FIRST AMENDMENT TO
AGREEMENT BETWEEN
CITY OF EAST PALO ALTO
AND
GOOD CITY COMPANY
This First Amendment to the Principal Agreement made and entered into on 5th day of November, 2019, hereafter reterred to as Agreement, between Good City Company, a Calitornia corporation, therein referred to as Consultant, and the City of East Palo Alto, a municipal corporation, therein referred to as City, is made and dated for reference this 20th day of July, 2021
Consultant and City do mutually agree as follows:
1. Amended Exhibit A-1. Exhibit A-1 of the Master Consultant Agreement, which sets forth the services to be provided pursuant to the Master Consultant Agreement is hereby amended to include the services as set forth in Exhibit A-1 of this Amendment.
2. Revised Exhibit B, Section 1. Exhibit B, Section 1 of the Principal Agreement, entitled "Compensation" is hereby repealed and replaced with the following:
City agrees to pay Consultant, at the rate(s) specified below, for those services set forth in Exhibit A of this Agreement, and for all Approved Service Orders issued under this Master Consultant Agreement, as amended, for an additional not to exceed amount of Two Hundred Fifty Thousand Dollars ($250,000), for a new total not to exceed amount of Seven Hundred and Fifty Thousand Dollars ($750,000).
This amount is inclusive of the appropriation authorized by Resolution No. 106 - 2021.
Consultant agrees that the amount of increase in the not to exceed amount specified above shall constitute full compensation for the Additional Services, and shall fully compensate Consultant for any and all direct and indirect costs that may be incurred by Consultant in connection with the Additional Services, including costs associated with any changes and/or delays in work schedules or in the performance of other services or work by Consultant.
3. Integration. This Amendment, including all exhibits, if any, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Amendment. This Amendment shall not be amended or modified except by a written agreement executed by each of the parties hereto. Except as specifically revised herein, all terms and conditions of the Agreement, and all prior amendments, if any, shall remain in full force and effect, and Consultant shall perform all duties, obligations and conditions required under the Agreement.
4. Inconsistencies. In the event of any conflict or inconsistency between the provisions of this Amendment and the Agreement, and any prior amendment, if any, the provisions of this Amendment shall control in all respects.
5. Ambiguities. The parties acknowledge that they have had the opportunity to have this Amendment reviewed by their respective legal counsel, and that the terms and conditions of this Amendment are not to be construed against any party on the basis of such party's draftsmanship thereof.
6. Counterparts. This Amendment may be executed by the parties in one or more counterparts all of which collectively shall constitute one document and agreement.
Facsimile Signature; Electronic Signature. This Amendment shall be binding upon the receipt of facsimile signatures or e-mailed by PDF or otherwise. Any person transmitting his or her signature by facsimile or electronically shall promptly send an original signature to the other party pursuant to the notice provision of the Agreement.
The failure to send an original shall not affect the binding nature of this Amendment.
8. Authority. The person signing this Amendment for Consultant hereby represents and warrants that he or she is fully authorized to sign this Amendment on behalf of Consultant.
IN WITNESS WHEREOF, the parties have entered into this First Amendment on the day and year first hereinabove appearing.
[Signatures on the following page]
Good City Company, CITY OF EAST PALO ALTO,
a California corporation a municipal corporation
By:_
Aaron Aknin
Principal City Manager
DATE: 8/5/21 DATE +/1/2021
FEDERAL I.D. #: 94-03154294
ATTEST:
2020-4263 "26
East Palo Alto Business License No.
By:
Walfred Sotorzane, City Clerk
James colin feting
APPROVED AS TO CONTENT:
Amy Chen
Community & Economic Development
Director
APPROVED AS TO FORM:
City Attorney
EXHIBIT A - 1 OF THE FIRST AMENDMENT TO
AGREEMENT BETWEEN CITY OF EAST PALO ALTO
GOOD CITY COMPANY
SCOPE OF WORK
Contract Planning
At the request of the City, and as directed by the City, Consultant shall provide senior or principal-level project management assistance on major development projects and activities shall include, but are not limited to, the following activities:
1. Application intake and reporting;
2. Consultation with other City departments as needed;
3. Preliminary project and application review;
4. Managing sub-consultants (including scope and cost estimates) for Developer Reimbursement Agreements;
5. Processing invoices and collecting deposits incurred against Developer Reimbursement Agreements;
6. Formal application review and evaluation for completeness;
7. Analysis of zoning, General Plan, Specific Plans, and Area Plans;
8. Site visits and applicant meetings;
9. Preparation of staff reports for review by advisory bodies, Planning Commission, and City Council as required;
10. Engagement and management of technical consultants for specific tasks or reports;
11. Interfacing with sub-consultants hired through Master Consulting processing for project-specific work;
12. Interfacing with Raimi & Associates and other consultants regarding RBD Specific Plan updates (as relevant to project);
13. Presentations and/or assistance to City staff with project presentations to the Planning Commission, City Council, or other City hearing bodies as needed;
14. Conduct of scoping, outreach, or public information meetings with City statt; and,
15. Perform related duties and responsibilities as required.