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21-0518_WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC._Amd No. 5 to Professional Services AgrAMENDMENT NO.5 TO THE PROFESSIONAL SERVICES AGREEMENT FOR ENVIRONMENTAL AND STORM WATER QUALITY COMPLIANCE SERVICES BETWEEN THE CITY OF SAN JUAN CAPISTRANO WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. 1. Parties and Date. This Amendment No. 5 to the Professional Services Agreement is made and entered into as of this 18th day of May, 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 Wood Environment & Infrastructure Solutions, Inc., a Nevada corporation with its principal place of business at 1105 Lakewood Parkway, Suite 300 Alpharetta, Georgia 30004 (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 for Environmental and Storm Water Quality Compliance Services" dated December 1, 2015 ("Agreement") for the purpose of retaining the services of Consultant to provide Environmental and Stormwater Quality Compliance Services. 2.2 Amendment Purpose. The City and Consultant desire to amend the Agreement to extend the term in order to allow the Consultant to continue to provide as needed environmental consulting services related to stormwater compliance as well as to authorize the Consultant to perform any unanticipated environmental consulting services that are required by Federal or State law. 2.3 Amendment Authority. This Amendment No. 5 is authorized pursuant to Sections 3, Additional Work, and 23, Entire Agreement, of the Agreement. 3. Terms. 3.1 Amendment. Section 2 of the Agreement is hereby amended in its entirety to read as follows: Page] of 4 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. The total compensation shall not exceed the aggregate available funding amount in the City's Operating and Capital Improvement Budget and if authorized, will be compensated at the rates and manner set forth in this Agreement. c. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of services rendered by Consultant. The statement shall describe the amount of services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. d. Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 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"). The term of this Agreement shall commence on January 1, 2016 and shall expire on June 30, 2023. Consultant shall complete the services required hereunder within the term of this Agreement. The Notice to Proceed shall set forth the date of commencement of work. 3.3 Amendment. Exhibit B of the Agreement is hereby deleted and replaced with the Exhibit B attached to this Amendment No. 5 and incorporated herein by this reference. 3.4 Continuing Effect of Agreement. Except as amended by this Amendment No. 5, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 5. From and after the date of this Amendment No. 5, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement as amended by Amendment No. 1, Amendment No.2, Amendment No. 3, Amendment No. 4, and this Amendment No. 5. 3.5 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. 5. 3.6 Severability. If any portion of this Amendment No. 5 is declared invalid, illegal, or 2 Page 2 of 4 otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. SIGNATURE PAGE FOR AMENDMENT NO.5 TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. CITY OF SAN JUAN CAPISTRANO Approved By Si I,Citj y Manager //-L/ Date Attest By. L - 'bac Ma is Morris, Ci Jerk Approved As To Form: City Attorney WOOD ENVIRONMENT & INFRASTRUCTURE SOLUTIONS, INC. Signature Theodore W. Von Bitner Representative Project Manager Title Date 10.2021 Page 3 of 4 Exhibit B Hourly Rate Schedule Wood Environment & Infrastructure Solutions, Inc. City of San Juan Capistrano Rates for Environmental and Engineering Program Services PROFESSIONAL SERVICES CLIENT agrees to reimburse Wood for all hours worked by professionals at the following classifications and associated hourly labor rates. For expert witness testimony and related services in connection with litigation, CLIENT agrees to reimburse Wood for all hours worked by professionals at the following classifications, but at one and one half times the associated hourly labor rates. CONTRACT ROLE RATE/HOL1R Senior Principal Engineer/Scientist $240 Senior Associate Project Manager Engineer/Scientist $190 Associate Project Manager/Engineer/Scientist $170 Senior 2/Engineer / Scientist $150 Senior 1/Engineer/Scientist $130 Staff 3 Engineer / Scientist $120 Staff 2 Engineer / Scientist $110 Staff 1 Engineer / Scientist $105 Senior Technician* $105 Field Technician' $80 Senior Project Controller/Coordinator $130 Project Support/Coordinator• $85 Technical Writer $100 OTHER DIRECT EXPENSES: CLIENT agrees to reimburse Wood for all other direct expenses incurred at the following rates, except as otherwise specified by Wood in its proposal: Direct Expenses: Other expenses in support of project activities Cost Page 4 of 4