SHJ25-006 WESTWOOD PHARMACY AND KCJ AGREEMENT - PARTIALLY EXECUTED

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PHARMACY SERVICES AGREEMENT THIS PHARMACY SERVICES AGREEMENT (this "Agreement") is entered into with effect as of June 1, 2025 (the "Agreement Effective Date"), by and between MAO Pharmacy, Inc. d/b/a Westwood Pharmacy, a Virginia corporation ("WESTWOOD"), and Kittitas County Sheriffs Office ("COUNTY") (WESTWOOD and COUNTY hereinafter together referred to as the "Parties"). RECITALS WHEREAS, WESTWOOD operates a pharmacy licensed in the Commonwealth of Virginia; WHEREAS, WESTWOOD is in the business of providing comprehensive pharmaceutical care services in correctional settings for various state and local government entities, as well as comprehensive healthcare companies; and, WHEREAS, COUNTY desires to have WESTWOOD provide comprehensive pharmaceutical care services for the Kittitas County Sheriffs Office located at 307 W Umptanum Rd, Ellensburg, WA 98926; NOW, THEREFORE, in consideration of the mutual promises of the Parties hereto and the mutual benefits to be gained by the performance thereof, and other good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: 1) Services. WESTWOOD agrees to provide COUNTY comprehensive pharmacy services ("Services") pursuant to the terms and conditions of this Agreement. 2) Payment. In consideration of the Services, COUNTY agrees to pay WESTWOOD for all items of work performed and/or materials furnished within thirty (30) days from the date of its invoice as set forth in Schedule A, attached hereto and incorporated by reference herein, and highly utilized medications will be eligible for deeper discounts. A late fee of 6% per month will be applied to all balances that are over fifteen (15) days past due. 3) Term. The term of this Agreement shall commence on Agreement Effective Date and shall remain in full force and effect for a period of two (2) years with the option of two (2) 1- year renewals if agreeable by both parties. 4) Termination. Either party may terminate this Agreement, with or without cause, upon thirty (30) days written notice to the other party. 5) Relationship of Parties. It is agreed that nothing contained in this Agreement is intended or should be construed as constituting a relationship of partnership, joint venture, or an association between WESTWOOD and COUNTY. WESTWOOD is an independent contractor and neither it, its employees, subcontractors, nor representatives shall be considered employees, agents, or representatives of COUNTY.