C A L I F O R N I A
P R O F E S S I O N A L S E R V I C E S C O N T R A C T
F O R C I T Y U S E O N L Y
Contract No. CIP No.
Resolution No. Project No.
REV 06/2020
SECOND AMENDMENT
THIS SECOND AMENDMENT TO THE PROFESSIONAL SERVICES CONTRACT (“Amendment”) is effective as of ____________________ (the “Effective Date”), by and between THE CITY OF EMERYVILLE, a municipal corporation, (“City”) and AVENU INSIGHTS & ANALYTICS, LLC (“Contractor”), individually referred to as a “Party” and collectively as the “Parties”.
W I T N E S S E T H T H A T
WHEREAS, the City and Contractor entered into a Professional Services Contract dated October 24, 2001 (“Contract”) for the purpose of retaining the services of Contractor to provide Utility Users Tax (UUT) Franchise Compliance Services; and WHEREAS, the City and Contractor entered into a First Amendment to the Contract on October 20, 2015 for the purpose of examining certain State Board of Equalization documents relating to the collection of UUT on prepaid wireless services; and WHEREAS, the City and Contractor desire to amend the Contract to increase the Total Annual Fixed Fee; and
WHEREAS, the City intends to issue a Request for Proposals (RFP) for these services since a competitive procurement has not been undertaken since 2001 and intends to award a new contract by December 2024; and
WHEREAS, the Contractor has agreed to a termination date of December 31, 2024 in order for the City to undertake this RFP; and
WHEREAS, the public interest will be served by this Amendment.
NOW, THEREFORE, the Parties hereto do mutually agree as follows:
1. AMENDMENT
The Parties agree to amend the Contract as checked below:
1.1 Exhibit A
Exhibit A of the Contract is hereby amended in its entirety and replaced with Exhibit A-Revision Number;
DocuSign Envelope ID: FDFCC75F-B902-47F5-86EF-332B8DF3B321 City of Emeryville | Professional Services Contract Amendment REV 06/2020
OR
Exhibit A of the Contract is hereby amended to include the provisions of Exhibit A-Revision Number, attached hereto and incorporated herein by this reference.
1.2 Termination Date
The Parties desire to terminate the contract on DECEMBER 31, 2024.
1.3 Total Compensation Amount
The Parties desire to increase the Total Annual Fixed Fee as set forth in Section 6.A(1) of the Contract by TWENTY-EIGHT THOUSAND DOLLARS AND NO CENTS ($28,000.00). The original contract included compensation of not to exceed FIFTY THOUSAND DOLLARS AND NO CENTS ($50,000.00) for a 5-year term. The Total Annual Fixed Fee amount paid under the Contract as compensation for Services performed and reimbursement for costs incurred shall not, in any case, exceed
SEVENTY-EIGHT THOUSAND DOLLARS AND NO CENTS
($78,000.00).
2. CONTINUING EFFECT OF CONTRACT
Except as amended by this Amendment, all other provisions of the Contract remain in full force and effect and shall govern the actions of the Parties under this Amendment.
From and after the date of this Amendment, whenever the term “Contract” appears in the Contract, it shall mean the Contract as amended by this Amendment.
3. ADEQUATE CONSIDERATION
The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.
4. SEVERABILITY
If any portion of this Amendment is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
5. WAIVER
The City’s failure to enforce any provision of this Amendment or the waiver in a particular instance shall not be construed as a general waiver of any future breach or default.
SIGNATURES ON FOLLOWING PAGE
DocuSign Envelope ID: FDFCC75F-B902-47F5-86EF-332B8DF3B321 City of Emeryville | Professional Services Contract Amendment REV 06/2020
6. SIGNATURE PAGE TO PROFESSESIONAL SERVICES CONTRACT
SECOND AMENDMENT
IN WITNESS WHEREOF the City and the Contractor have executed this Contract, which shall become effective as of the date first written above.
Approved As To Form:
City Attorney
Dated: CITY OF EMERYVILLE
Paul Buddenhagen, City Manager
Dated: AVENU INSIGHTS & ANALYTICS, LLC
(Signature)
James Barkman, Chief Financial Officer
Attach:
W-9 Form
Attach:
Business License
Certificate
Attach:
Insurance Certificate
and Endorsements
DocuSign Envelope ID: FDFCC75F-B902-47F5-86EF-332B8DF3B321 11/16/2023