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HomeMy WebLinkAboutKAIZEN LABORATORIES INC. (2) INSU13ANCE NOT R QUIRE© WOPK N]Ay PWCEEf1 N-2025-059-01 UTY CLERK DATE: APR 0 6 N25 MAYOR CITY MANAGER Valerie Amezcua . *; Alvaro Nunez MAYOR PRO TEM CITY ATTORNEY David Penaloza Sonia R.Carvalho COUNCILMEMBERS CITY CLERK Phil Bacerra r� Jennifer L.Halt Johnathan Ryan Hernandez '_`' Jessie Lopez Thai Viet Phan Benjamin Vazquez CITY OF SANTA ANA v•Pr2cs#t Gor+I Y%t-OLatz Cpz) CITY MANAGER'S OFFICE 20 Civic Center Plaza+P.O.Box 1988 Santa Ana,California 92702 wanv.santa-ana.ora March 24, 2026 Kaizen Laboratories Inc., 50 W. 17th St. Floor 10 New York, NY 10011 Subject: Letter of Mutual Termination of Services Agreement Dear Nikhil Reddy, The City of Santa Ana ("City") and Kaizen Laboratories Inc. ("Company") (collectively referred to as the "Parties") entered into that certain Kaizen Laboratories Inc. Order Form and the Digital Services Terms and Conditions attached thereto (Contract No. N-2025- 059), with an effective date on or about March 25, 2025 (collectively, the "Agreement"), pursuant to which Company was to provide a full-scale build and implementation of a recreation management solution for the City. The Agreement provided for a three (3) year Initial Service Term with transactional revenue-based compensation, and the Parties were in the implementation phase of the project. The Services under the Agreement have not gone live, no transactions have been processed on the platform, and no transactional revenue fees have been incurred by either Party. Certain hardware was provided by Company to City during the implementation phase, including one (1) Stripe S700 card reader, one (1) dock, and one (1) QR code scanner (collectively, the `Hardware"). Now, however, the Parties mutually desire to terminate the Agreement on amicable terms, and Section 12.1 (Entire Agreement) of the Agreement provides that the Agreement may be changed only by a written mutual agreement signed by authorized agents of both Parties. In consideration of the mutual covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby SANTA ANA CITY COUNCIL Valace AMSMpa G;avid?.nain:a inai Vlel Phan Benjamin Vazquez Jessie Opez Phd aace— lahnalhan P,yan Hemardez 4layar Wynr P c Tam`Wari c 'Ward I 'Ward 2 'Ward] Ward 4 Ward 5 vamazWagsanraana orq doenaloza�sarra.ama are !pnan!dsama-ana orv] mv_a;n�azrmsanta-ana am U<�Ippezx2Zsanta-ana arg pWcena.r�2i Santa-ana ary ,rranhemandezrp@san ra-ana ore acknowledged, the Parties mutually agree to terminate the Agreement. City shall, within 10 business days, return the Hardware to Company in working condition. The Parties agree that no monies and/or invoices are due or outstanding and that neither party owes the other for any services performed under this Agreement. ATTEST _.\ CITY OF SANTA ANA Wit..• IFE LL ALVARO NUNEZ Cit Cl City Manager APPROVED AS TO FORM KAIZEN LABORATORIES INC. Sonia R. Carvalho City Attorney , �. JONATHAN T. MAR1 INEZ By.. NIKHIL REDDY Assistant City Attorney Title:CEO RECOMMENDED FOR APPROVAL- Hawk co Executiv - irec r{F Recreation and Community Services Agency SANTA ANA C#TY COUNCIL Valerie Amezcua David P—oza Thai Vial Phan ?gmin Vazcuez Jesare Lope; P1W 9aeerra Johralhan Ryan Hemartdez Mayer Mayor Pro Tem-Ward 6 Ward I Ward? Vj—f] Ward s +zmaLCLarn—llama-ena am duenatPzarFlsanla-ena. Nard, or marcsarlanaan EvYJaz san{a-ana o poa-e.id—ta-ana a a na-ane nm