AGR-6001.A.1 - HWDS & ASSOCIATES INC - FIRST AMENDMENT PROFESSIONAL SERVICES AGREEMENTAGR NO.6001.A.1
FIRST AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
TH1S FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (the
First AmendmenP') is made and entered into as of avr 2020, by and between the
CITY OF ORANGE, a municipal corporation ("City"), and HWDS & ASSOCIATES, INC., a
Califomia corporntion, dba HARLAN 1NEST DESIGN STUD10 ("HWDS"), with reference to the
following:
A. On April 11, 2017, Ciry and HWDS entered into a Professional Services Agreement
Agreement No. 6001.A),wlilch is inwrporated herein by this refercnce(the"Original AgreemenP');
and
B. City and HWDS desire to amend the Original Agreement to modify, amend and
supplement certain portions of the Original Agreemcnt by cxecu[ing[he first cxtcnsion.
NOW,T1iEREFORE,the parties hereby agree as follows:
Section 1. Deftned Terms. Except as othenvisc defined hercin,all capitalizcd tcrtns used
herein shall have the meanings set forth for such tcrms in the Original Agrecment.
Section2. Cross-References. City and HWDS agree tha[ all refcrences in [his First
Amendment aze deemed and wnstrued to refer [o the Original Agrcement, as implemented by this
First Amendmen[.
Section 3. Renewal Term. Pursuant to Scc[ion 9.b of thc Original Agreement, upon thc
expiratioo of the Initial Tertn on April 10, 202Q the City exercises its option [o extend the term for
one additional yeaz (the "Renewal Term") upon the same terms and condi6ons as the Original
Agreement. The Renewal Term shall commence on April 11,2020 and terminate on April 10,2021.
Section 4. Authoritv of Citv Manaeer. Pursuant to Section 9.b of [he Original
Agreement, [he City Mana er is authorized to approve and execute amendments to the Contract as
providcd herein.
Section 5. Intearatlon, This First Amendment amends, as sct fotth hercin, the Original
Agreement and, except as spccifically amended hereby, the Original Agreement shall remain in full
force and effect. To thc extent that there is any conflict or inconsistency between the teRns and
provisions of this First Amendment and the terms and provisions of the Origival Ageement,the terms
and provisioos of[his First Amendment sha(I control and govcm [hc rights and obligations of the
parties.
IN WITNESS of this Agreement, the parties enter inro this Agreement on the year and day
firs[above written.
HWDS" CITY"
HWDS &ASSOCIATES,INC., a Califomia CI7'Y OF ORANGE, a municipal cocporation
corporation,dba IIARLAN WEST DESIGN
STUD10
By:
By. Rick Otto,City Manager
Printed N e: f
Titic: Gi"
By: APPROVED AS TO FORM:
Printe Name:
Titic:
ary A. Sh [z, Ci omc
NOTE:If HWDS is a rorparallon,the City rcquires the following signature(s):
1)the Chairman of the Board,the Presideut or a Vice-President,AND 2 ,[he Secretary,
the Chief Financial Ofticeq t6e Treasureq an Assistant Secretary or an Assistant
Treasurer. II only one corporate orccer exists or one corporate officer 6olds mare than
one corporate o[fice,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 the City.
2