Vers.: Aug. 5, 2019
AMENDMENT NO. 2 TO CONTRACT NO. C23185922
BETWEEN THE CITY OF PALO ALTO AND
KITTELSON & ASSOCIATES, INC.
This Amendment No. 2 (this “Amendment”) to Contract No. C 23185922 (the “Contract” as defined below) is entered into as of March 26, 2025, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and KITTELSON & ASSOCIATES, a California corporation, located at 155 Grand Avenue, Suite 505, Oakland, CA 94612 (“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 to update the Bicycle and Pedestrian Transportation Plan as detailed therein.
B. The Parties now wish to amend the Contract in order to extend the term by one year from June 30, 2025, to June 30, 2026, with no change to the compensation payable under the Contract, 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 C ontract No. C23185922 between CONSULTANT and CITY, dated June 22, 2023. as amended by:
Amendment No.1, dated November 8, 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 completion of the Services in accordance with Exhibit B, entitled “SCHEDULE OF PERFORMANCE”, unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.
Docusign Envelope ID: A7529C49-3265-4EFF-9135-D3D9B5EBE7B7 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:
b. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2”, 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 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: A7529C49-3265-4EFF-9135-D3D9B5EBE7B7 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
KITTELSIN & ASSOCIATES, INC.
Officer 1
By:
Name:
Title:
Officer 2
By:
Name:
Title:
Docusign Envelope ID: A7529C49-3265-4EFF-9135-D3D9B5EBE7B7 Vice President
David Mills
Larry Van Dyke
Vice President and CFO
Vers.: Aug. 5, 2019
EXHIBIT B
SCHEDULE OF PERFORMANCE AMENDMENT NO. 2
(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 Project Managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall 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
1. Prepare Detailed Work Plan and Strategy 6 days
2. Review Policy and Program Documents 30 days
3. Inventory Existing Facility Conditions 140 days
4. Community Outreach 375 days
5. Bicycle and Pedestrian Network
Enhancements
125 days
6. Implementation and Funding Strategy 35 days
7. Bicycle and Pedestrian Plan Document 180 days
8. Project Management and Oversight 80 weeks
9. Ongoing Project Management &
Oversight
104 weeks
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: A7529C49-3265-4EFF-9135-D3D9B5EBE7B7