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AGREEMENT FOR PROVISION OF <br />PROFESSIONAL ENGINEERING SERVICES <br />THIS AGREEMENT, made and entered into this 21" day of March, 2011 <br />by and between HILL INTERNATIONAL, INC., a corporation (hereinafter <br />"Consultant"), and the City of Santa Ana, a charter city and municipal corporation <br />organized and existing under the Constitution and laws of the State of California <br />(hereinafter "City"). <br />RECITALS <br />A. The City desires to retain a consultant having special skill and knowledge in the field <br />of construction management. <br />B. Consultant represents that Consultant is able and willing to provide such services to the <br />city. <br />C. The project will be funded in part through funds administered by the Federal <br />Highway Administration and Caltrans retains oversight over the project. <br />D. In undertaking the performance of this Agreement, Consultant represents that it is <br />knowledgeable in its field and that any services performed by Consultant under this <br />Agreement will be performed in compliance with such standards as may reasonably be <br />expected from a professional consulting firm in the field. <br />NOW THEREFORE, in consideration of the mutual and respective promises, and <br />subject to the terms and conditions hereinafter set forth, the parties agree as follows: <br />1. SCOPE OF SERVICES <br />Consultant shall perform construction management services for the Santa Ana <br />First Street Bridge Replacement Project, as set forth in City's Request for Proposal dated <br />November 2010, attached hereto as Exhibit A, as more fully detailed in Consultant's <br />Proposal dated January 20, 2011, attached hereto as Exhibit B. <br />2. REPRESENTATIVES <br />a. For purposes of implementing this Agreement, the representative of City <br />shall be the Executive Director of the Public Works Agency, or his designated <br />representative, and the representative of the Consultant shall be Sean Rouhani, or his <br />designated representative. Except as may be otherwise stated herein, such representatives <br />shall have the authority to act on behalf of their respective parties in carrying out the <br />terms of this Agreement. <br />Exhibit 2 <br />25E-5