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18-0403_PLACEWORKS_First Amendment to Professional Services AgreementAMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO 1,10117 PLACEWORKS 1. Parties and Date. This Amendment No. 1 to the Professional Services Agreement is made and entered into as of this ' K day of April, 2018, by and between the City of San Juan Capistrano, a municipal organization organized under the laws of the State of California with its principal place of business at 32400 Paseo Adelanto, San Juan Capistrano, California 92675 ("City") and Placeworks, a California Corporation with its principal place of business at 3 MacArther Place, Suite 1100, Santa Ana, CA 92707 ("Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties." 2. Recitals. 2.1 Consultant. The City and Consultant have entered into an agreement entitled Professional Services Agreement dated November 7, 2017 ("Agreement") for the purpose of retaining the services of Consultant to provide preparation of an Initial Study (IS) and subsequent environmental document, as required by the initial study, for the River Street, San Juan Capistrano proj ect. 2.2 Amendment Purpose. The City and Consultant desire to amend the Agreement to revise the scope of services and increase the not -to -exceed compensation amount. 2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 3 of the Agreement. 3. Terms. 3.1 Amendment. Section 1 and 3 of the Agreement are hereby amended in its entirety to read as follows: 1. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit "A." Page] of 3 61147.02100\24464451.1 2. Compensation. a. Subject to paragraph 2(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit "B." b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $184,232. This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis. 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1. 3.4 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. [Signatures on Next Page] Page 2 of 3 61 147.02100\24464451.1 SIGNATURE PAGE FOR AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND PLACEWORKS CITY OF SAN JUAN CAPISTRANO PLACE WORKS Signatu PleOL- • kp'1 5.,�F Name Title Mitt- �7 Date Page 3 of 3 61147.02100\24464451.1 EXHIBIT A AMENDMENT NO. 1 PROJECT NO. I SJC-11 I DATE I March 22, 2018 PROJECT NAME I River Street Marketplace AGREEMENT BETWEEN: CLIENT City of San Juan Capistrano CONSULTANT PlaceWorks STREET ADDRESS 32400 Paseo Adelanto STREET ADDRESS 3 MacArthur Place, Suite 1100 CITY STATE AND ZIP San Juan Capistrano, CA 92675 CITY STATE AND ZIP Santa Ana, CA 92707 CONTACT David Contreras CONTACT Nicole Morse Hereinafter referred to as "Client." Hereinafter referred to as "Consultant." This Amendment No. 1 to an existing agreement for services is made and entered into effective as of the date of signature ("Effective Date"), by and between PlaceWorks (Consultant), a California Corporation, and City of San Juan Capistrano (Client). RECITAL The Consultant desires to amend, modify and revise that certain Agreement ("Existing Agreement") with the Client, entered into on November 7, 2017 to provide Services, as defined therein, and to now amend the Existing Agreement. Except as specifically amended by this document, all other terms and conditions of the Existing Agreement will remain in full force and effect, without modification. Now, therefore, in consideration of the above facts and of the covenants and agreement contained herein, the parties hereto agree that: A Contract Amendment in the amount of $15,993 is authorized in accordance with the scope of work provided in Attachment A. Tasks Previous Contract Amount Amount of this Amendment New Contract Amount TASK 3. MEETINGS AND PUBLIC HEARINGS 7,650 1,535 9,185 TASK 4.1 VISUAL -AESTHETIC SUMULATION ANALYSIS 11,655 1,530 $13,185 TASK 4.3 NOISE 7,840 1,224 $ 9,064 TASK 4.5 CULTURAL RESOURCES (COGSTONE) $ 10,310 $ 11,704 $ 22,014 TOTAL $168,239 $15,993 $184,232 IASK $ 0.00 $ 0.00 $ 0.00 TASK $ 0.00 $ 0.00 $ 0.00 1 CONSULTANT: CONSULTANT PlaceWorks STREET ADDRESS 3 MacArthur Place, Suite 1100 CITY STATE AND ZIP Santa Ana, CA 92707 AUTHORIZED REPRESENTATIVE Nicole Morse, Esq. TITLE Associate Principal PlaceWork's Authorized Representative Date CLIENT: CLIENT City of San Juan Capistrano STREET ADDRESS 32400 Paseo Adelanto CITY STATE AND ZIP San Juan Capistrano, CA 92675 AUTHORIZED REPRESENTATIVE David Contreras TITLE Senior Planner Client's Authorized Representative Date EXHIBIT B Task Scope of Work cost", _ PlaceWorks will attend seven 1 -hour team meetings to discuss $1,535 3: Meetings and Public Hearings project status. 4.1. Visual -Aesthetic Simulation PlaceWorks will update the view simulations 1,530 Analysis _ PlaceWorks will update the cumulative operations modeling and 1,224 4.3: Noise tables to reflect the additional related projects that were added to the traffic analysis. Segment volumes will be provided by LLG. 4.5: Cultural Resources (Cogstone) Task Management and Communication—This task includes Project 11,704 management and communication by Cogstone's Project manager with PlaceWorks. Cogstone will attend a maximum of 3 in-person meetings. Pre -field Coordination—Cogstone's key staff will conduct research and prepare a work plan letter describing the methods to be used and a map showing the suggested location of the excavations for the City's approval. Field Work—Cogstone will provide a crew of two to conduct the XPI study to determine the presence or absence of archaeological materials within the Project Area that is within and adjacent to the historic archaeological refuse site. The XPI will include up to 10 STPs with a 1.5 feet diameter excavated to a depth of 2 sterile levels. All soils will be screened through 1/4 inch wire mesh. A Native American monitor will be present during the testing. If intact subsurface deposits are identified during the XPI testing, the City may require additional work such as a Phase II data recovery program, which is outside of this scope of work. Isolated artifacts can be recovered and documented within this scope. All the archaeological collections will have provenience control (vertical and horizontal). Horizontal control shall be referenced from the site datum permanently set into the ground and secondary reference points as appropriate. All material recovered in the field will be analyzed on site and returned to the location from which it came. Temporally diagnostic artifacts will be collected, cataloged, and retained until all, If any, further archaeological work is completed and cataloged. It is assumed that no more than 20 temporally diagnostic artifacts will be collected. Curation costs are not included with this scope. XPI Report & DPR 523 Site Forms—Cogstone's key staff will prepare a draft XPI report and DPR 523 site forms. The report will summarize the results of the testing and the integrity of any identified deposit. Cogstone will respond to one round of comments and produce the final report. If intact cultural deposits are identified, additional work may be necessary and is not part of this proposal. No additional work would be conducted without advance approval. CONTRACT AMENDMENT TOTALmm $15,993 ORIGINAL CONTRACT TOTAL _. $168,239 n NEW CONTRACT TOTAL $184,232 1. 2 percent of PlaceWorks Labor for Office Expenses. 2. Includes a 10 percent mark-up. 1