AMENDMENT NO. 5 TO AGREEMENT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
BIGGS CARDOSA ASSOCIATES, INC.
FOR BRIDGE DESIGN SERVICES
THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and BIGGS CARDOSA ASSOCIATES, INC., a California corporation, hereinafter referred to as "Consultant."
WHEREAS, City and Consultant are parties to that certain agreement, dated February 22, 2011, as amended, entitled "Professional Services Contract Between the City of Huntington Beach and Biggs Cardosa Associates, Inc. for Bridge Design Services" which agreement shall hereinafter be referred to as the "Original Agreement"; and
City and Consultant wish to further amend the Original Agreement to extend the term thereof and increase the compensation thereof,
NOW, THEREFORE, it is agreed by City and Consultant as follows:
1. EXTENSION OF TERM.
The term of the Original Agreement is hereby extended three additional years. The Original Agreement shall now expire on February 21, 2025, unless sooner terminated as provided therein.
ADDITIONAL WORK
Consultant shall provide to City such additional services as required by City, including administration, utility coordination, and further consultation and design services.
22-10866/274065 1
ADDITIONAL COMPENSATION.
In consideration of the additional services to be performed, City agrees to pay Consultant, and Consultant agrees to accept from City as full payment for services rendered, a not to exceed amount of Three Hundred One Thousand Eight Hundred Fifty- Seven Dollars ($301,857.00) to be added to the current contract amount of Two Million Eight Hundred Thirteen Thousand Seven Hundred Ninety-Seven Dollars ($2,813,797.00) for a new total contract amount not to exceed Three Million One Hundred Fifteen Thousand Six Hundred Fifty-Four Dollars ($3,115,654.00).
REAFFIRMATION,
Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. 22-10866/274065 2
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on , 2022.
BIGGS CARDOSA ASSOCIATES, INC., CITY OF HUNTINGTON BEACH, a a California corporation municipal corporation of the State of California
By:_ Стрінканя
M. SCHNABEL
print name Mayor
ITS: (circle one) Chairman/President/Vice President
AND City Clerk
Sanel B Sol INITIATED AND APPROVE
By:
Daniel B. Devlin
print name
ITS: (circle one)(Secretary Chief Financial Director of Public Works Officer/Asst. Secretary - Treasurer
APPROVED AS PQ FORM:
tell
City Attorney
REVIEWED AND APPROVED:
City Manager
22-10866/274065
DocuSign Envelope ID: 6DEB9B9C-4789-4C6D-A8CA-980A0513306D
MINUTES OF ANNUAL MEETING
OF THE
BOARD OF DIRECTORS
OF
BIGGS CARDOSA ASSOCIATES, INC.
December 17, 2020
The annual meeting of the Board of Directors of Biggs Cardosa Associates, Inc., a California corporation ("Company"), was held on December 17, 2020, at 865 The Alameda, San Jose, California 95126.
The following directors, constituting a quorum of the Board of Directors, were present at the meeting:
Stephen A. Biggs
Mark A. Cardosa
Mahvash M. Harms
Michael A. Thomas
Daniel B. Devlin
Roy M. Schnabel (present for a portion of the Board of Directors meeting) Notice
Notice was given to each director in accordance with the California General Corporation Law and the Company's Bylaws, or was not required, or was waived or consented to by the directors, and/or no director objected to any lack or inadequacy of notice of the meeting and all directors above fully participated in the meeting as set forth below.
Chairperson and Secretary
Stephen Biggs, the Company's President and Treasurer, presided as Chair of the meeting and Mark Cardosa, the Company's Secretary and an Executive Vice-President, recorded the minutes as Secretary of the meeting.
Call to Order and Quorum
The identities of all directors and other authorized participants were verified as true.
During the meeting, each participating director could communicate with each other concurrently, and each director was able to participate in all matters before the Board. All Board actions or votes were taken or cast only by directors.
A quorum of the Board of Directors being present as noted above, the Chairperson called the meeting to order.
Election of Officers
The Chairman stated that the election of officers by the Board of Directors was in order. 1 DocuSign Envelope ID: 6DEB9B9C-4789-4C6D-A8CA-980A0513306D The Board then proceeded to nominate officers of the Company. The Chairman made the following nominations, which were seconded by Mahvash Harms:
Stephen A. Biggs President and Treasurer
Mark A. Cardosa Secretary and Executive Vice President
Daniel B. Devlin Vice President
Mahvash M. Harms Vice President
Roy M. Schnabel Executive Vice President
Michael A. Thomas Vice President
No further nominations were made, and the persons named above were unanimously elected to the offices set forth opposite their respective names, to hold such offices in accordance with the Bylaws of the Company.
Authority to Sign Contracts
The subject of authorizing other officers of the Company to negotiate, enter into, and execute work/project related contracts on behalf of the Company was discussed. Michael Thomas moved, and Dan Devlin seconded, the following motion:
• Michael Thomas, Dan Devlin, Roy Schnabel and Mahvash Harms shall be authorized to negotiate, enter into, and execute on behalf of the Company work/project related service agreements with clients in the ordinary course of the Company's business, with no specific aggregate dollar limitation Tom Swayze shall be authorized to negotiate, enter into, and execute on behalf of the Company work/project related service agreements with clients in the ordinary course of the Company's business, with an aggregate value for each client of up to $1,000,000; and
• Kathleen Dillon and Ron Oen shall be authorized to negotiate, enter into and execute on behalf of the Company work/project related service agreements with clients in the ordinary course of the Company's business, with an aggregate value for each client of up to $500,000.
After discussion, the Board unanimously approved the motion.
Adjournment
There being no further business to come before the meeting, the Chairperson moved, Michael Thomas seconded, and the Board unanimously voted to adjourn the meeting Dated: April 20, _ 2021 Hack A Carlora
Mark A. Cardosa, Secretary
2 DocuSign Envelope ID: 6DEB9B9C-4789-4C6D-A8CA-980A0513306D Certification of Secretary
1, Mark Cardosa, hereby certify that:
I am the Secretary of Biggs Cardosa Associates, Inc., a California corporation ("Company"); and
The foregoing Minutes of Annual Meeting of the Board of Directors of the Company, consisting of three pages, are a true and correct copy of the minutes of the annual meeting of the Board of Directors of the Company held on December 17, 2020.
In Witness Whereof, I have hereunto set my hand this _20th day of April 2021.
- DocuSigned by:
Mark A. Cardosa
Mark'Al ardosa, Secretary and Director
ATTEST:
•DocuSigned by:
Stephen d. Biggs
- caStepREMA. Biggs, Director
-DocuSigned by:
Roy matabl
- 906935 M53Schnabel, Director
- DocuSigned by:
Maliask Mr. Harms
-99FMahwash M. Harms, Director
- DocuSigned by:
Michael Thomas
- 9684/fiChaeP A. Thomas, Director
- DocuSigned by:
Daniel B. Dealin
-BOE DAFFPEB. Devlin, Director
3