GIS DATA RESOURCES, INC. 1E - 2011

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A-2011-130 1 ER c-;T- FIFTH AMENDMENT TO AGREEMENT THIS FIFTH AMENDMENT TO AGREEMENT is entered into on June 30, 2011, by and between GIS Data Resources, a California corporation ("GDR") and the City of Santa Ana, a charter city and municipal corporation of the State of California ("City"). RECITALS: A. The parties entered into Agreement #A-2007-044, dated January 26, 2007, (hereinafter "said Agreement") by which GDR has provided maintenance and support of the GIS data tracking software containing the public safety geofile. There have been four (4) subsequent Amendments to said Agreement extending the term thereof and the compensation paid and adding additional services to be provided by GDR. B. In accordance with the terms and conditions of said Agreement, the parties wish to - extend the term of said agreement at an agreed upon compensation to provide maintenance and support during the extended term. WHEREFORE, in consideration of the covenants contained in said Agreement 9A-2007- 044 as previously amended, and subject to all the terms and conditions of said Agreement as amended, except those amended in this fifth Amendment to Agreement, the parties agree as follows: Section 1, "Definitions", subsection (e), "Statement of Work" or "SOW" shall be amended to add the following: "For the term of this contract extension, i.e., July 1, 2011 through June 30, 2012, the SOW shall consist of those services as set forth in the `Proposal/Work Authorization' No. 2112R dated 3/2/11 as attached hereto as Exhibit `F' and incorporated herein by reference, as well as any other ongoing services under the original Agreement 4A-2007-044 as well as any Amendments thereto." 2. Section 2 (a) shall be amended to state that the compensation for maintenance and support of the GIS data tracking software as set forth in the SOW shall not exceed $32,500, as set forth in Exhibit "F" hereto. If the City Council fails to allocate funds for the software maintenance and support in the annual Santa Ana Fire Department budget, said Agreement shall terminate at the conclusion of the term and shall not automatically renew for another one-year tenn. 3. Section 3, "TERM, shall be amended to extend the term of the Agreement to be July 1, 2011 to June 30, 2012, subject to the Council's approval of funding for the 2011-2012 fiscal year, as set forth in Section 2(a), above.