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1 <br />AMENDMENT NO. 5 <br />TO <br />VERA CLINIC AGREEMENT <br />THIS AMENDMENT NO. 5 TO the VERA CLINIC AGREEMENT (“Amendment 5”) shall be <br />effective as of January 1, 2025, (the “Amendment 5 Effective Date”), and amends the terms of the <br />June 7, 2019 Vera Clinic Agreement, as amended (the “Agreement”) by and among Vera Whole <br />Health, Inc., Vera Whole Health WA, P.C. (collectively “Vera”), and the City of Everett <br />(“Employer”). All capitalized terms not otherwise defined herein shall have the meanings set forth <br />in the Agreement. <br />Pursuant to Section 10.10 of the Agreement, parties desire to amend the Agreement. Now, <br />therefore, for valuable consideration, all parties agree as follows: <br />1.Defined Terms. Unless otherwise defined in this Amendment, capitalized terms used <br />herein shall have the same meaning as they are given in the Agreement. <br />2.Agreement Body Amendments. As of the Amendment 5 Effective Date, the following <br />amendments are made to the Agreement: <br />2.1 Agreement Section 1.2 - “Clinical Services” is deleted in its entirety and replaced <br />with the following: 1 <br />“1.2 “Clinical Services” means the professional medical and healthcare <br />services and related wellness programs provided by Vera P.C. to the Participants <br />as stated in the applicable Service Order Form.” <br />2.2 Agreement Section 1.3 – “Fees” is deleted in its entirety and replaced with the <br />following: <br />“1.3 “Fees” means all fees payable by Employer in connection with the Services <br />provided to Participants as stated in Schedule 2 of this Agreement or in an <br />applicable Service Order Form or elsewhere in this Agreement.” <br />2.3 Agreement Section 1.6 – “Service(s)” is deleted in its entirety and replaced with the <br />following: <br />“1.6 “Service(s)” as used herein is a term that refers collectively to the <br />combined suite of services described in applicable Service Order Form, each of <br />which are provided separately by Vera pursuant to this Agreement, but in <br />practice are utilized in a combined manner by the Participants as part of the <br />overall employee health benefits provided by Employer. Consequently, further <br />subsequent use of the term Services in this Agreement is solely for convenience <br />and nothing by way of use of the collective term Services shall in any manner <br />expressly or impliedly be interpreted to mean that the Clinical Services are <br />provided by any entity other than Vera Whole Health WA. P.C.”