Vers.: Aug. 5, 2019
AMENDMENT NO. 2 TO CONTRACT NO. C23187298C
BETWEEN THE CITY OF PALO ALTO AND
HINDERLITER DE LLAMAS & ASSOCIATES (HDL)
This Amendment No. 2 (this “Amendment”) to Contract No. C23187298C (the “Contract” as defined below) is entered into as of September 9, 2026, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and HINDERLITER DE LLAMAS & ASSOCIATES (HDL), a California corporation, located at 120 S. State College Blvd. Suite 200, Brea, California 92821 (“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 administration, collection, enforcement, compliance, and audit activities for the City’s business tax and business registry certificate program, as detailed therein.
B. The Parties entered into Amendment No. 1 to extend the term for an additional two (2) years, changing expiration date from June 30, 2026 to June 30, 2028 and increasing the compensation value by Two Million Nine Thousand Four Hundred Forty Five Dollars ($2,009,445); changing total not to exceed compensation value from Eight Hundred Sixty Thousand Five Hundred Fifty Five Dollars ( $860,555) to Two Million Eight Hundred Seventy Thousand Dollars ($2,870,000), as detailed therein.
C. The Parties now wish to amend the Contract in order to (1) increase the compensation value by One Hundred Sixty-Five Thousand Dollars ($165,000); changing total not to exceed compensation value from Two Million Eight Hundred Seventy Thousand Dollars ($2,870,000) to Three Million Thirty-Five Thousand Dollars ($3,035,000); and (2) add to the Scope of Services, 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. Co
ntract. The term “Contract” shall mean Contract No. C23187298C between CONSULTANT and CITY, dated October 1, 2023, as amended by:
Amendment No. 1 dated September 29, 2025
b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. $)'
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ATTACHMENT A
Vers.: Aug. 5, 2019
SECTION 2. Section 4. “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 Two Million Nine Hundred Eleven Thousand ($2,911,000) . 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.
Optional Additional Services Provision (This provision applies only if checked and a not-to- exceed compensation amount for Additional Services is allocated below under this Section 4.)
In addition to the not-to-exceed compensation specified above, CITY has set aside the not-to- exceed compensation amount of One Hundred Twenty-Four Thousand Dollars ($124,000) for the performance of Additional Services (as defined below). The total compensation for performance of the Services, Additional Services and any reimbursable expenses specified in Exhibit C, shall be Three Million Thirty-Five Thousand Dollars ($3,035,000), as detailed in Exhibit C.
“Additional Services” means any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described at Exhibit A. CITY may elect to, but is not required to, authorize Additional Services up to the maximum amount of compensation set forth for Additional Services in this Section 4.
CONSULTANT shall provide Additional Services only by advanced, written authorization from CITY as detailed in this Section. Additional Services, if any, shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project Manager, as identified in Section 13 (Project Management). Each Task Order shall be in substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK ORDER”. Each Task Order shall contain a specific scope of services, schedule of performance and maximum compensation amount, in accordance with the provisions of this Agreement. Compensation for Additional Services shall be specified by CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project Manager within the time specified by the Project Manager, and upon authorization by CITY (defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall become part of this Agreement. The cumulative total compensation to CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the amount of compensation set forth for Additional Services in this Section 4. CONSULTANT shall only be compensated for Additional Services performed under an authorized Task Order and only up to the maximum amount of compensation set forth for Additional Services in this Section 4. Performance of and payment for any Additional Services are subject to all requirements and restrictions in this Agreement.” $)'
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ATTACHMENT A
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-1” entitled “SCOPE OF SERVICES, AMENDMENT NO. 2”, ADDED.
b. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2”, AMENDED, REPLACES PREVIOUS.
c. Exhibit “C” entitled “COMPENSATION, 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.)
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ATTACHMENT A
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
HINDERLITER DE LLAMAS &
ASSOCIATES (HDL)
Officer 1
By:__________________________
Name:_______________________
Title:________________________
Officer 2
By:__________________________
Name:_______________________
Title:________________________
Attachments:
- EXHIBIT A – SCOPE OF SERVICES, AMENDMENT NO. 1
- EXHIBIT A-1 – SCOPE OF SERVICES, AMENDMENT NO. 2 (ADDED) - EXHIBIT B – SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2 (AMENDED, REPLACES
PREVIOUS)
- EXHIBIT C – COMPENSATION, AMENDMENT NO. 2 (AMENDED, REPLACES PREVIOUS) - EXHIBIT C-1 – SCHEDULE OF RATES, AMENDMENT NO. 1
- EXHIBIT D – INSURANCE REQUIREMENTS
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ATTACHMENT A
Vers.: Aug. 5, 2019
EXHIBIT A
SCOPE OF SERVICES, AMENDMENT NO.1
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”. CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”. Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Scope of Services
CONSULTANT (HdL) will provide the following monthly recurring services relative to the administration, collection, enforcement, compliance, and audit activities for the City’s business tax and business registry certificate program:
Task 1:
1. Operations Management Services
1.1. Establish and maintain database of businesses for the business registry certificate program and business tax.
1.2. Receive and process, in a timely fashion:
1.2.1. Business registry applications, renewals and payments, and.
1.2.2. Business tax filings, amended returns, and payments.
1.3. Renewal and payment notices:
1.3.1. Business registry renewal notices will be sent renewal notices to active businesses within 30 days of the renewal period end date or at another interval specified by CITY.
1.3.2. Business tax payment reminder notices will be sent within 30 days of the tax payment due date or at another interval specified by CITY.
1.4. Provide businesses multiple options for submitting applications, renewals, tax filing, payments, or support requests (including via website, email, mail, phone, and fax).
1.4.1. Have experience and capabilities to process business payments, renewals, delinquent payments and ongoing monitoring and administration of CITY’s business registry certificate program and business tax, as described in the CITY’s municipal code, ordinances, policies and program procedure manuals.
1.4.2. Consultant specialists will be available for live interactions Monday through Friday, 8:00am to 5:00pm Pacific).
1.4.3. Respond to business correspondence via return phone call or written correspondence within 24 hours.
1.5. Remit revenue to CITY no less than monthly, along with detail of business registry $)'
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ATTACHMENT A
Vers.: Aug. 5, 2019
applications, business tax filings, and any additional documentation.
1.6. Provide CITY staff access to website portal offering business registry inquiry, reporting, and electronic department approval capabilities.
Task 2:
2. Compliance Services: 1) Identify and register businesses which are subject to business registry certificate program and/or business tax, 2) collect known debt as pertains to business registry certificate and/or business tax, and 3) identify under-reported registration fee and/or tax liability.
2.1. Discovery Services
2.1.1. Develop a list of businesses subject to CITY business registry certificate or taxation.
2.1.2. Notify non-compliant businesses of their options to comply or dispute their non- compliant status. Notification and support to businesses will be facilitated through the website, mail, email, phone and/or fax.
2.1.3. Review information and forms submitted by the business for completion and accuracy, inclusive of any additional required documentation (i.e. home occupation permit). All submissions are filed and stored electronically and made available to CITY upon request.
2.1.4. Provide businesses with detailed invoicing and options to pay via website, mail, and phone.
2.1.5. Remit revenue to CITY no less than monthly, along with detail of business registry applications, business tax filings, and any additional documentation.
1.5. Collection Services
1.5.1. Identify businesses subject to CITY business registry certificate or taxation which have known debt to CITY and have failed to pay within an appropriate time frame.
1.5.2. Notify businesses of their options to comply or dispute their non-compliant status.
1.5.3. Provide businesses with detailed invoicing and options to pay via website, mail and phone.
1.5.4. Remit revenue to CITY no less than monthly, along with detail of business registry applications, business tax filings, and any additional documentation.
2.3. Audit Services
2.3.1. Identify potential under-reporting and/or misclassified businesses.
2.3.2. Audit businesses mutually agreed to by CITY and CONSULTANT that are identified as potential under-reporting businesses.
2.3.3. Submit audit summaries to CITY and discuss further actions.
2.3.4. Educate businesses on proper reporting practices.
2.3.5. Invoice and collect identified delinquencies.
3. Payment Processing – services include PCI compliant payment processing services powered by FIS Global, which supports both credit card (taxpayer funded) and eCheck (CITY funded) transactions.
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ATTACHMENT A
Vers.: Aug. 5, 2019
Task 3:
3.1. CITY Responsibilities
3.1.1. As a condition to its receipt of the Service, CITY shall execute and deliver any and all applications, agreements, certifications or other documents required by FIS Global, Networks or other third parties whose consent or approval is necessary for the processing of Transactions by FIS Global. “Network” is an entity or association that operates, under a common service mark, a system which permits participants to authorize, route, and settle Transactions among themselves, including, for example, networks operated by VISA USA and Mastercard, Inc., NYCE Corporation, American Express, and Discover.
3.1.2. CITY hereby grants CONSULTANT the full right, power and authority to request, receive and review any Data or records reflected in a Transaction report. CITY represents and warrants that it has the full right and authority to grant these rights.
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ATTACHMENT A
Vers.: Aug. 5, 2019
EXHIBIT A-1
SCOPE OF SERVICES, AMENDMENT NO.2
(ADDED)
Sales and Use Tax
4. Task 4: Sales and Use Tax and Economic Analysis, Reporting, and Forecasting
4.1. Establish a special database with California Department of Tax and Fee Administration (“CDTFA”) registration data for businesses within applicable district boundaries holding seller’s permit accounts.
4.2. CONSULTANT shall make available to CITY the HdL proprietary software program and database containing all applicable registration and quarterly allocation information for CITY business outlets registered with the Department of Tax and Fee Administration. The database will be updated quarterly. Access shall be made available through downloadable standard file formats, including Excel or comma-delimited formats, and/or through a web-based application that allows CITY staff to view, query, and download data.
4.3. CONSULTANT shall provide reasonable customization of reports, queries, and data extracts to support CITY operational, financial, and economic analysis needs, including reporting by geographic or organizational areas identified by CITY, such as shopping centers, business districts, commercial districts, redevelopment areas, governmental areas, residential areas, and other defined reporting segments.
4.4. CONSULTANT shall make reasonable efforts to provide requested custom reports, queries, and supporting information within mutually agreed upon timelines based on the complexity of the request.
4.5. CONSULTANT shall provide updated reports each quarter identifying changes in allocation totals by individual businesses, business groups and by categories. Quarterly aberrations due to State audits, fund transfers, and receivables, along with late or double payments, will also be identified.
4.6. Following each calendar quarter, CONSULTANT shall provide both (i) a detailed quarterly review and analysis report for CITY staff use, and (ii) a non-confidential summary report for the CITY to include in presentations with Council Members, Chamber of Commerce, other economic development interest groups and the public. The public-facing report shall summarize sales tax trends, economic activity, and major business group performance without disclosing confidential individual tax records.
4.7. Provide periodic updated reports endeavoring to identify and assist with budget forecasting including annual and multi-year revenue forecast and the assumptions supporting those forecasts, as well as (i) changes in allocation totals by individual businesses, business groups and categories, and (ii) aberrations due to State audits, fund transfers, and receivables, along with late or double payments.
4.8. CONSULTANT shall provide a presentation led by an HdL Sales Tax Principal discussing latest sales tax results, emerging retail trends, business retention needs, leveraging of economic clusters and reviewing successes in client jurisdictions with similar characteristics. This presentation will occur following each calendar quarter.
5. Task 5: Sales Tax Allocation and Audit Recovery Services
5.1. Conduct (when mutually agreed with CITY) initial and on-going sales and use tax audits of businesses to help identify and correct allocation errors, and to proactively affect favorable registration, reporting or formula changes thereby generating previously unrealized sales and use tax income for the CITY and/or recovering misallocated tax from registered taxpayers. Common $)'
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ATTACHMENT A
Vers.: Aug. 5, 2019
errors that will be monitored and corrected include but are not limited to: transposition errors resulting in misallocations; erroneous consolidation of multiple outlets; misreporting of “point of sale” to the wrong location; delays in reporting new outlets; misallocating use tax payments to the allocation pools or wrong jurisdiction; and erroneous fund transfers and adjustments.
5.2. Initiate contacts with sales, management and accounting officials in companies that have businesses where a probability of error exists to endeavor to help verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner.
5.3. Prepare and submit to the CDTFA information for the purpose of correcting any identified allocation errors, and follow-up with individual businesses and the CDTFA to promote recovery by the CITY of back or prospective quarterly payments that may be owing.
5.4. If, during the course of its audit, CONSULTANT finds businesses located in the CITY’s jurisdiction that are properly reporting sales and use tax but have the potential for modifying their operation to provide an even greater share to CITY, CONSULTANT may so advise CITY and collaborate with those businesses and CITY to encourage such changes.
Transactions and Use Tax
The City has placed a transactions and use tax measure on the November 2026 ballot. Upon passage by Palo Alto voters, the following services will apply:
6. Task 6: Transactions Tax and Economic Analysis, Reporting, and Forecasting
6.1. Establish a database containing all applicable Department of Tax and Fee Administration (CDTFA) registration data for each business within the District boundaries holding a seller’s permit account. Said database shall also identify the quarterly transactions and use tax allocations under each account for the most current and previous quarters where available.
6.2. CONSULTANT shall make available to CITY the HdL proprietary software program and database containing all applicable registration and quarterly allocation information for CITY business outlets registered with the Department of Tax and Fee Administration. The database will be updated quarterly.
6.3. CONSULTANT shall provide updated reports each quarter identifying changes in allocation totals by individual businesses, business groups and by categories. Quarterly aberrations due to State audits, fund transfers, and receivables, along with late or double payments, will also be identified.
6.4. Following each calendar quarter shall provide a summary analysis for CITY to share with Council Members, Chamber of Commerce, other economic development interest groups and the public that analyze CITY’s sales tax trends by major groups without disclosing confidential individual tax records.
6.5. Provide periodic updated reports endeavoring to identify and assist with budget forecasting including annual and multi-year revenue forecast and the assumptions supporting those forecasts, as well as (i) changes in allocation totals by individual businesses, business groups and categories, and (ii) aberrations due to State audits, fund transfers, and receivables, along with late or double payments.
6.6. CONSULTANT shall provide a presentation led by an HdL Sales Tax Principal discussing latest sales tax results, emerging retail trends, business retention needs, leveraging of economic clusters and reviewing successes in client jurisdictions with similar characteristics. This presentation will occur following each calendar quarter.
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ATTACHMENT A
Vers.: Aug. 5, 2019
7. Task 7: Transactions Tax Allocation and Audit Recovery
7.1. CONSULTANT shall conduct on-going reviews to identify and correct unreported transactions and tax payments and distribution errors thereby generating previously unrealized revenue for the CITY. Reviews shall include:
7.1.1. (a) Comparison of county-wide local tax allocations to transactions tax for brick-and-mortar stores and other cash register-based businesses, where clearly all transactions are conducted on-site within the CITY boundaries, and therefore subject to transactions tax.
7.1.2. (b) Review of any significant one-time use tax allocations to ensure that there is corresponding transaction tax payments for taxpayers with nexus within the CITY boundaries.
7.1.3. (c) Review of state-wide transactions tax allocations and patterns to identify any obvious errors and omissions.
7.1.4. Identification and follow-up with any potentially large purchasers of supplies and equipment (e.g. hospitals, universities, manufacturing plants, agricultural operations, refineries) to ensure that their major vendors are properly reporting corresponding transactions tax payments to the Transactions Tax District.
7.2. CONSULTANT will initiate, where the probability of an error exists, contacts with the appropriate taxpayer management and accounting officials to verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner so as to enhance CITY’s relations with the business community.
7.3. CONSULTANT shall prepare and submit to the Department of Tax and Fee Administration all information necessary to correct any allocation errors and deficiencies that are identified and shall follow-up with the individual businesses and the California Department of Tax and Fee Administration to ensure that all back quarter payments due the CITY are recovered.
8. Consulting and Other Optional Services
CONSULTANT may from time to time in its sole discretion, consult with CITY’s staff, including without limitation, regarding (i) technical questions and other issues related to sales, use and transactions tax, (ii) utilization of reports to enhance business tax and business registry collection efforts, (iii) sales tax projections for proposed annexations, economic development projects and budget planning, (iv) negotiating/review of tax sharing agreements, (v) establishing purchasing corporations, (vi) meeting with taxpayers to encourage self-assessment of tax obligations, and (vii) other sales, use or transactions tax revenue-related matters.
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ATTACHMENT A
Vers.: Aug. 5, 2019
ADDITIONAL TERMS – Sales, Use and Transactions Tax Services
9. Consulting and Other Optional Services
9.1. Fees for performing other optional services are described below:
9.1.1. Fees for performing CITY Staff training, public representation, or technical seminars for elected officials shall be $3,000 for one-time service and $2,000 for recurring service.
9.1.2. Fees for performing transactional tax ballot measure estimates shall be $2,600 per report.
Incremental non-core packet reporting shall be $2,600 for a one-time report and $700 for recurring reporting service.
1. Confidentiality Information Section 7056 of the State of California Revenue and Taxation Code (“R&T Code”) specifically limits the disclosure of confidential taxpayer information contained in the records of the CDTFA. Section 7056 specifies the conditions under which a CITY, county or district may authorize persons other than such CITY, county or district’s officers and employees to examine state sales and use tax records. The following conditions specified in Section 7056-(b)(1) of the State of California R&T Code are hereby made part of this Agreement:
1.1. CONSULTANT is authorized by this Agreement to examine sales, use or transactions and use tax records of the CDTFA provided to CITY pursuant to contract under the Bradley-Burns Uniform Local Sales and Use Tax Law R&T Code Section 7200 et.seq.
1.2. CONSULTANT is required to disclose information contained in, or derived from, those sales or transactions and use tax records only to an officer or employee of CITY who is authorized by CITY resolution provided to the CDTFA to examine the information.
1.3. CONSULTANT is prohibited from performing consulting services for a retailer (as defined in R&T Code Section 6015), during the term of this agreement.
1.4. CONSULTANT is prohibited from retaining the information contained in or derived from those sales, use or transactions and use tax records after this agreement has expired. Information obtained by examination of the CDTFA records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the CITY as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code. The resolution shall designate the CONSULTANT as a person authorized to examine sales and use tax records and certify that this agreement meets the requirements set forth above and in Section 7056 (b), (1) of the Revenue and Taxation Code.
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ATTACHMENT A
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
Business Tax and Business Registry
1. Task 1: BT and BRC Operations
Management Services
Recurring monthly service within term of
Agreement, with first collection cycle
beginning October 2023; filing and collection
occurring quarter beginning January 2024.
2. Task 2: BT and BRC Compliance Services
a. Discovery
b. Collection
c. Audit
Recurring monthly service within term of
Agreement.
3. Task 3: BT and BRC Payment Processing Recurring monthly service within term of Agreement.
Sales Tax and Transactions Tax Audit and Information Services
4. Task 4: Sales and Use Tax Economic
Analysis and Reporting
Quarterly and as needed throughout the term of
the agreement
5. Task 5: Sales and Use Tax Allocation and
Audit Recovery Services
Ongoing throughout the term of the agreement
6. Task 6: Transactions Tax Economic
Analysis and Reporting
Quarterly and as needed throughout the term of
the agreement
7. Task 7: Transactions Tax Allocation and
Audit Recovery Services
Ongoing throughout the term of the 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. $)'
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ATTACHMENT A
Vers.: Aug. 5, 2019
EXHIBIT C
COMPENSATION, AMENDMENT NO.2
(AMENDED, REPLACES PREVIOUS)
BUDGET SCHEDULE RATE EST. UNIT
NOT TO
EXCEED
AMOUNT (5
YEARS)
YEAR 1
FY 2024
(10/1/2023-
6/30/2024)
YEAR 2
FY 2025
YEAR 3
FY 2026
YEAR 4
FY 2027
YEAR 5
FY 2028
Includes all sub-tasks under Task 1 of Scope of Services. Fees are increase as of July 1 of each year based on the 12-month Bay Area Consumer Price Index (Urban Wage Earners and
Clerical Workers, San Francisco-Oakland-San Jose) as of March 31, not to exceed 5%
Max. Annual
CPI Adj
Per processed account fee - any account for which an
application or renewal/return was processed, or active account which was sent a renewal notice
$17.00 8,000 $640,000 $85,000 $85,000 $130,000 $170,000 $170,000
2.1: Discovery Services
Contingency percentage applies to all monies received for the curent tax/license period and any other period collected (including monies received for taxes, penalties, interest, and fees).
In the event that CITY discovers a non-compliant business and report to CONSULTANT, activity will be categorized as a collection service effort rather than discover effort.
35% 170,000 $260,000 $60,000 $60,000 $60,000 $40,000 $40,000
2.2: Collection Services
Contingency percentage applies to revenues received as a result of compliance services.
25% 1,600,000 $1,700,000 $200,000 $450,000 $400,000 $350,000 $300,000
2.3: Audit Services
Contingency percentage applies to revenues received as a result of audit services.
35% 115,000 $160,000 N/A N/A $40,000 $60,000 $60,000 Sub-Total Compliance Services $2,120,000 $260,000 $510,000 $500,000 $450,000 $400,000 Taxpayer Funded:
Credit and debit card processing CITY authorizes CONSULTANT to collect convenience fee from taxpayer at the time of payment.
2.90% N/A N/A N/A N/A N/A N/A N/A
Taxpayer Funded:
Returned payment/NSF fee, each occurance.
25% N/A N/A N/A N/A N/A N/A N/A
City Funded:
ACH/eCheck processing per transaction fee.
$0.50 2,000 $5,000 $1,000 $1,000 $1,000 $1,000 $1,000 REIMBURSEABLE EXPENSES $5,000 $1,000 $1,000 $1,000 $1,000 $1,000 ADDITIONAL SERVICES OR CONTINGENCY $100,000 $20,000 $20,000 $20,000 $20,000 $20,000 TOTAL (TASK 1-3) - BT & BRC OPERATIONS AND COMPLIANCE $2,870,000 $367,000 $617,000 $652,000 $642,000 $592,000
BUSINESS TAX (BT) AND BUSINESS REGISTRY CERTIFICATE (BRC) OPERATIONS MANAGEMENT AND COMPLIANCE SERVICES TASK 1: Operations Management Services
TASK 2: Compliance Services
TASK 3: Payment Processing
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ATTACHMENT A
Vers.: Aug. 5, 2019
BUDGET SCHEDULE RATE EST. UNIT
NOT TO
EXCEED
AMOUNT (5
YEARS)
YEAR 1
FY 2024
(10/1/2023-
6/30/2024)
YEAR 2
FY 2025
YEAR 3
FY 2026
YEAR 4
FY 2027
YEAR 5
FY 2028
$1,000 per month, updated annually based on the 12-month change in the annual Consumer Price Index for All Urban Consumers (CPI-U)
Includes the quarterly detailed review and analysis report and quarterly non-confidential summary report described in the Scope of Services (Task 4.4.6). Additional optional reports requested by the City will be billed separately in accordance with the Additional Terms for Consulting and Other Optional Services.
$1,000 $24,480 N/A N/A N/A $12,000 $12,480
Contingency percentage applies to all monies received for all new, increased and recovered sales and use tax revenue
received by the City as a result, in whole or in part, of the allocation audit and recovery services
Fee applies to both historical reallocations resulting from the audit and the subsequent eight (8) reporting quarters
following CDTFA confirmation of the correction.
18% $60,000 N/A N/A N/A $30,000 $30,000
$300 per month, updated annually based on the 12-month
change in the annual Consumer Price Index for All Urban Consumers (CPI-U)
$300 $5,520 N/A N/A N/A $1,800 $3,720
Contingency percentage applies to all monies received for all new, increased and recovered transactions and use tax
revenue received by the City as a result, in whole or in part, of the allocation audit and recovery services
Fee applies only to historical recoveries identified through the audit and does not apply to future reporting periods.
25% $45,000 N/A N/A N/A $15,000 $30,000
REIMBURSEABLE EXPENSES $6,000 N/A N/A N/A $3,000 $3,000 ADDITIONAL SERVICES OR CONTINGENCY $24,000 N/A N/A N/A $12,000 $12,000 TOTAL (TASK 4-7) - SALES TAX AND TRANSACTIONS TAX AUDIT AND INFORMATION SERVICES $165,000 $0 $0 $0 $73,800 $91,200 TOTAL NOT-TO-EXCEED (NTE) $3,035,000 $367,000 $617,000 $652,000 $715,800 $683,200 TASK 6: Transactions Tax Economic Analysis and Reporting TASK 7: Transactions Tax Allocation and Audit Recovery Services TASK 4: Sales and Use Tax Economic Analysis and Reporting TASK 5: Sales and Use Tax Allocation and Audit Recovery Services
SALES TAX AND TRANSACTIONS TAX AUDIT AND INFORMATION SERVICES $)'
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ATTACHMENT A
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EXHIBIT C-1
COMPENSATION, AMENDMENT NO.1
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ATTACHMENT A
Vers.: Aug. 5, 2019
EXHIBIT D
INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE
CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS
EACH
OCCURRENCE
AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY STATUTORY STATUTORY
YES GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY
DAMAGE
BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
BODILY INJURY $1,000,000 $1,000,000
- EACH PERSON $1,000,000 $1,000,000
YES AUTOMOBILE LIABILITY, - EACH OCCURRENCE $1,000,000 $1,000,000
INCLUDING ALL OWNED, HIRED,
NON-OWNED PROPERTY DAMAGE $1,000,000 $1,000,000
BODILY INJURY AND PROPERTY $1,000,000 $1,000,000
DAMAGE, COMBINED
YES PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES
$1,000,000
YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED : CONSULTANT, AT ITS SOLE
COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE
ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED,
INSURING NOT ONLY CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY.
II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: [email protected]
III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS:
A. PRIMARY COVERAGE
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ATTACHMENT A
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WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,
INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR
CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE
INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON
OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL:
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ATTACHMENT A