1 FIRST AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
THIS FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (the “First Amendment”), is dated for purposes of identification only as of February 28, 2023 by and between the CITY OF ANAHEIM, a municipal corp oration and charter city (the “City”), and MICHAEL BAKER INTERNATIONAL , INC., a Pennsylvania corporation (herein referred to as “Consultant”), with reference to the following:
A. The City and Consultant entered into that certain Professional Services Agreement dated as of March 1, 2022 , which is incorporated herein by this reference (the “Original Agreement”).
B. Under the term s of the Original Agreement, Consultant provided professional staffing and technical services related to engineering, economic d evelopment, planning, and development (the “Services”).
C. The Maximum Compensation under Paragraph 4.1 of Section 4 ( Amount of Compensation) of the Original Agreement is ONE HUNDRED AND THIRTY THOUSAND and 0/100 Cents ($130,000.00).
D. The City and the Consultant (each, a “Party” and, jointly, the “Parties”) desire to amend the Original Agreement to increase the Maximum Compensation to THREE HUNDRED AND NINETY THOUSAND and 0/100 Cents ($390,000.00).
NOW, THEREFORE, the Parties hereby agree as follows:
Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings set forth for such terms in the Original Agreement.
Section 2. Compensation. The Parties hereby agree tha t Paragraph 4.1 of Sectio n 4 (Amount of Compensation) of the Original Agreement is hereby amended to read in full as follows:
“4.1 Amount of Compensation. It is understood by and agreed between the Parties to this Agreement that full and complete payment for all Services provided in accordance with this Agreement, including sub -consultant fees, if any, and reimbursable expenses, shall not exceed the amount of ONE HUNDRED AND THIRTY THOUSAND AND NO/100 DOLLARS ($130,000.00) per year, and shall not exceed the amount of THREE HUNDRED AND NINETY THOUSAND AND NO/100 DOLLARS ($390,000.00) over three (3 ) years (“Maximum Compensation”), without the prior written authorization of City. City agrees to pay, and Consultant agrees to accept, as full compensation for Consultant's services, comp ensation at the hourly rates for the positions shown on Exhibit B attached hereto and incorporated by this reference herein.”
2 Section 3. Integration. This First Amendment, the agreements specifically referred to herein, and all attachments hereto (if any ) integrate all of the terms and conditions mentioned herein, and supersede all negotiations with respect to the subject matter hereof. This First Amendment amends, as set forth herein, the Original Agreement and, except as specifically amended hereby, the Original Agreement shall remain in full force and effect. To the extent that there is any conflict or inconsistency between the terms and provisions of this First Amendment and the terms and provisions of the Original Agreement, the terms and provisions of this First Amendment shall control and govern the rights and obligations of the Parties.
Section 4. Binding Effect of Agreement . Each of the Parties to this First Amendment represents that the person signing this First Amendment on behalf of such Party is fully authorized to execute the First Amendment on behalf such Party and has the full legal authority to bind his or her respective Party to all of the terms, conditions and provisions of this First Amendment and that no other approvals or consents a re necessary in connection therewith.
All terms and conditions of this First Amendment shall be binding upon the Parties, their heirs, administrators, successors, representatives and/or assigns.
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3 IN WITNESS HEREOF, the Parties enter into this First Amendment on the year and day first above written.
“CONSULTANT” “CITY”
MICHAEL BAKER CITY OF ANAHEIM,
INTERNATIONAL, INC. a municipal corporation and charter city a Pennsylvania corporation
By: By:
William M. Hoose Jim Vanderpool
Associate Vice-President City Manager
APPROVED AS TO FORM: ATTEST:
ROBERT FABELA, CITY ATTORNEY THERESA BASS, CITY CLERK
By: By:
Ryan O. Hodge Theresa Bass
Deputy City Attorney
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