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Home My WebLink About2025-02-03 City Council Agenda PacketCITY COUNCIL Regular Meeting Monday, February 03, 2025 Council Chambers & Hybrid CITY OF 5:30 PM PALO Amended Agenda ALTO 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) Meeting ID: 362 027 238 Phone: 1(669)900-6833 PUBLIC COMMENTS General Public Comment for items not on the agenda will be accepted in person for up to three minutes or an amount of time determined by the Chair. General public comment will be heard for 30 minutes. Additional public comments, if any, will be heard at the end of the agenda. Public comments for agendized items will be accepted both in person and via Zoom for up to three minutes or an amount of time determined by the Chair. Requests to speak will be taken until 5 minutes after the staff's presentation or as determined by the Chair. Written public comments can be submitted in advance to city.council@CityofPaloAlto.org and will be provided to the Council and available for inspection on the City's website. Please clearly indicate which agenda item you are referencing in your subject line. PowerPoints, videos, or other media to be presented during public comment are accepted only by email to city.clerk@CityofPaloAlto.org at least 24 hours prior to the meeting. Once received, the Clerk will have them shared at public comment for the specified item. To uphold strong cybersecurity management practices, USB's or other physical electronic storage devices are not accepted. Signs and symbolic materials less than 2 feet by 3 feet are permitted provided that: (1) sticks, posts, poles or similar/other type of handle objects are strictly prohibited; (2) the items do not create a facility, fire, or safety hazard; and (3) persons with such items remain seated when displaying them and must not raise the items above shoulder level, obstruct the view or passage of other attendees, or otherwise disturb the business of the meeting. TIME ESTIMATES Listed times are estimates only and are subiect to chance at any time. includine 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. February 03, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. CALL TO ORDER SPECIAL ORDERS OF THE DAY 1. Interview Candidates for the Vacancies on the Planning and Transportation Commission Item Removed Off Agenda AGENDA CHANGES, ADDITIONS AND DELETIONS PUBLIC COMMENT (5:30 - 6:00 PM) Members of the public may speak in -person ONLY to any item NOT on the agenda. 1-3 minutes depending on number of speakers. Public Comment is limited to 30 minutes. Additional public comments, if any, will be heard at the end of the agenda. COUNCIL MEMBER QUESTIONS. COMMENTS. ANNOUNCEMENTS (6:00 - 6:05 PM) Members of the public may not speak to the item(s). CONSENT CALENDAR (6:05 - 6:10 PM) Items will be voted in one motion unless removed from the calendar by three Council Members. 2. Approval of Minutes from January 13, 2025 Meeting 3. Appointment of 2025 Emergency Standby Council 4. Approval of Construction Contract No. C25191929 with Alex Kushner General Inc. in the Amount Not -to -Exceed $390,000 for the Temporary Fire Station 4 as part of the Fire Station 4 Replacement Capital Improvement Program project (PE -18004) and Authorization for the City Manager or Their Designee to Negotiate and Execute Change Orders for Related Additional but Unforeseen Work that May Develop During the Project Up to a Not -to -Exceed Amount of $39,000; CEQA Status — Exempt Under Section 15303 5. Authorize the City Manager or their Designee to Execute an Assistance Agreement with the United States Department of Transportation Pipeline and Hazardous Materials Safety Administration (PHMSA) in the amount of $16,519,879 through January 31, 2030; CEQA Status — Not a project. 6. Approval of Three Professional Services Contracts for On -call Transportation Engineering and Planning Project Support Services, for a Four -Year Term: 1) Contract Number C25191149 with TJKM Transportation in the Amount Not -to -Exceed $300,000, 2) Contract Number C25192647 With Fehr and Peers in the Amount Not -to -Exceed $800,000, and 3) Contract Number C25192646 With Kittelson and Associates in the Amount Not -to -Exceed $800,000; CEQA status - categorically exempt; specific projects will undergo environmental review as applicable. February 03, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. CITY MANAGER COMMENTS (6:10 - 6:25 PM) BREAK (15 MINUTES) ACTION ITEMS (Item 7: 6:40 - 7:40 PM, Item 8: 7:40 - 8:40 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters. 7. Update and Potential Direction on Car -Free Street Improvements on California Avenue; CEQA status — CEQA review is currently underway on the projects as described in this report. 8. REINTRODUCED FIRST READING: Adoption of an Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement State Housing Laws Adopted in 2023 and Earlier, Including Parking Requirements Near Transit Stations in Accordance with AB 2097. CEQA Status - Exempt Pursuant to CEQA Guidelines Section 15061(b)(3). (PREVIOUSLY INTRODUCED: November 12, 2024 PASSED 6-1, Kou no; and Pulled from Consent Calendar on December 16, 2024) CLOSED SESSION (8:40 - 9:10 PM) 9. CONFERENCE WITH CITY ATTORNEY— POTENTIAL LITIGATION Subject: Calculation of Housing In -Lieu Fees for Sheridan Plaza, as set forth in December 18, 2024 Letter from David Van Atta Authority: Government Code Section 54956.9(d)(2) One Case, as Defendant 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. 10. Rental Residential Vacancy Rate Determination for Three Plus Dwelling Units for 2024 11. City of Palo Alto Monthly Investment Report December 2024 (Unaudited) 12. Interim Appointments for Utilities Director and Chief Transportation Official OTHER INFORMATION February 03, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. Standing Committee Meetings this week Finance Committee February 4, 2025 CANCELED Public Comment Letters Schedule of Meetings February 03, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments for agendized items using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom -based meeting. Please read the following instructions carefully. o You may download the Zoom client or connect to the meeting in- browser. If using your browser, make sure you are using a current, up-to-date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. o You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. o When you wish to speak on an Agenda Item, click on "raise hand." The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. o When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments for agendized items using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN Meeting ID: 362-027-238 Phone: 1-669-900-6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City's ADA Coordinator at (650) 329-2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service. February 03, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. California Government Code §84308, commonly referred to as the "Levine Act," prohibits an elected official of a local government agency from participating in a proceeding involving a license, permit, or other entitlement for use if the official received a campaign contribution exceeding $500 from a party or participant, including their agents, to the proceeding within the last 12 months. A "license, permit, or other entitlement for use" includes most land use and planning approvals and the approval of contracts that are not subject to lowest responsible bid procedures and have a value over $50,000. A "party" is a person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use. A "participant" is a person who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use, and has a financial interest in the decision. The Levine Act incorporates the definition of "financial interest" in the Political Reform Act, which encompasses interests in business entities, real property, sources of income, sources of gifts, and personal finances that may be affected by the Council's actions. If you qualify as a "party" or "participant" to a proceeding, and you have made a campaign contribution to a Council Member exceeding $500 made within the last 12 months, you must disclose the campaign contribution before making your comments. February 03, 2025 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. Item 1 Item 1 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Clerk Report Type: SPECIAL ORDERS OF THE DAY Lead Department: City Clerk Meeting Date: February 3, 2025 Report #:2411-3833 TITLE Interview Candidates for the Vacancies on the Planning and Transportation Commission DISCUSSION The City Council provided direction at the January 21, 2025 City Council meeting on candidates to interview for three positions on the Planning and Transportation Commission (PTC). The schedule of interviews for February 3, 2025 will be available in a late packet distribution on January 30, 2025. BACKGROUND Then-PTC Commissioners George Lu and Keith Reckdahl were sworn in as City Councilmembers on January 6, 2025, thereby vacating their PTC seats. The terms of their PTC seats expire on March 31, 2025 and March 31, 2026, respectively. Additionally, another PTC position will expire on March 31, 2025. To consolidate recruitment efforts and encourage a broad applicant pool, staff recruited for all three (3) vacancies simultaneously: • One (1) partial term position expiring March 31, 2026 • Two (2) full term positions expiring March 31, 2029 Recruitment was open December 2, 2024, through January 15, 2025, and staff received 19 applications. Applicants could apply for the partial term, full term, or both positions. City Council voted on which candidates to interview at the 1/21/25 City Council meeting and selected to interview all applicants who received at least one vote'. The results are: 1. William Glazier: Lauing, Stone, Reckdahl, Veenker (Partial or Full) 2. Daniel Hekier: Lu, Lythcott-Haims (Partial or Full) 1 City Council, January 21, 2025; Agenda Item #1; Staff Report# 2411-3832 https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=83214 Item 1: Staff Report Pg. 1 Packet Pg. 7 of 278 Item 1 Item 1 Staff Report 3. Terrance Holzemer: Lauing, Reckdahl, Stone (Partial Only) 4. Todd James: Burt, Lauing, Reckdahl (Partial or Full) 5. Kevin Ji: Burt, Lauing, Lu, Lythcott-Haims, Stone, Reckdahl, Veenker (Partial or Full) 6. Arthur Keller: Stone (Full or Partial) 7. Thomas Kellerman: Burt, Lauing, Veenker (Partial or Full) 8. Declan King: Reckdahl (Full Only) 9. Henrik Morkner: Veenker (Partial Only) 10. Salim Parak: Burt (Full or Partial) 11. Forest Peterson: Lu, Lythcott-Haims, Stone, Veenker (Partial or Full) 12. Michael Regula: Lu (Partial or Full) 13. Rika YeaKyung Yamamoto: Burt, Lu (Partial or Full) City Council is scheduled to interview candidates at the 2/3/25 meeting and appoint new commissioners at the 2/10/25 meeting. APPROVED BY: Mahealani Ah Yun, City Clerk Item 1: Staff Report Pg. 2 Packet Pg. 8 of 278 Item 2 Item 2 Staff Report CITY OF PALO ALTO TITLE Approval of Minutes from January 13, 2025 Meeting RECOMMENDATION That the minutes be reviewed and approved. ATTACHMENTS Attachment A: January 13, 2025 Draft Action Minutes APPROVED BY: Mahealani Ah Yun City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: February 3, 2025 Report #:2501-4001 Item 2: Staff Report Pg. 1 Packet Pg. 9 of 278 Item 2 Attachment A - January 13, 2025 Draft Action CITY COUNCIL Minutes CITY OF PALO DRAFT ACTION MINUTES ALTO Regular Meeting January 13, 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: Agenda Changes, Additions and Deletions Public Comment Council Member Questions, Comments and Announcements Consent Calendar Councilmember Stone, Burt, Reckdahl requested to pull Agenda Item Number 7. MOTION: Councilmember Burt moved, seconded by Councilmember Veenker to approve Agenda Item Numbers 1-6, 8-10 and to pull agenda item number 7 off of the consent calendar. MOTION PASSED: 7-0 1. Approval of Minutes from December 9, 2024 and December 16, 2024 Meetings 2. Approval of recommendations on process for the priority setting 2025 Council Annual Retreat as recommended by the Policy & Services Committee 3. Review and Acceptance of Annual Report on Development Impact Fees for Fiscal Year 2024 and Adoption of a Resolution Making Statutory Findings for all Development Impact and In -Lieu Fee Funds; CEQA status - Not a Project. Page 1 of 5 Item 2: Staff Report Pg. 1 Packet Pg. 10 of 278 Item 2 Attachment A - January DRAFT ACTION M I N U T 13, 2025 Draft Action Minutes 4. Adoption of a Resolution Extending the City Manager's Authority to Execute Transactions Under Master Renewable Energy Certificate Agreements with Pre -Qualified Suppliers in an Amount Not -to -Exceed $5,000,000 per Year During Calendar Years 2025-2030; CEQA Status: Not a project 5. Approval of Contract Amendment #5 to Contract C17164727 with Professional Account Management, LLC, dba Duncan Solutions, for Parking Enforcement in the Amount of $132,000 to extend the term for one additional year; CEQA Status - Not a Project 6. Approval of Contract Amendment Number 2 to Contract Number C23183770 with Townsend Public Affairs, Inc. to Extend Term for an Additional Year of Service (the second of four (4) annual options to renew) for State and Federal Legislative Advocacy and Grant Consulting and Compliance Services; CEQA Status - Not a Project r Retail CormiiiIcc2c Recommendation to (1) ReyTSe the FisccaI Ycar 2025 Budget Appropriation at Mid Year to Enhance ClcanIinc Efforts in Both Downtown; (2) Rcvic and (3) Rcfcr Staff to Follow up on Rcviing the Temporary Uc Zoning Rulc and Exploring Improvcmcnt to Downtown Infractructur„ and Ex,p„ricncc Pulled from Consent Calendar 8. SECOND READING: Ordinance of the Council of the City of Palo Alto Amending Sections of Title 2 (Administrative Code) of the Palo Alto Municipal Code to Move the Appointment of Members to the Public Art Commission, Human Relations Commission, and Parks and Recreation Commission to November of Each Year and Extending Existing Terms Accordingly (FIRST READING: December 2, 2024 PASSED 7-0) 9. SECOND READING: Adoption of an Ordinance Approving a Plan for Park Improvements at the City's Baylands for Santa Clara Valley Water District's Palo Alto Flood Basin Tide Gate Structure Phase 1: Seismic: Retrofit and Rehabilitation Project; Approval of Addendum to the Mitigated Negative Declaration for the Project Prepared by Santa Clara Valley Water District (SCH # 2020090237). (FIRST READING: December 9, 2024 PASSED 7-0) 10. SECOND READING: Adoption of Interim Ordinance of the Council of the City of Palo Alto Amending Various Chapters of Title 16 (Building Regulations) and Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) of the Palo Alto Municipal Code to Implement Recent State Housing Laws (FIRST READING: December 16, 2024 PASSED 7-0) City Manager Comments Ed Shikada, City Manager Page 2 of 5 City Council Meeting Draft Action Minutes: 01/13/2025 Item 2: Staff Report Pg. 2 Packet Pg. 11 of 278 Item 2 Attachment A - January DRAFT ACTION M I N U T 13, 2025 Draft Action Minutes Action Items 7. Retail Committee Recommendation to: (1) Revise the Fiscal Year 2025 Budget Appropriation at Mid -Year to Enhance Cleanliness Efforts in Both Downtowns; (2) Revise the Ongoing Parklet Regulations to Require Consent to Expand Beyond Own Frontage; and (3) Refer Staff to Follow-up on Revising the Temporary Use Zoning Rules and Exploring Improvements to Downtown Infrastructure and Experience AMENDMENT: Councilmember Stone moved, seconded by Mayor Lauing to change the language in 3a. of the main motion to replace the consent of the adjacent "property owner" with consent of the adjacent "tenant". AMENDMENT PASSED: 6-1, Burt no AMENDMENT INCORPORATED INTO THE MOTION MOTION: Councilmember Burt moved, seconded by Councilmember Stone to direct to staff to: 1. Revise the Fiscal Year 2025 Budget Appropriation at Mid -Year to enhance cleanliness efforts in both downtown areas, as outlined in attachment A included with this report. 2. Refer staff follow-up on the below items recommended by the Retail Committee: a. Developing a revision to the temporary use permit rules b. Exploring a plan for improvements to downtown infrastructure and experience 3. Allow the "low-rise" parklet policy to continue for existing parklets who have been permitted (or approved by staff) and that we retain this policy until City reconstructs streetscape (or until further Council action). a. Any additional low rise parklets beyond those that are in existence or have already been approved can only be obtained with the consent of the adjacent tenant. If the property is vacant then the applicant can proceed without such consent for the duration of the permit. MOTION PASSED: 7-0 11. Discussion regarding State and Federal Legislative Advocacy and Adoption of the Policy and Services Committee Recommendations on the 2025 State and Federal Legislative Guidelines. Item 2: Staff Report Pg. 3 Page 3 of 5 City Council Meeting Draft Action Minutes: 01/13/2025 Packet Pg. 12 of 278 Item 2 Attachment A - January DRAFT ACTION M I N U T 13, 2025 Draft Action Minutes MOTION: Councilmember Lythcott-Haims moved, seconded by Councilmember Burt to adopt the 2025 State and Federal Legislative Guidelines (Attachment A) with the following changes or additions: 1. Financial subsection: a. Bullet 5 to remain unchanged to read "Supports the lowering or maintaining of voter thresholds for local revenue measures." 2. Transportation subsection: a. Additional language to read, "Supports local, regional, state, and federal policies that would reduce aviation noise and emissions impacts over communities, including passing noise ordinances and creating incentives for reducing impacts." b. Amend the language in bullet 1 to read "Deters single occupancy drivers and alleviates local traffic congestion, promote active transportation safety infrastructure". c. Add language that reads "Supports coordination among transportation agencies regionally." 3. Housing subsection: a. Add language that would support property insurance availability and affordability initiatives. b. Add language to support RHNA reforms to promote fact -based standards that would further support goals of social and economic housing balance. 4. Climate and Environment subsection: a. Bullet 1 to read "Reduces GHG emissions and supports an equitable and just transition toward GHG reduction, and carbon neutrality goals, and electrification." 5. Public Safety subsection: a. Include supporting legislation for increased resources for crime victims including victim support services and victim compensation processes. b. Support measures that protect immigrants from unlawful or inhumane deportation efforts. 6. In the Foundational Principles number 2 Support Funding Opportunities, add "Climate Action" after "but not limited to," Page 4 of 5 City Council Meeting Draft Action Minutes: 01/13/2025 Item 2: Staff Report Pg. 4 Packet Pg. 13 of 278 Item 2 Attachment A - January DRAFT ACTION M I N U T 13, 2025 Draft Action Minutes MOTION PASSED: 7-0 12. Review and Accept the FY 2026 -FY 2035 Long Range Financial Forecast (LRFF) and FY 2026 Budget Development Guidelines as Recommended by the Finance Committee, CEQA Status — Not a Project MOTION: Vice Mayor Veenker moved, seconded by Councilmember Reckdahl to accept the General Fund Long Range Financial Forecast (LRFF) for Fiscal Year 2026-2035 (Attachment I) and the FY 2026 annual Budget Development Guidelines (Attachment A in Attachment I) and direct staff to use this forecast as the starting point for the initiation of the FY 2026 budget process. MOTION PASSED: 7-0 Adjournment: The meeting was adjourned at 10:44 P.M. ATTEST: City Clerk APPROVED: 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: Staff Report Pg. 5 Page 5 of 5 City Council Meeting Draft Action Minutes: 01/13/2025 Packet Pg. 14 of 278 Item 3 Item 3 Staff Report CITY OF PALO ALTO TITLE Appointment of 2025 Emergency Standby Council City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: February 3, 2025 Report #:2501-3962 RECOMMENDATION Staff recommends the City Council approve the selection of the following former Council Members to serve as members of the 2024 Emergency Standby Council: • Alison Cormack • Peter Drekmeier • Eric Filseth • Karen Holman • Liz Kniss • Lydia Kou • Greg Schmid BACKGROUND The Charter of the City of Palo Alto provides that, "the Council may, by Ordinance or Resolution, provide for the preservation and continuation of government in the event of disaster which renders unavailable a majority of the Council." On August 7, 2006, the City Council adopted amendments to Section 2.12.090 of the Palo Alto Municipal Code regarding the selection procedure for the City's Emergency Standby Council. The adopted policy states that the Council shall consider the following criteria for appointments to the Emergency Standby Council: residency in the City of Palo Alto, availability, interest in serving and a lack of conflicts of interest. Seven members serve on the Emergency Standby Council. Members of the Standby Council have the authority delegated to them under Chapter 2.12 of the Palo Alto Municipal Code. The members of the Emergency Standby Council continue to serve until the Council appoints or reappoints the members at the beginning of each year. Item 3: Staff Report Pg. 1 Packet Pg. 15 of 278 Item 3 Item 3 Staff Report FISCAL/RESOURCE IMPACT There is no fiscal impact associated with this action. ENVIRONMENTAL REVIEW This is not a project. ATTACHMENTS None. APPROVED BY: Mahealani Ah Yun, City Clerk Item 3: Staff Report Pg. 2 Packet Pg. 16 of 278 Item 4 Item 4 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Public Works Meeting Date: February 3, 2025 Report #:2411-3783 TITLE Approval of Construction Contract No. C25191929 with Alex Kushner General Inc. in the Amount Not -to -Exceed $390,000 for the Temporary Fire Station 4 as part of the Fire Station 4 Replacement Capital Improvement Program project (PE -18004) and Authorization for the City Manager or Their Designee to Negotiate and Execute Change Orders for Related Additional but Unforeseen Work that May Develop During the Project Up to a Not -to -Exceed Amount of $39,000; CEQA Status — Exempt Under Section 15303 RECOMMENDATION Staff recommends that the Council: 1. Approve and authorize the City Manager or their designee to execute Construction Contract No. C25191929 with Alex Kushner General Inc., in the amount of $390,000 for construction of the Temporary Fire Station 4 as part of the Fire Station 4 Replacement Capital Improvement Program project (PE -18004); and 2. Authorize the City Manager or their designee to negotiate and execute one or more change orders to the contract with Alex Kushner General Inc., for related additional but unforeseen work which may develop during the project, the total value of which shall not exceed $39,000. BACKGROUND In June 2014, City Council approved the 2014 Council Infrastructure Plan, which included the replacement of Fire Station 4, located at 3600 Middlefield Road, with a new station that will serve the immediate and future needs of the Fire Department. In May 2022, the City contracted with Brown Reynolds Watford Architects to provide Architectural Design Services for the Fire Station 4 Replacement project'. During the construction of the new Fire Station 4, the station will be temporarily relocated for 24 months to the Cubberley Community Center, at 4000 Middlefield Road, to ensure continued emergency response to the neighborhoods served by Fire Station 4. 1 City Council, May 23, 2022; Agenda Item #2; SR #11691, https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=81678 Item 4: Staff Report Pg. 1 Packet Pg. 17 of 278 Item 4 Item 4 Staff Report In March 2024, Council authorized the City Manager to execute a Purchase Order with Mobile Modular Management Corporation in an amount not to exceed $244,850 to provide and install a Modular Building at the Cubberley Community Center, under a two-year lease agreement to serve as a temporary Fire Station 4 facility3. ANALYSIS Staff recommends approval of Contract No. C251919294 for site preparation work to install the leased modular building; installation of a carport and equipment structure; and required utility connections. Solicitation Process An Invitation for Bids for the Construction of the Temporary Fire Station 4 Project was posted on OpenGov, the City's eProcurement platform. The bidding period was 23 calendar days. Bids were received from three contractors on November 21, 2024. Project Bid Name/Number Construction of Temporary Fire Station 4 Project/IFB# 191929 Proposed Length of Project 91 Calendar Days Total Days to Respond to Bid 23 Mandatory Pre -Bid Meeting November 6, 2024 Number of Companies at Pre -Bid Meeting 12 Number of Bids Received 3 Base Bid Price Range $390,000 - $774,000 Public Link to Solicitation https://procurement.opengov.com/portal/palo- alto-ca/projects/126269 Staff reviewed the three bids and found all three of them responsive. The bids ranged from a low of $390,000 to a high of $774,000 and from 35% below to 29% above the engineer's estimate of $599,089. The bid summary is included as Attachment A. Staff reviewed all bids submitted and recommends the lump sum base bid of $390,000 submitted by Alex Kushner General Inc. be accepted, and that Alex Kushner General Inc. be declared the lowest responsible bidder. A change order amount of $39,000, equal to 10% of the 3 City Council, March 4, 2024; Consent Calendar #2; SR#2311-2277 https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82718 4 Alex Kushner Construction Contract for Construction of Temporary Fire Station No. 4 Project C25191929; kushner c25191929 cc staff -report 1.odf Item 4: Staff Report Pg. 2 Packet Pg. 18 of 278 Item 4 Item 4 Staff Report total construction contract amount, is requested for related additional, unforeseen work which may develop during the project, implemented via City -approved Change Order. Timeline Construction on the temporary station is expected to begin immediately after contract approval with completion in May 2025, to allow for sufficient time to move -in fire personnel, and test the Fire Department Operations before construction of the new Fire Station 4, scheduled to begin following completion of the temporary station. FISCAL/RESOURCE IMPACT Funding for this contract is available in the Fiscal Year 2025 Capital Improvement Program Fire Station 4 Replacement project (PE -18004). STAKEHOLDER ENGAGEMENT Public Works has coordinated the temporary Fire Station 4 with key staff from departments whose operations will be dependent on and affected by the temporary facility. Additionally, the City hosted a community meeting on April 11, 2024 at the Cubberley Community Center addressing the temporary relocation of Fire Station 4. Staff from the City's Fire, Public Works, and Community Services Departments were present to discuss the project, construction timeline, fire operations, and public concerns. ENVIRONMENTAL REVIEW This project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) under Section 15303 of the CEQA Guidelines as a new, small facility. ATTACHMENTS Attachment A: Bid Summary Results APPROVED BY: Brad Eggleston, Director Public Works/City Engineer Item 4: Staff Report Pg. 3 Packet Pg. 19 of 278 Item 4 Attachment A - Bid Summary Resu6 o !o Q ,o 0 0 oq k k 0 (0 0 0: _• o !o a ;a 0-0 0 — » !-1 a m m m , m! \ } } ! , _!_ , o — — — � — — — — � — � � — --- — E 0 -0 0-0 / k O -0 0;- E e ,O ,,L� e ■ # o O �!Lfl . 0 0 !- -,t f § E rn 0 © ! ) o k ( ( » m )) §--------�- --- 2 o . 0 !o Q ,o 0!0 0-0 u o ;O 0!0 o !o o!0 o Cu a )a P a m 0 m ! ! } >. m E E a m CC a \ \0 2 m 0i Lfl 3 ) \ ( 0 k o Z cE z4- _ O g •- . CD Ln % \ $ 0 0. E > 0) G } ) CD M 2 O e 4 )!7 0. 2 = 0 / =;u E!_ $ 0 (0 00 Q) !t 0 _ % !� 0 p / /)} 0 _ E \ O) n ( -0 G o !± 2c -o CO E _ -I)m o } u Item 4: Staek@rtP■1 Item 5 Item 5 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Utilities Meeting Date: February 3, 2025 Staff Report #:2411-3777 TITLE Authorize the City Manager or their Designee to Execute an Assistance Agreement with the United States Department of Transportation Pipeline and Hazardous Materials Safety Administration (PHMSA) in the amount of $16,519,879 through January 31, 2030; CEQA Status — Not a project. RECOMMENDATION Staff recommends that the City Council authorize the City Manager or their designee to: Execute an Assistance Agreement with the United States Department of Transportation (DOT) Pipeline and Hazardous Materials Safety Administration (PHMSA) accepting $16,519,879 in federal grant funding for the replacement of PVC and steel natural gas pipelines, including the purchase of new greenhouse gas reducing equipment through January 31, 2030, subject to the PHMSA Grant Terms and Conditions; and 2. Complete all other documents required to comply with the Grant Terms and Conditions through Project completion, including assurances, audits, reports, and any needed changes to the Project scope, schedule or budget. BACKGROUND On November 15, 2021 President Biden signed the Bipartisan Infrastructure Law (Public Law 117 -58 -Nov. 15, 2021), which includes PHMSA's first ever Natural Gas Distribution Infrastructure Safety and Modernization (NGDISM) grant program. The legislation designated $200 million a year in grant funding with a total of $1 billion in grant funding over the subsequent five years. The grant funding is to be made available to municipality- or community - owned utilities (excluding for-profit entities) to repair, rehabilitate, or replace its natural gas distribution pipeline systems or portions thereof or to acquire equipment to reduce incidents and fatalities and avoid economic losses. In August 2023, Staff submitted an application for three projects, the replacement of 2.5 miles of polyvinyl chloride (PVC) main in the Midtown and Palo Verde neighborhoods, the Item 5: Staff Report Pg. 1 Packet Pg. 21 of 278 Item 5 Item 5 Staff Report replacement of 2.3 miles of leak -prone steel main in the Community Center and Leland Manor neighborhoods, and the purchase of new leak detection equipment to assist Staff in detecting leaks and reducing greenhouse gas emissions. In May 2024, the City received notice from PHMSA that all three projects were selected for grant funding. The total grant funding for the three projects is $16,519,879, awarded on a cost -reimbursement basis. The construction sections of the projects will be completed under the Gas Main Replacement Project 25 (GS - 15000 project). The grant structure requires the City to pay for all project costs and submit for reimbursement for eligible grant expenses. The City will have 5 years to complete all three projects before the funding expires. Any costs deemed not eligible for reimbursement by PHMSA or that exceed the total grant amount will be the City's financial responsibility. Staff attends monthly Operations & Safety meetings with the American Public Gas Association (APGA) and municipalities throughout the United States. As of the January 2025 meeting, PHMSA is planning to continue issuing grant funding to awardees. Staff is in ongoing communication with PHMSA and watchful for any indication of program changes under the new Administration. ANALYSIS The City of Palo Alto natural gas distribution utility is regulated by PHMSA under the federal Department of Transportation in accordance with Title 49 Code of Federal Regulations (CFR) Part 192. The City's Municipal Code Section 2.08.200 authorizes the City of Palo Alto's Department of Utilities to provide operations, maintenance, and construction necessary to ensure the safe, efficient, and reliable delivery of natural gas service to all customers, among other responsibilities. This includes authority to perform all duties related to the repair, replacement, or rehabilitation of gas pipeline infrastructure within City limits. The City's Municipal Code Section 2.30 regulates the City's purchase of goods (equipment) and services; however, the assistance agreement may require stricter procurement standards for these projects. The City's current Gas Distribution Integrity Management Plan (DIMP), required by the Department of Transportation, was developed based on design, construction, operation, and maintenance records, including incident and leak history, corrosion control records, continuing surveillance records, patrolling records, maintenance history, and excavation damage experience, as well as the judgment and knowledge of City employees. The DIMP data shows the two major risks in the City's gas system are related to the corrosion of coated -steel pipelines and damages to untraceable PVC pipe through excavations and earth movements. This information was used to determine the City projects that were selected for its NGDISM funding application. The gas system's safety can be improved by replacing leaking steel pipelines and PVC pipelines with new polyethylene (PE) pipelines. The PE pipelines will be easier to detect using standard equipment to avoid excavation damage, and the material will be more resistant to corrosion Item 5: Staff Report Pg. 2 Packet Pg. 22 of 278 Item 5 Item 5 Staff Report over time and during earth movements. The City of Palo Alto applied for NGDISM federal grant funding to carry out three priority projects as described in the table below. .. Ii11 Project # Project Title Funds Project Description Total # of Priority Requested Miles Ranking This project is to replace 2.3 miles of leak - prone 2" and 3" diameter coated steel main 1. Replacement of and services, installed in 1939 and 1950, in $7,844,08 2. Highest steel pipe the Leland Manor and Community Center neighborhoods of Palo Alto. This project is to replace 2.5 miles of 2" and 2. Replacement of 4" diameter PVC gas mains, installed in 1971, $8,630,33 2. Second PVC pipe in the Midtown and Palo Verde Highest neighborhoods of Palo Alto. This project is to purchase new leak survey 3. Equipment equipment to be used by municipal staff $45,46 N/ Lowest Purchase when inspecting and surveying lines. The work for Project #1 and Project #2, in the above chart, will be completed under the GS - 15000, which is anticipated to begin construction in FY2026. Staff anticipates returning to Council for award of the construction contracts for these projects at the end of FY2025. The equipment purchase requested through NGDISM funding is the purchase of leak detection equipment to be used by City of Palo Alto Utilities (CPAU) employees when surveying pipelines for leaks throughout the City. Specifically, CPAU is seeking to purchase RMLD-CS and Detecto Pak leak detection equipment. The equipment currently being used is more than 30 years old and frequently in need of service for repairs. Equipment rental is not an option with any of the equipment providers in our area and the manufacturer of the requested equipment has confirmed they do not lease or rent the equipment. Equipment purchased with federal grant funding has specific disposition procedures required to comply with the Assistance Agreement when it is no longer needed for the Project. Acceptance of these grant funds requires the City to comply with all PHMSA reporting requirements, including quarterly progress reports, quarterly federal financial reports, and final performance and financial reports. The City is also required to comply with applicable auditing, monitoring, and close-out requirements. Oversight of these requirements will be managed by both the project manager and utilities business operations in partnership with Administrative Services Department, especially to ensure compliance with federal audit accounting reporting standards. Item 5: Staff Report Pg. 3 Packet Pg. 23 of 278 Item 5 Item 5 Staff Report FISCAL/RESOURCE IMPACT The total authorized grant funding is $16,519,879 for the completion of the two pipeline replacement projects and the purchase of new leak detection equipment over a five year period, through the end of January 2030. Grant funding for the NGDISM grant will require the City to submit for reimbursements as it incurs eligible project costs. Staff intends to submit for reimbursements at least quarterly each year and there are sufficient funds in the City's gas capital improvement budget to manage the cash flow associated with the grant reimbursement funding structure. Any remaining grant funding after the completion of the two pipeline replacement projects and purchase of leak detection equipment will be used for the purchase of methane reducing equipment approved by the NGDISM grant. STAKEHOLDER ENGAGEMENT Both City Council and the Utilities Advisory Commission were notified of the NGDISM grant preliminary award. Utilities infrastructure work will continue to be coordinated with the public and other stakeholders as appropriate for the nature of work. ENVIRONMENTAL REVIEW Council acceptance of funding and approval of the assistance agreement does not constitute a "project" under the California Environmental Protection Act (CEQA). The grant award incorporates National Environmental Policy Act (NEPA) review conducted by PHMSA for the grant -funded construction projects (GMR 25), resulting in an approved Categorical Exclusion (CE). ATTACHMENTS Attachment A: Notice of Award Attachment B: PHMSA FY2023 NGDISM Assistance Agreement and Grant Terms and Conditions Attachment C: NEPA CE for PHMSA FY2023 NGDISM Grant APPROVED BY: Kiely Nose, Assistant City Manager/Interim Utilities Director Item 5: Staff Report Pg. 4 Packet Pg. 24 of 278 Item 5 Attachment A - Notice of Award 0 U.S. Department of Transportation Pipeline and Hazardous Materials Safety Administration May 9, 2024 Aaron Perkins City of Palo Alto 250 Hamilton Street Palo Alto, CA, 94301-2531 Subject: FY 2023 Grant Application Decision Letter Dear Aaron Perkins, 1200 NetivJersey Avenue. SE . ashington, DC 20~:90 Thank you for applying for the Pipeline and Hazardous Materials Safety Administration's (PHMSA) fiscal year (FY) 2023 Natural Gas Distribution Infrastructure Safety and Modernization (NGDISM) Grant. The review process for grant applications received for the FY 2023 funding cycle has concluded. PHMSA is delighted to inform you that your application has been recommended for funding. Please find the summary of recommended project(s) submitted for funding attached. Our team is here to assist you throughout the project implementation phase. In the upcoming weeks you will receive further communication regarding the next steps in the process, which is the completion of a Tier 2 Site Specific Environmental Assessment (Tier 2 SSEA). In the interim, if any contact information for the Authorized Representative or your primary Program Official has changed, please submit an update to PHMSAPipelineBILGrant(dot.gov. Congratulations on being selected for funding; we look forward to working with you to enhance the safety of your natural gas distribution infrastructure. Sincerely, Shakira N. Mack Director, NGDISM Grant Program Pipeline and Hazardous Materials Safety Administration U.S. Department of Transportation 1200 New Jersey Avenue SE Washington, DC 20590 Item 5: Staff Report Pg. 1 Packet Pg. 25 of 278 Item 5 Attachment A - Notice of Award Applicant: Palo Alto, City of Project 1 of 3 Projects: 1. Replacement of 2.3 miles of leak -prone steel pipe. Project Costs: $7,844,084 Rating: Highly Recommend Recommended for funding (YIN): Yes Consolidated Tech Comments: The reviewers concur that this high priority project has the supporting documentation to meet the criteria for NGDISM funding. Applicant: Palo Alto, City of Project 2 of 3 Projects: 2. Replacement of 2.5 miles of PVC legacy pipe. Project Costs: $8,630,332 Rating: Highly Recommend Recommended for funding (Y/N): Yes Consolidated Tech Comments: The reviewers concur that this high priority project has the supporting documentation to meet the criteria for NGDISM funding. Applicant: Palo Alto, City of Project 3 of 3 Projects: 3. Purchase of leak survey equipment. Project Costs: $45,463 Rating: Highly Recommend Recommended for funding (Y/N): Yes Consolidated Tech Comments: The reviewers concur that this high priority project has the supporting documentation to meet the criteria for NGDISM funding. Item 5: Staff Report Pg. 2 Packet Pg. 26 of 278 Item 5 _ DIJFACA ASSISTANCE AGREEMENT FY2023 NGDISM Assistance Agreement and GrantTerms and 1. Award No. 2. Modification No. 3. Effective Date 693JK32540006NGDI Conditions 5. Awarded To . Sponsoring Office 7. Period of Performance CITY OF PALO ALTO PIPELINE AND HAZARDOUS MATERIALS SA 01/01/2025 250 HAMILTON AVE Office of Pipeline Safety (PHP) throw h g PALO ALTO CA 943012593 1200 New Jersey Avenue SE, East Bldg, 3rd 01/31/2030 Washington DC 20590 8. Type of Agreement 9. Authority 10. Purchase Request or Funding Document No. ❑ Grant PH956-25-0021 ❑ Cooperative Agreement ❑ Other 11. Remittance Address 12. Total Amount 13. Funds Obligated CITY OF PALO ALTO Govt. Share: $16,519,879.00 This action: 250 HAMILTON AVENUE, 4TH FLOOR $16,519,879.00 PALO ALTO CA 94301 Cost Share : $0.00 Total $16,519,879.00 Total : $16,519,879.00 14. Principal Investigator 15. Program Manager 16. Administrator SHAKIRA MACK PIPELINE AND HAZARDOUS MATERIALS SA Phone: 202-366-5090 Acquisition Services Division 1200 New Jersey Avenue SE, East Bldg, Washington DC 20590 17. Submit Payment Requests To 18. Paying Office 19. Submit Reports To PHMSA Delphi elnvoicing System https://einvoice.esc.gov 20. Accounting and Appropriation Data 14021123Bl.2025.PSGRT05010.50D0200000.41010.61000000.0000000000.0000000000.0000000000.0000000000 21. Research Title and/or Description of Project City of Palo Alto FY 2023 For the Recipient For the United States of America 22. Signature of Person Authorized to Sign 25. Signature of Grants/Agreements Officer 23. Name and Title 24. Date Signed 26. Name of Officer 27. Date Signed DAMOND SMITH Item 5: Staff Report Pg. 1 Packet Pg. 27 of 278 Item 5: Staff Report Pg. 2 Packet Pg. 28 of 278 Item 5 PHMSA FY23 NGDISM Grant Terms and Condit Attachment B - PHMSA FY2023 NGDISM Assistance Agreement Table of Contents and GrantTerms and Conditions ARTICLE1 - PURPOSE................................................................................................................ 4 1.1 Purpose............................................................................................................................. 4 ARTICLE 2- PHMSA ROLE........................................................................................................ 4 2.1 PHMSA Responsibilities.................................................................................................. 4 ARTICLE 3 - RECIPIENT ROLE................................................................................................. 4 3.1 Statements on the Project................................................................................................. 4 3.2 Statements on Authority and Capacity............................................................................. 5 3.3 PHMSA Reliance............................................................................................................. 5 3.4 Project Delivery................................................................................................................ 5 3.5 Rights and Powers Affecting the Project......................................................................... 6 ARTICLE 4- AWARD AMOUNT, OBLIGATIONS, AND TIME PERIODS ............................ 6 4.1 Federal Award Amount.................................................................................................... 6 4.2 Budget Period................................................................................................................... 6 4.3 Period of Performance...................................................................................................... 6 ARTICLE 5- STATEMENT OF WORK, SCHEDULE, AND BUDGET CHANGES ................6 6 5.1 Notification Requirement................................................................................................. 6 5.2 Scope and Statement of Work Changes........................................................................... 6 5.3 Schedule Changes............................................................................................................ 6 5.4 Budget Changes................................................................................................................ 7 5.5 PHMSA Acceptance of Changes..................................................................................... 8 ARTICLE 6- GENERAL REPORTING TERMS......................................................................... 8 6.1 Report Submission........................................................................................................... 8 6.2 Alternative Reporting Methods........................................................................................ 8 6.3 Paperwork Reduction Act Notice..................................................................................... 8 ARTICLE 7- PROGRESS AND FINANCIAL REPORTING..................................................... 8 7.1 Quarterly Project Progress Reports and Recertifications................................................. 8 7.2 Final Progress Reports and Financial Reporting.............................................................. 8 ARTICLE 8- PERFORMANCE MEASUREMENT.................................................................... 9 8.1 Site Visits and Desk Audits.............................................................................................. 9 8.2 Compliance with Pipeline Safety Regulations................................................................. 9 ARTICLE 9- NONCOMPLIANCE AND REMEDIES................................................................ 9 9.1 Noncompliance Determinations....................................................................................... 9 9.2 Remedies........................................................................................................................ 10 9.3 Other Oversight Entities................................................................................................. 10 ARTICLE 10 - AGREEMENT TERMINATION........................................................................ 11 10.1 PHMSA Termination..................................................................................................... 11 10.2 Closeout Termination..................................................................................................... 11 10.3 Post -Termination Adjustments....................................................................................... 11 10.4 Non -Terminating Events................................................................................................ 12 10.5 Other Remedies.............................................................................................................. 12 Page 1 of 28 Item 5: Staff Report Pg. 3 Packet Pg. 29 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement ARTICLE 11 - MONITORING, FINANCIAL MANAGEMENT, CONTRd and GrantTerms and RECORDS Conditions 12 11.1 Recipient Monitoring and Record Retention................................................................. 12 11.2 Financial Records and Audits........................................................................................ 12 11.3 Internal Controls............................................................................................................. 13 ARTICLE 12 - CONTRACTING................................................................................................. 13 12.1 Procurement Standards................................................................................................... 13 12.2 Buy America.................................................................................................................. 13 12.3 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment..................................................................................................................... 13 12.4 Government -wide Debarment and Suspension (Non -Procurement) ..............................14 14 12.5 Contracting with Small Businesses, Small Minority -Disadvantaged Businesses, and Small Businesses which are Women -Owned, Veteran -Owned, Disabled Veteran - Owned or located in HUBZone Areas.......................................................................... 14 ARTICLE 13 - COSTS, PAYMENTS, AND UNEXPENDED FUNDS .....................................15 15 13.1 Limitation of Federal Award Amount............................................................................ 15 13.2 Project Costs................................................................................................................... 15 13.3 Timing of Project Costs.................................................................................................. 15 13.4 Recipient Recovery of Federal Funds............................................................................ 15 13.5 Unexpended Federal Funds............................................................................................ 16 13.6 Timing of Payments to the Recipient............................................................................. 16 13.7 eInvoicing....................................................................................................................... 16 13.8 Payments........................................................................................................................ 17 13.9 Information Supporting Expenditures............................................................................ 19 13.10 Indirect Cost Rate........................................................................................................... 19 ARTICLE 14 - LIQUIDATION, ADJUSTMENTS, AND FUNDS AVAILABILITY .............. 19 14.1 Liquidation of Recipient Obligations............................................................................. 19 14.2 Funds Cancellation......................................................................................................... 19 ARTICLE 15 - AGREEMENT MODIFICATIONS.................................................................... 20 15.1 Bilateral Modification.................................................................................................... 20 15.2 PHMSA Unilateral Modifications.................................................................................. 20 15.3 Other Modifications....................................................................................................... 20 ARTICLE 16 - FEDERAL FINANCIAL ASSISTANCE, ADMINISTRATIVE, AND NATIONAL POLICY REQUIREMENTS........................................................... 20 16.1 Uniform Administrative Requirements for Federal Awards ..........................................20 20 16.2 Federal Law and Public Policy Requirements............................................................... 20 16.3 Federal Freedom of Information Act............................................................................. 20 16.4 History of Performance.................................................................................................. 21 16.5 Whistleblower Protection............................................................................................... 21 16.6 Prohibition on Awarding to Entities that Require Certain Internal Confidentiality Agreements.................................................................................................................... 21 16.7 Executive Orders............................................................................................................ 21 16.8 National Environmental Policy Act............................................................................... 22 16.9 Labor and Work............................................................................................................. 22 16.10 Critical Infrastructure Security and Resilience.............................................................. 22 Page 2 of 28 Item 5: Staff Report Pg. 4 Packet Pg. 30 of 278 Item 5 PHMSA FY23 NGDISM Grant Terms and Condit Attachment B - PHMSA FY2023 NGDISM Assistance Agreement 16.11 811, Call Before You Dig Program .................................................. and GrantTerms and 22 16.12 External Award Terms and Condition conditions 23 16.13 Incorporated Certifications............................................................................................. 23 ARTICLE 17 - ASSIGNMENT.................................................................................................... 24 17.1 Assignment Prohibited................................................................................................... 24 ARTICLE 18 - WAIVER............................................................................................................. 24 18.1 Waivers........................................................................................................................... 24 ARTICLE 19 - ADDITIONAL TERMS AND CONDITIONS ...................................................24 24 19.1 Disclaimer of Federal Liability...................................................................................... 24 19.2 Relocation and Real Property Acquisition..................................................................... 25 19.3 Equipment Disposition................................................................................................... 25 19.4 Notice of News Releases, Public Announcement, and Presentations ............................ 25 19.5 Reporting Fraud, Waste, or Abuse................................................................................. 25 19.6 Project Signage............................................................................................................... 26 ARTICLE 20 - MANDATORY AWARD INFORMATION...................................................... 26 20.1 Information Contained In a Federal Award................................................................... 26 20.2 Federal Award Identification Number........................................................................... 26 20.3 Recipient's Unique Entity Identifier.............................................................................. 26 ARTICLE 21 - CONSTRUCTION AND DEFINITIONS........................................................... 26 21.1 Incorporation by Reference............................................................................................ 27 21.2 Construction................................................................................................................... 27 21.3 Integration...................................................................................................................... 27 21.4 Definitions...................................................................................................................... 27 ARTICLE 22 - AGREEMENT EXECUTION AND EFFECTIVE DATE ................................. 28 22.1 Counterparts................................................................................................................... 28 22.2 Effective Date................................................................................................................. 28 Page 3 of 28 Item 5: Staff Report Pg. 5 Packet Pg. 31 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement GENERAL TERMS AND CONDITIONS and GrantTerms and Conditions The Infrastructure Investment and Jobs Act, Publ. L. No. 117-58, Div. J (Nov. 15, 2021) (the "IIJA") made funds available to the Pipeline and Hazardous Materials Safety Administration ("PHMSA") to carry out the Natural Gas Distribution Infrastructure Safety and Modernization ("NGDISM") Grant Program by providing Federal financial assistance to municipality or community owned utilities (not including for-profit entities) to repair, rehabilitate, or replace their natural gas distribution pipeline systems or portions thereof or to acquire equipment to (1) reduce incidents and fatalities and (2) avoid economic losses. These General Terms and Conditions govern the rights and obligations of PHMSA and the entity named in PHMSA's Assistance Agreement's, Box 5 Awarded To of (the "Recipient") with respect to the Recipient's Fiscal Year 2023 NGDISM award. ARTICLE 1- PURPOSE 1.1 Purpose. The purpose of this award is to fund an eligible Fiscal Year 2023 NGDISM project to repair, rehabilitate, or replace a municipality- or community -owned natural gas distribution pipeline system or portions thereof or to acquire equipment to (1) reduce incidents and fatalities and (2) avoid economic losses. The parties will accomplish that purpose by achieving the following objectives: (a) timely completing the Project; and (b) ensuring that this award does not substitute for non -Federal investment in the Project. ARTICLE 2- PHMSA ROLE 2.1 PHMSA Responsibilities. PHMSA will administer this agreement on behalf of the United States Department of Transportation ("USDOT"). PHMSA is responsible for the overall administration of the NGDISM program and any modifications to this agreement. ARTICLE 3- RECIPIENT ROLE 3.1 Statements on the Project. The Recipient represents that: (a) all material facts in the Recipient's Initial Application (as defined in Section 21.4) were accurate when that application was submitted; and (b) if the Recipient submitted a Final Application (as defined in Section 21.4), all material facts in the Recipient's Final Application are accurate as of the date of this agreement, and that the Final Application documents all material changes in the information contained in the Initial Application. Page 4 of 28 Item 5: Staff Report Pg. 6 Packet Pg. 32 of 278 3.2 3.3 3.4 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement Statements on Authority and Capacity. The Recipient represents and G and Conditions nditions (a) it has the authority to receive Federal financial assistance under this agreement; (b) it has the legal authority to complete the Project; (c) it has the ability or capacity, including institutional, managerial, and financial capacity, to comply with its obligations under this agreement; (d) it has sufficient funds available to ensure that infrastructure completed or improved under this agreement will be operated and maintained in compliance with this agreement, applicable Federal law, and applicable pipeline safety regulations; and (e) the individual executing this agreement on behalf of the Recipient has authority to enter this agreement and make the representations in this Article 3 and in section 16.13 on behalf of the Recipient. PHMSA Reliance. The Recipient acknowledges that: (a) PHMSA relied on statements of fact in the Initial Application to select the Project to receive this award; (b) PHMSA relied on statements of fact in the Initial Application to determine that the Recipient and the Project are eligible under the terms of the NOFO and the program statute; (c) PHMSA relied on statements of fact in the Initial Application and/or the Final Application, and this agreement to establish the terms of this agreement; and (d) PHMSA's selection of the Project to receive this award prevented awards under the NOFO to other eligible applicants. Project Delivery. (a) The Recipient shall complete the Project under the terms of this agreement. (b) The Recipient shall ensure that the Project is financed, constructed, operated, and maintained in accordance with all Federal and State laws, regulations, and policies that are applicable to PHMSA projects. Page 5 of 28 Item 5: Staff Report Pg. 7 Packet Pg. 33 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and 3.5 Rights and Powers Affecting the Project. Conditions (a) The Recipient shall not take or permit any action that deprives it of any rights or powers necessary to the Recipient's performance under this agreement, or any action that would affect the Recipient's eligibility for the NGDISM program, without PHMSA's prior written approval. (b) The Recipient shall act promptly, in a manner acceptable to PHMSA, to acquire, extinguish, or modify any outstanding rights or claims of right of others that would interfere with the Recipient's performance under this agreement. ARTICLE 4- AWARD AMOUNT, OBLIGATIONS, AND TIME PERIODS 4.1 Federal Award Amount. PHMSA hereby awards a NGDISM Grant to the Recipient in the amount described in PHMSA Assistance Agreement Box 12, Total Amount. 4.2 Budget Period. This award will have one budget period, which will run concurrently with the Period of Performance described in section 4.3. In this agreement, "budget period" is used as defined at 2 C.F.R. 200.1. 4.3 Period of Performance. The Period of Performance for this award begins and ends on the dates stated in PHMSA's Assistance Agreement's Box 7, Period of Performance. In this agreement, "period of performance" is used as defined at 2 C.F.R. 200.1. ARTICLE 5- STATEMENT OF WORK, SCHEDULE, AND BUDGET CHANGES 5.1 Notification Requirement. The Recipient shall notify PHMSA in writing within 30 calendar days of any change in circumstances or commitments that adversely affect the Recipient's plan to complete the Project. In that notification, the Recipient shall describe the change and what actions the Recipient has taken or plans to take to ensure completion of the Project. As described in sections 5.2 through 5.4, the Recipient shall request a modification of this agreement as necessary. 5.2 Scope and Statement of Work Changes. If the Project's scope or activities differ from the scope or activities described in the Recipient's Initial and/or Final Application, then the Recipient shall request a modification of this agreement to update the Recipient's Initial and/or Final Application. 5.3 Schedule Changes. If one or more of the following conditions are satisfied, then the Recipient shall request a modification of this agreement to update the Period of Performance or the project schedule in the Recipient's Initial and/or Final Application, as applicable: (a) a completion date for the overall Project or a milestone of the Project is listed in the Recipient's Initial and/or Final Application, and the Recipient's estimate for Page 6 of 28 Item 5: Staff Report Pg. 8 Packet Pg. 34 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement that milestone changes to a date that is more than six months and GrantTerms and in the Recipient's Initial and/or Final Application; or Conditions (b) a schedule change would require the Period of Performance to continue after the Period of Performance listed in section 4.3. 5.4 Budget Changes. (a) The Recipient acknowledges that if the cost of completing the Project increases: (1) that increase does not affect the Recipient's obligation under this agreement to complete the Project; (2) PHMSA will not increase the amount of this award to address any funding shortfall; and (3) the Recipient shall notify PHMSA, in writing, if the Recipient anticipates being unable to fully complete the Project due to the increased cost. (b) If there are Project Cost Savings, then the Recipient may propose to PHMSA, in writing consistent with PHMSA's requirements, to include in the Project specific additional activities that are within the scope of the Recipient's approved National Environmental Policy Act ("NEPA") document, and that the Recipient could complete with the Project Cost Savings. In this agreement, "Project Cost Savings" means the difference between the actual allowable project costs and the Federal Award Amount listed in section 4.1, but only if the actual allowable project costs are lower than the Federal Award Amount. (c) If there are Project Cost Savings and either the Recipient does not make a proposal under section 5.4(b) or PHMSA does not accept the Recipient's proposal under section 5.4(b), then: (1) the Recipient shall request a modification of this agreement to reduce the Federal Award Amount listed in section 4.1 by the amount of the Project Cost Savings; and (2) if PHMSA had reimbursed costs exceeding the reduced Federal Award Amount, the Recipient shall refund to PHMSA the difference between the reimbursed costs and the reduced Federal Award Amount. (d) The Recipient acknowledges that amounts that are required to be refunded under section 5.4(c)(2) constitute a debt to the Federal Government that PHMSA may collect under 2 C.F.R. 200.346 and the Federal Claims Collection Standards (31 C.F.R. parts 900-999). Page 7 of 28 Item 5: Staff Report Pg. 9 Packet Pg. 35 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and 5.5 PHMSA Acceptance of Changes. PHMSA may accept or reject me conditionsgtf under this article 5, and in doing so may elect to consider only the interests of the NGDISM program and PHMSA. The Recipient acknowledges that requesting a modification under this article 5 does not amend, modify, or supplement this agreement unless PHMSA accepts that modification request and the parties modify this agreement under section 15.1. ARTICLE 6- GENERAL REPORTING TERMS 6.1 Report Submission. The Recipient shall send all reports required by this agreement to PHMSA using the process required by PHMSA. 6.2 Alternative Reporting Methods. PHMSA may establish processes for the Recipient to submit reports required by this agreement, including electronic submission processes. If the Recipient is notified of those processes in writing, the Recipient shall use the processes required by PHMSA. 6.3 Paperwork Reduction Act Notice. Under 5 C.F.R. 1320.6, the Recipient is not required to respond to a collection of information that does not display a currently valid control number issued by the Office of Management and Budget (the "OMB"). Notwithstanding any other term of this agreement, the due date for any information collections required under this agreement, including the reporting requirements in articles 7 and 8, is the later of (1) the due date stated with the requirement and (2) the 30th day after OMB approves that information collection. ARTICLE 7- PROGRESS AND FINANCIAL REPORTING 7.1 Quarterly Project Progress Reports and Recertifications. Recipient quarterly reports shall be submitted by the 30th calendar day after the quarterly reporting period ends (Q1 Jan 30th; Q2 April 30th; Q3 July 30th and Q4 October 30th) each calendar year quarter and until the end of the Period of Performance. The Recipient shall submit to PHMSA a Quarterly Project Progress Report in the format and with the content required by PHMSA. If the execution date of this grant agreement is in the final month of the quarter, then the Recipient shall submit the first Quarterly Project Progress Report and Recertification in the following calendar year quarter that begins after the date of this agreement. 7.2 Final Progress Reports and Financial Reporting. No later than 120 days after the end of the Period of Performance, the Recipient shall submit: (a) a Final Project Progress Report in the format and with the content required by PHMSA; and (b) any other information required under PHMSA's award closeout procedures. Page 8 of 28 Item 5: Staff Report Pg. 10 Packet Pg. 36 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement ARTICLE 8- PERFORMANCE MEASUREMEN and GrantTerms and Conditions 8.1 Site Visits and Desk Audits. There will be at least one site visit per recipient during the Period of Performance, with the option of additional site visits/desk audits if needed to address deficiencies and/or more complex issues that require face-to-face technical assistance. 8.2 Compliance with Pipeline Safety Regulations. The Recipient must ensure that the Project is completed in accordance with applicable pipeline safety laws and regulations, including the notification requirements in 49 C.F.R. 191.22(c) as applicable. ARTICLE 9- NONCOMPLIANCE AND REMEDIES 9.1 Noncompliance Determinations. (a) If PHMSA determines that the Recipient may have failed to comply with the United States Constitution, Federal law, or the terms and conditions of this agreement, PHMSA may notify the Recipient of a proposed determination of noncompliance. For the notice to be effective, it must be written and PHMSA must include an explanation of the nature of the noncompliance, describe a remedy, state whether that remedy is proposed or effective at an already determined date, and describe the process through and form in which the Recipient may respond to the notice. (b) If PHMSA notifies the Recipient of a proposed determination of noncompliance under section 9.1(a), the Recipient may, not later than 7 calendar days after the notice, respond to that notice in the form and through the process described in that notice. In its response, the Recipient may: (1) accept the remedy; (2) acknowledge the noncompliance, but propose an alternative remedy; or (3) dispute the noncompliance. To dispute the noncompliance, the Recipient must include in its response documentation or other information supporting the Recipient's compliance. (c) PHMSA may make a final determination of noncompliance only: (1) after considering the Recipient's response under section 9.1(b); or (2) if the Recipient fails to respond under section 9.1(b), after the time for that response has passed. Page 9 of 28 Item 5: Staff Report Pg. 11 Packet Pg. 37 of 278 PHMSA FY23 NGDISM Grant Terms and Con (d) To make a final determination of noncompliance, PHMSA to the Recipient that states the bases for that determination. 9.2 Remedies. 9.3 Item 5 Attachment B - PHMSA FY2023 NGDISM Assistance Agreement and GrantTerms and Conditions (a) If PHMSA makes a final determination of noncompliance under section 9.1, PHMSA may impose a remedy, including: (1) additional conditions on the award; (2) any remedy permitted under 2 C.F.R. 200.339-200.340, including withholding of payments; disallowance of previously reimbursed costs, requiring refunds from the Recipient to PHMSA; suspension or termination of the award; or suspension and disbarment under 2 C.F.R. part 180; or (3) any other remedy legally available. (b) To impose a remedy, PHMSA must provide a written notice to the Recipient that describes the remedy, but PHMSA may make the remedy effective before the Recipient receives that notice. (c) If PHMSA determines that it is in the public interest, PHMSA may impose a remedy, including all remedies described in section 9.2(a), before making a final determination of noncompliance under section 9.1. If it does so, then the notice provided under section 9.1(d) must also state whether the remedy imposed will continue, be rescinded, or modified. (d) In imposing a remedy under this section 9.2 or making a public interest determination under section 9.2(c), PHMSA may elect to consider the interests of only PHMSA. (e) The Recipient acknowledges that amounts that PHMSA requires the Recipient to refund to PHMSA due to a remedy under this section 9.2 constitute a debt to the Federal Government that PHMSA may collect under 2 C.F.R. 200.346 and the Federal Claims Collection Standards (31 C.F.R. parts 900-999). Other Oversight Entities. Nothing in this article 9 limits any party's authority to report activity under this agreement to the USDOT Inspector General or other appropriate oversight entities. Page 10 of 28 Item 5: Staff Report Pg. 12 Packet Pg. 38 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and ARTICLE 10 - AGREEMENT TERMINATION Conditions 10.1 PHMSA Termination. (a) PHMSA may terminate this agreement and all of its obligations under this agreement if any of the following occurs: (1) a completion date for the Project or a component of the Project is listed in the Recipient's Initial and/or Final Application and the Recipient fails to meet that milestone by six months after the date listed in the Recipient's Initial and/or Final Application; (2) the Recipient fails to comply with the terms and conditions of this agreement, including a material failure to comply with the project schedule in the Recipient's Initial and/or Final Application, even if it is beyond the reasonable control of the Recipient; (3) circumstances cause changes to the Project that PHMSA determines are inconsistent with PHMSA's basis for selecting the Project to receive an NGDISM Grant; or (4) PHMSA determines that termination of this agreement is in the public interest. (b) In terminating this agreement under this section, PHMSA may elect to consider only the interests of PHMSA. (c) This section 10.1 does not limit PHMSA'S ability to terminate this agreement as a remedy under section 9.2. (d) The Recipient may request that PHMSA terminate the agreement under this section 10.1. 10.2 Closeout Termination. (a) This agreement terminates on Project Closeout. (b) In this agreement, "Project Closeout" means the date that PHMSA notifies the Recipient that the award is closed out. Under 2 C.F.R. 200.344, Project Closeout should occur no later than one year after the end of the Period of Performance. 10.3 Post -Termination Adjustments. The Recipient acknowledges that under 2 C.F.R. 200.345-200.346, termination of the agreement does not extinguish PHMSA's authority to disallow costs, including costs that PHMSA reimbursed before termination, and recover funds from the Recipient. Page 11 of 28 Item 5: Staff Report Pg. 13 Packet Pg. 39 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and 10.4 Non -Terminating Events. Conditions (a) The end of the Period of Performance described under section 4.3 does not terminate this agreement or the Recipient's obligations under this agreement. (b) The cancellation of funds under section 14.2 does not terminate this agreement or the Recipient's obligations under this agreement. 10.5 Other Remedies. The termination authority under this article 10 supplements and does not limit PHMSA's remedial authority under article 9 or 2 C.F.R. part 200, including 2 C.F.R. 200.339-200.340. ARTICLE 11 - MONITORING, FINANCIAL MANAGEMENT, CONTROLS, AND RECORDS 11.1 Recipient Monitoring and Record Retention. (a) The Recipient shall monitor activities under this award to ensure: (1) that those activities comply with this agreement; and (2) that funds provided under this award are not expended on costs that are not allowable under this award or not allocable to this award. (b) The Recipient shall retain records relevant to the award as required under 2 C.F.R. 200.334. 11.2 Financial Records and Audits. (a) The Recipient shall keep all project accounts and records that fully disclose the amount and disposition by the Recipient of the award funds, the total cost of the Project, and the amount or nature of that portion of the cost of the Project supplied by other sources, and any other financial records related to the project. (b) The Recipient shall keep accounts and records described under section 11.2(a) in accordance with a financial management system that meets the requirements of 2 C.F.R. 200.301-200.303 and 2 C.F.R. 200 subpart F, and will facilitate an effective audit in accordance with 31 U.S.C. 7501-7506. (c) The Recipient shall separately identify expenditures under the fiscal year 2023 NGDISM Program in financial records required for audits under 31 U.S.C. 7501- 7506. Specifically, the Recipient shall: Page 12 of 28 Item 5: Staff Report Pg. 14 Packet Pg. 40 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement (1) list expenditures under that program separately on th and GrantTerms and expenditures of Federal awards required under 2 C.F. Conditions including "FY 2023" in the program name; and (2) list expenditures under that program on a separate row under Part II, Item 1 ("Federal Awards Expended During Fiscal Period") of Form SF -SAC, including "FY 2023" in column c ("Additional Award Identification"). 11.3 Internal Controls. The Recipient shall establish and maintain internal controls as required under 2 C.F.R. 200.303. 11.4 PHMSA Record Access. PHMSA may access Recipient records related to this award under 2 C.F.R. 200.337. ARTICLE 12 - CONTRACTING 12.1 Procurement Standards. (a) The Recipient agrees that it will comply with the provisions of 2 C.F.R. 200.317 through 200.327 ("Procurement Standards") when acquiring property or services required under this award. (b) The Recipient agrees that prior to acquiring property or services required under this award, the Recipient shall establish documented procurement procedures consistent with the Procurement Standards. 12.2 Buy America. (a) The Project is subject to the domestic preference requirement in § 70914 of the Build America, Buy America Act, Pub. L. No. 117-58, div. G, tit. IX, subtit. A, 135 Stat. 429, 1298 (2021), which requires that all steel, iron, manufactured products, and construction materials used in the project be produced in the United States. The Recipient agrees to comply with this domestic preference requirement as implemented by applicable OMB, USDOT, and PHMSA guidance and regulations. (b) The Recipient shall include the substance of section 12.2 in all contracts and purchase orders for work or products under this award. 12.3 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment. The Recipient acknowledges that Section 889 of Pub. L. No. 115-232 and 2 C.F.R. 200.216 prohibit the Recipient from procuring or obtaining certain telecommunications and video surveillance services or equipment under this award. Page 13 of 28 Item 5: Staff Report Pg. 15 Packet Pg. 41 of 278 12.4 12.5 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and Government -wide Debarment and Suspension (Non-Procureme Conditions (a) The Recipient must review the "list of parties excluded from federal procurement or non -procurement programs" located on the System for Award Management (SAM) website before entering into a contract. https://www.sam.gov. No contracts may be issued to an entity or person identified in the "list of parties excluded from federal procurement or non -procurement programs." (b) 2 C.F.R. 1200 "Non -procurement Suspension and Debarment" is incorporated by reference into this award. (c) The Recipient must notify PHMSA, in writing, in a timely manner if the Recipient discovers it has entered into a Covered Transaction (as defined in 2 C.F.R. 180.200) with an entity or person identified in the "list of parties excluded from federal procurement or non -procurement programs." (d) If the Recipient maintains a list of entities or persons with which the Recipient does not transact business, the Recipient must notify PHMSA, in writing, whenever the Recipient adds an entity or person to such list, and must describe the basis for adding such entity or person. Contracting with Small Businesses, Small Minority -Disadvantaged Businesses, and Small Businesses which are Women -Owned, Veteran -Owned, Disabled Veteran - Owned or located in HUBZone Areas. (a) It is USDOT policy to award a fair share of contracts to small businesses, small minority -disadvantaged business, and small businesses which are women -owned, veteran -owned, disabled veteran -owned or located in a HubZone as determined by the U.S. Small Business Administration (sba.gov). USDOT is strongly committed to the objectives of this policy and encourages all Recipients of its Grants and Cooperative Agreements to take affirmative steps to ensure such fairness on the awarding of any subcontracts. (b) The Recipient is encouraged to take all necessary affirmative steps to assure that small businesses, small minority -disadvantaged businesses, and small businesses which are women -owned, veteran -owned, disabled veteran -owned, or located in a HUBZone are contracted with when possible. (c) Affirmative steps include: (1) Placing qualified small businesses, small minority -disadvantaged businesses, and small businesses which are women owned, veteran - owned, disabled veteran -owned, or located in a HUBZone on solicitation lists; Page 14 of 28 Item 5: Staff Report Pg. 16 Packet Pg. 42 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement (2) Assuring that small businesses, small minority-disadJ and GrantTerms and s and small businesses which are women -owned, veterL d veteran- owned or located in a HUBZone are solicited whenever they are potential sources; (3) Dividing total requirements, when economically feasible, into small tasks or quantities to permit maximum participation by small businesses, small minority -disadvantaged businesses, and small businesses which are women- owned, veteran -owned, disabled veteran -owned, or located in a HUBZone; (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and (5) Using the services and assistance of the U.S. Small Business Administration and the Office of the Small and Disadvantaged Business Utilization of the Department of Transportation, as appropriate. ARTICLE 13 - COSTS, PAYMENTS, AND UNEXPENDED FUNDS 13.1 Limitation of Federal Award Amount. Under this award, PHMSA shall not provide funding greater than the amount provided under section 4.1. The Recipient acknowledges that PHMSA is not liable for payments exceeding that amount, and the Recipient shall not request reimbursement of costs exceeding that amount. 13.2 Project Costs. This award is subject to the cost principles at 2 C.F.R. 200 subpart E, including provisions on determining allocable costs and determining allowable costs. 13.3 Timing of Project Costs. (a) The Recipient shall not charge to this award costs that are incurred after the budget period described in section 4.2. (b) The Recipient shall not charge to this award costs that were incurred before the date of this agreement unless the Recipient receives written approval from PHMSA, and such costs would have been allowable if incurred during the budget period described in section 4.2. 13.4 Recipient Recovery of Federal Funds. The Recipient shall make all reasonable efforts, including initiating litigation, if necessary, to recover Federal funds if PHMSA determines, after consultation with the Recipient, that those funds have been spent fraudulently, wastefully, or in violation of Federal laws, or misused in any manner under this award. The Recipient shall not enter a settlement or other final position, in court or otherwise, involving the recovery of funds under this award unless approved in advance in writing by PHMSA. Page 15 of 28 Item 5: Staff Report Pg. 17 Packet Pg. 43 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and 13.5 Unexpended Federal Funds. Any Federal funds that are awarded aL Conditions expended on allocable, allowable costs remain the property of the United States. 13.6 Timing of Payments to the Recipient. (a) Reimbursement is the payment method for the NGDISM Program. (b) The Recipient shall not request reimbursement of a cost before the Recipient has entered into a legally binding obligation for that cost. 13.7 elnvoicing. Recipients of PHMSA grants must use the USDOT Delphi elnvoicing System. (1) The Recipient must: (a) Have internet access to register and submit payment requests through the Delphi elnvoicing system; and (b) Submit payment requests electronically and receive payment electronically. (2) System User Requirements: (a) The Recipient should contact PHMSA to sign up for the Delphi elnvoicing System. PHMSA will provide the Recipient's name and email address to the USDOT Financial Management Office. The USDOT Financial Management Office will then invite the Recipient to sign up for the system. (b) USDOT will submit a User Account Application form to request system access. Once the system access email is sent out the recipient POC will have 72 hours to login to the system to activate their account Note: Additional information, including training materials, and helpdesk support can be found on the DOT Delphi elnvoicing website (http://www.transportation. gov/cfo/delphi-einvoicing-system.html) (c) USDOT Financial Management officials may, on a case -by -case basis, waive the requirement to register, and use, the electronic payment system. Waiver request forms can be obtained on the USDOT elnvoicing website (http://www.transportation.gov/cfo/delphi-einvoicing-system.html) or by contacting the PHMSA Agreement Officer. Recipients must explain why they are unable to use or access the internet to submit payment requests. Page 16 of 28 Item 5: Staff Report Pg. 18 Packet Pg. 44 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement 13.8 Payments. Reimbursement payments will be made after the electro and GrantTerms and USDOT elnvoicing System of either "Request for Advance or Reim Conditions (Standard Form 270 for non -construction projects) or "Outlay Report and Request for Reimbursement for Construction Programs" (Standard Form 271 for construction projects). Backup documentation including but not limited to invoices, or canceled checks substantiating funds cited on reimbursement request shall accompany SF270/SF27 1. (a) Method of Payment. (1) PHMSA will make all payments under this agreement by electronic funds transfer (EFT), except as provided by section 13.8(a)(2). As used in this section 13.8, the term "EFT" refers to the funds transfer and may also include the payment information transfer. (2) If PHMSA is unable to release one or more payments by EFT, the Recipient agrees either to: (A) Accept payment by check or some other mutually agreeable method of payment; or (B) extend the payment due date until such time as PHMSA can make payment by EFT (but see section 13.8(d)). (b) Recipient's EFT information. PHMSA will make payment to the Recipient using the EFT information contained in the System for Award Management (SAM) database. If the EFT information changes, the Recipient is responsible for providing the updated information into SAM at: https://www.sam.gov. (c) Mechanisms for EFT payment. PHMSA may make payment by EFT through either the Automated Clearing House (ACH) network, subject to the rules of the National Automated Clearing House Association, or the Fedwire Transfer System. The rules governing Federal payments through the ACH are contained in 31 C.F.R. Part 210. (d) Suspension of payment. If the Recipient's EFT information in the SAM database is incorrect, then PHMSA is not obligated to make payment to the Recipient under this agreement until the correct EFT information is entered into the SAM database. An invoice or agreement -financing request is not a proper invoice for the purpose of prompt payment under this agreement. (e) Recipient EFT arrangements. If the Recipient has identified multiple payment receiving points (i.e., more than one remittance address and/or EFT information set) in the SAM database, and the Recipient has not notified PHMSA of the payment receiving point applicable to this agreement, PHMSA will make Page 17 of 28 Item 5: Staff Report Pg. 19 Packet Pg. 45 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement payment to the first payment receiving point (EFT informati and GrantTerms and address as applicable) listed in the SAM database. Conditions (f) Liability for uncompleted or erroneous transfers. (1) If an uncompleted or erroneous transfer occurs because PHMSA used the Recipient's EFT information incorrectly, PHMSA remains responsible for: (A) making a correct payment; (B) paying any prompt payment penalty due; and (C) recovering any erroneously directed funds. (2) If an uncompleted or erroneous transfer occurs because the Recipient's EFT information was incorrect, or was revised within 30 days of PHMSA's release of the EFT payment transaction instruction to the Federal Reserve System, and (A) if the funds are no longer under the control of the payment office, PHMSA is deemed to have made payment and the Recipient is responsible for recovery of any erroneously directed funds; or (B) If the funds remain under the control of the payment office, PHMSA will not make payment, and the provisions of section 13.8(d) will apply. (g) EFT and prompt payment. A payment will have been made in a timely manner in accordance with the prompt payment terms of this agreement if, in the EFT payment transaction instruction released to the Federal Reserve System, the date specified for settlement of the payment is on or before the prompt payment due date, provided the specified payment date is a valid date under the rules of the Federal Reserve System. (h) [Reserved.] (i) Liability for change of EFT information by financial agent. PHMSA is not liable for errors resulting from changes to EFT information made by the Recipient's financial agent. (j) Payment information. The payment or disbursing office will forward to the Recipient available payment information that is suitable for transmission as of the date of release of the EFT instruction to the Federal Reserve System. PHMSA may request the Recipient to designate a desired format and method(s) for delivery of payment information from a list of formats and methods the payment office is capable of executing. However, PHMSA does not guarantee that any Page 18 of 28 Item 5: Staff Report Pg. 20 Packet Pg. 46 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement particular format or method of delivery is available at any pal and GrantTerms and office and retains the latitude to use the format and delivery iiConditions convenient to the Government. If the Government makes payment by check in accordance with section 13.8(a), the Government will mail the payment information to the remittance address contained in the SAM database. 13.9 Information Supporting Expenditures. (a) When requesting reimbursement of costs incurred, the Recipient shall electronically submit the SF -270 (Request for Advance or Reimbursement) or SF - 271 (Outlay Report and Request for Reimbursement for Construction Programs) and shall submit supporting cost details as required by PHMSA. (b) If the Recipient submits a request for reimbursement that PHMSA determines does not include or is not supported by sufficient detail, PHMSA may deny the request or withhold processing the request until the Recipient provides sufficient detail. 13.10 Indirect Cost Rate. (a) The indirect cost rate to be charged to this award is determined according to the Recipient's Indirect Cost Rate Proposal If the Recipient does not currently have an Indirect Cost Rate Proposal, the de minimis rate of 10% of modified total direct costs shall apply, per 2 C.F.R. 200.414(f). (b) For questions regarding Indirect Cost Rate Agreements, the Recipient should contact its cognizant agency for indirect costs, as defined in 2 C.F.R. 200.1. If PHMSA is the Recipient's cognizant agency for indirect costs, the Recipient may contact Cristina Keating at Cristina.Keating@dot.gov. ARTICLE 14 - LIQUIDATION, ADJUSTMENTS, AND FUNDS AVAILABILITY 14.1 Liquidation of Recipient Obligations. (a) The Recipient shall liquidate all obligations of award funds under this agreement not later than 120 days after the end of the Period of Performance. (b) Liquidation of obligations and adjustment of costs under this agreement follow the requirements of 2 C.F.R. 200.344-200.346. 14.2 Funds Cancellation. NGDISM Program funding that is obligated for this award remains available until 120 days after the end of the Period of Performance. At its discretion, PHMSA may extend the time that funding obligated for this award remains available under this agreement by notifying the Recipient in writing. Page 19 of 28 Item 5: Staff Report Pg. 21 Packet Pg. 47 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement ARTICLE 15 - AGREEMENT MODIFICATION and GrantTerms and Conditions 15.1 Bilateral Modification. The parties may amend, modify, or supplement this agreement by mutual agreement in writing signed by PHMSA and the Recipient. Either party may request to amend, modify, or supplement this agreement by written notice to the other party. 15.2 PHMSA Unilateral Modifications. (a) PHMSA may unilaterally modify this agreement to comply with Federal law, including the Program Statute. (b) To unilaterally modify this agreement under this section 15.2, PHMSA must provide a notice to the Recipient that includes a description of the modification and state the date that the modification is effective. 15.3 Other Modifications. The parties shall not amend, modify, or supplement this agreement except as permitted under sections 15.1 or 15.2. If an amendment, modification, or supplement is not permitted under section 15.1 and not permitted under section 15.2 it is void. ARTICLE 16 - FEDERAL FINANCIAL ASSISTANCE, ADMINISTRATIVE, AND NATIONAL POLICY REQUIREMENTS 16.1 Uniform Administrative Requirements for Federal Awards. The Recipient shall comply with the obligations on non -Federal entities under 2 C.F.R. parts 200 and 1201. 16.2 Federal Law and Public Policy Requirements. (a) The Recipient shall ensure that Federal funding is expended in full accordance with the United States Constitution, Federal law, and statutory and public policy requirements: including but not limited to, those protecting free speech, religious liberty, public welfare, the environment, and prohibiting discrimination. (b) The failure of this agreement to expressly identify Federal law applicable to the Recipient or activities under this agreement does not make that law inapplicable. 16.3 Federal Freedom of Information Act. (a) PHMSA is subject to the Freedom of Information Act, 5 U.S.C. 552. (b) The Recipient acknowledges that their Initial and/or Final Application and materials submitted to PHMSA by the Recipient related to this agreement may become PHMSA records subject to public release under 5 U.S.C. 552. Page 20 of 28 Item 5: Staff Report Pg. 22 Packet Pg. 48 of 278 Item 5 PHMSA FY23 NGDISM Grant Terms and Condit Attachment B- PHMSA FY2023 NGDISM Assistance Agreement 16.4 History of Performance. Under 2 C.F.R 200.206, any Federal awai and GrantTerms and consider the Recipient's performance under this agreement, when a Conditions making a future Federal financial assistance award to the Recipient. 16.5 Whistleblower Protection. (a) The Recipient acknowledges that it is a "grantee" within the scope of 41 U.S.C. 4712, which prohibits the Recipient from taking certain actions against an employee for certain disclosures of information that the employee reasonably believes are evidence of gross mismanagement of this award, gross waste of Federal funds, or a violation of Federal law related this this award. (b) The Recipient shall inform its employees in writing of the rights and remedies provided under 41 U.S.C. 4712, in the predominant native language of the workforce. 16.6 Prohibition on Awarding to Entities that Require Certain Internal Confidentiality Agreements. (a) The Recipient shall not require employees or subcontractors seeking to report fraud, waste, or abuse to sign or comply with internal confidentiality agreements or statements prohibiting or otherwise restricting such employees or subcontractors from lawfully reporting such waste, fraud or abuse to a designated investigative or law enforcement representative of a federal department or agency authorized to receive such information. (b) The Recipient shall notify employees that the prohibitions and restrictions of any internal confidentiality agreements covered herein are no longer in effect to the extent that such prohibitions and restrictions are inconsistent with the prohibitions of paragraph (a). (c) The prohibition in paragraph (a) above does not contravene requirements applicable to Standard Form 312, Form 4414, or any other form issued by a Federal department or agency governing the nondisclosure of classified information. (d) In accordance with section 743 of Division E, Title VII, of the Consolidated and Further Continuing Resolution Appropriations Act, 2015 (P.L. 113-235), use of funds appropriated (or otherwise made available) under that or any other Act may be prohibited, if the Government determines that the Recipient is not in compliance with the provisions herein. PHMSA may seek any available remedies in the event the Recipient fails to comply with the provisions herein. 16.7 Executive Orders. The Recipient certifies it will comply with the following Executive Orders in administering Federal funds under this agreement: EO 13985, Advancing Racial Equity and Support for Underserved Communities Through the Federal Page 21 of 28 Item 5: Staff Report Pg. 23 Packet Pg. 49 of 278 Item 5 Attachment B - PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement Government; EO 12898, Federal Actions to Address Environmental and GrantTerms and Populations; EO 13990, Protecting Public Health and the Environm Conditions Science to Tackle the Climate Crisis; EO 14052, Implementing the Infrastructure Investment and Jobs Act; and EO 14008, Tackling the Climate Crisis at Home and Abroad. 16.8 National Environmental Policy Act. (a) The Recipient represents that all information provided to PHMSA as part of the Environmental Review process required under the National Environmental Policy Act ("NEPA") was current, accurate, and complete at the time it was submitted to PHMSA, to the best of the Recipient's knowledge. The Recipient acknowledges that PHMSA relied on the information provided by the Recipient in approving the Project, and that Project approval under NEPA was a necessary precondition to this Federal award. (b) The Recipient shall complete any mitigation activities described in the Recipient's approved NEPA document, including the terms and conditions contained in the required permits and authorizations for the Project. The Recipient is responsible for obtaining any such permits and authorizations required by local, State, or Federal law. (c) If, at any point during the Period of Performance described in section 4.3, the scope of the PHMSA-funded Project is expanded beyond what is described in the Recipient's approved NEPA document, or if the anticipated impacts of the Project expand beyond what is described in the Recipient's approved NEPA document, then the Recipient shall coordinate with PHMSA to perform an additional Environmental Review covering the expanded Project scope or additional anticipated impacts, at PHMSA's sole discretion. The Recipient shall request a modification under section 15.1 to amend the Recipient's approved NEPA document to reflect the additional Environmental Review. 16.9 Labor and Work. In carrying out the Project, the Recipient is encouraged to make its best efforts, to the full extent possible consistent with law, to create good -paying jobs with the free and fair choice to join a union and with the incorporation of higher labor standards. 16.10 Critical Infrastructure Security and Resilience. Consistent with Presidential Policy Directive 21, "Critical Infrastructure Security and Resilience" (Feb. 12, 2013), and the National Security Presidential Memorandum on Improving Cybersecurity for Critical Infrastructure Control Systems (July 28, 2021), the Recipient shall consider physical and cyber security and resilience in the planning, design, and oversight of the Project. 16.11 811, Call Before You Dig Program. Damage to pipelines during excavation is a leading cause of accidents resulting in serious injuries and fatalities. 811 is designated as the national call -before -you -dig number. Every state has a one -call law requiring excavators Page 22 of 28 Item 5: Staff Report Pg. 24 Packet Pg. 50 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement to have underground utilities marked before digging. The recipient i and GrantTerms and the "811, Call Before You Dig" program for its employees and cont Conditions on company -owned, leased, or personally -owned property. For information on how to implement such a program please visit the 811 — Call Before You Dig section of PHMSA's website at www.phmsa.dot.gov. 16.12 External Award Terms and Condition. (a) In addition to this document and the contents described in article 25, this agreement includes the following additional terms as integral parts: (1) Appendix A to 2 C.F.R. Part 25: System for Award Management and Universal Identifier Requirements; (2) Appendix A to 2 C.F.R. Part 170: Reporting Subawards and Executive Compensation; (3) 2 C.F.R. 200.113: Mandatory Disclosures; (4) 2 C.F.R. 175.15(b): Trafficking in Persons; and (5) Appendix XII to 2 C.F.R. Part 200: Award Term and Condition for Recipient Integrity and Performance Matters. (b) The Recipient shall comply with: (1) 49 C.F.R. Part 20: New Restrictions on Lobbying; (2) Title VI of the Civil Right Act of 1964, which provides that no person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied benefits of, or be subject to discrimination under any program or activity receiving Federal financial assistance. (3) 49 C.F.R. Part 21: Nondiscrimination in Federally -Assisted Programs of the Department of Transportation —Effectuation of Title VI of the Civil Rights Act of 1964; (4) 49 C.F.R. Part 27: Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance; and (5) Subpart B of 49 C.F.R. Part 32: Governmentwide Requirements for Drug - free Workplace (Financial Assistance). 16.13 Incorporated Certifications. The Recipient makes the statements in the following certifications, which are incorporated by reference: Page 23 of 28 Item 5: Staff Report Pg. 25 Packet Pg. 51 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and (a) USDOT Standard Title VI/Non-Discrimination Assurances. Conditions (b) Appendix A to 49 C.F.R. part 20 (Certification Regarding Lobbying) ARTICLE 17 - ASSIGNMENT 17.1 Assignment Prohibited. The Recipient shall not transfer to any other entity any discretion granted under this agreement, any right to satisfy a condition under this agreement, any remedy under this agreement, or any obligation imposed under this agreement. ARTICLE 18 - WAIVER 18.1 Waivers. (a) A waiver of a term of this agreement granted by PHMSA will not be effective unless it is in writing and signed by an authorized representative of PHMSA. (b) A waiver of a term of this agreement granted by PHMSA on one occasion will not operate as a waiver on other occasions. (c) If PHMSA fails to require strict performance of a term of this agreement, fails to exercise a remedy for a breach of this agreement, or fails to reject a payment during a breach of this agreement, that failure does not constitute a waiver of that term or breach. ARTICLE 19 - ADDITIONAL TERMS AND CONDITIONS 19.1 Disclaimer of Federal Liability. PHMSA shall not be responsible or liable for any damage to property or any injury to persons that may arise from, or be incident to, performance or compliance with this agreement. Page 24 of 28 Item 5: Staff Report Pg. 26 Packet Pg. 52 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement and GrantTerms and 19.2 Relocation and Real Property Acquisition. Conditions (a) To the greatest extent practicable under State law, the Recipient shall comply with the land acquisition policies in 49 C.F.R. Part 24, Subpart B and shall pay or reimburse property owners for necessary expenses as specified in that subpart. (b) The Recipient shall provide a relocation assistance program offering the services described in 49 C.F.R. Part 24, Subpart C and shall provide reasonable relocation payments and assistance to displaced persons as required in 49 C.F.R. Part 24, Subparts D —E. (c) The Recipient shall make available to displaced persons, within a reasonable period of time prior to displacement, comparable replacement dwellings in accordance with 49 C.F.R. Part 24, Subpart E. 19.3 Equipment Disposition. (a) In accordance with 2 C.F.R. 200.313 and 1201.313, if the Recipient or a subrecipient acquires equipment under this award, then when that equipment is no longer needed for the Project, the Recipient shall request disposition instructions from PHMSA. (b) In accordance with 2 C.F.R. 200.443(d), the distribution of the proceeds from the disposition of equipment must be made in accordance with 2 C.F.R. 200.313- 200.316 and 2 C.F.R. 1201.313. 19.4 Notice of News Releases, Public Announcement, and Presentations. The Recipient must have PHMSA's prior approval for all press releases, formal announcements, or other planned written issuance containing news or information concerning this agreement before issuance. 19.5 Reporting Fraud, Waste, or Abuse. The USDOT Inspector General maintains a toll - free hotline for receiving information concerning fraud, waste, or abuse under grants and cooperative agreements. Such reports are kept confidential, and callers may decline to give their names if they choose to remain anonymous. The number is: (800) 424-9071. The mailing address is: USDOT Inspector General 1200 New Jersey Ave SE West Bldg., 7th Floor Washington, DC 20590 Email: hotline@oig.dot.gov Web: http://www.oig dot.gov/Hotline Page 25 of 28 Item 5: Staff Report Pg. 27 Packet Pg. 53 of 278 Item 5 PHMSA FY23 NGDISM Grant Terms and Condit Attachment B - PHMSA FY2023 NGDISM Assistance Agreement 19.6 Project Signage and GrantTerms and Conditions (a) As a requirement of this award, the Recipient must place a sign at each construction site supported under this award that informs the public that the project is funded wholly or in part by funds provided by the "Bipartisan Infrastructure Law." The sign must be placed in a visible location that can be directly linked to the work taking place and must be maintained in good condition through the period of performance. (b) PHMSA will be responsible for the design, procurement, and delivery of the required signage to the Recipient. The Recipient is required to place the signage at each construction site supported under this award within 30 calendar days of receipt of the signage from PHMSA, or within 30 calendar days of the start of construction. The Recipient may remove the signage upon completion of the period of performance. The Recipient agrees to coordinate with PHMSA as necessary to facilitate the timely receipt and placement of the required signage. (c) In addition to the Recipient's approved budget included in Exhibit 1, PHMSA will provide additional funding to this award to be used for the cost of the required signage. The cost of the required signage shall be considered an allowable cost under this award, and upon delivery of the signage to the Recipient pursuant to section 19.6(b), PHMSA will deduct this additional funding from the award. ARTICLE 20 - MANDATORY AWARD INFORMATION 20.1 Information Contained In a Federal Award. For 2 C.F.R. 200.211: (a) the "Federal Award Date" is the date of this agreement, as defined under section 22.2; (b) the "Assistance Listings Number" is 20.708 and the "Assistance Listings Title" is "Natural Gas Distribution Infrastructure Safety and Modernization Grant Program"; and (c) this award is not for research and development. 20.2 Federal Award Identification Number. The Federal Award Identification number is set forth in PHMSA's Assistance Agreement Box 1, Award No. 20.3 Recipient's Unique Entity Identifier. The Recipient's Unique Entity Identifier is defined in PHMSA's Assistance Agreement. ARTICLE 21 - CONSTRUCTION AND DEFINITIONS Page 26 of 28 Item 5: Staff Report Pg. 28 Packet Pg. 54 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement 21.1 Incorporation by Reference. This agreement incorporates the follo and GrantTerms and reference: Conditions (1) The Recipient's Initial Application (as defined in Section 21.4), and if a Final Application was submitted, the Recipient's Final Application (as defined in Section 21.4); (2) The Recipient's signed Standard Forms 424 and 424C pertaining to this project; (3) The Recipient's signed USDOT Standard Title VI Assurances; (4) The Recipient's signed Certification Regarding Lobbying; (5) The PHMSA-approved NEPA Document pertaining to this Project; (6) The Recipient's Indirect Cost Rate Proposal (if applicable); (7) The "PHMSA Assistance Agreement" document. 21.2 Construction. (a) In these General Terms and Conditions, unless expressly specified, a reference to a section or article refers to that section or article in these General Terms and Conditions; and, (b) If a provision in the Recipient's Initial and/or Final Application conflicts with a provision in these General Terms and Conditions, then the provision in these General Terms and Conditions prevails. 21.3 Integration. This agreement and all documents incorporated by reference herein or included as part of this grant award package constitute the entire agreement of the parties relating to the NGDISM Program and awards under that program for the Project and supersede any previous agreements, oral or written, relating to the NGDISM Program and awards under that program for the Project. 21.4 Definitions. In this agreement, the following definitions apply: "General Terms and Conditions" means this document, including articles 1-22. "NGDISM Grant" means an award of funds that were made available under the Natural Gas Distribution Infrastructure Safety and Modernization NOFO. "Initial Application" means the application submitted by the Recipient via Grants.gov prior to the close of the Fiscal Year 2023 NGDISM Notice of Funding Opportunity. Page 27 of 28 Item 5: Staff Report Pg. 29 Packet Pg. 55 of 278 Item 5 Attachment B- PHMSA PHMSA FY23 NGDISM Grant Terms and Condit FY2023 NGDISM Assistance Agreement "Final Application" means the application submitted by the Recipie and GrantTerms and PHMSA's request, after the close of the Fiscal Year 2023 NGDISM Conditions Opportunity. "Program Statute" means the section titled "Natural Gas Distribution Infrastructure Safety and Modernization Grant Program" in Division J of the Infrastructure Investment and Jobs Act, Public Law 117-58. "Project" means the project described in the Final Application, as modified by the negotiated provisions of this agreement. ARTICLE 22 - AGREEMENT EXECUTION AND EFFECTIVE DATE 22.1 Counterparts. This agreement may be executed in counterparts, which constitute one document. The parties intend each countersigned original to have identical legal effect. 22.2 Effective Date. The agreement will become effective when all parties have signed PHMSA's Assistance Agreement. The date of this agreement will be the date PHMSA's Assistance Agreement is signed by the last party to sign it. This instrument constitutes an NGDISM Grant when PHMSA's authorized representative signs PHMSA's Assistance Agreement. Page 28 of 28 Item 5: Staff Report Pg. 30 Packet Pg. 56 of 278 DocuSign Envelope ID: F3C9F630-D909-4381-A0BF-5742790513CA Item 5 Attachment B - PHMSA FY2023 NGDISM Assistance Agreement CERTIFICATION REGARDING LOBBYING and GrantTerms and Conditions Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Statement for Loan Guarantees and Loan Insurance The undersigned states, to the best of his or her knowledge and belief, that: If any funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this commitment providing for the United States to insure or guarantee a loan, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. Submission of this statement is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required statement shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. APPLICANT'S ORGANIZATION City f Palo Alto PRINTED NAME AND TITLE OF AUTHORIZED REPRESENTATIVE Prefix: ' First Name. Middle Name: ' Last Name: Batchelor Suffix: Title: Director of Utilities * SIGNATURE:II ,—DocuSigned by: *DATE: Item 5: Staff Report Pg. 31 Packet Pg. 57 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant U.S. Department of Transportation Pipeline and Hazardous Materials Safety Administration Natural Gas Distribution Infrastructure Safety and Modernization Grant Program The City of Palo Alto Palo Alto, California Categorical Exclusion Documentation NGDISM-FY23-CE-2O24-O4 PHMSA Office of Planning and Analytics Environmental Policy and Justice Division Matt Fuller Matt.Fuller@dot.gov City of Palo Alto Aaron Perkins Aaron.perkins@cityofpaloalto.org Item 5: Staff Report Pg. 1 Packet Pg. 58 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant 1. Overview This document serves as the Pipeline and Hazardous Materials Safety Administration's (PHMSA) determination of applicability of Department of Energy's (DOE) B5.4 categorical exclusion (CE) for repair or replacement of pipelines for the project identified below. Effective July 3, 2024, PHMSA adopted DOE's CE in accordance with the Section 109 of the National Environmental Policy Act, enacted as part of the Fiscal Responsibility Act of 2023, which allows a federal agency to "adopt" another federal agency's CEs for proposed actions. The project identified below was provisionally awarded federal funding through PHMA's Natural Gas Distribution Infrastructure Safety and Modernization (NGDISM) grant program. This document describes the proposed action and the anticipated impacts of that action and documents the applicability of the use of DOE CE B5.4. 2. Project Description/Proposed Action Project Title Gas Main Replacement Project 25 Project Location Palo Alto, Santa Clara County, California Project Description/Proposed Action: The Gas Main Replacement Project 25 is part of the Council -approved Capital Improvement Program (CIP) to ensure reliable gas services for the City of Palo Alto residents and customers. This Project specifically targets the replacement of aging Polyvinyl Chloride (PVC) mains and services, as well as severely corroded steel mains and services, both of which are nearing the end of their operational life expectancy and pose significant risks due to embrittlement and corrosion. A total of 25,081.00 linear feet of main line and associated service lines will be replaced. The primary goals of this Project are to replace the embrittled PVC mains and services that are susceptible to cracking during earth movement, potentially leading to gas leaks, and to replace severely corroded steel mains and services that lack adequate cathodic protection due to previously installed fittings, which have resulted in leaks discovered through the City's mobile and walking leak surveys. Question Information Describe the location and dimensions of all ground The Gas Main Replacement Project in the City of disturbing activities and provide a map depicting the Palo Alto involves extensive ground -disturbing location(s) where ground disturbance would occur. activities across numerous streets, including (e.g., width and depth of trenching or excavation for Northampton Drive, Southampton Drive, Newel borings, location of regulator stations, etc.) Drive, Greenwich Place, Walter Hays Drive, Erstwild Court, Stanley Ways, Jordan Place, Lois Lane, Sutter Avenue, Clara Drive, Ross Road, Price Court, Stern Avenue, Allen Court, Loma Verde Place, Torreya Court, Toyon Place, Ross Court, Stone Lane, Talisman Court, and Middlefield Road. A majority of the project will be completed using directional boring with some trenching along a total of 25,081 linear feet. Excavations will be approximately 4 feet by 4 feet at gas service tees and tie-in pits will vary NGDISM-FY23-CE-2024-04 Page 1 2 Item 5: Staff Report Pg. 2 Packet Pg. 59 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 If the exact location where new pipe would be installed or where other work would occur, provide the width of the ROW and/or the general area encompassing the footprint where all work would occur. Include the anticipated footprint and depth of new pipe installation. Will service lines be replaced? Will meters or other equipment be replaced? If so, provide a description detailing what meter components, etc. will be replaced and indicate if this will require ground disturbance, if the equipment will be attached to existing structures, etc. What portions of the pipeline will be abandoned? What portions of the pipeline will be removed? NGDISM Grant between 5 feet by 10 feet or 5 feet. Each trench will measure 2 feet in width and vary in depth from 18 inches to 60 inches, depending on the depth at which the existing utility pipelines are buried. The Project covers a total of approximately 25,081 linear feet of distribution main pipeline replacement. The width right of way (ROW) in these residential and commercial areas ranges from 45 to 60 feet. Within this ROW, the construction activities will occupy a narrower work zone, excavations will be approximately 4 feet by 4 feet at gas service tees and tie-in pits will vary between 5 feet by 10 feet or 5 feet. Each trench will measure 2 feet in width and vary in depth from 18 inches to 60 inches, depending on the depth at which the existing pipes are buried. Yes Yes, the City will replace gas meters with new smart meters under Gas Main Replacement Project due to outdated meters, many of which are 20-25 years old, manufacturer of these meters is no longer standard, and some of the meters developed gas leaks over time. The replacement involves several components of the meter system, including the meters themselves and the associated hardware. The new meters will be attached to the existing structures to minimize ground disturbance. However, some ground disturbance may occur if existing setups do not meet the requirements for the new smart meters. All portions of the pipeline to be replaced as part of the Gas Main Replacement Project 25 will be abandoned. No portions of the pipeline will be removed. The City of Palo Alto's pipeline upgrade project will involve abandoning all the replaced pipeline sections. Question Information What construction methods will be Directional boring; Cut and cover (trenching); Replacement used? adjacent to existing pipe; Abandonment of an existing pipe for a new location. NGDISM-FY23-CE-2024-04 Page 1 3 Item 5: Staff Report Pg. 3 Packet Pg. 60 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant Does the project require a new right- of-way not currently in the ownership of the utility? If new ROW will occur, please provide a description of the property to be acquired (existing condition and land use). How many linear feet of pipe will be replaced or repaired? No new right-of-way or easement needed. 25,081.00 Linear feet of distribution main 2.1. Proposed Pipeline Replacement Details Existing Pipeline Length in feet Pipeline Diameter in inches Pipeline Material (cast iron, bare steel, coated steel, PVC) Operating Pressure (PSI) Reduced Pressure if Possible (PSI) Year installed if known. 1,415.00 feet 2.00 Coated steel 25.00 1939 1,012.00 feet 2.00 Coated steel 25.00 1945 4,291.00 feet 2.00 Coated steel 25.00 1950 663.00 feet 2.00 Coated steel 25.00 1953 1,086.00 feet 2.00 Coated steel 25.00 1954 1,486.00 feet 2.00 Coated steel 25.00 1955 2,782.00 feet 3.00 Coated steel 25.00 1939 96.00 feet 4.00 Coated steel 25.00 1972 523.00 feet 2.00 PVC 25.00 1955 365.00 feet 2.00 PVC 25.00 1971 956.00 feet 2.00 PVC 25.00 1972 860.00 feet 2.00 PVC 25.00 1973 529.00 feet 2.00 PVC 25.00 1976 1,054.00 feet 2.00 PVC 25.00 1985 5,045.00 feet 4.00 PVC 25.00 1972 720.00 feet 4.00 PVC 25.00 1975 1,189.00 feet 4.00 PVC 25.00 1976 3. Resource Review The following information represents questions posed to the project proponent identified on the cover page of this document for the project that was provisionally awarded grant funds under PHMSA's NGDISM program. The information and justification section includes the applicant's response. PHMSA's conclusions are based on applicant provided information, independently reviewed by PHMSA. The mitigation measures identified include best management practices and were reviewed and confirmed by the project proponent. NGDISM-FY23-CE-2024-04 Page 1 4 Item 5: Staff Report Pg. 4 Packet Pg. 61 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant Air Quality and Greenhouse Gases (GHG) Question Information and Justification Is the project located in an area designated by the EPA Yes, based on review of the EPA Greenbook the as non -attainment or maintenance status for one or project is in a nonattainment area for ozone, carbon more of the National Ambient Air Quality Standards monoxide and and PM2.5. 2 (NAAQS)'? Will the construction activities produce emissions that No. exceed de minimis thresholds (tons per year)? Will mitigation measures be used to capture No. blowdown3? Will project proponent commit to reducing pressure No. on the segments/lines to be replaced, prior to venting? Estimate the current leak rate per mile based on the The existing leak rate is estimated to be 543 kg/year. type of pipeline material. Based on mileage of Replacement of pipelines would result in a leak rate replacement and new pipeline material, estimate the of approximately 130 kg/year. This would result in an total reduction of methane. estimated reduction of 325 kg/year in the first -year (factoring in venting emissions) and 413 kg/year, each year after. This would result in a reduction of approximately 8,175 kg/year over a 20 -year timeframe. Is there any other information relevant to the project The City will incorporate comprehensive measures to area or the proposed work as it pertains to Air Quality address and mitigate impacts on air quality and and Greenhouse Gas? greenhouse gas emissions. By implementing best construction practices, adhering to regulatory standards, and focusing on long-term improvements in system efficiency and leak reduction, the Project aims to deliver a reliable gas service system to the community. Conclusion: The project area is located within Palo Alto, Santa Clara County, CA. Based on EPA's Greenbook4, the project area falls within a non -attainment area for the 8 -hour ozone and a maintenance area for PM 2.5 national ambient air quality standard (NAAQS).5 Therefore, PHMSA must ensure that the project would not interfere with the state's plan to maintain national standards for air quality. PHMSA reviewed information provided by the applicant and estimated the emissions that would likely be produced by the construction equipment that would be used to install pipelines. This information was used in conjunction with EPA's MOVES6 model to determine if the project would exceed EPA's thresholds for NAAQS. PHMSA's assessment is that due to the relatively minor scope of the proposed action, impacts on local air quality resulting from construction 'Criteria Air Pollutants I US EPA z httr)s://www.eDa.Rov/ereen-book/green-book-national-area-and-countv-level-multi-pollutant-information 3 Blowdown refers to the venting of natural gas in current facilities, in order to begin rehabilitation, repair, or replacement activities. 4 https://www.eDa.Rov/ereen-book/ereen-book-national-area-and-countv-level-multi-pollutant-information 'httos://www3.epa.gov/aircivality/greenbook/anayo ca.html 6 https://www.epa.gov/moves NGDISM-FY23-CE-2024-04 Page 1 5 Item 5: Staff Report Pg. 5 Packet Pg. 62 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant activities, such as dust and exhaust from construction equipment, would be temporary and fall below EPA's de minimis thresholds'. Thus, the Proposed Action does not require a General Conformity Analysis under Section 176(c) (4) of the Clean Air Act at the proposed project sites. The Proposed Action would result in minor air quality impacts associated with construction activities, including the intentional venting of methane contained in the existing pipelines prior to replacement. Pipeline blowdowns are typically necessary to ensure that construction and maintenance work can be conducted safely on depressurized natural gas facilities and pipelines. Venting methane is required when service is switched from the existing line to the newly constructed line, but the volume of vented gas can depend on the ability to reduce pressure on the pipe segment or other mitigation actions. As described in the Tier 1 EA, methane leaks from natural gas distribution pipelines increase with age and are considerably higher for cast iron and steel pipelines, as compared with plastic. Replacing leak prone pipe with newer, more durable materials would reduce leaks and methane emissions. Based on the current leak rate of the existing pipes within the project area described above, this project would reduce overall emissions. Therefore, it is PHMSA's assessment that the proposed project would provide a net benefit to air quality from the overall reduction of greenhouse gas emissions. Mitigation Measures: • Use on -road and non -road vehicles efficiently by minimizing speeds and the number of vehicles; • Minimize excavation to the greatest extent practical; • Use cleaner, newer, non -road equipment as much as practicable; • Minimize all vehicle idling and at minimum, conforming with local idling regulations; • Ensure that all vehicles and equipment are in proper operating condition; • On -road and non -road engines must meet EPA exhaust emission standards (40 CFR Parts 85, 86, and 89); • Cover open -bodied trucks while transporting materials; • Use water or other approved dust suppressants at construction sites and on unpaved roadways, as necessary; • Minimize the area of soil disturbance to that necessary for construction; • Minimize construction site traffic by using offsite parking and shuttle buses, as necessary; • Minimize the idling of equipment. Water Resources Question Information and Justification Are there water resources within the project area, Yes, according to USFWS National Wetland Inventory such as wetlands, streams, rivers, or floodplains? If so, (NWI). would the project temporarily or permanently impact There will be no impacts to water resources. To avoid wetlands or waterways? If water resources are impacting Matadero Creek and Barron Creek, the present but will not be impacted, please describe how GMR 25 will employ directional boring, implement these impacts will be avoided (e.g. directional boring erosion and sediment control measures if needed, under the resource, etc.) properly stabilize the site, and comply with the Valley Water requirements. These strategies will ensure that Matadero Creek will remain unaffected by the construction activities and maintain its water quality. ' De Minimis Tables I US EPA NGDISM-FY23-CE-2024-04 Page 1 6 Item 5: Staff Report Pg. 6 Packet Pg. 63 of 278 Under the Clean Water Act, is a Section 401 State certification potentially required? If yes, describe anticipated permit and how project proponent will ensure permit compliance. Under the Clean Water Act, is a USACE Section 404 Permit required for the discharge of dredge and fill material? If yes, describe anticipated permit and how project proponent will ensure permit compliance. Under the Clean Water Act, is an EPA or State Section 402 permit required for the discharge of pollutants into the waters of the United States? Is a Stormwater Pollution Prevention Plan (SWPPP) required? If yes, describe how project proponent will ensure permit compliance. Will work activities take place within a FEMA designated floodplain? If so, describe any permanent or temporary impacts and the required coordination efforts with state or local floodplain regulatory agencies. Is the project located in a Coastal Zone? Will the proposed project activities affect any coastal use or natural resource of the coastal zone, requiring a Consistency Determination and Certification? Please provide any relevant information regarding how the project proponent normally coordinates with the applicable state's coastal zone management agency. Is there any other information relevant to the project area or the proposed work as it pertains to Water Resources. $ FEMA Flood Map Service Center I Welcome! Boundaries - California Ocean Protection Council Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant For Matadero and Barron Creeks, the stand-off distance is a minimum of 50 feet from the entry and exit pit when drilling the gas main pipeline under the creek. The distance is approximated based on the soil condition, which is alluvial soil, to ensure drilling safety and structural integrity. However, actual distances might vary based on environmental conditions at each site. Following local regulations from Valley Water is important to avoid negative impacts on the creeks and their surrounding areas. Adhering to these regulations and thoroughly examining each site allows for determining the most suitable stand-off distances to ensure safe and environmentally responsible drilling operations. No. No. No, there would only be less than an acre of land disturbed at any one time. A SWPPP will be developed by the contractor. FEMA's flood maps8 indicate the project area is in FEMA Flood Zones A, AH, and AE. These are considered Special Flood Hazard Areas and correspond to the one percent annual chance of flooding (100 -year floodplain). No, the project is not located within a designated coastal zone. The California Coastal Zone does not include the area of jurisdiction of the San Franscisco Bay Conservation and Development Commission nor any tributary flowing into this area. 9 Several measures need to be implemented to comply with Valley Water's permit requirements and mitigate the impacts of installing a gas pipeline under NGDISM-FY23-CE-2024-04 Page 1 7 Item 5: Staff Report Pg. 7 Packet Pg. 64 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant Matadero and Barron Creeks. Staging and laydown areas should be placed outside wetlands and floodplains to minimize disruption. Any disturbed areas must be restored to pre -construction contours, and reseeded with native plant species as needed, to rehabilitate the natural habitat. Implement erosion and sediment control measures, such as silt fences and check dams, to prevent sediment from entering the waterways. Invasive plant species should be removed and replaced with native vegetation to enhance the habitat for local wildlife. Continuous monitoring of riparian planting areas for five to seven years is essential to ensure the success of mitigation efforts. Conclusion: PHMSA reviewed NWI maps, as well as the FEMA national flood hazard maps. There are two channelized streams in the project area. Both of these water resources will be crossed by directional bore methods and no direct impacts will occur. The City of Palo Alto and/or it's contractor will obtain appropriate authorizations, if needed, from Santa Clara Vally Water and coordinate with the local floodplain manager, if necessary, for work located in a special flood hazard area. Best management practices will be used, and all areas will be n Measures: • Avoid staging and laydown areas in wetlands or floodplains; • Reseed disturbed areas with native plant species, as needed; • Restore disturbed areas to pre -construction contours; • Adhere to additional mitigation measures in accordance with applicable permits; • Use Best Management Practices during construction to control sediment and erosion and prevent pollutants from entering adjacent waterways; • Coordinate with the appropriate FEMA representative or local floodplain coordinator when work will occur in FEMA designated special flood hazard areas, as needed. • Adhere to all additional mitigation measures outlined in any permits issued by Valley Water, including specific requirements related to bank protection, sediment removal, and vegetation management. Groundwater and Hazardous Materials/Waste Question Information and Justification Does the project have potential to encounter and No. impact groundwater? If yes, describe potential impacts from construction activities. Will the project require boring or directional drilling that Yes. During all boring and directional drilling may require pits containing mud and inadvertent return activities, a vacuum truck will contain drilling fluids fluids? If yes, describe measures that will be taken and avoid contamination. In the event of an during construction activities to prevent impacts to accidental release of hazardous material or waste, NGDISM-FY23-CE-2024-04 Page 1 8 Item 5: Staff Report Pg. 8 Packet Pg. 65 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant groundwater resources. If boring or directional drilling the City will promptly notify emergency response will not require pits, please describe why these will not agencies, local residents, and regulatory bodies to be required and how fluids will be contained, address the situation quickly. These measures aim to reduce the risk of groundwater contamination and ensure the safe handling of hazardous materials throughout the Project. Will the project potentially involve a site(s) No, based on review of EPA's NEPAssist tool.10 contaminated by hazardous waste? Sites identified as containing hazardous waste/materials can be identified through EPA's NEPAssist tool https://nepassisttool.epa.gov/nepassist/nepamap.aspx or local databases identifying Superfund, Brownfields, etc. If hazmat sites are identified in or near areas where work will occur, describe how the proposed work poses no risk and/or what mitigative measures will be used to avoid identified sites. Is there any indication that the pipeline was ever used No. to convey coal gas? If yes, PHMSA will work with the project proponent for required studies. Does the project have the potential to encounter or No. disturb lead pipes or asbestos? Is there any other information relevant to the project To minimize potential impacts on groundwater and area or the proposed work as it pertains to hazardous materials during the gas pipeline Groundwater and hazardous materials/waste, installation under Matadero and Barron Creeks, the City will implement a Stormwater Pollution Prevention Plan (SWPPP) to manage runoff and prevent pollutants from reaching groundwater. Hazardous materials will be securely stored with secondary containment if needed, and all waste will be properly segregated and disposed of according to regulations, ensuring effective management and protection of groundwater during boring and drilling activities. Conclusion: PHMSA reviewed EPA's NEPAssist website to identify any hazardous waste, brownfields properties or superfund sites identified in the project area. There were some hazardous waste sites identified near the project area which includes facilities that are generators, transporters, treaters, storers, or disposers of hazardous waste. These will not be impacted by the proposed project. There were no brownfields sites or superfund sites identified in the project area. It is not anticipated that the project would intercept groundwater. During all boring and directional drilling activities, a vacuum truck will contain drilling fluids and avoid contamination. In the event of an accidental release of hazardous material or waste, the City will to https://nepassisttool.epa.gov/nepassist/nepamap.aspx NGDISM-FY23-CE-2024-04 Page 1 9 Item 5: Staff Report Pg. 9 Packet Pg. 66 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant ) promptly notify emergency response agencies, local residents, and regulatory bodies to address the situation quickly. These measures aim to reduce the risk of groundwater contamination and ensure the safe handling of hazardous materials throughout the Project. Best management practices will be used, and the City will implement a SWPPP to manage runoff and prevent pollutants from reaching groundwater. Hazardous materials will be securely stored with secondary containment if needed, and all waste will be properly segregated and disposed of according to regulations, ensuring effective management and protection of groundwater during boring and drilling activities. Mitigation Measures: • Develop and adhere to a Stormwater Pollution Prevention Plan; • Avoid boring/drilling, staging and laydown areas within EPA superfund sites or areas containing known waste; • Adhere to applicable groundwater and/or soil management plans; • Develop and implement an HDD Inadvertent Return and Contingency Plan to establish operational procedures and responsibilities for the prevention, containment, and clean-up of inadvertent returns associated with the directional drilling on the Project. Biological Resources Question I Information and Justification Based on review of IPaC and NOAA Fisheries database, are there any federally threatened or endangered species and/or critical habitat potentially occurring within the geographic range of the project area? Are there any known State or Federally, listed threatened or endangered species or habitat areas for State or Federally listed species present in or immediately adjacent to areas where work will occur? If yes, describe how project proponent will avoid impacts to listed species or habitat. If there are potential impacts to federally listed species or critical habitat, PHMSA will work with the project proponent to conduct necessary consultation with resource agencies. Will there be any tree clearing or removal of woody vegetation involved with the proposed work? Yes, based on review of the USFWS's Information for Planning and Consultation (IPaC). Additionally, California state resources were inventoried to identify species listed under the California Endangered Species Act. No No Is there any other information relevant to the project The Project will not impact areas adjacent to habitats area or the proposed work as it pertains to Biological for federally listed species. To ensure compliance with Resources? environmental regulations, construction will be scheduled outside peak wildlife seasons, low -impact techniques like horizontal directional drilling will be used, buffer zones will be established, best management practices for erosion control will be NGDISM-FY23-CE-2024-04 Page 1 10 Item 5: Staff Report Pg. 10 Packet Pg. 67 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant implemented, an adaptive management plan will address unforeseen issues, and post -construction restoration with native vegetation will enhance habitat quality. Conclusion: The project area is built out and is comprised of residential and commercial areas. PHMSA requested an official species list through the USFWS's IPaC website. The following species were identified as potentially occurring in the project area: • Salt Marsh Harvest Mouse Reithrodontomys raviventris (endangered) • California Least Tern Sternula anti//arum browni (endangered) • California Ridgway"s Rail Rallus obsoletus obsoletus (endangered) • Marbled Murrelet Brachyramphus marmoratus (threatened) • Western Snowy Plover Charadrius nivosus nivosus (threatened) • Yellow -billed Cuckoo Coccyzus americanus (threatened) • Green Sea Turtle Chelonia mydas (threatened) • Northwestern Pond Turtle Actinemys marmorata (proposed threatened) • San Francisco Garter Snake Thamnophis sirtalis tetrataenia (endangered) • California Red -legged Frog Rana draytonii (endangered) • California Tiger Salamander Ambystoma californiense (endangered) • Foothill Yellow -legged Frog Rana boy/ii (endangered) • Monarch Butterfly Danaus plexippus (candidate) • California Seablite Suaeda californica (endangered) • Fountain Thistle Cirsium fontinale var. fontinales (endangered) • Marin Dwarf -flax Hesperolinon congestum (threatened) • San Mateo Thornmint Acanthomintha obovata ssp. Duttonii (endangered) • Showy Indian Clover Trifolium amoenum (endangered) There was no critical habitat identified within the project area. Numerous state listed species were identified within the general geographical range but none within the ROW where work will occur. All project work will be within the right-of-way within developed areas and therefore, the immediate project area has very limited biological resources present. Therefore, in accordance with Section 7 of the Endangered Species Act PHMSA's assessment is that the project would have no effect to any of the threatened or endangered species listed above. Under Section 7(a)(4) of the Endangered Species Act (ESA), federal agencies must confer with the USFWS if their action would jeopardize the continued existence of a proposed species; therefore, PHMSA's assessment is that the project is unlikely to jeopardize the continued existence of the northwestern pond turtle. As a candidate species, the Monarch butterfly receives no statutory protection under the ESA. PHMSA's assessment is that the project would have no adverse impacts to state listed species and would not cause more than minor adverse impacts to other biological resources in the project area. Mitigation Measures: N/A Cultural Resources Question Information and Justification NGDISM-FY23-CE-2024-04 Page i 11 Item 5: Staff Report Pg. 11 Packet Pg. 68 of 278 Please describe all ground disturbing activities associated with the project (including pipeline installation, service line installation, gas meter replacements, metering station construction or demolition, etc.). What is the maximum depth, width and length of excavations for each activity involving ground disturbance? Will ground disturbance take place entirely in existing ROW or utility easements? Will it be restricted entirely to paved areas or will some disturbance take place in grassy, undisturbed, or natural areas? Has the entire project area (width, length and depth) been previously disturbed by the original installation or other activities? If so, provide documentation or a description of prior ground disturbances, such as road or utility cross sections, plans or as-builts. If documentation is not available provide justification for how the ground was previously disturbed. Does the project involve any physical impacts to buildings or structures? Please provide a description of Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant The Gas Main Replacement Project 25 involves various ground -disturbing activities, including pipeline installation, gas service replacement, and gas meter replacements. Pipeline installation will require excavations of approximately 4 feet by 4 feet at gas service tees and tie-in pits will vary between 5 feet by 10 feet or 5 feet. Each trench will measure 2 feet in width and vary in depth from 18 inches to 60 inches, depending on the depth at which the existing pipes are buried. Gas meter replacements generally involve minimal ground disturbance due to surface work. Yes. The Gas Main Replacement Project 25 will occur entirely within the existing rights -of -way (ROW). This approach minimizes the impact on private and commercial properties and ensures all work complies with local regulations and standards. Also, conducting construction activities within existing ROW helps avoid additional permitting or easement acquisition. The ground disturbance for the Gas Main Replacement Project 25 will not be restricted entirely to paved areas. While most of the work will occur within existing rights -of -way (ROW), often paved, some disturbance may occur in grassy or disturbed areas when replacing gas service lines. Proper measures will be taken to minimize environmental impact, and restoration practices will be used to restore disturbed areas to their original condition after construction. Yes. The original installation or other activities previously disturbed the Gas Main Replacement Project 25 area. The existing gas mains, gas service lines, and related infrastructure, such as gas meters, were installed in the past, involving significant ground disturbance at that time. This includes the installation of pipelines and gas meter replacements, which requires excavation in paved and unpaved areas within the rights -of -way. Additionally, routine maintenance and upgrades over the years may have caused further disturbance in these areas. Therefore, the current project will primarily occur within areas that have already experienced some level of disturbance due to prior installations and activities. No. NGDISM-FY23-CE-2024-04 Page 1 12 Item 5: Staff Report Pg. 12 Packet Pg. 69 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant the work that may affect buildings or structures and provide addresses and/or a map showing the locations. Please describe the project area and provide several The project area for the Gas Main Replacement photographs to show the character of the project area Project 25 in Palo Alto covers various residential and and surrounding properties. Is it a residential or commercial streets. This area mainly features commercial area? Are the nearby properties old or residential neighborhoods, established homes, and modern? Streetscapes and views looking down the modern constructions, with well -maintained lawns, ROW to show flanking properties are preferred. Please trees, and sidewalks lining the streets. In contrast, provide a photo key and/or captions to identify where commercial areas, particularly along Middlefield the photos were taken and what they are showing. Road, exhibit a mix of businesses, including shops and office buildings, showing historic and contemporary architectural designs. Looking down the right-of-way (ROW) in these areas, one can see different property types, from older homes and new residences to diverse business fronts. Does the project involve construction or installation of Yes. The project involves constructing and installing any new aboveground components? If so, describe the new aboveground components, including meter components, identify their location and provide boxes and gas lids. These components include representative images of the components. replacing outdated gas meters with smart meters mounted above ground at residential and commercial properties. These installations, including the new gas meter boxes and gas lids on some houses and the protection of the meters and access points, are crucial for upgrading the gas distribution infrastructure and ensuring safety, reliability, and compliance with operational standards. Are there any nearby properties or resources that Yes. The project involves areas where nearby either appear to be or are documented to have been properties are over 45 years old. Many of these constructed more than 45 years ago?11 Does there residential neighborhoods feature homes constructed appear to be a group of properties of similar age, in the early to mid -20th century, showing the city's design, or method of construction? Or are there any diverse architectural history. Palo Alto's Historic designed landscapes such as a park or cemetery? Preservation Ordinance protects these properties Please provide photographs of any properties that during construction projects. These properties may be more than 45 years in age and would have the contribute to the historical fabric of the community potential to be affected by the project (such as and necessitate careful planning to avoid impacting properties that include meter replacements, service their integrity during the gas main replacement line replacements or buildings within 10 feet of the project. areas proposed for pipeline main replacement under pavement). Multiple properties may be photographed Yes, there appear to be a group of properties of together in a streetscape view and if there are many similar age, design, or method of construction. properties over 45 years in age, representative photos may be provided of a neighborhood rather than Many homes in the project areas were built in the individual photos of each property. early to mid -20th century and share similar "Local tax and property records or historic maps may indicate dates of construction. NGDISM-FY23-CE-2024-04 Page 1 13 Item 5: Staff Report Pg. 13 Packet Pg. 70 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant architectural styles, such as Craftsman, Colonial Revival, and mid-century modern designs. These neighborhoods reflect the building trends of their time, with standard construction methods and materials. This uniformity in age and design helps maintain the historic and aesthetic character of the community, which is considered during gas main replacement projects to ensure preservation and minimal disruption. Yes, there are designed landscapes present in the project area. The project areas' neighborhoods show a mix of older homes (over 45 years old) and modern constructions, with architectural styles like Craftsman, Colonial Revival, and mid-century modern designs. These properties often have trees, well -maintained lawns, and sidewalks. Middlefield Road and other commercial streets blend old and new commercial buildings, such as shops and office buildings. Designed landscapes in the area include Mitchell Park, a significant recreational space, and other local parks that provide green spaces for the community. There are no known cemeteries directly within the project area. Will project implementation require removal or Yes disturbance of any stone or brick sidewalk, roadway, or landscape materials or other potentially old or The project will likely require removing or disturbing unique features? Please provide a handful of various sidewalks, roadways, and landscape representative photos of the project area to show the materials, which may include old or unique features. character of the roadway and sidewalk materials in the This includes stone or brick sidewalks, asphalt or project and staging areas. Include a photo key and/or concrete roadways, and lawns across multiple streets. captions of what the photos are showing and where Efforts will be made to document existing conditions, they were taken. minimize impact, and restore any disturbed areas to their original condition after construction. This ensures that the historical and aesthetic integrity of the neighborhoods is preserved. Is there any other information relevant to the project No. area or the proposed work as it pertains to Cultural Resources? Conclusion: PHMSA identified properties based on available information on previously identified historic properties in the NGDISM-FY23-CE-2024-04 Page 1 14 Item 5: Staff Report Pg. 14 Packet Pg. 71 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant ) APE, including the National Register of Historic Places (NRHP) database and data received from the California Office of Historic Preservation. PHMSA also conducted research to determine if there are any previously unidentified properties within the APE that are 45 years of age or older and may be eligible for the NRHP. This research revealed no NRHP listed or eligible properties within the APE or within a half -mile. A letter was sent on November 5, 2024, to the California State Historic Preservation Officer (SHPO) and all consulting parties outlining the Section 106 process, including a description of the undertaking, delineation and justification of the APE, identification of historic properties and an evaluation and proposed finding of effects. Based on this consultation, PHMSA proposed a finding that the Proposed Action would not adversely affect historic properties. PHMSA has requested comments on the Section 106 process, identification of historic properties, and proposed finding within 30 days of receipt of the letter. Concurrence was received from the California Office of Historic Preservation on November 6, 2024. PHMSA also invited the following federally recognized tribes to participate in consultation by separate letter on November 5, 2024: • Amah Mutsun Tribal Band • Amah Mutsun Tribal Band of Mission San Juan Bautista • Costanoan Rumsen Carmel Tribe • Indian Canyon Mutsun Band of Costanoan • Muwekma Ohlone Tribe of the SF Bay Area • Tamien Nation • The Ohlone Indian Tribe • Wuksachi Indian Tribe/Eshom Valley Band Mitigation Measures: If, during project implementation, a previously undiscovered archaeological or cultural resource that is or could reasonably be a historic property is encountered or a previously known historic property will be affected in an unanticipated manner, all project activities in the vicinity of the discovery will cease and The City of Palo Alto will immediately notify PHMSA. This may include discovery of cultural features (e.g., foundations, water wells, trash pits, etc.) and/or artifacts (e.g., pottery, stone tools and flakes, animal bones, etc.) or damage to a historic property that was not anticipated. PHMSA will notify the State Historic Preservation Office and participating federally recognized tribes and conduct consultation as appropriate in accordance with 36 CFR § 800.13. Construction in the area of the discovery must not resume until PHMSA provides further direction. The City of Palo Alto will strictly adhere to PHMSA's Unanticipated Discoveries Protocols. In the event that unmarked human remains are encountered during permitted activities, all work shall halt and shall immediately contact PHMSA as well as the proper authorities in accordance with applicable state statutes to determine if the discovery is subject to a criminal investigation, of Native American origin, or associated with a potential archaeological resource. At all times human remains must be treated with the utmost dignity and respect. Human remains and associated artifacts will be left in place and not disturbed. No skeletal remains or materials NGDISM-FY23-CE-2024-04 Page 1 15 Item 5: Staff Report Pg. 15 Packet Pg. 72 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant associated with the remains will be photographed, collected, or removed until PHMSA has conducted the appropriate consultation and developed a plan of action. Project activities shall not resume until PHMSA provides further direction. All work, material, equipment, and staging to remain within the road's existing right-of-way or utility easement or other staging areas as identified in the environmental documentation. If the scope of work changes in any way that may alter the effects to historic properties as described herein, the grant recipient must notify PHMSA, and consultation may be reopened under Section 106. Section 4(f) Question Information and Justification Are there Section 4(f) properties within or immediately Yes. There are several Section 4(f) properties in the adjacent to the project area? 4(f) properties include project's vicinity, which include publicly owned parks, publicly owned parks, recreational areas, wildlife or recreational areas, and historic sites. Notable parks in waterfowl refuges, and historic sites. If yes, provide a general vicinity include Ramos Park, Mitchell Park, list of properties and/or a map of 4(f) properties as an Eleanor Pardee Park, and Rinconada Park. attachment. Additionally, the area includes historic districts like the Professorville Historic District and the Ramona Street Architectural District, along with various individual historic properties listed in Palo Alto's Historic Inventory. Will any construction activities temporarily impact use No. of the park including but not limited to access to any portion of the park, parking lots, trails, recreational fields, etc.? Will any construction activities occur within the No. property boundaries of a Section 4(f) property? If so, please detail these activities and indicate if these are temporary or permanent uses of the Section 4(f) property. Is there any other information relevant to the project There will be no excavation or installation work within area or the proposed work as it pertains to Section the parks and there will be no impacts to ingress or 4(f)? egress as access to the parks will remain open and unencumbered. There could be minor disruptions to traffic in the general areas of the parks and increased noise levels resulting from construction activities. Conclusion: Section 4(f) of the US Department of Transportation (USDOT) Act of 1966 as amended (Section 4(f)) (49 U.S.C. § 303(c)); is a federal law that applies to transportation projects that require funding or other approvals by the USDOT. Section 4(f) prohibits the Secretary of Transportation from approving any program or project which requires the use of any publicly owned land from a public park, recreation area, or wildlife and waterfowl refuge NGDISM-FY23-CE-2024-04 Page 1 16 Item 5: Staff Report Pg. 16 Packet Pg. 73 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant of national, state, or local significance, or any land from an historic site of national, state, or local significance unless: • There is no feasible and prudent alternative to the use of the land; • The program or project includes all possible planning to minimize harm to such park, recreational area; wildlife and waterfowl refuge, or historic site, resulting from such use. PHMSA conducted a review of properties that are located within the Project Area to identify properties that qualify as Section 4(f). While there are several public parks in the general vicinity where the work would occur, no work will occur within any public park and ingress and egress will remain unencumbered. Mitigation Measures: • The City of Palo Alto shall ensure that full public access to, and use of all adjacent public parks is maintained during construction. • Ensure construction activities do not interfere with public access to and/or use of public recreational facilities during construction. Land Use and Transportation Question Information and Justification Will the full extent of the project boundaries remain Yes, all work on mains would take place within the within the existing right-of-way or easements? If no, existing ROW. please describe any right-of-way acquisitions or additional easements needed. Will the project result in detours, transportation restrictions, or other impacts to normal traffic flow or to existing transportation facilities during construction? How long are construction activities estimated to last? Will there be any permanent change to existing transportation facilities? If so, what are the changes, and how would the changes affect the public? Will the project interrupt or impede emergency response services from fire, police, ambulance or any other emergency or safety response providers? If so, describe any coordination that will occur with emergency response providers? How long will service interruptions last, if applicable. Yes. Any work that may lead to detours, transportation restrictions, or disruptions to normal traffic flow will adhere to the standards of the City of Palo Alto's Transportation Department. Necessary guidelines and permits will be secured before commencing work, and no permanent changes to transportation facilities will occur. 79 working days. No. No, the project would not interrupt or impede emergency response services. NGDISM-FY23-CE-2024-04 Page l 17 Item 5: Staff Report Pg. 17 Packet Pg. 74 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant Is there any other information relevant to the project No. area or the proposed work as it pertains to Land Use and Transportation? Conclusion: The project is replacing/upgrading the existing pipe and would not include new pipeline to serve any additional areas. During construction, there may be short-term impacts to adjacent residences, businesses and normal traffic patterns. Potential impacts include an increase in noise, dust, and transportation accessibility, as a result of construction and construction staging. Staging will be on paved surfaces. The City of Palo Alto normally allows the contractor to store up to four pieces of equipment and backfill material for each week on paved City street ROW such as parking spots during active construction. Staging will move with the project. The City of Palo Alto will ensure that traffic flows are maintained to the greatest extent possible and traffic control measures will be used to assist traffic through construction areas as needed. Coordination with state and local agencies regarding detours and routing adjustments will occur, and potentially impacted residents and business owners will be notified. A traffic control plan will be in place before construction, and the City of Palo Alto, or their designated contractors will coordinate with the appropriate agency well before any impacts to emergency services or essential agency functions. Additionally, all areas will be restored to pre - construction conditions. There will be no permanent changes to land use. Mitigation Measures: • Restore all Impacted areasto pre -construction conditions; • Maintain traffic flows to the extent possible • Use traffic control measures to assist traffic negotiating through construction areas, as needed. • Coordinate with state and local agencies regarding detours and/or routing adjustments during construction • Notify potentially impacted residents and/or business owners (access, parking, etc.) • Have a traffic control plan in place, prior to construction, and coordinate with the appropriate agency well in advance of any impacted emergency services or essential agency functions. Noise and Vibration Question Information and Justification Will the project construction occur for longer than a Yes. month at a single project location? Will the project location be in proximity (less than 50- Yes. The project is in close proximity to various ft.) to noise sensitive receivers (residences, schools, sensitive noise receptors. houses of worship, etc.)? If so, what measures will be taken to reduce noise and vibration impacts to No high -noise or high -vibration machinery will be sensitive receptors? used for construction. The City of Palo Alto will conduct public outreach to inform residents or business owners about the schedule of nearby construction work. Additionally, the Contractor will NGDISM-FY23-CE-2024-04 Page 1 18 Item 5: Staff Report Pg. 18 Packet Pg. 75 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant comply with all local noise ordinances to minimize impacts on nearby residential or commercial properties. Will the project require high -noise and vibration No. inducing construction methods? If so, please specify. Will the project comply with state and local Yes. The City of Palo Alto's noise ordinance aims to ordinances? If so, identify applicable ordinances and protect the peace, health, safety, and welfare of its limitations on noise/vibration times or sound levels, residents by regulating excessive, unnecessary, and unreasonable noises from various sources. According to Chapter 9.10 of the Palo Alto Municipal Code, noise limits are set for different types of properties: Residential Property Noise Limits stipulate that noise levels must not exceed 55 decibels (dBA) during daytime hours (7:00 AM to 10:00 PM) and 50 dBA during nighttime hours (10:00 PM to 7:00 AM). Commercial and Industrial Property Noise Limits require noise levels not exceeding 70 dBA during daytime hours (7:00 AM to 10:00 PM) and 65 dBA during nighttime (10:00 PM to 7:00 AM). Public Property Noise Limits specify that noise levels must not exceed 70 dBA at 25 feet from the source during daytime (8:00 AM to 8:00 PM on weekdays and 9:00 AM to 8:00 PM on weekends). Additionally, any construction activities must comply with these noise limits, and high -noise machinery is restricted during specific hours to minimize disturbances to nearby residents and businesses. Exceptions can be granted through special permits if necessary. Will construction activities require large bulldozers, No. hoe ram, or other vibratory equipment within 20 ft of a structure? Is there any other information relevant to the project The City of Palo Alto will adhere to the City's noise area or the proposed work as it pertains to Noise and ordinance by limiting construction activities to regular Vibration? weekday hours when noise restrictions are not in effect. Conclusion: The project is located in residential neighborhoods and other areas with commercial buildings, such as shops and office buildings. The ambient noise consists of a combination of environmental noise from road traffic, construction, industry, the built environment, population density and other sources. The pipeline replacement project would result in temporary construction noise impacts; however, no vibration impact should occur. Construction for the project is anticipated to last 10-14 months. The City of Palo Alto will adhere to the City's NGDISM-FY23-CE-2024-04 Page 1 19 Item 5: Staff Report Pg. 19 Packet Pg. 76 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant ) noise ordinance by limiting construction activities to regular weekday hours when noise restrictions are not in effect. Mitigation Measures: Adhere to all local, city and/or state noise regulations. Environmental Justice Question Information and Justification Using the EPA EJScreen or census data12, is the project Based on review of socioeconomic data using the located in an area of minority and/or low-income EPAs EJScreen, the population residing within the individuals as defined by USDOT Order 5610.2(c)? general project area contains 10% low income and 58% minority populations. The percentage of these populations is below the Santa Clara County average of 16% low income and 71% minority populations. Will the project displace existing residents or workers No from their homes and communities? If so, what is the expected duration? Will the project require service disruptions to homes Yes. Residents or business owners are expected to and communities? If so, what is the expected experience a brief service interruption during the gas communication and outreach plan to the residents service transfer. Customers affected by this and the duration of the outages? interruption will be notified in advance. Notification letters and the City of Palo website will be used to inform residents about the temporary disruption. Are there populations with Limited English Proficiency According to EJScreen, 6% of households speak located in the project area? If so, what measures will limited English. be taken to provide communications in other languages? Is there any other information relevant to the project The City of Palo Alto will issue advance public area or the proposed work as it pertains to notifications through letters and its website regarding Environmental Justice? service disruptions and construction schedules to all affected properties, including nearby residents and businesses. Conclusion: Executive Order (E.O.) 14096 —"Revitalizing Our Nation's Commitment to Environmental Justice for All" was enacted on April 21, 2023. E.O. 14096 on environmental justice does not rescind E.O. 12898 — "Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations," which has been in effect since February 11, 1994 and is currently implemented through DOT Order 5610.2C. This implementation will continue until further guidance is provided regarding the implementation of the new E.O. 14096 on environmental justice. 12 https://www.census.gov/quickfacts/fact/table/US/PST045222 NGDISM-FY23-CE-2024-04 Page 1 20 Item 5: Staff Report Pg. 20 Packet Pg. 77 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant ) The Proposed Action alternative would result in an overall reduction in GHG emissions. Construction activities would result in minor temporary air quality impacts, including the intentional venting of existing distribution lines prior to replacement. Noise impacts associated with construction are anticipated to be minor. Traffic impacts would be temporary and only minor disruptions to services would occur. However, removal of leak prone pipe would reduce leaks and the potential for incidents, resulting in an increase in pipeline safety across the system while also improving operation and reliability. Therefore, consistent with Executive Order 12898 and DOT Order 5610.2(c), PHMSA's assessment is that the project would not result in disproportionately high and adverse effects on minority or low-income populations, or other underserved and disadvantaged communities. Mitigation Measures: • Provide advanced notification of service disruptions and construction schedule to all affected parties including residents and businesses adjacent to the project area. • Coordinate service disruptions and construction schedule with local community leaders and groups, as applicable. • Maintain service at temporary facilities, if appropriate. • Promote public engagement to reduce project deliverydelays and public controversy. • Develop outreach plans to involve and engage all populations. Question I Information and Justification Has a risk profile been developed to describe the condition of the current infrastructure and potential safety concerns? Has a public awareness program been developed and implemented that follows the guidance provided by the American Petroleum Institute (API) Recommended Practice (RP) 1162? Yes, as described in the Distribution Integrity Management Program (DIMP). Yes. The City of Palo Alto Utilities has developed and implemented a public awareness program that aligns with the guidance provided by the American Petroleum Institute (API) Recommended Practice (RP) 1162. This program is designed to ensure effective communication and public safety regarding pipeline operations and includes measures for public outreach tailored to the of the community and stakeholders. Does the project area include pipes prone to leakage? Yes. The project area for the Gas Main Replacement Project 25 includes pipes that are prone to leakage. Many of the existing gas pipelines, made from older materials like steel and PVC and installed decades ago, are susceptible to leaks due to age -related corrosion and embrittlement. Replacing these old pipelines with new, durable MDPE pipes will significantly reduce the risk of leaks and enhance the safety and reliability of the gas distribution system. NGDISM-FY23-CE-2024-04 Page 1 21 Item 5: Staff Report Pg. 21 Packet Pg. 78 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant Will construction safety methods and procedures to Yes. The Contractor must adhere to all standard protect human health and prevent/minimize hazardous construction safety methods and procedures. materials releases during construction, including personal protection, workplace monitoring and site - specific health and safety plans, be utilized? If yes, document measures and reference appropriate safety plans. Has an assessment of the project been performed to Yes. The City of Palo Alto's Distribution Integrity analyze the risk and benefits of implementation? Management Program (DIMP) plan includes an evaluation of risks and threats to the system's integrity. Is there any other information relevant to the project The City of Palo Alto will implement standard area or the proposed work as it pertains to Safety? construction safety methods and procedures, conduct regular safety audits of crews working in the field, and perform subsequent follow-up reporting as required. The City will also ensure that DIMP procedures are updated annually. Construction work must adhere to industry best practices and comply with local, state, and federal regulations, including safety requirements and necessary inspections. Conclusion: The project would reduce the risk profile of existing pipeline systems prone to methane leakage and would also benefit disadvantaged rural and urban communities with the safe provision of natural gas. The project responds to the need to address the potentially unsafe condition of the natural gas distribution system of pipelines. The repair, rehabilitation, or replacement of pipelines would be constructed in accordance with industry best practices and would comply with all local, state, and federal regulations, including those for safety. The abandonment of the existing pipeline would be conducted in accordance with PHMSA requirements found in 49 CRF 192.727 and 195.402(c)(10). These requirements include disconnecting pipelines from all sources and supplies of gas, purging all combustibles and sealing the facilities left in place. These requirements for purging and sealing abandoned pipelines would ensure that the abandoned pipelines are properly purged and cleaned and pose no risk to safety in their abandoned state. Therefore, PHMSA's assessment is that this replacement project would improve the overall safety of the existing pipeline infrastructure. Mitigation Measures: • Incorporate public awareness programs, as necessary • Use standard construction safety methods and procedures; • Ensure DIMP procedures are updated as necessary; • Ensure work is constructed in accordance with industry best practices • Comply with all local, state, and federal regulations. NGDISM-FY23-CE-2024-04 Page 1 22 Item 5: Staff Report Pg. 22 Packet Pg. 79 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant 4. Categorical Exclusion Determination Categorical Exclusions to be Applied: As the proposed action is repair, replacement, upgrading, rebuilding, or minor relocation of pipelines within existing rights -of -way to an existing natural gas pipeline, the following Categorical Exclusion, as listed in the DOE NEPA implementing procedures, 10 CFR 1021, adopted by PHMSA effective July 3, 202413 applies: B5.4 Repair or Replacement of Pipelines Repair, replacement, upgrading, rebuilding, or minor relocation of pipelines within existing rights -of - way, provided that the actions are in accordance with applicable requirements (such as Army Corps of Engineers permits under section 404 of the Clean Water Act). Pipelines may convey materials including, but not limited to, air, brine, carbon dioxide, geothermal system fluids, hydrogen gas, natural gas, nitrogen gas, oil, produced water, steam, and water. Eligibility Criteria: The proposed activity meets the eligibility criteria of 10 CFR 1021.41O(b) because the proposed action does not have any extraordinary circumstances that might affect the significance of the environmental effects, is not connected to other actions with potentially significant impacts [40 CFR 1508.25(a)(I)], is not related to other actions with individually insignificant but cumulatively significant impacts [40 CFR 1508.27(b)(7)], and is not precluded by 40 CFR 1506.1 or 10 CFR 1021.211 concerning limitations on actions during environmental impact statement preparation. The "Integral Elements" of 10 CFR 1021 are satisfied because the proposed action will not: 1. Threaten a violation of statutory, regulatory, or permit requirements for environment, safety, and health, including requirements of DOE and/or Executive Orders; 2. Require siting and construction or major expansion of waste storage, disposal, recovery, or treatment facilities (including incinerators), but the proposal may include categorically excluded waste storage, disposal, recovery, or treatment actions or facilities; 3. Disturb hazardous substances, pollutants, contaminants, or Comprehensive Environmental Response, Compensation and Liability Act (CERCLA)-excluded petroleum and natural gas products that preexist in the environment such that would be uncontrolled or un-permitted releases; 4. Have the potential to cause significant impacts on environmentally sensitive resources, which includes (i) property (sites, buildings, structures, and objects) of historical, archeological, or architectural significance; (ii) federally -listed and state -listed threatened or endangered species or their habitat, federally -protected marine mammals and essential fish habitat and otherwise federally -protected species; (iii) floodplains and wetlands; (iv) federally and state designated areas (wilderness areas, national parks, national monuments, national natural landmarks, wild and scenic rivers, wildlife refuges, scenic areas, and marine sanctuaries); (v) prime or unique farmland; (vi) special sources of water (sole - source aquifers, wellhead protection areas, and other vital water resources); and (vii) tundra, coral reefs, or rain forests); or 5. Involve genetically engineered organisms, synthetic biology, governmentally designated noxious weeds, or invasive species. 13 Federal Register :: Adoption of Department of Energy Categorical Exclusion Under the National Environmental Policy Act NGDISM-FY23-CE-2024-04 Page 1 23 Item 5: Staff Report Pg. 23 Packet Pg. 80 of 278 Item 5 Attachment C - NEPA CE for PHMSA FY2023 NGDISM Grant Compliance Action: PHMSA is aware of the November 12, 2024 decision in Marin Audubon Society v. Federal Aviation Administration, No. 23-1067 (D.C. Cir. Nov. 12, 2024). To the extent that a court may conclude that the council on Environmental Quality (CEQ) regulations implementing NEPA are not judicially enforceable or binding on this agency action, PHMSA has nonetheless elected to follow those regulations at 40 C.F.R. Parts 1500-1508, in addition to the USDOT Procedures for Considering Environmental Impacts — DOT Order 5610.1C at https://www.transportation.gov/office-policy/transportation-policy/procedures-considering-environmental- impacts-dot-order-56101c, to meet the agency's obligations under NEPA, 42 U.S.C. §§ 4321 et seq. The proposed action satisfies the DOE NEPA eligibility criteria and integral elements, does not pose extraordinary circumstances, or includes conditions that must be implemented to ensure significant effects are avoided, and meets the requirements for the CE referenced above. Based on my review of the proposed action, I have determined that the proposed action fits within the specified categorical exclusion, the other regulatory requirements set forth above are met, and the proposed action is hereby categorically excluded from further NEPA review. MATTHEW FULLER Digitally signed by SHELBY MATTHEW FULLER Date: 2024.12.12 11:10:28 -05'00' NGDISM-FY23-CE-2024-04 Page 1 24 Item 5: Staff Report Pg. 24 Packet Pg. 81 of 278 Item 5 a; o a7 PEE s, Attachment C - NEPA CE for PHMSA FY2023 f _ (0 3 E a° Q1 NGDISM Grant U) c p yaa� 6Pv (L6Z 7UnUj O Jag MARINE WA O - 6 •- - / �� 1S 7VlOb3WH; ,_' m0 yVOI C E ty fl - 19 ' OdSNVb �--SATJ AN70N10 C(7� A6'' Z coil W a� Q o D AVM NVIBV. O n 0 H -' 01-' .0 / r >R 0 p�� U Z C PO O E N C7 m W • PpERO WAY ) p ORRR WW A f�0 Z O m 2y6nol 0: , :kR . Yaa, 5r Z v --00 O i fop J N ° j O °\ aIf) La) 0 O ro 9°pv 3 N z .6 o iRC APO ? 2�� -_ A' -_S p`1 N 0 qZ S L OL A O Q Fp6�RV �,6Py, ,tp�R do �P L ru \ O d 0 d b X00 0 T@ W �AV y a J> Q 0 N= GENO RD o ? �Jo a 'off i O Z (6 16 Q� 2 dti y � C� � ROOSE,., • W •0 •0 ( j /� o- 67CY O 07 T 0 7 w W ° � 0 S� Sp A d Q� a N O J `p�\�V S� PaP _ RF, ASP Zoo 9d0 S USip r S aP tfa0A. ?Spy \ ERIN / X76 N, b/J/� aJb� pJ\SRO O� o LL oJ�6� J PQ 0 • >76 S� 3763'dJbJb �rte- J., /7' u roS�� Rp � / 7,7 5 C '�`"_" •� (moo R L a to U p des 0 O O (O Cn 8 aa�� 0 RO p\�S� a N Q O , c 3d0 _ RpS E rtf O �' ? r_ Item 5: Staff Report Pg. 25 Packet Pg. 82 of 278 Item 6 Item 6 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Transportation Meeting Date: February 3, 2025 Report #:2409-3440 TITLE Approval of Three Professional Services Contracts for On -call Transportation Engineering and Planning Project Support Services, for a Four -Year Term: 1) Contract Number C25191149 with TJKM Transportation in the Amount Not -to -Exceed $300,000, 2) Contract Number C25192647 With Fehr and Peers in the Amount Not -to -Exceed $800,000, and 3) Contract Number C25192646 With Kittelson and Associates in the Amount Not -to -Exceed $800,000; CEQA status - categorically exempt; specific projects will undergo environmental review as applicable. RECOMMENDATION Staff recommends that the City Council approve and authorize the City Manager or their designee to execute 1) a four-year contract (C25191149) with TJKM Transportation for $300,000 and 2) a four-year contract (C25192647) with Fehr and Peers for $800,000 and 3) a four-year contract (C25192646) with Kittelson and Associates for $800,000 (Attachments A, B and C) for On -Call Transportation Engineering and Planning Services. EXECUTIVE SUMMARY Staff recommends that the City Council approve and authorize the City Manager or designee to execute four-year contracts with TJKM Transportation, Fehr and Peers and Kittelson and Associates (Attachments A, B and C) for On -Call Transportation Engineering and Planning Support Services. These contracts are on -call contracts that will support the City's Office of Transportation staff and assist with the implementation of Engineering and Planning projects. Should the City not proceed with this recommendation, work production requiring the disciplines involved would be significantly impacted. BACKGROUND On February 8, 2021 1, the City Council approved four-year contracts for On -Call Transportation Engineering and Planning Support Services to support the Office of Transportation staff with 1 City Council, February 8, 2021, Agenda Item, #4, SR#11799 Item 6: Staff Report Pg. 1 Packet Pg. 83 of 278 Item 6 Item 6 Staff Report https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=2222 Item 6: Staff Report Pg. 2 Packet Pg. 84 of 278 Item 6 Item 6 Staff Report tasks for various small spot improvement projects throughout the city. At that time, staff awarded a four-year contract to both TJKM and Fehr & Peers in the amount of $800,000 each, for Transportation Engineering and Planning Support Services. Over the last four years, the total amount expended from these contracts was approximately $1.2M. Examples of some of the work that was included under these on -call contracts were: 1. Design of traffic signal modifications necessary to address accessibility, aging infrastructure/failures, changing standards, and safety improvement needs 2. Performed Traffic engineering studies and reports 3. Prepared Traffic signal coordination timing analysis using Syncro, SimTraffic, and/or VisSim programs 4. Prepared traffic signal plans, specifications, and estimates 5. Prepared engineering and traffic speed surveys 6. Prepared roadway/highway engineering plans, specifications and estimates 7. Performed transportation planning studies 8. Prepared grant funding applications and associated attachments and exhibits 9. Provided El Camino Real repaving design analysis/peer review 10. Designed spot improvement designs/planning along bike routes in the City On -call contracts enable in-house staff to manage significantly more work than would otherwise be possible. Both contracts ended in December 2024. Staff issued a new Request for Proposals (RFP) on May 28, 2024, for a new On -Call Transportation Engineering and Planning Services contract. ANALYSIS Following the completion of the RFP process, the City chose three firms to provide Transportation Engineering and Planning Support Services. The respondents were identified as experienced transportation engineering and planning firms that, taken together, possess a wide range of capabilities to support upcoming Transportation projects. Each of the selected consultants provides certain strengths and expertise that will support the needs and demands for services involving the Office of Transportation. The consultants will assist staff in transportation engineering including, but not limited to, analyzing service requests, preparing signing and striping plans, developing traffic signal timing plans and modifications, assisting in the implementation of bicycle and pedestrian safety projects, and other transportation capital improvement projects, as needed. Depending upon project needs and staffing, the selected consultant team(s) will provide services including community meeting facilitators, graphic artists (with experience in preparing transportation -focused material for reports and community presentations), grant writers, landscape plans, roadway design engineers, surveyors, traffic data collection, transportation engineers, transportation planners, and utility coordinators. Item 6: Staff Report Pg. 3 Packet Pg. 85 of 278 Item 6 Item 6 Staff Report The Office of Transportation in coordination with the City's procurement staff requested proposals from qualified engineering consultants for On -call Transportation Engineering and Planning Project Support Services. Solicitation Process The City published the RFP for the On -call Transportation Engineering and Planning Project Support Services on May 24, 2024, on OpenGov, the City's eProcurement platform. The solicitation period was open for 30 days and closed on June 27, 2024. A total of four proposals were received, one of which was considered non -responsive. ... Proposal Description On -call Transportation Engineering and Planning Project Support Services; RFP 191149 Proposed Length of Project 4 years Number of Proposal Packages Downloaded 17 Total Days to Respond to Proposal 30 Pre -Proposal Meeting No Pre -Proposal Meeting Date NA Number of Proposals Received 4 Proposal Price Range Hourly rates: Ranges from $100/hr to $315/hr Non -responsive bidders/ Responsive bidders 1/3 Public Link to Solicitation https://procu rement.opengov.com/porta I/palo- alto-ca/projects/97743 Office of Transportation Staff evaluated the proposals based on qualifications and experience of the staff assigned to the project, proposal quality and completeness, response time, and ability to perform the work. Staff recommended Fehr and Peers, TJKM, and Kittelson and Associates, based on criteria identified in the RFP, including proposal content, knowledge of traffic engineering, and the ability to complete the projects in a timely fashion. These consultants have working and technical experience giving them insights into best practices and emerging trends in transportation as they work for various municipal organizations and bring deep industry knowledge to City projects. In addition, they can provide unbiased insights with an outside perspective that is valuable to address community concerns. The services also provide flexibility to scale the staffing on an as needed basis such as with Item 6: Staff Report Pg. 4 Packet Pg. 86 of 278 Item 6 Item 6 Staff Report grants opportunities to procure funding and implement projects. Finally, consultants provide the ability to lower the liability risks for the City. Work is assigned on an as -needed basis by the city's project managers, and assigned tasks will be spread out to each of the consultants to ensure that project deadlines can be met. Staff negotiates the cost and timeline of each project based on the scope of work and expected effort. The scope of work and expected hours are used to calculate the total costs based on the hourly rates included in the contract to prepare a task order. Based on the cost proposals for each task, staff will choose the most cost-effective consultant. All task orders will be reviewed and approved by a separate manager or Chief Transportation Official overseeing the assigned project manager. TJKM has demonstrated strong expertise in traffic signal and Intelligent Transportation System design; while the other two consultants, Fehr and Peers and Kittelson and Associates, have stronger capital improvement engineering and transportation planning backgrounds. These consultants have demonstrated successful completion of various traffic studies, supported development and implementation of transportation projects, and have demonstrated strong skills in completing traffic engineering projects. Some upcoming tasks for which staff will require on -call support are: • Development of construction design plans for the Crescent Park Traffic Calming Project and for other upcoming neighborhood traffic calming projects • Micromobility feasibility study - data collection, analysis, and support for programmatic recommendations • Vision Zero Program - data collection and analysis, Safety Action Plan updates, community engagement and education, roadway safety project design and implementation, funding identification, and support for policy changes • Efficient Downtown Parking Management • Traffic Signal Improvements & Transit Signal Priority Projects • Car -Free Streets Design and Implementation • Caltrans Encroachment Permit Support • South Palo Alto Bike/Ped Railroad Crossings Design and Implementation • Transportation Demand Management Ordinance Update • Transportation Impact Fee Update • 2025 Engineering and Traffic Surveys to certify posted speed limits and allow for radar enforcement by PAPD (On -going effort) • San Antonio/Middlefield Road — Signal and PG&E Remediation (Urgent, unplanned modification need) • School Safety intersection modifications (response to recent incidents and community discussions) Item 6: Staff Report Pg. 5 Packet Pg. 87 of 278 Item 6 Item 6 Staff Report • Embarcadero/E. Bayshore signal modification (unanticipated failing infrastructure and ADA Accessibility needs) • Quarry Road ITS project • Safe Routes to School program evaluation and analysis • Walk and Roll Suggested School Route Map edits and development • Traffic Impact Analysis (TIA) review of reports assessing project impacts on local and regional transportation systems FISCAL/RESOURCE IMPACT Funding for these contracts is available in the Fiscal Year 2025 Adopted Capital Improvement Program (CIP) from the following sources as they require on -call support: • PL -00026 (Safe Routes to School) • PL -04010 (Bicycle & Pedestrian Transportation Plan — Implementation Project) • PL -12000 (Parking & Transportation Improvements) • PL -05030 (Traffic Signal and ITS upgrade) Staff anticipates total spending of about $200,000 on an annual basis. Funding for future fiscal years is subject to City Council approval through the annual budget process. STAKEHOLDER ENGAGEMENT Stakeholder engagement for this contract consisted of the request for proposal and bidding process described above. Staff will conduct required community/stakeholder engagement for any projects that result from these on -call contracts. ENVIRONMENTAL REVIEW Approval of these contracts is exempt from environmental review under the California Environmental Quality Act (CEQA) because it can be seen with certainty that the contract approval alone will not have a significant effect on the environment; no specific projects are being approved or funded through this action. Environmental review may be required and will be completed as necessary for specific projects utilizing consultant services under these contracts. ATTACHMENTS Attachment A: TJKM Contract No. C25191149 Attachment B: Fehr and Peers Contract No. C25192647 Attachment C: Kittelson and Associates Contract No. C25192646 APPROVED BY: Lily Lim-Tsao, Interim Chief Transportation Official Item 6: Staff Report Pg. 6 Packet Pg. 88 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No CITY OF PALO ALTO CONTRACT NO. C2519114 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PALO ALTO AND TJKM TRANSPORTATION CONSULTANTS This Agreement for Professional Services (this "Agreement") is entered into as of the 22nd day of January 2025 (the "Effective Date"), by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and TJKM TRANSPORTATION CONSULTANTS, a California corporation, located at 4305 Hacienda Drive, Suite 550, Pleasanton CA 94588 ("CONSULTANT"). The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference: RECITALS A. CITY intends to supplement engineering services for the Transportation Planning Division (the "Project") and desires to engage a consultant to provide transportation engineering support services on an as -needed basis 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". Professional Services Rev. Jan 29, 2024 Page 1 of 22 Item 6: Staff Report Pg. 1 Packet Pg. 89 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No Each Task Order shall contain a specific scope of services, schedule oi periormance and 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 date of its full execution through January 22, 2029 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 Three Hundred Thousand Dollars ($300,000.00). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled "SCHEDULE OF RATES." Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. ❑ Optional Additional Services Provision (This provision applies only if checked and a not -to -exceed compensation amount for Additional Services is allocated below under this Section 4.) In addition to the not -to -exceed compensation specified above, CITY has set aside the not - to -exceed compensation amount of Dollars for the performance of Additional Services (as defined below). The total compensation for performance of the Services, Additional Services and any reimbursable expenses specified in Exhibit C, shall not exceed Dollars ($ ), as detailed in Exhibit C. Professional Services Rev. Jan 29, 2024 Page 2 of 22 Item 6: Staff Report Pg. 2 Packet Pg. 90 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No "Additional Services" means any work that is determined by CITY to te necessary iior 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 countersignature 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 professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. Professional Services Rev. Jan 29, 2024 Page 3 of 22 Item 6: Staff Report Pg. 3 Packet Pg. 91 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itsen in ormed 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 parties. SECTION 12. SUBCONTRACTING. Professional Services Rev. Jan 29, 2024 Page 4 of 22 Item 6: Staff Report Pg. 4 Packet Pg. 92 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) ariove, ulTY agrees that subcontractors may be used to complete the Services. The subcontractors authorized by CITY to perform work on this Project are: Siegfried Engineering SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Rutvij Patel, rpatelktikm.com as the CONSULTANT's Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT's 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 Shahla Yazdy, Shahla.y(a�cityofpaloalto.org, Transportation Department, Transportation Planning Division, 250 Hamilton Avenue, Palo Alto, CA, 94301, Telephone: (650) 617-3151. 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. 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. 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. ® [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed Professional Services Rev. Jan 29, 2024 Page 5 of 22 Item 6: Staff Report Pg. 5 Packet Pg. 93 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A -TJKM Contract No professional land surveyors.] 16.1. To the fullest extent permitted by law, 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. 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 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 Professional Services Rev. Jan 29, 2024 Page 6 of 22 Item 6: Staff Report Pg. 6 Packet Pg. 94 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 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 ten (10) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination. 19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and 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). Professional Services Rev. Jan 29, 2024 Page 7 of 22 Item 6: Staff Report Pg. 7 Packet Pg. 95 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement. CONSULTANT shall provide written notice to CITY of any change of address. SECTION 21. CONFLICT OF INTEREST. 21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT 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. Professional Services Rev. Jan 29, 2024 Page 8 of 22 Item 6: Staff Report Pg. 8 Packet Pg. 96 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A -TJKM Contract No 22.2. CONSULTANT understands and agrees that pursuant o tne imericans Disabilities Act ("ADA"), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY's Environmentally Preferred Purchasing policies which are available at CITY's Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY's Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, 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. Professional Services Rev. Jan 29, 2024 Page 9 of 22 Item 6: Staff Report Pg. 9 Packet Pg. 97 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 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). SECTION 27. CLAIMS PROCEDURE FOR "9204 PUBLIC WORKS PROJECTS". For purposes of this Section 27, a "9204 Public Works Project" means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in Exhibit F, entitled "Claims for Public Contract Code Section 9204 Public Works Projects". ® This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION. 28.1. In the performance of this Agreement, CONSULTANT may have access to CITY's Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. 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. 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 Professional Services Rev. Jan 29, 2024 Page 10 of 22 Item 6: Staff Report Pg. 10 Packet Pg. 98 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No confidence prior to receipt of Confidential Information; (iii) is rig trully oltaine 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 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. Professional Services Rev. Jan 29, 2024 Page 11 of 22 Item 6: Staff Report Pg. 11 Packet Pg. 99 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect. 29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT'S proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT'S proposal (if any), the exhibits shall control. 29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement. 29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement. SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein: ® EXHIBIT A: SCOPE OF SERVICES ® EXHIBIT A -I PROFESSIONAL SERVICES TASK ORDER ® EXHIBIT B: SCHEDULE OF PERFORMANCE ® EXHIBIT C: COMPENSATION ® EXHIBIT C-1: SCHEDULE OF RATES ® EXHIBIT D: INSURANCE REQUIREMENTS THIS A GREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED. Professional Services Rev. Jan 29, 2024 Page 12 of 22 Item 6: Staff Report Pg. 12 Packet Pg. 100 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No CONTRACT No. C25191149B SIGNATURE PAG 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 TJKM TRANSPORTATION CONSULTANTS City Manager Officer 1 DocuSigned by: By: APPROVED AS TO FORM: Name: A10EIAED0B40442... Nayan Ami n Title: President City Attorney or designee Officer 2 By: Name: Title: DocuSigned by: 8CC81E8053F6496... Rutvij Patel Senior Project Manager Professional Services Rev. Jan 29, 2024 Page 13 of 22 Item 6: Staff Report Pg. 13 Packet Pg. 101 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 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. CONSULTANT shall not perform any services under this Agreement without a duly authorized Task Order as described in Section 1 of this Agreement. An example of the Task Order form is in Exhibit A-1 to this Agreement. The services described in this Exhibit A are examples of the scope and manner of services the CITY may order via Task Order. 1. On -Call Transportation Engineering Project Support Services - The consultant team should be able to provide Transportation Engineering Project Support Services for various small spot improvement projects, including, but not limited to: a. Bikeway intersection treatment plans b. Collision diagrams c. Cross-section graphics and photo simulations of project alternatives d. Pavement marking plans; signing and striping plans e. Prepare design plans, specifications and estimates f. Parking occupancy surveys g. Peer review of transportation impact analyses h. Review and preparation of temporary traffic control plans i. Stamped and signed design plans, specifications and estimates j. Traffic sign design services k. Traffic signal plans 1. Traffic signal timing plans m. Transportation impact analyses n. Other transportation engineering and planning tasks as needed Examples of a few tasks: Preliminary evaluation and development of proposed measures for neighborhood traffic calming projects • Safe Routes to School related improvements • Bike/Ped plan related minor improvements • Development/evaluation of Palo Alto's 10 most critical intersections Professional Services Rev. Jan 29, 2024 Page 14 of 22 Item 6: Staff Report Pg. 14 Packet Pg. 102 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No • Assistance in the development of Traffic Calming and Pedestrian Crossing buiclelmes • Speed Zone Surveys 2. On -Call Transportation Planning/Engineering Services— The Consultant team should be able to also be able to provide an Engineer, Planner and/or Project Manager support to assist with implementation or update of the adopted Palo Alto Bicycle + Pedestrian Transportation Plan. The plan identifies future bicycle and pedestrian transportation facilities including bicycle boulevards, enhanced bikeways, shared -use paths, and other improvements. The Engineer, Planner and/or Project Manager will assist in the preparation of Bikeway Concept Plans, development of signage and striping plans, community meeting facilitation, construction document preparation, project bidding, and planning and designing other improvements, as required. Also covered under this section is the implementation, development, or update of City transportation planning or engineering documents, such as the Transportation Element, Safe Streets for All Safety Action Plan, Safe Routes to School plans, and area or corridor plans. 3. Additional On -Call Tasks: Additional Transportation Planning tasks that may be included under this contract include: 1. Assist with public outreach and meeting facilitation 2. Conduct site visits and obtain measurements and photographs 3. Perform transportation modeling 4. Perform transportation planning studies 5. Prepare grant funding applications and associated attachments and exhibits 6. Provide other transportation planning related professional services as required Additional Transportation Engineering tasks for various small spot improvement projects that may be included under this contract include: 1. Intelligent transportation systems planning 2. Perform traffic engineering studies and reports 3. Perform traffic signal coordination timing analysis using Syncro, SimTraffic and/or VisSim 4. Prepare traffic signal plans, specifications and estimates 5. Prepare transportation engineering plans, specifications and estimates 6. Provide other transportation engineering related professional services as required Additional Roadway/Highway Engineering tasks for various small spot improvement projects that may be included under this contract include: 1. Perform utility coordination activities 2. Prepare agreements 3. Prepare engineering land surveys 4. Prepare Engineering and Traffic Speed surveys 5. Prepare landscaping plans, specifications and estimates 6. Prepare roadway/highway engineering plans, specifications and estimates 7. Right-of-way requirement maps Professional Services Rev. Jan 29, 2024 Page 15 of 22 Item 6: Staff Report Pg. 15 Packet Pg. 103 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 8. Provide other roadway/highway engineering related professional services as requirea Professional Services Rev. Jan 29, 2024 Page 16 of 22 Item 6: Staff Report Pg. 16 Packet Pg. 104 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 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) IA. MASTER AGREEMENT NO. (MAYBE 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 Professional Services Rev. Jan 29, 2024 Page 17 of 22 Item 6: Staff Report Pg. 17 Packet Pg. 105 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No EXHIBIT B SCHEDULE OF PERFORMANCE 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. Professional Services Rev. Jan 29, 2024 Page 1 S of 22 Item 6: Staff Report Pg. 18 Packet Pg. 106 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No EXHIBIT C COMPENSATION 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 and consistent with each approved Task Order. 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 are: NONE up to the not -to -exceed amount of: $0.00. Professional Services Rev. Jan 29, 2024 Page 19 of 22 Item 6: Staff Report Pg. 19 Packet Pg. 107 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No EXHIBIT C-1 SCHEDULE OF RATES CONSULTANT'S schedule of rates is as follows: Principal................................................................................................................................................... $265/hour Director....................................................................................................................................................... 245/h ou r Senior Project Manager........................................................................................................................210/hour ProjectManager......................................................................................................................................200/hour Senior Transportation Engineer.........................................................................................................185/hour Transportation Engineer.......................................................................................................................145/hour Assistant Transportation Engineer....................................................................................................135/hour Senior Transportation Planner............................................................................................................185/hour Transportation Planner..........................................................................................................................145/hour Assistant Transportation Planner.......................................................................................................135/hour GISSpecialist.............................................................................................................................................110/hour GraphicsDesigner...................................................................................................................................110/hour Designer......................................................................................................................................................105/hour TechnicalStaff II............................................................................................................................... 95/hour Administration Staff....................................................................................................................... 90/hour ProductionStaff............................................................................................................................... 65/hour Professional Services Rev. Jan 29, 2024 Page 20 of 22 Item 6: Staff Report Pg. 20 Packet Pg. 108 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 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. AWART) IS CONTINGENT ON COMPT.TANCP WITH CITY'S TNSITRANCF. RFOIITRFMFNTS AS SPFCTFTFT) HFRFTN_ MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE YES WORKER'S COMPENSATION STATUTORY STATUTORY STATUTORY YES EMPLOYER'S LIABILITY STATUTORY YES GENERAL LIABILITY, INCLUDING BODILY INJURY $1,000,000 $1,000,000 PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $1,000,000 $1,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY $1,000,000 $1,000,000 LIABILITY DAMAGE COMBINED. BODILY INJURY $1,000,000 $1,000,000 - EACH PERSON $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, - EACH OCCURRENCE $1,000,000 $1,000,000 INCLUDING ALL OWNED, HIRED, PROPERTY DAMAGE $1,000,000 $1,000,000 NON -OWNED BODILY INJURY AND PROPERTY $1,000,000 $1,000,000 DAMAGE, COMBINED YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN ALL DAMAGES $1,000,000 APPLICABLE), AND NEGLIGENT PERFORMANCE YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS' COMPENSATION, EMPLOYER'S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT'S AGREEMENT TO INDEMNIFY CITY. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: PURCHASINGSUPPORT(CITYOFPALOALTO.ORG 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. Professional Services Rev. Jan 29, 2024 Page 21 of 22 Item 6: Staff Report Pg. 21 Packet Pg. 109 of 278 Docusign Envelope ID: 3D9DF353-6649-4EF7-8169-EA128377B923 Item 6 Attachment A - TJKM Contract No 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 IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL: PURCHASINGSUPPORT(a1 CITYOFPALOALTO.ORG Professional Services Rev. Jan 29, 2024 Page 22 of 22 Item 6: Staff Report Pg. 22 Packet Pg. 110 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. CITY OF PALO ALTO CONTRACT NO. C2519114 C25192647 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PALO ALTO AND FEHR AND PEERS This Agreement for Professional Services (this "Agreement") is entered into as of the 22nd day of January, 2025 (the "Effective Date"), by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and FEHR AND PEERS, a California corporation, located at 60 South Market Street, Suite 700, San Jose, CA 95133 ("CONSULTANT"). The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference: RECITALS A. CITY intends to supplement engineering services for the Transportation Planning Division (the "Project") and desires to engage a consultant to provide transportation engineering support services on an as -needed basis 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 maximum compensation amount, in accordance with the provisions of this Agreement. Professional Services Rev. Jan 29, 2024 Page 1 of 24 Item 6: Staff Report Pg. 1 Packet Pg. 111 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. Compensation for on -call Services shall be specified by CITY in the C25192647 on whichever is lowest: the compensation structure set forth in Exhibit e 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 date of its full execution through January 21, 2029 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. However, notwithstanding the foregoing, or anything to the contrary in this Agreement, CONSULTANT shall not be liable or responsible for delays in its performance of its Services due to circumstances beyond its reasonable control. 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 Eight Hundred Thousand Dollars ($800,000.00) over a four year term The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled "SCHEDULE OF RATES." Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. ❑ Optional Additional Services Provision (This provision applies only if checked and a not -to -exceed compensation amount for Additional Services is allocated below under this Section 4.) In addition to the not -to -exceed compensation specified above, CITY has set aside the not - to -exceed compensation amount of Dollars ($ ) 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 Dollars ($ ), as detailed in Exhibit C. Professional Services Rev. Jan 29, 2024 Page 2 of 24 Item 6: Staff Report Pg. 2 Packet Pg. 112 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. C25192647 "Additional Services" means any work that is determined by CITY to be necessary br 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 shall be furnished by CONSULTANT in accordance with the care, skill, and diligence ordinarily exercised by professionals performing similar services in the same or similar locale and under the same or similar circumstances to that of CONSULTANT under this Agreement. Professional Services Rev. Jan 29, 2024 Page 3 of 24 Item 6: Staff Report Pg. 3 Packet Pg. 113 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. 025192647 SECTION 7. COMPLIANCE WITH LAWS. Subject to the Standard o Lare in section 6 of this Agreement, CONSULTANT shall keep itself informed of and in compliance with all applicable federal, state and local laws, ordinances, regulations, and orders then in effect at the time of CONSULTANT's performance of the Services. 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 parties. Professional Services Rev. Jan 29, 2024 Page 4 of 24 Item 6: Staff Report Pg. 4 Packet Pg. 114 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. SECTION 12. SUBCONTRACTING. C25192647 ® Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY agrees that subcontractors may be used to complete the Services. The subcontractors authorized by CITY to perform work on this Project are: Callander Associates, Mark Thomas 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 Steve Davis, s.davis@fehrandpeers.com as the CONSULTANT's Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT's 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 Shahla Yazdy, Shahla.yazdyCa,cityofpaloalto.org, Transportation Department, Transportation Planning Division, 250 Hamilton Avenue Palo Alto, CA,: 94301, Telephone: (650) 617-3151. 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. 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, by CONSULTANT for City ("Work Product") shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the Work Product pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall make any of such Work Product available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the Work Product for use in or application to circumstances not contemplated by the Scope of Services. However, notwithstanding the foregoing, or any provision to the contrary herein, intellectual property owned or created by any third party other than CONSULTANT, its subconsultant or CITY ("Third -Party Content"), and inventions, improvements, discoveries, methodologies, models, formats, software, algorithms, processes, procedures, designs, specifications, findings, and other intellectual Professional Services Rev. Jan 29, 2024 Page 5 of 24 Item 6: Staff Report Pg. 5 Packet Pg. 115 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. properties developed, gathered, compiled or produced by CONSULTANT C25192647 nts prior to or independently of their performance of this Agreement ("Backgroun , including such Third -Party Content or Background IP that CONSULTANT or its subconsultants may employ in the performance of this Agreement, or may incorporate into any part of the Work Product, shall not be the property of CITY. CONSULTANT, or its subconsultants as applicable, shall retain all rights, titles, and interests, including but not limited to all ownership and intellectual property rights, in all such Background IP. CONSULTANT, and its subconsultants as applicable, grant CITY an irrevocable, non-exclusive, non -transferable, royalty -free license in perpetuity to use, reproduce, prepare derivative works based upon, distribute, disclose, derive from, perform, and display such Background IP, but only as an inseparable part of, and only for the purpose intended by creation of, the Work Product. In the event the Work Product contains, or incorporates any Third -Party Content, or derivative work based on such Third -Party Content, or any compilation that includes such Third -Party Content, CONSULTANT and its subconsultants shall secure all licenses to any such Third -Party Content, but only as an inseparable part of the Work Product, where such licenses are necessary for CITY to utilize and enjoy CONSULTANT's Services and the Work Product for their intended purposes. Any use of CONSULTANT's Work Product for any other project or purpose not authorized in writing by CONSULTANT, any changes to the Work Product made by anyone other than CONSULTANT, and any use of incomplete Work Product shall be at CITY's or any other user's sole risk, and CONSULTANT shall bear no liability for any such unauthorized use of, reuse of, or modifications to the Work Product. CITY agrees to indemnify, defend and hold CONSULTANT and its officers, agents and employees harmless from any claims, losses, damages, costs, including without limitation attorneys' fees, arising out of any such use of, reuse of, or modifications to any of the Work Product not authorized by CONSULTANT. 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. ® [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 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 reasonable 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. However, in no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault CONSULTANT will reimburse City for the proportionate percentage of defense costs representing CONSULTANT's proportionate Professional Services Rev. Jan 29, 2024 Page 6 of 24 Item 6: Staff Report Pg. 6 Packet Pg. 116 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. percentage of fault as determined by the final judgment of a court of coni C25192647 , a neutral third party arbitrator or mediator, or by settlement and agreement of t e parties hereto. ❑❑[Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an "Indemnified Party") from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorney's fees, experts fees, court costs and disbursements ("Claims") resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of, or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or contractors under this Agreement. 16.3. The acceptance of CONSULTANT's Services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this Agreement is effective unless it is in writing in accordance with Section 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 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 Professional Services Rev. Jan 29, 2024 Page 7 of 24 Item 6: Staff Report Pg. 7 Packet Pg. 117 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. of CITY's Risk Manager and will contain an endorsement stating that the C25192647 ary coverage and will not be canceled, or materially reduced in coverage or limits, by tile 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. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination. 19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and 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 Professional Services Rev. Jan 29, 2024 Page 8 of 24 Item 6: Staff Report Pg. 8 Packet Pg. 118 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 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 Item 6 Attachment B - Fehr and Peers Contract No. 025192647 To CONSULTANT: Attention of the Project Manager at the address of CONSULTANT recited on the first page of this Agreement. CONSULTANT shall provide written notice to CITY of any change of address. SECTION 21. CONFLICT OF INTEREST. 21.1. In executing this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT 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 Professional Services Rev. Jan 29, 2024 Page 9 of 24 Item 6: Staff Report Pg. 9 Packet Pg. 119 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. to the disabled public. CONSULTANT will provide the Services specified C25192647 in a manner that complies with the ADA and any other applicable federal, state anci local1sa ility rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY's Environmentally Preferred Purchasing policies which are available at CITY's Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY's Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In particular, 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. Professional Services Rev. Jan 29, 2024 Page 10 of 24 Item 6: Staff Report Pg. 10 Packet Pg. 120 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. C25192647 ® 26.1. This Project is not subject to prevailing wages and re ated 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). This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION. 28.1. In the performance of this Agreement, CONSULTANT may have access to CITY's Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. 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. 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. Professional Services Rev. Jan 29, 2024 Page 11 of 24 Item 6: Staff Report Pg. 11 Packet Pg. 121 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. C25192647 28.4. CONSULTANT will notify City promptly upon learning ot any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession or control, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice 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. Professional Services Rev. Jan 29, 2024 Page 12 of 24 Item 6: Staff Report Pg. 12 Packet Pg. 122 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. 29.7. The provisions of all checked boxes in this Agreem C25192647 this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement. 29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement. SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein: ® EXHIBIT A: SCOPE OF SERVICES ® EXHIBIT A -I PROFESSIONAL SERVICES TASK ORDER ® EXHIBIT B: SCHEDULE OF PERFORMANCE ® EXHIBIT C: COMPENSATION ® EXHIBIT C -I: SCHEDULE OF RATES ® EXHIBIT D: INSURANCE REQUIREMENTS THIS A GREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED. Professional Services Rev. Jan 29, 2024 Page 13 of 24 Item 6: Staff Report Pg. 13 Packet Pg. 123 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. CONTRACT No. C25192647 SIGNATURE PAGE C25192647 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 FEHR AND PEERS DocuSigned by: Officer 1 (Ju'ts (&fd& By: City Manager Name: 204102395C8C44A.. Chris Mitchell Title: President/CEO APPROVED AS TO FORM: Officer 2 DocuSigned by: City Attorney or designee By: Pj9E876976 Zdp,°B Name: 8Df A43 C3 3... Lysa Wo l l dr'( Title: Chief Financial Officer Professional Services Rev. Jan 29, 2024 Page 14 of 24 Item 6: Staff Report Pg. 14 Packet Pg. 124 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. EXHIBIT A C25192647 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. 1. Transportation Engineering Project Support Services - The consultant team should be able to provide Transportation Engineering Project Support Services for various small spot improvement projects, including, but not limited to: a. Bikeway intersection treatment plans b. Collision diagrams c. Cross-section graphics and photo simulations of project alternatives d. Pavement marking plans; signing and striping plans e. Prepare design plans, specifications and estimates f. Parking occupancy surveys g. Peer review of transportation impact analyses h. Review and preparation of temporary traffic control plans i. Stamped and signed design plans, specifications and estimates j. Traffic sign design services k. Traffic signal plans I. Traffic signal timing plans m. Transportation impact analyses n. Other transportation engineering and planning tasks as needed Examples of a few tasks: • Preliminary evaluation and development of proposed measures for neighborhood traffic calming projects • Safe Routes to School related improvements • Bike/Ped plan related minor improvements • Development/evaluation of Palo Alto's 10 most critical intersections • Assistance in the development of Traffic Calming and Pedestrian Crossing Guidelines Professional Services Rev. Jan 29, 2024 Page 15 of 24 Item 6: Staff Report Pg. 15 Packet Pg. 125 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 • Speed Zone Surveys Item 6 Attachment B - Fehr and Peers Contract No. C25192647 2. Transportation Planning/Engineering Services— The Consultant team should be able to also be able to provide an Engineer, Planner and/or Project Manager support to assist with implementation or update of the adopted Palo Alto Bicycle + Pedestrian Transportation Plan. The plan identifies future bicycle and pedestrian transportation facilities including bicycle boulevards, enhanced bikeways, shared -use paths, and other improvements. The Engineer, Planner and/or Project Manager will assist in the preparation of Bikeway Concept Plans, development of signage and striping plans, community meeting facilitation, construction document preparation, project bidding, and planning and designing other improvements, as required. Also covered under this section is the implementation, development, or update of City transportation planning or engineering documents, such as the Transportation Element, Safe Streets for All Safety Action Plan, Safe Routes to School plans, and area or corridor plans. 3. Additional Tasks: Additional Transportation Planning tasks that may be included under this contract include: 1. Assist with public outreach and meeting facilitation 2. Conduct site visits and obtain measurements and photographs 3. Perform transportation modeling 4. Perform transportation planning studies 5. Prepare grant funding applications and associated attachments and exhibits 6. Provide other transportation planning related professional services as required Additional Transportation Engineering tasks for various small spot improvement projects that may be included under this contract include: 1. Intelligent transportation systems planning 2. Perform traffic engineering studies and reports 3. Perform traffic signal coordination timing analysis using Syncro, SimTraffic and/or VisSim 4. Prepare traffic signal plans, specifications and estimates 5. Prepare transportation engineering plans, specifications and estimates 6. Provide other transportation engineering related professional services as required Additional Roadway/Highway Engineering tasks for various small spot improvement projects that may be included under this contract include: 1. Perform utility coordination activities 2. Prepare agreements 3. Prepare engineering land surveys 4. Prepare Engineering and Traffic Speed surveys 5. Prepare landscaping plans, specifications and estimates Professional Services Rev. Jan 29, 2024 Page 16 of 24 Item 6: Staff Report Pg. 16 Packet Pg. 126 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. 6. Prepare roadway/highway engineering plans, specifications and est 025192647 7. Right-of-way requirement maps 8. Provide other roadway/highway engineering related professional services as required Professional Services Rev. Jan 29, 2024 Page 17 of 24 Item 6: Staff Report Pg. 17 Packet Pg. 127 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. EXHIBIT A-1 L025192647 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) IA. MASTER AGREEMENT NO. (MAYBE 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 Professional Services Rev. Jan 29, 2024 Page 18 of 24 Item 6: Staff Report Pg. 18 Packet Pg. 128 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. EXHIBIT B L025192647 SCHEDULE OF PERFORMANCE 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, provided in all cases that the schedule of performance shall fall within the term as provided in Section 2 (Term) of this Agreement. ® 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. Professional Services Rev. Jan 29, 2024 Page 19 of 24 Item 6: Staff Report Pg. 19 Packet Pg. 129 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. 025192647 EXHIBIT C COMPENSATION 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 -l. 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 are: NONE up to the not -to -exceed amount of: $0.00. Professional Services Rev. Jan 29, 2024 Page 20 of 24 Item 6: Staff Report Pg. 20 Packet Pg. 130 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 EXHIBIT C-1 SCHEDULE OF RATES CONSULTANT'S schedule of rates is as follows: Item 6 Attachment B - Fehr and Peers Contract No. C25192647 Project Manager/ Transportation design, operations studies, curbside Steve Davis $315 Principal management, project implementation & management Alexandra Lee- Deputy Project Manager & Transportation planning, community engagement, project $205 Gardner Planning Lead / Planner management Matt Haynes Principal -in -Charge Sustainable transportation, mobility and planning studies $375 Ingrid Ballus Armet Engineering Lead / Associate Transportation and bike/ped design, operations studies $260 Zoey Zhang Senior Engineer Transportation engineering design $225 Tiffany Nguyen Project Engineer / Engineer Bike/ped planning & design, signal planning & design, $190 signing/striping Ellen Geyer Design Technician / Technician AutoCAD design and drafting, graphics $190 Ashlee Takushi Senior Planner Roadway safety, bke/ped planning, community $220 engagement Kellie Dugdale Parking & Analysis / Planner Parking, traffic impact and planning studies $195 Nina Price Project Engineer / Engineer TDM, Complete Streets design, safety improvement $190 Adrian Engel Bicycle & Pedestrian Design Bike/ped planning and design $295 Expert / Principal Suzanne Luckjiff Signal & ITS Expert/ Traffic signal, lighting, ITS, and signing & striping design $305 Senior Associate Meghan Mitman Multimodal Safety Expert! Multimodal safety policy, planning, and design; Safe System $375 Principal Approach Operations Analysis Expert! Project development studies (PSR and PA/ED), micro - Ashley Weiss simulation, transportation planning and engineering $275 Associate studies, Caltrans Municipal, land development and transportation Shawn O'Keefe Project Engineer! Principal engineering, pedestrian improvements, trails, local $486.03 roadways, freeway interchanges Road and highway facilities, storm drain and sanitary sewer Joe Streeper Project Engineer / Project systems, water resources engineering, airfield and airport $269.36 Manager infrastructure, piping and pipelines, earthwork, and public improvement Professional Services Rev. Jan 29, 2024 Page 21 of 24 Item 6: Staff Report Pg. 21 Packet Pg. 131 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. 025192647 Marie Mai Principal -in -Charge Landscape Architecture $250 Professional Services Rev. Jan 29, 2024 Page 22 of 24 Item 6: Staff Report Pg. 22 Packet Pg. 132 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 Item 6 Attachment B - Fehr and Peers Contract No. EXHIBIT D L025192647 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. AWART) IS C0)NTINGFNT ON COMPT.TANCP WITH CITY'S TNSITRANCF RFOITTRFMFNTS AS SPFCTFIF,T) HFRFTN_ MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE YES WORKER'S COMPENSATION STATUTORY STATUTORY STATUTORY YES EMPLOYER'S LIABILITY STATUTORY YES GENERAL LIABILITY, INCLUDING BODILY INJURY $1,000,000 $1,000,000 PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $1,000,000 $1,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY $1,000,000 $1,000,000 LIABILITY DAMAGE COMBINED. BODILY INJURY $1,000,000 $1,000,000 - EACH PERSON $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, - EACH OCCURRENCE $1,000,000 $1,000,000 INCLUDING ALL OWNED, HIRED, PROPERTY DAMAGE $1,000,000 $1,000,000 NON -OWNED BODILY INJURY AND PROPERTY $1,000,000 $1,000;000 DAMAGE, COMBINED YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN ALL DAMAGES $1,000,000 APPLICABLE), AND NEGLIGENT PERFORMANCE YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS' COMPENSATION, EMPLOYER'S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT'S AGREEMENT TO INDEMNIFY CITY. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: PURCHASINGSUPPORT(2i CITYOFPALOALTO.ORG 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. Professional Services Rev. Jan 29, 2024 Page 23 of 24 Item 6: Staff Report Pg. 23 Packet Pg. 133 of 278 Docusign Envelope ID: C638C872-759E-4E65-BE2F-9E6618FF65D9 B. C. CROSS LIABILITY Item 6 Attachment B - Fehr and Peers Contract No. 025192647 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. NOTICE OF CANCELLATION IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL: PURCHASINGSUPPORT(i� CITYOFPALOALTO.ORG Professional Services Rev. Jan 29, 2024 Page 24 of 24 Item 6: Staff Report Pg. 24 Packet Pg. 134 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract CITY OF PALO ALTO CONTRACT NO. C2519264 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PALO ALTO AND KITTELSON AND ASSOCIATES This Agreement for Professional Services (this "Agreement") is entered into as of the 22nd day of January, 2025 (the "Effective Date"), by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and KITTELSON AND ASSOCIATES, a California corporation, located at 155 Grand Avenue, Suite 505, Oakland, CA 94612 ("CONSULTANT"). The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this reference: RECITALS A. CITY intends to supplement engineering services for the Transportation Planning Division (the "Project") and desires to engage a consultant to provide on -call transportation engineering support services on an as -needed basis 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 maximum compensation amount, in accordance with the provisions of this Agreement. Professional Services Rev. Jan 29, 2024 Page 1 of 22 Item 6: Staff Report Pg. 1 Packet Pg. 135 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract Compensation for on -call Services shall be specified by CITY in the asK order, iased 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 date of its full execution through January 22, 2029 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 Eight Hundred Thousand Dollars ($800,000.00). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled "SCHEDULE OF RATES." Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. ❑ Optional Additional Services Provision (This provision applies only if checked and a not -to -exceed compensation amount for Additional Services is allocated below under this Section 4.) In addition to the not -to -exceed compensation specified above, CITY has set aside the not - to -exceed compensation amount of Dollars ($ ) 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 Dollars ($ ), 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 Professional Services Rev. Jan 29, 2024 Page 2 of 22 Item 6: Staff Report Pg. 2 Packet Pg. 136 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract described at Exhibit A. CITY may elect to, but is not required to, au orize i lonal 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 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 Professional Services Rev. Jan 29, 2024 Page 3 of 22 Item 6: Staff Report Pg. 3 Packet Pg. 137 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract may affect in any manner the Project or the performance of the Services or ose 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 parties. SECTION 12. SUBCONTRACTING. ® Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the Professional Services Rev. Jan 29, 2024 Page 4 of 22 Item 6: Staff Report Pg. 4 Packet Pg. 138 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract Services to be performed under this Agreement without the prior written aut oriza ion or me 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. The subcontractors authorized b CITY to perform work on this Project are: ONSULTANT 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 Amanda Leahy, aleahykkittelson.com as the CONSULTANT's Project Manager to have supervisory responsibility for the performance, progress, and execution of the Services and represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the CONSULTANT's 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 Shahla Yazdy, Shahla.yazdycityofpaloalto.org, Transportation Department, Transportation Planning Division, 250 Hamilton Avenue, Palo Alto, CA, 94301, Telephone: (650) 617-3151. 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. 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. 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. Professional Services Rev. Jan 29, 2024 Page 5 of 22 Item 6: Staff Report Pg. 5 Packet Pg. 139 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its au orized 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. ® [Option A applies to the following design professionals pursuant to Civil Code Section 2782.8: architects; landscape architects; registered professional engineers and licensed professional land surveyors.] 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. 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 Professional Services Rev. Jan 29, 2024 Page 6 of 22 Item 6: Staff Report Pg. 6 Packet Pg. 140 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 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 ten (10) days prior written notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective date in the notice of suspension or termination. 19.2. In event of suspension or termination, CONSULTANT will deliver to the City Manager on or before the effective date in the notice of suspension or termination, any and 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 Professional Services Rev. Jan 29, 2024 Page 7 of 22 Item 6: Staff Report Pg. 7 Packet Pg. 141 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract Agreement is suspended or terminated on account of a default by CONSUL , ui i. i wi 1 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. 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. Professional Services Rev. Jan 29, 2024 Page 8 of 22 Item 6: Staff Report Pg. 8 Packet Pg. 142 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person's race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. 22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act ("ADA"), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY's Environmentally Preferred Purchasing policies which are available at CITY's Purchasing Department, hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY's Zero Waste Program. Zero Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting 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 Professional Services Rev. Jan 29, 2024 Page 9 of 22 Item 6: Staff Report Pg. 9 Packet Pg. 143 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract for each hour worked within the geographic boundaries of the City of Pao i.ito. in auuition, 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). ® This Project is not a 9204 Public Works Project. SECTION 28. CONFIDENTIAL INFORMATION. 28.1. In the performance of this Agreement, CONSULTANT may have access to CITY's Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. 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. 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 Professional Services Rev. Jan 29, 2024 Page 10 of 22 Item 6: Staff Report Pg. 10 Packet Pg. 144 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract was provided or has subsequently become publicly known other than y a treacn or 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 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 Professional Services Rev. Jan 29, 2024 Page 11 of 22 Item 6: Staff Report Pg. 11 Packet Pg. 145 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF LndA m 6 t C - Kittelson ates Contract authorized representatives of the parties and approved as required undero iviunicipal Code, as amended from time to time. 29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force and effect. 29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT'S proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT'S proposal (if any), the exhibits shall control. 29.7. The provisions of all checked boxes in this Agreement shall apply to this Agreement; the provisions of any unchecked boxes shall not apply to this Agreement. 29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement. 29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement. SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein: ® EXHIBIT A: SCOPE OF SERVICES ® EXHIBIT A-1 PROFESSIONAL SERVICES TASK ORDER ® EXHIBIT B: SCHEDULE OF PERFORMANCE ® EXHIBIT C: COMPENSATION ® EXHIBIT C-1: SCHEDULE OF RATES ® EXHIBIT D: INSURANCE REQUIREMENTS THIS A GREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE ATTACHED. Professional Services Rev. Jan 29, 2024 Page 12 of 22 Item 6: Staff Report Pg. 12 Packet Pg. 146 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract CONTRACT No. C25191149A SIGNATURE PAG IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: KITTELSON AND ASSOCIATES DocuSigned by: Officer 1 By: 98B77A32FF6344C... Name: David Mills Title: vice President ' DocuSigned by: Officer 2 City Attorney or designee By: 848 848A600F46534 0... Name: Larry an Dye Title: vice President and CFO Professional Services Rev. Jan 29, 2024 Page 13 of 22 Item 6: Staff Report Pg. 13 Packet Pg. 147 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 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. CONSULTANT shall not perform any services under this Agreement without a duly authorized Task Order as described in Section 1 of this Agreement. An example of the Task Order form is in Exhibit A-1 to this Agreement. The services described in this Exhibit A are examples of the scope and manner of services the CITY may order via Task Order. 1. On -Call Transportation Engineering Project Support Services - The consultant team should be able to provide Transportation Engineering Project Support Services for various small spot improvement projects, including, but not limited to: a. Bikeway intersection treatment plans b. Collision diagrams c. Cross-section graphics and photo simulations of project alternatives d. Pavement marking plans; signing and striping plans e. Prepare design plans, specifications and estimates f. Parking occupancy surveys g. Peer review of transportation impact analyses h. Review and preparation of temporary traffic control plans i. Stamped and signed design plans, specifications and estimates j. Traffic sign design services k. Traffic signal plans 1. Traffic signal timing plans m. Transportation impact analyses n. Other transportation engineering and planning tasks as needed Examples of a few tasks: Preliminary evaluation and development of proposed measures for neighborhood traffic calming projects • Safe Routes to School related improvements • Bike/Ped plan related minor improvements • Development/evaluation of Palo Alto's 10 most critical intersections Professional Services Rev. Jan 29, 2024 Page 14 of 22 Item 6: Staff Report Pg. 14 Packet Pg. 148 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract • Assistance in the development of Traffic Calming and Pedestrian Crossing ui e roes • Speed Zone Surveys 2. On -Call Transportation Planning /Engineering Services— The Consultant team should be able to also be able to provide an Engineer, Planner and/or Project Manager support to assist with implementation or update of the adopted Palo Alto Bicycle + Pedestrian Transportation Plan. The plan identifies future bicycle and pedestrian transportation facilities including bicycle boulevards, enhanced bikeways, shared -use paths, and other improvements. The Engineer, Planner and/or Project Manager will assist in the preparation of Bikeway Concept Plans, development of signage and striping plans, community meeting facilitation, construction document preparation, project bidding, and planning and designing other improvements, as required. Also covered under this section is the implementation, development, or update of City transportation planning or engineering documents, such as the Transportation Element, Safe Streets for All Safety Action Plan, Safe Routes to School plans, and area or corridor plans. 3. Additional On -Call Tasks: Additional Transportation Planning tasks that may be included under this contract include: 1. Assist with public outreach and meeting facilitation 2. Conduct site visits and obtain measurements and photographs 3. Perform transportation modeling 4. Perform transportation planning studies 5. Prepare grant funding applications and associated attachments and exhibits 6. Provide other transportation planning related professional services as required Additional Transportation Engineering tasks for various small spot improvement projects that may be included under this contract include: 1. Intelligent transportation systems planning 2. Perform traffic engineering studies and reports 3. Perform traffic signal coordination timing analysis using Syncro, SimTraffic and/or VisSim 4. Prepare traffic signal plans, specifications and estimates 5. Prepare transportation engineering plans, specifications and estimates 6. Provide other transportation engineering related professional services as required Additional Roadway/Highway Engineering tasks for various small spot improvement projects that may be included under this contract include: 1. Perform utility coordination activities 2. Prepare agreements 3. Prepare engineering land surveys 4. Prepare Engineering and Traffic Speed surveys 5. Prepare landscaping plans, specifications and estimates 6. Prepare roadway/highway engineering plans, specifications and estimates Professional Services Rev. Jan 29, 2024 Page 15 of 22 Item 6: Staff Report Pg. 15 Packet Pg. 149 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 7. Right-of-way requirement maps 8. Provide other roadway/highway engineering related professional services as required Professional Services Rev. Jan 29, 2024 Page 16 of 22 Item 6: Staff Report Pg. 16 Packet Pg. 150 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 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) IA. MASTER AGREEMENT NO. (MAYBE 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 Professional Services Rev. Jan 29, 2024 Page 17 of 22 Item 6: Staff Report Pg. 17 Packet Pg. 151 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract EXHIBIT B SCHEDULE OF PERFORMANCE 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. Professional Services Rev. Jan 29, 2024 Page 1 S of 22 Item 6: Staff Report Pg. 18 Packet Pg. 152 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract EXHIBIT C COMPENSATION 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 and consistent with each approved Task Order. 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 are: NONE up to the not -to -exceed amount of: $0.00. Professional Services Rev. Jan 29, 2024 Page 19 of 22 Item 6: Staff Report Pg. 19 Packet Pg. 153 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract EXHIBIT C-1 SCHEDULE OF RATES CONSULTANT'S schedule of rates is as follows: Staff Billing Rate Principal / Senior Principal $270 - $360 Associate Engineer/Planner $230 - $260 Senior Engineer/Planner $200 - $230 Engineer/Planner $180 - $200 Transportation Analyst $160 - $175 Principal Data Scientist/Developer $255 - $340 Senior Data Scientist/Developer $215 - $255 Data Scientist/Developer $180 - $210 Data Analyst/Software Developer $140 - $175 Software Technician $110- $135 Associate Technician $185 - $205 Senior Technician $165 - $185 Technician II $145 -$160 Technician I $125 -$140 Office Support $100 - $120 Professional Services Rev. Jan 29, 2024 Page 20 of 22 Item 6: Staff Report Pg. 20 Packet Pg. 154 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 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. MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE YES WORKER'S COMPENSATION STATUTORY STATUTORY STATUTORY YES EMPLOYER'S LIABILITY STATUTORY YES GENERAL LIABILITY, INCLUDING BODILY INJURY $1,000,000 $1,000,000 PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $1,000,000 $1,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY $1,000,000 $1,000,000 LIABILITY DAMAGE COMBINED. BODILY INJURY $1,000,000 $1,000,000 - EACH PERSON $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, - EACH OCCURRENCE $1,000,000 $1,000,000 INCLUDING ALL OWNED, HIRED, PROPERTY DAMAGE $1,000,000 $1,000,000 NON -OWNED BODILY INJURY AND PROPERTY $1,000,000 $1,000,000 DAMAGE, COMBINED YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN ALL DAMAGES $1,000,000 APPLICABLE), AND NEGLIGENT PERFORMANCE 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. COMMERCIAL GENERAL LIABILITY INSURANCE COVERAGE MUST INCLUDE: A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT'S AGREEMENT TO INDEMNIFY CITY AS DEFINED BY AN INSURED AGREEMENT UNDER SUCH ENDORSEMENT. II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING EMAIL: PURCHASINGSUPPORT(a�CITYOFPALOALTO.ORG 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 Professional Services Rev. Jan 29, 2024 Page 21 of 22 Item 6: Staff Report Pg. 21 Packet Pg. 155 of 278 Docusign Envelope ID: DD78175F-908F-4EF5-AA2E-35F7F3AD09DF Item 6 Attachment C - Kittelson and Associates Contract 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 IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL: PURCHASINGSUPPORT(iCITYOFPALOALTO.ORG Professional Services Rev. Jan 29, 2024 Page 22 of 22 Item 6: Staff Report Pg. 22 Packet Pg. 156 of 278 Item 7 Item 7 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: City Manager Meeting Date: February 3, 2025 Report #:2501-3982 TITLE Update and Potential Direction on Car -Free Street Improvements on California Avenue; CEQA status — CEQA review is currently underway on the projects as described in this report. RECOMMENDATION Staff recommends that the City Council discuss and potentially provide direction regarding ongoing improvements at Car -Free California Avenue. EXECUTIVE SUMMARY This item provides an update on work to enhance California Avenue as a car -free street -both significant work efforts through 2024, upcoming meetings, and next steps to advance this priority objective. This effort furthers the first guiding principle of the City's comprehensive economic development strategy to "Reinforce each districts' distinct scale and offerings by...embracing California Avenue as a community and neighborhood serving place." 1 In alignment with the Council direction to make the car -free street permanent, this report is organized to discuss the following work underway to support this: • Work on near -term improvements, • California Environmental Quality Act (CEQA) requirements, • Stakeholder engagement through 2024, • Updates on signage and wayfinding, • Outdoor activation guidelines, and • Alternative street designs. This report provides a status update and includes preliminary outputs; continued and ongoing stakeholder engagement is necessary to finalize and implement elements such as signage and 1 https://www.cityofpaloalto.org/Business/Comprehensive-Economic-Development-Strategy Item 7: Staff Report Pg. 1 Packet Pg. 157 of 278 Item 7 Item 7 Staff Report wayfinding, outdoor activation guidelines, and advance the discussion on alternative street designs. BACKGROUND Previous City Council Direction On June 20, 2020, the City Council temporarily closed portions of California Avenue to vehicular traffic to facilitate outdoor dining and retail. This was in response to county and state regulations related to COVID-19 and limits on indoor activities. Since then, Council has affirmed the status of California Avenue as a car -free street multiple times and gave direction to staff on November 6, 2023 to pursue making that status permanent3. That motion also included direction to create a two-way slow bike lane down the center of California Avenue, install wayfinding signage on California Avenue, and initiate a branding program based on the historic and contemporary strengths of the California Avenue Business district. The City Council approved a contract with Urban Field Studios (UFS) to assist with this work on December 18, 2023. ANALYSIS Near -Term Improvements On December 16, 2024 the City Council approved a contract amendment with O'Grady Paving, Inc. to implement near -term improvements4. This work is anticipated to begin February 18, 2025 and take place over a period of five weeks. This work will include replacing water -filled barriers and vinyl banners with planters and bollards, resurfacing the street, providing stamped concrete crosswalks at various intersections, and other aesthetic enhancements. A second phase of work at the intersection of California Avenue and El Camino Real is dependent on Caltrans approval and will commence once the City's encroachment permit is approved. CEQA Requirements The CEQA analysis required to precede final City Council approval of car -free California Avenue has been completed and will be reviewed by the Planning and Transportation Commission (PTC) on Wednesday, February 12, 2025. The full analysis will be released subsequently to this memorandum, but the findings indicate that the project will not result in any new or more severe impacts compared to impacts previously identified in the City's comprehensive plan. As such, no further environmental review beyond the proposed addendum is required. https://cityofpaloaIto.primegov.com/Public/CompiledDocument?meetingTem plateld=13051&compileOutputType =1 https://cityofpaloaIto.primegov.com/Public/CompiledDocument?meetingTem plateld=14538&compileOutputType =1 Item 7: Staff Report Pg. 2 Packet Pg. 158 of 278 Item 7 Item 7 Staff Report The CEQA clearance will enable PTC recommendation and City Council approval of an amendment to the Circulation Element of the City's Comprehensive Plan. Subject to PTC review, staff anticipates advancing the General Plan Amendment to City Council in March. This amendment will formalize designation of California Avenue between El Camino Real and Birch Street as a car -free street. This formal action is a critical step and will provide stakeholders with certainty that California Avenue will remain car -free, such that they can make investment decisions accordingly. Stakeholder Engagement through 2024 From February to November 2024, City staff and UFS engaged merchants, residents, and community stakeholders to hear their preferences on near -term improvements and car -free street design. Stakeholder engagement was extensive, involving merchants, community members, and other stakeholders. Monthly workshops were conducted with California Ave. merchants focusing on street design, signage, wayfinding, and broader design goals for a permanent car -free California Avenue. Attachment A: Car Free California Avenue Engagement summarizes stakeholder engagement by month and topic. A brief listing of merchant and community stakeholder priorities for the transformation of California Avenue is below, followed by a table of consensus and differences of merchants and community stakeholders on street design considerations. Merchant Priorities: Merchant priorities for what needs to change for the successful transformation of the street to enhance community experience and improve economic vitality are ranked from top goal to lower priorities below. • Top Goal: Retail vibrancy. • High Priorities: Nature (trees, plantings), outdoor dining and events. • Moderate Priorities: Walkability, public art, nightlife and public social spaces. • Low Priorities: Non -pedestrian mobility (e.g., vehicle or bike access). For detailed findings and discussion of engagement by month, please refer to the project website: https://www.citvofpaloalto.org/Departments/Transportation/Transportation- Proiects/Car-Free-Streets-Cal-Ave.-Ramona-Street. Before the November 2023 City Council vote to pursue permanently closing the street, 35 businesses signed a letter asking City Council to keep one lane open to traffic. This topic recurred frequently during the merchant engagement throughout 2024. Community Priorities: Staff and UFS engaged community members through a community open house on May 16 during '3rd Thursday', neighborhood association meetings, and an online survey (May —September) that received 930 responses. The key findings are detailed below. Item 7: Staff Report Pg. 3 Packet Pg. 159 of 278 Item 7 Item 7 Staff Report • Top Priorities o Accessibility and Inclusivity: Level paving, ADA compliance, and shaded seating for families, seniors, and disabled individuals. o Landscape: Strong desire for trees, shade, and drought -resistant landscaping to improve comfort and aesthetics. o Business and Economic Vitality: Support a diverse range of retail options, preserve storefront visibility, and minimize construction disruption. • High Priorities o Bicycle and Pedestrian Integration: Need balanced co -existence, opinions divided on whether bike traffic should share pedestrian zones or be rerouted to parallel streets. o Events and Programming: Support for farmers markets, night markets, and cultural events, responsive to business needs and resident noise concerns. • Medium Priorities o Sustainability and Climate Resilience: Interest in permeable paving, solar lighting, and shaded areas to adapt to climate change. o Place Identity and Design: Desire to preserve Cal Ave's unique charm while avoiding overly commercialization. o Implementation Efficiency: Preference for early, minimally disruptive implementation to sustain local businesses. • Low Priorities o Public Safety and Maintenance: Concerns about emergency access, event cleanup, and adequate lighting for safety. Stakeholders: City staff met with representatives from Stanford Research Park and Urban Village Farmers Market Association. Stanford Research Park representatives expressed a strong desire for thriving local businesses on California Avenue. With close proximity to the Research Park's 140 companies and 30,000 employees, there is a historic identification with California Avenue as a favored neighborhood main street destination. Employees are often at the research park Tuesdays, Wednesdays and Thursdays, and with fewer days on -site, they have less time and inclination to leave for lunch. The Farmers Market Association supports the closure of California Avenue and prioritized their feedback on what is needed to support market operations, vehicle access, and customer circulation. Committees: City staff discussed California with the Retail Committee three times in 2024. Staff also attended a Pedestrian and Bicycle Advisory Committee (PABAC) meeting to discuss near - and long-term design, pedestrian and bicycle access, and improving mobility and the area's role as a community hub. Areas of Merchant and Community Consensus: Table 1, below, shows a strong alignment with minor differences between merchant and community interests regarding key elements of street design. Item 7: Staff Report Pg. 4 Packet Pg. 160 of 278 Item 7 Item 7 Staff Report Table 1. Comparison of Merchant and Community Feedback by Design Element Softscape Surfaces - Prioritize trees and natural garden - Community prefers park -like elements and plantings over planters. shaded public spaces. - Merchants are more concerned with maintenance and practicality. Events and - Support night markets, musical - Community favors wine -tasting and outdoor Programming events, and seasonal/cultural movie screenings. - Some merchants prefer health and wellness programming. events. Public Seating - Shade is the top priority - Community prefers playful/sculptural designs. - Agreement on the need for child- - Merchants focus on functionality and theft friendly seating. prevention. Lighting - Need for high -value functional - Community focused on artistic and interactive lighting with string lights a popular lighting for alleys. - Merchants focused on streetscape and tree choice. lighting and need for permanent improvements. Hardscape - Importance of safety, minimizing - Community prefers colorful and mosaic paving. Surfaces tripping hazards and level, - Merchants do not prioritize decorative paving. continuous paving - Some merchants want vehicles to return for retail visibility and accessibility Outdoor Dining - Value high -quality materials and - Community prefers unique, business -specific improvements to dining areas. designs. - Some merchants favor pre -approved, cost- effective designs. Bike Infrastructure - Shared safety concerns about bike - Community supports additional bike racks and and pedestrian interactions, separated bicycle and pedestrian areas. especially with e -bikes. - Some merchants prefer bike -free pedestrian area to minimize conflicts. Staff has incorporated feedback received from the community and stakeholders into place identity, signage and wayfinding; outdoor patio guidelines; and design alternatives for the future of Car -Free California Ave. Each of these three topics, including next steps, are discussed below. Place Identity, Signage and Wayfinding Staff and UFS have developed a preliminary California Avenue Signage Program included as Attachment B to this report. The program directly addresses merchant and community priorities to improve wayfinding to California Avenue businesses and to affirm California Avenue's unique place identity. The preliminary program will express an accessible, welcoming, and attractive identity supportive of local businesses and community life. Item 7: Staff Report Pg. 5 Packet Pg. 161 of 278 Item 7 Item 7 Staff Report Alternatives: Merchant and community feedback on alternatives for signage are summarized in the following Table 2 below. Table 2. Key Features of Design Alternatives and Feedback ... ... Upscale Contemporary - Clean, vibrant, minimal - Praised for simplicity; - Mixed opinions, design to modernize and criticized as too austere, appreciate elegance and upscale; poppy motifs; dark, dark, and lacking warmth. readability, but cold, sophisticated color palette. austere, "Halloween -like;" minimalism can have longevity. Artsy Saloon - Draws upon Mayfield past, - Instagram-friendly; appeal - Divided, some like bold, artsy, nightlife destination, o younger demographics; playfulness and historic southwest color palette. leans too much into connection; others overly nightlife; Wild West dated; western theme, kitschy red too Stanford. and dated. Modern Optimism - Midcentury-inspired design; - Broadly supported for - Widely favored for its cheerful colors; fun, pleasant aligning with Cal Ave's vibe; vibrancy, warmth, appeal people all ages. like design; minor critiques flexibility and community - of tagline grammar, 50's vs focused vibe; best aligned 21" C. modernity, with future aspirations. Results from the community survey show a preference for Modern Optimism, valuing its vibrancy, warmth, and alignment with California Avenue's unique identity. Concerns about the tag line and details were noted and refined. Merchants favored Modern Optimism for its balance of aesthetics and functionality, emphasizing safety, flexibility, and its appeal to diverse audiences. Upscale Contemporary was also valued by merchants for its simplicity, but they felt it was less aligned with Cal Ave's local and community -centered ethos. Staff analysis also concluded that Modern Optimism is a good choice, since it: • Represents California Ave's unique identity as a local, historic, and community -centric street reflecting feedback that "We want something that feels unique to Cal Ave, not generic." • Stands the test of time and can adapt to future changes in the area reflecting feedback that "The design should be flexible enough to evolve with the area." • Address accessibility concerns with practicality ensuring readability, visibility, and durability, reflecting feedback that "Readability is key —it needs to be easy to see and understand." • Embodies an 'unpretentious, and vibrant' ethos of the independent local businesses. • Is artistic, yet functional, and celebrates California Avenue's abundant public art. • Is broadly appealing to stakeholders and will be attractive to the range of people who visit seeking shopping, dining, art, entertainment and community. Signage Program: The signage program is comprised of "brand assets" - a logo with variants, tag line, shape motifs, typography, graphic patterns and color pallet., and a signage program - a system of modular signs, with flexibility to accommodate differing viewing distances and Item 7: Staff Report Pg. 6 Packet Pg. 162 of 278 Item 7 Item 7 Staff Report contexts, with guidance for signage locations. The brand assets are applied to five sign templates: • District blade sign (at El Camino Real) • Pedestrian directional signs • Informational (Directory) sign • Place identity markers (e.g., a banner with expression of place identity) • Gateway sign concepts at the intersection of El Camino Real and California Avenue to create an identifiable district visible to vehicle traffic. Guidelines for sign type and placement are to assist pedestrians to navigate to/from side streets and parking and access businesses and activities on the street. Sign types are designed at different sizes and heights depending on the location, visibility and wayfinding need. The sign types and placement will address key merchant priorities to: • Help drivers find parking • Excite visitors to explore the area • Enforce street rules • Help events run more smoothly • Make the streets more clean and secure • Help pedestrians navigate from parking & transit to local businesses • Restrict vehicle access, while welcoming bikes and pedestrians This modular system and placement guidelines benefit local businesses in several ways. It ensures flexibility to adapt to various contexts, such as pedestrian versus vehicle viewing distances. Gateway signage will serve as a visual anchor, creating a sense of arrival while promoting California Avenue's identity to passing drivers. Informational signs, strategically placed at key entry points and intersections, will guide visitors seamlessly from parking areas or transit stops to their destinations, reducing confusion and enhancing the visitor experience. The application and installation of 'directories' for businesses along the street is something that has also been discussed — such an undertaking will require collaboration, engagement, ongoing maintenance and updates such that a commitment by local merchants for financial and management oversight is required to ensure it can be implemented and maintained successfully. Staff would not recommend such signage as a City responsibility, as it would typically be handled by a business association or other business collective. Next Steps for Signage: Staff will bring the full signage plan before the Architectural Review Board for their feedback and identify next steps, including further City Council discussion. Based on commission and council input, staff can proceed to final designs, cost estimating, and an implementation schedule. Staff is currently working on the schedule for replacing the existing El Camino Real and California Avenue monument sign and develop a complementary sign to replace the Oregon Expressway sign. A request for financial support to procure and install the final plan will be needed before implementation can begin Item 7: Staff Report Pg. 7 Packet Pg. 163 of 278 Item 7 Item 7 Staff Report Outdoor Activation Guidelines City Staff and UFS have made significant progress preparing preliminary Outdoor Activation Guidelines that takes advantage of the car -free context of California Avenue. The term "activation" is proposed, as potential uses including dining, retail, seating, recreational, and potentially other privately maintained activities. The California Avenue Outdoor Activation Program will enhance the commercial vibrancy of California Avenue, creating opportunities for businesses to use public sidewalks and roadway spaces for outdoor dining, retail, entertainment, and other business operations. This program will ensure these spaces are safe, equitable, and well -designed for uses including dining, retail, and live entertainment. Commercial use of outdoor space supports local businesses, enhances customer experience, and directly contributes to a thriving community destination. Vision for Car -Free Outdoor Activation Areas: The vision for car -free outdoor activation areas is to prioritize customer experience and invite spontaneous and meaningful social interaction. By carefully curating these spaces, the street can become a vibrant engaging atmosphere. Key elements are: • Opportunities for Social Interaction: Outdoor activations playa pivotal role in satisfying people's innate need for spaces for casual and serendipitous social connection. • Visual and Experiential: Inviting outdoor spaces, where residents and visitors can see each other and connect, can transform the street into a social gathering place. This can encourage walk-in and spontaneous dining, as outdoor spaces need to visually and auditorily add life, so the street feels lively and inclusive. • Enclosures Shape Public Space: Enclosures define the boundaries of outdoor dining and activation areas by using railings, planters, stanchions, or screens to ensure safety, accessibility, and privacy. These boundaries need to be carefully designed to remain low and transparent, enhancing visibility to and from the street. Sidewalls or screens that can be raised or lowered confer weather protection while minimally detracting from the openness of the street. • Shelter for Comfort and Aesthetics: Instead of permanent constructed structures, umbrellas and awnings can serve as flexible, visually appealing solutions for weather protection. There are new fabricators and suppliers of overhead large format umbrellas and awnings that can provide shade, rain cover, and UV shielding, and space for electric heaters and lighting. This improves comfort for patrons while maintaining the openness of the street. Umbrellas and awnings are designed to align with the business aesthetic. Collectively, umbrellas and awnings contributing to a more cohesive and colorful streetscape, rather than individual designed structures that visually obstruct views to adjacent storefronts or can be an obstacle to emergency access. • Car -Free for a Thriving Environment: A car -free street is a unique opportunity to shape public outdoor space by prioritizing pedestrians, cyclists, customers and diners to create Item 7: Staff Report Pg. 8 Packet Pg. 164 of 278 Item 7 Item 7 Staff Report a safe and accessible environment that promotes business success and community connection. The absence of vehicles allows the district to reimagine its public space as a living, walkable community space. If people feel a sense of membership by seeing, meeting and spending time with friends and colleagues on the street there are more likely to be frequent patrons. These outdoor spaces are functional extensions of businesses and pivotal contributors to a welcoming and vibrant destination. The goal of developing guidelines is to provide a broad framework for businesses to work within. The actual curation and activation of many of the spaces will require investment from the business community to enliven the street. Street Zones, Patio Locations and Setbacks: Staff and UFS recommend dividing the car -free portion of the California Avenue right-of-way into five zones, as seen in Attachment C. To ensure access to sufficient space by other uses, such as the farmers' market, the preliminary allocations limit patios to directly in front of the operator's storefront. Outdoor patios are permitted in three zones as shown in Attachment C. • Frontage Zone • Curbside/Street Furniture Zone • Activity Zone Attachment D includes two that span between El Camino Real and Mimosa Lane, and from Mimosa Lane to Birch Street. These maps indicate the zones for the respective segments of California Avenue. The preliminary guidance includes restrictions fora required 8 -foot pedestrian path of travel on sidewalks, emergency vehicle access, designated pedestrian paths of travel, emergency accessways, and designated bike lanes or bike racks. Next Steps for Outdoor Activation Guidelines: Staff is working to sequence the discussion of outdoor activation guidelines with City Council immediately following necessary legislative actions to close the street. While some businesses have expressed eagerness to invest in outdoor spaces, certainty about the condition of the street closure will create a more stable environment and reduce the likelihood of further changes. Next steps include additional stakeholder engagement, leading to bringing the outdoor activation guidelines for Council approval. Staff will continue to work with Urban Field Studios to: • Establish clear guidelines for space layouts, enclosures, and shelter elements to ensure outdoor spaces are functional, visually appealing, and cohesive with the district's character. • Allocate public space to businesses, in a way that balances outdoor dining, retail visibility, and other community uses such as farmers markets and pedestrian zones. Item 7: Staff Report Pg. 9 Packet Pg. 165 of 278 Item 7 Item 7 Staff Report • Enable flexibility in use to permit spaces that have multiple uses throughout the week, such as informal dining or community gathering spaces during non -peak times and the Farmers' Market on Sundays —to maximize the use and value of the public spaces. • Define requirements for design elements such as low and transparent enclosures, umbrellas and awnings to address comfort and visual vibrancy of the street. Staff anticipates incorporating feedback from stakeholder engagement then bringing the guidelines before City Council to formally adopt them. Alternative Street Designs This section provides an update on the development of two design concepts for the transformation of California Avenue into a vibrant, permanent car -free street. The street designs will advance City Council goals for sustainability, economic, and community vitality while addressing public life, mobility, and placemaking. To date, staff and UFS have defined and confirmed design goals, objectives, evaluation criteria, and programming. The project team has completed the assessment and mapping of existing conditions, including constraints to the multiple functions of the street, for outdoor dining, retail visibility, public life and pedestrian/bike safety. Currently, UFS is creating two street space allocation studies for additional stakeholder engagement. Following this feedback and engagement, detailed designs and opinion of cost will be prepared for both alternatives, culminating in summary presentations and discussion with ARB, PTC and Council. Design Alternatives: Two concepts have been developed to reflect varying levels of investment and transformation: 1. Adaptive Street: Focuses on incremental, cost-effective improvements with minimal disruption to existing infrastructure. Key features include: o Slow two-way bike lanes at center of street. o Designated outdoor dining areas. o Resurfacing the street to remove travel markings. o Modifying planting areas to better serve outdoor dining. o Flexible public spaces shared with the farmers' market. o Enhanced wayfinding and signage for restaurant and retail visibility. o Would require smaller financial investment beyond near -term improvements 2. Reimagined Street: Envisions a tree -lined pedestrian promenade for economic and community vitality, with green infrastructure for climate resilience. Key features include: o Extensive tree canopy for shade and urban cooling. o Green infrastructure for stormwater management and biodiversity. o Slow two-way bike lanes meandering to maximize outdoor dining and public spaces. Item 7: Staff Report Pg. 10 Packet Pg. 166 of 278 Item 7 Item 7 Staff Report o A large public space for events, markets and gatherings. o Expanded farmers' market capacity. o Public art as civic design o Urban ecosystem with native plant beds and permeable surfaces. o Would require significant financial investment beyond near -term improvements Next Steps for Alternative Street Designs: City staff and UFS will continue work with community members and merchants for input on space allocation studies, including feedback on activities (social, cultural and recreational), spatial requirements and location for public spaces. Based on community and merchant feedback, street design plans and preliminary cost estimates will be developed. Staff will bring these to the Architectural Review Board and Planning and Transportation Commission for review and input this spring before returning to City Council with refined concepts and next steps. Partnering for California Avenue's Success Transforming California Avenue into a vibrant, car -free main street requires a collective effort by the City, property owners, merchants and residents. A thriving California Avenue will attract more customers and visitors, encourage longer stays, and support the success of local businesses. Each party has an essential role to play, and this vision cannot be achieved without partnership. The City is taking the first step by developing a vision for outdoor activation and the design of California Avenue, in collaboration with merchants and the community. In addition, the City is changing zoning regulations, implementing near -term improvements, and considering longer - term investments to support economic vitality. The City is committed to support economic development through policy, regulation, outreach, visioning, and targeted investments. Sustained success depends on active participation by property and business owners, who are key to realizing this vision. Merchants, for example, will lead the way in implementing the outdoor activation program by upgrading outdoor dining spaces to meet new standards. Property owners can attract new tenants, promote opportunities for retail and invest in building and tenant improvements. In the longer term, elements such as the Outdoor Activation Guidelines may best be administered by a business association as a common -area partnership rather than enforced by the City as a regulatory function. This process is an invitation to collaborate. By working together, we can create a California Avenue that reflects the best of our community and fulfills our common aspirations for a car - free, vibrant, and thriving main street. FISCAL/RESOURCE IMPACT The Study Session does not require additional funding at this time. To date, the City Council has approved contractual costs of $264,708 for the work of Urban Field Studio and expenditures on interim improvements have been funded through operating budgets and pandemic allocations. Item 7: Staff Report Pg. 11 Packet Pg. 167 of 278 Item 7 Item 7 Staff Report On December 16, 2024 the City Council increased the contract with O'Grady paving for immediate near -term improvements on California Avenue (as discussed earlier in this report). The cost of these near -term improvements, including bollard installation, planters, stamped concrete, grinding/repaving of pavement and work at the California Ave & El Camino Real intersection is approximately $825,000. Any additional costs for project -specific investments will be further refined and discussed with the City Council as the project elements, such as implementation of the signage plan, continue to take shape. STAKEHOLDER ENGAGEMENT Stakeholder engagement is discussed extensively in the background section of this report. It directly informed project outputs to date and will continue to be proactively addressed as the project continues. Staff will also be engaging Cal. Ave. community stakeholders to inform them about the study session and encourage their participation. ENVIRONMENTAL REVIEW As described earlier in this report, CEQA review related to amending the circulation element of the City's Comprehensive Plan is underway and will be brought forward to the Planning and Transportation Commission and City Council as required by CEQA. ATTACHMENTS Attachment A - Outreach Summary by Topic by Month Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Attachment C - Outdoor Activation Guidelines Street Zones Attachment D — Outdoor Activation Guidelines Setback Maps APPROVED BY: Ed Shikada, City Manager Item 7: Staff Report Pg. 12 Packet Pg. 168 of 278 Item 7 Attachment A - Outreach Summary byTopic by Month C O -o .9 0 H- >- / E E _ U § / / E U (0 • /) 5g 3 _ • EQ3 $%/ k0000k D=;3 0Ec } 2k ) 0 / /20 gc a) r00 \) s§E( / k ° § } \ o k / m E 2 / -D} -® K- a C r®° o CO )). 7 3 e L 2 z o 2 Q[§ s Q _ § W� O \ 2 S \ ( r -D% 2 a 0D&0. ) / E� Uo Eo02U$ § C» / CO § § COUi { ) - E >C4..• E w —FU -1 0 0 CL \\ 0 #$o 22 & /§ \w0C m / j • 5CO0) U E ® [ Q \ 2 $E�=�E'=u §/�� }�f8$§\k@ /i))\f&EQ-O >M0._ \ (U 5E E° ' / u § : CO • 00 » -400 E /�=w CO m&% 2 a f= k §®® � CO f / § \ { a Q � \ k / ± § 0 § \ / . § \ § a 3 u b Ui CO 2 = 7 } 0 I Q E e a§a5l== \ 2 \ k - • U § — C) CO ee =u o. . b I— & O z k z 0 ) § e Item 7: Stae Report Pa1 Packet Pg. 169 of 278 Item 7 Attachment A - Outreach Summary byTopic by Month C O U .Q O F— E E Z5 Ln U (E O E U (6 on vi O 0 GA @ c n o E Y N E Y N C a) E o v a, U 0C C O m N 'O O- E CD 0 v •bD v N Y a v C O C N O U C N O O N L LL a) C 7 —E • CE 6 (O Q U O K U N N =E cu E N O U U., W I- I - 2 C O U N Item 7: Staff Report Pg. 2 Packet Pg. 170 of 278 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan D C w :2 w �� 11 u C I C a: aS C O1 N.w N 0 N L 41 N_ a) a) U a) Ui a U) Ui J 0 Q op o. 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Crca tt t, _ Item 7 •es� e 1�6 Attachment B - Q Preliminary Cal Ave Place Identity & Signage Plan IH FE4I ••• I '• E��33 'III __"�� << ss w p w� h1Ifb1 )I: W xg•s x i d — '�" o ■ N N °C ~Eo �i • ' J> 4a s s y�5 L� N U a� C N L U) Q m Q Q (j O a) a) O -O a cd cd Cd V O M O N U) '� C +' O LC0 aa) C 0CE 01 Q > D Cd O Q OC EL (0 61 E> O CO C O1O t ' ,} =t al C E O O c� O U N U Q s J N O J `� � -oN a) O L L L N Q Q aa) U N N U) III H H — Q N 0 Item 7: Staff Report Pg. 13 Packet Pg. 183 of 278 Item 7 Attachment B - Preliminary Cal Ave Place E E Identity & Signage Plan o �J Q O to U) a) cc 04) L Co O • 2 0 U) a) U C a) a) 0/'L C O Q O C O) W C') U C a X D ^ ^ W C U 4) O N Co 0 0 C C L , O ^ W /'1 O o L- U Q -I-JO p U) a0 O E > U) L co U C a) ^, a) a U) O M E U) C O O 0— C/) U s U) L .E Q a O L co I- 0 E a) C O O a) co U U) a D U O I- IS) a; M O) M ° M N N C 0 0 t Item 7: Staff Report Pg. 14 Packet Pg. 184 of 278 Item 7: Staff Report Pg. 15 Packet Pg. 185 of 278 Item 7 Attachment B - • •�• • • Preliminary Cal Ave Place S��,, Identity & Signage Plan-------------- J J N +J O O 701 L 0 E co U O 0- 0 O r L +H L CO -O U O U L a) —L U N cO V cO cO N Cl) O O1> +ic+�— L.., O O C C U 1U) E� U C) E9 1c o O .O1 +1>�(j •Q .2 cts.2 -COO,O 4- 4- O Item 7: Staff Report Pg. 16 Packet Pg. 186 of 278 Qj Attachment B - • � Preliminary Cal Ave Place Identity & Signage Plan I • w F. 4 • 1d a' • a a� i , I oo-Iz • .4 � 1 Item 7: Staff Report Pg. 17 Packet Pg. 187 of 278 i� V Item 7 fJAttachment B - Preliminary Cal Ave Place - ..c ,al ' ljdentity & Signage Plan Item 7: Staff Report Pg. 18 Packet Pg. 188 of 278 C) E .11 CO Q 7 C'• Q U 1- -H O o cO C •L L O W O4- nomn♦♦ W O 1>1 C 1L .2 Ca CO a) a) a) F' c cd 0 0 0 0 -flU O C Ol 0 Q O L C + Q > L O O+j z m C a) m Q o°'+- a� C s om♦ .� •5i W n W a) L VCS /L� W /-�� W � O . lO L�1 J1 (0 ^' VQ! •� �.J X lV O L z > m L+ ° C0 Item 7: Staff Report Pg. 19 Packet Pg. 189 of 278 D E C -O L 3 O C • E N OO r Y U +1 L O I_ �) V O W W L 0 E O CO 0) cd O D u) D CO Q C 0) O� E O O D Co OCC—F-~ C V > cd to 3 p +j O a1 x•O_,3 °'C QO'-Q . L V O O Co CO 0) CC ._ Q O Cam' t O +, cam' C . O 0 0 O .> O H 0 0 1 Item 7: Staff Report Pg. 20 [ Packet Pg. 190 of 278 (� Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan 11 'I I , Icy '� 1r 4I F: .H . O CO O CC N O X lA O F C cA^, O /��♦, - .C_ 0 , n Cl) O1 a. N C CO O lA O O O1 L C� OO1 nO♦ «S a) O1- O1 11, O • - -O •^�^`` LF W W C O W DCCu N Q to 1 O -cItem 7: Staff Report Pg. 21 Packet Pg. 191 of 278 Item 7: Staff Report Pg. 22 Packet Pg. 192 of 278 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan I � I = Oa) I •I C o (o - U O i o -J> Z i - T Q) NI U m <0< I C C U co Zn i z'�" U >iC Q I a ++ - 1 I cI 1 1•�1 1 I 1 1 1 + O ^ C E O O O cO .— a O1 U cO 1 C 7 N +IA '- i cis CO C - W Q OCd— N O N C 0 Qj N O_ U N cA Dl O N S cd Q — O J CO CO Item 7: Staff Report Pg. 23 Packet Pg. 193 of 278 c a) C)a) U)0 OE E O O •3 O pp.2 t U - x C) a) s U U O O 0— C u. � � N QQ U a1 0 0 0 cc U) E 0 bA 0 a) cc a a) C � t � a) b 7 M u L L J V a E- «S cO O a CO O O cd N 01 o ( L C O •� > O U) -Ym •- +j '•F o_ •> O O O O O D *' O Q O1 N N O UI O U O r1 X O J F- 4° Item 7: Staff Report Pg. 24 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan � 3 � L O a) E " " 0) X 4_0 O a) • Lcc a] O NLi N5+-' a) ZT N W N 0 Q 0U J O U)0) QS : o -a ZLU � OZ L� W J Q V Packet Pg. 194 of 278 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Di C s O L � U O 41 Ol r 4) 2c N O1 U) cO O .O N L cO '.1 N E O N s +j rvl U) O C U) O J LL ° v u O 0 M ba C >.bID bb_ OO D 0 v L O ox O Ea) O II a)O O +' ra m L 6 •a) OJ - r6 m u mu w0 U o 0 Nt C +-I v 2 c Cr 3w Item 7: Staff Report Pg. 25 Packet Pg. 195 of 278 sW u . CC O 7 0000 O O N L - u y uy, fQ ( a.0 � a CE O o U +j a1 +j N N <d cd C C c j cd Cd E vI i Ui (/) + C O W o Dl O J i I° cr • Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan O 00 O C O C O 0 C O a 0- 0AC O= O D Item 7: Staff Report Pg. 26 Packet Pg. 196 of 278 Item 7 n.11 Attachment B - uPreliminary Cal Ave Place Identity & Signage Plan d a W � Oz< (Pa a �.�� • o s 0 m C S ++ 0 N 01 cri 0 O 0 0 Q rn •- (d N N O 0 Item 7: Staff Report Pg. 27 Packet Pg. 197 of 278 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan ai U u Ln 0 4J O O Z Cd O a) I_ a) W a� ) :31=O U - a) (1) C 4 +' Ewwo u) O p C O L -I-'— C ' N +j (J) (U!) _• Cl) a) __ o C to c +' E a) .L a) L O a) > a) O E u co (�— O Q .� as+j-0 .- 4_I a) CO c Q ! O o (� 4 a) a) O L L U t U 0 C O c c>5 to 4 a L C o -C O- O' ^ m 0 (Ii ciE S O + a) co • a) C 0c E 21 1 co) W 0 c, U _ ( U) Item 7: Staff Report Pg. 28 Packet Pg. 198 of 278 9 W W z a 0 H a C L cis U a) E cis C a) a) a) C O M 43 Ct II C Ct E Q) s C v a) s U) Ct Ct 11) Ct v C a, v H aj Z5 C U) > C lA C') CI U U O p M N U - -0 U C CO cd '4- 4 Q) N C cd C1 cO +' LL U(DU /1 L W U) ( 11 C W U) ^ ii S EU)p O U _ N Cu Q Q CC c� U cts 4 O O1 Qa. +j U1 N 'tA cd E co C O LL H -O -C co -O Item 7: Staff Report Pg. 29 U) Ct v C1 vi a) C Ct cn > a� Ct ' v1 C 0 O Ct bA O' CCtO O �O al N s -4 -� to O C �O Ct Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Packet Pg. 199 of 278 CM (f1 4) u O (f-i 1= U) u N Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Q) V) O vU c cn v 4- v v E v N c N c N N O i z a' c LI) o •— aJ V_�Q _ L/,- U-) L U I- 0 C O (0 O O C5 a) O O cE- O O OO +t ca N 4 O C C CI V) -O I j Item 7: Staff Report Pg. 30 Packet Pg. 200 of 278 Item 7 Attachment B - Preliminary Cal Ave Place � � •' , � Identity & Signage Plan • 'a - ''I,0 `moo • �• 1**• ;,'... 6 0t •11 0) ON COa) L i c0 O O E a j + L CD Ca) L .I_' O O a CO O yyy U +;CCd N C C L OO J, • ^ C O V, o J1 U) > � 0C � �I)C > N o C - a•- Co N NO OO C L.L L O N A H in E-9— Q H .C Item 7: Staff Report Pg. 31 Packet Pg. 201 of 278 V � V M � `^ V C 4) N 4) O w c o a Cd U C C N C ) U) co _0 G) Q U 0 c0 O +j �1� W N LO N E C N Q J Cl) (I)- 0) `V a Np �U) QC (0 ,C + L oQ U O1 '-co Q) O c0 O O 0 O 0 4 0) cd O O N to d O U + L O L o • f V Q 0 __ 0 0 H Q Item 7: Staff Report Pg. 32 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan ru Packet Pg. 202 of 278 Item 7 - AttachmentB-1 Preliminary Cal Ave Place Identity & Signage Plan a) • u N t O - a'. "0 N '-I Ln Ln N Cl) N ca O Ln NO N ON ca - D` , cu Cl) CO O N CO N -o Ln CO M Ln N 0 U Ln CO N CO M O` O N It -0 I 44 ++ c U c 'i +� a✓ a o Ln o r -I O m 0 U U U U U U 00 U E 00 00 U M C Cl) N CO M 0 O ca It Ln CO O` O'. c0 't N M I > M 'O Lf) N O N 1O Ln Ln Ln Ln N N > N N N 0 N M N c -I N CO c -I N M E E E O -I N M O a) 7 a) a) �" Q) N te(I) O u m m m 0 u u a) Cl) u >- O O O ate) E W Cl) I- 0 O 0 C O ci O rnCo a) O a) a CO C/) O O O L.L.I 0 I- 0 r-% a v E a) �l M t3) C O 4 Cd m C O C Cd c C/) Y O O I- 0 O O Cl) CO O U Item 7: Staff Report Pg. 33 Packet Pg. 203 of 278 G) I (6 O C a, E 0 2 a) C a) e . O 0 &m7 Attachment B- I Preliminary al&e+e % ment 6&5«age Plan ±® Co 0 ® O1 S \ C E / Co C c >o31 5- cii0 L. \ 0 2 7 ) $ Q @ 2 c o / D \ a • @ +j \ 3 0 % / C0 0 / C) /O / O O d CO k CC \ - ( o m E E ± ® > / y m O ) > +j > R \ 2 OO w • a):3 2 : % ) O / w d w 0•0 g -c -H O w k 5 E -o O E O E m % Co 0 O 0 ± cii CO a k 0 0 -O . O1 Item 7:Staff Report P�34 204 of 278 Qj # . Item 7 Attachment B - • � Preliminary Cal Ave Place Identity & Signage Plan I • oy� • a cn ,' O4• __ D1. -p _ C -D I I c.0 CO CD - Item 7: Staff Report Pg. 35 Packet Pg. 205 of 278 i� V O I- 0 a) •Y C Dl a) U -C O L C Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan ■ .W J7 ' ' ' eih N ua o N �- +; D D (ti 01 Q O C > CO a) : CC L OC +j +, I31 t a) C cdCO a) 0 Q -- E 01q) W L n` W CO +J o L W W +JC A\ co U 2a O • UCC Cd 0)O C O Q QC N D � L COv u) U > O O Q N E C (is to U) 0+ a) a) co cis 0M0- �CdD Ec�EC � -o cn 01 O C 0 c0 O 0 +' C (I)0 w a C C01 W 4O c0 u m E 01 0 E O O C U) C Cd Cd — +., U) w W C H .O > Q -O H -0 Item 7: Staff Report Pg. 36 Packet Pg. 206 of 278 lul Item 7 Attachment B - nnfl r n. - Preliminary Cal Ave Place Identity & Signage Plan U, ___ �J I -• •r its �► x� R' 'r 1, ��3 I • �I �I _ iw J!r1i' Cd C R Item 7: Staff Report Pg. 37 Packet Pg. 207 of 278 U) i 0 C 4) E i 0 0 1 N C CO A� W V z4S ui6yo usz3}5 a Iii w w6iLz Item 7: Staff Report Pg. 38 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan UI 8 Ij � uutljh wbySHi u81}f Packet Pg. 208 of 278 ;f= C O 0 U) C Dll cd CD U) U C co L C ^ U) W E co C-) a) E E C Cl) 9 I� O a U) O i E N C 0 U) C CO a) V of U! 0 3J lz Item 7: Staff Report Pg. 40 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan ui zui zulz Packet Pg. 210 of 278 lul Item 7 Attachment B - nnfl r n. - Preliminary Cal Ave Place Identity & Signage Plan �k I -4' / I!Ij5 =f m1R C R Item 7: Staff Report Pg. 41 Packet Pg. 211 of 278 9 U) i 0 i E A C 0 +a 0 UIO Item 7: Staff Report Pg. 42 O Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Packet Pg. 212 of 278 AVid — 3NIa — dOHS IU •�C 0 a) U a^ C ) u1 C O U C 7 E t q ++ a) - 1 C cd a) O o a vi c a a °n Qw 01 o 0,C C O 9 C 0 O o N N aa r a¢ 00 V CON a) 01 al N N 0 CO o> U a) C a a) O L CO U a) r--� Cd N O N > C N a) x N 0> O Q 01 n5 1d d 9 E Ca a) ++ C N2 -- -oa aON4- 4- CO CC i6 DD -ca C a) O • C a) a O C > Q cd , , C O + ++ i CO ++ coCa) a) .� N F- C W al C E - ct O7 -6 CO of al Oct O al y O a) C a) v O 0 O O 41 0 co- N 01 m ° aa) ;O = 001 ° E C 0 01 o �G °� ° }' u1 m E m -O a) -O i a) 7 O Lt 4 F J J a Q a (d CJ1 4 cc o i LL•• •• LL LL cc PQ W C O O 01 + U lL 4-.N a 4 U of +I+ M W Item 7: Staff Report Pg. 43 Packet Pg. 213 of 278 [a z 9 N C O C a, t }C A ci Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan ulolj4i ulz uic .SI, Item 7: Staff Report Pg. 44 Packet Pg. 214 of 278 Item 7 Attachment B - L Q) O Preliminary Cal Ave Place O + L O Ol Identity & Signage Plan Cd O1 cd p5 N i cUn C N L X Cd N Q O O N 4) O Cn D22 a) Q N C +j Cn N N E Cd + cm O 0 > I 0 6 N • �a �a �h V D I I • CO x x Item 7: Staff Report Pg. 45 Packet Pg. 215 of 278 coilUHO uJ ' � Q r ins R ri Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan ci D FO c15 a) L T/� VJ I L7 ^, W a a O F- 01 4--� fl c15 ci a) I- 9 — O N I a) U M O cli D 9- 00 M a cli C CO Item 7: Staff Report Pg. 46 Packet Pg. 216 of 278 O1 C C cri Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan O -O - � Cn o� 0 0 Q 10 6-C 3 a) N Ca) + •3 010 CD -0 O (n N 01C O (C O 01 '(6 Co O C_ -6 L N O 01 �[ C i0+ C O +• X E LL y -O C fA (6 .C CO (6 N C C X 01 E N E N oi. C N a O +' t — O O +' C y Cn E L71 J CO •C 0 C +' •(0 C$1 O +• to - CO CO a) 0 x O U C - a)--0 X (6-O O O C2 0° 0 as o2 C 7Y C/) 5 CE 3 -O M O O co Oi z t • • 2 a •• 2 N C + lL .2 d O U) C C +a+ O- .00 (6 _ C (6 CU I Item 7: Staff Report Pg. 47 Packet Pg. 217 of 278 d l a C N I - N C O i 0 E CO x Dl i Cd ■ Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan 6" Item 7: Staff Report Pg. 48 Packet Pg. 218 of 278 00 C Oa i T T a II.I-.- r1 ^�� v L) < Wm> Il' T y Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan CO o CO Cn C Ca O O 00 4 + X C Q 0 a) m U C a) E CO 0 ) OO1 >< a) C CI O Q o o c a) O Y_ ib a) Q L O Ca Ca a) -O p CO E S3 E. O1 O C a) --E- Q a O a) O O N CT •> a) Cc j5:5 .00 LL X50 g O O1 Q C Ca) 7 Ccii Y O CO 7) _1O_ L 'O 9 O a5 C E 1 CO Ca E 3 , C +- " Q 0 CO (a a) H +° Cu E 7 O O O O- Q�G Nmn LL O •+N-, a) •— d OO EC0 1 C • • • • • • 7 O ++ O 2 i O a) a + a) U. O+ Q _N .OO _N • Ca a) C Ca Item 7: Staff Report Pg. 49 Packet Pg. 219 of 278 m a N C O AC E VJ Dl C Cd U! LL Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Item 7: Staff Report Pg. 50 Packet Pg. 220 of 278 V � C cri LAJ J <0< • Dili . Lin1Iil!I1. Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan OO O y O1 C o,.a) CO o w O C1ri > +'Y 0 4 O O C Ca -O ro a Ca 0_ ca Y +O+ 0 O O1 •(0 O •> CJ CL CO C N E2 Q Q C QO O X U O N O N a E U Cn O O> (S6 U 6) -'-._ E Q a CD O N O Ol O O1 O1 W C O O1 Q C N +U+ -6 (CO o N Q-6CaC C 3 N U (6 (6 (6 Q QQ Eq O1 CO E�1a�m ro O C ECt NN (6 U (6 N N CO ++ H H H -0 O1 +• s E ^� N X N 4 Ca) (6 (6 (6 3 -C -O 3 O f6 O O_ Q 2G N m 9 U- O 3 3 f6 s N N N +, OOO Q+- x C : _ • • • • • • a O 2 22 N N C it .2 N N a N O+ m Item 7: Staff Report Pg. 51 Packet Pg. 221 of 278 A l a U) O Dl cri eft 2.425 in 2.425 in 2 ft 4 in Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan Item 7: Staff Report Pg. 52 Packet Pg. 222 of 278 J Dl cri Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan • o O N -O 0 U) N Ca C Ca > O y 0 0 OQ O C Cci Q t Y O @ — C O1 Ca ill N O O in +O+ C N N +' ) N E •- to O Ca D N C O Cwa) oCa C S' O cC i Q C O N C Q> � > �.., ^ O O O 'O 0 3 a C 0 61 O — 01 O> C a) Cd a) •� ro O C -0 L N N to F =p V N 01 ro ^ 01 W -2 O 00W Q +O' 01 N N— O N Cl) C C O N E O O id ,N Q C O d 0 -• Ca -O N yi S 2A cC iO to CO E3 E 01 0) N Ca O U O 3E E 0` -0 I- 0 E N C rn r)).C U) Cci 3 O LL Q N W Q LL O Q 0 +O+ C D O O 0 > Q+4+ 2 C 2 • • • • • • • 2 U C + lL .2 m rn a C U cii a .oO cr} - C cci 0Ca I Item 7: Staff Report Pg. 53 Packet Pg. 223 of 278 v l A a J Dl 0 cri Item 7 24fl 111. 2.4251f1 Attachment B - __________________ Preliminary Cal Ave Place I Identity & Signage Plan IkL. AVE C 7ft,irl C C C O C Item 7: Staff Report Pg. 54 Packet Pg. 224 of 278 Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan =11•si� is i::��: •• i�lul inw(w `•? L O U > x C O y .0 cci a U (Ti O1 U U O O U E O + Ti) N y O N N 7 -6 a --� NO O O U V C U ; Q - +' U 01 C3 CO .O U- C U C U O- O O O (A O OccciL •- O (Ti U 77 O ++ U Q CO O +, +- O O O U 6 a U U U (6 'CO 77 p Q N -O C U U (A C Q i0.. +' I a) o')a �? O aa` u- a) > U (A U o_ J Qrn cc • • • • A N O + LL O �U U rn a U 4.. a .O • •- O O w I Item 7: Staff Report Pg. 55 L Packet Pg. 225 of 278 J U a Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan U! Oi7 . �• } 11111Ji } 11{1113 � . �� llalaalili{llalda O - - J)lIJ111111)I1731 fj 6 4{1il{J{i3iilitii 9 6 �1. ....... ....... ! i v m : �.;i=�.� g JI11111 Ill1111 - C 0O o C 0 C a) E A a) C U I- 0 •1'd V UI £ }} 9 uIg € U!LJZ Item 7: Staff Report Pg. 56 Packet Pg. 226 of 278 &m7 -9 Attachment B- ll:LEIe _ . . . . Preliminary Cal Ave Place � Identity &a«� Plan _ m�§.0 - . - / -- -- ---- --- u | \ \WWWWW ! ; o .�............... ° ^ ° -aaaaaa ■ § C . . d • 2 ` !!!!!! §!§!!! U a) O {±\ //e / \ o § CO CO• o 0 k2 / f � t m , . Eta \)k 2� qm \ `2/ 3»� J « \)) _ E §#E R\) // =o W O (aom , W e S°E 0 E O. ))t \ K 2 =o / �= G®& 0 g)$ E»±= 2 Ea)i- f) -Ce t O 2+2$4 § §3\ )/§{ \{{\(§\Ok 0 § °kem Za)j) Ea 1O mop 2 E20> z--• CO �2CL2 0 U ° w % m tern 7:Staff Report P�s z7@za CL 0 m 0. D Al W 0 U 1 a. I- 0 4-0 V a, Item 7 ® I N M Attachment B - Preliminary Cal Ave Place 11 a Identity & Signage Plan aarniae ewiv �WV -—a:o��•so�s�uir s , -� v ;■ Ll PAIR Ted . I V lV : u1 esowlW L ."-Ei_It �{1 m ;'ik r az p;.. a< _ lead OUIWED 13 C4) w c sa > v < Y 0 r N M cf Item 7: Staff Report Pg. 58 Packet Pg. 228 of 278 ri1 N cn A Co +' U cc ow Q (/) QL DU ,} U Q s Ea U OU C Q Q cd N Item 7: Staff Report Pg. 59 Packet Pg. 229 of 278 Packet Pg. 230 of 278 6=6 . - frr -z N a C •L a) 0 C Cd Nirave 31vnWe I.':' 1 •• 1ea21 OU!W ] 13 Item 7: Staff Report Pg. 61 v a a ISBLuv F oasnu9 ueS W wie�y .. lo(ue5 UI .► Item 7 Attachment B - Preliminary Cal Ave Place Identity & Signage Plan a) C a) N v a) O1 Q N + t > x z d) Q N > O° O L Co (c C O Co W Co a) E > �1 _ a N C - (li O1_i O U cO -O cli c� (A L a) Co O O O1 a) co o O +� fA O I- CO s CO : s C Co 0— a) c� m cli (1) a U a) c D +-� CO N E : C O 81 N N to 4 O a O s O 4 -CO O1 O O - O CO O O t a -C Co E +, cli C O1 +- Cli C O G) CO 4 O1 C. C ai• c, c C cliCCo D1 Q a) t13 N O > U Q a) + a a)Cli CO C.)) O1 > i O U O O Co C a) y ' CO > 0) C +j L 7 - O1 Co cO O1 L � m d Q cli U Packet Pg. 231 of 278 ♦ Item 7 IS NP)!8 Attachment B - ♦ ♦ • ♦ Preliminary Cal Ave Place • ♦ Identity & Signage Plan Q J rn C U N E 0 cd ♦ iS 4SV c iullicd N V • • Q i1 � 0 U V DN DIM c) Q) u-i esou)wW �i w A 1 i N � • Q J U c � • Cu Cu s J • • ♦ Cu . U 0 • • ■ - I.. I ouivaeJ I3 h.D _ (dOlm c +' (Ti pq C3 L O lA a1 C C N O E O O' O L C +' N 3o a'I Q _ •E rn O O E + O C + U Q p V E C U O E O U 0 -p L 00_C cd _ O cd - + CO co O O - N , N O N L O O O O N a1 O> C CdO ' -0 cod +' a1 N O V •� � 'y •� O N p ° ad H ≤d Q 0 +s+ &. in A c w N o Q Item 7: Staff Report Pg. 62 Packet Pg. 232 of 278 W O1 }Cu ) O) cu 50 O E cu a O N ci a) a Attachment B- $cco p Preliminary Cal Ave PlacE C E a) Pw a) jdentity & Signage Plan X 0C Ca ma)O 1 -C C o 71 L +`� N m M +' a) +a N Ca E '0 tl C Do CO 3 CA C V E Q N a) N y N a) 7 a-0 o a) LL 0 (0 � C x 7 > ro a) w • • • N 2 2 0 a) co a) -C 0) O �_ 0 c E C 0 ++ Q C 7 C O 00 Cn co c6 Ca-' Q Q C O a) a) O O Cd 01 C aCCI O O d y p C 01 C CaCjED 'F jia) U j 71 n C X N Cd 0 v 71 +• Y 0 � N N O U Y 01 L C Q O Q Q a) O E O CC) 0) cb a) Ca_0.C m + E o O cu co CO+ QQ CCO p a) Y +- 0'i C -0 01 a) - U 01 v act C C 7 C Q C Q 0 m O O O +` a) +' C ND v C E 4, — E cI)C E C C Cd 'F a) U 7 7'i n •0 0 N U) (6 W c6 s (d a) c6 O 0 N U Y 01 x m N (6 a ii wa-p s- rn v LLO LOb ¢ Qcn C N Co E Cd N X 0 E -00 CD a) _ + C a) O 01 C D -C •+U—, m 3 C 7 50 p_ o a) Q) +• N co = + c E 3 u E 00 x 3 X m a P LLO . 7 2 (I) E a) l0 . 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N o co Q 0 0 Cl) C r1 Lei N O a) z m- o E5a_ O z F0 cc 2 O > a U O N `H E a� O O CO Q) O O `' i O C N fed L �1 0 o C a a1 C A O (d 4) 4) C: .— Cl) O1 O O O O cn 20 N Co J M N) O O �Q01 Item 7 Attachment C - Outdoor Activation Guidelines Street Zones 01 -t a) > I-C� .X ,5 a C 0 a) to U 0 LL t w N U + a) 0 C N or ° O m a) C a 0 a +; o , m E Cl) c a 3 CCo o a to C 4 o 0 o m c OU 4 00 a a a +O, N ++ C) a) 3 ° 8c5 c ° ° 0 Q ai o °> c c c E r O` E O_ N N N a) a) N N a 00 • • U > U a) C 0 al C 6 N C C 0 OI Y m C C > Co <a C? s 7 Co- E 0 -° U .N -O y, U > '30 a) a) 'o LL N O U C 0 j N 0 O N a O `O 00H y> 00— ++ f 0 N 10 of °° > * 0 a5 +`- ++ 'X -O U t X t t a) o Q V L U N U 0 0 C +• 9 0 a) y 0 ++ C 3 0.0 U a) 01 U > s U ++ 3 `° N :t O 0 a (0 O.l N C E-+ 7 2 _ • • • a U Y ° 0 `m + n a o - .0 Q N O 7 c N U O 0 L N y N U 7 + C + 0 U 0 O 0.001 a"' ++ 00 ++ C� y N a) O t -p LL m a) p O U + C CO a y ai -0 CC }r Cl) 0 a) O m N C CO a) N 01 C 000 22 c� O .01 > ai s U a w rn a) Q N Q C CJ a E 10 s 00 3 C E O ID Q 3 1 2 O ° m 0 = CD (6-E N C C o ai- t . 61 • 0 a) 0 ° 41 N ° +` q a)4041 s N U) 4 0 0. ate) 71 p ++ U ++ a ? 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U) L C a) a) +-' +- L O O OC a) m E L cU 41 41 U U U a)00 J O M r CV a) C O U O J cO D cO O !r C O (Ii U O J Y a) / / y / / / / / / / \/ / / / / / Y / / / / IP. Item 7: Staff Report Pg. 4 Packet Pg. 237 of 278 C a) E a) 0 a) U 4 a) C Co C 0 M U 0 J M 0 U) 0) C 0 N .O Ca 0 1 }S yO.lig A W Q J U 1>?aa OuiWU3 13 E o C Q W O Q C `� C `- � � O U �� a o a) �, N O 0 O (t c O N 0 m �► NCD c� Q C 2 s U- O O (a m *' - Ca Q J y O ci O E V O ++ 0 ca 00 ciC CO SC° a 01- 0 L .N O c p O G1 M� o O -0 0 ca C c o co E ..E 0I 000 t°ci�+ Item 7: Staff Report Pg. 1 A N a) V c -I Item 7 Attachment D - Outdoor .~--- Activation Guidelines Setback Maps }S 4S�d 1 I II 1,c! r. A Packet Pg. 238 of 278 Item 7 N 4 ' Attachment D - Outdoor aPActivation Guidelines I Setback Maps U] q ms...,. 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C 3 3 @ a) \ 7 g / / = - E Co e 5 :3C U)0 \ \ o y 0 C \ +1 :3 k \ fl o \ o E = E 2 $ o \ G D \ c k 0 2 $ U- Q m o E m 0 0 .o y 0 J ' ' Item 7:Staff Report P;7Pg.244 of 278 D C C O U R J ri V J C 0 N Cn C a) E N O a) U 4 a) CO C Co C O ((S U O J M O Item 7 Attachment D - Outdoor (0 Cn Activation Guidelines C t Setback Maps - 1C N _o -�♦ ( U) L W a c ,- E O L O -O N -O +' L m O k U O Q CU U) `- -- 4-. L Q U V p C 31 C> C a) 41 O1 C6 7 L O O a' O :E C6 +j O Q Q O1 C a) '—CE io N Cd Q a' a):= U - O C c6 k U + Co oQ O Q-c O ca a) Cp Q 0 p CU a � E o a U N C +, E O C-° m Urn C m a) O +) O O L a o O D U 0 U) HO O+ C 4 N N L Q N o � Q ro L E O Q +� Cn C O N a1 E C� Q a1 p0 Cl) C Co O U 0 Cn C C i J yam.. Z J OC y C U a) 31 O 31 L0 C i L O Cn 6 to O C>i a F —O C N C— a) Q h Q► y c� W O H O Q a) .C U i R1 ,C Cl)E i N cn O 0 0 L I— • N C ,� U 0 I 'f- O N ^ I'J _ C a) C C C U) C LSD C O E L O a) Da) oc6 O1 O U + O O N O C C� OC:D Q> p O U 00a «i C COO O O C O4 a'�O H° Q CO -a C U E Q C -O +' CO L -O - a) n- - Cd E O C L O O -C C4 a) a) L C U) Cp C O +' + O Co U C 4' a O +� CC0 _O Cn O O Co •0 O ,C Cn n y O'- a U m a c &o EE 0 C C L a) O N 7 Cn CC E Cn U) O1 C3 CD '- ii a) + CE «5 E 0 0 N + 7 E Item 7: Staff Report Pg. 8 Packet Pg. 245 of 278 Item 8 Item 8 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: ACTION ITEMS PALO Lead Department: Planning and Development Services ALTO Meeting Date: February 3, 2025 Report #:2501-4018 TITLE REINTRODUCED FIRST READING: Adoption of an Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement State Housing Laws Adopted in 2023 and Earlier, Including Parking Requirements Near Transit Stations in Accordance with AB 2097. CEQA Status - Exempt Pursuant to CEQA Guidelines Section 15061(b)(3). (PREVIOUSLY INTRODUCED: November 12, 2024 PASSED 6-1, Kou no; and Pulled from Consent Calendar on December 16, 2024) RECOMMENDATION Staff recommends the City Council: 1. Adopt or modify the attached ordinance that clarifies existing land use regulations and implements State housings laws adopted in 2023 and earlier. BACKGROUND This report transmits an ordinance implementing six state laws from the 2023 State legislative cycle or earlier. Some minor clean up amendments are also included unrelated to State law that do not have any meaningful policy implications but clarify existing municipal code provisions. This ordinance was introduced on November 12, 2024, following prior discussion by the Planning and Transportation Commission and tangential Council discussion during deliberation of the North Ventura Coordinated Area Plan earlier in the year — at least with respect to AB 2097. AB 2907 is a state law that precludes local vehicle parking requirements for development within one-half of a mile from transit stations. On November 12, 2024, the City Council directed staff to require accessible and electric vehicle parking based on the amount of parking that would have been required had AB 2097 not been enacted. Prior to this direction, staff only applied accessible and electric vehicle parking based on the amount of parking actually provided on -site as part of a development. Other state laws addressed in the ordinance were discussed by Council but did not solicit the same engagement as AB 2097 and required no ordinance changes. On December 16, 2024, staff placed the subject ordinance, requiring accessible and electric vehicle parking based on Item 8: Staff Report Pg. 1 Packet Pg. 246 of 278 Item 8 Item 8 Staff Report the amount of parking that would have been required had AB 2097 not been enacted, on the consent calendar as a re -introduction and first reading as opposed to a second reading due to unanswered policy questions that arose from the Council's motion following the hearing. Staff addressed those issues as described in the attached December 16th report. Also available online for additional context is the November 12, 2024 staff report.1 The City Council received one comment letter related to the re -introduced ordinance on the December 16th consent calendar encouraging the City Council to reconsider its policy direction on AB 2097. The item was pulled from the agenda by then Vice Mayor Lauing and Councilmembers Lythcott-Haims and Tanaka for future discussion. Note — the attached ordinance differs slightly from the version presented on December 16, 2024; one of the code amendments previously included in this ordinance was consolidated into another ordinance amending the same code section, which was adopted by the Council in January 2025. ATTACHMENTS Attachment A: Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement Recent State Housing Laws Attachment B: December 16, 2024 Staff Report (w/o ordinance attachment) Attachment C: Comment Letter (AB 2097) APPROVED BY: Jonathan Lait, Planning and Development Services Director 1 November 12, 2024 Staff Report: https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=83084 Item 8: Staff Report Pg. 2 Packet Pg. 247 of 278 *NOT YET APPROVED* Ordinance No. Ordinance of the Council of the City of Palo Alto Amending Variou Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Palo Alto Municipal Code to Clarify Existing Regulations and to Impl State Housing Laws Item 8 Attachment A - Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement Recent State Housing Laws SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. On October 11, 2023, the Governor of the State of California signed Senate Bill 684, effective July 1, 2024. SB 684 requires the ministerial approval of certain subdivision maps, planning entitlements, and building permits for developments of up to 10 residential units. B. On October 11, 2023, the Governor signed Senate Bill 4, effective January 1, 2024. SB4 requires housing development projects to be "use by right" on land owned by independent higher education or religious institutions, given certain conditions. C. On October 11, 2023, the Governor signed Assembly Bill 894, effective January 1, 2024. AB 894 requires local agencies to approve shared parking agreements that meet criteria specified in the bill. D. On September 22, 2022, the Governor signed Assembly Bill 2097, effective January 1, 2023. AB 2097, subject to certain limited exceptions, prohibits public agencies from imposing or enforcing a minimum parking requirement on a residential, commercial, or other development project that is within one- half mile of defined "public transit" E. On October 8, 2021, the Governor signed Assembly Bill 970, effective as to Palo Alto on January 1, 2023. AB 970 limits the discretion of local agencies when reviewing applications to install electric vehicle charging stations. F. On September 25, 2018, the Governor signed Assembly Bill 2162, effective January 1, 2019. AB 2162 makes certain supportive housing projects a use by -right in all zones that permit multifamily residential uses. Although the City has been implementing this bill since 2019, Program 6.5(D) of the 2023-2031 Housing Element requires the City to incorporate the bill in the zoning code. G. Upon recommendation of City Staff and the Planning and Transportation Commission, the Council of the City of Palo Alto desires to adopt regulations responding to and implementing these state laws. H. Upon recommendation of City Staff and the Planning and Transportation Commission, the Council further desires to make non -substantive clarifications to existing provisions of the Palo Alto Municipal Code. 1 20250122 tlh 0160022 Item 8: Staff Report Pg. 1 Packet Pg. 248 of 278 Item 8 *NOT YET APPROVED* Attachment A - Ordinanc Amending Palo Alto Municipal Code Title 18 SECTION 2. Section 18.42.185 (Standards for Up to Ten Units on Lots Su (Zoning) and Title 21 k to Senate Bill 684) of Chapter 18.42 (Standards for Special Uses) of Title 18 (Z (Subdivisions and Other Ito Municipal Code is hereby added as follows: Divisions of Land) to Clarify Existing 18.42.185 Standards for Up to Ten Units on Lots Subdivided Pursuant to Regulations and to (a) Purpose and Applicability Implement Recent State Housing Laws J This section implements California Government Code Sections 65852.28, 65913.4.5, and 66499.41 (Senate Bill 684, 2023) by establishing regulations for development of up to ten units on lots subdivided pursuant to Chapter 21.11. (b) Review Qualifying Development Proposals (1) Housing development projects on a lot or lots subdivided pursuant to Chapter 21.11 and California Government Code Section 66499.41 shall be ministerially reviewed and processed through the City's Ministerial and By Right Review Process (set forth in PAMC Section 18.77.074), in accordance with Government Code Section 68582.28. (2) Building permits for such projects may be issued prior to recordation of a final map, in accordance with Government Code Section 65913.4.5. (c) Development and Design Standards (1) Housing development projects shall be subject to the development standards set forth in the applicable zone district. (2) Proposed parcels containing up to two units shall comply with all objective standards for SB 9 projects, as adopted by the City Council, the Director of Planning and Development Services, or the Director of Public Works, except that no setback shall be required between units unless in accordance with the California Building Code, as locally amended. (3) Proposed parcels containing three or more residential units or mixed uses shall comply with Chapter 18.24 (Contextual Design Criteria and Objective Design Standards). SECTION 3. Section 18.77.074 (Ministerial and By Right Review Process) of Chapter 18.77 (Processing of Permits and Approvals) of Title 18 (Zoning) of the Palo Alto Municipal Code is hereby amended as follows (additions underlined; deletions struck through; unchanged text omitted by bracketed ellipses): !'A II 2 20250122 tlh 0160022 Item 8: Staff Report Pg. 2 Packet Pg. 249 of 278 Item 8 Attachment A - Ordinano *NOT YET APPROVED* Amending Palo Alto Municipal Code Title 18 18.77.074 Ministerial and By Right Review Process (Zoning) and Title 21 (Subdivisions and Other (a) Purpose and Applicability Divisions of Land) to Clarify Existing I Regulations and to (1) This section is intended to define a streamlined, ministerial review Implement Recent State qualifying Housing Development Projects that are submitted pursuant to si Housing Laws provisions of state law, such as +-AB 2162 (2018), AB 1397 (2017), and SB 3 Is section shall apply to multi -family residential projects that are subject to ministerial review or defined as a "use by right" in state law, including, but not limited to, Government Code sections 65651, 65583, 65583.2, and 65913.4. This section does not apply to the creation of an accessory dwelling unit and/or junior accessory dwelling unit. (2) The review required by this section shall not involve the exercise of discretion in a manner that would constitute a "project" for purposes of the California Environmental Quality Act (CEQA). This section does not, however, excuse a project involving a subdivision from compliance with Title 21 and the subdivision map processes set forth therein, which may result in a "project" for purposes of CEQA. SECTION 4. Chapter 21.11 (Streamlined Subdivisions Resulting in Ten or Fewer Parcels) of Title 21 (Subdivisions and Other Divisions of Land) of the Palo Alto Municipal Code is hereby added as follows: 21.11.010 Purpose This chapter implements California Government Code Section 66499.41 (Senate Bill 684, 2023) by establishing regulations for the ministerial subdivision of up to ten lots. 21.11.020 Applicability This chapter applies only to proposed subdivisions that meet all of the requirements of California Government Code Section 66499.41. A tentative map and final map shall be required for all subdivisions under this Chapter, regardless of the number of parcels created. 21.11.030 Review Qualifying tentative map applications shall be reviewed and processed ministerially in accordance with California Government Code Section 66499.41. Final maps shall be reviewed and processed in accordance with Chapter 21.16, except that a final map under this section may be approved by the City Engineer and Director of Planning and Development Services. 21.11.040 Objective Subdivision Standards The Director of Planning and Development Services may adopt administrative regulations to create objective subdivision standards or clarify existing standards that apply to subdivisions under this section. // 20250122 tlh 0160022 Item 8: Staff Report Pg. 3 Packet Pg. 250 of 278 Item 8 Attachment A - Ordinance *N0T YET APPR0VED* Amending Palo Alto Municipal Code Title 18 21.11.050 Accessory Dwelling Units Prohibited (Zoning) and Title 21 Accessory Dwelling Units and Junior Accessory Dwelling Units shall not (Subdivisions and Other lots created pursuant to this section. Divisions of Land) to Clarify Existing SECTION 5. Sections 18.52.030 (Basic Parking Regulations), 18.52.040 Regulations and to ing, Implement Recent State Loading and Bicycle Facility Requirements), 18.52.045 (Adjustments to Exist s), Housing Laws 18.52.050 (Adjustments by the Director), and 18.52.070 (Parking Regulatios OF LuHsstssrent District) of Chapter 18.52 (Parking and Loading Requirements) of Title 18 (Zoning) of the Palo Alto Municipal Code is hereby amended as follows (additions underlined; deletions struck_ through, and unchanged text omitted by bracketed ellipses): 18.52.030 Basic Parking Regulations (i) Transportation Demand Management Plan (1) Requirement for TDM Plan: A Transportation Demand Management (TDM) Plan to reduce and manage the number of single -occupant motor vehicle trips generated by the project shall be prepared and submitted by the applicant in the following circumstances: A. For all projects that generate 50 or more net new weekday (AM or PM peak hour) or weekend peak hour trips; B. For all projects claiming a reduction in net new trips due to proximity to public transit or the implementation of a TDM plan; and C. For all projects requesting a parking reduction. D. For all Droiects with reduced Darkine pursuant to California Government Code Section 65863.2 (AB 2097, 2022). (2) The Director shall have the authority to adopt guidelines for preparing TDM plans and when applicable shall coordinate such guidelines with the Transportation Management Association. 18.52.040 Off -Street Parking, Loading and Bicycle Facility Requirements (a) Parking Requirements In each district, off-street parking, loading and bicycle facilities for each use shall be provided in accordance with Tables 1 and 2, shown in subsection (c) of this Section 18.52.040. For affordable housing developments qualifying for density bonuses under Chapter 18.15 of the Palo Alto Municipal Code, adjustments to parking requirements will be calculated in accordance with Chapter 18.15. The requirement for any use not specifically listed shall be determined by the director on the basis of requirements for similar uses, and on the basis of evidence of actual 4 20250122 tlh 0160022 Item 8: Staff Report Pg. 4 Packet Pg. 251 of 278 Item 8 *NOT YET APPROVED* Attachment A - Ordinanc Amending Palo Alto Municipal Code Title 18 demand created by similar uses in Palo Alto and elsewhere, and such othe (Zoning) and Title 21 or planning data as may be available and appropriate to the establishment (Subdivisions and other requirement. Divisions of Land) to (1) For pro ects within one-half mile of Government Code Section 65863.2: (A) The project shall provide loa with this Section. Clarify Existing blic transit, as defined in Regulations and to Implement Recent State Housing Laws (B) The project shall provide the number of EVSE-installed parking spaces and parking spaces that are accessible to persons with disabilities that would be required if on -site parking were provided in accordance with this Section and in the absence of Government Code Section 65863.2. (i) When determining the amount on -site parking that would have been required in the absence of Government Code Section 65863.2, the maximum applicable adjustments pursuant to Section 18.52.050 or Chapter 18.15 shall be included. (C) Except as provided in this subdivision (a)(1), no off-street parking shall be required. (d) Residential and mixed use structures with fifty (50) or more dwelling units shall provide at least one (1) on -site, short-term loading space for passenger vehicles, to be used by taxicabs and similar transportation and delivery services. Unless an adjustment is approved pursuant to Section 18.52.050, projects providing only the automobile parking required by subdivision (a)(1)(B) shall provide one (1) on -site, short-term loading space for passenger vehicles, to be used by taxicabs and similar transportation and delivery services. 18.52.045 Adjustments to Existing Parking Facilities (a) The following minor adjustments maybe made to existing parking facilities that are intended to remain in substantially the same form after restriping. (1) Accessibility and EVSE-related equipment. For sites with existing development, the number on -site parking spaces may be reduced to the minimum extent necessary to: (1) achieve state or federally mandated accessibility requirements or (2) permit installation of electric vehicle charging stations, as defined in California Government Code Section 65850.7.cicctrical utility cquipmcnt rcquircd for EVSE. A maximum of 10% of the existing automobile parking stalls, or one stall, whichever is greater, may be removed to accommodate accessibility requirements. € / €itself.the-extentrea onablyTeasible, c Electrical equipment required for EVSE shall should be placed in a location that minimizes visibility from the public right-of-way. 20250122 tlh 0160022 Item 8: Staff Report Pg. 5 Packet Pg. 252 of 278 Item 8 Attachment A - Ordinanc *NOT YET APPROVED* Amending Palo Alto Municipal Code Title 18 18.52.050 Adjustments by the Director (Zoning) and Title 21 (Subdivisions and Other Automobile parking and off-street loading requirements prescribed by this Divisions of Land)to adjusted by the director in the following instances and in accord with the p Clarify Existing ns in Table 4, when in his/her opinion such adjustment will be consistent with Regulations and to is chapter, will not create undue impact on existing or potential uses adjoinir Implement Recent State general vicinity, and will be commensurate with the reduced parking dema Housing Laws development, including for visitors and accessory facilities where appropriate. No reductions may be granted that would result in provision of less than ten (10) spaces on a site. The following are adjustments that apply to developments not located within a parking assessment district. Adjustments within the parking assessment districts are contained in Section 18.52.080. The decision of the regarding parking adjustments may be appealed as set forth in Chapter 18.78 (Appeals). (e) Shared Parking Agreements Notwithstanding the limitations set forth in Table 4, subdivision (a), and subdivision (c) of this Section, the Director shall approve a parking adjustment where the applicant meets all of the requirements of California Government Code Section 65683.1, including but not limited to, preparation of a parking analysis and a recorded shared parking agreement. 18.52.070 Parking Regulations for CD Assessment District (f) Minor Adjustments to Existing Parking Facilities The following minor adjustments may be made to existing parking facilities that are intended to remain in substantially the same form after restriping. (1) Accessibility and EVSE-related equipment. For sites with existing development, the number on -site parking spaces may be reduced to the minimum extent necessary to: (1) achieve state or federally mandated accessibility requirements or (2) permit installation of electric vehicle charging stations, as defined in California Government Code Section 65850.7. cicc+r;,.-.I utility eq mcnt rcquircd for EVSE. A maximum of 10% of the existing automobile parking stalls, or one stall, whichever is greater, may be removed to accommodate accessibility requirements. € / € itself. To t#e-extenntrea onablyTeasible, c Electrical equipment required for EVSE shall should be placed in a location that minimizes visibility from the public right-of-way. 20250122 tlh 0160022 Item 8: Staff Report Pg. 6 Packet Pg. 253 of 278 *N0T YET APPR0VED* SECTION 6. Footnote 3 to Table 3 of Section 18.18.060 (Development Stand (Downtown Commercial (CD) District) of Title 18 (Zoning) of the Palo A hereby amended as follows (additions underlined; unchanged text o ellipses): 18.18.060 Development Standards TABLE 3 MIXED USE AND RESIDENTIAL DEVELOPMENT STANDARDS Footnotes: [...I Item 8 attachment A - Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other .18 Divisions of Land) to e is Clarify Existing ted Regulations and to Implement Recent State Housing Laws (3) FAR may be increased with transfers of development, increased floor area for housing development projects with 3-10 residential units pursuant to 18.18.065, and/or bonuses for seismic and historic rehabilitation upgrades, not to exceed a total site FAR of 3.0:1 in the CD -C subdistrict or 2.0:1 in the CD -S or CD -N subdistrict. SECTION 7. Chapter 18.30(F) (Automobile Dealership (AD) Combining District Regulations) of Title 18 (Zoning) of the Palo Alto Municipal Code is hereby amended as follows (additions underlined; unchanged text omitted by bracketed ellipses): Chapter 18.30(F) AUTOMOBILE DEALERSHIP (AD)COMBINING DISTRICT REGULATIONS 18.30(F).040 Permitted Uses The following uses shall be permitted in the (AD) combining district: (a) Automobile dealerships. (b) All other uses permitted in the underlying district. 18.30(F).045 Conditional Uses The following uses may be conditionally permitted in the (AD) district, subject to the issuance of a conditional use permit in accord with Chapter 18.76 (Permits and Approval): f� All other conditional uses allowed in the underlying district. 20250122 tlh 0160022 Item 8: Staff Report Pg. 7 Packet Pg. 254 of 278 Item 8 Attachment A - Ordinanc *NOT YET APPROVED* I Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 SECTION 8. Section 18.42.040 (Late Night Uses and Activities) of Chapter (Subdivisions and Other for Special Uses) of Title 18 (Zoning) of the Palo Alto Municipal Code is hereb Divisions of Land) to ws (additions underlined; deletions struck through): Clarify Existing Regulations and to 18.42.040 Late Night Uses and Activities Implement Recent State Housing Laws (a) Purpose The purpose is to restrict retail or service commercial businesses abutting (either directly or across the street) or within 50 feet of residentially zoned properties or properties with existing residential uses located within nonresidential zones, with operations or activities between the hours of 10:00 p.m. and 6:00 a.m. Operations subject to this code may include, but are not limited to, deliveries, parking lot and sidewalk cleaning, and/or clean up or set up operations, but does not include garbage pick up. (b) Requirements (1) Retail (including restaurants) or service commercial businesses abutting or within 50 feet of residentially zoned properties or properties with existing residential uses located within nonresidential zones, that are open or with operations or activities between the hours of 10:00 p.m. and 6:00 a.m. shall be operated in a manner to protect residential properties from excessive noise, odors, lighting or other nuisances from any sources during those hours. (2) Where planning or building permits are required or for a change in use that results in any such commercial business in the CNLe-CS, NV-MXM, and NV-MXH zone districts, operating or with activities between the hours of 10:00 p.m. and 6:00 a.m., a conditional use permit shall be obtained and conditions of approval shall be applied as deemed necessary to ensure the operation is compatible with the abutting (or within 50 feet of) residential property. Said use permit shall be limited to operations or activities occurring between 10:00 p.m. and 6:00 a.m. SECTION 9. If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the Ordinance would be subsequently declared invalid or unconstitutional. SECTION 10. The Council finds that the Ordinance is exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15061(b)(3) because it can be seen with certainty that there is no possibility that updating the municipal code to incorporate existing changes in State Density Bonus Law will have a significant effect on the environment. // WA 20250122 tlh 0160022 Item 8: Staff Report Pg. 8 Packet Pg. 255 of 278 *NOT YET APPROVED* SECTION 11. This Ordinance shall be effective on the thirty-first date adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney 20250122 tlh 0160022 Mayor I_1»:1S1Y1� J City Manager r � Item 8 Attachment A - Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement Recent State Housing Laws Director of Planning and Development Services 9 its Item 8: Staff Report Pg. 9 Packet Pg. 256 of 278 Item 8 Attachment B - December 16, 2024 Staff Report (w/o ordinance attachment) LILUU Cii Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Planning and Development Services ALTO Meeting Date: December 16, 2024 Report #:2412-3848 TITLE REINTRODUCED FIRST READING: Adoption of an Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement State Housing Laws Adopted in 2023 and Earlier. CEQA Status - Exempt Pursuant to CEQA Guidelines Section 15061(b)(3). (PREVIOUSLY INTRODUCED: November 12, 2024 PASSED 6-1, Kou no) RECOMMENDATION Adopt the attached ordinance clarifying existing regulations and implementing state housings laws adopted in 2023 and earlier. BACKGROUND On November 12, 2024, the City Council provided direction to staff on the implementation of AB 2097 and adopted an ordinance on first reading that amended the Palo Alto Municipal Code to incorporate a variety of state housing laws, including AB 2097. The Council motion was, in pertinent part: 1. Require ADA / EVCS parking based on the full amount that would have been required if AB 2097 did not apply. 2. Adopt the attached ordinance implementing state law and other minor amendments to Titles 18 and 21 of the municipal code, except as modified by the prior motion on AB 2097 ANALYSIS The City Council direction on AB 2097 differed from the staff recommendation and the draft ordinance attached to the November 12 report. As a result, staff have revised the ordinance to reflect City Council direction (see page 5 of the attached ordinance). As part of this effort, staff found it was necessary to better define the term "full amount" of parking used in the Council motion. Both local and state laws offer a variety of parking adjustments based on factors such as on -site amenities, transportation demand management plans, and the amount of affordable housing provided. Staff resolved this question in the Item 8: Staff Report Pg. 1 Packet Pg. 257 of 278 Item 8 Attachment B - December 16, 2024 Staff Report (w/o ordinance proposed ordinance by applying the maximum amount of parking adjustor attachment) g the "full amount" of parking. Because this is a substantive issue that was not previously discussed, staff is presenting the ordinance for a new first reading. In addition, staff have added a provision to the ordinance clarifying that this change will not apply to projects that have been deemed complete for a planning entitlement prior to the effective date of the ordinance. This will avoid situations where an applicant has expended significant time and resources based on the staff's prior interpretation of AB 2097, only to have the project scuttled at a late stage. One example of this issue is 640 Waverley. This mixed -use project with four dwelling units is proposing six parking spaces, of which one is an accessible space and four are EV-ready. Under the proposed ordinance, the project would need to provide nine spaces, including two van -accessible spaces, and seven EV-ready spaces. Given the physical constraints associated with this downtown site, the additional requirement would require a complete redesign of the project and would likely render it infeasible. Another example is the former Antonio's Nut House project, which is currently designed with one accessible parking space and one other publicly available space. With the Council's direction, both of those spaces would been required to be accessible spaces. This project, however, has already received a building permit and will not be subject this requirement. POLICY IMPLICATIONS For properties within the Downtown parking district, applicants will have an opportunity to participate in the City's in -lieu parking program for commercial development under the City's current standards; residential projects would need to provide on -site ADA and EV parking in accordance with the Council's direction. As illustrated above for the 640 Waverley project and documented in the prior staff report, this may make housing development on smaller lots unlikely. For properties in the California Avenue area within one-half mile from the Caltrain station, the interchangeability of land uses, such as transitioning from retail to restaurant will be constrained for some sites. An intensification of land use typically requires additional parking, and the first parking spaces are dedicated to accessible parking. Many smaller lots in this area seeking to establish a restaurant or higher intensity land use may be impacted by this action until such time the City establishes a uniform parking requirement for retail and retail -like uses; tentatively scheduled to occur around June 2025. In other areas not subject to AB 2097, staff will continue to impose an accessibility and electric vehicle parking requirement based on the amount of parking provided on -site as part of the development. An example of this is with the affordable housing project at 525 Charleston Avenue. This approach is consistent with local and state law requirements. FISCAL/RESOURCE IMPACT The recommendation in this report does not have any significant fiscal or resource impacts to the City. Item 8: Staff Report Pg. 2 Packet Pg. 258 of 278 STAKEHOLDER ENGAGEMENT Item 8 Attachment B - December 16, 2024 Staff Report (w/o ordinance attachment) The City Council held a public hearing on this ordinance on November 12, 2024 and provided direction to staff to implement the subject ordinance. ENVIRONMENTAL REVIEW The recommendation in this report is exempt from environmental review in accordance with the California Environmental Quality Act Guidelines Section 15061(b)(3) in that it can be seen with certainty that the proposed action does not have an impact on the environment and continues the status quo. ATTACHMENTS Attachment A: Ordinance Amending Palo Alto Municipal Code Title 18 (Zoning) and Title 21 (Subdivisions and Other Divisions of Land) to Clarify Existing Regulations and to Implement Recent State Housing Laws APPROVED BY: Jonathan Lait, Planning and Development Services Director Item 8: Staff Report Pg. 3 Packet Pg. 259 of 278 Item 8 24 Attachment C- Public Comment (AB 2097) From: Ken Haves To: Council, City Subject: December 16, 2024 CC Meeting Consent Calendar #24 Date: Thursday, December 12, 2024 8:39:03 AM Attachments: imacie001f331.pna 241212CPA CC 24combined Ddf CAUTION: This email originated from outside of the organization. Be cautious of opening attachments and clicking on links. Good Morning Mayor Stone and fellow council members, Please see attached letter addressing concerns I have about the proposed ordinance language modifying PAMC 18.52.040 Off -Street Parking and the potential impact this will have on the production of housing within'/2 mile of public transit. Further consideration of the appropriate policy direction needs to be evaluated by the city's consultants and the Housing Advisory Committee. Thank you for your consideration. Best regards, Ken Ken Hayes Principal, AIA Khayes(c©thehayesgroun com 2657 Spring Street. Redwood City, CA 94063 350 Sansome, Suite 750, San Francisco, CA 94104 www.thehayesgroup.com P 650.365.0600x 115 C 415.203.2597 F 650.365.0670 The information contained in this message may be legally privileged and confidential. It is intended to be read only by the individual or entity to whom it is addressed or by their designee. If the reader of this message is not the intended recipient, you are on notice that any distribution of this message, in any form, is strictly prohibited. If you have received this message in error, please immediately notify the sender and/or The Hayes Group by Item 8: Staff Report Pg. 1 Packet Pg. 260 of 278 Item 8 Attachment C - Public Comment (AB 2097) telephone at (650) 650-365-0600 and delete or destroy any copy of this message. Item 8: Staff Report Pg. 2 Packet Pg. 261 of 278 Item 8 Attachment C - Public Comment (AB 2097) December 12, 2024 Honorable Mayor Stone and City Council Members City Of Palo Alto Office of the City Clerk: City Hall, 7th Floor 250 Hamilton Avenue Palo Alto, CA 94301 Sent Via Email: City.Council@cityofpaloalto.org RE: December 16, 2024, COUNCIL MEETING CONSENT CALENDAR #24 First Reading Reintroduced State Housing Laws..... Honorable Mayor Stone and Council Members, I am writing to express my concern regarding the proposed modifications to the parking exemptions under AB 2097, which are being considered as Consent Calendar item #24. Especially, now that your consultants and the Downtown Housing Citizen's Advisory Committee is about to start work, I urge you to remove this item from the Consent Calendar for further discussion and analysis, given the complexity of its potential outcomes and impacts on the downtown area and other locations within a 1/2 -mile radius of public transit. The proposed ordinance modifies PAMC 18.52.040 Off -Street Parking, Loading and Bicycle Facility Requirements (a) Parking Requirements by adding the following language: (1) For projects within one-half mile of public transit, as defined in California Government Code Section 65863.2: (B) The project shall provide the number of EVSE-installed parking spaces and parking spaces that are accessible to persons with disabilities that would be required if on -site parking were provided in accordance with this Section and in the absence of Government Code Section 65863.2. Main Office: 2657 Spring Street, Redwood City, CA 94063 Phone 650.365.0600 SF Office: 350 Sansome Street, Suite 750, San Francisco, CA 94104 thehayesgroup.com Item 8: Staff Report Pg. 3 Packet Pg. 262 of 278 Item 8 Attachment C - Public Comment (AB 2097) This provision has serious implications for the feasibility of creating more housing opportunities in the areas of Palo Alto within Y2 mile of Public Transit. Consider how the proposed ordinance would impact a typical 5,000 sf (50 ft wide x 100 ft deep) site. A hypothetical Housing Development Project, as defined in 65589.5(h)(2), would have 2/3 of a mixed -use project in multi -family use. With current FAR standards, a 5,000 sf site could have 5,000 sf of commercial space and 10,000 sf of residential accommodating 10 units (1/2 two bedroom and '/2 one bedroom). For the commercial portion, this hypothetical project would require the following EVSE installed spaces and accessible parking spaces: EVSE Installed: 1 space (5% of 20 required spaces). Van accessible Accessible Space: 1 Space (for the first 25 required spaces). Van accessible Commercial Subtotal: 2 spaces For the residential portion, this hypothetical project would require the following EVSE installed spaces and accessible parking spaces: EVSE Installed: 2 Spaces (10% of 15 EV Ready spaces -1 per unit). 1 van accessible Accessible Space: 1 space (5% of the 15 unassigned spaces). Van accessible Residential Subtotal: 3 spaces Total 5 spaces A 9 -foot wide van accessible space requires an unloading zone 8 feet wide on the passenger side of each vehicle. Each of the residential and commercial van spaces above will require the unloading zone, making the width of one space 17 feet and the width required for all spaces 77 feet (17 ft/space x 4 spaces + 9' space). If the site is fortunate to have an alley at the rear - not all do - it could only provide this required parking if the site was 77+ feet in width. See attached Exhibits A and B depicting this requirement for a 50 -foot wide site (infeasible) and a 75 -foot wide site (infeasible). Since the majority of sites in Palo Alto's Cal Ave and Downtown districts are 50 feet wide or less, requiring ADA and EVCS spaces on -site' as proposed would effectively render most sites in our densest, most walkable neighborhoods useless for housing development or office -to - housing conversions and mixed -use projects. It is the cost and physical constraints of parking that deters many projects. 1 The commercial portion could participate in the in -lieu downtown parking assessment district, but an applicant would likely use AB2097 to exempt this in -lieu fee requirement. And, the city would still impose the requirement for providing the EVSE and Accessible spaces in accordance with the text of the ordinance. Main Office: 2657 Spring Street, Redwood City, CA 94063 Phone 650.365.0600 SF Office: 350 Sansome Street, Suite 750, San Francisco, CA 94104 thehayesgroup.com Item 8: Staff Report Pg. 4 Packet Pg. 263 of 278 Item 8 Attachment C - Public Comment (AB 2097) These simple case studies (exhibit A and B) are damning, but deeper examination exposes even more challenges for site planning for new housing projects. Here is an incomplete list of additional constraints and considerations for study: Interaction with accessible entry requirements. Accessible entries cannot be through the back door unless it is the main entrance or leads to the main entrance. Locating accessible and EVSE-accessible parking at the rear of buildings, off an alley, forces disabled users to navigate dark alleys at night to reach the main building entrance via public sidewalks. This is hazardous, inequitable, and unsafe. But off the alley is where these spaces would be accommodated. 2. Rear parking layouts reduce retail space significantly. Dedicating parking at the rear of buildings, off alleys, consumes otherwise usable retail floor area, reducing it by as much as 28%. (See Exhibits A and B.) 3. Impact on owners who wish to add housing while preserving commercial space. Parking at the rear of buildings consumes 28% of the ground floor area (Exhibits A and B). To make up for this loss of area on the ground floor, upper stories would cover the ground floor parking and extend to the rear property line, increasing the area of the upper stories; however, when the commercial parking at grade is "covered" by stories above, the covered commercial parking area counts as FAR, reducing otherwise viable commercial floor area. This is a deterrent to applicants who want to maintain commercial floor area and introduce housing in a mixed -use building. 4. Project -by -project EVSE requirements overburden small developments. Imposing EVSE-installed and accessible parking requirements on individual projects results in disproportionately large demands on small buildings and the downtown. For instance, a 10 -unit project could face nearly the same requirements for van - accessible EVSE and accessible spaces as a larger development due to minimum thresholds for accessible and EVSE installed spaces, and van -accessible spaces occupying twice the area of a regular space, displacing other valuable land uses. 5. Sites without alley access may become unbuildable for housing. Housing sites without alley access and prohibited from having curb cuts may fail to meet the ordinance's parking requirements, rendering them unusable for residential development. 6. Excessive vehicular infrastructure undermines walkability. Requiring parking, driveways, curb cuts, and accessible unloading spaces for numerous small projects diminishes downtown walkability and livability. This conflicts with AB2O97's goals of reducing automobile dependence and making housing less Main Office: 2657 Spring Street, Redwood City, CA 94063 Phone 650.365.0600 SF Office: 350 Sansome Street, Suite 750, San Francisco, CA 94104 thehayesgroup.com Item 8: Staff Report Pg. 5 Packet Pg. 264 of 278 Item 8 Attachment C - Public Comment (AB 2097) expensive to build. 7. Interaction with Housing Element yield assumptions and stated programs. Downtown sites identified as housing opportunities sites or sites where potential housing could be provided could be rendered ineffective in meeting the city's RHNA goal with this proposed policy direction. Rushing this decision risks undermining the city's critical goal of creating more housing in the downtown area. Parking requirements are a nuanced issue that demand careful study and informed policymaking, rather than expedited action without a full understanding of the consequences. As currently written, the ordinance language could unintentionally discourage housing development. For example, our proposed mixed -use project at 640 Waverley Street has been in development since 2013, undergoing numerous design iterations over the years. It wasn't until AB 2097 was adopted in January 2023 that a viable path forward was established in collaboration with the city and the property owner. This project, which is in the final stages of approval, will deliver four residential units on a 5,000 -square -foot site2—an important contribution to downtown housing, especially if there are many of them. It is essential that pipeline projects like this be allowed to proceed, regardless of how the Council ultimately decides on changes to parking requirements. At a time when the city is initiating a study on housing opportunities downtown, I urge the Council to pause and allow the Citizen's Advisory Group and consultants to complete their analysis. Their recommendations, including considerations for EVSE-installed and accessible parking spaces, will ensure that any changes align with our shared goal: creating more housing. I strongly recommend that item #24 be removed from the Consent Calendar and revisited after a thoughtful and thorough review. Let's ensure that the city's actions are deliberate, data -driven, and supportive of our collective vision for a vibrant and sustainable downtown. Sincerely, Ken Hayes, AIA Principal Encl: Exhibits A and B 2 Most potential housing sites are 5,000 SF or less in the downtown and though the resulting number of housing units is small many of these projects combined will make a difference in creating living opportunities in the downtown and are essential. Main Office: 2657 Spring Street, Redwood City, CA 94063 Phone 650.365.0600 SF Office: 350 Sansome Street, Suite 750, San Francisco, CA 94104 thehayesgroup.com Item 8: Staff Report Pg. 6 Packet Pg. 265 of 278 Item 8 Attachment C - Public Comment (AB 2097) ;'ALLEY RESIDENTIAL ADA I EV EV VAN R VAN R R O I `() 5,000 SF COMMERCIAL 10,000 RESIDENTIAL 10 DWELLING UNITS RESIDENTIAL PARKING (R) HALF 2 BEDROOM = 5 X 2 SPACES/UNIT = 10 HALF 1 BEDROOM = 5 X 1 SPACE/UNIT = 5 TOTAL RESIDENTIAL PARKING SPACES = 15 ADA 15X.05 = .75 SPACES OR 1 VAN SPACE EVSE READY = 15 CI EVSE INSTALLED 10% X 15 = 1.5 OR 2 (1 VAN) COMMERCIAL PARKING (C) ADA 5,000 SF = 20 CARS = 1 VAN (FOR 1-25 CARS)1 EVSE INSTALLED = 20 X 5% = 1 VAN NOTES: • PARKING REQUIREMENT CANNOT BE MET SINCE 77 FEET IS NEEDED AND SITE IS ONLY 50 FEET WIDE. NON COMPLIANT SPACES IN RED. • COMMERCIAL PARKING, IF COVERED BY BUILDING COUNTS TOWARDS COMMERCIAL F.A.R. P. L. COMMERCIAL EV VAN C BUILDING GROUND FLOOR REDUCED BY 1,400 SF BY PARKING - 28 % REDUCTION 50' STREET ADA VAN C o bo d O lY U - EXHIBIT A 5,000 SF SITE DATE: 12.12.24 CD -C DISTRICT Item 8: Staff Report Pg. 7 Packet Pg. 266 of 278 Item 8 Attachment C - Public Comment (AB 2097) 20' ALLEY EV R EV ADA ADA EV EV ADA ADA R IVAN VAN VAN VAN C VAN R R C C C I O I i() 7,500 SF COMMERCIAL 15,000 SF RESIDENTIAL 15 DWELLING UNITS RESIDENTIAL PARKING (R) SEVEN 2 BEDROOM = 7 X 2 SPACES/UNIT= 14 1 EIGHT 1 BEDROOM = 8 X 1 SPACE/UNIT = 8 TOTAL RESIDENTIAL PARKING SPACES = 22 ADA 22X.05 = 1.1 SPACE OR 1 VAN SPACE EVSE READY = 22 EVSE INSTALLED 10% X 22 = 2.2 OR 3 (1 VAN) 01 �I COMMERCIAL PARKING (C) ADA 7,500 SF = 30 CARS = 2 (1 VAN) EVSE INSTALLED = 30 X 5% = 1.5 OR 2 (1 VAN) NOTES: • PARKING REQUIREMENT CANNOT BE MET SINCE 104 FEET IS NEEDED AND SITE IS ONLY 50 FEET WIDE. NON COMPLIANT SPACES IN RED. • COMMERCIAL PARKING, IF COVERED BY BUILDING COUNTS TOWARDS COMMERCIAL F.A.R. P.L. BUILDING GROUND FLOOR REDUCED BY 2,100 SF FROM PARKING - 28 % REDUCTION 75' STREET EXHIBIT B 7,500 SF SITE DATE: 12.12.24 CD -C DISTRICT z_ J O w LL Item 8: Staff Report Pg. 8 Packet Pg. 267 of 278 Item 10 Item 10 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: INFORMATION REPORT PALO Lead Department: Planning and Development Services ALTO Meeting Date: February 3, 2025 Report #:2412-3876 TITLE Rental Residential Vacancy Rate Determination for Three Plus Dwelling Units for 2024 RECOMMENDATION This is an informational report and City Council action is not required. EXECUTIVE SUMMARY This report transmits the reporting of the vacancy rates of properties containing three or more residential rental units for 2024. The vacancy rate was below the 3% threshold at 1.19% for the first half of 2024 and 1.25% for the second half of 2024; therefore, applications to convert residential rental to ownership units via a subdivision process are not eligible for consideration. BACKGROUND Planning and Development Services staff prepare the Residential Vacancy Rate Determination Report twice a year to meet the requirements of Palo Alto Municipal Code (PAMC) Section 21.40.040, Determination of Vacancy Rate and Surplus. PAMC Section 21.40.0401 states the following: In April and November of each year, the director of planning and community environment shall determine from the city utility meter records the vacancy rate and the vacancy surplus, if any, within the city limits. New market -priced rental units available to the general public, for which a certificate of use and occupancy has been issued since the last vacancy survey, shall be added on a unit -for -unit basis either to reduce the vacancy deficiency or to increase the vacancy surplus. All conversions involving a change in the type of ownership of three or more rental units are subject to the provisions of this chapter. Vacancy surplus in this section of the Municipal Code is defined as the number of rental units being offered for rent or lease more than the 3% vacancy rate. The City cannot accept tentative or preliminary parcel map applications for subdivisions created from conversions unless there is a vacancy surplus of 3% or more as of the most recent determination. This rule is set forth in PAMC Section 21.40.040. 1 Municipal Code Chapter 21.40: https://codelibrary.amlegaI.com/codes/paloalto/latest/paloalto ca/0-0-0-83254 Item 10: Staff Report Pg. 1 Packet Pg. 268 of 278 Item 10 Item 10 Staff Report The purpose of the regulations pursuant to PAMC 21.40.040 is to seek a reasonable balance of rental and ownership housing in the City in a variety of individual choices of tenure, type, price, and location of housing. The provisions are also intended to protect the supply of multi -family rental housing stock in the City for low- and moderate -income families, and to reduce and avoid displacement of tenants, particularly seniors and families. ANALYSIS The multifamily rental vacancy rate was 1.19% in April 2024 and 1.25% in November of 2024. These percentages represent a decrease from the annual vacancy average of 2023 but are still higher compared to 2021 and 2022 annual averages. Further details can be found in Table 1. Table 1: Average Annual Rental Vacancy Rates Year Estimated Housing Units3 7,901 7,912 7,928 Utility Accounts Deemed Vacant 92 118 131 Estimated Vacancy Rate (Average)4 1.22% 1.45% 1.58% 2015 2016 2017 2018 7,928 132 1.52% 2019 7,931 141 1.83% 2020 8,057 226 2.80% 2021 8,057 55 1.13% 2022 8,057 56 1.16% 2023 8,057 68 1.32% 2024 (15t half) 2024 (2nd half) 8,057 8,057 58 61 1.19% 1.25% Staff prepared this analysis per PAMC Section 21.40.040 using the City of Palo Alto's utility meter records. These records reveal the total number of "active" multi -family apartments and allow staff to determine the percentage of "vacant" multi -family apartments. Utility accounts associated with three or more rental units were identified. Staff acknowledge there may be gaps and inconsistencies in this data methodology. Multi- family properties could have different types of utility accounts and for various reasons, not all 3 The U.S. Census Bureau Decennial Census 2010 data is used as a baseline for the total rental stock data in Palo Alto and changes (addition or demolition) to the total rental dwelling unit stock are tracked by staff biannually using the City of Palo Alto's land use management system (Accela) to generate the vacancy rate. Staff expected to update the baseline with the release of the 2020 Decennial Census; however, the U.S. Census Bureau decided to discontinue the rental data point and staff will continue to use the original methodology. 4 This percentage is the number of utility accounts deemed "vacant" divided by the utility accounts sample size. Item 10: Staff Report Pg. 2 Packet Pg. 269 of 278 Item 10 Item 10 Staff Report accounts could be identified. Examples of data limitations include but are not limited to, addresses between databases may not match utility account addresses, there is not a one-to- one relationship between estimated three or more rental housing units and three or more rental unit utility accounts, instances where a property has one utility meter or all meters are billed to the property manager/owner, and some units with legacy "inactive" accounts may be vacant or no longer available to rent altogether. Accordingly, the data included in this analysis represents staff's best -effort to address these discrepancies. With the implementation of the new Rental Registry Program (RRP) in October 2024, staff will explore the feasibility of using the data collected through the program for more accurate vacancy rates for three or more rental units as the program develops. FISCAL/RESOURCE IMPACT Planning staff prepares this report biannually and there are no resource impacts. STAKEHOLDER ENGAGEMENT This is an informational report for the City Council and does not require any stakeholder engagement. ENVIRONMENTAL REVIEW This project is exempt from environmental review under Section 15061 of the California Environmental Quality Act Guidelines. ATTACHMENTS None APPROVED BY: Jonathan Lait, Planning and Development Services Director Item 10: Staff Report Pg. 3 Packet Pg. 270 of 278 Item 11 Item 11 Staff Report City Council Staff Report Report Type: INFORMATION REPORTS CITY O F Lead Department: Administrative Services PALO LTO Meeting Date: February 3, 2025 Report #:2501-4006 TITLE City of Palo Alto Monthly Investment Report December 2024 (Unaudited) ATTACHMENTS Attachment A: December 2024 Monthly Investment Activity Report APPROVED BY: Lauren Lai Item 11: Staff Report Pg. 1 Packet Pg. 271 of 278 Docusign Envelope ID: E9A4EDC1-1553-492C-81AD-7316CA216A9A Item 11 Attachment A - December 2024 Monthly Investment CITY OF PALO ALTO Activity Report CITY OF MONTHLY INVESTMENT ACTIVITY REPORT PALO ALTO December 2024 (Unaudited) TO: Honorable City Council Report Posted at the City's Website: www.cityofpaloalto.org/ investmentreporting Above Link on Council Agenda of February 3, 2025 The City's Investment Policy' (Policy) and California Government Code Section 53607 requires that a report of transactions (investments, reinvestment, sold, and exchanged securities) be made available to the Council on a monthly basis. The attached list of transactions (Attachment A) also includes, though not required by the Policy or the government code, security maturities and cash movement activity in the City's two liquid operating cash pool accounts (Local Agency Investment Fund or LAIF and Fidelity accounts). Liquid cash are available on a daily basis but are invested by the two entities in a range of securities (e.g., treasuries, federal agencies, commercial paper, corporate bonds, time deposits, loans, and certificate of deposits/bank notes). This reporting requirement is separate and distinct from the quarterly investment report submitted under California Government Code Section 53646 that includes portfolio composition, a detailed list of all securities, performance compared to the Policy, overall compliance with the Policy, and the City's ability to meet expenditure requirements over the next six months. Prepared by: Approved by: DocuSigned by: 1/8/2025 DocuSigned by: 1/9/2025 119CA000B9DF4D1... 553B497C4A904B9.., Tarun Narayan Date Christine Paras Date Mgr. Treasury, Debt & Asst. Director ASD Investments DocuSigned by: 1/13/2025 66236E5C20284BC... Lauren Lai Date Chief Financial Officer ' https://www.cityofpaloalto.org/files/assets/public/v/1/administrative-services/investment-policies/adopted-investment-policy-1-39-asd.pdf Item 11: Staff Report Pg. 1 Packet Pg. 272 of 278 ¢ 0 LL a 'N o rn V O6O O•C O a3 Q � _ .E m 0 E _ ¢ O Lf) N C) m a C C Wm `o a a C 'a z E (D w `o v V N O N L L O - 12 � Q O . 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R d ) w a a C 7 N y O V CO N V) CO U C) l[) lf) N CO Di U) C) M N (SI O O 0 Co Item 11: Staff Report Pg. 3 Item 11 Attachment A - December 2024 Monthly Investment Q M M U n � Activity Report p 0� p > LL O o_ O N_ C.) N O N Co a, Packet Pg. 274 of 278 w Certificate Of Completion Envelope Id: E9A4EDC1-1553-492C-81 AD-7316CA216A9A Subject: Complete with Docusign: 2024 12 (December) Monthly Investment Activity Report.pdf Source Envelope: Document Pages: 3 Signatures: 3 Certificate Pages: 2 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 1/8/2025 12:10:02 PM Security Appliance Status: Connected Storage Appliance Status: Connected Signer Events Tarun Narayan tarun.narayan@cityofpaloalto.org Manager of Treasury, Debt & Investment City of Palo Alto Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Christine Paras Christine. Paras@CityofPaloAlto.org Asst. Director Administrative Services City of Palo Alto Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Lauren Lai lauren.lai@cityofpaloalto.org Director Administrative Services/CFO COPA Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Holder: Tarun Narayan tarun.narayan@cityofpaloalto.org Pool: StateLocal Pool: City of Palo Alto Signature E111CUSig"ed by: 119CA000B9DF4D1... Signature Adoption: Pre -selected Style Using IP Address: 199.33.32.254 [D*,u,llgn,d by: 553B497C4A904B9... Signature Adoption: Uploaded Signature Image Using IP Address: 199.33.32.254 Doc,Signd by: 66236E5C20284BC... Signature Adoption: Drawn on Device Using IP Address: 199.33.32.254 Signature Status Status Status Status Item 11: Staff Report Pg. 4 Item 11 Attachment A - December docusign 2024 Monthly Investment Activity Report Status: Completed Envelope Originator: Tarun Narayan 250 Hamilton Ave Palo Alto , CA 94301 tarun.narayan@cityofpaloalto.org IP Address: 199.33.32.254 Location: DocuSign Location: DocuSign Timestamp Sent: 1/8/2025 12:13:14 PM Viewed: 1/8/2025 12:13:23 PM Signed: 1/8/2025 12:13:29 PM Sent: 1/8/2025 12:13:31 PM Viewed: 1/9/2025 9:52:29 AM Signed: 1/9/2025 9:52:57 AM Sent: 1/9/2025 9:52:58 AM Viewed: 1/13/2025 4:13:21 PM Signed: 1/13/2025 4:14:19 PM Timestamp Timestamp Timestamp Timestamp Timestamp Packet Pg. 275 of 278 Item 11 Attachment A - December Carbon Copy Events Status Timest 2024 Monthly Investment Josh Martinez PIED Sent: 1/13 CO Activity Report josh.martinez@cityofpaloalto.org Administrative Associate III City of Palo Alto Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Alyssa Ching RI E Sent: 1/13/2025 4:14:21 PM Alyssa.Ching@CityofPaloAlto.org Administrative Assistant Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 1/8/2025 12:13:14 PM Certified Delivered Security Checked 1/13/2025 4:13:21 PM Signing Complete Security Checked 1/13/2025 4:14:19 PM Completed Security Checked 1/13/2025 4:14:21 PM Payment Events Status Timestamps Item 11: Staff Report Pg. 5 Packet Pg. 276 of 278 Item 12 Item 12 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: INFORMATION REPORTS Lead Department: City Manager Meeting Date: February 3, 2025 Report #:2501-4016 TITLE Interim Appointments for Utilities Director and Chief Transportation Official RECOMMENDATION This report is provided for information only and requires no Council action. This memo announces two interim appointments effective January 8, 2025, as a result of the retirement of Dean Batchelor as the City's Utilities Director and departure of Philip Kamhi, the City's Chief Transportation Official. Recruitment and hiring processes are underway; interim appointees will continue until the City Manager makes and Council ratifies permanent appointments. Interim Utilities Director - Kiely Nose, Palo Alto's Assistant City Manager, will act as interim Utilities Director. Nose will continue in her current capacity as Assistant City Manager and lead the Utilities Department along with the support of the existing Utilities leadership, notably the Utilities Chief Operating Officer and Assistant Directors. Since her appointment as Assistant City Manager in 2022, Nose has provided leadership and guidance to the Utilities Director and management teams and has acted as a City delegate at the Northern California Power Agency. Nose's experience as the City's Chief Financial Officer (CFO)/Director of Administrative Services offers a broad set of skills to support the Utilities team to ensure forward momentum on utilities service delivery and priorities. Interim Chief Transportation Official - Lily Lim-Tsao, retired San Jose Transportation Department Assistant Director will act as interim Chief Transportation Official. Lim-Tsao retired from San Jose in early 2024 and brings extensive experience in transportation to support the Office of Transportation team and continued progress on Palo Alto's transportation priorities. Recruitments are underway for both of these key leadership positions. City Manager Item 12: Staff Report Pg. 1 Packet Pg. 277 of 278 Item 12 Item 12 Staff Report appointments are subject to Council approval as provided in the Palo Alto Charter (Art. VI, Sec. 6(c)) and Municipal Code (PAMC 2.08.020). APPROVED BY: Ed Shikada, City Manager Item 12: Staff Report Pg. 2 Packet Pg. 278 of 278