AMENDMENT NUMBER 1 TO THE AGREEMENT

THIS AGREEMENT, entered into this 18^h day of October, 2002 by and between the INFORMATION SERVICES DEPARTMENT OF THE COUNTY OF SAN MATEO, hereinafter called "County" and Dhiren Gandhi and Associates, Inc. hereinafter called "Contractor",

WITNESSETH:

WHEREAS, on October 23, 2001, the parties hereto entered into agreement (hereinafter referred to as the "Original Agreement"), for analytical and technical support to implement the County's E.gov Project; and

WHEREAS, it is now the mutual desire and intent of the parties hereto to amend and clarify that Original Agreement;

NOW THEREFORE, IT IS HEREBY AGREED between the parties that the Original Agreement is amended and modified as follows:

2. Contract Term

The contract term shall be extended to April 17, 2003.

NOW THEREFORE, IT IS HEREBY AGREED between the parties that Exhibit "A" to the Original Agreement is amended and modified as follows:

II. Amount and Method of Payment

In no event shall total payment for services under this Agreement exceed in the amount of $285,600.

NOW THEREFORE, IT IS HEREBY AGREED between the parties that :

This amendment and modification is hereby incorporated and made part of the Original

Agreement and subject to all provisions therein. In the event of a conflict between the terms,

conditions, or specifications set forth herein and those in the Original Agreement and/or Exhibit

"A" attached thereto, the terms, conditions, or specifications set forth herein shall prevail. All

other prices, terms and conditions of the agreement remain unchanged.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hands.

COUNTY OF SAN MATEO

By:

President, Board of Supervisors, San Mateo County

Date:

ATTEST:

By:

Clerk of Said Board

Dhiren Gandhi (Contractor)

Contractor's Signature

Date: