AMENDMENT NO. 3 TO
PROFESSIONAL SERVICES AGREEMENT
PROVISION OF CONSTRUCTION MANAGEMENT SERVICES WITH TOTUM
CORPORATION
This Amendment No. 3 ("Amendment") to Professional Services Agreement is made and entered into effective the 6th day of February 2024, by and between the CITY OF PLACENTIA, a Charter City and Municipal Corporation ("CITY"), and Totum Corporation a California corporation (hereinafter "CONSULTANT"). CITY and CONSULTANT are sometimes hereinafter individually referred to as "Party" and or collectively referred to as the "Parties." A. Recitals.
(i). CITY and CONSULTANT entered into a Professional Services Agreement ("Agreement") effective May 18th, 2021 through which CONSULTANT has been providing professional services as more fully explained in the Scope of Services attached to the Agreement as Exhibit "A."
(ii). The Parties now seek to amend the Agreement to increase the cumulative not -to - exceed amount by $470,000 for additional construction management and inspection services in support of the Public Safety Center Project pursuant to the work scope and fee proposal attached hereto an incorporated by reference as Attachment 1.
(iii). All legal prerequisites to the making of this Amendment have occurred.
NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the Parties agree as follows:
B. Amendment to Agreement.
1. Section 2.1 of the Agreement is hereby amended to read as follows:
2.1 Compensation. Consultant shall be paid hourly in accordance with the fee schedule set forth in Attachment 1. Consultant's total compensation under this agreement shall not exceed One Million and Ninety Thousand Dollars ($1,090,000).
2. Except as specifically modified herein, all of the terms, conditions and provisions of the Agreement shall remain in full force and effect.
3. The Agreement, all amendments together with this Amendment No. 3 and all Exhibits attached thereto, constitutes the entire Agreement between the Parties and supersedes all prior negotiations, arrangements, representations, and understandings, if any, made by or between the Parties with respect to the subject matter hereof. No amendment or other modification of the Agreement, as modified by this Amendment No. 3 shall be binding unless executed in writing by both Parties hereto, or their respective successors, assigns, or grantees.
4. Section 4.1 of the Agreement is hereby amended to read as follows:
4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of an additional 24 months, ending on May 18th, 2026, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. The Agreement may be extended for an additional two-year extension at the discretion of the City and contractor performance.
5. Each of the undersigned represents and warrants that he or she is duly authorized to execute and deliver this Amendment No. 3 and that such execution is binding upon the entity for which he or she is executing this document.
IN WITNESS WHEREOF, the Parties have caused Amendment No. 3 to the Consulting Services Agreement are to be executed as of the day and year first above written.
CONSULTANT CITY OF PLACENTIA
By:
Danny Kaye, Totum Corporation
By:
Damien R. Arrula
City Administrator
ATTEST:
By:
Robert S. McKinnell, City Clerk
APPROVED AS TO FORM:
By:
Christian L. Bettenhausen, City Attorney