THIRD AMENDMENT
AGREEMENT WITH CITY OF FRESNO, CALIFORNIA FOR SERVICES
THIS THIRD AMENDMENT is entered into effective this ùday of lulØ 2021, by and between the city of Fresno, a California municipal corporation, (hereinafler referred to as "Customer"), City of Fresno Police Department,2323 Mariposa Street, Fresno, CA92721and ShotSpotter, lnc., a Delaware corporation (hereinafter referred to as "shotSpotter"), with offices located a|7979 Gateway Blvd., Ste.210, Newark, CA 94560. Customer and ShotSpotter may also be referred to herein individually as a "Party", or collectively as the "Parties".
RECITALS
WHEREAS, the CITY and ShotSpotter entered into the Agreementwith the City of Fresno, California for Service (hereinafter referred to as'Agreement") on April 8, 2015; and
WHEREAS, the CITY and ShotSpotter Amended the Agreement on September 21, 2017 (the "First Amendment") to expand the coverage area for an additional 3.00 square miles, and on February 15, 2018 (the "Second Amendment") to expand the coverage area for an additiona| 2.26 square miles; and
WHEREAS, ShotSpotter, the Customer, and the Fresno Unified School District l!h" "District") entered into a Memorandum of Understanding (the "MOU') dated *\¡tq h 2o2t to transfer the six (6) square mile coverage area under the subscription agreément between ShotSpotter and the District to CITY; and WHEREAS, the Customer and ShotSpotter desire to further amend the Agreement to add the six (6) square mile coverage area previously under agreement between ShotSpotter and the District to the Customer's coverage area, and to provide a single coterminous subscription period for the Customer's new total coverage area; and WHEREAS, the Customer and ShotSpotter desire to extend the Agreement for an additional three (3) years, through June 30,2024.
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AGREEMENT
NOW, THEREFORE, in consideration of the Agreement as previously amended, this Amendment Three, and of the mutual covenants hereinafter contained and for other good and valuable consideration, the Parties agree as follows:
1. ln accordance with the MOU, the 6 square mile coverage area previously under contract for the District has been transferred to Customer effective 1112712020.
2. Effective with signature of this Third Amendment, the Customer's coverage area totals 14.26 square miles.
3. Customer and ShotSpotter agree to extend the term of the Agreement an additional three (3) years, through June 30,2024.
4. The Customer agrees to pay ShotSpotter the subscription fees due for the 14.26 square mile coverage as set forth in Exhibit A attached hereto.
Except as modified herein, all other terms and conditions of the Agreement shall remain in full force and effect. ln the event of a conflict between the terms and conditions of the Agreement and this Third Amendment, this Third Amendment shall control.
SIGNATURE PAGE FOLLOWS
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lN WITNESS WHEREOF, the Parties have executed this Third Amendment on the day and year first written above.
CITY OF FRESNOSHOTSPOTTER, lnc., dba SST, lnc.
a Delaware corporation a Californctcorporation
By-zs.z I1
lderrama Date
Police
Police Department
ATTEST:
WONNE SPENCE, MMC CRM
City Clerk
By
Deputy l-f/r."o
APPROVED AS TO FORM
DOUGLAS T. SLOAN
City Attorney
By:
Address:
City of Fresno
ATTN: Chief Paco Balderrama
Fresno Police Department
2323 Mariposa Mall
Fresno, CA.93721
l,/ot^f i.z-t
Tlz/zozI
Lerner
Contracts Manager
Address:
ShotSpotter, lnc. dba SST, lnc.
ATTN: Alan R. Stewart
ShotSpotter, lnc.
7979 Gateway Blvd., Suite 210
Newark, CA 94560
ch
F
Date
?- t> éLl
Kristi Costa
Deputy City Attorney
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EXHIBIT A
Subscription Fees
6 mi2 Phase I and Phase lll (PD) Coverage Areas
o Current annual rate per square mile: $52,500
6 mi2 Phase ll and Phase lV (USD) Coverage Areas
. Current annual rate per square mile: $58,333*
2.26 mi2 Phase V (BRT) Coverage Area
. Current annual rate per square mile: $65,000**
Prorated Term to Coincide with FiscalYear
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}ìõIETEñIEIIiF
WIZøEIE0IEfl
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Phase I$93,205
Phase ll$29,589
Phase lll$93,205
Phase lV$29,589
Phase V$12,929
TOTAL:$245,589$12,929$258,518
*Phase ll and Phase lV Prorated Term pricing is based on reduced Year One rate of $100,000 (provided on January 5,2021).
**Phase V Prorated Term pricing is based on reduced Year One rate of $39,000 (provided on January 5, 2021).
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Three-Year Term
Phase I$157,500$157,500$157,500$472,500
Phase ll$79,589$1M,384$175,000$398,973
Phase lll$157,500$157,500$157,500$472,500
Phase lV$79,589$144,384$175,000$398,973
Phase V$69,774$131,832$131,832$333,438
TOTAL:$543,952$735,600$796,832$2,076,384
Phase ll and lV pricing is based on the reduced Year One rate of $100,000 and reduced Year Two rate of $200,000 (provided on January 5,2021); however, these rates are applied proportionately across Year I and Year 2 to accommodate the Prorated Term).
Phase V pricing is based on reduced Year One rate of $39,000 and Year Two rate of $131,832 (provided on January 5,2021); however, these rates are applied proportionately across Year 1 and Year 2 to accommodate the Prorated Term).
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