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7136 - Informal Amendment 2 Executed Docusign Transmittal Coversheet File Name Purchasing Contact Contract Expiration DocuSign Envelope ID: 5B24348D-0848-42F2-A09A-46CDDB067D6E Gabby Leeper January 28, 2025 7136 Vehicle and Equipment Management Services Procurement 901 B Texas St., Denton, TX 76209  (940) 349-7100 OUR CORE VALUES Inclusion  Collaboration  Quality Service  Strategic Focus  Fiscal Responsibility October 23, 2023 Genuine Parts Company dba NAPA Auto Parts Attn: Hunter Beal 29999 Wildwood Parkway Atlanta, Georgia 30339 Hunter_Beal@genpt.com Re: Letter Agreement to Amend (this “Amendment”) Contract 7136 for Vehicle and Equipment Management Services between the City of Denton (“COD”) and Genuine Parts Company (“NAPA”) dated January 28, 2020 (the “Contract”) Dear Mr. Beal, Thank you for being such a valued partner. By signing this Amendment below, COD and NAPA agree that the Contract is hereby deemed amended to the updated terms, as shown in Attachment A. Except as amended by this Amendment, the Contract is not otherwise amended and all other terms and conditions of the Contract remain in full force and effect, as amended hereby. This Amendment may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures transmitted electronically shall have the same effect as the delivery of original signatures. The City of Denton reserves the right to re-evaluate pricing as the market conditions change and can ask your firm to provide updated proposed pricing, including, but not limited to, a decrease in pricing, as a result of any such change. We look forward to future business with your firm. Regards, ____________________________ ___________________________ Gabby Leeper, Buyer Hunter Beal Procurement or Authorized Representative City of Denton NAPA DocuSign Envelope ID: 5B24348D-0848-42F2-A09A-46CDDB067D6E -1- AMENDMENT TO CONTRACT 7136 This Amendment (this “Amendment”) is made and entered into by and between Genuine Parts Company d/b/a NAPA Auto Parts, 2999 Wildwood Parkway, Atlanta, Georgia 30339, hereinafter referred to as “NAPA” and the City of Denton hereinafter referred to as “COD”. WHEREAS, NAPA and the COD previously entered into that Certain Contract 7136 dated January 28, 2020 (the “Contract”), pursuant to which NAPA provides certain vehicle and equipment management services as detailed in the Contract at the COD’s location at 804 Texas Street, Denton, TX 76209 in support of the COD’s fleet department (the “Fleet Services”); WHEREAS, NAPA and the City desire to amend the Agreement in order to provide for terms pursuant to which NAPA will provide the parts and services under the Contract to the COD’s Solid Waste Department (the “Solid Waste Services”) at the facility located at 1527 Mayhill Road, Denton, TX 76208 (the “Additional Location”); NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties hereto agree as follows: 1. Additional Location. In addition to the current COD location located at 804 Texas Street, Denton, TX 76209 (the “Current Location”), Contractor and the COD hereby agree that NAPA shall provide parts and services on the same terms set forth in the Contract, including, without limitation, pricing, to the Additional Location. Additional locations of the COD may be added to this Contract but only by a written amendment executed and agreed to by both the COD and NAPA. 2. Termination; Buy-Back of Inventory. In the event the COD or NAPA desires to terminate only the Solid Waste Services at the Additional Location or only the Fleet Services at the Current Location, either party may do so by providing the other party with a 60-day written notice of desire to terminate the Solid Waste Services at the Additional Location or the Fleet Services at the Current Location. In the event a party elects to terminate services at only one (1) of the two (2) COD locations, NAPA shall be entitled to exercise the rights set forth in Section 14 of Exhibit B to the Contract entitled “BUY-BACK OF INVENTORY” with respect to the Inventory at such location (but only such location) upon such termination. For purposes of clarity, nothing in this Section shall limit the right of Contractor or the COD to exercise its rights set forth in Section 14 of Exhibit B to the Contract entitled “BUY-BACK OF INVENTORY” with respect to both COD locations in the event a party terminates the Contract for both locations, or in the event of any other termination, expiration, or non-renewal of the Agreement. 3. Conflict. Except as hereby amended, the Contract shall remain unchanged in full force and effect. If there is any conflict between the terms and provisions of the Contract and the terms and provisions of this Amendment, this Amendment shall control. DocuSign Envelope ID: 5B24348D-0848-42F2-A09A-46CDDB067D6E -2- 4. Governing Law. This Amendment shall be construed and interpreted under the laws of the State of Texas without giving effect to the provisions thereof relating to conflicts of law. 5. Counterparts. This Amendment may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. [Remainder of page intentionally left blank] DocuSign Envelope ID: 5B24348D-0848-42F2-A09A-46CDDB067D6E [SIGNATURE PAGE TO AMENDMENT TO CONTRACT 7136] IN WITNESS WHEREOF, the parties hereto have signed and delivered this Amendment by the signatures of their authorized representatives on the date set forth above. GENUINE PARTS COMPANY By:____________________________ Name: Title: CITY OF DENTON, TEXAS By:____________________________ Name: Title: DocuSign Envelope ID: 5B24348D-0848-42F2-A09A-46CDDB067D6E Art Fischer, Division Vice President Division Vice President Buyer Gabby Leeper Certificate Of Completion Envelope Id: 5B24348D084842F2A09A46CDDB067D6E Status: Completed Subject: ***Purchasing Approval*** 7136 Vehicle and Equipment Management Services Amendment 2 Source Envelope: Document Pages: 5 Signatures: 4 Envelope Originator: Certificate Pages: 5 Initials: 2 Gabby Leeper AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 Gabby.Leeper@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 10/23/2023 3:45:05 PM Holder: Gabby Leeper Gabby.Leeper@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Gabby Leeper gabby.leeper@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.104 Sent: 10/23/2023 3:45:44 PM Viewed: 10/23/2023 3:45:56 PM Signed: 10/23/2023 3:46:24 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 10/23/2023 3:46:26 PM Viewed: 10/23/2023 4:09:12 PM Signed: 10/23/2023 4:09:19 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Art Fischer, Division Vice President Art_Fischer@genpt.com Division Vice President Security Level: Email, Account Authentication (None)Signature Adoption: Drawn on Device Using IP Address: 12.31.206.130 Signed using mobile Sent: 11/14/2023 11:02:13 AM Viewed: 11/14/2023 11:15:11 AM Signed: 11/14/2023 11:16:17 AM Electronic Record and Signature Disclosure: Accepted: 11/14/2023 11:15:11 AM ID: 4e5c7fbf-de8b-4e85-b851-9d8f829f8bb2 Dustin Rolfe dustin.rolfe@cityofdenton.com Logistics Manager Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 11/14/2023 11:16:18 AM Viewed: 11/14/2023 11:16:42 AM Signed: 11/14/2023 11:16:52 AM Electronic Record and Signature Disclosure: Accepted: 11/14/2023 11:16:42 AM ID: 1f1977dc-5391-4ae5-af3e-60305aa1a8cd Signer Events Signature Timestamp Gabby Leeper gabby.leeper@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 11/14/2023 11:16:53 AM Viewed: 11/14/2023 11:17:35 AM Signed: 11/14/2023 11:17:43 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Hunter Beal Hunter_beal@genpt.com Security Level: Email, Account Authentication (None) Sent: 11/14/2023 11:02:14 AM Viewed: 11/14/2023 11:48:09 AM Electronic Record and Signature Disclosure: Accepted: 11/14/2023 10:56:58 AM ID: a3aaadd2-6357-40e2-9936-5c2f88a00371 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 11/14/2023 11:17:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 10/23/2023 3:45:45 PM Certified Delivered Security Checked 11/14/2023 11:17:35 AM Signing Complete Security Checked 11/14/2023 11:17:43 AM Completed Security Checked 11/14/2023 11:17:44 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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