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C17-1170 AMENDMENT NO. 4 Citywide Mailing Services (RFP 18-02, Contract No. C17-1170) This Amendment No. 4 (the “Amendment”) to the Agreement for Citywide Mailing Services (the “Agreement”) is made this day of June 2024 (“Effective Date”), by and between the City of Glendale, an Arizona municipal corporation (“City”) and Exela Enterprises Solutions, Inc., a Delawate, authorized to do business in Arizona (“Contractor”). RECITALS A. City and Novitex Enterprises Solutions, Inc. (“Contractor”) pteviously entered into the Agreement, classified by the City as Contract No. C17-1170, dated December 12, 2017; and B. ‘The Agreement had an initial two (2) year period beginning December 12, 2017, and running through December 11, 2019, and provided the option to extend for an additional three (3) years renewable on an annual basis; and Cc On or about March 1, 2018, Contractor amended its Articles of Incorporation to change its name from Novitex Enterprise Solutions, Inc. and such amendment was filed with the Sectetary of State of Delaware on March 13, 2018; and on October 30, 2018, the parties entered into Amendment 1, which memorialized the assignment of all rights and obligations from Novitex Enterprise Solutions to Contractor; and D. City and Contractor entered into Contract Extension No. 1, extending the term of the Agreement from December 12, 2019, through December 11, 2020; and E. City and Contractor entered into Contract Extension No. 2, extending the term of the Agreement from December 12, 2020, through December 11, 2021; and F, City and Contractor entered into Contract Extension No. 3, extending the term of the Agreement from December 12, 2021, through December 11, 2022; and G. On December 12, 2022, the parties entered into Amendment No. 2, which extended the term of the Agreement from December 11, 2022, through June 11, 2023; and A. On June 12, 2023, the parties entered into Amendment No. 3, which extended the term of the Agreement from June 12, 2023, through June 11, 2024; and I. City and Contractor 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: 05/10/2023 10. Recitals. ‘The recitals set forth above are not metely recitals but form an integral part of this Amendment. Term. The term of the Agreement is extended for a two-year period from June 12, 2024, through June 30, 2026, unless otherwise terminated or canceled as provided by the Agreement. All other ptovisions of the Agreement except as set forth in this Amendment shall remain in their entirety. Scope of Work. The Scope of Work remains unchanged. Compensation. ‘The compensation is amended to be increased by $290,000 for a new not-to-exceed amount of $1,386,082.75. Insurance Certificate. The current certificate expires on December 15, 2024. A new insurance certificate must be provided prior to this date to the Materials Manager and the Contract Administrator in order for this Agreement to remain in effect. Non-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, color, teligion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic characteristics, familial status, U.S. military veteran status or any disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated within this section. Contractor, and on behalf of any subcontractors, warrants compliance with this section. No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 ate applicable, the parties hereby certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of goods or services from Israel, as that term is defined in A.R.S § 35-393. Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and during the term of this Agreement, will not use: (a) the forced labor of ethnic Uyghurs in the People’s Republic of China; (b) any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China; and (c) any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight responsibility. Ratification of Agreement. City and Contractor 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.| 05/10/2023 ATTEST: CITY OF GLENDALE, an Arizona municipal corporation Kevin R. Phelps, City Manager Julie K. Bower, City Clerk APPROVED AS TO FORM: (SEAL) Michael D. Bailey, City Attorney Exela Enterprises Solutions, Inc. a Delawate Corporation Mapes Mark Faitchild “i President of Public Sector and Smart Office \EGAL ~ APPROVED AS TOSORM honda Ervin 06-10-24 05/10/2023 Revised locations and estimated times: Estimated Pickup/Drop Building Department Address off dult Center Budget & Finance 5970 West Brown St., Suite 210 | 12:30pm jult Center Engineering 5970 West Brown St., Suite 210 | 12:30pm jult Center Human Resources 5970 West Brown St., Suite 210 | 12:30pm dult Center Adult Center 5970 W Brown St 12:30pm rport Airport 6801 N Glen Harbor Blvd 2:20pm “rowhead Water Reclamation Arrowhead Water Reclamation icility Facility 8180 W Union Hills 1:00pm 2ad Museum Development Services 5754 W Glendale Dr 9:15am olla Water Treatment Plant Cholla Water Treatment Plant 4805 W Cholla 12:30pm ty Court Complex City Court Complex 5711 W. Glendale 3:25PM vic Center Annex City Clerk 5752 West Glenn Dr. 2:30pm Business Licenses, Tax Returns, vic Center Annex Water Payments, Call Center 5752 West Glenn Dr. 9:00am ymmunity Housing Community Housing 6842 N 61st Ave 3:15pm ymmunity Housing Community Housing 6842 N 61st Ave 3:15pm nergency Operations Center Emergency Operations Center 11550 W Glendale Ave 2:00pm eld Operations Field Operations 6210 W Myrtle Ave 3:20PM re Department Fire Department 11550 W Glendale Ave 2:00pm yothills Aquatics Foothills Aquatics 5600 W Union Hills Dr 1:00pm rothills Public Library Foothills Public Library 19055 N 57th Dr. 1:05pm dothills Public Safety Foothills Public Safety 6255 W Union Hills Dr 1:15pm aroes Library Heroes Library 6075 N 83rd Ave 2:50pm formation Technology Information Technology 6830 N 57th Dr. 3:30pm indfill Landfill 11480 W Glendale Ave 2:00pm ain Library Internal Audit 5959 W Brown St 12:15pm ain Library Organizational Performance 5959 W. Brown St. 9:00am lain Public Safety Police 6835 N 57th Dr. 3:30pm lain Public Safety Glendale Family Advocacy Center 6835 N 57th Dr. 3:30pm larketing/Graphics/Special Events 5750 W Glenn Dr 9:00am \edia Center City Managers office 9494 W Maryland 2:40pm ledia Center Communications 9494 W Maryland 2:40pm ledia Center Mayor and Elected Officials & staff 9494 W Maryland 2:40pm ledia Center Intergovernmental Programs 9494 W Maryland 2:40pm IRF Recycling MRF Recycling 11480 W Glendale Ave 2:00pm asis Water Treatment Oasis Water Treatment 7070 W Northern Ave 3:00pm arks and Recreation Parks and Recreation 5970 W. Brown St 13:30pm sramid Peak Treatment Plant Pyramid Peak Treatment Plant 28101 N 63rd Ave 1:25pm ne Building Attorney - Prosecutor 6829 N. 58th Drive Suite 100 3:00pm ‘ansit/Field Operations Annex Transit/Field Operations Annex 6210 W Myrtle Ave 3:15pm 05/10/2023 Estimated Pickup/Drop Building Department Address off ‘ansportation Transportation 6210 W Myrtle Ave 3:15pm alma Teague Library Velma Teague Library 7010 N 58th Dr 3:00pm 'est Area Water Reclamation West Area Water Reclamation . icility Facility 5901 W Glenn Harbor Blvd 1:45pm ESD System of Care Community Action Program 7677 W. Bethany Home Rd 2:45pm lail Services 5835 W Palmaire Ave 3:40pm Economic Development & Visitors 'estgate Center 6751 N Sunset Blvd 1:20pm 95/10/2023