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EXHIBIT 1 <br />FIRST AMENDMENT TO AGREEMENT TO PROVIDE GRANT WRITING <br />SERVICES FOR THE CITY OF SANTA ANA <br />THIS FIRST AMENDMENT to the above -referenced agreement is entered into on April 16, 2024, <br />by and between Mark Thomas & Company, Inc., a California corporation ("Consultant") and the <br />City of Santa Ana, a charter city and municipal corporation organized and existing under the <br />Constitution and laws of the State of California ("City"). <br />RECITALS <br />A. The parties entered into Agreement No. A-2021-250, dated December 21, 2021, by which <br />Consultant agreed to provide grant writing services for the Santa Ana Boulevard grade <br />separation ("Agreement"). <br />B. The Agreement is current and in -effect, and expires on December 20, 2024, <br />C. The parties now wish to amend the Scope of Services set forth in the Agreement to include <br />Consultant's preparation of an additional three (3) grant applications. The parties further wish <br />to amend the Compensation section in the Agreement to increase the total not -to -exceed <br />amount due under the Agreement to reflect the additional three (3) grant applications to be <br />written by Consultant. No other changes are contemplated by this First Amendment. <br />The Parties therefore agree: <br />Section 1, Scope of Services, is hereby amended to include the following language: <br />Furthermore, Consultant will provide grant writing services for an additional three (3) grant <br />applications, including the Railroad Crossing Elimination Program (RCE), Trade Corridor <br />Enhancement Program (CEP), and Reconnecting Communities and Neighborhoods (RCN) <br />Program for the Santa Ana Boulevard Grade Separation project, as further described in Exhibit <br />A t, which is attached hereto and incorporated herein by reference. <br />2. Section 2.a., Compensation, is amended to increase the not -to -exceed amount by an <br />additional $80,000.00, for a total not -to -exceed amount under the Agreement of $330,000.00. <br />This additional $80,000.00 sum is comprised of (1) a base amount of $69,654.00 and (2) a <br />contingency in the amount of $10,346.00, for any additional and as -needed services to be <br />exercised at the City's sole discretion. <br />3. Except as modified by this First Amendment, all terms and conditions of the Agreement shall <br />remain in fall force and effect. <br />[signatures on following page] <br />Page 1 of 2 <br />