Resolution No. 94941
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RESOLUTION NO. 9494
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AMENDMENT OF AGREEMENT BY AND BETWEEN THE CITY
OF VERNON AND INTRALINKS, INC. REGARDING VIRTUAL
DATA ROOM SERVICES FOR THE COLDWATER PROJECT
WHEREAS, on December 13, 2006, the City Council of the City
of Vernon adopted Resolution No. 9176 approving and authorizing the
execution of an On -Demand Workspace Order Agreement (the "Agreement")
with IntraLinks, Inc. ("Intralinks") for virtual data room services
that enable the secure online storage and exchange of sensitive
business information; and
WHEREAS, the City and Intralinks desire to amend the
Agreement to extend the Agreement for six (6) months, November 18, 2007
through May 17, 2008, for the sum of $20,860, under the same terms and
conditions of the Agreement; and
WHEREAS, the Director of Light & Power has recommended that
the Agreement be extended.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE:
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the recitals contained hereinabove are true
and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Amendment of Agreement with Intralinks, in substantially
the same form as the copy which is attached hereto as Exhibit A and
incorporated by reference.
SECTION 3: The City Council of the City of Vernon hereby
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authorizes the City Administrator, or his designee, to execute said
Amendment for, and on behalf of, the City of Vernon and the City Clerk
is hereby authorized to attest thereto.
SECTION 4: The City Council of the City of Vernon hereby
directs the City Clerk, or her designee, to send one fully executed
Amendment to:
IntraLinks, Inc. (BCN: 87748-JMC)
Attn. Kevin Campbell
1372 Broadway, 11th Floor
New York, NY 10018
SECTION 5: The City Council of the City of Vernon hereby
authorizes the City Administrator, or his designee, to make whatever
nonsubstantive, administrative and/or text changes, upon advice of
counsel, to the Amendment.
SECTION 6: The City Clerk of the City of Vernon shall
certify to the passage of this resolution, and thereupon and
thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED this 3rd day of December, 2007.
ATTEST:
IYANUELA GIRO , ity Clerk
�.f
Name: Leonis C. Malburg
Title: Mayor
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STATE OF CALIFORNIA )
ss
COUNTY OF LOS ANGELES )
I, MANUELA GIRON, City Clerk of the City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 9494, was
duly adopted by the City Council of the City of Vernon at a regular
meeting of the City Council duly held on Monday, December 3, 2007, and
thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of
Vernon.
(SEAL)
c
UELA GIR N, tity Clerk
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EXHIBIT A
t
IL
I NTR A L INKS"Amendment of Aareement 1FXtPntir)n of U.ca Parinrl)
IntraLinks, Inc., 1372 Broadway, 111h FI, New York, NY 10018
Effective Date: November_ 2007 BCN: 87748 - JMC
Client (name, address)
CITY OF VERNON
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Donal O'Callaghan
ORIGINAL CONTRACT: On -Demand Workspace Order, BCN 47502 (the "Agreement")
PROJECT and WORKSPACE NUMBER: Project Project Coldwater - Workspace No. 471671
THIS AMENDMENT of Agreement is entered into by and between IntraLinks, Inc. ("IntraLinks" or "Vendor") and the above referenced
Client as of the Effective Date written above. Except as otherwise expressly set forth herein, all terms and provisions of the Agreement,
as the same may have been amended or supplemented in writing prior to the date hereof, shall remain in full force and effect.
The Agreement hereby is amended as follows:
Subject I Paragraph Headinq
Amended Terms
The Use Period of the above referenced workspace is hereby extended for a period of six (6) months,
from November 18, 2007 through May 17, 2008.
The fee for such Use Period extension shall be $20,860, payable upon execution of this Amendment.
This Amendment does not affect any rights or obligations with respect to fees relating to the period prior to
November 18, 2007.
USE PERIOD
After May 17, 2008, if the workspace remains open, the Use Period will be extended automatically on a
imonth to month basis until the workspace is deleted by or at the direction of Client, for a pro rata monthly
extension fee equal to $3,476 per month.
No incremental page fees will be charged during the extended Use Period, provided that the cumulative
total number of pages loaded onto the workspace does not exceed 28,718. If pages are added such that
this limit is exceeded, incremental page fees according to the Agreement shall apply.
CLIENT: Please complete.
INTRALINKS SHOULD RETURN SIGNED AMENDMENT (CHECK ONE AND PROVIDE REQUESTED INFORMATION) -
El BY FAX TO THIS NUMBER: TO THE ATTENTION OF
❑ BY EMAIL TO THIS ADDRESS:
❑ BY MAIL TO THIS ADDRESS:
Invoices should be directed to:
Name:
Title:
Address:
Email:
Phone:
In witness whereof, the parties have caused this Amendment to duly executed as of the Effective Date written above.
CLIENT NAME: CITY OF VERNON
INTRALINKS, INC.
By: By:
Name Eric T. Fresch. Name
Title CityAdministrator Title
Date Date
December 2007
ATTEST • Please return signed Amendment to IntraLinks by fax at 1(212) 208-2600 APPROVED AS TO FORM:
By:
Manuela Giron, City Clerk
Jeff A. Harrison
INTRALINKS"
Amendmpnt of AnrAAmp.nt XWoncinn of I Ica JD—i—,n
IntraLinks, Inc., 1372 Broadway, 11'" FI, New York, NY 10018
Effective Date: November- 2007 BCN: 87748 - JMC
Client (name, address)
CITY OF VERNON
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Donal O'Callaghan
ORIGINAL CONTRACT: On -Demand Workspace Order, BCN 47502 (the "Agreement")
PROJECT and WORKSPACE NUMBER: Project project Coldwater - Workspace No. 471671
THIS AMENDMENT of Agreement is entered into by and between IntraLinks, Inc. ("IntraLinks" or "Vendor") and the above referenced
Client as of the Effective Date written above. Except as otherwise expressly set forth herein, all terms and provisions of the Agreement, j
as the same may have been amended or supplemented in writing prior to the date hereof, shall remain in full force and effect.
The Agreement hereby is amended as follows:
Sub'ect I Para rah Heading
Amended Terms
The Use Period of the above referenced workspace is hereby extended for a period of six (6) months,
from November 18, 2007 through May 17, 2008.
The fee for such Use Period extension shall be $20,860, payable upon execution of this Amendment. I
his Amendment does not affect any rights or obligations with respect to fees relating to the period prior to
November 18, 2007.
i
j After May 17, 2008, if the workspace remains open, the Use Period will be extended automatically on a I
USE PERIOD
month to month basis until the workspace is deleted by or at the direction of Client, for a pro rata monthly
extension fee equal to $3,476 per month.
i
No incremental page fees will be charged during the extended Use Period, provided that the cumulative
total number of pages loaded onto the workspace does not exceed 28,718. If pages are added such that
I
his limit is exceeded, incremental page fees according to the Agreement shall apply.
I
I
CLIENT: Please complete.
INTRALINKS SHOULD RETURN SIGNED AMENDMENT (CHECK ONE AND PROVIDE REQUESTED INFORMATION) -
El BY FAX TO THIS NUMBER: TO THE ATTENTION OF
L—Ky EMAIL TO THIS ADDRESS:
QZ MAIL TO THIS ADDRESS:
Invoices should be directed to:
Name: 'P—> 0 t �rA1.Ja.1�G N ►°` '
Title:0c-eC*C,, 6-P Lt,gh+ * PC)Laev—
Address: Email: H 10S Sr ir\+c, l—e P� ve n u e
Phone: d0cwr%�A611cLk-\eCj_Ver'.n01,\,C%4 VS
(3a31 Ss - g Rt
In witness whereof, the parties have caused this Amendment to duly executed as of the �ffeEiive Date y(ritten above.
CLIENT NAME: CITY OF VERNON IN ALIKS INC
By: <;;�7B —
Name E T. resch me F9,
Title City Administrator Title ( 2 e1Y > 1
Date S' Date if;:. n +. I
Dec -ember '-00� ,� I i`M,
��J'N'bRK� •2, ,�z o �J' I-y9, � e y
Please return signed Amendment to IntraLinks by fax at 1 (212) 208-2600 APPR ED AS TO FORM
ATT ST: ,
By:�anuela Giron, City Cierk. f Harrison
CITY CLERK'S OFFICE
INTEROFFICE MEMORANDUM
DATE: February 27, 2008
TO: Donal O'Callaghan, Director of Light & Power
FROM Nelly Giron, City Clerk
RE: Resolution No. 9494 - A Resolution of the City Council of
the City of Vernon Approving and Authorizing the Execution
of an Amendment of Agreement By and Between the City of
Vernon and Intralinks, Inc. Regarding Virtual Data Room
Services for the Coldwater Project
Transmitted herewith is a copy of the amendment and Resolution No.
9494 referenced above, which was approved by City Council on December
3, 2007.
Thank you.
NG:dr
c: Resolution No. 9494
Agreement No. 07-138