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Home My WebLink AboutP-22-016 Unite USA Amend 1.pdf DocuSign Envelope ID:804D07A1-835F-43A6-AB17-240B7389C47F COU�� County of Fresno INTERNAL SERVICES DEPARTMENT 1856�0 Facilities• Fleet•Graphics • Purchasing • Security•Technology AMENDMENT NUMBER ONE (1) Agreement Number: P-22-016 December 21, 2023 Unite USA Inc. 217 Broadway Floor 8 New York, Ny 10007 Contract Number P-22-016 covering Multi-Agency Access Point (MAP) Program is amended as follows: The contract with your company expires January 3, 2024. The County of Fresno desires to extend this contract for an additional two (2) months, effective January 4, 2024, through February 29, 2024. Prices will be firm for the contract period. Amendment provisions shall remain in full force and effect with any contract renewals. Maximum: The County of Fresno desires to increase this Agreement in the amount of twenty thousand dollars. In no event shall services performed and/or fees paid under this Agreement be in excess two hundred thousand dollars. Electronic Signatures. The parties agree that this Agreement may be executed by electronic signature as provided in this section. A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement to represent their signature, including but not limited to (1) a digital signature; (2) a faxed version of an original handwritten signature; or(3) an electronically scanned and transmitted (for example by PDF document) of a handwritten signature. B. Each electronic signature affixed or attached to this Agreement (1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and effect as the valid original handwritten signature of that person. C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs (1)through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. Please acknowledge your acceptance by returning all pages of this letter to my office via email or USPS. If you have any questions, please contact Jennifer Vargas, Purchasing Analyst, at (559)600-7110 or email levargas(cDfresnocountyca.gov. 333 W. Pontiac Way, Clovis, CA 93612 / (559) 600-7110 The County of Fresno is an Equal Employment Opportunity Employer DocuSign Envelope ID:804D07A1-835F-43A6-AB17-240B7389C47F CONTRACT NO. P-22-016 Page 2 Unite USA Inc. December 21, 2023 FOR THE COUNTY OF FRESNO Manuel M. Digitally signed by Manuel �V� M.Vilanova Vilanova Date:2024.01.03 11:09:23-08'00' Manuel Vilanova Deputy Director 333 W. Pontiac Way Clovis, CA 93612 MV:JV P-22-016 Unite USA Amend 1.docx DocuSign Envelope ID:804D07A1-835F-43A6-AB17-240B7389C47F CONTRACT NO. P-22-016 Page 3 Unite USA Inc. December 21, 2023 CONTRACTOR TO COMPLETE: Company: Unite USA Inc. dba Unite Us Type of Entity: ❑ Individual ❑ Limited Liability Company ❑ Sole Proprietorship ❑ Limited Liability Partnership IN Corporation ❑ General Partnership Ell...Signed by: pe(,liliaiv�, Qw�btti,�i Signature 86C7550A1 D47486... Apollinaire Amondji CFO 1/2/2024 Print Name and Title Date D—Signeed`by- Signature Cr O� \ AE083A6E56284DD... Matt Hall SVP of Sales 1/3/2024 Print Name and Title Date 217 Broadway, Floor 8 New York NY 10007 Address City State Zip legal@uniteus.com; (844)786-4837 (646)304-4327 finance(c),uniteus.com TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS ACCOUNTING USE ONLY ORG No.: 56304776 Account No.: 7295 Requisition No.: 5632410051 (8/2022) P-22-016 Unite USA Amend 1.docx DocuSign Envelope ID:804D07A1-835F-43A6-AB17-240B7389C47F P-22-016 Attachment A Amendment No. 1 to Unite Us Platform Order Form This Amendment No. 1 (the"Amendment")is entered into as of January 4,2024(the"Amendment No. 1 Effective Date"), by and between Unite USA Inc., a Delaware corporation ("Unite Us"), and Fresno County Department of Behavioral Health("Customer,"and together with Unite Us,the"Parties"). WHEREAS,the Parties entered into the Procurement Agreement,dated January 5,2022(the"Procurement Agreement"),the Unite Us Platform Order Form attached thereto as Attachment A("Order Form No. 1"),and the Master Cloud Services and Network Management Agreement(the"Master Agreement"); WHEREAS,the Parties desire to amend Order Form No. 1 in accordance with the terms set forth herein; NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the Parties hereby amend Order Form No. 1 as follows: 1. Definitions. Unless otherwise defined herein, the capitalized terms used in this Amendment have the meanings set forth in the Procurement Agreement,Master Agreement,Order Form No. 1 as applicable. 2. Term. The term of Order Form No. 1 will be extended until March 4,2024(the"Extension Term"). 3. Fees. Customer shall pay the following fees during the Extension Term. I Description Fee Due Date Network Access $3,333.33 Amendment No. 1 25 web-based licenses for Customer to the Unite Us Platform within the Effective Date Territory - 10 additional web-based licenses for Customer's clinical partners to the Unite Us Platform within the Territory Unite Us Insights $10,000 Amendment No. 1 - Network Activity Dashboard&Health Equity Dashboard Effective Date - Monthly Data Delivery Payments to Unite Us are due within 45 days of receipt of the applicable invoice. 4. General. Except as amended and modified by this Amendment, all of the terms and conditions of the Procurement Agreement,Master Agreement,and Order Form No. 1 shall remain in full force and effect.This Amendment shall not be altered, changed, or amended except by mutual written agreement of the Parties. This Amendment may be executed by the exchange of certified electronic signatures,or copies delivered by email in PDF or similar format, and any signature transmitted by such means for the purpose of executing this Amendment is deemed an original signature for purposes of this Amendment. [Remainder of this page intentionally left blank] DocuSign Envelope ID:804D07A1-835F-43A6-AB17-240B7389C47F IN WITNESS WHEREOF,the Parties have caused this Amendment to be executed by duly authorized representatives of the Parties as of the Amendment No. 1 Effective Date. UNITE USA INC. FRESNO COUNTY DEPARTMENT OF BEHAVIORAL HEALTH D S"g a by- Manuel M. Digitally signed by Manuel M.Vilanova 1N1\ Vilanova Date:2024.01.03 By. _ � Essze4DD_ By: 11:10:04-08'00' Name(Print): Matt Hall Name(Print): Title: SVP of sales Title: Date: 1/3/202 4 Date: