Epic Fifteenth Amendment

EPIC SYSTBMS CORPORATION
FIFTEENTH AMENDMENT TO LICENSE
This Fifteenth Amendment to License ("Arng¡dgg¡!") is entered into by and between Epic Systems Corporation ("Epþ")
and The County of Santa Clara ("YqU").
BAcKGRoUND
Epic and You entered into a License and Support Agreement dated January 10, 2012, which has since been amended (as
amended, the "Agrcglqcû").
Epic and You would now like to amend the Agleement to (i) delete the Outgoing Electronic Script Orders Interface from
EpicCare Ambulatory - NCPDP currently licensed by You as an Item of Program Propelty under the Agreement and (ii)
add the Incoming Ancillary Results and Orders Interface - HL7 (Copy) as an Item of Program Propefy licensed under the
Agreement.
AGREEMENT
In consideration of the mutual covenants set forth below and in the Agreement, the palties agree as follows
All capitalized
terms used in this Amendment and not defined herein but defined in the Agreement
assigned to such terms in the Agreement.
will
have the meanings
l.
Deletion of Program Property. By this Amendment, the Outgoing Electronic Script Orders Interface from EpicCare
Ambulatory - NCPDP is deleted as an Item of Program ProperW listed on Exhibit l(a) of the Asreement (the "Deleted
]¡le!.1þge"), thereby terminating any license to such interface.
$2.500 (the "Credit") for the portion of the license fees You h
2.
Addition of Program Property. The Agreement is further amended by adding the following interface as an Item of
Program Property listed on Exhibit l(a) of the Agreement, subject to the restrictions stated herein and in the
Agreement:
Program PropeÉy
License Fee
Initial Monthly
(us$)
Maint. Fee (US$)
Estimated
Implementation
Fees (US$)*
Incoming Ancillary Results and Orders Interface
- HL7 (Copy)
Limitations: Limited to one copy of the above Item for use solely in one Production Directory with the other Items of Program
Property licensed by You under the Agreement. A copy is one instance of the interface Code, specifications and interface
specification record in the system operating the Program Property.
* Installation, modifications, and support oftesting ofthe above interface will be billed at Epic's then cuffent in-house hourly rates.
On-site time, if needed, will be charged at Epic's then cuffent hourly on-site rates. The estimated implementation fbes for the above
Item are as set forth above and have been provided by Epic based on its experience with other similarly situated customers and
othel infomation available to Epic as of the date of this Amendment. Actual irnplernentation fees may vary frorn such estimate,
and You agree to pay Epic the actual implementation fees.
3.
License and Maintenance Fees.
provided in Section 2 of this Amendment.
The initial monthly maintenance fee for the Added Interface is
will be due and payable, and may be adjusted,
Maintenance fees
as
as
provided in the Agreement.
4.
Miscellaneous. The addition of the Program Property listed above may require additional licenses, including but not
limited to Intersystems Caché licenses, ol other third-party software and may increase Youl use of processot cycles,
disk space and memory. In connection with the addition of the Program Property, You may also require additional
computer hardware, storage, or other infrastructure, which may result in additional costs (including from Your hosting
or infrastructure providers). Except as otherwise expressly provided in this Amendment, all terms and conditions
previously set forth in the Agreement will remain in effect as set forth in the Agreement. In the event that this
Amendment and the Agreement are inconsistent, the terms and provisions of this Amendment will supersede the terms
and provisions of the Agreement, but only to the extent necessary to satis$ the purposes of this Amendment. Upon
Epic's signature, this Amendment will be effective as of the date of Your signatule below.
EPIC SYSTEMS CORPORATION
COUNTY OF SANTA CLARÄ
By:
By:
DAVE CORTESE, President
Name: Erik J. Phelps
Title: General Counsel
Date:
Board ofSupervisors
Date:
ATTEST:
MEGANDOYLE
Clerk of the Board of Supervisors
Date:
,dPPROVED AS TO FORM AND LEGALITY
By:
MI
Deputy County Counsel
Date: 9tto /l
Co
APPROVED BY SCVHHS FINANCE
By:
JOHN COOKINHAM
SCVHHS Chief Financial Officer
Date:
The terms offered by this Amendment
will expire if You
have not returned an executed copy to Epic within 60 days
ofFebruary 25,2016.
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