HomeMy WebLinkAboutAGR-3473.E.5 - MAJOR LEAGUE SOFTBALL, INC. - BALLFIELD MAINTENANCE & ADULT SOFTBALL PROGRAMDocusign Envelope ID: 1611A6B0-F6AB-4211-AE64-DBBFO3BAOA30
AG R-3473.E.5 Initlal
FIFTH AMENDMENT L I
TO
PROFESSIONAL SERVICES AGREEMENT
Ballfield Maintenance and Adult Softball Program Services]
THIS FIFTH AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (the
Fifth Amendment") is made and entered into as of December 3 2025, by and between the
CITY OF ORANGE, a municipal corporation ("City"), and MAJOR LEAGUE SOFTBALL, INC., a
California corporation ("MLS"), with reference to the following:
A. City and MLS entered into a Professional Services Agreement(Agreement No. 3473.E)
dated as of December 10, 2019, which is incorporated herein by this reference (the "Original
Agreement"); and
B. City and MLS amended the Original Agreement by temporarily waiving the payment
of license fees for use of the Old Garage by a First Amendment to Original Agreement (Agreement
No. 3473.E.1.) dated December 18, 2020, which is incorporated herein by this reference (the "First
Amendment"); and
C. City and MLS amended the Original Agreement to reinstate payment of license fees
for use of the Old Garage and revised the terms for revenue sharing and field maintenance by a Second
Amendment to Original Agreement (Agreement No. 3473 E.2) dated April 20, 2021, which
incorporated herein by this reference (the "Second Amendment"): and
D. City and MLS amended the Original Agreement to allow MLS to deduct the cost of
specified material from the Registration Fees due to the City by a Third Amendment to Original
Agreement(Agreement No. 3473E.3) dated September 15, 2022, which is incorporated herein by this
reference (the "Third Amendment"); and
E. City and MLS amended the Original Agreement to modify, amend and supplemented
certain portions of the Original Agreement by revising the term by a Fourth Amendment to Original
Agreement (Agreement No.3473.E.4) dated December 4, 2024, which is incorporated herein by this
reference (the "Fourth Amendment"); and
F. City and MLS desire to further amend the Original Agreement to modify, amend and
supplement certain portions of the Original Agreement by revising the term by six (6) months.
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 MLS agree that all references in this Fifth
Amendment are deemed and construed to refer to the Original Agreement, as implemented by this
Fifth Amendment.
Docusign Envelope ID: 1611A6B0-F6AB-4211-AE64-DBBF03BAOA30
Section 3. Revised Term. The current Agreement is hereby amended to reflect an
Extension Term for six(6)months commencing on January 2,2026 and terminating on June 30,2026.
Section 4. Authority of City Manager. Pursuant to Section 3.08.430 of the Orange
Municipal Code,the City Manager is authorized to approve and execute amendments to the Agreement
to adjust the compensation as provided herein.
Section 5. Integration. This Fifth 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 Fifth Amendment and the terms and provisions of the Original Agreement,the terms
and provisions of this Fifth Amendment shall control and govern the rights and obligations of the
parties.
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Docusign Envelope ID: 1611A6BO-F6AB-4211-AE64-DBBF03BAOA3O
IN WITNESS of this Fifth Amendment, the parties enter into this Fifth Amendment on the
year and day first above written.
MLS" CITY"
MAJOR LEAGUE SOFTBALL, INC., CITY OF ORANGE, a municipal corporation
a California corporation
Signed by:Signed
bs
By: Va t:L r. 3eLUA,SOLA, By:
Printe a1 671avid R. Johnson arrd f 1f ! nbrand, City Manager
Title: President
1—DocuSigned by: "
By: (,A&U'(A.t, Q. jou.+ASS01k. ATTEST:
PrintArNffiie!' atherine A Johnson
Signed by:
Title: Secretary
sarliFINDMIUMn, City Clerk
APPROVED AS TO FORM:
r—DocuSigned by:
LA B 14A.40/1
kattiVfEPTti13ttrian, City Attorney
NOTE:If MLS is a corporation, the City requires the following signature(s):
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 the City.
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