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THIRD AMENDMENT TO AGREEMENT
THIS THIRD AMENDMENT to Agreement No. 14-670 ( “Amendment III”) is made and
entered into this _____ day of _________________, 2018, by and between the County of Fresno,
a political subdivision of the State of California (hereinafter "COUNTY"), and Bedard Controls, Inc.,
a California corporation, whose address is 4644 W. Jennifer Ave. #103 Fresno, CA 93722
(hereinafter “CONTRACTOR”).
WITNESSETH:
WHEREAS, COUNTY and CONTRACTOR entered into Agreement No. 14-670, dated
October 28, 2014 (“Agreement”) pursuant to which CONTRACTOR agreed to provide
troubleshooting maintenance, support, and upgrades for Metasys hardware and Application and
Data Server Software (hereinafter “ADS”); and
WHEREAS, COUNTY and CONTRACTOR entered into a First Amendment to Agreement
No. 14-670, dated October 13, 2015 (“Amendment I”) to provide for additional services and to
increase the maximum compensation accordingly; and
WHEREAS, COUNTY and CONTRACTOR entered into a Second Amendment to
Agreement No. 14-670, dated July 12, 2016 (“Amendment II”) to provide a Direct Digital Control
(DDC) upgrade for its Building Management System at the Fresno County Main Jail and to
increase the maximum compensation accordingly; and
WHEREAS, COUNTY AND CONTRACTOR now desire to further amend the Agreement
to accommodate an even higher volume of needed additional services and to further increase
the maximum compensation payable hereunder.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which is hereby acknowledged, COUNTY and CONTRACTOR agree to amend the Agreement as
follows:
The portion of Section VI. COMPENSATION/INVOICING of Agreement No. 14-670, as
amended and set forth in Amendment II beginning on page 1, line 23 with the word “The” and
ending on page 2, line 9 with the word “CONTRACTOR.,” is hereby deleted and replaced with the
following:
Agreement No. 14-670-3
1st May
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“Notwithstanding any other provision of this Agreement, in no event shall the maximum
total compensation for Additional Fees and Materials exceed a total of $1,972,028 for the entire
potential five-year term of this Agreement.
C) TOTAL CONTRACT AMOUNT
In no event shall the maximum total compensation payable under this Agreement
exceed $2,000,000 over the entire potential five (5) year term of this Agreement. It is
understood that all expenses incidental to CONTRACTOR’s performance of services under
this Agreement shall be borne by CONTRACTOR.”
COUNTY and CONTRACTOR agree that this Amendment III is sufficient to amend the
Agreement and that upon execution of this Amendment III, the Agreement, Agreement I,
Agreement II, and this Amendment III, shall together constitute the complete Agreement
between the parties.
The Agreement, as hereby amended, is ratified and continued. All provisions, terms,
covenants, conditions and promises contained in the Agreement and not amended herein shall
remain in full force and effect.
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EXECUTED AND EFFECTIVE as of the date first above set forth.
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CONTRACTOR
President
Elizabetli edard,
Secretary/Treasurer
16 4644 W , Suite 103
17 F 9372
1 g . edard controls Inc.
1521 Tollhouse RD
19 · suite D
CIOV-'5, CA 93611
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FOR ACCOUNTING USE ONLY:
ORG No.: 8935
Account No.: 7205
Fund: 1045
Subclass: 10000
By:
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COUNTY OF FRESNO
hairperson of the Board
1aR1~._,nL"f'Of the County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno, State of California