Vers.: Aug. 5, 2019
AMENDMENT NO. 5 TO CONTRACT NO. C17164727
BETWEEN THE CITY OF PALO ALTO AND
PROFESSIONAL ACCOUNT MANAGEMENT, LLC
This Amendment No. 5 (this “Amendment”) to Contract No. C17164727 (the “Contract” as defined below) is entered into as of December 30, 2024 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and PROFESSIONAL ACCOUNT MANAGEMENT, LLC, a limited liability company, located at 633 W. Wisconsin Avenue, Suite 1600, Milwaukee, WI 53203 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of parking citation processing and collection services, as detailed therein.
B. The Parties now wish to amend the Contract in order to increase compensation by One Hundred Thirty Two Thousand Dollars ($132,000) from Eight Hundred Sixty Thousand Dollars ($860,000) to a new total not-to-exceed amount of Nine Hundred Ninety Two Thousand Dollars ($992,000) with no rate increase and extend the term for an additional twelve (12) months, changing from December 31, 2024 to a new ending term date of December 31, 2025.
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. C17164727 between CONSULTANT and CITY, dated December 5, 2016, as amended by:
Amendment No.1, dated October 21, 2021
Amendment No.2, dated April 29, 2022
Amendment No.3, dated April 17, 2023
Amendment No.4, dated April 29, 2024
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 2. “TERM” of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through December 31, 2025, unless terminated earlier pursuant to Section 19 of this Agreement.”
Docusign Envelope ID: 265B673D-FDF6-4E9A-9DCA-E3F95875E903 Vers.: Aug. 5, 2019
SECTION 3. Section 4. “COMPENSATION FOR ORIGINAL TERM” of the Contract is hereby amended to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A” (“Basic Services”), and reimbursable expenses, for a total not to exceed amount of Nine Hundred Ninety Two Thousand Dollars ($992,000). CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount with no changes to Exhibit C-1, Schedule of Rates.”
SECTION 4. 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 “C” entitled “COMPENSATION”, ADDED / AMENDED, REPLACES PREVIOUS.
SECTION 5. 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 6. Incorporation of Recitals. The recitals 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: 265B673D-FDF6-4E9A-9DCA-E3F95875E903 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
PROFESSIONAL ACCOUNT
MANAGEMENT, LLC
By:______________________________
Name:___________________________
Title:____________________________
Attachments:
EXHIBIT C – COMPENSATION, AMENDMENT NO.5, (AMENDED REPLACES PREVIOUS)
Docusign Envelope ID: 265B673D-FDF6-4E9A-9DCA-E3F95875E903 President / CEO
James Kennedy
Vers.: Aug. 5, 2019
EXHIBIT “C”
COMPENSATION, AMENDMENT NO.5
(AMENDED, REPLACES PREVIOUS)
The CITY agrees to compensate the CONSULTANT for professional 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 hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below.
The compensation to be paid to CONSULTANT under this Agreement for services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $110,222.22 per year. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY.
CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $110,222.22 per year.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
Task 1 $1.35/cite/first three years
(Citation Processing) $1.37/cite/year four
$1.39/cite/year five
Task 2 $0.65/letter/first three years
(Notices Letters – includes postage) $0.68/letter/year four $0.71/letter/year five
Task 3 $1.05/transaction/first three
years
(Internet Payments) $1.07/transaction/year four
$1.09/transaction/year five
Sub-total Basic Services $110,222.22 per year
Total Not-to-Exceed for Basic Services for nine years at $110,222.22, per year.
Maximum Total Compensation $992,000
Docusign Envelope ID: 265B673D-FDF6-4E9A-9DCA-E3F95875E903