CITY COUNCIL
Special Meeting
Tuesday, May 27, 2025
Council Chambers & Hybrid
5:30 PM
Amended Agenda
Amended agenda items appear below in RED (Time Estimates Updated)
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
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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
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agendized
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Requests
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speak
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taken
until
5 minutes
after
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staff’s
presentation
or
as
determined
by
the
Chair.
Written
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comments
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submitted
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advance
to
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Council
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Clerk
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(1)
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handle
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(2)
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hazard;
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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.
1 May 27, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.paloalto.gov/agendas
.
CALL TO ORDER
SPECIAL ORDERS OF THE DAY (5:30 - 6:55 PM)
1. Interview Candidates for the Vacancies on the Architectural Review Board; CEQA Status – Not a Project
CLOSED SESSION (6:55 - 7:40 PM)
AA1.
CONFERENCE WITH LEGAL COUNSEL—POTENTIAL LITIGATION (two cases) Subject: Initiation of litigation in two cases, American Federation of Government Employees v. Trump, US District Court for the Northern District of California, Case No. 25-CV-03698 and City and County of San Francisco v. Trump, US District Court for the Northern District of California,
Case No. 25-CV-01350 Authority: Government Code Section 54956.9(d)(4) New Item
Added
AGENDA CHANGES, ADDITIONS AND DELETIONS
PUBLIC COMMENT (7:40 - 8:10 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 (8:10 - 8:20 PM) Members of the public may not speak to the item(s).
CONSENT CALENDAR (8:20 - 8:25 PM)
Items will be voted in one motion unless removed from the calendar by three Council Members.
2. Approval of Minutes from May 12, 2025 Meeting
3. Approval of Professional Services Contract Number C25193676 With Franklin Energy Services LLC, in the Amount Not-to-Exceed $7,054,863 over a three-year term to Administer Turnkey Home Electrification Program as Part of the Advanced Single-Family Electrification Program and Amend the Fiscal Year Budget Appropriation for the Gas Fund; CEQA Status: -- Not a Project under CEQA Guidelines 15378(b)(5)
4. Adoption of Resolution Suspending the Levy of Assessments on the Downtown Palo Alto Business Improvement District (BID) Assessment for Fiscal Year 2026; CEQA status – not a
2 May 27, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.paloalto.gov/agendas
.
project.
5. Approval of Contract Amendment Number 4 to Contract #S20178065 with OIR Group, in the Amount of $40,000 and for a one-year extension to continue Independent Police Auditing Services in Palo Alto. CEQA Status – Not a Project.
CITY MANAGER COMMENTS (8:25 - 8:40 PM)
BREAK (15 MINUTES)
ACTION ITEMS (Item 6: 8:55 - 9:25 PM, Item 7: 9:25 - 10:55 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters.
6. PUBLIC HEARING / QUASI-JUDICIAL. 4075 El Camino Way [23PLN-00202]:
Recommendation on Applicant’s Request for an Amendment to a Planned Community Zone District (PC-5116) to Allow for Modifications to an Existing 121-Unit Assisted Living and Memory Care Facility. The Additions Would Include 16 Additional Assisted Living Units and 172 Square Feet of Additional Support Space. Environmental Assessment:
Exempt from the Provisions of the California Environmental Quality Act (CEQA) in Accordance with CEQA Guidelines Section 15301 (Modifications to Existing Facilities).
Zoning District: PC-5116 (Planned Community).
(Continued from 5/5/2025 - On May 5, 2025, the Council Received Presentations and Public Testimony; the Item Will be Continued to May 27 for Council Deliberation and Action - No Public Testimony Will be Heard on May 27.)
7. FIRST READING: Adoption of an Ordinance Amending Palo Alto Municipal Code Titles 18 (Zoning) and 16 (Building Regulations) to Modify the El Camino Real Focus Area, Implementing Program 3.4E of the Housing Element, and Updating the Housing Incentive Program. CEQA Status: the Addendum to the Comprehensive Plan Environmental Impact Report (EIR), Considered by the City Council on April 15, 2024, Analyzed Potential Environmental Impacts of the 6th Cycle Draft Housing Element Including Program 3.4E.
ADJOURNMENT
INFORMATION REPORTS
Information reports are provided for informational purposes only to the Council and the public but are not listed for action during this meeting’s agenda.
8. Project Management Plan for the Advancement through Preliminary Engineering and
3 May 27, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.paloalto.gov/agendas
.
Environmental Documentation Phases of the Grade Separation Project at Churchill Avenue, Meadow Drive, and Charleston Road crossings
OTHER INFORMATION
Standing Committee Meetings this week
Policy & Services Committee May 28, 2025
Public Comment Letters
Schedule of Meetings
AMENDED AGENDA ITEMS
AA1.
CONFERENCE WITH LEGAL COUNSEL—POTENTIAL LITIGATION (two cases) Subject:
Initiation of litigation in two cases, American Federation of Government Employees v.
Trump, US District Court for the Northern District of California, Case No. 25-CV-03698 and City and County of San Francisco v. Trump, US District Court for the Northern District of California, Case No. 25-CV-01350 Authority: Government Code Section 54956.9(d)(4)
New Item Added
PUBLIC COMMENT INSTRUCTIONS
Members
of
the
Public
may
provide
public
comments
to
teleconference
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4 May 27, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.paloalto.gov/agendas
.
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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
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
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participating
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permit,
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other
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agents,
to
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proceeding
within
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last
12 months.
A
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permit,
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other
entitlement
for
use”
includes
most
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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
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person
who
files
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application
for,
or
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the
subject
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Act
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definition
of
“financial
interest”
in
the
Political
Reform
Act,
which
encompasses
interests
in
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entities,
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5 May 27, 2025
Materials submitted after distribution of the agenda packet are available for public inspection at
www.paloalto.gov/agendas
.
City Council
Staff Report
Report Type: SPECIAL ORDERS OF THE DAY
Lead Department: City Clerk
Meeting Date: May 27, 2025
Report #:2505-4684
TITLE
Interview Candidates for the Vacancies on the Architectural Review Board; CEQA Status – Not a Project
DISCUSSION
On March 24, 2025, City Council conducted interviews for the three (3) candidates that submitted applications in the initial recruitment. The extended recruitment period of March 27, 2025, to April 30, 2025 resulted in nine (9) new applicants. In accordance with the BCC Interview Selection Policy, up to eight (8) candidates may advance to the interview phase. At the May 5, 2025 City Council meeting, the City Council selected the following eight (8) candidates to interview and the interview schedule is as follows:
Name Time
Pending 5:35 PM
Marton Jojarth 5:45 PM
Ashutosh Gupta 5:55 PM
Khelan Bhatt 6:05 PM
Naveen Govid 6:15 PM
Pending 6:25 PM
Bei Xu 6:35 PM
Grace Lee 6:45 PM
BACKGROUND
Board # of Vacancies Start Term End Term
Architectural
Review Board
3 (Seats 1, 2, 5) 4/1/2025 3/31/2028
Membership Requirements
At least three members shall be architects, landscape architects, building designers or other design professionals (PAMC 2.21.0102). This requirement is currently satisfied by Item 1
Item 1 Staff Report
Item 1: Staff Report
Pg.
1 Packet Pg. 6 of 115
Commissioners Mousam Adcock, Kendra Rosenberg, David Hirsch and Yingxi Chen.
Commissioners Hirsch and Chen, whose terms have expired, have applied for reappointment.
No residency requirement.
APPROVED BY:
Mahealani Ah Yun, City Clerk
Item 1
Item 1 Staff Report
Item 1: Staff Report
Pg.
2 Packet Pg. 7 of 115
City Council
Staff Report
Report Type: CONSENT CALENDAR
Lead Department: City Clerk
Meeting Date: May 27, 2025
Report #:2505-4685
TITLE
Approval of Minutes from May 12, 2025 Meeting
RECOMMENDATION
Staff recommends that the City Council review and approve the minutes.
ATTACHMENTS
Attachment A: May 12, 2025 Draft Action Minutes
APPROVED BY:
Mahealani Ah Yun
Item 2
Item 2 Staff Report
Item 2: Staff Report
Pg.
1 Packet Pg. 8 of 115
CITY COUNCIL
DRAFT ACTION MINUTES
Regular Meeting
May 12, 2025
The City Council of the City of Palo Alto met on this date in the Council Chambers and by virtual teleconference at 5:30 P.M.
Present In Person: Burt, Lauing, Lu, Lythcott-Haims, Reckdahl, Stone, Veenker Present Remotely:
Absent:
Special Orders of the Day
1. Proclamations Honoring Ella Cohen – California Interscholastic Federation State Wrestling Champion, and Angelina Jiang – State Runner Up
NO ACTION
2. Proclamation Recognizing National Police Week as May 11-17, 2025, and National Peace Officers' Memorial Day as May 15, 2025
NO ACTION
3. Review List of Applicants and Select Candidates to Interview for the Architectural Review Board (ARB) Vacancies; CEQA Status: Not a project
NO ACTION
Agenda Changes, Additions and Deletions
Public Comment
Council Member Questions, Comments and Announcements
Item 2
Attachment A - May 12,
2025 Draft Action
Minutes
Item 2: Staff Report
Pg.
2 Packet Pg. 9 of 115
DRAFT ACTION MINUTES
City Council Meeting
Draft Action Minutes: 05/12/2025
Study Session
4. FY 2026 Proposed Operating and Capital Budget - Finance Committee Update and Council Budget Discussion
NO ACTION
5. Discussion of Strategies for the Use of Low Carbon Fuel Standard, Electric and Gas Cap and Trade, and Electric and Gas Public Benefits Revenues; CEQA Status - Not a Project
NO ACTION
Consent Calendar
Vice Mayor Veenker recused on Agenda Item Number 7.
MOTION: Councilmember Reckdahl moved, seconded by Council member Lythcott-Haims to approve Agenda Item Numbers 6-9.
MOTION PASSED ITEMS 6, 8-9: 7-0
MOTION PASSED ITEM 7: 6-0-1, Veenker recused
6. Approve the Office of the City Auditor Quarterly Report for the Period of October - December 2024
7. Stanford University Medical Center (SUMC) Annual Report to Council for Fiscal Year 2024 (FY 24)
8. Approval of Professional Services Contract No. C25193532 with Biggs Cardosa Associates Inc. in an Amount Not to Exceed $750,000 for On-Call Structural Engineering Services for City Structures including Bridges, Buildings, and Other Structures over a Period of Three Years; CEQA status – Not a Project
9. Approval of Two Professional Services Contracts, No. C25192359A with the Embarcadero Media Foundation and C25192359B with San Francisco Daily dba The Daily Post, in an Amount Not to Exceed $425,000 in Total for Legal Advertising Services for a Period of 5 Years; CEQA Status - Not a Project
City Manager Comments
Ed Shikada, City Manager
Item 2
Attachment A - May 12,
2025 Draft Action
Minutes
Item 2: Staff Report
Pg.
3 Packet Pg. 10 of 115
DRAFT ACTION MINUTES
City Council Meeting
Draft Action Minutes: 05/12/2025
Action Items
10. FIRST READING: Adoption of an Ordinance Amending Various Palo Alto Municipal Code Chapters in Title 16 and 18 in Response to Direction from the California Department of Housing and Community Development (HCD) Regarding State Accessory and Junior Accessory Dwelling Unit Law. CEQA Status - Exempt From the Provisions of the California Environmental Quality Act (CEQA) Pursuant to Public Resources Code Section 21080.17 and CEQA Guidelines Section 15061(b)(3).
MOTION: Councilmember Lythcott-Haims moved, seconded by Councilmember XX to:
1. Adopt the draft ordinance in Attachment A amending PAMC Title 16 (Building Regulations) and Title 18 (Zoning) regulations for ADUs and JADUs.
2. Direct staff to engage with local architects, design professionals, and members of the public to analyze potential ADU reforms and return to Council by October 1 with a set of policy alternatives and recommendations including but not limited to:
a. increasing the maximum allowable size of ADUs (with 2+ BR) to between 1200 - 1600sf
b. excluding basements from the floor area of the JADU/ADU unit c. waiving impact fees for all ADUs
d. enabling condominium conversions to make way for separate conveyance of ADUs
MOTION FAILED FOR LACK OF A SECOND
MOTION: Councilmember Burt moved, seconded by Council member Reckdahl to adopt the draft Ordinance (Attachment A) amending Palo Alto Municipal Code (PAMC) Title 16 (Building Regulations) and Title 18 (Zoning) regulations for Accessory Dwelling Units (ADUs) and Junior Accessory Dwelling Units (JADUs) with the added modification:
• Eliminate the phrase "underlying zoning for front setback" under the Single Family - New Construction of Detached ADU column in PAMC 18.09.030 Table 1 MOTION PASSED: 7-0
Item 2
Attachment A - May 12,
2025 Draft Action
Minutes
Item 2: Staff Report
Pg.
4 Packet Pg. 11 of 115
DRAFT ACTION MINUTES
City Council Meeting
Draft Action Minutes: 05/12/2025
MOTION: Vice Mayor Veenker moved, seconded by Council member Lythcott-Haims to direct staff to explore further policy alternatives relating to ADUs including additional square footage and condo conversions.
MOTION PASSED: 6-1, Burt no
Adjournment: The meeting was adjourned at 11:15 P.M.
ATTEST: APPROVED:
____________________ ____________________
City Clerk Mayor NOTE: Action minutes are prepared in accordance with Palo Alto Municipal Code (PAMC)
2.04.160(a) and (b). Summary minutes (sense) are prepared in accordance with PAMC Section
2.04.160(c). Beginning in January 2018, in accordance with Ordinance No. 5423, the City Council found action minutes and the video/audio recordings of Council proceedings to be the official records of both Council and committee proceedings. These recordings are available on the City’s website.
Item 2
Attachment A - May 12,
2025 Draft Action
Minutes
Item 2: Staff Report
Pg.
5 Packet Pg. 12 of 115
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Utilities
Meeting Date: May 27, 2025
Report #:2501-4040
TITLE
Approval of Professional Services Contract Number C25193676 With Franklin Energy Services LLC, in the Amount Not-to-Exceed $7,054,863 over a three-year term to Administer Turnkey Home Electrification Program as Part of the Advanced Single-Family Electrification Program and Amend the Fiscal Year Budget Appropriation for the Gas Fund; CEQA Status: -- Not a Project under CEQA Guidelines 15378(b)(5)
RECOMMENDATION
Staff recommends that the City Council:
1. Approve and authorize the City Manager or designee to execute the attached Professional Services Contract Number C25193676 with Franklin Energy Services LLC to administer a turnkey home electrification program as part of the Advanced Single- Family Electrification Program for a Period of three (3) Years and a total not-to-exceed amount of $7,054,863;
2. Amend the Fiscal Year 2025 Budget Appropriation for the Gas Fund (requires a majority vote) by the following:
a. Increasing the Contract Services expenditure by $1,431,000; and b. Decreasing the Gas Cap and Trade Reserve by $1,431,000.
EXECUTIVE SUMMARY
Staff is recommending approval of a contract with Franklin Energy to administer a turnkey home electrification program as part of the Advanced Single-Family Electrification Program. The program will leverage a new electrification program provided by Peninsula Clean Energy and Silicon Valley Clean Energy, through Franklin Energy and their sub-contractors, to provide home electrification services with fixed pricing. The program adds to existing turnkey services, providing heat pump water heater installation, technical advising on home electrification, and a suite of home electrification rebates. With this contract, the Single-Family Residential Item 3
Item 3 Staff Report
Item 3: Staff Report
Pg.
1 Packet Pg. 13 of 115
Electrification (SFRE) Pilot Program will expand City-provided turnkey services beyond heat pump water heaters to help homes throughout Palo Alto replace gas heating and appliances.
Staff is also requesting a budget of $1.43 million, paid for using revenue from the City’s participation in the State’s gas cap and trade program, to enable this pilot program.
Implementation of this program will be informed by lessons learned from the Advanced HPWH Pilot Program as well as new information from the S/CAP Funding Study that began in 2024 and remains underway.
BACKGROUND
Staff and the community have been working to achieve the community’s greenhouse gas (GHG) emissions reduction goals of reducing GHG emissions 80% from 1990 levels by 2030, as adopted in the Sustainability and Climate Action Plan (S/CAP). The updated S/CAP was adopted in June 2023 along with the 2023-2025 S/CAP Work Plan.1 Work Items 2.1D through 2.1H focus on establishing rebates and programs to facilitate single-family home electrification.
A variety of rebates and programs have already been established.
Table 1: Summary of Electrification Services Offered by City Equipment Services Service Launched
Full-service replacement March 2023
Emergency replacement September 2024Heat pump water heater Rebate and/or technical assistance for
residents who hire their own contractor 2017
Heat pump space heater
and other equipment
Rebate and/or technical assistance for
residents who hire their own contractor January 2025
The “Advanced HPWH Pilot Program” was adopted in October 2022 and launched in March 2023.2 It includes a rebate program for residents who hire their own contractors and a full- service “turnkey” program for those who want the City to take care of the whole process. In September 2024, the Emergency Water Heater Replacement Pilot Program was added as the full-service program was not designed to accommodate emergency installations. As of January 30, 2025, 522 installations had been completed through a combination of the City’s rebate, emergency, low-income, and full-service programs. Although Palo Alto’s goal of installing 1,000 1 2023-2025 S/CAP Work Plan; https://www.cityofpaloalto.org/files/assets/public/v/1/sustainability/reports/2023-2025- scap-work-plan_final.pdf
2 On October 3, 2022, City Council approved the contract with Synergy Companies, which includes, among other tasks, the administration of an Advanced Heat Pump Water Heater Pilot (Staff Report #14542:
https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports- cmrs/2022/10-03-2022-id-14542.pdf))
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HPWH is taking some extra time, Palo Alto has installed HPWHs at three times the rate as other comparable programs when adjusted for the service territory population.
In January 2025 the City launched services to offer rebates and technical assistance to help Palo Alto homeowners replace gas appliances such as gas furnaces in their homes with clean and efficient electric alternatives, and ultimately to disconnect the gas meter at their house. This was intended to be the first phase of a two-phase launch of the City’s electrification program expansion, with the first phase involving rebates and technical assistance and the second phase being the full-service home electrification program described in this staff report.
Staff anticipates interest in heat pumps growing among homeowners as several programs and policies unfold. In 2025, the State’s Equitable Building Decarbonization program will begin serving low-income residents with greatly subsidized or no-cost electrification programs. In late 2024, the Inflation Reduction Act (IRA) income-qualified rebates, also known as Home Electrification and Appliance Rebates (HEEHRA), became available, providing significant additional subsidies to low- and moderate – income homeowners for electrification. While this program is slated to provide significant additional funding, its status is uncertain under the new federal administration.
In March 2023, BAAQMD updated the emission standards for gas water heaters (Rule 9-6) and gas furnaces (Rule 9-4), requiring a zero emissions limit for nitrous oxide emissions (NOx) beginning in 2027 and 2029 respectively, in order to help the region achieve federal clean air standards. The “BAAQMD Zero NOx Appliance standards” will apply to residential water heaters sold in the nine-county region starting in 2027, while similarly updated standards are slated to follow in Southern California, and are currently under consideration in the Sacramento area and statewide through the Air Resources Board.
ANALYSIS
This action will expand the City’s residential electrification program services further to include a full-service (a.k.a. turnkey services) program component to help residents electrify home heating systems and other gas end-uses in addition to water heaters. With the addition of these services, staff is now referring to the entire suite of programs (including this program and the programs listed in Table 1 above) as the Advanced Single-Family Electrification Pilot Program.
Launching this full-service program component requires a new contractual partner (see Attachment A) and additional funding in the FY 2025 budget.
Franklin Energy would run the full-service component of this home electrification program. The City will continue to handle most community outreach, generating leads. Franklin will provide customer intake, complete home assessments, help residents decide on an electrification plan, provide quotes, and manage the contractor to complete the project. They will also provide any post-installation support and issue resolution needed. Franklin currently has contracted with three sub-contractors to handle installations at customer sites, with plans to onboard additional Item 3
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contractors in the future. These contractors have agreed to provide fixed prices on electrification upgrades, making electrification easier and price-transparent for residents.
Staff estimates that 500-700 households require furnace replacements each year. The proposed budget for this three-year contract is enough for about 150 homes. This is about 20% to 30% of annual replacements, a comparable market share to that accomplished by the heat pump water heater program. The program participation can be monitored, and increased funding pursued if needed.
If the budget amendment is approved, funding supports subsidies as described below for up to 150 homes (up to $9,550 per home), plus $211,000 to set up the program, $369,000 per year for program administration, $120,000 per year for home electrification plans and technical assistance. An optional additional contract item for a low-income (LI) turnkey electrification program covering household costs could be added for $1.49 million for 45 homes, assuming $19,000 in additional covered electrification costs per home; this option is included in the contract maximum and budget approval sought in this report. In total, a 3-year contract of $7.1 million (including 10% for additional services) is recommended; $4.9 million without optional LI program, or $6.4 million with the optional LI program.
Table 2: Proposed Turnkey Home Electrification Annual Budget
PROPOSED INCENTIVE
(PCE incentive / SVCE incentive)
Annual budget
(150 homes per year)*
Customer Incentives, paid directly to Franklin:
Heat Pump Air Conditioner/Heater
(assume 80% of participating households)
$2,500
($1,500 / $2,500) $300,000
Heat Pump Water Heater
(assume 2/3 of participating households)
$3,500**
($2500 /$2,000) $350,000
Electric Circuits & Readiness
(assume 80% of participating households)
$500 per circuit, max $2,000
(same / same) $240,000
Electric Panel Upgrade
(assume 20% of participating households)
$1,000
($1,000 / $1,000) $30,000
Attic/Roof Insulation
(assume 20% of participating households)
Up to $1,000
(none / none) $30,000
Gas Meter Removal
(assume 20% of participating households)
$2,500
(none / $500) $75,000
Permitting costs $250
(none / none) $55,000
Franklin Contract:
Home Electrification Plan
(assume 33% conversion rate) $267 $120,150
Program Set Up $211,000
Concierge Service $2,462 $369,294
First Year Contract $1,780,519
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Table 2: Proposed Turnkey Home Electrification Annual Budget
PROPOSED INCENTIVE
(PCE incentive / SVCE incentive)
Annual budget
(150 homes per year)*
* Continuation of the contract to years two and three is contingent on approval of funding in the FY 2027 and FY 2028 budgets.
** Existing rebate from current program, must be included here if contractor pass through.
Procurement Process
An exemption to competitive solicitation pursuant to Palo Alto Municipal Code section 2.30.360 (k) was approved by the City Manager via Procurement Officer, after determining that another RFP Process described below was substantially similar to the City’s standard RFP, saving the City time and resources that would otherwise be necessary to issue a separate RFP.
Franklin Energy was selected by Peninsula Clean Energy (PCE) and Silicon Valley Clean Energy (SVCE) after a formal RFP process in 2023 with contracts approved by the boards of the two CCAs in February and March of 2024 respectively.3, 4 In August 2023, PCE issued the request for proposals (RFP) to select an implementation team for a multi-year single-family home electrification turnkey installation service.5 In October 2023, five proposals were received, and two of those were invited for interviews. PCE and SVCE selected Franklin Energy to implement the program based on their pricing and experience. The City Attorney and Procurement Officer have reviewed the process and approved the program as eligible for adoption in Palo Alto following the terms and pricing established by PCE and SVCE, although Palo Alto would not be bound to adopt the full program and could choose the segments of interest. Franklin Energy has confirmed that the same pricing will be available to Palo Alto.
FISCAL/RESOURCE IMPACT
Staff recommends funding the Franklin Energy contract with an amendment to the Fiscal Year 2025 Budget Appropriation for the Gas Fund to increase the Contract Services expense appropriation by $1,431,000 funded from the Gas Cap and Trade Reserve. Program promotion and outreach will be funded through the climate reduction outreach budget established in the FY 2025 Adopted Budget. The program will be launched and operated using existing staff. The entire Advanced SFRE Pilot Program is projected to require 2 FTE in CY 2025, with staff time requirements likely declining slightly once the program is launched. 3 Peninsula Clean Energy Authority Board Meeting, February 22, 2024; see item 6 for a 3-year contract with Franklin Energy with a not-to-exceed amount of $26 million that was approved. https://d3n9y02raazwpg.cloudfront.net/peninsulacleanenergy/0eb565b4-ab64-11ee-bb82-0050569183fa-ccc1c33b-19c1-486c- b92a-8827a6a99940-1708564392.pdf
4 Silicon Valley Clean Energy Authority Board Meeting, March 13, 2024; see item 6 for a 3-year contract with Franklin Energy with a not-to-exceed amount of $14 million that was approved. https://svcleanenergy.org/wp-content/uploads/Meeting-Minutes-from-March-13-2024-Board-Meeting-F-scrubbed.pdf 5 All PCE RFP documentation can be found at https://www.peninsulacleanenergy.com/solicitations/rfp-single-family-home- electrification/.
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The contract with Franklin Energy would be on the City’s professional services contract template, which permits the City to terminate without cause/for convenience by providing 30 days’ written notice to the contractor. In the event the City finds itself facing a challenging budget situation, and it is determined that City resources need to be refocused elsewhere, the City can terminate for convenience. Other options include termination due to non- appropriation of funds or amending the contract to reduce the cost, for example, by reducing the scope of work. The contract may also be temporarily suspended by written notice of the City Manager.
STAKEHOLDER ENGAGEMENT
Staff has done some level of stakeholder engagement for each of the programs listed above and intends to do more in development of new programs:
•Staff held several Working Group and S/CAP Committee meetings on this program throughout 2023 and 2024.
•Staff learned from participants in each of its existing programs through customer surveys and discussions with individual participants, as well as outreach to contractors. •Planned stakeholder engagement is slated to continue with additional meetings with the S/CAP Committee and Working Group, community partners, and regional partners, as staff continues to refine electrification programs.
ENVIRONMENTAL REVIEW
Council’s approval of this contract and budget revision for Single-Family Residential Electrification Programs are not subject to CEQA review, as administrative government activities that will not result in any direct or indirect physical change to the environment (CEQA Guidelines section 15378(b)(5)). Potential environmental impacts of the Advanced Heat Pump Water Heater Program were analyzed as part of the Sustainability and Climate Action Plan (S/CAP) Addendum to the Comprehensive Plan Environmental Impact Report. On June 5, 2023 (Staff Report #2303-1158)6 Council certified the Addendum, which found that the S/CAP programs would not result in any significant or substantially more severe effects beyond what was previously analyzed in the Comprehensive Plan EIR.
ATTACHMENTS
Attachment A: Contract with Franklin Energy; Contract C25193676 6 6/5/23 Council Meeting:
https://cityofpaloalto.primegov.com/Portal/Meeting?meetingTemplateId=12530 Agenda Item 14, https://cityofpaloalto.primegov.com/Portal/viewer?id=1906&type=0 SR 2303-1158 - Adoption of a Resolution Approving an Addendum to the 2017 Comprehensive Plan Environmental Impact Report and Adopting the Sustainability and Climate Action Plan (S/CAP); Approval of the 2023-2025 S/CAP Workplan; and Review of the 2023 Earth Day Report.
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APPROVED BY:
Kiely Nose, Interim Director of Utilities
Staff: Diane Bailey, Sustainability Programs Administrator Item 3
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CITY OF PALO ALTO CONTRACT NO. C25193676
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND FRANKLIN ENERGY SERVICES LLC This Agreement for Professional Services (this “Agreement”) is entered into as of the 27th day of May, 2025 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and FRANKLIN ENERGY SERVICES LLC, a Delaware limited liability, located at 102 N. Franklin Street, Port Washington, WI 53074 (“CONSULTANT”).
The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference:
RECITALS
A. CITY intends to initiate a turnkey home electrification program for up to 500 single-family homes (the “Project”) and desires to engage a consultant to provide home assessments, home electrification plans and oversee installation of electric appliances and equipment to single-family homeowners throughout the city in connection with the Project (the “Services”, as detailed more fully in Exhibit A).
B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services.
C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree as follows:
SECTION 1. SCOPE OF SERVICES . CONSULTANT shall perform the Services described in Exhibit A in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY.
Optional On-Call Provision (This provision only applies if checked and only applies to on-call agreements.)
CITY may elect to, but is not required to, authorize on -call Services up to the maximum compensation amount set forth in Section 4 (Not to Exceed Compensation).
CONSULTANT shall provide on -call Services only by advanced, written authorization from CITY as detailed in this Section. On-call Services, if any, shall be authorized by CITY, as needed, with a Task Order assigned and approved 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 Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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maximum compensation amount, in accordance with the provisions of this Agreement.
Compensation for on-call Services shall be specified by CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project Manager within the time specified by the Project Manager, and upon authorization by CITY (defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall become part of this Agreement. The cumulative total compensation due to CONSULTANT for all Task Orders issued under this Agreement shall not exceed the amount of compensation set forth in Section 4. CONSULTANT shall only be compensated for on -call Services performed under an authorized Task Order and only up to the maximum compensation amount set forth in Section 4. Performance of and payment for any on-call Services are subject to all requirements and restrictions in this Agreement.
SECTION 2. TERM.
The term of this Agreement shall be from the effective date of this agreement through May 26, 2028 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT.
CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT.
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 Six Million Four Hundred thirteen Thousand Five Hundred twelve Dollars ($6,413,512.00) . 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.
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 Six Hundred Forty-one Thousand Three Hundred Fifty-One Dollars ($641,351.00) for the performance of Additional Services (as defined below). The total compensation for performance of the Services, Additional Services and any reimbursable expenses specified in Exhibit C, shall not exceed Seven Million Fifty- Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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Four Thousand Eight Hundred Sixty -Three Dollars ($7,054,863.00) , as detailed in Exhibit C.
“Additional Services” means any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described at Exhibit A. CITY may elect to, but is not required to, authorize Additional Services up to the maximum amount of compensation set forth for Additional Services in this Section 4. CONSULTANT shall provide Additional Services only by advanced, written authorization from CITY as detailed in this Section. Additional Services, if any, shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project Manager, as identified in Section 13 (Project Management). Each Task Order shall be in substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK ORDER”. Each Task Order shall contain a specific scope of services, schedule of performance and maximum compensation amount, in accordance with the provisions of this Agreement. Compensation for Additional Services shall be specified by CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project Manager within the time specified by the Project Manager, and upon authorization by CITY (defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall become part of this Agreement. The cumulative total compensation to CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the amount of compensation set forth for Additional Services in this Section 4.
CONSULTANT shall only be compensated for Additional Services performed under an authorized Task Order and only up to the maximum amount of compensation set forth for Additional Services in this Section 4. Performance of and payment for any Additional Services are subject to all requirements and restrictions in this Agreement.
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the Services performed and the applicable charges (including, if applicable, an identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit C -1. If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s invoices shall be subject to verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the address specified in Section 13 (Project Management) below. CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it, its employees and subcontractors, if any, possess the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All Services to be furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that prevail among Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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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 Project design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY.
SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs the Services requested by CITY under this Agreement.
CONSULTANT and any agent or employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY pertaining to or in connection with any retirement, health or other benefits that CITY may offer its employees. CONSULTANT will be responsible for all obligations and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar responsibilities related to CONSULTANT’s performance of the Services, or any agent or employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by which such a result is obtained.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written approval of the City Manager. Any purported assignment made without the prior written approval of the City Manager will be void and without effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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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.
Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY agrees that subcontractors may be used to complete the Services. Franklin Energy Services, LLC (“Consultant”) subcontracts with installation contractors (“Subcontractors”). The subcontractors authorized by CITY to perform work on this Project are three vetted electrification installation contractors listed following:
1. Enso Building Solutions Inc. dba Enso Insulation, PO Box 1535, Fullerton, CA 92836
2. Efficient Modern Heat Pump-HVAC dba Electrify My Home, 53 B Commerce Place, Vacaville, CA 95687
3. Fuse Service Inc., dba Fuse HVAC Refrigeration Electrical & Plumbing, 2222 Ronald St., Santa Clara, CA 95050
CONSULTANT shall be responsible for directing the work of any subcontractors and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with the prior written approval of the City Manager or designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Isai Reyes, Telephone: (415) 231-0222, Email: [email protected] the CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day -to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s 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 Diane Bailey, Utilities Department, Utility Program Services Division, 250 Hamilton Ave., Palo Alto, CA 94301, Telephone: 650 -566-4552, Email:
[email protected]. CITY’s Project Manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. CITY may designate an alternate Project Manager from time to time.
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SECTION 14. OWNERSHIP OF MATERIALS . All work product, including without limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models, recordings, data, documents, and other materials and copyright interests developed under this Agreement, in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation upon their use, except that CONSULTANT shall retain ownership of all pre -existing intellectual property rights, including any and all enhancements, improvements, modifications, and any other derivative works created prior to execution of the Agreement. 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 third party demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorney’s fees, experts fees, court costs and disbursements (“Claims”) to the extent that such Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. CITY will reimburse CONSULTANT for the proportionate percentage of defense costs exceeding CONSULTANT’s proportionate percentage of fault as determined by the final judgment of a court of competent jurisdiction.
16.2. Notwithstanding the above, nothing in this Section 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.
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SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 29.4 of this Agreement. No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance expressly stated. No single or partial exercise of any right or remedy will preclude any other or further exercise of any right or remedy.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A -:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss 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 thirty (30) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination.
19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).
19.3. In event of suspension or termination, CONSULTANT will be paid for the Services rendered and work products delivered to CITY in accordance with the Scope of Services up to the effective date in the notice of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with this Agreement as such determination is made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30.
19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made in accordance with Section 17 (Waivers).
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager
To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement.
With Copy to: Franklin Energy Services, LLC
Legal Department
at 102 N. Franklin Street
Port Washington, WI 53074
[email protected]
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CONSULTANT shall provide written notice to CITY of any change of address.
SECTION 21. CONFLICT OF INTEREST.
21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services.
21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subcontractors or other persons or parties having such an interest.
CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any conflict arises.
21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as amended from time to time.
SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section
2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment.
22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, CONSULTANT shall comply with the following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to CITY generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-based inks. (b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed.
SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060.
SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement.
SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS.
26.1. This Project is not subject to prevailing wages and related requirements. CONSULTANT is not required to pay prevailing wages and meet related requirements under the California Labor Code and California Code of Regulations in the performance and implementation of the Project if the contract:
(1) is not a public works contract;
(2) is for a public works construction project of $25,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or (3) is for a public works alteration, demolition, repair, or maintenance project of $15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j).
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SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes of this Section 27, a “9204 Public Works Project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”.
This Project is not a 9204 Public Works Project.
SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to CITY’s Confidential Information (defined below). For a period of five (5) years from the date of disclosure, CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement. Upon conclusion of the 5 year period described above CONSULTANT will destroy all of CITY’s Confidential Information and provide proof of destruction to City.
28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or intangible, provided or otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or access to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order.
28.4. CONSULTANT will notify City promptly upon learning of any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT.
28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions.
SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions.
29.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California.
29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties.
29.4. This Agreement, including all exhibits, constitutes the entire and integrated agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect.
29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control.
29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.
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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 C-2: ELIGIBLE MEASURES COMPENSATION
EXHIBIT D: INSURANCE REQUIREMENTS
EXHIBIT E: INFORMATION PRIVACY POLICY
EXHIBIT F: CYBERSECURITY TERMS AND CONDITIONS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED.
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CONTRACT NO. C25193676 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
FRANKLIN ENERGY SERVICES LLC
Officer 1
By:
Name: Jaclyn Bliss
APPROVED AS TO FORM: Title: President
City Attorney or designee
Officer 2
By:
Name: Dario Deferrari
Title: Chief Financial Officer
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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 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.
Overview
The City of Palo Alto Utilities is initiating a Turnkey Home Electrification Program (the “Turnkey Program”, “Program”, or “Turnkey Electrification Services”) for up to 500 single-family homes over three years. The Program will include free home assessments and home electrification plans to single- family homeowners throughout Palo Alto. Those who want to proceed with one or more major electrification measures (i.e. heat pump water heater, heat pump HVAC) will receive concierge assistance and guaranteed fixed pricing for the installation of heat pump heating and cooling systems, heat pump water heaters, electric cooking appliances, electric clothes dryers, and electrification of any other home gas uses. The concierge service will include applying for leveraged funding (from a mutually agreed upon list) on behalf of the customer. The Program will emphasize the use of efficient heat pumps and clean electric technologies that can operate with zero GHG emissions given Palo Alto’s carbon-neutral electric supply.
Program Goals and Objectives
1. Ensure an affordable and easily accessible option for CPAU customers to electrify their homes.
2. Provide safer, healthier, resilient, zero carbon homes with improved indoor air quality and lower energy bills.
3. Establish dedicated crews of trusted, experienced installers capable of whole home electrification without typically needing to upgrade electrical service.
4. Support the City of Palo Alto Sustainability and Climate Action Plan program and goals.
Service Level Expectations (SLE)
The single-family service SLEs sets minimum requirements for how a customer receives program services. The intent of the SLEs is to deliver timely, quality services and maintain high customer satisfaction. Consultant will track and aim to achieve the following SLEs:
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1. For homes receiving a single electrification measure, install and energize equipment within 30 days of customer enrollment,1 barring electrical service upgrade delay or building department-mandated delays regarding planning or permit review.
2. Install and energize all equipment within 60 days of customer enrollment, barring electrical service upgrade delays.
3. When functioning gas-fired appliances and equipment (water heater, space heater, stovetop, clothes dryer) are electrified through the program, electric replacements must be installed, functional, and operating within 48 hours of the gas appliance(s) removal.
4. Achieve 90% satisfaction rating for program services from customer surveys.
5. Achieve a 30% or higher conversion rate: the rate of customers who enroll and complete at least one major home electrification project.
Consultant Tasks
Section I: Turnkey Home Electrification
Task 1: Program Design and Set Up
1.1 Kickoff and Check-in Meetings
Consultant will develop an agenda and lead a program kickoff meeting with CPAU to review program goals and objectives, budget, timeline, and administrative processes at a mutually determined date following contract execution.
After the kickoff meeting, the Consultant will set up check-in meetings on a biweekly recurring schedule, as determined by CPAU. For check-in meetings, Consultant will work with the CPAU contract administrator(s) to determine the agenda at minimum one day prior to the meeting.
Meetings will focus on program progress updates, reviewing deliverables, and determining expected milestones for the next meeting.
Task 1.1 Deliverable: Meeting agendas and meeting minutes
1.2 Provide Compliance Documentation
Consultant will provide CPAU with documentation of insurance, all legally required certifications, and other requirements, including requirements applicable to subcontractors. If any materials are renewed or subcontractors changed, updated documents must be provided to CPAU within five (5) business days, in accordance with the terms of the Agreement. Consultant will provide all subcontracts to CPAU for review and verification of required terms, including but not limited to indemnification requirements equivalent to those in Section 16 of this Agreement, and Eligible Measure costs listed in Exhibit C-2, prior to execution.
Major supplementary documentation developed by Consultant and/or its Subcontractors while delivering these services must also be provided to CPAU upon request. This supplementary
1 Customer enrollment occurs upon receipt of the customer’s signed and properly completed Program Participation Agreement.
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documentation may include, but is not limited to executed subcontracts, permits, photographs of installed equipment, and materials developed for CPAU and Consultant use.
Task 1.2 Deliverable: Compliance documentation, including for all subcontractors
1.3 Finalize Program Design and Strategy
Consultant will assist CPAU in finalizing the program strategy, plan, and design, subject to CPAU review and approval. Prior to program launch, Consultant will:
1.3.1 Develop a detailed project timeline prior to kickoff meeting.
1.3.2 Co-develop with CPAU refinements to Turnkey Electrification services as needed.
1.3.3 Finalize Eligible Measures Compensation list, including measures outlined in Exhibit C. At CPAU’s discretion, the Eligible Measure Compensation list may include additional measures as described in Task 5 and agreed upon by CPAU and Consultant.
1.3.4 Determine cost-share pricing structure and operations for customers.
1.3.5 Determine approach for procuring equipment including selecting high-quality equipment providers with strong customer ratings for selected equipment and method for securing preferential pricing and any stocking needs.
1.3.6 Finalize staffing plan based on final services and program rollout timing.
1.3.7 CITY wants to ensure that customers are paying the lowest program costs possible and is aware that some of the HPWH unit measure prices listed in Exhibit C-2 may exceed current market rates. Therefore, Consultant shall conduct a thorough written review of HPWH measure unit prices for CITY review no later than the fourth quarter of 2025. If, based on this review, City determines that any HPWH measure prices have dropped below those shown in Exhibit C-2, Consultant shall revise the compensation for those measures downward by December 2025, to ensure alignment with current market rates and to maintain cost competitiveness.
1.4 Develop Program Handbook
Consultant will draft a Program Handbook for use by CPAU and the Consultant. The Program Handbook will describe in greater detail the design, implementation, and policies of the Turnkey Electrification Service. Consultant will submit a draft of the Program Handbook to CPAU for review and approval before finalizing. Consultant will provide written revisions and update to the Program Handbook upon CPAU request. The Program Handbook will include the following:
1.4.1 Customer and property eligibility requirements.
1.4.2 The terms and conditions for eligible customers to participate in the program.
1.4.3 The process for enrolling customers in the program, including customer journey, operational steps, and developing program referrals in collaboration with CPAU.
1.4.4 The process to conduct post-assessment customer follow-ups to maximize conversion rate.
1.4.5 Eligible Measures List as outlined in Exhibit C-2, and any additional measures added as part of Task 5.
1.4.6 List of third-party programs that can be co-delivered/leveraged through the program, including measures and incentive amounts, and a process for how they are applied for and accounted for through the program.
1.4.7 Home Assessment methodology including the following:
1. List of criteria that would deem a project ineligible for planned services by equipment type or issue (e.g., water heaters in locations too small for a heat pump water heater, knob and tube wiring in home, electric service capacity issues, etc.) Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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2. Testing and assessing procedures and required certifications, as appropriate.
1.4.8 Field verification standards for Eligible Measures, including handling of hazardous materials (e.g., asbestos and lead safe practices).
1.4.9 The process for getting building permits.
1.4.10 The process for installing equipment, including manufacturer’s and workmanship warranty documentation processes, health and safety protocols, and quality assurance.
1.4.11 Dispute resolution guidelines and standard procedures including processes for handling customer and/or Subcontractor issues.
1.4.12 The process for providing Program Progress Reports (Task 2.1) and Monthly Expense Reports (Task 2.2).
Task 1.4 Deliverable: Program Handbook
1.5 Develop and Maintain Technical Design Guidelines
Consultant will:
1.5.1Develop and maintain Technical Design Guidelines, subject to CPAU’s review and approval. The Technical Design Guidelines will be used by Consultant to guide the development of each participating home’s Scope of Work (Task 4.2.3).
The Technical Design Guidelines will be based on the following principles:
1. Maximizing decarbonization with high cost-effectiveness.
2. Favoring installation and operation simplicity and reliability.
3. Delivering operating cost, comfort and air quality benefits to homeowners, while mitigating adverse conditions such as noise.
4. Designing for grid benefits and resilience where possible.
5. Meeting all permitting requirements of the local jurisdictions; and
6. Avoiding service upgrades through power-efficient, whole system design whenever possible. All program contractors will be expected to be trained on this topic.
1.5.2 . Technical Design Guidelines shall, at a minimum, include the following:
1. Installation guidelines and diagrams, if applicable, for Eligible Measures outlined in Exhibit C-2, and any additional measures added as part of Task 5.
Eligible Measures will also include minor home repair measures and, in some cases, energy efficiency and resilience measures.
2. Installation guidelines and diagrams, if applicable, for approved New Program Measures, Technologies and Methods (Task 5).
3. Home scenarios and a decision tree.
4. Process and guidelines for decommissioning gas equipment, capping gas lines, and if appropriate or necessary coordination with CPAU to remove gas meter.
1.5.3 Monitor industry best practice through associations such as ASHRAE and other forums.
1.5.4 Provide written revisions and updates to the Technical Design Guidelines based on industry best practices, learnings from the Program, and any additional measures added as part of Task 5 every 12 months or as mutually deemed appropriate.
1.5.5 Design Technical Design Guidelines to be public-facing and consistent with CPAU’s Branding Guidelines.
Task 1.5 Deliverable: Technical Design Guidelines
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1.6 Develop Home Assessment Template
Consultant will create a Home Assessment Template for CPAU review and approval before use.
Consultant will perform an in-home or virtual assessment and use the Home Assessment Template to document existing home conditions and equipment and determine measures’ suitability to develop a customized Scope of Work (Task 4.2.3). The Home Assessment will include the following elements regarding equipment and appliances located at the residential property:
1.6.1 An inventory of physical conditions, location, and age of appliances, and home conditions.
1.6.2 Evaluation of the condition and capacity of the existing electrical systems and recommended upgrades that may be necessary to enable the proposed measures.
1.6.3 Analysis of panel capacity for recommended measures and whole-home electrification (either meter-based or electric load calculations as needed) to ensure home can electrify on service capacity and determine appropriate approach to electrical layout.
1.6.4 Recommended locations for new electrical equipment, noting any observed space or structural constraints and possible remedies.
1.6.5 Photos and diagrams as required by permitting and incentive programs (site, equipment, etc.).
Task 1.6 Deliverable: Home Assessment Template
1.7 Develop Project Scope of Work Template
In coordination with CPAU, Consultant will draft a Project Scope of Work template for CPAU review and approval before use. The Project Scope of Work will be provided by the Consultant to the homeowner and will include information necessary for the homeowner to understand the electrification opportunities available to them. The Project Scope of Work will be provided in electronic format, and available via paper upon customer request. Consultant will provide revisions and updates to the Project Scope of Work template upon CPAU request but no more frequent then twice a year. The Project Scope of Work template shall include the following elements:
1.7.1 Customer contact information (name, address, email, phone number)
1.7.2 Program contact information (email, phone number)
1.7.3 Recommended Eligible Measures (measure, quantity, cost)
1.7.4 Incentives (CPAU and third-party rebates and incentives)
1.7.5 Financing options based on content provided by CPAU
1.7.6 Cost (total and net of potential incentives)
1.7.7 Proposed workplan and general timeline that will be executed if customer opts to receive services
Task 1.7 Deliverable: Scope of Work Template
1.8 Develop Program Participation Agreement
Consultant will draft a Program Participation Agreement(s) subject to CPAU review and approval that includes terms and conditions of the program and grants the Consultant and its subcontractors permission to perform activities necessary to participate in the Program including site visits, building evaluations, equipment installation, and evaluation, measurement and verification (EM&V). The Program Participation Agreement will be developed in paper and Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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Contract C25193676
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electronic formats. Consultant must ensure that the Participation Agreement is signed by homeowners upon enrollment.
Task 1.8 Deliverable: Program Participation Agreement
1.9 Enroll in State or Local Programs
Complementary regional, state, and federal electrification incentive programs (“third-party programs”) are anticipated to be available during the program term, including but not limited to TECH Clean CA, GoGreen Financing, and the Inflation Reduction Act (IRA) electrification rebates. Maximizing third-party program incentives is necessary to reduce project costs across the single-family service. Some third-party programs require enrollment as a qualified contractor to be eligible for incentives. As such:
1.9.1 Consultant and/or its Subcontractors shall enroll in third-party programs, as directed by CPAU, and provide CPAU with proof of enrollment within 30 day of availability.
1.9.2 If, after making commercially reasonable attempts to enroll Customers in CPAU- directed third-party programs, the Parties determine that proceeding in certain programs would be exceedingly burdensome for Consultant or the Customer, Consultant may provide written documentation of its findings sufficient to allow CPAU to determine whether Consultant shall continue attempting enrollment utilizing the “Additional Services” clause of Section 4 of the Agreement, or whether to abandon continued enrollment attempts at no additional cost.
1.9.3 If any third-party programs are terminated during the Term of this Agreement and before Customer payments are issued, Consultant shall inform CPAU within 30 business days, to allow CPAU to determine whether a substitute third-party program can be utilized.
1.9.4 During the program term, Consultant and/or its Subcontractors, where applicable, shall complete and submit applications for mutually agreed upon third-party programs for projects completed.
1.9.5 Consultant and/or its Subcontractors shall capture incentives from mutually agreed upon third-party programs and report on funds received and net CPAU costs on Monthly Expense Reports (defined in Section 2.2).
Task 1.9 Deliverable: Proof of enrollment in other incentive programs as directed by CPAU.
1.10 Setup Customer Relationship Management (CRM) System & Data Exchange A customer relationship management (CRM) system is critical to manage the pipeline of projects in an easily searchable and reportable way and analyze program performance. Consultant shall:
1.10.1 Set up an electronic customer relationship management system (CRM) for the Program.
1.10.2 With CPAU review and approval, jointly define all the data elements to be captured. Data elements shall include but are not limited to the following:
1. Customer contact information (name, address, phone, email);
2. Customer enrollment in Turnkey, program and status for receiving services, including whether projects were declined by customer or infeasible with rationale;
3. Scheduled program activities, including date and time of site assessments, installations, inspections, as subcontractor supplied data allows etc.;
4. Customer Scope of Work and resulting job orders;
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5. Photos or diagrams of site conditions prior to installation;
6. Equipment and measures installation costs (quoted, actual);
7. Completed customer forms and records, including Program Participation Agreement, building permits, and inspection reports;
8. Customer payments collected as shown on contractor invoicing;
9. Installed equipment and measures (quantity, model size);
10. Third-party rebate and funding sources utilized (program name, incentive amount, measure); and
11. Final permits for installed projects.
1.10.3 Transfer data to CPAU’s CRM. With CPAU review and approval, jointly define data to be transferred and the method and frequency of the automated data transfer.
1.10.4 Ensure data systems meet industry-standard security and that data is encrypted, at rest and in transit.
Task 1.10 Deliverable: Customer Relationship Management system and data exchange method 2 Administrative Reporting Tasks
2.1 Develop and Provide Program Progress Reports
Consultant will provide monthly Program Progress Reports. Consultant will share the report findings at the biweekly check-in meeting with the CPAU contract administrator. Program Progress Reports will include at minimum: program performance towards goals and objectives, successes and challenges (e.g. technical problems, implementation barriers, or customer issues, if any), and next steps. On a regular schedule, but no less than quarterly, review SLEs and participant surveys collected by CPAU to provide written assessment regarding performance of the program, Consultant and subcontractors, work completed, and recommend to CPAU program improvements.
Task 2.1 Deliverable: Program Progress Report
2.2 Develop and Provide Monthly Expense Reports
Consultant will develop a Monthly Expense Report Template for CPAU review and approval.
After CPAU approval of the Monthly Expense Report Template, Consultant will provide Monthly Expense Reports including all associated invoices, including by subcontractors, by a mutually determined day of the month to receive payment for services provided for the previous month. The Expense Report Template will include but are not limited to the following:
2.2.1 Measures installed (quantity, description, model number, cost, date of installation, date of final permit);
2.2.2 Administration labor (task, subtask, hours, rate, total);
2.2.3 Project incentives from third-party rebate programs (program name, measure, total revenue);
2.2.4 Customer co-payments, collected by Subcontractors;
2.2.5 Total expenses for the reporting period;
2.2.6 Total program expenses; and
2.2.7 Remaining program budget.
Task 2.2. Deliverables: Monthly Expense Report Template and Ongoing Monthly Expense Reports
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Contract C25193676
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2.3 Develop Annual Program Report
Consultant will develop an Annual Program Report consistent with CPAU-provided branding guidelines for public distribution within 3 months after completion of each 12-month period.
Consultant will draft the Annual Program Report for CPAU review and approval prior to public distribution. The Annual Report will include but is not limited to the following:
2.3.1 Executive summary;
2.3.2 List of outcomes for each Program Objective;
2.3.3 List of any additional accomplishments;
2.3.4 Summary of projects completed and program interactions, for example; home characteristics, measures installed, project duration, funding sources, costs;
2.3.5 Summary of average/median project costs for each equipment type, and lessons learned broken down by measure type;
2.3.6 Evaluated conclusions drawn from the project including lessons learned and recommendations for future work; and
2.3.7 Financial summary comparing expenditures to the project budget.
Task 2.3 Deliverables: Annual Program Report
3 Marketing and Outreach
3.1 Coordinate Marketing and Outreach Activities
Consultant will:
3.1.1 Work closely with CPAU staff to ensure alignment with existing marketing and communications practices, including but not limited to branding guidelines and writing styles.
3.1.2 Participate in regular meetings (anticipated as quarterly) with CPAU’s Communications Team to discuss marketing approach, program progress, and marketing needs.
3.1.3 As needed, propose additional materials needed for the program and co-develop webpages, flyers, enrollment forms, educational forms, and other program materials with CPAU’s Communications Team.
3.1.4 Provide insights for an outreach strategy that targets homes that are most likely to benefit from the services based on electric and gas meter data, building characteristics, demographics and other criteria as mutually determined.
4. Turnkey Home Electrification Implementation
4.1 Screen, Enroll, and Educate Customers
Consultant will:
4.1.1 Intake customers leads via online interest form hosted on CPAU’s website. Form will allow customer to specify preferred communication method (phone, text, email).
4.1.2 Screen customer leads based on Program Handbook (Task 1.4).
4.1.3 Respond to customers by their preferred communication channel within three (3) business days to enroll them in the program, which includes collecting eligibility verification documentation, if any, and scheduling a Home Assessment (Task 4.2).
4.1.4 Manage all customer communications. As needed, offer access to interpretation service for other priority languages (e.g., Chinese, Spanish).
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Contract C25193676
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4.1.5 Provide customer with educational materials on home electrification and on use and maintenance of equipment to be installed in customer’s homes. If there is a desire for additional CPAU program materials the content will be shared by CPAU.
4.1.6 Follow up with customers to ensure that questions are answered.
4.2 Perform Home Assessment, Develop Customer Project Scope of Work, and Execute Program Participation Agreement
After completing Task 4.1 with the customer, Consultant will:
4.2.1 Serve as the customer’s principal point of contact for the Program, provide ongoing support, and resolve any customer issues.
4.2.2 Perform an in-person or virtual Home Assessment in eligible customer’s homes and update the CRM (Task 1.10). If an electrification plan was previously produced for the customer by CPAU or a third-party, the electrification plan may be used as initial guidance for the Home Assessment but should be adapted as conditions and professional evaluation dictate.
4.2.3 Using data gathered from the Home Assessment, develop a proposed Project Scope of Work (consistent with the Technical Design Guidelines in Task 1.5). If within Program budget, whole home electrification scope is to be encouraged with the property owner. Property owner may decline elements but at least one major electrification measure (i.e., water heater or space heating and cooling) is required to receive Program services.
4.2.4 Deliver Project Scope of Work (utilizing the template from Task 1.7) to customer which includes pricing of services, and information on all relevant program supported rebates and financing options. Consultant will offer to review the Scope of Work to explain findings, address any questions, and begin planning any installations. All Cost- share Turnkey Customer Cost-share Payment amounts and Premium Equipment Upgrade compensation, if applicable, will be included and clearly disclosed in each customer’s Project Scope of Work and Program Participation Agreement.
4.2.5 Provide the Program Participation Agreement (Task 1.8) to customer for their signature.
4.2.6 Follow up with customers who have not moved forward to encourage participation, at regular intervals following Program Handbook. Franklin Energy Advisors will conduct follow up by phone and send follow up emails with the email content provided by CPAU.
4.3 Install Measures and Provide Post-Installation Quality Control Upon receiving the customer’s signed Program Participation Agreement, the Consultant will:
4.3.1 Oversee Subcontractors who shall apply for building permits on behalf of the customer.
4.3.2 Oversee installation and manage Subcontractors installing measures outlined in the customer’s Project Scope of Work.
1. All equipment must be installed in accordance with all applicable federal, state, and local laws, building codes, manufacturer’s specifications and permitting requirements.
2. If an electrical service capacity upgrade is required, the Subcontractor will coordinate with CPAU on service and panel upgrades.
3. Consultant will notify CPAU of any delays that may result in an installation start date later than 120 days from the customer’s signed Program Participation Agreement.
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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with Franklin Energy;
Contract C25193676
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4.3.3 Periodically, as mutually determined with CPAU, perform quality control procedures to evaluate subcontractors’ performance and implement changes as mutually deemed appropriate.
1. Consultant shall perform site visits in 5% of homes that didn't have an inspection report and provide reports to CPAU on quarterly basis.
2. Additionally, CPAU may request site visits of up to 10 homes receiving services. Consultant shall participate in project site visits with the designated CPAU staff member(s) at a mutually determined date.
4.3.4 Within two business days of installation, educate customer in successfully operating and maintaining the new measure(s) installed.
4.3.5 Provide customer with equipment technical manuals, equipment warranty documentation, and installation warranty documentation that is supplied with the equipment via the manufacturer.
4.3.6 Respond to workmanship warranty calls as needed and use commercially reasonable efforts to assist customer in responding to product warranty issues, according to the warranty obtained by customer.
4.4 Manage Program Funds, Third-Party Rebates, and Customer Payments After completing the customer’s installation, the Consultant and/or its Subcontractors, as appropriate, will:
4.4.1 Collect customer cost-share Payments. Cost-share Turnkey projects are those that are paid in part by both the customer and CPAU. Customer cost-share payment contributions will be based on a fixed cost per Eligible Measure after applicable incentives are applied. The Subcontractor performing the work shall be responsible for collecting customer cost-share payments.
4.4.2 Submit application(s) for third-party program(s) the project is eligible for to reduce project costs. Where feasible, third-party program incentives shall be applied for by Consultant on behalf of the customer to reduce the cost of the customer’s co-payment contribution.
4.4.3 Submit documentation to CPAU on third-party rebate and incentive sources such as amount captured per month and net CPAU cost after third-party rebates.
4.4.4 Pay Subcontractor invoices for equipment incentives provided by CPAU upon receiving CPAU payments.
4.4.5 Provide Monthly Expense Reports (Task 2.2) to receive payment for Program services.
4.5 Provide Supporting Documentation for Completed Projects Proper record-keeping is critical for the success of the single-family service. As such, Consultant must timely and accurately make the following items available for each project in Consultant’s CRM in order to receive payment for Services under this Agreement:
4.5.1 Customers’ Scope of Work;
4.5.2 Photos, Permits, and Final Inspection Report;
4.5.3 Executed Program Participation Agreement;
4.5.4 Project Installation Data
5 New Program Measures, Technologies, and Methods
A goal of the Program is to fully decarbonize homes in Palo Alto, while providing exceptional customer experience at the lowest installation cost. To that end, CPAU and Consultant may Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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propose new measures, technologies and methods for inclusion in the Program. Any new measures, technologies, or methods adopted which do not require changes to the Scope or additions to the project budget may be incorporated as Eligible Measures into the Program Handbook (Task 1.4) Technical Design Guidelines (Task 1.5), and Exhibit C-2, Eligible Measures Compensation with written approval by CPAU Program Manager. In the event that the addition of new measures requires additional scope and/or budget this shall be formalized in a mutually negotiated and executed amendment to this Agreement. Area of interest may include but are not limited to:
5.1 Energy Efficiency
5.1.1 Develop with CPAU, criteria and program delivery methods for deploying low-cost energy efficiency measures such as: air sealing, targeted insulation, duct sealing, sink aerators, LED lights, etc.
5.2 EV Charging
5.2.1 Develop methods to ensure homes are capable of accepting an EV charger with at least a 20-amp, 120-volt outlet on a dedicated circuit unless technically infeasible, such as lack of off-street parking.
5.3 120 Volt and/or Power Efficient Systems and Space + Water Heating Combo Systems
5.3.1 Monitor results of assessments for 120-volt and/or power efficient water heater, space heating systems, and induction ranges.
5.3.2 Develop with CPAU criteria and program delivery methods for deploying these systems as lower cost alternatives to traditional 240-volt systems under conditions that satisfy resident comfort needs.
5.4 Panels and Service Capacity
5.4.1 To keep costs down, CPAU seeks an approach that avoids service upgrades where possible. Identify or develop tool or process for National Electrical Code (NEC) 220.83 and/or 220.87 calculations which will assist with upgrading homes without requiring a service upgrade.
5.4.2 Develop criteria for a) service upgrades or b) panel replacements without service upgrades such as due to safety needs.
5.4.3 Work with CPAU to assess scenarios where smart panels, smart breakers, and circuit pausers may be useful and cost-effective.
5.5 Innovations
5.5.1 Pilot technologies as mutually determined to meet program objectives including technologies mentioned above plus battery storage, and other technologies as mutually determined.
5.5.2 Incorporate innovations deemed successful into Technical Design Guidelines and standard practices as mutually determined.
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Contract C25193676
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Section II
Overview of Turnkey Installation Program for Income-Qualified households (Optional) This scope of work is optional at the CITY’s discretion. If CITY opts to proceed with this Scope, it will provide CONSULTANT with 90 days advanced written notice by email to allow for staffing and operational readiness. If directed by CITY, CONSULTANT will implement Direct Installation Program for Income-Qualified households to provide turnkey home electrification services.
1 Direct Install Implementation for Income-Qualified households
1.1 Screen, Enroll, and Educate Customers
Consultant will:
1.1.1 Intake customers leads via online interest form hosted on CPAU’s website. Form will allow customer to specify preferred communication method (phone, text, email).
1.1.2 Screen customer leads based on Program Handbook (Section I, Task 1.4).
1.1.3 Respond to customers by their preferred communication channel within three (3) business days to enroll them in the program, which includes collecting eligibility verification documentation, such as income documentation, and scheduling a Home Assessment (Section I, Task 4.2).
1.1.4 Manage all customer communications. As needed, offer access to interpretation service for other priority languages (e.g., Chinese, Spanish).
1.1.5 Provide customer with educational materials on home electrification and on use and maintenance of equipment to be installed in customer’s homes.
1.1.6 Where appropriate, refer customers to other non-CPAU electrification programs, such as energy efficiency and home repair programs that customers may qualify for.
1.2 Perform Home Assessment, Develop Customer Project Scope of Work, and Execute Program Participation Agreement
After completing Section II Task 1.1 with the customer, Consultant will:
1.2.1 Serve as the enrolled customer’s principal point of contact for the Program, provide ongoing support, and resolve any customer issues.
1.2.2 Perform an in-person or virtual Home Assessment in eligible customer’s homes and update CRM (Section I, Task 1.10). If an electrification plan was previously produced for the customer by CPAU or a third-party, the electrification plan may be used as initial guidance for the Home Assessment but should be adapted as conditions and professional evaluation dictate.
1.2.3 Using data gathered from the Home Assessment, develop a proposed Project Scope of Work that is consistent with the Technical Design Guidelines (Section I, Task 1.5). If within Program budget, whole home electrification scope is to be encouraged with the property owner. Property owner may decline measures, but at least one major electrification measure (i.e., water heater or space heating and cooling) is required to receive services.
1.2.4 Deliver Project Scope of Work to customer. Consultant will offer to review the Scope of Work with customer to explain findings, address any questions, and begin planning any installations.
1.2.5 Provide the Program Participation Agreement (Section I, Task 1.8) to customer for their signature.
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Contract C25193676
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1.3 Install Measures and Provide Post-Installation Quality Control Upon receiving the customer’s signed Program Participation Agreement, the Consultant will:
1.3.1 Oversee Subcontractors who shall apply for building permits on behalf of the customer.
1.3.2 Oversee installation and manage Subcontractors installing measures outlined in the customer’s Project Scope of Work (Section I, Task 1.7)
1. All equipment must be installed in accordance with all applicable federal, state, and local laws, building codes, manufacturer’s specifications and permitting requirements.
2. Consultant will notify CPAU of any delays which may result in an installation start date later than 120 days from the customer’s signed Program Participation Agreement.
1.3.3 Periodically, as mutually determined with CPAU, perform quality control procedures to evaluate Subcontractors’ performance and implement changes as mutually deemed appropriate.
1. . Consultant shall perform site visits in 5% of homes that didn't have an inspection report and provide reports to CPAU on quarterly basis.
2. Additionally, CPAU may request, upon five (5) days written notice site visits of up to 10 homes receiving services. Consultant shall participate in project site visits with the designated CPAU staff member(s) at a mutually determined date.
1.3.4 Within two business days of installation, educate customer in successfully operating and maintaining the new measure(s) installed.
1.3.5 Provide customer with equipment technical manuals, equipment warranty documentation, installation warranty documentation that are supplied with the equipment by the manufacturer. CPAU may pay for customer’s extended warranty terms on select measures, as defined and priced in Exhibit C.
1.3.6 Respond to workmanship warranty calls as needed and assist customer in responding to product warranty issues, according to the warranty obtained by customer.
Address all workmanship and product replacement warranty issues to reasonable customer satisfaction.
1.4 Manage Program Funds and Third-Party Rebates
After completing the customer’s installation, Consultant will:
1.4.1 Submit application(s) for third-party program(s) the project is eligible for to reduce project costs. Consultant and/or its Subcontractors shall enroll in third-party programs as directed by CPAU and provide CPAU with proof of enrollment, within 30 days of such proof becoming available.
1.4.2 If, after making commercially reasonable attempts to enroll Customers in CPAU- directed third-party programs, the Parties determine that proceeding in certain programs would be exceedingly burdensome for Consultant or the Customer, Consultant may provide written documentation of its findings sufficient to allow CPAU to determine whether Consultant shall continue attempting enrollment utilizing the “Additional Services” clause of Section 4 of the Agreement, or whether to abandon continued enrollment attempts at no additional cost.
1.4.3 If any third-party programs are terminated during the Term of this Agreement and before Customer payments are issued, Consultant shall inform CPAU within 30 business days, to allow CPAU to determine whether a substitute third-party program can be utilized.
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Contract C25193676
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1.4.4 Pay invoices for equipment, labor, and Subcontractor services.
1.4.5 Provide Monthly Expense Reports (Section I, Task 2.2) to receive payment for Program services.
1.5 Provide Supporting Documentation for Completed Projects Proper record-keeping is critical for the success of the single-family service. As such, Consultant must timely and accurately make the following items available for each project in Consultant’s CRM in order to receive payment for Services under this Agreement:
1.5.1 Customers’ Scope of Work.
1.5.2 Photos, Permits, and Final Inspection Report.
1.5.3 Executed Program Participation Agreement.
1.5.4 Project Installation Data
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EXHIBIT A-1
PROFESSIONAL SERVICES TASK ORDER
CONSULTANT shall perform the Services detailed below in accordance with all the terms and conditions of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are incorporated into this Task Order by this reference. CONSULTANT shall furnish the necessary facilities, professional, technical and supporting personnel required by this Task Order as described below.
CONTRACT NO.
OR PURCHASE ORDER REQUISITION NO. (AS APPLICABLE)
1A. MASTER AGREEMENT NO. (MAY BE SAME AS CONTRACT / P.O. NO. ABOVE):
1B. TASK ORDER NO.:
2. CONSULTANT NAME:
3. PERIOD OF PERFORMANCE: START: COMPLETION:
4 TOTAL TASK ORDER PRICE: $
BALANCE REMAINING IN MASTER AGREEMENT/CONTRACT $
5. BUDGET CODE
COST CENTER
COST ELEMENT
WBS/CIP
PHASE
6. CITY PROJECT MANAGER’S NAME & DEPARTMENT:
7. DESCRIPTION OF SCOPE OF SERVICES (Attachment A)
MUST INCLUDE:
▪ SERVICES AND DELIVERABLES TO BE PROVIDED
▪ SCHEDULE OF PERFORMANCE
▪ MAXIMUM COMPENSATION AMOUNT AND RATE SCHEDULE (as applicable) ▪ REIMBURSABLE EXPENSES, if any (with “not to exceed” amount)
8. ATTACHMENTS: A: Task Order Scope of Services B (if any):
I hereby authorize the performance of the
work described in this Task Order.
APPROVED:
CITY OF PALO ALTO
BY:
Name
Title
Date
I hereby acknowledge receipt and acceptance of
this Task Order and warrant that I have
authority to sign on behalf of Consultant.
APPROVED:
COMPANY NAME:
BY:
Name
Title
Date
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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. The time to complete each milestone may be increased or decreased by mutual written agreement of the Project Managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed (“NTP”) from the CITY.
Milestones Completion
Number of Days/Weeks (as specified
below) from NTP
Section I: Turnkey Home Electrification
Task 1: Program Design and Set Up 90 days
Task 1.1 Kickoff and Check-in Meetings 5 days
Task 1.2 Provide Compliance Documentation 90 days
Task 1.3 Finalize Program Design and Strategy 90 days
Task 1.4 Develop Program Handbook 90 days
Task 1.5 Develop and Maintain Technical Design
Guidelines
90 days
Task 1.6 Develop Home Assessment Template 90 days
Task 1.7 Develop Project Scope of Work
Template
90 days
Task 1.8 Develop Program Participation
Agreement
90 days
Task 1.9 Enroll in State or Local Programs 90 days
Task 1.10 Setup Customer Relationship
Management (CRM) System & Data Exchange
90 days
Task 2 Administrative Reporting Tasks Ongoing
Task 2.1 Develop and Provide Program Process
Reports
Monthly by 5th of the Month
Task 2.2 Develop and Provide Monthly Expense
Reports
Monthly by 5th of the Month
Task 2.3 Develop and Provide Annual Program
Report
Annually by January 31st
Task 3 Marketing and Outreach Ongoing
Task 3.1 Coordinate Marketing and Outreach
Activities
Ongoing
Task 4. Turnkey Home Electrification
Implementation (all subtasks)
90 days
Task 5 New Program Measures, Technologies, and
Methods (all subtasks)
Ongoing/as needed
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Contract C25193676
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Section II Turnkey Installation Program for Income-
Qualified households
Task II.1 Direct Install Implementation for Income-
Qualified households (all subtasks)
90 days from advanced written notice to
enact this section.
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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Contract C25193676
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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, as well as Exhibit C-2 “Eligible Measure Compensation”.
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.
Consultant understands that Consultant’s receipt of compensation under this Agreement will depend on the number of customers who opt to participate in the Program by executing Program Participation Agreements, and Consultant’s satisfactory completion of invoicing activities as described in Exhibit A. CITY makes no guarantee, express or implied, regarding the number of customers who will participate in programs covered by this Agreement.
Exhibit C – Compensation illustrates not-to-exceed (NTE) amounts for each budget category and invoicing and payment terms.
Consultant is responsible for tracking expenditures and ensuring that neither the not-to-exceed amounts per budget category, nor the total not-to-exceed total compensation of this Agreement are exceeded. CITY may approve in writing the transfer of funds between budget categories listed in Exhibit C - provided that the total compensation for Work does not exceed Seven Million Fifty-Four Thousand Eight Hundred Sixty-Three Dollars ($7,054,863.00) for the Term of the Agreement, as set forth in Section 4 of this Agreement. Consultant agrees to complete all Work within the assigned budget amounts as set forth in Section 4.
CITY will compensate Consultant based on the hourly rates as set forth in Exhibit C-1 and Exhibit C-2 “Eligible Measure Compensation” up to the NTE amounts listed in Exhibit C.
CITY will compensate Consultant the fixed price (the Cost per Unit) per Eligible Measure installed by Consultant and approved by CITY, up to the NTE amounts listed in Exhibit C.
Exhibit C-2 includes the following compensation to Consultant:
• The "Compensation for Eligible Measure” set forth in Exhibit C-2 includes all of Consultant’s costs to perform installation of Eligible Measures including, without limitation, Consultant’s base equipment costs, material costs, labor costs, a standard one (1) year warranty on parts and labor, and all manufacturer warranties transferred to the customer. No additional fees or charges will be required of CITY or its customers for Consultant to install the Eligible Measures listed in this Agreement.
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
39 Packet Pg. 51 of 115
Professional Services
Rev. Oct 16,2024
• The “Potential Compensation for Premium Equipment Upgrade” in Exhibit C-2 describes compensation that Cost-Share Turnkey Customers may pay Consultant for equipment choices (e.g. color, brand, etc.) beyond the base equipment provided with Eligible Measures if they elect to purchase this option.
Cost-share Turnkey Customer Cost Allocation
Cost-share Turnkey customers will pay Consultant a “Cost-share Payment”, which is based on the fixed Compensation per Eligible Measure listed in Exhibit C-2 after applicable incentives are applied. Cost-share Turnkey customers will pay Consultant the Premium Equipment Upgrade for Eligible Measures listed in Exhibit C-2 if they elect to purchase these.
CITY bears no responsibility for any of Consultant’s cost and/or compensation to Consultant associated with Customer Cost-share Payments or Premium Equipment Upgrade for any Cost- share Turnkey customers. All such compensation will remain the sole responsibility of Cost- share Turnkey customers who may elect to participate in the Program.
Updates to Exhibit C-2 Eligible Measures Compensation
Annually, Consultant will provide CITY proposed compensation for Eligible Measures listed in Exhibit C-2 for the subsequent year, including the percent change in compensation for each Eligible Measures from the previous year, if any. In the event that the proposed compensation adjustment exceeds the Eligible Measure Compensation by more than 5% from the previous year, Consultant shall provide a detailed breakdown of costs including all relevant supporting documentation such as prevailing wage labor costs and material costs. Upon receipt of this documentation, CITY shall review the provided information within ten (10) business days. CITY may, at its discretion, approve or deny the proposed Eligible Measure Compensation exceeding 5% from the previous year. If CITY approves the higher cost, Consultant shall incorporate the updates into Exhibit C-2. If CITY denies the higher cost, the existing Eligible Measure Compensation will remain in effect.
CITY and Consultant may propose new Eligible Measures throughout the Term of this Agreement.
New Eligible Measures and their compensation shall be incorporated into the Program Handbook (Task 1.4), Technical Design Guidelines (Task 1.5), and Exhibit C-2. In the event that the addition of new Eligible Measures requires additional scope or budget, this shall be formalized in a mutually negotiated and executed amendment to this Agreement.
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
40 Packet Pg. 52 of 115
Professional Services
Rev. Oct 16,2024
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
Year 1 Year 2 Year 3
Task 1 - Start-up $ 211,075.00
Task 2 - Administrative
Reporting
$ 32,826.00 $ 32,826.00 $ 32,826.00
Task 3 - Marketing and
Outreach
$ 14,825.00 $ 14,825.00 $ 14,825.00
Task 4 – Turnkey Home
Electrification
Implementation
$ 441,793.00 $ 441,793.00 $ 441,793.00
Option II Task 1 - Income
Qualified
$ 77,060.00 $ 77,060.00 $ 77,060.00
Income Qualified Project
Costs
$ 420,975.00 $ 420,975.00 $ 420,975.00
Market Rate Project Costs
(Rebates)
$ 1,080,000.00 $ 1,080,000.00 $ 1,080,000.00
Total for Services and
Reimbursable Expenses
$2,278,554.00 $2,067,479.00 $2,067,479.00
Additional Services (if any,
per Section 4)
$ 227,855.00 $ 206,748.00 $ 206,748.00
Total per year Services and
Additional Services
$2,506,409.40 $2,274,226.90 $2,274,226.90
Maximum Total Compensation $7,054,863.00
REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in -house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: NONE up to the not-to-exceed amount of: $0.00.
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
41 Packet Pg. 53 of 115
Professional Services
Rev. Oct 16,2024
EXHIBIT C-1
SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:
Position Titles 2025 Rate 2026 Rate 2027 Rate
Regional Director $201.50 $207.50 $213.75
Product Manager $178.25 $183.50 $189.00
Program Manager $167.00 $172.00 $177.25
Operations Project
Manager
$178.25 $183.50 $189.00
Project Manager $164.50 $169.50 $174.50
Senior Software Engineer $148.50 $153.00 $157.50
Data Analyst $138.00 $142.25 $146.50
Database Specialist $127.25 $131.00 $135.00
Marketing Manager $127.25 $131.00 $135.00
Marketing Specialist $100.25 $103.25 $106.25
Engineer I $113.00 $116.50 $120.00
Engineer II $133.75 $137.75 $142.00
Principal Engineer $169.75 $174.75 $180.00
Energy Advisor I $100.25 $103.25 $106.25
Energy Advisor II $111.50 $114.75 $118.25
Energy Advisor III $127.25 $131.00 $135.00
Customer Care Manager $122.00 $125.75 $129.50
Central Ops Supervisor $105.00 $108.25 $111.50
CSR II $89.00 $91.75 $94.50
Project Coordinator $87.00 $89.50 $92.25
Franklin Home
Assessment
$269.00 $269.00 $269.00
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
42 Packet Pg. 54 of 115
Professional Services
Rev. Oct 16,2024
EXHIBIT C-2
ELIGIBLE MEASURES COMPENSATION
Eligible Measure Compensation
for Installed
Measure
Unit of
Measure
Potential Compensation
for Premium Equipment
Upgrade1
Base Electrification Measures
Heat pump water heater (80 gallon, 240V) $7,050.00 Per Unit N/A Heat pump water heater (65 gallon, 240V) $6,350.00 Per Unit N/A Heat pump water heater (50 gallon, 240V) $5,850.00 Per Unit N/A Heat pump water heater (80 gallon, 120V) $7,050.00 Per Unit N/A Heat pump water heater (65 gallon, 120V) $6,350.00 Per Unit N/A Emergency loaner cost $400.00 Per Unit N/A
Heat pump HVAC, (ducted, inverter-driven) 2
Ton
$10,900.00 Per Unit $2,000.00
Heat pump HVAC, (ducted, inverter-driven) 3
Ton
$12,300.00 Per Unit $2,250.00
Heat pump HVAC, (ducted, inverter-driven) 4
Ton
$14,200.00 Per Unit $2,500.00
Heat pump HVAC, (ducted, inverter-driven) 5
Ton
$17,300.00 Per Unit $2,750.00
Heat pump mini-split system (Ductless, inverter-
driven,) one zone
$5,750.00 Per Unit $2,000.00
Heat pump mini-split system (Ductless, inverter-
driven,) two zone
$9,800.00 Per Unit $2,250.00
Heat pump mini-split system (Ductless, inverter-
driven,) three zone
$13,400.00 Per Unit $2,500.00
Heat pump mini-split system (Ductless, inverter-
driven,) four zone
$18,435.00 Per Unit $2,750.00
Electric induction range $2,450.00 Per Unit $1,000.00
Electric induction cooktop $3,050.00 Per Unit $1,000.00 High efficiency electric clothes dryer $2,000.00 Per Unit $1,000.00 Condensing combo washer-dryer $1,000.00 Per Unit $1,000.00 Electrical Services Measures
Electric panel replacement Minor $4,850.00 Per Unit N/A Electric panel replacement Moderate $6,850.00 Per Unit N/A Electric panel replacement Major $9,450.00 Per Unit N/A Service upgrade $800.00 Per Unit N/A
Sub-panel replacement / installation $1,600.00 Per Unit N/A Electrical Repair Minor $800.00 Per Unit N/A
Electrical Repair Moderate $1,600.00 Per Unit N/A
Electrical Repair Major $2,400.00 Per Unit N/A
Add 230 Volt Circuit (Homerun) Minor $1,200.00 Per Unit N/A Add 230 Volt Circuit (Homerun) Moderate $1,600.00 Per Unit N/A Add 230 Volt Circuit (Homerun) Major $2,000.00 Per Unit N/A Add 120 Volt Circuit (Homerun) Minor $800.00 Per Unit N/A Add 120 Volt Circuit (Homerun) Moderate $1,200.00 Per Unit N/A Add 120 Volt Circuit (Homerun) Major $1,600.00 Per Unit N/A Rare Breaker Adder Minor $50.00 Per Unit N/A
Rare Breaker Adder Moderate $75.00 Per Unit N/A
Rare Breaker Adder Major $100.00 Per Unit N/A
Circuit sharing device minor $500 Per Unit N/A
Circuit Sharing device moderate $1250 Per Unit N/A
Circuit throttling/pausing device minor $500 Per Unit N/A Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
43 Packet Pg. 55 of 115
Professional Services
Rev. Oct 16,2024
Circuit throttling/pausing device major $3,000 Per Unit N/A Smart panel $9,050.00 Per Unit N/A
Tandem breaker $200.00 Per Unit N/A
LED Recessed Lighting Retrofit $40 Per Unit N/A
LED Threaded Base Retrofit $30 Per Unit N/A
LED Pin Base Retrofit $35 Per Unit N/A
LED 4' Tube Retrofit $40 Per Unit N/A
LED 8' Tube Retrofit $50 Per Unit N/A
Efficiency Measures
Attic Insulation Final R 38-44 $2.50 Per Sq Ft N/A
Subfloor or Platform Duct Sealing & Return Sizing
Corrections
$1,500.00 Per Home N/A
Deeply Buried Ducts $3.60 Per Sq Ft N/A
High Performance Installation Verification
(HPIV)
$900.00 Per System N/A
HPIV Additional System $300.00 Per System N/A
Health and Safety Measures
CO Detector 10 year $50.00 Per Home N/A
Smoke Detector Minor $50.00 Per Home N/A
Smoke Detector Hardwire Minor $150.00 Per Home N/A
Smoke Detector Hardwire Moderate $250.00 Per Home N/A
Smoke Detector Hardwire Major $400.00 Per Home N/A
ERV Minor $2,000.00 Per Home N/A
ERV Moderate $2,850.00 Per Home N/A
ERV Major $3,600.00 Per Home N/A
Add 2" Filter HVAC Minor $40.00 Per Home N/A
Add 2" Filter HVAC Moderate $80.00 Per Home N/A
Add 2" Filter HVAC Major $120.00 Per Home N/A
Add 2" Filter BOX Minor $300.00 Per Home N/A
Add 2" Filter BOX Moderate $500.00 Per Home N/A
Add 2" Filter BOX Major $750.00 Per Home N/A
Fix Water Leak (exterior cladding) Minor $600.00 Per Home N/A Fix Water Leak (exterior cladding) Moderate $1,000.00 Per Home N/A Fix Water Leak (exterior cladding) Major $1,500.00 Per Home N/A Fix Water Leak (interior plumbing) Minor $250.00 Per Home N/A Fix Water Leak (interior plumbing) Moderate $600.00 Per Home N/A Fix Water Leak (interior plumbing) Major $1,000.00 Per Home N/A Fix Drainage Gutters & Downspouts Minor $500.00 Per Home N/A Fix Drainage Gutters & Downspouts Moderate $1,000.00 Per Home N/A Fix Drainage Gutters & Downspouts Major $1,500.00 Per Home N/A Pest Infestation Remediation Minor $500.00 Per Home N/A Pest Infestation Remediation Moderate $1,500.00 Per Home N/A Pest Infestation Remediation Major $3,000.00 Per Home N/A Asbestos Abatement Minor $4,000.00 Per Home N/A
Asbestos Abatement Moderate $8,000.00 Per Home N/A
Asbestos Abatement Major $12,000.00 Per Home N/A
Mold Remediation Minor $500.00 Per Home N/A
Mold Remediation Moderate $1,500.00 Per Home N/A
Mold Remediation Major $3,000.00 Per Home N/A
Remove Knob and Tube wiring $350 Per Junction N/A
Debris Removal Minor $400.00 Per Home N/A
Debris Removal Moderate $800.00 Per Home N/A
Debris Removal Major $1,500.00 Per Home N/A
Moving Personal Items Minor $400.00 Per Home N/A
Moving Personal Items Moderate $800.00 Per Home N/A
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
44 Packet Pg. 56 of 115
Professional Services
Rev. Oct 16,2024
Moving Person Items Major $1,200.00 Per Home N/A
Structural Remediation Measures
Roofing Repair Minor $800.00 Per Home N/A
Roofing Repair Moderate $2,000.00 Per Home N/A
Roofing Repair Major $4,000.00 Per Home N/A
Exterior Door Replacement Minor $1,500.00 Per Home N/A
Exterior Door Replacement Moderate $2,500.00 Per Home N/A Exterior Door Replacement Major $3,000.00 Per Home N/A
Whole Home Air Sealing Minor $750 Per Home N/A
Whole Home Air Sealing Moderate $2,000 Per Home N/A
Whole Home Air Sealing Major $4,000 Per Home N/A
Whole House Weather Stripping Minor $500.00 Per Home N/A Whole House Weather Stripping Moderate $750.00 Per Home N/A Whole House Weather Stripping Major $1,000.00 Per Home N/A Window Replacement Minor $1,250.00 Per Home N/A
Window Replacement Moderate $1,600.00 Per Home N/A
Window Replacement Major $2,000.00 Per Home N/A
Drywall Repair Minor $400.00 Per Home N/A
Drywall Repair Moderate $800.00 Per Home N/A
Drywall Repair Major $1,200.00 Per Home N/A
Plaster Repair Minor $600.00 Per Home N/A
Plaster Repair Moderate $1,200.00 Per Home N/A
Plaster Repair Major $1,800.00 Per Home N/A
Air Quality Remediation Measures
Media Filter Upgrade Minor $150.00 Per Home N/A
Media Filter Upgrade Moderate $200.00 Per Home N/A
Media Filter Upgrade Major $300.00 Per Home N/A
Kitchen Vent Hood Replace Minor $200.00 Per Home N/A
Kitchen Vent Hood Replace Moderate $300.00 Per Home N/A Kitchen Vent Hood Replace Major $400.00 Per Home N/A
Kitchen Vent Hood New Minor $600.00 Per Home N/A
Kitchen Vent Hood New Moderate $800.00 Per Home N/A
Kitchen Vent Hood New Major $1,000.00 Per Home N/A
Bathroom Fan Replacement Minor $400.00 Per Home N/A
Bathroom Fan Replacement Moderate $600.00 Per Home N/A
Bathroom Fan Replacement Major $800.00 Per Home N/A
Bathroom Fan New / Nonexisting Minor $700.00 Per Home N/A Bathroom Fan New / Nonexisting Moderate $900.00 Per Home N/A Bathroom Fan New / Nonexisting Major $1,100.00 Per Home N/A Exterior Vent Installation Minor $700.00 Per Home N/A
Exterior Vent Installation Moderate $900.00 Per Home N/A Exterior Vent Installation Major $1,100.00 Per Home N/A HVAC Optimization Measures
Ductwork Repair Minor $300.00 Per Home N/A
Ductwork Repair Moderate $600.00 Per Home N/A
Ductwork Repair Major $900.00 Per Home N/A
Ductwork Replacement $500.00 Per Home N/A
Smart Thermostat Minor $105 Per Home N/A
Smart Thermostat Moderate $225 Per Home N/A
Smart Thermostat Major $342 Per Home N/A
New / Replacement Line Set Minor $400.00 Per Home N/A
New / Replacement Line Set Moderate $650.00 Per Home N/A New / Replacement Line Set Major $900.00 Per Home N/A
Sheet Metal Fabrication Minor $400.00 Per Home N/A
Sheet Metal Fabrication Moderate $650.00 Per Home N/A
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
45 Packet Pg. 57 of 115
Professional Services
Rev. Oct 16,2024
Sheet Metal Fabrication Major $900.00 Per Home N/A
Low Resistance Register Grilles Minor $400.00 Per Home N/A Low Resistance Register Grilles Moderate $650.00 Per Home N/A Low Resistance Register Grilles Major $900.00 Per Home N/A New Register Cut In (per each) $275.00 Per Home N/A
Attic Infrastructure (bringing up to code) Minor $900.00 Per Home N/A Attic Infrastructure (bringing up to code)
Moderate
$1,600.00 Per Home N/A
Attic Infrastructure (bringing up to code) Major $2,800.00 Per Home N/A Attic Hatch Retrofit Minor $450.00 Per Home N/A
Attic Hatch Retrofit Moderate $600.00 Per Home N/A
Attic Hatch Retrofit Major $750.00 Per Home N/A
Heat Pump Water Heater Optimization
Measures
Water Heater Duct In Minor $600.00 Per Home N/A
Water Heater Duct In Moderate $750.00 Per Home N/A
Water Heater Duct In Major $900.00 Per Home N/A
Water Heater Enclosure Minor $400.00 Per Home N/A
Water Heater Enclosure Moderate $500.00 Per Home N/A
Water Heater Enclosure Major $600.00 Per Home N/A
Water Heater Relocation Minor $900.00 Per Home N/A
Water Heater Relocation Moderate $1,600.00 Per Home N/A Water Heater Relocation Major $2,800.00 Per Home N/A
1st Unit $750.00 Per Home N/A
Additional Unit(s) $300.00 Per Home N/A
2-hour Virtual $247.000 Per Home N/A
4-hour On-Site $494.00 Per Home N/A
8-hour On-Site $988.00 Per Home N/A
1 Compensation to Consultant for Premium Equipment Upgrade is not guaranteed because it is solely dependent on participating customer’s voluntary decision on whether to purchase the premium upgrade.
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
46 Packet Pg. 58 of 115
Professional Services
Rev. Oct 16,2024
EXHIBIT D
INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE
CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A -:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED
TYPE OF COVERAGE
REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
PER ACCIDENT, PER POLICY,
PER EMPLOYEE
$1,000,000 $1,000,000
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY &
PROPERTY DAMAGE
COMBINED.
$1,000,000
$1,000,000
$1,000,000
$2,000,000
$2,000,000
$2,000,000
BODILY INJURY $1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
- EACH PERSON
- EACH OCCURRENCE
YES AUTOMOBILE LIABILITY, INCLUDING
ALL OWNED, HIRED, NON-OWNED PROPERTY DAMAGE
BODILY INJURY AND
PROPERTY DAMAGE,
COMBINED
YES PROFESSIONAL LIABILITY, INCLUDING,
ERRORS AND OMISSIONS,
MALPRACTICE (WHEN APPLICABLE),
AND NEGLIGENT PERFORMANCE
ALL DAMAGES
$1,000,000
$2,000,000
YES:
CONSULTANT
NO:
SUB-
CONTRACTOR
CYBER AND PRIVACY INSURANCE.
SUCH INSURANCE SHALL INCLUDE
COVERAGE FOR LIABILITY ARISING FROM
COVERAGE IN AN AMOUNT SUFFICIENT
TO COVER THE FULL REPLACEMENT
VALUE OF DAMAGE TO, ALTERATION OF,
LOSS OF, THEFT, DISSEMINATION OR
DESTRUCTION OF ELECTRONIC DATA
AND/OR USE OF CONFIDENTIAL
INFORMATION, “PROPERTY” OF THE CITY
OF PALO ALTO THAT WILL BE IN THE
CARE, CUSTODY, OR CONTROL OF
VENDOR, INFORMATION INCLUDING
BUT NOT LIMITED TO, BANK AND CREDIT
CARD ACCOUNT INFORMATION OR
PERSONAL INFORMATION, SUCH AS
NAME, ADDRESS, SOCIAL SECURITY
NUMBERS, PROTECTED HEALTH
INFORMATION OR OTHER PERSONAL
IDENTIFICATION INFORMATION, STORED
OR TRAMSITTED IN ELECTRONIC FORM.
ALL DAMAGES $1,000,000 $2,000,000
FOR AUTHORIZED SUBCONTRACTORS, PER SECTION 12, OPTION B, THE CITY OF PALO ALTO REQUIRES THE FOLLOWING ADDITIONAL COVERAGES:
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
Pg.
47 Packet Pg. 59 of 115
Professional Services
Rev. Oct 16,2024
YES
POLLUTION LIABILITY, INCLUDING
SUDDEN AND ACCIDENTAL; AND
MOLD (WHEN APPLICABLE)
BODILY INJURY AND
PROPERTY DAMAGE,
COMBINED
$1,000,000
$2,000,000
YES
CONTRACTORS EQUIPMENT-
INSTALLATION FLOATER, INCLUDING
OWNED, LEASED OR BORROWED
EQUIPMENT AND TOOLS
PER ITEM
PER POLICY
$10,000
$100,000
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.
B. PRODUCTS-COMPLETED OPERATIONS LIABILITY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE PRODUCTS INSTALLED, SET UP OR
ASSEMBLED TO THE CITY OF PALO ALTO OR THE RESIDENTS OF PALO ALTO, AND THE COMPLETED
OPERATIONS OF THE NAMED INSURED, AS PER WRITTEN CONTRACT, INSURANCE AS AFFORDED BY THIS POLICY WILL INCLUDE PRODUCTS-COMPLETED OPERATIONS LIABILITY COVERAGE.
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.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE
INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON
OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
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Item 3: Staff Report
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Professional Services
Rev. Oct 16,2024
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL:
[email protected]
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
with Franklin Energy;
Contract C25193676
Item 3: Staff Report
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POLICYS
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DocuSign Envelope ID: 897C8B83-065B-4577-825E-268F4B08F750
EXHIBIT E
Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
Attachment A - Contract
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Contract C25193676
Item 3: Staff Report
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POLICYANDPROCEDURES1Ͳ63/IT
Revised:December2017
Page2of4
A. Covered EquipmentandDevices
ThispolicyappliestoallCityͲapproved,Ͳownedor–leasedcomputernetworksystemsand peripheralequipment(the“Equipment”),includinganymobilecommunicationdevice(the “Device”), whether or not owned by an Authorized User, that may be used to create, collect,process,storeandtransmittheNonͲPublicInformation. B. Roles ofInformationTechnologyDepartmentandOthers IT,includingtheChiefInformation Officer(“CIO”)andtheISM,shall promoteinformation securityawarenesswithintheCitygovernmentcommunity,andshallreceiveandmaintain reportsofincidents,malfunctionsandthreatstotheCity’sinformationtechnologyassets, whichmayhaveasecurityimpactupontheCity.TheCIOandISMarealsoresponsiblefor developingtheStandards.
ITshallberesponsibleforthedesign,primaryenforcementandmaintenanceofNonͲPublic Informationsecuritythrougheducation,trainingandothermeans.ITshallensurethatthe followingcontrolmeasuresandstandardsareenabledoneveryEquipmentandDevice: LimitphysicalandloginaccesstotheEquipmentandtheDevicestoAuthorizedUsers. MaintainthemostcurrentsoftwarepatchesandantiͲvirussoftwarefortheEquipmentand theDevices.
EnableandusehostͲbasedfirewalls,asavailable,toensurethesecurityoftheEquipment andtheDevice(s).PerformregularsecurityscansontheEquipmentandtheDevice(s). C. User AccessControlRequirements
1. Do notaccessNonͲPublicInformationexcepttotheextentyouhaveaneedtodoso inordertoperformyourCityduties.
2. Do notdiscloseorshareNonͲPublicInformationwithanypersonwhodoesnothave both a right to access the NonͲPublic Information and a need to do so in order to performtheirCityduties.
3. Do not alter or destroy NonͲPublic Information except to the extent you are requiredorauthorizedtodoso.
4. An Authorized User who has access to NonͲPublic Information shall protect and securethatinformationwhiletheinformation isinhis or hercustodyinamanner that is consistent with applicable contract and legal requirements and restrictions andisreasonableandappropriatetothelevelofrisk,sensitivityorvaluetheNonͲ PublicInformationhastotheCity.
5. An Authorized User shall maintain the accessibility, availability, confidentiality, integrity and regulatory compliance of any NonͲPublic Information that is created, DocuSign Envelope ID: 897C8B83-065B-4577-825E-268F4B08F750 Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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Revised:December2017
Page3of4
collected, processed, stored and transmitted by the City on a 24 hoursͲperͲday, 7 daysͲperͲweek(“24/7”)basis.
6. An Authorized User shall maintain the protection of information assets from malicious code, including viruses and malware by following the City’s incident management procedures, including detection, prevention, isolation, and recovery tools.
D. Equipment andDevicesSecurityControlRequirements:
1. Secure your Equipment and Devices by using a screen saver or builtͲin lock featurewhenyouarephysicallyawayfromyourofficeorotherworkspace.
2. Restrict physicalaccess24/7toyourEquipmentandDevices,inparticular,your laptopcomputer,byalockandsecuritycable,iftheCitymakesthemavailable.
3. Maintain possessionofyourDevice(s)24/7andrequireapasswordorfingerprint toaccessandusetheDevice(s).
4. Log outwhenyouceaseaccessanduseofEquipmentandDevice(s).
5. Notify theITHelpDeskandtheISMimmediatelywheneveryoubecomeaware or suspect NonͲPublic Information, passwords, or other access control mechanismshavebeencompromised,disclosed,lost,orstolen.
6. Do not intentionally, recklessly or willfully alter, damage, or misuse any CityͲ ownedor–leasedEquipmentorDevice.
7. The usershallcomplywiththePolicyandtheStandardswheneverheorsheuses aCityOwnedMobileDevice(“COMD”)andorEmployeeͲOwnedMobileDevices, alsoknownasBringYourOwnDevices(“BYOD”)toconducttheCitybusiness.
8. BYODs and COMDs include smartphones, cell phones, tablets PCs (Androids, iPads,etc.)anduserͲownlaptops.OnlyauthorizedBYODshallhaveaccesstothe onlyauthorizedCity’sapplicationsystems.TheCityreservestherighttoprovide orwithdrawaccesstotheCityinfrastructurewithoutnotice. E. Utilities’ CustomerIdentityandCreditSecurity
FederalregulationsamendingtheFairCreditReportingAct,includingtheFairandAccurate Credit Transactions Act of 2003 (FACT Act), and the Red Flags Clarification Act of 2010, protecttheNonͲPublicInformationofcustomersoffinancialinstitutions,includingutilities, that are defined as “creditors.” These regulations require that consumer’s NonͲPublic Information,suchascreditcarddata,SocialSecurityNumbers,driver’slicensenumbers,or similar data be secured by Authorized Users and within the City’s data management systems.AuthorizedUsersarerequiredtoreportanysuspectedorrealbreachofUtilities NonͲPublicInformationtotheISMimmediately.TheISMwillidentify,detect,preventand mitigatethesuspected,realorfuturebreachesofsecurity,asrequiredbytheregulations. F. Violations andEnforcement
An Authorized User must report an actual or suspected violation of this policy and procedurestohisorhersupervisorandIT.TheCitywillnotdisciplineanAuthorizedUser DocuSign Envelope ID: 897C8B83-065B-4577-825E-268F4B08F750 Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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formakingagoodfaithreportofapotentialviolationofthispolicyandproceduresorthe Standards.
AviolationofthispolicywillbeinvestigatedbytheappropriateCitystaffandifaviolationis established,disciplinaryactionuptoterminationfromemploymentmayresult. NOTE: Questions regarding this policy should be referred to the Information Technology Department,asappropriate.
Recommended:__________________________________ ________________ DirectorInformationTechnology/CIO Date
Approved: ___________________________________ _________________ CityManager Date
DocuSign Envelope ID: 897C8B83-065B-4577-825E-268F4B08F750
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City of Palo Alto
Information Security
Document Version: V3.0
Doc: InfoSec 110
EXHIBIT “F”
CYBERSECURITY TERMS AND CONDITIONS
In order to assure the privacy and security of the personal information of the City's customers and people who do business with the City, including, without limitation, vendors, utility customers, library patrons, and other individuals and companies, who are required to share such information with the City, as a condition of receiving services from the City or selling goods and services to the City, including, without limitation, the Software as a Service services provider (the "Consultant") and its subcontractors, if any, including, without limitation, any Information Technology ("IT") infrastructure services provider, shall design, install, provide, and maintain a secure IT environment, described below, while it renders and performs the Services and furnis hes goods, if any, described in the Statement of Work, Exhibit B, to the extent any scope of work implicates the confidentiality and privacy of the personal information of the City's customers.
The Consultant shall fulfill the data and information security requirements (the "Requirements") set forth in Part A below.
A "secure IT environment" includes (a) the IT infrastructure, by which the Services are provided to the City, including connection to the City's IT systems; (b) the Consultant's operations and maintenance processes needed to support the environment, including disaster recovery and business continuity planning; and (c) the IT infrastructure performance monitoring services to ensure a secure and reliable environment and service availability to the City. "IT infrastructure" refers to the integrated framework, including, without limitation, data centers, computers, and database management devices, upon which digital networks operate.
In the event that, after the Effective Date, the Consultant reasonably determines that it cannot fulfill the Requirements, the Consultant shall promptly inform the City of its determination and submit, in writing, one or more alternate countermeasure options to the Requirements (the "Alternate Requirements" as set forth in Part B), which may be accepted or rejected in the reasonable satisfaction of the Information Security Manager (the "ISM").
Part A. Requirements:
The Consultant shall at all times during the term of any contract between the City and the Consultant:
(a) Appoint or designate an employee, preferably an executive officer, as the security liaison to the City with respect to the Services to be performed under this Agreement. (b) Comply with the City's Information Privacy Policy:
(c) Have adopted and implemented information security and privacy policies that are documented, are accessible to the City, and conform to ISO 27001/2 – Information Security Management Systems (ISMS) Standards. See the following:
http://www.iso.org/iso/home/store/catalogue_tc/catalogue_detail.htm?csnumber=42103 http://www.iso.org/iso/iso_catalogue/catalogue_tc/catalogue_detail.htm?csnumber=50297 (d) Conduct routine data and information security compliance training of its personnel that is appropriate to their role.
(e) Develop and maintain detailed documentation of the IT infrastructure, including software versions and patch levels.
(f) Develop an independently verifiable process, consistent with industry standards, for performing professional and criminal background checks of its employees that (1) would permit verification of employees' personal identity and employment status, and (2) would enable the immediate denial of access to the City's confidential data and information by any of its employees who no Docusign Envelope ID: 5A416B1A-C310-440C-9123-7000DB2E5625 Item 3
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longer would require access to that information or who are terminated. (g) Provide a list of IT infrastructure components in order to verify whether the Consultant has met or has failed to meet any objective terms and conditions.
(h) Implement access accountability (identification and authentication) architecture and support role- based access control ("RBAC") and segregation of duties ("SoD") mechanisms for all personnel, systems, and Software used to provide the Services. "RBAC" refers to a computer systems security approach to restricting access only to authorized users. "SoD" is an approach that would require more than one individual to complete a security task in order to promote the detection and prevention of fraud and errors.
(i) Assist the City in undertaking annually an assessment to assure that: (1) all elements of the Services' environment design and deployment are known to the City, and (2) it has implemented measures in accordance with industry best practices applicable to secure coding and secure IT architecture.
(j) Provide and maintain secure intersystem communication paths that would ensure the confidentiality, integrity, and availability of the City's information. (k) Deploy and maintain IT system upgrades, patches and configurations conforming to current patch and/or release levels by not later than one (1) week after its date of release. Emergency security patches must be installed within 24 hours after its date of release. (l) Provide for the timely detection of, response to, and the reporting of security incidents, including on-going incident monitoring with logging.
(m) Notify the City within 48 hours of detecting a security incident that results in the unauthorized access to or the misuse of the City's confidential data and information. (n) Inform the City that any third party service provider(s) meet(s) all of the Requirements. (o) Perform security self-audits on a regular basis and not less frequently than on a quarterly basis, and provide the required summary reports of those self -audits to the ISM on the annual anniversary date or any other date agreed to by the Parties. (p) Accommodate, as prac ticable, and upon reasonable prior notice by the City, the City's performance of random site security audits at the Consultant's site(s), including the site(s) of a third-party service provider(s), as applicable. The scope of these audits will ex tend to the Consultant's and its third -party service provider(s)' awareness of security policies and practices, systems configurations, access authentication and authorization, and incident detection and response.
(q) Cooperate with the City to ensure that to the extent required by applicable laws, rules and regulations, and the Confidential Information will be accessible only by the Consultant and any authorized third-party service provider's personnel.
(r) Perform regular, reliable secured backups of all data needed to maximize the availability of the Services. Adequately encrypt the City of Palo Alto's data, during the operational process, hosted at rest, and the backup stage at the Vendors' environment (including Vendor's contracting organization's environment).
(s) Maintain records relating to the Services for a period of three (3) years after the expiration or earlier termination of this Agreement and in a mutually agreeable storage medium. Within thirty (30) days after the effective date of expiration or earlier termination of this Agreement, all of those records relating to the performance of the Services shall be provided to the ISM. (t) Maintain the Confidential Information in accordance with applicable federal, state, and local data and information privacy laws, rules, and regulations.
(u) Encrypt the Confidential Information before delivering the same by electronic mail to the City and or any authorized recipient.
(v) Provide Network Layer IP filtering services to allow access only from the City of Palo Alto's IP address to the Vendor environment (primarily hosted for the City of Palo Alto).
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(w) Offer a robust disaster recovery and business continuity (DR-BCP) solutions to the City for the systems and services the Vendor provides to the City.
(x) Provide and support Single Sign- on (SSO) and Multifactor Authentication (MFA) solutions for authentication and authorization services from the "City's environment to the Vendor's environment," and Vendor's environment to the Vendor's cloud services/hosted environment." The Vendor shall allow two employees o f the City to have superuser and super -admin access to the Vendor's IT environment, and a cloud-hosted IT environment belongs to the City. (y) Unless otherwise addressed in the Agreement, shall not hold the City liable for any direct, indirect or punitive damages whatsoever including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the City's IT environment, including, without limitation, IT infrastructure communications.
(z) The Vendor must provide evidence of valid cyber liability insurance policy per the City’s EXHIBIT “D” INSURANCE REQUIREMENTS.
Part B. Alternate Requirements:
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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Administrative Services
Meeting Date: May 27, 2025
Report #:2503-4251
TITLE
Adoption of Resolution Suspending the Levy of Assessments on the Downtown Palo Alto Business Improvement District (BID) Assessment for Fiscal Year 2026; CEQA status – not a project.
RECOMMENDATION
Staff recommends that Council adopt the attached resolution suspending the levy of the Palo Alto Downtown Business Improvement District assessment for Fiscal Year (FY) 2026. (Attachment A).
BACKGROUND
The Palo Alto City Council established the Palo Alto Downtown Business Improvement District (BID) in 2004 pursuant to the California Parking and Business Improvement Area Law to maintain economic vitality and physical maintenance of the Palo Alto Downtown business district. The Council appointed the Palo Alto Downtown Business and Professional Association (PADBPA), a non-profit corporation, as the advisory board and administrator of the BID. PADBPA, acting through its independent Board of Directors, has historically advised the Council on the method and basis for levy of assessments in the BID and has managed the expenditure of revenues derived from the assessments.
In light of organizational changes at PADBPA and changes resulting from the COVID-19 pandemic, and with the concurrence of the City Council, the City allowed the contract with PADBPA to expire on June 30, 2020. Council directed staff to work with the Palo Alto Chamber of Commerce and PADBPA to develop options for the transition of the management of the BID. The Chamber and PADBPA identified a need to build support for a resumption of the BID assessment within the business community before collecting a new assessment and establishing a new management agreement.
On March 1, 2022 the Finance Committee discussed options for the FY 2023 Business Registry Item 4
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Certificate (BRC) and BID processes (CMR 13902 1). The Committee reviewed three options for the BRC and BID and forwarded their recommendation to the City Council on April 4, 2022, CMR 139012, to restore the BRC in the 2022-2023 collection timeframe, using the established structure used in pre-pandemic years, while continuing the pause of BID assessments again in FY 2023. The Palo Alto City Council supported the Finance Committee recommendation and approved a resolution to not levy an assessment for FY 2023. The BID was subsequently paused again in FY 20243 and FY 20254. Staff continues this recommendation for FY 2026.
ANALYSIS
Staff recommends that the Council approve the recommendation for FY 2026 with the intention to not collect BID assessments for an additional year. In 2022 Council directed staff to work with the PADBPA and the Chamber to provide options on the future management of the BID. City staff are currently working on developing alternatives for a new streetscape design on University Avenue, in consultation with stakeholders and the community more broadly. This work is expected to generate a plan that will require businesses in the vicinity to invest in capital improvements and potentially operating costs for ongoing maintenance.
Based on Council direction in December 2023, in addition to the long-term streetscape plan, options for near-term and mid-term improvements in the downtown district are being reviewed.
These may include enhanced cleaning and maintenance as well as minor infrastructure improvements. A pilot program to improve downtown cleanliness has been in place for a year and there have been notable improvements. Additional resources were added to wash trash can liners weekly, increase frequencies of daily litter pickup, reducing overflowing trash cans/emptying trash cans more frequently, wiping down tops of newspaper racks, and wiping down tops of trash cans. Staff anticipates finalizing the plan for these improvements in the first half of next fiscal year and subsequently engaging the BID stakeholders to discuss re-initiating BID assessments in FY 2027 to fund these enhanced services. Thus, staff recommends suspending the BID assessments for one additional year.
Additionally, after the plan for long-term streetscape improvements has been approved and a 1 03/01/2022 Finance Committee, Review the Business Registry Certificate and Business Improvement District FY 2023 Processes and recommendation to City Council on the Renewal Processes https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/agendas-minutes/finance- committee/2022/20220301/20220301pfcs-linked.pdf
2 04/04/2022 City Council, Approve Finance Committee Recommendation for FY 2023 to (a) Return to the Customary Pre-Pandemic Business Registry Certificate Requirement and Fee, and (b) Pause for One Year the Downtown Business Improvement District Assessment Program https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/agendas-minutes/city-council-agendas- minutes/2022/20220404/20220404pccsmamendedlinked1.pdf
3 04/14/2023 City Council, PUBLIC HEARING: Adoption of a Resolution Providing that the City will Not Levy Assessments for the Downtown Business Improvement District for FY 2024.
https://cityofpaloalto.primegov.com/meetings/ItemWithTemplateType?id=1974&meetingTemplateType=2 4 05/20/2024 Adoption of Resolution Suspending the Levy of Assessments on the Downtown Palo Alto Business Improvement District (BID) Assessment for Fiscal Year 2025; CEQA status – not a project. https://cityofpaloalto.primegov.com/meetings/ItemWithTemplateType?id=4957&meetingTemplateType=2&compiledMeetingDocumentId=10 006
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funding plan for capital improvements has been finalized, staff will evaluate the appropriate ongoing funding framework to support the long-term vision for downtown including, but not limited to, enhanced cleaning and maintenance, landscaping, branding, and events. Staff anticipates bringing forward any recommended changes to the BID for Council consideration in 2026. Finally, given the uncertainty surrounding PADBPA, a new advisory board for the BID may be necessary. The decision to not levy assessments in FY 2026 is consistent with Council’s prior decisions5. In addition, based on further review of the Parking and Business Improvement Area Law of 1989, staff has determined that no public hearing on the proposed resolution is required if no assessment will be levied. If and when the Council determines to resume levy of the BID assessment for future years, the Council will need to conduct a noticed public hearing prior to doing so.
FISCAL/RESOURCE IMPACT
The BID is set up as a separate fund within the City’s budget. In prior years, when active, the BID has required a General Fund subsidy as collected assessments fell short of the costs of operating the BID. The subsidy amounted to $70,000 in FY 2020. Historically, the City acts as the collection agent for BID revenues and reimburses PADBPA’s expenses after receipt and verification of invoices. With the BID being paused, an estimated $80,000 will not be collected and no BID business activities will be provided. In the past, business activities have included the streetlight banner program, Lytton Plaza enhancements, and summer concerts among others.
In prior years, staffing resources have included staff time from the City Manager’s Office and Administrative Services Department to provide oversight to the BID, administer the contract with HdL (the third-party administrator for both BID and BRC), liaise with stakeholders, and preparing the annual reauthorization.
STAKEHOLDER ENGAGEMENT
Staff continues to discuss the potential options for the future of the BID with downtown business stakeholders, including former leaders of PADBPA and the Chamber of Commerce. In FY 2026, staff anticipates working with stakeholders to explore options for new management agreements for the BID.
ENVIRONMENTAL REVIEW
The proposed action is not a project for the purposes of the California Environmental Quality Act. 5 Prior Council Decisions: FY 2021 (CMR 11219) and in FY 2022 (CMR 12255) in response to the pandemic, along with the Finance Committee’s recommendation to not levy assessments for FY 2023 (CMR 13901) and FY 2024 (CMR 2303-1184) and Council in FY 2025 (CMR 2403-2822).
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ATTACHMENTS
Attachment A: Resolution Declaring Intention to Not Levy Assessments APPROVED BY:
Lauren Lai, Administrative Services Director
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Attachment A
1 133_20250514_ts24
NOT YET ADOPTED
Resolution No.
Resolution of the Council of the City of Palo Alto Declaring Its Intention to Not Levy Assessments Against Businesses Within the Downtown Palo Alto Business Improvement District for Fiscal Year 2026
R E C I T A L S
A. The Parking and Business Improvement Area Law of 1989 (the "Law"), California Streets and Highways Code Sections 36500 et seq., authorizes the City Council to levy an assessment against businesses within a parking and business improvement area which is in addition to any assessments, fees, charges, or taxes imposed in the City.
B. Pursuant to the Law, in 2004 the City Council adopted Ordinance No. 4819 establishing the Downtown Palo Alto Business Improvement District (the "District") in the City of Palo Alto.
C. The City Council, by Resolution No. 8416, appointed the Board of Directors of the Palo Alto Downtown Business & Professional Association (“PADBPA”), a California nonprofit mutual benefit corporation, to serve as the Advisory Board for the District (the "Advisory Board").
D. Beginning in March of 2020 and continuing through the present, Downtown businesses have been substantially impacted by the COVID‐19 pandemic, the public health measures taken to reduce the spread of the virus, and the resulting statewide economic contraction. In recognition of these impacts, the City Council refunded fiscal year 2020 BID assessments and declined to levy assessments in fiscal years 2021, 2022, 2023, and 2024.
E. The Advisory Board for the District is currently defunct, and therefore the Council has not had the opportunity to review or approve the annual report on the District’s improvements and activities, as well as the proposed assessments.
F. In recognition of the challenges continuing to effect downtown businesses and understanding the need for a new direction on BID management, the City Council has determined not to levy BID assessments for fiscal year 2026 (July 1, 2025 through June 30, 2026).
G. Because no assessment is proposed for fiscal year 202 6, a public hearing on the assessment is not required under the Parking and Business Improvement Area Law of 1989.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALO ALTO RESOLVES AS FOLLOWS:
SECTION 1. The Council hereby adopts the above Recitals as findings of the Council.
SECTION 2. Based on the findings herein, no assessments shall be levied for the District for fiscal year 2026 (July 1, 2025 through June 30, 2026). The District Item 4
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Resolution Declaring
Intention to Not Levy
Assessments
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Attachment A
2 133_20250514_ts24
NOT YET ADOPTED
shall remain in effect and the Council will consider the levy of assessments for following fiscal years.
SECTION 3. The Council finds that the adoption of this Resolution does not meet the definition of a project under Section 21065 of the California Environmental Quality Act and, therefore, no environmental review is required.
INTRODUCED AND PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:
City Clerk Mayor
APPROVED AS TO FORM: APPROVED:
Assistant City Attorney City Manager
Director of Administrative Services
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Attachment A -
Resolution Declaring
Intention to Not Levy
Assessments
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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: City Manager
Meeting Date: May 27, 2025
Report #:2503-4328
TITLE
Approval of Contract Amendment Number 4 to Contract #S20178065 with OIR Group, in the Amount of $40,000 and for a one-year extension to continue Independent Police Auditing Services in Palo Alto. CEQA Status – Not a Project.
RECOMMENDATION
Staff recommends that City Council approve and authorize the City Manager or designee to execute Amendment No. 4 to Contract #20178065 with OIR Group (Attachment A) to extend the contract through June 30, 2026, and add $40,000 for the continuation of independent police auditing services in Palo Alto. This amendment results in a revised total contract not-to- exceed amount of $272,500.
BACKGROUND AND ANALYSIS
Since 2006, Palo Alto has utilized an Independent Police Auditor (IPA) to conduct secondary review of defined investigations of uniformed Police Department personnel and provide related services. Since the inception of the IPA program, the City has contracted with the Office of Independent Review (OIR Group), to provide these services. Michael Gennaco and Stephen Connolly, the principals of OIR Group, are the OIR staff who provide these services to Palo Alto.
The City last issued a Request for Proposals (RFP) for independent police auditing services in 2019, and three firms submitted proposals. The contract has been amended three times to date. Staff is extending this current agreement to allow time to perform an RFP process as it has been some time since the last RFP for this service.
FISCAL/RESOURCE IMPACT
This contract amendment adds $40,000 to this contract to cover the activities to be done between July 2025 and June 2026. The IPA contract is administered through the City Manager’s Office in partnership with the City Clerk’s Office and funded through the City Council budget.
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for the existing contract services. The funding for the amendment will come from the City Council Operations Contract Services budget.
STAKEHOLDER ENGAGEMENT
The public has an opportunity to engage with the Independent Police Auditor with the City Council twice per year when the IPA does a study session with the Council. Additionally, members of the public can send information directly to the IPA at the contact information on the Independent Police Auditor webpage:
(https://www.paloalto.gov/Departments/Police/Accountability/Independent-Police-Auditor).
No specific engagement was done for this contract amendment.
ENVIRONMENTAL REVIEW
Not a project
ATTACHMENTS
Attachment A: OIR Group Contract Amendment No. 4 – Contract S20178065 APPROVED BY:
Ed Shikada, City Manager
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AMENDMENT NO. 4 TO CONTRACT NO. S20178065
BETWEEN THE CITY OF PALO ALTO AND
MICHAEL GENNACO DBA OIR GROUP
This Amendment No. 4 (this “Amendment”) to Contract No. S20178065 (the “Contract” as defined below) is entered into as of May 12, 2025, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MICHAEL GENNACO DBA OIR GROUP, a sole proprietor, located at 7142 Trask Avenue, Playa Del Rey, CA, 90293 (“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 independent police auditor services, as detailed therein.
B. The Parties now wish to amend the Contract in order to (1) increase the compensation by Forty Thousand Dollars ($40,000) from Two Hundred Thirty-Two Thousand Five Hundred Dollars ($2 32,500) to a new not to exceed amount of Two Hundred Seventy-Two Thousand Five Hundred Dollars ($272,500), (2) extend the contract term date from June 30, 2025 by an additional twelve months to June 30, 2026, as detailed herein.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. S20178065 between CONSULTANT and CITY, dated December 16, 2019, as amended by:
Amendment No.1, dated July 20, 2021
Amendment No.2, dated January 1, 2023
Amendment No.3, dated December 9, 2024
b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2 “TERM” of the Contract is hereby amended to read as follows:
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“The term of this Agreement shall be from the date of its full execution through June 30, 2026, unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereb y amended to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A” (also referred to herein as the “Basic Services”), and reimbursable expenses (if specified in Exhibit “C”), shall not exceed Two Hundred Fifty-Two Thousand Five Hundred Dollars ($252,500). In addition to the not-to-exceed compensation specified above, CITY has set aside the not-to-exceed compensation amount of Twenty Thousand Dollars ($20,000) for the performance of Additional Services. CONSULTANT agrees to complete all Basic Services, including specified reimbursable expenses, within this amount. In the event Additional Services (defined below) are authorized, the total compensation for Basic Services, Additional Services and specified reimbursable expenses shall not exceed Two Hundred Seventy-Two Thousand Five Hundred Dollars ($272,500). The applicable rate schedule is set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amounts of compensation set forth herein shall be at no cost to the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Se rvices shall mean 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”.”
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 “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 4”, AMENDED, REPLACES PREVIOUS.
b. Exhibit “C” entitled “ COMPENSATION, AMENDMENT NO. 4 ”, AMENDED, REPLACES PREVIOUS.
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6 . Incorporation of Recitals . The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
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SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
MICHAEL GENNACO DBA OIR GROUP
Officer 1
By:
Name:
Title:
Attachments:
Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 4”, AMENDED, REPLACES PREVIOUS.
Exhibit “C” entitled “COMPENSATION, AMENDMENT NO. 4”, AMENDED, REPLACES PREVIOUS.
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Exhibit B
SCHEDULE OF PERFORMANCE, AMENDMENT NO. 4
(AMENDED, REPLACES PREVIOUS)
Consultant shall complete reports for calendar years 2020, 2021, 2022, 2023, 2024, 2025, and 2026.
Beginning in calendar year 2023, the following additional specific schedule shall apply:
In calendar year 2023, CONSULTANT shall complete two reports, for publication in approximately February/March and August 2023, containing all matters completed since the last published report.
In calendar year 2024, CONSULTANT shall complete two reports, for publication in approximately February/March and August 2024, containing all matters completed since the last published report.
In calendar year 2025, CONSULTANT shall complete two reports, for publication in approximately February/March and August 2025, containing all matters completed since the last published report.
In calendar year 2026, CONSULTANT shall complete one report, for publication in approximately February/March, containing all matters completed since the last published report.
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Exhibit C
COMPENSATION, AMENDMENT NO. 4
(AMENDED, REPLACES PREVIOUS)
CITY agrees to compensate CONSULTANT for the Services performed in accordance with the terms and conditions of this Agreement, including Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4 of the Agreement), based on the hourly rate schedule attached as Exhibit C-1.
The compensation to be paid to CONSULTANT under this Agreement for all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed the amount(s) stated in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY.
REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed up to the not-to-exceed amount of: Fifteen Thousand Dollars ($15,000).
A. Travel from CONSULTANT’S office to Palo Alto City Hall, including transportation and meals, if specified as reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses.
All requests for reimbursement of expenses, if any are specified as reimbursable under this section, shall be accompanied by appropriate backup documentation and information.
ADDITIONAL SERVICES
The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expenses, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement.
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SCHEDULE OF EXPENDITURES
For the convenience of the Parties, the following identifies the historic and expected annual expenditures by type and amount under the Agreement, including Amendments One and Two. All dates refer to calendar years:
2020
• Basic services compensated at rate of $25,000, resulting in $25,000 in compensation paid.
2021 (Amendment One effective approximately July 1, 2021) • January 1, 2021 through June 30, 2021, basic services compensated at rate of $25,000 annually, resulting in $12,500 in compensation paid for six months of services. • July 1, 2021 through December 31, 2021, basic services rate increased to $40,000 annually to reflect additional scope, resulting in $20,000 in compensation paid for six months of services.
2022
• Basic services compensated at rate of $40,000, resulting in $40,000 in compensation paid. • Reimbursable travel – two in-person appearances at Council in spring and fall 2022 • Additional services – Consulting project #1 (Recruitment and Hiring) initiated, with task order budgeted at $10,000.
2023
• Basic services compensated at rate of $40,000, expected to result in $40,000 in compensation paid.
• Reimbursable travel – two in-person appearances at Council expected, in spring and fall 2023.
• Additional services – Consulting project #1 (Recruitment and Hiring) completed. $10,000 remaining for Additional Services if desired by City.
2024
• Basic services compensated at rate of $40,000, expected to result in $40,000 in compensation paid.
• Reimbursable travel – two in-person appearances at Council expected, in spring and fall 2024
2025
• Basic services compensated at rate of $40,000, expected to result in $40,000 in compensation paid.
• Reimbursable travel – two in-person appearances at Council expected, in spring and fall 2025
2026
• Basic services compensated at rate of $20,000, expected to result in $20,000 in compensation paid.
• Reimbursable travel – one in-person appearance at Council expected, in spring 2026
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Certificate Of Completion
Envelope Id: E112D6F9-3C12-4EAF-B441-2132BDD832B9
Status: Completed
Subject: Complete with Docusign: 4.9.25 Final S20178065 Amend No. 4.pdf Source Envelope:
Document Pages: 6
Signatures: 1
Envelope Originator:
Certificate Pages: 2
Initials: 0
Alice Harrison
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
250 Hamilton Ave
Palo Alto , CA 94301
[email protected]
IP Address: 199.33.32.254
Record Tracking
Status: Original
4/9/2025 9:45:03 AM
Holder: Alice Harrison
[email protected]
Location: DocuSign
Security Appliance Status: Connected
Pool: StateLocal
Storage Appliance Status: Connected
Pool: City of Palo Alto
Location: Docusign
Signer Events
Signature
Timestamp
Michael Gennaco
[email protected]
Principal, OIR Group
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.147.242.240
Sent: 4/9/2025 9:45:56 AM
Viewed: 4/9/2025 10:08:16 AM
Signed: 4/9/2025 10:08:35 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
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Chantal Gaines
[email protected]
Assistant to City Manager
City of Palo Alto
Security Level: Email, Account Authentication
(None)
Sent: 4/9/2025 10:08:36 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Ingrid Velasquez
[email protected]
Administrative Assistant
City of Palo Alto
Security Level: Email, Account Authentication
(None)
Sent: 4/9/2025 10:08:37 AM
Viewed: 4/9/2025 10:18:22 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
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City Council
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: Planning and Development Services
Meeting Date: May 27, 2025
Report #:2505-4639
TITLE
PUBLIC HEARING / QUASI-JUDICIAL. 4075 El Camino Way [23PLN-00202]: Recommendation on Applicant’s Request for an Amendment to a Planned Community Zone District (PC-5116) to Allow for Modifications to an Existing 121-Unit Assisted Living and Memory Care Facility. The Additions Would Include 16 Additional Assisted Living Units and 172 Square Feet of Additional Support Space. Environmental Assessment: Exempt from the Provisions of the California Environmental Quality Act (CEQA) in Accordance with CEQA Guidelines Section 15301 (Modifications to Existing Facilities). Zoning District: PC-5116 (Planned Community). (Continued from 5/5/2025 - On May 5, 2025, the Council Received Presentations and Public Testimony; the Item Will be Continued to May 27 for Council Deliberation and Action - No Public Testimony Will be Heard on May 27.)
RECOMMENDATION
Staff recommends the City Council take the following actions (consistent with the prior report):
1. Find the project exempt from CEQA in accordance with CEQA Guidelines Section 15301;
2. Adopt the ordinance in Attachment B, amending Planned Community Ordinance 5116; and
3. Approve the Record of Land Use Action in Attachment C based on findings and subject to conditions of approval.
BACKGROUND AND ANALYSIS
On May 5, 2025, the City Council considered this item and voted to continue it to a date uncertain. At this meeting, City Council heard the staff presentation, applicants’ presentation, and public comments. The prior report and attachments are available online here:
https://cityofpaloalto.primegov.com/Portal/Meeting?meetingTemplateId=16065
STAKEHOLDER ENGAGEMENT
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As the item was continued to a date uncertain, the Palo Alto Municipal Code requires notice of this public hearing be published in a local paper and mailed to owners and occupants of property within 600 feet of the subject property at least ten days in advance. Notice and postcard mailing in advance of a public hearing for this project was published in the Daily Post on May 15, 2025, which is 13 days in advance of the meeting.
ATTACHMENTS
None.
APPROVED BY:
Jonathan Lait, Planning and Development Services Director Item 6
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City Council
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: Planning and Development Services
Meeting Date: May 27, 2025
Report #:2503-4305
TITLE
FIRST READING: Adoption of an Ordinance Amending Palo Alto Municipal Code Titles 18 (Zoning) and 16 (Building Regulations) to Modify the El Camino Real Focus Area, Implementing Program 3.4E of the Housing Element, and Updating the Housing Incentive Program. CEQA Status: the Addendum to the Comprehensive Plan Environmental Impact Report (EIR), Considered by the City Council on April 15, 2024, Analyzed Potential Environmental Impacts of the 6th Cycle Draft Housing Element Including Program 3.4E.
RECOMMENDATION
Staff recommends that the City Council adopt an ordinance amending Chapters 18.14 and 16.58 of the Palo Alto Municipal Code (PAMC) (Attachment A) to implement Program 3.4E of the Housing Element regarding the El Camino Real Focus Area expansion and modification of development standards.
EXECUTIVE SUMMARY
Adopted in December 2023, the El Camino Real Focus Area establishes more flexible development standards for a limited number of parcels fronting El Camino Real near Page Mill Road. In exchange, qualifying projects must provide at least 20 percent of residential units at or below 80 percent of the Area Median Income (AMI). The Focus Area was developed as an alternative to State Density Bonus Law and as a response to filed Builder’s Remedy applications.
This report describes the implementation of Housing Element Program 3.4E, which calls for targeted amendments to the El Camino Real Focus Area. The proposed amendments include two primary changes:
1.Geographic Expansion – Extending the boundaries of the Focus Area to include additional eligible parcels; and
2.Development Standards Modifications – Adjusting standards to support feasible and context-sensitive development, considering adjacent land uses and proximity to transit and essential services.
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The draft ordinance also introduces additional incentives to encourage lot consolidation, the provision of below-market-rate housing, and utilization of the Focus Area program in lieu of pursuing State Density Bonus Law or Builder’s Remedy pathways.
Finally, the ordinance includes minor revisions to the updated Housing Incentive Program (HIP) to address implementation issues identified during the review of Ordinance No. 5650.
BACKGROUND
El Camino Real Focus Area
On December 18, 2023, the City Council adopted Ordinance No. 5608 to rezone sites identified in the 2023-2032 Housing Element to meet the Regional Housing Needs Assessment (RHNA) required under State law. This action implemented Housing Element Program 1.1 of the Housing Element and included specific zoning changes to properties on El Camino Real south of Page Mill Road, known as the “El Camino Real Focus Area.” The existing El Camino Real Focus Area extends along the west side of El Camino Real, between Page Mill Road and Matadero Avenue. Within this area—and as an alternative to State Density Bonus Law—applicants may elect to utilize more generous development standards in exchange for providing 20% of units at up to 80% of Area Median Income (i.e., “low income”).
The Focus Area was created as both a response to proposed housing project applications submitted under State Density Bonus Law and Builder’s Remedy, and a proactive effort to encourage transit-oriented mixed-income housing in compliance with the City’s design and development standards.
As a second step, the Housing Element anticipated further changes to the Focus Area through Program 3.4E:
Expand the geographic boundaries of the El Camino Real Focus Area (adopted in 2023) to incentivize housing production at appropriate locations. Increase building height and floor area ratios and apply other objective standards, such as transitional height restrictions, to address single family zoning district adjacencies. The proposed standards will be an alternative to the state density bonus.
To explore expansion areas, staff analyzed the characteristics of properties along El Camino Real and divided the corridor into four “tiers,” with Tier 1 representing the highest potential for inclusion in the expanded Focus Area and Tier 4 having the lowest potential. The sites were arranged into tiers based on the following criteria: lot size/shape, lot consolidation potential, developer interest, Housing Element opportunity site status, proximity to public transit, and lack of R-1 zone adjacencies.
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Architectural Review Board (ARB) Feedback
On December 19, 2024, the ARB held a study session to consider potential modifications to development standards:
In contrast with the PTC, the ARB supported expansion to Tiers 1, 2, 3, and 4. ARB members were split between modulating standards for smaller lot sizes and in the middle of the corridor vs. maintaining the same standards throughout the whole corridor.
ARB members generally agreed on refining the daylight plane standard to an initial height of 16 feet and 45 degrees.
ARB members generally agreed that the daylight plane should regulate transitions and that the height transition standard should be removed.
ARB members supported refining the upper story stepback (on the El Camino Real frontage) to: 10 feet over 75% of facade above 55 or 65 feet in height.
Planning & Transportation Commission (PTC) Feedback
On December 17, 2025, the PTC held a study session to consider criteria for geographic expansion, and modifications to development standards in existing and potential Focus Area boundaries. The PTC provided the following feedback:
Generally supported expansion within Tier 1 and Tier 2 sites. Recommended modulated standards for different locations. Recommended providing incentives for lot consolidation. Supported modifications to height transition standards to allow more massing, while still creating transitions to lower height structures.
Supported maintaining adequate sidewalk widths and bike facilities.
A draft ordinance was presented to the PTC on March 26, 2025, based on the ARB and PTC study session feedback. The PTC held a public hearing and made the following motions and recommendations to the City Council:
Commissioners supported the geographic expansion of the Focus Area, removal of the height transition standard, including standardized setbacks, lot consolidation incentives, fee waivers for lower income below-market rate units, and limiting office uses based on base district regulations (Motion #1: 6-0).
Commissioners were split on how to adjust the daylight plane. They agreed on making it stricter in the absence of a height transition standard, but disagreed whether it should be lowered from 60 degrees to 45 degrees or 30 degrees (i.e., more restrictive) (Motion #2: 3-3). (See daylight plane discussion below.)
A majority of Commissioners supported the simplified upper story stepback in the draft ordinance (Motion #3: 4-2).
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Commissioners supported revisions to the on-site below-market rate requirements within the Focus Area to match AB 1893/Housing Accountability Act provisions, for existing Builder’s Remedy projects only (Motion #4: 6-0). Commissioners also expressed interest in expanding Focus Area standards to other sites on El Camino Real in the future.
Commissioners did not make a recommendation about the Hansen Way special setbacks. They were open to changes to the setback if acceptable to the Transportation Division and Stanford. This topic is further discussed in Attachment B. Commissioners recommended that any zoning changes to 470 Olive Avenue be made as part of a development project. This rezoning is not included in the draft ordinance.
For further background information on the El Camino Real Focus Area and discussion of potential tiers for expansion, see the December 17, 2024 PTC staff report.1
ANALYSIS
The draft ordinance in Attachment A expands the geographic reach of the Focus Area and adjusts development standards in a manner that will encourage participation in the Housing Focus Area program and maintain the City’s design priorities.
Geographic Expansion of the Focus Area
The draft ordinance expands the Focus Area to include sites with the highest potential for development based on site conditions and location, and sites with active Builder’s Remedy applications. These sites could generate approximately 500 dwelling units based on the draft zoning standards (depending on the number of sites that turn over). As shown in Figure 1, these sites are close to services and Caltrain, several have developer interest and/or Housing Element opportunity site status, and several sites exceed ½ acre, which allows for higher density projects with parking.
1 December 17, 2024 PTC staff report:
https://cityofpaloalto.primegov.com/meetings/ItemWithTemplateType?id=6713&meetingTemplateType=2&comp iledMeetingDocumentId=12701
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Figure 1: Existing and Proposed El Camino Real Focus Area Further Geographic Expansion--NVCAP and Beyond
Notably, since adoption of the original Focus Area, the North Ventura Coordinated Area Plan (NVCAP) has been approved and sites in the plan area have been upzoned to allow higher densities and building heights. NVCAP sites are not included in the proposed expansion of the Focus Area consistent with the PTC’s recommendation. However, the Council could consider including the following NVCAP parcels within the Focus Area: 2951, 2905, and 2999 El Camino Real. Although currently owned by three different entities, the property owner of 2951 El Camino Real has been in discussions about site acquisition and lot consolidation to a form an approximately 1-acre parcel. Moreover, they have developed concept plans for these sites, which were reviewed by the City Council over two prescreenings in 2021.
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Three parcels were preliminarily identified as “Tier 2” sites for potential inclusion in the El Camino Real Focus Area. These sites demonstrated some, but not all, of the established criteria:
they are of interest to developers but are adjacent to R-1 zoning districts and are relatively small unless consolidated. During study sessions, both the Planning and Transportation Commission (PTC) and the Architectural Review Board (ARB) generally supported the inclusion of all Tier 1 and Tier 2 sites.
However, due to limitations on the total development capacity analyzed in the California Environmental Quality Act (CEQA) Addendum prepared for the Housing Element, only the Tier 1 sites have been included in the draft Focus Area boundary. As such, the PTC did not evaluate the Tier 2 sites as part of its March 21 action.
Attachment C includes correspondence from the property owner of 2951 El Camino Real expressing interest in being included in the Focus Area. Separately, this property owner has also indicated interest in rezoning their adjacent parcel at 470 Olive Avenue, which is currently zoned R-1 and located behind the El Camino Real–fronting sites.
The Council could add 2951, 2905, and 2999 El Camino Real to El Camino Real Focus Area within the CEQA review completed in the Addendum. The addition of the Focus Area could help facilitate site acquisition and lot consolidation and offer the property owner a development process more attractive than State Density Bonus Law by allowing additional density. Compared to Density Bonus Law, the Focus Area allows more design predictability by eliminating the option for waivers from objective standards and requires more affordable housing to be located on-site.
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Further expansion of the Focus Area would trigger additional environmental review and add approximately 10 months to the schedule, extending the timeline of implementation of Program 3.4E beyond the June 2025 deadline in the Housing Element. This potential work effort could be incorporated into a future area plan for El Camino Real, as previously directed by the Council.
Draft Zoning Modifications
The draft ordinance in Attachment A include the following key changes:
Remove Height Transition, but Decrease Daylight Plane: The height transition has been removed and replaced with standards that rely on setbacks and a stricter daylight plane to facilitate height transitions. The draft ordinance shows a decrease in the daylight plane from 60 degrees to 45 degrees (decreased angle makes it more restrictive). With an initial height of 16 feet at the property line, this will allow for two stories of building height (approximately 20 feet) abutting an R-1 zoning district, which has a height limit of 30 feet. For adjacencies to other zoning districts, the current regulations for daylight planes will continue to apply.
Figure 2 illustrates existing and proposed daylight plane and height transition standards that apply to the Focus Area when abutting an R-1 zoning district. The existing standard varies depending on the abutting zoning district and location (i.e., side or rear yard)--for example, 45 degrees for RM districts (e.g., 3400 El Camino Real/Creekside Inn condition) and 60 degrees for the typical CS/CN district. The draft ordinance proposes to standardize the daylight plane for any zone abutting an R-1 zoning district.
Figure 2 illustrates the two options that the PTC contemplated: a 45-degree daylight plane and a stricter 30-degree daylight plane. Staff recommends the 45-degree daylight plane as this was the ARB recommendation and it achieves light and air objectives for the abutting R-1 uses, but only extends to within 70 feet of the shared property line. The stricter 30-degree daylight plane extends approximately 120 feet into the property, limiting the potential for higher density development envisioned by the Focus Area.
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Figure 2: Existing and Proposed Daylight Plane Options
Simplify Upper Story Setback: The upper story stepback standard was modified to require a 10-foot stepback above 55 feet in building height along at least 70% of the façade rather an average 20-foot stepback. This revision allows more massing on the El Camino Real frontage, while still requiring relief above the fifth story. Some developers within the Focus Area have expressed concerns that upper story setbacks will reduce the number of units feasible on a site and add costs due to construction inefficiencies and waterproofing needs.
Standardize Setbacks: The front, side, and rear setbacks are standardized for the Focus Area (generally consistent with typical El Camino Real standards for the CN/CS zones), rather than deferred to the underlying base district standards which have a broad range. Provide Incentives for Consolidation: Two sets of FAR and building height standards, depending on lot size are proposed, to acknowledge that larger sites can accommodate more density and building height and to provide incentives for lot consolidation. Provide Incentives for BMR Units: For projects with at least 20% of units at below- market rate levels, lower income BMR units would be exempted from development impact fees.
Streamlined Review: Projects that meet the City’s objective design standards may be processed through Streamlined Review (i.e., one study session with the ARB).
Alternatively, projects may choose to meet the City’s context based design criteria and go through Architectural Review (i.e., up to three hearings with the ARB).
Implications for Mixed Use Projects
As written, the draft ordinance allows mixed use projects that are at least 2/3 residential use (i.e., a housing development project as defined by State law) to utilize Focus Area standards.
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build out in phases over time. The draft ordinance applies specific limits for non-residential FAR and building height. Non-residential uses are limited to 50 feet in building height and the maximum FAR identified in the base zoning district (e.g., 0.4 FAR in the RP zone). To incentivize ground-floor retail, the draft ordinance allows up to 5,000 sq. ft. of retail floor area beyond this FAR limit, as long as the project as whole does not exceed 4.0 FAR. For potential projects with hotel and office uses, this flexibility in the zoning may provide an incentive to use the Focus Area standards over Builder’s Remedy.
Development Impact Fee Waiver for Inclusionary Units
Consistent with prior City Council direction, the draft ordinance includes a provision exempting inclusionary dwelling units from development impact fees when a project provides at least 20 percent of total units on-site as income-restricted housing affordable to households earning up to 80 percent of the Area Median Income (AMI). As part of the City’s broader development impact fee nexus and feasibility study, staff will evaluate and present to the PTC options to extend this policy to other projects.
Builder’s Remedy – AB 1893 Affordable Housing Requirements & Project Compliance For an applicant to choose the El Camino Real Focus Area rules over the Builder’s Remedy, there needs to be an incentive to do so. The two processes currently have different affordability requirements and different development standards.
The original Focus Area included an affordability requirement to match the “Builder’s Remedy” section of the Housing Accountability Act (HAA) (Gov. Code Section 65589.5) as it existed at that time. However, Assembly Bill (AB) 1893, which went into effect January 1, 2025, modifies the HAA to allow alternate and reduced affordability requirements, including for Builder’s Remedy applications that have already been submitted. Existing Builder’s Remedy applicants with projects located at 3150 El Camino Real and 3400 El Camino Real (within the existing Focus Area), and 3606 El Camino Real and 3781 El Camino Real (within the proposed expansion area) have the option to reduce their affordability requirements under the Builder’s Remedy to:
7% of units are affordable to extremely low-income households (<30% AMI) 10% of units are affordable to very low-income households (<50% of AMI) 13% of units are affordable to lower-income households (<80% of AMI) 100% of units are affordable to moderate-income households (<120% of AMI)
The draft ordinance includes a specific provision for existing Builder’s Remedy projects to take advantage of these new options, though these projects would no longer receive an exemption from development impact fees for BMR units, noted above. Other Focus Area projects would need to provide 20% of units affordable to lower income households (<80% of AMI).
The projects proposed under Builder’s Remedy within the Focus Area are currently not compliant with all of the development standards in the draft ordinance. Some of the key Item 7
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inconsistencies include: daylight plane and setbacks at the interface with R-1 and R-1 zoning districts; open space/landscape coverage standards; upper story stepbacks on El Camino Real; special setbacks; and non-residential FAR and building height. These applicants would need to choose to modify their projects to meet the Focus Area standards in order to comply with and utilize this alternate process.
Adjustment to the Housing Incentive Program
Finally, the attached ordinance includes two minor adjustments to the City’s updated Housing Incentive Program, which was recently adopted by Ordinance no. 5650. The first adjustment removes the site at 156-164 California Avenue from eligibility under the HIP. This site is the subject of a pending project application seeking to utilize the “Builder’s Remedy” to construct a mixed-use project consisting of a seven-story podium, a 17-story tower, and an 11-story tower. Staff identified the potential for an unintended interaction between the new HIP standards and State law that could limit the City’s review of this project; staff therefore recommends removing the site from the HIP until the pending application is resolved.
The second adjustment clarifies that the increased floor area available under the HIP is intended only to increase the potential for residential development and that the HIP does not allow any additional floor area for non-residential uses. This clarification was inadvertently omitted from Ordinance no. 5650.
FISCAL/RESOURCE IMPACT
The implementation of the proposed ordinance is not anticipated to have any direct fiscal impacts on the City budget.
POLICY IMPLICATIONS
As part of the implementation of Program 3.2 (Monitor Constraints to Housing) of the Housing Element, the City needs to prepare an analysis in staff reports for initiatives proposing new regulations. This analysis should detail how the regulations may impact housing production, if at all, and recommend solutions to address any adverse impacts.
The draft ordinance implements Housing Element Program 3.4E to expand the geographic boundaries of the El Camino Real Focus Area to incentivize housing production though increases in building height and FAR, and application of other objective standards, as an alternative to State Density Bonus Law. Based on quantified objectives in the Housing Element, this program is anticipated to generate 500 housing units, beyond the existing Focus Area boundaries. In this way, the draft ordinance supports implementation of Housing Element Goal
2.0 (Affordable Housing), Goal 3.0 (Housing Development), and goals to affirmatively further fair housing by locating new housing in a resource-rich area near high-quality transit, services, and jobs.
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STAKEHOLDER ENGAGEMENT
Notice of a public hearing for this project was published in the Daily Post on May 15, 2025, which is 12 days in advance of the meeting.
City staff and consultants have met with eight property owners and developers within the existing and proposed El Camino Real Focus Area and, in other portions of El Camino Real where the Focus Area could apply, to gauge the viability of the program, including the development standards and affordability requirements. These stakeholders have expressed support for the overall policy initiative and for the height and density standards, but concerns over the following regulations in the current Focus Area: height transitions and daylight planes, setbacks especially abutting R1 and R2 zoning districts, upper story stepbacks, and affordability requirements.
Additionally, as detailed in Attachment B, Stanford University, the property owner at 3300 El Camino Real, and Sand Hill Properties, the lessee at the site, advocate for removal of the 50- foot special setback on Hansen Way. They indicate that if the current 50-foot setback remains, it is unlikely that the area between the utility easement and the setback can be developed into any use, whether it be residential or commercial. They state that this would reduce the developable area of the site, as well as negatively impact the aesthetic appeal of the El Camino Real/Hansen gateway.
ENVIRONMENTAL REVIEW
On April 15, 2024, the City Council adopted Resolution No. 10155, approving an Addendum to the Comprehensive Plan Environmental Impact Report (EIR). The addendum analyzed potential environmental impacts of the 6th Cycle Draft Housing Element. This includes implementation of Housing Element Program 3.4E and associated increase in housing production including the RHNA, Housing Element sites inventory, and other Housing Element programs. Specifically, Housing Element Program 3.4E indicates that an additional 500 units could be generated through expansion of the Focus Area. Buildout of the proposed expanded Focus Area falls within this threshold.
ATTACHMENTS
Attachment A: Amendments to Title 18 to Implement Housing Element Program 3.4E Attachment B: Hansen Way Special Setbacks
Attachment C: 2951 ECR Multifamily Development Letter
APPROVED BY:
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1 Ordinance No.
Ordinance of the Council of the City of Palo Alto Amending: Chapter 18.14 (Housing Incentives) of the Palo Alto Municipal Code to Implement Program 3.4E of the 2023-2031 Housing Element to Expand and Revise Regulations for the El Camino Real Focus Area; Making Conforming Amendments to Chapter 16.58 (Development Impact Fees)
SECTION 1. Findings and Declarations. The City Council finds and declares as follows:
A. On May 8, 2023, the City Council adopted Resolution No. 10107, approving an Addendum to the Comprehensive Plan Environmental Impact Report (EIR), making various findings, and adopting the 2023-2031 Housing Element for the City of Palo Alto.
B. On November 13, 2023, the City Council approved a Revised Addendum to the Comprehensive Plan EIR and introduced Ordinance No. 5608, rezoning sites in the 2023- 2031 Housing Element Sites Inventory to accommodate the City’s Regional Housing Needs Allocation.
C. On April 15, 2024, the City Council adopted Resolution No. 10155, making various findings, adopting a Revised 2023-2031 Housing Element, and authorizing the Director of Planning and Development Services to take further actions necessary to achieve certification of the Housing Element by the California Department of Housing and Community Development (HCD).
D. On August 19, 2024, HCD found that the Revised 2023-2031 Housing Element, as further modified on July 17, 2024, was substantially compliant with state law.
E. Program 3.4E of the City’s Revised 2023-2031 Housing Element directs the City to expand the geographic boundaries of the El Camino Focus Area to incentivize housing production in appropriate locations.
F. On March 26, 2025, the Planning and Transportation Commission considered and recommended that the City Council adopt this ordinance to implement the 2023-2031 Housing Element.
SECTION 2. Section 18.14.020 (Housing Element Opportunity Sites) of Chapter 18.14 (Housing Incentives) of Title 18 (Zoning) of the Palo Alto Municipal Code is hereby amended to read as follows (additions underlined; deletions struck through; and unchanged text omitted with bracketed ellipses):
18.14.020 Housing Element Opportunity Sites and Focus Areas This subsection implements the rezoning required to meet the RHNA in the 2023-2031 Housing Element, pursuant to Appendix D. Regulations identified in Table 1 and Table 2 modify and replace development standards provided in base zoning district and applicable combining district Item 7
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2 regulations. This section additionally provides regulations for Housing Focus Areas in portions of El Camino Real and in the GM/ROLM districts that further the goals of the Housing Element. (a) Applicability: This subsection applies to Housing Development Projects, as defined in Cal. Gov’t Code § 65589.5, on Housing Element opportunity sites listed in Appendix D and on sites within the GM/ROLM and El Camino Real Focus Areas depicted in Figure 1 and Figure 3. [. . .]
(c) Development Standards: Refer to base zoning district and applicable combining districts for development standards except:
(i) Residential uses on R-1 zoned sites (faith-based institutions) shall be subject to the development standards for the RM-30 zoning district, pursuant to Chapter 18.13.040, except that Maximum FAR shall be 1.25 and minimum density shall be 20 units per acre. (ii) RM-20, RM-30, RM-40, CN, CS, CC, CC(2), CD-C, and CD-N zoned sites as modified by Table
1. (iii) GM, ROLM, and RP zoned sites as modified by Table 2. (iv) PF zoned sites shall meet the following development standards:
(A) Downtown sites: CD-C standards, pursuant to Table 1 below. (B) California Avenue sites: CC(2) standards, pursuant to Table 1 below. (v) Specific Stanford University-owned sites and El Camino Real Focus Area sites may, as an alternative to State Density Bonus Law, meet base district regulations as modified by Table
3. Housing Development Projects that utilize State Density Bonus Law shall be subject to base district standards or standards provided in Tables 1 and 2, as applicable. Additionally, El Camino Real Focus Area sites shall:
(A) Complete Major Architectural Review pursuant to Section 18.77.020 or Streamlined Housing Development Project Review pursuant to Section 18.77.073, as applicable. (B) Except as provided in paragraph (C) below, Pprovide at least 20% of total units as on- site below-market rate housing affordable to households earning up to 80% of AMI.
This requirement shall apply in place of the basic requirements set forth in Sections
16.65.030 and 16.65.040. The below-market rate units affordable to lower income households and/or their square footage shall be exempt from payment of development impact fees.
(C) Projects proposed on a site for which the Director determines a valid, pending application meets the definition of a “builder’s remedy project” may provide on-site below-market rate housing consistent with “housing for very low, low-, or moderate- income households,” as those terms are defined in Government Code Section 65589.5.
This requirement shall apply in place of the enhanced requirements set forth in subdivision (c)(v)(B) above and shall be credited toward fulfillment of the basic requirements set forth in Sections 16.65.030 and 16.65.040. The below-market rate Item 7
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3 units provided pursuant to this paragraph (C) shall be subject to payment of development impact fees as set forth in Title 16 of this code. (vi) Combining district design and development standards shall not apply to exclusively residential projects on housing opportunity sites designated in Appendix D of the Housing Element to accommodate lower income households.
[. . .]
Table 3
Site- Specific Development Standards (Stanford-Owned Sites & El Camino Real Focus Area) Location Pasteur Dr. & 1100 Welch
Rd. (1)(3)
(Figure 2)
El Camino Real Focus Area(1)
(Figure 3)
Minimum Setbacks (feet)
Setback lines imposed by a special setback map pursuant to Chapter
20.08 of this code may apply
Minimum Front (7)
Setback
15 feet 0' - 10' to create a 12' effective
sidewalk width See base district
regulations
Abutting low density residential (RE,
R2, NV-R2, RMD), R1, or NV-R1 zone
district: 20’
Abutting other residential zone
district: 10’
Rear and Interior
Side
Abutting non-residential zone
district: 10’ for residential use; none
for non-residential use
Street Side(7)
See base district
regulations: 18.13.040
5’
Maximum FAR (Total) 3.5 (Total) Lot size => 10,000 sq. ft.: 4.0 (Total) Lot size < 10,000 sq. ft.: 3.0 (Total)
Maximum FAR (Non-
Residential)
See base district
regulations: 18.13.040
See base district regulations, except
that an additional 5,000 square feet
of retail and retail-like uses may be
permitted, subject to Total FAR limits.
Maximum Site/
Minimum
Landscape/Open
Space Coverage
(2) (2)
Maximum Lot
Coverage
60% Lot size => 10,000 sq. ft.: 80%
Lot size < 10,000 sq. ft.: 70%
Maximum Density
(du/ac)
None None
Maximum Height(6)
(feet) for residential
85 Lot size => 10,000 sq. ft.: 85
Lot size < 10,000 sq. ft.: 65
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4 portion
Maximum Height(6)
(feet) for non-
residential portion
50 50
Daylight Plane Sand Hill Rd. frontage only:
initial height 60 feet above
grade at the Sand Hill Rd.
setback line and a 45-
degree angle
For lot lines abutting an R1 or NV-R1
zoning district:
Initial height: 16 feet, measured at
the property line
Slope: 45 degrees
Other locations: See base district
regulations for standards for daylight
planes
Height Transitions n/a Within 100 ft. of low density
residential (RE, R2, or RMD) or R1
single family zone district property
line: 35 ft.
Between 100 and 150 ft. of low
density or R1 zone district property
line: 45 ft.
Upper Story Step Back None El Camino Real frontage above 55 feet in height: minimum 10 6 foot
step-back from lower facade, for a
minimum 70% of the facade length.;
and average setback from the
property line for the entire facade
shall be 20 feet(7).
See Figure 4.
Minimum Usable
Open Space
100 sq. ft./unit (any
combination of common
and/or private)
100 sq. ft./unit (any combination of
common and/or private)
Minimum Residential
Parking(5)
0.5 spaces/unit 1 space/unit
(Per AB2097: 1 0 space/unit within ½
mile of Caltrain)
Other Development
Standards
See base district
regulations: 18.13.040
See base district regulations
Design
Criteria/Standards
Compliance with Objective
Design Standards pursuant
to 18.24(4)
Architectural Review Streamlined
Housing Development Project Review
and compliance with either Objective
Deign Standards pursuant to Chapter
18.24 or Architectural Review and
compliance with Context-Based
Design Criteria pursuant to base
district regulations(4).
Notes:
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5 [. . .]
(4) Except, the following objective design standards shall be modified to meet the realistic capacity identified in the Housing Element:
(a) 18.24.050(b)(5): Diversity of Housing Types shall not apply. (b) 18.24.060(b)(7): Parking/Loading/Utilities, shall be replaced with the following standard:
Above grade structured parking levels facing a public right-of-way or publicly accessible open space/path with the exception of vehicular alleys, shall compose no more than 50% of any public frontage. Garage facades fronting on public right-of-way shall be screened with decorative architectural screening (e.g. perforated metal panels, murals), lined with habitable uses, or screened with landscaping (e.g., green wall, climbing vines). (c) 18.24.050(b)(1): Upper Floor Step Backs & Daylight Planes shall not apply. [. . .]
(7) Average setback from the property line may be calculated by taking the area between the property line and the upper facade. This area, in square feet, shall be greater than or equal to the facade length multiplied by 20. Example: 200-foot facade length x 20-foot average setback + minimum 4,000 sq. ft. area of setback per floor. For purposes of this calculation, portions of the upper facade with a setback greater than 40 feet shall be treated as if the facade is located at 40 feet from the property line. For purposes of this calculation, roof projections and eaves up to four feet in depth shall be excluded.
For the purposes of this development standards table, the following definitions apply:
“Abutting” refers to parcels that share a property line, exclusive of parcels with intersecting corners, parcels separated by a street, or parcels under common ownership. “Lot Size” refers to the total lot area of a proposed project, which may be composed of one or more parcels, generally under common ownership, which may include parcels developed in phases over time.
“Front Setback” for properties on El Camino Real means the setback from El Camino Real. “Street Side Setback” for properties on El Camino Real means the setback from a street that intersects El Camino Real.
[. . .]
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6 Figure 3: El Camino Focus Area
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7 Figure 4: Upper Story Step Back (El Camino Real Focus Area) portions of buildings more than 49 feet from the property line shall be counted as 40 feet Figure 4b
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8 SECTION 3. Section 16.58.030 (Exemptions) of Chapter 16.58 (Development Impact Fees) of Title 16 (Building Regulations) of the Palo Alto Municipal Code is hereby amended to read as follows (additions underlined):
16.58.030 Exemptions.
The provisions of this chapter shall not apply to the following:
(a) City buildings or structures;
(b) Public school buildings or structures;
(c) Residential housing, either for sale or rental, which, by recordable means, is permanently obligated to be 100% affordable, as defined in Section 18.14.040(c); (d) Retail service, eating and drinking service, personal service, or automotive service when the total additional square footage is 1,500 square feet or less. This exemption shall apply only when the additional square footage of new development does not exceed 1,500 square feet. New development that is larger than 1,500 square feet shall pay a fee for all square footage, including the first 1,500 square feet;
(e) Day care centers used for child care, nursery school or preschool education; (f) Below market rate housing units above and beyond the minimum number required for projects subject to the City's Below Market Rate (BMR) Housing program or other housing incentive programs. The additional units must be offered and constructed in a manner consistent with all requirements of the BMR program;
(g) Accessory dwelling units (ADU) less than 750 square feet in size. Any impact fees to be charged for an accessory dwelling unit of 750 square feet or more shall be proportional to the square footage of the primary dwelling unit;
(h) Junior accessory dwelling units (JADU);
(i) Any residential subdivision for which land dedication or fees in lieu thereof are required pursuant to Chapter 21.50 of the Palo Alto Municipal Code. This exemption shall only apply to the park development fee described in Section 16.58.020(a). (j) Below market rate housing units affordable to lower income households constructed pursuant to the El Camino Focus Area standards pursuant to Section 18.14.020, subdivision (c)(v)(B), of the Palo Alto Municipal Code.
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9 SECTION 4. Section 18.14.030 (Housing Incentive Program) of Chapter 18.14 (Housing Incentives) of Title 18 (Zoning) of the Palo Alto Municipal Code is hereby amended to read as follows (additions underlined; text unchanged and omitted indicated by bracketed ellipses):
18.14.030 Housing Incentive Program
(a) Purpose
The housing incentive program modifies base zoning district standards and streamlines review to encourage higher-density multi-family housing production. The program is a local alternative to State Density Bonus Law.
(b) Applicability
The housing incentive program shall apply to the following zoning districts or locations:
(1) Chapter 18.13: RM-20, RM-30, RM-40
(2) Section 18.14.020: GM/ROLM Focus Area (see Figure 1) (3) Chapter 18.16: CC(2), except the sites at 156-164 California Avenue; CN or CS-zoned sites on El Camino Real, except sites in the Automobile Dealership (AD) Combining District; CS sites on San Antonio Road between Middlefield Road and East Charleston Road
(4) Chapter 18.18: CD(C)
(5) Chapter 18.29: NV-R3, NV-R4, NV-MXL, NV-MXM, NV-MXH, NV-PF [. . .]
(e) Development Standards
[. . .]
Table 6
FAR and Building Height Standards, by Eligible Zone District [. . .]
Notes:
(1) Nothing in this section increases the non-residential floor area permitted in any district.
Maximum Floor Area Ratio shall be increased by 0.5:1 for projects in which at least 10% of all units contain three or more bedrooms.
[. . .]
[. . .]
SECTION 5. If any section, subsection, clause or phrase of this Ordinance is for any reason held to be invalid, such decision shall not affect the validity of the remaining portion or sections of the Item 7
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10 Ordinance. The Council hereby declares that it should have adopted the Ordinance and each section, subsection, sentence, clause or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared invalid.
SECTION 6. In accordance with the California Environmental Quality Act (CEQA), the City prepared an Addendum to the 2017 Comprehensive Plan Environmental Impact Report (EIR), analyzing the potential environmental impacts of the 2023-2031 Housing Element. On May 8, 2023, the City Council adopted Resolution No. 10107, and on November 17, 2023, the City Council approved a Revised Addendum, finding that the Addendum, as revised, and the 2017 EIR adequately analyzed the environmental impacts of the Housing Element, including the Programs implemented by this ordinance.
SECTION 7. This Ordinance shall be effective on the thirty-first day after the date of its adoption.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:
City Clerk Mayor
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
Assistant City Attorney City Manager
Director of Planning and
Development Services
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Hansen Way Special Setbacks
Southwest of the Focus Area, on Stanford University Lands, the City’s zoning map requires special setbacks of 50 feet on numerous streets in the Research Park, as shown in Figure B-1 below. These setbacks are intended to preserve right-of-way for future circulation, including vehicle travel lanes, and pedestrian and bicycle facilities. The project sponsors at 3300 El Camino Real received approval for an office development in 2023, but based on the Focus Area opportunity are considering a revised development application that would add multifamily housing to the site in addition to the proposed office use. 50 -foot special setback symbolized with dotted green line along Hansen Way. Note small text along the Hansen Way frontage of the 3200 El Camino Real property which reads:
NO_SPECIAL_SETBACK_FOR_MIXEDUSE_HOTEL_USES_3200_ECR_PAMC 20.08.20 Figure B-1: Excerpt of Palo Alto Zoning Map (p. 8): Hansen Way Special Setbacks Item 7
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As shown in Figure B-2, the northern (plan left) portion of the site is constrained by both the 50-foot special setback and a PG&E no-build easement that crosses the site. Reducing or removing this special setback would improve feasibility for the site. In response to an inquiry by the PTC, City staff contacted representatives from Stanford Real Estate to get their opinion on the special setback. Both the property owner, Standford University, and the property lessee and project sponsor, Sand Hill Properties, advocate for removal of this special setback. Stanford Real Estate representatives do not have an alternative use envisioned for the setback area. They indicate that Hansen Way has sufficient width for vehicular and bicycle connectivity, is currently improved with an existing Class IIb buffered bicycle lane, providing a safe path of travel for bicyclists. They do not see a need to continue to hold an additional 50-foot setback for some other future use.
Source: Sand Hill Properties
Figure B-2: 3300 El Camino Real Site Constraints
As noted on Figure B-1 and the accompanying caption, there is precedent for removing this setback. It does not apply to mixed-use hotel uses on the opposite side of the street at 3200 El Camino Real. Approaching the intersection with El Camino Real, this segment of Hansen Way measures 40 feet curb-to-curb. Westbound, it includes one travel lane and a buffered bicycle lane; eastbound, it includes on travel lane and a shared right-turn lane/shared bicycle route. As a result, Hansen Way is shown as a bicycle facility in the February 2025 Draft Bicycle Plan.
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Attachment B - Hansen
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Jean Eisberg <[email protected]>
2951 ECR Multifamily Residential Development
Jessica Rose Agramonte <[email protected]> Wed, Apr 30, 2025 at 3:21 PM To: Jean Eisberg <[email protected]>
Cc: "[email protected]" <[email protected]>, Stephen Siri <[email protected]>, Thomas Agramonte <[email protected]>, Will Agramonte <[email protected]> Jean,
Thank you so much for your time this morning and walking us through draft Focus Area standards. We have not yet studied these standards with our architect. However, in the interest of time and in order to maintain optionality of entitlement paths, please include 2951/2905/2999 El Camino Real parcels within the Housing Focus Area. Given the long history of 470 Olive, we understand this could not be included within the housing focus area at this time but, we will want to discuss a collaborative approach for including this property within the larger development property at a later date.
Please let us know if you need anything else from us at this time and we appreciate your support. When the June meeting is set, we will plan on attending.
Regards,
Jessica
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Attachment C - 2951 ECR
Multifamily Development
Letter
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City Council
Staff Report
From: City Manager
Report Type: INFORMATION REPORTS
Lead Department: Transportation
Meeting Date: May 27, 2025
Report #:2505-4671
TITLE
Project Management Plan for the Advancement through Preliminary Engineering and Environmental Documentation Phases of the Grade Separation Project at Churchill Avenue, Meadow Drive, and Charleston Road crossings
RECOMMENDATION
This report provides the Project Management Plan prepared for the Rail Grade Separation Projects at Churchill Avenue, Meadow Drive, and Charleston Road crossings along the Caltrain Corridor.
EXECUTIVE SUMMARY
Caltrain staff in coordination with City staff developed a Project Management Plan (PMP) that outlines the scope, goals, budget, timeline, and deliverables. In addition, PMP will serves as a tool to monitor and track the project progress and document risks, to enable the team to address any potential impacts to the project budget and timeline. The draft PMP was reviewed by the Federal Railroad Administration (FRA) and Santa Clara Valley Transportation Authority (VTA). After seeking feedback from the Rail Committee, Federal Railroad Administration and Valley Transportation Agency staff prepared the Final Project Management Plan.
BACKGROUND
Grade separation of rail crossings in Palo Alto along the Caltrain corridor has been an ongoing project. Over the past several years, the City has developed various alternatives for grade separations at the three existing at-grade rail crossings at Churchill Avenue, Meadow Drive, and Charleston Road. The City has also explored adding an active transportation crossing in the vicinity of these rail crossings. With the support of consultants and community input, the City developed and winnowed down project alternatives with a goal of selecting a single preferred alternative for grade separation at each of these crossings.
After various studies and refinements to the alternatives, the Rail Committee on May 23, Item 8
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2024 (Staff Report # 2404-29521) recommended the City Council advance the following into the Conceptual Development phase in preparation for the Preliminary Engineering and Environmental Documentation phases:
•For Churchill Avenue at-grade crossing: Partial Underpass as preferred alternative with Closure as backup alternative. The partial underpass alternative will include the bicycle and pedestrian crossing at the Seale Avenue/Peers Park location.
•For Meadow Drive and Charleston Road at-grade crossings: the Hybrid and Underpass alternatives
The City Council, after hearing community input and Rail Committee recommendations at the June 10, 2024 (Staff Report 2402-25972) and June 18, 2024 (Staff Report 2406-31693) meetings, advanced these recommended alternatives into the Preliminary Engineering and Environmental Documentation phase of the project development.
The Palo Alto grade separation project at Churchill Avenue, Meadow Drive, and Charleston Road successfully secured $6.0M in grant funding from the FRA and executed a Cooperative Agreement with VTA to secure $14.0M from Measure B Grade Separation funding for Preliminary Engineering and Environmental Documentation Phase. Caltrain will lead the efforts in this phase and City will act as project sponsor.
ANALYSIS
Caltrain staff, in coordination with City staff, developed a draft PMP that outlines the scope, goals, budget, timeline, and deliverables. It also details project execution, including how the project is monitored to ensure the project stays on track and meets its objectives. The PMP is a living document that will be modified from time to time based on the progress of the project. The development of the PMP is a requirement for FRA grant and is under FRA and VTA review.
The PMP communicates the overall management strategy and the responsibilities, authorities, and policies guiding aspects of the Project, and delineates the processes by which project performance is measured, in response to the PMP requirements identified in the Cooperative Agreement. The PMP details the development process and outreach efforts for developing the initial design to a 15% design level. To expedite this process, Caltrain plans to use an on-call General Engineering Consultant (GEC) to advance the technical 1 Rail Committee , May 23, 2024; Item 1, Action Item, SR# 2404-2952 https://portal.laserfiche.com/Portal/DocView.aspx?id=72109&repo=r-704298fc 2 City Council , June 10, 2024; Item 13, Action Item, SR# 2402-2957 https://portal.laserfiche.com/Portal/DocView.aspx?id=72813&repo=r-704298fc 3 City Council , June 10, 2024; Item 13, Action Item, SR# 2402-2957 https://portal.laserfiche.com/Portal/DocView.aspx?id=72813&repo=r-704298fc Item 8
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design and engineering work needed to refine the concepts for City review and input, then develop the Locally Preferred Alternatives (LPAs) to a 15% design level. Caltrain will issue a Work Directive Proposal Request to their GEC on-call bench. The proposals from these consultants will be evaluated to select a consultant to perform this work. The design goals of this phase are to advance concepts that improve safety, improve mobility, reduce noise, and minimize potential private property impacts.
The project team will engage community stakeholders throughout this initial phase, sharing preliminary designs and soliciting input. Caltrain is currently developing a community engagement plan in collaboration with both Caltrain and the City’s communication teams.
These early outreach efforts will ultimately lead to refinement of the conceptual plans for the Rail Committee’s review and City Council’s selection and confirmation of LPAs. This initial phase is anticipated to be completed by early 2026.
The project will then proceed to the 35% design phase for the selected LPAs at each of these crossings. Caltrain will issue an open request for proposal (RFP) to obtain the services of an engineering consultant to develop the design to a 35%. Caltrain will also prepare environmental documentation in compliance with the National Environmental Policy Act (NEPA)’s and California Environmental Quality Act (CEQA)’s environmental review requirements. Additional outreach will be conducted during this environmental documentation stage to seek appropriate NEPA and CEQA analysis. This phase is anticipated to be completed by the fall of 2027.
FISCAL/RESOURCE IMPACT
Funding for these projects is programmed in the 2024-2028 Capital Improvement Plan in the Meadow Drive and Charleston Road (PL-24000) and Churchill Avenue (PL-24001) Rail Grade Separation and Safety Improvements projects. This item is included in the project scope and does not impact the established project funding.
STAKEHOLDER ENGAGEMENT
The Rail Committee and City Council meetings are open to the public, offering community members opportunities to provide comments and feedback. The Rail Committee meetings are regularly conducted, and their information is posted on the City Calendar.
Additionally, during the Preliminary Engineering and Environmental Documentation phase of the project, the City and Caltrain will coordinate on community engagement activities. A comprehensive community engagement plan will be developed to reach out to and involve stakeholders. This outreach will include community workshops, public open houses, and regular updates to various committees and commissions, such as the City’s Rail Committee, VTA Ad Hoc Grade Separation meeting, and Caltrain Board Technology, Operations, Planning, and Safety (TOPS) Committee. The project team will bring the project to the City Council for Item 8
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review and direction at key decision points.
ENVIRONMENTAL REVIEW
The proposed action is part of a planning study that includes the California Environmental Quality Act (CEQA) and National Environmental Protection Act (NEPA) review.
ATTACHMENTS
Attachment A: Link to Project Management Plan
APPROVED BY:
Ripon Bhatia, Interim Chief Transportation Official
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Link to Project Management Plan
In order to reduce paper consumption the project management plan is available online at: https://www.paloalto.gov/files/assets/public/v/1/city-clerk/staff-report-links/staff- report-2505-4671-link.pdf
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Attachment A - Link to
Project Management Plan
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