FIRST AMENDMENT TO AGREEMENT

BETWEEN THE COUNTY OF SAN MATEO AND

LSA ASSOCIATES, INC.

THIS FIRST AMENDMENT TO THE AGREEMENT, entered into this _____ day of _______________, 20_____, by and between the COUNTY OF SAN MATEO, hereinafter called "County," and LSA Associates, Inc. hereinafter called "Contractor";

W I T N E S S E T H:

WHEREAS, pursuant to Government Code, Section 31000, County may contract with independent contractors for the furnishing of such services to or for County or any Department thereof; and

WHEREAS, the parties entered into an Agreement for environmental consulting services for the preparation of a revised Draft and Final Environmental Impact Reports (EIR) for the Clos de la Tech Winery project on January 26. 2010; and

WHEREAS, the parties wish to amend the Agreement to increase the maximum amount payable thereunder by $38,180, from $167,714 to $205,894.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES HERETO AS FOLLOWS:

1.

Paragraph 3 of the Agreement, Payments, is amended in its entirety to read as follows:

In consideration of the services provided by Contractor in accordance with all terms, conditions and specifications set forth herein and in Exhibits “A,” “B,” and “C, and C-1,” County shall make payment to Contractor as specified in Exhibits “A,” “B,” “C” and “C-1.” The County reserves the right to withhold payment if the County determines that the quantity or quality of the work performed is unacceptable. In no event shall the County’s total fiscal obligation under this Agreement exceed Two Hundred Five Thousand Eight Hundred Ninety-Four Dollars ($205,894).

2.

Exhibit C-1, amended Scope of Work and budget estimate, attached hereto, is added to the Agreement and incorporated herein by reference.

3.

All other terms and conditions of the Agreement dated January 26, 2010 between the County and Contractor shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hands.

COUNTY OF SAN MATEO

By:

President, Board of Supervisors, San Mateo County

Date:

ATTEST:

By:

Clerk of Said Board

LSA Associates, Inc.

Contractor’s Signature

Date: