HomeMy WebLinkAboutAgreement A-19-090 with Action Towing Dive Team Herndon Towing and TNT Towing.pdf Agreement No. 19-090
1 SECOND AMENDMENT TO AGREEMENT
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3 This Second Amendment to Agreement ("Second Amendment") is made and entered
4 into this 26th day of February, 2019 ("Effective Date"), by and between the County of Fresno, a
5 political subdivision of the State of California, ("COUNTY"), and Action Towing & Dive Team,
6 Inc., address 2822 E California Ave 93721-3303, Herndon Towing, address 5030 E Jensen Ave,
7 Fresno, CA 93725-4010, and TNT Towing, address PO Box 342, Kerman, CA 93630-0342,
8 (each a "CONTRACTOR" and collectively "CONTRACTORS"), and such additional
9 CONTRACTORS as may, from time to time during the term of this Agreement, be added by
10 COUNTY. COUNTY and each CONTRACTOR may be referred to as a "Party" or collectively as
11 "Parties" to this Agreement.
12 WITNESSETH:
13 WHEREAS, COUNTY entered into Procurement Agreement Number P-16-239-P,
14 effective June 1, 2016 (the "Agreement"), pursuant to which CONTRACTORS agreed to provide
15 towing and Emergency Road Services;
16 WHEREAS, the Parties entered into Amendment Number One (1), dated July 21, 2016
17 ("First Amendment") to add the Public Works and Planning Department - American Avenue
18 Disposal Site as a billing Department to the Agreement; the Agreement and Amendment
19 Number One may be referred to collectively as the Agreement, as Amended; and
20 WHEREAS, COUNTY would again like to amend the Agreement, as Amended to
21 increase the maximum Agreement value, and to add COUNTY'S standard Disclosure of Self-
22 Dealing Transactions provision;
23 WHEREAS, CONTRACTORS are willing to continue to extend Towing and Emergency
24 Road Services to COUNTY pursuant to the Agreement, as Amended; and
25 WHEREAS, in light of the foregoing, the Parties now wish to enter into this Second
26 Amendment.
27 NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions
28 herein contained, the Parties agree that the Agreement, as Amended shall be again amended
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1 by this Second Amendment, and further agree as follows:
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3 1. The MAXIMUM Section of the Agreement, as Amended, asset forth on page one (1) of
4 the Agreement, shall be deleted in its entirety and replaced with the following:
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6 "MAXIMUM: In no event shall services performed under this Agreement exceed two
7 hundred thousand dollars ($200,000)for the term of this Agreement, inclusive of
8 renewal periods."
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10 2. The following Section shall be added to page four (4) of the Agreement as Amended,
11 after the Section marked "GOVERNING LAWS", and shall be made a part of the
12 Agreement, as Amended. The referenced Attachment B shall be inserted at the end of
13 the Agreement, as Amended:
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15 "DISCLOSURE OF SELF-DEALING TRANSACTIONS: This provision is only
16 applicable if CONTRACTOR is operating as a corporation (a for-profit or non-profit
17 corporation) or if during the term of this Agreement, CONTRACTOR changes its
18 status to operate as a corporation.
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20 Members of CONTRACTOR's Board of Directors shall disclose any self-dealing
21 transactions that they are a party to while CONTRACTOR is performing services
22 under this Agreement. A self-dealing transaction shall mean a transaction to
23 which CONTRACTOR is a party and in which one or more of its directors has a
24 material financial interest. Members of the Board of Directors shall disclose any
25 self-dealing transactions that they are a party to by completing and signing a
26 Self-Dealing Transaction Disclosure Form (Attachment B) and submitting it to the
27 COUNTY prior to commencing with the self-dealing transaction or immediately
28 thereafter."
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1 COUNTY and CONTRACTORS agree this Second Amendment is sufficient to amend the
2 Agreement, as Amended, and that upon execution of this Second Amendment, the Agreement, the
3 First Amendment, and this Second Amendment shall together be considered the Agreement.
4 The Agreement, as Amended, is ratified and continued. All provisions, terms, covenants,
5 conditions and promises contained in the Agreement and not amended herein shall remain in full
6 force and effect.
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1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
2 day and year first hereinabove written.
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4 CONTRACTOR COUNTY OF FRESNO
5 See attached Contractor Signature Pages _
6 Nathan Magsig,
Chairman of the Board of Supervisors of the
7 County of Fresno
ATTEST:
8 Bernice E. Seidel
Clerk of the Board of Supervisors
9 County of Fresno, State of California
10 By:
11 Deputy
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16 FOR ACCOUNTING USE ONLY:
Fund No.: 1000, 0001, 7205, and others
17 depending on the size of the
projects and other
18 departments
19 Subclass No.: 10000, and 15000, and
others depending on the size
20 of the projects and other
21 departments
Org No.: 8910 & 8911 (Fleet), 3111
22 (Sheriff), 9026 (AADS) and
others depending on the size
23 of the projects and other
24 departments.
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1 CONTRACTOR SIGNATURE PAGE
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3
BT
A
Print Name: John DeCicco
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Title: President
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Date:
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8f
Bx=
Print Name: Jessica DeCicco
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Title: Secretary of Corporation
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Date:
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E-Mail Address for Notices: actionoffice@yahoo.com
14 11 E-Mail Notice Contact Person's Name and Title: John DeCicco, President
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Company Name: Action Towing & Dive Team, Inc.
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Mailing Address: 2822 E California Ave
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City, State & Zip Code: Fresno, CA 93721-3303
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State in Which the Company Originally Registered: California
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Telephone Number: (559)498-9999
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Fax Telephone Number: (559) 498-9949
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II
1 CONTRACTOR SIGNATURE PAGE
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BV: —
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Prin Name: James Deatherage_
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Title: Owner (r
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Date:
7 --
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Print Name: Sue Deatherage
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Title: Secretary
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Date:
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E-Mail Address for Notices: herndontowing@hotmail.com
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E-Mail Notice Contact Person's Name and Title: James Deatherage, Owner
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Company Name: Herndon Towing
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Mailing Address: 5030 E Jensen Ave
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_City, State & Zip Code: Fresno, CA 93725-4010
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20 *State in Which the Company Originally Registered: California
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Telephone Number: (559) 431-3334
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Fax Telephone Number: (559) 431-5535
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CONTRACTOR SIGNATURE PAGE
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3 y: t
Print Name: Rhonda Tate i
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Title: Co-Owner
Date:
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--------------- ----- - ----------------------------------------------------------------------------------------------
By•
9 10 Print ame: Chris Tate
Title: Co-Owner
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Date: L
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14 E-Mail Address for Notices: tnttowingllcl@yahoo.com
E-Mail Notice Contact Person's Name and Title: Rhonda Tate, Co-Owner
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17 Company Name: TNT Towing
Mailing Address: PO Box 342
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City, State &Zip Code: Kerman, CA 93630-0342
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*State in Which the Company Originally Registered: California
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22 Telephone Number: (559) 291-9813
23 Fax Telephone Number: (559)444-0177
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1
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3 ATTACHMENT B
4 PARTICIPATING CONTRACTORS
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6 CONTRACTOR ADDRESS GIVE AND RECEIVE NOTICES
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8 Action Towing & Dive 2822 E California Ave John DeCicco, President
Team, Inc. Fresno, 93721-3303 (559) 498-9999
9 actionoffice(cDyahoo.com
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Herndon Towing 5030 E Jensen Ave James Deatherage, Owner
12 Fresno CA 93725-4010 (559) 431-3334
13 herndontowing(a)-hotmail.com
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TNT Towing PO Box 342 Rhonda Tate, Co-Owner
16 Kerman, CA 93630-0342 (559) 291-9813
17 tnttowingllc1(c-yahoo.com
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1 ATTACHMENT C
2 SELF-DEALING TRANSACTION DISCLOSURE FORM
3 In order to conduct business with the County of Fresno (hereinafter referred to as
4 "County"), members of a contractor's board of directors (hereinafter referred to as
5 "County Contractor"), must disclose any self-dealing transactions that they are a party
6 to while providing goods, performing services, or both for the County. A self-dealing
7 transaction is defined below:
8 "A self-dealing transaction means a transaction to which the corporation is a party and
9 in which one or more of its directors has a material financial interest"
10 The definition above will be utilized for purposes of completing this disclosure form.
11 INSTRUCTIONS
12 (1) Enter board member's name, job title (if applicable), and date this disclosure is
13 being made.
14 (2) Enter the board member's company/agency name and address.
15 (3) Describe in detail the nature of the self-dealing transaction that is being
16 disclosed to the County. At a minimum, include a description of the following:
17 a. The name of the agency/company with which the corporation has the
18 transaction; and
19 b. The nature of the material financial interest in the Corporation's
20 transaction that the board member has.
21 (4) Describe in detail why the self-dealing transaction is appropriate based on
22 applicable provisions of the Corporations Code.
23 (5) Form must be signed by the board member that is involved in the self-dealing
24 transaction described in Sections (3) and (4).
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1 (1)Company Board Member Information:
2 Date:
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4 (2)Company/Agency Name and Address:
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9 (3)Disclosure(Please describe the nature of the self-dealing transaction you are a party to):
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19 (4) Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233
(a):
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26 (5)Authorized Signature
27 Signature: Date:
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