AMENDMENT TO THE AGREEMENT BETWEEN THE COUNTY OF SAN MATEO AND
Drs. Herbert and Cohen Medical Group

THIS AGREEMENT, entered into this ______ day of _______________, 2005, by and between the COUNTY OF SAN MATEO (hereinafter called "County") and (hereinafter called "Contractor"),

W I T N E S S E T H:

WHEREAS, on February 24, 2004, the parties hereto entered into an agreement (hereinafter referred to as the "Original Agreement") for the furnishing of certain services by Contractor to County as set forth in that Original Agreement; and

WHEREAS, on April 12, 2005, the parties hereto entered into an amendment to the Original Agreement for the continuation of furnishing such services by Contractor to County; 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 as follows:

1.

Section 3.1, Term of the Agreement, of the Original Agreement is hereby amended to read as follows:

“12.

Term of the Agreement

Subject to the compliance with the terms and conditions of this Agreement, the term of this Agreement shall be from March 1, 2004 through October 31, 2005.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that:

1.

These amendments are hereby incorporated and made a part of the Original Agreement and subject to all provisions therein.

2.

All provisions of the Original Agreement, including all references to audit and fiscal management requirements unless otherwise amended hereinabove, shall be binding on all the parties hereto.

3.

All provisions of the Original Agreement, including all monitoring and evaluation requirements shall be applicable to all amendments herein.

4.

All other terms and conditions of the agreement dated February 24, 2004, between the County and Contractor shall remain in full force and effect.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that the Amendment of April 12, 2005, be amended accordingly.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hand on the day and year first above written.

COUNTY OF SAN MATEO

CONTRACTOR

By:

By:

Richard S. Gordon, President,

Board of Supervisors
San Mateo County

Drs. Herbert and Cohen Medical Group

Date:

Date:

ATTEST:

By:

Clerk of Said Board

Date: