Docusign Envelope ID: D73BAAAA-F3E5-45F6-8897-6C2BA21E8C48 AMENDMENT NO. 3 TO CONTRACT NO. C21177024
BETWEEN THE CITY OF PALO ALTO AND
VEOLIA SUSTAINABLE BUILDINGS USA WEST, INC.
This Amendment No. 3 (this "Amendment") to Contract No. C21177024 (the "Contract" as defined below) is entered into as of January 21, 2025 by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and VEOLIA SUSTAINABLE BUILDINGS USA WEST, INC., a California corporation, located at 53 State Street, 14th Floor, Boston, Massachusetts 02109, Telephone Number: (415) 974-0390 ("CONSULTANT"'). CITY and CONSULTANT are referred to collectively as the "Parties" in this Amendment.
RECITALS
A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of developing and implementing a Commercial and Industrial Energy Efficiency Program to improve energy performance and reduce greenhouse gas emissions related to fossil fuel consumption, as detailed therein.
B. The Parties now wish to amend the Contract in order to extend the term by 18 months, changing the expiration date from February 15, 2025 to August 14, 2026 with no change to the original contract amount.
C. The Parties now wish to amend the Contract in order to add Optional Additional Services Provision.
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. C21177024 between CONSULTANT and CITY, dated August 16, 2021, as amended by:
Amendment No.1, dated July 8, 2024
Amendment No. 2, dated July 30, 2024
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:
"SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through August 14, 2026 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement"
Vers.: Aug. 5, 2019
Docusign Envelope ID: D73BAAAA-F3E5-45F6-8897-6C2BA21E8C48 SECTION 3. Section 4 "NOT TO EXCEED COMPENSATION" of the Contract is hereby amended to read as follows:
"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 Million Seven Hundred Eighty-Six Thousand Five Hundred Dollars ($1,786,500.00). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled "SCHEDULE OF RATES." Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY.
X 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 One Hundred Ninety-Eight Thousand Five Hundred Dollars ($198,500.00) 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 One Million Nine Hundred Eighty-Five Thousand Dollars ($1,985,000.00) 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 Services 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 Vers.: Aug. 5, 2019
Docusign Envelope ID: D73BAAAA-F3E5-45F6-8897-6C2BA21E8C48 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 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 4. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachments) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference:
a. Exhibit "A-1" entitled "PROFESSIONAL SERVICES TASK ORDER", AMENDED, ADDED.
Exhibit "B" entitled "SCHEDULE OF PERFORMANCE", AMENDED, REPLACES PREVIOUS.
SECTION 5. 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 6. 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.)
Vers.: Aug. 5, 2019
Docusign Envelope ID: D73BAAAA-F3E5-45F6-8897-6C2BA21E8C48
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 VEOLIA SUSTAINABLE BUILDINGS USA
WEST, INC.
- Signed by:
By: David Baritot
City Manager - F2480C5893874A4...
Name: David Baritot
Title: Director, Project Management office
APPROVED AS TO FORM:
- DocuSigned by:
City Attorney or designee Brism
41011350B528410...
Name: Jack Griffin
Title: Senior Vice president
Attachments:
Exhibit "A-1" entitled "PROFESSIONAL SERVICES TASK ORDER", ADDED.
Exhibit "B" entitled "SCHEDULE OF PERFORMANCE", AMENDED, REPLACES PREVIOUS.
Vers.: Aug. 5, 2019
Docusign Envelope ID: D73BAAAA-F3E5-45F6-8897-6C2BA21E8C48 EXHIBIT A-1
PROFESSIONAL SERVICES TASK ORDER
AMENDMENT NO. 3, ADDED
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: S
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 I hereby acknowledge receipt and acceptance of this work described in this Task Order. Task Order and warrant that I have authority to sign on behalf of Consultant.
APPROVED: APPROVED:
CITY OF PALO ALTO COMPANY NAME: _
BY:_ BY:_
Name Name
Title Title_
Date Date
Vers.: Aug. 5, 2019
Docusign Envelope ID: D73BAAAA-F3E5-45F6-8897-6C2BA21E8C48
EXHIBIT B
SCHEDULE OF PERFORMANCE
AMENDMENT NO. 3, AMENDED, REPLACES PREVIOUS
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. Project (Program) Initiation Meeting Two weeks
2. Develop (Update) Program Plan Six weeks
3. Develop (Update) Program Documents Eight weeks
4. Develop (Updated) Invoicing and Eight weeks Reporting Tools
5. (Re) Launch Program Ten weeks
6. Enroll Customers Ongoing
7. Install and Verify Resource Measures Ongoing
8. Reporting Ongoing
X 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.
Vers.: Aug. 5, 2019
D docusign
Certificate Of Completion
Envelope Id: D73BAAAAF3E545F688976C2BA21E8C48 Status: Completed Subject: Complete with Docusign: Amendment No. 3 draft C21177024_Veolia_final.pdf Source Envelope:
Document Pages: 6 Signatures: 2 Envelope Originator:
Certificate Pages: 2 Initials: 0 Annmarie Romero
AutoNav: Enabled 250 Hamilton Ave
Envelopeld Stamping: Enabled Palo Alto, CA 94301
Time Zone: (UTC-08:00) Pacific Time (US & Canada) [email protected] IP Address: 199.33.32.254
Record Tracking
Status: Original Holder: Annmarie Romero Location: DocuSign 12/10/2024 7:55:01 AM [email protected] Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign Signer Events Signature Timestamp
David Baritot -Signed by: Sent: 12/10/2024 7:59:04 AM
[email protected] David Baritot Viewed: 12/10/2024 8:06:36 AM -F2480C5893874A4... Signed: 12/10/2024 8:07:23 AM
Director, Project Management Office
veoliaNA
Signature Adoption: Pre-selected Style
Security Level: Email, Account Authentication
(None) Using IP Address: 24.147.123.48
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jack Griffin - DocuSigned by: Sent: 12/10/20248:07:24 AM [email protected] Viewed: 12/10/2024 8:21:40 AM
41011350B528410
Senior Vice President Signed: 12/10/2024 10:35:16 AM
Veolia Sustainable Buildings USA East (fka
Signature Adoption: Drawn on Device
SourceOne, Inc (DE)
Using IP Address: 38.122.253.74
Security Level: Email, Account Authentication
(None)
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
Hiromi Kelty Sent: 12/10/2024 10:35:17 AM
[email protected] COPIED
Security Level: Email, Account Authentication
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Jesus Prado Sent: 12/10/2024 10:35:18 AM
[email protected] COPIED
Key Accounts Manager
Security Lovel. Emal, Acount Authentication
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Kaylee Burton Sent: 12/10/2024 10:35:18 AM
[email protected] COPIED Viewed: 12/10/2024 10:43:17 AM UTL
COPA
Security Level: Email, Account Authentication
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 12/10/2024 7:59:04 AM
Certified Delivered Security Checked 12/10/20248:21:40 AM Signing Complete Security Checked 12/10/2024 10:35:16 AM Completed Security Checked 12/10/2024 10:35:18 AM
Payment Events Status Timestamps