HomeMy WebLinkAboutC2022-022.2 Fountain View Villiage - signed1
Contract No. 2022-022.2
SECOND AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE TOWN OF FOUNTAIN HILLS
AND
FFI FOUNTAIN VIEW TENANT, LLC D/B/A FOUNTAIN VIEW VILLAGE
THIS SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (this
“Second Amendment”) is entered into upon execution, between the Town of Fountain Hills, an
Arizona municipal corporation (the “Town”) and FFI Fountain View Tenant, LLC, d/b/a Fountain
View Village, a(n) Delaware limited liability company (the “Consultant”).
RECITALS
A. The Town and the Consultant entered into a Professional Services Agreement (the
“Agreement”), dated September 1, 2021, for the Consultant to provide meal preparation and
delivery (the “Services”). All capitalized terms not otherwise defined in this Second Amendment
have the same meanings as contained in the Agreement.
B. The Town has determined that it is necessary to add funds to the Agreement for
Services.
C. The Town and the Consultant desire to enter this Second Amendment to amend the
Agreement to provide for compensation to the Consultant for the Services.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which
are incorporated herein by reference, the following mutual covenants and conditions, and other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the Town and the Consultant hereby agree as follows:
1. Compensation. The Town shall pay Consultant an amount not to exceed $150,000
for the Services, resulting in an increase of the cumulative contract amount by $50,000. The
aggregate amount per renewal term shall not exceed $50,000 in any case unless the Agreement is
affirmed and ratified via an executed amendment. All remaining terms and conditions of the
Agreement shall remain in full force and effect.
2. Effect of Amendment. In all other respects, the Agreement is affirmed and ratified
and, except as expressly modified herein, all terms and conditions of the Agreement shall remain
in full force and effect.
2
3. Non-Default. By executing this Second Amendment, the Consultant affirmatively
asserts that (i) the Town is not currently in default, nor has it been in default at any time prior to
this Second Amendment, under any of the terms or conditions of the Agreement and (ii) any and
all claims, known and unknown, relating to the Agreement and existing on or before the date of
this Second Amendment are forever waived.
4. Israel. Consultant certifies that it is not currently engaged in, and agrees for the
duration of this Agreement that it will not engage in a “boycott,” as that term is defined in Ariz.
Rev. Stat. § 35-393, of Israel.
5. China. Pursuant to and in compliance with A.R.S. § 35-394, Vendor hereby agrees
and certifies that it does not currently, and agrees for the duration of this Agreement that Vendor
will not, use: (1) the forced labor of ethnic Uyghurs in the People’s Republic of China; (2) any
goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of
China; or (3) any contractors, subcontractors or suppliers that use the forced labor or any goods or
services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. Vendor
also hereby agrees to indemnify and hold harmless the Town, its officials, employees, and agents
from any claims or causes of action relating to the Town’s action based upon reliance upon this
representation, including the payment of all costs and attorney fees incurred by the Town in
defending such as action.
6. Conflict of Interest. This Second Amendment and the Agreement may be cancelled
by the Town pursuant to Ariz. Rev. Stat. § 38-511.
[SIGNATURES ON FOLLOWING PAGES]
7
ATTESTED TO:
_______________________________
Linda G. Mendenhall, Town Clerk
APPROVED AS TO FORM:
________________________________
Aaron D. Arnson, Town Attorney
“Town”
TOWN OF FOUNTAIN HILLS,
an Arizona municipal corporation
FOR THE TOWN OF FOUNTAIN HILLS:
____________________________________
Rachael Goodwin, Town Manager
FOR THE CONTRACTOR:
By:
Name
Title: ______________________________
Christopher Daroczy (May 9, 2024 14:14 PDT)
Christopher Daroczy
Christopher Daroczy
Executive Director
Aaron Arnson (May 9, 2024 15:10 PDT)
Aaron Arnson
Rachael Goodwin (May 16, 2024 11:46 PDT)
Rachael Goodwin