HomeMy WebLinkAboutStaff Report 2506-4846CITY OF PALO ALTO
CITY COUNCIL
Monday, September 15, 2025
Council Chambers & Hybrid
5:30 PM
Agenda Item
5.Approval of Contract Amendment Number 1 to Contract C21177635B with Ingram Library
Services in the amount of $255,000 for Print Materials and Services for a new not-to-
exceed (NTE) of $455,000; and Contract Amendment Number 1 to Contract C21177635C
with Midwest Tape in the amount of $53,000 for Media and Digital Materials and Services
for a new not-to-exceed (NTE) of $753,000; CEQA Status – Not a Project.
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Library
Meeting Date: September 15, 2025
Report #:2506-4846
TITLE
Approval of Contract Amendment Number 1 to Contract C21177635B with Ingram Library
Services in the amount of $255,000 for Print Materials and Services for a new not-to-exceed
(NTE) of $455,000; and Contract Amendment Number 1 to Contract C21177635C with Midwest
Tape in the amount of $53,000 for Media and Digital Materials and Services for a new not-to-
exceed (NTE) of $753,000; CEQA Status – Not a Project.
RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager, or designee,
to execute:
Amendment No. 1 to Contract C21177635B with Ingram Library Services (Attachment
A), increasing the not-to-exceed (NTE) amount by $255,000, for a new total NTE of
$455,000, to support the acquisition of print materials and services.
Amendment No. 1 to Contract C21177635C with Midwest Tape (Attachment B),
increasing the NTE amount by $53,000, for a new total NTE of $753,000, to support the
acquisition of media and digital materials and services.
EXECUTIVE SUMMARY
Staff recommends amending the City’s contracts with Ingram Library Services and Midwest
Tape. These amendments will reallocate funds from Baker & Taylor’s contract to vendors that
have demonstrated consistent, timely service. Staff have faced consistent and significant
performance issues with Baker & Taylor—originally the City’s primary vendor for print
materials. This adjustment ensures the community’s continued access to print, media, and
digital materials without increasing the total cost among the City’s vendors for these services.
BACKGROUND
In 2020, the Library issued a Request for Proposals (RFP) to identify qualified vendors for the
acquisition and delivery of print, media, and digital library materials and related services. The
RFP resulted in three six-year contracts, approved by City Council on June 22, 2020.1 All three
contracts have a six-year term of July 1, 2020 to June 30, 2026.
Contract C21177635A – Baker and Taylor
o Total NTE for six years = $2,000,000
Contract C21177635B – Ingram Library Services
o Total NTE for six years = $200,000
Contract C21177635C – Midwest Tape
o Total NTE for six years = $700,000
Following the RFP process, Baker & Taylor was selected as the primary vendor for print, media
and digital materials and services, with Ingram and Midwest Tape designated as secondary
vendors.
Over the course of FY25, Baker & Taylor’s performance declined significantly, with numerous
orders delayed or unfulfilled. In March, the vendor abruptly canceled over 1,000 backordered
items without notice, depriving the Palo Alto community of timely access to new and popular
materials. In response, staff worked with Ingram and Midwest Tape to replace the canceled
items. Both vendors fulfilled the replacement orders promptly and reliably.
ANALYSIS
To ensure uninterrupted service to the community and continued access to new and high-
demand books and media, staff recommends reallocating $308,000 in funds from Baker &
Taylor’s contract (C21177635A) as follows:
$255,000 to Contract C21177635B – Ingram Library Services
$53,000 to Contract C21177635C – Midwest Tape
This reallocation ensures continued access to high-demand materials, reflects vendor
performance and maintains service quality. The current contracts, which were competitively
awarded, are in their sixth and final year and will expire on June 30, 2026. Staff will initiate a
new RFP process in advance of that date.
This adjustment results in net zero fiscal impact, and the total not-to-exceed (NTE) amount of
$2,900,000 across all three contracts remains unchanged, as shown in this table:
1 City Council, June 22, 2020, agenda item 26, staff report # 11398,
https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=80844
FISCAL/RESOURCE IMPACT
STAKEHOLDER ENGAGEMENT
ENVIRONMENTAL REVIEW
ATTACHMENTS
APPROVED BY:
6 Years
NTE orginal Decrease NTE amended NTE orginal Increase NTE amended NTE orginal Increase NTE amended
Year 1 - FY21
(July 1 '20 to June 30 '21)$210,000 $210,000 $20,000 $20,000 $110,000 $110,000
Year 2 - FY22
(July 1 '21 to June 30 '22)$358,000 $358,000 $36,000 $36,000 $118,000 $118,000
Year 3 - FY23
(July 1 '22 to June 30 '23)$358,000 $358,000 $36,000 $36,000 $118,000 $118,000
Year 4 - FY24
(July 1 '23 to June 30 '24)$358,000 $358,000 $36,000 $36,000 $118,000 $118,000
Year 5 - FY25
(July 1 '24 to June 30 '25)$358,000 $358,000 $36,000 $36,000 $118,000 $118,000
Year 6 - FY26
(July 1 '25 to June 30 '26)$358,000 $308,000 $50,000 $36,000 $255,000 $291,000 $118,000 $53,000 $171,000
TOTAL life of contract $2,000,000 $1,692,000 $200,000 $455,000 $700,000 $753,000
Contract C21177635A -
BAKER & TAYLOR
Contract C21177635B -
INGRAM
Contract C21177635C -
MIDWEST TAPE
AMENDMENT NO. 1 TO CONTRACT NO. C21177635B
BETWEEN THE CITY OF PALO ALTO AND
INGRAM LIBRARY SERVICES, LLC
This Amendment No. 1 (this “Amendment”) to Contract No. C21177635B (the “Contract” as defined
below) is entered into as of September 8, 2025, by and between the CITY OF PALO ALTO, a California chartered
municipal corporation (“CITY”), and INGRAM LIBRBARY SERVICES, LLC, a Tennessee corporation, located at One
Ingram Blvd., La Verne, TN 37086 (“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 print material and services, as detailed therein.
B. The Parties now wish to amend the Contract in order to increase total not-to-exceed
compensation by Two Hundred and Fifty-Five Thousand Dollars ($255,000), from Two Hundred Thousand
Dollars ($200,000) to Four Hundred Fifty-Five Thousand Dollars ($455,000), as detailed herein.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this
Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C21177635B between
CONSULTANT and CITY, dated July 1, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the
meanings assigned to such terms in the Contract.
SECTION 2. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereby amended to read as
follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A” (“Basic
Services”), and reimbursable expenses, shall not exceed Four Hundred Fifty-Five Thousand Dollars
(455,000.00). CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this
amount. Annual Not-to-Exceed amounts are:
$20,000.00 in year 1 (July 1, 2020 through June 30, 2021)
$36,000.00 in year 2 (July 1, 2021 through June 30, 2022)
$36,000.00 in year 3 (July 1, 2022 through June 30, 2023)
$36,000.00 in year 4 (July 1, 2023 through June 30, 2024)
$36,000.00 in year 5 (July 1, 2024 through June 30, 2025)
$291,000.00 in year 6 (July 1, 2025 through June 30, 2026)
The applicable rates and schedule of payment are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,”
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
which is attached to and made a part of this Agreement. 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.
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 at Exhibit “A”.”
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 “C” entitled “COMPENSATION, AMENDMENT NO. 1” (AMENDED, REPLACES
PREVIOUS)
b. Exhibit “C-1” entitled “SCHEDULE OF RATES, AMENDMENT NO. 1” (AMENDED, REPLACES
PREVIOUS)
SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract,
including any exhibits thereto, shall remain in full force and effect.
SECTION 5. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are
fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
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
INGRAM LIBRARY SERVICE, LLC
Officer 1
By:
Name:
Title:
Officer 2
By:
Name:
Attachments:
Exhibit “C”: C0MPENSATION, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS)
Exhibit “C-1”: SCHEDULE OF RATES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS)
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
VP Ingram Library Services
Carolyn Morris
CFO
Brian Dauphin
EXHIBIT “C”
COMPENSATION, AMENDMENT NO. 1
(AMENDED, REPLACES PREVIOUS)
The CITY agrees to compensate the CONSULTANT for professional services performed in accordance
with the terms and conditions of this Agreement, and as set forth in the budget schedule below.
Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the
not to exceed budget amount for each task set forth below.
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, and the total compensation for Additional Services do not exceed the
amounts set forth in Section 4 of this Agreement.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
Year 1
(July 1, 2020 through June 30, 2021)
$20,000.00
Year 2
(July 1, 2021 through June 30, 2022)
$36,000.00
Year 3
(July 1,2022 through June 30, 2023)
$36,000.00
Task 4
(July 1, 2023 through June 30, 2024)
$36,000.00
Task 5
(July 1, 2024 through June 30, 2025)
$36,000.00
Task 6
(July 1, 2025 through June 30, 2026)
$291,000.00
Sub-total Basic Services $455,000.00
Reimbursable Expenses $0.00
Total Basic Services and $455,000.00
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
EXHIBIT “C-1”
SCHEDULE OF RATES, AMENDMENT NO. 1
(AMENDED, REPLACES PREVIOUS)
Discount Schedule
Trade Hardcover 45.0%
Trade/Quality Paperback 40.0%
Mass Market Paperback 38.0%
Library Bindings 24.0%
Pre-binds 24.0%
Graphic Novels 35.0%
University Press 8.0%
Short discount titles 8.0%
Spoken Word Audio, trade 45.0%
Spoken Word Audio, non-trade 8.0%
DVD and Blu-ray 28.0%
Music 5.0%
Video Games 5.0%
Net Titles 0.0%
Discount Details:
• Discounts apply to Adult, Young Adult, and Juvenile materials.
• Spanish and other World Language materials receive these same discounts.
• Continuations and Standing Order/New Title Notification Program titles,
backorders, and re- orders receive the same discount schedule as firm orders.
• There are no hidden fees when ordering from Ingram.
• Ingram does not apply service charges for Net titles, for special orders, or for
titles requiring prepayment from the publisher.
• Experience has shown that Ingram Library Services provides more titles at full
trade discounts than any other distributor in the industry.
• During the term of the agreement, we are happy to provide pricing for any new
formats, materials, or services that may become available or have not been
previously quoted.
•
Our discount schedule will remain firm for the initial contract period. Discounts are
applied to the publisher’s current list price.
List prices of individual library materials are set by the publishers/manufacturers and not
by Ingram as distributor. Therefore, we cannot guarantee that the retail/list price of an
item will not change during the term of the contract, as the publisher/manufacturer can
change their list prices without notice. Prior to placing an order, the Library can
determine a title’s estimated discount by utilizing the “Price this List” or Quotation
features on ipage, as described in this proposal.
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
In determining which titles receive less than full trade discounts, Ingram has utilized its
best efforts to categorize books for pricing purposes by considering the binding, cost of
acquisition, general marketing categories, publisher’s discount, and other factors as
defined by the Definitions of Binding Types and Presses provided. Ingram reserves the
right to be the sole and final determinant of the pricing category.
Ingram bases pricing upon several factors including dollar value of commitment, actual
expenditure, number of accounts and shipping locations. Ingram reserves the right to
offer pricing and services to any customer based solely on Ingram management criteria.
Definitions of Binding Types and Presses
Trade Hardcover: High demand fiction and nonfiction books published with a glued
binding and a hardcover. These titles are typically for the general consumer and
produced by widely distributed publishers. Trade bindings may also be referred to as retail
trade editions, trade books, hardbound books, hardback books, cloth bound books or cloth
cover books. Publishers normally produce these titles in larger print runs. *
Quality Paperback: High demand fiction and nonfiction books with paper covers and
generally no size restriction. Any illustrations or graphics may be placed throughout the
book; both paper and printing are high quality. These titles are typically for the general
consumer and produced by widely distributed publishers. This binding may also be
referred to as trade paper or trade paperback.
Mass Market Paperback: High demand books with paper covers that are produced in a
size to fit a standard retail store display and generally deal with subjects of mass appeal.
Any illustrations are grouped together in one section of the book. *
Library Bindings: Books of higher quality publisher bindings, usually fanned and glued,
and may also be sewn. Books may be identified as Library Bindings on ipage.
University Press: The binding types may vary for these titles (i.e. Hardcover and/or
Paperback), but all are published by a University Press.
Short Discount/Non-Trade: Lower demand, small print-run books in various bindings,
and includes legal, technical, reference, scientific, and medical titles as defined by
Ingram subject categories. Titles are generally published by small or university presses.
Also included are print and audiobook titles purchased at lower than full trade discount;
titles with limited sales volume; and/or titles from publishers not in compliance with
Ingram’s purchasing requirements. Ingram is pleased to make this broad base of titles
available to our customers with no service charges.
Large Print: Ingram does not recognize the large print title as a separate binding type for
discount purposes. Large print titles will receive discounts according to the
binding/press assigned to the ISBN ordered as outlined above.
Graphic Novels: A narrative work in which the story is conveyed to the reader using comic
form. The term is employed in a broad manner, encompassing nonfiction works and
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
thematically linked short stories as well as fictional stories across a number of genres.
Picture Books, Board Books, Easy Readers, and Big Books: These juvenile genre
categories are not discounting categories used by Ingram. These books will receive the
discount appropriate to the specific binding/press ordered as outlined above. We
estimate that at least 80% would receive the full trade discount.
Prebound Books: Paperback books bound into a hardback edition. Our inventory also
includes over 17,500 prebound titles from Perfection Learning and San Val (Turtleback
Books), and are identified on ipage as Prebound-Sewn or Prebound-Glued.
World Language Materials: Ingram does not recognize Spanish language (or any world
languages) as a discounting category. These books will receive the discount appropriate
to the specific binding/press ordered as outlined above.
Net: Low demand, small print run books in various binds upon which Ingram receives
minimal or no purchase discount. This category of book will receive a 0% discount. Ingram
is pleased to make this broad base of titles available to our customers with no service
charges.
*See Short Discount for explanation on titles that may fall outside of this discount category.
ipage
ipage is Ingram’s web-based title selection, ordering, and account management tool.
Libraries recognize ipage as an integral timesaving tool whose collection development
and acquisitions capabilities, along with its various account management tools, make
day-to-day ordering and receiving tasks virtually hassle- free. ipage can be accessed at
https://ipage.ingramcontent.com.
Through ipage, Library users can access our entire inventory, including active titles and
extended database.
• PACL will continue to receive a free subscription to ipage, with easy-to-use
ordering capabilities and all other features at no cost for unlimited
concurrent users.
• PACL staff can receive ipage training at no charge.
• ipage includes review citations and full text reviews for print titles from several
journals including, but not limited to, Booklist, Library Journal, and Publisher’s Weekly.
If the Library wishes to view full-text reviews, there is a nominal fee of $350.00 per
year for that additional service. The Library also has the option of paying in installments
of $35.00 per month. Fee for reviews is subject to review and change on an annual
basis with notice.
• Complimentary selection lists, curated by our professional library staff, are
available for no charge on ipage.
• Additional collection development tools including catalogs, Ingram
Sendr, and marketing materials are available at no charge through ipage.
Collection Development Fees
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
Complimentary Curation Services: ipage collection development tools including ipage
lists and standing order/New Title Notification programs, are provided free of charge.
Custom Collection Development Custom Opening Day Collection Lists are
complimentary. Costs for ongoing custom lists will be quoted on a list-by-list basis,
and fees are based on the library’s specifications including level of customization,
number of lists required annually, and whether it is for a special project or an ongoing
list requiring regular updates. Any future programs we may offer for customized
collection development services may have standard charges.
iCurate Core and Coming Soon:
• iCurate Coming soon lists are $775 per year for each of Adult, Teen, and Children’s Lists.
• Subscribe to all three lists iCurate Coming Soon lists and save ~10% at $2,100
per year (12 months.) Plus, the bonus one-step deduping feature is included free
with any subscription.
• Each set of iCurate Core lists (Adult, Teen, Children’s) costs $1,000, or you can get
all three for $2,800.
Edelweiss+Analytics
Please contact your Ingram Sales Representative for details and pricing on E+A.
Cataloging and Processing
Print Books:
Barcodes (1) (Ingram supplied) Property Stamp (1)
Clear Corner Pocket RFID – Customer-supplied tag, programmed and
applied
Colored Tape Spine Label
Genre Labels BookMARC Record
Additional Labels, e.g. “New” CIP Record Upgrades
Label Protector(s) – up to two Original Cataloging
Mylar Jacket-Taped Z39.50 Title Search
Property Label (1)
For multi-vendor award, the bundled fee will be $6.25 per unit, to include the
same cataloging and processing components.
Freight Terms
Items picked, packed, and shipped together count as an individual shipment. The
qualifying unit quantity is subject to change with notice. Distribution center designation
may be modified at Ingram’s discretion based on order volume or when a requested
service is only provided from a specific distribution center.
Ingram shall primarily use UPS ground service as the carrier to transport shipments;
however, Ingram reserves the right to choose the most cost-effective shipping method.
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
Shipments of 15 or more units from Library’s primary and secondary distribution center
with Ingram will ship with Ingram Paid Freight and receive a fuel surcharge fee of $2.50.
Shipments of 1-14 units will be charged a flat freight fee of $6.00 in addition to the $2.50
fuel surcharge fee. The surcharge fee will appear as part of “Shipping and Handling”
charge on Ingram invoices and is subject to change with notice.
All shipments shall be FOB Destination. Ingram retains full responsibility and risk of loss
or damage until items are delivered to the Library’s designated receiving locations. Upon
confirmed delivery, all liabilities shall transfer to the Library. When freight charges on an
individual account surpass 2.5% of the account's expenditures, Ingram reserves the right
to change the shipping settings. Changes to account settings such as one warehouse for
shipments or shipment timetables and order consolidation levels are examples of such
alterations. Ingram will work closely with the Library to ensure if changes are made, it is
in the best interests of both parties.
When requested by the Library, and if the carrier's operating conditions permit, the
carrier may perform inside delivery. Inside delivery is defined as the carrier will get the
freight inside the door or onto a dock. The Library is responsible for transferring the
items to other desired destinations. The Library will specify inside delivery when
establishing/updating their account(s) with Ingram. Inside delivery will be clearly
designated on the shipper’s bill of lading but not on the Ingram shipping label.
Payment Terms
Payment terms under this offer shall be Net 30 Days. Payment is required for invoices
within these terms even when a purchase order has not been completed. Ingram does
not invoice for items until they have been shipped.
While other vendors demand payment from invoice date, Ingram’s terms are
calculated on statement date at the end of each month. With payment due 30 days
from statement date, the customer’s payment is due an average of 45 days from
invoice (30-59 days). Ingram reserves the right to assess a late charge on all past due
invoices.
Ingram has multiple payment methods, including Electronic Funds Transfer (online
payment through ipage via bank account), payment via credit card (account set for
automatic charge) or by check.
Financial Information on ipage
The Library’s ipage Administrator can designate which staff members have access to
view account- specific accounting items such All Open Accounting Items, Open
Invoices, and Open Credit Memos. Closed invoices and credit memos are available for
viewing for 90 days. Through ipage, the Library can also look at its last statement and
view the last six payments received by Ingram plus review recent and pending
electronic payment.
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
Vers.: Aug. 5, 2019
Page 10 of 10
Docusign Envelope ID: 5C255636-FFE3-40E3-861F-787D41FADF1F
AMENDMENT NO. 1 TO CONTRACT NO. C21177635C
BETWEEN THE CITY OF PALO ALTO AND
MIDWEST TAPE, LLC
This Amendment No. 1 (this “Amendment”) to Contract No. C21177635C (the “Contract” as defined below)
is entered into as of July 29, 2025, by and between the CITY OF PALO ALTO, a California chartered municipal
corporation (“CITY”), and MIDWEST TAPE, LLC, an Ohio corporation, located at1417 Timberwolf Drive, Holland,
Ohio, 43528 (“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 media and digital materials and services, as detailed therein.
B. The Parties now wish to amend the Contract in order to Increase total not-to-exceed compensation
by Fifty-Three Thousand Dollars ($53,000), from Seven Hundred Thousand Dollars ($700,000) to Seven Hundred
and Fifty-Three Thousand Dollars ($753,000), as detailed herein.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this
Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C21177635C between
CONSULTANT and CITY, dated July 1, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the
meanings assigned to such terms in the Contract.
SECTION 2. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereby amended to read as
follows:
The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A” (“Basic
Services”), and reimbursable expenses, shall not exceed Seven Hundred Thousand Dollars (700,000.00).
CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. Annual
Not-to-Exceed amounts are:
$110,000.00 in year 1 (July 1, 2020 through June 30, 2021)
$118,000.00 in year 2 (July 1, 2021 through June 30, 2022)
$118,000.00 in year 3 (July 1, 2022 through June 30, 2023)
$118,000.00 in year 4 (July 1, 2023 through June 30, 2024)
$118,000.00 in year 5 (July 1, 2024 through June 30, 2025)
$171,000 in year 6 (July 1, 2025 through June 30, 2026)
Docusign Envelope ID: C0355533-3C81-48D1-B243-A6AA634E043F
The applicable rates and schedule of payment are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is
attached to and made a part of this Agreement. 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.
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 at Exhibit “A”.
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 “C” entitled “COMPENSATION, AMENDMENT NO. 1”, AMENDED, REPLACES
PREVIOUS.
SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract,
including any exhibits thereto, shall remain in full force and effect.
SECTION 5. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are
fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Docusign Envelope ID: C0355533-3C81-48D1-B243-A6AA634E043F
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
MIDWEST TAPE, LLC
Officer 1
By:
Name:
Title:
Officer 2
By:
Name:
Attachments:
Exhibit C: COMPENSATION, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS)
Docusign Envelope ID: C0355533-3C81-48D1-B243-A6AA634E043F
Jeff Jankowski
Vice President
Sue Bascuk
Vice President
EXHIBIT “C” COMPENSATION, AMENDMENT NO. 1
(AMENDED, REPLACES PREVIOUS)
The CITY agrees to compensate the CONSULTANT for professional services
performed in accordance with the terms and conditions of this Agreement, and as set
forth in the budget schedule below. Compensation shall be calculated based on the
hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount
for each task set forth below.
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, and the total
compensation for Additional Services do not exceed the amounts set forth in Section
4 of this Agreement.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
Year 1
(July 1, 2020 through June 30, 2021)
$110,000.00
Year 2
(July 1, 2021 through June 30, 2022)
$118,000.00
Year 3
(July 1,2022 through June 30, 2023)
$118,000.00
Task 4
(July 1, 2023 through June 30, 2024)
$118,000.00
Task 5
(July 1, 2024 through June 30, 2025)
$118,000.00
Task 6
(July 1, 2025 through June 30, 2026)
$171,000.00
Sub-total Basic Services $753,000.00
Reimbursable Expenses $0.00
Total Basic Services and $700,000.00
Docusign Envelope ID: C0355533-3C81-48D1-B243-A6AA634E043F
Vers.: Aug. 5, 2019
Page 5 of 5
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 anticipated to be more
than $0 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. Payment for additional services is
subject to all requirements and restrictions in this Agreement.
Docusign Envelope ID: C0355533-3C81-48D1-B243-A6AA634E043F