AMENDMENT NO. 3
TO AGREEMENT FOR SERVICES
THIS AMENDMENT NO. 3 TO THE AGREEMENT FOR SERVICES (“Amendment”) by and between the CITY OF CHINO, a California municipal corporation (“City”) and Aleshire & Wynder LLP (“A&W”), is dated as of July ___, 2024.
RECITALS
A. City and A&W entered into that certain Agreement for Contractual Services dated March 7, 2017 (“Agreement”) whereby A&W agreed to provide City Attorney services.
B. On November 3, 2020, City and A&W approved that certain Amendment No. 1 to the Agreement to increase the applicable compensation rates.
C. On April 4, 2023, City and A&W approved that certain Amendment No. 2 to the Agreement to increase the applicable rates.
D. City and A&W now desire to amend the Agreement to increase the applicable compensation rates and update the designation of the Assistant City Attorney.
TERMS
Contract Changes.
(a) Exhibit 1 of the Agreement, entitled “Rate Schedule” is hereby amended to add the additional clause below:
“To allow for the specialized Watermaster legal services for which Keith Lemieux of the Firm will be engaged to assist, which includes advice and litigation services regarding implementation of the Judgment by the Chino Basin Water Master and subsidiary entities, the following rates shall apply:
$325 Partners
$285 Associates
$180 Paralegal/Law Clerk
$110 Document Clerk
The above rates shall thereafter be adjusted per the terms of Exhibit 1. Except as so amended, Exhibit 1 shall remain unmodified and in full force and effect.”
2. Section 9 of the Agreement, entitled “Personnel” is hereby amended in its entirety to read as follows, with the deleted language appearing in strikeout and added language in underlined text:
“9. Personnel. In addition to Fred Galante acting as City Attorney, A&W will provide the following additional attorneys to render the predominant legal services hereunder:
Brian Wright-Bushman Assistant City Attorney
G. Ross Trinder Litigation
With the approval of the City Manager or designee, a attorneys to serve in the role of Assistant City Attorney and Lead Litigation Counsel, which personnel may be replaced by direction of the majority of the City Council or City Manager, in their discretion. Assignments may be modified as provided in Section 1 above and except as so provided, A&W will exercise its discretion to utilize whichever attorney(s) (and staff) it determines to be best suited to its rendition of legal services under this Agreement, on matters assigned by the City, consistent with the competent and efficient rendering of legal services, and with a view toward rendering such services in an economically efficient matter.” Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by this Amendment to the Agreement.
3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and A&W each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.
A&W represents and warrants to City that, as of the date of this Amendment, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.
City represents and warrants to A&W that, as of the date of this Amendment, A&W is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.
4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.
5. Authority. The persons executing this Amendment on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment, such party is formally bound to the provisions of this Amendment, and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said party is bound. [SIGNATURES APPEAR ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.
CITY:
CITY OF CHINO, a municipal corporation
Eunice M. Ulloa, Mayor
ATTEST:
Natalie Gonzaga, City Clerk
A&W:
ALESHIRE & WYNDER, LLP, a California limited liability partnership By: _____________________________
Name: Fred Galante, City Attorney
Title: Equity Partner
Address: 1 Park Plaza
Suite 1000
Irvine, CA 92614
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2 Project Name/No.: ________________ Contract No.: ______________ Project Manager: ________________ Approved: ______________ Project Name/No.: ________________ Contract No.: ______________ Project Manager: ________________ Approved: ______________