1 Rev. October 2023
FIRST MODIFICATION OF AGREEMENT NO. 11001 (CCS)
This First Modification of Agreement Number 11001 (CCS) (“First Modification”), entered into as of _________________ (“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and USMD Direct Incorporated (“USMD”) is made with reference to the following:
RECITALS
A. On February 25, 2020, the Santa Monica City Council authorized the City Manager to negotiate a contract with USMD in an amount not to exceed $400,000. Based on the financial climate in May of 2020, staff only choose to execute an agreement that did not exceed $300,000.
B. On or about May 21, 2020, the City and USMD entered into Agreement Number 11001 (CCS) for on-site medical services (“Original Agreement”).
C. The Original Agreement currently expires on May 21, 2025.
D. The City and USMD desire to modify the Original Agreement to: (a) increase the compensation to USMD to $400,000 as originally authorized by the City Council; and (b) extend the term of the Original Agreement to allow staff time to issue a Request for Proposal (RFP) with the goal of executing a new on-site medical services contract by December 31, 2025.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. Section 1 of the Original Agreement entitled “Term” shall be deleted in its entirety and replaced with the following paragraph:
Term. This Agreement begins on the Execution Date and terminates on December 31, 2025, unless terminated earlier as set forth in the Original Agreement or extended by the parties in writing.
2. Section 4 of the Original Agreement entitled “Compensation” shall be modified by adding the following paragraph:
Compensation for Services through December 31, 2025. The City will compensate USMD for Services provided through December 31, 2025.
The total compensation for all Services provided pursuant to the Original Agreement and this First Modification shall not exceed $400,000.
3. Exhibit B-1 is attached hereto and incorporated herein by this reference.
4. Execution in Counterparts. This First Modification may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single modification. Any signature to this First Modification transmitted electronically through Docusign Envelope ID: 2BCF3FCF-C65D-4D5C-99F5-482490932B57 3/14/2025
2 Rev. October 2023
DocuSign or PDF shall be deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).
5. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By:
______________________________
RICK COLE
City Manager
USMD Corporation
#VENDOR
By:
_______________________________
Docusign Envelope ID: 2BCF3FCF-C65D-4D5C-99F5-482490932B57
DOUGLAS SLOAN
City Attorney
3/12/2025
Fawad Zafar-Khan
Fawad Zafar-Khan MD
3/13/2025
CEO
Acting City Manager
Susan Cline
3/14/2025
3/17/2025
City Clerk
Nikima Newsome
3 Rev. October 2023
Exhibit B-1
Revised Budget
The City will compensate USMD for Services provided through December 31, 2025, at the rates set forth in the fee schedule below. The total compensation for all Services provided pursuant to the Original Agreement and this First Modification shall not exceed $400,000.
Fee Schedule:
Service Cost
DOT Commercial Driver Medical Certification Testing
Medical Certification Exam $150
Vaccinations
Tdap $95
MMR (per vaccine) $135
Varicella (per vaccine) $170
Hepatitis A (per vaccine) $120
Hepatitis B (per vaccine) $120
Twinrix (per vaccine) $200
Rabies (per vaccine) $400
Flu $50
TB Screenings
TB Blood Test $99
Chest X-Ray for positive PPD (one view) $75
Chest X-Ray for positive PPD w/symptoms
(one view)
$75
Docusign Envelope ID: 2BCF3FCF-C65D-4D5C-99F5-482490932B57