HomeMy WebLinkAboutAgreement A-25-291 Amend. 5 to Master Agt. for Specialized Residential MH Services.pdf Agreement No. 25-291
1 AMENDMENT NO. 5 TO SERVICE AGREEMENT
2 This Amendment No. 5 to Service Agreement ("Amendment No. 5") is dated
3 June 24, 2025 and is between each individual Contractor listed in Exhibit A-III "List of
4 Contractors", attached hereto and incorporated herein by reference and collectively hereinafter
5 referred to as Contractor(s), and the County of Fresno, a political subdivision of the State of
6 California ("County").
7 Recitals
8 A. On June 20, 2023, the County and Contractor(s) entered into Agreement No. 23-283
9 ("Agreement"), as amended by County Agreement No. 23-415 effective July 1, 2023, County
10 Agreement No. 24-100 effective March 5, 2024, County Agreement No. 24-441 effective August
11 20, 2024, and County Agreement No. 25-169 for specialized residential mental health services.
12 The agreement combined and superseded Agreement No. 19-406.
13 B. Oasis Eating Disorder Recovery, A Professional Psychology Corporation was previously
14 referred to in the Agreement as Oasis Eating Disorders Recovery. The County and Contractor
15 now desire to correct its legal name through this Amendment.
16 C. The County and Contractor(s) now desire to further amend the Agreement to extend the
17 term for an additional three (3) month base and optional three (3) month renewal term and
18 increasing the maximum compensation by Three Million, Five Hundred Thousand and No/100
19 ($3,500,000.00).
20 The parties therefore agree as follows:
21 1. Term. This Amendment extends the term of the Agreement through September 30,
22 2025. The term of this Agreement may be extended for no more than one three-month period
23 only upon written approval of both parties at least thirty (30) days before the first day of the
24 three-month extension period. The County's DBH Director, or designee, is authorized to sign the
25 written approval on behalf of the County based on the Contractor's satisfactory performance.
26 The extension of this Agreement by the County is not a waiver or compromise of any default or
27 breach of this Agreement by the Contractor existing at the time of the extension whether or not
28 known to the County.
1
1 2. All references to Exhibit A shall be deemed references to "Exhibit A-1I I." Revised Exhibit
2 A-111 is attached and incorporated by this reference.
3 3. Sections 4.2 and 4.3 of the Agreement, beginning on Page 10, Lines 18 through 27 are
4 deleted in their entirety and replaced with the following:
5 "4.2 Maximum Compensation. The maximum combined amount payable to
6 Contractor(s) by County for specialized residential mental health services
7 provided by Contractor(s) under the terms and conditions of this Agreement for
8 each fiscal year: FY 2023-24 is Six Million Five Hundred Thousand and No/100
9 Dollars ($6,500,000.00); FY 2024-25 is Seven Million and No/100 Dollars
10 ($7,000,000.00); FY 2025-26 July 1, 2025 through September 30th, 2025 is One
11 Million Seven Hundred Fifty Thousand and No/100 ($1,750,000); FY 2025-26
12 October 1, 2025 through December 31, 2025 is One Million Seven Hundred Fifty
13 Thousand and No/100 ($1,750,000). All fiscal year maximums are not
14 guaranteed sums but shall be paid only for services rendered and received.
15 4.3 Total Maximum Compensation. In no event shall the maximum contract
16 amount for all the services provided by the Contractor(s) to County under the
17 terms and conditions of this Agreement be in excess of Seventeen Million and
18 No/100 Dollars ($17,000,000.00) during the entire term of this Agreement."
19 4. When both parties have signed this Amendment No. 5, the Agreement, Amendment No.
20 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, and this Amendment No. 5
21 together constitute the Agreement.
22 5. The Contractor represents and warrants to the County that:
23 a. The Contractor is duly authorized and empowered to sign and perform its obligations
24 under this Amendment.
25 b. The individual signing this Amendment on behalf of the Contractor is duly authorized
26 to do so and his or her signature on this Amendment legally binds the Contractor to
27 the terms of this Amendment.
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2
1 6. The parties agree that this Amendment may be executed by electronic signature as
2 provided in this section.
3 a. An "electronic signature" means any symbol or process intended by an individual
4 signing this Amendment to represent their signature, including but not limited to (1) a
5 digital signature; (2) a faxed version of an original handwritten signature; or (3) an
6 electronically scanned and transmitted (for example by PDF document) version of an
7 original handwritten signature.
8 b. Each electronic signature affixed or attached to this Amendment (1) is deemed
9 equivalent to a valid original handwritten signature of the person signing this
10 Amendment for all purposes, including but not limited to evidentiary proof in any
11 administrative or judicial proceeding, and (2) has the same force and effect as the
12 valid original handwritten signature of that person.
13 c. The provisions of this section satisfy the requirements of Civil Code section 1633.5,
14 subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part
15 2, Title 2.5, beginning with section 1633.1).
16 d. Each party using a digital signature represents that it has undertaken and satisfied
17 the requirements of Government Code section 16.5, subdivision (a), paragraphs (1)
18 through (5), and agrees that each other party may rely upon that representation.
19 e. This Amendment is not conditioned upon the parties conducting the transactions
20 under it by electronic means and either party may sign this Amendment with an
21 original handwritten signature.
22 7. This Amendment may be signed in counterparts, each of which is an original, and all of
23 which together constitute this Amendment.
24 8. The Agreement as previously amended and as amended by this Amendment No. 5 is
25 ratified and continued. All provisions of the Agreement as previously amended and not
26 amended by this Amendment No. 5 remain in full force and effect.
27 [SIGNATURE PAGE FOLLOWS]
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1 The parties are signing this Amendment No. 5 on the date stated in the introductory
2 clause.
3
CONTRACTOR(S): COUNTY OF FRESNO
4
PLEASE SEE SIGNATURE PAGE
5 ATTACHED
6 Ernest Buddy M es, Chairman of the Board
of Supervisors of the County of Fresno
7
Attest:
8 Bernice E. Seidel
Clerk of the Board of Supervisors
9 County of Fresno, State of California
10
By:
11 Deputy
12 For accounting use only:
13 Org No.: 56302175, 56302230, 56302112
Account No.: 7295/0
14 Fund No.: 0001
Subclass No.: 10000
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Exhibit A-III
List of Contractors
CONTRACTOR EXHIBIT
REFERENCE
1. Discovery Practice Management, Inc. d.b.a. Center for Discovery
Contact: Katie Barrett Exhibit B-2
Address: 18401 Von Karman Ave, Suite 500, Irvine, CA 92612
2. Oasis Eating Disorder Recovery, A Professional Psychology Corporation
Contact: Alicia Alva Exhibit B-4
Address: 1791 E Fir Ave, Suite 103, Fresno, CA 93720
3. BHC Alhambra Hospital, Inc. d.b.a. BHC Alhambra Hospital
Contact: Brett Graves Exhibit B-7
Address: 4619 Rosemead Blvd, Rosemead, CA 91770
4. Central Star Behavioral Health, Inc.
Contact: Kent Dunlap Exhibit B-8
Address: 1501 Hughes Way, Suite 150, Long Beach, CA 90810
A-1
1 The parties are signing this Amendment No. 5 on the date stated in the introductory
2 clause.
3
CONTRACTOR: Discovery Practice Management, Inc. d.b.a. Center for
4 Discovery
5 By ,&A( ',t cEo:z<PDT;
6
7 Print Name: John Peloquin, CEO
8
Title: CEO
9 Chairman of the Board, President, or Vice President
10 06/02/2025
11 Date:
12
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By S
14
15 Print Name: Grant Glines, CFO
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17 Title: Chief Operating Officer
Secretary (of Corporation), Assistant Secretary,
18 Chief Financial Officer, or Assistant Treasurer
19 06/02/2025
20 Date:
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22 MAILING ADDRESS:
23 18401 Von Karman Ave, Suite 500
24 Irvine, CA 92612
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1 The parties are signing this Amendment No. 5 on the date stated in the introductory
2 clause.
3
CONTRACTOR: Oasis Eating Disorders Recovery, A Professional Psychology
4 Corporation
5
g By
' NI a New a�c�m
Print Name: T
8
9 Title: COp
10 Chairman of the Board, President, or Vice President
11 I act I a'L, .S
Date:
12
13
14 By
15
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Print Name:
17
Title: t'
18 Secretary (of Corporation), Assistant Secretary,
Chief Financial Officer, or Assistant Treasurer
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20 Date: '5/aCl/a-S
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MAILING ADDRESS:
23
1791 E Fir Ave, Suite 103
24
25 Fresno, CA 93720
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I The parties are signing this Amendment No. 5 on the date stated in the introductory
2 clause.
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4 CONTRACTOR: BHC Alhambra Hospital, Inc. d.b.a. BHC Alhambra Hospital
5 By
6
7 Print Name: ! .--f U�ff.y -�
0 1
8
Title:
9 —ChairmaO of the Board, Presidert, or Vice President
10
11 Date: S -2 r. .,
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13
By
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15 Print Name: �
16
17 Title:
Secretary (of Corporation), Assistant Secretary,
18 Chief Financial Officer, or Assistant Treasurer
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Date: Z�'A.
20 2
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22 MAILING ADDRESS:
23 4619 Rosemead Blvd
24 Rosemead, CA 91770
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1 The parties are signing this Amendment No. 5 on the date stated in the introductory
2 clause.
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CONTRACTOR: Central Star Behavioral Health, Inc.
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5 By /-ee't-��
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7 Print Name: Kent Dunlap
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Title: President and CEO
9 Chairman of the Board, President, or Vice President
10
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Date: 5/21/2025
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By OWVIv #ailda
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15 Print Name: Olivia Aranda
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17 Title: VP & CFO
Secretary (of Corporation), Assistant Secretary,
18 Chief Financial Officer, or Assistant Treasurer
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20 Date: 5/21/2025
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22 MAILING ADDRESS:
23 1501 Hughes Way, Suite 150
24 Long Beach, CA 90810
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