AGR-7437.2 - THE HUB OCDocuSign Envelope ID:847DC2E4-78CB-4AEF-A36F-46FF97AB2639
Per
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AGR-7437.2
SECOND AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
Continuum of Care Coordination Services]
THIS SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (the
Second Amendment") is made and entered into as of April 25 2023, by and between the
CITY OF ORANGE, a municipal corporation("City"), and Allelous dba, The HUB OC, a California
nonprofit corporation("Contractor"), with reference to the following:
A. City and Contractor entered into a Professional Services Agreement (Agreement No.
7437) dated November 15, 2022, which is incorporated herein by this reference (the "Original
Agreement"); and
B. City and Contractor amended the Original Agreement to revise the term by a First
Amendment to Professional Services Agreement (Agreement No. 7437.1) dated February 14, 2023,
which is incorporated herein by this reference (the "First Amendment"); and
C. City and Contractor desire to further amend the Original Agreement to modify, amend
and supplement certain portions of the Original Agreement, revise the term and increase the
compensation.
NOW, THEREFORE, the parties hereby agree as follows:
Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used
herein shall have the meanings set forth for such terms in the Original Agreement.
Section 2. Cross-References. City and Contractor agree that all references in this Second
Amendment are deemed and construed to refer to the Original Agreement, as implemented by this
Second Amendment.
Section 3. Time of Completion. Section 10 of the Original Agreement, "Time of
Completion; Term"is hereby amended in its entirety to read as follows:
Contractor shall commence the work provided for in this Agreement within five (5)
days of the Effective Date of this Agreement and diligently prosecute completion of the
work as agreed to by the representatives of the parties."
Section 4. Compensation. The total not-to-exceed compensation for the services to be
rendered as set forth in Section 2.a of the Original Agreement is increased by SEVEN HUNDRED
FIVE THOUSAND SIX HUNDRED DOLLARS and 00/100 ($705,600.00)and Section 2.a is hereby
amended in its entirety to read as follows:
DocuSign Envelope ID:847DG2E4-78CB-4AEF-A36F-46FF97AB2639
Contractor's total compensation for all services performed under this Agreement, shall
not exceed ONE MILLION ONE HUNDRED FIVE THOUSAND SIX HUNDRED
DOLLARS and 00/100($1,105,600.00)without the prior written authorization of City."
Section 5. Integration. This Second Amendment amends,as set forth herein,the Original
Agreement and, except as specifically amended hereby, the Original Agreement shall remain in full
force and effect. To the extent that there is any conflict or inconsistency between the terms and
provisions of this Second Amendment and the terms and provisions of the Original Agreement, the
terms and provisions of this Second Amendment shall control and govern the rights and obligations
of the parties.
IN WITNESS of this Second Amendment, the parties enter into this Second Amendment on
the year and day first above written.
CONTRACTOR"CITY"
The HUB OC, a California nonprofit corporation CITY OF ORANGE, a municipal corporation
DoeuSi ned by: DoeuSigned by:
Nita r. % t v.
By: nAFnl111 NRFAd1R BY• OZD+38D777A3Q417.
Printed Name: Holiday Zimmerman Daniel R. Slater, Mayor
Title: CEO
DoeuSigned by:
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SLOW,
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Printed Name: Shawn King DocuSigned by:
Title: Secretary
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Pamela Coleman, City Clerk
APPROVED AS TO FORM:
DocuSigned by:
07BC182A26A1451...
Mary E. Binning, City Attorney
NOTE:City requires the following signature(s) on behalf of the Contractor:
1) the Chairman of the Board, the President or a Vice-President, AND (2) the
Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or
an Assistant Treasurer. If only one corporate officer exists or one corporate
officer holds more than one corporate office, please so indicate. OR
The corporate officer named in a corporate resolution as authorized to enter into
this Agreement. A copy of the corporate resolution, certified by the Secretary
close in time to the execution of the Agreement, must be provided to City.
2