AMENDMENT NO. 1 TO AGREEMENT

BETWEEN THE COUNTY OF SAN MATEO AND
BANETH’S PHARMACY (WILLOW CLINIC)

THIS AMENDMENT TO THE AGREEMENT, entered into this _____ day of _______________, 20_____, by and between the COUNTY OF SAN MATEO, hereinafter called "County," and BANETH’S PHARMACY, hereinafter called "Contractor";

W I T N E S S E T H:

WHEREAS, pursuant to Government Code, Section 31000, County may contract with independent contractors for the furnishing of such services to or for County or any Department thereof;

WHEREAS, the parties entered into an Agreement for the provision of pharmacy services to patients of the County’s Willow Clinic on April 10, 2007; and

WHEREAS, the parties wish to amend the Agreement to extend the term by three months to March 31, 2010, increase funding by $90,000 for a total fiscal obligation of $450,000 and to allow for additional dispensing fees.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES HERETO AS FOLLOWS:

1.

Section 1, Exhibits and Attachments, of the agreement is amended to read as follows:

Exhibit A – Services and Payments
Exhibit E – Corporate Compliance SSMC Code of Conduct (Third Parties)
Attachment H – HIPAA Business Associate Requirements
Attachment I – Section 504 Compliance
Attachment – Contractors Declaration Form

2.

Section 4, Term and Termination, of the agreement is amended to read as follows:

Subject to compliance with all terms and conditions, the term of this Agreement shall be from January 1, 2007 through March 31, 2010.

This Agreement may be terminated by Contractor or San Mateo Medical Center’s Chief Executive Officer (or designee) at any time without a requirement of good cause upon thirty (30) days’ written notice to the other party.

In the event of termination, all finished or unfinished documents, data, studies, maps, photographs, reports, and materials (hereafter referred to as materials) prepared by Contractor under this Agreement shall become the property of the County and shall be promptly delivered to the County. Upon termination, the Contractor may make and retain a copy of such materials. Subject to availability of funding, Contractor shall be entitled to receive payment for work/services provided prior to termination of the Agreement. Such payment shall be that portion of the full payment which is determined by comparing the work/services completed to the work/services required by the Agreement.

3.

Section 3, Payments, of the agreement is amended to read as follows:

In consideration of the services provided by Contractor in accordance with all terms, conditions and specifications set forth herein and in Exhibit “A,” County shall make payment to Contractor based on the rates and in the manner specified in Exhibit “A.” The County reserves the right to withhold payment if the County determines that the quantity or quality of the work performed is unacceptable. In no event shall the County’s total fiscal obligation under this Agreement exceed FOUR HUNDRED FIFTY THOUSAND DOLLARS ($450,000).