HomeMy WebLinkAboutAgreement A-19-090 with Action Towing & Dive Team, Herndon Towing, and TNT Towing.pdf1
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SECOND AMENDMENT TO AGREEMENT
Agreement No. 19-090
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" o r collect ively as
11 "Parties" to this Agreement.
12 W I T N E S S E T H:
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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by this Second Amendment, and further agree as follows:
1. The MAXIMUM Section of the Agreement, as Amended, as set forth on page one (1) of
the Agreement, shall be deleted in its entirety and replaced with the following:
“MAXIMUM: In no event shall services performed under this Agreement exceed two
hundred thousand dollars ($200,000) for the term of this Agreement, inclusive of
renewal periods.”
2. The following Section shall be added to page four (4) of the Agreement as Amended,
after the Section marked “GOVERNING LAWS”, and shall be made a part of the
Agreement, as Amended. The referenced Attachment B shall be inserted at the end of
the Agreement, as Amended:
“DISCLOSURE OF SELF-DEALING TRANSACTIONS: This provision is only
applicable if CONTRACTOR is operating as a corporation (a for-profit or non-profit
corporation) or if during the term of this Agreement, CONTRACTOR changes its
status to operate as a corporation.
Members of CONTRACTOR’s Board of Directors shall disclose any self-dealing
transactions that they are a party to while CONTRACTOR is performing services
under this Agreement. A self-dealing transaction shall mean a transaction to
which CONTRACTOR is a party and in which one or more of its directors has a
material financial interest. Members of the Board of Directors shall disclose any
self-dealing transactions that they are a party to by completing and signing a
Self-Dealing Transaction Disclosure Form (Attachment B) and submitting it to the
COUNTY prior to commencing with the self-dealing transaction or immediately
thereafter.”
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COUNTY and CONTRACTORS agree this Second Amendment is sufficient to amend the
Agreement, as Amended, and that upon execution of this Second Amendment, the Agreement, the
First Amendment, and this Second Amendment shall together be considered the Agreement.
The Agreement, as 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.
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
5 See attached Contractor Signature Pages
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16 FOR ACCOUNTING USE ONLY:
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Fund No .: 1000, 0001 , 7205, and others
depending on the size of the
projects and other
departments
Subclass No .: 10000, and 15000, and
others depending on the size
of the projects and other
departments
Org No.: 8910 & 8911 (Fleet), 3111
(Sheriff), 9026 (AADS) and
others depending on the size
of the projects and other
departments.
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COUNTY OF FRESNO ~ ~~
Nathan Magsig ,
Chairman of the Board of Supervisors of the
County of Fresno
ATTEST:
Bernice E. Seidel
Clerk of the Board of Supervisors
County of Fresno , State of California
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CONTRACTOR SIGNATURE PAGE ===================================---=-=-===---------==================
f!y:
Print Name: John DeCicco __ ~'f-~ ..... ~~~---~-------------
Title: President. ____ I ..... 2 _______________ _
Date:
f!y: --------------------------
Print Name: Jessica DeCicco __ _,_~+----·~--=~--..-----------
Title: Secretary of Corporation ______________ _
Date:
======================================================================
E-Mail Address for Notices: actionoffice@yahoo.com •• * E-Mail Notice Contact Person's Name and Title: John Decicco, President
======================================================================
Company Name: Action Towing & Dive Team, Inc.
Mailing Address: 2822 E California Ave
City, State & Zip Code: Fresno, CA 93721-3303
*State in Which the Company Originally Registered: California
======================================================================
Telephone Number:
Fax Telephone Numbe r:
(559) 498-9999
(559) 498-9949
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CONTRACTOR SIGNATURE PAGE
James Deatherage . S A IY\ c ;-. () _ Oi?c. t!-J .,...cz 5 <--
Title: 0wner Pr e S: de 0 f--
Date: J -<Q ,-· 19
fu: , iu-L-Q_ lQ bJk~_Q_NlQ.qf ,
Print Name: Sue Deatherage ________________ _
Title: Secretary_~---~------------~-~\ tJZ \\ q Date :
==============================~=======================================
E-Mail Address for Notices: herndontowing@hotmail.com
E-Mail Notice Contact Person's Name and Title : James Deatherage, Owner
=======================================~==============================
Company Name: Herndon Towing
Mailing Address: 5030 E Jensen Ave
City, State & Zip Code: Fresno, CA 93725-4010
*State in Which the Company Originally Registered: California
======================================================================
Telephone Number:
Fax Telephone Number:
(559) 431-3334
(559) 431-5535
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CONTRACTOR SIGNATURE PAGE
========================================================================
Title: Co-Owner
Date:
~z~b-./-,-1~~~~~~~
~~--~--:7~----------------------------------------------
f't 11\ · ._-,---,~ !' 1 ,p
Print ame: Chris Tate __ L""'""-/~P-\r~t_S __ _.__--"'-~---C-'c...,.=----------
Title:
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Co-Owner
_,..-------------~-----
rz / 5 / t q Date:
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======================================================================
E-Mail Address for Notices: tnttowingllc1@yahoo.com
E-Mail Notice Contact Person's Name and Title: Rhonda Tate, Co-Owner
======================================================================
Company Name:
Mailing Address:
City, State & Zip Code:
TNT Towing
PO Box 342
Kerman, CA 93630-0342
*State in Which the Company Originally Registered: California
======================================================================
Telephone Number:
Fax Telephone Number:
(559) 291-9813
(559) 444-0177
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ATTACHMENT B PARTICIPATING CONTRACTORS
CONTRACTOR ADDRESS GIVE AND RECEIVE NOTICES
Action Towing & Dive
Team, Inc.
2822 E California Ave
Fresno, 93721-3303
John DeCicco, President
(559) 498-9999
actionoffice@yahoo.com
Herndon Towing 5030 E Jensen Ave
Fresno CA 93725-4010
James Deatherage, Owner
(559) 431-3334
herndontowing@hotmail.com
TNT Towing PO Box 342
Kerman, CA 93630-0342
Rhonda Tate, Co-Owner
(559) 291-9813
tnttowingllc1@yahoo.com
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ATTACHMENT C
SELF-DEALING TRANSAC TION DISCLOSURE FORM
In order to conduct business with the County of Fresno (hereinafter referred to as
“County”), members of a contractor’s board of directors (hereinafter referred to as
“County Contractor”), must disclose any self-dealing transactions that they are a party
to while providing goods, performing services, or both for the County. A self-dealing
transaction is defined below:
“A self-dealing transaction means a transaction to which the corporation is a party and
in which one or more of its directors has a material financial interest”
The definition above will be utilized for purposes of completing this disclosure form.
INSTRUCTIONS
(1) Enter board member’s name, job title (if applicable), and date this disclosure is
being made.
(2) Enter the board member’s company/agency name and address.
(3) Describe in detail the nature of the self-dealing transaction that is being
disclosed to the County. At a minimum, include a description of the following:
a. The name of the agency/company with which the corporation has the
transaction; and
b. The nature of the material financial interest in the Corporation’s
transaction that the board member has.
(4) Describe in detail why the self-dealing transaction is appropriate based on
applicable provisions of the Corporations Code.
(5) Form must be signed by the board member that is involved in the self-dealing
transaction described in Sections (3) and (4).
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(1) Company Board Member Information:
Date:
(2) Company/Agency Name and Address:
(3) Disclosure (Please describe the nature of the self-dealing transaction you are a party to):
(4) Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233
(a):
(5) Authorized Signature
Signature: Date: