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Home My WebLink AboutP-23-002 Amend 1 Ordinance Codifier.pdf co County of Fresno INTERNAL SERVICES DEPARTMENT 0� 1$56�0 Facilities•Fleet•Graphics•Purchasing•Security•Technology AMENDMENT NUMBER ONE (1) Agreement Number: P-23-002 June 21, 2024 CivicPlus, LLC 302 S. 41h Street Suite 500 Manhattan, KS 66502 Contract Number P-23-002 with CivicPlus LLC, a Kansas limited liability company(Contractor), to codify ordinance and maintain a website of the ordinances is amended as follows: The contract with your company expires December 31, 2025. The County of Fresno desires to extend this contract for an additional six(6) months effective January 1, 2026 through June 30, 2026. Prices will be firm for the contract period. Amendment provisions shall remain in full force and effect with any contract renewals. The County of Fresno hereby accepts your price increase notice Q-55669-1, dated 6/18/2024 , initially received on March 5, 2024 to be effective April 4, 2024 in accordance with the terms and conditions of our Contract Number P-23-002 and Revised Attachment"A".All orders placed prior to April 4,2024 will be priced in accordance with current contract pricing. Maximum: The County of Fresno desires to increase this Agreement in the amount of Five Thousand Dollars ($5,000.00). In no event shall services performed and/or fees paid under this Agreement be in excess of Thirty Thousand Dollars ($30,000.00). Electronic Signatures. The parties agree that this Agreement may be executed by electronic signature as provided in this section. A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement to represent their signature, including but not limited to(1)a digital signature; (2)a faxed version of an original handwritten signature; or(3) an electronically scanned and transmitted (for example by PDF document)of a handwritten signature. B. Each electronic signature affixed or attached to this Agreement(1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and effect as the valid original handwritten signature of that person. C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act(Civil Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs(1)through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. 333 W. Pontiac Way, Clovis, CA 93612 / (559) 600-7110 *The County of Fresno is an Equal Employment Opportunity Employer' CONTRACT NO. P-23-002 Page 2 CivicPlus, LLC June 21, 2024 Please acknowledge your acceptance by returning all pages of this letter to my office via email or LISPS. If you have any questions, please contact Yvette Jamison, Purchasing Technician, at(559)600-7110 or email LamisyCa)fresnocountyca.gov. FOR THE COUNTY OF FRESNO Digitally signed by Manuel M. Manuel M. Vilanova Vilanova Date:2024.07.09 08:32:52-07'00' Manual Vilanova ISD Deputy Director 333 W. Pontiac Way Clovis, CA 93612 MV:YJ P-23-002 Amend 1 Ordinance Codifier.docx CONTRACT NO. P-23-002 Page 3 CivicPlus, LLC June 21, 2024 CONTRACTOR TO COMPLETE: Company: CivicPlus, LLC Type of Entity: ❑ Individual ® Limited Liability Company ❑ Sole Proprietorship ❑ Limited Liability Partnership ❑ Corporation ❑ General Partnership Signature 147 1/4424 /' Amy Vikander, Senior VP of Customer Success 6/24/2024 Print Name and Title Date Cote cheevet- Signature eole chr ver Wun 2,1.202409:12 CDT; Cole Cheever, Senior VP of Operations 6/24/2024 Print Name and Title Date 302 S 4th St Suite 500 Manhattan KS 66502 Address City State Zip 888-228-2233 contracts@civicplus.com TELEPHONE NUMBER FAX NUMBER E-MAILADDRESS ACCOUNTING USE ONLY ORG No.: 01100200 Account No.: 7295 Requisition No.: 1102400156 (8/2022) P-23-002 Amend 1 Ordinance Codifier.docx CONTRACT NO. P-23-002 Page 4 CivicPlus, LLC June 21, 2024 Revised Attachment 'Aff P-23-002 Amend 1 Ordinance Codifier.docx CiviCPIUS 302 South 4th St.Suite 500 Quote#: Q-55669-1 Manhattan,KS 66502 Date: 6/18/2024 4:23 PM us Customer: FRESNO COUNTY, CALIFORNIA Product Name DESCRIPTION QTY TOTAL Full-Service Supplementation Full-Service Supplementation Subscription 1.00 USD 4,986.80 Subscription Printed Copies and Freight Included— Printed Copies and Freight Included-Up 7.00 USD 0.00 up to [#]copies to 7 copies Quarterly Print Supplementation Service Print Supplementation will begin with the 1.00 USD 0.00 Included ordinances received from the municipality on a quarterly basis. Schedule-3, 6, 9, 12 Custom Online Code Hosting Online Code Hosting Subscription 1.00 USD 900.00 Code and Supp Year 1 Annual Fee Year 1 Annual Fee Discount 1.00 USD-900.00 Discount Annual Recurring Supplement Services- Initial Term USD 4,986.80 Annual Recurring Supplement Services- (Subject to Uplift) I USD 5,886.80 1. This Statement of Work("SOW") is between The County of Fresno ("Customer")and CivicPlus, LLC ("CivicPlus"), the acquirer and sole owner of Municode, LLC f/k/a Municipal Code Corporation, and incorporates and is subject to the terms and conditions located at Addendum 1 attached to this SOW. 2. This SOW shall begin on 7/1/2024 ("Effective Date")and all the services provided to Customer listed in the above line items (the "Services")shall align to renew annually on each anniversary of the Effective Date ('Renewal Date"). Unless terminated, Customer shall be invoiced for the Annual Recurring Services on each Renewal Date of each calendar year subject to 5% annual increase. Customer will pay all invoices within 30 days of the date of such invoice. V.PD 06.01.2015-0048 Page 1 of 4 Acceptance By signing below, the parties are agreeing to be bound by the covenants and obligations specified in this SOW. For CivicPlus Billing Information, please visit https://www.civicplus.com/verify/. IN WITNESS WHEREOF,the parties have caused this SOW to be executed by their duly authorized representatives as of the dates below. Client CivicPlus By: By: Printed Name: Printed Name: Amy Vikander Title: Title: Senior Vice President of Customer Success Date: Date: 6/13/2024 V.PD 06.01.2015-0048 Page 2 of 4 Addendum 1 This agreement("Agreement")is explicitly agreed to by the 4.Term and Termination.This Agreement shall remain in full force Customer listed on the Statement of Work.All terms used in this and effect for an initial period of one year commencing on the Agreement that are not otherwise defined shall have the definition Effective Date("Initial Term"),at the end of the Initial Term,this ascribed to it in the Statement of Work. Agreement shall automatically renew for additional one-year terms (each a"Renewal Term"). If either Party does not intend to renew 1.Scope of Services.The Services provided to Customer under this Agreement,they shall provide sixty days prior notice to the end his Agreement are set forth in the CivicPlus Statement of Work of the then-current term. Either party may terminate this Agreement signed by the parties(the"SOW"). Customer may purchase for cause in the event the other party materially breaches any term additional services for additional cost at any time upon mutual of this Agreement and does not substantially cure such breach written consent of the Parties, including but not limited to updating within thirty days after receiving notice of such breach.A delinquent he frequency of Supplement updates,additional labor required Customer account remaining past due for longer than 90 days because of delays,errors or omissions on the part of Customer. is a material breach by Customer and is grounds for CivicPlus termination. 2. Limitations of Services.Annual Recurring Supplement Service does NOT include: 5.Compensation. Unless otherwise stated in an SOW signed by he Customer,the Customer shall pay CivicPlus for the Services • Additional copies, reprints, binders,and tab orders; annually at the start of each Renewal Term,within 30 days of the • Documents drafted in InDesign or that contain form-based code date an invoice is sent. requirements,are subject to additional editorial fees; • Documents that contain: multiple tables,graphics,unique 6. Integration.This Agreement sets forth the entire agreement formatting requirements,or any other form-based code between and among the parties with respect to the Services.This requirements; greement supersedes all prior written or oral agreements between • Legal work, creation of fee schedules,gender-neutral review/ he parties or their predecessors-in-interest with respect to all or implementation,external linking; any part of the subject matter hereof. • Codifying complete replacement of complex subject matter such as, but not limited to,Zoning (or equivalent).This work is subject to 7. Limitation of Liability.CivicPlus'liability arising out of or related a one-time editorial conversion fee and an increase in the annual to this Agreement,or any associated SOW,will not exceed five supplement rate and online hosting fee(s). Quote provided upon times the amounts paid by Customer for the Services in the year receipt of material; prior to such claim of liability. In no event will CivicPlus be liable • Codifying a newly adopted full Chapter/Title/Appendix.This may to Customer for any consequential, indirect,special,incidental, be subject to a one-time additional editorial fee and an increase in or punitive damages arising out of or related to this Agreement. he annual supplement rate and online hosting fee(s). Material to If applicable law limits the application of the provisions of this be reviewed upon receipt; Limitation of Liability section,CivicPlus'liability will be limited to the • Codifying a newly adopted term change legislation.This may maximum extent permissible. be subject to a one-time additional editorial fee.Material to be reviewed upon receipt; 8.Ownership. Customer shall own all right,title,and interest in and • Adding entirely new material such as but not limited to new to the code created under this Agreement. Customer is responsible Zoning chapters will be covered in your current annual cost. for providing all necessary and correct documentation, materials However,the addition will lead to an increase in your annual cost and communication in a timely manner in order to enable CivicPlus upon your next renewal.We will work with you to provide a revised to perform the Services and acknowledges CivicPlus cannot begin annual cost. performance of the Services until all necessary documentation, • The addition of Manuals, Policies, Procedures,Comprehensive materials and communication is received. Plans,Land Use, Unified Codes,Zoning(or equivalent).Quotation upon request;and 9.Customer acknowledges that any legal analysis provided by • Online Code hosting and online features,this is listed CivicPlus is provided to Customer for their use and direction. separately. However, Customer agrees the Services provided for herein do not review legal codes for legal sufficiency,draw legal conclusions, For services outside the scope of the Annual Recurring provide legal advice,opinions or recommendations about Supplement Services,a per page rate of$23 will be applied. Customer's legal rights, remedies,defenses,options,selection of forms,or strategies,or apply the law to the facts of any particular 3. Each document for processing should be its own individual situation or establish an attorney-Customer relationship. CivicPlus file, named by its ordinance number. Customer should send in all is not a law firm and may not perform services performed by an documents to CivicPlus as MS WORD versions or a convertible attorney,and the Services contemplated herein do not constitute a PDF version. substitute for the advice or services of an attorney. 10. In the event either party is unable to perform its obligations under the terms of this Agreement because of acts of God,strikes, damage or other causes reasonably beyond its control, such party shall not be liable for damages to the other for any damages resulting from such failure to perform or otherwise from such causes. V.PD 06.01.2015-0048 Page 3 of 4 Contact Information Organization URL Street Address Address 2 City State Postal Code CivicPlus provides telephone support for all trained clients from 7am—7pm Central Time,Monday-Friday(excluding holidays). Emergency Support is provided on a 24/7/365 basis for representatives named by the Client. Client is responsible for ensuring CivicPlus has current updates. Emergency Contact&Mobile Phone Emergency Contact&Mobile Phone Emergency Contact&Mobile Phone Billing Contact E-Mail Phone Ext. Fax Billing Address Address 2 City State Postal Code Tax ID# Sales Tax Exempt# Billing Terms Account Rep Info Required on Invoice(PO or Job#) Are you utilizing any external funding for your project(ex.FEMA,CARES): Y [ ] or N [ ] Please list all external sources: Contract Contact Email Phone Ext. Fax Project Contact Email Phone Ext. Fax V.PD 06.01.2015-0048 Page 4 of 4 A - Fresno County - C S - Renewal SOW Arnen rnen''L- - 08242024 Final Audit Report 2024-06-24 Created: 2024-06-24 By: Phillip Devine(Phillip.devine@civicplus.com) Status: Signed Transaction ID: CBJCHBCAABAAxjmDOmcpFik4lYnVLMQCg5ZYx5_KREbH "CA - Fresno County - C&S - Renewal SOW & Amendment - 06 242024" History 5 Document created by Phillip Devine(Phillip.devine@civicplus.com) 2024-06-24-2:08:27 PM GMT c> Document emailed to Cole Cheever(cheever@civicplus.com)for signature 2024-06-24-2:08:34 PM GMT i-> Document emailed to Amy Vikander(vikander@civicplus.com)for signature 2024-06-24-2:08:35 PM GMT Email viewed by Cole Cheever(cheever@civicplus.com) 2024-06-24-2:11:55 PM GMT L5_ Document e-signed by Cole Cheever(cheever@civicplus.com) (, Signature Date:2024-06-24-2:12:08 PM GMT-Time Source:server I{ �l Email viewed by Amy Vikander(vikander@civicplus.com) 2024-06-24-2:20:25 PM GMT ��, Document e-signed by Amy Vikander(vikander@civicplus.com) Signature Date:2024-06-24-2:20:43 PM GMT-Time Source:server t7 Agreement completed. 2024-06-24-2:20:43 PM GMT Adobe Acrobat Sign