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THIRD AMENDMENT TO AGREEMENT
THIS THIRD AMENDMENT (“Amendment III”) is made and entered into this _____ day of January
2019 (“Effective Date”) by and between the County of Fresno, a political subdivision of the State of
California ("COUNTY"), and Assetworks LLC, a Delaware limited liability company, whose address is 998
Old Eagle School Road, Suite 1215, Wayne, PA 19087-1805 (“CONTRACTOR”).
WITNESSETH:
WHEREAS, COUNTY and CONTRACTOR entered into Agreement No. 14-689, dated December 2,
2014 (“Agreement”) pursuant to which CONTRACTOR agreed to provide maintenance, support, and
upgrades for COUNTY’s licensed software system, consisting of FLEETFOCUS FA and FuelFocus Fuel
Management System (“Software”); and
WHEREAS, COUNTY and CONTRACTOR entered into a First Amendment to Agreement No. 14-689,
dated January 12, 2016 (“Amendment I”) pursuant to which CONTRACTOR agreed to provide additional
services, and upgrades and increase the not to exceed amount of the Agreement; and
WHEREAS, COUNTY and CONTRACTOR entered into a Second Amendment to Agreement No. 14-
689, dated November 15, 2016 (“Amendment II”), pursuant to which CONTRACTOR agreed to provide
additional services, and upgrades and increase not to exceed amount of the Agreement; and
WHEREAS, COUNTY again requires additional services to fully implement its Software across an
expanded number of FleetFocus vehicle monitoring licenses, including technical support hours, and now
desires to further amend the Agreement to add these additional services and increase the maximum
compensation amount accordingly.
NOW, THEREFORE, COUNTY and CONTRACTOR agree to further amend the Agreement as
follows:
The portions of the Agreement, previously amended by Amendments I and II, and starting on page
9, line 19 and ending on page 10, line 13 of the Agreement, are deleted in their entirety and replaced by:
29th
Agreement No. 14-689-3
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A) ANNUAL MAINTENANCE AND SUPPORT FEES (CALENDAR YEAR)
1. Total Annual Maintenance and Support Fees for January 1, 2015 through
December 31, 2015, for up to 1400 Active Equipment Units at $28,030.00
per annum.
2. Total Annual Maintenance and Support Fees for January 1, 2016 through
December 31, 2016 for up to 1400 Active Equipment Units not to exceed
$28,870.90 per annum.
3. Total Annual Maintenance and Support Fees for January 1, 2017 through
December 31, 2017, for up to 1400 Active Equipment Units not to exceed
$32,728.15 per annum.
4. Total Annual Maintenance and Support Fees for January 1, 2018 through
December 31, 2018 for up to 2000 Active Equipment Units, proportional
to a total maintenance and support rate for 1400 Active Equipment Units
at $40,367.93 per annum.
5. Total Annual Maintenance and Support Fees for up to 2000 Active
Equipment Units, proportional to a total maintenance and support rate for
1400 Active Equipment Units at $41,578.97 per annum beginning
January 1, 2019.
6. Modules covered by the Annual Maintenance and Support Fees stated
above include: Bar Code, Call Center, Crystal Reports Embedded,
Customer Access, Enterprise Portal, Equipment Planning,
KPI/Dashboards, Labor Capture, Maxqueue, MobileFocus for 2 devices,
Motor Pool, Notifications, Performance Measures & Monitors, Production
Planning, Query, Replacement Modeling, Reporting, Reservations,
Service Level Agreements, Shop Activity, and Shop Scheduling modules
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7. CONTRACTOR may increase Annual Maintenance and Support fees.
upon thirty (30) days' advance written notice to COUNTY provided that
CONTRACTOR shall not increase such fees more than once in any one
year period, and provided further that each increase will not exceed the
previous fees by any more than three percent (3%), or as agreed through
mutual, written consent of both parties.
B) ADDITIONAL SERVICES FEES
Additional Service fees are established according to the rates as reflected below:
1. On-Site System training I Day - $1,640.00
2. Billable Services I Hour - $205.00
3. Additional FleetFocus 25 Active Equipment Units,
including all previously owned and new modules
purchased in 2016 as listed in section A.2 above
$1,306.50
4. Additional FleetFocus Annual Maintenance and
Support Fees for 25 Active Equipment Units
$325.50
5. User Conference Admission $995.00
6. Tune-Up Assessment $14,500.00
7. Upgrade Assistance $3,900.00
Additional Service fees, including adjustments, for the FleetFocus software
upgrade starting January 1, 2016 for remote upgrade, software installation, project kick
off and planning, project management, system set up, system configuration, training,
production roll out, post production review services, shall be determined, implemented,
and utilized in accordance with mutual written consent between both parties and express
written consent of the Director of the Internal Services Department or his/her designee.
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C) TOTAL CONTRACT AMOUNT:
In no event shall services performed under this Agreement exceed $315,000
during the potential five (5) year term of this Agreement. It is understood that all
expenses incidental to CONTRACTOR'S performance of services under this Agreement
shall be borne by CONTRACTOR."
COUNTY and CONSULTANTS agree that this Amendment III is sufficient to amend the Agreement
and that upon execution of this Amendment III, the Agreement and Amendments I-III together
constitute the complete Agreement between the parties.
The Agreement, as further 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 Third Amendment as of the day
2 and year first hereinabove written.
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ASSETWORKS LLC
4 -;~~R(L.c
5 (AuthorizedS~ u
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7 Matt Sheaffer, Director of Finance
Assetworks LLC
8 Print Name & Title
9 998 Old Eagle School Road, Suite 1215
Wayne, PA 19087-1805
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11 Mailing Address
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13 ASSETWORKS LLC
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17 Gordon Smith, Portfolio Manager
AssetWorks LLC
18 Print Name & Title
19 998 Old Eagle School Road, Suite
1215
20 Wayne, PA 19087-1805
21 Mailing Address
22 FOR ACCOUNTING USE
ONLY: 1045
23 ORG No.: 10000
Account No.: 8910
24 Requisition No.: 7295 ·
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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
By: ~J\p.~ ~
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