HomeMy WebLinkAboutAgreement A-16-452-2 with Ramco Services Inc. dba Pacific Water Technologies.pdf Agreement No. 16-452-2
1 SECOND AMENDMENT TO AGREEMENT
2 THIS AMENDMENT, ("Second Amendment") is made and entered into on September 24,
3 2019, by and between the County of Fresno, a political subdivision of the State of California,
4 ("COUNTY'), and Blue Tech Water, dba Ramco Services and Pacific Water Technologies, a
5 California corporation, whose address is 2401 East Orangeburg Ave. #675, Modesto, CA 95355
6 ("CONTRACTOR").
7 WITNESSETH:
8 WHEREAS, COUNTY and Ramco Services, Inc., dba Pacific Water Technologies,
9 ("Ramco') entered into Agreement No. 16-452, dated July 12, 2016, ("Agreement"), pursuant to
10 which COUNTY contracted with Ramco for chemical treatment services for its HVAC systems at
11 various County-owned facilities;
12 WHEREAS, on September 11, 2018, COUNTY, Ramco, and CONTRACTOR entered into
13 an Assignment of Agreement. The Assignment of Agreement allowed Ramco to assign, transfer,
14 and delegate all of its rights, benefits, responsibilities, and obligations under the Agreement to
15 CONTRACTOR for the remainder of the Agreement;
16 WHEREAS, on September 11, 2018, County and CONTRACTOR entered into First
17 Amendment (No. 16-452-1)to the Agreement ("First Amendment"). The First Amendment
18 increased the annual maximum compensation amounts by $50,000, for an annual maximum
19 compensation amount of$300,000, with a maximum compensation amount of$900,000 for the
20 first three years, and a maximum compensation amount of$1,500,000 for the entire potential five-
21 year term of the Agreement. The Agreement and the First Amendment shall be collectively be
22 referred to in this Second Amendment as "the Agreement, as Amended";
23 WHEREAS, on June 11, 2019, the Agreement, as Amended, was extended for an
24 additional twelve-month period, upon written approval of both parties;
25 WHEREAS, COUNTY and CONTRACTOR again desire to amend the Agreement, as
26 Amended, to remove the yearly limitation of amounts payable for services, to allow for more
27 flexibility in allocating and spending funds throughout the remaining term of the Agreement; and
28 WHEREAS, in Year 1, $243,837.94 was spent, and a remaining $56,162.06 was budgeted,
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1 but unspent, and in Year 2, $249,613.42 was spent, and a remaining $50,386.58 was budgeted,
2 but unspent. In Year 3, $297,724.33 was spent, and a remaining $2,275.67 was budgeted, but
3 unspent, but CONTRACTOR has incurred outstanding invoices for services performed pursuant to
4 the Agreement, as Amended, in the amount of$30,903.09. If this Second Amendment is approved,
5 $108,824.31 total of previously budgeted, but unspent, funds will be available to pay the
6 outstanding invoices, and for any future expenses.
7 NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
8 which is hereby acknowledged, COUNTY and CONTRACTOR agree to further amend the
9 Agreement, as Amended, as follows:
10 That portion of Section 5. COMPENSATION/INVOICING, as set forth on page 4 of the
11 Agreement, beginning on line 20 with the word "Maximum," and ending on line 25, with the word
12 "CONTRACTOR," is hereby deleted, and replaced with the following:
13 "In no event shall the maximum total compensation payable under this Agreement
14 exceed $1,500,000 over the entire potential five-year term of this Agreement for
15 Scheduled and Extra Services. CONTRACTOR shall not undertake any Extra Services
16 without the advanced written authorization of COUNTY representative. Such Extra
17 Services are expressly contemplated to include, but are not necessarily limited to, the
18 addition of other facilities that could not be anticipated at the commencement of this
19 Agreement. It is understood that all expenses incidental to CONTRACTOR's
20 performance of services under this Agreement shall be borne by CONTRACTOR."
21 This Second Amendment shall be retroactive to July 12, 2016, so that COUNTY may utilize
22 funds allocated under the Agreement, as Amended, which had remained from prior contract years.
23 COUNTY and CONTRACTOR agree that this Second Amendment is sufficient to amend the
24 Agreement, as Amended, and that upon execution of this Second Amendment, the Agreement, as
25 Amended, and the Second Amendment shall together constitute the complete Agreement between
26 the parties.
27 The Agreement, as hereby amended, is ratified and continued. All provisions, terms,
28 covenants, conditions and promises contained in the Agreement, as Amended, and not amended
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1 herein, shall remain in full force and effect.
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1 EXECUTED AND EFFECTIVE as of the date first above set forth.
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3 CONTRACTOR COUNTY:
OUNTY OFFRESNO
4
Christopher Binfie EO Nathan Magsig, Chairman of the Board
5 of Supervisors of the County of Fresno
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7 Anthony Delgado, CFO
8 Blue Tech Water ATTEST:
9 2401 E. Orangeburg Ave. #675
Modesto, CA 95355
10 By: }
Bernice E. Seidel
11 Clerk of the Board of Supervisors
County of Fresno, State of California
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Org No.; 8935
13 Account No.: 7205
Fund: 1045
14 Subclass: 10000
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