55B - RESO DEPT OF TAX AGMT MEASURE X

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EXHIBIT 5 SECOND AMENDMENT TO CONSULTANT SERVICES AGREEMENT THIS SECOND AMENDMENT TO CONSULTANT SERVICES AGREEMENT, made and entered into this 15"' day of January, 2019, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("CITY"), and MuniServices, LLC, a Delaware limited liability company ("CONSULTANT"), or, collectively "the Parties". RECITALS A. On October 4, 2016, the CITY and CONSULTANT pursuant to a Request for Proposals process entered Into that certain agreement entitled "Consultant Services Agreement" (Agreement #A-2016-290) hereinafter referred to as "said Agreement', for Sales and Use Tax Recovery, Reporting, Analysis, and Legislative/State Agency Liaison and Implementation Monitoring Services. B., On June 19, 2018, the CITY and CONSULTANT agreed to a First Amendment to said Agreement (#A-2018-161) to add provisions relating to Change Orders, and to identify additional consulting services to include, but not be limited to: potential transaction and use taxes, potential business license taxes and/or potential medical marijuana and/or cannabis taxes or operating agreement fees (as applicable), and to set forth the renewal Term of said Agreement for a period of two and one-half (2 ''Y2) years, effective July 1, 2018 through December 31, 2020. C. The Parties hereto now desire to amend said Agreement to increase the Scope of Services to expressly include Transactions and Use Tax Recovery, Reporting, and Analysis. D. The Parties hereto now also desire to amend said Agreement to conform Compensation to the expanded Scope of Services. E. In addition, the Parties hereto now desire to extend the Term of said Agreement for an additional period of one and one-half (1 '/) years, effective January 1, 2021 through June 30, 2022. WHEREFORE, in consideration of the mutual and respective covenants and promises hereinafter contained and made, and subject to all of the terms and conditions of said Agreement as hereby amended, the Parties hereto do hereby agree as follows: 1. Section 1. — Scope of Services is amended to read as follows: a. CONSULTANT, or CONSULTANT'S subcontractor(s), will provide CITY with the consulting services described in EXHIBIT A and C which are attached hereto and incorporated by reference. CONSULTANT, or CONSULTANT'S subcontractor(s), shall provide said services at the time, place, and in the manner specified in EXHIBITS A and C. b. CONSULTANT, or CONSULTANT'S subcontractor(s), shall furnish at its own expense all labor, materials, equipment and other items necessary to carry out the terms of this Agreement. 55B-23