AMENDMENT TO EXTENSION OF PUPIL

TRANSPORTATION SERVICES AGREEMENT

THIS AMENDMENT entered into as of the effective date set forth in Section 12 of this
Amendment is made by and between the Board of Education of Elmhurst Community Unit School District
205, DuPage and Cook Counties, Illinois, with principal offices at 162 S. York, Elmhurst, IL 60126,
hereinafter called “DISTRICT” and FIRST STUDENT, INC. with its local operating address at 425 N. Villa
Avenue, Villa Park, Il 60181 and its national headquarters at 600 Vine Street, Suite 1400, Cincinnati, Ohio
45202, hereinafter called CONTRACTOR.

WHEREAS, the parties entered into that certain Pupil Transportation Services Agreement dated
June 5, 2015; (hereinafter the “Agreement”); and

WHEREAS, the parties desire to extend the term of the Agreement further and amend certain
portions thereof;

NOW, THEREFORE, the parties mutually agree as follows:

1. TERM: The term of the Agreement shall extend for one (1) additional year
commencing on August 1, 2023, and ending on July 31, 2024; thereafter, this
Agreement may be extended on a year-to-year basis by mutual agreement of the
parties, subject to the operation of Ill. Rev. Stat. ch. 105, Sec. 5/29-6.1, as amended
from time to time.

2. COMPENSATION: Commencing with the first day of school of the 2023-2024 school
year, the rates of compensation payable hereunder shall be as set forth in Exhibit “A”
(the “Rates”).

In the event, the State of Illinois executes any law pertaining to school district
payments to contractors for school days when the school district is not providing
in-person instruction and said payment is higher than the current payment amount in
the Agreement as set forth below, said State payment amount shall prevail.

3. Operating Days: The contract year will have a minimum of

one-hundred-seventy-eight (178) operating days.

4. Reduction in Service: If the average daily number of routes, mid-day runs,

shuttles, or after-school runs, including late runs, is changed by ten percent (10%) or
more from the 2022-2023 school year run schedule, Contractor, upon written notice
to District, may request an adjustment to rates, and the parties shall negotiate in
good faith for at least 30 days. If the parties cannot reach an agreement in such a
30-day period, Contractor may terminate the Agreement upon one hundred and
eighty (180) days written notice to District and prior to such termination shall provide
services at the rates set forth in the Agreement.

5. Accident Protocol: Contractor will request, but is not obligated to require, that a
driver involved in an accident go for a non-DOT drug screen. In the case that there
is a DOT regulation or Contractor policy that requires a drug screening, then the
driver will be required to take the drug screen.

6. Penalties: The Contractor agrees that the highest standards of delivery services are
expected to be provided to the School District at all times during the term of this
Contact.

3195034.1
 The School District reserves the right to withhold certain payments in part or whole
based on the Contractor’s performance under the terms of this Contract. By
accepting this Contract, the Contractor agrees that in the event of the specific service
violations listed hererin, that sums listed under each occurrence may be withheld
from the next subsequent payment due the Contractor. Conditions such as weather,
traffic accidents that impede traffic, and construction that are outside of the
Contractor’s control will not result in the assessment of a penalty for applicable
situations outlined below, provided that the Contractor provides reasonable notice to
the School District’s Assistant Superintendent of Finance and Operations for the
School District of the event and the School District’s Director of Transportation, in his
or her discretion, determines that the Contractor’s reason for the service violation is
valid. The School District’s Director of Transportation will utilize current service
expectations when assessing penalties. The School District shall notify the
Contractor of penalties to be assessed within ten (10) school days of the occurrence.
No penalties regarding items a-c below will be assessed within the first twenty (20)
school days of the school year. In the event Contractor agrees to any increase or
decrease in service levels greater than 10% of the current contract year routes,
Contractor shall be afforded a period of twenty (20) days following implementation of
such changes during which time no liquidated damages for items a-c below may be
assessed while Contractor makes operational adjustments to meet School District
requirements.

a. Late AM drop off at school program site after final bell to the School District’s Director of
Transportation, $100 per occurrence.

b. Late PM arrival at school site after dismissal bell to the School District’s Director of
Transportation, $100 per occurrence.

c. Failure to operate a route without 24 hours prior notice to the District, $750 per
occurrence.

d. Camera system non-operational, $500 per occurrence.

e. Leaving a child on bus after the bus driver has completed the last stop, $10,000 per
occurrence.

f. Starting or idling buses before students have all loaded and unloaded at school, when
students load in a fashion where they must walk between buses, without prior District
approval, $1,000 per occurrence.

Should the assessed total penalties exceed $2,500 in any one month period, the School District
must request a meeting with the Contractor to discuss a service improvement plan.

7. Mandatory Location Staff: Contractor will always have one employee in the
dispatch office during home-to-school and school-to-home routes.

8. FLEET: During the term of this extension, the contractor will use the fleet from the
2022-2023 school year with the addition of 5 replacement vehicles.

9. DISTRICT USE OF OTHER PROVIDERS. The District may use a different

transportation provider, including the District providing the transportation

3195034.1
 itself, for extracurricular activities if the District determines in its sole
discretion that the alternative provider will provide more timely service than
Contractor in the particular instance.

10. RENEGOTIATION: In the event of unusual circumstances, such as changes in

State or Federal taxes, laws or specifications, increased insurance, or surety
premiums, change in service levels, driver shortages impacted by starting or average
wages, or any other conditions which cause any of the Contractors operating costs
hereunder to increase at a rate more than any negotiated escalation, Contractor may
request a meeting to negotiate such impact. The District, however, shall have no
obligation to agree to the Contractor’s request for rate increases.

10. NOTICE TO PARTIES: All notices to be given by the parties to this Agreement
shall be in writing and serviced by depositing same in the United States Mail, certified
mail.

Notices to DISTRICT shall be addressed to:

Mr. Christopher P. Whelton

Assistant Superintendent for Finance and Operations
Elmhurst Comm. Unit School District 205
162 South York
Elmhurst, IL 60126

Notices to CONTRACTOR shall be addressed to:

Mr. John Billigmeier

Senior Vice President- Central Region
First Student, Inc.
1717 Park Street, Suite 225
Naperville, IL 60563

With a copy to:

General Counsel
First Student, Inc.
600 Vine Street
Suite 1400
Cincinnati, Ohio 45202

11. VALIDITY OF AGREEMENT: Except as amended herein, all other terms and
conditions of the Agreement shall remain in full force and effect. If there is any
conflict between the terms of the Agreement and this Amendment, the terms of
this Amendment shall control.

12. EFFECTIVE DATE: This Agreement shall be deemed dated and become effective
on the date the last of the parties signs as set forth below the signature of their
duly authorized representatives.

IN WITNESS WHEREOF, this Agreement has been signed and executed in duplicate on behalf
of the parties hereto by persons duly authorized on the day and year first written above.

3195034.1
Elmhurst Community Unit SD 205 First Student, Inc.

By:_________________________ By:_________________________

Title:________________________ Title:_______________________

ATTEST: ATTEST:

By:_________________________ By:_________________________

3195034.1
 Exhibit A
Elmhurst CUSD 205 Pricing Page
Regular Student Transportation

- District has the right to add work at no additional cost to any tier where time is available to perform said
work prior to the next tier.
- District reserves the right to add tiers beyond a 3-tier bus route with the contractor being compensated at
the excess hourly rate for each additional tier.
- "Session" is defined as the prime morning and afternoon home-to-school and school-to-home work
periods.
- ** There will not be an additional charge unless the route cannot be paired with an am or pm standard
route. If routes cannot be paired with the standard routes, then hourly charges will be assessed in ¼ hour
increments.
- *** There will be a 2.0-hour minimum charge "gate-to-gate" for all athletic and extra-curricular trips. In
the event, trips are operated during peak times, a Conflicting Charge will be applied.

3195034.1