AGR-3217.R.2 - TRITECH SOFTWARE SYSTEMS - SECOND AMENDMENT NIBRS MODULE LICENSE FEE AND CROSSROADS INTERFACE FY 2020-217 2P
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SECOND AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
THIS SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (the
Second Amendment") is made and entered into as of Cezx,,r ,2020,by and between the
CITY OF ORANGE, a municipal corporation ("City"), and TRITECH SOFTWARE SYSTEMS, a
California corporation("Contractor"),with reference to the following:
A. City and Contractor entered into a Professional Services Agreement (Agreement No.
3217.R) dated June 11, 2019, which is incorporated herein by this reference (the "Original
Agreement"); and
B. City and Contractor entered into a First Amendment to Professional Services
Agreement (Agreement No. 3217.R.1) dated June 9, 2020 (the "First Amendment"), to revise the
services provided and increase the compensation. The First Amendment is incorporated herein by this
reference; and
C. City and Contractor desire to further amend the Original Agreement to modify, amend
and supplement certain portions of the Original Agreement to revise the Scope of Services and increase
the compensation.
NOW, THEREFORE, the parties hereby agree as follows:
Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used
herein shall have the meanings set forth for such terms in the Original Agreement.
Section 2. Cross-References. City and Contractor agree that all references in this Second
Amendment are deemed and construed to refer to the Original Agreement, as implemented by this
Second Amendment.
Section 3 Revised Scope of Services. The Scope of Services, Section 1,Exhibit A of the
Original Agreement,is hereby amended,modified and supplemented to include the services described
on Exhibit A attached hereto and incorporated herein by this reference.
Section 4 Compensation. The total not-to-exceed compensation for the services to be
rendered as set forth in Section 2.a of the Original Agreement is increased by SIXTY-EIGHT
THOUSAND FOUR HLTNDRED EIGHTY-TWO DOLLARS and 00/100 ($68,482.00) and Section
2.a is hereby amended in its entirety to read as follows:
Contractor's total compensation for all services performed under this Agreement, shall
not exceed TWO HiJNDRED NINETY-EIGHT THOUSAND NINE HUNDRED
TWENTY-FIVE DOLLARS and 43/100 ($298,925.43) without the prior written
authorization of City."
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Section 5. Integration. This Second Amendment amends,as set forth herein,the Original
Agreement and, except as specifically amended hereby,:the Original Agreement shall remain in full
force and effect. To the extent that there is any conflict or inconsistency between the terms and
provisions of this Second Amendment and the terms and provisions of the Original Agreement, the
terms and provisions of this Second Amendment shall control and govern the rights and obligations
of the parties.
IN WITNESS of this Agreement, the parties enter into this Agreement on the year and day
first above written.
CONTRACTOR" CITY"
TRITECH SOFTWARE SYSTEMS, a CITY OF ORANGE, a municipal corporation
California corporation
DocuSigned by: J /`jI
L.
y. LJlAA By.
Prin e 9 1 i g'avid Gai Mark A. urphy, Mayor
Title: Chief Customer Officer
By: ATTEST:
Printed Name:
Title:
Pamela Coleman, City Clerk
APPROVED AS TO FORM:
Mary E. Bi ing
Senior Assistant City Attorney
NOTE: If CONTRACTOR is a corporation,the City requires the following signature(s):
1)the Chairman of the Board,the President or a Vice President,AND(2)the Secretary,the
Chief Financial Officer,the TreasuYer,an Assistant Secretary or an Assistant Treasurer. If
only one corporate officer exists or one corporate officer holds more than one corporate
office,please so indicate. OR
The corporate officeY named in a corporate resolution as authorized to enter into this
Agreemen A copy of the corpoYate resolution, certified by the Secretary close in
time to the execution of the Agreement, must be provided to the City.
2
DocuSign Envelope ID:CB780635-5A71-4B83-BODD-AF6F86DF146F
EXHIBIT "A"
SUPPLEMENTAL SCOPE OF SERVICES
Behind this page.]
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CENTRALSQUARE Quote prepared by:
Randy McCloskey
randy.mccloskey@centralsq uare.com
Quote#:Q-07672 Quote prepared for:
Quote expires on: November 24,2020 Timothy Kohrs
Orange Police, CA
1107 N Batavia St
Orange,CA 92867
Thank you for your interest in CentralSquare.CentralSquare provides software that powers over 8,000 communities.More
about our products can be found at www.centralsquare.com.
WHAT SOFTWARE IS INCLUDED?
PRODUCT NAME QUANTITY UNIT PRICE TOTAL
Enterprise RMS NIBRS Module 1 25,000.95 USD 25,000.95 USD
License Fee
Software/Subscription Total:_ 25,000.95 USD
Maintenance Total:.5,500.95 USD.
WHAT SERVICES ARE INCLUDED?
DESCRIPTION TOTAL
Public Safety Project Management Services 3,960.00 USD
Public Safety Consulting Services 11,520:00 USD
Public Safety Training Services 5,760.00 USD
MORE INFORMATION AT CENTRALSQUARE.COM
DocuSign Envelope ID:CB780635-5A71-4B83-BODD-AF6F86DF146F
C E N T R A L S Q U A R E Quote prepared by:
Randy McCloskey
randy.mccloskey@centralsquare.com
Services include contract start-up fees,project management, Services Total: . 21,240.00 USD.,
technical services,consulting,development,training,and
installation.
Quote Total: 46,240.95_USD
This Quote is not intended to constitute a binding agreement.The terms herein shall only be effective once incorporated into a
definitive written agreement with CentralSquare Technologies(including its subsidiaries)containing other customary
commercial terms and signed by authorized representatives of both parties.
BILLING INFORMATION
Fees will be payable within 30 days of invoicing.
Please note that the Unit Price shown above has been rounded to the nearest iwo decimal places for display purposes only.
The actual price may include as many as five decimal places.For example,an actual price of$21.37656 will be shown as a
Unit Price of$21.38.The Total for this quote has been calculated using the actual prices for the product and/or service,rather
than the Unit Price displayed above.
Prices shown do not include any taxes that may apply.Any such taxes are the responsi6ility of Customer. This is not an
invoice.
For customers based in the United States or Canada,any applicable taxes will be determined based on the laws and
regulations of the taxing authority(ies)governing the"Ship To"location provided by Customer on the Quote Form. .
PURCHASE ORDER INFORMATION
Is a Purchase Order(PO)required for the purchase or payment of the products on this Quote Form?(Customer to complete)
Yes[ ] No[ ]
Customer's purchase order terms will be governed by the parties'existing mutually executed agreement,or in the absence of
such,are void and will have no legal effect.
PO Number:
Initials:
MORE INFORMATION AT CENTRALSQUARE.COM
DocuSign Envelope ID:CB780635-5A71-4B83-BODD-AF6F86DF146F
CENTRALSQUARE Quote prepared by:
Randy McCloskey
randy.mccloskey@centralsquare.com
MORE INFORMATION AT CENTRALSQUARE.COM
DocuSign Envelope ID:CB780635-5A71-4B83-BODD-AF6F86DF146F
C E N T R A L S Q U A R E Quote prepared by:
Randy McCloskey
randy.mccloskey@centralsquare.com
Quote#•Q-07674 uote prepared for:
uote expires on:November 24,2020 Timothy Kohrs
Orange Police,CA
1107 N Batavia St
Orange,CA 92867
714-744-7451
Thank you for your interest in CentralSquare.CentralSquare provides software that powers over 8,000 communities.More
about our products can be found at www.centralsQuare.com.
WHAT SOFTWARE IS INCLUDED?
PRODUCT NAME QUANTITY UNIT PRICE TOTAL
Standard Crossroads Crash Importer- 1 9,500.36 USD 9,500.36 USD
Califomia License Fee
Standard Crossroads Citation Importer 1 9,500.36 USD 9,500.36 USD
Califomia License Fee
Softwa e/Subscription Total: ' 19,000.72 USD
Maintenance Total: 4,180.72 USD
WHAT SERVICES ARE INCLUDED?
DESCRIPTION TOTAL
Public Safety Project Management Services-Fixed Fee 3,240.00 USD
Services include contract start-up fees,project management, Services Total: 3,240.00 USD
technical services,consulting,development,training,and
installation.
MORE INFORMATION AT CENTRALSQUARE.COM
DocuSign Envelope ID:C6780635-5A71-4B83-BODD-AF6FS6DF146F
C E N T R A L S Q U A R E Quote prepared by:
Randy McCloskey
randy.mccloskey@centralsquare.com
Quote Total: 22,240:72 USD
This Quote is not intended to constitute a binding agreement.The terms herein shall only be effective once incorporated into a
definitive written agreement with CentralSquare.Technologies(including its subsidiaries)containing other customary
commercial terms and signed by authorized representatives of both parties.
BILLING INFORMATION
Fees will be payable within 30 days of invoicing.
Please note that the Unit Price shown above has been rounded to the nearest two decimal places for display purposes only.
The actual price may include as many as five decimal places.For example,an actual price of$21.37656 will be shown as a
Unit Price of$21.38.The Total for this quote has been calculated using the actual prices for the product and/or service,rather
than the Unit Price displayed above.
Prices shown do not include any taxes that may apply.Any such taxes are the responsibility of Customer.This is not an
invoice.
For customers based in the United States or Canada,any applicable taxes will be determined based on the laws and
regulations of the taxing authority(ies)governing the"Ship To"location provided by Customer on the Quote Form.
PURCHASE ORDER INFORMATION
Is a Purchase Order(PO)required for the purchase or payment of the products on this Quote Form?(Customer to complete)
Yes[ ] No[ ]
Customer's purchase order terms will be governed by the parties'existing mutually executed agreement,or in the absence of
such,are void and will have no legal effect.
PO Number:
Initials:
MORE INFORMATION AT CENTRALSQUARE.COM
DocuSign Envelope ID:CB780635-5A71-4B83-BODD-AF6F86DF146F
CENTRALSQUARE Quote prepared by:
Randy McCloskey
randy.mccloskey@centralsq uare.com
MORE INFORMATION AT CENTRALSQUARE.COM