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20-0220_ECO-NOMICS, INC._Amd 2 to Professional Services AgreementAMENDMENT NO.2 TO THE SUSTAINABLE WASTE DIVERSION PROGRAMS PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND ECONOMICS, INC. 1. Parties and Date. This Amendment No. 2 to the Sustainable Waste Diversio Programs Professional Services Agreement is made and entered into as of this c ZC) day of 406 . 2020, 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 Eco/Nomics, Inc. a Colorado corporation with its principal place of business at 33155 Camino Capistrano, Suite E, San Juan Capistrano, CA 92675, ("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 "Sustainable Waste Diversion Programs" dated June 6, 2017, ("Agreement") for the purpose of retaining the services of Consultant to provide AB 1826 assistance. 2.2 Amendment Purpose. The City and Consultant desire to amend the Agreement to extend the term and increase the not -to -exceed compensation amount. The parties have heretofore entered into Amendment No. 1 dated February 19, 2019. 2.3 Amendment . LIflioritv . This Amendment No. 2 is authorized pursuant to Sections 3 and 23 of the Agreement. 3. Terms. 3.1 Amendment. Section 2 of the Agreement is hereby amended in its entirety to read as follows: 2. Compensation. a. Subject to paragraph 2(b) below, the City shall pay for services specified in Exhibits A and A-1 in accordance with the Schedule of Charges set forth in Exhibits B and B-1, respectively. Pagel of 3 61147.02100\32739949.1 b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of One Hundred Thousand Dollars ($100,000). 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 Amendment. Section 5 of the Agreement is hereby amended in its entirety to read as follows: 5. Time of Performance. Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed ("Notice to Proceed"). Consultant shall complete the services required hereunder on or before June 30, 2021. The Notice to Proceed shall set forth the date of commencement of work. 3.3 Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement as amended by Amendment No. 1 and this Amendment No. 2. 3.6 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. 2. 3.7 Severability. If any portion of this Amendment No. 2 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 61147 02100132739949.1 SIGNATURE PAGE FOR AMENDMENT NO.2 TO THE SUSTAINABLE WASTE DIVERSION PROGRAMS PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CA.PISTRANO AND ECONOMICS, INC. CITY OF SAN JUAN C ISTRANO ECONOMICS, INC. Approved By.• Be in &fel Signature Name Date nrr ��rA Au n /� Title 3"21 10,1 0 Maria Mo is, ltv lark Date Approved 8s Ta:forrn: CJ"ttorney Page 3 of 3 61147.021 00\32739949.1