HomeMy WebLinkAboutContract 37407-A1Execution Copy
AMENDMENT NO. 1 CONTRACT SECRETARu-
TO THEQR CT NO�U-
NON-EXCLUSIVE DISTRIBUTION AGREEMENT
This Amendment No. 1 to the Non -Exclusive Distribution Agreement (this
"Amendment") is made and entered into as of October 1, 2008, by and between the North
Texas Tollway Authority, a regional tollway authority and a political subdivision of the
State of Texas (the "Authority") and CITY OF FORT WORTH (the "Non -Exclusive
Distributor" and together with the Authority, the "Parties").
RECITALS.
WHEREAS, the Authority and the Non -Exclusive Distributor entered into that
certain Non -Exclusive Distribution Agreement (the "Original Agreement");
WHEREAS, the Original Agreement provides that the Parties may not alter or
vary the Original Agreement except in a written document signed by the Parties;
WHEREAS, the Parties have mutually agreed to amend the Original Agreement;
and
WHEREAS, the Parties now wish to memorialize their understanding and to
amend the Original Agreement in the manner described below.
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the Parties hereby covenant and agree as follows:
AGREEMENTS:
1. Section 4.3 of the Original Agreement, which addresses payments by the
Authority to the Non -Exclusive Distributor, shall be deleted and replaced
in its entirety by the following provision.
"Payments. The Authority shall pay to CITY OF FORT WORTH $5.00
for each Tag account opened by CITY OF FORT WORTH in
compliance with this Agreement and the Procedures. The payment shall
be made on a quarterly basis for the quarters ending on March 31St, June
30th, September 30th, and December 31St. The Authority shall make the
payment on the loth day of the month following the previous quarter (i.e.,
January 1 oth, April loth, July loth, and October loth) for the accounts
opened in the preceding quarter by a single check to CITY OF FORT
WORTH. Within five (5) business days following the termination of this
Agreement, the Authority shall be unconditionally obligated to pay to
CITY OF FORT WORTH all outstanding amounts for accounts opened
as provided herein."
2. The terms and provisions of the Original Agreement are hereby ratified by
the Parties and shall remain in full force and effect, subject only to the
amendments set forth herein.
3. If any conflict exists between the terms of this Amendment and the terms
of the Original Agreement, then the terms of this Amendment shall
control.
4. Capitalized terms used and not otherwise defined herein shall have the
meanings assigned to such terms in the Original Agreement.
5. This Amendment maybe executed in counterparts, each of which shall be
deemed to be an original, but all of which shall constitute one and the
same agreement.
[Signature Page Follows]
-2-
IN WITNESS WHEREOF, this Amendment No. 1 to the Non -Exclusive
Distribution Agreement is hereby accepted and acknowledged to be effective as of
October 1, 2008.
NORTII TEXAS TOLLWAY AUTHORITY, CITY OF FORT WORTH.
a regional tollwlay authority and a political the "Non -Exclusive Distributor"
subdivision of the State of Texas
Date of Execution:
:I /200�
Title: Assistant City Manager
Date of Execution:
/ /20
801 u ff' fiRolm
ISTANT" �('Y ATTORNEY
-3-