Vers.: Aug. 5, 2019
AMENDMENT NO. 1 TO CONTRACT NO. C21179569
BETWEEN THE CITY OF PALO ALTO AND
BROWN REYNOLDS WATFORD ARCHITECTS, INC
This Amendment No. 1 (this “Amendment”) to Contract No.C21179569 (the “Contract” as defined below) is entered into as of September 15, 2025, by and between the CITY OF PALO ALTO, a California chartered municipal corporation ( “CITY”), and BROWN REYNOLDS WATFORD ARCHITECTS, INC. , a Texas corporation , located at 1620 Montgomery Street, Suite 320, San Francisco, CA 94111 (“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 design and construction administration for the construction of Fire Station No. 4, as detailed therein.
B. The Parties now wish to amend the Contract in order to extend the contract term through June 30, 2027, and increase compensation from by Forty-One Thousand Three Hundred Thirty-Six Dollars ($41,336) from Seven Hundred Ninety-Seven Thousand One Hundred Seventy- Eight Dollars ($797,178) to Eight Hundred Thirty -Eight Thousand Five Hundred Fourteen D ollars ($838,514), 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. C21179569 between CONSULTANT and CITY.
b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2 “TERM” of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2027 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.”
SECTION 3. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereby amended to read as follows:
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Vers.: Aug. 5, 2019
“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 Seven Hundred Sixty-six Thousand, Four Hundred Ninety-Eight Dollars ($766,498.00). 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 Seventy -Two Thousand Sixteen Dollars ($72,016.00) 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 Eight Hundred Thirty-Eight Thousand Five Hundred Fourteen Dollars ($838,514).
“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 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:
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Vers.: Aug. 5, 2019
a. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 1”, AMENDED, REPLACES PREVIOUS.
b. Exhibit “C” entitled “ COMPENSATION, AMENDMENT NO. 1 ”, AMENDED, REPLACES PREVIOUS.
c. Exhibit “C -1” entitled “ SCHEDULE OF RATES, AMENDMENT NO. 1 ”, 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.)
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Vers.: Aug. 5, 2019
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
BROWN REYNOLDS WATFORD
ARCHITECTS, INC.
Officer 1
By:____________________________
Name:_________________________
Title:__________________________
Officer 2
By:____________________________
Name:_________________________
Title:__________________________
Attachments:
Exhibit “B” entitled “SCHEDULE OF PERFROMANCES, AMENDMENT NO. 1”, AMENDED,
REPLACES PREVIOUS
Exhibit “C” entitled “COMPENSATION, AMENDMENT NO. 1”, AMENDED, REPLACES PREVIOUS Exhibit “C-1” entitled “SCHEDULE OF RATES, AMENDMENT NO. 1”, AMENDED, REPLACES
PREVIOUS
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Craig Reynolds, Principal
Principal
Principal
Mark E. Watford
Vers.: Aug. 5, 2019
EXHIBIT B
SCHEDULE OF PERFORMANCE, AMENDMENT NO. 1
(AMENDED, REPLACES PREVIOUS)
CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed (NTP).
Milestones Completion
No. of Weeks From NTP
1. Task 1 – Schematic Design
18 weeks
2. Task 2 – Design Development
52 weeks
3. Task 3 - Construction Documents
103 weeks
4. Task 4 – Construction Administration
183 weeks
5. Task 5 – LEED Certification
253 weeks
Additional Services (if any, per Section 4
of this Agreement)
As needed during the term of this
Agreement per the schedule approved by
City in the applicable Task Order.
Optional Schedule of Performance Provision for On-Call or Additional Services Agreements. (This provision only applies if checked and only applies to on -call agreements per Section 1 or agreements with Additional Services per Section 4.)
The schedule of performance shall be as provided in the approved Task Order, as detailed in Section 1 (Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case of Additional Services, provided in all cases that the schedule of performance shall fall within the term as provided in Section 2 (Term) of this Agreement.
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Vers.: Aug. 5, 2019
EXHIBIT C
COMPENSATION, AMENDMENT NO. 1
(AMENDED, REPLACES PREVIOUS)
CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed budget amount for each task set forth below.
CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below, provided that the total compensation for the Services, including any specified reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this Agreement.
CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
SERVICES Phase 1 Phase 2 Phase 3 ROW
TOTALS
Task 1 - Schematic Design $117,800 $117,800
Task 2 - Design Development $152,700 $152,700
Task 3 - Construction Documents $ 229,400 $229,400
Task 4 - Construction Administration (FY2023
Funds will be used on an as-needed basis for
FY2023-2025)
$199,136
$199,136
Task 5 - LEED Certification $11,952 $19,522 $8,366 $39,840 Task 6 – Microgrid Design Allowance $22,622 $22,622
TOTAL BASIC SERVICES $305,074 $248,922 $207,502 $761,498 REIMBURSABLE EXPENSES* (as specified in
this exhibit) $5,000* $5,000*
SUBTOTAL (Basic Services & Reimbursable
Expenses) $310,074 $248,922 $207,502 $766,498
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Vers.: Aug. 5, 2019
SERVICES Phase 1 Phase 2 Phase 3 ROW
TOTALS
ADDITIONAL SERVICES* (if any, per Section 4) $72,016 $72,016*
TOTAL NOT-TO-EXCEED AMOUNT
$382,090
$248,922
$207,502
$838,514
* The not -to-exceed amounts for Reimbursable Expenses and Additional Services may each, respectively, be utilized across all Phases of the Agreement, even though these respective not-to- exceed amounts may not show in all Phases in the table above. These specified not -to-exceed amounts are cumulative across all Phases; they are not necessarily per-Phase amounts.
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:
1. Shipping of submittal items for staff Design Review Committee and Architectural Review Board including, but not limited to, materials boards, plans, and other supporting documentation
2. Printing for documents as requested by the City during design and construction
All requests for payment of expenses shall be accompanied by appropriate backup information.
Any expense anticipated to be more than $500 shall be approved in advance by the CITY’s Project Manager.
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374 Vers.: Aug. 5, 2019
EXHIBIT “C-1”
SCHEDULE OF RATES, AMENDMENT NO. 1
(AMENDED, REPLACES PREVIOUS)
CONSULTANT’s not-to-exceed hourly rate schedule under this Agreement is as provided below in this Exhibit C-1, covering CONSULTANT and its subconsultants, if applicable. Overtime may only be charged if specific approval was granted in writing by the City’s Project Manager in advance. Any overtime incurred without such approval shall be at the CONSULTANT’s own expense to the extent it is above the hourly rates provided in this Exhibit C-1.
CONSULTANTS (BRW ARCHITECTS)
Title 2021-2022 2022-2023 2023-2025
Principal $210 $214 $218
Project Architect /
Project Manager
$180 $183 $186
Project Coordinator $150 $153 $156
Project Designer $120 $122 $124
Drafter / BIM
Modeling / Animations
$80 $81 $82
Administrative
Assistant
$40 $41 $42
SUBCONSULTANTS
Title 2021-2022 2022-2023 2023-2025
Principal Engineer/
Principal Landscape
Architect
$210 $214 $218
Principal Engineer/
Principal Landscape
Architect
$210 $214 $218
Project Engineer /
Landscape Architect
$180 $183 $186
Engineer I $150 $153 $156
Engineer II / Designer $120 $122 $124
Drafter / BIM
Modeling
$80 $81 $82
Administrative
Assistant
$40 $41 $42
Mark-up % on sub-consultants 10%
Docusign Envelope ID: 7BF4DE3B-E7C7-4210-8494-C78E7D976374