Agenda packet — Palo Alto City Council, April 14, 2025 (part 1 of 3)

CITY COUNCIL
Regular Meeting
Monday, April 14, 2025
Council Chambers & Hybrid
5:30 PM
Palo Alto City Council meetings will be held as “hybrid” meetings with the option to attend by teleconference or in person. Information on how the public may observe and participate in the meeting is located at the end of the agenda. The meeting will be broadcast on Cable TV Channel 26, live on YouTube https://www.youtube.com/c/cityofpaloalto, and streamed to Midpen Media Center https://midpenmedia.org.

VIRTUAL PARTICIPATION CLICK HERE TO JOIN (https://cityofpaloalto.zoom.us/j/362027238) Meeting ID: 362 027 238 Phone:1(669)900‐6833
PUBLIC COMMENTS
General Public Comment for items not on the agenda will be accepted in person for up to three minutes or an amount of time determined by the Chair. General public comment will be heard for 30 minutes. Additional public comments, if any, will be heard at the end of the agenda.

Public comments for agendized items will be accepted both in person and via Zoom for up to three minutes or an amount of time determined by the Chair. Requests to speak will be taken until 5 minutes after the staff’s presentation or as determined by the Chair. Written public comments can be submitted in advance to [email protected] and will be provided to the Council and available for inspection on the City’s website. Please clearly indicate which agenda item you are referencing in your subject line.

PowerPoints, videos, or other media to be presented during public comment are accepted only by email to [email protected] at least 24 hours prior to the meeting. Once received, the Clerk will have them shared at public comment for the specified item. To uphold strong cybersecurity management practices, USB’s or other physical electronic storage devices are not accepted.

Signs and symbolic materials less than 2 feet by 3 feet are permitted provided that: (1) sticks, posts, poles or similar/other type of handle objects are strictly prohibited; (2) the items do not create a facility, fire, or safety hazard; and (3) persons with such items remain seated when displaying them and must not raise the items above shoulder level, obstruct the view or passage of other attendees, or otherwise disturb the business of the meeting.

TIME ESTIMATES
Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public.

CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 ‐ 5:50 PM)

1. Proclamation Honoring National Public Safety Telecommunicators Week April 13‐19, 2025

2. Proclamation Honoring National Animal Control Officer Appreciation Week April 13‐19, 2025

3. Proclamation Celebrating César Chávez and Dolores Huerta AGENDA CHANGES, ADDITIONS AND DELETIONS
PUBLIC COMMENT (5:50 ‐ 6:20 PM)
Members of the public may speak in‐person ONLY to any item NOT on the agenda. 1‐3 minutes depending on number of speakers. Public Comment is limited to 30 minutes. Additional public comments, if any, will be heard at the end of the agenda.

COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:20 ‐ 6:25 PM) Members of the public may not speak to the item(s).

CONSENT CALENDAR (6:25 ‐ 6:30 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.

4. Approval of Professional Services Contract Number C25193356 with Martina Entriken in the Amount Not to Exceed $658,390 for a Preschool and Toddler Program for a Period of Five Years. CEQA Status ‐ Not a Project.

5. Approval of Amendment No. 2 via Change Order No. 2 to Contract Number C22183580 with MP Nexlevel of California, Inc. in the Amount of $4,000,000 for a Total Not‐to‐ Exceed Amount of $15,347,390, and Extending the Three‐Year Term of the Contract for an Additional Four Months Through August 31, 2025 to Provide Substructure and Utility Trenching Construction Services for the Foothills Rebuild Wildfire Mitigation and Grid Modernization for Electrification Projects; CEQA Status: the Foothills Rebuild and Grid Modernization Project are Exempt Under CEQA Guidelines Sections 15302, 15303 and 15183

6. Approval of Contract Amendment Number 1 to Contract Number S22183286 with The Permanente Medical Group Inc in an Amount Not to Exceed $100,000 for Pre‐ employment and Other Occupation‐Related Medical Services; CEQA Status – Not a Project.

7. Approval of Professional Services Contract No. C25191690 with InfoSend in an Amount Not to Exceed $2,344,573 to Provide Utilities Bill Print and Mailing Services for a Term of Five Years; CEQA Status ‐ Not a Project.

8. Approval of Professional Services Contract Number C25191738 with Sedgwick Claims Management Services in an Amount Not to Exceed $612,840 for Administration of Workers Compensation Benefits through June 30, 2025; CEQA Status – Not a Project.

9. FIRST READING: Adoption of an Ordinance Setting the Regular Meeting Time of the Finance and Policy & Services Committees by Resolution or Ordinance (Palo Alto Municipal Code §§ 2.04.190 and 200); and Adoption of a Resolution Setting the Regular Meeting Times at 5:30 pm for Finance and 6:00 pm for Policy & Services; CEQA status – not a project.

10. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter

2.32 (Sales and Use Tax) and Chapter 4.10 (Solicitors, Peddlers, Pawnbrokers, Secondhand Dealers, and Other Businesses Regulated by Police) of the Municipal Code to Delete Obsolete References to the California Board of Equalization and Replace Them with References to the California Department of Tax and Fee Administration (FIRST READING: March 24, 2025; PASSED: 6‐0‐1, Veenker absent) CITY MANAGER COMMENTS (6:30 ‐ 6:45 PM)
BREAK (15 MINUTES)
ACTION ITEMS (Item 11: 7:00 ‐ 8:00 PM, Item 12: 8:00 ‐ 9:00 PM, Item 13: 9:00 ‐ 10:00 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters.

11. Review and Provide Direction on a Preferred Option for a New Parking Structure and Reserved Space for Future Affordable Housing at 375 Hamilton Avenue and Direct Staff to Pursue Preliminary Design and Environmental Review for the New Downtown Parking Garage Capital Project (PE‐15007) for the Preferred Option; CEQA Status ‐ Not a Project

12. PUBLIC HEARING/QUASI‐JUDICIAL: 70 Encina Avenue [24PLN‐00095]: Adopt an Ordinance Rezoning the Subject Property and an Adjacent Vacant Parcel to Planned Community/Planned Home Zoning and Adopt the Record of Land Use Action to Demolish a Surface Parking lot and to Construct a New Three‐Story, 19,035 Square Foot Building with 10 Residential Condominium Units. CEQA Status‐ Streamlined Review in Accordance with CEQA Guidelines Section 15183 (Comprehensive Plan Consistency).

Zone District: CC (Community Commercial).

13. FIRST READING: Adoption of an Ordinance Adding New Chapter 9.75 (Fair Chance in Housing) to Title 9 (Public Peace, Morals, and Safety) of the Palo Alto Municipal Code to Limit the Use of Criminal History Information in Rental Housing Decisions. CEQA Status ‐ Exempt Under CEQA Guidelines Section 15061(b)(3).

ADJOURNMENT
OTHER INFORMATION
Standing Committee Meetings this week
Finance Committee April 15, 2025
Retail Committee April 16, 2025
Public Comment Letters
Schedule of Meetings
PUBLIC COMMENT INSTRUCTIONS
Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone.

1. Written public comments may be submitted by email to [email protected].

2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item.

3. Spoken public comments for agendized items using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom‐based meeting. Please read the following instructions carefully.

You may download the Zoom client or connect to the meeting in‐ browser. If using your browser, make sure you are using a current, up‐to‐date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below.

You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak.

When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak.

When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments.

4. Spoken public comments for agendized items using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted.

CLICK HERE TO JOIN Meeting ID: 362‐027‐238 Phone: 1‐669‐900‐6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329‐2550 (voice) or by emailing [email protected]. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.

California Government Code §84308 , commonly referred to as the "Levine Act," prohibits an elected official of a local government agency from participating in a proceeding involving a license, permit, or other entitlement for use if the official received a campaign contribution exceeding $500 from a party or participant, including their agents, to the proceeding within the last 12 months. A “license, permit, or other entitlement for use” includes most land use and planning approvals and the approval of contracts that are not subject to lowest responsible bid procedures and have a value over $50,000. A “party” is a person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use. A “participant” is a person who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use, and has a financial interest in the decision. The Levine Act incorporates the definition of “financial interest” in the Political Reform Act, which encompasses interests in business entities, real property, sources of income, sources of gifts, and personal finances that may be affected by the Council’s actions. If you qualify as a “party” or “participant” to a proceeding, and you have made a campaign contribution to a Council Member exceeding $500 made within the last 12 months, you must disclose the campaign contribution before making your comments.

1 April 14, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.CityofPaloAlto.org/agendas
.

CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 ‐ 5:50 PM)

1. Proclamation Honoring National Public Safety Telecommunicators Week April 13‐19, 2025

2. Proclamation Honoring National Animal Control Officer Appreciation Week April 13‐19, 2025

COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:20 ‐ 6:25 PM) Members of the public may not speak to the item(s).

CONSENT CALENDAR (6:25 ‐ 6:30 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.

10. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter

Zone District: CC (Community Commercial).

1. Written public comments may be submitted by email to [email protected].

2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item.

You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak.

When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak.

When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments.

2 April 14, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.CityofPaloAlto.org/agendas
.

CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 ‐ 5:50 PM)

1. Proclamation Honoring National Public Safety Telecommunicators Week April 13‐19, 2025

2. Proclamation Honoring National Animal Control Officer Appreciation Week April 13‐19, 2025

COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:20 ‐ 6:25 PM) Members of the public may not speak to the item(s).

CONSENT CALENDAR (6:25 ‐ 6:30 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.

10. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter

Zone District: CC (Community Commercial).

1. Written public comments may be submitted by email to [email protected].

2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item.

You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak.

When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak.

When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments.

3 April 14, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.CityofPaloAlto.org/agendas
.

CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 ‐ 5:50 PM)

1. Proclamation Honoring National Public Safety Telecommunicators Week April 13‐19, 2025

2. Proclamation Honoring National Animal Control Officer Appreciation Week April 13‐19, 2025

COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:20 ‐ 6:25 PM) Members of the public may not speak to the item(s).

CONSENT CALENDAR (6:25 ‐ 6:30 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.

10. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter

Zone District: CC (Community Commercial).

1. Written public comments may be submitted by email to [email protected].

2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item.

You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak.

When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak.

When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments.

4 April 14, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.CityofPaloAlto.org/agendas
.

CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 ‐ 5:50 PM)

1. Proclamation Honoring National Public Safety Telecommunicators Week April 13‐19, 2025

2. Proclamation Honoring National Animal Control Officer Appreciation Week April 13‐19, 2025

COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:20 ‐ 6:25 PM) Members of the public may not speak to the item(s).

CONSENT CALENDAR (6:25 ‐ 6:30 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.

10. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter

Zone District: CC (Community Commercial).

1. Written public comments may be submitted by email to [email protected].

2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item.

You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak.

When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak.

When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments.

5 April 14, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.CityofPaloAlto.org/agendas
.

CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 ‐ 5:50 PM)

1. Proclamation Honoring National Public Safety Telecommunicators Week April 13‐19, 2025

2. Proclamation Honoring National Animal Control Officer Appreciation Week April 13‐19, 2025

COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (6:20 ‐ 6:25 PM) Members of the public may not speak to the item(s).

CONSENT CALENDAR (6:25 ‐ 6:30 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.

10. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Chapter

Zone District: CC (Community Commercial).

1. Written public comments may be submitted by email to [email protected].

2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item.

You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak.

When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak.

When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments.

6 April 14, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.CityofPaloAlto.org/agendas
.

City Council
Staff Report
Report Type: SPECIAL ORDERS OF THE DAY
Lead Department: Police
Meeting Date: April 14, 2025
Report #:2501-3988
TITLE
Proclamation Honoring National Public Safety Telecommunicators Week April 13-19, 2025

ATTACHMENTS
Attachment A: Proclamation Honoring National Public Safety Telecommunicators Week April 13-19, 2025
APPROVED BY:

Andrew Binder
Item 1
Item 1 Staff Report

Item 1: Staff Report
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1 Packet Pg. 7 of 332

NATIONAL PUBLIC SAFETY TELECOMMUNICATORS WEEK
APRIL 13-19, 2025

WHEREAS, emergencies can occur at any time requiring police, fire, or emergency medical services; and WHEREAS, when an emergency occurs the prompt response of law enforcement, firefighters and paramedics is critical to the protection of life and preservation of property; and WHEREAS, the safety of our police officers and firefighters is dependent upon the quality and accuracy of information obtained from citizens who telephone the City of Palo Alto Communications Center; and WHEREAS, public safety dispatchers are the first and most critical contact our citizens have with emergency services; and
WHEREAS, public safety dispatchers are the single vital link for our law enforcement and fire personnel by monitoring their activities by radio, providing them information and ensuring their safety; and WHEREAS, public safety dispatchers of the City of Palo Alto Communications Center have contributed substantially to the apprehension of criminals, suppression of fires and treatment of patients; and WHEREAS, each dispatcher has exhibited compassion, understanding and professionalism during the performance of their job in the past year.

NOW, THEREFORE I, Ed Lauing, Mayor of the City of Palo Alto on behalf of the entire City Council do hereby proclaim and call upon all citizens of Palo Alto to observe the week of April 13- 19, 2025, as “National Public Safety Telecommunicators Week” and join in honoring the men and women whose diligence and professionalism keep our city and citizens safe.

Presented: April 14, 2025

______________________________
Ed Lauing
Mayor

Proclamation
Item 1
Attachment A -
Proclamation Honoring
National Public Safety
Telecommunicators Week
April 13-19, 2025

Item 1: Staff Report
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City Council
Staff Report
Report Type: SPECIAL ORDERS OF THE DAY
Lead Department: Police
Meeting Date: April 14, 2025
Report #:2501-3989
TITLE
Proclamation Honoring National Animal Control Officer Appreciation Week April 13-19, 2025

ATTACHMENTS
Attachment A: Proclamation Honoring National Animal Control Officer Appreciation Week April 13-19, 2025
APPROVED BY:

Andrew Binder
Item 2
Item 2 Staff Report

Item 2: Staff Report
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NATIONAL ANIMAL CONTROL OFFICER APPRECIATION WEEK
APRIL 13-19, 2025

WHEREAS, the City of Palo Alto Police Department’s four Animal Control Officers work diligently seven days a week, 365 days a year, to protect the welfare of the animals and wildlife of the Palo Alto community, as well as providing animal control services to the City of Los Altos and the Town of Los Altos Hills; and WHEREAS, the Animal Control Officers, sometimes at great risk to their own personal safety, serve and protect the welfare of pets and wildlife against injury, disease, abuse, and starvation while enforcing California state law and the municipal codes of the three jurisdictions; and

WHEREAS, the Animal Control Officers protect the public from diseases like rabies, investigate all animal bites of other animals and humans, permit and monitor dangerous animals, issue animal-related permits, conduct premise inspections for properties permitted to have livestock, conduct criminal investigations in cases involving animal welfare, and help support the Police Department by safely containing potentially dangerous animals during tactical operations; and
WHEREAS, the Animal Control Officers regularly work alongside and in close collaboration with staff from Pets In Need, who operate the City’s animal shelter; and WHEREAS, the Animal Control Officers are deeply involved with the community, including partnering with local businesses in hosting monthly “Pet Pantries” at the Buena Vista Mobile Home Park and organizing pet supply drives during the holidays to help support pet owners in need.

NOW, THEREFORE, I, Ed Lauing, Mayor of the City of Palo Alto on behalf of the entire City Council do hereby proclaim and call upon all citizens of Palo Alto to observe the week of April 13- 19, 2025, as “National Animal Control Officer Appreciation Week” and join in honoring our Animal Control Officers and recognizing them for their diligence and professionalism.

Presented: April 14, 2025

______________________________
Ed Lauing
Mayor

Proclamation
Item 2
Attachment A -
Proclamation Honoring
National Animal Control
Officer Appreciation
Week April 13-19, 2025

Item 2: Staff Report
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City Council
Staff Report
Report Type: SPECIAL ORDERS OF THE DAY
Lead Department: City Clerk
Meeting Date: April 14, 2025
Report #:2504-4475
TITLE
Proclamation Celebrating César Chávez and Dolores Huerta

ATTACHMENTS
Attachment A: Proclamation Celebrating César Chávez and Dolores Huerta APPROVED BY:

Mahealani Ah Yun
Item 3
Item 3 Staff Report

Item 3: Staff Report
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César Chávez and Dolores Huerta

WHEREAS, César Chávez and Dolores Huerta co-founded the National Farm Workers Association, which later became the United Farm Workers Association; and
WHEREAS, they understood the importance of coalition -building and worked in conjunction with other far m labor movements to make the United Farm Workers Association a reality. They worked to call for better conditions for farm workers and their families. They took on table grape growers who had been exploiting farmworkers and began a nationwide grape boycott that led to the first farmworker union contracts; and

WHEREAS, their mission was to reclaim dignity, fair wages, medical coverage, benefits, and humane living conditions for hundreds of thousands of people; and

WHEREAS, the popular phrase “Sí, se puede” is attributed to their activism and civil rights work. It was Dolores Huerta who first said the words which translate in English to “Yes I can, or yes, we can,” as she rallied support for worker and immigrant rights; and

WHEREAS, through fierce advocacy, Dolores Huerta was instrumental in securing the California Agricultural Labor Relations Act of 1975, a first-in-the- nation law that extended collective bargaining rights to farmworkers; and

WHEREAS, César Chávez drew attention to environmental issues such as the use of chemical pesticides that endangered the lives of not only farmworkers, but also consumers; and

WHEREAS, their catalyst to act came from their early introductions to inequities with César Chávez born on March 31, 1927 in Yuma, Arizona and later moved to California after his parents lost their farm during the Great Depression and became migrant workers. Dolores Huerta was born on April 10, 1930 in Dawson, New Mexico. At a young age she was exposed to the hardships that her community faced, but she was greatly inspired by her mother’s work as a community activist; and

WHEREAS, in March 2014, President Barack Obama proclaimed March 31st as César Chávez Day and in 2019, California named April 10th as Dolores Huerta Day and in March 2022, the Palo Alto City Council voted to annually celebrate these two iconic leaders; and

WHEREAS, both César Chávez and Dolores Huerta have received the Presidential Medal of Freedom because through self -sacrifice, a commitment to nonviolence, and their spirituality, César Chávez and Dolores Huer ta championed a social justice movement that changed our nation; and

NOW, THEREFORE, the City of Palo Alto hereby honors and recognizes César Chávez and Dolores Huerta on this 14th day of April 2025 and encourages celebration through education and community service.

Presented: April 14, 2025

______________________________
Ed Lauing
Mayor

Proclamation
Item 3
Attachment A -
Proclamation Celebrating
Cesar Chavez and Dolores
Huerta

Item 3: Staff Report
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2 Packet Pg. 12 of 332

City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Community Services
Meeting Date: April 14, 2025
Report #:2502-4114
TITLE
Approval of Professional Services Contract Number C25193356 with Martina Entriken in the Amount Not to Exceed $658,390 for a Preschool and Toddler Program for a Period of Five Years.

CEQA Status - Not a Project.

RECOMMENDATION
Staff recommends that City Council approve and authorize the City Manager or their designee to execute Contract No. C25193356 (Attachment A), with Martina Entriken, to provide instruction for a Preschool and Toddler Program for a term of five years and a total amount not- to-exceed $658,390, including $591,390 for basic services and $67,000 for additional services.

BACKGROUND
The City of Palo Alto’s Community Services Department (CSD) provides hundreds of recreational youth programs each year. CSD strives to offer a variety of programs that are high quality, exciting, dynamic and inclusive to all. These recreational classes are available to the Palo Alto community and to non-residents. The classes are marketed through the City’s ENJOY! Catalog, and on the City’s website. A long-standing preschool and toddler program has been taught at the Peer’s Park Field House at 1899 Park Boulevard in Palo Alto since 2005. To provide a successful preschool program, CSD utilizes external instructor(s) with the knowledge and expertise in early childhood education, focusing on children ages one and a half to four years old.

The current vendor, Martina Entriken, has a contracted agreement for a total not-to-exceed amount of $330,000 for three years that will expire June 30, 2025. A formal solicitation was conducted, and Martina Entriken was selected by the committee.

ANALYSIS
The City requires a qualified and experienced instructor to teach the preschool and toddler program. The program’s curriculum includes the domains outlined by the California Board of Item 4
Item 4 Staff Report

Item 4: Staff Report
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Education Preschool Curriculum Frameworks: sensory play, art, science, math, music, and early age literacy as well as an added field trip component.

Solicitation Process
A Request for Proposals (RFP) for the project was posted on the OpenGov Procurement, the City’s eProcurement platform on December 16, 2024, and was emailed to 3,300 contractors.

The solicitation period was open for 32 days and closed on January 17, 2025. Only one proposal was submitted and was received on January 14, 2025. While only one proposal was received, this outcome mirrors the results of the same procurement process conducted three years ago, which also yielded a single response. Further supporting this observation, feedback was received from Leanne Runyan, Director and Founder of Stella Piccolo Preschool, a potential bidder who chose not to submit a proposal. Ms. Runyan indicated that the program requirements, specifically the weekly movement of equipment and the regular field trip requirement (due to associated insurance costs), presented significant challenges for preschool programs like hers, likely contributing to the low response rate.

Table 1: Summary of Request for Proposal
Proposal Description Preschool and Toddler Program
Proposed Length of Project 5 years
Number of Vendors Notified 3,300
Number of Proposal Packages Downloaded 19
Total Days to Respond to Proposal 32
Pre-Proposal Meeting N/A
Pre-Proposal Meeting Date N/A
Number of Proposals Received 1
Proposal Price Range $657,000
Public Link to Solicitation https://procurement.opengov.com/portal/p alo-alto-ca/projects/134536

The proposal was evaluated and determined to be responsive to the criteria identified in the RFP. Martina Entriken proposed maintaining the same revenue split as we currently apply, which specifies her retaining 60% of total revenues and 40% of total revenues goes to the City for the five-year term of the agreement with a not-to-exceed amount of $658,390. The evaluation committee also felt that Martina Entriken’s written proposal made it clear that she has the extensive experience, knowledge and the background desired for the work. Martina Entriken has been a consistent, dependable contractor working for the City for over 18 years.

She provides a highly sought program and incorporates all the elements required for instruction. Class sizes are small with 15 children enrolled and the program requires parent participation to create a nurturing environment.

Item 4
Item 4 Staff Report

Item 4: Staff Report
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FISCAL/RESOURCE IMPACT
The Community Services Department Fiscal Year 2025 Adopted Budget includes funding for this contract. Funding for future years is subject to City Council approval through the annual budget process. This contract represents an increase of approximately 18% from previous annual rates due to an increase in instructor rates. Participant fees are not expected to increase in year one of the contract but may increase in future years based on demand.

STAKEHOLDER ENGAGEMENT
The community has been very satisfied with the current preschool and toddler program run by Martina Entriken. Registrations for most classes fill quickly and accrue a waiting list. At the conclusion of the class registered families are sent a four-question survey asking about their satisfaction, how likely are they to recommend the program and to provide any feedback for the instructor or how we can serve the community better. During the term of the existing contract, 522 families were surveyed with 67 responses returned. Parents’ average response was 4.96 out of 5 when answering the question, “Overall, how satisfied were you with the program? (5 being the highest)”.

ENVIRONMENTAL REVIEW
The recommendation in this report does not constitute a project requiring review under the California Environmental Quality Act (CEQA) under exemption 15601(b)(3).

ATTACHMENTS
Attachment A: Martina Entriken Contract C25193356
APPROVED BY:

Kristen O’Kane, Director Community Services Department
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CITY OF PALO ALTO CONTRACT NO. C25193356

AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN THE CITY OF PALO ALTO AND MARTINA ENTRIKEN

This Agreement for Professional Services (this “Agreement”) is entered into as of the 14th day of April, 2025 (the “Effective Date”) , by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MARTINA ENTRIKEMN , a sole proprietor, located at 302 College Avenue, Palo Alto, CA 94306 (“CONSULTANT”).

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

RECITALS

A. CITY intends to offer preschool/toddler program through the City’s Community Services Department (the “Project”) and desires to engage a consultant to provide creative adventure and exploration classes 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 S ervices 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 July 1, 2025 through June 30, 2030 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.

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

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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 Five Hundred Ninety - One Thousand Three Hundred Ninety Dollars ($591,390). 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.

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 Sixty-Seven Thousand Dollars ($ 67,000) 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 Six Hundred Fifty -Eight Thousand Three Hundred Ninety Dollars ($658,390), 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 no t 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 S ection. 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 exec uted 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.

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SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the Services performed and the applicable charges (including , if applicable, an identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s invoices shall be subject to verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the address specified in Section 1 3 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice.

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

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

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

SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten percent (10%) or more , CONSULTANT shall make 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 that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement.

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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 Services, or any agent or employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained.

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

SECTION 12. SUBCONTRACTING.

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

SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Martina Entriken 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 P roject Manager or any o ther of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’ s request, shall promptly remove CONSULTANT personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or property.

CITY’s Project Manager is Margie Cain, Community Services Department, Recreation Division, 1305 Middlefield Road, Palo Alto, CA, 94301. 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.

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

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

SECTION 16. INDEMNITY.

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

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

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

SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 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 o r partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy.

SECTION 18. INSURANCE.

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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 Ag reement. 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 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 w ill discontinue its performance of the Services on the effective date in the notice of suspension or termination.

19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such Docusign Envelope ID: 56122544-3B55-417D-9AED-0B5E2243CB64 Item 4
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work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).

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

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

SECTION 20. NOTICES.

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

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

With a copy to the Purchasing Manager

To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement.

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 furt her 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 off icer 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.

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the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Palo Alto Mu nicipal Code and the Political Reform Act of 1974, as amended from time to time.

SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.

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

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

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

SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department , hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include , first, minimizing and reducing waste; second, reusing waste ; and, third, recycling or composting was te. 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 otherwi se 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 .

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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 yea r in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement.

SECTION 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 a nd 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).

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.

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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 Agreeme nt and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement.

28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or intangible, provided or otherwise made available to CONSULTANT by CITY, d irectly 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 requ irements of 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.

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State of California.

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

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

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

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

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

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

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.

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CONTRACT No. C25193356

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

MARTINA ENTRIKEN

Officer 1

By: ________________________________

Name: ______________________________

Title: _______________________________

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EXHIBIT A

SCOPE OF SERVICES

CONSULTANT shall provide the Services detailed in this Exh ibit 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 fo r 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.

CONSULTANT agrees to facilitate a developmental program for toddlers and preschoolers. The program should be designed to encourage children’s innate sense of curiosity about the natural world, their community, the arts and culture. The program’s curriculum will include sensory play, art, science, math, music, early age literacy and a field trip component. The program is designed for ages 1 ½ years to 4 years and parent participation is required.

Consultant AGREES TO:

COURSE CONTENT:
• Be responsible for curriculum and course content; including providing course materials. • Provide a consistent instructor, with as little substitution as possible. • Conduct the program in a safe manner.
• City shall have the right to observe Consultant instruct in order to determine whether Consultant is in compliance with the terms and conditions of this Agreement. • Class and camp information must be submitted approximately six months prior to the start of each class and camp session.

QUALITY OF PROGRAM:

Maintain a quality program which includes, but is not limited to:
• Consultants are knowledgeable and experienced in the subject being taught and with the age group.
• Consultants are reliable and punctual.
• Consultants are organized and prepared to teach at the start of each class.

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• Consultants to maintain strong working relationships with City staff and customers. • Consultants provide good customer service.
• Consultants and their employees can effectively resolve issues.

SET UP & CLEAN UP:
• Be responsible for all set up and clean up of the room and equipment. • All set up must be completed prior to the start of class.

EMPLOYEES:
• Provide employees who are at least 18 years old
• All employees and/or volunteers must complete Fingerprint background check and must pass background prior to providing services, provide negative TB test results within the last two years (for anyone working with minors), provide proof of auto Insurance in accordance with City guidelines (for anyone driving to the City of Palo Alto facility). • All Consultants, as well as their employees and volunteers, are strongly recommended to obtain certification in CPR/First Aid.

PUBLICITY:
• May not publicize Consultant's business to class participants during class hours without prior authorization from Department Director.
• Must obtain prior approval from Recreation Coordinator or designee for publicity containing City classes.
• Follow timelines for submitting and proofing quarterly class proposals to be included in the Enjoy catalog. Note: Classes included in proposal are not guaranteed to be offered.

PUNCTUALITY:
• Consultant and their employees shall arrive at least 15 minutes prior to the starting time of the class or at least 30 minutes for set-up.
• Ensures that all classes start and end on time
• Notifies the Community Center or Recreation Coordinator prior to the class if Consultant is running late or unable to attend
• If a class is missed, a make up class is required to be provided by Consultant.

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• Consultant agrees to stay with all children until they are picked up by parents, released on their own if approval is noted or transferred to City staff.

RECORD KEEPING:
• Must take attendance at each class. All attendance records shall be submitted at the end of each session.

COMMUNICATION:
• Immediately communicate problems and issues with the class(es) or customers to the Recreation Coordinator or City Staff.
• Inform City staff of participant injuries, illness (Covid exposures) and complete necessary accident reports within 24 hours.

ADHERENCE TO CITY POLICY:
• Responsible for knowing the City’s policies and procedures with regard to special interest classes (i.e. waiting lists, cancellation, refund, satisfaction, etc.) • Responsible for verifying that only registered participants with a signed City liability form on file with the City are permitted to participate in City’s special interest classes.

PRIVACY:
• Agrees that any personal information that Consultant receives regarding customers may not be used for other than City business.
• Ensures that customer information will be stored in a secure location.

City AGREES to:
• Process all registrations for classes (Consultants not allowed to register participants) • Provide Consultant with attendance sheets
• Provide facility for scheduled classes.
• Include Consultant classes in publicity materials

EXHIBIT A-1

PROFESSIONAL SERVICES TASK ORDER

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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 ___________________________________

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EXHIBIT B

SCHEDULE OF PERFORMANCE

CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. Class schedule may be added, removed, or otherwise changed by mutual agreement of the CONSULTANT and the CITY’s Project Manager, and subject to the Not- to-Exceed amount of this Agreement per Section 4.

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

1. Summer 2025 Session Jul – Sep 2025

2. Fall 2025 Session Oct – Dec 2025

3. Winter 2025-26 Session Jan – Mar 2026

4. Spring 2026 Session Apr – Jun 2026

5. Summer 2026 Session Jul – Sep 2026

6. Fall 2026 Session Oct – Dec 2026

7. Winter 2026-27 Session Jan – Mar 2027

8. Spring 2027 Session Apr – Jun 2027

9. Summer 2027 Session Jul – Sep 2027

10. Fall 2027 Session Oct – Dec 2027

11. Winter 2027-28 Session Jan – Mar 2028

12. Spring 2028 Session Apr – Jun 2028

13. Summer 2028 Session Jul – Sep 2028

14. Fall 2028 Session Oct – Dec 2028

15. Winter 2028 - 29 Session Jan – March 2029

16. Spring 2029 Session Apr – June 2029

17. Summer 2029 Session Jul - Sep 2029

18. Fall 2029 Session Oct – Dec 2029

19. Winter 2029-30 Session Jan – Mar 2030

20. Spring 2030 Session Apr – Jun 2030

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.

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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 Exhibit 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 ESTIMATED
(No. of Students X
No. of Weeks X No.
of Days per Week)
NOT TO
EXCEED
AMOUNT
1) Summer 2025 Session - $27 class rate 15 x 7 x 6 = 630 $17,010 2) Fall 2025 Session - $28 class rate 15 x 13 x 6 =1,170 $32,760 3) Winter 2025-26 Session - $28 class rate 15 x 10 x 6 = 900 $25,200 4) Spring 2026 Session - $28 class rate 15 x 13 x 6 =1,170 11,170
$32,760
5) Summer 2026 Session - $29 class rate 15 x 7 x 6 = 630 $18,270 6) Fall 2026 Session - $29 class rate 15 x 13 x 6 =1,170 $33,930 7) Winter 2026-27 Session - $29 class rate 15 x 10 x 6 = 900 $26,100 8) Spring 2027 Session - $30 class rate 15 x 13 x 6 =1,170 $35,100 9) Summer 2027 Session - $30 class rate 15 x 7 x 6 = 630 $18,900 10) Fall 2027 Session - $30 class rate 15 x 13 x 6 =1,170 $35,100 11) Winter 2027-28 Session - $31 class rate 15 x 10 x 6 = 900 $27,900 12) Spring 2028 Session - $31 class rate 15 x 13 x 6 =1,170 $36,270 13) Summer 2028 Session - $31 class rate 15 x 7 x 6 = 630 $19,530 14) Fall 2028 Session - $32 class rate 15 x 13 x 6 =1,170 $37,440 15) Winter 2028-29 Session - $32 class rate 15 x 10 x 6 = 900 $28,800 16) Spring 2029 Session - $32 class rate 15 x 13 x 6 =1,170 $37,440 17) Summer 2029 Session - $33 class rate 15 x 7 x 6 = 630 $20,790 18) Fall 2029 Session - $33 class rate 15 x 13 x 6 =1,170 $38,610 19) Winter 2029-30 Session - $33 class rate 15 x 10 x 6 = 900 $29,700 20) Spring 2030 Session - $34 class rate 15 x 13 x 6 =1,170 $39,780 Reimbursable Expenses (if any) $0.00
Total for Services and Reimbursable Expenses $591,390
Additional Services (if any, per Section 4) $67,000
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Maximum Total Compensation $658,390

REIMBURSABLE EXPENSES

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

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

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EXHIBIT C-1

SCHEDULE OF RATES

CONSULTANT’s schedule of rates is as follows:

A. RATE
For the Classes taught for all sessions during the term of this Agreement, City shall pay Consultant seasonal registration classes at the rate of sixty percent (60) for in-person classes based on the Resident Rate. CONSULTANT will not be compensated for classes offered and canceled without a make-up session. CONSULTANT will be compensated for only registered participants listed on the attendance records. CITY and CONSULTANT shall mutually agree upon the date and time and number of courses offered by CONSULTANT pursuant to this Agreement, provided that the total compensation payable to CONSULTANT shall not exceed the amount set forth in Section 4 of this Agreement

B. PAYMENT
For registration-based classes, at the conclusion of each session, CONSULTANT will invoice the CITY for payment and shall comply with the requirements of Section 5 (invoices of this Agreement). In addition, the CONSULTANT’S invoice must include class name, class number, number of registered participants, rate of pay, total amount due for each class and grand total of all classes included on invoice.

For drop-in based classes, CONSULTANT will invoice the CITY for payment at least monthly.

Invoices must include attendance sheets, rate of pay, total amount due for each class and grand total of all classes.

C. MISSED CLASSES (Excluding weather-related cancellations, if applicable) If CONSULTANT gives twenty-four (24) hours or less cancellation notice of class(es) starting time and subject to the prior approval of CITY, CONSULTANT will be compensated at fifty percent (50%) of compensation rate for day of the make-up session provided CONSULTANT conducts a make-up session at a mutually agreeable time and location.

If CONSULTANT misses two (2) consecutive weeks/meetings of the same class(es) and subject to the prior approval of CITY, CONSULTANT will be compensated at twenty-five (25%) of compensation rate for each of the make-up days provided CONSULTANT conducts a make-up session at a mutually agreeable time and location. Nothing herein limits the CITY’S right to terminate this Agreement for CONSULTANT’s failure to conduct any class at the specified time and place.

D. LATE CLASSES

1. If CONSULTATNT is late at least twice to same class in the same session (or same month for drop-in classes) and subject to the prior approval of CITY, CONSULTANT will be compensated at one hundred percent (100%) of compensation rate for the first time the CONSULTANT was late. For the second time the CONSULTANT is late, CONSULTANT will be compensated at fifty percent (50%) of compensation rate.

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2. If CONSULTANT is late at three (3) or more times to same class in the same session (or same month for drop-in classes) and subject to the prior approval of CITY, CONSULTANT will be compensated at twenty-five (25%) of compensation rate. Nothing herein limits the CITY’s right to terminate this Agreement for CONSULTANT’s failure to conduct any class at the specified time and place.

E. PAYMENT FOR – USE OF FACILITY FOR NON-APPROVED USES
If the CONSULTANT uses CITY’s facility for any purpose other than a mutually agreed upon and scheduled class under this Agreement, then the CONSULTANT shall pay all fees and charges - as specified in the CITY’s Municipal Fee Schedule, found at https://www.cityofpaloalto.org/Departments/Administrative-Services/City-Budget.

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EXHIBIT D

INSURANCE REQUIREMENTS

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

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

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

REQUIRED TYPE OF COVERAGE REQUIREMENT

MINIMUM LIMITS
EACH

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

STATUTORY

STATUTORY STATUTORY STATUTORY
YES

GENERAL LIABILITY, INCLUDING

PERSONAL INJURY, BROAD FORM

PROPERTY DAMAGE BLANKET

CONTRACTUAL, AND FIRE LEGAL

LIABILITY

BODILY INJURY

PROPERTY DAMAGE

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

$1,000,000

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

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

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

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

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

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B. CROSS LIABILITY

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

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

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

INSUREDS, SHALL NOT INCREASE THE TOTAL L IABILITY 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]

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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Utilities
Meeting Date: April 14, 2025
Report #:2502-4186
TITLE
Approval of Amendment No. 2 via Change Order No. 2 to Contract Number C22183580 with MP Nexlevel of California, Inc. in the Amount of $4,000,000 for a Total Not-to-Exceed Amount of $15,347,390, and Extending the Three-Year Term of the Contract for an Additional Four Months Through August 31, 2025 to Provide Substructure and Utility Trenching Construction Services for the Foothills Rebuild Wildfire Mitigation and Grid Modernization for Electrification Projects; CEQA Status: the Foothills Rebuild and Grid Modernization Project are Exempt Under CEQA Guidelines Sections 15302, 15303 and 15183

RECOMMENDATION
Staff recommends that City Council approve and authorize the City Manager or their designee to execute Change Order No. 2 to contract C22183580 with MP Nexlevel (Attachment A) for substructure installations, utility trenching, and conduit installations in support of the Foothills Rebuild and Grid Modernization projects, in an amount not-to-exceed $4,000,000, for a revised total contract amount of $15,347,390 and extending the term of the contract to August 31, 2025 for a total of three years and four months.

BACKGROUND
The City contracts substructure and trenching construction services because the amount of work varies year over year and use of contracted services allows for the most efficient and cost- effective use of resources for this variable timing. In 2022, MP Nexlevel was deemed the lowest responsible bidder of a competitive solicitation for utility trench and substructure installation (Staff Report 139531). The performance and quality of work delivered by MP Nexlevel has been satisfactory over the years. As part of the task order completion process, MP Nexlevel’s work is inspected and signed off by internal staff. The original Task Order Construction Contract C22183580 with MP Nexlevel of California, Inc., was approved by Council March 21, 2022 in the amount of $8,815,809 for Trenching and Substructure Installation and Materials and a contingency amount of $881,581, for a total not-to-exceed amount of $9,697,390 over three 1 City Council, March 21, 2022: Staff Report #13953
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years through April 30, 2025. For customer-related work, trenching and substructure work are reimbursed by the customers through the customer connection charges. Since FY 2023, the City has been reimbursed $4.5 million from customers for new service connections.

On October 7, 2024, Council approved change order #1 in the amount of $1,650,000 inclusive of $150,000 in contingency funding for the installation of fiber optic cable and fiber hut site preparation in support of the fiber-to-the-premises (FTTP) pilot project (Staff Report #2408- 33682). MP Nexlevel will install, lash, splice and test approximately 59,500 feet of fiber optic cable; build underground laterals and pad mounts for fiber distribution cabinets; and build a concrete pad to support the fiber hut and emergency generator including electric wiring, lighting, HVAC and security fencing. The FTTP pilot will inform the City the best mix of insource (internal staff) and outsource (contractors) staffing to construct and operate the new municipal Palo Alto fiber internet business. Change order #1 covers the FTTP Phase 1 pilot area only. Once the pilot area is complete and can inform the requirements for a competitive solicitation, staff will be requesting competitive bids for construction of the remainder of the FTTP Phase 1 scope.

ANALYSIS
As part of the City’s Wildfire Mitigation3 Plan, the Utilities Department is undergrounding eleven miles of overhead electric lines in the Foothills area. This project involves installing substructure work, including boxes for electric and fiber lines; removing electric lines and fiber lines from overhead poles; and installing padmount equipment where possible. Given the number of miles of undergrounding and steep terrain in the foothills, the project was divided into five phases over three years (FY 2022 – FY 2025). As of February 2025, three of five phases have been completed and the remaining two phases are underway with a planned project completion of June 30, 2025.

The primary objective of the Foothills Rebuild and Fire Mitigation project is to mitigate fire risk due to electric equipment by relocating the overhead electric and fiber lines to underground in higher fire risk areas on Arastradero and Page Mill Roads. Other community benefits are electric grid resilience, enhanced communication for public safety and other departments, and improved risk management. According to Cal Fire’s Fire Hazard Severity Zone4 map, the Foothills region is a mix of high and very high hazard zones. The City’s goal is to complete the Foothills Rebuild project by the end of Fiscal Year 2025 and before wildfire season begins. Over the past three years, the City has spent approximately $6.3 million for substructure work, trenching, and conduit installation through the MP Nexlevel contract. Staff estimates an 2 City Council, October 7, 2024: Staff Report #2408-3368 https://cityofpaloalto.primegov.com/Portal/viewer?id=0&type=7&uid=1136b122-5ea9-447e-8a85-48c161ef99d4 3 Wildfire Mitigation Plan https://www.cityofpaloalto.org/files/assets/public/v/1/utilities/safety-information/cpau- wildfire-mitigation-plan-2024-update.pdf
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additional $3 million is required in the contract to complete the remaining undergrounding phases.

In addition, MP Nexlevel is supporting the electric grid modernization project (grid mod) by performing underground trenching for pole replacements. Utilities replaced approximately 80 utility poles in the grid mod pilot area to create additional capacity for the new equipment and/or due to the poor condition of the existing pole. The pilot consists of 908 homes to test the feasibility, time, cost, risk, and performance of various materials and processes and to identify any potential issues for a full-scale rollout. The estimate completion date of the pilot is March 2025. Staff estimates an additional $1 million is required to maintain the momentum of grid mod from the pilot into Phase 1 and stay on schedule with planned customer connections including Palo Alto Unified School District until a new substructure and utility trenching contract is in place.

The existing contract has $1.4 million remaining, most of which is earmarked for the FTTP pilot, and the contract is scheduled to end on April 30, 2025. This second amendment will bridge the gap between the existing contract and any new task-order substructure construction contract following the new competitive solicitation. The City has issued a competitive solicitation in March 2025 and anticipates awarding the contract in August 2025. Under the solicitation, staff is considering pre-qualifying more than one vendor to perform substructure work and utility trenching. This will provide the City flexibility and resources to work on multiple high priority projects concurrently.

FISCAL/RESOURCE IMPACT
Funding for this contract amendment is available in the Fiscal Year 2025 Capital Improvement Plan budget under Foothills Rebuild/Fire Mitigation (EL-21001), Grid Modernization for Electrification (EL-24000) and Electric Customer Connections (EL-89028).

STAKEHOLDER ENGAGEMENT
Staff continues to share updates through the Utilities Wildfire Mitigation webpage5 and Grid Modernization for Electrification webpage6.

ENVIRONMENTAL REVIEW
The Foothills Rebuild Wildfire Mitigation and Grid Modernization for Electrification projects are categorically exempt from California Environmental Quality Act (CEQA) review under CEQA Guidelines section 15303 (construction and location of limited numbers of new, small facilities or structures; installation of small new equipment and facilities in small structures), section 15302 (replacement or reconstruction of existing structures and facilities), and for the the grid 5Utilities Wildfire Mitigation webpage https://www.cityofpaloalto.org/Departments/Utilities/Utilities-Services- Safety/Safety/Utilities-Wildfire-Mitigation
6Grid Modernization for Electrification webpage https://www.cityofpaloalto.org/Departments/Utilities/Utilities- Services-Safety/Utilities-Projects/Grid-Modernization-for-Electrification Item 5
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modernization project, section 15183 (projects consistent with a general plan, community plan, or zoning) since it is consistent with the Environmental Impact Report (EIR) Addendum to the City of Palo Alto Comprehensive Plan Final Environmental Impact Report Council approved on June 5, 2023.

ATTACHMENTS
Attachment A: MP NexLevel Change Order 2
APPROVED BY:

Kiely Nose, Interim Director of Utilities
Staff: Dave Yuan, Utilities Strategic Business Manager
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CONTRACT CHANGE ORDER

CITY OF PALO ALTO
DEPARTMENT: ELECTRIC UTILITIES OPERATIONS
_____________________________ Project

Contract Change Order #
Project Title: Foothills Rebuild Project No.: EL-21001
Contract Number: C22183580 Date: 2/20/25
Contractor: MP Nexlevel of California, Inc. Change Order No.: 2

Description of Change Order
Background Information: The original contract C22183580 was approved by Council on March 21, 2022 under staff report ID 13953. The original term of the contract was an annual not-to-exceed amount of $9,697,390 for a total three-year not-to-exceed amount from June 15, 2022 through April 30, 2025. Staff Report 13953 (laserfiche.com)

Change order #1 was approved by Council on October 7, 2024 under staff report ID 2408-3368. $1.65 million was added to the MP Nexlevel (MPNL) contract to perform substructure work for the new fiber hut and fiber construction for the fiber-to-the-premises (FTTP) pilot. With the FTTP amendment, the revised not-to-exceed amount is $11,347,390. Staff Report 2408-3368

As of Feb 19, 2025, there is approximately $1,400,000 remaining in the contract. Utilities will be issuing a new RFP for substructure work in March 2025. It will take approximately 4-6 months to award the new contract including Council’s approval. A change order is required for MPNL to maintain business continuity and accelerate the Foothills Undergrounding project until a new contract is in place. The average monthly MPNL billing rate is approximately $450,000 for up to three crews. Staff may request for a fourth crew at times depending on the number of projects that are occurring concurrently.

Change Order Justification: The City does not possess the staffing resources to provide substructure, trenching services and fiber installation because the amount of work varies year over year. These services have been contracted out for approximately 30 years and are required to complete CIP and customer connections in a timely and cost-effective manner. The City has been contracting with MP Nexlevel for over the past 10 years for substructure installations, utility trenching, and fiber conduit installations

Staff recommends increasing the task order construction contract by $4,000,000 to accelerate undergrounding of critical areas deemed as high fire threat in the foothills before fire season begins (2024 Wildfire Mitigation Plan). In addition, staff needs additional funding to complete the pilot for electric gird modernization and new customer connection projects (i.e. Hoover School). Staff also recommends extending the duration of the contract by four months from April 2025 to August 2025 until a new contract is in place.

Staff will be issuing a new competitive bid for substructure and trenching construction in March 2025 with anticipation of a new contract award in August 2025 (post-Council break). This change order will bridge the gap between April through August 2025. When the new contract is awarded, all remaining funds in the existing contract will be disencumbered and returned to reserves.

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NexLevel Change Order 2

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Description of Work to be Performed:

Contractor will provide ongoing and scheduled substructure construction work for the following CIP projects:
 Foothills Undergrounding (EL-21001) ~ $3.1M
 Grid Modernization (EL-24000) ~$0.6M
 Customer Connections (EL-89038) ~0.3M

Incorporates Field Order Number(s): Bid items 1 – 34

Cost Time
This Change Order will:

 No cost change: N/A

X Increase cost by $ 4,000,000

 Decrease cost by $ N/A

This Change Order will:

X Increase time by __123__ days
o _0_ days Excusable Delay
o _0_ days Compensable Delay

 Decrease time by ____ days

The date of completion as of this Change Order is:

August 31, 2025_______________________________

G/L account number (s): 40030200 / 31650
Basis for change in cost:

 Unit price(s)

 Lump sum

X Time and Materials

 Compensation for Compensable Delay

 Other:

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NexLevel Change Order 2

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Contract Change Order – continued
CONTRACTOR CERTIFICATION: By signing below, Contractor agrees that this Change Order constitutes full resolution, settlement, accord and satisfaction with respect to any and all pending or future Claims for cost and extensions of time that were asserted, or that could have been asserted, in connection with the Work covered by this Change Order, as more fully set forth in Article 7 of the Contract General Conditions.

FAILURE TO EXECUTE: If Contractor fails to promptly execute this Change Order after it has been submitted for Co ntractor’s signature, the City may unilaterally approve this Change Order as set forth in Article 7 of the Contract General Conditions. Contractor may dispu te the terms of a unilaterally-approved Change Order, in whole or in part, by submitting a Claim in accordance with the Dispute Resolution Procedures set forth herein within fourteen (14) days after the Change Order is approved by the City. If Contractor fails to submit a Claim withi n that 14-day period, with respect to all or part of the unilaterally-approved Change Order, those portions of the Change Order which have not been disputed by timely submission of a Claim shall be deemed to have the same effect as if the Change Order was fully executed by both parties as set forth above.

Accepted for Contractor: Accepted for City of Palo Alto:

By: By:

Title: Title:

Date: Date:

PCO No.

ASI
FO
COR
CO
Description Amount Reason for Change
1 Foreman $795,302

Foothills Underground/Grid Mod

2 Laborer
$1,526,280
Foothills Underground/Grid Mod
3 Equipment Operator
$66,989
Foothills Underground/Grid Mod
4 Truck Driver Class A
$44,520
Foothills Underground/Grid Mod
5 Qualified journeyman worker to perform conduit
intercepts in an energized duct bank $10,501 Foothills Underground/Grid Mod
6 Concrete Finisher
$47,461
Foothills Underground/Grid Mod
7 Core Driller with operator
$7,805
Foothills Underground/Grid Mod
8 Concrete Saw with operator
$7,141
Foothills Underground/Grid Mod
9 Foreman’s Truck
$68,880
Foothills Underground/Grid Mod
10 Crew truck, with Hand Tools, and Gas-Powered
Cutoff Saw $103,320
Foothills Underground/Grid Mod
11 Compressor and Jackhammer
$2,115
Foothills Underground/Grid Mod
12 Backhoe
$19,389
Foothills Underground/Grid Mod
13 Ramhoe
$7,939
Foothills Underground/Grid Mod
14 Bobtail Truck
$179,760
Foothills Underground/Grid Mod
15 End-Dump Truck
$242,549
Foothills Underground/Grid Mod
Scope of Work
Docusign Envelope ID: 23AB0BDA-C1C4-45E2-9520-72E52BEEAF18 3/31/2025
Robbi Pribyl
President
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NexLevel Change Order 2

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16 10-wheel Dump Truck $35,280 Foothills Underground/Grid Mod 17 Boom Truck with Flatbed $3,528 Foothills Underground/Grid Mod 18 Directional Boring Rig $9,869 Foothills Underground/Grid Mod 19 Arrow Board $355 Foothills Underground/Grid Mod
20 Vac Trailer – 800 Gallons $28,224 Foothills Underground/Grid Mod 21 Mini Excavator $61,600 Foothills Underground/Grid Mod 22 Bobcat Skid-Steer $2,829 Foothills Underground/Grid Mod 23 Equipment Trailer $15,960 Foothills Underground/Grid Mod 24 A/C Roller $2,296 Foothills Underground/Grid Mod
25 Estimator $14,981 Foothills Underground/Grid Mod
26 3-5 Yard Dump Truck $3,877 Foothills Underground/Grid Mod 29 Box Shoring $5,733 Foothills Underground/Grid Mod
30 Message Board $3,613 Foothills Underground/Grid Mod 31 Pipe Fusing (100') $14,280 Foothills Underground/Grid Mod 32 Pipe Grouting $111,301 Foothills Underground/Grid Mod 33 2200 Gallon Vacuum Truck $397,419 Foothills Underground/Grid Mod 34 Large Bore Rig $158,901 Foothills Underground/Grid Mod Total for this Change Order $4,000,000

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Attachment A - MP
NexLevel Change Order 2

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Document Preparation
By: Dave Yuan
Title: Utilities Strategic Business Manager
Date: March 27, 2025

City Approval – Division Head
Signature required on all Change Orders
By :

Title : Jorge Silva
Interim Assistant Director, Electric Engineering and Operations Date:

City Approval – Department Head
Signature required when any individual Change Order exceeds $10,000.

By:

Title: Kiely Nose
Interim Director of Utilities
Date:

Contract Change Order – continued
Summary of Amounts Payable Under Contract (For Internal Purposes Only) Original Contract Sum: $ 9,697,390.00
Previous Change Orders $ 1,650,000.00
This Change Order $ 4,000,000.00
Revised Contract Sum: $ 15,347,390.00
Compare to:

Original Contract
Authorization: $ 8,815,809.00 Contingency: 881,581.00
Contract Amendment
Authorizations $ 1,500,000.00 Contingency added: 150,000.00 Contingency Authorizations: $ 1,031,581.00 Used to date (0.00) Total Authorized Funding: $ 11,347,390.00 Balance remaining 1,408,953.00 Change Orders shall not be initiated for Council-approved contracts if the revised Contract Sum exceeds the total authorized funding amount.

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Attachment A - MP
NexLevel Change Order 2

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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Human Resources
Meeting Date: April 14, 2025
Report #:2502-4229
TITLE
Approval of Contract Amendment Number 1 to Contract Number S22183286 with The Permanente Medical Group Inc in an Amount Not to Exceed $100,000 for Pre-employment and Other Occupation-Related Medical Services; 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 Contract No. S22183286 (Attachment A), with The Permanente Medical Group Inc., to provide on-going pre-employment and other occupation-related medical services in an amount not-to-exceed $100,000. This amendment results in a revised total contract not-to-exceed amount of $150,000.

BACKGROUND
Pre-employment medical exams assess an individual’s physical and mental ability to ensure they can safely and effectively perform the essential job duties. These exams confirm job fit, particularly for positions requiring specific health standards like heavy lifting, bending, or operating machinery. They also help identify restrictions that could increase the risk of injury or illness, as well as allowing for necessary accommodations. For high-risk roles in fields like construction or public safety, the exams ensure the employee's fitness and protect others in the workplace. Additionally, certain industries require these exams to comply with regulations, such as California Occupational Safety and Health Administration (CalOSHA) or Department of Transportation (DOT) standards, to reduce the risk of accidents.

ANALYSIS
This report recommends an amendment to the existing contract for pre-employment and other occupation-related medical services. This contract is critical to ensuring the continued provision of pre-employment medical services for ongoing and future hires in positions that require medical clearance. In compliance with employment laws, pre-employment medical exams must adhere to ADA and HIPAA regulations. These services are best administered by a team of third- Item 6
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party qualified healthcare professionals. The proposed amendment to the contract with The Permanente Medical Group Inc. will extend the not-to-exceed amount to $150,000. This will cover services already provided in Fiscal Year 2025 and ensure the effective administration of pre-employment medical exams and other occupation-related medical services through June 14, 2026.

Using a third party to administer pre-employment medical exams and other occupational medical services is essential because qualified healthcare professionals have certified expertise to navigate medical guidelines and processes. Additionally, healthcare professionals stay up to date on new laws, medical procedures, and prescription drugs. Their day-to-day work is supported by established systems that manage exam administration and processing, minimizing the time a new hire employee needs to wait to get confirmation of employment with the City of Palo Alto. Human Resources (HR) staff has recognized the value of utilizing third-party certified healthcare professionals, and the continuation of these essential services is critical to effectively administer pre-employment medical exams for current and future new hires in classifications that require medical clearance. Human Resources is in the process of starting an RFP as required by the City’s municipal code. Human Resources will initiate the RFP process in parallel with this contract amendment to establish a new three-year contract starting in 2026, and seeks approval of an amendment to the current contract with The Permanente Medical Group Inc., starting in April 2025. The total amount of this contract was impacted by the increase in recruitments and need for pre-employment services. This amendment will compensate The Permanente Medical Group Inc. for services rendered from October 2023 to March 2025 as well as ensure effective administration of current and new pre-employment medical services through June 14, 2026. Once the RFP process is complete, the selected service provider will offer ongoing services.
•Duration: 12 months contract.
•Scope of Services: Administration of all pre-employment medical services, including but not limited to:
oAdministration and processing of pre-employment medical exams oDrug and alcohol specimen collection as required by specified job classifications oDOT drug and alcohol testing as required by specified job classifications

FISCAL/RESOURCE IMPACT
There is no fiscal impact as the fund has sufficient budget to cover the remaining FY 2025 and ongoing costs. The budget for these third-party services is included in the General Benefits Fund (Internal Services Fund) operating budget.
•Cost of 12-month contract amendment: $100,000
oAbout $50,000 is expected to be spent in FY 2025 and $50,000 in FY 2026.

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STAKEHOLDER ENGAGEMENT
As part of the amendment to the existing contract and RFP process, key stakeholders including Human Resources, Administrative Services, the City Attorney’s Office, and third-party administrator collaborated to ensure current services have not been interrupted. Human Resources outlined requirements, while Administrative Services directed the contracting process and documentation. Human Resources is working with these stakeholders to complete a new contract for a third-party service provider and will continue to work with these stakeholders through the RFP process.

ENVIRONMENTAL REVIEW
Council action on this item is not a project as defined by CEQA because adopting an amendment to this contract is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. CEQA Guidelines section 15378(b)(5).

ATTACHMENTS
Attachment A: Contract S22183286 Amendment No. 1 - The Permanente Medical Group, Inc.

APPROVED BY:

Sandra Blanch, Human Resources Director
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AMENDMENT NO. 1 TO CONTRACT NO. S22183286

BETWEEN THE CITY OF PALO ALTO AND
THE PERMANENTE MEDICAL GROUP, INC, (“TPMG”)

This Amendment No. 1 (this “Amendment”) to Contract No. S22183286 (the “Contract” as defined below) is entered into as of April 14, 2025, by and between the CITY OF PALO ALTO, a California chartered municipal corporation ( “CITY”), and THE PERMANENTE MEDICAL GROUP, INC, (“TPMG”) , a California corporation , located at 950 Franklin Street, Oakland, California, 94612 (“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 hereto for the provision of pre -employment occupational medical services , as detailed therein.

B. The Parties now wish to amend the Contract in order to add more budget funding for occupational medical services by increas ing compensation by One Hundred Thousand Dollars ($100,000) from Fifty Thousand Dollars to a new total not to exceed value of One Hundred Fifty Thousand Dollars ($150,000) and extend the term by 12- months, changing expiration date from June 14, 2025, to June 14, 2026.

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 C ontract No. S22183286 between CONSULTANT and CITY, dated June 15, 2022, as amended by:

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 hereb y amended to read as follows:

“The term of this Agreement shall be from the date of its full execution through June 14, 2026 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.”

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S22183286 Amendment
No. 1 - The Permanente
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SECTION 3. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereby amended to read as follows:

“The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation struc ture detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed One Hundred Fifty Thousand Dollars ($ 150,000.00). 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. CITY shall monitor the total amount of payments owed to CONSULTANT and shall immediately notify CONSULTANT when the maximum payment amount permitted under this Agreement is reached. Notwithstanding anything to the contrary in this Agreement, CITY shall be liable for and pay CON SULTANT for any services provided by CONSULTANT before CITY notified CONSULTANT of the reaching of the maximum payment amount permitted under 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 attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference:

a. Exhibit “C-1” entitled “SCHEDULE OF RATES”:

The Exhibit C-1 attached to the Original Agreement is hereby deleted in its entirety and replaced with the fee schedule attached hereto as Exhibit C-1.

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.

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S22183286 Amendment
No. 1 - The Permanente
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EXHIBIT C-1

SCHEDULE OF RATES

Billing Code Description of Services Cost of Services
PREPLACEMENT EXAM (PP3)
300388 Preplacement Physical Exam $65.00
As Employer Requested:
86580 PPD, 1 step, placement and reading $20.00
300415 Respirator Med Clearance/OSHA $35.00
92552 Audiogram, screening $54.00
As Clinically Indicated:
71045 Chest X-Ray, 1 view $55.00
71046 Chest X-Ray, 2 views $75.00
94010 Spirometry $60.00
93000 EKG, resting $50.00
93015 Cardiac Stress Test with Treadmill $230.00
36415 Venipuncture $15.00
86706 Titer: Hepatitis B Surface Antibody (HBsAb) $35.00 90746 Vaccine: Hepatitis B, may need series of 3 injections $130.00/injection 300408 Physician consultation, each 15 minutes $64.00/15 mins

POLICE/SHERIFF PREPLACEMENT EXAM (POSTPP)
300399 POST Physical Exam $127.00
92552 Audiogram, screening $54.00
94010 Spirometry $60.00
93000 EKG, resting $50.00
93015 Cardiac Stress Test with Treadmill $230.00
86480 QuantiFERON $145.00
80053 Chem Comprehensive Panel $41.00
85025 CBC with automated differential $20.00
86706 Titer: Hepatitis B Surface Antibody (HBsAb) $35.00 86704 Titer: Hepatitis B Core Antibody (HBcAb) $31.00
86803 Titer: Hepatitis C Antibody Screen $56.00
86708 Titer: Hepatitis A IgG Antibody (HAAb) $40.00
36415 Venipuncture $15.00
As Employer Requested:
300411 Collection for Drug Screen-Preferred Alliance Billed by Preferred Docusign Envelope ID: 5CD9601C-7E91-486F-9B0F-5335ABD0B346 Item 6
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S22183286 Amendment
No. 1 - The Permanente
Medical Group, Inc.

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Alliance
As Clinically Indicated:
90746 Vaccine: Hepatitis B, may need series of 3 injections $130.00/injection 90632 Vaccine: Hepatitis A, may need series of 2 injections $114.00/injection 90636 Vaccine: Twinrix (Hep B and Hep A combo), series of 3 injections
$191.00/injection
90707 Vaccine: Measles Mumps Rubella (MMR), may need
series of 2 injections
$103.00/injection
90716 Vaccine: Varivax (Varicella or Chickenpox), may need series of 2 injections
$152.00/injection
90715 Vaccine: Tdap $63.00
90658 Vaccine: Influenza (when seasonally available) $20.00 86735 Titer: Mumps Antibody Screen $35.00
86762 Titer: Rubella Antibody Screen (German Measles) $35.00 86765 Titer: Rubeola Antibody Screen (Measles) $35.00
86787 Titer: Varicella (Varicella or Chickenpox) Antibody Screen
$35.00
81001 Urinalysis with microscopy $16.00
71045 Chest X-Ray, 1 view $55.00
71046 Chest X-Ray, 2 views $75.00
75571 Cardiac calcium scoring CT scan $265.00
300408 Physician Consultation, each 15 minutes $64.00/15 mins

FIREFIGHTER PREPLACEMENT EXAM (FFPP)
300398 Firefighter Physical Exam $127.00
92552 Audiogram, screening $54.00
94010 Spirometry $60.00
85025 CBC with automated differential $20.00
80053 Chem Comprehensive Panel $41.00
36415 Venipuncture $15.00
71046 Chest X-Rays (2 views, PA & Lateral) $75.00
86480 QuantiFERON $145.00
93000 EKG, resting $50.00
93015 Cardiac Stress Test with Treadmill $230.00
86706 Titer: Hepatitis B Surface Antibody (HBsAb) $35.00 86704 Titer: Hepatitis B Core Antibody (HBcAb) $31.00
86803 Titer: Hepatitis C Antibody Screen $56.00
86708 Titer: Hepatitis A IgG Antibody (HAAb) $40.00
As Clinically Indicated:

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S22183286 Amendment
No. 1 - The Permanente
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90746 Vaccine: Hepatitis B, may need series of 3 injections $130.00/injection 90632 Vaccine: Hepatitis A, may need series of 2 injections $114.00/injection 90636 Vaccine: Twinrix (Hep B and Hep A combo), series of 3 injections
$191.00/injection
90707 Vaccine: Measles Mumps Rubella (MMR), may need
series of 2 injections
$103.00/injection
90716 Vaccine: Varivax (Varicella or Chickenpox), may need series of 2 injections
$152.00/injection
90715 Vaccine: Tdap $63.00
90658 Vaccine: Influenza (when seasonally available) $20.00 86735 Titer: Mumps Antibody Screen $35.00
86762 Titer: Rubella Antibody Screen (German Measles) $35.00 86765 Titer: Rubeola Antibody Screen (Measles) $35.00
86787 Titer: Varicella (Varicella or Chickenpox) Antibody Screen
$35.00
81001 Urinalysis with microscopy $16.00
86580 PPD, 1 step, placement and reading $20.00
300422 PPD, 2 step, 2 placements and readings $30.00
71045 Chest X-Ray, 1 view $55.00
75571 Cardiac calcium scoring CT scan $265.00
300408 Physician Consultation, each 15 minutes $64.00/15 mins

HAZMAT BASELINE / ANNUAL / PERIODIC (HAZ)
300393 Hazardous Worker Exam $106.00
92552 Audiogram, screening $54.00
94010 Spirometry $60.00
80053 Chem Comprehensive Panel $41.00
85025 CBC with automated differential $20.00
36415 Venipuncture $15.00
As Clinically Indicated:
71046 Chest X-Ray, 2 views $75.00
93000 EKG, resting $50.00
93015 Cardiac Stress Test with Treadmill $230.00
300408 Physician Consultation, each 15 minutes $64.00/15 mins

RESPIRATOR BASELINE / PERIODIC (RESP)
300415 Review of OSHA Respirator Questionnaire by

MD/NP/RN
$35.00
As Clinically Indicated:

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300391 Respirator Clearance Physical Exam $64.00
94010 Spirometry $60.00
71046 Chest X-Ray (2 views) $75.00
93000 EKG, resting $50.00
93015 Cardiac Stress Test with Treadmill $230.00
300408 Physician Consultation, each 15 minutes $64.00/15 mins

AUDIOGRAM (AUDIO)
92552 Audiogram, screening $54.00
As Clinically Indicated:
300408 Physician Consultation, each 15 minutes $64.00/15 mins

DMV/DOT EXAM (DMV/DOT)
300390 DMV/DOT Physical Exam $115.00
As Clinically Indicated:
92552 Audiogram, screening $54.00

URINE DRUG AND BREATH ALCOHOL TESTING (DRUG)
300411 Collection for Drug Screen-Preferred Alliance Billed by Preferred Alliance
As Indicated:
82075 Breath Alcohol Testing (BAT) – Preferred Alliance Billed by Preferred Alliance
300421 Breath Alcohol Testing (BAT), Confirmatory –
Preferred Alliance
Billed by Preferred
Alliance

VACCINATION ONLY (VAX)
300406 History/Review of Tests/Brief Screen - No Physical Exam
$42.00
As Clinically Indicated:
90746 Vaccine: Hepatitis B, may need series of 3 injections $130.00/injection 90632 Vaccine: Hepatitis A, may need series of 2 injections $114.00/injection 90636 Vaccine: Twinrix (Hep B and Hep A combo), series of 3 injections
$191.00/injection
90707 Vaccine: Measles Mumps Rubella (MMR), may need
series of 2 injections
$103.00/injection
90716 Vaccine: Varivax (Varicella or Chickenpox), may need series of 2 injections
$152.00/injection
90715 Vaccine: Tdap $63.00
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90658 Vaccine: Influenza (when seasonally available) $20.00 90675 Rabies Vaccine, series of 3 injections $579.00/injection

LABORATORY ONLY (LAB)
300406 History/Review of Tests/Brief Screen - No Physical Exam
$42.00
36415 Venipuncture $15.00
As Clinically Indicated:
86706 Titer: Hepatitis B Surface Antibody (HBsAb) $35.00 86708 Titer: Hepatitis A IgG Antibody (HAAb) $40.00
86735 Titer: Mumps Antibody Screen $35.00
86762 Titer: Rubella Antibody Screen (German Measles) $35.00 86765 Titer: Rubeola Antibody Screen (Measles) $35.00
86787 Titer: Varicella (Varicella or Chickenpox) Antibody Screen
$35.00
86382 Titer: Rabies Antibody Testing $43.00

TB CLEARANCE PPD/QUANTIFERON (PPD/TB CLEARANCE)
86580 PPD, 1 step, 1 placement and reading
-OR-
$20.00
86480 QuantiFERON $145.00
As Clinically Indicated:
36415 Venipuncture $15.00
300422 PPD, 2 step, 2 placements and readings $30.00
71045 Chest X-Ray, 1 view $55.00
71046 Chest X-Ray, 2 views $75.00
99211 Brief encounter with non-MD Provider (PPD-Review
of Symptoms Form)
$25.00

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SIGNATURES OF THE PARTIES

IN WITNESS WHEREOF, the P arties 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

THE PERMANENTE MEDICAL
GROUP, INC, (“TPMG”)

By:

Name:

Title:

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Regional Medical Director OHSS
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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Utilities
Meeting Date: April 14, 2025
Report #:2502-4214
TITLE
Approval of Professional Services Contract No. C25191690 with InfoSend in an Amount Not to Exceed $2,344,573 to Provide Utilities Bill Print and Mailing Services for a Term of Five Years; CEQA Status - Not a Project.

RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or designee to execute Contract No. C25191690 (Attachment A) with InfoSend for integrated bill printing, mailing, archiving, disaster recovery services, utility bill redesign, and the implementation of electronic bill presentment for a term of five years and a total not-to-exceed amount of $2,344,573, including $2,131,430 for basic services and $213,143 for additional services.

EXECUTIVE SUMMARY
The City’s current bill print system, managed through Pitney Bowes, has become outdated, limiting both operational efficiency and scalability. The existing system only generates bills in a printable format, leaving the Utilities Department, in partnership with Administrative Services and Information Technology, to manage the printing, sorting, and mailing process in-house.

This manual process is time-consuming, resource-intensive, and prone to errors involving significant resources. The proposed contract will enable the Utilities Department to modernize its billing processes, enhance bill design, improve operational efficiency, and provides disaster recovery. Approving this contract will modernize utility billing, reduce long-term costs, and align with the City of Palo Alto Utilities (CPAU) strategic goals for operational efficiency and customer service improvements.

Approximately 50% of the contract cost is directly related to postage. To the extent customers move to paperless bills, actual costs under this contract will reduce. The City is taking a multi- prong approach to reduce the number of physical bills and associated postage costs. Since 2023, the number of paperless only customers has almost doubled from 5,100 to 9,725 due to the new default paperless only setting for new customer registration in the utilities customer Item 7
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account portal MyCPAU. The City is working on another campaign to convert the remaining 14,000 electronic bill customers who are also receiving a physical bill to paperless only.

BACKGROUND
CPAU oversees the invoicing of approximately 27,500 monthly residential and 3,000 commercial accounts for vital services including electric, natural gas, water, wastewater, storm water, and refuse services. This equates to the generation of over 31,000 utility bill statements each month, with the residential accounts comprising approximately 85% of the total volume and commercial accounts constituting the remaining 15%. In addition to routine billing, CPAU also manages the dispatch of delinquency notices to address outstanding accounts. At present, CPAU relies on SAP CRM 7.0 CIS/Billing software in conjunction with Pitney Bowes EngageOne Communication Suite for the execution of the bill printing operations. Customer interaction with the billing statements is facilitated through the Smart Energy Water (SEW) MyCPAU portal, offering features such as historical consumption review, paperless bill enrollment, and online payment capabilities. The billing workflow entails the extraction of data from Customer Information System (CIS) into printable files, which serves as the foundation for bill creation.

The City often includes “inserts” with bills and/or renewal notices.

ANALYSIS
The proposals were evaluated based on the following criteria. It was also specified that the weights associated with the criteria would be different for the various components of the RFP.

1. Quality and completeness of Proposal

2. Quality, performance and effectiveness of the solution, goods and/or services to be provided by the Proposer

3. Proposer experience, including the experience of staff to be assigned to the project, the engagements of similar scope and complexity

4. Cost to the City

5. Proposer’s financial condition and stability

6. Proposer’s ability to perform the work within the time specified

7. Proposer’s prior record of performance with City or other local, county or state agency

8. Proposer’s ability to provide future maintenance, repairs parts and/or services

9. Proposer’s compliance with applicable laws, regulations, policies (including City Council policies), guidelines and orders governing prior or existing contracts performed by the contractor
InfoSend was deemed the lowest cost proposal and scored the highest overall points for the Bill Print and Mailing service evaluation. InfoSend is a proven provider of over 28 years of experience specializing in supporting 650+ utility clients nationwide. InfoSend also has experience in transitioning over 170 public agencies from their in-house printing to InfoSend.

Key attributes that made InfoSend standout as the selected provider include:

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•InfoSend is CIS agnostic and has interfaced with more than 50 different CIS platforms, including SAP.
•Supports application programing interface to CPAU’s online portal by Smart Energy Water (SEW).
•Operates five regional production facilities to ensure with CPAU’s disaster recovery requirements.
•Manufactures and supplies required envelopes and paper stock to mitigate supply chain issues, therefore reducing material costs.

Key benefits of the contract include:
•Ensuring compliance with industry standards and regulations for utility billing. •Reducing the internal workload by outsourcing print, mail, and data management functions.
•Handling over 31,000 monthly bill statements and bill inserts, ensuring accurate and timely delivery for both residential and commercial customers. •Introducing a redesigned utility bill that enhances communication, improving readability, and integrating digital billing options.
•Addressing future scalability by transitioning the department towards automation and smart meter integration.
•Providing disaster recovery, data security, and business continuity features to mitigate risks and ensure uninterrupted services.

It will take approximately twelve weeks to implement the transition of the bill printing and mailing from the City’s in-house services to InfoSend depending on availability of City staff and InfoSend resources for data conversion, interface development, system integration, and testing.

The proposal bid range came in between $460,931- $1,428,810 which included specific tasks.

InfoSend was the lowest cost proposal and was awarded the contract. Staff negotiated additional and optional tasks including postage, postage deposit, archiving and storage, bill redesign, and bill inserts.

Summary of Solicitation Process
Proposal Description RFP 191690
Proposed Description Utilities Bill Print
Proposed length of project 60 months
Number of Vendors Notified 3145
Numbers of proposal packages downloaded 26
Total Days to respond to proposal 21 Calendar Days
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Proposal Bid Range1 for Contract $460,931 - $1,428,810 (annually) Public Link to Solicitation https://procurement.opengov.com/portal/palo-alto- ca/projects/104489

FISCAL/RESOURCE IMPACT
This recommendation has no financial impact for Fiscal Year 2025 as the Utilities Department will continue to use the current bill print system during the twelve-week implementation process for InfoSend. Funding previously collected in the Technology Fund for utility bill printing system replacement will be used to cover the costs of implementation. Given the twelve week implementation timeline, funding adjustments for this contract will be subject to City Council approval as part of the annual budget process. The InfoSend costs will be broken down as shown in Table 1 across the five-year contract period:

Table 1: InfoSend Contract
FY 2026 FY 2027 FY 2028 FY 2029 FY 2030 Total
Utility Printing $87,700 $89,835 $92,083 $94,416 $96,897 $460,931 Postage $180,150 $198,165 $217,982 $239,780 $263,758 $1,099,834 Post-Award
Negotiated Services $54,040 $10,238 $10,749 $11,287 $11,852 $98,166 Bill Inserts $94,500 $94,500 $94,500 $94,500 $94,500 $472,500 Additional Services $41,639 $39,274 $41,531 $43,998 $46,701 $213,143 Total $458,029 $432,011 $456,845 $483,980 $513,708 $2,344,573 The Utilities Department spends approximately $660,000 annually for bill printing and mailing services. These costs are currently paid to the internal service funds: Printing and Mailing Fund ($530,000) and Technology Fund ($130,000). Approximately $200,000 in annual savings is anticipated once this new contract is implemented offset by remaining services from the Printing & Mail services adhoc. The Utilities Department will continue to rely on the Printing and Mailing services for non-scheduled and one-time print jobs such as Proposition 218 rate notices, water quality reports, late and disconnection notices, and customer letters.

The utility bill printing and bill insert costs under InfoSend are comparable to the charges from the City’s internal Technology and Printing and Mailing Funds. The InfoSend contract provides new services such as disaster recovery, bill redesign, and technical support. The contract also frees up staff time in IT, Printing and Mailing, and Utilities to perform more valued added work than printing, sorting, and mailing bills.

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STAKEHOLDER ENGAGEMENT
The Bill Print Project involves a collaborative effort among several key departments to ensure successful project execution and integration with existing systems. The Utilities Customer Service department will serve as the lead department, overseeing the project’s coordination and aligning it with the department’s operational needs.

Key stakeholders include:

1. IT Department: The IT team plays a critical role in ensuring seamless integration of the new bill print system with the existing billing infrastructure. They are responsible for addressing any technical compatibility issues and ensuring data integrity during the transition.

2. Utilities Billing Group: This group is responsible for ensuring the new bill print solution complies with all technical and regulatory requirements related to billing formats, accuracy, and consistency. Their involvement guarantees that the project meets both internal and external standards.

3. Communications Group: The Communications team is tasked with overseeing the production of the utility bill inserts, ensuring that all materials meet guidelines, compliance requirements, and effective communication standards for customers.

4. Administrative Services: To ensure that transition and continuity of service through go live, the Print & Mail Shop will continue to mail the City’s utility bills and the Treasury Division will ensures continuity of lockbox services through the transition by coordinating with the City’s lockbox service provider and ensuring that the correct bill specifications are in place so that deposits are correctly received and recorded.

ENVIRONMENTAL REVIEW
Council action on this item is not a project as defined by CEQA because the procurement of the bill printing and mailing services is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. CEQA Guidelines section 15378(b)(5).

ATTACHMENTS
Attachment A: Contract with Infosend; Contract C25191690 APPROVED BY:

Kiely Nose, Interim Director of Utilities
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CITY OF PALO ALTO CONTRACT NO. C25191690

AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN THE CITY OF PALO ALTO AND INFOSEND, INC.

This Agreement for Professional Services (this “Agreement”) is entered into as of the 10th day of March, 2025 (the “Effective Date”) , by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and INFOSEND, INC. , a California Corporation , located at 4240 E. La Palma Avenue Anaheim, CA 92807-1816 (“CONSULTANT”).

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

RECITALS

A. CITY intends to print and mail utility bill print (the “Project”) and desires to engage a consultant to provide integrated bill printing and mailing services in connection with the Project (the “Services”, as detailed more fully in Exhibit A).

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, 2030 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.

An extension option for a period up to an additional two years (until December 31, 2032) is available if both parties agree through an amendment to this Agreement.

SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified i n 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.

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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 Two Million One Hundred Thirty -One Thousand Four Hundred Twenty-Nine Dollars and Fifty Cents ($2,131,429.50). 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.

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 Two Hundred Th irteen Thousand One Hundred Forty-Two Dollars and Ninety-Five Cents ($213,142.95) 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 Million Three Hundred Forty-Four Thousand Five Hundred Seventy- Two Dollars and Forty-Five Cents ($2,344,572.45), 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 A dditional 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 Servic es, 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.

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 Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
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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 Services performed and the applicable charges based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C-1. 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 i n Section 13 (Project Management) below. CITY will process and pay invoices within thirty (30) days of receipt of an acceptable invoice.

SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it , its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement s hall 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 L AWS. 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 u nder 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 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall su bmit 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.

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

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

SECTION 12. SUBCONTRACTING.

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

SECTION 13. PROJECT MANAGEMENT . CONSULTANT will assign Matt Schmidt, 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 P roject Manager or any other of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or property.

CITY’s Project Manager is Anthony Enerio, Utilities Department, Customer Service Division, 250 Hamilton Avenue Palo Alto, CA , zipcode: 94301, Telephone: (650)329-2621. 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.

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SECTION 1 4. OWNERSHIP OF MATERIALS . All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models, recordings, data, documents, and other materials and copyright interests developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall make any of such work product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the Scope of Services.

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

SECTION 16. INDEMNITY.

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

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 parti al exercise of any right or remedy will preclude any other or further exercise of any right or remedy.

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SECTION 18. INSURANCE.

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 a ll 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 th e 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 such damage, injury, or loss arising after the Agreement is terminated or the term has expired.

SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.

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

19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
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all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).

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

SECTION 20. NOTICES.

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

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

With a copy to the Purchasing Manager

To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement.

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

SECTION 21. CONFLICT OF INTEREST.

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 Muni cipal 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.

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

SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.

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

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

SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department , hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include , first, minimizing and reducing waste; second, reusing waste ; and, 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.

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

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

SECTION 2 6. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS.

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 Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
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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.

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.

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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 amo unt equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties.

29.7. 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.

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.

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
EXHIBIT E: INFORMATION PRIVACY POLICY
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EXHIBIT F: CYBERSECURITY TERMS AND CONDITIONS

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

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CONTRACT No. C25191690

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

INFOSEND, INC.

Officer 1

By: ________________________________

Name: ______________________________

Title: _______________________________

Officer 2

By: ________________________________

Name: ______________________________

Title: _______________________________

Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Russ Rezai
President
CEO
Mahmood Rezai
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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 qualific ations, 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 t he planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.

2.1 BILL RE-DESIGN
CONSULTANT shall offer bill redesign services with the goals of improving the ability to find information, increase the ability to read and use the bill, show payment plans, and maximize communication between the City of Palo Alto and its utility customers. It should be a value-added service or an additional alternate to the proposal for purchase at a later date. Pricing should reflect the cost for the service as an alternate, or value add, immediately and be valid for 90 days from the closing date of the proposal. CONSULTANT should include pricing for the service at 6 months and at 12 months from the execution of the contract.

2.2 POSTAGE RATE
All postage costs will be incurred initially by the Service Provider and billed at cost to the City of Palo Alto monthly. The CONSULTANT will provide a monthly manifest detailing the total bills printed, mailed and the dollars billed to the City for postage services.

2.3 DATA PROCESSING
The CONSULTANT shall provide comprehensive data processing services, including securely transferring print XML files via SFTP for processing, and reading, processing, and printing data from these files. The CONSULTANT must validate data by checking balances and addresse s on each invoice, identify any data mismatches, and provide detailed reports on discrepancies. The CONSULTANT must accept multiple XML files for reprocessing after error corrections and enable users to log in to verify invoices in the repository. Addition ally, users should be able to upload documents or inserts, select which to send with invoices and store historical details of these documents. The CONSULTANT must distinguish between residential and commercial invoices, prevent duplicate file processing, a nd allow users to delete invoices with appropriate access controls. All bills, including nightly XML files and corrected XMLs, must be generated, vaulted, and made available for processing and review on the same day.

2.4 BILL PRINTING
The CONSULTANT shall configure the remittance stub to ensure compatibility with remittance processing equipment and software. The CONSULTANT must be capable of printing bills in the requested color and format and consolidating multiple bills for the same address. The Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
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CONSULTANT should also print additional requested documents, distinguish between electronic and paper bills, and attach the Utilities and Community Announcements (UCA) to vaulted bills.

The CONSULTANT is required to print and mail the UCA and bill inserts along wi th the customer's bill, print graphs, charts, barcodes, and tables, and support double-sided or single-sided printing. They must also handle various fonts, font sizes, and special characters, and suppress or pull bills based on utility rules or requests. A dditionally, the CONSULTANT must provide a National Change of Address (NCOA) or Address Change Service (ACS) Move update report, including customer name, account number, previous address, and updated address.

2.5 PORTAL
The CONSULTANT's portal must allow users to select bills by invoice number, contract account, date range, or address, and download multiple invoices simultaneously. Users should also be able to email invoices as required. Additionally, it should offer reporting capabilities, ad hoc document upload, bill insert upload, and exception handling processes. The portal must display daily job progress and updates, retain data for up to 10 years, and provide bills in PDF format with all logos, images, graphs, and charts for archived documents.

2.6 MATERIALS
The CONSULTANT will use the following paper stock: paper is 8.5” x 11”, with perforation for the return stub, 24# white paper stock, . Outbound envelope will be #10 window envelope (9.5” x

4.125”); Return envelope will be #9 (8.875” x 3.875”)The CONSULTANT must provide the ability to print inserts, newsletters, or other notices to be included with regular mailings. The CONSULTANT must be able to perform intelligent/selective inserting based on customer type or other parameters provided in the data (i.e residential customers, commercial customers) . The CONSULTANT must be able to optionally print 8.5x11” inserts “on demand”. These inserts must print inline with the bills and letters as additional pages and folded and inserted by the mail inserter instead of being printed and folded separately. On demand insert printing should be available to support simplex and duplex printing, black or grayscale printing, and full-color printing.

2.7 PRINTING REQUIREMENTS
The city requires the bill inserts be 100% recycled paper content according to the environmental purchasing policy (POLICY AND PROCEDURES 1-20/ASD), where possible.

The following requirements apply to all City print and copy jobs executed under this contract: CONSULTANT shall use paper that is 100% recycled/recyclable where possible for offline printed inserts . CONSULTANT shall recycle, at a minimum, waste paper from their operations.

CONSULTANT shall use waste minimization practices in providing services to the City su ch as double-siding print and copy jobs, reducing and reusing packing and packaging supplies, and sizing print jobs to reduce overage. Other measures such as those outlined in the Environmental Purchasing Policy.

CONSULTANT shall stock and utilize frequently used paper grades that contain the minimum recycled content for each paper category as outlined in the United States Environmental Protection Agency (EPA) Comprehensive Procurement Guidelines (CPG) for printing and writi ng papers (https://www.epa.gov/smm/comprehensive-procurement-guidelines-paper-and-paper- products). These guidelines specify minimum post-consumer and recovered fiber content and are summarized in the table below. CONSULTANT is responsible for ensuring that print and copy Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
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jobs are in compliance with the current CPG standard.

Post- Consumer and Recovered Fiber Specification Summary Table Item Notes Specification
Multi-purpose
office paper
Business papers such as bond,
electrostatic, copy, duplicator,
and reproduction
CPG Standard of  minimum
30% post -consumer recycled
content
Offset
Used for commercial printing
direct mail, technical
documents, and manuals
CPG Standard of  minimum
30% post -consumer recycled
content
Carbonless Used for multiple -impact copy
forms
CPG Standard of  minimum
30% post -consumer recycled
content
Specialty Papers
Business papers such as bond,
electrostatic, copy, duplicator,
and reproduction
CPG Standard of  minimum
30% post -consumer recycled
content
Coated Printing
Papers
Used for flyers, advertisements,
posters, magazines, etc.

CPG Standard of  minimum
10% post -consumer recycled
content

Note: If minimum requirements stated above are unavailable to certain print products, CONSULTANT shall not deviate from these specifications without prior approval from the City department.

CONSULTANT will label recycled-content print products as such whenever possible. Letterhead, envelopes, and business cards will include post-consumer recycled content and be labeled with the % post-consumer recycled content.

Workmanship Expectations:

All work shall be completed in a satisfactory, efficient, and professional manner utilizing high quality standards.

All composition must be neat and produce a clear, clean, sharp, and even impression.

Materials shall be returned at no cost to the City, if typesetting is incorrect, ink colors are inconsistent, or trapping is not correct.

The CONSULTANT shall be responsible for corrections and revisions resulting from its own errors or misunderstandings.

2.8 INTERFACE
The CONSULTANT must support third -party integrations, allowing the SEW portal to retrieve invoices for customer accounts and integrate with the IC web. The system should integrate with the SAP IS -U system and handle 50 concurrent requests to the portal for invoice PDFs from MyCPAU and SAP IC-Web. Retrieval and rendering of invoices in the portal should not exceed four seconds.

2.9 PRINT REVIEW
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The CONSULTANT should enable the utility to review and approve sample bills online before printing and mailing, including a summ ary report detailing the number of bills, residential vs. commercial, and other specified requirements.

2.10 USPS PRESORT AND MAIL
Bills should be mailed the next business day they are received, processed and printed. The CONSULTANT must use a DMU or be enrolled in USPS Seamless Acceptance, mail via presorted First-Class mail, and use the USPS Full -service Intelligent Mail Barcode. Automation discounts must be passed on to the agency, and the CONSULTANT must provide NCOALink or ACS move update services. The CONSULTANT should offer proof of USPS delivery, match multiple bills to the same address, prepay the postage, and provide outbound USPS tracking data. The CONSULTANT must produce mail proximate to the Agency to achieve within 1-2 days delivery and produce/deliver from a California facility.

2.11 INFRASTRUCTURE
The CONSULTANT must provide a test site to verify new changes during the contract period and support changes either by the CONSULTANT or users as required, including format, logo, or address changes. The CONSULTANT should at least have three environments Dev, Test, and Prod to support the software services.

2.12 REPORTING
The CONSULTANT must generate reports delineating the daily count of residential versus commercial invoices, the number of bills received for processing, the number of bills printed, the instances of suppressions, the breakdown of postage presort including actual rates, the utilization and count of inserts, and the total monetary value of bills contained within the data file.

Additionally, the CONSULTANT is mandated to implement robust error reporting mechanisms throughout various stages of the operation, including file processing, bill printing, posting, and any other relevant processes. These reporting requirements are crucial for ensuring accountability, transparency, and adherence to regulatory standards within the context of the data processing services sought through this RFP.

2.13 DATA CONVERSION/MIGRATION
The CONSULTANT should store data for the last five years from the existing vault, making it available for users to download, email, or interface with other systems. Bills must be available in PDF format with all logos, images, graphs, and charts for archived documents.

2.14 USER MANAGEMENT
The CONSULTANT's portal should define different user roles and allow actions per role, supporting approximately 75 concurrent users at a minimum.

2.15 CUSTOMER SUPPORT
CONSULTANT customer support must be available for user access issues and data/file processing errors, with access via portal, email, or phone. Post-go-live support must include 30 days of immediate support with documented problem tracking and status. The CONSULTANT should provide ongoing support options and associated pricing.

2.16 PROJECT MANAGEMENT
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CONSULTANT, ongoing project management must include activities ensuring compliance with contract terms, ongoing coordination, weekly status meetings, updated project schedules, monthly status reports, milestone plans, and necessary project meetings. The CONSULTANT must also create and maintain an issue log for each project phase/task.

2.17 BACKUP
The CONSULTANT must have a daily backup available in case of server issues, with a written procedure for restoring services in the event of failure.

2.18 TEST AND TRAINING
The CONSULTANT must have a daily backup available in case of server issues, with a written procedure for restoring services in the event of failure.

2.19 PRIVACY COMPLIANCE
Data must be housed in the US or Canada. The CONSULTANT shall list their data centers. The CONSULTANT must complete a CONSULTANT Information Security Assessment (VISA) and comply with the City’s Information and Privacy Policy, SaaS Security and Privacy Terms, and provide applicable compliance documents.

2.20 ERROR HANDLING
The CONSULTANT must monitor daily file processing and track errors, notifying users and deciding on the best course of action.

2.21 SECURITY COMPLIANCE
The CONSULTANT must describe alignment with ISO 27001 or NIST 800-53 standards. The CONSULTANT shall describe the process of data encryption used in transit (via Network media) and at rest.

2.22 DISASTER RECOVERY AND BUSINESS CONTINUITY
The CONSULTANT must provide an overview and written document of their DRBC planning.

2.23 SERVICE LEVEL AGREEMENT (SLA)
The CONSULTANT must provide an SLA agreement, which will be reviewed and re-negotiated upon contract renewal, clearly defining terms between the CONSULTANT and the department and between IT and the CONSULTANT.

2.24 OPEN DATA AND DATA LIBERATION
All system data must be exportable and machine-readable, including metadata. The City will own the data under a hosting agreement, and the CONSULTANT must provide a transition plan in the event we discontinue services within 5 years or at the end of the contract term with roles, responsibilities, and associated costs.

2.25 QUALITY CONTROL
The CONSULTANT must provide a comprehensive Quality Control Plan ensuring error-free data, printing and mailing processes.

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2.26 SYSTEM CAPABILITY
The CONSULTANT must detail their system's capability to handle changes such as updates to PO Boxes or mailing addresses, specifying the process for updating this information. Additionally, they must differentiate between changes that users can independently execute and those requiring CONSULTANT intervention. Furthermore, CONSULTANTs must outline existing validation processes within their system and any anticipated new validation requirements for the project, providing details on their integration.

The CONSULTANT purchases the postage needed to mail THE City’s documents on the day of mailing. The postage charges are later invoiced to the City based on the City’s payment terms. The CONSULTANT requires the City to submit a postage deposit prior to the first mailing to facilitate the payment terms. This amount will remain in deposit for the duration of the Agreement. Upon Agreement expiration or termination the City must pay in full any outstanding invoices from the CONSULTANT for payables created under this Agreement; the postage deposit will be refunded within fifteen (15) days of the date that the last open invoice is paid.

The postage deposit amount is calculated by multiplying the estimated number of mail pieces per month by the current 5 -Digit pre-sorted first class postage rate. The postage deposit amount due is:

31,000 mail pieces per month x $0.545 x 2 = $33,790.00

The postage deposit is subject to ongoing review and may be adjusted at any time to account for changes to Client average mailing volume or changes to USPS postage rates with at least thirty (30) days’ written notice to Client.

1 DATA PROCESSING

1.1 CONSULTANT should be able to SFTP the print XML file for processing Mandatory

1.2 CONSULTANT should be able to read ,process and print the data from XML file Mandatory

1.3 CONSULTANT should be able to validate the data by checking the balances,address per invoice on the XML Mandatory

1.4 CONSULTANT should be able to identify any data mismatches and send a report for the same Mandatory

1.5 CONSULTANT should have the ability to accept multiple XML's for reprocessing after error correction Mandatory

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1.6 CONSULTANT should have the ability for users to login and verify the invoices in the repository Mandatory

1.7 CONSULTANT should have the ability for user to upload documents or inserts and choose the one to be sent along with the invoices. Mandatory

1.8 CONSULTANT should have the ability to store historical details for the uploaded documents and inserts Mandatory

1.9 CONSULTANT must identify residential vs commercial invoices and process them accordingly. Mandatory

1.10 CONSULTANT system should be able to identify duplicate files and avoid any duplicate file processing Mandatory

1.11 CONSULTANT system should have the ability to allow users to delete any invoice as required (Requires access controls) Mandatory

1.12 Bills ( Nighlty XML and the corrected XML's) should be generated ,vaulted and available on the same day for processing and review Mandatory 2 REPORTING

2.1 CONSULTANT should have the ability to generate the reports with the a) daily count residential vs commercial;
b)Number of bills received for processing
c)Number of bills printed
d)Number of suppressions
e)Postage presort breakdown including actual rates
f)Inserts used and insert counts
g)Total $ value of bills contained in data file Mandatory

2.2 Reporting be by route as well
Nice to
have

2.3 CONSULTANT should have error reporting during file processing , bill printing, posting etc., Mandatory
3 BILL PRINTING

3.1 CONSULTANT must configure remittance stub making sure it works with remittance processing equipment and software Mandatory

3.2 CONSULTANT should have the ability to print bills in color and format requested Mandatory
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3.3 CONSULTANT should have the ability to identify and combine multiple bills going to the same addresses Mandatory

3.4 CONSULTANT should have the ability to print any additional documents as requested. Mandatory

3.5 CONSULTANT should have the ability to identify ebills vs paper and print only paper bills Mandatory

3.6 CONSULTANT should have the ability to attach the UCA to the vaulted bills Mandatory

3.7 CONSULTANT should print and mail UCA and bill inserts along with customer's bill Mandatory

3.8 CONSULTANT should be able to print graphs, charts,barcodes, tables as required Mandatory

3.9 CONSULTANT should be able to print either double sided/ one sided Mandatory

3.10 CONSULTANT should have the ability to print multiple fonts , font sizes and special characters as required Mandatory

3.11 CONSULTANT should have the ability to suppress or pull bills based on utilitiy rules or requests (for ex : no prints for ebills or bill generated in error etc) Mandatory

3.12 CONSULTANT must provide an National Change of Address (NCOA) or Address Change Service (ACS) Move update report that includes customer name, account number, previous address, updated (new) address
Nice to
have
4 PORTAL

4.1 CONSULTANT portal should have the ability to allow users to select bills either by
a) invoice number
b) Contract Account
c) Date range
d) Address Mandatory

4.2 CONSULTANT should have the ability for users to download multiple invoices in one step Mandatory

4.3 Users should have the ability to email the invoices as required Must have

4.4 Portal should have change control and change history available for all additions, changes and deletions performed on the bills. Mandatory

4.5 Portal should have reporting capabilities Mandatory Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
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4.6 Portal should have adhoc document upload, bill insert upload and exception handling processes Mandatory

4.7 Portal should display daily job progress, updates etc., Mandatory

4.8 CONSULTANT should have data retention of upto 10 years of data Mandatory

4.9 Bills should be available in pdf format with all the logos, images,graphs and charts for all the archived documents Mandatory
5 INTERFACE

5.1 CONSULTANT should have the ability to allow 3 party integrations. ( Allow SEW portal to retrieve invoices to display on customer's account as well as integrate with IC web ) Mandatory

5.2 CONSULTANT system should integrate with SAP IS-U system Mandatory

5.3 Should be able to process 50 concurrent requests to the portal for invoice PDFs from the City’s MyCPAU and SAP IC-Web (due to the expected integration between MyCPAU/SAP IC-Web and the new CONSULTANT’s portal) Mandatory

5.4 Retrieval and rendering of invoices in the portal should take no longer than 4 seconds. Mandatory
6 CHANGE REQUIREMENTS

6.1 CONSULTANT should have a test site to verify any new changes implemented during the duration of the contract Mandatory

6.2 CONSULTANT should have the ability and support available to perform changes either by CONSULTANT or user as required ; Changes for example in format or logo or address Mandatory 7 DATA CONVERSION / MIGRATION

7.1 CONSULTANT should be able to store data for the last 5years from the existing vault and available for users to download or email as required and also available for interfaces Mandatory

7.2 Bills should be available in pdf format with all the logos, images,graphs and charts for all the archived documents Mandatory
8 USER MANAGEMENT
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8.1 CONSULTANT portal should have the ability to define different user roles and option to choose the actions per role Mandatory

8.2 Portal should support approximately 75 concurrent users (minimum) Mandatory 9 CUSTOMER SUPPORT

9.1 CONSULTANT customer support should be available for any user access issues. Data and file processing errors. Mandatory

9.2 User should be able to reach customer service via portal or email or phone Mandatory

9.3 After go live support: 30 days fire-fighting support after go live with documented problems tracking and status

9.4 On-going CONSULTANT support: The CONSULTANT shall provide their different support options and its associated pricing 10 ERROR HANDLING

10.1 CONSULTANT should monitor file processing on each day and keep track of any errors in file processing Mandatory

10.2 CONSULTANT should have the ability to track , identify errors. Mandatory

10.3 CONSULTANT should notify users of the errors and decide on the best course of action for the file Mandatory
11 PRINT REVIEW

11.1 CONSULTANT should provide the ability for the utility to review and approve sample bills onlince before bills are printed and mailed. A report summary should be included detailing number of bills, res vs commercial and other spcified utility requirements. Mandatory 12 PROJECT IMPLEMENTATION

12.1 Listed scope of work with assigned responsibility to City or CONSULTANT. Mandatory
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12.2 Ongoing Project Management: This will include project management activities and ensure the full compliance with the contract scope of work, terms and conditions, ongoing project coordination, weekly status meetings, weekly updated project schedule, ongoing project coordination, weekly status meetings, weekly updated project schedule, monthly status reports and project meetings as appropriate. Mandatory

12.3 Project meetings: Coordinate, prepare and actively participate in meetings related to tasks. Prepare and distribute agendas and minutes for the meetings. Anticipate weekly ½ hour status meetings, in addition to whatever meetings are necessary to the completion of tasks. This task will also include creating and maintaining an issue log for each phase/task of the project. Mandatory

12.4 Project Schedule: The CONSULTANT must create a project schedule with tasks and project milestone dates which will be tracked throughout the project. Mandatory

12.5 CONSULTANTs must describe their proposed project management tools and their proposed tools and approach for managing project documentation. Mandatory

12.6 Training Plan: The CONSULTANT shall produce a Training Plan to include specific training activities and a training schedule. It will be structured to provide initial training to staff designated by the City. Mandatory

12.7 Staff Training: The CONSULTANT will provide training to staff designated by the City. The CONSULTANT shall deliver all training materials used in the training to the City when all planned training is completed. Mandatory

12.8 Key Team Members: CONSULTANT must demonstrate the expertise of each key team member proposed for this project. The
CONSULTANTCONSULTANT must describe the role of each key member and provide the following: 1. Resume of each key team member Mandatory
13 BACKUP

13.1 CONSULTANT should have backup available in case of any server issues Mandatory

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13.3 The CONSULTANT shall provide a written procedure of possible points
of failure to restore the proposed solution back to service in the event of failure Mandatory
14 MATERIALS

14.1 CONSULTANT must support the following paper stock: <paper is 8.5” x 11”, with perforation for the return stub, 24# white paper stock, > Mandatory

14.2 CONSULTANT must be able to provide: Outbound envelope will be #10 window envelope (9.5” x 4.125”) envelope with security tint ; Return envelope will be #9 (8.875” x 3.875”) Mandatory

14.3 If envelopes are obtained from a 3rd party, CONSULTANT must describe its approach to mitigating supply chain issues and price spikes. Mandatory

14.4 CONSULTANT must provide the ability to print inserts, newsletters or other notices to be included with regular mailings. Mandatory

14.5 CONSULTANT must agree to receive shipments of inserts and store/warehouse all forms and envelopes used to process agency bills. Mandatory

14.6 CONSULTANT must be able to perform intelligent/selective inserting based on customer type or other parameters provided in the data. Mandatory

14.7 CONSULTANT must be able to optionally print 8.5x11” inserts “on demand”. These inserts must print inline with the bills and letters as additional pages and folded and inserted by the mail inserter instead of being printed and folded separately. On demand insert printing should be available to support simplex and duplex printing, black or grayscale printing, and full color printing. Mandatory
15 USPS PRESORT AND MAIL

15.1 Bills should be mailed the next day the XML is processed and printed Mandatory

15.2 CONSULTANT must either produce and deliver mail to the USPS from a DMU (Detached Mail Unit), or be enrolled in USPS Seamless Acceptance. Mandatory

15.3 CONSULTANT must mail via presorted First-Class mail to maximize postal discounts. Mandatory

15.4 CONSULTANT must use the USPS Full-service Intelligent Mail Barcode for all outgoing mail pieces. Mandatory
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15.5 CONSULTANTs must pass on the automation discount per mail piece applied by the USPS for all Full-service IMB barcoded mail pieces. Mandatory

15.6 CONSULTANT must provide the NCOALink or ACS move update service and report updates electronically. Mandatory

15.7 CONSULTANT must be able to provide proof of delivery to the USPS on an as-requested basis. Mandatory

15.8 CONSULTANT must be able to match multiple bills destined to the same customer and mailing address in the same batch (also known as “house-holding”). Matched bills must be inserted into one appropriate size envelope and metered first-class separately, and delivered to the USPS at the same time as all other bills are delivered. Mandatory

15.9 CONSULTANT must prepay for postage on agency behalf and confirm the agency will only be billed for actual postage used on a monthly basis. Mandatory

15.10 CONSULTANT must be able to optionally provide outbound USPS tracking data for individual mail pieces. Mandatory

15.11 CONSULTANT must provide an interface in its online account management portal to facilitate searching for and viewing tracking data for individual mail pieces. The tracking data source must come from the USPS (IMb Tracing data). Mandatory

15.12 CONSULTANT must be able to optionally provide inbound USPS tracking data for mail that customers have remit back to the Agency.

This data must be viewable in an online interface and tie back to the outbound mail piece. In addition, the CONSULTANT must be able to report a total balance for the estimated payments contained in the remitted mail on a daily basis. Mandatory

15.13 CONSULTANT must produce the mail in a location proximate to the Agency that is able to achieve 1-3 day delivery from the USPS. Mandatory

15.14 CONSULTANT must produce and deliver to the USPS from a California facility. Mandatory
16 BID REQUIREMENT
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16.1 Listed scope of work with assigned responsibility to City or CONSULTANT Mandatory

16.2 Detailed proposed schedule with estimated dates and milestones Mandatory 17 TEST AND TRAINING REQUIREMENT

17.1 The CONSULTANT shall provide Curriculum for UAT Mandatory

17.2 The CONSULTANT shall provide UAT test scripts Mandatory

17.3 The CONSULTANT shall provide Training curriculum for end-users Mandatory

17.4 The CONSULTANT shall provide Training curriculum for administrators Mandatory

17.5 The CONSULTANT shall provide post training and support documentation Mandatory

17.6 The CONSULTANT shall provide a point of contact for training follow-up Mandatory
18 SAAS REQUIREMENT

18.1 Data shall be housed in the US and/or Canada soil Mandatory

18.2 The CONSULTANT shall provide a list of their data centers Mandatory 19 PRIVACY COMPLIANCE

19.1 The CONSULTANT shall complete CONSULTANT Information Security Assessment (VISA), and acknowledge and agree to comply with the additional security compliance requirements resulting from the VISA (See attachment G) Mandatory

19.2 The CONSULTANT shall formally acknowledge and agree to comply with the City’s Information and Privacy Policy (See attachment G) Mandatory

19.3 CONSULTANT shall formally acknowledge and agree to comply with the City’s Saas Security and Privacy Terms and Conditions prior to entering into the contract (See attachment G) Mandatory

19.4 CONSULTANT shall agree to provide applicable compliance documents as required by the product/solution being purchased Mandatory 20 SECURITY COMPLIANCE

20.1 The CONSULTANT shall describe how the proposed system aligns with either: ISO 27001 (Information Security Management Systems) or NIST 800-53 Standards (Security and Privacy Controls for Information Systems) Mandatory
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20.2 The CONSULTANT shall describe the process of data encryption used in transit (via Network media) Mandatory

20.3 The CONSULTANT shall describe the process of data encryption used at rest (when stored on the server and at the backup stations) Mandatory 21 DISASTER RECOVERY AND BUSINESS CONTINUITY

21.1 Cloud application: The CONSULTANT shall provide an overview, written document of their DRBC planning Mandatory
22 SERVICE LEVEL AGREEMENT

22.1 SLA will be reviewed and re-negotiated when the contract is up for renewal Mandatory

22.2 SLA between the CONSULTANT and the department must be clearly defined using the CONSULTANT’s template. Mandatory

22.3 SLA between IT and the CONSULTANT must be clearly defined using the CONSULTANT’s template. Mandatory
24 OPEN DATA REQUIREMENT

24.1 All system data should be exportable and machine readable to support open data environment. Mandatory

24.2 Exportable data should include metadata (set of data that describes and gives information about other data) Mandatory
25 DATA LIBERATION

25.1 The City will own the data under a hosting agreement Mandatory

25.2 The CONSULTANT shall provide a transition plan (e.g., in the event we discontinue the service) with roles and responsibilities clearly defined and associated costs if any. Mandatory
26 QUALITY CONTROL

26.1 CONSULTANT must have in place and provide as part of the response a comprehensive Quality Control plan for ensuring the data, printing and mailing is error free. Please describe. Mandatory
27 System Capability
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27.1 The CONSULTANT must detail their system's capability to handle changes such as updates to PO Boxes or mailing addresses, specifying the process for updating this information. Mandatory

27.2 The CONSULTANT must differentiate between changes that users can independently execute and those requiring CONSULTANT
intervention. Mandatory

27.3 The CONSULTANTs must outline existing validation processes within their system and any anticipated new validation requirements for the project, providing details on their integration. Mandatory

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Agreements with an Additional Services amount)

EXHIBIT A-1

PROFESSIONAL SERVICES TASK ORDER

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:_____________________________________

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 ___________________________________

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EXHIBIT B

SCHEDULE OF PERFORMANCE

All work as specified in Exhibit “A” Scope of Services shall be scheduled by the City’s Project Manager on an ongoing basis for the term of this agreement.

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EXHIBIT C

COMPENSATION

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
Year 1
NOT TO
EXCEED
AMOUNT
Year 2
NOT TO
EXCEED
AMOUNT
Year 3
NOT TO
EXCEED
AMOUNT
Year 4
NOT TO
EXCEED
AMOUNT
Year 5
Task 1
(Utility
Postage)
$180,150 $198,165 $217,981.50 $239,779.65 $263,757.62
Task 2
(Postage
Deposit)
$33,790
Task 3
(Utilities
Services)
$21,600 $22,680 $23,820 $24,990 $26,250
Task 4
(Utilities
Material
$21,100 $22,155 $23,262.75 $24,425.89 $25,647.18
Task 5
(Archiving and
Storage)
$9,750 $10,237.50 $10,749.38 $11,286.84 $11,851.19
Task 6
(Bill Redesign)
$10,500
Task 7
(Utilities
Inserts)
$45,000 $45,000 $45,000 $45,000 $45,000
Task 8 $45,000 $45,000 $45,000 $45,000 $45,000
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(Public Works
Inserts)
Task 9
(City Manager
Inserts)
$42,000 $42,000 $42,000 $42,000 $42,000
Task 10
(Other Dept
Inserts)
$7,500 $7,500 $7,500 $7,500 $7,500
Sub-total for
Services
$416,390 $392,737.50 $415,313.63 $439,982.38 $467,005.99 Reimbursable
Expenses (if
any)
$0 $0 $0 $0 $0
Total for
Services and
Reimbursable
Expenses
$416,390 $392,737.50 $415,313.63 $439,982.38 $467,005.99 Additional
Services (if
any, per
Section 4)
$41,639 $39,273.75 $41,531.36 $43,998.24 $46,700.60
Maximum
Total
Compensation
$458,029 $432,011.25 $456,844.99 $483,980.62 $513,706.59 Total
Maximum
Compensation
Year 1- Year 5
$2,344,572.45

REIMBURSABLE EXPENSES

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

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

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EXHIBIT C-1

SCHEDULE OF RATES

CONSULTANT’s schedule of rates is as follows:

Print and Mail Quantity Fee Rate
Data Processing Fee (includes print and
eBill)
20,000-30,500
monthly
.072
Print Fee 4/1 Included in above
Paper 20,000-30,500
monthly
.015
#10 Outgoing Envelope- InfoSend
Standard
20,000-30,500
monthly
.023
#9 Return Envelope- InfoSend
Standard
20,000-30,500
monthly
.020

Total Printed Package .130

Postage Quantity Fee Rate
USPS Postage Estimate 20,000-30,500
monthly
.593 (with an approximate
10% increase annual)
NCOA Updates 625 .3
Postage deposit for Net 30 $33,245

Archive and Bill Presentment API Quantity Fee Rate
Print Image Archive - 36 months
retention for customer-facing portal
30,500 .021
Print Image Archive API connection 100

Drop Ship Print Quantity Fee Rate
Folding Rate N/A .01
Insert Rate N/A .01

Service Hours Fee Rate
Professional Service Rate Per hours $175
Design Service Rate Per hours $95

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InfoSend Data Processing, Print and Mail Pricing Detail Year 1

Document Production Summary
Utility Bills & Notices
Package includes: one printed page up to 4/4 ink, InfoSend outgoing #10 envelope, InfoSend #9 return envelope
$0.13 per document
Utility Bills & Notices
Package includes: one printed page up to 4/4 ink, custom printed outgoing #10 envelope, custom printed #9 return envelope $0.139 per document

Finished mail pieces are delivered to the USPS within one (1) business day. If electronic PDF samples (proofs) are requested then the mailing will be completed within one day of sample approval. File upload deadline for next-day mailing is 3:00PM local time at the production facility designated for your account. If samples are required then they must be approved by 5:30PM local time for the file to be mailed by the next business day.

The below provides the components of the summary price given above. All pricing is based on “Client Volume Assumptions” listed below and excludes applicable sales tax.

Data Processing
Setup Fee - Express PDF Input Files $Waived
Setup Fee – Data Only Input Files $Waived
Document Re-Design Fee $Waived during implementation
Data Processing Fee (per document) $0.01

Printing and Mailing Service
Utilility Bill Printing & Mailing Fee per Page with up to 4/4 Ink $0.062 USPS Postage Pass-through
A postage deposit will be required prior to starting service.

Print Color Options (colors per side) * $0.057 for up to 2/2 printing $0.062 for up to 4/4 printing
Inline Insert Print Fee* $0.057 Black printing
$0.062 Color printing
Batch Fee (per mailing batch under 200 mail pieces) $5.00 Excess Pages Handwork Surcharge (per mail piece) $0.35
Address Updates – per “hit” (address that gets updated) $0.30 NCOA $0.30 ACS
*Prices assume normal ink/toner coverage for business documents. Flood coating the entire page in color or other types of extremely high coverage designs may cost more or not be technically feasible. Extremely high coverage designs can cause content to bleed through to the other side of the page or to cause the page to curl too much to work properly with high-speed mail inserting equipment.

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Materials
Standard 8.5” x 11” Paper Stock (per sheet) $0.015
Standard Double Window Outgoing #10 Envelope $0.023
Standard Single Window Return #9 Envelope $0.020
Outgoing Flat Envelope – used for mail pieces with excess pages $0.17 Custom Printed Optional Outgoing #10 Envelope $0.027
Custom Printed Optional #9 Envelope $0.025

Insert Services
InfoSend Produced Quoted based on specification
Envelope Messaging (Snipes) Quoted based on specification Electronic Inserts $0.01
Inserting Fee

Fee to insert an InfoSend produced or Client provided marketing or informational insert. Client provided (drop-shipped) inserts must be professionally packaged and ready for usage. If folding is required then additional fees apply based on folding requirements. Minimum fee is $0.01 per insert for folding. If inserts are not professionally packaged and damaged in shipment or require additional labor to prepare for inserting then additional fees can apply.

Per item fee assumes the insert will be included in all mail pieces. Selective inserting is available but requirements must be reviewed on a case by case basis to determine if additional fees will apply for setup and handling.
$0.01 per insert

Optional Document Services
Print Image Archiving (Per Document Image), with
included USPS mail tracking
$0.008 - For 12 Months of Retention
$0.015 - For 24 Months of Retention
$0.021 - For 36 Months of Retention
$0.026 – For 48 Months of Retention
$0.0325 – For 60 Months of Retention
Print Image Archive API Monthly Support Fee $100.00
Final Doc Transfer (FDT) Option 1: $0.008 per document. One PDF will be provided per batch with multiple documents in it. InfoSend standard batch file format provides account and page numbers for each record in the batch.

Option 2: $0.01 per document. Each document will be provided in a separate PDF file. A custom batch file format can be provided if the InfoSend standard format will not work.

Professional Services Rate (per hour) $175.00
Returned Mail Handling $0.35 per reported returned mail piece Remit Tracking $50 monthly support fee

Client Volume Assumptions
Customers Contacted or Billed Monthly
30,000 - Printed
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EXHIBIT D

INSURANCE REQUIREMENTS

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

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

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

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

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

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.

Docusign Envelope ID: 3F5ADF21-C8B9-4900-B13D-EF21998DB58A Item 7
Attachment A - Contract
with Infosend; Contract
C25191690

Item 7: Staff Report
Pg.
42 Packet Pg. 101 of 332

Professional Services
Rev. Oct 16,2024

Page 38 of 57 ends

Palo Alto City CouncilApril 14, 2025

Palo Alto City Council
April 14, 2025