HomeMy WebLinkAbout32799Agreement No.17-577
1 ADDENDUM TO AGREEMENT FOR PUBLIC SAFETY SOFTWARE LICENSE AND
2 SERVICES ("ADDENDUM")
3 Mark43 and Subscriber (County of Fresno) agree that the Agreement between the parties
4 is hereby modified as follows.:
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1. Section 3.1 Fees for Mark43 Services, is deleted in its entirety and replaced with the
following:
"Subscriber will pay Mark43 fees (the "Fees") as stated on Schedule A, attached hereto and
incorporated by reference, in accordance with the payment schedule set forth on Schedule A.
All payments of Fees are non-refundable. All amounts stated in this Agreement or on any
invoice are in U.S. dollars, and all payments will be made in U.S. dollars. Subscriber will pay any
sales, use or other tax related to the license and services provided hereunder, exclusive of
income taxes and payroll taxes relating to Mark43's employees. Subscriber agrees that its use
of and payment for Services constitutes its inspection and acceptance of such Services."
2. The following subsection is added to Section 4.2 Temporary Suspension and Termination:
"( c) Non-Allocation of Funds -The terms of this Agreement, and the services to be provided
thereunder, are contingent on the approval of funds by the appropriating government agency.
Should sufficient funds not be allocated, the services provided may be modified, or this Agreement
terminafed by Subscriber during any contract year, by giving Mark43 not less than thirty (30) days
advance written notice thereof prior to the start of the next one year period of this Agreement."
3. Section 9.3 Dispute Resolution, is deleted in its entirety and replaced with the following:
"Section 9.3 Venue/Governing Law.
Venue for any action arising out of or related to this Agreement shall only be in Fresno County,
California. The rights and obligations of the Parties and all interpretation and performance of this
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Agreement shall be governed in all respects by the laws of the State of California."
4. The following language is added to Section 9. 7 Relationship of the Parties after the word
"undertaking" of the last sentence:
"In performance of the work, duties and obligations assumed by Mark43 under this Agreement,
it is mutually understood and agreed that Mark43, including any and all of the Mark43 officers,
agents, and employees will at all times be acting and performing as an independent contractor, and
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1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
2 and year first hereinabove written.
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Mark43
By :
/O
Date
28 E . 28TH 12TH FLOOR , NEW YORK , NY 10016
Mailing Address
B :
12 Caitlin O'Neil , V P Finance
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Date
15 28 E. 28TH 12TH FLOOR , NEW YORK , NY 10016
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Mailing Address
FOR ACCOUNTING USE ONLY:
ORG No.:
Account No.:
Requisition No.:
31112425
7309
3111802197
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COUNTY OF FRESNO
By : /L/j_
Brian Pacheco
Chairman of the Board of Supervisors of the
County of Fresno
ATTEST:
Bern ice E. Seidel
Clerk to the Board of Supervisors
County of Fresno, State of California
Deputy