HomeMy WebLinkAboutAgreement A-25-294 Amendment 4 to Master Agreement for Telemedicine Services.pdf Agreement No. 25-294
1 AMENDMENT NO. 4 TO SERVICE AGREEMENT
2 This Amendment No. 4 to Amendment No. 23-592 is dated June 24, 2025 and
3 is between each Contractor listed in Revised Exhibit A-3 ("Contractor(s)"), and the County of
4 Fresno, a political subdivision of the State of California ("County").
5 Recitals
6 A. On January 7, 2020, the County and the Contractors entered into Master Agreement No.
7 20-015 ("Agreement"), as amended by County Agreement No. 23-082 (Amendment No. 1)
8 effective February 28, 2023, County Agreement No. 23-306 (Amendment No. 2) effective June
9 20, 2023, and County Agreement No. 23-592 (Amendment No. 3) effective November 7, 2023
10 with Licensed Providers for the Provision of Telemedicine Services to deliver psychiatric
11 services remotely through telehealth modalities to persons served.
12 B. The County and the Contractors now desire to further amend the Agreement to extend
13 the term for an additional three (3) month base and optional three (3) month renewal term and
14 increase the maximum compensation by Three Million, Eight Hundred Eighty-One Thousand,
15 Two Hundred Eighty and No/100 Dollars ($3,881,280.00).
16 The parties therefore agree as follows:
17 1. Term. This Amendment extends the term of the Agreement through September 30,
18 2025. The term of this Agreement may be extended for no more than one three-month period
19 upon written approval of both parties at least thirty (30) days before the first day of the three-
20 month extension period. The County's DBH Director, or designee, is authorized to sign the
21 written approval on behalf of the County based on the Contractor's satisfactory performance.
22 The extension of this Agreement by the County is not a waiver or compromise of any default or
23 breach of this Agreement by the Contractor(s) existing at the time of the extension whether or
24 not known to the County.
25 2. Section 4 of Amendment No. 2 (Agreement No. 23-306) beginning on Page 2, Line 9
26 and ending on Page 3, Line 7 is deleted in its entirety and replaced with the following:
27 A. Reimbursement to Contractors for scheduled service sessions shall be
28 made in accordance with Contractors' corresponding Exhibit B sub-part "Rates of
1
1 Reimbursement" as indicated on Revised Exhibit A-3. It is agreed by all parties
2 that the actual annual fiscal year rate increases listed in each Exhibit B sub-part
3 shall reflect Consumer Price Index (CPI) rate that is released during the last
4 month of the current fiscal year, not to exceed a maximum increase of four (4)
5 percent from the previous fiscal year's rate for each subsequent fiscal year
6 throughout the contract period, not to exceed the maximum annual compensation
7 amount identified below.
8 In no event shall services provided by all Contractor(s) pursuant to the
9 Behavioral Health Plan (BHP), formerly known as Mental Health Plan (MHP),
10 exceed a total amount of Three Million, Four Hundred Fifty-Two Thousand, Eight
11 Hundred and No/100 Dollars ($3,452,800.00) for the period of January 1, 2020
12 through June 30, 2020. In no event shall services provided by all Contractor(s)
13 pursuant to the BHP exceed a total amount of Seven Million, Seventy-Two
14 Thousand and No/100 Dollars ($7,072,000.00)for the period of July 1, 2020
15 through June 30, 2021. In no event shall services provided by all Contractor(s)
16 pursuant to the BHP exceed a total amount of Seven Million, Two Hundred
17 Eighty-Eight Thousand, Three Hundred Twenty and No/100 Dollars
18 ($7,288,320.00) for the period of July 1, 2021 through June 30, 2022. In no
19 event shall services provided by all Contractor(s) pursuant to the BHP exceed a
20 total amount of Seven Million Five Hundred Twenty-Five Thousand Four
21 Hundred Forty and No/100 Dollars ($7,525,440.00) for the period of July 1, 2022
22 through June 30, 2023. In no event shall services provided by all Contractor(s)
23 pursuant to the BHP exceed a total amount of Seven Million, Seven Hundred
24 Sixty-Two Thousand, Five Hundred Sixty and No/100 Dollars ($7,762,560.00) for
25 the period of July 1, 2023 through June 30, 2024. In no event shall services
26 provided by all Contractor(s) pursuant to the BHP exceed a total amount of
27 Seven Million, Seven Hundred Sixty-Two Thousand, Five Hundred Sixty and
28 No/100 Dollars ($7,762,560.00) for the period of July 1, 2024 through June 30,
2
1 2025. In no event shall services provided by all Contractor(s) pursuant to the
2 BHP exceed a total amount of One Million, Nine Hundred Forty Thousand, Six
3 Hundred Forty and No/100 Dollars ($1,940,640.00) for the period of July 1, 2025
4 through September 30, 2025. In no event shall services provided by all
5 Contractor(s) pursuant to the BHP exceed a total amount of One Million, Nine
6 Hundred Forty Thousand, Six Hundred Forty and No/100 Dollars ($1,940,640.00)
7 for the period of October 1, 2025 through December 31, 2025. The maximum
8 amount payable under this Agreement throughout the entire term of this
9 Agreement is Forty-Four Million, Seven Hundred Forty-Four Thousand, Nine
10 Hundred Sixty and No/100 Dollars ($44,744,960.00)."
11 3. When all parties have signed this Amendment No. 4, the Agreement, Amendment No. 1,
12 Amendment No. 2, Amendment No. 3, and this Amendment No. 4 together constitute the
13 Agreement.
14 4. The Contractor represents and warrants to the County that:
15 a. The Contractor is duly authorized and empowered to sign and perform its obligations
16 under this Amendment.
17 b. The individual signing this Amendment on behalf of the Contractor is duly authorized
18 to do so and his or her signature on this Amendment legally binds the Contractor to
19 the terms of this Amendment.
20 5. The parties agree that this Amendment may be executed by electronic signature as
21 provided in this section.
22 a. An "electronic signature" means any symbol or process intended by an individual
23 signing this Amendment to represent their signature, including but not limited to (1) a
24 digital signature; (2) a faxed version of an original handwritten signature; or (3) an
25 electronically scanned and transmitted (for example by PDF document) version of an
26 original handwritten signature.
27 b. Each electronic signature affixed or attached to this Amendment (1) is deemed
28 equivalent to a valid original handwritten signature of the person signing this
3
1 Amendment for all purposes, including but not limited to evidentiary proof in any
2 administrative or judicial proceeding, and (2) has the same force and effect as the
3 valid original handwritten signature of that person.
4 c. The provisions of this section satisfy the requirements of Civil Code section 1633.5,
5 subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part
6 2, Title 2.5, beginning with section 1633.1).
7 d. Each party using a digital signature represents that it has undertaken and satisfied
8 the requirements of Government Code section 16.5, subdivision (a), paragraphs (1)
9 through (5), and agrees that each other party may rely upon that representation.
10 e. This Amendment is not conditioned upon the parties conducting the transactions
11 under it by electronic means and either party may sign this Amendment with an
12 original handwritten signature.
13 6. This Amendment may be signed in counterparts, each of which is an original, and all of
14 which together constitute this Amendment.
15 7. The Agreement as previously amended and as amended by this Amendment No. 4 is
16 ratified and continued. All provisions of the Agreement as previously amended and not
17 amended by this Amendment No. 4 remain in full force and effect.
18 [SIGNATURE PAGE FOLLOWS]
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4
1 The.parties are signing this Amendment No, 4 on the date stated in the introductory
2 clause.
3
Please see attached signatures COUNTY OF FRESNO
4
5
6 Ernest Buddy Me 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
13 For accounting use only:
Org No.: 56302999
14 56302175
15 56302246
56302920
Account No.: 7295/0
16 Fund No.: 0001
Subclass No.: 10000
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1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 THOMAS MILAM MD, INC.
5 dba IRIS TELEHEALTH MEDICAL GROUP
6
7 By:
8
9 Print Name: Thomas Milam
10 Title: Chief Medical officer
11 Chairman of Board,or President or any Vice President
12 Date: 05/27/2025
13
14
15 By: CA-`0-8"A-
16
17 Print Name: Caroline Burton
18
19 Title: CFO
Secretary(of Corporation), or any Assistant Secretary,
20
or Chief Financial Officer or any Assistant Treasurer
21 Date: 05/28/2025
22
23
24 Mailing Address:
13740 N. Highway 183, Ste L2#221
25 Austin, TX 78750
26 Phone No.: (888)285-2269
27 Contact: Thomas Milam, MD
28
COUNTY OF FRESNO
Fresno,CA
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 DR. JOHN L. SCHAEFFER, INC.,
5 dba AMERICAN TELEPSYCHIATRISTS
6
7 By:
8
9 Print Name: John Schaeffer
10
Title: _Chairman of Board
11 Chairman of Board, or President or any Vice President
12
Date: 5/20/25
13
14
15
By:
16
17 Print Name: _Sheryl Ikeda
18
19 Title: Chief Financial Officer
Secretary(of Corporation), or any Assistant Secretary,
2 0 or Chief Financial Officer or any Assistant Treasurer
21
Date: 5/20/25
22
23
24 Mailing Address:
3308 El Camino Ave, #300-136
25 Sacramento, CA 95821
26 Phone No.: (916) 320-4422
27 Contact: Dr. John L. Schaeffer
28
1 - COUNTY OF FRESNO
Fresno,CA
I IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 TRADITIONS PSYCHIATRY GROUP, PC
5 DBA TRADITIONS BEHAVIORAL HEALTH
7 BY
8
Print Name: David Spaccarelli
9
10 Title: CEO
11 Chairman of Board, or President or any Vice President
12 Date: 05/22/2025
13
14 By.
15
16 Print Name: Julianne Bharucha
17
18 Title: CFO
Secretary (of Corporation), or any Assistant Secretary,
19 or Chief Financial Officer or any Assistant Treasurer
20 Date: 05/22/2025
21
22 Mailing Address:
23 900 Larkspur Landing Circle, Ste 160
Larkspur, CA 94939
24
Phone No.: (513) 289-9006
25 Contact: David Spaccarelli
26
27
28
1 _ COUNTY OF FRESNO
Fresno,CA
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 LOCUMTENENS.COM, LLC
5
6 zac) �'icl�aYo on
By: 7arh Ridwirrison(May 22 ML i 5.59 FOTI
7
8 Print Name: Zach Richardson
9
to Tine: Vice President
Chairman of Board, or President or any Vice President
11 05/22/2025
12 Date:
13
14
15 By:
16 Print Name: Leslie Kurtz
17
18 Title: CFO
19 Secretary (of Corporation), or any Assistant Secretary,
or Chief Financial Officer or any Assistant Treasurer
20
21 Date: 05/22/2025
22
23 Mailing Address:
24 2575 Northwinds Parkway
Alpharetta, GA 30009
25
26 Phone No.: (678) 690-7358
Contact:Kristophor Ware
27
28
1 _ COUNTY OF FRESNO
Fresno,CA
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 EXMED, INC.
5
6 By: William Kulka, MD
7
8 Print Name: William Kulka, MD
9
Title: President
10 Chairman of Board, or President or any Vice President
11 Date: 05/21/2025
12
13
14 By, ;roh�Pico
oiry ki o Ma}Ll t z l]34
15
16
Print Name: Tony Rico
17 Title: Chief Operating Officer
18 Secretary (of Corporation), or any Assistant Secretary,
or Chief Financial Officer or any Assistant Treasurer
19 Date: 05/21/2025
20
21
22 Mailing Address:
3500 West Olive Avenue, Suite 300
23 Burbank, CA 91505
24 Phone No.: (801) 557-3380
25 Contact: Tony Rico, COO
26
27
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— 1 — COUNTY OF FRESNO
Fresno,CA
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 AMN HEALTHCARE LOCUM TENENS INC.
5
6 J-
By:
7 61
8 Print Name: mcirK -20hrdj'�L<v
9
10 Title: D;(eClol-
Chairman of Board, or President or any Vice President
11
12 Date: Slzs/zoz-13-
13
14
15 By:
16 Print Name:
17
18 Title: Saes
19 Secretary (of Corporation),or any Assistant Secretary,
20 or Chief Financial Officer or any Assistant Treasurer
21 Date:
22
23 Mailing Address:
24 12400 High Bluff Drive, Suite 500
San Diego, CA 92130
25
26 Phone No.: (470) 592-5803
Contact: Chris Watt
27
28
COUNTY OF FRESNO
Fresno,CA
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 AB STAFFING SOLUTIONS, LLC
5
By:
6
7 Print Name:
8 -
9 Title:
10 Chairman of Board, or President or any Vice President
11 Date: G�L<
12
13
14 By: &wlf d.tf'[dim
15
16 Print Name: Samuel Shelton
17
18
Title: Chief Sales Officer
Secretary (of Corporation), or any Assistant Secretary,
19 or Chief Financial Officer or any Assistant Treasurer
20 Date: 05-28-2025
21
22
Mailing Address:
2 3 3451 S. Mercy Road
24 Gilbert, AZ 85297
25 Phone No.: (480) 626-0830
26 Contact: Samuel Shelton, Chief Sales Officer
27 Phone No.: (480) 626-0805
Contact: Vony Middlebrooks, Senior Vice President of Recruitment
28
COUNTY OF FRESNO
� Fresno.CA
Document Ref:HBHNW-DAYUD-PNTV2-CRXMH
ii
Docusign Envelope ID: FAE42C9D-3696-44CF-AACC-DFB57FEE43B6
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 CURATIVE TALENT, LLC
5 Signed by:
6 By: ,bw
7
Print Name: Blake Bear
8
9 Title: senior vice President
10 Chairman of Board, or President or any Vice President
11 Date: 5/28/2025
12
13 DocuSigned by:
14 ,b I�I.AyV L
By:
15
16 Print Name: 3onathan Marsh
17
18 Title: svP
Secretary (of Corporation), or any Assistant Secretary,
19 or Chief Financial Officer or any Assistant Treasurer
20 Date: 5/29/2025
21
22
23 Mailing Address:
370 Las Colinas Blvd W STE 104
24 Irving, TX 75039
25 Phone No.: (817) 675-4890
26 Contact: Blake Bear, Senior Vice President
27
28
1 - COUNTY OF FRESNO
Fresno,CA
I IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 LAVACA STREET VENTURES, LLC
5 dba MONROE & WEISBROD, LLC
6 By:
7
8 Print Name: Celeste Madison
9
10 Title: Chief Executive Officer
Chairman of Board, or President or any Vice President
11
12 Date: 5i26i25
13
14
By: X&
15
16
Print Name: Camron Matschek
17
18 Title: Chief Financial Officer
19 Secretary (of Corporation), or any Assistant Secretary,
20 or Chief Financial Officer or any Assistant Treasurer
21 Date: 5/26/25
22
23 Mailing Address:
24 7514 N. Mopac Expressway, Suite 200
Austin, TX 78731
25
26 Phone No.: (512) 270-2886
Contact: Celeste Madison
27
28
1 - COUNTY OF FRESNO
Fresno,CA
1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment 4 to Agreement
2 No. 20-015 as of the date first above set forth.
3
4 ORBIT HEALTH, A PROFESSIONAL CORPORATION
5 By:
uwaro ,�a ftariaW'MZD
6
7 Print Name: Edward Kaftarian, MD
8
Title: Chairman of the Board
9 Chairman of Board, or President or any Vice President
10 Date: 29/05/2025
11
12
13 By:
14
Print Name: Matthew Crisafulli
15
16 Title: CFO
17 Secretary (of Corporation), or any Assistant Secretary,
or Chief Financial Officer or any Assistant Treasurer
18 Date: 28/05/2025
19
20
21 Mailing Address:
26565 West Agoura Road, Suite 200
22 Calabasas, CA 91302
23 Phone No.: (404) 857-7179
Contact: Arshya Vahabzadeh, MD
24
25
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- 1 - COUNTY OF FRESNO
Fresno,CA
Revised Exhibit A-3
TELEMEDICINE SERVICES
LIST OF CONTRACTORS
CONTRACTOR NAME RATES OF
REIMBURSEMENT
(Exhibit B sub-part)
1. Thomas Milam MD, Inc. DBA Iris Telehealth Medical Group Revised Exhibit B-1 B
13740 N. Highway 183 Ste, L2 #221
Austin, TX 78750
Attention: Thomas Milam, MD
Phone No.: (888) 285-2269
2. John L. Schaeffer, Inc. DBA American Telepsychiatrists Revised Exhibit B-2B
3308 El Camino Ave, #300-136
Sacramento, CA 95821
Attention: John L. Schaeffer, DO
Phone No.: (916) 320-4422
3. Traditions Psychiatry Group, Inc. DBA Traditions Behavioral Revised Exhibit B-3A
Health
900 Larkspur Landing Circle, Ste 285
Larkspur, CA 94939
Attention: David Spaccarelli
Phone No.: (513) 289-9006
4. LocumTenens.com LLC Revised Exhibit B-4A
2575 Northwinds Parkway
Alpharetta, GA 30009
Attention: Kristopher Ware
Phone No.: (678) 690-7358
5. ExMed, Inc. Revised Exhibit B-5A
3500 West Olive Avenue, Suite 300
Burbank, CA 91505
Attention: Tony Rico, COO
Phone No.: (801) 557-3380
6. AMN Healthcare Locum Tenens Inc. Revised Exhibit B-6A
(formerly DrWanted.com, LLC)
12400 High Bluff Drive, Suite 500
San Diego, CA 92130
Attention: Mark Zobrosky
Phone No.: (404)458-5631
Page 1 of 2
Revised Exhibit A-3
7. AB Staffing Solutions, LLC Revised Exhibit B-7A
3451 S. Mercy Road, Suite 102
Gilbert, AZ 85297
Attention: Samuel Shelton, Chief Sales Officer
Phone No.: (480) 626-0830
8. Curative Talent, LLC Revised Exhibit B-8A
370 Las Colinas Blvd W STE 104
Irving, TX 75039
Attention: Kim Hickingbotham
Phone No.: (866) 995-6077
9. Lavaca Street Ventures, LLC DBA Monroe & Weisbrod, LLC Revised Exhibit B-9A
7514 N. Mopac Expressway, Suite 200
Austin, TX 78731
Attention: Celeste Madison
Phone No.: (512) 270-2886
10. Orbit Health, A Professional Corporation Revised Exhibit B-10A
26565 West Agoura Road, Suite 200
Calabasas, CA 91302
Attention: Arshya Vahabzadeh, MD
Phone No.: (404) 857-7179
Page 2 of 2