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AMENDMENT NO. 1 TO AGREEMENT NO. C2013- 091
Revenue Auditand ConsultingServices
City BudgetCodes 41515- 53201
41810- 53201
oo—VIThis Amendment No 1 (" Amendment") to CityCitycAgreement No C2 13- 31, entitled Revenue Audit and Consulting Services ( Agreement"), by and between the City of Napa, a California charter city (( City ), and Hinderliter, de Llamas and Associates ( HdL), a California corporation ( Consultant"), is effective on the EffectiveDate identifiedon the signaturepage
RECITALS
A City and Consultant enteredintothe Agreement, effectiveApril 23, 2020 for an amountnot to exceed $ 125,000, pursuant to which Consultant agreed to perform certain services described in the Agreement( Services"), generallyincludingrevenue projectionanalysis, tax-relatedlegislativenotifications, and tax and fee compliance review
B Citydesires continuationofservices describedinoriginalagreementinadditionalfiscalyears C City has determined that additional Services (" Additional Services") are required to continue, modify, or expand the Services performed under the Agreement, as set forth in the Scope of Additional Services and Schedule of Performance, attached hereto as Exhibit " A" and incorporated herein by reference
NOW, THEREFORE, the City and the Consultant, for the mutual considerationdescribed herein, agree as follows'
1 INCORPORATION BY REFERENCE Unless otherwise specified, all subsequent references to the Agreement are deemed to mean the original Agreement as modified by any amendments preceding this Amendment, ifany This AmendmentincorporatestheAgreementby reference,exceptand onlyto theextent thatany terms or conditions of the Agreement are specifically modified by this Amendment All terms and conditions in the Agreement that are not specifically modified by this Amendment remain in full force and effect
2 SCOPE OF ADDITIONAL SERVICES Consultant will performthe Additional Services described in Exhibit" A' in accordance with the terms and conditions of this Amendment 3 TERM The term of this amended Agreement begins on the date it is signed by the City Clerk, below, attesting to full execution of the Agreement by both parties ("Effective Date"), and ends upon Consultant's completion of the Services required by this Agreement, on or before three (3) years from Effective Date The following provisions will survive expiration or termination of this Agreement Section 7 Dispute Resolution), Section 8 1 (Confidentiality), Section 8 3 (Records of Performance), Section 10 Indemnification), and Section 13 ( General Provisions)
4 PAYMENT CitywillcompensateConsultantforsatisfactoryperformanceof theAdditionalServicesin an amount not to exceed $ 250, 000 ( based on $ 217, 000 for continuation of original scope of services in additionalfiscal years and $33,000 for additionalscope of services described in ExhibitA) The cumulative totalcompensationpayableto theConsultantwill notexceed$375, 000withoutpriorwrittenauthorizationfrom the City for this Amendment to provide for continuationof originalscope of services and additionalscope of services provided in Exhibit A
5 ENTIRE AGREEMENT The Agreement, as modifiedby this Amendment, constitutesthe entire integrated understanding between the parties concerning the Additional Services This Amendment supersedesall prior negotiations,agreementsand understandingsregardingtheAdditionalServices,whether Amendment to Agreement Page 1 of 3 Form 2 21 ( 2018- 01- 12) Revenue Audit and Consulting Services
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writtenor oral The documentsincorporatedby reference intothis Amendmentare complementary, what is called for in one is binding as if called for in all, except and only to the extent otherwise specified If any provisionin an exhibitto this Amendment conflictswith or is inconsistentwith a provisioninthe body of this Amendment,the provisionsinthebodyofthisAmendmentwillcontroloverany such conflictingor Inconsistent provisions
6 SIGNATURES The individualsexecutingthisAmendmentrepresentandwarrantthattheyhave theright, power, legalcapacity, and authorityto enter intoandto executethis Amendmenton behalf of the respective legal entitiesof Consultant and City This Amendmentshall inureto the benefitof and be bindinguponthe partiesheretoand theirrespectivesuccessors and authorizedassigns IN WITNESS WHEREOF, the Parties have executed this Amendment to be effective on the Effective Date set forth below
CITY: CONSULTANT:
CITY 0 a California charter city H •
1 as and Associates
By ����
a
By 4R, es
Steve Potter, City Manager Andrew Nthe(rs sident
3 Richard Park, Chief Financial Officer
ATTEST:
TiffanyCarranza, City Clerk itti a) e(. r-., Itio. , D< N4-1 C'}>) cfrA6 Date iPNIQSi 27 w Lo
Effective Date')
COUNTERSIGNED:
f�
rg, City-uditor
P-i
Joy iese berg, City Auditor
APPROVED AS TO FORM:
Cal
SabrinaS.Wolfson,DeputyCityAttorney
Michael W Ba rett, City Attorney
Amendment to Agreement Page 2 of 3 Form 2 2 1 ) 2018- 01- 12) Revenue Audit and Consulting Services
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EXHIBIT" A"
SCOPE OF ADDITIONAL SERVICES AND SCHEDULE OF PERFORMANCE The Consultantwill performthe Additional Services described below, withinthe specified schedule.
INSIGHT Market Analytics— 3 Year Subscription
Provide analyticsdata on targetedareas of interestwith up to date trade area datafor your communityIncludesthefollowingreports1) ConsumerDemographicProfile, 2) HouseholdSegmentation Profile, 3) Employment Profile, 4) Consumer Demand & MarketSupply Assessment, and 5) Supporting Trade Area Maps
Includes up to 5 trade areas and the City of Napa
Semi- Annual Updates when the new data becomes available Compensation-$ 5,000 annually for total of$ 15,000 for 3-year period Additional Reports
Additionaltrade area or special projectarea beyond the five thatare included in the subscriptioncan be addedduringthetermEachadditionaltradeareareportwillbebilledfortheadditionalcostof$900each Community Profile
Preparationof a CommunityProfilefor Napatobeincludedon City's website, alongwiththeINSIGHT Market Analytics reports
The Community Profile will be updatedafter 12and 24 months Compensation-$ 6, 000 annually for total of$ 18,000 for 3-year period Total Compensation=$ 11,000 annually for total of$ 33,000 for 3-year period.
Additional reportsdesired are at an additionalcost of$ 900/per report Representative
The consultant representing HdL for these additional services shall be Barry Foster, Principal/ Managing Directorfor HdL ECONSolutions, along with staff supportfrom Fienna Cheng, Analyst Amendment to Agreement Page 3 of 3 Form 221 ( 2018- 01- 12) Revenue Audit and Consulting Services
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