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HomeMy WebLinkAboutStaff Report 8332 City of Palo Alto (ID # 8332) City Council Staff Report Report Type: Consent Calendar Meeting Date: 8/28/2017 City of Palo Alto Page 1 Summary Title: Southgate Residential Preferential Parking Contract Amendments Title: Approval of Amendment Number 3 to Contract C15156501 With SP Plus in the Amount of $16,335 for Additional Services for Parking Permits and On-Site Customer Service; Approval of Amendment Number 3 to Contract C15156763 With Serco, Inc. in the Amount of $115,140 for Enforcement of Southgate Residential Preferential Parking (RPP) District; Approval of Amendment Number 5 to Contract C15157271 With McGuire Pacific Constructors in the Amount of $142,155 for Construction Services for Southgate Residential Preferential Parking District From: City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that Council take the following actions to update the contracts in support of the Downtown RPP to accommodate recent changes to the program and to allow for implementation of the Southgate Residential Preferential Parking (RPP) program: 1. Authorize the City Manager, or his designee, to execute the attached contract amendment (Attachment A) with SP Plus in the amount of $16,335 for Additional Services for Parking Permits and On-Site support for a total contract amount not to exceed $762, 7936.. 2. Authorize the City Manager, or his designee, to execute the attached contract amendment (Attachment B) with Serco in the amount of $115,140 for Parking Enforcement for a total contract amount not to exceed $2,435,994. 3. Authorize the City Manager, or his designee, to execute the attached contract amendment (Attachment C) with McGuire Pacific Constructors in the amount of City of Palo Alto Page 2 $142,155 for Construction Services (sign installation) for a total contract amount not to exceed $846,190. Background and Discussion In December of 2014, the City Council adopted Ordinance 5294, which established a City-wide framework for the creation of neighborhood-specific Residential Preferential Parking (RPP) districts. At that time, Council approved the establishment of the first RPP district for residential areas surrounding the Downtown commercial core. Subsequently, the City released three Requests for Proposals (RFP’s) in support of the Downtown RPP program. One was a solicitation to create a new public parking website for the City and develop an online permit sales portal, the second was for parking enforcement, and the third was for installation of signage. After vetting by City staff of several proposals received, Council approved the award of contracts to SP Plus, SERCO, and McGuire Pacific Constructors respectively. On June 19, 2017 (Staff Report 7806), the City Council adopted a new resolution creating a RPP program in the Southgate Neighborhood. The implementation of this new district, which is bounded by Churchill Avenue, Caltrain Rail Corridor, Sequoia Avenue, and El Camino Real, requires amending the existing contracts with SP Plus, SERCO and McGuire Pacific Constructors in order to provide needed services. This report recommends amendments to three contracts that will support both the implementation of the Southgate RPP as well as the ongoing operations of the current Downtown RPP. Amendment Three to Contract No. C15156501: SP Plus (Attachment A) The formation of the Southgate RPP District necessitates the extension of services of SP Plus. The amendment provides Permit Fulfillment/Customer Support for the Southgate RPP, including on-site customer service support at City Hall on a regular basis. On-site service assists those customers that do not have email addresses or aren’t comfortable navigating the internet. The amendment will also extend the term of the agreement to March 15, 2019 Amendment Three to Contract No. C15156763: Serco Inc. (Attachment B) The contract amendment will enable Serco to hire, train and equip one new officer to provide parking enforcement in the Southgate RPP District. The amendment will also extend the term of the contract one additional year, to May 31, 2019. With the proposed amendment, a total of eight officers will be enforcing three RPP districts. Amendment Five to Contract No. C15157271: McGuire Pacific Constructors (Attachment C) City of Palo Alto Page 3 This amendment will extend the existing contract with the Consultant to provide and install RPP signs in the newly created Southgate RPP District. This amendment is budgeted to CIP PL- 15003, Residential Preferential Parking. Policy Implications The following comprehensive Plan goals, programs and policies are relevant to the implementation of the Southgate RPP program. POLICY T-2: Consider economic, environmental, and social cost issues in local transportation decisions. POLICY T-45: Provide sufficient parking in the University Avenue/Downtown and California Avenue business districts to address long-range needs. PROGRAM T-50: Continue working with merchants, the chamber of Commerce, neighbors, and a parking consultant to explore options for constructing new parking facilities or using existing parking more efficiently. PROGRAM 51: Work with merchants to designate dedicated employee parking areas. POLICY T-46: Minimize the need for all-day employee parking facilities in the University Avenue/Downtown and California Avenue business districts and encourage short-term customer parking. POLICY T-47: Protect residential areas from the parking impacts of nearby districts. PROGRAM T-52: Evaluate options to ensure maximum use of the City parking structures in the University Avenue/Downtown and California Avenue areas. PROGRAM 53: Discourage parking facilities that would intrude into adjacent residential City of Palo Alto Page 4 neighborhoods. Resource Impact The implementation and operation of the Southgate RPP district requires contracts amendments, with costs shown in the table below: SP Plus Amendment Three to Contract No. C15156501 $ 16335 Serco Amendment Three to Contract No. C15156763 $ 115,140 McGuire Pacific Constructors Amendment Five to Contract No. C15157271 $ 142,155 TOTAL $ 273,630 Since the amended contracts for Serco and SP Plus run through March and May 2019, respectively, the impacts of the contract amendments for this fiscal year are: SP Plus Amendment Three to Contract No. C15156501 7,988$ Serco Amendment Three to Contract No. C15156763 59,999$ McGuire Pacific Constructors Amendment Five to Contract No. C15157271 142,155$ TOTAL 210,142$ Fiscal Year 2018 Costs The SP Plus and Serco contract amendments are fully budgeted in the Fiscal Year 2018 Adopted Operating Budget for the RPP. Costs for Fiscal Year 2019 will be included in the budget submission for that year. The McGuire contract amendment is fully funded by Capital Improvement Project (CIP) PL- 15003, Residential Preferential Parking. Timeline: Upon approval of respective contract amendments, City staff will be able to disseminate information to neighborhood residents about how to purchase permits. Signs will also be installed in the area such that enforcement can begin in October or November of 2017. Environmental Review The recommended actions would allow for implementation of a parking program previously approved by the City Council on June 19, 2017. At that time, the program was determined to be exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant City of Palo Alto Page 5 to Section 15061(b)(3) and Section 15301 of the State CEQA Guidelines. Attachments: Attachment A: C15156501 SP Plus Contract Amendment No 3 Council Ready (PDF) Attachment B: C15156763 SERCO Amendment No 3.doc (PDF) Attachment C: C15157271 McGuire Amendment No 5 (A).doc (PDF) Professional Services Rev. Feb. 2014 1 of 14 AMENDMENT NO. 3 TO CONTRACT NO. C15156501 BETWEEN THE CITY OF PALO ALTO AND SP PLUS CORPORATION This Amendment No. 3 to Contract No. C15156501 (“Contract”) is entered into August 21, 2017 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and SP PLUS CORPORATION, a Delaware corporation ("CONSULTANT"). R E C I T A L S A. The Contract was entered into between the parties for the provision of design and implementation of a new hosted parking website which includes all information on permits, garages. B. CITY intends to increase the compensation from $746,458.00 by $16,335.00 to $762,793.00 for the addition of services as stated in EXHIBIT “A” Scope of Services. C. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 4 COMPENSATION is hereby amended to read as follows: “SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed, Year One, Not to Exceed: $160,429.00 Year Two, Not To Exceed: $142,545.00 Year Three, Not to Exceed: $227,495.00 Year Four, Not to Exceed: $232,324.00 Total Compensation for all four years shall not exceed Seven Hundred Sixty Two Thousand Seven Hundred Ninety Three Dollars ($762,793.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “RATE SCHEDULE,” which is attached to and made a part of this Agreement. If any regulatory changes, or changes in applicable laws, have a material impact on CONSULTANT’s expenses in performing its obligations under this Agreement, CONSULTANT and CITY agree that the parties will negotiate in good faith equitable adjustments in compensation. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean 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 in Exhibit “A”.” DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 2 of 14 SECTION 2. The following exhibit(s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference: a. Exhibit “A” entitled “SCOPE OF SERVICES”. b. Exhibit “C” entitled “COMPENSATION”. c. Exhibit “C1” entitled “RATE SCHEDULE”. SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. CITY OF PALO ALTO APPROVED AS TO FORM: SP PLUS CORPORATION Attachments: EXHIBIT "A": SCOPE OF SERVICES EXHIBIT "C": COMPENSATION EXHIBIT "C1": RATE SCHEDULE DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198 Senior Vice President Steve Aiello Bill Kepp DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Regional Manager Professional Services Rev. Feb. 2014 3 of 14 EXHIBIT “A” SCOPE OF SERVICES CONSULTANT shall provide the following scope of work for delivery in 2015: 1. A new CITY parking website, hosted by CONSULTANT. The website will include all information on permits, garages and more as additional parking services are provided by the Parking program. 2. Provision of an online permit sales and renewals website for the new Downtown Residential Preferential Parking (RPP) District, including distribution of permits and collection of payments, hosted by CONSULTANT. A description of the new RPP program is provided in Appendix A. Parking Website 1. CONSULTANT will synthesize all data from CITY’s existing parking websites so visitors can easily access parking information. The website will be built in a manner which is consistent with CITY’s existing website design. 2. CONSULTANT will meet and interview key CITY staff members to help in the development of brand new website content, including but not limited to Parking Manager and Chief Communications Officer. CONSULTANT will develop all content for the website including, but not limited to, text, graphics, images, and maps. CITY staff will review all proposed data content prior to release to the public. 3. CONSULTANT will host the parking website. CITY will forward website traffic to the CONSULTANT-hosted site using forward URL links on CITY website, and vendor website shall include links to send users back to CITY of Palo Alto website. The website will have a link to the RPP online permit sales management system. 4. CONSULTANT will ensure that the website is compatible on all commonly used browser platforms, including MS Explorer, Google Chrome, Apple Safari, and Firefox. The website experience for the user shall be seamless, and shall include automatic algorithms to detect the platform in which the user is viewing so content can be adjusted accordingly. Required platforms include desktop computers, laptops, mobile devices, tablets, and mobile wear devices. 5. The website shall be ready for go live in 6-8 weeks from notice to proceed. Online Parking Permit System Hosting CONSULTANT, using its subcontractor, T2 Systems, Inc., will develop and host a new online parking permit management system, capable of providing and tracking online permit sales for the proposed Downtown RPP District, with the following characteristics: DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 4 of 14 1. The system must include functionality for residents and commuter employees to register and validate their residence or employment, pay for permits, and establish automatic renewal processes. 2. Permit holders shall be able to establish User IDs and Passwords to manage their parking permits; corporate accounts shall be included that allow a business to pay directly for the parking permits of their employees. 3. Individual parking permits must remain within the ownership of the employee while the permit is valid. 4. Permit sales shall be possible for annual, quarterly, monthly, weekly, and daily permit sale options. 5. Include a CITY-User Management Interface that allows CITY to establish parking permit sale caps on the number of permits that are released. 6. Commuter employee users registering into the system for the first time for parking permit procurement shall be able to easily see parking permit availability for desired RPP Districts/areas. 7. The system must provide for issuance and distribution of permits to purchasers (e.g. residents and commuter employees). It shall also accommodate requests for different types of permits (e.g. resident guest, resident, low-wage commuter). Permits will be mailed by T2 Systems, Inc. within 24-48 hours of complete online permit purchases. Temporary permits will be available for purchasers to print themselves immediately. 8. The online permits sales proposer will be expected to coordinate with the enforcement team regarding sharing of eligible permit parking permit use. 9. The system shall have the ability to process online sales, wait-lists, and account information updates by permit holders. 10. The system shall have the ability to link accounts for multiple vehicles and addresses. 11. The system must maintain complete audit trail of changes, transactions, payments, and refunds for each customer, and be able to process payments via multiple payment options. 12. Permit purchasers must immediately be provided a receipt for their purchase, and be issued a temporary permit. 13. The system must have the ability to provide for proof of residency or income level i.e., via uploaded files that will be verified by the vendor for consistency with designated resident addresses. 14. The system shall provide reporting on permit sales and other queries to CITY. 15. The system must be robust enough to accommodate expansion if ultimately CITY decides to make all permits for all programs available online. 16. The online permit sales website shall be ready for go live in 8 weeks from notice to proceed. 17. Forms to apply or renew parking permits require the following information: o Name o Address o Payment information o Vehicle data, to include but not limited to: DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 5 of 14  Make, model, year  License plate  Vehicle color  Vehicle registration o Verification of local residency/Verification of local employment o Verification of permit eligibility (document uploads) o For commuter employee permits, include the information regarding employer (name, address, local company contact, phone number, etc.) o Other options that can be accommodated by the system User Account Requirements and Data Security  Account management must have standards to protect users’ personal information. Users must be able to create and manage accounts through the website.  New accounts shall be created with the following parameters: o Username (email) o Password o Name o Address o Ability to store payment information and automated email notices to renew payment information  Users must have access to view history of all transactions made on the account. Customer Service Requirements and Training CONSULTANT will operate and maintain the online parking permit management system for a three- year term. CONSULTANT and CONSULTANT’s subcontractor, T2 Systems, Inc., shall provide telephone customer service for potential parking permit users, as more specifically described herein:  Technical Support for City Administrators: T2 Systems, Inc. will provide technical support to CITY during the hours of 5:00 a.m. - 5:00 p.m. (PST) Mondays through Fridays. T2 Systems, Inc. will provide after hour and weekend support for emergencies. After hour and weekend support for emergencies will be responded to within 20 minutes.  Customer Support: All of the online pages that users will access to process their permits will have a customer service number that will direct them to one of CONSULTANT’s team members. CONSULTANT’s team will be trained on how to assist customers with the permit process. This assistance can be available up to a 24/7 basis, but the parties shall reasonably agree to limit the hours based on CITY’s needs. CONSULTANT should provide one point of contact with CITY to support ease of communication with CITY shall any issues arise. CONSULTANT must demonstrate a strategy for handling disputes from residents, i.e., permit was never received, incorrect credit card charge, etc. DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 6 of 14 CONSULTANT will train Revenue Collections staff so that Revenue Collections staff can answer basic questions about the permit purchase process. Appendix A: Description of the Downtown RPP District The anticipated Downtown RPP program encompasses an area about 0.86 square miles around Palo Alto’s Downtown commercial core. CITY estimates that there are approximately 4500 residential addresses within these boundaries. Phase of RPP Program Description Phase 1 Permit Demand Polling Period CITY anticipates immediate release of parking permits to all residents within the Downtown RPP District and eligible Commuter Employees from the adjacent Downtown University Avenue and South of Forest Avenue (SOFA) business districts. CITY will provide each residential address up to two residential permits at no cost. Additional resident parking permits for resident visitors can be purchased through the system for a total of up to 4 permits per residence. CITY will also sell Commuter Employee (non-resident) parking permits during this phase for $466 per permit (standard wage) and $100 per permit (reduced wage). In this first phase, all resident and commuter employee permits will be valid for use within the larger RPP District boundary area. All permits provided during this phase will expire after 6 months. Phase 2 RPP District Refinement Period Phase 2 will last 12 months at a minimum, and continue if Council does not repeal the RPP program. Resident permits will continue to be eligible for use anywhere within the District. The first residential permit will be sold at no cost, and additional permits will cost $50 each. Commuter employee permits will be sold during this phase but will be limited to specific blocks or block faces, with permit sale “caps” to help evenly distribute parking demand within the larger Downtown RPP District. The system must be flexible enough to be easily modified during Phase 2. DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 7 of 14 The types of permits which will be sold for the RPP District during Phases 1 and 2 include the following: 1. Resident permits (for residents who live anywhere within the program boundaries) 2. Resident “Annual Guest” permits (for residents who live anywhere within the program boundaries) 3. Resident “Daily Visitor” permits (for residents who live anywhere within the program boundaries) 4. Commuter “Standard” permits (for employees who work anywhere within the program boundaries) 5. Commuter “Low-Income” permits; these permits will look identical to the standard commuter permit, but can only be sold to individuals who have demonstrated that their yearly income is below a certain threshold. The applicant may be required to provide an affidavit stating their yearly income, which would be subject to audit, or their employer will be required to contact the vendor and supply a list of employees who meet the low-wage income requirements. The anticipated Downtown RPP program would be expected to require the sale of anywhere from 5000 to over 15,000 permits annually. It has not yet been determined whether permits for the RPP program will be scratcher or hang-tag permits, but CONSULTANT shall be expected to provide options for both. Additional System Functionality The new online parking permit management system may be selected to replace the existing parking permit management system for the management of garage parking permits for the University Avenue Downtown and California Avenue business districts, and must be able to accommodate the following characteristics: 1. In the University Avenue Downtown District, permits are sold for specific parking facilities and wait lists for each site must be managed separately. 2. In the California Avenue business district, permits can be used for parking in any parking facility within the district. Employees are required to validate their employment location as a business within the Downtown Business District prior to release of a parking permit and continue to show eligibility during renewal. 3. For garage permit sales, CITY anticipates continued use of traditional affixed sticker permits but may in the future require the use of digital parking permit sales that can communicate remotely to Revenue & Access Control parking equipment. In order to assure the privacy and security of the personal information of the City’s customers and people who do business with the City, including, without limitation, vendors, utility customers, library patrons and other individuals and businesses, who are required to share such information with the City, as a condition of receiving services from the City or selling goods and services to the City, including, without limitation, the Software as a Service services provider (the “Consultant”) and its subcontractors, if any, including, without limitation, any Information Technology (“IT”) infrastructure services provider, shall design, install, provide, and maintain a secure IT environment, DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 8 of 14 described in EXHIBIT “E”, while it renders and performs the Services and furnishes goods, if any, described in the Statement of Work, Exhibit A, to the extent any scope of work implicates the confidentiality and privacy of the personal information of the City’s customers. The Consultant shall fulfill the data and information security requirements as specified in EXHIBIT “E” SOFTWARE AS A SERVICE SECURITY AND PRIVACY TERMS AND CONDITIONS. AMENDMENT NO. 1 ADDITIONAL SCOPE OF SERVICE CONSULTANT will provide on-site customer service support at City of Palo Alto City Hall on an as- needed basis. Customer service support will be provided Monday through Thursday, 8:30 am to 5:30 pm, and Friday 8:30 am to 4:30 pm. CONSULTANT will provide additional physical permits per the original Scope of Services. AMENDMENT NO. 3 ADDITIONAL SCOPE OF SERVICE CONSULTANT will provide Parking Permits and On-Site support to the City for the newly created Southgate Residential Preferential Parking (RPP) program. City requests that CONSULTANT invoice each RPP program separately and submit invoices through PCEContracts@cityofpaloalto.org. DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 9 of 14 EXHIBIT “C” COMPENSATION 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 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 all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $762,793.00. 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 $762,793.00. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $43,804.00 (T2 Flex, T2 eBusiness, and T2 Travel) Task 2 $6,150.00 (Website Design) Task 3 $12,080.00 (Website Development) Task 4 $24,665.00 (Website Hosting & Maintenance) Task 5 $55,636.00 (Project Management) Task 6 $45,253.00 (T2 Flex & eBusiness Annual Subscription Fees) Task 7 $95,130.00 (T2 Flex & eBusiness Permit Fulfillment/ Customer support) Task 8 $1,350.00 (Permit Configuration Fee) DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 10 of 14 AMENDMENT NO. 1 Task 9 $25,000.00 (In-Person Support for Phase 1) Task 10 $15,000.00 (In-Person Support for Phase 2) Task 11 $54,000.00 (Permit costs for Phase 2, based on an estimate of 11,900 permits at a cost of $4.53 per permit) AMENDMENT NO. 2 Additional Compensation for year 3 $144,413.00 Year Four $223,977.00 AMENDMENT NO. 3 Southgate Residential Preferential $16,335.00 Parking (RPP) program Sub-total Basic Services $762,793.00 Maximum Total Compensation $762,793.00 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: NONE All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Professional Services Rev. Feb. 2014 11 of 14 Payment for additional services is subject to all requirements and restrictions in this Agreement DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 12 of 14 Revision April 28, 2014 EXHIBIT “C-1” RATE SCHEDULE Fixed Start Up Costs (based on specified scope/development hours): Task 1 T2 Flex, T2 eBusiness, and T2 Travel $43,804 Task 2 SP+ Website Design $6,150 Task 3 SP+ Website Development $12,080 Total Fixed Start Up Costs $62,034 Recurring Annual Costs: Year 1 Year 2 Year 3 Task 4 SP+ Website Hosting and Maintenance $7,980 $8,219 $8,466 Task 5 SP+ Project Management $18,000 $18,540 $19,096 T2 Recurring T2 Flex & eBusiness Annual Subscription Fees $14,355 $15,072 $15,826 Total Recurring Annual Costs $40,335 $41,831 $43,388 Optional Costs: T2 Recurring T2 Flex & eBusiness Permit Fulfillment/Customer Support Fees $31,710 $31,710 $31,710 Estimated cost to provide permits and permit support based on and estimate of 7,000 permits at a cost of $4.53 per permit ($0.99 WW&L Permits, and, $3.54 Permits Direct Fulfillment)*. T2 Fixed Permit Configuration (one time only fee) $1,350 Year 1 Year 2 Year 3 TOTAL PER YEAR $135,429 $73,541 $75,098 TOTAL NOT TO EXCEED: $284,068.00 * If more than 7,000 permits are sold, the City agrees to pay an additional $4.53 per permit over and above the not to exceed compensation amounts reflected in the agreement by issuance of an amendment to the agreement. AMENDMENT NO. 1 CITY will pay CONTRACTOR an hourly rate of $41.16 per person per hour for on-site customer service support. $25,000 (In-Person Support for Phase 1) $15,000 (In-Person Support for Phase 2) $54,000 (Permit costs for Phase 2, based on an estimate of 11,900 permits at a cost of $4.53 per permit) AMENDMENT NO. 1 TOTAL $94,000.00 Year 1 Year 2 Year 3 TOTAL PER YEAR $160,429 $142,541 $75,098 TOTAL NOT TO EXCEED: $378,068.00 DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 13 of 14 Revision April 28, 2014 AMENDMENT NO. 2 Year 3 Year 4 Recurring Annual Cost: 3/16/17 through 3/8/18 3/9/2018 through 3/9/2019 Task 4 SP+ Website Hosting and Maintenance $10,159 $10,464 Task 5 SP+ Project Management $22,915 $23,603 T2 Recurring T2 Flex & eBusiness Annual Subscription Fees $15,826 $16,617 Total Recurring Annual Costs $48,900 $50,684 Permit Administrator Based on monthly billing of $7,460 with annual 3% increase $89,520 $92,206 Permit Fulfillment T2 Recurring, T2 Flex, & eBusiness Permit Fulfillment/Customer Support fees based on an estimate of 11,900 permits at $4.53 per permit ( $0.99 WW&L, $3.54 direct fulfillment)* $53,907 $53,907 Additional Evergreen Park-Mayfield Permit Fulfillment costs 6,000 permits at $4.53* $ 27,180 $ 27,180 Total Per Year $219,507 $223,977 Total for Years 3 & 4 $443,484.00 Total for Years 1 & 2 $302,974.00 Contract Total Not to Exceed $746,458.00 *If more that 17,900 total permits are sold, the City agrees to pay an additional $4.53 per permit over and above the not to exceed compensation AMENDMENT NO. 2 TOTAL $368,390.00 Year 1 Year 2 Year 3 Year 4 TOTAL PER YEAR $160,429 $142,541 $227,495 $223,977 TOTAL CONTRACT NOT TO EXCEED: $746,458.00 DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 14 of 14 Revision April 28, 2014 AMENDMENT NO. 3 Year 3 Year 4 3/16/17 through 3/8/2018 3/9/2018 through 3/9/2019 Recurring Annual Cost: 624.31$ 643.04$ 1,408.20$ 1,450.45$ 972.55$ 1,021.18$ 3,005.06$ 3,114.66$ Permit Administrator Based on monthly billing of $7,460 with annual 3% increase $ - -$ Permit Fulfillment 4,983.00$ 5,232.15$ Total Per Year 7,988.06$ 8,346.81$ *If more that 1100 permits are sold, the City agrees to pay an additional $4.53 per permit over and above the not to exceed compensation amounts reflected in the agreement by issuance of an amendment to the agreement. T2 Recurring, T2 Flex, & eBusiness Permit Fulfillment/Customer Support fees based on an estimate of 1100 permits at $4.53 per permit ($0.99 WW&L, $3.54 direct fulfillment)* Southgate Permit Quote Task 4 SP+ Website Hosting and Maintenance Task 5 SP+ Project Management T2 Recurring T2 Flex & eBusiness Annual Subscription Fees Total Recurring Annual Costs AMENDMENT NO. 3 TOTAL $16,335.00 Year 1 Year 2 Year 3 Year 4 TOTAL PER YEAR $160,429 $142,545 $227,495 $232,324 TOTAL CONTRACT NOT TO EXCEED: $762,793.00 DocuSign Envelope ID: 5A6E6597-D6F9-4236-99A5-512D3D31C198DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Certificate Of Completion Envelope Id: 5A6E6597D6F9423699A5512D3D31C198 Status: Completed Subject: Please DocuSign: C15156501 SP Plus Contract Amendment No 3.pdf Source Envelope: Document Pages: 14 Signatures: 1 Envelope Originator: Supplemental Document Pages: 0 Initials: 0 Christopher Anastole Certificate Pages: 2 AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Payments: 0 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 12.220.157.20 Record Tracking Status: Original 8/3/2017 3:27:13 PM Holder: Christopher Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp Steve Aiello saiello@spplus.com Senior Vice President Security Level: Email, Account Authentication (None)Using IP Address: 107.77.196.228 Signed using mobile Sent: 8/3/2017 3:31:50 PM Resent: 8/8/2017 6:46:16 AM Resent: 8/10/2017 8:37:55 AM Resent: 8/15/2017 4:00:11 PM Viewed: 8/8/2017 7:37:34 AM Signed: 8/15/2017 4:48:13 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Elizabeth Egli elizabeth.egli@cityofpaloalto.org Managment Analyst City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/16/2017 7:33:39 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Sherry Nikzat Sherry.Nikzat@CityofPaloAlto.org Sr. Management Analyst City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/16/2017 7:33:39 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Carbon Copy Events Status Timestamp Yolanda Cervantes Yolanda.Cervantes@CityofPaloAlto.org Administrative Assistant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/16/2017 7:33:40 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/16/2017 7:33:40 AM Certified Delivered Security Checked 8/16/2017 7:33:40 AM Signing Complete Security Checked 8/16/2017 7:33:40 AM Completed Security Checked 8/16/2017 7:33:40 AM Payment Events Status Timestamps DocuSign Envelope ID: AC6003E5-B0A3-4EFD-B953-4C2AE3920873 Certificate Of Completion Envelope Id: AC6003E5B0A34EFDB9534C2AE3920873 Status: Completed Subject: Please DocuSign: C15156501 SP Plus Contract Amendment No 3 Council Ready.pdf Source Envelope: Document Pages: 16 Signatures: 1 Envelope Originator: Supplemental Document Pages: 0 Initials: 0 Christopher Anastole Certificate Pages: 1 AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Payments: 0 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 12.220.157.20 Record Tracking Status: Original 8/16/2017 9:49:36 AM Holder: Christopher Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp Bill Kepp bkepp@spplus.com Regional Manager Security Level: Email, Account Authentication (None)Using IP Address: 54.175.87.242 Sent: 8/16/2017 9:50:38 AM Viewed: 8/16/2017 9:50:55 AM Signed: 8/16/2017 9:51:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/16/2017 9:50:38 AM Certified Delivered Security Checked 8/16/2017 9:50:55 AM Signing Complete Security Checked 8/16/2017 9:51:44 AM Completed Security Checked 8/16/2017 9:51:44 AM Payment Events Status Timestamps 1 Revision April 28, 2014 AMENDMENT NO. 3 TO CONTRACT NO. C15156763 BETWEEN THE CITY OF PALO ALTO AND SERCO INC. This Amendment No. 3 to Contract No. C15156763 (“Contract”) is entered into August 21, 2017 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and SERCO INC., a New Jersey corporation, located at 1818 Library Street, Suite 1000, Reston, Virginia 20190 ("CONSULTANT"). R E C I T A L S A. The Contract was entered into between the parties for the provision of parking enforcement services for the Downtown Residential Preferential Parking (RPP) district. B. CITY intends to increase the total not to exceed compensation from $2,320,854.00 by $115,140.00 to $2,435,994.00 for additional services as specified in Exhibit “A” Scope of Service C. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 4 COMPENSATION is hereby amended to read as follows: “SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed per year per the following: Year One $503,210.00 Year Two $563,210.00 Year Three $675,707.00 Year Four $693,867.00 Total contract compensation shall not exceed Two Million Four Hundred Thirty Five Thousand Nine Hundred Ninety Four Dollars ($2,435,994.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean 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 in Exhibit “A”.” DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 2 Revision April 28, 2014 SECTION 2. The following exhibit(s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference: a. Exhibit “A” entitled “SCOPE OF SERVICES”. b. Exhibit “C” entitled “COMPENSATION”. c. Exhibit “C1” entitled “HOURLY RATE SCHEDULE”. SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. CITY OF PALO ALTO APPROVED AS TO FORM: SERCO INC. Attachments: EXHIBIT "A": SCOPE OF SERVICES EXHIBIT "C": COMPENSATION EXHIBIT "C1": HOURLY RATE SCHEDULE DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC Chan Phuong Contracts Representative David Cornell Contracts Representative 3 Revision April 28, 2014 EXHIBIT “A” SCOPE OF SERVICES CONSULTANT will provide enforcement services for the Downtown Residential Preferential Parking (RPP) district, issuing parking citations to violators for a period of up to 3 years. Information on the design of the Downtown RPP district is found in Attachment A. TASK 1: ONBOARDING AND STARTUP – 60 DAYS CONSULTANT will provide the appropriate and necessary training to employees who work for the CITY, relevant to their respective job duties. CONSULTANT shall maintain complete training records for each employee, as well as any other records prescribed by law or CITY policy as appropriate. The CITY’s Police Department will provide all materials related to enforcement rules and regulations currently in place; all other training materials are to be provided by CONSULTANT. Training topics include, but are not limited to, to the following topics: a. Design of the Downtown RPP District, including information on employee and resident permits and history of the program development b. Enforcing parking permit violations and other parking regulations c. Marking and tagging of vehicles using Consultant-provided handheld devices d. Palo Alto Municipal Codes, California Vehicle Code, state statutes, and ordinances related to parking enforcement e. Chain of command and authority levels f. Marking, tagging, towing, and impoundment of vehicles g. Job procedures and emergency protocol h. Responding to calls for service i. Customer service delivery and expectations j. Courtroom procedures and testimony k. Workplace safety l. Civil rights law and procedures m. Information on history of Palo Alto, City Downtown, and City Attractions The training program should provide the CONSULTANT’s personnel with sufficient understanding of the RPP District as well as operation of required equipment and enforcement protocol. All personnel are to complete and pass the training course prior to starting service, and the training procedures must be approved by the CITY. The time period from CITY’s notice to proceed to start of enforcement shall not be less than sixty (60) days. CONSULTANT will also train staff to appear in court in a professional manner with related documentation and evidence to support the case. CONSULTANT’s Project Manager will represent the company on most court appearances unless an enforcement officer is specifically required to be DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 4 Revision April 28, 2014 present, in which case the Project Manager will accompany the enforcement officer or Supervisor to the hearing. Deliverable: CONSULTANT will provide a training plan upon receiving notice to proceed from the CITY. The training plan will include all training activities planned for enforcement officers and include information from the CITY required to complete the training, as well as a detailed schedule. PERSONNEL CONSULTANT will ensure that all new employees meet all CITY of Palo Alto and CONSULTANT employment requirements as listed below. CONSULTANT will comply with all existing Government code and CITY non-discrimination policies. All candidates must complete a job application and provide a DMV printout. To be offered a position, candidates must pass a pre-screening at CONSULTANT’s expense. The pre-screening includes the following: a. Pre-employment drug and alcohol testing b. Criminal history background check c. DMV record check d. Social Security Number verification e. Eligibility to work in the United States f. Ability to speak and write in English g. LiveScan/Fingerprinting h. California Department of Justice background check Drivers will undergo further screening: a. Comply with USDOT/Federal Motor Carrier Safety Administration and California DMV regulations b. DMV nationwide records check c. Pass the Smith Systems Defensive Driver Safety Training d. 40 hours on-the-job training CONSULTANT shall select and hire only persons who are well-qualified to perform the duties for their respective job positions, and should provide classifications of all employee positions within their proposal, including a job description. Classifications might include, but are not limited to:  Parking Enforcement Supervisor/Manager: Assist the parking enforcement staff with day-to- day operations and staffing issues. Supervisor shall be responsible to report with the on a bi- monthly basis and provide updates on the enforcement process, any feedback from the public, incidents and number of citations issued. A supervisor should possess sufficient IT knowledge to be able to handle employee equipment issues in the field, and the capability of working with the citation processing agency for any citation issues. DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 5 Revision April 28, 2014  Parking Enforcement Staff: Responsible for the day-to-day management, supervision, and operation of parking enforcement services. These individuals must have the capacity to act as “Ambassadors” for the CITY, providing information about parking enforcement practices and other information on Palo Alto’s Downtown.  CONSULTANT should provide performance metrics for each position so that performance evaluations may take place. CONSULTANT will provide eleven (11) shirts and eleven (11) pants to full-time employees. CONSULTANT will issue staff jackets, hats, and rain attire for inclement weather, all bearing the company logo. CONSULTANT and uniform company will be responsible for cleaning of uniforms. Cleaning of uniforms is not the responsibility of the CITY. CONSULTANT will provide sample uniforms for CITY review prior to any issuance of uniforms. Employees will wear CONSULTANT-issued photo ID at all times while on duty. CONSULTANT will be expected to purchase parking permits for any employees driving to Palo Alto. CONSULTANT will be responsible for all personnel supervision, discipline, and termination actions. However, the CITY may require the removal of any CONSULTANT’s personnel, when it is determined to be in the best interest of the CITY, at any time. CONSULTANT will address temporary vacancies due to vacations, illness, leaves of absence, or termination and provide continuous staffing. Deliverables: a. CONSULTANT will supply an updated organization chart and complete list of employees and roles at the CITY’s request and annually on contract anniversary date. b. CONSULTANT will provide draft design of enforcement uniforms for approval during transition phase. c. At the request of the CITY, Consultant will allow CITY to participate in employee interviews. TASK 2: Enforcement of Phase 1 and Phase 2 of RPP Program (18 Months) CONSULTANT will be responsible for issuing citations for parking permit violations within the Downtown RPP District, in accordance with the rules specified in Attachment A. Citations must include the make, model, color, and style of vehicle, license tag number or Vehicle Identification Number (VIN), violation code number and description, base fine amount and additional fine amount DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 6 Revision April 28, 2014 in the event there is a failure to respond timely, badge number, the location of the parking offense, type of offense (e.g. permit incorrectly displayed, no valid permit, not parked in the right location) and the time and date of the offense. CONSULTANT staff will be fully trained on Consultant-furbished handheld devices. Staff will also be trained on how to capture digital images of vehicle license plates, and how to issue manual paper citations. Consultant will work with CITY’s existing citation processing vendor to ensure that citations associated with the RPP district may be recorded and tracked separately from existing parking enforcement. CONSULTANT will be trained on proper placement of citations on the windshield, how to complete and issue citations for drive offs and covered VIN numbers, missing license plates, and other unusual occurrences. In the event the driver drives away, the citation will be mailed as required by the California Vehicle Code. CONSULTANT will furnish two (2) hybrid vehicles for parking enforcement services and will be responsible for all on-going operating expenses including insurance, fuel, maintenance, and repairs. The vehicles will be equipped with GPS tracking units and LPR technology as necessary. CONSULTANT’s vehicles shall be clearly identifiable as performing parking enforcement and parking meter maintenance and collection operations for the CITY. CONSULTANT’s staff shall operate all vehicles at all times in compliance with all state and local motor vehicle and emissions laws. Vehicles shall not have missing parts or dents, and the rear of all patrol vehicles shall have a sign warning of frequent vehicle stops. All vehicles used by CONSULTANT shall have blinking flasher lights installed on each vehicle's roof. CONSULTANT will obtain approval by the CITY Manager and the Chief Communications Officers or his/her designee prior to ordering decals for the marking of vehicles. CONSULTANT will also provide officers with four (4) Trek Marlin 6 bicycles, anticipating that some enforcement officers may be able to use this method of enforcement for either Phase 1 or Phase 2. Deliverable: CONSULTANT will provide draft design for vehicle marking. Consultant will provide a an enforcement strategy document for Phase 1 and Phase 2 of the program, including anticipating beats, schedule, and personnel assigned to each phase of the project. Consultant will work with CITY to identify opportunities for improving and modifying enforcement strategy at periodic intervals during Phase 2 of the program, especially opportunities which could be afforded by the introduction of technology (e.g. LPR). The Consultant will use mark-moding and chalking as the main forms of enforcement during Phase 1, but will work with the CITY to identify other modes of enforcement as the program moves forward. DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 7 Revision April 28, 2014 CONSULTANT will provide a schedule of estimated patrol routes and frequency recommendations. The CITY seeks to ensure that coverage is adequate, fair, regular, and consistent, although it is also expected that CONSULTANT will alternate the patrol routes on a regular basis to eliminate predictability. CONSULTANT can propose changes to routes and schedules to the CITY as part of their performance reporting meetings and documentation. CONSULTANT will be responsible for maintaining records of employment and, upon request, provide the CITY with personnel and training information for each employee. CONSULTANT will require Parking Enforcement Officers to submit daily reports regarding issues such as: a. Missing or damaged or conflicting parking signs, or traffic control signs, or curb markings b. Obstructed parking signs, stop signs, yield signs or any safety hazard c. Parking abnormalities or abnormal parking patterns d. Beat analysis and beat enforcement e. Incidents/accidents CONSULTANT will update and meet with CITY staff regularly, including the following: a. Weekly status reports with Parking Operations Lead and other staff as necessary b. Monthly progress meetings c. Quarterly evaluation and status report d. Annual performance review CONSULTANT will seek CITY approval on operational changes including but not limited to: a. Schedules b. Routes c. Operations ATTACHMENT A The proposed Downtown Residential Preferential Parking (RPP) Program is being introduced as part of a suite of parking management strategies aimed at improving parking and traffic conditions in Downtown Palo Alto. The program will restrict commuter parking during hours of operation, although limited numbers of commuter-employee permits will also be sold. Over time, the number of employee permits will be reduced as additional parking supply is provided within the Downtown area. The proposed RPP District includes a geographic area surrounding Palo Alto’s Downtown commercial zone and bounded by the City of Menlo Park to the Northwest. Currently, the only existing parking restrictions within this boundary include the Downtown Business District color zone and the SOFA business District: DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 8 Revision April 28, 2014  The SOFA business district has 2-hour parking along streets which house mainly local businesses. Customers may re-park after two hours in any of the spaces.  The Downtown color zone has 2-hour parking which is limited to a specific color zone – Blue, Coral, Lime or Purple. Parking twice within the same color zone during the time period 8:00 to 5:00 is not permitted. The physical boundaries of the new Downtown RPP District will not include the existing SOFA and Downtown areas, which are currently enforced by the Palo Alto Police Department using mark- moding and chalking. The area within the dotted blue line will be included in the new parking District (see below). The program as currently proposed has two distinct phases, where parking restrictions will differ: DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 9 Revision April 28, 2014 Phase 1: 6 Months For the first phase of the program, the CITY will sell RPP permits to residents and to employees who live or work within the boundaries of the District. Permits will be sold online using an online issuance system by T2 Systems. It is expected that guest permits will be hangtags and that individual permits will be stickers on vehicles. There will be several types of valid permits:  Resident Permit (sold to individuals living at residential addresses within the blue line area).  Standard Commuter Employee Permit: This is a permit that will be sold to employee commuters who work within the RPP District Boundary.  Residential Annual Guest Permits / Visitor Permits All permits shall be valid anywhere within the District during this phase. Although the CITY recognizes that license plate recognition (LPR) equipment could be used for enforcement and physical permits may not be necessary for Phase 1 enforcement, the CITY wishes to use Phase 1 of the program to collect needed parking occupancy data, and therefore will require physical permits during Phase 1. This phase of the program will be used to determine the appropriate “permit cap” for employee permit sales in future phases of the program. The CITY is proposing that Phase 1 of the program last for 6 months only. All permits sold within Phase 1 will expire at the end of 6 month period, which will be identified on the permit. Phase 2: 12+ Months After Phase 1, the CITY will begin to limit the number of employee permits which will be sold for the program. Rather than allowing employees with permits to park anywhere within the District, employee permits will be allocated in one of the following ways: 1. Employee permits may be sold specific to a block face or faces, e.g. the “900-1000 Block of Ramona”, which would be visible on the permit, or; 2. Employees with permits can only park during enforcement hours at specific “employee” spots within the District, which would be allocated along block faces within the residential area. Residential permits, Annual Guest Permits and Visitor permits will be valid anywhere within the District. Anyone without a valid permit will be allowed to park for two (2) hours, at which point they would need to move their car to a different parking space. The hours of enforcement of the program are expected to be Monday through Friday, 8:00am – 5:00pm. AMENDMENT NO. 1 ADDITIONAL SERVICES CONSULTANT will provide one additional Parking Enforcement Officer to support enforcement of DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 10 Revision April 28, 2014 newly annexed streets and approved neighborhoods in the Downtown Residential Preferential Parking (RPP) program in accordance with this Contract and as shown in Appendix B. CONSULTANT will begin enforcing street faces in yellow once signage is installed on those streets. CONSULTANT will not begin enforcing areas shown in blue until receiving further direction from the City. Once the City provides direction, CONSULTANT shall enforce newly annexed streets in accordance with the terms of this Contract. CONSULTANT will follow and be subject to all other protocols as listed previously in this exhibit. Appendix B: Annexation of Downtown RPP District DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 11 Revision April 28, 2014 AMENDMENT NO. 2 ADDITIONAL SERVICES CONSULTANT will provide one additional Parking Enforcement Officer to support enforcement of newly annexed streets and approved neighborhoods in the Evergreen Park-Mayfield Residential Preferential Parking (RPP) program in accordance with this Contract and as shown in Appendix C. CONSULTANT will begin enforcing street faces in yellow once signage is installed on those streets. CONSULTANT will not begin enforcing areas shown in blue until receiving further direction from the City. Once the City provides direction, CONSULTANT shall enforce newly annexed streets in accordance with the terms of this Contract. CONSULTANT will follow and be subject to all other DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 12 Revision April 28, 2014 protocols as listed previously in this exhibit. CITY wishes to extend term of contract for a fourth (4th) year. Appendix C: Evergreen Park-Mayfield RPP District DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 13 Revision April 28, 2014 AMENDMENT NO 3 CONSULTANT will provide one additional Parking Enforcement Officer to support enforcement of newly annexed streets and an approved neighborhood in the Southgate Residential Preferential Parking (RPP) program. CONSULTANT will begin enforcing street faces in grey once signage is installed on those streets. DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 14 Revision April 28, 2014 EXHIBIT “C” COMPENSATION 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 all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed: Year One $503,210.00 (6/1/15 through 5/31/16) Year Two $563,210.00 (6/1/16 through 5/31/17) Year Three $675,707.00 (6/1/17 through 5/31/18) Year Four $693,867.00 (6/1/18 through 5/31/19) Total contract compensation shall not exceed $2,435,994. 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 $2,435,994. BUDGET SCHEDULE NOT TO EXCEED AMOUNT YEARS 1-3 Task 1 (Project Manager per year) $141,446.00 Task 2 (Parking Enforcement Officer per year) $242,304.00 Task 3 (ODC’s & Materials per year) $119,460.00 Sub-total Basic Services per Years 1-3 $503,210.00 Sub-total Basic Services for Three Year Term $1,509,630.00 DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 15 Revision April 28, 2014 AMENDMENT NO. 1 ADDITIONAL SERVICES Additional Enforcement Officer. Year 2 $52,500.00 One-time start-up and equipment costs (Year 2) $7,500.00 Subtotal for AMENDMENT No. 1 $60,000.00 AMENDMENT NO. 2 ADDITIONAL SERVICES Additional Compensation for Year 3 $112,498.00 (2 Additional Enforcement Officers Compensation for Year 4 $638,726.00 Subtotal for AMENDMENT No. 2 $751,224.00 AMENDMENT NO. 3 ADDITIONAL SERVICES Additional Compensation for Year 3 $59,999.00 (1 Additional Enforcement Officer Includes $7,500.00 startup Fee) Compensation for Year 4 $55,141.00 Subtotal for AMENDMENT No. 2 $115,140.00 Reimbursable Expenses None Total Basic Services and Reimbursable expenses $2,435,994.00 (Includes Amendment 1 & 2) Maximum Total Compensation $2,435,994.00 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: None All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 16 Revision April 28, 2014 the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 17 Revision April 28, 2014 EXHIBIT “C-1” HOURLY RATE SCHEDULE TOTAL NOT TO EXCEED AMOUNT FOR TERM 3 YEARS @ $503,210.00 PER YEAR = $1,509,630.00 AMENDMENT NO. 1 City will pay CONSULTANT an hourly rate of $25.24 for the additional enforcement officer, for a total not to exceed amount of $52,499.20 annually. City will pay CONSULTANT $7,500 for one-time start-up and equipment costs for the additional enforcement officer. Year One $503,210.00 Year Two $563,210.00 Year Three $503,210.00 TOTAL NOT TO EXCEED AMOUNT FOR THE TERM: $1,569,630.00 Scope Labor Categories (e.g., Consultant, Sr. Consultant, etc.) Est Hours Hourly Rate Extended Rate Task 1 Project Manager – Direct Labor Rate 1,920 $ 40.87 $ 78,470 Overhead Rate (including Fringe, G&A and Fee) 1,920 $ 32.80 $ 62,976 Total not to exceed, Task 1 Project Manager (fully burdened) 1,920 $ 73.67 $ 141,446 Task 2 Parking Enforcement Officer (5 FT PEO) – Direct Labor Rate 9,600 $ 14.00 $ 134,400 Overhead Rate (including Fringe, G&A and Fee) 9,600 $ 11.24 $ 107,904 Total not to exceed, Task 2 Parking Enforcement Officer (fully burdened) 9,600 $ 25.24 $ 242,304 Task 3 ODCs / Materials to include: bicycles / vehicles, uniforms, ticket writers, cell phones, and other misc. supplies N/A $ 97,033 Burdens and Fee G& N/A N/A $ 22,427 Total not to exceed, Task 3 ODCs and Materials (fully burdened) N/A $ 119,460 Total not to exceed (Tasks 1 – 3) Project Manager (1), Parking Enforcement Officers (5) and ODCs / Materials (all fully burdened) N/A Annual NTE $ 503,210 DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 18 Revision April 28, 2014 AMENDMENT NO. 2 Scope Labor Categories (e.g., Consultant, Sr. Consultant, etc.) Est Hours Hourly Rate Year 1 through 3 Costs In Year 3 Hourly Rate Year 4 Extended Rate 4 Task 1 Project Manager – Direct Labor Rate 1,920 $ 40.87 $ 78,470 $ 42.83 $ 82,233.6 Overhead Rate (including Fringe, G&A and Fee) 1,920 $ 32.80 $ 62,976 $ 34.52 $ 66,278.4 Total not to exceed, Task 1 Project Manager (fully burdened) 1,920 $ 73.67 $ 141,446 $77.35 $148,512 Task 2 Parking Enforcement Officer (5 FT PEO) – Direct Labor Rate 9600 $ 14.00 $ 134,400 $ 14.67 $ 140,832 Overhead Rate (including Fringe, G&A and Fee) 9600 $ 11.24 $ 107,904 $ 11.84 $ 113,664 Parking Enforcement Officer 2 additional FT PEO - Direct Labor Rate 4160 $ 14.00 $58,240 $ 14.67 $61,027.2 Overhead Rate (including Fringe, G&A and Fee) 4160 $ 11.24 $46,758.4 $ 11.84 $49,254.4 Total not to exceed, Task 2 Parking Enforcement Officer (fully burdened) 13,760 $ 25.24 $ 347,302.4 $26.51 $364,777.6 MISC On-time start-up and equipment costs for the additional enforcement officer $7,500 Task 3 ODCs / Materials to include: bicycles / vehicles, uniforms, ticket writers, cell phones, and other misc. supplies N/A $97,033 Burdens and Fee G&A N/A $ 22,427 Total not to exceed, Task 3 ODCs and Materials (fully burdened) Per month $9,955 $ 119,460 $10,453 $ 125,436 Total not to exceed (Tasks 1 – 3) Project Manager (1), Parking Enforcement Officers (5) and ODCs / Materials (all fully burdened) N/A Annual NTE $ 615,708.40 Annual NTE $ 638,725.6 DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 19 Revision April 28, 2014 Year 4 A. Extend term of contract to 5/31/2019 B. Fees for Project Manager, Seven (7) Parking Enforcement Officer, and ODC’s have increased. Please see Exhibit C-2 $23,017.2 A. Year 3 (6/1/17 through 5/31/18) City will pay CONSULTANT for the 6th Parking Enforcement Officer that was added in year 2 at an hourly rate of $25.24 for the additional for a total not to exceed amount of $52,499.20 annually. B. Year 3 (6/1/17 through 5/31/18) City will pay CONSULTANT an hourly rate of $25.24 for a 7th enforcement officer to provided additionally staffing for the new Evergreen Park-Mayfield RPP District, for a total not to exceed amount of $52,499.20 annually. City will pay CONSULTANT $7,500 for one-time start-up and equipment costs for the additional enforcement officer. C. Year 4 (6/1/18 through 5/31/19) Year 3 A. Continuation of Additional Enforcement Officer (6th Officer). $52,499.20 B. Additional Enforcement Officer for Evergreen Park Mayfield RPP District (7th Officer). $52,499.20 On-time start-up and equipment costs $7,500.00 Subtotal for AMENDMENT No. 2 $112,498.40 Reimbursable Expenses None DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC 20 Revision April 28, 2014 D. City will pay CONSULTANT an increased hourly rate of $26.51 for the all seven (7) enforcement officers ( previous rate was $25.24): increased hourly rate of $77.35 for Project Manager (previous rate was $73.67). Year One (6/1/15 through 5/31/16) $503,210.00 Year Two (6/1/16 through 5/31/17) $563,210.00 Year Three (6/1/17 through 5/31/18) $615,708.00 Year Four (6/1/18 through 5/31/19) $638,726.00 TOTAL NOT TO EXCEED AMOUNT FOR THE TERM: $2,320,854. AMENDMENT NO. 3 Contract Year 3 (6/1/17 through 5/30/18) PEO Hourly Rate (Fully Burdened) $25.24 Total Cost Year 3 $52,499.20 Contract Year 4 (6/1/18 through 5/30/19) PEO Hourly Rate (Fully Burdened) $26.51 Total Cost Year 4 $55,140.80 One time start up and equipment cost $7,500 DocuSign Envelope ID: 8CF1AF5F-6374-4F0E-B280-CAD5A8DF32EC Certificate Of Completion Envelope Id: 8CF1AF5F63744F0EB280CAD5A8DF32EC Status: Completed Subject: Please DocuSign: C15156763 SERCO Amendment No 3.doc Source Envelope: Document Pages: 20 Signatures: 2 Envelope Originator: Supplemental Document Pages: 0 Initials: 0 Christopher Anastole Certificate Pages: 2 AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Payments: 0 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 12.220.157.20 Record Tracking Status: Original 8/3/2017 3:34:40 PM Holder: Christopher Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp Chan Phuong David.Cornell@serco-na.com Contracts Representative Security Level: Email, Account Authentication (None)Using IP Address: 208.185.76.50 Sent: 8/3/2017 3:38:37 PM Viewed: 8/4/2017 6:57:56 AM Signed: 8/4/2017 1:26:12 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign David Cornell David.Cornell@serco-na.com Contracts Representative Security Level: Email, Account Authentication (None)Using IP Address: 208.185.76.50 Sent: 8/4/2017 1:26:13 PM Resent: 8/8/2017 6:45:25 AM Viewed: 8/8/2017 7:17:36 AM Signed: 8/8/2017 7:17:56 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Elizabeth Egli elizabeth.egli@cityofpaloalto.org Managment Analyst City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/8/2017 7:17:57 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Sherry Nikzat Sherry.Nikzat@CityofPaloAlto.org Sr. Management Analyst City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/8/2017 7:17:57 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Yolanda Cervantes Yolanda.Cervantes@CityofPaloAlto.org Administrative Assistant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/8/2017 7:17:58 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/8/2017 7:17:58 AM Certified Delivered Security Checked 8/8/2017 7:17:58 AM Signing Complete Security Checked 8/8/2017 7:17:58 AM Completed Security Checked 8/8/2017 7:17:58 AM Payment Events Status Timestamps 1 of 9 Revision April 28, 2014 AMENDMENT NO. 5 TO CONTRACT NO. C15157271 BETWEEN THE CITY OF PALO ALTO AND MC GUIRE PACIFIC CONSTRUCTORS This Amendment No. 5 to Contract No. C15157271 (“Contract”) is entered into August 21, 2017, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MC GUIRE PACIFIC CONSTRUCTORS, a Sole Proprietor, located at 12500 Locksley Lane, Auburn, California, 95602, Telephone Number: (530) 888-0527 (“CONTRACTOR”). R E C I T A L S A. The Contract was entered into between the parties for the provision to perform standard highway sign installations in support of a new Residential Preferential Parking (RPP) district in Downtown Palo Alto. B. CITY intends to increase the compensation from $704,035.00 by $142,155.00 to $846,190.00 for additional services as stated in Exhibit “A” Scope of Services. C. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 5 COMPENSATION is hereby amended to read as follows: “5. COMPENSATION FOR ORIGINAL TERM. 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 in Exhibit C, not to exceed a total maximum compensation amount of Eight Hundred Forty Six Thousand One Hundred Ninety Dollars ($846,190.00). CONTRACTOR agrees that 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 2. The following exhibit(s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference: a. Exhibit “A” entitled “SCOPE OF SERVICES”. DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 2 of 9 Revision April 28, 2014 b. Exhibit “C” entitled “SCHEDULE OF FEES”. SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. CITY OF PALO ALTO APPROVED AS TO FORM: MC GUIRE PACIFIC CONSTRUCTORS Attachments: EXHIBIT "A": SCOPE OF SERVICES EXHIBIT "B": SCHEDULE OF FEES DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD John McGuire owner 3 of 9 Revision April 28, 2014 EXHIBIT “A” SCOPE OF SERVICES CONTRACTOR to perform standard highway sign installations in support of a new Residential Preferential Parking (RPP) district in Downtown Palo Alto. The scope of work includes fabrication of the RPP signage and the installation of the signage based on City- generated work-orders. The City shall provide Contractor with a work order-type improvement plan for RPP sign installation; Contractor should provide cost estimates for completion of the work and complete the work after written authorization to proceed. The first phase of the work is anticipated to be completed between March and May of 2015, which a potential second phase of installation during December of 2015. TECHNICAL SPECIFICATIONS The following types of signage will be required to be manufactured and installed for the project. A) Standard Regulatory Parking Signs – Sign Installation onto Existing Sign Post The Contractor shall install parking regulatory sign(s) onto existing sign posts that require the addition of a riser to accommodate new sign(s). Addition of a riser shall include the threading of the existing sign post, installation of a coupling bracket, and pole extension to support the new sign. The Contractor shall be responsible for providing all material. B) Standard Regulatory Parking Signs – Sign & Sign Post Installation The Contractor shall install parking regulatory sign(s) onto contractor-furnished and installed sign post. Installation of a new sign post shall include coordination with U.S.A. Underground, the use of a core drill with a 6-inch bit to cut through existing concrete, installation of a new 2-inch sign post, and the use of a Portland cement to secure post and finishing to grade. Signs shall be installed a minimum of 7-ft from bottom of sidewalk or existing grade. New sign post installations shall not use any pole risers to accommodate the new sign installation(s). The contractor shall be responsible for providing all material. C) Standard Regulatory Signs – Sign Installation onto Existing Streetlight The Contractor shall install city-furnished parking regulatory sign(s) onto existing street lights, including all required brackets and hardware. The contractor shall be responsible for providing all material. ADDITIONAL SERVICES DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 4 of 9 Revision April 28, 2014 The need for additional types of General Street services may be required during the term of this contract. The City shall work with the Contractor to identify a fee schedule for any additional services prior to the start of work. Provided in Attachment A is Sample Sign Bracketing Hardware used by the City of Palo Alto. The Contractor is required to use the same sign bracketing material to ensure compatibility with existing field hardware. AMENDMENT NO. 1: ADDITIONAL SERVICES CONTRACTOR to perform sign installations on newly annexed streets into the Downtown Residential Preferential Parking (RPP) district in Downtown Palo Alto shown in Appendix B. The scope of work includes fabrication of the RPP signage and the installation of the signage based on City-generated work-orders. CONTRACTOR shall also fabricate and perform installation of stickers on all existing and future signs in the Downtown RPP district per the specification chart shown below. The City shall provide CONTRACTOR with a work order-type improvement plan for RPP sign installation; CONTRACTOR should provide cost estimates for completion of the work and complete the work after written authorization to proceed. Quantity Furnish and install 3M Engineer grade sheeting 3" x 4" screen print zone stickers 2000 Furnish and install, per the current Caltrans sign specifications, 12"x18" regulatory parking sign onto a new 2" galvanized sign post, 6 inch core drill into the existing hardscape area 300 Furnish and install, per the current Caltrans sign specifications, 12"x18" regulatory parking sign onto a new 2" galvanized sign post, 6 inch core drill into the existing concrete area 50 DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 5 of 9 Revision April 28, 2014 Appendix B: Annexation of Downtown RPP District AMENDMENT NO. 4 #1  Install new RPP signage in the Evergreen Area on new 2 inch round sign posts with “L” brackets and on existing light posts. DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 6 of 9 Revision April 28, 2014  All signs mounted to light posts are mounted with side mount brackets per city requirements.  Sign manufactured to match existing RPP signage in Zones 1-10 with new Zones, A, B, and C. #2  Existing RPP signage, change time from 5 pm to 6 pm with same screen design as the Zone labels.  Clean the existing RPP signs and apply new “6” to cover the “5”.  Signs are double face. AMENDMENT NO. 5 CONSULTANT will: 1. Install new RPP signage in the Southgate neighborhood on new 2-inch round sign posts with “L” brackets and on existing light posts.  All signs mounted to light posts are mounted with side mount brackets per city requirements.  Sign manufactured to match existing RPP signage in Evergreen RPP area with Zone ID labels applied. DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 7 of 9 Revision April 28, 2014 EXHIBIT C SCHEDULE OF FEES CITY shall pay CONTRACTOR according to the following rate schedule. The maximum amount of compensation to be paid to Contractor, including both payment for services and reimbursable expenses, shall not exceed Eight Hundred Forty Six Thousand One Hundred Ninety Dollars ($846,190.00). Any services provided or hours worked for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to City. Furnish and install, per the current Q U A N T I T Y U N I T U N I T C O S T T O T A L Caltrans sign specifications, 12"x18" regulatory parking sign onto an existing standard 2" galvanized sign post with required galvanized riser. 100 EACH $210.00 $21,000.00 EACH $410.00 $328,000.00 Furnish and install, per the current Caltrans sign specifications, 12"x18" regulatory parking sign, new 2" Galvanized sign post, 6 inch core drill into the existing sidewalk 800 EACH $410.00 $328,000.00 Furnish and install, per the current Caltrans sign specifications, 12"x18" regulatory parking sign, installed onto the existing Streetlight pole with 3/4", type 201 stainless steel banding and heavy duty buckle with straight leg stainless steel brackets. 100 EACH $195.00 $19,500.00 TOTAL $368,500.00 AMENDMENT NO. 1 DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 8 of 9 Revision April 28, 2014 Quantity Unit Cost Total Furnish and install 3M Engineer grade sheeting 3" x 4" screen print zone stickers 2000 $11.00 $22,000.00 Furnish and install, per the current Caltrans sign specifications, 12"x18" regulatory parking sign onto a new 2" galvanized sign post, 6 inch core drill into the existing hardscape area 300 $365.00 $109,500.00 Furnish and install, per the current Caltrans sign specifications, 12"x18" regulatory parking sign onto a new 2" galvanized sign post, 6 inch core drill into the existing concrete area 50 $460.00 $23,000.00 AMENDMENT TOTAL $154,500 Total Contract Not To Exceed: $523,000.00 AMENDMENT NO. 4 Service Items Calculations Total Cost #1  Install new RPP signage in the Evergreen Area on new 2 inch round sign posts with “L” brackets and on existing light posts.  All signs mounted to light posts are mounted with side mount brackets per city requirements.  Sign manufactured to match existing RPP signage in Zones 1-10 with new Zones, A, B, and c. 325 signs @ 445.00 a piece $144,625.00 #2  Existing RPP signage, change time from 5 pm to 6 pm with same screen design as the Zone labels.  Clean the existing RPP signs and apply new “6” to cover the “5”. 3310 sign faces @ $11.00 a piece $36,410.00 DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD 9 of 9 Revision April 28, 2014  Signs are double face. Signage Costs for Downtown and Evergreen Park-Mayfield RPP Districts $181,035.00 AMENDMENT NO. 5 Install new RPP signage in the Southgate neighborhood on new 2-inch round sign posts with “L” brackets and on existing light posts COST:  243 each @ $585.00 = $142,155.00 SCHEDULE: Lead time is estimated to be 6-8 weeks for sign production and hardware procurement from Wisconsin. The city specified sign brackets are proprietary and now have to be shipped out from Wisconsin. Total Contract not to exceed $846,190.00 DocuSign Envelope ID: 270DBE10-7F71-4999-8F68-A3FFAF83EECD Certificate Of Completion Envelope Id: 270DBE107F7149998F68A3FFAF83EECD Status: Completed Subject: Please DocuSign: C15157271 McGuire Amendment No 5.doc Source Envelope: Document Pages: 9 Signatures: 1 Envelope Originator: Supplemental Document Pages: 0 Initials: 0 Christopher Anastole Certificate Pages: 2 AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Payments: 0 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 12.220.157.20 Record Tracking Status: Original 8/7/2017 8:26:30 AM Holder: Christopher Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp John McGuire mpci@jps.net owner Security Level: Email, Account Authentication (None)Using IP Address: 47.208.207.151 Signed using mobile Sent: 8/7/2017 8:30:57 AM Viewed: 8/7/2017 8:46:33 AM Signed: 8/7/2017 8:49:08 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Elizabeth Egli elizabeth.egli@cityofpaloalto.org Managment Analyst City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/7/2017 8:49:09 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Sherry Nikzat Sherry.Nikzat@CityofPaloAlto.org Sr. Management Analyst City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/7/2017 8:49:10 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Yolanda Cervantes Yolanda.Cervantes@CityofPaloAlto.org Administrative Assistant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 8/7/2017 8:49:10 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/7/2017 8:49:10 AM Certified Delivered Security Checked 8/7/2017 8:49:10 AM Signing Complete Security Checked 8/7/2017 8:49:10 AM Completed Security Checked 8/7/2017 8:49:10 AM Payment Events Status Timestamps