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HomeMy WebLinkAbout19-71 Resolution No. 19-71 RESOLUTION AUTHORIZING EXECUTION OF A FIRST AMENDMENT AGREEMENT WITH KELSO- BURNETT COMPANY FOR PROFESSIONAL SERVICES IN CONNECTION WITH THE INSTALLATION OF SINGLE MODE FIBER OPTIC CABLE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that pursuant to Elgin Municipal Code Section 5.02.020B(9) the City Council hereby finds that an exception to the requirements of the procurement ordinance is necessary and in the best interest of the city; and BE IT FURTHER RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and directed to execute a First Amendment Agreement on behalf of the City of Elgin with Kelso-Burnett Company, for professional services in connection with the installation of single mode fiber optic cable, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: May 8, 2019 Adopted: May 8, 2019 Vote: Yeas: 9 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk FIRST AMENDMENT AGREEMENT THIS FIRST AMENDMENT AGREEMENT is hereby made and entered into this 8th day of, May , 2019,by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as the "CITY"), and Kelso-Burnett Co., a Delaware corporation (hereinafter referred to as "CONTRACTOR"). WHEREAS, the CITY and CONTRACTOR have previously entered into an Agreement dated January 7, 2018 (hereinafter referred to as the "Original Agreement") attached hereto and made a part hereof as Attachment B, wherein the CITY engaged the CONTRACTOR to furnish certain goods and services in connection with the installation of single mode fiber optic cable (hereinafter referred to as the"FIBER INSTALLATION PROJECT"); and WHEREAS, the CITY has determined that the scope of the FIBER INSTALLATION PROJECT should be modified to add additional goods and services to provide for the installation of a new fiber cable to the parking deck located at Fulton Street in the City of Elgin as described in CONTRACTOR'S Quote #19-00010 dated January 31, 2019, attached hereto and made a part hereof as Attachment A; and WHEREAS, the parties hereto have each determined it to be in their interests to amend the Original Agreement pursuant to this First Amendment Agreement; and WHEREAS,the contract price for the Original Agreement was in the amount of$316,684, and the total purchase price for the additional goods and services to be provided pursuant to this First Amendment Agreement is $26,610; and WHEREAS, the changes contemplated by this First Amendment Agreement are germane to the Original Agreement as signed, and this First Amendment Agreement is in the best interests of the City and is authorized by law. NOW,THEREFORE,for and in consideration of the mutual undertakings provided herein, and other good and valuable consideration,sufficiency of which is hereby mutually acknowledged, the parties hereto agree as follows: 1. The above recitals are incorporated into and made a part of this Amendment Agreement as if fully recited herein. 2. Section 1 of the Original Agreement is hereby amended by adding a new additional subparagraph C thereto to read as follows: "C. Additional Goods and Services shall be provided as described in Attachment B hereto and incorporated herein by reference." 3. Section 4 of the Original Agreement is hereby further amended by adding the following additional subparagraph to the end thereof: "D. The CITY shall pay the CONTRACTOR for such additional goods and services a total amount of$26,610,regardless of the actual cost incurred by the CONTRACTOR unless substantial modifications to the FIBER INSTALLATION PROJECT are authorized in writing by the CITY and approved by way of written amendment to this Agreement. Said price includes all goods and services, including but not limited to equipment and installation. 4. Attachment A hereto shall be construed to be added to and made a part of the Original Agreement as Attachment B. 5. Except as amended in this First Amended Agreement,the remaining terms and provisions of the Original Agreement shall remain in full force and effect. 6. In the event of any conflicts in the terms of the Original Agreement, and the provisions of this First Amendment Agreement,the provisions of this First Amendment Agreement shall control. 7. This agreement may be executed in counterparts,each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this agreement shall be re-executed by the parties in an original form. No party to this agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such defense. IN WITNESS WHEREOF, the parties hereto have entered into and executed this Agreement as of the date and year first written above. CITY OF ELGIN FOR THE CONTRACTOR: BY: %/#t'- % //_ '.ir/ By: Scott Nailor ""_ Richard G. Kozal, City i anag- Attest: Name/Print: Scott Nailor Title: Division Manager City Clerk F:\Legal Dept\Agreement\Contractor Agr-Kelso-Bumett-Fiber Optic Cable-Amend 1 4-26-19.docx 2 ATTACHMENT A KELSO-BURNETT Co . 1:W3 Cable & Wireless Division 3555 Electric Ave. •Rockford, Illinois 61109.815.874.6311 • Fax 815.874.3333 January 31,2019 Mr.Jeff Massey City of Elgin Elgin,IL RE: Fiber installation to the parking deck at Fulton St. Thank you for requesting a quotation from the Kelso Burnett Co. This proposal covers the costs associated with the installation and terminations for a new fiber cable from the traffic cabinet to the parking deck Kelso-Burnett will perform the following: - Provide and install a new 6 MMF fiber cable from the traffic cabinet through the duct system to the hand hole closest to the parking ramp and transition out of this location to a new 1.5"HDPE duct approximately 250' over to the parking structure. - Provide and install a new conduit path to the east end of the parking deck to the storage room as located in the walkthrough on the lower level. - Provide and install all terminations for this fiber cable with UPSC multi mode connectors. - Provide and install a new wall mount enclosure in the network room. - Terminate,test and label all new terminations for this project. Total cost for installation (with an allowance for restoration**see below) $38,500.00 Total cost with City providing all repairs to sidewalk and bricks $26,610.00 Assumptions: • Network electronics,servers or software are not included in this Scope of Work. • **Restoration allowance of$8,600.00 includes 100SF of PCC Sidewalk Colored, 100SF of brick replacement(brick supplied by City),and 100 SF of PCC brick base course. • Other splicing which may be required in the COE network to create this connection is not included in this Scope of Work. • Traffic Cabinet will have space available to terminate fiber in existing enclosure. Terms and Conditions: • It is the customer's responsibility to locate all privately owned utilities, ie,flood and parking lot lighting, septic .fields, well heads, irrigation lines, drain tile fields, etc. • Kelso-Burnett is not responsible for any damage caused to non-located cables, conduits, waterlines, electrical services or any other underground utility during the directional boring process. • If Kelso-Burnett is required to cease operation due to fractures of non-located utilities, Kelso-Burnett reserves the right to recover all direct and indirect job costs associated with the interruption of workflow, including equipment rentals. Standby rate for such occurrences is Time &Material $105.00 per man-hour. • All work will be completed during normal business hours 7:00 AM to 3:30 PM. • All materials and labor are guaranteed for one year. • Pricing is valid for 90 days. • Billing will occur when the project is complete.Payment is required within 30 days of billing. As an employee owned company,we endeavor to be the best electrical and communications company in Northern Illinois;striving for the benefit of employees,customers,vendors and shareholders. Upon acceptance,please reference quote#and E-mail your intent to proceed to: snailor(a�kelso-burnett.com. Thank you for the opportunity to work with you on this project. Any additions or changes to this project must be approved through you.No agreements with our installation crew will be recognized. If you have any questions please contact me at(815)378-6137. Quote # 19-00010 As an employee owned company,we endeavor to be the best electrical and communications company in Northern Illinois;striving for the benefit of employees,customers,vendors and shareholders. ATTACHMENT B AGREEMENT THIS AGREEMENT is made and entered into this 7 day of ao dEOCEER, 2018, by and between the CITY OF ELGIN,an Illinois municipal corporation(hereinafter referred to as"CITY") and Kelso-Burnett Company,an Illinois corporation authorized to do business in the State of Illinois (hereinafter referred to as the "CONTRACTOR"). WHEREAS, the CITY desires to engage the CONTRACTOR to furnish certain services in connection with the installation of Single Mode Fiber Optic Cable (hereinafter referred to as the FIBER INSTALLATION PROJECT); and WHEREAS, the CONTRACTOR represents that it has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW,THEREFORE,it is hereby agreed by and between the CITY and the CONTRACTOR that the CITY does hereby retain the CONTRACTOR for and in consideration of the mutual promises and covenants contained herein, the sufficiency of which is hereby acl.iowledged, to perform the FIBER INSTALLATION PROJECT as described herein,subject to the following terms and conditions and stipulations, to-wit: 1. SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the Chief Technology Officer of the CITY,herein after referred to as the"MANAGER". B. CONTRACTOR shall provide to the CITY the services as set forth in the CONTRACTOR's response to the CITY's request for proposals for the FIBER INSTALLATION PROJECT,attached hereto as Attachment A and incorporated into this Agreement by this reference. In the event of any conflict between the terms and provisions of this Agreement and the terms and provisions of Attachment A, the terms and provisions of this Agreement shall control. 2. PROGRESS REPORTS A. A detailed project schedule for the FIBER INSTALLATION PROJECT is included as Attachment B, attached hereto and incorporated into this Agreement by this reference. Progress will be recorded on the project schedule and submitted monthly as a component of the Status Report described in 2.B below. B. The CONTRACTOR shall submit to the MANAGER monthly a detailed schedule outlining the steps to be taken during the FIBER INSTALLATION PROJECT process and the dates of completion for each, as well as a status report keyed to the project schedule. A brief narrative will be provided identifying progress, findings and outstanding issues. 3. WORK PRODUCTS All work product prepared by the CONTRACTOR pursuant hereto including, but not limited to, reports, plans, designs, calculations, work drawings, studies, photographs, models and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the MANAGER; provided, however, that the CONTRACTOR may retain copies of such work product for its records. CONTRACTOR'S execution of this Agreement shall constitute CONTRACTOR'S conveyance and assignment of all right, title and interest, including but not limited to any copyright interest, by the CONTRACTOR to the CITY of all such work product prepared by the CONTRACTOR pursuant to this Agreement. The CITY shall have the right either on its own or through such other engineers as determined by the CITY to utilize and/or amend such work product. Any such amendment to such work product shall be at the sole risk of the CITY. Such work product is not intended or represented to be suitable for reuse by the CITY on any extension to the FIBER INSTALLATION PROJECT or on any other project,and such reuse shall be at the sole risk of the CITY without liability or legal exposure to the CONTRACTOR. 4. PAYMENTS TO THE CONTRACTOR (Lump Sum Method) A. The CITY shall reimburse the CONTRACTOR for services under this Agreement a lump sum of THREE HUNDRED SIXTEEN THOUSAND SIX HUNDRED EIGHTY-FOUR Dollars($316,684.00), regardless of actual Costs incurred by the CONTRACTOR unless substantial modifications to the project are authorized in writing by the MANAGER, and approved by way of written amendment to this Agreement executed by the parties. B. The CITY shall make periodic payments to the CONTRACTOR based upon actual progress within thirty(30)days after receipt and approval of invoice. Said periodic payments to the CONTRACTOR shall not exceed the amounts shown in Attachment A, and full payments for each task shall not be made until the task is completed and accepted by the MANAGER. C. For outside services provided by other firms or subcontractors, the CITY shall pay the CONTRACTOR the invoiced fee to the CONTRACTOR. No such outside services shall be provided by other firms or subcontractors unless the CONTRACTOR receives the CITY's advanced written approval. 5. INVOICES A. The CONTRACTOR shall submit invoices in a format approved by the CITY. Progress reports (in accordance with 2.B above) will be included with all payment requests. B. The CONTRACTOR shall maintain records showing actual time devoted and cost incurred. The CONTRACTOR shall permit the authorized representative of the - 2 - CITY to inspect and audit all data and records of the CONTRACTOR for work done under this Agreement. The CONTRACTOR shall make these records available at reasonable times during the Agreement period,and for a year after termination of this Agreement. 6. TERMINATION OF AGREEMENT Notwithstanding any other provision hereof, the CITY may terminate this Agreement at any time upon fifteen(15)days prior written notice to the CONTRACTOR. In the event that this Agreement is so terminated,the CONTRACTOR shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination, except that reimbursement shall not exceed the task amounts set forth under paragraph 4 above. 7. TERM This Agreement shall become effective as of the date the CONTRACTOR is given a notice to proceed and,unless terminated for cause or pursuant to paragraph 6,shall be deemed concluded on the date the CITY determines that all of the CONTRACTOR's work under this Agreement is completed. A determination of completion shall not constitute a waiver of any rights or claims which the CITY may have or thereafter acquire with respect to any term or provision of the Agreement. 8. NOTICE OF CLAIM If the CONTRACTOR wishes to make a claim for additional compensation as a result of action taken by the CITY, the CONTRACTOR shall give written notice of his claim within 15 days after occurrence of such action. No claim for additional compensation shall be valid unless so made. Any changes in the CONTRACTOR's fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the CONTRACTOR. Regardless of the decision of the MANAGER relative to a claim submitted by the CONTRACTOR, all work required under this Agreement as determined by the MANAGER shall proceed without interruption. 9. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement, such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and,in addition, if either party,by reason of any default,fails within fifteen(15)days after notice thereof by the other party to comply with the conditions of the Agreement, the other party may terminate this Agreement. Notwithstanding the foregoing, or anything else to the contrary in this Agreement, with the sole exception of an action to recover the monies the CITY has agreed to pay to the CONTRACTOR pursuant to section 4 hereof,no action shall be commenced by the CONTRACTOR against the CITY for monetary damages. CONTRACTOR hereby further waives any and all claims or rights to interest on money claimed to be due pursuant to this Agreement,and waives any and all such rights to interest which it claims it may otherwise be entitled pursuant to law,including,but not limited to, - 3 - the Local Government Prompt Payment Act (50 ILCS 501/1, et seq.), as amended, or the Illinois Interest Act(815 ILCS 205/1, et seq.), as amended. The parties hereto further agree that any action by the CONTRACTOR arising out of this Agreement must be filed within one year of the date the alleged cause of action arose or the same will be time-barred. The provisions of this section shall survive any expiration, completion and/or termination of this Agreement. 10. INDEMNIFICATION To the fullest extent permitted by law, CONTRACTOR agrees to and shall indemnify,defend and hold harmless the CITY, its officers,employees,agents,boards and commissions from and against any and all claims,suits,judgments, costs,attorneys' fees, damages or other relief,including but not limited to workers compensation claims,in any way resulting from or arising out of negligent actions or omissions of the CONTRACTOR in connection herewith,including negligence or omissions of employees or agents of the CONTRACTOR arising out of the performance of this Agreement. In the event of any action against the CITY, its officers, employees, agents, boards or commissions, covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the CITY's choosing. The provisions of this section shall survive any expiration and/or termination of this Agreement. 11. NO PERSONAL LIABILITY No official, director, officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. 12. INSURANCE A. Comprehensive Liability. The CONTRACTOR shall provide,pay for and maintain in effect, during the term of this Agreement, a policy of comprehensive general liability insurance with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. The CONTRACTOR shall deliver to the MANAGER a Certification of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty (30) days prior written notice to the MANAGER. The Certificate of Insurance which shall include Contractual obligation assumed by the CONTRACTOR under Article 10 entitled "Indemnification" shall be provided. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. There shall be no endorsement or modification of this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorated, it shall be endorsed to be primary with respect to the CITY. -4 - B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance covering all owned,non-owned and hired motor vehicles with limits of not less than $500,000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of $1,000,000 per occurrence subject to a $1,000,000 aggregate. D. Professional Liability. The CONTRACTOR shall carry Professional Liability Insurance Covering claims resulting from error, omissions or negligent acts with a combined single limit of not less than $1,000,000 per occurrence. A Certificate of Insurance shall be submitted to the MANAGER as evidence of insurance protection. The policy shall not be modified or terminated without thirty(30) days prior written notice to the MANAGER. 13. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age, race, color, creed,national origin,marital status, of the presence of any sensory,mental or physical handicap, unless based upon a bona fide occupational qualification,and this requirement shall apply to,but not be limited to, the following: employment advertising, layoff or termination,rates of pay or other forms of compensation and selection for training, including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex, race, color, creed, national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory, mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. 14. ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto;provided,however,that no assignment shall be made without the prior written consent of the CITY. 15. DELEGATIONS AND SUBCONTRACTORS Any assignment, delegation or subcontracting shall be subject to all the terms, conditions and other provisions of this Agreement and the CONTRACTOR shall remain liable to the CITY with respect to each and every item, condition and other provision hereof to the same extent that the CONTRACTOR would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY's advanced written approval. - 5 - 16. NO CO-PARTNERSHIP OR AGENCY This Agreement shall not be construed so as to create a partnership,joint venture, employment or other agency relationship between the parties hereto. 17. SEVERABILITY The parties intend and agreed that, if any section, sub-section,phrase, clause or other provision of this Agreement,or any portion thereof,shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. 18. HEADINGS The headings of the several sections of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement,nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 19. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. 20. APPLICABLE LAW This Agreement shall be deemed to have been made in,and shall be construed in accordance with the laws of the State of Illinois.Venue for the resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County, Illinois. 21. NEWS RELEASES The CONTRACTOR may not issue any news releases without prior approval from the MANAGER, nor will the CONTRACTOR make public proposals developed under this Agreement without prior written approval from the MANAGER prior to said documentation becoming matters of public record. 22. COOPERATION WITH OTHER CONSULTANTS OR CONTRACTORS The CONTRACTOR shall cooperate with any other consultants or contractors in the CITY's employ or any work associated with the FIBER INSTALLATION PROJECT. - 6 - 23. INTERFERENCE WITH PUBLIC CONTRACTING The CONTRACTOR certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq. or any similar state or federal statute regarding bid rigging. 24. SEXUAL HARASSMENT As a condition of this contract, the CONTRACTOR shall have written sexual harassment policies that include, at a minimum,the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment,utilizing examples; D. the vendor's internal complaint process including penalties; E. the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights, and the Illinois Human Rights Commission; F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act. A copy of the policies shall be provided by CONTRACTOR to the Department of Human Rights upon request (775 JIGS 5/2-105). 25. SUBSTANCE ABUSE PROGRAM. As a condition of this agreement, CONTRACTOR shall have in place a written substance abuse prevention program which meets or exceeds the program requirements in the Substance Abuse Prevention Public Works Project Act at 820 ILCS 265/1 et seq. A copy of such policy shall be provided to the MANAGER prior to the entry into and execution of this agreement. 26. WRITTEN COMMUNICATIONS All recommendations and other communications by the CONTRACTOR to the MANAGER and to other participants which may affect cost or time of completion, shall be made or confirmed in writing. The MANAGER may also require other recommendations and communications by the CONTRACTOR be made or confirmed in writing. - 7 - 27. NOTICES All notices,reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to CITY: B. As to CONTRACTOR: Jeff Massey Scott Nailor Chief Technology Officer Division Manager City of Elgin Kelso-Burnett Company 150 Dexter Court 5617 Sockness Drive Elgin, Illinois 60120-5555 Rockford, Illinois 61 109 28. COMPLIANCE WITH LAWS Notwithstanding any other provision of this Agreement it is expressly agreed and understood that in connection with the performance of this Agreement that the CONTRACTOR shall comply with all applicable Federal, State, City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, CONTRACTOR hereby certifies, represents and warrants to the CITY that all CONTRACTOR'S employees and/or agents who will be providing products and/or services with respect to this Agreement shall be legally authorized to work in the United States. CONTRACTOR shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this Agreement. The CITY shall have the right to audit any records in the possession or control of the CONTRACTOR to determine CONTRACTOR'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any such audit. 29. EXECUTION This agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this agreement shall be re-executed by the parties in an original form. No party to this agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such defense. - 8 - IN WITNESS WHEREOF, the parties hereto have entered into and executed this Agreement effective as of the date and year first written above. FOR THE CITY: FOR THE CONTRACTOR: By �r�' _ City Manager Scott Nailor Title: Division Manager 4.4eA71.46(76 Att s ity Clerk F:\Legal Dept\Agreement\Contractor Agr-Kelso-Burnett-Fiber Optic Cable.docx - 9 -