HomeMy WebLinkAboutAGR-7616.1 - CROSSTOWN ELECTRICAL & DATA, INC. - FIRST AMENDMENT - ON-CALL MAINTENANCE & REPAIR SERVICES FRO TRAFFICA MANAGEMENT & COMMUNICATION SYSTEMS Docusign Envelope ID:8CD22A73-2549-4B31-B484-C2FDEC493432
AGR-7616.1 Initial
FIRST AMENDMENT
TO
ON-CALL MAINTENANCE AND REPAIR SERVICES AGREEMENT
[Maintenance and Repair Services for Advance Traffic Management System and
Communication System]
THIS FIRST. AMENDMENT TO MAINTENANCE SERVICES AGREEMENT (the
"First Amendment to Contract") is made and entered into as of July 31 ,2025 ("Effective
Date")by and between the CITY OF ORANGE,a municipal corporation("City"),and CROSSTOWN
ELECTRICAL & DATA, INC., a California corporation ("Contractor"), with reference to the
following:
A. City and Contractor entered into a Maintenance Services Agreement (Agreement No.
7616) dated as of November 11, 2023, which is incorporated herein by this reference (the "Original
Agreement"); and
B. City and Contractor desire to amend the Original Agreement to modify, amend and
supplement certain portions of the Original Agreement, including extending the term and increasing
the compensation.
NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth
herein,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 First
Amendment are deemed and construed to refer to the Original Agreement, as amended by this First
Amendment.
Section 3. Extension Term. Pursuant to Section 2.1 of the Original Agreement, the City
exercises its option to extend the term for an additional one-year period (the First Extension Term).
The First Extension Term shall commence on November 14, 2025, and terminate on November 13,
2026, under the same terms and conditions as the amended Original Agreement.
Section 4. Compensation.
a. Increase in Compensation: The total not-to-exceed compensation for services rendered
under the Original Agreement is increased by THIRTY THOUSAND DOLLARS AND 00/100
($30,000.00).
b. Revised Compensation Cap: Section 2.A of the Original Agreement is hereby amended
in its entirety to read as follows:
Docusign Envelope ID:8CD22A73-2549-4B31-B484-C2FDEC493432
"Contractors total compensation for all services performed under this Agreement
shall not exceed NINETY THOUSAND DOLLARS AND 00/100 ($90,000.00)
without the prior written authorization of the City."
c. Unit Price Adjustment: Compensation for the First Extension Term, including
contingencies, shall be based on the same terms and conditions as contained in Exhibit B of the
Original Agreement,with a 2% increase in unit price.
Section 5. Authority of City Manager. Pursuant to Section 3.08.430 of the Orange
Municipal Code,the City Manager is authorized to approve and execute amendments to the Agreement
to adjust compensation as provided herein.
Section 6. Integration. This First 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 First Amendment and the terms and provisions of the Original Agreement,the terms
and provisions of this First Amendment shall control and govern the rights and obligations of the
parties.
Section 7. Execution. This First Amendment may be executed in counterparts, each of
which shall be deemed an original, but all of which together shall constitute one and the same
instrument.
[Remainder of page intentionally left blank; signatures on next page]
Docusign Envelope ID:8CD22A73-2549-4 31-B484-C2FDEC493432
IN WITNESS of this First Amendment, the parties enter into this First Amendment on the
year and day first above written.
"CONTRACTOR" "CITY"
CROSSTOWN ELECTRICAL & DATA, CITY OF ORANGE, a municipal corporation
INC., a California corporation,
,—DocuSigned by: "--DocuSigned by:
*By: Vim , htittq .Gt, By: aS C. 6st,6,
Print4MN.15id Heermance 1,homas� °" isela, Interim City Manager
Title: President
"—Signed by:
*By: ax+uti Ktki A.lt. ATTEST:
Printe 'P9 &91amin Heermance
Title: CFO Signed by:
an4M` 4TMFritn, City Clerk
APPROVED AS TO FORM:
DocuSigned by:
CL u.-i LAP/1
a fiaie7DAc(ourian
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 Treasurer, 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 officer named in a corporate resolution as authorized to enter into
this Agreement. A copy of the corporate resolution, certified by the Secretary
close in time to the execution of the Agreement, must be provided to the City.
Ai