16-1206_MICHAEL BAKER INTERNATIONAL, INC_3rd Amd to Professional Services AgreementAMENDMENT NO. 3
TO THE PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF SAN JUAN CAPISTRANO
AND
MICHAEL BAKER INTERNATIONAL, INC.
1. Parties and Date.
~ Amendment No.3 to the Professional Services Agreement is made and entered into as
of this day of December, 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 Michael Baker
International, Inc., a Pennsylvania Corporation with its principal place of business at Airside
Business Park, 100 Airside Drive, Moon Township, PA 15108 ("Consultant"). City and Michael
Baker International, Inc. 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 January 26, 2016 ("Agreement") for the purpose of
retaining the services of Consultant to provide Planning development project management services.
2.2 Amendment No. 1. On March 1, 2016, the City and Consultant entered into
Amendment No. 1 to the Agreement (Amendment No. 1) to increase the not-to-exceed
compensation amount under the Agreement.
2.3 Amendment No. 2. On September 20, 2016, the City and Consultant entered into
Amendment No. 2 to the Agreement (Amendment No. 2) to increase the not-to-exceed
compensation amount under the Agreement.
2.4 Amendment No.3. The City and Consultant now desire to amend the Agreement to
extend the term of the Agreement.
2.3 Amendment Authority. This Amendment No.3 is authorized pursuant to Section 3 of
the Agreement.
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61147.00000\29363839.1
3. Terms.
3.1 Time of Performance. Section 5 of the Agreement is hereby amended in its entirety
to read as follows:
"Consultant shall perform its services in a professional 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 by December
31, 2017, unless earlier terminated herein as provided. The City shall have the
unilateral option, at its sole discretion, to renew this Agreement automatically for not
more than two additional one-year terms. The Notice to Proceed shall set forth the
date of commencement of work."
3.2 Continuing Effect of Agreement. Except as amended by this Amendment No.3, all
other provisions of the Agreement remain in full force and effect and shall govern the actions of the
parties under this Amendment No.3. From and after the date of this Amendment No.3, whenever
the term "Agreement" appears in the Agreement, it shall mean the Agreement as amended by this
Amendment No.2.
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.3.
3.4 Severability. If any portion of this Amendment No. 3 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 following page]
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61147.00000\29363839.1
SIGNATURE PAGE TO CITY OF SAN JUAN CAPISTRANO AND MICHAEL BAKER
INTERNATIONAL, INC. AMENDMENT NO. 3 TO PROFESSIONAL SERVICES
AGREEMENT
APISTRANO
Date
Approved As To Form:
92273~
City Attorney
61147.00000'29363839.1
MICHAEL BAKER INTERNATIONAL,
INC.
Signature
fJh,. I ··e D· c;__r-kr
Name
Title
Date
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