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16-0621_PFM ASSET MANAGEMENT, LLC_Personal Services Agreement Second AmdAMENDMENT NO.2 TO THE PERSONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND PFM ASSET MANAGEMENT LLC Parties and Date. This Amendment No. 2 to the Personal Services Agreement is made and entered into as of this 9'\y of June, 2016, 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 PFM Asset Management, a Limited Liability Company with an office at 601 South Figueroa, Suite 4500 Los Angeles, CA 90017 ("Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties." Recitals. Whereas, the City and Consultant have entered into an agreement entitled "Personal Services Agreement" dated June 4, 2013 (the "Original Agreement") for the purpose of retaining the services of Consultant to provide investment management services. The Parties have heretofore entered into that First Amendment to Personal Services Agreement dated April 7, 2015 (the "First Amendment," and with the Original Agreement, the "Existing Agreement"), to extend the term through June 30, 2016. Whereas, the City and Consultant desire to hereby amend the Existing Agreement to extend the contract term. Now therefore, in consideration of the promises and mutual covenants contained herein, the City and Consultant agree to amend the Agreement as follows: 1. Section 2 of the Existing Agreement is hereby amended and restated in its entirety to read as follows: Section 2. Term This Agreement shall commence on the effective date and shall terminate, and all services required hereunder shall be completed, no later than June 30. 2018. 2. Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all other provisions of the Existing 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 Existing Agreement as amended by this Amendment No. 2. Page 1 of 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. 2. 4. 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 SIGNATURE PAGE FOR AMENDMENT NO. 2 TO THE PERSONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND PFM ASSETT MANAGEMENT LLC CITY OF SAN JUAN CAPISTRANO Approved By: Bpfijam i ri/^ieg^L^ )ity Manager ia^Morris, Oitf Clerk Approved As To Form: ^Jefjpdy S. Ballinger City Attorney PFM ASSET MANAGEMENT LLC Signature Name Title Date Page 3 of 3 SIGNATURE PAGE FOR AMENDMENT NO. 2 TO THE PERSONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND PFM ASSETT MANAGEMENT LLC CITY OF SAN JUAN CAPISTRANO PFM ASSET MANAGEMENT LLC Approved By: Benjamin Siegel City Manager Date Attested By. Maria Morris, City Clerk Approved As To Form: Jeffrey S. Ballinger City Attorney "gfgriatufe—^ Name fitie oG Date 61147.01700\29004562.1 Page 3 of 3