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Home My WebLink AboutC2019-002.2 - Brown & Associates SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BROWN & ASSOCIATES CERTIFIED INSPECTION SERVICE,INC. THIS SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (this "Second Amendment") is entered into as of May 8, 2019, between the Town of Fountain Hills, an Arizona municipal corporation (the "Town") and Brown & Associates Certified Inspection Service, Inc., an Arizona corporation (the "Consultant"). RECITALS A. The Town and the Consultant entered into a Professional Services Agreement, dated July 1, 2018, as amended by that First Amendment, dated September 1, 2018 (collectively, the "Agreement"), for the Consultant to provide the on-call plan review and inspection 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 additional on-call plan view inspection services by the Consultant are necessary (the "Additional Services"). C. The Town and the Consultant desire to enter this Second Amendment to provide for the increase in 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 increase the compensation to Consultant by $40,000.00 for the Additional Services at the rates set forth in the Fee Proposal, attached to the Agreement as Exhibit B, resulting in an increase of the annual not-to-exceed compensation amount from $60,000.00 to $100,000.00 and the aggregate not-to-exceed compensation from $75,000.00 to $115,000.00. 2. Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if(A) delivered to the party at the address set forth below, (B) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (C) given to a recognized and reputable overnight delivery service, to the address set forth below: 1 If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Grady E. Miller, Town Manager With copy to: Pierce Coleman PLLC 4711 East Falcon Drive, Suite 111 Mesa, Arizona 85215 Attn: Aaron D. Arnson, Town Attorney If to Consultant: Brown&Associates Certified Inspection Service, Inc. 13430 North Scottsdale Road, Suite 301 Scottsdale, Arizona 85254 Attn: Michael Brown or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (A) when delivered to the party, (B) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage or (C) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party's counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 3. 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. 4. 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. 5. 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. 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] 2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. "Town" TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation 02at,—,/ i \ekil./44 Grady E. Mille , o n Manager ATTEST: r E izabeth :urke, Town Cle APPR 6 f ED AS TO FORM: Aaron D. Arnson, Town Attorney (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On I + , 2019, before me personally appeared Grady E. Miller, the Town Manag r of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document, on behalf of the Town of Fountain Hills. a4��. RHONDA M. BRENNEMAN .~ • Notary Public-State COUfArizona qi,,,,,„0„rivI .. R �5, M i MARICOPA COUNTY ,L.J .05. My Commission Expires June 30,2019 Notary Public (Affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGE] 3 "Consultant" BROWN &ASSOCIATES CERTIFIED INSPECTION SERVICE, INC. a(n)Arizona co to /r / Name: v 16,40 J . B\own Title: res‘thrlf (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On /tIcSj go , 2019, before me personally appeared /4 41gt,l J • 6 rown , the PrrS;d en+ of BROWN & ASSOCIATES CERTIFIED INSPECTION SERVICE, INC., a(n) Arizona corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he/she claims to be, and acknowledged that he/she signed the above document on behalf of the corporation. ' � Notary Public-Arizona 0 1 Maricopa County ��III►► ' • • My Comm.Expires Jul 27,2021 Notary Public (Affix notary seal here) 4846-5022-9910 v.1 4 �o°�yTAIN�r 'Pp TOWN OF FOUNTAIN HILLS a _ n 16705 E. Avenue of the Fountains, Fountain Hills, AZ 85268 0 480.816.5100 I Fax: 480.837.3145 °°° 'het is Ar�ti Thursday, May 23, 2019 Brown and Associates 1561 North 40th Street, Building#130 Phoenix,AZ 85032 Re: Contract Renewal Confirmation Dear Mr. Brown: The Town of Fountain Hills, (Town) entered into Professional Services Agreement, No. C2019-002, dated June 5, 2018, with Brown and Associates Certified Inspection Service, INC. for professional services. The Town is hereby providing written notice of its intent to extend the Agreement for an additional term as permitted in Section 1 of the Agreement and requests your acceptance to exercise this first renewal option. By signature below,both the Town and Brown and Associates give their consent that said Agreement is renewed for an additional one-year term,from July 1, 2019 through June 30,2020. 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. If you have any questions regarding this notice,please do not hesitate to contact Peter Johnson at 480-816-5127, pjohnson@fh.az.gov Sincerely, dirft.54". \:%1(1( Grady E. M. er,Tow Manager AGREED TO A : - - PTED: Brown and Associates a(n)Atabr1 COIr(Arcill i(1 By: r Nam Title: cc: File/Procurement Town Clerk www.fh.az.gov