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DISTRIBUTORS—WASHINGTON SETTLEMENT AGREEMENT <br /> I. Overview <br /> This Distributors Washington Settlement Agreement("Agreement") sets forth the terms <br /> and conditions of a settlement agreement between and among the State of Washington, <br /> McKesson Corporation("McKesson"), Cardinal Health, Inc. ("Cardinal") and <br /> AmerisourceBergen Corporation ("Amerisource") (collectively, the"Agreement Parties")to <br /> resolve opioid-related Claims against McKesson, Cardinal, and/or Amerisource (collectively, <br /> "Settling Distributors"). <br /> By entering into this Agreement,the State of Washington and its Participating <br /> Subdivisions agree to be bound by all terms and conditions of the Distributor Global Settlement <br /> Agreement dated July 21, 2021 (including its exhibits) ("Global Settlement"), which(including <br /> its exhibits) is incorporated into this Agreement as Exhibit H.' By entering this Agreement, and <br /> upon execution of an Agreement Regarding the State of Washington and the Distributor Global <br /> Settlement Agreement("Enforcement Committee Agreement"), unless otherwise set forth in this <br /> Agreement,the Settling Distributors agree to treat the State of Washington for all purposes as if <br /> it were a Settling State under the Global Settlement and its Participating Subdivisions for all <br /> purposes as if they were Participating Subdivisions under the Global Settlement. Unless stated <br /> otherwise in this Agreement,the terms of this Agreement are intended to be consistent with the <br /> terms of the Global Settlement and shall be construed accordingly. Unless otherwise defined in <br /> this Agreement, all capitalized terms in this Agreement shall be defined as they are in the Global <br /> Settlement. <br /> The Settling Distributors have agreed to the below terms for the sole purpose of <br /> settlement, and nothing herein, including in any exhibit to this Agreement, may be taken as or <br /> construed to be an admission or concession of any violation of law, rule, or regulation, or of any <br /> other matter of fact or law, or of any liability or wrongdoing, or any misfeasance,nonfeasance, <br /> or malfeasance, all of which the Settling Distributors expressly deny. No part of this Agreement, <br /> including its statements and commitments, and its exhibits, shall constitute or be used as <br /> evidence of any liability, fault, or wrongdoing by the Settling Distributors. Unless the contrary is <br /> expressly stated,this Agreement is not intended for use by any third party for any purpose, <br /> including submission to any court for any purpose. <br /> II. Conditions to Effectiveness of Agreement <br /> A. Global Settlement Conditions to Effectiveness. <br /> 1. The Agreement Parties acknowledge that certain deadlines set forth in <br /> Section VIII of the Global Settlement passed before the execution of this Agreement. For <br /> ' The version of the Global Settlement as updated on March 25, 2022 is attached to this <br /> Agreement as Exhibit H. Further updates to the Global Settlement shall be deemed incorporated <br /> into this Agreement and shall supersede all earlier versions of the updated provisions. <br /> 1 <br />