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REV: 03-06-24 VR <br />AMENDMENT NO. 2 TO AGREEMENT FOR PROFESSIONAL SERVICES <br /> (Baker & Taylor, LLC) <br />This Amendment No. 2 (the “Amendment No. 2”) is entered into and effective as <br />of February 10, 2024, by and between the City of Redwood City, a charter city and <br />municipal corporation of the State of California (“City”), and Baker & Taylor, LLC, a <br />Delaware limited liability company (“Consultant”) (collectively, the “Parties”). <br />RECITALS <br />A. The Parties previously executed that certain Agreement for Professional <br />Services, dated as of December 20, 2017, (the “Original Agreement”). <br />B. The Parties previously executed Amendment No. 1to the Original <br />Agreement (“Amendment No. 1”), dated as of February 10, 2022 and expired on February <br />10, 2024 (the Original Agreement and Amendment No. 1 are collectively known as the <br />“Agreement”). <br />C. While the Agreement for Professional Services was set to expire on February <br />10, 2024, the Parties agreed to continue to work together to ensure continuation of service <br />delivery. <br />D. The Parties have negotiated and agreed to the terms and conditions set <br />forth in this Amendment No. 2 <br />NOW, THEREFORE, in consideration of these recitals and the mutual covenants <br />contained herein, the Parties agree as follows: <br />1. City will pay Consultant an amount not to exceed Five Hundred Thousand <br />Dollars ($500,000) per year for the extended term. Including all amendments through <br />Amendment No. 2, the total amount payable under the Agreement will be an amount not <br />to exceed Three Million Five Hundred Thousand Dollars ($3,500,000). <br /> <br />2. Unless terminated earlier, the term of this Amendment No. 2 will be a period <br />of two years from the effective date of this Amendment No. 2. Including all amendments, <br />through Amendment No.2, the total term of this Agreement is seven years from the <br />Effective Date of this Agreement. <br />3. All other provisions of the Agreement will remain in full force and effect. <br />4. All requisite insurance policies to be maintained by Consultant pursuant to <br />the Agreement will include coverage for this Amendment No. 2. <br />5. The individuals executing this Amendment No. 2 and the instruments <br />referenced in it on behalf of Consultant each represent and warrant that they have the <br />legal power, right and actual authority to bind Consultant to the terms and conditions of <br />ATTY/AGR.2024/Amend. No.2/Baker & Taylor LLC (Amendment No.2) (Page 1 of 3)