Intel Project 3 - Amendment No. 1

AMENDMENT NO. 1 TO THE AMENDED PROJECT 
AGREEMENT 
(Project 3 – OBRF Improvements) 
This Amendment No. 1 (“Amendment No. 1”) is entered into effective as of 
____________, 2024, by and between the City of Chandler, an Arizona municipal corporation 
(“City”), and Intel Corporation, a Delaware corporation (“Intel”), pursuant to the Public 
Infrastructure Master Agreement (the “Master Agreement”) between them dated May 24, 2019. 
RECITALS 
WHEREAS, on April 7, 2020, the Parties entered into a Project Agreement (“Project Agreement”) 
for public infrastructure improvements to the Ocotillo Brine Reduction Facility (“OBRF”), also 
referred to as “Project 3 – OBRF Improvements;” and 
WHEREAS, on December 8, 2022, the Parties entered into the Amended Project Agreement to 
amend the Project Agreement to add to the scope of Work and increase the cost of the Work 
(“Amended Project Agreement”); and 
WHEREAS, the Parties now wish to make changes to the scope of Work and provide for an 
efficient method of addressing any future changes to the scope of Work. 
AGREEMENT 
NOW THEREFORE, the Parties agree as follows: 
1. 
The Work to be completed as Project 3 – OBRF Improvements is amended to add certain 
improvements; remove certain improvements the Parties now wish to abandon; and 
provide estimated completion dates, as described in the Second Amended Attachment 1 
attached hereto, which shall supersede and replace in its entirety the former “Amended 
Attachment 1” to the Amended Project Agreement.   
2. 
Article 1 of the Amended Project Agreement is amended by the deletion of the second and 
third sentences in their entirety and the addition of the following sentences: The Work to 
be completed as part of Project 3 is detailed in the Second Amended Attachment 1.  
Any modifications or amendments to the scope of the Work must be agreed upon in 
writing by both parties and may be appended to the Second Amended Attachment 1 
as addenda.  The addenda shall specify the revised scope of work, project completion 
dates, and any other pertinent details necessary to reflect the agreed-upon changes.  
These addenda shall be considered integral parts of the Project Agreement and shall 
govern the execution of Project 3 in accordance with the revised terms.  Addenda may 
be approved and executed on City’s behalf by the City Engineer and on Intel’s behalf 
by an authorized representative of Intel.  It is expressly agreed that the Work listed 
in the Second Amended Attachment 1 is not in any particular priority.  The Work

will be prioritized depending on logistics at the site, project requirements, and 
resources available. 
3.
Article 5 is amended to add this Amendment No. 1 to the list of Contract Documents.
4.
All other terms and conditions of the Project Agreement and the Amended Project
Agreement shall remain unchanged and in full force and effect.  If a conflict or ambiguity
arises among the documents, the following order prevails and controls:  (a) this
Amendment No. 1, (b) the Amended Project Agreement, and (c) the Project Agreement.
IN WITNESS WHEREOF, the Parties have executed this Amendment No. 1 effective on the date 
set forth above. 
ATTEST: 
CITY OF CHANDLER, an Arizona 
municipal corporation 
____________________________________ 
By_________________________________ 
CITY CLERK  
     Kevin Hartke, Mayor 
APPROVED AS TO FORM: 
____________________________________ 
CITY ATTORNEY 
INTEL CORPORATION, a Delaware 
corporation 
By_________________________________ 
Its_________________________________ 

	

Second Amended Attachment 1 
SCOPE OF WORK 
Project 3 – Ocotillo Brine Reduction Facility (OBRF) Improvements 
City and Intel agree that the following overview and description of the scope of Work for 
Project 3 is incorporated and shall control as if fully set forth in the Project Agreement.  Any 
needed assessment of the area will take place and include coordination with existing operations, 
site traffic, and circulation to determine the buildout sequence and scheduling of the scope.  The 
sequencing and scheduling will be prioritized to enable logistics around the site.   
1.1 
CLS Polymer and BFP Polymer Building — new climate controlled 
building or buildings for the CLS and BFP polymer systems; completed 01/31/2023 
1.2 
Additional HCL storage — OBRF currently needs 1 load of HCL a week 
and additional storage will increase reliability; estimated completion 6/30/2024 
1.3 
WAC waste tank mixing; estimated completion 6/30/2024 
1.4 
Update ion exchange outlet waste to permeate recycle; estimated 
completion 5/08/2024   
1.5 
Gilbert Road Ponds — SCADA Network Replacement; TBD    
1.6 
OBRF record documentation — need consolidation and organization of 
documents with a storage platform; estimated completion 8/01/2024  
1.8 
Cellular Alarm Paging — Enable operations personnel to receive alarms 
via the cell network at OBRF; completed 8/31/2023 
1.9 
Plant Air Upsize — increase compressor capacity and receiver sizing for 
plant air system; estimated completion 05/08/2024 
1.10 
PWPS Pump Sizing/New Drives - install new VFDs for Product Water 
Pump Station (PWPS); 2 out of 4 completed; remaining 2 – TBD 
1.11 
BC AntiFoam Redesign and Heat Trace — replace Antifoam pumps and 
heat trace system; estimated completion 8/01/2024 
1.12 
Electrical cabinet repair at OWRF; estimated completion 5/01/2024 
1.13 
Replacement and resizing of permeate tank; TBD 
1.14 
Equipment and parts storage building; TBD

1.15 
OBRF pavement — resealing pavement at OBRF facility and parking 
upgrades; TBD