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24-038 Amendment #2 dated 3-4-25 Klarity for Executive Coaching and Mentoring Services1 SECOND AMENDMENT TO AGREEMENT 852 BETWEEN THE CITY OF CUPERTINO AND KLARITY CONSULTING, LLC. FOR EXECUTIVE COACHING AND MENTORING SERVICES This Second Amendment to Agreement 852 is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Klarity Consulting, LLC, a Sole Proprietor (“Contractor”) whose address is 297 Campina Court, Fremont, CA 94539, and is made with reference to the following: RECITALS: A. On April 12, 2024, Agreement 852 (“Original Agreement”) was entered into by and between City and Contractor for Executive Coaching and Mentoring Services. B. On May 23, 2024, the City and Contractor entered into a First Amended Agreement for Executive Coaching and Mentoring Services (“First Amended Agreement”). C. The Original Agreement and First Amended Agreement are collectively referred to as the “Agreement” unless otherwise indicated. D. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. Paragraph 2.1 of the Agreement is modified to read as follows: Contractor agrees to provide the services and perform the tasks (“Services”) set forth in detail in the Scope of Work, attached here and incorporated as Exhibit A-2. Contractor further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. Exhibit A-1 of the Agreement is replaced with a new Exhibit A-2 attached hereto. 2. Paragraph 3.1 of the Agreement is modified to read as follows: This Agreement begins on the Effective Date and ends on June 30, 2027 (“Contract Time”), unless terminated earlier as provided herein. Contractor’s Services shall begin on the effective date and shall be completed by June 30, 2027. Exhibit B-1 of the Agreement is replaced with a new Exhibit B-2 attached hereto. 2 3. Paragraph 4.1 of the Agreement is modified to read as follows: City will pay Contractor for satisfactory performance of the Services an amount that will be based on actual costs but that will be capped so as not to exceed $150,000 (“Contract Price”), based upon the scope of services in Exhibit A-2 and the budget and rates included in Exhibit C-2. Exhibit C-1 of the Agreement is replaced with a new Exhibit C-2 attached hereto. 4. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. EXPENDITURE DISTRIBUTION Agreement Cost Original $7,200 1st Amendment $142,800 2nd Amendment $0.00 Total $150,000 IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CITY OF CUPERTINO By Title Date APPROVED AS TO FORM Interim City Attorney ATTEST City Clerk Date KLARITY CONSULTING, LLC. By Title Date Ashwini Kantak CEO 03/03/2025 City Manager 03/04/2025 03/04/2025 EXHIBIT A-2 Scope of Work This agreement is for Consultant, Klarity Consulting, LLC, to conduct executive coaching and mentoring services with the City Manager to inspire new ways of thinking, help develop strategies for addressing specific challenges and raise performance. Consultant may also support departments with ongoing projects. Consultant will provide executive coaching services and will work closely with the City Manager to develop a coaching plan that is tailored to the City’s needs and style. One-on-one coaching sessions will be scheduled on an as needed basis (weekly, bi-weekly, or monthly basis) at the hourly rate described in the Cost Summary. Coaching sessions will be engaging and interactive and a flexible approach will be used to achieve results. Consultant will also be supporting with additional services related to the implementation of the Audio-Visual controls system project. The Consultant’s services will also include: 1. Serving as Operations Advisor to the City Manager a. Reviewing staff reports, staff recommendations, budget proposals, and other critical issues and making recommendations to help align decision making with industry standards 2. Providing Executive Coaching to the Deputy City Manager, Department Heads, and other Senior staff members as identified by the City Manager 3. Serving as Special Projects Advisor a. Performing reviews and analyses of critical projects and providing recommendations to mitigate risks and ensure project objectives and schedules are achieved 4. Generating Organizational and Process Evaluation a. Reviewing current processes and organizational structure and identifying areas needing improvement and developing recommendations for increasing efficiency Items 1-4 listed above will also be performed on an as needed basis at the hourly rate described in the Cost Summary. EXHIBIT B-2 Schedule of Performance The duties outlined in the Scope of Work are estimated to conclude by June 30, 2027. EXHIBIT C-2 Cost Summary The work outlined in the Scope of Work will be charged at a rate of $240 per hour, with a not to exceed amount of $150,000, which will provide for a total of 625 hours for duties outlined in the Scope of Work. Executive Coaching and Mentoring Services Final Audit Report 2025-03-04 Created:2025-02-28 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAqiCkqpEnmshKjp5vaVKx4sV9ENMptlOz "Executive Coaching and Mentoring Services" History Document created by Webmaster Admin (webmaster@cupertino.org) 2025-02-28 - 11:32:25 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-02-28 - 11:37:55 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-02-28 - 11:38:02 PM GMT- IP address: 52.202.236.132 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-03-03 - 3:35:17 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to akantak@klarityconsulting.net for signature 2025-03-03 - 3:35:19 PM GMT Email viewed by akantak@klarityconsulting.net 2025-03-03 - 3:36:30 PM GMT- IP address: 108.239.228.73 Signer akantak@klarityconsulting.net entered name at signing as Ashwini Kantak 2025-03-03 - 5:28:34 PM GMT- IP address: 108.239.228.73 Document e-signed by Ashwini Kantak (akantak@klarityconsulting.net) Signature Date: 2025-03-03 - 5:28:36 PM GMT - Time Source: server- IP address: 108.239.228.73 Document emailed to Floy Andrews (floya@cupertino.gov) for signature 2025-03-03 - 5:28:37 PM GMT Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-03 - 5:28:46 PM GMT- IP address: 52.202.236.132 Document e-signed by Floy Andrews (floya@cupertino.gov) Signature Date: 2025-03-04 - 6:59:52 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Pamela Wu (pamelaw@cupertino.org) for signature 2025-03-04 - 6:59:54 PM GMT Email viewed by Pamela Wu (pamelaw@cupertino.org) 2025-03-04 - 7:00:54 PM GMT- IP address: 52.202.236.132 Document e-signed by Pamela Wu (pamelaw@cupertino.org) Signature Date: 2025-03-04 - 9:49:06 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-03-04 - 9:49:08 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-03-04 - 9:49:16 PM GMT- IP address: 52.202.236.132 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-03-04 - 10:03:55 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2025-03-04 - 10:03:55 PM GMT