AMENDMENT NO. 2
TO THE DESIGN SERVICES AGREEMENT
SQ-97-DE-20
BETWEEN
THE CITY OF FONTANA
AND
WLC ARCHITECTS, INC.
1. Parties and Date.
This Amendment No. 2 to the Design Services Agreement S Q-97-DE-20 (“Amendment No. 1”) is made and entered into as of this 13th day of December, 2022, by and between the City of Fontana (“City”) and WLC Architects, Inc., a Corporation with its principal place of business at 8163 Rochester Avenue, Suite 100, Rancho Cucamonga, California 91730 (“Designer”). City and Designerare sometimes individually referred to as “Party” and collectively as “Parties.”
2. Recitals.
2.1 Original Agreement. The City and Designer have entered into an agreement entitled “FIRE STATION NO. 81 5302 MONTELENA ROAD” dated September 28, 2020 (“Agreement”) for the purpose of retaining the services of Designer to provide services in connection with the Fire Station No. 81 project.
2.2 Amendment Purpose . The City and Designer desire to amend the Agreement to additional scope of services and increase the not-to-exceed compensation amount.
2.3 Amendment Authority. This Amendment No. 2 is authorized pursuant to Section 3.37 of the Agreement.
3. Terms.
3.1 Amendment. Section 3.1.1 of the Agreement is hereby amended in its entirety to read as follows:
3.1.1 Scope of Services . Designer promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional design and related services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as “Services”). The Services are more particularly described throughout this Agreement, including Exhibit “A” attached hereto and incorporated herein by reference and Attachment 1 to Amendment No. 2.
All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. All Services performed by Designer shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld.
3.2 Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:
3.1.2 Term. The term of this Agreement shall be from S e p t e m b e r 2 8 , 2020 to May 31, 2023, unless earlier terminated as provided herein. Designer shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.
3.3 Section 3.10.1 of the Agreement is hereby amended in its entirety to read as follows:
3.10.1 Designer’s Compensation for Basic Services . Designer shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit ”B” attached hereto and incorporated herein by reference. Amendment No. 2 is authorized in the amount of Seven Thousand, Four Hundred Eighty Dollars and Zero Cents ($7,480.00). The total compensation shall not exceed Five Hundred Twenty -seven thousand, Four hundred Eighty dollars and thirty -two cents ($527,480.00) without written approval of City’s Engineering Manager. Extra Work may be authorized, as described below; and if authorized, said Extra Work will be compensated at the rates and manner set forth in this Agreement.
3.4 Continuing Effect of Agreement . Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2.
3.5 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 No. 2.
3.6 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
[Signatures on Next Page]
SIGNATURE PAGE TO
AMENDMENT NO. 2
DESIGN SERVICES AGREEMENT
CITY OF FONTANA
By:
Matthew C. Ballantyne
City Manager
WLC ARCHITECTS, INC.
By: ______________________________
Kelley Needham
Chief Financial Officer
Attest:
By:
Germaine McClellan Key, City Clerk
Approved as to form:
_______________________________
Best Best & Krieger LLP
City Attorney
By: ______________________________
Phillip Burum
Deputy City Engineer
By: ______________________________
Gia Kim
Director of Public Works/City Engineer
IN COMPLIANCE WITH PURCHASING AND CONTRACT ADMINISTRATION POLICIES/PROCEDURES
Jessica Brown
Management Services Department
Purchasing
Attachment 1 to Amendment No. 2
[insert additional services scope of work]