AMENDMENT NUMBER 1 TO MARKETING LICENSE AGREEMENT
EFFECTIVE DATE OF AMENDMENT: ______________
THIS AMENDMENT NUMBER ONE (“Amendment No. 1”) to the MARKETING LICENSE AGREEMENT dated as of April 24, 2018 (“Agreement”), is by and between Service Line Warranties of America, Inc. (“Service Line Warranties”), Utility Service Partners Private Label, Inc. d/b/a SLWA Insurance Services (“USPPL”, and together with Service Line Warranties, “SLWA”) and City of Rialto/Rialto Utility Authority (“RUA”). Each of Service Line Warranties, USPPL and RUA are referred to herein singularly as “Party” and collectively as the “Parties”. Capitalized terms used in this Amendment No. 1 not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
WHEREAS, the Parties desire to amend the Agreement as stipulated herein; NOW, THEREFORE, in consideration of the mutual covenants and promises as set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:
Utility Service Partners Private Label, Inc d/b/a SLWA Insurance Services is hereby added as a Party to the Agreement.
Section 4 of the Agreement is hereby deleted in its entirety and replaced with the following:
“4. Consideration. As consideration for such license, SLWA will pay to RUA an annual License Fee of Ten Thousand Dollars ($10,000) ("License Fee") for each year of the Term and any Renewal Term commencing with the contract year starting April 24, 2022. The first License Fee payment shall be due by January 30th of the year following the conclusion of the contract year in which the effective date of Amendment No. 1 hereto occurs. Succeeding License Fee payments shall be made on an annual basis throughout the Term and any Renewal Term. Each such subsequent annual payment of the License Fee is subject to RUA’s timely approval of all marketing materials for the prior contract year and the approval and mailing of the first campaign of the then current contract year. SLWA will pay the subsequent License Fee payments to RUA within thirty (30) days after such campaign mailing has been made.” Section 7 of the Agreement is hereby amended by changing SLWA’s address for notices under the Agreement to read as follows:
“SLWA:
ATTN: Chief Growth Officer
Utility Service Partners Private Label, Inc.
601 Merritt 7, 6th Floor
Norwalk, CT 06851
Phone: (203) 840-8276”
Section II of Exhibit A to the Agreement is hereby amended by deleting it in its entirety and replacing it with the following:
“II. License Fee – $10,000 for each contract year of the Term and any Renewal Term per Section 4 of the Agreement, for:
a. License to use the City of Rialto’s name and logo on letterhead, advertising, and marketing materials” Except as otherwise modified or amended by this Amendment No. 1, all other provisions, terms and conditions of the Agreement remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the Parties have duly executed this Amendment No. 1 as of the Effective Date set forth above.
SERVICE LINE WARRANTIES OF AMERICA, INC.
By: _______________________________
Printed Name: _______________________
Title: ______________________________
Date: ______________________________
CITY OF RIALTO/RIALTO UTILITY
AUTHORITY, a municipal corporation
By: _______________________________
Printed Name: _______________________
Title: ______________________________
Date: ______________________________
UTILITY SERVICE PARTNERS PRIVATE
LABEL, INC. D/B/A SLWA INSURANCE
SERVICES
By: _______________________________
Printed Name: _______________________
Title: ______________________________
Date: ______________________________
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