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HomeMy WebLinkAboutP-22-444 Permitium LLC Amendment One.pdf co County of Fresno GENERAL SERVICES DEPARTMENT 1$3 C) Facilities• Fleet• Purchasing •Security ARE-' AMENDMENT NUMBER Agreement Number: P-22-444 September 17, 2025 Permitium LLC 1235 East Blvd Ste E PMB 2051 Charlotte, NC 28203 Contract Number P-22-444 covering User License Agreement for Vital Records Request Applications is amended as follows: The contract with your company expires September 29, 2025. The County of Fresno desires to extend this contract for an additional one-year period effective September 30, 2025 through September 29, 2026. Prices will be firm for the contract period. Amendment provisions shall remain in full force and effect with any contract renewals. The County of Fresno hereby accepts the updated Permitium Order Form with new prices to be effective September 30, 2025 in accordance with the terms and conditions of our Contract Number P-22-444 and Revised Attachment"A". All orders placed prior to September 29, 2025 will be priced in accordance with current pricing. 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. Purchasing Services/333 W Pontiac Way/Clovis, California 93612/(559)600-7110 *The County of Fresno is an Equal Employment Opportunity Employer* CONTRACT NO. P-22-444 Page 2 Permitium LLC September 17, 2025 If you have any questions, please contact Susan Walker, Purchasing Technician, at(559) 600-7110 or email suwalker(aWesnocountyca.gov. FOR THE COUNTY OF FRESNO Digitally signed by Riley Riley Blackburn Blackburn Date:2025.09.24 14:11:50 -07'00' Riley Blackburn Purchasing Manager 333 W. Pontiac Way Clovis, CA 93612 P-22-444 Permitium LLC Amendment One.docx CONTRACT NO. P-22-444 Page 3 Permitium LLC September 17, 2025 CONTRACTOR TO COMPLETE: Company: Permitium, LLC Type of Entity: ❑ Individual Limited Liability Company ❑ Sole Proprietorship ❑ Limited Liability Partnership ❑ Corporation ❑ General Partnership Signature Seth Moucka, Director of Customer Success 9/17/2025 Print Name and Title Date Marshall Simmonds Digitally signed by Marshall Simmonds Signature Date: 2025.09.21 08:39:58-04'00' Marshall Simmonds, CEO 9/21/2025 Print Name and Title Date 1235 East Blvd Ste E PMB 2051 Charlotte NC 28203 Address City State Zip 319-361-1583 seth.moucka@gmail.com TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS ACCOUNTING USE ONLY ORG No.: 56201505 Account No.: 7295 Requisition No.: 5622600167 (7/2024) P-22-444 Permitium LLC Amendment One.docx CONTRACT NO. P-22-444 Revised Attachment"A" Permitium LLC Page 1 of 3 09/17/2025 1P P E R M I T I U M Order Form Customer Information: Agency Name ("Customer"): Fresno County Public Health Department Primary Contact Name: Stephanie Garcia Primary Contact Email Address: stephaniegarcia@fresnocountyca.gov Primary Contact Phone: (559) 600-3040 Order Form Information: Prepared By: Jeana Tavano Order Form Creation Date: 7/11/2025 Order Form Expiration Date: 9/29/2025 Payment Terms: Net 30 Payment Mechanism: Invoice Transaction Services: Term Start Term End Service Fee per Customer Revenue Share Name of Service Date Date Transaction(') from Service Feei2i VitalDirector 9/30/2025 9/29/2026 $5.00 $0.00 VitalVerif 9/30/2025 9/29/2026 $1.00 $0.00 (1): Service Fee is charged to consumer(record requester or applicant);there is no charge to the Customer(agency)with the exception of applications or orders where the Customer elects not to pass the Service Fee on to the consumer and instead covers the Service Fee cost. (2): If Customer elects to participate in a revenue share from the Service Fee,then the agency's revenue share will be deducted from the total Service Fee.For example,if the Service Fee is$8.00 per transaction,and the Customer's revenue share is$1.00,then the Customer will receive$1.00 from the$8.00 Service Fee for each transaction. Additional terms and conditions related to this Order Form (the "Order Form Terms") are set forth in Appendix A. 1 Permitium Confidential -v20250125 CONTRACT NO. P-22-444 Revised Attachment"A" Permitium LLC Page 2 of 3 09/17/2025 P E R M I T I U M By signing this Order Form, I represent and warrant that the information provided is true and accurate,and I am authorized to sign on behalf of Customer and bind Customer to the terms and conditions of this Order Form, including the Order Form Terms and any documents attached to the Order Form or otherwise incorporated by reference. This Order Form is effective as of the earlier of the date of signature below or the first service term start date above(the"Effective Date"). Customer Permitium Signature: Signature: Printed Name: Printed Name: Seth Moucka Title: Title: Director of Customer Success Date: Date: 7/11/2025 Signature: Printed Name: Title: Date: 2 Permitium Confidential -v20250125 CONTRACT NO.P-22-444 Revised Attachment"A" Permitium LLC Page 3 of 3 09/17/2025 P E R M I T I U M Appendix A— Order Form Terms ORDER TERMS Upon execution of this Order Form,Customer(as identified above in Customer Name)and Permitium,LLC("Permitium")will be parties to a legally binding contract consisting of: 1) This Order Form 2) The Software as a Service("SaaS")Terms and Conditions located here:https://www.permitium.com/legal/terms-conditions (collectively,the'Agreement"). The parties agree as follows: A. Customer agrees to pay the Total Fees Payable in accordance with the Invoicing Frequency and Payment Terms indicated above for the use of the services.Invoices will be sent by electronic delivery unless Customer requests otherwise;in which case,additional fees will apply.Customer's obligations may not be canceled prior to expiration of the Term End Date. B. Credit card processing fees at the rate of$0.30 per transaction plus 3.3%of the transaction total are passed through to the consumer(record requester or applicant)by Permitium. C. The provisions of this Agreement constitute the entire agreement between the parties regarding the subject matter hereof and supersede all proposals,prior agreements,oral or written,and all other communications with respect thereto.No terms and conditions on any purchase order or other document exchanged by the parties will be deemed to modify or amend this Agreement. D. In the event of any inconsistency or conflict between this Order Form and the Software as a Service Terms and Conditions,this Order Form will take precedence and prevail. E. All capitalized terms used in this Order,but not defined,shall have the meanings provided in the Software as a Service Terms and Conditions. F. Unless otherwise specified in this Order Form,travel and expenses are not included in the total price on this Order Form or in any referenced Statement of Work("SOW").The Customer is responsible for reimbursing Permitium for all travel and expense costs related to any services performed under this Agreement. G. The terms of this Order are Permitium Confidential Information. H. Terms described in the Additional Terms section below will,to the extent in conflict,override terms in the Order Terms and/or the Software as a Service Terms and Conditions and/or the Professional Services Terms and Conditions. ADDITIONAL TERMS None. 3 Permitium Confidential -v20250125