Vers.: Aug. 5, 2019
AMENDMENT NO. 3 TO CONTRACT NO. S17167826
BETWEEN THE CITY OF PALO ALTO AND
GOVERNMENTJOBS.COM, INC. dba NEOGOV
This Amendment No. 3 (this “Amendment”) to Contract No. S17167826 (the “Contract” as defined below) is entered into as of March 17, 2025, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and GOVERNMENTJOBS.COM, INC. dba NEOGOV, a California corporation, located at 222 N. Sepulveda Blvd., Suite 2000, El Segundo, CA 90245 (“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 onboarding recruitment software as service subscription, as detailed therein.
B. The Parties now wish to amend the Contract in order to extend the term for an additional 12-month, expiration date changing from June 30, 2025 to June 30 , 2026; increase compensation by Eighty Seven Thousand Six Hundred Ninety Nine Dollars and Sixty One Cents ($87,699.61), changing total not to exceed compensation from Four Hundred Eleven Thousand Three Hundred Twenty Two Dollars and Seventeen Cents ($411,3 22.17) to a new total of Four Hundred Ninety Nine Thousand Twenty One Dollars and Seventy Eight Cents ($499,021.78).
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 C ontract No. S17167826 between CONSULTANT and CITY, dated April 9, 2017, as amended by:
Amendment No.1, dated June 1, 2020
Amendment No.2, dated April 9, 2022
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 3, “TERM.” of the Contract is hereby amended to read as follows:
“The term of this Agreement is from April 9, 2017 to June 30, 2026 inclusive, subject to the provisions of Sections R and W of the General Terms and Conditions.” Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Vers.: Aug. 5, 2019
SECTION 3. Section 5, “COMPENSATION FOR ORIGINAL TERM.” of the Contract is hereby amended to read as follows:
“CITY shall pay and CONTRACTOR agrees to accept as not-to-exceed compensation for the full performance of the Services and reimbursable expenses, if any:
A sum calculated in accordance with the fee schedule set forth at Exhibit C (Compensation), not to exceed a total maximum compensation amount of Four Hundred Ninety Nine Thousand Twenty One Dollars and Seventy Eight Cents ($499,021.78). CONTRACTOR agrees t hat it can perform the Services for an amount not to exceed the total maximum compensation set forth above. Any hours worked or services performed by CONTRACTOR for which payment would result in a total exceeding the maximum amount of compensation set forth above for performance of the Services shall be at no cost to CITY.”
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 “ B” entitled “ SCHEDULE OF PERFORMANCE” , ADDED, REPLACES PREVIOUS.
b. Exhibit “C” entitled “COMPENSATION”, ADDED, 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: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Vers.: Aug. 5, 2019
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the P arties 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
GOVERNMENTJOBS.COM, INC. dba
NEOGOV
Officer 1
By:
Name:
Title:
Officer 2 (Required for Corp. or LLC)
By:
Name:
Title:
Attachments:
EXHIBIT B - SCHEDULE OF PERFORMANCES, AMENDMENT NO.3 (AMENDED, REPLACES
PREVIOUS)
EXHIBIT C - COMPENSATION, AMENDMENT NO.3, (AMENDED, REPLACES PREVIOUS) Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Sandy Miranda
Chief Customer Officer
COO
Aaron Coleman
Vers.: Aug. 5, 2019
EXHIBIT B
SCHEDULE OF PERFORMANCE, AMENDMENT NO.3
(AMENDED, REPLACES PREVIOUS)
CONTRACTOR shall provide the Services detailed in Exhibit A (Scope of Services) during the periods specified as follows:
Services to Be Provided During the Period Covering:
Onboard Software License 04/09/2017 – 04/08/2020
API License 04/09/2017 – 04/08/2020
Insight Enterprise Software License 04/09/2017 – 04/08/2020 Governmentjobs.com Subscription 04/09/2017 – 04/08/2020
Services to Be Provided During the Period Covering, Amendment No.1:
Onboard Software License 04/09/2020 – 04/08/2022
API License 04/09/2020 – 04/08/2022
Insight Enterprise Software License 04/09/2020 – 04/08/2022 Governmentjobs.com Subscription 04/09/2020 – 04/08/2022 Background Check 12/13/2019 – 04/08/2022
Candidate Text Messaging 01/09/2020 – 04/08/2022
Services to Be Provided During the Period Covering, Amendment No.2:
Onboard Software License 04/09/2022 – 06/30/2025
API License 04/09/2022 – 06/30/2025
Insight Enterprise Software License 04/09/2022 – 06/30/2025 Governmentjobs.com Subscription 04/09/2022 – 06/30/2025 Background Check 04/09/2022 – 06/30/2025
Candidate Text Messaging 04/09/2022 – 06/30/2025
Perform Subscription 11/01/2022 – 06/30/2025
Employee Integration Subscription 11/01/2022 – 06/30/2025 Professional Services
–Perform Implementation and Training
–Employee Import Setup
–Single Sign On Setup
- Position Import Setup
11/01/2022 – 06/30/2025
Single Sign-on (SSO) 11/01/2022 – 06/30/2025
Position Import Subscription 11/01/2022 – 06/30/2025
Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Vers.: Aug. 5, 2019
Services to Be Provided During the Period Covering, Amendment No.3:
Onboard Software License 07/01/2025 – 06/30/2026
API License 07/01/2025 – 06/30/2026
Insight Subscription 07/01/2025 – 06/30/2026
Governmentjobs.com Subscription 07/01/2025 – 06/30/2026 Customer Background Check
Integration
07/01/2025 – 06/30/2026
Candidate Text Messaging 07/01/2025 – 06/30/2026
Perform Subscription 07/01/2025 – 06/30/2026
Employee Import Subscription 07/01/2025 – 06/30/2026
Single Sign-on (SSO) 07/01/2025 – 06/30/2026
Position Import Subscription 07/01/2025 – 06/30/2026
Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Vers.: Aug. 5, 2019
EXHIBIT C
COMPENSATION, AMENDMENT NO.3
(AMENDED, REPLACES PREVIOUS)
CITY shall compensate CONTRACTOR for performance of the Services according to the following fee schedules for the applicable time period, with the maximum amount of compensation not to exceed the amount stated in Sections 5 of this Agreement. Any Services provided for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to CITY. The parties understand and agree that the fees payable to the CONTRACTOR under this Agreement are provided in the fee schedules below and that there are no per-user fees under this Agreement.
Schedule of Fees for the Period Covering: 04/09/2017 – 04/08/2020
ITEM 3-Year Total License Cost
Insight Enterprise $38,755.26
Onboard Software License $42,300.00
API License $1,410.00
Governmentjobs.com
Subscription $5,499.00
Total $87,964.26 (Paid in full)
Schedule of Fees for the Period Covering (Amendment No.1): 4/9/2020 – 4/8/2022
ITEM 4/9/20 -
4/8/21
4/9/21 -
4/8/22
Insight $14,430.15 $15,151.66
Onboard $15,750.00 $16,537.50
Onboard API $500.00 $500.00
Governmentjobs.com $2,047.50 $2,149.88
Background Check $2,000.00 $2,000.00
Candidate Text
Messaging
$1,175.00 $1,233.75 Total
Total
$35,902.65
$37,572.79
$73,475.44
(Paid in full)
Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Vers.: Aug. 5, 2019
Schedule of Fees for the Period Covering (Amendment No.2): 4/9/2022 – 6/30/2025
ITEM 4/9/2022 -
6/30/2022
7/1/2022 –
6/30/2023
11/1/22 -
6/30/23
7/1/2023 –
6/30/2024
7/1/2024 –
6/30/2025
Insight $3,617.72 $15,909.24 $16,704.70 $17,539.94
Onboard $3,948.61 $17,364.38 $18,232.60 $19,144.23
Onboard API $119.38 $525.00 $551.25 $578.81
Governmentjobs.com $513.32 $2,257.37 $2,370.24 $2,488.75 Background Check $477.53 $2,100.00 $2,205.00 $2,315.25 Candidate Text $294.58 $1,295.44 $1,360.21 $1,428.22
Messaging
Perform Subscription -- -- $10,135.16 $30,573.00 $32,101.65 Employee Import -- -- $1,044.25 $3,150.00 $3,307.50
Subscription
Professional Services:
• Perform
Implementation &
Training
• Employee Import
Setup
• Position Import
Setup
• Single Sign On
Setup
--
--
$8,000.00
-
-
-
-
-- --
$6,300.00
-
-
-
-
-- --
$6,300.00
-
-
-
-
-- -- -
-
-
-
$3,000.00
Single Sign-On (SSO) -- -- $713.74 $2153.00 $2,260.65
Position Import
Subscription
-- -- $1,044.25 $3,150.00 $3,307.50 GRAND TOTAL
TOTALS $8,971.14 $39,451.43 $36,537.40 $80,450.00 $84,472.50 $249,882.47
Schedule of Fees for the Period Covering (Amendment No.3): 7/1/2025 – 6/30/2026
ITEM Quantity
(Employee
Based)
7/1/2025 –
6/30/2026
Insight Subscription 1,400 $18,943.14
Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1 Vers.: Aug. 5, 2019
Onboard Subscription 1,400 $20,388.60
Onboard API 1 $616.43
Governmentjobs.com
Subscription
1,400 $2,737.63
Background Check 1 $2,465.74
Candidate Text 1,400 $1,571.04
Messaging Subscription
Perform Subscription 1,111 $32,101.59
Employee Import 1,111 $3,307.34
Subscription
Single Sign-On (SSO) 1,111 $2,260.65
Position Import
Subscription
1,111 $3,307.34 GRAND
TOTAL
TOTALS $87,699.61
Total not-to-exceed amount of the Agreement:
For the Period Covering: 04/09/2017 – 04/08/2020: $ 87,964.26 (Paid in full) For the Period Covering: 04/09/2020 – 04/08/2022: $ 73,475.44 (Paid in full) For the Period Covering: 04/09/2022 – 06/30/2025: $ 249,882.47 (Paid in full) For the Period Covering: 07/01/2025 – 06/30/2026: $ 87,699.61
Total not-to-exceed: $ 499,021.78
Docusign Envelope ID: 943FA19C-FACD-4E5A-B46A-07D590E8F3B1