CONTRACT 3787A AmendmentAgreement No. 3787A
FIRST AMENDMENT TO
AGREEMENT NO.3787
BETWEEN THE CITY OF EL SEGUNDO
AND EQUINIX, INC
THIS FIRST AMENDMENT ("Amendment") TO AGREEMENT NO. 3787 ("Agreement") is
made and entered into this 12th day of October 2023, by and between the CITY OF EL
SEGUNDO, a general law city and municipal corporation existing under the laws of California
("CITY"), and EQUINIX, INC., a California corporation ("LICENSEE"). Pursuant to Agreement
Section 25 (Authority/Modification), the parties agree as follows:
The parties agree that this Amendment will take effect retroactively to March 1,
2019.
2. Agreement Section 3 (Term) is hereby amended and restated as follows:
"TERM. Except as provided in Section 4, the term of this Agreement will
begin on March 1, 2019 and end on February 28, 2033 (the "Extended Term").
LICENSEE may exercise, subject to CITY approval, one (1), optional seven-
year extension term at the end of the Extended Term. LICENSEE must notify
the CITY, in writing, no less than 90 days before the end of the Extended Term
of its exercise of the seven-year extension option. The CITY reserves the right
to reject LICENSEE's exercise of the extension option and will provide written
notification of its acceptance or rejection thereof within 30 days of its receipt of
LICENSEE'S written extension request.
Agreement Section 4 is modified as follows:
a. Sections 4(A) is amended in its entirety to read as follows: "CITY may
terminate this Agreement at any time without cause if it provides 365 days'
written notice of termination to LICENSEE of such termination. CITY may
also terminate this Agreement if LICENSEE fails to cure any failure to
abide with this Agreement's terms after written notice and expiration of the
45-day cure period described in Section 15, and termination will take effect
nine months following the expiration of the 45-day cure period. In the event
of termination without cause, CITY will make reasonable efforts to assist
LICENSEE in exploring alternative connections or locations for its fiber
and associated infrastructure."
b. 4C is hereby deleted.
c. Section 4B is hereby modified in its entirety to read as follows: "Licensee
may terminate this License at any time in writing at least five (5) days
before the effective termination date."
d. Section 4D is hereby modified as follows: "Upon termination, Licensee may
elect to either remove its personal property or leave the Property AS -IS on
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Agreement No. 3787A
the date thereof"
4. Agreement Section 5 (Compensation) is amended to increase the annual license
fee from $10,000 per year to $30,000 per year for the term of the license. CITY
and LICENSEE parties agree that this compensation increase is retroactively
effective to contract year 2019, beginning March 1, 2019. For LICENSEE'S
unpaid annual license fee payments for the Agreement years between March 1,
2019 through February 28, 2023, LICENSEE will pay CITY a one-time, true -
up payment of $120,000 within 30 days of CITY and LICENSEE's execution
of this Amendment.' Beginning contract year 2024 (starting March 1, 2024),
LICENSEE will pay CITY the annual fee within 30 days of the date of CITY's
written demand therefore, but in no event later than March 1 of each year.
Should the CITY accept LICENSEE's exercise of the seven-year extension
option, the annual license fee will increase to $35,000 for that extension period.
5. The last two sentences of Agreement Section 7 are hereby deleted.
6. Agreement Section 15 is hereby amended and restated as follows: "LICENSEE will be
in default and breach of this Agreement if LICENSEE fails to perform any term or
condition under this Agreement within 45 calendar days after receipt of CITY's written
notice to LICENSEE specifying LICENSEE'S specific failure under this Agreement. If
LICENSEE remains in default beyond the 45-day cure period, CITY will have the right
to exercise any and all rights and remedies available to it under law and equity,
including termination as described in Section 4. CITY will have the discretion, but no
obligation, to accept LICENSEE's cure of such a default following the cure period."
7. Agreement Section 19 is hereby amended to replace the notice address for Equinix, Inc.
with the following:
Equinix, Inc.
1 Lagoon Drive
Redwood City, CA 94065
Attn: Legal Department
8. This Amendment may be executed in any number or counterparts, each of which will
be an original, but all of which together constitutes one instrument executed on the
same date. In accordance with Government Code § 16.5, the Parties agree that this
Amendment and related documents in connection with this Amendment will be
considered signed when the signature of a party is delivered by electronic
transmission. Such electronic signature will be treated in all respects as having the
same effect as an original signature.
9. Except as modified by this Amendment, all other terms and conditions of the
Agreement remain the same.
The true -up payment of $120,000 is comprised of the following fees: $20,000 for contract year 2019, $20,000 for
contract year 2020, S20,000 for contract year 2021, $30,000 for contract year 2022, and $30,000 for contract year
2023. The foregoing notwithstanding, CITY acknowledges its receipt of payments from LICENSEE totaling $30,000
that it has applied to $30,000 owed for each contract years 2019, 2020, and 2021.
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Agreement No. 3787A
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Agreement No. 3787A
IN WITNESS WHEREOF the parties hereto have executed this Amendment the day and year
first hereinabove written.
CITY OF EL SEGUNDO EQUINIX, INC
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Darrell George, Name
City Manager .-
Title
Director IT Services Department Taxpayer ID No.. 77-04 7526 --
ATTEST:
Tracy Weaver, City 'Cler , _..
APPROVED AS TO FORM:
Mark D Hensley, City Attorney
Joa in Va—z u- —
Assistant City Attorney
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Risk Manager
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