2022-232-E-IT Dept-Patagonia-Pay for additional Patagonia licenses for pharmacy app

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http://www.patagoniahealth.com ADDENDUM TO PATAGONIA SALES AGREEMENT This Addendum modifies the Sales Agreement dated October 1, 2012 (the “Original Agreement”) by and between Patagonia Health, Inc. (“Patagonia” or “Provider”) and Orange County, a local political subdivision of the State of North Carolina, by and through its Orange County Health Department (“County” or “Customer”). The Addendum takes precedence over all conflicting terms and conditions of the Original Agreement and any amendments to the Original Agreement. This Addendum is attached to Renewal Sales Agreement 2022—Pharmacy App and Additional User Licenses and is incorporated into the Original Agreement as if fully set out therein. a.The following language is hereby added to paragraph 10.3,Governing Law:By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes.By executing this Agreement Provider certifies that Provider has not been identified,and has not utilized the services of any agent or subcontractor identified,on the list created by the State Treasurer pursuant to G.S.147-86.58.By executing this Agreement Provider certifies that Provider has not been identified,and has not utilized the services of any agent or subcontractor identified,on the list created by the State Treasurer pursuant to G.S. 147-86.81. b.Non-Discrimination.Provider shall at all times remain in compliance with all applicable local,state,and federal laws, rules,and regulations including but not limited to all state and federal non-discrimination laws,policies,rules,and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.)Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County.This paragraph is not intended to limit and does not limit the definition of breach to discrimination. c.Signatures:This Agreement together with any amendments or modifications may be executed electronically.All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of the North Carolina General Statutes Chapter 66. ORANGE COUNTY PATAGONIA HEALTH, INC. By: ________________________________By: __________________________________ Name and Title: ___________________________Name and Title: Amos Slaymaker, Vice President of Sales & Marketing Page 3 of 3 Confidential. Copyright© 2021 Patagonia Health, Inc. 15100 Weston Parkway, Suite 204, Cary, NC 27513 | 919.238.4780 | Email:info@patagoniahealth.com DocuSign Envelope ID: 55FF4867-4481-44E0-96C4-6497255A4B04DocuSign Envelope ID: E2D521D8-A45F-4FA5-8036-262EFC1A4E6E *“Subcontractors” does not include the Contractor’s engagement or hiring of subcontractors or otherwise engaging or partnering with third-party vendors that provide software which will be integrated into the Service (as defined in the Patagonia Sales Agreement). DocuSign Envelope ID: 37385076-2222-4C89-BBA7-6AFFB4117C75 Bonnie Hammersley County Manager