ATTACHMENT NO. 1
1 SECOND AMENDMENT TO
SERVICE AGREEMENT FOR DIAL-A-RIDE (DAR) / SUBSCRIPTION SERVICE This Second Amendment (“Second Amendment”) is entered into as of March 12, 2024 and is to that certain Agreement for Dial-A-Ride (“DAR”) / Subscription Service between the City of Norwalk, a California municipal corporation (“City”) and First Transit, Inc., a Delaware corporation (“Contractor”) (collectively referred to as the “Parties”) dated February 3, 2021, as amended by Amendment No. 1 on March 1, 2023 (collectively “Agreement”).
RECITALS
A. On February 3, 2021, City and Contractor entered into the Agreement to provide Dial-A-Ride (/ Subscription Service for Norwalk Transit System (“NTS”).
B. Contractor represents that it is fully qualified for such services by virtue of its experience and the training, education, and expertise of its principals and employees.
C. City and Contractor desire to amend the Agreement to increase Contractor’s maximum compensation amount for additional services.
The Parties therefore agree as follows:
Section 1. Section 3.3 of the Agreement, entitled “COMPENSATION,” is hereby amended to read as follows:
“Compensation shall not exceed the amount specified in Exhibit B unless said amount has been increased in writing by the contractual representatives designated herein.
CONTRACTOR shall not supply any services beyond the period of performance specified herein. As full compensation for CONTRACTOR’s services provided under this Agreement, and subject to the maximum amount of compensation hereafter provided, the maximum amount of compensation that CITY shall pay CONTRACTOR pursuant to this Agreement is One Million Two Hundred Thirty-Nine Thousand Sixty-Eight Dollars ($1,239,068). CITY shall make payments in accordance with the provisions of Section 4 of this Agreement. CITY shall not withhold federal or state payroll and other taxes, or other deductions from each payment made to CONTRACTOR. No claims for additional services performed by CONTRACTOR, other than those provided for presently hereunder, will be allowed unless such additional work is authorized by the City Manager in writing prior to the performance of such services or the incurrence of such expenses.
CITY shall compensate CONTRACTOR for any additional services, as provided in the preceding sentence, and as authorized by the City Manager at the hourly rate set forth above, or at such other rate as the parties mutually agree upon in writing.
Except as specifically amended in this Second Amendment, all other terms of the Agreement shall remain unaltered and in full force and effect. 3 2
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[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed the day and year first above written.
CITY OF NORWALK
a California municipal corporation
By: ____________________________
Jesus M. Gomez
City Manager
Date: ___________________
ATTEST:
By: ____________________________
Theresa Devoy, CMC, City Clerk
APPROVED AS TO FORM:
By: _____________________________
Arnold M. Alvarez-Glasman
City Attorney
FIRST TRANSIT, INC.
a Delaware corporation
By:______________________________
Name:____________________________
Title:_____________________________
By:______________________________
Name:___________________________
Title:_____________________________
(Please note: Two signatures required
for corporations pursuant to California
Corporations Code Section 313, unless
corporate documents authorize only
one person to sign this Agreement on
behalf of the corporation.)
Place corporate seal here