Palo Alto City Council
November 3, 2025

PURCHASING GUIDE – APPENDIX L
Short Form Agreement for Revenue Contracts
Cost-Sharing Agreement between the City of Palo Alto and Stanford for Quarry Road Project Engineering Contract #: C26195932 BY THIS AGREEMENT DATED FOR CONVENIENCE ON OCTOBER 6, 2025 BY AND BETWEEN THE CITY OF PALO ALTO (“CITY”) AND THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“STANFORD”), Land, Buildings and Real Estate Finance and Administration – Stanford Transportation, 560 Fremont Road, Stanford, CA 94305, [email protected]. IN CONSIDERATION OF THEIR MUTUAL COVENANTS, THE PARTIES HERETO AGREE AS FOLLOWS:
STANFORD SHALL ARRANGE FOR AND OVERSEE THE PROVISION OF THE SERVICES OF TYLIN INTERNATIONAL (“TYLin”) AS SPECIFIED IN THE EXHIBIT A – SCOPE OF SERVICES ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE.
EXHIBITS THE FOLLOWING ATTACHED EXHIBITS HEREBY ARE MADE PART OF THIS AGREEMENT:

CONTRACT IS NOT COMPLETE UNLESS ALL EXHIBITS ARE ATTACHED Exhibit A - Scope of Se
rvices and Payment Details
Exhibt B- TYLin International Scope of Work including Schedule Exhibit C- TYLin International Insurance Requirements
TERM THE SERVICES AND/OR MATERIALS FURNISHED UNDER THIS AGREEMENT SHALL COMMENCE ON SEPTEMBER 1, 2025 AND SHALL BE COMPLETED BEFORE DECEMBER 31, 2027. COMPENSATION FOR THE FULL PERFORMANCE OF THIS AGREEMENT: CITY SHALL PAY STANFORD AN AMOUNT NOT TO EXCEED $878,200 IN ACCORDANCE WITH EXHIBIT A. INVOIC
ING SEND ALL INVOICES TO THE CITY, ATTN: PROJECT MANAGER CITY ACCOUNT NUMBER:

COST CENT
ER GL ACCT PROJECT /INTERNAL ORDER PHASE NO. DOLLAR AMOUNT GENERAL TERM
S AND CONDITIONS ARE INCLUDED ON ALL PAGES OF THIS AGREEMENT.

ENTIRE AGREEMENT. This agreement and the terms and conditions on the following pages, including attached exhibits, represent the entire agreement between the parties with respect to the purchase and sale of the goods, equipment, materials or supplies or payment for services which may be the subject of this agreement. All prior agreements, representations, statements, negotiations and undertakings whether oral or written are superseded hereby. //
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PURCHASING GUIDE – APPENDIX L

CITY OF PALO ALTO

GENERAL TERMS AND CONDITIONS

A. ACCEPTANCE. This agreement is limited to the terms
and conditions on pages 1 through 3 inclusive and any exhibits referenced.

B. GOVERNING LAW AND VENUE. This agreement
shall be governed by the laws of the state of California. The courts of the State of California in the County of Santa Clara and the federal court for the Northern District of California have sole jurisdiction over any disputes that arise over this agreement.

C. NO EMPLOYMENT; CONFLICTS. It is understood and
agreed that this agreement is not a contract of employment in the sense that the relation of master and servant exists between the CITY and undersigned. At all times CITY shall be deemed to be an independent contractor and STANFORD is not
authorized to bind CITY to any contracts or other obligations.

In executing this agreement, STANFORD certifies that no one who has or will have any financial interest under this
agreement is an officer or employee of CITY.

D. INSURANCE. STANFORD agrees to require in the
written Engineering Agreement with TYLin that TYLin
provide at a minimum the insurance specified in the “Insurance Requirements” form attached hereto as Exhibit C or self-insure to equivalent standards. Each such policy provided by TYLin shall contain an endorsement requiring thirty (30) days' written notice from the insurer to STANFORD and CITY
before cancellation or reduction in the coverage or limits of such policy. STANFORD shall provide certificates of TYLin’s policies or other evidence of coverage satisfactory to City's Risk Manager, together with evidence of payment of
premiums, to CITY at the commencement of this agreement, and on renewal of the policy, or policies, not later than twenty (20) days before expiration of the terms of any such policy.

E. TERMINATION . This agreement may be terminated by
either party upon thirty (30) days written notice to the other party if the underlying agreement with TYLin is terminated or suspended. Monies then owing based upon work satisfactorily accomplished shall be paid by CITY.

F. CHANGES . This agreement shall not be assigned or
transferred without the written cons ent of either party. No changes or variations of any kind are authorized without the written consent of both parties.

G. Reserved.

H. NO IMPLIED WAIVER. No payment, partial payment,
acceptance, or partial acceptance by either party shall operate as a waiver on the part of such party of any of its rights under this agreement.

I. Reserved.

J. Reserved.

K. Reserved.

L. Reserved.

M. PRICE TERMS. Extra charges, invoices and payment.

No extra charges of any ki nd will be allowed unless
specifically agreed to in writing by CITY. All state and federal excise, sales and use taxes shall be stated separately on the invoices. In the event TYLin reduces its price for such materials or services during the term of this agreement, STANFORD agrees to reduce the prices or rates hereof
correspondingly.

N. Reserved.

O. Reserved.

P. NO THIRD PARTY BENEFICIARIES. Nothing in this
Agreement shall give any rights to any person other than the Parties to this Agreement.

APPENDIX L – SHORT FORM AGREEMENTS FOR REVENUE CONTRACTS Exhibit A – Scope of Services and Payment Details

1. Retention of TY Lin International: Stanford will retain the engineering firm TY Lin International (“TYLin”) to perform services necessary to prepare the Design Engineering Evaluation Report, the Final Design Plans, Specifications, and Estimate (“PS&E”), and a comprehensive Caltrans Encroachment Permit application package. The current draft of TYLin’s scope of work is contained in its July 31, 2025 Palo Alto Transit Center Quarry Road Extension Proposal (“Proposal”), which is attached to this Agreement as Exhibit B. The budget for TYLin’s draft scope of work is $878,200, which may be adjusted as the scope of work is finalized and the Project progresses.

Stanford will negotiate with TYLin regarding mutually acceptable commercial terms and enter into a formal agreement for engineering services incorporating both the commercial terms and the Proposal’s scope of work (“Engineering Agreement”). Stanford will manage TYLin’s performance of the Engineering Agreement from the Project owner’s perspective until such time as its performance is completed, terminated, or Stanford’s rights in the Engineering Agreement are assigned or otherwise transferred to another entity such as the City.

2. Schedule: TYLin will commence its services upon issuance of a Notice to Proceed by Stanford. Stanford anticipates TYLin will complete the PS&E and Caltrans Encroachment Permit application package within approximately 17 months of issuance of the Notice to Proceed. A schedule showing the sequence and anticipated durations of TYLin’s activities under the Engineering Agreement is attached within Exhibit B. The specific start and finish dates shown on Exhibit B should be adjusted commensurately to reflect the date the Notice to Proceed is actually issued.

3. Project Management and Communications: TYLin will hold bi-weekly progress meetings with representatives of Stanford and the City throughout the performance of the Engineering Agreement. TYLin also will conduct interviews and workshops that will require participation by representatives of Stanford and the City. Stanford and the City commit to make one or more representatives with authority to represent their respective interests available to participate in the progress meetings, interviews, and workshops for the duration of the Engineering Agreement. Should an authorized representative of the City be unavailable to attend a scheduled bi-monthly progress meeting, the City will notify Stanford in advance of the meeting to allow for rescheduling, if necessary. The following are designated as the lead representatives, who may arrange for others with appropriate authority to attend meetings in their place:

For Stanford: For City of Palo Alto:

L e s l e y L o w e S y l v i a S t a r - L a c k
[email protected] [email protected]
Communications from TYLin about the Project outside of the progress meetings, interviews, and workshops will generally be with or coordinated by Stanford.

4. Cooperation with TYLin: The Engineering Agreement will require that TYLin collect data from the City to assist in performing certain analyses and preparing reports. The City will make appropriate staff available to provide the requested data to TYLin within timeframes that will allow TYLin to proceed with its work in an orderly fashion in accordance with the schedule contained in Exhibit B.

5. Review of TYLin Submissions: The Engineering Agreement will require that TYLin prepare reports, plans, specifications, estimates and permit application packages for the City’s review and comment before TYLin finalizes them. When TYLin submits draft documents to the City, the City will make appropriate staff members available to review and comment upon them within ten business days of receiving the draft document from TYLin. For reviews designated by TYLin or Stanford as particularly time-sensitive, the City’s representatives will complete their review and submit comments to TYLin and Stanford within no more than five business days after receiving the draft document. If the City has not returned comments within the ten or five business day timeframe, as applicable, the City will be deemed to have no comments and to approve the draft document.

6. The City as CEQA Lead Agency: The Engineering Agreement will require that TYLin prepare a California Environmental Quality Act (“CEQA”) Notice of Exemption (“NOE”) package for submission to the State Clearinghouse and the Santa Clara County Clerk-Recorder. The City agrees to sign the NOE as the CEQA lead agency, provided the City, in the exercise of its independent judgment, determines that the NOE complies with the requirements of CEQA.

7. Payment to TYLin: Each month, TYLin will submit an invoice via email to both Stanford and the City for services performed and reimbursable expenses incurred. Each invoice will include a description of the services performed along with the names, positions, hours spent, and dates worked of those performing services, as well as receipts for reimbursable expenses. The City and Stanford will each review the invoice and supporting documents. The City will notify Stanford in writing within five business days of receiving an invoice if it objects to any portion of the invoice and the basis for the objection. Stanford will pay TYLin the undisputed amount of an invoice within thirty days of receiving a proper, complete invoice.

8. Reimbursement for TYLin’s Services: Stanford will notify the City of the date and amount of each payment Stanford makes to TYLin. Within thirty days of receiving this notice, the City will reimburse Stanford for the payment Stanford made to TYLin. The City may make the reimbursements from one of the following sources: (a) funds provided to the City under Section 5(d)(i) of the Stanford University Medical Center Development Agreement

PURCHASING GUIDE – APPENDIX L
(“Development Agreement”); (b) grants obtained from the Metropolitan Transportation Commission or other source; and (c) funds budgeted by Stanford, up to a maximum of $4 million, to make up any shortfall between the total Project costs (including costs of the ballot measure, all soft costs, and construction costs), on the one hand, and the sum of the unspent Development Agreement funds and available grant funds, on the other hand. For the avoidance of doubt, funds provided by Stanford for the ballot measure shall be counted toward the $4 million cap on funding from Stanford, and Stanford shall not be obligated to contribute additional money beyond funds already provided until funds from the Development Agreement and grants have been exhausted; provided, however, that if any TYLin invoice causes the total amount of its billings under the Engineering Agreement to exceed the current budget of $878,200, then payment of any such excess amount shall be made first from funds provided by Stanford and shall count towards the capped amount of funding from Stanford.

9. Delivery and Ownership of Final Design Plans, Specifications & Estimates: Under the Engineering Agreement ,
TYLin will deliver to Stanford and the City a Final 100% set of PS&E (“Final Set”), approved by Caltrans, and ready to be advertised for bid to the construction contracting community. The Final Set will be accompanied by a stamped rep
ort of an independent reviewer who is a Registered Professional Engineer certifying that it is constructable and biddable. The Engineering Agreement will grant to Stanford all ownership rights in the Final Set, reports, drawings, and
other technical data generated by TYLin for the Project (“TYLin Work Product”), as well as rights to transfer ownership of the TYLin Work Product to the City or other entity (through an assignment or otherwise) for purposes of co
nstruction of the Project.

10. Termination of Engineering Agreement: Stanford will have the right to terminate the Engineering Agreement, in whole or in part, for cause or for Stanford’s own convenience and without cause. Prior to termination, Stanford will meet-and
-confer with the City and will collaborate with the City on identifying alternate arrangements for completion of
a Final Set, approved by Caltrans, and certified as constructable and biddable by an independent reviewer, should that still be an appropriate course of action under the circumstances. If Stanford unilaterally early terminates the Eng
ineering Agreement, Stanford shall reimburse the City for any actual costs, penalties, or loss of grant funds incurred or imposed from any third party grants used to fund this Agreement.

APPENDIX L – SHORT FORM AGREEMENTS FOR REVENUE CONTRACTS

Exhibit B - TYLin Scope of Work (including Schedule)
(see following pages)

Scope of Work
Overall Scope Assumptions: Design Engineering Evaluation Report (DEER) Eligibility The DEER integrates the engineering review of permit proposals into the standard encroachment permit application process through the Caltrans Project Delivery Quality Management Assessment Process, eliminating the need for PID or PR processing. The DEER is a short-form project document that replaces the Permit Engineering Evaluation Report (PEER), with the previous $3 million construction cost threshold no longer serving as the primary determinant for the appropriate Caltrans review process. The DEER aims t o streamline the processing of projects funded by others by reducing steps in the project development process, provided the following conditions are met:
 Project has approved environmental document (CE, ND, EIR, EIS, etc.) or project is CE by CEQA and/or NEPA and has completed studies or public outreach  Project only has a Single-Build Alternative
 Project does not require CTC action
 Project does not involve any right-of-way conveyances from Caltrans to local agencies (dedications, relinquishments, modifications to State right-of-way limits, etc.)  Project doesn’t require FHWA approval for Relinquishments or New Public Road Connections  Project doesn’t involve construction of new structures or bridge widenings Under the single -build transit road extension, the project will meet all six conditions for eligibility in the DEER process once the environmental documents and technical studies are complete.

The Palo Alto Transit Center Quarry Road Extension Project (Project) aims to enhance safety, access, and circulation for transit vehicles, bicyclists, and pedestrians by providing direct access to El Camino Real via a Quarry Road extension.

The submission of the approved environmental document, DEER, and Final Design Plans, Specifications, and Estimate (PS&E) will form a comprehensive Caltrans Encroachment Permit application package, facilitating streamlined construction approval.

Project Scope Assumptions:
 The project is assumed to qualify for the Caltrans DEER process.  As requested by Stanford in an email in June 2025, TYLin will work with Stanford and the City of Palo Alto (“City”) on an initial coordination phase with Caltrans prior to the approval of this scope of work using the remaining budget of Phase 1. The focus of this preliminary coordination phase will be to start the DEER eligibility determination process. o As part of this phase, it is assumed that Stanford and the City , in their role of project sponsors, will initiate a conversation with Caltrans and schedule a meeting with them. In coordination with Stanford and prior to the meeting with Caltrans, t he TYLin team will

prepare a slide deck summarizing the technical and outreach work performed during Phase 1 and the work to be performed during Phase 2 . TYLin will also prepare a memorandum explaining why we anticipate the project to qualify for the Caltrans DEER process.  No conform surveys are included. It is assumed that the conform surveys collected during Phase 1 will be provided by Stanford and used for Phase 2. Supplemental surveys, if required, will be provided at an additional cost and a cost estimate will be provided to Stanford and Palo Alto for review prior to collecting any new data.
 Pavement section design will be in accordance with the Palo Alto Transit Center Standards.  It is assumed that no standard design features are associated with the build alternative, and therefore no design exception document will be required.  It is assumed that the right -of-way needed for the Quarry Road extension has already been allocated and no additional right-of-way is required. TYLin shall only prepare a “No -Right-of-Way Data Sheet.”
 It is assumed a Cooperative Agreement will be required between the City and Caltrans.  It is assumed that a Memorandum of Understanding (MOU) already exists between Stanford and the City.
 Plan preparation shall be in accordance with the Caltrans Standards.  Assume four (4) utility potholes. Potholing costs are estimated at approximately $5,000 per hole.

The final number and locations will be confirmed during design. If additional potholes are required, they will be provided at an additional cost, and a cost estimate will be provided to Stanford and Palo Alto for review prior to collecting any new data.
 No Phase II Site Investigation work is included in this scope of work (assumed not needed at this time).

Task 1: Project Management
Project Management will be conducted to coordinate between Project Development Team (PDT) members, coordinate among the project TYLin team members, develop and manage the project schedule, and attend project-related meetings. TYLin will coordinate up to 30 progress meetings with Stanford and the City for the duration of the project (bi-weekly for the most part of the project), and schedule coordination meetings with Caltrans as needed. A comprehensive Quality Assurance/Quality Control (QA/QC) plan will also be implemented. Management tasks include:
 TYLin will prepare and distribute agenda, meeting minutes, presentation materials and action item/outstanding issue logs for all meetings.
 Conduct a kick-off meeting to discuss and prioritize Project objectives and outline an approach to successfully meet those objectives.
 Coordinate with Stanford’s Project Manager and City staff for the duration of the Project.  Proactively schedule and lead project coordination meetings with City, Caltrans and other agencies as necessary.
 Develop and maintain a Risk Management Plan, Quality Management Plan, Project Communication Plan, Cost Estimate, and a monthly updated Project Delivery Schedule.

 The Project Delivery Schedule will indicate milestones, major activities, and deliverables, and will be provided to the project TYLin team and Caltrans for review and comment.  Maintain Project files in accordance with Caltrans Uniform Filing System.  Ensure adherence to federal, state and local regulations, guidelines, and other requirements.  Prepare and submit monthly invoices and progress reports.  Provide technical and report writing services (i.e., conducting research, completing studies in specific areas, and developing work plans).

Task 1 Deliverables:
 Project schedule.
 Meeting agendas, minutes, and presentation materials.  Risk Management, Quality Management, and Project Communication plans.  Monthly invoices and progress reports.
 DEER Eligibility Memorandum
Task 2: P reliminary Engineering & Stakeholder Outreach Task 2.1 Data Review, Verification, and Field Visit in Support of Preliminary Engineering TYLin will collect data, review previous materials and reports provided by Stanford and the City, and conduct a field visit to inform the preliminary engineering phase of this project building on existing engineering work performed to date. In particular, TYLin will:
 Prepare and submit a Caltrans encroachment permit prior to performing the field investigations.  Collect additional as-builts in the study area.
 Perform a utility and right-of-way verification.
 Update the preliminary layout.

Task 2
.2 Bicycle and Pedestrian Operations Stakeholder Workshop TYLin will also engage with key stakeholders to ensure the preliminary designs consider operational needs related to bicycle and pedestrian movements in and around the Transit Center. A stakeholder workshop will be held around the 30% design milestone. The goal of the workshop will be to ensure all operational concerns are considered and build consensus around bicycle and pedestrian design, routing and wayfinding for users navigating the new intersection and Transit Center connections and amenities. Working with City and Stanford staff, TYLin will reach out to critical stakeholders to participate in the workshop. If key individuals are unable to attend, their input and feedback will be gathered and shared with workshop participants to ensure as many voices contribute to th e ultimate analysis. TYLin will develop charts and graphics detailing existing pedestrian and bicycle flows, and options for improvement. Short interviews with key stakeholders identified by Stanford and the City will also precede the workshop, to ensure a complete understanding of existing challenges and potential areas for improvement. The stakeholder workshop will be scheduled for up to three hours and will take place in person, if possible, to solicit the best feedback and

group discussion. The TYLin team will facilitate the discussion, assisting the group in identifying a single solution or limited range of design solutions once the Quarry Road extension is operational.

Task 2.2 Deliverables:
 Workshop meeting notes and presentation materials.
 Technical memorandum or slide deck summarizing the concerns and recommendations of the workshop participants, as well as any proposed changes or enhancements.

Task 3: Transit Service and Operations Study
The proposed study will evaluate existing bus service and schedules, estimate travel time savings resulting from the project, and recommend strategies to improve operational efficiency. The study will analyze up to three (3) future scenarios that integrate additional transit lines into the Palo Alto Transit Center alongside existing services. The scenario yielding the greatest travel time savings, selected with input from transit operators, will guide the future conditions traffic analysis described in Task 4.

The Palo Alto Transit Center is currently served by the following operators:
 Santa Clara Valley Transportation Authority (Lines 21, 22, 522)  SamTrans (Lines 280,281, ECR, 296 Owl, 397 Owl)
 Dumbarton Express/AC Transit (Route DB)
 Stanford Marguerite and Stanford Health Care Shuttles (P, RP, S, SE, X, Y, MC) The study will assume that these four operators continue to serve the Palo Alto Transit Center and any future changes, expansion or adjustments, will not include the introduction of new operators.

Task 3.1 Existing Conditions Review
TYLin will review relevant data, including route maps, schedules, and General Transit Feed Specification (GTFS) feeds, to establish a comprehensive profile of current transit operations at the Palo Alto Transit Center. The existing conditions profile will include:
 Routing for approaches and departures
 Scheduled arrivals and departures by route and operator  Layovers and breaks that can be determined through posted schedules  Scheduled travel times by route and operator
This draft profile will be shared with representatives from each transit operator to verify the findings and identify any planned changes or adjustments.

Task 3.1 Deliverable:
 Existing Conditions technical memorandum.

Task 3.2 Routing Optimization and Travel Time Analysis
TYLin will analyze current routing and propose adjustments where significant travel time and operational efficiencies can be achieved. The analysis will include travel times from the future project c onditions, incorporating potential impacts on automobile traffic along El Camino Real.

Proposed routing changes will be summarized in a matrix comparing existing and proposed transit alignments, with specific recommendations for utilizing the proposed extension. The study will analyze up to three (3) future scenarios that integrate additional transit lines into the Palo Alto Transit Center alongside existing services. For each route recommended for realignment to Quarry Road, the matrix will include existing versus proposed travel times and will highlight upstream and downstream schedule adju stments for routes where travel time savings exceed 3-4 minutes.

Special attention will be given to the routing of Marguerite Shuttle services through the Palo Alto Transit Center and onto Quarry Road to assess the introduction of new vehicle traffic into the facility. Once a draft matrix is prepared, it will be shared with operator representatives for feedback, allowing for refinement based on their input. Operators will also be invited to consider future enhancements or modifications that may be feasible with the travel time improvements resulting from the proposed extension.

The final deliverable for this task will be a matrix summarizing proposed routing changes, conceptual travel time savings, and any related schedule adjustments. It should be noted that the travel time savings will be focused on transit vehicles, as the analysis will compare existing transit operations for the buses and shuttles that currently use the transit center with the anticipated improved operations resulting from the project. If desired, in-vehicle travel time savings for riders using representative origin -destination pairs will also be estimated.

Task 3.2 Deliverables:

 Routing and travel time matrix.

Task 3.3 Bus and Shuttle Operations Stakeholder Workshop TYLin will host a workshop with the transit agencies to discuss operational logistics with the proposed Quarry Road extension at the beginning of the project . The goal of the workshop will be to develop a conceptual routing plan, understood and acceptable by all transit agencies that can form the basis of future Quarry Road Exte nsion-enabled bus and Marguerite Shuttle operations. Working with City and Stanford staff, TYLin will reach out to critical transit agency staff members to participate in the workshop. If key individuals are unable to attend, their input and feedback will be ga thered and shared with workshop participants to ensure as many voices contribute to the ultimate analysis. TYLin will develop charts and graphics detailing existing service characteristics and possible options for improvement. Short interviews with key stakeholders in SCTA, SamTrans, A/C Transit, and Marguerite operations will also precede the workshop, to ensure a complete understanding of existing challenges and potential areas for improvement.

The workshop will be scheduled for up to three hours and will take place in person, if possible, to solicit the best feedback and group discussion. The TYLin team will facilitate the discussion, assisting the group in identifying a single solution or limited range of solutions for new routing once the Quarry Road extension is operational.

Task 3.3 Deliverables:
 Workshop meeting notes and presentation materials.
 Technical memorandum or slide deck summarizing the concerns and recommendations of the workshop participants, as well as supporting rationale for service routing changes.

Task 4: Traffic Operations Analysis
TYLin will prepare an analysis of traffic operations in the study area. While the study locations will be selected in consultation with the Project team, it is expected that the following four (4) existing intersections will be included in the Traffic Operations Analysis Report:
 El Camino Real & Quarry Road
 El Camino Real Northbound Ramps & University Avenue/Palm Drive  El Camino Real Southbound Ramps & Palm Drive
 El Camino Real & Sand Hill Road
It is assumed that the traffic analysis will be prepared for the weekday morning (AM) and weekday evening (PM) peak periods to quantitatively assess intersection operations for the following scenarios:
 Existing Conditions
 Future Conditions without Project
 Future Conditions with Project (Pedestrian Only Phasing)  Future Conditions with Project (Leading Pedestrian Interval Phasing) If Caltrans requires a different number of study intersections and/or peak hours (e.g., a Saturday peak hour) than assumed above, a change order may need to be provided to increase or decrease our fee for this task accordingly.

Task 4.1 Data Collection
To provide a foundation for the traffic operations analysis and build on existing data, TYLin’s data collection efforts will include collecting additional traffic counts and conducting a site visit.

TYLin will visit the study area for the purposes of observing traffic operation and recording existing roadway geometry, speed limits, and intersection control. Existing characteristics will also be documented at University Circle to confirm the status of the pedestrian and bicycle facilities in place. Traffic signal timings will be obtained from the City and/or Caltrans for the signalized intersections and confirmed in the field.

TYLin will use existing intersection turning movement counts collected in April 2024 at the three (3) original study intersections for the AM and PM peak periods. In coordination with Caltrans District 4, new traffic, pedestrian, and bicycle turning movement counts will be collected at the El Camino Real & Sand Hill Road intersection during the AM and PM peak periods , as this intersection was not included in the previously collected traffic counts.

Additionally, TYLin will use the data collected in Task 3.1 to establish peak hour bus volumes during the AM and PM peak periods.

Task 4.1 Deliverables:
 Turning movement counts, including bicycles and pedestrians, at the El Camino Real & Sand Hill Road intersection.
 Existing peak hour bus volumes.
 Field visit notes and photos.

Task 4.2 Traffic Analysis
TYLin will analyze the four existing study intersections under AM and PM peak hour conditions using Synchro 12. The traffic analysis will evaluate measures such as volume-to-capacity (v/c) ratio, delay (vehicle and person), queues, and level of service ( LOS). As part of the analysis, TYLin will analyze four scenarios:
existing conditions, future without project conditions, and future with project conditions for two alternative signal designs at El Camino Real/Quarry Road.

The future condition scenarios will be analyzed for one future horizon year (to be determined). The future without project traffic volumes will be estimated by considering a background growth rate (to be determined in coordination with the City) plus traffic generated by up to two proposed site-specific developments in the vicinity of the project. It is assumed that traffic impact studies can be provided for the proposed developments and that the City can provide guidance for an appropriate background growth rate. However, if TYLin needs to develop trip generation estimates on our own and/or perform analyses to determine a background growth rate, a change order can be provided for that effort. The future with project traffic volumes will account for diverted traffic associated with the proposed improvements and intersection modifications.

The future conditions capacity results will be compared, and potential impacts to the operation of the roadway network will be identified. This will include a detailed review of operations within the Transit Center to identify potential congestion issues that could arise from introducing additional services with modified routing and changes to the signal phasing at the Quarry Road intersection.

If needed, modifications to the proposed lane configuration and/or signal timings/phasing will be considered and incorporated based on the results of the initial analysis and to promote safety and efficient traffic operations within the study area.

The analysis assumptions, methodology, and results will be summarized in the Traffic Operations Analysis Report (TOAR). This task includes the effort to create technical appendices and report graphics such as location maps, volume diagrams, and LOS tables. As part of the agency review and comment process, it is recommended that the project team set up a focused traffic study meeting with Caltrans District 4 staff to present responses to comments and discuss and resolve any outstanding issues in the draft report before proceeding with the next report version. Prior to sending the draft report to Caltrans, the project team will coordinate a round of review with Stanford and the City to incorporate their feedback into the draft. Upon approval of responses to comments from Caltrans District 4 , Stanford, and the City , TYLin will make the appropriate revisions and submit the final TOAR document.

Task 4.2 Deliverables:
 Draft Traffic Operations Analysis Report.
 Final Traffic Operations Analysis Report.

Task 4.
3 Transit Signal Priority Technical Memorandum (Optional) If after the completion of Task 3 ( Transit Service and Operations Analysis), it is found that Transit Signal Priority (TSP) improvements are recommended to improve transit operations, a technical memorandum will be prepared in collaboration with the transit operators, Caltrans District 4, and the TYLin design team prior to the traffic analysis to define what type(s) of improvement(s) would be feasible and the most beneficial, and how these improvements could either be incorporated in the Synchro models developed for Task 4.2 (or analyzed using a different software (e.g., Vissim)) to quantify the effect of the proposed transit improvements on traffic operations. If TSP improvements are ultimately recommended, these improvements will need to be incorporated into the plans developed in Task 7.

Task 4.3 Deliverable:
 Technical memorandum.

Note: Due to the unknown nature of thi s task, the fee for Task 4.3 is not included in the fee estimate and will be additional (an addendum will be prepared) if the task is deemed necessary after the completion of Task 3 and required by Stanford and the City. Alternatively, a portion of the contingency budget included in Task 9 could be used to perform this analysis.

Task 5: Environmental Stu dies and Clearance
Task
5 Scope Assumptions:
 The Project is being built with all local funds. No federal transportation funds that would trigger NEPA are being used. If federal funds are applied to the project, a change order may be required to include NEPA requirements. No encroachment on a designated U.S. Route would occur.  TYLin assumes that no CEQA Notice of Exemption has been filed with the State Clearinghouse or Santa Clara County Clerk-Recorder.

 A site visit will not be conducted.
 No additional technical studies or documentation regarding NEPA is needed.  Information used to complete the PEAR, if needed ( see optional Task 5.2), would include existing project documentation and readily available public information, documents, databases, and mapping.

Task 5.1 California Environmental Quality Act (CEQA) Notice of Exemption (NOE) TYLin will prepare and submit a CEQA NOE package for the proposed Project.  Prepare CEQA NOE using the City of Palo Alto Council Resolution No. 10167 and City Staff Report as the basis. This will need to be signed by the City of Palo Alto as the CEQA lead agency.  Submit the NOE package to the State Clearinghouse using the “CEQA Submit” system.  Submit the NOE package for filing with the Santa Clara County Clerk-Recorded using the required CEQA Filing Cover Sheet.

Task 5.1 Deliverable:
 Notice of Exemption package.

Task 5.2 Preliminary Environmental Analysis Report (PEAR) (Optional) This task would only become necessary if Federal transportation funds that would trigger NEPA were used or if Caltrans otherwise determines that evaluation of the project under NEPA is required.

TYLin would prepare and submit a PEAR to Caltrans to provide information to support programming of the proposed project. The PEAR would also determine the need for additional technical studies and the appropriate level of NEPA documentation.

Task 5.2 Deliverable:
 Preliminary Environmental Analysis Report.

Task 6: Design Engineering Evaluation Report (DEER)
The Project is expected to be approved through the Caltrans Design Engineering Evaluation Report (DEER) proces
s. TYLin will work with Stanford and City to produce and obtain approval of the Draft and Final DEER in accordance with Caltrans PDPM.

Task 6.1 Draft DEER
TYLin will prepare a draft DEER that documents the need for the Project, summarizes key points from the environmental studies, and summarizes scope, cost, schedule and overall impacts to enable an informed

decision to be made to proceed toward the Draft CE/CE for the Project, and obtaining an Encroachment Permit. The DEER will be submitted along with the design submittals in Task 7.

Task 6.1 Deliverable:
 Draft Design Engineering Evaluation Report.

Task 6.2 Final DEER
Following review of the Draft DEER and the draft CE/CE by Caltrans and other agencies. TYLin will revise the draft DEER and submit the final DEER to Caltrans for Project approval after the Final CE is approved.

Task 6.2 Deliverable:
 Final Design Engineering Evaluation Report.

Task 7: Plans, Specifications, and Estimates (PS&E)
Note: In the Task 7 subtasks below, deliverables are not listed separately, as the plans, documents, and calculations described within each subtask serve as the deliverables.

Task 7.1 Roadway Plans (60/95%/Fi nal)
TYLin will prepare the Roadway Plans, Specifications, and Estimates (PS&E) plans set for the project following the Caltrans Highway Design Manual and Caltrans Standard Plans as appropriate. Preparation of the roadway plans will be consistent with Caltrans design standards to the greatest extent feasible. The following drawings are anticipated, and an initial 60% submittal of the PS&E will be made to th e City, Stanford, and relevant stakeholders for discussions prior to the 95% PS&E. 1 Title Sheet
2 Index, Abbreviations, General Notes and Legend
3 Project Control
4 Demolition Plan
5 Roadway Plan
6 Site Grading Plan
7 Construction Details: Paving, Typical Cross -sections, Signing and Pavement Marking 8 Temporary Water Pollution Control Plan
9 Erosion Control Plan
10 Drainage Plans, details, and Quantities
11 Site Utility Plan and Profile: Design of utility relocation and improvements, including water, sewer, site electrical
12 Traffic Signal Modifications Plan & Details
13 Lighting Modifications Plan & Details

14 Traffic Control Plan
15 Summary of Quantities
16 Specifications and Special Provisions
Task 7.2 Draft Special Provisions (60%/95%/Final)
TYLin will prepare the Specifications and Special Provisions and PS&E Quantities for the project following the Caltrans Standard Specifications. TYLin will notify Stanford and the City if TYLin is seeking any exceptions to this requirement.

Task 7.3 Quantities and Estimates (60%/95%/Final)
TYLin will prepare project quantity sheets and Basic Engineering Estimate System (BEES) estimates for District PS&E draft circulation. A list of roadway contract items with item descriptions, item numbers, and units of pay, item pay codes, quantities, and estimated unit costs will be prepared.

Task 7.4 Transportation Management Plan (TMP) (60%/95%/Final) TYLin will establish TMP strategies and estimate their respective costs. This includes determining the feasibility of using surface streets for traffic diversion, developing traffic handling concept plans and detours, and preparing lane closure chart requests with the project stakeholders. TYLin will coordinate with Caltrans and will prepare the TMP Data Sheet.

Task 7.5 Storm Water Data Report (SWDR) (60%/95%/Final) For the portions of the project within State Right -of-Way, TYLin will update the SWDR to confirm that the programmed project includes sufficient right -of-way and budget for required storm water controls and identify project -specific permanent and temporary BMPs that may be required to mitigate impacts.

Drainage areas and total disturbed areas will be defined, as will climatic conditions, existing drainage site conditions, site permeability, soil texture, existing vegetation and groundwater. It is anticipated that a “Short Form” SWDR will be prepared for the build alternative.

Task 7.6 Hydrology/Hydraulics Report (60%/95%/Final)
TYLin will prepare a Hydrology and Hydraulics Report including drainage plan, profile and detail sheets.

Task 7.7 Hazards Phase I Environmental Site Assessment (Phase I ISA) (60%/95%/Final) TYLin, in collaboration with Baseline Environmental Consulting, will prepare an Initial Site Assessment (ISA) to identify and rank the level of risk associated with potential hazardous materials, hazardous waste, and contamination within the project limits that could potentially affect proposed construction activities and/or operations in accordance with the environmental site assessment guidelines presented in ASTM E1527 -05 and Chapter 10 of the Caltrans Environmental Handbook. The assessment will include a review of physical

setting sources, historical land use information, and regulatory agency records, as well as site reconnaissance of current land use conditions and interviews with property owners.

Task 7.8 Internal QC (60%/95%/Final)
TYLin will perform an internal QA/QC of the plans and submit copies to Stanford, the City, and other relevant stakeholders for peer review prior to submittal to Caltrans. QA/QC will be performed in accordance with the approved project quality management plan.

Task 7.9 Final PS&E Package (Final)
This task includes the distribution of the draft final combined PS&E package for final review by Stanford, the City, Caltrans and other relevant stakeholders. TYLin will address comments received and incorporate changes as appropriate in the final combined PS&E package. Under this task, TYLin will perform internal QA/QC plans check and review and will submit the final combined PS&E package to an independent reviewer, which will be provided by TYLin . The independent reviewer will be a registered Professional Engineer in the State of California and will certify the quality of the package and that the plans are constructible. The independent reviewer will submit a stamped report to the City summarizing its review and certifying the constructability of the plans and that the final combined PS&E package is biddable. TYLin will be responsible for completion of the final draft combined PS&E package in a manner where there is sufficient time to address comments during the independent review and finalize the PS&E package within the project schedule. TYLin will be responsible for the constructability of the project.

Task 7.10 Constructability Review (95%) & Resident Engineer File and Supplemental Materials (Final) This includes an overall review of the PS&E package to identify any constructability issues. The constructability review will be completed after the 95% PS&E submittal. During the final phase of the PS&E, TYLin will prepare a Resident Engineer File. The file will include the list of Project contacts, memos to the Resident Engineer, Quantity Calculations, cut sheets and relevant reports.

Task 8: Advertising and Bid Support (Optional)
Upon completion of the Final 100% Bid -Ready PS&E, TYLin will assist the City during the Advertising and Bidding of the Project, including but not limited to:
a. Updating the Final Advertise/Bid Ready PS&E Contract Documents b. Submitting all permits, Resident Engineer and Survey File information items to Stanford or City and their designated Resident Engineer and/or Construction Management team for final review c. Providing updates requested by Stanford during the advertisement period d. Answering any specific bidder inquiries from contractors e. Conduct pre-bid meeting and site visit with potential contractors f. Review and evaluate bids

Note: The fee for Task 8.0 is not included in the fee estimate and will be additional (an addendum will be prepared) if the task is required by Stanford and the City.

Task 9: Contingency and Other Supporting Tasks (Optional) If needed and requested by Stanford, optional Task 9 may be activated as a contingency fund to support the tasks outlined in this scope of services or to cover additional services not currently defined (e.g., bid support, design support during construction).

Project Tasks and Tentative Schedule
Task Timeline
Project Kick-off September 2025
Preliminary Engineering & Supporting Analyses (includes Traffic & Transit Analyses, Encroachment Permit Preparation) September 2025 - March 2026 Environmental Studies & Clearance December 2025 - February 2026 Plans, Specifications & Estimates (PS&E – 60%/95%/Final) December 2025 - November 2026 Draft Design Engineering Evaluation Report (DEER) October 2026 Final DEER April 2027

PURCHASING GUIDE – APPENDIX L
Exhibit C – Insurance Requirements

STANFOR

D WARRANTS THAT IT WILL REQUIRE IN THE WRITTEN ENGINEERING AGREEMENT WITH TYLIN THAT TYLIN

OBTAIN INSURANCE TO SUPPORT THIS AGREEMENT AND THAT TYLIN WILL MAINTAIN COVERAGE FOR THE DURATION OF THIS AGREEMENT AS PROVIDED BELOW.

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

REQUIRED TYPE OF COVERAGE REQUIREMENT

MINIMUM LIMITS
EACH

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

STATUTORY

STATUTORY STATUTORY STATUTORY

YES GENERAL LIABILITY, INCLUDING

PERSONAL INJURY, BROAD FORM

PROPERTY DAMAGE BLANKET

CONTRACTUAL, AND FIRE LEGAL

LIABILITY

BODILY INJURY

PROPERTY DAMAGE

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

YES AUTOMOBILE LIABILITY,

INCLUDING ALL OWNED, HIRED,

NON-OWNED

BODILY INJURY
- EACH PERSON
- EACH OCCURR
ENCE

PROPERT

Y DAMAGE
$250,000
$500,000
$100,000
$250,000
$500,000
$100,000

YES PROFESSIONAL LIABILITY,

INCLUDING, ERRORS AND

OMISSIONS, MALPRACTICE (WHEN

APPLICABLE), AND NEGLIGENT

PERFORMANCE
ALL DAMAGES $1,000,000