THIRD AMENDMENT TO AMENDMENT
TO PROFESSIONAL SERVICES AGREEMENT
This Third Amendment (the "Third Amendment") to Agreement between the City of Hawthorne, CA and Redflex Traffic Systems, Inc. for Photo Red Light Enforcement Program is made by and between the City of Hawthorne, CA (the "Customer" or the "City"), and Redflex Traffic Systems, Inc., now doing business as Verra Mobility Systems ("Verra Mobility") (individually referred to as a "Party" and together referred to as the "Parties"). The Effective Date of this Third Amendment is May ___, 2024.
RECITALS
WHEREAS, the Parties executed the Exclusive Agreement between the City of Hawthorne, CA and Verra Mobility for Photo Red Light Enforcement Program on April 19, 2009 (the "Original Agreement"); WHEREAS, the Agreement was amended on March 3, 2012, to make changes and improvements to Sections 2, 3.3.10, 6.1, 6.2, 6.3 and Exhibits "A" and "D" (the "First Amendment") (collectively, with the Original Agreement, the "Agreement");
WHEREAS, Except as otherwise specifically amended herein in this Third Amendment, all other terms and conditions contained in the Agreement shall remain in full force and effect; WHEREAS, the Parties now desire to extend the Term and update the Notice address of the Agreement; and
NOW THEREFORE, the Parties hereby amend the Agreement as follows:
TERMS AND CONDITIONS
A. Term. Section 2, "Term," of the Agreement is hereby replaced in its entirety with the following language:
2. TERM. The term of this Agreement shall commence as of the Effective date of this Third Amendment and shall continue until June 30, 2029. The Customer shall have the right, but not the obligation, to extend the term of this Agreement for up to one (1) additional four (4) year period following the expiration of the Initial Term ("Renewal Term" and collectively with the Initial Term, the "Term"). The Customer may exercise its right to extend the term of this Agreement for a Renewal Term by providing written notice to Verra Mobility not less than thirty (30) days prior to the last day of the Initial Term. In the absence of such notice to extend the Term of this Agreement, the Term shall be automatically extended from month to month until either (1) the City or Verra Mobility terminate this Agreement upon thirty (30) days written notice or (2) the Parties enter into a new agreement.
B. Notices. Section 9.1 of the Agreement is hereby amended to change the Notice address for Verra Mobility to the following:
Verra Mobility Systems
Attn: Government Solutions Legal Department
1150 N. Alma School Road
Mesa, AZ 85201
Email: [email protected]
C•. Enforceability of Non-Amended Terms and Conditions. Except as expressly amended in this Third Amendment, the Terms and Conditions of the Agreement shall remain in full force and effect.
To the extent that this Third Amendment conflicts with the terms of the Agreement, this Third Amendment shall control. Any capitalized terms not defined in this Third Amendment shall have the meanings ascribed to them in the Agreement.
Approved as to form, content and legality:
CITY OF HAWTHRONE, CALIFORNIA VERRA MOBILITY SYSTEMS
By: ___________________________ By: __________________________ Name: ___________________________ Name: __________________________ Title: ___________________________ Title: __________________________