HomeMy WebLinkAboutC2020-009.A3 - Sister Cities1
Contract No. 2020-009.3
THIRD AMENDMENT
TO
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE TOWN OF FOUNTAIN HILLS
AND
FOUNTAIN HILLS SISTER CITIES CORPORATION
THIS THIRD AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (this
“Third Amendment”) is entered into as of August 16, 2021, between the Town of Fountain Hills,
an Arizona municipal corporation (the “Town”) and Fountain Hills Sister Cities Corporation, an
Arizona nonprofit corporation (the “Consultant”).
RECITALS
A. The Town and the Consultant entered into a Professional Services Agreement,
dated July 1, 2018 (the "Original Agreement"), as amended by that First Amendment, July 1,
2019, and by the Second Amendment dated July 1, 2020 (the “Amendments”), for the Consultant
to provide programming and consultation on Sister Cities programs, as needed by the Town (the
"Services"). The Original Agreement and the Amendments are collectively referred to herein as
the “Agreement.” All capitalized terms not otherwise defined in this Third Amendment have the
same meanings as contained in the Agreement.
B. The Town has determined that additional Services from the Consultant are
necessary (the “Additional Services”).
C. The Town and the Consultant desire to enter this Third Amendment to (i) extend
the Term of the Agreement, (ii) modify the payment provision, and (iii) provide for
compensation for the Consultant 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 Consultant 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. Compensation. The Town shall pay the Consultant an amount not to exceed
$10,000.00 for the Additional Services.
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3. Payments. The Town shall pay the Consultant a lump sum of $10,000.00 within
thirty (30) days after execution of this Agreement.
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 Third 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 Third 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 Third 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 Third Amendment and the Agreement may be cancelled
by the Town pursuant to A.R.S. § 38-511.
[SIGNATURES ON FOLLOWING PAGES]
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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. Burke, Town Clerk
APPROVED AS TO FORM:
Aaron D. Arnson, Town Attorney
(ACKNOWLEDGMENT)
STATE OF ARIZONA )
) ss.
COUNTY OF MARICOPA )
On ___________________, 2020, before me personally appeared Grady E. Miller, the
Town Manager 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.
Notary Public
(Affix notary seal here)
[SIGNATURES CONTINUE ON FOLLOWING PAGE]
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“Consultant”
FOUNTAIN HILLS SISTER CITIES CORPORATION,
a(n) Arizona nonprofit corporation
By:
Name:
Title:
(ACKNOWLEDGMENT)
STATE OF ARIZONA )
) ss.
COUNTY OF MARICOPA )
On ______________________, 2020, before me personally appeared _____________
________________________, the _____________________ of FOUNTAIN HILLS SISTER
CITIES CORPORATION, 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 nonprofit corporation.
Notary Public
(Affix notary seal here)
4821-2500-9601 v.1
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 07:31 PDT)
“Contractor”
____________________________________,
By:
Name:
Title:
Fountain Hills Sister Cities Corp.
President
Carol Carroll