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SECOND AMENDMENT TO <br />PROFESSIONAL SERVICES AGREEMENT <br />BETWEEN THE CITY OF COLTON <br />AND <br />URBAN FUTURES, INC. <br />1. PARTIES AND DATE. <br />This Second Amendment to the Professional Services Agreement ("Second <br />Amendment") is made and entered into this 21S` day of September, 2010 by and between <br />Redevelopment Agency for the City of Colton ("City") and Urban Futures, Inc. ("Consultant"). <br />City and Consultant are sometimes individually referred to as "Party" and collectively as <br />"Parties" in this Second Amendment. <br />2. RECITALS. <br />2.1 Agreement. City and Consultant entered into that certain Professional Services <br />Agreement dated November 24, 2009 ("Agreement"), and its First Amendment on December 22, <br />2010, (collectively "Agreement"), whereby Consultant agreed to prepare the Agency's 2010 — <br />2014 Implementation Plan and to provide consulting services for the Agency. <br />2.2 Amendment. City and Consultant desire to amend the Agreement for the Second <br />time to extend the term of the Agreement to December 31, 2010. <br />3. TERMS. <br />3.1 Term. Section 3.1.2 of the Agreement is hereby deleted in its entirety and <br />replaced with the following: <br />"The term of this Agreement is hereby modified to extend <br />the term of the Agreement to December 31, 2010" <br />3.2 Continuing Effect of Agreement. Except as amended by this Second <br />Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. <br />From and after the date of this Second Amendment, whenever the term "Agreement" appears in <br />the Agreement, it shall mean the Agreement as amended by this Second Amendment. <br />3.3 Counterparts. This Second Amendment may be executed in duplicate originals, <br />each of which is deemed to be an original, but when taken together shall constitute but one and <br />the same instrument. <br />[SIGNATURES ON FOLLOWING PAGE] <br />RVPUB\NSTUBBS\635122.2 <br />