Public Relations and Community Engagement Contract

C23-0158

AMENDMENT NO. ONE
Between The City of Glendale, Arizona
and
HIGHGROUND, INC, (Public Affaits Consultants)

This Amendment No. One (“Amendment”) to the Highground, Inc. Public Affairs Consultants
(“Agreement”) is made this 1st day of April 2023, (“Effective Date”), by and between the City of
Glendale, an Arizona municipal corporation (“City”) and Highground, Inc. an Arizona corporation
authorized to do business in the State of Arizona (“Consultant”).

RECITALS

On February 7, 2023, The City entered into an Agreement with Highground, Inc. through a
cooperative with 1 Government Procurement Alliance (1GPA) with lead agency Paradise
Valley Unified School District entered into a contract C23-0158, with Contractor to purchase
the goods and services described in the Contract No. 22-06PV-04 for Public Affairs
Consultants.

City and Consultant wish to modify and amend the Agreement subject to and strictly in
accordance with the terms of this Amendment.

AGREEMENT

In consideration of the mutual promises set forth herein and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the City and Contractor hereby agree
as follows:

1.

Recitals. The recitals set forth above ate not merely recitals but form an integral part of this
Amendment.

Term. The term of this Amendment is April 1, 2023 to November 30, 2023.

Scope of Work. The scope of work is adding additional scope as reflected on Exhibit A.
Compensation. This Amendment No. One adds a monthly fee as detailed on Exhibit B.
This Amendment No. One adds an additional $49,600 to the Contract amount of $45,000 for
a new not to exceed of $94,600.00.

Ratification of Agreement. City and Contractor hereby agree that except as expressly
provided herein, the provisions of the Agreement shall be, and remain in full force and effect
and that if any provision of this Amendment conflicts with the Agreement, then the

provisions of this Amendment shall prevail.

[Signatures on the following page.]

CITY OF GLENDALE, an Arizona
municipal corporation

Kevin R. Phelps, City Manager

ATTEST:

Julie K. Bower, City Clerk (SEAL)

APPROVED AS TO FORM:

Michael D. Bailey, City Attorney

Highground, Inc.,
an ArizonA corpgrati

By:
harlesCoughlin = NV
Its: CEO & President

AMENDMENT NO. ONE
Between The City of Glendale, Arizona
and
HIGHGROUND, INC, (Public Affairs Consultants)

EXHIBIT A
SCOPE OF WORK

Contractor shall provide the City with strategic communications, timeline strategy, election services, and social media
regarding potential bond election issues and will meet goals set jointly by both parties.

The Contractor shall supply the City with periodic progress reports on an agreed-upon basis and meet with the City
and its other representatives on a monthly basis as well as needed.

The Contractor will perform the services and duties set forth above as an independent contractor or practitioner as
determined under the laws of the State of Arizona and not as an employee, partner of, or joint venture with the
Principal.

Because the Contractor employs outside counsel to represent the Contractor and to assist the City, special care is
taken to define the relationship of the outside counsel to the City. Contractor’s outside counsel provides public
affairs consulting services to City’s clients, but Contractor and its outside counsel do not provide any legal services or
legal advice to Contractor’s clients. Thus, the outside counsel shall not have an attorney-client relationship with
clients of Contractor, and conversations with the outside counsel will not be privileged under Arizona law. The
Contractor should consult with its own attorneys to obtain legal advice.

The Contractor shall preserve the confidentiality of all of the City’s non-public information, including but not limited
to, confidential information regarding the operations of the City or information regarding the financial aspects,
management, administration or operation of the City. The Contractor shall only disclose the City’s confidential
information with the City’s prior written approval or pursuant to court order.

The Contractor’s composition of all polling and survey instruments and all the results generated by such polling and
survey instruments represents confidential business information belonging to Contractor and are protected by trade
secret laws and intellectual property laws in Arizona. Likewise, all the results generated by such polling and survey
instruments relevant to the Contractor represent confidential business information belonging to City and are
protected by trade secret laws and intellectual property laws in Arizona. The instruments and results are protected
trade secrets under Arizona law through Arizona Revised Statutes, Sections 44-401 through 407 and a criminal
statute in Section 13-1820. Contractor and City agree to ensure that the polling and survey instruments, and all
results generated by those instruments, remain confidential.

Both the Contractor and the City agree that they shall take all reasonable steps and exert reasonable and appropriate
effort to maintain the confidentiality of Contractor’s trade secret material under ARS Section 44-401 (4) (b). All such
materials shall be prominently marked "Confidential Trade Secrets" at all times.

These clauses shall survive any termination of this Amendment.

Assignment and Delegation

AMENDMENT NO. ONE
Between The City of Glendale, Arizona
and
HIGHGROUND, INC, (Public Affairs Consultants)

EXHIBIT B
COMPENSATION

This Amendment No. One adds a monthly fee of $6,000 plus reasonable out of pocket expenses of $200
per month commencing April 1, 2023, and ending November 30, 2023 for a total cost of $49,600 bringing
the new contract total to $94,600.