Palo Alto City Council
December 16, 2024

Con Plan Revenue Agreement
City of Palo Alto

REVENUE AGREEMENT BETWEEN THE

COUNTY OF SANTA CLARA

AND THE CITY OF PALO ALTO
This Agreement is entered into by and between the County of Santa Clara (the “County”) and the City of Palo Alto (the “City”), individually, a “Party” and, collectively, the “Parties,” in order to provide funding for and establish roles, rights and responsibilities related to contracting with Root Policy Research, Inc. (“Root Policy”) for services related to preparation of the 2025-2030 Consolidated Plan (“Con Plan”).

RECITALS
A.WHEREAS, the U.S. Department of Housing and Urban Development (HUD) requires recipients of Community Development Block Grant (CDBG) and HOME Investment Partnership Program (HOME) grants to prepare and submit a Consolidated Action Plan (Con Plan), which enables recipients to continue to receive annual CDBG and HOME funds;
B.WHEREAS, the County and City each are recipients of CDBG and/or HOME funds; C.WHEREAS, the County and City each are required to prepare and submit a Con Plan; D.WHEREAS, a coordinated effort between the County and City in preparing the Con Plan would reduce costs and optimize community input;
E.WHEREAS, the County took a lead role in inviting contractors to submit proposals to prepare the Con Plan for the County and Santa Clara County cities, including the City; F.WHEREAS, the County previously took a lead role in working with the City and other cities in Santa Clara County in selecting the contractor that prepared the prior Con Plan and entered into the agreement with contractor;
G.WHEREAS, the City was invited to participate in the process of evaluating contractors’ proposals for preparation of the Con Plan;
H.WHEREAS, the City seeks to leverage the County’s previous experience in contracting for Con Plan services;
I.WHEREAS, on June 18, 2024, the County Board of Supervisors approved delegation of authority to the County Executive, or designee, to prepare and execute a Service Agreement with Root Policy for preparation of the Con Plan;
Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
18 Packet Pg. 81 of 566

Con Plan Revenue Agreement
City of Palo Alto
In consideration of the foregoing Recitals, and the mutual promises and covenants contained in this Agreement, the Parties agree as follows:

AGREEMENT
SECTION 1 TERM
This Agreement is effective upon full execution and will continue thereafter until June 30, 2025, unless extended by mutual consent.

SECTION 2 ROLES AND RESPONSIBILITIES
a) Upon presentation of an invoice by County to the City, the City shall reimburse the County for its share of expenses associated with Con Plan base services in an amount not to exceed $47,105 for services through June 30, 2025. Con Plan Additional Tasks shall not exceed $4,710. Invoices for the Con Plan will be billed in two installments.
b) The total costs identified above shall not exceed (including reimbursed expenses) $51,815 for services through June 30, 2025.
c) The County shall submit all invoices to the City’s CDBG & HOME Program Administrator SECTION 3 MUTUAL INDEMNIFICATION
In lieu of and notwithstanding the pro rata risk allocation, which might otherwise be imposed between the Parties pursuant to Government Code Section 895.6, the Parties agree that all losses or liabilities incurred by a Party shall not be shared pro rata but, instead, the County and the City agree that, pursuant to Government Code Section 895.4, each of the Parties hereto shall fully indemnify and hold each of the other Parties, their officers, board members, employees, and agents, harmless from any claim, expense or cost, damage or liability imposed for injury (as defined in Government Code Section 810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the indemnifying Party, its officers, employees or agents, under or in connection with or arising out of any work, authority or jurisdiction delegated to such party under this Agreement. No Party, nor any officer, board member, or agent thereof shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of the other Parties hereto, their officers, board members, employees, or agents, under or in connection with or arising out of any work authority or jurisdiction delegated to such other Parties under this Agreement.

Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
19 Packet Pg. 82 of 566

Con Plan Revenue Agreement
City of Palo Alto
SECTION 4 TERMINATION
Either party may terminate this Agreement with or without cause upon providing thirty (30) days’ prior written notice to the other party to the addresses set forth in Section 13 below.

SECTION 5 CALIFORNIA PUBLIC RECORDS ACT
The County and City are public agencies subject to the disclosure requirements of the California Public Records Act (“CPRA”). If a Party’s (the “Submitting Party”) proprietary information is contained in documents or information submitted to the other Party (the “Receiving Party”), and the Submitting Party’s claims that such information falls within one or more CPRA exemptions, the Submitting Party must clearly mark such information “CONFIDENTIAL AND PROPRIETARY,” and identify the specific lines containing the information. In the event of a request for such information, the Receiving Party will make best efforts to provide notice to the Submitting Party prior to such disclosure. If the Submitting Party contends that any documents are exempt from the CPRA and wishes to prevent disclosure, it is required to obtain a protective order, injunctive relief or other appropriate remedy from a court of law in Santa Clara County before the Receiving Party is required to respond to the CPRA request. If the Submitting Party fails to obtain such remedy within the time the Receiving Party is required to respond to the CPRA request, Receiving Party may disclose the requested information.

The City and County further agree that each shall defend, indemnify and hold each other harmless against any claim, action or litigation (including but not limited to all judgments, costs, fees, and attorney’s fees) that may result from denial by the other Party of a CPRA request for information arising from any representation, or any action (or inaction), by the indemnifying Party.

SECTION 6 ASSURANCE
Each Party represents and warrants that it has the authority to enter into this Agreement.

SECTION 7 RELATIONSHIP
Nothing contained in this Agreement shall be deemed or construed by the Parties or any third party to create the relationship of partners or joint ventures between the City and the County.

SECTION 8 THIRD PARTY BENEFICIARIES
This agreement does not, and is not intended to, confer any rights or remedies upon any person or entity other than the parties.

SECTION 9 ENTIRE AGREEMENT
This instrument contains the entire agreement between the Parties, and no statements, promises or inducements made by either Party or the designated agent of either Party that are not contained in this Agreement shall be valid or binding.

SECTION 10 MODIFICATION
Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
20 Packet Pg. 83 of 566

Con Plan Revenue Agreement
City of Palo Alto
This Agreement may not be enlarged, modified, or altered, except if it is evidenced in writing, signed by the Parties and endorsed to this Agreement.

SECTION 11 INSURANCE
Each Party shall, at its own expense, keep in force during the Term, Workers’ Compensation Insurance, insuring against and satisfying each Party’s obligations and liabilities under the workers’ compensation laws of the State of California, including employer’s liability insurance in the limits required by the laws of the State of California.

SECTION 12 SEVERABILITY
If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in force without being impaired or invalidated in any way.

SECTION 13 NOTICES
Notices to the Parties in connection with this Agreement shall be given personally or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties as follows:

SANTA CLARA COUNTY CITY OF PALO ALTO
Kathryn Kaminski Janathan Lait
Acting Director, Office of Supportive Housing Planning Director, Planning & Development Services 150 W Tasman Dr 250 Hamilton Ave.

San José, CA, 95134 Palo Alto, CA, 94301
Notices delivered personally will be deemed communicated as of actual receipt; mailed notices will be deemed communicated on the date of delivery.

SECTION 14 AMENDMENTS
This Agreement may be amended only by a written instrument signed by the Parties.

SECTION 15 CONFLICTS OF INTEREST; POLITICAL REFORM ACT
The City and County shall comply with all (1) applicable requirements governing avoidance of impermissible client conflicts; and (2) federal, state and local conflict of interest and disclosure laws and regulations including, without limitation, California Government Code section 1090 et. seq., the California Political Reform Act (California Government Code section 87100 et. seq.) and the regulations of the Fair Political Practices Commission concerning disclosure and disqualification (2 California Code of Regulations section 18700 et. seq.). Failure to do so constitutes a material breach of this Agreement and is grounds for immediate termination of this Agreement by the non-breaching Party.

Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
21 Packet Pg. 84 of 566

Con Plan Revenue Agreement
City of Palo Alto
If applicable, in accepting this Agreement, City 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 this Agreement. City further covenants that, in the performance of this Agreement, it will not use any contractor or employ any person having such an interest. City, including but not limited to City’s employees, agents, and subcontractors, may be subject to the disclosure and disqualification provisions of the California Political Reform Act of 1974 (the “Act”), that (1) requires such persons to disclose economic interests that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making or participating in making decisions that will foreseeably financially affect such interests. If the disclosure provisions of the Act are applicable to any individual providing service under the Agreement, City shall, upon execution of this Agreement, provide County with the names, description of individual duties to be performed, and email addresses of all individuals, including but not limited to City’s employees, agents and subcontractors, that could be substantively involved in “mak[ing] a governmental decision” or “serv[ing] in a staff capacity” and in that capacity participating in making governmental decisions or performing duties that would be performed by an individual in a designated position, (2 CCR 18700.3), as part of City’s service to County under this Agreement. City shall immediately notify County of the names and email addresses of any additional individuals later assigned to provide such service to County under this Agreement in such a capacity. City shall immediately notify County of the names of individuals working in such a capacity who, during the course of the Agreement, end their service to County. City shall ensure that all such individuals identified pursuant to this paragraph understand that they are subject to the Act and shall conform to all requirements of the Act and other applicable conflict of interest and disclosure laws and regulations, and shall file Statements of Economic Interests within 30 days of commencing service pursuant to this Agreement, annually by April 1, and within 30 days of their termination of service pursuant to this Agreement.

SECTION 16 LEVINE ACT COMPLIANCE
If applicable, City will comply, and will ensure that its agents (as that term is defined under 2 Cal. Code Regs. § 18438.3(a)) and its subcontractors identified in City’s proposal responding to a County solicitation and/or identified in this Agreement (“Subcontractors”) comply, with California Government Code section 84308 (“Levine Act”) and the applicable regulations of the Fair Political Practices Commission concerning campaign disclosure (2 California Code of Regulations sections 18438.1 – 18438.8), which (1) require a party to a proceeding involving a contract to disclose on the record of the proceeding any contribution, as defined by Government Code section 84308(a)(6), of more than $250 that the party or their agent has made within the prior 12 months, and (2) prohibit a party to a proceeding involving a contract from making a contribution, as defined by Government Code section 84308(a)(6), of more than $250 to any County officer during the proceeding and for 12 months following the final decision in the proceeding.

City agrees to submit any disclosures required to be made under the Levine Act at the Office of the Clerk of the Board of Supervisors website at http://www.sccgov.org/levineact, and City shall require Subcontractors to do the same. If this Agreement is to be considered or voted upon by the County’s Board of Supervisors, City shall complete the Levine Act Contractor Form: Identification of Subcontractors and Agents, and if applicable, shall ensure that any Subcontractor completes the Levine Act Subcontractor Form: Identification of Agents, and City must submit all such forms to the County as a prerequisite to execution of the Agreement.

Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
22 Packet Pg. 85 of 566

Con Plan Revenue Agreement
City of Palo Alto
SECTION 17 WAIVER
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 by a Party must be provided, in writing, and shall apply to the specific instance expressly stated.

SECTION 18 GOVERNING LAW, VENUE
This Agreement has been executed and delivered in, and shall be construed and enforced in accordance with, the laws of the State of California. Proper venue for legal action regarding this Agreement shall be in the County of Santa Clara.

SECTION 19 COUNTERPARTS
This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument.

SECTION 20 THIRD PARTY BENEFICIARIES
This agreement does not, and is not intended to, confer any rights or remedies upon any person or entity other than the parties.

SECTION 21 CONTRACT EXECUTION
Unless otherwise prohibited by law or County policy, the parties agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. The term “electronic copy of a signed contract” refers to a transmission by facsimile, electronic mail, or other electronic means of a copy of an original signed contract in a portable document format. The term “electronically signed contract” means a contract that is executed by applying an electronic signature using technology approved by the County.

SECTION 22 ASSIGNMENT
No assignment of this Agreement or of the rights and obligations hereunder shall be valid without the prior written consent of the other party.

SECTION 23 ENTIRE AGREEMENT
This Agreement and its Appendices (if any) constitutes the final, complete and exclusive statement of the terms of the agreement between the parties. It incorporates and supersedes all the agreements, covenants and understandings between the parties concerning the subject matter hereof, and all such agreements, covenants and understandings have been merged into this Agreement. No prior or contemporaneous agreement or understanding, verbal or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement.

Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
23 Packet Pg. 86 of 566

Con Plan Revenue Agreement
City of Palo Alto
IN WITNESS WHEREOF, the Parties have caused this Agreement to be entered into as of the day and year of execution of this Agreement.

COUNTY OF SANTA CLARA COUNTY OF SANTA CLARA CITY OF PALO ALTO _________________________________ _______________________________ James R. Williams Ed Shikada, City Manager
County Executive City of Palo Alto
Date: ____________________________ Date: ___________________________

APPROVED AS TO FORM AND LEGALITY APPROVED AS TO FORM AND LEGALITY ___________________________________ ___________________________________ Stefanie Wilson Albert Yang
Deputy County Counsel Assistant City Attorney
Date: ______________________________ Date: ______________________________ Item 8
Attachment C - Revenue
Agreement Between the
County of Santa Clara and
the City of Palo Alto for
2025-2030 Consolidated
Plan

Item 8: Staff Report
Pg.
24 Packet Pg. 87 of 566

City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Transportation
Meeting Date: December 16, 2024
Report #:2411-3763
TITLE
Approve a Grant Agreement with the Federal Highway Administration for the South Palo Alto Bikeways Demonstration Project for the receipt of $888,000 in Federal Funds and Requiring $222,000 in City Matching Funds over Four Years; CEQA status – not a project.

RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or their designee to execute a funding agreement (attached) with the Federal Highway Administration (FHWA) for the South Palo Alto Bikeways Demonstration Project. The agreement will provide up $888,000 in funding, and the City will be required to match up to $222,000 or 20% of the actual project cost over four years.

EXECUTIVE SUMMARY
This item approves and authorizes the City Manager to execute a grant agreement (Attachment A) to receive $888,000 in funding from the Federal Highway Administration for the South Palo Alto Bikeways Demonstration Project. This project will use quick-build treatments to improve bikeways and crossings on East Meadow Drive (between Alma Street and Fabian Way) and Fabian Way (between East Meadow Drive and East Charleston Road). The City is responsible for a 20% matching portion of the total project cost ($222,000) that will be funded from the Safe Routes to School Capital Improvement Fund (PL-00026).

The Safe Streets and Roads for All (SS4A) Planning and Demonstration Grant will also fund educational activities with community members and data collection/analysis to evaluate the project. The SS4A grant also includes funds to conduct the first update of Palo Alto’s Safety Action Plan.

Item 9
Item 9 Staff Report

Item 9: Staff Report
Pg.
1 Packet Pg. 88 of 566

BACKGROUND
The Bipartisan Infrastructure Law1 (BIL) established the new SS4A discretionary program with $5 billion in appropriated funds over 5 years. The SS4A program funds regional, local, and Tribal initiatives through grants to prevent roadway deaths and serious injuries. The SS4A program supports the U.S. Department of Transportation’s National Roadway Safety Strategy2 and the goal of zero roadway deaths.

The SS4A program provides funding for two types of grants:
•Planning and Demonstration Grants provide Federal funds to develop, complete, or supplement a comprehensive safety action plan. Having an Action Plan in place is the foundation of the SS4A grant program. The goal of an Action Plan is to develop a holistic, well-defined strategy to prevent roadway fatalities and serious injuries in a locality, Tribe, or region. The City was eligible for the SS4A Planning & Demonstration Grant because of our draft Safety Action Plan.
•Implementation Grants provide Federal funds to implement projects and strategies identified in an Action Plan to address a roadway safety problem. Projects and strategies may be infrastructure, behavioral, and/ or operational activities. Applicants must have a qualifying Action Plan that meets the eligibility requirements to apply for Implementation Grants.

The Federal Notice of Funding Opportunity (NOFO)3 was released in early 2024, making available $1.261 billion for distribution. The City applied for a grant on April 4, 2024, for the South Palo Alto Bikeways Demonstration project and was notified of grant award on May 20, 2024.

ANALYSIS
The South Palo Alto Bikeways Demonstration Project supports the Sustainability and Climate Action Plan, as improving safety for vulnerable road users is key to reducing vehicle miles traveled (VMT) and increasing sustainable travel mode shares.

This grant-funded project enables the City to improve bike lanes and crossings on East Meadow Drive and Fabian Way. The City will pilot buffered and separated bike lanes and improved crossings on the two corridors. Per the Planning and Demonstration grant’s requirements,4 demonstration projects must use temporary infrastructure. This project will feature separated bike lanes using parked vehicles or flex posts as a barrier, buffered bike lanes, green bike lanes, 1 Infrastructure Investment and Jobs Act, 2021; https://www.congress.gov/bill/117th-congress/house- bill/3684/text#:~:text=SEC.%2024112.%20%3C%3E%20%20SAFE,135%20STAT.%20818%5D%5D 2 National Roadway Safety Strategy, U.S. Department of Transportation; https://www.transportation.gov/NRSS 3 Safe Streets for All Notice of Funding Opportunity, 2024; https://www.transportation.gov/grants/ss4a/fy24-nofo 4 Safe Streets for All, Planning and Demonstration Activities; https://www.transportation.gov/grants/ss4a/planning-and-demonstration-activities#demonstration-activity- requirements
Item 9
Item 9 Staff Report

Item 9: Staff Report
Pg.
2 Packet Pg. 89 of 566

dashed green bike lanes at intersections, curb extensions using plastic delineators, bike boxes, and high visibility enhancements to existing crosswalks.

The demonstration will last two years. City staff will evaluate the project by using pedestrian, bicycle, and vehicle counts, crash data, a survey for the public, and feedback from standing committees and City Council. Upon the completion of the demonstration, the City will update its Safety Action Plan. This will involve reassessing project prioritization, revisiting project descriptions, and updating the content to reflect the latest findings and recommendations.

Upon execution of the grant agreement (Attachment A), the City will prepare and publish a Request for Proposal (RFP) document to hire a transportation planning firm to develop the design and conduct community engagement. The City will also prepare a RFP for a construction firm to construct and remove, if necessary, the infrastructure. Staff will return to the Council for approval of both vendor contracts. Staff target construction before students return to school in Fall 2025. SS4A funds must be spent within five years of grant execution, though the City expects to complete the project in less than four years from grant agreement execution.

The City will submit quarterly financial reports and performance progress reports to the U.S.

Department of Transportation. The City will also submit a final performance progress report no later than 120 days after the end of the period of performance.

Table 1. Schedule of Grant Activities
Month and Year Phase Activities
Dec 2024 Before Pilot Begin community notifications.

Notify standing committees and Council.

Jan 2025 Before Pilot Procure design contractor and construction contractor.

Apr 2025 Before Pilot Collect vehicle, bicycle, & pedestrian counts.

July 2025 Construction Start
Begin Pilot Period
Install quick-build pilot striping project.

Oct 2025 & Feb
2026
Pilot Period:

Outreach/Education
Provide lessons & bike tours to school communities on how to navigate new infrastructure. Survey participating families.

Apr & Sep 2026
Apr & Sep 2027
Pilot Period:

Data Collection
Collect vehicle, bicycle, & pedestrian counts and take photos.

Collect near-miss data and survey users via QR codes on signage
Dec 2027-Jan 2028 Pilot End:

Evaluation
Collect & analyze collision data.

Analyze count, user survey, & near-miss data.

Feb-Mar 2028 Update Safety Action
Plan
Reassess project prioritization, revisit project descriptions, & update project appendix/chapter content.

Apr-Jun 2028 Approve Safety Action
Plan
Review & approval by standing committees & the City Council.

Remove pilot infrastructure if unsuccessful.

Item 9
Item 9 Staff Report

Item 9: Staff Report
Pg.
3 Packet Pg. 90 of 566

FISCAL/RESOURCE IMPACT
The FY 2025 Adopted Capital Improvement Plan Safe Routes to School Project (PL-00026) has sufficient funding for the required city contribution of $222,000 with no additional budgetary action required. The additional revenue and expense adjustments will be incorporated as a part of the FY 2025 Mid-Year Budget Review.

STAKEHOLDER ENGAGEMENT
To promote the proper use of the new striping infrastructure and to enhance community awareness and safety, the City will organize one educational bike ride with the public and two bike rides for local school communities. City staff will hire a League Certified Instructor5 to host these bike rides.

To evaluate the demonstration project, City staff will conduct a survey to collect insight from users on their experience, safety perceptions, and satisfaction. A QR code to this survey will be posted along East Meadow Drive and Fabian Way and will be distributed through the City’s online channels. City staff will also consult the Planning and Transportation Commission, the Pedestrian and Bicycle Advisory Committee, the City/ School Traffic Safety Committee, and the City Council. City staff will also request feedback from these groups when updating the Safety Action Plan. The City will also conduct a focus group with parents/guardians from JLS Middle School and Fairmeadow Elementary School.

ENVIRONMENTAL REVIEW
Council action on this item is not a project as defined by CEQA because the grant agreement with the Federal Highway Administration is a government funding mechanism or fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. CEQA Guidelines section 15378(b)(4). To the extent the Demonstration Project itself requires CEQA and/or NEPA review, that work will be carried out by the City and its consultant.

ATTACHMENTS
Attachment A: Grant Agreement Under the Fiscal Year 2024 Safe Streets And Roads For All Grant Program
APPROVED BY:

Philip Kamhi, Chief Transportation Official
5 Why Become a Cycling Educator?, The League of American Bicyclists; https://bikeleague.org/ridesmart/become- instructor/
Item 9
Item 9 Staff Report

Item 9: Staff Report
Pg.
4 Packet Pg. 91 of 566

1 of 19

1. Federal Award No.

2. Effective Date
See No. 16 Below

3. Assistance
Listings No.

20.939

4. Award To
City of Palo Alto
250 Hamilton Avenue
Office of Transportation, 5th Floor
Palo Alto, CA
94301-2531

Unique Entity Id.: W1ZRG61RG5V7
TIN No.: 946000389

5. Sponsoring Office
U.S. Department of Transportation
Federal Highway Administration
Office of Safety
1200 New Jersey Avenue, SE
HSSA-1, Mail Drop E71-117
Washington, DC 20590

6. Period of Performance
Award Date – 12/31/2029

7. Total Amount
Federal Share:

Recipient Share:

Other Federal Funds:

Other Funds:

Total:

$888,000.00
$222,000.00
$0
$0
$1,110,000.00

8. Type of Agreement
Grant

9. Authority
Section 24112 of the Infrastructure Investment
and Jobs Act (Pub. L. 117–58, November 15,
2021; also referred to as the “Bipartisan
Infrastructure Law” or “BIL”)

10. Procurement Request No.
[insert PR Number]

11. Federal Funds Obligated
Base Phase: Pre-NEPA: $ 500,000

12. Submit Payment Requests To
See Article 5.

14. Description of the Project
This award will be used by the City of Palo Alto for a two-year demonstration project to improve bikeways and crossings on two congested school routes, and the City will conduct behavioral activities to teach adjacent communities on how to use the bike infrastructure. Findings will be used to update the Palo Alto Safety Action Plan. This is a phased agreement.

13. Accounting and Appropriations Data
[insert data]

RECIPIENT

15. Signature of Person Authorized to Sign

___________________________________
Signature Date Name: Ed Shikada
Title: City Manager

FEDERAL HIGHWAY ADMINISTRATION

16. Signature of Agreement Officer

______________________________________
Signature Date Name:

Title: Agreement Officer

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
5 Packet Pg. 92 of 566

2 of 19
U.S. DEPARTMENT OF TRANSPORTATION

GRANT AGREEMENT UNDER THE
FISCAL YEAR 2024 SAFE STREETS AND ROADS FOR ALL GRANT PROGRAM

This agreement is between the United States Department of Transportation’s (the “USDOT”) Federal Highway Administration (the “FHWA”) and the City of Palo Alto (the “Recipient”).

This agreement reflects the selection of the Recipient to receive a Safe Streets and Roads for All (“SS4A”) Grant for the South Palo Alto Bikeways Demonstration Project.

The parties therefore agree to the following:

ARTICLE 1

GENERAL TERMS AND CONDITIONS

1.1 General Terms and Conditions.
(a) In this agreement, “General Terms and Conditions” means the content of the document titled “General Terms and Conditions Under the Fiscal Year 2024 Safe Streets and Roads for All (“SS4A”) Grant Program,”, which is available at https://www.transportation.gov/grants/ss4a/grant-agreements under “Fiscal Year 2024.” Articles 7–30 are in the General Terms and Conditions. The General Terms and Conditions are part of this agreement.
(b) The Recipient acknowledges that it has knowledge of the General Terms and Conditions. Recipient also states that it is required to comply with all applicable Federal laws and regulations including, but not limited to, the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR part 200); National Environmental Policy Act (NEPA) (42 U.S.C. § 4321 et seq.); and Build America, Buy America Act (BIL, div. G §§ 70901-27). (c) The Recipient acknowledges that the General Terms and Conditions impose obligations on the Recipient and that the Recipient’s non-compliance with the General Terms and Conditions may result in remedial action, termination of the SS4A Grant, disallowing costs incurred for the Project, requiring the Recipient to refund to the FHWA the SS4A Grant, and reporting the non-compliance in the Federal-government- wide integrity and performance system.

ARTICLE 2

APPLICATION, PROJECT, AND AWARD

2.1 Application.

Application Title: South Palo Alto Bikeways Demonstration Project Application Date: 04/04/2024

2.2 Award Amount.

SS4A Grant Amount: $888,000

2.3 Federal Obligation Information.

Federal Obligation Type: Multiple
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
6 Packet Pg. 93 of 566

3 of 19
Obligation Condition Table
Phase the Project Allocation of
the SS4A
Grant
Obligation Condition
Base Phase: Pre-
NEPA
$ 500,000
Phase 1: Final Design $ 50,000 The Recipient shall not expend any funds (Federal or non-Federal) for, seek reimbursement of eligible
costs, or otherwise begin any part of the final
design and construction of an Implementation
Project unless and until:
(1) The requirements of the National
Environmental Policy Act (42 U.S.C. § 4321 et
seq.) (“NEPA”), Section 106 of the National
Historic Preservation Act (16 U.S.C. § 470f)
(“NHPA”), and any other applicable
environmental laws and regulations have been
met; and
(2) FHWA, or a State with applicable NEPA
Assignment authority, has approved the NEPA
document for the Project and provided the
Recipient with a written notice that the
environmental review process is complete; and
(3) FHWA has obligated additional funds for this
phase and notified the Recipient in writing that
the Recipient may proceed to the next activity
after NEPA approval, and the Recipient has
acknowledged receipt in writing of FHWA’s
notification. Recipient shall not proceed with
any such activities until (2) and (3) as described
in this section are met. Costs that are incurred
before (2) and (3) as described in this section
are met are not allowable costs under this
agreement.

Extent of activities that are permissible before
NEPA is complete are those activities constituting
“preliminary design” as specified in FHWA Order
6640.1A.

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
7 Packet Pg. 94 of 566

4 of 19
Obligation Condition Table
Phase the Project Allocation of
the SS4A
Grant
Obligation Condition
Phase 2: Construction/
Demonstration
Activity
$ 338,000 The Recipient shall not expend any funds (Federal or non-Federal) for, seek reimbursement of eligible
costs, or otherwise begin any part of the
construction or final design and construction of an
Implementation Project unless and until:
(1) The requirements of the National
Environmental Policy Act (42 U.S.C. § 4321 et
seq.) (“NEPA”), Section 106 of the National
Historic Preservation Act (16 U.S.C. § 470f)
(“NHPA”), and any other applicable environmental
laws and regulations have been met; and
(2) FHWA, or a State with applicable NEPA
Assignment authority, has approved the NEPA
document for the Project and provided the
Recipient with a written notice that the
environmental review process is complete; and
(3) FHWA has obligated additional funds for this
phase and notified the Recipient in writing that
the Recipient may proceed to the next activity
after NEPA approval, and the Recipient has
acknowledged receipt in writing of FHWA’s
notification. Recipient shall not proceed with
any such activities until (2) and (3) as described
in this section are met. Costs that are incurred
before (2) and (3) as described in this section
are met are not allowable costs under this
agreement.

Extent of activities that are permissible before
NEPA is complete are those activities
constituting “preliminary design” as specified
in FHWA Order 6640.1A.

2.4 Budget Period.

Base Phase Budget Period: See block 6 on page 1 – 12/31/2029 Phase 1 Budget Period: 10/01/2025 – 12/31/2026
Phase 2 Budget Period: 10/01/2025 – 12/31/2029

2.5 Grant Designation.

Designation: Planning and Demonstration
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
8 Packet Pg. 95 of 566

5 of 19
ARTICLE 3

SUMMARY PROJECT INFORMATION

3.1 Summary of Project’s Statement of Work.

East Meadow Drive and Fabian Way are school routes and connections to employment centers and recreational opportunities. The South Palo Alto Bikeways Demonstration Project will pilot buffered and separated bike lanes and improved crossings on the two corridors using quick-build features, including separated bike lanes using parked vehicles or flex posts as a barrier, buffered bike lanes, green bike lanes, dashed green bike lanes at intersections, curb extensions using plastic delineators, bike boxes, and high visibility enhancements to existing crosswalks. The City of Palo Alto will conduct educational activities to educate nearby communities on how to use the pilot bike infrastructure. The pilot will last two years. Upon the completion of the demonstration, the City will update its Safety Action Plan. This will involve reassessing project prioritization, revisiting project descriptions, and updating the content to reflect the latest findings and recommendations.

Planning and Demonstration Narrative:

The project will be completed in three phases.

Base Phase: Pre-NEPA:
• Develop NEPA documentation and establish approval
• Develop preliminary concept plan
• Post-construction: Community engagement (including bike ride events and a survey), Data collection and analysis (including pedestrian, bicycle, and vehicle counts, crash data, survey results, and parking occupancy study); Presentations to local commissions and City Council; Update Safety Action Plan; Coordinate with consultant teams.

Phase 1: Final Design: Develop final striping plan; Develop project specifications and estimates.

Phase 2: Construction/Demonstration Activity: Striping of roadway and implementing bollards for protected bike lanes; Removal of infrastructure after demonstration project is over if unsuccessful.

3.2 Project’s Estimated Schedule.

Demonstration Activity Schedule

Milestone Schedule Date
Planned NEPA Completion Date: 10/01/2025
Planned Construction Substantial
Completion and Open to Public Use Date:
12/15/2029
Planned SS4A Final Report Date: 12/31/2029

Updated Action Plan Schedule

Milestone Schedule Date
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
9 Packet Pg. 96 of 566

6 of 19
Planned Final Plan Publicly Available
Date:
12/01/2028
Planned SS4A Final Report Date: 12/15/2029

3.3 Project’s Estimated Costs.
(a) Eligible Project Costs
Eligible Project Costs
SS4A Grant Amount: $888,000.00
Local Funds: $222,000.00
Total Eligible Project Cost: $1,110,000.00

(b) Cost Classification Table – For Planning and Demonstration Grants with demonstration activities and Implementation Grants Only

Cost Classification Total Costs
Non-SS4A
Previously
Incurred
Costs Eligible Costs
Architectural and engineering fees $ 1,110,000.00 $ 0.00 $ 888,000.00 Project Total $ 1,110,000.00 $ 0.00 $ 888,000.00

(c) Indirect Costs

Indirect costs are allowable under this Agreement in accordance with 2 CFR part 200 and the Recipient’s approved Budget Application. In the event the Recipient’s indirect cost rate changes, the Recipient will notify FHWA of the planned adjustment and provide supporting documentation for such adjustment. This Indirect Cost provision does not operate to waive the limitations on Federal funding provided in this document. The Recipient’s indirect costs are allowable only insofar as they do not cause the Recipient to exceed the total obligated funding.

ARTICLE 4

CONTACT INFORMATION

4.1 Recipient Contact(s).

Sylvia Star-Lack
Transportation Planning Manager
City of Palo Alto
250 Hamilton Ave, Palo Alto, CA 94301
(650) 329-2546
[email protected]
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
10 Packet Pg. 97 of 566

7 of 19

4.2 Recipient Key Personnel.

Name Title or Position
Katie Heuser Senior Transportation Planner, City of
Palo Alto

4.3 USDOT Project Contact(s).

Safe Streets and Roads for All Program Manager
Federal Highway Administration
Office of Safety
HSSA-1, Mail Stop: E71-117
1200 New Jersey Avenue, S.E.

Washington, DC 20590
202-366-2822
[email protected]

and

Agreement Officer (AO)
Federal Highway Administration
Office of Acquisition and Grants Management
HCFA-42, Mail Stop E62-310
1200 New Jersey Avenue, S.E.

Washington, DC 20590
202-493-2402
[email protected]

and

Division Administrator – California
Elissa Konove
Agreement Officer’s Representative (AOR)
650 Capitol Mall, Ste. 4-100, Sacramento CA 95814-4708
(916) 498-5001
[email protected]

and

Mike Shami
California Division Office Lead Point of Contact
Safety/Operations Engineer
650 Capitol Mall, Ste. 4-100, Sacramento CA 95814-4708
(916) 498-5853
[email protected]

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
11 Packet Pg. 98 of 566

8 of 19
ARTICLE 5

USDOT ADMINISTRATIVE INFORMATION

5.1 Office for Subaward and Contract Authorization.

USDOT Office for Subaward and Contract Authorization: FHWA Office of Acquisition and Grants Management

SUBAWARDS AND CONTRACTS APPROVAL
Note: See 2 CFR § 200.331, Subrecipient and contractor determinations, for definitions of subrecipient (who is awarded a subaward) versus contractor (who is awarded a contract).

Note: Recipients with a procurement system deemed approved and accepted by the Government or by the Agreement Officer (the “AO”) are exempt from the requirements of this clause. See 2 CFR 200.317 through 200.327. Note: This clause is only applicable to grants that do not include construction.

In accordance with 2 CFR 200.308(f)(6), the recipient or subrecipient shall obtain prior written approval from the USDOT agreement officer for the subaward, if the subaward activities were not proposed in the application or approved in the Federal award. This provision is in accordance with 2 CFR 200.308 (f) (6) and does not apply to procurement transactions for goods and services. Approval will be issued through written notification from the AO or a formal amendment to the Agreement.

The following subawards and contracts are currently approved under the Agreement by the AO. This list does not include supplies, material, equipment, or general support services which are exempt from the pre-approval requirements of this clause.

5.2 Reimbursement Requests
(a) The Recipient may request reimbursement of costs incurred within the budget period of this agreement if those costs do not exceed the amount of funds obligated and are allowable under the applicable cost provisions of 2 C.F.R. Part 200, Subpart E. The Recipient shall not request reimbursement more frequently than monthly.
(b) The Recipient shall use the DELPHI iSupplier System to submit requests for reimbursement to the payment office. When requesting reimbursement of costs incurred or credit for cost share incurred, the Recipient shall electronically submit supporting cost detail with the SF-270 (Request for Advance or Reimbursement) or SF-271 (Outlay Report and Request for Reimbursement for Construction Programs) to clearly document all costs incurred.
(c) The Recipient’s supporting cost detail shall include a detailed breakout of all costs incurred, including direct labor, indirect costs, other direct costs, travel, etc., and the Recipient shall identify the Federal share and the Recipient’s share of costs. If the Recipient does not provide sufficient detail in a request for reimbursement, the Agreement Officer’s Representative (the “ AOR”) may withhold processing that request until the Recipient provides sufficient detail. (d) The USDOT shall not reimburse costs unless the AOR reviews and approves the costs to ensure that progress on this agreement is sufficient to substantiate payment. (e) In the rare instance the Recipient is unable to receive electronic funds transfers (EFT), payment by EFT would impose a hardship on the Recipient because of their inability to manage an account at a financial institution, and/or the Recipient is unable to use the DELPHI iSupplier System to submit their requests for disbursement, the FHWA may waive the requirement that the Recipient use the DELPHI iSupplier System. The Recipient shall contact the Division Office Lead Point of Contact for instructions on and requirements related to pursuing a waiver.

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
12 Packet Pg. 99 of 566

9 of 19
(f) The requirements set forth in these terms and conditions supersede previous financial invoicing requirements for Recipients.

ARTICLE 6

SPECIAL GRANT TERMS

6.1 SS4A funds must be expended within five years after the grant agreement is executed and DOT obligates the funds, which is the budget period end date in section 10.3 of the Terms and Conditions and section 2.4 in this agreement.

6.2 The Recipient demonstrates compliance with civil rights obligations and nondiscrimination laws, including Titles VI of the Civil Rights Act of 1964, the Americans with Disabilities Act (ADA), and Section 504 of the Rehabilitation Act, and accompanying regulations. Recipients of Federal transportation funding will also be required to comply fully with regulations and guidance for the ADA, Title VI of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, and all other civil rights requirements.

6.3 SS4A Funds will be allocated to the Recipient and made available to the Recipient in accordance with FHWA procedures.

6.4 The Recipient of a Planning and Demonstration Grant acknowledges that the Updated Action Plan will be made publicly available and agrees that it will publish the final Updated Action Plan on a publicly available website.

6.5 The Recipient of a Planning and Demonstration Grant that involves a demonstration activity agrees to provide an assessment of each demonstration activity and update the existing Action Plan, which will incorporate the information gathered in the Action Plan’s list of projects or strategies and/or inform another part of the existing Action Plan. The Recipient also agrees that demonstration activities are temporary in nature and must be removed and/or ended following the conclusion of the project if the assessment of the demonstration activities does not affirm that the activities provide safety benefits.

6.6 The Recipient acknowledges that it is required to conduct certain environmental analyses and to prepare and submit to FHWA, or State with applicable NEPA Assignment authority, documents required under NEPA, and other applicable environmental statutes and regulations before the Government will obligate funds for Option Phase 1 under this agreement and provide the Recipient with a written notice to proceed with Option Phase 1.

6.7 The Government’s execution of this agreement does not in any way constitute pre-approval or waiver of any of the regulations imposed upon Recipient under the applicable Federal rules, regulations and laws regarding SS4A projects undertaken in accordance with the terms and conditions of this agreement. The Recipient shall comply with all applicable Federal requirements before incurring any costs under this agreement.

6.8 There are no other special grant requirements.

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
13 Packet Pg. 100 of 566

10 of 19

ATTACHMENT A

PERFORMANCE MEASUREMENT INFORMATION
Study Area: East Meadow Drive between Alma Street and Fabian Way; Fabian Way between East Meadow Drive and East Charleston Road
Baseline Measurement Date: 02/01/2026
Baseline Report Date: 04/01/2025
Table 1: Performance Measure Table
Measure Category and Description
Measurement
Frequency and
Reporting
Deadline
Safety Performance Fatalities: Total annual fatalities in the project location(s)

Annually and
within 120 days
after the end of the
period of
performance
Safety Performance
Serious Injuries: Total annual serious
injuries in the project location(s) [if
available]

Annually and
within 120 days
after the end of the
period of
performance
Safety Performance
Crashes by Road User Category: Total
annual crashes in the project location(s)
broken out by types of roadway users
involved (e.g., pedestrians, bicyclists,
motorcyclist, passenger vehicle occupant,
commercial vehicle occupant)
Annually and
within 120 days
after the end of the
period of
performance
Equity
Percent of Funds to Underserved
Communities: Funding amount (of total
project amount) benefitting underserved
communities, as defined by USDOT
Within 120 days
after the end of the
period of
performance
Costs

Project Costs: Quantification of the cost
of each eligible project carried out using
the grant

Within 120 days
after the end of the
period of
performance
Outcomes and Benefits Quantitative Project Benefits:

Quantification of evidence-based projects
Within 120 days
after the end of the
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
14 Packet Pg. 101 of 566

11 of 19
Measure Category and Description
Measurement
Frequency and
Reporting
Deadline
or strategies implemented (e.g., miles of
sidewalks installed, number of pedestrian
crossings upgraded, etc.)
period of
performance
Outcomes and Benefits
Qualitative Project Benefits: Qualitative
description of evidence-based projects or
strategies implemented (e.g., narrative
descriptions, testimonials, high-quality
before and after photos, etc.)
Within 120 days
after the end of the
period of
performance
Outcomes and Benefits
Project Location(s): GIS/geo coordinate
information identifying specific project
location(s)
Within 120 days
after the end of the
period of
performance
Lessons Learned and
Recommendations
Lessons Learned and Recommendations:

Description of lessons learned and any
recommendations relating to future
projects or strategies to prevent death and
serious injury on roads and streets.

Within 120 days
after the end of the
period of
performance
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
15 Packet Pg. 102 of 566

12 of 19

ATTACHMENT B

CHANGES FROM APPLICATION
Describe all material differences between the scope, schedule, and budget described in the application and the scope, schedule, and budget described in Article 3. The purpose of Attachment B is to clearly and accurately document any differences in scope, schedule, and budget to establish the parties’ knowledge and acceptance of those differences. See Article 11 for the Statement of Work, Schedule, and Budget Changes. If there are no changes, please insert “N/A” after “Scope,” “Schedule,” or “Budget.” If there are changes to the budget, please complete the table below. Otherwise, leave the table below blank.

Scope: N/A

Schedule: Proposed end date defined in the grant application (SF-424) was listed as 06/05/2028. New end date is listed as 12/31/29 to account for time needed to complete the SS4A Final Report.

Budget: The grant application allocated all federal funds to the “Contractual” category.

The table below provides a summary comparison of the project budget.

Fund Source
Application Section 3.3
$ % $ %
Previously Incurred Costs
(Non-Eligible Project Costs)
Federal Funds
Non-Federal Funds
Total Previously Incurred Costs
Future Eligible Project Costs
SS4AFunds
Other Federal Funds
Non-Federal Funds
Total Future Eligible Project
Costs
Total Project Costs

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
16 Packet Pg. 103 of 566

13 of 19

ATTACHMENT C

RACIAL EQUITY AND BARRIERS TO OPPORTUNITY

1. Efforts to Improve Racial Equity and Reduce Barriers to Opportunity.

The Recipient states that rows marked with “X” in the following table align with the application:

A racial equity impact analysis has been completed for the Project. (Identify a report on that analysis or, if no report was produced, describe the analysis and its results in the supporting narrative below.)

The Recipient or a project partner has adopted an equity and inclusion program/plan or has otherwise instituted equity-focused policies related to project procurement, material sourcing, construction, inspection, hiring, or other activities designed to ensure racial equity in the overall delivery and implementation of the Project. (Identify the relevant programs, plans, or policies in the supporting narrative below.)
X
The Project includes physical-barrier-mitigating land bridges, caps, lids, linear parks, and multimodal mobility investments that either redress past barriers to opportunity or that proactively create new connections and opportunities for underserved communities that are underserved by transportation. (Identify the relevant investments in the supporting narrative below.)

The Project includes new or improved walking, biking, and rolling access for individuals with disabilities, especially access that reverses the disproportional impacts of crashes on people of color and mitigates neighborhood bifurcation. (Identify the new or improved access in the supporting narrative below.)

The Project includes new or improved freight access to underserved communities to increase access to goods and job opportunities for those underserved communities. (Identify the new or improved access in the supporting narrative below.)

The Recipient has taken other actions related to the Project to improve racial equity and reduce barriers to opportunity, as described in the supporting narrative below.

The Recipient has not yet taken actions related to the Project to improve racial equity and reduce barriers to opportunity but intends to take relevant actions described in the supporting narrative below.

The Recipient has not taken actions related to the Project to improve racial equity and reduce barriers to opportunity and will not take those actions under this award.

2. Supporting Narrative.

East Palo Alto, a city adjacent to Palo Alto, is comprised of 100% disadvantaged Census tracts. Over 640 East Palo Alto students attend Palo Alto public schools through the Voluntary Transfer Program.

This project connects to the new US Highway 101 over-crossing at Adobe Creek, connecting East Palo Alto students and other residents to Palo Alto’s schools and resources. Enhancing infrastructure for East Palo Alto students is crucial due to longer travel distances and high collision risk. The South Palo Alto Bikeways Demonstration project will create new, safer walking and bicycling connections for this underserved community.

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
17 Packet Pg. 104 of 566

14 of 19

ATTACHMENT D

CLIMATE CHANGE AND ENVIRONMENTAL JUSTICE IMPACTS

1. Consideration of Climate Change and Environmental Justice Impacts.

The Recipient states that rows marked with “X” in the following table align with the application:

X
The Project directly supports a Local/Regional/State Climate Action Plan that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.)

The Project directly supports a Local/Regional/State Equitable Development Plan that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.)

The Project directly supports a Local/Regional/State Energy Baseline Study that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.)

The Recipient or a project partner used environmental justice tools, such as the EJScreen, to minimize adverse impacts of the Project on environmental justice communities. (Identify the tool(s) in the supporting narrative below.) X
The Project supports a modal shift in freight or passenger movement to reduce emissions or reduce induced travel demand. (Describe that shift in the supporting narrative below.)
X
The Project utilizes demand management strategies to reduce congestion, induced travel demand, and greenhouse gas emissions. (Describe those strategies in the supporting narrative below.)

The Project incorporates electrification infrastructure, zero-emission vehicle infrastructure, or both. (Describe the incorporated infrastructure in the supporting narrative below.)
The Project supports the installation of electric vehicle charging stations. (Describe that support in the supporting narrative below.) The Project promotes energy efficiency. (Describe how in the supporting narrative below.)
The Project serves the renewable energy supply chain. (Describe how in the supporting narrative below.)
The Project improves disaster preparedness and resiliency (Describe how in the supporting narrative below.)

The Project avoids adverse environmental impacts to air or water quality, wetlands, and endangered species, such as through reduction in Clean Air Act criteria pollutants and greenhouse gases, improved stormwater management, or improved habitat connectivity. (Describe how in the supporting narrative below.)

The Project repairs existing dilapidated or idle infrastructure that is currently causing environmental harm. (Describe that infrastructure in the supporting narrative below.)
The Project supports or incorporates the construction of energy- and location- efficient buildings. (Describe how in the supporting narrative below.)

The Project includes recycling of materials, use of materials known to reduce or reverse carbon emissions, or both. (Describe the materials in the supporting narrative below.)
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
18 Packet Pg. 105 of 566

15 of 19

The Recipient has taken other actions to consider climate change and environmental justice impacts of the Project, as described in the supporting narrative below.

The Recipient has not yet taken actions to consider climate change and environmental justice impacts of the Project but will take relevant actions described in the supporting narrative below.

The Recipient has not taken actions to consider climate change and environmental justice impacts of the Project and will not take those actions under this award.

2. Supporting Narrative.

The South Palo Alto Bikeways Demonstration Project supports the Palo Alto Sustainability and Climate Action Plan (S/CAP). This plan aims to reduce greenhouse gas emissions by 80 percent below 1990 levels by 2030. Improving the safety of people walking and biking on the study corridor will encourage a shift towards sustainable travel modes and reduce vehicle miles traveled, two of the S/CAP’s Mobility goals. This project will contribute to a wider City effort that encourages residents and visitors to walk and bike more to reduce vehicle emissions.

In addition, this project supports a modal shift towards walking and biking. The South Palo Alto Bikeways Demonstration Project will improve Palo Alto’s network of low-stress routes so that people will be more likely to leave their car at home. This project is near several schools, and this project will work with the City’s Safe Routes to School program to ensure that families commuting to school are knowledgeable of the project and feel more comfortable to walk or bike, instead of driving.

This project uses the transportation demand management strategy of increasing travel choices.

Currently, some school families do not bicycle or walk to school because of safety concerns. This project will add safety features to the corridor, which will increase the number of people biking on this corridor, and thus reduce the demand for vehicle travel and resulting traffic congestion.

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
19 Packet Pg. 106 of 566

16 of 19

ATTACHMENT E

LABOR AND WORKFORCE

1. Efforts to Support Good-Paying Jobs and Strong Labor Standards The Recipient states that rows marked with “X” in the following table align with the application:

The Recipient demonstrate, to the full extent possible consistent with the law, an effort to create good-paying jobs with the free and fair choice to join a union and incorporation of high labor standards. (Identify the relevant agreements and describe the scope of activities they cover in the supporting narrative below.)

The Recipient or a project partner has adopted the use of local and economic hiring preferences in the overall delivery and implementation of the Project. (Describe the relevant provisions in the supporting narrative below.)

The Recipient or a project partner has adopted the use of registered apprenticeships in the overall delivery and implementation of the Project. (Describe the use of registered apprenticeship in the supporting narrative below.)

The Recipient or a project partner will provide training and placement programs for underrepresented workers in the overall delivery and implementation of the Project. (Describe the training programs in the supporting narrative below.)

The Recipient or a project partner will support free and fair choice to join a union in the overall delivery and implementation of the Project by investing in workforce development services offered by labor-management training partnerships or setting expectations for contractors to develop labor-management training programs. (Describe the workforce development services offered by labor-management training partnerships in the supporting narrative below.)

The Recipient or a project partner will provide supportive services and cash assistance to address systemic barriers to employment to be able to participate and thrive in training and employment, including childcare, emergency cash assistance for items such as tools, work clothing, application fees and other costs of apprenticeship or required pre-employment training, transportation and travel to training and work sites, and services aimed at helping to retain underrepresented groups like mentoring, support groups, and peer networking. (Describe the supportive services and/or cash assistance provided to trainees and employees in the supporting narrative below.)

The Recipient or a project partner has documented agreements or ordinances in place to hire from certain workforce programs that serve underrepresented groups. (Identify the relevant agreements and describe the scope of activities they cover in the supporting narrative below.)
Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
20 Packet Pg. 107 of 566

17 of 19

The Recipient or a project partner participates in a State/Regional/Local comprehensive plan to promote equal opportunity, including removing barriers to hire and preventing harassment on work sites, and that plan demonstrates action to create an inclusive environment with a commitment to equal opportunity, including:
a. affirmative efforts to remove barriers to equal employment opportunity above and beyond complying with Federal law; b. proactive partnerships with the U.S. Department of Labor’s Office of Federal Contract Compliance Programs to promote compliance with EO 11246 Equal Employment Opportunity requirements and meet the requirements as outlined in the Notice of Funding Opportunity to make good faith efforts to meet the goals of 6.9 percent of construction project hours being performed by women and goals that vary based on geography for construction work hours and for work being performed by people of color;
c. no discriminatory use of criminal background screens and affirmative steps to recruit and include those with former justice involvement, in accordance with the Fair Chance Act and equal opportunity requirements;
d. efforts to prevent harassment based on race, color, religion, sex, sexual orientation, gender identity, and national origin; e. training on anti-harassment and third-party reporting procedures covering employees and contractors; and
f. maintaining robust anti-retaliation measures covering employees and contractors.
(Describe the equal opportunity plan in the supporting narrative below.) X
The Recipient has taken other actions related to the Project to create good- paying jobs with the free and fair choice to join a union and incorporate strong labor standards. (Describe those actions in the supporting narrative below.)

The Recipient has not yet taken actions related to the Project to create good- paying jobs with the free and fair choice to join a union and incorporate strong labor standards but, before beginning construction of the project, will take relevant actions described in the supporting narrative below.

The Recipient has not taken actions related to the Project to improving good- paying jobs and strong labor standards and will not take those actions under this award.

2. Supporting Narrative.

The City of Palo Alto incorporates language from Caltrans Local Assistance Procedures Manual, Appendix 12-G1 into contracts for all federally-funded projects. As part of Appendix 12-G, the City follows prevailing wage and requirements for good-faith efforts with unions from contractors. For this project, which will be primarily conducted by consulting firms, relevant contracts will include language relating to nondiscrimination, unions, nonsegregated facilities, Davis-Bacon and Related Act Provisions, contract work hours and safety standards act provisions, subletting or assigning the contract, and safety and accident prevention as appropriate depending on the scope of work.

1 https://dot.ca.gov/-/media/dot-media/programs/local-assistance/documents/lapm/c12/12g.pdf Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
21 Packet Pg. 108 of 566

18 of 19

ATTACHMENT F

CRITICAL SECURITY INFRASTRUCTURE AND RESILIENCE

1. Efforts to strengthen the Security and Resilience of Critical Infrastructure against both Physical and Cyber Threats.

The Recipient states that rows marked with “X” in the following table are accurate:

X
The Recipient demonstrates, prior to the signing of this agreement, effort to consider and address physical and cyber security risks relevant to the transportation mode and type and scale of the activities.

The Recipient appropriately considered and addressed physical and cyber security and resilience in the planning, design and oversight of the project, as determined by the Department and the Department of Homeland Security.

X
For projects in floodplains: The Recipient appropriately considered whether the project was upgraded consistent with the Federal Flood Risk Management Standard, to the extent consistent with current law, in Executive Order 14030, Climate-Related Financial Risk (86 FR 27967), and Executive Order 13690, Establishing a Federal Flood Risk Management Standard and a Process for Further Solicit and Considering Stakeholder Input (80 FR 6425).

2. Supporting Narrative.

This project will contract out to a vendor that uses video technology to collect bicycle, pedestrian, parking occupancy counts, and vehicular turning movement counts. It does not collect and retain audio, electronic, visual, location, and other personally identifiable information of persons or vehicles. These cameras are temporarily installed only during the data collection period and includes hang-tags visible from the street that read “TRAFFIC DATA CAMERA [SERVICE PROVIDER NAME] & [PHONE NUMBER]” listed on it at all times. The City has not received any complaints about video cameras.

This technology provides the City with valuable traffic data; if count data were to be collected manually, it would be both more expensive and have greater room for error.

This project is within the FEMA Special Flood Hazard Area Zone AE, with the Base Flood Elevation of

10.5. However, this project does not propose to construction any structures within the special flood hazard area.

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
22 Packet Pg. 109 of 566

19 of 19

ATTACHMENT G

CIVIL RIGHTS AND TITLE VI

1. Recipient Type Designation.

Recipient Type Designation: Existing
Existing Award Program: 2022 SS4A: Palo Alto Safe Streets for All Action Plan

Projects funded by Section 130 through Caltrans:

Charleston Road/Alma Street Railroad Crossing Safety Improvements Churchill Avenue/Alma St Safety Improvement Project

2. Title VI Assessment Information.

This section is not applicable because the Recipient Type Designation is “Existing.”

Item 9
Attachment A - Grant
Agreement Under the
Fiscal Year 2024 Safe
Streets And Roads For All
Grant Program

Item 9: Staff Report
Pg.
23 Packet Pg. 110 of 566

5 4
9 0
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Planning and Development Services
Meeting Date: December 16, 2024
Report #:2409-3488
TITLE
Approval of Seven Professional Services Contracts C25192617, C24193306 - C24193311, with Safebuilt, LLC, Integrated Design 360, CSG Consultants, Inc., 4LEAF, Inc., True North Compliance Services, Inc., TRB and Associates, Inc., and West Coast Code Consultants, Inc. in the Aggregate Total Not-to-Exceed Amount of $4,000,000 for On-Call Development Services, Inspection, Plan Review, and Green Building Program Services for a Period of Four Years. CEQA Status: Not a Project.

RECOMMENDATION
Staff recommends that City Council approve and authorize the City Manager or designee to execute the following seven contracts 1 to provide on-call inspection, plan review, and green building program services for a term of four years and an aggregate total amount not-to-exceed $4,000,000. Seven Professional Services Contracts include: C25192617 with Safebuilt, LLC; C25193306 with Integrated Design 360, LLC; C25193307 with CSG Consultants, Inc.; C25193308 with 4LEAF, Inc.; C25193309 with True North Compliance Services, Inc.; C25193310 with TRB and Associates, Inc.; and C25193311 with West Coast Code Consultants, Inc.

BACKGROUND
The Planning and Development Services (PDS) Department relies on the use of on-call service providers for project-specific expertise and application processing for development activity. In June 2020, the City Council approved 2 six contracts for on-call inspection and plan review services, totaling $6 million over a four-and-a-half-year period. In taking this action the department noted it was requesting less contract authority than ultimately needed over shorter 1 Professional Services Contracts: C25192617 with Safebuilt, LLC; C25193306 with Integrated Design 360, LLC; C25193307 with CSG Consultants, Inc.; C25193308 with 4LEAF, Inc.; C25193309 with True North Compliance Services, Inc.; C25193310 with TRB and Associates, Inc.; C25193311 with West Coast Code Consultants, Inc.; https://portal.laserfiche.com/Portal/DocView.aspx?id=112400&repo=r-704298fc 2 City Council, June 22, 2020; Agenda Item #13, SR# 11255, https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2020/id-11255.pdf
Item 10
Item 10 Staff Report

Item 10: Staff Report
Pg.
1 Packet Pg. 111 of 566

5 4
9 0
period of time than previously exercised due to the Covid-19 pandemic. This phased approach continues to be applied for the current set of contracts.

In subsequent years, the contract was twice amended, most recently in November 2023 3, to increase the contract limit to $9.75 million through December 31, 2024. As these on-call contracts are set to expire on December 31, 2024, the City released a Request for Proposals (RFP) to ensure continuity of service in 2025.

ANALYSIS
The proposed on-call contracts have been developed to continue providing essential services while allowing flexibility in project assignments based on expertise and availability. Building and Fire internal staff capacity remains an ongoing consideration. As future needs are evaluated through the annual budget process, opportunities will be explored to reduce reliance on consultants by increasing in-house staff capacity.

Procurement Process
A RFP for the project was posted on the PlanetBids, the City’s eProcurement platform, and 742 service providers were notified. The solicitation period was posted for 27 days and 12 proposals were received. The solicitation closed on October 2, 2024. Following a competitive evaluation process of the 12 proposals received, seven (7) service providers were determined to best support the City’s needs for inspection, plan review, and green building program services over a four-year term, with the option of two additional one-year terms (that would require subsequent Council approval to execute).

Table 1: Summary of Request for Proposal
Proposal Description 192617 On-Call Development Services Proposed Length of Project 4 years
Number of Providers Notified 742
Number of Proposal Packages Downloaded 35
Total Days to Respond to Proposal 27
Pre-Proposal Meeting None
Pre-Proposal Meeting Date N/A
Number of Proposals Received 12
Proposal Price Range $110 to $390
Public Link to Solicitation https://procurement.opengov.com/portal/palo- alto-ca/projects/114933
The proposals were evaluated and determined to be responsive to the criteria identified in the RFP. Seven proposers were selected because of the quality and effectiveness of their services, the experience of their field staff, prior record of performance with the City, and their ability to provide future services. The PDS Department aims to maintain a single compensation pool, as 3 City Council, November 27, 2023; Agenda Item #10, SR# 2311-2203, https://cityofpaloalto.primegov.com/Portal/viewer?id=0&type=7&uid=a202e6f2-cf19-425a-bac3-fb2d228938b4 Item 10
Item 10 Staff Report

Item 10: Staff Report
Pg.
2 Packet Pg. 112 of 566

5 4
9 0
done previously. Each firm possesses the expertise to provide inspection and plan check services for building, fire, and/or green building; grouping the on-call contracts provides the Development Center with the flexibility needed to efficiently select the vendor best suited for any given project in a timely fashion. On-call providers allow the City to scale services up or down based on workload, staffing levels, technical expertise, and economic conditions. These resources also provide specialized expertise required for policy consideration as it relates to Council priorities.

The scope of services includes inspection, plan review, and green building program support, with an additional focus on new sustainability code development. In alignment with the City’s commitment to sustainability, these contracts also include the management, enhancement, and implementation of the Green Building Program and compliance with the City’s Sustainability and Climate Action Plan. Specific services include:
•Technical assistance with the City’s Green Building and Energy Codes. •Policy updates between code adoption cycles to reflect mid-cycle amendments. •Development of new Green Building and Energy Code Reach Codes for FY 2025 and FY 2026.
•Implementation of updated program materials, including policies, templates, and training sessions for staff and the community.

Contract Administration
Staff acknowledge the requested approval provides great flexibility and deference to the management of these professional services with staff. As such, rigorous administration of the contracts will be undertaken to ensure consistency and alignment with project goals. This is particularly important to mitigate the risk of inconsistent feedback to developers when multiple contractors are engaged. The following measures will be implemented:
•Assignment for Project Continuity: For large or complex projects, a single contractor will be assigned to handle all related tasks, ensuring continuity and consistency in feedback throughout the project's lifecycle.
•Standardized Guidance and Training: All contractors will receive standardized training materials, policies, and templates to use when providing feedback. •Quality Oversight: Staff will regularly review project communications and deliverables to ensure feedback provided by contractors aligns with City standards and expectations.

If approved, as projects arise, staff will develop a scope of work and issue the project to the firm best suited to execute on the work based on the qualifications such as experience, subject area expertise, timeline, and cost. For ongoing management, staff oversee each on-call contract and the associated consultant work through several measures, including:
•Conducting resume reviews to match service provider staff to specific project requirements.
•Issuing individual task orders or work orders with defined project scopes.

Item 10
Item 10 Staff Report

Item 10: Staff Report
Pg.
3 Packet Pg. 113 of 566

5 4
9 0
•Monitoring and verifying consultant timecards to ensure alignment with project deliverables including quality of work.
•Processing and auditing invoices to confirm appropriate allocation of funds and compliance with contract terms.

The current contract not-to-exceed amount of $9.75 million has been shared by a group of on- call professionals over a four-and-a-half-year period. Shared work included permit processing, plan check, inspection services, green building, as well as Inspector of Record work related to the new Public Safety Building and the Fire Prevention on-call program services. The proposed contract not-to-exceed of $4 million over a four-year period reflects a phased approach to contract management providing an opportunity to review spending, assess performance, and return to Council prior to contract lapse to update the not-to-exceed amount and determine whether renewal terms are warranted based on projected needs and evolving City priorities.

FISCAL/RESOURCE IMPACT
Use of consultants for specific assistance is an efficient and effective use of resources, allowing the Development Center to quickly access needed technical skills. The budget for these contracts is included in the PDS Department’s adopted budget. The use of contractors for planning work is contingent on (1) approved contracts with capacity to support the required scope; and (2) availability of funding in the Department’s approved budget. No budget increase is requested.

No work will be assigned to consultants under these contracts unless there is sufficient operating budget to cover the costs.

STAKEHOLDER ENGAGEMENT
Professional planners and managers in the PDS Department participated in the development of this recommendation to support departmental workload. The work associated with these on-call contracts directly supports ongoing City Council priorities, which have been broadly shaped by robust community engagement processes, including workshops, public meetings, and stakeholder feedback.

ENVIRONMENTAL REVIEW
Council action on this item is not a project under the California Environmental Quality Act (CEQA) because the approval of the contract is an administrative activity that will not result in direct or indirect physical changes to the environment. CEQA Guidelines Section 15378(b)(2); 15378(b)(5).

ATTACHMENTS
Professional Services Contracts can be found here:
https://portal.laserfiche.com/Portal/DocView.aspx?id=112400&repo=r-704298fc APPROVED BY:

Jonathan Lait, Planning and Development Services Director Item 10
Item 10 Staff Report

Item 10: Staff Report
Pg.
4 Packet Pg. 114 of 566

City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: December 16, 2024
Report #:2410-3591
TITLE
Approval of Increase of Construction Contingency for Contract No. C24190072 with O’Grady Paving, Inc. in the Amount of $345,000 to Perform Additional Street Improvement Work on California Avenue and El Camino Real for Capital Improvement Program Projects PL-23000 and PL-12000; and Adoption of a Resolution Continuing the Closure of a Portion of California Avenue through 2025; CEQA Status – Categorically Exempt under CEQA Guidelines Sections 15301 and 15304

RECOMMENDATION
Staff recommends that Council:

1. Authorize the City Manager or their designee to approve an increase of construction contingency for Contract No. C24190072 with O’Grady Paving, Inc. in an amount not to exceed $345,000 for a total contract contingency amount not to exceed $888,204; and

2. Adopt the attached resolution to continue the closure of the car-free portion of California Avenue through 2025.

EXECUTIVE SUMMARY
This funding will enable near-term street improvements to establish California Avenue as a car- free street including bicycle improvements at the California Avenue and El Camino Real intersection. The improvements will replace temporary barriers, enhance pedestrian and bicycle infrastructure, and create visually identifiable entrances at El Camino Real, Ash Street, and Birch Street.

The proposed improvements align with Council direction to permanently close portions of California Avenue to vehicles while prioritizing pedestrian place-making, bicycle connectivity, and safety. Enhancements included in the O-Grady Paving, Inc. work include vehicle pavement markings removal, colored paving, two-way bicycle lanes, and bollards to restrict vehicle traffic yet permit emergency and service access. These improvements support long-term flexibility for future investments in California Avenue’s streetscape and will precede other work, such as installation of planters and plantings.

Item 11
Item 11 Staff Report

Item 11: Staff Report
Pg.
1 Packet Pg. 115 of 566

Stakeholder outreach was conducted from February to September 2024 engaging merchants, residents, and community groups. Feedback from these sessions informed the scope of improvements, addressing concerns to replace temporary barriers, improve wayfinding, and enhance California Avenue’s visibility as a business, outdoor dining, shopping, and pedestrian friendly and bicycle accessible destination.

Lastly, the attached resolution will continue to authorize the City Manager to close the car-free portion of California Avenue to vehicular traffic through 2025. This will allow continuity while the general plan amendment and CEQA review necessary to close the street permanently are completed (anticipated for Spring 2025).

BACKGROUND
The Public Works Engineering Services Division manages construction contracts for concrete repair, preventive maintenance, resurfacing, and reconstruction of various City streets annually.

On March 11, 2024, Council approved the Fiscal Year 2024 Asphalt Paving Project with O’Grady Paving, Inc.1
Temporary Street Closure
The temporary closure of California Avenue began with the June 20, 2020 City Council approval of Resolution No. 9909 to temporarily close portions of California Avenue through Labor Day 2020 to allow outdoor dining and retail, including a temporary pilot parklet program in response to county and state regulations related to COVID-19 limits on indoor activities. The sunset date of temporary closures was extended several times since then by Council. In November 2023, Council directed staff on the future of California Avenue, including maintaining California Avenue as a car-free street with current areas of street closure to be made permanent; creating a two-way slow bike lane down the center of California Avenue in the car- free area; installing wayfinding signage on California Avenue primarily to promote retail businesses and events; and initiating a branding program based on the historic and contemporary strengths of the California Avenue/Mayfield District. Council last extended the temporary closure on November 6, 2023.2
On November 6, 2023, the Council provided input on near-term projects to advance the Council’s direction to maintain California Avenue as a car-free street with the current areas of street closure to be made permanent. Additionally, Council directed staff to work to direct pedestrian traffic to the sidewalks, create a two-way bicycle lane in the car-free area, install gateway and wayfinding signage, create a branding program, and conduct regularly scheduled street clean up and maintenance. Council approved Urban Field Studio (UFS) Contract Number C24118179 on December 18, 20233 and staff initiated development of near-term project 1 City Council, March 11, 2024; Agenda Item #8; SR #2401-2479 https://portal.laserfiche.com/Portal/DocView.aspx?id=70851&repo=r-704298fc 2 City Council, November 6, 2023; Agenda Item #9; SR #2309-2011 https://portal.laserfiche.com/Portal/DocView.aspx?id=68311&repo=r-704298fc 3 City Council, December 18, 2023, Agenda Item #13
Item 11
Item 11 Staff Report

Item 11: Staff Report
Pg.
2 Packet Pg. 116 of 566

concepts to create identifiable, safe, and attractive entrances to the car-free portion of California Avenue at El Camino Real and at the Ash and Birch Street intersections.

Enhancements to be constructed by O-Grady Paving, Inc, include vehicle pavement markings removal, colored paving, two-way bicycle lanes, and bollards to restrict vehicle traffic yet permit emergency and service access as shown in Attachment A. This work will precede installation of planters and planting by a separate contractor, Frank & Grossman.

Caltrans Encroachment Permit
On October 1, 2024, an Encroachment Permit application was submitted by the City of Palo Alto for improvements at the El Camino Real/California Avenue intersection. City and Caltrans staff have coordinated extensively over the past few months to define the scope of City and Caltrans intersection improvements to add colored stamped asphalt paving, reconfigured bicycle and travel lane markings, and associated changes in signage, signal loop detection for bicycles and vehicles, and signal head changes to advance the function and identity of California Avenue as a car-free street. Caltrans recently informed the City that they will not allow stamped crosswalks at this intersection and instead will require Caltrans standard crosswalks due to bicycle safety concerns. In November, Caltrans requested additional information regarding traffic operations, structural calculations, design standard exception documentation, intersection crash data and electrical documentation. Staff is coordinating with Caltrans to provide the requested information and navigate the permit issuance.

Car Free California Avenue
On December 18, 20234, the City Council approved an updated Urban Field Studio (UFS) contract to develop a Car-Free Streets Implementation Plan, advancing the Council’s direction to maintain California Avenue as a permanently car-free street. The consultant’s scope of work includes signage, branding, and wayfinding; outdoor patio guidelines and standards; street design concepts; cost estimation; and project management services. A California Avenue Signage and Wayfinding Plan is now complete, and a preliminary draft of outdoor dining guidelines and standards is scheduled for staff review early next year.

Street design alternatives to transform California Avenue into a vibrant, permanently car-free destination, are in development and will emphasize pedestrian and bicycle accessibility, including a two-way bike route down the street, outdoor dining, public gathering spaces, landscaping, seating, and streetscape elements. The car-free designation will permanently prohibit vehicle traffic, with limited access for emergency, utility, and service vehicles, as well as time-restricted use for Sunday Farmers’ Market activities, deliveries, and loading. Staff will https://portal.laserfiche.com/Portal/DocView.aspx?id=69383&repo=r-704298fc&searchid=cae9771c-aacf-4f85- 9ce1-6ce14c711550
4 City Council, December 18, 2023, Agenda Item #13,
https://portal.laserfiche.com/Portal/DocView.aspx?id=69383&repo=r-704298fc&searchid=cae9771c-aacf-4f85- 9ce1-6ce14c711550
Item 11
Item 11 Staff Report

Item 11: Staff Report
Pg.
3 Packet Pg. 117 of 566

return to Council in early 2025 with additional updates. Council action to amend the Comprehensive Plan and associated CEQA action is anticipated in Spring 2025.

ANALYSIS
Approval of the increase in construction contingency will enable O’Grady Paving, Inc. to undertake a set of coordinated near-term improvements to replace all temporary traffic barriers and extend pedestrian and bicycle improvements across El Camino Real to establish California Avenue’s function and identity as a car-free street. The improvements at El Camino Real and the Ash and Birch Street intersections will create attractive and identifiable entrance environments to the permanently closed portion of California Avenue.

The improvements will advance the following objectives:
•Prohibit vehicle traffic on the closed portion of California Avenue, yet enable restricted vehicle access for emergency, utility, maintenance, trash, street cleaning, California Avenue Farmers’ Market, and service vehicles.
•Prioritize pedestrian place-making by creating an identifiable entrance to California Avenue as a car-free street and ensuring a safe buffer from the high volume and speed of vehicle traffic on El Camino Real and vehicles on Ash Street and Birch Street. •Introduce two-way bicycle infrastructure at the El Camino Real and Birch Street intersections linking the closed portion to the class II bike lanes to the west and narrows to the east.
•Avoid and minimize impacts to below grade utilities.
•Create a solution that supports future investment to adapt or reimagine the street long- term.

The increase in contingency enables O’Grady Paving, Inc, to undertake the work. Another contract already awarded to Frank and Grossman is for the purchase and installation of planters and plantings, including the demolition of the existing California Avenue concrete sign and removal of the granite rocks as shown in Attachment B. The Frank and Grossman contract is funded as part of the California Avenue Streetscape Update (PL-23000) project as approved in the Fiscal Year 2025 Adopted Capital Improvement Program. Signage improvements will be completed by other contractors.

The total change order amount for the improvements is $479,600. Staff has reviewed the change order proposal submitted by O’Grady Paving, Inc. and believes the price is fair and in line with pricing for other recent street resurfacing work.

Approval of the resolution is necessary to continue to keep the car-free portion of California Avenue closed to vehicular traffic. A general plan amendment and associated CEQA review are currently underway to effectuate a permanent closure and staff will return to Council for approval (anticipated for Spring 2025).

Item 11
Item 11 Staff Report

Item 11: Staff Report
Pg.
4 Packet Pg. 118 of 566

FISCAL/RESOURCE IMPACT
Funding for the additional contingency recommended in this report is available in in the Fiscal Year 2025 Adopted Capital Improvement Program Transportation and Parking Improvements (PL-12000) and California Avenue Streetscape Update (PL-23000) projects. The funding allocation for the additional contingency is as follows:

Table 1: Funding Allocation
Funding Source Contingency Amount
PL-12000 Transportation & Parking Improvements $245,000 PL-23000 California Avenue Streetscape Update $100,000
Total $345,000
The remaining contingency amount needed to process the change order for the improvements ($134,600) will come from the Street Maintenance project (PE-86070). That contingency was already included with Council’s approval of the Fiscal Year 2024 Asphalt Paving Project on March 11, 2024.

STAKEHOLDER ENGAGEMENT
From February to November 2024, staff and Urban Field Studio (UFS) engaged with California Avenue merchants, residents, and community members to gather feedback and inform the Car- Free Streets Plan and near-term improvements.

Merchant Engagement
•February: staff and UFS met with merchants to launch the plan and address priority concerns, including removing temporary barriers, improving cleaning and maintenance, enhancing wayfinding and signage to signal that California Avenue is "open for business" from El Camino Real, and replacing existing barrier covers. •March: an in-person workshop gathered input on place identity, branding, wayfinding, and signage.
•April: staff and UFS met on-site with merchants to discuss street design goals and preferences. Feedback also informed near-term improvements at key intersections, including El Camino Real, Ash Street, and Birch Street, using elements such as colored paving, planters, signage, and bollards.
•May: staff, UFS, and Kimley-Horn worked with merchants to address unmet circulation and access needs, focusing on parking areas, Jacaranda Lane, Mayfield Lane and Ash Street. •July: a merchant workshop focused on preferences for outdoor dining standards adapted to California Avenue’s unique car-free context.
•Staff continued to meet and update California Avenue merchants throughout October and November, ensuring their voices remained central to the planning process.

Item 11
Item 11 Staff Report

Item 11: Staff Report
Pg.
5 Packet Pg. 119 of 566

Community and Resident Engagement
•May and June: staff engaged with residents at the Evergreen Park neighborhood block party and the 3rd Thursday open house. Key themes included preferences for street design elements, concerns about vacancies, pedestrian and bicycle safety, and support for the Farmers’ Market.
•June to August: an online survey received 940 responses, offering valuable insights into community preferences for street design elements, bicycle lanes, and place identity signage. •August to September: staff engaged with Palo Alto Neighborhoods, the Pedestrian and Bicycle Advisory Committee, California Avenue Farmers’ Market representatives, and merchants to gather additional feedback on street design elements and near-term improvements.

ENVIRONMENTAL REVIEW
Street resurfacing projects are categorically exempt from the California Environmental Quality Act (CEQA) under Section 15301c of the CEQA Guidelines as repair, maintenance and/or minor alteration of the existing facilities and no further environmental review is necessary. Approval of the resolution is categorically exempt under CEQA Guidelines Sections 15301 (existing facilities) and 15304 (temporary uses).

ATTACHMENTS
Attachment A: California Avenue Improvements Plan
Attachment B: California Avenue Landscape Improvements Plan Attachment C: Resolution Extending City Manager’s Authority to Temporary Close a Portion of California Avenue through 2025
APPROVED BY:

Brad Eggleston, Director Public Works/City Engineer
Item 11
Item 11 Staff Report

Item 11: Staff Report
Pg.
6 Packet Pg. 120 of 566

Techcu
El Camino Real
2 55
6 9
3 1
1 8
8 BOLLARD FOOTING LOCATION

EXISTING
19'BOLLARDFOOTING
25'
CROSSWALK TOREMAINEXISTINGCROSSWALK TOREMAIN4 9
9 9
2 3
7'-6"7

CURB FACE
5'-6"5'-6"4' 4'15'
7'-6"1'-6"TYP.
2' 1'2'
310
10 2'
11 12
1CONSTRUCTION LEGENDSYMBOLDESCRIPTION25' WIDE RED BRICK STAMPED ASHALT PAVING - PATTERN XD BY ENNIS FLINTPATTERN COLOR SANTA FE CLAY26 - 72" SQ. BY 36" TALL FIBERGLASS PLANTERS TYPE: CARDIFF SQUARE CF7236 BY'OLD TOWN FIBERGLASS' 714.633.3732 - PROVIDED BY OTHERS34 - 30" SQ. BY 30" TALL FIBERGLASS PLANTERS TYPE: CARDIFF SQUARE CF3030 BY'OLD TOWN FIBERGLASS' 714.633.3732 - PROVIDED BY OTHERS4NEW MONUMENT SIGN BY CUSTOM SIGN FABRICATOR CONTACT WILLIE AT CUSTOMSIGNS 408.561.9226 - PROVIDED AND INSTALLED BY OTHERS52 WAY CYCLE TRACK (BOTH DIRECTIONS) - GREEN THERMOPLAST PAVING MARKINGSWITH BIKE LANE MARKINGS IN WHITE63 - RETRACTABLE STAINLESS STEEL BOLLARD MODEL #XX-S060-XX BY1-800-BOLLARDS

DETAILS
DETAIL D SHEET DETAIL 27REMOVAL OF CONCRETE SIGNAGE, COBBLE STONE BASE, AND FOOTING NOTINCLUDED IN THIS SCOPE OF WORK - PERFORMED BY OTHERS8GRIND 1/2" DEPTH OF EXISTING ASPHALT PAVING SURFACE AND INSTALL NEW1/2" ASPHALT PAVING OVERLAY DETAIL B SHEET DETAIL 1
9RELOCATE EXISTING LANDSCAPE BOULDERS TO BOULWARE PARK AT 777FERNANDO AVE. - PERFORMED BY OTHERS1012" WHITE THERMOPLASTIC BAND11CUSTOM R11-2 SIGNAGE ("ROAD CLOSE TO VEHICLES, OPEN TO BIKE AND PED.")12ADDITIONAL BIKE SIGNAGE POSSIBLE ALT.

El Camino Intersection Improvements (Eastside)scale: 1" = 16' California Avenue Street Improvements
Item 11
Attachment A - California Avenue
Improvements Plan

Item 11: Staff Report
Pg.
7 Packet Pg. 121 of 566

Ash Street
BOLLARD FOOTING LOCATION2'
12 4

EXISTINGCROSSWALK TOREMAIN
20'
5'-6"4' 4'13'-3" 13'-3"8'12' CURB FACE
5 3 18' 24'6'-6" 66' 20'
2'9' 16' 9'2'
8' 18' 30'-6" 44' 12'-6"2' 20'115'
122'-6"
5' WHEEL STOP

FIRE LANE WITHADA DROP OFF
6 CONSTRUCTION LEGENDSYMBOLDESCRIPTIONDETAILS120' WIDE RED BRICK STAMPED ASHALT PAVING - PATTERN HO BY ENNIS FLINTPATTERN COLOR SANTA FE CLAYDETAIL 'X' SHEET L-XX24 - 40" DIA. BY 20" TALL FIBERGLASS PLANTERS TYPE: MATRIX ML4020 BY 'OLD TOWNFIBERGLASS' 714.633.3732. PLANTERS NOT IN THIS SCOPE OF WORK AND TO BEPROVIDED BY OTHERS34 - 60" DIA. BY 40" TALL FIBERGLASS PLANTERS TYPE: MATRIX ML6040 BY 'OLD TOWNFIBERGLASS' 714.633.3732. PLANTERS NOT IN THIS SCOPE OF WORK AND TO BEPROVIDED BY OTHERS SYMBOLDESCRIPTIONDETAILS412" WHITE THERMOPLASTIC BAND52 - RETRACTABLE STAINLESS STEEL BOLLARD MODEL #XX-S060-XX BY1-800-BOLLARDS6CUSTOM R11-2 (ROAD CLOSED TO VEHICLES, OPEN TO BIKE AND PED),ON POST BETWEEN CROSSWALK AND PLANTERS Ash Street Intersection Improvements
California Avenue Street Improvements
scale: 1" = 16'
Item 11
Attachment A - California Avenue
Improvements Plan

Item 11: Staff Report
Pg.
8 Packet Pg. 122 of 566

Birch Street

EXISTINGCROSSWALK TOREMAIN
1 3
2BOLLARD FOOTING LOCATION2'
4'4'13'-6"BOLLARDFOOTING
47 7

CURB FACE
126'
13'-6"BOLLARDFOOTING13'10'-6" 5'-6"
2' 5
6 2
4'4'5'-6"
18'
26'13'
41'
59'
8 9
10 CONSTRUCTION LEGENDSYMBOLDESCRIPTIONDETAILS15' WIDE BY 26' LONG BIKE LANE (BOTH DIRECTIONS) - GREEN THERMOPLAST PAVINGMARKINGS WITH BIKE LANE MARKINGS IN WHITE24 - RETRACTABLE STAINLESS STEEL BOLLARD MODEL #XX-S060-XX BY1-800-BOLLARDSDETAIL 'X' SHEET L-XX34 - 60” DIAMETER, 40” TALL FIBERGLASS PLANTERS TYPE: MATRIX ML6040 BY'OLD TOWN FIBERGLASS' 714.633.3732. PLANTERS NOT IN THIS SCOPE OF WORKAND TO BE PROVIDED BY OTHERS47 - 40” DIAMETER, 20” TALL FIBERGLASS PLANTERS TYPE: MATRIX ML4020 BY'OLD TOWN FIBERGLASS' 714.633.3732. PLANTERS NOT IN THIS SCOPE OF WORKAND TO BE PROVIDED BY OTHERSDETAIL 'X' SHEET L-XXDETAIL 'X' SHEET L-XX SYMBOLDESCRIPTIONDETAILS18' WIDE RED BRICK STAMPED ASHALT PAVING - PATTERN XD BY ENNIS FLINTPATTERN COLOR SANTA FE CLAY12" WHITE THERMOPLASTIC BAND567GRIND 1/2" DEPTH OF EXISTING ASPHALT PAVING SURFACE AND INSTALL NEW1/2" ASPHALT PAVING OVERLAY8MUTCD SIGN W6-19STOP SIGN ON BACK OF STREET LIGHT FACING WEST10CUSTOM R11-2 (ROAD CLOSED TO VEHICLES, OPEN TO BIKE AND PED),ON POST BETWEEN CROSSWALK AND PLANTERSBirch Street Intersection Improvements California Avenue Street Improvements
scale: 1" = 16'
Item 11
Attachment A - California Avenue
Improvements Plan

Item 11: Staff Report
Pg.
9 Packet Pg. 123 of 566

COVER SHEET
California Avenue Street Improvements1.2022 CBC CHAPTER 35: PROVIDE ALL THE APPLICABLE/ADOPTED STANDARDS. WHERE A PARTICULAR STANDARDIS REFERENCED IN THE CODE BUT DOES NOT APPEAR AS AN ADOPTED STANDARD IT MAY STILL BE USED. APPLYONLY THE PORTION OF THE STANDARD THAT IS APPLICABLE TO THE CODE SECTION WHERE THE STANDARD ISREFERENCED, NOT THE ENTIRE STANDARD.2022 BUILDING STANDARDS ADMINISTRATIVE CODE, PART 1, TITLE 24 C.C.R.2022 CALIFORNIA BUILDING CODE (CBC), PART 2, TITLE 24 C.C.R.2022 CALIFORNIA ELECTRICAL CODE (CEC), PART 3, TITLE 24 C.C.R.2022 CALIFORNIA ENERGY CODE, PART 6, TITLE 24 C.C.R.2022 CALIFORNIA EXISTING BUILDING CODE, PART 10, TITLE 24 C.C.R.2022 CALIFORNIA REFERENCED STANDARDS, PART 12, TITLE 24 C.C.R.LIST OF FEDERAL CODES AND STANDARDS (IF APPLICABLE)AMERICANS WITH DISABILITIES ACT (ADA), TITLE II OR TITLE IIIFOR TITLE II: UNIFORM FEDERAL ACCESSIBILITY STANDARDS (UFAS) 28 CFR 35.151(c)OR ADA STANDARDS FOR ACCESSIBLE DESIGN (APPENDIX A OF 28 CFR PART 36)FOR TITLE III: ADA STANDARDS FOR ACCESSIBLE DESIGN (APPENDIX A OF 28 CFR PART 36) 28 CFR 36.4062010 AMERICANS WITH DISABILITIES ACT (ADA) STANDARDS FOR ACCESSIBLE DESIGNNOTE: TITLE II APPLIES TO PROJECTS FUNDED AND/OR USED BY STATE AND LOCAL GOVERNMENT SERVICES.TITLE III COVERS PUBLIC ACCOMMODATIONS AND COMMERCIAL FACILITIES. DEPENDING ON THE USEAND FUNDING, BOTH TITLE MAY APPLY TO THE PROJECT.NFPA 13AUTOMATIC SPRINKLER SYSTEMS2022 EDITIONNFPA 14STANDPIPE SYSTEMS2022 EDITIONNFPA 17DRY CHEMICAL EXTINGUISHING SYSTEMS2022 EDITIONNFPA 17AWET CHEMICAL EXTINGUISHING SYSTEMS2022 EDITIONNFPA 20STATIONARY FIRE PUMPS2022 EDITIONNFPA 24PRIVATE FIRE SERVICE MAINS2022 EDITIONNFPA 72NATIONAL FIRE ALARM AND SIGNALING CODE (CALIFORNIA AMENDED)2022 EDITION (NOTE SEE UL STANDARD 1971 FOR "VISUAL DEVICES")NFPA 253CRITICAL RADIANT FLUX OF FLOOR COVERING SYSTEMS2022 EDITIONNFPA 2001CLEAN AGENT FIRE EXTINGUISHING SYSTEMS2022 EDITIONASME 17.1ELEVATOR STANDARD2022 EDITIONREFERENCE CODE SECTIONS FOR APPLICABLE STANDARDS - 2022 CALIFORNIA BUILDING CODE (FOR SFM) REFERENCED STANDARDS CHAPTER 35ADA STANDARD FOR ACCESSIBLE DESIGN (APPENDIX A OF 28 CFR PART 36)THE INTENT OF THESE DRAWINGS AND SPECIFICATIONS IS THAT WORK OF THEALTERATION, REHABILITATION OR RECONSTRUCTION IS TO BE IN ACCORDANCEWITH TITLE 24, CALIFORNIA CODE OF REGULATIONS. SHOULD ANY EXISTINGCONDITIONS SUCH AS DETERIORATION OR NON-COMPLYING CONSTRUCTION BEDISCOVERED WHICH IS NOT COVERED BY THE CONTRACT DOCUMENTS WHEREINTHE FINISHED WORK WILL NOT COMPLY WITH TITLE 24, CALIFORNIA CODE OFREGULATIONS, A CHANGE ORDER, OR A SEPARATE SET OF PLANS ANDSPECIFICATIONS, DETAILING AND SPECIFYING THE REQUIRED WORK SHALL BESUBMITTED TO AND APPROVED BY THE OWNER REPRESENTATIVE BEFOREPROCEEDING WITH THE WORK.ALL DESIGNS, DOCUMENTS, AND PLANS SHOWN IN THIS DRAWING ARE OWNEDBY AND THE PROPERTY OF THE CITY OF PALO ALTO AND WERE CREATED, ANDDEVELOPED FOR USE WITH THE SPECIFIED PROJECT. WRITTEN PERMISSION BY THECITY OF PALO ALTO IS REQUIRED TO USE THESE PLANS FOR OTHER PURPOSES.

Know what'sbefore you dig.CallR
WARNINGFOR MARKING PRIOR TO DIGGINGPHONE: 811EXISTING UNDERGROUND UTILITIESCONTACT: UNDERGROUND SERVICE ALERTCAUTION

1.COMPOSITE BASE SHEET: THE PROPOSED IMPROVEMENTS SHOWN ON THESE DRAWINGS ARE SUPERIMPOSED ONA BASE SHEET. THIS BASE SHEET IS COMPILED FROM THE TOPOGRAPHIC SURVEY, AND OTHER ARCHITECTURALAND/OR ENGINEERING DOCUMENTS. THE CITY SHALL NOT BE HELD LIABLE FOR CHANGES, INACCURACIES,OMISSIONS, OR OTHER ERRORS ON THESE DOCUMENTS. THE COMPOSITE BASE SHEET IS PROVIDED AS AN AIDONLY AND THE CONTRACTOR SHALL BE RESPONSIBLE FOR REVIEWING THESE DOCUMENTS ANDINCORPORATING/INTEGRATING ALL CONSTRUCTION AS REQUIRED TO ACCOMMODATE.2.UTILITIES: PRIOR TO CONSTRUCTION, THE CONTRACTOR IS RESPONSIBLE FOR CONTACTING THE PALO ALTOUTILITIES COMPANIES INVOLVED AND REQUESTING A VISUAL VERIFICATION OF THE LOCATIONS OF THEIRUNDERGROUND FACILITIES. THE CONTRACTOR OR ANY SUBCONTRACTOR FOR THIS CONTRACT SHALL NOTIFYMEMBERS OF THE U.S.A. 5 DAYS IN ADVANCE OF PERFORMING EXCAVATION WORK BY CALLING THE TOLL-FREENUMBER (800) 642-2444. EXCAVATION IS DEFINED AS BEING 18 OR MORE INCHES IN DEPTH BELOW THE EXISTINGSURFACE.THE CONTRACTOR IS CAUTIONED THAT ONLY EXCAVATION WILL REVEAL THE TYPES, EXTENT, SIZES, LOCATION,AND DEPTHS OF SUCH UNDERGROUND UTILITIES. HOWEVER, THE CONSULTANT CAN ASSUME NO RESPONSIBILITYFOR THE COMPLETENESS OR ACCURACY OF ITS DELINEATION OF SUCH UNDERGROUND UTILITIES, NOR FOR THEEXISTENCE OF OTHER BURIED OBJECTS OR UTILITIES WHICH ARE NOT SHOWN ON THESE DRAWINGS.3.ALL MATERIALS AND WORKMANSHIP SHALL CONFORM TO THE CITY'S STANDARD DETAILS, STANDARD SPECIFICATIONS, ANDGENERAL REQUIREMENTS.4.CITY WILL PROVIDE PERMITS WHEN APPLICABLE.5.IT IS THE CONTRACTOR'S RESPONSIBILITY TO VERIFY THE LOCATION OF ALL EXISTING UTILITIES WITH THE APPROPRIATE UTILITYAGENCIES PRIOR TO THE COMMENCEMENT OF CONSTRUCTION. CONTRACTOR SHALL NOTIFY ALL PUBLIC AND PRIVATE UTILITYOWNERS 48 HOURS PRIOR TO COMMENCEMENT OF WORK ADJACENT TO THE UTILITY. CONTACT UNDERGROUND SERVICE ALERT(USA) AT 811 OR 800-227-2600.6.ANY WORK IN THE PUBLIC RIGHT OF WAY SHALL CONFORM TO CITY STANDARD DETAILS AND SPECIFICATIONS.7.ALL MANHOLES, VALVE BOXES, MONUMENT BOXES, AND OTHER STRUCTURES IN THE PAVEMENT AREA SHALL BE ADJUSTED TOFINISH GRADE BEFORE PAVING FINAL LIFT.8.GRADE BREAKS ON CURBS AND SIDEWALKS ARE TO BE ROUNDED OFF ON FORM WORK AND FINISHED SURFACING.9.ALL SURPLUS AND UNSUITABLE MATERIAL SHALL BE REMOVED FROM PUBLIC RIGHT-OF-WAY.10.CONTRACTOR SHALL PROVIDE ADEQUATE DUST CONTROL AND KEEP MUD AND DEBRIS OFF THE PUBLIC RIGHT-OF-WAY AT ALLTIMES.11.ALL TRENCHES AND EXCAVATIONS SHALL BE CONSTRUCTED IN STRICT COMPLIANCE WITH THE APPLICABLE SECTIONS OFCALIFORNIA AND FEDERAL O.S.H.A. REQUIREMENTS AND OTHER APPLICABLE SAFETY ORDINANCES. CONTRACTOR SHALL BEARFULL RESPONSIBILITY FOR TRENCH SHORING DESIGN AND INSTALLATION.12.EXISTING UTILITIES SHOWN ARE BASED UPON RECORD INFORMATION AND ARE APPROXIMATE IN LOCATION AND DEPTH. THECONTRACTOR SHALL POTHOLE ALL EXISTING UTILITIES THAT MAY BE AFFECTED BY NEW FACILITIES IN THIS CONTRACT, VERIFYACTUAL LOCATION AND DEPTH, AND REPORT POTENTIAL CONFLICTS TO THE ENGINEER PRIOR TO EXCAVATING FOR NEWFACILITIES.13.CONTRACTOR SHALL PERFORM HIS CONSTRUCTION AND OPERATION IN A MANNER, WHICH WILL NOT ALLOW HARMFULPOLLUTANTS TO ENTER THE STORM DRAIN SYSTEM. TO ENSURE COMPLIANCE , THE CONTRACTOR SHALL IMPLEMENT THEAPPROPRIATE BEST MANAGEMENT PRACTICE (BMP) AS OUTLINED IN THE BROCHURES ENTITLED "BEST MANAGEMENT PRACTICEFOR THE CONSTRUCTION INDUSTRY" ISSUED BY THE SANTA CLARA VALLEY NONPOINT SOURCE POLLUTION CONTROL PROGRAM,TO SUIT THE CONSTRUCTION SITE AND JOB CONDITION.14.OVERNIGHT PARKING OF CONSTRUCTION EQUIPMENT IN THE PUBLIC RIGHT-OF-WAY SHALL NOT BE PERMITTED, EXCEPT ATLOCATION(S) APPROVED BY THE CITY TRAFFIC ENGINEER.15.REFER CITY STANDARD DETAILS FOR BASE UNDER CURB AND GUTTER AND PAVED SECTIONS.16.NEAR COMPLETION OF THE PROJECT, CONTRACTOR SHALL REPLACE ADJOINING INFRASTRUCTURE DAMAGED DURING THEPROJECT CONSTRUCTION WORK. INCLUDING BUT NOT LIMITED TO: SIDEWALKS, CURB AND GUTTER, STREET ASPHALT, UTILITIES,LANDSCAPE AND IRRIGATION.17. CONTRACTOR TO PROVIDE TRAFFIC CONTROL PLANS IF REQUESTED BY THE CITY'S TRANSPORTATION DEPARTMENT. PLANS TO INCLUDE ALL SIGNAGE AND BARRIERS USED AND REVISED PER CITY COMMENTS UNTIL APPROVED.18.CONTRACTOR TO PROVIDE A THIRD PARTY SAFETY INSPECTION AUDIT TO THE CITY OF PALO ALTO UPON COMPLETION OF THE PLAYGROUND CONSTRUCTION. PLAYGROUND TO REMAIN CLOSED UNTIL PLAYGROUND REPORT IS SUBMITTED AND PASSES ALL CODES AND REGULATIONS.

CITY OF PALO ALTO PUBLIC WORKS STANDARD DRAWINGS & SPECIFICATIONSPALO ALTO MUNICIPAL CODE (PMC)CALIFORNIA BUILDING CODE (CBC) 2022AASHTO LRFDASCE 7CAL/OSHA GENERAL NOTESSHEETSSHEET INDEX:EL CAMINO INTERSECTION EASTASH STREET INTERSECTIONBIRCH STREET INTERSECTIONDETAIL SHEET Item 11
Attachment B - California Avenue
Landscape Improvements Plan

Item 11: Staff Report
Pg.
10 Packet Pg. 124 of 566

Techcu
El Camino Real
1 3
4 2
EXISTINGCROSSWALK TOREMAINEXISTINGCROSSWALK TOREMAIN4
4 7'-6"
1 2
2 7'-6"3
4 4
CH
CH
GGGG
GGGG

AAAAAARRR

AAAAAARRR
DL
DLG
G+++++++
+++++++=
=
LOLO
LO
LO
==
==
QC 78' - 1" SCH. 40 PVCCONNECT QUICK COUPLERWATER LINE AT THIS LOCATION INSTALL NEW 1" QUICK COUPLER5 SYMBOLDESCRIPTION16 - 72" SQ. BY 36" TALL FIBERGLASS PLANTERS TYPE: CARDIFF SQUARE CF7236 BY'OLD TOWN FIBERGLASS' 714.633.373224 - 30" SQ. BY 30" TALL FIBERGLASS PLANTERS TYPE: CARDIFF SQUARE CF3030 BY'OLD TOWN FIBERGLASS' 714.633.3732DETAILS 3REMOVE EXISTING CONCRETE SIGNAGE, COBBLE STONE BASE AND FOOTING PHOTO THIS SHEET4RELOCATE EXISTING LANDSCAPE BOULDERS TO BOULWARE PARK AT 777FERNANDO AVE.

CONSTRUCTION LEGEND - CAL. AVE. WEST OF EL CAMINODETAIL SHEET #1 5INSTALL NEW 1" RAINBIRD QUICK COUPLER IN ROUND PLASTIC BOX DETAIL SHEET #1
DETAIL SHEET #2
El Camino Intersection Improvements (Eastside)scale: 1" = 16' California Avenue Street Improvements
Existing Cal. Ave. sign to be demolished
Item 11
Attachment B - California Avenue
Landscape Improvements Plan

Item 11: Staff Report
Pg.
11 Packet Pg. 125 of 566

1 EXISTINGCROSSWALK TOREMAIN2
1 2DLDLAAAAAAAAAAAA AAAAAAAAAAAAG GRRRRR RRRRR+++++++ +++++++ SYMBOLDESCRIPTIONDETAILS14 - 44" DIA. BY 30" TALL FIBERGLASS PLANTERS TYPE: MATRIX ML7239 BY 'OLD TOWNFIBERGLASS' 714.633.3732CONSTRUCTION LEGEND - CAL. AVE. AT ASH STREET 22 - 30" DIA. BY 30" TALL FIBERGLASS PLANTERS TYPE: MATRIX ML3030 BY 'OLD TOWNFIBERGLASS' 714.633.3732DETAIL SHEET #1DETAIL SHEET #1 Ash Street Intersection Improvements
California Avenue Street Improvements
scale: 1" = 8'
Item 11
Attachment B - California Avenue
Landscape Improvements Plan

Item 11: Staff Report
Pg.
12 Packet Pg. 126 of 566

EXISTINGCROSSWALK TOREMAIN
1 2
3 DL+++++++++++
DL+++++++++++DL+++++++++++AAAAAARRR

AAAAAARRRAAAAAARRRAAAAAARRR

GGGGGGGGGGGG
GGG
SYMBOLDESCRIPTIONDETAILS17 - 60" DIA. BY 40" TALL FIBERGLASS PLANTERS TYPE: MATRIX ML6040 BY 'OLD TOWNFIBERGLASS' 714.633.373225 - 40" DIA. BY 20" TALL FIBERGLASS PLANTERS TYPE: MATRIX ML4020 BY 'OLD TOWNFIBERGLASS' 714.633.3732 CONSTRUCTION LEGEND - CAL. AVE. AT BIRCH STREET
33 - NIGHT SHADE PLANTS REMOVE FROM CENTER PLANTING AREA INCLUDING ROOTSPICTURE THIS SHEETDETAIL SHEET #1DETAIL SHEET #1 Birch Street Intersection Improvements
California Avenue Street Improvements
scale: 1" = 8'
Existing Night Shade plants to be removed
Item 11
Attachment B - California Avenue
Landscape Improvements Plan

Item 11: Staff Report
Pg.
13 Packet Pg. 127 of 566

Detail Sheet - 1
California Avenue Street Improvements
6 12POTTED PLANT34& GRAVEL LEVELS
12356WALL OF POT54
ROOTBALL CROWN TO BE 1" ABOVE POTTING SOIL LEVEL &2" MIN. BELOW TOP OF POTFILTER FABRIC BETWEEN SOIL3/4" ANGULAR GRAVEL @ 12" MIN.BELOW BOTTOM OF ROOT BALL 1PLANTER INSTALLATION

TOP SOIL (SUBMIT SAMPLE) -

DETAILNOT TO SCALE

NO POTTING SOIL
3" NIPPLE12" NIPPLE12" MIN. DEPTH
10" ROUND BLACK PLASTIC 1/2"0-1"RAINBIRD 44NP
(TYP)

PLAN-SEE PLANTINGSPECIFIED MULCH
PVC SCHEDULE 80

VALVE BOX AND LID

DRAIN ROCK
CLAMPSSTAINLESS STEELANGLE IRON1" x 3/16" x 30"
90° ELLS (TxT)PVC SCHEDULE 80
CONNECTED TO IRRIGATION SUPPLYLINE(SxSxT) OR 90° ELL (SxT)PVC SCHEDULE 80 TEE PVC SCHEDULE 80VALVEQUICK COUPLING

FINISH GRADE
NOTE: SET TOP OF BOX EVEN WITH FINISH GRADE IN TURF AREAS.NOTE: REFER TO CONTRACT TECHNICAL SPECIFICATIONS FORADDITIONAL INFORMATION2QUICKCOUPLERDETAILNOT TO SCALE Item 11
Attachment B - California Avenue
Landscape Improvements Plan

Item 11: Staff Report
Pg.
14 Packet Pg. 128 of 566

*NOT YET ADOPTED*

124_20241204_ts24 1
Resolution No. _____

Resolution of the Council of the City of Palo Alto Extending the City Manager’s Authority to Temporary Close a Portion of California Avenue Pursuant to California Vehicle Code Section 21101 to Facilitate Outdoor Dining, Retail, and Other Uses

R E C I T A L S

A. On June 23, 2020, the Council adopted Resolution No. 9909 approving the temporary closure of portions of California Avenue , University Avenue and certain other Downtown streets through Labor Day 2020 to allow for outdoor dining and retail on those streets, consistent with the Santa Clara County Public Health Order in effect. The street closures were part of a Summer Streets Program initiated by the City to accommodate outdoor uses at a time when indoor dining remained prohibited in the County and the growing scientific evidence showed a lower risk of COVID-19 transmission outdoors compared to indoors. At that time, the City a nticipated that indoor dining would be allowed to resume in the County, as had been allowed in neighboring counties, and sought to address the immediate needs of the community including residents, workers and businesses that had been severely impacted by loss of business activity and revenue.

B. Through Resolution No. 9909 the Council also approved a temporary pilot parklet program to allow parklets to be installed in on -street parking spaces on an expedited and temporary basis to provide more space for outdoor dining.

C. On July 2, 2020, the County Public Health Officer issued a revised Shelter in Place Order, to become effective on July 13, 2020, that allowed certain additional activities to resume if specified strict across-the-board risk reduction measures were followed. The objective was to allow activities that were already allowed in surrounding jurisdictions, which had reopened more quickly than Santa Clara County, so long as the prescribed risk reduction measures were followed.

D. On July 7, 2020, the State approved Santa Clara County’s requested variance that allowed the revised Shelter in Place Order to go into effect on July 13, 2020.

E. However, with the number of COVID-19 cases dramatically increasing again in the State, on July 13, 2020, the Governor announced a sweeping roll back of the reopening that the State had allowed . The State mandated that all counties close certain indoor operations, including in-restaurant dining. For counties on the State’s monitoring list for 3 consecutive days (and thus placed on the State “watchlist”), the State required the closure of additional industries or activities unless they could be modified to operate outside or by pick-up; these included gyms and fitness centers, places of worship and cultural ceremonies, personal care services, hair salons and barbershops, and shopping malls.

Item 11
Attachment C - Resolution
Extending City Manager’s
Authority to Temporary
Close a Portion of
California Avenue through
2025

Item 11: Staff Report
Pg.
15 Packet Pg. 129 of 566

*NOT YET ADOPTED*

124_20241204_ts24 2
F. Through the summer, the United States including “hot spots” like California continued to hit new highs in confirmed cases and deaths, as the loosening of shelter -in-place restrictions had precipitated a resurgence of the virus in many states, including California. As of July 27, 2020, the State was averaging nearly 10,000 new COVID-19 cases per day, and hospitals and their intensive care units were filling up. Thirty -seven counties representing 93% of the State’s population were on the State’s watchlist , and California had 460,550 conf irmed cases of COVID-19, resulting in 8,445 deaths.

G. On August 10, 2020, the Council adopted Resolution No. 9911, which amended Resolution 9909, to extend until December 31, 2020 the temporary closure of portions of California Avenue and University Avenu e and certain intersecting streets to allow for continued use of these areas in the heart of the City’s commercial districts to allow for outdoor dining and potentially other activities as may be allowed by State and County Public Health Orders.

Resolution No. 9911 also extended the temporary parklet program to September 7, 2021.

H. Since August 2020, the County Public Health Officer issued a Risk Reduction Order on October 5, 2020, which coincided with the County moving into the orange tier under the State’s “Blueprint for a Safer Economy” tiered restriction system.

I. However, on November 16, 2020, the State moved Santa Clara County two steps from the orange/moderate tier to the purple/widespread tier (the highest risk tier) due to a sharp increase in COVID-19 cases statewide. On that date, the County reported 388 new cases of COVID-19, bringing the cumulative total to 28,686. As of November 17, 2020, California reported 1,029,235 confirmed cases of COVID -19, resulting in 18,263 deaths , and 94.1% of the State’s population was now in the purple tier (according to the Governor’s Office). The State’s rules for the purple/widespread tier mandate that restaurants and gyms cannot have indoor service and retail stores may only have 25% capacity indoors.

J. On December 14, 2020, the Council adopted Resolution 9933, which amended Resolution 9099, to extend until May 31, 2021 the temporary closure of portions of California Avenue and University Avenue and certain intersecting streets to allow for continued use of these areas in the heart of the City’s commercial districts to allow for outdoor dining and potentially other activities as may be allowed by State and County Public Health Orders.

K. On March 3, 2021, the State moved Santa Clara County one step down from the purple/widespread tier to the red/substantial tier. As of March 16, 2021, the County reported a cumulative total of 112,909 COVID cases and 1,867 deaths.

L. On May 10, 2021, the Council adopted Resolution 9954, which further amended Resolution 9099 to extend until October 31, 2021 the temporary closure of portions of California Avenue and University Avenue and certain intersecting streets to allow for continued use of these areas in the heart of the City’s commercial districts to allow for outdoor dining and potentially other activities as may be allowed by State and County Public Health Orders.

Item 11
Attachment C - Resolution
Extending City Manager’s
Authority to Temporary
Close a Portion of
California Avenue through
2025

Item 11: Staff Report
Pg.
16 Packet Pg. 130 of 566

*NOT YET ADOPTED*

124_20241204_ts24 3
M. On June 7, 2021, the Council adopted Resolution 9962. Resolution 9962 amended and restated Section 4 of Resolution 9909 regarding the pilot parklet program on a non - emergency basis.

N. On June 15, 2021, the State of California eliminated the Blueprint for a Safer Economy system of COVID -related rules and restrictions ( also known as the color -tier system) amidst improvements in public health data and increasing availability of the COVID vaccine. The City of Palo Alto rescinded its declaration of local emergency on July 1, 2021.

O. On September 13, 2021 the Council voted to extend the street closures of portions of California Avenue and Ramona Street through June 30, 2022 to allow for the continued use of these streets for outdoor dining and other activities as may be allowed . The Council voted on each street separately and Resolution 9987 extended the closure of California Avenue only; a separate resolution (no. 9988) extended the closure of Ramona Street. At the same meeting, the Council directed the City Manager to open the portion of University Avenue which was closed by Resolution 9909 and its successors on October 15, 2021.

P. On May 16, 2022, the City Council adopted Resolution 10040, which amended and restated Resolution 9987 to continue its provisions until December 31, 2023.

Q. On November 6, 2023, the City Council adopted Resolution 10129, which amended and restated Resolution 10040 to continue its provisions until December 31, 2024.

R. The City Council now desires to amend and restate Resolution 10129 to continue its provisions until December 31, 2025.

NOW THEREFORE THE CITY COUNCIL OF THE CITY OF PALO ALTO RESOLVES AS FOLLOWS:

SECTION 1. Findings and Declarations. The Council hereby adopts the above Recitals as findings of the Council.

SECTION 2. Supersedes Resolution 10129. This Resolution shall supersede Resolution 10129, which is rescinded as of the effective date of this Resolution.

SECTION 3. Extension of Temporary Street Closure

A. The following street is hereby closed to any and all vehicular traffic through December 31, 202 5, in accordance with California Vehicle Code Section 21101(e), to facilitate the temporary uses of outdoor dining , retail, and other permitted uses:

1. California Avenue from Birch Street to El Camino Real.

Item 11
Attachment C - Resolution
Extending City Manager’s
Authority to Temporary
Close a Portion of
California Avenue through
2025

Item 11: Staff Report
Pg.
17 Packet Pg. 131 of 566

*NOT YET ADOPTED*

124_20241204_ts24 4
B. The City Manager is authorized to determine the days, hours and duration of the temporary street closure(s) within the period specified in Section A, with reasonable notice provided, and whether exceptions to the closure shall be made for municipal purposes. The City Manager is also authorized to close only part of the street authorized for closure in Section A.

SECTION 4. The Council finds that this Resolution is categorically exempt from CEQA under CEQA Guidelines Sections 15301 (existing facilities) and 15304(e) (minor temporary use of land having negligible or no permanent effects on the environment).

SECTION 5. This Resolution shall become effective immediately upon adoption.

INTRODUCED:

PASSED:

AYES:

NOES:

ABSENT:

ABSTENTIONS:

ATTEST:

__________________________ _____________________________ City Clerk Mayor

APPROVED AS TO FORM: APPROVED:

__________________________ _____________________________ Assistant City Attorney City Manager

_____________________________
Director of Public Works

_____________________________
Chief Transportation Official

_____________________________
Director of Planning and Development
Services
Item 11
Attachment C - Resolution
Extending City Manager’s
Authority to Temporary
Close a Portion of
California Avenue through
2025

Item 11: Staff Report
Pg.
18 Packet Pg. 132 of 566

City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Community Services
Meeting Date: December 16, 2024
Report #:2411-3813
TITLE
Approval of Professional Services Contract Number C25193087 with Rincon Consultants in an Amount Not to Exceed $202,322 for California Environmental Quality Act (CEQA) Review of a Revised Master Plan for the Cubberley Site for a Period of One Year, and Approval of Budget Amendments in the General Fund and Cubberley Infrastructure Fund; CEQA Status – this action will initiate CEQA review of the master plan.

RECOMMENDATION
Staff recommends the City Council:

1. Approve and authorize the City Manager or designee to execute Contract Number C25193087 (Attachment A), with Rincon Consultants, for environmental review of a revised master plan for the Cubberley site pursuant to the California Environmental Quality Act (CEQA) for a term of one year and 15 days, and a total compensation not-to-exceed $202,322, including $168,602 for basic services and $33,720 for additional services; and

2. Amend the Fiscal Year 2025 Budget Appropriation for:
a. General Fund by:
i. Increasing the transfer to the Cubberley Property Infrastructure Fund by $202,322; and
ii. Decreasing the Real Property Investment Reserve by $202,322; b. Cubberley Property Infrastructure Fund (requires 2/3 approval) by:
i. Increasing the transfer from the General Fund to the Cubberley Community Center Redevelopment Capital Improvement Project (CB-26000) by $202,322; and
ii. Increasing the Cubberley Community Center Redevelopment Capital Improvement Project (CB-26000) appropriation by $202,322.

BACKGROUND
The 35-acre Cubberley site, located at 4000 Middlefield Road in Palo Alto, operated as Cubberley High School from 1956 - 1979. Beginning in the late 1980’s, the City began leasing Item 12
Item 12 Staff Report

Item 12: Staff Report
Pg.
1 Packet Pg. 133 of 566

portions of the facilities from the Palo Alto Unified School District (PAUSD or District) at the site.

Today, the City owns eight (8) acres of the 35-acre site and PAUSD owns the remaining 27 acres, most of which are leased to the City. The City operates the areas of Cubberley it controls as a community center, using some of the space for classes and activities in arts, culture and athletics, and sub-leasing additional space at City-subsidized rates to various non-profit and community serving groups. The City Council approved a lease amendment on December 2, 20241 to continue the lease for an additional five years.

There are currently 23 tenants and 24 artists leasing space at Cubberley from the City, and dozens of groups renting the theater, pavilion, classrooms, and athletic fields from the City. Combined, these groups provide the community with programs that support health and wellness, childcare, education, and visual and performing arts. The District uses space for educational purposes and staff offices and has leases with some third-party tenants. The parking lot in the southeast corner of the property houses portable trailers as a temporary site for Hoover Elementary School during construction at Hoover.

In October 2024, the City Council and Board of Education each independently approved a Memorandum of Understanding with key terms and conditions for the City to purchase and lease property at the Cubberley site from PAUSD. The MOU describes a series of steps the City and District will undertake in a collaborative approach to pursue the sale and redevelopment of the Cubberley site and its positive funding impacts on District schools. Contingent on voter approval of a November 2026 ballot measure, the City will purchase seven acres of land at the Cubberley site from PAUSD in 2027 and redevelop the City’s combined 15-acre site for community use. The District intends to use the proceeds from the sale to develop and improve Palo Alto schools. According to the MOU, a master redevelopment plan for the site must be completed by March 2026, which requires environmental review according to the California Environmental Quality Act (CEQA). Attachment B shows the project area for the master plan.

There have been several master planning efforts over the years to reimagine and update the Cubberley site, with the most recent one being completed in 2019 with the assistance of the consulting group Concordia. In anticipation of Council adoption of the 2019 master plan titled Cubberley Concept Plan, the City engaged Rincon Consultants to conduct the required CEQA analysis.

Rincon was awarded a contract in 2019 2 after a competitive process to complete CEQA analysis and documentation for the Cubberley Concept Plan. Two consultants submitted proposals for 1 City Council, December 2, 2026; Agenda Item #18; SR #2410-3634, https://cityofpaloalto.primegov.com/Portal/viewer?id=0&type=7&uid=8381839f-29fc-4cf1-8617-3bf0af2477d6 2 City Council, June 10, 2019; Agenda Item #6; SR #10378, https://portal.laserfiche.com/Portal/DocView.aspx?id=58703&repo=r-704298fc&searchid=cbd3693f-6fba-467c- b9bb-af66d534b41e
Item 12
Item 12 Staff Report

Item 12: Staff Report
Pg.
2 Packet Pg. 134 of 566

the project with Rincon being selected. The contract was amended in 2021 3. At that time, the concept was to build a community center on the City’s land and shared use buildings on the school district’s land. The Cubberley Concept Plan and draft CEQA analysis were completed but due to a change in priorities for PAUSD the master plan and associated CEQA documentation were never adopted by the City Council.

ANALYSIS
On December 2, 2024, the Council approved a professional service contract with Concordia, LLC to re-initiate the master planning work completed in 20194. The master plan must be completed by March 2026 in preparation for the November 2026 election at which time a bond measure will be placed on the ballot for funding of the land purchase and project construction.

For the Council to adopt the new master plan, CEQA analysis must be completed and adopted at the same time requiring a condensed timeline to complete the work.

The contract with Rincon reinitiates work associated with the CEQA requirement for master planning of the Cubberley site, revising and completing the work completed by Rincon in October 2021. Rincon completed a draft Initial Study/Mitigated Negative Declaration (IS/MND), which assessed impacts to resources as required by CEQA. Much of the work is still relevant and valid and can be applied to the reinitiated project. Staff recommends that Rincon be reengaged for this work to provide economic and timeline efficiencies, demonstrating financial responsibility and recognizing the compressed schedule.

An exemption to competitive solicitation pursuant to Palo Alto Municipal Code section 2.30.360 (b2) was approved by the City Manager.

FISCAL/RESOURCE IMPACT
Funding to support the master planning process, related reviews, and preparation for the November 2026 ballot measure has been reserved in the FY 2025 Adopted Budget for real property acquisition. Staff recommends a budget amendment to transfer $202,322 from the General Fund Real Property Investment Reserve to the Cubberley Property Infrastructure Fund – Cubberley Community Center Redevelopment Capital Improvement Project (CIP-26000). This action combined with other recommended actions in December 2024 would bring the Real Property Investment Reserve from $1 million to $ 165,712 in FY 2025. Funding for future years is subject to City Council approval through the annual budget process.

3 City Council, June 21, 2021; Agenda Item #9; SR #12253, https://portal.laserfiche.com/Portal/DocView.aspx?id=55725&repo=r-704298fc&searchid=cbd3693f-6fba-467c- b9bb-af66d534b41e
4 City Council, December 2, 2024; Agenda Item #18 Attachment C; SR #2410-3634, https://cityofpaloalto.primegov.com/Portal/viewer?id=0&type=7&uid=43a53c99-5f6b-452e-bf65-b787288d47d9 Item 12
Item 12 Staff Report

Item 12: Staff Report
Pg.
3 Packet Pg. 135 of 566

STAKEHOLDER ENGAGEMENT
A robust community and stakeholder engagement effort will be conducted by Concordia during development of the master plan to inform design and future programming of a new community center at the site. There will be public hearings to present the findings of the environmental analysis and CEQA process. Additional details on the project plan can be found in the December 2, 2024 Council approved workplan5. Stakeholders can also follow the community conversation at the dedicated webpage6.

ENVIRONMENTAL REVIEW
A Master Plan is considered a Project under CEQA and therefore requires that the project be evaluated to determine if it may cause either a direct or reasonably foreseeable indirect physical change in the environment. This contract will ensure that CEQA analysis and documentation is completed in accordance with state law.

ATTACHMENTS
Attachment A: Rincon Consultants Contract C25193087
Attachment B: Project Area
APPROVED BY:

Kristen O'Kane, Community Services Director
5 City Council, December 2, 2024; Agenda Item #18; SR #2410-3634; https://cityofpaloalto.primegov.com/Portal/viewer?id=0&type=7&uid=a135fecf-1273-4204-8c74-cc22d03a6366 6 www.cityofpaloalto.org/CommunityServices/Cubberley-Community-Center-Project Item 12
Item 12 Staff Report

Item 12: Staff Report
Pg.
4 Packet Pg. 136 of 566

Professional Services
Rev. Oct 16,2024

CITY OF PALO ALTO CONTRACT NO. C25193087

AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN THE CITY OF PALO ALTO AND RINCON CONSULTANTS, INC.

This Agreement for Professional Services (this “Agreement”) is entered into as of the 2nd day of December, 2024 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and RINCON CONSULTANTS, INC. , a California Corporation, located at 66 Franklin Street, Suite 300, Oakland, CA 94607 (“CONSULTANT”).

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

RECITALS

A. CITY intends to prepare an Initial Study-Mitigated Negative Declaration for the Cubberley Master Plan Project area (the “Project”) and desires to engage a consultant to provide services 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 effective date of this agreement through December 31, 2025 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 Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
5 Packet Pg. 137 of 566

Professional Services
Rev. Oct 16,2024

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.

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 One Hundred Sixty- Eight Thousand Six Hundred Two Dollars ($168,602). T he 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.

Optional Additional Services Provision (This provision applies only if checked and a not-to-exceed compensation amount for Additional Services is allocated below under this Section 4.)

In addition to the not-to-exceed compensation specified above, CITY has set aside the not- to-exceed compensation amount of Thirty-Three Thousand Seven Hundred Twenty Dollars ($33,720) for the performance of Additional Services ( as defined below). The total compensation for performance of the Services, Additional Services and any reimbursable expenses specified in Exhibit C, shall not exceed Two Hundred Two Thousand Three Hundred Twenty-Two Dollars ($202,322), as detailed in Exhibit C.

“Additional Services” means any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described at Exhibit A. CITY may elect to, but is not required to, authorize Additional Services up to the maximum amount of compensation set forth for Additional S ervices in this Section 4. CONSULTANT shall provide Additional Services only by advanced, written authorization from CITY as detailed in this Section . Additional Services , if any, shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project Manager, as identified in Section 13 (Project Management). Each Task Order shall be in substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK ORDER”. Each Task Order shall contain a specific scope of services, schedule of performance and maximum compensation amount, in accordance with the provisions of this Agreement. Compensation for Additional Services shall be specified by CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.

To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project Manager within the time specified by the Project Manager, and upon authorization by CITY (defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall become part of this Agreement. The cumulative total compensation to CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the amount of compensation set forth for Additional Services in this Section 4 .

CONSULTANT shall only be compensated for Additional Services performed under an Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
6 Packet Pg. 138 of 566

Professional Services
Rev. Oct 16,2024

authorized Task Order and only up to the maximum amount of compensation set forth for Additional Services in this Section 4. Performance of and payment for any Additional Services are subject to all requirements and restrictions in this Agreement.

SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the S ervices 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 A greement 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 or der 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 recommendations to CITY for aligning the P roject 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 Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
7 Packet Pg. 139 of 566

Professional Services
Rev. Oct 16,2024

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 S ervices 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 wi ll 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 re lated to CONSULTANT’s performance of the S ervices, 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 C ity 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 B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY agrees that subcontractors may be used to complete the Services. The subcon tractors authorized by CITY to perform work on this Project are:

Hexagon Transportation Consultants, Inc.
100 Century Center Court, Suite 501
San Jose, California 95112

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 Karly Kaufman Email: [email protected] as the CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent 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 Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
8 Packet Pg. 140 of 566

Professional Services
Rev. Oct 16,2024

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 Kristen O’Kane, Director of Community Service Department, 1305 Middlefield Road Palo Alto, CA , zipcode: 94301, Telephone: (650)463-4908. 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 1 4. OWNERSHIP OF MATERIALS . A ll 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 C ity 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 third party 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”) to the extent that such Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT, its officers, employees, agents or co ntractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. CITY will reimburse CONSULTANT for the proportionate percentage of defense costs exceeding CONSULTANT’s proportionate percentage of fault as determined by the final judgment of a court of competent jurisdiction.

16.2. Notwithstanding the above, nothing in this Section 1 6 shall be construed to Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
9 Packet Pg. 141 of 566

Professional Services
Rev. Oct 16,2024

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 2 9.4 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 caused by or directly arising as a result of the Services performed under this Agreement, including Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
10 Packet Pg. 142 of 566

Professional Services
Rev. Oct 16,2024

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 wi ll 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 S ervices 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 P roject Manager at the address of CONSULTANT recited on the first page of this Agreement.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
11 Packet Pg. 143 of 566

Professional Services
Rev. Oct 16,2024

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 S ection 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, pregna ncy, 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 t he 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 Waste best practices include, first, minimizing and reducing waste; second, reusing waste ; and, Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
12 Packet Pg. 144 of 566

Professional Services
Rev. Oct 16,2024

third, recycling or composting waste. In particular, C ONSULTANT shall comply with the following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to C ITY 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 C ONSULTANT 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 S ection shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement.

SECTION 2 6. 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).

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
13 Packet Pg. 145 of 566

Professional Services
Rev. Oct 16,2024

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 S ection 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 confidentia lity 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: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
14 Packet Pg. 146 of 566

Professional Services
Rev. Oct 16,2024

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 t hird 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.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
15 Packet Pg. 147 of 566

Professional Services
Rev. Oct 16,2024

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 A-1 PROFESSIONAL SERVICES TASK ORDER
EXHIBIT B: SCHEDULE OF PERFORMANCE
EXHIBIT C: COMPENSATION
EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS

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

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
16 Packet Pg. 148 of 566

Professional Services
Rev. Oct 16,2024

CONTRACT No. C25193087

SIGNATURE PAGE

IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written.

CITY OF PALO ALTO

City Manager

APPROVED AS TO FORM:

City Attorney or designee

RINCON CONSULTANTS, INC.

Officer 1

By: ________________________________

Name: ______________________________

Title: _______________________________

Officer 2

By: ________________________________

Name: ______________________________

Title: _______________________________

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Principal
Abe Leider
Richard Daulton
Secretary/Exec Vice President
Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
17 Packet Pg. 149 of 566

Professional Services
Rev. Oct 16,2024

EXHIBIT A

SCOPE OF SERVICES

CONSULTANT shall provide the Services detailed in this Exhibit A , entitled “ SCOPE OF SERVICES”. Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project.

CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.

CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Scope of Services.

Task 1 Project Mobilization and Kickoff

CONSULTANT’S project manager will review project and background information and prepare for and attend a kickoff meeting with the project team and CITY. This meeting will serve as a forum to review and confirm study objectives and to discuss the expectations of stakeholders.

Working schedules will be discussed. CONSULTANT will also use this opportunity to collect any relevant project or background information not already transmitted. This task will also include coordination with the CITY to verify the project description, confirm project assumptions, and confirm assumptions regarding potential increases in development.

CONSULTANT will also conduct a site visit to observe and take photographs of the site’s existing conditions and surroundings.

Task 2 Cultural Resources Technical Report Update

CONSULTANT previously completed a cultural resources technical report for the Cubberley Concept Plan in 2019 and proposes to supplement and update this report where needed to support defensibility and consistency with best professional practices. This will include an updated records search of the California Historical Resources Information System (CHRIS) to identify any newly identified cultural resources within a 0.5-mile radius of the project site.

CONSULTANT anticipate the records search will be conducted by CHRIS staff and not exceed $750 in direct costs. CONSULTANT will also complete a focused cultural resources survey to confirm existing conditions and identify any changes which may have occurred since 2019.

CONSULTANT previously evaluated the former Cubberley High School complex and determined it was ineligible as a historical resource under CEQA. In accordance with guidance from the California Office of Historic Preservation, CONSULTANT will prepare an updated evaluation to confirm no changes have occurred which would warrant eligibility.

CONSULTANT assume archaeological testing will be not be required and no other cultural resources will be identified which warrant recordation. Pending completion of the records search and field survey, CONSULTANT will prepare an updated technical report to address impacts to historical and archaeological resources and provide recommendations as needed.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
18 Packet Pg. 150 of 566

Professional Services
Rev. Oct 16,2024

Assembly Bill 52 Assistance

Under Assembly Bill (AB) 52 (California Government Code Section 21080.3.1 (a)), the City of Palo Alto, as the CEQA lead agency, is required to begin consultation with California Native American Tribes that are traditionally and culturally affiliated with the project site prior to the release of a negative declaration, mitigated negative declaration, or environmental impact report.

If CITY does not maintain an AB 52 contact list, CONSULTANT will request an AB 52 consultation list from the Native American Heritage Commission (NAHC) on behalf of the CITY. Typically, NAHC list requests are fulfilled within 10-14 business days. CONSULTANT will assist with consultation under AB 52 by providing with letter templates, checklists, and detailed instructions to ensure meaningful consultation with interested Native American groups can be completed in accordance with AB 52. After receipt of letters, Native American Tribes have 30 days to reply to a request for consultation under AB 52. This task does not include meetings, outreach, consultation, or CONSULTANT mailing letters to Tribal governments.

CONSULTANT assumes the CITY will officially contact all applicable Tribes. This scope item does not include any meetings with Native American tribes or individuals; however, CONSULTANT can assist with these efforts under a scope augmentation if needed.

Task 3 Administrative Draft Initial Study – Mitigated Negative Declaration

Building off the Administrative Draft IS-MND prepared in 2021, CONSULTANT Consultants will prepare an Administrative Draft IS-MND pursuant to the requirements set forth in the State CEQA Guidelines. The Project Description in the Administrative Draft IS-MND will be updated to be consistent with the revised draft of the Master Plan. CONSULTANT anticipates that some of the previous analysis prepared for the Cubberley Concept Plan would continue to apply.

However, CONSULTANT anticipates that because the Plan area boundary has changed and the buildout assumptions have changed, re-quantification of many impacts will be needed.

CONSULTANT’s proposed approach to technical analysis is described below under “Technical Approach to Environmental Issues.”
The IS-MND will provide supporting analysis to determine whether the project will or may have significant environmental effects that cannot be mitigated to below a level of significance.

CONSULTANT will use the CITY’s preferred format, which CONSULTANT anticipate will be the suggested checklist from Appendix G of the CEQA Guidelines. The Administrative Draft IS- MND will address each of the items on the environmental checklist.

Task 4 Public Review Draft Initial Study – Mitigated Negative Declaration

As part of this task and after confirming the approach with CITY, CONSULTANT will finalize the IS-MND. This step will involve responding to two rounds of consolidated CITY comments on the Administrative Draft IS-MND (i.e., one round of comments on the Administrative Draft and one round of comments on a Screencheck Draft IS-MND) and preparation of the Public Review Draft IS-MND.

This task also includes circulating the Public Review Draft IS-MND for the required 30-day public review period. CONSULTANT will prepare and revise the Notice of Intent (NOI) to Adopt an IS-MND per one round of consolidated comments and will be responsible for filing with the State Clearinghouse (SCH) and the County Clerk. CITY will be responsible for distributing the notices to responsible agencies and other interested parties, and other noticing Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
19 Packet Pg. 151 of 566

Professional Services
Rev. Oct 16,2024

required under CEQA or CITY procedures, including newspaper advertisement. CONSULTANT can advise the CITY on these requirements if needed.

Task 5 Final IS-MND

Although CEQA does not technically require written responses to comments on IS-MNDs, CONSULTANT recommend preparing written responses to show that comments have been “considered” as required by CEQA. After close of the public comment period, CONSULTANT will prepare written responses to CEQA-relevant written comments on the Public Review Draft IS-MND. All responses will include reasoned analysis and will cite appropriate provisions of the Public Review Draft IS-MND, the CEQA Guidelines, and applicable legal decisions.

CONSULTANT assume up to 10 letters will be received and that comments will not be substantial/complex in nature such that no more than 24 hours of professional staff time are required to respond to comments should additional or more complex letters be received; additional budget may be needed.

CONSULTANT will also prepare a Mitigation Monitoring and Reporting Plan (MMRP), if appropriate, which will be presented as a table listing all mitigation measures, indicating what monitoring actions are required, the department(s) and or agencies responsible for monitoring, and when monitoring is to occur.

CONSULTANT will prepare the Notice of Determination (NOD). If the project is approved, CONSULTANT will file the NOD with the State Clearinghouse. CONSULTANT assume that the CITY will file the NOD with the County Clerk and that the CITY or applicant will be responsible for payment of NOD filing fees. CONSULTANT will maintain the Administrative Record for this project. CONSULTANT will develop a work plan at the outset that instructs internal staff on the way in which the Administrative Record will be developed and maintained.

As sources are referenced in each section of the report, they are logged in an index containing a hyper-linked cross-reference to the individual source files, copies of which are maintained on company servers. These include, for example, guidance documents, websites, correspondence, and technical memoranda. The citations and source files will be audited during our technical review to ensure the record is complete and comprehensive.

Task 6 Public Hearings

CONSULTANT will attend up to two public hearings virtually to present the findings of the report and/or respond to questions on the environmental analysis or CEQA process.

CONSULTANT can attend additional hearings for an additional fee.

Task 7 Project Management

CONSULTANT’s Project Manager will be responsible for coordinating communication and maintaining a close working relationship internally, with our subconsultant and with CITY staff during execution of this project. This task includes participation by CONSULTANT in up to four conference calls to discuss the budget, schedule, and progress of the project and includes monthly invoicing and progress reporting.

Technical Approach to Environmental Issues

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
20 Packet Pg. 152 of 566

Professional Services
Rev. Oct 16,2024

The following describes CONSULTANT’s general approach to the key issues that CONSULTANT assume would be the focus of the IS-MND.

Air Quality

The air quality analysis will be prepared in accordance with the methodologies and significance thresholds outlined in the Bay Area Air Quality Management District’s (BAAQMD) CEQA Guidelines (2022). The analysis will include discussions of temporary construction impacts and long-term operational impacts associated with the project. Construction-related emissions would include emissions associated with construction equipment and vehicles during construction.

Long-term operational emissions would include those associated with building energy consumption and trips to and from the project site. This analysis assumes the project would not have any stationary sources that require BAAQMD permits. Air emissions will be quantified using the California Emissions Estimator Model (CalEEMod) and projected emissions will be compared to the BAAQMD’s numerical thresholds of significance. There are residential units located near the project, and temporary construction activities have the potential to result in a significant health risk impact depending on the construction details. Therefore, a construction health risk assessment (HRA) task is presented below. However, if project construction equipment would use US EPA Tier 4 or California Air Resources Board diesel particulate filters (DPF) Level 3 emissions controls, a qualitative approach may be taken to the potential health risk impact. Cumulative health risk impacts would also be addressed. A standalone technical report is not proposed under this scope of work and the analysis will be prepared directly in the Initial Study section with modeling outputs in an appendix. If significant impacts are identified, feasible mitigation measures will be developed.

Construction Health Risk Assessment

The construction HRA will be conducted using project-specific data, emissions calculated from CalEEMod under the air quality analysis for diesel particulate matter (DPM) and PM2.5, air dispersion modeling, and health risk calculation. The refined construction HRA will be performed in accordance with the revised California Office of Environmental Health Hazard Assessment (OEHHA) Guidance. The analysis will incorporate the estimated construction emissions and dispersion modeling using the USEPA AMS/EPA Regulatory Model (AERMOD) model with meteorological data from the closest meteorological monitoring station. AERMOD dispersion model outputs will be converted into specific cancer risks and non-cancer chronic health hazard impacts in accordance with the OEHHA Guidance. The results of the construction HRA will be incorporated into the IS-MND Air Quality section.

Biological Resources

The 15-acre site is in a developed urban area and has been developed and urbanized for many years. It is unlikely that there are unique, rare or endangered plant or animal species or habitats on or near the site and the site is not within an area designated as a natural community. This section will include a general assessment of the potential biological resources that could be present in the area and will focus on potential associated with disturbance and removal of existing mature trees such as impacts to nesting birds and consistency with the CITY’s Tree Preservation Ordinance. Where potential resources are identified, programmatic mitigation measures will be developed. This scope of work does not include an arborist report; however, Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
21 Packet Pg. 153 of 566

Professional Services
Rev. Oct 16,2024

CONSULTANT certified arborists could prepare an arborist report at the CITY’s request or an additional fee.

Cultural Resources

CONSULTANT assumes that the cultural resources analysis will be based on the Cultural Resources Technical Report prepared by CONSULTANT as described under Task 2.

Energy

The project’s energy use from construction and operation will be quantified using the CalEEMod outputs and in-house calculation spreadsheets. In addition, the proposed project’s compliance with applicable State and local energy reduction plans, policies, and regulations will be determined. If significant impacts are identified, feasible mitigation measures will be developed.

Greenhouse Gas Emissions

The greenhouse gas (GHG) analysis will be prepared in accordance with the methodologies and significance thresholds outlined in the Bay Area Air Quality Management District’s (BAAQMD) CEQA Guidelines (2022). Similar to the air quality analysis, the GHG analysis will include discussions of temporary construction impacts and long-term operational impacts associated with the project. Construction-related emissions would include emissions associated with construction equipment and vehicles during construction. Long-term operational emissions would include those associated with the building energy consumption and trips to and from the project site.

Project-level impacts will be analyzed through a consistency analysis with the CITY’s 2022 Sustainability and Climate Action Plan (which CITY staff has stated is a qualified GHG reduction strategy), as allowed by BAAQMD CEQA guidance.

Land Use and Planning

This analysis will focus on land use compatibility issues that may arise as a result of Master Plan implementation. Compatibility issues will be discussed in light of information provided in other sections of the CEQA analysis. Inconsistency with applicable land use plans does not in itself constitute an environmental impact. Environmental impacts could result from inconsistencies with CITY policies adopted for the purpose of avoiding or reducing environmental impacts. The analysis will focus on consistency with adopted plans and programs intended to reduce environmental impacts.

Noise

CONSULTANT will prepare a noise and vibration analysis consistent with CITY standards.

CONSULTANT will conduct up to two long-term (48 hour) and four short-term (15-minute) sound level measurements to characterize the local noise environment. Construction noise impacts will be addressed at the programmatic level. An analysis of the potential for on-site noise sources (e.g., HVAC) to impact nearby sensitive receptors will be conducted at the program level based on available data and information. The project’s contribution to traffic noise level increases will be quantified based on traffic data provided by Hexagon. In addition, the Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
22 Packet Pg. 154 of 566

Professional Services
Rev. Oct 16,2024

potential for project construction to result in vibration impacts will be analyzed. If significant impacts are identified, feasible mitigation measures will be developed.

Transportation

The transportation analysis will be based on transportation study prepared by Hexagon Transportation Consultants (Hexagon). Hexagon will prepare the report consistent with the requirements of the CITY of Palo Alto and the Santa Clara Valley Transportation Authority (VTA) Congestion Management Program (CMP). Hexagon’s scope of work includes the following:

Vehicle Miles Traveled. According to the CITY’s VMT policy, the effects of development on the transportation system using the VMT metric must be evaluated to assess transportation impacts per CEQA requirements. Hexagon will check the VMT for the proposed project and will compare that to the threshold of significant impact in Palo Alto. If an impact is shown, CONSULTANT will describe how the impact could be mitigated.

Transportation Study. The purpose of the transportation study is to satisfy the requirements of the CITY of Palo Alto and the Santa Clara County Congestion Management Program (CMP).

The transportation analysis will include an analysis of weekday AM and PM peak-hour traffic conditions and will determine the traffic impacts of the proposed project on key intersections in the vicinity of the site. Project trips on nearby freeway segments also will be identified based on CMP guidelines. The intersections and freeway segments that we propose to study are identified below.

Study Intersections:
• Middlefield Road & Charleston Road
• Middlefield Road & Montrose Avenue
• Middlefield Road & San Antonio Road (CMP)
• Alma Street & Charleston Road
• Alma Street/Central Expressway & San Antonio Road
• Charleston Road & San Antonio Road (CMP)

Freeway Segments:
• US 101 North of San Antonio Road
• US 101 South of San Antonio Road

The tasks to be included in the traffic analysis are:

1. Site Reconnaissance. The physical characteristics of the site and the surrounding roadway network will be reviewed to identify existing roadway cross-sections, intersection lane configurations, traffic control devices, and surrounding land uses.

2. Observation of Existing Traffic Conditions in the Study Area. Existing traffic conditions will be observed in the field in order to identify any operational deficiencies and to confirm the accuracy of calculated levels of service.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
23 Packet Pg. 155 of 566

Professional Services
Rev. Oct 16,2024

3. Data Collection. Existing weekday AM (7:00 – 9:00 AM) and PM (4:00 – 6:00 PM) peak- hour traffic volumes for the study intersections will be obtained from the VTA Congestion Management Program (CMP) and new manual turning-movement counts. Freeway segment traffic counts will be obtained from the latest Congestion Management Program (CMP) monitoring report.

4. Evaluation of Existing Conditions. Existing traffic conditions will be evaluated based on existing traffic volumes at the study intersections. The existing traffic conditions at the key study intersections will be evaluated using the software TRAFFIX, which employs the 2000 Highway Capacity Manual (HCM) methodology for intersection analyses and is the designated level of service methodology for the City of Palo Alto.

5. Project Trip Generation, Distribution, and Assignment. Estimates of trips to be added to the surrounding roadway network by the proposed project will be based on the trip generation rates recommended by the Institute of Traffic Engineers’ Trip Generation Manual, 11 th
Edition. The directional distribution of site-generated traffic will be forecast based on the projected areas to be served by the project as well as existing travel patterns, relative locations of complementary land uses, and information obtained from previous traffic studies conducted for developments in the area, as available. The site-generated traffic will be assigned to the roadway network based on the trip generation and distribution pattern discussed above.

6. Evaluation of Existing Plus Project Conditions. Project-generated traffic will be added to the existing traffic volumes. Intersection levels of service under existing plus project conditions will be evaluated using the TRAFFIX software. Intersection level of service calculations will be conducted to estimate existing plus project traffic conditions during the AM and PM peak hours after the completion of the project. Intersection impacts associated with the development will be evaluated relative to existing conditions.

7. Evaluation of Background Conditions. Background traffic volumes represent the existing volumes plus the projected volumes from approved and planned developments that have not yet been constructed and occupied. Approved project trips and/or approved project information will be obtained from the City of Palo Alto. In addition, roadway improvements associated with approved developments will be assumed as directed by CITY. Intersection levels of service under background conditions will be evaluated using the CITY methodology.

8. Evaluation of Background Plus Project Conditions. Project-generated traffic will be added to the background condition traffic volumes. Intersection levels of service under project conditions will be evaluated using the TRAFFIX software. Intersection level of service calculations will be conducted to estimate project traffic conditions during the AM and PM peak hours after the completion of the project. Intersection impacts associated with the development will be evaluated relative to background conditions.

9. Freeway Segment Analysis. The magnitude of project trips on freeway segments near the site will be determined based on the trip assignment task described above. The number of trips on nearby freeway segments will be compared to the CMP’s threshold for determining the need Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
24 Packet Pg. 156 of 566

Professional Services
Rev. Oct 16,2024

for freeway level of service analysis. Freeway segments that require a level of service analysis will be analyzed for the AM and PM peak hours as required by the CMP guidelines.

The results of this task will be documented in the traffic study.

10. Site Access, On-Site Circulation and Parking. A review of the new project site plan will be performed to determine the overall adequacy of the site access and on-site circulation in accordance with generally accepted traffic engineering standards and to identify any access or circulation issues that should be improved. Parking will be evaluated relative to the CITY’s Code.

11. Evaluation of Vehicle Queuing. For selected locations where the project would add a significant number of left-turning vehicles, the adequacy of existing/planned storage at turn pockets will be assessed by means of comparison with expected maximum vehicle queues.

Vehicle queues will be estimated using a Poisson probability distribution.

12. Bicycle, Pedestrian, and Transit Facilities. An updated qualitative analysis of the project’s effect on transit service in the area and on bicycle and pedestrian circulation in the study area will be included in the traffic report. Any impacts of the project on the nearby facilities will be identified and improvements recommended to mitigate the impacts.

13. Description of Impacts and Recommendations. Based on the updated results of the level of service calculations, impacts of the site-generated traffic will be identified and described.

Recommendations will be formulated that identify the locations and types of improvements or modifications necessary to mitigate significant near term or long-range project impacts.

Improvements could include street widenings, lane additions, changes in lane usage, or modifications to existing traffic signals.

14. Meetings. The fee estimate includes Hexagon staff attendance at one meeting in connection with the project. It does not include attendance at public meetings.

15. Reports. Our findings and recommendations will be summarized in a draft TIA report.

Hexagon Transportation Consultants will respond to editorial comments on the draft and prepare a final TIA report.

Tribal Cultural Resources

CONSULTANT assumes that the tribal cultural resources analysis will be based on the Cultural Resources Technical Report prepared by CONSULTANT as described under Task 2 and the results of AB 52 consultation.

Public Services, Recreation, and Utilities

CONSULTANT will evaluate potential impacts from buildout of the Master Plan on public services, recreation, and utilities infrastructure, including water demand, wastewater generation, solid waste facilities, schools, parks, and fire and police protection services. The increase in demand for services will be compared to local thresholds and/or remaining capacities of existing facilities, where available, to determine if a significant effect would occur. The demand estimates Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
25 Packet Pg. 157 of 566

Professional Services
Rev. Oct 16,2024

will not constitute a technical capacity analysis but will use standard demand rates for a comparison with readily available information related to the remaining capacity of existing facilities.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
26 Packet Pg. 158 of 566

Professional Services
Rev. Oct 16,2024

EXHIBIT A-1

PROFESSIONAL SERVICES TASK ORDER

CONSULTANT shall perform the Services detailed below in accordance with all the terms and conditions of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are incorporated into this Task Order by this reference. CONSULTANT shall furnish the necessary facilities, professional, technical and supporting personnel required by this Task Order as described below.

CONTRACT NO.

OR PURCHASE ORDER REQUISITION NO. ( AS APPLICABLE)

1A. MASTER AGREEMENT NO. (MAY BE SAME AS CONTRACT / P.O. NO. ABOVE):
1B. TASK ORDER NO.:

2. CONSULTANT NAME:

3. PERIOD OF PERFORMANCE: START: COMPLETION:
4 TOTAL TASK ORDER PRICE: $__________________
BALANCE REMAINING IN MASTER AGREEMENT/CONTRACT $_______________

5. BUDGET CODE_______________
COST CENTER________________
COST ELEMENT______________
WBS/CIP__________
PHASE__________

6. CITY PROJECT MANAGER’S NAME & DEPARTMENT:_____________________________________

7. DESCRIPTION OF SCOPE OF SERVICES (Attachment A)
MUST INCLUDE:
 SERVICES AND DELIVERABLES TO BE PROVIDED
 SCHEDULE OF PERFORMANCE
 MAXIMUM COMPENSATION AMOUNT AND RATE SCHEDULE (as applicable)  REIMBURSABLE EXPENSES, if any (with “not to exceed” amount)

8. ATTACHMENTS: A: Task Order Scope of Services B (if any): _____________________________

I hereby authorize the performance of the
work described in this Task Order.

APPROVED:

CITY OF PALO ALTO

BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________

I hereby acknowledge receipt and acceptance of
this Task Order and warrant that I have
authority to sign on behalf of Consultant.

APPROVED:

COMPANY NAME: ______________________

BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
27 Packet Pg. 159 of 566

Professional Services
Rev. Oct 16,2024

EXHIBIT B

SCHEDULE OF PERFORMANCE

CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the Project Managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed (“NTP”) from the CITY.

Milestones
Completion
Number of Days/Weeks (as specified below)
from NTP

1. Task 1 – Project Mobilization and Kickoff
Meeting
1 Week

2. Task 2 – Cultural Resources and
Technical Report
8 Weeks

3. Transportation Report 15 Weeks

4. Task 3 – Administrative Draft Initial
Study
20 Weeks

5. Task 4 – Public Review Draft IS-MND 25 Weeks

6. Task 5 – Final IS-MND 30 Weeks

7. Task 6 – Public Hearing As Scheduled throughout project up-to 52 Weeks

8. Task 7 – Project Management As Scheduled throughout project up-to 52 Weeks

Optional Schedule of Performance Provision for On-Call or Additional Services Agreements. (This provision only applies if checked and only applies to on- call agreements per Section 1 or agreements with Additional Services per Section 4.)

The schedule of performance shall be as provided in the approved Task Order, as detailed in Section 1 (Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case of Additional Services, provided in all cases that the schedule of performance shall fall within the term as provided in Section 2 (Term) of this Agreement.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
28 Packet Pg. 160 of 566

Professional Services
Rev. Oct 16,2024

EXHIBIT C

COMPENSATION

CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the rate schedule attached as E xhibit C-1 up to the not to exceed budget amount for each task set forth below.

CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below , provided that the total compensation for the Services, including any specified reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the Agreement) do not exceed the amounts set forth 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 Agreement shall be at no cost to the CITY.

BUDGET SCHEDULE

TASK NOT TO EXCEED AMOUNT
Task 1
(Project Mobilization and Kickoff)
$1,801
Task 2
(Cultural Resources Technical Report)
$12,984
Task 3
(Administrative Draft IS-MND)
$45,736
Task 4
(Public Review Draft IS-MND)
$4,920
Task 5
(Final IS-MND)
$7,284
Task 6
(Public Hearings)
$3,504
Task 5
(Project Management)
$7,764
Sub-total for Services $85,993
Reimbursable Expenses (if any) $82,609
Total for Services and Reimbursable Expenses $168,602
Additional Services (if any, per Section 4) $33,720
Maximum Total Compensation $202,322

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 Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
29 Packet Pg. 161 of 566

Professional Services
Rev. Oct 16,2024

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: Travel Expenses, Sound Level and Standard Field Monitoring Packages, Records Search, and Transportation Consultant (W-Trans), up to the not-to-exceed amount of: $82,609.

A. Travel outside the San Francisco Bay A rea, 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.

Cost Assumptions
The following is a list of CONSULTANT assumptions related to cost, scope, and schedule:
• Recordation of archaeological and tribal cultural resources will not be required. • The project is subject to CEQA and compliance with Section 106 of the National Historic Preservation Act is not required.
• All deliverables will be provided in electronic format (Word and/or PDF); no printed copies will be provided.
• The project does not involve any updates or amendments to the Comprehensive Plan and therefore does not require SB 18 consultation.
• Direct expenses for the NWIC records search will not exceed $750. • Costs have been allocated to tasks based on the methodology in our proposed scope of work, but specific costs may be re-allocated among tasks and/or direct costs within the authorized amount.
• If additional effort is required beyond that identified in the work program, CONSULTANT will perform the work on a time and materials basis with an amendment of the project cost and scope of work approved by the CITY. No additional services would be provided without receipt of prior written approval. • CONSULTANT assumes the CITY or applicant will pay applicable the CDFW filing fee for an IS-MND and County Clerk filing fees, if required.

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
30 Packet Pg. 162 of 566

Professional Services
Rev. Oct 16,2024

EXHIBIT C-1

SCHEDULE OF RATES

CONSULTANT’s schedule of rates is as follows:

Standard Fee Schedule for Environmental Sciences and Planning Services

Professional, Technical and Support Personnel* January 1, 2024 - December 31, 2024 Senior Principal $319
Principal $307
Director $307
Senior Supervisor II $292
Supervisor I $272
Senior Professional II $255
Senior Professional I $238
Professional IV $211
Professional III $196
Professional II $174
Professional I $155
Associate III $130
Associate II $117
Associate I $109
Field Technician $94
Data Solutions Architect $196
Senior GIS Specialist $187
GIS/CADD Specialist II $167
GIS/CADD Specialist I $150
Technical Editor $147
Project Accountant $125
Billing Specialist $107
Publishing Specialist $120
Clerical $107

* Professional classifications include environmental scientists, urban planners, biologists, geologists, marine scientists, GHG verifiers, sustainability experts, cultural resources experts, and other professionals. Expert witness services consisting of depositions or in-court testimony are charged at the hourly rate of $400.

Reimbursable Expenses

Direct Cost Rates
Photocopies – B/W $0.25 (single-sided), $0.45 (double-sided) Photocopies – Color $1.55 (single-sided), $3.10 (double-sided) Photocopies – 11” by 17” $0.55 (B/W), $3.40 (color)
Oversized Maps $8.50/square foot
Digital Production $15/CD, $20/flash drive
Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
31 Packet Pg. 163 of 566

Professional Services
Rev. Oct 16,2024

Light-Duty and Passenger Vehicles* $90/day
4WD and Off-Road Vehicles* $150/day
* Current IRS mileage rate for mileage over 50 and for all miles incurred in employee-owned vehicles.

Direct Costs. Other direct costs associated with the execution of a project, that are not included in the hourly rates above, are billed at cost plus 16%. These may include, but are not limited to, laboratory and drilling services, subcontractor services, authorized travel expenses, permit charges and filing fees, mailings and postage, performance bonds, sample handling and shipment, rental equipment, and vehicles other than covered by the above charges.

Annual Escalation. Standard rates subject to 3.5% annual escalation, on January 1.

Payment Terms. All fees will be billed to Client monthly and shall be due and payable upon receipt or as indicated in the contract provisions for the assignment. Invoices are delinquent if not paid within 10 days from receipt or per the contractually required payment terms.

Equipment Rate
Environmental Site Assessment
Soil Vapor Extraction Monitoring Equipment $160
Four Gas Monitor $137
Flame Ionization Detector $110
Photo Ionization Detector $82
Hand Auger Sampler $62
Water Level Indicator, DC Purge Pump $46
CAPDash $7,500
Natural Resources Field Equipment
UAS Drone $300
Spotting or Fiberoptic Scope $170
Pettersson Bat Ultrasound Detector/Recording
Equipment
$170
Sound Level Metering Field Package
(Anemometer, Tripod and Digital Camera)
$113
GPS (Submeter Accuracy) $67
Infrared Sensor Digital Camera or Computer
Field Equipment
$57
Scent Station $23
Laser Rangefinder/Altitude $11
Pitfall Traps, Spotlights, Anemometer, GPS
Units, Sterilized Sample Jar
$9
Mammal Trap, Large/Small $1.55/$0.55
Water and Marine Resources Equipment
Boat (20-foot Boston Whaler or Similar) $800
Multiparameter Sonde (Temperature,
Conductivity, Turbidity, DO, pH) with GPS
$170
Water Quality Equipment (DO, pH,
Turbidity, Refractometer, Temperature)
$62
Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
32 Packet Pg. 164 of 566

Professional Services
Rev. Oct 16,2024

Refractometer (Salinity) or Turbidity Meter $38
Large Block Nets $114
Minnow Trap $98
Net, Hand/Large Seine $57
Field Equipment Packages
Standard Field Package (Digital Camera,
GPS, Thermometer, Binoculars, Tablet,
Safety Equipment, and Botanic Collecting
Equipment)
$114
Remote Field Package (Digital Camera, GPS,
Thermometer, Binoculars, Tablet and Mifi,
Delorme Satellite Beacon, 24‐Hour Safety
Phone)
$144
Amphibian/Vernal Pool Field Package
(Digital Camera, GPS, Thermometer, Decon
Chlorine, Waders, Float Tube, Hand Net,
Field Microscope)
$170
Fisheries Equipment Package (Waders,
Wetsuits, Dip Nets, Seine Nets, Bubblers,
Buckets)
$57
Underwater and Marine Sampling Gear
(Photo/Video Camera, Scuba Equipment
[Tanks, BCD, Regulators, Wetsuits, etc.])
$57 /diver
Marine Field Package (Personal Flotation
Devices, 100-foot Reel Tapes with Stainless
Carabiners, Pelican Floats, Underwater Slates,
Thermometer, Refractometer, Anemometer,
Various Field Guides)
$100
Insurance, Hazard, and Fees
Historic Research Fees $55
L&H Dive Insurance $57/diver
Level C Health and Safety $70/person

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
33 Packet Pg. 165 of 566

Professional Services
Rev. Oct 16,2024

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 EMAIL: [email protected]

III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS:

A. PRIMARY COVERAGE

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
34 Packet Pg. 166 of 566

Professional Services
Rev. Oct 16,2024

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.

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 SENT TO THE FOLLOWING EMAIL:

[email protected]

Docusign Envelope ID: D71B879D-367A-43EB-B20E-8045957DCEA1 Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
35 Packet Pg. 167 of 566

Certificate Of Completion
Envelope Id: D71B879D367A43EBB20E8045957DCEA1
Status: Completed
Subject: Complete with Docusign: FINAL C25193087 Rincon Cubberley.pdf Source Envelope:

Document Pages: 31
Signatures: 2
Envelope Originator:

Certificate Pages: 2
Initials: 0
Alice Harrison
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
250 Hamilton Ave
Palo Alto , CA 94301
[email protected]
IP Address: 199.33.32.254
Record Tracking
Status: Original
11/20/2024 9:27:44 AM
Holder: Alice Harrison
[email protected]
Location: DocuSign
Security Appliance Status: Connected
Pool: StateLocal
Storage Appliance Status: Connected
Pool: City of Palo Alto
Location: DocuSign
Signer Events
Signature
Timestamp
Abe Leider
[email protected]
Principal
Security Level: Email, Account Authentication
(None)

Signature Adoption: Pre-selected Style
Using IP Address: 184.23.251.55
Sent: 11/20/2024 9:30:44 AM
Viewed: 11/20/2024 10:02:41 AM
Signed: 11/20/2024 10:07:07 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Richard Daulton
[email protected]
Secretary/Exec Vice President
Security Level: Email, Account Authentication
(None)

Signature Adoption: Pre-selected Style
Using IP Address: 97.93.20.52
Sent: 11/20/2024 10:07:11 AM
Viewed: 11/21/2024 7:51:12 AM
Signed: 11/21/2024 7:51:31 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events
Signature
Timestamp
Editor Delivery Events
Status
Timestamp
Agent Delivery Events
Status
Timestamp
Intermediary Delivery Events
Status
Timestamp
Certified Delivery Events
Status
Timestamp
Carbon Copy Events
Status
Timestamp
Cayla Koga
[email protected]
Administrative Assistant
City of Palo Alto
Security Level: Email, Account Authentication
(None)
Sent: 11/21/2024 7:51:33 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
36 Packet Pg. 168 of 566

Carbon Copy Events
Status
Timestamp
Kristen O'kane
kristen.o'[email protected]
Director
Security Level: Email, Account Authentication
(None)
Sent: 11/21/2024 7:51:34 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
Timestamps
Envelope Sent
Hashed/Encrypted
11/20/2024 9:30:44 AM
Certified Delivered
Security Checked
11/21/2024 7:51:12 AM
Signing Complete
Security Checked
11/21/2024 7:51:31 AM
Completed
Security Checked
11/21/2024 7:51:34 AM
Payment Events
Status
Timestamps
Item 12
Attachment A - Rincon
Consultants Contract
C25193087

Item 12: Staff Report
Pg.
37 Packet Pg. 169 of 566

Item 12
Attachment B - Project Area

Item 12: Staff Report
Pg.
38 Packet Pg. 170 of 566

City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Utilities
Meeting Date: December 16, 2024
Staff Report: 2408-3416
TITLE
Approval of Contract Amendment No 1 to Contract Number C22177024A with CLEAResult Consulting Inc., Extending the Term for Two Additional Years Through November 14, 2026, a Change in the Compensation Structure, and no Change in Not-to-Exceed Amount of $2,571,714 for Efficiency and Electrification Program Services for Small to Medium Business and Commercial Customers; CEQA Status: Not a Project.

RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager or designee to execute Amendment No. 1 to C22177024A with CLEAResult Consulting Inc. (Attachment A) for a 2-year extension through November 14, 2026, with a modified compensation structure and no change in not-to-exceed amount of $2,571,714.

BACKGROUND
Council has adopted several policies which support funding programs that maximize the deployment of cost-effective, reliable, and feasible energy efficiency (EE) within the City.

Council adopted the City’s first 10-year electric and gas EE goals in 2007, with a cumulative reduction target of 3.5% electric and gas EE savings (35,000 MWh and 1,200,000 therms) between 2008 and 2017. Since then, Council adopted updates to the EE goals in 2010, 2013, 2017, and most recently, in May 2021 (Staff Report ID # 120681) for the 10-year period between 2022 and 2031. The cumulative electric savings target in the latest EE goals is 4.4% (or 37,940 MWh) of the City’s projected electric usage in 2031. To achieve these aggressive EE goals, the City has contracted with CLEAResult since 2021 (Staff Report ID # 136802), to address the need for EE and electrification support for the City’s SMB and commercial customers. 1 Staff report ID# 12068 https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes- reports/reports/city-manager-reports-cmrs/year-archive/2021/id-12068.pdf 2 Staff Report ID# 13680 https://portal.laserfiche.com/Portal/DocView.aspx?id=61770&repo=r-704298fc Item 13
Item 13 Staff Report

Item 13: Staff Report
Pg.
1 Packet Pg. 171 of 566

Along with its EE goals, Council adopted the ambitious goal of reducing the community’s greenhouse gas (GHG) emissions 80% below 1990 levels by 2030 (“80x30”) for the City’s Sustainability and Climate Action Plan (S/CAP). As of 2021, the community’s GHG emissions are 54% below 1990 levels, although emissions from the use of natural gas have remained largely unchanged, representing 38% of the community’s emissions in 2021. To meet the 80x30 goal, the City must reduce natural gas use by emphasizing the importance of efficiency while encouraging the transition to electric equipment. However, there are significant barriers to electrification of commercial buildings, including customers' uncertainty about electric technology, high costs, and complexities related to permitting. To overcome these barriers, the City of Palo Alto Utilities (CPAU) engaged CLEAResult to deliver energy efficiency and commercial electrification programs to small and medium businesses (SMB) that include outreach, energy and electrification assessments, and ongoing technical assistance.

ANALYSIS
Through this contract, CLEAResult has provided 85 energy assessments and 73 electrification assessments since launching both programs. The assessments and ongoing technical assistance led to 15 efficiency projects and 5 electrification projects completed, which resulted in 1,646,531 kWh saved and 11.25 MT of CO2 emissions reduction. The savings goals were not achieved in the first three years of this contract and staff is working to develop alternative programs. However, until new program(s) are identified, this remains the only program available to small and medium business customers. During this extended term, process improvements, increased customer participation since program initiation, and a steady flow of projects being installed will continue to support achieving the City’s climate goals. This term extension will ensure continuity for customers currently working on projects with CLEAResult, while also allowing adequate time to re-envision the next iteration of the program. In parallel, CPAU staff plans to expand electrification incentives for commercial customers focusing on heat pump heating, ventilation, and air conditioning (HVAC).

The original not-to-exceed amount of $2,571,714 will not change with this contract extension.

Compensation rates within the contract have changed, including the site assessment rates for both programs, the virtual assessment cost added for the Business Electrification Technical Assistance program (BETAP), and the performance payment rates for the Business Energy Advisor (BEA) program. The assessment cost for the BEA program increased from $1,000 to $2,000, and the BETAP assessment cost increased from $2,000 to $2,500. The increase in assessment costs is due to the hours of work needed from CLEAResult engineers to complete in-person assessments and produce the customer reports. First, the changes to the assessment cost preserve the City’s ability to meet the program goals while staying within the not-to- exceed limit. Second, though rare, a lower cost virtual assessment option was added to the BETAP program. Lastly, the BEA performance payment rates per kWh, CCF, and Therm were increased to reflect the level of effort needed from the CLEAResult team to assist customers with project installations. The adjusted performance payment costs are calculated assuming the contract energy, gas, and water savings targets are achieved. Staff also confirmed Item 13
Item 13 Staff Report

Item 13: Staff Report
Pg.
2 Packet Pg. 172 of 566

recommended revised costs remain lower than other proposals received during the original RFP process.

Even with the operational cost increases, the programs offered under this contract provide value to customers and move the community closer to achieving its aggressive climate goals.

Extending Contract No. C22177024A between the City of Palo Alto and CLEAResult Consulting Inc. will:
•Reduce energy consumption and water consumption by continuing to support and engage SMBs, while aligning with the City’s S/CAP goals for cleaner and more energy efficient commercial operations.
•Reduce GHG emissions at commercial facilities by providing technical assistance to customers removing natural gas and installing efficient electric equipment on-site. This will aid the City in reaching its S/CAP goal of reducing carbon emissions in the commercial sector.
•Provide a service to SMB customers, which results in positive relationship development between Palo Alto businesses and the City.

Alternatively, Council could reject the contract extension and discontinue the programs.

Customers already enrolled in the program would receive rebates for their electrification and efficiency projects. No programs would be available to small and medium business customers until a replacement program is in place, probably summer of 2025. The downside to this approach would be a gap in program offerings and a potential loss in momentum in the City’s efforts to achieve the 80X20 greenhouse gas reduction goal.

FISCAL/RESOURCE IMPACT
Funding is available in the existing contract for the two-year extension. As of August 2024, there is approximately $2,000,000 of the $2,571,714 remaining in the contract.

If this extension is not approved, Utility Program Services staff will need to start the Request for Proposal (RFP) process, during which time the program for SMB and commercial customers would be suspended if a replacement program is not in place by January 1, 2025.

ENVIRONMENTAL REVIEW
Approval of the extension of the third-party agreement does not meet the definition of a project under the California Environmental Quality Act (CEQA), pursuant to the California Public Resources Code Section 21065, because it is not an activity that will cause a direct physical change in the environment.

Item 13
Item 13 Staff Report

Item 13: Staff Report
Pg.
3 Packet Pg. 173 of 566

ATTACHMENTS
Attachment A: CLEAResult, Contract C22177024A, Amendment No. 1 APPROVED BY:

Dean Batchelor, Director of Utilities
Staff: Shelby Sinkler, Utility Program Services
Item 13
Item 13 Staff Report

Item 13: Staff Report
Pg.
4 Packet Pg. 174 of 566

DocuSign Envelope ID: 7B254660-1795-4EF4-A9C6-713A9338D1FF Professional Services
Rev. Dec.15, 2020

AMENDMENT NO. 1 TO CONTRACT NO. C22177024A

BETWEEN THE CITY OF PALO ALTO AND
CLEARESULT CONSULTING INC.

This Amendment No. 1 (this “Amendment”) to Contract No. C22177024A (the “Contract” as defined below) is entered into as of December 2, 2024 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and CLEAResult Consulting Inc., a Texas corporation, located at 6504 Bridge Point Pkwy, Suite 425, Austin, Texas 78730 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this Amendment.

R E C I T A L S

A. The Contract (as defined below) was entered into by and between the Parties to provide building water and energy efficiency advisory services and electrification technical assistance to nonresidential customers (the “Project”) and to develop and implement a Small Business Energy Advisor Program and Commercial Electrification Assistance Program, as detailed therein.

B. The Parties now wish to amend the Contract in order to extend the term by twenty-two months and 15 days and to clarify the scope of services with no change to the total Not to Exceed amount of the contract.

NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree:

SECTION 1. Definitions. The following definitions shall apply to this Amendment:

a. Contract. The term “Contract” shall mean Contract No. C22177024A between CONSULTANT and CITY, dated November 15, 2021.

b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract.

SECTION 2. Section 2 “TERM” of the Contract is hereby amended to read as follows:

“The term of this Agreement shall be from the date of its full execution through completion of the Services in accordance with Exhibit B, entit led “SCHEDULE OF PERFORMANCE”, but in no event later than November 14, 2026, unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.”

SECTION 3. The following exhibit(s) to the Contract is hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference:

a. Exhibit “A” entitled “SCOPE OF SERVICES”, AMENDED, REPLACES PREVIOUS. b. Exhibit “C” entitled “COMPENSATION”, AMENDED, REPLACES PREVIOUS. c. Exhibit “C-1” entitled “SCHEDULE OF RATES”, AMENDED, REPLACES PREVIOUS.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
5 Packet Pg. 175 of 566

DocuSign Envelope ID: 7B254660-1795-4EF4-A9C6-713A9338D1FF Professional Services
Rev. Dec.15, 2020

SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect.

SECTION 5. Incorporation of Recitals . The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference.

(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
6 Packet Pg. 176 of 566

DocuSign Envelope ID: 7B254660-1795-4EF4-A9C6-713A9338D1FF Professional Services
Rev. Dec.15, 2020

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

_____________________________
City Manager

APPROVED AS TO FORM:

_____________________________
City Attorney or designee

CLEARESULT CONSULTING, INC.

By:______________________________

Name:___________________________

Title:____________________________

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: 492357E7-9390-4671-A74E-560928F642F7 SVP West
Kecia Davison
Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
7 Packet Pg. 177 of 566

EXHIBIT A

SCOPE OF SERVICES (AMENDED, REPLACES PERVIOUS)
AMENDMENT NO. 1

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

Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Scope of Services.

The City of Palo Alto (“CITY”) has adopted an aggressive greenhouse gas (“GHG”) emissions reduction goal of reducing emissions to 80% below 1990 levels by 2030; building electrification is a key strategy to meeting this goal. Natural gas use by nonresidential customers account for 55% of the City’s natural gas consumption, or around 18% of the City’s GHG emissions reductions as of 2019.

To meet its sustainability goals, the City is encouraging business customers and nonresidential building owners to pursue cost-effective energy efficiency and electrify their buildings to reduce the use of natural gas.

CONSULTANT will leverage its technical expertise and local experience to deliver the following programs within the City of Palo Alto:

(i) Business Energy Advisor (“BEA”) Program is a water and energy efficiency program targeting small to medium business customers on the commercial billing rate, primarily in buildings under 50,000 sq.ft.;
(ii) Business Electrification Technical Assistance Program (“BETAP”) is a nonresidential building electrification program that provides technical assistance to help building owners on the commercial billing rate convert gas equipment to efficient electric alternatives.

Each a (“Program”) and together (“Programs”).

City of Palo Alto Utilities (“CPAU”) will provide customer energy consumption data to CONSULTANT to analyze energy use and pre-screen eligible customers to receive services.

A. OVERVIEW OF BEA

Brief Program Description
This Program is designed to assist small and medium business (“SMB”) customers with achieving cost effective energy efficiency (“EE”) and water savings at their facilities by offering turnkey, multi-measure, comprehensive energy efficiency advising services. The Program will target water, Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
8 Packet Pg. 178 of 566

gas, and electric energy efficiency of both existing and new energy-consuming equipment at the customer sites.

CONSULTANT will engage SMB customers through marketing and direct outreach to perform a site assessment. The site assessment will identify energy efficiency measures (“EEM”) and estimated project cost. CONSULTANT will support the customer with finding a contractor, advising throughout the process of implementing the EEM(s), verifying quality installation, and submitting the rebate application.

The Program’s target markets include private schools and nonprofits, retail/office spaces, convenience/grocery stores, restaurants, institutions, hotels, motels, and other small and medium commercial establishments, excluding the CITY’s designated Key Account Customers.

CITY buildings are not covered by this Program.

BEA Program Savings Targets

The program savings targets for the term of the Agreement are provided in the Table A.1 below noting the total program savings targets, the savings achieved to date, and the remaining program savings targets for the term of this agreement.

Table A.1 - Represents the total program savings targets (November 15, 2022-November 14, 2026), the savings achieved to date, and the remaining program savings targets for the term of this agreement:

Total Program
Savings Targets
Program Savings
Achieved to Date
(November 15, 2022-
June 30, 2024)
Program Savings
Target Allocation
(July 1, 2024 –
November 14, 2026)
Gross kWh savings 285,495 41,545 243,950
Gross therm savings 30,000 0 30,000
Water savings in
centum cubic feet
(“CCF”)
1,500 0 1,500

Eligible Measures

All measures listed in the CPAU rebate catalog for business customers are eligible under this Program. Custom EE measures, new prescriptive measures, and other emerging technologies need to be pre-approved by City Project Manager in advance of installation or inclusion in the Program in order for CONSULTANT to receive compensation for such measures. CONSULTANT shall provide the projected energy and water savings and supporting documentation for the savings estimates to CITY for measures not covered by the CPAU rebate catalog for business customers. Projected energy and water savings must be based on credible sources such as the California Technical Forum (“CalTF”) electronic Technical Reference Manual (“eTRM”), California Public Utilit y Commission (“CPUC”) Database for Energy Efficiency Resources, approved workpapers, etc.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
9 Packet Pg. 179 of 566

Program Staffing
CONSULTANT agrees to staff the Program in accordance with the Staffing Plan set forth below in Table A.2. CONSULTANT shall notify the CITY concerning proposed changes to the Staffing Plan; all such changes require prior written consent of the CITY.

CITY reserves the right to (i) request CONSULTANT conduct criminal background checks to CITY’s satisfaction on all CONSULTANT’s staff, contractors or agents that may enter customer property, and (ii) require that any staff, contractor, or agent of CONSULTANT that fails the background check shall not be permitted to enter any customer premises.

Table A.2. BEA Staff Contacts

Name Title Phone Email
Ann Marie
Mastrippolito
Program Director 415-965-3004 [email protected] Develops strategies and tactics to deliver Develops strategies and tactics to deliver effective program performance by directing the work of employees assigned to the program from technical, marketing, operations, analytics, and administrative areas.

Kelly Lewis
Assoc. Program
Manager 650-538-3514 [email protected]
Serves as Program Manager and primary point of contact for the CITY. Verifies the Program is delivered within budget and is responsible for managing, training, and mentoring the implementation team.

Megan
Pederson
Operations
Specialist [email protected]
Supports the delivery of projects and programs by leading data management, metrics and reporting, team facilitation and coordination, and process definition and improvement.

Sarah Rankin

Assoc. Account
Manager 650-229-8275 [email protected]
Acts as consultative sales representative to customers’ organization to understand their business and energy objectives and guide them towards solutions. Supports custom project development, aiding the customer through the process.

Feranmi
Akinpelu
Energy Engineer II
Performs site assessments of customer facilities and generates reports detailing findings. Provides support for technical or measure specific questions Abit Baral Energy Engineer II
Performs site assessments of customer facilities and generates reports detailing findings. Provides support for technical or measure specific questions Ehsan Arabian Energy Engineer II
Performs site assessments of customer facilities and generates reports detailing findings. Provides support for technical or measure specific questions Steve Brennan Engineer Manager
Supports the development and delivery of Programs by providing engineering calculations, measurement and verification, and utility program technical design and assistance
Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
10 Packet Pg. 180 of 566

King Lee
Sr. Engineering
Manager
Verifies the Program achieves performance goals by developing strategies to improve our engineers’ services to consistently delivering high quality work on time and within budget.

Jennifer Wilson
Marketing
Account Manager
Develops marketing material that may include case studies, brochures, flyers, displays, postcards, direct mail letters, bill inserts, and press releases.

Program Implementation & Delivery

Task A.1 PROGRAM KICK OFF

Task A.1.1 Program Kick-Off Meeting
CONSULTANT will develop agenda for Program Kick Off Meeting and organize the Kick-Off Meeting with CITY staff to review PROGRAM design and delivery, roles, timelines and priorities in the delivery of the PROGRAM. The meeting will also cover logistics, marketing, coordination, measurement and verification activities, establishing workflow systems, invoicing requirements, reports, and any remaining contractual questions. CONSULTANT and CITY will discuss new technologies as potential eligible measures, where appropriate, refine timelines and identify additional CITY needs for the PROGRAM. CONSULTANT will identify customer data needs from CPAU to inform customer segment analyses and outreach.

Task A.1.1 Deliverable: Meeting agenda and meeting minutes Task A.1.2 Develop Program Plan
In coordination with CPAU staff, CONSULTANT shall develop the following documents:
(a) Policies and Procedures Manual
CONSULTANT shall develop, adhere to, and document its compliance with the Policies and Procedures Manual in the Program’s implementation, including the terms and conditions for customers participating in the Program, the process for customers participating in the program and receiving incentive funds, customer complaint and resolution plan, the process for identifying, implementing, measuring and verifying energy efficiency measures, and the process for rebate application and processing. The Policies and Procedures Manual shall also include a Quality Assurance and Quality Control Plan.

Task A.1.2.a Deliverable: Program Policies and Procedures Manual

(b) Marketing Plan
CONSULTANT shall develop a Marketing Plan that outlines marketing activities to reach the target customers. Marketing activities may include outbound call campaign, customer workshops, and webinars. The Marketing Plan will identify outreach activities, workshops, locations, and frequency. CONSULTANT may enlist the assistance of local affinity groups, Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
11 Packet Pg. 181 of 566

including the Palo Alto Chamber of Commerce, the Palo Alto Merchant Association and various property management companies to better enable CONSULTANT to serve CPAU customers. CONSULTANT shall track and capture data on how customers are finding out about the program.

Task A.1.2.b Deliverable: Program Marketing Plan

Task A.1.3 Develop Program Documents
CONSULTANT shall develop documents necessary for Program implementation and submit such to CPAU for approval before any distribution, circulation, or publication.

CONSULTANT shall revise and produce new documents as needed to implement and promote the Program.

(a) Program Website Content
In collaboration with CITY staff, CONSULTANT will design and produce informational web content related to the Program, which the CITY will publish. CITY shall provide input on web content as requested by CONSULTANT and CITY maintains final rights approval. The Program website will include a customer sign-up web-to-lead HTML form.

Task A.1.3.a Deliverable: Program Website Content

(b) Customer Site Assessment Report Template
CONSULTANT shall create a Customer Site Assessment Report Template that includes the necessary information for a customer to understand their energy and water usages and efficiency opportunities. In addition, it will include information on available rebates and financing options available.

Projected. energy and water savings must be based on credible sources such as the Cal TF eTRM, CPUC Database for Energy Efficiency Resources, approved workpapers.

Task A.1.3.b Deliverable: Customer Site Assessment Report Template

(c) Program Participation Agreement
CONSULTANT shall create a Program Participation Agreement that collects basic information from the customer, including facility contact information. The Program Participation Agreement will also act as a Site Access Agreement for the Program and must be signed and returned to CONSULTANT before the site assessment takes place.

Task A.1.3.c Deliverable: Program Participation Agreement

(d) Incentive Release and Customer Feedback
CONSULTANT shall develop an Incentive Release template to facilitate the disbursement of the incentive to the customer or an assigned third -party, acknowledge receipt of the project, and obtain customer feedback including the Net Promotor Score value. The Incentive Release and Customer Feedback template shall be reviewed and approved by CPAU.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
12 Packet Pg. 182 of 566

Task A.1.3.d Deliverable: Incentive Release and Customer Feedback Template

(e) Program Invoice and Reporting Template

CONSULTANT shall create a standard Program report template to meet CPAU’s reporting requirements, including monthly invoice, quarterly Program report, annual Program report. CONSULTANT shall work with CITY to finalize Program performance metric to include in the Program reports. These metrics may include: number of customers participating in the Program, energy savings, completed customer projects, customer satisfaction/net promoter score, customer contact information, summary of customer compliments and/or complaints, reasons for rejection of proposed installations by customer. CONSULTANT shall submit the Program invoice and reporting templates to CPAU for review and approval before use.

Task A.1.3.e Deliverable: Program Invoice and Reporting Templates, and inputting of data into CPAU’s assigned database

Task A.1.4 Establish BEA customer incentive levels
CONSULTANT shall propose BEA customer incentives at the measure level, using the Business Customer Rebates as a starting point, and submit to CPAU for approval before program launch. CONSULTANT shall provide additional information such as incremental and total measure cost, and customer payback calculation as requested by CITY in order to review and approve the proposed incentives.

TASK A.2 – PROGRAM IMPLEMENTATION
Task A.2.1 Rebate Administration
CONSULTANT will provide a portal for rebate application submission and administration.

This portal will collect the necessary information from customers and/or contractors that have executed agreements to participate in the Program (“Trade Allies”) to verify customer and measure eligibility, the details of which will be described in the Policies and Procedures Manual. CITY will provide CONSULTANT with customer account data for the purposes of validating eligibility.

This portal will track installations, rebate applications and other associated key metrics that will be included in reporting to the CITY.

CONSULTANT will manage the rebate application process, including application verification and issuance of rebate payments to customers or their delegates. After verification of an application, CONSULTANT will submit an incentive invoice to the CITY.

After payment is received from the CITY, CONSULTANT will issue rebate to participant.

BEA incentives will be set by the CONSULTANT with agreement from the CITY. They will be based on the CPAU rebate catalog for business customers with higher incentive levels to address the unique barriers of the SMB segment. These incentive levels will be determined and submitted to CPAU in advance of Program launch.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
13 Packet Pg. 183 of 566

Task A.2.1 Deliverable: Customer rebate application portal customized for BEA

Task A.2.2 Recruit, Train and Manage Trade Allies
CONSULTANT will recruit, train, and manage a network of Trade Allies who provide energy efficiency services to SMB customers in the City of Palo Alto. The goal of this network is to verify there are qualified and trained contractors available and to reduce the participation barrier for customers associated with identifying installers to perform the work.

CONSULTANT shall provide in -person and/or online training on the Program process, eligibility requirements, incentives, and a high-level overview of typical measures and their applications to Trade Allies. A Program representative shall be available to assist Trade Allies on an on-going basis to answer any questions related to the Program.

Task A.2.3 Implement Marketing and Outreach Plan
CONSULANT will conduct marketing, education, and outreach (“ME&O”) through a variety of channels, targeting property owners, property management companies and local businesses among others to generate leads for the Program.

(a) Marketing Materials
In collaboration with CITY staff, CONSULTANT will develop marketing material that may include brochures, flyers, displays, postcards, direct mail letters, bill inserts, dynamic digital content such as videos and web content, and press releases. Determination of applicable materials will be made by the CONSULTANT as tools to deliver on Program goals. CITY shall have final decision-making authority about if and when to print and mail marketing material. CITY maintains the right to control all materials being distributed by CONSULTANT while considering potential impacts to program goals.

Customer mailing lists for direct mail pieces shall be determined by CITY; however, CONSULTANT may provide input, suggested mailing lists and methodologies. If applicable, CONSULTANT and CITY shall design email marketing campaigns and email customer satisf action surveys; CITY maintains final rights of approval. CITY shall be responsible for sending the email marketing information and tracking responses if they choose. CONSULTANT shall co -brand all marketing material with CPAU’s logo in a prominent location and follow all CITY style, color and branding guidelines.

CONSULTANT shall not use CPAU’s logos or brand standards without the approval of CITY.

CONSULTANT shall submit to CITY all marketing materials, including press releases, brochures, social media posts and any other content mentioning the Program in any capacity for approval prior to publishing said Program materials. (b) Marketing, Education and Outreach Implementation
CONSULTANT will begin an initial ME&O campaign to SMBs to drive awareness of the Program, establish relationships and discuss the services offered through the Program. This campaign includes:
• Outreach to SMBs through targeted direct marketing and phone campaigns. • Recommend content to CITY to directly promote the Program through bill Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
14 Packet Pg. 184 of 566

inserts, email communications, direct mail postcards and other relevant marketing channels.
• Assist CITY to launch Program webpages with web-to-lead forms for customer sign- ups which are directly linked to CONSULTANT and CITY’s data management system.
• Provide CITY Account Management team with Program training.

CONSULTANT will develop Program talking points for use by Key Account Managers and other Program stakeholders.
(c) Financing education and referrals
CONSULTANT will provide customers with information about financing offerings that are available to help drive project adoption through Energy Advisor and Account Management team.

Task A.2.4 Program Enrollment and Support
CONSULTANT will field customer inquiries, enroll them in the assessment program, and support and encourage customers to complete energy and water efficiency improvements.
• CONSULTANT will encourage and track progress of all interested participants. • Communicate Program details to customers and educate them on the process of obtaining an assessment and performing efficiency upgrades. • Schedule and conduct site visits to determine eligibility. Enroll sites that have been screened and identified as eligible.
• Phone Advisory Service
o The majority of customers participating in this Program do not have experience with energy efficiency. CITY expects that in most cases, multiple touch points will be necessary for a successful installation. o CONSULTANT will set up a dedicated phone line with a (650) area code for phone based advising.
o Through phone -based services, CONSULTANT will provide proactive, individualized, and ongoing assistance with regards to energy and water efficiency installations and when appropriate, educate customers about potential other CITY programs and opportunities.

Task A.2.5 Perform Energy & Water Efficiency Assessments and Measure Recommendations
The Program provides no-cost energy audits of SMBs and assistance in planning energy - efficient upgr ades. CONSULTANT will perform in -person or remote energy efficiency assessments. Customers will express their interest via the Energy Advisor, or other mutually agreed upon enrollment mechanisms, which will be transmitted to CONSULTANT for customer follow-up. Once scheduled, the CONSULTANT will verify the customer understands the assessment process and safety procedures that will be followed and will obtain a signed Program Participation Agreement from the customer before the site assessment.

Each assessment will include a site evaluation (in- person or virtual) and data collection along with energy education. Virtual assessments are defined as assessments completed through virtual or phone interviews and/or data transfers from the customer to produce an Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
15 Packet Pg. 185 of 566

assessment report. CONSULTANT will submit customer reports to CITY for review within two weeks of the scheduled site assessment. If the CONSULTANT requires additional time to submit the assessment report (e.g. data collection needs), CONSULTANT shall submit a request with justification and may be allowed additional, mutually agreed upon, time to submit. Once the report is approved by CITY, the CONSULTANT will provide the report to the customer. The CONSULTANT will review the plan with the customer, highlighting the top opportunities, rebates, and potential financing opportunities.

The audit report will include the following information:
• The name, address and contact info of the customer served and the business type
• The date of the energy audit
• A mechanical equipment inventory of the customer’s facility. Such equipment shall include type and quantity of existing lighting fixtures; type, age and quantity of heating and cooling equipment; type, age and quantity of water heating equipment; and other energy consuming systems that have a potential for cost effective retrofit or replacement
• The associated CCF, kWh, kW, and therms savings for the recommended measures
• Any associated rebate offerings and information on other rebate programs • Rebate caps (up to 100% of project cost), if applicable. Eligible project cost includes material, labor, and permit costs.

Task A.2.6 Customer Project Implementation Support
CONSULTANT will offer support to interested SMB customers after completion of the Site Assessment aimed at reducing barriers to implementation of eligible energy and water savings measures.
• Energy Advisor and/or Account Manager will provide customer with a list of pre-screened Trade Allies capable of performing the services identified in the site assessment and requested by the customer to drive energy and water efficiency.
• CONSULTANT will inform customers of permitting requirements for those projects that require CITY permits.
• CONSULTANT staff will remain available through the implementation process to answer questions about project scope, review supplier- provided bids, confirm eligibility of specific equipment and provide resources on financing options.

Task A.2.7 Provide Pre- and Post-installation Quality Control CONSULTANT will complete on-going quality control (“QC”) activities as needed to verify that each project has been installed properly and documented accurately. The QC process helps to verify that savings are accurately calculated to maintain high realization rates.

This includes:
• Pre- and post-installation field inspections as needed, based on sampling criteria defined in the Policies and Procedures Manual. • Review of project documentation to verify customer installed measures meet Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
16 Packet Pg. 186 of 566

Program eligibility requirements.
• For custom projects, where applicable, verification of the energy baseline created to define the savings available from the proposed measure(s). Th is is completed by confirmation of existing energy use patterns over a defined time period, facility hours of operation and any weather/temperature impacts.

Task A.2.8 Customer Rebate Application Support and Rebate Processing CONSULTANT will provide support to customer with rebate application using the portal described in Task A.2.1. CONSULTANT will process the rebate application as defined in the Policies and Procedures Manual with a turnaround time of no more than ten (10) business days from when a complete application is received.

Task A.2.9 Customer Feedback and Issue Resolution
CONSULTANT shall request customer feedback as described in A.1.3.(e). This will evaluate the energy and water efficiency assessment, the on- going support and rebate process associated with the BEA Program. CONSULTANT shall provide customer feedback results to CITY in monthly invoicing and reporting.

CONSULTANT will address and attempt to resolve all customer issues discovered through either survey feedback or other means of customer contact within five (5) business days.

CONSULTANT will pursue continuous i mprovements to drive customer satisfaction.

Customer feedback issues will be tracked by CONSULTANT using the monthly reports, as well as a completed complaint form. CITY retains the right to separately survey Program participants.

If any issues cannot be resolved to the satisfaction of the customer by CONSULTANT within five business days, CONSULTANT shall immediately provide CITY with a detailed description of any such complaint which will include the name and contact information of the customer and any other information requested by CITY.

TASK A.3 – INVOICING AND REPORTING

Task A.3.1 Data Management
CONSULTANT shall utilize its data management system to provide data tracking, analysis and reporting as well as actionable insights regarding real-time Program performance. In addition to tracking Program progress, CONSULTANT shall track detailed customer information such as barriers and motivations as well as planned future upgrades to support on-going Program operations.

Task A.3.2 Reporting
CONSULTANT shall provide Program reports to CPAU that are consistent with the reporting templates. Additionally, CONSULTANT shall upload reports into CITY’s reporting database on a monthly basis in order to complete invoicing.

CONSULTANT shall respond to ad -hoc data requests by CITY to meet evaluation, measurement, and verification (“EM&V”) and other regulatory requirements.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
17 Packet Pg. 187 of 566

Task A.3.3 Invoicing
CONSULTANT shall invoice CITY on a monthly basis consistent with Section 5 of the Agreement and in accordance to the more specific guidelines set forth in this Exhibit “A” and in Exhibit “C”, “Compensation” through the CITY designated submission approach or system.

TASK A.4 – PROGRAM CLOSE-OUT
Task A.4.1 Resolve Outstanding Jobs in Progress
The CONSULTANT shall attempt to resolve all outstanding jobs in progress, as well as customer complaints.

Task A.4.2 Ramp-Down Plan

CONSULTANT shall provide a plan to ramp down the Program (“Program Ramp-Down Plan”). To ensure Program closure CONSULTANT shall plan a Program ramp-down period to commence no later than at a date directed by CITY. The CONSULTANT’s Program Ramp- Down Plan shall take into consideration that all services must be completed, including but not limited to; all site assessments completed, all Projects and Measures installed, and customer projects approved for installation that have not begun installation by a date approved by CITY. The Program Ramp-Down Plan shall include a Program Termination Notification to be delivered to all customers enrolled in the program.

CONSULTANT shall develop and submit for CITY written approval a Program Termination Notification (“Notification”) as part of the Program Ramp-Down Plan. CONSULTANT shall send a Notification of upcoming program closure to customers via email, mail, or method agreed upon by CITY at a date approved by CITY. This Program announcement shall notify customers the program will be ending. This Notification shall also address how active and committed projects will be addressed. The Notification may also encourage the customer to actively pursue other CITY programs that may be available, and to contact CITY for further information regarding energy efficiency programs.

Task A.4.3 Final Program Report
CONSULTANT will submit a final report which includes a narrative with an overview of the Program and spreadsheet detailing the budget, CPAU customer program participation data (including customer contact information, site assessment and project completion energy savings data) and actual Program cost. The final report will include Program achievements, challenges, goals, and lessons learned. CONSULTANT agrees to deliver the final report within 30 calendar days of the end of the Term as such date may be extended at the sole discretion of CITY.

CONSULTANT shall maintain electronic copies of invoices for two years as required by the CITY.

B. OVERVIEW OF BETAP
Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
18 Packet Pg. 188 of 566

Brief Program Description
This Program is designed to assist nonresidential customers with converting gas equipment to efficient electric alternatives at their facilities. The Program services will cover education and marketing to building owners, property managers, facility managers, and other key personnel; technical assistance to support customers’ building electrification journe y; and post-installation quality control. The Program will target the replacement of rooftop gas pack units and gas water heaters in nonresidential buildings and will also address other gas equipment in commercial kitchens, pools and spas where applicable.

Program Savings Targets
The Program savings targets for the term of the Agreement are provided in Table B.1 below noting the total program savings targets, the savings achieved to date, and the remaining program savings targets for the term of this agreement.

Electrification savings Calculations are detailed in Task B.1.3.(b).

Table B.1 - Business Electrification Technical Assistance Program Targets

Term
Total Program Savings
Target (November 15,
2022-November 14,
2026)
Program Savings
Achieved to Date
(November 15, 2022-June
30, 2024)
Program Savings Target
Allocation (July 1, 2024 –
November 14, 2026)
Net kWh
savings 5,423,350 2,154 5,421,196
The estimated lifetime avoided GHG emissions reduction for the electrification measures for this Program is 19,899 metric tons (MT).

Eligible Measures
All measures listed in the CPAU rebate catalog for business customers are eligible under this program. Custom electrification measures, new prescriptive measures, and other emerging technologies need to be pre -approved by City Project Manager in advance of installation or inclusion in the Program in order for CONSULTANT to receive compensation for such measures.

CONSULTANT shall provide the projected electrification savings and supporting documentation for the savings estimates to CITY for measures not covered by the CPAU rebate catalog for business customers. Projected electrification savings must be based on credible sources such as the CalTF eTRM, CPUC Database for Energy Efficiency Resources, approved workpapers, etc. CITY will ensure there are custom incentives and electrification measures rebates available to nonresidential customers during the term of the Program.

Program Staffing
CONSULTANT agrees to staff the Program in accordance with the Staffing Plan set forth below in Table B.2. CONSULTANT shall notify the CITY concerning proposed changes to the Staffing Plan; all such changes require prior written consent of the CITY.

CITY reserves the right to (i) request CONSULTANT conduct criminal background checks to CITY’s Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
19 Packet Pg. 189 of 566

satisfaction on all CONSULTANT’s staff, contractors or agents that may enter customer property, and (ii) require that any staff, contractor or agent of CONSULTANT that fails the background check shall not be permitted to enter any customer premises,

Without limiting Section 16 (Indemnity) of the Agreement CONSULTANT agrees and understands it is responsible for all costs and damages associated with any theft, vandalism, damage or criminal acts involving or committed by CONSULTANT staff, subconsultants or agents involving a customer or customer premises.

Table B.2. BETAP Program Staff Contacts

Name Title Phone Email
Ann Marie
Mastrippolito
Program Director 415-965-3004 [email protected] Develops strategies and tactics to deliver Develops strategies and tactics to deliver effective program performance by directing the work of employees assigned to the program from technical, marketing, operations, analytics, and administrative areas.

Kelly Lewis
Assoc. Program
Manager 650-538-3514 [email protected]
Serves as Program Manager and primary point of contact for the CITY. Verifies the Program is delivered within budget and is responsible for managing, training, and mentoring the implementation team.

Megan
Pederson
Operations
Specialist [email protected]
Supports the delivery of projects and programs by leading data management, metrics and reporting, team facilitation and coordination, and process definition and improvement.

Sarah Rankin

Assoc. Account
Manager 650-229-8275 [email protected]
Acts as consultative sales representative to customers’ organization to understand their business and energy objectives and guide them towards solutions. Supports custom project development, aiding the customer through the process.

Feranmi
Akinpelu
Energy Engineer II
Performs site assessments of customer facilities and generates reports detailing findings. Provides support for technical or measure specific questions Abit Baral Energy Engineer II
Performs site assessments of customer facilities and generates reports detailing findings. Provides support for technical or measure specific questions Ehsan Arabian Energy Engineer II
Performs site assessments of customer facilities and generates reports detailing findings. Provides support for technical or measure specific questions Steve Brennan Engineer Manager
Supports the development and delivery of Programs by providing engineering calculations, measurement and verification, and utility program technical design and assistance
Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
20 Packet Pg. 190 of 566

King Lee
Sr. Engineering
Manager
Verifies the Program achieves performance goals by developing strategies to improve our engineers’ services to consistently delivering high quality work on time and within budget.

Jennifer Wilson
Marketing
Account Manager
Develops marketing material that may include case studies, brochures, flyers, displays, postcards, direct mail letters, bill inserts, and press releases.

Program Implementation & Delivery

Task B.1 PROGRAM KICK OFF
Task B.1.1 Program Kick-Off Meeting
CONSULTANT will develop agenda for Program Kick Off Meeting and organize the Kick-Off Meeting with CITY staff to review PROGRAM design and delivery, roles, timelines and priorities in the delivery of the PROGRAM. The meeting will also cover logistics, marketing, coordination, measurement and verification activities, establishing workflow systems, invoicing requirements, reports, and any remaining contractual questions. CONSULTANT will identify customer data needs from CPAU to inform customer segment analyses and outreach.

Task B.1.1 Deliverable: Meeting agenda and meeting minutes

Task B.1.2 Develop Program Plan
In coordination with CPAU staff, CONSULTANT shall develop the following documents:

(a) Policies and Procedures Manual
CONSULTANT shall develop, adhere to, and document its compliance with the Policies and Procedures Manual in the Program’s implementation, including the terms and conditions for customers participating in the Program, the process for customers participating in the Program, customer complaint and resolution plan, and the process for identifying, implementing, measuring and verifying energy efficiency measures. The Policies and Procedures Manual shall also include a Quality Assurance and Quality Control Plan.

Task B.1.2.a Deliverable: Program Policies and Procedures Manual

(b) Marketing Plan
CONSULTANT shall develop a Marketing Plan that outlines marketing activities to reach the target customers. Marketing activities may include: outbound call campaign, customer workshops, and webinars. The Marketing Plan will identify outreach activities, workshops, locations and frequency. CONSULTANT may enlist the assistance of local affinity groups, including the Palo Alto Chamber of Commerce, the Palo Alto Merchant Association and various property management companies to better enable CONSULTANT to serve CPAU Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
21 Packet Pg. 191 of 566

customers. CONSULTANT shall track and capture data on how customers are finding out about the Program.

Task B.1.2.b Deliverable: Program Marketing Plan

Task B.1.3 Develop Program Documents
CONSULTANT shall develop documents necessary for Program implementation and submit such documents to CPAU for approval before any distribution, circulation, or publication. CONSULTANT shall revise and pr oduce new documents as needed to implement and promote the Program effectively.

(a) Program Website Content
In collaboration with CITY staff, CONSULTANT will design and produce informational web content related to Program which the CITY will publish. CITY shall provide input on web content as requested by CONSULTANT and CITY maintains final rights approval. The Program website will include a customer sign-up web-to-lead HTML form.

Task B.1.3.a Deliverable: Program Website Content

(b) Customer Site Assessment Report Template
CONSULTANT shall create a Customer Site Assessment Report Template that includes the necessary information for a customer to understand their electrification opportunities. In addition, it will include information on available rebates and financing options.

Electrification Assessment Reports will include:
• Inventory of physical conditions, effective age and estimated remaining lifespans of gas burning assets
• Summary of annual natural gas consumption data provided by CITY, with identification of the largest natural gas equipment or end use loads • Identification of energy efficient electric equipment as replacement for current natural gas equipment (each a “measure”), with comparison of the cost (initial and operating) and energy consumption (natural gas and electric) of the electric vs gas equipment, and emissions reductions for the replacement of each existing gas equipment
• Evaluation of the condition and capacity of the existing electrical systems and recommend upgrades that may be necessary to enable the proposed measures
• Recommend locations for new electrical equipment, noting any observed space or structural constraints and possible remedies.
• Information on required CITY permits
• Inform customers to work with licensed contractors to complete permit required projects.
• Estimate of CPAU electrification incentives available for identified measures, with a note that all rebates are capped at the total project cost. Eligible project cost includes material, labor, and permit costs.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
22 Packet Pg. 192 of 566

Projected annual electrification savings shall be calculated for each measure based on the following formula:

Electrification savings (net kWh/yr) = Annual Gas savings (therms/yr) x

29.3 minus Annual net increase in electric use of proposed equipment (kWh/yr)

where 29.3 = conversion factor from therm to kWh

Task B.1.3.b Deliverable: Customer Site Assessment Report Template (c) Program Participation Agreement
CONSULTANT shall create a Program Participation Agreement that shall collect basic information from the customer, including facility contact information. The Program Participation Agreement will also act as a Site Access Agreement for the Program and must be signed and returned to CONSULTANT before the site assessment takes place.

Task B.1.3.c Deliverable: Program Participation Agreement (d) Customer Project Completion Sign-off and Customer Feedback CONSULTANT shall develop a Customer Project Completion sign -off document after the completed installation of the electrification measure and a template for customer feedback including how the customer heard about the program and the Net Promotor Score value. The Customer Project Completion Sign-Off document and Customer Feedback template shall both be reviewed and approved by CPAU.

Task B.1.3.d Deliverable: Customer Project Completion Sign-off Form and Customer Feedback Template
(e) Program Invoice and Reporting Template
CONSULTANT shall create a standard programing report template to meet CPAU’s reporting requirements, including: monthly invoice, quarterly Program report, annual Program report. CONSULTANT will work with CITY to finalize Program performance metric to include in the Program reports. These metrics may include but are not limited to:
number of customers participating in the Program, electrification savings, completed customer projects, customer satisfaction/net promoter score, customer contact information, summary of customer compliments and/or complaints, reasons for rejection of proposed installations by customer. CONSULTANT shall submit the Program invoice and reporting templates to CPAU for review and approval before use.

Task B.1.3.e Deliverable: Program Invoice and Reporting Templates, and inputting of data into CPAU’s database

TASK B.2 – PROGRAM IMPLEMENTATION

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
23 Packet Pg. 193 of 566

Task B.2.1 Implement Marketing and Outreach Plan
To generate leads for the Program, CONSULANT will conduct ME&O through a variety of channels, targeting property owners, property management companies and local businesses among others.

(a) Key Account Coordination
The CONSULTANT shall provide services to Key Accounts only by advanced, written authorization from the CITY.

(b) Marketing, Education and Outreach Materials

CONSULTANT and CITY will work together to develop up to 3 sector specific marketing brochure(s) for use by CITY and CONSULTANT to promote Program.

CONSULTANT will submit to CITY all marketing materials; including website content, press releases, brochures, social media posts and any other content mentioning Program in any capacity for approval prior to publishing said Program materials.

In all communications, the Program will be represented as a CITY program, including use of the CITY approved logo. CITY at its discretion may provide a Program name.

In collaboration with CITY staff, CONSULTANT will develop marketing materials that may include brochures, flyers, displays, postcards, direct mail letters, bill inserts and press r eleases. Determination of applicable materials will be made by the CONSULTANT as tools to deliver on Program goals. CITY shall have final decision- making authority about if and when to print and mail marketing material. CITY maintains the right to control all materials being distributed by CONSULTANT while considering potential impacts to Program goals. Customer mailing lists for direct mail pieces shall be determined by CITY; however, CONSULTANT may provide input, suggested mailing lists and methodologies. If applicable, CONSULTANT and CITY shall design email marketing campaigns and email customer satisfaction surveys; CITY maintains final rights of approval. CITY shall be responsible for sending the email marketing information and tracking re sponses if they choose. CONSULTANT shall co - brand all marketing material with CPAU’s logo in a prominent location.

CONSULTANT shall not use CPAU’s logos or brand standards without the approval of CITY.

Task B.1.3.a Deliverable: Program Marketing Materials

(c) Marketing, Education and Outreach Implementation
CONSULTANT will begin an initial ME&O campaign to potential organizations to introduce the Program, establish relationships and discuss the services offered through the Program. This campaign includes:
• Outreach to contacts provided by the CITY.
• Outreach to local contractors to establish a pool of participating Trade Allies.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
24 Packet Pg. 194 of 566

• Recommend content to CITY to directly promote the Program through bill inserts, email communications, direct mail postcards and other relevant marketing channels.
• Assist CITY to launch Program webpages with web-to-lead forms for customer sign- ups which are directly linked to CONSULTANT and CITY’s data management system.
• Provide CITY Account Management team with Program training.

CONSULTANT will develop Program talking points for use by Program stakeholders.
(d) Financing education and referrals
CONSULTANT will provide customers with information about financing offerings that are available to help drive project adoption through Energy Advisor and Account Management team.

Task B.2.2 Perform Electrification Assessments & Provide Recommendations Customer enrollment occurs when CONSULTANT gains the customer’s signature on the Program Participation Agreement between CONSULTANT and customer.

CONSULTANT will schedule and conduct site visits (or virtual visits if necessary or feasible) to perform the electrification assessment. Virtual assessments are defined as assessments completed through virtual or phone interviews and/or data transfers from the customer in order to produce an assessment report. In advance of the visit, the CITY will provide energy consumption data, distribution grid infrastructure capacity and other requested data sources to support CONSULTANT’s assessment. At this site visit, CONSULTANT will collect all data necessary to develop the Customer Site Assessment Report described in Task B.1.3.c.

Post visit, CONSULTANT will identify measures; conduct cost, energy and emission calculations; and then create a customized Customer Site Assessment Report.

CONSULTANT will inform customers of permitting requirements for those projects that require CITY permits. CONSULTANT will endeavor to coordinate between CITY programs, such as the Electric Vehicle Technical Assistance Program, to maximize benefit to customers. Such coordination may result in referrals to other programs or joint delivery of services, such as an electric vehicle charging site assessment delivered simultaneous to the electrification assessment.

CONSULTANT will deliver the complete Customer Site Assessment Report to CITY staff within two weeks of the site assessment and once approved, will return the report to the customer. If the CONSULTANT requires additional time to submit the assessment report (e.g. data collection needs), CONSULTANT shall submit a request with justification and may be allowed additional, mutually agreed upon, time to submit. CONSULTANT will also offer to all customers to review the report together in an online meeting to explain the findings, address any questions and begin planning implementation.

Task B.2.3 On-going Technical Assistance

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
25 Packet Pg. 195 of 566

Once a customer has decided to move forward with an electrification project, CONSULTANT will support the customer through project completion until project passes final inspection. The support provided will be:
• Expert support for product selection and installation. • A list of qualified, pre -screened contractors for electrification installations. A trade ally/contractor list will be maintained by the CONSULTANT. • Assistance in reviewing and comparing bids from contractors. • Guidance to customer or contractor applying for permit with the CITY’s Development Center.
• Application assistance for CITY’s Electrification Rebates CONSULTANT will provide post -installation guidance and support for customers; however, the customers are purchasing products, services, and warranties directly from vendors and installers, therefore customers will be guided to contact their service provider should there be maintenance, service, or warranty needs.

Task B.2.4 Customer Sign-off on Project, Feedback and Issue Resolution CONSULTANT shall request customer complete the Customer Sign-off on Project Completion form upon the completed installation of the electrification measure. CONSULTANT will also request customer provide feedback using the Customer Feedback form. This will evaluate the electrification assessment and the project support aspects of the BETAP. CONSULTANT shall provide customer feedback to CITY in monthly invoicing and reporting.

CONSULTANT will address and attempt to resolve all customer issues discovered through either survey feedback or other means of customer contact within five (5) business days.

CONSULTANT will pursue continuous improvements to drive customer satisfaction.

Customer feedback issues will be tracked by CONSULTANT using the monthly reports, as well as a completed complaint form. CITY retains the right to separately survey Program participants.

If any issues cannot be resolved to the satisfaction of the customer by CONSULTANT within five business days, CONSULTANT shall immediately provide CITY with a detailed description of any such complaint which will include the name and contact information of the customer and any other information requested by CITY.

TASK B.3 – INVOICING AND REPORTING

Task B.3.1 Data Management
CONSULTANT shall utilize its data management system to provide data tracking, analysis and reporting as well as actionable insights regarding real-time Program performance. In addition to tracking Program progress, CONSULTANT shall track detaile d customer information such as barriers and motivations as well as planned future upgrades to support on-going Program operations.

Task B.3.2 Reporting
CONSULTANT shall provide Program reports to CPAU that are consistent with the Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
26 Packet Pg. 196 of 566

reporting templates. Additionally, CONSULTANT shall upload reports into CITY’s reporting database on a monthly basis in order to complete invoicing.

CONSULTANT shall respond to ad-hoc data requests by CITY to meet EM&V and other regulatory requirements.

Task B.3.3 Invoicing
CONSULTANT shall invoice CITY on a monthly basis consistent with Section 5 of the Agreement and in accordance to the more specific guidelines set forth in this Exhibit “A” and in Exhibit “C”, “Compensation”.

TASK B.4 – PROGRAM CLOSE-OUT

Task B.4.1 Resolve Outstanding Jobs in Progress
The CONSULTANT shall attempt to resolve all outstanding jobs in progress, as well as customer complaints.

Task B.4.2 Ramp-Down Plan

CONSULTANT shall provide a plan to ramp down the Program (“Program Ramp-Down Plan”). To ensure Program closure CONSULTANT shall plan a Program ramp-down period to commence no later than at a date directed by CITY. The CONSULTANT’s Program Ramp- Down Plan shall take into consideration that all services must be completed, including but not limited to; all site assessments completed, all Projects and Measures installed, and customer projects approved for installation that have not begun installation by a date approved by CITY. The Program Ramp-Down Plan shall include a Program Termination Notification to be delivered to all customers enrolled in the program.

CONSULTANT shall develop and submit for CITY written approval a Program Termination Notification (“Notification”) as part of the Program Ramp-Down Plan. CONSULTANT shall send a Notification of upcoming program closure to customers via email, mail, or method agreed upon by CITY at a date approved by CITY. This Program announcement shall notify customers the program will be ending. This Notification shall also address how active and committed projects will be addressed. The Notification may also encourage the customer to actively pursue other CITY programs that may be available, and to contact CITY for further information regarding electrification programs.

Task B.4.3 Final Program Report
CONSULTANT will submit a final report which includes a narrative with an overview of the Program and spreadsheet detailing the budget and actual Program cost. The final report will include Program Achievements, challenges, goals, and lessons learned. CONSULTANT agrees to deliver the final report within 30 calendar days of the end of the Term as such date may be extended at the sole discretion of CITY.

CONSULTANT shall maintain electronic copies of invoices for two years as required by the CITY.

Docusign Envelope ID: 492357E7-9390-4671-A74E-560928F642F7 Item 13
Attachment A -
CLEAResult, Contract
C22177024A,
Amendment No. 1

Item 13: Staff Report
Pg.
27 Packet Pg. 197 of 566