1 SECOND MODIFICATION OF AGREEMENT NO. 10626 (CCS)
This Second Modification of Agreement Number 10636 (CCS) (“Second Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and IDS Group, Inc. (IDS) is made with reference to the following:
RECITALS
A. On or about May 7, 2018, the City and IDS entered into Agreement Number 10636 (CCS) for engineering peer review services (“Original Agreement”), which had an initial term ending on December 31, 2020.
B. On or about February 4, 2021, the City and IDS entered into a First Modification of Agreement Number 10636 (CCS) (“First Modification”), which was effective as of December 31, 2020. The First Modification extended the term of the Original Agreement by one year to December 31, 2021. The Original Agreement and First Modification may be referred to collectively herein as “the Agreement.” C. The City and IDS desire to modify the Agreement to extend the contract term, effective as of December 31, 2021, one additional year to December 31, 2022.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Agreement as follows:
1. IDS and the City acknowledge and agree that notwithstanding the expiration of the Term as modified by the First Modification, the effective date of this Second Modification is December 31, 2021.
2. Section 1 of the Agreement entitled “Term” shall be deleted in its entirety and replaced with the following paragraph:
Term. This Agreement begins on May 7, 2018 and terminates on December 31, 2022, unless terminated earlier as set forth in the Agreement or extended by the parties in writing. The period of May 7, 2018 to December 31, 2020 shall be referred to as the “Original Term.” The period of time from January 1, 2021 through December 31, 2022 shall be referred to as the Extension Term.
3. Section 4 of the Agreement entitled “Compensation” shall be deleted in its entirety and replaced with the following paragraph:
Compensation. The City will compensate IDS for the Services performed during the Original Term in an amount not to exceed $525,000, at the rates set forth in Exhibit B.
4. Section 4.1 of the Agreement entitled “Extension Term” shall be deleted in its entirety and replaced with the following paragraph:
DocuSign Envelope ID: DF00D726-DD5E-4066-8A6C-E5415E880430 2/14/2022
2 Extension Term. The City will compensate IDS for the Services performed during the Extension Term (January 1, 2021 through December 31, 2022) in an amount not to exceed $100,000. The total amount of compensation for Services rendered during the Original Term and the Extension term shall not exceed $625,000, as set forth in Exhibit B.
5. Except as expressly modified by this Second Modification, all other terms and conditions of the Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Second Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: DF00D726-DD5E-4066-8A6C-E5415E880430 Interim City Attorney
2/10/2022
Joseph Lawrence
Rami Elhassan
Principal
IDS Group, Inc.
2/10/2022
David White
City Manager
2/14/2022
City Clerk
2/15/2022
Denise Anderson-Warren