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HomeMy WebLinkAboutReso 117-19 Approving an Amendment to the Agreement with Western Pacific Signal, LLCRESOLUTION NO. 117 -19 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING AN AMENDMENT TO THE AGREEMENT WITH WESTERN PACIFIC SIGNAL, LLC. WHEREAS, on July 17, 2018, the City Council adopted Resolution 90 -18 approving a Contract Services Agreement ("AGREEMENT") with Western Pacific Signal, LLC. ("CONTRACTOR") to support expansion of communication network along major arterials; and WHEREAS, Staff has successfully worked in expanding traffic signal interconnect along several major arterials; and WHEREAS, the current not -to -exceed amount of $105,000 in the AGREEMENT was based on limited scope of work, which now has been expanded due to the additional funding approved by the City Council on February 19, 2019 for the Capital Improvement Program Project ST0713; and WHEREAS, due to the expansion in the scope of work the current not -to -exceed amount for the AGREEMENT needs to be increased to further expand the network along major arterials; and WHEREAS, the City and CONTRACTOR now desire to increase the not -to -exceed amount to $200,000 to support the signal interconnect expansion. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby approve the First Amendment to the Contract Services Agreement with CONTRACTOR attached hereto as Exhibit A. BE IT FURTHER RESOLVED that the City Council of the City of Dublin hereby authorizes the City Manager to execute the First Amendment to the Contract Services Agreement with CONTRACTOR. Reso No. 117-19, Adopted 11/19/19, Item No. 4.2 Page 1 of 2 vote: PASSED, APPROVED AND ADOPTED this 19th day of November, 2019, by the following AYES: Councilmembers Goel, Hernandez, Josey, Kumagai and Mayor Haubert NOES: None ABSENT: None ABSTAIN: None (4, Mayor ATTEST: am �- /. -1 4�4 City Clerk Reso No. 117-19, Adopted 11/19/19, Item No. 4.2 Page 2 of 2 AMENDMENT#1 TO CONTRACT SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND WESTERN PACIFIC SIGNAL WHEREAS, on July 18, 201.8, the City of Dublin (hereinafter referred to as "CITY") and Western Pacific Signal, LLC (hereinafter referred to as "CONTRACTOR") entered into a contract services agreement to support expansion of the citywide communication networks along major arterials (hereinafter referred to as the "AGREEMENT"); and WHEREAS, they CITY and CONTRACTOR now desire to amend Exhibit B of the Agreement; and WHEREAS, the CITY and CONTRACTOR now wish to amend the agreement to. modify sections 2.0, 7.5, and 9.11 of the Agreement; and NOW THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the AGREEMENT is amended as follows: 1) Section 2. shall be rescinded in its entirety and replaced with the following: COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed Two Hundred Thousand Dollars ($200,000), notwithstanding any contrary indications. that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. City shall pay. Consultant for services. rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for services rendered pursuant to - this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City in writing, Consultant shall not bill City for duplicate services performed by more than one person. Consultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including salaries and benefits of employees and. subcontractors of Consultant. Consequently,. the Parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, . and subcontractors may be eligible. City thereforehas no responsibility for such contributions beyond compensation required under this Agreement. 2) Section 7.5 shall be rescinded in its entirety and replaced with the following: Nondiscrimination and Equal Opportunity. Contractor shall not discriminate, on the basis of a person's race, _sex, gender, religion (including religious dress and grooming practices), national origin, ancestry, physical or mental disability, medical condition (including cancerand genetic characteristics), marital status, age, sexual orientation, color, creed, pregnancy, genetic information, gender identity or expression, political affiliation or belief, military/veteran status, or any other classification protected by applicable local, state, or federal laws (each a "Protected Characteristic"), against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Contractor under this Agreement. Contractor shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement. 3) Section 9.11 Integration shall be rescinded in its entirety and replaced with the following: 9.11 Integration. This Agreement, including Exhibits A and B-REVISED, represents the entire and' integrated agreement between City and Contractor and supersedes all prior negotiations, representations, or Not to Exceed agreements, either written or oral. 4) Except to the extent inconsistent with this First Amendment, the Parties ratify and confirm all of the terms and conditions of the AGREEMENT. 5) The individuals executing this Amendment and the instruments.referenced in it on behalf of Contractor each represent and warrant that they have the legal, power, right and actual authority to bind Contractor to the terms and conditions of this Amendment. SIGNATURES ON FOLLOWING ,PAGE IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be executed as of the date and year first above written. CITY OF DUBLIN Dated: ►2 1 1`� B : �� Christopher L. Foss, City Manager ATTEST: By: LI f Caroline Soto, City Clerk NAME OF CONTRACTOR Dated: 2'1 I By: Donald R. Shupp, Principal EXHIBIT B-REVISED COMPENSATION SCHEDULE The not to exceed amount total for this agreement $200,000 is for the following technical support and equipment supply: Technical Support: Year Cost for Three Years FY 18 - 19 $ 15,000.00 FY 19 - 21 $ 35,000.00 Equipment Supply: Year Cost per Year for Equipment FY 18 - 19 $ 30,000.00 FY 19 - 20 $ 60,000.00 FY 20 - 21 $ 60,000.00 Total -Cost: $ 200,000.00 Inv oicina Reauirements All invoices shall be sent to City electronically, to the following email address: PWaccounting(p�dubin.ca.gov and shall be sent to the attention of Accounting Staff. Each attached invoice shall identify the- assigned project manager, a contact for firm's accounting representative, as well as the City project manager requesting the completed work. Invoices shall be termed from the first of the month, through the end of the month, and shall be -submitted within.sixty days of completion of each month, with the exception of invoices for the months of May and June. May and June invoices, as well as all other outstanding invoices, shall be due ,by July 15th of that year.