HomeMy WebLinkAbout2005-02-01; City Council; 17955; Agreement Amendment With Xerox CorporationAB# 17,955
MTG. 2/1/05
DEPT. Library
- TITLE:
AUTHORIZING THE APPROVAL OF AMENDMENT NO. 5 TO EXTEND AND AMEND AGREEMENT FOR LIBRARY COPIER
AND PRINTER VENDING SERVICES WITH XEROX CORPORATION
DEPT. HD.
CITY ATTY.
CITY MGR-
RECOMMENDED ACTION:
Adopt Resolution No. 2005-022 authorizing the approval of Amendment No. 5 to extend
and amend the Agreement for Library Copier and Printer Vending Services with Xerox
Corporation.
IT E M EX P LAN AT1 0 N :
The original agreement with Xerox Corporation expires on January 9, 2005 with no allowable
extensions. The Library has issued a request for bids and received bids for a new copy and print
vend contract; however, a detailed analysis of the bids received cannot be completed prior to the
expiration of the current contract. The Library and Xerox Corporation have agreed to extend the
current contract for a period of six months, to July 9, 2005, and to be able to provide thirty days
written notice of termination of the current agreement.
FISCAL IMPACT:
The Library’s General Fund block budget contained six months’ lease amount to cover the
current contract. The same funding source contains adequate funds to cover the interim period
until a new contract is executed.
EXHIBITS:
1. Resolution No. 2005-022 authorizing the approval of Amendment No. 5 to
Extend and Amend the Agreement for Library Copier and Printer Vending Services with
Xerox Corporation.
Amendment No. 5 to Extend and Amend the Agreement for Library Copier and
Printer Vending Services - Xerox Corporation.
2.
DEPARTMENT CONTACT: Library: Cheryl Mast, (760) 602-2014, camast@ci.carlsbad.ca.us
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EXHIBIT # 1
RESOLUTION NO. 2005-022
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, AUTHORIZING THE APPROVAL OF
AMENDMENT NO. 5 TO EXTEND AND AMEND THE
AGREEMENT FOR LIBRARY COPIER AND PRINTER VENDING
SERVICES WITH XEROX CORPORATION.
WHEREAS, the City Council of the City of Carlsbad, California, considers it
necessary and in the City and public’s best interest to approve Amendment No. 5 to
extend and amend the Agreement for Library Copier and Printer Vending Services with
Xerox Corporation; and
WHEREAS, the parties desire to extend the Agreement for six months, ending
July 9, 2005; and
WHEREAS, the Parties further desire to allow termination of the Agreement with
thirty (30) days written notice; and
WHEREAS, the Parties have agreed to a supplemental scope of work, which is
attached to and incorporated by this reference as Exhibit “A, Scope of Services and ’
Fee; and
WHEREAS, an amendment to the Agreement with Xerox Corporation has been
prepared and submitted hereto; and
WHEREAS, funding is available in the Library’s General Fund block budget.
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NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Carlsbad, California, as follows:
1. That the above recitations are true and correct.
2. That Amendment No. 5 to the Agreement with Xerox Corporation is
hereby approved and extended to July 9, 2005 and the Mayor is authorized and
directed to execute said agreement.
PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council
of the City of Carlsbad, California, at a regular meeting held on the 1st day of
FEBRUARY , 2005, by the following vote, to wit:
AYES: Council Members Lewis, Hall, Kulchin, Packard, Sigaf oose
NOES: None
ABSENT: None
CLAUDE A. LEWIS, Mayor
MATT HALL, Mayor Pro Tern
ATTEST:
LORRAINE M. W6OD, City Clerk
(SEAL)
EXHIBIT 2
AMENDMENT NO. 5 TO EXTEND AND AMEND AGREEMENT FOR LIBRARY COPIER
AND PRINTER VENDING SERVICES
XEROX CORPORATION
dment No. 5 is entered into and effective as of the yd, day of
, 2005, extending and amending the agreement dated
December IO, 2@1, (the “Agreement”) by and between the City of Carlsbad, a municipal
corporation, (“City”), and Xerox Coroporation, (“Contractor”) (collectively, the “Parties”) for
library copier and printing vending services.
A. On January 28, 2002, the Parties executed Amendment No. 1 to the Agreement
to change the effective date of the Agreement; and
B. On May 10, 2002, the Parties executed Amendment No. 2 to the Agreement to
add extra equipment; and
C. On March 6, 2003, the Parties executed Amendment No. 3 to the Agreement to
correct an error in a previous Amendment; and
D. On November 17, 2003, the Parties executed Amendment No. 4 to the
Agreement to add vend card services; and
E. The Parties desire to alter the Agreement’s scope of work to allow termination of
the Agreement with thirty (30) days written notice as stated in the attached Exhibit “A; and
F. The Parties desire to extend the effective date of the Agreement for a period of
six (6) months to July 9, 2005, as stated in the attached Exhibit “A’.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained (herein, City and Contractor agree as follows:
1. That the Agreement, as may have been amended from time to time, is hereby
extended for a period of six (6) months ending on July 9, 2005 as stated in Exhibit “A’.
2. That the Agreement, as may have been amended from time to time, may be
terminated with thirty (30) days written notice as stated in-Exhibit “A”.
3. All other provisions of the Agreement, as may have been amended from time to
time, will remain in full force and effect.
6. All requisite insurance policies to be maintained by the
Agreement, as may have been amended from time to time, will
Amendment.
Contractor pursuant to the
include coverage for this
City Attorney Approved Version #05.22.01
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7. 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.
CONTRACTOR CITY OF CARLSBAD, a municipal
corporation of the State of California
*By: By:
(sign hde) MATT HALL, Mayor Pro Tern bMrEC 7. J MLW
(print nameltitle) ATTEST:
A
**By: City Clerk
(sign here)
(print nameltitle)
(e-mail address)
If required by City, proper notarial acknowledgment of execution by contractor must be
attached. If a CorDoration, Agreement must be signed by one corporate officer from each of the
following two groups.
*Group A.
Chairman,
President, or
Vice-president
**Group B.
Secretary,
Assistant Secretary,
CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or assistant
secretary under corporate seal empowering the officer(s) signing to bind the corporation.
APPROVED AS TO FORM:
RONALD R. BALL, City Attorney n
By:
City Attorney Approved Version #05.22.01
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EXHIBIT “A”
SCOPE OF SERVICES AND FEE
The Parties desire to alter the “Library Copier and Printer Vending Services” to allow
termination of the Agreement with thirty (30) days written notice; and
The Parties desire to extend the effective date of the Agreement for a period of six (6)
months to July 9, 2005.
City Attorney Approved Version #05.22.01
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b
CERTIFICATE
I, Jill K. Lehmann, Assistant Secretary of Xerox Corporation, a New York corporation (the
“Company”), DO HEREBY CERTIFY that the following is a true and correct copy of a
resolution duly adopted at a meeting of the Board of Directors of the Company duly held and
convened on July 14, 1980, at which meeting a duly constituted quorum of the Board of
Directors was present and acting throughout and that such resolution has not been modified,
rescinded or revoked and is at present in full force and effect:
RESOLVED: that the President, any Vice President, the
Treasurer, the Controller, and any Manager or Director of any
group, division or department of the Company, be, and each of
them severally is, empowered to execute and deliver in the name
and on behalf of the Company all agreements, contracts, bids,
instruments of conveyance or encumbrance, leases, bonds,
consents, certificates (including non-collusion certificates required
by a governmental entity, department, agency or official), releases,
powers of attorney and other documents which may be necessary
or desirable in and relating to the ordinary conduct of the business
of the group, division or department which he serves in that
capacity.
The undersigned further certifies that Daniel J. McLean, WEGO Controller, is authorized to
act under the above resolution.
IN WITNESS WHEREOF, the undersigned has executed this Certificate and affixed the
corporate seal of the Company hereto this 2nd day of December, 2003.
W Jill K. Lehmann
Assistant Secretary
(SEAL)
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