Amendment to Professional Services Agreement
Form approved by the City Attorney 8-8-14
FOURTH AMENDMENT
TO PROFESSIONAL SERVICES AGREEMENT NUMBER F001766
WITH WOOLPERT, INC.
This Fourth Amendment to Agreement N umber F001766, dated June 5, 2018 ("Agreement") is made as of this _____ day of ______, 2023, by and between the City of Santa Rosa, a municipal corporation ("City"), and Woolpert, Inc., an Ohio corporation ("Consultant").
RECITALS
A. City and Consultant entered into the Agreement for Consultant to provide Cityworks Enterprise Asset Management System (“EAMS”) software licenses, which is owned by Azteca Systems, LLC (“Azteca”), and services for implementation of the software.
B. Consultant, in the Agreement, agreed to act purely as an administrative/facilitating agent for City and Azteca and provide Cityworks Software License and Software maintenance Support to City through a subcontract between Consultant and Azteca.
C. City and Consultant now desire to amend the Agreement for Consultant to renew the City’s Cityworks licenses with Azteca for three years, increasing compensation for the additional license period, and extending the time of performance.
AMENDMENT
NOW, THEREFORE, the parties agree to amend the Agreement as follows:
1. Exhibit B to the Agreement is supplemented by Exhibit B -1 to this Amendment, which increases compensation payable to Consultant under the Agreement in the amount of $367,200.00 for the purchase of the licensing of Cityworks for three years.
2. Section 2. Compensation
Section 2(c) of the Agreement is amended to increase the compensation payable to Consultant under the Agreement by $367,200.00 to read as follows:
"Notwithstanding any other provision in this Agreement to the contrary, the total maximum compensation to be paid for the satisfactory accomplishment and completion of all tasks set fou rth above shall in no event exceed the sum of two
million, three hundred twenty-three thousand, four hundred sixty-seven dollars and zero cents, ($2,323,467.00). The City’s Chief Financial Officer is authorized to pay all proper claims from Charge Number JL 55768."
3. Section 12. Time of Performance
The last sentence of Section 12 of the Agreement is amended to read as follows:
"Consultant shall complete all the required services and tasks and complete and
Amendment to Professional Services Agreement
Form approved by the City Attorney 8-8-14
tender all deliverables to the reasonable satisfaction of City, not later than June 30, 2026."
All other terms of the Agreement shall remain in full force and effect.
Executed as of the day and year first above stated.
CONSULTANT:
Name of Firm: Woolpert, Inc.
TYPE OF BUSINESS ENTITY (check one):
_____ Individual/Sole Proprietor
_____ Partnership
__X__ Corporation
_____ Limited Liability Company
_____ Other (please specify: ___________)
Signatures of Authorized Persons:
By: _____________________________
Print Name:___Scott P. Cattran________
Title: ___Chief Executive Officer________
By: ______________________________
Print Name:___Joshua T. Heid_________
Title: __Chief Financial Officer_________
City of Santa Rosa Business Tax Cert. No.
___________06517754________________
CITY OF SANTA ROSA
a Municipal Corporation
By:_________________________________
Print Name:__________________________
Title:________________________________
APPROVED AS TO FORM:
____________________________
Office of the City Attorney
ATTEST:
____________________________
City Clerk
Attachment: Exhibit B-1 – Compensation for License Renewal Scott Cattran (Jun 9, 2023 12:27 EDT)
Morgan Biggerstaff (Jun 9, 2023 16:21 PDT)
Morgan Biggerstaff
CITY OF SANTA ROSA, CALIFORNIA
T
uesday, May 25, 2023
Je
annine Sarragosa
Project Manager
City of Santa Rosa
Change Order 4 - Cityworks Annual Licensing Fees
OVERVIEW
At the request of the City of Santa Rosa, Woolpert will purchase the licensing of Cityworks for three years, equalling three-hundred and sixty-seven thousand, two- hundred ($367,200) dollars, or one-hundred and twenty thousand dollars per year ($120,000/yr) for the first two years, and one hundred and twenty-seven thousand, two-hundred dollars ($127,200) for the third year. Therefore, the request for a change in fee is for licensing fees only.
Additionally, Woolpert will require an extension to the original contract between Woolpert and the City of Santa Rosa, Professional Services Agreement, Agreement Number F001766. The contract extension would be through June 30th, 2026. All the other terms of contract number F001766 remain the same
T
able 1: Annual Cityworks Licensing
Description Fee
AMS ELA Premium Year 1 $120,000.00
AMS ELA Premium Year 2 $120,000.00
AMS ELA Premium Year 3 $127,200.00
Total Fee for Two Years $367,200.00
Please see the attached Cityworks licensing quote.
A
pproval of Amendment #4
City of Santa
Rosa
Project Manager
Woolpert Inc.
Market
Director
Date: Da te:
Exhibit B-1
Quote Number Q-34792-1
Created Date 5/9/2023
Expiration Date 6/20/2023
Contact Information
Contact Name: Prepared By
Name:
Joe Pilimai
Customer: Santa Rosa (CA), City of Prepared By
Phone:
(801) 523-2751
Contact Address: 69 Stony Circle
Santa Rosa, CA
95401
Quote Lines
Product Name Quantity/
Population
Net Unit Price
AMS ELA Premium 1.00 USD 120,000.00
TOTAL: USD 120,000.00
Notes
Year 1 Dollar Value USD 120,000.00 Year 1 Date Range 07/01/2023 - 06/30/2024 Year 2 Dollar Value USD 120,000.00 Year 2 Date Range 07/01/2024 - 06/30/2025 Year 3 Dollar Value USD 127,200.00 Year 3 Date Range 07/01/2025 - 06/30/2026* Notes:
Server AMS Premium Cityworks Enterprise License Agreement (ELA), Includes Unlimited Quantities of the Identified Products:
Office
Respond
Mobile Native Apps (for iOS/Android)
--Includes the following Add-ons:
Storeroom
Equipment Checkout
Contracts
Cityworks for Excel
Cityworks Analytics for AMS
eURL (Enterprise URL)
Operational Insights
Workload
Web Hooks
CCTV Interface for PACP
Pavement Management
Performance Budgeting
Use of Cityworks AMS Application Programming Interfaces (APIs) with commercially available Cityworks-centric applications that are licensed and maintained by authorized Cityworks partners Use of Cityworks AMS Application Programming Interfaces (APIs) with third party system integrations
Annual fee herein is based on 150,001 - 200,000 population range
*Beginning in Year 3 a 6% increase has been included to reflect 3 year term. 4th Amendment to Professional Services
Agreement F001766
Final Audit Report 2023-06-09
Created: 2023-06-01
By: Catherine Noceti ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAaR_iqxd5rSFRiEuS26fdL5ukisVsmsPQ "4th Amendment to Professional Services Agreement F001766" History
Document created by Catherine Noceti ([email protected]) 2023-06-01 - 6:40:53 PM GMT
Document emailed to [email protected] for signature 2023-06-01 - 6:41:48 PM GMT
Email viewed by [email protected]
2023-06-09 - 4:26:17 PM GMT
Signer [email protected] entered name at signing as Scott Cattran 2023-06-09 - 4:26:59 PM GMT
Document e-signed by Scott Cattran ([email protected]) Signature Date: 2023-06-09 - 4:27:01 PM GMT - Time Source: server Document emailed to Josh Heid ([email protected]) for signature 2023-06-09 - 4:27:02 PM GMT
Email viewed by Josh Heid ([email protected])
2023-06-09 - 4:33:31 PM GMT
Document e-signed by Josh Heid ([email protected]) Signature Date: 2023-06-09 - 5:43:44 PM GMT - Time Source: server Document emailed to Patti Salomon ([email protected]) for delegation 2023-06-09 - 5:43:46 PM GMT
Document signing delegated to [email protected] by Patti Salomon ([email protected]) 2023-06-09 - 11:18:27 PM GMT
Document emailed to [email protected] for signature 2023-06-09 - 11:18:28 PM GMT
Email viewed by [email protected]
2023-06-09 - 11:20:27 PM GMT
Signer [email protected] entered name at signing as Morgan Biggerstaff 2023-06-09 - 11:21:07 PM GMT
Document e-signed by Morgan Biggerstaff ([email protected]) Signature Date: 2023-06-09 - 11:21:10 PM GMT - Time Source: server Agreement completed.
2023-06-09 - 11:21:10 PM GMT