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ADDENDUM NO. THIRTEEN TO THE BASIC AGREEMENT BETWEEN THE CITY
OF PALO ALTO, THE CITY OF MOUNTAIN VIEW, AND THE CITY OF LOS ALTOS
FOR THE ACQUISITION, CONSTRUCTION AND MAINTENANCE OF A JOINT
SEWER SYSTEM
This Addendum No. Thirteen (13) to the Basic Agreement for the Acquisition, Construction and Maintenance of a Joint Sewer System is made and entered into on _________, 2025, by and among the CITY OF PALO ALTO (“Palo Alto”), the CITY OF MOUNTAIN VIEW (“Mountain View”), and the CITY OF LOS ALTOS (“Los Altos”) (individually, a “Party”, collectively, the “Parties”), all municipal corporations under the laws of the State of California.
RECITALS
A. The Parties have entered into that certain Basic Agreement Between the City of Palo Alto, the City of Mountain View and the City of Los Altos for the Acquisition, Construction, and Maintenance of a Joint Sewer System, executed on October 10, 1968, as amended by the Addenda described below (collectively, the “Basic Agreement”). The Basic Agreement has been amended twelve times by addenda, as follows:
1. Addendum No. One (1) to Basic Agreement Between the Cities of Palo Alto, Mountain View, and Los Altos for Acquisition, Construction and Maintenance of a Joint Sewer System, dated as of December 5, 1977;
2. Addendum No. Two (2) to Basic Agreement Between the Cities of Palo Alto, Mountain View, and Los Altos for Acquisition, Construction and Maintenance of a Joint Sewer System dated as of January 14, 1980;
3. Addendum No. Three (3) to an Agreement By and Between the Cities of Palo Alto, Mountain View, and Los Altos for Acquisition, Construction and Maintenance of a Joint Sewer System, dated as of April 9, 1985;
4. Addendum No. Four (4) to the Agreement By and Between the Cities of Mountain View, Los Altos, and Palo Alto as further amended and dated May 30, 1991;
5. Addendum No. Five (5) to Basic Agreement Between the Cities of Palo Alto, Mountain View, and Los Altos for Acquisition, Construction and Maintenance of a Joint Sewer System, dated as of July 31, 1992;
6. Addendum No. Six (6) to Basic Agreement Between the City of Palo Alto, the City of Mountain View, and the City of Los Altos for Acquisition, Construction and Maintenance of a Joint Sewer System dated as of March 16, 1998;
7. Addendum No. Seven (7) to Basic Agreement Between the City of Palo Alto, the City of Mountain View, and the City of Los Altos for Acquisition, Construction and Maintenance of a Joint Sewer System dated as of April 15, 2009;
8. Addendum No. Eight (8) to the Basic Agreement between the City of Palo Alto, the City of Mountain View and the City of Los Altos for the Acquisition, Construction, and Maintenance of a Joint Sewer System dated as of October 17, 2016;
9. Addendum No. Nine (9) to the Basic Agreement between the City of Palo Alto, the City of Mountain View and the City of Los Altos for the Acquisition, Construction and Maintenance of a Joint Sewer System dated March 4, 2019; 8 9
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10. Addendum No. Ten (10) to the Basic Agreement between the City of Palo Alto, the City of Mountain View, and the City of Los Altos for the Acquisition, Construction and Maintenance of a Joint Sewer System dated May 17, 2021;
11. Addendum No. Eleven (11) to the Basic Agreement between the City of Palo Alto, the City of Mountain View, and the City of Los Altos for the Acquisition, Construction and Maintenance of a Joint Sewer System dated December 5, 2022;
12. Addendum No. Twelve (12) to the Basic Agreement between the City of Palo Alto, the City of Mountain View, and the City of Los Altos for the Acquisition, Construction and Maintenance of a Joint Sewer System dated December 11, 2023 (collectively, the “Addenda”).
B. Palo Alto owns and operates the sanitary sewage treatment and disposal works and system (the “Joint System”) pursuant to the Basic Agreement and is responsible for making capital additions to the Joint System. Under the Basic Agreement, any major capital additions for the replacement of obsolete or worn-out units require an agreement by the Parties amending the Basic Agreement.
C. Pursuant to Addendum No. Twelve (12), the Parties approved the construction of the Joint Interceptor Sewer Rehabilitation Phase 1 Project. Since then, the estimated costs of the Project have increased due to factors including design engineering, construction management, program management, and construction expenses.
D. The Parties now desire to increase the amount authorized for the construction of the Joint Interceptor Sewer Rehabilitation Phase 1 Project to reflect increases in Project Costs as defined in Paragraph 43 of the Basic Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the terms, conditions and covenants set forth in this Addendum No. Thirteen (13), the Basic Agreement is hereby amended, as follows:
Section 1. Paragraph 44 is hereby added to the Basic Agreement to read, as follows:
“44. INCREASED PROJECT COSTS FOR THE JOINT INTERCEPTOR SEWER REHABILTIATION PHASE 1 PROJECT. The maximum amount of the Project Costs for the Joint Interceptor Sewer Rehabilitation Phase 1 Project described in paragraph 43 is increased from $8.9 million to $12.6 million.
Each Party shall pay its share of the Project Costs for the Project, excluding bypass pumping costs inside the Plant, in the proportion to the capacity rights in the Joint System with an increased not-to-exceed amount from $7.0 million to $7.7 million as previously established and presented herein:
•Mountain View 62.50%
•Palo Alto 18.24%
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•Los Altos 15.00%
•Los Altos Hills 4.26%
Bypass pumping costs within the Plant shall continue to be allocated based on the annual flow share calculated at the end of each fiscal year, in accordance with Paragraph 43.
Section 2. Except as modified herein, the Basic Agreement shall remain unchanged, and is hereby ratified and confirmed.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Addendum as of the date first written above.
SIGNATURE PAGE:
CITY OF PALO ALTO CITY OF MOUNTAIN VIEW
APPROVED:
__________________________ __________________________
Mayor Kimbra McCarthy, City Manager
__________________________ __________________________
Date Date
____________________________ ATTEST:
City Manager
__________________________
ATTEST: Heather Glaser, City Clerk
____________________________ APPROVED AS TO CONTENT:
City Clerk
__________________________
Jennifer Ng, Public Works Director
____________________________
APPROVED AS TO FORM: ____________________________
Date
____________________________
City Attorney or Designee FINANCIAL APPROVAL:
____________________________
Date ____________________________
Derek Rampone
Finance and Administrative Services Director
APPROVED AS TO FORM:
____________________________
Mitesh Bhakta
Senior Assistant City Attorney
____________________________
Date
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CITY OF LOS ALTOS
BY:
____________________________
City Manager
Gabriel Engeland
____________________________
Date
ATTEST:
__________________________
City Clerk
Melissa Thurman, MMC
____________________________
Date
APPROVED AS TO FORM:
____________________________
City Attorney
Jolie Houston
____________________________
Date