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Rogers, Anderson, Malody & Scott, LLP-2022-10 AMENDMENT NO. 2 TO AGREEMENT FOR CONTRACT SERVICES BETWEEN THE CITY OF GRAND TERRACE AND ROGERS,ANDERSON,MALODY & SCOTT,LLP FOR INTERIM FINANCE DIRECTOR AND ADMINISTRATION SERVICES This AMENDMENT NO. 2 TO THE AGREEMENT FOR CONTRACT SERVICES BETWEEN THE CITY OF GRAND TERRACE AND ROGERS,ANDERSON,MALODY & SCOTT, LLP FOR INTERIM FINANCE DIRECTOR AND ADMINISTRATION SERVICES ("Amendment No. 2")by and between the CITY OF GRAND TERRACE("City") and ROGERS, ANDERSON, MALODY & SCOTT, LLP, a California corporation ("Consultant") is effective as of the 14th day of June, 2022. RECITALS A. The City entered into that certain Agreement for Contract Services between the City of Grand Terrace and Rogers, Anderson,Malody& Scott, LLP for Interim Finance Director and Administration Services for a total contract sum of$127,500 with an initial term ending on June 30, 2021, and which automatically extends for succeeding terms of 1 month each until termination ("Original Agreement"). B. The City and Consultant entered into an amendment of the Agreement ("Amendment No. 1") to increase the total contract sum by $90,000 for a total contract sum of $217,500,which provided compensation under the Agreement until June 30, 2022. C. For the purposes of this Amendment No. 2, the term "Agreement" shall mean the Original Agreement as amended by Amendment No. 1. D. The City and Consultant now desire to amend the Agreement again to increase the total contract sum by $60,000 for a total contract sum of $277,500, which will provide compensation under the Agreement until December 31, 2022. TERMS 1. Recitals. The recitals set forth above are incorporated herein by this reference. 2. Contract Amendments. The Agreement is amended as provided herein: 2.1 Section 2.1 (Contract Sum)of the Agreement is hereby amended its entirety as follows: "Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts .specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Two Hundred Seventy Seven Thousand Five Hundred Dollars($277,500)(the"Contract Sum"), unless additional compensation is approved pursuant to Section 1.8." 2.2 Section III of Exhibit C of the Agreement is hereby amended in its entirety 01247.0007n55138.1 as follows: "The total compensation for the Services shall not exceed$277,500 as provided in Section 2.1 of this Agreement." 3. Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by Amendment No. 2. 4. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective,valid,and binding obligation. Consultant represents and warrants to City that, as of the date of this Amendment No. 2, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. City represents and warrants to Consultant that, as of the date of this Amendment No. 2, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. 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. 2. 6. Authority. The persons executing this Amendment No. 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of the Agreement, as amended and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING.PAGE] 01247.0007/755138.1 IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 on the date and year first-above written. CITY: CITY OF GRAND TERRACE, a rl vni ' al co r orat' n D rcy c a ayor M e Debra Thomas, City Clerk APPROVED AS TO FORM: ALESHIRE& DER, P Adrian R. Guerra, City Attorney CONSULTANT: Rogers,Anderson,Malody& Scott, LLP By: I -i Name: Title: By: Name: Title: Address: 735 E. Carneizie Drive, Suite 100 San Bernardino, CA 92408 NOTE: CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO DEVELOPER'S BUSINESS ENTITY. 01247.0007/755138.1 CALIFORNIA ACKNOWLEDGMENT CIVIL CODE §1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of California 1 County of j" &14)AA 31&50 J} On c JU.4)E a ao a before me�F,zS. L.-%f4/Y1¢S, i4 A)07-i4se'f 1?"L6 e Date // Here Insert Name and Title of the Officer personally appeared "�Jk.etf ! >dZA- Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing w ti DEBRA L.THONIAS paragraph is true and correct. Notary Public-California San BernaCommission #230ino 763 WITNESS m hand and official seal. s nty Commission a 2308763 y My Comm.Expires Nov 10,2023 Signature Place Notary Seal and/or Stamp Above Signature of Notary Public OPTIONAL Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: ©2018 National Notary Association