FIRST AMENDMENT TO CONSULTING SERVICES AGREEMENTFIRST AMENDMENT TO
CONSULTING SERVICES AGREEMENT
THIS FIRST AMENDMENT TO CONSULTING SERVICES AGREEMENT ("First Amendment"), entered
into this it day of Fes a,2019, by and between the City of Clearwater, Florida (hereafter "the
City"), whose address is 600 Cle jand Street, Suite 600, Clearwater, Florida 33755 a Florida Municipal
Corporation, and Atlas Integrated, Inc., ("Consultant"), whose address is 1860 Blake Street, Suite
B101,Denver, Colorado 80202
WITNESSETH:
WHEREAS, the City and the Consultant entered into that certain Consulting Services Agreement
between the City and the Consultant dated effective June 21, 2018, ("the Agreement"); and
WHEREAS, the City and the Consultant now desire to amend certain provisions of the
Agreement as set forth herein; and
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein,
the parties hereby agree as follows:
The following paragraphs/subparagraphs are hereby amended and restated in their entirety.
9. Term, Termination and Suspension.
9.1 This Agreement shall be effective on the date signed by all parties hereto ("Effective Date").
The "Discovery Session and Tools Development Stage" shall begin at the Effective Date and continue
until such time as the website tools are actually delivered to, and accepted by Customer (See
Attachment B). Data Maintenance and Ongoing Support Years 1-3 shall begin the day after delivery
of the website tools and run consecutively, each for one (1) year. Customer shall have the option to
extend the Agreement for a period beginning on the day after Year 3 ends and continuing until
September 30, 2023 ("Year 4 plus Prorated Year 5" or the "Extension Period"). Payments due for the
Extension Period shall be prorated based on the previous years' fees. Upon termination of this
Agreement under any of the foregoing provisions, in addition to any other rights or obligations arising
from such termination, and subject to Chapter 119, Florida Statutes, and other applicable law: (a)
each party shall return to the other party all Confidential Information of the other party, in whatever
form, in such party's possession or control, and shall delete all records containing such Confidential
Information, except for a record of payments made hereunder; and (b) all obligations to perform under
any current or subsequent Statement of Work shall cease. Nothing contained herein shall be
deemed to affect Consultant's right to suspend Consultants Services in the event of Customer's
failure to timely pay obligations to Consultant under this Agreement.
11. Notice
11.1 Any notices required under this Agreement shall be in writing and be addressed to the
parties as shown below. Notices shall be delivered by certified or registered first class mail or by
commercial courier service and shall be deemed to have been given or made as of the date
received.
City of Clearwater
Economic Development & Housing
Attn: Denise Sanderson, Director
600 Cleveland St, Suite 600
Clearwater, FL 33755
727-562-4031
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Atlas Integrated
Attn: Jen Wright, Integrator
1860 Blake Street, Suite B101
Denver, CO 80202
303-292-3300 ext 232
ATTACHMENT B
COMPENSATION
Project/Service
One Time
Setup
Annual Fees
Fees Total
Project pricing for Discovery Session and
tools development as described
in Project Goals and Scope of Work*
$25,000
Year 1 - price for data maintenance,
ongoing support
$10,000
Year 2 - price for data maintenance,
ongoing support
$7,500
Year 3 - price for data maintenance,
ongoing support
$7,500
Total
$25,000
$25,000
$50,000
Year 4 plus Prorated Year 5 - price for
data maintenance, ongoing support
(contract Extension, if elected)
$7,500 plus Prorated
Amount
$57,500 plus
Prorated Amount
Payment Policy
Any changes from the agreed -to scope will result in a change order,
• A payment of $25,000 as defined more specifically by Project Milestone Completion outlined in
Section 13.3*
• Annual Software, hosting and support payment to be billed separately, Net 30, upon completion of
statement of work and delivery of final tool.
• Terms are Net 30
The Customer will be invoiced through our billing system, QuickBooks, which will give the
Customer options to view and pay invoices online by credit card. If your company would like
to pay by check, please make checks payable to:
Atlas Integrated
1860 Blake Street, B101
Denver, CO 80202
All invoices are payable within 30 days (our grace period)
Consu nt Customer
Name:
Title: Title:
er
Signature: '"��►,,,.� Signature:
Date: /16111111Mini Date:
IN WIN R _ 'd intending to be legally bound, the parties hereto have caused this
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First Amendment to be executed by their duly authorized representatives.
Approved as to form:
Laura Mahony
Assistant City Attorney
CITY OF CLEARWATER, FLORIDA
By: a 4� / Jam.
William B. Horne, II
City Manager
Rosemarie Call
City Clerk
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