<PAGE>   1


                                                                   EXHIBIT 10.17


                     PREMIER TECHNOLOGY MANAGEMENT, L.L.C.
                           GROUP PURCHASING AGREEMENT
                                  COVER SHEET

1. The "Parties" to this Group Purchasing Agreement are:

      Premier Technology Management, L.L.C.          UNIVERSAL HOSPITAL SERVICES
                                              ----------------------------------
      ("Tech Management")                                ("Seller")
      12225 El Camino Real                           12500 Northland Plaza
                                              ----------------------------------

                                              ----------------------------------
      San Diego, CA 92130                            Bloomington, MN 55431-4442
                                              ----------------------------------
      Attention: Vice President, Procurement  Attention: James T. Ekbom
                                                                        --------
      (619) 481-2727                          (613) 829-3268
                                                            -----------
      (619) 794-7959 (fax)                    (613) 893-2948            (fax)
                                                            -----------

2. Product Category:                          Rental Clinical Equipment
                                          --------------------------------------
3. Effective Date:                        03/01/99
                                          --------
4. Expiration Date:                       02/28/02
                                          --------
5. Term of Agreement:                            36   months
                                          -----------
6. Tech Management Administrative Fee:           2   %  (Section 10.1)
                                          -----------
7. Large Order Dollar Threshold:          $  (see footnotes -- Exhibit A)
                                           --

      This Group Purchasing Agreement (the "Agreement") is comprised of the
following documents and is entered into by the Parties effective as of the
Effective Date set forth in Item 3 above:

      i.   This Cover Sheet;

      ii.  The attached Tech Management Standard Terms and Conditions;

      iii. The attached Additional Terms and Conditions (if any); and

      iv.  The following attached exhibits:

            Exhibit A:  PRODUCTS AND PRICING / COMMITMENT DOCUMENTS

            Exhibit B:  ROSTER OF PARTICIPATING MEMBERS

            Exhibit C:  DISTRICT OFFICES

            Exhibit D:  REPORTING FORMATS

            Exhibit E:  PAYMENT INSTRUCTIONS

            Exhibit F:  MINORITY AND FEMALE-OWNED BUSINESSES POLICY

            Exhibit G:  ORDERING INSTRUCTIONS

            Exhibit H:  CONVERSION INCENTIVE

            Exhibit I:  ASSET MANAGEMENT PARTNERSHIP PROGRAM

            Exhibit J:  QUALITY GUARANTEE, AVAILABILITY GUARANTEE, BILLING
                        GUARANTEE

            Exhibit K:  VALUE ADDS

            Exhibit L:  RETURN GOODS POLICY


PREMIER TECHNOLOGY MANAGEMENT, L.L.C.     UNIVERSAL HOSPITAL SERVICES, INC
                                             ("Seller")
By: /s/ MICHAEL MIYAGI                    By: /s/ DAVID E. DOVENBERG
    ---------------------------------         ---------------------------------
Printed Name: Michael Miyagi              Printed Name: David E. Dovenberg
Title: Vice President, Capital            Title: President and CEO
       Equipment Procurement
<PAGE>   2
                     PREMIER TECHNOLOGY MANAGEMENT, L.L.C.
                         STANDARD TERMS AND CONDITIONS
--------------------------------------------------------------------------------
                           GROUP PURCHASING AGREEMENT
--------------------------------------------------------------------------------

WHEREAS, Tech management is an affiliate of Premier, Inc. ("Premier"), the
nation's largest alliance of hospitals and health care organizations;

         WHEREAS, Premier's core objective is to improve the health of
communities;

         WHEREAS, such core objective as well as the objective of helping to
assure that patients receive safe and efficacious care can be accomplished, in
part, by achieving economics of scale and innovations through group strategies
and shared resources;

         WHEREAS, group purchasing is a fundamental way hospitals and health
systems cooperate to reduce the costs of providing health services;

         WHEREAS, Premier's capital equipment group purchasing program is
operated by Tech Management;

         WHEREAS, Lessor is a leading supplier of capital equipment;

         WHEREAS, Lessor has offered to provide Products and services to the
Premier membership consistent with the terms of this Agreement;

         NOW THEREFORE, in consideration of the mutual promises contained herein
and other good and sufficient consideration, the receipt and adequacy of which
is hereby acknowledged, the Parties hereto agree as follows:

1.0 TERM OF AGREEMENT. This Agreement will remain in effect for the period of
time set forth in Item 5 of the Cover Sheet.

2.0 PRODUCTS COVERED. Lessor hereby agrees to provide the products and services
described in Exhibit A hereto (referred to herein as "Products" and "Services")
on a peak need rental basis pursuant to the terms of this Agreement. Also, see
Schedule 1, Value Added.

3.0 PARTICIPATING MEMBERS. Set forth in Exhibit B hereto is a list of the
Premier members who shall have the right to rent Products in accordance with
this Agreement ("Participating Members"). Exhibit B may be amended by Tech
Management from time to time upon written notice to Renter. Tech Management
shall have the right to provide Exhibit B to Lessor on computer diskette rather
than in printed form. Tech Management shall provide Lessor with written notice
of any entities/hospitals which have been removed from Exhibit B and are
therefore no longer Participating Members (the "Removal Notice"). Lessor shall
stop providing the pricing set forth herein to such removed entities/hospitals
sixty (60) days after Lessor's receipt of the Removal Notice.

Tech Management shall require Participating Members to terminate their
participation in the buying programs of other group purchasing organizations as
a condition to participation in Tech Management's group purchasing program. To
this end, Lessor will not offer or otherwise make the Products available to
Participating Members through arrangements with other group purchasing
organizations. Further, Lessor shall promptly notify Tech Management of any
Participating Members which are listed or shown in Lessor's records as being
participants in other group purchasing organizations that have arrangements with
Lessor for the Products.

4.0 COMMITMENT REQUIREMENTS. In order to be entitled to the pricing terms
(described in Exhibit A hereto), Participating Members shall comply with the
commitment requirements set forth in Exhibit A. See also Schedule 2, Conversion
Incentive Agreement.

5.0 TERMINATION OF EXISTING CONTRACTS. Any Participating Member desiring to
avail itself of the benefits of this Agreement may, at its option and without
liability, terminate any Rent peak need rental agreement(s) with Lessor for the
purpose of participating in the group purchasing arrangement set forth in this
Agreement.

6.0 ORDERING, SHIPPING, DELIVERY.

         6.1 AUTHORIZED DISTRIBUTORS. All Products rented pursuant to this
Agreement by Participating Members which are not rented directly from Lessor,
where applicable, may be rented from and through one of Lessor's authorized
distributors ("Authorized Distributors"). A list of all current Authorized
Distributors is set forth in Exhibit C. Lessor warrants that it shall not make
any change or take any action with respect Authorized Distributors which, if
implemented, would materially change the ultimate delivered price paid by the
Participating Member.

         6.2 PAYMENT TERMS. For Product(s) not requiring installation by Lessor,
one hundred percent (100%) of the rent price must by paid within forty-five (45)
days. See also, Billing Guarantee, Schedule 3. Payment terms for Products rented
from an Authorized Distributor will be negotiated between each Participating
Member and the Authorized Distributor.

         63. ORDERING; SHIPPING TERMS. Orders directly from Lessor shall be
placed by telephone, telecopier or through electronic order entry in accordance
with the ordering instructions set forth hereto as Exhibit G. Order processing
procedures for orders placed with Authorized Distributors will be negotiated
between each Participating Member and the Authorized Distributor. Within 50
miles of UHS District Office (See District Office Map, Schedule 4.) all
shipments direct form Lessor shall be Net F.O.B. destination, with all costs of

UHS                                    1
--------------------------------------------------------------------------------
(c) 1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
--------------------------------------------------------------------------------
<PAGE>   3
transportation and insurance being paid by Lessor, with the exception of UHS
Suction Shutdown Program, special delivery and/or air shipments requested by
Participating Members. Such special delivery and/or air shipment charges shall
be prepaid by Lessor and invoiced to the requesting Participating Member for
such member's payment pursuant to the payment terms set forth in Section 6.2 of
this Agreement. Risk of loss shall transfer to Participating Members upon
delivery. Shipping costs outside of the UHS Service Geography will be actual
common carrier costs. Shipping terms for Products rented from an Authorized
Distributor will be negotiated between each Participating Member and the
Authorized Distributor.

         6.4  MINIMUM ORDER. Lessor shall have no minimum rent order requirement
applicable to any or all Participating Members within UHS service geography, as
described in 6.3. For Products rented from an Authorized Distributor, any
minimum order rent requirement will be negotiated between each Participating
Member and the Authorized Distributor.

         6.5  GUARANTEE OF DELIVERY. If Lessor fails to deliver any Product(s)
within the agreed-upon time periods set forth in Schedule 5, Availability
Guarantee hereto, the Participating Member in its sole discretion may either:
rent any substitute product(s) from another source or sources and Lessor shall
reimburse such member for the difference between such member's actual F.O.B.
destination acquisition cost for such product(s) and the price(s) such member
would have paid for Lessor's Product(s) not to exceed twice the rate listed on
Exhibit A under this Agreement. Upon the request of any Participating Member,
Lessor will assist any such Participating Member in finding alternative
acceptable sources for any Product(s) which Lessor cannot deliver according to
agreed-upon time periods.

         For orders placed with an Authorized Distributor, guarantee of delivery
provisions will be negotiated between each Participating Member and the
Authorized Distributor. If the Authorized Distributor fails to deliver any
Product(s) within the foregoing negotiated time period because Lessor has failed
to provide the Product(s) to the Authorized Distributor, the Participating
Member may rent any substitute product(s) from another source(s), and Lessor
shall reimburse such member for the difference between such member's actual
F.O.B. destination acquisition cost for such product(s) and the price(s) such
member would have paid for Lessor's Product(s), not to exceed twice the rate
listed on Exhibit A, under this Agreement, provided that Lessor is notified by
the Participating Member of such failure to deliver and cannot provide an
alternative Product acceptable to the Participating Member at the same price.
Upon the request of any Participating Member, Lessor will assist any such
Participating Member in finding alternative acceptable sources for any
Product(s) which an Authorized Distributor cannot deliver according to the
guaranteed delivery time specified above.

         6.6 GUARANTEE OF DELIVERY UNDER EMERGENCY CONDITIONS. In the event of a
natural disaster or industry wide shortage of Products ("Emergency Condition"),
Lessor agrees to give priority to orders placed by Premier Members who have
signed the Availability Guarantee, Schedule 5 and the Letter of Commitment,
Schedule 6 for Products during the duration of the Emergency Condition. Lessor
will use best efforts to set aside an adequate quantity of Products for the
exclusive rent by Participating Members for the duration of the Emergency
Condition.

         6.7 INSTALLATION. Included in the price of the Product(s), Lessor will
be fully responsible for performing all tasks necessary to install the
Product(s), including without limitation, uncrating, unpacking, removal of
packing material, field assembly, interconnection, calibration and testing to
ensure that the Product(s) conform(s) to the product manufacturer's
specifications and is completely ready to perform all procedures for which it is
designed and marketed by Lessor.

         6.8 ACCEPTANCE. "Acceptance" of Products by Participating Members shall
be deemed to have occurred when Lessor and the applicable Participating Member
in good faith mutually agree that the Product(s) is/are (i) operating according
to Specifications and (ii) completely ready for clinical use. In addition, each
Participating Member shall have the option, at its own expense, to test the
Product(s) to confirm the safety, reliability and performance of the Product(s)
and to perform corollary or parallel testing to verify the accuracy of the
Product(s)' performance.

         6.9 REJECTION OF PRODUCTS. See Schedule 7, Quality Guarantee.

         6.10 RETURN OF PRODUCTS; RESTOCKING FEE. Notwithstanding anything to
the contrary herein, Participating Members shall not have the right to return
Products which are considered disposable or consumable if such Products' useful
shelf-life has expired (as identified on the product label). All such
disposable/consumable Product(s) must be returned in original packages, cases,
or cartons. In no event shall Lessor have the right to charge a restocking fee
in connection with any returns of Product(s) under this Agreement. Lessor's
return goods policy, if any, is set forth in Exhibit L.

7.0 PRICING TERMS.

         7.1 PRICING. Product pricing is set forth in Exhibit A hereto.
Throughout the term of this Agreement, Lessor shall not increase any of the
prices set forth in Exhibit A. In the event a single order equals or exceeds the
"large order" dollar threshold set forth in Item 7 of the Cover Sheet, Lessor
shall grant additional discounts as negotiated between Lessor and applicable
Participating Members. Lessor shall provide Tech Management advance notice of
any order qualifying for a "large order" discount or incentive. Lessor shall
also grant trade-in allowances applied to the rent of the Product(s). The
reasonable value of such allowances shall be based on the model, age, condition
and volume of trade-in items. Further, all discounts provided for in this
Agreement (including without limitation large order discounts) shall be
calculated off list price.

         7.2 BEST PRICING. Subject to applicable law, Lessor represents and
warrants that the prices, terms and conditions offered by Lessor to Tech
Management through this Agreement shall, at all times, be better than those
offered to any other customer which rents a comparable volume (or a lower
volume) of Products relative to the volume rented by Participating Members
hereunder. Lessor also agrees to extend any terms or pricing of peak need rental
business offered to an individual Participating Member to all Participating
Members. Notwithstanding any other provision of this Agreement, upon obtaining
the prior written consent of Tech Management (which may be withheld in
Purchasing Partner's sole discretion), Lessor may, under certain circumstances
(e.g., Beta testing, research and development related activities) and for a
specified reasonable period of time, offer special acquisition programs
(including without limitation, group buys) to certain designated Participating
Members, the terms of

                                       2
-------------------------------------------------------------------------------
(c) 1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
-------------------------------------------------------------------------------
<PAGE>   4
which shall be mutually agreed upon by Lessor, Tech Management and such
Participating Members.

         7.3 PRICING OF NEW PRODUCTS. Pricing for any additional and/or new
Products which the parties mutually agree to add to Exhibit A will be negotiated
at prices consistent with the prices of Products already covered by this
Agreement. Lessor agrees to inform Tech Management of new Products (branded or
generic) that Lessor plans to introduce to the market as far in advance as
possible.

8.0 MARKETING/SALES SUPPORT/TRAINING.

         8.1 LESSOR REPRESENTATIVES. Lessor will provide representatives to call
upon Participating Members on a periodic basis mutually agreed to by Lessor and
each individual Participating Member.

         8.2 USER TRAINING. Upon request, Lessor will provide at no additional
charge user training related to the Products, including without limitation,
equipment operation and in-service training, as reasonably required or requested
by each Participating Member. Lessor will maintain a properly qualified training
staff to provide such training, and Lessor will be solely responsible for any
expenses for staff travel, room and board related to such training. The
scheduling of training shall be coordinated directly with each Participating
Member and shall accommodate all shifts that require training.

Lessor will also provide to the Participating Member upon request and at no
additional charge a written training guide and/or set of training video tapes to
be used for future training by Participating Member staff.

Also included in the price of the Product(s) upon request, Lessor shall supply
Participating Members with the following items prior to or at the time of
delivery of the Product(s): two (2) copies of operator manuals covering all
equipment and accessories; Upon request, Lessor shall provide at no additional
charge all updates to manuals and final versions (where applicable) of manuals
throughout the useful life of the Product(s).

If approved by Manufacturers, Participating Members shall have the right to make
copies, for internal purposes only, of any training materials provided by
Lessor.

         8.3 BIOMEDICAL TRAINING/TECHNICAL

not applicable

         8.4 DEMONSTRATION MODELS FOR EVALUATION. Upon the request of Tech
Management or Participating Member, Lessor shall provide demonstration models,
where practical, of the Product(s) and any appropriate consumables/disposables
required to operate and evaluate the Product(s) to any Participating Members at
no charge for a mutually agreed upon time period.

         8.5 SERVICE AND MAINTENANCE AGREEMENTS. The form of Lessor's service
and maintenance agreement(s), which include pricing and service descriptions, is
set forth as Schedule 7 hereto. Such form agreement(s) are subject to Tech
Management's prior approval.

9.0 PRODUCT PRICING INFORMATION; SALES DOCUMENTATION; ADMINISTRATIVE FEE.
    REPORTING.

         9.1 PRODUCT PRICING INFORMATION (SALES CATALOGS). Lessor will provide
to Tech Management product pricing information in the ANSI X.12 format as
detailed in Exhibit D. If Lessor cannot provide product pricing information in
this format, Lessor may utilize one of the alternative formats detailed in
Exhibit D. Tech Management shall have the right to provide Exhibit D to Lessor
on computer diskette rather than in printed form and to update Exhibit D from
time to time.

         9.2 SALES DOCUMENTATION. Lessor will provide Tech Management with
quarterly reports of all Products rented by and delivered to each Participating
Member during each calendar quarter of the term. Lessor shall provide Tech
Management such reports no later than sixty (60) days after the last day of the
applicable calendar quarter. Reports will include, without limitation, reporting
period start and end dates, Participating Member name, city, state, and sales
volume per Product (totaled per Participating Member). Participating Members
will be identified by HIN and/or DEA number. Lessor will provide such sales
information in the ANSI X.12 format as detailed in Exhibit D. If Lessor cannot
provide such information in this format, Lessor may utilize one of the
alternative formats detailed in Exhibit D.

         9.3 TECH MANAGEMENT ADMINISTRATIVE FEE REPORTING. Lessor will provide
Tech Management with quarterly reports setting forth the Tech Management
Administrative Fee (as defined in Article 10 below) amounts generated by each
Participating Member during each calendar quarter of the term. Lessor shall
provide Tech Management such reports no later than sixty (60) days after the
last day of the applicable calendar quarter. Participating Members will be
identified by HIN and/or DEA number. Lessor will provide such information in the
ANSI X.12 format as detailed in Exhibit D. If Lessor cannot provide such
information in this format, Lessor may utilize one of the alternative formats
detailed in Exhibit D.

         9.4 PARTICIPATING MEMBERS' EDI TRANSACTION SETS. Lessor shall use best
efforts to accommodate the requests of Participating Members with respect to
Lessor's use of Electronic Data Interchange ANSI X.12 Transaction Sets,
including without limitation, Transaction Sets 810 (invoice), 820 (payment
order/remittance advice), 832 (price/sales catalog), 850 (rent order), 855 (rent
order acknowledgment), 856 (ship notice/manifest), 844 (product transfer account
adjustment), and 849 (response to product transfer account adjustment [or charge
back or rebate]).

10.0 FEES

         10.1 TECH MANAGEMENT ADMINISTRATIVE FEE. Lessor will pay Tech
Management an administrative fee (the "Tech Management Administrative Fee")
equal to the percentage set forth in Item 6 of the Cover Sheet of the total net
(less discounts and rebates) dollar volume of Products rented by Participating
Members through Lessor or through any Authorized Distributors during the term of
this Agreement. For purposes of this Agreement, a Product will be deemed to have
been "rented" on the date it is delivered to a Participating Member.

         10.2 MANNER OF PAYMENT. Lessor will pay to Tech Management the Tech
Management Administrative Fee quarterly, without demand or notice, within sixty
(60) days after the end of each calendar quarter during the term hereof.

         All payments shall be by wire or electronic transfer to the account of
"Premier Technology Management, L.L.C." or by a check payable to "Premier
Technology Management, L.L.C." in accordance with the written instructions set
forth in Exhibit E. Lessor shall pay to Tech Management interest on any past due
amount owing Tech Management hereunder at the lesser of (i) one and one-half
percent (1-1/2%) per month or (ii) the maximum interest rate legally permitted.

11.0 COMPLIANCE WITH LAWS AND REGULATIONS. Lessor represents and warrants that
throughout the term of this

UHS                                   3
-------------------------------------------------------------------------------
(c) 1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
-------------------------------------------------------------------------------
<PAGE>   5
Agreement and any extension hereof, Lessor and all Products shall be and shall
remain in compliance with all applicable federal, state and local laws and
regulations, including without limitation all applicable "safe harbor"
regulations relating to group purchasing organizations and fees, discounts and
incentives paid and/or granted to group purchasing organizations and any
participants therein. Lessor shall disclose to Participating Members, per
applicable regulations, the specified dollar value of discounts or reductions in
price. The Parties acknowledge and agree that for purposes of 42 C.F.R. Section
1001.952(h), any reduction in the amount Lessor charges a Participating Member
(excluding group purchasing organization fees, such as the Tech Management
Administrative Fee) is a "discount or other reduction in price" to the
Participating Member. Participating Members shall disclose the specified dollar
value of discounts or reductions in price under any state or federal program
which provides cost or charge-based reimbursement to such Participating Members
for the Products and services covered by this Agreement in accordance with
applicable regulations.

         Lessor agrees that, until the expiration of four (4) years after the
furnishing of any goods and services pursuant to this Agreement, it will make
available, upon written request of the Secretary of Health and Human Services or
the Comptroller General of the United States or any of their duly authorized
representatives, copies of this Agreement and any books, documents, records and
other data of Renter that are necessary to certify the nature and extent of the
costs incurred by Participating Members in purchasing such goods and services.
If Lessor carries out any of its duties under this Agreement through a
subcontract with a related organization involving a value or cost of ten
thousand dollars ($10,000) or more over a twelve-month period, Lessor will cause
such subcontract to contain a clause to the effect that, until the expiration of
four (4) years after the furnishing of any good or service pursuant to said
contract, the related organization will make available upon written request of
the Secretary of Health and Human Services or the Comptroller General of the
United States or any of their duly authorized representatives, copies of this
Agreement and any books, documents, records and other data of said related
organization that are necessary to certify the nature and extent of costs
incurred by Lessor or such goods or services. Lessor shall give Tech Management
notice immediately upon receipt of any request from the Secretary of Health and
Human Services or the Comptroller General of the United States or any of their
duly authorized representatives for disclosure of such information.

12.0 INDEMNIFICATION, WARRANTIES, SPECIFICATIONS AND NOTICES.

         12.1 INDEMNIFICATION. Lessor hereby agrees to indemnify, defend and
hold harmless Tech Management and each Participating Member and their respective
directors, officers, employees, agents and insurers from and against any and all
claims, demands, actions, losses, expenses, damages, liabilities, costs
(including, without limitation, interest, penalties and reasonable attorneys'
fees) and judgments arising out of: (a) bodily injury, property damage or any
other damage or injury caused by any of the Products covered by this Agreement,
and (b) the negligent acts or omissions of Lessor and its employees and agents
acting under its control or supervision. Tech Management hereby agrees to
indemnify, defend and hold harmless Lessor and its directors, officers,
employees, agents and insurers from and against any and all claims, demands,
actions, losses, expenses, damages, liabilities, costs (including, without
limitation, interest, penalties and reasonable attorneys' fees) and judgments
arising out of the negligent acts or omissions of Tech Management and its
employees and agents acting under its control or supervision.

         12.2 WARRANTIES AND PUBLISHED SPECIFICATION. See Quality Guarantee,
Schedule 7.

         12.4 INSURANCE. Lessor shall maintain adequate Products liability,
general public liability, and property damage insurance against any claim or
claims which might or could arise regarding Products rented by Participating
Members from it under the Agreement. When requested by Tech Management, an
insurance certificate indicating the foregoing coverage, issued by an insurance
company licensed to do business in the relevant state or states and signed by
an authorized agent, shall be furnished to Premier. Lessor shall provide Tech
Management with at least thirty (30) days prior written notice of any
cancellation or material modification of such insurance.

13.0 TERMINATION.

         13.1 TERMINATION FOR BREACH. In the event of breach of any provision of
this Agreement, the non-breaching party shall notify the breaching party in
writing of the specific nature of the breach and shall request that it be cured.
If the breaching party does not cure the breach within thirty (30) days of such
notice, the non-breaching party may immediately terminate this Agreement on
written notice to the breaching party, and such termination shall not preclude
the non-breaching party from pursuing any and all remedies available to it at
law or in equity.

         13.2 ORDERS PLACED PRIOR TO TERMINATION. Lessor shall fulfill, in
accordance with the terms of this Agreement, all orders for Products submitted
by Participating Members and received by Lessor prior to termination or
expiration of this Agreement.

         13.3 TERMINATION WITHOUT CAUSE. Either party may terminate this
Agreement at any time without cause or penalty upon providing the other party
with ninety (90) days' advance written notice.

         13.4 SURVIVAL. The following paragraphs of this Agreement shall survive
expiration or termination of this Agreement: (i) the payment of Administrative
Fees pursuant to Article 10.0 including, but not limited to, fees relating to
Products ordered prior to the effective date of expiration or termination and
delivered after expiration or termination; (ii) the audit undertakings set forth
in Section 15.12; (iii) the representations, warranties and covenants set forth
in Section 12.2; (iv) the indemnification undertaking contained in Section 12.1;
(v) the designation of Participating Members as third party beneficiaries
pursuant to Section 15.7; (vi) the undertaking to fill orders submitted to and
received by Lessor prior to the date of expiration or termination set forth in
Section 13.2; (vii) the confidentiality undertakings contained in Article 14;
(viii) the rights and limitations on assignment contained in Sections 15.4 and
15.10; (ix) the governing law provisions contained in Section 15.1; (x)
reasonable attorney's fees provided for in Section 15.9; (xi) compliance with
laws and regulations provided for in Article 11.0; and (xii) the rights of
Participating Members under Section 6.8 relating to the rejection of Products
which were ordered prior to the effective date of expiration or termination.

14.0 CONFIDENTIALITY.

         14.1 CONFIDENTIAL INFORMATION. For the purposes of this Agreement,
confidential information ("Confidential Information") shall mean all
proprietary, secret or confidential information or data relating


UHS                                    4
--------------------------------------------------------------------------------
(c) 1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
--------------------------------------------------------------------------------


<PAGE>   6


to Tech Management, Participating Members, or Renter and their respective
operations, employees, services, patients or customers.

         14.2 PROTECTION OF CONFIDENTIAL INFORMATION. Lessor and Tech Management
acknowledge that Lessor, Tech Management, or Participating Members may disclose
Confidential Information to each other in connection with this Agreement. If
Lessor or Tech Management receives Confidential Information, it shall: (a)
maintain the Confidential Information in strict confidence; (b) use at least the
same degree of care in maintaining the secrecy of the Confidential Information
as it uses in maintaining the secrecy of its own proprietary, secret, or
confidential information, but in no event less than a reasonable degree of care;
(c) use Confidential Information only to fulfill its obligations under this
Agreement; and (d) return or destroy all documents, copies, notes, or other
materials containing any portion of the Confidential Information upon request by
Tech Management or Lessor. Notwithstanding the foregoing, Tech Management shall
have the right to disclose Confidential Information to outside consultants as
necessary for Tech Management to provide support services for Participating
Members in connection with this Agreement.

         14.3 AGREEMENT CONFIDENTIALITY. Neither Tech Management nor Lessor
shall disclose the terms of this Agreement to any other person or entity outside
its organization and affiliates other than to a Participating Member or as
required by law. For purposes of this provision, an affiliate is an entity in
which Tech Management or Renter, as appropriate, maintains an ownership position
in or a contractual relationship with, and the disclosure is required so that
the disclosing party may fulfill its obligations hereunder. Neither party shall
make any public announcement concerning the existence of this Agreement or its
terms unless such party receives prior written approval by the other party.

         14.4 LIMITATION ON OBLIGATION. Lessor and Tech Management shall have no
obligation concerning any portion of the Confidential Information which: (a) was
known to it before receipt, directly or indirectly, from the disclosing party;
(b) is lawfully obtained, directly or indirectly, by it from a non-party which
was under no obligation of confidentiality; (c) is or becomes publicly available
other than as a result of an act or failure to act by the receiving party; (d)
is required to be disclosed by the receiving party by applicable law or legal
process; or (e) is developed by the receiving party independent of the
Confidential Information disclosed by the disclosing party. The receiving party
shall not disclose any portion of the Confidential Information to any person
except those of its employees and affiliates having a need to know such portion
to accomplish the purposes contemplated by this Agreement.

15.0 MISCELLANEOUS.

         15.1 GOVERNING LAW AND VENUE. This Agreement is being delivered and
executed in the State of Illinois. In any action brought by or against Tech
Management, the validity, construction and enforcement of this Agreement shall
be governed in all respects by the laws of the State of Illinois, and venue
shall be proper only in a court of competent jurisdiction located in the State
of Illinois in Cook County. In the event of any dispute arising out of this
Agreement, whether at law or in equity, brought by or against a Premier
Participating Member, venue shall be proper only in a court of competent
jurisdiction located in the county and state in which such member is located.
The parties agree to be subject to personal jurisdiction in and consent to
service of process issued by a court in which venue is proper as defined in this
Section 15.1.

         15.2 MODIFICATION AND WAIVER. No modification of this Agreement shall
be deemed effective unless in writing and signed by each of the parties hereto.
Any waiver of a breach of any provision(s) of this Agreement shall not be deemed
effective unless in writing and signed by the party against whom enforcement of
the waiver is sought.

         15.3 HEADINGS. The descriptive headings of the sections of this
Agreement are inserted for convenience only and shall not control or affect the
meaning or construction of any provision hereof.

         15.4 ASSIGNMENT. Tech Management shall have the right, without Lessor's
consent, to assign Tech Management's rights, title and interest under this
Agreement to any entity owned or controlled by Premier, Premier Purchasing
Partners, L.P. ("Purchasing Partners") and/or Tech Management or under common
ownership or control with Premier, Purchasing Partners and/or Tech Management.
Except as set forth in the foregoing sentence, neither party may assign,
subcontract, delegate or otherwise transfer this Agreement or any of its rights
or obligations hereunder, nor may it contract with third parties to perform any
of its obligations hereunder except as contemplated in this Agreement, without
the other party's prior written consent.

         15.5 SEVERABILITY. If any part of this Agreement shall be determined to
be invalid, illegal or unenforceable by any valid Act of Congress or act of any
legislature or by any regulation duly promulgated by the United States or a
state acting in accordance with the law, or declared null and void by any court
of competent jurisdiction, then such part shall be reformed, if possible, to
conform to the law and, in any event, the remaining parts of this Agreement
shall be fully effective and operative insofar as reasonably possible.

         15.6 NOTICES. Any notice required to be given pursuant to the terms and
provisions hereof shall be in writing, postage and delivery charges pre-paid,
and shall be sent by telecopier, hand delivery, overnight mail service,
first-class mail or certified mail, return receipt requested, to Tech Management
or Renter at the addresses and/or facsimile numbers set forth on the Cover
Sheet. Any party may change the address to which notices are to be sent by
notice given in accordance with the provisions of this section. Notices
hereunder shall be deemed to have been given, and shall be effective upon actual
receipt by the other party, or, if mailed, upon the earlier of the fifth (5th)
day after mailing or actual receipt by the other party. Lessor shall provide a
copy of any notice to Tech Management provided under this Section to the Premier
Legal Department at the following address:

                          Premier Legal Department

                          12225 El Camino Real

                          San Diego, CA 92130-2099

                          Tel. No.: (619) 481-2727

                          Fax No.: (619) 481-0538

                          Attn.: General Counsel

         15.7 ENFORCEABILITY. The parties hereto acknowledge and agree that (i)
this Agreement is entered into by Tech Management for the express, intended
benefit of Participating Members, (ii) each of the Participating Members shall
be and constitute an intended third-party beneficiary of the representations,
warranties, covenants and agreements of the Lessor contained herein, and (iii)
each of the Participating Members shall be entitled to enforce the terms and
provisions of this Agreement to the same extent as Tech Management.

UHS                                    5

--------------------------------------------------------------------------------
(c) 1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
--------------------------------------------------------------------------------

<PAGE>   7
         15.8 INDEPENDENT CONTRACTORS. The parties' relationship hereunder is
that of independent contractors. This Agreement does not create any employment,
agency, franchise, joint venture, partnership or other similar legal
relationship between Tech Management and Lessor. Neither party has the authority
to bind or act on behalf of the other party except as otherwise specifically
stated herein.

         15.9 ATTORNEYS' FEES. Should any party engage an attorney for the
purpose of enforcing this Agreement or any judgment based hereon on any court,
including bankruptcy court, courts of appeal or arbitration proceedings, the
prevailing party shall be entitled to receive its reasonable attorneys' fees and
costs in addition to any other relief granted.

         15.10 BINDING EFFECT. This Agreement shall be binding upon and shall
inure to the benefit of the parties hereto and their respective successors and
permitted assigns.

         15.11 FORCE MAJEURE. The obligations of either party to perform under
this Agreement will be excused during each period of delay caused by acts of God
or by shortages of power or materials or government orders which are beyond the
reasonable control of the party obligated to perform ("Force Majeure Event"). In
the event that either party ceases to perform its obligations under this
Agreement due to the occurrence of a Force Majeure Event, such party shall: (1)
immediately notify the other party in writing of such Force Majeure Event and
its expected duration; (2) take all reasonable steps to recommence performance
of its obligations under this Agreement as soon as possible. In the event that
any Force Majeure Event delays a party's performance for more than thirty (30)
days following notice by such party pursuant to this Agreement, the other party
may terminate this agreement immediately upon written notice to such party.

         15.12 AUDIT OF COSTS. Lessor shall permit Tech Management or its agent
to conduct periodic audits of records relating to Lessor's performance under
this Agreement including without limitation relevant orders, invoices, volume
reports and administrative fees. The audits shall be conducted upon reasonable
advance notice during regular business hours at Lessor's principal office and in
such a manner as not to unduly interfere with Lessor's operations.

MINORITY AND FEMALE-OWNED BUSINESSES. Lessor represents and warrants that it is
an "equal opportunity employer", shall also use its best efforts to support Tech
Management's Minority and Female-Owned Businesses Policy as set forth in Exhibit
F hereto.

         15.14 ENTIRE AGREEMENT. This Agreement, including the Cover Sheet, the
Additional Terms and Conditions (if any) and all Exhibits hereto, constitutes
the entire understanding and agreement between Lessor and Tech Management
concerning the subject matter hereof, and supersede all prior negotiations,
agreements and understandings between Lessor and Tech Management, whether oral
or in writing, concerning the subject matter hereof, including, but not limited
to, all prior agreements between Lessor and either Purchasing Partners, AmHS
Purchasing Partners, L.P., AmHS, Inc., Premier Health Alliance, Inc., or
SunHealth Alliance, Inc., whether or not assigned to Tech Management, Purchasing
Partners or Premier.

         15.15 LABOR AND EMPLOYMENT LAWS. Lessor represents and warrants that it
complies with applicable labor and employment laws and prohibits any form of
child labor or other exploitation of children in the manufacturing and delivery
of Products, consistent with provisions of the International Labor
Organization's Minimum Age Convention of 1973. A child is any person who is less
than fourteen (14) years of age or who is younger than the compulsory age to be
in school in the country in which Lessor's business is being conducted, if that
age is higher than fourteen (14).

         15.16 NO ADDITIONAL OBLIGATIONS IMPOSED BY LESSOR. Except as expressly
set forth herein, Lessor shall not impose any obligations on Tech Management
and/or Participating Members as a condition to receiving any of the benefits set
forth in this Agreement.

         15.17 COUNTERPARTS. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, and all of which
together shall constitute one and the same agreement.

         15.18 DATE/PAYMENT EXCHANGE. Lessor hereby acknowledges that Tech
Management is currently developing technology and processes which may enable
Participating Members and Lessor to more efficiently exchange information and
payments (e.g., through use of the Internet). Lessor agrees to cooperate with
Tech Management's efforts in this regard and shall use best efforts to implement
any data/payment exchange system reasonably adopted by Tech Management for group
purchasing activities.

         15.19 TECHNOLOGICAL BREAKTHROUGHS. Tech Management believes an
essential element of advancing the core objectives and mission of Premier is to
encourage the development of health care technology which significantly improves
the quality, process and/or outcome of care. In support of this belief, the
Parties acknowledge that certain Products which incorporate breakthrough
technologies ("Breakthrough Products") have the potential to significantly
improve safety to patients or hospital staff, significantly improve non-clinical
operational efficiency, or deliver dramatic process of care cost savings or
improved clinical outcomes when compared to the level of safety, operational
efficiency, process of care and/or outcomes delivered through use of the
Products. Tech Management therefore reserves the right to enter into agreements
with the supplier(s) of such Breakthrough Products in order to make such
Products available to Participating Members. Renter hereby agrees that the rent
of such Breakthrough Products by Participating Members shall not negatively
impact such members' access to any favorable terms and conditions offered under
this Agreement.

         15.20 YEAR 2000 COMPLIANCE. Lessor warrants that to the best of its
knowledge based upon the information supplied by the applicable manufacturer any
software and hardware included in the Products and any software and hardware
used in information systems by Lessor to process transactions related to
providing the Products hereunder, including without limitation, sales order
processing, sales order acknowledgment processing, advanced shipping notice
processing, invoicing, purchase order processing, purchase order
acknowledgments, accounts receivable and accounts payable processes, and sales
and compliance reporting processes, shall operate properly prior to, during and
after the year 2000 and shall not cause any business interruptions or response
time delays (i.e., such software and hardware is "Year 2000 Compliant"). In this
regard, Lessor agrees that such software and hardware shall contain, at a
minimum:

UHS                                    6
--------------------------------------------------------------------------------
(C) 1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
--------------------------------------------------------------------------------
<PAGE>   8
     a. date formats that have century recognition;

     b. calculations that accommodate same-century and multi-century formulas
        and date values

     c. date interface values that reflect the century; and

     d. calculations that accommodate the occurrence of leap years.

Upon Tech Management's request, Lessor agrees to provide Tech Management with
documentation demonstrating that the Products and Lessor's transaction
processing systems are Year 2000 Compliant. If at any time during the term
hereof it is reasonably determined by Tech Management that any Products and/or
Lessor's transaction processing systems are not Year 2000 Compliant, Lessor
agrees that the Participating Member may return the Product to Lessor. Lessor
will insure that no Year 2000 non-compliant equipment will be rented to
members. In the event that one does get rented it will be replaced
immediately. Lessor shall also be responsible for, and shall defend, indemnify
and hold Tech Management and Participating Members harmless from and against,
any and all losses, liabilities, costs or claims, including without limitation,
loss of data, lost profits and attorneys fees, which arise as a result of
Lessor's transaction processing systems not being Year 2000 Compliant.

In addition, Lessor agrees that no equipment that is Y2K non-compliant will be
delivered to any Participating Member after August 30, 1999, without the
informed written consent of the Participating Member.

15.21 CONTROLLING DOCUMENT. In the event of any conflict between this
Agreement and any document, instrument or agreement prepared by Lessor
(including without limitation Lessor's rent orders, invoices and warranties),
the terms of this Agreement shall control.

[ ] END OF STANDARD TERMS AND CONDITIONS [ ]



UHS                                    7
--------------------------------------------------------------------------------
(C)1998 BY PREMIER TECHNOLOGY MANAGEMENT, L.L.C. THIS DOCUMENT MAY NOT BE
REPRODUCED IN ANY FORM WITHOUT THE EXPRESS PERMISSION OF PREMIER TECHNOLOGY
MANAGEMENT, L.L.C.
--------------------------------------------------------------------------------