HomeMy WebLinkAboutFully Executed Amendment.pdf Agreement No. 23-368
1 AMENDMENT NO. 1 TO SERVICE AGREEMENT
2 This Amendment No. 1 to Service Agreement 21-332 is dated July 18, 2023
3 and is between EAN Services LLC, a Delaware limited liability company ("Contractor"), and the
4 County of Fresno, a political subdivision of the State of California ("County").
5 Recitals
6 A. On August 24, 2021, the County and the Contractor entered into that certain agreement
7 with EAN Services LLC, which is County agreement number 21-332 ("Agreement"), for vehicle
8 rental services, for a base term of three (3) years, with the option to extend for two (2) additional
9 consecutive twelve month periods, upon the written approval of both parties no later than thirty
10 (30) days prior to the first day of the next twelve-month extension period; and in accordance with
11 the terms and conditions, established in the State of California's Department of General
12 Services (DGS) Agreement No. 5209924, which was competitively bid and awarded to the
13 Contractor.
14 B. Following the execution of the Agreement, the County recognized the rate benefits of this
15 service and utilization increased beyond what was originally planned. Due to unforeseen
16 circumstances, including utilization of this service for special elections and utilization of this
17 service as a short-term solution to mitigate the issue of inventory shortages due to the COVID
18 19 Pandemic, use has surpassed previous expectations.
19 C. The County and the Contractor now desire to amend the Agreement to increase
20 maximum compensation under the Agreement to address the County's need for increased
21 utilization of these services.
22 Now, therefore, for good and valuable consideration, the receipt and adequacy of which
23 is hereby acknowledged, the County and the Contractor agree as follows:
24 1. Section 5 of the Agreement located on page 3, lines 6-11 is deleted in its entirety and
25 replaced with the following:
26 "In no event shall compensation paid for services performed under this
27 Agreement exceed $1,080,000 during the initial term of this Agreement, and
28 $360,000 for each optional one-year extension, for a total not to exceed
1
1 $1,800,000 for the possible five (year) term. It is understood that all expenses
2 incidental to the Contractor's performance of services under this Agreement shall
3 be borne by the Contractor. The County shall pay the Contractor within forty-five
4 (45) days of receipt of an approved invoice."
5 2. Section 16 ENTIRE AGREEMENT located on page 9 lines 1-4 is deleted and replaced
6 with the following:
7 "This Agreement constitutes the entire Agreement between the Contractor and
8 the County with respect to the subject matter hereof and supersedes all previous
9 Agreement negotiations, proposals, commitments, writings, advertisements,
10 publications, and understandings of any nature whatsoever unless expressly
11 included in this Agreement. In the event of any inconsistency in interpreting the
12 documents which constitute this Agreement, the inconsistency shall be resolved
13 by giving precedence in the following order of priority: (1) the text of this
14 Amendment No. 1 (2) the Agreement including Attachments 1 through 2."
15 3. When both parties have signed this Amendment No. 1, the Agreement and this
16 Amendment No. 1 together constitute the Agreement.
17 4. The Contractor represents and warrants to the County that:
18 a. The Contractor is duly authorized and empowered to sign and perform its obligations
19 under this Amendment No. 1.
20 b. The individual signing this Amendment No. 1 on behalf of the Contractor is duly
21 authorized to do so and his or her signature on this Amendment No. 1 legally binds
22 the Contractor to the terms of this Amendment No. 1.
23 5. This Amendment No. 1 may be signed in counterparts, each of which is an original, and
24 all of which together constitute this Amendment No. 1.
25 6. The Agreement as amended by this Amendment No. 1 is ratified and continued. All
26 provisions of the Agreement and not amended by this Amendment No. 1 remain in full force and
27 effect.
28 [SIGNATURE PAGE FOLLOWS]
2
1 The parties are signing this Amendment No. 1 on the date stated in the introductory
2 clause.
3
EAN SERVICES LLC COUNTY OF FRESNO
4
6 Lisa Holmes, Contract Administrator Sal ui er , C irman of the Board of
Su rvi r County of Fresno
7 150 N Sunrise Ave.
Roseville, CA 95747 Attest:
8 Bernice E. Seidel
Clerk of the Board of Supervisors
9 County of Fresno, State of California
10
By:
11 Deputy
12 For accounting use only:
13 Org No.: 8910
Account No.: 7355, 7295
14 Fund No.: 1000, 0001
Subclass No.:10000
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