Cities Index.
Agenda

Wildomar City Council
March 9, 2022

Document
Agenda
Meeting
March 9, 2022
Body
Wildomar City Council
Pages
3
Original file
38.0 MB
Text extracted from the city's file for reading and search. Open the original on cityofwildomar.granicus.com. That file is the official record.

EXHIBIT UPDATES
J-1

EXHIBIT J
Settling Distributors’ Subsidiaries, Joint Ventures, and Predecessor Entities ABC

1. A.T. Pharma Consultancy FZC

2. AB Eurco Ltd

3. AB Financing, LLC

4. AB Finco Ltd

5. AB Nokco Ltd

6. AB Singapore Investments Pte. Ltd.

7. AB Specialty Solutions, LLC

8. ABBP International Company

9. ABSG Canada Holdings, Inc.

10. Access M.D. Inc.

11. AERO LINK Courier GmbH

12. Agri-Laboratories, LTD

13. Agstrata, LLC

14. AH Schweiz GmbH

15. AH UK Holdco 1 Limited

16. Alcura France

17. Alcura Health España, S.A.

18. Alcura UK Limited

19. Alliance Boots BV

20. Alliance Boots Schweiz Investments GmbH

21. Alliance Health Services, Inc.

22. Alliance Healthcare (Distribution) Limited

23. Alliance Healthcare Acores (f/k/a Proconfar,
S.A.)

24. Alliance Healthcare Ecza Deposu Anonim
Şirketi

25. Alliance Healthcare España Holdings, S.L.

26. Alliance Healthcare España S.A.

27. Alliance Healthcare France SA

28. Alliance Healthcare Group France SA

29. Alliance Healthcare Management Services
(Nederland) B.V.

30. Alliance Healthcare Management Services
Limited

31. Alliance Healthcare Nederland B.V.

32. Alliance Healthcare Norge AS

33. Alliance Healthcare Participações SGPS,
unipessoal, Lda.

34. Alliance Healthcare Répartition

35. Alliance Healthcare Romania SRL

36. Alliance Healthcare S.A.

37. Alliance Healthcare s.r.o.

38. Alliance Healthcare s.r.o. Slovakia Branch

39. Alliance Healthcare Services France (f/k/a
Alliance Healthcare Formation SAS)

40. Alliance Healthcare Technology Services
Limited

41. Alliance Healthcare Turkey Holding A.S.

42. Alliance Healthcare Yatirim Holding Anonim
Şirketi

43. Alliance Home Health Care, Inc.

44. Alliance UniChem IP Limited

45. Alloga (Nederland) B.V.

46. Alloga France SAS

47. Alloga Logifarma, S.A.

48. Alloga Logistica (España) S.L.

49. ALLOGA LOGISTICS ROMANIA SRL

50. Alloga Portugal - Armazenagem e
Distribuicao Farmaceutica, Lda

51. Alloga UK Limited

52. AllyDVM, Inc.

53. Almus Farmaceutica, S.A.

54. Almus France

55. Almus Pharmacuticals Limited

56. Almus, Lda.

57. Alphega SA

58. Ambulatory Pharmaceutical Services, Inc.

59. American Medical Distributors, Inc.

60. American Oncology Network, LLC

61. Amerisource Health Services Corporation

62. Amerisource Health Services, LLC

63. Amerisource Health Services, LLC d/b/a
American Health Packaging

64. Amerisource Heritage Corporation

65. AmeriSource Heritage LLC

66. Amerisource Receivables Financial
Corporation

67. Amerisource Sales Corporation

68. AmerisourceBergen Associate Assistance
Fund

69. AmerisourceBergen BC, ULC

70. AmerisourceBergen Canada Corporation

71. AmerisourceBergen Canada GP LLC

72. AmerisourceBergen Canada GP, LLC

73. AmerisourceBergen Canada Holdings LP

74. AmerisourceBergen Consulting Services, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-2

75. AmerisourceBergen Consulting Services,
LLC

76. AmerisourceBergen Corporation

77. AmerisourceBergen Drug Corporation

78. AmerisourceBergen Foundation

79. AmerisourceBergen Global Holdings GmbH

80. AmerisourceBergen Global Investments
S.a.r.l.

81. AmerisourceBergen Global Manufacturer
Services GmbH

82. AmerisourceBergen Group GmbH

83. AmerisourceBergen Holding Corporation

84. AmerisourceBergen Integrated Services
Offering, LLC

85. AmerisourceBergen International Holdings
Inc.

86. AmerisourceBergen International
Investments, LLC

87. AmerisourceBergen Luxembourg s.a.r.l.

88. AmerisourceBergen Services Corporation

89. AmerisourceBergen Sourcing, LLC

90. AmerisourceBergen Specialty Group Canada
Corporation

91. AmerisourceBergen Specialty Group Canada
Holdings, Inc.

92. AmerisourceBergen Specialty Group, Inc.

93. AmerisourceBergen Specialty Group, LLC

94. AmerisourceBergen Swiss Holdings GmbH

95. AmerisourceBergen Switzerland GmbH

96. AmerisourceBergen UK Holdings Ltd

97. Anderson Packaging, Inc.

98. AndersonBrecon Inc.

99. Animal Prescriptions Limited
100. Animalytix LLC
101. Apluspharma Ltd
102. Apotheek Hagi B.V.
103. Apotheek Lichtenvoorde B.V.
104. APS Acquisitions Corporation
105. APS Enterprises Holding Company, Inc.
106. Armila UAB
107. ASD Hemophilia Management, LLC
108. ASD Hemophilia Program, L.P.
109. ASD Specialty Healthcare, Inc.
110. ASD Specialty Healthcare, LLC
111. ASD Specialty Healthcare, LLC d/b/a ASD
Healthcare
112. ASD Specialty Healthcare, LLC d/b/a Besse
Medical
113. ASD Specialty Healthcare, LLC d/b/a
Oncology Supply
114. Automed Technologies (Canada) Inc.
115. Automed Technologies (Canada) ULC
116. Automed Technologies, Inc.
117. BBC Laboratories
118. BBC Operating Sub, Inc.
119. BBC Packing Corporation
120. BBC Special Packaging, Inc.
121. BBC Transportation Co.
122. Beachcourse Limited
123. Bellco Drug Corp.
124. Bellco Health Corp.
125. Bergen Brunswig Corporation
126. Bergen Brunswig Drug Company
127. Bergen Brunswig Realty Services, Inc.
128. Bermuda Equity Holdings, Ltd.
129. Beverly Acquisition Corporation
130. Blue Hill II, Inc.
131. Blue Hill, Inc.
132. BluePoint Intellectual Property, LLC
133. Boots Nederland B.V.
134. Boots Norge AS
135. BP Pharmaceuticals Laboratories Unlimited
Company
136. BPL Brasil Participacoes Ltda.
137. BPL Brazil Holding Company s.a.r.l.
138. BPL Brazil, LLC
139. BPL Group, LLC
140. BPL Pharmaceuticals Holding Unlimited
Company
141. BPLH Ireland Company Dublin, Zug Branch
142. BPLH Ireland Unlimited Company
143. Brecon Holdings Limited
144. Brecon Pharmaceuticals Holdings Limited
145. Brecon Pharmaceuticals Limited
146. Bridge Medical, Inc.
147. Brownstone Pharmacy, Inc.
148. Bruin Acquisition Corp.
149. Burt's Pharmacy, LLC
150. Cameron Stewart Lifescience Canada Inc.
151. Cannes RJ Participacoes S.A.
152. Capstone Med, Inc.
153. Capstone Pharmacy of Delaware, Inc.
154. CDRF Parent LLC
155. CDRF Parent, Inc.
156. Centaur Services Limited
157. Centro Farmaceutico Asturiano, SA
158. Century Advertising Inc.
159. Chapin Drug Company
160. Choice Medical, Inc.
161. Clinical Outcomes Resource Application
Corporation
162. Clinical Outcomes Resource Application, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-3
163. CliniCare Concepts, Inc.
164. ClinPharm, L.L.C.
165. Committed Provider Services, LLC
166. Compuscript, Inc.
167. Computran Systems, Inc.
168. Corrections Pharmacies Licensing Company,
L.L.C.
169. Corrections Pharmacies of California, LP
170. Corrections Pharmacies of Hawaii, LP
171. Corrections Pharmacies, L.L.C.
172. Cubex, LLC
173. Datapharm Sarl
174. DD Wholesale, Inc.
175. Dialysis Purchasing Alliance, Inc.
176. Directlog
177. Documedics Acquisition Co., Inc.
178. Drug Service, Inc.
179. Dunnington Drug, Inc.
180. Dunnington RX Services of Massachusetts,
Inc.
181. Dunnington RX Services of Rhode Island,
Inc.
182. Durr-Fillauer Medical, Inc.
183. Durvet, Inc.
184. Dymaxium Healthcare Innovations, Ltd.
185. Dymaxium Holdings, Ltd.
186. Dymaxium, Ltd.
187. Entel d.o.o.
188. Escalante Solutions, L.P.
189. Esko Itriyat Sanayi ve Ticaret Anonim Şirketi
190. Euro Registratie Collectief B.V.
191. European Physician Networks GmbH
192. Express Pharmacy Services, Inc.
193. Falcon Acquisition Sub, LLC
194. Family Center Pharmacy, Inc.
195. Feeders Advantage, LCC
196. General Drug Company
197. Goot Nursing Home Pharmacy, Inc.
198. Goot Westbridge Pharmacy, Inc.
199. Goot's Goodies, Inc.
200. Goot's Pharmacy & Orthopedic Supply, Inc.
201. Green Barn, Inc
202. H. D. Smith Holding Company
203. H. D. Smith Holdings, LLC
204. H. D. Smith Wholesale Drug Co.
205. H. D. Smith, LLC
206. HAI Acquisition, Inc.
207. HDS Solutions, LLC
208. Health Services Capital Corporation
209. Healthcare Prescription Services, Inc.
210. HealthForward Inc.
211. HealthQuest Partner II, L.P.
212. HealthTronics Data Solutions LLC
213. HealthTronics Data Solutions, LLC
214. HealthTronics Information Technology
Solutions, Inc.
215. Hedef International Holdings BV
216. Home Medical Equipment Health Company
217. Hydra Pharm SPA
218. I.g.G. of America, Inc.
219. IHS Acquisition XXX, Inc.
220. Imedex, Inc.
221. Imedex, LLC
222. Independent Pharmacy Buying Group, Inc.
223. Innomar Pharmacy (BC) Inc.
224. Innomar Pharmacy (SK) Inc.
225. Innomar Pharmacy Inc.
226. Innomar Specialty Pharmacy, Inc.
227. Innomar Strategies Inc.
228. Innovation Cancer, Inc.
229. Insta-Care Holdings, Inc.
230. Insta-Care Pharmacy Services Corporation
231. Intake Initiatives Incorporated
232. IntegraConnect NewCo, LLC
233. Integrated Commercialization Solutions, Inc.
234. Integrated Commercialization Solutions, LLC
235. Integrated Health Systems Outcomes
Coalition, LLC
236. Inteplex, Inc.
237. Interfill, LLC
238. International Oncology Network Solutions,
Inc.
239. International Physician Networks, L.L.C.
240. International Rheumatology Network, L.L.C.
241. IntrinsiQ Holdings, Inc.
242. IntrinsiQ Specialty Solutions, Inc.
243. IntrinsiQ Tendler, Inc.
244. IntrinsiQ, LLC
245. J.M. Blanco, Inc.
246. James Brudnick Company, Inc.
247. K/S Instrument Corp.
248. KRP Investments, Inc.
249. Labpak Limited
250. LAD Drug Corporation
251. Leading Educational Research Network, LLC
252. Lexicon Pharmacy Services, L.L.C.
253. Liberty Acquisition Corp.
254. Libra C.V.
255. Los Angeles Drug Corporation
256. M.D.P. Properties, Inc.
257. Managed Care Network, Inc.
258. Marshall Reinardy LLC
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-4
259. Medical Health Industries, Inc.
260. Medical Initiatives, Inc.
261. Medidyne Corp.
262. Medselect Inc.
263. Memorial Pet Care, Inc.
264. Micro Technologies Canada Inc.
265. MWI Buying Group Limited (formerly St.

Francis Limited)
266. MWI Supply (UK Acquisition) Limited
267. MWI Supply (UK Holdings) Limited
268. MWI Supply (UK) Limited
269. MWI Veterinary Supply Co.
270. MWI Veterinary Supply, Inc.
271. Nareks Ecza Deposu Ticaret Anonim Şirketi
272. Network for Medical Communication &
Research Analytics, LLC
273. New Jersey Medical Corporation
274. Nexiapharma, SL
275. NMCR Holdings, Inc.
276. NMCR-Europe, LLC
277. Northeast Veterinary Supply Company, LLC
278. Oktal Pharma d.o.o
279. Oktal Pharma d.o.o
280. Oktal Pharma d.o.o [Zagreb]
281. Oktal Pharma d.o.o.
282. Oktal Pharma Hungary K.f.t.
283. Omni Med B, Inc.
284. OPH Oktal Pharma d.o.o
285. OTC Direct Limited
286. Paris Acquisition Corp.
287. Pharm Plus Acquisition, Inc.
288. Pharma One Corporation Limited
289. Pharmacy Corporation of America
290. Pharmacy Corporation of America -
Massachusetts, Inc.
291. Pharmacy Healthcare Solutions, Ltd.
292. Pharmacy Review Services, Inc.
293. Pharmdata s.r.o.
294. PharMEDium Healthcare Corporation
295. PharMEDium Healthcare Holdings LLC
296. PharMEDium Healthcare Holdings, Inc.
297. PharMEDium Healthcare LLC
298. PharMEDium Pharmacy Services, LLC
299. PharMEDium R.E., LLC
300. PharMEDium Services, LLC
301. PharMerica Drug Systems, Inc.
302. PharMerica Technology Solutions, LLC
303. Pharmerica, Inc.
304. Pitango HealthTech Fund I, L.P.
305. Planet Software Limited
306. PMSI MSA Services, Inc.
307. PMSI, Inc.
308. PPSC USA, LLC
309. Premier Pharmacy, Inc.
310. Premier Source Diagnostics Inc.
311. Premier Source, LLC
312. Prescribe Wellness, LLC
313. Profarma Distribuidora de Produtos
Farmaceuticos S.A.
314. Ramuneles Vaistine UAB
315. Reimbursement Education Network, LLC
316. Rightpak, Inc.
317. Rombro's Drug Center, Inc.
318. Roscoe Acquisition Corporation
319. S.R.P. (Services de la Répartition
Pharmaceutique)
320. SecureDVM, LLC
321. Securos Europe GmbH
322. Silver Streak I, LLC
323. Skills in Healthcare France
324. Skills in Healthcare Pazarlama ve Tanitim
Hizmetleri Anonim Şirketi
325. Skills in Healthcare Romania S.r.l.
326. Smart ID Works, LLC
327. Smith Medical Partners, LLC
328. Snipetjernveien 10 Norge AS
329. Solana Beach, Inc.
330. Southwest Pharmacies, Inc.
331. Southwestern Drug Corporation
332. SparkSense Analytics, Inc.
333. Specialty Advancement Network, LLC
334. Specialty Pharmacy of California, Inc.
335. Specialty Pharmacy, Inc.
336. Spielberg Acquisition Corp.
337. Spits B.V.
338. Stadt Solutions, LLC
339. Stephar B.V.
340. Strategic Pharmaceutical Solutions, Inc.
341. Swine Solutions Network, LLC
342. Taylor & Manno Asset Recovery, Inc.
343. Telepharmacy Solutions, Inc.
344. Terra-Lab d.o.o
345. The Allen Company
346. The Lash Group, Inc.
347. The Lash Group, LLC
348. TheraCom, L.L.C.
349. ThermoSecure Medical Equipment GmbH
350. TMESYS, Inc.
351. TrakCel Holding Company, Inc.
352. Trellis Healthcare Consulting, L.L.C.
353. Trellis Healthcare Consulting, LLC
354. True Blue Indemnity Company
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-5
355. United Company of Pharmacists SAE
356. Universal Packaging Systems, Inc.
357. US Bioservices Corporation
358. Valley Wholesale Drug Co., LLC
359. Value Apothecaries, Inc.
360. Vedco, Inc.
361. Vetbridge Animal Health, LLC
362. Vetbridge Product Development (NM-OMP)
LLC
363. VetSpace Limited
364. VetSpace, Inc.
365. Vetswest Limited
366. W.C. International Limited
367. WBA Acquisitions Luxco 9 S.à.r.l.
368. Wight Nederland Holdco 2 B.V.
369. Wight Nederland Holdco 4 BV
370. WML, LLC
371. Woodglen Properties Limited
372. Woodglen Properties Limited Portugal Branch
373. World Courier (Aust) Pty. Ltd.
374. World Courier (Austria) GmbH
375. World Courier (Austria) GmbH – Serbia
Branch
376. World Courier (Deutschland) GmbH
377. World Courier (Finland) Oy
378. World Courier (India) Private Limited
379. World Courier (Ireland) Limited
380. World Courier (Lithuania), UAB
381. World Courier (Malaysia) Sdn. Bhd.
382. World Courier (Norway) AS
383. World Courier (NZ) Limited
384. World Courier (Poland) Sp. Z.o.o.
385. World Courier (Shanghai) Co., Ltd
Guangzhou Branch
386. World Courier (Shanghai) Co., Ltd.
387. World Courier (Shanghai) Co., Ltd., Beijing
Branch
388. World Courier (Sweden) AB
389. World Courier (Switzerland) SA
390. World Courier (U.K.) Limited
391. World Courier Asia (Thailand) Co., Ltd.
392. World Courier Belgium s.a.
393. World Courier Bulgaria
394. World Courier Czech Republic s.r.o.
395. World Courier de Chile Limitada
396. World Courier de Colombia S.A.
397. World Courier de Espana, S.A.
398. World Courier de Mexico S.A. de C.V.
399. World Courier de Portugal, Lda.
400. World Courier de Uruguay S.A.
401. World Courier del Ecuador S.A.
402. World Courier del Peru S.A.
403. World Courier Denmark A/S
404. World Courier do Brasil Transportes
Internacionais Ltda.
405. World Courier France S.A.R.L.
406. World Courier Ground (Europe) Limited
407. World Courier Ground, Inc.
408. World Courier Group Logistics, Inc.
409. World Courier Group S.a.r.l.
410. World Courier Group, Inc.
411. World Courier Group, Inc. Taiwan Branch
412. World Courier Hellas Limited Liability
Company
413. World Courier Holland BV
414. World Courier Hong Kong Limited
415. World Courier Hungary Freight Forwarder
and Service Provider Limited Liability
Company
416. World Courier Israel Ltd.
417. World Courier Italia srl
418. World Courier K.K. Japan
419. World Courier Korea Co., Ltd.
420. World Courier Limited (Russia)
421. World Courier Logistics (Europe) Limited
422. World Courier Logistics (UK) Limited
423. World Courier Logistics, Inc.
424. World Courier Logistics, Inc. (DE)
425. World Courier Logistics, Inc. (NY)
426. World Courier Management Limited
427. World Courier Management, Inc.
428. World Courier of Canada Ltd
429. World Courier Operations Kenya Limited
430. World Courier Philippines – Representative
Office
431. World Courier Romania S.R.L.
432. World Courier S.A.
433. World Courier Singapore Pte Ltd
434. World Courier Slovak Republic s.r.o.
435. World Courier South Africa (Proprietary)
Limited
436. World Courier Tasimacilik ve Lojistik
Hizmetleri Ticaret Limited Sirketi
437. World Courier Ukraine LLC
438. World Courier Venezuela, S.A.
439. World Courier Zagreb d.o.o.
440. World Courier, Inc.
441. World Courier, kurirske storitve,d.o.o.
442. World Customs Brokerage, Inc.
443. Xcenda (UK) Limited
444. Xcenda GmbH
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-6
445. Xcenda Switzerland GmbH
446. Xcenda, L.L.C.
447. ZU Vase Zdravije
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-7
Cardinal

1. A+ Secure Packaging, LLC

2. Abilene Nuclear, LLC

3. Access Closure, Inc.

4. Acuity GPO, LLC

5. Aero-Med, Ltd.

6. Allegiance (BVI) Holding Co. Ltd.

7. Allegiance Corporation

8. Allegiance Healthcare (Labuan) Pte. Ltd.

9. Allegiance I, LLC

10. Allegiance Labuan Holdings Pte. Ltd.

11. API (Suppliers) Limited

12. AssuraMed Acquisition Corp.

13. AssuraMed Group, Inc.

14. AssuraMed Holding, Inc.

15. AssuraMed Intermediate Holding, Inc.

16. AssuraMed, Inc.

17. C. International, Inc.

18. Cardinal Distribution Holding Corporation - I

19. Cardinal Distribution Holding Corporation - II

20. Cardinal Health 100, Inc.

21. Cardinal Health 104 LP

22. Cardinal Health 105, Inc.

23. Cardinal Health 107, LLC

24. Cardinal Health 108, LLC

25. Cardinal Health 110, LLC

26. Cardinal Health 112, LLC

27. Cardinal Health 113, LLC

28. Cardinal Health 114, Inc.

29. Cardinal Health 115, LLC

30. Cardinal Health 116, LLC

31. Cardinal Health 118, LLC

32. Cardinal Health 119, LLC

33. Cardinal Health 121, LLC

34. Cardinal Health 122, LLC

35. Cardinal Health 123, LLC

36. Cardinal Health 124, LLC

37. Cardinal Health 125, LLC

38. Cardinal Health 126, LLC

39. Cardinal Health 127, Inc.

40. Cardinal Health 128, LLC

41. Cardinal Health 130, LLC

42. Cardinal Health 131, LLC

43. Cardinal Health 132, LLC

44. Cardinal Health 133, Inc.

45. Cardinal Health 2, LLC

46. Cardinal Health 200, LLC

47. Cardinal Health 201 Canada L.P.

48. Cardinal Health 201, Inc.

49. Cardinal Health 215, LLC

50. Cardinal Health 222 (Thailand) Ltd.

51. Cardinal Health 242, LLC

52. Cardinal Health 246, Inc.

53. Cardinal Health 247, Inc.

54. Cardinal Health 249, LLC

55. Cardinal Health 250 Dutch C.V.

56. Cardinal Health 251, LLC

57. Cardinal Health 252, LLC

58. Cardinal Health 253, LP

59. Cardinal Health 3, LLC

60. Cardinal Health 414, LLC

61. Cardinal Health 418, Inc.

62. Cardinal Health 5, LLC

63. Cardinal Health 500, LLC

64. Cardinal Health 524, LLC

65. Cardinal Health 529, LLC

66. Cardinal Health 6, Inc.

67. Cardinal Health 7, LLC

68. Cardinal Health 8, LLC

69. Cardinal Health Australia 503 Pty Ltd.

70. Cardinal Health Austria 504 GmbH

71. Cardinal Health Belgium 505 BVBA

72. Cardinal Health Canada Holdings Cooperatie
U.A.

73. Cardinal Health Canada Inc.

74. Cardinal Health Capital Corporation

75. Cardinal Health Cardiology Solutions, LLC

76. Cardinal Health Chile Limitada

77. Cardinal Health Colombia S.A.S.

78. Cardinal Health Commercial Technologies,
LLC

79. Cardinal Health Corporate Solutions, LLC

80. Cardinal Health D.R. 203 II Ltd.

81. Cardinal Health Denmark ApS

82. Cardinal Health do Brasil Ltda.

83. Cardinal Health Finance

84. Cardinal Health Finland Oy

85. Cardinal Health Foundation

86. Cardinal Health France 506 SAS

87. Cardinal Health Funding, LLC

88. Cardinal Health Germany 507 GmbH

89. Cardinal Health Germany Manufacturing
GmbH

90. Cardinal Health Holding International, Inc.

91. Cardinal Health International Philippines, Inc.

92. Cardinal Health IPS, LLC
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-8

93. Cardinal Health Ireland 419 Designated
Activity Company

94. Cardinal Health Ireland 508 Limited

95. Cardinal Health Ireland Manufacturing
Limited

96. Cardinal Health Ireland Unlimited Company

97. Cardinal Health Italy 509 S.r.l.

98. Cardinal Health Japan G.K.

99. Cardinal Health Korea Limited
100. Cardinal Health Luxembourg 420 S.a.r.l.
101. Cardinal Health Luxembourg 522 S.a.r.l.
102. Cardinal Health Malaysia 211 Sdn. Bhd.
103. Cardinal Health Malta 212 Limited
104. Cardinal Health Managed Care Services, LLC
105. Cardinal Health Medical Products India
Private Limited
106. Cardinal Health Mexico 244 S. de R.L. de
C.V.
107. Cardinal Health Mexico 514 S. de R.L. de
C.V.
108. Cardinal Health Middle East FZ-LLC
109. Cardinal Health MPB, Inc.
110. Cardinal Health Napoleon Holding, LLC
111. Cardinal Health Netherlands 502 B.V.
112. Cardinal Health Netherlands 525 Cooperatie
U.A.
113. Cardinal Health Netherlands 528 B.V.
114. Cardinal Health Norway AS
115. Cardinal Health P.R. 120, Inc.
116. Cardinal Health P.R. 218, Inc.
117. Cardinal Health P.R. 220, LLC
118. Cardinal Health P.R. 436, Inc.
119. Cardinal Health Panama, S. de R.L.
120. Cardinal Health Pharmaceutical Contracting,
LLC
121. Cardinal Health Pharmacy Services, LLC
122. Cardinal Health Poland Spolka z ograniczona
odpowiedzialnoscia
123. Cardinal Health Portugal 513, Unipessoal
Lda.
124. Cardinal Health Russia
125. Cardinal Health Singapore 225 Pte. Ltd.
126. Cardinal Health Spain 511 S.L.
127. Cardinal Health Sweden 512 A.B.
128. Cardinal Health Switzerland 515, GmbH
129. Cardinal Health Systems, Inc.
130. Cardinal Health Technologies Switzerland
GmbH
131. Cardinal Health Technologies, LLC
132. Cardinal Health U.K. 418 Limited
133. Cardinal Health U.K. 432 Limited
134. Cardinal Health U.K. Holding Limited
135. Cardinal Health U.K. International Holding
LLP
136. Cardinal Health, Inc.
137. Cardinal MED Equipment Consulting
(Shanghai) Co., Ltd.
138. Cirpro de Delicias S.A. de C.V.
139. Clinic Pharmacies III, LLC
140. Clinic Pharmacies, LLC
141. Community Pharmacy Enterprises, LLC
142. Convertors de Mexico S.A. de C.V.
143. Cordis (Shanghai) MED Devices Co., Ltd.
144. Cordis Cashel Unlimited Company
145. Cordis Corporation
146. Cornerstone Rheumatology LP
147. Covidien Manufacturing Solutions, S.A.
148. Dutch American Manufacturers II (D.A.M. II)
B.V.
149. Ellipticare, LLC
150. EPIC Insurance Company
151. Especialidades Medicas Kenmex S.A. de C.V.
152. Experience East, LLC
153. Flexible Stenting Solutions, Inc.
154. Frog Horned Capital, Inc.
155. Generic Drug Holdings, Inc.
156. GetOutcomes, LLC
157. Griffin Capital, LLC
158. HDG Acquisition, Inc.
159. imgRx Healdsburg, Inc.
160. imgRx Salud, Inc.
161. imgRx SJ Valley, Inc.
162. imgRx SLO, Inc.
163. imgRx Sonoma, Inc.
164. InnerDyne Holdings, Inc.
165. Innovative Therapies, Inc.
166. Instant Diagnostic Systems, Inc.
167. InteCardia-Tennessee East Catheterization,
LLC
168. ITI Sales, LLC
169. Kendall-Gammatron Limited
170. Killilea Development Company, Ltd.
171. Kinray I, LLC
172. KPR Australia Pty. Ltd.
173. KPR Switzerland Sales GmbH
174. KPR U.S., LLC
175. Leader Drugstores, Inc.
176. Ludlow Technical Products Canada, Ltd.
177. Marin Apothecaries
178. Medicap Pharmacies Incorporated
179. Medicine Shoppe Capital Corporation
180. Medicine Shoppe International, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-9
181. Medicine Shoppe Internet, Inc.
182. Mediquip Sdn. Bhd.
183. Mirixa Corporation
184. MosaicGPO, LLC
185. mscripts Holdings, LLC
186. mscripts Systems India Private Limited
187. mscripts, LLC
188. Nippon Covidien Ltd.
189. One Cloverleaf, LLC
190. Outcomes Incorporated
191. Owen Shared Services, Inc.
192. Pharmacy Operations Of New York, Inc.
193. Pharmacy Operations, Inc.
194. Physicians Purchasing, Inc.
195. Pinnacle Intellectual Property Services, Inc.
196. Pinnacle Intellectual Property Services-
International, Inc.
197. Quiroproductos de Cuauhtemoc S. de R.L. de
C.V.
198. RainTree Administrative Services, LLC
199. RainTree Care Management, LLC
200. RainTree GPO, LLC
201. Ransdell Surgical, Inc.
202. Red Oak Sourcing, LLC
203. Renal Purchasing Group, LLC
204. RGH Enterprises, Inc.
205. RT Oncology Services Corporation
206. Rxealtime, Inc.
207. Sierra Radiopharmacy, L.L.C.
208. Sonexus Health Access & Patient Support,
LLC
209. Sonexus Health Distribution Services, LLC
210. Sonexus Health Financial Solutions, LLC
211. Sonexus Health Pharmacy Services, LLC
212. Sonexus Health, LLC
213. TelePharm, LLC
214. The Harvard Drug Group, L.L.C.
215. Tianjin ITI Trading Company
216. Tradex International, Inc.
217. Traverse GPO, LLC
218. Wavemark Lebanon Offshore s.a.l.
219. Wavemark, Inc.
220. Red Oak Sourcing, LLC
221. API (Suppliers) Limited
222. Sierra Radiopharmacy, L.L.C.
223. Abilene Nuclear, LLC
224. InteCardia-Tennessee East Catheterization,
LLC
225. Kendall-Gammatron Limited
226. Almus Pharmaceuticals USA LLC
227. Cardinal Health (H.K.) Co. Limited
228. Cardinal Health (Shanghai) Pharmaceutical
Co., Ltd.
229. Cardinal Health (Sichuan) Pharmaceutical
Co., Ltd.
230. Cardinal Health (Wuxi) Pharmaceutical Co.,
Ltd.
231. Cardinal Health Hedan (Shenzhen)
Pharmaceutical Co., Ltd.
232. Dalian Zhongda Pharmaceutical Company
Limited
233. NaviHealth Holdings, LLC
234. Parch, L.L.C.
235. 6464661 Canada Inc.
236. Academy Of Managed Care Medicine, L.L.C.
237. Alaris Medical 1 (Suisse) Sarl
238. Alaris Medical New Zealand Limited
239. Allegiance Healthcare International GmbH
240. Allegiance Pro Inc.
241. Allied Healthcare Services, Inc.
242. Almus Pharmaceuticals Singapore Pte. Ltd.
243. Almus Pharmaceuticals USA LLC
244. American Threshold Industries, Inc.
245. Anoka, LLC
246. ARCH Collection Corporation
247. ARCH, S.A.
248. Armand Scott, LLC
249. Aurum Pharmaceuticals Limited
250. Behrens Inc.
251. Beijing Baiji Advanced Specialty Company
Limited
252. Bellwether Oncology Alliance, Inc.
253. Bentley Merger Sub, LLC
254. Bindley Western Funding Corporation
255. Bindley Western Industries II Of Maine, Inc.
256. Biosigna GmbH Institut für
Biosignalverarbeitung und Systemanalyse
257. Bird Products (Japan) Ltd.
258. Bird Products Corporation
259. Brighton Capital, Inc.
260. Buffalo Merger Corp.
261. BW Transportation Services, Inc.
262. Cardal II, LLC
263. Cardal, Inc.
264. Cardinal Florida, Inc.
265. Cardinal Health (Beijing) China
Pharmaceutical Co., Ltd.
266. Cardinal Health (Beijing) Medical Trading
Co., Ltd.
267. Cardinal Health (Beijing) Pharmacy Co., Ltd.
268. Cardinal Health (Chengdu) Pharmacy Co.,
Ltd.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-10
269. Cardinal Health (China) Investment Co., Ltd.
270. Cardinal Health (Chongqing) Pharmaceutical
Co., Ltd.
271. Cardinal Health (Chongqing) Pharmacy Co.,
Ltd.
272. Cardinal Health (H.K.) Co. Limited
273. Cardinal Health (Hubei) Pharmaceutical Co.,
Ltd.
274. Cardinal Health (L) Co., Ltd.
275. Cardinal Health (Liaoning) Pharmaceutical
Co., Ltd.
276. Cardinal Health (P02296)
277. Cardinal Health (P04080)
278. Cardinal Health (Shanghai) Commercial and
Trading Company Limited
279. Cardinal Health (Shanghai) Cosmetics
Trading Co., Ltd.
280. Cardinal Health (Shanghai) Logistics Co.,
Ltd.
281. Cardinal Health (Shanghai) Pharmaceutical
Co., Ltd.
282. Cardinal Health (Shanghai) Pharmacy Co.,
Ltd.
283. Cardinal Health (Shanxi) Pharmaceutical Co.,
Ltd.
284. Cardinal Health (Shenyang) Pharmacy Co.,
Ltd.
285. Cardinal Health (Sichuan) Pharmaceutical
Co., Ltd.
286. Cardinal Health (Tianjin) Pharmaceutical Co.,
Ltd.
287. Cardinal Health (Wuxi) Pharmaceutical Co.,
Ltd.
288. Cardinal Health (WuXi) Pharmacy Co., Ltd.
289. Cardinal Health (Zhejiang) Pharmaceutical
Co., Ltd.
290. Cardinal Health 101, Inc.
291. Cardinal Health 102, Inc.
292. Cardinal Health 103, Inc.
293. Cardinal Health 106, Inc.
294. Cardinal Health 109, Inc.
295. Cardinal Health 111, LLC
296. Cardinal Health 113, LLC
297. Cardinal Health 117, LLC
298. Cardinal Health 129, Inc.
299. Cardinal Health 208, Inc.
300. Cardinal Health 301, LLC
301. Cardinal Health 400, Inc.
302. Cardinal Health 401, Inc.
303. Cardinal Health 402, Inc.
304. Cardinal Health 403, Inc.
305. Cardinal Health 404, Inc.
306. Cardinal Health 405, Inc.
307. Cardinal Health 406, Inc.
308. Cardinal Health 406, LLC
309. Cardinal Health 407, Inc.
310. Cardinal Health 408, Inc.
311. Cardinal Health 409, Inc.
312. Cardinal Health 410, Inc.
313. Cardinal Health 411, Inc.
314. Cardinal Health 412, Inc.
315. Cardinal Health 413, Inc.
316. Cardinal Health 415, Inc.
317. Cardinal Health 416, Inc.
318. Cardinal Health 417, Inc.
319. Cardinal Health 419, LLC
320. Cardinal Health 420, LLC
321. Cardinal Health 421 Limited Partnership
322. Cardinal Health 421, Inc.
323. Cardinal Health 422, Inc.
324. Cardinal Health 501 Dutch C.V.
325. Cardinal Health Austria 201 GmbH
326. Cardinal Health Bermuda 224, Ltd.
327. Cardinal Health Brasil 423 Servicos
Farmaceuticos Nucleares Ltda
328. Cardinal Health Canada 204, Inc.
329. Cardinal Health Canada 301, Inc.
330. Cardinal Health Canada 302, Inc.
331. Cardinal Health Canada 307, ULC
332. Cardinal Health Canada 403, Inc.
333. Cardinal Health Canada 437, Inc.
334. Cardinal Health Canada Inc.
335. Cardinal Health Canada LP
336. Cardinal Health Cayman Islands Holding Co.

Ltd
337. Cardinal Health Cayman Islands Ltd.
338. Cardinal Health China Co., Ltd.
339. Cardinal Health D.R. 203 Limited
340. Cardinal Health Europe IT GmbH
341. Cardinal Health France 205 SAS
342. Cardinal Health France 309 SAS
343. Cardinal Health Germany 206 GmbH
344. Cardinal Health Germany 234 GmbH
345. Cardinal Health Germany 318 GmbH
346. Cardinal Health Hedan (Shenzhen)
Pharmaceutical Co., Ltd.
347. Cardinal Health Hong Kong Limited
348. Cardinal Health I, Inc.
349. Cardinal Health Imaging, LLC
350. Cardinal Health India Private Limited
351. Cardinal Health International Ventures, Ltd.
352. Cardinal Health Ireland 406 Ltd.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-11
353. Cardinal Health Ireland 527 General
Partnership
354. Cardinal Health Italy 208 S.r.l.
355. Cardinal Health Italy 312 S.p.A.
356. Cardinal Health Lease Funding 2002A, LLC
357. Cardinal Health Lease Funding 2002AQ, LLC
358. Cardinal Health Lease Funding 2003A, LLC
359. Cardinal Health Lease Funding 2003AQ, LLC
360. Cardinal Health Lease Funding 2003B, LLC
361. Cardinal Health Lease Funding 2003BQ, LLC
362. Cardinal Health Lease Funding 2004A, LLC
363. Cardinal Health Lease Funding 2004AQ, LLC
364. Cardinal Health Luxembourg 523 S.a.r.l.
365. Cardinal Health Mauritius Holding 226 Ltd.
366. Cardinal Health Mexico 213, S.A. de C.V.
367. Cardinal Health Netherlands 238 BV
368. Cardinal Health Netherlands 526 B.V.
369. Cardinal Health Netherlands Financing C.V.
370. Cardinal Health Netherlands Holding B.V.
371. Cardinal Health New Zealand 313 Limited
372. Cardinal Health Norway 315 A/S
373. Cardinal Health P.R. 227, Inc.
374. Cardinal Health P.R. 409 B.V.
375. Cardinal Health PTS, Inc.
376. Cardinal Health PTS, LLC
377. Cardinal Health S.A. 319 (Proprietary)
Limited
378. Cardinal Health Singapore 304
379. Cardinal Health Singapore 423 Pte. Ltd.
380. Cardinal Health Spain 219 S.L.U.
381. Cardinal Health Spain 239 SA
382. Cardinal Health Specialty Pharmacy, LLC
383. Cardinal Health Sweden 220 AB
384. Cardinal Health Sweden 314 AB
385. Cardinal Health Switzerland 221 Sarl
386. Cardinal Health Switzerland 317 Sarl
387. Cardinal Health Trading (Shanghai) Co., Ltd.
388. Cardinal Health U.K. 100 Limited
389. Cardinal Health U.K. 101 Limited
390. Cardinal Health U.K. 102 Limited
391. Cardinal Health U.K. 103 Limited
392. Cardinal Health U.K. 104 Limited
393. Cardinal Health U.K. 105 Limited
394. Cardinal Health U.K. 106 Limited
395. Cardinal Health U.K. 223 Limited
396. Cardinal Health U.K. 232 Limited
397. Cardinal Health U.K. 235 Limited
398. Cardinal Health U.K. 236 Limited
399. Cardinal Health U.K. 240 Limited
400. Cardinal Health U.K. 305 Limited
401. Cardinal Health U.K. 306 Limited
402. Cardinal Health U.K. 433 Limited
403. Cardinal Health U.K. 434 Limited
404. Cardinal Syracuse, Inc.
405. Cardinal.Com Holdings, Inc.
406. Care Fusion Development Private Limited
407. Care Fusion Incorporated
408. CareFusion 202, Inc.
409. CareFusion 203, Inc.
410. CareFusion 205, Inc.
411. CareFusion 206, Inc.
412. CareFusion 207, Inc.
413. CareFusion 209, Inc.
414. CareFusion 210, Inc.
415. CareFusion 211, Inc.
416. CareFusion 212, LLC
417. CareFusion 213, LLC
418. CareFusion 214, LLC
419. CareFusion 2200, Inc.
420. CareFusion 2201, Inc.
421. CareFusion 302, LLC
422. CareFusion 303, Inc.
423. CareFusion 304, LLC
424. CareFusion Australia 200 Pty Ltd.
425. CareFusion Australia 316 Pty Limited
426. CareFusion Australia 500 Pty Ltd
427. CareFusion Belgium 202 BVBA
428. CareFusion Brasil 231 Servico e Comercia de
Productos Medicos Ltda
429. CareFusion Corporation
430. CareFusion EIT, LLC
431. CareFusion Iberia 308 S.L.U.
432. CareFusion Italy 237 Srl
433. CareFusion Italy 311 Srl
434. CareFusion Japan 228 K.K.
435. CareFusion Japan 233, Inc.
436. CareFusion Luxembourg 501 Sarl
437. CareFusion Manufacturing Ireland 241
Limited
438. CareFusion Manufacturing, LLC
439. CareFusion Netherlands 214 B.V.
440. CareFusion Netherlands 238 BV
441. CareFusion Netherlands 310 B.V.
442. CareFusion Netherlands 503 B.V.
443. CareFusion New Zealand 217 Limited
444. CareFusion New Zealand 313 Limited
445. CareFusion Resources, LLC
446. CareFusion Singapore 243 Pte. Ltd.
447. CareFusion Solutions, LLC
448. CareFusion U.K. 284 Limited
449. CareFusion U.K. 286 Limited
450. CareFusion U.K. 287 Limited
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-12
451. CareFusion U.K. 288 Limited
452. Cascade Development, Inc.
453. CCB, Inc.
454. CDI Investments, Inc.
455. Centralia Pharmacy, Inc.
456. Centricity, LLC
457. Chapman Drug Company
458. Chengdu Baiji Advanced Specialty Pharmacy
Company Limited
459. Cheshire Merger Sub, Inc.
460. CMI Net, Inc.
461. College Park Plaza Associates, Inc.
462. Comprehensive Medical Imaging-Anaheim
Hills, Inc.
463. Comprehensive Medical Imaging-Apple
Valley, Inc.
464. Comprehensive Medical Imaging-Boynton
Beach, Inc.
465. Comprehensive Medical Imaging-Downey,
Inc.
466. Comprehensive Medical Imaging-Encino, Inc.
467. Comprehensive Medical Imaging-Fort
Lauderdale, Inc.
468. Comprehensive Medical Imaging-Fremont,
Inc.
469. Comprehensive Medical Imaging-Hesperia,
Inc.
470. Comprehensive Medical Imaging-Huntington
Beach, Inc.
471. Comprehensive Medical Imaging-Palm
Springs, Inc.
472. Comprehensive Medical Imaging-Rancho
Cucamonga, Inc.
473. Comprehensive Medical Imaging-Rancho
Mirage, Inc.
474. Comprehensive Medical Imaging-Salisbury,
Inc.
475. Comprehensive Medical Imaging-Sherman
Oaks, Inc.
476. Comprehensive Medical Imaging-Tempe, Inc.
477. Comprehensive Medical Imaging-Van Nuys,
Inc.
478. Comprehensive Medical Imaging-Victorville,
Inc.
479. Comprehensive Medical Imaging-Westlake
Village, Inc.
480. Comprehensive Open MRI-Carmichael, Inc.
481. Comprehensive Open MRI-Folsom, Inc.
482. Comprehensive Open MRI-Fullerton, Inc.
483. Comprehensive Open MRI-Laguna Hills, Inc.
484. Comprehensive Open MRI-Sacramento, Inc.
485. Comprehensive Reimbursement Consultants,
Inc.
486. Consumer2patient, LLC
487. CR Medicap, Inc.
488. Curaspan Health Group, Inc.
489. Cytokine Pharmasciences, Inc.
490. Dalian Zhongda Pharmaceutical Company
Limited
491. Daniels Pharmaceuticals Limited
492. DC Merger Corp
493. Denver Biomedical, Inc.
494. Desert PET, LLC
495. Dik Drug Company, LLC
496. Dik Medical Supplies, LLC
497. Discor Limited
498. Dismed Inc.
499. Dohmen Distribution Partners Southeast,
L.L.C.
500. Dover Communications, LLC
501. Duquoin Pharmacy, Inc.
502. Dutch American Manufacturers (D.A.M.)
B.V.
503. East Iowa Pharmacies, Inc.
504. EGIS Holdings, Inc.
505. Eldon Laboratories Limited
506. Ellicott Drug Company
507. EME Medical, Inc.
508. Enturia Canada ULC
509. Enturia de Mexico S. de R.L. de C.V.
510. Enturia Limited
511. Enturican, Inc.
512. EON Media Inc.
513. Eureka Merger Sub, Inc.
514. European Pharmaceuticals Group Ltd.
515. First Choice, Inc. Of Maine
516. Flower Merger Corp.
517. Futuremed Health Care Products Limited
Partnership
518. Futuremed Healthcare Products Corporation
519. Futuremed Holdings General Partner Inc.
520. Fuzhou Baiji Pharmacy Company Limited
521. Gala Design, Inc.
522. Gelatin Products International, Inc.
523. Geodax Technology, Inc.
524. Glacier Corporation
525. Grand Avenue Pharmacy, Inc.
526. Graphic Holdings, Inc.
527. Griffin Group Document Management
Services, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-13
528. Guangzhou Baiji Advanced Specialty
Pharmaceutical Chain Stores Company
Limited
529. Guangzhou Baiji Drug Store Company
Limited
530. Guangzhou City Kangwei Information
Technology Company Limited
531. Guangzhou Ruixun Pharmaceutical Company
Limited
532. Guizhou Yibai Medical Co., Ltd.
533. Hangzhou Baiji Advanced Specialty Drug
Store Company Limited
534. Heartland Diagnostic Services, Inc.
535. HLS Advantage, LLC
536. Homecare (North-West) Limited
537. Humiston-Keeling, Inc.
538. IMI Of Boca Raton, Inc.
539. IMI Of Miami, Inc.
540. IMI Of North Miami Beach, Inc.
541. Inland Empire Regional Pet Center, LLC
542. InnerDyne, Inc.
543. Inpharm Nationwide Limited
544. InteCardia-Tennessee East Diagnostic, LLC
545. Intercare Holdings Limited
546. Intercare Investments Limited
547. Intercare Properties Plc
548. Iowa Falls Pharmacy, Inc.
549. IVAC Overseas Holdings LP
550. JakaMed AB AB
551. Jinan Baiji Drug Store Company Limited
552. JRG, Ltd.
553. Kendall Patient Recovery BVBA
554. Kinetic Surgical, LLC
555. Kinray, Inc.
556. Kinray, LLC
557. KPR Italia S.r.l.
558. KPR U.S., Inc.
559. Kunming Baiji Advanced Specialty Pharmacy
Company Limited
560. Lake Charles Pharmaceutical Supply
Company, LLC
561. Liaoning Longda Pharmaceutical Co., Ltd.
562. Liberty Communications Network, LLC
563. Ludlow Technical Products Corporation
564. Macarthy Group Trustees Limited
565. Macarthys Laboratories Limited
566. Macarthy's Limited
567. Marmac Distributors, Inc.
568. Martindale Pharma GmbH
569. Martindale Pharmaceuticals Limited
570. Medcon S.A.
571. MedEd Resources, LLC
572. Medesta Associates, LLC
573. Medical Concepts Development, Inc.
574. Medical Diagnostic Leasing, Inc
575. Medical Education Systems, LLC
576. Medical Media Communications, LLC
577. Medical Strategies, Inc.
578. MediQual Systems, Inc.
579. Meditrol Automation Systems, Inc.
580. Meditrol, Inc.
581. MedMined, Inc.
582. Mercury Merger Sub, LLC
583. Mesa Merger Corp.
584. MicroGas Limited
585. MicroMedical Deutschland GmbH
586. Microport Healthcare, LLC
587. Midland Pharmacies, Inc
588. Mississippi Medical Supply Cooperative,
L.L.C.
589. MRI Equipment Partners, Ltd.
590. Mudhen Merger Corp.
591. Multi-Medica S.A.
592. Multipharm Limited
593. Nanjing Baiji Advanced Specialty Drug Store
Company Limited
594. Nanning Baiji Advanced Specialty Pharmacy
Company Limited
595. Nationwide Ostomy Supplies Limited
596. Navigator Health, Inc.
597. NaviHealth Holdings, LLC
598. NaviHealth SM Holdings, Inc.
599. NaviHealth, Inc.
600. Nexus Healthcare, Inc.
601. Nitric Bio Therapeudics, Inc.
602. Northern Michigan Supply Alliance, L.L.C.
603. Ohio Valley-Clarksburg, Inc.
604. Oncology Holdings, Inc.
605. Onpointe Medical Communications, LLC
606. Oval (Shanghai) Technologies, Inc.
607. Oval Technologies (H.K.) Pty Limited
608. Owen Healthcare Building, Inc.
609. Pacific Surgical Innovations, Inc.
610. Panther Merger Sub II, Inc.
611. Panther Merger Sub, Inc.
612. Parch, L.L.C.
613. Parch, L.L.C. State File
614. ParMed Pharmaceuticals, LLC
615. PatientScribe Inc.
616. PCI Acquisition I, Inc.
617. PCI Acquisition II, Inc.
618. PCI Services Holdings, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-14
619. PCI Services III, Inc.
620. PCI/Acquisition III, Inc.
621. PCI/All Pack Holdings, Inc.
622. PCI/Delvco, Inc. State File
623. PCI/Tri-Line (Usa), Inc.
624. Pharmaceutical & Diagnostic Services, LLC
625. Pharmacy Service Corporation
626. Phillipi Holdings, Inc.
627. PHR Staffing, Inc.
628. Post-Acute Care Center For Research, LLC
629. Practicome Solutions, LLC
630. Princeton Diagnostic Isotopes, Inc.
631. Priority Healthcare Services Corporation
632. Procedure-Based Instrument Services, L.L.C.
633. Productos Urologos de Mexico S.A. de C.V.
634. Professional Health-Care Resources, Inc.
635. Pyxis Capital Corporation
636. Pyxis Funding II, LLC
637. Pyxis Funding, LLC
638. R Cubed, Inc.
639. R. P. Scherer Hardcapsule (West)
640. R.P. Scherer Inc.
641. R.P. Scherer Technologies, Inc.
642. Radiopharmacy Of Boise, Inc.
643. Radiopharmacy Of Northern California, Inc.
644. Renlar Systems, Inc.
645. RightCare Solutions, Inc.
646. Royal Merger Sub, Inc.
647. Scela, Inc.
648. Scriptline, Inc.
649. SensorMedics (Deutschland) GmbH
650. SensorMedics Corporation
651. Shanghai Baiwei Drug Store Company
Limited
652. Shanghai Cardinal Baiwei Drug Store Co.,
Ltd.
653. Shanghai Jinyi Health Management
Consultation Co., Ltd.
654. Shanghai Luoda Pharmaceutical Company
Limited
655. Shenzhen Zhengdan Investment Company
Limited
656. Simolo (GL) Limited
657. Sistemas Medicos ALARIS S.A. de C.V.
658. Snowden Pencer Holdings, Inc.
659. Snowden Pencer, Inc.
660. Solomons Company
661. Source Medical Corporation
662. SRX, Inc.
663. Strategic Implications International, LLC
664. Supplyline Technologies Limited
665. Surgical Carepair, L.L.C.
666. Surgical Instrument Repair Service, L.L.C.
667. Syncor Belgium SPRL
668. Syncor Diagnostics Bakersfield, LLC
669. Syncor Diagnostics Dallas, LLC
670. Syncor Diagnostics Encino, LLC
671. Syncor Diagnostics Fullerton, LLC
672. Syncor Diagnostics Laguna Hills, LLC
673. Syncor Diagnostics Plano, LLC
674. Syncor Diagnostics Sacramento, LLC
675. Syncor Financing Corporation
676. Syncor Italy srl
677. The Enright Group, Inc.
678. The Heron Corporation
679. The LVC Corporation
680. Tianjin Cardinal Pharmacy Co., Ltd.
681. Toledo Pharmacy Company
682. Tropic Merger Sub, Inc.
683. UroMed, Inc.
684. VIASYS Healthcare Ireland Limited
685. VIASYS Healthcare Island EHF
686. VIASYS Healthcare S.A.R.L.
687. VIASYS Holdings Inc.
688. VIASYS NeuroCare France SAS
689. VIASYS Polymer Products LLC
690. Virginia Imaging Center, LLC
691. Virginia Merger Corporation
692. Vistant Corporation
693. Vistant Holdings, Inc.
694. Vubiq Inc.
695. Wenzhou Xinte Pharmaceutical Co., Ltd.
696. West Hudson, Inc.
697. West Texas Nuclear Pharmacy Partners
698. Wholesale (PI) Limited
699. Williams Drug Distributors, Inc.
700. Wolf Merger Corp.
701. Wrangler Acquisition Sub, Inc.
702. Wuhan Baiji New & Special Drug Store
Company Limited
703. Xiamen Cardinal Baiwei Drug Store Co., Ltd.
704. Xi'an Baiji Advanced Specialty Pharmacy
Company Limited
705. Yorkshire Pharmacy, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-15
McKesson

1. "Aewige" ärztliche
Wirtschaftsgesellschaft m.b.H., HG Wien

2. "die apoteeke in teesdorf" Mag. pharm.

Gerda Kohlhauser KG, LG Wiener
Neustadt

3. "Esplanade-Apotheke" Mag. pharm.

Anna-Maria Köck KG, Landesgericht
Wels

4. "Panther Apotheke" Mag. pharm. Sandra
Krokos KG, Landesgericht Graz

5. 10101 Woodloch Forest LLC

6. 2012 DREAM LIMITED, England

7. 28CVR LIMITED, England

8. 3068312 Nova Scotia ULC

9. 3069163 Nova Scotia Limited

10. 3069164 Nova Scotia Limited

11. 30MC LIMITED, England

12. 701985 N.B. INC.

13. A C FERGUSON (CHEMIST) LIMITED,
England

14. A. SUTHRELL (HAULAGE) LIMITED,
England

15. A.F.M. Bergamo S.p.A., Italy

16. A.L.I. Holdings LLC

17. A.L.I. Imaging Systems Corp.

18. A.L.I. Technologies (International) LLC

19. AAH BUILDERS SUPPLIES LIMITED,
England

20. AAH FURB PENSION TRUSTEE
LIMITED, England

21. AAH Glass & Windows Limited, England

22. AAH Ireland, Dublin

23. AAH LIMITED, England

24. AAH Lloyds Insurance (IoM) Limited,
Isle Of Man

25. AAH LLOYDS PENSION TRUSTEES
LIMITED, England

26. AAH NOMINEES LIMITED, England

27. AAH ONE LIMITED, Scotland

28. AAH PHARMACEUTICALS LIMITED,
England

29. AAH TWENTY FOUR LIMITED,
Scotland

30. AAH TWENTY LIMITED, England

31. AAH TWENTY SIX LIMITED, England

32. ABG Apotheken-Beratungsgesellschaft
mbH, Stuttgart

33. Access Health NZ Limited

34. AccessMed Holdings, Inc.

35. AccessMed, Inc. (AccessMed, LLC)

36. AccessMed, LLC

37. ACME DRUG CO. LIMITED, Scotland

38. ADDED MARKETING LIMITED,
England

39. Adler Apotheke Krems Mag. Gabriele
Denk KG, LG Krems an der Donau

40. Adler-Apotheke Mag.pharm. Ingrid
Chvatal KG, LG Leoben

41. Admenta Beteiligungs GmbH, HG Wien

42. Admenta Denmark ApS, Copenhagen

43. Admenta Deutschland GmbH, Stuttgart

44. ADMENTA HOLDINGS LIMITED,
England

45. ADMENTA ITALIA S.P.A., CCIAA di
Bologna

46. ADMENTA PENSION TRUSTEES
LIMITED, England

47. Admenta Sweden AB

48. ADMENTA UK LIMITED, England

49. Admenta Verwaltungs GmbH, HG Wien

50. AFM S.p.A., CCIAA di Bologna

51. AHLP PHARMACY LIMITED, England

52. ALCHEM (SOUTHERN) LIMITED,
England

53. ALPE-ADRIA PHARMA farmacevtsko
podjetje d.o.o., Ljubljana

54. Alphar Ayeneux, Belgium

55. Alphar Gilly DL, Belgium

56. Alphar Monceau sur Sambre, Belgium

57. Alphar Partners SA, Belgium

58. Alte Löwen-Apotheke Mag. pharm.

Kristina Taubald KG, HG Wien

59. Alte Spora Apotheke Mag.pharm. Stephan
Öhlzelt KG, LG St. Pölten

60. Amethyst Acquisition Corp.

61. Ancavion GmbH, AG Darmstadt

62. Ancillary Management Solutions, Inc.

63. Anton-Bruckner-Apotheke Mag.pharm.

Christian Schwarzenbrunner KG, LG Linz

64. AOR Holding Company of Indiana, Inc.
(AOR Holding Company of Indiana, LLC)

65. AOR Holding Company of Indiana, LLC

66. AOR Management Company of Alabama,
Inc.

67. AOR Management Company of Arizona,
Inc. (AOR Management Company of
Arizona, LLC)
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-16

68. AOR Management Company of Arizona,
LLC

69. AOR Management Company of Central
Florida, Inc.

70. AOR Management Company of Florida,
Inc.

71. AOR Management Company of Indiana,
Inc. (AOR Management Company of
Indiana, LLC)

72. AOR Management Company of Indiana,
LLC

73. AOR Management Company of Kansas,
Inc.

74. AOR Management Company of Missouri,
Inc. (AOR Management Company of
Missouri, LLC)

75. AOR Management Company of Missouri,
LLC

76. AOR Management Company of Nevada,
Inc.

77. AOR Management Company of New
York, Inc.

78. AOR Management Company of North
Carolina, Inc.

79. AOR Management Company of Ohio, Inc.

80. AOR Management Company of
Oklahoma, Inc. (AOR Management
Company of Oklahoma, LLC)

81. AOR Management Company of
Oklahoma, LLC

82. AOR Management Company of Oregon,
Inc.

83. AOR Management Company of
Pennsylvania, Inc. (AOR Management
Company of Pennsylvania, LLC)

84. AOR Management Company of
Pennsylvania, LLC

85. AOR Management Company of South
Carolina, Inc.

86. AOR Management Company of Texas,
Inc.

87. AOR Management Company of Virginia,
Inc. (AOR Management Company of
Virginia, LLC)

88. AOR Management Company of Virginia,
LLC

89. AOR of Indiana Management Partnership

90. AOR of Texas Management Limited
Partnership

91. AOR of Texas Management, LLC

92. AOR Real Estate, Inc. (AOR Real Estate,
LLC)

93. AOR Real Estate, LLC

94. AOR Synthetic Real Estate, Inc. (AOR
Synthetic Real Estate, LLC)

95. AOR Synthetic Real Estate, LLC

96. AORIP, Inc.

97. AORT Holding Company, Inc. (AORT
Holding Company, LLC)

98. AORT Holding Company, LLC

99. AORT LP, LLC
100. Aporana AS
101. Apotheke "Zum Bergmann" Mag.pharm.

Sabine Tuttner KG, LG Leoben
102. Apotheke "Zur heiligen Dreifaltigkeit"
Mag. pharm. Edith Schuller-Grundnig
KG, Landesgericht Korneuburg
103. Apotheke "Zur Mutter Gottes" Mag.
pharm. Karin Nozicka KG, HG Wien
104. Apotheke Atzgersdorf Mr. Hermann
Latzin KG, Wien
105. Apotheke im Messepark Mag. pharm.

Dietmar Purin KG, LG Feldkirch
106. Apotheke Niklasdorf Mag. pharm.

Matthias Schöggl KG, LG Leoben
107. APOTHEKE U1 TROSTSTRASSE, Mag.
pharm. Max Wellan KG, HG Wien
108. Apotheke Zum heiligen Antonius Mag.
pharm. Walter Staschek KG, LG Wiener
Neustadt
109. Apotheke zum heiligen Schutzengel
Mag.pharm. Barbara Penz-Arzberger KG,
Landesgericht Graz
110. Apotheke zum Patriarchen Mag. pharm.

Brigitte Kölbl KG, HG Wien
111. Apotheke Zur hl. Dreifaltigkeit Mag.
pharm. Doris Richter KG, LG Wiener
Neustadt
112. Apotheke Zur Hütte Mag. pharm. Mrak
KG, LG Leoben
113. Apovest AS
114. Apovest Drift AS
115. Art Acquisition Subsidiary, Inc.
116. Ascalon International, Inc.
117. ATLAS Travel Clinic Limited, England
118. Attentus Medical Sales, Incorporated
(Attentus Medical Sales, LLC)
119. Attentus Medical Sales, LLC
120. Awarix, Inc.
121. Axis Medical Management, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-17
122. AYRSHIRE PHARMACEUTICALS
LIMITED, Scotland
123. AZIENDA FARMACEUTICA
MUNICIPALE di Cremona S.p.A.,
CCIAA di Cremona
124. Azienda Farmacie Milanesi S.p.A.,
CCIAA di Milano
125. Babbingore Limited, Dublin
126. BAILLIESTON HEALTH CENTRE
PHARMACY LIMITED, Scotland
127. Ballycane Pharmacy Limited, Ireland
128. BANNISTER & THATCHER LIMITED,
England
129. BARCLAY PHARMACEUTICALS
(ATHERSTONE) LIMITED, England
130. BARCLAY PHARMACEUTICALS
LIMITED, England
131. BARLEY CHEMISTS HOLDINGS
LIMITED, England
132. BARRY SHOOTER (ROMFORD)
LIMITED, England
133. BDI Pharma, Inc. (BDI Pharma, LLC)
134. BDI Pharma, LLC
135. Beausejour Drugs Limited
136. BEAUTY CARE DRUGSTORES
LIMITED, England
137. Beldere Corporation
138. BeneVi Health LLC (Biologics, Inc.)
139. BENU Apotheken B.V., Chamber of
commerce Amsterdam
140. BENU Nederland BV, Kamer van
Koophandel Amsterdam
141. BERKSHIRE MEDICAL SUPPLIES
LIMITED, England
142. BETTERLIFEHEALTHCARE LIMITED,
England
143. BIG PHARMA LIMITED, Scotland
144. Biologics, Inc.
145. Blackhall Pharmaceutical Distributors
Limited
146. Blackhawk Development LLC
147. Blackstaff Pharmaceuticals Limited,
England
148. Blomsterdalen Apotek AS
149. Blue Medical Supply, Inc. (McKesson
Medical-Surgical Inc.)
150. Boad Seven, Inc.
151. BOFH Holdings Unlimited Company,
Ireland
152. Bottomline Medical Solutions, LLC
(Linear Holdings, LLC)
153. Breamor Pharmacy Limited, Ireland
154. Brevard Radiation Oncology, LLC
155. Brickyard Acquisition Inc. (Biologics,
Inc.)
156. BRIDPORT MEDICAL CENTRE
SERVICES LIMITED, England
157. Brocacef Groep N.V., Maarssen
158. Brockton Radiation Oncology, LLC
159. Brooklyn Radiation Oncology, LLC
160. Brukar Enterprises, Inc.
161. Bullet Acquisition Corporation
162. CAHILL MAY ROBERTS GROUP
LIMITED, Dublin
163. California Golden State Finance Company
164. Camic Pharmacies Limited, Ireland
165. Canada Distribution Holdings Limited
Partnership
166. Canada Retail Holdings Limited
Partnership Societe en Commandite
Gestion Detail Canada
167. Cancer Treatment Associates of Northeast
Missouri, Ltd.
168. CARONET TRADING LIMITED,
England
169. Carrollton Radiation Therapy Center, LLC
170. Cascade Medical Supply, Inc. (McKesson
Medical-Surgical Minnesota Supply Inc.)
171. Cavalier Acquisition Company LLC
172. CCCN NW Building JV, LLC
173. Celesio Business Services Ltd., Ireland
174. CENTRALE D`ADMINISTRATION DE
BIENS IMMOBILIERS, Bobigny
175. CGSF Funding Corporation (CGSF
Funding LLC)
176. CGSF Funding LLC
177. Chem Labs Limited, Dublin
178. CHNG Newco LLC
179. CHNG NewSub Inc.
180. City Properties, S.A.
181. Civiche Farmacie Desio S.p.A., Italy
182. Claimone, LLC (Linear Holdings, LLC)
183. ClaimSecure Inc. (SUCCESSOR)
184. CLARK CARE GROUP LIMITED,
England
185. CLARK MUNRO LIMITED, Scotland
186. ClarusONE Sourcing Services LLP
187. Clinicians Database, L.L.C.
188. CMR Holdings Ltd, Dublin
189. Coleham, Dublin
190. Colorado Cancer Centers, LLC
191. Combined Enterprises Corporation
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-18
192. COMPANY CHEMISTS ASSOCIATION
LIMITED, England
193. COMPTOIR MONEGASQUE DE
BIOCHIMIE, Monaco
194. COMPTOIR PHARMACEUTIQUE
MEDITERRANEEN, Monaco
195. CONSORZIO SERVIZI SALUTARI
S.C.A. R.L., Italy
196. CookCo, Inc.
197. Cophana SA, Belgium
198. Corporation Groupe
Pharmessor/Pharmessor Group
Corporation (SUCCESSOR 10/01/2017)
199. Corporation of America
200. CoverMyMeds LLC
201. CoverMYMeds Specialty Pharmacy
Holdings LLC
202. CoverMYMeds Specialty Pharmacy LLC
203. CPG Industries, Inc.
204. Crocker Plaza Company (Crocker Plaza
LLC)
205. Crocker Plaza LLC
206. CROSS AND HERBERT (DEVON)
LIMITED, England
207. CROSS AND HERBERT (HOLDINGS)
LIMITED, England
208. CROSS AND HERBERT LIMITED,
England
209. Crowley`s Blackrock Limited, Dublin
210. Cypress Import Brokerage LLC
211. Cypress Medical Products LLC
212. D & K Healthcare Resources LLC
213. D & K Healthcare Resources, Inc. (D & K
Healthcare Resources LLC)
214. D & K Pharmacy Solutions, Inc.
215. D & K Receivables Corporation
216. D.F. O'Neill (Chemists) Ltd, Dublin
217. Dale Apotek AS
218. Danubia-Apotheke Mag. pharm. Barbara
Sedelies KG, HG Wien
219. Dargle Pharmacies Holdings Limited,
Ireland
220. DATACARE Datenpflege des
Pharmagroßhandels Ges.m.b.H., HG Wien
221. DATAPHARM, Paris
222. Daytona Beach Radiation Oncology, LLC
223. DC Land Company
224. DCAZ Land Company
225. Delta Clinical Research, LLC
226. DEPOTRADE, Bobigny
227. Derm Vantage, LLC
228. Diana-Apotheke Dr. et Mag. pharm.

Michaela Stipsits KG, LG Eisenstadt
229. Die Apotheke Ebenfurth, Mag.pharm.

Beate Haage-Löwe KG, LG Wiener
Neustadt
230. Dispensing Solutions Acquisition
Corporation (DS Holdings, Inc.)
231. Dispensing Solutions, Inc. (Dispensing
Solutions, LLC)
232. Dispensing Solutions, LLC (DS Holdings,
Inc.)
233. Ditt Apotek Amfi Os AS
234. Ditt Apotek Rodberg AS
235. Ditt Apotek Sorumsand AS
236. Diversified Healthcare, LLC
237. Dix Bulles Pharma, Belgium
238. DLI Market Intelligence ApS, Denmark
239. DOL Pharmacy Limited, Ireland
240. Donnybrook Pharmacy Limited, Ireland
241. Downtown Los Angeles Radiation
Oncology, LLC
242. DS Holdings, Inc. (DS Holdings, LLC)
243. DS Holdings, LLC (McKesson Medical-
Surgical Top Holdings Inc.)
244. DSRX, Inc. (DS Holdings, Inc.)
245. Dublin 2016 Acquisition, LLC
246. Dublin Holdings Acquisitions, LLC
(Vantage Oncology Holdings, LLC)
247. Dublin POS I Acquisition Corp. (POS I
Corp.)
248. East Indy CC, LLC
249. ECLIPSE HEALTHCARE LIMITED,
England
250. Edwards Medical Supply, Inc.
251. EM Acquisition Corporation
252. Emploi AS
253. Engel-Apotheke Mag. pharm. Susanne
Zauner KG, LG Wiener Neustadt
254. Ephrata Diamond Spring Water Co.
255. ESCON (ST NEOTS) LIMITED, England
256. Espafarmed S.L., Belgium
257. EUROSANTE (Société en liquidation),
Luxembourg
258. Evesland Limited, Dublin
259. EVOLUTION HOMECARE SERVICES
LIMITED, England
260. EXPERT HEALTH LIMITED, England
261. Family Pharmacy @ Las Colinas LLC
262. Fana Apotek AS
263. FAR.CO.SAN S.p.A., CCIAA di Arezzo
264. FARILLON LIMITED, England
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-19
265. Farmacia Garbatella I S.r.l., Italy
266. Farmacie Comunali di Modena S.p.A.,
Italy
267. Farmacie Comunali di Padova S.p.A.,
Italy
268. Farmacie di Sassuolo S.p.A., Italy
269. Farmacie Pratesi Pratofarma S.p.A.,
CCIAA di Prato
270. FARMALVARION S.R.L. SOCIO
UNICO, Italy
271. FASTPRO International, Inc.
272. Federal Medical Supplies, Inc. (McKesson
Medical-Surgical Minnesota Supply Inc.)
273. Felview Limited, Dublin
274. First Aid Service, Inc.
275. First Choice Medical Supply Holding, Inc.
(First Choice Medical Supply Holding,
LLC)
276. First Choice Medical Supply Holding,
LLC
277. First Choice Medical Supply, LLC
278. FIRTH & PILLING LIMITED, England
279. Flex-Master Technology Holdings, Inc.
280. Floriani-Apotheke Mag.pharm. Doris
Leykauf KG, LG Graz
281. Foremost de Venezuela, S.A. (Forvensa)
282. Foremost Homes Hawaii, Ltd.
283. Foremost Iran Corporation
284. Foremost Shir, Inc.
285. Foremost Tehran, Inc.
286. FOSTER & PLUMPTON GROUP
LIMITED, England
287. FOSTER & PLUMPTON LIMITED,
England
288. Foundation For Opioid Response Efforts
289. G J MALEY LIMITED, Isle Of Man
290. G K CHEMISTS (GLOS) LIMITED,
England
291. G K CHEMISTS LIMITED, England
292. GEHE Immobilien GmbH & Co. KG,
Stuttgart
293. GEHE Immobilien Verwaltungs-GmbH,
Stuttgart
294. GEHE Pharma Handel GmbH, Stuttgart
295. General Medical Inc.
296. GEORGE STAPLES (STOKE)
LIMITED, England
297. Gerard Ryan Pharmacy (Clonmel)
Limited, Dublin
298. GERSTHOFER-APOTHEKE
Mag.pharm. Elisabeth Reisegger KG, HG
Wien
299. Giardina Enterprises, Inc.
300. Glendale Radiation Oncology, LLC
(Vantage Oncology Treatment Centers,
LLC)
301. Golden State Company, Ltd.
302. Golden State Corporate Services LLC
303. Golden State Insurance Company Limited
304. Golden State Milk Products Company
305. Goodman Manufacturing Company
306. Gorrys Pharmacy Limited, Ireland
307. Goviltown Limited, Westmeath
308. GPL 2007 LIMITED, England
309. GRAEME PHARMACY (STIRLING)
LIMITED, Scotland
310. GREENS PHARMACEUTICAL
(HOLDINGS) LIMITED, England
311. Greenville Radiation Care, Inc.
312. Greystones Pharmacy Limited, Dublin
313. GROUPE PHR, France
314. Gulf South Medical Supply, Inc. (Gulf
South Medical Supply, LLC)
315. Gulf South Medical Supply, LLC
316. Gwinnett Radiation Oncology, LLC
317. H THATCHER LIMITED, England
318. Haleston Enterprises Limited, Dublin
319. HBO & Company (VI), Inc.
320. HBO & Company of Georgia
321. HBOC Ventures, Inc.
322. HC Beteiligungsgesellschaft mbH, HG
Wien
323. HDSC Acquisition Corp.
324. Health Data Sciences Corporation
325. Health Mart Atlas, LLC
326. Health Mart Systems, Inc.
327. HEALTH NEEDS LIMITED, England
328. HEALTHCLASS LIMITED, England
329. Heinz Management Co.
330. Helmard Holdings Limited, Dublin
331. HEP HealthQx Holdings, Inc. (McKesson
Technologies Inc.)
332. Herba Chemosan Apotheker-AG, HG
Wien
333. HERBERT FERRYMAN LIMITED,
England
334. Hercules Parent LLC
335. Herz - Jesu Apotheke Mag. pharm.

Marianne Keller KG, HG Wien
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-20
336. Herz Jesu Apotheke & Parfümerie Mag.
pharm. Ingrid Heller KG, LG Feldkirch
337. HF Land Company
338. HFN of Northwest Florida, Inc.
339. HIGGINS & SON (CHEMISTS)
LIMITED, England
340. HILL-SMITH (WARRINGTON)
LIMITED, England
341. HisComp Co., Zee Medical Service Co.
342. HMS Acquisition Corp.
343. HOLLYFAR - Marcas e Comunicação,
Unipessoal, Lda., Portugal
344. HOLMSCROFT HC LIMITED, Scotland
345. HOLON, S.A., Portugal
346. Honeybee Bridge LLC
347. HTP Inc. (HTP LLC)
348. HTP LLC
349. Hubertus-Apotheke Mag.pharm. E.

Klettenhofer KG, HG Wien
350. HUSKY AQUISITION INC.
351. Hygeia Bottled Water, Inc.
352. HYWEL DAVIES (CAERPHILLY)
LIMITED, England
353. IHA Corp.
354. Imagine Health, Inc.
355. INDEPENDENT PHARMACY CARE
CENTRES (2008) LIMITED, England
356. Indian River Radiation Oncology, LLC
357. Infolab, LLC
358. Innovent Oncology, LLC
359. INSPIRON DISTRIBUTION LIMITED,
England
360. Integrated Cancer Care, LLC
361. Integrated Pathology Services
362. IntelliClaim, Inc.
363. Inten GmbH, Stuttgart
364. Intercal, Inc.
365. International Dairy Engineering Co. of
Asia, Inc.
366. InterQual Inc.
367. intraFUSION GP, LLC
368. Intrafusion Holding Corp.
369. intraFUSION Purchasing Network, LLC
370. intraFUSION Research Network, LLC
371. Inviva, McKesson Pharma Care Network
Corporation / La Corporation Inviva,
Reseau de soins pharmacologiques
McKesson (SUCCESSOR)
372. Iowa Pharmaceutical Services, LLC
373. IPCC LIMITED, England
374. IPD Holdings, Inc.
375. J S DENT LIMITED, England
376. Bradbury (Surgical) Limited, Northern
Ireland
377. J.G. Crowley Pharmacy Limited, Dublin
378. JACS, Inc.
379. Jaron, Inc.
380. Jeffersonville Radiation Technology, LLC
381. Jessheim Apotek AS
382. Jewett Drug Co.
383. Jewett Drug LLC
384. Johannes Apotheke Mag. pharm. Deutsch
KG, LG Graz
385. JOHN BELL & CROYDEN LIMITED,
England
386. JOHN HAMILTON
(PHARMACEUTICALS) LIMITED,
Scotland
387. Jupiter Acquisition Ltd.
388. Kairnbury, Dublin
389. Kathleen Properties Subdivision
Association, Inc.
390. Keling Limited
391. Keltman Pharmaceuticals, Inc. (Linear
Holdings, LLC)
392. Kemofarmacija, veletrgovina za oskrbo
zdravstva, d.d., Ljubljana
393. Keystone/Ozone Pure Water Company
394. Kilshallow Limited, Dublin
395. KINGSWOOD CHEMISTS LIMITED,
England
396. KINGSWOOD GK LIMITED, England
397. Kitco, Inc.
398. Knowledgeable Healthcare Solutions, Inc.
399. Kreuz-Apotheke KG, HG Wien
400. KWS & P, Inc
401. KWS & P/SFA, Inc.
402. KYLE & CARRICK HOLDINGS
LIMITED, Scotland
403. Laboratoria Flandria NV, Belgium
404. Laboratory Supply Company
405. Labsco Holdings, Inc. (McKesson
Medical-Surgical Inc.)
406. Leesburg Radiation Oncology, LLC
407. LEVELCROWN LIMITED, England
408. Liberty Real Estate NJ LLC
409. Lind-Apotheke Mag. pharm. Alexander
Telesko KG, LG Klagenfurt
410. Linear Holdings, Inc. (McKesson
Medical-Surgical Top Holdings Inc.)
411. Linear Holdings, LLC (Linear Holdings,
Inc.)
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-21
412. Linear Medical Solutions, LLC
413. LINFORD PHARMACIES LIMITED,
England
414. LISEAPOTEKENE AS
415. Lissone Farmacie S.p.A., CCIAA di
Monza e Brianza
416. LIVINGSTON HEALTH CENTRE (P.D)
CO. LIMITED, Scotland
417. LKW, Inc.
418. LLOYDS CHEMISTS LIMITED,
England
419. LLOYDS CHEMISTS RETAIL
(NORTHERN) LIMITED, England
420. LLOYDS CHEMISTS RETAIL
LIMITED, England
421. LLOYDS GROUP PROPERTIES
LIMITED, England
422. Lloyds Pharmacy Clinical Homecare
Limited, England
423. LLOYDS PHARMACY LIMITED,
England
424. LLOYDS PROPERTIES LIMITED,
England
425. LLOYDS Property Management
Company Belgium S.A., Belgium
426. LLOYDS RETAIL CHEMISTS
LIMITED, England
427. Lloyds Retail S.r.l., Socio Unico, Italy
428. LLOYDSFARMACIA ROMA 4 S.R.L.,
Italy
429. Lloydspharma Group S.A., Belgium
430. Lloydspharma S.A., Belgium
431. Lloydspharmacy Ireland Limited, Dublin
432. Lory Apotheke Mag. pharm. Karin
Eichinger KG, HG Wien
433. LP Clinical Homecare Group Limited,
England
434. LPL ONE LIMITED, England
435. M H GILL LIMITED, England
436. M PAYNE & CO LIMITED, England
437. Macfor International Finance Company
438. MACON Acquisition Corp.
439. Macro Helix LLC
440. Madison Acquisition Inc.
441. Marathon Acquisition Subsidiary, Inc.
442. Mariahilf-Apotheke Mag. pharm.

Christoph Rücklinger KG, LG St. Pölten
443. Mariahilf-Apotheke Mag. pharm. Helga
Mann KG, Landesgericht Graz
444. Marien-Apotheke Mag. pharm. Thomas
Job KG, LG Eisenstadt
445. Marien-Apotheke, Mag.pharm. Eva
Grabner KG, Landesgericht Korneuburg
446. Maryland First Aid Co., Inc.
447. MASTA Limited, England
448. Masters Drug Company, Inc.
449. MATIS Immobilien OHG, Stuttgart
450. Maurice F. Dougan Limited, Dublin
451. May Roberts Ltd, Dublin
452. MCK Acquisition Corp.
453. McK International Financial Holdings
(Barbados) SRL
454. McKesson (Cayman Islands) Inc.
455. McKesson (Shanghai) Trading Company
Limited
456. McKesson + Strategic Solutions ULC /
Solutions Strategiques McKesson + ULC
457. McKesson Automation Systems Inc.
458. McKesson Belgium Holdings SPRL,
Belgium
459. McKesson Canada Corporation/La
Corporation McKesson Canada
(SUCCESSOR)
460. McKesson Canada Finance IA ULC
461. McKesson Canada Finance IB ULC
462. McKesson Capital Funding Corp.
463. McKesson Capital Funding Corporation
464. McKesson Capital LLC
465. McKesson Central Fill LLC (McKesson
Distribution Holdings LLC)
466. McKesson Contract Research
Organization LLC
467. McKesson Cork Business Solutions
Unlimited Company
468. McKesson Corporate Properties, Inc.
469. McKesson Corporation
470. McKesson Development Corp.
471. McKesson Distribution Holdings LLC
472. McKesson Drug Company LLC
473. McKesson Europe AG
474. McKesson Europe Holdings GmbH & Co.

KGaA
475. McKesson Europe Holdings Verwaltungs
GmbH
476. McKesson Financial Holdings II
Unlimited Company
477. McKesson Financial Holdings Unlimited
Company
478. McKesson Financing Trust III
479. McKesson Financing Trust IV
480. McKesson Foundation Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-22
481. McKESSON FRANCE HOLDINGS,
Bobigny
482. McKesson France Retail, Bobigny B
483. McKesson Funding Company of Canada
484. McKesson Global Procurement &
Sourcing Limited
485. McKesson Global Sourcing Limited
486. McKesson Global Sourcing Limited [Irish
Branch]
487. McKesson Health Solutions Holdings
LLC
488. McKesson Health Solutions LLC
489. McKesson Health Solutions Puerto Rico
Inc.
490. McKesson Health Solutions Texas Inc.
491. McKesson High Volume Solutions Inc.
492. McKesson Information Solutions Finance
S.a.r.l.
493. McKesson Information Solutions
Holdings II S.a.r.l.
494. McKesson Information Solutions
Holdings III S.a.r.l.
495. McKesson Information Solutions
Holdings IV S.a.r.l.
496. McKesson Information Solutions
Holdings V S.a.r.l.
497. McKesson Information Solutions III LLC
498. McKesson Information Solutions Inc.
(McKesson Information Solutions LLC)
499. McKesson Information Solutions IV LLC
500. McKesson Information Solutions LLC
501. McKesson Information Solutions
Topholdings S.a.r.l.
502. McKesson Information Solutions UK
Limited
503. McKesson International Bermuda IP2A
Limited
504. McKesson International Bermuda IP2B
Unlimited
505. McKesson International Bermuda IP3A
Limited
506. McKesson International Bermuda IP3B
Unlimited (McKesson International
Bermuda IP3A Limited)
507. McKesson International Bermuda IP4A
Limited
508. McKesson International Bermuda IP4B
Unlimited (McKesson International
Bermuda IP4A Limited)
509. McKesson International Bermuda IP5A
Limited
510. McKesson International Bermuda IP5B
Unlimited (McKesson International
Bermuda IP5A Limited)
511. McKesson International Bermuda
Opco1A Limited
512. McKesson International Bermuda Opco1B
Unlimited (McKesson International
Bermuda Opco1A Limited)
513. McKesson International Bermuda
Opco3A Limited
514. McKesson International Bermuda Opco3B
Unlimited (McKesson International
Bermuda Opco3A Limited)
515. McKesson International Bermuda
Opco4A Limited
516. McKesson International Bermuda Opco4B
Unlimited
517. McKesson International Finance III
Limited (McKesson US Finance
Corporation)
518. McKesson International Finance S.a.r.l.
519. McKesson International Holdings III
S.a.r.l.
520. McKesson International Holdings IV
S.a.r.l.
521. McKesson International Holdings S.a.r.l.
522. McKesson International Holdings
Unlimited Company
523. McKesson International Holdings VI
S.a.r.l.
524. McKesson International Holdings VII
S.a.r.l.
525. McKesson International Investment Corp.
526. McKesson International Ireland I Limited
527. McKesson International LLC
528. McKesson International Malaysia Sdn
Bhd
529. McKesson International S.a.r.l.
530. McKesson International Topholdings
S.a.r.l.
531. McKesson Ireland Limited
532. McKesson Logistics Solutions
533. McKesson Medical Imaging Company
Ltd. (predecessor)
534. McKesson Medical-Surgical FDT Inc.
535. McKesson Medical-Surgical Government
Solutions LLC
536. McKesson Medical-Surgical Holdings Inc.
537. McKesson Medical-Surgical Inc.
538. McKesson Medical-Surgical Iowa Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-23
539. McKesson Medical-Surgical Iowa Supply
Inc.
540. McKesson Medical-Surgical Maine Inc.
541. McKesson Medical-Surgical
Manufacturing Inc.
542. McKesson Medical-Surgical MediMart
Inc.
543. McKesson Medical-Surgical MediNet Inc.
544. McKesson Medical-Surgical Minnesota
Inc. (McKesson Medical-Surgical
Holdings Inc.)
545. McKesson Medical-Surgical Minnesota
Supply Inc.
546. McKesson Medical-Surgical Supply
Chain Services LLC
547. McKesson Medical-Surgical Top
Holdings Inc.
548. McKesson Medication Management
Holdings Inc.
549. McKesson Medication Management
Virgin Islands Inc.
550. McKesson Norway Holdings AS
551. McKesson Pharmacy Optimization LLC
552. McKesson Pharmacy Systems Canada
ULC
553. McKesson Pharmacy Systems LLC
554. McKesson Plasma and Biologics LLC
555. McKesson Prescription Drug Plan LLC
556. McKesson Property Company, Inc.
557. McKesson Purchasing Company LLC
558. McKesson Services Inc. (McKesson
Services LLC)
559. McKesson Services LLC
560. McKesson Sourcing Services Inc.
561. McKesson Specialized Distribution Inc. /
McKesson Distribution Specialisee Inc.
(Successor)
562. McKesson Specialty Arizona Inc.
563. McKesson Specialty Care Distribution
Corporation (McKesson Specialty Care
Distribution LLC)
564. McKesson Specialty Care Distribution JV
LLC
565. McKesson Specialty Care Distribution
LLC
566. McKesson Specialty Corporation
567. McKesson Specialty Distribution LLC
568. McKesson Specialty Health Innovative
Practice Services, LLC
569. McKesson Specialty Health Management
Services LLC
570. McKesson Specialty Health
Pharmaceutical & Biotech Solutions, LLC
571. McKesson Specialty Health
Pharmaceutical & Biotech Solutions, LP
(McKesson Specialty Health
Pharmaceutical & Biotech Solutions,
LLC)
572. McKesson Specialty Health Technology
Products LLC
573. McKesson Specialty Pharmacy, LP (RxC
Acquisition Company)
574. McKesson Specialty Prescription Services
(Atlantic) Corporation/Corporation
McKesson Services de Prescription
Spécialisée (Atlantique)
575. McKesson Specialty Prescription Services
(B.C.) Corporation
576. McKesson Specialty Prescription Services
Corporation
577. McKesson SPS (Manitoba) Corporation
578. McKesson Strategic Services Limited
579. McKesson Technologies Inc.
580. McKesson Trading Company
581. McKesson Transportation Systems, Inc.
582. McKesson UK Finance I Limited
583. McKesson UK Finance II Limited
584. McKesson UK Finance V Limited
585. McKesson UK Holdings Limited
586. McKesson US Finance Corporation
587. McKesson US Holdings GP
588. McKesson Ventures LLC
589. McKesson Ventures Unlimited Company
590. McQueary Bros. Drug Company
591. McQueary Bros. Drug Company, LLC
592. McSweeney Dispensers 10 Limited,
Ireland
593. McSweeney Dispensers 23 Limited,
Ireland
594. MDD pharma N.V., Belgium
595. MED3000 Health Solutions Southeast
596. MED3000 RPG
597. Medaid Supply, Inc.
598. Medcon Telemedicine Technology, Inc.
599. Median Healthcare Services Unlimited
Company, Ireland
600. Medical & Vaccine Products, Inc.
601. Medical Advisory Services for Travellers
Abroad Limited, England
602. Medical Specialties Distributors Holdings,
Inc. (MSD Parent Corporation)
603. Medical Specialties Distributors, LLC
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-24
604. Medical Specialties Holdings Corp.
(Medical Specialties Holdings II Corp.)
605. Medical Specialties Holdings II Corp.
606. Medicentres Canada Inc. (SUCCESSOR)
607. Medicine Shoppe Atlantic Corporation
608. Medicine Shoppe Canada Corporation
609. Medicine Shoppe Canada Real Estate
Corporation
610. MEDIMART LIMITED, England
611. MediVation, Inc.
612. MedVentive Inc.
613. MeMed CZ s.r.o., Praha
614. Menges Medizintechnik Schweiz AG,
Sankt Gallen
615. Merlin Subsidiary Inc.
616. Merrick Healthcare Limited
617. Metabolic Healthcare Holdings Limited,
England
618. Metabolic Healthcare Limited, England
619. Metropolitan Integrated Cancer Center,
L.L.C.
620. MH/USON Radiation Management
Company, LLC
621. MHD-USO General, LLC
622. MHD-USO Management Company, LP
623. MHS Connecticut LLC
624. Michigan Pharmaceutical Services, LLC
625. Mid-Atlantic Radiation Oncology LLC
626. Millennium Merger Corporation
627. Mohawk Liqueur Corporation
628. Mohren-Apotheke Mag. Christian Müller
KG, LG Graz
629. Moore Medical LLC (McKesson Medical-
Surgical Government Solutions LLC)
630. Mosaic Acquisition Corporation
631. MOUNT PHARMACY LIMITED,
England
632. MSA Products LLC
633. MSD Acquisition Corp. (Medical
Specialties Holdings Corp.)
634. MSD Parent Corporation (MSD
Acquisition Corp.)
635. Multum Information Services, Inc.
636. MUNRO PHARMACY LIMITED,
Scotland
637. MWPC Acquisition Corp.
638. MWPC Acquisition Corp. (PA)
639. My MHealth Limited, England & Wales
640. myhca, inc.
641. NARO, LLC
642. National Oncology Alliance, Inc.
643. Natureline, Dublin
644. NDC of Canada, Inc.
645. NDCHealth Corporation
646. NDCHealth Pharmacy Systems and
Services, Inc.
647. Nebraska Pharmaceutical Services, LLC
648. Negatron, Inc.
649. Nensi d.o.o., Ljubljana
650. NERO GP, LLC
651. New Experimental Therapeutics of San
Antonio, LLC
652. NEW KIRK PHARMACY LIMITED,
Scotland
653. New Mexico Pharmaceutical Services,
LLC
654. NewHealthCo, LLC
655. NexCura, LLC (McKesson Specialty
Health Technology Products LLC)
656. Nibelungen-Apotheke Mag. pharm.

Michaela Wachter KG, LG St. Pölten
657. Norsk Medisinaldepot AS
658. North Carolina Pharmaceutical Services,
LLC
659. Northeast Pennsylvania Radiation
Oncology, LP
660. Northern Arizona Oncology Centers, LLC
661. Northern Boulevard Radiation Oncology
Management, LLC
662. Northern San Fernando Valley Radiation
Oncology, LLC
663. Northstar Healthcare Holdings Limited
664. Northstar Healthcare Holdings Unlimited
Company
665. Northstar Healthcare Limited
666. Northstar Healthcare Unlimited Company
667. Northstar International Holdings Limited
668. Northstar Rx LLC
669. Norvern Enterprises, Inc.
670. NR Direct, Inc. (McKesson Patient Care
Solutions Inc.)
671. O`Leary Pharmacy (Lucan) Limited,
Dublin
672. OCP FORMATION, Bobigny
673. OCP PORTUGAL, PRODUTOS
FARMACÊUTICOS, S.A., Maia
674. OCP REPARTITION, Bobigny B
675. OCP, Bobigny
676. Oncology Holdings II, Inc.
677. Oncology Holdings, Inc.
678. Oncology Rehab Partners, LLC
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-25
679. Oncology Therapeutics Network
Corporation
680. Oncology Today, LP
681. OnMark, Inc.
682. Optimed Health Limited, England &
Wales
683. Orca Acquisition Corp.
684. Ørebekk Apotek AS
685. Oswald-Apotheke Mag. pharm. Ilse
Pedevilla KG, LG Feldkirch
686. OTN Generics, Inc.
687. OTN Participant, Inc.
688. Outpatient Infusion Systems, Inc
689. Øygarden Apotek AS
690. P C Cahill & Company Limited, Dublin
691. P.L.C.E., Inc.
692. Packet Merger Sub Inc.
693. PALEMODA LIMITED, England
694. Palm Merger Sub, Inc.
695. Panther Acquisition Corporation
696. Panther-Apotheke Mag. pharm. Margarete
Breyha KG., LG St. Pölten
697. Paracelsus-Apotheke Mag. pharm. Dr.

Birgit Müller KG, Austria
698. Pathology Service Associates, LLC
699. Pathway Purchasing Network, LLC
700. Patient Account Management Services,
Inc.
701. PAUL WHEELER LIMITED, England
702. PCB SA, Belgium
703. PEEL STREET PHARMACY LIMITED,
England
704. peerVue, Inc. (DE)
705. peerVue, Inc. (NH)
706. Pemberton Marketing International
Limited
707. Penn-Chem Corporation
708. PERILLA Grundstücks-
Verwaltungsgesellschaft mbH & Co. KG,
AG München
709. Per-Se Transaction Services, Inc.
710. PF2 McKesson Technologies Inc.
711. PF2 SpinCo Inc.
712. Pharma Belgium Belmedis SA, Belgium
713. PHARMA PARTNERS, Belgium
714. Pharma Services (NI) Limited, Northern
Ireland
715. Pharmaceutical Distributors Federation
Ireland Company Limited By Guarantee
716. Pharmaceutical Support Services, Inc.
717. Pharmacie Ananga-Talom, Belgium
718. Pharmacie de la Bascule, Belgium
719. PHARMACTIV DISTRIBUTION,
Bobigny B
720. Pharmacy O`Riada Holdings Limited,
Dublin
721. PHARMAGEN LIMITED, England
722. PHILIP GOODMAN LIMITED, England
723. PHR ANTILLES, FORT DE FRANCE
724. PhyServ Solutions, Inc.
725. Physician Micro Systems, Inc.
726. Physician Oncology Services
Management Company, LLC
727. Physician Reliance Holdings, LLC
728. Physician Reliance Maryland, LP
729. Physician Reliance Network, Inc.
(Physician Reliance Network, LLC)
730. Physician Reliance Network, LLC
731. Physician Reliance, L.P.
732. Physician Reliance, LLC
733. Physician Sales & Service Limited
Partnership
734. Physician Sales & Service, Inc.
(McKesson Medical-Surgical Top
Holdings Inc.)
735. Pindsle Apotek AS
736. PMLX Limited
737. POC Management Group, LLC
(Dispensing Solutions, Inc.)
738. Podiatry Online, Inc.
739. Portico Systems of Delaware, Inc.
740. POS I Corp. (Dublin 2016 Acquisition,
LLC)
741. Presbyterian Cancer Center-Dallas, LLC
742. Prescribing Support Services Limited,
England & Wales
743. Prima Brands Limited, Northern Ireland
744. PRIMELIGHT LIMITED, England
745. Prismedica S.A.S.
746. PRN Physician Reliance, LLC
747. Pro-AvO GmbH, Deutschland
748. Proclaim, Inc. (McKesson Medical-
Surgical MediMart Inc.)
749. PRODILAB, France
750. Providence Radiation Oncology Partners
LLC
751. PSS China Sourcing Limited
752. PSS Global Holdings
753. PSS Global Sourcing China Business
Trust
754. PSS Global Sourcing Hong Kong Limited
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-26
755. PSS Global Sourcing Limited [Hong
Kong]
756. PSS HK 1 Limited
757. PSS Holding, Inc. (McKesson Medical-
Surgical Inc.)
758. PSS Service, Inc. (McKesson Medical-
Surgical Top Holdings Inc.)
759. PSS Southeast Asia Limited
760. PSS World Medical, Inc.
761. PST Products, LLC
762. PST Services, Inc. (PST Products, LLC)
763. Purchasing Alliance for Clinical
Therapeutics, LLC
764. R F FOSKETT & SON LIMITED,
England
765. R GORDON DRUMMOND LIMITED,
England
766. R/X Automation Solutions, LLC
767. Raabtal-Apotheke Mag.pharm. Karin
Drawetz KG, Landesgericht Graz
768. Radiation Oncology Services of America,
Inc.
769. Radiotherapy Clinic Holdings, LLC
770. Radiotherapy Clinics of Kentuckiana,
LLC
771. Radiotherapy Clinics of Kentuckiana-2,
LLC
772. Radius Data Solutions, LLC
773. Radius Reimbursement Services, LLC
774. Radunnco, Inc.
775. Rancare, Inc.
776. Randolph Home Care Inc.
777. Randolph Medical Inc.
778. RCOG Cancer Centers, LLC
779. Rebel Distributors Corp. (McKesson
Medical-Surgical Top Holdings Inc.)
780. recucare GmbH, Stuttgart
781. recusana GmbH, Stuttgart
782. Regenbogenapotheke "Am Leberberg"
Mag. pharm. Andreas Portisch KG, HG
Wien
783. RelayHealth Corporation (McKesson
Information Solutions LLC)
784. Renoir Acquisition Corporation
785. Renoir Acquisition Corporation (DE)
786. RESEAU SANTE, BREST
787. RetraceHealth, Inc.
788. Rexall Pharmacy Group Ltd.
789. Rexall/Pharma Plus Pharmacies (BC) Ltd.
790. Rexall/Pharma Plus Pharmacies (Sask)
Ltd.
791. Rexall/Pharma Plus Pharmacies Ltd.
792. Riel, Inc.
793. Riverside Radiation Oncology, LLC
(Vantage Oncology Treatment Centers,
LLC)
794. R-jet, Incorporated
795. RMCC Cancer Center, Inc. (RMCC
Cancer Center, LLC)
796. RMCC Cancer Center, LLC
797. ROSA of Eastern Shore, LLC
798. ROSA of Georgia, LLC
799. ROSA of South Alabama, LLC
800. ROSA of Southern New Jersey, LLC
801. Roth Medical Services, Inc.
802. RPRS, LLC
803. RX Information Technology LLC
804. RxC Acquisition Company
805. RxCrossroads 3PL LLC
806. Ryle and De Lacy Pharmacies Limited,
Ireland
807. S.K.U., Inc.
808. Salus-Apotheke Mag. pharm. Simone
Gaigg KG, Salzburg
809. Salvator - Apotheke Mag. pharm.

Gertrude Pölzl KG, LG Leoben
810. San Bruno Mountain Ltd., A California
Limited Partnership
811. Sandviken Apotek AS
812. Sangers (Northern Ireland) Limited,
Northern Ireland
813. SANOVA Pharma GesmbH, HG Wien
814. SAVORY & MOORE (JERSEY)
LIMITED, Jersey
815. SAVORY & MOORE LIMITED,
Scotland
816. SCHOLES (CHEMISTS) LIMITED,
England
817. Schutzengelapotheke Neufeld Mag.

Schweifer KG, LG Eisenstadt
818. Scrip Pak, LLC (Linear Holdings, LLC)
819. Script2U Holdings LLC
820. Script2U LLC
821. ScriptHero LLC
822. ScriptHero Pharmacy Holdings LLC
823. ScriptHero Pharmacy LLC
824. Select RX, LLC (Linear Holdings, LLC)
825. SelectPlus Oncology, LLC
826. Sens Arbeidsinkludering AS
827. Sens Eiendom AS
828. Sens Gruppen AS
829. Sens Utvikling AS
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-27
830. SERVICE DE LA REPARTITION
PHARMACEUTIQUE, Paris
831. SF Valley Derm Equipment I, LLC
832. Sherman Oaks Radiation Oncology, LLC
(Vantage Oncology Treatment Centers,
LLC)
833. Sherman Oaks Radiation Technology,
LLC (Vantage Oncology Treatment
Centers, LLC)
834. Shoup Properties, Inc.
835. SHS V Medtech Investments GmbH &
Co. KG
836. Simply Medical LLC
837. SIVEM Pharmaceuticals ULC/SIVEM
Produits Pharmaceutiques ULC
838. Six R Investments, Inc.
839. SOCIETE COOPERATIVE OUEST

PARTAGE, BREST
840. SOCIETE D`ETUDES ET DE

REALISATIONS INFORMATIQUES,
Monaco
841. Sofarmex BVBA, Belgium
842. Sofiadis SCRL, Belgium
843. Soldier Acquisition Corporation
844. SOPI The Lough Limited, Ireland
845. SOPI Youghal Limited, Ireland
846. SourceTenn LLC
847. South Alabama Cancer Centers, LLC
848. South Bay Radiation Oncology, LLC
849. South Pacific Medical Inc.
850. Southeast Merger Corp.
851. Southeast Texas Cancer Centers, L.P.
852. Southern California Radiation Oncology,
LLC
853. Spider Acquisition Corporation
854. Spirit Acquisition Corporation
855. Spring Valley Industries, LLC
856. St. Louis Pharmaceutical Services, LLC
857. St. Lucas-Apotheke Mag.pharm. Ilona
Elisabeth Leitner KG, HG Wien
858. St. Markus Apotheke Dr. Elke
Kramberger-Kaplan KG, LG Linz
859. St. Richard Apotheke Mag.pharm. Ursula
Kohl KG, Landesgericht Korneuburg
860. Stadion-Apotheke Mag. pharm. Ulrike
Grosser-Schmidt KG, LG St. Pölten
861. Stadt-Apotheke "Zur heiligen Barbara"
Mag. pharm. Igor Mauritsch KG, Austria
862. Stadtapotheke Fürstenfeld Mag. pharm.

Waltraud Maier KG, Landesgericht Graz
863. Stat RX USA, LLC (Linear Holdings,
LLC)
864. STATIM FINANCE LIMITED, England
865. STEPHEN SMITH LIMITED, Guernsey
866. Sterling Medical Services, LLC
(McKesson Patient Care Solutions Inc.)
867. STQ LLC
868. Strategic Health Alliance II, Inc.
869. Strategic Health Alliance Management
Corp.
870. Strategic Sourcing Services LLC
871. Streator Radiation Oncology, LLC
872. Stubaital-Apotheke Mag.pharm. Christian
Kernstock KG, LG Innsbruck
873. Summa Script LLC
874. Sund Apotek AS
875. SUPERFIELD LIMITED, England
876. Supplylogix LLC
877. T AND I WHITE LIMITED, England
878. T. Sheridan Sales & Marketing, Dublin
879. Tabor Apotheke Mag. pharm. Wolfram
Schaden KG, LG Steyr
880. Targa Parent Holdings, LLC
881. TBC Products, Inc.
882. Temperature Controlled Pharmaceuticals
Limited
883. Test Corporation changed 2 GM 3 AG
884. Test Entity - Corporation
885. Test Entity - Corporation (Glenette)
886. Test Entity - LLC (Anne)
887. Test Entity - LLC (Glenette)
888. Test Entity - LLC (Karen)
889. Test Entity - LLC (Melissa)
890. Test Entity - LP
891. Test Entity - Manager LLC
892. Test Entity - Member LLC
893. Test Entity - Parent Corporation
894. Texas Pharmaceutical Services, LLC
895. Texas Proton Therapy Center, LLC
896. The Oregon Cancer Centers, Ltd.
897. Theratech, Inc. (McKesson Medical-
Surgical Top Holdings Inc.)
898. Thriftymed, Inc. (McKesson Medical-
Surgical Top Holdings Inc.)
899. THURNBY ROSE LIMITED, England
900. Titus Home Health Care LLC
901. Tjellesen Max Jenne A/S, Rodovre
902. Todin A/S, Denmark
903. TOPS Pharmacy Services, Inc.
904. Tower Radiation Technology, LLC
905. Tracer Enterprises LLC
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-28
906. Tri-State Radiation Oncology Centers,
LLC
907. Tuna Acquisition Corp.
908. Tyler Radiation Equipment Leasing, LLC
909. Unicare Dispensers 16 Limited, Ireland
910. Unicare Dispensers 27 Limited, Ireland
911. Unicare Dispensers 5 Limited, Ireland
912. Unicare Pharmacy Group Limited, Dublin
913. United Drug (Wholesale) Limited
914. United Drug Distributors Ireland Limited
915. Unity Oncology, LLC
916. Urbani-Apotheke Mag. pharm. Bernhard
Prattes KG, LG Graz
917. US Oncology Corporate, Inc.
918. US Oncology Holdings, Inc.
919. US Oncology Lab Services, LLC
920. US Oncology Pharmaceutical Services,
LLC
921. US Oncology Pharmacy GPO, L.P.
922. US Oncology Reimbursement Solutions,
LLC
923. US Oncology Research, Inc. (US
Oncology Research, LLC)
924. US Oncology Research, LLC
925. US Oncology Specialty, LP
926. US Oncology, Inc.
927. USCITA LIMITED, England
928. USON Insurance Company
929. USON Risk Retention Group, Inc.
930. Utah Acquisition Corporation
931. Valley Equipment Company
932. Vantage Acquisition Company, LLC
(Vantage Oncology, LLC)
933. Vantage Acquisition Finance, LLC
(Vantage Oncology, LLC)
934. Vantage Cancer Care - Alabama, LLC
(Vantage Cancer Care Networks, LLC)
935. Vantage Cancer Care - Indiana, LLC
(Vantage Cancer Care Networks, LLC)
936. Vantage Cancer Care - New Mexico, LLC
(Vantage Cancer Care Networks, LLC)
937. Vantage Cancer Care Network of
Alabama, LLC (Vantage Cancer Care
Networks, LLC)
938. Vantage Cancer Care Network of Indiana,
LLC (Vantage Cancer Care Networks,
LLC)
939. Vantage Cancer Care Network of New
Mexico, LLC (Vantage Cancer Care
Networks, LLC)
940. Vantage Cancer Care Networks, LLC
941. Vantage Cancer Centers of Georgia, LLC
942. Vantage Central Ohio Radiation Therapy,
LLC
943. Vantage Equipment Acquisition, LLC
944. Vantage Exton Radiation Oncology, LLC
945. Vantage Medical Management Services,
LLC
946. Vantage Mokena Radiation Oncology,
LLC
947. Vantage Oncology - Brooklyn, LLC
948. Vantage Oncology Centers - Beverly
Hills, LLC
949. Vantage Oncology Finance Co. (Vantage
Oncology, LLC)
950. Vantage Oncology Holdings, LLC
951. Vantage Oncology LLC PAC Corporation
952. Vantage Oncology Physics, LLC
953. Vantage Oncology Treatment Centers -
Brevard, LLC
954. Vantage Oncology Treatment Centers -
Brockton, LLC
955. Vantage Oncology Treatment Centers -
Central Florida, LLC (Vantage Oncology
Treatment Centers, LLC)
956. Vantage Oncology Treatment Centers -
Northern Arizona, LLC
957. Vantage Oncology Treatment Centers -
Ohio, LLC (Vantage Oncology Treatment
Centers, LLC)
958. Vantage Oncology Treatment Centers -
San Antonio, LLC (Vantage Oncology
Treatment Centers, LLC)
959. Vantage Oncology Treatment Centers -
Tri-State, LLC
960. Vantage Oncology Treatment Centers,
LLC
961. Vantage Oncology, LLC
962. Vantage Operational Support Services,
LLC
963. Vantage Radiation Oncology Associates,
LLC
964. Vantage San Antonio Radiation
Oncology, LLC (Vantage Oncology
Treatment Centers - San Antonio, LLC)
965. Vantage South Suburban Radiation
Oncology, LLC
966. VC Services, Inc.
967. VEC GP, LLC
968. VerbalCare, LLC
969. Verdal Apotek AS
970. Very Important Products, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
J-29
971. Visitacion Associates
972. Vitapharm, proizvodnja in trgovina
farmacevtskih izdelkov d.o.o., Murska
Sobota
973. Vitusapotek Jessheim Storsenter AS
974. Vitus-Apoteket Torvbyen Fredrikstad AS
975. VOTC-Queens, LLC
976. Vulcan Acquisition Subsidiary, Inc.
977. W H CHANTER LIMITED, England
978. W H GREEN (CHEMISTS) LIMITED,
England
979. W JAMIESON (CHEMISTS) LIMITED,
England
980. W.H.C.P. (DUNDEE) LIMITED,
Scotland
981. Walsh Distribution, L.L.C.
982. Walsh Healthcare Solutions LLC
983. Walsh Healthcare Solutions, Inc.
984. Walsh Heartland, L.L.C.
985. Walsh Southwest L.L.C.
986. Well.ca ULC
987. West Florida Radiation Therapy, LLC
988. West Wholesale Drug Co.
989. WESTCLOSE LIMITED, England
990. Western Tumor Radiation Oncology, LLC
(Vantage Oncology Treatment Centers,
LLC)
991. Westside LA Derm Equipment I, LLC
992. WFCC Radiation Management Company,
LLC
993. Wickham Radiation Oncology, LLC
(Vantage Oncology Treatment Centers,
LLC)
994. Wiley Industries, LLC
995. Wilkes Barre Radiation Technology, LLC
(Vantage Oncology Treatment Centers,
LLC)
996. Wilkes-Barre Radiation Oncology, LLC
997. Windmill Realty, LLC
998. WOODSIDE PHARMACY (GLASGOW)
LIMITED, Scotland
999. World Medical Government Solutions,
LLC
1000. WorldMed Shared Services, Inc.
1001. WZ-WundZentren GmbH, AG Düsseldorf
1002. Ybbstal-Apotheke Mag.pharm. Adelheid
Tazreiter KG, LG St. Pölten
1003. Zeepro, Inc.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
K-1

EXHIBIT K
Subdivision Settlement Participation Form
Governmental Entity: State:

Authorized Official:

Address 1:

Address 2:

City, State, Zip:

Phone:

Email:

The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated July 21, 2021 (“Distributor Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Distributor Settlement, release all Released Claims against all Released Entities, and agrees as follows.

1. The Governmental Entity is aware of and has reviewed the Distributor Settlement, understands that all terms in this Participation Form have the meanings defined therein, and agrees that by signing this Participation Form, the Governmental Entity elects to participate in the Distributor Settlement and become a Participating Subdivision as provided therein.

2. The Governmental Entity shall, within 14 days of the Reference Date and prior to the filing of the Consent Judgment, secure the dismissal with prejudice of any Released Claims that it has filed.

3. The Governmental Entity agrees to the terms of the Distributor Settlement pertaining to Subdivisions as defined therein.

4. By agreeing to the terms of the Distributor Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

5. The Governmental Entity agrees to use any monies it receives through the Distributor Settlement solely for the purposes provided therein.

6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role as provided in, and for resolving disputes to the extent provided in, the Distributor Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the Distributor Settlement.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
K-2

7. The Governmental Entity has the right to enforce the Distributor Settlement as provided therein.

8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Distributor Settlement, including, but not limited to, all provisions of Part XI, and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Distributor Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Distributor Settlement shall be a complete bar to any Released Claim.

9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the Distributor Settlement.

10. In connection with the releases provided for in the Distributor Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her would have materially affected his or her settlement with the debtor or released party.

A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities’ decision to participate in the Distributor Settlement.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
K-3

11. Nothing herein is intended to modify in any way the terms of the Distributor Settlement, to which Governmental Entity hereby agrees. To the extent this Participation Form is interpreted differently from the Distributor Settlement in any respect, the Distributor Settlement controls.

I have all necessary power and authorization to execute this Participation Form on behalf of the Governmental Entity.

Signature: _____________________________
Name: _____________________________
Title: _____________________________
Date: _____________________________
DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
L-1

EXHIBIT L
Settlement Fund Administrator
This Exhibit L will be appended to the Agreement prior to the Initial Participation Date pursuant to Section I.MMM.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
M-1

EXHIBIT M
Settlement Payment Schedule
The below reflects the maximum payment if all States become Settling States and no offsets or reductions pursuant to this Agreement apply.

The text of this Agreement explains the terms, conditions, and underlying calculations for each of these Payments.

Payment 1 Payment 2 Payment 3 Payment 4 Payment 5 Payment 6 Payment 7 Payment 8 Payment 9 Payment 10 Payment 11 Payment 12 Payment 13 Payment 14 Payment 15 Payment 16 Payment 17 Payment 18 Total Resitution/Abatement $792,612,857.89 $832,997,473.28 $832,997,473.28 $1,042,614,337.16 $1,042,614,337.15 $1,042,614,337.15 $1,042,614,337.15 $1,226,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $18,554,013,691.11 Base $458,881,128.25 $482,261,695.06 $482,261,695.06 $603,618,826.78 $603,618,826.77 $562,304,221.38 $562,304,221.38 $668,613,860.15 $668,613,860.15 $668,613,860.15 $555,451,916.87 $555,451,916.87 $555,451,916.87 $555,451,916.87 $555,451,916.87 $555,451,916.87 $555,451,916.87 $555,451,916.87 $10,204,707,530.09 Bonus A $333,731,729.64 $350,735,778.22 $350,735,778.22 $438,995,510.38 $438,995,510.38 $408,948,524.64 $408,948,524.64 $486,264,625.57 $486,264,625.57 $486,264,625.57 $403,965,030.45 $403,965,030.45 $403,965,030.45 $403,965,030.45 $403,965,030.45 $403,965,030.45 $403,965,030.45 $403,965,030.45 $7,421,605,476.43 Bonus B $208,582,331.02 $219,209,861.39 $219,209,861.39 $274,372,193.99 $274,372,193.99 $255,592,827.90 $255,592,827.90 $303,915,390.98 $303,915,390.98 $303,915,390.98 $252,478,144.03 $252,478,144.03 $252,478,144.03 $252,478,144.03 $252,478,144.03 $252,478,144.03 $252,478,144.03 $252,478,144.03 $4,638,503,422.77 Bonus C $125,149,398.61 $131,525,916.83 $131,525,916.83 $164,623,316.39 $164,623,316.39 $153,355,696.74 $153,355,696.74 $182,349,234.59 $182,349,234.59 $182,349,234.59 $151,486,886.42 $151,486,886.42 $151,486,886.42 $151,486,886.42 $151,486,886.42 $151,486,886.42 $151,486,886.42 $151,486,886.42 $2,783,102,053.66 Bonus D $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $71,361,591.12 $927,700,684.60 Additional Restitution Amount $64,615,384.62 $113,076,923.08 $105,000,000.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $282,692,307.70 State Cost Fund $56,538,461.54 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $56,538,461.54 State Outside Counsel Fee Fund $136,044,378.70 $129,230,769.23 $17,417,159.76 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $282,692,307.70 Attorney Fee Fund $136,044,378.70 $150,934,911.25 $270,825,443.80 $183,625,739.68 $183,625,739.69 $183,625,739.69 $183,625,739.69 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $1,292,307,692.51 MDL Expense Fund $40,384,615.39 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $40,384,615.39 Litigating Subdivision Cost Fund $40,000,000.00 $40,000,000.00 $40,000,000.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $120,000,000.00 Total Payment $1,266,240,076.84 $1,266,240,076.84 $1,266,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,226,240,076.84 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $1,030,778,538.44 $20,628,629,075.93 Max After Credit $491,370,923.07 Tribal/W. Va. Credit
$21,119,999,999.00 Global Settlement Amount
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EXHIBIT N
Additional Restitution Amount Allocation
American Samoa 0.0269444247%
Arizona 3.6430210329%
California 16.2669545320%
Colorado 2.7085512198%
Connecticut 2.1096636070%
District of Columbia 0.3322525916%
Guam 0.0804074609%
Illinois 5.4255643065%
Iowa 1.2999070108%
Kansas 1.3410510698%
Louisiana 2.3525361878%
Maine 0.9038789471%
Maryland 3.2974316916%
Massachusetts 3.6093694218%
Minnesota 2.1790874099%
Missouri 3.1849331362%
N. Mariana Islands 0.0285222675%
Nebraska 0.7246475605%
New Jersey 4.3741379541%
New York 9.7303039729%
North Carolina 5.1803544928%
North Dakota 0.3171626484%
Oregon 2.2051475878%
Pennsylvania 7.0279415168%
Tennessee 4.2216179010%
Texas 10.4894528864%
Virgin Islands 0.0544915651%
Virginia 3.7333854452%
Wisconsin 2.8360231633%
Wyoming 0.3152569876%
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EXHIBIT O
Adoption of a State-Subdivision Agreement
A State-Subdivision Agreement shall be applied if it meets the requirements of Section V and is approved by the State and by the State’s Subdivisions as follows:

1. Requirements for Approval. A State-Subdivision Agreement shall be agreed when it has been approved by the State and either (a) Subdivisions whose aggregate “Population Percentages,” determined as set forth below, total more than sixty percent (60%), or (b) Subdivisions whose aggregate Population Percentages total more than fifty percent (50%) provided that these Subdivisions also represent fifteen percent (15%) or more of the State’s counties or parishes (or, in the case of Settling States whose counties and parishes that do not function as local governments, fifteen percent (15%) of or more of the Settling State’s General Purpose Governments that qualify as Subdivisions), by number.

2. Approval Authority. Approval by the State shall be by the Attorney General. Approval by a Subdivision shall be by the appropriate official or legislative body pursuant to the required procedures for that Subdivision to agree to a legally binding settlement.

3. Population Percentage Calculation. For purposes of this Exhibit O only, Population Percentages shall be determined as follows: For States with functional counties or parishes17, the Population Percentage of each county or parish shall be deemed to be equal to (a) (1) two hundred percent (200%) of the population of such county or parish, minus (2) the aggregate population of all Primary Incorporated Municipalities located in such county or parish, divided by (b) two hundred percent (200%) of the State’s population. A “Primary Incorporated Municipality” means a city, town, village or other municipality incorporated under applicable state law with a population of at least 25,000 that is not located within another incorporated municipality. The Population Percentage of each Primary Incorporated Municipality shall be equal to its population (including the population of any incorporated or unincorporated municipality located therein) divided by two hundred percent (200%) of the State’s population; provided that the Population Percentage of a Primary Incorporated Municipality that is not located within a county shall be equal to two hundred percent (200%) of its population (including the population of any incorporated or unincorporated municipality located therein) divided by two hundred percent (200%) of the State’s population. For all States that do not have functional counties or parishes, the Population Percentage of each General Purpose Government (including any incorporated or unincorporated municipality located therein), shall be equal to its population divided by the State’s population.

4. Preexisting Agreements and Statutory Provisions. A State may include with the notice to its Subdivisions an existing agreement, a proposed agreement, or statutory provisions regarding the distribution and use of settlement funds and have the acceptance of such an agreement or statutory provision be part of the requirements to be an Initial Participating Subdivision. 17 Certain states do not have counties or parishes that have functional governments, including: Alaska, Connecticut, Massachusetts, Rhode Island, and Vermont.

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5. Revised Agreements. A State-Subdivision Agreement that has been revised, supplemented, or refined shall be applied if it meets the requirements of Section V and is approved by the State and by the State’s Subdivisions pursuant to the terms above.

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EXHIBIT P
Injunctive Relief
I. INTRODUCTION
A. Within ninety (90) days of the Effective Date unless otherwise set forth herein, each Injunctive Relief Distributor shall implement the injunctive relief terms set forth in Sections II through XIX (the “Injunctive Relief Terms”) in its Controlled Substance Monitoring Program (“CSMP”).

B. The Effective Date of these Injunctive Relief Terms shall be defined by Section I.P of the Settlement Agreement, dated as of July 21, 2021, which incorporates these Injunctive Relief Terms as Exhibit P.

II. TERM AND SCOPE
A. The duration of the Injunctive Relief Terms contained in Sections IV through XVI shall be ten (10) years from the Effective Date.

B. McKesson Corporation, Cardinal Health, Inc., and AmerisourceBergen Corporation are referred to collectively throughout these Injunctive Relief Terms as the “Injunctive Relief Distributors” or individually as an “Injunctive Relief Distributor.” Each Injunctive Relief Distributor is bound by the terms herein.

C. The requirements contained in Sections VIII through XV shall apply to the distribution of Controlled Substances to Customers by each Injunctive Relief Distributor’s Full-Line Wholesale Pharmaceutical Distribution Business, including by any entities acquired by the Injunctive Relief Distributors that are engaged in the Full-Line Wholesale Pharmaceutical Distribution Business. The prior sentence is not limited to activity physically performed at each Injunctive Relief Distributor’s distribution centers and includes activity covered by the prior sentence performed by each Injunctive Relief Distributor at any physical location, including at its corporate offices or at the site of a Customer with respect to Sections III through XV.

III. DEFINITIONS
A. “ Audit Report.” As defined in Section XVIII.H.3.

B. “ Chain Customers.” Chain retail pharmacies that have centralized corporate headquarters and have multiple specific retail pharmacy locations from which Controlled Substances are dispensed to individual patients.

C. “ Chief Diversion Control Officer.” As defined in Section IV.A.

D. “ Clearinghouse.” The system established by Section XVII.

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E. “ Clearinghouse Advisory Panel.” As defined in Section XVII.B.4.

F. “ Controlled Substances.” Those substances designated under schedules II-V pursuant to the federal Controlled Substances Act and the laws and regulations of the Settling States that incorporate federal schedules II-V. For purposes of the requirements of the Injunctive Relief Terms, Gabapentin shall be treated as a Controlled Substance, except for purposes of Section XII for Customers located in States that do not regulate it as a controlled substance or similar designation (e.g., drug of concern).

G. “ Corrective Action Plan
.” As defined in Section XIX.B.7.b.

H. “ CSMP.” As defined in Section I.A.

I. “ CSMP Committee.” As defined in Section VI.A.

J. “ Customers.” Refers collectively to current, or where applicable potential, Chain Customers and Independent Retail Pharmacy Customers. “Customers” do not include long-term care facilities, hospital pharmacies, and pharmacies that serve exclusively inpatient facilities.

K. “ Data Security Event.” Refers to any compromise, or threat that gives rise to a reasonable likelihood of compromise, by unauthorized access or inadvertent disclosure impacting the confidentiality, integrity, or availability of Dispensing Data.

L. “ Dispensing Data.” Includes, unless altered by the Clearinghouse Advisory Panel:
(i) unique patient IDs; (ii) patient zip codes; (iii) the dates prescriptions were dispensed; (iv) the NDC numbers of the drugs dispensed; (v) the quantities of drugs dispensed; (vi) the day’s supply of the drugs dispensed; (vii) the methods of payment for the drugs dispensed; (viii) the prescribers’ names; (ix) the prescribers’ NPI or DEA numbers; and (x) the prescribers’ zip codes or addresses.

The Clearinghouse will be solely responsible for collecting Dispensing Data.

M. “ Draft Report.” As defined in Section XVIII.H.1.

N. “ Effective Date.” As defined in Section I.B.

O. “Full-Line Wholesale Pharmaceutical Distribution Business.” Activity engaged in by distribution centers with a primary business of supplying a wide range of branded, generic, over-the-counter and specialty pharmaceutical products to Customers.

P. “ Highly Diverted Controlled Substances.” Includes: (i) oxycodone; (ii) hydrocodone; (iii) hydromorphone; (iv) tramadol; (v) oxymorphone; (vi) morphine; (vii) methadone; (viii) carisoprodol; (ix) alprazolam; and (x) fentanyl.

The Injunctive Relief Distributors shall confer annually and review this list to determine whether changes are appropriate and shall add Controlled Substances to DISTRIBUTORS’ 10.22.21

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the list of Highly Diverted Controlled Substances as needed based on information provided by the DEA and/or other sources related to drug diversion trends. The Injunctive Relief Distributors shall notify the State Compliance Review Committee and the Monitor of any additions to the list of Highly Diverted Controlled Substances. Access to Controlled Substances predominately used for Medication-Assisted Treatment shall be considered when making such additions.

Q. “ Independent Retail Pharmacy Customers.” Retail pharmacy locations that do not have centralized corporate headquarters and dispense Controlled Substances to individual patients.

R. “ Injunctive Relief Distributors.” As defined in Section II.B.

S. “ Injunctive Relief Terms.” As defined in Section I.A.

T. “ Monitor.” As defined in Section XVIII.A.

U. “ National Arbitration Panel.” As defined by Section I.GG of the Settlement Agreement, dated as of July 21, 2021, which incorporates these Injunctive Relief Terms as Exhibit P.

V. “ NDC.” National Drug Code.

W. “ non-Controlled Substance.” Prescription medications that are not Controlled Substances.

X. “ Notice of Potential Violation.” As defined in Section XIX.B.2.

Y. “ Order.” A unique Customer request on a specific date for (i) a certain amount of a specific dosage form or strength of a Controlled Substance or (ii) multiple dosage forms and/or strengths of a Controlled Substance. For the purposes of this definition, each line item on a purchasing document or DEA Form 222 is a separate order, except that a group of line items either in the same drug family or DEA base code (based upon the structure of a Injunctive Relief Distributor’s CSMP) may be considered to be a single order.

Z. “ Pharmacy Customer Data.” Aggregated and/or non-aggregated data provided by the Customer for a 90-day period.

1. To the extent feasible based on the functionality of a Customer’s pharmacy management system, Pharmacy Customer Data shall contain (or, in the case of non-aggregated data, shall be sufficient to determine) the following:
a) A list of the total number of prescriptions and dosage units for each NDC for all Controlled Substances and non-Controlled
Substances;
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b) A list of the top five prescribers of each Highly Diverted Controlled Substance by dosage volume and the top ten prescribers of all Highly Diverted Controlled Substances combined by dosage volume. For each prescriber, the data shall include the following information:
(1) Number of prescriptions and doses prescribed for each Highly Diverted Controlled Substance NDC;
(2) Number of prescriptions for each unique dosage amount (number of pills per prescription) for each Highly Diverted Controlled Substance NDC;
(3) Prescriber name, DEA registration number, and address; and
(4) Medical practice/specialties, if available;
c) Information on whether the method of payment was cash for (a) Controlled Substances, and (b) non-Controlled Substances; and d) Information on top ten patient residential areas by five-digit ZIP code prefix for filled Highly Diverted Controlled Substances by dosage volume, including number of prescriptions and doses for each Highly Diverted Controlled Substance NDC.

2. Injunctive Relief Distributors are not required to obtain Pharmacy Customer Data for all Customers. Pharmacy Customer Data only needs to be obtained under circumstances required by the Injunctive Relief Terms and the applicable CSMP policies and procedures. Each Injunctive Relief Distributor’s CSMP policies and procedures shall describe the appropriate circumstances under which and methods to be used to obtain and analyze Pharmacy Customer Data.

3. Injunctive Relief Distributors shall only collect, use, disclose or retain Pharmacy Customer Data consistent with applicable federal and state privacy and consumer protections laws. Injunctive Relief Distributors shall not be required to collect, use, disclose or retain any data element that is prohibited by law or any element that would require notice to or consent from the party who is the subject of the data element, including, but not limited to, a third party (such as a prescriber) to permit collection, use, disclosure and/or retention of the data.

AA. “ Potential Violation.” As defined in Section XIX.B.1.

BB. “ Reporting Periods.
” As defined in Section XVIII.C.1.

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CC. “ Settling State.” As defined by Section I.OOO of the Settlement Agreement, dated as of July 21, 2021, which incorporates these Injunctive Relief Terms as Exhibit P.

DD. “ State Compliance Review Committee.” The initial State Compliance Review Committee members are representatives from the Attorneys General Offices of Connecticut, Florida, New York, North Carolina, Tennessee, and Texas. The membership of the State Compliance Review Committee may be amended at the discretion of the Settling States.

EE. “ Suspicious Orders.” As defined under federal law and regulation and the laws and regulations of the Settling States that incorporate the federal Controlled Substances Act. Suspicious Orders currently include, but are not limited to, orders of unusual size, orders deviating substantially from a normal pattern, and orders of unusual frequency.

FF. “ Threshold.” The total volume of a particular drug family, DEA base code, or a particular formulation of a Controlled Substance that an Injunctive Relief Distributor shall allow a Customer to purchase in any particular period. This term may be reassessed during Phase 2-B of the Clearinghouse.

GG. “ Third Party Request.” A request from an entity other than an Injunctive Relief Distributor, a Settling State, or the Monitor pursuant to a subpoena, court order, data practices act, freedom of information act, public information act, public records act, or similar law.

HH. “ Top Prescriber.” A prescriber who, for a Customer, is either (i) among the top five (5) prescribers of each Highly Diverted Controlled Substance or (ii) among the top ten (10) prescribers of Highly Diverted Controlled Substances combined, as determined from the most recent Pharmacy Customer Data for that Customer.

IV. CSMP PERSONNEL
A. Each Injunctive Relief Distributor shall establish or maintain the position of Chief Diversion Control Officer, or other appropriately titled position, to oversee the Injunctive Relief Distributor’s CSMP. The Chief Diversion Control Officer shall have appropriate experience regarding compliance with the laws and regulations concerning Controlled Substances, in particular laws and regulations requiring effective controls against the potential diversion of Controlled Substances. The Chief Diversion Control Officer shall report directly to either the senior executive responsible for U.S. pharmaceutical distribution or the most senior legal officer at the Injunctive Relief Distributor.

B. The Chief Diversion Control Officer shall be responsible for the approval of material revisions to the CSMP.

C. The Chief Diversion Control Officer shall provide at least quarterly reports to the CSMP Committee regarding the Injunctive Relief Distributor’s operation of the DISTRIBUTORS’ 10.22.21

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CSMP, including the implementation of any changes to the CSMP required by these Injunctive Relief Terms.

D. An Injunctive Relief Distributor’s CSMP functions, including, but not limited to, the onboarding and approval of new Customers for the sale of Controlled Substances, setting and adjusting Customer Thresholds for Controlled Substances, terminating or suspending Customers, and submitting Suspicious Orders and other reports to Settling States (or the Clearinghouse, when operational), but excluding support necessary to perform these functions, shall be conducted exclusively by the Injunctive Relief Distributor’s CSMP personnel or qualified third-party consultants.

E. Staffing levels of each Injunctive Relief Distributor’s CSMP department shall be reviewed periodically, but at least on an annual basis, by the Injunctive Relief Distributor’s CSMP Committee. This review shall include consideration of relevant developments in technology, law, and regulations to ensure the necessary resources are in place to carry out the program in an effective manner.

F. Personnel in an Injunctive Relief Distributor’s CSMP department shall not report to individuals in an Injunctive Relief Distributor’s sales department, and sales personnel shall not be authorized to make decisions regarding the promotion, compensation, demotion, admonition, discipline, commendation, periodic performance reviews, hiring, or firing of CSMP personnel.

G. The CSMP policies and procedures shall be published in a form and location readily accessible to all CSMP personnel at each Injunctive Relief Distributor.

V. INDEPENDENCE
A. For each Injunctive Relief Distributor, sales personnel compensated with commissions shall not be compensated based on revenue or profitability targets or expectations for sales of Controlled Substances. However, each Injunctive Relief Distributor’s personnel may, as applicable, be compensated (including incentive compensation) based on formulas that include total sales for all of the Injunctive Relief Distributor’s products, including Controlled Substances. The compensation of sales personnel shall not include incentive compensation tied solely to sales of Controlled Substances.

B. For any Injunctive Relief Distributor personnel who are compensated at least in part based on Customer sales, the Injunctive Relief Distributor shall ensure the compensation of such personnel is not decreased by a CSMP-related suspension or termination of a Customer or as a direct result of the reduction of sales of Controlled Substances to a Customer pursuant to the CSMP.

C. The Injunctive Relief Distributors’ sales personnel shall not be authorized to make decisions regarding the implementation of CSMP policies and procedures, the design of the CSMP, the setting or adjustment of Thresholds, or other actions DISTRIBUTORS’ 10.22.21

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taken pursuant to the CSMP, except sales personnel must provide information regarding compliance issues to CSMP personnel promptly. The Injunctive Relief Distributors’ sales personnel are prohibited from interfering with, obstructing, or otherwise exerting control over any CSMP department decision-making.

D. Each Injunctive Relief Distributor shall review its compensation and non- retaliation policies and, if necessary, modify and implement changes to those policies to effectuate the goals of, and incentivize compliance with, the CSMP.

E. Each Injunctive Relief Distributor shall maintain a telephone, email, and/or web- based “hotline” to permit employees and/or Customers to anonymously report suspected diversion of Controlled Substances or violations of the CSMP, Injunctive Relief Distributor company policy related to the distribution of Controlled Substances, or applicable law. Each Injunctive Relief Distributor shall share the hotline contact information with their employees and Customers. Each Injunctive Relief Distributor shall maintain all complaints made to the hotline, and document the determinations and bases for those determinations made in response to all complaints.

VI. OVERSIGHT
A. To the extent not already established, each Injunctive Relief Distributor shall establish a committee that includes senior executives with responsibility for legal, compliance, distribution and finance to provide oversight over its CSMP (the “CSMP Committee”). The Chief Diversion Control Officer shall be a member of the CSMP Committee. The CSMP Committee shall not include any employee(s) or person(s) performing any sales functions on behalf of the Injunctive Relief Distributor; provided that service on the CSMP Committee by any senior executives listed in this paragraph whose responsibilities may include, but are not limited to, management of sales functions shall not constitute a breach of the Injunctive Relief Terms.

B. Each Injunctive Relief Distributor’s CSMP Committee shall have regular meetings during which the Chief Diversion Control Officer shall present to the CSMP Committee with respect to, and the CSMP Committee shall evaluate, among other things: (1) any material modifications and potential enhancements to the CSMP including, but not limited to, those relating to Customer due diligence and Suspicious Order monitoring and reporting; (2) any significant new national and regional diversion trends involving Controlled Substances; (3) the Injunctive Relief Distributor’s adherence to the CSMP policies and procedures, the Injunctive Relief Terms, and applicable laws and regulations governing the distribution of Controlled Substances; and (4) any technology, staffing, or other resource needs for the CSMP. The CSMP Committee shall have access to all CSMP reports. The CSMP Committee will review and approve the specific metrics used to identify the Red Flags set forth in Section VIII.

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C. On a quarterly basis, each Injunctive Relief Distributor’s CSMP Committee shall send a written report to the Injunctive Relief Distributor’s Chief Executive, Chief Financial, and Chief Legal Officer, as well as its Board of Directors, addressing:
(1) the Injunctive Relief Distributor’s substantial adherence to the CSMP policies and procedures, the Injunctive Relief Terms, and applicable laws and regulations governing the distribution of Controlled Substances; (2) recommendations as appropriate about the allocation of resources to ensure the proper functioning of the Injunctive Relief Distributor’s CSMP; and (3) significant revisions to the CSMP. The Board of Directors or a committee thereof at each Injunctive Relief Distributor shall document in its minutes its review of the quarterly CSMP Committee reports.

D. To the extent not already established, the Board of Directors of each Injunctive Relief Distributor shall establish its own compliance committee (the “Board Compliance Committee”) to evaluate, at a minimum, and on a quarterly basis: (1) the CSMP Committee’s written reports; (2) the Injunctive Relief Distributor’s substantial adherence to the CSMP policies and procedures, the Injunctive Relief Terms, and applicable laws and regulations governing the distribution of Controlled Substances; (3) the Injunctive Relief Distributor’s code of conduct and any whistleblower reporting policies, including those prescribed by Section V.E; and (4) any significant regulatory and/or government enforcement matters within the review period relating to the distribution of Controlled Substances. An Injunctive Relief Distributor meets this requirement if it established, prior to the Effective Date, multiple committees of its Board of Directors that together have responsibilities outlined in this paragraph.

E. The Board Compliance Committee shall have the authority to: (1) require management of the Injunctive Relief Distributor to conduct audits on any CSMP or legal and regulatory concern pertaining to Controlled Substances distribution, and to update its full Board of Directors on those audits; (2) to commission studies, reviews, reports, or surveys to evaluate the Injunctive Relief Distributor’s CSMP performance; (3) request meetings with the Injunctive Relief Distributor’s management and CSMP staff; and (4) review the appointment, compensation, performance, and replacement of the Injunctive Relief Distributor’s Chief Diversion Control Officer.

VII. MANDATORY TRAINING
A. Each Injunctive Relief Distributor shall require all new CSMP personnel to attend trainings on its CSMP, its obligations under the Injunctive Relief Terms, and its duties with respect to maintaining effective controls against potential diversion of Controlled Substances and reporting Suspicious Orders pursuant to state and federal laws and regulations prior to conducting any compliance activities for the Injunctive Relief Distributor without supervision.

B. Each Injunctive Relief Distributor shall provide annual trainings to CSMP personnel on its CSMP, its obligations under the Injunctive Relief Terms, and its DISTRIBUTORS’ 10.22.21

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duties to maintain effective controls against potential diversion of Controlled Substances and report Suspicious Orders pursuant to state and federal laws and regulations.

C. On an annual basis, each Injunctive Relief Distributor shall test its CSMP personnel on their knowledge regarding its CSMP, its obligations under the Injunctive Relief Terms, and its duties to maintain effective controls against potential diversion of Controlled Substances and to report Suspicious Orders pursuant to state and federal laws and regulations.

D. Each Injunctive Relief Distributor shall train all third-party compliance consultants (defined as non-employees who are expected to devote fifty percent (50%) or more of their time to performing work related to the Injunctive Relief Distributor’s CSMP, excluding information technology consultants not engaged in substantive functions related to an Injunctive Relief Distributor’s CSMP) performing compliance functions for the Injunctive Relief Distributor in the same manner as the Injunctive Relief Distributor’s CSMP personnel.

E. At least every three (3) years in the case of existing employees, and within the first six months of hiring new employees, each Injunctive Relief Distributor shall require operations, sales, and senior executive employees to attend trainings on its CSMP, its obligations under the Injunctive Relief Terms, the hotline established in Section V.E, and its duties to maintain effective controls against potential diversion of Controlled Substances and report Suspicious Orders pursuant to state and federal laws and regulations.

VIII. RED FLAGS
A. Within one hundred and twenty days (120) of the Effective Date, each Injunctive Relief Distributor shall, at a minimum, apply specific metrics to identify the potential Red Flags described in Section VIII.D with respect to Independent Retail Pharmacy Customers. For Chain Customers, the metrics used to identify the Red Flags described in Section VIII.D may be adjusted based on the specific business model and supplier relationships of the Chain Customer.

B. Each Injunctive Relief Distributor shall evaluate and, if necessary, enhance or otherwise adjust the specific metrics it uses to identify Red Flags set forth in Section VIII.D.

C. Each Injunctive Relief Distributor shall provide annually to the Monitor the specific metrics it uses to identify Red Flags as set forth in Section VIII.D. The Monitor shall review the metrics used to identify Red Flags as set forth in Section VIII.D to assess whether the metrics are reasonable. The Monitor may, at its discretion, suggest revisions to the metrics in the annual Audit Report as part of the Red Flags Review set forth in Section XVIII.F.3.f. Each Injunctive Relief Distributor may rely on its specific metrics to comply with the requirements of DISTRIBUTORS’ 10.22.21

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Section VIII unless and until the Monitor proposes a revised metric in connection with Section XVIII.H.

D. For purposes of the Injunctive Relief Terms, “ Red Flags” are defined as follows:

1. Ordering ratio of Highly Diverted Controlled Substances to non- Controlled Substances: Analyze the ratio of the order volume of all Highly Diverted Controlled Substances to the order volume of all non- Controlled Substances to identify Customers with significant rates of ordering Highly Diverted Controlled Substances.

2. Ordering ratio of Highly Diverted Controlled Substance base codes or drug families to non-Controlled Substances: Analyze the ratio of the order volume of each Highly Diverted Controlled Substance base code or drug family to the total order volume of all non-Controlled Substances to identify Customers with significant rates of ordering each Highly Diverted Controlled Substance base code or drug family.

3. Excessive ordering growth of Controlled Substances: Analyze significant increases in the ordering volume of Controlled Substances using criteria to identify customers that exhibit percentage growth of Controlled Substances substantially in excess of the percentage growth of non-Controlled Substances.

4. Unusual formulation ordering: Analyze ordering of Highly Diverted Controlled Substances to identify customers with significant ordering of high-risk formulations. High-risk formulations include, but are not limited to, 10mg hydrocodone, 8mg hydromorphone, 2mg alprazolam, single- ingredient buprenorphine (i.e.
, buprenorphine without naloxone), and
highly-abused formulations of oxycodone. On an annual basis (or as otherwise necessary), high-risk formulations of Highly Diverted Controlled Substances may be added, removed, or revised based on the Injunctive Relief Distributors’ assessment and regulatory guidance.

5. Out-of-area patients: Analyze Pharmacy Customer Data or Dispensing Data to assess volume of prescriptions for Highly Diverted Controlled Substances for out-of-area patients (based on number of miles traveled between a patient’s zip code and the pharmacy location, depending on the geographic area of interest) taking into consideration the percentage of out-of-area patients for non-Controlled Substances.

6. Cash prescriptions: Analyze Pharmacy Customer Data or Dispensing Data to assess percentage of cash payments for purchases of Controlled Substances taking into consideration the percentage of cash payments for purchases of non-Controlled Substances.

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7. Prescriber activity of Customers: Analyze Pharmacy Customer Data or Dispensing Data to identify Customers that are dispensing Highly Diverted Controlled Substance prescriptions for Top Prescribers as follows:
a) Top Prescribers representing a significant volume of dispensing where the prescriber’s practice location is in excess of 50 miles from the pharmacy (“out-of-area”), relative to the percentage of out-of-area prescriptions for non-Controlled Substances. b) Top Prescribers representing prescriptions for the same Highly Diverted Controlled Substances in the same quantities and dosage forms indicative of pattern prescribing (e.g., a prescriber providing many patients with the same high-dose, high-quantity supply of 30mg oxycodone HCL prescription without attention to the varying medical needs of the prescriber’s patient population). c) Top Prescribers where the top five (5) or fewer prescribers represent more than fifty percent (50%) of total prescriptions for Highly Diverted Controlled Substances during a specified period.

8. Public regulatory actions against Customers: Review information retrieved from companies that provide licensing and disciplinary history records (e.g., LexisNexis), and/or other public sources, including governmental entities, showing that the Customer, pharmacists working for that Customer, or the Customer’s Top Prescribers have been subject, in the last five (5) years, to professional disciplinary sanctions regarding the dispensing or handling of Controlled Substances or law enforcement action related to Controlled Substances diversion. Continued licensing by a relevant state agency may be considered, but shall not be dispositive, in resolving the Red Flag. For Chain Customer locations, representations from each Chain Customer that it reviews its pharmacists’ licensing statuses annually and for the regulatory actions described in this paragraph has either (i) taken appropriate employment action, or (ii) disclosed the regulatory action to the Injunctive Relief Distributor, may be considered in resolving the Red Flag.

9. Customer termination data: Review information from the Injunctive Relief Distributor’s due diligence files and, when operable, from the Clearinghouse, subject to Section VIII.F, regarding Customers that have been terminated from ordering Controlled Substances by another distributor due to concerns regarding Controlled Substances.

E. For any Red Flag evaluation in Section VIII.D that may be performed using Pharmacy Customer Data or Dispensing Data, an Injunctive Relief Distributor will analyze the Red Flag using Pharmacy Customer Data, to the extent feasible based on the functionality of a Customer’s pharmacy management system, until DISTRIBUTORS’ 10.22.21

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Dispensing Data is collected and analyzed by the Clearinghouse as described in Section XVII. Until Dispensing Data is collected and analyzed by the Clearinghouse, an Injunctive Relief Distributor may satisfy the Red Flag evaluations in Sections VIII.D.5 through VIII.D.7 by engaging in considerations of out-of-area patients, cash payments for prescriptions and Top Prescribers without satisfying the specific requirements of Sections VIII.D.5 through VIII.D.7. In the event that the Clearinghouse is not collecting and analyzing Dispensing Data within two years of the Effective Date, the Injunctive Relief Distributors and the State Compliance Review Committee shall meet and confer to consider alternatives for the performance of the analysis required by Sections VIII.D.5 through VIII.D.7 using Pharmacy Customer Data.

F. As provided for in Section XVII.C.4, the foregoing Red Flag evaluations may be performed by the Clearinghouse and reported to the relevant Injunctive Relief Distributors.

G. The Injunctive Relief Distributors and the State Compliance Review Committee shall work in good faith to identify additional potential Red Flags that can be derived from the data analytics to be performed by the Clearinghouse.

IX. ONBOARDING
A. For each Injunctive Relief Distributor, prior to initiating the sale of Controlled Substances to a potential Customer, a member of the Injunctive Relief Distributor’s CSMP department (or a qualified third-party compliance consultant trained on the Injunctive Relief Distributor’s CSMP) shall perform the following due diligence:

1. Interview the pharmacist-in-charge, either over the telephone, via videoconference, or in person. The interview shall include questions regarding the manner in which the potential Customer maintains effective controls against the potential diversion of Controlled Substances.

2. Obtain a “Pharmacy Questionnaire” completed by the owner and/or pharmacist-in-charge of the potential Customer. The Pharmacy Questionnaire shall require going-concern potential Customers to list their top ten (10) prescribers for Highly Diverted Controlled Substances combined, along with the prescriber’s specialty, unless the Injunctive Relief Distributor is able to obtain this data otherwise. The Pharmacy Questionnaire shall also require disclosure of the identity of all other distributors that serve the potential Customer, and whether the potential Customer has been terminated or suspended from ordering Controlled Substances by another distributor and the reason for any termination or suspension. The Pharmacy Questionnaire shall request information that would allow the Injunctive Relief Distributor to identify Red Flags, including questions regarding the manner in which the potential Customer maintains effective controls against the potential diversion of Controlled DISTRIBUTORS’ 10.22.21

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Substances. A potential Customer’s responses to the Pharmacy Questionnaire shall be verified, to the extent applicable and practicable, against external sources (for example, the Clearinghouse, once operational, and Automation of Reports and Consolidated Orders System (“ARCOS”) data made available to the Injunctive Relief Distributor by the DEA). The Pharmacy Questionnaire shall be maintained by the Injunctive Relief Distributor in a database accessible to its CSMP personnel.

3. Complete a written onboarding report to be maintained in a database accessible to the Injunctive Relief Distributor’s CSMP personnel reflecting the findings of the interview and any site visit, the findings regarding the identification of and, if applicable, conclusion concerning any Red Flag associated with the pharmacy, as well as an analysis of the Pharmacy Questionnaire referenced in the preceding paragraph.

4. For going-concern potential Customers, review Pharmacy Customer Data to assist with the identification of any Red Flags.

5. Document whether the potential Customer or the pharmacist-in-charge has been subject to any professional disciplinary sanctions or law enforcement activity related to Controlled Substances dispensing, and, if so, the basis for that action. For Chain Customers, this provision shall apply to the potential specific pharmacies in question.

B. For Chain Customers, each Injunctive Relief Distributor may obtain the information in Section IX.A from a corporate representative of the Chain Customer.

C. In the event that an Injunctive Relief Distributor identifies one or more unresolved Red Flags or other information indicative of potential diversion of Controlled Substances through the onboarding process or otherwise, the Injunctive Relief Distributor shall refrain from selling Controlled Substances to the potential Customer pending additional due diligence. If following additional due diligence, the Injunctive Relief Distributor is unable to resolve the Red Flags or other information indicative of diversion, the Injunctive Relief Distributor shall not initiate the sale of Controlled Substances to the potential Customer and shall report the potential Customer consistent with Section XIV. If the Injunctive Relief Distributor determines that the potential Customer may be onboarded for the sale of Controlled Substances, the Injunctive Relief Distributor shall document the decision and the bases for its decision. Such a good faith determination, if documented, shall not serve, without more, as the basis of a future claim of non- compliance with the Injunctive Relief Terms. For Chain Customers, these provisions shall apply to the potential specific pharmacies in question.

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X. ONGOING DUE DILIGENCE
A. Each Injunctive Relief Distributor shall periodically review its procedures and systems for detecting patterns or trends in Customer order data or other information used to evaluate whether a Customer is maintaining effective controls against diversion.

B. Each Injunctive Relief Distributor shall conduct periodic proactive compliance reviews of its Customers’ performance in satisfying their corresponding responsibilities to maintain effective controls against the diversion of Controlled Substances.

C. Each Injunctive Relief Distributor shall review ARCOS data made available to it by the DEA and, once operational, by the Clearinghouse, to assist with Customer specific due diligence. For Chain Customers, this provision shall apply to the potential specific pharmacies in question.

D. Each Injunctive Relief Distributor shall conduct due diligence as set forth in its CSMP policies and procedures in response to concerns of potential diversion of Controlled Substances at its Customers. For Chain Customers, these provisions shall apply to the specific pharmacies in question. The due diligence required by an Injunctive Relief Distributor’s CSMP policies and procedures may depend on the information or events at issue. The information or events raising concerns of potential diversion of Controlled Substances at a Customer include but are not limited to:

1. The discovery of one or more unresolved Red Flags;

2. The receipt of information directly from law enforcement or regulators concerning potential diversion of Controlled Substances at or by a Customer;

3. The receipt of information concerning the suspension or revocation of pharmacist’s DEA registration or state license related to potential diversion of Controlled Substances;

4. The receipt of reliable information through the hotline established in Section V.E concerning suspected diversion of Controlled Substances at the Customer;

5. The receipt of reliable information from another distributor concerning suspected diversion of Controlled Substances at the Customer; or

6. Receipt of other reliable information that the Customer is engaged in conduct indicative of diversion or is failing to adhere to its corresponding responsibility to prevent the diversion of Highly Diverted Controlled Substances.

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E. On an annual basis, each Injunctive Relief Distributor shall obtain updated pharmacy questionnaires from five hundred (500) Customers to include the following:

1. The top 250 Customers by combined volume of Highly Diverted Controlled Substances purchased from the Injunctive Relief Distributor measured as of the end of the relevant calendar year; and

2. Additional Customers selected as a representative sample of various geographic regions, customer types (Independent Retail Pharmacy Customers and Chain Customers), and distribution centers. Each Injunctive Relief Distributor’s Chief Diversion Control Officer shall develop risk-based criteria for the sample selection.

F. Scope of Review

1. For reviews triggered by Section X.D, an Injunctive Relief Distributor shall conduct due diligence and obtain updated Pharmacy Customer Data or equivalent, or more comprehensive data from the Clearinghouse if needed, as set forth in its CSMP policies and procedures.

2. For questionnaires collected pursuant to Section X.E, Injunctive Relief Distributors shall conduct a due diligence review consistent with the Injunctive Relief Distributors’ CSMP policies and procedures. These annual diligence reviews shall be performed in addition to any of the diligence reviews performed under Section X.D, but may reasonably rely on reviews performed under Section X.D.

3. If the Injunctive Relief Distributor decides to terminate the Customer due to concerns regarding potential diversion of Controlled Substances, the Injunctive Relief Distributor shall promptly cease the sale of Controlled Substances to the Customer and report the Customer consistent with Section XIV. If the Injunctive Relief Distributor decides not to terminate the Customer, the Injunctive Relief Distributor shall document that determination and the basis therefor. Such a good faith determination, if documented, shall not, without more, serve as the basis of a future claim of non-compliance with the Injunctive Relief Terms.

XI. SITE VISITS
A. Each Injunctive Relief Distributor shall conduct site visits, including unannounced site visits, where appropriate, of Customers, as necessary, as part of Customer due diligence.

B. During site visits, an Injunctive Relief Distributor’s CSMP personnel or qualified third-party compliance consultants shall interview the pharmacist-in-charge or other relevant Customer employees, if appropriate, about any potential Red Flags DISTRIBUTORS’ 10.22.21

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and the Customer’s maintenance of effective controls against the potential diversion of Controlled Substances.

C. An Injunctive Relief Distributor’s CSMP personnel or qualified third-party compliance consultants who conduct site visits shall document the findings of any site visit.

D. Site visit and all other compliance reports shall be maintained by each Injunctive Relief Distributor in a database accessible to all CSMP personnel.

XII. THRESHOLDS
A. Each Injunctive Relief Distributor shall use Thresholds to identify potentially Suspicious Orders of Controlled Substances from Customers.

B. Each Injunctive Relief Distributor’s CSMP department shall be responsible for the oversight of the process for establishing and modifying Thresholds. The sales departments of the Injunctive Relief Distributors shall not have the authority to establish or adjust Thresholds for any Customer or participate in any decisions regarding establishment or adjustment of Thresholds.

C. Injunctive Relief Distributors shall not provide Customers specific information about their Thresholds or how their Thresholds are calculated.

1. Threshold Setting
a) Injunctive Relief Distributors shall primarily use model-based thresholds. For certain circumstances, Injunctive Relief Distributors may apply a non-model threshold based on
documented customer diligence and analysis.
b) Each Injunctive Relief Distributor shall include in its Annual Threshold Analysis and Assessment Report (as required by Section XVIII.F.3.c) to the Monitor summary statistics regarding the use of non-model thresholds and such information shall be considered by the Monitor as part of its Threshold Setting Process Review in the annual Audit Report.
c) For the purposes of establishing and maintaining Thresholds, each Injunctive Relief Distributor shall take into account the Controlled Substances diversion risk of each drug base code. The diversion risk of each base code should be defined and reassessed annually by the Injunctive Relief Distributor’s CSMP Committee and reviewed by the Monitor.
d) Each Injunctive Relief Distributor shall establish Thresholds for new Customers prior to supplying those Customers with
Controlled Substances and shall continue to have Thresholds in DISTRIBUTORS’ 10.22.21

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place at all times for each Customer to which it supplies Controlled Substances.
e) When ordering volume from other distributors becomes readily available from the Clearinghouse, an Injunctive Relief Distributor shall consider including such information as soon as reasonably practicable in establishing and maintaining Thresholds. f) Each Injunctive Relief Distributor shall incorporate the following guiding principles in establishing and maintaining Customer Thresholds, except when inapplicable to non-model Thresholds:
(1) Thresholds shall take into account the number of non- Controlled Substance dosage units distributed to, dispensed and/or number of prescriptions dispensed by the Customer to assist with the determination of Customer size. As a general matter, smaller customers should have lower
Thresholds than larger customers.
(2) For the purposes of establishing and maintaining
Thresholds, Injunctive Relief Distributors shall use
statistical models that are appropriate to the underlying data.
(3) For the purposes of establishing and maintaining
Thresholds, Injunctive Relief Distributors shall take into account a Customer’s ordering and/or dispensing history for a specified period of time.
(4) For the purposes of establishing and maintaining
Thresholds, Injunctive Relief Distributors shall take into account the ordering history of Customers within similar geographic regions, or, where appropriate for Chain
Customers, ordering history within the chain.
(5) If appropriate, Thresholds may take into account the characteristics of Customers with similar business models. (a) A Customer’s statement that it employs a particular business model must be verified, to the extent
practicable, before that business model is taken into
account in establishing and maintaining a
Customer’s Threshold.

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2. Threshold Auditing
a) The Injunctive Relief Distributors shall review their respective Customer Thresholds at least on an annual basis and modify them where appropriate.
b) Each Injunctive Relief Distributor’s CSMP department shall annually evaluate its Threshold setting methodology and processes and its CSMP personnel’s performance in adhering to those policies.

3. Threshold Changes
a) An Injunctive Relief Distributor may increase or decrease a Customer Threshold as set forth in its CSMP policies and procedures, subject to Sections XII.C.3.b through XII.C.3.e. b) Prior to approving any Threshold change request by a Customer, each Injunctive Relief Distributor shall conduct due diligence to determine whether an increase to the Threshold is warranted. This due diligence shall include obtaining from the Customer the basis for the Threshold change request, obtaining and reviewing Dispensing Data and/or Pharmacy Customer Data for the previous three (3) months for due diligence purposes, and, as needed, conducting an on-site visit to the Customer. This Threshold change request diligence shall be conducted by the Injunctive Relief Distributor’s CSMP personnel.
c) No Injunctive Relief Distributor shall proactively contact a Customer to suggest that the Customer request an increase to any of its Thresholds, to inform the Customer that its Orders-to-date are approaching its Thresholds or to recommend to the Customer the amount of a requested Threshold increase. It shall not be a violation of this paragraph to provide Chain Customer
headquarters reporting on one or more individual Chain Customer pharmacy location(s) to support the anti-diversion efforts of the Chain Customer’s headquarters staff, and it shall not be a violation of this paragraph for the Injunctive Relief Distributor’s CSMP personnel to contact Customers to seek to understand a Customer’s ordering patterns.
d) An Injunctive Relief Distributor’s Chief Diversion Control Officer may approve criteria for potential adjustments to Customer Thresholds to account for circumstances where the Thresholds produced by the ordinary operation of the statistical models require modification. Such circumstances include adjustments to account for seasonal ordering of certain Controlled Substances that are DISTRIBUTORS’ 10.22.21

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based on documented diligence and analysis, adjustments made to permit ordering of certain Controlled Substances during a declared national or state emergency (e.g., COVID-19 pandemic), IT errors, and data anomalies causing results that are inconsistent with the design of the statistical models. Each Injunctive Relief Distributor shall include in its Annual Threshold Analysis and Assessment Report (as required by Section XVIII.F.3.c) to the Monitor information regarding the use of this paragraph and such information shall be considered by the Monitor as part of its Threshold Setting Process Review in the annual Audit Report. e) Any decision to raise a Customer’s Threshold in response to a request by a Customer to adjust its Threshold must be documented in a writing and state the reason(s) for the change. The decision must be consistent with the Injunctive Relief Distributor’s CSMP and documented appropriately.

XIII. SUSPICIOUS ORDER REPORTING AND NON-SHIPMENT
A. Each Injunctive Relief Distributor shall report Suspicious Orders to the Settling States (“Suspicious Order Reports” or “SORs”), including those Settling States that do not currently require such SORs, at the election of the Settling State.

B. For the SORs required by the Injunctive Relief Terms, each Injunctive Relief Distributor shall report Orders that exceed a Threshold for Controlled Substances set pursuant to the processes in Section XII that are blocked and not shipped.

C. No Injunctive Relief Distributor shall ship any Order that it (i) reports pursuant to Sections XIII.A or XIII.B, or (ii) would have been required to report pursuant to Sections XIII.A or XIII.B had the Settling State elected to receive SORs.

D. In reporting Suspicious Orders to the Settling States, the Injunctive Relief Distributors shall file SORs in a standardized electronic format that is uniform among the Settling States and contains the following information fields:

1. Customer name;

2. Customer address;

3. DEA registration number;

4. State pharmacy license number;

5. Date of order;

6. NDC number;

7. Quantity;
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8. Explanation for why the order is suspicious (up to 250 characters): Details that are order-specific regarding why an order was flagged as a Suspicious Order, including specific criteria used by an Injunctive Relief Distributor’s Threshold system (except phrases such as “order is of unusual size” without any additional detail are not acceptable); and

9. Name and contact information for a knowledgeable designee within the Injunctive Relief Distributor’s CSMP department to be a point of contact for the SORs.

E. On a quarterly basis, each Injunctive Relief Distributor shall provide a summary report to the Settling States that elect to receive it that provides the following information for the relevant quarter with respect to the top ten (10) Customers by volume for each Highly Diverted Controlled Substance base code that have placed a Suspicious Order for that base code, in that quarter (for Chain Customers, only individual pharmacies in the chain will considered for evaluation as a top ten (10) Customer):

1. The number of SORs submitted for that Customer by base code;

2. The Customer’s order volume by base code for the quarter for all Highly Diverted Controlled Substances;

3. The Customer’s order frequency by base code for the quarter for all Highly Diverted Controlled Substances;

4. For each Highly Diverted Controlled Substance base code, the ratio of the Customer’s order volume for that base code to the volume of all pharmaceutical orders for the quarter; and

5. The ratio of the Customer’s order volume of all Controlled Substances to the volume of all pharmaceutical orders for the quarter.

F. The Injunctive Relief Distributors shall only be required to file a single, uniform, electronic form of SOR with any Settling State that receives SORs pursuant to these Injunctive Relief Terms. A Settling State retains the authority pursuant to applicable state law or relevant state agency authority to request additional information about a particular SOR.

G. It is the objective of the Settling States and the Injunctive Relief Distributors for the Injunctive Relief Distributors to provide SORs to Settling States that identify the same Suspicious Orders as reported to the DEA pursuant to the definition and requirements of the federal Controlled Substances Act and its regulations, although the fields of the SORs submitted to the Settling States as required by Section XIII may differ from the content required by the DEA. To the extent federal definitions and requirements materially change during the term of the Injunctive Relief Terms, the Injunctive Relief Distributors may be required to adjust the format and content of the SORs to meet these federal requirements. The DISTRIBUTORS’ 10.22.21

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Injunctive Relief Distributors and the State Compliance Review Committee will engage in good faith discussions regarding such adjustments.

H. It shall not be a violation of the Injunctive Relief Terms if an Injunctive Relief Distributor ships a Suspicious Order or fails to submit or transmit a SOR if:

1. The shipment of the Suspicious Order or failed SOR transmission was due to a computer error (data entry mistakes, coding errors, computer logic issues, software malfunctions, and other computer errors or IT failures); and

2. The Injunctive Relief Distributor reports the error, including a description of measures that will be taken to prevent recurrence of the error, to any affected Settling State, the State Compliance Review Committee, and the Monitor within five (5) business days of its discovery.

XIV. TERMINATED CUSTOMERS
A. Each Injunctive Relief Distributor shall report to the Clearinghouse, once operational, within five (5) business days (or as otherwise required by state statute or regulation), Customers it has terminated from eligibility to receive Controlled Substances or refused to onboard for the sale of Controlled Substances due to concerns regarding the Customer’s ability to provide effective controls against the potential diversion of Controlled Substances following the Effective Date.

B. The Injunctive Relief Distributors shall report to the relevant Settling State(s), within five (5) business days (or as otherwise required by state statute or regulation) Customers located in such Settling States that it has terminated from eligibility to receive Controlled Substances or refused to onboard for the sale of Controlled Substances due to concerns regarding the Customer’s ability to provide effective controls against the potential diversion of Controlled Substances following the Effective Date. Such reports will be made in a uniform format. The Injunctive Relief Distributors and the State Compliance Review Committee shall use best efforts to agree on such uniform format for inclusion prior to the requirement taking effect.

C. In determining whether a Customer should be terminated from eligibility to receive Controlled Substances, Injunctive Relief Distributors shall apply factors set out in their CSMP policies and procedures, which shall include the following conduct by a Customer:

1. Has generated an excessive number of Suspicious Orders, which cannot otherwise be explained;

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3. Has continued to fill prescriptions for Highly Diverted Controlled Substances that raise Red Flags following an Injunctive Relief Distributor’s warning or communication about such practices;

4. Has failed to provide Pharmacy Customer Data or Dispensing Data in response to a request from an Injunctive Relief Distributor or otherwise refuses to cooperate with the Injunctive Relief Distributor’s CSMP after providing the Customer with a reasonable amount of time to respond to the Injunctive Relief Distributor’s requests;

5. Has been found to have made material omissions or false statements on a Pharmacy Questionnaire (the requirements for the contents of a Pharmacy Questionnaire are described in Section IX); or

6. Has been the subject of discipline by a State Board of Pharmacy within the past three (3) years or has had its owner(s) or pharmacist-in-charge subject to license probation or termination within the past five (5) years by a State Board of Pharmacy for matters related to Controlled Substances dispensing or a federal or state felony conviction.

D. Once the Clearinghouse has made Customer termination data available to each Injunctive Relief Distributor, each Injunctive Relief Distributor shall consider terminating Customers that have been terminated from eligibility to receive Controlled Substances by another distributor as a result of suspected diversion of Controlled Substances if the Customer is ordering only Controlled Substances from the Injunctive Relief Distributor. If the Injunctive Relief Distributor determines not to terminate Customers to which this paragraph applies, the Injunctive Relief Distributor shall document its decision-making. A good-faith decision to continue shipping Controlled Substances to Customers to which this paragraph applies, shall not serve, without more, as the basis of a future claim of non-compliance with the Injunctive Relief Terms.

E. For Chain Customers, the provisions in Section XIV.A-D shall apply to the specific pharmacies in question.

XV. EMERGENCIES
A. In the circumstances of declared national or state emergencies in which the healthcare community relies on the Injunctive Relief Distributors for critical medicines, medical supplies, products, and services, the Injunctive Relief Distributors may be required to temporarily modify their respective CSMP processes to meet the critical needs of the supply chain. These modifications may conflict with the requirements of the Injunctive Relief Terms.

B. In the case of a declared national or state emergency, the Injunctive Relief Distributors shall be required to give notice to the State Compliance Review Committee of any temporary material changes to their CSMP processes which DISTRIBUTORS’ 10.22.21

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may conflict with the requirements of the Injunctive Relief Terms and specify the sections of the Injunctive Relief Terms which will be affected by the temporary change.

C. The Injunctive Relief Distributors shall document all temporary changes to their CSMP processes and appropriately document all customer-specific actions taken as a result of the declared national or state emergency.

D. The Injunctive Relief Distributors shall provide notice to the State Compliance Review Committee at the conclusion of the declared national or state emergency, or sooner, stating that the temporary CSMP processes put into place have been suspended.

E. Provided the Injunctive Relief Distributors comply with the provisions of Sections XV.A through XV.D, the Injunctive Relief Distributors will not face liability for any deviations from the requirements of the Injunctive Relief Terms taken in good faith to meet the critical needs of the supply chain in response to the declared national or state emergency. Nothing herein shall limit Settling States from pursuing claims against the Injunctive Relief Distributors based on deviations from the requirements of the Injunctive Relief Terms not taken in good faith to meet the critical needs of the supply chain in response to a declared national or state emergency.

XVI. COMPLIANCE WITH LAWS AND RECORDKEEPING
A. The Injunctive Relief Distributors acknowledge and agree that they must comply with applicable state and federal laws governing the distribution of Controlled Substances.

B. Good faith compliance with the Injunctive Relief Terms creates a presumption that the Injunctive Relief Distributors are acting reasonably and in the public interest with respect to Settling States’ existing laws requiring effective controls against diversion of Controlled Substances and with respect to the identification, reporting, and blocking of Suspicious Orders of Controlled Substances.

C. The requirements of the Injunctive Relief Terms are in addition to, and not in lieu of, any other requirements of state or federal law applicable to Controlled Substances distribution. Except as provided in Section XVI.D, nothing in the Injunctive Relief Terms shall be construed as relieving Injunctive Relief Distributors of the obligation to comply with such laws, regulations, or rules. No provision of the Injunctive Relief Terms shall be deemed as permission for Injunctive Relief Distributors to engage in any acts or practices prohibited by such laws, regulations, or rules.

D. In the event of a conflict between the requirements of the Injunctive Relief Terms and any other law, regulation, or requirement such that an Injunctive Relief Distributor cannot comply with the law without violating the Injunctive Relief DISTRIBUTORS’ 10.22.21

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Terms or being subject to adverse action, including fines and penalties, the Injunctive Relief Distributor shall document such conflicts and notify the State Compliance Review Committee and any affected Settling State the extent to which it will comply with the Injunctive Relief Terms in order to eliminate the conflict within thirty (30) days of the Injunctive Relief Distributor’s discovery of the conflict. The Injunctive Relief Distributor shall comply with the Injunctive Relief Terms to the fullest extent possible without violating the law.

E. In the event of a change or modification of federal or state law governing the distribution of Controlled Substances that creates an actual or potential conflict with the Injunctive Relief Terms, any Injunctive Relief Distributor, any affected Settling State, or the State Compliance Review Committee may request that the Injunctive Relief Distributors, State Compliance Review Committee, and any affected Settling State meet and confer regarding the law change. During the meet and confer, the Injunctive Relief Distributors, the State Compliance Review Committee, and any affected Settling State will address whether the change or modification in federal or state law requires an amendment to the Injunctive Relief Terms. In the event the Injunctive Relief Distributors, the State Compliance Review Committee, and any affected Settling State cannot agree on a resolution, and the dispute relates to whether the generally applicable Injunctive Relief Terms herein should be changed, an Injunctive Relief Distributor, the State Compliance Review Committee, or any affected Settling State may submit the question to the National Arbitration Panel. If the dispute relates to whether a change in an individual State’s law requires a modification of the Injunctive Relief Terms only with respect to that State, an Injunctive Relief Distributor, the State Compliance Review Committee, or any affected Settling State may seek resolution of the dispute pursuant to Section XIX. Maintenance of competition in the industry and the potential burden of inconsistent obligations by Injunctive Relief Distributors shall be a relevant consideration in such resolution.

F. Recordkeeping: Each Injunctive Relief Distributor shall retain records it is required to create pursuant to its obligations hereunder in an electronic or otherwise readily accessible format. The Settling States shall have the right to review records provided to the Monitor pursuant to Section XVIII. Nothing in the Injunctive Relief Terms prohibits a Settling State from issuing a lawful subpoena for records pursuant to an applicable law.

XVII. CLEARINGHOUSE
A. Creation of the Clearinghouse

1. The Clearinghouse functions shall be undertaken by a third-party vendor or vendors.

2. The vendor(s) will be chosen through a process developed and jointly agreed upon by the Injunctive Relief Distributors and the State Compliance Review Committee.

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3. Consistent with the process developed by the Injunctive Relief Distributors and the State Compliance Review Committee, within two (2) months of the Effective Date, the Injunctive Relief Distributors shall issue a Request for Proposal to develop the systems and capabilities for a Clearinghouse to perform the services of a data aggregator.

4. Within five (5) months of the Effective Date, the Clearinghouse Advisory Panel shall select one or more entities to develop the systems for the Clearinghouse and perform data aggregator services. The Clearinghouse Advisory Panel shall select a vendor or vendors that employ or retain personnel who have adequate expertise and experience related to the pharmaceutical industry, the distribution of Controlled Substances, and the applicable requirements of the Controlled Substances Act and the DEA’s implementing regulations.

5. Within sixty (60) days of the selection of a vendor(s) to serve as the Clearinghouse, the Injunctive Relief Distributors shall negotiate and finalize a contract with the vendor(s). The date that the contract is signed by the Injunctive Relief Distributors and the vendor(s) shall be referred to as the “Clearinghouse Retention Date.”

6. The development of the Clearinghouse shall proceed on a phased approach as discussed in Sections XVII.C and XVII.D.

B. Governance and Staffing of the Clearinghouse

1. Capabilities. The selected vendor or vendors shall staff the Clearinghouse in a manner that ensures the development of robust data collection, analytics and reporting capabilities for the Settling States and Injunctive Relief Distributors. To the extent additional expertise is required for the engagement, the vendor(s) may retain the services of third-party consultants.

2. Independence.

While performing services for the Clearinghouse, all
vendors and consultants, and their staff working on the Clearinghouse, shall be independent (i.e., not perform services of any kind, including as a consultant or an employee on behalf of any Injunctive Relief Distributor outside of the ordinary business operations of the Clearinghouse).

Independence may be achieved by implementing appropriate ethical walls with employees who are currently performing or who have previously performed work for an Injunctive Relief Distributor within two years of the Clearinghouse Retention Date.

3. Liability. The Injunctive Relief Distributors are entitled to rely upon information or data received from the Clearinghouse, whether in oral, written, or other form. No Injunctive Relief Distributor, and no individual serving on the Clearinghouse Advisory Panel, shall have any liability DISTRIBUTORS’ 10.22.21

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(whether direct or indirect, in contract or tort or otherwise) to any Party for or in connection with any action taken or not taken by the Clearinghouse.

In addition, no Injunctive Relief Distributor, and no individual serving on the Clearinghouse Advisory Panel, shall have any liability (whether direct or indirect, in contract or tort or otherwise) to any Party for or in connection with any action taken or not taken by an Injunctive Relief Distributor based on incorrect, inaccurate, incomplete or otherwise erroneous information or data provided by the Clearinghouse, unless the information or data was incorrect, inaccurate, incomplete or otherwise erroneous because the Injunctive Relief Distributor itself provided incorrect, inaccurate, incomplete or otherwise erroneous data or information to the Clearinghouse. For any legal requirements that are assumed by the Clearinghouse during Phase 2-B pursuant to Section XVII.D.3, liability shall be addressed pursuant to Section XVII.D.3.c.

4. Clearinghouse Advisory Panel. The State Compliance Review Committee and Injunctive Relief Distributors shall create a Clearinghouse Advisory Panel no later than sixty (60) days after the Effective Date to oversee the Clearinghouse.
a) The Clearinghouse Advisory Panel shall have an equal number of members chosen by the State Compliance Review Committee on the one hand, and the Injunctive Relief Distributors on the other.

The size of the Clearinghouse Advisory Panel will be decided by the State Compliance Review Committee and the Injunctive Relief Distributors, and the State Compliance Review Committee and the Injunctive Relief Distributors may select as members third-party experts, but no more than one half of each side’s representatives may be such third-party experts. At least one member chosen by the State Compliance Review Committee will be based on
consultation with the National Association of State Controlled Substances Authorities.
b) During the first two years of the operation of the Clearinghouse, the Clearinghouse Advisory Panel shall meet (in-person or remotely) at least once per month. After the first two years of operation, the Clearinghouse Advisory Panel shall meet at least quarterly. The Monitor may attend Clearinghouse Advisory Panel meetings and may provide recommendations to the Clearinghouse Advisory Panel.
c) The Clearinghouse Advisory Panel shall establish a subcommittee to advise on issues related to privacy, the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), and data security and a subcommittee to advise on issues related to Dispensing Data. It may establish additional subcommittees.

Subcommittees may include individuals who are not members of DISTRIBUTORS’ 10.22.21

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the Clearinghouse Advisory Panel. The Clearinghouse Advisory Panel may invite one or more prescribers, dispensers, and representatives from state Prescription Drug Monitoring Programs (“PDMP”) to serve on the Dispensing Data subcommittee. Each Injunctive Relief Distributor shall have a representative on each subcommittee created by the Clearinghouse Advisory Panel. d) The Clearinghouse Advisory Panel may delegate tasks assigned to it by the Injunctive Relief Terms to the Executive Director.

5. Executive Director. One employee of the vendor, or one representative from the vendor group in the event that there are multiple vendors, shall be an Executive Director who shall manage day-to-day operations and report periodically to the Clearinghouse Advisory Panel.

C. Phase 1 of the Clearinghouse: Data Collection, Initial Analytics and Reporting

1. System Development
a) Within one (1) year of the Clearinghouse Retention Date, the Clearinghouse shall develop systems to receive and analyze data obtained from the Injunctive Relief Distributors pursuant to electronic transmission formats to be agreed upon by the Clearinghouse Advisory Panel.
b) In developing such systems, the Clearinghouse shall ensure that:
(1) The systems provide robust reporting and analytic
capabilities.
(2) Data obtained from Injunctive Relief Distributors shall be automatically pulled from the existing order management data platforms (e.g., SAP).
(3) The systems shall be designed to receive data from sources other than the Injunctive Relief Distributors, including pharmacies, non-Injunctive Relief Distributors, the DEA, State Boards of Pharmacy, and other relevant sources,
pursuant to standardized electronic transmission formats. (4) The systems shall be designed to protect personally identifiable information (“PII”) and protected health
information (“PHI”) from disclosure and shall comply with HIPAA and any federal and state laws relating to the
protection of PII and PHI.

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(5) The Clearinghouse will establish a HIPAA-compliant
database that can be accessed by state authorities, the Injunctive Relief Distributors, and any entities that
subsequently participate in the Clearinghouse. The database that will be made available to the Injunctive Relief
Distributors and any non-governmental entities that
subsequently participate in the Clearinghouse will also blind commercially sensitive information.
(6) State authorities shall have access to the HIPAA-compliant database via web-based tools and no additional or
specialized equipment or software shall be required. This access shall allow state authorities to query the HIPAA- compliant database without limitation.
(7) The Injunctive Relief Distributors shall be permitted to use data obtained from the Clearinghouse for anti-diversion purposes, including the uses expressly contemplated by the Injunctive Relief Terms. The Injunctive Relief Distributors shall not sell (or obtain license fees for) data obtained from Clearinghouse to any third-parties. Nothing in the
Injunctive Relief Terms shall prohibit an Injunctive Relief Distributor from using its own data, including data
provided to the Injunctive Relief Distributor by third- parties other than the Clearinghouse, for any commercial purposes, including selling or licensing its data to third- parties.

2. Aggregation of Data
a) It is the goal of the Settling States and the Injunctive Relief Distributors for the Clearinghouse to obtain comprehensive data from all distributors, pharmacies, and other relevant data sources to provide maximum permissible transparency into the distribution and dispensing of Controlled Substances. During Phase 1, the Clearinghouse Advisory Panel shall develop recommendations for ways to achieve this goal.
b) In Phase 1, the Injunctive Relief Distributors shall provide and/or facilitate the collection of, and the Clearinghouse shall collect and maintain, the following:
(1) Injunctive Relief Distributor transaction data for Controlled Substances and non-Controlled Substances, specified at the NDC, date, quantity, and customer level.

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(2) Injunctive Relief Distributor information on Customers that have been terminated and/or declined onboarding due to
concerns regarding Controlled Substance dispensing
following the Effective Date.
c) The Clearinghouse shall make available to the Injunctive Relief Distributors, in a format to be determined by the Clearinghouse Advisory Panel, blinded data for their CSMP due diligence functions. The data will include all Controlled Substances and non- Controlled Substances and be refreshed on a regular basis. The Clearinghouse will also seek to provide non-identifying information regarding whether a single distributor is associated with multiple warehouses with unique DEA registrations (e.g., multiple distribution centers operated by a single distributor), in the data it makes available.
d) During Phase 1, the Clearinghouse Advisory Panel (with input from its Dispensing Data subcommittee) will develop an
operational plan to obtain Dispensing Data directly from pharmacies, unless the Clearinghouse Advisory Panel determines it is inadvisable to do so. The operational plan developed by the Clearinghouse Advisory Panel shall address compliance with HIPAA and shall include recommendations to facilitate the collection of Dispensing Data in compliance with HIPAA and relevant state privacy laws. To the extent possible, the Clearinghouse will begin collecting Dispensing Data during Phase 1.
e) Nothing in the Injunctive Relief Terms shall require the Injunctive Relief Distributors to indemnify or otherwise be responsible to pharmacy customers for any claims resulting from the provision of Dispensing Data to the Clearinghouse, including, but not limited to, claims related to any data breaches occurring with the data transmitted to or maintained by the Clearinghouse.

3. State and Federal Reporting Requirements
a) The Injunctive Relief Distributors shall comply with state and federal transactional and Suspicious Order reporting requirements related to Controlled Substances as follows:
(1) Until such time as the Clearinghouse is able to provide transactional and Suspicious Order regulatory reporting to the states on behalf of the Injunctive Relief Distributors, the Injunctive Relief Distributors shall continue to file all required reports under state law and those reports required by these Injunctive Relief Terms.

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(2) Once the Clearinghouse is able to process and submit such reports, the Clearinghouse may process and submit those reports on behalf of each Injunctive Relief Distributor to the states. At all times during Phase 1, each Injunctive Relief Distributor shall remain responsible for the
identification of Suspicious Orders and will remain liable for a failure to submit transactional data or Suspicious Order reports required under state law or these Injunctive Relief Terms.
(3) An Injunctive Relief Distributor may elect to fulfill its reporting obligations directly, rather than have the
Clearinghouse assume the responsibility for the
transmission of the various reports.

4. Additional Reports and Analytics
a) In consultation with the Clearinghouse Advisory Panel, the Clearinghouse shall work to develop additional reports and analyses to assist the Settling States and the Injunctive Relief Distributors in addressing Controlled Substance diversion, including, but not limited to, identifying Red Flags consistent with Section VIII.
b) The Clearinghouse will generate analyses and reports to be used by the Settling States and the Injunctive Relief Distributors based on format and content recommended by the Clearinghouse Advisory Panel. In order to refine the format and reach final
recommendations, the Clearinghouse shall prepare sample analytical reports for a sample geographic region to review with the Clearinghouse Advisory Panel. The sample reports will also be shared with the DEA in an effort to receive additional feedback. c) After the content and format of the sample reports have been approved by the Clearinghouse Advisory Panel, the Clearinghouse will begin producing reports on a periodic basis.
d) The Clearinghouse will develop capabilities to provide Settling States customized reports upon reasonable request to assist in their efforts to combat the diversion of Controlled Substances and for other public health and regulatory purposes.
e) After the Clearinghouse has obtained sufficient Dispensing Data from Customers, the Clearinghouse shall commence providing standard reports to the Settling States and Injunctive Relief Distributors that will include summaries and analysis of Dispensing Data. The reports and analytics of Dispensing Data DISTRIBUTORS’ 10.22.21

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shall be developed in consultation with the Clearinghouse Advisory Panel (including its Dispensing Data subcommittee) and shall include, but not be limited to:
(1) Identification of Customers whose dispensing may indicate Red Flags consistent with Section VIII, as determined by the Clearinghouse from aggregate data; and
(2) Identification of Customers whose aggregate dispensing volumes for Highly Diverted Controlled Substances are
disproportionately high relative to the population of the relevant geographic area.
f) The Clearinghouse shall also prepare reports and analyses for the Settling States and Injunctive Relief Distributors identifying prescribers whose prescribing behavior suggests they may not be engaged in the legitimate practice of medicine. Such reports and analysis shall be developed in consultation with the Clearinghouse Advisory Panel (including its Dispensing Data subcommittee) and shall seek to identify and evaluate:
(1) Prescribers who routinely prescribe large volumes of Highly Diverted Controlled Substances relative to other prescribers with similar specialties, including health care professionals who prescribe a large number of prescriptions for high dosage amounts of Highly Diverted Controlled
Substances;
(2) Prescribers whose prescriptions for Highly Diverted Controlled Substances are routinely and disproportionately filled in a geographic area that is unusual based on the prescriber’s location; and
(3) Prescribers who routinely prescribe out-of-specialty or out- of-practice area without legitimate reason.
g) Reports or analysis generated by the Clearinghouse may not be based on complete data due to a lack of participation by non- Injunctive Relief Distributors and pharmacies. As such, Injunctive Relief Distributors shall not be held responsible for actions or inactions related to reports and analysis prepared by the Clearinghouse which may be based on incomplete data due to a lack of participation by non-Injunctive Relief Distributors and pharmacies.

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D. Phase 2 of the Clearinghouse: Additional Data Collection and Analytics and Assumption of CSMP Functions
Within one (1) year of Phase 1 of the Clearinghouse being operational, the Clearinghouse and the Clearinghouse Advisory Panel shall develop a detailed strategic and implementation plan for Phase 2 of the Clearinghouse (“Phase 2 Planning Report”). Phase 2 will consist of two parts. Phase 2-A will focus on increasing data collection from non-Injunctive Relief Distributors, pharmacies and other data sources and developing enhanced analytics based on the experiences gained from Phase 1. Phase 2-A will also include recommendations for the development of uniform federal and state reporting. Phase 2-B will involve the potential assumption of various CSMP activities, including Threshold setting and order management by the Clearinghouse. The Phase 2 Planning Report will address both Phase 2-A and Phase 2-B. After the completion of the Phase 2 Planning Report, individual Injunctive Relief Distributors, in their sole discretion, may elect not to proceed with Phase 2-B as provided by Section XVII.E. If one or more Injunctive Relief Distributors elect to proceed with Phase 2-B, the goal will be to have Phase 2-B fully operational within two (2) years of the Clearinghouse Retention Date and no later than three (3) years of the Clearinghouse Retention Date.

1. Phase 2-A: Additional Data Collection and Analytics
a) During Phase 2-A, the Clearinghouse will continue the functions defined in Phase 1 and work to expand the scope of its data collection and enhance its analytics and reporting capabilities including the following:
(1) Integration of data from additional sources, including:
(a) Transaction data from other distributors, including manufacturers that distribute directly to retail
pharmacies and pharmacies that self-warehouse;
and
(b) Where possible, state PDMP data and other data,
including, but not limited to, State Board of
Medicine and Board of Pharmacy sanctions, and
agreed-upon industry data. If state PDMP data is
effectively duplicative of Dispensing Data already
obtained in Phase 1, it will not be necessary for the
Clearinghouse to obtain state PDMP data.
(2) Development of additional metrics analyzing the data available from the additional data sources (PDMP, other pharmacy data, sanction authorities, and third-party volume projections).

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(3) Development of real-time or near real-time access to distribution data, dispensing data and other data sources. (4) Refinement of methodologies for analyzing Dispensing Data to identify suspicious prescribers.
(5) Development of additional capabilities to provide Settling States, the Injunctive Relief Distributors and potentially the DEA customized reporting from the Clearinghouse upon
reasonable request.

2. Phase 2-A: Uniform Required Reporting
a) The Clearinghouse and the Clearinghouse Advisory Panel shall develop uniform reporting recommendations for potential implementation by state regulators in order to allow the Injunctive Relief Distributors to satisfy their obligations under the Injunctive Relief Terms and state and federal laws in a uniform and consistent manner.
b) It is a goal of the Settling States and the Injunctive Relief Distributors to:
(1) Streamline and simplify required reporting which will benefit the Injunctive Relief Distributors and the Settling States, as well as the DEA;
(2) Develop uniform transactional and Suspicious Order
reporting requirements; and
(3) Provide for the submission of uniform Suspicious Order reports.

3. Phase 2-B: Clearinghouse Assumption of CSMP Functions a) With respect to Phase 2-B, the Phase 2 Planning Report shall address:
(1) Engagement with stakeholders, including the DEA, to develop the system of Threshold setting and Suspicious
Order reporting to potentially be provided by the
Clearinghouse;
(2) Development of technology and rules, including any
proposed changes to federal law or regulations;
(3) Development of models for the identification of Suspicious Orders and setting universal Thresholds in a manner
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consistent with Section XII. These models shall include active order management and order fulfillment protocols to ensure that orders are compared to relevant Thresholds by the Clearinghouse before shipment instructions are
provided by the Clearinghouse to the Injunctive Relief
Distributors. The models shall also include the
identification of Suspicious Orders when they are placed by Customers, which will be held before shipment or blocked based on instructions provided by the Clearinghouse to the Injunctive Relief Distributors.
(4) Development of criteria governing distribution to
Customers that have placed one or more Orders that exceed a Threshold;
(5) Development of rules for allocating Orders placed by Customers that have more than one Distributor if one or more Orders exceed a Threshold;
(6) Development of a pilot project for a sample geographic region to perform data analysis to test the models for
Threshold setting and the identification of Suspicious
Orders.
b) Following implementation of Phase 2-B, the Injunctive Relief Distributors participating in Phase 2-B and the State Compliance Review Committee shall meet and confer with respect to whether to expand the scope of the Clearinghouse to cover additional anti- diversion functions, such as the performance of due diligence. c) CSMP functions that have been assumed by the Clearinghouse during Phase 2-B will no longer be performed by participating Injunctive Relief Distributors individually through their CSMPs.

CSMP functions performed by the Clearinghouse will assist participating Injunctive Relief Distributors to satisfy the applicable legal obligations of those Injunctive Relief Distributors. The Clearinghouse’s performance of CSMP functions will not relieve participating Injunctive Relief Distributors from their legal obligations unless (i) the Injunctive Relief Distributors and the State Compliance Review Committee jointly enter into a written agreement for the Clearinghouse to assume legal requirements during Phase 2-B; and (ii) all vendors and consultants working on the Clearinghouse agree in writing to assume such obligations.

Nothing in this paragraph shall apply to any Injunctive Relief Distributor that does not participate in Phase 2-B pursuant to Section XVII.E.

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E. Option to Opt Out of Phase 2-B

1. Each Injunctive Relief Distributor shall have the option, in its sole discretion, to elect not to participate in Phase 2-B at any point. In the event that an Injunctive Relief Distributor elects not to participate in Phase 2-B, that Injunctive Relief Distributor shall cease to have any obligation to fund future costs directly related to Phase 2-B of the Clearinghouse or to implement the Clearinghouse’s determinations as to identification of Suspicious Orders and Suspicious Order reporting. If an Injunctive Relief Distributor elects not to participate in Phase 2-B, that Injunctive Relief Distributor shall remain responsible for the requirements specified for Phase 1 and Phase 2-A of the Clearinghouse and shall be responsible for contributing to the costs associated with Phase 1 and Phase 2-A.

2. In the event that an Injunctive Relief Distributor elects not to participate in Phase 2-B, the Clearinghouse Advisory Panel shall discuss and make recommendations for any necessary adjustments to the Phase 2-B capabilities described in Section XVII.D.3.

F. Funding

1. The establishment and ongoing operations of the Clearinghouse shall be funded by the Injunctive Relief Distributors for a period of ten (10) years commencing on the Clearinghouse Retention Date.

2. For each of the first two (2) years of the operation of the Clearinghouse, the Injunctive Relief Distributors will make total payments of $7.5 million per year combined. For years three (3) through ten (10), the Injunctive Relief Distributors will make total payments of $3 million per year combined. Additional costs associated with Phase 2-B shall be billed to the Injunctive Relief Distributors participating in Phase 2-B.

3. Payments by the Injunctive Relief Distributors for the Clearinghouse shall be allocated among the Injunctive Relief Distributors as set forth in Section IV.H of the Settlement Agreement, dated as of July 21, 2021, which incorporates these Injunctive Relief Terms as Exhibit P.

4. In the event that the cost of the Clearinghouse exceeds the amounts provided by the Injunctive Relief Distributors, the Injunctive Relief Distributors and State Compliance Review Committee shall meet-and- confer on alternatives, which may include:
a) Limiting the operations of the Clearinghouse consistent with a revised budget;
b) Seeking additional sources of funding for the Clearinghouse; and/or
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c) Allocating, in a manner consistent with the allocation of payments between the Injunctive Relief Distributors as set forth in Section XVII.F.3, additional amounts that are the responsibility of the Injunctive Relief Distributors to be used for the operation of the Clearinghouse.

5. The Injunctive Relief Distributors and the State Compliance Review Committee agree to engage in good faith discussions regarding potential continued operation and funding of the Clearinghouse following the initial ten (10) year period of Clearinghouse operations.

6. The Injunctive Relief Distributors and the State Compliance Review Committee shall develop a means to obtain payments from other parties that may use or benefit from the Clearinghouse, including, but not limited to, other settling defendants, non-Injunctive Relief Distributors, or other parties and the Clearinghouse Advisory Panel shall consider other funding sources for the Clearinghouse. This may include consideration of a user fee or other model by which non-Injunctive Relief Distributors that use the Clearinghouse will contribute to funding the Clearinghouse.

7. In the event that ten (10) or more Settling States reach agreements with any national retail chain pharmacies to resolve claims related to the distribution of Controlled Substances, the Settling States’ Attorneys’ General agree to make participation in the Clearinghouse, including providing data to the Clearinghouse and contribution to the cost of the operation of the Clearinghouse, a condition of any settlement. The Settling States’ Attorneys’ General agree to make best efforts to ensure that any other settling distributors and/or pharmacies participate in the Clearinghouse. To the extent that the Attorneys General are able to secure participation by additional distributors and/or pharmacies, it is anticipated that, to the extent practicable based on the financial and relative size of the settling distributor and/or pharmacy, those entities will contribute to the cost of the operation of the Clearinghouse. The Injunctive Relief Distributors’ obligation to fund the Clearinghouse shall be partially reduced by contributions obtained from other distributors and/or pharmacies pursuant to a formula to be determined by the Clearinghouse Advisory Panel.

G. Confidentiality

1. All data provided to the Clearinghouse shall be confidential.

2. Information provided by distributors participating in the Clearinghouse may not be provided to any other entity or individual outside those expressly contemplated by the Injunctive Relief Terms.

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3. The Clearinghouse may not provide to any distributor information specific to another distributor. Notwithstanding the prior sentence, the Clearinghouse may provide blinded data to a distributor reflecting total Orders (across all distributors) for a particular Customer, region, and/or state at the base code and NDC number level and all transactional data information. Such information may only be used by receiving distributors for purposes of identifying, minimizing, or otherwise addressing the risk of Controlled Substances diversion. No distributor or pharmacy, including the Injunctive Relief Distributors, shall attempt to obtain revenue from this information. Such information provided by the Clearinghouse shall be compliant with all applicable laws and regulations.

4. If the Clearinghouse receives a request for disclosure of any data, material or other information created or shared under the Injunctive Relief Terms, pursuant to a Third Party Request, the Clearinghouse shall notify the Injunctive Relief Distributors and the Clearinghouse Advisory Panel of the Third Party Request and any confidential information to be disclosed so that the Injunctive Relief Distributors may seek a protective order or otherwise challenge or object to the disclosure. The Clearinghouse shall provide the Injunctive Relief Distributors and the Clearinghouse Advisory Panel with at least ten (10) days’ advance notice before complying with any Third Party Request for confidential information, except where state law requires a lesser period of advance notice.

H. Data Integrity

1. The Clearinghouse shall use best-in-class technology to preserve the integrity of the data.

2. The Clearinghouse shall report any data breaches under HIPAA and state law that occur as a result of any of its data collection and reporting activities to the Settling States and other authorities as required by law.

3. The Injunctive Relief Distributors and the Settling States shall not be liable for any breaches of any databases maintained by the Clearinghouse.

This does not excuse the Clearinghouse or its vendor(s) from compliance with all state and federal laws and regulations governing (1) the protection of personal information and protected health information, or (2) notifications relating to Data Security Events.

I. Credit for Investment in the Clearinghouse

1. The Injunctive Relief Distributors and the State Compliance Review Committee shall negotiate in good faith regarding a potential credit against Injunctive Relief Distributors’ overall settlement obligations if costs exceed the amounts specified in Section XVII.F.

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XVIII. MONITOR
A. Monitor Selection and Engagement

1. The Injunctive Relief Distributors shall engage a Monitor to perform the reviews described in Section XVIII.F. The Monitor shall employ or retain personnel who have appropriate qualifications related to the pharmaceutical industry and the laws governing the distribution of pharmaceuticals, the distribution of Controlled Substances, and the applicable requirements of federal and state law. The Monitor may also employ or retain personnel who have appropriate qualifications in the audit and review of sample documents in order to conduct the reviews described in Section XVIII.F. To the extent additional expertise is required for the engagement, the Monitor may retain the services of third-party consultants.

2. The Monitor must perform each review described in Section XVIII.F in a professionally independent and objective fashion, as defined in the most recent Government Auditing Standards issued by the United States Government Accountability Office. A Monitor shall not be engaged in active litigation involving one or more of the Injunctive Relief Distributors or Settling States or present a potential conflict of interest involving matters concerning an Injunctive Relief Distributor, except by agreement of the affected parties. If the Monitor is employed by an entity that performed work for any Injunctive Relief Distributor or any of the Settling States prior to the Effective Date, the Monitor will cause to be implemented appropriate ethical walls between the Monitor team and the employees of the firm who have previously performed work for an Injunctive Relief Distributor or any of the Settling States.

3. The process for selecting the Monitor shall be as follows:
a) Within sixty (60) calendar days of the Effective Date, the Injunctive Relief Distributors and the State Compliance Review Committee shall exchange pools of recommended candidates to serve as the Monitor. The pools shall each contain the names of three (3) individuals, groups of individuals, or firms. b) After receiving the pools of Monitor candidates, the Injunctive Relief Distributors and the State Compliance Review Committee shall have the right to meet with the candidates and conduct appropriate interviews of the personnel who are expected to work on the project. The Injunctive Relief Distributors (individually or in combination) and the State Compliance Review Committee may veto any of the candidates, and must do so in writing within thirty (30) days of receiving the pool of candidates. If all three (3) candidates within a pool are rejected by either the Injunctive Relief DISTRIBUTORS’ 10.22.21

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Distributors or the State Compliance Review Committee, the party who rejected the three (3) candidates may direct the other party to provide up to three (3) additional qualified candidates within thirty (30) calendar days of receipt of said notice.
c) If the Injunctive Relief Distributors or the State Compliance Review Committee do not object to a proposed candidate, the Injunctive Relief Distributors or the State Compliance Review Committee shall so notify the other in writing within thirty (30) days of receiving the pool of candidates. If more than one candidate remains, the State Compliance Review Committee shall select the Monitor from the remaining candidates. Within thirty (30) calendar days of the selection of the Monitor, the Injunctive Relief Distributors shall retain the Monitor, and finalize all terms of engagement, supplying a copy of an engagement letter to the State Compliance Review Committee. The terms of engagement shall include a process by which Injunctive Relief Distributors may challenge Monitor costs as excessive, duplicative or unnecessary, which process must be approved by the State Compliance Review Committee.

4. The Injunctive Relief Distributors shall be responsible for the Monitor’s fees and costs directly related to its performance of the work specified by the Injunctive Relief Terms up to a limit of $1,000,000 per year per Injunctive Relief Distributor (i.e.
, a total of $3,000,000 per year).

5. Prior to each year, the Monitor shall submit a combined annual budget to the Injunctive Relief Distributors and State Compliance Review Committee that shall not exceed a total of $3,000,000. The Monitor shall submit quarterly reports to the Injunctive Relief Distributors and the State Compliance Review Committee tracking actual spend to the annual budget.

6. In the event that any of the Injunctive Relief Distributors or State Compliance Review Committee believe that the Monitor is not performing its duties and responsibilities under the Injunctive Relief Terms in a reasonably cost effective manner, an Injunctive Relief Distributor or the State Compliance Review Committee shall recommend in writing changes to the Monitor’s practices to reduce cost. The Monitor, Injunctive Relief Distributors, and the State Compliance Review Committee shall meet and confer in good faith in response to such a recommendation.

7. In the event that the Injunctive Relief Distributor and the State Compliance Review Committee cannot agree on whether the recommended cost reductions are warranted, either the State Compliance Review Committee or the Injunctive Relief Distributors may submit the question to the National Arbitration Panel, who shall determine whether DISTRIBUTORS’ 10.22.21

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the Monitor is performing its duties and responsibilities under the Injunctive Relief Terms in a reasonably cost effective manner, and, if not, the necessary changes to the Monitor’s practices to reduce cost.

8. If the National Arbitration Panel determines that the Monitor cannot complete the reviews described in Section XVIII.F within the combined annual budget of $3,000,000, the National Arbitration Panel shall require the Monitor to provide the Injunctive Relief Distributors and the State Compliance Review Committee with a written report explaining why it is not possible to complete the reviews within budget and all steps the Monitor has taken to perform its duties and responsibilities under the Injunctive Relief Terms in a reasonably cost effective manner. After receiving the Monitor’s report, the Injunctive Relief Distributors, and the State Compliance Review Committee shall meet and confer in good faith to determine whether an increase in the combined budget is appropriate. If the Injunctive Relief Distributors and the State Compliance Review Committee cannot reach an agreement on the amount of the reasonable costs in excess of $3,000,000 for the relevant year, the issue will be submitted to the National Arbitration Panel for resolution. The National Arbitration Panel may award additional costs up to total cap of $5,000,000 for the relevant year ($3,000,000 plus an additional $2,000,000).

9. Unless the Injunctive Relief Distributors and the State Compliance Review Committee agree otherwise as part of the meet and confer process in the prior paragraph (such as by agreeing to limit the Monitor’s duties and responsibilities for the remainder of the year), the amount above $3,000,000 and up to the total cap of $5,000,000 in a given year necessary for the Monitor to complete the reviews described in Section XVIII.F shall be divided evenly among the Injunctive Relief Distributors without reducing any other amounts that are the responsibility of the Injunctive Relief Distributors.

B. Early Termination of the Monitor

1. In the event any of the Injunctive Relief Distributors or State Compliance Review Committee believe that the Monitor is not performing its duties and responsibilities under the Injunctive Relief Terms in a reasonably professional, competent and independent manner, an Injunctive Relief Distributor or the State Compliance Review Committee shall recommend replacement of the Monitor in writing. The Injunctive Relief Distributors and the State Compliance Review Committee shall meet and confer in good faith in response to a recommendation to replace the Monitor. If the State Compliance Review Committee and the Injunctive Relief Distributors agree that the Monitor should be replaced, a replacement Monitor will be selected in the manner set forth in Section XVIII.A.3.

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2. In the event the Injunctive Relief Distributor and the State Compliance Review Committee cannot agree on whether the Monitor should be replaced, either the State Compliance Review Committee or the Injunctive Relief Distributors may submit the question of the Monitor’s dismissal to the National Arbitration Panel, and the Monitor shall only be dismissed if that panel finds that there is Good Cause for dismissal. Good Cause for dismissal shall mean (a) a material and substantial breach of the terms of the Monitor’s obligations under the Injunctive Relief Terms; (b) any act of dishonesty, misappropriation, embezzlement, intentional fraud, or similar conduct by the Monitor; (c) any clear pattern of bias or prejudice in favor or against any party by the Monitor; (d) conduct by the Monitor that demonstrates unfitness to fulfill the functions of the Monitor reasonably and competently; or (e) conflicts of interest described in Section XVIII.A.2. If the panel finds that the Monitor should be dismissed, a replacement Monitor will be selected in the manner set forth in Section XVIII.A.3.

3. In addition, if the Monitor resigns for any reason, a replacement Monitor will be selected in the manner set forth in Section XVIII.A.3.

C. Term and Reporting Periods

1. The term of the Monitor will be five (5) years from the date the Monitor is appointed, divided into one-year periods for purposes of the reviews and reporting described in Section XVIII (“Reporting Periods”).

D. Monitor Access to Information

1. In connection with its reviews set forth in Section XVIII.F, the Monitor may request to interview employees with appropriate authority and responsibilities as necessary. In the event that an Injunctive Relief Distributor believes that the Monitor is requesting an unreasonable number of interviews or requesting interviews of employees who do not have relevant information to the reviews required by Section XVIII.F, the Injunctive Relief Distributor and State Compliance Review Committee shall meet and confer in good faith to resolve this issue.

2. The Chief Diversion Control Officer of each Injunctive Relief Distributor or a direct report of the Chief Diversion Control Officer shall serve as the primary point of contact for the Monitor to facilitate the Monitor’s access to documents, materials, or staff necessary to conduct the reviews specified in Section XVIII.F. The Monitor shall communicate any request for documents, materials, or access to staff to the Chief Diversion Control Officers or their designees.

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employee or former employee deemed necessary by the Monitor to conduct the reviews specified in Section XVIII.F, the Monitor shall notify the Chief Diversion Control Officer of the Injunctive Relief Distributor and they shall meet and confer to resolve such issue. If the Monitor believes that the matter was not resolved, the Monitor shall immediately report the issue to the State Compliance Review Committee.

4. To the extent any of the documents requested by the Monitor contain material protected from disclosure by any legal privilege, including the attorney-client privilege or attorney work product protections, an Injunctive Relief Distributor may redact such material before providing the documents to the Monitor, but must provide the Monitor with a privilege log describing the redacted information and identifying the basis for redaction.

5. Notwithstanding any other information referenced and produced pursuant to Section XVIII, the Monitor shall have access to, and each Injunctive Relief Distributor’s Chief Diversion Control Officer shall produce to the Monitor, any settlement agreements with government entities entered into after the Effective Date specifically concerning the requirements contained in the Injunctive Relief Terms and an Injunctive Relief Distributor’s distribution of Controlled Substances (as opposed to distribution of pharmaceutical products in general).

E. Settling States’ Access to Monitor

1. Other than in connection with the initiation of a Notice of Potential Violation set forth in Section XIX.B.2, should the Monitor believe it needs to initiate communication with the State Compliance Review Committee regarding an Injunctive Relief Distributor’s compliance with the Injunctive Relief Terms, the Monitor’s communications should include the Chief Diversion Control Officer or counsel of the affected Injunctive Relief Distributor, regardless of the form of communication.

2. The State Compliance Review Committee shall have access to any settlement agreements produced to the Monitor pursuant to Section XVIII.D.5.

F. Reviews to be Conducted by the Monitor

1. There shall be two (2) types of reviews to be conducted by the Monitor:
a) Customer-specific reviews, as set forth in Section XVIII.F.2; and b) System reviews, as set forth in Section XVIII.F.3.

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2. Customer-Specific Reviews
a) The following Customer-specific reviews will be conducted by the Monitor for each Injunctive Relief Distributor for each of the Reporting Periods:
(1) Threshold Change Request Review (“ TCR Review”);
(2) Onboarding New Customer Review (“ Onboarding
Review”);
(3) Ongoing Due Diligence Review (“ Ongoing Diligence
Review”);
(4) Customer Termination Review (“ Termination Review”); and
(5) Orders that Exceed Thresholds but are Shipped Review (“Exceeded Threshold Review”).
b) Sample selection and audit periods for TCR Reviews, Onboarding Reviews, Ongoing Diligence Reviews, Termination Reviews, and Exceeded Threshold Reviews:
(1) For each Reporting Period, the Monitor will review a representative sample of files for the performance of the TCR Reviews, Onboarding Reviews, and Ongoing
Diligence Reviews. The Monitor shall select a sample
representative of various geographic regions, customer
types (Independent Retail Pharmacy Customers or Chain
Customer), and distribution centers.
(2) The Monitor will meet and confer with each of the
Injunctive Relief Distributors to determine the appropriate audit period within each Reporting Period from which the samples will be selected (e.g. samples will be selected from the first six (6) months of a reporting period to allow the Monitor time to perform its review during the remainder of the reporting period).
(3) Within thirty (30) calendar days following the close of the agreed-upon audit period, the Injunctive Relief Distributors (or the Clearinghouse once operational, if able to do so) will provide the Monitor with the following lists of relevant Customers for each type of review:
(a) A list of all Customers that requested at least one Threshold increase for a Highly Diverted Controlled
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Substance during the relevant audit period,
including the number of such requests by each
Customer;
(b) A list of all Customers that were onboarded during
the relevant audit period and, during that period,
ordered and received Highly Diverted Controlled
Substances;
(c) A list of all Customers that were the subject of an Ongoing Diligence Review during the relevant audit
period;
(d) A list of all Customers that, for reasons related to Controlled Substance regulatory compliance, were
terminated during the relevant audit period; and
(e) A list of all Orders for Highly Diverted Controlled Substances where a decision was made to ship the
Order even though the order exceeded the otherwise
applicable Threshold, with number of such shipped
orders.
(4) Within fifteen (15) calendar days of compiling this Customer information for sample selection, each Injunctive Relief Distributor shall propose a reasonable number of customer files for each review to the Monitor.
(5) Within fifteen (15) calendar days of receiving the lists specified above from the Injunctive Relief Distributors, the Monitor shall choose representative files to be reviewed from these lists. Each list will include the Customers’ zip code, geographic region, distribution center, and customer type (Independent Retail Pharmacy Customer or Chain
Customer).
c) TCR Reviews
(1) For each Reporting Period, the Monitor shall conduct a TCR Review for a sample review of Customers who
requested at least one Threshold increase for Highly
Diverted Controlled Substances for each Injunctive Relief Distributor. For the TCR Reviews, the Monitor shall review the information contained in the files of the sample
Customers and determine whether the information reflects substantial compliance with the requirements of Section XII.C.3.

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d) Onboarding Reviews
(1) For each Reporting Period, the Monitor shall conduct an Onboarding Review of a sample of Customers that were
onboarded during the applicable audit period and, during that period, ordered and received Highly Diverted
Controlled Substances from the Injunctive Relief
Distributor. For the Onboarding Reviews, the Monitor shall review the information contained in the files of the sample Customers and determine whether the information reflects substantial compliance with the requirements of Section IX. e) Ongoing Diligence Reviews
(1) For each Reporting Period, the Monitor shall conduct an Ongoing Diligence Review of a sample of Customers for
each Injunctive Relief Distributor that was the subject of an Ongoing Diligence Review during the relevant audit
period. For the Ongoing Diligence Reviews, the Monitor
shall review the information contained in the files of the sample of Customers and determine whether the
information reflects substantial compliance with the
requirements of Section X.
f) Termination Reviews
(1) For each Reporting Period, the Monitor shall conduct a review of a sample of Customers that were terminated by each Injunctive Relief Distributor during the audit period.

For the Termination Reviews, the Monitor shall review the information contained in the files of the sample of
Customers and determine whether the information reflects substantial compliance with the requirements of Section XIV.
g) Exceeded Threshold Review
(1) For each Reporting Period, the Monitor shall conduct a review of a sample of Orders for Highly Diverted
Controlled Substances where a decision was made by the
Injunctive Relief Distributor to ship the Order even though the Order exceeded the applicable Threshold. For the
Exceeded Threshold Reviews, the Monitor shall review the information contained in the Customer files related to the Orders and determine whether the information reflects
substantial compliance with the requirements of Section XIII.B.

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3. Annual System Reviews:
a) The following system reviews will be conducted by the Monitor for each Injunctive Relief Distributor for each of the Reporting Periods:
(1) CSMP Review;
(2) Threshold Setting Process Review;
(3) Suspicious Orders and Suspicious Order Report Review; (4) Compensation Review;
(5) Red Flag Review; and
(6) Review of CSMP Integration with Clearinghouse.
b) CSMP Review
(1) For each Reporting Period, the Monitor shall conduct a review of the following materials from each Injunctive
Relief Distributor:
(a) Current CSMP policies and procedures;
(b) Organizational charts for the departments that are
relevant to the CSMP organization;
(c) Logs and/or summaries of any reports received on
the “hot line” required by Section V.E and the
action or response of an Injunctive Relief
Distributor to any such reports;
(d) Copies of the quarterly reports provided by the
Chief Diversion Control Officer to the CSMP
Committee as required by Section IV.C;
(e) Copies of the quarterly reports provided by the
CSMP Committee to senior management and the
Board of Directors as required by Section VI.C; and
(f) Copies of the materials used for the training
required by Section VII and lists of the attendees of
the training.

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c) Threshold Setting Process Review:
(1) For each Reporting Period, each Injunctive Relief
Distributor or its outside consultants shall prepare a
summary report describing how its Threshold-setting
methodology for Independent Retail Pharmacy Customers
and Chain Customers complies with Section XII (the
“Annual Threshold Analysis and Assessment Report”).
(2) For each Reporting Period, the Monitor shall review the Annual Threshold Analysis and Assessment Report,
determine whether the information reflects substantial
compliance with the requirements of Section XII, and
include any Observations and Recommendations, as
defined in Section XVIII.G, in its annual Audit Report. d) Suspicious Orders and Suspicious Order Reporting Review:
(1) For each Reporting Period, each Injunctive Relief
Distributors will provide the Monitor with a report
containing summary metrics for the Suspicious Orders that were reported to the DEA and the Settling States (the
“Suspicious Order Metrics Report”). In the Suspicious
Order Metrics Report, the Injunctive Relief Distributors will also provide summary metrics for Orders of Highly
Diverted Controlled Substances that exceeded a Threshold but were still shipped.
(2) For each Reporting Period, the Monitor shall review the Suspicious Order Metrics Report, determine whether the
information reflects substantial compliance with the
requirements of Section XIII, and include any Observations and Recommendations in its annual Audit Report.
e) Compensation Reviews:
(1) For each Reporting Period, the Monitor will review
compensation-related policy documents for each Injunctive Relief Distributor for sales personnel. The Monitor shall analyze those documents and determine whether the
compensation policies of each Injunctive Relief Distributor comply with the requirements contained in Section V.
f) Red Flags Review:
(1) For each Reporting Period, the Monitor shall review the Red Flags defined in Section VIII and their incorporation into each Injunctive Relief Distributor’s policies and
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procedures. The Monitor shall determine whether the
information reflects substantial compliance with the
requirements of Section VIII and include any Observations and Recommendations, as called for by Section VIII.C,
about those definitions in its annual Audit Report.
g) Review of CSMP Integration with the Clearinghouse:
(1) For each Reporting Period, each Injunctive Relief
Distributor shall prepare a report summarizing the status of the Injunctive Relief Distributor’s CSMP integration with the operation of the Clearinghouse (“Clearinghouse
Integration Report”). The Monitor shall review each
Injunctive Relief Distributor’s Clearinghouse Integration Report, determine whether the information reflects
substantial compliance with the requirements of Section XVII, and include any Observations and Recommendations
in its annual Audit Report.

G. Observations and Recommendations:

1. If the Monitor notes any areas for potential improvement during the course of the reviews conducted pursuant to the Injunctive Relief Terms, the Monitor shall include any such recommendations in the Audit Report.

Collectively, any such questions, concerns or recommendations will be referred to as “Observations and Recommendations.”
H. Audit Reports:

1. No later than one hundred and twenty (120) calendar days prior to the end of a Reporting Period and/or at any other time deemed reasonably necessary by the Monitor, the Monitor shall provide each Injunctive Relief Distributor with a draft report detailing any instances of substantial non- compliance with the applicable provisions of the Injunctive Relief Terms from the reviews in Section XVIII.F (the “Draft Report”). The Draft Report will also describe any Observations and Recommendations.

2. Within thirty (30) calendar days of its receipt of the Draft Report, the Injunctive Relief Distributor will provide comments and responses to the Draft Report. The Injunctive Relief Distributor will, among other things:
a) Respond to each instance of substantial non-compliance, including, where appropriate, describing any corrective action taken (or to be taken).
b) Respond to each Observation and Recommendation.

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3. Within thirty (30) calendar days of its receipt of the Injunctive Relief Distributors’ responses to the Draft Report, the Monitor shall provide a final report (the “Audit Report”) to each Injunctive Relief Distributor and the State Compliance Review Committee. The Monitor shall provide the State Compliance Review Committee with a copy of an Injunctive Relief Distributor’s response to the Draft Report.

4. No action or lack of action by the Settling States regarding information received from the Monitor concerning an Injunctive Relief Distributor’s conduct shall be considered affirmation, acceptance, or ratification of that conduct by the Settling States.

I. Confidentiality:

1. Materials and information provided by the Injunctive Relief Distributors to the Monitor that are designated “Confidential” (and any parts, portions, or derivations thereof) (the “Confidential Information”) will be kept confidential and not be shown, disclosed, or distributed to any other party, including any other Injunctive Relief Distributor.

2. The Monitor will not use materials or information received from one Injunctive Relief Distributor, or information or analysis developed using the Confidential Information of an Injunctive Relief Distributor, in its assessment of any other Injunctive Relief Distributor. Because each Injunctive Relief Distributor operates pursuant to its own unique policies and procedures intended to comply with legal and other requirements of the Injunctive Relief Terms, the Monitor shall apply the standards of each Injunctive Relief Distributor to its reviews without preference to the practices or standards applied by any other Injunctive Relief Distributor.

3. If any of the Settling States or the Monitor receive a request for disclosure of any material or information created or shared under the Injunctive Relief Terms, pursuant to a Third Party Request, the Settling State or the Monitor, respectively, shall notify the Injunctive Relief Distributors of the Third Party Request and the Confidential Information to be disclosed so that the Injunctive Relief Distributors may seek a protective order or otherwise challenge or object to the disclosure. The Settling State or the Monitor will provide the Injunctive Relief Distributors with at least ten (10) days’ advance notice before complying with any Third Party Request for Confidential Information, except where state law requires a lesser period of advance notice.

4. Nothing herein will be deemed to prevent any party from claiming any applicable exemption to the public information act, freedom of information act, public records act, or similar law.

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XIX. ENFORCEMENT OF INJUNCTIVE RELIEF TERMS
A. State Compliance Review Committee:

1. Any Settling State may initiate a review of a Potential Violation consistent with the process set forth in Section XIX.

2. The State Compliance Review Committee shall assign the Monitor the responsibilities set forth in Sections XIX.B.3 through XIX.B.7, regarding review of a Potential Violation and an opportunity to cure, except with respect to matters requiring interpretation of the Injunctive Relief Terms subject to Section XIX.C.2. The objective of the Monitor shall be to facilitate a resolution among the parties, providing an opportunity to cure, as applicable, for the party against whom a Potential Violation has been alleged.

3. No less than six (6) months before the Monitor’s term expires pursuant to Section XVIII, the State Compliance Review Committee and Injunctive Relief Distributors shall meet and confer in good faith to determine the parameters and processes for continued enforcement, consistent to the maximum extent possible with the provisions set forth in Section XIX, for the period after the Monitor’s term has ended. Absent agreement between the State Compliance Review Committee and Injunctive Relief Distributors, all provisions set forth in Section XIX involving the Monitor are excused after the Monitor’s term has ended.

4. Should an Injunctive Relief Distributor allege in good faith that a Settling State or the Monitor has impaired the ability of the Injunctive Relief Distributor to meet the Injunctive Relief Terms, the Injunctive Relief Distributor may request the State Compliance Review Committee to mediate any dispute in an effort to avoid the time and expense of litigation regarding interpretation and enforcement of the Injunctive Relief Terms.

B. Process for Review of Potential Violations and Opportunity to Cure:

1. Definition of “Potential Violation”: A Potential Violation occurs when an Injunctive Relief Distributor is alleged to not be in substantial compliance with (i) the Injunctive Relief Terms or (ii) a Corrective Action Plan adopted consistent with the process set forth in Section XIX.B.7.

2. Submission of Notice of Potential Violation. An allegation of a Potential Violation shall be submitted to the State Compliance Review Committee in writing by one or more Settling States (“Notice of Potential Violation” or “Notice”) and shall include the following to the extent practicable:
a) Specification of the particular Injunctive Relief Term(s) and/or Corrective Action Plan(s) implicated by the Potential Violation; DISTRIBUTORS’ 10.22.21

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b) Description of the Potential Violation with specificity; c) The reasoning for and, if available, any documentation supporting the allegation that a Potential Violation has occurred, including whether the Potential Violation is a matter identified by the Monitor in an Audit Report; and
d) Description of the time-sensitivity of the Potential Violation, if relevant.

3. Assignment to Monitor. The State Compliance Review Committee shall review every Notice. If the State Compliance Review Committee reasonably believes that further review is warranted, the State Compliance Review Committee shall forward the Notice to the Monitor. The Monitor shall ensure that the Injunctive Relief Distributor that is the subject of the Notice receives a copy of the Notice and a proposed schedule consistent with the process set forth in Sections XIX.B.4 and XIX.B.5.

4. Response to Notice of Potential Violation. Within thirty (30) days of receipt of the Notice of Potential Violation, the Injunctive Relief Distributor that is the subject of the Notice shall provide a written response to the referring Settling State(s), the Monitor, and the State Compliance Review Committee. The response (a) shall set forth the reasons the Injunctive Relief Distributor that is the subject of the Notice believes that it is in substantial compliance with the relevant Injunctive Relief Term(s) and/or Corrective Action Plan(s), and (b) as applicable, shall explain efforts undertaken to cure the Potential Violation and a schedule for completing the efforts to cure.

5. Conference for Parties re Notice of Potential Violation. The parties to the Notice shall meet or otherwise confer regarding the Potential Violation.

The parties and the Monitor shall make themselves available for such a meeting (which may at any party’s election be a virtual or technology- based meeting), provided, however, that the meeting is not required to take place sooner than fifteen (15) days after a written response to the Notice of Potential Violation.

6. Process for Previously-Submitted Notices of Potential Violation. At the request of the parties to a Notice, the Monitor shall determine whether the Notice implicates the same or similar issues as a previously submitted Notice or is a matter previously identified by the Monitor in an Audit Report involving the same party alleged to have engaged in a Potential Violation, and make an initial determination as to whether the issues needs to be addressed anew. The Monitor shall inform the Settling State and Injunctive Relief Distributor involved in the previous Notice or the subject of a matter previously identified by the Monitor in an Audit Report of its determination within five (5) business days of receipt of the Notice. The DISTRIBUTORS’ 10.22.21

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Settling State and Injunctive Relief Distributor shall have five (5) business days to object to the determination. If an objection is made, the Monitor shall respond to the objection within five (5) business days. If no objection is made, the party involved in the prior Notice may rely on the response to the previously submitted Notice or matter previously identified by the Monitor in an Audit Report and no further action shall be required.

7. Monitor Resolution of Potential Violation and Opportunity to Cure.

Within thirty (30) days of the meeting pursuant to Section XIX.B.5, the Monitor, taking into consideration the submissions of the parties involved in the Notice and other information available to the Monitor, shall resolve the Notice as follows:
a) If the Monitor reasonably believes that a Potential Violation is not ongoing or has been substantially resolved as of thirty (30) days from the meeting pursuant to Section XIX.B.5, the Monitor shall provide written notice to the State Compliance Review Committee and the Settling State(s) and Injunctive Relief Distributor involved in the Notice.
b) If the Monitor reasonably believes that a Potential Violation is ongoing and has not been substantially resolved as of thirty (30) days from the meeting pursuant to Section XIX.B.5, the Monitor shall provide written notice to the State Compliance Review Committee and the Settling State(s) and Injunctive Relief Distributor involved in the Notice and request that the Injunctive Relief Distributor prepare, within thirty (30) days of the receipt of such written notice, a Corrective Action Plan to remedy such Potential Violation, including a reasonable period for
implementation of such plan. The Monitor may extend the period of time to submit a Corrective Action Plan up to ninety (90) days based on a reasonable request by the affected party.
c) A Corrective Action Plan may address multiple Potential Violations, and an existing Corrective Action Plan may be amended to address additional Potential Violations.
d) Within ten (10) business days of submission of a Corrective Action Plan regarding a Potential Violation, the Monitor shall confer with the State Compliance Review Committee and the Settling State(s) and Injunctive Relief Distributor involved in the Notice regarding the proposed Corrective Action Plan. The Monitor may
recommend revisions in its discretion. The conference required by this paragraph may at any party’s election be a virtual or technology-based meeting.

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e) Within thirty (30) days of the conference in Section XIX.B.7.d, the Monitor shall advise the State Compliance Review Committee and the Settling State(s) and Injunctive Relief Distributor involved in the Notice whether the Monitor has adopted the proposed Corrective Action Plan or whether the Monitor has adopted it after making modifications. The Monitor shall also set forth a reasonable period for implementation of any such plan that has been adopted. The Injunctive Relief Distributor that is subject to a Corrective Action Plan adopted by the Monitor must begin to comply with the Corrective Action Plan within five (5) business days of receiving notice of the Corrective Action Plan has been adopted, unless it seeks review by the State Compliance Review Committee pursuant to Section XIX.C.1.

C. Enforcement Responsibilities of State Compliance Review Committee:

1. The Settling State(s) or Injunctive Relief Distributor involved in a Notice may request the State Compliance Review Committee to review the resolution (including a resolution pursuant to Section XIX.B.7.a) and/or Corrective Action Plan adopted by the Monitor regarding that Notice. Any such request must be made within five (5) business days of a resolution or adoption of a Corrective Action Plan by the Monitor. The State Compliance Review Committee, taking into consideration the resolution by the Monitor, submissions of the Settling State(s) or Injunctive Relief Distributor, and other information available to the Committee, shall within thirty (30) days of receipt of the request resolve the matter by written notice to the affected parties, which shall include the State Compliance Review Committee’s reasoning in reaching its resolution. The State Compliance Review Committee may agree, disagree, or modify any resolution or Corrective Action Plan that it reviews. An Injunctive Relief Distributor that is subject to a Corrective Action Plan that is affirmed or affirmed as amended by the State Compliance Review Committee must within five (5) business days begin to comply with the Corrective Action Plan.

2. The State Compliance Review Committee shall review any issues raised by a Notice regarding the interpretation of the Injunctive Relief Terms at the request of the Settling State(s), Injunctive Relief Distributor involved in a Notice, or the Monitor. Such a request may be made at any time after the Notice’s submission, and the request will not extend the timelines set forth in Sections XIX.B and XIX.C.1. The State Compliance Review Committee shall notify the Monitor, Settling State(s) and Injunctive Relief Distributor involved in the Notice of its determination. Settling States and Injunctive Relief Distributors do not waive their rights to challenge the interpretation of the Injunctive Relief Terms by the State Compliance Review Committee in any subsequent proceeding pursuant to Section XIX.E.2.

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3. The State Compliance Review Committee may, independent of a Notice of Potential Violation, review requests by a Monitor, Settling State, or Injunctive Relief Distributor regarding the interpretation of the Injunctive Relief Terms. The State Compliance Review Committee shall notify the Monitor and requesting party of its interpretation, including the State Compliance Review Committee’s reasoning in reaching its conclusion.

Settling States and Injunctive Relief Distributors do not waive their rights to challenge the interpretation of the Injunctive Relief Terms by the State Compliance Review Committee in any subsequent proceeding pursuant to Section XIX.E.2.

4. The State Compliance Review Committee shall make available to all Settling States and Injunctive Relief Distributors any interpretation it issues pursuant to Sections XIX.C.2 and XIX.C.3.

D. Composition of State Compliance Review Committee:

1. A Settling State on the State Compliance Review Committee that is in active litigation with one or more of the Injunctive Relief Distributors, or in another potential conflict of interest involving compliance with Controlled Substances laws and regulations, may not serve on the State Compliance Review Committee for matters involving the affected Injunctive Relief Distributor, and the remaining Settling States on the State Compliance Review Committee shall within five (5) business days select an alternate Settling State as a replacement.

2. If the affected state on the State Compliance Review Committee disputes that it has a disqualifying active litigation or other conflict of interest, the determination of whether that state has a conflict disqualifying it from serving on the State Compliance Review Committee shall be made by the remaining states on the State Compliance Review Committee.

E. Enforcement Actions:

1. Any written notice or resolution by the State Compliance Review Committee regarding the matters set forth in Sections XIX.B and XIX.C shall provide the State Compliance Review Committee’s assessment of the matter but will not be an official opinion of any individual Settling State.

2. Following the issuance of a written notice or resolution of the State Compliance Review Committee pursuant to Section XIX.C, a Settling State or Injunctive Relief Distributor may take whatever action it deems necessary related to the written notice or resolution issued by the State Compliance Review Committee, provided that the Settling State or Injunctive Relief Distributor is either (a) the Settling State that sought review by the State Compliance Review Committee, or (b) the Injunctive Relief Distributor that is the subject of the Potential Violation at issue.

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Such action may include but is not limited to bringing an action to enforce the settlement agreement, filing a new original action, or, the parties to a Notice attempting to negotiate a Corrective Action Plan directly with each other.

3. The Settling States agree that prior to taking any court or administrative action, other than an action that is necessary to address an immediate threat to the health, safety, or welfare of the citizens of the Settling State, or that a public emergency requiring immediate action exists, it will follow the process outlined in Sections XIX.B and XIX.C.

4. A Settling State or Injunctive Relief Distributor must bring a court or administrative action within six (6) months of any resolution of the State Compliance Review Committee, unless the alleged violation is also an independent violation of state or federal law, or an action that a Settling State concludes is necessary to address an immediate threat to the health, safety, or welfare of the citizens of the State, or that a public emergency requiring immediate action exists, in which cases, the applicable statute of limitations (if any) for sovereign actions shall apply.

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EXHIBIT Q
Illustrative Examples of Prepayments
Example 1
Gross Settlement Prepayment: $3,000,000
Settlement Prepayment Reduction Schedule: Reduce amounts paid for each of Payment Years 8, 13, and 18 by $1,000,000
Net Settlement Prepayment Amount (assumes discount rate of five percent (5%)): $2,591,513 ($863,838 for each of Payment Years 5, 10, and 15)
Payment Year Initial Settlement
Payment Schedule
Settlement Prepayment
Reduction
(-)
Net Settlement
Prepayment
(+)
Revised Settlement
Payment Schedule
1 $1,000,000 $1,000,000
2 $1,000,000 $1,000,000
3 $1,000,000 $1,000,000
4 $1,000,000 $1,000,000
5 $1,000,000 $863,838 $1,863,838
6 $1,000,000 $1,000,000
7 $1,000,000 $1,000,000
8 $1,000,000 $1,000,000 $0
9 $1,000,000 $1,000,000
10 $1,000,000 $863,838 $1,863,838
11 $1,000,000 $1,000,000
12 $1,000,000 $1,000,000
13 $1,000,000 $1,000,000 $0
14 $1,000,000 $1,000,000
15 $1,000,000 $863,838 $1,863,838
16 $1,000,000 $1,000,000
17 $1,000,000 $1,000,000
18 $1,000,000 $1,000,000 $0
Total $18,000,000 $3,000,000 $2,591,513 $17,591,513
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Example 2
Gross Settlement Prepayment: $3,000,000
Settlement Prepayment Reduction Schedule: Reduce amounts paid for each of Payment Years 4, 9, and 14 by $1,000,000
Net Settlement Prepayment Amount (assumes discount rate of five percent (5%)): $2,857,143 ($952,381 for each of Payment Years 3, 8, and 13)
Payment Year Initial Settlement
Payment Schedule
Settlement Prepayment
Reduction
(-)
Net Settlement
Prepayment
(+)
Revised Settlement
Payment Schedule
1 $1,000,000 $1,000,000
2 $1,000,000 $1,000,000
3 $1,000,000 $952,381 $1,952,381
4 $1,000,000 $1,000,000 $0
5 $1,000,000 $1,000,000
6 $1,000,000 $1,000,000
7 $1,000,000 $1,000,000
8 $1,000,000 $952,381 $1,952,381
9 $1,000,000 $1,000,000 $0
10 $1,000,000 $1,000,000
11 $1,000,000 $1,000,000
12 $1,000,000 $1,000,000
13 $1,000,000 $952,381 $1,952,381
14 $1,000,000 $1,000,000 $0
15 $1,000,000 $1,000,000
16 $1,000,000 $1,000,000
17 $1,000,000 $1,000,000
18 $1,000,000 $1,000,000
Total $18,000,000 $3,000,000 $2,857,143 $17,857,143
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EXHIBIT R
Agreement on Attorneys’ Fees, Expenses and Costs
This Agreement on Attorneys’ Fees, Expenses and Costs (“Fee Agreement”) is entered between McKesson Corporation, Cardinal Health, Inc., and AmerisourceBergen Corporation (collectively, the “Settling Distributors”), and the Plaintiffs’ Executive Committee appointed in the multidistrict litigation in the Northern District of Ohio, National Prescription Opiate Litigation, No. 1:17-MD-2804 (“MDL PEC”), in connection with the Distributor Settlement Agreement (“Distributor Agreement”). This Fee Agreement becomes effective on the Effective Date of the Distributor Agreement or the date that the Consent Judgments anticipated under the Distributor Agreement become final in 25 Settling States (whichever is later). However, costs specified in Sections II.I and II.I.4 of this Fee Agreement that are to be funded pre-Effective Date by the Settling Distributors are effective upon agreement in writing with the Settling Distributors.

I. Definitions.

A. This Fee Agreement incorporates all defined terms in the Distributor Agreement, unless otherwise defined herein, and shall be interpreted in a manner consistent with the Distributor Agreement.

B. “ Attorney.” Any of the following retained through a legal contract: a solo practitioner, a multi-attorney law firm, or other legal representative of a Participating Subdivision.

C. “ Attorney Fee Fund.” An account consisting of funds allocated to pay attorneys’ fees approved pursuant to Section II of this Fee Agreement established by Order of, and under the ongoing jurisdiction of, the MDL Court, as provided below.

D. “ Common Benefit Fund.” The sub fund of the Attorney Fee Fund described in Section II.C.

E. “ Contingency Fee Fund.” The sub fund of the Attorney Fee Fund described in Section II.D.

F. “ Cost and Expense Fund Administrator.” The administrator appointed by the MDL Court to administer the MDL Expense Fund and Subdivision Cost Fund as provided in the Fee Agreement.

G. “ Cost Funds.” Collectively, the MDL Expense Fund and Subdivision Cost Fund.

H. “ Fee Entitlement.” Any right, entitlement or expectation, including but not limited to a fee contract, contingent fee contract, agreement, referral arrangement, co-counsel arrangement, State Back-Stop Agreement, or any other arrangement by which counsel could receive compensation or other consideration.

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I. “ Fee Panel.” The three-person panel appointed by the MDL Court to administer the Attorney Fee Fund and its sub funds as provided in the Fee Agreement.

J. “ Litigating Subdivision Cost Fund.” The cost fund described in Section II.E herein.

K. “ MDL Court.” United States District Court for the Northern District of Ohio Eastern Division, Case No. 1:17-md-2804, Judge Dan Aaron Polster.

L. “ MDL Expense Fund.” The cost fund described in Section II.F below.

M. “ MDL PEC.” The Plaintiffs’ Executive Committee appointed by the MDL Court.

N. “ Non-Participating Litigating Subdivision.” A Litigating Subdivision that is not a Participating Subdivision.

O. “ Participating Litigating Subdivision.” A Litigating Subdivision that is also a Participating Subdivision.

P. “ Participation Agreement.” An agreement executed by an Attorney that acknowledges the obligation to pay an appropriate MDL Common Benefit Assessment.

Q. “ Qualifying Representation.” Legal services provided for representation of a Participating Litigating Subdivision regarding Released Claims against Released Entities.

R. “ State Back-Stop Agreement.” Any agreement by a Settling State and private counsel for Participating Subdivisions in that State (or legislation enacted in that State) to provide, adjust, or guarantee attorneys’ fees and costs, whether from the Attorney Fee Fund or any other source recognized in the agreement or legislation.

II. Fees and Costs.

A. Total Attorneys’ Fees and Costs.

1. Total attorneys’ fees and costs to be paid by Settling Distributors to Attorneys in each of the relevant Payment Years under this Fee Agreement shall be up to the following amounts, subject to the provisions set forth below, including with respect to the division of the Attorney Fee Fund into its sub funds:

Attorney Fee Fund
(Contingency Fee Fund and
Common Benefit Fund)
MDL Expense
Fund
Litigating
Subdivision Cost
Fund
Payment Year 1 $136,044,378.70 $40,384,615.39 $40,000,000 Payment Year 2 $150,934,911.25 $40,000,000
Payment Year 3 $270,825,443.80 $40,000,000
Payment Year 4 $183,625,739.68
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Payment Year 5 $183,625,739.69
Payment Year 6 $183,625,739.69
Payment Year 7 $183,625,739.69

2. The sub funds within the Attorney Fee Fund shall include the Common Benefit Fund and the Contingency Fee Fund. The Cost Funds shall include the MDL Expense Fund, and the Litigating Subdivision Cost Fund. The State Counsel Fee Fund and the State Cost Fund shall be separate funds under the control of the Settling States.

3. The Contingency Fee Fund and the Common Benefit Fund shall be administered by a Fee Panel to be appointed by the MDL Court that will be governed by the provisions of this Fee Agreement and shall design the process and procedures for the allocation of fees pursuant to this Fee Agreement and the MDL Court’s Order. The Cost Funds shall be administered by the Cost and Expense Fund Administrator to be appointed by the MDL Court who will be governed by the provisions of this Fee Agreement and shall design the process and procedures for the allocation of costs pursuant to this Fee Agreement and the MDL Court’s Order.

4. The fees and costs to be paid under this Fee Agreement are available for Attorneys engaged in Qualifying Representations only. Fees and costs to be paid under this Fee Agreement are not available prior to the Effective Date of the Distributor Agreement or if the Distributor Agreement does not proceed past the Settling Distributors’ determination in Section VIII.A of the Distributor Agreement. Fees and costs to be paid under this Fee Agreement are not available for representation of Non- Participating Subdivisions or Non-Litigating Subdivisions and are not available for representation of private hospitals, third-party payors, NAS claimants, personal injury/wrongful death claimants, or any entity other than Participating Litigating Subdivisions. In addition, fees and costs under this Fee Agreement are not available for representation of any individual or entity in matters other than those claims against Released Entities, but may include a reasonable share of representations that involve development of facts for pursuit of opioid-related claims against multiple defendants in the pharmacy, manufacturing, and distribution chain.

5. Payments due to the Attorney Fee Fund and the Cost Funds from the Settling Distributors under this Section II will be allocated among the Settling Distributors as follows: McKesson — 38.1%; Amerisource — 31.0%; Cardinal —

30.9%. A Settling Distributor’s sole responsibility for payments under this Fee Agreement shall be to make its share of each payment. The obligations of the Settling Distributors in this Fee Agreement are several and not joint. No Settling Distributor shall be responsible for any portion of another Settling Distributor’s share.

B. Attorney Fee Fund and Sub Funds.

1. There shall be a split of the Attorney Fee Fund into the Contingency Fee Fund and the Common Benefit Fund. The split shall be 40% to the Contingency Fee Fund and 60% to the Common Benefit Fund.

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2. In no event shall Settling Distributors be required to pay more into the Attorney Fee Fund in any Payment Year than the maximum amount specified for that Payment Year in Section II.A.1, which amounts are reflected in Exhibit M to the Distributor Agreement. The amounts allocated to the Contingency Fee Fund and the Common Benefit Fund set by the Fee Panel shall be subject to the reductions and offsets set forth below.

3. Awards of fees from the Contingency Fee Fund shall be available to Attorneys with Qualifying Representations of Participating Litigating Subdivisions eligible to receive an allocation under the Distributor Agreement, as set forth in Exhibit G to the Distributor Agreement, and shall be made applying the Mathematical Model attached as Exhibit A to this Fee Agreement (“Mathematical Model”). The collection of the data and calculations for the Mathematical Model has been a cooperative effort among private counsel for a large number of Litigating Subdivisions. The analysis has been spearheaded by Joseph Tann and Andrew Arnold. The Fee Panel is encouraged to continue working with those counsel in application of the Model. The Fee Panel shall oversee the application of the Model and resolve any questions or disputes concerning the eligibility of an Attorney to participate as required in Section II.G. The Panel is empowered to hear disputes concerning and ensure the accuracy of the mathematical calculation.

4. As to awards from the Contingency Fee Fund, there shall be no right of appeal.

5. Any appeal of an award of the Fee Panel from the Common Benefit Fund will be made to the MDL Court and be reviewed under an abuse of discretion standard.

C. Common Benefit Fund. (60% of the Attorney Fee Fund.)

1. Funds in the Attorney Fee Fund shall be allocated to the Common Benefit Fund according to the schedule set forth below, subject to the adjustments described in Section II.C.5. The payments are to be made on the following yearly schedule, subject to the adjustments set forth below:

Payment Year 1 $81,626,627.22
Payment Year 2 $90,560,946.75
Payment Year 3 $162,495,266.28
Payment Year 4 $110,175,443.79
Payment Year 5 $110,175,443.79
Payment Year 6 $110,175,443.79
Payment Year 7 $110,175,443.79
Total: $775,384,615.41
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2. The Common Benefit Fund shall be available to compensate Attorneys engaged in Qualifying Representations of Participating Litigating Subdivisions who:
a. have performed work for the common benefit of all subdivisions pursuant to the guidelines established by Judge Polster set forth in MDL 2804 and the Order dated June 19, 2018, under docket number 636, which is included herein by reference; and
b. satisfy the eligibility criteria set forth in Section II.G.

For purposes of Common Benefit Fund distribution, notwithstanding Section II.A.4 above, Attorneys representing Tribal Nations litigating against the Settling Distributors that have reached a settlement for Released Claims with Settling Distributors and/or Released Entities and meet the eligibility criteria in Section II.G shall be eligible.

3. The Common Benefit Fund shall be overseen by the Fee Panel, which shall determine the allocation of funds to eligible Attorneys consistent with this Fee Agreement and the June 19, 2018 Order.

4. In assessing the benefits that an Attorney has conferred to Participating Subdivisions (including non-Litigating Subdivisions) and/or Tribal Nations for purposes of any compensation decision, the Fee Panel shall give significant weight to the extent to which (i) the Attorney and his or her clients have contributed to increasing (or reducing) the Initial Participation Tier achieved through participation in the Distributor Agreement; (ii) the Attorney and his or her clients have contributed to increasing (or reducing) the amounts achieved under Incentive Payments A-D through participation in the Distributor Agreement; and (iii) the Attorney and his or her clients have contributed to the potential triggering of any suspension, reduction, or offset of Payment amounts under the Distributor Agreement. The Fee Panel may also consider additional fee recoveries the Attorney may potentially obtain, including, but not limited to, from State Back-Stop Agreements, representations of States or Tribal Nations, representations of other clients in opioids-related matters, or through the representation of Subdivision clients, whether they participated in the Distributor Agreement or not. It is the intent of this provision to recognize that the goal of the Distributor Agreement is to provide for maximum participation by the Subdivisions, maximum abatement funding for all Subdivisions nationally, and the maximum peace for Released Entities. Therefore, representing a Non- Participating Subdivision does not further the goal of the Distributor Agreement and should not be considered Common Benefit because it does not increase funds available to Participating Subdivisions’ abatement programs. Representing Later Litigating Subdivisions is antithetical to the Distributor Agreement, detracts from Common Benefit, and is addressed by the ethics opinion discussed in Section II.I.4. The Fee Panel shall consider this concept of “common detriment” set forth in this Section II.C.4 in all of its decisionmaking with respect to the allocation of the Attorney Fee Fund among Attorneys, as well as, in its discretion, any offsets provided to Settling Distributors as set forth in Section II.C.6. The Fee Panel shall consider the totality of the Attorney’s Participating Litigating Subdivisions as compared to the Attorney’s Non-Participating Litigating DISTRIBUTORS’ 10.22.21

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Subdivisions; the Parties recognize that, although the goal is for 100% participation, Attorneys with a higher number of clients have a higher probability of having one or more Non-Participating Litigating Subdivision client. As used in this Section II.C.4, “client” or “representing” a Subdivision shall include any Litigating Subdivision as to which the Attorney has a Fee Entitlement.

5. As set forth in Section II.C.6, the Fee Panel must consider the factors described in Section II.C.4 to determine how and whether to reduce the amounts to be paid by Settling Distributors under this Fee Agreement and to determine how to allocate funds among Attorneys. They may also, at their discretion, consider other factors. Any reduction in payment obligation or credit to be given a Settling Distributor in this Fee Agreement shall be applied against Payment Year 7 and working backwards. Any reduction to an Attorney not credited to Settling Distributors shall be allocated to attorneys whose Litigating Subdivision clients participated in the settlement by the Initial Participation Date.

6. The amounts to be provided as a credit or offset to Settling Distributors from the Common Benefit Fund shall depend on the relevant Participation Tier achieved, set forth in Exhibit H of the Distributor Agreement, as follows:
a. At Participation Tier 1 or below, the Common Benefit Fund payments to be paid by Settling Distributors shall be reduced as follows:
(i) With respect to any Attorney seeking payment from the Common Benefit Fund, the Fee Panel shall compare the aggregate allocation that Participating Litigating Subdivisions with which the Attorney has a Fee Entitlement would receive using the negotiating class allocation metrics with the aggregate amount that all Litigating Subdivisions (Participating and Non-Participating) with which the Attorney has a Fee Entitlement would receive using the negotiating class allocation metrics, provided that only Litigating Subdivisions in Settling States shall be considered for this ratio. The Fee Panel will multiply the amount to be paid to that Attorney from the Common Benefit Fund by that ratio, reduce the Attorney’s award by a maximum reduction of 15%, and the dollar amount of such reduction shall be deducted, dollar-for- dollar, from the amount owed by Settling Distributors to the Common Benefit Fund of the Attorney Fee Fund.
(ii) In the event that any Non-Participating Subdivision that is (a) under the jurisdiction of the MDL Court or (b) represented by an Attorney that is obligated to pay into the MDL Common Benefit Fund pursuant to a Participation Agreement, an order of the MDL Court, or any other arrangement settles with or wins a judgment against a Released Entity separate from the Distributor Agreement, and such settlement or judgment results in a common benefit fee assessment or fee payment into the MDL Common Benefit Fund during the time of Settling Distributors’ obligation to pay fees under this Fee Agreement, Settling Distributors’ DISTRIBUTORS’ 10.22.21

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obligation to pay into the Common Benefit Fund shall be reduced dollar- for-dollar for any amount of such fee assessments or payments (in the aggregate based on all reductions in this Section II.C.6.a.ii that exceed the reductions in Section II.C.6.a.i).
(iii) For the avoidance of doubt, in Tier 1 for each settlement or judgment with the Settling Distributors that results in an assessment or payment to the MDL Common Benefit Fund, that payment shall result in an offset for the Settling Distributors, unless the assessment or payment occurs after the Payment Date for Year 7.
b. At Participation Tier 2, the Common Benefit Fund payments to be made by Settling Distributors shall be reduced only as follows:
(i) Reduction by the Fee Panel. With respect to all Attorneys making an application that seeks payment from the Common Benefit Fund, the Fee Panel shall, following a determination that an Attorney is eligible under Section II.G, apply the criteria specified in Section II.C.4 in determining whether the lack of participation by Subdivisions with which an Attorney has a Fee Entitlement has resulted in a reduction in the Participation Tier achieved, reduction in benefit to Participating Subdivisions as a result of reductions in Incentive Payments A-D, and/or potential triggering of a suspension, reduction or offset under the Distributor Agreement. If the Fee Panel concludes that such a reduction has occurred, it must consider (1) the relative size of the Non- Participating Subdivision, as adjusted by the severity measures reflected in Exhibit H (governing the Participation Tiers) of the Distributor Agreement, and the impact of its non-participation on the Distributor Agreement as a whole (including amounts of Incentive Payments and triggering of suspensions, reductions or offsets); (2) whether and by how much the payment to the Attorney from the Common Benefit Fund should be reduced as a result of the impact of such non-participation on Participating Subdivisions; and (3) whether some or all of said reduction should revert to Settling Distributors due to the reduction in peace obtained from the Distributor Agreement. Consideration of the factors discussed in this Section II.C.6.b.i and Section II.C.4 is mandatory. The decision whether to (and by how much to) reduce payments by Settling Distributors or to reduce the payment to any Attorney based on the factors in Section II.C.4 shall be in the sole discretion of the Fee Panel. (ii) Offsets.
(1) In the event that any Non-Participating
Subdivision that is (a) under the jurisdiction of the MDL Court or (b) represented by an Attorney that is obligated to pay into the MDL Common Benefit Fund pursuant to a Participation
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settles with or wins a judgment against a Released Entity separate from the Distributor Agreement, and such settlement or judgment results in a common benefit fee assessment or fee payment into the MDL Common Benefit Fund during the time of Settling Distributors’ obligation to pay Common Benefit Fees under this Fee Agreement, Settling Distributors’ obligation to pay into the Common Benefit Fund shall be reduced dollar-for-dollar up to the amount of the fee assessment or payment, except that such amount shall be capped at 7.5% of the amount of the settlement or judgment. Such reduction shall be taken first from Payment Year 7 of Settling Distributors’ payments to the Common Benefit Fund of the Attorney Fee Fund up to the full amount of Settling Distributors’ payment obligation in Payment Year 7, then from Payment Year 6, and so on.
(2) For the avoidance of doubt, for each settlement or
judgment with the Settling Distributors that results in an assessment or payment to the MDL Common Benefit Fund, that payment shall result in an offset for the Settling Distributors, unless the assessment or payment occurs after the Payment Date for Payment Year 7.
c. At Participation Tier 3, the reductions to the Attorney Fee Fund shall be the same as set forth in Section II.C.6.b, except that the cap on each offset shall be 5% of the amount of such settlement or judgment. d. At Participation Tier 4, there shall be no reductions to the Settling Distributors’ obligations to make payment into the Common Benefit Fund, but the principles set forth in Section II.C.4 shall continue to apply.

D. Contingency Fee Fund. (40% of the Attorney Fee Fund.)

1. Funds from the Attorney Fee Fund shall be allocated to the Contingency Fee Fund on the following yearly schedule, subject to the adjustments set forth below:

Payment Year 1 $54,417,751.48
Payment Year 2 $60,373,964.50
Payment Year 3 $108,330,177.52
Payment Year 4 $73,450,295.88
Payment Year 5 $73,450,295.88
Payment Year 6 $73,450,295.88
Payment Year 7 $73,450,295.88
Total: $516,923,077.32
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2. The Contingency Fee Fund shall be available to compensate Attorneys engaged in Qualifying Representations of Participating Litigating Subdivisions that meet the criteria set forth in Section II.G.

3. The Contingency Fee Fund shall be available to Attorneys who:
a. represent Litigating Subdivisions that are Participating Subdivisions, whether their actions are filed in state or federal court; and b. meet the eligibility criteria of Section II.G.
c. Participation in the Contingency Fee Fund by counsel that have a case that is not subject to the jurisdiction of the MDL Court shall not create, provide, or waive jurisdiction of the MDL Court over that Litigating Subdivision, that case or Attorneys, other than to oversee the fairness of the distribution process, and enforcement of this Fee Agreement.

4. The amounts owed by Settling Distributors to the Contingency Fee Fund shall depend on the relevant Participation Tier set forth in Exhibit H of the Distributor Agreement as follows:
a. At Participation Tiers 1, 2 and 3, the Contingency Fee Fund payments shall be reduced as follows:
(i) For Non-Settling States, the Contingency Fee Fund
payments shall first be reduced by the amounts identified by the Fee Panel, pursuant to Section II.H.6, that would have been owed to counsel for Litigating Subdivisions in Non-Settling States, had those States and those Litigating Subdivisions been Settling States and Participating Subdivisions.
(ii) Following the calculation in Section II.D.4.a.i, the Contingency Fee Fund payments shall be reduced to reflect the non- joinder of Litigating Subdivisions in Settling States by subtracting the amounts identified by the Fee Panel, pursuant to Section II.H.6, that would have been owed to counsel for Non-Participating Litigating Subdivisions in Settling States had such Litigating Subdivisions been Participating Subdivisions.
b. At Participation Tier 4, there shall be no reductions in the Contingency Fee Fund.
c. In the event that the Settling Distributors, prior to the Effective Date of the Distributor Agreement, settle with any Litigating Subdivision and, under such settlement agreement pay attorneys’ fees, the Fee Panel shall treat those Litigating Subdivisions as Participating Litigating Subdivisions and, applying the same criteria applicable to all Attorneys for Participating Litigating DISTRIBUTORS’ 10.22.21

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Subdivisions, determine what amount they would have been paid from the Contingency Fee Fund if they had become Participating Subdivisions under the Distributor Agreement without such prior settlement. That sum, rather than being paid to the Attorney for the previously settled Litigating Subdivision, shall be credited and/or returned to the Settling Defendants as if determined under Section II.D.4.a.ii above, except that such credit shall not be greater than the amount to the Attorneys paid under the Litigating Subdivision’s prior settlement agreement.

E. Litigating Subdivision Cost Fund.

1. The Settling Distributors shall pay $120,000,000 into the Subdivision Cost Fund, according to the schedule set forth below:

Payment Year 1 $40,000,000
Payment Year 2 $40,000,000
Payment Year 3 $40,000,000

2. The Litigating Subdivision Cost Fund shall be available to compensate Attorneys for costs and expenses arising out of representation of Participating Litigating Subdivisions or to compensate Participating Litigating Subdivisions for direct in-house costs for expenditures related to their litigation against the Settling Distributors, including the cost of in-house employees. No funds in the Litigating Subdivision Cost Fund may be used to compensate the costs incurred by Non-Participating Subdivisions or Non- Litigating Subdivisions or costs and expenses arising out of representation of any such Subdivision. In allocating the Litigating Subdivision Cost Fund, the Administrator shall not allocate any funds for costs incurred after July 21, 2021.

3. During the period between July 21, 2021, and the Effective Date, the MDL PEC, as well as Litigating Subdivisions eligible to claim costs from the Litigating Subdivision Cost Fund shall make best efforts to cease litigation activity against Settling Distributors, including by jointly seeking stays or severance of claims against the Settling Distributors, where feasible, or postponements if a motion to stay or sever is not feasible or is denied, so long as such actions are not otherwise detrimental to the Litigating Subdivision.

4. In the event that the Settling Distributors, prior to the Effective Date of the Distributor Agreement, settle with any Litigating Subdivision and, under such settlement agreement pay costs to the Litigating Subdivision or its Attorney, the MDL Cost and Expense Fund Administrator shall treat those Litigating Subdivisions as Participating Litigating Subdivisions and, using the same criteria applicable to all applicants to the Subdivision Cost Fund, determine what amount in costs the Litigating Subdivision or its Attorney would have been paid from the Litigating Subdivision Cost Fund if it had settled under the Distributor Agreement. That sum, rather than being paid to the Attorney or the previously settling Litigating Subdivision, shall be credited and/or returned to the Settling Defendants, except that such sum shall not be greater than the amount paid under the previously settled Litigating Subdivision’s settlement agreement.

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5. The MDL Court shall appoint a Cost and Expense Fund Administrator, who shall develop a process and criteria, with input from participating counsel, by which to (a) determine the distribution of amounts from the MDL Expense Fund in pursuit of the claims against Settling Distributors; and (b) receive and evaluate applications from Participating Litigating Subdivisions, whether filed in Federal Court or State Court, to seek reimbursement from the Litigating Subdivision Cost Fund for eligible costs under Section II.E.2 in pursuit of the claims against the Settling Distributors. The Cost and Expense Fund Administrator shall require transparency from all applicants as to any other sources for compensating Attorneys for Litigating Subdivisions for costs incurred. The Cost and Expense Fund Administrator shall be compensated from the Fund.

6. In the event that the total amount of reimbursements from the Litigating Subdivision Cost Fund approved as reasonable by the Cost and Expense Administrator is less than the $120,000,000, any remaining funds shall revert to the Settling Distributors.

F. MDL Expense Fund.

1. In Payment Year 1 of the Distributor Agreement, the Settling Distributors shall pay the following amount into the MDL Expense Fund:

MDL Expense Fund $40,384,615

2. The MDL Expense Fund shall be released following the Effective Date of this Fee Agreement without any delay to reimburse the MDL Counsel for an agreed-to portion of the expenses incurred, as approved by the Cost and Expense Fund Administrator. The MDL Expense Fund will be paid directly to the MDL Cost Account, set up by MDL Order and will be administered under the ongoing jurisdiction of the MDL Court, as provided below. No funds may be used to compensate the costs incurred by Non-Participating Subdivisions or to compensate any Attorney for costs incurred in representing one or more Non-Participating Subdivisions.

3. In allocating the MDL Expense Fund, the Administrator shall not allocate any funds for costs incurred after July 21, 2021, unless the Administrator determines that there are sufficient funds to cover all subdivision costs incurred prior to July 21, 2021 and that special circumstances exist to justify costs incurred following the public announcement of the Distributor Agreement.

G. Eligibility.

1. It is the intention of all parties participating in the Fee Panel process that there should be total transparency to the Fee Panel and to all fund participants. In connection with the process to be developed by the Fee Panel, any and all monies in attorney’s fees, including referral fees, expenses paid, promises for payment, or any other Fee Entitlement, to any applicant in any opioid litigation shall be disclosed to the Fee Panel as a condition of participating in the Attorney Fee Fund and prior to an award from the Fee Panel. Any payment, expectation of payment or perceived entitlement to participate in a State Back-Stop Agreement or any other agreement reached with a DISTRIBUTORS’ 10.22.21

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Settling State or any Subdivision or any other source regarding payment of fees must be disclosed to the Fee Panel. Similarly, any right to payment from any other fund, for example a fund for payment to lawyers representing Settling States or Tribal Nations or Subdivisions shall be disclosed to the Fee Panel. Because it is anticipated that there will be multiple firms listed on contingent fee agreements with Litigating Subdivisions, the Fee Panel shall establish procedures, with input from Attorneys for Participating Litigating Subdivisions, for who should petition for fees from such groups and to whom the fee shall be paid and thereafter distributed to co-counsel in accordance with applicable agreements. For the avoidance of doubt, all Attorneys that are part of such groups must meet the eligibility criteria in Section II.G, must be subject to the criteria set forth in Section II.C.4, and must be disclosed to the Fee Panel.

2. An Attorney may apply for and recover attorneys’ fees from the Common Benefit Fund, the Contingency Fee Fund, and the Litigating Subdivision Cost Fund and any fund created by a past or future State Back-Stop Agreement, provided the Attorney satisfies the requirements relevant to each such fund and requirements for disclosure to the Fee Panel.

3. An Attorney may not receive any payment from the Attorney Fee Fund (which includes both the Contingency Fee Fund and the Common Benefit Fund) unless the following eligibility criteria are met and annually certified by the Attorney:
a. The Attorney must expressly waive the enforcement against the Litigating Subdivision client of all Fee Entitlements (other than under State Back- Stop Agreements) arising out of or related to any or all Qualifying Representations of any Participating Litigating Subdivision prior to applying for attorneys’ fees from the Attorney Fee Fund or costs from the Cost Funds. All applications for attorneys’ fees or costs under this Fee Agreement shall include an affirmation by the Attorney of such waiver and notice to the client(s) of such waiver. Such waiver shall not preclude the Attorney from submitting such Fee Entitlements to the Fee Panel as a factor for consideration in allocating payments from the Attorney Fee Fund or in connection with a State Back-Stop Agreement.

For the avoidance of doubt, no Attorney may recover fees under this Fee Agreement unless the Attorney expressly agrees not to enforce Fee Entitlements as to each and every Participating Litigating Subdivision represented by that Attorney, but such Attorneys may participate in and receive funds from a State Back-Stop Agreement.
b. The Attorney must represent that s/he has no present intent to represent or participate in the representation of any Later Litigating Subdivision or any Releasor with respect to Released Claims against Released Entities. c. The Attorney must represent that s/he has not and will not engage in any advertising or solicitation related to Released Claims against Released Entities where such advertising or solicitation relates to a representation that the Attorney could not undertake consistent with the ethics opinion referenced in Section II.I.4.

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d. The Attorney must represent s/he will not charge or accept any referral fees for any Released Claims brought against Released Entities by Later Litigating Subdivisions. For the avoidance of doubt, this representation shall not prohibit Attorneys from receiving allocated shares of any future common benefit assessments arising out of settlements or judgments with Later Litigating Subdivisions represented by other Attorneys that are the result of the MDL Court’s Common Benefit order.
e. The Attorney may not have and must represent that s/he does not have a Fee Entitlement related to a Later Litigating Subdivision. f. The Attorney must certify that s/he has reviewed the ethics opinion referenced in Section II.I.4 and will act in conformity with such opinion. g. The Attorney must fully disclose the participation, or the anticipation of participation, in any agreement with a Settling State or Participating Subdivision concerning fees arising out of or related to the Distributor Agreement, including any fees paid or anticipated to be paid or any State Back-Stop Agreement.
h. The Attorney must identify for the Fee Panel whether s/he utilized state litigation work product or MDL work product, including but not limited to ARCOS data, document repositories, experts developed in the MDL, and deposition transcripts. The Attorney must identify whether s/he signed the MDL Participation Agreement, and for which case(s) it was signed. i. Any Attorney who applies for fees from one or both Funds must represent that, having exercised his/her independent judgment, s/he believes the Distributor Agreement to be fair and will make or has made best efforts to recommend the Distributor Agreement to his or her Subdivision clients in Settling States. For the avoidance of doubt, each Attorney is expected to exercise his or her independent judgment in the best interest of each client individually before determining whether to recommend joining the settlement. All applications for attorneys’ fees or costs under this Section II shall include an affirmation by the Attorney in compliance with this Section II.G.

4. No Attorney receiving fees under this Fee Agreement may apply for or recover from the Attorney Fee Fund fees arising from representing a Non-Settling State or a Non-Participating Subdivision. All applications for attorneys’ fees under this Section II shall include an affirmation by the Attorney of compliance with this Section II.

5. An Attorney who has filed an application under this Section II and received an award of attorneys’ fees shall provide a certification of compliance this Fee Agreement annually during the years upon which they are still entitled to receive attorneys’ fee payments.

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6. If, at any time, the Attorney is unable to make the representations set forth in this Section II.G.3, such representations become untrue, or the Attorney falsely represents compliance with the eligibility criteria, the Attorney shall cease to be eligible to receive funds from the Attorney Fee Fund until further review by the Fee Panel of the Attorney’s eligibility under and compliance with this Section II.

7. If an Attorney has a Fee Entitlement from a Later Litigating Subdivision or otherwise becomes unable to reaffirm compliance with the eligibility criteria set forth above, the Attorney shall notify Settling Distributors and the Fee Panel. For the avoidance of doubt, any Attorney who undertakes any new representation of, or has a Fee Entitlement to, a Later Litigating Subdivision shall be prohibited from receiving any future funds from the Attorney Fee Fund. If an Attorney fails to notify Settling Distributors and the Fee Panel of such Fee Entitlement to a Later Litigating Subdivision, the Attorney shall be required to refund amounts previously paid.

8. In the event that an Attorney is deemed ineligible by the Fee Panel (whether based on its initial application or subsequent recertification), the Fee Panel shall provide notice to the Attorney and give the Attorney 30 days to provide additional information such that the Fee Panel could reconsider the Attorney’s eligibility.

9. To the extent that an Attorney has a Fee Entitlement with a Participating Subdivision and is authorized to bring Released Claims against Released Entities, but such authorization is, in scope, less broad than the category of Released Claims set forth in the Distributor Agreement, such Attorney may participate fully in both the Contingency Fee Fund and the Common Benefit Fund, without any reduction imposed by the Fee Panel due to the scope of the authorization, so long as the Participating Subdivision fully releases all Released Claims against Released Entities.

10. Attorneys applying to the Attorney Fee Fund knowingly and expressly agree to be bound by the decisions of the Fee Panel, subject to the limited appeal rights set forth in this Fee Agreement, and waive the ability to assert the lack of enforceability of the allocation reached through the arbitration procedures outlined herein.

H. Calculation of Amounts Due.

1. The Fee Panel shall be solely responsible for determining the amount of fees to be paid to each Attorney and each Participating Subdivision that applies under this Section II. None of the Released Entities shall have any responsibility, obligation, or liability of any kind whatsoever with respect to how attorneys’ fees are calculated under this Section II, except that the Fee Panel may receive information from the Settling Distributors (a) as to the identity of Participating, Non-Participating, Litigating, Later Litigating, and Non-Litigating Subdivisions; (b) the impact of non-participation by a Litigating Subdivision as is relevant to the Fee Panel’s determination in Section II.C.4; and (c) such other information as Settling Distributors may voluntarily elect to provide.

2. The Fee Panel shall establish procedures for the arbitration process consistent with this Fee Agreement and orders of the MDL Court. Such procedures may DISTRIBUTORS’ 10.22.21

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include submission of documentary and/or other evidence, interviews with applicants and/or other counsel (including counsel for Settling Distributors) that the Fee Panel deems appropriate, and/or other means of creating a record upon which fee awards will be based.

3. In making determinations under this Fee Agreement, the Fee Panel must apply the eligibility criteria set forth in Section II.G of this Fee Agreement and the criteria set forth in Section II. In addition, the Fee Panel will give consideration in regard to Common Benefit awards to the Johnson factors, as well as the following factors (which factors may be applied and given relative weight in the Fee Panel’s discretion):
a. The Attorney’s contemporaneously recorded time and labor dedicated to Qualifying Representations along with the Attorney’s financial commitment to such Qualifying Representations. Claimed “time” will not be automatically accepted by the Fee Panel but will be critically reviewed and given substantially more weight and consideration if such time was subject to the audit process described in any Pretrial Order(s) governing the collection of common benefit time;
b. The novelty, time, and complexity of the Qualifying
Representations;
c. The skill requisite to perform legal services properly and undesirability of the case;
d. The preclusion of other employment by the Attorney due to time dedicated to Qualifying Representations;
e. The “ common benefit,” if any alleged to have been conferred by the Attorney and whether such common benefit work product by that Attorney was used by others in parallel litigations against Released Entities whether within or outside the MDL, provided that for any Attorney claiming that s/he substantially benefited cases other than those in which s/he entered an appearance as counsel must substantiate such claims by proffering factual support, such as proper supporting affidavits or other documents as determined by the Fee Panel with input from Attorneys for Participating Litigating Subdivisions; f. Any “ common detriment,” as set forth in Section II.C.4. g. Any contingent fee agreements or other Fee Entitlement with Participating Subdivisions, enforcement of which, except for State Back-Stop Agreements, are waived in conjunction with the application, the nature and extent of any work for those Participating Subdivisions, whether such Participating Subdivisions actively litigated and, if so, the nature and procedural history of such case(s);
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i. Whether the Attorney’s clients brought Released Claims against Released Entities;
j. The status of discovery in cases primarily handled by the Attorney;
k. The nature of any work by the Attorney on “ bellwether” cases or cases that were similarly active in litigation;
l. Any pressure points successfully asserted by the Attorney in cases against Settling Distributors or any risk for Settling Distributors created by the Attorney in cases against them;
m. Any risk for defendants created by applicants in cases against the Setting Distributors;
n. Successful and unsuccessful motion practice in cases worked on by the Attorney;
o. The date of filing of any cases filed by the Attorney; p. Obtaining consolidation of the litigation in the Attorney’s jurisdiction;
q. The number and population of entities represented by the Attorney and the fees that would have been awarded under extinguished contingent fee arrangements;
r. Whether the Attorney’s clients brought claims against the Settling Distributors;
s. Whether the Attorney has had a leadership role in the litigation, whether in state or federal court;
t. Whether the Attorney has had a leadership role in any negotiations aimed at resolving the litigation;
u. Whether the Attorney’s cases have survived motions to dismiss; v. The extent to which the Attorney contributed to the work product user for the common benefits of opioids litigants, including, without limitation, work on ARCOS data, Prescription Data Monitoring Programs, IQVIA data, depositions, document production and analysis experts, motions, briefs and pleadings, trial preparations, and trials;
w. The extent to which litigation was done prior to and contributed to completion of settlement negotiations, as distinct from litigation that was done litigating after the announcement of the Distributor Agreement, such latter DISTRIBUTORS’ 10.22.21

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litigation both being of less value and potentially resulting a common detriment to the settlement process; and
x. Any other factors that the Fee Panel finds to be appropriate to consider after input from applicants to the Attorney Fee Fund.

4. The Fee Panel shall develop procedures for receiving a single application, which may be updated or amended based on new information (such as participation by additional Litigating Subdivisions) from each Attorney seeking compensation from the Attorney Fee Fund, procedures shall not be inconsistent with this Fee Agreement. Any request for attorneys’ fees not included on the single application or through the updating/amendment process designed by the Fee Panel shall be deemed waived. For purposes of transparency and to permit the Fee Panel to conduct its work, the application from each Attorney shall, at a minimum, require each Attorney to:
a. Identify all Litigating Subdivisions for which s/he is seeking payment from the Attorney Fee Fund;
b. Identify all Subdivisions in both Settling and Non-Settling States with respect to which s/he has a Fee Entitlement with respect to Relevant Claims against Released Entities, and identify all co-counsel in such cases; c. Identify which of those Subdivisions are Participating Subdivisions and which are not;
d. Specify the specific fund or funds within the Attorney Fee Fund from which the Attorney is seeking compensation;
e. Demonstrate his or her eligibility for compensation from the relevant sub funds within the Attorney Fee Fund pursuant to the criteria set forth for the relevant sub fund; and
f. Identify any and all Fee Entitlements from representations of States, Tribal Nations, or other plaintiffs related to Released Claims against Released Entities or in opioids-related matters.

Notwithstanding Sections II.H.4.a-f above, the Panel may consider a supplemental application if the Attorney shows good cause why circumstances exist that will lead to consideration for additional Common Benefit award. Examples would include, but are not limited to, an Attorney having Non-Participating Litigating Subdivision clients that subsequently become Participating Subdivisions, a Bar Date passes that increases participation or the Participation Tier or an Allocation Agreement is reached.

5. With respect to the Common Benefit Fund, the Fee Panel shall (subject to any applicable MDL Court Order):

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a. Review the applications of all Attorneys seeking compensation from the Common Benefit Fund, including determining eligibility for each Attorney as set forth in Section II.G.
b. Reduce, on an annual basis, the Distributor’s payment obligations, as set forth in Section II.C.6. The Panel shall inform the Settling Distributors and the MDL PEC of all such amounts and adjust the Settling Distributors’ payment obligations accordingly.
c. Using criteria set forth in Sections II.C and II.G, allocate amounts from the Common Benefit Fund to eligible Attorneys, including payment amounts for each Payment Year. In making such allocations (regardless of the Participation Tier achieved), the Panel shall apply the principles set forth in Section II.C.4 and shall allocate any reduction in the payments of Settling Distributors specified in Section II.C.6 to the amounts paid to Attorneys with a Fee Entitlement to Litigating Subdivisions that are not Participating Subdivisions.

6. With respect to the Contingency Fee Fund, the Fee Panel shall:
a. Review the applications of all Attorneys seeking compensation from the Litigating Subdivision Fee Fund, including determining eligibility for each Attorney as set forth in Section II.G.
b. Apply the Mathematical Model in Exhibit A.
c. Use such allocations to reduce payments, on an annual basis, the payment obligations of the Settling Distributors to the Attorney Fee Fund as set forth in Section II.D.4, and distributions therefrom, and inform the Settling Distributors and MDL PEC of all such adjustments.

7. To the extent that there is a dispute about the calculations of the Fee Panel related to the amounts that Settling Distributors are required to pay (including application of any reductions or offsets under this Fee Agreement), such disputes shall be presented to the Fee Panel and any disputed funds be paid into/held in escrow. The Fee Panel shall resolve such disputes expeditiously, with either Party having the right to seek review from the MDL Court.

8. For purposes of determination of fee or cost awards, allocations, reductions and possible reversions under this Fee Agreement, unless specified otherwise a Subdivision will be considered a Non-Participating Subdivision if it is not a Participating Subdivision as of the deadline for the application for the fee or cost award at issue (or, if the determination does not involve a specific application, the date on which the record for such determination closes).

9. In the event that the Fee Panel, through the use of the Mathematical Model set forth in Exhibit A, allocates funds from the Contingency Fee Fund for an Attorney based on a Qualifying Representation of a Participating Litigating Subdivision or allocates cost to such Participating Litigating Subdivision and that Subdivision is in a DISTRIBUTORS’ 10.22.21

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Settling State in which the Consent Judgment has not been approved, such funds shall be placed into escrow until the Consent Judgment is approved, after which time they shall be released.

I. Miscellaneous.

1. The costs associated with the Fee Panel prior to the Effective Date of this Fee Agreement shall be funded by Settling Distributors. The Fee Panel shall charge an hourly rate that has been previously approved by a federal or state court and shall provide a budget and a cap for such work prior to the Effective Date, which shall be approved by Settling Distributors and such approval shall not be unreasonably withheld. Settling Distributors shall receive a refund for any such payment of pre-Effective Date costs from interest that accrues on the monies in the Attorney Fee Fund (including interest that accrues during such time as the Attorney Fee Fund monies are in escrow prior to the Effective Date of the Distributor Agreement), up to the amount of such costs. Post- Effective Date, the cost of the Fee Panel shall be charged against the applicable Fee Fund based on allocation by the Fee Panel and shall not be otherwise funded by Settling Distributors. The costs associated with the Cost and Expense Fund Administrator shall be paid from funds in the MDL Expense Fund and the Litigating Subdivision Cost Fund and shall not be otherwise funded by Settling Distributors.

2. The MDL PEC will seek, and the Attorneys General for Settling States and the Settling Distributors will not oppose, a Common Benefit Fee Order requiring an assessment of 7.5% on the gross recovery (by judgment or settlement) of any Non- Participating Subdivision that is subject to the federal court jurisdiction, represented by a MDL PEC firm, represented by any Attorney receiving fees from the Common Benefit Fund, represented by any Attorney that signed a Participation Agreement or paid in a case otherwise under the jurisdiction of the MDL Court.

3. The MDL PEC shall provide to Settling Distributors information they have that identifies Attorneys who represent Litigating Subdivisions who are not Participating Subdivisions and who have an obligation to pay a common benefit assessment, either due to the MDL Court’s orders or to having signed a Participation Agreement.

4. The MDL PEC shall retain ethics counsel of its choice to provide an opinion that addresses the compliance of its ethical obligations, as it relates to the Distributor Agreement. Such opinion shall address the issue of the potential conflict of interest for an Attorney that had represented a Participating Subdivision also representing a Later Litigating Subdivision as defined in the Distributor Agreement. This Section II.I shall be enforceable to the extent permitted by the equivalent to Rules 1.16 and 5.6 of the ABA Model Rules of Professional Conduct in the relevant jurisdictions. The opinion shall be provided to the Settling Distributors as soon as it is completed and, in any event, prior to July 31, 2021 and shall be disseminated to counsel eligible to apply to the Attorney Fee Fund within 30 days of the announcement of the Distributor Agreement.

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prior to the Effective Date of the Distributor Agreement shall be funded by Settling Distributors.

5. Participating Subdivisions agree to instruct their counsel to treat information, work product and expert materials as secret under Rule 1.6 of the ABA Model Rules of Professional Conduct. Accordingly, an Attorney shall not share information or work product with, or experts or materials to, non-participants (other than the Attorney’s own current clients or their lawyers, consultants, experts or other representatives or agents). However, nothing herein shall prevent MDL Leadership or PEC Counsel from fulfilling their obligations in any MDL and the MDL Court Order.

III. Miscellaneous.

A. Termination. If the Distributor Agreement does not proceed past the Reference Date, whether because the Settling Distributors do not determine to proceed or for any other reason, this Fee Agreement shall be null and void, Settling Distributors shall have no obligation to make any payments under this Fee Agreement, and the Settling Distributors and the MDL PEC shall take such steps as are necessary to restore the status quo ante.

B. MDL Court Consideration. This Fee Agreement shall be attached as an exhibit to the Distributor Agreement. This Fee Agreement shall also be submitted jointly by the Settling Distributors and the MDL PEC to the MDL Court for approval pursuant to the motion that shall be attached, prior to the Preliminary Agreement Date of the Distributor Agreement, to this Fee Agreement as Exhibit B.

1. In the event that the MDL Court, through an order, makes any change to the amounts potentially to be paid by Settling Distributors under this Fee Agreement, makes any change to the Fee Panel’s consideration of the factors set forth in Section II.C.4, or any other material change to the draft Order attached as part of Exhibit B or the terms of this Fee Agreement, the Settling Distributors and the MDL PEC shall meet and confer concerning such changes.

2. If the Settling Distributors and the MDL PEC are unable to reach agreement and revisions to this Fee Agreement in the event discussed in Section III.B.1, this Fee Agreement shall be null and void, Settling Distributors shall have no obligation to make any payments under this Fee Agreement, and the Settling Distributors and the MDL PEC shall take such steps as are necessary to restore the status quo ante.

C. Amendment. Once the MDL Court has entered an order implementing this Fee Agreement, this Fee Agreement can only be amended by (1) written agreement of the Settling Distributors and the MDL PEC and (2) approval by the MDL Court.

D. Jurisdiction and Enforcement. The MDL Court shall have exclusive and ongoing jurisdiction over the enforcement and implementation of this Fee Agreement as set forth herein.

The MDL PEC shall be the Authorized Party to enforce this Fee Agreement, as to the payment obligations of the Settling Distributors as set forth in this Fee Agreement, and as to Attorneys making application to the Funds under this Fee Agreement. Solely for purposes of assessing or DISTRIBUTORS’ 10.22.21

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allocating common benefit fees, the MDL Court will continue to have jurisdiction over the work product developed in the MDL Court by and under the direction of the MDL PEC with respect to claims against the Settling Defendants, including data and documents, depositions, expert reports, briefs and pleadings; and the MDL Court’s protective orders, management orders, and other decisions regarding such discovery and other work product, including but not limited to, conditions on its use, will continue in full force and effect. Nothing in this Section III.D authorizes the MDL Court to act contrary to this Fee Agreement or to share any of the work product, or provides the MDL Court with jurisdiction over the Distributor Agreement.

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Description of Mathematical Model for the Allocation of the Contingency Fee Funds Distributor Settlement Agreement and Janssen Settlement Agreement This document describes the Mathematical Model for allocation of the Contingency Fee Fund described in Exhibit R (Agreement of Attorney’s Fees, Expenses and Costs) to the Distributor Settlement Agreement and the Janssen Settlement Agreement, respectively.18 Awards of fees from the Contingency Fee Funds shall be available to Attorneys with Qualifying Representations of Participating Litigating Subdivisions eligible to receive an allocation under the corresponding agreements.19 A Fee Panel shall oversee the application of the Model and resolve any questions or disputes concerning the eligibility of a counsel to participate. The Panel is empowered to hear disputes concerning and ensure the accuracy of the mathematical calculations.

In general terms, allocation of the Contingency Fee Fund shall be made by (1) determining the amount of the Settlement Fund that is attributable to each Litigating Subdivision; (2) making certain adjustments to these amounts based on when the Subdivision filed suit and the terms of the applicable fee contract; and (3) dividing the Contingency Fee Fund proportionately among counsel for each Participating Litigating Subdivision based on the amounts calculated in subpart 2.

Each Settling Defendant is responsible only for its own share of payments. 20 In other words, to collect a fee award from the Contingency Fee Fund against a Settling Defendant, the Participating Litigating Subdivision must have named the Settling Defendant in its lawsuit. The total amount of the Contingency Fee Fund in the Distributor Settlement Agreement is $516,923,077. 21 Amerisource’s share is $160,246,153.97 (31.0%), Cardinal’s share is $159,729,230.89 (30.9%), and McKesson’s share is $196,947,692.46 (38.1%). The total amount of the Contingency Fee Fund in the Janssen Settlement Agreement is $123,076,923.22 More specifically, allocation of each Settling Defendant’s share of the corresponding Contingency Fee Fund shall be made according to the following steps. These steps must be performed separately for each Settlement Agreement, and each Defendant is responsible for paying only its share of the Contingency Fee Fund. These calculations are made only for purpose of determining the percentage share of the Contingency Fee Fund that Attorneys for each Participating Litigating Subdivision should receive, not for determining the dollar amount each Subdivision will receive. 18 See Distributor Settlement Agreement, Exhibit R § II.B.3; Janssen Settlement Agreement, Exhibit R § II.B.3. 19 Distributor Settlement Agreement, Exhibit R § II.B.3; Janssen Settlement Agreement, Exhibit R § II.B.3 20 Distributor Settlement Agreement, Exhibit R § II.A.5. 21 Distributor Settlement Agreement, Exhibit R § II.D.1. 22 Janssen Settlement Agreement, Exhibit R § II.D.1.

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(1) For each Settling State, attribute 50% of the settlement funds for that State to its Subdivisions according to the Subdivision Allocation Percentage in Exhibit G to the Distributor Settlement Agreement or Janssen Settlement Agreement, as appropriate.

Illustrative example for the Distributor Agreement:
 Assume that State A is allocated 1.00000% of the $18,554,013,691.11 Restitution/Abatement amount [see Exhibit M of the Agreement].  50% of the 1% share allocated to State A is $92,770,068.46.  Assume that, per Exhibit G of the Agreement, the Subdivision Allocation Percentage for City B in State A is 1.00000000%.  For purposes of determining its counsel’s share of the Contingency Fee Fund, City B is attributed 1.00000000% of $92,770,068.46, or $927,700.68.
(2) Adjust the amounts in paragraph 1 as follows:
a. Upward Adjustment for Early Filers. Increase the amount calculated in paragraph 1 above by 10% for any Litigating Subdivision that named the defendant(s) in a suit before December 5, 2017, the date the National Prescription Opiate Litigation MDL was formed. This adjustment must be done individually for each defendant.

If the Litigating Subdivision did not name a Settling Defendant in a suit before January 1, 2021, then fees from the Contingency Fee Fund for that defendant will not be awarded to Attorneys with otherwise Qualifying Representations of that Participating Litigating Subdivision.

Illustrative Example:
 Assume City C is attributed $1,000,000 under paragraph 1 above.
 If City C named the defendant(s) before 12/5/2017, the attributed amount would be adjusted to $1,100,000.
b. Determine Amount Due under Contingency Fee Contract . Determine the amount that would be due to Attorneys with Qualifying Representations of each Participating Litigating Subdivision under the terms of the applicable fee contract if the Participating Litigating Subdivision were to receive the amount calculated in paragraph 2.a. This amount can be referred to as the Contingency Fee Assumption.

Illustrative Example:

Continuing the example given in paragraph 2.a, if Attorneys have a 20% contingency fee contract with City C for the relevant litigation, the amount calculated in this step would be 20% of $1,100,000, or $220,000.

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In the next step, the Contingency Fee Assumption is used to determine the percentage share of the Contingency Fee Fund due to Attorneys for each Participating Litigating Subdivision.
(3) Divide the Contingency Fee Fund proportionately among Attorneys for each Participating Litigating Subdivision in two ways:
a. National Fee Pool Calculation. Determine each Litigating Subdivision’s percentage share of all amounts due under contingency fee contracts nationwide by dividing the Contingency Fee Assumption calculated for each Subdivision in paragraph 2.b by the sum of all Contingency Fee Assumptions. Then multiply that percentage by the Contingency Fee Fund to figure each Subdivision’s dollar share of the Contingency Fee Fund (but only for Settling Defendants the Subdivision timely named in a lawsuit).23
Illustrative example for Distributor Settlement Agreement:
 $220,000 [from para. 2.b] ÷ $1,800,000,000 [total amount owed under contingency fee contracts nationwide] = 0.012222%24  0.012222% * $516,923,077.32 [Contingency Fee Fund] =
$63,179.49
b. Separate State Fee Pools Calculation. Determine each Litigating Subdivision’s percentage share of all amounts due under contingency fee contracts statewide by dividing the Contingency Fee Assumption calculated for each Subdivision in paragraph 2.b by the sum of all Contingency Fee Assumptions in the same State.

Then multiply that percentage by the portion of the Contingency Fee Fund that corresponds to that State’s Overall Allocation Percentage, shown in Exhibit F of the relevant Settlement Agreement, to figure each Subdivision’s dollar share of the Contingency Fee Fund (but only for Settling Defendants the Subdivision timely named in a lawsuit).

Illustrative example for Distributor Settlement Agreement:
 1% * $516,923,077.32 = $5,169,230.77 [amount of the
Contingency Fee Fund corresponding to State A]
23 Because a few Litigating Subdivisions named only one or two of the Distributors in a lawsuit before January 1, 2021, each Subdivision’s share of the Contingency Fee Fund is slightly different for each distributor. Therefore, under the Distributor Settlement Agreement, the calculations described in this step need to be made separately for each Settling Defendant. It is shown in a single calculation here for ease of illustration only. 24 In this example, $1.8 billion is the amount theoretically owed under all contingency fee contracts for litigation against distributors as calculated in paragraph 2.b. This amount is illustrative only; the actual amount will not be known until all litigating subdivisions are identified and the terms of all of their contingency fee contracts are collected.

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 Assume a total of $17,600,000 is owed under contingency fee contracts for State A.
 $220,000 [from para. 2.b] ÷ $17,600,000 = 1.25%
 1.25% * $5,169,230.77 = $64,615.38
The award of fees to Attorneys with Qualifying Representations of Participating Litigating Subdivisions will be the average of the final amounts calculated in paragraphs 3.a and 3.b above.25
Paragraph 3.a represents allocation based on a proportional share of a National Fee Pool, while paragraph 3.b represents allocation based on a proportional share of the Separate State Fee Pools. In other words, for the National Fee Pool described above in paragraph

3.a, the contingency fee contract rate is compared to all other contingency fee contract rates in the nation. For the Separate State Fee Pools described above in paragraph 3.b, the contingency fee contract terms are compared to the other contingency fee contract terms in that same State. The National Fee Pool and the Separate State Fee Pools are given equal weighting. This is illustrated below.

Using the first methodology, Attorneys for two Subdivisions in different States with the same amount calculated under paragraph 2.b would be assigned the same amount under paragraph 3.a. Using the second methodology, Attorneys for the same two Subdivisions would be assigned different amounts under paragraph 3.b because they are in different States. Specifically, the Subdivision in the State with a smaller proportion of Participating 25 The model also enforces a maximum fee award of 20% of the amount calculated in 2.b. This rule is designed to prevent windfalls by addressing over-allocation in a small number of states with relatively few Litigating Subdivisions. An estimated 97% of Qualifying Representations are not impacted this rule. The description in this document of the Mathematical Model is by necessity an abstraction; the precise contours of the calculations are defined in the model itself.

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Litigating Subdivisions would be allocated more than the Subdivision in the State with a greater proportion of Participating Litigating Subdivisions.

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EXHIBIT S
Agreement on the State Outside Counsel Fee Fund

1. Creation of a State Outside Counsel Fee Fund. The Settling Distributors and the Settling States agree to the creation of a state outside counsel fee fund to pay reasonable attorneys’ fees of Settling States which have retained outside counsel in connection with litigation against the Settling Distributors (such fund, the “State Outside Counsel Fee Fund”).

2. State Outside Counsel Fee Fund Administration. The State Outside Counsel Fee Fund shall be administered separately from the Common Benefit Fund, the Contingency Fee Fund, the State Cost Fund, and the MDL Expense Fund. A committee of Attorneys General shall oversee the State Outside Counsel Fee Fund (the “Fee Fund Committee”). The Fee Fund Committee shall initially consist of the following States: (a) Delaware; (b) Florida; (c) Georgia; (d) Indiana; (e) Michigan; (f) Ohio; and (g) Rhode Island. The Fee Fund Committee shall select a settlement fund administrator, who may or may not be different from the Settlement Fund Administrator (the “Fee Fund Administrator”) and who shall administer the State Outside Counsel Fee Fund according to the guidelines and directives of the Fee Fund Committee.

3. State Outside Counsel Fee Eligibility. To receive any amount from the State Outside Counsel Fee Fund, an outside counsel to a Settling State must have filed and maintained an action in the name of a Settling State or its Attorney General against a Settling Distributor in a state or federal court as of June 1, 2021. No Settling State shall receive funds from both the State Outside Counsel Fee Fund and the Additional Restitution Amount as set forth in Section IX.

4. State Outside Counsel Fee Fund Amount. The Settling Distributors shall pay funds into the State Outside Counsel Fee Fund according to the schedule set forth below, subject to any suspensions, offsets, reductions, or adjustments provided for in the Agreement or described below:

Payment Year 1 Payment Date $136,044,379
Payment Year 2 Payment Date $129,230,769
Payment Year 3 Payment Date $17,417,160

5. State Outside Counsel Fee Fund Availability and Calculation of Amount. a. The State Outside Counsel Fee Fund shall be available to compensate private outside counsel for Settling State Attorneys General for approved fees arising out of representation of the Settling State pursuant to the schedule developed by the Fee Fund Committee and provided to the Settling Distributors. b. Fees shall be calculated by adding two components: (a) a fixed amount consisting of fifty percent (50%) of the amount allocated to a Settling State pursuant to Exhibit F multiplied by 4.5%; and (b) a proportional percentage of the remaining fee due under that Settling State’s contract assuming that fifty DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
S-2
percent (50%) of the Settling State’s recovery is allocable to a Settling State (rather than allocable to the Settling State’s Participating Subdivisions) so that the fees of all Settling States (minus the fixed amount that would have been allocated to any Non-Settling States had they become Settling States) exhausts the State Outside Counsel Fee Fund. The proportional share percentage will be the same for each Settling State included in the State Outside Counsel Fee Fund. All amounts paid will be less any costs or fees of the Fee Fund Administrator.

6. Payment by the Fee Fund Administrator.
a. If a Settling State’s outside counsel agrees that the amount calculated in Paragraph 5 above either satisfies in full or exceeds the amounts owed to all such Settling State’s outside counsel, then upon written notice waiving all entitlement to any additional fee, the Fee Fund Administrator shall pay that Settling State’s outside counsel the amount that satisfies the Settling State’s obligation in full and, in no event more than (i) such obligation or (ii) the amount pursuant to the calculation and any schedule created by the Fee Fund Committee.
b. If a Settling State’s outside counsel does not agree that the amount calculated in Paragraph 5 above either satisfies in full or exceeds the amounts owed by the Settling State, then the Settling State’s share shall be placed in an interest- bearing escrow account (less reasonable expenses of the Fee Fund Administrator) and held unless and until the Settling State and its outside counsel agree in a signed writing to a resolution of the amount outstanding or there is a final judgment entered that is no longer appealable. c. Upon being provided a signed, written agreement or the final non-appealable judgment, the Fee Fund Administrator shall release monies from the State Outside Counsel Fee Fund in either the amount held by the Fee Fund Administrator, if the amount of the agreement or judgment is equal to or more than the amount held, or the amount indicated in the agreement or in the final judgment, if the amount in the agreement or judgment is less than the amount held.
d. Nothing herein, including the amounts listed in paragraph 5 above, shall prevent a Settling State from arguing in any proceeding with its outside counsel that (i) its recovery was less than fifty percent (50%) of the recovery in the Settlement Agreement down to and including fifteen percent (15%) of the total recovery; (ii) any payment should be discounted by an appropriate discount rate commensurate to the risk of the Settlement Agreement and the timeline that the Settling State is receiving its payments; (iii) the settlement amount should be lower because the amount a Settling State receives was reduced because such Settling State’s outside counsel failed to obtain joinder from a Settling State’s Subdivision(s) that the outside counsel also DISTRIBUTORS’ 10.22.21

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represented; or (iv) any limitation placed by the Settling Distributors bars payment of a higher fee to outside counsel.
e. In the event the amount due to the Settling State’s outside counsel from an escrow account is less than the total amount of funds escrowed on the account of the Settling State, the balance shall be paid to the Settling State. In no event, other than a State becoming a Non-Settling State, shall funds revert to a Settling Distributor.
f. Amounts owed by Settling Distributors to the State Outside Counsel Fee Fund shall be reduced and/or credited to Settling Distributors by amounts allocated on the above-mentioned schedule for outside counsel in Non-Settling States.

7. Reversion or Reduction of Amounts owed to Non-Settling States. Amounts owed by Settling Distributors to the State Outside Counsel Fee Fund shall be reduced proportionally across payments owed by the Settling Distributors by amounts allocated to the fixed amount on the below schedule for outside counsel in the event that a listed State becomes a Non-Settling State. In the event the Fee Fund Administrator receives part or all of the fixed amount due to a Non-Settling State from a Settling Distributor, the Fee Fund Administrator shall return the amount allocable to that Non-Settling State’s fixed amount to the Settling Distributor.

State Distributor
Allocation
%
Distributor
Payment Amount
State Share Contract
Rate
Full Contract
Amount
Fixed Amount
Alabama 1.6419% $312,711,699.09 $156,355,849.55 TIPAC $18,201,265.32 $7,036,013.23 Alaska 0.2585% $49,223,759.07 $23,611,879.53 20% $4,922,375.91 $1,107,534.58 Arkansas 0.9663% $184,044,819.65 $92,022,409.82 TIPAC $8,101,120.49 $4,141,008.44 Delaware 0.49% $93,322,747.66 $46,661,373.83 21% $9,798,888.50 $2,099,761.82 Florida 7.0259% $1,338,112,237.57 $669,056,118.79 TIPAC $36,952,805.94 $30,107,525.35 Georgia 2.7882% $531,024,939.66 $265,512,469.83 8% $21,240,997.59 $11,948,061.14 Hawaii 0.3418% $65,103,946.38 $32,551,973.19 17% $5,533,835.44 $1,464,838.79 Idaho 0.5254% $100,070,766.60 $50,035,383.30 10% $5,003,538.33 $2,251,592.25 Indiana 2.2169% $422,215,856.62 $211,107,928.31 TIPAC $14,055,396.42 $9,499,856.77 Kentucky 2.093% $398,614,767.86 $199,307,383.93 TIPAC $12,215,369.20 $8,968,832.28 Michigan 3.402% $647,928,460.07 $323,964,230.04 12% $38,875,707.60 $14,578,390.35 Mississippi 0.8899% $169,482,650.39 $84,741,325.19 TIPAC $7,737,066.26 $3,813,359.63 Montana 0.3422% $65,166,981.56 $32,583,490.78 20, 18, and 15% by
amount
$5,916,934.37 $1,466,257.09
Nevada 1.2487% $237,815,036.99 $118,907,518.50 19% $22,592,428.52 $5,350,838.33 New
Hampshire

0.6259% $119,200,348.62 $59,600,174.31 27% 16,092,047.06 $2,682,007.84 New Mexico 0.8557% $162,975,902.53 $81,487,951.27 24% $19,557,108.30 $3,666,957.81 Ohio 4.3567% $829,751,250.63 $414,875,625.32 TIPAC $24,243,781.27 $18,669,403.14 Oklahoma 1.5832% $301,519,407.96 $150,759,703.98 25% $37,689,926.00 $6,784,186.68 Puerto Rico 0.7263% $138,330,459.13 $69,165,229.57 25% $17,291,307.39 $3,112,435.33 Rhode Island 0.4896% $93,239,095.60 $46,619,547.80 17% $7,925,323.13 $2,097,879.65 South
Carolina

1.5835% $301,577,078.44 $150,788,539.22 TIPAC $21,781,541.57 $6,785,484.26 South Dakota 0.217% $41,327,454.40 $20,663,727.20 12% $2,479,647.26 $929,867.72 DISTRIBUTORS’ 10.22.21

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Utah 1.1889% $226,438,902.67 $113,219,451.34 TIPAC
Modified
by K
$2,714,389.03 $2,714,389.03
Vermont 0.2844% $54,169,670.90 $27,084,835.45 TIPAC $4,958,483.55 $1,218,817.60 Washington 2.3189% $441,644,189.13 $220,822,094.57 Statute $10,900,000 $9,936,994.26 DISTRIBUTORS’ 10.22.21

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T-1

EXHIBIT T
Agreement on the State Cost Fund Administration

1. Creation of a State Cost Fund. The Settling Distributors and the Settling States agree to the creation of a state cost fund to pay litigation costs and expenses associated with litigation and investigation related to the opioid litigation (such fund, the “State Cost Fund”).

The State Cost Fund shall be administered separately from the Common Benefit Fund, the Contingency Fee Fund, the State Counsel Fee Fund, and the MDL Expense Fund.

2. State Cost Fund Amount and to Whom Owed. On the Payment Date of Payment Year 1, the Settling Distributors shall pay into the State Cost Fund $56,538,461.00 (the “State Cost Fund Amount”). No funds may be released from the State Cost Fund to Non-Settling States.

3. State Cost Fund Committee. A committee of Attorneys General or their designated representatives (such committee, the “State Cost Fund Committee”) shall oversee the State Cost Fund. The committee shall initially consist of the following States: (a) Delaware; (b) Florida; (c) Georgia; (d) New York; (e) North Carolina; (f) Ohio; (g) Tennessee; and (h) Texas.

The Attorneys General may by majority vote add or change the composition of the State Cost Fund Committee, including replacing any above State, if that State is not a Settling State.

4. State Cost Fund Administrator. The State Cost Fund Committee shall select an administrator (the “State Cost Fund Administrator”). The State Cost Fund Administrator may or may not be different from the Settlement Fund Administrator. The State Cost Fund Administrator shall administer the State Cost Fund and direct payments to Settling States.

5. State Cost Fund Guidelines. Monies in the State Cost Fund shall be released without any delay to reimburse Settling States for documented costs incurred or paid in connection with litigation and investigation related to the opioid litigation. In allocating the State Cost Fund, no funds shall be allocated for costs incurred after July 21, 2021. The State Cost Fund Committee shall establish guidelines for the submission and approval of expenses eligible for reimbursement from the State Cost Fund. The State Cost Fund Administrator shall, in accordance with such guidelines, receive from Settling States records sufficient to demonstrate the incurrence and payment of each expense attributable to litigation or investigation related to the opioid litigation, including any outstanding National Association of Attorneys General grant.

6. State Cost Fund Payment Priorities and Residual. To the extent the aggregate eligible submissions of costs and expenses from Settling States exceed the State Cost Fund Amount, payments to Settling States shall be paid in the order described in this section until the State Cost Fund is exhausted. If the State Cost Fund is unable to fully pay costs at any of the following levels, then Settling States with costs at that level shall be paid on a proportional basis.

All expenses with a lesser priority from the level where the State Cost Fund is exhausted will not be reimbursed from the State Cost Fund. Costs shall be paid in the following order of priority:

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(a) the reasonable costs of the State Cost Fund Administrator, if any; (b) repayment of the National Association of Attorneys General grants connected to opioid litigation; (c) costs incurred or paid by outside counsel for a Settling State litigating against the Settling Distributors apart from any fee owed; (d) litigation-related costs attributable to the Settling Distributors incurred or paid by a Settling State litigating against the Settling Distributors; and (e) pre-suit investigation-related costs attributable to the Settling Distributors incurred or paid by either a Settling State outside counsel (not including any amount of fees or any costs which have already been reimbursed pursuant to clause (c), above) or a Settling State investigating the Settling Distributors. If the State Cost Fund has additional monies after payment of the State Cost Fund Administrator’s and all Settling States’ submitted costs, then the remaining funds will be provided to the National Association of Attorneys General to be placed in the Financial Services Fund for the purpose of funding grants for consumer protection- or healthcare-related enforcement or training activities. In determining what costs are attributable to the Settling Distributors, the State Fund Committee shall develop a guideline that ensures that all Settling States are treated equitably.

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
U-1

EXHIBIT U
ABC IRS Form 1098-F

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
V-1

EXHIBIT V
Cardinal IRS Form 1098-F

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
W-1

EXHIBIT W
McKesson IRS Form 1098-F

DISTRIBUTORS’ 10.22.21

EXHIBIT UPDATES
X-1

EXHIBIT X
Severity Factors
State Severity Factor
Alabama 108.5243%
Alaska 107.8614%
American Samoa 102.7639%
Arizona 107.7129%
Arkansas 103.2818%
California 82.8688%
Colorado 95.2263%
Connecticut 121.0971%
Delaware 155.5946%
District of Columbia 88.3270%
Florida 107.9604%
Georgia 86.6675%
Guam 96.8019%
Hawaii 77.1051%
Idaho 93.0570%
Illinois 86.6318%
Indiana 108.6768%
Iowa 78.2056%
Kansas 89.6374%
Kentucky 150.0126%
Louisiana 105.2878%
Maine 132.7534%
Maryland 115.2160%
Massachusetts 110.3001%
Michigan 112.4239%
Minnesota 75.9148%
Mississippi 96.7243%
Missouri 107.8496%
Montana 99.7815%
N. Mariana Islands 100.2421%
Nebraska 71.9045%
Nevada 130.5519%
New Hampshire 144.4997%
New Jersey 102.3701%
New Mexico 128.9295%
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EXHIBIT UPDATES
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New York 91.4472%
North Carolina 102.2754%
North Dakota 76.0864%
Ohio 123.0063%
Oklahoma 129.3047%
Oregon 108.9094%
Pennsylvania 118.2821%
Puerto Rico 73.9803%
Rhode Island 143.8802%
South Carolina 99.6801%
South Dakota 76.4482%
Tennessee 129.9078%
Texas 71.6286%
Utah 119.5878%
Vermont 140.2239%
Virgin Islands 100.4396%
Virginia 88.1611%
Washington 100.5007%
Wisconsin 99.6616%
Wyoming 100.9659%
EXHIBIT 2
1 revised July 30, 2021

JANSSEN SETTLEMENT AGREEMENT
This settlement agreement dated as of July 21, 2021 (the “Agreement”) sets forth the terms of settlement between and among the Settling States, Participating Subdivisions, and Janssen (as those terms are defined below). Upon satisfaction of the conditions set forth in Sections II and VIII, this Agreement will be binding on the Settling States, Janssen, and Participating Subdivisions. This Agreement will then be filed as part of Consent Judgments in the respective courts of each of the Settling States, pursuant to the terms set forth in Section VIII.

I. Definitions
Unless otherwise specified, the following definitions apply:

1. “Abatement Accounts Fund” means a component of the Settlement Fund described in subsection VI.E.

2. “Additional Restitution Amount” means the amount available to Settling States listed in Exhibit N of $67,307,692.

3. “Agreement” means this agreement as set forth above, inclusive of all exhibits.

4. “Alleged Harms” means the alleged past, present, and future financial, societal, and related expenditures arising out of the alleged misuse and abuse of opioid products, non-exclusive examples of which are described in the documents listed on Exhibit A, that have allegedly arisen as a result of the physical and bodily injuries sustained by individuals suffering from opioid-related addiction, abuse, death, and other related diseases and disorders, and that have allegedly been caused by Janssen.

5. “Allocation Statute” means a state law that governs allocation, distribution, and/or use of some or all of the Settlement Fund amounts allocated to that State and/or its Subdivisions. In addition to modifying the allocation, as set forth in subsection VI.D.2, an Allocation Statute may, without limitation, contain a Statutory Trust, further restrict expenditure of funds, form an advisory committee, establish oversight and reporting requirements, or address other default provisions and other matters related to the funds. An Allocation Statute is not required to address all three (3) types of funds comprising the Settlement Fund or all default provisions.

6. “Annual Payment” means the total amount payable to the Settlement Fund by Janssen on the Payment Date each year in 2023 and onward, as calculated by the Settlement Fund Administrator pursuant to Section V. For the avoidance of doubt, this term does not include the Additional Restitution Amount or amounts paid pursuant to Section XI.

7. “Appropriate Official” means the official defined in subsection XIII.E. 2 revised July 30, 2021

8. “Attorney Fee Fund” means an account consisting of funds allocated to pay attorneys’ fees and costs pursuant to the agreement on attorneys’ fees and costs attached as Exhibit R.

9. “Bar” means either (1) a ruling by the highest court of the State or the intermediate court of appeals when not subject to further review by the highest court of the State in a State with a single intermediate court of appeals setting forth the general principle that no Subdivisions or Special Districts in the State may maintain Released Claims against Released Entities, whether on the ground of the Agreement (or the release in it) or otherwise; (2) a law barring Subdivisions and Special Districts in the State from maintaining or asserting Released Claims against Released Entities (either through a direct bar or through a grant of authority to release claims and that authority is exercised in full); or (3) a Settlement Class Resolution in the State with full force and effect. For the avoidance of doubt, a law or ruling that is conditioned or predicated upon payment by a Released Entity (apart from payments by Janssen incurred under the Agreement) shall not constitute a Bar.

10. “Case-Specific Resolution” means either (1) a law barring specified Subdivisions or Special Districts from maintaining Released Claims against Released Entities (either through a direct bar or through a grant of authority to release claims and that authority is exercised in full); (2) a ruling by a court of competent jurisdiction over a particular Subdivision or Special District that has the legal effect of barring the Subdivision or Special District from maintaining any Released Claims at issue against Released Entities, whether on the ground of the Agreement (or the release in it) or otherwise; or (3) in the case of a Special District, a release consistent with Section IV below. For the avoidance of doubt, a law, ruling, or release that is conditioned or predicated upon a post-Effective Date payment by a Released Entity (apart from payments by Janssen incurred under the Agreement or injunctive relief obligations incurred by it) shall not constitute a Case-Specific Resolution.

11. “Claim” means any past, present or future cause of action, claim for relief, cross- claim or counterclaim, theory of liability, demand, derivative claim, request, assessment, charge, covenant, damage, debt, lien, loss, penalty, judgment, right, obligation, dispute, suit, contract, controversy, agreement, parens patriae claim, promise, performance, warranty, omission, or grievance of any nature whatsoever, whether legal, equitable, statutory, regulatory or administrative, whether arising under federal, state or local common law, statute, regulation, guidance, ordinance or principles of equity, whether filed or unfiled, whether asserted or unasserted, whether known or unknown, whether accrued or unaccrued, whether foreseen, unforeseen or unforeseeable, whether discovered or undiscovered, whether suspected or unsuspected, whether fixed or contingent, and whether existing or hereafter arising, in all such cases, including but not limited to any request for declaratory, injunctive, or equitable relief, compensatory, punitive, or statutory damages, absolute liability, strict liability, restitution, subrogation, contribution, indemnity, apportionment, disgorgement, reimbursement, attorney fees, expert 3 revised July 30, 2021
fees, consultant fees, fines, penalties, expenses, costs or any other legal, equitable, civil, administrative, or regulatory remedy whatsoever.

12. “Claim Over” means a Claim asserted by a Non-Released Entity against a Released Entity on the basis of contribution, indemnity, or other claim-over on any theory relating to a Non-Party Covered Conduct Claim asserted by a Releasor.

13. “Compensatory Restitution Amount” means the aggregate amount of payments by Janssen hereunder other than amounts paid as attorneys’ fees and costs or identified pursuant to subsection VI.B.2 as being used to pay attorneys’ fees and investigation costs or litigation costs.

14. “Consent Judgment” means a state-specific consent judgment in a form to be agreed upon by the Settling States, Participating Subdivisions, and Janssen prior to the Initial Participation Date that, among other things, (1) approves this Agreement and (2) provides for the release set forth in Section IV, including the dismissal with prejudice of any Released Claims that the Settling State has brought against Released Entities.

15. “Court” means the respective court for each Settling State to which the Agreement and the Consent Judgment are presented for approval and/or entry as to that Settling State, or the Northern District of Ohio for purposes of administering the Attorney Fee Fund and any related fee and cost agreements.

16. “Covered Conduct” means any actual or alleged act, failure to act, negligence, statement, error, omission, breach of any duty, conduct, event, transaction, agreement, misstatement, misleading statement or other activity of any kind whatsoever from the beginning of time through the Reference Date (and any past, present, or future consequence of any such act, failure to act, negligence, statement, error, omission, breach of duty, conduct, event, transaction, agreement, misstatement, misleading statement or other activity) relating in any way to (a) the discovery, development, manufacture, packaging, repackaging, marketing, promotion, advertising, labeling, recall, withdrawal, distribution, delivery, monitoring, reporting, supply, sale, prescribing, dispensing, physical security, warehousing, use or abuse of, or operating procedures relating to any Product, or any system, plan, policy, or advocacy relating to any Product or class of Products, including but not limited to any unbranded promotion, marketing, programs, or campaigns relating to any Product or class of Products; (b) the characteristics, properties, risks, or benefits of any Product; (c) the reporting, disclosure, non- reporting or non-disclosure to federal, state or other regulators of orders for any Product placed with any Released Entity; (d) the selective breeding, harvesting, extracting, purifying, exporting, importing, applying for quota for, procuring quota for, handling, promoting, manufacturing, processing, packaging, supplying, distributing, converting, or selling of, or otherwise engaging in any activity relating to, precursor or component Products, including but not limited to natural, synthetic, semi-synthetic or chemical raw materials, starting materials, finished 4 revised July 30, 2021
active pharmaceutical ingredients, drug substances, or any related intermediate Products; or (e) diversion control programs or suspicious order monitoring related to any Product.

17. “Designated State” means New York.

18. “Effective Date” means the date sixty (60) days after the Reference Date.

19. “Enforcement Committee” means a committee consisting of representatives of the Settling States and of the Participating Subdivisions. Exhibit B contains the organizational bylaws of the Enforcement Committee. Notice pursuant to subsection XIII.O shall be provided when there are changes in membership or contact information.

20. “Global Settlement Abatement Amount” means the abatement amount of $4,534,615,385.

21. “Global Settlement Amount” means $5 billion, which shall be divided into the Global Settlement Abatement Amount, the Additional Restitution Amount, and the Global Settlement Attorney Fee Amount.

22. “Global Settlement Attorney Fee Amount” means the attorney fee amount of $398,076,923.

23. “Incentive A” means the incentive payment described in subsection V.E.4.

24. “Incentive B” means the incentive payment described in subsection V.E.5.

25. “Incentive C” means the incentive payment described in subsection V.E.6.

26. “Incentive D” means the incentive payment described in subsection V.E.7.

27. “Incentive Payment Final Eligibility Date” means, with respect to a Settling State, the date that is the earliest of (1) three years after the Effective Date; (2) the date of completion of opening statements in a trial of any action brought by a Subdivision in that State that includes a Released Claim against a Released Entity when such date is more than two (2) years after the Effective Date; or (3) two (2) years after the Effective Date in the event a trial of an action brought by a Subdivision in that State that includes a Released Claim against a Released Entity began after the Initial Participation Date but before two (2) years after the Effective Date.

28. “Initial Participating Subdivision” means a Subdivision that meets the requirements set forth in subsection VII.D.

29. “Initial Participation Date” means the date one hundred twenty (120) days after the Preliminary Agreement Date, unless it is extended by written agreement of Janssen and the Enforcement Committee.
5 revised July 30, 2021

30. “Initial Year Payment” means the total amount payable to the Settlement Fund by Janssen on each of the two Payment Dates in 2022, as calculated by the Settlement Fund Administrator pursuant to Section V. For the avoidance of doubt, this term does not include the Additional Restitution Amount or amounts paid pursuant to Section XI.

31. “Injunctive Relief Terms” means the terms described in Section III and set forth in Exhibit P.

32. “Janssen” means Johnson & Johnson, Janssen Pharmaceuticals, Inc., Ortho- McNeil-Janssen Pharmaceuticals, Inc., and Janssen Pharmaceutica, Inc.

33. “Later Litigating Special District” means a Special District (or Special District official asserting the right of or for the Special District to recover for alleged harms to the Special District and/or the people thereof) that is not a Litigating Special District and that files a lawsuit bringing a Released Claim against a Released Entity, or that adds such a claim to a pre-existing lawsuit, after the Preliminary Agreement Date. It may also include a Litigating Special District whose claims were resolved by a judicial Bar or Case-Specific Resolution which is later revoked following the execution date of this Agreement, when such Litigating Special District takes any affirmative step in its lawsuit other than seeking a stay or removal.

34. “Later Litigating Subdivision” means a Subdivision (or Subdivision official asserting the right of or for the Subdivision to recover for alleged harms to the Subdivision and/or the people thereof) that is not a Litigating Subdivision and that files a lawsuit bringing a Released Claim against a Released Entity, or that adds such a claim to a pre-existing lawsuit, after the Trigger Date. It may also include a Litigating Subdivision whose claims were resolved by a judicial Bar or Case- Specific Resolution which is later revoked following the execution date of this Agreement, when such Litigating Subdivision takes any affirmative step in its lawsuit other than seeking a stay or removal.

35. “Later Participating Subdivision” means a Participating Subdivision that meets the requirements of subsection VII.E but is not an Initial Participating Subdivision.

36. “Litigating Special District” means a Special District (or Special District official) that brought any Released Claims against any Released Entities on or before the Preliminary Agreement Date that were not separately resolved prior to that date.

A list of Litigating Special Districts will be agreed to by the parties and attached hereto as of the Preliminary Agreement Date.

37. “Litigating Subdivision” means a Subdivision (or Subdivision official asserting the right of or for the Subdivision to recover for alleged harms to the Subdivision and/or the people thereof) that brought any Released Claim against any Released Entity prior to the Trigger Date that were not separately resolved prior to that 6 revised July 30, 2021
Trigger Date. A Prior Litigating Subdivision shall not be considered a Litigating Subdivision. Exhibit C is an agreed list of the Litigating Subdivisions. Exhibit C will be updated (including with any corrections) periodically, and a final version of Exhibit C will be attached hereto as of the Reference Date.

38. “National Arbitration Panel” means the panel described in subsection XII.F.

39. “National Disputes” means the disputes described in subsection XII.F.

40. “Non-Litigating Special District” means a Special District that is neither a Litigating Special District nor a Later Litigating Special District.

41. “Non-Litigating Subdivision” means a Subdivision that is neither a Litigating Subdivision nor a Later Litigating Subdivision.

42. “Non-Participating Subdivision” means a Subdivision that is not a Participating Subdivision.

43. “Non-Party Covered Conduct Claim” means a Claim against any Non-Released Entity involving, arising out of, or related to Covered Conduct (or conduct that would be Covered Conduct if engaged in by a Released Entity).

44. “Non-Party Settlement” means a settlement by any Releasor that settles any Non- Party Covered Conduct Claim and includes a release of any Non-Released Entity.

45. “Non-Released Entity” means an entity that is not a Released Entity.

46. “Non-Settling State” means a State that is not a Settling State.

47. “Opioid Remediation” means care, treatment, and other programs and expenditures (including reimbursement for past such programs or expenditures except where this Agreement restricts the use of funds solely to future Opioid Remediation) designed to (1) address the misuse and abuse of opioid products, (2) treat or mitigate opioid use or related disorders, or (3) mitigate other alleged effects of the opioid abuse crisis, including on those injured as a result of the opioid abuse crisis. Exhibit E provides a non-exhaustive list of expenditures that qualify as being paid for Opioid Remediation. Qualifying expenditures may include reasonable related administrative expenses.

48. “Overall Allocation Percentage” means a Settling State’s percentage as set forth in Exhibit F. The aggregate Overall Allocation Percentages of all States (including Settling States and Non-Settling States) shall equal 100%.

49. “Participating Special District” means a Special District that executes a release consistent with Section IV below and meets the requirements for becoming a Participating Special District under Section VII.
7 revised July 30, 2021

50. “Participating Subdivision” means a Subdivision that meets the requirements for becoming a Participating Subdivision under Section VII. Participating Subdivisions include both Initial Participating Subdivisions and Later Participating Subdivisions. Subdivisions eligible to become Participating Subdivisions are listed in Exhibit G. A Settling State may add additional Subdivisions to Exhibit G at any time prior to the Initial Participation Date.

51. “Participation Tier” means the level of participation in this Agreement as determined pursuant to subsection VIII.C using the criteria set forth in Exhibit H.

52. “Parties” means Janssen and the Settling States (each, a “Party”).

53. “Payment Date” means the date on which Janssen makes its payments pursuant to Section V and Exhibit M.

54. “Payment Year” means the calendar year during which the applicable Initial Year Payments or Annual Payments are due pursuant to subsection V.B. Payment Year 1 is 2022, Payment Year 2 is 2023 and so forth. References to payment “for a Payment Year” mean the Initial Year Payments or Annual Payment due during that year. References to eligibility “for a Payment Year” mean eligibility in connection with the Initial Year Payments or Annual Payment due during that year.

55. “Preliminary Agreement Date” means the date on which Janssen gives notice to the Settling States and MDL PEC of its determination that a sufficient number of States have agreed to be Settling States. This date shall be no more than fourteen (14) days after the end of the notice period to States, unless it is extended by written agreement of Janssen and the Enforcement Committee.

56. “Primary Subdivision” means a Subdivision that has a population of 30,000 or more. A list of Primary Subdivisions in each State is provided in Exhibit I.

57. “Prior Litigating Subdivision” means a Subdivision (or Subdivision official asserting the right of or for the Subdivision to recover for alleged harms to the Subdivision and/or the people thereof) that brought any Released Claim against any Released Entity prior to the Trigger Date and all such Released Claims were separately settled or finally adjudicated prior to the Trigger Date; provided, however, that if the final adjudication was pursuant to a Bar, such Subdivision shall not be considered a Prior Litigating Subdivision. Notwithstanding the prior sentence, Janssen and the State of the relevant Subdivision may agree in writing that such Subdivision shall not be considered a Prior Litigating Subdivision.

58. “Product” means any chemical substance, whether used for medicinal or non- medicinal purposes, and whether natural, synthetic, or semi-synthetic, or any finished pharmaceutical product made from or with such substance, that is an opioid or opiate, as well as any product containing any such substance. It also includes: 1) the following when used in combination with opioids or opiates:
benzodiazepine, carisoprodol, zolpidem, or gabapentin; and 2) a combination or 8 revised July 30, 2021
“cocktail” of any stimulant or other chemical substance prescribed, sold, bought, or dispensed to be used together that includes opioids or opiates. For the avoidance of doubt, “Product” does not include benzodiazepine, carisoprodol, zolpidem, or gabapentin when not used in combination with opioids or opiates. “Product” includes but is not limited to any substance consisting of or containing buprenorphine, codeine, fentanyl, hydrocodone, hydromorphone, meperidine, methadone, morphine, naloxone, naltrexone, oxycodone, oxymorphone, tapentadol, tramadol, opium, heroin, carfentanil, any variant of these substances, or any similar substance. “Product” also includes any natural, synthetic, semi- synthetic or chemical raw materials, starting materials, finished active pharmaceutical ingredients, drug substances, and any related intermediate products used or created in the manufacturing process for any of the substances described in the preceding sentence.

59. “Reference Date” means the date on which Janssen is to inform the Settling States and MDL PEC of its determination whether there is sufficient resolution of claims and potential claims at the Subdivision level to go forward with the settlement.

The Reference Date shall be thirty (30) days after the Initial Participation Date, unless it is extended by written agreement of Janssen and the Enforcement Committee.

60. “Released Claims” means any and all Claims that directly or indirectly are based on, arise out of, or in any way relate to or concern the Covered Conduct occurring prior to the Reference Date. Without limiting the foregoing, “Released Claims” include any Claims that have been asserted against the Released Entities by any Settling State or any of its Litigating Subdivisions or Litigating Special Districts in any federal, state or local action or proceeding (whether judicial, arbitral, or administrative) based on, arising out of or relating to, in whole or in part, the Covered Conduct, or any such Claims that could be or could have been asserted now or in the future in those actions or in any comparable action or proceeding brought by a State, any of its Subdivisions or Special Districts, or any Releasors (whether or not such State, Subdivision, Special District, or Releasor has brought such action or proceeding). Released Claims also include all Claims asserted in any proceeding to be dismissed pursuant to the Agreement, whether or not such claims relate to Covered Conduct. The Parties intend that “Released Claims” be interpreted broadly. This Agreement does not release Claims by private individuals. It is the intent of the Parties that Claims by private individuals be treated in accordance with applicable law. Released Claims is also used herein to describe Claims brought by a Later Litigating Subdivision or other non-party Subdivision or Special District that would have been Released Claims if they had been brought by a Releasor against a Released Entity.

61. “Released Entities” means Janssen and (1) all of Janssen’s past and present direct or indirect parents, subsidiaries, divisions, predecessors, successors, assigns, including Noramco, Inc. and Tasmanian Alkaloids PTY. LTD.; (2) the past and present direct or indirect subsidiaries, divisions, and joint ventures, of any of the foregoing; (3) all of Janssen’s insurers (solely in their role as insurers with respect 9 revised July 30, 2021
to the Released Claims); (4) all of Janssen’s, or of any entity described in subsection (1), past and present joint ventures; and (5) the respective past and present officers, directors, members, shareholders (solely in their capacity as shareholders of the foregoing entities), partners, trustees, agents, and employees of any of the foregoing (for actions that occurred during and related to their work for, or employment with, Janssen). Any person or entity described in subsections (3)-(5) shall be a Released Entity solely in the capacity described in such clause and shall not be a Released Entity with respect to its conduct in any other capacity. For the avoidance of doubt, the entities listed in Exhibit Q are not Released Entities; and provided further that any joint venture partner of Janssen or Janssen’s subsidiary is not a Released Entity unless it falls within subsections (1)-(5) above. A list of Janssen’s present subsidiaries and affiliates can be found at https://johnsonandjohnson.gcs-web.com/static-files/f61ae5f3-ff03-46c1-bfc9- 174947884db2. Janssen’s predecessor entities include but are not limited to those entities listed on Exhibit J. For the avoidance of doubt, any entity acquired, or joint venture entered into, by Janssen after the Reference Date is not a Released Entity.

62. “Releasors” means (1) each Settling State; (2) each Participating Subdivision; and (3) without limitation and to the maximum extent of the power of each Settling State’s Attorney General and/or Participating Subdivision to release Claims, (a) the Settling State’s and Participating Subdivision’s departments, agencies, divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and attorneys, including its Attorney General, and any person in their official capacity whether elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, (b) any public entities, public instrumentalities, public educational institutions, unincorporated districts, fire districts, irrigation districts, water districts, law enforcement districts, emergency services districts, school districts, hospital districts and other Special Districts in a Settling State, and (c) any person or entity acting in a parens patriae, sovereign, quasi-sovereign, private attorney general, qui tam, taxpayer, or other capacity seeking relief on behalf of or generally applicable to the general public with respect to a Settling State or Subdivision in a Settling State, whether or not any of them participate in the Agreement. The inclusion of a specific reference to a type of entity in this definition shall not be construed as meaning that the entity is not a Subdivision. In addition to being a Releasor as provided herein, a Participating Subdivision shall also provide the Subdivision Settlement Participation Form or the Election and Release Form referenced in Section VII providing for a release to the fullest extent of the Participating Subdivision’s authority, which shall be attached as an exhibit to the Agreement.

Each Settling State’s Attorney General represents that he or she has or has obtained (or will obtain no later than the Initial Participation Date) the authority set forth in the Representation and Warranty subsection of Section IV.

63. “Revocation Event” means with respect to a Bar, Settlement Class Resolution, or Case-Specific Resolution, a legislative amendment or a revocation, rescission, reversal, overruling, or interpretation that in any way limits the effect of such Bar, 10 revised July 30, 2021
Settlement Class Resolution, or Case-Specific Resolution on Released Claims or any other action or event that otherwise deprives the Bar, Settlement Class Resolution or Case-Specific Resolution of force or effect in any material respect.

64. “Settlement Class Resolution” means a class action resolution in a court of competent jurisdiction in a Settling State with respect to a class of Subdivisions and Special Districts in that State that (1) conforms with that Settling State’s statutes, case law, and/or rules of procedure regarding class actions; (2) is approved and entered as an order of a court of competent jurisdiction in that State and has become final as defined in “State-Specific Finality”; (3) is binding on all Non-Participating Subdivisions and Special Districts in that State (other than opt outs as permitted under the next sentence); (4) provides that all such Non- Participating Subdivisions or Special Districts may not bring Released Claims against Released Entities, whether on the ground of the Agreement (or the releases herein) or otherwise; and (5) does not impose any costs or obligations on Janssen other than those provided for in the Agreement, or contain any provision inconsistent with any provision of the Agreement. If applicable state law requires that opt-out rights be afforded to members of the class, a class action resolution otherwise meeting the foregoing requirements shall qualify as a Settlement Class Resolution unless Subdivisions collectively representing more than 1% of the total population of all of that State’s Subdivisions listed in Exhibit G opt out. In seeking certification of any Settlement Class, the applicable State and Participating Subdivisions shall make clear that certification is sought solely for settlement purposes and shall have no applicability beyond approval of the settlement for which certification is sought. Nothing in this Agreement constitutes an admission by any Party that class certification would be appropriate for litigation purposes in any case.

65. “Settlement Fund” means the interest-bearing fund established under the Agreement into which all payments by Janssen are made other than amounts paid as attorneys’ fees and costs or identified pursuant to subsection VI.B.2 as being used to pay attorneys’ fees and costs. The Settlement Fund comprises the Abatement Accounts Fund, State Fund, and Subdivision Fund.

66. “Settlement Fund Administrator” means the entity that determines the Annual Payments (including calculating Incentive Payments pursuant to Section V) and any amounts subject to suspension or offset pursuant to Sections V and IX), determines the Participation Tier, and administers and distributes amounts into the Settlement Fund. The duties of the Settlement Fund Administrator shall be governed by this Agreement. Prior to the Initial Participation Date, the Parties shall agree to selection and removal processes for and a detailed description of the Settlement Fund Administrator’s duties, including a detailed mechanism for paying the Settlement Fund Administrator’s fees and costs, all of which shall be appended to the Agreement as Exhibit L.
11 revised July 30, 2021

67. “Settlement Fund Escrow” means the interest-bearing escrow fund established pursuant to this Agreement to hold disputed or suspended payments made under this Agreement.

68. “Settlement Payment Schedule” means the schedule of payments attached to this Agreement as Exhibit M. A revised Settlement Payment Schedule will be substituted for Exhibit M after any offsets, reductions, or suspensions under Sections V and IX are determined.

69. “Settling State” means any State that has entered the Agreement.

70. “Special District” means a formal and legally recognized sub-entity of a State that is authorized by State law to provide one or a limited number of designated functions, including but not limited to school districts, fire districts, healthcare & hospital districts, and emergency services districts. Special Districts do not include sub-entities of a State that provide general governance for a defined area that would qualify as a Subdivision.

71. “State” means any state of the United States of America, the District of Columbia, American Samoa, Guam, the Northern Mariana Islands, Puerto Rico, and the U.S.

Virgin Islands. Additionally, the use of non-capitalized “state” to describe something (e.g., “state court”) shall also be read to include parallel entities in commonwealths, territories, and the District of Columbia (e.g., “territorial court”).

72. “State Fund” means a component of the Settlement Fund described in subsection VI.C.

73. “State-Specific Finality” means, with respect to the Settling State in question:
a. the Agreement and the Consent Judgment have been approved and entered by the Court as to Janssen, including the release of all Released Claims against Released Entities as provided in this Agreement; b. for all lawsuits brought by the Settling State against Released Entities for Released Claims, either previously filed or filed as part of the entry of the Consent Judgment, the Court has stated in the Consent Judgment or otherwise entered an order finding that all Released Claims against Released Entities asserted in the lawsuit have been resolved by agreement; and
c. (1) the time for appeal or to seek review of or permission to appeal from the approval and entry as described in subsection (a) hereof and entry of such order described in subsection (b) hereof has expired; or (2) in the event of an appeal, the appeal has been dismissed or denied, or the approval and entry described in (a) hereof and the order described in subsection (b) hereof have been affirmed in all material respects (to the extent challenged in the appeal) by the court of last resort to which such appeal has been taken and such dismissal or affirmance has become no 12 revised July 30, 2021
longer subject to further appeal (including, without limitation, review by the United States Supreme Court).

74. “State-Subdivision Agreement” means an agreement that a Settling State reaches with the Subdivisions in that State regarding the allocation, distribution, and/or use of funds allocated to that State and to Participating Subdivisions in that State.

A State-Subdivision Agreement shall be effective if approved pursuant to the provisions of Exhibit O or if adopted by statute. Preexisting agreements addressing funds other than those allocated pursuant to this Agreement shall qualify if the approval requirements of Exhibit O are met. A State and its Subdivisions may revise, supplement, or refine a State-Subdivision Agreement if approved pursuant to the provisions of Exhibit O or if adopted by statute.

75. “Statutory Trust” means a trust fund established by state law to receive funds allocated to a State’s Abatement Accounts Fund and restrict their expenditure to Opioid Remediation purposes subject to reasonable administrative expenses. A State may give a Statutory Trust authority to allocate one or more of the three Settlement Funds, but this is not required.

76. “Subdivision” means a formal and legally recognized sub-entity of a State that provides general governance for a defined area, including a county, parish, city, town, village, or similar entity. Unless otherwise specified, “Subdivision” includes all functional counties and parishes and other functional levels of sub- entities of a State that provide general governance for a defined area. Historic, non-functioning sub-entities of a State (such as Connecticut counties) are not Subdivisions, unless the entity has filed a lawsuit that includes a Released Claim against a Released Entity in a direct, parens patriae, or any other capacity. For purposes of this Agreement, the term Subdivision does not include Special Districts. A list of Subdivisions by state will be agreed to prior to any Subdivision sign-on period.

77. “Subdivision Allocation Percentage” means for Subdivisions in a Settling State that are eligible to receive an allocation from the Subdivision Fund pursuant to subsection VI.C or subsection VI.D, the percentage as set forth in Exhibit G. The aggregate Subdivision Allocation Percentage of all Subdivisions receiving a Subdivision Allocation Percentage in each State shall equal 100%. Immediately upon the effectiveness of any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by subsection VI.D.3 (or upon the effectiveness of an amendment to any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by subsection VI.D.3) that addresses allocation from the Subdivision Fund, or upon any, whether before or after the Initial Participation Date, Exhibit G will automatically be amended to reflect the allocation from the Subdivision Fund pursuant to the State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3. The Subdivision Allocation Percentages contained in Exhibit G may not change once notice is distributed pursuant to subsection VII.A, except upon the effectiveness of any State- 13 revised July 30, 2021
Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by subsection VI.D.3 (or upon the effectiveness of an amendment to any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by subsection VI.D.3) that addresses allocation from the Subdivision Fund. For the avoidance of doubt, no Subdivision not listed on Exhibit G shall receive an allocation from the Subdivision Fund and no provision of this Agreement shall be interpreted to create such an entitlement.

78. “Subdivision Fund” means a component of the Settlement Fund described in subsection VI.C.

79. “Subdivision Settlement Participation Form” means the form attached as Exhibit K that Participating Subdivisions must execute and return to the Settlement Fund Administrator, and which shall (1) make such Participating Subdivisions signatories to this Agreement, (2) include a full and complete release of any and of such Subdivision’s claims, and (3) require the prompt dismissal with prejudice of any Released Claims that have been filed by any such Participating Subdivision.

80. “Threshold Motion” means a motion to dismiss or equivalent dispositive motion made at the outset of litigation under applicable procedure. A Threshold Motion must include as potential grounds for dismissal, any applicable Bar or the relevant release by a Settling State or Participating Subdivision provided under this Agreement and, where appropriate under applicable law, any applicable limitations defense.

81. “Trigger Date” means, in the case of a Primary Subdivision, the Reference Date, or, in the case of all other Subdivisions, the Preliminary Agreement Date.

II. Participation by States and Condition to Preliminary Agreement A. Notice to States. On July 22, 2021 this Agreement shall be distributed to all States. The States’ Attorneys General shall then have a period of thirty (30) days to decide whether to become Settling States. States that determine to become Settling States shall so notify the National Association of Attorneys General and Janssen and shall further commit to obtaining any necessary additional State releases prior to the Reference Date. This notice period may be extended by written agreement of Janssen and the Enforcement Committee.

B. Condition to Preliminary Agreement. Following the notice period set forth in subsection II.A above, Janssen shall determine on or before the Preliminary Agreement Date whether, in its sole discretion, enough States have agreed to become Settling States to proceed with notice to Subdivisions as set forth in Section VII below. If Janssen determines that this condition has been satisfied, and that notice to the Litigating Subdivisions should proceed, it will so notify the Settling States by providing notice to the Enforcement Committee and Settlement Fund Administrator on the Preliminary Agreement Date. If Janssen determines that this condition has not been satisfied, it will so 14 revised July 30, 2021
notify the Settling States by providing notice to the Enforcement Committee and Settlement Fund Administrator, and this Agreement will have no further effect and all releases and other commitments or obligations contained herein will be void.

C. Later Joinder by States. After the Preliminary Agreement Date, a State may only become a Settling State with the consent of Janssen, in its sole discretion. If a State becomes a Settling State more than sixty (60) days after the Preliminary Agreement Date, but on or before January 1, 2022, the Subdivisions and Special Districts in that State that become Participating Subdivisions and Participating Special Districts within ninety (90) days of the State becoming a Settling State shall be considered Initial Participating Subdivisions or Initial Participating Special Districts. A State may not become a Settling State after January 1, 2022.

III. Injunctive Relief
A. Entry of Injunctive Relief. As part of the Consent Judgment, the Parties agree to the injunctive relief terms attached as Exhibit P.

IV. Release
A. Scope. As of the Effective Date, the Released Entities will be released and forever discharged from all of the Releasors’ Released Claims. Each Settling State (for itself and its Releasors) and Participating Subdivision (for itself and its Releasors) will, on or before the Effective Date, absolutely, unconditionally, and irrevocably covenant not to bring, file, or claim, or to cause, assist in bringing, or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Agreement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of each Settling State and its Attorney General to release claims. The Release shall be a complete bar to any Released Claim.

B. Claim Over and Non-Party Settlement.

1. Statement of Intent. It is the intent of the Parties that:
a. Released Entities should not seek contribution or indemnification (other than pursuant to an insurance contract) from other parties for their payment obligations under this Settlement Agreement;
b. the payments made under this Settlement Agreement shall be the sole payments made by the Released Entities to the Releasors involving, arising out of, or related to Covered Conduct (or conduct that would be Covered Conduct if engaged in by a Released Entity);
c. Claims by Releasors against non-Parties should not result in additional payments by Released Entities, whether through contribution, indemnification or any other means; and
15 revised July 30, 2021
d. the Settlement meets the requirements of the Uniform Contribution Among Joint Tortfeasors Act and any similar state law or doctrine that reduces or discharges a released party’s liability to any other parties. e. The provisions of this subsection IV.B are intended to be implemented consistent with these principles. This Agreement and the releases and dismissals provided for herein are made in good faith.

2. Contribution/Indemnity Prohibited. No Released Entity shall seek to recover for amounts paid under this Agreement based on indemnification, contribution, or any other theory from a manufacturer, pharmacy, hospital, pharmacy benefit manager, health insurer, third-party vendor, trade association, distributor, or health care practitioner, provided that a Released Entity shall be relieved of this prohibition with respect to any entity that asserts a Claim-Over against it. For the avoidance of doubt, nothing herein shall prohibit a Released Entity from recovering amounts owed pursuant to insurance contracts.

3. Non-Party Settlement. To the extent that, on or after the Reference Date, any Releasor enters into a Non-Party Settlement, including in any bankruptcy case or through any plan of reorganization (whether individually or as a class of creditors), the Releasor will include (or in the case of a Non-Party Settlement made in connection with a bankruptcy case, will cause the debtor to include), unless prohibited from doing so under applicable law, in the Non-Party Settlement a prohibition on contribution or indemnity of any kind substantially equivalent to that required from Janssen in subsection IV.B.2, or a release from such Non- Released Entity in favor of the Released Entities (in a form equivalent to the releases contained in this Agreement) of any Claim-Over. The obligation to obtain the prohibition and/or release required by this subsection is a material term of this Agreement.

4. Claim-Over. In the event that any Releasor obtains a judgment with respect to Non-Party Covered Conduct against a Non-Released Entity that does not contain a prohibition like that in subsection IV.B.3, or any Releasor files a Non-Party Covered Conduct Claim against a non-Released Entity in bankruptcy or a Releasor is prevented for any reason from obtaining a prohibition/release in a Non-Party Settlement as provided in subsection IV.B.3, and such Non-Released Entity asserts a Claim-Over against a Released Entity, that Releasor and Janssen shall take the following actions to ensure that the Released Entities do not pay more with respect to Covered Conduct to Releasors or to Non-Released Entities than the amounts owed under this Settlement Agreement by Janssen:
a. Janssen shall notify that Releasor of the Claim-Over within sixty (60) days of the assertion of the Claim-Over or sixty (60) days of the Effective Date of this Settlement Agreement, whichever is later;
b. Janssen and that Releasor shall meet and confer concerning the means to hold Released Entities harmless and ensure that it is not required to pay 16 revised July 30, 2021
more with respect to Covered Conduct than the amounts owed by Janssen under this Settlement Agreement;
c. That Releasor and Janssen shall take steps sufficient and permissible under the law of the State of the Releasor to hold Released Entities harmless from the Claim-Over and ensure Released Entities are not required to pay more with respect to Covered Conduct than the amounts owed by Janssen under this Settlement Agreement. Such steps may include, where permissible:
(1) Filing of motions to dismiss or such other appropriate motion by Janssen or Released Entities, and supported by Releasors, in response to any claim filed in litigation or arbitration; (2) Reduction of that Releasor’s Claim and any judgment it has obtained or may obtain against such Non-Released Entity by whatever amount or percentage is necessary to extinguish such Claim-Over under applicable law, up to the amount that Releasor has obtained, may obtain, or has authority to control from such Non-Released Entity;
(3) Placement into escrow of funds paid by the Non-Released Entities such that those funds are available to satisfy the Claim-Over; (4) Return of monies paid by Janssen to that Releasor under this Settlement Agreement to permit satisfaction of a judgment against or settlement with the Non-Released Entity to satisfy the Claim- Over;
(5) Payment of monies to Janssen by that Releasor to ensure it is held harmless from such Claim-Over, up to the amount that Releasor has obtained, may obtain, or has authority to control from such Non-Released Entity;
(6) Credit to Janssen under this Settlement Agreement to reduce the overall amounts to be paid under the Settlement Agreement such that it is held harmless from the Claim-Over; and
(7) Such other actions as that Releasor and Janssen may devise to hold Janssen harmless from the Claim Over.
d. The actions of that Releasor and Janssen taken pursuant to paragraph (c) must, in combination, ensure Janssen is not required to pay more with respect to Covered Conduct than the amounts owed by Janssen under this Settlement Agreement.
e. In the event of any dispute over the sufficiency of the actions taken pursuant to paragraph (c), that Releasor and Janssen may seek review by 17 revised July 30, 2021
the National Arbitration Panel, provided that, if the parties agree, such dispute may be heard by the state court where the relevant Consent Judgment was filed. The National Arbitration Panel shall have authority to require Releasors to implement a remedy that includes one or more of the actions specified in paragraph (c) sufficient to hold Released Entities fully harmless. In the event that the panel’s actions do not result in Released Entities being held fully harmless, Janssen shall have a claim for breach of this Settlement Agreement by Releasors, with the remedy being payment of sufficient funds to hold Janssen harmless from the Claim-Over. For the avoidance of doubt, the prior sentence does not limit or eliminate any other remedy that Janssen may have.

5. To the extent that the Claim-Over is based on a contractual indemnity, the obligations under subsection IV.B.4 shall extend solely to a Non-Party Covered Conduct Claim against a pharmacy, clinic, hospital or other purchaser or dispenser of Products, a manufacturer that sold Products, a consultant, and/or a pharmacy benefit manager or other third-party payor. Janssen shall notify the Settling States, to the extent permitted by applicable law, in the event that any of these types of Non-Released Entities asserts a Claim-Over arising out of contractual indemnity against it.

C. General Release. In connection with the releases provided for in the Agreement, each Settling State (for itself and its Releasors) and Participating Subdivision expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

A Releasor may thereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Settling State (for itself and its Releasors) and Participating Subdivision hereby expressly waives and fully, finally, and forever settles, releases, and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Settling States’ decision to enter into the Agreement or the Participating Subdivisions’ decision to participate in the Agreement.

D. Res Judicata. Nothing in the Agreement shall be deemed to reduce the scope of the res judicata or claim preclusive effect that the settlement memorialized in the Agreement, 18 revised July 30, 2021
and/or any Consent Judgment or other judgment entered on the Agreement, gives rise to under applicable law.

E. Representation and Warranty. The signatories hereto on behalf of their respective Settling States and its Participating Subdivisions expressly represent and warrant that they will obtain on or before the Effective Date (or have obtained) the authority to settle and release, to the maximum extent of the State’s power, all Released Claims of (1) their respective Settling States; (2) all past and present executive departments, state agencies, divisions, boards, commissions and instrumentalities with the regulatory authority to enforce state and federal controlled substances acts; (3) any of their respective Settling State’s past and present executive departments, agencies, divisions, boards, commissions and instrumentalities that have the authority to bring Claims related to Covered Conduct seeking money (including abatement and/or remediation) or revocation of a pharmaceutical distribution license; and (4) any Participating Subdivisions. For the purposes of clause (3) above, executive departments, agencies, divisions, boards, commissions, and instrumentalities are those that are under the executive authority or direct control of the State’s Governor. Also, for the purposes of clause (3), a release from a State’s Governor is sufficient to demonstrate that the appropriate releases have been obtained.

F. Effectiveness. The releases set forth in the Agreement shall not be impacted in any way by any dispute that exists, has existed, or may later exist between or among the Releasors.

Nor shall such releases be impacted in any way by any current or future law, regulation, ordinance, or court or agency order limiting, seizing, or controlling the distribution or use of the Settlement Fund or any portion thereof, or by the enactment of future laws, or by any seizure of the Settlement Fund or any portion thereof.

G. Cooperation. Releasors (i) will not encourage any person or entity to bring or maintain any Released Claim against any Released Entity and (ii) will reasonably cooperate with and not oppose any effort by a Released Entity to secure the prompt dismissal of any and all Released Claims.

H. Non-Released Claims. Notwithstanding the foregoing or anything in the definition of Released Claims, the Agreement does not waive, release or limit any criminal liability, Claims for any outstanding liability under any tax or securities law, Claims against parties who are not Released Entities, Claims by private individuals and any claims arising under the Agreement for enforcement of the Agreement.

V. Monetary Relief and Payments
A. Structure of Payments

1. All payments under this Section V shall be made into the Settlement Fund, except that where specified, they shall be made into the Settlement Fund Escrow. The Settlement Fund shall be allocated and used only as specified in Section VI.

2. Janssen shall pay into the Settlement Fund the sum of Four Billion, Five Hundred Thirty-Four Million, Six Hundred Fifteen Thousand, Three Hundred Eighty-Five 19 revised July 30, 2021
Dollars ($4,534,615,385) minus (1) the offsets and credits specified in subsection V.C below, (2) any unearned incentive payments under subsection V.E below, and (3) any adjustments under Section IX below.

3. The payments to the Settlement Fund shall be divided into base and incentive payments as provided in subsections V.D and V.E below.

B. Payment Process

1. Except as otherwise provided in this Agreement, Janssen shall make two Initial Year Payments and nine (9) Annual Payments. The Initial Year Payments will consist of base payments. The first Annual Payment shall consist of incentive payments and subsequent Annual Payments shall each consist of base and incentive payments. The amount of all Initial Year Payments and Annual Payments shall be determined by the Settlement Fund Administrator applying Section V and Exhibit M. The Payment Date for the first Initial Year Payment shall be no later than ninety (90) days after the Effective Date. The Payment Date for the second Initial Year Payment shall be no later than July 15, 2022. The Payment Date for the first Annual Payment shall be no later than one year and sixty days following the Effective Date; the Payment Date for the second Annual Payment shall be no later than two years and sixty days following the Effective Date, and so forth, until all Annual Payments are made.

2. All data relevant to the determination of each such payment shall be submitted to the Settlement Fund Administrator sixty (60) days prior to the Payment Date for each payment. Prior to the Initial Participation Date, the Parties will include an exhibit to the Agreement setting forth in detail the process for submitting such data to the Settlement Fund Administrator prior to each Payment Date. The Settlement Fund Administrator shall then determine the Initial Year Payment or Annual Payment and the amount to be paid to each Settling State and its Participating Subdivisions, consistent with the provisions in Exhibit L, by:
a. determining, for each Settling State, the amount of base and incentive payments to which the State is entitled by applying the criteria in this Section;
b. applying any reductions, suspensions, or offsets required by Sections V and IX; and
c. determining the total amount owed by Janssen to all Settling States and Participating Subdivisions.

3. The Settlement Fund Administrator shall then allocate the Initial Year Payment or Annual Payment pursuant to Section VI among the Settling States, among the separate types of funds for each Settling State (if applicable), and among the Participating Subdivisions.
20 revised July 30, 2021

4. As soon as possible, but no later than fifty (50) days prior to the Payment Date for each payment and following the determination described in subsection V.B.2, the Settlement Fund Administrator shall give notice to Janssen, the Settling States, and the Enforcement Committee of the amount of the Initial Year Payment or Annual Payment, the amount to be received by each Settling State, the amount to be received by the separate types of funds for each Settling State (if applicable), and the amount to be received by each Settling State’s Participating Subdivisions.

5. Within twenty-one (21) days of the notice provided by the Settlement Fund Administrator, any party may dispute, in writing, the calculation of the Initial Year Payment or Annual Payment, or the amount to be received by a Settling State and/or its Participating Subdivisions. Such disputing party must provide a written notice of dispute to the Settlement Fund Administrator, the Enforcement Committee, any affected Settling State, and Janssen identifying the nature of the dispute, the amount of money that is disputed, and the Settling State(s) affected.

6. Within twenty-one (21) days of the sending of a written notice of dispute, any affected party may submit a response, in writing, to the Settlement Fund Administrator, the Enforcement Committee, any affected Settling State, and Janssen identifying the basis for disagreement with the notice of dispute.

7. If no response is filed, the Settlement Fund Administrator shall adjust the amount calculated consistent with the written notice of dispute, and Janssen shall pay the adjusted amount as the Initial Year Payment or Annual Payment on the Payment Date. If a written response to the written notice of dispute is timely sent to the Settlement Fund Administrator, the Settlement Fund Administrator shall notify Janssen of the preliminary amount to be paid, which shall be the greater of the amount originally calculated by the Settlement Fund Administrator or the amount that would be consistent with the notice of dispute, provided, however that in no circumstances shall the preliminary amount to be paid be higher than the maximum amount of base and incentive payments for that payment as set forth in Exhibit M. For the avoidance of doubt, a transfer of suspended payments from the Settlement Fund Escrow does not count toward determining whether the amount to be paid is higher than the maximum amount of base and incentive payments for that payment as set forth in Exhibit M.

8. The Settlement Fund Administrator shall place any disputed amount of the preliminary amount paid by Janssen into the Settlement Fund Escrow and shall disburse any undisputed amount to each Settling State and its Participating Subdivisions receiving direct allocations within fifteen (15) days of the Payment Date or at such later time as directed by each Settling State.

9. Disputes described in this subsection (other than those for which no response is filed under subsection V.B.6) shall be resolved in accordance with the terms of Section XII.
21 revised July 30, 2021

10. The process described in this subsection V.B shall also apply to accelerated payments made pursuant to Incentive A under subsection V.E.4.

11. For the avoidance of doubt, Subdivisions not listed on Exhibit G shall not receive an allocation from the Subdivision Fund.

C. Offsets for Non-Settling States and Credits

1. An offset equal to Four Billion, Five Hundred Thirty-Four Million, Six Hundred Fifteen Thousand, Three Hundred Eighty-Five Dollars ($4,534,615,385) times the percentage allocation assigned to each Non-Settling State in Exhibit F shall be deducted from the total amount to be paid by Janssen to the Settlement Fund under subsection V.A.2 above.

2. In addition to the offset, a credit of Two Hundred and Seventy Million Dollars ($270,000,000) shall be deducted from the maximum Settlement Fund amount to be paid by Janssen under subsection V.A.2 above and applied to the payment amounts as specified by Exhibit M. For the avoidance of doubt, the base payments and maximum incentive payment amounts shown on Exhibit M already reflect the deduction of the offset.

3. Notwithstanding any other provision of this Agreement or any other agreement, in the event that: (1) Janssen enters into an agreement with any Settling State that resolves with finality such Settling State’s Claims consistent with Section IV of this Agreement and such agreement has an effective date prior to the Effective Date of this Agreement (such agreement, a “State-Specific Agreement”) and (2) pursuant to the terms of the State-Specific Agreement, any payments, or any portion thereof, made by Janssen thereunder are made in lieu of any payments (for the avoidance of doubt, including the Additional Restitution Amount), or any portion thereof, to be made under this Agreement and Janssen makes such a payment pursuant to the State-Specific Agreement, then Janssen will reduce any payments allocable to such Settling State (whether made to the Settlement Fund Escrow or the Settlement Fund) made pursuant to this Agreement to the extent such amount was already paid pursuant to the terms of the State-Specific Agreement. This provision includes but is not limited to any corresponding amounts already paid to the Qualified Settlement Fund established under the Agreement between Janssen and the State of New York dated June 25, 2021.

4. Non-Settling States shall not be eligible for any payments or have any rights in connection with this Agreement. Accordingly, the stated maximum dollar amounts of the payments specified in Exhibit M are reduced by the aggregate Overall Allocation Percentage of Non-Settling States as set forth in Exhibit F.

D. Base Payments

1. Janssen shall make base payments into the Settlement Fund totaling One Billion, Nine Hundred Forty-Two Million, Three Hundred Forty-Six Thousand, One Hundred Fifty-Five Dollars ($1,942,346,155) minus the offsets and credits 22 revised July 30, 2021
specified in subsection V.C above. The base payments will be paid in accordance with the payment schedule specified by Exhibit M, subject to potential acceleration and potential deductions as provided herein.

2. The base payments will be allocated by Settling State proportionate to each Settling State’s assigned percentages in Exhibit F, adjusted for any Non-Settling States.

3. If a State qualifies for Incentive A (described below), Janssen will accelerate the base payment schedule so that the State receives its Payment Year 1-4 base payment allocations and full Payment Year 1-4 Incentive A payment amounts within ninety (90) days of notice, on or after the Effective Date, of the Bar’s implementation. Payment Year 5-10 payments are made annually and cannot be accelerated.

4. The exemplar payment schedule in Exhibit M does not account for deductions for offsets or unearned incentives, which will be separately calculated for each payment.

E. Incentive Payments

1. Janssen shall make incentive payments into the Settlement Fund potentially totaling up to Two Billion, Three Hundred Twenty-Two Million, Two Hundred Sixty-Nine Thousand, Two Hundred Thirty Dollars ($2,322,269,230), consisting of $2,109,038,461 for Incentive A (or, alternatively up to $2,109,038,461 for combined Incentives B and C if Incentive A is not achieved) and $213,230,769 for Incentive D, prior to being adjusted for credits if every State is a Settling State and were to satisfy the requirements specified below to earn its maximum incentive amount. The incentive payments will be paid in accordance with the payment schedule in Exhibit M, subject to potential acceleration and potential deductions as provided herein.

2. The maximum incentive amount for any Settling State shall be $2,322,269,230 times the percentage allocation assigned that Settling State in Exhibit F.

3. A Settling State may qualify to receive incentive payments in addition to base payments if, as of the Incentive Payment Final Eligibility Date, it meets the incentive eligibility requirements specified below. Settling States may qualify for incentive payments in four ways. If a Settling State qualifies for “Incentive A,” it will become entitled to receive the maximum Incentive A payment allocable to the State as stated in subsection V.E.1. If a Settling State does not qualify for Incentive A, it can alternatively qualify for “Incentive B” and/or “Incentive C.” A Settling State can qualify for “Incentive D” regardless of whether it qualifies for another incentive payment. The Incentive Payment Final Eligibility Date is not relevant to Incentive D.

23 revised July 30, 2021

4. Incentive A: Accelerated Incentive Payment for Full Participation. a. A Settling State shall receive an accelerated Incentive A payment allocable to the State for full participation as described in subsection V.E.4.b.
b. A State qualifies for Incentive A by: (1) complete participation in the form of releases consistent with Section IV above from all Litigating Subdivisions and Litigating Special Districts, Non-Litigating Subdivisions with population over 10,000, and Non-Litigating Covered Special Districts (as defined in subsection V.E.7.e); (2) a Bar; or (3) a combination of approaches in clauses (1)-(2) that achieves the same level of resolution of Subdivision and Special District claims (e.g., a law barring future litigation combined with full joinder by Litigating Subdivisions and Litigating Special Districts). For purposes of Incentive A, a Subdivision or Special District is considered a “Litigating Subdivision” or “Litigating Special District” if it has brought Released Claims against Released Entities on or before the Reference Date; all other Subdivisions and Special Districts are considered “Non-Litigating.” For purposes of Incentive A, Non-Litigating Special Districts shall not include a Special District with any of the following words or phrases in its name: mosquito, pest, insect, spray, vector, animal, air quality, air pollution, clean air, coastal water, tuberculosis, and sanitary.
c. Qualification for Incentive A entitles the qualifying Settling State to expedited payment of base payments and incentive payments for Payment Years 1-4, which Janssen shall pay into the Settlement Fund within ninety (90) days after receiving notice from the Settlement Fund Administrator that a State has qualified for Incentive A, but in no event less than ninety (90) days from the Effective Date. Base and incentive payments for Payment Years 5-10 will not be expedited.
d. If a Settling State qualifies for Incentive A after receiving an incentive payment under Incentives B or C, described below, the Settling State’s payments under Incentive A will equal the remainder of its total Incentive A payments less any payments previously received under Incentives B or C. A Settling State that receives all of its maximum incentive allocation under Incentive A shall not receive additional incentive payments under Incentives B or C.
e. A Settling State that is not eligible for Incentive A as of the Incentive Payment Final Eligibility Date shall not be eligible for Incentive A for that Payment Year or any subsequent Payment Years.

24 revised July 30, 2021

5. Incentive B: Early Participation or Released Claims by Litigating Subdivisions and Litigating Special Districts.
a. If a Settling State does not qualify for Incentive A, it may still qualify to receive up to 60% of its total potential Incentive A payment allocation under Incentive B.
b. A Settling State can qualify for an Incentive B payment if Litigating Subdivisions and Litigating Special Districts collectively representing at least 75% of the Settling State’s litigating population are either Participating Subdivisions or have their claims resolved through Case- Specific Resolutions.
(1) A Settling State’s litigating population is the sum of the population of all Litigating Subdivisions and Litigating Special Districts. A Settling State’s litigating population shall include all Litigating Subdivisions and Litigating Special Districts whose populations overlap in whole or in part with other Litigating Subdivisions and Litigating Special Districts, for instance in the case of a Litigating Special District, city, or township contained within a county. (2) For example, if a Litigating Special District and a city that is a Litigating Subdivision are located within a county that is a Litigating Subdivision, then each of their individual populations would be added together to determine the total litigating population. Special District populations shall be counted in the manner set forth in subsection XIII.B. If each qualifies as a Litigating Subdivision or Litigating Special District and the county has a population of 10, the City has a population of 8, and the Special District has a population of 1, the total litigating population would be 19.
c. The following time periods apply to Incentive B payments:
(1) Period 1: Zero to two hundred ten (210) days after the Effective Date.
(2) Period 2: Two hundred eleven (211) days to one year after the Effective Date.
(3) Period 3: One year and one day to two years after the Effective Date.
d. Within Period 1: If Litigating Subdivisions and Litigating Special Districts collectively representing at least 75% of a Settling State’s litigating population are Participating Subdivisions or have their claims resolved through Case-Specific Resolutions during Period 1, a sliding scale will determine the share of the funds available under Incentive B, with a 25 revised July 30, 2021
maximum of 60% of the Settling State’s total potential incentive payment allocation available. Under that sliding scale, if Litigating Subdivisions and Litigating Special Districts collectively representing 75% of a Settling State’s litigating population become Participating Subdivisions or achieve Case-Specific Resolution status by the end of Period 1, a Settling State will receive 50% of the total amount available to it under Incentive B. If more Litigating Subdivisions and Litigating Special Districts become Participating Subdivisions or achieve Case-Specific Resolution status, the Settling State shall receive an increased percentage of the total amount available to it under Incentive B as shown in the table below.

Participation or Case-Specific
Resolution Levels
(As percentage of litigating
population)
Incentive B Award
(As percentage of total
amount available to State
under Incentive B)
75% 50%
76% 52%
77% 54%
78% 56%
79% 58%
80% 60%
85% 70%
90% 80%
95% 90%
100% 100%

e. Within Period 2: If a Settling State did not qualify for an Incentive B payment in Period 1, but Litigating Subdivisions and Litigating Special Districts collectively representing at least 75% of the Settling State’s litigating population become Participating Subdivisions or achieve Case- Specific Resolution status by the end of Period 2, then the Settling State qualifies for 75% of the Incentive B payment it would have qualified for in Period 1.
f. Within Period 3: If a Settling State did not qualify for an Incentive B payment in Periods 1 or 2, but Litigating Subdivisions and Litigating Special Districts collectively representing at least 75% of the Settling State’s litigating population become Participating Subdivisions or achieve Case-Specific Resolution status by the end of Period 3, then the Settling State qualifies for 50% of the Incentive B payment it would have qualified for in Period 1.
g. A Settling State that receives the Incentive B payment for Periods 1 and/or 2 can receive additional payments if it secures participation from additional Litigating Subdivisions and Litigating Special Districts (or Case-Specific Resolutions of their claims) during Periods 2 and/or 3. 26 revised July 30, 2021
Those additional payments would equal 75% (for additional participation or Case-Specific Resolutions during Period 2) and 50% (for additional participation or Case-Specific Resolutions during Period 3) of the amount by which the increased litigating population levels would have increased the Settling State’s Incentive B payment if they had been achieved in Period 1.
h. If Litigating Subdivisions and Litigating Special Districts that have become Participating Subdivisions or achieved Case-Specific Resolution status collectively represent less than 75% of a Settling State’s litigating population by the end of Period 3, the Settling State shall not receive any Incentive B payment.
i. If there are no Litigating Subdivisions or Litigating Special Districts in a Settling State, and that Settling State is otherwise eligible for Incentive B, that Settling State will receive its full allocable share of Incentive B. j. Incentives earned under Incentive B shall accrue after each of Periods 1, 2, and 3. After each period, the Settlement Fund Administrator shall conduct a look-back to assess which Settling States vested an Incentive B payment in the preceding period. Based on the look-back, the Settlement Fund Administrator will calculate the incentives accrued under Incentive B for the period; provided that the percentage of Incentive B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

6. Incentive C: Early Participation of Subdivisions
a. If a Settling State does not qualify for Incentive A, it may still qualify to receive up to 40% of its total potential Incentive A payment allocation under Incentive C, which has two parts.
(1) Part 1: Under Incentive C, Part 1, a Settling State can receive up to 75% of its Incentive C allocation. A Settling State can qualify for a payment under Incentive C, Part 1 only if Primary Subdivisions (whether Litigating Primary Subdivisions or Non-Litigating Primary Subdivisions as of the Reference Date) representing at least 60% of the Settling State’s Primary Subdivision population become Participating Subdivisions or achieve Case-Specific Resolution status.
(2) A Settling State’s Primary Subdivision population is the sum of the population of all Primary Subdivisions (whether Litigating Primary Subdivisions or Non-Litigating Primary Subdivisions as of the Reference Date). Because Subdivisions include Subdivisions whose populations overlap in whole or in part with other 27 revised July 30, 2021
Subdivisions, for instance in the case of a city or township contained within a county, the Settling State’s Primary Subdivision population is greater than Settling State’s total population. (Special Districts are not relevant for purposes of Incentive C calculations.) (3) A sliding scale will determine the share of the funds available under Incentive C, Part 1 to Settling States meeting the minimum 60% threshold. Under that sliding scale, if a Settling State secures participation or Case-Specific Resolutions from Primary Subdivisions representing 60% of its total Primary Subdivision population, it will receive 40% of the total amount potentially available to it under Incentive C, Part 1. If a Settling State secures participation or Case-Specific Resolutions from Primary Subdivisions representing more than 60% of its Primary
Subdivision population, the Settling State shall be entitled to receive a higher percentage of the total amount potentially available to it under Incentive C, Part 1, on the scale shown in the table below. If there are no Primary Subdivisions, and that Settling State is otherwise eligible for Incentive C, that Settling State will receive its full allocable share of Incentive C, Part 1.

Participation or Case-Specific
Resolution Levels
(As percentage of total Primary
Subdivision population)
Incentive C Award
(As percentage of total
amount available to State
under Incentive C, Part 1)
60% 40%
70% 45%
80% 50%
85% 55%
90% 60%
91% 65%
92% 70%
93% 80%
94% 90%
95% 100%

b. Part 2: If a Settling State qualifies to receive an incentive under Incentive C, Part 1, the State can also qualify to receive an additional incentive amount equal to 25% of its total potential Incentive C allocation by securing 100% participation of the ten (10) largest Subdivisions by population in the Settling State. (Special Districts are not relevant for purposes of this calculation.) If a Settling State does not qualify for any amount under Incentive C, Part 1, it cannot qualify for Incentive C, Part 2. c. Incentives earned under Incentive C shall accrue on an annual basis up to three years after the Effective Date. At one, two, and three years after the 28 revised July 30, 2021
Effective Date, the Settlement Fund Administrator will conduct a look- back to assess which Subdivisions had agreed to participate or had their claim resolved through a Case-Specific Resolution that year. Based on the look-back, the Settlement Fund Administrator will calculate the incentives accrued under Incentive C for the year; provided that the percentage of Incentive C for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

7. Incentive D: Release of Payments if No Qualifying Special District Litigation. a. $213,230,769 shall be available for potential Incentive D payments according to the terms specified in this subsection V.E.7. b. If, within five years of the Reference Date, a Covered Special District files litigation against any Released Entity, Janssen shall, within thirty (30) days of Janssen being served, provide notice of the litigation to the Settling State in which the Covered Special District sits, which shall file a motion to intervene in the litigation and use its best efforts to obtain either dismissal of the litigation in cooperation with Janssen, or a release consistent with Section IV of the Special District’s Claims. c. A Settling State shall receive its allocation of the Incentive D payment if, within five years after the Effective Date (the “look-back date”), no Covered Special District within the Settling State has filed litigation which has survived a Threshold Motion and remains pending as of the look-back date, unless the dismissal after the litigation survived the Threshold Motion is conditioned or predicated upon payment by a Released Entity (apart from payments by Janssen incurred under the Agreement or injunctive relief obligations incurred by it).
d. Prior to the look-back date, a Released Entity shall not enter into a settlement with a Covered Special District unless the State in which the Covered Special District sits consents to such a settlement or unreasonably withholds consent of such a settlement.
e. “Covered Special Districts” are school districts, healthcare/hospital districts, and fire districts, subject to the following population thresholds:
(1) For school districts, the K-12 student enrollment must be 25,000 or

0.12% of a State’s population, whichever is greater;
(2) For fire districts, the district must cover a population of 25,000, or

0.20% of a State’s population if a State’s population is greater than 18 million. If not easily calculable from state data sources and agreed to between the State and Janssen, a fire district’s population is calculated by dividing the population of the county or counties a 29 revised July 30, 2021
fire district serves by the number of fire districts in the county or counties.
(3) For healthcare/hospital districts, the district must have at least 125 hospital beds in one or more hospitals rendering services in that district.

VI. Allocation and Use of Settlement Funds
A. Components of Settlement Fund. The Settlement Fund shall be comprised of an Abatement Accounts Fund, a State Fund, and a Subdivision Fund for each Settling State. The payments under Section V into the Settlement Fund shall be initially allocated among those three (3) sub-funds and distributed and used as provided below or as provided for by a State-Subdivision Agreement (or other State-specific allocation of funds). Unless otherwise specified herein, payments placed into the Settlement Fund do not revert back to Janssen.

B. Use of Settlement Payments.

1. It is the intent of the Parties that the payments disbursed from the Settlement Fund to Settling States and Participating Subdivisions listed in Exhibit G be for Opioid Remediation, subject to limited exceptions that must be documented in accordance with subsection VI.B.2. In no event may less than 86.5% of Janssen’s maximum amount of payments pursuant to Sections V, X, and XI over the entirety of all Payment Years (but not any single Payment Year) be spent on Opioid Remediation.

2. While disfavored by the Parties, a Settling State or Participating Subdivision listed on Exhibit G may use monies from the Settlement Fund (that have not been restricted by this Agreement solely to future Opioid Remediation) for purposes that do not qualify as Opioid Remediation. If, at any time, a Settling State or a Participating Subdivision listed on Exhibit G uses any monies from the Settlement Fund for a purpose that does not qualify as Opioid Remediation, such Settling State or Participating Subdivision shall identify such amounts and report to the Settlement Fund Administrator and Janssen how such funds were used, including if used to pay attorneys’ fees, investigation costs, litigation costs, or costs related to the operation and enforcement of this Agreement, respectively. It is the intent of the Parties that the reporting under this subsection VI.B.2 shall be available to the public. For the avoidance of doubt, (a) any amounts not identified under this subsection VI.B.2 as used to pay attorneys’ fees, investigation costs, or litigation costs shall be included in the “Compensatory Restitution Amount” for purposes of subsection VI.F and (b) Participating Subdivisions not listed on Exhibit G or Participating Special Districts that receive monies from the Settlement Fund indirectly may only use such monies from the Settlement Fund for purposes that qualify as Opioid Remediation.
30 revised July 30, 2021
C. Allocation of Settlement Fund. The allocation of the Settlement Fund allows for different approaches to be taken in different states, such as through a State-Subdivision Agreement. Given the uniqueness of States and their Subdivisions, Settling States and Participating Subdivisions are encouraged to enter into State-Subdivision Agreements in order to direct the allocation of their portion of the Settlement Fund. As set out below, the Settlement Fund Administrator will make an initial allocation to three (3) state-level sub-funds. The Settlement Fund Administrator will then, for each Settling State and its Participating Subdivisions listed on Exhibit G, apply the terms of this Agreement and any relevant State-Subdivision Agreement, Statutory Trust, Allocation Statute, or voluntary redistribution of funds as set out below before disbursing the funds.

1. Base Payments. The Settlement Fund Administrator will allocate base payments under subsection V.D among the Settling States in proportion to their respective Overall Allocation Percentages. Base payments for each Settling State will then be allocated 15% to its State Fund, 70% to its Abatement Accounts Fund, and 15% to its Subdivision Fund. Amounts may be reallocated and will be distributed as provided in subsection VI.D.

2. Incentive Payments. The Settlement Fund Administrator will treat incentive payments under subsection V.E on a State-specific basis. Incentive payments for which a Settling State is eligible under subsection V.E will be allocated 15% to its State Fund, 70% to its Abatement Accounts Fund, and 15% to its Subdivision Fund. Amounts may be reallocated and will be distributed as provided in subsection VI.D.

3. Application of Adjustments. If a reduction, offset, or suspension under Section IX applies with respect to a Settling State, the reduction, offset, or suspension shall be applied proportionally to all amounts that would otherwise be apportioned and distributed to the State Fund, the Abatement Accounts Fund, and the Subdivision Fund for that State.

4. Settlement Fund Administrator. Prior to the Initial Participation Date, Janssen and the Enforcement Committee will agree to a detailed mechanism consistent with the foregoing for the Settlement Fund Administrator to follow in allocating, apportioning, and distributing payments, which shall be appended hereto as Exhibit L.

5. Settlement Fund Administrator Costs. Any costs and fees associated with or arising out of the duties of the Settlement Fund Administrator as described in Exhibit L with regard to Janssen’s payments to the Settlement Fund shall be paid out of interest accrued on the Settlement Fund and from the Settlement Fund should such interest prove insufficient.

D. Settlement Fund Reallocation and Distribution. As set forth below, within a particular Settling State’s account, amounts contained in the Settlement Fund sub-funds may be reallocated and distributed per a State-Subdivision Agreement or other means. If the 31 revised July 30, 2021
apportionment of amounts is not addressed and controlled under subsections VI.D.1-2, then the default provisions of subsection VI.D.4 apply. It is not necessary that a State- Subdivision Agreement or other means of allocating funds pursuant to subsections VI.D.1-2 address all of the Settlement Fund sub-funds. For example, a Statutory Trust might only address disbursements from a Settling State’s Abatement Accounts Fund.

1. Distribution by State-Subdivision Agreement. If a Settling State has a State- Subdivision Agreement, amounts apportioned to that State’s State Fund, Abatement Accounts Fund, and Subdivision Fund under subsection VI.C shall be reallocated and distributed as provided by that agreement. Any State-Subdivision Agreement entered into after the Preliminary Agreement Date shall be applied only if it requires: (1) that all amounts be used for Opioid Remediation, except as allowed by subsection VI.B.2, and (2) that at least 70% of amounts be used solely for future Opioid Remediation (references to “future Opioid Remediation” include amounts paid to satisfy any future demand by another governmental entity to make a required reimbursement in connection with the past care and treatment of a person related to the Alleged Harms). For a State-Subdivision Agreement to be applied to the relevant portion of an Initial Year Payment or an Annual Payment, notice must be provided to Janssen and the Settlement Fund Administrator at least sixty (60) days prior to the Payment Date.

2. Distribution by Allocation Statute. If a Settling State has an Allocation Statute and/or a Statutory Trust that addresses allocation or distribution of amounts apportioned to such State’s State Fund, Abatement Accounts Fund, and/or Subdivision Fund and that, to the extent any or all such sub-funds are addressed, requires (1) all amounts to be used for Opioid Remediation, except as allowed by subsection VI.B.2, and (2) at least 70% of all amounts to be used solely for future Opioid Remediation, then, to the extent allocation or distribution is addressed, the amounts apportioned to that State’s State Fund, Abatement Accounts Fund, and Subdivision Fund under subsection VI.C shall be allocated and distributed as addressed and provided by the applicable Allocation Statute or Statutory Trust.

For the avoidance of doubt, an Allocation Statute or Statutory Trust need not address all three (3) sub-funds that comprise the Settlement Fund, and if the applicable Allocation Statute or Statutory Trust does not address distribution of all or some of these three (3) sub-funds, the applicable Allocation Statute or Statutory Trust does not replace the default provisions in subsection VI.D.4 of any such unaddressed fund. For example, if an Allocation Statute or Statutory Trust that meets the requirements of this subsection VI.D.2 only addresses funds restricted to abatement, then the default provisions in this Agreement concerning allocation among the three (3) sub-funds comprising the Settlement Fund and the distribution of the State Fund and Subdivision Fund for that State would still apply, while the distribution of the applicable State’s Abatement Accounts Fund would be governed by the qualifying Allocation Statute or Statutory Trust.

3. Voluntary Redistribution. A Settling State may choose to reallocate all or a portion of its State Fund to its Abatement Accounts Fund. A Participating Subdivision listed on Exhibit G may choose to reallocate all or a portion of its 32 revised July 30, 2021
allocation from the Subdivision Fund to the State’s Abatement Accounts Fund or to another Participating Subdivision or Participating Special District. For a voluntary redistribution to be applied to the relevant portion of an Initial Year Payment or an Annual Payment, notice must be provided to the Settling Distributors and the Settlement Fund Administrator at least sixty (60) days prior to the Payment Date.

4. Distribution in the Absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust. If subsections VI.D.1-2 do not apply, amounts apportioned to that State’s State Fund, Abatement Accounts Fund, and Subdivision Fund under subsection VI.C shall be distributed as follows:
a. Amounts apportioned to that State’s State Fund shall be distributed to that State.
b. Amounts apportioned to that State’s Abatement Accounts Fund shall be distributed consistent with subsection VI.E. Each Settling State shall submit to the Settlement Fund Administrator a designation of a lead state agency or other entity to serve as the single point of contact for that Settling State’s funding requests from the Abatement Accounts Fund and other communications with the Settlement Fund Administrator. The designation of an individual entity is for administrative purposes only and such designation shall not limit funding to such entity or even require that such entity receive funds from this Agreement. The designated entity shall be the only entity authorized to request funds from the Settlement Fund Administrator to be disbursed from that Settling State’s Abatement Accounts Fund. If a Settling State has established a Statutory Trust then that Settling State’s single point of contact may direct the Settlement Fund Administrator to release the State’s Abatement Accounts Fund to the Statutory Trust.
c. Amounts apportioned to that State’s Subdivision Fund shall be distributed to Participating Subdivisions in that State listed on Exhibit G per the Subdivision Allocation Percentage listed in Exhibit G. Subsection VII.I shall govern amounts that would otherwise be distributed to Non- Participating Subdivisions listed in Exhibit G.
d. Special Districts shall not be allocated funds from the Subdivision Fund, except through a voluntary redistribution allowed by subsection VI.D.3. A Settling State may allocate funds from its State Fund or Abatement Accounts Fund for Special Districts.

5. Restrictions on Distribution. No amounts may be distributed from the Subdivision Fund contrary to Section VII, i.e., no amounts may be distributed directly to Non- Participating Subdivisions or to Later Participating Subdivisions in excess of what is permissible under subsection VII.E. Amounts allocated to the Subdivision Fund that cannot be distributed by virtue of the preceding sentence shall be distributed 33 revised July 30, 2021
into the sub-account in the Abatement Accounts Fund for the Settling State in which the Subdivision is located, unless those payments are redirected elsewhere by a State-Subdivision Agreement described in subsection VI.D.1 or by an Allocation Statute or a Statutory Trust described in subsection VI.D.2.

E. Provisions Regarding Abatement Accounts Fund.

1. State-Subdivision Agreement, Allocation Statute, and Statutory Trust Fund Provisions. A State-Subdivision Agreement, Allocation Statute, or Statutory Trust may govern the operation and use of amounts in that State’s Abatement Accounts Fund so long as it complies with the requirements of subsection VI.D.1 or VI.D.2 as applicable, and all direct payments to Subdivisions comply with subsections VII.E-H.

2. Absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust.

In the absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust that addresses distribution, the Abatement Accounts Fund will be used solely for future Opioid Remediation and the following shall apply with respect to a Settling State:
a. Regional Remediation.
(1) At least 50% of distributions for remediation from a State’s Abatement Accounts Fund shall be annually allocated and tracked to the regional level. A Settling State may allow the Advisory Committee established pursuant to subsection VI.E.2.d to define its regions and assign regional allocations percentages. Otherwise, a Settling State shall (1) define its initial regions, which shall consist of one (1) or more Subdivisions and which shall be designated by the State agency with primary responsibility for substance abuse disorder services employing, to the maximum extent practical, existing regions established in that State for opioid abuse treatment or other public health purposes; and (2) assign initial regional allocation percentages to the regions based on the Subdivision Allocation Percentages in Exhibit G and an assumption that all Subdivisions listed on Exhibit G will become Participating Subdivisions.
(2) This minimum regional expenditure percentage is calculated on the Settling State’s initial Abatement Accounts Fund allocation and does not include any additional amounts a Settling State has directed to its Abatement Accounts Fund from its State Fund, or any other amounts directed to the fund. A Settling State may dedicate more than 50% of its Abatement Accounts Fund to the regional expenditure and may annually adjust the percentage of its Abatement Accounts Fund dedicated to regional expenditures as long as the percentage remains above the minimum amount. 34 revised July 30, 2021
(3) The Settling State (1) has the authority to adjust the definition of the regions, and (2) may annually revise the percentages allocated to each region to reflect the number of Subdivisions in each region that are Non-Participating Subdivisions.
b. Subdivision Block Grants. Certain Subdivisions listed on Exhibit G shall be eligible to receive regional allocation funds in the form of a block grant for future Opioid Remediation. A Participating Subdivision listed on Exhibit G eligible for block grants is a county or parish (or in the case of States that do not have counties or parishes that function as political subdivisions, a city) that (1) does not contain a Litigating Subdivision or a Later Litigating Subdivision for which it has the authority to end the litigation through a release, bar, or other action; (2) either (i) has a population of 400,000 or more or (ii) in the case of California has a population of 750,000 or more; and (3) has funded or otherwise managed an established health care or treatment infrastructure (e.g., health department or similar agency). Each Subdivision listed on Exhibit G eligible to receive block grants shall be assigned its own region. c. Small States. Notwithstanding the provisions of subsection VI.E.2.a, Settling States with populations under four (4) million that do not have existing regions described in subsection VI.E.2.a shall not be required to establish regions. However, such a Settling State that contains one (1) or more Subdivisions listed on Exhibit G eligible for block grants under subsection VI.E.2.b shall be divided regionally so that each block-grant eligible Subdivision listed on Exhibit G is a region and the remainder of the state is a region.
d. Advisory Committee. The Settling State shall designate an Opioid Settlement Remediation Advisory Committee (the “Advisory Committee”) to provide input and recommendations regarding remediation spending from that Settling State’s Abatement Accounts Fund. A Settling State may elect to use an existing advisory committee or similar entity (created outside of a State-Subdivision Agreement or Allocation Statute); provided, however, the Advisory Committee or similar entity shall meet the following requirements:
(1) Written guidelines that establish the formation and composition of the Advisory Committee, terms of service for members,
contingency for removal or resignation of members, a schedule of meetings, and any other administrative details;
(2) Composition that includes at least an equal number of local representatives as state representatives;
(3) A process for receiving input from Subdivisions and other communities regarding how the opioid crisis is affecting their 35 revised July 30, 2021
communities, their abatement needs, and proposals for abatement strategies and responses; and
(4) A process by which Advisory Committee recommendations for expenditures for Opioid Remediation will be made to and considered by the appropriate state agencies.

3. Abatement Accounts Fund Reporting. The Settlement Fund Administrator shall track and assist in the report of remediation disbursements as agreed to among the Parties.

F. Nature of Payment. Janssen, the Settling States, the Participating Subdivisions, and the Participating Special Districts, acknowledge and agree that notwithstanding anything to the contrary in this Agreement, including, but not limited to, the scope of the Released Claims:

1. Janssen has entered into this Agreement to avoid the delay, expense, inconvenience, and uncertainty of further litigation;

2. The Settling States, the Participating Subdivisions, and the Participating Special Districts sought compensatory restitution (within the meaning of 26 U.S.C. § 162(f)(2)(A)) as damages for the Alleged Harms allegedly suffered by the Settling States and Participating Subdivisions;

3. By executing this Agreement the Settling States, the Participating Subdivisions, and the Participating Special Districts certify that: (a) the Compensatory Restitution Amount is no greater than the amount, in the aggregate, of the Alleged Harms allegedly suffered by the Settling States and Participating Subdivisions; and (b) the portion of the Compensatory Restitution Amount received by each Settling State or Participating Subdivision is no greater than the amount of the Alleged Harms allegedly suffered by such Settling State or Participating Subdivision;

4. The payment of the Compensatory Restitution Amount by Janssen constitutes, and is paid for, compensatory restitution (within the meaning of 26 U.S.C. § 162(f)(2)(A)) for alleged damage or harm (as compensation for alleged damage or harm arising out of alleged bodily injury) allegedly caused by Janssen;

5. The Compensatory Restitution Amount is being paid as compensatory restitution (within the meaning of 26 U.S.C. § 162(f)(2)(A)) in order to restore, in whole or in part, the Settling States and Participating Subdivisions to the same position or condition that they would be in had the Settling States and Participating Subdivisions not suffered the Alleged Harms;

6. For the avoidance of doubt: (a) no portion of the Compensatory Restitution Amount represents reimbursement to any Settling State, Participating Subdivision, Participating Special District, or other person or entity for the costs of any investigation or litigation, (b) the entire Compensatory Restitution Amount 36 revised July 30, 2021
is properly characterized as described in subsection VI.F, and (c) no portion of the Compensatory Restitution Amount constitutes disgorgement or is properly characterized as the payment of statutory or other fines, penalties, punitive damages, other punitive assessments, or attorneys’ fees; and

7. New York, on behalf of all Settling States, Participating Subdivisions, and Participating Special Districts (the “Form 1098-F Filer”) shall complete and file Form 1098-F with the Internal Revenue Service on or before February 28 (March 31 if filed electronically) of the year following the calendar year in which the order entering this Agreement becomes binding. On the Form 1098-F, the Form 1098-F Filer shall identify the entire Compensatory Restitution Amount received by the Form 1098-F Filer as remediation/restitution. The Form 1098-F Filer shall also, on or before January 31 of the year following the calendar year in which the order entering this Agreement becomes binding, furnish Copy B of such Form 1098-F (or an acceptable substitute statement) to Janssen.

VII. Participation by Subdivisions and Special Districts A. Notice. No later than fifteen (15) days after the Preliminary Agreement Date, the Settling States, with the cooperation of Janssen, shall send individual written notice of the opportunity to participate in this Agreement and the requirements of participation to all Subdivisions in the Settling States of this Agreement that are (1) Litigating Subdivisions or (2) Non-Litigating Subdivisions listed on Exhibit G as eligible to become Participating Subdivisions. Janssen’s share of costs of the written notice to such Subdivisions shall be advanced by Janssen and deducted from its initial settlement payment. Notice shall also be provided simultaneously to counsel of record for Litigating Subdivisions and Non- Litigating Subdivisions listed on Exhibit G as eligible to become Participating Subdivisions. The Settling States, with the cooperation of Janssen, will also provide general notice reasonably calculated to alert Non-Litigating Subdivisions listed on Exhibit G in the Settling States to this Agreement, the opportunity to participate in it and the requirements for participation. Such notice may include publication and other standard forms of notification, as well as notice to national state and county organizations such as the National Association of Counties and the National League of Cities. The notice will include that the deadline for becoming an Initial Participating Subdivision is the Initial Participation Date. Nothing contained herein shall preclude a Settling State from providing further notice to or otherwise contacting any of its Subdivisions about becoming a Participating Subdivision, including beginning any of the activities described in this paragraph prior to the Preliminary Agreement Date.

B. Requirements for Becoming a Participating Subdivision: Non-Litigating Subdivisions. A Non-Litigating Subdivision in a Settling State that is listed on Exhibit G may become a Participating Subdivision by returning an executed Subdivision Settlement Participation Form specifying (1) that the Subdivision agrees to the terms of this Agreement pertaining to Subdivisions, (2) that the Subdivision releases all Released Claims against all Released Entities, (3) that the Subdivision agrees to use monies it receives, if any, from the Settlement Fund pursuant to the applicable requirements of Section VI, and (4) that the Subdivision submits to the jurisdiction of the court where the Consent Judgment is filed 37 revised July 30, 2021
for purposes limited to that court’s role under the Agreement. The required Subdivision Settlement Participation Form is attached as Exhibit K.

C. Requirements for Becoming a Participating Subdivision: Litigating Subdivisions/Later Litigating Subdivisions. A Litigating Subdivision or Later Litigating Subdivision in a Settling State may become a Participating Subdivision by returning an executed Subdivision Settlement Participation Form to the Settlement Fund Administrator and upon prompt dismissal of its legal action. A Settling State may require each Litigating Subdivision in that State to specify on the Subdivision Settlement Participation Form whether its counsel has waived any contingency fee contract with that Participating Subdivision and intends to seek fees according to Exhibit R. The Settlement Fund Administrator shall provide quarterly reports of this information to the parties organized by Settling State. Except for trials begun before the Initial Participation Date, a Litigating Subdivision or a Later Litigating Subdivision may not become a Participating Subdivision after the completion of opening statements in a trial of a legal action it brought that includes a Released Claim against a Released Entity.

D. Initial Participating Subdivisions. A Subdivision qualifies as an Initial Participating Subdivision if it meets the applicable requirements for becoming a Participating Subdivision set forth in subsections VII.B or VII.C by the Initial Participation Date.

Provided however, all Subdivision Settlement Participation Forms shall be held by the Settlement Fund Administrator until Janssen provides the notice in subsection VIII.B that it intends to proceed with the settlement, at which time the obligations created by such forms become effective.

E. Later Participating Subdivisions. A Subdivision that is not an Initial Participating Subdivision may become a Later Participating Subdivision by meeting the applicable requirements for becoming a Participating Subdivision after the Initial Participation Date and agreeing to be subject to the terms of a State-Subdivision Agreement (if any) or any other structure adopted or applicable pursuant to subsections VI.D or VI.E. The following provisions govern what a Later Participating Subdivision can receive (but do not apply to Initial Participating Subdivisions):

1. A Later Participating Subdivision shall not receive any share of any base or incentive payments paid to the Subdivision Fund that were due before it became a Participating Subdivision.

2. A Later Participating Subdivision that becomes a Participating Subdivision after July 15, 2022 shall receive 75% of the share of future base or incentive payments that it would have received had it become a Later Participating Subdivision before that date (unless the Later Participating Subdivision is subject to subsections VII.E.3 or VII.E.4 below).

3. A Later Participating Subdivision that, after the Initial Participation Date, maintains a lawsuit for a Released Claim(s) against a Released Entity and has judgment entered against it on every such Claim before it became a Participating Subdivision (other than a consensual dismissal with prejudice) shall receive 50% 38 revised July 30, 2021
of the share of future base or incentive payments that it would have received had it become a Later Participating Subdivision prior to such judgment; provided, however, that if the Subdivision appeals the judgment and the judgment is affirmed with finality before the Subdivision becomes a Participating Subdivision, the Subdivision shall not receive any share of any base payment or incentive payment.

4. A Later Participating Subdivision that becomes a Participating Subdivision while a Bar or Case-Specific Resolution involving a different Subdivision exists in its State shall receive 25% of the share of future base or incentive payments that it would have received had it become a Later Participating Subdivision without such Bar or Case-Specific Resolution.

F. No Increase in Payments. Amounts to be received by Later Participating Subdivisions shall not increase the payments due from Janssen.

G. Ineligible Subdivisions. Subdivisions in Non-Settling States and Prior Litigating Subdivisions are not eligible to be Participating Subdivisions.

H. Non-Participating Subdivisions. Non-Participating Subdivisions shall not directly receive any portion of any base or incentive payments, including from the State Fund and direct distributions from the Abatement Accounts Fund; however, a Settling State may choose to fund future Opioid Remediation that indirectly benefits Non-Participating Subdivisions.

I. Unpaid Allocations to Later Participating and Non-Participating Subdivisions. Any base payment and incentive payments allocated pursuant to subsection VI.D to a Later Participating or Non-Participating Subdivision that cannot be paid pursuant to this Section VII, will be allocated to the Abatement Accounts Fund for the Settling State in which the Subdivision is located, unless those payments are redirected elsewhere by a State-Subdivision Agreement or by a Statutory Trust.

J. Requirements for Becoming a Participating Special District: Non-Litigating Special Districts. A Non-Litigating Special District may become a Participating Special District by either executing a release consistent with Section IV or by having its claims extinguished by operation of law or released by a Settling State.

K. Requirements for Becoming a Participating Special District: Litigating Special Districts/Later Litigating Special Districts. A Litigating Special District or Later Litigating Special District in a Settling State may become a Participating Special District by either executing a release consistent with Section IV and upon prompt dismissal of its legal action or by having its claims extinguished by operation of law or released by a Settling State.

L. Initial Participating Special Districts. A Special District qualifies as an Initial Participating Special District if it meets the applicable requirements for becoming a Participating Special District by the Initial Participation Date. 39 revised July 30, 2021
M. Later Participating Special Districts. A Special District that is not an Initial Participating Special District may become a Later Participating Special District by meeting the applicable requirements for becoming a Participating Special District after the Initial Participation Date and agreeing to be subject to the terms of any agreement reached by the applicable Settling State with Initial Participating Special Districts. A Later Participating Special District shall not receive any share of any base or incentive payments paid to the Settlement Fund that were due before it became a Participating Special District.

VIII. Condition to Effectiveness of Agreement and Filing of Consent Judgment A. Determination to Proceed With Settlement. Janssen will determine on or before the Reference Date whether there has been a sufficient resolution of the Claims of the Litigating Subdivisions in the Settling States (through participation under Section VII, Case-Specific Resolution(s), and Bar(s)) to proceed with this Agreement. The determination shall be in the sole discretion of Janssen and may be based on any criteria or factors deemed relevant by Janssen.

B. Notice by Janssen. On or before the Reference Date, Janssen shall inform the Settling States and MDL PEC of its determination pursuant to subsection VIII.A. If Janssen determines to proceed, the Parties will proceed to file the Consent Judgments. If Janssen determines not to proceed, this Agreement will have no further effect and all releases (including those given by Participating Subdivisions) and other commitments or obligations contained herein will be void.

C. Determination of the Participation Tier.

1. On the Reference Date, provided that Janssen determines to proceed with this Agreement, the Settlement Fund Administrator shall determine the Participation Tier. The criteria used to determine the Participation Tier are set forth in Exhibit H. Any disputes as to the determination of the Participation Tier shall be decided by the National Arbitration Panel.

2. The Participation Tier shall be redetermined by the Settlement Fund Administrator annually as of the Payment Date, beginning with Payment Year 1, pursuant to the criteria set forth in Exhibit H.

3. After Payment Year 3, the Participation Tier cannot move higher, unless this restriction is waived by Janssen.

4. In the event that a Participation Tier redetermination moves the Participation Tier higher, and that change is in whole or in part as a result of the post-Reference Date enactment of a Bar and there is later a Revocation Event with respect to that Bar, then on the next Payment Date that is at least one hundred eighty (180) days after the Revocation Event, the Participation Tier shall move down to the Participation Tier that would have applied had the Bar never been enacted, unless the Bar is reinstated or all Subdivisions affected by the Revocation Event become Participating Subdivisions within one hundred eighty (180) days of the 40 revised July 30, 2021
Revocation Event. This is the sole circumstance in which, on a nationwide basis, the Participation Tier can move down.

5. In the event that there is a post-Reference Date Revocation Event with respect to a Bar that was enacted in a Settling State prior to the Reference Date, then, on the next Payment Date that is at least one hundred eighty (180) days after the Revocation Event, unless the Bar is reinstated or all Subdivisions affected by the Revocation Event become Participating Subdivisions within one hundred eighty (180) days of the Revocation Event, the Participation Tier shall decrease – solely for the State in which the Revocation Event occurred – to the Participation Tier commensurate with the percentage of Litigating Subdivisions in that State that are Participating Subdivisions and the percentage of Non-Litigating Subdivisions that are both Primary Subdivisions and Participating Subdivisions, according to the criteria set forth in Exhibit H, except that the calculations shall be performed as to that State alone. For the avoidance of doubt and solely for the calculation in this subparagraph, the Settling States Column of Exhibit H shall play no role. This is the sole circumstance in which one Settling State will have a different Participation Tier than other Settling States.

6. The redetermination of the Participation Tier under subsection VIII.C.2 shall not affect payments already made or suspensions or offsets already applied.

IX. Potential Payment Adjustments
A. Later Litigating Subdivisions.

1. If a Later Litigating Subdivision in a Settling State with a population above 10,000 brings a lawsuit or other legal proceeding against Released Entities asserting Released Claims, Janssen shall, within thirty (30) days of the lawsuit or other legal proceeding being served on Janssen, provide notice of the lawsuit or other legal proceeding to the Settlement Fund Administrator and the Settling State in which the Later Litigating Subdivision sits and provide the Settling State an opportunity to intervene in the lawsuit or other legal proceeding. A Released Entity shall not enter into a settlement with a Later Litigating Subdivision unless the State in which the Later Litigating Subdivision sits consents to such a settlement or unreasonably withholds consent to such a settlement.

2. If no Participation Tier applies and the Later Litigating Subdivision’s lawsuit or other legal proceeding survives a Threshold Motion before Janssen makes its last settlement payment to the Settling State, the following shall apply:
a. Janssen will, from the date of the entry of the order denying the Threshold Motion and so long as the lawsuit or other legal proceeding is pending, be entitled to a suspension of the following payments it would otherwise owe the Settling State in which the Later Litigating Subdivision is located: (1) all remaining incentive payments to the relevant state; and (2) the last two scheduled base payments, if not already paid (the “Suspended Payments”). 41 revised July 30, 2021
b. For each Payment Year that Janssen is entitled to a suspension of payments, the Settlement Fund Administrator shall calculate the Suspended Payments applicable to the next Payment due from Janssen.

The Suspended Payments shall be paid into the Settlement Fund Escrow account.

3. If a Participation Tier applies at the time the Threshold Motion is denied, Janssen will be entitled to a suspension of the following percentages of Suspended Payments depending on the applicable Tier—75% for Tier 1, 50% for Tier 2, 35% for Tier 3, and 25% for Tier 4. Otherwise, the requirements of subsection IX.A.2 apply.

4. If the Released Claim is resolved with finality without requirement of payment by a Released Entity, the placement of any remaining balance of the Suspended Payments into the Settlement Fund Escrow shall cease and the Settlement Fund Administrator shall immediately transfer amounts in the Settlement Fund Escrow on account of the suspension to the Settling State at issue and its Participating Subdivisions listed on Exhibit G. The lawsuit will not cause further suspensions unless the Released Claim is reinstated upon further review, legislative action, or otherwise.

5. If the Released Claim is resolved with finality on terms requiring payment by a Released Entity (e.g., if the lawsuit in which the Released Claim is asserted results in a judgment against Janssen or a settlement with Janssen), the Settlement Fund Administrator will transfer the amounts in the Settlement Fund Escrow on account of the suspension to Janssen necessary to satisfy 75% of the payment obligation of the Released Entity to the relevant Later Litigating Subdivision. The Settlement Fund Administrator shall immediately transfer any remaining balance in the Settlement Fund Escrow on account of the suspension to the Settling State at issue and its Participating Subdivisions listed on Exhibit G. If the amount to be transferred to Janssen exceeds the amounts in the Settlement Fund Escrow on account of the suspension, Janssen shall receive a dollar-for-dollar offset for the excess amount against its obligation to pay any remaining payments that would be apportioned to the Settling State at issue and to its Participating Subdivisions listed on Exhibit G.

B. Settlement Class Resolution Opt Outs. If a Settling State is eligible for Incentive A on the basis of a Settlement Class Resolution, and a Primary Subdivision that opted out of the Settlement Class Resolution maintains a lawsuit asserting a Released Claim against a Released Entity, the following shall apply. If the lawsuit asserting a Released Claim either survives a Threshold Motion or has an unresolved Threshold Motion fewer than sixty (60) days prior to the scheduled start of a trial involving a Released Claim, and is resolved with finality on terms requiring payment by the Released Entity, Janssen shall receive a dollar-for-dollar offset for the amount paid against its obligation to make remaining Incentive A payments that would be apportioned to that State or Participating Subdivisions listed on Exhibit G. For the avoidance of doubt, an offset shall not be 42 revised July 30, 2021
applicable under this subsection if it is applicable under subsection IX.A with respect to the Subdivision at issue.

C. Revoked Bar, Settlement Class Resolution, or Case-Specific Resolution.

1. If Janssen made a payment as a result of the existence of a Bar, Settlement Class Resolution, or Case-Specific Resolution in a Settling State, and that Bar, Settlement Class Resolution, or Case-Specific Resolution is subject to a Revocation Event, Janssen shall receive a dollar-for-dollar offset against its obligation to make remaining payments that would be apportioned to that State or Participating Subdivisions listed on Exhibit G. This offset will be calculated as the dollar amount difference between (1) the total amount of incentive payments paid by Janssen during the time the Bar, Settlement Class Resolution, or Case- Specific Resolution subject to the Revocation Event was in effect, and (2) the total amount of Incentive Payments that would have been due from Janssen during that time without the Bar, Settlement Class Resolution, or Case-Specific Resolution subject to the Revocation Event being in effect. The amount of incentive payments that would have been due, referenced in (2) above, will be calculated based on considering any Subdivision that provides a release within one hundred eighty (180) days after the Revocation Event as having been a Participating Subdivision (in addition to all other Participating Subdivisions) during the time that the Bar, Settlement Class Resolution, or Case-Specific Resolution subject to the Revocation Event was in effect. If a Revocation Event causes a Settling State to no longer qualify for Incentive D, the Settling State shall return to Janssen all payments made under Incentive D.

2. Notwithstanding anything to the contrary in paragraph 1 above, if a Bar or Case- Specific Resolution is reinstated by the Settling State, either through the same or different means as the initial Bar or Case-Specific Resolution, Janssen’s right to an offset is extinguished and any amounts withheld to offset amounts paid on account of the revoked, rescinded, reversed, or overruled Bar or Case-Specific Resolution shall be returned to the Settling State, less and except any incentive payments that would have been paid during the period in which the Bar or Case- Specific Resolution was revoked, rescinded, reversed, or overruled.

X. Additional Restitution Amount
A. Additional Restitution Amount. Pursuant to the schedule set forth below and subject to the reduction specified in subsection X.B below, Janssen shall pay an Additional Restitution Amount to the Settling States listed in Exhibit N. Such funds shall be paid on the schedule set forth on Exhibit M on the Payment Date for each relevant Payment Year to such Settling States as allocated by the Settlement Fund Administrator pursuant to Exhibit N.

Payment Year 1 $15,384,615.38
Payment Year 2 $26,923,076.92
43 revised July 30, 2021
Payment Year 3 $25,000,000.00
B. Reduction of Additional Restitution Amount. In the event that any Non-Settling State appears on Exhibit N, the amounts owed by Janssen pursuant to this Section X shall be reduced by the allocation set forth on Exhibit N for any such Non-Settling States.

C. Use of Funds. All funds paid as an Additional Restitution Amount shall be part of the Compensatory Restitution Amount, shall be used for Opioid Remediation, except as allowed by subsection VI.B.2, and shall be governed by the same requirements as specified in subsection VI.F.

XI. Plaintiffs’ Attorneys’ Fees and Costs
A. The Agreement on Attorneys’ Fees, Expenses and Costs is set forth in Exhibit R and incorporated herein by reference. The Agreement on the State Outside Counsel Fee Fund and Agreement on the State Cost Fund Administration are set forth in Exhibit U and Exhibit S, respectively, and are incorporated herein by reference.

XII. Enforcement and Dispute Resolution
A. Enforceability. The terms of the Agreement and Consent Judgment applicable to or in a Settling State will be enforceable solely by that Settling State and Janssen. Settling States or Participating Subdivisions shall not have enforcement rights with respect either to the terms of this Agreement that apply only to or in other States or to any Consent Judgment entered into by another Settling State. Participating Subdivisions shall not have enforcement rights against Janssen with respect to the Agreement or any Consent Judgment except as to payments that would be allocated to the Subdivision Fund or Abatement Accounts Fund pursuant to Section VI; provided, however, that each Settling State shall allow Participating Subdivisions in that State to notify it of any perceived violations of the Agreement or Consent Judgment.

B. Jurisdiction. Janssen consents to the jurisdiction of the court in which the Consent Judgment is filed, limited to resolution of disputes identified in subsection XII.F.2 for resolution in the court in which the Consent Judgment is filed.

C. Specific Terms Dispute Resolution.

1. Any dispute that is addressed by the provisions set forth in the Injunctive Relief terms in Exhibit P shall be resolved as provided therein.

2. In the event Janssen believes the 86.5% threshold established in subsection VI.B.1 is not being satisfied, any Party may request that Janssen and the Enforcement Committee meet and confer regarding the use of funds under subsection VI.B.1.

The completion of such meet-and-confer process is a precondition to further action regarding any such dispute. Further action concerning subsection VI.B.1 shall: (i) be limited to Janssen seeking to reduce its Annual Payments by no more than 5% of the difference between the actual amount of Opioid Remediation and the 86.5% threshold established in subsection VI.B.1; (ii) only reduce Annual 44 revised July 30, 2021
Payments to those Settling States and its Participating Subdivisions that are below the 86.5% threshold established in subsection VI.B.1; and (iii) not reduce Annual Payments restricted to future Opioid Remediation.

D. State-Subdivision Enforcement.

1. A Participating Subdivision shall not have enforcement rights against a Settling State in which it is located with respect to the Agreement or any Consent Judgment except: (1) as provided for in a State-Subdivision Agreement, Allocation Statute, or Statutory Trust with respect to intrastate allocation; or (2) in the absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust, as to allegations that: (a) the Settling State’s use of Abatement Accounts Fund monies were not used for uses similar to or in the nature of those uses contained in Exhibit E; or (b) a Settling State failed to pay funds directly from the Abatement Accounts Fund to a Participating Subdivision eligible to receive a block grant pursuant to subsection VI.E.2.b.

2. A Settling State shall have enforcement rights against a Participating Subdivision located in its territory: (1) as provided for in a State-Subdivision Agreement, Allocation Statute, or Statutory Trust; or (2) in the absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust, as to allegations that the uses of Abatement Accounts Fund monies by Participating Subdivisions listed on Exhibit G were not for uses similar to or in the nature of those uses contained in Exhibit E.

3. As between Settling States and Participating Subdivisions, the above rights are contractual in nature and nothing herein is intended to limit, restrict, change, or alter any other existing rights under law.

E. Subdivision Payment Enforcement. A Participating Subdivision shall have the same right as a Settling State pursuant to subsection XII.F.4.a(4) to seek resolution of any failure by Janssen to make its required base and/or incentive payments in a Payment Year.

F. Other Dispute Resolution Terms.

1. Except as provided in subsection XII.C, the parties to a dispute shall promptly meet and confer in good faith to resolve any dispute. If the parties cannot resolve the dispute informally, and unless otherwise agreed in writing, they shall follow the remaining provisions of this subsection XII.F to resolve the dispute.

2. Except as provided in subsections XII.C and XII.F.4, disputes not resolved informally shall be resolved in either the court that entered the relevant Consent Judgment or, if no Consent Judgment was entered, a state or territorial court with jurisdiction located wherever the seat of state government is located. State court proceedings shall be governed by the rules and procedures of the forum. For the avoidance of doubt, disputes to be resolved in state court include, but are not limited to, the following:
45 revised July 30, 2021
a. disputes concerning whether expenditures qualify for Opioid Remediation; b. disputes between a Settling State and Participating Subdivisions located in such Settling State as provided by subsection XII.D, except to the extent the State-Subdivision Agreement provides for other dispute resolution mechanisms. For the avoidance of doubt, disputes between a Settling State and any Participating Subdivision shall not be considered National Disputes;
c. whether this Agreement and relevant Consent Judgment are binding under state law;
d. the extent of the Attorney General’s or other participating entity’s authority under state law, including the extent of the authority to release claims;
e. whether the requirements of a Bar, a Case-Specific Resolution, State- Specific Finality, Later Litigating Subdivision, Litigating Subdivision, or a Threshold Motion have been met; and
f. all other disputes not specifically identified in subsections XII.C and XII.F.4.

3. Any Party may request that the National Arbitration Panel provide an interpretation of any provision of the settlement that is relevant to the state court determination, and the National Arbitration Panel shall make reasonable best efforts to supply such interpretation within the earlier of thirty (30) days or the time period required by the state court proceedings. Any Party may submit that interpretation to the state court to the extent permitted by, and for such weight provided by, the state court’s rules and procedures. If requested by a Party, the National Arbitration Panel shall request that its interpretation be accepted in the form of an amicus curiae brief, and any attorneys’ fees and costs for preparing any such filing shall be paid for by the requesting Party.

4. National Disputes involving a Settling State, Participating Subdivision, and/or Janssen shall be resolved by a National Arbitration Panel. a. “National Disputes” are disputes that are exceptions to subsection XII.F.2’s presumption of resolution in state courts because they involve issues of interpretation of Agreement terms applicable to all Settling States without reference to a particular State’s law. Disputes between a State and any Participating Subdivisions shall not be considered National Disputes.

National Disputes are limited to the following:
(1) the amount of offset and/or credit attributable to Non-Settling States and Tribes;
(2) issues involving the scope and definition of “Product”; 46 revised July 30, 2021
(3) interpretation and application of the terms “Covered Conduct” and “Released Entities”;
(4) disputes over a given year’s payment or the payment of the Additional Restitution Amount to all Settling States (for the avoidance of doubt, disputes between a Settling State and Janssen over the amounts owed to only that State shall not be considered National Disputes);
(5) questions regarding the performance and/or removal of the Settlement Fund Administrator;
(6) disputes involving liability of successor entities; (7) disputes that require a determination of sufficient Subdivision and Special District participation to qualify for Incentives A, B, C, or D, as well as disputes over qualification for Participation Tiers; (8) disputes that require interpretation of Agreement terms (i) that concretely affect four (4) or more Settling States; and (ii) do not turn on unique definitions and interpretations under State law; and (9) any dispute subject to resolution under subsection XII.F.2 but for which all parties to the dispute agree to arbitration before the National Arbitration Panel under the provisions of this subsection XII.F.4.
b. The “National Arbitration Panel” shall be comprised of three (3) neutral arbitrators. One (1) arbitrator shall be chosen by Janssen, one (1) arbitrator shall be chosen by the Enforcement Committee with due input from Participating Subdivisions, and the third arbitrator shall be agreed upon by the first two (2) arbitrators. The membership of the National Arbitration Panel is intended to remain constant throughout the term of this Agreement, but in the event that replacements are required, the retiring arbitrator shall be replaced by the party that selected him/her. (1) The National Arbitration Panel shall make reasonable best efforts to decide all matters within one hundred eighty (180) days of filing, and in no event shall it take longer than one (1) year. (2) The National Arbitration Panel shall conduct all proceedings in a reasonably streamlined process consistent with an opportunity for the parties to be heard. Issues shall be resolved without the need for live witnesses where feasible, and with a presumption in favor of remote participation to minimize the burdens on the parties. (3) To the extent allowed under state law, a Settling State, Participating Subdivision, and (at any party’s request) the National 47 revised July 30, 2021
Arbitration Panel may certify to an appropriate state court any question of state law. The National Arbitration Panel shall be bound by a final state court determination of such a certified question. The time period for the arbitration shall be tolled during the course of the certification process.
(4) The arbitrators will give due deference to any authoritative interpretation of state law, including any declaratory judgment or similar relief obtained by a Settling State, Participating Subdivision, or Janssen on a state law issue.
(5) The decisions of the National Arbitration Panel shall be binding on Settling States, Participating Subdivisions, Janssen, and the Settlement Fund Administrator. In any proceeding before the National Arbitration Panel involving a dispute between a Settling State and Janssen whose resolution could prejudice the rights of a Participating Subdivision(s) or Participating Special District(s) in that Settling State, such Participating Subdivision(s) or Participating Special District(s) shall be allowed to file a statement of view in the proceeding.
c. Nothing herein shall be construed so as to limit or otherwise restrict a State from seeking injunctive or other equitable relief in state court to protect the health, safety, or welfare of its citizens. d. Each party shall bear its own costs in any arbitration or court proceeding arising under this subsection XII.F. The costs for the arbitrators on the National Arbitration Panel shall be divided and paid equally by the disputing sides for each individual dispute, e.g., a dispute between Janssen and Setting States/Participating Subdivisions shall be split 50% by Janssen and 50% by the Settling States/Participating Subdivisions that are parties to the dispute; a dispute between a Settling State and a Participating Subdivision shall be split 50% by the Settling State and 50% by any Participating Subdivisions that are party to the dispute.

5. Prior to initiating an action to enforce pursuant to this subsection XII.F, the complaining party must:
a. Provide written notice to the Enforcement Committee of its complaint, including the provision of the Consent Judgment and/or Agreement that the practice appears to violate, as well as the basis for its interpretation of the disputed provision. The Enforcement Committee shall establish a reasonable process and timeline for obtaining additional information from the involved parties; provided, however, that the date the Enforcement Committee establishes for obtaining additional information from the parties shall not be more than forty-five (45) days following the notice. 48 revised July 30, 2021
The Enforcement Committee may advise the involved parties of its views on the complaint and/or seek to resolve the complaint informally. b. Wait to commence any enforcement action until thirty (30) days after the date that the Enforcement Committee establishes for obtaining additional information from the involved parties.

6. If the parties to a dispute cannot agree on the proper forum for resolution of the dispute under the provisions of subsections XII.F.2 or XII.F.4, a committee comprising the Enforcement Committee and sufficient representatives of Janssen such that the members of the Enforcement Committee have a majority of one (1) member will determine the forum where the dispute will be initiated within twenty-eight (28) days of receiving notification of the dispute relating to the proper forum. The forum identified by such committee shall be the sole forum for determining where the dispute shall be heard, and the committee’s identification of such forum shall not be entitled to deference by the forum selected.

G. No Effect. Nothing in this Agreement shall be interpreted to limit the Settling State’s Civil Investigative Demand (“CID”) or investigative subpoena authority, to the extent such authority exists under applicable state law and the CID or investigative subpoena is issued pursuant to such authority, and Janssen reserves all of its rights in connection with a CID or investigative subpoena issued pursuant to such authority.

XIII. Miscellaneous
A. No Admission. Janssen does not admit liability or wrongdoing. Neither this Agreement nor the Consent Judgments shall be considered, construed, or represented to be (1) an admission, concession, or evidence of liability or wrongdoing or (2) a waiver or any limitation of any defense otherwise available to Janssen.

B. Population of Subdivisions. The population figures for Subdivisions shall be the published U.S. Census Bureau’s population estimates for July 1, 2019, released May 2020. These population figures shall remain unchanged during the term of this Agreement.

C. Population of Special Districts. For any purpose in this Agreement in which the population of a Special District is used, other than the use of “Covered Special District”:
(a) School Districts’ population will be measured by the number of students enrolled who are eligible under the Individuals with Disabilities Education Act (“IDEA”) or Section 504 of the Rehabilitation Act of 1973; (b) Health Districts’ and Hospital Districts’ population will be measured at 25% of discharges; and (c) all other Special Districts’ (including Fire Districts’ and Library Districts’) population will be measured at 10% of the population served.

D. Population Associated with Sheriffs. For any purpose in this Agreement in which the population associated with a lawsuit by a sheriff is used, the population will be measured at 20% of the capacity of the jail(s) operated by the sheriff. 49 revised July 30, 2021
E. Tax Reporting and Cooperation.

1. Upon request by Janssen, the Settling States, Participating Subdivisions, and Participating Special Districts agree to perform such further acts and to execute and deliver such further documents as may be reasonably necessary for Janssen to establish the statements set forth in subsection VI.E.3 to the satisfaction of their tax advisors, their independent financial auditors, the Internal Revenue Service, or any other governmental authority, including as contemplated by Treasury Regulations Section 1.162-21(b)(3)(ii) and any subsequently proposed or finalized relevant regulations or administrative guidance.

2. Without limiting the generality of subsection VI.C.1, each Settling State, Participating Subdivision, and Participating Special District shall cooperate in good faith with Janssen with respect to any tax claim, dispute, investigation, audit, examination, contest, litigation, or other proceeding relating to this Agreement.

3. The Designated State, on behalf of all Settling States, Participating Subdivisions, and Participating Special Districts, shall designate one of its officers or employees to act as the “appropriate official” within the meaning of Treasury Regulations Section 1.6050X-1(f)(1)(ii)(B) (the “Appropriate Official”).

4. For the avoidance of doubt, neither Janssen nor the Settling States, Participating Subdivisions, and Participating Special Districts make any warranty or representation to any Settling jurisdiction or Releasor as to the tax consequences of the payment of the Compensatory Restitution Amount (or any portion thereof).

F. No Third-Party Beneficiaries. Except as expressly provided in this Agreement, no portion of this Agreement shall provide any rights to, or be enforceable by, any person or entity that is not a Settling State or Released Entity. No Settling State may assign or otherwise convey any right to enforce any provision of this Agreement.

G. Calculation. Any figure or percentage referred to in this Agreement shall be carried to seven decimal places.

H. Construction. None of the Parties and no Participating Subdivision shall be considered to be the drafter of this Agreement or of any of its provisions for the purpose of any statute, case law, or rule of interpretation or construction that would or might cause any provision to be construed against the drafter of this Agreement. The headings of the provisions of this Agreement are not binding and are for reference only and do not limit, expand, or otherwise affect the contents or meaning of this Agreement.

I. Cooperation. Each Party and each Participating Subdivision agrees to use its best efforts and to cooperate with the other Parties and Participating Subdivisions to cause this Agreement and the Consent Judgments to become effective, to obtain all necessary approvals, consents and authorizations, if any, and to execute all documents and to take such other action as may be appropriate in connection herewith. Consistent with the foregoing, each Party and each Participating Subdivision agrees that it will not directly or indirectly assist or encourage any challenge to this Agreement or any Consent Judgment 50 revised July 30, 2021
by any other person, and will support the integrity and enforcement of the terms of this Agreement and the Consent Judgments.

J. Entire Agreement. This Agreement, its exhibits and any other attachments, including the attorneys’ fees and cost agreement in Exhibit R, embodies the entire agreement and understanding between and among the Parties and Participating Subdivisions relating to the subject matter hereof and supersedes (1) all prior agreements and understandings relating to such subject matter, whether written or oral and (2) all purportedly contemporaneous oral agreements and understandings relating to such subject matter.

K. Execution. This Agreement may be executed in counterparts and by different signatories on separate counterparts, each of which shall be deemed an original, but all of which shall together be one and the same Agreement. One or more counterparts of this Agreement may be delivered by facsimile or electronic transmission with the intent that it or they shall constitute an original counterpart hereof. One or more counterparts of this Agreement may be signed by electronic signature.

L. Good Faith and Voluntary Entry. Each Party warrants and represents that it negotiated the terms of this Agreement in good faith. Each of the Parties and signatories to this Agreement warrants and represents that it freely and voluntarily entered into this Agreement without any degree of duress or compulsion. The Parties state that no promise of any kind or nature whatsoever (other than the written terms of this Agreement) was made to them to induce them to enter into this Agreement.

M. No Prevailing Party. The Parties each agree that they are not the prevailing party in this action, for purposes of any claim for fees, costs, or expenses as prevailing parties arising under common law or under the terms of any statute, because the Parties have reached a good faith settlement. The Parties each further waive any right to challenge or contest the validity of this Agreement on any ground, including, without limitation, that any term is unconstitutional or is preempted by, or in conflict with, any current or future law.

N. Non-Admissibility. The settlement negotiations resulting in this Agreement have been undertaken by the Parties and by certain representatives of the Participating Subdivisions in good faith and for settlement purposes only, and no evidence of negotiations or discussions underlying this Agreement shall be offered or received in evidence in any action or proceeding for any purpose. This Agreement shall not be offered or received in evidence in any action or proceeding for any purpose other than in an action or proceeding arising under or relating to this Agreement.

O. Notices. All notices or other communications under this Agreement shall be in writing (including but not limited to electronic communications) and shall be given to the recipients indicated below:

51 revised July 30, 2021

1. For the Attorney(s) General:

Ashley Moody,
Attorney General
State of Florida
The Capitol,
PL-01
Tallahassee, FL 32399

Josh Stein, Attorney General
North Carolina Department of Justice
Attn: Daniel Mosteller
PO Box 629
Raleigh, NC 27602
[email protected]

2. For the Plaintiffs’ Executive Committee:

Paul F. Farrell
Farrell Law
P.O. Box 1180
Huntington, WV 25714-1180

Jayne Conroy
Simmons Hanly Conroy LLC
112 Madison Avenue, 7th Floor
New York, NY 10016-7416
[email protected]

Joseph F. Rice
Motley Rice LLC
28 Bridgeside Blvd.

Mount Pleasant, SC 29464
[email protected]

Peter Mougey
Levin Papantonio Rafferty
316 South Baylen St.

Pensacola, FL 32502
[email protected]

Paul J. Geller
Robbins Geller Rudman & Dowd LLP
120 East Palmetto Park Road
Boca Raton, FL 33432
[email protected]

52 revised July 30, 2021

3. For Janssen:

Charles C. Lifland
O’Melveny & Myers LLP
400 South Hope Street, 18th Floor Los Angeles, CA 90071 Phone: (213) 430-6000
[email protected]

Daniel R. Suvor
O’Melveny & Myers LLP
400 South Hope Street, 18th Floor Los Angeles, CA 90071 Phone: (213) 430-6000
[email protected]
Any Party or the Plaintiffs’ Executive Committee may change or add the contact information of the persons designated to receive notice on its behalf by notice given (effective upon the giving of such notice) as provided in this subsection.

P. No Waiver. The waiver of any rights conferred hereunder shall be effective only if made by written instrument executed by the waiving Party or Parties. The waiver by any Party of any breach of this Agreement shall not be deemed to be or construed as a waiver of any other breach, whether prior, subsequent, or contemporaneous, nor shall such waiver be deemed to be or construed as a waiver by any other Party.

Q. Preservation of Privilege. Nothing contained in this Agreement or any Consent Judgment, and no act required to be performed pursuant to this Agreement or any Consent Judgment, is intended to constitute, cause, or effect any waiver (in whole or in part) of any attorney-client privilege, work product protection, or common interest/joint defense privilege, and each Party agrees that it shall not make or cause to be made in any forum any assertion to the contrary.

R. Successors. This Agreement shall be binding upon, and inure to the benefit of, Janssen and its respective successors and assigns. Janssen shall not sell the majority of its voting stock or substantially all its assets without obtaining the acquiror’s agreement that it will constitute a successor with respect to Janssen’s obligations under this Agreement.

S. Modification, Amendment, Alteration. After the Reference Date, any modification, amendment, or alteration of this Agreement by the Parties shall be binding only if evidenced in writing signed by Janssen along with the signatures of at least thirty-seven (37) of those then-serving Attorneys General of the Settling States along with a representation from each Attorney General that either: (1) the advisory committee or similar entity established or recognized by that Settling State (either pursuant to subsection VI.E.2, by a State-Subdivision Agreement, or by statute) voted in favor of the modification, amendment, or alteration of this Agreement including at least one Participating Subdivision-appointed member; or (2) in States without any advisory committee, that 50.1% of the Participating Subdivisions by population expressed approval of the modification, amendment, or alteration of this Agreement in writing. 53 revised July 30, 2021
Provided, however, in the event the modification, amendment, or alteration relates to injunctive relief, interstate allocation between the Settling States, intrastate allocation in a particular Settling State, or fees or costs of Settling States and Participating Subdivisions, then every Settling State and each Participating Subdivision affected by that modification, amendment, or alteration must assent in writing. Provided further that, in the event the modification, amendment, or alteration relates to injunctive relief, then such amendment, modification, or alteration of injunctive relief against Janssen will not be effective unless and until any Consent Judgment is modified by a court of competent jurisdiction, except as otherwise provided by the Injunctive Terms.

T. Termination.

1. Unless otherwise agreed to by Janssen and the Settling State in question, this Agreement and all of its terms (except subsection XIII.N and any other non- admissibility provisions, which shall continue in full force and effect) shall be canceled and terminated with respect to the Settling State, and the Agreement and all orders issued by the courts in the Settling State pursuant to the Agreement shall become null and void and of no effect if one or more of the following conditions applies:
a. A Consent Judgment approving this Agreement without modification of any of the Agreement’s terms has not been entered as to the Settling State by a court of competent jurisdiction on or before one hundred eighty (180) days after the Effective Date; or
b. This Agreement or the Consent Judgment as to that Settling State has been disapproved by a court of competent jurisdiction to which it was presented for approval and/or entry (or, in the event of an appeal from or review of a decision of such a court to approve this Agreement and the Consent Judgment, by the court hearing such appeal or conducting such review), and the time to appeal from such disapproval has expired, or, in the event of an appeal from such disapproval, the appeal has been dismissed or the disapproval has been affirmed by the court of last resort to which such appeal has been taken and such dismissal or disapproval has become no longer subject to further appeal (including, without limitation, review by the United States Supreme Court).

2. If this Agreement is terminated with respect to a Settling State and its Participating Subdivisions for whatever reason pursuant to subsection XIII.T.1, then:
a. An applicable statute of limitation or any similar time requirement (excluding any statute of repose) shall be tolled from the date the Settling State signed this Agreement until the later of the time permitted by applicable law or for one year from the date of such termination, with the effect that Janssen and the Settling State in question shall be in the same 54 revised July 30, 2021
position with respect to the statute of limitation as they were at the time the Settling State filed its action; and
b. Janssen and the Settling State and its Participating Subdivisions in question shall jointly move the relevant court of competent jurisdiction for an order reinstating the actions and claims dismissed pursuant to the terms of this Agreement governing dismissal, with the effect that Janssen and the Settling State and its Participating Subdivisions in question shall be in the same position with respect to those actions and claims as they were at the time the action or claim was stayed or dismissed.

3. Unless Janssen and the Enforcement Committee agree otherwise, this Agreement, with the exception of the Injunctive Relief Terms that have their own provisions on duration, shall terminate as to all Parties as of the Payment Date for Payment Year 9, provided that Janssen has performed its payment obligations under the Agreement as of that date. Notwithstanding any other provision in this Agreement, all releases under this Agreement will remain effective despite any termination under this paragraph.

U. Governing Law. Except (1) as otherwise provided in the Agreement or (2) as necessary, in the sole judgment of the National Arbitration Panel, to promote uniformity of interpretation for matters within the scope of the National Arbitration Panel’s authority, this Agreement shall be governed by and interpreted in accordance with the respective laws of the Settling State, without regard to the conflict of law rules of such Settling State, that is seeking to enforce the Agreement against Janssen or against which Janssen is seeking enforcement. Notwithstanding any other provision in this subsection on governing law, any disputes relating to the Settlement Fund Escrow shall be governed by and interpreted in accordance with the law of the state where the escrow agent has its primary place of business.

55 revised July 30, 2021

EXHIBIT A
Alleged Harms
The following export reports that were filed in connection with the case captioned In re National Prescription Opiate Litigation, No. 1-17-md-02804 (N.D. Ohio):

1. Expert report of Professor David Cutler, dated March 25, 2019.

2. Expert report of Dr. Jeffrey B. Liebman, dated March 25, 2019.

3. Expert report of Professor Thomas McGuire regarding damages to Bellwethers, dated March 25, 2019.

4. Report of Professor Thomas McGuire regarding public nuisance, dated March 25, 2019.

56 revised July 30, 2021

EXHIBIT B
Enforcement Committee Organization Bylaws

ARTICLE I

These bylaws constitute the code of rules adopted by the Settling States and Participating Subdivisions for the creation of an Enforcement Committee (the “Committee”) to exist and operate during the term of the Agreement in connection with Janssen and shall control the regulation and management of the Committee’s affairs.

ARTICLE II
Purpose

The Committee is organized for the sole purpose of evaluating and taking such action as deemed reasonable, necessary, and appropriate by the members of the Committee on the matters delegated to the Committee under that certain Settlement Agreement between the Settling States and Janssen dated July 21, 2021.

ARTICLE III
Members of the Committee

(1) Number of Members
The Committee will consist of seventeen (17) members (the “Members”). Upon majority resolution of the Committee, the number of Members may be increased or decreased from time to time, but in no event shall a decrease have the effect of decreasing the total number of Members to less than seven Members.

(2) Initial Members
The Committee initially will consist of eleven Settling State Members and six Participating Subdivision Members; three of the Participating Subdivisions shall be counties and three shall be municipalities. The initial Settling State Members are representatives from:

Connecticut, Delaware, Florida, Georgia, Massachusetts, New York, North Carolina, Ohio, Pennsylvania, Tennessee, an d Texas. The initial Participating Subdivision Members are:
(a) Bexar County, Texas; (b) Broward County, Fl orida; (c) Chicago, Illinois; (d) Cincinnati, Ohio; (e) Nashville, Tennessee; and (f) Nassau County, New York. Until the Reference Date contained in the Settlement Agreement, the Participating Subdivisions may designate their outside counsel to serve as th eir representative. After the Reference Date, an employee or official of the Participating Subdivision must be the designated as the representative of the Participating Subdivision.

(3) Term of Members
The term of office for Members of the Committee wil l be until the end of the term of the Settlement Agreement, nine (9) years, unless and until a Member withdraws or resigns from the Committee.

57 revised July 30, 2021
(4) Resignation
Any Member may resign at any time by delivering written notice to the Chairperson of the Committee. Such resignation shall take effect upon receipt or, if later, at the time specified in the notice.

(5) Removal
(a) Any Member may be removed wit hout cause, at any time, by a majority of the entire Committee, at a Regular or Special Meeting called for that purpose. Any Member under consideration of removal must first be notified about the consideration by written notice at least five days prior to the meeting at which the vote takes place.

(b) In the event that any Member is not a Settling State or a Participating Subdivision or the Member subsequently becomes a Later Litigating Subdivision, the Member shall be removed immediately without notice or vote of the Committee.

(6) Vacancies
In the event of a vacancy, the Members of the same type (Settling State or Participating Subdivision) shall select another Settling State or Participating Subdivision to fill that Member’s position.

(7) Compensation
Members shall not receive any salarie s or other compensation for their services, but, by resolution of the Committee, may be reimbursed for any actual expenses incurred in the performance of their duties for the Committee, as long as a majority of disinterested Members approve the reimburseme nt. Any reimbursement shall be sought from the Settlement Fund Administrator.

ARTICLE IV
Conflicts of Interest and Code of Ethics

If a Member, agent, or employee of the Committee has a conflict of interest, he or she may not participate in a vote, discussion, or decision about the matter. Each Member shall follow any applicable state or local law with respect to conflicts, gifts, and ethics.

ARTICLE V
Committee Meetings

(1) Place of Meetings
Meetings of the Committee will be held at any place that the Chairperson may designate, including by telephonic or electronic means.

(2) Regular Meetings
Regular meetings of the Committee shall be held as deemed necessary by the Chairperson or any three members.

58 revised July 30, 2021
(3) Notice of Meetings
Written notice of the date, time, place and subject of each meeting must be provided to the Members at least 72 hours before the scheduled time of the meeting, except when there is an emergency or urgent public necessity.

(4) Quorum
A majority of the incumbent Members (not counting vacancies) shall constitute a quorum for the purposes of convening a meeting or conducting business.

(5) Voting and Proxy
When it is necessary to vote on any matter before the Committee, Members may vote by electronic means as provided in these Bylaws. Proxy voting is permitted. In order for a matter to pass, the matter must have a majority vote of Members present and must have at least one vote from a Settling State Member and a Participating Subdivision Member. In the event that there is a Quorum, but no Settling State or Participating Subdivision Member is present, then a matter may pass with a simple majority vote.

(6) Minutes
The Committee shall prepare and keep minutes. The minutes must state the subject of each deliberation and indicate each vote, order, decision, or other action taken.

ARTICLE VI
Officers

(1) Roster of Officers
The Committee shall have a Chairperson, a Vice Chairperson, and a Secretary. The Committee may have at its discretion, such other officers as may be appointed by the Members of the Committee. One person may hold two or more offices, e xcept those serving as Chairperson.

(2) Election and Removal of Officers
All officers shall serve two-year terms. The election shall be conducted at the first meeting of the fiscal year. Officers shall remain in office until their successors have been selected.

Officers may serve consecutive terms without limit. The election of officers shall be by majority vote of the Members of the Committee attending the meeting.

(3) Vacancies
If a vacancy occurs during the term of office for any elected officer, the M embers of the Committee shall elect a new officer to fill the remainder of the term as soon as practical, by majority vote of Members present.

(4) Chairperson
The Chairperson will supervise and control the affairs of the Committee and shall exercise such supervisory powers as may be given him/her by the Members of the Committee. The Chairperson will perform all duties incident to such office and such other duties as may be provided in these bylaws or as may be prescribed from time to time by the Committee. The 59 revised July 30, 2021
Chairperson shall preside at all meetings and shall exercise parliamentary control in accordance with Robert’s Rules of Order.

(5) Vice Chairperson
The Vice Chairperson shall act in place of the Chairperson in the event of the Chairperson’s absence, inability, or refusal to act, and shall exercise and discharge such other duties as may be required by the Committee. The Vice Chairperson sha ll serve as the parliamentarian and interpret any ambiguities of the bylaws.

(6) Secretary
The Secretary will keep and maintain all records related to the Committee and take minutes of all meetings.

(7) Records
All elected officers and committee chairper sons shall relinquish their records to the Chairperson immediately upon the completion of their term of office or completion of a project.

(8) Resignation
An officer may resign the office while not resigning membership from the Committee, by submitting a letter to the Chairperson. Vacancies occurring in any office shall be appointed for the remainder of the term.

ARTICLE VII
Duties

(1) Prior to the Reference Date
The Committee shall be responsible for any additional negotiations with Janssen, including, but not limited to, negotiating extensions of any periods created by the Settlement Agreement.

(2) After the Enforcement Date
The Committee shall establish procedures for the receipt of notices that a dispute exists concerning the Agreement and rev iew of such disputes, pursuant to Section XI I of the Agreement. Members may engage with Janssen, Settling States, and Participati ng Subdivisions attempting to resolve any dispute without further action by the Committee.

The Committee may request additional information from Janssen, Settling States, and Participating Subdivisions to the extent the Committee believes such information is necessary to understand, resolve, or provide advice related to a dispute. The Committee shall endeavor to provide advice rel ative to the dispute no later than 60 days after receipt of notice.

60 revised July 30, 2021

ARTICLE VIII
Rules of Procedure

The proceedings and bu siness of the Committee shall be governed by Robert's Rules of Order unless otherwise waived by the Committee.

ARTICLE IX
Operations

(1) Records
The Committee will keep correct and complete records and will also keep minutes of the proceedings of the Com mittee meetings and Committees. The Committee will keep such records at its principal place of business at a place designated by the Chairperson.

All elected officers and committee chairpersons shall relinquish their records to the Chairperson, immediately upon the completion of their term of office.

(2) Inspection of Books and Records
The minutes of a meeting are public re cords and shall be available for public inspection and copying on request to the Committee’s Chairperson or the Chairperson's designee.

(3) Amendments
The bylaws may be amended at any time by a vote of a majority of Members present and must have at least one vote from a Settling State Member and a Participating Subdivision Member. In the event that there is a Quorum, but no Settling St ate or Participating Subdivision Member is present, then a matter may pass with a simple majority vote.

DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES

EXHIBIT C
Litigating Subdivision and Special District List1

1. Abbeville (AL), City of, Alabama

2. Albertville (AL), City of, Alabama

3. Alexander City (AL), City of, Alabama

4. Anniston (AL), City of, Alabama

5. Arab (AL), City of, Alabama

6. Argo (AL), City of, Alabama

7. Ashland (AL), City of, Alabama

8. Ashville (AL), City of, Alabama

9. Athens (AL), City of, Alabama

10. Attalia (AL), City of, Alabama

11. Attentus Mouton, LLC d/b/a Lawrence
Medical Center (AL), Alabama

12. Auburn (AL), City of, Alabama

13. Autauga (AL), County of, Alabama

14. Baldwin (AL), County of, Alabama

15. Barbour (AL), County of, Alabama

16. Berry (AL), Town of, Alabama

17. Bibb (AL), County of, Alabama

18. Bibb County Healthcare Authority (AL),
Alabama

19. Birmingham (AL), City of, Alabama

20. Blount (AL), County of, Alabama

21. Boaz (AL), City of, Alabama

22. Brent (AL), City of, Alabama

23. Bridgeport (AL), City of, Alabama

24. Brookwood (AL), Town of, Alabama

25. Brundidge (AL), City of, Alabama

26. Bullock (AL), County of, Alabama

27. Butler (AL), County of, Alabama

28. Butler (AL), Town of, Alabama

29. Calera (AL), City of, Alabama

30. Calhoun (AL), County of, Alabama

31. Camp Hill (AL), Town of, Alabama

1 For purposes of calculating the percentage of Litigating Subdivisions and Litigating Special Districts pursuant to Section V.E.5 and Exhibit H, an individual Litigating Subdivision or Litigating Special District shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision or Litigating Special District will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision or Litigating Special District otherwise counted in the denominator has the authority to release the Claims (consistent with Section IV) of the Litigating Subdivision or Litigating Special District to be excluded.

32. Carbon Hill (AL), City of, Alabama

33. Cedar Bluff (AL), Town of, Alabama

34. Center Point (AL), City of, Alabama

35. Centre (AL), City of, Alabama

36. Centreville (AL), City of, Alabama

37. Chambers (AL), County of, Alabama

38. Cherokee (AL), County of, Alabama

39. Cherokee (AL), Town of, Alabama

40. Chickasaw (AL), City of, Alabama

41. Chilton (AL), County of, Alabama

42. Choctaw (AL), County of, Alabama

43. Clanton (AL), City of, Alabama

44. Clarke (AL), County of, Alabama

45. Clay (AL), County of, Alabama

46. Cleburne (AL), County of, Alabama

47. Cleveland (AL), Town of, Alabama

48. Coffee (AL), County of, Alabama

49. Colbert (AL), County of, Alabama

50. Conecuh (AL), County of, Alabama

51. Coosa (AL), County of, Alabama

52. Cordova (AL), City of, Alabama

53. Covington (AL), County of, Alabama

54. Crenshaw (AL), County of, Alabama

55. Cullman (AL), City of, Alabama

56. Cullman (AL), County of, Alabama

57. Cullman County Health Care Authority
(AL), Alabama

58. Dadeville (AL), City of, Alabama

59. Dale (AL), County of, Alabama

60. Dale County Healthcare Authority (AL),
Alabama

61. Daleville (AL), City of, Alabama

62. Dallas (AL), County of, Alabama
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES

63. Daphne (AL), City of, Alabama

64. Dauphin Island (AL), Town of, Alabama

65. DCH Health Care Authority (AL), Alabama

66. Decatur (AL), City of, Alabama

67. DeKalb (AL), County of, Alabama

68. Demopolis (AL), City of, Alabama

69. Dora (AL), City of, Alabama

70. Dothan (AL), City of, Alabama

71. Double Springs (AL), Town of, Alabama

72. Douglas (AL), Town of, Alabama

73. Enterprise (AL), City of, Alabama

74. Escambia (AL), County of, Alabama

75. Etowah (AL), County of (Sheriff), Alabama

76. Etowah (AL), County of, Alabama

77. Eufaula (AL), City of, Alabama

78. Evergreen (AL), City of, Alabama

79. Fairfield (AL), City of, Alabama

80. Faunsdale (AL), Town of, Alabama

81. Fayette (AL), County of (Sheriff), Alabama

82. Fayette (AL), City of, Alabama

83. Fayette (AL), County of, Alabama

84. Florence (AL), City of, Alabama

85. Foley (AL), City of, Alabama

86. Fort Deposit (AL), Town of, Alabama

87. Fort Payne (AL), City of, Alabama

88. Franklin (AL), County of, Alabama

89. Fultondale (AL), City of, Alabama

90. Gadsden (AL), City of, Alabama

91. Geneva (AL), City of, Alabama

92. Geneva (AL), County of, Alabama

93. Geneva County Health Care Authority
(AL), Alabama

94. Georgiana (AL), City of, Alabama

95. Geraldine (AL), Town of, Alabama

96. Gilbertown (AL), Town of, Alabama

97. Grant (AL), Town of, Alabama

98. Graysville (AL), City of, Alabama

99. Greene (AL), County of, Alabama
100. Greene County Hospital Board (AL),
Alabama
101. Greensboro (AL), City of, Alabama
102. Greenville (AL), City of, Alabama
103. Guin (AL), City of, Alabama
104. Guntersville (AL), City of, Alabama
105. Gurley (AL), Town of, Alabama
106. Hale (AL), County of, Alabama
107. Haleyville (AL), City of, Alabama
108. Hamilton (AL), City of, Alabama
109. Hammondville (AL), Town of, Alabama
110. Hartselle (AL), City of, Alabama
111. Headland (AL), City of, Alabama
112. Healthcare Authority for Baptist Health
(AL), Alabama
113. Health Care Authority of Clarke County
(AL), Alabama
114. Health Care Authority of Morgan County
– City of Decatur (AL), Alabama
115. Health Care Authority of the City of
Huntsville d/b/a HH Health System, et al. (AL),
Alabama
116. Health Care Authority of the City of
Huntsville d/b/a Hunstville Hospital (AL),
Alabama
117. Health Care Authority of the City of
Huntsville d/b/a Huntsville Hospital for Women
and Children (AL), Alabama
118. Health Care Authority of the City of
Huntsville d/b/a Madison Hospital (AL),
Alabama
119. Henagar (AL), City of, Alabama
120. Henry (AL), County of, Alabama
121. HH Health System - Athens Limestone,
LLC d/b/a Athens Limestone Hospital (AL),
Alabama
122. HH Health System - Morgan, LLC d/b/a
Decatur Morgan Hospital - Decatur and Decatur
Morgan Hospital - Parkway (AL), Alabama
123. HH Health System - Shoals, LLC d/b/a
Helen Keller Hospital and Red Bay Hospital
(AL), Alabama
124. Homewood (AL), City of, Alabama
125. Hoover (AL), City of, Alabama
126. Houston (AL), County of, Alabama
127. Hueytown (AL), City of, Alabama
128. Huntsville (AL), City of, Alabama
129. J. Paul Jones Hospital (AL), Alabama
130. Jackson (AL), County of, Alabama
131. Jackson County Health Care Authority
(AL), Alabama
132. Jacksonville (AL), City of, Alabama
133. Jasper (AL), City of, Alabama
134. Jefferson (AL), County of (Sheriff),
Alabama
135. Jefferson (AL), County of, Alabama
136. Killen (AL), City of, Alabama
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
137. Lamar (AL), County of (Sheriff), Alabama
138. Lamar (AL), County of, Alabama
139. Lanett (AL), City of, Alabama
140. Lauderdale (AL), County of, Alabama
141. Lawrence (AL), County of, Alabama
142. Leeds (AL), City of, Alabama
143. Leesburg (AL), City of, Alabama
144. Leighton (AL), Town of, Alabama
145. Level Plains (AL), City of, Alabama
146. Limestone (AL), County of, Alabama
147. Lincoln (AL), City of, Alabama
148. Linden (AL), City of, Alabama
149. Locust Fork (AL), Town of, Alabama
150. Louisville (AL), City of, Alabama
151. Lowndes (AL), County of, Alabama
152. Luverne (AL), City of, Alabama
153. Macon (AL), County of, Alabama
154. Madison (AL), City of, Alabama
155. Madison (AL), County of, Alabama
156. Marengo (AL), County of, Alabama
157. Marion (AL), City of, Alabama
158. Marion (AL), County of, Alabama
159. Marshall (AL), County of, Alabama
160. Marshall County Health Care Authority
(AL), Alabama
161. McKenzie (AL), Town of, Alabama
162. Medical West Hospital Authority (AL),
Alabama
163. Midfield (AL), City of, Alabama
164. Mobile (AL), City of, Alabama
165. Mobile (AL), County of, Alabama
166. Mobile County Board of Health and
Family Oriented Primary Health Care Clinic
(AL), Alabama
167. Mobile County Emergency Medical
Services System Rescue Squad (AL), Alabama
168. Monroe (AL), County of, Alabama
169. Monroe County Health Care Authority
(AL), Alabama
170. Monroeville (AL), City of, Alabama
171. Montgomery (AL), City of, Alabama
172. Montgomery (AL), County of, Alabama
173. Moody (AL), City of, Alabama
174. Morgan (AL), County of, Alabama
175. Moulton (AL), City of, Alabama
176. Mountain Brook (AL), City of, Alabama
177. Munford (AL), Town of, Alabama
178. Muscle Shoals (AL), City of, Alabama
179. Nauvoo (AL), City of, Alabama
180. New Hope (AL), City of, Alabama
181. Northport (AL), City of, Alabama
182. Oakman (AL), Town of, Alabama
183. Oneonta (AL), City of, Alabama
184. Opelika (AL), City of, Alabama
185. Opp (AL), City of, Alabama
186. Orange Beach (AL), City of, Alabama
187. Oxford (AL), City of, Alabama
188. Ozark (AL), City of, Alabama
189. Parrish (AL), City of, Alabama
190. Pell City (AL), City of, Alabama
191. Perry (AL), County of, Alabama
192. Phenix City (AL), City of, Alabama
193. Pickens (AL), County of, Alabama
194. Piedmont (AL), City of, Alabama
195. Pike (AL), County of, Alabama
196. Pleasant Grove (AL), City of, Alabama
197. Powell (AL), Town of, Alabama
198. Prattville (AL), City of, Alabama
199. Priceville (AL), Town of, Alabama
200. Prichard (AL), City of, Alabama
201. Ragland (AL), City of, Alabama
202. Rainbow City (AL), City of, Alabama
203. Rainsville (AL), City of, Alabama
204. Red Bay (AL), City of, Alabama
205. Robertsdale (AL), City of, Alabama
206. Rockford (AL), Town of, Alabama
207. Russell (AL), County of, Alabama
208. Russellville (AL), City of, Alabama
209. Satsuma (AL), City of, Alabama
210. Scottsboro (AL), City of, Alabama
211. Selma (AL), City of, Alabama
212. Sheffield (AL), City of, Alabama
213. Shelby (AL), County of, Alabama
214. Sipsey (AL), City of, Alabama
215. Slocomb (AL), City of, Alabama
216. Spanish Fort (AL), City of, Alabama
217. Springville (AL), City of, Alabama
218. St. Clair (AL), County of, Alabama
219. Sumiton (AL), City of, Alabama
220. Sumter (AL), County of, Alabama
221. Sweet Water (AL), Town of, Alabama
222. Sylacauga (AL), City of, Alabama
223. Sylacauga Health Care Authority (AL),
Alabama
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
224. Talladega (AL), City of, Alabama
225. Talladega (AL), County of, Alabama
226. Tallapoosa (AL), County of, Alabama
227. Tarrant (AL), City of, Alabama
228. Thomasville (AL), City of, Alabama
229. Tombigmee Health Care Authority (AL),
Alabama
230. Troy (AL), City of, Alabama
231. Trussville (AL), City of, Alabama
232. Tuscaloosa (AL), City of, Alabama
233. Tuscaloosa (AL), County of, Alabama
234. Tuscumbia (AL), City of, Alabama
235. Tuskegee (AL), City of, Alabama
236. Union Springs (AL), City of, Alabama
237. Uniontown (AL), City of, Alabama
238. Vance (AL), Town of, Alabama
239. Vernon (AL), City of, Alabama
240. Vestavia Hills (AL), City of, Alabama
241. Walker (AL), County of, Alabama
242. Washington (AL), County of, Alabama
243. Weaver (AL), City of, Alabama
244. West Blocton (AL), Town of, Alabama
245. Wilcox (AL), County of, Alabama
246. Winfield (AL), City of, Alabama
247. Woodville (AL), Town of, Alabama
248. Yellow Bluff (AL), Town of, Alabama
249. Grande Prairie (AB), City of, Alberta
250. Arizona Counties Insurance Pool (AZ),
Arizona
251. Arizona Municipal Risk Retention Pool
(AZ), Arizona
252. Arizona School Alliance for Workers’
Compensation, Inc. (AZ), Arizona
253. Apache (AZ), County of, Arizona
254. Bullhead City (AZ), City of, Arizona
255. Cochise (AZ), County of, Arizona
256. Coconino (AZ), County of, Arizona
257. Gila (AZ), County of, Arizona
258. Glendale (AZ), City of, Arizona
259. Graham (AZ), County of, Arizona
260. Greenlee (AZ), County of, Arizona
261. Kingman (AZ), City of, Arizona
262. La Paz (AZ), County of, Arizona
263. Maricopa (AZ), County of, Arizona
264. Mohave (AZ), County of, Arizona
265. Navajo (AZ), County of, Arizona
266. Phoenix (AZ), City of, Arizona
267. Pima (AZ), County of, Arizona
268. Pinal (AZ), County of, Arizona
269. Prescott (AZ), City of, Arizona
270. Santa Cruz (AZ), County of, Arizona
271. Surprise (AZ), City of, Arizona
272. Tucson (AZ), City of, Arizona
273. Yavapai (AZ), County of, Arizona
274. Yuma (AZ), County of, Arizona
275. Adona (AR), City of, Arkansas
276. Alexander (AR), City of, Arkansas
277. Alicia (AR), City of, Arkansas
278. Allport (AR), City of, Arkansas
279. Alma (AR), City of, Arkansas
280. Almyra (AR), City of, Arkansas
281. Alpena (AR), City of, Arkansas
282. Altheimer (AR), City of, Arkansas
283. Altus (AR), City of, Arkansas
284. Amagon (AR), City of, Arkansas
285. Amity (AR), City of, Arkansas
286. Anthonyville (AR), City of, Arkansas
287. Antoine (AR), City of, Arkansas
288. Arkadelphia (AR), City of, Arkansas
289. Arkansas (AR), County of, Arkansas
290. Arkansas City (AR), City of, Arkansas
291. Ash Flat (AR), City of, Arkansas
292. Ashdown (AR), City of, Arkansas
293. Ashley (AR), County of, Arkansas
294. Association of Arkansas Counties (AR),
Arkansas
295. Association of Arkansas Counties Risk
Management Fund (AR), Arkansas
296. Association of Arkansas Counties
Workers’ Compensation Trust (AR), Arkansas
297. Atkins (AR), City of, Arkansas
298. Aubrey (AR), City of, Arkansas
299. Augusta (AR), City of, Arkansas
300. Austin (AR), City of, Arkansas
301. Avoca (AR), City of, Arkansas
302. Bald Knob (AR), City of, Arkansas
303. Banks (AR), City of, Arkansas
304. Barling (AR), City of, Arkansas
305. Bassett (AR), City of, Arkansas
306. Batesville (AR), City of, Arkansas
307. Bauxite (AR), City of, Arkansas
308. Baxter (AR), County of, Arkansas
309. Bay (AR), City of, Arkansas
310. Bearden (AR), City of, Arkansas
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
311. Beaver (AR), City of, Arkansas
312. Beebe (AR), City of, Arkansas
313. Beedeville (AR), City of, Arkansas
314. Bella Vista (AR), City of, Arkansas
315. Bellefonte (AR), City of, Arkansas
316. Belleville (AR), City of, Arkansas
317. Ben Lomond (AR), City of, Arkansas
318. Benton (AR), County of, Arkansas
319. Benton (AR), City of, Arkansas
320. Bentonville (AR), City of, Arkansas
321. Bergman (AR), City of, Arkansas
322. Berryville (AR), City of, Arkansas
323. Bethel Heights (AR), City of, Arkansas
324. Big Flat (AR), City of, Arkansas
325. Bigelow (AR), City of, Arkansas
326. Biggers (AR), City of, Arkansas
327. Birdsong (AR), City of, Arkansas
328. Biscoe (AR), City of, Arkansas
329. Black Oak (AR), City of, Arkansas
330. Black Rock (AR), City of, Arkansas
331. Black Springs (AR), City of, Arkansas
332. Blevins (AR), City of, Arkansas
333. Blue Eye (AR), City of, Arkansas
334. Blue Mountain (AR), City of, Arkansas
335. Bluff City (AR), City of, Arkansas
336. Blytheville (AR), City of, Arkansas
337. Bodcaw (AR), City of, Arkansas
338. Bonanza (AR), City of, Arkansas
339. Bono (AR), City of, Arkansas
340. Boone (AR), County of, Arkansas
341. Booneville (AR), City of, Arkansas
342. Bradford (AR), City of, Arkansas
343. Bradley (AR), County of, Arkansas
344. Bradley (AR), City of, Arkansas
345. Branch (AR), City of, Arkansas
346. Briarcliff (AR), City of, Arkansas
347. Brinkley (AR), City of, Arkansas
348. Brookland (AR), City of, Arkansas
349. Bryant (AR), City of, Arkansas
350. Buckner (AR), City of, Arkansas
351. Bull Shoals (AR), City of, Arkansas
352. Burdette (AR), City of, Arkansas
353. Cabot (AR), City of, Arkansas
354. Caddo Valley (AR), City of, Arkansas
355. Caldwell (AR), City of, Arkansas
356. Cale (AR), City of, Arkansas
357. Calhoun (AR), County of, Arkansas
358. Calico Rock (AR), City of, Arkansas
359. Calion (AR), City of, Arkansas
360. Camden (AR), City of, Arkansas
361. Cammack Village (AR), City of, Arkansas
362. Campbell Station (AR), City of, Arkansas
363. Caraway (AR), City of, Arkansas
364. Carlisle (AR), City of, Arkansas
365. Carroll (AR), County of, Arkansas
366. Carthage (AR), City of, Arkansas
367. Casa (AR), City of, Arkansas
368. Cash (AR), City of, Arkansas
369. Caulksville (AR), City of, Arkansas
370. Cave City (AR), City of, Arkansas
371. Cave Springs (AR), City of, Arkansas
372. Cedarville (AR), City of, Arkansas
373. Centerton (AR), City of, Arkansas
374. Central City (AR), City of, Arkansas
375. Charleston (AR), City of, Arkansas
376. Cherokee Village (AR), City of, Arkansas
377. Cherry Valley (AR), City of, Arkansas
378. Chester (AR), City of, Arkansas
379. Chicot (AR), County of, Arkansas
380. Chidester (AR), City of, Arkansas
381. Clarendon (AR), City of, Arkansas
382. Clark (AR), County of, Arkansas
383. Clarksville (AR), City of, Arkansas
384. Clay (AR), County of, Arkansas
385. Cleburne (AR), County of, Arkansas
386. Cleveland (AR), County of, Arkansas
387. Clinton (AR), City of, Arkansas
388. Coal Hill (AR), City of, Arkansas
389. Colt (AR), City of, Arkansas
390. Columbia (AR), County of, Arkansas
391. Concord (AR), City of, Arkansas
392. Conway (AR), County of, Arkansas
393. Conway (AR), City of, Arkansas
394. Corning (AR), City of, Arkansas
395. Cotter (AR), City of, Arkansas
396. Cotton Plant (AR), City of, Arkansas
397. Cove (AR), City of, Arkansas
398. Coy (AR), City of, Arkansas
399. Craighead (AR), County of, Arkansas
400. Crawford (AR), County of, Arkansas
401. Crawfordsville (AR), City of, Arkansas
402. Crittenden (AR), County of, Arkansas
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
403. Cross (AR), County of, Arkansas
404. Crossett (AR), City of, Arkansas
405. Cushman (AR), City of, Arkansas
406. Daisy (AR), City of, Arkansas
407. Dallas (AR), County of, Arkansas
408. Damascus (AR), City of, Arkansas
409. Danville (AR), City of, Arkansas
410. Dardanelle (AR), City of, Arkansas
411. Datto (AR), City of, Arkansas
412. De Queen (AR), City of, Arkansas
413. Decatur (AR), City of, Arkansas
414. Delaplaine (AR), City of, Arkansas
415. Delight (AR), City of, Arkansas
416. Dell (AR), City of, Arkansas
417. Denning (AR), City of, Arkansas
418. Dermott (AR), City of, Arkansas
419. Des Arc (AR), City of, Arkansas
420. Desha (AR), County of, Arkansas
421. DeValls Bluff (AR), City of, Arkansas
422. Dewitt (AR), City of, Arkansas
423. Diamond City (AR), City of, Arkansas
424. Diaz (AR), City of, Arkansas
425. Dierks (AR), City of, Arkansas
426. Donaldson (AR), City of, Arkansas
427. Dover (AR), City of, Arkansas
428. Drew (AR), County of, Arkansas
429. Dumas (AR), City of, Arkansas
430. Dyer (AR), City of, Arkansas
431. Dyess (AR), City of, Arkansas
432. Earle (AR), City of, Arkansas
433. East Camden (AR), City of, Arkansas
434. Edmondson (AR), City of, Arkansas
435. Egypt (AR), City of, Arkansas
436. El Dorado (AR), City of, Arkansas
437. Elaine (AR), City of, Arkansas
438. Elkins (AR), City of, Arkansas
439. Elm Springs (AR), City of, Arkansas
440. Emerson (AR), City of, Arkansas
441. Emmet (AR), City of, Arkansas
442. England (AR), City of, Arkansas
443. Enola (AR), City of, Arkansas
444. Etowah (AR), City of, Arkansas
445. Eudora (AR), City of, Arkansas
446. Eureka Springs (AR), City of, Arkansas
447. Evening Shade (AR), City of, Arkansas
448. Everton (AR), City of, Arkansas
449. Fairfield Bay (AR), City of, Arkansas
450. Fargo (AR), City of, Arkansas
451. Farmington (AR), City of, Arkansas
452. Faulkner (AR), County of, Arkansas
453. Felsenthal (AR), City of, Arkansas
454. Fifty-Six (AR), City of, Arkansas
455. Fisher (AR), City of, Arkansas
456. Flippin (AR), City of, Arkansas
457. Fordyce (AR), City of, Arkansas
458. Foreman (AR), City of, Arkansas
459. Forrest City (AR), City of, Arkansas
460. Fort Smith (AR), City of, Arkansas
461. Fouke (AR), City of, Arkansas
462. Fountain Hill (AR), City of, Arkansas
463. Fountain Lake (AR), City of, Arkansas
464. Fourche (AR), City of, Arkansas
465. Franklin (AR), County of, Arkansas
466. Franklin (AR), City of, Arkansas
467. Friendship (AR), City of, Arkansas
468. Fulton (AR), County of, Arkansas
469. Fulton (AR), City of, Arkansas
470. Garfield (AR), City of, Arkansas
471. Garland (AR), County of, Arkansas
472. Garland (AR), City of, Arkansas
473. Garner (AR), City of, Arkansas
474. Gassville (AR), City of, Arkansas
475. Gateway (AR), City of, Arkansas
476. Gentry (AR), City of, Arkansas
477. Georgetown (AR), City of, Arkansas
478. Gilbert (AR), City of, Arkansas
479. Gillett (AR), City of, Arkansas
480. Gillham (AR), City of, Arkansas
481. Gilmore (AR), City of, Arkansas
482. Glenwood (AR), City of, Arkansas
483. Goshen (AR), City of, Arkansas
484. Gosnell (AR), City of, Arkansas
485. Gould (AR), City of, Arkansas
486. Grady (AR), City of, Arkansas
487. Grannis (AR), City of, Arkansas
488. Grant (AR), County of, Arkansas
489. Gravette (AR), City of, Arkansas
490. Green Forest (AR), City of, Arkansas
491. Greenbrier (AR), City of, Arkansas
492. Greene (AR), County of, Arkansas
493. Greenland (AR), City of, Arkansas
494. Greenway (AR), City of, Arkansas
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
495. Greenwood (AR), City of, Arkansas
496. Greers Ferry (AR), City of, Arkansas
497. Griffithville (AR), City of, Arkansas
498. Grubbs (AR), City of, Arkansas
499. Guion (AR), City of, Arkansas
500. Gum Springs (AR), City of, Arkansas
501. Gurdon (AR), City of, Arkansas
502. Guy (AR), City of, Arkansas
503. Hackett (AR), City of, Arkansas
504. Hamburg (AR), City of, Arkansas
505. Hampton (AR), City of, Arkansas
506. Hardy (AR), City of, Arkansas
507. Harrell (AR), City of, Arkansas
508. Harrisburg (AR), City of, Arkansas
509. Harrison (AR), City of, Arkansas
510. Hartford (AR), City of, Arkansas
511. Hartman (AR), City of, Arkansas
512. Haskell (AR), City of, Arkansas
513. Hatfield (AR), City of, Arkansas
514. Havana (AR), City of, Arkansas
515. Haynes (AR), City of, Arkansas
516. Hazen (AR), City of, Arkansas
517. Heber Springs (AR), City of, Arkansas
518. Hector (AR), City of, Arkansas
519. Helena - West Helena (AR), City of,
Arkansas
520. Hempstead (AR), County of, Arkansas
521. Hermitage (AR), City of, Arkansas
522. Hickory Ridge (AR), City of, Arkansas
523. Higden (AR), City of, Arkansas
524. Higginson (AR), City of, Arkansas
525. Highfill (AR), City of, Arkansas
526. Highland (AR), City of, Arkansas
527. Hindsville (AR), City of, Arkansas
528. Holland (AR), City of, Arkansas
529. Holly Grove (AR), City of, Arkansas
530. Hope (AR), City of, Arkansas
531. Horatio (AR), City of, Arkansas
532. Horseshoe Bend (AR), City of, Arkansas
533. Horseshoe Lake (AR), City of, Arkansas
534. Hot Spring (AR), County of, Arkansas
535. Hot Springs (AR), City of, Arkansas
536. Houston (AR), City of, Arkansas
537. Howard (AR), County of, Arkansas
538. Hoxie (AR), City of, Arkansas
539. Hughes (AR), City of, Arkansas
540. Humnoke (AR), City of, Arkansas
541. Humphrey (AR), City of, Arkansas
542. Hunter (AR), City of, Arkansas
543. Huntington (AR), City of, Arkansas
544. Huntsville (AR), City of, Arkansas
545. Huttig (AR), City of, Arkansas
546. Imboden (AR), City of, Arkansas
547. Independence (AR), County of, Arkansas
548. Izard (AR), County of, Arkansas
549. Jackson (AR), County of, Arkansas
550. Jacksonport (AR), City of, Arkansas
551. Jacksonville (AR), City of, Arkansas
552. Jasper (AR), City of, Arkansas
553. Jefferson (AR), County of, Arkansas
554. Jennette (AR), City of, Arkansas
555. Jericho (AR), City of, Arkansas
556. Jerome (AR), City of, Arkansas
557. Johnson (AR), County of, Arkansas
558. Johnson (AR), City of, Arkansas
559. Joiner (AR), City of, Arkansas
560. Jonesboro (AR), City of, Arkansas
561. Judsonia (AR), City of, Arkansas
562. Junction City (AR), City of, Arkansas
563. Keiser (AR), City of, Arkansas
564. Kensett (AR), City of, Arkansas
565. Keo (AR), City of, Arkansas
566. Kibler (AR), City of, Arkansas
567. Kingsland (AR), City of, Arkansas
568. Knobel (AR), City of, Arkansas
569. Knoxville (AR), City of, Arkansas
570. La Grange (AR), City of, Arkansas
571. Lafayette (AR), County of, Arkansas
572. Lafe (AR), City of, Arkansas
573. Lake City (AR), City of, Arkansas
574. Lake View (AR), City of, Arkansas
575. Lake Village (AR), City of, Arkansas
576. Lakeview (AR), City of, Arkansas
577. Lamar (AR), City of, Arkansas
578. Lavaca (AR), City of, Arkansas
579. Lawrence (AR), County of, Arkansas
580. Leachville (AR), City of, Arkansas
581. Lead Hill (AR), City of, Arkansas
582. Lee (AR), County of, Arkansas
583. Leola (AR), City of, Arkansas
584. Lepanto (AR), City of, Arkansas
585. Leslie (AR), City of, Arkansas
586. Letona (AR), City of, Arkansas
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
587. Lewisville (AR), City of, Arkansas
588. Lexa (AR), City of, Arkansas
589. Lincoln (AR), County of, Arkansas
590. Lincoln (AR), City of, Arkansas
591. Little Flock (AR), City of, Arkansas
592. Little River (AR), County of, Arkansas
593. Little Rock (AR), City of, Arkansas
594. Lockesburg (AR), City of, Arkansas
595. Logan (AR), County of, Arkansas
596. London (AR), City of, Arkansas
597. Lonoke (AR), County of, Arkansas
598. Lonoke (AR), City of, Arkansas
599. Lonsdale (AR), City of, Arkansas
600. Louann (AR), City of, Arkansas
601. Lowell (AR), City of, Arkansas
602. Luxora (AR), City of, Arkansas
603. Lynn (AR), City of, Arkansas
604. Madison (AR), County of, Arkansas
605. Madison (AR), City of, Arkansas
606. Magazine (AR), City of, Arkansas
607. Magness (AR), City of, Arkansas
608. Magnolia (AR), City of, Arkansas
609. Malvern (AR), City of, Arkansas
610. Mammoth Spring (AR), City of, Arkansas
611. Manila (AR), City of, Arkansas
612. Mansfield (AR), City of, Arkansas
613. Marianna (AR), City of, Arkansas
614. Marie (AR), City of, Arkansas
615. Marion (AR), County of, Arkansas
616. Marion (AR), City of, Arkansas
617. Marked Tree (AR), City of, Arkansas
618. Marmaduke (AR), City of, Arkansas
619. Marshall (AR), City of, Arkansas
620. Marvell (AR), City of, Arkansas
621. Maumelle (AR), City of, Arkansas
622. Mayflower (AR), City of, Arkansas
623. Maynard (AR), City of, Arkansas
624. McCaskill (AR), City of, Arkansas
625. McCrory (AR), City of, Arkansas
626. McDougal (AR), City of, Arkansas
627. McGehee (AR), City of, Arkansas
628. McNab (AR), City of, Arkansas
629. McNeil (AR), City of, Arkansas
630. McRae (AR), City of, Arkansas
631. Melbourne (AR), City of, Arkansas
632. Mena (AR), City of, Arkansas
633. Menifee (AR), City of, Arkansas
634. Midland (AR), City of, Arkansas
635. Miller (AR), County of, Arkansas
636. Mineral Springs (AR), City of, Arkansas
637. Minturn (AR), City of, Arkansas
638. Mississippi (AR), County of, Arkansas
639. Mitchellville (AR), City of, Arkansas
640. Monette (AR), City of, Arkansas
641. Monroe (AR), County of, Arkansas
642. Montgomery (AR), County of, Arkansas
643. Monticello (AR), City of, Arkansas
644. Montrose (AR), City of, Arkansas
645. Moorefield (AR), City of, Arkansas
646. Moro (AR), City of, Arkansas
647. Morrilton (AR), City of, Arkansas
648. Morrison Bluff (AR), City of, Arkansas
649. Mount Ida (AR), City of, Arkansas
650. Mount Pleasant (AR), City of, Arkansas
651. Mount Vernon (AR), City of, Arkansas
652. Mountain Home (AR), City of, Arkansas
653. Mountain Pine (AR), City of, Arkansas
654. Mountain View (AR), City of, Arkansas
655. Mountainburg (AR), City of, Arkansas
656. Mulberry (AR), City of, Arkansas
657. Murfreesboro (AR), City of, Arkansas
658. Nashville (AR), City of, Arkansas
659. Nevada (AR), County of, Arkansas
660. Newark (AR), City of, Arkansas
661. Newport (AR), City of, Arkansas
662. Newton (AR), County of, Arkansas
663. Nimmons (AR), City of, Arkansas
664. Norfork (AR), City of, Arkansas
665. Norman (AR), City of, Arkansas
666. Norphlet (AR), City of, Arkansas
667. North Little Rock (AR), City of, Arkansas
668. Oak Grove (AR), City of, Arkansas
669. Oak Grove Heights (AR), City of,
Arkansas
670. Oakhaven (AR), City of, Arkansas
671. Oden (AR), City of, Arkansas
672. Ogden (AR), City of, Arkansas
673. Oil Trough (AR), City of, Arkansas
674. O'Kean (AR), City of, Arkansas
675. Okolona (AR), City of, Arkansas
676. Ola (AR), City of, Arkansas
677. Omaha (AR), City of, Arkansas
678. Oppelo (AR), City of, Arkansas
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
679. Osceola (AR), City of, Arkansas
680. Ouachita (AR), County of, Arkansas
681. Oxford (AR), City of, Arkansas
682. Ozan (AR), City of, Arkansas
683. Ozark (AR), City of, Arkansas
684. Palestine (AR), City of, Arkansas
685. Pangburn (AR), City of, Arkansas
686. Paragould (AR), City of, Arkansas
687. Paris (AR), City of, Arkansas
688. Parkdale (AR), City of, Arkansas
689. Parkin (AR), City of, Arkansas
690. Patmos (AR), City of, Arkansas
691. Patterson (AR), City of, Arkansas
692. Pea Ridge (AR), City of, Arkansas
693. Peach Orchard (AR), City of, Arkansas
694. Perla (AR), City of, Arkansas
695. Perry (AR), County of, Arkansas
696. Perry (AR), City of, Arkansas
697. Perrytown (AR), City of, Arkansas
698. Perryville (AR), City of, Arkansas
699. Phillips (AR), County of, Arkansas
700. Piggott (AR), City of, Arkansas
701. Pike (AR), County of, Arkansas
702. Pindall (AR), City of, Arkansas
703. Pine Bluff (AR), City of, Arkansas
704. Pineville (AR), City of, Arkansas
705. Plainview (AR), City of, Arkansas
706. Pleasant Plains (AR), City of, Arkansas
707. Plumerville (AR), City of, Arkansas
708. Pocahontas (AR), City of, Arkansas
709. Poinsett (AR), County of, Arkansas
710. Polk (AR), County of, Arkansas
711. Pollard (AR), City of, Arkansas
712. Pope (AR), County of, Arkansas
713. Portia (AR), City of, Arkansas
714. Portland (AR), City of, Arkansas
715. Pottsville (AR), City of, Arkansas
716. Powhatan (AR), City of, Arkansas
717. Poyen (AR), City of, Arkansas
718. Prairie (AR), County of, Arkansas
719. Prairie Grove (AR), City of, Arkansas
720. Prattsville (AR), City of, Arkansas
721. Prescott (AR), City of, Arkansas
722. Pulaski (AR), County of, Arkansas
723. Pyatt (AR), City of, Arkansas
724. Quitman (AR), City of, Arkansas
725. Randolph (AR), County of, Arkansas
726. Ratcliff (AR), City of, Arkansas
727. Ravenden (AR), City of, Arkansas
728. Ravenden Springs (AR), City of, Arkansas
729. Rector (AR), City of, Arkansas
730. Redfield (AR), City of, Arkansas
731. Reed (AR), City of, Arkansas
732. Reyno (AR), City of, Arkansas
733. Rison (AR), City of, Arkansas
734. Rockport (AR), City of, Arkansas
735. Roe (AR), City of, Arkansas
736. Rogers (AR), City of, Arkansas
737. Rondo (AR), City of, Arkansas
738. Rose Bud (AR), City of, Arkansas
739. Rosston (AR), City of, Arkansas
740. Rudy (AR), City of, Arkansas
741. Russell (AR), City of, Arkansas
742. Russellville (AR), City of, Arkansas
743. Salem (AR), City of, Arkansas
744. Salesville (AR), City of, Arkansas
745. Saline (AR), County of, Arkansas
746. Scott (AR), County of, Arkansas
747. Scranton (AR), City of, Arkansas
748. Searcy (AR), County of, Arkansas
749. Searcy (AR), City of, Arkansas
750. Sebastian (AR), County of, Arkansas
751. Sedgwick (AR), City of, Arkansas
752. Sevier (AR), County of, Arkansas
753. Shannon Hills (AR), City of, Arkansas
754. Sharp (AR), County of, Arkansas
755. Sheridan (AR), City of, Arkansas
756. Sherrill (AR), City of, Arkansas
757. Sherwood (AR), City of, Arkansas
758. Shirley (AR), City of, Arkansas
759. Sidney (AR), City of, Arkansas
760. Siloam Springs (AR), City of, Arkansas
761. Smackover (AR), City of, Arkansas
762. Smithville (AR), City of, Arkansas
763. South Lead Hill (AR), City of, Arkansas
764. Sparkman (AR), City of, Arkansas
765. Springdale (AR), City of, Arkansas
766. Springtown (AR), City of, Arkansas
767. St. Charles (AR), City of, Arkansas
768. St. Francis (AR), County of, Arkansas
769. St. Francis (AR), City of, Arkansas
770. St. Joe (AR), City of, Arkansas
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
771. St. Paul (AR), City of, Arkansas
772. Stamps (AR), City of, Arkansas
773. Star City (AR), City of, Arkansas
774. Stephens (AR), City of, Arkansas
775. Stone (AR), County of, Arkansas
776. Strawberry (AR), City of, Arkansas
777. Strong (AR), City of, Arkansas
778. Stuttgart (AR), City of, Arkansas
779. Subiaco (AR), City of, Arkansas
780. Success (AR), City of, Arkansas
781. Sulphur Rock (AR), City of, Arkansas
782. Sulphur Springs (AR), City of, Arkansas
783. Summit (AR), City of, Arkansas
784. Sunset (AR), City of, Arkansas
785. Swifton (AR), City of, Arkansas
786. Taylor (AR), City of, Arkansas
787. Texarkana (AR), City of, Arkansas
788. Thornton (AR), City of, Arkansas
789. Tillar (AR), City of, Arkansas
790. Tinsman (AR), City of, Arkansas
791. Tollette (AR), City of, Arkansas
792. Tontitown (AR), City of, Arkansas
793. Traskwood (AR), City of, Arkansas
794. Trumann (AR), City of, Arkansas
795. Tuckerman (AR), City of, Arkansas
796. Tull (AR), City of, Arkansas
797. Tupelo (AR), City of, Arkansas
798. Turrell (AR), City of, Arkansas
799. Twin Groves (AR), City of, Arkansas
800. Tyronza (AR), City of, Arkansas
801. Ulm (AR), City of, Arkansas
802. Union (AR), County of, Arkansas
803. Valley Springs (AR), City of, Arkansas
804. Van Buren (AR), County of, Arkansas
805. Van Buren (AR), City of, Arkansas
806. Vandervoort (AR), City of, Arkansas
807. Victoria (AR), City of, Arkansas
808. Vilonia (AR), City of, Arkansas
809. Viola (AR), City of, Arkansas
810. Wabbaseka (AR), City of, Arkansas
811. Waldenburg (AR), City of, Arkansas
812. Waldo (AR), City of, Arkansas
813. Waldron (AR), City of, Arkansas
814. Walnut Ridge (AR), City of, Arkansas
815. Ward (AR), City of, Arkansas
816. Warren (AR), City of, Arkansas
817. Washington (AR), County of, Arkansas
818. Washington (AR), City of, Arkansas
819. Watson (AR), City of, Arkansas
820. Weiner (AR), City of, Arkansas
821. Weldon (AR), City of, Arkansas
822. West Fork (AR), City of, Arkansas
823. West Memphis (AR), City of, Arkansas
824. West Point (AR), City of, Arkansas
825. Western Grove (AR), City of, Arkansas
826. Wheatley (AR), City of, Arkansas
827. Whelen Springs (AR), City of, Arkansas
828. White (AR), County of, Arkansas
829. White Hall (AR), City of, Arkansas
830. Wickes (AR), City of, Arkansas
831. Widener (AR), City of, Arkansas
832. Wiederkehr Village (AR), City of,
Arkansas
833. Williford (AR), City of, Arkansas
834. Willisville (AR), City of, Arkansas
835. Wilmar (AR), City of, Arkansas
836. Wilmot (AR), City of, Arkansas
837. Wilson (AR), City of, Arkansas
838. Wilton (AR), City of, Arkansas
839. Winchester (AR), City of, Arkansas
840. Winslow (AR), City of, Arkansas
841. Winthrop (AR), City of, Arkansas
842. Woodruff (AR), County of, Arkansas
843. Wooster (AR), City of, Arkansas
844. Wrightsville (AR), City of, Arkansas
845. Wynne (AR), City of, Arkansas
846. Yell (AR), County of, Arkansas
847. Yellville (AR), City of, Arkansas
848. Zinc (AR), City of, Arkansas
849. Alameda (CA), County of, California
850. Amador (CA), County of, California
851. Anaheim (CA), City of, California
852. Butte (CA), County of, California
853. Calaveras (CA), County of, California
854. Central California Alliance for Health
(CA), California
855. Chico (CA), City of, California
856. Chula Vista (CA), City of, California
857. Clearlake (CA), City of, California
858. Commission On Medical Care d/b/a
Partnership HealthPlan of California (CA),
California
859. Contra Costa (CA), County of, California
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
860. Costa Mesa (CA), City of, California
861. Del Norte (CA), County of, California
862. Downey Unified School District (CA),
California
863. Dublin. (CA), City of, California
864. El Dorado (CA), County of, California
865. El Monte (CA), City of, California
866. Elk Grove Unified School District (CA),
California
867. Encinitas (CA), City of, California
868. Eureka (CA), City of, California
869. Fresno (CA), County of, California
870. Fullerton (CA), City of, California
871. Glenn (CA), County of, California
872. Health Plan of San Joaquin (CA),
California
873. Humboldt (CA), County of, California
874. Huntington Beach (CA), City of,
California
875. Imperial (CA), County of, California
876. Inland Empire Health Plan (CA),
California
877. Inyo (CA), County of, California
878. Irvine (CA), City of, California
879. Kern (CA), County of, California
880. Kern High School District (CA),
California
881. La Habra (CA), City of, California
882. La Mesa (CA), City of, California
883. Laguna Beach (CA), City of, California
884. Lakeport (CA), City of, California
885. Lassen (CA), County of, California
886. Local Initiative Health Authority For Los
Angeles County (CA), California
887. Los Angeles (CA), City of, California
888. Los Angeles (CA), County of, California
889. Madera (CA), County of, California
890. Marin (CA), County of, California
891. Mariposa (CA), County of, California
892. Mendocino (CA), County of, California
893. Merced (CA), County of, California
894. Modoc (CA), County of, California
895. Mono (CA), County of, California
896. Monterey (CA), County of, California
897. Montezuma Fire Protection District (CA),
California
898. Murrieta (CA), City of, California
899. Napa (CA), County of, California
900. Nevada (CA), County of, California
901. Oakland (CA), City of, California
902. Orange (CA), County of, California
903. Oxnard (CA), City of, California
904. Placentia (CA), City of, California
905. Placer (CA), County of, California
906. Plumas (CA), County of, California
907. Riverside (CA), County of, California
908. Sacramento (CA), City of, California
909. Sacramento (CA), County of, California
910. San Benito (CA), County of, California
911. San Bernardino (CA), County of,
California
912. San Clemente (CA), City of, California
913. San Diego (CA), City of, California
914. San Diego (CA), County of, California
915. San Francisco (CA), County of, California
916. San Joaquin (CA), County of, California
917. San Jose (CA), City of, California
918. San Luis Obispo (CA), County of,
California
919. San Mateo (CA), County of, California
920. Santa Ana (CA), City of, California
921. Santa Barbara (CA), County of, California
922. Santa Barbara San Luis Obispo Regional
Health Authority (CA), California
923. Santa Clara (CA), County of, California
924. Santa Cruz (CA), County of, California
925. Shasta (CA), County of, California
926. Siskiyou (CA), County of, California
927. Sonoma (CA), County of, California
928. Stockton (CA), City of, California
929. Sutter (CA), County of, California
930. Tehama (CA), County of, California
931. Trinity (CA), County of, California
932. Tulare (CA), County of, California
933. Tuolumne (CA), County of, California
934. Ventura (CA), County of, California
935. Ventura County Medi-Cal Managed Care
Commission d/b/a Gold Coast Health Plan (CA),
California
936. Westminster (CA), City of, California
937. Yolo (CA), County of, California
938. Yuba (CA), County of, California
939. Adams (CO), County of, Colorado
940. Alamosa (CO), City of, Colorado
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
941. Alamosa (CO), County of, Colorado
942. Arapahoe (CO), County of, Colorado
943. Aurora (CO), City of, Colorado
944. Black Hawk (CO), City of, Colorado
945. Boulder (CO), County of, Colorado
946. Brighton (CO), City of, Colorado
947. Broomfield (CO), County of, Colorado
948. Chaffee (CO), County of, Colorado
949. Commerce City (CO), City of, Colorado
950. Conejos (CO), County of, Colorado
951. Crowley (CO), County of, Colorado
952. Denver (CO), County of, Colorado
953. Federal Heights (CO), City of, Colorado
954. Fremont (CO), County of, Colorado
955. Greeley (CO), City of, Colorado
956. Hudson (CO), Town of, Colorado
957. Huerfano (CO), County of, Colorado
958. Jefferson (CO), County of, Colorado
959. Lakewood (CO), City of, Colorado
960. Larimer (CO), County of, Colorado
961. Las Animas (CO), County of, Colorado
962. Mesa (CO), County of, Colorado
963. Mesa County Valley School District 51
(CO), Colorado
964. Northglenn (CO), City of, Colorado
965. Otero (CO), County of, Colorado
966. Pueblo (CO), County of, Colorado
967. Sheridan (CO), City of, Colorado
968. Teller (CO), County of, Colorado
969. Thornton (CO), City of, Colorado
970. Tri-County Health Department (CO),
Colorado
971. Westminster (CO), City of, Colorado
972. Wheat Ridge (CO), City of, Colorado
973. Ansonia (CT), City of, Connecticut
974. Beacon Falls (CT), Town of, Connecticut
975. Berlin (CT), Town of, Connecticut
976. Bethlehem (CT), Town of, Connecticut
977. Bridgeport (CT), City of, Connecticut
978. Bristol (CT), City of, Connecticut
979. Coventry (CT), Town of, Connecticut
980. Danbury (CT), City of, Connecticut
981. Derby (CT), City of, Connecticut
982. East Hartford (CT), Town of, Connecticut
983. Enfield (CT), Town of, Connecticut
984. Fairfield (CT), Town of, Connecticut
985. Middlebury (CT), Town of, Connecticut
986. Middletown (CT), City of, Connecticut
987. Milford (CT), City of, Connecticut
988. Monroe (CT), Town of, Connecticut
989. Naugatuck (CT), Borough of, Connecticut
990. New Britain (CT), City of, Connecticut
991. New Haven (CT), City of, Connecticut
992. New London (CT), City of, Connecticut
993. New Milford (CT), Town of, Connecticut
994. Newtown (CT), Town of, Connecticut
995. North Haven (CT), Town of, Connecticut
996. Norwalk (CT), City of, Connecticut
997. Norwich (CT), City of, Connecticut
998. Oxford (CT), Town of, Connecticut
999. Prospect (CT), Town of, Connecticut
1000. Roxbury (CT), Town of, Connecticut
1001. Seymour (CT), Town of, Connecticut
1002. Shelton (CT), City of, Connecticut
1003. Southbury (CT), Town of, Connecticut
1004. Southington (CT), Town of, Connecticut
1005. Stratford (CT), Town of, Connecticut
1006. Thomaston (CT), Town of, Connecticut
1007. Tolland (CT), Town of, Connecticut
1008. Torrington (CT), City of, Connecticut
1009. Wallingford (CT), Town of, Connecticut
1010. Waterbury (CT), City of, Connecticut
1011. West Haven (CT), City of, Connecticut
1012. Wethersfield (CT), Town of, Connecticut
1013. Windham (CT), Town of, Connecticut
1014. Wolcott (CT), Town of, Connecticut
1015. Woodbury (CT), Town of, Connecticut
1016. Dover (DE), City of, Delaware
1017. Kent (DE), County of, Delaware
1018. Seaford (DE), City of, Delaware
1019. Sussex (DE), County of, Delaware
1020. Alachua (FL), County of, Florida
1021. Apopka (FL), City of, Florida
1022. Bay (FL), County of, Florida
1023. Bradenton (FL), City of, Florida
1024. Bradford (FL), County of, Florida
1025. Brevard (FL), County of, Florida
1026. Broward (FL), County of, Florida
1027. Calhoun (FL), County of, Florida
1028. Clay (FL), County of, Florida
1029. Clearwater (FL), City of, Florida
1030. Coconut Creek (FL), City of, Florida
1031. Coral Gables (FL), City of, Florida
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1032. Coral Springs (FL), City of, Florida
1033. Daytona Beach (FL), City of, Florida
1034. Daytona Beach Shores (FL), City of,
Florida
1035. Deerfield Beach (FL), City of, Florida
1036. Delray Beach (FL), City of, Florida
1037. Deltona (FL), City of, Florida
1038. Dixie (FL), County of, Florida
1039. Eatonville (FL), Town of, Florida
1040. Escambia (FL), County of, Florida
1041. Florida City (FL), City of, Florida
1042. Fort Lauderdale (FL), City of, Florida
1043. Fort Pierce (FL), City of, Florida
1044. Gilchrist (FL), County of, Florida
1045. Gulf (FL), County of, Florida
1046. Halifax Hospital Medical Center (FL),
Florida
1047. Hallandale Beach (FL), City of, Florida
1048. Hamilton (FL), County of, Florida
1049. Hernando (FL), County of, Florida
1050. Hillsborough (FL), County of, Florida
1051. Holmes (FL), County of, Florida
1052. Homestead (FL), City of, Florida
1053. Jackson (FL), County of, Florida
1054. Jacksonville (FL), City of, Florida
1055. Lake (FL), County of, Florida
1056. Lauderhill (FL), City of, Florida
1057. Lee (FL), County of, Florida
1058. Lee Memorial Health System d/b/a Lee
Health (FL), Florida
1059. Leon (FL), County of, Florida
1060. Levy (FL), County of, Florida
1061. Lynn Haven (FL), City of, Florida
1062. Manatee (FL), County of, Florida
1063. Marion (FL), County of, Florida
1064. Miami (FL), City of, Florida
1065. Miami Gardens (FL), City of, Florida
1066. Miami-Dade (FL), County of, Florida
1067. Miami-Dade County School Board (FL),
Florida
1068. Miramar (FL), City of, Florida
1069. Monroe (FL), County of, Florida
1070. New Port Richey (FL), City of, Florida
1071. Niceville (FL), City of, Florida
1072. North Broward Hospital District (FL),
Florida
1073. North Miami (FL), City of, Florida
1074. Ocala (FL), City of, Florida
1075. Ocoee (FL), City of, Florida
1076. Okaloosa (FL), County of, Florida
1077. Orange (FL), County of, Florida
1078. Orlando (FL), City of, Florida
1079. Ormond Beach (FL), City of, Florida
1080. Osceola (FL), County of, Florida
1081. Oviedo (FL), City of, Florida
1082. Palatka (FL), City of, Florida
1083. Palm Bay (FL), City of, Florida
1084. Palm Beach (FL), County of, Florida
1085. Palmetto (FL), City of, Florida
1086. Panama City (FL), City of, Florida
1087. Pasco (FL), County of, Florida
1088. Pembroke Pines (FL), City of, Florida
1089. Pensacola (FL), City of, Florida
1090. Pinellas (FL), County of, Florida
1091. Pinellas Park (FL), City of, Florida
1092. Polk (FL), County of, Florida
1093. Pompano Beach (FL), City of, Florida
1094. Port St. Lucie (FL), City of, Florida
1095. Putnam (FL), County of, Florida
1096. Sanford (FL), City of, Florida
1097. Santa Rosa (FL), County of, Florida
1098. Sarasota (FL), City of, Florida
1099. Sarasota (FL), County of, Florida
1100. Sarasota County Public Hospital District
(FL), Florida
1101. Seminole (FL), County of, Florida
1102. South Florida Behavioral Health
Network (FL), Florida
1103. St. Augustine (FL), City of, Florida
1104. St. Johns (FL), County of, Florida
1105. St. Lucie (FL), County of, Florida
1106. St. Petersburg (FL), City of, Florida
1107. Stuart (FL), City of, Florida
1108. Suwannee (FL), County of, Florida
1109. Sweetwater (FL), City of, Florida
1110. Tallahassee (FL), City of, Florida
1111. Tampa (FL), City of, Florida
1112. Taylor (FL), County of, Florida
1113. Union (FL), County of, Florida
1114. Volusia (FL), County of, Florida
1115. Walton (FL), County of, Florida
1116. Washington (FL), County of, Florida
1117. West Volusia Hospital Authority (FL),
Florida
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1118. Adel (GA), City of, Georgia
1119. Albany (GA), City of, Georgia
1120. Alma (GA), City of, Georgia
1121. Appling (GA), County of (Sheriff),
Georgia
1122. Appling (GA), County of, Georgia
1123. Arlington (GA), City of, Georgia
1124. Athens-Clarke (GA), County of, Georgia
1125. Atkinson (GA), County of, Georgia
1126. Atlanta (GA), City of, Georgia
1127. Augusta (GA), City of, Georgia
1128. Bacon (GA), County of, Georgia
1129. Bacon County Hospital Foundation
(GA), Georgia
1130. Bainbridge (GA), City of, Georgia
1131. Baldwin (GA), County of (Sheriff),
Georgia
1132. Banks (GA), County of, Georgia
1133. Bartow (GA), County of, Georgia
1134. Ben Hill (GA), County of, Georgia
1135. Berrien (GA), County of, Georgia
1136. Bibb (GA), County of (Sheriff), Georgia
1137. Bibb County School District (GA),
Georgia
1138. Blackshear (GA), City of, Georgia
1139. Blakely (GA), City of, Georgia
1140. Brantley (GA), County of, Georgia
1141. Brooks (GA), County of, Georgia
1142. Brunswick (GA), City of, Georgia
1143. Bulloch (GA), County of, Georgia
1144. Burke (GA), County of, Georgia
1145. Butts (GA), County of, Georgia
1146. Camden (GA), County of, Georgia
1147. Candler (GA), County of, Georgia
1148. Candler County Hospital Authority
(GA), Georgia
1149. Carroll (GA), County of, Georgia
1150. Cartersville (GA), City of, Georgia
1151. Catoosa (GA), County of, Georgia
1152. Charlton (GA), County of, Georgia
1153. Chatham (GA), County of, Georgia
1154. Chatham County Hospital Authority
(GA), Georgia
1155. Chattooga (GA), County of, Georgia
1156. Cherokee (GA), County of, Georgia
1157. Clay (GA), County of, Georgia
1158. Clayton (GA), County of, Georgia
1159. Clinch (GA), County of, Georgia
1160. Clinch County Hospital Authority (GA),
Georgia
1161. Cobb (GA), County of, Georgia
1162. Coffee (GA), County of (Sheriff),
Georgia
1163. Columbia (GA), County of, Georgia
1164. Columbus (GA), City of, Georgia
1165. Cook (GA), County of, Georgia
1166. Crawford (GA), County of (Sheriff),
Georgia
1167. Crisp (GA), County of (Sheriff), Georgia
1168. Crisp (GA), County of, Georgia
1169. Dade (GA), County of, Georgia
1170. Damascus (GA), City of, Georgia
1171. Dawson (GA), City of, Georgia
1172. Dawson (GA), County of, Georgia
1173. Decatur (GA), County of, Georgia
1174. DeKalb (GA), County of, Georgia
1175. Demorest (GA), City of, Georgia
1176. Dodge County Hospital Authority (GA),
Georgia
1177. Dooly (GA), County of, Georgia
1178. Doraville (GA), City of, Georgia
1179. Dougherty (GA), County of, Georgia
1180. Douglas (GA), County of, Georgia
1181. Dunwoody (GA), City of, Georgia
1182. Early (GA), County of, Georgia
1183. Echols (GA), County of, Georgia
1184. Effingham (GA), County of, Georgia
1185. Elbert (GA), County of, Georgia
1186. Emanuel (GA), County of, Georgia
1187. Evans (GA), County of, Georgia
1188. Evans Memorial Hospital, Inc. (GA),
Georgia
1189. Fannin (GA), County of, Georgia
1190. Fayette (GA), County of, Georgia
1191. Fitzgerald (GA), City of, Georgia
1192. Floyd (GA), County of, Georgia
1193. Forsyth (GA), County of, Georgia
1194. Fulton (GA), County of, Georgia
1195. Gainesville (GA), City of, Georgia
1196. Glascock (GA), County of, Georgia
1197. Glynn (GA), County of (Sheriff),
Georgia
1198. Glynn (GA), County of, Georgia
1199. Grady (GA), County of, Georgia
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1200. Greene (GA), County of, Georgia
1201. Gwinnett (GA), County of, Georgia
1202. Habersham (GA), County of, Georgia
1203. Habersham County Medical Center
(GA), Georgia
1204. Hall (GA), County of, Georgia
1205. Hancock (GA), County of, Georgia
1206. Harris (GA), County of (Sheriff),
Georgia
1207. Heard (GA), County of, Georgia
1208. Henry (GA), County of, Georgia
1209. Hospital Authority of Bainbridge and
Decatur County (GA), Georgia
1210. Hospital Authority of Baxley and
Appling County (GA), Georgia
1211. Hospital Authority of Bleckley County
(GA), Georgia
1212. Hospital Authority of Valdosta and
Lowndes County (GA), Georgia
1213. Hospital Authority of Wayne County
(GA), Georgia
1214. Houston (GA), County of (Sheriff),
Georgia
1215. Houston (GA), County of, Georgia
1216. Irwin (GA), County of, Georgia
1217. Jackson (GA), County of, Georgia
1218. Jasper (GA), County of, Georgia
1219. Jeff Davis (GA), County of (Sheriff),
Georgia
1220. Jeff Davis (GA), County of, Georgia
1221. Jefferson (GA), County of, Georgia
1222. Johnson (GA), County of, Georgia
1223. Jones (GA), County of (Sheriff), Georgia
1224. Jones (GA), County of, Georgia
1225. Lakeland (GA), City of, Georgia
1226. Lanier (GA), County of, Georgia
1227. Laurens (GA), County of (Sheriff),
Georgia
1228. Laurens (GA), County of, Georgia
1229. Lee (GA), County of, Georgia
1230. Liberty (GA), County of, Georgia
1231. Lincoln (GA), County of, Georgia
1232. Long (GA), County of, Georgia
1233. Lowndes (GA), County of, Georgia
1234. Lumpkin (GA), County of, Georgia
1235. Macon (GA), County of, Georgia
1236. Macon-Bibb (GA), County of, Georgia
1237. Madison (GA), County of, Georgia
1238. McDuffie (GA), County of, Georgia
1239. McIntosh (GA), County of, Georgia
1240. Meriwether (GA), County of (Sheriff),
Georgia
1241. Meriwether (GA), County of, Georgia
1242. Milledgeville (GA), City of, Georgia
1243. Monroe (GA), County of, Georgia
1244. Montgomery (GA), County of, Georgia
1245. Murray (GA), County of (Sheriff),
Georgia
1246. Nashville (GA), City of, Georgia
1247. Newton (GA), County of, Georgia
1248. Oconee (GA), County of (Sheriff),
Georgia
1249. Oconee (GA), County of, Georgia
1250. Oglethorpe (GA), County of, Georgia
1251. Peach (GA), County of (Sheriff),
Georgia
1252. Peach (GA), County of, Georgia
1253. Pierce (GA), County of (Sheriff),
Georgia
1254. Pierce (GA), County of, Georgia
1255. Pike (GA), County of, Georgia
1256. Polk (GA), County of, Georgia
1257. Pooler (GA), City of, Georgia
1258. Pulaski (GA), County of, Georgia
1259. Rabun (GA), County of, Georgia
1260. Randolph (GA), County of, Georgia
1261. Richmond Hill (GA), City of, Georgia
1262. Rockdale (GA), County of, Georgia
1263. Rome (GA), City of, Georgia
1264. Sandy Springs (GA), City of, Georgia
1265. Savannah (GA), City of, Georgia
1266. Schley (GA), County of, Georgia
1267. Screven (GA), County of (Sheriff),
Georgia
1268. Screven (GA), County of, Georgia
1269. Seminole (GA), County of, Georgia
1270. Spalding (GA), County of, Georgia
1271. Springfield (GA), City of, Georgia
1272. Stephens (GA), County of, Georgia
1273. Sumter (GA), County of, Georgia
1274. Taliaferro (GA), County of, Georgia
1275. Tattnall (GA), County of, Georgia
1276. Telfair (GA), County of (Sheriff),
Georgia
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1277. Tift (GA), County of (Sheriff), Georgia
1278. Tifton (GA), City of, Georgia
1279. Toombs (GA), County of, Georgia
1280. Towns (GA), County of, Georgia
1281. Troup (GA), County of, Georgia
1282. Twiggs (GA), County of, Georgia
1283. Union (GA), County of, Georgia
1284. Walton (GA), County of, Georgia
1285. Ware (GA), County of (Sheriff), Georgia
1286. Warren (GA), County of, Georgia
1287. Warwick (GA), City of, Georgia
1288. Washington (GA), County of, Georgia
1289. Wayne (GA), County of (Sheriff),
Georgia
1290. Wayne (GA), County of, Georgia
1291. Whitfield (GA), County of, Georgia
1292. Wilcox (GA), County of, Georgia
1293. Wilkes (GA), County of, Georgia
1294. Wilkinson (GA), County of, Georgia
1295. Woodbury (GA), City of, Georgia
1296. Worth (GA), County of, Georgia
1297. Hawai'i (HI), County of, Hawai'i
1298. Kaua’i (HI), County of, Hawai'i
1299. Ada (ID), County of, Idaho
1300. Adams (ID), County of, Idaho
1301. Bannock (ID), County of, Idaho
1302. Bingham (ID), County of, Idaho
1303. Blaine (ID), County of, Idaho
1304. Boise (ID), City of, Idaho
1305. Boise (ID), County of, Idaho
1306. Bonneville (ID), County of, Idaho
1307. Camas (ID), County of, Idaho
1308. Canyon (ID), County of, Idaho
1309. Caribou (ID), County of, Idaho
1310. Cassia (ID), County of, Idaho
1311. Chubbuck (ID), City of, Idaho
1312. Elmore (ID), County of, Idaho
1313. Gooding (ID), County of, Idaho
1314. Latah (ID), County of, Idaho
1315. Minidoka (ID), County of, Idaho
1316. Owyhee (ID), County of, Idaho
1317. Payette (ID), County of, Idaho
1318. Pocatello (ID), City of, Idaho
1319. Preston (ID), City of, Idaho
1320. Twin Falls (ID), City of, Idaho
1321. Twin Falls (ID), County of, Idaho
1322. Addison (IL), Village of, Illinois
1323. Alexander (IL), County of, Illinois
1324. Algonquin (IL), Village of, Illinois
1325. Algonquin – Lake in the Hills Fire
Protection District (IL), Illinois
1326. Anna (IL), City of, Illinois
1327. Arlington Heights (IL), Village of,
Illinois
1328. Barrington (IL), Village of, Illinois
1329. Bartlett (IL), Village of, Illinois
1330. Bartlett Fire Protection District (IL),
Illinois
1331. Batavia (IL), City of, Illinois
1332. Beach Park (IL), Village of, Illinois
1333. Bedford Park (IL), Village of, Illinois
1334. Beecher (IL), Village of, Illinois
1335. Bellwood (IL), Village of, Illinois
1336. Bensenville (IL), Village of, Illinois
1337. Benton (IL), City of, Illinois
1338. Berkeley (IL), Village of, Illinois
1339. Berwyn (IL), City of, Illinois
1340. Bloomingdale (IL), Village of, Illinois
1341. Bloomington (IL), Village of, Illinois
1342. Board of Education of East Aurora,
School District 131 (IL), Illinois
1343. Board of Education of Joliet Township
High School, District 204 (IL), Illinois
1344. Board of Education of Thornton
Fractional Township High Schools, District 215
(IL), Illinois
1345. Board of Education of Thornton
Township High Schools, District 205 (IL),
Illinois
1346. Bolingbrook (IL), Village of, Illinois
1347. Bond (IL), County of, Illinois
1348. Boone (IL), County of, Illinois
1349. Bridgeview (IL), Village of, Illinois
1350. Broadview (IL), Village of, Illinois
1351. Brookfield (IL), Village of, Illinois
1352. Buffalo Grove (IL), Village of, Illinois
1353. Burbank (IL), City of, Illinois
1354. Bureau (IL), County of, Illinois
1355. Burr Ridge (IL), Village of, Illinois
1356. Calhoun (IL), County of, Illinois
1357. Campton Hills (IL), Village of, Illinois
1358. Carbondale (IL), City of, Illinois
1359. Carol Stream (IL), Village of, Illinois
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1360. Carol Stream Fire Protection District
(IL), Illinois
1361. Bloomingdale (IL), Village of, Illinois
1362. Cary (IL), Village of, Illinois
1363. Cary Area Public Library (IL), Illinois
1364. Champaign (IL), County of, Illinois
1365. Channahon (IL), Village of, Illinois
1366. Chicago (IL), City of, Illinois
1367. Chicago Board of Education District No.
299 (IL), Illinois
1368. Chicago Heights (IL), City of, Illinois
1369. Chicago Ridge (IL), Village of, Illinois
1370. Christian (IL), County of, Illinois
1371. Clarendon Hills (IL), Village of, Illinois
1372. Coal City (IL), Village of, Illinois
1373. Collinsville (IL), City of, Illinois
1374. Coles (IL), County of, Illinois
1375. Colona (IL), City of, Illinois
1376. Cook (IL), County of, Illinois
1377. Countryside (IL), City of, Illinois
1378. Crest Hill (IL), City of, Illinois
1379. Crete (IL), Village of, Illinois
1380. Crete Township (IL), Township of,
Illinois
1381. Crystal Lake (IL), City of, Illinois
1382. Darien (IL), City of, Illinois
1383. Deerfield (IL), Village of, Illinois
1384. DeKalb (IL), City of, Illinois
1385. DeKalb (IL), County of, Illinois
1386. Des Plaines (IL), City of, Illinois
1387. Dolton (IL), Village of, Illinois
1388. DuPage (IL), County of, Illinois
1389. DuPage Public Safety Communications
(DU-COMM) (IL), Illinois
1390. East Hazel Crest (IL), Village of, Illinois
1391. East Moline (IL), City of, Illinois
1392. Edwards (IL), County of, Illinois
1393. Effingham (IL), City of, Illinois
1394. Effingham (IL), County of, Illinois
1395. Elk Grove Village (IL), Village of,
Illinois
1396. Evanston (IL), City of, Illinois
1397. Evergreen Park (IL), Village of, Illinois
1398. Flossmoor (IL), Village of, Illinois
1399. Forest Park (IL), Village of, Illinois
1400. Forest Preserve District of DuPage
County (IL), Illinois
1401. Forest Preserve District of Kane County
(IL), Illinois
1402. Forest Preserve District of Winnebago
County (IL), Illinois
1403. Franklin (IL), County of, Illinois
1404. Franklin Park (IL), Village of, Illinois
1405. Freeport (IL), City of, Illinois
1406. Gallatin (IL), County of, Illinois
1407. Gilberts (IL), Village of, Illinois
1408. Glen Carbon (IL), Village of, Illinois
1409. Glen Ellyn (IL), Village of, Illinois
1410. Glencoe (IL), Village of, Illinois
1411. Glenview (IL), Village of, Illinois
1412. Glenview Park District (IL), Illinois
1413. Granite City (IL), City of, Illinois
1414. Hamilton (IL), County of, Illinois
1415. Hanover Park (IL), Village of, Illinois
1416. Hardin (IL), County of, Illinois
1417. Harrisburg (IL), City of, Illinois
1418. Harvey. (IL), City of, Illinois
1419. Harwood Heights (IL), Village of,
Illinois
1420. Hazel Crest (IL), Village of, Illinois
1421. Henry (IL), County of, Illinois
1422. Herrin (IL), City of, Illinois
1423. Highland Park (IL), City of, Illinois
1424. Highwood (IL), City of, Illinois
1425. Hillside (IL), Village of, Illinois
1426. Hinsdale (IL), Village of, Illinois
1427. Hodgkins (IL), Village of, Illinois
1428. Hoffman Estates (IL), Village of, Illinois
1429. Homer Glen (IL), Village of, Illinois
1430. Homewood (IL), Village of, Illinois
1431. Homewood Public Library (IL), Illinois
1432. Huntley (IL), Village of, Illinois
1433. Indian Head Park (IL), Village of,
Illinois
1434. Intergovernmental Personnel Benefit
Cooperative (IL), Illinois
1435. Intergovernmental Risk Management
Agency (IL), Illinois
1436. Itasca (IL), Village of, Illinois
1437. Jasper (IL), County of, Illinois
1438. Jefferson (IL), County of, Illinois
1439. Jersey (IL), County of, Illinois
1440. Johnson (IL), County of, Illinois
1441. Joint Action Water Agency (IL), Illinois
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1442. Justice (IL), Village of, Illinois
1443. Kane (IL), County of, Illinois
1444. Kankakee (IL), City of, Illinois
1445. Kankakee (IL), County of, Illinois
1446. Kendall (IL), County of, Illinois
1447. Kenilworth (IL), Village of, Illinois
1448. La Grange (IL), Village of, Illinois
1449. La Grange Park (IL), Village of, Illinois
1450. Lake (IL), County of (Sheriff), Illinois
1451. Lake (IL), County of, Illinois
1452. Lake Bluff (IL), Village of, Illinois
1453. Lake Forest (IL), City of, Illinois
1454. Lake in the Hills (IL), Village of, Illinois
1455. Lake Zurich (IL), Village of, Illinois
1456. LaSalle (IL), County of, Illinois
1457. Lawrence (IL), County of, Illinois
1458. Lee (IL), County of, Illinois
1459. Lemont (IL), Village of, Illinois
1460. Libertyville (IL), Village of, Illinois
1461. Lincolnville (IL), Village of, Illinois
1462. Lisle (IL), Village of, Illinois
1463. Lisle Park District (IL), Illinois
1464. Lisle Woodridge Fire Protection District
(IL), Illinois
1465. Livingston (IL), County of, Illinois
1466. Lockport (IL), City of, Illinois
1467. Lombard (IL), Village of, Illinois
1468. Lyons (IL), Township of, Illinois
1469. Lyons (IL), Village of, Illinois
1470. Lyons Township Area Community
Center (IL), Illinois
1471. Macon (IL), County of, Illinois
1472. Macoupin (IL), County of, Illinois
1473. Marion (IL), City of, Illinois
1474. Marion (IL), County of, Illinois
1475. Massac (IL), County of, Illinois
1476. Maywood (IL), Village of, Illinois
1477. McCook (IL), Village of, Illinois
1478. McHenry (IL), City of, Illinois
1479. McHenry (IL), County of, Illinois
1480. McLean (IL), County of, Illinois
1481. Melrose Park (IL), Village of, Illinois
1482. Merrionette Park (IL), Village of, Illinois
1483. Metropolis (IL), City of, Illinois
1484. Metropolitan Pier and Exposition
Authority (IL), Illinois
1485. Mokena (IL), Village of, Illinois
1486. Monee (IL), Village of, Illinois
1487. Monroe (IL), County of, Illinois
1488. Montgomery (IL), Village of, Illinois
1489. Morton Grove (IL), Village of, Illinois
1490. Mount Prospect (IL), Village of, Illinois
1491. Mundelein (IL), Village of, Illinois
1492. Municipal Consolidated Dispatch (IL),
Illinois
1493. Naperville Park District (IL), Illinois
1494. New Baden (IL), Village of, Illinois
1495. North Aurora (IL), Village of, Illinois
1496. North East Multi-Regional Training
Center (IL), Illinois
1497. North Riverside (IL), Village of, Illinois
1498. Northbrook (IL), Village of, Illinois
1499. Northbrook Public Library (IL), Illinois
1500. Northeastern Illinois Public Safety
Training Academy (IL), Illinois
1501. Northwest Central Dispatch System (IL),
Illinois
1502. Northfield (IL), Village of, Illinois
1503. Northlake (IL), City of, Illinois
1504. Oak Brook (IL), Village of, Illinois
1505. Oak Lawn (IL), Village of, Illinois
1506. Oak Park (IL), Township of, Illinois
1507. Oak Park (IL), Village of, Illinois
1508. Oak Park Public Library (IL), Illinois
1509. Olympia Fields (IL), Village of, Illinois
1510. Orland Fire Protection District (IL),
Illinois
1511. Orland Park (IL), Village of, Illinois
1512. Oswego (IL), Village of, Illinois
1513. Oswegoland Park District (IL), Illinois
1514. Palatine (IL), Village of, Illinois
1515. Palatine Police Department (IL), Illinois
1516. Palos Heights (IL), City of, Illinois
1517. Palos Hills (IL), City of, Illinois
1518. Palos Park (IL), Village of, Illinois
1519. Park Forest (IL), Village of, Illinois
1520. Park Ridge (IL), City of, Illinois
1521. Pekin (IL), City of, Illinois
1522. Peoria (IL), City of, Illinois
1523. Peotone (IL), Village of, Illinois
1524. Piatt (IL), County of, Illinois
1525. Plainfield (IL), Village of, Illinois
1526. Posen (IL), Village of, Illinois
1527. Princeton (IL), City of, Illinois
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1528. Pulaski (IL), County of, Illinois
1529. Richton Park (IL), Village of, Illinois
1530. River Forest (IL), Village of, Illinois
1531. River Grove (IL), Village of, Illinois
1532. Riverside (IL), Village of, Illinois
1533. Rochelle (IL), City of, Illinois
1534. Rock Falls (IL), City of, Illinois
1535. Rockford (IL), City of, Illinois
1536. Rolling Meadows (IL), City of, Illinois
1537. Roscoe (IL), Village of, Illinois
1538. Roselle (IL), Village of, Illinois
1539. Saline (IL), County of, Illinois
1540. Sangamon (IL), County of, Illinois
1541. Schaumburg (IL), Village of, Illinois
1542. Schiller Park (IL), Village of, Illinois
1543. Schuyler (IL), County of, Illinois
1544. Sesser (IL), City of, Illinois
1545. Shelby (IL), County of, Illinois
1546. South Chicago Heights (IL), Village of,
Illinois
1547. South Holland (IL), Village of, Illinois
1548. Southeast Emergency Communications
(SEECOM) (IL), Illinois
1549. Spring Grove (IL), Village of, Illinois
1550. St. Clair (IL), County of, Illinois
1551. Steger (IL), Village of, Illinois
1552. Stickney (IL), Village of, Illinois
1553. Stone Park (IL), Village of, Illinois
1554. Streamwood (IL), Village of, Illinois
1555. Streator (IL), City of, Illinois
1556. Sugar Grove (IL), Village of, Illinois
1557. Summit (IL), Village of, Illinois
1558. Swansea (IL), Village of, Illinois
1559. Tinley Park (IL), Village of, Illinois
1560. Trenton (IL), City of, Illinois
1561. Union (IL), County of, Illinois
1562. Villa Park (IL), Village of, Illinois
1563. Wabash (IL), County of, Illinois
1564. Warrenville (IL), City of, Illinois
1565. Washington (IL), City of, Illinois
1566. Washington (IL), County of, Illinois
1567. Wauconda (IL), Village of, Illinois
1568. Waukegan Community Unit School
District (IL), Illinois
1569. West Central Consolidated
Communications (IL), Illinois
1570. West Chicago (IL), City of, Illinois
1571. West Chicago Fire Protection District
(IL), Illinois
1572. West Dundee (IL), Village of, Illinois
1573. West Frankfort (IL), City of, Illinois
1574. West Franklin (IL), County of (Central
Dispatch), Illinois
1575. West Suburban Consolidated Dispatch
Center (IL), Illinois
1576. Westchester (IL), Village of, Illinois
1577. Western Springs (IL), Village of, Illinois
1578. Westmont (IL), Village of, Illinois
1579. Westmont Police Department (IL),
Illinois
1580. Wheaton (IL), City of, Illinois
1581. Wheeling (IL), Village of, Illinois
1582. White (IL), County of, Illinois
1583. Will (IL), County of, Illinois
1584. Williamson (IL), County of, Illinois
1585. Willowbrook (IL), Village of, Illinois
1586. Wilmette (IL), Village of, Illinois
1587. Winfield (IL), Village of, Illinois
1588. Winfield Fire Protection District (IL),
Illinois
1589. Winnebago (IL), County of, Illinois
1590. Winnetka (IL), Village of, Illinois
1591. Wood Dale (IL), City of, Illinois
1592. Wood River (IL), City of, Illinois
1593. Woodridge (IL), Village of, Illinois
1594. Woodridge Public Library (IL), Illinois
1595. Alexandria (IN), City of, Indiana
1596. Allen (IN), County of, Indiana
1597. Austin (IN), City of, Indiana
1598. Beech Grove (IN), City of, Indiana
1599. Benton (IN), County of, Indiana
1600. Blackford (IN), County of, Indiana
1601. Bloomington (IN), City of, Indiana
1602. Brownstown (IN), Town of, Indiana
1603. Chandler (IN), Town of, Indiana
1604. Connersville (IN), City of, Indiana
1605. Danville (IN), Town of, Indiana
1606. Delaware (IN), County of, Indiana
1607. Elwood (IN), City of, Indiana
1608. Evansville (IN), City of, Indiana
1609. Fayette (IN), County of, Indiana
1610. Fishers (IN), City of, Indiana
1611. Fort Wayne Community Schools (IN),
Indiana
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1612. Franklin (IN), City of, Indiana
1613. Franklin (IN), County of, Indiana
1614. Gary (IN), City of, Indiana
1615. Greenwood (IN), City of, Indiana
1616. Hammond (IN), City of, Indiana
1617. Hartford City (IN), City of, Indiana
1618. Howard (IN), County of, Indiana
1619. Huntington (IN), City of, Indiana
1620. Indianapolis (IN), City of, Indiana
1621. Jackson (IN), County of, Indiana
1622. Jasper (IN), City of, Indiana
1623. Jay (IN), County of, Indiana
1624. Jeffersonville (IN), City of, Indiana
1625. Jennings (IN), County of, Indiana
1626. Kokomo (IN), City of, Indiana
1627. Lafayette (IN), City of, Indiana
1628. Lake (IN), County of, Indiana
1629. LaPorte (IN), County of, Indiana
1630. Lawrence (IN), City of, Indiana
1631. Lawrence (IN), County of, Indiana
1632. Logansport (IN), City of, Indiana
1633. Madison (IN), City of, Indiana
1634. Madison (IN), County of, Indiana
1635. Marion (IN), County of, Indiana
1636. Marshall (IN), County of, Indiana
1637. Martinsville (IN), City of, Indiana
1638. Mishawaka (IN), City of, Indiana
1639. Mishawaka (IN), City of, Indiana
1640. Monroe (IN), County of, Indiana
1641. Montpelier (IN), City of, Indiana
1642. Mooresville (IN), Town of, Indiana
1643. Morgan (IN), County of, Indiana
1644. New Albany (IN), City of, Indiana
1645. New Castle (IN), City of, Indiana
1646. Noblesville (IN), City of, Indiana
1647. Orange (IN), County of, Indiana
1648. Pendleton (IN), Town of, Indiana
1649. Penn-Harris-Madison School
Corporation (IN), Indiana
1650. Peru (IN), City of, Indiana
1651. Plainfield (IN), Town of, Indiana
1652. Porter (IN), County of, Indiana
1653. Portland (IN), City of, Indiana
1654. Pulaski (IN), County of, Indiana
1655. Richmond (IN), City of, Indiana
1656. Ripley (IN), County of, Indiana
1657. School City of Mishawaka (IN), Indiana
1658. Scott (IN), County of, Indiana
1659. Seymour (IN), City of, Indiana
1660. Shelbyville (IN), City of, Indiana
1661. Sheridan (IN), Town of, Indiana
1662. Smith-Green Community Schools (IN),
Indiana
1663. South Bend (IN), City of, Indiana
1664. South Bend Community School
Corporation (IN), Indiana
1665. St. Joseph (IN), County of, Indiana
1666. Starke (IN), County of, Indiana
1667. Tippecanoe (IN), County of, Indiana
1668. Upland (IN), Town of, Indiana
1669. Vanderburgh (IN), County of, Indiana
1670. Vigo (IN), County of, Indiana
1671. West Lafayette (IN), City of, Indiana
1672. Westfield (IN), City of, Indiana
1673. Zionsville (IN), Town of, Indiana
1674. Adair (IA), County of, Iowa
1675. Adams (IA), County of, Iowa
1676. Allamakee (IA), County of, Iowa
1677. Appanoose (IA), County of, Iowa
1678. Audubon (IA), County of, Iowa
1679. Benton (IA), County of, Iowa
1680. Black Hawk (IA), County of, Iowa
1681. Bremer (IA), County of, Iowa
1682. Buchanan (IA), County of, Iowa
1683. Buena Vista (IA), County of, Iowa
1684. Calhoun (IA), County of, Iowa
1685. Carroll (IA), County of, Iowa
1686. Cedar (IA), County of, Iowa
1687. Cerro Gordo (IA), County of, Iowa
1688. Cherokee (IA), County of, Iowa
1689. Chickasaw (IA), County of, Iowa
1690. Clay (IA), County of, Iowa
1691. Clayton (IA), County of, Iowa
1692. Clinton (IA), County of, Iowa
1693. Dallas (IA), County of, Iowa
1694. Delaware (IA), County of, Iowa
1695. Des Moines (IA), County of, Iowa
1696. Emmet (IA), County of, Iowa
1697. Fayette (IA), County of, Iowa
1698. Fremont (IA), County of, Iowa
1699. Hamilton (IA), County of, Iowa
1700. Hancock (IA), County of, Iowa
1701. Hardin (IA), County of, Iowa
1702. Harrison (IA), County of, Iowa
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1703. Henry (IA), County of, Iowa
1704. Howard (IA), County of, Iowa
1705. Humboldt (IA), County of, Iowa
1706. Ida (IA), County of, Iowa
1707. Jasper (IA), County of, Iowa
1708. Johnson (IA), County of, Iowa
1709. Jones (IA), County of, Iowa
1710. Keokuk (IA), County of, Iowa
1711. Lee (IA), County of, Iowa
1712. Lyon (IA), County of, Iowa
1713. Madison (IA), County of, Iowa
1714. Mahaska (IA), County of, Iowa
1715. Marion (IA), County of, Iowa
1716. Mills (IA), County of, Iowa
1717. Mitchell (IA), County of, Iowa
1718. Monroe (IA), County of, Iowa
1719. Montgomery (IA), County of, Iowa
1720. Muscatine (IA), County of, Iowa
1721. O’Brien (IA), County of, Iowa
1722. Osceola (IA), County of, Iowa
1723. Plymouth (IA), County of, Iowa
1724. Pocahontas (IA), County of, Iowa
1725. Polk (IA), County of, Iowa
1726. Pottawattamie (IA), County of, Iowa
1727. Poweshiek (IA), County of, Iowa
1728. Sac (IA), County of, Iowa
1729. Scott (IA), County of, Iowa
1730. Shelby (IA), County of, Iowa
1731. Sioux (IA), County of, Iowa
1732. Tama (IA), County of, Iowa
1733. Taylor (IA), County of, Iowa
1734. Union (IA), County of, Iowa
1735. Webster (IA), County of, Iowa
1736. Winnebago (IA), County of, Iowa
1737. Winneshiek (IA), County of, Iowa
1738. Worth (IA), County of, Iowa
1739. Wright (IA), County of, Iowa
1740. Allen (KS), County of, Kansas
1741. Barber (KS), County of, Kansas
1742. Bourbon (KS), County of, Kansas
1743. Cherokee (KS), County of, Kansas
1744. Cowley (KS), County of, Kansas
1745. Crawford (KS), County of, Kansas
1746. Dickinson (KS), County of, Kansas
1747. Elk (KS), County of, Kansas
1748. Elkhardt (KS), City of, Kansas
1749. Finney (KS), County of, Kansas
1750. Ford (KS), County of, Kansas
1751. Grant (KS), County of, Kansas
1752. Greenwood (KS), County of, Kansas
1753. Harvey (KS), County of, Kansas
1754. Johnson (KS), County of, Kansas
1755. Leavenworth (KS), County of, Kansas
1756. Manter (KS), City of, Kansas
1757. Meade (KS), County of, Kansas
1758. Montgomery (KS), County of, Kansas
1759. Morton (KS), County of, Kansas
1760. Neosho (KS), County of, Kansas
1761. Overland Park (KS), City of, Kansas
1762. Pratt (KS), County of, Kansas
1763. Reno (KS), County of, Kansas
1764. Sedgwick (KS), County of, Kansas
1765. Seward (KS), County of, Kansas
1766. Shawnee (KS), County of, Kansas
1767. Stanton (KS), County of, Kansas
1768. Ulysses (KS), City of, Kansas
1769. Wabaunsee (KS), County of, Kansas
1770. Wichita (KS), City of, Kansas
1771. Wyandotte County/Kansas City (KS),
Unified Government of, Kansas
1772. Adair (KY), County of (Fiscal Court),
Kentucky
1773. Allen (KY), County of, Kentucky
1774. Anderson (KY), County of (Fiscal
Court), Kentucky
1775. Ballard (KY), County of, Kentucky
1776. Bath (KY), County of (Fiscal Court),
Kentucky
1777. Bell (KY), County of (Fiscal Court),
Kentucky
1778. Bellefonte (KY), City of, Kentucky
1779. Benham (KY), City of, Kentucky
1780. Board of Education of Breathitt County
Public Schools (KY), Kentucky
1781. Board of Education of Bullitt County
Public Schools (KY), Kentucky
1782. Board of Education of Estill County
Public Schools (KY), Kentucky
1783. Board of Education of Fayette County
Public Schools (KY), Kentucky
1784. Board of Education of Harrison County
Public Schools (KY), Kentucky
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1785. Board of Education of Hart County
Public Schools (KY), Kentucky
1786. Board of Education of Jefferson County
Public Schools (KY), Kentucky
1787. Board of Education of Johnson County
Public School District (KY), Kentucky
1788. Board of Education of LaRue County
Public Schools (KY), Kentucky
1789. Board of Education of Lawrence County
Public Schools (KY), Kentucky
1790. Board of Education of Martin County
Public Schools (KY), Kentucky
1791. Board of Education of Menifee County
Public Schools (KY), Kentucky
1792. Board of Education of Owsley County
Public Schools (KY), Kentucky
1793. Board of Education of Wolfe County
Public Schools (KY), Kentucky
1794. Boone (KY), County of (Fiscal Court),
Kentucky
1795. Bourbon (KY), County of (Fiscal Court),
Kentucky
1796. Boyd (KY), County of (Fiscal Court),
Kentucky
1797. Boyle (KY), County of (Fiscal Court),
Kentucky
1798. Bracken (KY), County of (Fiscal Court),
Kentucky
1799. Breathitt (KY), County of (Fiscal Court),
Kentucky
1800. Breckinridge (KY), County of, Kentucky
1801. Buckhorn (KY), City of, Kentucky
1802. Bullitt (KY), County of (Fiscal Court),
Kentucky
1803. Caldwell (KY), County of (Fiscal Court),
Kentucky
1804. Calloway (KY), County of (Fiscal
Court), Kentucky
1805. Campbell (KY), County of (Fiscal
Court), Kentucky
1806. Campbellsville (KY), City of, Kentucky
1807. Carlisle (KY), County of (Fiscal Court),
Kentucky
1808. Carter (KY), County of (Fiscal Court),
Kentucky
1809. Casey (KY), County of (Fiscal Court),
Kentucky
1810. Christian (KY), County of (Fiscal Court),
Kentucky
1811. Clark (KY), County of (Fiscal Court),
Kentucky
1812. Clay (KY), County of (Fiscal Court),
Kentucky
1813. Clinton (KY), County of (Fiscal Court),
Kentucky
1814. Columbia (KY), City of, Kentucky
1815. Covington (KY), City of, Kentucky
1816. Cumberland (KY), County of (Fiscal
Court), Kentucky
1817. Daviess (KY), County of (Fiscal Court),
Kentucky
1818. Edmonson (KY), County of (Fiscal
Court), Kentucky
1819. Elliott (KY), County of (Fiscal Court),
Kentucky
1820. Estill (KY), County of (Fiscal Court),
Kentucky
1821. Estill County Emergency Medical
Services (KY), Kentucky
1822. Fleming (KY), County of (Fiscal Court),
Kentucky
1823. Florence (KY), City of, Kentucky
1824. Floyd (KY), County of, Kentucky
1825. Franklin (KY), County of (Fiscal Court),
Kentucky
1826. Fulton (KY), County of (Fiscal Court),
Kentucky
1827. Gallatin (KY), County of (Fiscal Court),
Kentucky
1828. Garrard (KY), County of (Fiscal Court),
Kentucky
1829. Grant (KY), County of (Fiscal Court),
Kentucky
1830. Grayson (KY), City of, Kentucky
1831. Green (KY), County of (Fiscal Court),
Kentucky
1832. Greenup (KY), County of (Fiscal Court),
Kentucky
1833. Greenup (KY), City of, Kentucky
1834. Hancock (KY), County of (Fiscal Court),
Kentucky
1835. Hardin (KY), County of (Fiscal Court),
Kentucky
1836. Harlan (KY), County of (Fiscal Court),
Kentucky
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1837. Harlan (KY), City of, Kentucky
1838. Harrison (KY), County of (Fiscal Court),
Kentucky
1839. Hart (KY), County of (Fiscal Court),
Kentucky
1840. Henderson (KY), County of (Fiscal
Court), Kentucky
1841. Henderson (KY), City of, Kentucky
1842. Henry (KY), County of (Fiscal Court),
Kentucky
1843. Hickman (KY), County of (Fiscal Court),
Kentucky
1844. Hillview (KY), City of, Kentucky
1845. Hopkins (KY), County of (Fiscal Court),
Kentucky
1846. Hyden (KY), City of, Kentucky
1847. Inez (KY), City of, Kentucky
1848. Jamestown (KY), City of, Kentucky
1849. Jenkins (KY), City of, Kentucky
1850. Jessamine (KY), County of (Fiscal
Court), Kentucky
1851. Kenton (KY), County of (Fiscal Court),
Kentucky
1852. Kentucky River District Health
Department (KY), Kentucky
1853. Knott (KY), County of, Kentucky
1854. Knox (KY), County of (Fiscal Court),
Kentucky
1855. Larue (KY), County of (Fiscal Court),
Kentucky
1856. Laurel (KY), County of (Fiscal Court),
Kentucky
1857. Lawrence (KY), County of, Kentucky
1858. Lee (KY), County of (Fiscal Court),
Kentucky
1859. Leslie (KY), County of (Fiscal Court),
Kentucky
1860. Letcher (KY), County of (Fiscal Court),
Kentucky
1861. Lewis (KY), County of (Fiscal Court),
Kentucky
1862. Lexington-Fayette Urban (KY), County
of, Kentucky
1863. Lincoln (KY), County of (Fiscal Court),
Kentucky
1864. Logan (KY), County of (Fiscal Court),
Kentucky
1865. London (KY), City of, Kentucky
1866. Louisville-Jefferson (KY), County of,
Kentucky
1867. Loyall (KY), City of, Kentucky
1868. Lynch (KY), City of, Kentucky
1869. Madison (KY), County of (Fiscal Court),
Kentucky
1870. Manchester (KY), City of, Kentucky
1871. Marshall (KY), County of (Fiscal Court),
Kentucky
1872. Martin (KY), County of (Fiscal Court),
Kentucky
1873. Mason (KY), County of (Fiscal Court),
Kentucky
1874. McCracken (KY), County of, Kentucky
1875. McLean (KY), County of (Fiscal Court),
Kentucky
1876. Meade (KY), County of (Fiscal Court),
Kentucky
1877. Mercer (KY), County of (Fiscal Court),
Kentucky
1878. Monroe (KY), County of (Fiscal Court),
Kentucky
1879. Montgomery (KY), County of (Fiscal
Court), Kentucky
1880. Morehead (KY), City of, Kentucky
1881. Morgan (KY), County of (Fiscal Court),
Kentucky
1882. Morganfield (KY), City of, Kentucky
1883. Mt. Washington (KY), City of, Kentucky
1884. Muhlenberg (KY), County of (Fiscal
Court), Kentucky
1885. Murray (KY), City of, Kentucky
1886. Nicholas (KY), County of (Fiscal Court),
Kentucky
1887. Ohio (KY), County of (Fiscal Court),
Kentucky
1888. Oldham (KY), County of (Fiscal Court),
Kentucky
1889. Owen (KY), County of (Fiscal Court),
Kentucky
1890. Owensboro (KY), City of, Kentucky
1891. Owsley (KY), County of (Fiscal Court),
Kentucky
1892. Paducah (KY), City of, Kentucky
1893. Paintsville (KY), City of, Kentucky
1894. Pendleton (KY), County of (Fiscal
Court), Kentucky
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1895. Perry (KY), County of (Fiscal Court),
Kentucky
1896. Pike (KY), County of, Kentucky
1897. Pineville (KY), City of, Kentucky
1898. Pippa Passes (KY), City of, Kentucky
1899. Powell (KY), County of (Fiscal Court),
Kentucky
1900. Prestonsburg (KY), City of, Kentucky
1901. Pulaski (KY), County of (Fiscal Court),
Kentucky
1902. Rowan (KY), County of (Fiscal Court),
Kentucky
1903. Russell (KY), County of (Fiscal Court),
Kentucky
1904. Russell (KY), City of, Kentucky
1905. Russell Springs (KY), City of, Kentucky
1906. Scott (KY), County of (Fiscal Court),
Kentucky
1907. Shelby (KY), County of (Fiscal Court),
Kentucky
1908. Shepherdsville (KY), City of, Kentucky
1909. South Shore (KY), City of, Kentucky
1910. Spencer (KY), County of (Fiscal Court),
Kentucky
1911. Taylor (KY), County of (Fiscal Court),
Kentucky
1912. Taylor County Hospital District Health
Facilities Corporation (KY), Kentucky
1913. Todd (KY), County of (Fiscal Court),
Kentucky
1914. Union (KY), County of (Fiscal Court),
Kentucky
1915. Vanceburg (KY), City of, Kentucky
1916. Warfield (KY), City of, Kentucky
1917. Warren (KY), County of, Kentucky
1918. Wayne (KY), County of (Fiscal Court),
Kentucky
1919. Webster (KY), County of (Fiscal Court),
Kentucky
1920. West Liberty (KY), City of, Kentucky
1921. Whitesburg (KY), City of, Kentucky
1922. Whitley (KY), County of (Fiscal Court),
Kentucky
1923. Winchester (KY), City of, Kentucky
1924. Wolfe (KY), County of (Fiscal Court),
Kentucky
1925. Woodford (KY), County of (Fiscal
Court), Kentucky
1926. Worthington (KY), City of, Kentucky
1927. Abita Springs (LA), Town of, Louisiana
1928. Acadia-St. Landry Hospital Service
District (LA), Louisiana
1929. Alexandria (LA), City of, Louisiana
1930. Allen (LA), Parish of (Sheriff),
Louisiana
1931. Ascension (LA), Parish of (Sheriff),
Louisiana
1932. Ascension (LA), Parish of, Louisiana
1933. Ascension Parish School Board (LA),
Louisiana
1934. Assumption (LA), Parish of (Sheriff),
Louisiana
1935. Assumption (LA), Parish of, Louisiana
1936. Avoyelles (LA), Parish of (Sheriff),
Louisiana
1937. Avoyelles (LA), Parish of, Louisiana
1938. Baldwin (LA), Town of, Louisiana
1939. Bastrop (LA), City of, Louisiana
1940. Baton Rouge (LA), City of, Louisiana
1941. Beauregard (LA), Parish of, Louisiana
1942. Benton Fire Protection District No. 4
(LA), Louisiana
1943. Berwick (LA), Town of, Louisiana
1944. Bienville (LA), Parish of (Sheriff),
Louisiana
1945. Bogalusa (LA), City of, Louisiana
1946. Bossier (LA), Parish of, Louisiana
1947. Bossier City (LA), City of, Louisiana
1948. Bossier Parish Emergency Medical
Services Ambulance District (LA), Louisiana
1949. Caddo (LA), Parish of, Louisiana
1950. Caddo Fire Protection District No. 1
(LA), Louisiana
1951. Calcasieu (LA), Parish of (Sheriff),
Louisiana
1952. Calcasieu (LA), Parish of, Louisiana
1953. Caldwell (LA), Parish of, Louisiana
1954. Cameron (LA), Parish of, Louisiana
1955. Catahoula (LA), Parish of (Sheriff),
Louisiana
1956. Catahoula (LA), Parish of, Louisiana
1957. Claiborne (LA), Parish of, Louisiana
1958. Concordia (LA), Parish of (Sheriff),
Louisiana
1959. Concordia (LA), Parish of, Louisiana
1960. Covington (LA), City of, Louisiana
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
1961. Delhi (LA), Town of, Louisiana
1962. DeSoto (LA), Parish of, Louisiana
1963. DeSoto Fire Protection District No. 8
(LA), Louisiana
1964. Donaldsonville (LA), City of, Louisiana
1965. East Baton Rouge (LA), Parish of
(Sheriff), Louisiana
1966. East Baton Rouge (LA), Parish of,
Louisiana
1967. East Carroll (LA), Parish of (Sheriff),
Louisiana
1968. East Carroll (LA), Parish of, Louisiana
1969. Eunice (LA), City of, Louisiana
1970. Evangeline (LA), Parish of (Sheriff),
Louisiana
1971. Evangeline (LA), Parish of, Louisiana
1972. Ferriday (LA), Town of, Louisiana
1973. Franklin (LA), Parish of, Louisiana
1974. Franklin (LA), City of, Louisiana
1975. Gramercy (LA), Town of, Louisiana
1976. Grant (LA), Parish of (Sheriff),
Louisiana
1977. Grant (LA), Parish of, Louisiana
1978. Gretna (LA), City of, Louisiana
1979. Hospital Service District No. 1 of the
Parish of Avoyelles (LA), Louisiana
1980. Hospital Service District No. 1 of the
Parish of LaSalle (LA), Louisiana
1981. Iberia (LA), Parish of (Sheriff),
Louisiana
1982. Iberia (LA), Parish of, Louisiana
1983. Iberia Parish School Board (LA),
Louisiana
1984. Iberville (LA), Parish of, Louisiana
1985. Jackson (LA), Parish of (Sheriff),
Louisiana
1986. Jackson (LA), Parish of, Louisiana
1987. Jean Lafitte (LA), Town of, Louisiana
1988. Jefferson (LA), Parish of (Sheriff),
Louisiana
1989. Jefferson (LA), Parish of, Louisiana
1990. Jefferson Davis (LA), Parish of (Sheriff),
Louisiana
1991. Jefferson Davis (LA), Parish of,
Louisiana
1992. Jefferson Parish Coroner’s Office (LA),
Louisiana
1993. Jefferson Parish Hospital Service District
No. 1 (LA), Louisiana
1994. Jefferson Parish Hospital Service District
No. 2 (LA), Louisiana
1995. Kenner (LA), City of, Louisiana
1996. Lafayette (LA), Parish of (Sheriff),
Louisiana
1997. Lafourche (LA), Parish of, Louisiana
1998. Lafourche Parish School Board (LA),
Louisiana
1999. Lake Charles (LA), City of, Louisiana
2000. Lake Providence (LA), Town of,
Louisiana
2001. LaSalle (LA), Parish of, Louisiana
2002. Lincoln (LA), Parish of (Sheriff),
Louisiana
2003. Livingston (LA), Parish of (Sheriff),
Louisiana
2004. Livingston (LA), Parish of, Louisiana
2005. Lutcher (LA), Town of, Louisiana
2006. Madisonville (LA), Town of, Louisiana
2007. Mandeville (LA), City of, Louisiana
2008. Monroe (LA), City of, Louisiana
2009. Morehouse (LA), Parish of (Sheriff),
Louisiana
2010. Morehouse (LA), Parish of, Louisiana
2011. Morgan City (LA), City of, Louisiana
2012. Natchitoches (LA), City of, Louisiana
2013. Natchitoches (LA), Parish of (Parish
Council), Louisiana
2014. New Iberia (LA), City of, Louisiana
2015. New Orleans (LA), City of, Louisiana
2016. New Roads (LA), City of, Louisiana
2017. North Caddo Hospital Service District
(LA), Louisiana
2018. Opelousas (LA), City of, Louisiana
2019. Opelousas General Hospital Authority
(LA), Louisiana
2020. Orleans (LA), Parish of (DA), Louisiana
2021. Orleans (LA), Parish of (Sheriff),
Louisiana
2022. Orleans Parish Hospital Service Dist. –
District A (LA), Louisiana
2023. Ouachita (LA), Parish of (Sheriff),
Louisiana
2024. Ouachita (LA), Parish of, Louisiana
2025. Patterson (LA), City of, Louisiana
2026. Pearl River (LA), Town of, Louisiana
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2027. Pineville (LA), City of, Louisiana
2028. Pointe Coupee (LA), Parish of, Louisiana
2029. Pointe Coupee Parish Health Services
District Number 1 (LA), Louisiana
2030. Rapides (LA), Parish of (Sheriff),
Louisiana
2031. Rapides (LA), Parish of (DA), Louisiana
2032. Rapides (LA), Parish of, Louisiana
2033. Red River (LA), Parish of, Louisiana
2034. Red River Fire Protection District (LA),
Louisiana
2035. Richland (LA), Parish of (Sheriff),
Louisiana
2036. Richland (LA), Parish of, Louisiana
2037. Richwood (LA), Town of, Louisiana
2038. Sabine (LA), Parish of (Sheriff),
Louisiana
2039. Sabine (LA), Parish of, Louisiana
2040. Saint Martinville (LA), City of,
Louisiana
2041. Shreveport (LA), City of, Louisiana
2042. Slidell (LA), City of, Louisiana
2043. St. Bernard (LA), Parish of (Sheriff),
Louisiana
2044. St. Bernard (LA), Parish of, Louisiana
2045. St. Bernard Parish Coroner’s Office
(LA), Louisiana
2046. St. Bernard Parish School Board (LA),
Louisiana
2047. St. Charles (LA), Parish of (Sheriff),
Louisiana
2048. St. Charles (LA), Parish of, Louisiana
2049. St. James (LA), Parish of, Louisiana
2050. St. James Parish School Board (LA),
Louisiana
2051. St. John the Baptist (LA), Parish of,
Louisiana
2052. St. Landry (LA), Parish of (Sheriff),
Louisiana
2053. St. Landry (LA), Parish of, Louisiana
2054. St. Martin (LA), Parish of, Louisiana
2055. St. Mary (LA), Parish of (Sheriff),
Louisiana
2056. St. Mary (LA), Parish of, Louisiana
2057. St. Mary Parish School Board (LA),
Louisiana
2058. St. Tammany (LA), Parish of (Sheriff),
Louisiana
2059. St. Tammany (LA), Parish of, Louisiana
2060. St. Tammany (LA), Parish of (DA),
Louisiana
2061. St. Tammany Fire Protection District No.
1 (LA), Louisiana
2062. St. Tammany Fire Protection District No.
12 (LA), Louisiana
2063. St. Tammany Fire Protection District No.
13 (LA), Louisiana
2064. St. Tammany Fire Protection District No.
2 (LA), Louisiana
2065. St. Tammany Fire Protection District No.
3 (LA), Louisiana
2066. St. Tammany Fire Protection District No.
4 (LA), Louisiana
2067. St. Tammany Fire Protection District No.
5 (LA), Louisiana
2068. St. Tammany Parish Coroner’s Office
(LA), Louisiana
2069. Tensas (LA), Parish of (Sheriff),
Louisiana
2070. Terrebonne (LA), Parish of (Sheriff),
Louisiana
2071. Terrebonne (LA), Parish of, Louisiana
2072. Union (LA), Parish of (Sheriff),
Louisiana
2073. Union (LA), Parish of, Louisiana
2074. Vermilion (LA), Parish of, Louisiana
2075. Vernon (LA), Parish of (Sheriff),
Louisiana
2076. Vernon (LA), Parish of, Louisiana
2077. Washington (LA), Parish of (Sheriff),
Louisiana
2078. Washington (LA), Parish of, Louisiana
2079. Washington (LA), Parish of (DA),
Louisiana
2080. Webster (LA), Parish of, Louisiana
2081. West Ascension Parish Hospital Service
District (LA), Louisiana
2082. West Baton Rouge (LA), Parish of,
Louisiana
2083. West Baton Rouge Fire Protection
District No. 1 (LA), Louisiana
2084. West Carroll (LA), Parish of (Sheriff),
Louisiana
2085. West Carroll (LA), Parish of, Louisiana
2086. West Monroe (LA), City of, Louisiana
2087. Westwego (LA), City of, Louisiana
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2088. Winn (LA), Parish of (DA), Louisiana
2089. Winn (LA), Parish of, Louisiana
2090. Androscoggin (ME), County of, Maine
2091. Aroostook (ME), County of, Maine
2092. Auburn (ME), City of, Maine
2093. Augusta (ME), City of, Maine
2094. Bangor (ME), City of, Maine
2095. Biddeford (ME), City of, Maine
2096. Board of Education of Bangor School
Department (ME), Maine
2097. Board of Education of Cape Elizabeth
School Department (ME), Maine
2098. Board of Education of Ellsworth School
Department (ME), Maine
2099. Board of Education of Maine Regional
School Unit (“RSU”) 9 (ME), Maine
2100. Board of Education of Maine RSU 10
(ME), Maine
2101. Board of Education of Maine RSU 13
(ME), Maine
2102. Board of Education of Maine RSU 25
(ME), Maine
2103. Board of Education of Maine RSU 26
(ME), Maine
2104. Board of Education of Maine RSU 29
(ME), Maine
2105. Board of Education of Maine RSU 34
(ME), Maine
2106. Board of Education of Maine RSU 40
(ME), Maine
2107. Board of Education of Maine RSU 50
(ME), Maine
2108. Board of Education of Maine RSU 57
(ME), Maine
2109. Board of Education of Maine RSU 60
(ME), Maine
2110. Board of Education of Maine RSU 71
(ME), Maine
2111. Board of Education of Maine School
Administrative District (“SAD”) 6 (ME), Maine
2112. Board of Education of Maine SAD 11
(ME), Maine
2113. Board of Education of Maine SAD 15
(ME), Maine
2114. Board of Education of Maine SAD
28/Five Town Central School District (ME),
Maine
2115. Board of Education of Maine SAD 35
(ME), Maine
2116. Board of Education of Maine SAD 44
(ME), Maine
2117. Board of Education of Maine SAD 53
(ME), Maine
2118. Board of Education of Maine SAD 55
(ME), Maine
2119. Board of Education of Maine SAD 61
(ME), Maine
2120. Board of Education of Maine SAD 72
(ME), Maine
2121. Board of Education of Portland School
Department (ME), Maine
2122. Board of Education of Scarborough
School Department (ME), Maine
2123. Board of Education of South Portland
School Department (ME), Maine
2124. Board of Education of St George
Municipal School District (ME), Maine
2125. Board of Education of Waterville School
Department (ME), Maine
2126. Calais (ME), City of, Maine
2127. Cumberland (ME), County of, Maine
2128. Kennebec (ME), County of, Maine
2129. Knox (ME), County of, Maine
2130. Lewiston (ME), City of, Maine
2131. Lincoln (ME), County of, Maine
2132. Penobscot (ME), County of, Maine
2133. Portland (ME), City of, Maine
2134. Rockland (ME), City of, Maine
2135. Saco (ME), City of, Maine
2136. Sagadahoc (ME), County of, Maine
2137. Sanford (ME), City of, Maine
2138. Somerset (ME), County of, Maine
2139. Waldo (ME), County of, Maine
2140. Washington (ME), County of, Maine
2141. Waterville (ME), City of, Maine
2142. York (ME), County of, Maine
2143. Aberdeen (MD), City of, Maryland
2144. Allegany (MD), County of, Maryland
2145. Annapolis (MD), City of, Maryland
2146. Anne Arundel (MD), County of,
Maryland
2147. Baltimore (MD), City of, Maryland
2148. Baltimore (MD), County of, Maryland
2149. Baltimore City Board of School
Commissioners (MD), Maryland
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2150. Bel Air (MD), City of, Maryland
2151. Berlin (MD), City of, Maryland
2152. Bowie (MD), City of, Maryland
2153. Calvert (MD), County of, Maryland
2154. Cambridge (MD), City of, Maryland
2155. Caroline (MD), County of, Maryland
2156. Carroll (MD), County of, Maryland
2157. Cecil (MD), County of, Maryland
2158. Charles (MD), County of, Maryland
2159. Charlestown (MD), City of, Maryland
2160. Cottage City (MD), Town of, Maryland
2161. Cumberland (MD), City of, Maryland
2162. Dorchester (MD), County of, Maryland
2163. Forest Heights (MD), Town of,
Maryland
2164. Frederick (MD), City of, Maryland
2165. Frederick (MD), County of, Maryland
2166. Frostburg (MD), City of, Maryland
2167. Garrett (MD), County of, Maryland
2168. Grantsville (MD), City of, Maryland
2169. Hagerstown (MD), City of, Maryland
2170. Harford (MD), County of, Maryland
2171. Havre De Grace (MD), City of,
Maryland
2172. Howard (MD), County of, Maryland
2173. Laurel (MD), City of, Maryland
2174. Montgomery (MD), County of,
Maryland
2175. Mountain Lake Park (MD), City of,
Maryland
2176. North Brentwood (MD), Town of,
Maryland
2177. North East (MD), City of, Maryland
2178. Oakland (MD), City of, Maryland
2179. Perryville (MD), City of, Maryland
2180. Prince George's (MD), County of,
Maryland
2181. Rockville (MD), City of (Mayor and
Common Council), Maryland
2182. Seat Pleasant (MD), City of, Maryland
2183. Somerset (MD), County of, Maryland
2184. St. Mary’s (MD), County of, Maryland
2185. Talbot (MD), County of, Maryland
2186. Upper Marlboro (MD), Town of,
Maryland
2187. Vienna (MD), City of, Maryland
2188. Washington (MD), County of, Maryland
2189. Westminster (MD), City of (Mayor and
Common Council), Maryland
2190. Wicomico (MD), County of, Maryland
2191. Acushnet (MA), Town of, Massachusetts
2192. Agawam (MA), Town of, Massachusetts
2193. Amesbury (MA), City of, Massachusetts
2194. Andover (MA), Town of, Massachusetts
2195. Aquinnah (MA), Town of,
Massachusetts
2196. Athol (MA), Town of, Massachusetts
2197. Auburn (MA), Town of, Massachusetts
2198. Ayer (MA), Town of, Massachusetts
2199. Barnstable (MA), Town of,
Massachusetts
2200. Belchertown (MA), Town of,
Massachusetts
2201. Beverly (MA), City of, Massachusetts
2202. Billerica (MA), Town of, Massachusetts
2203. Boston (MA), City of, Massachusetts
2204. Boston Housing Authority (MA),
Massachusetts
2205. Boston Public Health Commission (MA),
Massachusetts
2206. Braintree (MA), Town of, Massachusetts
2207. Brewster (MA), Town of, Massachusetts
2208. Bridgewater (MA), Town of,
Massachusetts
2209. Brockton (MA), City of, Massachusetts
2210. Brockton Area Transit (MA),
Massachusetts
2211. Brookline (MA), Town of,
Massachusetts
2212. Cambridge (MA), City of, Massachusetts
2213. Canton (MA), Town of, Massachusetts
2214. Carver (MA), Town of, Massachusetts
2215. Carver Marion Wareham Regional
Refuse Disposal District (MA), Massachusetts
2216. Charlton (MA), Town of, Massachusetts
2217. Chelmsford (MA), Town of,
Massachusetts
2218. Chelsea (MA), City of, Massachusetts
2219. Chicopee (MA), City of, Massachusetts
2220. Clarksburg (MA), Town of,
Massachusetts
2221. Clinton (MA), Town of, Massachusetts
2222. Danvers (MA), Town of, Massachusetts
2223. Dartmouth Fire District No. 3 (MA),
Massachusetts
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2224. Dedham (MA), Town of, Massachusetts
2225. Dennis (MA), Town of, Massachusetts
2226. Douglas (MA), Town of, Massachusetts
2227. Dudley (MA), Town of, Massachusetts
2228. East Bridgewater (MA), Town of,
Massachusetts
2229. Eastham (MA), Town of, Massachusetts
2230. Easthampton (MA), City of,
Massachusetts
2231. Easton (MA), Town of, Massachusetts
2232. Everett (MA), City of, Massachusetts
2233. Fairhaven (MA), Town of,
Massachusetts
2234. Fall River (MA), City of, Massachusetts
2235. Falmouth (MA), Town of, Massachusetts
2236. Fitchburg (MA), City of, Massachusetts
2237. Framingham (MA), City of,
Massachusetts
2238. Freetown (MA), Town of, Massachusetts
2239. Georgetown (MA), Town of,
Massachusetts
2240. Gloucester (MA), City of, Massachusetts
2241. Grafton (MA), Town of,
Massachusetts2242. Greater Attleboro Taunton
Regional Authority (MA), Massachusetts
2243. Greater New Bedford Regional Refuse
Management District (MA), Massachusetts
2244. Greenfield (MA), City of, Massachusetts
2245. Halifax (MA), Town of, Massachusetts
2246. Hanson (MA), Town of, Massachusetts
2247. Haverhill (MA), City of, Massachusetts
2248. Holliston (MA), Town of, Massachusetts
2249. Holyoke (MA), City of, Massachusetts
2250. Hopedale (MA), Town of, Massachusetts
2251. Hull (MA), Town of, Massachusetts
2252. Kingston (MA), Town of, Massachusetts
2253. Lakeville (MA), Town of, Massachusetts
2254. Leicester (MA), Town of, Massachusetts
2255. Leominster (MA), City of,
Massachusetts
2256. Leverett (MA), Town of, Massachusetts
2257. Longmeadow (MA), Town of,
Massachusetts
2258. Lowell (MA), City of, Massachusetts
2259. Ludlow (MA), Town of, Massachusetts
2260. Lunenberg (MA), Town of,
Massachusetts
2261. Lynn (MA), City of, Massachusetts
2262. Lynnfield (MA), Town of,
Massachusetts
2263. Malden (MA), City of, Massachusetts
2264. Marblehead (MA), Town of,
Massachusetts
2265. Marshfield (MA), Town of,
Massachusetts
2266. Mashpee (MA), Town of, Massachusetts
2267. Mattapoisett (MA), Town of,
Massachusetts
2268. Medford (MA), City of, Massachusetts
2269. Melrose (MA), City of, Massachusetts
2270. Methuen (MA), City of, Massachusetts
2271. Middleborough (MA), Town of,
Massachusetts
2272. Milford (MA), Town of, Massachusetts
2273. Millbury (MA), Town of, Massachusetts
2274. Millis (MA), Town of, Massachusetts
2275. Nantucket (MA), Town of,
Massachusetts
2276. Natick (MA), Town of, Massachusetts
2277. New Bedford (MA), City of,
Massachusetts
2278. Newburyport (MA), City of,
Massachusetts
2279. Norfolk (MA), County of, Massachusetts
2280. North Adams (MA), City of,
Massachusetts
2281. North Andover (MA), Town of,
Massachusetts
2282. North Attleborough (MA), Town of,
Massachusetts
2283. North Reading (MA), Town of,
Massachusetts
2284. North River Collaborative School (MA),
Massachusetts
2285. Northampton (MA), City of,
Massachusetts
2286. Northbridge (MA), Town of,
Massachusetts
2287. Norton (MA), Town of, Massachusetts
2288. Norwell (MA), Town of, Massachusetts
2289. Norwood (MA), Town of, Massachusetts
2290. Onset Fire District (MA), Massachusetts
2291. Orange (MA), Town of, Massachusetts
2292. Oxford (MA), Town of, Massachusetts
2293. Palmer (MA), Town of, Massachusetts
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2294. Peabody (MA), City of, Massachusetts
2295. Pembroke (MA), Town of,
Massachusetts
2296. Pittsfield (MA), City of, Massachusetts
2297. Plainville (MA), Town of, Massachusetts
2298. Plymouth (MA), County of,
Massachusetts
2299. Plymouth (MA), Town of, Massachusetts
2300. Plymouth County Retirement
Association (MA), Massachusetts
2301. Plympton (MA), Town of, Massachusetts
2302. Provincetown (MA), Town of,
Massachusetts
2303. Quincy (MA), City of, Massachusetts
2304. Randolph (MA), Town of, Massachusetts
2305. Rehoboth (MA), Town of, Massachusetts
2306. Revere (MA), City of, Massachusetts
2307. Rochester (MA), Town of,
Massachusetts
2308. Rockland (MA), Town of, Massachusetts
2309. Salem (MA), City of, Massachusetts
2310. Salisbury (MA), Town of, Massachusetts
2311. Sandwich (MA), Town of,
Massachusetts
2312. Scituate (MA), Town of, Massachusetts
2313. Seekonk (MA), Town of, Massachusetts
2314. Sheffield (MA), Town of, Massachusetts
2315. Shirley (MA), Town of, Massachusetts
2316. Silver Lake Regional School District
(MA), Massachusetts
2317. Somerset (MA), Town of, Massachusetts
2318. Somerville (MA), City of, Massachusetts
2319. South Hadley (MA), Town of,
Massachusetts
2320. South Shore Educational Collaborative
(MA), Massachusetts
2321. South Shore Regional Emergency
Communication Center (MA), Massachusetts
2322. South Shore Vocational School District
(MA), Massachusetts
2323. Southbridge (MA), Town of,
Massachusetts
2324. Southeastern Regional Transit Authority
(MA), Massachusetts
2325. Southfield Redevelopment Authority
(MA), Massachusetts
2326. Spencer (MA), Town of, Massachusetts
2327. Springfield (MA), City of, Massachusetts
2328. Stoneham (MA), Town of,
Massachusetts
2329. Stoughton (MA), Town of,
Massachusetts
2330. Sturbridge (MA), Town of,
Massachusetts
2331. Sudbury (MA), Town of, Massachusetts
2332. Sutton (MA), Town of, Massachusetts
2333. Swampscott (MA), Town of,
Massachusetts
2334. Templeton (MA), Town of,
Massachusetts
2335. Tewksbury (MA), Town of,
Massachusetts
2336. Truro (MA), Town of, Massachusetts
2337. Tyngsborough (MA), Town of,
Massachusetts
2338. Upton (MA), Town of, Massachusetts
2339. Wakefield (MA), Town of,
Massachusetts
2340. Walpole (MA), Town of, Massachusetts
2341. Ware (MA), Town of, Massachusetts
2342. Wareham (MA), Town of,
Massachusetts2343. Wareham Fire District
(MA), Massachusetts
2344. Warren (MA), Town of, Massachusetts
2345. Watertown (MA), Town of,
Massachusetts
2346. Wellfleet (MA), Town of, Massachusetts
2347. West Boylston (MA), Town of,
Massachusetts
2348. West Bridgewater (MA), Town of,
Massachusetts
2349. West Springfield (MA), Town of,
Massachusetts
2350. West Tisbury (MA), Town of,
Massachusetts
2351. Westborough (MA), Town of,
Massachusetts
2352. Westford (MA), Town of, Massachusetts
2353. Weymouth (MA), Town of,
Massachusetts
2354. Whitman (MA), Town of, Massachusetts
2355. Whitman-Hanson Regional School
District (MA), Massachusetts
2356. Williamsburg (MA), Town of,
Massachusetts
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2357. Wilmington (MA), Town of,
Massachusetts
2358. Winchendon (MA), Town of,
Massachusetts
2359. Winthrop (MA), Town of, Massachusetts
2360. Woburn (MA), City of, Massachusetts
2361. Worcester (MA), City of, Massachusetts
2362. Alcona (MI), County of, Michigan
2363. Alger (MI), County of, Michigan
2364. Alpena (MI), County of, Michigan
2365. Antrim (MI), County of, Michigan
2366. Arenac (MI), County of, Michigan
2367. Baraga (MI), County of, Michigan
2368. Bay (MI), County of, Michigan
2369. Benzie (MI), County of, Michigan
2370. Berrien (MI), County of, Michigan
2371. Branch (MI), County of, Michigan
2372. Calhoun (MI), County of, Michigan
2373. Canton (MI), Charter Township of,
Michigan
2374. Cass (MI), County of, Michigan
2375. Charlevoix (MI), County of, Michigan
2376. Cheboygan (MI), County of, Michigan
2377. Chippewa (MI), County of, Michigan
2378. Clinton (MI), County of, Michigan
2379. Clinton (MI), Charter Township of,
Michigan
2380. Crawford (MI), County of, Michigan
2381. Delta (MI), County of, Michigan
2382. Detroit (MI), City of, Michigan
2383. Detroit Wayne Mental Health Authority
(MI), Michigan
2384. Dickinson (MI), County of, Michigan
2385. East Lansing (MI), City of, Michigan
2386. Eaton (MI), County of, Michigan
2387. Escanaba (MI), City of, Michigan
2388. Flint (MI), City of, Michigan
2389. Genesee (MI), County of, Michigan
2390. Grand Rapids (MI), City of, Michigan
2391. Grand Traverse (MI), County of,
Michigan
2392. Gratiot (MI), County of, Michigan
2393. Harrison (MI), Charter Township of,
Michigan
2394. Hillsdale (MI), County of, Michigan
2395. Houghton (MI), County of, Michigan
2396. Huron (MI), Charter Township of,
Michigan
2397. Ingham (MI), County of, Michigan
2398. Ionia (MI), County of, Michigan
2399. Iosco (MI), County of, Michigan
2400. Iron (MI), County of, Michigan
2401. Iron Mountain (MI), City of, Michigan
2402. Isabella (MI), County of, Michigan
2403. Jackson (MI), City of, Michigan
2404. Kalamazoo (MI), County of, Michigan
2405. Kent (MI), County of, Michigan
2406. Lake (MI), County of, Michigan
2407. Lansing (MI), City of, Michigan
2408. Leelanau (MI), County of, Michigan
2409. Lenawee (MI), County of, Michigan
2410. Livingston (MI), County of, Michigan
2411. Livonia (MI), City of, Michigan
2412. Luce (MI), County of, Michigan
2413. Macomb (MI), County of, Michigan
2414. Manistee (MI), County of, Michigan
2415. Marquette (MI), County of, Michigan
2416. Mason (MI), County of, Michigan
2417. Monroe (MI), County of, Michigan
2418. Montcalm (MI), County of, Michigan
2419. Montmorency (MI), County of,
Michigan
2420. Muskegon (MI), County of, Michigan
2421. Newaygo (MI), County of, Michigan
2422. Northville (MI), Charter Township of,
Michigan
2423. Oakland (MI), County of, Michigan
2424. Oceana (MI), County of, Michigan
2425. Ogemaw (MI), County of, Michigan
2426. Ontonagon (MI), County of, Michigan
2427. Osceola (MI), County of, Michigan
2428. Otsego (MI), County of, Michigan
2429. Pittsfield (MI), Charter Township of,
Michigan
2430. Pontiac (MI), City of, Michigan
2431. Presque Isle (MI), County of, Michigan
2432. Romulus (MI), City of, Michigan
2433. Roscommon (MI), County of, Michigan
2434. Saginaw (MI), County of, Michigan
2435. Sanilac (MI), County of, Michigan
2436. Sault Ste. Marie (MI), City of, Michigan
2437. Shiawassee (MI), County of, Michigan
2438. St. Clair (MI), County of, Michigan
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2439. Sterling Heights (MI), City of, Michigan
2440. Traverse City (MI), City of, Michigan
2441. Tuscola (MI), County of, Michigan
2442. Van Buren (MI), Charter Township of,
Michigan
2443. Warren (MI), City of, Michigan
2444. Washtenaw (MI), County of, Michigan
2445. Wayne (MI), City of, Michigan
2446. Wayne (MI), County of, Michigan
2447. Westland (MI), City of, Michigan
2448. Wexford (MI), County of, Michigan
2449. Anoka (MN), County of, Minnesota
2450. Beltrami (MN), County of, Minnesota
2451. Big Stone (MN), County of, Minnesota
2452. Board of Education of Minnetonka
School District No. 276 (MN), Minnesota
2453. Carlton (MN), County of, Minnesota
2454. Carver (MN), County of, Minnesota
2455. Coon Rapids (MN), City of, Minnesota
2456. Dakota (MN), County of, Minnesota
2457. Douglas (MN), County of, Minnesota
2458. Duluth (MN), City of, Minnesota
2459. Freeborn (MN), County of, Minnesota
2460. Hennepin (MN), County of, Minnesota
2461. Itasca (MN), County of, Minnesota
2462. McLeod (MN), County of, Minnesota
2463. Meeker (MN), County of, Minnesota
2464. Minneapolis (MN), City of, Minnesota
2465. Minnesota Prairie Health Alliance (MN),
Minnesota
2466. Morrison (MN), County of, Minnesota
2467. Mower (MN), County of, Minnesota
2468. North St. Paul (MN), City of, Minnesota
2469. Olmsted (MN), County of, Minnesota
2470. Pine (MN), County of, Minnesota
2471. Proctor (MN), City of, Minnesota
2472. Ramsey (MN), County of, Minnesota
2473. Rochester (MN), City of, Minnesota
2474. Roseau (MN), County of, Minnesota
2475. Saint Paul (MN), City of, Minnesota
2476. Sibley (MN), County of, Minnesota
2477. St. Louis (MN), County of, Minnesota
2478. Steele (MN), County of, Minnesota
2479. Waseca (MN), County of, Minnesota
2480. Washington (MN), County of, Minnesota
2481. Winona (MN), County of, Minnesota
2482. Wright (MN), County of, Minnesota
2483. Yellow Medicine (MN), County of,
Minnesota
2484. Adams (MS), County of, Mississippi
2485. Amite (MS), County of, Mississippi
2486. Amory (MS), City of, Mississippi
2487. Arcola (MS), Town of, Mississippi
2488. Attala (MS), County of, Mississippi
2489. Benton (MS), County of, Mississippi
2490. Bolivar (MS), County of, Mississippi
2491. Brookhaven (MS), City of, Mississippi
2492. Caledonia (MS), Town of, Mississippi
2493. Carroll (MS), County of, Mississippi
2494. Charleston (MS), City of, Mississippi
2495. Chickasaw (MS), County of, Mississippi
2496. Claiborne (MS), County of, Mississippi
2497. Clarke (MS), County of, Mississippi
2498. Clarksdale (MS), City of, Mississippi
2499. Cleveland (MS), City of, Mississippi
2500. Columbia (MS), City of, Mississippi
2501. Columbus (MS), City of, Mississippi
2502. Copiah (MS), County of, Mississippi
2503. Covington (MS), County of, Mississippi
2504. DeSoto (MS), County of, Mississippi
2505. Diamondhead (MS), City of, Mississippi
2506. Forrest (MS), County of, Mississippi
2507. Franklin (MS), County of, Mississippi
2508. Gautier (MS), City of, Mississippi
2509. George (MS), County of, Mississippi
2510. Greene (MS), County of, Mississippi
2511. Greenwood (MS), City of, Mississippi
2512. Grenada (MS), City of, Mississippi
2513. Grenada (MS), County of, Mississippi
2514. Gulfport (MS), City of, Mississippi
2515. Hancock (MS), County of, Mississippi
2516. Harrison (MS), County of, Mississippi
2517. Hattiesburg (MS), City of, Mississippi
2518. Hinds (MS), County of, Mississippi
2519. Holly Springs (MS), City of, Mississippi
2520. Holmes (MS), County of, Mississippi
2521. Humphreys (MS), County of, Mississippi
2522. Indianola (MS), City of, Mississippi
2523. Issaquena (MS), County of, Mississippi
2524. Itawamba (MS), County of, Mississippi
2525. Iuka (MS), City of, Mississippi
2526. Jackson (MS), City of, Mississippi
2527. Jackson (MS), County of, Mississippi
2528. Jefferson (MS), County of, Mississippi
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2529. Jefferson Davis (MS), County of,
Mississippi
2530. Jones (MS), County of, Mississippi
2531. Jonestown (MS), City of, Mississippi
2532. Kemper (MS), County of, Mississippi
2533. Kosciusko (MS), City of, Mississippi
2534. Lafayette (MS), County of, Mississippi
2535. Lauderdale (MS), County of, Mississippi
2536. Laurel (MS), City of, Mississippi
2537. Lawrence (MS), County of, Mississippi
2538. Leakesville (MS), Town of, Mississippi
2539. Lee (MS), County of, Mississippi
2540. Leflore (MS), County of, Mississippi
2541. Lincoln (MS), County of, Mississippi
2542. Long Beach (MS), City of, Mississippi
2543. Lumberton (MS), City of, Mississippi
2544. Madison (MS), County of, Mississippi
2545. Marion (MS), County of, Mississippi
2546. Marshall (MS), County of, Mississippi
2547. McLain (MS), Town of, Mississippi
2548. Memorial Hospital at Gulfport (MS),
Mississippi
2549. Meridian (MS), City of, Mississippi
2550. Monroe (MS), County of, Mississippi
2551. Morton (MS), City of, Mississippi
2552. Moss Point (MS), City of, Mississippi
2553. Mound Bayou (MS), City of, Mississippi
2554. Neshoba (MS), County of, Mississippi
2555. Nettleton (MS), City of, Mississippi
2556. New Albany (MS), City of, Mississippi
2557. Ocean Springs (MS), City of, Mississippi
2558. Panola (MS), County of, Mississippi
2559. Pascagoula (MS), City of, Mississippi
2560. Pearl River (MS), County of, Mississippi
2561. Pearl River County Hospital (MS),
Mississippi
2562. Perry (MS), County of, Mississippi
2563. Philadelphia (MS), City of, Mississippi
2564. Prentiss (MS), County of, Mississippi
2565. Quitman (MS), City of, Mississippi
2566. Scott (MS), County of, Mississippi
2567. Shannon (MS), City of, Mississippi
2568. Sharkey-Issaquena Community Hospital
(MS), Mississippi
2569. Shubuta (MS), Town of, Mississippi
2570. South Central Regional Medical Center
(MS), Mississippi
2571. Southwest Mississippi Regional Medical
Center (MS), Mississippi
2572. Starkville (MS), City of, Mississippi
2573. Stone (MS), County of, Mississippi
2574. Summit (MS), Town of, Mississippi
2575. Sunflower (MS), County of, Mississippi
2576. Tallahatchie (MS), County of,
Mississippi
2577. Tate (MS), County of, Mississippi
2578. Tippah (MS), County of, Mississippi
2579. Tishomingo (MS), County of,
Mississippi
2580. Tunica (MS), County of, Mississippi
2581. Tupelo (MS), City of, Mississippi
2582. Union (MS), County of, Mississippi
2583. Verona (MS), City of, Mississippi
2584. Vicksburg (MS), City of, Mississippi
2585. Walthall (MS), County of, Mississippi
2586. Washington (MS), County of,
Mississippi
2587. Wayne (MS), County of, Mississippi
2588. Waynesboro (MS), City of, Mississippi
2589. Webb (MS), City of, Mississippi
2590. Wiggins (MS), City of, Mississippi
2591. Yalobusha (MS), County of, Mississippi
2592. Adair (MO), County of, Missouri
2593. Andrew (MO), County of, Missouri
2594. Atchison (MO), County of, Missouri
2595. Audrain (MO), County of, Missouri
2596. Barry (MO), County of, Missouri
2597. Barton (MO), County of, Missouri
2598. Boone (MO), County of, Missouri
2599. Buchanan (MO), County of, Missouri
2600. Butler (MO), County of, Missouri
2601. Callaway (MO), County of, Missouri
2602. Camden (MO), County of, Missouri
2603. Cape Girardeau (MO), County of,
Missouri
2604. Cass (MO), County of, Missouri
2605. Chariton (MO), County of, Missouri
2606. Christian (MO), County of, Missouri
2607. Clinton (MO), County of, Missouri
2608. Cole (MO), County of, Missouri
2609. Crawford (MO), County of, Missouri
2610. Dade (MO), County of, Missouri
2611. DeKalb (MO), County of, Missouri
2612. Dent (MO), County of, Missouri
DRAFT – SUBJECT TO CHANGE FOR QUALITY CONTROL PURPOSES
2613. Douglas (MO), County of, Missouri
2614. Dunklin (MO), County of, Missouri
2615. Franklin (MO), County of, Missouri
2616. Gasconade (MO), County of, Missouri
2617. Greene (MO), County of, Missouri
2618. Grundy (MO), County of, Missouri
2619. Harrisonville (MO), City of, Missouri
2620. Henry (MO), County of, Missouri
2621. Hickory (MO), County of, Missouri
2622. Howell (MO), County of, Missouri
2623. Independence (MO), City of, Missouri
2624. Iron (MO), County of, Missouri
2625. Jackson (MO), County of, Missouri
2626. Jasper (MO), County of, Missouri
2627. Jefferson (MO), County of, Missouri
2628. Johnson (MO), County of, Missouri
2629. Joplin (MO), City of, Missouri
2630. Kansas City (MO), City of, Missouri
2631. Kinloch Fire Protection District of St.

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