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Home My WebLink AboutPD13-091 - Amendment - #2 - American Traffic Solutions, Inc. (ATS) - School Zone Traffic Safety Cameras - 01/08/2019 NT Records Management Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to the City Clerk's Office. All portions are to be completed. If you have questions, please contact the City Clerk's Office at 253-856-5725. ❑ Blue/Motion Sheet Attached ® Pink Sheet Attached Vendor Name: American Traffic Solutions Vendor Number (]DE): 743608 Contract Number (City Clerk): _.... ....��L... �� Category: Contract Agreement Sub-Category (if applicable): Amend,me.nt,._:"2....,,._.................___. Project Name: School Zone Traffic Safety Cameras/Stoplight Cameras Contract Execution Date: 5/30/13 Termination Date: 5/29/2023 Contract Manager: Comm. Durham Department: Police Contract Amount: pays for itself Approval Authority: ® Director ❑ Mayor ❑ City Council Other Details: Addina Stoolioht Cameras. SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT This Second Amendment ("Second Amendment") to the Agreement, as amended, is made between American Traffic Solution Inc., doing business as Verra Mobility ("Verra Mobility'), a corporation duly registered under the laws of the State of Kansas and with its principal place of business at 1150 N. Alma School Rd, Mesa, Arizona 85201 and the City of Kent, Washington ("Customer"), with principal offices at 220 Fourth Ave. S. Kent, Washington, a municipal corporation of the State of Washington and is effective upon the last signature date below ("Effective Date"). Verra Mobility and Customer are each individually a "Party" or collectively the "Parties". Capitalized terms used in this Second Amendment shall have the meaning given to such term in the Agreement. RECITALS WHEREAS, Customer and Verra Mobility entered into a Professional Services Agreement dated May 30, 2013, and WHEREAS, Customer requests Verra Mobility to provide additional services by installing Camera Systems that record images of the rear of a motor vehicle at the time the vehicle fails to stop when facing a steady red traffic control signal; and WHEREAS, Section 15.0 of the Agreement requires any amendments, modifications, or alterations to the terms and conditions of the Agreement to be in writing and duly executed by the parties, and WHEREAS, the City and Verra Mobility mutually desire to amend, modify or alter certain terms and conditions of the Agreement. TERMS AND CONDITIONS NOW THEREFORE, in consideration of the mutual covenants and promises contained in this Second Amendment, the Customer and Verra Mobility do hereby agree as set forth below: 1. The above recitals are true and correct and are incorporated herein. 2. Throughout the Agreement any and all references to 'ATS" shall be replaced with "Verra Mobility". 3. Subsection 2., of Section I. Definitions of the Agreement, is hereby deleted in its entirety and replaced with the following: "2. "Camera System" or "Camera": A photo-traffic monitoring device consisting of one (1) rear camera, strobe, and traffic monitoring device (including the wiring associated with each) capable of accurately detecting a Violation on up to six (6) contiguous lanes, and up to two (2) signal phases, which records such data with one (1) or more images of such vehicle. "Camera System", where the context requires, also includes any enclosure or cabinet, wiring, and related appurtenances in which the equipment is stationed. "Camera System" may refer to either a red light or fixed site school zone speed safety camera system, depending on the context." 4. Subsection 14., of Section I. Definitions of the Agreement, is hereby deleted in its entirety and replaced with the following: "14. "Violation": A failure to obey an applicable traffic law or regulation, including, without limitation, operating a motor vehicle in excess of the posted speed limit or violating a traffic control signal." 5. Subsection 14.1(111) of the Agreement is hereby modified to apply to both red light and speed Camera Systems. 6. The address for American Traffic Solutions, Inc. in Section 22. Notices of the Agreement is hereby modified to read as follows: American Traffic Solutions, Inc. 1150 N, Alma School Road Mesa, AZ 85201 Attn: Legal Department 7. Section 1.0 Description of Pricing of Exhibit A Service Fee Schedule is hereby deleted in its entirety and replaced with the following: Product Description Fee per Camera per Month 1-4 Lane Red Light Safety Camera System —the parties shall mutually agree on the number of units to be installed. Fee is for a single Camera System monitoring a single $4,750 direction of travel. 4-6 Lane Red Light Safety Camera System —the parties shall mutually agree on the number of units to be installed. Fee is for two Camera Systems monitoring a single $5,750 direction of travel. 1-4 Lane Fixed Site School Zone Speed Safety Camera System — includes existing Camera Systems and Camera Systems installed subsequent to the effective date of this Agreement-the parties shall mutually agree on the number of units to be installed. $4,750 Fee is for a single Camera System monitoring a single direction of travel. Fee includes up to 800 issued infractions per camera per month. Service Fees: All Service Fees per Camera System above includes all costs required and associated with a Camera System installation, routine maintenance, and use of Axsis System for back-office operations, Event processing services, DMV records access, First Class mailing of notice of infraction with return envelope, call center support for general Program questions and public awareness Program support This pricing applies to all Cameras installed within the first twelve (12) months of the term of this Agreement. Service fees for Cameras installed after the first 12 months of term of this Agreement shall be subject to a negotiated fee or extension of the term of this Agreement. Monthly service fee includes postage for the first class mailing of the 1 s' notice. Fee for Optional Services 1. Fee per 1s' notice of infraction issued above the first 800 per camera per month $5.00 B. Subsection 1.1.1 of Exhibit B Scope of Work is hereby deleted in its entirety and replaced with the following: 1.1.1 Verra Mobility agrees to provide Camera System(s), use of the Axsis System and related services to Customer as outlined in this Agreement, excluding those items identified in Section 2. Customer Scope of Work. Verra Mobility and Customer understand and agree that new or previously unforeseen 2 requirements may, from time to time, be identified and that the Parties shall negotiate in good faith to assign the proper Party the responsibility and cost for such items. In general, if work is to be performed by Customer, unless otherwise specified, Customer shall not charge Verra Mobility for the cost 9. Subsection 1.1.3 of Exhibit B Scope of Work is hereby deleted in its entirety and replaced with the fallowing: 1.1.3 Client will enforce speed and traffic control signal violations using Verra Mobility Camera System(s) at a number of locations to be mutually agreed upon by the Parties and after completion of Site Selection Analysis. In addition to any initial locations the Parties may agree to add to the quantities and Locations where the Camera System(s) are installed and maintained. 10. Except as expressly amended or modified by the terms of this Second Amendment, all terms of the Agreement, as amended by the First Amendment, shall remain in full force and effect. In the event of a conflict between the terms of this Second Amendment and the Agreement, as amended by the First Amendment, the terms of this Second Amendment shall prevail and control. 11. The provisions of the Agreement, as amended by the First and Second Amendments, including the recitals, comprise all of the terms, conditions, agreements, and representations of the Parties with respect to the subject matter hereof. 12. This Second Amendment may be executed in one or more counterparts, each of which shall constitute an original, but all of which taken together shall constitute one and the same instrument. 13. Each Party represents and warrants that the representative signing this Second Amendment on its behalf has all right and authority to bind and commit that Party to the terms and conditions of this Second Amendment. IN WITNESS WHEREOF, the Parties hereto have executed this Second Amendment. CITY OF KENT By r' �d Z3 ✓ -e"w7il u""edeF of nxj ct5— Date ATTEST: City Clerk Date AMERICAN TRAFFIC SOLUTIONS, INC.: By: G%'' 'r f Elizabeth Caracciolo Date EVP/GM Government Solutions 3 I I "I w uu m „ IlU dlm_m � ^ . MI6 NI m, m it aui III �I'�P` �a NmNw� '�"."!�®o� "� w �• Nma :Rw �� al�a �,' IVY au uw an „ m N w w N j vm i l December_, 2018 Ms. Elizabeth Caracciolo, EVP, Govt. Solutions American Traffic Solutions, Inc. d/b/a Verra Mobility 1150 N. Alma School Road Mesa, AZ 85201 Dear Ms. Caracciolo, Please be advised the City of Kent, Washington ("City") has recently executed a Second Amendment to the Professional Services Agreement executed on or about May 30, 2013 between American Traffic Solutions, Inc. d/b/a Verra Mobility ("Verra Mobility') and the City ("Agreement'), to expand the services provided by Verra Mobility to include Red Light Safety Camera Systems. Pursuant to this Second Amendment the City is authorizing Verra Mobility to install Red Light Safety Camera Systems at locations mutually agreed to by the parties as noted in the Notice to Proceed attached herein as Exhibit 1. The City of Kent looks forward to our continued partnership with Verra Mobility in this important public safety program. Sincerely, ACKNOWLEDGED AND AGREED TO BY: AMERICAN TRAFFIC SOLUTIONS, INC. Elizabeth Caracciolo, Executive Vice President Government Solutions Attachment: Exhibit 1 EXHIBIT 1 Notice to Proceed Reference is made to the Standard Professional Services Agreement by and between American Traffic Solutions, Inc. d/b/a Verra Mobility ("Verra Mobility") and the City of Kent, Washington ("City"), executed on or about May 30, 2013, as amended (the "Agreement"). Capitalized terms used in this Notice to Proceed shall have the meaning given to such term in the Agreement. City hereby designates the implementation of Red Light Safety Cameras at the designated intersection approach(es) ("Approach"). Verra Mobility shall make its best efforts to install a Camera System within thirty (30) days of permits being granted and power delivered for each agreed-upon Approach, providing that City has received permission for all implementations in writing from any third-party sources. Below is a list of locations provided by City, which have been analyzed based on traffic volumes, road geometry, and existing infrastructure and are believed to be locations at which a Camera System would increase traffic safety. Execution of this Notice to Proceed by City shall serve as authorization for the installation of Camera Systems for all Approaches designated as follows: 1) EB 10411 Ave SE and SE 24011 St 2) WB 10411 Ave SE and SE 24011 St 3) NB 10411 Ave SE and SE 25611 St 4) EB 10411 Ave SE and SE 25611 St 5) NB 841h Ave S and S 21211 St 6) SB 8411 Ave S and S 2121h St 7) NB Central Ave N and E James St 8) EB Central Ave N and E James St 9) NB Central Ave N and E Smith St 10) SB Cetnral Ave N and E Smith St 11) EB S Kent Des Moines Rd and Pacific Hwy S City understands that implementation and installation of any Approach or location is subject to Site Selection Analysis and constructability results. City recognizes the substantial upfront costs Verra Mobility will incur to construct and install the Camera Systems for the above listed Approaches or locations. City agrees that the Camera Systems authorized by this Notice to Proceed for the above-listed Approaches or locations shall remain installed and operational for the duration of the current term of the Agreement. Verra Mobility reserves the right to bill City for any upfront costs associated with the Approaches or locations listed above in the event City elects to cancel or suspend the installation. IN WITNESS WHEREOF, City has executed this Notice to Proceed as of the date written below. CITY OF KENT, WASHINGTON By ��✓� Namj_. [G Date Title: G6 + o fiCc ACKNOWLEDGED AND AGREED TO BY: AMERICAN TRAFFIC SOLUTIONS. INC. / By: 5;�— f Elizabeth Caracciolo Date Executive Vice President Government Solutions