HomeMy WebLinkAboutC2020-008.A10 - Arizona Business Advisors1
Contract No. 2020-008.10
TENTH AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE TOWN OF FOUNTAIN HILLS
AND
ARIZONA BUSINESS ADVISORS, LLC
THIS TENTH AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (this
“Tenth Amendment”) is entered into as of August 16, 2021, between the Town of Fountain Hills,
an Arizona municipal corporation (the “Town”) and Arizona Business Advisors, LLC, an Arizona
limited liability company (the “Contractor”).
RECITALS
A. The Town and the Contractor entered into a Professional Services Agreement,
dated August 16, 2012 (the "Original Agreement"), as amended by that First Amendment, dated
June 20, 2013, by that Second Amendment, dated September 19, 2013, by that Third Amendment,
dated June 19, 2014, by that Fourth Amendment, dated August 3, 2015, by that Fifth Amendment,
dated June 16, 2016, by that Sixth Amendment, dated May 24, 2017, by that Seventh Amendment,
dated July 1, 2018, by that Eighth Amendment, dated July 1, 2019 and by that Ninth Amendment,
dated July 1, 2020, (the “Amendments”) for the Contractor to provide the Town with various
support resources, services, and networks geared toward successful development of
entrepreneurial businesses (the "Services"). The Original Agreement and the Amendments are
collectively referred to herein as the "Agreement." All capitalized terms not otherwise defined in
this Tenth Amendment have the same meanings as contained in the Agreement.
B. The Town has determined that additional Services from the Contractor are
necessary (the “Additional Services”).
C. The Town and the Contractor desire to enter this Tenth Amendment to (i) extend
the Term of the Agreement, (ii) modify the payment provision, and (iii) provide for compensation
for the Contractor to perform the Additional 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 Contractor hereby agree as follows:
1. Term of Agreement. The term of the Agreement is hereby extended until June 30,
2022, unless terminated as otherwise provided pursuant to the terms and conditions of the
Agreement.
2
2. Compensation. The Town shall pay the Contractor an annual amount not to exceed
$20,000.00 for the Additional Services.
3. Payments. The Town shall pay the Consultant in two draws, as follows: (i) a lump
sum of $10,000.00 within thirty (30) days after execution of this Agreement (covering the first half
of the extended term) and (ii) a lump sum of $10,000.00 after January 1, 2022 (covering the second
half of the extended term). Prior to receiving either lump sum payment, Consultant shall submit
for Town approval a six-month budget for the Additional Services.
4. 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.
5. Non-Default. By executing this Tenth Amendment, the Contractor affirmatively
asserts that (i) the Town is not currently in default, nor has it been in default at any time prior to
this Tenth 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
Tenth Amendment are forever waived.
6. Israel. Contractor certifies that it is not currently engaged in, and agrees for the
duration of this Agreement that it will not engage in a “boycott” of goods and services from Israel
as that term is defined in A.R.S. § 35-393, et seq.
7. Conflict of Interest. This Tenth Amendment and the Agreement may be cancelled
by the Town pursuant to A.R.S. § 38-511.
[SIGNATURES ON FOLLOWING PAGES]
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
Grady E. Miller, Town Manager
ATTEST:
Elizabeth A. Klein, Town Clerk
APPROVED AS TO FORM:
Aaron D. Arnson, Town Attorney
[SIGNATURES CONTINUE ON FOLLOWING PAGES]
Elizabeth Klein (Aug 17, 2021 07:29 PDT)
“Contractor”
____________________________________,
By:
Name:
Title:
Arizona Business Advisors, LLC
Lynn Whitman (Aug 16, 2021 13:05 PDT)
Lynn Whitman
Partner
Lynn Whitman