1. Overview: VHA’s Competitive Contracting Process This information is proprietary and highly confidential. Any unauthorized dissemination, distribution or copying is strictly prohibited. Any violation of this prohibition may be subject to penalties and full recourse under law.

2. Core Contracting Principles  Fair, open and competitive process that consistently produces tangible value for VHA and Provista members  Member-driven  Member surveys  Member councils  Member selection committees  Follows the principles of ABA Model Procurement Code  Centralized procurement authority (governance)  Competitive sealed proposals  Assistance to small and disadvantaged businesses  Ethics in contracting (conflict of interest & prohibited activities)  Proposal evaluation based on qualitative (non-financial) and quantitative (financial factors)

3. Governance  Centralized Procurement Authority  Legal - VP of Compliance  Business – Director of Compliance  Independent resources (not on contracting team or related BU)  Promotes increased consistency and adherence to competitive contracting process/operating principles  Oversees and documents complex procedural issues  Exceptions to process  Sole/dual/multi-source decisions  Regional enhancements  Supplier grievances  Contract terminations  Cancellation of Requests for Proposals (RFPs)/ rejection of proposals

4. Process Overview Plan Build Launch VHA’s Core Contracting Process

5. Contracting Process  Conduct member surveys  Query existing member councils & VHA staff  Complete member interviews  Utilize PSA de-identified A/P spend data  Determine custom vs. core contract and national vs. regional demand/supplier mix.  Complete Market Segment Analysis that outlines industry, market size, regulatory concerns, vendor profiles, et. al.  Query information sources such as KLAS, HIMSS Analytics, Hoovers, various content experts, et. al.  Utilize prospective supplier database, supplier diversity database, member input and market research to identify candidate suppliers  Request for Proposals (RFPs) released to candidate suppliers

6. Contracting Process (Continued)  Work directly with selection committee to evaluate RFP responses using pre-determined/pre-disclosed selection criteria  Criteria include financial and non-financial factors  Schedule next steps in due diligence process  Complete due diligence process  Clarify and modify proposals, as necessary  Determine supplier(s) to engage in initial formal contract negotiations  Member and staff “selection committee” review the RFP response and eliminate unacceptable proposals  Promptly notify suppliers with “unacceptable” proposals  Clarify RFP responses, as needed

7. Contracting Process (Continued)  Utilize contract as vehicle to validate best and final terms (business and legal)  Review best and final terms with selection committee  Determine final supplier awards  Retain pertinent documents & load into contracting system  Distribute executive summery outlining selection process  Educate staff (local offices, field staff)  Transition contract to service line for ongoing management  Obtain internal approvals from all stakeholders (marketing, operations, sales, finance, compliance, legal, et. al.)  Execute contract  Notify non-awarded suppliers