Vers.: Aug. 5, 2019
AMENDMENT NO. 1 TO CONTRACT NO.
S23187670 BETWEEN THE CITY OF PALO ALTO
AND STERLING COMMUNICATIONS, INC.
This Amendment No. 1 (this “Amendment”) to Contract No. S23187670 (the “Contract” as defined below) is entered into as of December 18, 2023 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and STERLING COMMUNICATIONS, INC., a California Corporation, located at 3130 Tisch Way 110 Plaza West, San Jose, CA 95128 (“CONSULTANT”).
R E C I T A L S
A. T he Contract (as defined below) was entered into by and between the Parties hereto for the provision of providing development and implementation of a marketing plan in connection with the CITY’s program promoting building electrification with a focus on the residential heat pump water heaters (the “Services”, as detailed more fully in Exhibit A), as detailed therein.
B. T he Parties now wish to amend the Contract in order to extend the timeline for provision of the Services for outreach and marketing on electrification, to broaden the scope to encompass more outreach topics, and to increase the total compensation by Seventy-Five Thousand Dollars ($75,000), from Eighty-Five Thousand Dollars ($85,000) to One Hundred and Sixty Thousand Dollars ($160,000), as detailed herein.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. S23187670 between CONSULTANT and CITY, dated May 18, 2023.
b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section “NOT TO EXCEED COMPENSATION” of the Contract is hereby amended to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed One Hundred and Sixty Thousand Dollars ($160,000). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY.
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
SECTION 3. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference:
a. Exhibit “A” entitled “SCOPE OF SERVICES”, AMENDED, REPLACES PREVIOUS.
b. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE”, AMENDED, REPLACES PREVIOUS.
c. Exhibit “C” entitled “COMPENSATION”, AMENDED, REPLACES PREVIOUS.
SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 5. Incorporation of Recitals . The recita ls set forth above are terms of this Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written.
CITY OF PALO ALTO
_______________________________
City Manager
APPROVED AS TO FORM:
_______________________________
City Attorney or designee
STERLING COMMUNICATIONS, INC.
By:______________________________
Name:___________________________
Title:____________________________
By:______________________________
Name:___________________________
Title:____________________________
Attachments:
EXHIBIT A: SCOPE OF SERVICES (amended, replaces previous) EXHIBIT B: SCHEDULE OF PERFORMANCE (amended, replaces previous) EXHIBIT C: COMPENSATION (amended, replaces previous)
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Marianne O'Connor
CEO
Director
Michael Foody
Vers.: Aug. 5, 2019
EXHIBIT A
SCOPE OF SERVICES
(Amended, Replaces Previous)
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”.
Based on direction and information provided by CITY staff, CONSULTANT shall provide the Services detailed in Exhibit A. CONSULTANT will develop and execute a marketing campaign to build awareness of the CITY’s building electrification programs with a particular focus on generating qualified leads for the residential heat pump water heater (HPWH) program by 12/31/2023. This first part of the campaign focused on the residential heat pump water heater (HPWH) program includes two phases: development (Phase 1, below) and implementation (Phase 2, below). The second part of the campaign continues a focus on generating qualified leads for the HPWH program, but also expands the focus of the electrification campaign to include whole home electrification, the CITY’s work to enhance the reliability and resiliency of its electric system and, with mutual agreement, other programs or related topics.
Phase One: Develop the strategic marketing plan with a focus on early marketing efforts
CONSULTANT will:
● Conduct initial brainstorming session with key CITY staff; ● Compile and analyze research on target audiences, including motivators and demotivators;
● Incorporate results from focus groups conducted by the CITY into marketing plan, described below;
● Lead one (1) strategy and planning workshop with key CITY stakeholders, if requested; ● Develop recommendations on streamlining the customer’s online journey to understand the CITY’s mission, vision, and resources;
● Produce a draft marketing plan that includes:
o A strategic narrative for the CITY’S building electrification programs, o Audience segmentation relevant to CITY residential electrification initiatives,
o A specific communication campaign and related tactics for the CITY and affiliated partners regarding the residential heat pump water heater program,
o Required timelines for material distribution in prescribed channel, o Recommendations for streamlining website content and landing pages related to the Project, and
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
o The specific tools, timeline, and costs of the Services necessary for Task Orders in Phase Two;
● Incorporate final feedback on the draft marketing plan — provided to CONSULTANT in a single document — from CITY staff and program stakeholders; and ● Produce a finalized marketing plan shared with City for review and sign-off. (“Marketing Plan”)
In parallel, CONSULTANT will work with the CITY’s Communications staff to conduct Early and Foundational Marketing Efforts. Upon CITY request via Task Order, CONSULTANT will conduct:
• Research and data gathering to support future marketing efforts • Early outreach and marketing with a focus on “quick wins” that will generate high awareness and participation for low effort
CITY will have the complete right to use the Work Product during the term of the Contract for any and all purposes outlined in this Scope of Services, upon written acceptance by CITY of the Work Product as in conformance with CITY direction. Notwithstanding Section 14 (Ownership of Materials), full ownership of Work Product generated in Phase One requested by Task Order and associated with Early and Foundational Marketing Efforts will transfer to CITY upon 1) written acceptance by CITY of the Work Product as complete and in conformance with CITY direction, and 2) payment of costs mutually agreed upon in the Task Order.
Phase Two: Implement campaign, including creating adaptable communication toolkits
CONSULTANT will develop specific tools for relevant CITY departments, program stakeholders, and affiliated community partners based on the Marketing Plan and direction provided by CITY in Task Orders.
CITY will have the complete right to use the Work Product during the term of the Contract for any and all purposes outlined in this Scope of Services, upon written acceptance by CITY of the Work Product as in conformance with CITY direction. Notwithstanding Section 14 (Ownership of Materials), during the course of the Contract, full ownership of that Work Product will transfer to CITY upon 1) written acceptance by CITY of the Work Product as complete and in conformance with CITY direction, and 2) payment of costs mutually agreed upon in the Marketing Plan and Task Order.
Requested tools may include:
• EMAIL — Producing content for the CITY to use in email marketing campaigns ; • ADVERTISING — Writing copy for digital ads targeted at residential customers; • WEB — Editing HPWH copy for the CITY’s website;
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
• PRINT — Providing content and creative direction to the CITY’s graphic designer(s) for mailing inserts, flyers, and other campaign collateral
• MULTIMEDIA — Curating existing CITY assets for sharing on social media accounts of CITY and engaged community members in service of promoting CITY programs supporting home electrification, with a focus on the HPWH conversion program.
CONSULTANT will work with the CITY’s Communications staff to conduct campaign operations, which will include:
• Monitoring campaign results and community feedback, adjusting creative and content as needed, and
• Providing ongoing feedback on program and marketing design to improve effectiveness.
Phase Three: Expand campaign
CONSULTANT will work with CITY to expand the existing marketing plan to encompass whole home electrification, the CITY’s work to enhance the reliability and resiliency of its electric system and, with mutual agreement, other programs or related topics, while continuing to also focus on generating leads for the CITY’s HPWH Program. CONSULTANT will develop specific tools for relevant CITY departments, program stakeholders, and affiliated community partners based on the Marketing Plan and direction provided by CITY in Task Orders.
CITY will have the complete right to use the Work Product during the term of the Contract for any and all purposes outlined in this Scope of Services, upon written acceptance by CITY of the Work Product as in conformance with CITY direction. Notwithstanding Section 14 (Ownership of Materials), during the course of the Contract, full ownership of that Work Product will transfer to CITY upon 1) written acceptance by CITY of the Work Product as complete and in conformance with CITY direction, and 2) payment of costs mutually agreed upon in the Marketing Plan and Task Order.
Requested tools may include:
• EMAIL — Producing content for the CITY to use in email marketing campaigns ; • ADVERTISING — Writing copy for digital ads targeted at residential customers; • WEB — Editing HPWH copy for the CITY’s website;
• PRINT — Providing content and creative direction to the CITY’s graphic designer(s) for mailing inserts, flyers, and other campaign collateral
• MULTIMEDIA — Curating existing CITY assets for sharing on social media accounts of CITY and engaged community members in service of promoting CITY programs supporting home electrification, with a focus on the HPWH conversion program.
CONSULTANT will work with the CITY’s Communications staff to conduct campaign operations, which will include:
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
• Monitoring campaign results and community feedback, adjusting creative and content as needed, and
• Providing ongoing feedback on program and marketing design to improve effectiveness.
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
EXHIBIT B
SCHEDULE OF PERFORMANCE
(Amended, Replaces Previous)
CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the P roject Managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT s hall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed (“NTP”) from the CITY.
Milestones
Completion
Number of Days/Weeks (as specified below)
from NTP
Phase 1
45 days
Phase 2
December 31, 2023 unless extended by mutual
agreement
Phase 3
July 31, 2024 unless extended by mutual
agreement
☐ Optional Schedule of Performance Provision for On-Call or Additional Services Agreements. (This provision only applies if checked and only applies to on-call agreements per Section 1 or agreements with Additional Services per Section 4.)
The schedule of performance shall be as provided in the approved Task Order, as detailed in Section 1 (Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case of Additional Services, provided in all cases that the schedule of performance shall fall within the term as provided in Section 2 (Term) of this Agreement.
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Vers.: Aug. 5, 2019
EXHIBIT C
COMPENSATION
(Amended, Replaces Previous)
CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below.
Compensation shall be calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed budget amount for each task set forth below.
CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below, provided that the total compensation for the Services, including any specified reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this Agreement.
CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
Phase 1 (Program Planning, Strategy, Workshopping, Early Marketing) $20,500 Phase 2 (Toolkits, Implementation) by Task Order $64,000 Phase 3 (Campaign Expansion) by Task Order $75,000
Sub-total for Services $159,500
Reimbursable Expenses (if any) $500
Total for Services and Reimbursable Expense $160,000
Additional Services (if any, per Section 4) $0
Maximum Total Compensation $160,000
All requests for reimbursement of expenses, if any are specified as reimbursable under this section, shall be accompanied by appropriate backup documentation and information.
DocuSign Envelope ID: 590E62B0-E6F0-4E58-B74E-C255CA1046FD Certificate Of Completion
Envelope Id: 590E62B0E6F04E58B74EC255CA1046FD
Status: Completed
Subject: Complete with DocuSign: S23187670 Amendment 1 final .pdf Source Envelope:
Document Pages: 9
Signatures: 2
Envelope Originator:
Certificate Pages: 2
Initials: 0
Annmarie Romero
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
250 Hamilton Ave
Palo Alto , CA 94301
[email protected]
IP Address: 199.33.32.254
Record Tracking
Status: Original
11/30/2023 3:45:02 PM
Holder: Annmarie Romero
[email protected]
Location: DocuSign
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Pool: City of Palo Alto
Location: DocuSign
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Marianne O'Connor
[email protected]
CEO
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Sent: 11/30/2023 3:47:36 PM
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Signed: 12/7/2023 7:06:52 AM
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Michael Foody
[email protected]
Director
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Sent: 12/7/2023 7:06:53 AM
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Resent: 12/11/2023 12:06:20 PM
Resent: 12/12/2023 8:52:37 AM
Resent: 12/12/2023 8:52:52 AM
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Tabatha Boatwright
[email protected]
Utilities Management Analyst
City of Palo Alto
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Jonathan Abendschein
[email protected]
Assistant Director, Utilities Resource Management
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