HomeMy WebLinkAboutContracts & Agreements_87-2006_CCv0001.pdf FIRST AMENDMENT TO AGREEMENT TO FURNISH CONSULTING SERVICES
FOR PROFESSIONAL AUDITING SERVICES
This First Amendment to Agreement to Furnish Consulting Services for Professional
Auditing Services ("First Amendment") is entered into on this -2nd day of May, 2006
("Execution Date"), by and between the City of Redlands ("City"), on the one hand, and Conrad
and Associates, L.L.P. ("Contractor") and Mayer Hoffman McCann, P.C., the successor in
interest to Conrad and Associates, L.L.P. ("Successor Contractor"), on the other hand, with
regard to the following:
RECITALS;
WHEREAS, on or about the 17th of May 2005, City entered into an Agreement for
Professional Auditing Services ("Original Contract") with Conrad and Associates, L.L.P.
("Contractor") for independent audit service to City.
WHEREAS, the City has received a request to approve an assignment of the Original
Contract from Conrad and Associates, L.L.P to Mayer Hoffman McCann, P.C., the successor in
interest to Contractor. In connection with the request for assignment, Mayer Hoffman McCann,
P.C. represents as follows:
i. At the execution of the Original Contract, Contractor was organized and
doing business as a Limited Liability Partnership;
ii. Since the execution of the Original Contract, Contractor has changed the
form of doing business without other substantive change to its capabilities and resources, and
has merged into another legal entity entitled Mayer Hoffman McCann, P.C.; and
iii. Contractor seeks to assign its rights under the Original Contract to
Successor Contractor, and Successor Contractor desires to succeed to all of Contractor's rights
and responsibilities under the Original Contract.
NOW THEREFORE it is mutually agreed upon by and between the undersigned parties
as follows:
SECTION 1. RECITALS.
The terms of the Recitals are incorporated herein by reference as a term of this First
Modification.
SECTION 2. CONSENT TO ASSIGNMENT.
Based upon the representations made by Contractor and Successor Contractor, the City
hereby approves the assignment of this Agreement from Contractor to Successor Contractor,
effective from the Execution Date. Effective from the Execution Date, Successor Contractor
shall assume all of the rights and obligations under the Original Contract. Accordingly, all
references to Conrad and Associates, L.L.P in the Original Contract and exhibits thereto are
hereby replaced and superseded by Mayer Hoffman McCann, P.C.
SECTION 3. INDEMNIFICATION.
Successor Contractor shall defend, indemnify, and save harmless City and elected and
appointed officers, employees, and agents from and against any and all liability, including but
not limited to demands, claims, actions, fees, costs, and expenses, (including attorney and
expert witness fees), arising from or connected with Contractor's or Successor Contractor's acts
or omissions arising from the Original Contract, including this First Modification.
SECTION 4. FULL FORCE AND EFFECT.
Except as expressly modified herein, all other terms and conditions of the Original
Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this First Amendment to be executed
by its duly authorized representatives on the day and year first written above.
CITY OF REDLANDS
a California municipal corporation
By t A
Jon Harrison
Mayor
ATTEST:
By:
tLorr* Poyzer
it,:�
City Clerk
APPROVED AS TO FORM:
By:
D aVe-I-�jj'!`M df�u g h
City Attorney
CONRAD AND ASSOCIATES, L.L.P.
(CONTRACTOR)
By
MICHAEL A. HARRISON
Partner
MAYER HOFFMAN McCANN, P.C.
(SUCCESSOR CONTRACTOR)
43-1947695
By 1 b
Michael A. Harrison,
Shareholder
2341 Dupont Drive, Suite 240
Irvine, CA 92612
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