the escheatment activities as required under each state’s respective unclaimed property Laws related to these uncashed DMR checks. Such reports will be provided to Client twice a year on or about January 31st and July 31st for such DMR checks that have remained uncashed for at least six (6) months post issuance. In addition, MedImpact will remit a check to Client in an amount equal to the aggregate amount as reflected in each such report and MedImpact shall have no further obligations related to any due diligence or escheatment requirements for such DMR Claim payments. 9.5 Reserved. ARTICLE 10 – RELATIONSHIP OF THE PARTIES 10.1 Exclusivity. During the Term of this Agreement, Client agrees that MedImpact shall be the sole and exclusive agent for Client for each of the types of services described in this Agreement. 10.2 MedImpact Status. The parties acknowledge that MedImpact is a service provider of Client and is PAGE 22 OF 89 City of Renton (Service Agreement)—12-16-25 Page 22 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. acting in a ministerial capacity in the performance of its obligations under this Agreement. Nothing in this Agreement shall be construed or deemed to confer upon MedImpact any responsibility for or control over the terms or validity of any Benefit Plan, and MedImpact shall have no discretionary authority over or responsibility for any Benefit Plan, but rather MedImpact provides administrative services for Client. Client acknowledges and agrees that neither it nor any Benefit Plan intends MedImpact to be a fiduciary (as defined under state or federal Law, including ERISA), and neither will name MedImpact or any of MedImpact’s affiliates as a plan fiduciary. MedImpact is not an insurer, plan sponsor, provider of health services, or a fiduciary, and MedImpact shall have no responsibility for: (i) any funding of Client benefits; (ii) any insurance coverage relating to Client, any Benefit Plan, or Eligible Members; (iii) the nature or quality of professional health services rendered to Eligible Members; or (iv) management or disposition of assets of the Benefit Plan, if any exist. Upon reasonable notice, MedImpact will have the right to terminate Services with respect to any Benefit Plan (or, if applicable, Eligible Members) located in a state requiring a pharmacy benefit manager to be a fiduciary to Client, a Benefit Plan, or an Eligible Member, in any capacity. 10.3 Use of Subcontractors. MedImpact may subcontract and/or have MedImpact affiliates perform MedImpact’s obligations as set forth herein. Such subcontractors shall be subject to the terms and conditions herein, including but not limited to, Section 9.2 (“HIPAA/HITECH Compliance”). Any reference to a MedImpact system or process herein may include the system and/or process of a MedImpact subcontractor and/or affiliate. 10.4 Performance Outside of the United States. Client acknowledges and agrees that Services may be performed at a location outside of the United States. Services performed at a location outside of the United States shall comply with applicable Law, including HIPAA/HITECH. 10.5 Independent Contractors. Client and MedImpact are independent entities and nothing in this Agreement shall be construed or be deemed to create a relationship of employer and employee, principal and agent, franchiser and franchisee, joint venturers, or any relationship, fiduciary or otherwise, other than that of independent parties contracting with each other solely for the purpose of carrying out the provisions of this Agreement. 10.6 Relationship to Participating Pharmacies. Participating Pharmacies are independent contractors and not subcontractors or agents of MedImpact, and MedImpact does not exercise any control over the professional judgment of any pharmacist dispensing prescriptions or otherwise providing pharmaceutical related services at a Participating Pharmacy. As a result, MedImpact shall have no liability to Client or any Eligible Member for a claim resulting from any act or omission of any Participating Pharmacy or its agents or employees. 10.7 Non-Solicitation in Hiring. During the Term of this Agreement and for a period of one (1) year thereafter, each party shall not, without the prior written consent of the other party, directly or indirectly solicit for hire, recruit, or induce, or allow its officers, directors, agents or affiliates to solicit for hire, recruit, or induce any employees of the other party to terminate their employment or violate their contractual or fiduciary duties. 10.8 Insurance. Each party shall maintain or obtain (as applicable), with respect to the activities in which such party engages pursuant to this Agreement, professional liability (errors and omissions) insurance and general liability insurance in amounts reasonable and customary for the nature and scope of business engaged in by such party and in accordance with Section 13 of the base Agreement. Upon request, such party shall PAGE 23 OF 89 City of Renton (Service Agreement)—12-16-25 Page 23 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. promptly deliver to the other party evidence of such insurance. ARTICLE 11 - TERM AND TERMINATION 11.1 Term. The Services under this Agreement will be implemented as of January 1, 2026 (“Implementation Date”) and will continue through December 31, 2028 (“Initial Term”) and may be terminated earlier or extended in accordance with the terms of this Article 11. After the Initial Term, this Agreement shall automatically renew for successive one (1) year renewal terms (each, a “Renewal Term”) under the terms and conditions set forth herein unless either party sends written notice of non-renewal to the other party in accordance with Section 12.12 of this Agreement, received at least ninety (90) days prior to the end of the Initial Term or any Renewal Term. The Initial Term and any Renewal Terms will be referred to as the “Term”. 11.2 Termination. 11.2.1 Termination with Cause. This Agreement may be terminated at any time by either party based on a material breach of any provision of this Agreement, provided that sixty (60) days’ advance written notice of such material breach shall be given to the other party and the breach remains uncured at the end of this sixty (60) day period. 11.2.2 Termination Without Cause. Client may terminate this Agreement without cause during the Initial Term effective any date on or after January 1, 2027, upon providing MedImpact ninety (90) days’ prior written notice in accordance with Section 12.12. Notwithstanding the foregoing, the parties agree that if Client exercises this termination right during the first twelve (12) months of the Agreement, MedImpact shall be entitled to a liquidated damage amount equivalent to the implementation costs and any utilized portion of the implementation credit, pharmacy management fund, or other allowances provided for in Exhibit B-5 of this Agreement, as applicable. 11.2.3 Termination Due to Non-Payment. Notwithstanding any other provision in this Agreement, in the event Client fails to timely pay MedImpact the full amount due for each Statement (and any interest accrued thereon) as set forth in this Agreement, MedImpact may terminate this Agreement on any date thereafter, effective on the date specified in such notice of termination. 11.2.4 Termination Due to Impairment. Notwithstanding any other provision in this Agreement, this Agreement may be terminated upon notice by MedImpact: (i) if any court or governmental or regulatory agency issues Client an order or finding of impairment or insolvency or issues an order to cease and desist from doing business; (ii) if Client fails to obtain required regulatory approvals in connection with Client and/or the Benefit Plan (e.g., Client fails to satisfy CMS or state financial solvency requirements); (iii) if Client makes an assignment for the benefit of creditors, has a voluntary or involuntary petition filed under Title 11 of the United States Code (or any similar statute now or hereafter in effect), or has a receiver, custodian, conservator, or trustee appointed with respect to all or a substantial part of its property; or (iv) if Client has a proceeding commenced against it which substantially impairs its performance hereunder. 11.3 Remedies for Early Termination. The parties agree that should Client terminate this Agreement in violation of this Article 11, amounts payable under this Agreement shall become immediately due and payable upon notice from MedImpact. The parties further agree that the existence of this remedy will not preclude PAGE 24 OF 89 City of Renton (Service Agreement)—12-16-25 Page 24 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. MedImpact from seeking or receiving injunctive and/or other relief and that this Section 11.3 does not give Client termination rights beyond those specified in Section 11.1 and Section 11.2 above. 11.4 Effect of Termination. Upon termination of this Agreement: 11.4.1 All further obligations of the parties under this Agreement shall terminate, but no termination under this Agreement shall affect the rights and obligations of the parties accruing prior to the effective date of such termination. 11.4.2 All Confidential Information provided by a party, except for Confidential Information required by Law to be retained, shall be immediately returned by the Receiving Party, or the Receiving Party shall certify to the Disclosing Party that such materials have been destroyed; however, MedImpact shall be entitled to (a) retain copies of the Confidential Information preserved or recorded in any computerized data storage device or component (including any hard drive or database) or saved automatically to standard back-up or archival systems, and (b) retain copies of Confidential Information to the extent required by standard document retention policies. 11.4.3 The parties shall, in all events, remain bound by and continue to be subject to the following provisions of this Scope of Work: Section 2.3 (Reliance on Client Information), Section 2.6 (Review of Reports, Statements, and Other Materials), Section 2.7 (Non-Routine Inquiries), Section 4.4 (Failure of Client to Pay Timely), Section 4.5 (Client Insolvency), Section 4.6 (Sales and Use Taxes), Section 5.1 (Maintenance of Records), Section 5.2 (Use of Information), Section 5.3 (Third-party Data Access), Section 5.5.3 (Right to Audit Claims and Business Records By Government Agencies), Article 6 (Indemnification and Limitation of Liability), Article 7 (Dispute Resolution Procedure), Article 8 (Confidentiality), Section 10.6 (Relationship to Participating Pharmacies), Section 10.7 (Non-Solicitation in Hiring), Section 11.3 (Remedies for Early Termination), Section 11.4 (Effect of Termination), Section 11.5 (Post-Termination Services/Access), and Article 12 (General Provisions). 11.4.4 Upon termination of this Agreement, the parties will mutually develop a run-off plan providing for: (i) Client’s notification to Eligible Members of the timing of any transition to a successor pharmacy benefit administrator/manager at least thirty (30) days prior to the effective date of such termination or as mutually agreed upon; and (ii) MedImpact’s provision of at least six (6) months of standard Claims data, open mail order and specialty pharmacy refill, utilization management edits, Formulary and all related drug lists (specific to the Client at the time of termination), accumulators, and open prior authorization files for transition to the successor pharmacy benefit administrator/manager, at no additional cost, in accordance with MedImpact’s standard protocol. Upon termination of this Agreement, MedImpact will process only those Claims which are for prescriptions dispensed before the termination date and which are received by MedImpact within ninety (90) days of the termination date. Any Claims submitted and processed after the termination date will be billed and paid for by Client consistent with the terms for pre-termination Claims, and the processing and payment of any Claims received more than ninety (90) days after termination shall be the sole responsibility of Client. Client will pay MedImpact in accordance with this Agreement for any Fees for Services provided during any run-off period. 11.5 Post-Termination Services/Access. MedImpact may make available to Client certain post-termination services at its then current fees, which shall be agreed upon in a separate writing. Unless otherwise specified PAGE 25 OF 89 City of Renton (Service Agreement)—12-16-25 Page 25 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. in such writing, Client shall remit to MedImpact the fees for such services in accordance with the timeframes outlined in Article 4 of this Agreement. For avoidance of doubt, the foregoing shall not obligate MedImpact to provide post-termination services, including, without limitation, the provision of continued data submissions and/or reporting, consultation, analysis, submittals to Government Agencies, and/or access to MedImpact systems, programs, and/or Formulary. Notwithstanding anything in this Agreement to the contrary, Client will not have access to any MedImpact systems (including MedAccess®) post-termination regardless of whether MedImpact provides post-termination and/or any run-off services. ARTICLE 12 - GENERAL PROVISIONS 12.1 MedImpact Proprietary Software and Information. Client acknowledges that MedImpact owns, licenses, or otherwise holds the rights to the entire proprietary software system used by MedImpact in processing Claims and preparing reports, including, without limitation, computer programs and applications, system and program documentation, and other documentation relating thereto (collectively the “MedImpact Software System”), and the MedImpact Software System is the exclusive and sole property of MedImpact. Client further acknowledges that MedImpact owns, licenses, or otherwise holds all rights to its programs, reports, MAC Lists, pricing schedules, Formularies, and other services provided to Client under this Agreement (collectively “MedImpact Business Information”), and the MedImpact Business Information is the exclusive and sole property of MedImpact. MedImpact grants Client (and Client’s third-party vendors, if applicable, in accordance with Section 5.3) a limited, non-exclusive, non-transferable licenseto MedImpact Software System applications, as applicable to Client. MedImpact retains all license rights not expressly granted by this license grant. Client disclaims any rights to the MedImpact Software System (including access to any applicable source codes), the MedImpact Business Information, and any resultant reports, procedures, or forms developed by MedImpact, any development or modification of the MedImpact Software System and/or MedImpact Business Information as a result of any customization performed by any party, as well as any program, report, MedImpact Formulary, or service provided hereunder, all of which shall be the property of MedImpact and are protected by copyright which shall be owned by MedImpact. In addition, Client acknowledges and agrees that use of the MedImpact Software System is subject to the respective terms of use, disclaimer, and privacy policy and Client hereby agrees with those terms and conditions prior to using the MedImpact Software System. If a conflict exists between terms and conditions of this Agreement and terms and conditions of another agreement between Client and MedImpact specific to a particular MedImpact Software System application, the specific term or condition in the other agreement that is in conflict with this Agreement shall supersede and control as it relates to the particular software or application. MedImpact may provide hyperlinks to other websites for the convenience of Client. Client understands and agrees that by clicking on the links they will be taken to websites that may not be owned or operated by MedImpact and are subject to the terms of use of those respective sites. When using the MedImpact Software System, these hyperlinks and related sites are for informational purposes only and should not be solely relied on when using the MedImpact Software System. MedImpact may, in its sole discretion, make changes to the MedImpact Software System including adding or removing software applications or reports provided through the MedImpact Software System. Client acknowledges and agrees that MedImpact may, in its sole discretion, eliminate or remove certain reports, software application, or MedImpact Software System components. In the event MedImpact removes, eliminates, or discontinues a report, software application, or component from the MedImpact Software System, MedImpact will provide Client ninety (90) days prior written notice of such change. MedImpact will provide Client information about MedImpact alternatives to replace the removed report, software application, or PAGE 26 OF 89 City of Renton (Service Agreement)—12-16-25 Page 26 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. component, if available. Notwithstanding anything in this Agreement to the contrary, the parties acknowledge that in the event of any breach or threatened breach of this Section 12.1, any remedy at law is inadequate and MedImpact will suffer irreparable injury if such conduct is not prohibited, and therefore MedImpact is entitled, among other rights and remedies, to injunctive relief, enjoining or restraining such breach or threatened breach. The parties further agree that the existence of this remedy will not preclude MedImpact from seeking or receiving other relief. In no event will Client have the right to access the MedImpact Software System and/or MedImpact Business Information after termination of this Agreement. 12.2 Reserved. 12.3 Reserved. 12.4 Reserved. 12.5 Further Assurances. Each party represents and warrants that it has the necessary power and authority to enter into this Agreement and to consummate the transactions contemplated herein. Each party agrees to execute and deliver to the other party any instruments and other documents, and to take such other actions as the other party may reasonably request at any time during the Term of this Agreement for the purpose of carrying out or evidencing any of the transactions contemplated by this Agreement. 12.6 Reserved. 12.7 Force Majeure. Except for payment obligations set forth in this Agreement, the obligations of the parties hereunder shall be suspended to the extent that all or part of this Agreement cannot be performed due to causes which are outside the reasonable control of a party and could not be avoided by the exercise of due care, including but not limited to acts of God, acts of a public enemy, acts of a sovereign nation or any state or political subdivision or any department or regulatory agency thereof or entity created thereby, acts of any person engaged in a subversive or terrorist activity or sabotage, fires, floods, earthquakes, explosions, strikes, slow-downs, lockouts or labor stoppage, freight embargoes, failures or fluctuations in electrical power or telecommunications equipment, epidemics, pandemics or outbreak of communicable disease (whether arising from known or unknown pathogens), government imposed quarantines, national or regional declared state of emergencies, or by any enforceable Law, regulation, or order. As soon as the force majeure conditions cease, the parties shall resume their respective obligations as set forth under this Agreement. 12.8 Reserved. 12.9 Reserved. 12.10 No Third-party Beneficiaries. This Agreement, in accordance with Section 19K of the base Agreement, is solely for the benefit of each party hereto and their respective successors or permitted assigns. This Agreement is not a third-party beneficiary contract and does not confer any such rights upon any third- party (including, without limitation, any Eligible Member or Benefit Plan). PAGE 27 OF 89 City of Renton (Service Agreement)—12-16-25 Page 27 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 12.11 Use of Name. Neither party shall use the name, trade names, trademarks, service marks, or logos of the other party or any affiliated company of the other party in any materials, presently existing or hereafter established, except in the manner and to the extent permitted by prior written consent of the other party. 12.12 Notice. In accordance with Section 16 of the base Agreement, any notice required or permitted by this Agreement, unless otherwise specifically provided for in this Agreement, shall be in writing and shall be deemed given one (1) day following delivery to a nationally reputable overnight courier addressed as follows: To MedImpact: Attn: CEO MedImpact Healthcare Systems, Inc. 10181 Scripps Gateway Court San Diego, CA 92131 With a copy to Vice President, Senior Associate General Counsel at the same address above. To Client: Attn: Erika Eddins, Benefits Manager 1055 South Grady Way Renton, WA 98057 Phone: (425) 430-7659 Either party may at any time change its address for notification purposes by mailing a notice stating the change and setting forth the new address. 12.13 Reserved. 12.14 Electronic Signatures. This Agreement may be executed and delivered via e-mail or other electronic means, including by DocuSign, and upon such delivery the electronic signature(s) will be deemed to have the same effect as if the original signature had been delivered to the other party. 12.15 Reserved. 12.16 Headings. The headings of articles, sections, and exhibits contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. PAGE 28 OF 89 City of Renton (Service Agreement)—12-16-25 Page 28 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT A DEFINED TERMS 1.1 340B Claim means a Claim that is (a) identified as 340B with an SCC-20 code and Participating Pharmacies which are categorized as Type 39 or Type 38, (b) identified by the pharmaceutical manufacturer unless resolved by an industry sources such as 340b ESP (340bESP.com) as ineligible for Rebates due to 340B status, (c) distributed by a Participating Pharmacy that is owned by a 340B covered entity, or (d) identified by Client as 340B. 1.2 Authorized Generic means prescription drugs that are produced by an innovator (i.e., the brand manufacturer) under a New Drug Application (NDA), or licensed to be produced by a generic company under the New Drug Application (NDA), and are marketed, sold and/or distributed as generics under private label. Further, an Authorized Generic is identical to its brand counterpart in dosage form, safety, strength, route of administration, intended use, active and inactive ingredients and, as applicable, size, shape, color, taste, smell and mouth feel. 1.3 Average Wholesale Price or AWP means the average wholesale price for a given pharmaceutical product (for the date and time the product is dispensed by the pharmacy) as published by drug pricing services such as Medi-Span or other third-party pricing sources which MedImpact may select (“Pricing Source”). As of the Effective Date, MedImpact uses Medi-Span as its Pricing Source for AWP. AWP will be updated in MedImpact’s online claims adjudication system on at least a weekly basis with data received from the Pricing Source, which if not received timely could result in delays. The applicable AWP for prescriptions dispensed shall be the unit price based on the actual full eleven (11) digit National Drug Code (“NDC”) submitted by the pharmacy. AWP does not represent a true wholesale price, but rather is a fluctuating benchmark provided by third-party pricing sources. 1.4 Benefit Plan means the benefit plan(s) pursuant to which Covered Benefits are provided to Eligible Members. 1.5 Benefit Plan Informationmeans the information required by MedImpact to process Claims and provide Services under this Agreement, including processing parameters, coverage rules, and other information, provided to MedImpact in accordance with this Agreement. 1.6 Biosimilar means a biological product approved under the FDA 351(k) pathway. The FDA deems the Biosimilar highly similar to the reference product notwithstanding minor differences in clinically inactive components; and there are no clinically meaningful differences between the biological product and the reference product in terms of the product's safety, purity, and potency. 1.7 Brand Drug means a prescription drug identified as a “brand” by MedImpact using indicators from services such as Medi-Span or other third-party sources which MedImpact may select (“Drug Attributes Source”) and MedImpact’s standard policies which may take into account various factors such as drug exclusivity and pricing differential between AWP and the wholesale acquisition price, among other elements. As of the Effective Date, MedImpact uses Medi-Span as its Drug Attributes PAGE 29 OF 89 City of Renton (Service Agreement)—12-16-25 Page 29 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Source. Notwithstanding the foregoing, First Databank will be used for drug classification/attributes for adjudication purposes. Brand Drug shall mean a Covered Benefit that is defined by Medi-Span as a “M”, "N", "O", with exception of Authorized Generics. When a drug is classified as a Brand Drug, it shall be considered a Brand Drug for the purposes of measuring and reconciling financial guarantees. 1.8 Business Day means all days except Saturdays, Sundays, and MedImpact designated holidays. All references to “day” or “days” in this Agreement are to calendar days unless “Business Day” is specified. 1.9 Claim means those requests for payment for prescription services, drugs, devices, supplies, or other related items that are processed through MedImpact’s online claims adjudication system or otherwise sent to and/or processed by or through MedImpact in accordance with the terms of this Agreement, including requests for payment from Participating Pharmacies, Member Submitted Claims, and Subrogation Claims. 1.10 Claims Processing Fee means the per Claim fee identified in Exhibit B of this Agreement. 1.11 Client-Contracted Participating Pharmacies means those licensed pharmacies that are owned and operated by Client or contracted directly with Client to provide Covered Benefits for Eligible Members, and do not utilize MedImpact’s contracted rates for Client Claims. Client-Contracted Participating Pharmacies may include retail, long term care, home infusion, ITU, mail order, and/or specialty pharmacies, if applicable. 1.12 Compound Drug means a pharmaceutical product where two (2) or more solid, semi-solid, or liquid medications are mixed together. The end product must not be available in an equivalent commercial form. The product will not be considered a Compound Drug if it is reconstituted or if, to the active ingredient, only water, alcohol, flavoring, coloring, or sodium chloride solutions are added. Compound Drugs shall be priced using the NCPDP D.0 standard which shall capture each ingredient used in the medication. 1.13 Controlled Substance means products with the Medi-Span Controlled Substance Code of 2, 3, 4, or 5. 1.14 Coordination of Benefits (COB) or Secondary Payor Claim means a Claim which processed with an Other Coverage Code of 2, 4 and 8 indicating that the Client is the secondary payer. 1.15 Copayment means that portion of the cost for each Covered Benefit dispensed to an Eligible Member that is the responsibility of the Eligible Member (e.g., copayment as a fixed dollar amount, coinsurance percentage, deductible, and/or other ancillary charges for which an Eligible Member may be responsible), as set forth in the Benefit Plan Information. 1.16 Covered Benefits means those outpatient drugs, products, services, testing and/or diagnostics, or supplies that are prescribed by a prescriber and/or covered under a Benefit Plan as set forth in the Benefit Plan Information. For avoidance of doubt, this may include certain Over the Counter products and vaccines. PAGE 30 OF 89 City of Renton (Service Agreement)—12-16-25 Page 30 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 1.17 Direct Member Reimbursement (“DMR”) Claims means a Claim submitted by an individual (not a pharmacy) for coverage under a Benefit Plan for a prescription that was dispensed by a pharmacy for which the individual paid the full amount of the cost of the drug. 1.18 Dispensing Feemeans the fee billed to Client for the filling of a single prescription order for an Eligible Member as set forth in Exhibit B. 1.19 Effective Date means the earlier of the date this Agreement is fully executed by both parties or the Implementation Date. 1.20 Eligible Member(s) means those individuals and their dependents, if applicable, who are entitled to Covered Benefits under a Benefit Plan as identified in the Eligible Member List in effect with MedImpact as of the date the Covered Benefit is provided. 1.21 Eligible Members List means the list of Eligible Members provided to MedImpact in accordance with this Agreement. The Eligible Members List shall be prepared, maintained, and updated by Client, and delivered to MedImpact in accordance with this Agreement. 1.22 ERISA means the Employee Retirement Income Security Act, as amended, 29 U.S.C. 1001 et seq., and the regulations promulgated thereunder. 1.23 Formulary means the list of outpatient prescription drugs, devices, and supplies recommended by the MedImpact P&T Committee, that are covered by the Benefit Plan according to the Benefit Plan Information, including but not limited to quantity limits, prior authorization guidelines, and clinical guidelines for detailing coverage. 1.24 Generic Drug means a prescription drug identified as a “generic” by MedImpact using indicators from the Drug Attributes Source and MedImpact’s standard policies, which may take into account various factors such as pricing differential between AWP and the wholesale acquisition price, among other elements. Notwithstanding the foregoing, First Databank will be used for drug attributes for adjudication purposes. For the purposes of reconciliation, Generic Drug shall mean a drug as defined by Medi-Span as a “Y”. Generic Drugs also shall include Brand Drugs that are treated as “house” generic drugs (dispense-as-written (DAW) 5) by the Participating Pharmacy, Single Source Generic Drugs, and Authorized Generics. When a drug is classified as a Generic Drug, it shall be considered a Generic Drug for the purposes of measuring and reconciling financial guarantees. 1.25 Government Agency(ies) means government agencies, including but not limited to the Centers for Medicare & Medicaid Services (“CMS”), Office of Inspector General (“OIG”), Health and Human Services (“HHS”), state Medicaid agencies, Veteran’s Administration (“VA”) facilities, Indian Health Services and Bureau of Indian Affairs (“IHS”), and Department of Defense (“DOD”) military treatment facilities (or other similar facilities) (“MTF”), or the agencies’ or facilities’ third-party representatives. 1.26 HIPAA/HITECH means Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and the Health Information Technology for Economic and Clinical Health Act (“HITECH”), and the regulations promulgated thereunder. PAGE 31 OF 89 City of Renton (Service Agreement)—12-16-25 Page 31 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 1.27 Identification Cards or ID Cards mean printed identification cards containing information about the Benefit Plan and Covered Benefits to which the Eligible Members are entitled. 1.28 Implementation Date shall have the meaning set forth in Section 11.1 of this Agreement. 1.29 Ingredient Cost means the component of the Claim price that represents the cost of the Covered Benefit, excluding the Dispensing Fee and taxes. 1.30 Law means all applicable federal, state, and local laws, rules, regulations, acts, statutes, ordinances, codes, constitutions, charters, or orders of a Government Agency. 1.31 Limited Distribution Drug or LDD means a Specialty Drug that is used to treat conditions affecting only a small group of patients across several disease states, (i.e., oncology, growth hormone treatments, and multiple sclerosis) and refers to injectable, infusion, and other specialty products, whose dispensing is restricted by the pharmaceutical manufacturer to only three (3) or fewer pharmacies. 1.32 Maximum Allowable Cost (“MAC”) means the then current maximum allowable unit price payable for products on the applicable MAC List pursuant to the applicable maximum allowable cost pricing schedule(s) developed, selected, and/or updated by MedImpact from time to time. 1.33 MAC List means a list of products subject to maximum allowable cost pricing schedules, which such list(s) is developed, selected, and/or updated (including the addition to or removal of products) by MedImpact from time to time. 1.34 Mail Order Pharmacy means a licensed pharmacy authorized to provide mail order pharmacy services. 1.35 New to Market Drug means a drug that has been available for one hundred eighty (180) days or less. After one hundred eighty (180), MedImpact no longer considers it a New to Market Drug. 1.36 Over the Counter or OTCmeans products, that are identified by Medi-Span RXOTC Indicator as OTC. 1.37 Participating Pharmacies means those pharmacies that have contracted directly with MedImpact or an affiliate of MedImpact to provide Covered Benefits for Eligible Members, and may include retail, long-term care, home infusion, ITU, mail order, and/or specialty pharmacies, and shall also mean and refer to Client-Contracted Participating Pharmacies (if applicable) unless otherwise stated. 1.38 Rebates mean retrospective formulary rebates that are paid to MedImpact pursuant to the terms of a contract between MedImpact and pharmaceutical manufacturer(s), rebate aggregator(s), and/or other rebate intermediary(ies), and directly attributable to the utilization of certain Covered Benefits by Eligible Members. Rebates shall include base, incentive, portfolio, market share, price protection, manufacturer administrative fees, value-based remuneration, indication-based remuneration, and all other monies collected by MedImpact for the Client. For avoidance of doubt, MedImpact's rebate intermediary or aggregator may have revenue sources that are not reported or passed through to MedImpact. PAGE 32 OF 89 City of Renton (Service Agreement)—12-16-25 Page 32 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 1.39 Services shall have the meaning set forth in Section 3.1 of this Agreement. 1.40 Single Source Generic Drugs or SSGs means those Generic Drugs that are only available from one (1) manufacturer and labeler, including generics with limited availability, exclusivity, or competition, including Authorized Generics. When a drug is identified as Single Source Generic Drug, it shall be considered a Single Source Generic Drug for all purposes, including Copayment, therapeutic classification, pricing and all related guarantees. 1.41 Specialty Drug means a Covered Benefit that: (a) is injected, infused, orally or topically administered, or inhaled for the ongoing treatment of complex, chronic conditions; (b) requires extensive patient education, risk assessment, mitigation strategies, and/or clinical monitoring; and (c) may require temperature-controlled shipping or other special handling and careful adherence to treatment. When a drug is identified as Specialty Drug, it shall be considered a Specialty Drug for all purposes, including Copayment, therapeutic classification, pricing and all related guarantees. 1.42 Specialty Drug List means MedImpact’s list of Specialty Drugs that identifies standard Specialty Drugs and is available upon request. 1.43 Specialty Pharmacy means a licensed pharmacy that dispenses Specialty Drugs and ancillary supplies. 1.44 Subrogation Claim means those claims submitted by any Government Agency (or any person or entity acting on behalf of a Government Agency) on behalf of or in the name of an Eligible Member for which Client is responsible as a third-party payer by operation of applicable Law. 1.45 Usual and Customary or U&C means the lowest price, including any Dispensing Fee, a pharmacy would charge a customer without any insurance coverage if such customer were paying cash for the identical drug on the date dispensed. This includes any applicable discounts, including but not limited to, senior discounts, frequent shopper discounts, and other special discounts offered to customers. PAGE 33 OF 89 City of Renton (Service Agreement)—12-16-25 Page 33 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT B SERVICE AND FEE SCHEDULES Exhibit B shall consist of the following: Exhibit B-1: Description of Services and Fees Exhibit B-1: Description of Services and Fees – Commercial Exhibit B-2: Pharmacy Network Pricing Exhibit B-2: Pharmacy Network Pricing – Commercial Exhibit B-3: Rebates Exhibit B-3-a: Minimum Per Brand Drug Rebate Guarantee – Commercial Exhibit B-4: Financial Terms, Conditions, and Disclosures Exhibit B-5: Credits/Allowances Exhibit B-6: Broker/Consultant Fee Disclosure All references to Exhibit B in this Agreement shall include collectively the Exhibit B’s listed above. All references to a particular Exhibit B in this Agreement shall include any sub-Exhibit B’s thereunder. PAGE 34 OF 89 City of Renton (Service Agreement)—12-16-25 Page 34 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-1 Description of Services and Fees – Commercial Services Fee 1.CLAIMS PROCESSING FEE 1.1 Claims Processing Fee Year 1 (January 1, 2026 – December 31, 2026) $6.75 per approved paid electronically submitted Claim Years 2 & 3 (January 1, 2027 – December 31, 2028) $3.75 per approved paid electronically submitted Claim 2.CLAIMS PROCESSING SERVICES 2.1 Eligibility Information MedImpact shall load Client’s Eligible Members List into the MedImpact Software System by the Implementation Date, provided such data is received by MedImpact at least fourteen (14) days prior to the scheduled Implementation Date in MedImpact’s standard format. Thereafter, MedImpact shall load Client’s Eligible Member List into the MedImpact Software System no later than one (1) Business Day from receipt of such data in MedImpact’s standard format. Benefit Plan Information MedImpact shall load Benefit Plan Information into the MedImpact Software System by the Implementation Date, provided such data for each Benefit Plan is received by MedImpact at least thirty (30) days prior to the scheduled Implementation Date in MedImpact’s standard format. Thereafter, MedImpact shall implement any changes in Benefit Plan Information or new Benefit Plan Information by the date such changes are to go into effect (the “Change Date”), provided such data is received by MedImpact as follows: i. Standard Change Requests. Client shall provide or arrange for the provision of changes to the Benefit Plan Information to MedImpact at least seven (7) Business Days prior to the Change Date for “Standard Change Requests” defined as: i) simple change requests to existing benefits, or ii) change requests where a new benefit code is not needed (e.g. updates to MedImpact’s online Claims adjudication system messaging, Formulary changes, simple drug updates, changes to accumulators, and simple Copayment changes). ii. Standard New Requests. Client shall provide or arrange for the provision of changes to the Benefit Plan Information or new Benefit Plan Information to MedImpact at least thirty (30) calendar days prior to the Change Date for “Standard New Requests” defined as: i) new Benefit Plan set-ups or new Benefit Plan configurations that do not require system programming and/or enhancement to functionality, or ii) a significant quantity of changes with the same Change Date. iii. Non-Standard Requests. Client shall provide or arrange for the provision of changes to the Benefit Plan Information or new Benefit Plan Information to MedImpact on or before a mutually agreed upon date prior to the Change Date for “Non-Standard Requests” defined as: i) changes requiring system coding, ii) system program changes, or iii) complex benefit change requests (meaning, significant variations from the standard existing benefit structure requiring a new benefit design to be created). iv. January 1 st Requests. Notwithstanding the foregoing, for any changes to the Benefit Plan Information or new Benefit Plan Information that are to be effective on January 1st of any calendar year (“January 1st Requests”), the parties will mutually agree upon the date such changes will need to be provided to MedImpact in order to meet the January 1st Change Date. Included PAGE 35 OF 89 City of Renton (Service Agreement)—12-16-25 Page 35 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Client acknowledges and agrees that the time frames set forth above apply with respect to Benefit Plan set ups for active groups (groups with “lives”), which may be prioritized over groups that are not active (groups without “lives”). In the event MedImpact accepts Eligible Member List and/or Benefit Plan Information that is untimely and/or in a non-standard format: (i) additional fees apply ($225 per hour for IT time associated with data conversion and/or processing to meet the original Implementation Date or Change Date); and (ii) Client shall be responsible for, and shall indemnify MedImpact from any costs, losses, or damages arising from inaccuracies resulting from the conversion of such data. Client requested changes to eligibility and Benefit Plan Information file format and Formulary submission after being successfully loaded in MedImpact’s system in accordance with Client instruction, subject to additional fees. 2.1.1 Manual Eligibility Maintenance Manual input in MedAccess®and maintenance from hard copy. This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. Members and/or Physicians: $5.00/record; Groups/ Divisions: $10.00/record 2.2 Standard Claims Processing Services MedImpact shall provide its standard electronic claims adjudication processing services at the point of sale (“POS”) for Claims, which includes electronic processing of Claims received from Participating Pharmacies to determine whether such Claims qualify for reimbursement in accordance with the Eligible Member List and the terms of the Benefit Plan. Claim Processing with Enhanced Approval Edit. Standard Claims processing may include the enhanced approval edit process, that eliminates the need for certain prior authorization (“PA”)/utilization management (“UM”) requests to be submitted to MedImpact. The enhanced approval edit uses the following data provided to MedImpact by Client, Participating Pharmacies and prescribers, which will be input into MedImpact’s system as submitted and includes but is not limited to: ICD 10 diagnosis, lab results, medical, prescriber specialty, and Eligible Member’s age data and data available in the MedImpact’s Software System, e.g., pharmacy data drug alternatives and the Eligible Member’s medication history. Based on the information available and Benefit Plan Information, if the enhanced approval edit meets the PA/UM criteria, the need to submit a PA request is bypassed. If the PA/UM criteria is not met, the pharmacy will receive a message at the point of sale stating that a PA is required in accordance with the Benefit Plan Information. Coordination of Benefit Claim Processing. Client shall provide MedImpact with any and all Coordination of Benefits (COB) information requested by MedImpact, including without limitation all other payer status and order of payment information and processing guidelines in accordance with any applicable Law, to enable MedImpact to perform COB on Claims. Client agrees to provide this information in a format acceptable to MedImpact and at a frequency to allow MedImpact to process COB Claims timely and accurately at the point of sale. In the event MedImpact does not receive the required information in a format and frequency acceptable to MedImpact, Client will be responsible for over/under payments on Claims requiring reprocessing/re-adjudication for COB purposes. Client is responsible for recovery/collection from Eligible Members and/or other payers on Claims requiring reprocessing/re-adjudication for COB purposes. MedImpact shall be entitled to rely on such information and shall have no obligation to identify or obtain information outside of what Client has provided. Client remains responsible for ensuring COB with all other payers providing coverage for Covered Benefits and any retroactive adjustment of Claims. Subrogation Claim Processing. Client acknowledges that Government Agencies and their designees may contact MedImpact regarding Subrogation Claims and/or that MedImpact may be obligated to Included PAGE 36 OF 89 City of Renton (Service Agreement)—12-16-25 Page 36 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee provide information to Government Agencies and/or their designees in connection with Subrogation Claims. In the event Client does not elect for MedImpact to provide its standard Subrogation Claims (MedReconciliation) Services, Client acknowledges and agrees that MedImpact may direct such entities to contact Client for handling of Subrogation Claims and/or the provision of information; provided, however, MedImpact may provide to Government Agencies and/or their designees any information required by Law. Non-Standard Claims Processing. Standard claims processing services do not include member submitted Claims, Subrogation Claims, reprocessing of Claims/retroactive Claims adjustments, e- prescribing services, and ID card production, all of which are subject to additional Fees. 2.2.1 Direct Member Reimbursement (“DMR”) MedImpact shall provide its standard claims adjudication processing services for Claims received from Eligible Members to determine whether such Claims qualify for reimbursement in accordance with the Eligible Member List and the terms of the Benefit Plan. Additional Fees may apply for non-standard processing, and/or Client requested customization. $4.25 per DMR Claim 2.2.2 MedReconciliation ™(Subrogation Claims) MedImpact will process Subrogation Claims and dual eligibility identification on behalf of Client for the Government Agencies, as follows: Government Submitted Claims. Government Agencies may submit Subrogation Claims for, on behalf of, or in the name of Eligible Members. MedImpact will process and pay these Subrogation Claims on behalf of Client as set forth in this Agreement. Any amounts payable to a Government Agency will be deemed Covered Benefits under the Benefit Plan. If the Government Agency submits the Subrogation Claims on- line using the on-line claims adjudication system, the provisions contained herein shall still apply except the Subrogation Claims Processing fee may be replaced with the standard Claims Processing Fee. Government Agency Request(s) for Eligible Member List. Government Agencies may submit requests for Eligible Member Lists to MedImpact and, if requested by Client, Client agrees that MedImpact may submit Eligible Member Lists to the Government Agencies in response to such requests or allow Government Agencies to have electronic access to such lists, under a data use agreement. Eligible Member Lists may include up to three (3) years of eligibility data or such longer time required by Law. Processing Subrogation Claims. Notwithstanding any other provision of this Agreement, Client acknowledges and agrees that when processing Subrogation Claims, Client and Benefit Plan requirements may not apply (e.g., statutory time frames for submission of Claims may exceed Client specified time frames; days’ supply limitations may not apply; prior authorization requirements may not apply). Client agrees that any Subrogation Claims that are received after the termination or expiration of this Agreement, but filled prior to the termination or expiration, shall be processed as agreed to under this Agreement for the duration of the Claims run-out period agreed to in this Agreement (as applicable) and thereafter shall be returned to the submitter with notice to submit to Client for processing. MedImpact will not process Subrogation Claims that predate this Agreement. In all other respects, Subrogation Claims shall be payable by Client as all other Claims are under this Agreement. $4.00 per Subrogation Claim 2.2.3 Accumulator Integration with Medical Carriers For Eligible Members enrolled in high deductible Benefit Plans, MedImpact’s near-real-time messaging solution provides accumulator details within Participating Pharmacy transactions. This solution allows for updates of external medical accumulator spend within MedImpact’s adjudication system and provides near-real-time reporting of Participating Pharmacy transactions to incorporate into Client’s medical system. $0.10 PMPM 2.2.4 Reprocessing of Claims/Retroactive Claim Adjustments MedImpact shall reprocess or adjust Claims for the purpose of reimbursement to Eligible Members with retroactive eligibility changes or other Client requests. MedImpact will reprocess or adjust Claims and provide Client with a detailed and summary report of such re-calculated Claims identifying adjustments $9.00 per Claim for manual adjustments PAGE 37 OF 89 City of Renton (Service Agreement)—12-16-25 Page 37 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee and refund amounts. If requested by Client, MedImpact agrees to issue checks to Eligible Members, and Client will reimburse such amounts. Any such reprocessing shall not entitle Client to a refund of any fees or amounts already paid to MedImpact and/or Participating Pharmacies. Claims adjustments via file load subject to custom IT programming fee below 2.3 MedPrescription Insight ® MedPrescription Insight provides healthcare providers, including prescribers, pharmacies, hospital and other healthcare facilities, healthcare technology vendors, payers and health plans, pharmacy benefit managers, and care management organizations (“Requestor”) with member eligibility, medication history, electronic prior authorization (ePA) requests, and Benefit Plan Information, plus additional Real Time Benefit Check (“RTBC”) functionality. MedImpact will contract with one or more third party vendors (“Connectivity Vendors”) to perform patient identification services by providing member demographic information to the Connectivity Vendor(s) allowing the Connectivity Vendor(s) to build a member directory/master patient index database(s). MedImpact will use data that is currently available in MedImpact’s database as provided by Client (e.g., eligibility, benefits, etc.) to respond to e-prescribing, ePA and RTBC queries in a format and manner agreed upon by MedImpact and the applicable Connectivity Vendor. The Connectivity Vendor(s) will facilitate the electronic transmission of patient eligibility, medication history information, electronic prior authorization, or RTBC between Requestor and MedImpact. E-Prescribing Query 1. MedImpact will implement and support a real time electronic interface to allow e-prescribing queries that include, eligibility and/or medication history (each an “E-Prescribing Query”), from a Connectivity Vendor for Client’s Eligible Members in a format and manner agreed upon by MedImpact and the applicable Connectivity Vendor. 2. Eligibility and medication history queries are separate queries and subject to separate transaction Fees unless the eligibility query is followed by a medication history query, in which case they will be counted as one query and subject to one transaction Fee. 3.MedImpact will implement and support, no less than monthly, the NCPDP formulary and benefit file that will allow Requestor to query formulary in support of e-prescribing. $0.10 per e-prescribing query transaction Fee Electronic Prior Authorization MedImpact will implement electronic prior authorization (ePA) interconnectivity with Requestors using NCPDP communications standards and integration with MedResponse®. This is only available to prior authorizations processed in MedResponse or MedImpact’s successor prior authorization processing system. Included Real-Time Benefit Check (RTBC) MedImpact will implement and support RTBC transactions that provide the Requestor with an Eligible Member’s Copayment amount, and coverage information which includes any applicable Benefit Plan restrictions or prior authorization requirements. The transaction response will also provide, if applicable, alternative drugs and alternative Participating Pharmacies based on the drug and pharmacy submitted by the Requestor. Client acknowledges, subject to real-time Claims processing, that there may be some instances where the Copayment quoted through RTBC is different from the Copayment collected at the point of sale. $0.15 per RTBC query transaction fee Research/Custom Reporting. Upon request from Client, MedImpact will conduct research of transactions and/or custom report development. $250 per hour PAGE 38 OF 89 City of Renton (Service Agreement)—12-16-25 Page 38 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Connectivity Vendors are independent third-party contractors and not employees, subcontractors, or agents of MedImpact. MedImpact is not responsible for contracting with physician software vendors and for ensuring that such physician software vendors are compatible with the Connectivity Vendor. MedImpact does not exercise any control over any Connectivity Vendor, physician, or physician software vendor or the services such party provides. MedImpact shall have no liability for a claim resulting from any act or omission of a Connectivity Vendor, physician, or physician software vendor or their agents or employees. 3.PHARMACY NETWORK ADMINISTRATION SERVICES 3.1 Pharmacy Network Management MedImpact will maintain pharmacy network(s) reasonably necessary to provide Services hereunder. Pharmacy network services include: (i) pharmacy network contracting and administration (excluding Client-Contracted Participating Pharmacies); (ii) on-line messaging to Participating Pharmacies, including concurrent drug utilization reviews; (iii) MAC program administration, as applicable; (iv) processing and payment of standard electronic pharmacy Claims (except payment to Client-Contracted Participating Pharmacies if Client elects to issue payment); (v) credentialing of Participating Pharmacies (excluding Client-Contracted Participating Pharmacies); (vi) management of performance standards and performance guarantees with applicable Participating Pharmacies (excluding Client- Contracted Participating Pharmacies); (vii) management of Participating Pharmacy appeals and grievances in accordance with state and federal regulations (excluding Client-Contracted Participating Pharmacies); and (viii) Participating Pharmacy portal. Client may request additions or deletions of pharmacies to/from the network subject to MedImpact’s standard policies and procedures, Law, and applicable pharmacy contract terms and conditions. Custom pharmacy network management programs, pharmacy audits, fraud, waste and abuse audit services, and Client specific audit requests are subject to additional Fees. Standard MedImpact managed network included 3.1.1 Pharmacy and Provider Call Center Support MedImpact will provide Participating Pharmacies and physicians with access to a provider toll-free phone line for inquiries regarding the services provided by MedImpact under this Agreement (including providing answers to pharmacists and physicians on questions regarding member eligibility, Benefit Plan Information (including Copayments and maximum benefit status), Claims submission, and Claims payment). Unless Client has selected MedImpact to perform Operational Prior Authorizations/Administrative Overrides and/or Clinical Prior Authorizations, Call Center Support will not provide such services and all such requests received on an 800 Help Line will be referred to Client. Included 3.1.2 Client directed custom pharmacy communications (e.g., via fax or mail) This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. $0.50 per pharmacy per communication 3.1.3 MedImpact Direct Mail Order Pharmacy Program MedImpact will provide Client with its MedImpact Direct Mail Order Pharmacy Program. Through the MedImpact Direct Mail Order Pharmacy Program, MedImpact will coordinate integrated services for the dispensing and shipping of Covered Benefits to Eligible Members through the Mail Order Pharmacy. Such integrated services include processing of prescription Claims, verification of eligibility and Formulary, and member call center (including pharmacist support). The Mail Order Pharmacy will ship new or refill prescriptions that are Covered Benefits to Eligible Members following receipt of a prescription and the applicable Copayment. If prescription orders are submitted without the appropriate Copayment, shipment of the filled prescription to the Eligible Member may be delayed. The filling of prescriptions by the Mail Order Pharmacy is subject to the professional judgment of the dispensing pharmacist. The MedImpact Direct Mail Order Pharmacy Program does not include dispensing of intravenous, infused, or compounded medications. In addition, if a medication is considered a specialty medication by MedImpact’s standard specialty Formulary drug list, or otherwise deemed a specialty product under Client’s Benefit Plan, it may not be available through the MedImpact Direct Mail Order Pharmacy Program. MedImpact or the Mail Order Pharmacy may contact Eligible Included Open refill transfer files (ORTF): Quoted upon request PAGE 39 OF 89 City of Renton (Service Agreement)—12-16-25 Page 39 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Members with educational information and materials regarding the MedImpact Direct Mail Order Pharmacy Program. 3.1.4 MedImpact Direct Specialty Pharmacy Program MedImpact will provide Client with its MedImpact Direct Specialty Pharmacy Program. Through the program, MedImpact will coordinate integrated services for the dispensing and shipping of Specialty Drugs and ancillary supplies, including specialty Limited Distribution Drugs (LDD), to Eligible Members through a Specialty Pharmacy. Such integrated services include processing of prescription Claims, verification of eligibility and formulary, member support through coordination of care, utilization management, and quality management activities, specialty therapy compliance activities, and member call center (including pharmacist support). Specialty Pharmacies will process prescription Claims and will ship new or refill prescriptions for Specialty Drugs that are Covered Benefits to Eligible Members following receipt of a prescription and a completed authorization or referral form from the prescriber, and the applicable Copayment. If prescription orders are submitted without the appropriate Copayment, shipment of the filled prescription to the Eligible Member may be delayed. The filling of prescriptions by Specialty Pharmacies is subject to the professional judgment of the dispensing pharmacist. Client will have access to MedImpact’s standard specialty pharmacy management reports such as (i) patient adherence and drug trends based upon Client specific data via MedOptimize; and (ii) MedImpact Specialty Pharmacy Program performance standards of operations for the entire MedImpact book of business; such reports shall include metrics that demonstrate member satisfaction, including (i) receipt of specialty medications by agreed upon need by date; (ii) 24/7 patient access to a pharmacist or other health care professional; (iii) materials and process for patient education; and (iv) patient satisfaction survey results. MedImpact, and/or Specialty Pharmacies may contact Eligible Members with educational information and materials regarding the MedImpact Specialty Pharmacy Program. Included Open refill transfer files (ORTF): Quoted upon request 3.1.5 iRx Program ™ (Discount Card Program) MedImpact will provide Client the iRx Program™which is an integrated prescription program that allows Client the opportunity to offer Eligible Members a discount for prescribed medications that are not covered by the individual’s insurance plan(s). MedImpact is a distributor of the iRx Program™that is administered by Medical Security Card Company, LLC (“MSC”) d/b/a ScriptSave, a wholly-owned subsidiary of MedImpact. MedImpact as distributor along with MSC, who is the licensed Discount Medical Plan Organization (“DMPO”), are responsible for the administration of the iRx Program ™. The iRx Program™makes efforts to take into account all other benefit plans that can pay toward a funded insurance benefit before being adjudicated through the iRx Program™, and will only adjudicate as an iRx Program™transaction if the submitted iRx Program™prescription is rejected for a specified reason and the prescribed medication is within a class of medications covered under the iRx Program™. iRx Program™components include benefit configuration and maintenance, pharmaceutical pipeline monitoring for enhancing the iRx Program™and access to the iRx Program™Discount Pharmacy Network. i. iRx Program ™Drug List. MedImpact has identified specific categories of medications that are included as part of the iRx Program™. These categories include medications that are not typically covered or specifically excluded by law under the funded benefit. MedImpact will conduct ongoing reviews to identify additional medications for inclusion in the iRx Program™. ii. iRx Program ™Exclusions. The transactions processed under the iRx Program™are excluded from the Rebate contracting and administration services and from any pricing and/or other guarantees hereunder (including pharmacy network guarantees, Rebate guarantees, and Performance Guarantees, as applicable to this Agreement). iii. Rebate Exclusion. Drugs covered by the iRx Program ™are drugs that are either excluded or not covered under the Client’s funded benefit. As such, iRx Program™drugs will be excluded from Client rebate programs and not eligible for rebate submission by Client. Client acknowledges and agrees that rebate eligible transactions may be submitted by MedImpact on behalf of and for the benefit of MedImpact. Included PAGE 40 OF 89 City of Renton (Service Agreement)—12-16-25 Page 40 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee MedImpact is not an insurer or a provider of health services to Eligible Members. MedImpact shall have no responsibility for: (i) any funding of discounted items; or (ii) the nature or quality of professional health services rendered to Eligible Members. Client Requirements for Participation in the iRx Program™: iRx Program™Guidelines. Prescription savings programs, such as the iRx Program™, are regulated in multiple States. Client agrees to use those iRx Program™Marketing Materials (as defined below) as provided by MedImpact and MSC. Should Client desire to make any change(s) in either the Marketing Materials or the iRx Program™itself, Client shall confer with MedImpact in order to determine whether there are any regulatory implications associated with any such change(s). MedImpact retains the right to restrict or limit the offering of the iRx Program™services in combination with other benefits or in certain jurisdictions at MedImpact’s sole discretion. Marketing Materials. The term “Marketing Materials” shall mean any literature, announcements, marketing, and advertising materials, and the like, in any medium, related directly to the iRx Program™ and the iRx Program™services hereunder or which are to be distributed or made available to Eligible Members participating under the iRx Program™. The iRx Program™Marketing Guidelines will be provided to Client by MedImpact typically during the implementation process. Client is responsible for the distribution of any iRx Program™Marketing Materials to Eligible Members or otherwise. Client will submit all Client iRx Program™Marketing Materials to MedImpact for review and approval prior to release. Client shall not use MedImpact’s or MSC’s name, symbols, trademark, service marks, or logo on any Client iRx Program™Marketing Materials without MedImpact’s prior express written consent and that all Client iRx Program™Marketing Materials shall be submitted promptly to MedImpact by Client upon MedImpact’s request. Client acknowledges and agrees that, as part of MedImpact’s total compensation for administering the iRx Program™, MedImpact shall retain any amounts paid to MedImpact by the iRx Program™Discount Pharmacy Network for iRx Program™transaction purchases. 3.1.6 MedImpact Assist® Cost Containment Solutions* Client can access the following patient Copayment programs in conjunction with drug manufacturers, including drug manufacturer foundation charitable programs. The cost containment programs are intended to help Eligible Members connect with programs that may reduce or eliminate the Eligible Member out-of-pocket expense for certain prescription drug(s). The programs include standard Client savings reporting, based on MedImpact HQ Code. Non-standard reporting requests may incur an additional Fee. The programs provide a cost containment program advocate (“Advocate”) who will contact Eligible Members and perform a review to determine whether these individuals qualify for participation based on the program criteria. The Advocate communicates directly with Eligible Members to explain and facilitate the application process. Client agrees: a. Claims paid via a cost containment program are not eligible for Rebate guarantees unless otherwise specified in this Exhibit B. b. Claims experience may result in an adverse financial impact based on selection of rebateable products which may require a change in pricing and guarantees to make an equitable adjustment to the financial terms of this Agreement. c.Client is solely responsible for the reimbursement of any Rebates improperly received based on participation in a MedImpact Assist cost containment program and such responsibility shall survive termination of the program and/or Agreement. d. Client is solely responsible for all Eligible Member communications with regard to its Benefit Plan’s benefits and availability of any cost containment program(s), e.g., updating summary plan document, evidence of coverage, member website, etc. MedImpact or a third party providing services in connection with MedImpact Assist’s cost containment PAGE 41 OF 89 City of Renton (Service Agreement)—12-16-25 Page 41 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee programs, including MedImpact designees, delegates or their subcontractor (“third party provider”) will provide template letters for Client review and approval. MedImpact or a third party provider will notify Eligible Members or their prescriber via letter, electronic, and/or telephonic outreach regarding program eligibility for their voluntary participation. Mailing Fees may apply. e. Client will implement MedImpact Assist’s standard cost containment program configuration (i.e. without customization of drug lists, edits, etc.) for each Benefit Plan design. f. The cost containment programs maintain a program-specific drug list. Client acknowledges such drug list(s) may be modified by MedImpact from time to time; however, Client maintains discretion to select or de-select drugs off the maintained list. g. The Copayment manufacturer assistance amount and any changes to such assistance is solely determined by the manufacturer. h. The cost containment programs are subject to applicable Law including state or federal restrictions that prohibit the adjustment of accumulators based on Copayment assistance Client is solely responsible for determining whether and the extent to which any/all current or new regulations apply to its Benefit Plan(s). Client shall provide MedImpact written notice of any/all changes to applicable Law that would restrict/prohibit Client participation in a MedImpact Assist cost containment program. i. The cost containment programs are contingent upon and subject to the terms of the pharmaceutical manufacturers’ assistance programs (“MAP”) or foundation's patient assistance programs (“PAP”) and applicable Law. In the event a pharmaceutical manufacturer or foundation alters or discontinues its assistance program for a drug, or there is a change in applicable Law, regulation or drug industry practice, affecting availability or otherwise restricting usage, MedImpact shall have the right to discontinue or amend the terms of the cost containment program accordingly. j. MedImpact and each third party provider are independent parties. Except as otherwise expressly provided in the Agreement, third party providers will not act or be deemed to act as an agent, employee, franchisee, joint venturer, partner, or legal representative of MedImpact, nor will third party provider have any authority to act on MedImpact’s behalf. *MedImpact Assist® Cost Containment Solutions Savings Guarantee – Specialty $165,023.55 in Year 1 (January 1, 2026 – December 31, 2026)** MedImpact offers the above year 1 savings guarantee conditioned upon Client’s continuous enrollment for twelve (12) months in the program as well as compliance with the caveats below: 1. Client must require all qualified Eligible Members to participate in the MedImpact Assist Cost Containment Program – Specialty (Section 3.1.7.1). At a minimum, all qualified Eligible Members are required to engage with their member advocate and enroll in the manufacturer coupon program unless the Eligible Member is determined by MedImpact to be ineligible to participate. 2. A shift in Eligible Members, Benefit Plan, overall utilization and/or drug mix greater than ten percent (10%) from the previous year will impact this savings guarantee. This includes a shift in Claims utilization to 340B entities. 3. Any material changes in manufacturer program offering will impact this savings guarantee. 4. Any state or federal legislation impacting the functionality of the MedImpact Assist Cost Containment Program – Specialty (Section 3.1.7.1) will impact this savings guarantee. This includes any legislation passed at a state or federal level requiring Client or MedImpact to apply any third-party payments, financial assistance, discount, product vouchers, or any other reduction in out-of-pocket expenses made by or on behalf of an Eligible Member for Claims towards an Eligible Member’s deductible, Copayment, or cost-sharing responsibility, or out-of-pocket maximum. Year 2 (January 1, 2027 – December 31, 2027) and Year 3 (January 1, 2028 – December 31, 2028) will be reassessed prior to each calendar year based on market landscape and the caveats identified above. **If the agreed upon savings are not delivered during the annual guarantee period, the difference in the shortfall of the guaranteed savings for such period shall be refunded up to the full amount of the cost of the program (i.e. 20% of savings of MedImpact Assist Cost Containment Program – Specialty). Should Client elect to implement the program after January 1, the above conditions would apply for a rolling twelve (12) month period subject to any needed amendment to this Agreement. If Client should terminate prior to a full twelve (12) month period, then this savings guarantee is null and void. PAGE 42 OF 89 City of Renton (Service Agreement)—12-16-25 Page 42 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee 3.1.6.1 MedImpact Assist® Cost Containment – Specialty MedImpact, its designee, or third party provider administers a cost savings program to make available supplemental funding sources including MAP and PAP programs on select specialty drugs for Eligible Members. This program provides variable Copayment assistance based on the amount of Copayment assistance available from manufacturers. The variable Copayment amount does not exceed the amount offered by the manufacturer. 20% of savings 3.1.6.2 MedImpact Assist® Cost Containment – Non-Specialty MedImpact, its designee, or third party provider administers a non–specialty MAP. The program is designed to reduce both member out-of-pocket expenses and Client-responsibility amount for select brand name medications after the Benefit Plan coverage has been utilized. This program provides an adjusted Copayment based on the amount of assistance available from manufacturers. The program includes either: Option 1 - $0 copay card for use at point-of-sale only: Eligible Members are offered a $0 copay card to use when there is a Copayment balance remaining after manufacturer’s assistance is applied. The $0 copay card is a program-administered Copayment that is funded by Client to pay the remaining Copayment, if applicable, after the manufacturer’s assistance has been applied. The Copayment assistance eliminates accumulator adjustments to out of pocket maximum and/or deductible amounts. Option 2 - Mail order only: Eligible Members’ Claims for drugs on the program drug list will adjudicate, and the actual out-of-pocket expense after all manufacturer assistance amounts have been applied will be reported by the mail order pharmacy. Accumulator amount(s) will be adjusted, as applicable, based on the mail order pharmacy report. 20% of savings 3.1.6.3 MedImpact Assist® Cost Containment – International Sourcing Eligible Members are offered, on a voluntary basis, an opportunity to select Covered Services from international sources. The voluntary process made available through international sourcing allows Eligible Members to elect to receive their prescription to be dispensed by an international pharmacy. The medication will be delivered directly to the Eligible Member and Client shall be invoiced monthly for all internationally sourced Covered Services. Any third party provider providing cost containment services, and Covered Services, including physicians and pharmacies located outside of the United States shall comply with applicable Law, including HIPAA/HITECH. In no event will MedImpact have any liability to Client in respect of losses or damages, directly or indirectly, arising out of, relating to the processing, receipt, delivery, quality, or use of any treatments, services or medications delivered to Eligible Members by a third party provider through the international sourcing program even in the event MedImpact has suggested, introduced, or otherwise endorsed a particular third party provider. Drug Fee Schedule 3.1.7 Specialty Split Fill Program. The Specialty Split Fill Program is intended to reduce costs for certain drug for Client by minimizing waste from new oral prescriptions associated with high rates of discontinuation by limiting the initial quantity dispensed during the initial ninety (90) days of a medication. Upon Client’s request to participate in this program, MedImpact will: (i) implement the necessary benefit configuration; (ii) provide ongoing maintenance required for the associated Copayment reductions; and (iii) prorate Rebate guarantee amounts based on the limited fill and associated Claim amount, as applicable. Additional services include providing Client semi-annual savings reports and monitoring the pharmaceutical pipeline for drug additions or deletions to the program, Clients participating in this program shall be notified of such additions or deletions. Client may discontinue participation in the program by providing MedImpact thirty (30) days prior written notice. Client will be responsible for notifying MedImpact of state or other regulatory requirements for oncology or specialty medication dispensing related to Client’s participation in the split fill program. Included PAGE 43 OF 89 City of Renton (Service Agreement)—12-16-25 Page 43 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee The list of medications eligible for this program is determined by MedImpact. 3.1.8 Small Size First Fill Program. MedImpact will provide Client the small size first fill program which is intended to decrease cost by minimizing waste from select topical products that have a high chance of being filled for larger and more costly package sizes that go unused. The list of medications eligible for this program is determined by MedImpact and is subject to change. Additional services include monitoring the pharmaceutical pipeline for drug additions or deletions to the program, and an annual savings reports. MedImpact will implement the necessary benefit configuration at the point of sale, including override abilities as needed, to minimize member disruption. Client will be responsible for notifying MedImpact of state or other regulatory requirements related to Client’s participation in the small size first fill program. Client may discontinue participation in the program by providing MedImpact thirty (30) days prior written notice. Included 3.2 Standard Pharmacy Fraud, Waste, and Abuse (FWA) Program Desk Audits: Desk audits are conducted for all participating clients based on criteria establishedby MedImpact. On-site Audits: MedImpact selects potentiallydiscrepant Claims to be reviewed on-site. On-site audits also ensure Participating Pharmacies are compliant with federal and state Laws and regulations (ex. OBRA, HIPAA). MedImpact will maintain criteria, which may be amended from time to time, to establish when and how a Participating Pharmacy (excluding Client-Contracted Participating Pharmacies) may be selected for audit and/or audited to determine compliance with its contract with MedImpact. No specific production volumes with respect to the number of Claims or Participating Pharmacies audited, or ratio of desk audits to on-site audits are guaranteed. MedImpact will make reasonable attempts to collect any overpayments made to Participating Pharmacies as determined through such audits but will not be required to institute any action to collect any overpayments. The Standard Pharmacy FWA Program does not include Client audit requests of specific Participating Pharmacies. Client may refer suspected FWA to MedImpact. Client referrals will be evaluated based on MedImpact’s audit standards and processes. If Client opts to proceed with an audit when MedImpact’s evaluation has determined there is not sufficient evidence of FWA, the request will be considered a Client-requested audit, as set forth in sections 3.2.2 and 3.2.3 and will be subject to the fees in those sections. $0.05 per Claim 100% of recovery passed through to Client 3.2.1 Client Requested Desk Audits Client may request specific desk audits in addition to the Standard Pharmacy FWA services. These audits will follow MedImpact’s standard processes and guidelines. This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. $1,400 per pharmacy location 3.2.2 Client Requested On-site Audits Client may request specific on-site audits in addition to the Standard Pharmacy FWA services. These audits will follow MedImpact’s standard processes and guidelines. This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. $2,500 per pharmacy location 3.2.3 Custom FWA Audit Reports This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. Quoted upon request 4.REBATE CONTRACTING AND ADMINISTRATION 4.1 MedImpact Rebate Program MedImpact will contract for and administer Rebates in accordance with Exhibit B-3. 100% of Rebates to be PAGE 44 OF 89 City of Renton (Service Agreement)—12-16-25 Page 44 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee passed through to Client 5.CLIENT SERVICES 5.1 Standard Implementation Services MedImpact shall provide standard implementation services to Client, which include: Loading of history files (e.g. claims, open prior authorizations, accumulator files) for initial implementation set up; Loading group and eligibility files received in MedImpact’s standard file layout; Loading Client’s Benefit Plan Information into MedImpact’s Software System; Loading Participating Pharmacies into MedImpact’s Software System; Client access to reports through MedOptimize®, and training via telephone; Client access to MedAccess®, and training via telephone; Providing for connectivity (VPN, FTP) between MedImpact and a single Client designated site for certain information to be sent by MedImpact; Providing standard PA guidelines (when standard PA services are purchased); and Providing standard PA letters from MedImpact’s standard library (when standard PA services are purchased). Customized implementation services not subject to an allowance as set forth herein shall be billed at the Custom IT Programming fee below. Included 5.2 Account Management MedImpact will provide: Designated account management team Business financial reviews Included 5.3 Client Mailings – Standard May include member welcome letters, ID cards, EOB, DMR notices, pharmacy checks, prior authorization or appeals notices, and/or clinical program letters. Standard USPS delivery Overnight or special delivery services Eligible Member communications that are mailed by MedImpact via the postal service and returned unopened to MedImpact’s business address by the postal service shall be shredded and destroyed in a secure and confidential manner and thereafter, MedImpact shall have no liability thereto. Client may request in the implementation questionnaire an alternative process for processing returned Eligible Member communications. –Included –Pass through cost –Pass through of delivery cost (non-standard requests may incur an additional fee) 5.3.1 Client Mailings – Custom As requested by Client. Mail sent by MedImpact via the U.S. Postal Service and returned unopened to MedImpact’s business address by the Postal Service shall be shredded and destroyed in a secure and confidential manner and thereafter, MedImpact shall have no liability thereto. Quoted upon request 6.MEMBER SERVICES 6.1 Member Call Center Support MedImpact will provide a 24/7/365 toll-free phone line for inquiries from Eligible Members (not prospective enrollees) directly related to services provided by MedImpact under this Agreement (including providing answers to Eligible Member questions regarding member eligibility, Benefit Plan Included PAGE 45 OF 89 City of Renton (Service Agreement)—12-16-25 Page 45 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Information (including Copayments and maximum benefit status), Claims submission, and Claims payment). Unless Client has selected MedImpact to perform Operational Prior Authorizations/Administrative Overrides and/or Clinical Prior Authorizations, Call Center Support will not provide such services and all such requests received on an 800 Help Line will be referred to Client. 6.2 Consumer Portal MedImpact’s member engagement platform, Consumer Portal, provides Eligible Members with access to view their personalized pharmacy benefit and prescription information from any web enabled or mobile device. This includes Claims history, Benefit Plan highlights, Copayment amounts, deductibles, benefit limits, accumulators, and out-of-pocket maximums. Consumer Portal also provides Eligible Members with access to cost saving and time saving functionalities, such as finding the lowest cost Participating Pharmacy, identifying cost saving opportunities, identifying therapeutic alternatives, transferring and refilling prescriptions, and displaying or printing ID cards. MedImpact will work with Client to make Consumer Portal available to Eligible Members by placing appropriate web links to Consumer Portal on Client’s website. Consumer Portal is also available as a downloadable mobile application for both iOS and Android. Included 6.3 MedEmpower Fuel™ MedEmpower Fuel™ is a mobile application available to Eligible Members that provides personal nutritional guidance and health and wellness tracking. Personal nutritional guidance includes meal plan recommendations, healthy choice restaurant menu selections, healthy choice grocery item identification, and educational articles on nutrition. Health and wellness tracking includes nutrition goals, sleep, activity, water intake, and more. The mobile application utilizes healthful behavioral modification through challenges and motivational activities/interactions (sometimes referred to as “gamification”). MedImpact will facilitate Client’s access to the MedImpact Fuel application for its Eligible Members. MedImpact Fuel is available as a downloadable mobile application for both iOS and Android. Included 7.REPORTING, DATA FILES, AND DATA MANAGEMENT TOOLS Client access to MedImpact Software System applications is subject to Section 12.1 set forth in the Agreement and shall be treated as MedImpact’s confidential and proprietary information. Client is responsible for meeting MedImpact’s minimum system requirements. 7.1 MedAccess ® Client access (and initial training) to MedImpact’s proprietary MedAccess® system product, providing Client the ability to add, update, and terminate member eligibility; create real-time prior authorization approvals; and track progress of adjudicated pharmacy Claims: up to four (4) named user accounts. -Additional users: $500 per named user account per month. Included 7.2 MedOptimize ® Client access (and initial training) to MedImpact’s proprietary MedOptimize®on-line reporting and data query tool to access the standard suite of management reports, which includes reports on member, pharmacy, drug, prescriber, and utilization data: up to four (4) named user accounts. -Additional users: $500 per named user account per month. -Additional reporting and business intelligence products, applications, and capabilities may also be offered through this tool, subject to additional fees mutually agreed upon. Included 7.3 Drug File Access MedImpact will make available drug attribute and/or drug pricing information from the Drug Attributes Source and drug Pricing Source which is provided on Claims extract files, Formulary files, via MedAccess or MedOptimize, or in any aggregate manner. Annual fee subject to adjustment based on increase in the drug file license fee. $9,000 per year Not selected on Implementation Date 7.4 MedImpact Online Reports (MOR) Included PAGE 46 OF 89 City of Renton (Service Agreement)—12-16-25 Page 46 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Client access via the web to MedImpact’s MOR distribution and archival system to retrieve, save, or print Statements. MOR also provides search capabilities and subscription services that notify when documents are published. 7.5 Custom IT programming / Additional or Customized Reports This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. $225.00 per hour 7.6 Paid Claims Data File One (1) daily standard paid Claims data file (e.g. MedImpact Type 110 file or successor file) provided to Client via FTP. Additional files and/or non-standard format quoted upon request. Included 7.7 Prescription Drug Data Collection (RxDC) Reporting MedImpact shall provide pharmacy benefit related prescription drug data files (D3-D8 or successor files) and narrative responses to Client contingent upon Client providing timely plan files to MedImpact. Client is responsible for submission of the files to CMS, unless otherwise agreed to by MedImpact. Client is responsible for submission of the D-1 & D-2 data files (or successor files) and narrative responses to CMS. Upon Client request, MedImpact will submit the D3-D8 data files and narrative responses to CMS on Client’s behalf at no additional charge. Client is responsible for the accuracy of reporting data submitted to CMS. Fees are subject to change based on future regulatory requirements. $1,500.00 annual Fee 7.8 Medicare-Eligibility (Section 111) Reporting MedImpact will prepare a quarterly report of those Eligible Members that are Medicare-eligible and subject to mandatory insurer reporting in accordance with Section 111 of the Medicare, Medicaid, and SCHIP Extension Act of 2007 (“Section 111”). MedImpact will submit the quarterly reports to CMS when MedImpact is the responsible reporting entity, as defined by CMS, in accordance with CMS assigned submission schedule via the CMS Section 111 COB Secure Website. Client Obligations: A. Client will identify and report to MedImpact Eligible Members who meet the criteria for reporting in accordance with 42 U.S.C. 1395y(b)(7), including but not limited to: Medicare beneficiaries who have coverage under a group health plan, and who receive settlements, judgments, awards, or other payment from liability or workers compensation insurance. B. Client must provide each Eligible Member’s Medicare ID number or social security number on the Eligible Members List. C.Client shall provide MedImpact all other information required by CMS (e.g. Client’s tax identification number, mailing address associated with the TIN and if applicable, all supporting documentation to demonstrate that Client made a good faith effort to obtain the required information as those efforts are described in 42 CFR 402.1(c)(22)(ii)(A). Client acknowledges and agrees that Client’s failure to document Client’s good faith effort to obtain the required information may result in civil monetary penalties assessed to MedImpact and passed through to Client. D. Client shall indemnify and hold MedImpact Indemnitees, harmless from and against any claims, liabilities, damages, judgments, CMS actions, fines, penalties, sanctions, attorney’s fees, or other losses imposed upon or incurred by MedImpact Indemnitees in connection with Client’s acts or omissions related to reporting of Eligible Member’s other coverage as required by CMS. Included 8.CLINICAL SERVICES 8.1 MedImpact Standard Formulary MedImpact shall provide a recommended standard drug Formulary to Client for Client’s adoption and use. The Formulary, including updates thereto, will be made available to Client in MedImpact standard Included PAGE 47 OF 89 City of Renton (Service Agreement)—12-16-25 Page 47 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee format. Client agrees to cooperate and work with MedImpact to implement, administer, and adhere to the Formulary, and any MedImpact recommended changes to the Formulary. Except as otherwise provided herein, MedImpact shall not be responsible for creating, printing, or distributing printed or electronic Formulary materials or posting the Formulary on a website. The parties shall reasonably cooperate and assist with programs to educate and inform health care providers and Eligible Members concerning the Formulary. MedImpact commercial Formulary includes: • Clinical and financial management of the selected Formulary for Claims adjudication; • Initial working copy of the MedImpact recommended Formulary; • Quarterly MedImpact Formulary updates; • Negative Formulary change affected member reports and template letters for notifications to members and prescribers; • Support by MedImpact client team for Formulary transition letters for use before implementation. In the event Client requires any change to a MedImpact recommended standard Formulary (including but not limited to prior authorization guidelines or utilization management edits), it may be considered and treated as a custom Formulary and may be subject to additional Fees and the custom Formulary requirements. 8.1.1 Standard Formulary Drug List Generation On a quarterly or monthly basis, as selected by Client, MedImpact shall make available to Client a comprehensive Formulary drug list in Word and PDF formats. Client is responsible for fulfillment, distribution, and internet posting of Formulary documents, as applicable. Included 8.2 Clinical Program Management (CPM) Consultative Services MedImpact will provide clinical program management (CPM) services through consultation with Client to identify opportunities and support the implementation of programs designed to enhance the performance of Client’s pharmacy benefit. MedImpact will review pharmacy benefit utilization patterns and advise Client about strategies and tactics that can be applied to enhance the cost-effective utilization of pharmaceuticals and promote quality as it relates to the use of medications within Client’s pharmacy benefit program. Includes the following services, as requested by Client and agreed upon by MedImpact: • Annual analysis and assessment of Client’s current Formulary trend performance in order to improve the economic and clinical efficiency of Client’s drug spend investment; • Annual assessment, recommendations, and monitoring related to clinical and cost saving initiatives; • Annual preparation, review, and analysis of drug trend utilization reports; • Provision of weekly drug file from First Databank with MedImpact’s drug placement and UM recommendations; and • Participation in annual clinical performance review. Should Client require additional clinical support beyond the standard CPM Consultative Services listed above, then Client will be notified that the Client Clinical Consultations Fee (below) will apply. Included 8.2.1 Client Clinical Consultations MedImpact clinical pharmacists are available for special project consultations, as mutually agreed upon by MedImpact and Client, to provide guidance and recommendations on Client’s clinical programs (this does not include Eligible Member or provider consultations). This Service is applicable if and when requested or used by Client, and shall be subject to Section 2 of Exhibit B-4. $275 per hour 8.3 MedConnect ® Newsletter that provides Client with information on emerging pharmacy trends to assist with proactively managing prescription drug programs. Included 8.4 Clinical Pipeline Included PAGE 48 OF 89 City of Renton (Service Agreement)—12-16-25 Page 48 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee A comprehensive, quarterly report of the significant drugs and biologicals in the development pipeline seeking FDA approval within the next 12-18 months that are most likely to be of high impact in utilization, cost and insurance benefit coverage. 9.CLINICAL TREND MANAGEMENT PACKAGE 9.1 Medium Impact Clinical Trend Management Package* Package includes MedImpact’s standard point of service Quantity Limit, Age, Step Therapy, and Prior Authorization clinical edit programs where the Claim denies at the point of sale if clinical criteria are not met. Quantity Limit (QL) Edits Discourages excessive and inappropriate utilization leading to more cost-effective use of the prescription drug program. –ADHD/CNS Stimulants –Allergy-Antihistamine –Allergy-Nasal –Alzheimer’s/Parkinson’s –Anticoagulant Agents –Anticonvulsants –Anti-Depressants –Anti-Emetics –Anti-Infectives –Antiplatelets –Antipsychotics –Asthma/COPD –Cholesterol Lowering Agents –Contraceptives & Misc. Estrogen –Dependency Agents –Diabetes –Erectile Dysfunction –Gastrointestinal Agents –HIV Agents –HRT/Menopause Therapy –HTN/Cardiovascular Agents –Metabolic Disease –Migraine –Narcotics –Non-Essential Drugs –Oncology Agents –Ophthalmic Agents –Osteoporosis –PPI’s –Renal Agents –Safety –Sedative/Hypnotics –Smoking Cessation –Thrombin Inhibitors Age Edits Discourages inappropriate utilization leading to more cost-effective use of the prescription drug program. –Dermatologic Agents –Non-Essential –Plan B –Safety Step Therapy Edits Encourages the utilization of first line, high value drug choices prior to the use of less cost-effective alternatives. –ADHD/CNS Stimulants I –Allergy - Nasal –Allergy - Nasal Corticosteroids I –Allergy - Oral –Alzheimer’s/Parkinson’s –Anticoagulant Agents –Anti-emetic –Anti-Infectives I –Anti-Infectives II –Asthma/COPD –BPH –Cholesterol I –Contraceptives –Dermatologic Agents I –Dermatologic Agents II –Diabetic Agents I –Diabetic Agents II –Erectile Dysfunction –Fertility Agents –Gastrointestinal Agents I –Gastrointestinal Agents II –Glaucoma –Glucose Test Strips –Hepatitis C –Hormone Replacement Therapy –HTN/Cardiovascular Disease I –Menopause Therapy –Metabolic Disease –Migraine –Narcotics –No Therapeutic Advantage –Non-Essential Drugs –Ophthalmic Agents I –Osteoporosis –PPI’s I –Safety –Thrombin Inhibitors Prior Authorization Edits Ensures that medications having a higher potential for inappropriate use are utilized in a cost-effective and/or safer manner. –Alzheimer’s/Parkinson’s –Genitourinary Agents –Obesity $0.40 PMPM PAGE 49 OF 89 City of Renton (Service Agreement)—12-16-25 Page 49 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee –Analgesic –Anticoagulant Agents –Anti-infective –Cholesterol Lowering Agents –CNS Stimulants –Dependence Tx –Diabetes –Endocrine –Endocrine Non-SA –Erythropoietin Stimulating Agents (ESAs) –GI Agents –Growth Hormone –Hepatitis C –HTN/Cardiovascular Agents –Immunomod Bio Non-SA –Immunomodulating Biologics –Medical Drugs Non-SA –Multiple Sclerosis Agents –Non-Essential –Oncology Agents –Oncology Agents Non-SA –Orphan Drugs –Orphan Drugs Non-SA –Osteoporosis –Renal –Safety –Testosterone –Transmucosal Fentanyl –WBC 10.INDIVIDUAL CLINICAL TREND MANAGEMENT PROGRAMS 10.1 Clinical Prior Authorization – Fully Delegated MedImpact, on behalf of Client, shall administer the criteria and conditions under which certain drugs or drug classes or categories may be reviewed as a Covered Benefit pursuant to Client’s prior authorization protocol(s), and in accordance with applicable Law (each, a “PA”). PAs shall include, but not be limited to: PA required and any PA requested, such as step therapy, non- Formulary/Formulary exception medication requests, Dispense As Written (“DAW”) exceptions (for Benefit Plans with DAW deny edits), excluded medications, quantity restriction, age restriction, and Copayment exceptions (including DAW requests), therapeutic duplications among other edits, and reconsiderations where an adverse benefit determination is rendered and the requesting provider is provided an opportunity to discuss and/or submit additional new information as required by state regulation and NCQA requirements. PAs may be initiated by, but not limited to, phone, fax, or electronic PA (“ePA”). Client is required to implement MedPrescription or MedPrescription Insight if PA Services are fully or partially delegated to MedImpact. MedImpact’s PA process includes implementation of the MedImpact standard point-of-sale (“POS”) edit “smart fill for select specialty”. This edit allows a select list of specialty medication Claims to adjudicate at the interval based on the approved PA, without exceeding the intended quantity and duration. MedImpact will review PAs and provide notification(s) as applicable to the Eligible Member, and prescriber of the decision (approval/denial) outcome in accordance with applicable Laws and regulations. Depending upon applicable Law, MedImpact’s review may involve a licensed/certified technician, or both a licensed/certified technician and a licensed pharmacist if the case cannot be approved by a licensed/certified technician. Review of a PA by a licensed physician will be performed only when required, and in accordance with applicable Law, and shall be subject to the Clinical Prior Authorization – Physician Review/Call Fee(s) below. Utilization management services provided by MedImpact shall be in accordance with NCQA standards, as set forth in Exhibit F (“Delegation Agreement”) attached hereto and incorporated into this Agreement by reference. MedImpact standard PA services incorporate state specific standards, standard Prior Authorization Client Information Profile (PACIP), or state specific PACIP, as applicable, and MedImpact standard processes. Client acknowledges and agrees that, where required by Law, MedImpact will utilize MedImpact PA forms and letter templates approved and/or required by Government Agencies, Law, and/or accreditation agencies (as applicable). When applicable state and/or federal regulations require verbal notice to Eligible Members, Interactive Voice Response (IVR) automated phone calls are placed to notify Eligible Members of the final PA decision. $60 per PA 10% discount per PA if Client provides daily medical claims data file feeds. Customization of any PA processes may result in additional Fees, which will be quoted upon Client request PAGE 50 OF 89 City of Renton (Service Agreement)—12-16-25 Page 50 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee PAs with a final status, such as Approved, Denied, Partial Approved, and PAs which do not result in a final decision but which involved review and application of the PA protocols, such as Closed, Deferred, Dismissed, PA Not Required, and Withdrawn, are all subject to the PA Fee. Client acknowledges and agrees that MedImpact’s review will be a non-discretionary review based on objective written protocols of Client, and the limited amount of information provided to MedImpact. MedImpact will not undertake, and is not required hereunder, to make an independent determination of medical necessity or appropriateness of therapies or to make diagnoses or substitute MedImpact’s judgment for the professional judgment and responsibility of the physician. Client acknowledges that MedImpact shall have no liability for authorizing or denying coverage in accordance with Client’s Benefit Plan or written protocols. 10.2 Clinical Prior Authorization – Physician Review Prior authorizations shall be reviewed by a physician when required, and in accordance with applicable Law. Such review shall be conducted by a physician licensed in any state in the U.S. Such physician is not required by Law to be in the same or similar specialty as the requesting prescriber. The physician shall review prior authorization requests based on Client’s Benefit Plan criteria. Note: Refer to Specialty Match Physician Review or State Specified Licensed Physician Review if state Law specifies additional requirements for a physician review. $90 per review (in addition to initial PA Fee) 10.3 Clinical Prior Authorization – Specialty Match Physician Review MedImpact shall arrange for prior authorization requests to be reviewed by a physician licensed to practice medicine in the same or similar specialty as the requesting physician, as required by applicable Law. The physician shall review prior authorization requests based on Client’s Benefit Plan criteria. $180 per review (in addition to initial PA Fee) 10.4 Clinical Prior Authorization – State Specified Licensed Physician Review In accordance with applicable state Law, MedImpact shall arrange for prior authorization requests to be reviewed by a physician licensed in the designated state. The physician shall review initial prior authorization requests based on Client’s Benefit Plan criteria. $100 per review (in addition to initial PA Fee) 10.5 Clinical Prior Authorization – Peer to Peer Physician Call MedImpact shall make available Peer to Peer physician calls either prior to or after an adverse determination, in accordance with applicable Law. This Service comprises up to three (3) attempts by the peer physician to reach the prescribing physician. $425 per call (in addition to initial PA Fee) 10.6 Clinical Prior Authorization – Custom Prior Authorization Guidelines MedImpact will code and configure Client’s custom prior authorization guidelines into the MedResponse system for use in PA request reviews in: MedResponse, electronic prior authorization (ePA), and enhanced approval edit, as applicable to Client. Client shall submit guidelines in a time and format acceptable to MedImpact, otherwise additional Fees apply and quoted upon request. MedImpact shall code and configure such guidelines within ninety (90) days of receipt from Client. *Fee includes guideline updates/changes during the year. $375 per each custom prior authorization guideline per year* 10.7 Clinical Prior Authorization Letter – Foreign Language Translation of Letters In accordance with applicable Law, MedImpact will provide prior authorization member letters in the required foreign language(s) indicated by Client in the Eligible Members List. Client is responsible for providing to MedImpact all applicable notification member letter templates in non-English languages and or accessible formats prior to implementation. Subsequent updates must be submitted to MedImpact one hundred twenty (120) days prior to implementation in the MedResponse/MedResponse Appeals, and all MedImpact processing platforms. Assistance in translation of member templates is available at additional cost and will require additional implementation time. Any delays in submissions to MedImpact could affect the implementation of letters into MedImpact’s system. MedImpact shall not be liable for any costs, fine, civil monetary penalties or other damages incurred by Client as a result of a delay. MedImpact shall provide language translation of free text that requires translation. Translation vendor fees passed through to Client* PAGE 51 OF 89 City of Renton (Service Agreement)—12-16-25 Page 51 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee *Fees vary based on language: $40 - $45 for free-text (up to one (1) page); $150 - $250 for seven (7)page template. Additional Fee applies for template pages beyond seven (7) pages. Fee is subject to change by translation vendor, and such increase shall be passed through to Client. Additional Fees apply for Braille and large font alternate format services (letter template setup, conversion, and printing), as applicable. 10.8 Pre-Implementation Prior Authorization Training Prior to the Implementation Date, MedImpact will provide additional training on processing prior authorizations. Such training shall include, but not be limited to: use of MedResponse and/or MedAccess as related to PA. Training is provided via web teleconferencing by a MedImpact licensed pharmacy technician. Training by other higher level licensed staff incur an additional Fee. Upon completion of training Client shall sign-off acknowledging completion of pre-implementation training. Upon request from Client and completion of training, MedImpact will make available to Client the recording of such training to supplement pre-implementation training. Travel expenses if applicable, provided and billed in accordance with MedImpact’s travel policy (available upon request). Training via web conferencing provided by licensed pharmacy technician included. Expenses for training at Client’s site, if requested by Client, will be passed through to Client. 10.9 Post-Implementation Prior Authorization Training Upon request from Client, following implementation of prior authorization (“PA”) Services, MedImpact will provide additional training on processing prior authorizations. Such training shall include, but not be limited to: use of MedResponse and/or MedAccess as related to PA. Training is provided via web conferencing by a MedImpact licensed pharmacy technician. Training by other higher level licensed staff incur an additional Fee. Upon completion of training, Client shall sign-off acknowledging completion of post-implementation training. Travel expenses, if applicable, provided and billed in accordance with MedImpact’s travel policy (available upon request). $250 per hour for training via web conferencing. Expenses for training at Client’s site, if requested by Client, will be passed through to Client. 10.10 Appeals Administration MedImpact, on behalf of Client and at the request of an Eligible Member/member representative or prescriber, shall review a prior authorization Adverse Benefit Determination. MedImpact will administer the criteria and conditions under which certain drugs or drug classes or categories may be reviewed as a Covered Benefit pursuant to Client’s protocol(s), including clinical criteria and guidelines, and in accordance with applicable Law (each, an “appeal”). Appeals shall include, but not be limited to: prior authorization required, and any appeal requested, such as step therapy, non-Formulary/Formulary exception medication requests, Dispense As Written (“DAW”) exceptions (for Benefit Plans with DAW deny edits), excluded medications, quantity restriction, age restriction, and Copayment exceptions (including DAW requests). MedImpact will perform intake and review of appeals as well as notification to the provider and Eligible Member/member representative, acknowledgement of receipt/eligibility, and of the decision (overturn denial/uphold denial) outcome in accordance with applicable Laws and regulations. Depending upon applicable Law, MedImpact’s review may involve a licensed pharmacist and/or a licensed physician. Review of an appeal by a licensed physician will be performed only when required, and in accordance with applicable Law, and shall be subject to the Fees below. MedImpact will process appeals in accordance with Client’s appeals policies and procedures, the terms of the Benefit Plan, and other applicable Law. Appeal utilization management services provided by MedImpact shall be in accordance with NCQA standards, as set forth in Exhibit F (“Delegation Agreement”). MedImpact standard Appeal services incorporate state specific standards, standard PAGE 52 OF 89 City of Renton (Service Agreement)—12-16-25 Page 52 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Prior Authorization Client Information Profile (PACIP), standard Appeal Reference Guide (ARG), or state specific PACIP, and state specific ARG, as applicable, and MedImpact standard processes. Client shall provide MedImpact with copies of all applicable summary plan documents (SPD) at the time of implementation, upon delegation of the appeal process, on an annual basis, and/or upon modification of the SPD. MedImpact’s appeal process also provides for expedited review of appeals upon request. Client shall have access to MedImpact’s MedResponse®tool, or successor tool, to view Eligible Member appeals, and such access is subject to Section 12.1 (MedImpact Proprietary Software and Information) of this Agreement. Client acknowledges and agrees that, where required by Law, MedImpact will utilize MedImpact appeal forms and letter templates approved and/or required by Government Agencies, Law, and/or accreditation agencies (as applicable). Appeals with a final status of denial overturned or upheld, and appeals which do not result in a final decision but which involved review and application of the PA protocols, such as Closed, Deferred, Dismissed, Appeal Not Required, and Withdrawn, are all subject to the Appeal Fee. Client acknowledges and agrees that MedImpact’s review will be a non-discretionary review based on objective written protocols of Client including clinical criteria and guidelines, and the limited amount of information provided to MedImpact. MedImpact will not undertake, and is not required hereunder, to make an independent determination of medical necessity or appropriateness of therapies or to make diagnoses or substitute MedImpact’s judgment for the professional judgment and responsibility of the physician. Client acknowledges that under no circumstances will MedImpact have any liability for authorizing or denying coverage in accordance with Client’s Benefit Plan or written protocols. The following definitions shall apply to Appeals: Administrative Appeal. A non-clinical appeal review to ensure the adverse determination made by MedImpact is consistent with the terms of the Benefit Plan, the applicable regulations promulgated under ERISA, the Patient Protection and Affordable Care Act (“PPACA”), and other applicable Law. Applicable to administrative decisions only, such as eligibility and plan Benefit Exclusions. Adverse Benefit Determination. Any of the following: 1. The denial or limited authorization of a requested service, including determinations based on the type or level of service, requirements for clinical necessity, appropriateness, setting, or effectiveness of a covered benefit. 2. The reduction, suspension, or termination of a previously authorized service. 3. The denial, in whole or in part, of payment for a service. 4. The failure to provide services in a timely manner, as defined by state, federal, and/or accreditation standards. 5. The failure to act within the timeframes required for the standard resolution of appeals. 6. For a resident of a rural area with only one managed care organization (MCO), the denial of a Eligible Member’s request to exercise his or her right, under 42 CFR § 438.52(b)(2)(ii), to obtain services outside the network. 7. The denial of an Eligible Member’s request to dispute a financial liability, including cost sharing, copayments, premiums, deductibles, coinsurance, and other member financial liabilities. Clinical Appeal. Appeal requests for clinical necessity and reviewed by licensed pharmacist(s) and/or physician(s) using applicable Client approved criteria and clinical guidelines relevant to the drug or benefit being requested. Independent Review Organization (IRO). External network of board-certified physician specialists and professionals who review preauthorization, concurrent, or retrospective cases. 10.10.1 Administrative Appeals - Internal Review - 1 st and 2nd level appeal (as required by State Law) In accordance with applicable Law, Administrative Appeals are reviewed and determinations are issued by MedImpact’s appeals pharmacist to ensure the determination is consistent with the Eligible Member’s Benefit Plan. The appeals pharmacist will verify the Eligible Member’s benefit coverage with MedImpact’s benefits department and/or Client, as necessary. $100 each 10.10.2 Clinical Appeal – Internal Review - 1 st and 2nd level appeal (as required by State Law)$225 each PAGE 53 OF 89 City of Renton (Service Agreement)—12-16-25 Page 53 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Clinical Appeal requests are reviewed by a MedImpact appeals pharmacist using Client protocols including clinical criteria and guidelines relevant to the drug or benefit being requested. The appeals pharmacist and/or physician reviewer must not have been involved in the initial determination (the prior authorization) or be the subordinate of the individual who made the initial prior authorization and/or the first level appeal decision. MedImpact may also utilize clinical peers from a URAC and/or NCQA accredited contracted Independent Review Organization (IRO) to review clinical Appeals and/or to provide additional or supporting clinical review expertise. All determinations (upholds or overturns) of Clinical Appeals are rendered by an appeals pharmacist and/or clinical peer. MedImpact will provide notice of the final internal Adverse Benefit Determination as required and in accordance with applicable Law. If the Adverse Benefit Determination is overturned, MedImpact will provide payment of the Claim on behalf of Client. 10.10.3 State Required Panel Appeal Review - Internal In accordance with state applicable Law, MedImpact shall provide a Clinical Appeal/Administrative Appeal that requires a panel review, such panel is comprised of a reviewer and a second clinician. $275 each panel 10.10.4 Physician Appeal Review - Standard TAT – Internal 1 st or 2nd Level In accordance with applicable state Law, MedImpact shall make available an internal physician appeal review, of either a first or second level appeal. $250 per hour 10.10.5 Physician Appeal Reviewers – 48 Hour TAT – Internal 1 st or 2nd Level In accordance with applicable state Law, MedImpact shall make available an internal physician appeal review, of either a first or second level appeal on an urgent forty-eight (48) hour turn-around time basis. $275 per hour 10.10.6 Physician Appeal Review – Expedited 24 Hour TAT – Internal 1 st Level In accordance with applicable state Law, MedImpact shall make available an internal physician appeal review of a first level expedited appeal on a twenty-four (24) hour turn-around time basis. $350 per hour 10.10.7 Physician Appeal Reviewers – Expedited 24 Hour TAT – Internal 2 nd Level In accordance with applicable state Law, MedImpact shall make available an internal physician appeal review of a second level expedited appeal on a twenty-four (24) hour turn-around time basis $300 per hour 10.10.8 Specialty Physician Appeal Review - Internal 1st or 2nd Level In accordance with applicable state Law, MedImpact shall make available an internal appeal specialty physician concurrence of a first or second level appeal. Applies to all turn-around time requests. $89 each; in addition to appeal Fee 10.10.9 Physician Appeal Review –State Required Physician Oversight – Internal 1st Level – Same State License In accordance with applicable state Law, MedImpact shall make available an internal medicine/family practice physician appeal review of a first level appeal that requires a physician licensed in a specific state. Applies to all turn-around time requests. $40 each; in addition to appeal Fee 10.10.10 Physician Appeal Review –State Required Physician Oversight – Internal 1st Level In accordance with applicable state Law, MedImpact shall make available an internal medicine/family practice physician appeal review of a first level appeal that does not require a physician licensed in a specific state. Applies to all turn-around time requests. $30 each; in addition to appeal Fee 10.10.11 Direct Member Reimbursement (DMR) Appeals -Internal In accordance with applicable Federal Law, review of a first level appeal after a denied DMR or partial DMR determination/payment. $75 each 10.10.12 Preliminary Review for State Fair Hearings As requested by Client, a MedImpact representative shall attend a preliminary review with Client prior to the hearing. $75 each 10.10.13 Representation (Witness Participation) State Fair Hearing Upon request by Client, a MedImpact representative shall attend a State Fair Hearing as a participating witness, on behalf of Client, for Adverse Benefit Determinations for coverage request rendered by MedImpact. $225 each 10.10.14 Clinical Appeals – External Review An Eligible Member (or their representative) is required to exhaust the internal Clinical Appeal process performed by MedImpact prior to pursuing an external independent review or legal action under Section 502(a) of Employment Retirement Income Security Act of 1974 (ERISA) for the appeal decision, as applicable. Upon determination that a request is eligible for external review following preliminary $350 each PAGE 54 OF 89 City of Renton (Service Agreement)—12-16-25 Page 54 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee review MedImpact or the applicable State entity will assign an IRO as set forth in the regulatory requirements for an external review and provide all necessary information and documents considered in making the Adverse Benefit Determination or final Adverse Benefit Determination to the assigned IRO. The IRO will provide notice of the final external review decision in accordance with applicable Law. Upon receipt of a notice of final external review decision reversing the final internal Adverse Benefit Determination, MedImpact will issue payment of the Claim. 10.10.15 Excluded Formulary Exception Process (EFEP) /Affordable Care Act (ACA) Exception Appeal (External IRO review) - Standard turn-around-time First level appeal review performed by an external IRO. Follows the adverse initial coverage determination for excluded Formulary drugs under the EFEP/ACA process, bypassing the standard internal appeal review. $400 each 10.10.16 EFEP/ACA Exception Appeal (External IRO review) – Expedited turn-around-time Expedited first level appeal review performed by an external IRO. Follows the adverse initial coverage determination for excluded Formulary drugs under the EFEP/ACA process, bypassing the standard internal appeal review. $550 each 10.10.17 Appeal Notification – Foreign Language Translation of Letters In accordance with state Law, when applicable, and as requested by Client, MedImpact will make available template appeal notification letter in the foreign language designated in the preferred member attribute field in the Eligible Members List. MedImpact shall also make available language translation of free text or clinical appeal reason codes that require translation. *Fees vary based on language: $40 - $45 for free-text (up to one (1) page); $150 - $250 for 7-page template. Additional Fee applies for additional template pages beyond seven (7) pages. Fee is subject to change by translation vendor, and such increase shall be passed through. Additional Fees apply for Braille and large font alternate format services (letter template setup, conversion, and printing), as applicable. Translation vendor fees passed through to Client.* 10.11 Standard Drug Monographs Drug Monographs, as determined by MedImpact, provide Client with an evidence based review and interpretation of the current medical literature for a disease state, therapeutic drug class, or individual drug. Provided to Client electronically in PDF format, monographs include information and analysis pertinent to Pharmacy Directors and Pharmacy and Therapeutics (P&T) chairs on the implication of covering a drug or drug class within the managed care environment. Monographs also include information on potential dispensing limits, step therapy, and prior authorization criteria. Monographs may be reviewed by a member of MedImpact’s external physician panel. Included Not selected on Implementation Date 11.CARE QUALITY AND SAFETY MANAGEMENT PROGRAMS 11.1 Standard Concurrent DUR Standard First Databank concurrent online drug utilization review to Participating Pharmacies for all Claims submitted electronically at the point of sale via MedImpact’s online Claims adjudication system. Such information is intended to assist the pharmacist in identifying drug interactions and other issues which may be indicative of inappropriate drug use. Participating Pharmacies are directed to review the messages as they are received and to use their professional judgment as to whether action is required. Included 11.2 Operational Prior Authorization – Administrative Overrides Upon receiving requests from Participating Pharmacies by phone, MedImpact will administer the non- clinical rules and conditions established by Client to determine whether a drug may be approved for dispensing, where such evaluation does not require professional consultation with a physician, physician office staff, nurse, clinical pharmacist, MedImpact’s clinical review staff, other persons authorized to prescribe prescription drugs, or other health care professionals. For example, vacation overrides, lost/stolen/spilled overrides, emergency overrides, and school supply and facility overrides. This does not include reviews utilizing clinical prior authorization guidelines or protocols. MedImpact will inform the Participating Pharmacy at the time of the call whether the administrative override has been authorized; MedImpact does not send letters regarding the determination. Included PAGE 55 OF 89 City of Renton (Service Agreement)—12-16-25 Page 55 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Services Fee Client acknowledges and agrees that MedImpact’s review will be a non-discretionary review based on objective written protocols of Client, and the limited amount of information provided to MedImpact. MedImpact will not undertake, and is not required hereunder, to make an independent determination of medical necessity or appropriateness of therapies or to make diagnoses or substitute MedImpact’s judgment for the professional judgment and responsibility of the physician. Client acknowledges that under no circumstances will MedImpact have any liability for authorizing or denying coverage in accordance with Client’s Benefit Plan or written protocols. 11.3 Drug Recall / Withdrawal Process In the event the FDA issues a recall notice, MedImpact shall, in accordance with NCQA and Federal guidelines: Promptly implement a POS edit to block Claims for the affected drug, as appropriate. Notify Client of the action taken regarding the affected drug within forty-eight (48) hours of the FDA notification for Class I recalls/withdrawals, and within seven (7) Business Days for Class II recalls/withdrawals. Make recommendations to Client regarding drug substitutions, clinical prior authorizations, or Benefit Plan changes, if applicable. Client shall make all final determinations related to Benefit Plan changes. Assist Client with notification to Eligible Members by providing member impact reports and template member and provider letters, as appropriate. Other than online messaging to Participating Pharmacies at the point-of-sale, MedImpact will not provide direct notification to Eligible Members. Maintain a drug recall policy which will be provided to Client upon request. Included 12.CLINICAL PROGRAMS PRICING NOTES 12.1 a. MedImpact reserves the right to amend pricing if there is a ten percent (10%) or greater change in the number or demographic profile of Eligible Members included in the Benefit Plan upon which the pricing is based. b. Significant overall cost savings may be achieved through implementation of Clinical Trend Management programs. While this approach may yield the best overall net-cost solution, Client acknowledges that this may also reduce Rebate return. c. Clinical Trend Management edit programs and packages will undergo continuous modification, typically on a quarterly basis or more frequently as appropriate, based upon decisions made by MedImpact’s National Pharmacy & Therapeutic Committee and Formulary Committee in response to: (i) the release of new drug products by the United States Food & Drug Administration, (ii) changes in treatment guidelines issued by national medical organizations, and (iii) improvements in drug therapy as identified in the medical literature. As a part of ongoing quality improvement and recognition of the dynamic clinical, marketplace, and regulatory environment, MedImpact may add, delete, or implement modifications at its discretion to components of the programs. Client will be notified in advance of any such modification. d. Any Law, regulation, market, industry, or coverage change that impedes MedImpact’s ability to apply MedImpact recommended clinical management programs in any way during the Term may require that MedImpact alter the services offered as described herein. Client will be notified in advance of any such modifications. e. The fees for programs set forth herein reflect pricing for standard programs. Modifications to any of the standard program components set forth herein will be quoted upon request. f. Other clinical programs not described above are quoted upon request. 13.OTHER SERVICES 13.1 Services other than those described herein (including, without limitation, special research projects, reports, and consultative services), non-standard services, and standard services, forms, materials and documents in an amount which MedImpact determines to be unreasonable or excessive, are subject to additional Fees. Quoted upon request PAGE 56 OF 89 City of Renton (Service Agreement)—12-16-25 Page 56 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-2 Pharmacy Network Pricing – Commercial 1. Claim Rates and Guarantee Measurement Elements. A.Pass Through. MedImpact shall pass through the amount paid to the Participating Pharmacy, which shall be the same amount that MedImpact will bill Client. The pharmacy network guarantees specified below in this Exhibit B are representative pharmacy discounts and Dispensing Fees. However, Client will pay hereunder, the actual reimbursement rate (AWP discount or MAC, plus Dispensing Fee) paid to each applicable Participating Pharmacy. The actual reimbursement paid to a Participating Pharmacy may be greater or less than the guarantees identified in this Exhibit B. B.Guarantee. MedImpact will guarantee the network performance on an individual component basis for the pharmacy network rates below, subject to the exclusions in this Exhibit B. A component being the Ingredient Cost rate and the Dispensing Fee separately in each channel (channel being retail thirty (30) day supply, Choice90Rx, mail order, specialty pharmacy, specialty Limited Distribution Drugs (LDD) – New to Market.). Network performance measurements will include Claims that adjudicate at or below Copayment at the discounted rate. In addition, the guarantees may be adjusted if more than five percent (5%) of Claims are filled in Massachusetts, Hawaii, Alaska, and Puerto Rico. C.Exclusions. The following Claims are excluded from network performance measurements: 1. OTC Claims through the MedNetwork OTC Direct to Consumer Program 2. Compound Drug Claims 3. vaccine Claims 4. paper Claims (DMR) 5. pharmacy submitted paper Claims 6. discount card programs Claims (cash card) 7. Claims for drugs not approved by the United States Food & Drug Administration (FDA) 8. Subrogation Claims 9. Claims from entities eligible for federal supply schedule prices (including VA hospitals) 10. Client-owned pharmacy Claims 11. Claims with government mandated pricing and reimbursement rates 12. 340B Claims 13. Client-Contracted Participating Pharmacy Claims 14. Coordination of Benefit (COB) Claims D.Reconciliation. MedImpact will report performance on a quarterly basis and reconcile the guarantees annually. Any shortfall identified during the annual reconciliation will be covered dollar for dollar, with no limit to the amount at risk, by MedImpact and any such amounts shall be credited to Client within ninety (90) days after the end of the Agreement year. 2. Pharmacy Network Rate Guarantees. “Brand Effective Rate” shall mean the rate agreed to by the parties (as specified above) across all Brand Drug Claims as determined on an aggregated basis (i.e. not Claim by Claim). Notwithstanding anything to the contrary PAGE 57 OF 89 City of Renton (Service Agreement)—12-16-25 Page 57 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. in this Agreement, Brand Drug Claims for purposes of the Brand Effective Rate calculation includes single source Brand Drugs, multi-source Brand Drugs, and Biosimilars. “Generic Effective Rate” shall mean the rate agreed to by the parties (as specified above) across all Generic Drug Claims as determined on an aggregated basis (i.e. not Claim by Claim). Notwithstanding anything to the contrary in this Agreement, Generic Drug Claims for purposes of the Generic Effective Rate calculation includes Generic Drugs available through one (1) or more manufacturers, which are not deemed a product with limited supply or limited distribution, and which have an “A” rating according to the United States Food and Drug Administration (FDA) Orange Book, regardless of whether such Generic Drug is subject to a MAC price. A. Retail (includes specialty at retail*) – Broad Network: January 1, 2026 – December 31, 2026 Brand Effective Rate: AWP – 19.85% + $0.40 Dispensing Fee Generic Effective Rate: AWP – 87.50% + $0.40 Dispensing Fee January 1, 2027 – December 31, 2027 Brand Effective Rate: AWP – 19.90% + $0.40 Dispensing Fee Generic Effective Rate: AWP – 87.70% + $0.40 Dispensing Fee January 1, 2028 – December 31, 2028 Brand Effective Rate: AWP – 19.95% + $0.40 Dispensing Fee Generic Effective Rate: AWP – 87.90% + $0.40 Dispensing Fee *Walgreens is excluded from filling specialty products at retail. B.†Choice90Rx (Retail 84+ days’ supply): †Copyright © 2012-2025 MedImpact Healthcare Systems, Inc. January 1, 2026 – December 31, 2026 Brand Effective Rate: AWP – 23.80% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 89.50% + $0.00 Dispensing Fee January 1, 2027 – December 31, 2027 Brand Effective Rate: AWP – 23.80% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 89.60% + $0.00 Dispensing Fee January 1, 2028 – December 31, 2028 Brand Effective Rate: AWP – 23.80% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 89.70% + $0.00 Dispensing Fee C. Mail Order: Mail order will be arranged and/or provided through the MedImpact Direct Mail Order Pharmacy Program. January 1, 2026 – December 31, 2026 Brand Effective Rate: AWP – 25.00% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 90.00% + $0.00 Dispensing Fee January 1, 2027 – December 31, 2027 Brand Effective Rate: AWP – 25.00% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 90.10% + $0.00 Dispensing Fee January 1, 2028 – December 31, 2028 Brand Effective Rate: AWP – 25.00% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 90.20% + $0.00 Dispensing Fee PAGE 58 OF 89 City of Renton (Service Agreement)—12-16-25 Page 58 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. D. Specialty Pharmacy: Specialty will be arranged and/or provided through the MedImpact Direct Specialty Pharmacy Program. MedImpact will maintain a price list of specialty rates for Specialty Pharmacies. MedImpact will update such price lists on at least a monthly basis, including the addition of any newly introduced specialty products to the market or any national drug code (“NDC”) additions for existing specialty products. Such price list shall be made available to Client upon request. January 1, 2026 – December 31, 2028 Brand Effective Rate: AWP – 19.00% + $0.00 Dispensing Fee Generic Effective Rate: AWP – 78.00% + $0.00 Dispensing Fee E. Specialty Limited Distribution Drugs (LDD) - New to Market Drugs (NTM): Specialty LDD will be dispensed through the Limited Distribution Drugs (LDD) Program. The LDD Program is a specialty wrap network. The discount from AWP for each of the LDD Participating Pharmacies may be different for each LDD product. Specialty NTM will be dispensed through the MedImpact Direct Specialty Pharmacy Program. January 1, 2026 – December 31, 2028 Overall Effective Rate: AWP – 16.00% + $0.00 Dispensing Fee 3. Other Pharmacy Networks/Pricing. MedImpact shall provide Client the following additional pharmacy networks/pricing, which are excluded from the pharmacy network guarantees: A. MedNetwork ®Vaccine Program. MedImpact shall make available to Client the MedNetwork Vaccine program at Participating Pharmacies. Client will be billed the cost of the vaccine (the lesser of U&C, the AWP discount plus Dispensing Fee, or MAC plus Dispensing Fee), the Participating Pharmacy’s professional administration fee, and a four dollars ($4.00) per vaccine Claim fee that MedImpact will receive as compensation for administering the MedNetwork Vaccine program. MedImpact’s fee shall be billed to Client separately. Different network configurations are available to Client with varying professional administration fee cost savings. Client’s selected network configuration will be memorialized in the program implementation form. MedImpact shall notify Client of any change to Participating Pharmacy professional administration fees. B. MedNetwork ®OTC Direct to Consumer Program. MedImpact shall make available to Client the MedNetwork OTC Direct to Consumer program which offers certain Over the Counter (OTC) products to Eligible Members through a Mail Order Pharmacy. Client will be billed the cost of the OTC (the lesser of U&C or the AWP discount plus Dispensing Fee), plus a three dollars ($3.00) per OTC Claim fee that MedImpact will receive as compensation for administering the MedNetwork OTC Direct to Consumer program. MedImpact’s fee shall be billed to Client separately. The OTCs selected by Client to be covered under the program will be memorialized in the program implementation form. MedImpact shall notify Client of any change to MedNetwork OTC Direct to Consumer program fees. PAGE 59 OF 89 City of Renton (Service Agreement)—12-16-25 Page 59 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-3 Rebates 1. Rebate Contracting and Administration. Client hereby appoints MedImpact as its exclusive agent for the purpose of negotiating and arranging for Rebates on the purchase of Covered Benefits. Client represents and warrants that it does not have any existing direct rebate and/or chargeback agreements, 340B discounts, Group Purchasing Organization arrangements or any other discount that would make Client ineligible for rebate qualification with any pharmaceutical manufacturer or otherwise and also agrees that during the Term of this Agreement Client will not negotiate or arrange for rebates on the purchase of Covered Benefits from any pharmaceutical manufacturer and/or third party rebate aggregators and/or intermediaries. In the event of a breach of this Section by Client, MedImpact may immediately terminate this Agreement or Client’s participation in the rebate program and may retain 100% of any and all Rebates that have not been remitted to Client as of the date of such termination. In addition, the parties agree that in the event of a breach of this Section by Client, because of the difficulty of ascertaining the amount of damages in the event of such a breach, MedImpact shall be entitled to recover, at its option, as liquidated damages and not as a penalty, its unrealized revenue in connection herewith, which shall be equal to the average quarterly Rebates payable to Client prior to termination multiplied by the number of quarters left under the then current Term of this Agreement. Such amount shall become immediately due and payable upon notice from MedImpact. The parties further agree that the existence of this remedy will not preclude MedImpact from seeking or receiving injunctive relief. 2. Rebate Eligibility. Client shall be eligible to receive Rebates for Covered Benefits dispensed during the Term of this Agreement to Eligible Members who are covered by a Benefit Plan that meets the following criteria: STANDARD FORMULARY Client adopts, publishes, presents, and distributes MedImpact’s recommended drug Formulary and preferred product list, including all subsequent revisions; Client, Benefit Plan, and Claims meet any other eligibility inclusion criteria of the pharmaceutical manufacturers, rebate aggregator, and/or rebate intermediary and as otherwise set forth in this Agreement. If drug utilization has been submitted to pharmaceutical manufacturers and/or third party rebate aggregators and/or intermediaries by any entity other than MedImpact including, but not limited to: (i) Medicaid; (ii) Medicare; (iii) other state or federal health care program which receives rebates, discounts, chargebacks directly from pharmaceutical manufacturers; or (iv) other forms of price reduction directly from pharmaceutical manufacturers, including but not limited to 340B discounts, this utilization shall not be eligible to participate in MedImpact’s rebate programs or receive Rebates hereunder. Client shall use best efforts to clearly identify these Eligible Member Claims and provide this information to MedImpact. Client is solely responsible for the reimbursement of any Rebates improperly received based on such drug utilization, audit costs charged to MedImpact, and any other documented costs incurred by MedImpact, and such responsibility shall survive termination or expiration of this Agreement. Notwithstanding the foregoing, this provision shall not be construed to prohibit Client from participating in Medicare or Medicaid risk contracting. 3. Rebate Payment. As long as Client continues to participate and remains eligible to participate in MedImpact’s Rebate program (through the rebate administration program or otherwise), MedImpact shall, on behalf of Client, receive the Rebates paid by pharmaceutical manufacturers and/or third party rebate aggregators and/or intermediaries for eligible Claims under this PAGE 60 OF 89 City of Renton (Service Agreement)—12-16-25 Page 60 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Agreement, and shall report estimated Rebate payment reports one hundred (100) days after quarter end and will disburse Rebates to Client on a quarterly basis one hundred fifty (150) days after the close of the quarter for all such Rebates received, reconciled, and verified by MedImpact, if any, net of the rebate contracting and administration fees owed to MedImpact set forth in Exhibit B-1. Client shall not have a right to interest on, or the time value of, any Rebate payments received by MedImpact or monies under this Agreement. Rebate payments will not be issued to Client until the later of forty-five (45) days after the Agreement is fully executed or within the payment timeframes set forth in this Exhibit B-3. Upon termination of this Agreement, MedImpact may delay remittance of Rebates to Client to allow for final adjustments. Notwithstanding any other provision of this Agreement and unless otherwise prohibited (by Law or otherwise), MedImpact shall have no payment obligation to Client for Rebate amounts received greater than twelve (12) months after termination of this Agreement. Client waives, releases, and forever discharges MedImpact from any claims, demands, losses, attorneys’ fees, costs, expenses, or liabilities of any nature, whether known or unknown, arising from (i) a failure by a pharmaceutical manufacturer and/or third party rebate aggregators and/or intermediaries to pay any Rebate; (ii) a breach of an agreement by a pharmaceutical manufacturer and/or third party rebate aggregator and/or intermediary related to this Agreement; (iii) any Rebate amounts MedImpact does not bill to a pharmaceutical manufacturer and/or third party rebate aggregator and/or intermediary; and (iv) negligence or misconduct of a pharmaceutical manufacturer and/or third party rebate aggregator and/or intermediary. As part of the standard reporting package, Client will have access to MedOptimize for regular Rebate reporting, and MedImpact will make available to Client standard quarterly Rebate reports which set forth a summary of estimated Rebates and actual Rebates received, as well as additional Rebate data required by Law, as applicable. 4. Rebate Disclosure – Other Manufacturer Revenue. Rebates do not include fees or compensation from pharmaceutical manufacturers, rebate aggregators, and/or intermediaries for property provided or services rendered, including fee-for-service arrangements whereby pharmaceutical manufacturers generally report the fees paid for services rendered as “bona fide service fees” pursuant to federal laws and regulations (“Other Manufacturer Revenue”). Such laws and regulations, as well as pharmaceutical manufacturer requirements, generally prohibit MedImpact from sharing any such “bona fide service fees” earned by MedImpact, whether wholly or in part, with any MedImpact client. The term Rebate as used in this Agreement does not include Other Manufacturer Revenue. MedImpact may receive Other Manufacturer Revenue not exceeding three percent (3%) of the aggregate cost of the pharmaceutical products dispensed to Eligible Members. To the extent this Agreement otherwise requires MedImpact to pass-through Other Manufacturer Revenues in whole or in part to Client, MedImpact may return such Other Manufacturer Revenues to the applicable pharmaceutical manufacturer, unless legally prohibited. The amount MedImpact receives for Rebates from rebate aggregators and/or intermediaries may be different from the amount such rebate aggregators and/or intermediaries receive through their own pharmaceutical manufacturer or intermediary agreements, which such difference may be retained by the rebate aggregator and/or intermediary as its compensation, and the term “Rebate” as used in this Agreement does not include this compensation, which belongs exclusively to the rebate aggregator or intermediary. 5.Minimum Rebate Guarantee. As long as Client continues to participate and remains eligible to participate in MedImpact’s Rebate program (through the rebate administration program or otherwise), upon receipt, reconciliation, and verification of Rebates by MedImpact for the preceding quarter, MedImpact shall guarantee the Rebate amounts identified in Exhibit B-3-a (the “Rebate Rate”), provided Client: (i) timely implements the MedImpact recommended Formulary including any existing and future MedImpact Formulary changes and programs, benefit designs, and strategies; and (ii) complies with all obligations under this Agreement. The “Minimum Rebate Guarantee” shall equal the product of: (a) the number of paid claims processed by MedImpact during the applicable period that are eligible for the Rebate guarantee; and (b) the Rebate Rate, subject to PAGE 61 OF 89 City of Renton (Service Agreement)—12-16-25 Page 61 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. the Minimum Rebate Guarantee terms and conditions set forth in Exhibit B-3-a. On an annual basis, MedImpact shall reconcile (i.e. “true-up”) (i) the Rebate amounts paid to Client in accordance with Section 3 of this Exhibit, to (ii) the Minimum Rebate Guarantee, within one hundred eighty (180) days after the end of each Agreement year, and any shortfalls identified during the annual reconciliation will be credited to Client. Client acknowledges that the Minimum Rebate Guarantee shall become null and void if either party’s performance of its duties under this Agreement is made materially more burdensome or expensive, or the duties to be performed are materially changed due to a Change in Law, including a Law passed or adopted which has a direct or indirect impact on the enforceability or performance of Rebate services and/or revenue hereunder. PAGE 62 OF 89 City of Renton (Service Agreement)—12-16-25 Page 62 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-3-a Minimum Per Brand Drug Rebate Guarantee – Commercial MEDIMPACT STANDARD MEDPERFORM FORMULARY WITH MEDIUM EDIT PACKAGE REBATE GUARANTEES Year Retail 30 Retail 90 Mail Order Specialty 2026 $301.25 $945.84 $945.84 $3,571.28 2027 $326.05 $1,019.71 $1,019.71 $3,726.12 2028 $349.92 $1,092.21 $1,092.21 $3,925.31 Minimum Per Brand Drug Rebate Guarantees are subject to the following: 1. Rebate guarantees are based on Client’s use of MedImpact’s standard MedPerform Formulary with medium edit package and Copayment design provided at the time of the 2025 RFP. If there is a material change in manufacturer Rebate availability, the Rebate offer may be revised in accordance with Exhibit B-4, Section 10(a), Change in Circumstance. 2. Rebate guarantees may be adjusted if non-standard programs are implemented which negatively impact Rebates,. 3. Mail order and specialty Rebate guarantees are contingent upon Client’s use of the MedImpact Direct Mail Order Pharmacy Program and MedImpact Direct Specialty Pharmacy Program. Guarantees may be adjusted if a different vendor is selected by Client. 4. MedImpact may adjust Rebate guarantees if there is a change of more than ten percent (10%) in specialty volume during the Term of this Agreement as compared to Client’s utilization prior to this Agreement. 5. Specialty guarantees are based on standard Specialty Drugs as identified on MedImpact’s Specialty Drug List. 6. Rebate guarantees assumed the impact of any products on the AMP CAP list as of January 1, 2025. For avoidance of doubt, no Rebate Credit will apply for these products. MedImpact will apply Rebate Credit on future AMP CAP impacted medications. 7. Rebate guarantees may be adjusted if Claims experience shows adverse selection of rebateable products resulting from use of alternate funding, patient assistance programs or international sourcing. 8. Notwithstanding any Brand Drug definition in this Agreement to the contrary, Rebate guarantees are per federal legend Brand Drug as identified by using Medi-Span indicators and MedImpact’s standard policies for products that are approved by the U.S. Food and Drug Administration (FDA) in which federal or state Law requires to be dispensed to the public on prescription of a licensed physician or other licensed provider. 9. The following are excluded from the Rebate guarantees: a. Compound Drug Claims b. Eligible Member submitted (DMR) Claims c. Over the Counter (OTC) Claims (excluding test strips and insulin) d. Vaccine and immunization Claims e. Subrogation Claims f. 340B Claims g. secondary payer Claims (COB) h. Claims from entities eligible for federal supply schedule prices i. discount or cash card Claims j. brand thyroid agents k. non-drug Claims excluding diabetic test strips l. multisource Generic Drugs PAGE 63 OF 89 City of Renton (Service Agreement)—12-16-25 Page 63 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 10. In the event market factors outside of MedImpact’s control (i) cause brand name medications to unexpectedly become available as a generic, Authorized Generic, or Biosimilar, (ii) medications in which the manufacturer significantly reduces the price or discontinues the rebate, or (iii) Client prefers a generic at a higher net cost than the brand, MedImpact may adjust the Rebate guarantees or apply a Rebate Credit for Affected Products on annual true up to preserve each party’s economic benefits under this Agreement. 11. In the event of a change in rebate strategies by pharmaceutical manufacturers, the following shall apply: When remitting and reconciling minimum Rebate guarantees, MedImpact may apply a “Rebate Credit” amount to offset the total Rebates remitted to Client for each respective Rebate component (e.g., Retail, Mail, Retail 90, and Specialty). “Rebate Credits” shall consist of (i) the differential between the Wholesale Acquisition Cost (WAC) of the Biosimilar processed and the WAC of the reference Brand Drug, subject to the below cap; or (ii) the value of WAC reductions for rebateable Covered Benefits that have experienced a material WAC decrease, measured as the differential between the Baseline WAC of the Covered Benefit and the WAC of the Covered Benefit when the Claim is processed, subject to the below cap; The “Baseline WAC” will be the WAC of the Covered Benefit prior to a reduction in WAC or, as applicable, for Biosimilars, the Baseline WAC will be the WAC of the reference Brand Drug at the time of Claim processing. Rebate Credit will be capped in two ways: First, the WAC of the reference Brand Drug will be capped at a pre-determined WAC inflation rate communicated at the time the eligible Covered Benefit is added to the list of Covered Benefits eligible for the Rebate Credit. Second, in no instance will the Rebate Credit exceed the Baseline Rebate less the earned Rebates on either the Biosimilar or the rebateable Covered Benefit that has experienced a WAC decrease. “Baseline Rebate” is calculated as follows: in the year the price reduction occurred, Baseline Rebate will be the Rebate available for coverage of the Covered Benefit prior to the WAC reduction or, as applicable, for Biosimilars the Baseline Rebate will be the Rebate available for coverage of the reference Brand Drug on the date of Claim processing. For a Covered Benefit experiencing a WAC reduction in subsequent years, the Baseline Rebate will increase over the prior year Baseline Rebate at the average WAC inflation rate of the GPI subclass (GPI-6) of the impacted Covered Benefit. MedImpact shall perform all Rebate Credit calculations at a Claim level based on the unit quantity attached to the Claim and shall map Biosimilar NDCs to the NDCs of reference Brand Drugs with the most equivalent attributes (e.g., strength, package size). The following Covered Benefits will be eligible for the Rebate Credit: (1) Any Biosimilar processed where Humira or Stelara are the reference Brand Drug; (2) any Insulin product (GPI-4 2710 and 2717) that experienced a WAC decrease; (3) any other Biosimilar Covered Benefits as mutually agreed in writing by Client and MedImpact; and (4) any Brand Drug products that experience a WAC decrease due to pharmaceutical manufacturer strategy change as mutually agreed in writing by Client and MedImpact. MedImpact shall not apply Rebate Credit unless the differential between the Biosimilar WAC and the reference Brand Drug WAC is at least twenty-percent (20%) or for non- Biosimilar Brand Drug products, the product had a WAC decrease of at least twenty-percent (20%). MedImpact will provide sixty (60) days’ advance notice of Covered Benefit(s) that qualify(ies) for Rebate Credits and will be added to the list of Covered Benefits eligible for the Rebate Credit. Notice can be provided via email from MedImpact to the client. Client may otherwise elect a minimum Rebate guarantee adjustment. MedImpact shall provide in advance information about the pharmaceutical manufacturer strategy change(s) when applicable and about changes to the WACs to support the use of Rebate Credit. MedImpact shall provide in advance reporting demonstrating Client’s-favorable net-cost impact in the therapeutic category(ies) of the Covered Benefit(s) eligible for the Rebate Credit and the proposed adjustment to the Minimum Rebate Guarantee. A Covered Benefit Claim will only be eligible for the Rebate Credit if a Minimum Rebate Guarantee adjustment has not already been made by MedImpact and Covered Benefit Claims are included in the Minimum Rebate Guarantee calculation. Any deviations from the above criteria may result in alternative Rebate guarantees. PAGE 64 OF 89 City of Renton (Service Agreement)—12-16-25 Page 64 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-4 Financial Terms, Conditions, and Disclosures 1. Claims Processing Fees shall begin on the Implementation Date. 2. Subsequent Implementations. The implementation of programs or services not selected as of the Implementation Date or additional programs or services not specified in this Agreement may be subject to the then current pricing for such programs and/or services. 3. Exclusive Provider. The financial terms set forth in Exhibit B are conditioned on MedImpact being the exclusive provider of Services for Client and Client’s compliance with the terms and conditions set forth in this Agreement. 4. Pharmacy Copayment. Participating Pharmacies shall collect from Eligible Members the lesser of the discounted rate with the Participating Pharmacy, the Participating Pharmacy’s Usual and Customary charge, or the applicable Copayment. 5. Transaction Fees. Client acknowledges that Participating Pharmacies, including retail, mail, and specialty, may be responsible for applicable transaction and/or service charges associated with the submission of Claims information to MedImpact either electronically or on a standard paper claim form and/or for certain services provided by MedImpact. Such charges may be deducted by MedImpact from any amounts owed to such Participating Pharmacies. 6. Pricing Benchmark. The parties understand there are market, industry, legal, government, regulatory, and other third-party forces and activities which could lead to changes relating to, or elimination of, the AWP pricing benchmark that could alter the financial positions of the parties as intended under this Agreement. The parties agree that their mutual intent has been and is to maintain pricing and financial stability as intended and not to advantage either party to the detriment of the other. Accordingly, to preserve this mutual intent, MedImpact may make the following modifications as reasonably and equitably necessary to maintain the pricing intent under this Agreement: (i) change Pricing Sources, (ii) switch to a new pricing benchmark other than AWP, (iii) maintain AWP as the pricing benchmark with an appropriate adjustment, and/or (iv) modify network rates, rebates, and guarantees. Any such change will be done so as to maintain comparable pricing in the aggregate under this Agreement. MedImpact will provide Client with at least ninety (90) days’ notice of any such change (or if such notice is not practicable, as much notice as is reasonable under the circumstances). If Client disputes the financial impact of the change, Client shall notify MedImpact in writing within sixty (60) days of receipt of the notice of change, and the parties shall cooperate in good faith to resolve such dispute. 7. New Term. MedImpact may change the Fees hereunder, effective on or after the close of the Initial Term or any Renewal Term of this Agreement, upon not less than one hundred eighty (180) days’ notice to Client. If any change in such Fees is not acceptable to Client, then Client shall so notify MedImpact in writing within thirty (30) days of the receipt of the notice of change, in which case the parties shall work together in good faith to resolve the objection. If the parties are unable to resolve the objection, then either party may provide notice of non-renewal/termination in accordance with Section 11.1 of this Agreement. If Client does not timely provide a written objection to MedImpact, the new Fees shall be effective as of the first day of the Renewal Term. 8. Pharmacy Insolvency. In the event that a Participating Pharmacy (other than a Client-Contracted Participating Pharmacy) makes an assignment for the benefit of creditors, files a voluntary or involuntary petition in bankruptcy, is adjudicated insolvent or bankrupt, or a receiver or trustee is appointed, MedImpact shall have the PAGE 65 OF 89 City of Renton (Service Agreement)—12-16-25 Page 65 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. right, but not the obligation, to participate in such proceedings on behalf of Client. Should MedImpact elect to participate in such proceedings, MedImpact shall have the right to deduct from any amounts otherwise payable to Client, Client’s pro rata share of any reasonable costs and fees (including attorneys’ fees) incurred by MedImpact in any such proceedings, and all such amounts shall become immediately due and owing by Client following notification by MedImpact. Notwithstanding the foregoing or any participation by MedImpact in an insolvency proceeding, Client shall retain all liability for payment of Claims, and MedImpact shall have no liability, whatsoever, to any pharmacy, governmental entity, or any other party to an insolvency for amounts owed to pharmacies or Eligible Members, or for MedImpact’s share of rebates retained or received under the terms of this Agreement. 9. Independent Sources of Revenue. Nothing in this Agreement shall preclude MedImpact from pursuing independent sources of revenue from pharmaceutical manufacturers, rebate aggregators, and/or intermediaries or from engaging in other revenue-producing relationships with pharmaceutical manufacturers, rebate aggregators, and/or intermediaries. 10. Change in Circumstance. In the event one or more of the following occurs, MedImpact will have the right, upon notice, to make an equitable adjustment to the financial terms of this Agreement (e.g., Claims Processing Fee, other administrative fees, pharmacy rates and/or Dispensing Fees, Rebates, and/or any financial guarantees) as necessary to return MedImpact to its contracted economic position as of the effective date of such event: (a) there is a material change in the conditions or assumptions stated in this Agreement or in the size, demographics, and/or gender distribution of Client’s membership compared to data/information provided by Client to MedImpact; (b) there is not a minimum of 1,500 Eligible Members as of the Implementation Date, or there is a change by at least twenty percent (20%) after the first month of the Term; (c) the number of prescriptions provided at the time of the proposal decreases by twenty percent (20%) or more after the Term's first (1st) month, or any subsequent month, resulting in a material impact on the ability to achieve financial guarantees; (d) Client does not adopt the pharmacy network suggested by MedImpact, Client requires a change to the pharmacy network, there is a significant change to the pharmacy network or ownership of pharmacies in the network outside of MedImpact’s control, or the addition of Client-owned or Client-Contracted Participating Pharmacies; (e) Client establishes Copayment structures, plan design, or Formulary requirements that do not support Rebate agreements and/or Participating Pharmacy agreements or arrangements; (f) Client does not use MedImpact’s standard Formulary or changes its Formulary, changes its benefit designs, and/or otherwise takes an action that is not aligned with MedImpact’s recommendation on new product(s) to market; (g) partial termination of this Agreement in any way for any reason (for avoidance of doubt, this does not give Client partial termination rights or termination rights beyond those specified in Article 11 of this Agreement); (h) Client makes any change that impacts MedImpact’s anticipated economic benefits under this Agreement. 11. Market Check. Once during the term of this Agreement, and not until after the first eighteen (18) months of this Agreement, MedImpact and Client agree to a market check of network rates herein that compares similar clients in terms of size, composition and line of business. Client may solicit bids in order to receive the most updated financial offers as part of their market check. The market check compares in the aggregate pricing based on Claims Processing Fee (administration fee), network discounts and any products/services that Client has elected. Client or Client’s designee shall provide MedImpact a blinded detailed comparison of each component of the market check in comparison to the guarantees in this Agreement. MedImpact shall respond to the market check within ten (10) Business Days of receipt. The market check must indicate a minimum cost difference of one percent (1%) in order to adjust the rates and/or guarantees herein. If mutual agreement on the revised PAGE 66 OF 89 City of Renton (Service Agreement)—12-16-25 Page 66 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. financial terms cannot be reached within sixty (60) days from the date of the market check report provided to MedImpact, the Client has the right to terminate this Agreement, at the end of the then current Agreement year, upon thirty (30) days written notice in accordance with Section 12.12 of this Agreement. Neither party will unreasonably condition, delay, nor withhold agreement of revised financial terms. 12. Claims History. The parties acknowledge and agree that the pricing in this Exhibit B was agreed upon without Client providing claims history data to MedImpact. MedImpact offers the pricing contained in this Exhibit B based upon standard market business trends. MedImpact reserves the right to adjust the pricing and Fees within this Exhibit B based upon review of twelve (12) months of Client Claims. PAGE 67 OF 89 City of Renton (Service Agreement)—12-16-25 Page 67 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-5 Credits/Allowances Implementation Allowance Client will receive a one-time eight dollar ($8.00) per Eligible Member (based on eligibility on the Implementation Date) implementation credit to be used within ninety (90) days of the Implementation Date, which can be applied toward the following customized implementation services: File conversions requiring custom programming Customization of Consumer Portal Custom communications including Formulary notifications Customization of MedImpact standard reports On-site training Custom ID Cards printed by MedImpact or MedImpact’s vendor Pre- or post-implementation audit allowance One-time charges for transition files from the prior PBM Requests to apply funds, along with valid receipts from vendors other than MedImpact, must be submitted by Client to MedImpact within one hundred twenty (120) days of the Implementation Date. MedImpact shall make all final payment determinations. For the avoidance of doubt, any unused amounts become null and void upon expiration or termination of this Agreement for any reason. Pharmacy Management Fund During the Initial Term, Client will receive an annual five dollar ($5.00) per Eligible Member (based on eligibility on January 1st each year) pharmacy management fund to be used by December 31st each year which can be applied toward the following services: Drug File Access fee File conversions requiring custom programming (on-going maintenance) Physician panel or facility configuration Customization of Consumer Portal Custom communications including Formulary notifications Customization of MedImpact standard reports Clinical programs approved by MedImpact On-site training Consultant or broker fees Pre- or post-implementation audit allowance Requests to apply funds, along with valid receipts from vendors other than MedImpact, must be submitted by Client to MedImpact within one hundred twenty (120) days of the expense being incurred. MedImpact shall PAGE 68 OF 89 City of Renton (Service Agreement)—12-16-25 Page 68 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. make all final payment determinations. For the avoidance of doubt, any unused amounts at the end of each year will expire and will not roll over to subsequent years, and all amounts become null and void upon expiration or termination of this Agreement for any reason. PAGE 69 OF 89 City of Renton (Service Agreement)—12-16-25 Page 69 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Exhibit B-6 Broker/Consultant Fee Disclosure Client acknowledges and agrees that the procurement process consulting fee has been established independently and represents fair market value for services rendered by Client’s consultant. For avoidance of doubt, Client shall not be invoiced for this procurement process consulting fee and MedImpact agrees to this payment regardless of any Consultant or Broker of Record (BOR) change that could occur during the term of this Agreement. Procurement Process Consulting Fee MedImpact will pay Gallagher Pharmacy Practice (“GPP”) a one-time sixty-five thousand dollar ($65,000.00) fee for consulting services provided during Client’s procurement process. Upon receipt of an invoice, payment will be made directly to GPP within thirty (30) days of Client’s execution of this Agreement. PAGE 70 OF 89 City of Renton (Service Agreement)—12-16-25 Page 70 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT C BUSINESS ASSOCIATE AGREEMENT This Business Associate Agreement (“BAA”) is entered into by and between MedImpact Healthcare Systems, Inc. (“BUSINESS ASSOCIATE”), and City of Renton (“COVERED ENTITY”). RECITALS WHEREAS, COVERED ENTITY and BUSINESS ASSOCIATE are Parties to the Agreement pursuant to which BUSINESS ASSOCIATE provides a service to, or performs a function on behalf of, COVERED ENTITY and, in connection therewith, uses or discloses Protected Health Information (“PHI”), which includes Electronic Protected Health Information (“EPHI”), that is subject to protection under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), certain privacy and security regulations found at Title 45 Code of Federal Regulations (“CFR”) Parts 160 through 164, and certain provisions of Subtitle D of the Health Information Technology for Economic and Clinical Health Act (“HITECH”), which is Title XIII of the American Recovery and Reinvestment Act of 2009 (“HIPAA Regulations”); and WHEREAS,BUSINESS ASSOCIATE creates and/or receives PHI and/or EPHI from or on behalf of COVERED ENTITY, it is therefore a Business Associate, as defined in the HIPAA Regulations; and WHEREAS,BUSINESS ASSOCIATE must agree in writing to certain mandatory provisions regarding the safeguarding, use and disclosure of PHI and EPHI, the purpose of this BAA is to satisfy the Business Associate contract requirements as set forth at § 164.314(a) and § 164.504(e) of the HIPAA Regulations as well as HITECH, as each may be amended from time-to-time; NOW, THEREFORE,COVERED ENTITY and BUSINESS ASSOCIATE agree as follows: AGREEMENT 1.DEFINITIONS. The following terms shall have the meaning ascribed to them in this Section. Other capitalized terms used but not defined shall have the meaning ascribed to them in the Agreement or, if not defined therein, in the HIPAA Regulations. a. “Breach” shall have the meaning found in 45 CFR 164.402. b.“Covered Entity”shall generally have the same meaning as the term “covered entity” at 45 CFR 160.103. c. “Electronic Protected Health Information” or “EPHI” shall have the meaning found in 45 CFR 160.103, limited to Protected Health Information (as defined below). d.“HIPAA” shall mean the Administrative Simplification Provisions, Sections 261 through 264, of the federal Health Insurance Portability and Accountability Act of 1996, Public Law 104-191. e. “HIPAA Regulations”shall mean CFR at Title 45, Section 160 through 164. f. “Individual” shall have the same meaning as the term “individual” in 45 CFR160.103 and shall include a person who qualifies as a personal representative in accordance with 45 CFR 164.502(g). PAGE 71 OF 89 City of Renton (Service Agreement)—12-16-25 Page 71 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. g.“Parties”shall mean BUSINESS ASSOCIATE and COVERED ENTITY. h. “Privacy Rule” shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR part 160 and part 164, subparts A and E. i. “Protected Health Information” or “PHI” shall have the same meaning as the term “protected health information” in 45 CFR 160.103, limited to the information created or received by BUSINESS ASSOCIATE to perform Services for or on behalf of COVERED ENTITY. j.“Required by Law”shall have the same meaning as the term “required by law” in 45 CFR 164.103. k. “Secretary” shall mean the Secretary of the United States Department of Health and Human Services or his designee. l. “Security Incident” shall mean an attempted or successful unauthorized access, use, disclosure, modification, destruction of information, or interference with system operations in an information system, involving Electronic Protected Health Information that is created, received, maintained, or transmitted by or on behalf of COVERED ENTITY. m.“Security Rule” shall mean the Security Standards for the Protection of Electronic Protected Health Information at 45 CFR part 160 and part 164, subparts A and C. n. “Unsecured PHI” shall have the meaning found in 45 CFR 164.402. 2.PERMITTED USES AND DISCLOSURES OF PHI. a. BUSINESS ASSOCIATE may use and disclose PHI to provide the Services, and perform the functions and activities described in the Agreement and this BAA, provided that such use or disclosure would not violate the HIPAA Regulations if so used or disclosed by COVERED ENTITY except for the specific uses and disclosures set forth below. As applicable, BUSINESS ASSOCIATE may transfer and/or disclose PHI to COVERED ENTITY via multiple media (e.g., electronically, telephonically, mail/courier) in compliance with the HIPAA Regulations and consistent with the Agreement to COVERED ENTITY’s main office location as identified in the introductory paragraph to the Agreement or as otherwise mutually agreed upon by the Parties. HIPAA Regulations and consistent with the Agreement to COVERED ENTITY’s main office location as identified in the introductory paragraph to the Agreement or as otherwise mutually agreed upon by the Parties. b. BUSINESS ASSOCIATE may use or disclose PHI, if necessary, for the proper management and administration of BUSINESS ASSOCIATE or to carry out the legal responsibilities of BUSINESS ASSOCIATE if (i) the disclosure is Required by Law or (ii) BUSINESS ASSOCIATE obtains reasonable assurances from the person to whom the information is disclosed that it will be held confidentially and used or further disclosed only as Required by Law or for the purpose for which it was disclosed to the person and the person notifies the BUSINESS ASSOCIATE of any instances of which it is aware in which the confidentiality of the information has been breached. c. BUSINESS ASSOCIATE may use or disclose PHI: (i) to provide Data Aggregation services relating to the health care operations of COVERED ENTITY; (ii) to report violations of law consistent with 45 CFR 164.502(j); (iii) in response to requests by health care providers, other covered entities in accordance with 45 CFR 164.506(c) or Individual authorizations that comply with 45 CFR 164.508; (iv) to de-identify the information or create a limited data set in accordance with 45 CFR 164.514(b) and 164.514(e) respectively, and to use such information as permitted by law, including the HIPAA Regulations; and (vi) as otherwise authorized in writing by COVERED ENTITY. PAGE 72 OF 89 City of Renton (Service Agreement)—12-16-25 Page 72 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 3.OBLIGATIONS OF BUSINESS ASSOCIATE. BUSINESS ASSOCIATE shall: a. Not use or disclose PHI other than as permitted or required by the Agreement, this BAA, or as Required by Law. BUSINESS ASSOCIATE shall secure all PHI in compliance with HIPAA and the HIPAA Regulations. b. Use appropriate safeguards and comply with the Security Rule with respect to Electronic PHI in compliance with § 164.314(a)(2)(i)(A) in order to prevent use or disclosure of PHI other than as provided for by this BAA. c. Mitigate, to the extent practicable, any harmful effect that is known to BUSINESS ASSOCIATE of a use or disclosure of PHI by BUSINESS ASSOCIATE in violation of the requirements of this BAA. d. Report to COVERED ENTITY any use or disclosure of the PHI not provided for by this BAA of which BUSINESS ASSOCIATE becomes aware, or any successful Security Incident of which BUSINESS ASSOCIATE becomes aware. Notwithstanding the foregoing, the parties agree that this paragraph satisfies any reporting required by BUSINESS ASSOCIATE of attempted but Unsuccessful Security Incidents (as defined below) for which no additional report shall be required. For purposes of this BAA, “Unsuccessful Security Incidents” include, but are not limited to, activity such as “pings” and other broadcast attacks on BUSINESS ASSOCIATE’s firewall, port scans, unsuccessful log- on attempts, denials of service and any other activities that do not result in unauthorized access, use or disclosure of Electronic Protected Health Information. e. Require contractors, subcontractors, and/or agents that create, receive, maintain, or transmit EPHI on behalf of BUSINESS ASSOCIATE and COVERED ENTITY to agree to comply with the applicable requirements of the Security Rule in accordance with § 164.314(a)(2)(i)(B). f. Require contractors, subcontractors, and/or agents that create, receive, maintain, or transmit PHI or EPHI on behalf of BUSINESS ASSOCIATE and COVERED ENTITY to agree to substantially the same restrictions and conditions that apply to BUSINESS ASSOCIATE with respect to such PHI and EPHI under this BAA. g. Provide access, at the written request of COVERED ENTITY, and in the time and manner mutually agreed upon by the COVERED ENTITY and BUSINESS ASSOCIATE, to PHI in a Designated Record Set, to COVERED ENTITY in order to meet the requirements under § 164.524 of the HIPAA Regulations. h. Make any amendment(s) to PHI in a Designated Record Set that the COVERED ENTITY directs or agrees to pursuant to § 164.526 of the HIPAA Regulations at the written request of COVERED ENTITY in the time and manner mutually agreed upon by the COVERED ENTITY and BUSINESS ASSOCIATE. i. Make internal practices, books, and records, including, but not limited to, policies and procedures, relating to the use and disclosure of PHI created or received by BUSINESS ASSOCIATE on behalf of COVERED ENTITY available to the Secretary in a time and manner designated by the Secretary, for purposes of the Secretary determining COVERED ENTITY’S compliance with the HIPAA Regulations, subject to applicable privileges. j. Maintain such information as is required to provide an accounting of disclosures of PHI that are subject to an accounting under § 164.528 of the HIPAA Regulations. . k. Upon COVERED ENTITY’s written request, provide to COVERED ENTITY in time and manner mutually agreed upon by COVERED ENTITY and BUSINESS ASSOCIATE, information collected in accordance with Section 3.j. of this BAA, to permit COVERED ENTITY to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with § 164.528 of the HIPAA Regulations. If COVERED ENTITY and BUSINESS ASSOCIATE mutually agree, BUSINESS ASSOCIATE may provide such accounting directly to Individual, provided that such accounting is provided to the Individual in the time-frames set forth in § 164.528 of the HIPAA Regulations. PAGE 73 OF 89 City of Renton (Service Agreement)—12-16-25 Page 73 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. l. To the extent BUSINESS ASSOCIATE is specifically required herein to carry out COVERED ENTITY’s obligation(s) under Subpart E of the Privacy Rule, comply with the requirements of Subpart E that apply to the COVERED ENTITY in the performance of such obligation(s). m. Make reasonable efforts to implement any restriction of the use or disclosure of PHI as required by Section 4.c. of this BAA. n. Comply with the minimum necessary standard in accordance with 45 CFR 164.502(b) and 45 CFR 164.514(d) with respect to requests, uses and disclosures of PHI . o. Report to COVERED ENTITY a Breach of Unsecured PHI, following discovery of such Breach by BUSINESS ASSOCIATE. Such reporting shall be in compliance with 45 CFR 164.410. p. BUSINESS ASSOCIATE shall provide, and shall ensure that its applicable staff participate in, appropriate HIPAA training. 4.OBLIGATIONS OF COVERED ENTITY. COVERED ENTITY shall: a. Provide BUSINESS ASSOCIATE with the notice of privacy practices that COVERED ENTITY furnishes to Individuals in accordance with § 164.520 of the HIPAA Regulations. b. Promptly notify BUSINESS ASSOCIATE of any changes in, or revocation of, permission by Individual to use or disclose PHI, to the extent that such changes may affect BUSINESS ASSOCIATE’S use or disclosure of PHI. COVERED ENTITY shall be responsible for obtaining all authorizations, consents or other permissions required for BUSINESS ASSOCIATE to use and disclose PHI as provided in this BAA. c. Promptly notify BUSINESS ASSOCIATE of any restriction to the use or disclosure of PHI that COVERED ENTITY has agreed to in accordance with § 164.522 of the HIPAA Regulations, to the extent that such restriction may affect BUSINESS ASSOCIATE’S use or disclosure of PHI. d. Not request BUSINESS ASSOCIATE to use or disclose PHI in any manner that is not permissible under the HIPAA Regulations or other applicable laws if so used or disclosed by COVERED ENTITY. e. Immediately notify BUSINESS ASSOCIATE if COVERED ENTITY determines that a use or disclosure reported by Business Associate pursuant to Section 3.d. of this BAA is a Breach. f. Be responsible for all Breach notification requirements pursuant to 45 CFR §§ 164.404, 164.406 and 164.408 and other applicable laws. g. Comply with the minimum necessary standard in accordance with 45 CFR 164.502(b) and 45 CFR 164.514(d) with respect to requests for PHI from, and disclosures of PHI to, BUSINESS ASSOCIATE. h. As applicable, COVERED ENTITY shall transfer and/or disclose PHI to BUSINESS ASSOCIATE via multiple media (e.g., electronically, telephonically, mail/courier) in compliance with the HIPAA Regulations and consistent with the Agreement to BUSINESS ASSOCIATE’s main office location as identified in the introductory paragraph to the Agreement or as otherwise mutually agreed upon by the Parties. PAGE 74 OF 89 City of Renton (Service Agreement)—12-16-25 Page 74 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. i. Ensure that it has received certification that the plan document includes the provisions required by 45 CFR 164.504(f)(2) and that any COVERED ENTITY employees who receive PHI from BUSINESS ASSOCIATE are performing authorized plan administrative functions on behalf of the plan. j. COVERED ENTITY represents and warrants that any data governed by 42 CFR Part 2 that is disclosed or otherwise made available to BUSINESS ASSOCIATE pursuant to this Agreement will be accompanied by (1) a notice that meets the requirements of 42 CFR 2.32(a); and (2) a consent allowing use and disclosure of the data for all future treatment, payment, and healthcare operations purposes in accordance with 42 CFR 2.31(a)(5)(ii) and as required by 42 CFR 2.32(b). COVERED ENTITY acknowledges and agrees that BUSINESS ASSOCIATE is not required to comply with 42 CFR Part 2 with respect to any data for which the two (2) requirements in the previous sentence have not been met. 5.TERM AND TERMINATION. a.Term. This BAA shall be effective as of the Effective Date of the Agreement and shall terminate when the Agreement terminates. b.Termination for Cause. Either party (“Non-Breaching Party”) may terminate this BAA if it reasonably determines that the other party (“Breaching Party”) has breached any provision hereof and fails to cure such breach within thirty (30) days after written notice from the Non-Breaching Party of such breach. The Non-Breaching Party may exercise this right to terminate by providing written notice of termination to the Breaching Party, stating the failure to cure the breach of this BAA that provides the basis for the termination. Any such termination will be effective immediately on receipt of such notice or at such later date specified in the notice of termination. c.Effect of Termination. i. Except as provided in paragraph (ii) of this section or in the Agreement or by other applicable law or agreements, upon termination of this BAA and Services provided by BUSINESS ASSOCIATE, for any reason, BUSINESS ASSOCIATE shall return or destroy all PHI or EPHI created or received by BUSINESS ASSOCIATE on behalf of COVERED ENTITY. ii. In the event that BUSINESS ASSOCIATE determines that returning or destroying the PHI is not feasible, BUSINESS ASSOCIATE shall limit further uses and disclosures of such PHI to those purposes that make the return or destruction infeasible, for so long as BUSINESS ASSOCIATE maintains such PHI. 6.AMENDMENT. The Parties agree to take such action to amend this BAA from time-to-time as is necessary for COVERED ENTITY and/or BUSINESS ASSOCIATE to comply with the requirements of HIPAA and the HIPAA Regulations. No amendment shall be effective unless in writing and signed and dated by the Parties hereto. 7.SURVIVAL. The respective rights and obligations of BUSINESS ASSOCIATE under Section 5.c. of this BAA shall survive the termination of the Agreement. 8.CONFLICT OF TERMS. In the event of a conflict in terms between this BAA and the Agreement such that it is not possible to comply with both the BAA and the Agreement, the Agreement terms shall prevail so long as they are in accordance with the HIPAA Regulations. 9.OTHER TERMS. Except as expressly modified by the terms of this BAA, all of the terms and conditions set forth in the Agreement shall remain in full force and effect. PAGE 75 OF 89 City of Renton (Service Agreement)—12-16-25 Page 75 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. 10.NOTICES. All notices, requests, demands, and other communications required or permitted under this BAA shall be in writing and shall be deemed to have been duly given, made, and received (a) when personally delivered, (b) on the day specified for delivery deposited with a courier service such as Federal Express for delivery to the intended addressee, (c) on the day sent in the case of any email notifications made under Section 3 of this BAA provided the sender receives no notification that the message was not delivered; or (d) three (3) Business Days following the day deposited in the United States mail, registered or certified mail, postage prepaid, return receipt requested, to the address as set forth below: If to BUSINESS ASSOCIATE: Attn: Compliance Department MedImpact Healthcare Systems, Inc. 10181 Scripps Gateway Court San Diego, CA 92131 Email: PrivacySecurityTeam@medimpact.com Tel No.: (858) 566-2727 Fax No.: (858) 621-5147 If to COVERED ENTITY: Attn: Privacy Officer Erika Eddins HR Benefits Manager 1055 South Grady Way Renton, WA 98057 Email:eeddins@rentonwa.gov 11.CHANGES IN LAW. In the event that a change in an applicable law, rule, regulation or express public policy causes a provision of this BAA to become invalid or requires additional safeguards for the protection of the PHI or EPHI, the Parties agree that they shall renegotiate this BAA or execute such additional agreements as may be required, in good faith, in order to comply with such change. PAGE 76 OF 89 City of Renton (Service Agreement)—12-16-25 Page 76 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT D AUDIT PROTOCOLS 1. Notice of Audits. Client shall provide MedImpact at least ninety (90) days’ prior written notice of its intent to audit, which such notice shall be sent to MedImpact via email at ExternalComplianceSupport@medimpact.com, with a hard copy mailed to MedImpact Healthcare Systems, Inc., Attn: External Compliance Support, 10181 Scripps Gateway Court, San Diego, CA 92131. The notice shall provide sufficient detail regarding the intended scope of the audit. 2. Purpose of Audit/Documentation Required. Provided that Client is current in the payment of amounts due under its Agreement with MedImpact, Client may, during the Term of this Agreement and up to one (1) year post-termination, conduct one (1) audit on an annual basis between February and October on an agreed upon date, of MedImpact’s business records that directly relate to MedImpact’s compliance with this Agreement with respect to the Services and billings made to Client. Such audit shall be limited to the transactions occurring during the Term of this Agreement over the twelve (12) month period immediately preceding such audit. At no time may Client audit any twelve (12) month audit period (in whole or in part) more than once or any individual Claim more than once. In the event Client does not provide the required notice under Section 1 above but requests files and /or documentation beyond what is provided to Client during the standard course of business, MedImpact may consider such requests to constitute Client’s audit hereunder, and the limitations herein shall apply. 3. Procedure of Audits. A Client audit of MedImpact shall be conducted at MedImpact’s headquarters during normal business hours. MedImpact may, in its sole discretion, allow Client to audit offsite (as opposed to onsite), in which case MedImpact will provide data and other information via an agreed upon secure electronic method (e.g., email, FTP site). Audits shall be conducted without undue interference to MedImpact’s business activity, in accordance with reasonable audit practices, and at Client’s own cost and expense. MedImpact will allow one hundred percent (100%) of Claims processed to be audited and shall offer to manually review up to five hundred (500) Claims for the entire scope of the audit (not per test scenario). If Client or Client’s third-party auditor is unable to establish consistent aberrant claims behavior in those five hundred (500) Claims, MedImpact will consider the findings to be immaterial. While MedImpact will commit to a five hundred (500) sample review, it reserves the right to request all suspect anomalies for its own review and verification. Extrapolation of one Claim to the rest of the Claims universe will be permitted only when ninety-five percent (95%) of the failed samples are agreed to by MedImpact. 4. Audit Reports/Discrepancies. If a completed audit reveals a discrepancy, then Client shall deliver written notice of the discrepancy to MedImpact within ten (10) Business Days of conducting the audit. In all cases, audit findings revealing a discrepancy must be delivered to MedImpact within three (3) months after the audit is conducted or fifteen (15) months after termination of this Agreement for any reason, whichever is sooner. The written notice of discrepancy shall set forth in reasonable detail the basis of such discrepancy and identify the version of the files/data exchanged that are the basis for the finding (including the date the file/data was provided). The parties shall use reasonable efforts to PAGE 77 OF 89 City of Renton (Service Agreement)—12-16-25 Page 77 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. resolve any discrepancies within thirty (30) days following delivery of the notice, and such resolution shall be final, binding, and conclusive upon the parties. If a discrepancy reveals that a party owes the other party money, the party owing such amounts shall pay the amounts due to the other party within thirty (30) days of the delivery of the conclusive audit findings. 5. Third-Party Auditor Requirements. All third-party auditors shall execute a confidentiality/non- disclosure agreement acceptable to MedImpact prior to conducting any inspection or audit. Any auditor performing an audit under this Agreement shall represent and warrant that it is not providing litigation services to any person or entity in connection with any lawsuit, investigation, or other proceeding that is pending or contemplated against MedImpact. “Litigation services” includes examining pharmacy claims or any other documents or information or providing advice, analysis, and/or opinions as a disclosed or undisclosed expert or consultant. The auditor must agree that it will not provide litigation services for one (1) year after completion of the audit in any lawsuit, investigation, or other proceeding against MedImpact, except for litigation services to Client. By signing this Agreement, Client authorizes MedImpact to disclose Client data and Eligible Member PHI to Client’s auditors. 6. Rebate Audits. In addition to all other provisions in this Exhibit, Rebate audits are also subject to the provisions outlined in this Section. Client and MedImpact agree that an independent firm agreeable to both parties shall conduct such audit, and that such firm will sign a confidentiality agreement with MedImpact ensuring that all details and terms of applicable rebate contracts with MedImpact (except the total aggregate amount due to Client) will be treated as confidential to MedImpact and will not be revealed in any manner or form by or to any person or entity including Client. Rebate audits shall be of a reasonable sample of pharmaceutical manufacturer agreements and/or MedImpact’s agreement(s) with rebate aggregators and/or intermediaries, as applicable to Client, and shall be limited to validating the accuracy of the rebate amounts reported and distributed to Client by MedImpact. Such audit must be conducted at MedImpact’s office where the records are located. Auditors shall not copy, notate, or otherwise capture the terms of any rebate contract, in whole or in part, in any medium, whether written, recorded, or via computer. MedImpact shall be entitled to review auditor’s notes to ensure compliance with this requirement. 7. Participating Pharmacies, Subcontractors, and Other Third-Parties. Client acknowledges that it shall not be entitled to directly audit MedImpact Participating Pharmacies, subcontractors, and other third- party entities (including, but not limited to, pharmaceutical manufacturers, rebate aggregators and intermediaries, and vendors). Client’s access to such entities shall be limited to MedImpact’s books and records. 8. Audit Support. Client will notify MedImpact within two (2) Business Days of receiving notice of a Government Agency engagement, including but not limited to, audit, market conduct exam, survey, or other audit-like activity, that requires support from MedImpact. Client’s failure to provide notice as required by this Section may affect MedImpact’s ability to provide support within requested or mandated timeframes. PAGE 78 OF 89 City of Renton (Service Agreement)—12-16-25 Page 78 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT E PERFORMANCE GUARANTEES 1) Performance Guarantee Effective Dates. The Implementation Performance Guarantees set forth below shall become effective once the implementation project plan is agreed upon by Client and MedImpact. The Ongoing Performance Guarantees set forth below shall become effective on the Implementation Date of this Agreement. Notwithstanding the foregoing, if this Agreement is not fully executed prior to the Implementation Date, then the Ongoing Performance Guarantees shall be effective the first day of the calendar quarter following the latest signature date of this Agreement. Performance Guarantee amounts will not be paid to Client unless and until this Agreement has been fully executed. 2) Performance Guarantee Amounts. The total amounts at risk for Implementation and Ongoing Performance Guarantees are calculated on a per Eligible Member basis. The total number of Eligible Members shall be calculated on the Implementation Date, and then on January 1st each year thereafter for Ongoing Performance Guarantees. The total amounts at risk shall be distributed evenly among the respective Implementation Performance Guarantees and Ongoing Performance Guarantees. Alternatively, upon providing written notice to MedImpact no later than thirty (30) days prior to the Implementation Date, or thirty (30) days prior to the beginning of a subsequent Measurement Period (as defined below), Client may choose to allocate amounts at risk among the Ongoing Performance Guarantees, so long as not more than twenty percent (20%) of the total amount at risk is allocated to any one Performance Guarantee. Performance Guarantees with a zero percent (0%) allocation will not be reported on. Should Client provide alternate allocations, such alternate allocations shall remain in place unless and until amounts at risk are reallocated by Client, or new Performance Guarantees are agreed upon by the parties. 3) Reporting and Reconciliation. Implementation Performance Guarantees will be reported to Client within ninety (90) days after the Implementation Date. In the event MedImpact does not meet a given Implementation Performance Guarantee, MedImpact shall remit the applicable Performance Guarantee amount to Client within one hundred twenty (120) days after the Implementation Date. The Ongoing Performance Guarantees set forth in this Exhibit are measured as indicated below, and reported quarterly. MedImpact will provide Client a quarterly Ongoing Performance Guarantee report based on a three (3) month calendar quarter (the “Reporting Quarter”) within ninety (90) days from the end of the Reporting Quarter. Performance Guarantees are reconciled based on aggregate annual average results for a twelve (12) month calendar year (the “Measurement Period”) and reported to Client within ninety (90) days from the end of the Measurement Period. In the event MedImpact does not meet a given Ongoing Performance Guarantee, MedImpact shall remit the applicable Performance Guarantee amount to Client within one hundred twenty (120) days from the end of the Measurement Period. If the Ongoing Performance Guarantees are effective for less than a full Measurement Period, then the Performance Guarantee amounts will be prorated for the portion of the Measurement Period. Any Performance Guarantee reporting or remittance deadlines that fall on a non-Business Day shall be deemed to mean the next Business Day. 4) The parties acknowledge and agree that: a) Implementation Performance Guarantees are contingent upon Client meeting the agreed upon project plan requirements and dates; Client’s failure to meet the agreed upon project plan requirements and dates shall make Implementation Performance Guarantees null and void; b) Performance Guarantees are measured on a Client specific basis unless otherwise noted below; PAGE 79 OF 89 City of Renton (Service Agreement)—12-16-25 Page 79 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. c) Should Client not provide information in the time and manner required by MedImpact, MedImpact shall have no obligation for any Performance Guarantee amounts associated with an affected Performance Guarantee; d) Calculations that result in non-whole number values (i.e. ending 0.01 – 0.99) will be rounded to the nearest whole number using traditional rounding logic (0.01 – 0.49 round down and 0.5 - 0.99 round up); e) If a given Performance Guarantee does not meet a mutually agreed upon minimum threshold for measurement and reporting purposes during the Reporting Quarter or Measurement Period, as applicable, then the Performance Guarantee amounts may be void; f) If Client utilizes more than one third party vendor related to a Performance Guarantee, then only the primary vendor will be reported on for that Performance Guarantee; g) In no event shall failure to meet a Performance Guarantee give rise to MedImpact being subject to Performance Guarantee amounts for any other Performance Guarantee(s) during the same Measurement Period; h) No Claim(s) shall be subject to Performance Guarantee amounts in more than one Measurement Period; i) Notwithstanding any other provision of this Agreement, Client’s remedy for MedImpact’s failure to meet the Performance Guarantees is limited to the Performance Guarantee amounts listed in this Exhibit, and shall not otherwise be eligible for a remedy under any other provision of this Agreement; j) Notwithstanding any other provision of this Agreement, the following shall not be factored into or included in the measurement or reporting of the Performance Guarantees: (i) Subrogation Claims, (ii) medical specialty management Services, (iii) Client-Contracted Participating Pharmacies or non-preferred pharmacy vendors, (iv) cash card or one hundred percent (100%) Copayment Benefit Plans, (v) all other Services not explicitly referenced in the Performance Guarantees below and (vi) if applicable, MedImpactSave Claims (PBM Program Number = 11); and k) All Performance Guarantees are subject to the force majeure clause set forth in this Agreement. Implementation Performance Guarantees Performance Guarantee Metric Description Measured Project Plan Adherence Follow the implementation project plan and meet mutually agreeable milestone dates as established by MedImpact and the Client. One-time Eligibility Load – Accuracy Files will be loaded with ninety-nine percent (99%) accuracy. One-time Eligibility Load – Timeliness Ninety-nine percent (99%) of eligibility files will be loaded and tested as defined in the implementation project plan. One-time Benefit Plan Design Implementation – Accuracy Benefit design will be implemented with ninety-nine percent (99%) accuracy within timeframe specified in the implementation project plan. One-time Claims History Load Ninety-nine percent (99%) of claim history loading and testing will be completed within the timeframe specified in the implementation project plan. One-time Maximum Amount at Risk: Ten dollars ($10.00) per Eligible Member PAGE 80 OF 89 City of Renton (Service Agreement)—12-16-25 Page 80 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Ongoing Performance Guarantees Performance Guarantee Metric Description Measured IT Systems System Availability*Ninety-nine percent (99%) or greater system availability.Quarterly Claim Accuracy Claims Adjudication Accuracy Ninety-nine percent (99%) or greater of all audited Claims will be adjudicated accurately based upon plan design. A random sampling of three percent (3%) or two hundred (200) Claims per quarter, whichever is less, will be reviewed with error percentage extrapolated to represent total Claims volume. Quarterly File Management Eligibility Load – Accuracy Ninety-nine percent (99%) of eligibility files will be loaded without error. Quarterly Eligibility Load – Timeliness Ninety-nine percent (99%) or greater of eligibility files will be loaded within twenty-four (24) hours of receipt. Quarterly Account Management Account Team Responsiveness Account team personnel will respond to Client inquiries by email on average within two (2) Business Days. Quarterly Client Meetings Provide up to three (3) quarterly review meetings and one (1) annual review meeting per calendar year. Client meetings may be held virtually upon mutual agreement. Quarterly Reporting Management Reports – Timeliness Ninety-nine percent (99%) of standard on-line reports will be made available within fifteen (15) days of end of the period. Quarterly Production Eligible Member ID Cards – Timeliness Ninety-nine percent (99%) of new plan participant and replacement ID cards will be mailed within five (5) Business Days of receipt of a clean and accurate eligibility file from the Client. Excludes instances in which the Client requests to re- card the entire membership and/or the Client’s membership exceeds the prior quarter’s membership by twenty percent (20%) without prior written notice. Quarterly Contact Center Call Abandonment Rate – Eligible Member Calls* Eligible Member call abandonment rate will be two and one-half percent (2.5%) or less. Quarterly Average Speed of Answer – Eligible Member Calls* Eligible Member calls will be answered in an average of thirty (30) seconds or less by a live agent. Quarterly First Call Resolution – Member Calls* Ninety-five percent (95%) of initial calls resolved during the first point of contact. Quarterly PAGE 81 OF 89 City of Renton (Service Agreement)—12-16-25 Page 81 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Performance Guarantee Metric Description Measured Mail Order – MedImpact’s Preferred Mail Order Pharmacy Mail Order Prescription Dispensing – Accuracy Ninety-nine point eight percent (99.8%) mail order dispensing accuracy. A minimum number of fifteen hundred (1,500) Claims per quarter are required for the performance guarantee to apply; based on Mail Order Pharmacy book of business. Annually Mail Order Prescription Dispensing (Clean) – Timeliness Clean prescriptions received by 5:00 pm CT are shipped within an average of two (2) Business Days. A minimum number of fifteen hundred (1,500) Claims per quarter are required for the Performance Guarantee to apply; based on Mail Order Pharmacy book of business. Quarterly Mail Order Prescription Dispensing (Intervention) – Timeliness Intervention prescriptions requiring clinical review (including out of stock) received by 5:00 pm CT are shipped within an average of five (5) Business Days. A minimum number of fifteen hundred (1,500) Claims per quarter are required for the Performance Guarantee to apply; based on Mail Order Pharmacy book of business. Quarterly Specialty – MedImpact Direct MedImpact Direct Specialty Prescription Dispensing – Accuracy Rate Ninety-nine point nine percent (99.9%) or greater specialty prescription dispensing accuracy rate. A minimum number of five hundred (500) Claims per quarter or fifteen hundred (1,500) Claims annually are required for the performance guarantee to apply. Annually MedImpact Direct Specialty Prescription Dispensing – Timeliness Ninety-eight percent (98%) of specialty prescriptions shall be delivered by the needs by date, as established by physician and/or Eligible Member. A minimum number of five hundred (500) Claims per quarter or fifteen hundred (1,500) Claims annually are required for the performance guarantee to apply. Quarterly Maximum Amount at Risk: Ten dollars ($10.00) per Eligible Member per Year *Based on MedImpact’s book of business PAGE 82 OF 89 City of Renton (Service Agreement)—12-16-25 Page 82 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT F DELEGATION AGREEMENT A. MedImpact shall provide those utilization management services (“Delegated Services”) set forth in Schedule 1 (“Delegated Utilization Management Services”) attached hereto and incorporated into the Agreement by reference. MedImpact shall provide the Delegated Services in accordance with Client’s requirements (hereinafter “UM Program”) and applicable standards of NCQA. Client shall retain all utilization management functions not specified in this Exhibit as MedImpact’s responsibility. B. MedImpact will provide Client with member-friendly language including but not limited to the Client’s formulary, guidelines, and other pharmacy benefit information for Client to use in member benefit materials and other communications. C. MedImpact shall promptly notify Client of any material change in MedImpact’s ability to fulfill the Delegated Services, and shall not make any material change to the Delegated Services without Client’s written approval. D. MedImpact shall provide Client with semiannual, or at such greater frequency as is mutually agreed upon by the parties, reports regarding MedImpact’s performance of the Delegated Services in a mutually agreed upon format and level of detail and as further set forth in Schedule 1. Based on these reports, Client may determine that a periodic visit (e.g., annually) is indicated to evaluate MedImpact’s performance of the Delegated Services. Client may conduct an annual assessment of the Delegated Services: specifically the UM Program, a review of applicable policies and procedures, and a review of prior authorization (PA) and Appeal denial files against NCQA standards. E. MedImpact shall maintain prior authorization and appeals systems with advanced system controls capabilities. Advanced system controls capabilities include the capability to automatically record dates and prevent changes outside those defined in MedImpact’s policies and procedures. F. In the event that Client determines in its reasonable discretion that MedImpact is not performing the Delegated Services in a satisfactory manner, Client shall provide MedImpact with written notice of such deficiencies and Client and MedImpact shall jointly develop a corrective action plan. In the event that the parties are unable to agree upon a corrective action plan, or MedImpact’s performance continues to be deficient, as reasonably determined by Client, following the corrective action plan, Client shall have the right to terminate Delegated Services with at least thirty (30) days prior written notice to MedImpact. G. MedImpact may delegate or subcontract its responsibilities under this delegation agreement provided that such further delegation shall be subject to the terms of this delegation agreement and applicable NCQA standards. PAGE 83 OF 89 City of Renton (Service Agreement)—12-16-25 Page 83 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Schedule 1 Delegated Utilization Management Services Utilization Management Activity Responsible Party UM Program and Structure Client MedImpact Maintains a UM Program description that includes at a minimum: • Description of program structure • Involvement of a designated senior-level physician • Program scope • Process and sources used to determine benefit coverage and clinical necessity X Share applicable utilization management (“UM”) policies and procedures with Client annually. Annual evaluation of UM Program; updates as necessary. X Communication Services Client MedImpact Customer service staff are available 24 hours/day, 365 days/year for inbound collect or toll-free calls regarding UM questions/issues.X Staff identify themselves by name, title, and organization name when initiating or returning calls regarding UM issues.X TDD/TTY services are available for members who need them.X Language assistance is available for members who need them to discuss UM issues.X Clinical Criteria for UM Decisions (Clinical Guidelines)Client MedImpact Clinical guidelines are evidence-based and objective.X Appropriate practitioners are involved in the development, adoption, and review of clinical guidelines.X Clinical guidelines are reviewed and approved at least annually, and updates are made when appropriate.X Policies include the application of clinical guidelines take into account an individual's needs.X Policies include the application of clinical guidelines take into account the local delivery system.X Provide clinical guidelines to members and practitioners upon request. X Annually evaluates the consistency of UM health care professionals’ UM decision-making; acts on opportunities to improve consistency.X Appropriate Health Professionals Client MedImpact Written procedures require appropriately licensed professionals to supervise all clinical necessity decisions.X Written procedures specify the type of personnel responsible for each level of UM decision-making.X Written job descriptions for health care professionals who render denial decision require the individual to have education, training, and/or professional experience in clinical practice; and a current clinical license to practice. X PAGE 84 OF 89 City of Renton (Service Agreement)—12-16-25 Page 84 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Utilization Management Activity Responsible Party Pharmacists or physicians are utilized to review pharmacy denials based on clinical necessity.X Written procedures and evidence indicate that board-certified physicians are utilized as necessary to make clinical necessity decisions.X At least annually, a statement is distributed to all staff who make UM decisions affirming the following: • UM decision-making is based only on appropriateness of care and service and existence of coverage; • UM decision-makers are not specifically rewarded for issuing denials of coverage; and • Financial incentives for UM decision-makers do not encourage decisions that result in underutilization. See “Member & Practitioner Information” for Client responsibilities X For clinical necessity determinations, relevant information is consistently gathered to support pharmacy UM determinations. If additional information is needed, the information is requested from the prescriber. X Timeliness of Notifications of Pharmacy PA Decisions Client MedImpact Member/practitioner pharmacy UM notifications will be made in the shortest of applicable state, federal, Client-specified timelines, and within NCQA timeliness standards (as defined by the current year’s standards). Concurrent and post-service reviews are N/A to MedImpact UM. X Exception Requests Client MedImpact Procedures for exception requests include: • Making an exception based on clinical necessity • Obtaining clinical necessity information from prescriber • Use of pharmacists, and physicians as applicable, for review of exception requests • Notifications of decisions are consistent with applicable timelines X Prior Authorization Denial Notices Client MedImpact Collaborate to develop member and practitioner prior authorization denial notices that are compliant with applicable accreditation, state, and federal requirements. X X Provide member notification templates (including taglines), documents, and attachments as required by state/federal regulations, including in non-English languages. X Member and prescriber written denial notification templates include: • Statement that member/prescriber can obtain a copy of the clinical guideline or policy on which the denial was based, upon request and at no charge • Description of appeal process and rights • Option to submit written comments, documents, or other information relevant to the appeal • Timeframe to appeal & timeframe to make appeal decision • Right to representation by anyone they choose, including an attorney X X PAGE 85 OF 89 City of Renton (Service Agreement)—12-16-25 Page 85 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Utilization Management Activity Responsible Party • Description of expedited appeal process if urgent • Notification that independent review organization (IRO) review can occur concurrently with internal appeal process for urgent cases, unless restricted by state regulations Member and prescriber written denial notifications include: • Specific reason for denial in easily understandable language • Reference to the guideline, policy, or benefits document used to make the determination; and is available to member and prescriber upon request and free of charge X Physician denial notice templates inform practitioners of the opportunity to discuss the denial with a clinical reviewer.X X Appeals/Redeterminations Client MedImpact (Wherever “appeals” is referenced, includes “Redeterminations” for Part D.) For internal appeals delegated to MedImpact, policies/procedures include: • Allowing one hundred eighty (180) days from denial notification to appeal, unless state regulations specify otherwise; sixty (60) days for Medicaid or Medicare. • Capturing the substance/reason for appeal, any other pertinent information submitted, and any follow-up activities. • Investigating the appeal and documentation of findings. • Allows for submission of comments, documents, and other information in support of the appeal. • Appeal decision is rendered by someone other than who made the initial decision, and is not a subordinate of the initial decision-maker. • Review by a physician in same/similar specialty as one who would typically treat the condition, as needed. • Timely adjudication of appeals overturned by IRO. X Timeliness of Notifications of Pharmacy Appeal Decisions Client MedImpact Member/practitioner pharmacy appeal notifications will be made in the shortest of applicable state, federal, Client-specified timelines, and within NCQA timeliness standards (as defined by the current year’s standards). • Concurrent and post-service appeals are not applicable to MedImpact. For states which require two levels of internal appeal prior to IRO option (e.g., two (2) levels by MedImpact; 1st level by MedImpact and 2nd level by Client), the sum total of review time for both levels of appeal is not to exceed NCQA timeliness standards (as defined by the current year’s standards). • Urgent preservice appeal decision and notification are completed within forty-eight (48) hours for 1st level and twenty-four (24) hours for 2nd level; • Standard preservice appeal decisions and notifications are made within fifteen (15) calendar days at each level. • Medicare Part D allows for an additional three (3) calendar days to send notification if member is verbally notified of decision within applicable timeline. X PAGE 86 OF 89 City of Renton (Service Agreement)—12-16-25 Page 86 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Utilization Management Activity Responsible Party • Decisions overturned by IRO are processed within twenty-four (24) hours for expedited appeals and seventy-two (72) hours for standard appeals. Appeal/Redetermination Denial Notices Client MedImpact Collaborate to develop member and practitioner appeal denial notices that are compliant with applicable accreditation, state, and federal requirements.X X Provide member notification templates (including taglines), documents, and attachments as required by state/federal regulations, including in non-English languages. X Pharmacy appeal denial decision notifications for appeals delegated to MedImpact: • Response language is culturally and linguistically appropriate. • Copies of all documents relevant to the appeal are available upon request and free of charge. • Lists title and qualifications of reviewer(s) on notification. • Notification describes further appeal rights and the process to request the next level of appeal (if available), including IRO rights and obtaining additional information about IRO. • Final internal notice includes statement that member is not to bear costs of IRO, unless state mandates a fee charged to member. • Member may elect to have an authorized representative for further appeal level(s). • Notification that for urgent appeals, external/independent review may be requested simultaneously, unless disallowed by state regulations. X X Member and prescriber pharmacy appeal denial decision notifications for appeals delegated to MedImpact: • Address the substance(s) of the appeal, grounds for the determination, and response is in easy to understand language. • Notification gives reference to the specific portion of the guideline, policy, or benefit used to make the determination; and is available to member and prescriber upon request and free of charge. X Pharmacy Benefit Management (“PBM”) Procedures Client MedImpact PBM procedures (drug classes, tier level, formulary restrictions, step therapy, exception process, etc.) include: • Pharmacy & Therapeutics committee consisting of licensed pharmacists and physicians; • Criteria used to adopt procedures; • Use of clinical evidence from appropriate external organizations; • Inclusion of pharmacists and other appropriate practitioners in development of procedures; • Annually reviews/updates PBM procedures as appropriate • Annually reviews/updates Formulary as appropriate X Evaluates new technology and new application of existing technology for pharmaceuticals and pharmaceutical devices applicable to outpatient pharmacy and benefits. X PAGE 87 OF 89 City of Renton (Service Agreement)—12-16-25 Page 87 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Utilization Management Activity Responsible Party Evaluation of new pharmaceuticals and device technology includes: • Specified process and decision variables considered; • Review of information from appropriate government regulatory bodies; • Review of published scientific evidence; • Process for seeking input from relevant clinical specialists and professional expertise in the technology. Drug Class I and II recalls for safety issues, voluntary and market withdrawals: • Monitor market for recalls and withdrawals • Identify/list members and prescribers impacted and provide to Client • Draft notification letter template including why drug was recalled or withdrawn; provide to Client • Notify Client within forty-eight (48) hours of Class I recalls • Notify Client within seven (7) Business Days of Class II recalls or voluntary or market withdrawals •Notifications to impacted members and prescribers as stated in Service Agreement X Quality Management Client MedImpact Maintains quality improvement (“QI”) structures and processes for UM Program, including a defined scope of activities, defined goals and objectives, and a defined process for assessing performance. X Analysis of UM Program QI indicators including evaluation of aggregate data, trends, performance, opportunities for improvement, and barriers to improvement, as well as implementation of interventions and follow-up evaluation for identified opportunities for improvement; cooperating with Client as applicable. X Where opportunities for improvement are identified by Client, Client collaborates with MedImpact on a corrective action plan. X X Member & Practitioner Information Client MedImpact Protects the confidentiality of member information and records. X X Upon request from MedImpact, Client provides member experience and/or practitioner clinical performance data via secure electronic delivery system to the applicable MedImpact account management team member. X PA & Appeal System Controls Client MedImpact To protect data from being inappropriately altered, policies/procedures for PA and appeals: • Define the date of receipt consistent with applicable state, federal, and accreditation requirements • Define the date of written notification consistent with applicable state, federal, and accreditation requirements • Describe process for recording the above dates in the UM system(s) • Specify staff authorized to modify dates once recorded, and circumstances when modification is allowed X X PAGE 88 OF 89 City of Renton (Service Agreement)—12-16-25 Page 88 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. Utilization Management Activity Responsible Party • Specify how the system(s) track modified dates • Describe system security controls that protect from unauthorized modification of data • Maintains advanced system controls capabilities or describes how MedImpact monitors its compliance with the policies and procedures for factors above at least annually and take appropriate action, when applicable. PA & Appeal System Controls Oversight Client MedImpact At least annually, MedImpact demonstrates that it monitors compliance with its PA & appeal system controls by: • Providing evidence of advanced system controls capabilities; or • Identifying all modifications to receipt and decision notification dates that did not meet MedImpact’s policies and procedures for date modifications; and • Analyzing all instances of date modifications that did not meet MedImpact’s policies and procedures for date modifications; and • Acting on all findings and implementing a quarterly monitoring process until it demonstrates improvement for one (1) finding over three (3) consecutive quarters. X Delegation Oversight Client MedImpact Client reviews reports at least semi-annually and, at least annually reviews MedImpact’s UM program, PA files/processes, appeals files/processes, and overall performance. X Collaborates, cooperates, and provides necessary documents during activities required in an oversight audit (e.g., delegation, accreditation, regulatory). X X Mutually agreed upon reports are provided at a frequency that is also mutually agreed upon. Additionally, Client access and training is provided to MedOptimize®for self-service reports and MedResponse®for case records. MedOptimize®reports include, but are not limited to: • PA Data Log • PA Turnaround Time • PA Top Drugs • PA Top Prescribers • PA Volume Summary Reports are provided to and/or access to MedOptimize® is given to applicable Client representative via secure electronic delivery system. X X At least annually, MedImpact shall make available to Client documentation for Client review or monitoring of MedImpact’s PA and appeal denial system security controls to confirm that MedImpact monitors its compliance with this delegation agreement and MedImpact’s policies and procedures. X X Sub-Delegation Client MedImpact If MedImpact sub-delegates PA and/or appeal activities, evidence is available demonstrating that MedImpact performs oversight of the delegated activities commensurate with NCQA requirements. X PAGE 89 OF 89 City of Renton (Service Agreement)—12-16-25 Page 89 Copyright © 2015-2025 MedImpact Healthcare Systems, Inc. All rights reserved. This document is CONFIDENTIAL AND PROPRIETARY to MedImpact and may not be reproduced, transmitted, published, or disclosed to others without the prior written authorization of MedImpact. EXHIBIT G [RESERVED]