Amendment No. 2 to Agreement/Arini Geographics, LLC Page 1 Rev. 10/25/2019
Ebix Insurance No. S200002806
AMENDMENT NO. 2
TO THE AGREEMENT FOR SERVICES
BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
ARINI GEOGRAPHICS, LLC
PREAMBLE
This agreement (“Amendment No. 2”) is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Arini Geographics, LLC, a California limited liability company, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”
RECITALS
A. The Parties previously entered into an agreement entitled “Agreement for Services between the City of Santa Clara, California, and Arini Geographics, LLC”, dated November 5, 2019 (Agreement);
B. The Agreement was previously amended by Amendment No. 1, dated October 31, 2022, and is again amended by this Amendment No. 2. The Agreement and all previous amendments are collectively referred to herein as the “Agreement as Amended”; and
C. The Parties entered into the Agreement as Amended for the purpose of having Contractor provide Geographic Information System (GIS ) consulting services, and the Parties now wish to amend the Agreement as Amended to (1) extend the term of the agreement an additional six months through April 30, 2025, (2) add Exhibit D, and (3) increase compensation by $588,226 for a revised not-to- exceed maximum compensation amount of $5,857,226, subject to the appropriation of funds.
NOW, THEREFORE, the Parties agree as follows:
AMENDMENT TERMS AND CONDITIONS
1. Section 2 of the Agreement as Amended, entitled “TERM OF AGREEMENT,” is amended to read as follows:
A. Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on November 1, 2019 and terminate on October Amendment No. 2 to Agreement/Arini Geographics, LLC Page 2 Rev. 10/25/2019
31, 2022 with the City having the option of one additional two (2) year renewal term through October 31, 2024 upon the same terms and conditions.
B. The City reserves the right, at its sole discretion to extend the term of this agreement for an additional six (6) months through April 30, 2025, upon the same terms and conditions, subject to budget appropriations.
C. If there are projects(s) remaining open after April 30, 2025 the City reserves the right to renew the agreement on a month to month basis until the project(s) are completed with no compensation increase.
2. Section 6 of the Agreement, entitled “COMPENSATION AND PAYMENT,” is hereby amended to read as follows:
In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Second Revised Exhibit B, entitled “SCHEDULE OF FEES.” The maximum compensation of this Agreement is Five Million Eight Hundred Fifty-Seven Thousand Two Hundred Twenty-Six Dollars ($5,857,226), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s expense.
Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
3. First Revised Exhibit B of the Agreement, entitled “Schedule of Fees,” is hereby amended to read as shown in Second Revised Exhibit B, attached and incorporated into this Amendment No. 2.
4. Exhibit D, entitled “Task Order Form,” is hereby added as a new Exhibit to this Agreement, attached and incorporated into this Amendment No. 2.
5. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 2, the provisions of this Amendment No. 2 shall control.
Amendment No. 2 to Agreement/Arini Geographics, LLC Page 3 Rev. 10/25/2019
The Parties acknowledge and accept the terms and conditions of this Amendment No. 2 as evidenced by the following signatures of their duly authorized representatives.
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Form: Dated:
GLEN R. GOOGINS
City Attorney
JŌVAN D. GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”
ARINI GEOGRAPHICS, LLC
a California limited liability company
Dated:
By (Signature):
Name: Gabriel Paun
Title: President
Principal Place of
Business Address:
77 Magnolia Drive
Atherton, CA 94027
Email Address: [email protected]
Telephone: (415) 349-0704
Fax: N/A
“CONTRACTOR”
Amendment No. 2 to Agreement/Arini Geographics, LLC/Second Revised Exhibit B-Schedule of Fees
Rev. 10/25/2019
SECOND REVISED EXHIBIT B
SCHEDULE OF FEES
Contractor will bill City on a monthly basis for Services provided by Contractor during the preceding month on an invoice and in a format approved by City and subject to verification and approval by City. City will pay Contractor within thirty (30) days of City's receipt of an approved invoice.
The maximum compensation as noted in Section 6 of this Agreement, entitled "Compensation and Payment," is subject to budget appropriations, which includes all payments that may be authorized as required to perform the Services including expenses, supplies, materials and equipment, travel and COLA as noted below.
Contractor shall provide the Services on a time and materials basis at the following rates:
Title/Role
Hourly Rates from
the
Effective Date to
June 30, 2022
Hourly Rates
Retroactively
Effective
July 1, 2022
Hourly Rates
Effective
November 1, 2024
Enterprise GIS Architect $220 $229 $237
Project Portfolio
Manager $172 $179 $185
Geospatial
Communications
Manager
$172 $179 $185
GIS Analyst - Integration $147 $153 $158
GIS Analyst -
Administrator $147 $153 $158
GIS Analyst- Developer $147 $153 $158
GIS Technician -
Operations $115 $120 $124
GIS Technician - Field
Data Collection $115 $120 $124
GIS Technician -
Cartography $115 $120 $124
Additionally, at times, Contractor may hire specialized expertise, to fulfill certain development and integration requirements, as needed. Such resources would be billed at established equivalent rates above subject to prior City approval.
Amendment No. 2 to Agreement/Arini Geographics, LLC/Second Revised Exhibit B-Schedule of Fees
Rev. 10/25/2019
Travel Expenses
In order to fulfill its obligations, including representing or accompanying the City at meetings or conferences, occasionally the Contractor may travel at City's request. In such situations the City shall reimburse the vendor for all reasonable and customary expenses on an actual as-incurred basis which shall not exceed the current City travel expense reimbursement policy.
Cost of Living Adjustment (COLA)
Contractor may request rate adjustments subject to review and approval by City as follows: Rates will be adjusted annually for inflation based on the Consumer Price Index, Urban Wage Earners and Clerical Workers (Current Series), Not Seasonally Adjusted, San Francisco- Oakland- San Jose, CA, provided by the Department of Labor Bureau of Labor Statistics. Service Provider Contract Staff Labor Rates will be adjusted at 100% of the applicable COLA. The COLA adjustment will begin on July 1, 2021 and each subsequent Contract Year on July 1, based on the period ending December 31 of the previous year.
Amendment No. 2 to Agreement/Arini Geographics, LLC/Exhibit D-Task Order Form Page 1 Rev. 10/25/2019
EXHIBIT D
TASK ORDER FORM
Consultant shall not begin on a project until a Task Order in the form below has been fully executed by the City.
This task order (“Task Order”) is made pursuant to the Agreement for Service between the City of Santa Clara and Arini Geographics, LLC (“Agreement”). This Task Order is governed by the provisions of the Agreement and is hereby incorporated into that Agreement by reference. All Services shall be using the terms and rates included in the Agreement. In the event of any inconsistency between the terms and conditions of the Task Order and the Agreement, the terms and conditions of the Agreement shall govern and control.
PART A: GENERAL INFORMATION
TASK ORDER NUMBER:
Original
First Revised
Second Revised
Other Contract No.
Consultant Name/Address:
Expiration Date of
Agreement:
Consultant’s Project
Manager:
Name: Email:
City’s Project Manager Name: Email:
Period of Performance for
this Task Order:
Start Date: Expected Completion Date:
Maximum Compensation for this Task Order
Consultant Representative Name (Print)
Contractor Representative Signature
Consultant Representative Signature Date
City Project Manager Name (Print)
Authorized City Representative (Print)
City Representative Signature
City Representative Signature Date
* Authorized City Representatives include IT Project Manager or Director of IT
Amendment No. 2 to Agreement/Arini Geographics, LLC/Exhibit D-Task Order Form Page 2 Rev. 10/25/2019
PART B: SERVICES TO BE PERFORMED
1. REVISED TASK ORDER
No
If yes, provide a brief description of the change(s).
2. SCOPE OF SERVICES TO BE PERFORMED
The Consultant shall perform the service(s) described below in accordance with all of the terms and conditions of the Agreement. (Insert a detailed Scope of Services below or attach as a separate file.) Scope of Services and cost proposal shall meet all of the provisions of Exhibit A and Second Revised Exhibit B
Amendment No. 2 to Agreement/Arini Geographics, LLC/Exhibit D-Task Order Form Page 3 Rev. 10/25/2019
3. COMPENSATION
a. Basis of Compensation: Time & Materials Fixed Fee b. Payment Schedule:
Monthly Completion of Deliverable/Milestone Completion of Services
c. Payment Terms. See Second Revised Exhibit B for payment of terms.
4. ACCEPTANCE CERTIFICATE
Acceptance Certificate not required.
Acceptance Certificate required.