HomeMy Public PortalAbout2015 Amendment 1 to Professional Services Agreement.tifAmendment 1 to the Professional Services Agreement
This Amendment to the Professional Services Agreement (this "Amendment") is effective as of July
1, 2014, between The Village of Key Biscayne, FL ("Client") and O'Brien's Response Management,
L.L.C. ("Consultant").
Whereas, Consultant is in the business of providing certain consulting services and is willing to
provide such services to Client;
Whereas, Client desires to utilize Consultant's services as provided for herein;
Whereas, effective December 26, 2012, O'Brien's Response Management, Inc. changed its tax status
with the State of Louisiana from a corporation to a limited liability company; effective February 13,
2013, O'Brien's Response Management, L.L.C. converted from a Louisiana LLC to a Delaware
limited liability company;
Whereas, Consultant was awarded a contract with The Village of Key Biscayne, FL, effective June
14, 2011, included here as Exhibit A;
Whereas, Client and Consultant desire to amend the Agreement in accordance with the terms and
conditions described below; and,
Now, therefore, in consideration of the terms and conditions contained in this Amendment, and for
other good and valuable consideration, the receipt and sufficiency of which are acknowledged,
Client and Consultant hereby agree as follows:
1. Notice. Shall be amended to include the following contact information of Consultant:
To: MacKenzie M. Sestak
Witt O'Brien's
1501 NI St. NW., 5th Floor
Washington, DC 20005
Phone: +1 (202) 207-2935
Email: msestak@wittobriens.com
2. Term. The period of performance under the Agreement was from June 14, 2011 through June
14, 2013. This Agreement shall be amended to extend from June 14, 2013 through June 14,
2015, and by this mutual written agreement, is to be renewed at the same terms and conditions
3. Public Records, The Village of Key Biscayne, FL is a public agency subject to Chapter 119,
Florida Statutes. The Consultant shall comply with Florida's Public Records Law. Consultant
will implement the requirements of the Florida Public Records Act (Chapter 119, Florida
Statutes) as of the effective date of this Amendment. As Consultant implements these
requirements, the Client will provide Consultant with the interpretation and expected
application of the Florida Public Records Act as it relates to the Consultant's scope of work.
Specifically, the Consultant shall:
• Keep and maintain public records that ordinarily and necessarily would be required by the
Client in order to perform the service;
• Provide the public with access to such public records on the same terms and conditions that
the Client would provide the records and at a cost that does not exceed that provided in
chapter 119, Fla. Stat., or as otherwise provided by law;
• Ensure that public records that are exempt or that are confidential and exempt from public
record requirements are not disclosed except as authorized by law; and
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Meet all requirements for retaining public records and transfer to the Client, at no cost, all
public records in possession of the contractor upon termination of the contract and destroy
any duplicate public records that are exempt or confidential and exempt. All records stored
electronically must be provided to the Client in a format that is compatible with the
information technology systems of die agency.
The failure of Consultant to comply with the provisions set forth m this Article shall
constitute a Default and Breach of this Agi Bement and the Client shall enforce the Default in
accordance with the provisions set forth in ARTICLE IV
4. Other Terms and Conditions: All other terms and conditions of the Agreements remain
in full force and effect,
IN WITNESS WHEREOF', Client and Consultant have executed this Amendment as of the date first
above written:
The Village of Key Biscayne, FL O'Brien's Response Management, L.L.C.
zJ &14)6,
Signature
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Name (Typed or Printed)
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Title
Signature
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Name (Typed or Printed)
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Title
Date Date
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Exhibit A
Contract with the Village of Key Biscayne, entered into July 5, 2011, effective June 14, 2011.
VKB-ORM Contract
06-14-2011.pdf
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