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PROFESSIONAL SERVICES AGREEMENT ATTACHMENT 1 THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement")is entered into this 1st day of July 2019 between the CITY OF PLEASANTON, a municipal corporation ("City"), and All City Management Services, Inc., a California corporation whose address is P.O. Box 847436, Los Angeles, CA 90084-7436, and telephone number is (310) 202-8284, ("Contractor"). RECITALS A. Contractor is qualified to and experienced in providing crossing guard services for the purposes specified in this Agreement. B. City finds it necessary and advisable to use the services of the Contractor for the purposes provided in this Agreement. NOW THEREFORE, in consideration of the mutual covenants and conditions in this Agreement, City and Contractor agree as follows: 1. Contractor's Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A, attached hereto and incorporated herein. Contractor shall provide said services at that time,place and in the manner specified in Exhibit A. 2. City Assistance, Facilities,Equipment and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish all equipment that may be required for furnishing services pursuant to this Agreement. City shall furnish to Contractor the equipment listed in Exhibit A according to the terms and conditions set forth in Exhibit A. 3. Terms. This contract shall commence on the date written above and shall expire on June 30, 2022,unless terminated earlier in accordance with Section 7 below. The term of this Agreement may be extended for up to two years with an amendment to this Agreement. The total term for this Agreement may be no longer than five years. 4. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A. The payments shall be made on a monthly basis upon receipt and approval of Contractor's invoice. Total compensation for services and reimbursement for costs shall not exceed $1,374,246 during this three-year agreement(which includes a 5%contingency to allow City to add sites if desired) and shall not exceed a total of $2,455,350 if the contract is extended up to the 5-year maximum. a. Invoices submitted to City must contain a brief description of work performed, time used and City reference number. Payment shall be made within thirty(30) days of receipt of Contractor's invoice and approved by City. 1 ' Page