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HomeMy WebLinkAboutC25-067 Apex Marketing Group_first amendment FIRST AMENDMENT TO AGREEMENT BETWEEN EAGLE COUNTY, COLORADO AND APEX MARKETING GROUP, INC THIS FIRST AMENDMENT (“First Amendment”) is effective as of ________________ by and between Apex Marketing Group, Inc. a Colorado corporation (hereinafter “Contractor” or “Contractor”) and Eagle County, Colorado, a body corporate and politic (hereinafter “County”). RECITALS WHEREAS, County and Contractor entered into an agreement dated the 16th day of August, 2024, for certain Services (the “Original Agreement”); and WHEREAS, in the Original Agreement’s exhibits, the RFP exhibit was inadvertently marked as “Exhibit B” but should have been marked as “Exhibit A”, and the Contractor’s proposal exhibit was inadvertently marked as “Exhibit A” but should have been marked as “Exhibit B”; WHEREAS, the Original Agreement contemplated that the Contractor’s sales commission amounts would be determined at the conclusion of Phase 1; and WHEREAS, County and Contractor desire by this First Amendment to correct the exhibit labels on the exhibits attached to the Original Agreement so as to mark the RFP exhibit as “Exhibit A” and mark the Contractor’s proposal exhibit as “Exhibit B”, and to now identify the Contractor’s sales commission percentage amounts. FIRST AMENDMENT NOW THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: 1. The RFP exhibit that was attached and marked as “Exhibit B” in the Original Agreement is hereby amended to be marked as “Exhibit A” in the Original Agreement. 2. The Contractor’s proposal exhibit that was attached and marked as “Exhibit A” in the Original Agreement is hereby amended to be marked as “Exhibit B” in the Original Agreement. 3. The Original Agreement is hereby amended to provide that the annual sales commission percentage amounts to be paid to Contractor on the annual gross revenue of the Naming Rights/Sponsorship agreements that are executed during the term of the Original Agreement shall be as described in Exhibit A1, which is attached hereto and incorporated herein by reference. Docusign Envelope ID: A556C557-F058-44F0-9554-B78B813B4AC0 1/30/2025 2 4. Capitalized terms in this First Amendment will have the same meaning as in the Original Agreement. To the extent that the terms and provisions of the First Amendment conflict with, modify or supplement portions of the Original Agreement, the terms and provisions contained in this First Amendment shall govern and control the rights and obligations of the parties. 5. Except as expressly altered, modified and changed in this First Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. 6. This First Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Original Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER By: ______________________________ Jeff Shroll, County Manager CONTRACTOR APEX MARKETING GROUP, INC By: _____________________________________ Print Name: ______________________________ Title: ___________________________________ Docusign Envelope ID: A556C557-F058-44F0-9554-B78B813B4AC0 Eric Smallwood President EXHIBIT A1Docusign Envelope ID: A556C557-F058-44F0-9554-B78B813B4AC0