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21-0601_IWATER_1st Amd to Maintenance Services Agreement61147.02100\34030963.1 Page 1 of 5 AMENDMENT NO. 1 TO THE MAINTENANCE SERVICES AGREEMENT FOR VALVE AND FIRE HYDRANT MAINTENANCE SERVICES BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND iWATER, INC. 1. Parties and Date. This Amendment No. 1 to the Maintenance Services Agreement for Valve and Fire Hydrant Maintenance Services Agreement is made and entered into as of this 1st day of July, 2021, 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 iWater, Inc., a California corporation with its principal place of business at 12 Goodyear, Suite 130, Irvine, CA 92618 (“Contractor”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.” 2.Recitals. 2.1 Contractor. The City and Contractor have entered into an agreement entitled “Maintenance Services Agreement for Valve and Fire Hydrant Maintenance Services” dated July 1, 2020, (“Agreement”), for the purpose of retaining the services of Contractor to provide valve and fire hydrant maintenance, flushing and painting services. 2.2 Amendment Purpose. The City and Contractor desire to amend the Agreement to extend the term of the Agreement, increase the not-to-exceed compensation amount, and revise the insurance terms. 2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Sections 3.1.2, 3.5.9 and 3.5.18 of the Agreement. 3.Terms. 3.1 Amendment. Exhibit “B” to the Agreement is hereby deleted and replaced with new Exhibit “B”, which is attached hereto and incorporated herein by this reference. 3.2 Amendment. Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows: 61147.02100\34030963.1 Page 2 of 5 3.1.2 Term. The term of this Agreement shall be from July 1, 2020, to June 30, 2022, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services. 3.3 Amendment. Section 3.2.11.2 (B) of the Agreement is hereby amended in its entirety to read as follows: 3.2.11.2.(B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $5,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be $6,000,000; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits. 3.4 Amendment. Section 3.3.1 of the Agreement is hereby amended in its entirety to read as follows: 3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “B” attached hereto and incorporated herein by reference. The total compensation shall not exceed the amount of Three Hundred Fifty-Five Thousand, Two Hundred Dollars ($355,200) without written approval of the City Manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.5 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 Amendment No. 1. 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. 1. 3.7 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. 61147.02100\34030963.1 Page 3 of 5 3.8 Counterparts. This Amendment No. 1 may be signed in counterparts, each of which shall constitute an original. [Signatures on Next Page] 61147.02100\34030963.1 Page 4 of 5 SIGNATURE PAGE FOR AMENDMENT NO. 1 TO THE MAINTENANCE SERVICES AGREEMENT FOR VALVE AND FIRE HYDRANT MAINTENANCE SERVICES BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND IWATER, INC. CITY OF SAN JUAN CAPISTRANO Approved By: Benjamin Siegel City Manager Date Attested By: Maria Morris, City Clerk Approved As To Form: City Attorney iWATER, INC. Signature Name Title Date Signature Donald W. Rhodes President June 22, 2021 (signing as Acting CM) 6/24/2021 61147.02100\34030963.1 Page 5 of 5 EXHIBIT “B” COMPENSATION Number of Fire Hydrants Exercised Per Year Unit Quantity Unit Cost Extension Regular Hours Each 1646 $16.10 $26,498 Night Time Hours Each 52 $16.10 $837 Regular Hours Each 1646 $16.10 $26,498 Night Time Hours Each 52 $16.10 $837 Number Hydrant Isolation valves Exercised Per Year Unit Quantity Unit Cost Extension Regular Hours Each 1646 $32.20 $52,995 Night Time Hours Each 52 $32.20 $1,674 Regular Hours Each 1646 $32.20 $52,995 Night Time Hours Each 52 $32.20 $1,674 Number of Valves Exercised Per Year Unit Quantity Unit Cost Extension Regular Hours Each 1349 $48.29 $65,149 Night Time Hours Each 13 $48.29 $628 Regular Hours Each 1349 $48.29 $65,149 Night Time Hours Each 13 $48.29 $628 Hours per year of Crew time to conduct line flushing Unit Quantity Unit Cost Extension 2 Person Crew with equipment Hrs. 65 $160.98 $10,464 4 Person Crew with equipment Hrs. 20 $321.96 $6,439 2 Person Crew with equipment Hrs. 65 $160.98 $10,464 4 Person Crew with equipment Hrs. 20 $321.96 $6,439 Number of Hydrantes to be Painted Per Year Unit Quantity Unit Cost Extension Each 600 $21.46 $12,879 Each 0 $0.00 $0 Each 600 $21.46 $12,879 Each 0 $0.00 $0 Total Contract Cost 2020/2021 $177,563 Total Contract Cost 2021/2022 Amendment 1 $355,127 7/1/2021 - 6/30/2022 7/1/2021 - 6/30/2022 Regular Hours Price for Fire Hydrant Painting Concurrent with Flushing 7/1/2020 - 6/30/2021 Regular Hours 7/1/2020 - 6/30/2021 Price for Special Line Flushing work by Crew 7/1/2020 - 6/30/2021 7/1/2021 - 6/30/2022 7/1/2020 - 6/30/2021 Price Per Main Line Valve be Exercised 7/1/2021 - 6/30/2022 Price Per Fire Hydrant be Exercised 7/1/2020 - 6/30/2021 Price Per Fire Hydrant Isolation Valve be Exercised 7/1/2021 - 6/30/2022