Agenda packet — Palo Alto City Council, June 19, 2023 (part 2 of 6)

SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written.

CITY OF PALO ALTO
____________________________
Purchasing Manager
APPROVED AS TO FORM:
__________________________
City Attorney or designee

SOUTH BAY REGIONAL PUBLIC SAFETY

TRAINING CONSORTIUM
By:__________________________________
Name:________________ ________________
Title:_________________________________

Attachments:

EXHIBIT “A”: SCOPE OF SERVICES (AMENDED, REPLACES PREVIOUS) EXHIBIT “C”: COMPENSATION (AMENDED, REPLACES PREVIOUS)
EXHIBIT “C-1”: SCHEDULE OF RATES (AMENDED, REPLACES PREVIOUS) DocuSign Envelope ID: 7840F7AC-39A6-4F21-B1E1-8CEF5DD5744B President/CEO
Kevin Jensen
Item 11
Attachment A - Contract
Amendment No.1 with
South Bay Regional
Training
Item 11: Staff Report Pg. 6 Packet Pg. 138 of 911
Vers.: Aug. 5, 2019

Page 4 of 8 ends

EXHIBIT A - AMENDED, REPLACES PREVIOUS

SCOPE OF SERVICES
Scope of Work: Firefighter 1 and 2 Training Academy for PAF Recruits at South Bay Training Center. Objective: To provide a comprehensive Firefighter 1 and 2 Training Academy for up to 12 PAF Recruits, including training curriculum and materials, required instructors, proctors, and evaluators in accordance with the State FF1 and FF2 Curricula.

1. Pre-Academy Planning: Collaborate with PAFD staff to develop a detailed plan for the academy, including scheduling, logistics, and coordination of instructors and resources.

2. Orientation: Deliver an introduction to the academy, its policies and procedures, and an overview of the training program for fire recruits.

3. Firefighter Fitness Training: Implement a physical fitness training and evaluation program designed to improve recruits' strength, endurance, and overall fitness.

4. Basic Firefighting Skills: Provide instruction and hands-on training in fundamental firefighting skills, including hose lays, ladders, forcible entry, ventilation, salvage and overhaul, basic rescue techniques, and advanced techniques introduced in FF2 training.

5. Firefighter Survival and Safety: Teach firefighter safety principles, personal protective equipment (PPE), self-contained breathing apparatus (SCBA), rapid intervention crew (RIC) operations, firefighter survival skills, and advanced safety protocols covered in FF2 training.

6. Fire Behavior and Fire Control: Educate recruits on fire chemistry, fire behavior, fire suppression techniques, extinguishing agents, and advanced fire control strategies introduced in FF2 training.

7. Hazardous Materials: Deliver training on hazardous materials awareness and operations, and strategies for handling incidents involving hazardous materials, including specialized scenarios covered in FF2 training.

8. Wildland Firefighting: Instruct recruits on wildland firefighting techniques, equipment, strategies specific to California's unique landscape and wildfire challenges, and advanced tactics covered in FF2 training.

9. Technical Rescue: Introduce rope rescue, confined space rescue, and trench rescue operations through classroom instruction and practical exercises, including advanced rescue techniques covered in FF2 training.

10. State FF1 and FF2 Testing: Administer proctored written and skills testing for the CA State FF1 and FF2 certifications, ensuring that recruits are well-prepared and meet all necessary requirements.

DocuSign Envelope ID: 7840F7AC-39A6-4F21-B1E1-8CEF5DD5744B Item 11
Attachment A - Contract
Amendment No.1 with
South Bay Regional
Training
Item 11: Staff Report Pg. 7 Packet Pg. 139 of 911
Vers.: Aug. 5, 2019

Page 5 of 8 ends

Deliverables:

1. Comprehensive training curriculum and materials aligned with State FF1 and FF2 Curricula.

2. Sufficient number of qualified instructors, proctors, and evaluators for FF1 and FF2 training.

3. Training facilities and equipment, including South Bay Training Center, for the duration of the academy.

4. Regular progress reports and evaluations for each recruit.

5. Proctored written and skills testing for CA State FF1 and FF2 certifications.

6. Coordination and communication with PAFD staff throughout the academy.

Training includes:
• Joint Fire Academy, with up to 12 recruits FF1/FF2:
o Total training estimate of $199,000
 Estimate includes 21-week academy: $139,000
 Optional State Fire Certified Training: $60,000
• See optional State Fire Classes (listed below)
o Single squad academy
• 21 weeks of FF1 & FF2 instruction
o 23 weeks total
 2 weeks prep
• Breakdown without agency instructor or coordination
o Approximately 1/3 Lecture - 1 instructor filling instructor and coordinator roll simultaneously
o Approximately 1/3 Manipulative training - 1 instructor 1 coordinator  Coordinator filling in as needed
• Pump operator
• Skills coach
• Safety officer
• Other
o Approximately 1/3 Manipulative training with - 2 instructors and 1 coordinator  Coordinator (1) filling in as needed
• Pump operator
• Skills coach
• Safety officer
• Other
DocuSign Envelope ID: 7840F7AC-39A6-4F21-B1E1-8CEF5DD5744B Item 11
Attachment A - Contract
Amendment No.1 with
South Bay Regional
Training
Item 11: Staff Report Pg. 8 Packet Pg. 140 of 911
Vers.: Aug. 5, 2019

Page 6 of 8 ends

 Instructors (2)
• Staffing drills that require smaller student to instructor ratio o Example: ladder throws @ 3 groups of 5
• Optional State Fire Courses --SFT certificates and specialty courses not included in Joint Fire Academy (Approximate Costs for Palo Alto recruits (subject to change)):
o Optional State Fire Courses may include:
 Behavioral Health & Cancer Awareness 1A –
• Includes: $1,200 certification fee
 Driver 1A –
• Total for group: $11,200 w/certs
• Includes: $1,200 certification fee to state fire training  Driver 1B –
• Total for group: $11,200 w/certs
• Includes: $1,200 certification fee to state fire training  Rescue Systems 1 –
• ~$975 per student w/cert
• X12 Students= $11,700
 Vehicle Extrication –
• ~ $595 per student w/cert
• X12 Students= $7,140
 Rope Rescue Awareness/ Operations –
• ~ $1,400 per student w/cert
• X12 Students= $16,800
 Trench Rescue –
• ~$975 per student w/cert
• X12 Students= $11,700
 Confined Space Rescue –
• ~$975 per student w/cert
• X12 Students= $11,700
 Other agency requested Certified State Fire Training as required by PAFD DocuSign Envelope ID: 7840F7AC-39A6-4F21-B1E1-8CEF5DD5744B Item 11
Attachment A - Contract
Amendment No.1 with
South Bay Regional
Training
Item 11: Staff Report Pg. 9 Packet Pg. 141 of 911
Vers.: Aug. 5, 2019

Page 7 of 8 ends

EXHIBIT C - AMENDED, REPLACES PREVIOUS

COMPENSATION
CITY agrees to compensate CONSULTANT for the Services performed in accordance with the terms and conditions of this Agreement, including Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4 of the Agreement), based on the rate schedule attached as Exhibit C-1.

The compensation to be paid to CONSULTANT under this Agreement for all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed the amount(s) stated in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreementshall be at no cost to the CITY.

REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder.

Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: NONE up to the not-to-exceed amount of: $0.00.

DocuSign Envelope ID: 7840F7AC-39A6-4F21-B1E1-8CEF5DD5744B Item 11
Attachment A - Contract
Amendment No.1 with
South Bay Regional
Training
Item 11: Staff Report Pg. 10 Packet Pg. 142 of 911
Vers.: Aug. 5, 2019

Page 8 of 8 ends

EXHIBIT C-1 - AMENDED, REPLACES PREVIOUS

SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:

Description UOM QTY Price per Recruit TOTAL
Recruits FF1
training
each 12 $7,052.50
$ 84,630.00
Recruits FF2
training
each 12 $4,530.84 $ 54,370.00
Certification each 50 $1,200 $ 60,000.00

DocuSign Envelope ID: 7840F7AC-39A6-4F21-B1E1-8CEF5DD5744B Item 11
Attachment A - Contract
Amendment No.1 with
South Bay Regional
Training
Item 11: Staff Report Pg. 11 Packet Pg. 143 of 911
Professional Services
Rev. Dec.15, 2020

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CITY OF PALO ALTO CONTRACT NO. S23187799

AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN THE CITY OF PALO ALTO AND

SOUTH BAY REGIONAL PUBLIC SAFETY TRAINING CONSORTIUM
This Agreement for Professional Services (this “Agreement”) is entered into as of the 5th day of April, 2023 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and SOUTH BAY REGIONAL PUBLIC SAFETY TRAINING CONSORTIUM, located at 560 Bailey Avenue, San Jose, CA 95141 (“CONSULTANT”).

The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference:

RECITALS
A. CITY intends to engage a consultant to deliver a training to new fire department recruits in connection with the Project (the “Services”, as detailed more fully in Exhibit A).

B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services.

C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”.

NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree as follows:

SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit A in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY.

SECTION 2. TERM.

The term of this Agreement shall be from the date of its full execution through June 30, 2023 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.

SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT.

CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT.

DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 12 Packet Pg. 144 of 911
Professional Services
Rev. Dec.15, 2020

Page 2 of 18 ends

SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed Eighty-Four Thousand Six Hundred Thirty Dollars ($84,630). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY.

SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the Services performed and the applicable charges (including, if applicable, an identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s invoices shall be subject to verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the address specified in Section 13 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice.

SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it, its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances.

SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement, as amended from time to time. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services.

SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such errors and omissions, any change order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay in correcting the errors and omissions.

SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten percent (10%) or more, CONSULTANT shall make DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 13 Packet Pg. 145 of 911
Professional Services
Rev. Dec.15, 2020

Page 3 of 18 ends

recommendations to CITY for aligning the Project design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY.

SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement.

CONSULTANT and any agent or employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY pertaining to or in connection with any retirement, health or other benefits that CITY may offer its employees. CONSULTANT will be responsible for all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar responsibilities related to CONSULTANT’s performance of the Services, or any agent or employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained.

SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written approval of the City Manager. Any purported assignment made without the prior written approval of the City Manager will be void and without effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the parties.

SECTION 12. SUBCONTRACTING.

Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the Services to be performed under this Agreement without the prior written authorization of the City Manager or designee. In the event CONSULTANT does subcontract any portion of the work to be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and omissions of subcontractors.

CONSULTANT shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with the prior written approval of the City Manager or designee.

SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Ernie Smedlund, Director of Administrative Services, Telephone: 408-229-4255, Email:
[email protected] as the CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 14 Packet Pg. 146 of 911
Professional Services
Rev. Dec.15, 2020

Page 4 of 18 ends

CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or property.

CITY’s Project Manager is Steve Lindsey, Deputy Fire Chief, Fire Department, 250 Hamilton Ave., Palo Alto, CA, 94301, Telephone: 650-838-2714, Email:

[email protected]. CITY’s Project Manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. CITY may designate an alternate Project Manager from time to time.

SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models, recordings, data, documents, and other materials and copyright interests developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall make any of such work product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the Scope of Services.

SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized representatives to audit, at any reasonable time during the term of this Agreement and for four (4) years from the date of final payment, CONSULTANT’s records pertaining to matters covered by this Agreement, including without limitation records demonstrating compliance with the requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain and retain accurate books and records in accordance with generally accepted accounting principles for at least four (4) years after the expiration or earlier termination of this Agreement or the completion of any audit hereunder, whichever is later.

SECTION 16. INDEMNITY.

16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party.

DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 15 Packet Pg. 147 of 911
Professional Services
Rev. Dec.15, 2020

Page 5 of 18 ends

16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of, or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or contractors under this Agreement.

16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement.

SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 29.4 of this Agreement. No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance expressly stated. No single or partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy.

SECTION 18. INSURANCE.

18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies.

18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above.

18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term of this Agreement.

18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 16 Packet Pg. 148 of 911
Professional Services
Rev. Dec.15, 2020

Page 6 of 18 ends

caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired.

SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.

19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination.

19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).

19.3. In event of suspension or termination, CONSULTANT will be paid for the Services rendered and work products delivered to CITY in accordance with the Scope of Services up to the effective date in the notice of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with this Agreement as such determination is made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30.

19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made in accordance with Section 17 (Waivers).

SECTION 20. NOTICES.

All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows:

To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303

With a copy to the Purchasing Manager
To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement.

DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 17 Packet Pg. 149 of 911
Professional Services
Rev. Dec.15, 2020

Page 7 of 18 ends

CONSULTANT shall provide written notice to CITY of any change of address.

SECTION 21. CONFLICT OF INTEREST.

21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services.

21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subcontractors or other persons or parties having such an interest.

CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any conflict arises.

21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as amended from time to time.

SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.

22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section

2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment.

22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement.

SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 18 Packet Pg. 150 of 911
Professional Services
Rev. Dec.15, 2020

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Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, CONSULTANT shall comply with the following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to CITY generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-based inks. (b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed.

SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.

CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060.

SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement.

SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS.

26.1. This Project is not subject to prevailing wages and related requirements. CONSULTANT is not required to pay prevailing wages and meet related requirements under the California Labor Code and California Code of Regulations in the performance and implementation of the Project if the contract:
(1) is not a public works contract;
(2) is for a public works construction project of $25,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or (3) is for a public works alteration, demolition, repair, or maintenance project of $15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j).

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SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this Section 27, a “9204 Public Works Project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”.

This Project is not a 9204 Public Works Project.

SECTION 28. CONFIDENTIAL INFORMATION.

28.1. In the performance of this Agreement, CONSULTANT may have access to CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose.

CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information.

Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement.

28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or intangible, provided or otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or access to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY.

28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order.

28.4. CONSULTANT will notify City promptly upon learning of any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
Attachment B - Current
contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 20 Packet Pg. 152 of 911
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Civil Code Section 1798 et seq., as applicable, as amended from time to time.

28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT.

28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions.

SECTION 29. MISCELLANEOUS PROVISIONS.

29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions.

29.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California.

29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties.

29.4. This Agreement, including all exhibits, constitutes the entire and integrated agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time.

29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect.

29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control.

29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.

29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement.

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Training
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29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement.

SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein:

EXHIBIT A: SCOPE OF SERVICES
EXHIBIT C: COMPENSATION
EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS

THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED.

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Training
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CONTRACT NO. S23187799 SIGNATURE PAGE
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written.

CITY OF PALO ALTO
____________________________
Purchasing Manager
APPROVED AS TO FORM:
__________________________
City Attorney or designee

SOUTH BAY REGIONAL PUBLIC

SAFETY TRAINING CONSORTIUM
By:__________________________________
Name:________________ ________________
Title:_________________________________

By:__________________________________
Name:________________ ________________
Title:_________________________________
DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Kevin Jensen
President/CEO
Director of Administrative Services
Ernest Smedlund
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EXHIBIT A

SCOPE OF SERVICES
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”.

Scope of Work: Firefighter 1 Training Academy for PAF Recruits at South Bay Training Center Objective: To provide a comprehensive Firefighter 1 Training Academy for up to 15 PAF Recruits, including training curriculum, consumables, and materials, required instructors, proctors, and evaluators in accordance with the State FF1 Curriculum.

1. Pre-Academy Planning: Collaborate with PAFD staff to develop a detailed plan for the academy, including scheduling, logistics, and coordination of instructors and resources.

2. Orientation: Deliver an introduction to the academy, its policies and procedures, and an overview of the training program for fire recruits.

3. Firefighter Fitness Training: Implement a physical fitness training and evaluation program designed to improve recruits' strength, endurance, and overall fitness.

6. Fire Behavior and Fire Control: Educate recruits on fire chemistry, fire behavior, fire suppression techniques, and extinguishing agents.

7. Wildland Firefighting: Instruct recruits on wildland firefighting techniques, equipment, and strategies specific to California's unique landscape and wildfire challenges.

8. Technical Rescue: Introduce rope rescue, confined space rescue, and trench rescue operations through classroom instruction and practical exercises.

9. State FF1 Testing: Administer proctored written and skills testing for the CA State FF1 certification, ensuring that recruits are well-prepared and meet all necessary requirements.

Deliverables:

1. Comprehensive training curriculum and materials aligned with State FF1 Curriculum.

2. Sufficient number of qualified instructors, proctors, and evaluators.

3. Training facilities and equipment, including South Bay Training Center, for the duration of the academy.

4. Regular progress reports and evaluations for each recruit.

DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
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Training
Item 11: Staff Report Pg. 24 Packet Pg. 156 of 911
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5. Proctored written and skills testing for CA State FF1 certification.

6. Coordination and communication with PAFD staff throughout the academy.

Training includes:
• Joint Fire Academy, with up to 12 recruits $84,630
o Single squad academy
• 12 weeks of FF1 instruction
o 14 weeks total
 2 weeks prep
• Breakdown without agency instructor or coordination
o Approximately 1/3 Lecture - 1 instructor filling instructor and coordinator roll simultaneously
o Approximately 1/3 Manipulative training - 1 instructor 1 coordinator  Coordinator filling in as needed
• Pump operator
• Skills coach
• Safety officer
• Other
o Approximately 1/3 Manipulative training with - 2 instructors and 1 coordinator  Coordinator (1) filling in as needed
• Pump operator
• Skills coach
• Safety officer
• Other
 Instructors (2)
• Staffing drills that require smaller student to instructor ratio o Example: ladder throws @ 3 groups of 5
• SFT certificates and specialty courses not included:
o FF2 Training and certification
o Optional courses
 BHCA
 Driver 1A
 RRAO
DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
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contract No. S23187799
with South Bay Regional
Training
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EXHIBIT C

A. Travel outside the San Francisco Bay Area, including transportation and meals, if specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses.

B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges, if specified as reimbursable, will be reimbursed at actual cost.

All requests for reimbursement of expenses, if any are specified as reimbursable under this section, shall be accompanied by appropriate backup documentation and information.

DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
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Training
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EXHIBIT C-1

SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:

Description UOM QTY Price per Recruit TOTAL
Recruits each 12 $ 7,052.50 $ 84,630
DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
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Training
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EXHIBIT D

INSURANCE REQUIREMENTS

CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE

CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.

AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.

REQUIRED TYPE OF COVERAGE REQUIREMENT

MINIMUM LIMITS
EACH

OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY

STATUTORY

STATUTORY STATUTORY STATUTORY

YES GENERAL LIABILITY, INCLUDING

PERSONAL INJURY, BROAD FORM

PROPERTY DAMAGE BLANKET

CONTRACTUAL, AND FIRE LEGAL

LIABILITY

BODILY INJURY

PROPERTY DAMAGE

BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000

YES AUTOMOBILE LIABILITY,

INCLUDING ALL OWNED, HIRED,

NON-OWNED

BODILY INJURY
- EACH PERSON
- EACH OCCURRENCE

PROPERTY DAMAGE

BODILY INJURY AND PROPERTY

DAMAGE, COMBINED
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000

YES PROFESSIONAL LIABILITY,

INCLUDING, ERRORS AND

OMISSIONS, MALPRACTICE (WHEN

APPLICABLE), AND NEGLIGENT

PERFORMANCE
ALL DAMAGES $1,000,000
YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST

AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM

OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.

I. INSURANCE COVERAGE MUST INCLUDE:

A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY.

II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING URL: HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569 III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS:

A. PRIMARY COVERAGE

WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,

INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR

CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.

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B. CROSS LIABILITY

THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER

THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE

INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE

INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY.

C. NOTICE OF CANCELLATION

1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON

OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.

2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.

EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO AT THE FOLLOWING URL:

HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569 OR
HTTP://WWW.CITYOFPALOALTO.ORG/GOV/DEPTS/ASD/PLANET_BIDS_HOW_TO.ASP DocuSign Envelope ID: A29FD7F7-6591-4933-B96C-B90E43537E28 Item 11
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contract No. S23187799
with South Bay Regional
Training
Item 11: Staff Report Pg. 29 Packet Pg. 161 of 911
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Administrative Services
Meeting Date: June 19, 2023
Report #:2305-1529
TITLE
Approval of the Fiscal Year 2024 Investment Policy; CEQA – Not a Project

RECOMMENDATION
Staff recommends the City Council approve the Fiscal Year 2024 Investment Policy (Attachment A).

DISCUSSION
The Investment Policy (Policy) requires that the Policy be reviewed, and any changes proposed by Staff be approved by the City Council during the annual budget process. Staff has reviewed the policy and recommends no changes to the Policy for Fiscal Year 2024.

FISCAL/RESOURCE IMPACT
There are no budget impacts associated with the approval of the Investment Policy and the City’s investment portfolio continues to be managed in-house with existing staff resources.

POLICY IMPLICATIONS
This recommendation does not represent any change to City policies.

STAKEHOLDER ENGAGEMENT
Staff works internally and regularly checks the State of California code for any relevant permitted investment code changes.

ENVIRONMENTAL REVIEW
This activity is not a project under California Environmental Quality Act (CEQA) as defined in CEQA Guidelines, section 15378, because it has no potential for resulting in either a direct or reasonably foreseeable indirect physical change in the environment.

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ATTACHMENTS
Attachment A: City of Palo Alto Investment Policy - Fiscal Year 2024 APPROVED BY:

Kiely Nose, Assistant City Manager
Lead Staff: Tarun Narayan; Manager Treasury, Debt, & Investment Item 12
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Attachment A

PROPOSED CITY OF PALO ALTO
Investment Policy
Fiscal Year 2023-24
With No Changes

INTRODUCTION

The City of Palo Alto invests its pooled idle cash according to State of California law and the charter of the City of Palo Alto. In particular, the City follows “The Prudent Investor Standard” cited in the State Government Code (Section 53600.3). Under this standard, all governing bodies of local agencies or persons authorized to make investment decisions on behalf of the City are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency.

INVESTMENT PHILOSOPHY
The basic principles underlying Palo Alto's investment philosophy is to ensure the safety of public funds, provide that sufficient money is always available to meet current expenditures, and achieve a reasonable rate of return on its investments.

The City's preferred and chief practice is to buy securities and to hold them to their date of maturity rather than to trade or sell securities prior to maturity. The City may, however, elect to sell a security prior to its maturity should there be a significant financial need. If securities are purchased and held to their maturity date, then any changes in the market value of those securities during their life will have no effect on their principal value. Under a buy and hold philosophy, the City is able to protect its invested principal. The economy, the money markets, and various financial institutions (such as the Federal Reserve System) are monitored carefully to make prudent investments and to assess the condition of the City’s portfolio.

INVESTMENT OBJECTIVES
The primary objectives, in priority order, of investment activities shall be safety, liquidity, and yield:

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1. Safety: Safety of principal is the foremost objective of the investment program.

Investments shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. The objective will be to mitigate credit risk and interest rate risk.
a) Credit risk is the risk that an obligation will not be paid and a loss will result. The City will seek to minimize this risk by:
 Limiting investment to the safest types of securities or minimum credit quality rating as listed in the “Authorized Investment” section  Diversifying its investments among the types of securities that are authorized under this investment policy
b) Interest rate risk is the risk that changes in interest rates will adversely affect the value of an investor’s portfolio. For example, an investor with large holdings in long-term bonds has assumed significant interest rate risk because the value of the bonds will fall if interest rates rise. The City can minimize this risk by:
 Buying and holding its securities until maturity
 Structuring the investment portfolio so that securities mature to meet cash flow requirements
To further achieve the objective of safety, the amount that can be invested in all investment categories, excluding obligations of the U.S. Government and its agencies, is limited either as a percentage of the portfolio or by a specific dollar amount. These limits are defined under the “Authorized Investments” section.

2. Liquidity: Liquidity is the second most important objective of the investment program. The investment portfolio shall remain sufficiently liquid to meet all operating requirements that may be reasonably anticipated. This is accomplished by maintaining a portion of the portfolio in liquid money market mutual funds or local government investment pools. In addition, the City will maintain one month’s net cash needs in short term and/or liquid investments and at least $50 million shall be maintained in securities maturing in less than two years. Although the City’s practice is to buy and hold securities to maturity, since all possible cash demands cannot be anticipated, the portfolio will consist of securities with active secondary or resale markets should the need to sell a security prior to maturity arises.

3. Yield: Yield on the City’s portfolio is last in priority among investment objectives.

The investment portfolio shall be designed to obtain a market rate of return that reflects the authorized investments, risk constraints, and liquidity needs outlined in the City’s investment policy. Compared to similar sized cities, the City of Palo Alto should be able to take advantage of its relatively large reserve balances to achieve higher yields through long-term investments. In addition, the City will strive to maintain the level of investment of idle funds as close to 100 percent as possible.

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ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) RESPONSIBILITIES In addition to and subordinate to the Safety, Liquidity, and Yield investment objectives, investments that support sound environmental, social and governance (ESG) objectives are also considered. While the City’s portfolio is not classified as an ESG portfolio, investments in entities that support community well-being through practices that emphasize safe and environmentally sound objectives; fair labor practices; and equality of rights regardless of sex, race, age, disability, or sexual orientation, is encouraged. Direct investments in entities that manufacture tobacco products, firearms, and engage in direct production or drilling of fossil fuels is discouraged.

This section applies to new investments (after November 5, 2018) only and does not require divestment of existing investments. Investments in Certificates of Deposit (CDs) and Negotiable Certificates of Deposit are exempt from the ESG investing objective.

SCOPE
A. This investment policy shall apply to all financial assets of the City of Palo Alto as accounted for in the Annual Comprehensive Financial Report (ACFR), including but not limited to the following funds:

1. General Fund

2. Special Revenue Funds

3. Debt Service Funds

4. Capital Project Fund

5. Enterprise Funds

6. Internal Service Funds

7. Trust and Agency Funds
B. The policy does not cover funds held by the California Public Employees Retirement System (CalPERS), the California Employers’ Retiree Benefit Trust (CERBT), Deferred Compensation programs (e.g. ICMA, Hartford), the Authority for California Cities Excess Liability (ACCEL), and the Public Agency Retirement Services (PARS) Section 115 Irrevocable Trust.

C. Investments of bond proceeds shall be governed by the provisions of the related bond indentures.

GENERAL INVESTMENT GUIDELINES

1. The maximum stated final maturity of individual securities in the portfolio should be ten years.

2. A maximum of 30 percent of the par value of the portfolio shall be invested in securities with maturities beyond five years.

3. The City shall maintain a minimum of one month’s net cash needs in short term and/or Item 12
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Item 12: Staff Report Pg. 5 Packet Pg. 166 of 911
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liquid investments.

4. At least $50 million shall be maintained in securities maturing in less than two (2) years.

5. Should the ratio of the market value of the portfolio to the book value of the portfolio fall below 95 percent, the Administrative Services Department will report this fact to the City Council within a reasonable time frame and evaluate whether there is any risk of holding any of the securities to maturity.

6. Commitments to purchase securities newly introduced on the market shall be made no more than three (3) working days before pricing.

7. Whenever possible, the City will obtain three or more quotations on the purchase or sale of comparable securities and take the higher yield on purchase or higher price on sale. This rule will not apply to new issues, which are purchased at market no more than three (3) working days before pricing, as well as to LAIF, City of Palo Alto bonds, money market accounts and mutual funds, all of which shall be evaluated separately.

8. Where the Investment Policy specifies a percentage limitation for a particular category of investment, that percentage is applicable only at the date of purchase. A later increase or decrease in a percentage resulting from a change in the portfolio’s assets or values shall not constitute a violation of that restriction. As soon as possible, percentage limitations will be restored as investments mature in each category.

AUTHORIZED INVESTMENTS
The California Government Code (Sections 53600 et seq.) governs investment of City funds. The following investments are authorized:

1. U.S. Government Securities (e.g. Treasury notes, bonds and bills) Securities that are backed by the full faith and credit of the United States a) There is no limit on purchase of these securities.
b) Securities will not exceed 10 years maturity.
c) All purchased securities must have an explicit or a de facto backing of the full faith and credit of the U.S. Government.

2. U.S. Government Agency Securities – Obligations issued by the Federal Government agencies (e.g. Federal National Mortgage Association, etc.). a. There is no limit on purchase of these securities except for:

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 Callable and Multi-step-up securities provided that:
- The potential call dates are known at the time of purchase - The interest rates at which they “step-up” are known at the time of purchase
- The entire face value of the security is redeemed at the call date - No more than 25 percent of the par value of the portfolio

b. Securities will not exceed 10 years maturity.

3. California State, California Local Government Agencies, and other United States State Bonds
a) Having at time of investment a minimum Double A (AA/Aa2) rating as provided by a nationally recognized rating service (e.g. Moody’s, Fitch, and/or Standard and Poor’s).
b) May not exceed 40 percent of the par value of the portfolio. c) Investments include:

i) Registered state warrants or treasury notes or bonds of the State of California and bonds, notes, warrants, or other evidences of indebtedness of any local agency within California, including bonds payable solely out of the revenues from a revenue producing property owned, controlled, or operated by the state or local agency or by a department, board, agency, or authority of the state or local agency.
ii) Registered treasury notes or bond of any of the 49 United States in addition to the State of California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency or authority of any of the other 49 United States, in addition to the State of California.

4. Certificates of Deposit (CD) - A debt instrument issued by a bank for a specified period of time at a specified rate of interest. Purchase of CD’s are limited to:
a) May not exceed 20 percent of the par value of the portfolio. b) No more than 10 percent of the par value of the portfolio in collateralized CDs in any institution.
c) Purchase collateralized deposits only from federally insured large banks that are rated by a nationally recognized rating service (e.g. Moody’s, Fitch, and/or Standard and Poor’s).

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d) For non-rated banks, deposit should be limited to amounts federally insured (FDIC). – See Appendix C
e) Rollovers are not permitted without specific instruction from authorized City staff.

5. Banker's Acceptance Notes (BA) – Bills of exchange or time drafts drawn on and accepted by commercial banks. Purchase of banker’s acceptances are limited to:
a) No more than 30 percent of the par value of the portfolio. b) Not to exceed 180 days maturity.
c) No more than $5 million with any one institution.

6. Commercial Paper - Short-term unsecured obligations issued by banks, corporations, and other borrowers. Purchases of commercial paper are limited to:
a) Having highest letter or numerical rating as provided for by a nationally recognized rating service (e.g. Moody’s, Fitch, and/or Standard and Poor’s).
b) No more than 15 percent of the par value of the portfolio. c) Not to exceed 270 days maturity.
d) No more than $3 million or 10 percent of the outstanding commercial paper of any one institution, whichever is lesser.

7. Local Agency Investment Fund (LAIF) – A State of California managed investment pool may be used up to the maximum permitted by California State Law.

8. Short-Term Repurchase Agreements (REPO) – A contractual agreement between a seller and a buyer, usually of U.S. government securities, whereby the seller agrees to repurchase the securities at an agreed upon price and, usually, at a stated time.

Purchases of REPO’s must:
a) Not to exceed 1 year.
b) Market value of securities that underlay a repurchase agreement shall be valued at 102 percent or greater of the funds borrowed against those securities.
c) A Master Repurchase agreement must be signed with the bank or dealer.

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9. Money Market Deposit Accounts – Liquid bank accounts which seek to maintain a net asset value of $1.00.

10. Mutual Funds which seek to maintain a net asset value of $1.00 and which are limited essentially to the above investments and further defined in note 9 of Appendix A a) No more than 20 percent of the par value of the portfolio. b) No more than 10 percent of the par value with any one institution.

11. Negotiable Certificates of Deposit (NCD) issued by nationally or state-chartered banks and state or federal savings institutions and further defined in note 11 of Appendix A. Purchases of negotiable certificates of deposit:
a) May not exceed 20 percent of the par value of the portfolio. b) No more than $5 million in any one institution.

12. Medium-Term Corporate Notes – Issued by corporation organized and operating within the United States or by depository institutions licensed by the United States or any state and operating with the United States.
a) Not to exceed 5 years maturity.
b) Securities eligible for investment shall have a minimum rating of AA or Aa2 from a nationally recognized rating service (e.g. Moody’s, Fitch, and/or Standard & Poor’s).
c) No more than 10 percent of the par value of the portfolio.

d) No more than $5 million of the par value may be invested in securities of any single issuer, other than the U.S. Government, its agencies and instrumentality.
e) If securities owned by the City are downgraded by Moody’s, Fitch, or Standard & Poors to a level below AA or Aa2, it shall be the City’s policy to review the credit situation and make a determination as to whether to sell or retain such securities in the portfolio.

13. Supranational Organizations Securities – Supranational organizations refer to International Bank for Reconstruction and Development (IBRD), International Finance Corporation (IFC) and Inter-American Development Bank (IADB). a. Securities will not exceed 5 years maturity.
b. No more than 20 percent of the par value of the portfolio. c. No more than 10 percent of the par value with any one institution.

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d. Securities eligible for investment shall have a minimum rating of AA or Aa2 from a nationally recognized rating service (e.g. Moody’s, Fitch, and/or Standard & Poor’s).
e. Limited to United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by IBRD, IFC, and IADB.

Appendix A provides a more detailed description of each investment vehicle and its security and liquidity features. Most of the City's short-term investments will be in securities which pay principal upon maturity, while long-term investments may be in securities that periodically repay principal, as well as interest. Most of the City's investments will be at a fixed rate. However, some of the investments may be at a variable rate, so long as that rate changes on specified dates in predetermined increments.

PROHIBITED INVESTMENTS:

Includes all investments not specified above, and in particular:

1. Reverse repurchase agreements

2. Derivatives, as defined in Appendix B
Appendix B provides a more detailed description of each investment, which is prohibited, for City investment.

AUTHORIZED INVESTMENT PERSONNEL
Idle cash management and investment transactions are the responsibility of the Administrative Services Department. The Administrative Services Department is under the control of the Director of Administrative Services (Director), as treasurer, who is subject to the direction and supervision of the City Manager.

The Assistant Directors of Administrative Services (Assistant Director), who reports to the Director, are authorized to make all investment transactions allowed by the Statement of Investment Policy.

The Assistant Director may authorize the Manager of Treasury, Debt & Investments and/or Senior Management Analyst (Manager and/or Analyst) to enter into investments within clearly specified parameters.

The Investment function is under the supervision of the Assistant Director. The Assistant Director is charged with the responsibility to manage the investment program (portfolio), which includes developing and monitoring the City's cash flow model and developing long-term revenue and financing strategies and forecasts.

The Manager and/or Analyst are subject to the direction and supervision of the Assistant Director.

The Manager and/or Analyst assist the Assistant Director, in the purchase and sale of securities. The Manager and/or Analyst also prepare the quarterly report, and record daily all investment transactions as to the type of investment, amount, yield, and maturity. Cash flow projections are Item 12
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prepared as needed.

In all circumstances, approval from the Director of Administrative Services is required before selling securities from the City's portfolio. The Manager and/or Analyst may also transfer no more than a total of $10 million a day from the City's general account to any one financial institution, without the prior approval of the Assistant Director.

No other person has authority to make investment transactions without the written authority of the Director or Assistant Director of Administrative Services.

USE OF BROKERS AND DEALERS
The Administrative Services Department maintains a list of acceptable dealers. A dealer acts as a principal in security transactions, selling securities from and buying securities for their own position.

A dealer must have:
a) At least three years experience operating with California municipalities; b) Maintain an inventory of trading securities of at least $10 million; and c) Be approved by the Assistant Director before being added to the City's list of approved dealers; including individual traders or agents representing a dealer:

A dealer will be removed from the list should there develop a history of problems to include: failure to deliver securities as promised, failure to honor transactions as quoted, or failure to provide accurate information.

SAFEKEEPING AND CUSTODY

All securities shall be delivered to the City's safekeeping custodian and held in the name of the City of Palo Alto, with the exception of the following investments:
a) Certificates of deposit, which may be held by the City itself. b) City shares in pooled investment funds, under contract. c) Mutual funds
d) Local Agency Investment Fund (LAIF)
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POLICY REVIEW AND REPORTING ON INVESTMENTS
Monthly, the Administrative Services Department will review performance in relation to Council adopted Policy. Quarterly, the Department will report to Council investment activity, including: the portfolio’s performance in comparison to policy, explain any variances from policy, provide any recommendations for policy changes, and discuss overall compliance with the City’s Investment Policy. In addition, the Department will provide Council with:
a) A detailed list of all securities, investments and monies held by the City, and b) Report on the City’s ability to meet expenditure requirements over the next six months.

Annually, the Administrative Services Department will present a Proposed Statement of Investment Policy, to include the delegation of investment authority, to the City Council for review during the annual budget process. All proposed changes in policy must be approved by the Council prior to implementation.

Adopted by City Council October 22, 1984 Amended by City Council June 17, 2002 Monthly reporting effective January 1985 Amended by City Council June 17, 2003 Amended and Adopted by City Council June 24, 1985 Amended by City Council June 28, 2004 Amended by City Council December 2, 1985 Amended by City Council June 20, 2005 Amended by City Council June 23, 1986 Amended by City Council June 12, 2006 Amended by City Council June 22, 1987 Amended by City Council June 11, 2007 Amended by City Council August 8, 1988 Amended by City Council June 09, 2008 Amended by City Council November 28, 1988 Amended by City Council June 15, 2009 Amended by City Council June 26, 1989 Amended by City Council June 28, 2010 Amended by City Council May 14, 1990 Amended by City Council June 20, 2011 Amended by City Council June 24, 1991 Amended by City Council June 18, 2012 Amended by City Council June 22, 1992 Amended by City Council June 03, 2013 Amended by City Council June 23, 1993 Amended by City Council June 16, 2014 Amended by City Council June 20, 1994 Amended by City Council June 15, 2015 Amended by City Council June 19, 1995 Amended by City Council June 13, 2016 Amended by City Council June 24, 1996 Amended by City Council June 27, 2017 Amended by City Council June 23, 1997 Amended by City Council November 5, 2018 Amended by City Council January 26, 1998 Amended by City Council June 24, 2019 Amended by City Council June 22, 1998 Adopted by City Council June 22, 2020 Amended by City Council June 28, 1999 Amended by City Council June 21, 2021 Amended by City Council June 19, 2000 Adopted by City Council June 20, 2022 Amended by City Council June 11, 2001
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APPENDIX A

EXPLANATION OF PERMITTED INVESTMENTS

1. U.S. Government Securities: United States Treasury notes, bonds, bills, or certificates of indebtedness or those for which the faith and credit of the United States are pledged for the payment of principal and interest.

2. U.S. Government Agency Securities: U.S. Government Agency Obligations include the securities of the Federal National Mortgage Association (FNMA), Federal Land Banks (FLB), Federal Intermediate Credit Banks (FICB), banks for cooperatives, Federal Home Loan Banks (FHLB), Government National Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC), Student Loan Marketing Association (SLMA), Small Business Administration (SBA), Federal Farm Credit (FFC), and Federal Agricultural Mortgage Corporation (FAMC or FMAC). Federal Agency securities are debt obligations that essentially result from lending programs of the Government. Federal agency securities differ from other types of securities, as well as among themselves. Their characteristics depend on the issuing agency. It is possible to distinguish three types of issues: (A) participation certificates (pooled securities), (B) Certificates of interest (pooled loans), (C) notes, bonds, and debentures. The securities of a few agencies are explicitly backed by the full faith and credit of the U.S. Government. All other issues purchased by the City have the de facto backing from the federal government, and it is highly unlikely that the government would let any agency default on its obligations.

3. Certificates of Deposit: A certificate of deposit (CDs) is a receipt for funds deposited in a bank, savings bank, or savings and loan association for a specified period of time at a specified rate of interest. Denominations are $250,000 and up. The first $250,000 of a certificate of deposit is guaranteed by the Federal Deposit Insurance Corporation (FDIC), if the deposit is with a bank or savings bank, or the Savings Association Insurance Fund (SAIF), if the deposit is with a savings and loan. CDs with a face value in excess of $250,000 can be collateralized by U.S. Government Agency and Treasury Department securities or first mortgage loans.

Government securities must be at least 110 percent of the face value of the CD collateralized in excess of the first $250,000. The value of first mortgages must be at least 150 percent of the face value of the CD balance insured in excess of the first $250,000. Generally, CDs are issued for more than 30 days and the maturity can be selected by the purchaser.

4. Bankers' Acceptance: A Banker's Acceptance (BA) is a negotiable time draft or bill of exchange drawn on and accepted by a commercial bank. Acceptance of the draft irrevocably obligates the bank to pay the bearer the face amount of the draft at maturity. BAs are usually created to finance the import and export of goods, the shipment of goods within the United States and storage of readily marketable staple commodities. In over 70 years of usage in the United States, there has been no known instance of principal loss to any investor in BAs. In addition to the guarantee by the accepting bank, the transaction is identified with a specific commodity. Warehouse receipts verify that the pledged commodities exist, and, by definition, these commodities are readily marketable. The sale of the underlying goods generates the Item 12
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necessary funds to liquidate the indebtedness.

BAs enjoy marketability since the Federal Reserve Bank is authorized to buy and sell prime BAs with maturities of up to nine months. The Federal Reserve Bank enters into repurchase agreements in the normal course of open market operations with BA dealers.

As are sold at a discount from par. An acceptance is tied to a specific loan transaction; therefore, the amount and maturity of the acceptance is fixed.

5. Commercial Paper: Commercial paper notes are unsecured promissory notes of industrial corporations, utilities, and bank holding companies. Interest is discounted from par and calculated using actual number of days on a 360-day year. The notes are in bearer form, with maturities up to 270 days selected by the purchaser, and denominations generally start at $100,000. There is a small secondary market for commercial paper notes and an investor may sell a note prior to maturity.

Commercial paper notes are backed by unused lines of credit from major banks. Some issuer's notes are insured, while some are backed by irrevocable letters of credit from major banks.

State law limits a City to investments in United States corporations having assets in excess of five hundred million dollars with an "A" or higher rating by a nationally recognized rating service for the issuer's debentures. Cities may not invest more than 25 percent of idle cash in commercial paper.

6. Local Agency Investment Fund Demand Deposit: The Local Agency Investment Fund LAIF) was established by the State to enable treasurers to place funds in a pool for investments. The City is limited to an investment of the amount allowed by LAIF (currently $75 million). LAIF has been particularly beneficial to those jurisdictions with small portfolios.

Palo Alto uses this fund for short-term investment, liquidity, and yield.

7. Repurchase Agreements: A Repurchase Agreement (REPOS) is not a security, but a contractual arrangement between a financial institution or dealer and an investor. The agreement normally can run for one or more days. The investor puts up funds for a certain number of days at a stated yield. In return, the investor takes title to a given block of securities as collateral. At maturity, the securities are repurchased and the funds repaid, plus interest.

Usually, amounts are $500,000 or more, but some REPOS can be smaller.

8. Money Market Deposit Accounts: Money Market Deposit Accounts are market-sensitive bank accounts, which are available to depositors at any time, without penalty. The interest rate is generally comparable to rates on money market mutual funds, though any individual bank's rate may be higher or lower. These accounts are insured by the Federal Deposit Insurance Corporation or the Savings Association Insurance Fund.

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9. Mutual Funds: Mutual funds are shares of beneficial interest issued by diversified management companies, as defined by Section 23701 M of the Revenue and Taxation Code.

To be eligible for investment, these funds must:
a) Attain the highest ranking in the highest letter and numerical rating provided by not less than two of the three largest nationally recognized rating services; or b) Have an investment advisor registered with the Securities and Exchange Commission with not less than five years’ experience investing in the securities and obligations, as authorized by subdivisions (a) to (n), inclusive, of Section 53601 of the California Government Code, and with assets under management in excess of five hundred million dollars; and
c) Invest solely in those securities and obligations authorized by Sections 53601 and 53635 of the California Government Code. Where the Investment Policy of the City of Palo Alto may be more restrictive than the State Code, the Policy authorizes investments in mutual funds that shall have minimal investment in securities otherwise restricted by the City's Policy. Minimal investment is defined as less than 5 percent of the mutual fund portfolio; and d) The purchase price of shares of beneficial interest purchased shall not include any commission that these companies may charge.
e) Have a net asset value of $1.00.

10. Callable Securities and Multi-Step-ups: Callable securities are defined as fixed interest rate government agency securities that give the issuing agency the option of returning the invested funds at a specific point in time to the purchaser. Multi-step-ups are government agency securities in which the interest rate increases ("steps-up") at preset intervals, and which also have a callable option that allows the issuing agency to return the invested funds at a preset interval. Callable and multi-step-ups are permitted, provided that:
 the potential call dates are known at the time of purchase;  the interest rates at which they “step-up” are known at the time of purchase; and  the entire face value of the security is redeemed at the call date.

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11. Negotiable Certificates of Deposit (NCD): NCDs are large-dollar-amount, short-term certificate of deposit. Such certificates are issued by large banks and bought mainly by corporations and institutional investors. They are payable either to the bearer or to the order of the depositor, and, being negotiable, they enjoy an active secondary market, where they trade in round lots of $5 million. Although they can be issued in any denomination from $100,000 up, the typical amount is $1 million also called a Jumbo Certificate of Deposit.

State law prohibits the investment of local agency funds in negotiable certificates of deposit issued by a state or federal credit union if a member of the legislative body of the local agency, or any person with investment decision making authority in the administrative, manager’s, budget, auditor-controller’s, or treasurer’s offices of the local agency also serves on the board of directors, other credit committee or the supervisory committee of the state or federal credit union issuing the negotiable certificate of deposit.

12. Medium-Term Corporate Notes: All corporate and depository institution debt securities with a maximum remaining maturity of five years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. According to California Government Code Section 53601, “Notes eligible for investment under this subdivision shall be rated in a rating category of “A” or its equivalent or better by a nationally recognized rating service. Purchase of medium-term notes shall include other instruments authorized by this section and shall not exceed 30 percent of the agency’s moneys that may be invested pursuant to this section.”

13. Supranational Securities: California Government Code Section53601 defines allowable supranational securities as United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, the International Finance Corporation, and Inter-American Development Bank. Supranationals are well capitalized and in most cases have strong credit support from contingent capital calls from their member countries. Section 53601 was amended effective January 1, 2015 to allow local agencies to invest in the senior debt obligations of these three supranational issuers which are eligible for purchase and resale within the United States. These entities were established with the purpose of ending poverty and raising the standard of living around the world through sustainable economic growth.
a) The supranationals are international organization owned by member countries.

These are:
 International Bank for Reconstruction and Development (IBRD or World Bank), a member of the World Bank Group, provides direct loans and guarantees to sovereigns and government-backed projects  International Finance Corporation (IFC), a member of the World Bank Group, supports the creation and growth of private companies through direct lending and equity investment, attracting third party capital, and providing advisory services
 Inter-American Development Bank (IADB), a member of the Item 12
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Inter-American Development Bank Group, provides loans, grants, and guarantees to sovereigns in Latin America and the Caribbean b) Additional characteristics shared by the IBRD, IFC, and IADB include:
 Headquartered in Washington, D.C. with the United States as the largest shareholder of each organization
 Rated AAA/Aaa by S&P and Moody’s
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APPENDIX B

EXPLANATION OF PROHIBITED INVESTMENTS

1. Reverse Repurchase Agreements: A Reverse Repurchase Agreement (Reverse REPO) is a contractual agreement by the investor (e.g. local agency) to post a security it owns as collateral, and a bank or dealer temporarily exchanges cash for this collateral, for a specific period of time, at an agreed-upon interest rate. During the period of the agreement, the local agency may use this cash for any purpose. At maturity, the securities are repurchased from the bank or dealer, plus interest.

California law contains a number of restrictions on the use of Reverse REPOS by local agencies.

2. Derivatives: A derivative is a financial instrument created from, or whose value depends on (is derived from), the value of one or more underlying assets or indices. The term "derivative" refers to instruments or features, such as collateralized mortgage obligations, forwards, futures, currency and interest rate swaps, options, caps and floors. Except for those callable and multistep-up securities as described under Permitted Investments, derivatives are prohibited.

Certain derivative products have characteristics which could include high price volatility, liquid markets, products that are not market-tested, products that are highly leveraged, products requiring a high degree of sophistication to manage, and products that are difficult to value.

According to California law, a local agency shall not invest any funds in inverse floaters, range notes, or interest-only strips that are derived from a pool of mortgages.

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APPENDIX C

GLOSSARY OF INVESTMENT TERMS
AGENCIES: Federal agency and instrumentality securities.

ASKED: The price at which securities are offered.

BID: The price offered by a buyer of securities (when one sells securities, one asks for a bid).

See “Offer”.

BROKER: A person or institution that conducts investment transactions on behalf of the buyer and seller of the investment and earns a commission on the transaction.

COLLATERAL: Securities, evidence of deposit, or other property, which a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.

ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR): The official annual report for the City of Palo Alto. It includes combined financial statements for each individual fund and account group prepared in conformity with Generally Accepted Accounting Principles and pronouncements set forth by the Governmental Accounting Standards Board (GASB). The ACFR also includes supporting schedules that are necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed statistical section.

COUPON: The annual rate of interest that a bond’s issuer promises to pay the bondholder on the bond’s face value or the certificate attached to a bond evidencing interest due on a payment date.

DEALER: A dealer, as opposed to a broker, acts as a principal in all transactions, buying and selling for his own account.

DEBENTURE: A bond secured only by the general credit of the issuer.

DELIVERY VERSUS PAYMENT: There are two methods of delivery of securities: (1) delivery versus payment (DVP); and (2) delivery versus receipt (DVR). DVP is delivery of securities with an exchange of money for the securities. DVR is delivery of securities with an exchange of a signed receipt for the securities.

DISCOUNT: The difference between the acquisition cost of a security and its value at maturity when quoted at lower than face value. A security that sells below original offering price shortly after sale, is also is considered to be at a discount.

DISCOUNT SECURITIES: Non-interest-bearing money market instruments that are issued a discount and that are redeemed at maturity for full face value (e.g., U.S. Treasury Bills).

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DIVERSIFICATION: Dividing investment funds among a variety of securities that offer independent returns.

FEDERAL AGRICULTURAL MORTGAGE CORPORATION (“FAMC” or “FMAC”): A federal agency established in 1988 to provide a secondary market for farm mortgage loans.

Informally called Farmer Mac.

FEDERAL CREDIT AGENCIES: Agencies of the Federal Government that were established to supply credit to various classes of institutions and individuals (e.g., S&Ls, small business firms, students, farmers, farm cooperatives, and exporters).

FEDERAL DEPOSIT INSURANCE CORPORATION (“FDIC”): A federal agency that insures all types of deposits received at an insured bank, including deposits in a checking account, negotiable order of withdrawal (NOW) account, savings account, money market deposit account (MMDA) or time deposit such as a certificate of deposit (CD). FDIC insurance covers depositors' accounts at each insured bank, dollar-for-dollar, including principal and any accrued interest through the date of the insured bank's closing, up to the insurance limit.

The FDIC does not insure money invested in stocks, bonds, mutual funds, life insurance policies, annuities or municipal securities, even if these investments are purchased at an insured bank. The FDIC does not insure U.S. Treasury bills, bonds or notes, but these investments are backed by the full faith and credit of the United States government.

The standard maximum deposit insurance amount is described as the “SMDIA” in FDIC regulations.

The SMDIA is $250,000 per depositor, per insured bank.

FEDERAL FUNDS RATE: The rate of interest at which Fed funds are traded. This rate is currently pegged by the Federal Reserve through open-market operations.

FEDERAL HOME LOAN BANKS (“FHLB”): Government-sponsored wholesale banks (currently 12 regional banks) which lend funds and provide correspondent banking services to member commercial banks, thrift institutions, credit unions, and insurance companies. The mission of the FHLBs is to liquefy the housing-related assets of its members, who must purchase stock in their District Bank.

FEDERAL NATIONAL MORTGAGE ASSOCIATION (“FNMA”): FNMA, like GNMA, was chartered under the Federal National Mortgage Association Act in 1938. FNMA is a federal corporation working under the auspices of the Department of Housing and Urban Development (HUD). It is the largest single provider of residential mortgage funds in the United States. Fannie Mae, as the corporation is called, is a private stockholder-owned corporation. The corporation’s purchases include a variety of adjustable mortgages and second loans, in addition to fixed-rate mortgages. FNMA’s securities are also highly liquid and are widely accepted. FNMA assumes and guarantees that all security holders will receive timely payment of principal and interest.

FEDERAL OPEN MARKET COMMITTEE (“FOMC”): The FOMC consists of seven Item 12
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members of the Federal Reserve Board and five of the 12 Federal Reserve Bank Presidents. The President of the New York Federal Reserve Bank is a permanent member, while the other Presidents serve on a rotating basis. The Committee periodically meets to set Federal Reserve guidelines regarding purchases and sales of government securities in the open market, as a means of influencing the volume of bank credit and money.

FEDERAL RESERVE SYSTEM: The central bank of the United States created by Congress and consisting of a seven-member Board of Governors in Washington, D.C., 12 regional banks, and about 5,700 commercial banks that are members of the system.

GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (“GNMA” or “Ginnie Mae”):

Securities that influence the volume of bank credit that is guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loan associations, and other institutions. A security holder is protected by the full faith and credit of the U.S. Government. Ginnie Mae securities are backed by the FHA, VA, or FMHM mortgages. The term “pass-throughs” is often used to describe Ginnie Maes.

LIQUIDITY: A liquid asset is one that can be converted easily and rapidly into cash without a substantial loss of value. In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow, and reasonable amount can be done at those quotes.

LOCAL GOVERNMENT AGENCY: A local government agency is any city, county, city and county, district, or other local governmental body or corporation, including the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges empowered to expend public funds.

LOCAL GOVERNMENT INVESTMENT FUND (“LAIF”): Monies from local governmental units may be remitted to the California State Treasurer for deposit in this special fund for the purpose of investment.

MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold.

MASTER REPURCHASE AGREEMENT: A written contract covering all future transactions between the parties to repurchase-reverse repurchase agreements that establish each party’s rights in the transactions. A master agreement will often specify, among other things, the right of the buyer (lender) to liquidate the underlying securities in the event of default by the seller (borrower).

MATURITY: The date upon which the principal or stated value of an investment becomes due and payable.

MONEY MARKET: The market in which short-term debt instruments (e.g., bills, commercial paper, and bankers’ acceptances) are issued and traded.

OFFER: The price asked by a seller of securities (when one buys securities, one asks for an offer).

See “Asked” and “Bid”.

Item 12
Attachment A - City of
Palo Alto Investment
Policy - Fiscal Year 2024
Item 12: Staff Report Pg. 21 Packet Pg. 182 of 911
Fiscal Year 2023 20
OPEN MARKET OPERATIONS: Purchases and sales of government and certain other securities in the open market by the New York Federal Reserve Bank, as directed by the FOMC in order to influence the volume of money and credit in the economy. Purchases inject reserves into the bank system and stimulate growth of money and credit; sales have the opposite effect. Open market operations are the Federal Reserve’s most important and most flexible monetary policy tool.

PORTFOLIO: A collection of securities that an investor holds.

PRIMARY DEALER: A group of government securities dealers that submit daily reports of market activity and positions, and monthly financial statements to the Federal Reserve Bank of New York, and are subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC) -- registered securities broker-dealers, banks, and a few unregulated firms.

PRUDENT INVESTOR RULE: An investment standard cited in the California Government Code Section 53600 et seq. Under this standard, all governing bodies of local agencies or persons authorized to make investment decisions on behalf of the City are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency.

QUALIFIED PUBLIC DEPOSITORIES: A financial institution that: (1) does not claim exemption from the payment of any sales, compensating use, or ad valorem taxes under the laws of this state; (2) has segregated for the benefit of the commission eligible collateral having a value of not less than its maximum liability; and (3) has been approved by the Public Deposit Protection Commission to hold public deposits.

RATE OF RETURN: The yield obtainable on a security based on its purchase price or its current market price.

SAFEKEEPING: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the bank’s vaults for protection.

SECONDARY MARKET: A market made for the purchase and sale of outstanding issues following the initial distribution.

SECURITIES AND EXCHANGE COMMISSION: An agency created by Congress to administer securities legislation for the purpose of protecting investors in securities transactions.

STRUCTURED NOTES: Notes issued by instrumentalities (e.g., FHLB, FNMA, SLMA) and by corporations, that have imbedded options (e.g., call features, step-up coupons, floating rate coupons, derivative-based returns) in their debt structure. The market performance of structured notes is affected by fluctuating interest rates; the volatility of imbedded options; and shifts in the yield curve.

Item 12
Attachment A - City of
Palo Alto Investment
Policy - Fiscal Year 2024
Item 12: Staff Report Pg. 22 Packet Pg. 183 of 911
Fiscal Year 2023 21
SUPRANATIONALS: International institutions that provide development financing, advisory services and/or financial services to their member countries to achieve the overall goal of improving living standards through sustainable economic growth. The California Government Code Section 53601 allows local agencies to purchase the United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development (IBRD), International Finance Corporation (IFC), or InterAmerican Development Bank (IADB).

TIME CERTIFICATE OF DEPOSIT: A non-negotiable certificate of deposit, which cannot be sold prior to maturity.

TREASURY BILLS: A non-interest-bearing discount security that is issued by the U.S. Treasury to finance the national debt. Most T-bills are issued to mature in three months, six months, or one year.

TREASURY BONDS: Long-term, coupon-bearing U.S. Treasury securities that are issued as direct obligations of the U.S. Government, and having initial maturities of more than 10 years.

TREASURY NOTES: Medium-term, coupon-bearing U.S. Treasury securities that are issued as direct obligations of the U.S. Government, and having initial maturities of two to 10 years.

YIELD: The rate of annual income return on an investment, expressed as a percentage.

YIELD-TO-CALL (YTC): The rate of return an investor earns from a bond assuming the bond is redeemed (called) prior to its nominal maturity date.

YIELD-TO-MATURITY: The current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity.

ZERO-COUPON SECURITIES: Security that is issued at a discount and makes no periodic interest payments. The rate of return consists of a gradual accretion of the principal of the security and is payable at par upon maturity.

Item 12
Attachment A - City of
Palo Alto Investment
Policy - Fiscal Year 2024
Item 12: Staff Report Pg. 23 Packet Pg. 184 of 911

CITY COUNCIL
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Planning and Development Services
Meeting Date: June 19, 2023
Report #: 2301-0903
TITLE
City Council Appointment of the Castilleja Neighborhood Committee in Accordance With Condition Number 33 Contained in Record of Land Use Action 2022-22 Authorizing Redevelopment of Private School at 1310 Bryant Street (Castilleja School). Environmental Assessment: Exempt from CEQA Pursuant to CEQA Guidelines Section 15061(b)(3).

RECOMMENDATION
Staff recommends Council appoint Bruce McLeod, Rob Levitsky and Hank Sousa to serve twoyear terms on the Council-appointed Neighborhood Committee.

BACKGROUND/DISCUSSION
Last year the City Council approved several discretionary entitlements and a legislative change to the municipal code to enable the redevelopment and increase enrollment for Castilleja School located at the subject address. The project received significant public input and in its deliberation, the City Council added a condition of approval requiring the formation of a Council-appointed neighborhood committee to ensure opportunities for continued dialogue between the school and area residents concerned about neighborhood impacts.

Condition number 33 on the record of land use action1 sets for the requirement for a threeperson committee that has the following advisory responsibilities:

I. Review transportation demand management reports and performance; II. Review impacts related to special events and make recommendation to the planning and development services director on future increases to the number of special events; III. Review noise complaints and other impacts on the neighboring community related to these conditions of approval;
1 June 6, 2022 Record of Land Use Action: www.cityofpaloalto.org/files/f65eb77d-4d17-41a6-8158- 44f1df3b649f/Casti-Signed-ROLUA-and-Exhibit.pdf
Item 13
Item 13 Staff Report
Item 13: Staff Report Pg. 1 Packet Pg. 185 of 911
IV. Coordinate with the school in organizing twice annual community meetings; and, V. Provide recommendations to the planning and development services director on whether the school has met conditions that would trigger changes in student enrollment.

The committee is charged with convening within 30 days of submission of a transportation demand management report and as needed to review other issues within its purview. Any recommendation from the committee shall be submitted to the planning and development director within 14 days of the meeting. As a Council-created committee, all meetings are subject to the Brown Act which requires that meetings be noticed 72 hours in advance, prohibits committee members from deliberating over items under their purview outside of noticed meetings, and prohibits or to receive information serially from other committee members.

The condition requiring a neighborhood committee does not stipulate a process for selecting committee members and staff has not engaged in a formal process to solicit names for recommendation. Forty-two residents living in the neighborhood that includes Castilleja School have, on their own accord, advanced three names of individuals they would like the Council to consider for appointment. Additionally, a fourth individual, Barbara Hazlett, submitted an email to staff requesting consideration. Both of these records are included with this report for the Council’s consideration for appointment.

The three names advanced by some of the area residents and recommended by staff for appointment include:
• Bruce McLeod
• Rob Levitsky
• Hank Sousa
As Castilleja has submitted building permit plans for redevelopment and given the amount of time that has lapsed since this project was approved, staff recommends Council appoint the three individuals supported by the area residents in the attached document. In two years when this process is repeated, staff will formalize the effort and prepare a brief application process; responses will be forwarded to Council for its consideration.

If Council supports the recommended candidates, staff will follow up with a request for each committee member to sign an affidavit asserting they live within 500 feet of Castilleja School and understand the individual and committee requirements under the Brown Act.

While this action is being considered on the City Council’s consent calendar, if any three Councilmembers would like to discuss or deliberate on the neighborhood committee Item 13
Item 13 Staff Report
Item 13: Staff Report Pg. 2 Packet Pg. 186 of 911
assignments or process, this item could be pulled from consent and scheduled for a future public hearing.

As a separate effort in August, staff will schedule a public hearing for the City Council to review the final form version of the transportation demand management plan previously approved by the City Council for the school on June 6, 2022. If the subject item is pulled from consent, staff would recommend scheduling both matters at the same time.

RESOURCE IMPACT
The appointment of these individuals to the Castilleja Neighborhood Committee does not result in a resource impact. Future more formal processes as well as support of the Brown Act body may require staffing resources.

STAKEHOLDER ENGAGEMENT
Staff has not engaged in a formal process to solicit names for recommendation or selection to this committee. Forty-two residents living in the neighborhood that includes Castilleja School, on their own accord, advanced three names of individuals they would like the Council to consider for appointment. Staff will formalize the effort and prepare a brief application process; responses will be forwarded to Council for its consideration.

ENVIRONMENTAL REVIEW
Exempt from CEQA Pursuant to CEQA Guidelines Section 15061(b)(3)

ATTACHMENTS
Attachment A: Neighborhood Committee Candidates
APPROVED BY:

Jonathan Lait, Planning and Development Services Director Item 13
Item 13 Staff Report
Item 13: Staff Report Pg. 3 Packet Pg. 187 of 911
Item 13
Attachment A -
Neighborhood
Committee Candidates
Item 13: Staff Report Pg. 4 Packet Pg. 188 of 911
Item 13
Attachment A -
Neighborhood
Committee Candidates
Item 13: Staff Report Pg. 5 Packet Pg. 189 of 911
Item 13
Attachment A -
Neighborhood
Committee Candidates
Item 13: Staff Report Pg. 6 Packet Pg. 190 of 911
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: June 19, 2023
Report #:2305-1580
TITLE
Authorization for the City Manager to Negotiate and Execute a Memorandum of Understanding and Funding Agreement with Peninsula Corridor Joint Powers Board (Caltrain) and the City of Menlo Park Regarding Emergency Repairs to the North Bank of the San Francisquito Creek

RECOMMENDATION
Staff recommends that Council authorize the City Manager or their designee to negotiate and execute a Memorandum of Understanding and Funding Agreement with the Peninsula Corridor Joint Powers Board and the City of Menlo Park for Emergency Repairs to the North Bank of the San Francisquito Creek

BACKGROUND/ANALYSIS
In early January 2023, after a week of heavy rain, Peninsula Corridor Joint Powers Board/Caltrain (Caltrain) engineering staff inspected the Caltrain bridge over San Francisquito Creek (SFC) at Alma Street and discovered that storms had eroded the soil on the north creek bank supporting the foundation of the rail bridge, threatening the integrity of the structure. On March 29, 2023, Caltrain declared an emergency, and the Caltrain board authorized staff to enter into contracts for the purpose of conducting emergency repairs.

In early April 2023, staff from Public Works Engineering Services Division identified erosion on the same northern creek bank supporting the Alma Street Bicycle Bridge, which was constructed and is maintained by the City of Palo Alto, with the City of Menlo Park responsible for 50 percent of maintenance costs under a 1996 maintenance agreement.1. On April 7, 2023, the City’s on-call structural engineering consultant, Biggs Cardosa & Associates, conducted a structural assessment of the Alma Street Bicycle Bridge. The consultant recommended that the north creek bank be restored in conjunction with Caltrain’s bank restoration to prevent further erosion that could threaten the stability of the Alma Street Bicycle Bridge. Additionally, the high creek flows undermined a storm drain outfall owned and maintained by the City of Menlo Park. 1 1996 Alma Street Bicycle Bridge Maintenance Agreement https://www.cityofpaloalto.org/files/assets/public/public-works/engineering-services/cip-contracts/alma-streetbicycle-bridge-maintenance-agreement.pdf Item 14
Item 14 Staff Report
Item 14: Staff Report Pg. 1 Packet Pg. 191 of 911
The two bridges, outfall and repair area can be seen in Attachment A.

Staff from Caltrain, Menlo Park, Palo Alto and San Francisquito Creek Joint Powers Authority began meeting biweekly in April to discuss the needed repair work on the SFC north embankment. Caltrain has identified a consultant, AECOM, to complete the design and a contractor, Walsh Construction, to do the construction. Caltrain has also started discussions with the permitting agencies to obtain the necessary permits to do the work in the creek during the limited construction access of April 15 to October 15. The City recommends authorizing the City Manager to negotiate and sign a Memorandum of Understanding and Funding Agreement (MOU) to partner with Caltrain and the City of Menlo Park in completing these necessary creek embankment repairs prior to next winter. If Council does not provide authorization for the City Manager to negotiate and sign the MOU agreement, the City would not be able to design, permit, and make repairs on its own to the creek embankment prior to the upcoming winter season. Additionally, if the MOU is not authorized, staff would need to monitor erosion and potentially close the bridge until the City was able to develop its own repair project.

The scope of work for the project includes the implementation of measures for the stabilization of the north bank of the SFC in the immediate vicinity of the SFC Caltrain Bridge, the City of Menlo Park drain outfall and Alma Street Bicycle Bridge. Required activities are anticipated to include, but are not limited to:
▪ Topographic survey and site observations
▪ Hydraulic modeling and engineering design
▪ Acquisition of permits and environmental clearances
▪ Preparation and negotiation of construction contract(s) ▪ Material procurement and construction services
▪ Construction management and inspection
▪ Safety oversight and operational safety support
▪ Project management and project controls
▪ Administration for consultant and construction contracts ▪ Public outreach and community engagement
▪ Project construction per plans and specifications
▪ Post construction environmental compliance, monitoring and mitigation Additionally, the MOU will include requirements for a no-cost encroachment permit for construction access via the south side of SFC. Special consideration and care will be taken for protection/restoration of El Palo Alto Park and for protection of the El Palo Alto tree. Caltrain’s project team is reviewing project drawings and lessons learned from the 2013 Bonde Weir Fish Passage Improvement project to limit construction impacts. Specific construction impacts will be better known as the design progresses this summer. The most recent update to Caltrain’s Item 14
Item 14 Staff Report
Item 14: Staff Report Pg. 2 Packet Pg. 192 of 911
Finance Committee on May 22, 2023 can be found here.2
Councilmember Burt currently serves
on the Caltrain Board.

FISCAL/RESOURCE IMPACT
Plans are currently at 30% design and the estimated project cost is $5.3 million. Staff will negotiate with Caltrain and Menlo Park to determine what portion of the repair cost would be due to the Alma Street Bicycle Bridge area. Staff will return to Council after the summer break to update the progress on the MOU and bring a budget amendment for the City’s funding share as there is no funding programmed for this activity at this time. This funding is anticipated to come from the capital Infrastructure Reserve.

STAKEHOLDER ENGAGEMENT
Staff from Caltrain, San Francisquito Creek Joint Powers Authority and the cities of Menlo Park and Palo Alto are meeting biweekly to discuss updates on MOU agreement language, design, permitting, and construction logistics. Staff from all three partnering agencies will also provide outreach during construction to all users of the facilities as well as nearby residents on any construction impacts.

ENVIRONMENTAL REVIEW
The level of environmental review required under CEQA will be determined by Caltrain, as the lead agency, as part of project design and permitting.

ATTACHMENTS
Attachment A: Project Location/Preliminary Design Concept APPROVED BY:

Brad Eggleston, Director Public Works/City Engineer
2 Joint Powers Board Finance Committee Meeting 5/22/2023 Item #9 San Francisquito North Bank Restoration Presentation https://www.caltrain.com/meetings/2023/05/jpb-finance-committee Item 14
Item 14 Staff Report
Item 14: Staff Report Pg. 3 Packet Pg. 193 of 911
Preliminary Design Concept
8 Drain Outfall
North
The scope of the project
will address erosion
around:
• Caltrain rail bridge
• Menlo Park drain outfall
• Alma Street Bicycle
Bridge
Boulder Toe Revetment
Vegetated Boulder Revetment
Wrapped Lift
Erosion Control
Boulder Toe Trench
Assets to be Protected
Item 14
Attachment A - SFC Project Location
& Preliminary Design Concept
Item 14: Staff Report Pg. 4 Packet Pg. 194 of 911
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Planning and Development Services
Meeting Date: June 19, 2023
Report #:2305-1411
TITLE
Adopt an Ordinance Amending Palo Alto Municipal Code (PAMC) Section 9.10.060 (f) and Adoption of a Resolution to Modify the Administrative Penalty Schedule Related to Enforcement of the City’s Gas-Powered Leaf Blower Ban. Environmental Analysis: Not Subject to CEQA Review in Accordance with CEQA Guidelines 15061(b)(3).

RECOMMENDATION
Staff recommends that Council adopt:
(1) Ordinance (Attachment A) amending PAMC Title 9, Public Peace, Morals, and Safety, Chapter 9.10, Noise, Section 9.10.060 to expand the scope of the gas-powered leaf blower ban in residential neighborhoods; and
(2) Resolution (Attachment B) increasing the administrative penalty related to gas-powered leaf blower use in residential neighborhoods.

BACKGROUND
On February 6, 2023, the City Council held a public hearing to consider staff recommended changes to the noise ordinance and penalty schedule to improve the efficiency enforcing the City’s gas-powered leaf blower ban in residential districts. The recommended amendments remove a five-day citation “waiting period” that impedes the City’s ability to cite violators in the act of using prohibited equipment. Another recommended amendment would clarify and assert the City’s ability to assign property owner liability for knowingly hiring or allowing a person to use a gas-powered leaf blower on their residentially zoned property. Staff also recommended adjustments to the City’s penalty schedule related to gas-powered leaf blower use to be aligned with other municipal code violations. The staff report and City Council action minutes from Item 15
Item 15 Staff Report
Item 15: Staff Report Pg. 1 Packet Pg. 195 of 911
February 6, 2023 is available online and contains additional information in support the City’s interest to advance these changes.1
The City Council approved the staff recommendations, which is the reason this ordinance is being presented to the City Council on the consent calendar. In addition to the recommended actions, the City Council also referred to the Policy and Services Committee a discussion considering a ban on gas-powered leaf blowers citywide and to evaluate the replacement of internal combustion engines for other gardening equipment for residences and commercial properties. This work has been assigned to the planning and development services department and is included on its workplan but is currently un-resourced as staff resources are currently focused on other Council priorities.

The City Council also directed staff to incorporate the concept of ‘constructive knowledge’ of the property owner or property manager. A property owner or property manager may not know that a gas-powered leaf blower is being used on their property, such as those residents who work outside of the home. Without actual or constructive knowledge that a gas-powered leaf blower is being used, an owner/property manager may not have an opportunity to cure an issue and such citations could be overturned if challenged. The remedy is to provide some form of notice to the property owner or property manager with a timeline or opportunity to cure the violation before being cited. Existing practice already includes a notice provision that the City’s code enforcement staff does and would continue to use any time a violation is alleged (reported by a community member or witnessed by City staff) or when seeking compliance from the individual or entity hiring the gardener. Accordingly, no further amendment to the existing municipal code is required as this approach is consistent with existing rules and practices.

Another concern the City Council considered with regard to enforcement was related to equity and a concern that a gardener being cited for violating the ordinance may be experience the impact of a fee penalty more acutely than a property owner or property management company.

To help mitigate this concern, staff presented a robust public engagement strategy intended to inform gardeners and homeowners of the existing and anticipated rule changes. This strategy has been previously endorsed by the City Council on February 6, 2023 and is summarized below in the community engagement section of this report. Additionally, code enforcement officers have long exercised discretion in the field and generally employ a strategy to gain voluntary compliance over aggressive citation and penalty fee collection. An overriding principle is to first inform and then seek compliance. When needed, follow up with a time to cure and fee penalty thereafter if needed.

Notwithstanding this strategy, leaf blower enforcement consumes a significant amount of city resources and the Council authorized the hiring of a full-time employee to address community concerns regarding noise and air pollution associated with gas-powered leaf blowers. After 1 February 6, 2023 staff report:
https://cityofpaloalto.primegov.com/meeting/attachment/585.pdf?name=Item%207%20Staff%20Report and action minutes:
https://cityofpaloalto.primegov.com/Public/CompiledDocument?meetingTemplateId=1068&compileOutputType=1#page=3.

Item 15
Item 15 Staff Report
Item 15: Staff Report Pg. 2 Packet Pg. 196 of 911
several months of implementing its community engagement strategy, code enforcement officers will seek to obtain increased compliance to ameliorate these community concerns, including issuing citations upon observation and citing homeowners and property managers after sending notice in accordance with the Council’s interest to ensure ‘constructive knowledge’.

DISCUSSION
The attached ordinance and resolution implement the Council’s direction to improve the effectiveness of the City’s enforcement of gas-powered leaf blowers in residential districts. This is accomplished in several ways. First, it removes a 5-day waiting period enabling a code enforcement officer to cite when a violation of the ban is witnessed. Second, the ordinance clarifies the code enforcement officer can cite the operator, the property owner or other entity responsible for hiring the gardener using a gas-powered leaf blower in violation of the ban. At the officer’s discretion one or all parties could be cited. Third, the penalty fee would be increased with the expectation that a higher penalty may encourage a transition to electric or batterypowered leaf blowers. Fourth, staff will continue its outreach and engagement strategy to communicate local requirements, highlight actions gardeners and property owners can take to support compliance and potential implications for non-compliance. Lastly, staff will ensure proper notice is given to provide constructive knowledge and continue an effort that promotes voluntary compliance over aggressive citation and penalty fee issuance.

STAKEHOLDER ENGAGEMENT
Council endorsed the outreach strategy outlined in the February 6, 2023 report; actions taken to date include:
• Created a website2 that provides information on the City’s rules, information on converting to electric or battery-powered equipment, flyers to download and share with neighbors, and links to other resources;
• Communicated via the City’s social media platforms information about the City’s ban; • Attended Palo Alto neighborhood meetings to share information about the City’s ordinance and enforcement efforts;
• Hosted a community meeting in April 2022 at the Mitchell Park Library; and, • Informed gardeners and property owners of local requirements when a violation is observed with the goal to encourage voluntary compliance.

Additional efforts underway or to be implemented in the next several months:
• Continue with efforts and strategies listed above;
• Enhance the City’s gas-powered leaf blower ban website with additional information, including links where gardeners and homeowners can access available financial assistance to convert to electric or battery blowers;
2 City of Palo Alto Gas-Powered Leaf Blower Ban Website: https://www.cityofpaloalto.org/Departments/PlanningDevelopment-Services/Code-Enforcement/Leaf-Blower-Ordinance Item 15
Item 15 Staff Report
Item 15: Staff Report Pg. 3 Packet Pg. 197 of 911
• Prepare door hangers for placement when violations are observed or alleged; • Explore options for including information in utility meter billing (paper and online); and, • Reach out to gardener organizations and individual businesses as able to inform them of new changes and compliance expectations.

The subject ordinance, if approved by Council would have a second reading in August and would become effective in September. Adoption of the ordinance provides an opportunity for staff to reinforce public awareness of the new provisions through various City Communications channels including social media, printed flyers, and other initiatives described in this report. Staff anticipates using public engagement and education for the balance of the year to encourage voluntary compliance; notices of violation may be issued to establish constructive knowledge.

Beginning in 2024, staff anticipates issuing citations, when warranted.

FISCAL/RESOURCE IMPACT
Enforcement and outreach related to the gas-powered leaf blower ban can be accomplished with existing department resources and staffing. The City may collect slightly more penalty fee collection in 2024.

ENVIRONMENTAL REVIEW
In accordance with the California Environmental Quality Act (CEQA) Guidelines, Section 15061(b)(3), the recommendation in this report does not qualify as a project because it can be seen with certainty that the proposed ordinance and amendment to the penalty fee schedule would not have an adverse impact on the environment.

ATTACHMENTS
Attachment A: Ordinance Amending PAMC Section 9.10.060(f) Related to Leaf Blowers Attachment B: Resolution Amending the Administrative Penalty Schedule Increasing Penalties Related to PAMC 9.10.060(f)), Leaf Blower Violations
APPROVED BY:

Jonathan Lait, Planning and Development Services Director Item 15
Item 15 Staff Report
Item 15: Staff Report Pg. 4 Packet Pg. 198 of 911
*NOT YET APPROVED*
1 271_20230602_ts24
Ordinance No. _____
Ordinance of the Council of the City of Palo Alto Amending Palo Alto Municipal Code Section 9.10.060(f) to Expand Liability for the Use of Gas-Powered Leaf Blowers and to Exempt Enforcement from Mandatory Warning Provisions.

The Council of the City of Palo Alto ORDAINS as follows:

SECTION 1. Findings and declarations. The City Council finds and declares as follows:

1. The use of gas-powered leaf blowers generates noise and air pollution, which can have a negative effect on the quality-of-life for residents.

2. In 2021, the State of California approved AB 1346, which is intended to regulate “Small off-road engines (SORE), which are used primarily in lawn and garden equipment.” The California Legislature found that the NOx and ROG emissions from SORE “were higher than emissions from light-duty passenger cars” in 2020. The Legislature also found that “zeroemission equivalents to all SORE equipment” already exist.

3. The City currently prohibits the operation of leaf blowers powered by internal combustion engines in residential zones.

4. The City Council now desires to prohibit property owners (and those in control of real property) from allowing gardeners or any other person to use a gas-powered leaf blower on their property.

5. The City Council also desires to allow staff to issue citations without offering a fivebusiness day warning period as generally required by PAMC section 1.12.030(c).

6. The City Council also desires to conform the code to current City practices by deleting a requirement for commercial leaf blower operators to be certificated by the Chief of Police.

SECTION 2. Section 9.10.060(f) of the Palo Alto Municipal Code is hereby amended as follows (new text underlined, deleted text in strikethrough):
(f) Leaf Blowers.
(1) No person shall operate any leaf blower which does not bear an affixed manufacturer's label indicating the model number of the leaf blower and designating a noise level not in excess of sixty-five dBA when measured from a distance of fifty feet utilizing American National Standard Institute methodology. Any leaf blower which bears such a manufacturer's label shall be presumed to comply with any noise level limit of this chapter provided that it is operated with all mufflers and full extension tubes supplied by the manufacturer for that leaf blower. No person shall operate any leaf blower without attachment of all mufflers and full extension tubes supplied by the manufacturer for that leaf blower.
(2) No person shall operate; cause operation of; or allow operation of a leaf blower on property a person owns, has control of, or is a tenant of; (including but not limited to a leaf blower Item 15
Attachment A - Ordinance
Amending PAMC

9.10.060(f) Related to
Leaf Blowers
Item 15: Staff Report Pg. 5 Packet Pg. 199 of 911
*NOT YET APPROVED*
2 271_20230602_ts24
operator, leaf blower operator’s employer, property owner, property manager, tenant, or other person authorizing or employing the use of a leaf blower on their property) as follows:
(A) No person shall operate any leaf blowers within Within a residential zone (as defined by Title 18) except during the following hours: nine a.m. and five p.m. Monday through Friday and ten a.m. and four p.m. Saturday. ;
(B) No person shall operate any leaf blower wWithin any non-residential zone except during the following hours: eight a.m. and six p.m. Monday through Friday, and ten a.m. to four p.m. Saturday. ;
(C) No person shall operate any leaf blowers oOn Sundays and holidays. ; or (D) Within any residential zone, at any time, No person shall operate, aany leaf blower powered by an internal combustion engine or any leaf blower powered by a generator powered by an internal combustion engine within any residential zone after July 1, 2005. Commercial operators of leaf blowers are prohibited from operating any leaf blower within the city if they do not prominently display a certificate approved by the Chief of Police verifying that the operator has been trained to operate leaf blowers according to standards adopted by the Chief of Police. (3) In addition to all authorizations and restrictions otherwise provided in this chapter, public streets, sidewalks, and parking lots in business districts and at the Municipal Golf Course and all city parks may be cleaned between 4:00 a.m. and 8:00 a.m. using leaf blowers which bear an affixed manufacturer's label indicating the model number of the leaf blower and designating a noise level not in excess of sixty-five dBA when measured from a distance of fifty feet utilizing American National Standard Institute methodology.
(4) Enforcement of this subsection (f) is exempt from PAMC section 1.12.030(c).

SECTION 3. If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance.

The City Council hereby declares that it would have passed this Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the Ordinance would be subsequently declared invalid or unconstitutional.

SECTION 4. The Council finds that adoption of this Ordinance is not a “project” within the meaning of CEQA.
//
//
//
//
Item 15
Attachment A - Ordinance
Amending PAMC

9.10.060(f) Related to
Leaf Blowers
Item 15: Staff Report Pg. 6 Packet Pg. 200 of 911
*NOT YET APPROVED*
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SECTION 5. This Ordinance shall be effective on the thirty-first date after the date of its adoption.

INTRODUCED:

PASSED:

AYES:

NOES:

ABSENT:

ABSTENTIONS:

NOT PARTICIPATING:

ATTEST:
____________________________ ____________________________ City Clerk Mayor
APPROVED AS TO FORM: APPROVED:
____________________________ ____________________________ Assistant City Attorney City Manager
____________________________
Director of Planning and Development
Services
Item 15
Attachment A - Ordinance
Amending PAMC

9.10.060(f) Related to
Leaf Blowers
Item 15: Staff Report Pg. 7 Packet Pg. 201 of 911
*NOT YET APPROVED*
1 272_20230602_ts24
Resolution No. ______
Resolution of the Council of the City of Palo Alto Amending and Restating the Administrative Penalty Schedule and Civil Penalty Schedules for Certain Violations of the Palo Alto Municipal Code and the California Vehicle Code Established by Resolution No. 10031
The Council of the City of Palo Alto RESOLVES as follows:

SECTION 1. Administrative Penalties. The administrative penalty schedule for violations of the Palo Alto Municipal Code established by Resolution No. 10031 is hereby amended and restated to read as follows:

Standard penalty unless otherwise indicated below. $50
Second violation within 36 month period 150% of listed penalty (unless otherwise specified)
Third & subsequent violations within 36 month period. 200% of listed penalty (unless otherwise specified)
Delinquency penalty. 10% per month, simple interest, on delinquent amount

4.04.020 License or permit required. 300

4.04.100 Display of license or permit. 300

4.10.045 License fees for pushcart vendors. 300

4.10.050 Regulations for solicitors and peddlers. 350

4.10.055 Identification cards for solicitors. 250

4.10.057 Regulations for pushcart vendors. 300

4.10.070 License required - circus etc. 300

4.10.120 Arcade prohibited. 250

4.10.200 Pawn brokers prohibited. 250

4.10.230 Daily report of second hand dealers. 250

4.10.240 Maintaining reports - second hand dealers. 250

4.10.260 Failure to make report - second hand dealers. 250

4.10.270 Second hand goods held for inspection. 250

4.18.040 Unlawful dog or cat kennel. 250

4.30.010 Soliciting without a permit. 250

4.30.100 Conduct of solicitations. 250

4.32.020 Soliciting without a permit. 250

4.32.060 Investigation of records of solicitor. 250

4.32.090 Acts required during solicitation. 250

4.32.100 Restriction of solicitation. 250

4.32.110 Hours of solicitation. 250

4.34.020 Permit required - closing out sale. 250

4.39.030 Audible alarms. 250

4.39.040 Limitation on automatic dialing devices. 250

4.39.060 Registration of alarm. 250

4.39.110 Alarm violations. 100
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 8 Packet Pg. 202 of 911
*NOT YET APPROVED*
2 272_20230602_ts24

4.42.020 Certificate of public convenience. 1000

4.42.085 Controlled substance and alcohol testing. 500

4.42.090 Taxi owners permit. 5000

4.42.100 Taxi drivers permit expired. 250

4.42.130(b) Taxi drivers permit not displayed. 250

4.42.190 Taximeters. 500

4.42.200 Taxi cab operating regulations. 250

4.42.210(a) Interference with inspection. 500

4.42.210(b) Inspection of vehicles. 500

4.42.220 Operating regulations. 500

4.42.230 Maintenance of vehicles. 500

4.51.030 License required - bingo. 250

4.51.050 Minors restricted - bingo. 50

4.51.080 Staffing and operations - bingo. 250

4.51.110 Physical presence required - bingo. 250

4.52.020 License required - billiards and bowling. 1000

4.52.040 Minors restricted - billiards and bowling. 250

4.52.060 Offensive conduct - billiards and bowling. 250

4.52.070 Interference w/emerg. Access -billiards/bowling. 250

4.54.030(a) Permit required - massage establishment. 1000

4.54.060(a) Permit required - massage tech. 250

4.54.110 Massage establishment facilities. 250

4.54.130 Business name - massage. 250

4.55.030 License required - adult entertainment. 1000

4.56.030 License required - hot tub and sauna. 1000

4.56.060 Employee permit required - hot tub and sauna. 250

4.56.100 Hot tub/sauna establishment and operations. 250

4.56.120 Business name - hot tub and sauna. 250

4.56.150 Display of permit - hot tub and sauna. 250

4.56.200 Employment of persons < 18 - hot tub and sauna. 250

4.57.020 Permit required - firearms sales. 1000

4.57.095 Firearms dealers – business and security. 500

4.58.020 Minors restricted - narcotics paraphernalia shop. 750

4.58.030 Regulations - narcotics paraphernalia shop. 750

4.59.010 Pet shop requirements. 250

4.59.020 Pet shop sanitation. 250

4.59.030 Pet shop food. 250

4.59.040 Pet shop notification. 250

4.59.050 Pet shop - sale of dangerous or wild animals. 250

4.59.070 Dead animals. 250

4.59.080 Permit required - pet shop and kennel. 250

4.59.090 Permit required - grooming shop. 250

4.59.095 Sales of kittens and puppies. 250

4.59.100 Sales of raccoons. 250

4.59.105 Sales of rabbits, chicks, ducklings. 250

4.60.030 Business registration required 250

4.60.060 Business registry application required 250

4.60.120(a) Business registry fee delinquency 50% of registry fee if 1-30 days late 100% of fee or 31+ days late

5.12.010 Permit required - refreshment stand. 250

5.20.030 Discarding solid waste. 250

5.20.040 Accumulation of garbage. 250

5.20.050 Unauthorized bins, boxes, containers-first violation. 500 Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 9 Packet Pg. 203 of 911
*NOT YET APPROVED*
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Second and subsequent violations. 1000

5.20.080 Number of containers required. 250

5.20.090 Collection of recyclable materials. 250 for Commercial Premises 50 for Residential Premises

5.20.100 Collection of compostable materials. 250 for Commercial Premises 50 for Residential Premises

5.20.105 Contamination of containers. 250 for Commercial Premises 50 for Residential Premises

5.20.108 Multifamily properties/Commercial premises. 250

5.20.109 Requirements for special events. 100

5.20.111 Self-haul in violation of code 100

5.20.120 Improper container condition. 250

5.20.130 Maintenance of bins and boxes- first violation. 250 Second and subsequent violations. 500

5.20.160 Spillage or leakage of solid waste. 250

5.20.180 No accumulation of solid waste. 250

5.20.190 No burning, burial, or dumping of solid waste. 250

5.20.200 Hazardous waste. 500

5.20.220 Scavenging prohibited. 100

5.30.020 Polystyrene & Non-Recyclable Plastic. 500

5.30.025(a)-(d) Limitation on use of Disposable Foodware items 100 and other Disposable products.

5.30.025(e) Prohibition of third-party vendors providing utensils 350 or condiments unless requested by customer.

5.35.020 Bags at retail establishments. 500

5.35.030 Bags at supermarkets. 500

6.08.020(b) Interference with animal control officer. 250

6.16.010 No dog license. 50

6.16.080 Number of dogs allowed. 100

6.16.100 Leash Law. 100

6.20.010 Animals at large. 100

6.20.020 Animals on unenclosed premises. 100

6.20.030 Animals kept in enclosures. 100

6.20.035 Tying animals to bicycle racks or trees. 100

6.20.040 Nuisance on sidewalk. 100

6.20.045 Animal waste removal - first offense. 25

6.20.045 Animal waste removal - second offense. 50

6.20.045 Animal waste removal - third offense. 125

6.20.055 Animals in vehicles. 250

6.20.060 Bees close to property line. 100

6.20.080 Permit required - livestock. 100

6.20.090 Maintaining birds, goats, pigs and rabbits. 100

6.20.110 Number of cats kept. 100

6.20.120 Permit required - breeding animals. 100

6.20.130 Cat or dog in heat. 100

6.20.140 Barking dogs. 100

6.20.150 Vaccination required - animals. 100

6.20.160 Sanitary enclosures. 100

6.20.170 Slaughter of animals. 500

6.24.020 Permit required - construction of stable. 250

6.24.050 Maintenance of stable. 250

6.28.040 Possession of dangerous or wild animals. 500

6.32.010 Keeping diseased animals. 500
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 10 Packet Pg. 204 of 911
*NOT YET APPROVED*
4 272_20230602_ts24

6.32.020 Confining animals with rabies. 500

6.32.050 Dead animals in public. 500

6.36.010 Sales of certain animals. 250

8.04.020 Permit required - tree work. 500

8.04.080 Interference with tree enforcement. 500

8.08.010 Weeds as public nuisance. 250

8.10.050 Protected trees. 500

8.10.070 Care of protected trees. 500

8.10.080(b) Development conditions. 500

9.04.010 Open container in business district. 100

9.04.020 Open container in City parking lot. 100

9.04.030 Open container near liquor store. 100

9.04.040 Social host. First violation 250
Second violation 500
Third & subsequent violation 1000

9.07.020 Safe Storage of Firearms 1000

9.08.010 Discharge of firearms/fireworks. 1000

9.09.010(a) Urinating/defecating on street or public place. 250

9.09.010(b) Igniting or maintaining outdoor fire. 250

9.10.030 Residential property noise limits. 100

9.10.040 Commercial property noise limits. 100

9.10.050 Public property noise limits. 100

9.10.060(b) Construction noise signs. 250

9.10.060(c) Construction noise. 250

9.10.060(d) Construction equipment noise. 100

9.10.060(e) Residential power equipment noise. 100

9.10.060(f) Leaf blower noise- first violation. 100250
Leaf blower noise- second violation 150500
Leaf blower noise- third and subsequent violation 3001000

9.10.060(g) Street sweeping noise. 100

9.10.060(h) Refuse collection noise. 100

9.10.060(i) Safety device noise. 100

9.10.060(k) Public parking lot cleaning noise. 100

9.10.060(l) Business district street cleaning noise. 100

9.12.010 Loudspeakers. 150

9.14.020 Smoking prohibited - enclosed places. 250 (2nd violation in 1 year: $300; 3rd and subsequent violations
in 1 year: $500)

9.14.025 Smoking prohibited – unenclosed areas. 250 (2nd violation in 1 year: $300; 3rd and subsequent violations
in 1 year: $500)

9.14.030 Smoking prohibited - city cars. 250 (2nd violation in 1 year: $300; 3rd and subsequent violations
in 1 year: $500)

9.14.035 Smoking prohibited – public parks and public events 250 (2nd violation in 1 year: $300; 3rd and subsequent violations
in 1 year: $500)

9.14.040 Smoking prohibited - child care facilities. 250 (2nd violation in 1 year: $300; 3rd and subsequent violations
in 1 year: $500)

9.14.050 Smoking prohibited – commercial areas
and public events. 250 (2nd violation in 1 year: $300;
3rd and subsequent violations
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 11 Packet Pg. 205 of 911
*NOT YET APPROVED*
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in 1 year: $500)

9.14.080 Location of tobacco vending machines. 1000

9.14.090 Display of tobacco products. 500

9.14.100 Failure to post “No Smoking” signs. 50

9.22.010 Impersonating public officials. 500

9.26.020 False representation as police officer. 250

9.28.010 Hotel guest register required. 250

9.28.020 Use of false name by hotel guest. 50

9.40.020 Landing aircraft at other than airport. 1000

9.44.010 Solicitation prohibited - public parking lot. 100

9.48.010 Displaying goods on sidewalk. 50

9.48.025 Sitting or lying on University Avenue sidewalks. 100

9.48.030 Operation of sidewalk elevator. 500

9.48.040 Throwing rubbish on streets. 250

9.48.050 Obligation to clean sidewalk. 200

9.50.010 Graffiti prohibited on public property. 500

9.56.030 Abatement of public nuisance. 500 unless otherwise specified

9.56.030(a)(5) Thirty-five foot site triangle. 200

9.56.030(a)(8) Foliage/branch obstruction. 200

9.56.030(a)(10) Excessive planting strip vegetation height. 150

9.60.030 Blocking entrances to City Hall. 500

9.60.050 Placing signs or climbing on City Hall. 500

9.60.060 Bicycles and skateboards at City Hall. 50

9.60.070 Alcoholic beverages prohibited - City Hall. 100

9.64.010 Overnight use of community facilities 250

9.74.030 Discrimination in housing. 250

9.78.020 Mosquito breeding places. 500

9.79.100 News rack violations. 100

12.08.010 Permit required - public right of way. 500

12.08.100 Removal of City Engineer monuments. 500

12.12.010 Building on public easement without or in violation 1000 of encroachment permit

12.12.020 Failure to obtain or violation of commercial 500 sidewalk encroachment permit

12.16.030 Overhead wires in underground districts. 500

12.16.090 Property owner responsibility. 500

12.20.010 Utility rules and regulations 500 unless otherwise specified

12.20.010 Emergency water conservation regulations 100 (2nd violation in 1 year: $250; (Reso. Nos. 9509, 9460, 9449) 3rd and subsequent violations in 1 year: $500)

12.20.020 Providing false information to City Utilities. 500

12.32.010 Water use regulation. 100

15.04.070 Violations of Uniform Fire Code. 500 unless otherwise specified

16.04.050 Violations of California Building Code as amended. 500 unless otherwise specified

16.05.040 Violations of California Mechanical Code as amended500

16.06.050 Violations of California Residential Code as amended.500

16.08.040 Violations of California Plumbing Code as amended. 500

16.09.260 Violations of Sewer Use Ordinance 1000

16.10.020 Construction of private sewer system. 750

16.10.050 Permit required - private sewage system. 500

16.14.040 Violations of California Green Building 500
Standards Code as amended

16.14.260 Failure to meet diversion requirements. $150 per ton of waste not Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 12 Packet Pg. 206 of 911
*NOT YET APPROVED*
6 272_20230602_ts24
diverted or $3000, whichever is
greater

16.14.370 Failure to meet diversion requirements. $150 per ton of waste not diverted or $3000, whichever is
greater

16.16.060 Violations of California Electrical Code as amended. 500

16.17.020 Violations of California Energy Code as amended. 500

16.18.020 Violations of International Pool and Spa Code as 500 amended

16.20.020 Design review required - signs. 500

16.20.090 Prohibited signs. 250

16.20.100 Prohibited locations - signs. 250

16.20.110 Fuel price signs required. 250

16.20.210 Non-compliance with sign ordinance. 250

16.20.230 Abandoned signs. 250

16.20.250 Parking of advertising vehicles. 250

16.24.080 Fence violation. 250

16.28.060 Permit required - excavation and grading. 500

16.28.330 Protection of adjacent property. 500

16.28.340 Deposits of earth, rock, etc. 500

16.32.010 Permit required - moving a building. 250

16.36.050 Curb painting without a permit. 100

16.36.060 House numbering required. 100

16.38.020 Certificate of occupancy – community housing. 500

16.40.040 Dangerous and substandard buildings. 500

16.40.090 Non-compliance with order of building official. 500

16.40.180 Interference with repair or demolition work. 500

16.42.090 Failure to submit seismic report. 250

16.45.070 Failure to pay fee - Stanford Research Park. 250

16.46.060 Failure to pay fee - San Antonio - West Bayshore. 250

16.47.050 Failure to pay housing impact fee. 250

16.49.050 Exterior alteration of downtown historic structures 10000 or a significant structure outside the downtown
without or in violation of permit

16.49.060 Demolition of a significant downtown building 10000 without or in violation of permit

16.49.070 Demolition of a contributing downtown structure 10000 or significant structure outside the downtown
without or in violation of permit

16.49.080 Maintenance of downtown historic structure. 10000

16.49.090 Demolition of downtown historic structure. 10000

16.52.070 Construction - flood hazards. 500

16.59.090 Failure to pay fee- Citywide Transportation Impact. 250

16.60.090 Failure to pay fee- Charleston/Arastradero. 250

16.62.020 Maintenance of expired building permit 200 for 31st through 60th day 400 for 61st through 120th day
800 for 121st day and thereafter

17.04.020 Violations of hazardous materials storage. 500, unless otherwise specified

17.04.030 Specific obligation - hazardous materials. 500

17.10.010 General obligation - underground storage tanks. 750 unless otherwise specified

17.10.040 Permit required - underground storage. 500

17.10.140 Financial responsibility - underground storage. 500

17.10.150 Monitoring underground storage tanks. 1000
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 13 Packet Pg. 207 of 911
*NOT YET APPROVED*
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17.10.170 Unlawful abandonment - underground storage tanks.1000

17.12.010 Permit required - hazardous materials storage. 750

17.12.020 New hazardous materials storage facilities. 750

17.12.060 Hazardous materials storage facilities. 750

17.16.010 Hazardous materials management plan. 250

17.20.010 Hazardous materials inventory statement. 250

17.24.010 Hazardous materials discharge report. 750

17.32.010 Permit required - storage of hazardous materials. 1000

18.01.080 Violation of zoning laws. 500

18.16.060(d)Hotel stay in excess of 30 days. 200

18.38.020 Planned Community zoning (unless otherwise 500 specified in PC ordinance) 2500 beginning the 181st day following notice of violation
Violations of Ordinance 5069 shall
be subject to the penalties listed
above except that the penalty for
violations of Sections 4(b)(1), (2),
(6), and (7) of Ordinance 5069 shall
not be subject to the penalties
above or to the escalators for
second, third and subsequent
violations, but shall be $2157 per
day, for each and every day that a
grocery store is not in operation
within College Terrace Centre in
accordance with the terms of
Ordinance 5069. (The City Council
intends to adjust this penalty
amount periodically in future
updates to this administrative
penalty schedule to account for
periodic increases in the Consumer
Price Index for All Urban
Consumers.) In calculating the
penalties for such violations, the
City will allow for a grace period
for any daily violations that do not
exceed six (6) cumulative months
in any five (5) year period.

However, this grace period was
previously applied to violations
from 1/10/18 through 7/10/18, so
there is no entitlement to any
further grace period prior to
1/10/23.

18.42.060(a)Incompatibility of home occupations. 200

18.42.060(b) Employees of home occupation. 200

18.42.060(c) On site advertising of home occupation. 200

18.42.060(d) Floor area of home occupation. 200

18.42.060(e) Traffic related to home occupation. 200

18.42.060(f) Home occupation as nuisance. 200

18.42.060(g) Outdoor storage related to home occupation. 200 Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 14 Packet Pg. 208 of 911
*NOT YET APPROVED*
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18.42.070 Servicing vehicles in residential zone. 250

18.52.050 Transportation demand management conditions 1000 4000 beginning the 181st day
following notice of violation

18.84.200 Temporary uses. 250

22.04.030 Compliance with park regulations. 46 for violation of regulation R1-6 requiring payment of Foothills Park
entry fee; 250 for violation of all
other Park & Open Space
Regulations.

22.04.040 Failure to obtain use permit. 300

22.04.150(b) Entry at unapproved location - Foothills Park 50

22.04.150(c) Person in park after hours - Foothills Park. 250

22.04.150(d) Speed limit 20MPH - Foothills Park. 250

22.04.150(e) Vehicles in Foothills Park after hours. 100

22.04.150(f) Skateboards and motorcycles - Foothills Park. 250

22.04.150(g) Smoking on trails - Foothills Park. 1000

22.04.150(h) Fires in Foothills Park. 1000

22.04.150(i) Use of trails - Foothills Park. 100

22.04.150(l) Unleashed dog - Foothills Park. 250

22.04.155 Restraint of dogs in City parks. 250

22.04.160 Permit required - sales in parks. 250

22.04.170 Violation of park use permit. 250

22.04.180 Sound in parks. 250

22.04.190 Unauthorized golf and other games in parks. 250

22.04.200 Unauthorized models and kites in parks. 100

22.04.210 Parking in parks. 100

22.04.215 Launch and takeout from ramp or dock. 250

22.04.220 Bicycle not permitted on trails. 250

22.04.230 Dumping in park. 1000

22.04.240 Interference with park use permit. 250

22.04.250 Park regulations . 250 unless otherwise specified

22.04.260 Discharge of weapons in park. 500

22.04.270 Removal of flora or fauna. 500

22.04.280 Removal of turf or soil. 500

22.04.290(a) Damaging, defacing, etc., property. 1000

22.04.290(b) Marking, writing or printing on property. 1000

22.04.290(c) Attaching sign, etc., without permit. 500

22.04.290(d) Entering, etc., structure after posted hours. 250

22.04.290(e) Bringing portable tables without a permit. 100

22.04.300 Unlawful fire in city park. 1000

22.04.310 Enid Pearson Arastradero, Esther Park closure. 250

22.04.315 Byxbee Park and Baylands closed. 250

22.04.320 Parks closed. 250

22.04.321(a)Skateboarding in park after hours. 50

22.04.322 Trespass at Rinconada Park pool. 50

22.04.330 Alcohol in Cogswell Park. 250

22.04.331 Alcohol in Lytton Plaza. 250

22.04.332 Alcohol in Johnson Park. 250

22.04.333 Alcohol in Boulware Park. 250

22.04.334 Alcohol in Scott St. Minipark. 250

22.04.335 Alcohol in Greer Park. 250
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 15 Packet Pg. 209 of 911
*NOT YET APPROVED*
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22.04.336(a)Alcohol in Rinconada Park. 250

22.04.337 Alcohol in Mitchell Park. 250

22.04.338 Alcohol in Robles Park. 250

22.04.339 Alcohol in Hopkins Park. 250

22.04.340 Vehicles in park. 250

22.04.341 Alcohol in El Palo Alto Park. 250

22.04.342 Alcohol in Heritage Park. 250

22.04.343 Alcohol in Pardee Park. 250

22.04.350 Consumption of alcoholic beverage in vehicles. 250

22.04.360 Open container in park - alcoholic beverage. 250

22.04.370 Reckless driving in park. 250

22.04.380 Unlawful riding and towing in parks. 250

22.04.390 Duck pond. 100
SECTION 2. Municipal Code Civil Penalties. The civil penalty schedule for violations of the Palo Alto Municipal Code established by Resolution No. 10031 is hereby restated to read as follows*:

Standard penalty unless otherwise indicated below. $46

10.36.020 No parking in parkways. 46

10.36.030(a)Storage on the street (72 hours). 86

10.36.040(a)(1)Vehicle for sale on street. 46

10.36.040(a)(2)Repairing vehicle on street. 46

10.36.050 Not w/in 18” of left curb--One-way street. 46

10.36.090 Removal of chalk markings. 111

10.40.020(a)(1)Parking violation – red curb. 46

10.40.020(a)(4)Parking violation – green curb. 46

10.40.020(a)(5)Parking violation – blue curb. 308

10.40.020(b)Parking in violation of sign (except blue curb). 46

10.40.020(b)Unlawful disabled parking - signs (blue curb). 308

10.40.040(b)Commercial vehicle double parking. 46

10.40.050 Unlawful parking in yellow loading zone. 46

10.40.060 Unlawful parking in passenger loading zone. 46

10.40.070 Unlawful alley parking. 46

10.40.100(g)Parking in a bus zone. 46

10.44.010(b)Overtime parking (limited time zone). 41

10.44.010(c)Additional violation of time limited or no 44 parking zones.

10.44.020(a)Oversized vehicle parking in residential or 46 public facilities zones 2am-6am.

10.44.040(b)Not in space marking. 46

10.44.050(b)Parking violation--temporary sign. 46

10.44.060 Dealers--parking for sale or repair. 46

10.44.070(b)Parking in violation of posted sign. 46

10.44.080 Vehicle obstruction of roadway or lot. 46

10.44.090 Unattended vehicle, engine running. 111

10.45.110 Parking in on-street valet parking space. 46

10.46.110 Overtime residential parking permit (CT) 53

10.48.030 Truck route violation. 211

10.50.100(a)Violation of posted RPP permit sign 53

10.60.070(c)Permit not properly displayed. 41

10.60.070(d)Overtime permit parking in City lot. 41

10.60.070(e)Parking without permit in permit area. 46
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 16 Packet Pg. 210 of 911
*NOT YET APPROVED*
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22.04.150(e)In Foothills Park after hours. 111

22.04.210 Parking in parks. 111
Late payment penalty. 35
Collection cost penalty. 35% of listed penalty
*All penalties include state-mandated assessments pursuant to Gov’t. Code 76000, S.B 1407(2008), and Government Code 76000.3 (S.B. 857, 2008) totaling $12.50.

SECTION 3. Vehicle Code Civil Penalties. The civil penalty schedule for violations of the California Vehicle Code established by Resolution No. 10031 is hereby restated to read as follows*:
5200 No front license plate. $78
(If corrected within 31 days) 10 (state mandated)
5204(a) No registration tabs on license plate. 78
(If corrected within 31 days) 10 (state mandated)
21113(a) Parking on public grounds. 46
22500(a) Parking in an intersection. 46
22500(b) Parking in a crosswalk. 46
22500(d) Parking w/in 15 feet--fire station driveway. 46 22500(e) Blocking driveway. 46
22500(f) Parking on sidewalk. 46
22500(g) Parking or stopping--excavation site, etc. 46
22500(h) Double parking on roadway. 46
22500(i) Parking in a bus zone. 261
22500(l) Parking in front of accessible curb. 303
22500.1 Parking in a fire lane (public or private). 46
22502 Right hand wheels not w/in 18” of rt. curb. 46
22505(b) Parking on state highway violation. 46
22507.8(a-b)Unlawful parking in handicapped space. 303
22507.8(c)(1-2)Straddling Lines/Cross hatched, disabled. 303 22511.57(a) Parking/standing of vehicle in disabled parking $753 stall or space with invalid license/placard.
22511.57(b) Unauthorized use of license/placard for vehicle $753 parking/standing in disabled parking stall or space.
22511.57(c) Parking/standing of vehicle in disabled parking $753 stall or space with counterfeit, forged, altered or
mutilated license/placard for disabled.
22514 Parking within 15 feet of fire hydrant. 46
22515 Unattended vehicle, engine running. 111
22516 Person locked in vehicle. 111
22521 Parking within 7 1/2 feet of railroad tracks. 46
22522 Parking near sidewalk access ramp. 303
22523(a) Unlawful abandonment of vehicle on highway. 131 22523(b) Abandoned vehicle--public/private property. 131 22526 Entering/blocking intersection – anti-gridlock. 131 22951 No street, alley parking--patron vehicles. 46
*All penalties include state-mandated assessments pursuant to Gov’t. Code 76000, S.B 1407(2008), and Government Code 76000.3 (S.B. 857, 2008) totaling $12.50.

Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 17 Packet Pg. 211 of 911
*NOT YET APPROVED*
11 272_20230602_ts24
SECTION 4. The Council finds that the adoption of this resolution does not meet the definition of a project under Public Resources Code Section 21065, thus, no environmental assessment under the California Environmental Quality Act is required.

SECTION 5. This resolution shall become effective on the date that Ordinance No. _____ becomes effective.

INTRODUCED AND PASSED:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

ATTEST: APPROVED:
________________________________ ________________________________ City Clerk Mayor
________________________________ ________________________________ Assistant City Attorney City Manager
________________________________
Director of Planning and
Development Services
Item 15
Attachment B -
Resolution Amending the
Administrative Penalty
Schedule Increasing
Penalties related to PAMC

9.10.060(f)), Leaf Blower
Violations
Item 15: Staff Report Pg. 18 Packet Pg. 212 of 911
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: June 19, 2023
Report #:2302-0978
TITLE
Approval of a Purchase Order with Aviat Networks in the Amount of $438,907 for Radio Communication Systems for the New Public Safety Building Capital Project (PE-15001), including $399,007 for Basic Services and $39,900 for Additional Services; CEQA: Environmental Impact Report for the PSB and New California Avenue Area Parking Garage (Resolution No. 9772)

RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or their designee to execute the attached purchase order with Aviat Networks (Attachment A) for radio communication systems for the New Public Safety Building Capital project (PE-15001) in an amount not to exceed $438,907, including $399,007 for basic services and $39,900 for additional services.

EXECUTIVE SUMMARY
The City of Palo Alto participates in a regional public safety radio system that operates as a large “ring” of microwave communications links between key emergency and essential service nodes such as police stations, Sheriff’s offices, city halls, hospitals, fire stations, and other sites.

In addition to the ring that provides redundancy, some locations are spurs with only one connection. Approval of the recommended purchase order will allow the new Public Safety Building (PSB) to become a node on the ring, like the Palo Alto Civic Center is currently, as included in the PSB’s design and project budget. The PSB will also become a spur when the node is completed, enhancing resiliency. Attachment B shows the current and proposed topology of the ring.

The microwave ring is also critical to the Tri-Cities Consortium of Palo Alto, Mountain View, and Los Altos to increase redundancy and cooperation between the emergency dispatch operations of the three cities.

BACKGROUND
In 2010, Council approved an agreement to form the Silicon Valley Regional Interoperability Authority (SVRIA), a Joint Powers Authority (JPA) in partnership with other Santa Clara County municipalities and agencies to enhance and coordinate regional public safety data and radio Item 16
Item 16 Staff Report
Item 16: Staff Report Pg. 1 Packet Pg. 213 of 911
communications systems. SVRIA services the Santa Clara Operation Area, which includes the County of Santa Clara, its fifteen cities and towns, and all special districts. Council approved a subsequent Memorandum of Understanding (MOU) on June 22, 2015 to participate in a multiyear project with other SVRIA members to fund and construct the Silicon Valley Radio Communications (SVRCS) System.1
The SVRCS is a NAPCO Project 25 (P25) compliant trunked digital communications system using the 700 MHz frequency spectrum currently in use in Santa Clara County. Radio sites and dispatch centers are connected through the SVRIA E-COMM digital microwave system (ECOMM) that provides connectivity to remote government radio sites. ECOMM is a dedicated microwave network connecting all Public Safety Answering Points (9-1-1 centers), selected key public safety facilities, and numerous radio sites throughout Santa Clara County. ECOMM provides secure data and voice communications to public safety agencies and other cooperating agencies for mission critical applications.

The City Managers of Palo Alto, Mountain View, and Los Altos (Tri-Cities Consortium) agreed to a broad initiative of sharing public safety technology as a method to conserve resources, improve response times, increase the resiliency and redundancy of these critical systems, as well as to enhance interoperable communications between the three cities’ first responders.

This initiative was part of a Council Study Session on May 2, 20112 that presented the "virtual consolidation" concept and the framework to share public safety technology and communication systems.

ANALYSIS
In March 2019, Aviat Networks (Aviat) conducted a Microwave Path Survey Report to verify site locations and to determine antenna sizes and centerlines to establish a microwave communications system for the Public Safety Building (PSB), to make the PSB a new site on the SVRIA ECOMM system. Aviat is the exclusive maintenance contractor for the ECOMM system as authorized by SVRIA3.

The microwave path survey included the following services:
• Identifying geographical location of sites and antenna, waveguide length, and tower requirements.
• Verifying path clearance objectives for each of the paths from existing or new tower locations.
1 City Council, June 22, 2015; Agenda Item #6, SR #5811, https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/reports/city-manager-reportscmrs/year-archive/2015/id-5811.pdf 2 City Council, May 2, 2011; Agenda Item #2, SR #1587,
https://www.cityofpaloalto.org/files/assets/public/from-archive/agendas-minutes-reports/reports/city-managerreports-cmrs/2011/1587-tri-cities-virtual-cad.pdf 3SVRIA, May 11, 2023; Agenda Item #8a,
https://svria.org/wp-content/uploads/2023/05/SVRIA-Board-of-Directors-Agenda-05-11-2023-REVISED-05-08- 2023.pdf
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Item 16 Staff Report
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• Documenting obstruction, critical points, and reflection points in each of the paths. • Verifying tower coordinates and site elevations.
• Establishing coordinates and height requirements for new towers, as needed for governmental agency registration and licenses filed by SVRIA. • Confirming antenna centerlines and waveguide length requirements. • Cataloging antennas on the existing structures noting any space limitations in the survey report.

Adding the PSB as an independent site on the ECOMM ring enables the PSB to maintain access to the ECOMM network in the event a large-scale critical event disrupts connectivity to the Palo Alto Civic Center. Ringed networks can be built up to provide scalability and redundancy in the network. The radio sites are independent from each other. As a result, a fault or failure at one site will not affect another site.

When reviewing interoperability in terms of voice radio system issues, the interoperability of data is of equal importance. Public safety agencies have become more reliant on various systems that capture and store information. Systems such as Computer Aided Dispatch (CAD), Records Management Systems (RMS), and intelligence databases all contain information that is of value to multiple agencies.

The Tri-Cities Consortium developed the virtually consolidated public safety network using the ECOMM digital microwave system as the primary connection between the cities. Due to the critical applications being accessed over the ECOMM network, it was determined to have the new PSB connected to the ECOMM network as an independent site as part of the SVRCS network.

Aviat is part of the National Association of State Procurement Officials (NASPO) ValuePoint cooperative purchasing program which facilitates public procurement solicitations and agreements. Cooperative purchasing programs allow government organizations to use a single solicitation with the best value and favorable terms and conditions. Per Palo Alto Municipal code 2.30.360(j), the City is able to take advantage of the Aviat contract since it was competitively solicited and publicly awarded through NASPO ValuePoint.

Project Timeline
While the project is progressing well toward completion, it should be noted that construction contract substantial completion dates often change during construction as change orders can authorize additional time for various issues that affect the critical path. Staff and the construction manager believe that the PSB is on track for substantial completion in October.

Following substantial completion, the “move-in” phase of the project will continue for several months for the installation and testing of several highly-technical and critical Public Safety, IT, Security, and Communications systems that will be housed at the new PSB. Activities that will be performed during the move-in phase, include:

Item 16
Item 16 Staff Report
Item 16: Staff Report Pg. 3 Packet Pg. 215 of 911
• Completion of punchlist items – minor issues identified during inspections to be corrected prior to final completion of the construction contract, but that do not necessarily impact substantial completion
• Furniture Delivery and Installation
• Installation, Testing and Commissioning of City / Police IT systems • Commissioning of 9-1-1 telephone and dispatch systems • Commissioning of Radio Systems and Equipment
• Phased relocation of Dispatch Operations
• Integration of the new facility with neighboring agencies, including Silicon Valley Regional Interoperability Authority (SVRIA)
• Phased re-location of Police, Fire Department Administration and Office of Emergency Services staff from the existing facility to the new PSB site Some move-in items will occur during construction. The move-in phase is expected to continue for 3-4 months after substantial construction completion, with the new facility projected to become fully-operational in early 2024.

FISCAL/RESOURCE IMPACT
Adding the PSB in the ECOMM loop between the Palo Alto Civic Center to Mountain View will cost $399,007 including a one-time management discount and freight charges. A contingency amount of $39,900 will be included in the contract for unforeseen conditions during installation, for a total contract amount of $438,907. Funding for this purchase order is available in the Fiscal Year 2023 budget for the New Public Safety Building Capital Project (PE15001) and is included in the overall PSB budget approved by Council when the construction contract was approved in early 2021.

STAKEHOLDER ENGAGEMENT
City staff coordinated with the Tri-Cities Consortium and SVRIA in development of the network changes and specifications.

ENVIRONMENTAL REVIEW
An Environmental Impact Report for the PSB and the New California Avenue Area Parking Garage was prepared and was certified by Council on June 11, 2018, by adoption of Resolution No. 97724.

ATTACHMENTS
Attachment A: Aviat Purchase Order
Attachment B: ECCOM Topology
APPROVED BY:

Brad Eggleston, Director Public Works/City Engineer
4 Resolution 9772, 2018:
https://www.cityofpaloalto.org/files/assets/public/city-clerk/resolutions/reso-9772.pdf?t=40475.53 Item 16
Item 16 Staff Report
Item 16: Staff Report Pg. 4 Packet Pg. 216 of 911
This is a NASPO ValuePoint contract under a Cooperative Purchasing Master Agreement No. 00318. State of California Participating Addendum Number 7-22-70-49-02. Contract term of NASPO Master Agreement expires on December 31, 2026. This is for the Public Safety Building. Additional products may be purchased per the staff report approved by City Council.

This PO is governed by California law without regard to conflict of law principles.

This PO by reference incorporates the following contract documents into this PO by reference as though fully set forth herein:

1. Cooperative Purchasing Master Agreement No. 00318 By and Between State of Washington Department of Enterprise Services and Aviat U.S., Inc.

2. State of California Participating Addendum Number 7-22-70-49-02 Public Safety Communications Products, Services and Solutions Washington NASPO ValuePoint Master Agreement Number 00318 0010 PD Aviat Networks + FREIGHT 399,007 USD 1.00 399,007.00 This is a NASPO ValuePoint contract under a Cooperative Purchasing Vendor Address

AVIAT US INC
200 PARKER DR SUITE C100A
AUSTIN TX 78728
Tel: 408-343-4614
Bill To:

City of Palo Alto
Account Payable
P.O.Box 10250
Palo Alto, CA 94303
Ship To:

Police Dept. - Technical Serv. Div.

City of Palo Alto
275 Forest Avenue
Palo Alto CA 94301
Item Material/Description Quantity UM Net Price Net Amount ______________________________________
Interim Chief Procurement Officer
THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order.

DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment.

INVOICE - A separate invoice is required for each order. Send to address indicated above.

City of Palo Alto
Purchasing and Contract Administration
P.O.Box 10250
Palo Alto CA 94303
Tel:(650)329-2271 Fax:(650)329-2468
Council Approve Order
P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING

PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER
PO Number C23187020
Date 05/31/2023
Vendor No. 108087
Payment Terms Payment Due 30 days
FOB Point Services Only
Ship via Services as requested by Cty
Term 05/31/2023 - 05/30/2024
Buyer/Phone Ann Marie Romero / 650-329-2460
Email No email
DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER

ARRANGEMENTS ARE INDICATED HEREIN

Page 1 of 5 ends

Item 16
Attachment A - Aviat
Puchase Order
Item 16: Staff Report Pg. 5 Packet Pg. 217 of 911
Master Agreement No. 00318. State of California Participating Addendum Number 7-22-70-49-02. Contract term of NASPO Master Agreement expires on December 31, 2026. This is for the Public Safety Building. Additional products may be purchased per the staff report approved by City Council.

This PO is governed by California law without regard to conflict of law principles.

This PO by reference incorporates the following contract documents into this PO by reference as though fully set forth herein:

1. Cooperative Purchasing Master Agreement No. 00318 By and Between State of Washington Department of Enterprise Services and Aviat U.S., Inc.

2. State of California Participating Addendum Number 7-22-70-49-02 Public Safety Communications Products, Services and Solutions Washington NASPO ValuePoint Master Agreement Number 00318 Line item #10 includes the following parts + freight ($6,705) EV206-AMC-AM0-410000 Price $21,193.04 QTY 2
ET106-B-0-300 Price $2,433.20 QTY 2
179-530135-AA121 Price $260.48 QTY 1
179-530135-BB221 Price $765.60 QTY 1
179-530135-DD421 Price $999.68 QTY 0
024-905026-080 Price $227.04 QTY 0
024-905034-080 Price $216.48 QTY 0
Vendor Address

AVIAT US INC
200 PARKER DR SUITE C100A
AUSTIN TX 78728
Tel: 408-343-4614
Bill To:

City of Palo Alto
Account Payable
P.O.Box 10250
Palo Alto, CA 94303
Ship To:

Police Dept. - Technical Serv. Div.

INVOICE - A separate invoice is required for each order. Send to address indicated above.

ARRANGEMENTS ARE INDICATED HEREIN

Page 2 of 5 ends

Item 16
Attachment A - Aviat
Puchase Order
Item 16: Staff Report Pg. 6 Packet Pg. 218 of 911
179-530089-001 Price $141.68 QTY 1
179-530089-002 Price $282.48 QTY 0
WGKIT-3000 Price $939.84 QTY 4
ET106-B-0-300 Price $2,433.20 QTY 0
EXX-000-205 Price $1,666.72 QTY 2
EXS-002 Price $385.44 QTY 2
179-530064-001 Price $17.60 QTY 2
EXR-700-002 Price $1,085.04 QTY 8
EXA-001 Price $339.68 QTY 2
037-579315-001 Price $69.52 QTY 2
EXD-181-002 Price $1,223.20 QTY 2
037-579461-500 Price $40.48 QTY 0
083-845434-001 Price $100.32 QTY 4
LOC-CAT6SH-3M-BLB Price $19.36 QTY 2
614-196502-001 Price $35.20 QTY 2
EXD-400-002 Price $1,769.68 QTY 2
EXD-161-002 Price $1,769.68 QTY 2
037-579408-015 Price $259.60 QTY 1
EXD-156-001 Price $3,473.36 QTY 2
037-579131-001 Price $7.92 QTY 2
EZE-08004 Price $2,718.32 QTY 2
EZE-08006 Price $5,437.52 QTY 0
EZF-62 Price $3,263.04 QTY 2
EZF-64 Price $6,525.20 QTY 0
EZF-03 Price $1,497.76 QTY 2
EZF-04 Price $998.80 QTY 2
EZF-06 Price $374.88 QTY 2
EZF-14 Price $3,263.04 QTY 1
Vendor Address

AVIAT US INC
200 PARKER DR SUITE C100A
AUSTIN TX 78728
Tel: 408-343-4614
Bill To:

City of Palo Alto
Account Payable
P.O.Box 10250
Palo Alto, CA 94303
Ship To:

Police Dept. - Technical Serv. Div.

INVOICE - A separate invoice is required for each order. Send to address indicated above.

ARRANGEMENTS ARE INDICATED HEREIN

Page 3 of 5 ends

Item 16
Attachment A - Aviat
Puchase Order
Item 16: Staff Report Pg. 7 Packet Pg. 219 of 911
EZG-14 Price $3,263.04 QTY 0
ERM-ACC-401 Price $8,156.72 QTY 1
179-530307-0113 Price $1,859.44 QTY 1
179-530118-001 Price $523.60 QTY 2
COMMON-BREAKERS-RACK Price $79.20 QTY 3
179-530119-001 Price $795.52 QTY 1
SIPQ-CABLES Price $2.64 QTY 3
CNI-SA-2115-0001 Price $1,437.92 QTY 1
RAV-61510D-622-DB-01 Price $4,834.72 QTY 1
037-579453-002 Price $87.12 QTY 2
037-579459-001 Price $406.56 QTY 2
PWR-000047-TRM Price $23.76 QTY 0
AND-VHLP3-11W-6WH Price $1,041.04 QTY 2
LS(TBD) Price $2,529.12 QTY 1
179-530147-001 Price $2,076.80 QTY 2
AND-EW90-F Price $7.04 QTY 665
AND-EW90INSTALL-KIT Price $1,078.00 QTY 5
179-530526-001 Price $459.36 QTY 5
018-510090-003 Price $52.80 QTY 55
VLT-BAEW903 Price $47.52 QTY 5
DHY-000001-ETI Price $6,597.36 QTY 1
AND-L6600D-4 Price $717.20 QTY 1
CDT-H48120V4U36AR Price $6,534.88 QTY 1
CDT-H48TEL12-230FN-19 Price $5,961.12 QTY 1
CDT-100.7675.4850 Price $836.88 QTY 1
LS(ASR-903_SVRIA) Price $51,594.40 QTY 1
LS(ASA) Price $12,194.16 QTY 1
LS(A900-RSP2A-128) Price $12,142.24 QTY 1
Vendor Address

AVIAT US INC
200 PARKER DR SUITE C100A
AUSTIN TX 78728
Tel: 408-343-4614
Bill To:

City of Palo Alto
Account Payable
P.O.Box 10250
Palo Alto, CA 94303
Ship To:

Police Dept. - Technical Serv. Div.

INVOICE - A separate invoice is required for each order. Send to address indicated above.

ARRANGEMENTS ARE INDICATED HEREIN

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Item 16
Attachment A - Aviat
Puchase Order
Item 16: Staff Report Pg. 8 Packet Pg. 220 of 911
LS(ASA) Price $12,194.16 QTY 1
SVCS-IN-SIPQ-RI Price $2,174.48 QTY 1
SVCS-IN-SIPQ-VI Price $1,897.28 QTY 1
SVCS-IN-SIPQ-AT Price $1,883.20 QTY 0
SVCS-IN-SS-CEDFT Price $3,126.64 QTY 1
SVCS-PN-EN-SE Price $14,542.88 QTY 1
SVCS-PN-EN-XE Price $0.00 QTY 0
SVCS-PN-EN-XE Price $5,099.60 QTY 1
SVCS-IN-PM-PM Price $10,347.92 QTY 1
SVCS-IN-PM-PM Price $12,121.12 QTY 1
SVCS-IN-IC-FI Price $54,187.76 QTY 1
SVCS-IN-IC-FI Price $28,186.40 QTY 1
SVCS-IN-IC-FI Price $4,162.16 QTY 1
0020 PD CONTINGENCY 50,659 USD 1.00 50,659.00
-------------------------
Sub-Total 449,666.00
Vendor Address

AVIAT US INC
200 PARKER DR SUITE C100A
AUSTIN TX 78728
Tel: 408-343-4614
Bill To:

City of Palo Alto
Account Payable
P.O.Box 10250
Palo Alto, CA 94303
Ship To:

Police Dept. - Technical Serv. Div.

City of Palo Alto
275 Forest Avenue
Palo Alto CA 94301
Item Material/Description Quantity UM Net Price Net Amount ______________________________________
Interim Chief Procurement Officer
Total 449,666.00
THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order.

INVOICE - A separate invoice is required for each order. Send to address indicated above.

ARRANGEMENTS ARE INDICATED HEREIN

Page 5 of 5 ends

Item 16
Attachment A - Aviat
Puchase Order
Item 16: Staff Report Pg. 9 Packet Pg. 221 of 911
County Fire
Dept Headquarters (2)
Rinconda Water
Treatment Plant (2)
Cupertino
City Center (2)
Seven Springs
Fire Station (3)
Black Mountain (3)
Dahl Reservoir (3)
Mt. Chual (3)
Redwood Fire
Station (3)
Redwood Cell (2)
Westside
Sheriff’s
Office (2)
Sierra Azule (3)
Santa Clara
Fire Station 29 (3)
Palo Alto
Public Works
Facility (3)
Fire Station 28
Fire Station 25
Lakeview Court
El Toro
Pacheco Peak
Good
Samaritan
Hospital
Sunnyvale
Corporate Yard
Sunnyvale
Police Dept
Woodland
Gilroy Target
Gilroy Reservoir D
San Jose
Airport
San Jose Police Dept South Substation
Doyle Road
City Hall Annex
Stickney
Valley Medical Center
Los Gatos Police Department
Carol Drive
Data Center
Frazier Peak
Rodoni
Holiday Lake
Sheriff
Campbell Tower
Morgan Hill Police Department
California Dept of Forestry
Carol Drive
(County
Communication
Center) (2)
Milpitas Police Station
Mountain View
Police Department
Los Altos Police Department
El Camino
Hospital
Palo Alto Civic Center
Cadwallader Reservoir
Coyote Peak
Eagle Rock
County Admin
San Jose
Communication Center
San Jose City Hall (2)
E-COMM Phase III Project. 211284
Figure 2
Existing ECOMM Network and Proposed Phase III Expansions SOURCE: Harris Stratex
Category (2)
Category (3)
Add New Antennas at Existing Facilites
Erect New Towers/Shelters and
Install New Antennas at Existing Facilites
The following categories, indicated in parentheses (), signify the level of development proposed at each communication network site Existing ECOMM Network Segments
Proposed Phase III Sites and Segments
Possible Future Phase III Sites and
Segments (communication links unknown)
Item 16
Attachment B - ECOMM Topology
Item 16: Staff Report Pg. 10 Packet Pg. 222 of 911
City Council
Staff Report
From: City Attorney
Report Type: CONSENT CALENDAR
Lead Department: City Attorney
Meeting Date: June 19, 2023
Report #:2305-1401
TITLE
Authorization to Execute Amendment to Legal Services Contract S22184420 with Rankin Stock Heaberlin Oneal to Increase Amount by $150,000 for Total Not-to-Exceed Amount of $225,000 and to Extend the Term to January 2025; CEQA Status – Not a Project

RECOMMENDATION
Authorize the City Attorney or designee to amend the agreement for litigation defense services with the law firm of Rankin Stock Heaberlin Oneal (Contract S22184420) to increase the contract amount by $150,000 for a total not-to-exceed amount of $225,000 and to extend the term to January 2025.

BACKGROUND
Rankin Stock Heaberlin Oneal is a law firm representing cities in a variety of areas, including police civil rights claims and personal injury litigation.

In January 2022, the City entered into a two-year agreement (S22184420) in the amount of $50,000 with Rankin Stock Heaberlin Oneal for continuing litigation defense services in civil suit Scrivner v. City of Palo Alto, et al., Santa Clara Co. Sup. Ct. Case No. 18-CV-333834. In December 2022, staff amended the contract to increase the not to exceed amount to $75,000. Staff now seeks authority to increase the contract amount by $150,000 which will bring the new not to exceed amount to $225,000, and to extend the term to January 2025. Litigation defense is continuing in this matter.

Prior to agreement S22184420, the City entered into agreement S19175172 with Rankin Stock Heaberlin Oneal for initial Government Claim and litigation defense services in this matter. The city expended $80,000 under the prior contract.

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FISCAL/RESOURCE IMPACT
Funding for this amendment does not require additional budgetary authority as it can be accommodated within existing budgets.

ENVIRONMENTAL REVIEW
Amendment of a legal services contract is not a project requiring environmental review under the California Environmental Quality Act (CEQA) (See CEQA Guidelines 15378(b)(5), administrative activities that will not result in direct or indirect physical changes in the environment).

APPROVED BY:

Molly Stump, City Attorney
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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: IT Department
Meeting Date: June 19, 2023
Report #:2306-1612
TITLE
Approval of Contract with VOX Network Solutions (C23187554) to Procure Services to Upgrade the City’s Phone System and a Three-Year Support Term for a Total Amount Not-To-Exceed $504,107; CEQA Status—not a project

RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or designee to execute the following:

1. Execute Contract C23187554 with VOX Network Solutions to upgrade the City’s current phone system in the amount of $458,279 utilizing a National Cooperative Purchasing Alliance (NCPA) cooperative agreement, (Attachment A).

2. Authorize a 10% contingency in the amount of $45,828 for the purchase of additional licensing and support for any unforeseen licensing needs.

BACKGROUND
The City executed a contract with VOX to replace the previous phone system which had been in place for over two decades through an RFP that had been issued in 2012. This contract was previously approved by Council in June 20121. The new phone system was fully implemented in October 2013. A maintenance contract was issued in October 2017 for three years (through October 2020) and then again in October 2020, a 3-year maintenance contract was issued to VOX for maintenance and support through October 2023.

Annual maintenance for VOX is approximately $68,000. With this upgrade, we can expect to see about an $20,000 increase annually for maintenance and support. 1 https://www.cityofpaloalto.org/files/assets/public/from-archive/agendas-minutes-reports/reports/city-managerreports-cmrs/2012/cmr-2760.pdf Item 18
Item 18 Staff Report
Item 18: Staff Report Pg. 1 Packet Pg. 225 of 911

ANALYSIS
The City of Palo Alto has an existing Avaya phone system and voicemail platform that is deployed in all city facilities with physical desk phones. The system has reached a critical milestone in the manufacturer’s lifecycle which does not allow license expansion or additions.

Additionally, some of the hardware has reached its end of life and requires replacement for the upgrade to the latest release. To mitigate risk and scale for growth, the city will be upgrading the phone system to the latest release of software, that offers a more secure communications platform and can provide additional functionality as well as being fully supported and expandable. Any legacy hardware will be migrated to newer, supported hardware. VOX will reuse licensing and existing hardware where possible. City staff will assist with firmware upgrades on hardware for cost savings to the city. Upgrading to the current version of the phone system software will provide significant benefits in terms of functionality, security, compatibility, reliability, cost savings, regulatory compliance, and support. City Staff did investigate cloud-based phone system options, however with city’s specific needs with police, fire, library, community services and other departments staff recommend staying on onpremise phone system for security, cost and compliance reasons.

Following are some high-level Enterprise Phone System integrations/requirements that are specific to support City business need and not supported by basic cloud phone systems used by individuals and small businesses:

1. Integration with Public Safety 911 dispatch system.

2. Call Center real time reporting and historical reporting for Utilities and Planning and Development services.

3. Interactive Voice Response System integration to handle credit card payments by phone for utilities customers.

4. Integration with Citywide Outage Management System for Office of Emergency and Utilities.

5. Integration with the City’s Call Accounting system to provide audit reports on all calls.

6. Local desk phone and soft phones on laptops to support remote staff with hybrid workforce.

7. Support for over 100 different auto attendants used by various departments with announcements and transferring requirements.

Below are the benefits of this proposed hardware and software upgrade:

1. Improved functionality: Upgrading to the current version of the software will provide access to new features and functionalities that were limited or not available in previous versions. These new features like number of users supported, conference bridge, call recording and reporting, skills-based phone routing, call center redundancy, paging, music on hold, reception console, etc. can improve the efficiency and productivity of the phone system.

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2. Enhanced security: The current version of the software will have the latest security updates and patches, ensuring that the system is protected from new security threats and vulnerabilities.

3. Better compatibility: As new hardware and software applications are implemented for city departments; the current version of phone system software will be compatible with them. This can help to avoid issues with system performance and data compatibility. For example, the Outage Management System and 911 Dispatch System.

4. Improved reliability: With each new release, the vendor typically includes bug fixes and stability improvements that can help reduce downtime and system failures.

5. Cost savings: Upgrading to the current version of your software will help avoid costly maintenance and support fees for outdated versions of the software. For some of the equipment, no support at all. To switch to a brand-new phone system Cloud or OnPremise is estimated at twice the cost of the upgrade due to the existing investment in hardware and phone devices already in place.

6. Regulatory compliance: Upgrading the software to the current version will help to ensure that the city is meeting required compliance with specific laws and regulations.

For example to meet the Ray Baum's Act that states that when a 911 call is placed, the call includes dispatchable location information and Kari's Law that requires that 911 are the only digits needed to contact public safety. To call 911, you must not have a dialing prefix, such as 9, and the call must go directly to the PSAP.

7. Support: The vendor's support team typically provides assistance and troubleshooting only for the current version of the software. Upgrading to the current version will make it easier to receive support and resolve issues in timely manner for city staff.

FISCAL/RESOURCE IMPACT
The funding for this contract is available in the Information Technology Fiscal Year 2023 Adopted Operating Budget. Funding for subsequent years of the contract will be subject to approval through the annual budget development process.

One-Time Costs: $190,538
Year 1 Costs: $86,348
Year 2 Costs: $86,348
Year 3 Costs: $86,348
Total: $449,583

STAKEHOLDER ENGAGEMENT
The services were coordinated with internal stakeholders and the service provider.

ENVIRONMENTAL REVIEW
Council action on this item is not a project as defined by CEQA because the purchase of phone system hardware and software licenses is a continuing administrative or maintenance activity.

CEQA Guidelines section 15378(b)(2).

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ATTACHMENTS
Attachment A: Contract with VOX, C23187554
APPROVED BY:

Darren Numoto, Chief Information Officer
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PROPOSAL
City of Palo Alto
AVAYA UPGRADE & 3YR SUBSCRIPTION
VERSION QUOTE # DATE PREPARED PREPARED FOR PREPARED BY
10 33247.198 2/8/2023 SJ Park Tonja Marcus
(650) 989-1054
[email protected]
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PROPOSAL

TECHNICAL SOLUTIONS SUMMARY
TSS
Solution:

Avaya Upgrade to Aura 10.1
NCPA 01-114 as procurement vehicle
Description of Proposed Solution:

The City of Palo Alto (Customer”) has an existing Avaya Aura Communication Manager R6.3 Simplex Core/ESS system with an Avaya Aura Messaging 6.1 platform that is deployed in their main Core and DR locations. They also have several Survivable Remote (LSP) and non LSP gateways deployed. The system has reached a critical milestone in the manufacturer’slifecycle which does not allow license expansion or additions. Additionally,some of the hardware has reached its end of life and requires replacement for the upgrade to the latest release.

Tomitigate risk and scale for corporate growth, the customer will be upgrading their communications environment to the latest release of software, that offers a more secure communications platform and can provide additional functionality as well as being fully supported and expandable. Any legacy hardware will be migrated to newer,supported hardware. VOX will reuse licensing, cards and endpoints where possible.

The customer will perform firmware upgrade on all existing gateways,media cards, and IP endpoints.

Location(s) covered in this design:

City Hall & Pd – 250 Hamilton Ave. Palo Alto, CA 94301 – Sold To: 0003638486 / 0051802663 The following Avaya applications and licenses will be upgraded to the latest release of Avaya Aura 10.x. All Applications listed below will be migrated to the new Avaya ASP server platform:

A VOX Software Specialist will work with the customer enable remote access to the appliances. VOX will remotely configure the applications and provide on site resources for the installation and placement of the new Avaya servers, gateways, IP phones and for the decommissioning of the Media Gateways at Manchester and Bedford.

Avaya Licenses:

The existing Avaya licenses will be upgraded to the latest Avaya Aura R10 release.  (1184) CM6.x Enterprise Edition RTU upgrading to R10.x UC Core Subscription  (252) CM 6.x Analog Only upgrading to CM 10.x UC Basic Subscription  (33) Existing Call Center Elite R6
o Removing CC Elite as customer is using Xima for contact center  (108) Existing TSAPI Basic R6 Licenses upgrading to R10 3 rd Party CTI Subscription
 (56) Existing DMCC Full R6 Licenses upgrading to R10 3rd Party CTI Subscription Avaya Applications and Servers:

All Applications listed below will be installed and configured on Avaya provided ASP servers.  (1) ASP130 P5 server for all Avaya applications except the ASBCE  (1) ASP130 P2 Server for CM Simplex to CM Duplex
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TECHNICAL SOLUTIONS SUMMARY
 (1) ASP110 server for ASBCE SA
Avaya Diagnostic Services (ADS) / Secure Access Link (SAL)  Upgrade and migrate Secure Access Link R2.5 to R4 . The embedded SAL on the main CM Server was upgraded by VOX in March to gain remote access to the system and correct part of the Avaya records.  See section on Final Registration regarding ADS and SAL.

Communication Manager
 Upgrade and migrate (1) existing Communication Manager Simplex R6.3 to R10.X (Simplex to Duplex) System Manager
 Upgrade and migrate (1) Existing System Manager R6 to R10.X from the existing DL360 G7 Server to the new Avaya ASP server  Integrate with Customer’ Active Directory Environment  Enterprise Configuration Profiles to be used for Remote Workers.

Session Manager
 Upgrade and migrate (1) Existing Session Manager R6 to R10.X from the existing DL360 G7 Server to the new Avaya ASP server Avaya Aura Device Services
 Install (1) New Device Services R10 on the new Avaya ASP server  AADS will be installed and used for Utility and HTTPS File Services  Certificate authentication for Remote worker
 Enterprise setup for Full IX Workplace Remote Workerto include Single Sign on, Unified login and auto configuration.

Avaya Breeze Presence Server
 Install (1) New Avaya Breeze Presence Server R10.X on the new Avaya ASP server  Presence Services will be deployed in the enterprise for Remote Worker.

Avaya Application Enablement Server
 Upgrade and migrate (1) Existing Avaya AES Server R6.3 to R10.X from the existing DL360 to the new Avaya ASP server The AES will be deployed in the enterprise for Remote Workerto provide Presence services for non-SIP Endpoints. The AES is being used for the TelstratCall recording applications used by the Utilities (SCADA) and Police Department.

Avaya Session Border Controller (SBC)
 (1) Existing Avaya SBC R7 Encryption license upgrading to R10  Upgrade (1) Existing Avaya Aura SBC R7 (Dell R210) to R10 on the new dedicated ASP110 server.  Advanced Licenses will be leveraged for the Remote Worker part of the product.  Existing SIP trunking is being retained as is within this project.

Avaya Messaging (formerly IX Messaging)
The following Avaya applications and licenses will be upgraded from Avaya Aura Messaging R6.x to Avaya Messaging R11 and migrated to the new Avaya ASP server.(1020) existing AAM R6.x RTUs will be migrated to IX messaging. (1020) Avaya Aura Messages will be migrated from the old user mailboxesto the new Avaya Messaging mailboxes.

All Applications listed below will be installed as part of this project.  (1) Avaya Messaging Voice Server – New Avaya ASP Server A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 3 of 36 Item 18
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TECHNICAL SOLUTIONS SUMMARY
o Windows Server 2019 OS (Customer Provided)
 (1) Avaya Messaging Consolidation Server – New Avaya ASP Server o Windows Server 2019 OS (Customer Provided)
 Licenses
o Upgrade (1200) AAM R6.x Mainstream ASIPP to Avaya Messaging R11 Hardware
Media Gateways (Existing Gateways 001- 002)
 (2) Existing Avaya G450 Media Gateways
Note: This site has (3) unsupported 9650 IP Phones that will be replaced by the customer prior to the R10 upgrade.

Municipal Service Ctr – 3201 E Bayshore Rd. Palo Alto, CA 94303 – Sold To: 0005233711 The following Avaya applications gateways will be upgraded to the latest release of Avaya Aura 10.x.

Avaya Applications and Servers:

All Applications listed below will be installed and configured on a new Avaya ASP server.  (1) ASP130 P3 server for all Avaya applications
Communication Manager
 Upgrade and migrate (1) existing Communication Manager Simplex ESS Server R6.3 to R10.X Session Manager
 Install (1) New Session Manager R10.X on the new Avaya ASP server. This will be a secondary Session Manager that will provide resiliency to the new Avaya Messaging voicemail VM
Install (1) New G450 Media Gateway
 Max DSP
 Additional Power Supply
 Install (6) MM716 for 144 Analog stations.

IX Avaya Messaging
o (1) Avaya Messaging Voice Server – New Avaya ASP server  Windows Server 2019 OS (Customer Provided)
Media Gateways (Existing Gateway 022)
 (1) Existing Avaya G450 Media Gateway MP80 + MP80 and Dual Power Mobile Emergency Operation Center at Muni Svc Ctr Yard – Command Vehicle located on MSC Lot.

Media Gateways (Existing Gateway 023)
 (1) Existing Avaya G430 Media Gateway (shows unregistered, in MEOC command vehicle) VOX will install a New Avaya S8300E Media Server to replace the existing S8300D that is no longer supported by the manufacturer.

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TECHNICAL SOLUTIONS SUMMARY
NOTE: This vehicle is used during certain emergency situations only. The Avaya LSP and media gateway are only online when the vehicle is place in service and the equipment is powered up.

Survivable Remote - UCC - 3241 E Bayshore Rd. Palo Alto, CA 94303 – Sold To: 0005367282 Media Gateways (Existing Gateway 041)
 (1) Existing Avaya G430 Media Gateway
 Upgrade existing S8300E Media Server
Remote Gateway - Main Library/ Rinconada – 1213 Newell Rd. Palo Alto, CA 94303 – Sold To: 0005367312 Media Gateways (Existing Gateway 039)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Mitchell Park Library – 3700 Middlefield Rd. Palo Alto, CA 94306 – Sold To: 0005367313 Media Gateways (Existing Gateway 040)
 (1) Existing Avaya G430 Media Gateway
Note: This site has (1) unsupported 9650 IP Phone that will be replaced by the customer prior to the R10 upgrade.

Remote Gateway – Lucie Stern Complex – 1305 Middlefield Rd, Palo Alto, CA 94301– Sold To: 0005367314 Media Gateways (Existing Gateway 038)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway – Children’s Library – 1275 Harriet St. Palo Alto, CA 94301 – Sold To: 0005367316 Media Gateways (Existing Gateway 034)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Art Center – 1213 Newell Rd. Palo Alto, CA 94303 – Sold To: 0005367317 Media Gateways (Existing Gateway 033)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Cubberly Ctr – 4000 Middlefield Rd. Palo Alto, CA 94303 – Sold To: 0005367318 Media Gateways (Existing Gateway 035)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Fire Station 1 – 301 Alma St. Palo Alto, CA 94301 – Sold To: 0005367320 Media Gateways (Existing Gateway 043)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Fire Station 2 – 2675 Hanover St. Palo Alto, CA 94304 – Sold To: 0005367321 Media Gateways (Existing Gateway 044)
 (1) Existing Avaya G430 Media Gateway
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TECHNICAL SOLUTIONS SUMMARY
Remote Gateway - Junior Museum – 1451 Middlefield Rd. Palo Alto, CA 94301 – Sold To: 0005367324 Media Gateways (Existing Gateway 037)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - WaterQuality – 2501 Embarcadero Way Palo Alto, CA 94303 – Sold To: 0005367326 Media Gateways (Existing Gateway 042)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Utilities Engineering Office – 1007 Elwell Ct. Palo Alto, CA 94303 – Sold To: 0005367329 Media Gateways (Existing Gateway 036)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Fire Station 3 – 2501 Embarcadero Way Palo Alto, CA 94303 – Sold To: 0051758172 Media Gateways (Existing Gateway 062)
 (1) Existing Avaya G450 Media Gateway
Remote Gateway - Fire Station 4 – 3600 Middlefield Rd. Palo Alto, CA 94301– Sold To: 0051485177 Media Gateways (Existing Gateway 054)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Fire Station 5 – 600 Arastradero Rd. Palo Alto, CA 94301 – Sold To: 0051485178 Media Gateways (Existing Gateway 055)
 (1) Existing Avaya G430 Media Gateway
Remote Gateway - Fire Station 6 – 711 Serra St, Stanford, CA 94305 – Sold To: 0005367323 Media Gateways (Existing Gateway 045)
 (1) Existing Avaya G430 Media Gateway
3 rd Party Applications:

Calero – eCAS Call Accounting
 The customer has an existing eCAS Call Accounting system by Calero. Vox has provided a quote for the Calero to upgrade the existing platform remotely and also to add a block of (250) station monitoring licenses to the existing system.  Newer software may require a new server or expansion of virtual resources. The customer will be responsible to reconfigure their virtual environment to match any revised resource requirements.

TelstratCall Recording (Police only)
The Telstratsystem upgrade at the Police Department location is included with this project. The Utility /SCADA system is being provided under an optional quote as a separate project. The current Police Department system is running in an end of life state. The current platform is running Windows Server 2008 which no longer supported by the platform or Microsoft. VOX will coordinate the migration of the new call recording server. The customer will need to build a new Virtual environment running Windows Server 2016 64 bit. This quote includes the necessary professionalservices required by Seranova to complete the remote installation of Engage 5.7.x on a new customer provided VM.

This quote also includes the migration of data to the new server, and Administrative training on the new version of software.

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TECHNICAL SOLUTIONS SUMMARY
3 rd Party Applications not being upgraded:

In the event that applications fail to connect after the upgrade, VOX will provide basic troubleshooting activities to attempt to restore connectivity. In the event the basic troubleshooting becomes extended or requires additional work with the 3 rd party manufacturer,and the
issue is related to an upgrade or configuration change of that 3 rd party’s system, a change order may be required to provide extended support. VOX recommends that the customer have the 3
rd Party vendors on stand-by in case their support is required.

Ribbon
 The customer has an existing Ribbon1000 SBC providing SIP trunk connectivity. The SBC will be reconnected after the upgrade, but the customer is responsible for any support required by Ribbon after the upgrade should any configuration changes be required. VOX is not providing any upgrade related services for this application; however,we will test the SBC connectivity and work with Ribbon or the customer to restore a service outage.

VocantasIVR
 The customer has a 12 port, SIP connected VocantasIVR that is installed and connected via the Avaya SBC. The SBC will be reconnected after the upgrade and option 1 to an outbound number will be tested as it is critical to the services team. The customer is responsible for any support required by Vocantas after the upgrade should any configuration changes be required. VOX is not providing any upgrade related services for this application however; we will test the IVR’s connectivity and work with Vocantas or the customer to restore a service outage.

Motorola Vesta NG911 PSAP
 The customer has a Vesta NG911 PSAP connected via Adtran Gatewaysto analog ports back to Avaya CM. There are some loop current lockups occurring on loop start lines prompting the customer to manually reset them. This may be a loop start supervision issue based on how some calls get routed between two analog Loop Start lines. VOX will verify that the analog calls are routing however the loop locks may require a service ticket for assistance due to the pre-existing condition associated with them.

PROFESSIONAL SERVICES SOW
Project Specific Scope of Work
VOX will provide:
 Remote Project Manager
 Remote Software Specialist
 Onsite Technician for Rack and Stack G450 and EM200 gateways as well as the cross-connect of the cables required during regular business hours and OT to handle the cross-connects for the cables  Installation of new ASP servers during regular business hours  Installation of S8300E during regular business hours
 OT Event for individual cutover event excluding Sunday  Onsite Technician for 1st day of business
 Follow upgrade project plan which will be detailed and setup by the Project Manager assigned for this project  Work with the customer related to the new and upgraded applications  "Application Deployment Detail" Section for added detail related to the Upgrade Project and the applications being installed Customer will:

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PROPOSAL

PROFESSIONAL SERVICES SOW
 Update the firmware on all Phones, Media Gateways, Media boards Telstratwill:
 Remote Installation New Engage Server - Major Software Upgrade  Recorder Data Migration - Professional Services
 Voice Platform Upgrade - Professional Services
Calero will:
 BUNDLE: Remote Upgrade to one server (application and databases) from a supported VeraSMART Call Accounting version to the latest version of VeraSMART – Product migration and upgrade to one server.Up to 5 CDR Sources, services completed 8AM-6PM ET Training
 (2) each of four hour sessions of Remote Delta Training over the following Applications: System Manager, CM administration training for Admins, Avaya Messaging (IX Messaging) Admin training, and Remote Worker Training will be provided to the administrative personnel of the Customer
 (3) days of End user training will be provided remotely as well with electronic training materials provided for employee reference and future employee onboarding
 VOX will provide (4) hours of remote XIMA Training to the customer’ssupervisors to better understand and interpret the reports; 4 Hour(s) of Instructor Led Remote Training - www.ximasoftware.com/InstructorTraining.html  Telstratwill provide remote knowledge transfer
 Calero will provide online resource materials and remote phone support under their standard support coverage - Getting Started with VeraSMART Call Accounting (2 hours Web-based, up to 4 seats) Project Management
Project Management Tasks
The VOX Project Manager will serve as the primary point of contact for all issues related to the project. The VOX Project Manager will perform the following tasks as part of the project:
 Review and understand the Statement of Work (SOW) as well as the goals of the customer  Make preliminary contact with the customer and review project expectations and next steps  Create a detailed project plan. The project plan will define project tasks, responsibilities, and project timelines. The project plan will be updated as necessary as part of ongoing project status meetings.  Plan, schedule, and conduct a remote project kickoff call with the customer and VOX project teams. The kickoff call will include the following agenda items as applicable:
o Introduce team members and review customer and VOX roles and responsibilities o Review the project objectives with the customer and the VOX project team o Review and update the project contact list
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PROPOSAL

PROFESSIONAL SERVICES SOW
o Review the technical requirements for the solutions and equipment being implemented o Review the VOX change management process
o Conduct an initial discussion of required data collection forms o Review and update the initial project plan and confirm project task responsibilities o Conduct an initial discussion of training (if applicable)  Place the equipment order and provide order status and delivery information to the customer  Schedule and manage VOX project resources
 Hold remote status calls with the customer and VOX project teams o Scope assumes a cadence of (1) regularly scheduled status call per week, with additional technical or breakout calls scheduled ad hoc as required. If additional weekly status calls are requested, additional charges may apply.  Coordinate project logistics between the customer and VOX  Perform Project Control activities to include:
o Managing the project plan
o Managing project risk
o Holding status meetings
o Reporting project status to the project teams
o Managing project change orders
o Validating the collected information and requirements from the customer o Managing the installation and configuration to include hardware, software, and services  Remotely plan and manage the project implementation
 Remotely plan and manage the project cutover activities. The VOX Project Manager will remotely manage the cutover activities and ensure that any issues that may arise are identified, documented, and addressed.  Provide status updates for first day of business support activities (if applicable)  Understand and comply with customer provided change management policies  Coordinate the handoff to VOX support (if applicable)  Schedule and conduct a project closure meeting with customer and VOX project teams VOX Deliverables- Project Management
In addition to the project tasks performed above, the following are the VOX deliverables associated with Standard Project Management services:
 Provide the customer with the appropriate technical requirements and data collection forms and once completed, review the collection forms for accuracy
 Provide the relevant project planning documentation to include:
o Project contact list
o Kickoff meeting agenda and minutes
o Detailed and mutually agreed upon project plan
o Status meeting agenda and minutes
o Training plan and schedule (if applicable)
o Solution and/or equipment test plans (if applicable)
 Provide the customer an equipment delivery schedule for any VOX provided equipment  Report any project changes which may impact the project schedule A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 9 of 36 Item 18
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PROPOSAL

PROFESSIONAL SERVICES SOW
 Provide the customer with a handoff package to include:
o Project description and summary
o “As-Built” diagrams (if applicable)
o Warranty and support information
o Post-install punch list (if applicable)
Customer Responsibilities - Project Management
The following are the customer responsibilities for Standard Project Management:
 Manage the collection of customer data using VOX provided data collection forms  Coordinate and ensure compliance with VOX provided technical requirements  Provide information and guidance on customer Change Management policies  Assist the VOX PM as necessary with scheduling and coordination of customer resources  Provide any VOX requested documentation or information necessary to adhere to the project schedule  Coordinate and provide any necessary access to customer systems  Attend all mutually agreed upon required project meetings (if applicable)  Coordinate all customer provided vendors, subcontractors, and LEC/Carrier interactions Site Not Ready
If operational functionality cannot be established because Customer’s responsibilities were not met or non-VOX vendors have not met their responsibilities (unless under an Agency Agreement), Customer may incur additional charges..

This includes, but is not limited to, issues that arise during the course of the project impacting the solution or impeding/delaying progress that are deemed to be due to CPE (Customer Premises Equipment such as network, carrier,server or other identified customer requirements). Upon VOX identification of such issues and request for customer action, if additional time and effortis requested of VOX to continue to troubleshoot the issue or repeat attempts at resolution, and it is finally confirmed to be a customer responsibility,time incurred to provide this additional troubleshooting, testing or research will be billable at current Time and Materials rates.

General Assumptions
 Resources from VOX Network Solutions, Inc. and/or its sub-contractors will be utilized, as needed, to provide a full scope of technical expertise. Additional charges to customer may apply for items not specifically provided for in this SOW.  VOX Network Solutions, Inc. is not responsible for the performance or quality of third-party vendors/contractorshired by customer.  Specific equipment purchased and Installation and Labor is listed in the attached Equipment Bill of Materials.  Requests for additional services beyond this Scope of Work require written approval by customer and acceptance by the VOX Network Solutions, Inc. Project Manager.
 If the project extends beyond the timeline specified in the Project Plan due to delays caused by parties other than VOX Network Solutions, Inc. and its business partners, additional charges may apply.  Engineering changes: Change orders made by customer after project initiation may affectthe agreed-upon project schedule and will A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 10 of 36 Item 18
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PROPOSAL

PROFESSIONAL SERVICES SOW
require a project review to determine impact and schedule requirements.

Customer Responsibilities
Implementation Access
 Provide remote access to all VOX configured elements as defined by the project team via VPN or other mutually agreed upon access methodologies to ensure persistent independent access is available to the project team throughout the project life cycle. o If persistent independent remote access is not provided, additional charges may apply to accommodate monitored/escorted access or other mean
 Coordinate and provide any necessary access to customer systems  Provide access to all installation locations and equipment being installed.

Data Gathering and Site Readiness
 Manage the collection of customer data using VOX provided data collection forms  Work with VOX when needed for discovery to program and implement the specified solution(s).  Provide all IP addressing and host names per provided planning forms for customer’s network.  Planning forms are to be completed and returned within 5 days of completed consultation.  Work with VOX to mutually develop test and communication plans to confirm functionality required per solution specified.  Customer to provide onsite resource(s) for turn-up and test of 3rd party application, unless VOX onsite resources are otherwise specified in this SOW.
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, will push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made.
 Coordinate and ensure compliance with VOX provided technical requirements  Provide any VOX requested documentation or information necessary to adhere to the project schedule  Provide proper site environment as defined in the product documentation.  Provide floor plans and cabling schematics for station installation, if scoped.  Ensure that the installation of network and dial circuits is complete.  Ensure that demarcation points can be connected to with the cables provided.  Provide Layer 1, 2 and 3 IP infrastructures all network connectivity unless provided by VOX under this agreement  For all VoIP devices, Customer to provide Cat 5 or better cabling to all endpoint/device locations and POE equipment as required if not provided by VOX under this agreement.
 Customer is responsible for implementing a Qualify of Service policy that will classify and prioritize voice packets for all VoIP applications and endpoints.

Project Management
 Provide information and guidance on customer Change Management policies  Provide a single point of contact (Customer PM Role) to align with VOX PM as necessary for scheduling and coordination of customer resources and overall project communication
 Attend all mutually agreed upon required project meetings (if applicable)  Coordinate all customer provided vendors, subcontractors, and LEC/Carrier interactions A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 11 of 36 Item 18
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PROPOSAL

PROFESSIONAL SERVICES SOW
 Provide an on-site contact to assist during installation.

Additional Equipment, Changes and Rearrangements
A duly authorized representative of Customer, upon acceptance thereof by VOX of a Job Change Order (JCO) may add additional equipment and or services to the contracted Bill of Materials and services SOW at the charges applicable upon execution. Such modification will state the location and the additional items of equipment and or services. In the event the Customer requests changes in the installation specifications, VOX reserves the right to adjust the contract price to correspond with the additions or modifications to or deletions from the amount of work to be performed. All such requests shall be made in writing by Customer to VOX, and VOX shall be entitled to amend the Schedule hereto to reflect these changes.

Out of scope services will be invoiced hourly at prevailing VOX T&M rates under the following schedule:
 Monday through Friday 8am to 5pm local time: Standard Hourly Rate  Monday through Friday 5pm to 8am local time and Saturdays: Overtime (1.5 x hourly rate)  Sunday work commencing after 6am local time and all work conducted on a holiday: Premium Time (2 x hourly rate) Cancellation and Delays
Delays:

Upon project initiation and kickoff,the VOX Project Manager or Coordinator will provide standard intervals for the scope of work deployment timeline. if customer requires compression of the standard intervals or expedite to meet specific dates, VOX reserves the right to assess an expedite fee via the Job Change Order process based on the type and nature of the expedite, resources and overtime required to meet dates, and other factorsto be defined.

Prolonged delays to the schedule may result in additional charges being applied. Examples of such delays include but are not limited to:
 If customer fails to meet agreed upon and scheduled deliverables per the project plan, and such delay impacts the project schedule requiring reassignment of resources or cancellation of work within 72 hours, delay fees will be assessed accordingly.  If scope or design changes via the Change Management process substantively impact the project scope and schedule, additional charges for such changes may be incorporated into the Change Order submitted for customer approval,  If project is placed on extended hold resulting in delays of longer than xxx, a project restart fee may be assessed due to changes in resource assignments, system update requirements, or need to re-initiate portions of the project, these charges may include, but are not limited to, a project restart fee of 10% of the professionalservices costs of the original project.

Cancellation:

An order once placed with and accepted by VOX can be cancelled only with the consent of VOX and upon terms, which will indemnify VOX against all loss, incurred as a result thereof. Cancellation feesof up to 25% of the selling price may apply to equipment purchases that are ordered but cancelled prior to installation.

Professional Services cancellation fees will be incurred once resources have been engaged on the project and result in billing of the greater amount of 25% of the Professional Services sales price, or the billable rate of the hours incurred to the point of cancellation.

In the event that Customer is in Default under this agreement, VOX may cancel or terminate any or all service(s) provided.

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PROPOSAL

PROFESSIONAL SERVICES SOW
Project Phasing:

Unless explicitly stated in the SOW above, project cutover support is assumed to occur in a single event. If additional cutover phases are requested or added during project planning, additional charges will apply and will be specified under the Job Change Order process.

Freeze Dates:

Freeze dates are jointly developed and agreed to by the customer and the VOX project team and incorporated into the project plan. Where freeze dates are applicable and documented in the project plan, the PM will provide written notification to the customer confirming entry into the freeze period. If changes are made by the customer after the freeze date, VOX will provide up to 4 hours for non-Contact Center related programming, and 8 hours for Contact Center related programming if applicable, to support changes. If the required changes involve more time than noted above, additional charges will apply via a Job Change Order (JCO).

APPLICATION DEPLOYMENT DETAIL
Communication Manager Platform Migration Upgrade
VOX deliverablesfor CM Migration Upgrade service:
 Review System Design and Upgrade Considerations
 Review, validate, download and apply license files on target platform  A freeze period of no less than 2 weeks will be established to migrate translations to new platform and test prior to cutover o Any changes made to system during freeze period by customer will be tracked by customer and input to the system by customer after cutover handoff, or may be input by VOX for an additional charge  Remotely download all migration programming
o Migration is assumed to be like for like carrying forward all existing station, trunk, routing and integrationsto new platform without modification unless required by target release, or specified in the Project Specific Scope of Work above  Conduct Solution Validation Testing for CM core functionality and integrated elements defined in scope  Handoff to customer for User Acceptance Testing (UAT) o TrackUAT reported issues and perform remediation
 Finalize Cutover Plan
 Certify System Readiness and conduct Go / No Go Cutover Meeting  Conduct cutover in phased manner defined during project planning bringing new new release level applications into production in groups per best practices, concluding with a final cutover phase moving users to fully programmed target platform via migration of gateways, TDM stations and trunking to upgraded CM core and execute cutover test plan  Work with customer to define new DHCP scope as required for upgraded core system o Customer to program DHCP,and initiate phone reboot via POE reset or other means to initiate IP/SIP phone registration to upgraded core
o VOX to validate phone registration completion via before and after registered endpoint validation o Customer to troubleshoot any IP/SIP phones previously registered that do not register to upgraded core  Certify system cutover completion
Survivable Processors:
 For in place upgrades, VOX will remotely upgrade the Survivable Processor during business hours A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 13 of 36 Item 18
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 For hardware migration upgrades, VOX will stage the new processor server,ship to site and provide onsite resources (if scoped) to swap out during business hours
 Failover testing:
o VOX will conduct failover testing for the quantity of survivable processors locations defined in the Project Specific Scope of Work. Based on the scope and design, a failover test may not be performed for every location. o For the scoped number of failover testing sites, VOX will work with customer to simulate (via network or other means) the unavailability of the core processor complex and validate Survivable Processor(s) perform as designed, and then revert system back to primary core and validate functionality
In Service/First Day of Business Support:
 VOX will provide remote and/or onsite resources with durations defined in the Project Specific Scope of Work  During project planning, integration with customer Help Desk process will be defined to validate trouble reporting workflow and issue tracking for remediation
Deliverables
 Fully programmed CM platform including dial plan, trunking and IP address schema Customer Responsibilities
 Provide remote access for all system programming via VPN or other persistently and independently available means throughout the project life cycle, or until VOX remote access via monitoring server (if scoped) provides for all required access  Participate in cutover planning sessions
 Mutually define UAT activities
 Conduct UAT and report issues to VOX project in a defined and consistent format Exclusions/Assumptions
 Above work to be performed during business hours unless overtime for cutover or other service affecting tasks is defined in Project Specific Scope of Work at top of this document.

Appliance Server Software Installation (Staging)
VOX deliverablesfor Appliance Server installation
For applications being deployed under this Professional Services Scope of Work on hardware servers purchased through VOX on this agreement, VOX will provide the following tasks for Appliance Server Software Installation (Staging):
 Verification of all hardware, software, documentation components delivered from the distributor A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 14 of 36 Item 18
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 Bench server hardware, POST and burn in, validate hardware health  Assign IP addressing and host names from VOX Data Gathering documentation completed by customer prior to onset of VMware staging activities
 Deploy OVA, OS and/or software packages as applicable  Activate Licensing as applicable
 Create Login accounts as defined during project planning for VOX and customer access  Box and ship to customer site per defined project schedule and shipping details  All non-service affecting work will be completed during regular business hours  Service affecting work will be completed after hours
 A working solution that meets design specifications and conformity to the TSS Customer Responsibilities for Appliance Server Software Installation  Provide a single point of contact
 Provide IP Address Workbook prior to equipment ordering  Provide adequate power based upon the manufacture’sspecifications  Provide Server Racks
 Provide staff to shadow the technician during deployment to understand backup procedures, patching, etc.

Exclusions/Assumptionsfor Appliance Server Software Installation  Above work to be performed during business hours
 Services above are not applicable to customer provided servers  Certificate Management
 3rd Party Certificates
Avaya G4x0 Gateway Staging and Installation
VOX deliverablesfor Avaya G4x0 Gateway Staging and installation:

System Preparation
 Unbox and bench test hardware and confirm no hardware defects  Assign IP addressing from VOX Data Gathering documentation completed by customer prior to staging activities.  Download and apply firmware for the gateway and media modules. o Firmware will be loaded at most current GA levels at time of staging unless otherwise specified during project planning. o Any subsequent firmware updates requested to system prior to cutover and handoff to support are subject to additional charges unless verified to remediate a known and present issue  TestMGC list
 Ship to customer site
 Provide onsite technician for rack and stack installation in customer provided rack and connect to customer provided power and network
 Validate registration to Aura core
 Cable out TDM cards per design scope to customer provided wallfield/patch panel (or if provided by VOX, to VOX installed and provided wallfield/patch panel)
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
Deliverablesfor Gateway Staging
 All non-service affecting work will be completed during regular business hours  Service affecting work will be completed after hours
 A working solution that meets design specifications and conformity to the TSS Customer Responsibilities for Gateway Staging and Installation  Provide IP Address Workbook prior to equipment ordering  Provide adequate power based upon manufacture’sspecifications  Disposition of any disconnected equipment
 Provide patch panels or wall field with properly labeled toned and tested cable runs  Customer is responsible for station wiring and data rack space Application Enablement Services (AES) - Single Server
VOX deliverablesfor AES Single Server install:
 VOX to work with customer to configure AES for 3rd party application connecting with it. o Work to configure security DB (SDB) for extensions if necessary. o CTI full access configured b default
o One CTI user configured by default
o Basic TSAPI and DMCC configuration assumed unless other integration type is specified elsewhere in this proposal. o VOX to configure monitoring stations and CTI links
 Testingwith access with 3rd party application
o Checking for monitored stations, hunt groups, VDNs
o Checking connectivity with CTI user
o Checking station and protocol access
This statement of work is for implementation of the solution as specified. Manufacturer changes in software versions and hardware between SOW approval date and completion of the project are not covered in this statement of work.

Customer Deliverablesfor AES Single Server install:
 Work with VOX to assist in coordination between 3rd party system engineers, staff,and VOX resources  Provide test plan to confirm functionality required per solution specified  Customer is responsible for settingsfiles after post-cut testing (per customer’stest plan)  Planning form to be completed and returned within 5 days of completed consultation  Customer to provide onsite resource(s) for turn-up and test of 3rd party application, unless VOX onsite resources are otherwise specified in this SOW
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, may push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made
Assumptions for AES Single Server install:

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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
Newly requested items or features not included in this statement of work may be addressed via job change order or new project  See Assumptions Section in Customer Provided VMware section of this SOW for related exclusions/assumptions  Installation is for AES single Server only.No administration on 3rd party application included.  Required customer participants are made available when requested  All work is provided remotely unless specified otherwise in this SOW  AES Certificate to use SMGR CA at install
Exclusions for AES Single Server install:
 3rd Party Application Implementation and Administration  High Availability (Clustering)
 3rd Party Certificates
 Multi-Site AES HA
AADS single server / Utility Services Implementation for single SSO, auto-config, AD VOX deliverablesfor AADS single server / Utility Services Installation for single SSO, auto-config, AD:
 Work with customer to understand LDAP requirements
o Active Directory (AD) assumed
o Service account
o Security Groups (3 minimum)
o Base DN
o DNS HA for Domain Controllers
o E.164 Formatted Phone numbers (TelephoneNumber Field minimum)  Work with Customer to configure Auto-Configuration for IX Workplace for Windows, MAC, iOS, Android. Management setup on AADS only,this is not work to deploy Mobility apps.
 Testwith IX Workplace (Auto-Configuration, SSO, Contact List) Testing for management connection for AADS only,this is not work to deploy Mobility apps.
o Testup to 5 Softphone devices total (PC, Mac, iOS, Android) o Testinternal network
o Testexternal network (Through SBC when applicable)
 VOX to work with customer to create 46xxSettings.txt file and validate firmware o Work to place 46xxSettings.txt file on Utility Service o Place agreed-upon firmware in Utility Services
 Testingwith Hard phones, Softphones (if applicable) - up to 5 endpoints o All firmware to be at compatible release prior to testing o AADS-supported phone models only
o NON-AADS supported phone models tested on AADS Utility server or HTTP/HTTPS server o Testingmore than 5 endpoints can be added via change order  VOX to provide up to 2 hours knowledge transferfor administration of:
o 46xx Settingsfile, Auto-Configuration
o Utility Services admin interface
o AADS admin interface
o Basic Troubleshooting of AADS/Utility Services
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
o System Manager interaction with AADS/Utility Services This statement of work is for implementation of the solution as specified. Manufacturer changes in software versions and hardware between SOW approval date and completion of the project are not covered in this statement of work.

Customer Deliverablesfor AADS single server / Utility Services Installation for single SSO, auto-config, AD:
 DHCP administration
o DHCP scope(s) for phones/PCs
o Option 242 for voice and data VLANs – create or modify for hard phones  Make changes necessary to Active Directory services needed for solution implementation  Work with VOX to create desired 46xxSettingsfiles
 Provide test plan to confirm functionality required per solution specified  Customer is responsible for settingsfiles after post-cut testing (per customer’stest plan)  Planning form to be completed and returned within 5 days of completed consultation  Customer to provide onsite resource(s) for turn-up and test of phones (if applicable), unless VOX onsite resources are otherwise specified in this SOW
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, will push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made
 Network latency between Avaya Aura® Device Services and the LDAP sever must be less than 75 milliseconds at all times Assumptions for AADS single server / Utility Services Installation for single SSO, auto-config, AD:

Newly requested items or features not included in this statement of work may be addressed via job change order or new project  See Assumptions Section in Customer Provided VMware section of this SOW for related exclusions/assumptions  Installation is for AADS and Utility Server Functionality  Required customer participants are made available when requested  All work is provided remotely unless specified otherwise in this SOW Exclusions for AADS single server / Utility Services Installation for single SSO, auto-config, AD:
 Screen Saver files, Wallpaper images, Ringtone files are not included in base deployment  High Availability (Clustering)
 SAML
 Open LDAP
 Certificate Management
 3rd Party Certificates
System Manager Single Server and Session Manager
VOX Deliverablesfor Single Server System Manager- Session Manager using Avaya SMGR certificates:
 Perform discovery of deployment and administration data, and Avaya Systems in place  Work with Customer to configure network parameters
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 VOX to implement required patches and updates
 VOX to install required licenses for SMGR and SM servers This statement of work is for implementation of the solution as specified. Manufacturer changes in software versions and hardware between SOW approval date and completion of the project are not covered in this statement of work.

Customer Deliverablesfor Single Server System Manager- Session Manager using Avaya SMGR certificates  Provide Remote Access method
 Work with VOX when needed for discovery to program and implement the specified solution  QOS discovery and maintenance for VOIP solutions
 Network latency between all Avaya servers must be less than, 5 milliseconds at all times  Ensure NTP servers must have less than 5 strata drift  Entries for all Avaya servers required on private DNS  Work to mediate between application engineers not provided directly by VOX  Provide test plan to confirm functionality required per solution specified  Planning form to be completed and returned within 5 days of completed consultation  Customer to provide onsite resource(s) for turn-up and test of SIP phones (unless otherwise specified – VOX onsite resource(s) - in this SOW when applicable
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, will push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made
 Network latency between SMGR and the LDAP sever must be always less than 75 milliseconds  Customer to administer required service accounts, phone numbers, etc.. within the LDAP server for SMGR LDAP integration. Should LDAP integration be a requirement, a new job change order (JCO)/SOW for LDAP integration will be required.

Assumptions for Single Server System Manager- Session Manager using Avaya SMGR certificates:

Newly requested items or features not included in this statement of work may be addressed via job change order (JCO) or new project and SOW
 See Assumptions Section from Customer Provided VMware for exclusions/assumptions  Installation is for SMGR/SM install only
 Required customer participants made available when requested  All work is provided remotely unless specified otherwise in this SOW Exclusions for Single Server System Manager- Session Manager using Avaya SMGR certificates:
 High Availability (Clustering)
 SAML
 Open LDAP
 Active Directory integration
 Certificate Management
 3rd Party Certificates
 Entities and CM integration
 Building of entities beyond Session Manager
 Entity Links
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 Integrationsto other servers
Avaya Messaging HA Basic
The HA system requires 3 virtual or hardware servers.

Notes: No Fax, No Speech, No TTS, up to 1020 users.
(1) Consolidated server,(1) Primary Voice/License server,(1) Secondary Voice Server It can be expanded with additional Secondary Voice Servers. It cannot have less that the 3 servers as shown above. All servers must be built, and the software installed at the same time. The Avaya Messaging license must be ready and accessible in order to install the Avaya Messaging software.

TTS and Fax are options. Any item not specifically listed and defined is not included. The functions and features of the Basic and Advanced user license are subject to change.

VOX Deliverablesfor Avaya Messaging Basic HA 3 Server System, Dual Subnet/Dual Site Avaya Messaging Installation:
 Work with Customer to determine OS and Server requirements  Work with Customer to review and complete Avaya Messaging Planning Form  Work with Customer to review and agree upon Avaya Messaging Features and Functions included in implementation  Work with Customer to determine additional software required. Examples:
o .Net4.7.2
o Admin application password reset tools
o Other Avaya developer tools
 Work with Customer to determine and configure network configuration for Avaya Messaging Server  Determine location of WebLM for Avaya Messaging license  Load license on SMG/WebLM
 Work with Customer to confirm remote access to Avaya Messaging server (VPN Required)  Work with Customer to confirm Avaya Messaging server and OS specifications  Work with Customer to confirm UAC is disabled
 Work with Customer to confirm that antivirus is disabled  Work with Customer to determine if Avaya Messaging server is joined to domain  Work with Customer to determine if AD “Service Account” is configured and member of local Admin Group on Avaya Messaging server
 Configure Server OS Roles and Features
 Work with Customer to install exe files. Options are:
o VOX deploys, via web session with customer’s VMWare admin o Customer provides VPN access to Avaya Messaging server and VOX deploys exe via RDP  Configure Avaya Messaging basic parameters
 Configure Avaya Messaging SIP integration
 Work with Customer to test basic SIP integration features  Work with Customer to determine configuration of test users Feature Groups and Mailboxes  Work with Customer to add test user group to Avaya Messaging  Provide Customer with Avaya produced user guide
 VOX provided knowledge transferfor administration of Avaya Messaging This statement of work is for implementation of the solution as specified. Manufacturer changes in software versions and hardware between A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 20 of 36 Item 18
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
SOW approval date and completion of the project are not covered in this statement of work.

Customer Deliverablesfor Avaya Messaging Basic HA 3 Server System, Dual Subnet/Dual Site:
 Provide Approved Remote Access method via RDP (Required)  VPN access that is compatible with the Avaya Provision Tool is required  Return completed Avaya Messaging Planning Form to VOX  Provide and build approved OS and Servers for Avaya Messaging  Add servers to Customer’s domain
 Provide AD “Service Account” for Avaya Messaging
 Add AD Service Account to local Admins Group on Avaya Messaging Servers  Disable UAC on Avaya Messaging servers (Required during installation and testing)  Disable Antivirus per Avaya Messaging design requirements  Work with VOX when needed for discovery to program and implement the specified solution  DHCP administration
 Attend Avaya Messaging KT
 Provide input from test user group
 Work with VOX to review and modify User, System, and Feature Group parameters  Provide Avaya Messaging User Database in CSV or other compatible format o Usually requires First and Last Name
o Extension number(s)
o Email address(es)
o Feature Group
o Personal operator
 Meet network latency requirements for Avaya Messaging  Ensure NTP servers must have less than 5 strata drift  Entries for all Avaya servers required on private DNS  Public access for specific services requires public DNS entries  VOX to provide high-level consultation only
 Provide test plan to confirm functionality required per solution specified  Customer to provide onsite resource(s) for turn-up and test of Avaya Messaging (unless otherwise specified – VOX onsite resource(s) - in this SOW when applicable
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, will push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made.

Assumptions for Avaya Messaging Basic HA 3 Server System, Dual Subnet/Dual Site:

Newly requested items or features not included in this statement of work may be addressed via job change order or new project  See Assumptions Section from Customer Provided VMware for exclusions/assumptions  Installation is for a 3 server Basic HA Avaya Messaging system consisting of the 3 servers described above  Required customer participants made available when requested  All work is provided remotely unless specified otherwise in this SOW  Customer to provide OS and Virtual/Hardware Servers based on Avaya Messaging server requirements A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 21 of 36 Item 18
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
Exclusions for Avaya Messaging Basic HA 3 Server System, Dual Subnet/Dual Site:
 MS Active Directory Integration
 Certificate Management
 3rd Party Certificates
 Fax
 TTS
 Speech features
 User Web Interface
 User Password Self-Service Reset
 Server redundancy
Avaya Messaging Email Integration
Avaya Messaging Advanced Email Integration: Exchange, O365 Notes: This option adds the ability to integrate voicemail and email. The email will include a copy of the voicemail recording. When a voicemail message is read or deleted from either the email client or the Avaya Messaging telephone interface it is marked as read or deleted and the message light will be extinguished. As of the current software release 11, this feature requires an Advanced user license.

Control of the message via the Email Integration is controlled via communications between the Avaya Messaging Consolidated Server and the Email System. This requires that Consolidated server can communicate with the email system. The type of email determines the communication and security requirements. The Customer is responsible to DNS, certificates, IP addresses, routing, account configuration, etc.

Only Avaya documented configurations will be implemented and supported.

The Avaya Messaging will require special permissions in the Customer’s environment to work as designed.

VOX Avaya Messaging Advanced Email Integration: Exchange, O365  Each type of email has specific requirements for integration  This SOW only includes a single email integration with a single Domain  Customer is responsible to configuring and allowing this required network traffic  The Avaya Messaging system must be installed and messaging features working.  Work with Customer to review and agree upon Avaya Messaging Email Integration Features and Functions included in implementation.
 Work with Customer to determine additional software required.  Work with Customer to determine and configure network configuration for Avaya Messaging Server email integration  Work with Customer to confirm remote access to Avaya Messaging server  Work with Customer to confirm Avaya Messaging server and OS specifications  Work with Customer to confirm UAC is disabled
 Work with Customer to confirm that antivirus is disabled  Configure Avaya Messaging basic Email Integration parameters  Work with Customer to test basic Email Integration features A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 22 of 36 Item 18
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 Work with Customer to determine configuration of test users Feature Groups and Mailboxes  Work with Customer to add a test user group to Avaya Messaging  Provide Customer with Avaya produced user guide
 VOX provided knowledge transferfor administration Avaya Messaging This statement of work is for implementation of the solution as specified. Manufacturer changes in software versions and hardware between SOW approval date and completion of the project are not covered in this statement of work.

Customer Deliverables: Avaya Messaging Advanced Email Integration: Exchange, O365  Provide Approved Remote Access method via RDP
 VPN access that is compatible with the Avaya Provision Tool is required  Return completed Avaya Messaging Planning Form to VOX  Provide Email Integration information
 Add accounts and applications as required for Avaya Messaging Email Integration  Disable UAC on Avaya Messaging server
 Disable Antivirus per Avaya Messaging design requirements  Work with VOX when needed for discovery to program and implement the specified solution  Attend Avaya Messaging KT
 Provide input from test user group
 Work with VOX to review and modify User, System, and Feature Group parameters  Provide Avaya Messaging User Database in CSV or another compatible format o Usually requires First and Last Name
o Extension number(s)
o Email address(es)
 Customer is responsible for Email Integration including o Correct licenses and plans
o Administrative, Web, and PowerShell access
o Application registrations, permissions, and delegated permissions as required based on Avaya documentation o Special account(s) and permissions as required based on Avaya documentation o Special blocking or restriction considerations. Example: Sending to Distribution List  Customer to provide DNS, SMTP,Certificates, IP addresses, etc.  Provide test plan to confirm functionality required per solution specified  Customer to provide onsite resource(s) for turn-up and test of Avaya Messaging Email Integration (unless otherwise specified – VOX onsite resource(s) - in this SOW when applicable.
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, will push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made
Avaya Messaging Advanced Email Integration: Exchange, O365 Newly requested items or features not included in this statement of work may be addressed via job change order or new project  Customer is responsible for all network, Exchange, O365, Gmail, etc. changes required to allow and route from the Avaya Messaging and to its destinations.
 Required customer participants made available when requested  All work is provided remotely unless specified otherwise in this SOW A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 23 of 36 Item 18
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PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 Avaya Messaging does not allow for modification of the header or body of the email notification.

Exclusions for Avaya Messaging Advanced Email Integration: Exchange, O365  MS Active Directory Integration
 Certificate Management
 3rd Party Certificates
Enhanced Migration of data from AAM to Avaya Messaging
Additional assumptions:
 Customer will allow VOX to connect a provided Provision laptop to network that has access to the AAM (MSS Store – not Exchange Store) and Avaya Messaging systems. VOX to provide Provision software.  Provision laptop will have access to the internet
 This is for 1 migration event
 During this time we will test migrations in our lab to find out any caveats with the product o Caveats might be: PW migration limits, Auto Attendants, only primary greetings are migrated VOX Will:
 VOX to migrate data from AAM to Avaya Messaging using advanced provision software. o Use of Provision will require the ability to have a high-speed connection from an VOX laptop connected to the Customer’s network to each system.
o Customer will allow VOX to connect VOX provided Provision laptop to network that has access to the Avaya Messaging to AAM systems.
o Here is a list of items that will migrate: names, messages, passwords and personal operators.

ASBCE Base Deployment
ASBCE Base Deployment Standalone:

VOX to provide the following tasks for a Standalone ASBCE:
 Provide OVA files for deployment
 Generate and install Avaya Product License Delivery System license file  Perform installation of Session Boarder Controllers connect to LAN  Perform installation of Element Management System server (if required for Front end Back end deployment.) Customer Deliverables:
 Customer network resources to be available to assist in an on call basis A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 24 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 28 Packet Pg. 252 of 911

PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 Provide current topology maps of WAN and LAN infrastructure  IP addressing for SBC public, private and management networks  Ensure NTP servers must have less than 5 strata drift  Entries for all Avaya servers required on private DNS  Public access for specific services requires public DNS entries  VOX to provide high-level consultation only
 Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, will push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made
 Network latency between Avaya Aura Session Manager severs must be less than 75 milliseconds at all times Assumptions:
 Upgrade of existing Core ASBCE and performing a backup/restore of current programming Breeze + Presence
VOX Deliverablesfor Breeze + Presence Installation:

Breeze Platform
 Perform discovery of deployment and administration data, and Avaya Systems in place (if applicable)  Consult with customer to complete VOX Planning Form
 Require Customer Participants
o Network Admin
o Security Admin
o DNS Admin
o VMWare Admin
 Schedule Implementation and Administration
 Patch and integrate servers to supported releases based on environment IM and Presence Snap-in
 Verify that implementation prerequisites have been met (refer to TSS)  SBC installation and configuration required for Remote Workers(configuration not included in this SOW) o SBC Presence administration included (SBC must already be in place)  Work with customer to configure Zang account with IM Apple push notifications  Configure inventory elements, Presence Domain, Users, etc… in SMGR (up to 100 users)  TestImplementation and admin – including backup/restore  Provide entries for 46xxsettings.txt for AADS dynamic configuration, as needed, in relation to IM/Presence  VOX to provide up to 4 hours knowledge transferfor administration for topics including:
o Breeze
o Presence Snap-in
o Basic troubleshooting
o SIP Communication profiles
This statement of work is for implementation of the solution as specified. Manufacturer changes in software versions and hardware between SOW approval date and completion of the project are not covered in this statement of work.

Customer Deliverablesfor Basic Presence Installation:

A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 25 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 29 Packet Pg. 253 of 911

PROPOSAL

APPLICATION DEPLOYMENT DETAIL
 Provide Remote Access method
 Work with VOX when needed for discovery to program and implement the specified solution  Ensure NTP servers have less than 5 strata drift
 Entries for all Avaya servers required on private DNS o VOX to advise on specific recordsrequired for Breeze and cluster  Public access for specific services requires public DNS entries o VOX to provide high-level consultation only
 Provide test plan to confirm functionality required per solution specified  Customer is responsible for settingsfiles after post-cut testing (per customer’stest plan)  Planning form to be completed and returned within 5 days of completed consultation  Customer to provide onsite resource(s) for turn-up and test of phones (if applicable), unless VOX onsite resources are otherwise specified in this SOW
 Responsible for Network routing and firewall configurations needed (VOX to provide documentation on ports and requirements)  Changes to customer network or environment which were not part of discovery and planning for the project, and which cause delays in implementation, may push out dates and cut dates/times respectively.Additional charges may apply to accommodate unplanned changes made
Assumptions for Basic Presence Installation:

Newly requested items or features not included in this statement of work may be addressed via job change order or new project  See Assumptions Section in Customer Provided VMware section of this SOW for related exclusions/assumptions  Installation is for a single Breeze server, cluster, and site for use with IX Workplace Attendant Snap-in/Client and integrated with a single Avaya Aura Media Server
o A dedicated Avaya Media Server is required for this deployment, included in this SOW section  Breeze will be installed in environment with releases of software supported by Avaya on servers with approved specifications  Required customer participants are made available when requested  All work is provided remotely unless specified otherwise in this SOW Exclusions for Basic Presence Installation:
 IX Workplace Client installation and setup
 Public Certificate Management
 SMGR LDAP integration (recommended)
A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 26 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 30 Packet Pg. 254 of 911

PROPOSAL
AVAYA UPGRADE & 3YR SUBSCRIPTION
Prepared by: Prepared for: Quote Information:

VOX Network Solutions City of Palo Alto Quote #: 033247 Tonja Marcus
(650) 989-1054
[email protected]
Palo Alto, CA 94301
SJ Park
[email protected]
Version: 10
Delivery Date: 02/08/2023
Expiration Date: 03/31/2023

AVAYA - HARDWARE / SOFTWARE
Description Price Qty Ext. Price
412786 S8300 R10.X ESXI R7.X LIC:DS $0.00 1 $0.00
412787 S8300E UPGRADE TO AVAYA AURA R10.X - ESXI R7.x LIC:CU $0.00 1 $0.00 405362641 POWER CORD USA $12.57 2 $25.14
700514264 ASP 110 DELL R640 SERVER PROFILE 3 WITH SESSION BORDER CONTROL $8,580.55 1 $8,580.55 405362641 POWER CORD USA $12.57 4 $50.28
413031 ASP 130 R5 ESXI R7.X LIC:DS $0.00 2 $0.00
700515842 ASP 130 R5 VMW7 DELL R640 SERVER P2 BUNDLE $8,087.14 1 $8,087.14 700515845 ASP 130 R5 VMW7 DELL R640 SERVER P5 BUNDLE $20,691.43 1 $20,691.43 700406416 CABLE ASSEMBLY B25A 25 FEET RHS $25.15 6 $150.90 381276 APPLIANCE VIRTUAL PLTFRM R7+ SINGLE CPU EMBEDDED SERVER LIC:SR
$200.00 1 $200.00
405362641 POWER CORD USA $12.57 2 $25.14
700394703 MM716 ANALOG MEDIA MODULE 24 FXS RHS $2,300.00 6 $13,800.00 700506955 G450 MP160 MEDIA GATEWAY $8,069.63 1 $8,069.63 700507394 G450 R2 POWER SUPPLY $683.33 1 $683.33
405362641 POWER CORD USA $12.57 2 $25.14
413031 ASP 130 R5 ESXI R7.X LIC:DS $0.00 1 $0.00
A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 27 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 31 Packet Pg. 255 of 911

PROPOSAL

AVAYA - HARDWARE / SOFTWARE
Description Price Qty Ext. Price
700515843 ASP 130 R5 VMW7 DELL R640 SERVER P3 BUNDLE $9,767.18 1 $9,767.18 700515840 S8300E PRELOADED TAA $2,733.33 1 $2,733.33
Subtotal: $72,889.19

CALERO SOFTWARE
Description Price Qty Ext. Price
BNI250 Increment of 250 extensions on any base model size $2,556.67 1 $2,556.67 Subtotal: $2,556.67
TELSTRAT SUPPORT - 3YR PRE-PAY
Description Price Qty Ext. Price
MAINT-ENG-REC01RECORDING - LIABILITY RECORDING 3 YR PP $196.88 42 $8,268.96 MAINT-ENG-10 RECORDING - CONCURRENT LICENSE 3 YR PP $160.31 8 $1,282.48 Subtotal: $9,551.44
XIMA SUPPORT - 3YR PRE-PAY
Description Price Qty Ext. Price
XC-8X5-R STANDARD XIMA CARE SUPPORT CONTRACT 3YR PP $800.00 3 $2,400.00 Subtotal: $2,400.00
AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 1 OF 3 YEAR
TERM
Description Recurring Qty Ext. Recurring
405416 UC BASIC LICENSE FIXED SUBS ADJ LP $54.00 45 $2,430.00 405416 UC BASIC LICENSE FIXED SUBS ADJ LP $26.40 207 $5,464.80 A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 28 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 32 Packet Pg. 256 of 911

PROPOSAL
AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 1 OF 3 YEAR
TERM
Description Recurring Qty Ext. Recurring
405418 UC CORE LICENSE FIXED SUBS ADJ LP $38.85 1184 $45,998.40 408030 3RD PARTY CTI LICENSE FIXED SUBS ADJ LP $2.74 164 $449.36 Annual Subtotal: $54,342.56
AVAYA SA SUPPORT - 1 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
284959J SA PREFER SUPT CO-DEL AVAYA DIAGONSTIC SRVR SAL GATEWAY OVA $0.00 1 $0.00 284962 UPGRADE ADVANTAGE AVAYA DIAGONSTIC SERVER SLA MON OVA $0.00 1 $0.00 352445J SA PREFER SUPT CO-DEL UPG SM R10 TRACKING $0.00 1 $0.00 352441J SA PREFER SUPT CO-DEL UPG AES R10 TRACKING $0.00 1 $0.00 352444J SA PREFER SUPT CO-DEL UPG SBC R10 TRACKING $0.00 1 $0.00 284961J SA PREFER SUPT CO-DEL AVAYA DIAGONSTIC SERVER SLA MON OVA $0.00 1 $0.00 352504J SA PREFER SUPT CO-DEL S8300E R10.X ESXI R7.X 3YR AN PREPD $298.80 1 $298.80 352504J SA PREFER SUPT CO-DEL S8300E R10.X ESXI R7.X 3YR AN PREPD $298.80 1 $298.80 352510J SA PREFER SUPT CO-DEL ASP 130 R5 ESXI R7.X 3YR AN PREPD $262.95 2 $525.90 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,188.00 1 $1,188.00 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,188.00 1 $1,188.00 256196 SA ON-SITE 24X7 SUPT APPL LARGE SRV R2-D 3YR AN PREPD $2,376.00 1 $2,376.00 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 293650J SA PREFER SUPT CO-DEL AAVP R7 SINGLE CPU EMBD SRV 3YR AN PREPD $43.05 1 $43.05 293656 UPGRADE ADVANTAGE AAVP R7 SINGLE CPU EMBD SRV 3YR AN PREPD $0.00 1 $0.00 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 352510J SA PREFER SUPT CO-DEL ASP 130 R5 ESXI R7.X 3YR AN PREPD $271.43 1 $271.43 A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 29 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 33 Packet Pg. 257 of 911

PROPOSAL
AVAYA SA SUPPORT - 1 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
230194 SA ON-SITE 24X7 SUPT CM MEDIUM GATEWAY 3YR AN PREPD $817.55 1 $817.55 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 Annual Subtotal: $8,233.85
MANAGED SERVICES SUPPORT - 1 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
VX-VMSGP21321VOX MANAGED SERVICES - ANNUAL $25,590.86 1 $25,590.86 Annual Subtotal: $25,590.86
AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 2 OF 3 YEAR
TERM
Description Recurring Price Qty Ext. Recurring Ext. Price 405416 UC BASIC LICENSE FIXED SUBS ADJ LP $54.00 $0.00 45 $2,430.00 $0.00 405416 UC BASIC LICENSE FIXED SUBS ADJ LP $26.40 $0.00 207 $5,464.80 $0.00 405418 UC CORE LICENSE FIXED SUBS ADJ LP $38.85 $0.00 1184 $45,998.40 $0.00 408030 3RD PARTY CTI LICENSE FIXED SUBS ADJ
LP
$2.74 $0.00 164 $449.36 $0.00
Annual Subtotal: $54,342.56
Subtotal: $0.00
AVAYA SA SUPPORT - 2 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
284959J SA PREFER SUPT CO-DEL AVAYA DIAGONSTIC SRVR SAL GATEWAY OVA $0.00 1 $0.00 284962 UPGRADE ADVANTAGE AVAYA DIAGONSTIC SERVER SLA MON OVA $0.00 1 $0.00 A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 30 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 34 Packet Pg. 258 of 911

PROPOSAL
AVAYA SA SUPPORT - 2 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
352445J SA PREFER SUPT CO-DEL UPG SM R10 TRACKING $0.00 1 $0.00 352441J SA PREFER SUPT CO-DEL UPG AES R10 TRACKING $0.00 1 $0.00 352444J SA PREFER SUPT CO-DEL UPG SBC R10 TRACKING $0.00 1 $0.00 284961J SA PREFER SUPT CO-DEL AVAYA DIAGONSTIC SERVER SLA MON OVA $0.00 1 $0.00 352504J SA PREFER SUPT CO-DEL S8300E R10.X ESXI R7.X 3YR AN PREPD $298.80 1 $298.80 352504J SA PREFER SUPT CO-DEL S8300E R10.X ESXI R7.X 3YR AN PREPD $298.80 1 $298.80 352510J SA PREFER SUPT CO-DEL ASP 130 R5 ESXI R7.X 3YR AN PREPD $271.43 2 $542.86 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 256196 SA ON-SITE 24X7 SUPT APPL LARGE SRV R2-D 3YR AN PREPD $2,452.65 1 $2,452.65 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 293650J SA PREFER SUPT CO-DEL AAVP R7 SINGLE CPU EMBD SRV 3YR AN PREPD $44.44 1 $44.44 293656 UPGRADE ADVANTAGE AAVP R7 SINGLE CPU EMBD SRV 3YR AN PREPD $0.00 1 $0.00 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 352510J SA PREFER SUPT CO-DEL ASP 130 R5 ESXI R7.X 3YR AN PREPD $271.43 1 $271.43 230194 SA ON-SITE 24X7 SUPT CM MEDIUM GATEWAY 3YR AN PREPD $817.55 1 $817.55 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 Annual Subtotal: $8,405.49
MANAGED SERVICES SUPPORT - 2 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
VX-VMSGP21321VOX MANAGED SERVICES - ANNUAL $25,590.86 1 $25,590.86 A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 31 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 35 Packet Pg. 259 of 911

PROPOSAL
MANAGED SERVICES SUPPORT - 2 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
Annual Subtotal: $25,590.86
AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 3 OF 3 YEAR
TERM
Description Recurring Qty Ext. Recurring
405416 UC BASIC LICENSE FIXED SUBS ADJ LP $54.00 45 $2,430.00 405416 UC BASIC LICENSE FIXED SUBS ADJ LP $26.40 207 $5,464.80 405418 UC CORE LICENSE FIXED SUBS ADJ LP $38.85 1184 $45,998.40 408030 3RD PARTY CTI LICENSE FIXED SUBS ADJ LP $2.74 164 $449.36 Annual Subtotal: $54,342.56
AVAYA SA SUPPORT - 3 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
284959J SA PREFER SUPT CO-DEL AVAYA DIAGONSTIC SRVR SAL GATEWAY OVA $0.00 1 $0.00 284962 UPGRADE ADVANTAGE AVAYA DIAGONSTIC SERVER SLA MON OVA $0.00 1 $0.00 352445J SA PREFER SUPT CO-DEL UPG SM R10 TRACKING $0.00 1 $0.00 352441J SA PREFER SUPT CO-DEL UPG AES R10 TRACKING $0.00 1 $0.00 352444J SA PREFER SUPT CO-DEL UPG SBC R10 TRACKING $0.00 1 $0.00 284961J SA PREFER SUPT CO-DEL AVAYA DIAGONSTIC SERVER SLA MON OVA $0.00 1 $0.00 352504J SA PREFER SUPT CO-DEL S8300E R10.X ESXI R7.X 3YR AN PREPD $298.80 1 $298.80 352504J SA PREFER SUPT CO-DEL S8300E R10.X ESXI R7.X 3YR AN PREPD $298.80 1 $298.80 352510J SA PREFER SUPT CO-DEL ASP 130 R5 ESXI R7.X 3YR AN PREPD $271.43 2 $542.86 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 32 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 36 Packet Pg. 260 of 911

PROPOSAL
AVAYA SA SUPPORT - 3 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
256196 SA ON-SITE 24X7 SUPT APPL LARGE SRV R2-D 3YR AN PREPD $2,452.65 1 $2,452.65 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 293650J SA PREFER SUPT CO-DEL AAVP R7 SINGLE CPU EMBD SRV 3YR AN PREPD $44.44 1 $44.44 293656 UPGRADE ADVANTAGE AAVP R7 SINGLE CPU EMBD SRV 3YR AN PREPD $0.00 1 $0.00 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 352510J SA PREFER SUPT CO-DEL ASP 130 R5 ESXI R7.X 3YR AN PREPD $271.43 1 $271.43 230194 SA ON-SITE 24X7 SUPT CM MEDIUM GATEWAY 3YR AN PREPD $817.55 1 $817.55 255853 SA ON-SITE 24X7 SUPT APPL MEDIUM SRV R2-D 3YR AN PREPD $1,226.32 1 $1,226.32 352341J SUPT ADV PREFERRED CO-DELIVERY REMOTE SITE TRACKING AURA R10 $0.00 1 $0.00 Annual Subtotal: $8,405.49
MANAGED SERVICES SUPPORT - YEAR 3 OF 3 YEAR TERM
Description Recurring Qty Ext. Recurring
VX-VMSGP21321VOX MANAGED SERVICES - ANNUAL $25,590.86 1 $25,590.86 Annual Subtotal: $25,590.86

PROFESSIONAL SERVICES
Description Price Qty Ext. Price
VX-VPS-GP21321 Professional Services $85,237.266 1 $85,237.266 VX-VPS-PL8999 PROJECT-NCPA Pricing $12,515.00 1 $12,515.00 Subtotal: $97,752.27
A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 33 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 37 Packet Pg. 261 of 911

PROPOSAL

SUMMARY
Description Recurring One-Time
AVAYA - HARDWARE / SOFTWARE $0.00 $72,889.19
CALERO SOFTWARE $0.00 $2,556.67
TELSTRAT SUPPORT - 3YR PRE-PAY $0.00 $9,551.44
XIMA SUPPORT - 3YR PRE-PAY $0.00 $2,400.00
AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 1 OF 3 YEAR TERM $54,342.56 $0.00 AVAYA SA SUPPORT - 1 OF 3 YEAR TERM $8,233.85 $0.00
MANAGED SERVICES SUPPORT - 1 OF 3 YEAR TERM $25,590.86 $0.00 AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 2 OF 3 YEAR TERM $54,342.56 $0.00 AVAYA SA SUPPORT - 2 OF 3 YEAR TERM $8,405.49 $0.00
MANAGED SERVICES SUPPORT - 2 OF 3 YEAR TERM $25,590.86 $0.00 AVAYA ONECLOUD SUBSCRIPTION ANNUAL - 3 OF 3 YEAR TERM $54,342.56 $0.00 AVAYA SA SUPPORT - 3 OF 3 YEAR TERM $8,405.49 $0.00
MANAGED SERVICES SUPPORT - YEAR 3 OF 3 YEAR TERM $25,590.86 $0.00 PROFESSIONAL SERVICES $0.00 $97,752.27
Subtotal: $264,845.09 $185,149.57
Shipping: $5,388.61
Total: $264,845.09 $190,538.18
Project Total: $455,383.27
VOX Network Solutions City of Palo Alto
Signature:

Name:

Title:

Date: 02/08/2023
Signature:

Name:

Date:

PAYMENT TERMS
A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 34 of 36 Item 18
Attachment A - Contract
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Item 18: Staff Report Pg. 38 Packet Pg. 262 of 911

PROPOSAL

PAYMENT TERMS
Avaya Subscription Terms
Avaya Subscription TerminationPolicy
The Customer may terminate a subscription in its entirety during the Subscription License Termupon thirty (30) days’ written notice subject to termination fees equal to 50% of the remaining unpaid balance of the Subscription License Term.

Please note that that for Workforce Engagement, customer can terminate after 28 months of subscription contract and the termination fees equal are 60% of the remaining unpaid balance of the Subscription License Term.

Avaya Subscription Start Dates
Unless an earlier date is specified in an order,the Subscription License Termfor the Subscription License(s) will commence and be chargeable as follows:

New System Builds:
 Termwill commence on the first day of the second month following the order of the Subscription Licenses.

Conversions to Subscription:
 If the Subscription Licenses are replacing existing perpetual licenses being transitioned from an existing support order,the Subscription License Termstarts on the start date specified on the Order.

Additions to Subscription terms in progress:
 Additional Subscription Licenses being added to an existing Subscription License Termare added to the Subscription Term effective on the earlier of the date stated on the order or the 1st day of the first month following Avaya’sacceptance of the order for additional Subscription Licenses.
 Additional Subscription Licenses added to an existing Subscription License Termwill coterminate with the original contract regardless of when in the term they are added to the contract.

Renewal of Coverage
AvayaOneCloud™ Subscription Licensing will automatically renew at the end of the term for a similar term length at then current pricing unless either party provides written notice of its intent not to renew such coverage at least *30 days prior to the renewal date.

All AvayaOneCloud™ Subscription Ordersreceive the offer entitlements outlined in the Subscription License Supplement, the latest version of which is available for download at https://support.avaya.com/helpcenter/getGenericDetails?detailId=C2012112916262543043 Expansion Allowance:

Avaya Subscription includes a 20% expansion allowance which can be leveraged during the contract period without impact to the billing.

Customers can also expand beyond the 20% allowance by ordering additional AvayaOneCloud™ Subscription licenses and co-terming to the existing contract expiration dates. Expansion allowance is supported in accordance with Avaya’sProduct Lifecycle Policy found at https://downloads.avaya.com/css/P8/documents/100081098
Exceptions to 20% Stretch Allowance:
 20% Stretch Allowance is not applied to BTSAPI, DMCC, and DMCC Full entitlements that carry over as part of a perpetual license conversion at no fee.
 20% Stretch Allowance does not apply to system/server-based offerssuch as AES CVLAN, AES DLG, and Outbound Digital Channels (SMS/Email) as it’s not practical to offer a fraction of a package’s entitlement.

A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 35 of 36 Item 18
Attachment A - Contract
with VOX, C23187554
Item 18: Staff Report Pg. 39 Packet Pg. 263 of 911

PROPOSAL

PAYMENT TERMS
 20% Stretch allowance does not apply to subscription conversionsfor product releases that are End of Sale for license additions.

Additional Terms
TAX and Shipping/Handling will be added at time of invoice: not included in this SOW/Quote.

VOX Network Solutions, Inc. PROPRIETARYAND CONFIDENTIAL. All information contained herein is confidential and the proprietary information of VOX Network Solutions, Inc. Disclosure of any information contained herein to any other party is strictly prohibited.

A Waterfield Company www.waterfieldtech.com (650) 989-1000 110 S Hartford Ave Suite 2502 Tulsa, 74120 Page: 36 of 36 Item 18
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Item 18: Staff Report Pg. 40 Packet Pg. 264 of 911
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: City Manager
Meeting Date: June 19, 2023
Report #:2306-1635
TITLE
Approval and authorization to execute contract Amendment No. 2 with the OIR Group for an additional two-year period and an additional $105,000 for a new not-to-exceed amount of $212,500 for independent police auditing services with a new expiration date of January 1, 2025.

RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager to execute contract Amendment No. 2 with the OIR Group for an additional two-year period and an additional $105,000 for a new not-to-exceed amount of $212,500 for independent police auditing services with a new expiration date of January 1, 2025 (Attachment A).

BACKGROUND
Since approximately 2006, Palo Alto has contracted with an outside firm to act as Independent Police Auditor (IPA). The IPA performs several functions for Palo Alto. First, the IPA provides independent review of PAPD internal affairs investigations. Department management confers with IPA periodically as investigations are opened and in process. When the Department’s investigation is complete, the IPA conducts a secondary review and assesses “thoroughness, objectivity and appropriateness” of the investigation and disposition. Where appropriate, the IPA provides recommendations for training, procedural adjustments or other follow-up actions.

In 2014, the City issued a Request for Proposals for independent police auditor services. Three firms submitted proposals. The City selected the Michael Gennaco dba Office of Independent Review (OIR Group) as the most qualified to perform the services. The contract between the City and the OIR Group expired in October 2019 and was bid again at that time and OIR Group was awarded the contract again. The 2019 contract1 was amended in July 2021 as a culmination of expanded contract scope for the IPA that stemmed from the City’s race and equity efforts over the previous year. Link to the updated scope Amendment No. 1:
1 2019 Contract and Staff report: https://www.cityofpaloalto.org/files/assets/public/policedepartment/accountability/cmr10924-oir-contract.pdf Item 19
Item 19 Staff Report
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https://www.cityofpaloalto.org/files/assets/public/police-department/accountability/oircontract-s20178065-amendment-one.pdf).

Amendment No. 1 also intended to add travel to the contract amount, though that was inadvertently left out of the not-to-exceed total.

ANALYSIS
This Amendment No. 2 corrects the not-to-exceed amount to account for travel for the two planned visits annually with OIR at City Council. It also extends the contract for two additional years with the correct base contract amount given the updated scope. Lastly, it adds an additional $10,000 for additional services if needed by the City during the contract period.

The outline below identifies the historic and expected annual expenditures by type and amount under the Agreement, including Amendments No. 1 and 2. All dates refer to calendar years:

Calendar Year 2020
• Basic services compensated at rate of $25,000, resulting in $25,000 in total 2020 compensation paid.

Calendar Year 2021 (Amendment 1 effective approximately July 1, 2021) • January 1, 2021 through June 30, 2021, basic services compensated at rate of $25,000 annually, resulting in $12,500 in compensation paid for six months of services. • July 1, 2021 through December 31, 2021, basic services rate increased to $40,000 annually to reflect additional scope, resulting in $20,000 in compensation paid for six months of services.

Total 2021 compensation paid: $32,500
Calendar Year 2022
• Basic services compensated at rate of $40,000, resulting in $40,000 in compensation paid.
• Reimbursable travel – two in-person appearances at Council in spring and fall 2022 • Additional services – Consulting project #1 (Recruitment and Hiring) initiated, with task order budgeted at $10,000.

Total 2022 Compensation paid: $45,000 without additional services or up to $55,000 if additional project services are assigned.

Calendar Year 2023
• Basic services compensated at rate of $40,000, expected to result in $40,000 in compensation paid.
• Reimbursable travel – two in-person appearances at Council expected, in spring and fall 2023.
• Additional services – Consulting project #1 (Recruitment and Hiring) completed. $10,000 remaining for Additional Services if desired by City
Item 19
Item 19 Staff Report
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Total 2023 planned Compensation: $45,000 without additional services or up to $55,000 if additional project services are assigned.

Calendar Year 2024
• Basic services compensated at rate of $40,000, expected to result in $40,000 in compensation paid.
• Reimbursable travel – two in-person appearances at Council expected, in spring and fall 2024
Total 2024 planned Compensation: $45,000

RESOURCE IMPACT
Departmental budgets include adequate funding for this contract.

ENVIRONMENTAL REVIEW
Approval of this contract is not a project for the purposes of the California Environmental Quality Act. See CEQA Guidelines 15378(b)(5): administrative activities that will not result in direct or indirect physical changes in the environment.

ATTACHMENTS
Attachment A: Amendment No. 2 with OIR Group for IPA services APPROVED BY:

Ed Shikada, City Manager
Item 19
Item 19 Staff Report
Item 19: Staff Report Pg. 3 Packet Pg. 267 of 911
Vers.: Aug. 5, 2019

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Palo Alto City CouncilJune 19, 2023

Palo Alto City Council
June 19, 2023