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ATTACHMENT#1 PROFESSIONAL SERVICES AGREEMENT WORKFLOW CONSULTANT FOR COMPUTERIZED MAINTENANCE MANAGEMENT SYSTEM—RFP OSD 2021-001 THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is entered into this day of July 2021, between the CITY OF PLEASANTON, a municipal corporation ("City"), and GHD,Inc, whose address is 2300 Clayton Road,Suite 920,Concord, CA 94520, and phone number is (925) 849-1000("Consultant"). RECITALS A. Consultant is qualified to and experienced in providing workflow development and Integration for a Computerized Maintenance Management System (CMMS), for the purposes specified in this Agreement. B. City finds it necessary and advisable to use the services of the Consultant for the purposes provided in this Agreement. NOW THEREFORE, in consideration of the mutual covenants and conditions in this Agreement, City and Consultant agree as follows: 1. Consultant's Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in Exhibit A. Consultant 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, Consultant shall, at its sole cost and expense, furnish all facilities and equipment that may be required for furnishing services pursuant to this Agreement. City shall furnish to Consultant only the facilities and 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, 2023. 4. Compensation. For the services to be rendered, City shall pay Consultant on a time and material basis with not to exceed limits in Exhibit A and in accordance with the fee schedule contained in Exhibit A. Total compensation shall not exceed $476,322, which includes a 10%contingency for unforeseen circumstances and related extra services as determined to be necessary by the City. Payment of such contingency funds is not guaranteed to Consultant unless the City requests in writing such extra services. The payments shall be made on a monthly basis upon receipt and approval of Consultant's invoice. a. Invoices submitted to City must contain a brief description of work performed, time spent and City reference number. Payment shall be made within thirty (30)days of receipt of Consultant's invoice and approved by City. b. Upon completion of work and acceptance by City, Consultant shall have sixty (60)days to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty(30) days in advance of said time limitation. The City shall have no l 1 Page