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2012-03-05 City Council Agenda Packet
CITY OF PALO ALTO CITY COUNCIL Special Meeting Council Chambers March 5, 2012 5:30 PM Agenda posted according to PAMC Section 2.04.070. A binder containing supporting materials is available in the Council Chambers on the Friday preceding the meeting. 1 March 5, 2012 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Revised Call to Order Closed Session Public Comments: Members of the public may speak to the Closed Session item(s); three minutes per speaker. 1. CONFERENCE WITH CITY ATTORNEY‐POTENTIAL LITIGATION Significant Exposure to Litigation Pursuant to Subdivision (b) of Section 54956.9 (One Potential Case, as Defendant). Communications and Power Industries: Amortization Study. 1A. CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: City Manager and his designees pursuant to Merit System Rules and Regulations (James Keene, Pamela Antil, Dennis Burns, Lalo Perez, Joe Saccio, Sandra Blanch, Marcie Scott, Darrell Murray) Employee Organization: Palo Alto Police Officers Association (PAPOA) Authority: Government Code Section 54957.6(a) 1B. CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: City Manager and his designees pursuant to Merit System Rules and Regulations (James Keene, Pamela Antil, Dennis Burns, Lalo Perez, Joe Saccio, Sandra Blanch, Marcie Scott, Darrell Murray, Alison Neufeld) Employee Organization: International Association of Fire Fighters (IAFF), Local 1319 Authority: Government Code Section 54957.6(a) 2 March 5, 2012 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Special Orders of the Day 2. Adoption of a Resolution Expressing Appreciation to Kenneth M. Denson Upon His Retirement 3. Adopt a Village & Free the Children Community Service Project Presentation by Jordan Middle School Leadership Team Study Session 4. Presentation From SAIC Energy, Environment & Infrastructure Regarding Utilities Organizational Assessment City Manager Comments Oral Communications Members of the public may speak to any item not on the agenda; three minutes per speaker. Council reserves the right to limit the duration of Oral Communications period to 30 minutes. Consent Calendar Items will be voted on in one motion unless removed from the calendar by two Council Members. 5. Adoption of a Resolution Approving the City of Palo Alto Annex to the Santa Clara County Annex to the 2010 Association of Bay Area Governments Local Hazard Mitigation Plan “Taming Natural Disasters” 6. Approval of Permanent Retention of the North California Avenue Safe Routes to School/Traffic Calming Project 7. Elimination and Defunding of Capital Improvement Program Project PF‐12005 (Council Conference Room Renovation); Approval of Capital Improvement Program Project PE‐12017 (City Hall First Floor Renovation); Adoption of a Budget Amendment Ordinance in the Amount of $189,000; and Approval of a Contract with WMB Architects, Inc. in the Amount of $178,717 for Design of the City Hall First Floor Renovation Project 3 March 5, 2012 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. 8. Approval of Agreement with the County of Santa Clara to Provide Point of Dispensing Equipment to the City of Palo Alto to Assist the City’s Capacity to Deliver Medicines and Medical Supplies During Large Scale Public Health Emergencies 9. Adoption of a Budget Amendment Ordinance in the Amount of $276,083 to Fund the Purchase of a Street Sweeper; and Approval of a Purchase Order with Owen Equipment Sales in an Amount Not to Exceed $262,936 for the Purchase of a Street Sweeper (Scheduled Vehicle and Equipment Replacement Capital Improvement Program Project VR‐11000) 10. Approval of a Contract with SCS Field Services in a Not to Exceed Amount of $158,394 for the First Year to Provide Landfill Gas and Leachate Control Systems Maintenance, Monitoring and Reporting Services and to Exercise the Option of a Second and Third Year of the Contract 11. Adoption of a Budget Amendment Ordinance in the Amount of $100,000 to Fund the Purchase of Automotive Fuel; and Approval of Change Order No. 1 to Purchase Order #4511000918 with Western States Oil for $100,000 Each Year for an Amount Not to Exceed $2,976,675 Over the Three‐Year Term for the Provision of Automotive Fuel 12. Approval of a Five Year Contract With ABM Janitorial Services in a Total Not to Exceed Amount of $3,447,346 to Provide Custodial Services at City Facilities and Approval of Amendment No. Four to Contract C07116703 with C‐Way Custodian Services in the Amount of $89,000 (Current Contractor) to Extend Their Contract by 2.3 Months to Allow the New Contractor Time to Transition Their New Services Into Place 13. City of Palo Alto Response Letter to Association of Bay Area Governments (ABAG) Regarding One Bay Area Alternative Land Use Scenarios 14. Approval of a Wastewater Treatment Enterprise Fund Contract with Southwest Construction & Property Management in the Total Amount of $740,968 for the Facility Repair & Retrofit Project No. 2 at the Regional Water Quality Control Plant – Capital Improvement Program Project WQ‐04011 4 March 5, 2012 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. 15. Adoption of (1) Resolution of Intent and (2) Ordinance to Amend the Contract Between the Board of Administration of the California Public Employees’ Retirement System (CalPERS) and the City of Palo Alto to Implement California Government Code Section 20475: Different Level of Benefits Provided for New Employees, Section 21363.1: 3.0% @ 55 Full Formula, Section 20037: Three Year Final Compensation, and Without Section 20692: Employer Paid Member Contributions for Safety Fire Employees Agenda Changes, Additions and Deletions HEARINGS REQUIRED BY LAW: Applications and/or appellants may have up to ten minutes at the outset of the public discussion to make their remarks and put up to three minutes for concluding remarks after other members of the public have spoken. OTHER AGENDA ITEMS: Public comments or testimony on agenda items other than Oral Communications shall be limited to a maximum of three minutes per speaker. Action Items Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters. 16. Adoption of Resolution Amending Section 1801 of the Merit System Rules and Regulations to Adopt a New Memorandum of Agreement (MOA) with the Palo Alto Fire Chiefs’ Association 17. Finance Committee Recommendation to Adopt Two Resolutions Pertaining to the Proposed Palo Alto Clean Local Energy Accessible Now Program, Including the Purchase Prices and Agreements, and to Adopt an Ordinance Amending Two Sections of Chapter 2.30 of the Municipal Code Relating to Facilitation of the Clean Local Energy Accessible Now Program 18. Request for Continuance of the Public Hearing: To Consider An Appeal Of An Architectural Review Approval And A Record Of Land Use Action (1) Approving A Mitigated Negative Declaration, And (2) Upholding The Director's Architectural Review Approval Of A Three Story Development Consisting Of 84 Rental Residential Units In 104,971 Square Feet Within The Upper Floors, 50,467 S.F. Ground Floor Research And Development Area, Subterranean And Surface Parking Facilities, And Offsite Improvements, With Two Concessions Under State Housing Density Bonus Law (SB1818) On A 2.5 Acre Parcel At 195 Page Mill Road And 2865 Park Boulevard. Note: Tentative Map application for condominiums has been withdrawn. * Quasi Judicial 5 March 5, 2012 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. 19. Request for City Council Authorization to Fund Preliminary Design Review and Environmental Studies of 27 University Avenue from Stanford Development Agreement Intermodal Funds Council Member Questions, Comments and Announcements Members of the public may not speak to the item(s) Adjournment AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using City facilities, services or programs or who would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact (650) 329-2550 (Voice) 24 hours in advance. PUBLIC COMMENT Members of the Public are entitled to directly address the City Council/Committee concerning any item that is described in the notice of this meeting, before or during consideration of that item. If you wish to address the Council/Committee on any issue that is on this agenda, please complete a speaker request card located on the table at the entrance to the Council Chambers, and deliver it to the City Clerk prior to discussion of the item. You are not required to give your name on the speaker card in order to speak to the Council/Committee, but it is very helpful. 6 March 5, 2012 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Additional Information Supplemental Information Standing Committee Meetings Finance Committee Agenda Packet Schedule of Meetings Schedule of Meetings Tentative Agenda Tentative Agenda Finance Committee Tentative Agenda Informational Report Commercial Downtown (CD) Monitoring Report for 2010‐2011 City of Palo Alto Sales Tax Digest Summary Third Quarter Sales (July‐ September 2011) Response to Council Request for Additional Information on the Value of the City’s Composting Permit Public Letters to Council Public Letters to Council City of Palo Alto (ID # 2597) City Council Staff Report Report Type: Special Orders of the Day Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 1 (ID # 2597) Summary Title: Retirement Resolution -Kenneth M. Denson Title: Adoption of a Resolution Expressing Appreciation to Kenneth M. Denson Upon His Retirement From:City Manager Lead Department: Police Attachments: ·Denson, Michael (DOC) Prepared By:Barbara Teixeira, Administrative Assistant Department Head:Dennis Burns, Police Chief City Manager Approval: ____________________________________ James Keene, City Manager RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO EXPRESSING APPRECIATION TO MICHAEL DENSON UPON HIS RETIREMENT WHEREAS,Michael Denson served the City of Palo Alto and its citizens for 31 years, beginning at the Water Quality Control Plant in 1980 and becoming an Officer with the Palo Alto Police Department in 1991, promoting to the rank of Agent in 1998, the rank of Sergeant in 2001, and finally the rank of Lieutenant in 2005; and WHEREAS,Lieutenant Denson has served as the acting Captain of the Field Services Division, the commander of the regional SWAT team, a Watch Commander, the manager of the Field Training Program and the Traffic / Parking / Special Operations Division, the manager of the Specialized Traffic Accident Reconstruction Team, the manager of the Special Enforcement Detail, a patrol supervisor, the supervisor of the K-9 Program, the detective sergeant of the Crimes Against Persons Bureau, a robbery / homicide detective, a Crime Suppression Team detective, a Terrorism Liaison Officer, a Field Training Officer, and a Designated Rifle Officer; and WHEREAS,Lieutenant Denson served with particular distinction as a robbery / homicide detective, where he solved every homicide that occurred during his tenure, including some of the most high-profile murders in Palo Alto history, and demonstrated his investigative tenacity by obtaining convictions in every single case; and WHEREAS,Lieutenant Denson has pursued his career and duties diligently with distinction, loyalty, courtesy and a sense of humor, and with a knack for recognizing the hidden talents of his employees and placing them in positions to succeed; and NOW THEREFORE BE IT RESOLVED, that the City Council of the City of Palo Alto hereby commends the outstanding public service spanning more than three decades of Michael Denson and records its appreciation, as well as the appreciation of the citizens of this community, upon his retirement. INTRODUCED AND PASSED: March 5, 2012 ATTEST:APPROVED: _________________ _________________ City Clerk Mayor APPROVED AS TO FORM: __________________ _________________ City Attorney City Manager City of Palo Alto (ID # 2591) City Council Staff Report Report Type: Special Orders of the Day Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 1 (ID # 2591) Summary Title: Utilities Organizational Assessment Presentation Title: Presentation From SAIC Energy, Environment & Infrastructure Regarding Utilities Organizational Assessment From: City Manager Lead Department: Administrative Services Recommendation Staff recommends Council listen to a brief presentation from SAIC Energy, Environment & Infrastructure, LLC (SAIC) regarding the work they have started on the Utility Organizational Assessment of the Palo Alto Utilities Department. Executive Summary The City Council previously approved February 6, 2012 CMR #2421. This CMR authorized the City Manager to enter into a contract with SAIC. Background and Discussion SAIC has commenced work on the above referenced assessment. They have provided an attachment which describes SAIC and provides information on some of the tools and techniques they are using to do the assessment work. SAIC will give a brief presentation and then answer any questions the City Council may have. Attachments: Attachment A: Palo Alto City Council Slides March 5, 2012, CMR #2591 (PPTX) Prepared By: Rob Braulik, Director of Office of Management and Budget Department Head: Lalo Perez, Director City Manager Approval: ____________________________________ James Keene, City Manager NATIONAL SECURITY • ENERGY & ENVIRONMENT • HEALTH • CYBERSECURITY © SAIC. All rights reserved. Utilities Department Organizational Assessment City of Palo Alto City Council Presentation March 2012 Attachment A Agenda SAIC Project Team Similar Engagements Innovative Assessment Tools Project Timeline Conclusion & Questions SAIC.com © SAIC. All rights reserved. Who Is SAIC? 3 •Science Applications International Corporation (SAIC), is a FORTUNE 500® company with approximately 41,000 employees located in 450 offices worldwide, generating $11.1 billion revenue in FY 2011. •The 2009 acquisition of R.W.Beck by SAIC created a firm with an unparalleled pool of talent and resources to deliver complete integrated solutions to utilities. •Organized within SAIC’s Energy Environment & Infrastructure division, these consulting resources have more than 25 years of experience in conducting organizational assessments for various electric, water, wastewater, and natural gas utilities throughout the country. •SAIC’s local presence includes offices in Oakland, Sacramento, and San Diego. Our proposed project manager, Tom Jensen, lives and works in Oakland, while our External Environment Task Leader, Steve Rupp, is in Sacramento. In addition to our proposed project team, we have hundreds of professionals who work day-to- day with utilities. SAIC.com © SAIC. All rights reserved. Introduction to Project Team 4 Similar Engagements SAIC Project Team Similar Engagements Innovative Assessment Tools Project Timeline Conclusion & Questions SAIC.com © SAIC. All rights reserved. Brownsville Public Utilities Board Management & Organizational Assessment •Brownsville Public Utilities (BPUB) is a municipally owned water, wastewater & electric utility in Brownsville, TX governed by a Board of Directors with approximately 50,000 customers. •Purpose: Conduct objective assessment of the organizational structure, strategic & business planning, financial management, operations & maintenance, & overall effectiveness of the utilities. •Highlights: •Using Integrated Systems Approach the assessment resulted in over 100 recommendations related to: •Governance •Planning •Organizational structure & staffing •Financial services & rate design •Water & wastewater services •Electric services •Corporate support services 6 SAIC.com © SAIC. All rights reserved. BPUB Primary Issues & Recommendations Four Primary Issues (PI) & Recommendations (R) were given top priority in the final report •PI 1: Policies for the Board of Directors are not Established & Understood •R: Board policy statements should be developed •PI 2: BPUB does not exhibit a “Planning Culture” •R: Update Strategic Plan •R: Review items that only exceed budget, once approved by Board •R: Involve all employees in planning process •PI 3: An alternate organizational structure is needed •R: Implement proposed organizational structure to more effectively & efficiently manage core functions •PI 4: Water & wastewater utility staffing challenges may create safety issues •R: Assign additional staff to treatment plants •R: Hire/cross-train electrician to serve water & wastewater facilities •R: Hire additional licensed professional engineer to assist in project design & construction. 7 SAIC.com © SAIC. All rights reserved. Lafayette Utilities Systems Organizational Assessment •Lafayette Utilities System (LUS) is a municipally owned utility that provides water, wastewater, electric & fiber services to approximately 60,000 customers in Lafayette, LA. •SAIC has conducted various organizational assessments for LUS over the last 15 years. Examples include assessment for the Civil Engineering & the Power Production Division •Purpose: Conduct objective assessment of the organizational structure, planning culture, operations & maintenance, & overall effectiveness of the divisions. •Assessment resulted in recommendations related to: •Planning •Organizational structure & staffing •Processes 8 SAIC.com © SAIC. All rights reserved. LUS Civil Engineering Division Org Assessment Issues & Recommendations Issues (I) & Recommendations (R) found in LUS report Section 1 •I: Strategic vision & priorities should be established •R: Facilitate a strategic planning process •I: Organizational structure does not support core functions •R: Reorganize division to focus on core areas •I: Insufficient & inadequate planning tools create inefficiencies •R: Implement planning processes & tools 9 SAIC.com © SAIC. All rights reserved. LUS Power Plant Division Org Assessment Issues & Recommendations Issues (I) & Recommendations (R) found in LUS report Section 2 •I: The span of control of Superintendent is very broad •R: Reduce span of control by creating supervisory level •I: Power Plant division is not adequately staffed •R: Pay scales need to be reviewed to attract & maintain qualified personnel •I: Increased costs due to outsourcing & skilled craft augmentation contracts •R: Aggressive efforts to staff vacant positions & reduce dependency on external contractors 10 SAIC.com © SAIC. All rights reserved. Pasadena Water and Power Electric Master Plan & Staffing Analysis •Pasadena Water and Power (PWP) is municipal utility serving 55,000 electric and 33,000 water customers in Pasadena, CA. •Purpose: Conduct objective assessment of the current electrical system, including an organization and staffing analysis, to develop a comprehensive plan for the future. •Highlights: •SAIC developed a Master Plan for PWP which included organization and staffing recommendations. •SAIC developed a Workload Forecasting Tool which was provided to PWP to aid in personnel resources management. 11 SAIC.com © SAIC. All rights reserved. Fortis Turks & Caicos Islands (formerly PPC) Organizational Assessment •Fortis Turks & Caicos Islands (Fortis TCI), formerly PPC, is an investor-owned electric utility located in Providenciales, Turks & Caicos Islands with approximately 10,000 customers. •Purpose: Conduct objective assessment of the utility to determine how to improve organizational effectiveness & efficiency. •Highlights: •Using Integrated Systems Approach the assessment resulted in recommendations related to: •Strategic planning •Cultural challenges •Organizational structure & staffing •Leadership development & succession planning 12 Innovative Assessment Tools SAIC Project Team Similar Engagements Innovative Assessment Tools -A “Systems” Approach -Cultural Transformation -Workload Forecasting Project Timeline Conclusion & Questions SAIC.com © SAIC. All rights reserved. An Approach that Looks at Organizations as “A System.” Greater value to the Utility in using a holistic view. 1414 Strategic Plan Organizational Structure & Processes Personnel Skills & Capabilities Cost Requirements & Structure Cultural Flexibility Optimize Service Delivery SAIC.com © SAIC. All rights reserved. Cultural Transformation Tool (CTT) •Understanding an organization’s current culture, and the values that drive that culture, is critical in developing plans and initiatives that will lead to attainable improvements. •The tool SAIC uses to conduct a cultural assessment is a powerful instrument that describes corporate cultures by identifying the core values that exist within each functional area of the organization. It provides a framework for understanding how the individuals, teams and organizations develop and grow and provides insight into how to align an organization’s culture. •The CTT assessment tools are based on the Seven Levels of Consciousness model. 15 SAIC.com © SAIC. All rights reserved. Seven Levels of Organizational Consciousness Positive Focus /Excessive Focus SERVICE MAKING A DIFFERENCE INTERNAL COHESION TRANSFORMATION SELF-ESTEEM RELATIONSHIP SURVIVAL SERVICE TO HUMANITY Long-term perspective. Future generations. Ethics.. DEVELOPMENT OF CORPORATE COMMUNITYPositive spirit. Creativity. Honesty. Shared vision and values. CONTINUOUS RENEWAL Innovation. Personal Growth. Teamwork.Organizational growth through employee participation. BEING THE BEST. BEST PRACTICEProductivity, efficiency, quality, systems and processes. Bureaucracy. Complacency. RELATIONSHIPS THAT SUPPORT CORPORATE NEEDSOpen communication. Customer satisfaction. Respect. Manipulation. Blame. PURSUIT OF PROFIT & SHAREHOLDER VALUEFinancial stability. Employee health and safety. Exploitation. Over-control. Level 7 Level 6 Level 3 Level 2 Level 1 Level 5 Level 4 COLLABORATION WITH CUSTOMERS & THE LOCAL COMMUNITYStrategic alliances. Employee fulfillment. Environmental awareness. 16 SAIC.com © SAIC. All rights reserved. PPC: Group (80) Level 7 Level 6 Level 5 Level 4 Level 3 Level 2 Level 1 Personal Values Current Culture Values Desired Culture Values IRS (P)= 6-4-0 | IRS (L)= 0-0-0 IROS (P)= 0-1-7-2 | IROS (L)= 0-0-0-0 IROS (P)= 2-5-6-0 | IROS (L)= 0-0-0-0 Matches PV -CC 1CC -DC 6PV -DC 5 Health Index (PL) PV: 10-0CC: 10-0DC: 13-0 1. accountability 40 4(R) 2. honesty 38 5(I) 3. commitment 27 5(I) 4. caring 23 2(R) 5. continuous learning 23 4(I) 6. ambition 21 3(I) 7. performance 21 3(I) 8. positive attitude 21 5(I) 9. respect 21 2(R) 10. reliability 20 3(R) Black Underline = PV & CC Orange = CC & DC P = Positive L = Potentially Limiting I = Individual O = Organizational Orange = PV, CC & DC Blue = PV & DC (white circle)R = Relationship S = Societal 1. community involvement 35 6(S) 2. customer satisfaction 34 2(O) 3. cost management 29 3(O) 4. safety 26 1(O) 5. continuous improvement 24 4(O) 6. accountability 18 4(R) 7. being the best 18 3(O) 8. leadership development 18 6(O) 9. long-term perspective 18 7(O) 10. making a difference 18 6(S) 1. accountability 43 4(R) 2. teamwork 36 4(R) 3. customer satisfaction 31 2(O) 4. continuous improvement 23 4(O) 5. leadership development 23 6(O) 6. open communication 22 2(R) 7. cost management 21 3(O) 8. coaching/ mentoring 20 6(R) 9. reliability 19 3(R) 10. being the best 16 3(O) 11. commitment 16 5(I) 12. continuous learning 16 4(O) 13. positive attitude 16 5(I) Values Plot Copyright 2011 Barrett Values Centre February 2011 SAIC.com © SAIC. All rights reserved. Current Strengths Key Issues Moving Forward Personal Values: •Take ownership of actions & demonstrating dedication •Building relationships based on authenticity •An upbeat & determined approach to expanding knowledge & skills to be effective •Top Value: Accountability Current Culture: •Participating in the community & having positive impact •Attention to the bottom line & creating secure work environment where employees take ownership of their actions •Being leaders in the industry •Top Value: Community Involvement •Entropy is slightly elevated at 13% •No potentially limiting values; however some issues beneath the surface may be cause for frustration: •Employees feel stifled by rigid systems/processes & lack of communication •May be working against each other at times due to lack of empowerment & uncertainty about the future •No values at Level 5:Internal Cohesion: May be a gap, covered or new area for development Personal Values to Desired Culture: •Reliability, commitment, continuous learning, positive attitude •Suggests employees desire greater sense of satisfaction & connection with their workplace Current to Desired Culture: •Accountability, customer satisfaction, continuous improvement, leadership development, cost management, being the best •Suggest employees have confidence in the direction of PPC •Values concentrated in Level 4 – Transformation –suggest desire for more energy directed to employee participation & development Desired Culture: •New values indicate that employees want to strengthen the way they work together: •Opportunities to work together & learn from each other •Take ownership of their actions •Establish high standards & principles Cultural Assessment Summary –An Example 18 SAIC.com © SAIC. All rights reserved. Cultural Assessment Recommendations –from recently completed project •Develop internal communication plan to share results of assessment. •Define the key processes & systems to focus on in the next year. Develop specific actions and programs that will foster changes. •Examine new values desired to determine meaning & associated behaviors. •Discuss how the Utility can continue to live the values carried from Current to Desired Culture. •Consider the Values Jump and determine significance. •Determine & define what values the Utility wants to espouse. 19 SAIC.com © SAIC. All rights reserved. Workload Forecasting Tool An Excel© spreadsheet based tool developed by SAIC that: •Provides a quantitative assessment of workload and staffing requirements •Allows management to understand the work that needs to get done and resources required to perform that work in the required timeframe •Allows quantification of resource needs to help solve hiring and outsourcing decisions •Includes templates for estimating resource needs for operating, maintenance and capital projects 20 SAIC.com © SAIC. All rights reserved. Workload Forecasting Tool, cont. •SAIC will evaluate CPAU’s existing staffing levels for field construction work, project management and engineering work to determine how time is allocated between administrative, O&M, customer projects and capital improvement projects. 21 Allocation Hours/Year Task Owner Task Name Time Allocated Hours Per Year MGT & Admin Operations/ Maintenance Customer Projects CIP MGT & Admin O&M Customer Capital Projects Capital Replacement & Improvements Chen “As Built” drawing revisions & updating 10 hrs/wk 500 30%40%30%0 150 200 150 Chen Drawing for new project of underground utility district 10 hrs/wk 500 50%50%0 0 0 500 Chen Another work assigned 5 hr/wk 250 20%40%40%0 50 100 100 Moeis Material specifications 3 hrs/day 666 100%0 666 0 0 Moeis Material inventory 1 hr/day 222 50%50%0 222 0 0 Moeis Underground utility districts 2 hrs/day 444 100%0 0 0 444 SAIC.com © SAIC. All rights reserved. Workload Forecasting Tool, cont. •SAIC will assist CPAU in prioritization of proposed projects to determine schedules and associated FTE requirements 22 SAIC.com © SAIC. All rights reserved. Workload Forecasting Tool, cont. •SAIC will assist CPAU in evaluating the hours currently spent to support each function compared to the hours required to meet budget projections and the impact of levelizing, expanding and/or outsourcing resources. 23 Project Timeline SAIC Project Team Similar Engagements Innovative Assessment Tools Project Timeline Conclusion & Questions SAIC.com © SAIC. All rights reserved. Project Timeline 25 Conclusion & Questions SAIC Project Team Similar Engagements Innovative Assessment Tools Project Timeline Conclusion & Questions SAIC.com © SAIC. All rights reserved. 2727 Why Select SAIC? Utility Experts Innovative Approach to Organizational Assessments Experience with Multi- Service Utilities Local Presence & Knowledge To Optimize Service Delivery at the City of Palo Alto Questions TO: CITY COUNCIL CITY OF PALO ALTO Memorandum . January 18,2011 SUBJECT: Approval of an Exchange Agreement and Quit Claim Deed for the Exchange of a 1,525 Square Foot Portion of Public Street Right-of-Way Land Along San Antonio Road for a 28,098 Square Foot Privately Owned Parcel of Land Located Under the San Antonio Road Overpass to Secure and Maintain a Public Access Road to the Former Mayfield Mall Site at 200 San Antonio Road This replaces Iteln #1268, previously submitted for. your review and consent, for the January 18, 2011 meeting. The attachments were misaligned in the previous version. Directo {fr~~j City of Palo Alto \gj}}fr5it\~ City Council Staff Report "'"cr.."n J (ID # 1268) Report Type: Consent Calendar Meeting Date: 1/18/2011 Title: Approval of an Agreement and Quit Claim Deed Subject: Approval of an Exchange Agreement and Quit Claim Deed for the Exchange of a 1,525 Square Foot Portion of Public Street Right-of-Way Land Along San Antonio Road for a 28,098 Square Foot Privately Owned Parcel of Land located Under the San Antonio Road Overpass to Secure .and Maintain a Public Access Road to the Former Mayfield Mall Site at 200 San Antonio Road From: City Manager Lead Department: Administrative Services RECOMMEf;lDATION Staff recommends that Council authorize the Mayor to sign an Exchange Agreement and Quitclaim Deed (Attachment A) for the exchange of a 1,565 square foot portion of public street right-of-way land along San Antonio Road for a 28,098 square foot privately owned parcel of land located under the San Antonio Road overpass to secure and maintain a public access road to the former Mayfield Mall site at 200 San Antonio Road BACKGROUND In June 2006, the City of Mountain View approved a project for redevelopment of the Mayfield Mall/Hewlett Packard site at 200 San Antonio Road with 450 units of multiple family housing. The entire project site, owned by Hewlett Packard (Owner), located at the corner of Central Expressway and San Antonio Road contains 24 acres, 19.8 acres are located with the City of Mountain View and 4.2 are located within the City of Palo Alto. On April 17, 2008, the Palo Alto Architectural Review Board (ARB) approved plans, with conditions, for the 45 units to be built upon the 4.2 acre Palo Alto portion ofthe project (Project). On July 27, 2009, Council adopted Ordinance No. 5046 (CMR:209:09) approving a Development Agreement extending the ARB . approval and Vesting Tentative Map approval for the Project to February 26, 2014, to be consistent with the expiration of approvals for the larger portion of the housing project located in the City of Mountain View. One of the ARB conditions of approval for the Project ensured public access to the development through an existing underpass roadway serving San Antonio Road. This condition required that the Owner acquire a privately-owned parcel (Kelly Parcel) on the West side of San Antonio Avenue on which the access road to the underpass lies and then deed this parcel to the City of Palo Alto (Attachment B). The 28,089 square-foot Kelly parcel was acquired by Hewlett Parckard after months of negotiation at a cost of $25,000. Another ARB condition noted that January 18, 2011 (10 # 1268) Page 1 of 4 the approved Tentative Map plans require the Owner to acquire a 1,565 square-foot City- owned right-of-way parcel (City Parcel) adjacent to both San Antonio Avenue and th e Project property (Attachment C). The ARB condition notes that "if the applicant is unable to secure the small City owned parcel, the alternate site plan shall be considered". DISCUSSION During the ARB approval process there was discussion thaUhe Owner would acquire from the City the small 1,565 portion of City right-of-way, to provide for the design as approved in the Tentative Map. The approved site plan is not significantly different from the alternative, but it does have some benefits in terms of design configuration. It will provide for a less cramped site layout which eliminates some of the necessary setback encroachments. It removes a unit from one building (Building 4) and places it at another building (Building 8) providing a greater setback at the entry to the project (see Attachments D and E). The 1,565 square foot City Parcel is triangular in shape with 99.20 feet of frontage along San Antonio Road, immediately north of Central Expressway/Alma Street. The parcel overlays a portion of the San Antonio Road right-of-way; however, it is not necessary for the movement of traffic on San Antonio Road. It lies partially within an area that was used at one time as an access roadway/driveway to the Owners parcel at 200 San Antonio Road. It contains 3 pine trees, ground cover and some asphalt paving and concrete curbing (see Attachment E). The parcel is zoned Public Facility (PF) which permits only public use. The Owner intends to apply for a zone change once the parcel is conveyed to them to become incorporated into the Project. Appraisal To aid in making an informed decision concerning the proposed exchange, staff contracted for an independent appraisal of the City Parcel prepared by a Member of the Appraisal Institute (M.A.I.), The purpose ofthe appraisal was to provide an opinion of the market value of the City Parcel based on its highest and best use. By itself, the size and location of the City parcel is severely limiting and could not be developed independently. The appraisal concludes the highest and best use is to assemble the City Parcel with the adjoining property of the Owner. Given this limited use, the market value of the parcel is determined by comparing the value of the Project with and without the inclusion ofthe City Parcel. The addition ofthe City Parcel will not affect the density or development rights accruing to the project, but, as described above, it will affect the deSign configuration in terms of location and placement of units in bUildings. The appraisal concludes that only one unit is affected in terms of increased market appeal and value. The additional landscaped area afforded by the City parcel is essentially an amenity to one of the town home units, which will provide an approximate 2 percent Increase in value over a competing unit. Using comparable direct sales of similar units to determine the value of this town home the appraisal concludes a market value for the City Parcel of $22,500. January 18, 2011 (ID 111268) Page 2 of4 Exchange Both the Kelley and City Parcels are irregularly-shaped and are overlain by or adjacent to public rights-of-way and roadway improvements. The Kelley Parcells larger, however, its market value of $25,000 is comparable to the $22,500 value of the City Parcel. In accordance with the ARB approval condition, the Developer has acquired the Kelley Parcel and deeded it to the City. In addition, as required by the ARB approval, the developer of the project must upgrade the access road upon the former Kelley Parcel to City standards. This benefits the City by assuring public access to the Project through the San Antonio Road underpass. The conveyance of the City Parcel to the Owner provides for a more desirable site layout as provided in the approved Tentative Map. In summary, the parcels are equivalent in value, and maintain or provide pUblic benefit by continuing access through the former private access road and by providing the layout as approved in the Tentative Map, therefore, the exchange as requested by the . Developer is recommended. RESOURCE IMPACT The Owner has paid the $1,260 deed preparation processing fee required by the Palo Alto Municipal Code and has reimbursed the City for the cost of the appraisal. The parcels proposed for exchange have offsetting equal economic value and the proposed exchange involves no cost to the City. The Developer will pay for any escrow costs and recording charges. POLICY IMPLICATIONS The recommendation does not represent any change to City policies. The Planning Department has determined that the quit claim of the City Parcel does not impact the sites conformity with the Palo Alto Comprehensive Plan. ENVIRONMENTAL REVIEW An Environmental Impact Report for the development project was adopted in June of 2006. The proposed quitclaim for the City Parcel as assemblage to the adjacent owner are categorically exempt from the review under the California Environmental Quality Act (CEQA) pursuant to Title 14 California Code of Regulations Section 15305 as a minor alteration in land use limitations. ATTACHMENTS: • Attachment A: Exchange Agreement and Quit Claim Deed (PDF) • Attachment B: Kelly Parcel (PDF) • Attachment C: City Parcel(PDF) • Attachment D: Site Plan With Assembled City Parcel (PDF) • Attachment E: Site Plan Without Assembled City Parcel (PDF) Prepared By: January 18, 2011 (ID n 1268) Martha Miller, Manager, Real Property Page 3 of 4 Department Head: City Manager Approval: January 18, 2011 (ID # 1268) , . lalo Perez, Director of Administrative Services ~;/7(r-"- James Keenel.vlvlanager (j Page4of4 ATfACHMENT A (Page 1 of 17) AGREEMENT FOR EXCHANGE OF REAL PROPERTY THIS AGREBM~NT FOR EXCHANGE OF REAL PROPERTY ("Agreement") is dated January ~ 2010'r("Effective Date"), and is made by and between HEWLETT·PACKARD COMPANY, a Delaware corporation ("Developer"). and the CITY OF PALO ALTO, 1\ California municipal corporation eClty"). City and Developer are herein collectively referred to as the "Owners.» RECITALS A. City is the owner of certain real property (referred to herein as the "Triangle"), located within the City of Palo. Alto, California, consisting of an approximately 0.12-acre remainder portion of land Wlderlying the public right of way for San Antonio Road and which is more fully described and depicted on Exhibit "A" to this· Agreement. Gity intends to convey the Triangle to Developer so that It may he incorporated into Developer's approved site plan for the "Mayfield" residential development Pl:oject ("Project'?,loeated at 200 San Antonio Road. B. In connection with the Project, by that certain Grant Deed recortjed in the·Official Records of Santa Clara County, California on April 9, 20 I 0 as J;locument No. 20672467, a copy ofwbich is attached hereto as Elxhibit "B", Developer caused to be conveyed to City certain real property (referred to herein as the "Kelley Parcel'1 located within the City of Palo Alto. Clilifornia, consisting of an approximately 0.59 acre remainder portion of land underlying the public right of way for an underpass serving San Antonio Road. The Triangle and the Kelley Parcel are correctively referred to herein as the "Properties." C. Incident to City's issuance of land use approvals ("Approvals") for the Project, specifically a Vesting Tentatiye Subdivision Map and Architectural Review Board design approval, City desired Developer to cause the Kelley Parcel 10 he conveyed to City. In anticipation of Developer acquiring rights to the City owned Triangle, City has approved the Project in a site design configuration which included the Triangle· as part of the Project. The Kelley Parcel and the Triangle. are both small, irregularly-shaped fragments of real property overlain by or adjacent io public rights of way and roadway improvements, and such Properties therefore have no feasible economic use and no objective value to any third party. D. As contemplated In the Approvals, City and Developer now desire to complete the previously anticipated exchange of the Triangle and the Kelley Parcel. NOW, THEREFORE, in consideration of the foregoing and the mutual agreements, City and Developer agree lIS follows: TERMS AND CONDITIONS L EllChange of Properties: In exchange for the acknowledged conveyance of the Kelley Parcel to the City, City agrees to transfcr and convey the Triangle to Developer upon the terms and conditions of this Agreement. The Owners agree that the reciprocal conveyances described herein are an exchange of real properties with offsetting equal economic values and no additional monetary remWleration shall bc paid to either part.y. 1Il1404.06 2. Title and Conveyance of the Triangle: At the Property Closing (defined below), "City shall convey "the Triangle to Developer by quit claim deed in the form attaehed hereto as exhjbit ''C'' (the "Triangle Deed"), with title free from any public rights of way and other rights of the public. If shall be a condition to the Property Closing that First American Title Insurance" Company ("Title "Company"), be irrevocably committed to issue, subject only to payment of its premium therefore, a standard owner's ALTA policy of title insurance (the "Triangle Title < Policy'" in fomi aniI substance acceptable to Developer, insuring roe simple title to the ;rriangle vested in Developer, subject only to exceptions approved by Developer during the DUe Diligence Period (as defmed below). City will complcte any necessary abandonment of any public rights of way and other rights of the public in or over the Triangle prior to the Property Closing. 3. Inspection: <3.1 "Documents: To the extent such items ere in City's possession or reasonably within City's control, City shall make available for inspection by "Developer, the information and documents available in City's files conceming the Triangle, within ten (10) days after the"date of this Agrc<ement. " 3.2 Due Dilhlenee: Developer and Its agents shall have until 5:00 p.m., PaCific Time on the thirtieth (30th) day following the full execution arid delivery of this Agreement by the "OWners (the "Due Diligence Period") in which . to exlimine, inspect, and investigate the Triangle and, "in Developer's sole discretion, to determine whether the same is satisfactory to Developer. peveloper may elect for any reason, in its sole discretion, to terminate this Agreement pursulirtt to tWs Section 3.2 by giving notice of termination (the "Due Diligimce Tennmation Notice'~ to City on or before the end of the Due Diligence Period. Developer shall be deemed to have approved such examination, inspection and investigation, and this Agreement shall oontinue in full foree and' ~fect, if'Developer does ndt deliver a Due Diligerlce Termination Notice tQ. thy as 'specified herein. In the everit Developer elects tp ternlllU\te tWs Agreement pursuant to IWs Section 3.2, then neither Developer nor the City shallthereJifter have any further nghts or" obligatiohs under tWs Agreentent uriless expreSsly provided otherwise herein. Developer shall have reasonablellC(:ess ro the Triangle djlring the term of this Agreement for the PUrpose< of conducting snrveys, arehitectnrsl, engineering;" geotech!1lcal and environmental " inspections"and tests, and other inspections, studies, and tests desiied by Developer (collectively, "Inspections"); pi-ovided, however, that Developer shall not coilduct any physical testing, boring, sampling or removal (cpllectlvely, "Physical Testing") of any portion of the Triangle without f11'St obtaining the written consent of City. DevelQper, on behalf of itself and its agents, bereby waives all claims against City for any injury to persons or damage to property arising out of any Inspj:Ctions ()r Physical Testing, including, without Iimitalion, any damage to the tools and equipment of Developer or its agents. and agrees to indemnify, protect, defend and hold the City harmless from and against any and all claims, liabilities, damages, costs and expenses of any kind or character arising from, related to or caused by Developer's entry upon the Triangle or the perfonnance 'ofthe Inspections and any Physical Testing by Developer or its agents. Illl40QJi6 "2 " L~~ 4. Conditionsto Properly Closing: 4. L Conditions. The obligations of the parties under this Agreement to complete the Property Closing are subject to the satisfaction on or before the date of the Property ~ Closing of the folloWing conditions precedent: 4.1. I The obligation of City to ~complete the Property Closing shall be conditioned on the satisfaction of tho following conditions: (a) the City shall have acquired the Kelley Parcel (which condition the City hereby acknowledges has been satisfied). and (b) . Developer shall not be in default of any covenant. representation or warranty under this )\greement. 4.1.2 The obligation of Developer to complete the Property Closing shall , be conditioned on the satisfaction of the following conditions: (a) the Title Company shall have issued or shall have committed to issue, upon the sole condition of the payment of its regularly scheduled premium, tlie Tri.angle Title Policy, and (b) the City shall not be in default of any covenant, repres~tation or· warranty under this Agreement. , 4.2 Failure of Conditionll. If any of the conditions set forth in Scction 4.1 are not timely satisfied or waived by the applicable party and neither party is in default hereunder, !ben the party benefited by such eondition may by written notice to the other party terminate this Agreement and the rights and obligations of City or Developer shall terminate and be of· no further force or effect except as to ·those matters as specifically stated in this Agreement to survive termination. In the event of the failure of any such condJiion due to a default by one of the Owners, such default may be waived by the non-defaulting party in which event the Property Closing shall proceed, and in the absence of any such waiver Section 8 below shall apply. 4.3 Satisfaction of Conditions. The occurrence of the Property Closing shall constitute satisfaction of conditions set forth in Section 4.1 that were not otherwise specifically satisfied or waived by the Owners. 5. Escrow: S.l Opening of Escrow: Once this Agreement has been fully executed, the Owners shall open an escrow ("Escrow'~ with the Title Company. The Owners shall also execute such further escrow instructions as the Title Company may reasonably require in connection with the Property Closing so long as such instructions are consistent with the provisions of this Agreement. In the event of any contlict between the terms and conditions of this Agreement and the provisions of any escrow instructions, the terms and conditions of this Agreement shall control. 5.2 Property Closing: Subject to the satisfaction or waiver ofthe conditions to the Property Closing set forth in Section 4.1 hereof, the closing ("Property Closing") shall occur at the offices of the Title Company, and be completed on or before the earlier of: (8) the date which is ten (10) business days following the date upon which Developer gives notice to City that Developer desires to close the transaction, or (b) March 31, 2011. It is understood and agreed by the Owners that the Property Closing may occur concurrently with Developer's conveyance of the Project to a third party and such third party may be the Developer's nominee 111140&.06 -3 - to take title to the Triangle pursuant to Seetion 13 below. Each of the Owners agree to work with the other party, such third party which is acquiring the Project and any escrow or title officers involved in the cOnveyance of the Project, so that the Property Closing and the closing of Developer's conveyance of the Project shall occur concurrently. 5.3 Triangle Deed: Further Assurances: City shalt deliver the duly executed and acknowledged Trilll18le Deed into Escrow within ten (10) business days following the eXpiration of the Due DiligenceJ'eriod. The Owners shall each deposit such other instruments 118 ate reasonably required by the Title Company or otherwise required to consummate the exchange of the Properties in accordance with the t= hereof 5.4 Taxes; Closing Costs: Developer shall accept the Triangle subject to any non-delinquent real property taxes and assessments. Developer shall pay for the cost of the rriangle-rille Policy lIS well lIS all other escrow costs and recording charges, or any other charges required to close escrow on this Agreement 6. No Brokers and Finders: Neither party has had any contact or dealings regarding -thp Trllll18le or the Kelley Parcel through any real estate broker, finder or other person who can claim a-right to a comn\isslon or finder's fee in connection with the transaction contemplated herein. -Each party agrees to prolect, defend, indemnify and hold haImless the other party from IIild against any and aU commissions, fees and other compensation claimed by any broker, finder or third party arising by virtue of this transaction whose commissions, fees or other compensation, or any claim therefor, arises from acts of the indemnifying party. The obligations of iMeronity contained in this Section 6 shall survive the Property Closing or the earlier expiration or tennination of this Agreement. 7. As-Is: Mutua) Release: Each of the Owners represents, warrants and covenants to the other party that: (I) -Owners are familiar with and have investigated the Triangle and the Kelley Parcel and. all matters pertaining thereto, and there are no representations or warranties of any kind whatsoever, express or implied, made by the Owners to eaCh other -in connection with this Agreement, the exchange of the Triangle for the Kelley Parcel, the physical condition of the Properties, or whether the Properties comply with applicable laws or are appropriate for the Owners' respective intended uses, as applicable (except any representations given by City to Developer in connectiQll witl.t the development ()!' entiilement process of the Project); (il) except as expressly set forth in this Agreement, l\either party is relying on any statement or representation made by the other party, or the Other party's agents or representatives; (iii) the Owners are aware (or have voiun)arily chosen not to be aware) of all zoning regulations, other governmental requirements, site and physical conditions, title Bnd other matters affecting the ownership, use IlI1d condition of the Properties, as applicable; and (iv) City accepts the Kelley Parcel, and Developer accepts thc Triangle, in their respective "AS IS" condition WITH ALL FAULTS lIS of the date of the PrQperty Closing, and both Owners waive and release any and all claims, demands, causes of action, losses, costs, dllll1ages, penalties, fines, taxes, remedial actions, I1lmovai and disposal costs, iDvestigation and remedial costs and expenses (including, without limitation, attorneys', expert and consultant fees), whether direct or indirect, known or unknowil, either party may have against the other party as a result of the foregoing matters. The provisions of this Section 7 shall survive the Property Closing. The Owners each hereby waive tlie provisions of Califomia Civil Code Seetion 1542, which provides that: 11210108.06 -4- "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH TIlE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT TIm . TIME OF IlXECUTING THE RELEASE, WHICH!F KNOWN BY HIM OR HER MUST HAVE MA TERIALL Y AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." By initialing below. the Owners hereby waive the provisions of Sootion 1542 solely in connootion with the matters which are the subject of the foregoing waiver and release: . Initials by City: .~~ __ ~ __ Initials by Developer: U'if!!:- 8. LImitation on Deyeloper Remedies: If City shall default in iis obligation under this Agreement to· convey the Triangle to Developer. Develojler's sole and exclusive remedies shall be either to (i) sue for spooific perfonnance. or (ii) terminate this Agreem~t. which tennination shall release the defaulting party from any and all liability hereunder. Developer shall be deemed to have elected to tenninate this Agreement if it falls to file suit for specific performance agalnst City on or before ninety (90) days following the date upon which the Property Closing was to have occurred. Developer hereby waives any other rern~les available at law or in equity in the event of a default by City in its obligation 10 convey the Triangle to Developer. including without limitation its rights to seek damages for such default. 9. Attorneys' Fjles: Should any action or proceeding be conunenced between the parties hereto concerning the Propertles. this Agreement or the rights and duties of either party pursuant thereto. the prev.ailing party shall be entitled, including in any specific perfonnance action and in addition to all other relief as may be granted by the court, to reasonable sums for attorneys' fees and cosis in the discretion of the court. "Prevailing party" as used In Ibis Section 9 includes a party who dismisses· an action for recovery hereunder in· exchange for· sums allegedly due, perfonrnmce of covenants allegedly breached or considerations sUbstanli.ally equal to the relief sought in the action. 10. Notices: Any notice or report required or desired to be given regarding this Agreement shall be in writing and may be given by personal delivery. by certified mail return receipt requested. or by courier service. Any notice or report addressed 10 the Owners at· their respective addresses sct forlli below, as appropriate, shall be deemed to have been given (i) when personally delivered, (ii) if properly addressed and deposited in the mail (certified, return receipt requested), on the date shown on the return receipt·for acceptance or rejection or (iii) if properly addressed and deposited with a reputable overnight carrier. on the liusiness day next follOwing the date of deposit. For this purpose, a "business day" shall be a day on which such reputable overnight carrier has regularlY scheduled delivery (excluding Saturdays). lI21408-06 Each notice to City shail be delivered to; Office of the City Attorney City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 9430 I ·5· . i Bach notice to Developer shall be delivered to: Office ,of Corporate GcneralCounsel Hewlett-Packard Company 3000 Hanover Street Palo Alto, CA 94304 , 13.. Assignment: Developer may assign its right, title and interest in and to this Agreement to any other PartY without the approval of City. Additionally, Developer shall have the right to designate a nominee to acquire title to the Triangle under the Triangle Deed. . .' ." . . 14.' ' Miscellaneous: This Agreement constitutes the c6mplete and fmal expression, of the agreemellt of the OWners relating to the matters set forth hereIn and supersedes all previous contracts, agreeinenls; aridundetiltaiJdings of the Owners, eithef oral or written, relating thereto. This Agreemellt cannot be modified,or any of the terms hereof waived, except by an inslrUlnent in writing (referring spedficallyto this Agreement) executed by the party against whom enforcement of the ln6dlfication or wruver is sought: Time is of the essence for the performance of each and every covenant and for the satisfaction of each and every cOndition contained in this Agreement. This Agreement Shall be .governed by and construed in accordance with the Jaws of the State of CalifornIa. The language in all 'parts of this Agreement shall in all cases be construed as a whole acCording 'to iis reasonable meaning. This Agreement may be exeeuted in counterparts by the parties hereto; and shall become biilding when all parties have eaeh executed and delivered to' the other party a Counte!pllrt hereof. and together' such executed counterparts shall constitute this Agreement. Each plirtyhereto shuJlexecute. acknowledge and deliver or to cause to have executed, acknowledged and delivered, such other and further instnunents and documents as may reasonably be requested by,the other to carry out ttils Agreement. ' [Siguatore page follows] L IN Wl1NESS WHEREOF, the parties hereto have executed this Agreement on "the respective dates set forth below. " DEVELOPER: HEWLETT·PACKARD COMPANY, a Delaware corporation BY:d.-~ Name: 8'W~ 'PnfRr Tide: ve,. ikn 6"" ,f Itrlf. '!:!f' Dale: December 1,2010" ClTY; Cily of Palo Alto, a California Municipal Corporalion By:" ______ ~ ________ ~ Name: ______ "_~ ___ _ Title:: _______ ~ APPROVED AS TO FORM: By:_"" City Attorney Date: January_"~. 2011 " 1111<40s.o6 ACKNOWLEDGED: By:_-:-;-_"=-:-____ _ City Clerk -7 - ; " , I I t TRIANGLE LEGAL DESCRIPTION AND DEPICTION TImt certain real property located in the Cit)' of Palo Alto, County of Santa Clara; State"" of California, and more particularly described as follows: Real Property in the Cit)' of Palo Alto, County of Santa Clnra, Slate of California, being a portion of Parcel No.2 as described in the Filial Order of Condemnation recorded April 18, 1962,.in Book 5543 of Official Records, page 586, Santa Clam County Records, and a portion of Parcel No. I as described in the Final Order and Decree of Condemnation recorded April "18, 1962, in Book 5543 of Official Records, page 591, Santa Cllllil County Records, described as: follows: " Beginning at the most easterly corner of said Parcel No.2; Thence along the southeasterly lines of said Parcel No.2, the following two courses: 1. Thence South 38°23'10" West, 68.00 feet; 2. Thence North 51 °36'50" West, 2.57 feet: ~: Thence North 08°39'58" East, 99.20 feet. to a point of cusp, being on the ea~terly"line of said Parcel No. I: Thence along said easterly line, southerly, along a tangent curve to the Jdt, having a radius of " 36.00 feet, whose"center hears South 81°20'02" .Easl, through a central angle of 60°16'49" for an arc length of37.87 feet, to the northeasterly line of Parcel No.2; " Thence along sold northeasterly line, South 51 °36'50" East, 20.49 feet. to the Point of Beginning. " 1111408.00 -8- LEG£N~ (II) fWlIAi. , 1!tAAI~ hJ" i p.o.e. _r OF BECM<!HO 1 IN •• 80 FT. SAN ANTONIO ROAD j I ____ ' __ cl!Y ~L£ ~L~.J,_' _,_ CITY or MOUNTAIN VIEW ----,--- W ::J ,~ I « , ; 1::::< i • I , / I : I :z I /[ / / I / I 1/ ( it. , .. '\ I I ---1j: -----1 j I /_.- 1 01' 1 ~~-~f~~I~'~~~~'_-~~_A_~_to_cc_~_PC_nY_d~ __ Pt_lOO~~ -9- 11214118.6& EXHIBIT"B" KELLEXPARCELDEED [Attached] ( ·10. 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C:Uy A,';;.LIQn')WY ',,' COllN'l~ or BAWl." ¢L.AAA ; .' on&\ltv ... b· . aOI;), Iltl~u". ;;'j>skb lA, D4,... • A nnl'Jlry ~1C •. jn .lJd, for the State at C4U!orda, p{l.t'Slrn1bllr . • ~rW t-~jL , "Ifmt ~ov..-d to' n.u on 'Che b'tl)~s of SAt:i.Sr!'(; '(uty t¥.lrthult."(I to 'tI" t'he panonM wholiht· r.A1'l* 1~ • &ub3o-.:i bed to tb1t WiU:1n .t"ItXI~:W:lt W .w~:)w1411du.ul t~l 1DIt t;b.-t ~,,~;'~'. execu.ted LhQ ff&ilt$ an fl!~r .uc:~i:.d e4P4C1.t.Y~f o.td ~h. .. t by )-.!II/~r ttt9J\ature~! (11). ,!..bel l.n~p'\)fl\,fnt: the peiocn~. or thi!: ~t1ty 'Jt)Otl ~l! oC wh~v.h tlle llersonJ(l a<-"tad, "('QCu~\ toll. inl'f~rtnent. = l;41ntt:y ~'Dder l'Uft.'A!."V ur IEMUey UtUihr tM In.~ ¢ ,;:hO DrAlt& ot Oa.lifornla t;tmt tho fox.Ml:~g £)jt"aurt\J).ll 1a tnu. and cozrect. to1:TKISS ny h~d 01t4 orllcia}. .... 1 --:.'7 ~.' 5!.Olwfur: .. 'i4"_ .... "W=:::..-I~=-"=L-.;... -14- ( EXHIBIT "C" FORM OF TRIANGLE DEED [Attached] -J 5 - -_.--" .~ .... "-... ""---_ .. ........ ". '"" RECORDING REQUESTED BY' WHEN RECORDED MAIL TO AND MAlL TAX STATEMENTS TO; (Space Above for Recorder's Use) QUITCLAIM DEED The undersigned Grantor declares that this conveyance is exempt from the payment of Documentary Transfer Tax pursuant to Section 11922 of the California Revenue and Taxation Code, as amended. FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby aclmowledged, the CITY OF PALO ALTO, a Californiamunicipai corporation ("Grantor"), does hereby quitclaim, remise, convey and release to -:-:---:::-__ ;;-::-_ {"Grantee"),lhat certain real property (the "Property") in the City of Palo Alto, County of Santa Clara, State of California, more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference. Additionally, Gr!llltor releases and conveys any rights uf the public in, to or over the Property. IN WITNESS WHEREOF, this Grant Deed has been executed this ____ day of _____ " 2011. CITY OF PALO ALTO, a ClIIifurnia municipal corporation By: Nam-e-:~---------------- TItle: ______ --'-__ _ ATTEST: City Clerk APPROVED AS TO FORM: City Attorney ·16 - · ......... _--_." .. ,".--_ ... -..... , .. EXHIBIT "A" Legal Description of Property That certain real property located in the City of Palo Alto, County of Santa Clara, State of California, aad more particularly described as follows: _ -_ Real Property in the CitY of Palo Alio; County of Santa Clara, State of C!llifornia, bei,llga portion of Parcel No.2 as descri\1ed in the Fhial Order of Condemtllltion recorded April 18, 1962, in Book 5543 of Official Records, page 586, Santa Clara-County R~cords, and a -portion of Parcel No. I as described in the Final Order and Decree of Condemnation .recorded April 18; 1962, in Book 5543 of Offieial Records, page 591, Santa Clara County Records,deseribe_d as follows! -. -. --' '-- Beginnlrig -atthemost easterly eomer of said Parcel No. '2; Thence along the southeasterly lines of said Parcel No.2, the following two courses: 1. Thence South 38°23'10" West"68,00 feet; 2. Thence North 5 1°36'50" West, 2.57 feet; Thence North 08°39'58" East. 99.20 reel, to a point of cusp, being on the easterly line of sald Parcel No. I: Thence along said easterly Hne, southerly, along a tangent curVe to the left, having a radius of 36.00 feet, whose center bears South 81°20'02" East, through a central angle of 60°16'49" for an arc length of 37.87 feet, to tlle northeasterly line of Parcel No.2; Thenee along said northeasterly line. South 51·36'50" East, 20.49 feet, to the Point of Beginning. . 112141)3J)& • 17· __ Pl_IliDl ,.,.,...... W8tet Featue ~ (SO) i!Jll c.teh Ib:$in l,$0} "'.. Jnlet{SO) " -ISO) <10", 0t.4fd (SO) ,-, W;<~ (SO) ,-F!l)e.UBh(WT) ..--Pipe. SeNce (WT) ____ PPl, Main H}'dr.rIlt (WTj ""..-C1'I'Juin; ~1'I9'(Wi) n CoI.Iping, ~ (WT) .. ~~(WT) i1 F'MjI'JO,~twn Q ~1(Wt} ~ fHlter, htail'I ('Wi) ~ ~.$~O'(WT) " -lWll X !Itr! strudimII fIbdO, M'M (\¥'I) o Valle, Uair1 ('oVT) 'f' vfiIio.&, Air ReIi~(WT) o VR,6aNce(Wl) o VN. HyOr1nt (WT) " Vb. B1OwIJftwt} .1Ii!Ie Text (\NT) .--P~. ~(GS) :;: c.atra' Ff.ting (OS) -. COp (GOl $ Pipe. SeNe.e ~ I,'GS) ;! ~~er(GS) V ~ ReMer(GS) ~,...~ .. ' Cn:r;w.g C3:!;11lg [GS} ,.",-FI\!I'I,:;e(GS) Meter, Si!Jt\ice (GS) 3 Weter, Senk:eCtrb(GS) .,..-p~. Man (GS) 9~" TIIb1 (GS) o v ..... Ma,!t, (GS) o v8he,$~(m-} ;:" V~. tlrIp (GiS} ",.--Pi~ Late:af (WW) Fi!t~~(iNWr. .,..-Pipe. 1.fI:Ml PabAtto ()M1od(WYll) .-"'" ~. Main I'Iot City o.ned (W'W) ".~'-. CtonI('9 Casing ~ 0" ~. Meil'l (WW) ~'. ~. L.atai'al (WIN) y \tIQ'I S~ NtdQ,. MlSntNNJ F1~ Tee(WW) :011 FItting. Ph:g (:N'N; \to MIri'oIe. M.Sn (WYII} ~/ I.am~~ 'Main (rII'M \i A",1ing tiet, MIn rN'M i\ ~ r:.ap (WW) ~~ 'JlQ:rt~ ~ ~tahtI, III" (W'N) • PeinI 'Tap (YM) ~~Mo.!".iI\o$II'N"'#<~1"f"~fJ:.;,p~J'W:tQ>T!l'!.t;!~I'IoW*.;~".:ml:i!'!:IrNI'II!Qt!':I$-=~ l' i, Kelly Parcel. To Be Deeded To City o 1t\. to;" ,.r Palo ABo ~ Q 3! .. ~ o-iI = '1'WII:",,"WI fI--=<>fe<l ~Qf~II.#I>GIft ~ . ;. LEGEND (R) P.O.B. RADIAL BEARIHG POINT OF BEGIHNING 4p 80 I I 80 FT. SAN ANTONIO ROAD -----~-------------- CITY OF PALO ALTO --_···-CiTV-OF MouNiAlt~" V:::IE:,-W-L...--------j-~~--i 111100al<l,,,,d Rood 95131 "PALO CITY PARCEL """'.T 1 " , .-~.-.-.... -"~ ... ~~.'". ATTACHMENTD· r I, , . ----I " , ATTACHMENTE 1-1 'r-;l '~ ~ ~ ~ b u \ ~ fj ~ CI':l CI':l -< ~ ~ j I ~ ~ I '" , IJ) i ,. _i City of Palo Alto (ID # 2524) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 6 (ID # 2524) Summary Title: N California Avenue Traffic Calming Project Title: Approval of Permanent Retention of the North California Avenue Safe Routes to School/Traffic Calming Project From:City Manager Lead Department: Planning and Community Environment Recommendation Staff and the Planning and Transportation Commission recommend that Council approve permanent retention of the North California Avenue Safe Routes to School/Traffic Calming plan. Background North California Avenue is a residential collector street, which primarily contains single-family housing. Other abutting land uses include the Jordan Middle School and Stratford School. In response to community concerns with regard to excessive vehicular traffic speeds, staff began this project by convening a neighborhood meeting on May 19, 2009. To help ensure adequate community participation, a working group of 14 team members was formed that included representatives from the project area, the Traffic Safety Representative (TSR) from Jordan Middle School, Jordan Middle School staff, and City staff. A traffic calming plan was developed through the working group with advisory input from the Palo Alto Bicycle Advisory Committee (PABAC). On April 28, 2010, the Planning and Transportation Commission (PTC) discussed and recommended approval of a Trial Traffic Calming Plan for North California Avenue between Middlefield Road and Embarcadero Road. The plan consists of four speed tables, warning signs, and Sharrow pavement markings along the south side of North California Avenue serving eastbound traffic, as illustrated in Attachment A. The Director of Planning and Community Environment approved the trial for implementation and the traffic calming devices were installed in September 2010. Project Description The Trial Traffic Calming Plan for North California Avenue consists of the following types of traffic calming treatments aimed at reduced vehicle speeds and non-resident vehicle trips while encouraging the safe roadway use between vehicles and bicycles: Speed Tables:Speed tables are a roadway deflection device that requires vehicles to reduce speeds in advanced of the speed tables to comfortably traverse over them. March 05, 2012 Page 2 of 6 (ID # 2524) Speed tables are typically 3-inches in height; span the entire width of the road between the lip-of-gutter of each side of the street, and approximately 22-feet wide in the direction of travel of vehicles. The speed tables on North California Avenue are spaced approximately 400 feet apart between roadway controls, consistent with industry standard best practice. Four speed tables were installed throughout the project area. Warning Signs:“Speed Bumps Ahead” warning signs with supplemental “20 MPH” signs were installed to notify motorists and advice of appropriate vehicle speeds to safely traverse over speed tables. A total of 4 warning signs were installed at the entry of the project area and for vehicles entering the project area from Louis Road. Sharrows:Sharrows are a “Share the Road” pavement marking intended to continually notify motorists that they are traveling along a roadway shared with bicyclists and to advise bicyclists of the position that they should travel along the roadway both adjacent to motorists and parked vehicles. Sharrows are shown to help encourage safe bicycle travel including a reduction in “wrong way” bicycle travel along a roadway. Sharrows are also a recommended element for use in Palo Alto in the Draft Bicycle & Pedestrian Transportation Plan. 8 Sharrows were installed throughout the project in the eastbound direction of North California Avenue between Middlefield Road and Louis Road. Sharrows in the westbound direction were not considered because bike lanes exist for this direction. Discussion The Trial Traffic Calming Plan was installed in September 2010 allowing for a one-year evaluation that was completed last fall. The North California Avenue –Trial Traffic Calming Project Evaluation Report is provided in Attachment B. Highlights from the report regarding the Trial Traffic Calming Plan project are summarized below. Vehicle Speed Reductions The primary purpose of the Trial Traffic Calming Plan was to reduce vehicles speeds along North California Avenue. The existing posted speed limit of North California Avenue through the project area is 25 MPH. Table 1 show that the Trial Traffic Calming Plan project had a significant impact in reducing vehicle speeds along North California Avenue reducing vehicle speeds up to 26 MPH. Staff believes that speed reduction is a direct result of reducing vehicle speeds from cut-through traffic from Embarcadero Road and Oregon Expressway. Speeds decreased from 31 mph before the measures were installed to about 27 mph along the corridor at or near speed table locations. Based on the speed between measures, the speed reduction is about 4-MPH, or an 11% decrease from the Pre-Trial vehicle speeds. Neighborhood Traffic Volume Reductions March 05, 2012 Page 3 of 6 (ID # 2524) Successful traffic calming projects reduce vehicle speeds and discourage non-resident vehicle travel along a corridor in efforts to help preserve the quality of life of the street. North California Avenue between Middlefield Road and Greer Road serves mainly residents living on and along the street including the school commute traffic to Jordan Middle School, Stratford School, and the Mid-Peninsula Education Center. The City’s Crosstown Shuttle also travels through this segment between Newell Road and Middlefield Road. The east part of North California Avenue between Greer Road and Santa Ana Street-Embarcadero Road provides a more direct path towards Highway 101. Table 1 shows that average daily traffic volumes decreased by about 230-296 vehicles per day on most of the project area, an approximate 9-10 percent decrease from the original volume on North California Avenue. The presumption is that “cut-through” previously using North California Avenue chose another route such as Embarcadero or Oregon Expressway rather than traverse through North California Avenue because of the speed tables. The eastern segment between Greer Road and Santa Ana Street-Embarcadero Road realized a negligible increase in traffic of 217 vehicles over a one day period. A majority of the traffic increase was realized during the pm peak period in eastbound direction. No traffic calming improvements were installed as part of the project in this segment because of the fact that there were existing intersection controls at Greer Road (All-Way Stop) and Embarcadero Road (N California Avenue Stop) and the segment was too short in length for consideration of additional improvements. No significant negative impacts resulted from this diversion of through traffic as discussed in the North California –Trial Traffic Calming Plan Project Evaluation Report (Attachment B). Table 1 Vehicle Speed and Traffic Volume Summary *Average Daily Traffic (ADT): The total volume of traffic during a 24-hour period on a weekday. ** The speed at or below which 85% of all vehicles are travelling under free flowing conditions. Pre Trial May 2010 Post Trial May 2011 Change From Before to After Location Volume * ADT 85% ** Speed (MPH) Volume ADT 85% Speed (MPH) Volume Speed (1) 700 block of North California @ speed table 3256 31.5 2960 27.1 -296 -4.4 (2) 800 block of North California (100 feet east of table) 2482 32.6 2252 30.5 -230 -2.1 (3) 900 block (between two tables) 2133 30.9 2004 26.6 -129 -4.3 (4) 1000 block between Greer and Santa Ana 2151 29.4 2368 28.4 +217 -1 March 05, 2012 Page 4 of 6 (ID # 2524) During the Planning & Transportation Commission meeting, two residents noted concerns regarding traffic volumes on N. California Avenue between Greer Road and Santa Ana Street- Embarcadero Road, specifically a perception concern that traffic to and from Highway 101 is using N California Avenue to access Greer Road and continue south towards Oregon Expressway. As previously mentioned in the staff report, the majority of the increase in traffic is headed eastbound towards Embarcadero and presumably to Highway 101. Staff did respond to resident concerns with updates on the Highway 101 Widening Project that will provide auxiliary lanes on each approach of Highway 101 between Embarcadero Road and the Mountain View border. This improvement would further help to encourage vehicles to stay on Highway 101 rather than to travel on local streets. Vehicle Crash Summary There were no vehicle crashes reported in the project area during the trial period. March 05, 2012 Page 5 of 6 (ID # 2524) Emergency Vehicle and Service Response The Police Department did not report any impact to their response times traveling through the project area. The Fire Department noted a concern regarding excessive response times by Fire Department traveling through the project area as a result of the speed tables, but did not document any substantive travel time impacts. The Department Public Works did not have any particular problems during the trial but, over the long run, speed humps interfere with and increase the costs of, pavement maintenance and utility projects. North California Avenue Resident Opinion Survey The project area includes 91 households that front or abut North California Avenue between Middlefield Road and Embarcadero Road, including cul-de sacs, corner properties and schools. Staff determined that this is not a true representation of the project area since 23 (out of these 91) households front Southampton Drive, not North California Avenue. To assess opinions of residents abutting only North California Avenue, only households whose primary driveway access is provided via North California Avenue were surveyed, resulting in a total of 66 households. Table 2 below summarizes results of the Resident Opinion Survey. Table 2 North California Avenue Resident Survey Results Position of Permanent Retention of North California Avenue Traffic Calming Project No. of Responses Percentage of total households Support Retention 34 52% Support Removal 3 4% No Response to Survey 29 44% The City’s Neighborhood Traffic Calming booklet notes that a simple majority of neighborhood support must be provided in order for transportation staff to recommend for permanent retention of traffic calming treatments. Planning and Transportation Commission Review and Recommendations The Planning & Transportation Commission discussed the N California Avenue Safe Routes to School/Traffic Calming project at its January 25, 2012 meeting. With the exception of one Commission member who had to excuse himself due to conflict of interest, the Planning and Transportation Commission unanimously recommended the permanent installation of the project to the City Council. Minutes of the Commission’s meeting are provided under Attachment C. Chair Martinez requested that staff check the condition of Sharrow marking. Staff reviewed the markings and found them in good condition. Sharrows will be re-installed during any resurfacing projects or when they start showing signs of wear and tear. March 05, 2012 Page 6 of 6 (ID # 2524) Commissioner Keller noted overall support for the project but expressed concerns about the Fire Department’s comments regarding impact to response times. Commissioner Michael liked the project but acknowledged concerns from public for impacts outside of the project area. Policy Implications Traffic calming is supported in the Comprehensive Plan. Policy T-34 states: “Implement traffic calming measures to slow traffic on local and collector residential streets…. Include traffic circles and other traffic calming devices among these measures.” Program T-43 states: “Implement a Neighborhood Traffic Calming Program to implement appropriate traffic calming measures….” The project is consistent with this policy and program. Resource Impacts The traffic calming improvements are funded through the Capital Improvement Program (CIP) - Safe Routes to School project, PL-00026, which includes the improvements on North California Avenue. The improvements were constructed in conjunction with the Public Works Department’s Street Resurfacing Program. No additional funds are required at this time to retain the project permanently. Environmental Review In accordance with California Environmental Quality Act (CEQA), an Initial Study was prepared for the project, and a Negative Declaration was issued January 3, 2012 (Attachment D). The public review period of 20 days ended on January 23rd and no comments were received from the public during that time. Attachments: ·Attachment A: Map of the Trial Plan (PDF) ·Attachment B: Evaluation Report (PDF) ·Attachment C: January 25, 2012 Planning and Transportation Excerpt Minutes (PDF) ·Attachment D: Draft Negative Declaration and Initial Study (PDF) Prepared By:Ruchika Aggarwal, Department Head:Curtis Williams, Director City Manager Approval: ____________________________________ James Keene, City Manager 124-02-048 003-56-035003-56-034 003-56-050003-56-051003-56-052003-56-053 003-56-062003-56-061003-56-060003-56-058003-56-057 003-56-076 003-56-075 003-56-074 003-56-073 003-56-072 003-56-071 003-58-065 003-58-006 003-58-014003-58-013003-58-012003-58-011003-58-010003-58-009003-58-008003-58-007 003-58-016003-58-017003-58-018003-58-019003-58-020003-58-021003-58-022003-58-023003-58-024 003-58-053003-58-052 003-58-040003-58-041 003-58-037 003-58-038 003-58-039 003-47-019 003-56-033 003-56-019 003-56-032 003-56-031 003-56-030 003-56-029 003-56-028 003-56-027 003-56-026 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2 0 1 8 0 8 1 7 9 6 3 3 0 3 2 6 3 2 0 3 1 2 3 0 6 3 0 02 9 8 2 9 0 2 8 0 2 7 0 2 6 0 2 5 0 2 4 0 2 3 0 2 2 0 2 1 0 7 3 2 9 3 2 5 3 1 9 2 8 1305 2 7 1 2 6 1 2 5 1 2 4 1 2 3 1 16 9165 2 2 1 1 7 5 1 8 1179 1 5 71 6 1 7 0 103979 7571 67 7 3 9 7 4 5 7 5 1 7 5 7 7 6 3 5 04 7 4 1 2 8 1 61 8 1 3 1 8 1 7 9 7 1 7 8 1 1 59 5551 08710791071106310551047 63 747751 759 755 7 6 7771 2430 2410 763 2450 2470 775 740 744 736 795 2391 2371 2351 2331 2390 2370 815 807818814 2557 2539 2521 2501 2497 2491 2471 2451 2431 2411 779 2490 2498 783 785 789 2500 2520 2538 2556 820 824 840 846850 837 831 2510 2550 2530 851 847 832 836828 825819823 822 826830 827 833836848839845858853862 2328 879232023182312 2226 853 849 863 861 859865 867 869 821 825 829 833 837841 857845 871 2266 2268 2264 2262 2286 2298 2252 2290 2270 859866 865870873874 878 881882885 891886 895890894238 8 2303 2315 2323 2333 2343 2355 2351 875 871 867 863 859 855 842 84 83 854 84860855 25 9 860856 2569 84848 836 2570 843 2575 849 8585866 872 86 87 890 2550 879 885 873 867 865 876 880 884888 891 8972490 864 868 872 891887 883879 2543 2521 2493 2477 2470 2480 2463 878 884 87 896 88 2490 2567 2577 927 929 931 933914910 2569 2385 935 939 2445 24232421 928 931 920912 915923 2430 2440 2450 2465 2460 2469 922 930938 946 954 951 947943935 911 919 927 971963952955 944 947939936 976 955962959970963967 2361 923925 921919 905 986 973 10 915917 834 2238 1 0 5 5 101 899 829 825 749 697 999 1032 755 950 1598 673 895 850 930 ROW JordanMiddleSchool Embarcadero Road Middlefield Road Speed table Speed table Sharrows Speed table Install pole and Advance warning sign,8' east of existing utility pole Sharrows Install advance Warning signon street light pole #72. Speed table Coastland Dr Middlefield Road Warren Way Iris W a y T u Garland Drive Louis Road Dennis Dr Agnes Way Blair Ct Santa Ana St Elsinore Dr El Cajon Way Moreno Ave Celia Dr Indian Dr Santa Catalina St North California Ave Portal Pl Or e g o n A v e n u e ulton St Northampton Dr W Greenwich Pl Newell Rd Guinda St E Greenwich Pl Southampton DrMark Twain St Barbara Dr P rimrose W a y W alter H a y s D r L ois L n H e ath er L n Bret Harte St C h a n nin g A v e Bellview Dr Morton St This map is a product of the City of Palo Alto GIS This document is a graphic representation only of best available sources. 0' 500' North California AvenueTraffic Calming/Safe Routes to School project Trial Plan CITY O F PALO A L TO I N C O R P O R ATE D C ALIFOR N IA P a l o A l t oT h e C i t y o f A P RIL 16 1894 The City of Palo Alto assumes no responsibility for any errors. ©1989 to 2010 City of Palo Alto raggarw, 2011-10-18 15:49:28N Cal Traffic calming (\\cc-maps\gis$\gis\admin\Personal\Transport.mdb) NORTH CALIFORNIA AVENUE TRIAL TRAFFIC CALMING/SAFE ROUTES TO SCHOOL PROJECT OPERATIONAL EVALUATION Project Description: This project consists of four speed tables and warning signs on North California Avenue between Middlefield Road and Greer Road including Share-the-Road pavement markings (sharrows) along the south side of North California Avenue between Middlefield Road and Louis Road. Installation of these traffic calming measures were completed on September 5th, 2010. Project Evaluation: Operational evaluation includes the identification of any impacts on street functions and city services. The neighborhood opinion survey, conducted separately, is the other major component of the project evaluation, which will report on residents’ experiences with the measures, such as noise, impacts on vehicles, visual impacts, and their overall assessment of whether or not the project should be retained permanently. Traffic Counts were measured in May 2010 at four locations after the trial was approved. These counts are also considered as the base or “before” counts. Approximately nine months after the trial began new speed and volume counts were taken in May 2011 for the “after” condition. Information was gathered in August-September 2011 from public service providers. Traffic Speed: Speeds decreased from 31 mph before the measures were installed to about 27 mph along the corridor at or near speed table locations. Based on the speed between measures, the speed reduction is about 4 mph, or 11 percent decrease from the original speed. Speed reduction is the primary goal of traffic calming/safe routes to school project. Traffic Volume: Daily traffic volumes decreased by about 230-296 vehicles per day (vpd), an approximate 9-10 percent decrease from the original volume on North California Avenue between Middlefield and Louis Road. The presumption is that “cut-through” previously using California Avenue chose another route such as Embarcadero or Oregon Expressway. Even if all the diverted volume dispersed evenly onto 2 of these nearby streets, the increase of about 150 vpd on a single street would be substantially less than the traffic calming program’s 25% impact threshold for increases on adjacent streets, and would not be noticeable to the average resident. There is a slight increase in the traffic volume in the 1000 block of North California Avenue (between Greer and Embarcadero where no traffic calming devices were installed). Before-After Volume and Speed results: “Before” counts were measured in May 2010 at four locations. The “after” counts were taken in May 2011 at the same 4 locations. Even though staff collected data during the same month, there may be some potential inaccuracies in measuring the before-after impacts of the speed tables. Volumes are vehicles per weekday. Speeds are 85th percentile. Location Before tables May 2010 After tables May 2011 Change From Before to After Volume Speed Volume Speed Volume Speed (1) 700 block of North California @ speed table 3256 31.5 2960 27.1 -296 -4.4 (2) 800 block of North California (100 feet east of table) 2482 32.6 2252 30.5 -230 -2.1 (3) 900 block (between two tables) 2133 30.9 2004 26.6 -129 -4.3 (4) 1000 block between Greer and Santa Ana 2151 29.4 2368 28.4 +217 -1 Page 2 Traffic Crashes: There were no collisions reported in the project area during the trial period directly related to the speed tables. Police Department: On observing the data for all call-types since the trial began in September 2010, nothing significant about response times to calls due to the speed tables or street layout were noted. The Police Department concluded that the traffic calming measures have caused no notable impact on emergency response times. Fire Department: This project area falls within Engine 3’s district, which was identified in the recent fire department analysis as having excessive response times possibly associated with traffic calming. In addition, fire department believes that speed tables do create discomfort for patients being transported, and could interfere with critical patient care. The Fire Department recommends installing speed cushions that have channels to allow wide track emergency vehicles to pass through without being impacted. Public Works Department: These traffic-calming measures, like any others, have negative impacts on street maintenance. The measures will interfere with a street repaving project. Speed tables would have to be removed and replaced for a major project. No foreseeable problems from Street Sweeping or Traffic Control Maintenance group were noted. Traffic calming measures require occasional maintenance for paint, signs and concrete elements. No extra funds or staffing have been allocated for maintenance. Thus, the measures cause an incremental increase in the City’s street maintenance. Stormwater: The speed tables would not interfere with storm water runoff during a major flood event, since the gutters remain fully open and the tables are only three inches high. Conclusion: Operationally, the project has been successful in accomplishing the primary goal of this type of traffic calming/safe routes to school project—speed reduction. The primary negative impact, typical of traffic calming projects employing speed tables, is the potential delay to emergency fire and medical responses. The second negative impact, also typical of most traffic calming projects, is the increase in maintenance cost and workload for City crews. Planning and Transportation Commission 1 Verbatim Minutes 2 January 25, 2012 3 4 DRAFT EXCERPT 5 6 North California Avenue Traffic Calming/Safe Routes to School Project: Presentation on the 7 results of this trial traffic calming project for consideration of a Recommendation to the City 8 Council for Final Approval and Project Retention. The project includes speed tables, signage and 9 bicycle sharrow roadway markings on North California Avenue between Middlefield and 10 Embarcadero. 11 12 Chair Martinez: We will start with a Staff Report on North California. 13 14 Mr. Jaime Rodriguez, Chief Transportation Official: Good evening Commissioner Martinez. 15 This presentation will be made by Ruchika Aggarwal from our transportation team. 16 17 Ms. Ruchika Aggarwal, Assoc. Engineer : Thanks Jaime. My name is Ruchika Aggarwal. I am 18 the Assistant Engineer with the transportation group at the City of Palo Alto. I am here to 19 present the evaluation results for the North California Avenue Safe Routes to School Traffic 20 Calming Project. 21 22 This project was installed in September 2010. Just to give a little background on the project, 23 North California Avenue is identified as a school commute corridor network map. It was 24 adopted by the City Council in 2005 and as per City Council direction Staff has been focusing on 25 all traffic calming projects towards the streets that are a part of this network map. It is a Safe 26 Routes to School School Commute Corridor Map. 27 28 This project was started in May 2009 with a neighborhood meeting for all the residents living in 29 the corridor and Staff Members from Jordan Middle School and traffic safety representatives met 30 with the Staff and a working group that was developed to form a plan. The plan that was 31 supported by the residents and was developed consists of speed tables, warning signs, sharrows, 32 which are the Share the Road pavement markings. This plan was discussed at the Planning and 33 Transportation Commission in April 2010 and then was approved for installation of the trial. 34 During the summer and as a part of the Public Works Resurfacing Project this plan was 35 implemented consisting of all of these traffic calming elements proposed for this corridor. 36 37 Here you can see the portion, this is the project area. The green bubble here. This is the map as 38 approved by the City Council to focus traffic calming efforts on school commute network map. 39 The project elements for this particular corridor as identified by residents and the school 40 members were four speed tables, three inches high, twenty-two feet wide and they run the entire 41 width of the road from the gutter to the gutter. Two speed tables were installed between 42 Middlefield and Louis on North California Avenue and two are between Louis and Greer Road. 43 There are four warning signs associated with these speed tables with a supplemental sign or 44 advisory speed of 20 mph. There are eight sharrows for the eastbound direction between 45 Middlefield and Louis Road on North California Avenue. For the westbound direction the bike 46 Page 1 lane exists. The eight bump and pavement markings for the four speed tables, two for each 1 direction. 2 3 These are some of the pictures taken as it looks now after the project was completed and has 4 been installed on North California Avenue. The elements that are considered during a project 5 evaluation for a traffic calming project are residents’ survey, take the survey and take the opinion 6 of all the residents living in the corridor, traffic data which consists of the speed and the volume 7 and traffic data and comparison of before and after the installation. Traffic crashes and input 8 from Police Department, Fire Department and Public Works Department to see if there has been 9 any impact with the storm water drainage issues for this particular corridor with installation of 10 these projects. 11 12 The resident survey indicated that we received more than 50% in support of retaining the traffic 13 calming elements as it is installed currently. This meets the minimum percent required 14 according to the traffic calming guideline books which says more than 50% plus is required to 15 retain the project. We had three cards that indicated they were not happy with the project and 16 they would like it to be removed and there were no response from 29 households from the 17 project area. 18 19 Some of the most common comments we received during our postcard survey were the speeds 20 have been noticed to slow down near the schools, the Jordan Middle School and the Stratford 21 school. There were some residents who were confused about humps versus tables and they 22 wanted to understand why we couldn’t install humps on California Avenue as it was installed for 23 Greer Road just a few months ago. At the meetings and during the survey it was explained that 24 California Avenue, being a collective street, Fire Department does not approve speed humps on 25 North California Avenue but they are approved on Greer Road which is considered a local street. 26 27 Some of the other comments supported traffic calming in residential areas. It helped slow down 28 the speeds of the cars and that benefits the school children and the pets. Increased safety and 29 lower traffic noise level was also reported and residents were happy about that. The cars are 30 more aware of school activity, the biking and kids riding their bikes and kids walking to school 31 because of these lower speeds. 32 33 This table shows the data the traffic speed and the volume data as collected before and after the 34 improvements were made along this corridor. The 700 block of North California is the block 35 right in front of Jordan Middle School. You can see that the speed reduction was a little over 4 36 mph. The 800 block is close to the private school, Stratford School and when the Traffic 37 Council collected it was noticed about 2 mph reductions in speed. The speed between the two 38 tables were noticed or recorded at a little over 26 mph, again a reduction of about 4 mph. The 39 1000 block of North California Avenue is between Greer Road and Embarcadero Road. There 40 were no traffic calming measures implemented on this particular segment because the residents 41 were not in favor of a fifth speed table and also because of its proximity to Embarcadero Road 42 and the fact that North California stops at Embarcadero Road. There was not much support for 43 installing a fifth speed table at this segment. 44 45 Page 2 The primary goal of a traffic calming project like this is speed reduction. As you can see, the 1 speeds have been reduced on an average of about 10 to 11% from the existing speeds. The 2 second goal of the project is reduction in the volumes and there has been a decrease in the 3 volumes anywhere from about 120 to 300 cars along this corridor. It was assumed that this is the 4 cut through traffic and they chose alternate routes like Embarcadero or Oregon Expressway for 5 their commute or driving around. 6 7 The other segments of evaluation consist of traffic crashes. There were no reported collisions 8 during the trial period of a one year period. The police department noted no impacts that were 9 addressed or recorded from their department. There has been no interference for the storm water 10 because the gutters remain open in case there is a major flood event. The two typical responses 11 from Fire Department and Public Works Department which are typical of a traffic calming 12 project like this, the Fire Department indicates excessive response times possibly due to traffic 13 calming measures like these but they don’t have any recorded documents to show how much 14 response times have been increased. 15 16 Another negative impact of a project like this is a higher maintenance cost during resurfacing or 17 utility project from our Public Works and Utility Departments which again is very typical of a 18 traffic calming project as such. So with this slide I would like to end my presentation and its 19 Staff’s recommendation for approval to the City Council to permanently retain these measures as 20 they have been installed currently. We’ve received positive feedback from the school, from the 21 residents and the survey indicates, the evaluation indicates that the primary goal of the project 22 has been achieved. Thank you. 23 24 Chair Martinez: Thank you. Commissioner Garber. 25 26 Commissioner Garber: Thank you. Although there are some projects and studies that do not 27 require recusal short of having the City Attorney here to ask for advice, I believe I’m going to 28 have to recues myself due to the proximity of my residence to this project so I will leave you and 29 someone can come and find me afterwards. 30 31 Chair Martinez: Thank you very much for that. With that I’d like to open the Public Hearing 32 and we have, Vice Chair, how many speakers? 33 34 Vice Chair Fineberg: We have three cards right now. The first speaker will be Irvin Dawid and 35 the second speaker is Rob Robinson. 36 37 Mr. Irvin Dawid: Thank you Vice Chair Fineberg. Irvin Dawid, 753 Alma. Whenever I see 38 sharrows I always say, right on. I live on my block 753 Alma, I think it was the City’s first 39 sharrows that were applied on Alma going toward the train station, there’s four of them, two on 40 the 700 block of Alma and two on the 600 block of Alma. The only thing, looking at the Staff 41 Report, I saw that there were signs for the, what is it called, the road hump or something like 42 that, but there were no signs for the sharrows. Generally whenever sharrows are applied there 43 are street signs. Most people still don’t know what a sharrow is. Technically it’s meant to 44 educate both cyclists and drivers that they are to share the road and that’s why I think an 45 overhead sign is particularly helpful. We do have overhead signs on Alma, it’s just a share the 46 Page 3 road sign that is rather ubiquitous and otherwise ignored. I’ve seen some really nice signs in San 1 Carlos that actually cite the vehicle code by which a cyclist can “take the road” and similar types 2 of signs in San Francisco. So if you’re going to put overhead signs warning motorists that there 3 is going to be a road hump I personally think it’s only fair that there should be overhead signs 4 notifying them that they are to share the road and share the road means just that. It means that 5 the cyclist does not have to go to the right to allow the motorist to pass. I means that the cyclist 6 can “take that lane” if conditions require that. Thank you. 7 8 Vice Chair Fineberg: Next speaker Rob Robinson followed by Annette DeStefano. 9 10 Mr. Edmund Monberg: Excuse me will you have speakers on California Avenue? I would like 11 to speak on that when I have an opportunity. 12 13 Chair Martinez: That is what we’re doing right now so if you want to fill out a speaker card. 14 15 Mr. Rob Robinson: Hi I’m Rob Robinson. It’s a pleasure to be here. I was part of the PABAC 16 and we got to participate as did many others. I think it’s wonderful that the school formed a 17 committee with the City and the City Staff. PABAC had a role in looking it over and realizing 18 that the road was not wide enough to do traditional bike lanes which is an option and so it was 19 the early time when sharrows were still novel in Palo Alto and we’re proud to see sharrows in 20 use and as Irvin said, they help people know where a bicycle might be found. They’re 21 educational. I had the pleasure of riding it this morning full length. I did not have the pleasure 22 of being there at 7:30 or quarter to 8 when all those junior high kids brought their hundreds of 23 bicycles there but it’s commendable that our school system has really encouraged our young 24 people to get to school without a car so I really think this kind of project should be carried 25 forward. One more thing about the sharrows. The sharrows on Alma are almost obliterated 26 because the traffic volume is so heavy and the crown in the road is a bit difficult but the sharrows 27 on California are really quite visible and I think we’ve taken a great step forward. Thank you. 28 29 Chair Martinez: Thank you very much. 30 31 Vice Chair Fineberg: Annette DeStefano to be followed by I’m sorry I’m having trouble reading 32 the last name but Edmund Monberg. 33 34 Ms. Annette DeStefano: Evening. I am a neighbor off of North California in the 800 block and I 35 live near the Stratford school. We’ve lived there for about 20 years and we’ve witnessed a lot of 36 near accidents with middle school children there and we have a private school there that has 37 many parents who do not live in Palo Alto. They do not observe the speed limits and there’s 38 quite a bit of overlap as far as middle school kids going to school in the morning without parent 39 supervision on bicycles and it’s a safety issue I’m pleased that this is somewhat addressing. We 40 unfortunately witness a lot of things that many of the parents don’t see and we have to call in the 41 police to try to reduce speeds of drivers who aren’t really paying attention to kids on bikes. I’m 42 not saying the kids on bikes are doing anything perfect, they aren’t either. But there really is a 43 safety issue and I think its great to slow down the traffic in other areas but my main concern is in 44 front of the schools because we see this constantly. 45 46 Page 4 There are two other points I wanted to make. I was just recently out of state and I visited an area 1 that had speed tables in it that were split and that was to gain access to public safety vehicles 2 such as fire trucks so the speed table was divided in the center and then it was wider than the axle 3 of a regular car and this was so Fire Department and public safety vehicles could go through 4 without having to maneuver through the speed table and slow down. I think it’s a really sensible 5 way of doing this and it is something that needs to be explored further but I still want these 6 anyway even if you don’t do it. The last thing is, I really do support the Share the Road signs 7 too. There are so many out of the area parents with the Stratford school that they may not even 8 know what sharrows are and it really isn’t signed very well there and we see the bicyclists 9 constantly. Thank you. 10 11 Chair Martinez: Thank you very much. 12 13 Vice Chair Fineberg: Mr. Monberg. And if you could please state your full name for the record? 14 Could you speak into the mic? 15 16 Mr. Edmund Monberg: Yes my name is Edmund Monberg and I live at 2155 Greer and I’m 17 here out of a serious and passionate concern about the traffic situation in the North California 18 and Greer area. Since time is limited I’ll go straight to the point. We live in a nice bubble here. 19 There is a huge amount of human resource both in talent and education and in my own 20 neighborhood live some very capable people who are able to dissect and analyze the traffic 21 situation in our neighborhood which is disproportionately terrible. Several of us have attempted 22 to communicate with the traffic department with nil success. In fact, we found ourselves faced 23 with disrespect for any idea that didn’t include a traffic table or a bump. Any discussion of any 24 idea that didn’t include a traffic table or a bump. 25 26 This is one of the things I’m truly incensed, if you sense a little incense in my voice but it goes 27 much further than this. Our neighborhood has pathways to literally three schools. There are lots 28 of kids, there are lots of close calls. I myself have gone door to door. I’ve met a number of my 29 neighbors who have recalled for me many events in the past which were scary to them, there 30 were injuries and suddenly the city would take interest in making changes if there were injuries 31 but until then they said 20 years ago, it wasn’t much different than that. 32 33 It wasn’t until very recently when I had to go during rush hour onto and off of 101 that I realized 34 where the traffic is coming from. There is an entrance which is backed up with 25 to 30 cars and 35 an exit that gets similarly backed up. Those cars have chosen to disproportionately take the 36 Greer which intersects with the North California and I would submit to careful examination you 37 would find that almost all of the excess traffic is coming not from our neighbors or our 38 neighbors’ neighbors but really from freeway traffic which feels frustrated. By the time they get 39 to our neighborhood they are even more frustrated. They drive impetuously and fast and rapidly 40 and what I submit to you tonight is that all of the solutions that have been contemplated and kind 41 of asphalted onto our streets do not serve to even address the problem. They are not solutions, 42 they are tokens that were given to us because enough people complained. I will also submit that 43 there are enough neighbors in my neighborhood who feel completely dismissed by the process 44 and I am here to respectfully ask you to reconsider this and actually take some input and maybe 45 do a little soul searching and talking to people in the neighborhood. I can certainly introduce you 46 Page 5 to some highly capable people who could give you feedback. I’m happy to exclude myself but I 1 see close calls and I see far too much traffic. If you’d like further comment I’m happy to submit 2 it. I’m also happy to invite my neighbors. Your Planning Department informed me that well, if 3 we deflect traffic from our neighborhood then it has to go to another neighborhood but I most 4 importantly submit that ours is far disproportionate to other similar neighborhoods. We are 5 basically at the peak hours getting two onramps or off ramps worth of cars that are coming from 6 or leaving Palo Alto, or coming from somewhere else or going to somewhere else from Palo Alto 7 and what we are seeing is freeway traffic that is misdirected, not neighborhood traffic. This is a 8 system problem and not merely street A or street B because the results are pathetic and for 9 someone to say there is a 10% change is nice but there is no compensation for seasonality, 10 economics, or any comparison to any other street so as a past student I would say that whoever 11 prepared the statistics for this change got kind of pretty close to an F from my experience at the 12 nice school across the street. I would hope that there is some pathway, some means of 13 examining this problem that allows us to really find a solution. I don’t think the solution will be 14 expensive. I don’t think it will be difficult but there has to be some openness and some thought 15 given. More than just a token pass which is so far what I have seen and not a very respectful 16 token pass at best. Many people in the City I’ve met have been very friendly, very helpful, very 17 informative and very sympathetic of the situation but we really need some of your guidance, help 18 and leadership to look at the new rather than just another speed bump. If you have any questions 19 you’d like to ask me or if you’d like me to direct any of the information I’ve uncovered to you 20 I’d be happy to do so. 21 22 Chair Martinez: Thank you. Before you go, Commissioners, any questions of the speaker? 23 Commissioner Keller. 24 25 Commissioner Keller: Considering we have this project in front of us and briefly, could you 26 indicate whether you think we should approve the project today or would you suggest that we 27 deny or stop the project or extend the trial? 28 29 Mr. Monberg: Well, that’s a very good question. It’s a little bit like having a case of aggressive 30 cancer and someone asking you if you should consider the placebo. I watch the tail lights of 31 people when both the bumps and the tables were first installed, everybody slowed down. A few 32 days later there were less taillights. 33 34 Commissioner Keller: I appreciate that but this is the item we have agendized for us and you’re 35 welcome to email the Commission with comments but in terms of this item we have to act on 36 whether to approve the trial and make it permanent, whether to extend it, whether to remove it so 37 if you could quickly, or have advice for us about this particular trial that would be helpful. 38 39 Mr. Monberg: I’m complimented that you should consider my words of advice. If it were to be 40 advice I would say its really hurting nothing but my concern is that we have a real problem that 41 it’s not much helping. That’s my real concern. There are too many kids, too many cars, cars are 42 backed up 12 deep on Greer and sometimes at the entrance to Embarcadero in equal numbers. 43 44 Commissioner Keller: Thank you. 45 46 Page 6 Chair Martinez: Before you go, Jaime, I’m certain you’re familiar with the problem along Greer. 1 Can you tell us your plan of attack and what is being contemplated? 2 3 Mr. Jaime Rodriguez, Chief Transportation Official: Mr. Monberg brings up some very good 4 points regarding not just local traffic from our neighborhoods but also in general, the regional 5 traffic we experience in Palo Alto and along 101 and other corridors like 280. One of the things 6 that is difficult to measure is how many people do divert off 101 and cut through a local street to 7 get onto the next onramp. One of the good things that is benefiting Palo Alto is that the State has 8 funded a widening project for 101. That project will start construction this year and will include 9 the installation of auxiliary lanes on 101 from the border all the way to Mountain View so today 10 a lot of that congestion that we see on just our onramps from Oregon or Embarcadero onto 101 11 that cause some vehicles to deflect, that after the project is completed should hopefully be 12 subsided because it will be a lot easier to get onto 101 after that project is complete. We can 13 continue to look at and monitor projects like this as something we want to discuss later on in 14 connection with this project but at least for now knowing that that Highway 101 is an active 15 project is funded by the State, it has been designed and will be starting construction in the next 16 couple of months. In the long term people will begin to see a lot of relief through our 17 neighborhoods close to 101. 18 19 Mr. Monberg: May I respond? I am aware of the announcements in this direction. What 20 concerns me is that too many people have learned about this cut through. This cut through does 21 not penalize them. It saves them 7 or 8 minutes at peak hour and I’ve timed this myself. I think 22 we really need to take a serious look at making this a less attractive alternative path because even 23 when you widen, there will be times when things are backed up and I think that the tremendous 24 disproportion of traffic coming through this little area is very damaging to the quality of life and 25 it endangers kids. Thank the Lord nothing has happened yet and I hope nothing does happen. I 26 don’t want to be saying the word that pressures something but I would like to see a serious 27 attempt. I don’t think the cost would be at all great to either impede or block entrances or exits 28 to this area and it could be accomplished with something as simple as in some neighborhoods 29 here I think there is signage, do not enter here and so on but I’m no expert. I’m not a Traffic 30 Engineer but I do know that having this personal observation, almost all of the traffic going 31 through on Greer and North California ultimately heads to or from the freeway and I think that 32 these projects, considering the woeful state of finances in the State might take a little longer than 33 we all would hope and another couple of years, my gosh. 34 35 Chair Martinez: Okay thank you. Vice Chair Fineberg, final question. 36 37 Vice Chair Fineberg: My question is for Mr. Rodriguez. Mr. Monberg has stated that most of 38 the traffic on North California is cut through traffic from the freeways and I’m curious if our 39 Staff has any way of measuring that cut through traffic. Is there any technology that exists? 40 Face recognition that might do license plate or car recognition? Are there ways of seeing who is 41 coming in from where or going out from where, possibly average timing to figure out did they 42 stop and drop a kid or are they just highway to El Camino cut through? 43 44 Mr. Rodriguez: There is a lot of emerging technology in the transportation market. There are 45 things we are exploring. One of our best mechanisms to see how much traffic impact an area is 46 Page 7 experiencing really comes down to the basic volume counts. If you look back at the previous 1 slides you do see that this project had an overall reduction in vehicle traffic on an average daily 2 basis. We can pull the numbers regarding the volumes during a specific hour to do an even more 3 detailed comparison but when we look at these projects we’re measuring against overall daily 4 traffic and we’ll answer that question in a little while. 5 6 Some of the other comments Mr. Monberg brought up are much larger projects. One of the 7 things we try to discourage within our traffic calming handbook are projects that would 8 significantly impact route changes or encourage them. We discourage them but when you look 9 at turning restrictions off an alternative street like Embarcadero onto certain streets, that’s a 10 guarantee that you’re pushing traffic onto a different street. Those are the types of projects we 11 try to discourage. Time of day turn restrictions is a much larger project with more analysis but 12 trying to look at a focus area of California area on a case by case basis and we’ve seen so far a 13 positive impact with the improvements that went in and I do think that with the longer term 14 projects that are coming in, there may be a more recognized benefit. 15 16 Chair Martinez: Commissioner Tuma. 17 18 Commissioner Tuma: To that point, there was one block which I understand there haven’t been 19 any improvements made on but there was one block, the 1000 block that had an increase of 217, 20 sorry if you could go back to the slide you were on. 21 22 Mr. Rodriguez: So this area here and what you’re saying is on this slide we’re seeing an increase 23 of 200 vehicles. 24 25 Commissioner Tuma: Right. Do we know what that’s from and do we know the impact? 26 27 Mr. Rodriguez: It’s hard to explain where those cars are coming from. It could be diversion 28 from other projects. It could be to the point that Mr. Monberg is bringing, trying to get to 29 Embarcadero to 101 a little quicker rather than looping around but we’re pulling the volume in 30 just to see if those increases were occurring in one hour or just average increases throughout the 31 day and to see a cumulative number there and not so much a peak hour so don’t take 200 at a 32 peak hour to say there was a 200 increase. 33 34 Commissioner Tuma: My question is not necessarily around what hour but I don’t profess to 35 understand how all of this works but my concern is when I look at the raw numbers, are we just 36 taking a problem and shifting it to somewhere else? What you’re looking at is the Delta. Are 37 there other conditions that might explain the Delta, is there some other reason, or is it simply just 38 taking the traffic that’s been calmed by these measures and shifting it to another portion of the 39 street? 40 41 Mr. Rodriguez: In this specific project, I don’t think that’s the case. I’m going to pull back to 42 the map so we can walk through the area itself. The area where the increase is occurring is the 43 last block of the project. In this specific area there were no proposed traffic calming projects 44 such as speed tables because the blocks are small. If you’re on the street continuing down 45 California Avenue to Oregon Expressway you are already stopping. You can’t just continue 46 Page 8 through. So if you’re pushing that area it didn’t make sense to add an extra measure because we 1 weren’t trying to stop or slow people down. It’s very unlikely that people went this way and 2 back around to cut that path. 3 4 Mr. Monberg: I would speak in opposition of that statement. 5 6 Mr. Rodriguez: It’s going to be very difficult to measure. We can’t answer the question, did 7 these 200 cars come down some other street and then come back. It’s just not the same. The 8 volumes don’t equal the volumes that are calming the other traffic on the other side. It’s almost 9 double if you look at the table so we’re seeing closer to 300 at the west end and about 200 on the 10 other. It’s not balanced to say that it was just diverted from one end to the other. Do you have 11 the peak hours? We’re just looking at the raw numbers so in the peak hour which is about 5 to 6 12 there is about 180 vehicles in the peak project overall and at the end there was about 200 so it 13 could be just regional growth traffic occurring. It’s a small factor compared to the overall 200 of 14 the day. 15 16 Mr. Monberg: Excuse me. With due consideration that I’m not a Traffic Engineer as such, I 17 would like to propose something to keep in our minds, both for our neighbors and also for the 18 Commissioners here that there are two elements. One is the reduction we need is not 10%. The 19 reduction we need is 70 or 80% and it’s all concentrated in peak hours. There is no problem 20 outside of peak hours but during peak hours is when most children, bicycles, pedestrians, we 21 have a dog. The dog has had a couple of unnecessary close calls. It’s not an unruly dog and was 22 on a leash. My neighbor kindly pointed out that the metering lights are essentially what caused 23 the backup but we all know that if there were no metering lights the freeway would be jammed 24 too up and down the peninsula so it’s a hard… My concern is the danger and the 25 disproportionality. If I go down to Louis, which is one cross street away, the volume is 26 tremendously lower. It’s a wider street. The speeds are probably comparable but no one 27 worries about that as much. Our problem is traffic volume and I would set a standard of 28 reducing it by 70 to 80% and that would make us somewhat equitably sharing the load with other 29 neighborhoods. Right now, it’s completely inequitable and that’s what so importantly concerns 30 me. 31 32 Chair Martinez: Okay, thank you. We need to move on but a couple of Commissioners have 33 some final thoughts. Commissioner Michael first. 34 35 Commissioner Michael: When I initially saw the report I was pleased to see that the traffic had 36 slowed down by approximately 4 mph but when I saw the presentation and the posted speed limit 37 of 20 rather than 25 it seemed that level of slowing was probably insufficient so I wondered if 38 there were measures to bring about a… I realize its 20 when school is in session is probably 39 what that sign means but I’m not a big fan of speed humps for a variety of reasons but I wonder 40 if there are other measures that could be employed such as the intersections where they are 41 currently controlled by stop signs, possibly putting in traffic signals. Another is that there is a 42 huge behavioral change when you have cameras that issue citations for people running a red 43 light. Could we institute a camera system for showing citations for speeding along a location 44 such as this? 45 46 Page 9 Chair Martinez: Commissioner, can we just complete the Public Comment period and then we’ll 1 open it back to your questions? I think Commissioner Keller had a final thought on this. 2 3 Commissioner Keller: Yes. I’m wondering with respect to this 217 car increase whether that 4 may be due to the secular increase of more jobs in Palo Alto, the increase of the economy and 5 therefore more cars on Embarcadero and Oregon Expressway and more traffic in general as 6 opposed to something particular with this project. 7 8 Chair Martinez: Again I’m going to hold that question. Mr. Monberg I want to thank you for 9 bringing this to our attention. I want to encourage you to stay involved and let’s hope that this 10 comes back as a project to us and please email us. Our email addresses are on the City website. 11 Let us know your concern. Let us know the progress of your communications and I want to 12 thank you again. 13 14 Mr. Monberg: Thank you for listening. It’s been hard to feel as if our voices, and I’m not 15 speaking just of my own, I’m probably trying to be the most irritating but hopefully a little bit 16 successful, but I really thank you for listening and I really appreciate it. 17 18 Chair Martinez: With that I’m going to close the Public Hearing and open it for questions from 19 the Commission. I apologize Commissioner Michael. You first. 20 21 Commissioner Michael: My apologies. I wasn’t aware precisely of the procedure. My 22 comment and question was whether in view of a target to lower the speed even more was 23 successfully achieved, are there other measures that might be possible and I looked to see… I 24 think those intersections at North California and Louis and Ross are four way stop signs but if 25 you put a signal there that would certainly impose some deterrent for people who are otherwise 26 in a hurry. Just as long as I have the floor, I had a related comment that there were no accidents 27 reported during the trial period which is excellent but I didn’t know what the benchmarks were 28 elsewhere in the City or what might be normal so it was hard to interpret that aspect of your 29 report. 30 31 I did notice that in that neighborhood, one street over on Seal at the intersection of Fulton and 32 Seal and Guinda and Seal I’ve noticed a number of near collisions there on a regular basis 33 because there is no stop signs controlling the access of cars coming from the side streets, Fulton 34 and Guinda onto Seal. So just to bring to your attention that that’s another pretty active problem 35 in that same neighborhood. 36 37 Mr. Rodriguez: I have a quick few comments. Normally with a project like this we’re looking at 38 cut through traffic that we’re trying to divert off of that street onto an alternate such as 39 Embarcadero or Oregon in this case. Usually when we’re looking at streets if there is impact its 40 usually up to about 25% of the normal traffic might be considered cut through traffic and on a 41 project like this we’re seeing about a 10% decrease in volumes throughout the project because 42 they are successful. That’s where the 20 mph is and an overall reduction of the speed limit. It’s 43 still a 25 mph street it’s just that it’s an advisory that when you are going over the bump that you 44 should reduce your speed down to 20 mph. So what we’re trying to do is create a sign curb on 45 the street as you are approaching the bump you are decelerating to 20 and after you pass it you 46 Page 10 increase your speed to travel down the corridor. You get to the next bump you’re going to slow 1 down again so on an average we’re hoping to get to a 25 mph or more acceptable overall speed 2 limit and that’s what we’re seeing in this particular project, speeds down to the 25 to 30 mph 3 range so that’s the intent of the 20 mph advisory, not overall reduction. 4 5 As far as other measures, there are a lot of various traffic calming measures you can look at on 6 the street. Traffic calming measures reduce the speeds on the street because you don’t always 7 have to stop as you’re approaching a critical intersection. We didn’t evaluate the intersections 8 along California for traffic, just part of this project, looking at the volumes on an average daily 9 traffic basis of 3,000 vehicles. The volumes may be a little low for what we want to see for an 10 actual traffic signal but a traffic signal in this case may encourage higher traffic speeds because it 11 would rest on green for that corridor. 12 13 Commissioner Michael: Although if you rest on green in the other direction then you slow it 14 down. 15 16 Mr. Rodriguez: That’s correct and in this case one of the intersections is a T intersection so 17 they’d always have to stop. 18 19 Commissioner Keller: Thank you. In my question I was following up on Commissioner Tuma’s 20 questions so I apologize for asking at that point in time. But it does raise the question about 21 whether the traffic on the last block of California Avenue is likely due to the secular increase of 22 traffic from the increased employment situation and recovery of the economy and increased 23 traffic on Embarcadero. I’m not sure if we have any data on increased traffic on Embarcadero or 24 Oregon Expressway. 25 26 Mr. Rodriguez: We are in the process of collecting data citywide so we need to update our 27 general model so that’s data we’ll have shortly but we don’t have it in front of us. I would agree 28 with your comment that in general we have been seeing slight increases in traffic in general 29 citywide because of the growth in the economy. We’re doing well in Palo Alto in our 30 employment centers. Everything seems to be fully occupied which is great for the city but it 31 does also encourage additional trips through the community. 32 33 Again, in this particular block it’s important to note that there weren’t any traffic calming 34 measures, at least in the peak hour, and what we’re seeing is about 60 to 80 vehicles, not the full 35 200. 36 37 Commissioner Keller: Thank you. The next thing I noticed is that although there were slightly 38 over 50% who, or of the people who are potential voters, there were slightly over 50% of people 39 voted for the project but if you use the measure of those who were present who voted for it, in 40 other words out of 37 who voted, the 34 who voted for it, you get well over 90% so the idea… or 41 the lack of voting automatically means no is sort of an odd idea. 42 43 I’m wondering whether this measure means that now we can do radar enforcement on this street 44 other than in a school zone. Isn’t there a rule about how fast any 5 percentile speed is and 45 whether you can do traffic enforcement using radar? 46 Page 11 1 Mr. Rodriguez: In order to do radar enforcement, you have to have a valid traffic or engineer 2 speed survey. I don’t know if we have a current speed survey for this particular corridor. We’d 3 want to resurvey the street because the roadway conditions have changed compared to what it 4 was in the past so we’d like to come up with this survey this year and I would imagine just 5 looking at the numbers that we would be able to enforce this street using radar. 6 7 Commissioner Keller: Can you tell me what the gap is between the 85th percentile and the speed 8 limit and the maximum size of that gap in order to do radar enforcement? 9 10 Mr. Rodriguez: The laws changed about 4 years ago, I’ll frame it for you for what it was before 11 and what it is now. So what the rules in the past were, whatever the 85th was you use the five 12 mile per hour increments below that to set your 85th’s speed and then you could defer that up to 13 an additional 5 mph so if you had a critical speed of say 38 mph then your posted speed limit 14 would be 35. Then if you had contributing factors that would encourage reduction of that posted 15 speed limit such as this is a school route, high bicycle volume, sidewalks, whatever the factors 16 are, curves in the roadway, you could do an additional 5 mph so then you’d be down to 30. In 17 this case the 30 would be an 8 mph increment. 18 19 The new rules require that we post our speed limits to the closest 5 mph increment so using the 20 examples I just gave you if you had a 38 mph critical speed you’d have to start with the 40 mph 21 speed limit and then if you used the 5 mph reduction you’d be at 35. In this particular case with 22 this example, if the numbers were to continue throughout the day if you were seeing critical 23 speeds at 30 mph at 25 mph posted speed limit would be supported and would be a valid survey. 24 25 Commissioner Keller: So with the critical speed of 35 mph or faster you couldn’t have radar on 26 a 25 mph posted street, is that right? 27 28 Mr. Rodriguez: If it was 33 mph it would be bordering. 29 30 Commissioner Keller: But by having it several mph slower it makes a big difference in terms of 31 the survey. Can I ask one more question? Can we go back to the signage on there because there 32 were some questions about the signage? The speed box ahead, I assume that’s a pole on the side 33 of the street, not over the pavement, right? 34 35 Mr. Rodriguez: That’s correct. 36 37 Commissioner Keller: What does the Staff think about the suggestion of putting signage 38 explaining what the sharrow is? 39 40 Mr. Rodriguez: That’s a really good comment from the community and when this project was 41 planned and designed sharrows were still new as an engineering tool in our kit of solutions to fit 42 within the community. There are new standards being recommended in the current versions of 43 traffic manuals that call out and encourage signs that say Share the Road with the bicycle 44 symbols. So that’s signage that as we do new sharrow projects we would be implementing. In 45 Page 12 this case it would be a good follow up project if this were to be approved, to follow up with 1 Share the Road signage as part of the project approval. 2 3 Commissioner Tanaka: First of all I thank Staff for putting this together. It looked like a 4 complete report so thank you for your work. So some of my questions have already been 5 answered but let me ask sort of a high level question which is, it seems that the focus for this 6 study was really to calm North California Avenue. Was there any attention given to some of the 7 side streets like Greer? Did you guys measure that or was there any thought around how the 8 traffic flow was happening around that street? 9 10 Mr. Rodriguez: One of our team members did note to me that the Share the Road sign does exist 11 on California Avenue and with this project already in front of Jordan, and I just double checked 12 on my iPad and I see the signs. 13 14 Ms. Aggarwal: In terms of the side streets you mentioned, Staff is already working with the 15 residents of Greer Road between North California and Oregon Expressway. There was a petition 16 submitted by the residents of that particular block of Greer in requesting for similar traffic 17 calming measures on that street. The trial implemented a few months ago in November and Staff 18 is monitoring the situation there and we would report to the Commission sometime in early 19 spring with the evaluation results of that particular project. 20 21 Commissioner Tanaka: So that’s already identified and you guys are working on it already. And 22 then on the before and after data, do you know what day of the week that was? Are these same 23 days, same conditions? It was not a holiday, nothing special going on on those dates? 24 25 Ms. Aggarwal: The data was collected in May 2010 and again in May 2011. School was in 26 session and there were no holidays and we checked. 27 28 Commissioner Tanaka: Was this the same week? 29 30 Mr. Rodriguez: While she is digging that up, as a general practice we only look at this type of 31 data on an average traffic day so obviously when school is in session and usually just Tuesday, 32 Wednesday, and Thursday. We usually exclude Monday, Friday or any day that precedes a 33 holiday. 34 35 Commissioner Tanaka: It sounds like you already thought about that. I wanted to make sure 36 because I had concerns about that. That’s all I had. Thank you. 37 38 Commissioner Tuma: Jaime I think there is a high likelihood that the Stratford School is going 39 to get converted back to a PAUSD school given what’s going on in the district. There was a 40 false start on this once before but I guess that is the direction this is going. Did you guys take 41 this into consideration in looking at this project and how would you continue to monitor this 42 situation because I do sympathize with one of the speakers who was talking about people coming 43 from a further distance. Its not that they aren’t Palo Altoans so they don’t act that way but when 44 you’re coming from a further distance you’re going to go back a further distance and people tend 45 to travel a little bit quicker and one of the things with neighborhood schools is you typically have 46 Page 13 more walking, more biking and things like that. Do you have some thoughts for us about how 1 that might impact this project, the needs for additional traffic calming and how also you would 2 monitor that as we go forward? 3 4 Mr. Rodriguez: If you look at this data, it is obviously based on pre-project and the project 5 condition so the data itself findings that you’re showing are based on conditions that exist in the 6 field today which is the Stratford School in place on the eastern end of the project corridor. If 7 that conversion were to take place we would have to go through a Safe Route to School 8 evaluation for that site. That’s a project we’re actually implementing and getting ready to kick 9 off around the beginning of March. We’re going to Council in February for this and that will 10 include an evaluation. We’ll figure out estimates of where they will be walking and biking from, 11 circulation for drop off in relation to the new site so the improvements already implemented will 12 supplement and encourage that walking and biking activity that we’re seeing very successfully 13 just to the east of this. To the west of the school site is Jordan and we see it at all of the other 14 schools within Palo Alto. 15 16 Commissioner Tuma: Okay so just a follow up question. That would be a conversion of a 17 school from a private school to a public school. Just for confirmation, is that same analysis done 18 when there is an expansion of an existing school? If they add some buildings or, there is a lot of 19 construction going on with PAUSD now, do you re-evaluate the Safe Routes to School? 20 21 Mr. Rodriguez: At least for now, Palo Alto has never taken on a Safe Routes to School 22 evaluation. This will be the first one. The current program focuses on education and there is a 23 level of monitoring. Safe Route to School program encourages documentation of walking, 24 rolling or biking routes to school maps and identifying those improvements that will encourage 25 that. That’s what we’re doing for the first time now. It’s starting in spring so when we’re 26 looking at the expansion of a school again school sites are typically governed by the State of 27 California, not by the City of Palo Alto or local agency. 28 29 We definitely partner and work with the school district. We have a great relationship with the 30 District Staff. They show us plans and work with Community leaders as well to identify 31 alternative pathways. 32 33 Commissioner Tuma: Just one closing thought. I think most of the discussion we had around 34 the last hour and fifteen minutes has been about things related to this project and things that can 35 be done and other avenues to explore but if you look at the project itself to me, the 36 recommendation is clear and I will definitely be supporting it. I think there is a lot of good 37 thought here on other things and that’s what we’ve spent most of the time talking about so 38 thanks. 39 40 Chair Martinez: Thank you. Vice Chair Fineberg. 41 42 Vice Chair Fineberg: I’d like to thank Staff and members of the public who’ve put a lot of time 43 and hard work into the trial and the analysis of the trial. In general, I’m very supportive of 44 approving recommendation on it but I have some questions for Staff. A couple of them may be 45 Page 14 substantive and a couple I think are ways to suggest changing how things are stated to better 1 communicate what your recommendations are. 2 3 On Page 3 of the Staff Report, you’ve got Table 1 that says that the project vehicle speed is 28 4 mph which would be 3 mph difference from the stated 25 mph but then in the text below it says 5 its 27 mph and then in the attachments in the back I see 27 so is Table 1 an error then or is it 6 somehow the 85th percentile defined differently than the 27 that’s measured in the text? You can 7 answer that detail later. 8 9 Also in that paragraph of text on Page 3 it talks about vehicle speeds of XX mph. I recommend 10 you fill in a number there and then whatever the answer is on the 27 versus 28 that’s going to 11 affect whether it is a 10% change or 8% change or whatever. I would question, and this is where 12 you engineers know better than I, but it doesn’t seem to me that a 3 to 4 mph change is a 13 significant impact. If you’re a 60 lbs. kid getting hit by a car going 30 mph plus or minus 2 I 14 think you’re going to end up pretty badly hurt so a 3 mph change, although you can measure it as 15 a percentage, I don’t see it as a significant impact. If you were dropping 5 mph or more, maybe 16 the data would disagree with me but I think 3 or 4 mph change isn’t going to change injury rates 17 so I’m not sure I would consider that significant. Good, but not sure about significant. 18 19 In terms of whether it is really cut through traffic or not, I don’t want to hold up implementation 20 of the project on it because I think you’re showing good results now by reducing volumes and by 21 reducing speeds but if there is any follow up, some kind of definition of really whether its cut 22 through traffic, why we’re seeing the gain on one end the reductions on the other, it might be 23 useful. 24 25 Another issue, Attachment B on Page 2 discusses the concerns of the Fire Department. One 26 relating to increasing response times, two to patient discomfort and three the ability to deliver 27 critical patient care. I’m very concerned if the Fire Department feels there is an impact and in 28 your report you state that they are saying that speed cushions with channels should be installed. I 29 don’t know if that’s a worthy recommendation. I don’t know if there are reasons why that 30 wouldn’t give the desired benefits but having lived off Louis Road and forgive me, but its hard 31 for me to keep track the difference of humps, bumps, lumps and tables but I can tell you that the 32 first thing that was trialed on Louis Road caused dangerous situations. When those channels 33 were in place it encouraged or forced cars to put their left wheels into that channel and then on 34 the roads on rolled curbs rather than square curbs, the cars would drive up with their right wheels 35 on the sidewalk, the left wheel on the channel and if we’ve got sharrows there or kids on 36 sidewalks or kids on bikes in the right lane, it is really dangerous conditions. So I don’t know 37 how to balance the desire of better service for the Fire Department versus something that will 38 create problems. 39 40 Those tables with the channels were removed on Louis and the ones that are currently there have 41 a channel but there is something about the current hump or lump or bump that isn’t encouraging 42 or forcing the cars up onto the sidewalks so if that can be looked at and we shouldn’t have to be 43 figuring this out on every project. There should be some fort of standard. The rest of the world 44 is doing this same sort of analysis if we can learn from what other people do and the last thing is 45 on the survey design I’ll echo Commissioner Keller’s comments about the way the survey results 46 Page 15 were stated. First I don’t think its necessarily appropriate that only 66 houses were polled and it 1 was only the houses adjacent because there are people who live a block in and drive up and down 2 that street every day who are just as impacted by the conditions on the street. The kids that go to 3 school that live three blocks away are just as impacted so somehow having your front yard on 4 North California shouldn’t be the test on who is surveyed so that kind of tells me that the survey 5 response, while it does have a significant conclusion, I think the pool of who was surveyed was 6 way too tightly defined. 7 8 To have a vote and say people who don’t vote get half the votes is kind of not typical survey 9 design so of those that responded, its 92% in favor of retention and 8%, which is pretty 10 significant but there are hundreds of people who were just as impacted as the people who have 11 front yards on the street so I’m not sure how much weight to put on that as a key. 12 13 Chair Martinez: Okay. I like Commissioner Tuma support the project and like everyone else 14 wish there was more that we could do to calm traffic even more. Apart from the spotty survey 15 results I was pleased that they’re members of the bicycle community that support it and members 16 of the community that have come out to support it. I am concerned about impacts connected to 17 it, linked to it somehow and I really want to encourage you to monitor those to really look at the 18 project in itself, continue to look at it and see what more we can do. I noticed when I walked 19 that a couple of weeks ago the sharrow markings were starting to wear thin already so we need to 20 make sure we upkeep that and that we do all we can in terms of public outreach to really lower 21 the speeds voluntarily so I think that’s the key. 22 23 MOTION 24 25 Commissioner Keller: I move that the Planning and Transportation Commission recommend to 26 the City Council approve the permanent retention of the North California Avenue Safe Routes to 27 School Traffic Calming Plan and that also as part of that that the Staff revisit the signage along 28 that road and insure the signage is what they want. 29 30 Chair Martinez: Do we have a Second? 31 32 SECOND 33 34 Commissioner Michael: I’ll Second the Motion. 35 36 Chair Martinez: Commissioner Michael Seconds it. Would the Maker of the Motion care to 37 speak on it? 38 39 Commissioner Keller: Yes. This is what I consider to be a successful project in the scope it is 40 defined and that there seems to be considerable community pleasure with this improvement. 41 Even the speaker that was concerned that this is only a partial step towards a larger problem did 42 not have any problem with this particular project. We’ve had a lot of speed tables, speed this and 43 speed that, traffic calming reduction and this is the first time I recall the Fire Department 44 specifically commenting that it interferes with critical patient care and that concerns me. Either 45 they haven’t commented on it in the past and we didn’t know it or something like that and that 46 Page 16 requires a larger analysis on communication with the Fire Department with respect to that. After 1 all, there are speed tables in other areas of Palo Alto and I don’t think the patients, for example 2 as Vice Chair Fineberg mentioned on Louis Road, where there are speed tables, those patients 3 are not any less in consideration of bumpiness than the patients on California Avenue, just 4 because they happen to be located in South Palo Alto. 5 6 The other issue is I am not familiar with this notion of speed cushions. That’s a new one for me 7 and so I think that in some sense this is what we’re already doing in Palo Alto. I’m a little bit 8 more concerned about their comments on having excessive response time possibly associated 9 with traffic calming. After all, Embarcadero Road is a through route directly from the Fire 10 Station so I’m confused as to how California Avenue’s traffic calming would have significant 11 impact on that since its pretty close to the Fire Station so I also question that response but I think 12 that it would be useful if the Fire Department would quantify that in the future rather than saying 13 possibly associated. It’s not enough for us to be able to go by so I’m very pleased to support this 14 project and I thank Staff and the community for working together to bring this to this place in 15 time. 16 17 Chair Martinez: Commissioner Michael, care to speak to the Second? 18 19 Commissioner Michael: Yes. I want to thank the Staff for their work on their study and the 20 measures that were undertaken in the trial. I support the recommendation. Some 48 years I was 21 a student at Jordan Middle School and more recently I was the parent of a student at Jordan 22 Middle School and I go through the neighborhood almost everyday and I think this is an 23 improvement. I think the public comments reflect as some of the other Commissioners have 24 noted a concern about other problems that were perhaps outside the scope of other traffic 25 calming and would encourage you to outreach to the public and undertake subsequent projects 26 that would address particularly the cut through issue which I don’t think actually will be 27 mitigated by widening of the freeway because of the phenomena that once you widen the 28 freeway you’ll just increase the number of people who are accessing the widening of the freeway 29 so you’ll have the same problem in exactly the same form in the city streets. So I support this 30 Motion for all those reasons. 31 32 Chair Martinez: Other Commissioners’ comments? Vice Chair Fineberg. 33 34 Vice Chair Fineberg: I ran through my laundry list of questions on the last round so I’d actually 35 like to use a couple minutes now to give Staff a chance to answer them and possibly address 36 especially the issues related to the Fire Department. 37 38 Mr. Rodriguez: I’ll take a first stab at your comments and I know you had a technical question 39 that Ruchika can answer. On the comment I think you had regarding the Fire Department that 40 actually has been a fairly regular comment as I understand from past projects. The speed tables 41 or speed cushions themselves there are ways to implement them with slots or without slots. I’ve 42 found more success with the humps as they’ve been installed throughout Palo Alto when they’re 43 continuous segments. I think when I’ve seen slots in practice I’ve seen a lot of people that are in 44 a hurry drive on one slot and only go on the hump on one side. That is something we would 45 rather discourage. In this case the tables benefit the Fire Department because it’s a longer 46 Page 17 defection device than the speed hump which is shorter. It’s the same height but shorter so it’s a 1 lot easier for a fire truck to roll over a speed table versus a speed hump which may be more 2 intrusive but that was one of the reasons they are slated for this corridor because it is a residential 3 collector street so we allow tables on streets such as this but streets such as Greer would be 4 allowed to take a speed hump. 5 6 What we want to do for future projects is to make sure we’re measuring the humps consistently 7 and one of the challenges has been that it depends on the contractor that installs it but he might 8 get 2 ½ inches, 3 inches, 3 ¼, there is a certain allowance in the construction that’s allowed but 9 at the end of the day you’re just forming asphalt and when they try to impact it they can only get 10 to a certain point. For future projects we want to look at the cushions. I think it was you, 11 Commissioner Garber, that we want to look at a rubber that applies that consistent height that we 12 do want so that might be a future project to help address that concern. Do you have an answer 13 for the data? 14 15 Ms. Aggarwal: I do want to note that there was an error in not filling in the Xs on Page 3 on the 16 Staff Report and thank you for pointing that out Commissioner Fineberg. In terms of the 28 17 miles per hour as indicated on the table versus the 27 miles per hour, what we did was the data 18 was collected at four different locations within the corridor. In order to summarize it we took the 19 average reduction at each location and we separated it by direction so the eastbound versus the 20 westbound and based on that we got the average for the four locations as 28 miles per hour but if 21 you look at the table we had at one particular location where the data was collected closest to the 22 speed table, the speed reduction was 27 miles per hour. So that is the difference between, the 23 explanation between the difference of the two numbers. 24 25 Vice Chair Fineberg: Thank you. I appreciate that. That will then, unless I’m not understanding 26 that graph, call into question how you could say the speed reduction was 27 because you’ve got 27 one 26.6, a 27.1, a 28.4 and a 30 and that does not look like it averages 27 to me so then why are 28 you in your text and then in your later appendixes calling it 27. It’s a difference of percentage, a 29 difference of a mile an hour but these are questions we shouldn’t be having to tussle with so 30 figure that out. 31 32 Generally I’m very supportive of this. I think that regardless of statistical calculated differences, 33 the project is showing a reduction in the number of cars and a reduction in the speed. It’s 34 making kids on bikes safer, the sharrows are good so I’m in support of the project as it is. Thank 35 you. 36 37 Chair Martinez: Anyone else? Last chance. Okay I’m going to call for the vote. All in favor of 38 Commissioner Keller’s Motion? (ayes) 39 40 Chair Martinez: Okay it passes unanimously with Commissioner Michael, Commissioner 41 Keller, Chair Martinez, Vice Chair Fineberg, Commissioner Tuma and Commissioner Tanaka all 42 voting in favor of the Motion. And Commissioner Garber recused. We are going to take a ten 43 minute break before we start the second item. Thank you. 44 45 MOTION PASSED (6-0-0-1) 46 Page 18 Page 19 1 I • 1 ; i : J ! i ! DRAFT ADOPTED ON, _________ _ City of Palo Alto Department of Planning and Community Environment California Environmental Quality Act DRAFT NEGATIVE DECLARATION I. DESCRIPTION OF PROJECT Date: December 22,2011 Project Name: Project Location: Applicant: Owner: Project Description: North California Avenue Traffic Calming/Safe Routes to School Project The project area is limited to North California Avenue, between Greer and Middlefield Roads. City of Palo Alto, Transportation Division Jaime Rodriquez, Chief Transportation Official City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 The project consists of the installation of four speed tables on North California A venue between Middlefield and Greer Road, warning signs and Share-the-Road pavement markings (sharrows) along the south side of North California Avenue between Middlefield and Louis Road. Speed tables are used on collector streets instead of speed humps due to emergency vehicle access requirements. A speed table is 22 feet long in the travel direction, comprised of a 7-foot approach ramp, 8-foot flat section three inches high, and a 7-foot departure ramp. They extend across the entire street from gutter to gutter, including the bike lanes. Most vehicles can be driven over speed tables at or near the residential speed limit, 20 to 25 miles per hour, making them much less of a driving impediment than speed humps. The Sharrow is used to inform both motorists and bicyclists ofthe safe positioning of the bicycle on a roadway with on-street parallel parking and without bike lanes. It is intended to reduce the chance of drivers opening doors of parked vehicles in the path of bicyclists and to alert road users within a narrow traveled way of the lateral location where bicyclists ride. They have been shown to reduce wrong-way riding and sidewalk riding, which are associated with increased risk of collisions. The sharrows have been approved by Palo Alto Bicycle Advisory COl1unittee (P ABAC) and have been successfully installed on Alma Street and are currently in the planning process for several otl1er streets in Palo Alto. The project, as described above, was installed in September 2010 as a trail installation to as sess the effectiveness of the traffic calming measures that were predicted. The trail phase proved successful and the project is now becoming a permanent installation. II. DETERMINATION In accordance with the City of Palo Alto's procedures for compliance with the California Environmental Quality Act (CEQA), the City has conducted an Initial Study to determine whether the proposed project could have a significant effect on the environment. On the basis of that study, the City makes the following determination: X The proposed project COULD NOT have a significant effect on the environment, and a NEGATIVE DECLARATION is hereby adopted. . Although the project, as proposed, could have a significant effect on the environment, there will not be a significant effect on the environment in this case because mitigation measures for traffic impacts have been added to the project and, therefore, a MITIGATED NEGATIVE DECLARATION is hereby adopted. ~~~"QgOO~'~_~~~~~~~~'N*~'V=~~n~~=~'~'~=~XM~K·fi"~~_~~~n.~~'~='!~~mmeega~ba~~~.~~ The attached initial study incorporates all relevant infonnation regarding the potential environmental effects of the proj ect and confirms the detennination that an EIR is not required for the project. Project Planner Adopted by Director of Planning and Community Environment fj,pned after the tf:g;l,!j,ve De~~t!..on has. been apprg':f.d _ .... ___ u t '2-'7-'2-2£)1 \ Date Date Page 2 of2 North California Avenue Traffic Calming/Safe Routes to School Project Initial Study Prepared by City of Palo Alto December 22, 2011 North California Ave Traffic Calming/Safe Routes to School Project Page 1 Initial Study ENVIRONMENTAL CHECKLIST City of Palo Alto Department of Planning and Community Environment TABLE OF CONTENTS I. PROJECT DESCRlPTION ............................................................................................. 3 II. ENVIRONMENTAL CHECKLIST AND DISCUSSION OF IMPACTS ..................... 5 A. AESTHETICS ................................ : ........................................................................ 6 B. AGRlCUL TURAL AND FOREST RESOURCES ................................................ 7 C. AIR QUALITY ........ : ......................................................... : .................................... 8 D. BIOLOGICAL RESOURCES .............................................................................. 10 E. CULTURAL RESOURCES .................................................................................. 10 F. GEOLOGY, SOILS AND SEISMICITY ............................................................. 11 G. GREENHOUSE GAS EMISSIONS ..................................................................... 13 H. HAZARDS AND HAZARDOUS MATERlALs... .............................................. 14 I. HYDROLOGY AND WATER QUALITY .......................................................... 15 J.. LAND USE AND PLANNING .............................. ~ ............................................. 17 K. MINERAL RESOURCES ........................................................................ : ............ 17 L. NOISE ................................................................................................................... 18 M. POPULATION AND HOUSING ......................................................................... 19 N. PUBLIC SERVICES ............................................................................................. 20 O. RECREATION ...................................................................................................... 20 P. TRANSPORTATION AND TRAFFIC ................................................................ 21 Q. UTILITIES AND SERVICE SYSTEMS .............................................................. 22 R. MANDATORY FINDINGS OF SIGNIFICANCE .............................................. 23 III. SOURCE REFERENCES ............................................................................................. 25 IV. DETERMINATION ...................................................................................................... 26 North California Ave Traffic Calming/Safe Routes to School Project Page 2 Initial Study ENVIRONMENTAL CHECKLIST Department of Planning and Community Environment PROJECT DESCRIPTION 1. PROJECT TITLE North California Avenue Traffic Calming/Safe Routes to School Project 2. LEAD AGENCY NAME AND ADDRESS City of Palo Alto Department of Planning and Community Environment 250 Hamilton Ave. Palo Alto, CA 94303 3. CONT ACT PERSON AND PHONE NUMBER Clare Campbell, Planner City of Palo Alto 650-617-3191 4. PROJECT SPONSOR'S NAME AND ADDRESS City of Palo Alto, Transportation Division Jaime Rodriquez, Chief Transportation Official 5. APPLICATION NUMBER -NA 6. PROJECT LOCATION The project is located in the city of Palo Alto, in the northern part of Santa Clara. County, west of U.S. Highway 101 and east of State Route 82 (EI Camino Real). The project area is limited to North California Avenue, between Greer and Middlefield Roads, as shown on Figure I, Vicinity Map. . North California Ave Traffic Calming/Safe Routes to Sehool Project Page 3 Initial Study Figure I: Vicinity Map 7. GENERAL PLAN DESIGNATION The street length of the project area is between Single Family Residential and School District Lands land uses, as designated as Regional/Community Commercial in the Palo Alto 1998 - 2010 Comprehensive Plan. The project will not result in a change of use and does not conflict with the existing land use designations. 8. ZONING The street length of the project area has single-family residential zoning (R-I) on the west side of the street and Public Facility zoning (PF) on the east. There is one public school, Jordan Middle School, and private school uses within the PF zoned area. The project will not result in a change of use and does not conflict with the existing zoning. 9. PROJECT DESCRIPTION The project consists of the installation of four speed tables on North California Avenue between Middlefield and Greer Road, warning signs and Share-the-Road pavement markings (sharrows) along the south side of North California Avenue between Middlefield and Louis Road. Speed tables are used on collector streets instead of speed humps due to emergency vehicle access requirements. A speed table is 22 feet long in the travel direction, comprised of a 7-foot approach ramp, 8-foot flat section three inches high, and a 7-foot departure ramp. They extend across the entire street from gutter to gutter, including the bike lanes. Most North California Ave Traffic Calming/Safe Routes to School Project Page 4 Initial Study vehicles can be driven over speed tables at or near the residential speed limit, 20 to 25 miles per hour, making them much less of a driving impediment than speed humps. The Sharrow is used to inform both motorists and bicyclists of the safe positioning of the bicycle on a roadway with on-street parallel parking and without bike lanes. It is intended to reduce the chance of drivers opening doors of parked vehicles in the path of bicyclists and to alert road users within a narrow traveled way of the lateral location where bicyclists ride. They have been shown to reduce wrong-way riding and sidewalk riding, which are associated with increased risk of collisions. The sharrows have been approved by Palo Alto Bicycle Advisory Committee (P ABAC) and have been successfully installed on Alma Street and are currently in the planning process for several other streets in Palo Alto. The project, as described above, was installed in September 20 I 0 as a trial installation to assess the effectiveness of the traffic calming measures that were predicted. The trial phase proved successful and the project is now becoming a permanent installation. 10. SURROUNDING LAND USES AND SETTING The project area is within a single-family residential neighborhood with school uses in the immediate area. 11. OTHER PUBLIC AGENCY APPROVALS REQUIRED Not applicable. ENVIRONMENTAL CHECKLIST AND DISCUSSION OF IMPACTS EVALUATION OF ENVIRONMENTAL IMPACTS 1) A brief explanation is required for all answers except "No Impact" answers that are adequately supported by the information sources a lead agency cites in the parentheses following each question. [A "No Impact" answer is adequately supported if the referenced information sources show that the impact simply does not apply to projects like the one involved (e. g. the project falls outside a fault rupture zone). A "No Impact" answer should be explained where it is based on project-specific factors as well as general standards (e. g. the project will not expose sensitive receptors to pollutants, based on a project-specific screening analysis).] 2) All answers must take account of the whole action involved, including off-site as well as on-site, cumulative as well as project-level, indirect as well as direct, and construction as well as operational impacts. 3) Once the lead agency has determined that a particular physical impact may occur, then the checklist answers must indicate whether the impact is potentially significant, less than significant with mitigation, or less than significant. Potentially Significant Impact" is appropriate if there is substantial evidence that an effect may be significant. If there are one or more "Potentially Significant Impact" entries when the determination is made, an EIR is required. North California Ave Traffic Calrnin!r/Safe Routes to School Project Page 5 Initial Study 4) "(Mitigated) Negative Declaration: Less Than Significant With Mitigation Incorporated" applies where the incorporation of mitigation measures has reduced an effect from "Potentially Significant Impact" to a "Less than Significant Impact." The lead agency must describe the mitigation measures, and briefly explain how they reduce the effect to a less than significant level (mitigation measures from Section 17, "Earlier Analysis," may be cross-referenced). 5) Earlier analysis may be used where, pursuant to the tiering, program EIR, or other CEQA process, an effect has been adequately analyzed in an earlier EIR or negative declaration. Section 15063 (C)(3) (D). In this case, a brief discussion should identify the following: a) Earlier Analysis Used. Identify and state where they are available for review. b) Impacts Adequately Addressed. Identify which effects from the above checklist were within the scope of and adequately analyzed in an earlier document pursuant to applicable legal standards, and state whether such effects were addressed by mitigation measures based on the earlier analysis. c) Mitigation Measures. For effects that are "Less than Significant with Mitigation Measures Incorporated," describe the mitigation measures which were incorporated or refined from the earlier document and the extent to which they address site-specific conditions for the project. 6) Lead agencies are encouraged to incorporate into the checklist references to infonnation sources for potential impacts (e.g. general plans, zoning ordinances). Reference to a previously prepared or outside document should, where appropriate, include a reference to the page or pages where the statement IS substantiated. 7) Supporting Infonnation Sources: A source list should be attached, and other sources used or individuals contacted should be cited in the discussion. 8) The explanation of each issue should identify: a) the significance criteria or threshold, if any, used to evaluate each question; and b) the mitigation measure identified, if any, to reduce the impact to less than significance. DISCUSSION OF IMPACTS The following Environmental Checklist was used to identify environmental impacts, which could occur if the proposed project is implemented. The left-hand column in the checklist lists the source(s) for the answer to each question. The sources cited are identified at the end of the checklist. Discussions of the basis for each answer and a discussion of mitigation measures that are proposed to reduce potential significant impacts are included. A. AESTHETICS Issues and Supporting Information Sources Potentially Potentially Less Than No Resources Significant Significant Significant Impact Issues Unless Impact Would the project: Mitigation IncorDorated a) Substantially degrade the existing visual 1,2,5,6 X character or quality of the site and its surroundings? b) Have a substantial adverse effect on a I, 2-Map L4, X public view or view corridor? 5,6 c) Substantially damage scenic resources, 1,2-MapL4, X including, but not limited to, trees, rock 5,6 outcroppings, and historic buildings within North California Ave Traffic CalminwSafe Routes to School Project Page 6 initial Study Issues and Supporting Iuformation Sources Potentially Potentially Less Than No Resources Significant Significant Significant Impact Issues Unless Impact Would the project: Mitigation Incorporated a state scenic highway? d) Violate existing Comprehensive Plan 1,2,5,6 X policies regarding visual resources? e) Create a new source of substantial light or 1,5,6 X glare which would adversely affect day or nighttime views in the area? f) Substantially shadow public open space 1,5,6 X Cather than public streets and adjacent sidewalks) between 9:00 a.m. and 3:00 p.m. from September 21 to March 21? DISCUSSION: The proposed project is typical of traffic calming installations with speed tables, signage, and pavement markings. The overall aesthetic impact to the existing roadway is considered to have a less than significant impact to the area, but it is acknowledged that there is a change to the existing condition; these changes are not uncharacteristic of features of a typical streetscape. Mitigation Measures: None Required B. AGRICULTURAL AND FOREST RESOURCES Issues and Supporting Information Resources Sources Potentially Potentially Less Than N. Significant Significant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated a) Convert Prime Farmland, Unique Farmland, 1 X or Farmland of Statewide Importance (F armIand), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to non-agricultural use? b) Conflict with existing zoning for agricultural 1,2-MapL9 X use, or a Williamson Act contract? c) Conflict with existing zoning for, or cause 1 X rezoning of, forest land Cas defmed in Public Resources Code section 12220Cg)1) or 1 PRe 12220(g): "Forest land" is land that can support lO-percent native tree cover of any species, including hardwoods, under natural conditions, and that allows for management of one or more forest resources, including timber, aesthetics, fish and wildlife, biodiversity, water quality, recreation, and other public benefits. North California Ave Troffi c CalmingfSafe Routes to School Project Page 7 Initial Study Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues ' Unless Impact Mitigation Incorporated timberland (as defmed in Public Resources Code section 45262)? d) Result in the loss of forest land or conversion I X of forest land to non-forest use? e) Involve other changes in the existing 1 X environment which, due to their location or nature, could result in conversion of Farmland, to non-agricultural use or conversion of forest land to non-forest use? DISCUSSION: The project area is not located in a "Prime Farmland", "Unique Farmland", or "Farmland of Statewide Importance" area, as shown on the maps prepared for the Farmland Mapping and Monitoring Program of the California Resources Agency. The site is not zoned for agricultural use, and is not regulated by the Williamson Act. The project area is within a fully developed urban area and has no impacts on forest or timberland. Mitigation Measures: None Required C. AIR Issues and Supporting Information Resources Would the project: a) Conflict with or obstruct with of the applicable air quality plan (1982 Bay Area Air Quality Plan & 2000 Clean Air Plan)? b) Violate any substantially to an existing or projected air violation indicated the emissions that exceed Bay Area Air Quality Management District (BAAQMD) criteria air poUutants of 80 pounds per day andlor 15 tons per year for nitrogen oxides (NO), reactive organic gases (RaG), and fme particulate matter of less than 10 microns in diameter Sources Potentially Significant Issues Potentially Significant Unless Mitigation Less Than Significant Impact No Impact X 2 PRC 4526: "Timberland" means land, other than land owned by the federal government and land designated by the board as experimental forest land, which is available for, and capable of, growing a crop of trees of any commercial species used to produce lumber and other forest products, including Christmas trees. Commercial species shall be determined by ' the board on a district basis after consultation with the district committees and others. North CalifomiaAve Traffic Calming/Safe Routes to School Project Page 8 Initial Study Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated concentrations exceeding the State Ambient Air Quality Standard of nine parts per million (ppm) averaged over eight hours or 20 ppm for one hour( as demonstrated by CALINE4 modeling, which would be performed when a) project CO emissions exceed 550 pounds per day or 100 tons per year; or b) project traffic would impact intersections or roadway links operating at Level of Service (LOS) D, E or F or would cause LOS to decline to D, E or F; or c) project would increase traffic volumes on nearby roadways by 10% or more)? c) Result in a cumulatively considerable net 1,5,6,9 X increase of any criteria pollutant for which the project region is non-attainment under an applicable federal or state ambient air quality standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? d) Expose sensitive receptors to substantial levels 1,5,6,9 X e) f) of toxic air contaminants? i. Probability of contracting cancer for the 1,6,9 X Maximally Exposed Individual (MEl) exceeds lOin one million ii. Ground-level concentrations of non-1,6,9 X carcinogenic TACs would result in a hazard index greater than one (1) for the MEl Create objectionable odors affecting a 1,6,9 X substantial number of people? Not implement all applicable construction 1,6,9 X emission control measures recommended in the Bay Area Air Quality Management District CEQA Guidelines? DISCUSSION: Based on the Bay Area Air Quality Management District's (BAAQMD) thresholds, it is not anticipated that the proj ect would affect any regional air quality plan or standards, or result in a cumulatively considerable net increase of any criteria pollutant. The extent of the effects on air quality will ,be temporary only, during the period of site preparation and construction. The City of Palo Alto uses the BAAQMD's Basic Control Measures to reduce particulate emissions during project construction to a less than sigoificant level. The project and related construction activities are anticipated to have a less than sigoificant impact on air quality. Mitigation Measures: None Required North California Ave Traffic Calming/Safe Routes to School Project Page 9 Initial Study D BIOLOGICAL RESOURCES . Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated a) Have a substantial adverse effect, either 1,2-MapNI, X directly or through habitat modifications, on 5 any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Game or U.S. Fish and Wildlife Service? b) Have a substantial adverse effect on any I ,2-MapNI , X riparian habitat or other sensitive natural 5 community identified in local or regional plans, policies, regulations, including federally protected wetlands as defmed by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? c) Interfere substantially with the movement of I ,8-MapNI , X any native resident or migratory fish or wildlife 5 species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? d) Conflict with any local policies Or ordinances 1,2,3,4,5 X protecting biological resources, such as a tree preservation policy or as defmed by the City of Palo Alto's Tree Preservation Ordinance (Municipal Code Section 8.1 OJ? e) Conflict with any applicable Habitat 1,5 X Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? DISCUSSION: The project area is located within a fully developed urban setting. There are no sensitive plant or animal species identified in this area. Mitigation Measures: None Required E. CULTURAL RESOURCES Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated a) Directly or indirectly destroy a local cultural 1,10 X resource that is recognized by City Council resolution? North California Ave Traffic Calming/Safe Routes to School Project Page 10 Initial Study Issues and Supporting Information Resource. Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated b) Cause a substantial adverse change in the 1,2-MapL8 X significance of an archaeological resource pursuant to 15064.5? c) Directly or indirectly destroy a unique 1,2-MapL8 X paleontological resource or site or unique geologic feature? d) Disturb any human remains, including those 1,2-MapL8 X interred outside of formal cemeteries? e) Adversely affect a historic resource listed or 1,2-MapL7, X f) eligible for listing on the National and/or 10 California Register, or listed on the City's Historic Inventory? Eliminate important examples of major periods 1 X of California history or prehistory? DISCUSSION: The proposed project involves minor construction activities within the public right-of-way that is located within a fully developed and previously disturbed area. The proposed project will not create any cultural impacts to the affected area. For all projects, if during grading and construction activities, any archaeological or human remains are encountered, construction shall cease and a qualified archaeologist shall visit the site to address the find. The Santa Clara County Medical Examiner's office shall be notified to provide proper direction on how to proceed. If any Native American resources are encountered during construction, construction shall cease immediately until a Native American descendant, appointed by the Native American Heritage Commission of the State of California, is able to evaluate the site and make further recommendations and be involved in mitigation planning. Mitigation Measures: None Required F. GEOLOGY SOILS AND SEISMICITY Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant Impact Issues Unless Impact Mitigation Would the project: a) Expose people or structuresto potential substantial adverse effects, including the or death Rupture as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Publication 42. North California Ave Traffic Calming/Safe Routes to School Projeet Page 11 Initial Study ii) Strong seismic ground shaking? 2-MapNIO X iii) Seismic-related ground failure, 2-MapNS X including liquefaction? iv) Landslides? 2-MapNS X b) Result in substantial soil erosion or the loss I X of topsoil? c) Result in substantial siltation? I X d) Be located on a geologic unit or soil that is 2-MapNS X unstable, or that would become unstable as a result of the project, and potentially result in on-or off-site landslide, lateral spreading, subsidence, liquefaction or collapse? e) Be located on expansive soil, as defined in 2-MapNS X Table IS-I-B of the Uniform Building Code (1994), creating substantial risks to life or property? f) Have soils incapable of adequately 1 X supporting the use of septic tanks or alternative waste water disposal systems where sewers are not available for the disposal of waste water? g) Expose people or property to major I,S X geologic hazards that cannot be mitigated through the use of standard engineering design and seismic safety techniques? DISCUSSION: The proposed project includes improvements within the public right of .way of a fully developed residential area. The project scope is limited to improvements at or near the existing grade and is anticipated to not be significantly impacted by the existing geologic conditions. The proposed project would not create any new geology, soils and seismicity impacts. Generally, the City of Palo Alto would experience a range from weak to very violent shaking in the event of a major earthquake along the San Andreas or Hayward fault. Although hazards exist, development would not expose people or property to major geologic hazards that cannot be addressed through the use of standard engineering design and seismic safety techniques, as required by building codes. With proper engineering new development is not expected to result in any significant adverse short or long-term impacts related to geology, soils or seismicity. Mitigation Measures: None Required North California Ave Trame Calming/Safe Routes to School Project Page 12 Initial Study G GREENHOUSE GAS EMISSIONS . Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant . Impact Would the project: Issues Unless Impact Mitigation Incorporated a) Generate greenhouse gas emissi ons, either 1,5,9 X directly or indirectly, that may have a significant impact on the environment? b) Conflict with any applicable plan, policy or 1,5,9 X regulation of an agency adopted for the purpose of reducing the emissions of greenhouse gases? DISCUSSION: The San Francisco Bay Area Air Basin (SFBAAB) is currently designated as a nonattainrnent area for state and national ozone standards and national particulate matter ambient air quality standards. SFBAAB's nonattainment status is attributed to the region's development history. Past, present and future development projects contribute to the region's adverse air quality impacts on a cumulative basis. By its very nature, air pollution is largely a cumulative impact. No single project is sufficient in size to, by itself, result in nonattainment of ambient air quality standards. Instead, a project's individual emissions contribute to existing cumulatively significant adverse air quality impacts. If a project's contribution to the cumulative impact is considerable, then the project's impact on air quality would be considered significant. The Bay Area Air Quality Management District's (BAAQMD) approach to developing a Threshold of Significance for Green House Gas (GHG) emissions is to identify the emissions level for which a project would not be expected to substantially conflict with existing California legislation adopted to reduce statewide GHG emissions needed to move us towards climate stabilization. If a project would generate GHG emissions above the threshold level, it would be considered to contribute substantially to a cumulative impact, and would be considered significant. The Thresholds of Significance for operational-related GHG emissions are: • For land use development projects, the threshold is compliance with a qualified GHG reduction Strategy; or annual emissions less than 1,100 metric tons per year (MT/yr) of C02e; or 4.6 MT C02e/SP/yr (residents + employees). Land use development projects include residential, commercial, industrial, and public land uses and facilities . • For stationary-source projects, the threshold is 10,000 metric tons per year (MT/yr) of C02e. Stationary-source projects include land uses that would accommodate processes and equipment that emit GHG emissions and would require an Air District permit to operate. If annual emissions of operational-related GHGs exceed these levels, the proposed project would result in a cumulatively considerable contribution of GHG emissions and a cumulatively significant impact to global climate change. The BAAQMD has established project level screening criteria to assist in the evaluation of impacts. If . . a project meets the screening criteria and is consistent with the methodology used to develop the screening criteria, then the project's air quality impacts may be considered less than significant. Below are some screening level examples taken from the BAAQMD CEQA Air Quality Guidelines, 06/2010 (Table 3-1, Operational-Related Criteria Air Pollutant and Precursor Screening Level Sizes). North California Ave Traffic Calming/Safe Routes to School Project Page 13 Initial Study Land Use Type Operational GHG Screening Size -- Single-family 56du Apartment, low-rise 78 du Apartment, mid-rise 87 du Condo/townhouse, general 78 du City park 600 acres Day-care center 11,000 sf General office building 53,000 sf Medical office building 22,000 sf Office park 50,000 sf Quality restaurant 9,000 sf .. -·If project size IS => screernng Size, then It IS considered significant. Based on the types of projects that would be considered to have a significant GHG impact, the proposed project, due to its limited scope, has been .determined to not exceed the significance thresholds established by the BAAQMD, and therefore does not have significant impact for creating GHG emissions. Mitigation Measures: None Required H. HAZARDS AND HAZARDOUS MATERIALS Note: Some of the thresholds can also be dealt with under a topic heading of Public Health and Safety if the I d b' h h h d . I primary Issues are re ale 10 a sU~Ject 01 er I an azar ous materia use. Issues and Supporting Information Resourees Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues Unles~ Impact Mitigation Incorporated a) Create a significant hazard to the public or the 1,5 X environment through the routing transport, use, or disposal of hazardous materials? b) Create a significant hazard to the public or the 1,5 X environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? c) Emit hazardous emissions or handle hazardous 1,5 X or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? d) Construct a school on a property that is subject 1,5 X to hazards from hazardous materials contammation, emissions or accidental release? e) Be located on a site which is included on a list 1,2-MapN9 X of hazardous materials sites compiled pursuant to Government Code Section 65962.5and, as a result, would it create a significant hazard to the public or the environment? North California Ave Traffic Calming/Safe Routes to School Project Page 14 Initial Study t) For a project located within an airport land use I X plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? g) For a project within the vicinity ofa private I X airstrip, would the project result in a safety hazard for people residing or working. the project area? h) Impair implementation of or physically 1,2-MapN7 X interfere with an adopted emergency response plan or emergency evacuation plan? i) Expose people or structures to a significant risk 1,2-MapN7 X of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? j) Create a significant hazard to the public or the 1,5 X environment from existing hazardous materials contamination by exposing future occupants or users of the site to contamination in excess of soil and ground water cleanup goals developed for the site? DISCUSSION: The proposed project is minor in scope and does not involve the use, creation or transportation of hazardous materials. North California A venue is not designated as an evacuation route nor located within or near the wildland fIre danger area. The proposed project would have no impacts with regard to public safety, hazards and hazardous materials. Mitigation Measures: None Required I. HYDROLOGY AND WATER QUALITY Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Significant Significant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated a) Violate any water quality standards or waste 1,2,5 X discharge requirements? b) Substantially deplete groundwater supplies or 2-MapN2 X interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (e.g., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? - North CalifomiaAve Traffic Calming/Safe Routes to School Project Page 15 [nilial Study c) Substantially alter the existing drainage pattern 1,5 X of the site or area, including through the alteration of the course of a stream or river, in a manner which would result in substantial erosion or siltation on-or off-site? d) Substantially alter the existing drainage pattern 1,5 X of the site or area, including through the alteration ofthe course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on-or off-site? e) Create or contribute runoff water which would 1,5 X exceed the capacity of existing or planned stormwater drainage systems or provide substantial additional sources of polluted runoff'? t) Otherwise substantially degrade water quality? 1,5 X g) Place housing within a IOO-year flood hazard 2-MapN6 X area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? h) Place within a 1 DO-year flood hazard area 2-MapN6 X structures which would impede or redirect flood flows? i) Expose people or structures to a significant risk 2-MapNS X of loss, injury or death involve flooding, including flooding as a result of the failure of a levee or dam or being located within a 1 DO-year flood hazard area? j) Inundation by seiche, tsunami, or mud flow? 2-MapN6 X k) Result in stream bank instability? 1,5 X DISCUSSION: The proposed project includes improvements within the public right of way of a fully developed residential area and is not anticipated to create any new hydrology and water quality impacts. All development is required to comply with building codes that address flood safety issues. Development projects are required to implement Best Management Practices (BMPs) for construction activities as specified by the California Storm Water Best Management Practices Handbook (CASQA, 2003) and/or the Manual of Standards for Erosion and Sediment Control Measures (ABAG, 1995). The BMPs include measures guiding the management and operation of construction sites to control and minimize the potential contribution of pollutants to storm runoff from these areas. These measures address procedures for controlling erosion and sedimentation and managing all aspects of the construction process to ensure control of potential water pollution sources. All development projects must comply with all City, State and Federal standards pertaining to storm water run-off and water qUality. Mitigation Measures: None Required North California Ave Traffic Calming/Safe Routes to School Project Page 16 Initial Study ; I J . LAND USE AND PLANNING Issues and Supporting Information Resources Sources Potentially Potentially Less ThaD No Significant Signifieant Significant Impact Would the project: Issues Unless Impact Mitigation Incorporated a) Physically divide an established conununity? 1,5,6 X b) Conflict with any applicable land use plan, 1,2,3,4,5, X policy, or regulation of an agency with 6 jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c) Conflict with any applicable habitat 1,2 X conservation plan or natural conununity conservation plan? d) Substantially adversely change the type or 1,5 X intensity of existing or planned land use in the area? e) Be incompatible with adjacent land uses or with 1,5 X the general character of the surrounding area, including density and building height? f) Conflict with established residential, 1,5 X recreational, educational, religious, or scientific uses of an area? g) Convert prime farmland, unique farmland, or 1,2,3 X farmland of statewide importance (farmland) to non·agricultural use? DISCUSSION: The proposed project involves minor work in the public right-of-way and does not impact the existing land uses along North California Avenue. The improvements are intended to improve safety in the existing neighborhood and are not anticipated to create any land use impacts. Mitigation Measures: None Required K NUNERALRESOURCES . Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Significant Significant Significant Would tbe project: Issues Un Ie .. Impact Mitigation Incorporated a) Result in the loss of availability of a known 1,2 X mineral resOurce that would be of value to the region and the residents of the state? b) Result in the loss of availability of a locally-1,2 X important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan? North California Ave Traffic Calming/Safe Routes to School Project Page 17 Initial Study DISCUSSION: The City of Palo Alto has been classified by the California Department of Conservation (DOC), Division of Mines and Geology (DMG) as a Mineral Resource Zone I (MRZ-I). This designation signifies that there are no aggregate resources in the area. The DMG has not classified the City for other resources. There is no indication in the 2010 Comprehensive Plan that there are locally or regionally valuable mineral resources within the City of Palo Alto. Mitigation Measures: None Required. L NOISE . Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated a) Exposure of persons to or generation of noise 1,2,12 X levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? b) Exposure of persons to or generation of 1,2,12 X excessive ground borne vibrations or ground borne noise levels? c) . A substantial permanent increase in ambient 1,2,12 X noise levels in the project vicinity above levels existing without the project? d) A substantial temporary or periodic increase in 1,2,12 X ambient noise levels in the project vicinity above levels existing without the project? e) For a project located within an airport land use I X plan or, where such a plan has not been adopted, would the project expose people residing or working in the project area to excessive noise levels? t) For a project within the vicinity of a private I X airstrip, would the project expose people residing or working in the project area to excessive noise levels? g) Cause the average 24 hour noise level (Ldn) to 1 X increase 'by 5.0 decibels (dB) or more in an existing residential area, even ifthe Ldn would remain below 60 dB? h) Cause the Ldn to increase by 3.0 dB or more in I X an existing residential area, thereby causing the Ldn in the area to exceed 60 dB? i) Cause an increase of3.0 dB or more in an I X existing residential area where the Ldn currently exceeds 60 dB? j) Result in indoor noise levels for residential 1 X development to exceed an Ldn of 45 dB? k) Result in instantaneous noise levels of greater 1 X than 50 dB in bedrooms or 55 dB in other rooms in areas with an exterior Ldn of 60 dB or greater? North California Ave Traffic Calming/Safe Routes to School Project Page 18 Initial Study I) Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact . Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated Generate construction noise exceeding the 1,12 X daytime background Leq at sensitive receptors by 10 dBA or more? DISCUSSION: All development, including construction activities, must comply with the City's Noise Ordinance (PAMC Chapter 9.10), which restricts the timing and overall noise levels associated with construction activity. Short-term temporary construction noise that complies with the Noise Ordinance would result in impacts that are expected to be less than significant. Mitigation Measures: None Required M. POPULATION AND HOUSING Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated a) Induce substantial population growth in an 1 X area, either directly (for example, by proposing new homes and businesses) or indirectly (for example, through extension of roads or other infrastructure)? b) Displace substantial numbers of existing 1 X housing, necessitating the construction of replacement housing elsewhere? c) Displace substantial numbers of people, 1 X necessitating the construction of replacement housing elsewhere? d) Create a substantial imbalance between 1 X employed residents and iobs? e) Cumulatively exceed regional or local 1 X population proj ections? DISCUSSION: The proposed project includes improvements within the public right of way of a fully developed residential neighborhood and does not encourage development and therefore will not create any new population and housing impacts. Mitigation Measures: None Required North CalifomiaAve Traffic Calming/Safe Routes to School Project Page 19 Initial Study N PUBLIC SERVICES . Issues and Supporting Information Resources Sources Potentially .potentially Less Than No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services: a) Fire protection? I X b) Police protection? I X c) Schools? I X d) Parks? I X e) Other public facilities? I X DISCUSSION: The proposed project includes improvements within the public right of way of a fully developed area and does not encourage growth and development and is not anticipated to generate new users as to create impacts to the existing public services for the City. Mitigation Measures: None Required O. RECREATION Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated a) Would the project increase the use of I X existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? b) Does the project include recreational I X facilities or require the construction or expansion of recreational facilities which might have an adverse physical effect on the environment? DISCUSSION: The proposed project includes improvements within the public right of way of a fully developed area and does not encourage growth and development in the City and is not anticipated to generate new users as to create impacts to the existing City recreational facilities. North California Ave Traffic Calming/Sare Routes 10 School Project Page 20 Initial Srudy Mitigation Measures: None Required P TRANSPORTATION AND TRAFFIC . Issues and Supporting Information Resources Sources Potentially Potentially Less Tban No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated a) Exceed the capacity of the existing 5,6,8 X circulation system, based on an applicable measure of effectiveness (as designated in a general plan policy, ordinance, etc.), taking into account all relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? b) Conflict with an applicable congestion 5,6,8 X management program, including but not limited to level of service standards and travel demand measures, or other standards established by the couoty congestion management agency fOT designated roads OT highways? c) Result in cbange in air traffic patterns, 5,6,8 X including eitheT an increase in traffic levels OT a change in location that results in substantial safety Tisks? d) Substantially increase hazards due to a 5,6,8 X design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., fann equipment)? e) Result in inadequate emeTgency access? 5,6,8 X f) Result in inadequate parking capacity? 5,6,8 X g) Conflict with adopted policies, plans, or 2,5,6,8 X programs supporting alternative transportation (e.g., pedestrian, transit & bicycle facilities)? h) Cause a local (City of Palo Alto) inteTsection 5,6,8 X to deteriorate below Level of Service (LOS) D and cause an increase in the average stopped delay for tbe critical movements by four seconds OT more and the critical volume/capacity ratio (VIC) value to increase by 0.01 or more? i) Cause a local intersection already operating at 5,6,8 X LOS E or F to deteriorate in the average stopped delay for the critical movements by four seconds or mOTe? j) Cause a regional intersection to deteriorate 5,6,8 X from an LOS E or betteT to LOS F or cause critical movement delay at such an North California Ave Traffic Calming/Safe Routes to School Project Page 21 Initial Study intersection already operating at LOS F to increase by four seconds or more and the critical VIC value to increase byO.OI or more? k) Cause a freeway segment to operate at LOS F 5,6,8 X or contribute traffic in excess of I % of segment capacity to a freeway segment already operating at LOS F? I) Cause any change in traffic that would 5,6,8 X increase the Traffic Infusion on Residential Environment (TIRE) index by 0.1 or more? m) Cause queuing impacts based on a 5,6,8 X comparative analysis between the design queue length and the available queue storage capacity? Queuing impacts include, but are not limited to, spillback queues at project access locations; queues at tum lanes at intersections that block through traffic; queues at lane drops; queues at one intersection that extend back to impact other intersections, and spillback queues on ramps. n) Impede the development or fimction of 5,6,8 X planned pedestrian or bicycle facilities? 0) Impede the operation of a transit system as a 5,6,8 X result of congestion? p) Create an operational safety hazard? 5,6,8 X DISCUSSION: The traffic calming proj ect does not cause an increase in traffic nor directly adds vehicle trips to the area. Signage in the area aid in changing drivers' behaviors. Project elements are within the City right-of-way, and the main objectives of the devices are to reduce excessive speeding and enhance safety at pedestrian crossings. The traffic calming plan resulted in a general reduction in traffic volumes on North California Avenile measured in the range of 9 to 10 percent. Even if all the diverted volume dispersed evenly onto 2 of the nearby streets (Embarcadero Road and Oregon Expressway), the increase of about 150 vehicles per day on a single street would be substantially less than the traffic calming program's 25% impact threshold for increases on adjacent streets, and would not be noticeable to the average resident. The Fire Department has noted that the speed tables could cause some discomfort during the transport of patients, but this is considered to be a less than significant impact of the project with regard to emergency access and care. Mitigation: None Required Q. UTILITIES AND SERVICE SYSTEMS Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated a) Exceed wastewater treatment requirements of 1,5 X the applicable Regional Water Quality Control Board? North California Ave Traffic Calmin!ifSafe Routes to School Project Page 22 Initial Study Issues and Supporting information Resources Sources Potentially Potentially Less Than No Impact Significant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated b) Require or result in the construction of new 1,5 X water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? c) Require or result in the construction of new 1,5 X storm water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? d) Have sufficient water supplies available to 1,5 X serve the project from existing entitlements and resources, or are new or expanded entitlements needed? e) Result in a determination by the wastewater 1,5 X treatment provider wbich serves or may serve the project that it has inadequate capacity to serve the project's projected demand in addition to the provider's existing commitments? t) Be served by a landfill with sufficient 1,5 X permitted capacity to accommodate the project's solid waste disposal needs? g) Comply with federal, state, and local statutes 1,5 X and regulations related to solid waste? h) Result in a substantial physical deterioration 1,5 X of a public facility due to increased use as a result of the project? DISCUSSION: The proposed project does not encourage growth and development and therefore no increase in the demand on existing utilities and service systems or impacts to these services are expected. Mitigation Measures: None Required R MANDATORY FINDINGS OF SIGNIFICANCE . Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Signifieant Significant Significant Would the project: Issues Unless Impact Mitigation Incorporated . North California Ave Traffic Calming/Safe Routes to School Project Page 23 Initial Study Issues and Supporting Information Resources Sources Potentially Potentially Less Than No Impact Significant Significant SigniflcBnt Would the project: Issues Unless Impact Mitigation Incorporated a) Does the project have the potential to 1,2,3,4,6,7,1 X degrade the quality of the environment, 0 substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? b) Does the project have impacts that are 1,6 X individually limited, but cumulatively considerable? ("Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects)? c) Does the project have environmental effects 1,5,6 X which will cause substantial adverse effects on human beings, either directly or indirectly? DISCUSSION: The main objectives of this traffic calming project are to reduce excessive speeding, cut-through traffic, and improve safety; it does not cause an increase in traffic nor directly adds vehicle trips to the area. As discussed in the Biological Resources section, this project does not impact sensitive wildlife or plant habitats. The project'S cumulative impacts are limited to the GHG emissions. A project of this minor scope is not anticipated to create cumulatively considerable impacts of any other nature. See the Greenhouse Gas Emissions section for further discussion. North California Ave Traffic CalmingiSafe Routes to School Project Page 24 Initial Study SOURCE REFERENCES I. Project Planner's knowledge of the site and the proposed project 2. Palo Alto Comprehensive Plan, 1998-2010 3. Palo Alto Municipal Code, Title 18 -Zoning Ord inance 4. Palo Alto Tree Technical Manual, Municipal Code Chapter 8.1 0.030, June 2001 5. Project Plans 6. Project Transportation Engineer's knowledge of the site and the proposed project 7. City of Palo Alto Neighborhood Traffic Calming Program (Booklet), April 9, 2001 8. North California Avenue Trial Traffic Calming/Safe Routes to School Project Operational Evaluation, prepared by Project Transportation Engineer, 10/20/2011 9. California Environmental Quality Act Air Quality Guidelines, June 2010 (BAAQMD) 10. Palo Alto Historic Resources Inventory 11 . Alquist-Priolo Earthquake Fault Zoning Map 12. Palo Alto Municipal Code, Section 9.l0-Noise Ordinance -:-:--:-::~---:--,-----=-::::-c:-:-.,---;=---.:----::-:-----:-::--:----=-----:c:------------:-:--:-:-::--:--North California Ave Traffic Calming/Safe Routes to School Project Page 25 Initial Study DETERMINATION On the basis of this initial evaluation: I find that the proposed project COULD NOT have a significant effect on the X environment, and a NEGATIVE DECLARATION will he prepared. I find that although the proposed project could have a significant effect on the environment, there will not he a significant effect in this case hecause revisions in the project have heen made hy or agreed to hy the project proponent. A MITIGATED NEGATIVE DECLARATION will he prepared. ( I find that the proposed project MAY have a significant effect on the environment, and an ENVIRONMENTAL IMPACT REPORT is required. I find that the proposed project MAY have a "potentially significant impact" or "potentially significant unless mitigated" impact on the environment, but at least one effect: 1) has heen adequately analyzed in an earlier document pursuant to applicable legal standards, and 2) has been addressed by mitigation measures based on the earlier analysis as described on attached sheets. An ENVIRONMENTAL IMP ACT REPORT is required, but it must analyze only the effects that remain to be addressed. I find that although the proposed project could have a significant effect on the environment, because all potentially significant effects (a) have been analyzed adequately in an earlier Em or NEGATIVE DECLARATION pursuant to applicable standards, and (b) have been avoided or mitigated pursuant to that earlier Em or NEGATIVE DECLARATION, including revisions or mitigation measures that are imposed upon the proposed project, notbing further is required. Date North California Ave Traffic Calming/Safe Routes to School Projcct Pagc 26 Initial Study City of Palo Alto (ID # 2457) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 6 (ID # 2457) Summary Title: Design Contract -City Hall First Floor Renovation Title: Elimination and Defunding of Capital Improvement Program Project PF- 12005 (Council Conference Room Renovation); Approval of Capital Improvement Program Project PE-12017 (City Hall First Floor Renovation); Adoption of a Budget Amendment Ordinance in the Amount of $189,000; and Approval of a Contract with WMB Architects, Inc. in the Amount of $178,717 for Design of the City Hall First Floor Renovation Project From:City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1.Approve the elimination and defunding of Capital Improvement Program Project PF-12005, Council Conference Room Renovation; 2.Approve the creation of new Capital Improvement Program Project PE-12017, City Hall First Floor Renovation (Attachment A), including the attached Budget Amendment Ordinance (BAO) in the amount of $189,000 (Attachment B) for the design of architectural upgrades to selected areas on the first floor of City Hall; and 3.Approve and authorize the City Manager or his designee to execute the attached contract with WMB Architects, Inc. (Attachment C) in the amount of $178,717 for the design of City Hall First Floor Renovations (Capital Improvement Program Project PE-12017),including $162,470 for basic services and $16,247 for additional services. Background Palo Alto City Hall was originally constructed in 1971. Although the building has recently undergone a thorough mechanical, electrical, and exterior refurbishment, some of the interior areas remain functionally inadequate and aesthetically dated. There are specific deficiencies in some of the public meeting and gathering areas that hinder the ability of staff and the Council to interact effectively with members of the public. In particular, the Council Conference Room is undersized, has outdated architectural March 05, 2012 Page 2 of 6 (ID # 2457) treatments and furnishings, and lacks modern amenities such as flexible seating and efficient lighting and technological resources such as equipment for audio-visual presentations. The adopted FY2012 Capital Improvement Program (CIP) budget included an appropriation of $125,000 for renovation of the Council Conference Room (CIP Project PF-12005). Discussion While developing a detailed scope of work for the Council Conference Room Renovation project, staff identified additional building elements on the first floor of City Hall that exhibit deficiencies similar to those in the Council Conference Room and is proposing to include them in the scope of a comprehensive revised CIP project for the renovation of the first floor public areas for Council consideration. For example, the Lobby area is not welcoming to visitors, is not laid out to make efficient use of the space, and lacks effective means for the proper display of public art. The Human Resources Conference Room exhibits many of the same aesthetic and functional shortcomings as the Council Conference Room. The elevator cabs have worn-out wall and floor finishes, harsh lighting, and inadequate building information and directional signage. There is also a glaring need to improve the signage and other wayfinding information at the various building entrances and on the first floor of City Hall in order to assist members of the public with finding the staff members and services that can meet their needs. Based upon the needs assessment described above, staff issued a Request for Proposals (RFP) seeking an architectural firm to design modifications to the identified areas on the first floor of Palo Alto City Hall in order to improve the building’s aesthetics, increase the functionality of the conference rooms and lobby for public meetings and gatherings, and improve visitors’ ability to find specific staff members and public services. The scope of work outlined in the RFP included the following elements: Task 1: City Hall Lobby Design Modifications ·Transform the Lobby into an attractive and welcoming space to display public art and facilitate gatherings and events with new furnishings, wall treatments, and lighting. ·Design an improved display mounting system to create a more attractive, functional, and safe environment for the display of artwork. ·Establish signage and an electronic information kiosk to provide wayfinding information to the public. ·Create paths for foot traffic through the lobby which create protected spaces conducive to small gatherings. Task 2: City Hall Council Conference Room Design Modifications ·Transform the Council Conference Room into a more modern and usable space which will more readily accommodate the multitude of departments and Committees, Boards, and Commissions that utilize the area. ·Explore opportunities to enlarge the existing area via the removal of the existing March 05, 2012 Page 3 of 6 (ID # 2457) east wall and incorporation of the adjoining corridor into a larger and more usable meeting space. ·Provide room layout and flexible seating arrangements that will improve the interface between Committee/Board/Commission members and audience members during public meetings. ·Design a more modern method for effective presentation delivery to accommodate conferences and public presentations via electronic media. ·Modernize the area utilizing newly-designed lighting, wall coverings, flooring, and furniture. Task 3: City Hall Human Resources Conference Room Design ·Transform the Human Resources Conference Room into a more modern and usable space. ·Design a more modern method for effective presentation delivery to accommodate conferences and small department presentations via electronic media. ·Modernize the area utilizing newly-designed lighting, wall coverings, flooring, and furniture. Task 4: City Hall Wayfinding Design Modifications ·Design a programmatic and unified City Hall signage program that will readily direct members of the public to service locations throughout the various departments on all levels of City Hall including paths of travel from the exterior of the building. ·Improve signage on the building exterior to direct members of the public to the Police Department offices on Forest Avenue. Coordinate the new signage with the signage on the Downtown Library across the street. ·Provide an easy means of identifying parking locations in the underground City Hall Garage which will readily assist customers in relocating their vehicle. Task 5: City Hall Way Elevator Cabs Refurbishment Modifications ·Upgrade and modernize interior cab panels, including all sides, doors, flooring, and ceiling. ·Provide a more energy-efficient lighting system that will provide softer, more diffused illumination. ·Modernize the signage direction/display systems and integrate with the overall wayfinding system. The RFP for the project was sent to prospective consultants and posted on the City’s web site on November 14, 2011. The following table summarizes the results of the RFP solicitation: March 05, 2012 Page 4 of 6 (ID # 2457) Summary of Solicitation Process Proposal Description/Number Design Services for the Evaluation, Analysis, and Design of Architectural Upgrades at Palo Alto City Hall Proposed Length of Project 180 Calendar Days Number of Request for Proposals Mailed 7 Total Working Days to Respond to Proposal 20 Working Days Number of Proposals Received 11 Company Name Location (City, State) Selected for Oral Interview? 1. BFGC-IBI Group San Jose, CA No 2. Architecture 3 San Francisco, CA Yes 3. WMB Architects Stockton, CA Yes 4. Huntsman Architectural Group San Francisco, CA Yes 5. Brad Cox Architect San Jose, CA No 6. Eduardo Martinez Architects Mountain View, CA No 7. Heller Manus Architects San Francisco, CA Yes 8. FCA Architecture San Francisco, CA No 9. Kitchell San Jose, CA No 10. Carrasco & Associates Architects Palo Alto, CA No 11. Mock/Wallace Architects San Francisco, CA No Range of Proposal Amounts Submitted $57,630 -$191,940 An evaluation committee consisting of representatives from the Public Works Engineering Services and Public Services Divisions and a member of the City Manager’s Office reviewed the proposals. Four firms were invited to participate in oral interviews on January 18, 2012. The committee carefully reviewed each firm's qualifications and submittal in response to the criteria identified in the RFP. The committee reviewed each firm's qualifications relative to its experience in architectural and interior design, conference room layout and audio-visual system integration, and design of innovative signage and wayfinding programs. Consideration was also given to the quality of the proposers’ project approach, performance on past projects, qualifications of the specific March 05, 2012 Page 5 of 6 (ID # 2457) staff to be assigned to the project, and understanding of the project goals. WMB Architects, Inc. and their design partner, Square Peg Design, were selected because of the depth and quality of their design experience, particularly with respect to wayfinding and public art displays, the exceptional qualifications of their proposed project design team, and the strength of their proposed project design approach. Based on the aesthetic and functional deficiencies throughout the first floor of City Hall and in an effort to create a unified, coordinated appearance for this important public space, staff recommends that Council eliminate and defund previously approved CIP Project PF-12005, Council Conference Room Renovation, and reprogram the $125,000 towards a new comprehensive CIP project that addresses all of the identified deficiencies on the first floor of City Hall. Staff recommends that Council approve the creation of new CIP Project PE-12017, City Hall First Floor Renovation, which is depicted in the attached CIP project description page.In addition, staff is requesting Council approval of a Budget Amendment Ordinance (BAO) in the amount of $189,000 to fund the new project and provide sufficient funds to design all of the desired building amenities. Funds for the BAO would be a combination of the $125,000 from defunded CIP Project PF-12005 and $64,000 from the balance of remaining funds in CIP Project PF-01002, Civic Center Infrastructure Improvements. Timeline The design of the architectural upgrades to the first floor of City Hall will be completed by August 2012. Subsequently, construction of the improvements will take place during Fall 2012. If feasible, construction of selected project elements may be fast-tracked to allow for the work to take place during the Council break in August 2012. Resource Impact The Budget Amendment Ordinance is necessary to appropriate funds in the amount of $189,000 to fund the design of the proposed City Hall first floor renovations, including miscellaneous project-related expenses, such as permit fees, printing, and materials testing.The funds for the BAO will be derived from a combination of of the $125,000 from defunded CIP Project PF-12005 and $64,000 from the balance of remaining funds in CIP Project PF-01002. Although a detailed estimate of construction costs for the proposed comprehensive first floor renovations will not be available until the consultant conducts the project design work, it is anticipated that the improvements would cost approximately $1,100,000. Funds for the construction phase of the City Hall First Floor Renovations, which would be derived from a combination of the balance of remaining funds in CIP Project PF- 01002 and the Infrastructure Reserve, would be included in the FY2013 proposed Capital budget. That said, the decision to fund some or all of the design recommendations will be up to the Finance Committee and Council. These improvements are necessary to effective public use of City Hall, but contruction timing will depend upon the availability of funding. The concept of the the First Floor March 05, 2012 Page 6 of 6 (ID # 2457) Renovations arose after the compilation of the needs list prepared for the Infrastructure Blue Ribbon Commission (IBRC), and, therefore, the project was not included in the set of infrastructure improvements recommended by the IBRC. The IBRC report did, however, recommend additional funding for new projects such as this one which emerge following the publication of their infrastructure report. Environmental Review This project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) under Section 15301 of the CEQA Guidelines as repair, maintenance or minor alteration of an existing facility and no further environmental review is necessary. Attachments: ·A -CIP PE-12017 City Hall First Floor Renovations (PDF) ·B -Budget Amendment Ordinance (DOC) ·C -Contract with WMB Architects, Inc.(PDF) Prepared By:Joe Teresi, Senior Engineer Department Head:J. Michael Sartor, Director City Manager Approval: ____________________________________ James Keene, City Manager City of Palo Alto Capital Budget FY 2012 PF-12005Council Conference Room Renovations CITY HALL FIRST FLOOR RENOVATIONS (PE-12017) /&8 FUTURE FINANCIAL REQUIREMENTS FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 Total Funding Pre-Design Costs Design Costs $189,000 $189,000 Construction Costs $1,100,000 $1,100,000 Other Total Budget Request $189,000 $1,100,000 $1,289,000 Revenues: Source of Funds:Infrastructure Reserve CIP FACTS: • New • Project Status: Design • Timeline: FY 2012-2013 • Overall Project Completion: 0% • Managing Department: Public Works • Comprehensive Plan: Policy C-24 • Potential Board/Commission Review: ARB IMPACT ANALYSIS: • Environmental: This project is categorically exempt from CEQA under Section 15301. • Design Elements: May require ARB review • Operating: None • Telecommunications: None Description: The project will upgrade the aesthetics and functionality of the Council Conference Room, Human Resources Conference Room, Lobby area, and elevator cabs at City Hall. Improvements will create efficient, flexible meeting spaces, with upgrades to architectural finishes, furniture, audio-visual equipment, and improved capability for display of public art. Signage and wayfinding improvements will be implemented to direct City Hall visitors to their desired destinations. Justification: The conference rooms on the First Floor of City Hall are aesthetically-dated, functionally-obsolete, and do not include modern audio-visual equipment for public meetings. The Lobby needs transformation into a more welcoming public space, with flexible accommodations for small gatherings and improved capability for display of public art. The finishes and lighting in the elevator cabs are dated and worn. There is a need to improve signage and directional information for City Hall visitors. Consultant Services Scope: A consultant will design improvements for conference rooms, the lobby, elevator cabs, and signage. Supplemental Information: Architectural Review Board (exterior signage/wayfinding) Attachment A Attachment B ORDINANCE NO.xxxx ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR THE FISCAL YEAR 2012 TO ELIMINATE AND DEFUND CAPITAL IMPROVEMENT PROGRAM PROJECT NUMBER PF-12005, COUNCIL CONFERENCE ROOM RENOVATIONS, AND TO PROVIDE AN APPROPRIATION OF $189,000 TO CAPITAL IMPROVEMENT PROGRAM PROJECT NUMBER PE-12017, CITY HALL FIRST FLOOR RENOVATIONS The Council of the City of Palo Alto does ordain as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 20, 2011 did adopt a budget for fiscal year 2012; and B.In fiscal year 2012, the Council did adopt a budget for CIP Project PF-12005, Council Conference Room Renovations, with an initial appropriation of $125,000; and C.The scope of CIP Project PF-12005 was limited to making renovations to the Council Conference Room. Additional building elements on the first floor of City Hall have been identified as deficient. CIP Project PE-12017, City Hall First Floor Renovations, is now established to expand the original project scope to include the City Hall Lobby, Human Resources Conference Room, City Hall signage program, and City Hall elevator cabs; and D. A Request for Proposal (RFP) to solicit design services for the evaluation, analysis, and design of architectural upgrades at City Hall for CIP Project PE-12017 was sent to prospective consultants and posted on the City’s website on November 14, 2011. Proposals were received from eleven firms. WBM Architects, Inc. was selected based on the depth and quality of their design experience at a cost of $178,717. In addition, $10,283 is needed for miscellaneous project-related expenses, such as permit fees, printing, and materials testing; and E. The initial appropriation of $125,000 for CIP Project PF-12005, Council Conference Room Renovations, is moved to CIP Project PE-12017, City Hall First Floor Renovations. Funding of $64,000 from CIP Project PF-01002, Civic Center Infrastructure Improvements,will be transferred to CIP Project PE-12017, City Hall First Floor Renovations,to cover the remaining funding needs. CIP Project PF-12005, Council Conference Room Renovations, will be closed; and F. City Council authorization is needed to amend the 2012 budget as hereinafter set forth. SECTION 2.The sum of One Hundred Twenty-Five Thousand Dollars ($125,000) is hereby transferred from CIP Project Number PF-12005 Council Conference Room Renovations to CIP Project Number PE-12017 City Hall First Floor Renovations. SECTION 3. The sum of Sixty-Four Thousand Dollars ($64,000) is hereby transferred from CIP Project Number PF- 01002 Civic Center Infrastructure Improvements to CIP Project Number PE-12017 City Hall First Floor Renovations. SECTION 4.The sum of One Hundred Eighty-Nine Thousand Dollars ($189,000) is hereby appropriated to CIP Project Number PE-12017 City Hall First Floor Renovations. SECTION 5. As specified in Section 2.28.080(a) of the Palo Alto Municipal Code, a two-thirds vote of the City Council is required to adopt this ordinance. SECTION 6. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION 7.This project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to the CEQA guidelines (Section 15301) for renovation of existing facilities. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST:APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager Senior Assistant City Attorney Director of Public Works Director of Administrative Services Professional Services Rev. June 2, 2010 1 CITY OF PALO ALTO CONTRACT NO. C12144101 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND WMB ARCHITECTS, INC. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 5th day of March, 2012, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and WMB ARCHITECTS, INC., a California corporation, located at 246 E. Main Street, Stockton, CA 95202 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to implement the City Hall First Floor Renovation Project (“Project”) and desires to engage a consultant to provide professional architectural design services for architectural upgrades in connection with the Project (“Services”). B. CONSULTANT has represented that it has 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”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, contained in this Agreement, the parties agree: AGREEMENT 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. SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through completion of the services in accordance with the Schedule of Performance attached as Exhibit “B” unless terminated earlier pursuant to Section 19 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”, attached to and made a part of this Agreement. 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. Professional Services Rev. June 2, 2010 2 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 described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed One Hundred Sixty-Two Thousand Four Hundred Seventy Dollars ($162,470). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed One Hundred Seventy-Eight Thousand Seven Hundred Seventeen Dollars ($178,717). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. 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 an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing 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 payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses 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 subconsultants, if permitted, 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 of the 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 may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. 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. Professional Services Rev. June 2, 2010 3 SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. 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 ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the 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. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. 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 consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: 1) Guttmann and Blaevoet (Mechanical/Electrical Engineers/Audio-Visual) 2) Ingraham DeJesse (Structural Engineers) 3) Square Peg Design (Wayfinding Consultant) CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Tom Bowe as the project director to have supervisory responsibility for the performance, progress, and execution of the Services and to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director 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 personnel who CITY finds do Professional Services Rev. June 2, 2010 4 not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The City’s project manager is Joe Teresi, Public Works Department, Engineering Services Division, 250 Hamilton Avenue, Palo Alto, CA 94301, Telephone:(650) 329-2129. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement 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 pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials 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 work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, 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 attorneys fees, experts fees, court costs and disbursements (“Claims”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the 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 Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 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. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not Professional Services Rev. June 2, 2010 5 be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. 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". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification, CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager 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. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given Professional Services Rev. June 2, 2010 6 to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving 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 which are of direct and immediate benefit to CITY as such determination may be 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, 19.4, 20, and 25. 19.5. 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. 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 director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting 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 subconsultants, contractors or persons 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. 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section Professional Services Rev. June 2, 2010 7 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, 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. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the 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: 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 the 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. Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the 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 Office. Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the 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. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. 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 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. 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 Professional Services Rev. June 2, 2010 8 California. 25.3. 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. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. // // // // // 25.9 All unchecked boxes do not apply to this agreement. Professional Services Rev. June 2, 2010 10 EXHIBIT “A” SCOPE OF SERVICES Square Peg Design City of Palo Alto City Hall | Revised January 27, 2012 pg 2 SCOPE OF WORK | WORK PLAN PROPOSALPARAGRAPH 5.4 SCOPE OF WORK The Square Peg Proven Project Approach and Design Process Square Peg employs a proven project process and design approach based on a well defined schedule of evaluation, progress and milestone review meetings with the Client and the Design team The checks and balances built in the this highly collaborative process ensures that the • Vision and goals are clearly understood at the onset of the project • Pertinent information is collected and analyzed • Design work is concepted and refined based on multiple reviews by the Client and Design Team • Documentation is subjected to multiple reviews • One or more of the key sign types are prototyped prior to final production for Client and Design Team approval. • Construction administration and installation oversight services ensure continuity and control throughout the entire process. Square Peg will thoroughly review the existing signing, study circulation etc in preparation to develop a new wayfinding and signing program. The new program will address the following: 1. Integrate the signage and an electronic information kiosk from Task 1 into a programmatic and unified City Hall signage program that will readily direct members of the public to service locations throughout the various departments on all levels of City Hall (including the Police Wing); including paths of travel from the exterior of the building. 2. Improve signage on the building exterior to direct members of the public to the Police Department offices on Forest Avenue. Coordinate the new signage with the signage on the Downtown Library across the street. 3. Provide an easy means of identifying parking locations in the underground City Hall Garage which will readily assist customers in relocating their vehicle. 4. Incorporate signage to direct customers from the parking garage to the location of an information kiosk on the First Floor. 5. Provide signage and terminology that assists the customer to readily locate the service provider within City Hall that can address their needs. Integrate service descriptions with department names into unified naming conventions. 6. Coordinate the design of informational signage in the elevator lobbies with ongoing efforts by the City Manager’s Office to integrate photographs evocative of the services provided on each floor of the building with the accompanying signage. Based on the scope outline from the RFP and past experience with similar projects we anticipate the scope of signs to include, but is not limited to: Square Peg Design City of Palo Alto City Hall | Revised January 27, 2012 pg 3 SCOPE OF WORK | WORK PLAN PROPOSALPARAGRAPH 5.4 Based on the scope outline from the RFP and information gained at the interview with the City, we anticipate the scope of signs may include, but is not limited to: SITE SIGNING ·Project/Building Identity Signing ·Parking Garage Entrance ID Sign ·Directional Signing ·Accessibility Signing ·Signing at Entry Doors ·Entrance ID Signing ·Pedestrian Directional & Information Signing ·Building Entry Identification Graphics at Entry Doors (Address, HC Accessibility, No Smoking, etc.) ·Emergency Assembly Area Signing ·Building Address PARKING · Parking Entry ID · Clearance Bar · Vehicular Directional Signing · Pedestrian Directional Signing · Column and Core Graphics · Misc Room ID Signing INTERIOR SIGNING ·Orientation Directory/Information Display or Kiosk (Static / Dynamic) - Main Lobby - Secondary Entry Lobbies - Elevator Lobbies at Upper Levels ·Floor Level ID in Elevator Lobbies ·Floor Level Directories and/or Orientation Maps ·Directional Signing ·Changeable Displays for Daily Events, Information, etc ( Digital System and/or Static) ·Service Window Signing ( Digital System and/or Static) ·Informational Signing in Elevator Cabs ( Digital System and/or Static) NOTE: The design process for signing will be closely coordinated with WMB Architects and GB Engineers to insure a well integrated design solution. Square Peg will explore and incorporate technology as potential solutions at multiple locations throughout the project. A combination of design, cost and evaluation of benefits will be provided to the client with regard to proposed technology solutions as a means to inform the design decisions and approvals. Square Peg Design City of Palo Alto City Hall | Revised January 27, 2012 pg 4 SCOPE OF WORK | WORK PLAN PROPOSALPARAGRAPH 5.4 SCOPE EXCLUSIONS Items that are specifically excluded from the scope of work include: ·Signing for Non Public Areas such as office areas and back of house: Room Identification Signing Department/Area Identification Office ID Workstation ID Conference Room ID Misc Room ID Back of House Room ID Evacuation Maps at Elevators, Stairs and Exits ·Preparation of building floor plans for use in sign location plans. It is assumed that the client will provide SPD with building plans for use in preparation of sign location plans and documents. ·Logo design ·Print & Amenity design ·Sculptures / Feature pieces ·Content Design of Digital Media for Digital Displays. Note: SPD can provide content solutions as additional service if requested, or recommend other means of creating and/or obtaining content. Should any of these items be required, Square Peg Design can provide them as an additional service Square Peg Design City of Palo Alto City Hall | Revised January 27, 2012 pg 5 SCOPE OF WORK | WORK PLAN PROPOSALPARAGRAPH 5.4 PHASE 1 WAYFINDING STRATEGY AND SCHEMATIC DESIGN During this phase of work, SPD will meet with the Client and consultants to review the project goals, existing design concepts, program criteria, and design influences. This phase shall include, but not limited to, the following tasks and design work: 1. Meet with Client and consultants to review the project goals, existing design concepts, program criteria, design influences etc. 2. Conduct wayfinding survey to determine overall signage strategy. Systematically study pedestrian and vehicular traffic flow as it relates to ingress, egress and circulation within the development. 3. Conduct appropriate research on potential design influences, available technologies, materials and finishes. 4. Collect all relevant data available for the Project to include: -Architectural plans and drawings -Existing design themes and details -Details of architectural elements 5. Prepare preliminary programming for sign locations and message schedules. 6. Confirm required sign types and environmental graphic elements. 7. Review of municipality and authorities regulations. 8. Produce three (3) design concepts for physical form and scale of signage including proposed materials, finishes, colors. 9. Coordinate design concepts with the architecture and lighting. 10. Based on design concepts and proposed sign quantities, prepare implementation budgets for review and discussion with client. 11. Present Schematic Design Concepts, budgets and phasing options for comment and approval. MEETINGS 1. Kickoff Meeting 2. Interim Meetings with City Staff and Design Team as needed for coordination 3. Schematic Design presentation PHASE DELIVERABLES 1. Schematic drawing package showing three (3) signage concepts 2. Preliminary power, data and structural requirements. 3. Preliminary sign location plans and phasing options 4. Preliminary implementation budgets. Client review, comment, selection of one Schematic design direction and final approval of all phase deliverables to proceed into Phase 2. Square Peg Design City of Palo Alto City Hall | Revised January 27, 2012 pg 6 SCOPE OF WORK | WORK PLAN PROPOSALPARAGRAPH 5.4 PHASE 2 DESIGN DEVELOPMENT Based on the approved Schematic Design direction from Phase 1, Square Peg will develop and apply the approved design direction to all remaining sign types. The following is expected during this phase of work: 1. Develop the approved Schematic Design per comments from Phase 1 and apply to all remaining sign types. 2. Coordinate all sign sizes, locations, power and structural requirements with the Design Team and project Consultants. 3. Refine and finalize signing typography, icons, materials and finishes 4. Prepare sign message schedules listing all proposed sign types and message copy. 5. Prepare Design Development presentation 6. Present developed materials for approval MEETINGS 1. Interim design coordination with the city and design consultants as needed 2. Present Final Design PHASE DELIVERABLES 1. Design Development drawings for all sign types. 2. Sign location plans and message schedule(s) for all required sign types. 3. Power, data and structural requirements per sign type 4. Sign implementation budget. 5. Material samples as necessary for review. PHASE ACTION REQUIRED BY CLIENT Client review, comment and final approval of all phase deliverables to proceed into Phase 3. Square Peg Design City of Palo Alto City Hall | Revised January 27, 2012 pg 7 SCOPE OF WORK | WORK PLAN PROPOSALPARAGRAPH 5.4 PHASE 3 DOCUMENTATION The purpose of Phase 3 is to provide design intent documentation and technical detailing sufficient in detail to facilitate tendering and fabrication by a qualified sign fabricator. The Documentation Phase shall include, but not limited to, the following: 1. Prepare design intent documentation drawings sufficient in detail to facilitate bidding and fabrication by a qualified sign fabricator. 2. Coordinate all sign sizes, locations, power and structural requirements with the design team. 3. Document design details for all sign types. 4. Specify and document signing colors, illumination and materials. 5. Write performance specifications for all signing colors, illumination, materials and installation as required. 6. Finalize typography. 7. Finalize sign location plans and message schedules. 8. Produce final set of documentation drawings for signing and graphic elements. MEETINGS 1. Coordination with the city and design consultants as required PHASE DELIVERABLE At the completion of the Documentation Phase, we will deliver Final Documents to the Client. Documents shall include, but not limited to, the following deliverables and presentation materials: 1. Design Intent documentation sufficient in detail to facilitate tendering and fabrication by a qualified sign fabricator. 2. Specifications 3. Final sign location plans and message schedule(s) for all required sign types. Documents will be issued as follows: 1. Design documentation drawings for signing elements in Illustrator CS4 on Mac OS X platform: CD and three (3) hard copies, Tabloid format 2. Location Plans - CAD 2010, CD and three (3) hard copies 3. Message Schedule - Filemaker: CD and three (3) hard copies UPDATED COST PROPOSAL Evaluation, Analysis, Recommendation and Design for Architectural Upgrades at City of Palo Alto City Hall February 9, 2012 ARCHITECTURAL/ENGINEERING Task 1 Investigation 8,200$ Task 2 Needs Assessment 13,390$ Task 3 Concept Design Development 19,470$ Task 4 Construction Documents 39,960$ Task 5 Plan Review | Permitting 4,810$ Task 6 Bidding 3,640$ SUBTOTAL 89,470$ WAYFINDING & SIGNING Schematic Design 24,000$ Design Development 20,000$ Documentation 24,000$ SUBTOTAL 68,000$ Reimbursable Expense Allowance*5,000$ TOTAL COST PROPOSAL 162,470$ Construction phase services will be added to the consultant's contract at the City's discretion via a contract amendment. * Reimbursable expenses include printing, presentation boards, etc. COST PROPOSAL SUMMARY Page 1 COST PROPOSAL RFP # 144101 Evaluation, Analysis, Recommendation and Design for Architectural Upgrades at City of Palo Alto City Hall Scope Labor Categories Est Hours Hourly Rate Extended Rate Principal Architect 7 $ 160 1,120$ Project Manager 4 $ 135 540$ Design Staff 14 $ 90 1,260$ Mechanical/Electrical 18 $ 220 3,960$ AV 6 $ 220 1,320$ Travel & Living Expenses 0 TOTAL NOT TO EXCEED, TASK 1 8,200$ Principal Architect 18 $ 160 2,880$ Project Manager 10 $ 135 1,350$ Design Staff 4 $ 90 360$ Mechanical/Electrical 22 $ 220 4,840$ Audio/Visual 18 $ 220 3,960$ -$ Travel & Living Expenses 0 TOTAL NOT TO EXCEED, TASK 2 13,390$ Principal Architect 30 $ 160 4,800$ Project Manager 30 $ 135 4,050$ Design Staff 30 $ 90 2,700$ Mechanical/Electrical 18 $ 220 3,960$ Audio/Visual 18 $ 220 3,960$ -$ Travel & Living Expenses 0 TOTAL NOT TO EXCEED, TASK 3 19,470$ Principal Architect 30 $ 160 4,800$ Project Manager 60 $ 135 8,100$ Design Staff 110 $ 90 9,900$ Mechanical/Electrical/AV 78 $ 220 17,160$ Travel & Living Expenses 0 TOTAL NOT TO EXCEED, TASK 4 39,960$ ARCHITECTURAL / ENGINEERING TASK 1 - INVESTIGATION Tasks 1.1-1.4 TASK 2 - NEEDS ASSESSMENT Tasks 2.1 - 2.8 TASK 3 - CONCEPT DESIGN DEVELOPMENT Tasks 3.1 - 3.6 TASK 4 - CONSTRUCTION DOCUMENTS Page 2 COST PROPOSAL RFP # 144101 Evaluation, Analysis, Recommendation and Design for Architectural Upgrades at City of Palo Alto City Hall Scope Labor Categories Est Hours Hourly Rate Extended Rate Principal Architect 8 $ 160 1,280$ Project Manager 10 $ 135 1,350$ Design Staff 12 $ 90 1,080$ Mechanical/Electrical/AV 5 $ 220 1,100$ Travel & Living Expenses 0 TOTAL NOT TO EXCEED, TASK 5 4,810$ Principal Architect 8 $ 160 1,280$ Project Manager 8 $ 135 1,080$ Design Staff 2 $ 90 180$ Mechanical/Electrical/Plumbing/AV 5 $ 220 1,100$ -$ Travel & Living Expenses 0 TOTAL NOT TO EXCEED, TASK 6 3,640$ TOTAL NOT TO EXCEED TASKS 1 - 6 89,470$ TASK 6 - BIDDING TASK 5 - PLAN REVIEW | PERMITTING Page 3 Professional Services Rev. June 2, 2010 20 EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion No. of Days/Weeks From NTP 1. Task 1 Investigation Arch/MEP 1 week 2. Task 1a Investigation Wayfinding 2 weeks 3. Task 2 – Programming Arch MEP 3 weeks 4. Task 2a- Programming Wayfinding 4 weeks 5. Client Review of program 5 weeks 6. Task 3 Concept Design Arch/MEP 9 weeks 7. Task 3a Concept Design Wayfinding 9 weeks 8. Client Review of Concept Design 10 weeks 9. Task 4 Construction Documents Arch/MEP 16 weeks 10. Task 4a Construction Documents Wayfinding 16 weeks 11. Client Review 17 - 18 weeks 12. Task 5 Permitting 19 weeks 13. Task 6 Bidding 20 – 24 weeks Professional Services Rev. June 2, 2010 21 EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $162,470. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $178,717. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $162,470 and the total compensation for Additional Services does not exceed $16,247. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $8,200 (Investigation) Task 2 $13,390 (Needs Assessment) Task 3 $19,470 (Concept Design Development) Task 4 $39,960 (Construction Documents) Task 5 $4,810 (Plan Review/Permitting) Task 6 $3,640 (Bidding) Task 7 $24,000 (Wayfinding Schematic Design) Task 8 $20,000 Professional Services Rev. June 2, 2010 22 (Wayfinding Design Development) Task 9 $24,000 (Wayfinding Documentation) Sub-total Basic Services $157,470 Reimbursable Expenses $5,000 Total Basic Services and Reimbursable expenses $162,470 Additional Services (Not to Exceed) $ 16,247 Maximum Total Compensation $178,717 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: A. Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $500 shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s project manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. Professional Services Rev June 2, 2010 23 EXHIBIT “C-1” HOURLY RATE SCHEDULE Professional Services Rev June 2, 2010 24 EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS 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, BELOW: MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, 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 CONTRACTOR 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 PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL Professional Services Rev June 2, 2010 25 NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY 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 ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 City of Palo Alto (ID # 2528) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 3 (ID # 2528) Summary Title: Agreement with SC County re Large Scale Emerg Title: Approval of Agreement with the County of Santa Clara to Provide Point of Dispensing Equipment to the City of Palo Alto to Assist the City’s Capacity to Deliver Medicines and Medical Supplies During Large Scale Public Health Emergencies From:City Manager Lead Department: Fire Recommendation Staff recommends that Council approve an agreement with the County of Santa Clara to provide point of dispensing equipment to the City of Palo Alto to assist the City’s capacity to deliver medicines and medical supplies during large scale public health emergencies. Background During a large scale public health response, such as those necessary in the event of a bioterrorism attack, each city is responsible for distributing medications to its own population. Each city must have the capacity to activate, setup, staff and operate enough Points of Dispensing (PODs) to provide medication to its entire population within 48 hours, PODs must be setup within 12 hours of activation, which does not provide ample time during an event for purchase of specialty items and supplies needed for activating a POD. Santa Clara County received funds from the California Department of Public Health and Centers for Disease Control for the purpose of purchasing supplies that will be distributed to different PODs. Each of the 15 cities in Santa Clara County have identified one or more locations to use as their PODs. The Cities' Readiness Initiative (CRI) POD Equipment Program will enable the County to provide each of the cities in the county with the items required for the initial setup of one POD per city. Purchase of POD equipment and supplies will enable and encourage each city to test its ability to activate, setup, and operate PODs, along with increasing each city's capacity to respond to a large scale public health emergency. Once the cities have the ability to exercise PODs, Public Health will be able to produce standardized training procedures. Discussion Each City will receive critical POD equipment, funded through the (CRI) grant. Critical equipment is deemed to be items the City probably does not have on hand and could not procure with such short notice. Santa Clara County requires that each City receiving POD March 05, 2012 Page 2 of 3 (ID # 2528) equipment agrees to the terms in this Memorandum of Understanding (“MOU”). Once the City agrees to the MOU terms, the City will be able to receive its POD equipment. The POD equipment list was developed by Public Health Preparedness using best practices, along with lessons learned during H1N1 vaccination clinics. POD equipment has been organized into standardized "kits" by function. The kits are: 1. Admin 2. Supplies and Safety 3. Signage 4. Vests 5. Additional Items Each city will receive one each of the standardized kits (#1-4). The "Additional Items" kits are tailored to meet the needs of each city. For Palo Alto, this kit includes some larger items, such as folding tables and chairs, wheel chairs, remote lighting systems and material handling equipment. The term of the MOU is for five years, which coincides with the current CRI grant period. The City will own the equipment and retain possession of it after the contract expires. Resource Impact This MOU is for donation of equipment to the City and does not include transfer of any funds or cost to the City for the equipment. Policy Implications This recommendation is consistent with existing policies and supports the exiting Council priority of Emergency Preparedness. Environmental Review This recommendation is not a project under the California Environmental Quality Act (CEQA) and no further environmental review is necessary. Attachments: ·SC County PODs Agreement (PDF) Prepared By:Ken Dueker, Director of Emergency Services Department Head:Dennis Burns, Police Chief City Manager Approval: ____________________________________ March 05, 2012 Page 3 of 3 (ID # 2528) James Keene, City Manager AGREEMENT BETWEEN THE COUNTY OF SANTA CLARA AND CITY OF PALO ALTO FOR A CITIES READINESS INITIATIVE PROJECT This Agreement is entered into by and between the County of Santa Clara ("County") and the City of Palo Alto ("Contractor") to provide Point of Dispensing equipment to the Contractor. Contractor and County may be referred to in this Agreement individually as a "Party" and eollectively as "Parties." WHEREAS, the County partieipates in the Cities' Readiness Initiative program to assist local cities by increasing their capacity to deliver medicines and medieal supplies during large-scale public health emergencies such as a bioterrorist attack or nuclear accident. WHEREAS, the County received grant funds from California Department of Public Health and Centers for Disease Prevention and Control, for the purpose of purchasing supplies that will be distributed to different Point(s) of Dispensing (PODs), WHEREAS, the County purchased equipment needed by the cities for activation and operation of PODs; and, WHEREAS, Contractor will be awarded equipment under the terms of this Agreement; and, NOW, THEREFORE, the parties hereto agree as follows: Article 1 County's Obligations 1.1. County will provide Contractor at no charge equipment needed for activation and operation of PODs as outlined in Exhibit A. Article 2 Contractor's Obligations 2.1 Unless otherwise agreed to by County, Contractor shall pick up the equipment from the County. Should the County agree to deliver the equipment to Contractor, delivery shall be at no cost to the Contractor. 2.2 Unless otherwise agreed to by County, Contractor shall receive, store and maintain all equipment at no charge to the County. 2.3 Contractor shall coordinate with County staff to armually perform a physical inventory of all items received and report any illissing or damaged equipment to the County. 2.4 Contractor shall permit County and its authorized representatives to request the use of this equipment if needed during any real emergency or exercise. 2.5 Contractor shall maintain records adequate to demonstrate that equipment received under this Agreement is used in accordance with this Agreement. These records shall be maintained during the term of this Agreement and for a period of five (5) years after tertnination of this Agreement or until all claims, if any, have been resolved, whichever period is longer, or longer if otherwise required under other provisions of this Agreement. Cities Readiness Initiative POD Agreement with City of Palo Alto through June 30, 2016 Page 1 oflQ NOV 0 B l011 2.6 2.7 Article 3 3.1 Contractor shall permit the County and its authorized representatives to monitor Contractor's performance of this Agreement. To the extent permitted by law, such monitoring may include, but not be limited to, audits, inspection of equipment, and review of records related to this Agreement. Such monitoring shall be permitted at anytime during Contractor's nonnal business hours upon no less than 24 hours advance notice. Contractor shall designate a project director/coordinator responsible for overseeing the performance of this Agreement, and serving as County's primary contact for the purpose of monitoring this Agreement. County must be notified in writing of any change of the project director/coordinator. Ownership of and Responsibility for Equipment and/or Supplies Equipment Maintenance Contractor is solely responsible for the service and maintenance of any equipment and/or supplies obtained under this Agreement. All equipment must be packaged and stored in a manner that ensures it could be rapidly deployed during an emergency. 3.2 Ownership Article 4 4.1 Any equipment and/or supplies obtained by Contractor under this Agreement shall be considered the property of Contractor. Contractor shall maintain and administer a sound business program for ensuring the proper use, protection, insurance and preservation of the equipment and supplies. Contractor may not sell, transfer or otherwise dispose of such equipment or supplies prior to the end of its useful life without prior written approval of C;ounty. Term and Termination Term ofthis Agrcement This Agreement is effective when signed by both Contractor AND County and shall continue through June 30, 2016, unless terminated earlier in accordance with this Agreement. 4.2 Termination 4.2.1 Termination for Cause. County may terminate this Agreement for cause upon written notice to Contractor. For purposes of this Agreement, cause includes, but is not limited to, any of the following: (a) material breach of this Agreement by Contractor, (b) violation by Contractor of any applicable laws, or (c) assignment by Contractor of this Agreement without the written consent of County. Such notice shall specify the reason for termination and shall indicate the effeetive date of such termination. 4.2.2 Termination for Convenience. Either party may terminate this Agreement without cause by giving the other party thirty (30) days written notice. Cities Readiness Initiative POD Agreement with City of Palo Allo through June 30, 2016 Page 20f1O Article 5 5.1 Liability Indemnification The Contractor shall indemnify, defend, and hold hannless the County of Santa Clara (hereinafter "County"), its officers, agents and employees from any claim, liability, loss, injury or damage arising out of, or in connection with, performance of this Agreement by Contractor andlor its agents, employees or sub-contractors, excepting only loss, injury or damage caused by the sole negligence or willful misconduct of personnel employed by the County. It is the intent of the parties to this Agreement to provide the broadest possible coverage for the County. The Contractor shall reimburse the County for all costs, attorneys' fees, expenses and liabilities incurred with respect to any litigation in which the Contractor is obligated to indemnifY, defend and hold harmless the County under this Agreement. 5.2 Limitation of County's Liability . Article 6 The County is not liable for any damages experienced by the Contractor, or any person or entity arising as a result of: 5.2.1 Contractor's use or misuse of the equipment or supplies granted under this Agreement; 5.2.2 Contractor's failure to provide services pertaining to the equipment or supplies granted under this Agreement; or 5.2.3 any defects in the equipment or supplies granted under this Agreement. Insurance Requirements Without limiting the indemnification of either party to this Agreement, the Contractor shall provide and maintain at its own expense, during the term of this Agreement, or as may be further required herein, the following insuranee coverages and provisions: 6.1. Evidence of Coverage Prior to commencement of this Agreement, the Contractor shall provide a Certificate ofInsurance or a Statement ofSelf:lnsurance eertifYing that coverage as required herein has been obtained. Individual endorsements executed by the insuranee carrier shall accompany the certificate. In addition, a certified copy of the policy or policies shall be provided by the Contractor upon request. This verification of coverage shall be sent to the requesting County department, unless otherwise directed. The Contractor shall not receive a Notice to Proceed with the work under the Agreement until it has obtained all insurance required and sueh insurance has been approved by the County. Ibis approval of insuranee shall neither relieve nor decrease the liability of the Contractor. 6.2 QualifYing Insurers All coverages, except surety, shall be issued by companies which hold a current policy holder's alphabetic and fmandal size category rating ofunt less than A-V, according to the current Best's Key Rating Guide or a company of equal financial stability that is approved by the County's Insurance Manager. Cities Readiness Initiative POD Agreement with City of Palo AlID through June 30, 2016 Page 3 oflO 6.3. Notice of Cancellation All coverage as required herein shall not be canceled or changed so as to no longer meet the specified COllI1ty insurance requirements without 30 days' prior written notice of such cancellation or change being delivered to the COllI1ty of Santa Clara or their designated agent. 6.4 Insurance Required 6.4.1 Commercial General Liability Insurance -for bodily injury (including death) and property damage which provides limits as follows: Each oceurrence $500,000 General aggregate $500,000 Products/Completed Operations aggregate -$500,000 Personal Injury $500,000 6.4.2 GeneralliabiIity coverage shall include: Premises and Operations Products/Completed Personal Injury liability Severability of intere&1 6.4.3 General liability coverage shall include the following endorsement, a eopy of which shall be provided to the COllI1ty: Additional Insured Endorsement, which shall read: "County of Santa Clara, and members of the Board of Supervisors of the County of Santa Clara, and the officers, agents, and employees of the County of Santa Clara, individually and collectively, as additional insureds." Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by the County of Santa Clara, its officers, agents, and employees shall be excess only and not contributing with insurance provided under this policy. Public Entities may also be added to the additional insured endorsement as applicable and the contractor shall be notified by the contracting department of these requirements. 6.4.4 Automobile Liability Insurance For bodily injury (including death) and property damage which provides total limits of not less than one hllI1dred thousand dollars ($100,000) combined single limit per occurrence applicable to all owned, non-owned and hired vehicles. 6.4.5 Workers' Compensation and Employer's Liability Insurance Cities Readiness Initiarl\'G POD Agreement with City ofPruo Alto through June 30, 2016 Page 4 oflO a. Statutory California Workers' Compensation coverage including broad form all-states coverage. b. Employer's Liability coverage for not less than one million dollars ($1,000,000) per occurrence. 6.5. Special Provisions The following provisions shall apply to this Agreement: 6.5.1 The foregoing requirements as to the types and limits ofinsurance coverage to be maintained by the Contractor and any approval of said insurance by the County or its insurance consultant(s) are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Contractor pursuant to this Agreement, including but not limited to the provisions concerning indemnification. 6.5.2 The County acknowledges that some insurance requirements contained in this Agreement may be fulfilled by self-insurance on the part of the Contractor. However, this shall not in any way limit liabilities assumed by the Contractor under this Agreement Any self-insurance shall be approved in writing by the County upon satisfactory evidence of fmancial capacity. Contractors obligation hereunder may be satisfied in whole or in part by adequately funded self-insurance programs or self-insurance retentions. 6.5.3 Should any of the work under this Agreement be sublet, the Contractor shall require each of its subcontractors of any tier to carry the aforementioned coverages, or Contractor may insure subcontractors under its own policies. 6.5.4 The County reserves the right to withhold payments to the Contractor in the event of material noncompliance with the insurance requirements outlined above. 6.6 Fidelity Bonds (Required only if contractor will be receiving advanced funds or payments) Article 7 7.1 Before receiving compensation under this Agreement, Contractor will furnish County with evidence that all officials, employees, and agents handling or having access to funds received or disbursed under this Agreement, or authorized to sign or countersign checks, are covered by a BLANKET FIDELITY BOND in an amount of AT LEAST fifteen percent (15%) of the maximum fmancial obligation of the County cited herein. If such bond is canceled or reduced, Contractor will notify County immediately, and County may withhold further payment to Contractor until proper coverage has been obtained. Failure to give such notice may be cause for termination of this Agreement, at the option of County. Miscellaneous Request for Information Contractor must actively cooperate and respond to all requests for information by County relating to services provided or funds expended under this Agreement. Contractor must provide the requested information within ten (10) business days of County's request. Failure to respond as required under this term will be deemed a material breach by Contractor. Cities Readiness Initiative POD Agreement "'ith City of Palo AllD through June 30, 2016 Page 5 oflO 7.2 County No-Smoking Policy Contractor and its employees, agents and subcontractors, shall comply with the County's No- Smoking Policy, as set forth in the Board of Supervisors Policy Manual section 3.47 (as amended from time to time), which prohibits smoking: (I) at the Santa Clara Valley Medical Center Campus and all County-owned and operated health fucilities, (2) within 30 feet surrounding County-owned buildings and leased buildings where the County is the sole occupant, and (3) in all County vehicles. 7.3 Debarment and Suspension Certification Contractor gusrantees that it, its employees, contractors, subcontractors or agents (collectively "Contractor") are not suspended, debarred, excluded, or ineligible for participation in Medicare, Medi-Cal or any other federal or state funded health care program, or from receiving Federal funds as listed in the List of Parties Excluded from Federal Procurement or Non-procurement Programs issued by the Federal General Services Administration. Contractor must within 30 calendar days advise the County if, during the term of this Agreement, Contractor becomes suspended, debarred, excluded or ineligible for participation in Medicare, Medi-Cal or any other federal or state funded health care program, as defined by 42. U.S.C. 1 320a-7b(f), or from receiving Federal funds as listed in the List of Parties Excluded from Federal Procurement or Non-procurement Programs issued by the Federal General Services Administration. Contractor will indenmify, defend and hold the County harmless for any loss or damage resulting from the conviction, debarment, exclusion or ineligibility of the Contractor. 7.4 Budgetary Contingency Performance and/or payment by the County pursuant to this Agreement or any contract release purchase order is contingent upon the appropriation of sufficient funds by the County for services covered by this Agreement or any contract release purchase order. If funding is reduced or deleted by the County for services covered by this Agreement or any contract release purchase order, the County may, at its option and without penalty or liability, terminate this Agreement or offer an amendment to this Agreement indicating the reduced amount. 7.5 Beverage Nutritional Criteria Contractor shall not use County funds to purchase beverages that do not meet the County's nutritional beverage criteria. Ibe six categories of nutritional beverages that meet these criteria are (1) water with no additives; (2) 100% fruit juices with no added sugars, artificial flavors or colors (limited to a maximum of 10 ounces per container); (3) dairy nrilk, non-fat, I% and 2% only, no flavored milks; (4) plant derived (i.e., rice, almond, soy, etc.) milks (no flavored milks); (5) artificially-sweetened, calorie-reduced beverages that do not exceed 50 calories per 12-ounce container (teas, electrolyte replacements); and (6) other non-caloric beverages, such as coffee, tea, and diet sodas. These criteria may be waived in the event of an emergency or in light of medical necessity. 7.6 Assignment of Clayton Act, Cartwright Act Claims Contractor hereby assigns to the County all rights, title, and interest in and to all causes of action Cities Readiness Initiative POD Agreement with City of Palo Alto through June 30. 2016 Page 6 Qf10 it may have under Section 4 of the Clayion Act (15 U.S.C. Sec. 15) or under the Carrn'fight Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the Contractor for sale to the County pursuant to this Agreement. 7.7 Assigrunent The parties may not assign this Agreement or the rights and obligations hereunder without the specific written consent of the other. 7,8 Governing Law, Jurisdiction and Venue This Agreement shall be construed and its performance enforced under California law. In the event that suit shall be brought by either Party to this Agreement, the Parties agree that venue shall be exclusively vested in the State courts of the County of Santa Clara or, if federal jurisdiction is appropriate, exclusively in the United States District Court for the Northern District of California, in San Jose, California. 7.9 Severability If any term, covenant, condition or provision of this Agreement, or the application thereof to any person or circumstance, shall to any extent be held hy a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions and provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. 7.1 0 Entire Agreement This document represents the entire Agreement between the parties with respect to the subject matter hereof. All prior negotiations and written and/or oral agreements between the parties with respect to the subject matter of this Agreement are merged into this Agreement. 7.11 Amendments This Agreement may only be amended by an instrnment signed hy the parties. 7.12 Waiver 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 by a party must be in writing, and shall apply to the specific instance expressly stated. 7.13 Compliance with All Laws and Regulations Contractor shall comply with all laws, codes, regulations, rules and orders applicable to the services to be provided hereunder. Contractor's violation of this provision shall be deemed a material default by Contractor giving County a right to terminate the contract for cause. Cities Readiness Initiative POD Agreement with City of Palo All<> through June 30, 2016 Page 7oflO 7.14 Independent Contractor Contractor shall perform pursuant to this Agreement as an independent contractor and not as an officer, agent, servant, or employee of County. Contractor shall he solely responsible for the acts and omissions of its officers, agents, employees, contractors, and subcontractors, if any. Nothing herein shall be considered as creating a partnership or joint venture between the County and Contractor. No person performing any services andlor supplying all goods shall be considered an officer, agent, servant, or employee of County, nor shall any such person be entitled to any benefits available or granted to employees of the County. 7.15 Non-Discrimination Contractor shall comply with all applicable federal, state, and local laws and regulations, including Santa Clara County's policies, concerning nondiscrimination and equal opportnnity in contracting. Such laws include, but are not limited to, the following: Title VII of the Civil Rights Act of 1964 as amended; Americans with Disabilities Act of 1990; The Rehabilitation Act of 1973 (§§ 503 and 504); California Fair Employment and Housing Act (Government Code §§ 12900 et seq.); and California Labor Code §§ 1101 and 1102. Contractor shall not discriminate against any employee, subcontractor or applicant for employment because of age, race, color, national origin, ancestry, religion, sex/gender, sexual orientation, mental disability, physical disability, medical condition, political beliefs, organizational affiliations, or marital status in the recruitment, selection for training including apprenticeship, hiring, employment, utilization, promotion, layoff, rates of payor other forms of compensation. Nor shall Contractor discriminate in provision of services provided under this contract because of age, race, color, national origin, ancestry, religion, sex/gender, sexual orientation, mental disability, physical disability, medical condition, political beliefs, organizational affiliations, or marital status. Contractor's violation of this provision shall be deemed a material defuult by Contractor giving County a right to terminate the contract for cause. 7.16 Notices All notices required or permitted to be given by this Agreement shall be in writing and shall be deemed to have been given when sent by registered or certified mail, return receipt requested; when sent by overnight carrier; or upon email confirmation to sender of receipt of a fucsimile communication which is followed by a mailed hard copy from sender. Notices shall be addressed as follows: If to COUNTY: Barbara Walker Strategic National Stockpile Coordinator Pnblic Health Preparedness Santa Clara County Public Health Department 976 Lenzen Avenue San Jose, CA 95126 If to CONTRACTOR: Ken Dueker Interim Director, Office of Emergency Services 250 Hamilton Avenue Palo Alto, CA 94301 Each party may designate a different person and address by sending written notice to the other party, to be effective no earlier than ten (l0) days after the date of the notice. Ciues Readiness lnitiath,'e POD Agreement with City of Palo Altotllrough June 30,2016 Page S oflO 7.17 Execution by Counterpart This Agreement may be executed in one or more counterparts, each of which will be considered an original, but all of which together will constitute one and the same instrument. Signed: OF SANTA CLARA President, Board of Supervisors Attest: Maria Marinos Date Clerk, Board of Supervisors Approved as to Form and Legality: ~_~-~ .. _161~iJ.h! ~~ S~~~ -E>ate Deputy County Counsel Exhibits to this Agreement: Exhibit A: POD Equipment List Cities Readiness Initiative POD Agreement with City of Palo Altn through June 30, 2016 CITY OF PALO ALTO Name: Date Title: APPROliED AS TO FORM Page 9 of 10 Exhibit A POD Equipment List Contractor: ___ m City of Palo Alto Point of Dispensing (POD) equipment to be received: 1. POD StafIVest Kit (-150 vests) 2. POD Signage Kit (-14 signs and stanchions) 3. Administrative Kit (office supplies) 4. Safety/Supply Kit (first aid, gloves, traffic cones, etc) 5. Additional Specialized Equipment (mobile lighting, material handling equipment, delineators, etc.) A detailed list of all kitted items shall be provided and maintained by the County Public Health Department Strategic National Stockpile Coordinator. Cities Readiness Initiative POD Agreement with City ofP,lo Alto througb June 30, 2016 P1lge 10 of 10 City of Palo Alto (ID # 2461) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 4 (ID # 2461) Summary Title: BAO & Purchase Order for Street Sweeper Title: Adoption of a Budget Amendment Ordinance in the Amount of $276,083 to Fund the Purchase of a Street Sweeper; and Approval of a Purchase Order with Owen Equipment Sales in an Amount Not to Exceed $262,936 for the Purchase of a Street Sweeper (Scheduled Vehicle and Equipment Replacement Capital Improvement Program Project VR-11000) From:City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1.Adopt the attached Budget Amendment Ordinance (BAO) in the amount of $276,083 (Attachment A) to provide an appropriation for the purchase of a street sweeper; 2.Approve and authorize the City Manager to execute a purchase order with Owen Equipment Sales in the amount of $262,936 for the purchase of a street sweeper; and 3.Authorize the City Manager or his designee to negotiate and execute one or more change orders to the purchase order with Owen Equipment Sales for related, additional but unforeseen work which may develop during the project, the total value of which shall not exceed $13,147 (five percent). Background The vehicle and equipment replacement policy described in City Policy and Procedures 4-1 (Vehicle and Equipment Use, Maintenance, and Replacement), provides for the on- going replacement of City fleet vehicles and equipment. Replacements are scheduled using guidelines based on age, mileage accumulation, and obsolescence. The City’s fleet currently includes six large street sweepers. Two are mechanical broom style sweepers and four are regenerative air (vacuum) style sweepers. Policy 4-1 prescribes a replacement interval for mechanical sweepers of six (6) years or 60,000 miles and for air sweepers of seven (7) years or 70,000 miles. The existing March 05, 2012 Page 2 of 4 (ID # 2461) replacement guidelines for mileage is not the best method and will be changed to reflect operating hours in the next revision to the Policy. Because sweepers spend most of their operating time at very slow speeds, they do not accumulate much mileage. However, sweepers typically run a full shift (nine hours) nearly every day so they do accumulate a significant amount of operating hours. Street sweeping is a mechanically severe service operation. Sweepers have a large number of moving parts that are continuously subjected to abrasive debris. Because of this, street sweepers generate a large amount of maintenance work, and have relatively short service lives. The street sweeper that is being replaced through this purchase is a 2000 model Elgin Pelican three-wheel street sweeper with more than 7,000 operating hours. The sweeper that is to be purchased is a four-wheel truck-mounted sweeper. Historically, the City has operated several three-wheel sweepers due to the preponderance of cul- de-sacs within the City’s service area. While three-wheel sweepers have traditionally been more maneuverable than four-wheel truck-mounted sweepers; three-wheel sweepers have limited debris capacity, and lack the power to sweep in the foothill areas. Current model truck-mounted (four wheel) sweepers are now maneuverable enough to sweep cul-de-sacs effectively, and have the power and carrying capacity that are needed for efficient sweeping throughout the City. In addition, the engine that is installed in the current model Elgin Pelican does not meet California Air Resources Board emissions standards for on-highway vehicles, so it would not be possible to purchase another Pelican in any case. Discussion This purchase is being conducted with full consideration of the recent Audit of Vehicle Utilization and Replacement. The audit did not include a review of the City’s inventory of street sweepers, and street sweepers typically greatly exceed minimum utilization requirements of 50 operating hours annually. The Fleet Review Committee (FRC)approved the replacement of this street sweeper on October 20, 2010, in accordance with the audit recommendations. The approval was based on: ·An examination of the vehicle’s current usage; ·An analysis of the vehicle’s operating and replacement costs; ·A comparison of the age, mileage, operating cost and performance of the vehicle with others in the class; and ·An analysis of alternatives to ownership, such as mileage reimbursement; pooling/sharing; the reassignment of another underutilized vehicle, or renting. The FRC determined that there are no alternatives to outright replacement. Street sweepers are used for a very specialized task, and are unsuitable for any purpose other than street sweeping. This precludes their assignment to a motor pool, and rules out March 05, 2012 Page 3 of 4 (ID # 2461) the use of a private vehicle with mileage reimbursement. They are each used by a single operator on a continuous daily basis, so there are no opportunities for sharing. There are no similar, underutilized vehicles available to use as replacements for this vehicles. Renting a street sweeper would not be a cost-effective option because street sweepers are used continuously throughout the year. Bidding and Selection Process A Request for Quotation (RFQ) for a truck-mounted broom sweeper was issued on December 14, 2011. Bids were received from two qualified vendors on January 3, 2012 as listed on the attached bid summary (Attachment B). Bids ranged from a high of to $266,562.38 to a low bid of $253,604.85. Staff has also elected to purchase two optional bid items –a debris body liner ($4,285) and an automatic lubrication system ($4,335). The debris body liner will extend the life of the debris body by protecting its interior from impacts and abrasion. The automatic lubrication system will eliminate the need for sweeper operators to perform daily lubrication; reducing the time spent on maintenance and increasing the time that operators spend on sweeping routes. Staff has reviewed all bids submitted and recommends that the bid submitted by Owen Equipment Sales be accepted and that Owen Equipment Sales be declared the lowest responsible bidder. Staff has checked references supplied by the vendor for previous contracts and has found no significant complaints. Resource Impact The attached Budget Amendment Ordinance will provide for the transfer of funding from the Vehicle Replacement Fund Reserve into the current year’s Scheduled Vehicle and Equipment Replacement CIP (VR-11000). The Vehicle Replacement Fund Reserve will decrease to $6,944,858. Policy Implications Authorization of the contract does not represent any change to the existing policy. Environmental Review The vehicles being supplied are in conformance with all applicable emissions laws and regulations. Accordingly, this purchase is exempt from the California Environmental Quality Act under the CEQA guidelines (Section 15061). Attachments: ·Attachment A-Budget Amendment Ordinance (PDF) ·RFQ 144400 Bid Summary (PDF) March 05, 2012 Page 4 of 4 (ID # 2461) Prepared By:Keith LaHaie, Fleet Manager Department Head:J. Michael Sartor, Director City Manager Approval: ____________________________________ James Keene, City Manager Attachment A ORDINANCE NO.xxxx ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR THE FISCAL YEAR 2012 TO PROVIDE AN ADDITIONAL APPROPRIATION OF $276,083 TO CAPITAL IMPROVEMENT PROGRAM PROJECT NUMBER VR- 11000, SCHEDULED VEHICLE AND EQUIPMENT REPLACEMENT The Council of the City of Palo Alto does ordain as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 20, 2011 did adopt a budget for fiscal year 2012; and B. City policy on vehicle and equipment replacement provides for the on-going replacement of City fleet vehicles and equipment. Specifically, Policy 4-1 prescribes a replacement interval for mechanical sweepers of six years or 60,000 miles. However, operating hours accumulated has been deemed a better measure for replacing street sweepers, and the policy will be revised accordingly. The street sweeper that needs be replaced (#4414) is a 2000 model Elgin Pelican three- wheel street sweeper with more than 7,000 operating hours. Also, the engine on this street sweeper does not meet California Air Resources Board emission standards; and C. The Fleet Review Committee (FRC) approved the replacement of this street sweeper on October 20, 2011, in accordance with the audit recommendations; and D. A Request for Quotation (RFQ) for a street sweeper was issued on December 14, 2011. Bids were received from two qualified vendors on January 3, 2012 and Owen Equipment Sales was declared the lowest responsible bidder. The purchase price of the street sweeper is $262,936. An additional amount of $13,147 is needed to cover additional but unforeseen work which may develop during the project; and F. City Council authorization is needed to amend the 2012 budget as hereinafter set forth. SECTION 2. The sum of Two Hundred Seventy-Six Thousand Eighty-Three Dollars ($276,083) is hereby appropriated to CIP Project Number VR-11000. SECTION 3. The Vehicle Replacement Fund Reserve is hereby reduced by Two Hundred Seventy-Six Thousand Eighty-Three Dollars ($276,083) to Six Million Nine Hundred Forty-Four Thousand Eight Hundred Fifty-Eight Dollars ($6,944,858). SECTION 4. As specified in Section 2.28.080(a) of the Palo Alto Municipal Code, a two-thirds vote of the City Council is required to adopt this ordinance. SECTION 5. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION 6. The vehicle being purchased is in compliance with all applicable emissions laws and regulations. Accordingly, this purchase is exempt from the California Environmental Quality Act under the CEQA guidelines (Section 15061). INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager Director of Public Works Director of Administrative Services BID SUMMARY Truck Mounted Broom Sweeper RFQ144400 Municipal Maintenance Equipment Bid Total $266,562.38 Owen Equipment Sales Bid Total $253,604.85 City of Palo Alto (ID # 2458) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 3 (ID # 2458) Summary Title: Landfill Gas and Leachate Maintenance Contract Title: Approval of a Contract with SCS Field Services in a Not to Exceed Amount of $158,394 for the First Year to Provide Landfill Gas and Leachate Control Systems Maintenance, Monitoring and Reporting Services and to Exercise the Option of a Second and Third Year of the Contract From:City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1.Approve and authorize the City Manager or his designee to execute the attached contract with SCS Field Services (Attachment A) in a not to exceed amount of $158,394, for landfill gas and leachate control systems maintenance, monitoring and reporting services, including $143,994 for basic services and $14,400 for additional services. 2.Authorize the City Manager or his designee to exercise the option in its discretion to renew the contract for the second and third year, in accordance with the contract terms, provided that the proposed increased cost of the renewal does not exceed the Consumer Price Index for Urban Wage Earners and Clerical Workers for the San Francisco-Oakland-San Jose area, published by the United States Department of Labor Statistics (CPI). Background The attached contract with SCS Field Services is to provide services for maintenance, monitoring, and reporting for the landfill gas and leachate control systems as required by State and Federal regulations. State and federal regulations require that landfill operators provide effective environmental control and monitoring systems to prevent the buildup and release of LFG and leachate from the buried wastes. Specific LFG control activities are listed in the landfill’s Title V “Air” Permit and in the Bay Area Air Quality Management District’s (BAAQMD’s) Regulation 8, Rule 34, including the newly adopted regulations for Methane Emissions from Municipal Solid Waste Landfills, CCR Title 17, §95460-95476, March 05, 2012 Page 2 of 3 (ID # 2458) the EPA Greenhouse Gas Rule (40 CFR Part 98, Subpart HH). Leachate is required to be controlled under the landfill’s leachate discharge permit (Permit #11106), the landfill’s Waste Discharge Requirements issued by the San Francisco Bay Regional Water Quality Control Board, and the California Code of Regulations, Title 27. These environmental control systems maintenance and monitoring tasks will continue to be required after the landfill closure for as long as the landfill will continue producing methane and leachate (estimated for a minimum period of 30 years). Discussion Due to the nature and quantity of the work, outside resources from a consulting firm are required. This work requires specialized instruments, tools, equipment and trained personnel in sufficient quantity to maintain the efficient operation of the LFG and leachate control systems. City staff will provide administrative oversight of the contract to ensure that these landfill control systems are maintained and operated properly, efficiently, cost-effectively and in compliance with all laws and regulations. The work to be performed under this contract includes: 1) performance of routine landfill gas (LFG) system maintenance, monitoring and reporting; 2) performance of routine leachate (liquids) collection and removal system (LCRS) maintenance; 3) performance of LFG flare stack emissions sampling, analyses and reporting; 4) compilation and preparation of semi-annual and annual reports; and 5) performance of non-routine maintenance, repairs and other support services. Selection Process A Request for Proposals (RFP) for the project was posted at City Hall and was sent to nine contractors. The solicitation period was 29 days. Three proposals were received on January 31, 2012. Proposal Description/Number Landfill Environmental Control Systems Maintenance, Monitoring and Reporting/RFP #144178 Proposed Length of Project 36 months Number of Proposals Mailed 9 Total Days to Respond to Proposal 29 Pre-proposal Meeting Date N/A Number of Proposals Received:3 Cost Range (Basic Services)$143,994 to $179,890 An evaluation committee consisting of three staff members from the Public Works Environmental Services Division reviewed and evaluated the proposals. The committee also ensured that the firms were responsive to the criteria identified in the RFP. March 05, 2012 Page 3 of 3 (ID # 2458) The criteria used to select the recommended firm included: ·Quality and completeness of proposal; ·Quality, performance and effectiveness of the services to be provided; ·Proposer’s experience, including experience of staff assigned to the work; ·Cost to the City; ·Proposer’s financial stability; ·Proposer’s ability to perform the work within the time specified; ·Firm’s prior record of performance with the City; ·Proposer’s ability to provide future maintenance, repairs or services; and ·Proposer’s compliance with laws, regulations and policies. SCS Field Services was selected because of the quality and effectiveness of their services, the experience of their field staff and their ability to provide future field services. SCS Field Services’ cost of basic services ($143,994) was also lower than the other two proposals ($144,784 and $179,890). Their proposal was rated the highest based on all of the criteria specified above. SCS Field Services has been providing these services for the City since the late 1990s. Resource Impact Funding for this contract is available in the FY 2012 Refuse Fund operating budget. Policy Implications This project does not represent any change to existing City policies. Environmental Review This work is exempt from the California Environmental Quality Act (CEQA) under Class 1 categorical exemptions Article 19, Section 15301. This work involves maintenance of existing facilities and involves no expansion of the existing use. Attachments: ·SCS Landfill Gas Maintenance Contract 2012 (PDF) Prepared By:Sean Kennedy, Management Specialist Department Head:J. Michael Sartor, Director City Manager Approval: ____________________________________ James Keene, City Manager ....... CITY OF PALO ALTO CONTRACT NO. AGREEMENT BETWEEN THE CITY OF PALO ALTO AND SCS FIELD SERVICES, INC FOR PROFESSIONAL SERVICES This Agreement is entered into on ,("Agreement") by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and Stems, Conrad and Schmidt Consulting Engineers, Inc., d/b/a, SCS FIELD SERVICES,' a corporation in the State of Virginia with offices located at 4730 Enterprise Way, Suite A, Modesto, CA, 95356 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to procure services and engage a consultant to perform maintenance, monitoring and reporting services for the City of Palo Alto Landfill's environmental control systems (landfill gas and leachate collection systems) in connection with the Project ("Services"). B.. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses andlor 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", attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, contai~ed in this Agreement, the parties agree: AGREEMENT 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. SECTION 2. TERM. The term of this Agreement shall be from the date ofits full execution by City, and shall expire one year from the commencement date, and may be extended by City for two additional 12-month periods (each an additional term) for a maximum of 36 consecutive months, subject to City Council's annual approval of each current year's budget and appropriation of funds unless terminated earlier pursuant to Section 19 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", attached to and made a part of this Agreement. 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 I 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc Professional Services Rev. June 2, 2010 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 described in Exhibit "A", including both payment for professional services and reimbursable expenses, shall not exceed one hundred forty-three thousand nine hundred· ninety-four Dollars ($143,994.00). In the event Additional Services are authorized, the total compensation for services arid reimbursable. expenses shall not exceed one hundred fifty-eight thousand three hundred ninety-four Dollars ($158,394.00). The applicable rates and schedule of payment are set out in Exhibit "C-l ", entitled "HOURLY RATE SCHEDULE," which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit "C". CONSULT ANT shall not recei'~e any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is . determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit "A". 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 an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT's billing rates (set forth in Exhibit "C-l "). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT's payment requests shall be subj ect to verification by CITY. CONSULTANT shall send all invoices to the City's proj ect manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULT ANT's supervision. CONSULTANT represents that it possesses 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 sub consultants, ifpermitted; 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 of the 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 may . affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. 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. 2 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2·6-12.doc Professional Services Rev. June 2, 2010 i ~ i SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. 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 ten percent (l 0%) of the CITY's stated construction budget, CONSULTANT shall make recommendations to the 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. It is understood and agreed that in performing the Services under this Agreement CONSULT ANT, and any person employed by or contracted with CONSULTANT to furnish labor andlor materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. 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 consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. Notwithstanding Section 11 above, CITY agrees that sub consultants may be used to complete the Services. The subconsultants authorized by CITY to perform wC!rk on this Project are: 1. Frank's Industrial Services, Inc. 2. Best Environmental 3. Accurate Air Engineering CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due ·to subconsultants. CITY assumes no responsibility whatsoever concerning . compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a sub consultant. CONSULTANT shall change or add sub consultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Anton Svorinichas the Project Director to have supervisory responsibility for the performance, progress, and execution ofthe Services and Art Jones as the proj ect coordinator to represent CONSULTANT during the day- to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director 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 3 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting S.ervices Contract 2-6-12.doc Professional Services Rev. June 2, 2010 I 1 , , I remove 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 ofthe Project or a threat to the safety of persons or property. The City's project manager is Ron Arp, Public Works Department, Environmental Services Division, 3201 East Bayshore Rd., Palo Alto, CA 94303, Telephone:650-496-5930. The project manager will be CONSULTANT's point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without . limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright ·interests developed under this Agreement 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 ofthe work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials 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 work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT's records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION' 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, 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 attorneys fees, experts fees, court costs and disbursements ("Claims") that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the 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 Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 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. The waiver by either party of any breach or violation of any covenant, 3 Professional Services Rev. June 2,2010 U:\John]urch\Public SERVICES Projects\144 I 78 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services\Landfill Gas and. Leachate Control Systems Maintenance PROF SERVICES Contract 2-9-12.doc i I I i .. , term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term ofthis Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its' contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best's Key Rating Guide ratings of A-: VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform SerVices under this Agreement will obtajn and maintain, in full force and effect during the tenn 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, CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY's Purchasing Manager 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 fqr 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 tenninate this Agreement, with or without calise, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULT ANT will immediately discontinue its perfonnance of the Services. 19 .2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure ofperfonnance by CITY. 19.3. Upon such suspension. or termination, CONSULTANT shall deliver to the 5 . 144178 Landfill OIlS and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc Professional Services Rev. June 2, 2010 City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULT ANT or its contractors, if any, or given. to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or tennination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or tennination; provided, however, if this Agreement is suspended or tenninated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT's services which are of direct and immediate benefit to CITY as such detennination may be made by the City Manager acting in the reasonable exercise ofhislher discretion. The following Sections will survive any expiratIon or tennination of1his Agreement: 14, 15, 16; 19.4,20, and 25. 19.5. 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. 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 director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting 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 perfonnance of the Services. . 21.2. CONSULTANT further covenants that, in the perfonnance of this Agreement, it will' not employ subconsultants, contractors or persons 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. 21.3. If the Project Manager detennines that CONSULT~T is a "Consultant" as that tenn is defined by the Regulations.ofthe Fair Political Practices Commission, CONSULTANT 6 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring. and Reporting Services Contract 2-6-12,doc Professional Services Rev, June 2, 2010 shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, 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. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City's Environmentally Preferred Purchasing policies which are available at the City's Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City's Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or compo sting waste. In particular, Consultant shall comply with the following zero waste requirements: • 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 of30% or greater post-consumer content paper, unless otherwise approved by the City's Project Manager. Any submitted materials printed by a professional printing company shall be a ~inimum of30% or greater post-consumer material and printed with vegetable based inks. • Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the 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 Office. • Reusable/returmible pallets shall be taken back by the Consultant, at no additional cost to the 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. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. 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, temi, condition, or provision of this Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. . 7 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc Professional Services Rev. June 2, 2010 , j I I 1 1 r 25.1 . This Agreement will be governed by the laws of the State of California. 25.2. 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. 25.3. 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. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representati~ns, and contracts, eithe! written or oral. This document. may be amended only by a written instniment, which is signed by'the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and COnSultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to .this Agreement which, froin time to time, may be referred to in any duly executed amendrrient hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. .. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5( d) about a California resident ("Personal Information"), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City's express written consent. 25.9 All unchecked boxes do not apply to this agreement. 25.10 The individuals executing this Agreement represent and warrant 1;hat they have the legal capacity and authority to do so on behalf of their respective legal entities. 8 ) 44178 Landfill Gas and Leachate Contra) Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc Professional Services Rev. June 2, 2010 , -;. .. i i t I 1 EXIllBIT "A" SCOPE OF SERVICES LANDFILL GAS AND LEACHATE CONTROL SYSTEMS MAINTENANCE, MONITORING AND REPORTING SERVICES Purpose of Project: The purpose of this Request for Proposal (RFP) is to solicit services from qualified and experienced firms in order to perform maintenance, monitoring and reporthlg services for the City of Palo Alto Landfill's environmental control systems (landfill gas and leachate collection systems). Background: History and Phasing: The City of Palo Alto (City) owns and operates an unlined, active, class III municipal solid waste disposal site, located at 2830 Embarcadero Road in Palo Alto, California. The landfill occupies approximately 126 acres of the 1800-acre, City-owned Byxbee Park and Baylands parcel. Approximately 76 acres of the landfill that were subject to landfilling activity have been filled to final grade and closed in accordance with applicable regulations. The landfill is divided into two phases: Phase I, comprises approximately 29 acres was developed into parkland in 1990. Phase II is divided into three areas, and has reached capacity in July, 2011 and undergo final closure construction in 2012. The environmental control systems within the landfill consist of a vertical landfill gas extraction system and a retrofitted vertical leachate extraction system. Landfill Gas System: The landfill gas (LFG) collection system consists of 109 vertical extraction wells (92 existing plus 17 additional wells to be installed by July 2011); strategically located throughout the landfill. Most of the gas wells are spaced approximately 200 feet apart, have been constructed Vl{ith a 4 to 6-inch diameter schedule 40 PVC casings placed within 24-inch diameter boreholes and have an average depth of approximately 35 feet below the landfill surface. An HDPE piping network collects and transmits gas from the extraction wells to a blower-flare facility currently located within Byxbee Park (Phase I). As early as mid-2011 the existing landfill flare is expected to be replaced by a new flare located at the adjacent Palo Alto Regional Water Quality Control Plant (R WQCP). Landfill gas is either destructed in the landfill flare or transferred to the adjacent Water Quality Control Plant (RWQCP) where the landfill gas supplements the natural gas to incinerate sewage solids. The pipe network is above grade throughout the landfill facility with the exception of the closed sections of the landfill. In the closed sections gas conveyance pipelines are buried within the final cover system, above the clay cap within a thickened vegetative soil layer. Leachate System: The Palo Alto landfill Leachate Collection and Removal System (LCRS) consists of 24 vertical extraction wells, (4 of which will be added in Spring 2011). These wells are typically constructed with 6-inch diameter Schedule 80 PVC casings, and strategically distributed throughout the landfill. Well spacing averages approximately 300 feet, with locations being selected based upon historic information and local leachate levels at the time of installation. Each well has a dedicated pneumatic pump, and compressed air is delivered to each well from a centrally located compressor via a network of welded HDPE 11 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2;6. 12.doc . Professional Services Rev. June 2, 2010 ! .., I I I J piping. Leachate is collected from the wells and transported via the piping network to the City of Palo Alto sanitary sewer main adjacent to the western boundary ofthe landfill. Leachate elevations within the refuse mass is measured through a set of 9 vertical piezometers equally spaced located within the landfill footprint. An additional seven (7) piezometers are expected to be installed at the landfill in mid-2011. Condensate Collection: Gas condensate produced by the LFG collection system is collected in traps and pumped into the facility's LCRS via pneumatic submersible pumps. Two (2) new condensate sumps are expected to be installed in mid-20 11 in Phase IIC. There are curr~nt1y thirteen (13) condensate sumps located in Byxbee Park (phase I), Phase IIA, Phase lIB and Phase lIC, combined. General Requirements: This scope of work includes: I) Performing routine LFG collection and emission control system maintenance, monitoring and reporting; 2) Performing routine LCRS maintenance and monitoring; 3) Performing annual landfill flare stack emissions sampling, analyses and reporting; 4) Compiling and preparing various LFG reports and provide miscellaneous engineering support services; and 5) Performing non-routine maintenance, repairs and temporary relocations of the LCRS and LFG systems so !that refuse filling can take place. Consultant shall comply with all requirements of the Landfill's Title V Air Permit (#A2721), Regulation 8, Rule 34 of the Bay Area Air Quality Management District's (BAAQMD's) regulations, including the newly adopted regulations for Methane Emissions from Municipal Solid Waste Landfills, CCR Title 17, §95460-95476, the ,EPA Greenhouse Gas Rule (40 CFR Part 98, Subpart HH), the landfill's leachate discharge permit (Permit #08106) as well as all pertinent plans and specifications relating to work associated with maintenance and operation of the site's environmental control systems. Reduction in work for landfill Closure -This agreement provides for a one-year agreement with the option of extending the agreement annually for two additional years. The City reserves the right to modify or cancel the agreement based on the Consultant's performance (as evaluated by the City) andlor a change in the appropriations level for this work in each fiscal year's budget as adopted by the Palo Alto City Council. The landfill has ceased acceptance of refuse and will possibly undergo closure by the end of 2012. Therefore, Consultant should anticipate a decrease in the amount of work as City Staff begin transitioning into post closure maintenance duties. It can also be expected that th~ amount of contract budget for non-routine work "Task 5" will also decrease significantly because the existing piping does not need to be reconfigured after cessation of filling activities. The City does not expect the scope of work for Tasks 3 and 4 (flare testing and reporting) to be reduced during this potential 3 year contract. The City will negotiate extensions ofthe agreement with the Consultant on an animal basis. The City does not expressly or by implication agree that the actual amount of work shall correspond therewith, but reserve~ the right to increase, decrease or modify the amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or expedient by the City. 12 Professional Services Rev. June 2,2010 144178 Landfill Gas and Leachate Control Systems Maill;tenance, Moni~oring, and Reporting Services Contract 2·6-12,doc I I I 1 I 1 I The Consultant shall provide all necessary services, "labor, tools, materials, equipment, vehicles, and instrumentation for the routine scope of services under this agreement including, but not limited to, fus"ion welder for joining high-density polyethylene (HDPE) pipe, monitoring equipment for detecting LFG and any other equipment necessary to perform the routine scope of work contained herein. These items of equipment are considered necessary items for the Consultant, and separate charges for use ofthese items in the course of the routine work, will not be paid by the City. Fees shall be paid on a time and materials, unit cost and lump sum basis for services rendered under this scope of services in accordance with submitted rates. Consultant shall not exceed "the contract amount without written authorization from the City. Reimbursable direct costs, such as subcontractors and construction materials, shall be billed and paid at Consultant's costs plus overhead! profit markup of a maximum often percent (10%). Field labor time for routine LFG or LCRS work (Tasks 1 and 2),shall be billed at the hourly rates specifiedjn the Consultant's fee schedule and shall be based only on time worked at the Palo Alto Landfill. No additional compensation for travel and mileage to or from the landfill shall be billed. Overtime rates shall be applicable to appropriate situations such as emergency call-outs or repairs requiring Consultant services beyond nonnal working hours (7:00 am to 5:00 pm Monday through Friday) or for maintenance and repair tasks when overtime has been authorized by the City. The Consultant shall provide appropriate documentation to support all invoices. For work other than the routine service.s for the LFG cpllection system and the LCRS, the Consultant shall, at the City's request, submit cost estimates for the requested tasks for City approval. After performing the non-routine tasks, the Consultant's billing for the tasks shall not exceed the estimate by more than ten (10) percent without prior authorization of the City. Work performed by the Consultant under this scope of service will be subject to inspection and testing by the City of Palo Alto. Any work found to be defective or unsatisfactory shall be repaired or replaced by the Consultant at the Consultant's expense. All routine operation, maintenance or monitoring work will take place either aboveground or in buried shallow vaults (Less than three feet in depth). The City will provide all applicable permits for work under this agreement. Contactor will not be responsible for the overall quality of the gas with regard to trace components and will not take "generator status" for any waste produced at the landfill deemed hazardous. Personnel job titles and required experience levels are listed below. This agreement requires that all field personnel have the following minimum qualifications: Senior Technician (or eguivalent) • Five (5) years experience performing work on LFG and LCRS systems; • Ability to tune and optimize the vacuum on the LFG collection system without supervision or close oversight; . 13 Professional Services Rev. June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc I 1 I • Ability to detect and repair LFG system and LCRS leaks and diagnose potential failures before they occur; • General understanding oflandfill regulations relating to the LCRS and LFG systems; and • Ability and skill to make piping repairs weld HDPE pipe and install temporary condensate sumps without supervision. All Senior Technicians (or equivalent) must be trained and certified in HDPE fusion welding. Technician (or equivalent) • Two (2) years experience performing work on LFG and LCRS systems; • Ability to detect and repair LFG system and LCRS leaks and diagnose potential failures before they occur; • General understanding oflandfill regulations relating to the LCRS and LFG systems; and • Ability and skill to make piping repairs, weld HDPE pipe and install temporary condensate sumps with supervision. All Technicians (or equivalent) must be trained and certified in HDPE fusion welding. The City may approve offield Technicians that do not have the minimal qualifications listed above on a case-by-case basis, and only when: 1) the scope of the Technician"s work is specific to the Technician's skill set; and 2) the Technician has proper oversight and supervision by appropriately qualified personnel. The City will endeavor to allow unrestricted site access for Consultant personnel, equipment, and materi'als for the completion of the work. However, Consultant personnel shall be responsible for communication and coordination of the work with appropriate site City staff. Work to Be Performed Task 1 -Routine LFG System Maintenance, Well-Head Monitoring, Surface Monitoring and Reporting Bid Item Definition For Task 1: The Consultant shall provide a Senior Technician (or equivalent) with an experience and skill leyel defined · above, at the hourly rates specified in the Fee Schedule for the performance of routine LFG system maintenance, well-head monitoring and surface monitoring and reporting. Consultant shall also provide on the bid schedule an estimate of the Manager/Supervisor/Office Support Staff time necessary to support this work. 14 Professional Services Rev. June 2, 20 10 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2·6·12.doc A) Senior Technician (or equivalent) 584 hours onsite expected for year one of the contract. Much of this routine work for the final two years of this agreement is anticipated to be conducted by City staff with the exception that the Consultant may continue surface monitoring, review and compilation of gas well data and all reporting. Field Time Estimate breakdown for Task 1 during year 1 is expected to be: • One 8 hour day (onsite) per week for well and component adjustment and monitoring (416 hours per year); • One 16 hour event (onsite) per quarter for surface and component monitoring (64 hour per year); and • Miscellaneous additional follow-up time for adjusting high-oxygen LFG wells (104 hours onsite per year). ' B) Management/Supervisor/Office Support Staff to support Task 1. General Scope of Work For Task 1 Unless otherwise specified by the City, a date-specific schedule or a set day of the week schedule shall be submitted by the Consultant for approval'by City staff, and will specify when the LFG maintenance services are to be performed by the Consultant. Generally, for year one of this agreement Task 1 services will include the following: • Inspection once per week of 1 09 LFG well-heads 15 condensate sumps, flare station and other valves, fittings and components; • Monthly measurement of methane and non-methane organic compounds (NMOC), oxygen concentration and pressure within each well-heads inn accordance with Regulation 8, Rule 34, and Title 17, Section 95469. lfthe well head does not meet the standards of Regulation 8, Rule 34, Section 305, and Title 17, §95469, then the Consultant shall docmnent and make adjustments and repairs (if necessary) following Regulation 8, Rule 34, Section 414 scheduling requirements. It is anticipated that some follow up visits will be necessary by the Senior Technician for the purpose of monitoring and adjusting wells with high oxygen content. The Consultant shall make recommendations to the City for further repairs if necessary; Consultant shall compile the wellhead information, including all follow-up monitoring results and submit monthly reports to the City, within 21 days from the end of each month. At the City's discretion, Consultant shall train City staffwhile completing the field work portion of this work. The monitoring requirements of the rule are located in §95469. These requirements are listed below: i. Monthly wellhead monitoring and requirement to achieve negative pressure at all wellheads, including corrective action/re-monitoring. ii. Quarterly instantaneous surface emissions monitoring (SEM) at 25-foot spacing with a 500 ppmv methane limit, including testing of cover penetrations, with corrective action/re-monitoring. iii. Quarterly leak testing ofGCCS components not under vacuum at a 500 ppmv methane limit, including corrective action/re-monitoring, iv. Quarterly integrated surface sampling with a limit of25 ppmv methane. 15 Professional Services Rev, June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2·6-12.doc , I I 1 I I 1 v. Continuous flow and temperature ptonitoring. • In addition to the monthly well head monitoring, the Consultant shall monitor and . . compile records to support the LFG component quarterly leak monitoring requirements of the BAAQMD's Regulation 8, Rule 34, Section 501 and 503 and Title 17, §95460-95476. Separate Quarterly Component Monitoring reports shall be submitted to the City within 21 days from the end of each quarter. At the City's discretion, Consultant shall train City staffwhile completing the field work portion of this work • Adjust/tune and optimize the vacuum on the individual wells in order to maximize methane extraction while minimizing oxygen intrusion into the landfill; At the City's discretion, Consultant shall train City staffwhile completing the field work portion of this work • Quarterly measurement of methane and NMOC concentration on the landfill surface in accordance with site surface monitoring plan and Regulation 8, Rule 34, Section 501 . and 506 and including the newly adopted regulations for Surface Emissions Monitoring (SEM), CCR Title 17, §95469 listed below: i. Quarterly instantaneous surface emissions monitoring (SEM) at 25-foot spacing with a 500 ppmv methane limit, including testing of cover penetrations, with corrective action/re-monitoring. ii. Quarterly leak testing of GCCS components not under vacuum at a 500 ppmv methane limit, i.n:cluding corrective action/re-monitoring. iii. Quarterly integrated surface sampling with a limit of25 ppmv methane. • Consultant shall establish a portable wind· station or obtain measurements from the Palo Alto Airport to document compliance with meteorological conditions during the monitoring events. A detailed written report summarizing the results of the monitoring activities shall be provided to the City within 21 days of the end of each quarter. A date-specific schedule shall.be developed by the Consultant and submitted for approval by the City. At the City's discretion, Consultant shall train City staff while completing the field work portion of this work. • Clearing flammable vegetation from' collection lines and wells as needed; • Weekly inspection of the flare station, including download of the data ·logger. Document and collect all data including all startup, shutdown and malfunction paperwork. This maintenance includes inspection and minor preventive maintenance and such as annual cleaning of the flame arrestor, ensuring all components are in good working order such as valves, data logger, pressure gauges, alarms, louver controls, flow meters and blowers; The Consultant shall obtain information from the R WQCP to prepare the necessary reports. At the City's discretion, Consultant shall train City staff while completing the field work portion of this work. 16 Professional Services Rev. June 2,2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc , j. Weekly minor repair of aged or damaged extraction system components; • Compile all data from the tasks listed above to be utilized by Consultant in preparing the Title V Semi-annual reports (Task 4). These tasks shall be performed with due care and diligence and in a workman-like manner, with the goal to: • Maximize methane extraction while minimizing oxygen intrusion into the landfill; • Minimize the emissions of LFG to the atmosphere; • Detect and correct deficiencies, inefficiencies and failures in the LFG collection and emission control system; and • Identify leaks and potential leak risks as well as to repair the leak. The Consultant shall provide one' (1) copy of all field records generated during on-site service before leaving the site for the day. Task 2 -Routine Leachate Collection and Removal System (LCRS) Maintenance Bid Item Definition For Task 2: The Consultant shall provide a qualified Technician (or equivalent) with an experience and skill level defined above, at the hourly rates specified in the Fee Schedule for the performance of routine LCRS system maintenance and monitoring. Consultant shall also provide on the bid schedule an estimate of the Manager/Supervisor/Office Support Staff time necessary to support this work. ' A) Technician (or equivalent) 416 hours onsite per year (Year one'ofthe contract). Field Time Estimate breakdown for Task 1 ' . • One 8 hour day (onsite) per week for servicing and maintaining leachate and condensate system components. . B) Management/Supervisor/Office Support Staff to support Task 2, General Scope of Work For Task 2 A.date-specific schedule or day of the week schedule shall be developed by the Consultant and submitted for approval by the City. The Consultant's schedule shall specify when the LCRS weekly maintenance services are to be performed by the Consultant. 'Routine LCRS maintenance shall be performed with due care and diligence and in a workman-like manner with the goal to: • Maximize the leachate extraction volume; • Minimize the risk of leachate release or discharge other than to the sanitary sewe,r; • Detect and correct deficiencies, inefficiencies and failures in the LCRS; and • . Accurately quantify leachate production rates at the time of the LCRS weekly survey and over the period since the previous survey. 17 Professional Services Rev. June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12,doc The LCRS weekly maintenance services shall include, but not be limited to the following tasks: At the City's discretion, Consultant shall train City staffwhile completing the field work portion of this work 1) Make weekly routine observations of each LCRS well and record, on City supplied forms, the following information: . • }lump cycle counter reading; • Discharge rate at time of observation; and • Operational status of pump and well. 2) Perform weekly routine maintenance of each LCRS well including the following: • Inspect well head assemble for leaks and/or malfunctions; • Make routine adjustments andlor minor repairs as needed for proper operation of all components; • ~ecord work performed and parts replaced on approved forms; and • Note any evidence of fire, excessive LFG or any other unsafe condition and take corrective action or notify the Project Manager. . 3) Penorm pump maintenance including the following: • Remove one (1) pump and replace with a clean pump on a rotational basis pre- detennined by the City of Palo Alto; • Remove, replace and clean additional pumps as needed to maintain full operation of the system; • Clean all scale and debris from the removed pump(s) and make minor adjustments and/or repairs as needed; • Record work performed and parts replaced on City furnished forms; and • Maintain pump maintenance supplies and pump services area in an orderly condition. 4) Inspect leachate out-fall complex including: • Inspect the sampling valve; • Inspect main shut-off valve; and • Inspect overall assembly for leaks and general operation. 5) Inspect and record leachate level depths of piezometers; 6) Consultant shall enter collected field data onto an MS Excel spreadsheet provided by the City. Consultant shall evaluate the data and discharge calculation results (performed by the spreadsheet) for normal discharge volume discrepancies. Based on the data from the spreadsheet, Consultant shall determine a course of action for maintenance andlor troubleshooting leachate well/pump failures. The Consultant shall perfonn all repairs as needed. 18 Professionlli Services Rev. June 2, 2010 144178 Landfill Gas ~d Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc 7) Consultant shall inspect and perfonn routine maintenance on one (1) air compressor including the following: Compressor: • Automatic drain; • Oil/water separator; • Oil level (top as needed); • Air filter (replace as needed); and • Change oil and replace oil filter every 5000 hrs • Perfonn any other factory recommended tasks for routine maintenance. • Collect any air compressor water 8) Consultant shall provide one (1) copy of all field records generated during the LCRS weekly service including a completed copy of the LCRS.weekly Inspection Form. Consultant shall deliver the records to the City before leaving the site on the day of service. 9) Quarterly Survey and Maintenance Service -The Consultant shall perform a quarterly survey and maintenance service on the LCRS on a date-specified schedule to be approved by the City. The quarterly survey and maintenance service shall include the following: • Inspect leachate wells, components, and piping: • Inspect entire length of leachate collection piping and air delivery lines for leaks and deterioration; • Free piping from vegetation observing locations and conditions of pipes and hosing; • Clean and lubricate all valves and connections. Make routine adjustments andlor minor repaired as needed; • Inspect check valves located at each wellhead for proper operation. If check valve allows back-flow, clean or replace; • Record work performed. Record observations including status of each well and its respective components, such as pump, counter and check valve; • Prepare and submit a brief system assessment report on a quarterly basis. This report shall summarize all maintenance perfonned on the LCRS, as well as providing recommendations for future maintenance on an individual well basis during each quarter. 10) Other activities associated with the routine maintenance of the LCRS under this scope of services include, but are not limited to: • Disconnection and removal of lateral collection pipes and air delivery lines from extraction wells; 19 Professional Services Rev, June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc .j J L I I • Extension of vertical extraction wells to facilitate refuse operations (including removal of well-head assembly, removal of pumps and hoses, reinstallation of pumps and hoses, reinstallation of well-head assemblies; • Reconnection of lateral collection pipes and air delivery lines to extraction wells; . • Relocation of lateral collection pipes and air delivery lines; • Installation of heavy equipment crossings; • Repair of problems including, but not limited to compressor, pump, wellhead assembly, clogged collectiori lines, etc.; • Fabrication or procurement of gas-tight well-head assemblies; • Procurement and assembly of down-well hoses and ropes; • Connection of new wells to LCRS; and • Aid in fire detection and suppression when associated with extraction wells. Task 3 Landfill Flare Stack Emission Sampling, Analytical Testing and Reporting The flare source test shall be conducted by Consultant on the Surlite Flare or the new flare to be located at the Regional Water Quality Control Plant in accordance with the Title V Major Facility Review Permit No. A2721, dated October 13, 2004, Condition 1028, Item Nos. 15 and 16 including determination of flare destruction efficiency. Additionally; because the landfill is subject to the AB32 Landfill Methane Rule (see Task 4), the flare must be tested annually to document compliance with Rule's 99% methane destruction requirement, as specified in Section §9 54 71 of the Rule. Also, in accordance with Item No. 15 of the permit the Bay Area Air Quality Management District (BAAQMD) shall be notified by Consultant at least 14, days in advance of the test and compliance plan for the source test will be submitted to the agency. A report summarizing the results of the source test shall be submitted to the City and BAAQMD within 45 days of completion of the test. Task 4 Report Preparation and Engineering Services Consultant's scope of work for Task 4 is outlined below and includes report preparation in compliance with the Title V permit and Bay Area Air Quality Management District (BAAQMD) Rule 8-34, as listed below. A draft of each report shall be provided to the City for review prior to submittal. The final reports shall incorporate City's comments. The final reports and certifications will be signed by the responsible official at the City. Title V Semi-Annual Monitoring Reports (Two Reports) The Title V permit for the City of Palo Alto Landfill includes a requirement for the preparation and submittal of semi-annual monitoring reports associated with permit compliance. Consultant shall collect the required information for completion of these reports and prepare the reports on behalf of the City for submittal to the BAAQMD. City generated data and documentation for Title V monitoring will be provided to the Consultant in a timely and complete manner for inclusion in the report, with the exception of information Consultant collects and maintains in accordance with Consultant's scope of work under this agreement. 20 Professional Services Rev. June 2,2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2·6-12.doc Semi-Annual Rule 8-34 NSPS Reports (Two Reports) Consultant shall prepare the, semi-annual Rule 8-34 annual reports required by the BAAQMD. Consultant shall collect the necessary data to complete this reports under Section 411 of Rule 8-34 and Part 40 Code of Federal Regulations (CFR) 60.757(f) of the New Source Performance Standards (NSPS) for Municipal Solid Waste Landfills (40 CFR Part 60, Subpart WWW). The reports shall be developed in the fonnat prescribed by the BAAQMD. The semi-annual repprts will contain the following information, as required: 1) Operating Records Required by Section?O 1 : a) All collection system downtime, including individual well shutdown times, length of time for shutdown, and the reason for the shutdown. All periods greater than five (5) days when the collection system was not operating. b) All emission control system downtime, length of time for shutdown, and the reason for the shutdown. Description and duration of all periods when the control device was not operating for greater than one (1) hour and the length of time that the device was not operating. . c) Continuous temperature records (data logger) for all operating flares and any enclosed combustors with a listing of the dates/times when flare temperature went below limit allowed in the Title V permit and any times when temperature gauge was off-line or not operational. d) Monthly LFG flow meter readings. e) Records of all quarterly LFG system component leak testing, including monitoring dates, leak concentration by volume if in excess of 1,000 parts per million, by volume (ppmv), location ofleak, date of discovery, the action taken to repair the leak, date of repair, date of any required re-monitoring, and the re-monitored concentration in ppmv. f) Annual waste acceptance rate and the current amount of waste in-place (to be provided by the City). Once the landfill closes this requirement will not be required. g) Records of the nature, location, amount, and date of deposition of non-degradable wastes, for any landfill 'areas excluded from the collection system requirement as documented in the G~ Collection and Control System (GCCS) Design Plan (to be provided by the City). Once the landfill closes this requirement will not be required. h) Continuous gas flow rate records (data logger information) with a listing of the dates/times when flow rate went above limit allowed in the Title V permit and any times when the flow meter was off-line or not operationa~. 21 Professional Services Rev, June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12,doc , I' i j , I 1 l I , i) Records of all quarterly surface emissions monitoring, including monitoring dates, surface emission concentration by volume if in excess of 500 ppmv, location of exceedance, date of discovery, the action taken to repair the exceedance, date of repair, date of any required re-monitoring, and the re-monitored concentration in ppmv. . j) For monthly wellhead monitoring (temperature, vacuum, and oxygen or nitrogen content), records of all monitoring dates and any excesses of the limits stated in Section 8-34-305, Title 17, §95460-§95476, and below (or alternative ·limits approved in~he Title V Permit), including well identification number, the measured excess, the action taken to repair the excess, and the date of repair, date of any required re-monitoring, and the re-monitored value. . i) A minimum of monthly recording of gauge pressure at all wellheads (all wells must operate under negative pressure conditions). . ii) Monthly monitoring of oxygen or nitrogen concentrations at all wellheads (oxygen must not exceed 5 percent or nitrogen over 20 percent). iii) Monthly monitoring of temperatures at all wellheads (temperature shall not exceed 55°C (131°F». 2) Calibration information for monitoring equipment used for the various monitoring activities listed above (e.g., OVA, GEM-SOO unit, flow meter, temperature, etc.). 3) Description and duration of all periods when the gas stream was diverted from the control device through a bypass line to th~ WQCP incineration. Once the new flare goes online and the old flare is disconnected this requirement will not apply .. 4) The date of installation and location of all wells or system expansions as the result of monitoring exceedances during previous reporting period. 5) Data upon which the density of well and equipment sizing were based. 6) Gas generation rate estimates. 7) Provisions for increasing LFG extraction capacity as gas generation increases. 8) The provisions for the control of LFG migration. Semi-Annual Startup Shutdown and Malfunction Plan Reports (Two Reports) The landfill is subject to 40 CFR Part 63, Subpart AAAA, the National Emission Standard for Hazardous Air Pollutants (NESHAPs) for Municipal Solid Waste Landfills. In accordance with NESHAPs requirements, a start-up, shutdown, and malfimction (SSM) plan was prepared for the Palo Alto landfill. This SSM Plan documents the procedures for operating and maintaining the affected elements of the landfill gas collection and control system during startup shutdown and malfunction. In addition to the requirements to prepare 22 Professional Services Rev. June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2·6·12.doc l an SSM plan, CFR 40 contains provisions requiring periodic SSM reports at a minimum semi-annual basis. . Annual Compliance Certification (One Report) The Title V permit for the City of Palo Alto Landfill also includes a requirement for the preparation and submittal of an annual compliance certification. Consultant shall coll~ct the required infonnation for completion of a report to accompany this certification and prepare the report on behalf of the City for submittal to the BAAQMD. This scope of work assumes that any City provided documeritation associated with any compliance activities for Title V will be provided to Consultant in a timely and complete manner for inclusion in the report for any items not already completed by Consultant. AB32 -Landfill Methane Rule Annual Reporting (One Report) The City is subject to the AB32 Landfill Methane Rule (Title 17 California Code of Regulations (CCR), Chapter 10, Article 4, Sub article 6, §95462 through §95476), which has an annual reporting requirement. The initial required annual report under this Rule must be submitted by March 15, 2012, for reporting of calendar year 2011 data. Annual Reports must include the following infonnation, as specified in §95470 of the Rule: • General site infonnation • Total volume ofLFG collected (reported in standard cubic feet (scf)), • Average composition ofLFG collected over the reporting period (reported in percent methane and percent carbon dioxide by volume), • Gas control device type, installation, rating, fuel type, and total LFG combusted in each control device, • Date GCCS installed • Percent methane destruction efficiency • Volume and composition of gas shipped off-site • Type and amount of supplemental fuels burned with the LFG. • Recent topograpijic map, and • All required monitoring data. Consultant will compile the required data into a report in a format suitable for submittal to the California Air Resources Board (CARB) Executive Officer. Consultant will provide a draft of the report to the City for review. Final report will incorporate the City's comments and be submitted to CARB EPA -Greenhouse Gas Annual Reporting (online· submittal) The City is required under the EPA GHG reporting rule, 40 CFR, Part 98, Subpart RH, to submit a report annually. Consultant will compile the required data and input into an appropriate electronic fonnat in accordance with EPA GHG rule specifications for upload to the EPA's online reporting tool (e-GRRT). Consultant will submit draft data file to the City for review. Final report will incorporate the City's comments and be submitted to EPA via e- 23 Professional Services Rev. June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring. and Reporting Services Contract 2-6-12.doc i I 1 I I 1 ! I GRRT. Consultant will be added to the website as City's agent and manage the website reports on qty's behalf. The data to be reported is for calendar year 2011, and the reporting deadline is March 30, 2012. As specified in the EPA Rule, the following infonnation is required: • Landfill Operations (Open/closed/Year) • Waste Disposal Calculations • Waste Composition (If Available) • Modeling'Parameters Used • Methane Dat:;t • Landfill Area, Cover Types by Area, and Oxidation Fractions Used • LFG Modeling Results • Emissions from stationary combustion units. • Flow of collected LFG • Methane content of LFG • Temperature and pressure data for LFG • Description of control device(s) both on-and off-site • Control device operating hours • Description of GCeS, landfill areas and waste depths • Computed methane volume captured • Computed methane generated (corrected for, oxidation using EPA model) • Computed methane generated (corrected for oxidation using LFG recovery flow and collection efficiency) . • Methane Emissions, 'Method 1 (Modeling) • Methane Emissions, Method 2 (Gas Captured and Estimated Collection Efficiency) Other Engineerinf! Services On occasion the Consultant may be asl<ed to evaluate the perfonnance and design of the gas system using the services of a qualified LPG engineer. Consultant shall provide engineering services for duties including, but not limited to possible LFG and, LCRS system design, pennitting and equipment change-out. Work on these engineering services requires written approval from the City prior to Consultant working on or billing to these Tasks. Typ~cally, Consultant shall develop and submit a written cost estimate prior to work on these subtasks. 24 Professional Services Rev. June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2·6·12.doc Task 5 -Non-Routine Maintenance and Repairs and Other Support Services. Consultant shall provide as requested by the City, on-call support services, including: manpower; equipment; instrumentation; and materials in accordance with the fee Schedule for this task and the rate schedule supplied by the Consultant. This work shall occur only after approval from the City. Non-routine maintenance and repairs may include but not be limited to: 1) Providing qualified personnel that shall respond to the LFG flare alanns (24 hours per day, seven days per week). The Consultant shall respond to the call out and be on-site within four (4) hours notice in the'event of emergency repairs associated with the flare system. 2) Attending meetings with the BAAQMD or other agency staff. 3) The Consultant shall provide laborer(s) and technicians(s}, at rates specified in the proposal for duties associated with the non-routine maintenance of the LFG or LCRS systems. At the City's request, the Consultant shall: a) Attend meetings with City staff, to review status/condition of the LCRS or LFG system. b) Provide written recommendations for repairs or upgrades that are outside the routine maintenance tasks. c) Provide laborers and technicians to undertake projects requested by the City, including, but not limited to: • Disconnection and removal of lateral collection pipes from LFG and LCRS extraction wells; • Extension of vertical extraction wells to facilitate refuse filling operations; • Reconnection of lateral collection pipes; • Installation of heavy equipment crossings; • Repair of damaged LFG and LCRS extraction system components; and • Connection of new LFG and LCRS wells to the system. End Scope of Work EXHmIT "B" . 25 Professional Services Rev. June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc I SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each.milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion No. ofDayslWeeks FromNTP 1. Perform on-going maintenance, monitoring, and reporting. 365 ) 12 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring. lind Reporting Services Contract 2,,(;-12. doc Professional Services Rev. June 2, 20 I 0 1 I 1 ! I EXHIBIT "C" COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-l up to the not to exceed budget amount for ea?h task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit "A" ("Basic ServicesH) and reimbursable expenses shall not exceed $143,994.00. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. ill.the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $158,394.00. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY's Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $143,994.00 and the total compensation for Additional Services does not exceed $14,400.00. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $44,180 (Ro.utine landfill gas system maintenance, monitoring, and reporting.) Task 2 $25,764 (Routine leachate collection and removal system maintenance.) Task 3 $7,550 (Landfill flare stack emission sampling, testing, and reporting.) Task 4 $33,000 (Report preparation and engineering services.) Task 5 $30,000 (Non~routine services, repairs and other support services.) Sub-total Basic Services $140,494 Reimbursable Expenses $3,500 Total Basic Services and Reimbursable expenses $143,994 Additional Services (Not to Exceed) Maximum Total Compensation 14 $14,400' $158,394 144178 Landfill Gas and Leachate Control Systems Maintenance. Monitoring, and Reporting Services Contract 2-6-12.doc Professional Services Rev. June 2, 2010 I I I I 1 I I, REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: A. Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto's policy for reimbursement of travel and me&! expenses for City of Palo Alto employees. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup infonnation. Any expense anticipated to be more than $500.00 shall be approved in advance by the CITY's project manager. " ADDITIONAL SERVICES The CONSULTANT shall. provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY's project manager's request, shall submit a detailed written proposal including a description of the scope of services, schedule, level-of effort, and CONSULTANT's proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit Col. The additional services scope, schedule and maximum compensation , shall be negotiated and agreed to in writing by the CITY's Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. '. 15 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6·12.doc J • Professional Services Rev. June 2, 2010 J J ; j j 1 j J EXHIBIT "C-l" HOU~YRATESCHEDULE STANDARD FEE SCHEDULE POSITION RATEIHOUR FIELD SERVICES Laborer ................................................................... . Technician .............................................................. . Fusion Technician ........................................................ . Equipment Operator .................................................. . Sr. Technician ........................................................... . Foreman ................................................................... . Superintendent. .......................................................... . 54.00 54.00 70.00 70.00 70.00 89.00 112.00 MANAGEMENT/SUPPORT PERSONNEL RATEIHOUR Secretarial. ......... '.' .................................................. . Proj ect Administrator .................................................. . Designer/Drafier ........................ ' ......... ~ ................... . Project ProfessionaL .................................................... . Proj ect Manager ........................................................ . Regional ManagerlProject Director ......................... : ...... . SCS ENGINEERS Principal ................................................................... . Senior Proje,:tlTechnical Manager. ............................... . Engineering Project Manager ......................................... . Certified Industrial Hygienist. .. ~ ..................................... . Sr. Project Professional. ... , .......................................... . Eng. Project Professional. ........................................... . Staff professional. ........................................................ . Sr. Eng. Technician .................................................... .. General Tenns: 50.00 60.00 95.00 100.00 145.00 195.00 255.00 190.00 175.00 160.00 140.00 126.00 100.00 85.00 1. Labor rates are in effect until February 28,2013. Any work perfonned after that date is subject to new Standard Fee Schedule. 2. The above rates include salary, overhead, and profit. Other direct charges such as subcontractors, construction equipment, materials, air travel, freight, auto rental, permits, fees, taxes, tolls, and other costs incurred for the project. Will be billed at cost plus 10 percent. The cost of equipment owned by SCS Field Services will not be subject to administrative mark-up. Automobile mileage is $0.50 per mile. Trucks will be charged at $18.00 per hour. (No administrative mark-up will be applied to charges for company-owned vehicles.) 18 Professional Services Rev June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12,doc EXHIBIT "D" INSURANCE REQUIREMENTS CONTRACTORS 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 wirn AM BEST'S KEY RATING OF A-:VII, OR IDGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD JS CONTINGENT ON COMPLIANCE WITJ-I CITY'S INSURANCe REQUlREMENTS, AS SPECIJ7IED, BELOW: MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH YES YES YES YES YES - YES OCCURRENCE AGGREGATE WORKER'S COMPENSATION STATUTORY EMPLOYER'S LIABILITY STATUTORY BODILY INJURY $1,000,000 -$1,000,000 GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $1,000,000 $1,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY DAMAGE $1,000,000 $1,000,000 LIABILITY COMBINED. BODILY INJURY $1,000,000 $1,000,000 -EACH PERSON $1,000,000 $1,000,000 -EACH OCCURRENCE ·$1,000,000 $1,000,000 AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED PROPERTY DAMAGE $1,000,000 $1,000,000 BODILY INJURY AND PROPERTY $1,000,000 $1,000,000 DAMAGE COMBINED PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1000000 THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, 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 CONTRACTOR AND ITS SUB CONSULTANTS, 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 PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR'S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY'S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. 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 19 Professional Services Rev June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc 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 TIDS ENDORSEMENT, AND THE NAMING OF MUL TJPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF TIiE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 20 Professional Services Rev June 2, 2010 144178 Landfill Gas and Leachate Control Systems Maintenance, Monitoring, and Reporting Services Contract 2-6-12.doc City of Palo Alto (ID # 2486) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 2 (ID # 2486) Summary Title: BAO & Change Order No.1 to Western States Oil PO Title: Adoption of a Budget Amendment Ordinance in the Amount of $100,000 to Fund the Purchase of Automotive Fuel; and Approval of Change Order No. 1 to Purchase Order #4511000918 with Western States Oil for $100,000 Each Year for an Amount Not to Exceed $2,976,675 Over the Three-Year Term for the Provision of Automotive Fuel From:City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1.Adopt the attached Budget Amendment Ordinance (BAO) in the amount of $100,000 (Attachment A) to provide an appropriation for the purchase of automotive fuel; and 2.Approve and authorize the City Manager to execute Change Order No. 1 to Purchase Order #4511000918 with Western States Oil for an additional amount of $100,000 each year for a three-year term for a total Purchase Order amount not to exceed $2,976,675 for the provision of automotive fuel. Discussion On March 21, 2011, Council approved Purchase Order #4511000918 with Western States Oil in the amount of $2,676,675 for the provision of automotive fuel for a three-year period from April 1, 2011 to March 31, 2014. The annual purchase order value of $892,225 was determined by multiplying the delivered cost of the fuel (based on the February 7, 2011 Oil Price Information Service Index) by the estimated quantity required at each site. The City of Palo Alto is charged the daily posted rack average price for gasoline and diesel fuel from the San Jose terminal, plus delivery fees. At the time of bid award, the “rack” (undelivered) price of diesel fuel was $2.8269 per gallon, and unleaded gasoline was $2.5942 per gallon. Since then, fuel prices have increased appreciably –current “rack” pricing for diesel is $3.5578 per gallon (approximately 26% increase), and unleaded is $3.6092 (approximately 39% increase). Fuel prices were even higher during the late summer and fall. The City’s March 05, 2012 Page 2 of 2 (ID # 2486) contract with Western States Oil locks in delivery fees however there are no means to control the wholesale prices of the fuel. In addition, fuel consumption city-wide was six percent higher in 2011 than in 2010, which was the baseline year used for estimating the quantities to be purchased for each site. The increase in consumption can be attributed to the City’s aging fleet of vehicles and equipment becoming less fuel efficient as they remain in service well beyond their normally expected life cycles. There was also a temporary increase in fuel consumption at the city’s landfill for managing additional dirt that was imported and stockpiled to use in the landfill closure. Because fuel prices and consumption have increased, the purchase order authority will soon be exceeded. In order to insure that adequate funding is available to purchase automotive fuel, a change order in the amount of $100,000 should be executed. The change order would increase the annual contract amount to $992,225 for each of the three years. Resource Impact The attached Budget Amendment Ordinance will provide for the transfer of funding from the Vehicle Replacement Fund Reserve into the current year’s operating budget to provide sufficient budget to fund the purchase order including Change Order No. 1. Policy Implications Authorization of this change order does not represent a change to any existing policy. Environmental Review This contract is exempt from the California Environmental Quality Act under Section 15301 in that the contract relates to ongoing operations. The contractor is required to comply with all federal, state and local environmental laws and regulations applicable to the transportation and delivery of automotive fuels. Attachments: ·Budget Amendment Ordinance (PDF) Prepared By:Keith LaHaie, Fleet Manager Department Head:J. Michael Sartor, Director City Manager Approval: ____________________________________ James Keene, City Manager ORDINANCE NO. ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR FISCAL YEAR 2012 TO PROVIDE ADDITIONAL APPROPRIATION OF $100,000 WITHIN THE VEHICLE REPLACEMENT FUND FOR FUEL PURCHASES The Council of the City of Palo Alto does ordain as follows: SECTION 1. The Council of the City of Palo Alto finds and determines as follows: A. Pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 20, 2011 did adopt a budget for Fiscal Year 2012; and B. On March 21, 2011, the Council authorized the City Manager to execute a purchase order with Western States Oil for the provision of delivery of unleaded gasoline, diesel, and biodiesel fuel (Staff Report 1444); and C. The price of fuel is determined by the Oil Price Information Service (OPIS); and D. Due to increases in consumption and in the price of fuel as determined by OPIS, the purchase order authority of $2,676,675 will soon be exceeded; and E. $100,000 is needed to execute a change order to provide sufficient fuel through the end of the fiscal year; and F. City Council authorization is needed to amend 2012 Vehicle Replacement Fund operating budget as hereinafter set forth. SECTION 2. The sum of One Hundred Thousand Dollars ($100,000) is hereby appropriated to Supplies and Materials in the Public Works Department and the Vehicle Replacement Fund Reserve is correspondingly reduced. SECTION 3. The Vehicle Replacement Fund Reserve is hereby reduced by One Hundred Thousand Dollars ($100,000) to Seven Million Two Hundred Twenty-Two Thousand Nine Hundred Forty-One Dollars ($7,220,941). SECTION 4. As specified in Section 2.28.080(a) of the Palo Alto Municipal Code, a two-thirds vote of the City Council is required to adopt this ordinance. SECTION 5. As provided in Section 2.04.330 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. SECTION 6. The Council of the City of Palo Alto hereby finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager Director of Public Works Director of Administrative Services City of Palo Alto (ID # 2460) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 4 (ID # 2460) Summary Title: Contract Custodial Services Title: Approval of a Five Year Contract With ABM Janitorial Services in a Total Not to Exceed Amount of $3,447,346 to Provide Custodial Services at City Facilities and Approval of Amendment No. Four to Contract C07116703 with C- Way Custodian Services in the Amount of $89,000 (Current Contractor) to Extend Their Contract by 2.3 Months to Allow the New Contractor Time to Transition Their New Services Into Place. From:City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1.Approve and authorize the City Manager or his designee to execute a five year General Services Agreement beginning May 1, 2012 and ending on April 30, 2017; with ABM Janitorial Services (Attachment A) in the amount not to exceed $649,323 for year one, $668,803 for year two, $688,867 for year three, $709,533 for year four, and $730,819 for year five. The total compensation not to exceed amount for the five year term is $3,447,346 which includes $2,997,692 for basic services and $449,654 for additional services. 2.Authorize the City Manager or his designee to negotiate and execute change orders to the contract with ABM Janitorial Services for related, additional but unforeseen work, including changes to the operational hours of City facilities and the addition of new and acquired facilities which may develop during the term of the contract not to exceed the annual additional services amount; and 3.Approve and authorize the City Manager or his designee to execute Amendment No. Four to contract C07116703 with C-Way Custodian Services in the amount of $89,000 to extend their contract by 2.3 months (until April 30, 2012) to allow the new contractor time to transition their new services into place. Background The City contracts for most of its custodial services for City facilities and City parking structures. The most recent custodial contract was for a five year term which ended on November 30, 2011. Due to staff shortages and workload issues staff was unable to prepare and advertise the Request for Proposal (RFP) in a timely manner. In order to allow sufficient time the City March 05, 2012 Page 2 of 4 (ID # 2460) Manager, under Chapter 2.30.290 of the Municipal Code extended the contract to February 19, 2012 (with no change to the compensation of the contract) to allow the Public Services Division additional time to go out for bid. Staff sent out RFPs on December 2, 2011, received proposals on January 3, 2012 and conducted interviews on January 13, 2012. Once the new contractor had been selected it became apparent that a time extension of 2.3 months (until April 30, 2012) would be necessary in order to finalize the agreement, obtain Council approval and allow the new contractor time to transition their new services.The current contractor C-Way Custodian Services is willing to continue providing custodial services during this transition at their current pricing. Additional funding of $89,000 to the contract is needed to provide continued services for City facilities and funds are available in the FY 2012 Public Works Public Services division operating budget. The current monthly compensation for basic custodial services with C-Way Custodian Services is $53,573. The new monthly compensation with ABM Janitorial Services over a five year term averages out to $49,962. Discussion The work to be performed under the contract is custodial services at listed City facilities. The scope of work under the new contract has been expanded to include the larger Mitchell Park Library (~4x larger), the larger Mitchell Park Community Center (~2x larger), Foothills Park Interpretive Center, three sets of outdoor restrooms, four new neighborhood park restrooms, and cover the cost of materials and cleaning supplies previously not provided for City Hall. The new contract will also shift some additional service work into routine basic services, add service areas, and increase service levels and frequency at certain facilities (metal polishing, dusting, etc). The RFP for these services was issued to thirty-eight janitorial firms on December 2, 2011. Additionally, the RFP was posted on the City Web Site and a mandatory Pre-Proposal meeting was held December 12, 2011 to tour City facilities and to discuss operational needs. Summary of Solicitation Process Proposed length of contract 5 years Pre-proposal Meeting Date December 12, 2011 Number of Company Attendees at Pre-proposal Meeting 23 Proposals Due January 3, 2012 Number of Proposals Received 11 Oral Interviews January 13, 2012 Company Name Selected for Oral Interview? 1. Impec Group Yes 2. ABM Janitorial Services Yes 3. Varsity Facility Services No 4. Uniserve Facility Services No 5. Magic Bright Janitorial No March 05, 2012 Page 3 of 4 (ID # 2460) 6. C-Way Custodian Services No 7. Cal Facilities Management No 8. Flagship Facility Services Yes 9. ESP No 10. Jani-King No 11. Great Janitorial Services No $ Range of Proposal Amounts Submitted for Five Year term $2,997,692 to $6,011,413 An evaluation committee consisting of staff from the Public Works and Purchasing Departments reviewed the proposals. Three firms were invited to participate in oral interviews on January 13, 2012. The committee carefully reviewed each firm’s qualifications and submittal in response to the criteria identified in the RFP. Selection criteria included: technical competence of firm; qualifications and experience of managers and key staff; contractors experience with similar type facilities and services, experience and knowledge of green business practices and products required by the City; completeness of operational plan to meet City requirements, financial condition of firm, and cost. After completion of the interviews the evaluation committee unanimously agreed that ABM Janitorial Services be recommended for award of this contract. Resource Impact Funding to award a contract to ABM Janitorial Services and Amendment No. Five to C-Way Custodial Services are available in the Public Works Public Services division FY 2012 operating budget. Policy Implications Approval of the agreement is consistent with existing City policies. Environmental Review These services do not constitute a project for the purposes of the California Environmental Quality Act. Attachments: ·Contract (PDF) ·Amendment No. 4(PDF) Prepared By:Mike Wong, Manager Maintenance Operations Department Head:J. Michael Sartor, Director City Manager Approval: ____________________________________ March 05, 2012 Page 4 of 4 (ID # 2460) James Keene, City Manager CITY OF PALO ALTO CONTRACT NO. C12144039 GENERAl, SERVICES AGREEMENT THIS AGREEMENT made and entered into on the 1st day of May, 2012, by and between the CITY OF PALO ALTO, a California Chartered Municipal Corporation ("CITY"), and ABM JANITORIAL SERVICES INC., a Delaware corporation, located at 2528 Qume Drive, Suite I, San Jose, CA 95131, Telephone Number: (408)434·9905 ("CONTRACTOR"). In consideration of their mutual covenants, the parties hereto agree as follows: 1. SERVICES. CONTRACTOR shall provide or furnish the services ("Services") described in the Scope of Services, attached as Exhibit A. 2. EXHIBITS. The following exhibits are attached to and made a part of this Agreement: rg] "A" -Scope of Services [g] "B" -Schedule of Performance IZI "e" -Compensation [8] "D" -Insurance Requirements ~ "E" -Performance Bond ~ "F" -Liquidated Damages CONTRACT IS NOT COMPLETE UNLESS ALL EXHIBITS ARE ATTACHED. 3. TERM. The tenn of this Agreement is from May 1,2012 to April 30, 2017 inclusive, subject to the provisions of Sections Q and V of the General Tenns and Conditions. 4. SCHEDULE OF PERFORMANCE. CONTRACTOR shall complete the Services within the term of this Agreement in a reasonably prompt and timely manner based upon the circumstances and direction communicated to CONTRACTOR, and if applicable, in accordance with the schedule set forth in the Schedule of Performance, attached as Exhibit B. Time is of the essence in this Agreement. 5. COMPENSATION FOR BASIC SERVICES. CITY shall pay and CONTRACTOR agrees to accept as not to exceed compensation for the full performance of the Services and reimbursable expenses, if any: The total maximum lump sum compensation of dollars ($ );OR r The sum of dollars ($ ) per hour, not to exceed a total maximum compensation amount of dollars ($ ); OR A sum calculated in accordance with the fee schedule set forth in Exhibit C, not to exceed a total annual maximum compensation amount as follows Year I ~ $564,629 Year 2 ~ $581,568 Year 3 ~ $599,015 Year 4 ~ $616,985 Year 5 ~ $635,495 CONTRACTOR agrees that it can perfonn the Services for an amount not to exceed the total Rev. July 11,2011 maximuIIl compensation set fOlth above. Any hOUlS wOIked 01 selvices petfOlIIied by CONTRACTOR for which payment would result in a total exceeding the maximum amount of compensation set forth above for performance ofthe Services shall be at no cost to CITY. ------------I~ I necnyJias set aSIde the sum of Four Hundred Forty NllleTfiousand SIX HundrecrFifty~----- Four dollars ($449.654) for Additional Services. CONTRACTOR shall provide Additional Services only by advanced, written authorization from the City Manager or designee. CONTRACTOR, at the CITY's request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONTRACTOR's proposed maximum compensation, including reimbursable expense, for such services. Compensation shall be based on the hourly rates set forth above or in Exhibit C (whichever is applicable), or if such rates are not applicable, a negotiated lump sum. CITY shall not authorize and CONTRACTOR shall not perform any Additional Services for which payment would exceed the amount set forth above for Additional Services. Payment for Additional Services is subject to all requirements and restrictions in this Agreement. 6. COMPENSATION DURING ADDITIONAL TERMS. r CONTRACTOR'S compensation rates for each additional term shall be the same as the original tenn; OR r CONTRACTOR's compensation rates shall be adjusted effective on the commencement of each Additional Tenn. The lump sum compensation amount, hourly rates, or fees, whichever is applicable as set forth in section 5 above, shall be adjusted by a percentage equal to the change in the Consumer Price Index for Urban Wage Earners and Clerical Workers for the San Francisco-Oakland-San Jose area, published by the United States Department of Labor Statistics (CPI) which is published most immediately preceding the commencement of the applicable Additional Term, which shall be compared with the CPI published most immediately preceding the commencement date of the then expiring term. Notwithstanding the foregoing, in no event shall CONTRACTOR's compensation rates be increased by an amount exceeding five percent of the rates effective during the immediately preceding term. Any adjustment to CONTRACTOR's compensation rates shall be reflected in a written amendment to this Agreement. 7. INVOICING. Send all invoices to the CITY, Attention: Project Manager. The Project Manager is: Mike Wong, Dept.: Public Works/Facilities, Telephone: (650)496-6989. Invoices shall be submitted in arrears for Services perfonned. Invoices shall not be submitted more frequently than monthly. Invoices shall provide a detailed statement of Services perfonned during the invoice period and are subject to verification by CITY. CITY shall pay the undisputed amount of invoices within 30 days of receipt. GENERAL TERMS AND CONDITIONS A. ACCEPTANCE. CONTRACTOR accepts and agrees to all terms and conditions of this Agreement. This Agreement includes and is limited to the terms and conditions set forth in sections 1 through 6 above, these general terms and conditions and the attached exhibits. B. QUALIFICATIONS. CONTRACTOR represents and warrants that it has the expertise and qualifications to complete the services described in S~ction 1 of this Agreement, entitled "SERVICES," and that every individual charged with the performance of the services under this Agreement has sufficient skill and experience and is duly licensed or certified, to the extent such licensing or certification is required by law, to perform the Services. CITY expressly relies on CONTRACTOR's representations regarding its skills, knowledge, and certifications. CONTRACTOR shall perform all work in accordance with generally accepted business practices Rev. July 11,2011 and pelf 01 Illance standards of the indusby, including all fedetaI, state, mId local opetation and safety regulations. C. INDEPENDENT CONTRACTOR. It is understood and agreed that in the performance of this ------------A:greement, CONTRACTOR and any person employeooyCONTRA-CTORsnallarall lImes ]j~e------ considered an independent CONTRACTOR and not an agent or employee of CITY. CONTRACTOR shall be responsible for employing or engaging all persons necessary to complete the work required under this Agreement. D. SUBCONTRACTORS. CONTRACTOR may not use subcontractors to perform any Services under this Agreement unless CONTRACTOR obtains prior written consent of CITY. CONTRACTOR shall be solely responsible for directing the work of approved subcontractors and for any compensation due to subcontractors. E. TAXES AND CHARGES. CONTRACTOR shall be responsible for payment of all.taxes, fees, contributions or charges applicable to the conduct of CONTRACTOR's business. F. COMPLIANCE WITH LAWS. CONTRACTOR shall in the performance of the Services comply with all applicable federal, state and local laws, ordinances, regulations, and orders. G. DAMAGE TO PUBLIC OR PRIVATE PROPERTY. CONTRACTOR shall, at its sole expense, repair in kind, or as the City Manager or designee shall direct, any damage to public or private property that occurs in connection with CON1RACTOR's performance of the Services. CITY may decline to approve and may withhold payment in whole or in part to such extent as may be necessary to protect CITY from loss because of defective work not remedied or other damage to the CITY occurring in connection with CONTRACTOR's performance of the Services. CITY shall submit written documentation in support of such withholding upon CON1RACTOR's request. When the grounds described above are removed, payment shall be made for amounts withheld because of them. H. WARRANTIES. CONTRACTOR expressly warrants that all services provided under this Agreement shall be perfonned in a professional and workmanlike manner in accordance with generally accepted business practices and performance standards of the industry and the requirements of this Agreement. CONTRACTOR expressly warrants that all materials, goods and equipment provided by CONTRACTOR under this Agreement shall be fit for the particular purpose intended, shall be free from defects, and shall conform to the requirements of this Agreement. CONTRACTOR agrees to promptly replace or correct any material or service not in compliance with these warranties, including incomplete, inaccurate, or defective material or service, at no further cost to CITY. The warranties set forth in this section shall be in effect for a period of one year from completion of the Services and shall survive the completion of the Services or tennination of this Agreement. I. MONITORING OF SERVICES. CITY may monitor the Services performed under this Agreement to determine whether CONTRACTOR's work is completed in a satisfactory manner and complies with the provisions of this Agreement. J. CITY'S PROPERTY. Any reports, information, data or other material (including copyright interests) developed, collected, assembled, prepared, or caused to be prepared under this Agreement will become fhe property of CITY without restriction or limitation upon their use and will not be made available to any individual or organization by CONTRACTOR or its subcontractors, if any, without the prior written approval of the City Manager. K. AUDITS. CONTRACTOR agrees to permit CITY and its authorized representatives to audit, at any reasonable time during the term of this Agreement and for three (3) years from the date of final payment, CON1RACTOR's records pertaining to matters covered by this Agreement. Rev. July 11,2011 CON1RAC'fOR agiees to maintain accUiate books and ieCOIds ill accOidallce with geIIeldlly accepted accounting principles for at least three (3) following the terms of this Agreement. L. NO IMPLIED WAIVER. No payment, partial payment, acceptance, or partial acceptance by ------------'CITysnatl operate as a waiver on ille partOfOTYOf any of as rIgnts unQenlllsAgreement~. --=-------- M. INSURANCE. CONTRACTOR, at its sale cost, shall purchase and maintain in full force during the term of this Agreement, the insurance coverage described in Exhibit D. Insurance must be provided by companies with a Best's Key rating of A-:VII or higher and which are otherwise acceptable to the City's Risk Manager. The City's Risk Manager must approve deductibles and self-insured retentions. In addition, all policies, endorsements, certificates and/or binders are subject to approval by the Risk Manager as to form and content. CONTRACTOR shall obtain a policy endorsement naming the City of Palo Alto as an additional insured under any general liability or automobile policy. CONTRACTOR shall obtain an endorsement stating that the insurance 'is primary coverage and will not be canceled or materially reduced in coverage or limits until after providing 30 days prior written notice of the cancellation or modification to the City's Risk Manager. CONTRACTOR shall provide certificates of such policies or other evidence of coverage satisfactory to CITY's Risk Manager, together with the required endorsements and evidence of payment of premiums, to CITY concurrently with the execution of this Agreement and shall throughout the term of this Agreement provide current certificates evidencing the required insurance coverages and endorsements to the CITY's Risk Manager. CONTRACTOR shall include all subcontractors as insured under its policies or shall obtain and provide to CITY separate certificates and endorsements for each subcontractor that meet all the requirements of this section. The procuring of such required policies of insurance shall not operate to limit CONTRACTOR's liability or obligation to indemnifY CITY under this Agreement. N. HOLD HARMLESS. To the fullest extent permitted by law and without limitation by the provisions of section M relating to insurance, CONTRACTOR shall indemnifY, defend and hold harmless CITY, its Council members, officers, employees and agents from and against any and all demands, claims, injuries, losses, or liabilities of any nature, including death or injury to any person, property damage or any other loss and including without limitation all damages, penalties, fines and judgments, associated investigation and administrative expenses and defense costs, including" but not limited to reasonable attorney's fees, courts costs and costs of alternative dispute re'solution), arising out of, or resulting in any way from or in connection with the performance of this Agreement. The CONTRACTOR's obligations under this Section apply regardless of whether or not a liability is caused or contributed to by any negligent (passive or active) act or omission of CITY, except that the CONTRACTOR shall not be obligated to indemnifY for liability arising from the sale negligence or willful misconduct of the CITY. The acceptance of the Services by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section survive the completion of the Services or termination of this Contract. O. NON-DISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONTRACTOR certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONTRACTOR 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. P. WORKERS' COMPENSATION. CONTRACTOR, by executing this Agreement, certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and certifies that it will comply with such provisions, as applicable, before commencing and during the performance of the Services. Rev. July 11,2011 Q. TERMINATION. The City Manager may terminate this Agreement without cause by giving ten (\ 0) days' prior written notice thereof to CONTRACTOR. If CONTRACTOR fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, -----------~t"h"'e-,C~·ity Manager may termmate thIS Agreement Immediately upon written nouce ortennmatftlomn".------- Upon receipt of such notice of termination, CONTRACTOR shall immediately discontinue performance. CITY, CITY shall pay CONTRACTOR for services satisfactorily performed up to the effective date of termination. If the termination if for cause, CITY may deduct from such payment the amount of actual damage, if any, sustained by CITY due to Contractor's failure to perform its material obligations under this Agreement. Upon termination, CONTRACTOR shall immediately deliver to the City Manager any and all copies of studies, sketches, drawings, computations, . and other material or products, whether or not completed, prepared by CONTRACTOR or given to CONTRACTOR, in connection with this Agreement. Such materials shall become the property of CITY. R. ASSIGNMENTS/CHANGES. This Agreement binds the parties and their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written consent of the CITY. No amendments, changes or variations of any kind are authorized without the written consent ofthe CITY. S. CONFLICT OF INTEREST. In accepting this Agreement, CONTRACTOR 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 this Contract. CONTRACTOR further covenants that, in the performance of this Contract, it will not employ any person having such an interest. CONTRACTOR certifies that no City Officer, employee, or authorized representative has any financial interest in the business of CONTRACTOR and that no person associated with contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Contract. CONTRACTOR agrees to advise CITY if any conflict arises. T. GOVERNING LAW. This contract shall be governed and interpreted by the laws of the State of California. U. ENTIRE AGREEMENT. This Agreement, including all exhibits, represents the entire agreement between the parties with respect to the services that may be the subject of this Agreement. Any variance in the exhibits does not affect the validity of the Agreement and the Agreement itself controls over any conflicting provisions in the exhibits. This Agreement supersedes all prior agreements, representations, statements, negotiations and undertakings whether oral or written. V. 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. 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 fOf this Contract 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 Contract. W. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONTRACTOR shall comply with the City's Environmentally Preferred Purchasing policies which are available at the City's Purchasing Department which are incorporated by reference and may be amended from time to time. CONTRACTOR shall comply with waste reduction, reuse, recycling and disposal requirements of the 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, Contr~ctor shall comply with the following zero waste requirements: Rev. July 11,2011 • All printed materials provided by Contractor to City generated from a personal computer ----------------and-pr-in'toHnGluding-but-Mt--l1mited--te-,--pI'eposals,quotes,---iftVoiees,reports,-and-pubH."c---------- education materials, shall be double·sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City's Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of30% or greater post·consumer material and printed with vegetable based inks, • Goods purchased by Contractor on behalf of the City shall be purchased in accordance with the 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 Office. • Reusable/returnable pallets shall be taken back by the Contractor, at no additional cost to the City. for reuse or recycling. Contractor shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. X. AUTHORITY. Tbe individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. Y. CONTRACT TERMS: All unchecked boxes do not apply to this Contract. IN WITNESS WHEREOF, the paIIies hereto have by their duly authori",d representatives executed this Agreement on the date first above written. CITY OF PALO ALTO City Manager ABMJANITO~SERT!Y __ _ G..M'>1 ~ Name "li1t1 But::1;:¥ Title_. ~.IJ.~f._ DirectoroiPiiblic Works;--------- Approved as t. Form: Senior Ass!. City A ttomey Rev. July II, 2011 1. INTRODUCTION EXHIBIT "A" SCOPE OF SERVICES The scope of work includes Class A / Level I janitorial services for the City of Palo Alto. The Contractor shall furnish labor, approved cleaning supplies, supervision, methods and processes, implements, tools, machinery, equipment, transportation, and approved material for janitorial services. 2. BASIC REQUIREMENTS a. The contractor shall be independent and, as such, the hiring, training, equipping, supervision, directing and discharging of their employees shall be the responsibility of the contractor. The payment of federal, state and local taxes and overtime wages shall also be the responsibility of the contractor. b. The contractor must furnish all labor, supplies, cleaning materials (cleaning chemicals, floor wax, wax stripper, and other expendable supplies) and equipment (including, but not limited to, ladders, lifts, vacuum cleaners, extractors, floor machines, mops and buckets) required to perform interior/exterior janitorial service per building service schedules as specified within this document, excluding holidays. For facilities where the City cannot provide adequate on-site space for custodial supplies, cleaning chemicals, and equipment, the contractor will need to provide alternate means. c. The contractor must furnish, and all their employees (including coordinators and supervisors) must wear uniforms. All personnel must have a visible company name, logo, badge, etc., on their uniforms. d. All employees of the contractor must at the start of the contract (and periodically thereafter) have a background security check (LifeScan), and be a minimum of twenty-one (21) years of age and have a minimum of two (2) years janitorial experience and be fully trained in the custodial service trade. Contractor is responsible for tbe cost of background checks for their employees. e. Contractor must provide the Facility Maintenance Manager with an emergency telephone number where Contractor may be reached at any time, 24 hours a day. f. The janitorial contractor will provide twenty-four (24) hour emergency response if requested, and will be allowed up to 2 hours to respond within the time of request. Contractor tIlust lespond to elIlergeIlcy calls relating to deficiency of service by corlecting the deficiency within two hours of receipt of the call. -----------lg~. 'I'he-GentH1Gter-muBt-fumish-te-Gity,-pFier-t0-G0mm~nG~m~nt-0f-an;y-s~r-\LiG€S-und~r-this---- agreement, a list of all chemicals and floor products that the contractor anticipates bringing onto or using in any property belonging to the City, together with Material Safety Data Sheets for each chemical. Contractor must provide updated M.S.D.S. each anniversary of the execution of this contract or sooner when formulation or knowledge of hazards change. h. Contractor accepts responsibility for determining that all necessary safeguards for protection of contractor's employees are available or will be furnished to employees. All work performed must conform to CAL-OSHA standards. 3. CONTRACTOR RESPONSIBILITY a. Any work completed by the contractor that does not meet the quality standards as determined by the City, shall be re-done by the contractor at no cost to the City. In the event contractor's work repeatedly does not meet the quality standards, the Purchasing Agent and the Facility Maintenance Manager reserve the right to terminate contract without any cost to the City. b. Any and all damage caused by the Contractor will be replaced at their expense. c. The contractor must, at all times, maintain adequate staffing to faithfully execute the contract. If it appears at any time the specifications of the contract are not being completed, the contractor will supply additional staff to successfully meet the terms of the contract. The City may request contractor to remove any janitor from its premises at any time it desires for any reason whatsoever, and the contractor shall provide immediate replacement. d. Supervision The Contractor will assign a supervisor to provide a minimum of three (3) site visits per week (evenly spread throughout the week) during all scheduled cleaning hours and special work assignments. This custodial supervisor or lead supervisor will be required to speak, read and understand English. Weekly janitorial supervisor's reports are to be submitted to City's Facility Supervisor or his designee noting any building deficiencies needing correction. Site supervisor shall carry a cell phone by which the City staff will be able to communicate with him/her. The Contractor shall provide a list of all Contractors' staff assigned to each work site. Also required will be the employee's work schedule and assignment. e. Training The Contractor shall provide to its employees' environmental, health and safety training to ensure compliance with all federal, state and local laws or regulations. f. Employee Conduct Employees of the Contractor while performing work under this contract, WILL NOT: -------------h-Be-aee6ITlpanied-in-their-wmk-frrea-by-aeEluaintanees,f{lmily-member.,.s~, ----- assistants, or any other person unless such person is an on-duty authorized Contractor employee. 2. Remove any City property or personal property, equipment, monies, form or any other item from the Buildings. 3. Engage in horseplay or loud boisterous behavior. 4. Be prohibited in the use or possession of the following items while working on City premises: guns, knives, other weapons, alcohol, and/or controlled substances. 5. Be under in the influence of alcohol or drugs. 6. Gamble. 7. Smoke in any building. 8. Read or disclose material and documents available in the facilities of the City. 9. Disturb papers on desks, tables, or cabinets. 10. Turn on or use any equipment other than City supplied or Contractor's, such as computers, typewriters, or radios, etc 11. Use any City telephone except those designated by the Building Services Superintendent or his/her designee for the purpose of business under this contract and for emergency reporting. 12. Open any desk, file cabinet or storage cabinet. 13. Remove any article from desks. 14. Consume any food or beverage, other than that brought with or purchased by the employee, and in only in areas designated as break or lunchrooms. 15. Engage in non-work related conversations with Contractor employees, City employees or visitors. 16. Come to work late or leave work early. g.Employee Removal The Contractor shall remove from service on the premises of the City any employee of the Contractor who, in the opinion of the City, is not performing the services in a proper manner, or who is incompetent, disorderly, abusive, dangerous, or disruptive, or does not comply with rules and regulations of the City. Contractor shall in no way interpret such removal to require dismissal or other disciplinary action of the employee. h.Employee Appearance and Identification Contractor personnel shall present a neat appearance and be easily recognized as Contractor employees. The Contractor shall provide each employee with a uniform that displays the name of the Contractor's company. The uniform shall be available prior to entering any City building and shall be worn at all times while working in the City. The uniform at a minimum shall be a uniform shirt with the Contractor's name or logo on it. ----------GantFaeter-'s-ernpleyees---will-lJe--ios&ued-a-Gity-identifieatien-and-aeeoos-eardl •. ----- Contractor personnel shall visible wear City contractor badge at all times during work with the City. Contractor employees must "badge" iu at start of c1eauing and "badge" out at end of cleaning at every location that has a badge reader. Any loss of identifications cards must be reported to the City's Facilities Maintenance Manager immediately. Keys required by the contractor will be provided to designated contractor employee upon a custody receipt and shall be returned to the City on demand. Keys are assigned to specific individuals and are not to be shared between contract staff. Any loss of keys must be reported to the City's Facility Maintenance Manger immediately. Keys are to only be made by the City. Should a lost or stolen key jeopardize the security of a particular City facility, the contractor shall be responsible for all costs incurred by the City in re-keying the lock system. i. Reporting and Inspections I. Building Control Log: The custodial supervisor and/or lead custodian will be responsible for maintaining a "Building Control Log" which will be the focal point for communications. The contractor's staff will be responsible for signing in and out daily on the log and sharing work related comments for analysis. 2. Status Reports: A report is to be given to the Facility contact person daily if, and when, unusual circumstances arise; e.g., suspicious people are observed, lighting inoperable, etc. 3. Regular Inspections: 'The contractor's account manager or on-site supervisor will meet with the City's Facility Maintenance representatives, weekly, to review work sites to ensure compliance with contract Specifications. j. Work Performance The Contractor will adhere to the highest quality standards of the janitorial profession and the City's cleaning standards as communicated by the Facility Maintenance Manager. Contractor shall immediately notify the City Facility Maintenance Manager or Liaison of any occurrence or condition that interferes with the full performance of the Contractor and confirm it in writing within 24 hours. Contractor shall provide additional staff to complete the work required in these specifications. Major problems that require immediate attention shall be responded to and corrected within two hours of notifications. Examples of major problems are toilets and showers not being cleaned, not stocking sufficient supplies. Millor problems that don't require immediate attention shall be responded during the next day's normal clean up. Examples of minor problems include but are not limited to: a trash can no emptied, a small area not vacuumed. Major complaints and a continuing record of minor complaints may result in non- payment or termination of this contract agreement. The City's Facility Maintenance Manager shall have the authority to classify a complaint as major or minor. k. Additional Service The Contractor can expect to support special events during and outside of normal duty hours for additional service cleaning beyond routine services or special functions at City facilities for meetings, social events, open houses or dignitary visits, etc. The Contractor shall adjust the service schedule so that these services will be performed after the event. In cases where the work is outside the normal work schedule, the Contractor shall charge the appropriate hourly rates per person for the special assignment listed in the billing rate schedule they provided in the bid process. Adjusted work schedules that are outside the normal work schedule need to be pre-authorized by the Facilities Maintenance Manager. 1. Emergency Work This agreement shall cover routine, requested and emergency janitorial work. Requested work shall be defined as any work beyond the general routine janitorial work outlined in this agreement. Emergency work shall require a shortened response time of two (2) hours, depending on the nature of said work. The contractor shall have sufficient labor and call-out procedures to assume that staffing is available to allow for this type of unplanned requirement. The City of Palo Alto will work closely with the contractor to help develop a specific procedure required to react to emergency Situations. m. Security Contractor will be required to have available the keys and badge access cards provided by the City at all times while providing service to the City. All doors are to be unlocked and locked as required by each building's specification. The contractor is responsible for after-hours security during performance of janitorial duties. All doors must be locked and shut during the performance of said duties. Doors are not to be propped open and contractor employees are not to let anyone into the building. Lost keys or card-keys will be replaced by the contractor at the rate of $25.00 per key or card-key, and the contractor will be financially responsible for all costs of re-keying any or all locks affected by lost keys in his/her control. Contractor shall return or account for all issued keys at the end of the contract or upon contract termination. Electronic security systems shall be properly disarmed and armed each time when after-hours access is made. The contractor may be charged a minimum of one hundred dollars ($100) for each security alarm call-out when Contractor misuses the alarm system. SeCUrity Clearance All personnel assigned to work in the City of Palo Alto must have successfully passed a LifeScan background check. At least two (2) weeks prior (needed to allow ----------'e(}mpletion-of-a-seeurity-baekground-e1eafilnee-ehee~)_to-an-employee-being-aSl>ignedl---- to work, they must provide one (1) a valid California identification and (2) finger prints. No employee who fails the security clearance shall be admitted on the premises. Cost of background check shall be borne by Contractor. In case of an emergency; Contractor may assign personnel who do not have a security clearance who either (1) have an equivalent security clearance from another public agency that is approved by the Santa Clara County Sheriff or (2) are escorted at all time by City personnel, and the Contractor reimburses the City for costs incurred by the City in providing the escort personnel. n. Care of Facilities The Contractor and all Contractors' employees shall regularly observe general conditions of all building areas and report problem areas to employee's supervisor. Contractor shall be responsible for the knowledge and use of all building security alarms. In case of emergency, the Contractor's employees shall notity the City's Dispatch Center by dialing 911, then by calling or paging_the Facility Maintenance Supervisor or Liaison immediately. For non-emergency repairs, the Contractor and all Contractor's employees shall contact the Facility Maintenance Manager. Lights should be turned off when cleaning is completed in each area. o. Custodial Services Tasks See attached service description. r. Safety Program The Contractor provide shall provide periodic worker training on 1. safe work habits 2. safe use of cleaning chemicals 3. how to use MSDS sheets 4. safe use of equipment 5. proper use of cautions signs, barriers, or other devices 6. proper handling of hazardous materials, biological waste, and blood-borne pathogens. Safety Procedures All cleaning chemicals shall be stored in properly labeled containers at all times and secured. s. Supplies and Equipment 1. The contractor shall furnish and keep in good working order all necessary tools and equipment such as, but not limited to cleaning supplies, mops, brooms, buffers, ladders, hoses, vacuums, etc. All supplies and/or equipment used by the contractor must be approved by the Facilities Supervisor of Public Works or his/her designee. Contractor shall only use the supplies listed in Exhibit A-I. ------------AAny-supply-substitutiBns--ef-additiens-must-be--appfeved-in-writing--by--the-e ---- Facilities Supervisor of Public Works or his/her designee. In addition, any equipment used by the contractor must be approved in writing by the Facilities Supervisor of Public Works or hislher designee. Any non-complying equipment or supplies shall be changed out at the request of the Facilities Supervisor or his designee. Janitorial closets areas shall be kept clean and free of debris and odor at all times. All supplies and equipment shall be stored in a neat and orderly manner and in such a way as to prevent injury to City or contractor's employees. An equipment inventory is to be kept with the contractor's on-site supervisor. For facilities where the City cannot provide adequate on-site space for custodial supplies, cleaning chemicals, and equipment, the contractor will need to provide alternate means. 2. The contractor shall provide all expendable supplies such as toilet paper; paper towels, toilet seat covers; trash, compost, and sanitary napkin can liners; liquid hand soap; feminine hygiene products, and waste collection liners. Contractor shall fill all restroom dispensers daily. All products listed above shall conform to existing dispensers established in all City facilities and approved by the Project Manager of this contract. City will supply a list of products that they currently specify. These products may be substituted with an equivalent substitute with pre-approval from the Facilities Maintenance Manger. Product and dispenser types may change over the term of the contract. Compostable Plastic Bags must be used in compost bins and must meet the following standards: Biodegradable Products Institute (BPI), non Genetically Modified Organism (GMO) preferred, www.bpiworld.org http://www.bpiworld.org/BPI-Public/Approved/I.htrnl. Bags must be of sufficient thickness and within date shelf-life to prevent breakage during waste collection handling. Liquid antibacterial hand soaps are not permitted. t. Contractor to utilize vacuum cleaners that meet the requirements of the Carpet and Rug Institute "Green Label" Testing Program -Vacuum Cleaner Criteria, that are capable of capturing 96% of particulates 0.3 microns in size, and operate with a sound level less than 70dBA. Other janitorial cleaning equipment should be capable of capturing fine particulates,. removing sufficient moisture so as to dry within 24 hours, operate with a sound level less than 70dBA, and use high-efficiency, low-emissions engines. u. Cleaning Products Contractor is to supply, industrial and institutional cleaning products that are environmentally preferable. The City defines an environmentally preferable cleaning ----------pf0G~0t_as_th0se_that_ar{l_Gl"eel1_Seal_Gertified.Gleaning-ehemieals-and-floor-l!al'ce------ products must be certified through Greeu Seal GS-37 aud GS-40. Environmentally Preferable Cleaning Products, outlined in these specifications, are to , be used during the entire extent of this contract. Contractor shall use only environmental preferable products in the following categories: I. General Purpose Cleaners 2. Bathroom Cleaners 3. Glass Cleaners 4. Cleaners/Degreasers 5. Floor Cleaners 6. Floor Care: Finishes and Strippers Prior to notice to proceed, Contractor must provide a complete final list of products, including Material Safety Data Sheets they will use. Changes to any products and/or product lists used as part of this contract must be submitted in writing to the Facilities Maintenance Manager along with any new Material Safety Data Sheets. Non- compliant chemicals must be removed immediately from the building. Chemicals used for disinfection of blood and other potentially infectious material shall be on EPA's list of registered antimicrobial products effective against blood borne/body fluid pathogens. Mop heads must be replaced after use for blood and body fluid clean up. Training Mandatory Requirements -The selected contractor must provide sufficient training for their personnel for the products and methods outlined in this document that include Green Seal's standard for Industrial and Institutional Cleaners (GS-37). Packaging Contractor's primary packaging for selected janitorial cleaning products should be compliant with Green Seal's standard for Industrial and Institutional Cleaners (GS- 37). Labeling Requirements Contractor selected products must meet the labeling requirements outlined in Green Seal's standard for Industrial and Institutional Cleaners (GS-37). Dispensing Equipment Contractor may request the option for dispensing equipment that reduces worker exposure to chemicals and promotes the appropriate use ofthe cleaners. This option will depend on site conditions and must be pre-approved by the Facilities Maintenance Manager. ----------IGoml'(letol~must-pf(wi€e-a-aeser-iptiBfl-0f-available-equipment-aHa-infolmatioB-0fl-the----- features that reduce risk and exposure. A detailed description of the recommended dilution and/or dispensing system, including benefits. should be included. v. Paper Product Specifications Recycled Content For use in City facilities, contractors will purchase products for which the United States Environmental Protection Agency (U.S. EPA) has established minimum recycled content standard guidelines, such as those for printing paper, office paper, janitorial paper, construction, landscaping, parks and recreation, transportation, vehicles, miscellaneous, and non-paper office products, that contain the highest post- consumer content available, but no less than the minimum recycled content standards established by the U.S. EPA Comprehensive Procurement Guidelines. Chlorine-Free For use in city facilities, Contractor will purchase paper, paper products, and janitorial paper products that are unbleached or that are processed without chlorine or chlorine derivatives to minimize dioxin formation and other toxic pollutants. Process chlorine free (PCF) paper is the preferred environmental option, whereas elemental chlorine free (ECF) processes should include enhanced processes such as extended and oxygen delignification wherever possible. Recycled Content It is desired that products procured through this contract contain the highest post consumer content practicable, using the U.S.EPA's Comprehensive Procurement Guidelines that specify ranges of minimum recycled content standards for diverse categories representing product types (www.epa.gov/epaoswer/non- hw/procure/products.htm). w. Materials Management: Compost, Recycling and City Pickup Specifications The Contractor will be responsible for the following actions - Collect and remove all compost, recyclables, and trash from all identified facilities per the schedule determined by this Contract. "Entire facility" means the lobby, the indoor and immediate outdoor public areas, the hallways, the conference rooms, the restrooms, the lunchrooms and kitchens, the office areas, etc. Replace appropriate liners in each receptacle. Liners can only be reused if it is clean. Receptacles are to be returned to their initial locations. Boxes, cans, papers, etc placed near a trash receptacle and marked "trash" shall also be removed. Any other items not marked shall not be removed. Do not drag waste collection bags. Liquid leaking from plastic bags being removed from waste receptacles shall be immediately cleaned. Deliver emptied compost, recyclables and trash to the waste collection area located at each facility and place in proper bin to ensure successful sorting of these waste streams. Dumpsters and totes shall be closed after use. Maintain waste collection areas free of debris and trash. Breakdown, flatten and place all cardboard in dumpster, toter or other container labeled for cardboard recycling. Modify waste collection procedures as directed by the Facilities Maintenance Manager. Changes will be made by management in coordination with the janitorial service and the waste collection service. Revise schedule, location for loading and unloading, waste collection procedures as directed by the Facilities Maintenance Manager. x. Performance Bond in the amount of$350,000 required annually. y. Liquidated Damages are required in the amount of $500 per day. Any delay by Contractor to perform will interfere with the proper implementation of City's programs to the loss and damage of City. As it would be impracticable to fix the actual damage City suffers in the event of any such failure to perform, City and Contractor, therefore, presume that in the event of any such failure to perform, the amount of damage which shall be sustained by City will be the sum of $500 -Five Hundred dollars for each and every calendar day during which said work shall remain uncompleted beyond such time for completion or approved extension thereof. The City retains the right to deduct liquidated damages from payments to the extent that the amount of said liquidated damages, based on Contractor's failure to maintain schedule as determined by City. In addition, the City may require a tri-party agreement among the City, the Contractor, and the Contractor's surety as a condition to making full payments if the Work is behind schedule, in order to avoid exoneration of the surety bond or impairment of the surety's security. 4. AFTER A WARD OF CONTRACT The Contractor shall submit the following items to the City's Facilities M(Ulager thirty (30) days before the contract start date: 1. A complete work schedule for daily, weekly, monthly, quarterly, semi- annual and annual service for all facilities. 2. The name of the person assigned as the Contractor's Project Manager with full authority to administer the terms ofthis contract. This Contractor's Project Manager shall have the capability to receive complaints by -----------~teleph0Ile-;ult!-emaH-to-faeilitate-timely-eorreetive-ael'iofl&-HHi5S---------- representative shall be available Monday through. Friday 7:30am through 5:00pm. 3. The names and contact information for supervisors or lead personnel during all work shifts who can be contacted for notification of schedule changes, emergencies, or other issues that come up after normal business hours. 4. A schedule of all employees of the Contractor and the buildings to which they are assigned, along with the labor-hours to perform the required work at each building. 5. A list of all cleaning and floor products (must be Green Seal Certified, except disinfectants) that will be utilized and a description of what each product will be used for. 6. A copy of the Material Safety Data Sheet (MSDS) for all chemicals that will be used in the performance of the contract. MSDS to be updated as necessary after the initial submission. 7. A list of all paper products to be provided, the percentage of post-consumer recycled content for each. 8. City requires contractor to provide city with weekly reports in Excel file format. Contractor must furnish weekly reports of total products used under this contract during the reporting period; problems reported and corrective action and other city determined information relevant to the contract. EXHIBIT'B" SCHEDULE OF PERFORMANCE A SERVICE LOCATIONS AND TECHNICAL SPECIFICATIONS Contractor must furnish the following services at the designated frequencies at each of the listed facilities, Each servicing must include all duties listed. Contractor shall supply and stock all required products at each facility with each servicing. The Waste Collection Bin Detail spreadsheet (Document 0700) is to be used for reference only and identifies location of waste collection bins, approximate type of bins, number of bins, and liner requirements at each facility. B. Work Schedule Janitorial services for City Hall are to be provided five (5) days per week, Monday through Friday, between the hours of 6:00 PM and 2:30 AM. Janitorial services for all other locations are as listed are to occur between Yz hour after building closure to 2 hours before City Staff starts occupying the building the next day, unless otherwise specified below or by the City's Facilities Maintenance Manager .. The janitorial contractor will provide twenty-four (24) hour emergency response if requested, and will be allowed up to 2 hours to respond within the time of request. Work schedules will need to be adjusted as required for special events or meetings that conflict with normal cleaning schedules. C, Holidays There are 11 City holidays on which the contractor may need to provide service to City facilities, upon request from the Facility Maintenance Division, DATE January 1 -New Years Day 3rd Monday in January -Martin Luther King Jr. 3rd Monday in February -Lincoln's Birthday Last Monday in May -Memorial Day 4th of July 1 st Monday of September -Labor Day 2nd Monday of October -Columbus Day November 11 -Veteran's Day Thanksgiving Day (2) December 25 -Christmas Day D. Miscellaneous Requirements -----------------I.Cocle~s--------------------------------------------------------------- Work and materials must conform to the requirements of: a. Safety Orders -State of California, Division of Industrial Safety b. State Fire Marshall c. OSHA Regulations 2. Work Scheduling and Performance Times of servicing are to be determined by the Facilities Maintenance Manager listed under this contract. Parking Contractor may utilize existing public parking spaces and must follow posted parking regulations. E. Responsibility of Contractor The City assumes no responsibility whatsoever for loss or damage of equipment owned or operated by the Contractor, his agents or employees. The entire responsibility for any and all injury to the public, to individuals and to property resulting or indirectly caused by the performance of the work hereunder must rest upon the Contractor, and he/she agrees to indemnify and hold the City free and harmless from and against any and all liability, expense, claims, costs, suits and damages arising out of negligence on the part of the Contractor. F. Property Damage Any private or City property damaged or altered in any way during the performance of the work under the contract shall be reported promptly to the City, and must be rectified in an approved manner back to its former condition prior to damage at the Contractor's expense. G. Recycle and Compost Collection Service Detail See spreadsheet (for reference only). Facility: Animal Services Buildings Location: 3281 East Bayshore Blvd. Total Sqnare Feet: 5,657 Servicing Frequency: Five Days per Week, (Monday through Friday) Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime andlor any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility Empty all recycling containers once per week on Mondays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner witb proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Monday through Friday (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly-Detailed Cleaning Protocol (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Type of ServIce: Enure FacIlIty Wash all windows, interior and exterior. -------JFrE!:!e~gI:!U~en!!:ely!·-----"'Fwiee*nntlfrHy,--------------------------- Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Facility: Location: Total Square Feet: Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buffwith a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Four Times Annually Entire Facility Clean and dust all counters, cabinets; shelves, ledges, desks, and table top surfaces throughout office areas. Twice Annually Arastradero Gateway Facility 1530 Arastradero Rd. 969 Servicing Frequency: Once per Week, Friday. Type of Service: Restrooms -Complete servicing. Empty all recycling containers once per week on Fridays. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed, all dispensers and contamers. Damp wipe tOilet panmons and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," ---------------'ete;-elean-mirrors-and-keep-aH-ehrome-fixttlres-e1ean~weep-flems-ancil----- properly dispose of all trash items. Remove cobwebs from interior spaces and Freguency: Type of Service: exterior spaces (exterior: up to one story building only). Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Secure facility after service. Weekly, Friday Entire restroom inclnding walls (porous walls excluded), toilet partitions, floors, and fixtures are to be hosed down and scrubbed with disinfectant cleaner monthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Meeting Room The sealed cement floors oftbe main meeting room (432 square feet) are to be mopped, stripped and resealed. Freguency: Quarterly Facility: The Art Center (Bldg to be LEED CERTIFIED) Location: 1313 Newell Rd. Total Square Feet: 26,441 Servicing Frequency: Six Days per Week, (Tuesday through Sunday) Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with ---------------Eitsinfeetllnt-eIeaner.-Glean-sinks,Eimins,-eounter-tops,eflanging-statien.&s,.-------- toilet bowls and urinals with brush and disinfectant cleaner. Pour one Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequeucy: Type of Service: Frequency: Type of Service: Frequency: Type of Service: gallon of water down each floor drain. Tuesday through Sunday Entire Facility Empty all recycling containers once per week on Mondays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling . containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space ,areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Tuesday through Sunday Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. F our Times Annually Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all grafbh, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Frequency: Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Baylands Interpretive Center Location: 2775 Embarcadero Rd. Total Square Feet: 3,600 Servicing Frequency: Five Days per Week, (Monday through Friday) Type of Service: Frequency: Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. ------.!!E0!2r~!:!qul!!!e:!!n£C¥l:i-!,----MQnday-th!'Qugh-Edrlay--------------------- Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Facility: Location: Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, cbairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so USers can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Monthly Entire Facility Strip and refinish all tiled and linoleum floor areas. Four Times Annually Entire Facility Spray Buff with a high-speed buffer all tiled and linoleum and floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Four Times Annually Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Twice Annually Children's Library 1275 Harriet S1. Total Square Feet: 3,264 ------~S.,..elvieing_Fnquency. Seven-Days-peJ'Week~------------------- Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime andlor any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. All items daily, trash pickup, dispenser filling and any required surface cleaning twice daily. Entire Facility Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Daily Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Frequency: Twice Annually Type~f-8ervice:--EnHre-FaeiHt)v-'------------------------- Strip and refinish all tiled, linoleum and wood floor areas. Frequency: Four Times Annually Type of Service: Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Frequency: Monthly Type of Service: Entire Facility Clean all counters and table top surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean trash and debris from fireplace. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Frequency: Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Children's Theater Location: 1305 Middlefield Rd. Total Square Feet: 17,619 Servicing Frequency: Six Days per Week, (Tuesday through Sunday) Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls alld urinals with 01 ush and disinfectant cleaner. Pour one gallon of water down each floor drain. ------J;Fr:r'ell!gQ!tte!W!n~eyn_: -------"+uesclay-thmugh-8uflclay~-------------------- Type of Service: Frequeucy: Type of Service: Frequeucy: Type of Service: Frequency: Type of Service: Frequeucy: Type of Service: Frequency: Type of Service: Frequeucy: Entire Facility (including auditorium) Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Tuesday through Sunday Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buffwith a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and table top surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from walls and floor surfaces. Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top -----------------ssurfilees-thmagheut-0ffiee-ar=sc-. -------------------- Frequency: Twice Annually Facility: City Hall Location: 250 Hamilton Ave. Total Bnilding Sqnare Feet: 104,893 Total Parking Sqnare Feet: 251,508 Type of Service: Frequency: Type of Service: All restrooms not located in the Police Department -Complete servicing. Empty all garbage and compost containers in all restrooms serviced. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Clean all compost and garbage containers when necessary. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill as needed, all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime andlor any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops·, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. • A-Level and 7'h floor restroom countertops must only be cleaned with pH neutral chemicals and waxed with an automotive car wax that contains no polishing compounds monthly. Do not allow overspray from glass cleaner for mirror to get on countertop. Monday through Friday Entire Facility (including Cafeteria (public area), excluding Police Dept. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth (includes cafeteria and break rooms). Clean central compost, central garbage, and all recycling containers when necessary. Vacuum carpeted floors and sweep and mop hard floors including any stairwells, offices, and open space areas daily, M-F. Sweep, damp Frequeucy: Type of Service: mop (with proper dlsinlectant cleaners), and dIspose of all trash items on all non- carpeted floors, Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only), Refill towel dispensers. Clean marks from glass on building entry and elevator lobb)' doors, public counter windows, and interior Council Chamber entry doors. Wipe down metal interior and exterior elevator panels with damp cloth and water. (do not spray any liquids on floor selection button panel or use any chemicals to clean elevator cabs) Monday through Friday Entire Facility. Empty all desk side and central recycling containers per schedule below. Replace central recycling liner as with proper type, size and depth. R r CII f ecyc m9 0 ec Ion Floor Day A -Print Shop Mon -Fri A -Cafe Mon 1 Mon M Thurs 2 Mon 3 Thurs 4 Wed' 5 Mon' 6 Tues * 7 Tues 8 Tues • Central recycling picked up daily (M-F) for Engineering (plan sets), Planning (plan sets), and Finance. Type of Service: Frequeucy: Type of Service: Frequeucy: Parking Garage -Elevator lobby entrances, plaza, and stairwells. Empty all recycling and garbage containers each service day and replace liner with proper type, size and depth. Clean all containers when necessary. Seven days per week. Entire Facility (office area lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). _________ T:y:p"'e::o:f:S:e:rv:i:c:e=-: __ Entire Facility WaS'h-all-wincl(lws,inter-iBr-(ll1ly'~. -------------------- Frequency: Type of Service: Frequency: Type of Service: Frequeucy: Type of Service: Frequency: Type of Service: Frequency: Facility: Location: Once Annually Entire Facility, (cafeteria, restrooms, hallways, elevators and lobby areas only) Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility, (cafeteria, restrooms, hallways, elevators and lobby areas only) Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Dust public areas. Polish metal door pulls, door plates, and other metal fixtures. Polish wood furniture in I st floor reception area and Council Chamber, all conference rooms. Clean marks from glass in conference rooms. Monthly Garage Areas Sweep and damp mop (with proper disinfectant cleaner) all stairwells, landings, and elevators. Wipe down the elevator walls with proper disinfectant cleaner. Remove any trash found in these areas. Empty and replace liners in all trash containers. Seven days per week. Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Twice Annually College Terrace Library 2300 Wellesley St. Total Square Feet: 5,050 --------:SS.eerrvieing-Frequeney. Four-Bays-per-Wi)ek,('I'ues,Wed,Fri,&-8atjl------------ Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Tues, Wed, Fri, & Sat Restrooms shared with adjacent Day Care Center needs·to be serviced six days per week, Man through Sat. Entire Facility Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of ·all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Tues, Wed, Fri, & Sat Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). 'I ype of Service: Entlre F aClhty Wash all windows, interior and exterior. Frequency: Twice-A:nnuaHy~------------------------ Type of Service: Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Frequency: Four Times Annually Type of Service: Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Frequency: Monthly Type of Service: Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Frequeucy: Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Community Theater Locatiou: 1305 Middlefield Rd. Total Square Feet: 33,716 Servicing Frequency: Six Days per Week, (Tuesday through Sunday) Type of Service: Restrooms I Showers-Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime andlor any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash Items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. All shower --------------~areas_afe_te_be-kepHree-ef-milclew;_hair;_clirHmcl-seap-seumo-Glean-ancl----- disinfect all floor mats, benches and tiled areas. Pour one gallon of water Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: down each floor drain. Tuesday through Sunday Entire Facility (including auditorium) Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Tuesday through Sunday Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removmg all grafftfl, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Frequeucy: Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequeucy: Twice Annually Facility: Development Center Location: 285 Hamilton Ave. Total Square Feet: 10,700 Serviciug Frequency: Five Days per Week, (Monday'through Friday) Type of Service: Frequency: Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility Empty counter garbage, all central garbage, and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost and central garbage containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non- carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Frequeucy: Monday through FrIday Type of Service: Entire Facility. ---------------Empty-plan-set-reeyeiing,e()unter-and-eentral-reeyeling-e()ntainers-eaeh------ service day and only kitchen and desk recycling containers once per week. Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Clean recycling containers when necessary. Replace central recycling liner with proper type, size and depth. Recycle cardboard to cardboard recycling dumpster. Recycle blueprints to recycle collection bin at outside location. Transport polystyrene "blocks" and "peanuts" to specified containers located at the Civic Center. Check the designated collectorlhauler garbage containers located outside the building, to see if cardboard is present. If cardboard is present, flatten if needed, and recycle on site to recycling dumpster. Monday through Friday. Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buffwith a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Freguency: Four lImes Annually Type of Service: Entire Facility --------'======"--elean-and-dust-aJI-counters;-cabinets;-shelves;-ledgeS;-desks;-and-table-top'----- surfaces throughout office areas. Freguency: Twice Annually Facility: Downtown Library (Bldg is LEED CERTIFIED) Location: 270 Forest Ave. Total Square Feet: 8,741 Servicing Frequency: Four Days per Week (Tues, Wed, Thurs, Sat) Type of Service: Freguency: Type of Service: Freguency: Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp. wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Tues, Wed, Thurs, & Sat Entire Facility Empty all recycling containers once per week on Mondays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Tues, Wed, Thurs, & Sat Entire Facility (lunch rooms and break areas) Clean all countels aIId tabletop srnfaces, cliaits, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. E~equency' Quacted¥_~ad-V'ance_nolice_oLwork_needs_t(Lhe_pro:V'ideQso_useIs_caILCleaLr ____ _ items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Type of Service: Entire Facility Wash all windows, interior and exterior. Frequency: Twice Annually Type of Service: Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Frequency: Four Times Annually Type of Service: Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Frequency: Monthly Type of Service: Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Frequency: Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Foothills Park (Interpretive Center, Oak Grove, Orchard Glen, Entrance Gate/Toyon Trail) Location: 3300 Page Mill Road Total Square Feet: 5,035 Servicing Freqnency: One Day per Week (Friday, during day) Type of Service: Freqnency: Type of Service: Restrooms -Complete servicing. Empty all trash and waste containers in all restrooms. All waste containers to be kept lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all dispensers and fixtures clean. Sanitize changing stations. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Lock restroom doors after daily service where applicable. All park restrooms are to remain open during daylight hours. Entire restroom (exclnding Interpretive Center) inclnding walls (porons walls exclnded), toilet partitions, floors, and fixtures are to be hosed down and scrnbbed with disinfectant cleaner monthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Once per week. Entire Facility. Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Clean recycling containers when necessary. Empty all central garbage and central compost containers once per week on Fridays and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners) all areas, and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Frequeucy: Once per week. Type of Service: Entire Facility -------=.:..:=====--~Stl'ip-anQ-refinish-aIHi1eQ,linaleum-anQ-waaQ-i10ar-areas •. ------------- Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequeucy: Type of Service: Frequency: Facility: Location: Two Times Annually Entire F ac ility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. F our Times Annually Entire Facility Clean all connters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Four Times Annually Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Twice Annually Golf Course Restrooms 1875 Embarcadero Rd. Club House Restrooms Total Square Feet: 900 Frequency: Seven days a week, twice daily (once between 11:00 am and noon, once at dusk) I ype of ServIce: Restrooms -Complete serVICIng. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, ---------------whieh-must-be-replaeecl-immecliately-when-neeclecl~Glean-e0mp0st-ancll----- garbage containers when necessary. Empty and replace with new liners all Field Restrooms sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as,"spitballs," etc. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only).Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Lock restrooms doors after final daily service. Entire restroom including walls (porous walls excluded), toilet partitions, floors, and fixtures are to be hosed down and scrubbed with disinfectant cleaner monthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Total Square Feet: 242 Frequency: Seven days a week Type of Service: Restrooms -Complete servicing. Empty all trash and waste containers in all restrooms. All waste containers to be kept lined with proper liners, which must be replaced immediately when needed. Empty imd replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. All soap dispensers require an anti-bacterial hand soap. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only).Clean mirrors and keep all chrome fixtures clean. Clean sinks, drains, counter tops, toilet bowls and urinals with brush and disinfectant cleaner. Entire restroom includmg walls (porous walls excluded), floors, and fixtures are to be hosed down and scrubbed with disinfectant cleaner monthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Facility: Junior Museum Location: 1305 Middlefield Rd. Total Square Feet: 5,856 Servicing Frequency: Five Days per Week (Tuesday through Saturday) Type of Service: Frequency: Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. All items daily, trash pickup, dispenser filling and any required surface cleaning twice daily. Entire Facility Empty all recycling containers once per week on Fridays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Frequency: Daily -------1'I'~yap~e::Jo!!f:fS~e:!:rvyjii£c~e:l---Entire-Faeility-tluneh-rooms-and-break-areas)--------------- Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Frequency: Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Type of Service: Entire Facility Wash all windows, interior and exterior. Frequency: Twice Annually Type of Service: Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Frequency: Four Times Annually Type of Service: Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Frequency: Monthly Type of Service: Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Frequency: Four Times Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: LandfIll Office and Toll Booth Location: 2380 Embarcadero Rd. Total Square Feet: 1,488 ServIcmg F requeucy: FIve Days per Week, (Monday through FrIday) ------Type-of-Service:-Restrooms~eomplete-servicing;------------------ Empty all garbage and compost containers in all restrooms. All garbage Frequeucy: Type of Service: Frequency: Type of Service: Frequeucy: Type of Service: Frequeucy: Type of Service: and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in generaL Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility Empty all recycling containers once per week on Thursdays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service "day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Monday through Friday Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Frequeucy: Type of Service: Frequency: Type of Service: Type of Service: Frequency: Facility: Sfrlp and rehmsh all flIed, lmoleum and wood floor areas. Four Times Annually Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Twice Annually Main Library (Bldg to be LEED CERTIFIED) Location: 1213 Newell Rd. Total Square Feet: 26,582 Servicing Frequency: Seven Days per Week Type of Service: Restrooms -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: All Items dally, trash pIckup, dIspenser fIllmg and any reqUIred surface cleaning twice daily. Entire-Facility------------ Empty all recycling containers once per week on Mondays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Daily Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buffwith a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and table top surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean trash and debris from fireplace. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Freguency: Type of Service: Four limes Annually Entire Facility -Clean and dust aH counters, cabinets; shelves; ledges; desks, and table top surfaces throughout office areas. Freguency: Twice Annually Facility: Mitchell Park Library and Mitchell Park Community Center (B1dgs to be LEED CERTIFIED) Location: 3700 Middlefield Rd. Total Square Feet: Mitchell Park Library -40,152 sf (new bldg to be completed late 2012) Mitchell Park Community Center -16,180 sf (new bldg to be completed late 2012) Mitchell Park Temporary Library -5,500 sf (temporary facility located at 4050 Middlefield Rd) Servicing Frequency: Seven Days per Week Type of Service: Freguency: Type of Service: Restrooms I Showers -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime andlor any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, toilet bowls and urinals with brush and disinfectant cleaner. All shower areas are to be kept free of mildew, hair, dirt and soap scum. Clean and disinfect all floor mats, benches and tiled areas. Pour one gallon of water down each floor drain. Daily Entire Facility Frequeucy: Type of Service: Frequeucy: Type of Service: Frequeucy: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Empty all recyclmg contamers once per week on I uesdays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, .. _ size and .depth. Clean central compost, centraL garbage, __ and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Daily Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buffwith a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Four Times Annually Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Municipal Service Center Buildings (A,B,C, & SCADA) Location: 3201 East Bayshore Rd. & 3241 East Bayshore Rd. Total Square Feet: 76,634 Servicing Frequency: Five Days per Week, (Monday throngh Friday) Type of Service: Frequency: Type of Service: SCADA -service only between the hours of 4pm and 9pm. Restrooms / Showers -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor aretls with disinfectant cleaner. Clean sinks, drains; counter tops, toilet bowls and urinals with brush and disinfectant cleaner. All shower areas are to be kept free of mildew, hair, dirt and soap scum. Clean and disinfect all floor mats, benches and tiled areas. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility (including offices, locker rooms, lunch rooms, conference rooms, shops and fueling station) Empty all inside central garbage and central compost containers each service day and replace liner with proper type, size and depth. .Empty all outside central garbage and central compost containers once per week and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, darup mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility. Frequeucy: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Monday through Fnday Entire Facility (including offices, locker room, lunch rooms, conference room, and limited shop areas) Empty all recycling containers once per week. Replace central recycling liner with proper type, size and depth. Clean recycling containers when necessary. Monday Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Monthly Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Four Times Annually Building B Exercise Room Disinfect all equipment with proper cleanser. Detail vacuum between and under weight benches and machines. Frequency: TWice Annually Type of Service: Entire Facility ~ Clean and dust all counters, cabinets, shelves, ledges,desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: All Park Restrooms Locations: Frequency: Type of Service: Rinconada Park 777 Embarcadero Rd. Mitchell Park 600 E. Meadow (two sets) Peers Park 1899 Park Ave. El Camino Park 100 EI Camino Real Greer Park 1098 Amarillo Ave. Baylands Park 1785 Embarcadero Rd. Byxbee Park 2380 Embarcadero Rd. Hoover Park 2901 Cowper St. Stanford Fields 2700 EI Camino Real Seale Park 3100 Stockton Place Briones* 609 Maybell Ave Roth Bldg* 300 Homer Ave Baylands Duck Pond* 2775 Embarcadero Rd *to be built 2012/2013. 511 sq. ft. 1,363 sq. ft. 1,046 sq. ft. 272 sq. ft. 597 sq. ft. 843 sq. ft. 568 sq. ft. 500 sq. ft. 1,080 sq. ft. 120 sq. ft. 120 sq. ft. 75 sq. ft. 75 sq. ft. Seven days a week (after park closing, except at locations wbere no restroom lighting is available -one hour before closing). Restrooms -Complete servicing. Empty all trash and waste containers in all restrooms. All waste containers to be kept lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime andlor any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Clean mirrors and keep all dispensers and fixtures clean. Sanitize changing stations. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Lock restroom doors after daIly service where apphcable. All park restrooms are to remam open during daylight hours. Entire restroom including walls (porous walls excluded), toilet partitions, floors, and fixtures are to be hosed down aud scrubbed with disinfectant cleaner mouthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Facility: Rinconada Pool Office and Shower Rooms Location: 777 Embarcadero Rd. Total Square Feet: 3,585 Servicing Frequency: Seven Days per Week Type of Service: Freguency: Restrooms / Showers -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. All shower areas are to be kept free of mildew, hair, dirt and soap scum. Clean and disinfect all floor mats, benches and tiled areas. Pour one gallon of water down each floor drain. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Daily I ype of ServIce: Frequency: Type of Service: EnUre F acJlny Empty all recycling containers once per week on Thursdays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space ,areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Daily , Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Frequency: Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Type of Service: Entire Facility Wash all windows, interior and exterior. Frequeucy: Twice Annually Type of Service: Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Utilities Offices Location: 1005 &1007 Elwell Ct. Total Square Feet: 16,157 Servicing Frequency: Five Days per Week, (Monday through Friday) Type of Service: Restrooms / Showers -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and co~post containers to be kept cleaned and lined with proper liners, Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: wlllcll must be replaced Immediately wilen needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all -wall-areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, toilet bowls and urinals with brush and disinfectant cleaner. All shower areas are to be kept free of mildew, hair, dirt and soap scum. Clean and disinfect all floor mats, benches and tiled areas. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non- carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Monday through Friday Entire Facility. Empty all central recycling containers two times per week on Tuesdays and Thursdays and recycling containers at individual workstations one time per week on Tuesdays. Replace central recycling liner with proper type, size and depth. Check the designated collector/hauler garbage containers located outside the building, to see if cardboard is present. If cardboard is present, flatten if needed, and transport material to designated recycling container. Tuesdays and Thursdays Entire Facility Clean and dust all counters, cabinets, shelves, ledges, and table top surfaces throughout office areas. Clean exterior and interior entrance ways and interior space removing all dirt, cobwebs, etc. from wall and floor surfaces. Monthly Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, miCluwaves and refrigerators (inside and out). Wipe down cabinet fronts. Frequeucy: Weekly kitchen cleaning, quarterly refrigerator cleaning (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Type of Service: Entire Facility Wash all windows, interior and exterior. Frequency: Twice Annually Type of Service: Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Frequency: Four Times Annually Type of Service: Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. Frequency: Monthly Type of Service: . Entire Facility Clean and dust all counters, cabinets, shelves, ledges, desks, and table top surfaces throughout office areas. Frequency: Twice Annually Facility: Water Quality Control Buildings Location: 2501 Embarcadero Way Total Square Feet: 12,400 (Admin, Lab, Maintenance Bldgs) Servicing Frequency: Five Days per Week Type of Service: Restrooms / Showers -Complete servicing. Empty all garbage and compost containers in all restrooms. All garbage and compost containers to be kept cleaned and lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Frequency: Type of Service: Remove any grafflb Immediately from any surface as If appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains; counter tops, toilet bowls and· urinals with brush and disinfectant cleaner. All shower areas are to be kept free of mildew, hair, dirt and soap scum. Clean and disinfect all floor mats, benches and tiled areas. Pour one gallon of water down each floor drain. Monday through Friday Entire Facility Empty all recycling containers once per week on Thursdays. Replace central recycling liner with proper type, size and depth. Empty all central garbage and central compost containers each service day and replace liner with proper type, size and depth. Clean central compost, central garbage, and all recycling containers when necessary. Vacuum all carpeted floors including any stairwells, offices, and open space areas. Sweep, damp mop (with proper disinfectant cleaners), and dispose of all trash items on all non-carpeted floors. Remove cobwebs from interior spaces and exterior spaces (exterior: up to one story building only). Refill towel dispensers. Clean marks from glass on entry doors. Secure facility and set alarm. Monday through Friday Entire Facility (lunch rooms and break areas) Clean all counters and tabletop surfaces, chairs, sinks, microwaves and refrigerators (inside and out). Wipe down cabinet fronts. Quarterly (advance notice of work needs to be provided so users can clear items out of refrigerators, unmarked items are to be discarded from refrigerators at time of cleaning). Entire Facility Wash all windows, interior and exterior. Twice Annually Entire Facility Strip and refinish all tiled, linoleum and wood floor areas. Four Times Annually Entire Facility Spray Buff with a high-speed buffer all tiled, linoleum and wood floor areas. F reguency: Monthly Type of Service: Entire Facility Clean all counters and tabletop surfaces removing all graffiti, pen and pencil marks, dirt, etc. Clean exterior entranceways removing all dirt, cobwebs, etc. from wall and floor surfaces. Freguency: Four Times Annually Facility: PARKING FACILITY "Q" Location: 400 Block of High St. Total Square Feet: 48,000 Type of Service: Garage Areas Sweep and damp mop (with proper disinfectant cleaner) and remove cobwebs in all stairwells, landings, elevator platforms, and elevators. Wipe down the elevator walls with proper disinfectantcleaner. Remove any trash found in these areas. Empty and replace liners in all trash containers. Clean, sanitize, and deodorize any area that may have urine, human waste, blood or vomit. Freguency: Seven Days a Week (service only between the hours of3am and 7am). Reseal floors in elevators, stairwells, landings, and elevator platforms every 'six months. Facility: PARKING FACILITY "J" Location: 520 Webster St. Total Square Feet: 148,000 Type of Service: Garage Areas Sweep and damp mop (with proper disinfectant cleaner) and remove cobwebs in all stairwells, landings, elevator platforms, and elevators. Wipe down the elevator walls with proper disinfectant cleaner. Remove any trash found in these areas. Empty and replace liners in all trash containers. Remove trash from complete facility including parking areas, sidewalks, and ledges, around bike lockers and in storage areas. Clean, Frequency: samuze, and deodorize any area that may have urine, human waste, blood or vomit. Sweep and remove trash from sidewalk and around facility. Clean the alley between facility and businesses. Seven Days a Week (service only between the hours of3am and 7am). Reseal floors in elevators, stairwells, landings, and elevator platforms every six months. Facility: PARKING FACILITY "SILl' Locatiou: 445 Bryaut St. Total Square Feet: 229,380 Type of Service: Restrooms -Complete servicing. Type of Service: Empty all trash and waste containers in all restrooms. All waste containers to be kept lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, toilet bowls, changing stations and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Entire restroom iucluding walls (porous walls excluded), toilet partitions, floors, aud fixtures are to be hosed down and scrubbed with disinfectaut cleaner monthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Garage Areas Sweep and damp mop (with proper disinfectant cleaner) and remove cobwebs in all stairwells, landings, elevator platforms, and elevators. Wipe down the elevator walls with proper disinfectant cleaner. Remove any trash found in these areas. Empty and replace liners in all trash Frequency: contamers. Clean, sanitize, and deodorize any area that may have urine, human waste, blood or vomit. Sweep and remove trash from sidewalk and around facility. Clean the alley between facility and businesses. Seven Days a Week (service only between the hours of3am and 7am). Reseal floors in elevators, stairwells, landings, and elevator platforms every six months. Facility: PARKING FACILITY "R" Location: 528 High St. Total Square Feet: 93,930 Type of Service: Restrooms -Complete servicing. Empty all trash and waste containers in all restrooms. All waste containers to be kept lined with proper liners, which must be replaced immediately when needed. Empty and replace with new liners all sanitary napkin receptacles. Replace and refill, as needed all dispensers and containers. Damp wipe toilet partitions and all wall areas showing any stains, spots, grime and/or any abuse in general. Remove any graffiti immediately from any surface as it appears, as well as "spitballs," etc. Clean mirrors and keep all chrome fixtures clean. Sweep floors and properly dispose of all trash items. Damp mop floor areas with disinfectant cleaner. Clean sinks, drains, counter tops, changing stations, toilet bowls and urinals with brush and disinfectant cleaner. Pour one gallon of water down each floor drain. Frequency: Seven Days a Week (service only Qetween the hours of3am and 7am). Type of Service: Entire restroom including walls (porous walls excluded), toilet partitions, floors, and fixtures are to be hosed down and scrubbed with disinfectant cleaner monthly. Polish unpainted metal door pulls, door plates, metal fixtures, and toilet/urinal partitions quarterly. Reseal floors every six months. Garage Areas Frequency: Sweep and damp mop (With proper dlsmtectant cleaner) and remove cobwebs in all stairwells, landings, elevator platforms, and elevators. Wipe down the elevator walls with proper disinfectant cleaner. Remove any trash found in these areas. Empty and replace liners in all trash containers. Clean, sanitize, and deodorize any area that may have urine, human waste, blood or vomit. Sweep and remove trash from sidewalk and around facility. Clean the alley between facility and businesses. Seven Days a Week (service only between the hours of3am and 7am). Reseal floors in elevators, stairwells, landings, and elevator platforms every six months. EXHIBIT "Coo COMPENSATION The CITY agrees to compensate the CONSULTANT for general services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budgeted schedule Exhibit Col below. Compensation for each year of this contract shall not exceed the budgeted amount for each task set forth in Exhibit Col. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit "A" ("Basic Services") and reimbursable expenses shall not exceed $2,997,692. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $3,447,346. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY's Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $2,997,692 and the total compensation for Additional Services does not exceed $449,654. BUDGET SCHEDULE Total Basic Services Additional Services (Not to Exceed) Maximum Total Compensation ADDITIONAL SERVICES NOT TO EXCEED AMOUNT $2,997,692 $449,654 $3,447,346 The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY's project manager's request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT's proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-2. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY's Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. EXHIBIT "D" INSURANCE REQUIREMENTS CONTRACTORS 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. A WARD IS CONTINGENT ON COMPLIANCE WITH CITY'S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH YES YES YES YES YES OCCURRENCE AGGREGATE WORKER'S COMPENSATION STATUTORY EMPLOYER'S LIABILITY STATUTORY BODILY INJURY $1,000,000 $1,000,000 GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $1,000,000 $1,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY DAMAGE $1,000,000 $1,000,000 LIABILITY COMBINED. BODILY INJURY $1,000,000 $1,000,000 -EACH PERSON $1,000,000 $1,000,000 -EACH OCCURRENCE $1,000,000 $1,000,000 AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED PROPERTY DAMAGE $1,000,000 $1,000,000 BODILY INJURY AND PROPERTY $1,000,000 $1,000,000 DAMAGE, COMBINED PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, 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 CONTRACTOR 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 PROVISION FOR A WRlTTEN TIDRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR'S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUlRE CITY'S PRlOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUlRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO "ADDITIONAL INSUREDS" 18 Professional Services Rev June 2, 2010 \\Cc-terra\shared\ASD\PURCH\SOLICITA TIONS\CURRENT BUYER-eM FOLDERS\UTILITIES -CAROL YNN\RFPs\144039 lanitorial.20 12\FINAL CONTRAC1\EXHIBIT D.doc A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION I. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON·PAYMENT OF PREMIUM, THE ISSUING COMPANY 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 ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 19 Professional Services Rev June 2, 2010 \\CcMterra\shared\ASD\PURCH\SOLICIT A TIONS\CURRENT BUYER-eM FOLDERS\UTILITIES -CAROL YNN\RFPs\144039 Janitorial.2012\FINAL CONTRACT\EXHIBIT D.doc EXHIBIT "E" PERFORMANCE BOND An annual performance bond shall be required. The annual performance bond is in the amount of $350,000. EXHIBIT .oF" LIQUIDATED DAMAGES Failure of the Contractor to perform the services set forth in Exhibit A will interfere with the proper implementation of City's programs to the loss and damage of City. As it would be impracticable to fix the actual damage City suffers in the event of any such failure by Contractor to perform the services as required in Exhibit A, the amount of damage which shall be sustained by City will be the sum of$500 (Five Hundred dollars) for each and every calendar day during which.said work shall remain uncompleted beyond such time for completion or approved extension thereof. The City retains the right to deduct liquidated damages from payments to the extent that the amount of said . liquidated damages, based on Contractor's failure to maintain schedule as determined by City. In addition, the City may require a tri-party agreement among the City, the Contractor, and the Contractor's surety as a condition to making full payments if the Work is behind schedule, in order to avoid exoneration of the surety bond or impairment of the surety's security. AMENDMENT NO. FOUR TO AGREEMENT NO. C07116703 BETWEEN THE CITY OF PALO ALTO AND C-WAY CUSTODIAN SERVICES This Amendment No. Four to Agreement No. C07116703 ("Agreement") is entered into on February 13, 2012, by and between the CITY OF PALO ALTO ("CITY"), and C-WAY CUSTODIAN SERVICES, a California corporation, located at 1885 Bowers Avenue, Santa Clara, CA 95051 ("CONTRACTOR"). R E CIT A L S: WHEREAS, the Agreement was entered into between the parties for the provision of custodial services; and WHEREAS, the parties wish to amend the Agreement; . NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. The section entitled "COMPENSATION" is hereby amended, to read as follows: "COMPENSATION" for the full performance of this Agreement: CITY shall pay and CONTRACTOR agrees to accept as not-to-exceed compensation for the full . performance of the Services and reimbursable expenses, if any: the total maximum lump sum compensation of Two Million Nine Hundred Fifty Four Thousand Eight Hundred Four dollars ($2,954,804). SECTION 2. The section entitled "TERM" is hereby amended, to read as follows: The "TERM" of this Agreement is to April 30, 2012 inc 1 us i ve, sub j e c t GG--tcfle-pJ'Gv-ic£.;hGn£-G-t-thee--Gene-raL.'I'erms-and---__ Conditions. SECTION 3. Except as herein modified, all other provisions of the Agreement, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. 1 1202019000050 Amend.agt Rev. July 31,1998 City of Palo Alto (ID # 2589) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 3 (ID # 2589) Summary Title: Letter Response to ABAG re: Alternative Scenarios Title: City of Palo Alto Response Letter to Association of Bay Area Governments (ABAG) Regarding One Bay Area Alternative Land Use Scenarios From:City Manager Lead Department: Planning and Community Environment Recommendation Staff recommends that the City Council approve and authorize the Mayor to sign a letter (Attachment A) to the Association of Bay Area Governments (ABAG) and the Metropolitan Transportation Commission (MTC) for regarding the City’s response to the proposed Alternative Scenarios for the Sustainable Communities Strategy. Executive Summary The Association of Bay Area Governments (ABAG) and the Metropolitan Transportation Commission (MTC) have prepared regional Alternative Land Use Scenarios to accommodate almost 1 million new jobs and 770,000 new housing units in the Bay Area through the year 2040. This planning effort is intended to implement Senate Bill 375, which expects to reduce greenhouse gas (GHG) emissions by supporting higher intensity development near transit along with substantial increases in transportation investments. Those scenarios would anticipate as many as 25,000 new jobs and 12,500 new housing units in the City of Palo Alto over that time period. The Council and its Regional Housing Mandate Committee have directed staff to outline a City response to these proposals for Council approval. Staff’s draft is focused on a) the City’s prior commitment to greenhouse gas reductions, b) the excessively high jobs and housing projections for the scenarios, and c) the minimal greenhouse gas benefits to be achieved. Background On December 9, 2011, the Association of Bay Area Governments (ABAG) and the Metropolitan Transportation Commission (MTC) released information about the Alternative Scenarios. This information evaluates the five scenarios relative to greenhouse gas (GHG) emissions reductions, and against a series of performance criteria established by the agencies. The scenarios are outlined in greater detail in the Council’s February 21, 2012 staff report, available online at: http://www.cityofpaloalto.org/civica/filebank/blobdload.asp?BlobID=30288. March 05, 2012 Page 2 of 3 (ID # 2589) The Council directed that staff draft a letter response to ABAG and MTC regarding the Alternative Scenarios, and the Council’s Regional Housing Mandate Committee met on February 23, 2012 to provide input to the letter. Discussion A draft letter is provided as Attachment A. Based upon input from the Regional Housing Mandate Committee (RHMC), the letter focuses on four key points: 1.The extraordinary commitment the City of Palo Alto has made to sustainable community planning and greenhouse gas reductions. These are categorized as: a) climate protection plan; b) availability of clean energy; c) utility programs to reduce emissions; d) green building and sustainable design; e) affordable housing; f) higher density land uses near transit; and g) transportation policies and projects. 2.The regional forecast of jobs and housing for the region, including the inconsistency with recent historical patterns, and the City’s concerns about the implications of overstated growth. Attachment B, the analysis primarily authored by Councilmember Schmid, would be included with the letter. 3.The unrealistic allocation of jobs and housing units to Palo Alto, especially relative to historical growth trends and development capacity, and the lack of consideration of market constraints, high infrastructure costs, and local impacts of such intensive development. 4.The negligible impact of the various scenarios on greenhouse gas emissions reductions, and the relative beneficial impacts of transportation pricing and policies, such as telecommuting, electric vehicle strategies, and enhanced bicycle/pedestrian networks. The GHG emissions reduction chart (Attachment B) produced for the Contra Costa Transportation Authority would be appended to the letter. The letter concludes with a recommendation to consider a Preferred Scenario with lower projections, in conjunction with transportation policy initiatives, and leaving flexibility for local jurisdictions to provide further means of reducing land use/transportation related emissions. The agencies expect to present a draft “Preferred Scenario” to their joint planning committee on March 9, 2012. This scenario will become the basis for a draft Sustainable Communities Strategy for the region. The Preferred Scenario is likely to be released in May and then would be open to comment from all jurisdictions and the public through the end of the year. Staff notes that considerably more analysis and further responses will then be required of the City. A final SCS plan is expected to be adopted in early 2013. Policy Implications The input and outcome of the Sustainable Communities Strategy relate directly to the City’s Comprehensive Plan, zoning, and transportation policies, so that a key objective of the City is to March 05, 2012 Page 3 of 3 (ID # 2589) assure that the regional plan continues to allow for implementation of those goals, policies, and codes. Resource Impacts Staff has retained planning and economic consultants for an additional $25,000 for economic consultant services to provide input to the City’s response to the Alternative Scenarios and follow-up regarding the specific impacts and options for the City. That funding will be accommodated by rearranging current work priorities, and then addressing deferred tasks in the FY2012 budget. Environmental Review No environmental review is necessary by the City to comment on the proposed scenarios. An Environmental Impact Report is expected to be prepared by ABAG and MTC once a Preferred Scenario is outlined. Attachments: ·Attachment A: Draft Response Letter to ABAG re: Alternative Scenarios (PDF) ·Attachment A: Response Letter to ABAG on Alternative Scenarios (PDF) ·Attachment B: Demographic Forecasting in California_11.15.11 (PDF) ·Attachment C: GHG Reduction Chart -Contra Costa Transportation Authority(PDF) Prepared By:Curtis Williams, Director Department Head:Curtis Williams, Director City Manager Approval: ____________________________________ James Keene, City Manager PLACEHOLDER 1 California Demographic Forecasts: Why are the numbers over estimated? Prepared by City of Palo Alto November 15, 2011 Actual California Population growth Over the last decade, the state of California added 3.4 million people, to reach a total of 37.3 million. This was an increase of 10% over the decade. This growth rate follows the gradual slowing that started after 1990, down dramatically from the very high rates of the post‐World War II era. Note that the Department of Finance’s (DOF) 2007 projections reflect a very high growth perspective. The DOF numbers are currently used as the population forecasts for all state and local projects—they are not scheduled to be revised until 2013. Table 1. California’s population growth over the last five decades (average growth from census to census) Census Dept of Finance Projections (2007) 1960s 29.2 1970s 18.5 1980s 25.7 1990s 13.8 2000s 10.0 14.8 2010s 12.8 2020s 11.6 2030s 10.2 Source: US Census Bureau actual Census numbers; California Department of Finance 2007 Projections. 2 Recent State forecasts have been consistently overestimated Even after the sharp decline in growth during the 1990s, forecasters consistently tended to be overly optimistic about population growth rates through the 2000s. In 2005, the Public Policy Institute of California issued a report (“California 2025: Taking on the Future”) that included the population projections of all the key demographic forecasters. The consensus forecast from this group was some 40% higher than the actual outcome for the state: Table 2. California Population Forecasts for 2010 made before 2005 (Percentage growth expected from 2000‐2010) California Dept of Finance 15.2 USC Population Dynamics 11.6 UC Berkeley (Lee, Miller) 13.9* Public Policy Institute of CA 15.2* CCSCE 17.2 UCLA Anderson Forecasting 16.6 Average of six 2005 forecasts 15.0 *=center point of band Source: Public Policy Institute of California, “California 2025: Taking on the Future”, 2005, Page 29. The consensus forecast was some 50% above the actual numbers. The only forecaster who produced a number below the actual 10% growth was the UC Berkeley group who stated that there was a 5% chance that the growth rate would be lower than 7.1%. The 2005 PPIC Report stated that “Recent trends make population projections for California especially difficult…For these reasons, planners should consider alternative population scenarios … as useful alternatives for planners.” (PPIC, 2005, pages 27‐ 28) Even as late as the end of 2009, on the eve of the decennial census, estimates by the California Dept. of Finance (the organization responsible for the numbers that are used for all state allocation formulas) remained strikingly high at 14.1% which was 1.5 million or 44.7% above the above the contemporaneous and more accurate Census Bureau’s Current Population Estimates. 3 Critical Components of Change and the Future The Census data provide a nice detailed perspective on the actual components of change during the decade. While the 3.1 million people added through natural increase (births minus deaths) were the largest single growth factor, the 2 million net gain from foreign immigration was important in overcoming a net outflow of 1.6 million from native born emigration, primarily to other states. Table 3. Components of Population Change in California, 20002010 (millions of people) Births +5.45 Deaths ‐2.35 Net Domestic migration ‐1.63 Foreign immigration +2.58 Foreign emigration ‐0.59 Military, etc ‐0.07 TOTAL +3.38 Source: USC, Population Dynamics Research Group, “What the Census would show”, February 2011. The challenge for projecting change in the future is the dramatic shifts in some of these base categories. With the aging population, we know that, even with slight increases in longevity, the aging population in California will raise the annual number of deaths in California from 271K in 2011 to 462K in 2039, while the number of births will rise slightly from 532K in 2011 to 551 in 2039. The natural increase will fall from some 260K today to 90K in 2040. Thus, over time any increase in California’s population will increasingly rely on migration. Since net domestic migration has averaged a net outflow of some 160K per year since the early 1990s, any growth in population will be increasingly dependent on foreign migration. (Source: USC, Population Dynamics Groups, April 2011). There is little reason to see a major shift in domestic migration with California’s high cost and high unemployment rate. That leaves foreign migration as the critical component source of long‐term population growth. The most dynamic source for California’s growth has been immigration from Mexico, both legal and illegal. All observers (The Dept of Homeland Security, the Pew Charitable Trust Hispanic Center, and the Mexican Migration Project at Princeton) agree that net immigration from Mexico has been down dramatically in recent years with the stricter enforcement of border crossing and the prolonged recession in the US. Pew estimates that the illegal immigrant population in the US fell by some 7% between 2007 and 2010. The important debate about the future is whether this is a business cycle phenomenon or part of a longer term trend. The group that has the best data source and takes the longer term look is the Mexican Migration Project at Princeton. For decades they have been tracking migration patterns from Mexico and doing annual surveys of thousands of families from migration centers in Mexico. They found that the percent of first time immigrants from the Mexican communities of highest immigration fell from 1.2% of adults in 2000 to 0.6% in 2005 to zero in 2010. They identify that the changes are due to Mexican demographic and 4 economic factors as much as from U.S. conditions. They identified five internal factors of change in Mexico: • Fertility rates are falling dramatically from 6.8 births per women in 1970 to 2.8 in 1995 to 2 in 2010 (replacement level). • The number of young people entering the labor market has fallen from one million a year in the 1990s to 700K today and demographic factors will bring that down to about 300K in 2030, not enough to meet local job needs. • The rate of college attendance and college completion has doubled over the last decade, raising the career path of an increasing share of young workers. • The wage disparity between Mexico and the U.S. is narrowing sharply with average wage gaps falling from 10:1 in the 1960s to some 3.7:1 in the early 2000s. • The cost of migration has risen dramatically for illegal entrants, further narrowing the earnings gap. All of these factors point to the need, at the least, of looking at alternative scenarios of population growth in California that are more sensitive to possible underlying changes in migration patterns. 5 Sources of Demographic projections about California US Bureau of the Census (responsible for the decennial census and does updated estimates each year of state populations—has been much closer to actual numbers than the Cal Dept. of Finance) California Department of Finance (responsible for state population estimates between the Census years—forecasts used as key source for state government planning). Statewide estimates for 2010 (made in 2009) were 41% higher than the 2010 Census numbers for the state, 83% over for the nine Bay Area counties and 137% higher for the three West Bay counties. Ronald Lee, UC Berkeley, Center for Economics and Demographics of Aging, “Special Report: The Growth & Aging of California’s Population”, 2003 (an important report that identified the detailed assumptions that went into the Department of Finance’s long‐term projections). Hans Johnson, Public Policy Institute of California, “California 2025: Taking on the Future”, Chapter 2 ‘California’s Population in 2025’ (a report that gathered projections from eight academic and government sources). Johnson concluded that “population projections for California are especially difficult…In addition to overweighting contemporary trends, forecasters are notoriously bad at predicting fundamental demographic shifts... For these reasons, planners should consider alternative population scenarios.” Pages 27‐28. John Pitkin & Dowell Myers, USC Population Dynamics Research Group, “The 2010 Census Benchmark for California’s Growing and Changing Population”, February 2011; “Projections of the Population of California by Nativity and Year of Entry to the U.S.”, April 2, 2011. (Pitkin and Myers had the lowest of the forecasts in the 2005 study—though still overestimating growth by 16%. They are working with the California Department of Finance on components for a new longer‐term forecast; they are still assuming a net immigration number of 160,000 holding steady in the future.) Steve Levy, Center for the Continuing Study of the California Economy UCLA Anderson Forecasting Project Greg Schmid October 2011 Constrained Core Concentration Initial Vision/Core Concentration Focused Growth Outward Growth Current Regional Plans 9.4% 9.1% 8.2% 7.9% 7.0% Bay Area Regional Contribution Scenarios IMPROVED FUEL EFFICIENCY (PAVLEY I & II) LOW CARBON FUEL STANDARDSREGIONAL LAND USE & TRANSPORTATION (SCS) Mi l l i o n M e t r i c T o n s CO 2 E q u i v a l e n t 15% 0% 50 1990 1995 2000 2005 2010 2015 100 250 300 350 150 200 400 450 500 550 600 650 700 750 800 850 2020 2025 2030 2035 2040 2045 2050 Projected Land Use & Transportation Emissions Reductions 80% 427 427 800** 85 275 4 3 2 1507 610 *Million Metric Tons CO2 Equivalent Tons* 2020 Emissions 507 Target 2020 Emissions (1990)427 Forecast 2050 Emissions 800** Target 2050 Emissions (20% of 1990) Target 2035 Emissions (interpolated) 85 Required Reductions: Year Tons* By 2020 80 By 2050 715** 1 2 3 4 5 275 **Estimate based on California Council on Science and Technology Report, 2011 NON-TRANSPORTATION EMISSIONS REDUCTIONACTUAL/PROJECTED EMISSIONS 5 Figure 3: Regional Land Use and Transportation SCS Achieving StAtewide ghg Reduction tARgetS City of Palo Alto (ID # 2517) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 3 (ID # 2517) Summary Title: Facility Repair & Retrofit Project No. 2 Contract Title: Approval of a Wastewater Treatment Enterprise Fund Contract with Southwest Construction & Property Management in the Total Amount of $740,968 for the Facility Repair & Retrofit Project No. 2 at the Regional Water Quality Control Plant –Capital Improvement Program Project WQ-04011 From:City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1.Approve and authorize the City Manager or his designee to execute the attached Wastewater Treatment Enterprise Fund contract with Southwest Construction & Property Management (Attachment A) in the total amount of $673,607 for the Facility Repair & Retrofit Project No. 2 at the Regional Water Quality Control Plant, Capital Improvement Program Project WQ-04011; and 2.Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with Southwest Construction & Property Management for related, additional but unforeseen work which may develop during the project, the total value of which shall not exceed $67,361. Background The Palo Alto Regional Water Quality Control Plant (RWQCP) treats wastewater from approximately 229,800 residents and 170,460 jobs. This wastewater is generated in the cities of Los Altos, Mountain View, and Palo Alto, the Town of Los Altos Hills, the East Palo Alto Sanitary District, and Stanford University. The City owns and operates the RWQCP with operating and capital costs shared by participating agencies. This project has been explained to the neighboring agencies. The RWQCP was built in 1972 at the site of the pre-existing Palo Alto wastewater treatment plant built in 1934. The Plant was upgraded to tertiary treatment in 1980. Plant capacity was increased in 1988. Some of the original plant structures remain in service. The City engaged Kennedy Jenks Consultants to prepare a Facility Condition Assessment for the RWQCP. The study, which was completed in 2006, evaluated the condition of the existing March 05, 2012 Page 2 of 3 (ID # 2517) buildings, tanks and other structures, and recommended repairs, retrofits and/or further investigation to correct deterioration or damage sustained in the normal course of aging and of usage. The City then engaged Carollo Engineers to design the corrective repairs & retrofits and develop bid/construction packages based on RWQCP’s priority criteria. The repairs are planned to be constructed in phases over the next five years. This is the second of such projects. The first repair and retrofit construction project was completed in 2010. Discussion Project Description The work to be performed under this contract is to replace safety guardrails around the aeration tanks, repair concrete at various locations in the plant, coat steel members, replace gratings, repair supports, install seismic bracing in the raw sewage pumping plant, and replace floating covers in the recycled water system. These repairs are required to assure the operational reliability of the treatment plant. Summary of Bid Process Bid Name/Number Facility Repair & Retrofit Project No. 2 IFB #144542 Proposed Length of Project 6 months Number of Bids Mailed to Contractors 37 Number of Bids Mailed to Builder’s Exchanges 1 Total Days to Respond to Bid 33 Pre-Bid Meeting Yes Number of Company Attendees at Pre-Bid Meeting 9 Number of *Bids Received:5 Bid Price Range From a low of $673,607 to a high of $848,600. *Bid summary provided in Attachment B. Staff has reviewed all bids submitted and recommends that the bid of $673,607 submitted by Southwest Construction & Property Management be accepted and that Southwest Construction & Property Management be declared the lowest responsible bidder. The bid is 1% below the engineer's estimate of $680,000. The change order amount of $67,361 (which equals 10% of the total contract) is requested for related, additional but unforeseen work which may develop during the project. Staff confirmed with the Contractor's State License Board that the contractor has an active license on file. Staff checked references supplied by the contractor for previous work performed and found no significant complaints. Resource Impact March 05, 2012 Page 3 of 3 (ID # 2517) Funding for this contract is included in the FY 2012 Wastewater Treatment Fund Capital Improvement Program, Facility Assessment &Condition (WQ-04011) project budget. Policy Implications This recommendation does not represent any change to existing City policies. Environmental Review The recommended action is exempt from review under the California Environmental Quality Act pursuant to CEQA Guidelines Section 15301 (b), which includes maintenance of publicly- owned wastewater facilities involving negligible expansion. Attachments: ·Southwest Construction and Property Management Contract C12144542 (PDF) ·Bid Summary (PDF) Prepared By:Padmakar Chaobal, Project Engineer Department Head:J. Michael Sartor, Director City Manager Approval: ____________________________________ James Keene, City Manager Rev. January 3, 2012 CONSTRUCTION CONTRACT Contract No. C12144542 City of Palo Alto and Southwest Construction & Property Management PROJECT Facility Repair & Retrofit Project No. 02 Rev. January 3, 2012 IFB Construction Contract i CONSTRUCTION CONTRACT TABLE OF CONTENTS SECTION 1. INCORPORATION OF RECITALS AND DEFINITIONS....................................1 1.1 Recitals................................................................................................................................1 1.2 Definitions ...........................................................................................................................1 SECTION 2. THE PROJECT ...................................................................................................1 SECTION 3. THE CONTRACT DOCUMENTS........................................................................1 LIST OF DOCUMENTS.....................................................................................................................1 3.2 ORDER OF PRECEDENCE ...............................................................................2 SECTION 4. THE WORK.........................................................................................................2 SECTION 5. PROJECT TEAM ................................................................................................2 SECTION 6. TIME OF COMPLETION.....................................................................................3 6.1 Time Is of Essence .............................................................................................................3 6.2 Commencement of Work ...................................................................................................3 6.3 Contract Time......................................................................................................................3 6.4 Liquidated Damages...........................................................................................................3 6.4.1 Entitlement...................................................................................................................3 6.4.2 Daily Amount................................................................................................................3 6.4.3 Exclusive Remedy........................................................................................................3 6.4.4 Other Remedies...........................................................................................................3 6.5 Adjustments to Contract Time ..........................................................................................3 SECTION 7. COMPENSATION TO CONTRACTOR ..............................................................3 7.1 Contract Sum ......................................................................................................................1 7.2 Full Compensation..............................................................................................................1 7.3 Compensation for Extra or Deleted Work ........................................................................1 7.3.1 Self Performed Work....................................................................................................1 7.3.2 Subcontractors.............................................................................................................1 Rev. January 3, 2012 IFB Construction Contract ii SECTION 8. STANDARD OF CARE.......................................................................................1 SECTION 9. INDEMNIFICATION ............................................................................................5 9.1 Hold Harmless.....................................................................................................................5 9.2 Survival................................................................................................................................5 SECTION 10 NONDISCRIMINATION ......................................................................................5 SECTION 11. INSURANCE AND BONDS................................................................................5 SECTION 12. PROHIBITION AGAINST TRANSFERS.............................................................5 SECTION 13. NOTICES ............................................................................................................6 13.1 Method of Notice.................................................................................................................6 13.2 Notice Recipients................................................................................................................6 13.3 Change of Address.............................................................................................................7 14.1 Resolution of Contract Disputes.......................................................................................7 14.2 Resolution of Other Disputes............................................................................................7 14.2.1 Non-Contract Disputes.................................................................................................7 14.2.2 Litigation, City Election.................................................................................................7 14.3 Submission of Contract Dispute.......................................................................................8 14.3.1 By Contractor...............................................................................................................8 14.3.2 By City..........................................................................................................................8 14.4 Contract Dispute Resolution Process ..............................................................................8 14.4.1 Direct Negotiations.......................................................................................................8 14.4.2 Deferral of Contract Disputes.......................................................................................9 14.4.3 Mediation......................................................................................................................9 14.4.4 Binding Arbitration........................................................................................................9 14.5 Non-Waiver........................................................................................................................10 SECTION 15. DEFAULT..........................................................................................................11 15.1 Notice of Default ...............................................................................................................11 15.2 Opportunity to Cure Default.............................................................................................11 SECTION 16. CITY'S RIGHTS AND REMEDIES....................................................................11 16.1 Remedies Upon Default ...................................................................................................11 16.1.1 Delete Certain Services .............................................................................................11 16.1.2 Perform and Withhold ................................................................................................11 Rev. January 3, 2012 IFB Construction Contract iii 16.1.3 Suspend The Construction Contract..........................................................................11 16.1.4 Terminate the Construction Contract for Default........................................................11 16.1.5 Invoke the Performance Bond....................................................................................11 16.1.6 Additional Provisions..................................................................................................12 16.2 Delays by Sureties............................................................................................................12 16.3 Damages to City................................................................................................................12 16.3.1 For Contractor's Default.............................................................................................12 16.3.2 Compensation for Losses ..........................................................................................12 16.5 Suspension by City for Convenience .............................................................................12 16.6 Termination Without Cause.............................................................................................13 16.6.1 Compensation............................................................................................................13 16.6.2 Subcontractors...........................................................................................................13 16.7 Contractor’s Duties Upon Termination...........................................................................13 SECTION 17. CONTRACTOR'S RIGHTS AND REMEDIES ..................................................14 17.1 Contractor’s Remedies ....................................................................................................14 17.1.1 For Work Stoppage....................................................................................................14 17.1.2. For City's Non-Payment.............................................................................................14 17.2 Damages to Contractor....................................................................................................14 SECTION 18. ACCOUNTING RECORDS...............................................................................14 18.1 Financial Management and City Access.........................................................................14 18.2 Compliance with City Requests ......................................................................................14 SECTION 19. INDEPENDENT PARTIES................................................................................14 SECTION 20. NUISANCE........................................................................................................15 SECTION 21. PERMITS AND LICENSES...............................................................................15 SECTION 22. WAIVER............................................................................................................15 SECTION 23 GOVERNING LAW ...........................................................................................15 SECTION 24 COMPLETE AGREEMENT ..............................................................................15 SECTION 25 SURVIVAL OF CONTRACT.............................................................................15 SECTION 26 PREVAILING WAGES......................................................................................15 Rev. January 3, 2012 IFB Construction Contract iv SECTION 27 NON APPROPRIATION ...................................................................................16 SECTION 28 GOVERNMENTAL POWERS...........................................................................16 SECTION 29 ATTORNEY FEES ............................................................................................16 SECTION 30 SEVERABILITY ................................................................................................16 1 Rev. January 3, 2012 IFB Construction Contract CONSTRUCTION CONTRACT THIS CONSTRUCTION CONTRACT entered into on February ___, 2012 (“Execution Date”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and SOUTHWEST CONSTRUCTION & PROPERTY MANAGEMENT ("Contractor"), is made with reference to the following: R E C I T A L S: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. Contractor is a California duly organized and in good standing in the State of California, Contractor’s License Number 751467. Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Construction Contract. C. On December 22, 2011, City issued an Invitation for Bids (IFB) to contractors for the Palo Alto Regional Water Quality Control Plant Facilities Repair And Rehabilitation Project No. 2 (“Project”). In response to the IFB, Contractor submitted a bid. D. City and Contractor desire to enter into this Construction Contract for the Project, and other services as identified in the Bid Documents for the Project upon the following terms and conditions. NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed by and between the undersigned parties as follows: SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS. 1.1 Recitals. All of the recitals are incorporated herein by reference. 1.2 Definitions. Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the General Conditions. If there is a conflict between the definitions in this Construction Contract and in the General Conditions, the definitions in this Construction Contract shall prevail. SECTION 2 THE PROJECT. The Project is the construction of the Palo Alto Regional Water Quality Control Plant Facilities Repair and Rehabilitation Project No. 2 ("Project"). SECTION 3 THE CONTRACT DOCUMENTS. 3.1 List of Documents. The Contract Documents (sometimes collectively referred to as “Agreement” or “Bid Documents”) consist of the following documents which are on file with the Purchasing Division and are hereby incorporated by reference. 1) Change Orders 2) Field Change Orders 3) Contract Rev. January 3, 2012 IFB Construction Contract 2 4) Project Plans and Drawings 5) Technical Specifications 6) Special Provisions 7) Notice Inviting Bids 8) Instructions to Bidders 9) General Conditions 10) Bidding Addenda 11) Invitation for Bids 12) Contractor's Bid/Non-Collusion Affidavit 13) Reports listed in the Bidding Documents 14) Public Works Department’s Standard Drawings and Specifications dated 2007 and updated from time to time 15) Utilities Department’s Water, Gas, Wastewater, Electric Utilities Standards dated 2005 and updated from time to time 16) City of Palo Alto Traffic Control Requirements 17) City of Palo Alto Truck Route Map and Regulations 18) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and Pre- Qualification Checklist (if applicable) 19) Performance and Payment Bonds 20) Insurance Forms 3.2 Order of Precedence. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in the preceding section. If a claimed inconsistency cannot be resolved through the order of precedence, the City shall have the sole power to decide which document or provision shall govern as may be in the best interests of the City. SECTION 4 THE WORK. The Work includes all labor, materials, equipment, services, permits, fees, licenses and taxes, and all other things necessary for Contractor to perform its obligations and complete the Project, including, without limitation, any Changes approved by City, in accordance with the Contract Documents and all Applicable Code Requirements. SECTION 5 PROJECT TEAM. In addition to Contractor, City has retained, or may retain, consultants and contractors to provide professional and technical consultation for the design and construction of the Project. The Project requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other Rev. January 3, 2012 IFB Construction Contract 3 members of the Project Team and other contractors retained by City to construct other portions of the Project. SECTION 6 TIME OF COMPLETION. 6.1 Time Is of Essence. Time is of the essence with respect to all time limits set forth in the Contract Documents. 6.2 Commencement of Work. Contractor shall commence the Work on the date specified in City’s Notice to Proceed. 6.3 Contract Time. Work hereunder shall begin on the date specified on the City’s Notice to Proceed and shall be completed not later than . within One Hundred Eighty calendar days (180) after the commencement date specified in City’s Notice to Proceed. 6.4 Liquidated Damages. 6.4.1 Entitlement. City and Contractor acknowledge and agree that if Contractor fails to fully and satisfactorily complete the Work within the Contract Time, City will suffer, as a result of Contractor’s failure, substantial damages which are both extremely difficult and impracticable to ascertain. Such damages may include, but are not limited to: (i) Loss of public confidence in City and its contractors and consultants. (ii) Loss of public use of public facilities. (iii) Extended disruption to public. 6.4.2 Daily Amount. City and Contractor have reasonably endeavored, but failed, to ascertain the actual damage that City will incur if Contractor fails to achieve Substantial Completion of the entire Work within the Contract Time. Therefore, the parties agree that in addition to all other damages to which City may be entitled other than delay damages, in the event Contractor shall fail to achieve Substantial Completion of the entire Work within the Contract Time, Contractor shall pay City as liquidated damages the amount of $500 per day for each Day occurring after the expiration of the Contract Time until Contractor achieves Substantial Completion of the entire Work. The liquidated damages amount is not a penalty but considered to be a reasonable estimate of the amount of damages City will suffer by delay in completion of the Work. 6.4.3 Exclusive Remedy. City and Contractor acknowledge and agree that this liquidated damages provision shall be City’s only remedy for delay damages caused by Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. 6.4.4 Other Remedies. City is entitled to any and all available legal and equitable remedies City may have where City’s Losses are caused by any reason other than Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. 6.5 Adjustments to Contract Time. The Contract Time may only be adjusted for time extensions approved by City and agreed to by Change Order executed by City and Contractor in accordance with the requirements of the Contract Documents. SECTION 7 COMPENSATION TO CONTRACTOR. 1 Rev. January 3, 2012 IFB Construction Contract 7.1 Contract Sum. Contractor shall be compensated for satisfactory completion of the Work in compliance with the Contract Documents the Contract Sum of Six Hundred Seventy-Three Thousand Six Hundred And Seven Dollars ($673,607.00). [This amount includes the Base Bid and Add Alternates .] 7.2 Full Compensation. The Contract Sum shall be full compensation to Contractor for all Work provided by Contractor and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen difficulties or obstructions which may arise or be encountered in performance of the Work until its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to suspension or discontinuance of the Work. The Contract Sum may only be adjusted for Change Orders issued, executed and satisfactorily performed in accordance with the requirements of the Contract Documents. 7.3 Compensation for Extra or Deleted Work. The Contract Sum shall be adjusted (either by addition or credit) for Changes in the Work involving Extra Work or Deleted Work based on one or more of the following methods to be selected by City: 1. Unit prices stated in the Contract Documents or agreed upon by City and Contractor, which unit prices shall be deemed to include Contractor Markup and Subcontractor/Sub-subcontractor Markups permitted by this Section. 2. A lump sum agreed upon by City and Contractor, based on the estimated Allowable Costs and Contractor Markup and Subcontractor Markup computed in accordance with this Section. 3. Contractor’s Allowable Costs, plus Contractor Markup and Subcontractor Markups applicable to such Extra Work computed in accordance with this Section. Contractor Markup and Subcontractor/Sub-subcontractor Markups set forth herein are the full amount of compensation to be added for Extra Work or to be subtracted for Deleted Work that is attributable to overhead (direct and indirect) and profit of Contractor and of its Subcontractors and Sub-subcontractors, of every Tier. When using this payment methodology, Contractor Markup and Subcontractor/Sub-subcontractor Markups, which shall not be compounded, shall be computed as follows: 7.3.1 Markup Self-Performed Work. 10% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be performed by Contractor with its own forces. 7.3.2 Markup for Work Performed by Subcontractors. 15% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be performed by a first Tier Subcontractor. SECTION 8 STANDARD OF CARE. Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised personnel. All services performed in connection with this Construction Contract shall be performed in a manner consistent with the standard of care under California law applicable to those who specialize in providing such services for projects of the type, scope and complexity of the Project. Rev. January 3, 2012 IFB Construction Contract 5 SECTION 9 INDEMNIFICATION. 9.1 Hold Harmless. To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter collectively referred to as "Indemnitees"), through legal counsel acceptable to City, from and against any and all Losses arising directly or indirectly from, or in any manner relating to any of, the following: (i) Performance or nonperformance of the Work by Contractor or its Subcontractors or Sub-subcontractors, of any tier; (ii) Performance or nonperformance by Contractor or its Subcontractors or Sub- subcontractors of any tier, of any of the obligations under the Contract Documents; (iii) The construction activities of Contractor or its Subcontractors or Sub-subcontractors, of any tier, either on the Site or on other properties; (iv) The payment or nonpayment by Contractor to any of its employees, Subcontractors or Sub-subcontractors of any tier, for Work performed on or off the Site for the Project; and (v) Any personal injury, property damage or economic loss to third persons associated with the performance or nonperformance by Contractor or its Subcontractors or Sub- subcontractors of any tier, of the Work. However, nothing herein shall obligate Contractor to indemnify any Indemnitee for Losses resulting from the sole or active negligence or willful misconduct of the Indemnitee. Contractor shall pay City for any costs City incurs to enforce this provision. Nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee. 9.2 Survival. The provisions of Section 9 shall survive the termination of this Construction Contract. SECTION 10 NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. Contractor 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 will comply with all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 11 INSURANCE AND BONDS. On or before the Execution Date, Contractor shall provide City with evidence that it has obtained insurance and Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions. Failure to do so shall be deemed a material breach of this Construction Contract. SECTION 12 PROHIBITION AGAINST TRANSFERS. City is entering into this Construction Contract based upon the stated experience and qualifications of the Contractor and its subcontractors set forth in Contractor’s Bid. Accordingly, Contractor shall not assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or transfer without said consent shall be null and void. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the Contractor is a partnership or joint venture or syndicate or co-tenancy shall result in changing the Rev. January 3, 2012 IFB Construction Contract 6 control of Contractor, shall be construed as an assignment of this Construction Contract. Control means more than fifty percent (50%) of the voting power of the corporation or other entity. SECTION 13 NOTICES. 13.1 Method of Notice. All notices, demands, requests or approvals to be given under this Construction Contract shall be given in writing and shall be deemed served on the earlier of the following: (i) On the date delivered if delivered personally; (ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and addressed as hereinafter provided; (iii) On the date sent if sent by facsimile transmission; (iv) On the date sent if delivered by electronic mail; or (iv) On the date it is accepted or rejected if sent by certified mail. 13.2 Notice Recipients. All notices, demands or requests (including, without limitation, Claims) from Contractor to City shall include the Project name and the number of this Construction Contract and shall be addressed to City at: To City: City of Palo Alto City Clerk 250 Hamilton Avenue P.O. Box 10250 Palo Alto, CA 94303 Copy to: City of Palo Alto Public Works Administration 250 Hamilton Avenue Palo Alto, CA 94301 Attn: Padmakar Chaobol Or City of Palo Alto Utilities Engineering 250 Hamilton Avenue Palo Alto, CA 94301 Attn: In addition, copies of all Claims by Contractor under this Construction Contract shall be provided to the following: Palo Alto City Attorney’s Office 250 Hamilton Avenue P.O. Box 10250 Palo Alto, California 94303 All Claims shall be delivered personally or sent by certified mail. Rev. January 3, 2012 IFB Construction Contract 7 All notices, demands, requests or approvals from City to Contractor shall be addressed to: Southwest Construction & Property Management 1213 San Mateo Avenue San Bruno, Ca 94066 Attn: James Gardner 13.3 Change of Address. In the event of any change of address, the moving party shall notify the other party of the change of address in writing. Each party may, by written notice only, add, delete or replace any individuals to whom and addresses to which notice shall be provided. SECTION 14 DISPUTE RESOLUTION. 14.1 Resolution of Contract Disputes. Contract Disputes shall be resolved by the parties in accordance with the provisions of this Section 14, in lieu of any and all rights under the law that either party have its rights adjudged by a trial court or jury. All Contract Disputes shall be subject to the Contract Dispute Resolution Process set forth in this Section 14, which shall be the exclusive recourse of Contractor and City for such Contract Disputes. 14.2 Resolution of Other Disputes. 14.2.1 Non-Contract Disputes. Contract Disputes shall not include any of the following: (i) Penalties or forfeitures prescribed by statute or regulation imposed by a governmental agency; (ii) Third party tort claims for personal injury, property damage or death relating to any Work performed by Contractor or its Subcontractors or Sub- subcontractors of any tier; (iii) False claims liability under California Government Code Section 12650, et. seq.; (iv) Defects in the Work first discovered by City after Final Payment by City to Contractor; (v) Stop notices; or (vi) The right of City to specific performance or injunctive relief to compel performance of any provision of the Contract Documents. 14.2.2 Litigation, City Election. Matters that do not constitute Contract Disputes shall be resolved by way of an action filed in the Superior Court of the State of California, County of Santa Clara, and shall not be subject to the Contract Dispute Resolution Process. However, the City reserves the right, in its sole and absolute discretion, to treat such disputes as Contract Disputes. Upon written notice by City of its election as provided in the preceding sentence, such dispute shall be submitted by the parties and finally decided pursuant to the Contract Dispute Resolution Process in the manner as required for Contract Disputes, including, without limitation, City’s right under Paragraph 14.4.2 to defer resolution and final determination until after Final Completion of the Work. Rev. January 3, 2012 IFB Construction Contract 8 14.3 Submission of Contract Dispute. 14.3.1 By Contractor. Contractors may commence the Contract Dispute Resolution Process upon City's written response denying all or part of a Claim pursuant to Paragraph 4.2.9 or 4.2.10 of the General Conditions. Contractor shall submit a written Statement of Contract Dispute (as set forth below) to City within seven (7) Days after City rejects all or a portion of Contractor's Claim. Failure by Contractor to submit its Statement of Contract Dispute in a timely manner shall result in City’s decision by City on the Claim becoming final and binding. Contractor’s Statement of Contract Dispute shall be signed under penalty of perjury and shall state with specificity the events or circumstances giving rise to the Contract Dispute, the dates of their occurrence and the asserted effect on the Contract Sum and the Contract Time. The Statement of Contract Dispute shall include adequate supporting data to substantiate the disputed Claim. Adequate supporting data for a Contract Dispute relating to an adjustment of the Contract Time shall include both of the following: (i) All of the scheduling data required to be submitted by Contractor under the Contract Documents to obtain extensions of time and adjustments to the Contract Time and (ii) A detailed, event-by-event description of the impact of each event on completion of Work. Adequate data to support a Statement of Contract Dispute involving an adjustment of the Contract Sum must include both of the following: (a) A detailed cost breakdown and (b) Supporting cost data in such form and including such information and other supporting data as required under the Contract Documents for submission of Change Order Requests and Claims. 14.3.2 By City. City's right to commence the Contract Dispute Resolution Process shall arise at any time following City's actual discovery of the circumstances giving rise to the Contract Dispute. City asserts Contract Disputes in response to a Contract Dispute asserted by Contractor. A Statement of Contract Dispute submitted by City shall state the events or circumstances giving rise to the Contract Dispute, the dates of their occurrence and the damages or other relief claimed by City as a result of such events. 14.4 Contract Dispute Resolution Process. The parties shall utilize each of the following steps in the Contract Dispute Resolution Process in the sequence they appear below. Each party shall participate fully and in good faith in each step in the Contract Dispute Resolution Process, and good faith effort shall be a condition precedent to the right of each party to proceed to the next step in the process. 14.4.1 Direct Negotiations. Designated representatives of City and Contractor shall meet as soon as possible (but not later than ten (10) Days after receipt of the Statement of Contract Dispute) in a good faith effort to negotiate a resolution to the Contract Dispute. Each party shall be represented in such negotiations by an authorized representative with full knowledge of the details of the Claims or defenses being asserted by such party in the negotiations, and with full authority to resolve such Contract Dispute then and there, subject only to City’s obligation to obtain administrative and/or City Council approval of any agreed settlement or resolution. If the Contract Dispute involves the assertion of a right or claim by a Subcontractor or Sub-subcontractor, of any tier, against Contractor that is in turn being asserted by Contractor against City (“Pass-Through Claim”), then the Subcontractor or Sub-Subcontractor shall also have a Rev. January 3, 2012 IFB Construction Contract 9 representative attend the negotiations, with the same authority and knowledge as described above. Upon completion of the meeting, if the Contract Dispute is not resolved, the parties may either continue the negotiations or any party may declare negotiations ended. All discussions that occur during such negotiations and all documents prepared solely for the purpose of such negotiations shall be confidential and privileged pursuant to California Evidence Code Sections 1119 and 1152. 14.4.2 Deferral of Contract Disputes. Following the completion of the negotiations required by Paragraph 14.4.1, all unresolved Contract Disputes shall be deferred pending Final Completion of the Project, subject to City’s right, in its sole and absolute discretion, to require that the Contract Dispute Resolution Process proceed prior to Final Completion. All Contract Disputes that have been deferred until Final Completion shall be consolidated within a reasonable time after Final Completion and thereafter pursued to resolution pursuant to this Contract Dispute Resolution Process. The parties can continue informal negotiations of Contract Disputes; provided, however, that such informal negotiations shall not be alter the provisions of the Agreement deferring final determination and resolution of unresolved Contract Disputes until after Final Completion. 14.4.3 Mediation. If the Contract Dispute remains unresolved after negotiations pursuant to Paragraph 14.4.1, the parties shall submit the Contract Dispute to non-binding mediation before a mutually acceptable third party mediator. .1 Qualifications of Mediator. The parties shall endeavor to select a mediator who is a retired judge or an attorney with at least five (5) years of experience in public works construction contract law and in mediating public works construction disputes. In addition, the mediator shall have at least twenty (20) hours of formal training in mediation skills. .2 Submission to Mediation and Selection of Mediator. The party initiating mediation of a Contract Dispute shall provide written notice to the other party of its decision to mediate. In the event the parties are unable to agree upon a mediator within fifteen (15) Days after the receipt of such written notice, then the parties shall submit the matter to the American Arbitration Association (AAA) at its San Francisco Regional Office for selection of a mediator in accordance with the AAA Construction Industry Mediation Rules. .3 Mediation Process. The location of the mediation shall be at the offices of City. The costs of mediation shall be shared equally by both parties. The mediator shall provide an independent assessment on the merits of the Contract Dispute and recommendations for resolution. All discussions that occur during the mediation and all documents prepared solely for the purpose of the mediation shall be confidential and privileged pursuant to California Evidence Code Sections 1119 and 1152. 14.4.4 Binding Arbitration. If the Contract Dispute is not resolved by mediation, then any party may submit the Contract Dispute for final and binding arbitration pursuant to the provisions of California Public Contract Code Sections 10240, et seq. The award of the arbitrator therein shall be final and may be entered as a judgment by any court of competent jurisdiction. Such arbitration shall be conducted in accordance with the following: .1 Arbitration Initiation. The arbitration shall be initiated by filing a complaint in arbitration in accordance with the regulations promulgated pursuant to California Public Contract Code Section 10240.5. Rev. January 3, 2012 IFB Construction Contract 10 .2 Qualifications of the Arbitrator. The arbitrator shall be approved by all parties. The arbitrator shall be a retired judge or an attorney with at least five (5) years of experience in public works construction contract law and in arbitrating public works construction disputes. In addition, the arbitrator shall have at least twenty (20) hours of formal training in arbitration skills. In the event the parties cannot agree upon an arbitrator, the provisions of California Public Contract Code Section 10240.3 shall be followed in selecting an arbitrator possessing the qualifications required herein. .3 Hearing Days and Location. Arbitration hearings shall be held at the offices of City and shall, except for good cause shown to and determined by the arbitrator, be conducted on consecutive business days, without interruption or continuance. .4 Hearing Delays. Arbitration hearings shall not be delayed except upon good cause shown. .5 Recording Hearings. All hearings to receive evidence shall be recorded by a certified stenographic reporter, with the costs thereof borne equally by City and Contractor and allocated by the arbitrator in the final award. .6 Limitation of Depositions. The parties may conduct discovery in accordance with the provisions of section 10240.11 of the Public Contract Code; provided, however, that depositions shall be limited to both of the following: (i) Ten (10) percipient witnesses for each party and 5 expert witnesses per party. Upon a showing of good cause, the arbitrator may increase the number of permitted depositions. An individual who is both percipient and expert shall, for purposes of applying the foregoing numerical limitation only, be deemed an expert. Expert reports shall be exchanged prior to receipt of evidence, in accordance with the direction of the arbitrator, and expert reports (including initial and rebuttal reports) not so submitted shall not be admissible as evidence. .7 Authority of the Arbitrator. The arbitrator shall have the authority to hear dispositive motions and issue interim orders and interim or executory awards. .8 Waiver of Jury Trial. Contractor and City each voluntarily waives its right to a jury trial with respect to any Contract Dispute that is subject to binding arbitration in accordance with the provisions of this Paragraph 14.4.4. Contractor shall include this provision in its contracts with its Subcontractors who provide any portion of the Work. 14.5 Non-Waiver. Participation in the Contract Dispute Resolution Process shall not waive, release or compromise any defense of City, including, without limitation, any defense based on the assertion that the rights or Claims of Contractor that are the basis of a Contract Dispute were previously waived by Contractor due to Contractor’s failure to comply with the Contract Documents, including, without limitation, Contractor’s failure to comply with any time periods for providing notice of requests for adjustments of the Contract Sum or Contract Time or for submission of Claims or supporting documentation of Claims. Rev. January 3, 2012 IFB Construction Contract 11 SECTION 15 DEFAULT. 15.1 Notice of Default. In the event that City determines, in its sole discretion, that Contractor has failed or refused to perform any of the obligations set forth in the Contract Documents, or is in breach of any provision of the Contract Documents, City may give written notice of default to Contractor in the manner specified for the giving of notices in the Construction Contract. 15.2 Opportunity to Cure Default. Except for emergencies, Contractor shall cure any default in performance of its obligations under the Contract Documents within two (2) Days (or such shorter time as City may reasonably require) after receipt of written notice. However, if the breach cannot be reasonably cured within such time, Contractor will commence to cure the breach within two (2) Days (or such shorter time as City may reasonably require) and will diligently and continuously prosecute such cure to completion within a reasonable time, which shall in no event be later than ten (10) Days after receipt of such written notice. SECTION 16 CITY'S RIGHTS AND REMEDIES. 16.1 Remedies Upon Default. If Contractor fails to cure any default of this Construction Contract within the time period set forth above in Section 15, then City may pursue any remedies available under law or equity, including, without limitation, the following: 16.1.1 Delete Certain Services. City may, without terminating the Construction Contract, delete certain portions of the Work, reserving to itself all rights to Losses related thereto. 16.1.2 Perform and Withhold. City may, without terminating the Construction Contract, engage others to perform the Work or portion of the Work that has not been adequately performed by Contractor and withhold the cost thereof to City from future payments to Contractor, reserving to itself all rights to Losses related thereto. 16.1.3 Suspend The Construction Contract. City may, without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, suspend all or any portion of this Construction Contract for as long a period of time as City determines, in its sole discretion, appropriate, in which event City shall have no obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor for damages if City directs Contractor to resume Work. 16.1.4 Terminate the Construction Contract for Default. City shall have the right to terminate this Construction Contract, in whole or in part, upon the failure of Contractor to promptly cure any default as required by Section 15. City’s election to terminate the Construction Contract for default shall be communicated by giving Contractor a written notice of termination in the manner specified for the giving of notices in the Construction Contract. Any notice of termination given to Contractor by City shall be effective immediately, unless otherwise provided therein. 16.1.5 Invoke the Performance Bond. City may, with or without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, exercise its rights under the Performance Bond. Rev. January 3, 2012 IFB Construction Contract 12 16.1.6 Additional Provisions. All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in addition to those rights and remedies available in law or in equity. Designation in the Contract Documents of certain breaches as material shall not waive the City’s authority to designate other breaches as material nor limit City’s right to terminate the Construction Contract, or prevent the City from terminating the Agreement for breaches that are not material. City’s determination of whether there has been noncompliance with the Construction Contract so as to warrant exercise by City of its rights and remedies for default under the Construction Contract, shall be binding on all parties. No termination or action taken by City after such termination shall prejudice any other rights or remedies of City provided by law or equity or by the Contract Documents upon such termination; and City may proceed against Contractor to recover all liquidated damages and Losses suffered by City. 16.2 Delays by Sureties. Without limiting to any of City’s other rights or remedies, City has the right to suspend the performance of the Work by Contractor’s sureties in the event of any of the following: (i) The sureties’ failure to begin Work within a reasonable time in such manner as to insure full compliance with the Construction Contract within the Contract Time; (ii) The sureties’ abandonment of the Work; (iii) If at any time City is of the opinion the sureties’ Work is unnecessarily or unreasonably delaying the Work; (iv) The sureties’ violation of any terms of the Construction Contract; (v) The sureties’ failure to perform according to the Contract Documents; or (vi) The sureties’ failure to follow City’s instructions for completion of the Work within the Contract Time. 16.3 Damages to City. 16.3.1 For Contractor's Default. City will be entitled to recovery of all Losses under law or equity in the event of Contractor’s default under the Contract Documents. 16.3.2 Compensation for Losses. In the event that City's Losses arise from Contractor’s default under the Contract Documents, City shall be entitled to withhold monies otherwise payable to Contractor until Final Completion of the Project. If City incurs Losses due to Contractor’s default, then the amount of Losses shall be deducted from the amounts withheld. Should the amount withheld exceed the amount deducted, the balance will be paid to Contractor or its designee upon Final Completion of the Project. If the Losses incurred by City exceed the amount withheld, Contractor shall be liable to City for the difference and shall promptly remit same to City. 16.4 Suspension by City for Convenience. City may, at any time and from time to time, without cause, order Contractor, in writing, to suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an aggregate of fifty percent (50%) of the Contract Time. The order shall be specifically identified as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at City’s expense, comply with the order and take all reasonable steps to minimize costs allocable to the Work covered by the Suspension Order. During the Suspension or extension of the Suspension, if any, City shall either cancel the Suspension Order or, by Change Order, delete the Work covered by the Suspension Order. If a Suspension Order is canceled or expires, Contractor shall resume and continue with the Work. A Change Order will be issued to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by such suspension. A Suspension Order shall not be the exclusive method for City to stop the Work. Rev. January 3, 2012 IFB Construction Contract 13 16.5 Termination Without Cause. City may, at its sole discretion and without cause, terminate this Construction Contract in part or in whole by giving thirty (30) Days written notice to Contractor. The compensation allowed under this Paragraph 16.5 shall be the Contractor’s sole and exclusive compensation for such termination and Contractor waives any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect or incidental damages of any kind resulting from termination without cause. 16.5.1 Compensation. Following such termination and within forty-five (45) Days after receipt of a billing from Contractor seeking payment of sums authorized by this Paragraph 16.5, City shall pay the following to Contractor as Contractor’s sole compensation for performance of the Work : .1 For Work Performed. The amount of the Contract Sum allocable to the portion of the Work properly performed by Contractor as of the date of termination, less sums previously paid to Contractor. .2 For Close-out Costs. Reasonable costs of Contractor and its Subcontractors and Sub-subcontractors for: (i) Demobilizing and (ii) Administering the close-out of its participation in the Project (including, without limitation, all billing and accounting functions, not including attorney or expert fees) for a period of no longer than thirty (30) Days after receipt of the notice of termination. .3 For Fabricated Items. Previously unpaid cost of any items delivered to the Project Site which were fabricated for subsequent incorporation in the Work. 16.5.2 Subcontractors. Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts permitting termination for convenience by Contractor on terms that are consistent with this Construction Contract and that afford no greater rights of recovery against Contractor than are afforded to Contractor against City under this Section. 16.6 Contractor’s Duties Upon Termination. Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following: (i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work that is not discontinued; (iii) Provide to City a description, in writing no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and (v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto. Rev. January 3, 2012 IFB Construction Contract 14 SECTION 17 CONTRACTOR'S RIGHTS AND REMEDIES. 17.1 Contractor’s Remedies. Contractor may terminate this Construction Contract only upon the occurrence of one of the following: 17.1.1 For Work Stoppage. The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of an order of a court or other public authority other than City having jurisdiction or due to an act of government, such as a declaration of a national emergency making material unavailable. This provision shall not apply to any work stoppage resulting from the City’s issuance of a suspension notice issued either for cause or for convenience. 17.1.2 For City's Non-Payment. If City does not make pay Contractor undisputed sums within ninety (90) Days after receipt of notice from Contractor, Contractor may terminate the Construction Contract (30) days following a second notice to City of Contractor’s intention to terminate the Construction Contract. 17.2 Damages to Contractor. In the event of termination for cause by Contractor, City shall pay Contractor the sums provided for in Paragraph 16.5.1 above. Contractor agrees to accept such sums as its sole and exclusive compensation and agrees to waive any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect and incidental damages, of any kind. SECTION 18 ACCOUNTING RECORDS. 18.1 Financial Management and City Access. Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Construction Contract in accordance with generally accepted accounting principles and practices. City and City's accountants during normal business hours, may inspect, audit and copy Contractor's records, books, estimates, take-offs, cost reports, ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project. Contractor shall retain these documents for a period of three (3) years after the later of (i) final payment or (ii) final resolution of all Contract Disputes and other disputes, or (iii) for such longer period as may be required by law. 18.2 Compliance with City Requests. Contractor's compliance with any request by City pursuant to this Section 18 shall be a condition precedent to filing or maintenance of any legal action or proceeding by Contractor against City and to Contractor's right to receive further payments under the Contract Documents. City many enforce Contractor’s obligation to provide access to City of its business and other records referred to in Section 18.1 for inspection or copying by issuance of a writ or a provisional or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony. SECTION 19 INDEPENDENT PARTIES. Each party is acting in its independent capacity and not as agents, employees, partners, or joint venturers of the other party. City, its officers or employees shall have no control over the conduct of Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein set forth. Rev. January 3, 2012 IFB Construction Contract 15 SECTION 20 NUISANCE. Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in connection in the performance of services under this Construction Contract. SECTION 21 PERMITS AND LICENSES. Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor shall provide, procure and pay for all licenses, permits, and fees, required by the City or other government jurisdictions or agencies necessary to carry out and complete the Work. Payment of all costs and expenses for such licenses, permits, and fees shall be included in one or more Bid items. No other compensation shall be paid to the Contractor for these items or for delays caused by non-City inspectors or conditions set forth in the licenses or permits issued by other agencies. SECTION 22 WAIVER. A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. SECTION 23 GOVERNING LAW. This Construction Contract shall be construed in accordance with and governed by the laws of the State of California. SECTION 24 COMPLETE AGREEMENT. This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This Agreement may be amended only by a written instrument, which is signed by the parties. SECTION 25 SURVIVAL OF CONTRACT. The provisions of the Construction Contract which by their nature survive termination of the Construction Contract or Final Completion, including, without limitation, all warranties, indemnities, payment obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect after Final Completion or any termination of the Construction Contract. SECTION 26 PREVAILING WAGES. This Project is not subject to prevailing wages. The Contractor is not required to pay prevailing wages in the performance and implementation of the Project, because the City, pursuant to its authority as a chartered city, has adopted Resolution No. 5981 exempting the City from prevailing wages. The City invokes the exemption from the state prevailing wage requirement for this Project and declares that the Project is funded one hundred percent (100%) by the City of Palo Alto. Or The Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the California Code of Regulations and Section 16000 et seq. and Section 1773.1 of the California Labor Code. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of worker needed to execute the contract for this Project from the Director of the Department of Industrial Relations. Copies of these rates may be obtained at cost at the Purchasing office of the City of Palo Alto. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1775, 1776, 1777.5, Rev. January 3, 2012 IFB Construction Contract 16 1810, and 1813 of the Labor Code. SECTION 27 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. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that the City does not appropriate funds for the following fiscal year for this event, 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 Construction Contract 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 28 AUTHORITY. The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. SECTION 29 ATTORNEY FEES. Each Party shall bear its own costs, including attorney’s fees through the completion of mediation. If the claim or dispute is not resolved through mediation and in any dispute described in Paragraph 14.2, the prevailing party in any action brought to enforce the provision of this Agreement may recover its reasonable costs and attorney’s 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 attorney’s’ fees paid to third parties. SECTION 30 SEVERABILITY. In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected. IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed the date and year first above written. 1 Rev. January 3, 2012 IFB Construction Contract CITY OF PALO ALTO ____________________________ Purchasing Manager City Manager APPROVED AS TO FORM: ___________________________ Senior Asst. City Attorney APPROVED: ___________________________ Public Works Director CONTRACTOR SOUTHWEST CONSTRUCTION & PROPERTY MANAGEMENT By:___________________________ Name:_________________________ Title:________________________ Description Engineer's Estimate Southwest Construction & Property Management Valentine Corp Aztec Consultants Anderson Pacific Constr. GSE Constr. Co. Remarks Total Base Bid 680,000 673,607 678,369 709,700 727,000 848,600 Low bidder ~1% below Engineer's Estimate Attachment B City of Palo Alto, Public Works Department - RWQCP Bid Summary for Facility Repair & Retrofit Project No. 2 (IFB 144542) " 'l ,p'.~ i ' '~~~;i~,~;!) a contract amendment for a second pension tier without agreement from all groups in the classification. Now that the City has reached agreement with the Fire Chiefs' Association for a new successor MOA, including agreement on a second tier reduced pension benefit for all Fire employees. The terms of the second tier pension benefit include the formula of 3%@55, final year salary calculation based on the average highest three (3) consecutive years, without the EPMC contract provision. The first step in the process is for the Council to adopt a Resolution of Intent and conduct a first reading of the ordinance amending the contract. These documents are required for CalPERS to implement the new second tier. Once the final ordinance is adopted and becomes effectiv,e, the contract amendment will go into effect the following payroll date. Based on the current schedule, the effective date of the contract will be May 19, 2012. This benefit change will only affect new safety Fire personnel who are hired and enter PERS membership for the first time in the Safety Fire classification after'the effective date of this amendment. Current, active employees in the Fire Fighters' union and in the Fire Chiefs' Association will retain the existing penSion benefits. Discussion This change in pension formula for newly hired Fire safety employees is expected to gradually decrease the City's retirement benefit expense. Decreases in the City's employer contribution will occur as employees are hired in the second tier. The new pension formula affects the level of benefits employees will be eligible to receive. For example, an employee subject to the existing 3%@55 formula who retires at age 50 with 25 years of service can retire with a pension equal to 75% of final salary. This is determined by calculating 3% of his or her salary and multiplying that by the number of accumulated years of service. Under the new formula, a 50 year old employee with 25 years of service will be able to retire with a pension equal to 60% of final salary. The maximum allowance for service retirement for either plan cannot exceed 90% of final compensation . . Another change in the new tier will be how the "final salary" is calculated for purposes of the pension calculation. CalPERS provides the option to employers to use the average highest salary in a one (1)-or three (3)-year period. The benefit for current fire employees provides for the average highest salary in a one (1)-year period. The calculation for employees hired under the new pension tier will be based on an average of three (3) consecutive highest years of salary to calculate the final salary. The average March 05, 2012 (ID # 2603) Page 2 of4 over a three (3)-year period will, in most cases, be lower than the average over a one (i)-year period. The City's current contract with CalPERS includes a provision which allows Employer Paid Member Contribution for employees in the Fire Chiefs' unit to be converted to pay rate during an employee's final compensation period. The new second reduced pension tier will not include this contract provision for Fire Chiefs' unit newly hired employees. The cost analysis provided by CalPERS states that while there will be no immediate rate impact for the City due to this amendment, ultimately, the City's normal cost will decrease as new hires, in the lower formula, begin to replace existing employees, in the higher formula, who retire or otherwise terminate. The approximate difference in normal cost is expected to be 1.7%. Resource Impact With the implementation of the new reduced pension tier and the average of the three (3) consecutive years of salary to calculate pensions, the City will gradually realize contribution savings or avoided costs as new IAFF and FCA employees replace those now employed under the current formula. With these two changes, the City is expected to save $39,748 in Fiscal Year (FY) 2015 with annual savings rising to $299,380 in FY 2022. Total estimated savings or avoided costs for theses two changes and for the two units are $1.6 million for the period of FY 2012 through FY 2022. Policy Implications This recommendation supports the City Council's goal of reducing pension costs to the City and is consistent with existing City policies. Environmental Review This action does not require an environmental review. Attachments: • RESO CALPERS Fire (PDF) • ORD Amend CalPers Contract Fire • PERS valuation 2nd tier FIRE 2-9-12 March OS, 2012 (ID # 2603) (PDF) (PDF) Page 3 Cf4 Prepared By: Department Head: Department City Manager Approval: March OS, 2012 (10 # 2603) Elizabeth Egli, Administrative Assistant Sandra Blanch, Interim Director, Human Resources Page 4 of4 * NOT YET APPROVED * Resolution No. ---Resolution of Intention of the Council of the City of Palo Alto to Approve an Amendment to Contract between the Board of Administration California Public Employees' Retirement System and the City Council of Palo Alto to Implement a Second Tier of Retirement Benefits for New Fire Employees WHEREAS, the Public Employees' Retirement Law permits the participation of public agencies and their employees in the Public Employees' Retirement System by the execution of a contract, and sets forth the procedure by which said public agencies may elect to subject themselves and their employees to amendments to said Law; and WHEREAS, one of the steps in the procedures to amend this contract is the adoption by the governing body of the public agency of a resolution giving notice of its intention to approve an amendment to said contract, which resolution shall contain a summary of the change proposed in said contract; and follows: WHEREAS, the followingJs a statement of the proposed change: To provide Section 20475 (Different Level of Benefits). Section 21363.1 (35 @ 55 Full formula) and Section 20037 (Three-Year Final Compensation) without Section 20037 (Three-Year Final Compensation) without Section 20692 (Employer Paid Member Contributions Converted to Payrate During the Final Compensation Period) are applicable to local fire members entering membership for the first time in the fire classification after the effective date of this amendment to contract. NOW, THEREFORE, the Council of the City of Palo Alto does RESOLVE as SECTION 1. That the Council of the City of Palo Alto does hereby give notice of intention to approve an amendment to the contract between said public agency and the Board of Administration of the Public Employees' Retirement System, a copy of said amendment being attached hereto, as "Exhibit A" and by this reference made a part hereof. /I II /I /I 120228 sh 8261830 1 * NOT YET APPROVED * SECTION 2. The Council finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: Sr. Deputy City Attorney City Manager Director of Human Resources Director of Administrative Services 120228 sh 8261830 2 follows: *NOT YET APPROVED* Ordinance No. --Ordinance of the Council of the City of Palo Alto Authorizing an Amendment to the Contract between the Board of Administration of the California Public Employees' Retirement System to Implement a Second Tier of Retirement Benefits for New Fire Employees The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as That an amendment to the contract between the City Council of the City of Palo Alto and the Board of Administration, California Public Employees' Retirement System is hereby authorized, a copy of said amendment being attached hereto, marked Exhibit "A," and by such reference made a part hereof as though herein set out in full. SECTION 2. The Mayor of the City Council, City of Palo Alto, is hereby authorized, empowered, and directed to execute said amendment for and on behalf of the City of Palo Alto. II II II II II II II II II II II II 120228 sh 8261831 2 SECTION 3. adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk APPROVED AS TO FORM: Sr. Deputy City Attorney 120228 sh 8261831 *NOT YET APPROVED* This ordinance shall take effect on the 31 st day after the date of its Mayor APPROVED: City Manager Director of Human Resources Director of Administrative Services 2 ! : ~- CalPERS California Public Employees' Retirement System :,' ' ' Actuarial Office ", P.O. Box 942709 Sacramento.,CA 95812-1494 TTY: (877) 249-7442 (888) 225-7377 phone" (916) 795·2744 fax www.calpers.ca.gov February 01, 2012 CALPERSID:6373437857 Employer Name: an' OF PALO ALTO Rate Plan: SAFETY PLAN Re: New Second Tier within a Non-pOoled Plan (Section 20475: Different Level of Benefits Provfded for New Employees; Section 21363.1: 3.0%@55 Full Formula, Section 20037: Three-Year Rnal Compensation, WIlHOUT Section 20692: Employer Paid Member Contributions) for Safety Fire Onl}' , • ..... vi" Dear Requestor: As requested, employer contribution rate information on your proposed second tier follOws. If you are aware of others interested in this information (i.e. payroll,staff, county court employees, port districts, etc.), please Inform them. The information is based on' the most'recent annual valuation and Is good until the completion of the next annual valuation, that is, the annual valuation as of June 30, 2011., If your agency has not taken action to amend its contract and we have already completed the June 30, 2011 annual valuation report, you must contact the Retirement Contract SeIViCleS Unit for an updated cost analysis. If the employee contribution rate changes, that chang'e would take plaCle immediately. There will be no ' immediate employer contribution rate impact from this amendment. Ultimately, though, your employer normal cost will decrease. If the mix of'active member entry ages were the same for both the current continuing first tier ' employees and the new second tier employees, the decrease In the employer rate would be 1.7%. The employer rate reduction will OCaJr gradually, beginning on July 1,20141 if there are second tier employees hired on or before June 30, 2012. For fiscal years 2014/2015 and 'beyond, the projected annual amount of rate reduct/on you can expect from'lntroduclng a second tier Is approximately equal to the ratio of your second tier annual payroll to your total plan annual payroll two and a half yea~ earlier. For example if 1/10 of your Safety Plan members were In second tier on June 30, 2012 and the ultimate expected normal cost decrease was 1.7%, the cumulative rate reduction you can expect by the 2014/io15 fiscal year would be 1/10 x 1.7% = 0.17%. ' , To Initiate an amendment to the cOntract, please follow the Contract Amendment Request process,on MyCalPERS with our Retirement Contract Services Unit, indicating your wish to contract for SectIon 20475 (Different Level of Benefits) and identifying the group{s),to which the benefit reduction applies. In sections 20463 (b) and (c), the CalifOrnia Public Employees' Retirement Law requires the governing body Qf a ,public agenc.y within five days of receipt of the contract amendment cost analysis, to provide each employee organization with a copy of the analysis. If this cost analysis was requested by an employee organization, the employee organization Is also required within five days of receipt of the analysis, to provide a copy of the analysis to the public agenc.y. If you have questions, please call (888) CaIPERS (225-7377). DAVID ClEMENT, ASA, MAAA, EA Senior Pension Actuary, CaIPERS California Public Employee·s Retlremerit System www.calpers.ca.gov City of Palo Alto (ID # 2599) City Council Staff Report Report Type: Action ItemsMeeting Date: 3/5/2012 March 05, 2012 Page 1 of 5 (ID # 2599) Summary Title: Adoption of New MOA for Fire Managers Title: Adoption of Resolution Amending Section 1801 of the Merit System Rules and Regulations to Adopt a New Memorandum of Agreement (MOA) with the Palo Alto Fire Chiefs’ Association From:City Manager Lead Department: Human Resources Recommendation Staff recommends that Council approve the attached resolution amending Section 1801 of the Merit System Rules and Regulations to adopt a new Memorandum of Agreement (MOA) between the City of Palo Alto and the Fire Chiefs’ Association effective March 5, 2012 through June 30, 2014. Background This unit currently has four (4)budgeted full-time positions and includes the classifications of Battalion Chief and Emergency Medical Services Coordinator. The City’s MOA with the Fire Chiefs’ Association (FCA) expired on June 30, 2010. The City and FCA have typically begun negotiations after concluding negotiations with the International Association of Fire Fighters (IAFF).Given the long and difficult process to conclude the fire fighters’ negotiations, as well as the other bargaining units in process, the negotiations with this unit were delayed. Discussion The City sought and achieved economic concessions from the FCA similar to those made by non-sworn employees represented by SEIU, the unrepresented Management/Professional employees, and the sworn safety employees covered under the new MOA for the IAFF adopted in October 2011. The main components of the systemic, structural changes to the compensation plan are described below: ·Elimination of Variable Management Compensation (VMC) March 05, 2012 Page 2 of 5 (ID # 2599) The City previously offered a program for managers that could provide an annual cash payment of approximately 4% of base salary based on meeting performance goals as documented in a written performance evaluation. That program was eliminated for all unrepresented managers in Fiscal Year (FY)10. However the four (4)managers covered by this unit were in contract at that time and therefore the VMC program continued for them. To achieve equity with unrepresented Management and Professional unit,the FCA members have agreed to eliminate the program, saving approximately 4% on an ongoing basis. In addition, this agreement includes a retroactive recovery of these one-time monies that were paid out to unit members since FY 10. To do this the employees in this unit will pay additional pension contributions for a one-year period. ·Increased Employee Pension Contributions The California Public Employees’ Retirement System (CalPERS) requires two (2) different contributions toward the City’s pension plan. The “employer” contribution fluctuates based in part on the rate of CalPERS investment returns. The City is required to pay the amount of this contribution. The second contribution is the “employee” or “member” contribution, which is set at 9% of salary for public safety and 8% for non-sworn. CalPERS rules allow agencies to pay all or part of the employee contribution, which this unit negotiated previously. Currently the City pays the full 9% member contribution for safety employees and 6% of the 8% for non-sworn. Upon adoption of this new MOA,employees in this Unit will pay their full member contribution. One year later, the employee contribution will reset to 5.1%. The increased rate for one year allows the City to recapture the one-time monies paid out for the Variable Management Compensation program described in the paragraph above. ·New Reduced Tier CalPERS Pension Plan for New Hires One of the City’s bargaining objectives is reducing pension costs. With agreement from the IAFF and now the FCA, the City can proceed with a second tier pension plan with reduced benefits for all local safety fire new hires. The second tier will include the 3%@55 formula with the final salary based on the average of the 3 highest consecutive years of salary. Additionally, the Fire Chiefs are covered by an optional contract amendment that provides for any member contribution amount paid by the employer to be reported as salary in the final year and employees in the second tier will not be eligible for that benefit. For March 05, 2012 Page 3 of 5 (ID # 2599) more detailed information please see the March 5, 2012 staff report (#2603) which will adopt the second pension tier for Safety Fire Employees. ·Beginning Employee Medical Contributions Another critical bargaining objective continues to be reducing medical costs. Medical premiums continue to grow, and until recently, the City has paid the entire premium amount and carried the risk for all premium increases. Last spring,unrepresented managers and professionals and Service Employees International Union (SEIU)began paying toward their medical premiums. As part of the fire fighters’ new MOA,all members now pay toward medical premiums as well. Under the provisions of this new MOA, members will contribute 10% toward medical premiums with the City picking up the remaining 90% of the total premium cost. For active employees this will take effect March 10, 2012. The contribution for medical benefits will also be required for employees who retire on or after May 1, 2012. These dates are different because CalPERS requires a minimum of 30 days to process the change for retiree medical benefits. Resource Impact The new MOA with FCA results in a number of significant expense savings and cost avoidances for the City. Some of these savings will be realized immediately and some over time. Starting with the pay period beginning March 10, 2012 the benefit changes cited below will be implemented for FCA members. Savings are then annualized for FY 2013. March 05, 2012 Page 4 of 5 (ID # 2599) Employee Paid Contribution of 9% for sworn Members,8% for non-sworn effective 3/10/12; Reset Employee Paid Pension Contribution to 5.1%,on-going after 3/10/13: Elimination of Tuition and Training Benefit: Elimination of Variable Management Compensation Program Total Savings Employee contribution of 10% toward medical Premiums effective 3/10/2012: Second Tier Reduced Pension Plan $* and final 3 year average salary effective as soon as administratively possible: *Savings from the second tier pension formula of 3%@55 and 3 year average will not be realized until FY 2015 as a result of a two year lag in the PERS allocation of costs. Based on a number of assumptions, staff estimates an eventual credit to Palo Alto of $5,573 for FY 2015. Policy Implications This recommendation is consistent with City Council direction to achieve structural changes in employee compensation for short-term and long-term savings. Environmental Review This is not a project under the California Environmental Quality Act (CEQA). Attachments: ·:Resolution Adopting New MOA with PA Fire Chiefs 2012 (PDF) ·:Fire Chiefs' Association MOA 2012 (PDF) ·:Fire Chiefs' Association Redline MOA 2012 (PDF) FY 2012 FY 2013 $12,402 $34,933 $2,584 $7,461 $0 $6,000 $36,171 $36,171 $51,157 $84,565 $1,845 $5,998 March 05, 2012 Page 5 of 5 (ID # 2599) Prepared By:Elizabeth Egli, Administrative Assistant Department Head:Sandra Blanch, Interim Director, Human Resources Department City Manager Approval: ____________________________________ James Keene, City Manager * NOT YET APPROVED * 120229 sh 8261835 1 Resolution No. _____ Resolution of the Council of the City of Palo Alto Amending Section 1801 of the Merit System Rules and Regulations to Adopt a New Memorandum of Agreement (MOA) with the Palo Alto Fire Chiefs’ Association The Council of the City of Palo Alto does RESOLVE as follows: SECTION 1. Section 1801 of the Merit System Rules and Regulations is hereby amended to read as follows: “1801. Memorandum of agreement incorporated by reference. That certain Memorandum of Agreement by and between the City of Palo Alto and the Palo Alto Fire Chiefs’ Association, consisting of Preamble and Articles I through XXII, for a term commencing March 5, 2012, and expiring June 30, 2014, is hereby incorporated into these Merit Systems Rules and Regulations by reference as though fully set forth herein. Said memorandum shall apply to all employees in classifications represented by said Palo Alto Fire Chiefs’ Association, except where specifically provided otherwise herein. In the case of conflict with this chapter and any other provisions of the Merit System Rules and Regulations, this chapter will prevail over such other provisions as to employees represented by said Palo Alto Fire Chiefs’ Association.” SECTION 2. The changes provided for in this resolution shall not affect any right established or accrued, or any offense or act committed, or any penalty of forfeiture incurred, or any prosecution, suit, or proceeding pending or any judgment rendered prior to the effective date of this resolution. // // // // // // * NOT YET APPROVED * 120229 sh 8261835 2 SECTION 3. The Council finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: __________________________ _____________________________ City Clerk Mayor APPROVED AS TO FORM: _____________________________ City Manager __________________________ Senior Deputy. City Attorney _____________________________ Director of Administrative Services _____________________________ Director of Human Resources Memorandum of Agreement Between City of Palo Alto and Palo Alto Fiw Chiefs Association March 5, 2012 MEMORANDUM OF AGREEMENT CITY OF PALO ALTO AND PALO ALTO FIRE CHIEFS' ASSOCIATION March 5, 2012 through June 30, 2014 PREAMBLE This Memorandum of Agreement between the City of Palo Alto, hereinafter referred to as the "City", and the Palo Alto Fire Chiefs' Association, hereinafter referred as the II Association", has been prepared and entered into in accordance with Title I, Division 4, Chapter 10, Sections 3500·3510 of the California Goverument Code and Chapter 12 of the City of Palo Alto Merit System Rules and Regulations. ARTICLE I -RECOGNITION Section 1. The City recognizes the Association as the exclusive representative of an employee group consisting solely of the classifications of Battalion Chief 56-hour workweek, Battalion Chief 40-hour workweek and Emergency Medical Services Chief, and Emergency Medical Services Coordinator who are regularly employed by the City. ARTICLE II -NO DISCRIMINATION Section 1. The Association and the City hereby agree that there shall be no discrimination because of race, color, age, handicap, sex, national origin, sexual orientation, political or religious affiliation under this Agreement. There shall be no discrimination in employment conditions or treatment of employees on the basis of membership or nonmembership in the Association, or participation in the lawful activities of the Association. Section 2. The Association and the City hereby agree to protect the rights of all employees to exercise their free choice to join the Association and to abide by the express provisions of applicable State and local laws. ARTICLE III -PAYROLL DEDUCTIONS Section 1. The City shall deduct Association membership dues and other mutaally agreed upon payroll deductions from the bi-weekly pay of member employees. The dues deduction must be authorized in writing by the employee on an authorization card acceptable to the Association and the City. The City shall remit the deducted dues to the Association as soon as possible after deduction. All Union members on payroll deduction for payment of Union dues as of 5:00 p.m. on the tenth day following signing of this Memorandum of Agreement must remain on payroll deduction for the life of the Memorandum of Agreement, or so long as they remain members of the representation unit. Union members who establish dues payroll deduction during the term of the Memorandum of Agreement must 1 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 remain on payroll deduction for the life of the Memorandum of Agreement, or so long as they remain members of the representation unit. Union members on dues payroll deduction may declare their intention to terminate such payroll deduction following expiration of this Memorandum of Agreement during the thirty-day period between sixty and ninety days prior to expiration of the Memorandum of Agreement. Section 2. Agency Shop. Pursuant to legislation enacted by SB 739 and amendment to the Meyers-Milias- Brown Act, the City and the Union agree to abide by the following provisions as they relate to an agency shop and an agency shop election. a) Agency Shop as defined under Meyers-Milias Brown means "an arrangement that requires an employee, as a condition of continued employment, either to join the recognized employee organization, or to pay the organization a service fee in an amount not to exceed the standard initiation fee, periodic dues, and general assessments of the organization." The City and the Union agree that an agency shop arrangement between the City and the Union shall be placed in effect upon ratification of this agreement. b) Any employee who is a member of a bona fide religion, body, or sect that has historically held conscientious objections to joining or fmandally supporting public employee organizations shall not be required to join or fmancially support any public employee organization as a condition of employment. The employee may be required, in lieu of periodic dues, initiation fees, or agency fees, to pay sums equal to the dues, initiation fees, or agency fees to a nonreligious, no labor charitable fund exempt from taxation under Section 50 I( c )(3) of the Internal Revenue Code, chosen by the employee from a list of at least three organizations, or if the memorandum of understanding between the City and the Union fuils to designate the funds, then to any such fund chosen by the employee. Proof of the payments shall be made on a monthly basis to the City as a condition of continued exemption from the requirement of fmandal support to the Union. c) Covered employees shall execute written authorization for either Union dues deductions, the agency fee, or, if eligible, the charitable contribution. In the absence of a written authorization the City shall deduct the agency fee from the employee's paycheck. d) If implemented, an agency shop provision may be rescinded by a majority vote of all the employees in the unit covered by the Memorandum of Understanding pursuant to the Meyers-Milias-Brown Act. e) The Union shall keep an adequate itemized record of its financial transactions and shall make available annually, to the City and to the employees who are members of the organization, within 60 days after the end of its fiscal year, a detailed written financial report thereof in the form of a balance sheet and an opening statement, certified as to accuracy by its president and treasurer or corresponding principal officer, or a certified public accountant. 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 f) The Union shall indemnifY and hold the City harmless against anyliability arising from any claims, demands, or other action relating to the City's compliance with the agency shop obligation. The Union shall comply with all statutory and legal requirements with respect to Agency Shop. ARTICLE IV -NO STRIKES Section 1. The Association, its representatives, or members, shall not engage in or cause, instigate, encourage, sanction, or condone a strike, withholding of services, leave of absence abuse, work stoppage or work slowdown of any kind against the City of Palo Alto or its citizens by employees covered under this Agreement. No employee shall refuse to cross any picket line in the conduct of Fire Department business, nor shall the Association, its representatives or members discriminate in any way toward anyone who refuses to participate in a strike, or any of the job actions cited above. ARTICLE V -SALARY PROVISIONS Section 1. Salary Range Adjustments. a) For the duration of this Agreement, the control points and range minimums for classifications covered by the bargaining unit will remain unchanged. b) Effective retroactive to and including January 1,2011, for payments that would have otherwise been paid in calendar year 20 II the City' s Variable Management Compensation policy shall cease to apply to members of the bargaining unit. c) The Parties acknowledge that the City is considering reorganization, redistribution, or augmentation (or a combination thereof) of functions currently performed by the incumbent in the Emergency Medical Services Coordinator classification. The Parties further anticipate that the City's decisions with respect to that subject will most likely occur by no later than June 30, 2012. At the conclusion ofthat study, if the duties are restructured in a manner that substantially alters the existing Emergency Medical Services Coordinator, by revision of the existing classification description or the creation of a new classification(s), the City will notifY the Union in writing of any changes in the above-described structure of duties (and classification, if applicable) and of the tentative salary range minimum and control point in light of the change(s). Within ten(lO) days after receipt of the notice by the Union, City and Union will commence the meet and confer process over the salary range minimum and control point that will apply. Section 2. Compression Between Captain and Battalion Chief. During the term of this agreement a 16% differential will be maintained between E-step Captain and Battalion Chief 56-hour workweek control point. Section 3. EMT Differential. Employees in represented classifications who maintain EMT certification will receive a three percent (3%) differential in addition to their base salary. 3 Memorandum of Agreement Between City of Palo Alto and 'Palo Alto Fire Chiefs Association March 5, 2012 Section 4. 40-hour Work Week Assignment Differential. Employees assigned to a 40-hour workweek schedule will be paid a differential of five percent (5%) of base salary in-lieu of holiday pay differential which 56-hour shift Battalion Chiefs receive. Section 5. Out of County Strike Team Pay. The City will pay an employee sent on out of County strike team duty a flat dollar wage payment beyond the employee's nOIlllaI salary for twenty-four (24) hour shift of such duty per non-regular work hours if the City receives reimbursement from the state or federal government for the labor costs incurred by the City for such expenses. Payment for partial shifts on such duty shall be prorated. For 40-hour Battalion Chief, payment for non-regular work hours.will be prorated. A Personnel Action Fonn will be completed in a timely manner to process this payment. The amount of the payment will be calculated in a manner that reflects ,that percentage of the employee's straight time hourly rate for which the City is reimbursed by the State of California or other external entity, excluding reimbursements for other labor costs (e.g. workers compensation, administrative expense, etc.). For example, if the employee's straight time hourly rate is fifty dollars ($50) per hour and the State reimburses the City for fifty percent (50%) of its labor costs incurred for such expenses the City will pay the employee twenty-five dollars ($25) per hour or six hundred dollars ($600) for the twenty-four (24) hour shift. If the State reimburses the City for seventy-five percent (75%) of its labor costs, the City will pay the employee nine hundred dollars ($900) for the twenty-four (24) hour shift. If the City is not reimbursed, no payment is due, as stated above. ARTICLE VI HOLIDAYS Seetion 1. Named Holidays. The following holidays are recognized as municipal holidays for pay purposes and non-shift employees shall have these days off with pay, except as otherwise provided in these rules: January 1 Third Monday in January Third Monday in February Last Monday in May July 4ih First Monday in September Second Monday in October Veteran's Day, November 11 Thanksgiving Day Day after Thanksgiving Day December 25 Either December 24 or December 31 as provided below Section 2. 56-Hour Work Week Assignments. One hundred forty nine and one half (149.5) hours is the total amount of holiday hours paid annually to an employee divided by 26 payroll periods which equals 5.75. Shift personnel shall receive pay in lieu of taking paid leave for accrued holidays. Such paid hours are in biweekly amount of 5.75 holiday hours. Holiday hours are prorated and accrued based on hours actually worked. If employees elect to be paid for these holiday hours at any time before the scheduled payoff they must have sufficient hours in their holiday account and must complete the Cash-out Request Fonn. Accrued holiday balances of shift employees will be automatically paid off in the months of June and December. 4 -j Memorandum of Agreement Between_ City of Palo Alto and Palo AltoFrre Chiefs Association March 5, 2012 Section 3. 40-Hour Work Week Assiv.nments. Employees assigned to a 40-hour workweek schedule will receive paid holidays in accordance with Sections 517 and 518 of the Merit System Rules and Regulations. The Emergency Medical Services Coordinator who works a schedule where a holiday falls on a regular day off, may, with supervisory approval, take another day off within the pay period or the following pay period. ARTICLE VIl-VACATION ACCRUAL Section 1. Vacation will be accrued when an employee is in a pay status and will be credited on a bi-weekly basis. Such accrual balance and credit may not exceed three times the annual rate of accrual. Accrual rates are by work week assignments as indicated in Section 1 and Section 2 below. Section 2. 56-Hour Workweek Assignments. Employees assigned to a 56-hour workweek schedule (24- hour shift) will accrue vacation at the following rate for continuous service performed in a pay status. a) For employees completing less than four (4) years continuous service, the accrual rate shall be five (5) duty shifts per year. b) For employees completing four (4), but less than nine (9) years continuous service, the accrual rate shall be eight (8) duty shifts per year. c) For employees completing nine (9), but less than fourteen (14) years continuous service, the accrual rate shall be ten (10) duty shifts per year. d) For employees completing fourteen (14), but less than nineteen (19) years continuous service, the accrual rate shall be eleven (11) duty shifts per year. e) For employees completing nineteen (19) or more years continuous service, the accrual rate shall be twelve (12) duty shifts per year. Section 3. 40-Hour Workweek Assignments. Personnel assigned to a 40-hour workweek schedule will accrue vacation at the following rate for continuous service performed in a pay status. a) For employees completing less than four (4) years continuous service, the accrual rate shall be eighty (80) hours per year. b) For employees completing four (4), but less than nine (9) years continuous service, the accrual rate shall be one-hundred twenty (120) hours per year. c) For employees completing nine (9), but less than fourteen (14) years continuous service, the accrual rate shall be one-hundred sixty (160) hours per year. 5 " ... " Memorandum of Agreement Between ... " " City of Palo Alto and Palo Alto Fire Chiefs Association March 5,2012 d) For employees completing fourteen (14), but less than nineteen (19) years continuous service, the accrual rate shall be one-hundred eighty (180) hours vacation leave per year. e) For employees completing nineteen (19) or more years continuous service, the accrual rate shall be two- hundred (200) hours vacation leave per year. ARTICLE VIII -VACATION CASH OUT Section 1. Limitation on Use. Employees may not use more than three times their annual rate of accrual in any calendar year period provided, however, that the Chief may grant exceptions to this limitation. Section 2. Cash out Option. a) Once each calendar year an employee may cash out eight (8) or more hours of vacation accrual in excess of eighty (80) hours (or (5) five duty shifts), to a maximum of one hundred twenty (120) hours (or five (5) duty shifts), provided that the employee has taken eighty (80) hours of vacation off with pay in the previous twelve (12) months. b) Effective for the 2012 tax year and each subsequent year, employees must pre-elect the number of vacation hours they will cash out during 2012, up to the maximum of 120 hours, prior to the start of the 2012 calendar year. The election will apply only to vacation hours accrued in the next tax year and eligible for cash out. The election to cash out vacation hours in each designated year will be irrevocable. This means that employees who elect to cash out vacation hours must cash out the number of accrued hours pre-designated on the election form. c) Employees who do not pre-designate or decline a cash out amount by the deadline established by the City will be deemed to have waived the right and will not be eligible to cash out any vacation leave in the following tax year. d) Employees who pre-designate cash out amounts may request a cash out at any time in the designated tax year by submitting a cash out form to payroll. Payroll will complete the cash out upon request, provided the requested eash out amount has accrued and is consistent with the amount the employee pre-designated. If the full amount of hours designated for cash out is not available at the time of cash out request, the maximum available will be paid. e) For employees who have not requested payment of the elected cash out amount by November I of each year, Payroll will automatically cash out the pre-designated amount in a paycheck issued on or after the payroll date including J\' ovember I. ARTICLE IX -MANAGEMENT ANNUAL LEAVE Section l. Forty (40) hour and fifty-six (56) hour workweek employees not eligible for overtime shall 6 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 .j., "',-.. be credited at the beginning of each fiscal year with eighty (80) hours of annual leave which may be taken as paid time off, added to vacation accrual (subject to vacation accrnaI limitations), taken as cash or taken as deferred compensation. Entitlement under this provision will be reduced on a prorated basis for part-time status, or according to the number of months in paid status during the fiscal year. Unused balances as of the end of the fiscal year will be paid in cash, unless a different option as indicated above is elected by the employee. . The Management Annual Leave accrual will be changed to an annual accrnaI rather than fiscal year. Effective July 1, 2012, employees will be credited with forty (40) hours of management annual leave to be used by December 31, 2012 or automatically will be cashed out. Effective January 1,2012, and every January 1 thereafter, employees "I'ill be credited with eighty (80) hours of management annual leave to be used by December 31 ,t or automatically will be cashed out. ARTICLE X -OTHER P AID LEAVES Section 1. City Manager Granted Leaves. The City Manager may grant a regular employee under his control a leave of absence with pay for a period not exceeding thirty calendar days for reasons he deems adequate and in the best interest of the City. Section 2. Council Granted Leave. The City Council may grant a regular employee a leave of absence with pay for a period not to exceed one year for reasons the Council considers adequate and in the best interest of the City. Section 3. Emnlovee's Time Orf to Vote. Time off with pay to vote at any general or direct primary election shall be granted as provided in the State of California Elections Code, and notice that an employee desires such time off shall be given in accordance with the provisions of said Code. Section 4. Leaves of Absence; Death in Immediate Family. Leave of absence with pay of one shift for 56-hour shift employees with provision for approval of one additional shift for travel outside the area may be granted an employee by the Chief in the event of death in the employee's immediate family, which is defined for prnposes of this section as wife, husband, son, son-in-law, daughter, daughter-in-law, father, mother, brother, brother-in-law, sister, sister-in-law, mother-in-law, futher-in-law, step-father, step-mother, step- sister, step-brother, grandfather, grandfather-in-Iaw, grandmother, grandmother-in-Iaw, uncle, aunt, niece, nephew, registered domestic partoer, or a close relative residing in the household of the employee. Such leave shall be at full pay and shall not be charged against the employee's accrued vacation or sick leave. Requests for leave in excess of two shifts shall be subject to the approval of the City Manager. Employees assigned to a 40-hour work week are eligible for leave of absence granted by the Chief with pay for three days in the event of death in the employee's immediate fumily which is defined above. Section 5. Jury Duty; Leave of Absence. Employees required to report for jury duty shall be granted a leave of absence with pay from their assigned duties until released by the court, provided the employee 7 Memorandum of Agre=ent Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 .'.,' "",~ remits to the City all fees,received for such duties other than mileage or subsistence allowances within thirty days from the termination of his or her jury service. Section 6. Subpoenas. Employees required to answer subpoenas as a witness for the City of Palo Alto or for a plaintiff where the City of Palo Alto is a defendant shall not lose payor benefits for work time lost to answer depositions or to appear in court. ARTICLE XI -OTHER LEAVE PROVISIONS Section 1. Disabilitv. Leaves of absence without pay may be granted in cases of disability not covered by sick leave. Pregnancy will be considered as any other disability. Leaves of absence for disability are subject to physician's verification including diagnosis and medical work restriction. Section 2.· Other Unpaid Leaves. Leaves of absence without pay may be granted in cases of personal emergency or when such absences would not be contrary to the best interest of the City. Non-disability prenatal and/or postpartum leave is available under this provision, but such leave shall not begin more than six months prenatal nor extend more than six months postpartum. Section 3. Accrued Vacation Credits. During unpaid leaves of absence for disability or other reasons, the employee may elect to use accrued vacation credits. Requests for leaves without pay shall not be unreasonably denied. In order to avoid misunderstandings, all leaves without pay must be in writing to be effective. Section 4. Approval of Department Head. Leave of absence without pay for one week or less may be granted by the department head, depending on the merit of the individual case. Section 5. Approval by City Manager. Leave of absence without pay in excess of one week's duration may be granted by the City Manager on the merit of the case, but such leave shall not exceed twelve months' duration. Section 6. Absence Without Leave. Unauthorized leave of absence shall be considered to be without pay, and reductions in the employee's pay shall be made accordingly. Unauthorized leave of absence may result in termination of employment. Section 7. Leave of Absence; Death Outside the Immediate Family. Leave without pay may be granted a regular employee by hislher department head in the event of death to family members other than one of the immediate family, such leave to be granted in accordance with Section 2 and Section 4. Section 8. Military Leave of Absence. State law shall govern the granting of military leaves of absence and the rights of employees returning from such absence. ARTICLE XII -VOLUNTARY CATASTROPHIC LEAVE PROGRAM 8 Memorandum of Agreement Between,,, , ..... City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 Section 1. The City of Palo Alto has established a Firefighter Vol untary Leave Program to provide FCA employees the opportunity to donate their accrued vacation time to assist fellow members ofFCA either due to: (a) an employee's own verifiable non-industrial catastrophic illness or injury (as defmed herein) or (b) in order to care for a member of the employee's immediate family (spouse, child, parent or registered domestic partner suffering from a verifiable catastrophic illness or injury) and have exhausted or will presently exhaust al1 of their paid leave. Section 2. In order to be eligible to receive donated leave, an employee must have a catastrophic illness or injury or an employee's immediate family member must have a catastrophic illness or injury that requires the employee to provide full-time care for this family member. Care will be taken to emphasize the voluntary nature of the plan and to insure confidentiality of employee participants and medical conditions (where applicable). Section 3. A Firefighter Voluntary Leave Sharing Program has been established to accept donations of vacation in accordance with the Program's guidelines. All donations shall be: a) Voluntary b) Irrevocable c) Confidential, unless disclosure is required by law d) In whole hour increments of at least four (4) hours, with the hours donated being converted to donee hours based on the donee's salary rate (so that there will be no cost to the City due to salary differential). e) The employee shall be required to exhaust all other types of leave to request donated leave f) It is understood that employees seeking or receiving leave under this program will apply for long- term disability benefits for which they may be eligible g) Where any of the period during which an employee receives donated leave is designated as family leave under the California Family Rights Act (CFRAlFamily Medical Leave Act (FMLA), the employee will be eligible for continuation of medical and other available benefits during that the family leave period (for up to 12 weeks), in accordance with the requirements of those laws. If the employee receiving donated leave is not eligible for CFRAlFMLA benefit continuation, or after the employee has exhausted the available CFRAlFMLA leave period, the employee will need to pay the premiums for continued medical and other available benefits if the employee chooses to continue such coverage through the City h) If the donation request is based on the need for an employee to care for an immediate family member, as defined above, the family member must require full-time care by the employee. Certification of this requirement by a health care professional is required i) The maximum donated time a donee may receive is 12 months (if available). j) Applications to donate leave or receive leave under this Program are made to the Human Resources Department k) This is a pilot program and is subject to cancellation by either party 9 " ,,, Memorandum of Agreement Between ,_ " ,~ City of Palo Alto and Palo Alto Fire Chiefs Associatiori March 5,2012 Section 4. FCA members interested in donating leave or in applying to receive donated leave shall complete forms provided by the Human Resources Department. If an applicant for leave is found to meet the criteria set forth herein, Human Resources will determine the availability of and (as applicable) allocation of donated paid leave. Payroll will be notified in writing of the number of hours to be deducted from each donating employee's vacation balance and transferred to the donee employee(s). Section 5. The City reserves the right to modifY or terminate this program at any time. Section 6. Catastrophic lliness or Injury (also referred to as "medical emergency" in Revenue RuJing 90-29 and Sections SO I (c) and 812 of the Merit Rules and ReguJations): A non-occupational medical condition of an employee that will require the prolonged absence of the employee from duty and which will result in a substantial loss ofincome to the employee because the employee will have exhausted all paid leave available apart from the Voluntary Employee Leave sharing Program. Non-disability postpartum leave as referenced in Merit Rule SOI(b) shall not be considered a catastrophic illness or injury under this Policy. ARTICLE XIII -OVERTIME COMPENSATION FOR BATTALION ernEF CLASSIFICATIONS Section 1. Employees in FLSA exempt positions as determined by the City in accordance with the FLSA, including but not limited to Battalion chiefs, are salaried employees and are not eligible for overtime pay. Non-FLSA exempt personnel shall receive overtime compensation at the rate of one and one-haJf(1 It,) times the employee's regular hourly rate of pay for all hours worked in excess of forty (40) hours in a workweek. All overtime hours must be pre-authorized by the Fire Chief or designee. Section 2. Effective July I, 200S an individual Battalion Chief shall not in any fiscal year be required to work more than four (4) shifts to fill a shift vacancy (arising due to another Battalion Chief's absence or termination) that wouJd have been compensated with overtime under the overtime provisions in effect prior to July 1, 2008. However, this limitation shall not apply in the event of a major emergency (e.g. earthquake, major conflagration, weather disaster, etc.), nor shall it apply to required attendanee of staff meetings, strike team meetings, training, or other such incidental non-shift activities. Section 3. Assignment. The City may, at its discretion, assign and work aFire Captain as a Battalion Chief to temporarily fill a vacant Battalion Chief position or to backfill behind an incumbent Battalion Chief on leave, or to perform duties that would otherwise involve a call-back of a Battalion Chief. ARTICLE XIV -PROFESSIONAL DEVELOPMENT-REIMBURSEMENT Effective July 1,2012 the terms of this Article XIV are in their entirety nuJl and void, and will have no meaning, function or effect. . 10 Memorandtlm of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 ARTICLE XV -EXCESS BENEFIT REIMBIJRSEMENT Section 1. The benefit provided by this Article is designed to meet the requirements of Section 125 of the Internal Revenue Code. Every calendar year, each employee will be provided with $2,500 that they can designate among the following options: a) Medical Flexible Spending Account (Medical FSA). Provides reimbursement for excess medical/dental/vision, or expenses that are incurred by employees and their dependents which are not covereu or reimbursed by any other source, including existing City-sponsored plans. 1bis includes prescribed medications and co-payments as specified in applicable federal law. b) Dependent Care Flexible Spending Account (Dependent Care FSA). Provides reimbursement for qualified dependent care expenses underthe City's Dependent Care Assistance Program (DCAP), subject to the limits specified in applicable federal law. . 1) Dependent care expenses not reimbursed under this section may be eligible for reimbursement under the City Dependent Care Assistance Plan (DCAP). However, the maximum amount reimbursed under DCAP will be reduced by any amount reimbursed under the Excess Benefit Plan. c) Professional Development Employees may use these funds for professional development purposes on a taxable basis to the extent such expenses (e.g., job-related training and education, seminlirs, training manuals, etc.) are not paid or reimbursed under any other plan of the City. d) Deferred Compensation. Provides a one-time contribution to the employee's City-sponsored I.R.C. § 457 Deferred Compensation plan with either ICMA-RE or the Hartford, subject to the contribution limitations of applicable law. Amounts designated by employees to either the Medical FSA, Dependent Care FSA, or Professional Development options are done so on a "use -it-or-lose-it" basis. This means that any amounts designated and not used by the end of the calendar year (or end of the extended grace period for the medical FSA) will be forfeited by the employee and returned to thc plan. Specified amounts under this benefit will be applied on a pro-rata basis for employees who are part-time or who are in a management or professional pay status for less than the fun fiscal year. Such benefits will be· pro-rated in the first year of employment (based on hire date) but will not be pro-rated upon separation of employment. 11 Memorandum of Agreemel?ldiletween City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 ARTICLE XVI -PHYSICAL EXAMS Physical fitness medical examinations for all represented employees will be provided in accordance with the Fire Department Physical Fitness Program General Order. ARTICLE XVII -BENEFIT PROGRAMS Section 1. Health Plan. Benefits will be provided in accordance with provisions of the California Public Employees Retirement System (CalPERS) PEMHCA Health Plans. If CalPERS changes the plans it offers, the City and the Union will meet and confer over the City continuing to provide an equivalent benefit at an equivalent cost. Effective the pay period following adoption ofthis MOA [expected to be March 10,2012] the City and employees in the bargaining unit will share medical premium costs as shoVvTI in the tables below, with the City paying ninety percent (90%) of the monthly medical premium for the employee selected PEMCHA optional plan, not to exceed a total of ninety percent (90%) of the monthly premium for the second most expensive plan among the existing array of plans. If an employee selects the most expensive plan, the City will pay up to ninety percent (90%) of the second most expensive plan premium and the employee will pay the difference. Number of Monthly Employee Parties Contribution Monthly City Contribution Covered Eligible Employee I 10% of monthly premium 90% of monthly premium for Active Only for plan selected by plan selected by employee Employees employee Not to exceed 90,!!> of the second most I eXDensive Dian Dremium Employee 10% of monthly premium 90% of the monthly premium for Plus One for plan plan selected by employee seleeled by employee Not to exceed 90% of the second most eXDensive Dian Dremium Employee Plus 10% of monthly premium 90% of monthly premium for Two or More for plan plan selected by employee selected by employee Not to exceed 90% of the second most exeensive elan Ilremium Active employee domestic partners whose domestic partnership is registered with the State of California will be eligible for medical benefits under this section. Active employee domestic partners whose domestic partnership is not registered with the state but who meet the requirements of the City of Palo Alto Declaration of Domestic Parmership, and are registered with the Human Resources Department, will be eligible for reimbursement of the actual monthly premium cost of an indi vidual 12 I Memorandum of Agreement Between ~, " '. City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 health plan, not to exceed ninety percent (90%) of the second highest plan. Evidence of premium payment will be required with request for reimbnrsement. Section 2. Alternate Medical Benefit. If a regular employee and/or the employee's dependent(s) are eligible for medical insnrance through another employer-sponsored or association medical plan, the employee may opt for alternative medical insnrance coverage through the other employer-. sponsored or association plan and waives his/her right to the City of Palo Alto's medical insnrance coverage for same individuals. Employees electing alternative coverage and no City coverage will receive cash payments of approximately half of the "averaged monthly premiums" for their medical insnrance coverage. "Averaged monthly premiums" are the average of the Kaiser HMO, Blue Shield HMO and PERS Choice PPO premiums for the employee's City medical coverage available through CalPERS. The rates for 2012 are as follows: One Party: $284.36 Two Party: $568.71 Family: S739.32 The Alternative Medical Benefit Program rates for subsequent years covered by this agreement will be determined when CalPERS formally armounces the health plan rates applicable for the year in which they are to apply. Section 3. Dental Benefits a) The City shall pay covered plan charges on behalf of all eligible employees and dependents. Domestic partners are considered dependents, as defined in this article. Benefits for regular part-time employees will be prorated as follows: Employees who will work less than full time, will receive prorated premium costs for dental benefits in accordance with his/her percentage of a full-time work schedule. Part time employees currently receiving full benefits will not be impacted. b) The City's Dental Plan provides the following: maximum benefits per calendar year shall be two thousand $2000 for representation unit employees and their dependents; fifty percent (50%) of reasonable charges, two thousand dollar (S2000) lifetime maximum orthodontic benefit • Basic Benefits (All other covered services) First Calendar Year of Eligibility Second Calendar Year of Eligibility 13 70% UCR* 80% UCR* = ,;. " ... Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association. March 5, 2012 Third Calendar Year of Eligibility Fourth Calendar Year of Eligibility *Usual, Customary, and Reasonable "Not included in annual dental maximum 90% UCR* 100% UCR* If the employee and eligible dependents have used the Plan at least once during the preceding calendar year, the percentage reimbursed by the Plan increases to 80%, 90% or 100% respectively during the second, third and subsequent calendar years of eligibility for basic benefits. If the employee and eligible dependents lose eligibility, basic benefits will be reinstated at 70 percent if you again become eligible for the Plan. Section 4. Vision Care a) The City shall provide vision care coverage for employee and dependents. Coverage is equivalent to the $20 deductible Vision Services Plan A. b) Dependents will include domestic partners, as defined under Article XVII, Section I (active employee domestic partners). Section 5. Emplovee Assistance Plan. The Employee Assistance Plan (EAP) provides employees with confidential personal counseling, work and family related issues, eldercare, substance abuse, etc. In addition, EAP programs provide a valuable tool for supervisors to refer troubled employees to professional outside help. This service staffed by experienced clinicians is available to employees and their dependents by calling a toll-free phone line 24 hours a day, seven days a week. Guidance is also available online. ARTICLE XVIII -RETIREMENT MEDICAL PLAN Section 1. Retiree Medical coverage for Unit Employees Hired Before January 1,2004. Monthly City-paid premium contributions for a retiree-selected PEMHCA optional plan will be made in accordance with the Public Employees' Medical and Hospital Care Act Resolution for employees that retire on or before December 31, 2006. Effective January 1, 2007 the City will pay up to the monthly medical premium for the 2nd most expensive plan among the existing array of plans during the contract term. However, the City contribution for an employee hired before January 1, 2004 who retires on or after May 1,2012 shall be the same contribution amount it makes for active City employees. Any employee who retires before May 1, 2012 will not be required to pay any premium contribution effective March 10, 2012, excluding any required dependent contribution described below. For the 2012 calendar year, the City's contribution toward dependent coverage is ninety-five percent (95%) of the difference between the applicable "Employee and One Dependent" or "Family" maximum employer contribution for "Employee Only" coverage. This contribution for dependents will increase annual by 5% of the difference between the single party premium and the two-party. or family premium, until such time as 14 Memorandum.ofAgreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 the premium of the affected dependent(s) is fully covered. For the 2013 calendar year, the City's contribution toward dependent coverage will be 100%. Section 2. Twenty Year Vesting for Retiree medical Coverage for Unit Employees Hired Afer January I, 2004. Retiree Medical coverage for Unit employees hired after January 1,2004 shall be as follows: a. Twenty (20) year vesting in CalPERS system for the full retiree medical benefit specified in the preceding paragraph including a minimum offive (5) years with the City of Palo Alto. b. Eligible employees will receive Fifty (50%) percent of City-paid benefit after ten (10) years; each additional service credit year after ten (10) years will increase employer credit by five percent (5%) until twenty (20) years is reached at which time employee is eligible for one hundred percent (100%) and ninety percent (90%) of the City-paid benefit for dependents. Notwithstanding any other term of this section, the City of Palo Alto's health premium contribution for eligible post January 1,2004 hires shall be not be less than the minimum contribution set by PERS under Government Code Section 22893 based on a weighted average of available health plan premiums. ARTICLE XIX -BASIC LIFE INSURANCE The City shall provide a basic life and AD & D insurance plan in an amount equal to the employee's annual basic compensation (rounded to the next highest $1,000). ARTICLE XX-SUPPLEMENTAL LIFE INSURANCE An employee may, at hislher cost, purchase additional life insurance and additional AD&D coverage. The total amount of life insurance available to the employee is $325,000 and the total amount of AD&D coverage available is $325,000. ARTICLE XXI-LONG TERM DISABILITY INSURANCE In lieu of providing long-term disability insurance program to eligible employees, the City shall add $40.00 per month to the base salary of eligible employees. This $40.00 per month shall not be calculated into the labor market salary comparison. ARTICLE XXII -EFFECTIVE DATE OF BENEFIT COVERAGE FOR NEW EMPLOYEES For newly-hired regular employees coverage begins on the first day ofthe month following date ofhire for the health plan, dental plan, vision care plan, life insurance and long term disability plans if these benefits are elected. 15 .. ! 1 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 ARTICLE XXIII-WORKERS' COMPENSATION Persons on disability will be required to appear or otherwise report at regular nvo-week intervals to the Fire Chief or designate to discuss hislher status and ability to return to full or restricted work status. This section is not meant to unreasonably restrict employee's activities so long as such activities are cleared by the treating physician, treating program or alternative treatment program is maintained and employee is available for full or restricted duty as soon as medical clearance can be received. ARTICLE XXIV-RETIREMENT PENSION PLANS Section 1. Miscellaneous Member Pension Formula. For employees hired before the City adopted the 2% at 60 formula effective July 17, 2010, the City will continue to contract with the Califoruia Public Employees' Retirement System (CaIPERS) for the 2.7% at 55 formula for Miscellaneous members with the single highest year final compensation basis for pension calculation as provided by Government Code Section 20042. Future Miscellaneous members hired on or after the date this M.O.A. takes effect will be placed in the second pension tier with the 2% at 60 formula with single highest year final compensation as provided by Government Code Section 20042. The three year [mal compensation basis for pension calculation, as provided by Government Code section 20037, will apply tc Miscellaneous members hired on or after August 1,2013. Section 2. Safetv Member Pension Formula. For Safety members hired before the City adopts the 3%@55 formula as provided below the City will contract with the Califoruia Public Employees' Retirement System (CaIPERS) to provide the "3% at 50" full formula (Government Code Section 21362.2) with the single highest year final compensation basis for pension calculation as provided by Government Code Section 20042. The City will contract with CalPERS for the 3%@55 formula with the three years final compensation basis for pension calculation as provided by Government Code section 20037 for Safety members hired on or after the date such contract is adopted by the City. The City will enter into the contract with CalPERS for the second pension tier as soon as administratively possible. Section 3. Employee Share ofPERS Contribution. Effective May I, 1984, the City agreed to pay the 7% employee contribution to CalPERS on behalf of Miscellaneous CalPERS Plan members. E:ffuctive with the pay period inclusive of 116107, the City contribution was increased to cover the cost of the 2.7% @ 55 retirement formula. The City thereafter paid six percent (6%) and the employee paid two percent (2%) of the 8% CalPERS employee contribution for the 2.7%@ 55 retirement benefit formula. For sworn fire management employees the City has paid the nine percent (9%) of the employee's Safety CalPERS Plan contribution. Effective on the first day of the pay period following adoption of this M.OA by the City Council, which is expected to be March 10,2012, Miscellaneous and Sworn members shall pay the entirety ofthe applicable CalPERS employee contribution. Depending upon the formula the employee participates in, the amounts are 16 -. 1 i Memorandum of Agreement Between l~ •• ," City of Palo Alto and Palo Alto Fire Chief.5 Association March 5, 2012 as follows: Miscellaneous with 2.7%@55 is 8%, Miscellaneous with 2%@60 is 7% and 9% for Sworn members. Beginning on the first day of the first pay period that is one year after the employees begin paying their full CalPERS employee retirement contribution the employee contribution will drop to five and one tenth percent (5.10%). The City will pay the remainder of the required PERS employee contribution. Notwithstanding the above provisions of this Section and pursuant to Section 20692, upon filing a notice of retirement by an employee in this unit the City-paid portion of the CalPERS employee contribution will be converted to a salary adjustment of equal amount on a one-time irrevocable basis for the final compensation period which is defined as the highest average compensation earnable (salary) during the year immediately preceding retirement or any other designated consecutive year. The employee shall simultaneously assume paying the City-paid portion of the employee CalPERS contribution. However, future hires into this Unit after adoption of the second pension tier will not receive the conversion in the final year. The benefit known as EPMC (Employer Paid Member Contribution), Section 20692, will not be part of the second pension tier. Employee CalPERS contributions shall be made on a tax deferred basis, in accordance with Section 414(h) (2) of the Interual Revenue Code. All provisions of this subsection are subject to and conditioned upon compliance with IRS regulations. Section 5. Status Determination. An employee's membership in and designation as Safety or Miscellaneous for CalPERS pension plan purposes shall be determined based on applicable Califoruia law. ARTICLE XXV -MISCELLANEOUS EMPLOYMENT -RELATED EXPENSES Section 1. Station House Fund. The Station House Fund per year per shift employee shall be $48.00. Section 2. Non-Food House Items. The City agrees to furuish and maintain each fire station with the following non-food house fund items: TV purchase and repair, the San Jose Mercury News, and the San Francisco Chronicle to be selected on an armual basis. Kitchen cooking utensils, small kitchen appliances and other specific items to be determined by mutual agreement of the parties will be purchased from the Station House Fund. Section 3. Per Diem Travel Expenses For City Business. Unless other mutually agreeable arrangements are made, representation unit employees who are required to travel away from the City on City business will receive travel expenses, according to City policies which are currently in effect. 17 ·Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 Section 4. Parking. Employees in represented classes assigned to Civic Center or adjacent work locations shall be entitled to free parking in the Civic Center Garage, or a commute incentive which will be subject to meet and confer. Employees hired after July 1, 1994 may initially receive a parking permit . for another downtown lot subject to availability of space at the Civic Center garage. Light duty employees assigned to the Civic Center will receive Civic Center parking temporary permits for the duration of the light duty assignment. ARTICLE XXVI-RESIDENCY For purposes of emergency response availability, represented employees shall live within 90 miles travel distance of the city limits of Palo Alto. ARTICLE XXVII -FULL UNDERSTANDING Section 1. The Memorandum of Agreement contains the full and entire understanding of the parties regarding the matters set forth herein. Section 2. Severability. If any of the provision herein contained be rendered or declared invalid by reason of any State or Federal legislation, or by ruling of any court of competent jurisdiction, such invalidation of such part or portion of this Memorandum of Agreement shall not invalidate the remaining portions hereof, and they shall remain in full force and effect, insofar as such remaining portions are severable. Section 3. It is the intent of the parties that ordinances, resolutions, rules and regulations enacted pursuant to this Memorandum of Agreement be administered and observed in good faith. Section 4. Nothing in this Memorandum of Agreement shall preclude the parties from mutually agreeing to meet and confer on any subject with the scope of representation during the term ofthis agreement. Section 5. Merit System Rules and Regulations During the term of this Memorandum of Agreement, Management may propose certain changes in the City Merit System Rules and Regulations. With regard to such changes which pertain to the representation unit, the parties agree to review, and upon request, meet and confer regarding the changes. ' ARTICLE XXVIII -DURATION This Memorandum of Agreement shall become effective upon signing by the parties hereto, except that those provisions herein that have specific effective dates shall take effect on those dates regardless of signing date, once this Memorandum of Agreement is signed by the parties hereto. This Memorandum of Agreement shall expire June 30, 2014. 18 = .\ Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association March 5, 2012 " 'I' rJw Signed this .c day of February , 2012, FOR THE PALO ALTO FIRB CHIEFS' ASSOCIATION: By~~~~~ _____ ~~~ __ __ Kim Roderick, Emergency Medical Services Coordinator BY~'.~, {J Niles Broussard, Battalion Chief By.~~-=~~~~~-=~ __ __ Geoffrey Blackshire, Battalion Chief By.~~~~~ __ ~~~ ____ _ Chris Woodard, Battalion Chief FOR THE CITY OF PALO ALTO: BY'~ P.fkw!v San a Blanch, Interim Human Resources Director BY"'~'U' ~- Marcie Scott, Asat. Human Resources Director BY_01~VLllJ~~ __ _ Darre 1 Murray, Chief Spokesperso (IEDA) 20 ~--~~ .~------... ------~~. Palo Alto Fire Chiefs Association 2009 Compensation Plan 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 1 MEMORANDUM OF AGREEMENT CITY OF PALO ALTO AND PALO ALTO FIRE CHIEFS’ ASSOCIATION July 1, 2006 March 5, 2012 ------ through June 30, 20140 PREAMBLE This Memorandum of Agreement between the City of Palo Alto, hereinafter referred to as the "City", and the Palo Alto Fire Chiefs’ Association, hereinafter referred as the "Association", has been prepared and entered into in accordance with Title I, Division 4, Chapter 10, Sections 3500-3510 of the California Government Code and Chapter 12 of the City of Palo Alto Merit System Rules and Regulations. ARTICLE I - RECOGNITION Section 1. The City recognizes the Association as the exclusive representative of an employee group consisting solely of the classifications of Battalion Chief 56-hour workweek, Battalion Chief 40-hour workweek and Emergency Medical Services Chief, and Emergency Medical Services Coordinator who are regularly employed by the City. ARTICLE II - NO DISCRIMINATION Section 1. The Association and the City hereby agree that there shall be no discrimination because of race, color, age, handicap, sex, national origin, sexual orientation, political or religious affiliation under this Agreement. There shall be no discrimination in employment conditions or treatment of employees on the basis of membership or nonmembership in the Association, or participation in the lawful activities of the Association. Section 2. The Association and the City hereby agree to protect the rights of all employees to exercise their free choice to join the Association and to abide by the express provisions of applicable State and local laws. ARTICLE III - PAYROLL DEDUCTIONS Section 1. The City shall deduct Association membership dues and other mutually agreed upon payroll deductions from the bi-weekly pay of member employees. The dues deduction must be authorized in writing by the employee on an authorization card acceptable to the Association and the City. The City shall remit the deducted dues to the Association as soon as possible after deduction. All Union members on payroll deduction for payment of Union dues as of 5:00 p.m. on the tenth day following signing of this Memorandum of Agreement must remain on payroll deduction for the life of the Memorandum of Agreement, or so long as they remain members of the representation unit. Union 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 2 members who establish dues payroll deduction during the term of the Memorandum of Agreement must remain on payroll deduction for the life of the Memorandum of Agreement, or so long as they remain members of the representation unit. Union members on dues payroll deduction may declare their intention to terminate such payroll deduction following expiration of this Memorandum of Agreement during the thirty-day period between sixty and ninety days prior to expiration of the Memorandum of Agreement. Section 2. Agency Shop. Pursuant to legislation enacted by SB 739 and amendment to the Meyers-Milias- Brown Act, the City and the Union agree to abide by the following provisions as they relate to an agency shop and an agency shop election. a) Agency Shop as defined under Meyers-Milias Brown means “an arrangement that requires an employee, as a condition of continued employment, either to join the recognized employee organization, or to pay the organization a service fee in an amount not to exceed the standard initiation fee, periodic dues, and general assessments of the organization.” The City and the Union agree that an agency shop arrangement between the City and the Union shall be placed in effect upon ratification of this agreement. b) Any employee who is a member of a bona fide religion, body, or sect that has historically held conscientious objections to joining or financially supporting public employee organizations shall not be required to join or financially support any public employee organization as a condition of employment. The employee may be required, in lieu of periodic dues, initiation fees, or agency fees, to pay sums equal to the dues, initiation fees, or agency fees to a nonreligious, no labor charitable fund exempt from taxation under Section 501(c)(3) of the Internal Revenue Code, chosen by the employee from a list of at least three organizations, or if the memorandum of understanding between the City and the Union fails to designate the funds, then to any such fund chosen by the employee. Proof of the payments shall be made on a monthly basis to the City as a condition of continued exemption from the requirement of financial support to the Union. c) Covered employees shall execute written authorization for either Union dues deductions, the agency fee, or, if eligible, the charitable contribution. In the absence of a written authorization the City shall deduct the agency fee from the employee’s paycheck. d) If implemented, an agency shop provision may be rescinded by a majority vote of all the employees in the unit covered by the Memorandum of Understanding pursuant to the Meyers-Milias-Brown Act. e) The Union shall keep an adequate itemized record of its financial transactions and shall make available annually, to the City and to the employees who are members of the organization, within 60 days after the end of its fiscal year, a detailed written financial report thereof in the form of a balance 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 3 sheet and an opening statement, certified as to accuracy by its president and treasurer or corresponding principal officer, or a certified public accountant. f) The Union shall indemnify and hold the City harmless against any liability arising from any claims, demands, or other action relating to the City’s compliance with the agency shop obligation. The Union shall comply with all statutory and legal requirements with respect to Agency Shop. ARTICLE IV - NO STRIKES Section 1. The Association, its representatives, or members, shall not engage in or cause, instigate, encourage, sanction, or condone a strike, withholding of services, leave of absence abuse, work stoppage or work slowdown of any kind against the City of Palo Alto or its citizens by employees covered under this Agreement. No employee shall refuse to cross any picket line in the conduct of Fire Department business, nor shall the Association, its representatives or members discriminate in any way toward anyone who refuses to participate in a strike, or any of the job actions cited above. ARTICLE V - SALARY PROVISIONS Section 1. Salary Range Adjustments. a) Effective with pay period including July 1, 2006, a four percent (%) increase will be applied to the control point of all represented classes. For the duration of this Agreement, the control points and range minimums for classifications covered by the bargaining unit will remain unchanged. b) Effective retroactive to and including January 1, 2011, for payments that would have otherwise been paid in calendar year 2011 the City’s Variable Management Compensation policy shall cease to apply to members of the bargaining unit. c) The Parties acknowledge that the City is considering reorganization, redistribution, or augmentation (or a combination thereof) of functions currently performed by the incumbent in the Emergency Medical Services Coordinator classification. The Parties further anticipate that the City’s decisions with respect to that subject will most likely occur by no later than June 30, 2012. At the conclusion of that study, if the duties are restructured in a manner that substantially alters the existing Emergency Medical Services Coordinator, by revision of the existing classification description or the creation of a new classification(s), the City will notify the Union in writing of any changes in the above-described structure of duties (and classification, if applicable) and of the tentative salary range minimum and control point in light of the change(s). IfW within tenseven (107) days after receipt of the notice by the Union, City and Union will commence requests to the meet and confer, the City and Union shall commence the meet and confer process within ten (10) days over the salary range minimum and control point that will apply. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 4 b) Effective with the pay period including July 1, 2007, a three percent (3%) increase will be applied to the control point of all represented classes. c) Effective January 1, 2008, the City shall add twelve thousand dollars ($12,000) to the annual base rate of 56 hour Battalion Chiefs($4.12) per hour based on a 2912 hour work year. d) Effective with the pay period including January 1, 2008, a three percent (3%) increase will be applied to the control point of all represented classes, after application of the increase set out in subsection (c) of this section. e) Effective with the pay period including July 1, 2009, a four percent (4%) increase will be applied to the control point of all represented classes. Section 2. Compression Between Captain and Battalion Chief. During the term of this agreement a 16% differential will be maintained between E-step Captain and Battalion Chief 56-hour workweek control point. Section 3. EMT Differential. Employees in represented classifications who maintain EMT certification will receive a three percent (3%) differential in addition to their base salary. Section 4. 40-hour Work Week Assignment Differential. Employees assigned to a 40-hour workweek schedule will be paid a differential of five percent (5%) of base salary in-lieu of holiday pay differential which 56-hour shift Battalion Chiefs receive. Section 5. Out of County Strike Team Pay. The City will pay an employee sent on out of County strike team duty a flat twelve hundred dollar ($1200) wage payment beyond the employee’s normal salary for twenty-four (24) hour shift of such duty per non-regular work hours if the City receives reimbursement from the state or federal government for the labor costs incurred by the City for such expenses. Payment for partial shifts on such duty shall be prorated. For 40-hour Battalion Chief, payment for non-regular work hours will be prorated. A Personnel Action Form will be completed in a timely manner to process this payment. The amount of the payment will be calculated in a manner that reflects that percentage of the employee’s straight time hourly rate for which the City is reimbursed by the State of California or other external entity, excluding reimbursements for other labor costs (e.g. workers compensation, administrative expense, etc.). For example, if the employee’s straight time hourly rate is fifty dollars ($50) per hour and the State reimburses the City for fifty percent (50%) of its labor costs incurred for such expenses the City will pay the employee twenty-five dollars ($25) per hour or six hundred dollars ($600) for the twenty-four (24) hour shift. If the State reimburses the City for seventy-five percent (75%) of its labor costs, the City will pay the employee nine hundred dollars ($900) for the twenty-four (24) hour shift. If the City is not reimbursed, no payment is due, as stated above. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 5 ARTICLE VI – HOLIDAYS Section 1. Named Holidays. The following holidays are recognized as municipal holidays for pay purposes and non-shift employees shall have these days off with pay, except as otherwise provided in these rules: January 1 Veteran’s Day, November 11 Third Monday in January Thanksgiving Day Third Monday in February Day after Thanksgiving Day Last Monday in May December 25 July 4th Either December 24 or December 31 as provided below First Monday in September Second Monday in October Section 2. 56-Hour Work Week Assignments. One hundred forty nine and one half (149.5) hours is the total amount of holiday hours paid annually to an employee divided by 26 payroll periods which equals 5.75. Shift personnel shall receive pay in lieu of taking paid leave for accrued holidays. Such paid hours are in biweekly amount of 5.75 holiday hours. Holiday hours are prorated and accrued based on hours actually worked. If employees elect to be paid for these holiday hours at any time before the scheduled payoff they must have sufficient hours in their holiday account and must complete the Cash-out Request Form. Accrued holiday balances of shift employees will be automatically paid off in the months of June and December. Section 3. 40-Hour Work Week Assignments. Employees assigned to a 40-hour workweek schedule will receive paid holidays in accordance with Sections 517 and 518 of the Merit System Rules and Regulations. The Emergency Medical Services Coordinator who works a schedule where a holiday falls on a regular day off, may, with supervisory approval, take another day off within the pay period or the following pay period. ARTICLE VII - VACATION ACCRUAL Section 1. Vacation will be accrued when an employee is in a pay status and will be credited on a bi-weekly basis. Such accrual balance and credit may not exceed three times the annual rate of accrual. Accrual rates are by work week assignments as indicated in Section 1 and Section 2 below. Section 2. 56-Hour Workweek Assignments. Employees assigned to a 56-hour workweek schedule (24- hour shift) will accrue vacation at the following rate for continuous service performed in a pay status. a) For employees completing less than four (4) years continuous service, the accrual rate shall be five (5) duty shifts per year. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 6 b) For employees completing four (4), but less than nine (9) years continuous service, the accrual rate shall be eight (8) duty shifts per year. c) For employees completing nine (9), but less than fourteen (14) years continuous service, the accrual rate shall be ten (10) duty shifts per year. d) For employees completing fourteen (14), but less than nineteen (19) years continuous service, the accrual rate shall be eleven (11) duty shifts per year. e) For employees completing nineteen (19) or more years continuous service, the accrual rate shall be twelve (12) duty shifts per year. Section 3. 40-Hour Workweek Assignments. Personnel assigned to a 40-hour workweek schedule will accrue vacation at the following rate for continuous service performed in a pay status. a) For employees completing less than four (4) years continuous service, the accrual rate shall be eighty (80) hours per year. b) For employees completing four (4), but less than nine (9) years continuous service, the accrual rate shall be one-hundred twenty (120) hours per year. c) For employees completing nine (9), but less than fourteen (14) years continuous service, the accrual rate shall be one-hundred sixty (160) hours per year. d) For employees completing fourteen (14), but less than nineteen (19) years continuous service, the accrual rate shall be one-hundred eighty (180) hours vacation leave per year. e) For employees completing nineteen (19) or more years continuous service, the accrual rate shall be two- hundred (200) hours vacation leave per year. ARTICLE VIII - VACATION CASH OUT Section 1. Limitation on Use. Employees may not use more than three times their annual rate of accrual in any calendar year period provided, however, that the Chief may grant exceptions to this limitation. Section 2. Cash out Option. a) Once each calendar year an employee may cash out eight (8) or more hours of vacation accrual in excess of eighty (80) hours (or (5) five duty shifts), to a maximum of one hundred twenty (120) hours (or five (5) duty shifts), provided that the employee has taken eighty (80) hours of vacation off with pay in the previous twelve (12) months. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 7 b) Effective for the 2012 tax year and each subsequent year, employees must pre-elect the number of vacation hours they will cash out during 2012, up to the maximum of 120 hours, prior to the start of the 2012 calendar year. The election will apply only to vacation hours accrued in the next tax year and eligible for cash out. The election to cash out vacation hours in each designated year will be irrevocable. This means that employees who elect to cash out vacation hours must cash out the number of accrued hours pre-designated on the election form. c) Employees who do not pre-designate or decline a cash out amount by the deadline established by the City will be deemed to have waived the right and will not be eligible to cash out any vacation leave in the following tax year. d) Employees who pre-designate cash out amounts may request a cash out at any time in the designated tax year by submitting a cash out form to payroll. Payroll will complete the cash out upon request, provided the requested cash out amount has accrued and is consistent with the amount the employee pre-designated. If the full amount of hours designated for cash out is not available at the time of cash out request, the maximum available will be paid. e) For employees who have not requested payment of the elected cash out amount by November 1 of each year, Payroll will automatically cash out the pre-designated amount in a paycheck issued on or after the payroll date including November 1. ARTICLE IX - MANAGEMENT ANNUAL LEAVE Section 1. Forty (40) hour and fifty-six (56) hour workweek employees not eligible for overtime shall be credited at the beginning of each fiscal year with eighty (80) hours of annual leave which may be taken as paid time off, added to vacation accrual (subject to vacation accrual limitations), taken as cash or taken as deferred compensation. Entitlement under this provision will be reduced on a prorated basis for part-time status, or according to the number of months in paid status during the fiscal year. Unused balances as of the end of the fiscal year will be paid in cash, unless a different option as indicated above is elected by the employee. The Management Annual Leave accrual will be changed to an annual accrual rather than fiscal year. Effective July 1, 2012, employees will be credited with forty (40) hours of management annual leave to be used by December 31, 2012 or automatically will be cashed out. Effective January 1, 2012, and every January 1 thereafter, employees will be credited with eighty (80) hours of management annual leave to be used by December 31st or automatically will be cashed out. Section 2. Management Annual Leave for 56 Hour Employees. Effective January 1, 2008 and oConsistent with the approach is Section 1 above, employees will be credited with forty (40) hours of 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 8 management annual leave on July 1, 2012, to be used by December 31, 2012 or automatically cashed out. On each Januaryuly 1 thereafter each Battalion Chief who works a 56 hour workweek shall be credited with eighty (80) hours of management leave. Management leave will be subject to the same terms, policies and procedures as apply to forty (40) hour workweek employees eligible for such leave as provided in section 1 above. ARTICLE X - OTHER PAID LEAVES Section 1. City Manager Granted Leaves. The City Manager may grant a regular employee under his control a leave of absence with pay for a period not exceeding thirty calendar days for reasons he deems adequate and in the best interest of the City. Section 2. Council Granted Leave. The City Council may grant a regular employee a leave of absence with pay for a period not to exceed one year for reasons the Council considers adequate and in the best interest of the City. Section 3. Employee's Time Off to Vote. Time off with pay to vote at any general or direct primary election shall be granted as provided in the State of California Elections Code, and notice that an employee desires such time off shall be given in accordance with the provisions of said Code. Section 4. Leaves of Absence; Death in Immediate Family. Leave of absence with pay of one shift for 56-hour shift employees with provision for approval of one additional shift for travel outside the area may be granted an employee by the Chief in the event of death in the employee's immediate family, which is defined for purposes of this section as wife, husband, son, son-in-law, daughter, daughter-in-law, father, mother, brother, brother-in-law, sister, sister-in-law, mother-in-law, father-in-law, step-father, step-mother, step-sister, step-brother, grandfather, grandfather-in-law, grandmother, grandmother-in-law, uncle, aunt, niece, nephew, registered domestic partner, or a close relative residing in the household of the employee. Such leave shall be at full pay and shall not be charged against the employee's accrued vacation or sick leave. Requests for leave in excess of two shifts shall be subject to the approval of the City Manager. Employees assigned to a 40-hour work week are eligible for leave of absence granted by the Chief with pay for three days in the event of death in the employee’s immediate family which is defined above. Section 5. Jury Duty; Leave of Absence. Employees required to report for jury duty shall be granted a leave of absence with pay from their assigned duties until released by the court, provided the employee remits to the City all fees received for such duties other than mileage or subsistence allowances within thirty days from the termination of his or her jury service. Section 6. Subpoenas. Employees required to answer subpoenas as a witness for the City of Palo Alto or for a plaintiff where the City of Palo Alto is a defendant shall not lose pay or benefits for work time lost to answer depositions or to appear in court. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 9 ARTICLE XI - OTHER LEAVE PROVISIONS Section 1. Disability. Leaves of absence without pay may be granted in cases of disability not covered by sick leave. Pregnancy will be considered as any other disability. Leaves of absence for disability are subject to physician's verification including diagnosis and medical work restriction. Section 2. Other Unpaid Leaves. Leaves of absence without pay may be granted in cases of personal emergency or when such absences would not be contrary to the best interest of the City. Non-disability prenatal and/or postpartum leave is available under this provision, but such leave shall not begin more than six months prenatal nor extend more than six months postpartum. Section 3. Accrued Vacation Credits. During unpaid leaves of absence for disability or other reasons, the employee may elect to use accrued vacation credits. Requests for leaves without pay shall not be unreasonably denied. In order to avoid misunderstandings, all leaves without pay must be in writing to be effective. Section 4. Approval of Department Head. Leave of absence without pay for one week or less may be granted by the department head, depending on the merit of the individual case. Section 5. Approval by City Manager. Leave of absence without pay in excess of one week's duration may be granted by the City Manager on the merit of the case, but such leave shall not exceed twelve months' duration. Section 6. Absence Without Leave. Unauthorized leave of absence shall be considered to be without pay, and reductions in the employee's pay shall be made accordingly. Unauthorized leave of absence may result in termination of employment. Section 7. Leave of Absence; Death Outside the Immediate Family. Leave without pay may be granted a regular employee by his/her department head in the event of death to family members other than one of the immediate family, such leave to be granted in accordance with Section 2 and Section 4. Section 8. Military Leave of Absence. State law shall govern the granting of military leaves of absence and the rights of employees returning from such absence. ARTICLE XII - VOLUNTARY CATASTROPHIC LEAVE PROGRAM Section 1. The City of Palo Alto has established a Firefighter Voluntary Leave Program to provide FCA employees the opportunity to donate their accrued vacation time to assist fellow members of FCA either due to: (a) an employee’s own verifiable non-industrial catastrophic illness or injury (as defined herein) or (b) in order to care for a member of the employee’s immediate family (spouse, child, parent or registered 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 10 domestic partner suffering from a verifiable catastrophic illness or injury) and have exhausted or will presently exhaust all of their paid leave. Section 2. In order to be eligible to receive donated leave, an employee must have a catastrophic illness or injury or an employee’s immediate family member must have a catastrophic illness or injury that requires the employee to provide full-time care for this family member. Care will be taken to emphasize the voluntary nature of the plan and to insure confidentiality of employee participants and medical conditions (where applicable). Section 3. A Firefighter Voluntary Leave Sharing Program has been established to accept donations of vacation in accordance with the Program’s guidelines. All donations shall be: a) Voluntary b) Irrevocable c) Confidential, unless disclosure is required by law d) In whole hour increments of at least four (4) hours, with the hours donated being converted to donee hours based on the donee’s salary rate (so that there will be no cost to the City due to salary differential). e) The employee shall be required to exhaust all other types of leave to request donated leave f) It is understood that employees seeking or receiving leave under this program will apply for long- term disability benefits for which they may be eligible g) Where any of the period during which an employee receives donated leave is designated as family leave under the California Family Rights Act (CFRA/Family Medical Leave Act (FMLA), the employee will be eligible for continuation of medical and other available benefits during that the family leave period (for up to 12 weeks), in accordance with the requirements of those laws. If the employee receiving donated leave is not eligible for CFRA/FMLA benefit continuation, or after the employee has exhausted the available CFRA/FMLA leave period, the employee will need to pay the premiums for continued medical and other available benefits if the employee chooses to continue such coverages through the City h) If the donation request is based on the need for an employee to care for an immediate family member, as defined above, the family member must require full-time care by the employee. Certification of this requirement by a health care professional is required i) The maximum donated time a donee may receive is 12 months (if available). j) Applications to donate leave or receive leave under this Program are made to the Human Resources Department k) This is a pilot program and is subject to cancellation by either party Section 4. FCA members interested in donating leave or in applying to receive donated leave shall complete forms provided by the Human Resources Department. If an applicant for leave is found to meet the criteria set forth herein, Human Resources will determine the availability of and (as applicable) 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 11 allocation of donated paid leave. Payroll will be notified in writing of the number of hours to be deducted from each donating employee’s vacation balance and transferred to the donee employee(s). Section 5. The City reserves the right to modify or terminate this program at any time. Section 6. Catastrophic Illness or Injury (also referred to as “medical emergency” in Revenue Ruling 90-29 and Sections 801(c) and 812 of the Merit Rules and Regulations): A non-occupational medical condition of an employee that will require the prolonged absence of the employee from duty and which will result in a substantial loss of income to the employee because the employee will have exhausted all paid leave available apart from the Voluntary Employee Leave sharing Program. Non-disability postpartum leave as referenced in Merit Rule 801(b) shall not be considered a catastrophic illness or injury under this Policy. ARTICLE XIII - OVERTIME COMPENSATION FOR BATTALION CHIEF CLASSIFICATIONS Section 1. Through December 31, 2007, employees in the FLSA exempt Battalion Chief classifications will be paid overtime at the rate of time and one-half for hours authorized and worked in excess of the workweek schedule (56 hours). Shift personnel assigned to overtime relief duty shall receive overtime compensation at a rate of one and one-half times the employee’s basic 56-hour rate for all hours of the relief duty shift. Required off-duty training will be compensated at the rate of one and one-half times the basic 40-hour rate, and emergency callback will be compensated at the rate of one and one-half times the basic 40-hour rate to a maximum of eight hours, and at a rate of one and one-half times the basic 56-hour rate for those hours in excess of eight hours. All overtime hours must be pre-authorized by the Fire Chief or designee. Section 2. Effective January 1, 2008 eEmployees in FLSA exempt positions as determined by the City in accordance with the FLSA, including but not limited to Battalion chiefs, are salaried employees and will are not be eligible for overtime pay. Non-FLSA exempt personnel shall receive overtime compensation at the rate of one and one-half (1½) times the employee’s regular hourly rate of pay for all hours worked in excess of forty (40) hours in a workweek. All overtime hours must be pre-authorized by the Fire Chief or designee. Section 3. Effective July 1, 2008 an individual Battalion Chief shall not in any fiscal year be required to work more than four (4) shifts to fill a shift vacancy (arising due to another Battalion Chief’s absence or termination) that would have been compensated with overtime under the overtime provisions in effect prior to July 1, 2008. However, this limitation shall not apply in the event of a major emergency (e.g. earthquake, major conflagration, weather disaster, etc.), nor shall it apply to required attendance of staff meetings, strike team meetings, training, or other such incidental non-shift activities. Section 4. Assignment. The City may, at its discretion, assign and work a Fire Captain as a Battalion Chief to temporarily fill a vacant Battalion Chief position or to backfill behind an incumbent Battalion Chief on leave, or to perform duties that would otherwise involve a call-back of a Battalion Chief. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 12 ARTICLE XIV - PROFESSIONAL DEVELOPMENT- REIMBURSEMENT Effective July 1, 2012 the terms of this Article XVI are in their entirety null and void, and will have no meaning, function or effect. Effective July 1, 2004 the Professional Development program was amended to provide each employee the option of receiving the $1,000 as taxable cash or as a contribution to deferred compensation. This selection shall be made each May to be effective throughout the following fiscal year (except for the 2004 fiscal year, it shall be made within 30 days following ratification of this agreement). Once the election is made for the fiscal year, it is irrevocable. Reimbursement for authorized self-improvement activities is granted to each represented employee up to a maximum of $500 per fiscal year. Entitlement under this provision will be reduced on a prorated basis for part time status or according to the number of months in paid status during the fiscal year. The following items are eligible for reimbursement: a) Civic and professional association memberships b) Conference participation and travel expenses c) Educational programs/tuition reimbursement. The education must maintain or improve the employee's skills in performing his or her job, or be necessary to meet the express requirements of the City or the requirements of applicable law. The education to which the reimbursement relates must not be part of a program qualifying the employees for another trade or business; or be necessary to meet the minimum educational requirements for qualification for employment. Permissible educational expenses are refresher courses, courses dealing with current developments, academic or vocational courses, as well as the travel expenses associated with the courses. d) Professional and trade journal subscriptions. e) Subject to Internal Revenue Service regulations and with the written prescription of a medical doctor an employee may be reimbursed for a personal health program as treatment for a diagnosed injury or illness. f) Purchase of job related computer software and hardware, internet access, telecommunications equipment and home office equipment/furniture. Reimbursement for any of these expenses is taxable to the employee. ARTICLE XV - EXCESS BENEFIT REIMBURSEMENT 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 13 Section 1. Effective January 2007, tThe benefit provided by this Article is designed to meet the requirements of Section 125 of the Internal Revenue Code. Every calendar year, each employee will be provided with $2,500 that they can designate among the following options: a) Medical Flexible Spending Account (Medical FSA). Provides reimbursement for excess medical/dental/vision, or expenses that are incurred by employees and their dependents which are not covered or reimbursed by any other source, including existing City-sponsored plans. This includes prescribed medications and co-payments as specified in applicable federal lawwell as over-the-counter drugs, including: antacids, allergy medicines, pain relievers and cold medicines. However, nonprescription dietary supplements (e.g. vitamins, etc.) toiletries (e.g. toothpaste), cosmetics (e.g. face cream), and items used for cosmetic purposes (e.g. Rogaine) are not acceptable. b) Dependent Care Flexible Spending Account (Dependent Care FSA). Provides reimbursement for qualified dependent care expenses under the City's Dependent Care Assistance Program (DCAP), subject to the following limits specified in applicable federal law. : Dependent care expenses will be reimbursed only to the extent that the amount of such expenses reimbursed under this Management Benefit Program, when added to the amount (if any) of annual dependent care expenses that the participant has elected under the City's Flexible Benefits Plan, do not exceed the maximum permitted under the DCAP. 1) The annual amount submitted for reimbursement cannot exceed the income of the lower-paid spouse. 2) The expenses must be employment-related expenses for the care of one or more dependents who are under 13 years of age and entitled to a dependent deduction under Internal Revenue Code section 151(e) or a dependent who is physically or mentally incapable of caring for himself or herself. 3) The payments cannot be made to a child under 19 years of age or to a person claimed as a dependent. 4) If the services are provided by a dependent care center, the center must comply with all state and local laws and must provide care for more than six individuals (other than a resident of the facility). 5) Dependent care expenses not reimbursed submitted under this section may beare eligible for reimbursement under the City Dependent Care Assistance Plan (DCAP). However, the maximum amount reimbursed under DCAP will be reduced by any amount reimbursed under the Excess Benefit Plan. c) Non-taxable Professional Development Spending Account. Subject to the limitations of applicable law, employees may use funds in their Professional Development Spending Account for professional development purposes on a tax preferred basis Provides reimbursement for Non-Taxable professional development expenses (e.g., job-related 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 14 training and education, seminars, training manuals, etc.) to the extent such expenses they are not paid or reimbursed under any other plan of the City. d) Deferred Compensation. Subject to the limitations of applicable law, Provides a one-time contribution to the employee’s may participate in the City-sponsored I.R.C. § 457 Deferred Compensation plan with either ICMA-RE or the Hartford. Amounts designated by employees to either the Medical FSA, Dependent Care FSA, or Professional Development options are done so on a “use –it-or-lose-it” basis. This means that any amounts designated and not used by the end of the calendar year (or end of the extended grace period for the medical FSA) will be forfeited by the employee and returned to the plan. Specified amounts under this benefit will be applied on a pro-rata basis for employees who are part-time or who are in a management or professional pay status for less than the full fiscal year. Such benefits will be pro-rated in the first year of employment (based on hire date) but will not be pro-rated upon separation of employment. ARTICLE XVI - PHYSICAL EXAMS Physical fitness medical examinations for all represented employees will be provided in accordance with the Fire Department Physical Fitness Program General Order. ARTICLE XVII - BENEFIT PROGRAMS Section 1. Health Plan. Benefits will be provided in accordance with provisions of the California Public Employees Retirement System (CalPERS) PEMHCA Health Plans. Monthly City-paid premium contributions for an employee-selected PEMHCA optional plan will be made to the maximum amount indicated in each category below through December 31, 2006. Effective January 1, 2007 the City will pay up to the monthly medical premium for the 2nd most expensive plan among the existing array of plans during the contract term. If CalPERS changes the plans it offers, the City and the Union will meet and confer over the City continuing to provide an equivalent benefit at an equivalent cost. Effective the pay period following adoption of this MOA [expected to be March 10, 2012] the City and employees in the bargaining unit will share medical premium costs as shown in the tables below, with the City paying ninety percent (90%) of the monthly medical premium for the employee selected PEMCHA optional plan, not to exceed a total of ninety percent (90%) of the monthly premium for the second most expensive plan among the existing array of plans. If an employee selects the most expensive plan, the City will pay up to ninety percent (90%) of the second most expensive plan premium and the employee will pay the difference. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 15 Number of Parties Covered Monthly City Contribution Employee Only Premium for plan selected Not to exceed the second most expensive plan Employee Plus One Premium for plan selected: Not to exceed the second most expensive plan Eligible Active Employees Employee Plus Two or More Premium for plan selected Not to exceed the second most expensive plan Number of Parties Covered Monthly Employee Contribution Monthly City Contribution Employee Only 10% of monthly premium for plan selected by employee 90% of monthly premium for plan selected by employee Not to exceed 90% of the second most expensive plan premium Employee Plus One 10% of monthly premium for plan selected by employee 90% of the monthly premium for plan selected by employee Not to exceed 90% of the second most expensive plan premium Eligible Active Employees Employee Plus Two or More 10% of monthly premium for plan selected by employee 90% of monthly premium for plan selected by employee Not to exceed 90% of the second most expensive plan premium During the term of this Agreement, if CalPERS no longer offers the PORAC health plan and, as a result, an affected employee enrolls in an alternative CalPERS health plan, the City will reimburse or provide insurance to such employee or his or her dependents for documented medical expenses incurred that exceed the two million dollar ($2,000,000) lifetime maximum, if any, provided that such expense would have otherwise been covered and paid by the health plan. Such reimbursement shall be made once per fiscal year. Active employee domestic partners whose domestic partnership is registered with the State of California will be eligible for medical benefits under this section. Active employee domestic partners whose domestic partnership is not registered with the state but who meet the requirements of the City of Palo Alto Declaration of Domestic Partnership, and are registered with the Human Resources Department, are will be eligible for reimbursement of the actual monthly premium cost of an individual 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 16 health plan, not to exceed the individual PORAC PPO monthly premiumninety percent (90%) of the average monthly premium cost of individual coverage under PEMCHA health plans. Evidence of premium payment will be required with request for reimbursement. Section 2. Alternate Medical Benefit. If a regular employee and/or the employee’s dependent(s) are eligible for medical insurance through another employer-sponsored or association medical plan, the employee may opt for alternative medical insurance coverage through the other employer- sponsored or association plan and waives his/her right to the City of Palo Alto’s medical insurance coverage for same individuals. Employees electing alternative coverage and no City coverage will receive cash payments of approximately half of the “averaged monthly premiums” for their medical insurance coverage. “Averaged monthly premiums” are the average of the Kaiser HMO, Blue Shield HMO and PERS Choice PPO premiums for the employee’s City medical coverage available through CalPERS. The rates for 200612 are as follows: One Party: $205284.0036 Two Party: $410568.7100 Family: $530.739.3200 The rates for 2007 are as follows: One Party: $230.00 Two Party: $460.00 Family: $595.00 The rates for 2008 are as follows: One Party: $250.00 Two Party: $500.00 Family: $645.00 The rates for 2009 are as follows: One Party: $260.00 Two Party: $520.00 Family: $673.00 The Alternative Medical Benefit Program rates for subsequent years covered by this agreement will be determined when CalPERS formally announces the health plan rates applicable for the year in which they are to apply. Section 3. Dental Benefits 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 17 a) The City shall pay covered plan charges on behalf of all eligible employees and dependents. DDomestic partners are considered dependents, as defined in this article. Benefits for regular part-time employees will be prorated as follows: Employees who will work less than full time, will receive prorated premium costs for dental benefits in accordance with his/her percentage of a full-time work schedule. Part time employees currently receiving full benefits will not be impacted. b) The City’s Dental Plan provides the following: maximum benefits per calendar year shall be $2000 for representation unit employees and their dependents; fifty percent (50%) of reasonable charges, fifteen hundred dollars ($1500 ) two thousand dollar ($2000) lifetime maximum orthodontic benefit, except that effective January 1, 2007 the dental program shall be amended to increase the lifetime maximum for orthodontics to two thousand dollars ($2,000) and allow for coverage of composite (tooth colored) fillings for posterior teeth. Basic Benefits (All other covered services) First Calendar Year of Eligibility 70% UCR* Second Calendar Year of Eligibility 80% UCR* Third Calendar Year of Eligibility 90% UCR* Fourth Calendar Year of Eligibility 100% UCR* *Usual, Customary, and Reasonable **Not included in annual dental maximum If the employee and eligible dependents have used the Plan at least once during the preceding calendar year, the percentage reimbursed by the Plan increases to 80%, 90% or 100% respectively during the second, third and subsequent calendar years of eligibility for basic benefits. If the employee and eligible dependents lose eligibility, basic benefits will be reinstated at 70 percent if you again become eligible for the Plan. Section 4. Vision Care a) The City shall provide vision care coverage for employee and dependents. Coverage is equivalent to the $20 deductible Vision Services Plan A. b) Dependents will include domestic partners, as defined under Article XVII, Section 1 (active employee domestic partners). Section 5. Employee Assistance Plan. The Employee Assistance Plan (EAP) provides employees with confidential personal counseling, work and family related issues, eldercare, substance abuse, etc. In 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 18 addition, EAP programs provide a valuable tool for supervisors to refer troubled employees to professional outside help. This service staffed by experienced clinicians is available to employees and their dependents by calling a toll-free phone line 24 hours a day, seven days a week. Guidance is also available online. ARTICLE XVIII – RETIREMENT MEDICAL PLAN Section 1. Retiree Medical coverage for Unit Employees Hired Before January 1, 2004. Monthly City-paid premium contributions for a retiree-selected PEMHCA optional plan will be made in accordance with the Public Employees’ Medical and Hospital Care Act Resolution for employees that retire on or before December 31, 2006. Effective January 1, 2007 the City will pay up to the monthly medical premium for the 2nd most expensive plan among the existing array of plans during the contract term. However, the City contribution for an employee hired before January 1, 2004 who retires on or after May 1, 2012 shall be the same contribution amount it makes for active City employees. Any employee who retires before May 1, 2012 will not be required to pay any premium contribution effective March 10December 1, 20112, excluding any required dependent contribution described below. If CalPERS changes the plans it offers, the City and the Union will meet and confer over the City continuing to provide an equivalent benefit at an equivalent cost. For the 201206 calendar year, the City’s contribution toward dependent coverage is ninety-five percent (695%) of the difference between the applicable “Employee and One Dependent” or “Family” maximum employer contribution for “Employee Only” coverage. For 2007 the City’s contribution was 70%. For 2008, the City’s contribution increased to 75%. This contribution for dependents will increase annual by 5% of the difference between the single party premium and the two-party or family premium, until such time as the premium of the affected dependent(s) is fully covered. For the 2013 calendar year, the City’s contribution toward dependent coverage will be 100%. Section 2. Twenty Year Vesting for Retiree medical Coverage for Unit Employees Hired Afer January 1, 2004. Retiree Medical coverage for Unit employees hired after January 1, 2004 shall be as follows: a. Twenty (20) year vesting in CalPERS system for the full retiree medical benefit, specified in the preceding paragraph, including a minimum of five (5) years with the City of Palo Alto. b. Eligible Eemployees to will receive Fifty (50%) percent of City-paid benefit after ten (10) years; each additional service credit year after Tten (10) years will increase employer credit by Ffive percent (5%) percent until Ttwenty (20) years is reached at which time employee is eligible for Oone Hhundred percent (100%) percent and Nninety percent (90%) percent of the City-paid benefit for dependents. Notwithstanding any other term of this section, the City of Palo Alto’s health premium contribution for eligible post January 1, 2004 hires shall be not be less than the minimum contribution set by PERS under Government Code Section 22893 based on a weighted average of available health plan premiums. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 19 ARTICLE XIX – BASIC LIFE INSURANCE The City shall provide a basic life and AD & D insurance plan in an amount equal to the employee's annual basic compensation (rounded to the next highest $1,000). ARTICLE XX– SUPPLEMENTAL LIFE INSURANCE An employee may, at his/her cost, purchase additional life insurance and additional AD&D coverage. The total amount of life insurance available to the employee is $325,000 and the total amount of AD&D coverage available is $325,000. ARTICLE XXI– LONG TERM DISABILITY INSURANCE In lieu of providing long-term disability insurance program to eligible employees, the City shall add $40.00 per month to the base salary of eligible employees. This $40.00 per month shall not be calculated into the labor market salary comparison. ARTICLE XXII - EFFECTIVE DATE OF BENEFIT COVERAGE FOR NEW EMPLOYEES For newly-hired regular employees coverage begins on the first day of the month following date of hire for the health plan, dental plan, vision care plan, life insurance and long term disability plans if these benefits are elected. ARTICLE XXIII- WORKERS’ COMPENSATION Persons on disability will be required to appear or otherwise report at regular two-week intervals to the Fire Chief or designate to discuss his/her status and ability to return to full or restricted work status. This section is not meant to unreasonably restrict employee's activities so long as such activities are cleared by the treating physician, treating program or alternative treatment program is maintained and employee is available for full or restricted duty as soon as medical clearance can be received. ARTICLE XXIV- RETIREMENT PENSION PLANS Section 1. Miscellaneous Member Pension Formula. Effective For employees hired before the City adopteds the 2% at 60 formula effective July 17, 2010 , pay period inclusive of 1/6/07, the City’s will continue to contracts with the California Public Employees’ Retirement System (CalPERS) benefits shall change to the for the 2.7% at 55 formula for Miscellaneous members with the single highest year final compensation basis for pension calculation. (from 2% at 55) as provided by Government Code Section 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 20 20042. Future Miscellaneous members hired on or after the date this M.O.A. takes effect will be placed in the second pension tier with the 2% at 60 formula with single highest year final compensation as provided by Government Code Section 20042. The three year final compensation basis for pension calculation, as provided by Government Code section 20037, will apply to miscellaneous members hired on or after August 1, 2013. Section 2. Safety Member Pension Formula. For Safety members hired before the City adopts the 3%@55 formula as provided below the City will contract with provides the California Public Employees' Retirement System (CalPERS) to provide the Benefit, "3% at 50" full formula (Government Code Section 21362.2) with the single highest year final compensation basis for pension calculation as provided by Government Code Section 20042. for Safety members. The City will contract with CalPERS for the 3%@55 formula with the three years final compensation basis for pension calculation as provided by Goverment Code section 20037 for Safety members hired on or after the date such contract is adopted by the City. The City will enter into the contract with CalPERS for the second pension tier as soon as administratively possible. Section 23. Employee Share of PERS Contribution. Effective May 1, 1984, the City agreed to pay the 7% employee contribution to CalPERS on behalf of Miscellaneous CalPERS Plan members. Effective with the pay period inclusive of 1/6/07, the City contribution was increased to cover the cost of the 2.7 at 55 retirement formula. Beginning June 30, 2010, tThe City shall pay thereafter paid six percent (6%) and the employee shall paidy two percent (2%) of the 8% CalPERS employee contribution for the 2.7 at 55 retirement benefit formula. For sworn fire management employees the City shall continue tohas payid the mandatory nine percent (9%) of the employee's Safety CalPERS Plan contribution. Effective on the first day of the pay period following adoption of this M.O.A. by the City Council, which is expected to be March 10, 2012, Miscellaneous and Sworn members shall pay the entirety of the applicable CalPERS employee contribution. Depending upon the formula the employee participates in, the amounts are as follows: Miscellaneous with 2.7@55 formula is 8%, Miscellaneous with 2@60 formula is 7% and 9% for Sworn members). Beginning on the first day of the first pay period that is at least one year after the employees begin paying their full CalPERS employee retirement contribution the employee contribution will drop to five and one tenth percent (5.10%). The City will pay the remainder of the required PERS employee contribution. Section 3. Conversion to Pay Rate. Notwithstanding the above provisions of this Section and pursuant to Section 20692, section 2 above, effective the pay period inclusive of 1/6/07, upon filing a notice of retirement by an employee in this unitcovered by the “3 at 50” or “2.5 at 55” formula, the 6% City-paid portion of the CalPERS employee contribution (9% for Safety fire management personnel) will be converted to a salary adjustment of equal amount on a one-time irrevocable basis for the final compensation period which is defined as the highest 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 21 average compensation earnable (salary) during the year immediately preceding retirement or any other designated consecutive year. The employee shall simultaneously assume paying the City-paid portion of the entire employee CalPERS contribution. However, future hires into this Unit after adoption of the second pension tier will not receive the conversion in the final year. The benefit known as EPMC (Employer Paid Member Contribution), Section 20692, will not be part of the second pension tier. Employee CalPERS contributions shall be made on a tax deferred basis, in accordance with Section 414(h) (2) of the Internal Revenue Code. All provisions of this subsection are subject to and conditioned upon compliance with IRS regulations. Section 54. Status Determination. An employee’s membership in and designation as Safety or Miscellaneous for CalPERS pension plan purposes shall be determined based on applicable California law. ARTICLE XXV - MISCELLANEOUS EMPLOYMENT-RELATED EXPENSES Section 1. Station House Fund. The Station House Fund per year per shift employee shall be $48.00. Section 2. Non-Food House Items. The City agrees to furnish and maintain each fire station with the following non-food house fund items: TV purchase and repair, the San Jose Mercury News, and the San Francisco Chronicle to be selected on an annual basis. Kitchen cooking utensils, small kitchen appliances and other specific items to be determined by mutual agreement of the parties will be purchased from the Station House Fund. Section 3. Per Diem Travel Expenses For City Business. Unless other mutually agreeable arrangements are made, representation unit employees who are required to travel away from the City on City business will receive travel expenses, according to City policies which are currently in effect. Section 4. Parking. Employees in represented classes assigned to Civic Center or adjacent work locations shall be entitled to free parking in the Civic Center Garage, or a commute incentive which will be subject to meet and confer. Employees hired after July 1, 1994 may initially receive a parking permit for another downtown lot subject to availability of space at the Civic Center garage. Light duty employees assigned to the Civic Center will receive Civic Center parking temporary permits for the duration of the light duty assignment. ARTICLE XXVI– RESIDENCY For purposes of emergency response availability, represented employees shall live within 90 miles travel distance of the city limits of Palo Alto. This provision shall not apply to represented employees appointed to the Battalion Chief classification prior to 1990. [this no longer applies, propose removing] 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 22 ARTICLE XXVII - FULL UNDERSTANDING Section 1. The Memorandum of Agreement contains the full and entire understanding of the parties regarding the matters set forth herein. Section 2. Severability. Should If any of the provision herein contained be rendered or declared invalid by reason of any State or Federal legislation, or by ruling of any court of competent jurisdiction, such invalidation of such part or portion of this Memorandum of Agreement shall not invalidate the remaining portions hereof, and they shall remain in full force and effect, insofar as such remaining portions are severable. Section 3. It is the intent of the parties that ordinances, resolutions, rules and regulations enacted pursuant to this Memorandum of Agreement be administered and observed in good faith. Section 4. Nothing in this Memorandum of Agreement shall preclude the parties from mutually agreeing to meet and confer on any subject with the scope of representation during the term of this agreement. Section 5. Merit System Rules and Regulations During the term of this Memorandum of Agreement, Management may propose certain changes in the City Merit System Rules and Regulations. With regard to such changes which pertain to the representation unit, the parties agree to review, and upon request, meet and confer regarding the changes. ARTICLE XXVIII - DURATION This Memorandum of Agreement shall become effective upon signing by the parties hereto, except that those provisions herein that have specific expressly stated effective dates (e.g. the wages increases designated in Article V) shall take effect on those dates regardless of signing date, once this Memorandum of Agreement is signed by the parties hereto. This Memorandum of Agreement shall remain in effect until expire June 30, 20104. 2012-14 Tentative Agreement - Draft 2 Memorandum of Agreement Between City of Palo Alto and Palo Alto Fire Chiefs Association February 8, 2012 23 Signed this day of February , 2012. EXECUTED: FOR THE PALO ALTO FIRE CHIEFS’ FOR THE CITY OF PALO ALTO: ASSOCIATION: By___________________________________ By____________________________________ Tony Spitaleri, Chief Spokesperson James R. Keene, City Manager By___________________________________ By____________________________________ Kim Roderick, Emergency Medical Sandra Blanch, Interim Human Resources Services Coordinator Director By___________________________________ By______________________________________ Niles Broussard, Battalion Chief Marcie Scott, Asst. Human Resources Director By___________________________________ By______________________________________ Geoffrey Blackshire, Battalion Chief Darrell Murray, Chief Spokesperson (IEDA) By______________________________ Chris Woodard, Battalion Chief City of Palo Alto (ID # 2548) City Council Staff Report Report Type: Action ItemsMeeting Date: 3/5/2012 March 05, 2012 Page 1 of 7 (ID # 2548) Summary Title: Proposed Palo Alto CLEAN program Title: Finance Committee Recommendation to Adopt Two Resolutions Pertaining to the Proposed Palo Alto Clean Local Energy Accessible Now Program, Including the Purchase Prices and Agreements, and to Adopt an Ordinance Amending Two Sections of Chapter 2.30 of the Municipal Code Relating to Facilitation of the Clean Local Energy Accessible Now Program From:City Manager Lead Department: Utilities Recommendation Staff, the Utilities Advisory Commission (UAC),and the Finance Committee recommend that the City Council adopt the following: 1.Resolution (Attachment A): a.Approving a standard form power purchase agreement for purchase of local renewable energy; b.Approving an Interconnection Agreement for the interconnection of non-net- metered generators; c.Approving the program eligibility rules and program prices; d.Authorizing the City Manager or designee to pay an additional 0.45 cents per kilowatt-hour (¢/kWh) incentive for solar generators participating in the program; e.Authorizing the City Manager or designee to sign one or more contracts for a maximum output of 5 megawatts (MW) of solar energy; and f.Adopting changes to the previously approved Policies and Design Guidelines; 2.Resolution (Attachment F) approving changes to Utilities Rule and Regulation 27 (Generator Interconnection); and 3.Ordinance (Attachment H) amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions that would facilitate a “feed-in tariff” program. Staff and the Finance Committee recommend that the program be named the Palo Alto Clean Local Energy Accessible Now (Palo Alto CLEAN) Program. The UAC recommended that the program be named the PaloAltoGreen Local Energy Program. March 05, 2012 Page 2 of 7 (ID # 2548) Executive Summary The City adopted Policies and Design Guidelines to guide development of a renewable feed-in tariff (FIT) program in August 2011. Since then, staff has completed development of the program and requests Council approval of the final program materials and pricing. The UAC considered the program materials, except for the pricing, and unanimously supports the program. The Finance Committee considered the program materials, including the pricing, and unanimously supported the program and pricing. The proposed pricing for the program includes an incentive that is expected to be sufficient to attract renewable project developers to participate in the program, but does not result in a significant rate impact. If approved, the program will become effective on April 2, 2012. Background This program resulted in part from Council direction in May 2010 to review the City’s strategies for procuring renewable energy and encouraging energy efficiency. In March 2011 Council approved an update to the City’s Long-term Electric Acquisition Plan (LEAP), which included several tasks to implement that Council direction. One task was to examine the feasibility of procuring some of the City’s renewable energy supply from local renewable sources using a FIT. In August 2011, the Council adopted Policies and Design Guidelines for a renewable FIT program (Staff Report 1827). Staff designed the program, identified changes to certain rules and the municipal code, and developed program materials, including a standard power purchase agreement and an interconnection agreement, that are required to implement the program. These were discussed by the UAC on October 5, 2011 and at the Finance Committee on November 15, 2011 (Staff Report 2168). Both the UAC and the Finance Committee recommended approval of the proposed program materials. However, the program pricing was not provided to the Finance Committee until its February 7, 2012 meeting. At that meeting, staff provided a recommendation for the program pricing (Staff Report ID #2456). Discussion The proposed program is discussed in detail in the attached staff reports. Details of the program design are provided in the November 15, 2011 report to the Finance Committee (Staff Report 2168), while the pricing is discussed in the February 7, 2012 Finance Committee staff report (Attachment J, Staff Report 2456). March 05, 2012 Page 3 of 7 (ID # 2548) Program Summary The first program year will commence April 2, 2012 and close December 31, 2012. For this program year the proposed program goal is 4 megawatts (MW) of solar capacity on large commercial and institutional rooftops. This represents roughly 5% of the theoretical capacity of all commercial rooftops in Palo Alto, both large and small. The energy output of 4 MW of solar capacity would be 6,000-6,800 megawatt-hours (MWh) of energy each year, roughly 0.6% of Palo Alto load and equivalent to the power consumed by 1,250 homes. Though the proposed program goal is 4 MW, staff is requesting purchasing authority of up to 5 MW. This is to prevent a situation in which staff has some program capacity available, but receives an application for a single project larger than the remaining program capacity. For example, if there is 300 kilowatts (kW) of program capacity remaining, but staff receives an application for a 500 kW project, with the additional purchasing authority staff would be able to accept that project as the final one for the program year. In this example, the 4 MW program’s goal would be exceeded by 200 kW. The 2012 program year is limited to large rooftops to manage workload. A large rooftop is defined as one capable of hosting a 100 kW solar installation, and staff estimates this requires roughly 25,000 square feet of rooftop space. While the first year of the program is restricted to solar systems on large rooftops, future program years may include a wider range of renewable technologies and may be available to smaller projects. The program is designed to be renewed each year, so in the fall of 2012 staff will recommend new prices and any appropriate changes for the 2013 program year. Program Price The proposed program includes an incentive of 0.45 ¢/kWh in addition to the base prices for the program. With the incentive, the proposed program prices are: ·14.003 ¢/kWh for a 20-year contract; ·13.216 ¢/kWh for a 15-year contract; and ·12.360 ¢/kWh for a 10-year contract. The cost of the 0.45 ¢/kWh incentive is roughly $29,000 per year, which results in a bill impact of about 1 cent per month for an average residential customer. The incentive is meant to generate greater developer interest in the program. The base prices underlying the incentive are based on the City’s “avoided costs”. The avoided costs are the cost of purchasing renewable energy outside of Palo Alto and transporting it here. That cost is 13.553 ¢/kWh for a 20-year contract, 12.766 ¢/kWh for a 15-year contract, and 11.909 ¢/kWh for a 10-year contract. Those costs include the cost of the energy, the premium associated with the fact that the energy is renewable (and can be counted towards meeting the City’s Renewable Portfolio Standard, RPS goal), the cost of transmitting the energy, energy losses arising during transmission, and capacity costs. March 05, 2012 Page 4 of 7 (ID # 2548) After City staff examined the market prices for solar equipment and held conversations with developers and industry groups a price estimate of 14 ¢/kWh was deemed necessary to attract developer interest. This would include a 0.45 ¢/kWh incentive in addition to the City’s avoided costs. There are several benefits to the City from including such an incentive. If the City receives several applications in the first program year, staff will become experienced in processing these types of applications, connecting them to the distribution system, and administering the contracts. Developers will also become more experienced at siting and developing projects in Palo Alto. If a few projects are completed, it is anticipated that other customers or developers will look for opportunities to complete a project of their own. The expectation is that the experience gained by developers and City staff will lead to program improvements in future program years. Committee Review and Recommendations The Finance Committee held two meetings on the proposed Palo Alto CLEAN program. At the first, on November 15, 2011, the Finance Committee discussed the program documents in detail (Staff Report 2168, provided in Attachment J as an attachment to the Finance Committee Staff Report 2456). At that point the program price had not been set. At that meeting the Finance Committee approved the program documents subject to non-substantive edits by staff to some of the documents (3-0, Yeh abstaining). The Committee also voted to recommend adoption of the name Palo Alto CLEAN for the program (2-1, Schmid opposed, Yeh abstaining). The second Finance Committee meeting was held on February 7, 2012. At that meeting there was discussion of the program price and whether to pay an incentive slightly above the City’s avoided cost (the cost to purchase renewable energy from resources located outside of the City) in order to raise the likelihood of attracting developer interest (Staff Report 2456, provided as Attachment J). There were also further questions regarding how the program documents would function and whether it was possible to open the program to small commercial customers and residents. Although they had previously approved the program documents and program name, the Finance Committee voted on the entire proposal, including the program documents, the program price, and the program name. This was in part because staff had made several non-substantive edits to the program documents, and had requested specific edits to the Policies and Guidelines and one of the resolutions in the event the Finance Committee decided to pay an incentive. The number of program documents has been streamlined; for example, a resolution, approving the program documents, including the program price, rendered unnecessary the adoption of a utility rate schedule for approval of the program prices. The vote was 3-0 (Price absent) to recommend adoption of the program documents, the adoption of the name Palo Alto CLEAN for the program, and the addition of an incentive of 0.45 ¢/kWh to the program prices. The minutes of the February 7, 2012 Finance Committee meeting are provided in Attachment I. The minutes of the November 15, 2011 meeting are provided in Attachment J as an attachment to the Finance Committee Staff Report 2456. Utilities Advisory Commission Review and Recommendations March 05, 2012 Page 5 of 7 (ID # 2548) At its October 5, 2011 meeting, the UAC reviewed various aspects of the proposed Program. At that meeting the UAC agreed with the staff recommendation and voted unanimously (7-0) to recommend that the City Council adopt the following parameters for implementation of the 2012 program year: ·A rate based on avoided costs ·An eligibility period ending December 31, 2012; ·A limit of 4 MW on the amount of capacity procured; ·Restrict participation to solar generators with a minimum capacity of 100 kW (for the first program year only); and ·Changing the Policies and Design Guidelines to permit a choice of contract terms (10, 15, or 20 years). The UAC members asked questions about how the Program would compare to the PV Partners Program raised questions about how the Program would function in various situations, and recommended that staff include a discussion of potential project risks when communicating to the Finance Committee and the Council. Comments were supportive of the Program. The UAC also discussed the program name. A commissioner recommended Palo Alto CLEAN. There were comments both in support and opposition to the name. A motion to recommend changing the name to Palo Alto CLEAN failed by a vote of 3-4, and a subsequent motion to recommend the name, PaloAltoGreen Local Energy Program, passed by a vote of 6-1. The minutes of the UAC meeting are provided in Attachment J as an attachment to the Finance Committee report. Timeline If the Council approves the recommendation, staff will open the 2012 program to applications on April 2, 2012. Staff will return to the Council in the fall of 2012 with a review of the first program year and recommendations for the 2013 program year. Resource Impact Staff estimates that staff time equivalent to about 1 Full Time Equivalent (FTE) citywide is required to process program applications, issue any required permits, inspect 12-16 solar generating systems and connect them to the distribution system. Staff expects to be able to process this number of system interconnections with existing staff. Aside from the staff time, the program’s costs are primarily those related to the price the City will pay over the contract terms for each project. Staff estimates that these costs could be up to $23.6 million over 20 years. By design, these costs will not be substantially greater than the cost of other long-term contracts for renewable energy projects to meet the City’s RPS goal. If additional equipment is required to connect the project to the City’s distribution system, the cost will be the responsibility of the applicant. Staff does not believe many upgrades will be required to the City’s distribution system, but will make an appropriate determination as part of the processing of project applications. The fees proposed in the revised Rule and Regulation 27 (Attachment F) March 05, 2012 Page 6 of 7 (ID # 2548) along with the fee in the Program Eligibility Rules and Requirements (Attachment D) will fully recover the costs associated with interconnecting generators that participate in the program and any costs associated with metering. Policy Implications The proposed program is consistent with the Council-approved Long-term Energy Acquisition Plan (LEAP), specifically LEAP Strategy #3 (Renewable Portfolio Standard), which is to “promote and facilitate the deployment of cost-effective local resources by…evaluating a Feed-in-Tariff (FIT) to promote locally sited renewable resources.” Related to achieving the RPS goal of at least 33% by 2015, the LEAP Implementation Plan includes several initiatives related to a FIT program, including: ·Initiative 9: Evaluate the merits of implementing a FIT and the potential to meet RPS goals through local renewable resources; ·Initiative 10: Seek UAC recommendation and Council approval of the policy elements of a FIT to encourage local renewable resource projects; and ·Initiative 19: Following receiving Council direction from Implementation Plan Initiative #10, develop a FIT proposal including rate, rules, regulations, standard contract form and limits. Environmental Review The adoption of this Program does not constitute a project under the California Environmental Quality Act (CEQA), California Public Resources Code section 21080, subdivision (b)(8). However, the development of the generation facilities that will sell power under this Program may constitute a project under CEQA, but may qualify for a categorical exemption. Such CEQA review would be managed by the City’s Planning Department. Attachments: ·Attachment A: Resolution Adopting Palo Alto CLEAN Program (PDF) ·Attachment B: Power Purchase Agreement (PDF) ·Attachment C: Interconnection Agreement (PDF) ·Attachment D: Program Eligibility Rules and Requirements (PDF) ·Attachment E: Revised Policies and Design Guidelines (PDF) ·Attachment F: Resolution Adopting Changes to Utility Rule and Regulation 27 (Generator Interconnection)(PDF) ·Attachment G: Revised Rule and Regulation 27 (PDF) ·Attachment H: Ordinance Amending PAMC Chapter 2.30 (Contracts and Purchasing Procedures)(PDF) ·Attachment I: Draft Excerpt of February 7, 2012 Finance Committee Minutes (PDF) ·Attachment J: February 7, 2012 Finance Committee Staff Report (ID#2456)(PDF) March 05, 2012 Page 7 of 7 (ID # 2548) Prepared By:Jon Abendschein, Resource Planner Department Head:Valerie Fong, Director City Manager Approval: ____________________________________ James Keene, City Manager *NOT YET APPROVED* 120214 dm 0073647 Resolution No. Resolution of the Council of the City of Palo Alto Approving the Palo Alto Clean Local Energy Accessible Now Program, Including the Policies and Design Guidelines, As Amended, the CLEAN Program Eligibility Requirements, the Power Purchase Agreement and the Interconnection Agreement, and Granting the City Manager The Authority to Sign The Contracts For Local Renewable Resources in an Amount Not To Exceed $1,180,000 per Year A. The City has adopted goals and policies in support of the use of renewable energy in meeting a portion of the City’s wholesale electric portfolio needs, including Comprehensive Plan Goal N-9 (a clean, efficient, competitively-priced energy supply that makes use of cost- effective renewable resources), the Climate Protection Plan, Chapter 3 (Utilities), and the Long- Term Electric Acquisition Plan (LEAP) Strategy #3 (“Renewable Portfolio Standard” or “RPS”). B. The Council finds that energy from local sources provides certain benefits when compared to imported energy, including a reduction in costs and energy losses associated with energy’s transmission and distribution, the value of a reducing the City’s capacity requirements, and the economic development associated with purchasing power produced within Palo Alto rather than outside it. C. The City has adopted in its LEAP Implementation Plan Goal #9, which calls for the evaluation of the potential of a feed-in tariff (“FIT”) program in meeting a portion of its RPS goals from local renewable sources, Goal #10, which calls for approval of the policy elements of such a plan if determined to be feasible, and Goal #19, which call for adoption of rates, rules, and standard contracts in support of those policies. D. On August 1, 2011 the City adopted the Policies and Guidelines for Development of a FIT Program, which will be amended, and it now wishes to adopt program eligibility rules and requirements, an amended utilities rule and regulation, and two standard form contracts in support of those policies. E. Since August 2011, the Finance Committee has deliberated on the FIT program, which now will be known as the “Palo Alto Clean Local Energy Accessible Now Program” (the “CLEAN Program”). F. The Council determines that it is in the public interest to incent wholesale solar projects located wholly within Palo Alto for the purpose of initiating and increasing participation in the CLEAN Program. Under that program, the City anticipates that City staff, host customers, and solar energy developers and installers will mutually benefit from an enhanced familiarity with the CLEAN program’s protocol, guidelines, and requirements, and as a result the development of this form of distributed generation in Palo Alto will lead to lower costs for similar projects in the future. *NOT YET APPROVED* 120214 dm 0073647 G. On or about March 5, 2012, the Council will adopt a resolution approving amendments and an addition to Utilities Rule and Regulation 27, pertaining to generator interconnection. NOW, THEREFORE, the Council for the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. A Power Purchase Agreement, attached hereto as Exhibit A, is hereby approved in connection with the implementation of the CLEAN Program. SECTION 2. An Interconnection Agreement, applicable to generators not subject to net energy metering, attached hereto as Exhibit B, is hereby approved in connection with the implementation of the CLEAN Program. SECTION 3. The Program Eligibility Requirements, attached hereto as Exhibit C, are hereby approved in connection with the implementation of the CLEAN Program. SECTION 4. The Policies and Design Guidelines for the CLEAN Program, as amended, attached hereto as Exhibit D, are hereby approved in connection with the implementation of the CLEAN Program. SECTION 5. The prices at which the City may purchase solar energy under the Power Purchase Agreement may include up to an additional 0.5 cents per kilowatt-hour for the output of one or more solar energy generating facilities, subject to the following requirements: (a) the facilities shall be located wholly within the city of Palo Alto, (b) the facilities shall deliver electrical energy to the City’s electric distribution system without offsetting on-site loads, except in an incidental manner, (c) the facilities shall have an aggregate capacity not exceeding five megawatts, and (d) applications for participation in the CLEAN Program shall be submitted by the owners or operators of the facilities to the City on or before December 31, 2012. SECTION 6. The Council hereby authorizes the City Manager or his designee to sign contracts for the output of one or more solar energy generating facilities meeting the requirements described in Section 5. The total cost commitment made by the City under the Power Purchase Agreements for 2012 shall not exceed $23,600,000. // // // // *NOT YET APPROVED* 120214 dm 0073647 SECTION 7. The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8), therefore, no environmental review is required. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ___________________________ Senior Asst. City Attorney City Manager ___________________________ Director of Utilities ___________________________ Director of Administrative Services 120214 dm 0073627 1 POWER PURCHASE AGREEMENT ELIGIBLE RENEWABLE ENERGY RESOURCE (Palo Alto Clean Local Energy Accessible Now Program) This Power Purchase Agreement - Eligible Renewable Energy Resource, dated, for convenience, ________________, 20___ (the “Effective Date”), is entered into by and between the CITY OF PALO ALTO, a California chartered municipal corporation, and ABC COMPANY, a California corporation (individually, a “Party” and, collectively, the “Parties”). RECITALS 1. The Buyer has adopted and implemented its CLEAN Program, which allows an owner of a qualifying electric generation system to sell to the Buyer the power output of a small-scale distributed generation Eligible Renewable Energy Resource, subject to the CLEAN Program’s terms and conditions. 2. The Seller owns or operates and desires to interconnect its Facility in parallel with Buyer’s Distribution System and sell the Energy produced by its Facility, net of Station Service Load, directly to the Buyer in furtherance of the CLEAN Program. 3. The Parties do not intend this Agreement to constitute an agreement by the Buyer to provide retail electrical service to the Seller. 4. The Parties wish to enter into a power purchase agreement for the sale and purchase of the Output of the Facility. The Parties will enter into a separate “Interconnection Agreement” in connection with this Agreement. NOW THEREFORE, in consideration of the foregoing recitals and the following covenants, terms and conditions, the Parties agree, as follows: AGREEMENT 1.0 DEFINITIONS The initially capitalized terms, whenever used in this Agreement, have the meanings set forth below, unless they are otherwise herein defined. The terms “include,” “includes,” and “including,” when used in this Agreement, shall mean, respectively, “include, without limitation,“ “includes, without limitation” and “including, without limitation.” “Agreement” means this Power Purchase Agreement – Eligible Renewable Energy Resource between the Buyer and the Seller. “Business Day” means any day except a Saturday, Sunday, or a day that the City observes as a regular holiday under Palo Alto Municipal Code section 2.08.100(a). “Buyer” refers to the City of Palo Alto, California, with a principal place of business at 250 Hamilton Avenue, Palo Alto, California 94301. “Buyer’s Distribution System” means the wires, transformers, and related equipment used by the Buyer to deliver electric power to the Buyer’s retail customers, typically at sub-transmission level voltages or lower. “CAISO” means the California Independent System Operator Corporation, or successor entity. “CAISO Tariff” means the CAISO FERC Electric Tariff, as amended. “Capacity” means the ability of a generator at any given time to produce Energy at a specified rate, as 120214 dm 0073627 2 measured in megawatts (“MW”) or kilowatts (“kW”), and any reporting rights associated with it. “Capacity Attributes” means any current or future defined characteristic, certificate, tag, credit, or ancillary service attribute, whether general in nature or specific as to the location or any other attribute of the Facility, intended to value any aspect of the Contract Capacity of the Facility to produce Energy or ancillary services, including contributions towards Resource Adequacy (including those requirements defined in Section 40 of the CAISO Tariff) or reserve requirements (if any), and any other reliability or power attributes. “CEC” means the California Energy Resources Conservation and Development Commission, or successor agency. “Certificate of RPS Eligibility” means a certificate issued by the CEC as evidence of RPS Certification of the Facility. “City” means the government of the City of Palo Alto, California. “CLEAN Program” refers to the Palo Alto Clean Local Energy Accessible Now Program, a renewable energy program established by the City by adoption of resolution number _______, dated ______, of the Palo Alto City Council, whereby the Buyer will purchase from the Seller the Output of Eligible Renewable Energy Resources that meet specified criteria set forth in the City’s applicable ordinances and resolutions. “Commercial Operation” means the period of operation of the Facility, once the Commercial Operation Date has occurred. “Commercial Operation Date” means the date specified in the Commercial Operation Date Confirmation Letter, which the Parties execute and exchange in accordance with this Agreement. “Contract Capacity” means the installed electrical Capacity available upon the Commercial Operation Date of the Facility in an amount, as specified in Exhibit “PPA-A.” “Contract Capacity” is measured at the Buyer’s revenue meter at the Delivery Point and is net of any Station Service Loads, any applicable Facility step-up transformer losses, and distribution losses on Buyer’s Distribution System up to the Delivery Point. “Contract Price” means the price paid by the Buyer to the Seller for the Output generated at the Facility and received by the Buyer, as set forth in Exhibit “PPA-A.” “CPUC” means the California Public Utilities Commission, or successor agency. “Delivery Point” means the point of interconnection to Buyer’s Distribution System, where the Buyer accepts title to the Output. “Delivery Term” means the period of time from the Commercial Operation Date through the expiration or earlier termination date of this Agreement. “Eligible Renewable Energy Resource” means an electric generating facility that is defined and qualified as an “eligible renewable energy resource” under California Public Utilities Code Section 399.12(e) and California Public Resources Code Section 25471, respectively, as amended. “Energy” means electrical energy generated from the Facility and delivered to Buyer’s Distribution System with the voltage and quality required by the Buyer, and measured in megawatt-hours (“MWh”) or kilowatt- hours (“kWh”), as metered at the Delivery Point. “Facility” means the qualifying renewable energy generation equipment and associated power conditioning and interconnection equipment that deliver the Output to the Buyer at the Delivery Point. “FERC” means the Federal Energy Regulatory Commission, or successor agency. 120214 dm 0073627 3 “Forced Outage” means an unplanned outage of one or more of the Facility’s components that results in a reduction of the ability of the Facility to produce Capacity. “Force Majeure” means an event or circumstance, which prevents a Party from performing its obligations under this Agreement, and which is not in the reasonable control of, or the result of negligence of, the Party claiming Force Majeure, and which by the exercise of due diligence is unable to overcome or cause to be avoided. “Force Majeure” shall include: (a) An act of nature, riot, insurrection, war, explosion, labor dispute, fire, flood, earthquake, storm, lightning, tidal wave, backwater caused by flood, act of the public enemy, terrorism, or epidemic; (b) Interruption of transmission or generation services as a result of a physical emergency condition (and not congestion-related or economic curtailment) not caused by the fault or negligence of the Party claiming Force Majeure and reasonably relied upon and without a reasonable source of substitution to make or receive deliveries hereunder, civil disturbances, strike, labor disturbances, labor or material shortage, national emergency, restraint by court order or other public authority or governmental agency, actions taken to limit the extent of disturbances on the electrical grid; or (c) Other similar causes beyond the control of the Party affected, which causes such Party could not have avoided by the exercise of due diligence and reasonable care. A Party's financial incapacity, the Seller’s ability to sell the Output at a more favorable price or under more favorable conditions, or the Buyer’s ability to acquire the Output at a more favorable price or under more favorable conditions or other economic reasons shall not constitute an event of Force Majeure. “Force Majeure” does not include a Forced Outage to the extent such event is not caused or exacerbated by an event of Force Majeure, as described above, and does not include the Seller’s inability to obtain financing, permits, or other equipment and instruments necessary to plan for, construct, or operate the Facility. “Good Utility Practice” means those practices, methods and acts that would be implemented and followed by prudent operators of electric energy generating facilities in the western United States, similar to the Facility, during the relevant time period, which practices, methods and acts, in the exercise of prudent and responsible professional judgment in the light of the facts known at the time the decision was made, could reasonably have been expected to accomplish the desired result consistent with good business practices, reliability, and safety. The Seller acknowledges that its use of Good Utility Practice does not exempt it from performing any of its obligations arising under this Agreement. “Good Utility Practice” includes, at a minimum, those professionally responsible practices, methods and acts described in the preceding paragraph that comply with manufacturers’ warranties, restrictions in this Agreement, the interconnection requirements of Buyer, the requirements of governmental authorities, and WECC and NERC standards. “Good Utility Practice” also includes the taking of reasonable steps to ensure that: (a) Equipment, materials, resources, and supplies, including spare parts inventories, are available to meet the Facility’s needs; (b) Sufficient operating personnel are available at all times and are adequately experienced and trained and licensed as necessary to operate the Facility properly and efficiently, and are capable of responding to reasonably foreseeable emergency conditions at the Facility and emergencies whether caused by events on or off the Facility’s site; (c) Preventive, routine, and non-routine maintenance and repairs are performed on a basis that ensures reliable, long-term and safe operation of the Facility, and are performed by knowledgeable, trained, and experienced personnel utilizing proper equipment and tools; (d) Appropriate monitoring and testing are performed to ensure equipment is functioning as designed; and (e) Equipment is not operated in a reckless manner, in violation of manufacturer’s guidelines or in a manner unsafe to workers, the general public, or the connecting utility’s electric system or contrary to environmental laws, permits or regulations or without regard to defined limitations such as, flood conditions, safety inspection requirements, operating voltage, current, volt ampere reactive (VAR) loading, frequency, rotational speed, polarity, synchronization, and control system limits; and equipment and components are designed and manufactured to meet or exceed the standard of durability that is generally used for electric energy generating facilities operating in the 120214 dm 0073627 4 western United States and will function properly over the full range of ambient temperature and weather conditions reasonably expected to occur at the Facility site and under both normal and emergency conditions. “Green Attributes” refers to the definition set forth in the Standard Terms and Conditions, Appendix A-2, as amended, Decision D.07-02-011, as modified by D.07-05-057, of the CPUC, which incorporates the definition of “Environmental Attributes” set forth in the Standard Terms and Conditions, Appendix A-1, as amended, D. 04-06-014. “Green Attributes” includes any and all credits, benefits, emissions reductions, environmental air quality credits, offsets, and allowances, howsoever entitled, attributable to the generation from the Facility, and its displacement of conventional energy generation, whether existing now or arising in the future. “Green Attributes” includes RECs, as well as (1) any avoided emissions of pollutants to the air, soil or water, such as sulfur oxides (“SOx”), nitrogen oxides (“NOx”), carbon monoxide (“CO”) and other pollutants; (2) any avoided emissions of carbon dioxide (“CO2”), methane (“CH4”), nitrous oxide, hydrofluorocarbons, perfluorocarbons, sulfur hexafluoride, and other greenhouse gases (“GHGs”) that have been determined by the United Nations Intergovernmental Panel on Climate Change, or otherwise by law, to contribute to the actual or potential threat of altering the Earth’s climate by trapping heat in the atmosphere; and (3) the reporting rights to these avoided emissions such as Green Tag Reporting Rights and RECs. “Green Tag Reporting Rights” are the right of a Green Tag Purchaser to report the ownership of accumulated Green Tags in compliance with federal or state law, if applicable, and to a federal or state agency or any other party at the Green Tag Purchaser’s discretion, and include those Green Tag Reporting Rights accruing under Section 1605(b) of the Energy Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program. Green Tags are accumulated on a kWh basis and one Green Tag represents the Green Attributes associated with one (1) MWh of Energy. “Green Attributes” do not include (i) any Energy, Capacity, reliability, or other power attributes of the Facility, (ii) production or investment tax credits associated with the construction or operation of the Facility and other financial incentives in the form of credits, grants, reductions, or allowances associated with the Facility that are applicable to a state or federal income taxation obligation, (iii) fuel-related subsidies or “tipping fees” that may be paid to Seller to accept certain fuels, or local subsidies received by the generator for the destruction of particular pre-existing pollutants or the promotion of local environmental benefits, or (iv) emission reduction credits encumbered, used or created by the Facility for compliance with or sale under local, state, or federal operating and/or air quality permits or programs. If the Facility is a biomass or landfill facility and the Seller receives any tradable Green Attributes based on the Facility’s greenhouse gas reduction benefits or other emission offsets attributed to its fuel usage, the Seller shall provide the Buyer with sufficient Green Attributes to ensure that there are zero net emissions associated with the production of electricity from the Facility. “Green Attributes” includes any other environmental credits or benefits recognized in the future and attributable to Energy generated by the Facility during the Term that may not be represented by Green Tag Reporting Rights or RECs, unless otherwise excluded herein. Any Green Attributes provided under this Agreement shall be documented by RECs, or any other representation of the environmental benefits of the Output, the monthly cumulative total of which shall be provided to the Buyer, as specified herein. “Interconnection Agreement” refers to the agreement between the Buyer and the Seller, specific to the interconnection of the Facility to Buyer’s Distribution System. “NERC” means the North American Electric Reliability Corporation, or successor organization. “NCPA” means Northern California Power Agency, a California joint action agency, or successor agency. “Output” means all Capacity associated with Contract Capacity and associated Energy made available from the Facility, as well as any Capacity Attributes, Green Attributes, or other attributes existing now or in the future associated with Contract Capacity and/or associated Energy. “Output” does not include production or investment tax credits associated with the construction or operation of the Facility and other financial incentives in the form of credits, grants, reductions, or allowances associated with the Facility that are applicable to a state or federal income taxation obligation. 120214 dm 0073627 5 “Planned Outage” means an outage, scheduled in advance, of one or more of the Facility’s components that results in a reduction of the ability of the Facility to produce Capacity. “Pre-Certification Price” means the contract price to be paid for all Energy delivered to the Buyer prior to the RPS Certification Date, as specified in Exhibit “PPA-A”. “Renewable Energy Credit” or “REC” has the meaning set forth in Section 399.12(h)(1) and (2) of the California Public Utilities Code, and includes a certificate of proof that one unit of electricity was generated by an Eligible Renewable Energy Resource. Currently, RECs are used to convey all Green Attributes associated with electricity production by a renewable energy resource. RECs are accumulated on a kWh basis and one REC represents the Green Attributes associated with the generation of 1 MWh (1,000 kWhs) from the Facility. For purposes of this Agreement, the term REC shall be synonymous with the term Green Tag, green ticket, bundled or unbundled renewable energy credit, tradable renewable energy certificates, or any other term used to describe the documentation that evidences the renewable and Green Attributes associated with electricity production by an Eligible Renewable Energy Resource. “Renewables Portfolio Standard” or “RPS” means the standard adopted by the State of California pursuant to Senate Bill 2 1st Extraordinary Session (SBX1 2, Chapter 1, Statutes 2011-12), and California Public Utilities Code Sections 399.11through 399.31, inclusive, as may be amended, setting minimum renewable energy targets for local publicly owned electric utilities. “Reservation Deposit” means the monetary deposit submitted by the Seller (or the Facility sponsor on behalf of the Seller) to secure a reservation of the CLEAN Program’s prices. The Reservation Deposit is set forth in Exhibit “PPA-A.” “Resource Adequacy” means a requirement by a governmental authority or in accordance with its FERC- approved tariff, or a policy approved by a local regulatory authority, that is binding upon either Party and that requires that Party to procure a certain amount of electric generating capacity. “RPS Certification” means certification by the CEC that the Facility qualifies as an Eligible Renewable Energy Resource for RPS purposes, and that all Energy produced by the Facility qualifies as generation from an Eligible Renewable Energy Resource, as evidenced by a Certificate of RPS Eligibility. “RPS Certification Date” means the date on which the RPS Certification begins, as specified in the Certificate of RPS Eligibility. “Seller” means ABC Company, California with a principal place of business at 123Main Street, Anytown, California 90909. “Station Service Load” means the electrical loads associated with the operation and maintenance of the Facility, which may at times be supplied from the Facility’s Energy. “Term” has the meaning set forth in Section 14.1 hereof. “WECC” means the Western Electricity Coordinating Council, the regional entity responsible for coordinating and promoting regional bulk electric system reliability in the Western Canada and the United States, or any successor organization. 2.0 SELLER’S GENERATING FACILITY, PURCHASE PRICE AND PAYMENT 2.1 Facility. This Agreement governs the Buyer’s purchase of the Output from the Facility, as described in Exhibit “PPA-A.” The Seller shall not modify the Facility to increase or decrease the Contract Capacity after the Commercial Operation Date. 2.2 Products Purchased. During the Delivery Term, the Seller shall sell and deliver, or cause to be delivered, and the Buyer shall purchase and receive, or cause to be received, the Output from the 120214 dm 0073627 6 Facility. The Seller shall not have the right to procure the Output from sources other than the Facility for sale or delivery to the Buyer under this Agreement or to substitute the Output. 2.3 Delivery Term. The Delivery Term shall commence on the Commercial Operation Date under this Agreement, and shall continue for an uninterrupted period of ten (10) years, fifteen (15) years, or twenty (20) years. This period will commence on the first day of the calendar month immediately following the Commercial Operation Date. As evidence of the Commercial Operation Date, the Parties shall execute and exchange the “Commercial Operation Date Confirmation Letter,” attached hereto as Exhibit “PPA-B.” The Commercial Operation Date shall be the date on which the Parties acknowledge, in writing, that the Facility starts operating and is otherwise in compliance with applicable interconnection and system protection requirements, including the final approvals by the City’s building department official. 2.4 Payment for Products Purchased. 2.4.1 Deliveries Prior to RPS Certification Date. Once the Facility has achieved Commercial Operation, if the CEC has not issued a Certificate of RPS Eligibility for the Facility or the Facility has not been registered with the appropriate entity for the tracking of Green Attributes, the Buyer will pay the Seller for the Output by multiplying the Pre-Certification Price by the quantity of Energy. 2.4.2 Deliveries After RPS Certification Date. Once the Facility has achieved Commercial Operation, the CEC has issued a Certificate of RPS Eligibility for the Facility, and the Facility has been registered with the appropriate entity for the tracking of Green Attributes, the Buyer shall pay the Seller for all Output on or after the RPS Certification Date by multiplying the Contract Price by the quantity of Energy. 2.4.3 True-up Upon Issuance of Certificate of RPS Eligibility. Once the Facility has achieved Commercial Operation, the CEC has issued a Certificate of RPS Eligibility for the Facility, and the Facility has been registered with the appropriate entity for the tracking of Green Attributes, the Buyer will pay the Seller an amount equal to the difference between the Contract Price and the Pre-Certification Price for the Output (a) that was delivered on or after the RPS Certification Date and (b) for which the Seller has already received payment at the Pre- Certification Energy Price. 2.4.4 Energy in Excess of Contract Capacity. The Seller shall not receive payment for any Energy or Green Attributes delivered in any hour to the Buyer in excess of the following amount of energy (in kilowatt-hours): 110% of the Contract Capacity (in kilowatts) multiplied by one hour. Any payment in excess of this amount shall be refunded to the Buyer, on demand. 2.5 Billing. The Buyer shall pay the Seller by check or electronic funds transfer, on a monthly basis, within thirty (30) days of the meter reading date. 2.6 Title and Risk of Loss. Title to and risk of loss related to the Output shall be transferred from the Seller to the Buyer at the Delivery Point. The Seller warrants that it will deliver to the Buyer the Output free and clear of all liens, security interests, claims, encumbrances or any interest therein or thereto by any person, arising prior to the Delivery Point. 2.7 No Additional Incentives. The Seller warrants that it has not received any other incentives funded by the Buyer’s ratepayers and it further agrees that, during the Term, it shall not seek additional compensation or other benefits from the Buyer pursuant to the following programs of the Buyer: (a) Photovoltaic (PV) Partners Program; (b) Power from Local Ultra-Clean Generation Incentive (PLUG- 120214 dm 0073627 7 In) Program; or (c) other similar programs that are or may be funded by the Buyer’s ratepayers. 3.0 RPS CERTIFICATION; GREEN ATTRIBUTES 3.1 CEC Certification. The Seller, at its own cost and expense, shall obtain the RPS Certification within six (6) months of the Commercial Operation Date. The Seller shall maintain the RPS Certification at all times during the Delivery Term. The foregoing provision notwithstanding, the Seller shall not be in breach of this Agreement and the Buyer shall not have the right to terminate this Agreement, if the Seller’s failure to obtain or maintain the RPS Certification is due to a change in California law, occurring after the Commercial Operation Date, so long as the Seller has used commercially reasonable efforts to obtain and maintain the RPS Certification and the Seller’s actions or omissions did not contribute to its inability to obtain and maintain the RPS Certification. 3.2 Obligation to Deliver Green Attributes. The Seller shall sell and deliver to the Buyer, and the Buyer shall buy and receive from the Seller, all right, title, and interest in and to Green Attributes associated with Energy, produced by the Facility and delivered to the Buyer at the Delivery Point, whether now existing or that hereafter come into existence during the Term, except as otherwise excluded herein; provided, the Buyer shall not be obligated to purchase and pay the Seller for any Green Attributes associated with any amount of the Output, that is generated by any fuel which is not renewable and which cannot be counted for the purpose of the production of Green Attributes. The Seller agrees to sell and make all such Green Attributes available to the Buyer to the fullest extent allowed by applicable law, in accordance with the terms and conditions of this Agreement. The Seller warrants that the Green Attributes provided under this Agreement to the Buyer shall be free and clear of all liens, security interests, claims and encumbrances. 3.3 Conveyance of Green Attributes. The Seller shall provide Green Attributes associated with the Facility, which shall be documented and conveyed to the Buyer in accordance with the procedure described in Exhibit “PPA-D.” 3.4 Additional Evidence of Green Attributes Conveyance. At the Buyer’s request, the Seller shall provide additional reasonable evidence to the Buyer or to third parties of the Buyer’s right, title, and interest in the Green Attributes and any other information with respect to Green Attributes, as may be requested by the Buyer. 3.5 Modification of Green Attributes Conveyance Procedure. The Buyer may unilaterally modify Exhibit “PPA-D” in order to reflect changes necessary in the Green Attributes conveyance procedures, so that the Buyer may be able to receive and report the Green Attributes, purchased under this Agreement, as belonging to the Buyer. 3.6 Reporting of Ownership of Green Attributes. The Seller shall not report to any person or entity that the Green Attributes sold and conveyed to the Buyer belong to any person other than the Buyer. The Buyer may report under any applicable program that Green Attributes purchased by the Buyer hereunder belong to it. 3.7 Greenhouse Gas Emissions. The Seller shall comply with any laws and/or regulations regarding the need to offset emissions of GHGs by delivering to the Buyer the Energy from the Facility with a net zero GHG impact. 4.0 CONVEYANCE OF CAPACITY ATTRIBUTES 4.1 Conveyance of Resource Adequacy Capacity. The Seller shall not report to any person or entity that the Resource Adequacy Capacity, as defined in the CAISO Tariff) associated with the Facility, if any, belongs to a person other than the Buyer, which may report that Resource Adequacy Capacity purchased hereunder belongs to it to fulfill the Resource Adequacy requirements, as defined in Section 40 of the CAISO Tariff, as amended, or any successor program. The Seller shall take those actions described 120214 dm 0073627 8 in Section 6.0 hereof, as applicable, to secure recognition of Resource Adequacy Capacity by the CAISO. 4.2 Conveyance of Other Capacity Attributes. In addition to the obligations imposed on the Seller under Section 4.1, the Seller will undertake any and all actions reasonably needed to enable the Buyer to effect the recognition and transfer of any Capacity Attributes in addition Resource Adequacy, to the extent that such Capacity Attributes exist now or will exist in the future; provided, if such actions require any actions beyond the giving of notice by the Seller, then the Buyer shall reimburse all out-of- pocket costs and charges of such actions. 4.3 Reporting of Ownership of Capacity Attributes. The Seller shall not report to any person or entity that the Capacity Attributes sold and conveyed to the Buyer belong to any person other than the Buyer. The Buyer may report under any such program that such Capacity Attributes purchased hereunder belong to it. 5.0 METERING AND OPERATIONS 5.1 Timing of Outages. The Seller may not schedule or take any Planned Outage from 12:00 p.m. through 7:00 p.m. Pacific Time during the months of June through October. 5.2 Outage Reporting. 5.2.1 Buyer Request. The Seller is not required to report any Planned Outage or Forced Outage, unless the Buyer first submits a written request to the Seller to commence Outage reporting. Upon receipt of such a request, the Seller shall report all subsequent Planned Outages and the Forced Outages according to the procedures described in subsections 5.2.2 and 5.2.3, and shall continue such reporting until (a) the termination of this Agreement for any reason, or (b) the Buyer subsequently provides written notice to the Seller that the Seller may cease such reporting in the future. 5.2.2 Planned Outage Notifications. The Seller shall notify the Buyer at least 72 hours in advance of any Planned Outage that would result in a reduction in the effective Output of the Facility during the period over which the Planned Outage is scheduled. Notification shall be provided by e-mail to the e-mail address (or addresses) set forth in Exhibit “PPA-F.” 5.2.3 Forced Outage Notifications. Within 24 hours of the occurrence of a Forced Outage of the Facility that impacts the ability of the Facility to produce Energy, the Seller shall notify the Buyer of the Forced Outage, including the Capacity of the Facility that is impacted, and the expected duration of the Forced Outage. Within 24 hours of the return of the Facility to service following the Forced Outage, the Seller shall notify the Buyer of the return-to-service details. Notification shall be made by e-mail to the address (or addresses) set forth in Exhibit “PPA-F.” 5.3 Metering. The Buyer shall furnish and install one or more standard watt-hour meters to read Energy generated by the Facility, and it will charge a meter fee to the Seller to cover the costs associated with the meter’s purchase and installation. As requested, the Seller shall provide and install a meter socket in accordance with the Buyer’s metering standards. The Buyer reserves the right to install additional metering equipment at its sole cost and expense. 6.0 PARTICIPATING GENERATORS 6.1 Applicability. This Section 6.0 shall apply if the Facility meets the definition of a “Participating Generator,” as may be defined by the CAISO Tariff. This Section 6.0 shall not apply if the definition applies to the Facility only upon the election by the Seller. For the purposes of this Section 6.0, all special terms not otherwise defined in Section 1.0 are defined in the CAISO Tariff. 6.2 Participating Generator Agreement. The Buyer will notify the CAISO of the Seller’s interconnection to Buyer’s Distribution System. If the CAISO requires it, the Seller, at its own expense, 120214 dm 0073627 9 shall negotiate and enter in to two contracts, a “Participating Generator Agreement” and a “Meter Services Agreement for CAISO Metered Entities,” with the CAISO. 6.3 Scheduling Coordination. If the CAISO requires the Seller to enter in to a Participating Generator Agreement, then the Seller shall designate NCPA as the Buyer’s scheduling coordinator. The Buyer, acting in its sole discretion, may replace NCPA as the scheduling coordinator for the Facility. If NCPA ceases to be the scheduling coordinator for the Facility and the Buyer has not, upon fourteen (14) days’ prior written notice of inquiry from the Seller, appointed a replacement scheduling coordinator, then the Seller shall have the right to appoint a replacement scheduling coordinator on the Buyer’s behalf. Thereafter, the Buyer shall enter into all reasonable and appropriate agreements with such replacement scheduling coordinator at its own costs. 6.4 Scheduling Procedure. The Buyer may require the Seller to provide the Buyer with Energy forecasts on a periodic basis, as may be necessary for the Buyer to account for expected Facility generation in its daily power scheduling process. The requirements are set forth in Exhibit “PPA-C.” 6.5 Modification of Scheduling and Outage Notification Procedure. The Buyer may unilaterally modify Exhibit “PPA-C” to reflect changes necessary in the scheduling and Outage notification procedures. The Buyer shall give the Seller reasonable notice of any such changes. 6.6 Provision of Other Equipment. If the Seller is required to enter into a Participating Generator Agreement with the CAISO, then the Seller, at its own cost and expense, shall provide and maintain data transmission-grade phone line and telecommunications equipment at the meter location that complies with applicable requirements of the CAISO, the Buyer, and NCPA. Any meter installed by the Seller shall comply at all times with the CAISO’s metering requirements. If the Seller fails to provide or maintain any such required equipment or data connection, then the Buyer shall acquire, install and maintain the same at the Seller’s sole cost and expense. 6.7 Designation as Resource Adequacy Resource. The Buyer may submit a written request to the Seller to obtain the CAISO’s designation of the Facility as a Resource Adequacy Resource. Upon receipt of such request, the Seller shall provide such information and undertake such steps as may be required by the CAISO in order to complete such an assessment. If the Buyer makes such a request, then the Buyer shall be responsible for the following: (1) any costs charged to the Seller by the CAISO as a condition of applying for or receiving designation as a Resource Adequacy Resource, including any deposits required during the study process or the cost of any related studies or deliverability assessments performed by the CAISO; (2) the capital, installation, and maintenance costs of any additional equipment required by the CAISO as a condition of receiving designation as a Resource Adequacy Resource; (3) the costs of any Network Upgrades, as defined in the CAISO Tariff, as may be required by the CAISO, provided, the Buyer shall receive any subsequent repayments from the CAISO or the Participating Transmission Owner related to such upgrades; and (4) any charges or penalties assessed by the CAISO as a consequence of the Facility’s designation as a Resource Adequacy Resource. 6.8 CAISO Charges. The Buyer shall be solely responsible for paying all costs and charges associated with the receipt of Energy under this Agreement, at the Delivery Point, and for the transmission and delivery of Energy from the Delivery Point to any other point downstream of the Delivery Point, including transmission costs and charges, competition transition charges, applicable control area service charges, transmission congestion charges, inadvertent energy flows, any other CAISO charges related to the transmission of such Energy by the CAISO and any charge assessed or collected in the future pursuant to any utility tariff or rate schedule, however defined, for transmission or transmission-related service rendered by or for any transmission-owning or operating entity. The Seller will undertake any and all actions reasonably needed to allow the Buyer to comply with any obligations, and minimize any potential liability, under the CAISO tariff. If and to the extent that the Seller fails to comply with the notice provision in Exhibit “PPA-C,” concerning Outages, or with its obligations as outlined in the previous sentence, the Seller shall be wholly responsible for all imbalances, deviations, or any other CAISO charges or penalties associated with such Outage or other CAISO Tariff obligation. 120214 dm 0073627 10 6.9 Participating Intermittent Resource Program. Upon the request of the Buyer, the Seller shall apply to the CAISO to participate in the Participating Intermittent Resource Program (“PIRP”), as defined by the CAISO, or any similar or successor program designed to reduce imbalance charges for non- dispatch resources such as solar generators. The Seller shall take all reasonable actions and execute documents and instructions necessary to enable participation of the Facility in the PIRP or any such program. If the Buyer makes such a request, the Buyer shall be responsible for the following, if required by the CAISO for the sole purpose of participation in the PIRP or any such program: (a) capital and installation costs of additional equipment; and (b) any deposits or charges imposed by the CAISO as a condition of participating in the PIRP or any such program. 6.10 Inclusion in Metered Subsystem. At the option of the Buyer, the Facility may be included within NCPA’s metered sub-system in connection with the scheduling of power over the CAISO grid and related functions; provided, however, that such inclusion shall have no adverse effect on the Facility’s operations or the Seller (or any such effect shall be fully mitigated by the Buyer). The Seller will undertake any and all actions reasonably needed to allow the Buyer to comply with any obligations, and minimize any potential liability, under the CAISO Tariff; provided, that if such actions require any actions beyond the giving of notice to be provided by the Buyer, then the Buyer shall reimburse the Seller for all out-of-pocket costs and charges of such actions. 7.0 COMMERCIAL OPERATION DATE; REFUND OF RESERVATION DEPOSIT 7.1 Commercial Operation Date. The Facility shall achieve Commercial Operation by the Commercial Operation Date deadline (the “Deadline”), which is one (1) year from the Effective Date. 7.2 Reservation Deposit. The Buyer acknowledges that, as of the Effective Date or other date established by the Buyer, the Seller has provided the Reservation Deposit to the Buyer. 7.2.1 If the Commercial Operation Date occurs on or prior to the Deadline, the Buyer shall refund to the Seller the Reservation Deposit without interest. 7.2.2 If the Commercial Operation Date commences within seventy (70) days of the Deadline, the Seller, as liquidated damages and not as a penalty, shall relinquish its claim to a ten percent (10%) portion of the amount of the Reservation Deposit for every full week transpiring between the Deadline and the Commercial Operation Date, but the total amount to be relinquished to the Buyer shall not exceed 100% of the Reservation Deposit. 7.2.3 If the Facility has not achieved Commercial Operation within seventy (70) days of the Deadline, then the Buyer may terminate this Agreement without liability of either Party to the other Party by giving written notice of termination to the Seller. 7.2.4 If the Seller gives notice of termination to terminate the Agreement before Commercial Operation occurs, then the Buyer shall refund a percentage of the Reservation Deposit equal to the following: the percentage to be refunded will equal A/B, where A equals the number of days between the date of the Seller’s notice of termination, received by the Buyer, and the Deadline, and B equals the number of days between the Effective Date and the Deadline. 7.3 Return of Reservation Deposit. The Buyer shall return to the Seller the Reservation Deposit, without interest, in the event that (a) the Buyer furnishes written notice of the costs of interconnection (defined in the Interconnection Agreement to include the costs related to the Interconnection Facilities and Distribution Upgrades) to the Seller and (b) within thirty (30) days of receipt of the notice regarding costs of interconnection, the Seller provides the Buyer with written notice that the Seller does not intend to sign the Interconnection Agreement and does intend to proceed with the project. 120214 dm 0073627 11 8.0 REPRESENTATION AND WARRANTIES; COVENANTS 8.1 Representations and Warranties. On the Effective Date, each Party represents and warrants to the other Party that: 8.1.1 It is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation; 8.1.2 The execution, delivery and performance of this Agreement is within its powers, have been duly authorized by all necessary action and do not violate any of the terms and conditions in its governing documents, any contracts to which it is a party or any law, rule, regulation, order or the like applicable to it; 8.1.3 This Agreement and each other document executed and delivered in accordance with this Agreement constitutes its legally valid and binding obligation enforceable against it in accordance with its terms; 8.1.4 It is not bankrupt and there are no proceedings pending or being contemplated by it or, to its knowledge, threatened against it which would result in it being or becoming bankrupt; 8.1.5 There is not pending or, to its knowledge, threatened against it or any of its affiliates, if any, any legal proceedings that could materially adversely affect its ability to perform its obligations under this Agreement; and 8.1.6 It is acting for its own account, has made its own independent decision to enter into this Agreement and as to whether this Agreement is appropriate or proper for it based upon its own judgment, is not relying upon the advice or recommendations of the other Party in so doing, and is capable of assessing the merits of, and understands and accepts, the terms, conditions and risks of this Agreement. 8.2 General Covenants. Each Party covenants that, during the Term: 8.2.1 It shall continue to be duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation; 8.2.2. It shall maintain (or obtain from time to time as required, including through renewal, as applicable) all regulatory authorizations necessary for it to legally perform its obligations under this Agreement; and 8.2.3 It shall perform its obligations under this Agreement in a manner that does not violate any of the terms and conditions in its governing documents, any contracts to which it is a party or any law, rule, regulation, order or the like applicable to it. 8.3 Covenant by Seller. The Seller covenants that, during the Term: 8.3.1 If the Eligible Renewal Energy Resource or the Facility is considered an ‘eligible qualifying facility’ under applicable law and has a net power production capacity of greater than one (1) megawatt, then the Seller covenants and agrees that, within thirty (30) days of the Effective Date or longer period allowed by law, it will complete and file Form No. 556 or other similar form with FERC as the same may be required by law.” 9.0 GENERAL CONDITIONS 9.1 Facility Care and Interconnection. During the Delivery Term, the Seller shall execute and maintain an “Interconnection Agreement” with the Buyer, whereby the Seller shall pay and be responsible for designing, installing, operating, and maintaining the Facility in accordance with all 120214 dm 0073627 12 applicable laws and regulations and shall comply with all applicable Buyer, WECC, FERC, and NERC requirements, including applicable interconnection and metering requirements. The Seller shall also comply with any modifications, amendments or additions to the applicable tariff and protocols. The Seller also shall arrange and pay independently for any and all necessary costs under the Interconnection Agreement with the Buyer. 9.2 Standard of Care. The Seller shall: (a) operate and maintain the Facility in a safe manner in accordance with its existing applicable interconnection agreements, manufacturer’s guidelines, warranty requirements, Good Utility Practice, industry norms (including standards of the National Electrical Code, Institute of Electrical and Electronic Engineers, American National Standards Institute, and the Underwriters Laboratories, and in accordance with the requirements of all applicable federal, state and local laws and the National Electric Safety Code, as such laws and code norms may be amended from time to time; (b) obtain any governmental authorizations and permits required for the construction and operation thereof. The Seller shall make any necessary and commercially reasonable repairs with the intent of optimizing the availability of electricity to the Buyer. The Seller shall reimburse the Buyer for any and all losses, damages, claims, penalties, or liability that the Buyer incurs as a result of the Seller’s failure to obtain or maintain any governmental authorizations and permits required for the construction and operation of the Facility throughout the Term. 9.3 Access Rights. The Buyer, its authorized agents, employees and inspectors shall have the right to inspect the Facility on reasonable advance notice during normal business hours and for any purposes reasonably connected with this Agreement or the exercise of any and all rights secured to the Buyer by law, including, without limitation, its ordinances, resolutions, tariffs, utility rate schedules or utilities rules and regulations. The Buyer shall make reasonable efforts to coordinate its emergency activities with the safety and security departments, if any, of the Facility’s operator. The Seller shall keep the Buyer advised of current procedures for communicating with the Facility operator’s safety and security departments. 9.4 Protection of Property. Each Party shall be responsible for protecting its own facilities from possible damage resulting from electrical disturbances or faults caused by the operation, faulty operation, or non-operation of the other Party’s facilities and such other Party shall not be liable for any such damages so caused. 9.5 Insurance. During the Term, the Seller shall obtain and maintain and otherwise comply with the insurance requirements, as set forth in Exhibit “PPA-E.” 9.6 Buyer’s Performance Excuse; Seller Curtailment. 9.6.1 Buyer Performance Excuse. The Buyer shall not be obligated to accept or pay for the Output during Force Majeure that affects the Buyer’s ability to accept Energy. 9.6.2 Seller Curtailment. The Buyer may require the Seller to interrupt or reduce deliveries of Energy: (a) whenever necessary to construct, install, maintain, repair, replace, remove, or investigate any of its equipment or part of the Buyer’s Distribution System or facilities; or (b) if the Buyer determines that curtailment, interruption, or reduction is necessary due to a System Emergency, as defined in the CAISO Tariff, an unplanned outage on Buyer’s Distribution System, Force Majeure, or compliance with Good Utility Practice. 9.7 Notices of Outages. Whenever possible, the Buyer shall give the Seller reasonable notice of the possibility that interruption or reduction of deliveries may be required. 9.8 No Additional Loads. The Seller shall not connect any loads not associated with Station Service Loads at the location of the Facility in a manner that would reduce Energy provided from the Facility to the Buyer hereunder. The Seller shall obtain separate retail electric service under the Buyer’s rate schedules for the service of such additional loads. 120214 dm 0073627 13 10.0 FORCE MAJEURE 10.1 Effect of Force Majeure. A Party shall be excused from its performance under this Agreement to the extent, but only to the extent, that its performance hereunder is prevented by Force Majeure. A Party claiming Force Majeure shall exercise due diligence to overcome or mitigate the effects of Force Majeure; provided, that nothing in this Agreement shall be deemed to obligate the Party affected by Force Majeure (a) to forestall or settle any strike, lock-out or other labor dispute against its will; or (b) for Force Majeure affecting the Seller only, to purchase electric power to cure Force Majeure. 10.2 Remedial Action. A Party shall not be liable to the other Party if the Party is prevented from performing its obligations hereunder due to Force Majeure. The Party rendered unable to fulfill an obligation by reason of Force Majeure shall take all action necessary to remove such inability with all due speed and diligence. The nonperforming Party shall be prompt and diligent in attempting to remove the cause of its failure to perform, and nothing herein shall be construed as permitting that Party to continue to fail to perform after that cause has been removed. Notwithstanding the foregoing, the existence of Force Majeure shall not excuse any Party from its obligations to make payment of amounts due hereunder. 10.3 Notice of Force Majeure. In the event of any delay or nonperformance resulting from Force Majeure, the Party directly impacted by Force Majeure shall, as soon as practicable under the circumstances, notify the other Party, in writing, of the nature, cause, date of commencement thereof and the anticipated extent of any delay or interruption in performance. 10.4 Termination Due to Force Majeure. If a Party will be prevented from performing its material obligations under this Agreement for an estimated period of twelve (12) consecutive months or longer due to Force Majeure, then the unaffected Party may terminate this Agreement, without liability of either Party to the other, upon thirty (30) Days’ prior written notice at any time during Force Majeure. 11.0 INDEMNITY 11.1 Indemnity by the Seller. The Seller shall indemnify, defend, and hold harmless the Buyer, its elected and appointed officials, directors, officers, employees, agents, and representatives against and from any and all losses, claims, demands, liabilities and expenses, actions or suits, including reasonable costs and attorney’s fees, resulting from, or arising out of or in any way connected with claims by third parties associated with (A) (i) Energy delivered at the Delivery Point; (ii) the Seller’s operation and/or maintenance of the Facility; or (iii) the Seller’s actions or inactions with respect to this Agreement, and (B) any loss, claim, action or suit, for or on account of injury, bodily or otherwise, to, or death of, persons, or for damage to or destruction of property belonging to the Buyer or other third party, excepting only such loss, claim, action or suit as may be caused solely by the willful misconduct or gross negligence of the Buyer, its agents, employees, directors or officers. 11.2 Indemnity by the Buyer. The Buyer shall indemnify, defend, and hold harmless the Seller, its directors, officers, employees, agents, and representatives against and from any and all losses, claims, demands, liabilities and expenses, actions or suits, including reasonable costs and attorney’s fees resulting from, or arising out of or in any way connected with claims by third parties associated with acts of the Buyer, its officers, employees, agents, and representatives, relating to: (A) Energy delivered by the Seller under this Agreement after the Delivery Point, and (B) any loss, claim, action or suit, for or on account of injury, bodily or otherwise, to, or death of, persons, or for damage to or destruction of property belonging to the Seller or other third party, excepting only such loss, claim, action or suit as may be caused solely by the willful misconduct or gross negligence of the Seller, its agents, employees, directors or officers. 12.0 LIMITATION OF DAMAGES EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. LIABILITY SHALL BE LIMITED TO DIRECT 120214 dm 0073627 14 ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED UNLESS EXPRESSLY HEREIN PROVIDED. NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 11 (INDEMNITY), IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. 13.0 NOTICES Notices shall, unless otherwise specified herein, be given, in writing, and may be delivered by hand delivery, United States mail, overnight courier service, facsimile or electronic messaging (e-mail) to the addresses set forth in Exhibit “PPA-F.”. Whenever this Agreement requires or permits delivery of a “notice” (or requires a Party to “notify”), the Party with such right or obligation shall provide a written communication in the manner specified below. A notice sent by facsimile transmission or electronic mail will be recognized and shall be deemed received on the Business Day on which such notice was transmitted if received before 5 p.m. Pacific Time (and if received after 5 p.m., on the next Business Day) and a notice by overnight mail or courier shall be deemed to have been received two (2) Business Days after it was sent or such earlier time as is confirmed by the receiving Party unless it confirms a prior oral communication, in which case any such notice shall be deemed received on the day sent. A Party may change its addresses by providing notice of same in accordance with this provision. A Party may request a change to Exhibit “PPA- F” as necessary to keep the information current. 14.0 TERM, TERMINATION EVENT AND TERMINATION 14.1 Term. The Term shall commence upon the execution by the duly authorized representatives of each of the Parties, and shall remain in effect until the conclusion of the Delivery Term, unless terminated sooner pursuant to the terms and conditions of this Agreement. All indemnity rights shall survive the termination of this Agreement for twelve (12) months. 14.2 Termination Event. 14.2.1 The Buyer shall have the right, but not the obligation, to terminate this Agreement upon the occurrence of any of the following, each of which is a “Termination Event”: (a) The Facility has not achieved Commercial Operation within seventy (70) days following the Deadline; (b) After the Commercial Operation Date, the Seller has not sold or delivered Energy from the Facility to the Buyer for a period of twelve (12) consecutive months; (c) If the Facility does not obtain RPS Certification within six (6) months of the Commercial Operation Date and maintain RPS Certification as required by Section 3.2; or (d) The Seller breaches any other material obligation of this Agreement. 14.2.2 The Seller shall have the right, but not the obligation, to terminate this Agreement upon the occurrence of any of the following, each of which is a “Termination Event”: (a) The Buyer fails to make a payment due and payable under this Agreement within thirty (30) days after written notice that such payment is due; or (b) The Buyer breaches any other material obligation of this Agreement. The preceding sentence notwithstanding, the Seller may terminate this Agreement without cause at any time prior to the Commercial Operation Date, subject to the provisions of Section 7 of this Agreement. 14.3 Time to Cure. None of the events described in Section 14.2.1 and 14.2.2 shall constitute a Termination Event if the Buyer or the Seller cures the event, failure, or circumstance within thirty (30) days after receipt of written notification sent by the other Party, seeking termination, or such longer period 120214 dm 0073627 15 as may be necessary to cure so long as the Party subject to the Terminating Event is exercising diligent efforts to cure. 14.4 Termination. 14.4.1 Declaration of a Termination Event. If a Termination Event has occurred and is continuing, the Party with the right to terminate shall have the right to: (a) send notice, designating a day, no earlier than thirty (30) days after such notice is deemed to be received (as provided in Section 13), as an early termination date of this Agreement (the “Early Termination Date”), unless the Seller has timely communicated with the Buyer and the Parties have agreed to resolve the circumstances giving rise to the Termination Event; (b) accelerate all amounts owing between the Parties; and (c) terminate this Agreement and end the Delivery Term effective as of the Early Termination Date. 14.4.2 Release of Liability for Termination Event. Upon termination of this Agreement pursuant to this section neither Party shall be under any further obligation or subject to liability hereunder, except with respect to the indemnity provision in Section 11 hereof, which shall remain in effect for a period of 12 months following the Early Termination Date. 14.5 No Limitation on Damages. Nothing in this Agreement shall be deemed or construed to limit a Party’s right to recover damages from the other Party, except as otherwise provided in this Agreement. 15.0 RELEASE OF DATA Except as may be exempt from disclosure under applicable law, the Seller authorizes the Buyer to release to any regulatory authority having jurisdiction over the Facility or a Party, or to any request made pursuant to the California Constitution or the California Public Records Act, information regarding the Facility, including the Seller’s name and location, operational characteristics, the Term of this Agreement, the Facility resource type, the scheduled Commercial Operation Date, the actual Commercial Operation Date, the Contract Capacity, payments made to the Seller and Energy production information. The Seller acknowledges that this information may be made publicly available. 16.0 ASSIGNMENT Neither Party shall assign this Agreement or its rights hereunder without the prior written consent of the other Party, which consent shall not be unreasonably withheld. 16.1 Upon the written request of the Seller, the Buyer will execute a “Lender Consent and Agreement” between the Seller and the Seller’s lender(s), if any, in the form acceptable to the Parties; provided, for illustration purposes only, an exemplar is attached hereto as Exhibit “PPA-G.” 16.2 Notwithstanding the foregoing, no Consent and Agreement shall be required for: 16.2.1 Any assignment or transfer of this Agreement by the Seller to an affiliate of the Seller, provided that such affiliate’s creditworthiness is equal to or better than that of Seller, as reasonably determined by the non-assigning or non-transferring Party; or 16.2.2 Any assignment or transfer of this Agreement by the Seller or the Buyer to a person succeeding to all or substantially all of the assets of such Party, provided that such person’s creditworthiness is equal to or greater than that of such Party, as reasonably determined by the non-assigning or non-transferring Party. 16.2.3 Notification of any assignment or transfer of this Agreement under Section 16.2.1 or 16.2.2 shall be given to the non-assigning or non-transferring Party in accordance with Exhibit “PPA-F.” 120214 dm 0073627 16 17.0 APPLICABLE LAW, VENUE, ATTORNEYS’ FEES, AND INTERPRETATION This Agreement will be governed by and construed in accordance with the laws of the State of California. The Parties will comply with applicable laws pertaining to their obligations arising under this Agreement. 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 or in the United States District Court for the Northern District of California in the County of Santa Clara, State of California. 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. If a court of competent jurisdiction finds or rules that any provision of this Agreement, the Exhibits, or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement, the Exhibits, or any amendment thereto will remain in full force and effect. The Parties agree that the normal rule of construction to the effect that any ambiguity is to be resolved against the drafting party will not be employed in the interpretation of this Agreement or any Exhibit or any amendment thereof. 18.0 SEVERABILITY If any provision in this Agreement is determined to be invalid, void or unenforceable by any court having jurisdiction, such determination shall not invalidate, void, or make unenforceable any other provision, agreement or covenant of this Agreement and the Parties shall use their best efforts to modify this Agreement to give effect to the original intention of the Parties. 19.0 COUNTERPARTS; INTERPRETATION OF CONFLICTING PROVISIONS This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be deemed one and the same Agreement. Delivery of an executed counterpart of this Agreement by facsimile or portable document format (“PDF”) transmission will be deemed as effective as delivery of an originally executed counterpart. Each Party delivering an executed counterpart of this Agreement by facsimile or PDF transmission will also deliver an originally executed counterpart, but the failure of any Party to deliver an originally executed counterpart of this Agreement will not affect the validity or effectiveness of this Agreement. In the event of a conflict between the Agreement and any, some or all of the Exhibits, the document imposing the more specific duty or obligation will prevail. 20.0 GENERAL No amendment to or modification of this Agreement shall be enforceable unless reduced to writing and executed by both Parties. This Agreement shall not impart any rights enforceable by any third party other than a permitted successor or assignee bound to this Agreement. Waiver by a Party of any default by the other Party shall not be construed as a waiver of any other default. The headings used herein are for convenience and reference purposes only. // // // // // // 120214 dm 0073627 17 21. EXHIBITS The following exhibits shall be deemed incorporated in and made a part of this Agreement. Exhibit “PPA-A” - Facility Description, Prices, and Reservation Deposit Exhibit “PPA-B” - Commercial Operation Date Confirmation Letter Exhibit “PPA-C” - Scheduling and Outage Notification Procedure Exhibit “PPA-D” - Green Attributes Reporting and Conveyance Procedures Exhibit “PPA-E” - Insurance Requirements Exhibit “PPA-F” - Notices Exhibit “PPA-G” - Form of Lender Consent and Agreement IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed by their authorized representatives as of the Effective Date. APPROVED AS TO FORM: CITY OF PALO ALTO ___________________________________ __________________________________ Senior Asst. City Attorney City Manager APPROVED: ABC COMPANY ___________________________________ __________________________________ Director of Administrative Services President ___________________________________ Director of Utilities 120214 dm 0073627 18 EXHIBIT “PPA-A” Facility Description, Rates, and Reservation Deposit Program Rates Palo Alto CLEAN Purchase Program Year ___________ Contract Term (select one): Ten (10) years Fifteen (15) years Twenty (20) years Contract rate Pre-certification rate Reservation Deposit Reservation Deposit ($20/kW of Contract Capacity) $__________ Service address: ___________________________________________________________ Facility Description: ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ Contract Capacity: ___________ kW (CEC-AC), based on based on solar array rating (Panel rated output at PV USA test conditions x inverter efficiency) Facility primary fuel/technology: ____________________________________________________ 120214 dm 0073627 19 EXHIBIT “PPA-B” Commercial Operation Date Confirmation Letter In accordance with the terms of the Power Purchase Agreement (Palo Alto CLEAN), dated ______________ (the “Agreement”) by and between the City of Palo Alto, as the Buyer, and ABC Company, as the Seller, this Confirmation Letter serves to document the Parties’ agreement that (i) the conditions precedent to the occurrence of the Commercial Operation Date have been satisfied, and (ii) the Buyer has received Energy, as specified in the Agreement, as of ______________, _______. The actual installed Contract Capacity is ___________ kW. This Confirmation Letter shall confirm the Commercial Operation Date, as defined in the Agreement, as of the date referenced in the preceding sentence. IN WITNESS WHEREOF, each Party has caused this letter to be duly executed by its authorized representative as of the date of last signature provided below: Buyer Seller By: _______________________________ By: _____________________________ Name: Name: ___________________________ Title: Director of Utilities Title: ____________________________ Date: _____________________________ Date: ____________________________ In recognition of the Commercial Operation Date relative to the Effective Date of the Agreement by and between the Buyer and the Seller, the Seller hereby calculates the amount to return, if any, of the Seller’s deposit, as follows: Original Reservation Deposit Amount: $_______________ Commercial Operation Date Deadline: __________________ □ Commercial Operation Date is prior to Deadline □ Commercial Operation Date occurred _____ weeks following the Deadline, meaning that ___ % of the Reservation Deposit is relinquished by Seller per Section 7.2.2 of the Power Purchase Agreement. Amount (if any) of Reservation Deposit to return to the Seller is: $___________________ 120214 dm 0073627 20 EXHIBIT “PPA-C” Scheduling and Outage Notification Procedure C.1 Applicability. This Exhibit” PPA-C” shall apply if the Facility is subject to Section 6.0 of this Agreement. C.2 Annual Operations Forecast C.2.1 By the tenth (10th) day September of each calendar year, the Seller will provide NCPA with an annual operations forecast detailing hourly expected generation and all proposed planned Outages for the next calendar year. The annual operations forecast for the calendar year shall be provided by not later than ninety (90) days prior to the scheduled Commercial Operation Date of the Generating Facility. C.2.2 NCPA may request modifications to the annual operations forecast at any time, and the Seller shall use good faith efforts to accommodate the requested modifications. C.2.3 The Seller shall not conduct Planned Outages at times other than as set forth in its annual operations forecast, unless approved in advance by NCPA, which approval shall not be withheld or delayed unreasonably. C.2.4 The Seller shall not schedule or conduct Planned Outages from 12:00 p.m. through 7:00 p.m. Pacific Time during the months of June through October. C.3. Short Term Operations Forecasts C.3.1. Quarterly Operations Forecast C.3.1.1 By the fifth (5th) day of January, April and July of each Contract Year, the Seller shall provide a calendar quarter-operations forecast by hour of expected generation and all proposed Planned Outages for the next full calendar quarter and the twelve (12) months following that calendar quarter. As an example, by January 5, 2013, the Seller would provide a calendar quarter-operations forecast by hour of expected generation for the period, April 1, 2013 through June 30, 2013, and identify all proposed Planned Outages for the period, April 1, 2013 through June 30, 2014. C.3.1.2 NCPA will approve or require modifications to the proposed calendar quarter-operations forecast within ten (10) days of receipt of the forecast. C.3.1.3 If required by NCPA, the Seller will provide a modified calendar quarter-operations forecast within seven (7) days after receipt of required modifications from NCPA. C.3.2 Weekly Update C.3.2.1 By 14:00 of each Wednesday, the Seller shall provide an electronic update, in a format specified by NCPA, to the calendar quarter-operations forecast for the following seven (7) days (Thursday through the next Wednesday). C.3.2.2 The weekly update shall include hourly expected generation and all proposed planned Outages for the relevant seven (7) day period. C.4 Outage Detail for Annual and Short Term Operations Forecasts. Outage information provided by the Seller shall include, at a minimum, the start time and stop time of the Outage, capacity out of service (kW), the equipment that is or will be out of service, and the reason for the Outage. 120214 dm 0073627 21 C.5 General Scheduling Protocols C.5.1 Daily Modifications to Forecasts. Unless otherwise mutually agreed, the Seller may make changes to the weekly update to the calendar quarter-operations forecast by providing such changes to NCPA prior to 08:00 of the day that is two (2) Business Days before the active scheduling day as determined by the WECC prescheduling calendar. Example: For power that is scheduled for generation or delivery on Thursday, March 29, 2012, changes must be submitted to NCPA by 08:00 on Tuesday, March 27, 2012. C.5.2 Hourly Modifications to Active Schedules. Unless otherwise mutually agreed, the Seller may request changes to active schedules by providing such changes to NCPA with a minimum of four (4) hours’ notice prior to the applicable CAISO market deadline (e.g. Hour Ahead Scheduling Process (“HASP”) Scheduling deadline, as defined in the CAISO Tariff). Active day Schedule changes are not binding. Changes to active Schedules are limited to two (2) changes per day, excluding forced Outages, unless otherwise agreed to between the Parties. One request for a Schedule change, of one-hour or multiple-hours duration, constitutes one Schedule change. Example: For power that is scheduled for generation or delivery in hour ending 15:00 (for the period from 14:01 to 15:00), changes must be submitted to NCPA by 10:00. C.5.3. Unforeseen Circumstances. At the Seller’s request, NCPA may, but is not required to, modify the Schedules for the Generation Facility Output due to unforeseen circumstances in accordance with the above scheduling timeline constraints described in this Exhibit PPA-C. C.5.4. Absence of Forecasts. In the absence of forecasts and schedules as required by this Agreement or this Exhibit, NCPA shall utilize the most current information the Seller provides in the development and submission of Schedules. C.6 Outage Reporting Protocols C.6.1. Notification. The Seller shall notify NCPA of all planned or forced Outages of the Generating Facility to ensure compliance with the CAISO Outage Coordination and Enforcement Protocols. C.6.1.1 Outage information provided by the Seller shall include, at a minimum, the start time and stop time of the Outage, Capacity out of service (kW), equipment out of service, and the reason for the Outage. C. 6.1.2 Seller shall provide the Planned Outages not included in the annual operations forecast, the calendar quarter-operations forecast, or the weekly update, to NCPA at least four (4) Business Days prior to the start of the requested outage. C. 6.1.3 At any time prior to the start of a Planned Outage, the CAISO may deny the Outage due to a System Emergency (as defined in the CAISO Tariff) or as otherwise permitted under the CAISO Tariff. If NCPA receives notice that the CAISO has denied an Outage in accordance with the CAISO Tariff, NCPA will notify the Seller as soon as possible and the Seller shall modify the planned Outage as required by the CAISO. C.6.2 Commencement of an Outage. The Seller shall not begin any Planned Outage without the prior approval of NCPA and the CAISO. C.6.3 Forced Outages C.6.3.1 The Seller shall report the Forced Outages to NCPA within twenty (20) 120214 dm 0073627 22 minutes of such Outages. C.6.3.2 The Seller’s notice of a Forced Outage sent to NCPA shall include the reason for the Outage (if known), expected duration of the Outage, and the Capacity reduction. C.6.3.3 By the end of the next Business Day following the day on which a Forced Outage has occurred, the Seller shall provide to NCPA a detailed written report, specifying the reason for the Outage, expected duration of such Outage, capacity reduction, and actions taken to mitigate such Outage. C.6.4 Return to Service. The Seller shall notify NCPA as soon as possible, but in any case before the Generating Facility is returned to service. C.7 Notices. All Scheduling notices and Schedules shall be submitted to NCPA by phone, fax or email, or other means as may be mutually agreed by the Parties, to the persons designated in Exhibit “PPA-F.” C.8 Changes in Scheduling and Outage Procedure. The Buyer shall revise Exhibit “PPA-C,” or, as appropriate, give written notice to the Seller regarding the revision, and issue a new Exhibit “PPA-C,” which shall then become part of the Agreement to reflect changes in the scheduling and outage notification procedure. 120214 dm 0073627 23 EXHIBIT “PPA-D” Green Attributes Reporting and Conveyance Procedures D.1 Additional Definitions for the Conveyance of Green Attributes D.1.1 “Certificate Transfers” means the process, as described in the WREGIS Operating Rules, whereby a WREGIS account holder may request that WREGIS Certificates from a specific generating unit shall be directly deposited to another WREGIS account. D.1.2 “WREGIS Certificates” means a certificate created within the WREGIS system that represents all Renewable and Green Attributes from one MWh of electricity generation from an Eligible Renewable Energy Resource that is registered with WREGIS. D.1.3 “WREGIS Operating Rules” means the document published by WREGIS that governs the operation of the WREGIS system for registering, tracking, and conveying, among others, RECs produced from Eligible Renewable Energy Resources that shall be registered with WREGIS. D.1.4 “WREGIS” means Western Renewable Energy Generation Information System. D.2 RECs. Green Attributes shall be conveyed by the Seller to the Buyer through RECs, which shall be registered tracked and conveyed to the Buyer, using WREGIS. D.3 WREGIS Registration. Prior to the Commercial Operation Date, the Buyer will register the Facility in the Buyer’s WREGIS account on behalf of the Seller. The Buyer shall charge back to the Seller any costs of registering and maintaining the registration of the Facility with WREGIS. The Seller shall provide to the Buyer any documents required by WREGIS and assign the Seller’s rights to register the Facility in WREGIS, using agreements provided by WREGIS. D.4 Buyer’s WREGIS Account. The Buyer shall, at its sole expense, establish and maintain the Buyer’s WREGIS account sufficient to accommodate the WREGIS Certificates produced by the output of the Facility. The Buyer shall be responsible for all expenses associated with (A) establishing and maintaining the Buyer’s WREGIS Account, and (B) subsequently transferring or retiring WREGIS Certificates. D.5 Qualified Reporting Entity. The Buyer shall be the Qualified Reporting Entity (as such term is defined by WREGIS) for the Facility, and shall be responsible for providing the metered Output data to WREGIS. D.6 Reporting of Environmental Attributes. In lieu of the Seller’s transfer of the WREGIS Certificates using Certificate Transfers from the Seller’s WREGIS account to the Buyer’s WREGIS account, the Buyer shall report the Facility as being held directly in its WREGIS account, which will preclude the Seller from reporting the Facility in its own WREGIS account. D.6.1 By avoiding the use of Certificate Transfers, there will be no transaction costs to the Seller or the Buyer for the Certificate Transfers that would otherwise be used. D.6.2 WREGIS Certificates for the Facility will be created on a calendar month basis in accordance with the certification procedure established by the WREGIS Operating Rules in an amount equal to the Energy generated by the Project and delivered to the Buyer in the same calendar month. D.6.3 WREGIS Certificates will only be created for whole MWh amounts of energy generated. Any fractional MWh amounts (i.e., kWh) will be carried forward until sufficient generation is accumulated for the creation of a WREGIS Certificate and all such accumulated 120214 dm 0073627 24 MWh of Environmental Attributes will then be available to Buyer. D.6.4 If a WREGIS Certificate Modification (as such term is defined by WREGIS) will be required to reflect any errors or omissions regarding the Green Attributes from the Facility, then the Buyer will manage the submission of the WREGIS Certificate Modification. D.6.5 Due to the expected delay in the creation of WREGIS Certificates relative to the timing of invoice payments under Section 2, the Buyer will normally be making an invoice payment for the Output for a given month in accordance with Section 2 before the WREGIS Certificates for such month may be created in the Buyer’s WREGIS account. Notwithstanding this delay, the Buyer shall have all right and title to all such WREGIS Certificates upon payment to the Seller in accordance with Section 2. D.7 Changes in Green Attributes Reporting and Conveyance Procedures. The Buyer shall revise this Exhibit “PPA-D,” as appropriate, give written notice to the Seller regarding the revision, and issue a new Exhibit “PPA-D,” which shall then become part of this Agreement in the event that: D.7.1 WREGIS changes the WREGIS Operating Rules (as defined by WREGIS) after the Effective Date or applies the WREGIS Operating Rules in a manner inconsistent with this Exhibit “PPA-D” after the Effective Date; or, D.7.2 WREGIS is replaced as the primary method that the Buyer uses for conveyance of Green Attributes, or additional methods to convey all Green Attributes, are required. 120214 dm 0073627 25 EXHIBIT “PPA-E” Insurance Requirements CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, WILL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH A 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, BELOW: MINIMUM LIMITS R TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE WORKER’S COMPENSATION AUTOMOBILE LIABILITY STATUTORY STATUTORY COMMERCIAL GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 COMPREHENSIVE AUTOMOBILE LIABILITY, INCLUDING, OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: PROPOSER, 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 PROPOSER AND ITS SUBCONSULTANS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSURES CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY – SEE, SAMPLE AGREEMENT FOR SERVICES. II. SUBMIT CERTIFICATE(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE, OR COMPLETE THIS SECTION AND IV THROUGH V, BELOW. A. NAME AND ADDRESS OF COMPANY AFFORDING COVERAGE (NOT AGENT OR BROKER): B. NAME, ADDRESS, AND PHONE NUMBER OF YOUR INSURANCE AGENT/BROKER: 120214 dm 0073627 26 C. POLICY NUMBER(S): D. DEDUCTIBLE AMOUNT(S) (DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL): III. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AND PROPOSER’S SUBMITTAL OF CERTIFICATES OF INSURANCE EVIDENCING COMPLIANCE WITH THE REQUIREMENTS SPECIFIED HEREIN. IV. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSURES” 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 INSURES. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSURES UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY 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 ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. V. PROPOSER CERTIFIES THAT PROPOSER’S INSURANCE COVERAGE MEETS THE ABOVE REQUIREMENTS: THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW. SIGNATURE(S) MUST BE SAME SIGNATURE(S) AS APPEAR(S) ON SECTION II, ATTACHMENT A, PROPOSER’S INFORMATION FORM. Firm: _______________________________________________________________________ Signature: _________________________________________________________ Name: _________________________________________________________ (Print or type name) Signature: _________________________________________________________ Name: _________________________________________________________ (Print or type name) NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303. 120214 dm 0073627 27 EXHIBIT “PPA-F” Notices Contract Administration BUYER: SELLER: City of Palo Alto Utilities Resource Management 250 Hamilton Avenue Palo Alto, CA 94301 Ph: 650-329-2689 Email: UtilityCommoditySettlements@CityofPaloAlto.Org Billing and Settlements BUYER: SELLER: City of Palo Alto Utilities Resource Management 250 Hamilton Avenue Palo Alto, CA 94301 Ph: 650-329-2689 Email: UtilityCommoditySettlements@CityofPaloAlto.Org Forecasting and Outage Reporting under Section 6 of this Agreement Planned Outages: BUYER: SELLER: Northern California Power Agency Real-Time Dispatch 651 Commerce Drive Roseville, CA 95678 Ph: 916-786-3518 Forced Outages BUYER: SELLER: Northern California Power Agency Real-Time Dispatch 651 Commerce Drive Roseville, CA 95678 Ph: 916-786-3518 Forecasting and Scheduling BUYER: SELLER: Northern California Power Agency Operations and Pre-Scheduling 651 Commerce Drive Roseville, CA 95678 Ph: 916-786-0123 120214 dm 0073627 28 EXHIBIT “PPA-G” Form of Lender Consent and Agreement This CONSENT AND AGREEMENT (this “Consent”), dated as of __________ ___, 20__, is entered into by and among the CITY OF PALO ALTO, a California chartered municipal corporation (the “City”), XYZ COMPANY, a California corporation (the “Lender),” by its agent, KLM COMPANY (the “Administrative Agent”), and ABC COMPANY, a California corporation (the “Borrower”) (collectively, the “Parties”). Unless otherwise defined, all capitalized terms have the meaning given in the Contract (as hereinafter defined). RECITALS A. Borrower intends to develop, construct, install, test, own, operate and use an approximately ____ MW electric generating facility located in the city of Palo Alto in the State of California, known as the _________________ Project (the “Project”). B. In order to partially finance the development, construction, installation, testing, operation and use of the Project, Borrower has entered into that certain financing agreement dated as of _____________ (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), among Borrower, the financial institutions from time to time parties thereto (collectively, the “Lenders”) , and Administrative Agent for the Lenders, pursuant to which, among other things, Lenders have extended commitments to make loans and other financial accommodations to, and for the benefit of, Borrower. C. The City and Borrower have entered into that certain Power Purchase Agreement, dated as of _____________ (attached hereto and incorporated herein by reference, as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms thereof and hereof, the “Power Purchase Agreement”). D. The City and Borrower have entered into that certain Interconnection Agreement, dated as of _____________ (attached hereto and incorporated herein by reference, as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms thereof and hereof, the “Interconnection Agreement”). E. Pursuant to a security agreement executed by Borrower and Administrative Agent for the Lenders (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), Borrower has agreed, among other things, to assign, as collateral security for its obligations under the Financing Agreement and related documents (collectively, the “Financing Documents”), all of its right, title and interest in, to and under the Power Purchase Agreement and Interconnection Agreement to Administrative Agent for the benefit of itself, the Lenders and each other entity or person providing collateral security under the Financing Documents. F. It is a requirement under the Financing Agreement that the Parties hereto execute this Consent. AGREEMENT NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, and intending to be legally bound, the Parties agree, as follows: 1. CONSENT TO ASSIGNMENT. The City acknowledges the assignment referred to in Recital E above, consents to an assignment of the Power Purchase Agreement and Interconnection Agreement pursuant thereto, and agrees with Administrative Agent, as follows: (a) Administrative Agent shall be entitled (but not obligated) to exercise all rights and to cure any defaults of Borrower under the Power Purchase Agreement or Interconnection Agreement, as the 120214 dm 0073627 29 case may be, subject to applicable notice and cure periods provided in the Power Purchase Agreement and Interconnection Agreement. Upon receipt of notice from Administrative Agent, the City agrees to accept such exercise and cure by Administrative Agent if timely made by Administrative Agent under the Power Purchase Agreement or Interconnection Agreement, as the case may be, and this Consent. Upon receipt of Administrative Agent's written instructions and to the extent allowed by law, the City agrees to make directly to such account as Administrative Agent may direct the City, in writing, from time to time, all payments to be made by the City to Borrower under the Power Purchase Agreement or Interconnection Agreement, as the case may be, from and after the City’s receipt of such instructions, and Borrower consents to any such action. The City shall not incur any liability to Borrower under the Power Purchase Agreement, Interconnection Agreement, or this Consent for directing such payments to Administrative Agent in accordance with this subsection (a). (b) The City will not, without the prior written consent of Administrative Agent (such consent not to be unreasonably withheld), (i) cancel or terminate the Power Purchase Agreement or Interconnection Agreement, or consent to or accept any cancellation, termination or suspension thereof by Borrower, except as provided in the Power Purchase Agreement or Interconnection Agreement and in accordance with subparagraph 1(c) hereof, (ii) sell, assign or otherwise dispose (by operation of law or otherwise) of any part of its interest in the Power Purchase Agreement or Interconnection Agreement, except as provided in the Power Purchase Agreement or Interconnection Agreement, or (iii) amend or modify the Power Purchase Agreement or Interconnection Agreement in any manner materially adverse to the interest of the Lenders in the Power Purchase Agreement and Interconnection Agreement as collateral security under the Security Agreement. (c) The City agrees to deliver duplicates or copies of all notices of default delivered by the City under or pursuant to the Power Purchase Agreement or Interconnection Agreement to Administrative Agent in accordance with the notice provisions of this Consent. The City shall deliver any such notices concurrently with delivery of the notice to Borrower under the Power Purchase Agreement or Interconnection Agreement. To the extent that a cure period is provided under the Power Purchase Agreement or Interconnection Agreement, Administrative Agent shall have the same period of time to cure the breach or default that Borrower is entitled to under the Power Purchase Agreement or Interconnection Agreement, except that if the City does not deliver the default notice to Administrative Agent concurrently with delivery of the notice to Borrower under the Power Purchase Agreement or Interconnection Agreement, then as to Administrative Agent, the applicable cure period under the Power Purchase Agreement or Interconnection Agreement shall begin on the date on which the notice is given to Administrative Agent. If possession of the Project is necessary to cure such breach or default, and Administrative Agent or its designee(s) or assignee(s) declare Borrower in default and commence foreclosure proceedings, Administrative Agent or its designee(s) or assignee(s) will be allowed a reasonable period to complete such proceedings so long as Administrative Agent or its designee(s) continue to perform any monetary obligations under the Power Purchase Agreement or Interconnection Agreement, as the case may be. The City consents to the transfer of Borrower's interest under the Power Purchase Agreement and Interconnection Agreement to the Lenders or Administrative Agent or their designee(s) or assignee(s) or any of them or a purchaser or grantee at a foreclosure sale by judicial or nonjudicial foreclosure and sale or by a conveyance by Borrower in lieu of foreclosure and agrees that upon such foreclosure, sale or conveyance, the City shall recognize the Lenders or Administrative Agent or their designee(s) or assignee(s) or any of them or other purchaser or grantee as the applicable party under the Power Purchase Agreement and Interconnection Agreement (provided that such Lenders or Administrative Agent or their designee(s) or assignee(s) or purchaser or grantee assume the obligations of Borrower under the Power Purchase Agreement and Interconnection Agreement, including, without limitation, satisfaction and compliance with all credit provisions of the Power Purchase Agreement and Interconnection Agreement, if any, and provided further that such Lenders or Administrative Agent or their designee(s) or assignee(s) or purchaser or grantee has a creditworthiness equal to or better than Borrower, as reasonably determined by City). 120214 dm 0073627 30 (d) In the event that either the Power Purchase Agreement or Interconnection Agreement, or both is rejected by a trustee or debtor-in-possession in any bankruptcy or insolvency proceeding, and if, within forty-five (45) days after such rejection, Administrative Agent shall so request, the City will execute and deliver to Administrative Agent a new power purchase agreement or interconnection agreement, as the case may be, which power purchase agreement or interconnection agreement shall be on the same terms and conditions as the original Power Purchase Agreement or Interconnection Agreement for the remaining term of the original Power Purchase Agreement or Interconnection Agreement before giving effect to such rejection, and which shall require Administrative Agent to cure any defaults then existing under the original Power Purchase Agreement or Interconnection Agreement. Notwithstanding the foregoing, any new renewable power purchase agreement or interconnection agreement will be subject to all regulatory approvals required by law. The City will use good faith efforts to promptly obtain any necessary regulatory approvals. (e) In the event Administrative Agent, the Lenders or their designee(s) or assignee(s) elect to perform Borrower's obligations under the Power Purchase Agreement and Interconnection Agreement, succeed to Borrower’s interest under the Power Purchase Agreement and Interconnection Agreement, or enter into a new power purchase agreement or interconnection agreement as provided in subparagraph 1(d) above, the recourse of the City against Administrative Agent, Lenders or their designee(s) and assignee(s) shall be limited to such Parties’ interests in the Project, and the credit support required under the Power Purchase Agreement and Interconnection Agreement, if any. (f) In the event Administrative Agent, the Lenders or their designee(s) or assignee(s) succeed to Borrower's interest under the Power Purchase Agreement and Interconnection Agreement, Administrative Agent, the Lenders or their designee(s) or assignee(s) shall cure any then-existing payment and performance defaults under the Power Purchase Agreement or Interconnection Agreement, except any performance defaults of Borrower itself, which by their nature are not susceptible of being cured. Administrative Agent, the Lenders and their designee(s) or assignee(s) shall have the right to assign all or a pro rata interest in the Power Purchase Agreement and Interconnection Agreement to a person or entity to whom Borrower’s interest in the Project is transferred, provided such transferee assumes the obligations of Borrower under the Power Purchase Agreement and Interconnection Agreement and has a creditworthiness equal to or better than Borrower, as reasonably determined by the City. Upon such assignment, Administrative Agent and the Lenders and their designee(s) or assignee(s) (including their agents and employees) shall be released from any further liability thereunder accruing from and after the date of such assignment, to the extent of the interest assigned. 2. REPRESENTATIONS AND WARRANTIES. The City hereby represents and warrants that as of the date of this Consent: (a) It (i) is duly formed and validly existing under the laws of the State of California, and (ii) has all requisite power and authority to enter into and to perform its obligations hereunder and under the Power Purchase Agreement and Interconnection Agreement, and to carry out the terms hereof and thereof and the transactions contemplated hereby and thereby; (b) the execution, delivery and performance of this Consent, the Power Purchase Agreement and the Interconnection Agreement have been duly authorized by all necessary action on its part and do not require any approvals, material filings with, or consents of any entity or person which have not previously been obtained or made; (c) each of this Consent, the Power Purchase Agreement, and the Interconnection Agreement is in full force and effect; (d) each of this Consent, the Power Purchase Agreement, and the Interconnection Agreement has 120214 dm 0073627 31 been duly executed and delivered on its behalf and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except as the enforceability thereof may be limited by (i) bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and (ii) general equitable principles (whether considered in a proceeding in equity or at law); (e) there is no litigation, arbitration, investigation or other proceeding pending for which the City has received service of process or, to the City’s actual knowledge, threatened against the City relating solely to this Consent, the Power Purchase Agreement, or the Interconnection Agreement and the transactions contemplated hereby and thereby; (f) the execution, delivery and performance by it of this Consent, the Power Purchase Agreement, and the Interconnection Agreement, and the consummation of the transactions contemplated hereby, will not result in any violation of, breach of or default under any term of any material contract or material agreement to which it is a party or by which it or its property is bound, or of any material requirements of law presently in effect having applicability to it, the violation, breach or default of which could have a material adverse effect on its ability to perform its obligations under this Consent; (g) neither the City nor, to the City’s actual knowledge, any other party to the Power Purchase Agreement or Interconnection Agreement, is in default of any of its obligations thereunder; and (h) to the City’s actual knowledge, (i) no Force Majeure Event exists under, and as defined in, the Power Purchase Agreement or Interconnection Agreement and (ii) no event or condition exists which would either immediately or with the passage of any applicable grace period or giving of notice, or both, enable either the City or Borrower to terminate or suspend its obligations under the Power Purchase Agreement or the Interconnection Agreement. Each of the representations and warranties set forth herein shall survive the execution and delivery of this Consent and the consummation of the transactions contemplated hereby. 3. NOTICES. All notices required or permitted hereunder shall be given, in writing, and shall be effective (a) upon receipt if hand delivered, (b) upon telephonic verification of receipt if sent by facsimile and (c) if otherwise delivered, upon the earlier of receipt or three (3) Business Days after being sent registered or certified mail, return receipt requested, with proper postage affixed thereto, or by private courier or delivery service with charges prepaid, and addressed as specified below: If to the City: [___________________________________] [___________________________________] [___________________________________] Telephone No.: [______________________] Facsimile No.: [_______________________] Attn: [______________________________] If to Administrative Agent: [___________________________________] [___________________________________] [___________________________________] Telephone No.: [______________________] Facsimile No.: [_______________________] Attn: [______________________________] 120214 dm 0073627 32 If to Borrower: [___________________________________] [___________________________________] [___________________________________] Telephone No.: [______________________] Facsimile No.: [_______________________] Attn: [______________________________] Any party shall have the right to change its address for notice hereunder to any other location within the United States by giving thirty (30) days written notice to the other parties in the manner set forth above. 4. ASSIGNMENT, TERMINATION, AMENDMENT. This Consent shall be binding upon and benefit the successors and assigns of the Parties hereto and their respective successors, transferees and assigns (including without limitation, any entity that refinances all or any portion of the obligations under the Financing Agreement). The City agrees (a) to confirm such continuing obligation, in writing, upon the reasonable request of (and at the expense of) Borrower, Administrative Agent, the Lenders or any of their respective successors, transferees or assigns, and (b) to cause any successor-in-interest to the City with respect to its interest in the Power Purchase Agreement or Interconnection Agreement to assume, in writing and in form and substance reasonably satisfactory to Administrative Agent, the obligations of City hereunder. Any purported assignment or transfer of the Power Purchase Agreement or Interconnection Agreement not in conjunction with the written instrument of assumption contemplated by the foregoing clause (b) shall be null and void. No termination, amendment, or variation of any provisions of this Consent shall be effective unless in writing and signed by the parties hereto. No waiver of any provisions of this Consent shall be effective unless in writing and signed by the party waiving any of its rights hereunder. 5. GOVERNING LAW. This Consent shall be governed by the laws of the State of California applicable to contracts made and to be performed in California. The federal courts or the state courts located in California shall have exclusive jurisdiction to resolve any disputes with respect to this Consent with the City, Assignor, and the Lender or Lenders irrevocably consenting to the jurisdiction thereof for any actions, suits, or proceedings arising out of or relating to this Consent. 6. COUNTERPARTS. This Consent may be executed in one or more duplicate counterparts, and when executed and delivered by all the parties listed below, shall constitute a single binding agreement. 7. SEVERABILITY. In case any provision of this Consent, or the obligations of any of the Parties hereto, shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions, or the obligations of the other Parties hereto, shall not in any way be affected or impaired thereby. 8. ACKNOWLEDGMENTS BY BORROWER. Borrower, by its execution hereof, acknowledges and agrees that neither the execution of this Consent, the performance by the City of any of the obligations of the City hereunder, the exercise of any of the rights of the City hereunder, or the acceptance by the City of performance of the Power Purchase Agreement by any party other than Borrower shall (1) release Borrower from any obligation of Borrower under the Power Purchase Agreement or Interconnection Agreement, (2) constitute a consent by the City to, or impute knowledge to the City of, any specific terms or conditions of the Financing Agreement, the Security Agreement or any of the other Financing Documents, or (3) except as expressly set forth in this Consent, constitute a waiver by the City of any of its rights under the Power Purchase Agreement or Interconnection Agreement. Borrower and Administrative Agent acknowledge hereby for the benefit of City that none of the Financing Agreement, the Security 120214 dm 0073627 33 Agreement, the Financing Documents or any other documents executed in connection therewith alter, amend, modify or impair (or purport to alter, amend, modify or impair) any provisions of the Power Purchase Agreement. CITY OF PALO ALTO XYZ COMPANY __________________________________ ___________________________________ ABC COMPANY ___________________________________ 120214 dm 0073626 1 INTERCONNECTION AGREEMENT This Interconnection Agreement (the “Agreement”), dated, for convenience, ____________________, 20__ (the “Effective Date”), is entered into by and between the CITY OF PALO ALTO, a California chartered municipal corporation (the “City”), acting by and through its Department of Utilities (“CPAU”), and ABC COMPANY, a California corporation (the “Facility Owner”), located at the address stated below (the City and the Facility Owner are referred to, individually, as a “Party”, and, collectively, as the “Parties”). FACILITY OWNER AND GENERATING FACILITY INFORMATION Facility Owner (if different from above): ___________________________________________________ Generating Facility (if not described in the Exhibit): __________________________________________ ____________________________________________________________________________________ Facility Address: ______________________________________________________________________ Palo Alto, CA 9430__ (the “Premises”) Operating Mode (select one of following): □ #1 Power used on-site; no energy export or incidental energy export (default choice); □ #2 Sale to CPAU based on Power Purchase Agreement (PPA). PPA# ___________________. □ #3 Other Agreement: Description: ____________________________________________________________, which requires disclosure of the Other Agreement # ______________. 1.0 TERM 1.1 This Agreement takes effect on the Effective Date, and it will continue for a term of ten (10) years, until it is earlier terminated, as follows: (a) the Facility Owner gives the City or CPAU thirty (30) days’ prior written notice of termination; (b) if Operating Mode #2 or Operating Mode #3 is selected, upon the effective date of termination of the Power Purchase Agreement or the Other Agreement between the Parties; or (c) a Party effectively terminates due to a material default and breach by the other Party. 1.2 Upon a default referred to in Section 1.1(c), the non-defaulting Party shall give written notice of such event of default to the defaulting Party. The defaulting Party shall have sixty (60) days from the receipt of notice of default in which to cure the default; provided, if the defaulting Party informs the non-defaulting Party that it cannot cure the default within the sixty-days period and it in good faith has continuously and diligently attempted to cure the default, then, if the defaulting Party cures within six (6) months from the receipt of the notice of default, the non-defaulting Party may not terminate this Agreement.. No default shall be deemed to exist if the failure to discharge an obligation (other than the payment of money) is the result of force majeure or an act or omission of the other Party 2.0 GENERATING FACILITY INTERCONNECTION AND METERING 2.1 The Facility Owner will install, operate, maintain, and repair the Generating Facility and use the meter(s) that meet(s) the requirements of CPAU’s Rules and Regulations, as amended, and other applicable laws, 120214 dm 0073626 2 rules and regulations, including, without limitation, CPAU’s interconnection standards, as set forth in its Utilities Rule and Regulation 27 (“Rule 27”). 2.2 CPAU, at its sole cost and expense, may inspect and approve the installation of the Generating Facility and verify or otherwise authenticate the accuracy of the meter(s) as a condition precedent to its obligation to interconnect. 2.3 The Facility Owner grants to the City, including CPAU, its officers, employees, agents and representatives the non-exclusive right of ingress and egress on, over and across the Premises, upon reasonable prior notice, for the purpose of inspecting and approving the installation and operation of the Generating Facility and authenticating the accuracy of the meter(s), or without notice, in the event of an emergency, to protect the public health, safety and welfare, or in regard to a disconnection of the Generating Facility, if CPAU reasonably determines that a condition hazardous to person or property exists and immediate action is necessary to protect person or property from damage or interference caused by the Facility or as a result of the lack of properly operating protective devices of the Facility. 2.4 The Facility Owner will obtain and maintain the required governmental approvals, authorizations, permits, and any policy (or policies) of insurance, including, without limitation, commercial general liability, property, and professional liability insurance, as may be required by the City or CPAU or applicable laws. 2.5 The Facility Owner will comply with all applicable federal, state and local safety and performance standards applicable to the Generating Facility and established by or under the National Electrical Code (NEC), the Institute of Electrical and Electronics Engineers (IEEE) and accredited testing laboratories, including, without limitation, Underwriters Laboratories (UL), and in accordance with the applicable orders, rules and regulations of the California Public Utilities Commission, pertaining to the safety and reliability of electrical generating systems, and applicable City building codes. 2.6 Neither the City nor CPAU will be obligated to accept or pay for, and the City or CPAU may require the Facility Owner to temporarily interrupt or reduce, the delivery of available energy generated by the Generating Facility in the event of the following: (a) whenever CPAU determines that the interruption or reduction is necessary in order for CPAU to construct, install, maintain, repair, replace, remove, investigate, or inspect any part of CPAU’s electric utility distribution system; or (b) if CPAU determines that the interruption or reduction is necessary on account of an emergency, voluntary or involuntary outage, force majeure, or compliance with good utility practice. 2.7 Notwithstanding any other provision of this Agreement, if CPAU determines that either (a) the operation of the Generating Facility may threaten or endanger the public health, safety or welfare or the City or CPAU’s personnel or property, or (b) the continued operation of the Generating Facility may endanger the operational integrity of CPAU’s electric utility distribution system, then CPAU will have the right to temporarily or permanently disconnect the Generating Facility from CPAU’s electric utility distribution system upon the delivery of prior reasonable notice to the Facility Owner; provided, CPAU may act without giving prior notice to the Facility Owner, if CPAU determines that it is impracticable to provide the notice. The Generating Facility will remain disconnected until such time as CPAU is satisfied that the conditions referred to in this subsection have been corrected or sufficiently addressed. 2.8 The Facility Owner will (a) maintain the Generating Facility, which interconnects with CPAU’s electric utility distribution system, in a safe and prudent manner and in conformance with all applicable laws, rules and regulations, including, without limitation, the requirements of this Section 2, and (b) obtain any governmental approvals, authorizations and permits required for the construction and operation of the Generating Facility. 2.9 The Facility Owner will reimburse CPAU for any and all losses, damages, claims, penalties, or liability that the City or CPAU may incur or sustain as a result of the Facility Owner’s failure to obtain and maintain any and all governmental approvals, authorizations and permits that may be required for the construction, installation, operation, repair or maintenance of the Generating Facility. 120214 dm 0073626 3 3.0 INTERCONNECTION FACILITIES, DISTRIBUTION SYSTEM UPGRADES, AND AFFECTED SYSTEMS 3.1 The Facility Owner shall, in accordance with CPAU Rule 27 or other applicable CPAU Rule, pay, in advance and in full, for all of CPAU’s estimated design and construction costs of the Interconnection Facilities and the Distribution System Upgrades, which are specified in the Exhibit. 3.2 In the event that the Facility Owner owns the real property, on which the Interconnection Facilities are or will be located, then the Facility Owner shall grant to the City and CPAU (or in the event that Facility Owner is leasing or otherwise obtaining rights to locate the Generating Facility on real property of a third party, the Facility Owner shall obtain for the City and CPAU): 3.2.1 The right to install the Interconnection Facilities and related equipment or materials on that real property along the most practical route, which is of sufficient width to provide the appropriate and safe clearance from all structures now or hereafter erected on that real property; and 3.2.2 The right of ingress and egress to and from that real property, as may be reasonably necessary for CPAU to operate, maintain, repair, and remove the Interconnection Facilities. 3.3 Where rights-of-entry or easements are required on or over that real property or the property of a third party for the installation of the Interconnection Facilities, the Facility Owner acknowledges and agrees that CPAU’s obligation to install the Interconnection Facilities is expressly conditioned on the granting, without cost to the City or CPAU, of any and all necessary rights-of-entry or easements to the City. 3.4 THE CITY MAKES NO REPRESENTATIONS, WARRANTIES, COVENANTS OR ASSURANCES WITH RESPECT TO THE DESIGN, CONSTRUCTION, DURABILITY OR SUITABILITY OF THE NEW INTERCONNECTION FACILITIES OR ANY PART THEREOF, WHETHER EXPRESS OR IMPLIED, AND THE CITY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, QUIET ENJOYMENT, AND ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE APPLICABLE TO SUCH WORK. 3.5 The one-line diagram of the interconnection (at the Delivery Point) is described in the Exhibit. The Interconnection Facilities are the sole and exclusive property of and shall be owned, operated, maintained, and repaired by the City and CPAU, and the Facility Owner disclaim any interest therein. 3.6 The Facility Owner shall pay CPAU for the costs of the Interconnection Facilities. The direct costs for the design and construction of the Interconnection Facilities shall be paid in advance by the Facility Owner. The Facility Owner shall be additionally responsible for costs related to ongoing operations, maintenance, and replacement of the Interconnection Facilities. 3.7 Upon the Facility Owner’s discontinuation of use of the Interconnection Facilities due to termination of this Agreement, or otherwise, CPAU shall have the right to remove any portion of the Interconnection Facilities from the real property on which the Interconnection Facilities are installed or located. 3.8 As may be required by applicable agreements between the City or CPAU and one or more Affected Systems’ owners and/or operators, CPAU shall coordinate with those Affected Systems’ owners and/or operators to support the interconnection. An “Affected System” is an electric system not owned by the City or CPAU but to which CPAU’s electric utility distribution system is connected. “Affected System” includes, without limitation, the transmission system that is owned by the Pacific Gas and Electric Company but is operated by the California Independent System Operator Corporation (“CAISO”). If upgrades to an Affected System are required by an Affected System owner and/or operator as a condition of interconnection of the Generating Facility, then the Facility Owner shall be responsible for the costs of such upgrades. The Facility Owner and each Affected System owner and/or operator shall enter into one or more agreements that provide(s) for the financing of such upgrades, as needed, and any repayment as set forth in applicable tariffs of the Affected System’ owner and/or operator. The Facility Owner, at its own 120214 dm 0073626 4 cost and expense, shall be responsible for entering into any other agreements as may be required by an Affected System’s owner and/or operator as a condition of interconnected operation and complying with the requirements of any applicable tariffs. Such agreements may include the “Participating Generator Agreement” (ISO Tariff Appendix M) and the “Meter Services Agreement for CAISO Metered Entities” with the CAISO. 4.0 INDEMNITY 4.1 Each Party, as indemnitor, shall defend, protect, indemnify and hold harmless the other Party, as indemnitee, its elected and appointed officials, directors, officers, employees, agents and representatives of the other Party from and against any and all losses, liability, damages, claims, costs, charges, demands, or expenses (including any direct, indirect or consequential loss, liability, damage, claim, cost, charge, demand, or expense, and reasonable attorneys’ fees) for personal injury or death and property damage, arising, directly or indirectly, out of or in connection with (a) the engineering, design, construction, maintenance, repair, operation, supervision, inspection, testing, protection or ownership of the indemnitor’s facilities, or (b) the making of replacements, additions, betterments to, or reconstruction of the indemnitor’s facilities; provided, however, the Facility Owner’s duty to indemnify the City and CPAU shall not extend to any loss, liability, damage, claim, cost, charge, demand, or expense resulting from interruptions in electrical service to CPAU’s electric utility customers other than the Facility Owner. Neither Party shall be indemnified hereunder for its loss, liability, damage, claim, cost, charge, demand, or expense arising out of or resulting from its sole negligence or willful misconduct. 4.2 Notwithstanding the foregoing indemnity, and excepting a Party’s willful misconduct or sole negligence, each Party shall be solely responsible for damage to its own facilities resulting from electrical disturbances or faults. 4.3 This Section 4 shall not be construed to relieve any insurer of its obligations to pay any insurance claims in accordance with the provisions of any valid insurance policy to be procured by a Party. 4.4 EXCEPT AS OTHERWISE PROVIDED IN SECTION 4.1, A PARTY SHALL NOT BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL, PUNITIVE, EXEMPLARY, SPECIAL OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF REVENUE, LOSS OF OPPORTUNITY OR LOSS OF DATA), HOWSOEVER CAUSED, WHETHER ARISING UNDER TORT, CONTRACT, OR OTHER LEGAL THEORY, AND WHETHER OR NOT FORESEEABLE, THAT ARE INCURRED BY THE OTHER PARTY. 5.0 NOTICE 5.1 Any notice required to be given under this Agreement will be delivered, in writing, and electronically mailed or delivered by the United States Postal Service, with postage prepaid and correctly addressed to the Party, or personally delivered to the Party, at the address below. Changes to such designation may be made by notice similarly given. All written notices will be directed, as follows: TO CITY: City of Palo Alto Department of Utilities 250 Hamilton Ave Palo Alto, CA 94301 ATTN.: Utilities Resource Management Phone: (650) 329-2689 FAX: (650) 326-1507 Email: UtilityCommoditySettlements@CityofPaloAlto.org 120214 dm 0073626 5 TO FACILITY OWNER: ABC Company 123 Main Street Anytown, CA 90909 ATTN: Senior Vice-President of Operations Phone: (999) 999-9999 FAX: (999) 111-1111 Email: RenewableEnergyOperations@ABCInc.org 6.0 MISCELLANEOUS PROVISIONS 6.1 This Agreement is governed by and interpreted in accordance with the laws of the State of California as if executed and to be performed wholly within the State of California. 6.2 Any amendment or modification to this Agreement will not be binding upon the Parties, unless the Parties agree thereto, in writing. The failure of a Party at any time or times to require performance of any provision hereof will in no manner affect the right at a later time to enforce the same. No waiver by a Party of the breach of any covenant, term or condition contained in this Agreement, whether by conduct or otherwise, will be deemed or be construed as a further or continuing waiver of any such breach or a waiver of the breach of any other covenant, term or condition, unless such waiver is stated, in writing. 6.3 This Agreement supersedes any existing agreement, to which the City and the Facility Owner are parties, under which the Facility Owner is currently operating the Generating Facility, and any such agreement shall be deemed terminated as of the date this Agreement becomes effective. IN WITNESS WHEREOF, the Parties by their duly appointed representatives have executed this Interconnection Agreement in Palo Alto, County of Santa Clara, as of the Effective Date. CITY OF PALO ALTO ABC COMPANY _________________________________ _________________________________ City Manager President APPROVED AS TO FORM: _________________________________ Senior Asst. City Attorney APPROVED: _________________________________ Director of Utilities 120214 dm 0073626 6 EXHIBIT PART 1. GENERATING FACILITY DESCRIPTION 1. Service address: ___________________________________, Palo Alto, CA ____________ 2. Generating Facility Description: ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ 3. Gross power rating of the Generating Facility ________ kW, based on: □ Inverter rating □ Solar array rating (Panel rated output at PV USA test conditions x inverter efficiency) □ Generator nameplate □ Prime mover nameplate 4. Generating Facility primary fuel/technology: ____________________________________________________ 5. Net power rating of the Generating Facility: ____ kW, which is the gross power rating stated above net of power used in the Generating Facility to power lights, motors, control systems, and other electrical loads used in operation, including losses on the Generating Facility’s electric distribution system 6. Maximum instantaneous power to be exported through the Point of Common Coupling: ______ kW 7. Generating facility is connected to the CPAU distribution system at ______ Kv PART 2. INTERCONNECTION FACILITIES DESCRIPTION; ESTIMATED COSTS □ No Interconnection Facilities are required. □ Interconnection Facilities are required (provide information below). 1. The Interconnection Facilities Description: _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ 2. The direct costs of the design and construction of the Interconnection Facilities shall be paid in advance by the Facility Owner in accordance with Rule 27, as amended. 3 The Final Estimated CPAU Design and Construction Costs is $_____________. 4 The Final Estimated CPAU Operations and Maintenance Cost is $ ________________. 120214 dm 0073626 7 5. The Total Cost of Interconnection Facilities is $______________. 6. A One-line Diagram of the Interconnection is inserted as Page(s) __ through __. 7. A diagram of the Site Layout is inserted as Page(s) __ through __. PART 3. DISTRIBUTION SYSTEM UPGRADES REQUIRED □ No Distribution Upgrades are required. □ Distribution Upgrades are required (provide information below). 1. Description of Distribution Upgrades: _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ 2. The direct costs of the design and construction of the Distribution Upgrades shall be paid in advance by the Facility Owner in accordance with Rule 27, as amended. 3. The Final Estimated CPAU Design and Construction Cost is $_____________. 4. The Final Estimated CPAU Operations and Maintenance Cost is $ ________________. 5. The Total Cost of the Distribution Upgrades is $______________. 6. A description of the Distribution Upgrades is inserted as Page(s) __ through __. PALO ALTO CLEAN LOCAL ENERGY ACCESSIBLE NOW PROGRAM PROGRAM ELIGIBILITY RULES AND REQUIREMENTS PROGRAM YEAR 2012 120214 dm 0073708 Effective Date: April 2, 2012 A. PARTICIPATION ELIGIBILITY REQUIREMENT: The Palo Alto Clean Local Energy Accessible Now Program (the “CLEAN Program”), Program Year 2012, is open to participation by any Eligible Renewable Energy Resource, as defined in Section D.5, with a total generation capacity of at least 100 kilowatts (kW). B. TERRITORIALITY REQUIREMENT: In order to be eligible to participate in the CLEAN Program during Program Year 2012, an Eligible Renewable Energy Resource must be located in and generating electricity from within the utility service area of the City of Palo Alto. C. PRICES FOR CERTIFIED RENEWABLE POWER: The following purchase prices (“Program Prices”) shall apply to the electricity produced by an Eligible Renewable Energy Resource participating in the Program starting in Program Year 2012, except as provided in Sections D.3 and D.6. Solar generation facilities: Contract Term Price 10 years 12.360 ¢ / kWh 15 years 13.216 ¢ / kWh 20 years 14.003 ¢ / kWh D. ADDITIONAL RULES AND REQUIREMENTS: 1. The owner of the Eligible Renewable Energy Resource shall enter into a Power Purchase Agreement, Eligible Renewable Energy Resource (“PPA”) with the City of Palo Alto. 2. The last Eligible Renewable Energy Resource that is eligible for participation in the CLEAN Program during Program Year 2012 will be the Eligible Renewable Energy Resource that first causes the total capacity of Eligible Renewable Energy Resources receiving payments under the Program to exceed four (4) MW (the “Program Capacity”). 3. An application for participation in the CLEAN Program to sell output to the City (the “Application”) may be submitted at any time during the month. Any number of PPAs may be awarded at the end of each month. If the City can accept all Applications submitted without exceeding the Program Capacity, then all Applications will be accepted at the applicable Program Price(s). If, in any month, the City cannot accept all Applications submitted during that month without exceeding the Program Capacity, then the PPAs will be awarded in the following order of precedence: a. The City will provide notification to all applicants that apply in the current month that there is insufficient capacity to accept all Applications. All applicants that apply for PALO ALTO CLEAN LOCAL ENERGY ACCESSIBLE NOW PROGRAM PROGRAM ELIGIBILITY RULES AND REQUIREMENTS PROGRAM YEAR 2012 120214 dm 0073708 Effective Date: April 2, 2012 participation in the current month will be afforded two (2) weeks from the notification date to submit bid prices at which electricity from its proposed resource will be sold to the City. The bid price must be less than the price for the applicable term described in Section C, or the City will reject or will be deemed to have rejected the bid price. b. The City will award one or more PPAs based upon the proposed bid prices. The first award will be made to the applicant offering the lowest bid price and any subsequent award(s) will be made to the next higher prices, until the Program Capacity has been attained. c. Nothing in this ‘bid price’ process will affect the status of applications accepted in previous months. 4. In order for an Eligible Renewable Energy Resource to be eligible for participation in the CLEAN Program during Program Year 2012, the City must receive an Application on or before December 31, 2012 or, if that day does not fall on a regular business day of the City, on the business day immediately preceding December 31, 2012. 5. For the purposes of Program Year 2012, an Eligible Renewable Energy Resource means an electric generating facility that: (a) is defined and qualifies as an “eligible renewable energy resource” under California Public Utilities Code Section 399.12(e) and California Public Resources Code Section 25471, respectively, as amended; (b) uses a solar fuel source; and (c) meets the territoriality requirement set forth in Section B. 6. The California Energy Commission’s (“CEC”) certification of the Eligible Renewable Energy Resource shall be required within six (6) months of the commercial operation date of the electric generating facility; the facility’s owner shall provide written notice of the CEC’s certification to the City. If the City takes delivery of the facility’s electricity prior to the CEC’s certification, then, as the facility’s electricity cannot be considered in fulfillment of the City’s RPS requirements, the price that the City will pay for the facility’s electricity (the “Pre-Certification Price”) will be set at 65% of the applicable Contract Price. Upon the CEC’s certification of the facility, the City will pay the applicable Contract Price for the facility’s electricity delivered on and after the date of the CEC’s certification. The City will “true-up”, as appropriate, the difference between the Contract Price and the Pre-Certification Price for any electricity received and paid for by the City, effective as of the date of certification of the Resource. 7. If an Eligible Renewable Energy Resource is authorized to participate in the CLEAN Program, then that Resource shall not be entitled to receive any rebate or other incentive from the City’s Photovoltaic (PV) Partners Program, Power from Local Ultra-Clean Generation Incentive (PLUG- In) Program, or other similar programs funded by the City’s ratepayers. To the extent any rebate or incentive is paid to the owner of the Resource, that rebate or incentive shall be disgorged and refunded to the City if the Eligible Renewable Energy Resource continues to participate in the CLEAN Program. If a rebate or an incentive has been paid to the Eligible Renewable Energy Resource, then that Resource shall be ineligible to participate in the CLEAN Program. 8. All electricity generated by the Eligible Renewable Energy Resource shall be delivered only to the City. No portion of the electricity may be used to offset any load of the generating facility (other PALO ALTO CLEAN LOCAL ENERGY ACCESSIBLE NOW PROGRAM PROGRAM ELIGIBILITY RULES AND REQUIREMENTS PROGRAM YEAR 2012 120214 dm 0073708 Effective Date: April 2, 2012 than incidental loads associated with operating the generating facility). 9. A metering and administration fee of $34.73/month will be charged to each Eligible Renewable Energy Resource that participates in the CLEAN Program during Program Year 2012. City of Palo Alto Utilities (CPAU) PaloAltoGreen Local Energy Program Palo Alto Clean Local Energy Accessible Now (CLEAN) Program Policies and Guidelines POLICIES 1.The Renewable FIT objective of the Palo Alto CLEAN Program (Porgram) is to maximize fulfillment of the City of Palo Alto (City)’s Renewable Portfolio Standard (RPS)renewable energy procurement goals and requirements from local renewable energy sources. 2.Enrollment will be capped at the amount of energy projected to be required to fulfill the City’s RPSrenewable energy procurement goals and requirements. 3.Eligible resources will include those resources that are deemed renewable by the California Energy Commission (CEC) and that can be included in meeting RPS goals, including solar photovoltaic (PV) systems, wind, and biogas-fueled generators. 4.Eligible resources are toshall be located in the City and connected to the distribution system on CPAU’s the City’s side of customer meters. 5.The Renewable FITProgram purchase rate, set as a fixed-price in cents per kilowatt-hour (kWh) for a twenty-yearfixed term, will be based on CPAU’s the City’s avoided energy and capacity cost (i.e., value-based) and may vary by load shape for each renewable energy resource type. 6.The agreement between CPAU the City and a pProgram participants will be a non- negotiable, twenty-year standard form contract available to all eligible resources. 7.Program participants will be responsible for direct costs associated with the project (such as interconnection and metering). 8.Projects with a Renewable FITthat participate in the Program will not be eligible for a net metering tariff or incentives under the PV Partners Program, the Power from Local Ultra- clean Generation Incentive (PLUG-In) Program, or any other CPAU-funded incentive program funded by the City’s electric ratepayers. 9.City Council must approve the Renewable FITProgram rates, standard form contracts, and any updates. 10.At the discretion of the City Council, an incentive may be paid for the power in addition to the avoided cost purchase price. The incentive may be limited to specific technologies or may be applicable to all local generation. PROGRAM DESIGN GUIDELINES 1.The methodology for calculating avoided cost should include all of the following that apply to the technology in question: a.The value of renewable energy (including the value of avoided carbon); b.Local capacity value related to the applicable characteristics of the technology; c.Avoided transmission charges, transmission losses, and ISO charges; d.Avoided distribution losses; and e.Any other avoided costs attributable to local renewable generation 2.A standard form contract will be established and published. The term will be 20 years. 3.An annual pProgram cap on the amount of generating capacity or renewable energy procured will be established. 4.Maximum and minimum limits on individual project sizes may be used to limit the number of projects or the risk associated with the operation of any single project. These may be differentiated by technology type. 5.Updates to rates, contract terms and conditions, or program size should occur at regular scheduled intervals or should involve substantial advance notice to project developers. 6.Metering requirements will be designed to meet any applicable California Independent System Operator (CAISO), Northern California Power Agency (NCPA), and City operational requirements. 7.Interconnection rules will be established or modified to ensure FIT Program projects meet all City, NCPA, and CAISO operational requirements. Interconnection rules may be modified on a schedule independent of the FIT Program update schedule. 8.The FIT program Program will be designed similarly to FIT comparable programs (such as feed-in tariff programs) in other utility service areas where desirable, reasonable and feasible. 120112 dm 0073700 RESOLUTION NO. ________ RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO APPROVING AMENDMENTS TO UTILITIES RULE AND REGULATION 27 PERTAINING TO GENERATOR INTERCONNECTION The Council of the City of Palo Alto does hereby RESOLVE as follows: SECTION 1.Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utilities Rule and Regulation 27 (Generating Facility Interconnections)is hereby amended by modifying Parts C (Application and Interconnection), D (Generating Facility Design and Operating Requirements), and F (Metering, Monitoring, and Telemetry), and adding Part G (Supplemental Review), to read in accordance with sheet numbers 1 through 20, attached hereto as Exhibit A and incorporated herein. The foregoing Utilities Rule and Regulation 27, as amended, shall become effective on April 2,2012. SECTION 2.The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8). INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ______________________________________________________ City Clerk Mayor APPROVED AS TO FORM:APPROVED: ______________________________________________________ Senior Assistant City Attorney City Manager ___________________________ Director of Utilities ___________________________ Director of Administrative Services GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective 6x-01xx-20101 Sheet No. 1 A.APPLICABILITY This Rule describes the Interconnection, Operating and Metering requirements for Generating Facilities to be connected to the City of Palo Alto Utilities (CPAU) Electric Distribution System. Subject to the requirements of this Rule, CPAU will allow the Interconnection of Generating Facilities with its Distribution System. In order to provide for uniformity and to encourage the Interconnection of renewable energy generation, this Rule has been written to be consistent with the technical requirements of CPUC Rule 21 and IEEE 1547. Language from IEEE 1547 that has been adopted directly (as opposed to paraphrased language or previous language that was determined to be consistent with IEEE 1547) is followed by a citation that lists the clause from which the language derived. For example, IEEE 1547-4.1.1 is a reference to Clause 4.1.1. In the event of any conflict between this Rule and anyof the standards listed herein, the requirements of this Rule shall take precedence. B.GENERAL RULES, RIGHTS AND OBLIGATIONS 1.Authorization Required to Operate. A Producer must comply with this Rule, execute an Interconnection Agreement or, if a Producer is a customer-generator, as that term is used in Rule and Regulation 29, a Net Energy Metering and Interconnection Agreement with CPAU, and receive CPAU’s express written permission before Parallel Operation of its Generating Facility with CPAU’s Distribution System. CPAU shall apply this Rule in a non- discriminatory manner and shall not unreasonably withhold its permission for Parallel Operation of Producer’s Generating Facility with CPAU’s Distribution System. 2.Separate Agreements Required for Other Services.A Producer requiring other Electric Services from CPAU including, but not limited to, Distribution Service provided by CPAU during periods of Curtailment or interruption of the Producer’s Generating Facility, will enter into agreements with CPAU for such Services in accordance with CPAU’s Rules & Regulations and Utility Rates. 3.Service Not Provided With Interconnection. Interconnection with CPAU's Distribution System under this Rule does not provide a Producer anyrights to utilize CPAU's Distribution System for the transmission, distribution, or wheeling of Electric power. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 2 4.Compliance With Laws, Rules & Regulations and Utility Rates.A Producer shall ascertain and comply with applicable CPAU Rules & Regulations and Utility Rates; applicable Federal Energy Regulatory Commission (FERC) approved rules, tariffs and regulations; and any local, state or federal Law, statute or regulation which applies to the design, siting, construction, installation, operation, or any other aspect of the Producer’s Generating Facility and Interconnection Facilities. 5.Design Reviews and Inspections.CPAU shall have the right to review the design of a Producer’s Generating Facility and Interconnection Facilities and to inspect a Producer’s Generating Facility and/or Interconnection Facilities prior to the commencement of Parallel Operation with CPAU’s Distribution System. CPAU may require a Producer to make modifications as necessary to comply with the requirements of this Rule. CPAU’s review and authorization for Parallel Operation shall not be construed as confirming or endorsing the Producer’s design or as warranting the Generating Facility and/or Interconnection Facilities’ safety, durability or reliability. CPAU shall not, by reason of such review or lack of review, be responsible for the adequacy or capacity of such equipment. 6.Right to Access.A Producer’s Generating Facility and Interconnection Facilities shall be accessible to CPAU personnel whenever necessary for CPAU to perform its duties and exercise its rights under its Rules & Regulations and Utility Rates and any Interconnection Agreement, including the Net Energy Metering and Interconnection Agreement, between CPAU and the Producer. 7.Confidentiality of Information.Any information pertaining to Generating Facility and/or Interconnection Facilities provided to CPAU by a Producer shall be treated by CPAU in a confidential manner. CPAU shall not use information contained in the Application to propose discounted rates to the Customer unless authorized to do so by the Customer or the information is provided to CPAU by the Customer through other means. 8.Prudent Operation and Maintenance Required. A Producer shall operate and maintain its Generating Facility and Interconnection Facilities in accordance with Prudent Electrical Practices and shall maintain compliance with this Rule. 9.Curtailment and Disconnection. CPAU may limit the operation or disconnect or require the disconnection of a Producer’s Generating Facility from CPAU’s Distribution System at any time, with or without notice, in the event of an Emergency, or to correct Unsafe Operating Conditions. CPAU may also limit the operation or disconnect or require the disconnection of GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 3 a Producer’s Generating Facility from CPAU’s Distribution System upon the Provision of reasonable written notice: (1) to allow for routine maintenance, repairs or modifications to CPAU’s Distribution System; (2) upon CPAU’s determination that a Producer’s Generating Facility is not in compliance with this Rule; or (3) upon termination of the Interconnection Agreement or the Net Energy Metering and Interconnection Agreement. Upon the Producer’s written request, CPAU shall provide a written explanation of the reason for such Curtailment or disconnection. C.APPLICATION AND INTERCONNECTION PROCESS 1.APPLICATION PROCESS a.Applicant initiates contact with CPAU. Upon request, CPAU will provide information and documents (such as sample agreements, Load Sheets, technical information, listing of Certified Equipment, applicable Rate Schedules and Metering requirements) to a potential Applicant. Unless otherwise agreed upon, all such information shall normally be sent to the Applicant within three (3)Business Days following the initial request from the Applicant. b.Applicant Completes a Load Sheet. All Applicants shall complete and submit a Load Sheet and 3 sets of plan drawings for review. Load Sheets and plans may be dropped off at the Development Center at 285 Hamilton Avenue, or Utilities Engineering at 1007 Elwell Court. 1.CPAU shall complete the Initial Review, absent any extraordinary circumstances, within 10 Business Days of receiving the Load Sheet and plans. If defects are noted, CPAU and Applicant shall cooperate to establish a satisfactory Application. 2.The Initial Review fee shall be waived for solar powered Generating Facilities. 3.Fifty percent of the fees associated with the Initial Review will be returned to the Applicant if the Application is rejected by CPAU or the Applicant retracts the Application. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 4 42.Applications that are over one year old (from the date of CPAU’s acknowledgement) without a signed Interconnection Agreement or Net Energy Metering and Interconnection Agreement, or a Generating Facility that has not been approved for Parallel Operation within one year of completion of all applicable review and/or studies are subject to cancellation by CPAU; however, CPAU may not cancel an Application if the Producer provides reasonable evidence that the project is still active. 5.The Applicant may propose, and CPAU may agree to, reduced costs for reviewing atypical Applications, such as Applications submitted for multiple Generators, multiple sites, or otherwise as conditions warrant. c.CPAU Performs an Initial and Supplemental Review and Develops Preliminary Cost Estimates and Interconnection Requirements. 1.Upon receipt of a satisfactorily completed Application and any additional information necessary to evaluate the Interconnection of a Generating Facility, CPAU shall perform an Initial Review using the process defined in Section G. The Initial Review determines if: (a)the Generating Facility qualifies for Simplified Interconnection; or (b) the Generating Facility requires a Supplemental Review. 2.CPAU shall complete its Initial Review, absent any extraordinary circumstances, within 10 Business Days after receipt of a completed Application including Load Sheet and plan drawings. If the Initial Review determines the proposed Generating Facility can be Interconnected bymeans of a Simplified Interconnection, CPAU will provide the Applicant with an Interconnection Agreement for Applicant’s signature. 3.If the Generating Facility does not pass the Initial Review for Simplified Interconnection as proposed, CPAU will notify the Applicant and perform a Supplemental Review. Applicant shall pay an additional $600 or the then applicable fee for the Supplemental Reviewthe applicable Advance Engineering Fee shown in Table C.1, below, unless the Application is GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 5 withdrawn. The Supplemental Review will result in CPAU providing either: (a) Interconnection requirements beyond those for a Simplified Interconnection, and an Interconnection Agreement or the Net Energy Metering and Interconnection Agreement for Applicant’s signature; or (b) a cost estimate and schedule for an Interconnection Study. The Supplemental Review shall be completed, absent any extraordinary circumstances, within 20 Business Days of receipt of a completed Application and fees. The Interconnection Study will may require additional fees and more time to complete, depending on the complexity of the project to be studied. If the Supplemental Review determines that new or modified Utility-owned distribution and/or protection facilities are required, the Applicant will be charged the estimated cost of any Utility-owned facilities determined to be required by the Review.These facilities will be treated as Special Facilities for the purpose of determining Applicant costs. The $600 or then applicable Supplemental Review fee shall be waived for solar powered Generating Facilities that do not sell power to the grid. d.When Required, Applicant and CPAU Commit to Additional Interconnection Study Steps. When a Supplemental Review reveals that the proposed Generating Facility cannot be Interconnected to CPAU’s Distribution System by means of a Simplified Interconnection, or that significant Interconnection Facilities installed on CPAU’s system or Distribution System modifications will be needed to accommodate an Applicant’s Generating Facility, CPAU and Applicant shall enter into an agreement that provides for CPAU to perform additional studies, facility design and engineering, and to provide a fixed price or an estimate for actual cost billing to the Applicant, at the Applicant’s expense (the Advanced Engineering Fee). The Interconnection Study agreement shall set forth CPAU’s estimated schedule and Charges for completing such work. Interconnection Study fees for solar generating facilities up to 1 megawatt (MW) that do not sell power to the grid will be waived up to the amount of $5,000. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 6 TABLE C.1 Summary of Fees and Exemptions Generating Facility Type Initial Review Fee Supplemental ReviewAdvance Engineering Fee Interconnection Study Fees Non-Net Energy Metering $0 $600 As Specified by CPAU All Net Energy Metering projects.$0 $0 As Specified by CPAU $0 Non-Net Energy Metering projects smaller than 100 kW capacity $0 $600 As Specified by CPAU Non-Net Energy Metering Projects 100 kW to 499 kW in capacity. $0 $4,000 As determined by estimate Non-Net Energy Metering 500 kW or greater in capacity. $0 $7,500 As determined by estimate Solar 1MW or less that does not sell power to the grid First $5,000 of total review and study fees waived GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 6 2.INTERCONNECTION PROCESS a.Applicant and CPAU enter into an Interconnection Agreement or a New Energy Metering and Interconnection Agreement and,where required, a Special Facilities Agreement for Interconnection Facilities or Distribution System Modifications. CPAU shall provide the Applicant with an executable version of the Interconnection Agreement or the Net Energy Metering and Interconnection Agreement as appropriate,for the Applicant’s Generating Facility and desired mode of operation. Where the Supplemental Review or Interconnection Study performed by CPAU has determined that modifications or additions to its Distribution System are required, or that additional Interconnection Facilities will be necessary to accommodate an Applicant’s Generating Facility, CPAU may also provide the Applicant with a Special Facilities Agreement. This agreement shall set forth CPAU and the Applicant’s responsibilities, completion schedules, and fixed price or estimated costs for the required work. b.Where applicable, CPAU installs required Interconnection Facilities or modifies CPAU’s Distribution System. After executing the applicable agreements, CPAU will commence construction/ installation of CPAU’s Distribution System modifications or Interconnection Facilities which have been identified in the agreements. The parties will use good faith efforts to meet schedules and estimated costs as appropriate. c.Producer arranges for and completes Pre-parallel Testing of Generating Facility and Producer’s Interconnection Facilities. The Producer is responsible for testing new Generating Facilities and associated Interconnection Facilities to ensure compliance with the safety and reliability Provisions of this Rule prior to being operated in parallel with CPAU’s Distribution System. For non-Certified Equipment, the Producer shall develop a written testing plan to be submitted to CPAU for its review and acceptance. Alternatively, the Producer and CPAU may agree to have CPAU conduct the required testing at the Producer’s expense. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 7 Where applicable, the test plan shall include the installation test procedures published bythe manufacturer of the generation or Interconnection equipment. Facility testing shall be conducted at a mutually agreeable time, and depending on who conducts the test, CPAU or and Producer shall be given the opportunity to witness the tests. d.CPAU Authorizes Parallel Operation or Momentary Parallel Operation. CPAU shall authorize the Producer’s Generating Facility for Parallel Operation or Momentary Parallel Operation with CPAU’s Distribution System, in writing, within 5 days of satisfactory compliance with the terms of all applicable agreements. Compliance may include, but not be limited to, Provision of any required documentation and satisfactorily completing any required inspections or tests as described herein or in the agreements formed between the Producer and CPAU. A Producer shall not commence Parallel Operation of its Generating Facility with CPAU’s system unless it has received CPAU’s express written permission to do so. D.GENERATING FACILITY DESIGN AND OPERATING REQUIREMENTS This section has been revised to be consistent with the requirements of ANSI/IEEE 1547-2003 Standard for Interconnecting Distributed Resources with Electric Power Systems (IEEE 1547). Exceptions are taken to IEEE 1547 Clauses 4.1.4.2 Distribution Secondary Spot Networks and Clauses 4.1.8.1 or 5.1.3.1, which address Protection from Electromagnetic Interference. Also, RULE AND REGULATION 27 does not adopt the Generating Facility power limitation of 10 MW incorporated in IEEE 1547. 1.GENERAL INTERCONNECTION AND PROTECTION FUNCTION REQUIREMENTS The Protective Functions and requirements of this Rule are designed to protect CPAU’s Distribution System and not the Generating Facility. A Producer shall be solely responsible for providing adequate protection for its Generating Facility and Interconnection Facilities. The Producer’s Protective Functions shall not impact the operation of other Protective Functions utilized on CPAU’s Distribution System in a manner that would affect CPAU’s capability of providing reliable service to its Customers. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 8 a.Protective Functions Required. A Generating Facility operating in parallel with CPAU’s Distribution System shall be equipped with the following Protective Functions to sense abnormal conditions on CPAU’s Distribution System and cause the Generating Facility to be automatically disconnected from CPAU’s Distribution System or to prevent the Generating Facility from being connected to CPAU’s Distribution System inappropriately: 1.Over and under voltage trip functions and over and under frequency trip functions; 2.A voltage and frequency sensing and time-delay Function to prevent the Generating Facility from energizing a de-energized Distribution System circuit and to prevent the Generating Facility from reconnecting with CPAU’s Distribution System unless CPAU’s Distribution System service voltage and frequency is within the ANSI C84.1-1995 Table 1 Range B Voltage Range of 106V to 127V on a 120V basis, inclusive, and a frequency range of 59.3 Hz to 60.5 Hz, inclusive, and are stable for at least 60 seconds, and; 3.A Function to prevent the Generating Facility from contributing to the formation of an Unintended Island, and cease to energize the CPAU system within two seconds of the formation of an Unintended Island. The Generating Facility shall cease to energize CPAU’s Distribution System for faults on CPAU’s Distribution System circuit to which it is connected (IEEE1547-4.2.1). The Generating Facility shall cease to energize CPAU’s Distribution circuit prior to re-closure by CPAU’s Distribution System equipment (IEEE1547-4.2.2). b.Momentary Paralleling Generating Facilities. With CPAU’s approval, the transfer switch or scheme used to transfer the Producer’s Loads from CPAU’s Distribution System to Producer’s Generating Facility may be used in lieu of the Protective Functions required for Parallel Operation. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 9 c.Suitable Equipment Required. Circuit breakers or other interrupting devices located at the Point of Common Coupling must be Certified or "Listed" (as defined in Article 100, the Definitions Section of the National Electrical Code) as suitable for their intended application. This includes being capable of interrupting the maximum available fault current expected at their location. Producer’s Generating Facility and Interconnection Facilities shall be designed so that the failure of any one device shall not potentiallycompromise the safety and reliability of CPAU’s Distribution System. The Generating Facility’s paralleling-device shall be capable of withstanding 220% of the Interconnection Facilities’rated voltage (IEEE 1547-4.1.8.3). The Interconnection Facilities shall have the capability to withstand voltage and current surges in accordance with the environments defined in IEEE Std C62.41.2-2002 or IEEE Std C37.90.1-2002 as applicable and as described in J.3.e (IEEE 1547-4.1.8.2). d.Visible Disconnect Required: When required by CPAU’s operating practices, tThe Producer shall furnish and install a ganged, manually-operated isolating switch (or a comparable device mutually agreed upon by CPAU and the Producer) near the Point of Interconnection to isolate the Generating Facility from CPAU’s Distribution System. The device does not have to be rated for Load break nor provide over- current protection. The device must: 1.Allow visible verification that separation has been accomplished. (This requirement may be met by opening the enclosure to observe contact separation.) Molded case circuit breakers do not meet the visible contact requirement and are not acceptable as a Visible Disconnect device. 2.Include markings or signage that clearly indicates open and closed positions. 3.Be capable of being reached quickly and conveniently 24 hours a day by CPAU personnel for construction, maintenance, inspection, testing or reading, without obstacles or requiring those seeking access to obtain keys, special permission, or security clearances. 4.Be capable of being locked in the open position. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 10 5.Be clearly marked on the submitted Single Line Diagram and its type and location approved by the CPAU prior to installation. If the device is not adjacent to the PCC, permanent signage must be installed at a CPAU- approved location providing a clear description of the location of the device. Generating Facilities with Non-Islanding inverters totaling one (1) kilovolt- ampere (kVA) or less are exempt from this requirement. e.Drawings Required. Prior to Parallel Operation or Momentary Parallel Operation of the Generating Facility, CPAU shall approve the Producer's Protective Function and control diagrams. A Generating Facility equipped with a Protective Function and control scheme previously approved by CPAU for system-wide application or only Certified Equipment may satisfy this requirement by reference to previously approved drawings and diagrams. f.Generating Facility Conditions Not Identified. In the event this Rule does not address the Interconnection conditions for a particular Generating Facility, CPAU and Producer may agree upon other arrangements. 2.PREVENTION OF INTERFERENCE The Producer shall not operate a Generating Facility or Interconnection Facilities that superimpose a voltage or current upon CPAU’s Distribution System that interferes with CPAU operations, service to CPAU Customers, or communication facilities. If such interference occurs, the Producer must diligently pursue and take corrective action at its own expense after being given notice and reasonable time to do so by CPAU. If the Producer does not take corrective action in a timely manner, or continues to operate the facilities causing interference without restriction or limit, CPAU may, without liability, disconnect the Producer's facilities from CPAU’s Distribution System, in accordance with Section B.9 of this Rule. To eliminate undesirable interference caused by its operation, each Generating Facility shall meet the following criteria: a.Voltage Regulation. The Generating Facilityshall not actively regulate the voltage at the PCC while in parallel with CPAU’s Distribution System. The Generating Facility shall not cause the service voltage at other Customers to go outside the requirements of ANSI C84.1-1995, Range A (IEEE 1547-4.1.1). GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 11 b.Operating Voltage Range. The voltage ranges in Table D.1 define protective trip limits for the Protective Function and are not intended to define or imply a voltage regulation Function. A Generating Facility shall cease to energize CPAU’s Distribution System within the prescribed trip time whenever the voltage at the PCC deviates from the allowable voltage operating range. The Protective Function shall detect and respond to voltage on all phases to which the Generating Facility is connected. 1.Generating Facilities (30 kVA or less). Generating Facilities with a Gross Nameplate Rating of 30 kVA or less shall be capable of operating within the voltage range normally experienced on CPAU’s Distribution System. The operating range shall be selected in a manner that minimizes nuisance tripping between 106 volts and 132 volts on a 120-volt base (88-110% of nominal voltage). Voltage shall be detected at either the PCC or the Point of Interconnection. 2.Generating Facilities (greater than 30 kVA). CPAU may have specific operating voltage ranges for a Generating Facility with a Gross Nameplate Rating greater than 30 kVA, and may require adjustable operating voltage settings. In the absence of such requirements, the Generating Facility shall operate at a range between 88% and 110% of the applicable Interconnection voltage. Voltage shall be detected at either the PCC or the Point of Interconnection, with settings compensated to account for the voltage at the PCC. Generating Facilities that are Certified Non-Islanding or that meet one of the options of the Export Screen (Section l.3.b) may detect voltage at the Point of Interconnection without compensation. 3.Voltage Disturbances. Whenever CPAU’s Distribution System voltage at the PCC varies from and remains outside normal (nominally 120 volts) by the predetermined amounts set forth in Table D-1, the Generating Facility’s Protective Functions shall cause the Generator(s) to become isolated from CPAU’s Distribution System: GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 12 TABLE D.1: Voltage Trip Settings Voltage at Point of Common Coupling Maximum Trip Time(1) Assuming 120 V Base % of Nominal Voltage # of Cycles (Assuming 60 Hz Nominal) Seconds Less than 60 Volts Less than 50%10 Cycles 0.16 Seconds Greater than or equal to 60 Volts but less than 106 Volts Greater than or equal to 50% but less than 88%120 Cycles 2 Seconds Greater than or equal to 106 Volts but less than or equal to 132 Volts Greater than or equal to 88% but less than or equal to 110% Normal Operation Greater than 132 Volts but less than or equal to 144 Volts Greater than 110% but less than or equal to 120% 60 Cycles 1 Second Greater than 144 Volts Greater than 120%10 Cycles 0.16 Seconds (1)“Maximum Trip time” refers to the time between the onset of the abnormal condition and the Generating Facility ceasing to energize CPAU’s Distribution System. Protective Function sensing equipment and circuits may remain connected to CPAU’s Distribution System to allow sensing of electrical conditions for use by the “reconnect” feature. The purpose of the allowed time delay is to allow a Generating Facility to “ride through” short-term disturbances to avoid nuisance tripping. Set points shall not be user adjustable (though they may be field adjustable by qualified personnel). For Generating Facilities with a Gross Nameplate Rating greater than 30 kVA, set points shall be field adjustable and different voltage set points and trip times from those in Table D.1 may be negotiated with CPAU. c.Paralleling. The Generating Facility shall parallel with CPAU’s Distribution System without causing a voltage fluctuation at the PCC greater than ±5% of the prevailing voltage level of CPAU’s Distribution System at the PCC, and meet the flicker requirements of D.2.d. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 13 d.Flicker. The Generating Facility shall not create objectionable flicker for other Customers on CPAU’s Distribution System. To minimize the adverse voltage effects experienced by other Customers (IEEE 1547-4.3.2), flicker at the PCC caused bythe Generating Facility should not exceed the limits defined by the “Maximum Borderline of Irritation Curve” identified in IEEE 519-1992 (IEEE Recommended Practices and Requirements for Harmonic Control in Electric Power Systems, IEEE STD 519-1992, Institute of Electrical and Electronic Engineers, Piscataway, NJ). This requirement is necessary to minimize the adverse voltage affects experienced by others Customers on CPAU’s Distribution System. Generators may be connected and brought up to synchronous speed (as an induction motor) provided these flicker limits are not exceeded. e.Integration with CPAU’s Distribution System Grounding. The grounding scheme of the Generating Facility Interconnection shall not cause over-voltages that exceed the rating of the equipment connected to CPAU and shall not disrupt the coordination of the ground fault protection on CPAU’s Distribution System (IEEE 1547-4.1.2).Also see Section F. f.Frequency. CPAU’s controls system frequency, and the Generating Facility shall operate in synchronism with CPAU’s Distribution System. Whenever CPAU’s Distribution System Frequency at the PCC varies from and remains outside normal (nominally 60 Hz)by the predetermined amounts set forth in Table D.2, the Generating Facility’s Protective Functions shall cease to energize CPAU’s Distribution System within the stated maximum trip time. TABLE D.2: Frequency Trip Settings Generating Facility Rating Frequency Range (Assuming 60 Hz Nominal) Maximum Trip Time (1) (Assuming 60 Cycles per Second Less than 59.3 Hz 10 Cycles Less or equal to 30 kW Greater than 60.5 Hz 10 Cycles Less than 57 Hz 10 Cycles Less than an adjustable value between 59.8 Hz and 57 Hz but greater than 57 Hz (2) Adjustable between 10 and 18,000 Cycles (2),(3)Greater than 30 kW Greater than 60.5 Hz 10 Cycles GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 14 (1)“Maximum Trip time” refers to the time between the onset of the abnormal condition and the Generating Facility ceasing to energize CPAU’s Distribution System. Protective Function sensing equipment and circuits may remain connected to CPAU’s Distribution System to allow sensing of electrical conditions for use by the “reconnect” feature. The purpose of the allowed time delay is to allow a Generating Facility to “ride through” short-term disturbances to avoid nuisance tripping. Set points shall not be user adjustable (though they may be field adjustable by qualified personnel). For Generating Facilities with a Gross Nameplate Rating greater than 30 kVA, set points shall be field adjustable and different voltage set points and trip times from those in Table D.2 may be negotiated with CPAU. (2)Unless otherwise required by CPAU, a trip frequency of 59.3 Hz and a maximum trip time of 10 cycles shall be used. (3)When a 10-cycle maximum trip time is used, a second under frequency trip setting is not required. g.Harmonics. When the Generating Facility is serving balanced linear Loads, harmonic current injection into CPAU’s Distribution System at the PCC shall not exceed the limits stated below in Table D.3. The harmonic current injections shall be exclusive of any harmonic currents due to harmonic voltage distortion present in CPAU’s Distribution System without the Generating Facility connected (IEEE 1547-4.3.3). The harmonic distortion of a Generating Facility located at a Customer’s site shall be evaluated using the same criteria as for the Host Loads. Table D.3 Maximum Harmonic Current Distortion in Percent of Current (I)(1,2) Individual Harmonic Order h, (odd harmonics)3 h<11 11 • h < 17 17 • h < 23 23 • h < 35 35 • h Total Demand distortion (TDD) Max Distortion (%)4.0 2.0 1.5 0.6 0.3 5.0 (1)IEEE 1547-4.3.3 (2)I = the greater of the maximum Host Load current average Demand over 15 or 30 minutes without the GF, or the GF rated current capacity (transformed to the PCC when a transformer exists between the GF and the PCC). (3)Even harmonics are limited to 25% of the odd harmonic limits above. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 15 h.Direct Current Injection. Generating Facilities should not inject direct current greater than 0.5% of rated output current into CPAU’s Distribution System. i.Power Factor. Each Generator in a Generating Facility shall be capable of operating at some point within a Power Factor range from 0.9 leading to 0.9 lagging. Operation outside this range is acceptable provided the reactive power of the Generating Facility is used to meet the reactive power needs of the Host Loads or that reactive power is otherwise provided under tariff by CPAU. The Producer shall notify CPAU if it is using the Generating Facility for Power Factor correction. Unless otherwise agreed upon by the Producer and CPAU, Generating Facilities shall automatically regulate Power Factor, not voltage, while operating in parallel with CPAU’s Distribution System. 3.TECHNOLOGY SPECIFIC REQUIREMENTS a.Three-Phase Synchronous Generators. For three-phase Generators, the Generating Facility circuit breakers shall be three-phase devices with electronic or electromechanical control. The Producer shall be responsible for properly synchronizing its Generating Facility with CPAU’s Distribution System by means of either manual or automatic synchronizing equipment. Automatic synchronizing is required for all synchronous Generators that have a Short Circuit Contribution Ratio (SCCR) exceeding 0.05. Loss of synchronism protection is not required except as may be necessary to meet D.2.d (Flicker) (IEEE 1547-4.2.5). Unless otherwise agreed upon by the Producer and CPAU, synchronous Generators shall automatically regulate Power Factor, not voltage, while operating in parallel with CPAU’s Distribution System. A power system stabilization function is specifically not required for Generating Facilities under 10 MW Net Nameplate Rating. b.Induction Generators. Induction Generators (except self-excited Induction Generators) do not require a synchronizing Function. Starting or rapid Load fluctuations on induction Generators can adversely impact CPAU’s Distribution System's voltage. Corrective step-switched capacitors or other techniques may be necessary and may cause undesirable ferro-resonance. When these counter measures (e.g.,additional capacitors) are installed on the Producer's side of the Point of Common Coupling, CPAU must review these measures. Additional equipment may be required as determined in a Supplemental Review or an Interconnection Study. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 16 c.Inverters. Utility-interactive inverters do not require separate synchronizing equipment. Non-utility-interactive or “stand-alone” inverters shall not be used for Parallel Operation with CPAU’s Distribution System. d.Single-Phase Generators. For single-phase Generators connected to a shared single-phase secondary system, the maximum Net Nameplate Rating of the Generating Facilities shall be 20 kVA. Generators connected to a center-tapped neutral 240-volt service must be installed such that no more than 6 kVA of unbalanced power is applied to the two “legs” of the 240-volt service. For Dedicated Distribution Transformer Services, the maximum Net Nameplate Rating of a single-phase Generating Facility shall be the transformer nameplate rating. 4.SUPPLEMENTAL GENERATING FACILITY REQUIREMENTS a.Fault Detection. A Generating Facility with an SCCR exceeding 0.1 or one that does not cease to energize CPAU’s Distribution System within two seconds of the formation of an Unintended Island shall be equipped with Protective Functions designed to detect Distribution System faults, both line-to-line and line-to-ground, and shall cease to energize CPAU’s Distribution System within two seconds of the initiation of a fault. b.Transfer Trip. For a Generating Facility that cannot detect Distribution System faults (both line-to-line and line-to-ground) or the formation of an Unintended Island, and cease to energize CPAU’s Distribution System within two seconds, CPAU may require a Transfer Trip system or an equivalent Protective Function. For net metered or non-net metered Generating Facilities, the Facility will be considered capable of supporting an Unintended Island if the aggregate distributed generation output is 80% or more of the Distribution System real-time load kW seen at CPAU’s source-side Distribution Protection Device. c.Reclose Blocking. Where the aggregate Generating Facility capacity exceeds 15% of the peak Load on any automatic reclosing device, CPAU may require additional Protective Functions, including, but not limited to reclose-blocking on some of the automatic reclosing devices. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 17 E.INTERCONNECTION FACILITIES AND DISTRIBUTION SYSTEM MODIFICATIONS OWNERSHIP AND FINANCING 1.SCOPE AND OWNERSHIP OF INTERCONNECTION FACILITIES AND DISTRIBUTION SYSTEM MODIFICATIONS a.Scope. Parallel Operation of Generating Facilities may require Interconnection Facilities or modifications to CPAU’s Distribution System (“Distribution System modifications”). The type, extent and costs of Interconnection Facilities and Distribution System modifications shall be consistent with this Rule and determined through the Supplemental Review and/or Interconnection Studies described in Section C. b.Ownership.Interconnection Facilities installed on Producer’s side of the Point of Common Coupling (PCC) may be owned, operated and maintained by the Producer or CPAU. Interconnection Facilities installed on CPAU’s side of the PCC and Distribution System modifications shall be owned, operated and maintained only by CPAU. 2.RESPONSIBILITY OF COSTS OF INTERCONNECTING A GENERATING FACILITY a.Study and Review Costs. A Producer shall be responsible for the reasonably incurred costs of the reviews and studies conducted pursuant to Section C.1 of this Rule. b.Facility Costs. A Producer shall be responsible for all costs associated with Interconnection Facilities owned by the Producer. The Producer shall also be responsible for any costs reasonably incurred by CPAU in providing, operating, or maintaining the Interconnection Facilities and Distribution System modifications required solely for the Interconnection of the Producer’s Generating Facility with CPAU’s Distribution System. c.Separation of Costs.Should CPAU combine the installation of Interconnection Facilities or Distribution System modifications required for the Interconnection of a Generating Facility with modifications to CPAU’s Distribution System to serve other Customers or Producers, CPAU shall not include the costs of such separate or incremental facilities in the amounts billed to the Producer. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 18 d.Reconciliation of Costs and Payments. If the Producer selected a fixed price billing for the Interconnection Facilities or Distribution System modifications, no reconciliation will be necessary. If the Producer selected actual cost billing, a true-up will be required. Within a reasonable time after the Interconnection of a Producer’s Generating Facility, CPAU will reconcile its actual costs related to the Generating Facility against any advance payments made by the Producer. The Producer will receive either a bill for any balance due or a reimbursement for overpayment as determined by CPAU’s reconciliation. The Producer shall be entitled to a reasonably detailed and understandable accounting for the payments. 3.INSTALLATION AND FINANCING OF INTERCONNECTION FACILITIES AND DISTRIBUTION SYSTEM MODIFICATIONS a.Agreement Required. The costs for Interconnection Facilities and Distribution System modifications shall be paid by the Producer pursuant to the Provisions contained in the Special Facilities Agreement. Where the type and extent of the Interconnection Facilities or Distribution System modifications warrant additional detail, Producer and CPAU shall execute separate agreement(s) to more fully describe and allocate the parties’ responsibilities for installing, owning, operating and maintaining the Interconnection Facilities and Distribution System modifications. b.Interconnection Facilities and Distribution System Modifications. Interconnection Facilities connected to CPAU’s side of the Point of Common Coupling and Distribution System modifications shall be provided, installed, owned and maintained by CPAU at Producer’s expense. c.Reservation of Unused Facilities.When a Producer wishes to reserve CPAU-owned Interconnection Facilities or Distribution System modifications installed and operated as Special Facilities for the Producer at Producer’s expense, but idled by a change in the operation of the Producer's Generating Facility or otherwise, Producer may elect to abandon or reserve such facilities consistent with the terms of its agreement with CPAU. If Producer elects to reserve idle Interconnection Facilities or Distribution System modifications, CPAU shall be entitled to continue to Charge Producer for the costs related to the ongoing operation and maintenance of the Special Facilities. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 20 d.Refund of Salvage Value. When a Producer elects to abandon the Special Facilities for which it has either advanced the installed costs or constructed and transferred to CPAU, the Producer shall, at a minimum, receive from CPAU a credit for the net salvage value of the Special Facilities. F.METERING, MONITORING AND TELEMETRY 1.GENERAL REQUIREMENTS All Generating Facilities shall be metered in accordance with this Section F and shall meet all applicable standards of CPAU contained in CPAU’s applicable rules and published CPAU manuals dealing with Metering specifications.For general metering requirements, see CPAU Rule and Regulation 15. For net metering requirements, see CPAU Rule and Regulation 29. 2.METERING BY CPAU The ownership, installation, operation, reading and testing of revenue Metering Equipment for Generating Facilities shall be by CPAU only. 3.NET GENERATION METERING For purposes of monitoring Generating Facility operation to determine standby Charges and applicable non-bypassable Charges as defined in CPAU’s tariffs, and for Distribution System planning and operations, consistent with Section B.4 of this Rule, CPAU shall have the right to specify the type, and require the installation of Net Generation Metering equipment. CPAU shall only require Net Generation Metering to the extent that less intrusive and/or more cost effective options for providing the necessary Generating Facility output data are not available. In exercising its discretion to require Net Generation Metering, CPAU shall consider all relevant factors, including but not limited to: a.Data requirements in proportion to need for information; b.Producer’s election to install equipment that adequately addresses CPAU’s operational requirements; c.Accuracy and type of required Metering consistent with purposes of collecting data; d.Cost of Metering relative to the need for and accuracy of the data; e.The Generating Facility’s size relative to the cost of the Metering/monitoring; f.Other means of obtaining the data (e.g., Generating Facility logs, proxy data etc.); GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 20 and g.Requirements under any Interconnection Agreement with the Producer. 4.POINT OF COMMON COUPLING METERING For purposes of assessing CPAU Charges for retail service, the Producer’s PCC Metering shall be reviewed by CPAU, and if required, replaced to ensure that it will appropriately measure Electric power according to the Provisions of the Customer’s Electric Service tariff. Where required, the Customer’s existing Meter may be replaced with a bi-directional meter so that power deliveries to and from the Producer’s site can be separately recorded. Alternately, the Producer may, at its sole option and cost, require CPAU to install Multi- Metering Equipment to separately record power deliveries to CPAU’s Distribution System and retail purchases from CPAU. Where necessary, such PCC Metering shall be designed to prevent reverse registration. 5.TELEMETERING If the nameplate rating of the Generating Facility is 1 MW or greater, Telemetering equipment at the Net Generator Metering location may be required at the Producer's expense. If the Generating Facility is Interconnected to a portion of CPAU’s Distribution System operating at a voltage below 10 kV, then Telemetering equipment may be required on Generating Facilities 250 kW or greater. CPAU shall only require Telemetering to the extent that less intrusive and/or more cost effective options for providing the necessary data in real time are not available 6.LOCATION Where CPAU-owned Metering is located on the Producer’s Premises, Producer shall provide, at no expense to CPAU, a suitable location for all such Metering Equipment. 7.COSTS OF METERING The Producer will bear all costs of the Metering required by this Rule, including the incremental costs of operating and maintaining the Metering Equipment. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 20 G.SUPPLEMENTAL REVIEW If the Generating Facility meets any of the following criteria, the Facility does not qualify for Simplified Interconnection Review and must undergo a Supplemental Review: 1.Output from the Generating Facility at any time will be equal to or greater than 15% of the load on the distribution line section. 2.The aggregate distributed generation on the distribution line section exceeds 80% of the real- time peak load kW. 3.Startup, shutdown or other operating characteristics of the Generating Facility cause voltage drop or flicker to exceed CPAU’s allowable limits as specified in Section D. 4.The Generating Facility is connected to a 4kV distribution feeder which has line-to –neutral connected load and the Generating Facilitynameplate rating exceeds 10% of the line section peak load. 5.The Generating Facility, in aggregate with other generation, shall not contribute more than 10% to the circuit’s maximum fault current (END) Not Yet Approved 120214 dm 0073642 1 Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 [Contract and Purchasing Procedures] of the Palo Alto Municipal Code to Exempt from the Competitive Solicitation Requirements and Impose A Minimum Creditworthiness Requirement In Regard To Contracts Awarded under the Palo Alto Clean Local Energy Accessible Now Program The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. Section 2.30.340 of Chapter 22.04 of Title 2 of the Palo Alto Municipal Code is hereby amended to read, as follows: 2.30.340 Contracts for wholesale utility commodities. (a) Solicitation of Contracts (1) Contracts for purchase or sale-incidental-to-purchase of wholesale utility commodities providing for an estimated expenditure of $65,000.00 or less shall be solicited by informal bid or informal request for proposal in accordance with the provisions of Section 2.30.400. Contracts for a purchase or sale-incidental-to-purchase of wholesale utility commodities providing for an estimated expenditure of $65,000.00 or more shall be solicited by formal bid, formal request for proposal or combination thereof, in accordance with the provisions of Sections 2.30.410, 2.30.420 or 2.30.430. (2) Master contracts containing general terms and conditions for wholesale utility commodities that provide for the execution of one or more individual water, gas or electricity purchase and sale-incidental-to-purchase transactions under the terms of the master contract, shall be solicited by formal bid, formal request for proposals, or combination thereof, in accordance with the provisions of Sections 2.30.420, 2.30.430 or 2.30.440. It is expected that the city will enter into several master contracts with different counterparties for the purchase and sale-incidental-to-purchase of gas and electricity utility commodities at wholesale. Whenever the city desires to execute an individual purchase or sale- incidental-to-purchase transaction for gas or electricity commodities at wholesale, any counterparty who executes a master contract with the city and who is otherwise eligible to bid for or propose in regard to the particular transaction in accordance with the city's Energy Risk Management Policies, Guidelines and Procedures Manual shall be solicited, in writing (by mail, facsimile or electronic mail), and shall be eligible to tender a bid or proposal on the transaction. The counterparty offering the price for wholesale utility commodities deemed to be the most advantageous to the city shall be eligible for award of a contract for the transaction. (b) Basic Terms and Conditions. For contracts not otherwise within the city manager’s authority to award, the council may by resolution authorize the city manager to award and sign a contract with a qualified, eligible counterparty for the purchase and incidental sale of Not Yet Approved 111025 dm 0073642 2 wholesale utility commodities. This authority shall extend to contracts awarded under any city “feed-in tariff” energy program entitled “Clean Local Energy Accessible Now Program” or any similarly entitled program. The resolution shall specify the limits of the authority delegated, including the maximum dollar amount of the authority and the duration of the contracts and/or transactions that may be executed under the delegation of authority. Any resolution delegating authority to the city manager to contract for electricity shall specify generally at least the following terms and conditions: quantity and the description of energy and energy services to be procured, including, but not limited to, on-peak and off-peak energy and ancillary services; term, specifying a not-to-exceed period of time; period of delivery denoted in years or months or years and months; and point of delivery or the locus on the interstate transmission system at which transfer of title is made. Any resolution delegating authority to contract for gas shall specify generally at least the following terms and conditions: quantity and the description of gas services to be procured, including, but not limited to, scheduled gas and gas transportation services; term, specifying a not-to-exceed period of time); period of delivery denoted in years or months or years and months; and point of delivery of the locus on the interstate transmission system at which transfer of title is made. (c) Required Contract Terms for Gas and Electric Procurement Contracts. The city shall use standardized form contracts for the procurement of gas and electricity, as practicable, including, but not limited to, form contracts created and copyrighted by the Edison Electric Institute, the Western States Power Pool Inc., and the North American Energy Standards Board, Inc. and contracts used by a city “feed-in tariff” energy program. Unless waived by resolution of the city council, a contract for procurement of gas or electricity and any amendment to the contract shall not be awarded by the city and executed by the duly authorized representatives of the city, unless the following terms and conditions are required: (1) governing law shall be the laws of the state of California; (2) choice of venue shall be the county of Santa Clara; and (3) a counterparty shall obtain and maintain during the term of the contract the minimum credit rating established as of the date of award of contract of not less than a BBB- credit rating established by Standard & Poors and a Baa3 credit rating established by Moody's Investors Services, but the minimum credit rating requirement shall apply to a counterparty which is awarded a contract under a city “feed-in tariff” energy program only to the extent the counterparty sells a quantity of energy in excess of the threshold established by that program. (d) Public Agency Contracts. The city may procure and make sales-incidental-to- purchase of wholesale utility commodities from energy counter parties through public agencies, including, but not limited to, the Northern California Power Agency and the federal Western Area Power Administration. The city may engage the public agency to act as the agent of the city to procure wholesale utility commodities, provided that the public agency conducts a competitive selection process and awards one or more contracts in substantial compliance with the contract procurement procedures and requirements of this chapter. The city attorney shall determine whether the contract procurement process substantially complies with the provisions of this chapter. For the purposes of this Section 2.30.340, the public agency process shall be deemed to substantially comply if the public agency (1) conducts a formal or an informal bidding or proposal process to solicit bids or proposals for the provision of wholesale utility commodities, (2) executes a standardized form contract, including a form contract created and copyrighted by the Edison Electric Institute and the Western States Power Pool, Inc. or Not Yet Approved 111025 dm 0073642 3 equivalent, as determined by the city attorney, and (3) unless waived by resolution of the city council, the standardized form contract requires or specifies (a) the governing law shall be the laws of the state of California, (b) the choice of venue shall be identified according to either the county in which such public agency does business or the preference for federal or sate court jurisdiction over the public agency and the energy counter party and the contract, and (c) the energy counter party shall obtain and maintain during the term of the contract the minimum credit rating established as of the date of award of contract of not less than a BBB- credit rating established by Standard & Poors and a Baa3 credit rating established by Moody's Investors Services. (e) Risk Management Policies, Guidelines and Procedures Manual. All procurement of gas and electricity by contract for wholesale utility commodities shall conform to the requirements of the city’s Energy Risk Management Policies, Guidelines and Procedures Manual. SECTION 2. Section 2.30.360 of Chapter 22.04 of Title 2 of the Palo Alto Municipal Code is hereby amended to read, as follows: 2.30.360 Exemptions from competitive solicitation requirements. The following are exemptions from the informal and formal competitive solicitation requirements of this chapter. It is expected that the exemptions will be narrowly applied. The department requesting an exemption shall provide all relevant information supporting the application of the exemption to the purchasing manager. Based on this information, the purchasing manager shall make a recommendation to the city manager and the city manager shall determine whether an exemption from competitive solicitation requirements applies. Nothing herein is intended to preclude use of competitive solicitations where possible. (a) Emergency contracts as defined in Section 2.30.210(f). (b) Situations where solicitations of bids or proposals would for any reason be impractical, unavailing or impossible provided that in the case of a public works project, the project is not otherwise required by the Charter to be formally bid. These situations are those where solicitations of bids or proposals would not be useful or produce any advantage for the city. Situations where solicitations of bids or proposals would be impractical, unavailing or impossible, include, but are not limited to, the following: (1) Specifications cannot be drawn in a way that would enable more than one vendor or contractor to meet them; (2) Due to circumstances beyond the control of the city, the time necessary to use the competitive solicitation process procedures and requirements would result in a substantial economic loss to the city, or the substantial interference with a required city operation; and (3) Special conditions attached to a grant, donation or gift requires the use of particular goods and/or services. All requests for exemptions under this subsection shall be supported by written documentation (facsimile or electronic mail may be used), approved by the department head and forwarded to purchasing. Not Yet Approved 111025 dm 0073642 4 (c) Where competitive bids or requests for proposals have been solicited and no bid or proposal has been received or no bid or proposal meeting the requirements of the invitation to bid or request for proposal has been received, provided that, in the case of a public works project, the project is not otherwise required by the Charter to be formally bid. (d) Contracts for goods, wholesale commodities and related services, general services or professional services available from only one source where there is no adequate substitute or equivalent provider. Examples of acceptable sole source purchases are: equipment for which there is no comparable competitive product, proprietary products sold directly from the manufacturer, a component or replacement part for which there is no commercially available substitute and which can be obtained only from the manufacturer, items where there is only one authorized distributor in the area, and items where compatibility with items in use by the city is an overriding consideration. All requests for sole source purchases shall be supported by written documentation (facsimile or electronic mail may be used), approved by the office or department head and forwarded to purchasing. (e) Contracts for goods where, pursuant to Section 2.30.900, the city manager has determined that standardization of the supplies, materials or equipment is permissible. (f) Placement of insurance coverage and bonds. (g) Legal services contracts, including outside counsel and experts for litigation or other legal proceedings. (h) Professional services contracts for private development related studies and services when funded wholly by private developers. (i) Professional services contracts where the estimated total expenditure by the city, regardless of term, does not exceed $25,000.00. (j) Cooperative purchases where the city participates with one or more other governmental or public agencies in a cooperative agreement, provided the solicitation process used is substantially similar to the process required by this chapter; or (k) The use of another governmental or public agency's contract provided: (i) the agency used a solicitation method substantially similar to the method required by this chapter; (ii) the contract allows other agencies to utilize or the vendor authorizes the city to utilize; (iii) the contract is consistent with requirements specified in this code; and (iv) there is an overall value to the city’s utilizing the contract versus the city performing it’s own solicitation. (l) Contracts with the Northern California Power Agency, the Transmission Agency of Northern California, and the Western Area Power Administration to procure wholesale utility commodities and related services that meet the requirements of Section 2.30.340(d). (m) Contracts with the Pacific Gas and Electric Company and the California Independent ServiceSystem Operator Corporation for energy transmission services to the extent necessary and expedient to provide for the general health, safety and welfare of its citizens. Not Yet Approved 111025 dm 0073642 5 (n) Contracts with any public agency or governmental body to construct a public work where the public agency or governmental body has used methods similar to those required by this chapter to contract for the work. (o) Contracts with any public utility holding a certificate of public convenience and necessity or any entity holding a cable communications system franchise pursuant to Chapter 2.10 construct a public work where such work involves property of such public utility or cable communications system franchisee and is otherwise of direct concern to both the city and such public utility or cable communications system franchisee, provided that the project is not otherwise required by the Charter to be formally bid. (p) Contracts with private developers to construct public improvements in connection with their development project even if the city contributes funds to the improvement project, provided that the project is not otherwise required by the Charter to be formally bid. (q) Projects where the public work is performed by the city with its own employees. (r) Contracts where the estimated total expenditure by the city does not exceed $5,000.00. (s) Contracts with entities to procure at wholesale utility commodities and related services under a city “feed-in tariff” energy program that meets the requirements of Section 2.30.340(c). SECTION 3. The Council finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. // // // // // // // Not Yet Approved 111025 dm 0073642 6 SECTION 4. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ Senior Asst. City Attorney City Manager ____________________________ Director of Utilities FILENAME 1 FINANCE COMMITTEE DRAFT EXCERPT Meeting February 7, 2012 1.Recommendation to Adopt Two Resolutions Pertaining to the Proposed Local Renewable Energy Feed-In Tariff Program Including the Purchase Prices and Agreements and to Adopt an Ordinance Amending Two Sections of Chapter 2.30 of the Municipal Code Relating to Facilitation of a Feed-In Tariff Program. Resource Planner Jon Abendschein spoke regarding the feed-in tariff (FIT)program. He said that a FIT program involved a utility buying power from certain types of generators at a fixed price. The goal of the program was to purchase some of the utility’s renewable energy supply from local sources. The program would do that by streamlining the purchasing process to make it accessible to small developers. For 2012 the program would focus on solar generators. The goal was to achieve 4 MW of solar capacity on rooftops of larger commercial facilities. In future years,Staff would consider opening the program to smaller sites or other technology. A set of design guidelines and policies for the program had been adopted by the Council in August 2011. In November 2011 Staff took the contracts and other program documents required to implement the program to the Finance Committee for approval. The Finance Committee approved the program materials and recommended adopting the name “Palo Alto Clean Local Energy Accessible Now (Palo Alto CLEAN)” for the program, but at that time the price had not yet been finalized. Tonight Staff was bringing the price to the Finance Committee for discussion. The program had been designed to with a price equal to the electric utility’s avoided cost, which means that the price had been set so that the utility would pay no more for local renewable energy than it would for remote renewable energy. The cost of buying remote renewable energy and transporting it to the city was 13.55 cents per kilowatt-hour (kWh) for a twenty year contract. He noted that this rate differed from the December 2011 Staff report and that the capacity component had been updated to better reflect a solar load shape. He described the methodology used to develop each component of the price. FILENAME 2 He then noted that Staff’s estimate of the price necessary to attract developer interest in the program was around 14 cents per kWh. Staff was asking for guidance from the Finance Committee on whether to pay an additional incentive to set the price at 14 cents per kWh to make it more likely the program would attract developer interest. The cost of the incentive would be $29,000 per year if the program was fully subscribed. For an average residential customer the impact would be about one cent per month. There was value to making sure the program was successful. Staff would gain experience with the project approval process and developers would gain experience developing projects in Palo Alto. City Manager James Keene said a change like this would require a policy change related to the pricing. Staff had made a good case for the benefit realized by this slight increase.He said there were a stream of initiatives being introduced focused on local sustainability and it was important to create momentum with the program. Council Member Burt asked what the current Palo Alto electricity retail cost was compared to PG&E and other electric service providers. Mr. Abendschein said the average bill of a Palo Alto resident was one of the lowest among the cities the City benchmarked itself against. Council Member Burt asked whether that included PG&E. Mr. Abendschein said it did. City Manager Keene asked what the difference was between the average PG&E bill and the average Palo Alto bill. Mr. Abendschein said the average bill in PG&E territory was about 25 percent higher,or $10 more. Council Member Burt said the plan would narrow the difference between Palo Alto and PG&E by one-1000th. It was remarkable to have an opportunity to build on the renewable goal and to do so at such a small cost. He asked why the plan focused only on large commercial in 2012. Without including small commercial and residential customers, Staff would not learn anything about how those types of customers would respond to the program. Mr. Abendschein said he believed Staff would gain experience in the large commercial program that would be applicable to a small commercial or residential program. Council Member Burt asked whether there would be any problems with doing a limited FILENAME 3 residential and small commercial pilot program as well. He appreciated there were workload problems associated with an unconstrained program, but asked whether there would be any problems with a limited pilot. Mr. Abendschein said there were additional issues with a residential program that would make it more challenging, such as entering into a 20 year contract with a residential customer. Council Member Burt asked why it would be challenging. Mr. Abendschein said Staff had not yet studied what issues would be involved with signing a 20 year power purchase agreement with an individual homeowner. Utilities Director Valerie Fong said one potential issue would be when homeowners need to put a new roof on their home. Council Member Burt asked how Gainesville Regional Utilities had launched a FIT that was open to residential customers. Mr. Abendschein said Gainesville had offered a high contract price and was therefore not concerned about people shifting in and out of the program. For Palo Alto to get value out of the proposed 20 year program, the installation would have to remain for the full 20 years. A different approach might be needed for a residential program. Council Member Burt said the resident would have a choice about whether to enter into a 20 year contract, and that presumably the contract would have to remain associated with the home. Ms. Fong said Staff would want to work with the City Attorney to identify any issues. Council Member Burt said he believed the issues associated with a residential program differed from a commercial program in degree, but not in kind. Mr. Abendschein said Staff had only just started to think about the issues associated with a residential program. Council Member Burt said he did not see any difference in the issues facing commercial and residential programs. He asked whether the program would offer ten and fifteen year contracts. Mr. Abendschein said it would. FILENAME 4 Council Member Burt stated that Staff expected fewer people to adopt a ten or fifteen year contract. Mr. Abendschein agreed. Council Member Burt said if the City offered all three, a residential customer could opt to participate in a shorter term contract. He did not expect much risk in piloting the program with small residential and commercial sites. He said there were a lot of unknowns, but he thought Staff would not discover them if they did not pilot the program with small commercial and residential customers. He asked whether Staff was considering a carbon overlay for different types of renewables. Assistant Director of Utilities Jane Ratchye said there had been a discussion of a proposed carbon neutral policy at the Utilities Advisory Commission (UAC) and that it would go to the City Council in early March. Council Member Burt said that not all renewables were equal. For example, landfill gas, while being designated as a renewable energy source, did emit some carbon dioxide. He asked whether there was any consideration in the program price for the fact that solar energy was free of carbon dioxide emissions. Ms. Ratchye confirmed that landfill gas and solar were considered equivalent renewable sources in the program price calculation. Council Member Burt said the fact that solar was emissions free could be a value consideration in adding some value to the program price. He asked whether Palo Alto could create a bare bones emergency power system if there were enough distributed generation in town. Ms. Fong said Staff would want to speak to the utility’s engineers about the issues associated with rerouting the power. Council Member Burt understood there would be complexities, but asked for confirmation that there would be a certain point at which the distributed generation could provide some form of emergency power. Ms. Ratchye said the power would only be available on a sunny day. Council Member Burt said the sun would not be a factor if there was a mix of distributed generation. Ms. Fong said that if the total capacity of distributed generation was high enough, 100 FILENAME 5 MW, for example, it could be possible. Council Member Burt asked what the City’s peak load was. Ms. Fong said it was roughly 180 megawatts (MW). Council Member Burt said that emergency power capability was important, and while achieving the necessary amounts of distributed generation would take time,this program would start the City toward that goal. This was another justification for adding to the program price, just like the fact that solar energy was carbon free. Such policies were aligned with City and Council priorities. He asked whether the program was limited to solar generators. Ms. Ratchye said the first year was limited to solar. Council Member Burt asked if other renewables could be eligible for the program in the future. Ms. Ratchye said they could be. Chair Shepherd agreed with Council Member Burt on the goals he outlined. She asked whether the program would close at the end of 2012, whether the City had achieved 4 MW or not. Mr. Abendschein said that before the 2012 program year ended Staff would take a proposal to Council for the 2013 year. Mr. Keene clarified that the program would not really close at the end of 2012, and that it would be renewed each year. Chair Shepherd asked whether Staff was looking at City-owned real estate for panels. Mr. Abendschein said the City’s facilities would be eligible. Mr. Keene asked how many rooftops would be required to fill the program’s capacity. Mr. Abendschein said roughly 1 million square feet of roof space. Mr. Keene asked, given the average size buildings, how many would be used. Mr. Abendschein said it would require roughly 20 average sized large commercial or institutional roofs. FILENAME 6 Chair Shepherd said it would be interesting to look at residential installations in the future. Craig Lewis, Executive Director of the CLEAN Coalition, said his organization was based in Palo Alto, and that its mission was to promote policies and programs that unleashed cost-effective local renewable energy. He said his organization was pleased with the program that has been proposed by Staff. It was a gold standard program. He had been involved with several programs across the country. This program promoted clean local energy, was cost effective, and was also simple. He liked the constrained nature of the program. He said no residential should be included in the first phase because of the tax issues involved. Residents without passive income were not able to take advantage of the tax breaks offered by the Federal government, which affected project viability. Gainesville Regional Utility’s FIT price had been high enough that the lack of tax breaks was irrelevant. He thought that 14 cents per kWh was an acceptable price to generate some participation in the program. He encouraged the Finance Committee to adopt the name CLEAN for the program, which stands for Clean Local Energy Accessible Now. The name had been chosen through a nationwide focus group study by the Rockefeller Brothers Fund. Council Member Burt asked whether the name of the program in the resolutions reflected the Finance Committee recommendation. Mr. Abendschein said that Staff had intended to put a generic name in the resolutions which would be replaced when the Council made its decision. Council Member Burt asked whether Staff had intended to put a generic name or the Palo Alto CLEAN name. Ms. Fong said Staff had received differing recommendations from the UAC and Finance Committee. Chair Shepherd said the Finance Committee had not been unanimous in the previous meeting when voting for the name. Mr. Keene said Staff would include in its report that the previous recommendation from the Finance Committee had been that the name should be Palo Alto CLEAN. Council Member Burt stated that a majority of the Finance Committee had previously voted to adopt the name. Ms. Fong confirmed that was their recommendation FILENAME 7 Council Member Burt said the resolutions in the Staff report for tonight’s meeting should have included the Palo Alto CLEAN name. Council Member Scharff said he believed the UAC was advisory to the Finance Committee which was advisory to the Council, and that the Finance Committee recommendation would go to Council if it differed from the UAC recommendation. Ms. Ratchye said the UAC was advisory to the Council rather than the Finance Committee. Mr. Keene said that the Finance Committee was established to handle items in Committee on behalf of the Council. He believed it was appropriate to include the UAC recommendation in the body of the report so it was part of the background information. He said the Committee recommendation had primacy. Council Member Burt said the UAC discussion of the name had taken place in a different context than the Finance Committee discussion of the name, and he did not know what the UAC decision might have been if it had taken place in a different context. He said there was a national movement focused on rebranding FIT programs as CLEAN programs and that the movement had widespread support. Council Member Scharff said the vote of the Finance Committee had been unanimous on everything except the name and the price. He asked why the resolutions were being reintroduced. Ms. Ratchye said the resolution had been changed since the Finance Committee action to eliminate the use of a rate schedule and instead incorporate the price into the resolution itself. Mr. Abendschein said there were also some non-substantive changes listed in the December Staff report that were incorporated in the resolution. He said the change from the use of a rate schedule was on the advice of the City Attorney. Council Member Scharff confirmed that the Finance Committee’s action would amend the previous Finance Committee action. Ms. Ratchye agreed Mr. Keene said the changes were housekeeping items. Council Member Scharff agreed. He suggested that the Finance Committee vote again FILENAME 8 on the entire recommendation, including the name. The item could then go on the Council consent calendar if the Finance Committee chose to put it there. In that case the Finance Committee recommendation would be reflected in the recommendation that went to the City Council and the UAC recommendation would only be reflected in the report. This was because the UAC was advisory to the Finance Committee. Chair Shepherd asked how the additional incentive would be incorporated into the 10 and 15 year prices. Mr. Abendschein said the incentive would be applied to all three contract terms equally. The City Attorney had asked Staff to describe it as an additional incentive. Mr. Keene said it was clear that in the Staff Report they should have been explicit about these housekeeping issues. He wanted no confusion about the UAC’s role. The UAC is advisory to the City Council, but the Finance Committee was an appointed subcommittee of the City Council. Therefore the UAC is also advisory to the Finance Committee. There was an expectation that the Finance Committee makes a recommendation to the City Council that is informed by input from the UAC. That does not preclude the Council from not following the recommendations of either group. Council Member Burt agreed there were times when Council would not agree with any Standing Committee and go with what the UAC recommended. But what goes to the Council is the Finance Committee’s recommendation. He also noted that the 14 cent per kWh price was lower than the initial price estimates that had been discussed by the Finance Committee.The proposed price was less than had initially been expected, even with an incentive. Chair Shepherd noted that the resolution permitted the City to exceed the 4 MW cap by up to an additional 1 MW if necessary to enable the City to accept the last application submitted even if it exceeded the cap by some small amount. Council Member Burt asked whether it would be possible to open the 2012 program up to a limited number of small commercial applications. He asked what number would be appropriate. Mr. Abendschein said Staff could consider adding five small commercial applications but would ask that the limit for large commercial applications be reduced to 3.5 MW in order to limit the maximum workload to an amount achievable by Staff. Council Member Burt said he preferred not reducing the total program capacity. Mr. Abendschein said that not reducing the program capacity could result in more FILENAME 9 applications than Staff could handle because the small commercial applications would not take up much space under the cap. Mr. Keene clarified that the concern was that small commercial customers were very small. They would not impact the cap substantially, leaving the same amount of space for large customers, leading to the same number of applications. Ms. Fong said there were several groups involved in processing these applications. Mr. Abendschein one of the things Staff wanted to avoid was having backlogs in application processing. Council Member Burt stated he was not happy that the program could not include small commercial or residential sites, but he did not want to reduce the program capacity in order to include those sites. Council Member Scharff confirmed that small commercial and residential could be included in future years. Mr. Abendschein said they could, and that the additional time would give Staff time to determine how to handle the work load associated with a larger number of applications. Council Member Scharff what the minimum size of a large commercial roof was. Mr. Abendschein said 25,000 square feet. Council Member Scharff asked what a small commercial roof minimum size would be. Mr. Abendschein estimated 2,500 square feet. Council Member Scharff confirmed that 1,000 square foot roofs would be not included Mr. Abendschein said Staff would have to look at that when they considered accepting those types of applications. The program was based on the size of the solar array rather than the roof size. A reasonable minimum for a commercial site was 10 kW. Council Member Scharff asked whether solar panels were becoming more efficient on a per square foot basis. Mr. Abendschein said it varied with the technology. FILENAME 10 Council Member Scharff said that the smallest viable rooftop would decrease over time as efficiency improved. Council Member Burt said it would because all technologies were improving efficiency on a surface area basis. Mr. Abendschein said that was true, but that sometimes there was a trade off between price and efficiency. Council Member Burt agreed but would expect in the future more generation per square foot. Council Member Scharff asked whether the City had legal protection if the project failed before the end of the contract. Mr. Abendschein said there were situations where something could happen outside the control of either party resulting in the lapse of contract. But it was not possible for somebody to simply decide to exit the contract. Council Member Scharff asked whether providers would have an obligation to fix the panels if they break. Mr. Abendschein said there was not a provision for damages in that situation. Council Member Scharff asked what Staff meant when they said the customer would have to provide the City power. Mr. Keene said Staff did not have answers to all questions yet. Ms. Ratchye said the contractor does not get paid if they do not deliver. Mr. Abendschein said there were situations with any contract that were unforeseeable in which the supplier would be unable to deliver power. Council Member Scharff asked what would happen if the supplier chose to stop delivering power. Chair Shepherd asked to hear from Mr. Lewis. Mr. Lewis said the cost of the systems was up front. The developer has a motivation to keep the project operating as long as possible.The contract would prevent the developer from selling to another party. FILENAME 11 Council Member Burt said there was an incentive for the supplier to continue. He thought there were remote circumstances were somebody might choose to continue. In that circumstance it is unlikely the City would suffer financially. If in the future the cost of renewables rose substantially a system owner might have an incentive to remove the panels, but he considered that unlikely. Council Member Scharff did not think it was unlikely. He said the price front-loaded the value associated with the energy. If the contract ended early the City would not get the full value of the project. Council Member Burt asked to clarify whether the discussion centered on cost or value. Council Member Scharff asked Staff to explain the 20 year pricing Mr. Abendschein said that the value of the energy increased over time, but that the price paid for the energy was flat. In the early part of the contract the value of the energy to the City was less than the price paid, but in the later years the value was greater than the price paid. This was the same as the pricing in several of the City’s existing renewable contracts. If the contract ended early the City would not get the full value out of the contract, but neither would the developer. Developers would take measures to ensure that the contract lasted for the full 20 years, such as making sure that the roof was not expected to need replacement over the life of the contract. There was also implicit risk mitigation in the program because it was spread across several small projects. To the extent that one project failed, the consequences of that failure was small. He also agreed with Council Member Burt that renewable energy prices could be much lower at the time the project failed, meaning the City might be able to replace the contract with cheaper energy. All of these things reduced the risk associated with project failure. Mr. Keene said he did not think anybody would sign up for a ten or fifteen year contract. Ms. Ratchye said it was unlikely they would. Ms. Fong asked that the Finance Committee include new policy and resolution language if they chose to pay an additional incentive. Chair Shepherd said Staff was recommending a 0.45 cent/kWh adder for the 20 year contract. She asked what the adder was for the ten and fifteen year contracts. Ms. Fong said it was the same for the ten and fifteen year contracts. FILENAME 12 Chair Shepherd said the current Policies and Design Guidelines only addressed an avoided cost program, but the new language would enable payment of an additional incentive. Mr. Keene clarified there was an additional policy for the Policies and Design Guidelines, an additional finding for the resolution adopting the program, and an additional section for the resolution. MOTION: Council Member Council Member Burt moved, seconded by Council Member Council Member Scharff, that the Finance Committee recommend adoption of the Staff recommendation with the addition of a 0.45 cent/kWh incentive and the adopting of the name Palo Alto CLEAN name for the program, as follows: 1.Adopt a resolution: a.Adopting the feed–in tariff prices, program rules,and requirements, b.Adopting a standard form power purchase agreement for the purchase of local renewable energy, c.Adopting an interconnection agreement for the interconnection of non-net-metered generators, d.Authorizing the City Manager or designee to sign one or more contracts for a maximum output of five megawatts (MW) of solar capacity, and e.Adopting changes to the previously approved Renewable Feed-in Tariff Policies and Design Guidelines. 2.Adopt a resolution approving changes to Utilities Rule and Regulation 27 (Generator Interconnection). 3.Adopt an ordinance amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 of the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions that would facilitate the implementation of a FIT program. 4.Adopt the name Palo Alto Clean Local Energy Accessible Now (Palo Alto CLEAN) for the program. 5.Add the following policy to the Renewable Feed-in Tariff Policies and Design Guidelines: “At the discretion of the City Council, an incentive may be paid for the power in addition to the avoided cost purchase price. The incentive may be limited to specific technologies or may be applicable to all local generation.” 6.Add the following finding to the resolution adopting the program: “Council finds that providing an incentive for wholesale solar projects in Palo Alto will lead to greater participation in the renewable FIT program, which will enable Utility Staff, host customers, and solar developers and installers to develop familiarity with permitting and interconnection, FILENAME 13 leading to lower costs for future projects and facilitating the installation of distributed generation within Palo Alto.” 7.Add the following section to the resolution adopting the program: “Authorization for the City Manager or his designee to pay incentives up to 0.5 cents/kWh for the output of one or more solar energy generating facilities that 1) are located within Palo Alto’s jurisdictional boundary, 2) deliver all power to the City’s distribution system, with none of the power used to offset loads on site, other than small incidental loads, 3) have an aggregate capacity not exceeding five megawatts, and 4) submit an application to the program prior to December 31, 2012.” Mr. Keene said that if the Motion passes Staff would incorporate these changes into the resolutions when the packet was taken to the Council. Council Member Burt said he thought the program was a good one. There was additional value to the program because solar power did not emit greenhouse gases, and because distributed generation in the City could eventually become a source of emergency power. Council Member Scharff said the program was good one, and that it would provide a physical presence to the City’s green initiatives. He thanked the UAC and Staff for their efforts. He appreciated that the program was a pilot program and could be expanded in the future. He said the program met its objectives without having a significant impact on ratepayers. Chair Shepherd believed the program was a good one. She hoped to be able to include small commercial sites in the future, but appreciated the economies of scale involved in setting up the initial program. She was fascinated to see what other renewables could be incorporated in the future. MOTION PASSED: 3-0, Price Absent Chair Shepherd asked to hear from other Council Members their thoughts on whether the item should be placed on the Council Consent Calendar or as an Action Item. Council Member Burt said he would support it going as an Action Item. Council Member Scharff said he wanted it to be an Action Item. Chair Shepherd agreed it should be an Action Item. It would be helpful to have the item introduced as Palo Alto CLEAN rather than as a FIT program. FILENAME 14 Mr. Keene agreed it would be presented that way. City of Palo Alto (ID # 2456) Finance Committee Staff Report Report Type:Meeting Date: 2/7/2012 February 07, 2012 Page 1 of 3 (ID # 2456) Summary Title: Renewable Feed-in Tariff Program Adoption Title: Recommendation to Adopt Two Resolutions Pertaining to the Proposed Local Renewable Energy Feed-in Tariff Program Including the Purchase Prices and Agreements and to Adopt an Ordinance Amending Two Sections of Chapter 2.30 of the Municipal Code Relating to Faciliation of a Feed-In Tariff Program From:City Manager Lead Department: Utilities Recommendation Staff recommends that the Finance Committee recommends that the City Council adopt the following: 1.Resolution (Attachment A) : a.Adopting the feed-in tariff prices and program rules and requirements; b.Adopting a standard form power purchase agreement for the purchase of local renewable energy; c.Adopting an interconnection agreement for the interconnection of non-net-metered generators; d.Authorizing the City Manager or designee to sign one or more contracts for a maximum output of 5 megawatts (MW) of solar capacity; and e.Adopting changes to the previously approved Renewable Feed-in Tariff Policies and Design Guidelines. 2.Resolution (Attachment B), approving changes to Utilities Rule and Regulation 27 (Generator Interconnection). 3.Ordinance (Attachment C), amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions that would facilitate the implementation of a feed-in tariff program. Discussion On November 15, 2011, the Finance Committee recommended approval of a Local Renewable Energy Feed-in Tariff (FIT) Program (Staff Report #2168). At that time the purchase prices were not finalized. Subsequent to the Finance Committee meeting, staff finalized the purchase prices and prepared a staff report for the Council’s consideration at its December 12, 2011 meeting (Staff Report #2329, provided as Attachment E). As the Finance Committee did not see the finalized prices, the item was removed from the Council’s agenda to afford the Finance Committee an opportunity to review and provide a recommendation to the Council on the February 07, 2012 Page 2 of 3 (ID # 2456) purchase price. Following the December Council meeting staff continued to check the avoided cost calculation and refine the model used to generate the FIT prices. A recent model correction resulted in an increase to the avoided cost of local capacity of roughly 0.5 ¢/kWh. The revised proposed FIT prices are 11.909 ¢/kWh for a 10-year contract, 12.766 ¢/kWh for a 15-year contract, and 13.553 ¢/kWh for a 20-year contract. These revised prices differ from the prices shown in the December 12, 2011 staff report, but are reflected in the resolution and program rules attached to this staff report. In addition to finalizing the purchase prices, staff has reformatted the program so that the purchase prices are not presented in a utility rate schedule format, but are presented simply as an attachment to one of the resolutions. There is not a California law or Municipal Code requirement that prices for renewable energy purchased from energy providers must be adopted by utility rate schedule. No substantive changes have been made to the program rules since the Finance Committee reviewed the program on November 15, 2011. The revised resolutions are provided as Attachments A and B and the revised program rules are provided in Attachment D. In addition to the two resolutions, staff also requests the Council’s adoption of an ordinance to amend Chapter 2.30 of the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions related to FIT programs, specifically to exempt wholesale energy purchases made through a Council-approved FIT program from the requirement to use a request for proposal or formal bid process. The amendment also exempts such contracts from conforming to certain credit rating requirements. This ordinance (provided as Attachment C) is the same as the one considered (and recommended for Council approval) by the Finance Committee on November 15, 2011. Staff will present further information related to the purchase prices at the February 7, 2012 Finance Committee meeting. There has been some discussion with industry analysts about the appropriate pricing for the feed-in-tariff program to best ensure incentivizing of investment and installation of solar installations in Palo Alto. Some pricing recommendations rise to 14C per kWh. While this is slightly above our “avoided cost” policy, it can be argued that the extra pricing may provoke faster participation. The City can better benefit from information related to installation and billing and other aspects of the program through wider participation. It should be remembered that the feed-in-tariff initiative is essentially a pilot program at this time, with the program capped at 4 mWh. The cost differential at full participation up to the 4 mWh cap between 13.5 Cents and 14 cents per kWh is approximately $30,000 annually. The Finance Committee should give careful consideration of the appropriate pricing to incentivize participation in the program. Discussion of other aspects of the program can be found in the attached staff report. February 07, 2012 Page 3 of 3 (ID # 2456) Attachments: ·Attachment A: Revised Resolution Adopting PaloAltoGreen FIT Program (PDF) ·Attachment B: Resolution Adopting Changes to Utility Rule and Regulation 27 (PDF) ·Attachment C: Ordinance amending Chapter 2.30 (Purchasing) of the PAMC (PDF) ·Attachment D: Program Prices and Rules (PDF) ·Attachment E: City Council Staff Report (ID 2329) Renewable Feed-in Tariff Program, December 12, 2011 (PDF) Prepared By:Jon Abendschein, Resource Planner Department Head:Valerie Fong, Director City Manager Approval: ____________________________________ James Keene, City Manager *NOT YET APPROVED* 120119 dm 0073647 Resolution No. Resolution of the Council of the City of Palo Alto Approving the PaloAltoGreen Local Energy Program, Including the Policies and Design Guidelines, As Amended, the Program Eligibility Requirements, the Power Purchase Agreement and the Interconnection Agreement, and Granting the City Manager The Authority to Sign The Contracts For Local Renewable Resources in an Amount Not To Exceed $1,180,000 per Year A. The City has adopted goals and policies in support of the use of renewable energy in meeting a portion of the City’s wholesale electric portfolio needs, including Comprehensive Plan Goal N-9 (a clean, efficient, competitively-priced energy supply that makes use of cost- effective renewable resources), the Climate Protection Plan, Chapter 3 (Utilities), and the Long- Term Electric Acquisition Plan (LEAP) Strategy #3 (Renewable Portfolio Standard, or RPS). B. The Council finds that energy from local sources provides certain benefits when compared to imported energy, including a reduction in costs and energy losses associated with energy’s transmission and distribution, the value of a reducing the City’s capacity requirements, and the economic development associated with purchasing power produced within Palo Alto rather than outside it. C. The City has adopted in its LEAP Implementation Plan Goal #9, which calls for the evaluation of the potential of a feed-in tariff program (FIT) in meeting a portion of its RPS goals from local renewable sources, Goal #10, which calls for approval of the policy elements of such a plan if determined to be feasible, and Goal #19, which call for adoption of rates, rules, and standard contracts in support of those policies. D. On August 1, 2011 the City adopted Policies and Guidelines for Development of a FIT Program, which will be amended, and now wishes to adopt program eligibility rules and requirements, an amended rule and regulation, and two standard form contracts in support of those policies. E. On or about _________, 2012, the Council will adopt a resolution approving amendments and an addition to Utilities Rule and Regulation 27, pertaining to generator interconnection. NOW, THEREFORE, the Council for the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. A Power Purchase Agreement, attached hereto as Exhibit A, is hereby approved in connection with the implementation of the City’s Local Energy Program. SECTION 2. An Interconnection Agreement, applicable to generators not subject to net energy metering, attached hereto as Exhibit B, is hereby approved in connection with the implementation of the City’s Local Energy Program. *NOT YET APPROVED* 120119 dm 0073647 SECTION 3. The Program Eligibility Requirements, attached hereto as Exhibit C, are hereby approved in connection with the implementation of the City’s Local Energy Program. SECTION 4. The Policies and Design Guidelines for the PaloAltoGreen Local Energy Program, as amended, attached hereto as Exhibit D, are hereby approved in connection with the implementation of the City’s Local Energy Program. SECTION 5. The Council hereby authorizes the City Manager or his designee to sign contracts for the output of one or more solar energy generating facilities located within Palo Alto’s jurisdictional boundary with an aggregate capacity not exceeding five (5) megawatts. The prices of the output shall not exceed those authorized under Exhibit C. The output of the generating facilities shall conform to the City’s rules and regulations. The contracts shall conform to the terms and conditions of the Power Purchase Agreement and the Interconnection Agreement. The total cost commitment made by the City under the Power Purchase Agreements shall not exceed $23,600,000. SECTION 6. The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8), therefore, no environmental review is required. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ___________________________ Senior Asst. City Attorney City Manager ___________________________ Director of Utilities ___________________________ *NOT YET APPROVED* 120119 dm 0073647 Director of Administrative Services 120112 dm 0073700 RESOLUTION NO. ________ RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO APPROVING AMENDMENTS TO UTILITIES RULE AND REGULATION 27 PERTAINING TO GENERATOR INTERCONNECTION The Council of the City of Palo Alto does hereby RESOLVE as follows: SECTION 1.Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utilities Rule and Regulation 27 (Generating Facility Interconnections)is hereby amended by modifying Parts C (Application and Interconnection), D (Generating Facility Design and Operating Requirements), and F (Metering, Monitoring, and Telemetry), and adding Part G (Supplemental Review), to read in accordance with sheet numbers 1 through 20, attached hereto as Exhibit A and incorporated herein. The foregoing Utilities Rule and Regulation 27, as amended, shall become effective on April 2,2012. SECTION 2.The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8). INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ______________________________________________________ City Clerk Mayor APPROVED AS TO FORM:APPROVED: ______________________________________________________ Senior Assistant City Attorney City Manager ___________________________ Director of Utilities ___________________________ Director of Administrative Services PALOALTOGREEN LOCAL ENERGY PROGRAM PROGRAM ELIGIBILITY RULES AND REQUIREMENTS PROGRAM YEAR 2012 Effective Date: April 2, 2012 A. PARTICIPATION ELIGIBILITY REQUIREMENT: The PaloAltoGreen Local Energy Program (the “Program”), Program Year 2012, is open to participation by any Eligible Renewable Energy Resource, as defined in Section D.5, with a total generation capacity of at least 100 kilowatts (kW). B. TERRITORIALITY REQUIREMENT: In order to be eligible to participate in the Program during Program Year 2012, an Eligible Renewable Energy Resource must be located in and generating electricity from within the utility service area of the City of Palo Alto. C. PRICES FOR CERTIFIED RENEWABLE POWER: The following purchase prices (“Program Prices”) shall apply to the electricity produced by an Eligible Renewable Energy Resource participating in the Program starting in Program Year 2012, except as provided in Sections D.3 and D.6. Solar generation facilities: Contract Term Price 10 years 11.909 ¢ / kWh 15 years 12.766 ¢ / kWh 20 years 13.553 ¢ / kWh D. ADDITIONAL RULES AND REQUIREMENTS: 1. The owner of the Eligible Renewable Energy Resource shall enter into a Power Purchase Agreement, Eligible Renewable Energy Resource (PPA) with the City of Palo Alto. 2. The last Eligible Renewable Energy Resource that is eligible for participation in the Program during Program Year 2012 will be the Eligible Renewable Energy Resource that first causes the total capacity of Eligible Renewable Energy Resources receiving payments under the Program to exceed four (4) MW (the “Program Capacity”). 3. An application for participation in the Program to sell output to the City (the “Application”) may be submitted at any time during the month. Any number of PPAs may be awarded at the end of each month. If the City can accept all Applications submitted without exceeding the Program Capacity, then all Applications will be accepted at the applicable Program Price(s). If, in any month, the City cannot accept all Applications submitted during that month without exceeding the Program Capacity, then the PPAs will be awarded in the following order of precedence: PALOALTOGREEN LOCAL ENERGY PROGRAM PROGRAM ELIGIBILITY RULES AND REQUIREMENTS PROGRAM YEAR 2012 Effective Date: April 2, 2012 a. The City will provide notification to all applicants that apply in the current month that there is insufficient capacity to accept all Applications. All applicants that apply for participation in the current month will be afforded two (2) weeks from the notification date to submit bid prices at which electricity from its proposed resource will be sold to the City. The bid price must be less than the price for the applicable term described in Section C, or the City will reject or will be deemed to have rejected the bid price. b. The City will award one or more PPAs based upon the proposed bid prices. The first award will be made to the applicant offering the lowest bid price and any subsequent award(s) will be made to the next higher prices, until the Program Capacity has been attained. c. Nothing in this ‘bid price’ process will affect the status of applications accepted in previous months. 4. In order for an Eligible Renewable Energy Resource to be eligible for participation in the Program during Program Year 2012, the City must receive an Application on or before December 31, 2012 or, if that day does not fall on a regular business day of the City, on the business day immediately preceding December 31, 2012. 5. For the purposes of Program Year 2012, an Eligible Renewable Energy Resource means an electric generating facility that: (a) is defined and qualifies as an “eligible renewable energy resource” under California Public Utilities Code Section 399.12(e) and California Public Resources Code Section 25471, respectively, as amended; (b) uses a solar fuel source; and (c) meets the territoriality requirement set forth in Section B. 6. The California Energy Commission’s (“CEC”) certification of the Eligible Renewable Energy Resource shall be required within six (6) months of the commercial operation date of the electric generating facility; the facility’s owner shall provide written notice of the CEC’s certification to the City. If the City takes delivery of the facility’s electricity prior to the CEC’s certification, then, as the facility’s electricity cannot be considered in fulfillment of the City’s RPS requirements, the price that the City will pay for the facility’s electricity (the “Pre-Certification Price”) will be set at 65% of the applicable Certification Price. Upon the CEC’s certification of the facility, the City will pay the applicable Certification Price for the facility’s electricity delivered on and after the date of the CEC’s certification. The City will “true-up”, as appropriate, the difference between the Certification Price and the Pre-Certification Price for any electricity received and paid for by the City, effective as of the date of certification of the Resource. 7. If an Eligible Renewable Energy Resource is authorized to participate in the Program, then that Resource shall not be entitled to receive any rebate or other incentive from the City’s Photovoltaic (PV) Partners Program, Power from Local Ultra-Clean Generation Incentive (PLUG-In) Program, or other similar programs funded by the City’s ratepayers. To the extent any rebate or incentive is paid to the owner of the Resource, that rebate or incentive shall be disgorged and refunded to the City if the Eligible Renewable Energy Resource continues to participate in the Program. If a rebate or an incentive has been paid to the Eligible Renewable Energy Resource, then that Resource shall be ineligible to participate in the Program. PALOALTOGREEN LOCAL ENERGY PROGRAM PROGRAM ELIGIBILITY RULES AND REQUIREMENTS PROGRAM YEAR 2012 Effective Date: April 2, 2012 8. All electricity generated by the Eligible Renewable Energy Resource shall be delivered only to the City. No portion of the electricity may be used to offset any load of the generating facility (other than incidental loads associated with operating the generating facility). 9. A metering and administration fee of $34.73/month will be charged to each Eligible Renewable Energy Resource that participates in the Program during Program Year 2012. City of Palo Alto (ID # 2329) City Council Staff Report Report Type: Action ItemsMeeting Date: 12/12/2011 December 12,2011 Page 1 of 8 (ID # 2329) Summary Title: Renewable Feed-in Tariff Program Adoption Title: Finance Committee Recommendation to Approve Two Resolutions Adopting Utility Rate Schedule, Approving Changes to Utilities Rule and Regulation, and Approving Agreements for a Local Renewable Energy Feed-in Tariff Program and to Approve an Ordinance Amending Two Sections of Chapter 2.30 of the Municipal Code Relating to Faciliation of a Feed-In Tariff Program From:City Manager Lead Department: Utilities Recommendation Staff, the Utilities Advisory Commission (UAC), and the Finance Committee recommend approval of the following: 1.Resolution (Attachment D) a.Adopting Utility Rate Schedule E-PAGLE2012; and b.Approving changes to Utilities Rule and Regulation 27 (Generator Interconnection). 2.Resolution (Attachment G): a.Approving a standard form power purchase agreement for purchase of local renewable energy; b.Approving an Interconnection Agreement for the interconnection of non-net- metered generators; c.Authorizing the City Manager or designee to sign one or more contracts for a maximum output of 5 megawatts (MW) of solar energy, costing up to 13.064 cents per kilowatt-hour (¢/kWh), for terms not exceeding 20 years and for a maximum appropriation of $27.0 million; and d.Adopting changes to the previously approved Policies and Design Guidelines. 3.Ordinance (Attachment K) amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions that would facilitate a feed-in tariff program. The Finance Committee recommends that the program be named Palo Alto Clean Local Energy Accessible Now (Palo Alto CLEAN). Staff and the UAC recommend that the program be named PaloAltoGreen Local Energy Program. December 12, 2011 Page 2 of 8 (ID # 2329) Executive Summary The City adopted Policies and Design Guidelines to guide development of a renewable feed-in tariff (FIT) program in August 2011. Since then, staff has completed development of the program and has provided the final documents and rate schedule for Council consideration. If approved, staff is ready to launch the program in February 2012. Background This program resulted in part from Council direction in May 2010 to staff and the UAC to review the City’s strategies for procuring renewable energy and encouraging energy efficiency. In March 2011 Council approved an update to the City’s Long-term Electric Acquisition Plan (LEAP), which included several specific tasks to implement that Council direction. One task was to examine the feasibility of procuring some of the City’s renewable energy supply from local renewable sources using a FIT. Staff determined the program would be feasible and developed Policies and Design Guidelines for a renewable FIT program, which Council adopted in August 2011 (Staff Report ID #1827). Several additional approvals are required to implement the program. These were discussed at the UAC on October 5, 2011 and at the Finance Committee on November 15, 2011. Both bodies recommended approval of the program. Discussion The staff proposal is discussed in detail in the report to the Finance Committee (Staff Report ID #2168, Attachment C to this report), but there are some items that were not finalized at the time that the Finance Committee reviewed the proposal. Updates to Program Materials At its November 15, 2011 meeting the Finance Committee recommended Council approve the program materials proposed by staff with the understanding that staff would finalize the materials prior to Council action. These updates are summarized in Attachment B. The updated program materials are included in Attachments D through K, and the places where they differ from what the Finance Committee reviewed are summarized in Attachment A. The original documents can be found in the report to the Finance Committee (Staff Report ID #2168). Program Price In its proposal to the Finance Committee, the price was left blank in the proposed rate schedule. This was because staff was waiting to finalize the proposed rate until receiving the latest information on renewable market prices. The proposed rates are: 13.064 cents per kilowatt-hour (¢/kWh) for a 20-year contract, 12.3 ¢/kWh for a 15-year contract, and 11.469 ¢/kWh for a 10-year contract. The components of each price are shown in Table 1 below. A detailed description of each component is described in more detail in Attachment A. The program is a value-based program, meaning the FIT rate is set equal to the market price for the renewable power plus the value of power delivered locally, which avoids transmission and other costs. The proposed rate was developed using the 2011 market price referent (MPR) recently released by the California Public Utilities Commission (CPUC). The MPR is used for December 12, 2011 Page 3 of 8 (ID # 2329) various purposes in the renewables programs mandated for the investor-owned utilities, and has been used to set prices in their FIT programs. Prices for renewable contracts in the past have usually been at or above the MPR, though some proposals have been lower. The City recently received proposals in response to a Request for Proposals for renewable energy and the prices received were roughly equivalent to 2011 MPR. Table 1: Proposed Rates by Rate Component 10 year 15 year 20 year ¢/kWh ¢/kWh ¢/kWh 1.Energy 6.3 6.7 7.3 2.RPS Premium 2.7 3.0 3.1 3.Local Capacity 0.1 0.1 0.1 4.Transmission 1.8 1.9 1.9 5. Transmission and Distribution Losses 0.6 0.6 0.6 6.TOTAL 11.5 12.3 13.1 Chart 1 below is an updated version of Chart 1 in the Finance Committee staff report provided in Attachment C. Chart 1: Proposed Rates 0.0 2.0 4.0 6.0 8.0 10.0 12.0 14.0 16.0 10 year 15 year 20 year ¢/kWh T&D Losses Transmission Local Capacity RPS Premium Energy 13.1 ¢/kWh 11.5 ¢/kWh 12.3 ¢/kWh Committee Review and Recommendations On November 15, 2011, the Finance Committee discussed the program in detail. The Committee asked several clarifying questions about how the FIT price would be set, the impact December 12, 2011 Page 4 of 8 (ID # 2329) of the program on rates, and the contribution of the program to the City’s half-cent per kWh limit on the impact of renewable purchases on rates. There were questions about the impact of this program on the Photovoltaic (PV) Partners program, and staff clarified that the FIT program was independent of the PV Partners program. A concern was expressed that owners of existing commercial solar installations would stop using the power on site and would instead sell to the City, and staff clarified that projects that had received PV Partners rebates were ineligible for the program. In response to a question, staff clarified that the FIT price is fixed for the term of the contract for each applicant. All applications received each month could get the fixed price in the FIT rate schedule. If more applications are received in a month than could be accommodated within the program limits, a bidding mechanism described in the rate schedule would be used as a tie breaker to determine the winning applicants. There was also some discussion of whether a program similar to the FIT program could be created to serve as a public benefit condition of Planned Community (PC) Zones. The discussion centered on requiring, as a condition of PC Zone approval, the grant of a rooftop lease to the City for the development of a solar project. Clarifications to the Finance Committee Staff Report In addition to the discussion about the program, the Finance Committee made several suggestions to clarify information in the report to improve understanding. Finance Committee members recommended revising Table 5 in the Finance Committee report to make clear how the FIT program compares to the City’s existing renewable contracts. Staff provides Table 2 below to address the issues expressed by the Finance Committee. Note that the green premium (in ¢/kWh)of the FIT program is lower than some of the City’s renewable recent contracts. This is because the price of renewable power has decreased in the last few years. It is also worth noting that while the total contract price for the FIT program is higher than for other renewable contracts, the City saves on transmission charges and transmission and distribution losses. The value of those savings is roughly 2.6 ¢/kWh for a 20 year contract, and when they are factored into the cost of the FIT contracts, the net cost for the FIT contracts is less than some of the City’s existing renewable contracts. December 12, 2011 Page 5 of 8 (ID # 2329) Table 2: Green Premium for Existing Renewable Energy Contracts Date Contract Executed Annual Energy (GWh) Levelized Project Cost (¢/kWh) Adjusted* Brown Market Cost (¢/kWh) Green Premium (¢/kWh) Green** Premium ($1000/yr) Small Hydro N/A 10.0 N/A N/A -- High Winds Nov. 2004 51.8 5.76 5.50 0.26 132 Shiloh Wind Oct. 2005 74.4 6.30 6.95 (0.65)(484) Santa Cruz LFG Nov. 2004 11.2 6.23 5.93 0.30 33 Half Moon Bay LFG Jan. 2005 40.8 5.90 6.75 (0.85)(349) Keller Canyon LFG Aug. 2005 11.8 7.09 8.39 (1.30)(154) Johnson Canyon LFG Aug. 2009 11.2 12.36 6.73 5.63 633 Crazy Horse LFG May 2010 21.6 10.76 6.93 3.83 826 San Joaquin LFG May 2010 32.0 11.81 7.56 4.25 1,359 Western Geo Geothermal Apr. 2011 8.5 11.30 7.95 3.35 284 Total -All Committed Contracts 273.3 2,281 Proposed FIT, 2012 Program Year, if fully subscribed 2012 6.0 13.10 10.00 ***3.35 201 Total -All Committed Contracts Plus the 2012 FIT Program 279.3 2,482 *Brown Market Costs for existing renewables contracts represent the cost of buying equivalent power in the energy market and are levelized across the project’s contract period, and adjusted for the comparison project’s delivery shape and local and system capacity value, but do not include transmission costs and losses. **Green Premium represents the premium associated with the fact that the energy is renewable. ***The Brown Market component of the FIT price is set equal to the costs the City would incur when buying brown power outside of Palo Alto and transporting it to the City’s distribution system.It includes transmission costs, transmission losses, and local and system capacity value in addition to the cost of the energy. Another point of clarification recommended by the Finance Committee is that the rate impact for the FIT Program be shown in terms of both unit rate (¢/kWh) increase and in percentage rate increase. Table 3 below shows the rate impact of the proposed FIT program and compares it to the rate impact of existing renewable contracts. The City has set a limit in its Long-term Electric Acquisition Plan (LEAP) that the total rate impact of renewable contracts shall not exceed 0.5 ¢/kWh. Table 3 shows how the City’s existing contracts contribute to that limit, and how much the proposed 2012 FIT program year would impact rates if it were fully subscribed at 4 MW of capacity. Staff estimates that the impact would be .02 ¢/kWh, or a 0.2% rate increase in FY 2013. The actual contribution will depend in part on the actual participation rate and the actual generation of the rooftop solar systems. December 12, 2011 Page 6 of 8 (ID # 2329) The Finance Committee voted to recommend that the Council approve the staff recommendation with the caveat that certain details in the contract may change and the rate would be finalized by the time that Council considered the program documents. The minutes of the November 15, 2011 Finance Committee meeting are provided in Attachment L. Program Name Both the UAC and Finance Committee meetings involved extensive discussion of the program name and whether to join an effort being undertaken by a nonprofit organization to rebrand FIT programs as Clean Local Energy Accessible Now (CLEAN) programs. The UAC held two votes on the name. The first, to name the program Palo Alto CLEAN, failed 3- 4 (Keller, Barry, Waldfogel, and Eglash opposed). Three Commissioners said they were persuaded by the arguments in favor of the CLEAN name, and commented that there was a substantial rebranding effort underway to change the name of FIT programs to CLEAN programs. They expressed the belief that CLEAN would become a nationally recognized name. They thought Palo Alto should become the first utility to adopt the name. Other Commissioners said the CLEAN name did not resonate with them, that the program reminded them of cleaning or street sweeping, and expressed the opinion that the program should use a locally recognizable name. One Commissioner recommended using the successful Table 3: Rate Impact of Renewable Contracts Green Premium Costs ($1000/yr) Rate Impact of Green Premium (¢/kWh)* Rate Impact of Green Premium (% of system average rate)** Small Hydro --- High Winds 132 0.01 0.1% Shiloh Wind (484)(0.05)-0.4% Santa Cruz LFG 33 0.00 0.0% Half Moon Bay LFG (349)(0.04)-0.3% Keller Canyon LFG (154)(0.02)-0.1% Johnson Canyon LFG 633 0.07 0.6% Crazy Horse LFG 826 0.09 0.7% San Joaquin LFG 1,359 0.14 1.2% Western Geo Geothermal 284 0.03 0.3% Total -All Committed Contracts 2,281 0.24 2.0% Proposed FIT, 2012 Program Year, if fully subscribed 201 0.02 0.2% Total -All Committed Contracts Plus the 2012 FIT Program 2,467 0.26 2.2% *Based on FY 2013 projected sales, 956 million kWh (956 GWh). **Based on FY 2013 forecasted system average rate, 11.7 ¢/kWh. December 12, 2011 Page 7 of 8 (ID # 2329) PaloAltoGreen brand as the basis for the program’s name. A second vote, to name the program PaloAltoGreen Local Energy Program passed 6-1 (Foster opposed). The Finance Committee voted 2-1-1 (Schmid opposed, Yeh abstaining) to name the program Palo Alto CLEAN. Two Council Members expressed the belief that CLEAN either was already the industry standard name for FIT programs, or would become so in the future, and that Palo Alto should adopt the name because it would be nationally recognizable rather than locally recognizable. One Council Member disagreed, saying that the name was not descriptive of the program and that other programs have names with “clean” in them. Timeline If the Council approves the staff recommendation, staff will open the program to applications in February 2012. Staff will return to Council in the fall of 2011 with a review of the first program year and a proposal for the 2013 program year. Resource Impact Staff estimates that staff time equivalent to about 1 Full Time Equivalent (FTE) citywide is required to process program applications, issue any required permits, inspect 12-16 solar generating systems and connect them to the distribution system. Staff expects to be able to process this number of system interconnections with existing staff. Aside from the staff time, the Program’s costs are primarily those related to the price the City will pay over the contract terms for each project. Staff estimates that these costs could be up to $27 million over 20 years. By design, these costs will not be greater than the cost of other long-term contracts for renewable energy projects to meet the City’s RPS goal. If additional equipment is required to connect the project to the City’s distribution system, the cost will be the responsibility of the applicant. Staff does not believe many upgrades will be required to the City’s distribution system, but will make an appropriate determination as part of the processing of project applications. The fees proposed in the revised Rule and Regulation 27 (Attachment C) along with the fee in the Rate Schedule (Attachment E) will fully recover the costs associated with interconnecting generators that participate in the Program and any costs associated with metering. Policy Implications The proposed program is consistent with the Council-approved Long-term Energy Acquisition Plan (LEAP), specifically LEAP Strategy #3 (Renewable Portfolio Standard), which is to “promote and facilitate the deployment of cost-effective local resources by…evaluating a Feed-in-Tariff (FIT) to promote locally sited renewable resources.” Related to achieving the RPS goal of at least 33% by 2015, the LEAP Implementation Plan includes several initiatives related to a FIT program, including: ·Initiative 9: Evaluate the merits of implementing a feed-in-tariff (FIT) and the potential to meet RPS goals through local renewable resources; ·Initiative 10: Seek UAC recommendation and Council approval of the policy elements of a FIT to encourage local renewable resource projects; and December 12, 2011 Page 8 of 8 (ID # 2329) ·Initiative 19: Following receiving Council direction from Implementation Plan Initiative #10, develop a FIT proposal including rate, rules, regulations, standard contract form and limits. Environmental Review The adoption of this Program does not constitute a project under the California Environmental Quality Act (CEQA), California Public Resources Code section 21080, subdivision (b)(8). However, development of the generation facilities that will sell power under this Program may constitute a project under CEQA. Such CEQA review would be managed by the City’s Planning Department. Attachments: ·Attachment A -Summary of Additional Changes to Program Materials (PDF) ·Attachment B -Price Methodology (PDF) ·Attachment C -Finance Committee Report (PDF) ·Attachment D -Resolution Adopting Rate Schedule and Rule and Regulation Changes(PDF) ·Attachment E -Rate Schedule E-PAGLE2012 (PDF) ·Attachment F -Revised Utility Rule and Regulation 27 (PDF) ·Attachment G -Resolution Adopting Renewable FIT Program (PDF) ·Attachment H -Revised Renewable FIT Policies and Design Guidelines (PDF) ·Attachment I -Interconnection Agreement (PDF) ·Attachment J -Power Purchase Agreement, Eligible Renewable Energy Resource (PDF) ·Attachment K -Ordinance Adopting Changes to Chapter 2.30 of the Palo Alto Municipal Code (Contract and Purchasing Procedures)(PDF) ·Attachment L -Draft Excerpt of Minutes of November 15, 2011 Finance Committee Meeting (PDF) Prepared By:Jon Abendschein, Resource Planner Department Head:Valerie Fong, Director City Manager Approval: ____________________________________ James Keene, City Manager Staff-Recommended Changes to Program Materials When it presented the program materials to the Finance Committee, staff was awaiting the results of feedback from the public was doing some final additional review. A few changes are recommended, most of which are non-substantive. The Finance Committee approved the documents subject to additional modifications by staff. Below are the modifications staff has made to the program materials since the Finance Committee meeting.The single substantive addition is shown in bold. Document Location in Document Changes to Document from Version Proposed to Finance Committee 1 Rate Schedule (Attachment E) Throughout Change all mentions of “eligible renewable generating facility” to “Eligible Renewable Energy Resource” for consistency with the Power Purchase Agreement and California Energy Commission definitions. 2 Rate Schedule (Attachment E) Throughout Change all mentions of “rate” to “price.” 3 Rate Schedule (Attachment E) Note 1 Correct the reference to the Power Purchase Agreement to “Power Purchase Agreement, Eligible Renewable Energy Resource.” 4 Rate Schedule (Attachment E) Note 5 Make definition of Eligible Renewable Energy Resource consistent with the Power Purchase Agreement. 5 Rate Schedule (Attachment E) Note 9 Include metering and administrative fee in the rate schedule. 6 Interconnection Agreement (Attachment I) Front Page, Exhibit Moved generating facility information from front page of the document to the exhibit 7 Power Purchase Agreement (PPA) (Attachment J) Pg. 1, Recital 2 Change “Energy” to “Output,” which is more inclusive. 8 PPA (Attachment J) Pg. 2 Add reference to Exhibit PPA-B in definition of Commercial Operation Date 9 PPA (Attachment J) Throughout Change all mentions of “rate” to “price.” 10 PPA (Attachment J) Pg 6, 2.4.1 Correct “and” to “or.” The intent of the section is that it applies if either condition is true. 11 PPA (Attachment J) Pg 6, 2.4.4 Clarifications to make the section easier to understand for project developers. 12 PPA (Attachment J) Pg 6, 2.7 Clarifies that the section applies only to incentives paid for by Palo Alto ratepayers, not other incentives like Federal tax credits. 13 PPA (Attachment J) Pg 8, 4.2 Corrects “Buyer” to “Seller.” 14 PPA (Attachment J) Pg 8, 5.2.1 Language clarification, no substantive change 15 PPA (Attachment J) Pg 9, 6.6 Corrects “Buyer” to “Seller.” 15 PPA (Attachment J) Substantive Change Pg 11, 8.3 Additional language required to protect the City from potential review by the Federal Electric Regulatory Commission (FERC) of FIT contracts. Will only apply to large (1 MW+) projects. 16 PPA (Attachment J) Pg 14, 14.0 Changes clarify that the Seller has the right to terminate the contract before the project becomes operational, a right that is referenced in other parts of the contract. 16 PPA (Attachment J) Exhibit PPA-A Adds generator description to the Exhibit 16 PPA (Attachment J) Exhibit PPA-B Modifications to the Commercial Operation Date Letter exchanged when the project is complete to make it clearer and more usable. 16 PPA (Attachment J) Exhibit PPA-C Updated to reflect current NCPA power scheduling procedures. 17 PPA (Attachment J) Exhibit PPA-D Updated to reflect current WREGIS REC tracking procedures. Renewable FIT Program Pricing Methodology Based on planning assumptions as of: November 17, 2011 Technology:Solar Rate Components by Contract Length: Table 1: Proposed Rates by Rate Component 10 year 15 year 20 year ¢/kWh ¢/kWh ¢/kWh 1.Energy 6.5 6.9 7.3 2.RPS Premium 2.5 2.8 3.1 3.Local Capacity 0.1 0.1 0.1 4.Transmission 1.6 1.8 1.9 5. Transmission and Distribution Losses 0.5 0.6 0.6 6.TOTAL 11.3 12.2 13.1 Chart 1: Proposed Rates 0.0 2.0 4.0 6.0 8.0 10.0 12.0 14.0 16.0 10 year 15 year 20 year ¢/kWh T&D Losses Transmission Local Capacity RPS Premium Energy 13.1 ¢/kWh 11.3 ¢/kWh 12.2 ¢/kWh Description of rate components: 1.Energy:The value of the energy generated by a solar generating system accounting for the time of day the energy is generated by a typical solar system located in Palo Alto. 2.RPS Premium:The additional value of the renewable energy in meeting the City’s Renewable Portfolio Standard. Requires certification by the California Energy Commission. 3.Local Capacity:The value of the solar generating system in reducing the City’s peak load, in turn reducing the City’s Local Capacity Area Resource obligations under the California Independent System Operator (CAISO) tariff. 4.Transmission: The value of the locally generated energy in reducing transmission access charges. 5.Transmission & Distribution Losses:To import energy into Palo Alto and deliver it to a customer load, the City must purchase more energy than the customer consumes because some of the energy is lost during delivery over the transmission and distribution system. Because the generating system is located in Palo Alto at a customer site, even if it is sold to the City and not used directly by the customer, the City still avoids these losses. This rate component represents the savings associated with avoiding those transmission and distribution losses. City of Palo Alto (ID # 2168) Finance Committee Staff Report Report Type: Meeting Date: 11/15/2011 November 15, 2011 Page 1 of 16 (ID # 2168) Summary Title: Proposed PaloAltoGreen Local Energy Program Title: Utilities Advisory Commission Recommendation to Approve Implementation Documents Including the Rate, Rule and Regulation, and Agreements to Implement the Proposed PaloAltoGreen Local Energy Program From: City Manager Lead Department: Utilities Recommendation Staff recommends that the Finance Committee support the Council’s adoption of the following: 1. Resolution (Attachment A) a. Adopting Utility Rate Schedule E-PAGLE2012; and b. Approving changes to Utilities Rule and Regulation 27 (Generator Interconnection). 2. Resolution (Attachment D): a. Approving a standard form power purchase agreement for purchase of local renewable energy; b. Approving an Interconnection Agreement for the interconnection of non-net-metered generators; c. Authorizing the City Manager or designee to sign one or more contracts for a maximum output of 5 megawatts (MW) of solar energy, costing up to 15 cents per kilowatt-hour (¢/kWh), for terms not exceeding 20 years and for a maximum appropriation of $27 million; and d. Adopting changes to the previously approved Policies and Design Guidelines. 3. Ordinance (Attachment M) amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions that would facilitate a feed-in tariff program. Executive Summary To date, all of the City’s renewable energy purchases have been from non-local sources. The proposed PaloAltoGreen Local Energy Program (Program) will enable Palo Alto property owners to participate in achieving the City’s renewable energy goals by developing renewable generation projects on their property and selling the power to the City. Staff is proposing a streamlined purchasing process that will make development of such projects easier. The common term for the type of program staff is proposing is a feed-in tariff (FIT) program. FIT programs are used to encourage small local renewable energy projects by streamlining the November 15, 2011 Page 2 of 16 (ID # 2168) purchasing process and allowing developers to lock in a fixed price for the sale of the output of their projects using a standard contract offered by the utility. The Program springs from the Council’s direction in May 2010 to the Utilities Advisory Commission (UAC) and staff to analyze and make recommendations to the Council on, among other things, alternative power purchasing mechanisms. FIT programs were among the alternatives analyzed. After the UAC’s review in April 2011, the Council approved the Policies and Design Guidelines (Guidelines) governing program development in August 2011. Staff then noted it would return to the Council for approval of documents necessary for Program implementation. These documents include a utility rate schedule, which establishes the rate at which the City would purchase energy, a standard power purchase agreement, a standard interconnection agreement, and changes to the process the City uses to connect generators to its electric distribution system. The Program is designed to spread purchases over several years. For calendar year 2012, the first program year (PY 2012), staff proposes a 4 megawatt (MW) cap on purchases and a 100 kilowatt (kW) minimum project size to control workload and mitigate risks. Staff also proposes limiting Program eligibility to solar generators in PY 2012. Thus, in PY 2012 the Program would focus primarily on larger commercial sites, namely, those with 25,000 square feet or more of roof space. After completing PY 2012, staff will re-examine the annual cap, the minimum project size, and the limitation to solar generation and may recommend changes for PY 2013. If PY 2012 is fully subscribed at 4 MW, the energy from the projects would be roughly 6,000 MWh/year, enough to power 1,000 homes, or 0.6% of the City's annual electricity usage. The total cost of the energy over 20 years would be $18 million. Staff is requesting authorization for up to 5 MW of purchases; however, because of the way the cap is implemented. The last project to be accepted in to the Program will be the one that causes the Program cap to be exceeded, meaning total purchases under the Program could be greater than 4 MW of capacity. Implementation of the cap is described in more detail below. At this time, the draft agreements and rates proposed for the Program may be revised further by the time of the Council’s adoption. Background In July 2009, when staff requested that the Finance Committee recommend that the Council approve a renewable energy contract with Ameresco Johnson Canyon landfill (CMR: 305:09), the Finance Committee discussed the rising cost of renewable energy and stated that the high prices should prompt a review of the policies and guidelines related to the acquisition of renewable power and suggested an increased emphasis on efficiency improvements that could reduce electricity use. In August 2009, the Council agreed with the Finance Committee's recommendation and directed staff to work with the UAC to reassess the City’s plans for renewable power and energy efficiency. On May 3, 2010, the Council discussed a Colleague’s Memo (“Request to the City Council to Direct the Utilities Advisory Commission to Make Recommendations to the City Council on a Comprehensive Energy Efficiency and Renewables November 15, 2011 Page 3 of 16 (ID # 2168) Procurement Strategy”) and unanimously voted to direct the UAC, supported by appropriate staff, to analyze and make recommendations to the Council on, among other things, alternate mechanisms to power purchase agreements. Among the alternatives to be analyzed were FIT programs. The City has a variety of policies in support of purchasing power from renewable sources. These policies are embodied in the Comprehensive Plan and the Climate Protection Plan, among other places. The City's specific renewable energy purchase goal is referred to as its Renewable Portfolio Standard (RPS), and is defined in the City’s Long-term Electric Acquisition Plan (LEAP). To date, all of the City’s renewable power supply has been derived from sources outside of Palo Alto. A FIT program can enable a local building owner to participate in helping the City meet its RPS goal by building a renewable generator on its property and selling the power to the City. A Palo Alto building owner could, for example, build a rooftop solar project and sell the power directly to the City, or could lease the building rooftop to a solar developer, who builds and owns a solar system and then sells the power to the City. In either case, a Palo Alto rooftop becomes a source of solar power that the City can count toward its renewable goals. Generating power locally provides some advantages over importing power. For example, because the power is generated close to where it is used, little of it is lost in transmission, and the City also avoids charges associated with accessing the transmission system. Small local generators can also reduce the City’s peak load, which reduces the amount of generation capacity the California Independent System Operator Corporation (CAISO) requires the City to maintain, thus reducing the City’s costs. Despite providing these advantages, small generators in Palo Alto have some disadvantages when trying to compete in a Request for Proposal (RFP) purchasing process. One disadvantage is the size of the projects that could be privately developed in Palo Alto; typically such projects are rooftop solar projects with less than 1 MW of generating capacity. These small projects are generally less attractive to both investors and utilities in an RFP context. For project developers, the small size and payoff does not justify the time to develop a bid given the chance they might not receive a contract. The utility prefers larger projects in an RFP due to the time to negotiate and administer a number of small projects individually. One way of reducing those obstacles is to streamline the purchasing process for small projects by allowing any project that meets certain eligibility criteria the ability to lock in a fixed price to sell its power to the utility under a long-term standard contract. The power industry term for this type of arrangement is “feed-in tariff” (FIT). A FIT program is designed to simplify the development of renewable power projects by providing project developers with a standard contract and the ability to sell power to the local utility at a fixed rate for a fixed term. FIT programs have been successful at stimulating renewable energy project development in Europe, and renewable FIT programs have been tried in several cities and states across the United States. Most large utilities in California offer a FIT program. November 15, 2011 Page 4 of 16 (ID # 2168) A strategy in the 2011 LEAP update was to evaluate the feasibility of implementing a FIT program to fulfill a portion of the RPS and to promote and facilitate the development of cost- effective local renewable generation resources. Staff completed its evaluation early in 2011 and drafted a set of policies and guidelines for the development of a local renewable energy purchasing program. Staff presented Policies and Design Guidelines for a FIT program to the UAC on April 6, 2011, and they were approved by the Council on August 1, 2011. The fundamental elements of the policy include: 1. The program is intended to purchase energy for the City’s RPS program; 2. Projects must be located in Palo Alto; 3. Solar, wind, and biogas-fueled projects are eligible; 4. The City will offer a long-term power purchase agreement (PPA) at a fixed rate to projects that meet the project eligibility rules; 5. The rate will be based on the market value of the renewable energy and any additional value provided by the fact that the energy is delivered locally, such as avoided transmission costs and losses; and 6. The PPA will be standard and non-negotiable. When the Guidelines were approved in August, staff noted that there were several aspects of the program that would require more analysis, and that staff would return to the UAC, the Finance Committee, and the Council for approval of the implementing elements, including the standard power purchase agreement, the standard interconnection agreement, the applicable rate schedules and rules changes and any other authorities or program documents required to launch the Program. This report conveys those final elements needed to implement the Program. Discussion To implement the Program, staff needs the Council’s adoption of two resolutions (Attachments A and D) and an ordinance (Attachment M), which: •Approve a utility rate schedule (Attachment B) that sets the rate the City will pay for the output of renewable generation projects in the City and various conditions for receiving that rate. Note that the actual rate is not shown in the rate schedule. Staff has developed a tentative rate (described below), but the final rate will be determined prior to the Council’s approval based on the results of a renewable RFP to be completed by the end of October; •Approve a standard power purchase agreement (Attachment E) that owners of the generation projects will be required to sign; •Approve changes to Utilities Rule and Regulation 27 – Generator Interconnection (Attachment C) that will modify the process for connecting generators to the City’s electric distribution system. The modifications will enable them to be connected in a way that allows them to deliver power into the City’s distribution system so it can be sold to the City rather than be used on site. It also allows for a simplified generator connection process for those generators that will have a minor impact on the City’s distribution system. November 15, 2011 Page 5 of 16 (ID # 2168) •Approve an Interconnection Agreement (Attachment F) that the generation owner must sign in order for its generator to be connected to the City’s distribution system. This Interconnection Agreement can be used for projects not participating in the Program as well. •Authorize the City Manager or his designee to enter into contracts for local renewable energy on the City’s behalf. The limits on this purchasing authority are discussed below. •Adopt changes to the Guidelines (Attachment G) to allow 10-, 15-, or 20-year contract terms and to make other minor clarifications to the wording of the Guidelines. •Amend Chapter 2.30 of the Palo Alto Municipal Code (Contracts and Purchasing Procedures) to incorporate provisions related to feed-in tariff (FIT) programs, specifically to exempting wholesale energy purchases made through a Council-approved FIT program from the requirement to use a request for proposal or formal bid process. It also exempts such contracts from conforming to certain credit rating requirements. Staff had not yet fully developed a few aspects of the Program when the Council approved the Guidelines in August. Those aspects now require additional explanation and are discussed in depth below. These newly developed aspects include: •Purchasing in multiple years: In August, staff had not yet decided whether to cap the amount of generating capacity purchased each year, thus spreading purchases across multiple calendar years. Staff is now proposing such a cap. •First year program limits: For PY 2012 staff now recommends setting a 4 MW capacity cap and a 100 kilowatt (kW) minimum project size. Staff will return next fall to set the cap for PY 2013. Staff recommends a few changes to the Program’s details, outlined in August but now discussed below, and include: •Limiting the Program to solar generators for PY 2012; and •Permitting 10- or 15-year contract terms in addition to 20-year terms. Accepting Only Solar Projects in PY 2012 The Guidelines, adopted in August, stated that wind, biogas, and solar would be Program- eligible. At the time staff proposed the Guidelines, it was expected wind and biogas would be as easy to include in the Program as solar, but some aspects of those technologies required further analysis. Because wind and biogas have little economically viable, privately developable potential in Palo Alto, and because there are plenty of good potential solar sites in Palo Alto, staff is recommending launching a solar-only program for PY 2012. Pending further study, staff plans to eventually make the Program available to wind and biogas projects, and possibly to other renewable technologies as well, but does not recommend delaying the Program’s launch to complete that analysis. November 15, 2011 Page 6 of 16 (ID # 2168) 10-, 15-, or 20-Year Contract Term In reviewing various FIT programs in California, staff found that nearly all offered ten-, fifteen-, or twenty-year terms. Staff does not anticipate significant additional work associated with offering three different contract term choices, so a minor change to the Guidelines to accommodate various contract lengths is recommended. Spreading Purchases Across Multiple Contract Years One aspect of the Program that was not previously discussed in detail in the Guidelines is using an annual cap on participation in order to spread purchases over multiple years. Staff believes spreading purchases over several years is prudent because it reduces price risk and the City might be able to take advantage of decreases in the price of solar energy. Solar energy prices have decreased significantly over the last decade, and a lot of effort is being devoted to continuing to lower those costs, such as the Department of Energy’s Sunshot program. Buying over multiple years also reduces any operational risk posed by the Program, because staff has the opportunity to modify the Program’s rules and contracts based on what is learned during each program year. Program Year 2012 Limits Staff proposes calendar year 2012 as the first program year and expects to launch the program in February 2012. For PY 2012, staff proposes setting a purchase cap of 4 MW of generating capacity with a minimum project size of 100 kW. Staff chose the cap and minimum project size as a way of controlling workload and also as a way of mitigating various risks, which are discussed below. Staff has attempted to control the workload impacts of Program implementation because the Program will require more staff effort than current renewable energy contracts demand. Workload related to contract administration will increase due to the larger number of contracts required to achieve the same amount of generation capacity, and additional work will be required to connect the generator to the electric grid and to conduct the additional building inspections, as shown in Table 1 below. When the City purchases imported power, another local government agency is responsible for the inspections and another utility is responsible for connecting the generator to the electric grid. With a FIT program, the City will perform both tasks. As staff gains experience with connecting and inspecting these projects during PY 2012, staff will look for ways to re-engineer the process to allow more members of the community to take part in the program. November 15, 2011 Page 7 of 16 (ID # 2168) Table 1: Workload of Various Types of Renewable Projects Type of project Estimated # projects required to reach 4 MW* Entity Responsible for Building Inspection Entity Responsible for Generator Interconnection Entity Responsible for Contract Negotiation / Administration Small facility rooftop solar (10kW-100kW)~100 City City City 50% small facilities, 50% large facilities 55-60 City City City Large facility rooftop solar (>100 kW)12-16 City City City Large renewable projects outside of Palo Alto 1-2 Other municipality Other utility City *Estimated based on actual Palo Alto rooftop capacities Potential Project Locations There are a variety of rooftop sizes in Palo Alto, but they can be roughly categorized as large commercial (>100 kW solar capacity, buildings with a roof profile larger than 25,000 square feet), small commercial (10-100 kW solar capacity, smaller than 25,000 square foot roofs), and residential (<10 kW solar capacity). Staff’s proposal will permit only large commercial buildings to participate in PY 2012. Attachment H shows those potential locations. Staff will reach out to these building owners; staff has contacted the Stanford Land Management Company, as many of these projects are located in the Stanford Research Park. Purchase Authority In developing a more stream-lined purchasing process, delegation of the Council’s authority to the City Manager or his delegate for contract execution is a first step. If adopted, the resolution in Attachment D would delegate this authority. The authority is limited to the purchase of the output from solar generating facilities totaling 5 MW in capacity during PY 2012 at a maximum price of 15 ¢/kWh (which corresponds to a twenty-year contract). The 5 MW purchasing authority is higher than the 4 MW program capacity cap to allow staff the flexibility to accept a project that is larger than the remaining capacity available under the cap. In other words, the last project staff will accept for PY 2012 is the one that would cause the 4 MW cap to be met or exceeded. For example, if staff has already accepted applications for 3.8 MW of capacity and then receives one more application for 0.5 MW of capacity, then staff would accept that proposal as the final project for PY 2012, leading to 4.3 MW of total capacity. Assuming solar production of between 1,500 and 1,650 kWh per kW of capacity, purchasing the output from 4 MW of solar capacity would result in $18-20 million in program costs over 20 years. The maximum proposed appropriations of $27 million represents optimistic planning assumptions: 5 MW of solar capacity accepted into the Program with 1,800 kWh generated per kW of capacity. November 15, 2011 Page 8 of 16 (ID # 2168) Fee Changes Staff is also seeking changes to the fees associated with generator interconnection. These are contained in the amendments to Utility Rule and Regulation 27 (Attachment C). Currently solar projects smaller than 1 MW are exempted from interconnection fees. Staff is proposing to maintain the fee exemption for net metering projects, but recover the full costs associated with reviewing and interconnecting generators that sell power to the City under the Program. Purchase Rate Methodology The proposed rate schedule E-PAGLE2012 is shown in Attachment B. It will contain three purchase rates, depending on the contract length requested by the developer. Tentative rates are shown in Chart 1, below, but staff may modify these rates before the Council’s adoption based on the responses to a renewable RFP that are due in late October. This RFP will update staff’s estimate of the market value of renewable power. Staff is requesting a Finance Committee recommendation of the terms and conditions in the rate schedule; the actual rates will be finalized prior to the Council’s approval. Under the proposed rate schedule and power purchase agreement (PPA), the City will purchase all of the generator’s output at a fixed rate for the term of the PPA. The Program is value- based, as compared to cost-based, meaning rates are based on the market value of the energy and other attributes (together called output) rather than the cost of the project. The rate is established so that it does not exceed the market value of the output plus any additional value associated with the generation of energy locally. A complete description of the rate methodology is included in Attachment I. As shown in Chart 1 below, the elements of the value-based rate include the value of the underlying energy, the market premium for renewable energy, the value of local capacity that the CAISO requires for grid reliability, the avoided cost of transmission that would otherwise be required to import energy from outside the City, and the energy losses associated with transmission and distribution (T&D). November 15, 2011 Page 9 of 16 (ID # 2168) Chart 1: Tentative Solar Purchase Rate by Component and Contract length - 2.0 4.0 6.0 8.0 10.0 12.0 14.0 16.0 18.0 10 year 15 year 20 year ¢/ k W h T&D Losses Transmission Local Capacity RPS Premium Energy 15 ¢/kWh14.5 ¢/kWh 14.8 ¢/kWh Technical and Economic Potential Staff has estimated the technical potential (the maximum that can be achieved if only technical considerations are considered) for solar at roughly 80 MW: 45 MW on large commercial rooftops (25,000 square feet of roof space or larger) and 35 MW on small commercial rooftops (2,500-25,000 square feet of roof space). This is an estimate based on roof outlines in the City’s Geographic Information System (GIS); some of these roofs may not be able to support solar systems. The economic potential of the Program (those projects that are economic to build, operate, maintain, and provide a return to the developer) will be substantially less than the technical potential. Indications about Program subscription levels are mixed. On the one hand, staff has anecdotal evidence that certain projects in Palo Alto could be economic at the preliminary offer rates. Staff estimates that the cost of a rooftop solar system would have to be in the range of $3-4/watt to justify a project with a 15 ¢/kWh PPA rate; some anecdotal evidence points to current installations achieved at close to these costs or even lower. That evidence includes industry’s equipment price indices. Solar developers and others in the solar industry have also indicated that projects are being developed with costs in that range and several solar developers have already expressed interest in Palo Alto’s program. Other evidence points to the opposite conclusion. Costs of large rooftop solar systems installed under the Photovoltaic (PV) Partners rebate program have been in the $7-8/watt range. While this is slightly higher than the costs of large rooftop solar systems under the California Solar Initiative, neither program has realized installations in the $3-4/watt range. In fact, installations November 15, 2011 Page 10 of 16 (ID # 2168) as recent as 2011 have been in the $6-7/kW range, both inside and outside of Palo Alto. A recent paper by the Electric Power Resource Institute (“Integrated Generation Technology Options,” June 2011) has estimated that the levelized cost of electricity for solar projects is above 20 ¢/kWh and will remain there for several years. One way to better assess the economic potential would be a comprehensive study of potential Palo Alto sites and the economics associated with them. The cost and staff time associated with such a study would likely not be much more than the cost of actually developing and launching the Program. Staff has concluded that it is simpler and cheaper to simply launch the Program and await the response, so long as risks are properly managed. Even if there is a weak response in PY 2012, if the cost of solar energy continues to fall, the Program may begin to produce results in the future. Effect on Renewable Portfolio If the City secured the installation of 4 MW of solar PV projects by 2013, the City’s renewable energy supply would increase by about 0.6% (from roughly 28%% to 28.6%) of the City’s load by 2015. The installation of 4 MW of local solar PV projects at the proposed purchase rate for the 20-year term contract would result in an overall rate impact of approximately 0.026 ¢/kWh. This is based on comparing the renewable energy portion of the proposed purchase rate (11.0 ¢/kWh) with the comparable cost of purchasing “brown energy” on the wholesale market for the same time period (7.2 ¢/kWh – which includes an adjustment for the delivery shape of solar PV power). Table 2 below is a summary of the premiums paid to date for the City’s existing renewable energy contracts, as well as the green premium associated with 4 MW of solar PV projects through the Program. In all, the City’s existing renewable energy contracts plus 4 MW of local solar PV projects would result in a total rate impact of about 0.27 ¢/kWh. This is well within the approved 0.5 ¢/kWh rate impact limit on the City’s renewable energy purchases. November 15, 2011 Page 11 of 16 (ID # 2168) Table 5: Green Premium for Existing Renewable Energy Contracts Date Contract Executed Annual Energy (GWh) Levelized Project Cost ($/MWh) Adjusted* Brown Market Cost ($/MWh) Green Premium ($/MWh) Green Premium ($1000/yr) Small Hydro N/A 10.0 N/A N/A - - High Winds Nov. 2004 51.8 57.6 55.0 2.6 132 Shiloh Wind Oct. 2005 74.4 63.0 69.5 (6.5) (484) Santa Cruz LFG Nov. 2004 11.2 62.3 59.3 3.0 33 Half Moon Bay LFG Jan. 2005 40.8 59.0 67.5 (8.5) (349) Keller Canyon LFG Aug. 2005 11.8 70.9 83.9 (13.0) (154) Johnson Canyon LFG Aug. 2009 11.2 123.6 67.3 56.3 633 Crazy Horse LFG May 2010 21.6 107.6 69.3 38.3 826 San Joaquin LFG May 2010 32.0 118.1 75.6 42.5 1,359 Western Geo Geothermal Apr. 2011 8.5 113.0 79.5 33.5 284 Total - All Committed Contracts 273.3 2,281 *Brown Market Costs are levelized across the project’s contract period, and adjusted for the comparison project’s delivery shape, local and system capacity value, transmission costs and losses. Financial Impacts The Program is one of several methods the City can use to acquire renewable power, which includes purchasing renewable power outside of Palo Alto by an RFP process or owning renewable generation indirectly through the Northern California Power Agency (NCPA). In PY 2012, staff expects little or no additional financial impact to the City by purchasing renewable energy through the Program when compared to these other purchasing methods, but it also expects little savings. This is because staff is proposing setting the rate equal to its estimate of the market value of renewable energy, adjusted for the additional value provided by the fact that the energy is generated locally. If there is substantial demand for the Program, staff may be able to achieve savings by lowering the rate over time, especially if solar project costs fall. Assuming the tentative rate shown in Chart 1 above, if the first program year were fully subscribed the cost of the power purchased is expected to be $18-20 million, depending on the productivity of the participating solar generators. This is equivalent to the cost of purchasing the same amount of renewable power outside Palo Alto and importing it over the electric transmission system. Purchasing Ordinance Amendment Minor amendments to the Palo Alto Municipal Code are required to implement the Program because it involves the wholesale purchase of power at a fixed rate rather than through an RFP process. Wholesale purchases of power are generally subject to Chapter 2.30 of the Palo Alto Municipal Code (Contracts and Purchasing Procedures), which the attached ordinance amends to permit wholesale energy procurement using a FIT program. November 15, 2011 Page 12 of 16 (ID # 2168) Chapter 2.30 is also being amended to address minimum creditworthiness requirements for power purchase agreements under the FIT program. The current creditworthiness requirements were adopted in 2004 to address purchases of large amounts of energy from power marketers and suppliers. The current provisions of Chapter 2.30 do not address market entrants, lacking a credit rating, that are engaged in the sale of small quantities of renewable energy (such as developers of small solar projects under the Program). The consequences of counterparty default under the Program will be mitigated by the fact these projects are small in size and the risk of financial default will not have a significant material adverse effect on the City. The need for imposition of minimum credit rating requirements arises only if the amount of Program capacity under contract with a single developer has the potential to create significant risk for the City. See “Program Risks,” below, for further discussion of when this risk becomes significant. Program Risks In designing the Program, staff considered a number of risks associated with FIT programs and designed mitigations into the program to reduce or eliminate them. These are summarized in detail in Attachment K. Some of these risks include: •The risk that the program rate is set too high, meaning that the local energy would be purchased at a higher price than necessary. The impact of this risk is mitigated in two ways: first, by setting the price based on the best available information staff can obtain on renewable market prices, which is why the rate will not be finalized for City Council consideration until staff has received the results of a recent renewable RFP, and second, by establishing an annual cap to limit the amount of participation in any given program year. In the event there is high demand for the program, staff can lower the rate in subsequent program years or switch to a bid-based program structure, whereby project developers bid prices into the program with the lowest prices accepted. •In the case of high demand, the risk that the number of applications overwhelms the City’s Building Division and Utilities Engineering Division.This risk is mitigated by limiting the amount of Program participation and setting a minimum project size. •The risk that a project ceases production before the contract term is complete.This could happen for a variety of reasons. For example, a rooftop solar system might have to be dismantled to accommodate a building demolition or reroofing. The consequences of such an occurrence are small if the City buys replacement renewable energy at a lower price, but are larger if the replacement energy is more expensive. This risk is mitigated as this Program involves purchases from several small projects rather than a single large project. A single small project failure will have a far smaller impact than a single large one. •The risk that large numbers of distributed generators cause problems with the distribution system.Other utilities have reported a variety of operating problems on their distribution systems due to distributed generation. This is because these distribution systems are typically designed to serve load and not to manage generation, and individual system components can fail when distributed generation is added to the system. To November 15, 2011 Page 13 of 16 (ID # 2168) mitigate this risk the Utilities Engineering Division has reviewed initial estimates of potential project locations, has identified situations in which upgrades to the system might be necessary, and will continue to monitor the system going forward. The risk is also mitigated by ensuring that the cost of mitigating any impacts to the system is borne by the project applicants, not ratepayers, and by limiting the amount of project participation each year so problems can be identified and mitigated as they develop. •The risk of bankruptcy of one of the City’s counterparties, leading to rejection of the PPA. This risk is only consequential if the bankruptcy filing occurs when the power market prices are higher than contract prices, meaning that the City must replace the lost energy with higher priced energy if and when the contract is rejected in bankruptcy. The risk is mitigated by two factors: first, that the Program is most likely to involve the purchase of small amounts of power from a variety of counterparties, and second, that the amount of power involved in the program is fairly small. If PY 2012 is fully subscribed, the amount of power delivered will be equivalent to 0.6% of the City’s load. For comparison, in FY 2011 the smallest amount of power delivered by any of the City’s existing counterparties was equivalent to over 4% of load. This means that even if the entire program capacity was owned by a single counterparty, the consequences of a default would be small. Staff estimates the increase in rates due to such a default in a time of high energy prices would be roughly 0.04%. Utilities staff and the Utilities Risk Oversight Committee believe that if a single counterparty owns 20 MW of solar capacity in Palo Alto it would be prudent to monitor that counterparty’s financial health and possibly limit the number of additional contracts the City enters into with that counterparty, but not before that point. Comparison to Other Programs Staff reviewed a variety of other FIT programs in the United States; a summary of those programs is included in Attachment J. Generally, with minor exception(s), those FIT programs achieving significant amounts of rooftop solar energy have paid rates higher than the rate proposed for this program. In California, a major obstacle to the success of FIT programs has been delays in getting projects connected to each utility’s distribution system. Staff believes the City’s distribution system is adequately designed for rooftop solar project connections, and that such delays will be minimal. Comparison to the PV Partners Program The City has an existing program, the PV Partners, which provides incentives to residents and businesses to install solar panels. The Program differs from the PV Partners in two key ways: first, it is not an incentive program, and involves only paying for the actual value of the energy, and second, in the Program all of the power is delivered to the City instead of used on-site and, therefore, it can be used to fulfill the City’s RPS. The PV Partners is currently economically more favorable to its participants than the Program. For a PV Partners participant, the value of the incentives combined with the value of the bill reduction is equivalent to a 21-25 ¢/kWh FIT. This means that for customers who own their own buildings and are interested in installing solar, the PV Partners will be a better value in the short term. However, the PV Partners only has incentives remaining for roughly 3.8 MW of November 15, 2011 Page 14 of 16 (ID # 2168) solar generating capacity and when those incentives are exhausted, the program may not continue. Some building owners may also opt to use the Program even before the PV Partners incentives are exhausted, because they do not occupy their own buildings and are not responsible for their tenants’ electric bills, so they would not realize the benefit of the electric savings to offset the cost to install a PV system. If the current tenant(s) is (are) not interested in partnering with a building owner to participate in the PV Partners, the Program could be a viable alternative. Commission Review and Recommendation At its October 5, 2011 meeting, the UAC reviewed various aspects of the proposed Program. At that meeting the UAC agreed with the staff recommendation and voted unanimously (7-0) to recommend that the City Council adopt the following parameters for implementation of PY 2012: •A rate to buy local renewable generation based on its value, calculated according to the methodology shown in Attachment I; •Establish February 1, 2012 through December 31, 2012 as the eligibility period for the PY 2012; •Set a limit of 4 MW on the amount of capacity procured during PY 2012; •Restrict participation to include only solar generators for PY 2012; •Set a minimum capacity of 100 kW for generators participating during PY 2012; and •Changing the Guidelines to permit a choice of contract terms (10, 15, or 20 years). The UAC members asked questions about how the Program would compare to the PV Partners, raised questions about how the Program would function in various situations, and recommended that staff include a discussion of potential project risks when communicating to the Finance Committee and the Council. Comments were supportive of the Program. The UAC also discussed an alternative name for the program. A commissioner offered “Palo Alto CLEAN”, for Clean Local Energy Accessible Now. There were comments both in support and opposition to the name. A motion to recommend changing the name to “Palo Alto CLEAN” failed by a vote of 3-4, and a subsequent motion to recommend the name “PaloAltoGreen Local Energy Program” passed by a vote of 6-1. The minutes of the meeting are provided as Attachment L. The rationale for a name change is driven by the cumbersome and unclear meaning of feed-in- tariff (FIT) to the public. Renaming the program is part of the effort to increase understanding and potential participation. The name, Palo Alto CLEAN connects to an effort to try and generate a new term nationally for feed-in-tariff (FIT). Palo Alto Green Local links to the City’s existing program. November 15, 2011 Page 15 of 16 (ID # 2168) Timeline After the Finance Committee’s consideration of the attached program materials, staff will seek the Council’s approval in December 2011. Meanwhile, staff will finalize the marketing and administrative processes for the program with the goal of commencing the program on February 1, 2012. Staff will return to the UAC and the Council with a Program review and update in fall 2012 with any recommended changes to the Program for PY 2013. Resource Impact Staff estimates that staff time equivalent to about 1 Full Time Equivalent (FTE) citywide is required to process program applications, issue any required permits, inspect 12-16 solar generating systems and connect them to the distribution system. Staff expects to be able to process this number of system interconnections with existing staff. Aside from the staff time, the Program’s costs are primarily those related to the price the City will pay over the contract terms for each project. Staff estimates that these costs could be up to $27 million over 20 years. By design, these costs will not be greater than the cost of other long-term contracts for renewable energy projects to meet the City’s RPS goal. If additional equipment is required to connect the project to the City’s distribution system, the cost will be the responsibility of the applicant. Staff does not believe many upgrades will be required to the City’s distribution system, but will make an appropriate determination as part of the processing of project applications. The fees proposed in the revised Rule and Regulation 27 (Attachment C) will fully recover the costs associated with interconnecting generators that participate in the Program. Policy Implications The proposed program is consistent with the Council-approved Long-term Energy Acquisition Plan (LEAP), specifically LEAP Strategy #3 (Renewable Portfolio Standard), which is to “promote and facilitate the deployment of cost-effective local resources by…evaluating a Feed-in-Tariff (FIT) to promote locally sited renewable resources.” Related to achieving the RPS goal of at least 33% by 2015, the LEAP Implementation Plan includes several initiatives related to a FIT program, including: •Initiative 9: Evaluate the merits of implementing a feed-in-tariff (FIT) and the potential to meet RPS goals through local renewable resources; •Initiative 10: Seek UAC recommendation and Council approval of the policy elements of a FIT to encourage local renewable resource projects; and •Initiative 19: Following receiving Council direction from Implementation Plan Initiative #10, develop a FIT proposal including rate, rules, regulations, standard contract form and limits. Environmental Review The adoption of this Program does not constitute a project under the California Environmental Quality Act (CEQA), California Public Resources Code section 21080, subdivision (b)(8). However, development of the generation facilities that will sell power under this Program may constitute a project under CEQA. Such CEQA review would be managed by the City’s Planning Department. November 15, 2011 Page 16 of 16 (ID # 2168) Attachments: •Attachment A: Resolution Adopting E-PAGLE2012 Rate Schedule and Amending Rule and Regulation 27 (PDF) •Attachment B: Rate Schedule E-PAGLE2012 (PDF) •Attachment C: Rule 27 Revised (PDF) •Attachment D: Resolution Adopting Palo Alto Green Local Energy Program (PDF) •Attachment E: Power Purchase Agreement (PDF) •Attachment F: Interconnection Agreement (PDF) •Attachment G: Revised Policies and Design Guidelines (PDF) •Attachment H: Map of Potential Project Locations (PDF) •Attachment I: Rate methodology detail (PDF) •Attachment J: Comparison to other programs (PDF) •Attachment K: Summary of Program Risks and Mitigations (PDF) •Attachment L: Excerpted Draft UAC Minutes - Oct 5, 2011 (PDF) •Attachment M: Ordinance Amending Municipal Code Sections 2.30.340 and 2.30.360 (PDF) Prepared By: Jon Abendschein, Resource Planner Department Head: Valerie Fong, Director City Manager Approval: James Keene, City Manager Finance Committee Report Attachments A through G are omitted. See City Council Report Attachments D through J SpaceSystemsLoral CPAUtilitiesEngineering Greendell Site Piazza'sMarket ElCarmeloElementarySchool HewlettPackard 204 Varian Building4 Building4A 1 Fry'sElectronics ParkingLot RossiAircraft(Chevron)ZPAircraftMaintShorelineAvionics GarlandElementarySchool OhloneElementarySchool SheratonPaloAlto WalterHayesElementarySchool MainLibrary ArtCenter PAUSDAdministrativeOffices LucieSternCommunityCenter BUILDING3 BUILDING1 Town&CountryShoppingCenter CityHall EMB4 EMB-3 EMB-2 EMB-1 U.S.PostOffice CrownePlazaCabanaHotel 202 TermanMiddleSchool VACANTSEP2003 CAFEB25 R-1 A-4 Building2 Building3 Building1 SpinalCordCenterSITESERVICES Math-4Math-1Math&ScienceOffice(MS-6)HE2ELLHE1(HomeEc)M6M13M12M11M10M9M8M7 RC10RC9 Lockers GYM DanceStudioFitnessCenterWrestlingRoom ADOffice Boys WorldLanguagesL31L21L22L23L24L25L26L27 L13L14L15L12L11L5 L8L7L4L3L1L2L6A&B &English-SocialStudiesOffices LOCKERS SpangenbergAuditorium LittleTheaterD-14&GreenRoom Amphitheater AddisonElementarySchool G EE HewlettPackard Nordstrom's Crate&BarrelAndronico'sMarket Neiman-Marcus AZMOORPLACE CLeeBuilding JuanaBrionesElementarySchool Offices Building6 PaloAltoSquare Macy'sMensStore Bloomingdales ELECTIONEERCOURT THEPORTICO PALANTINECT SANDHILLWALK CLARIONCT LADYELLENPL Macy's A-1 A-2 R-3 A-5 R-6E S1 S2 S3 Science SCIENCEPREPAREA S1S3S5S7S9S2S4S6S8S10 Building1 Building7 BJA Hillview1 Hillview2 HIllview3 HIllview4 TheWestinHotel E PARKINGGARAGE TraderJoe's StanfordBarn LucilleSalterPackardChildren'sHospital StanfordMedicalCenter StanfordMedicalHospital StanfordMedicalHospitalStanfordMedicalHospital StanfordMedicalHospital ParkingStructure3 AdvancedMedicineCenter Th i s m a p i s a p r o d u c t o f th e C i t y o f P a l o A l t o G I S This d o c u m e n t i s a g r a p h i c r e p r e s e n t a t i o n o n l y o f b e s t a v a i l a b l e s o u r c e s . 0' 1 1 3 1 ' 226 2 ' Potential Customers For Solar Roof Tops >100 kW CITY OF PALOALTO INCORPORATED CALIFORN IA P a l o A l t o T h e C i t y o f APRIL 16 1894 The C i t y o f P a l o A l t o a s s u m e s n o r e s p o n s i b i l i t y f o r a n y e r r o r s . © 1 9 8 9 t o 2 0 1 0 C i t y o f P a l o A l t o rlon g , 2 0 1 1 - 0 9 - 2 8 1 2 : 3 2 : 0 9 (\\ c c - m a p s \ g i s $ \ g i s \ a d m i n \ P e r s o n a l \ r l o n g . m d b ) ATTACHMENT H PaloAltoGreen Local Energy Program Rate Methodology and Current Planning Assumptions Based on planning assumptions as of: September 13, 2011 Technology: Solar Rate Components: 10 year 15 year 20 year ¢/kWh ¢/kWh ¢/kWh 1. Energy 6.7 7.1 7.5 2. RPS Premium 5.2 4.8 4.5 3. Local Capacity 0.1 0.1 0.1 4. Transmission 1.8 2.0 2.2 5. T&D Losses 0.6 0.7 0.7 6. TOTAL 14.5 14.8 15.0 - 2.0 4.0 6.0 8.0 10.0 12.0 14.0 16.0 18.0 10 year 15 year 20 year ¢/ k W h Energy RPS Premium Local Capacity Transmission T&D Losses 15 ¢/kWh14.5 ¢/kWh 14.8 ¢/kWh Description of rate components: 1.Energy:The value of the energy generated by a solar generating system accounting for the time of day the energy is generated by a typical solar system located in Palo Alto. 2.RPS Premium:The additional value of the renewable energy in meeting the City’s Renewable Portfolio Standard. Requires certification by the California Energy Commission. 3.Local Capacity:The value of the solar generating system in reducing the City’s peak load, in turn reducing the City’s Local Capacity Area Resource obligations under the California Independent System Operator (CAISO) tariff. 4.Transmission:The value of the locally generated energy in reducing transmission access charges. 5.Transmission & Distribution Losses:To import energy into Palo Alto and deliver it to a customer load, the City must purchase more energy than the customer consumes because some of the energy is lost during delivery over the transmission and distribution system. Because the generating system is located in Palo Alto at a customer site, even if it is sold to the City and not used directly by the customer, the City still avoids these losses. This rate component represents the savings associated with avoiding those transmission and distribution losses. ATTACHMENT I PaloAltoGreen Local Energy Program Comparison to Other Utility Programs Comparison of CPAU Purchase Rate to Other Program Purchase Rates Utility Program Name Eligible Technology Solar price Notes San Diego Gas & Electric (SDG&E) Feed-in Tariff All renewables 1.5 MW and smaller 11.6 ¢/kWh 1 No completed solar projects Pacific Gas and Electric (PG&E) Standard Contracts for Purchase (Feed-in Tariffs) All renewables 1.5 MW and smaller 13.1 ¢/kWh 1 Southern California Edison (SCE) California Renewable Energy Small Tariff (CREST) All renewables 1.5 MW and smaller 13.2 ¢/kWh 1 No completed rooftop solar projects, only ground mounted Marin Energy Authority Feed-in Tariff All renewables 13.4 ¢/kWh Sacramento Municipal Utility District (SMUD) Feed-in Tariff Solar and Combined Heat and Power 14.5 ¢/kWh 5 Primarily ground- mounted solar, one parking lot solar project City of Palo Alto Net Metering Solar 12.9-14.3 ¢/kWh2 For a solar project that offsets a commercial customer’s load (no rebates) City of Palo Alto PaloAltoGreen Local Energy Program Solar 15.0 ¢/kWh City of Palo Alto PV Partners Rebates + Net Metering Solar 21.2-24.6 ¢/kWh2 For a solar project that offsets a commercial customer’s load and gets rebates Southern California Edison (SCE) Solar Photovoltaic Program (SPVP) Rooftop solar (1-2 MW) 24.0 ¢/kWh3 Auction program. Price represents the bid cap. All Vermont utilities Vermont Sustainably Priced Energy Development Program (VermontSPEED) Standard Offer Program Various renewables 24.0 ¢/kWh CPS Energy (San Antonio, TX) Solartricity 25 kW to 500 kW, primarily rooftop 27.0 ¢/kWh Gainesville Regional Utility Solar Feed-in Tariff Rooftop and ground mount solar 29.0 ¢/kWh4 1. Actual rates are based on the time of energy delivery. Estimated equivalent solar price was calculated using an hourly solar generation profile from National Renewable Energy Laboratory’s PVWatts tool. 2. Estimated based on solar profile of project in Palo Alto and other customer financial assumptions. 3. Auction-based program. Maximum allowable bid price shown. 4. Commercial scale rooftop solar price shown 5. Based on rates in effect when the program opened in 2010. Program is now closed. ATTACHMENT J 0.0 0 5.0 0 10 . 0 0 15 . 0 0 20 . 0 0 25 . 0 0 30 . 0 0 35 . 0 0 SDG&E Renewable FIT (1) PG&E Renewable FIT (1) SCE Renewable FIT (1) Marin Energy Authority Solar FIT SMUD Solar FIT CPAU Net Metering (Commercial Customer, No Rebate) (2) Proposed CPAU Solar FIT CPAU Net Metering (Commercial Customer, with Rebate) (2) SCE Solar Photovoltaic Program (3) All Vermont utilities (VermontSPEED) CPS Energy (San Antonio, TX) - Solartricity Gainesville Regional Utility FIT (4) ¢/kWh No t e s : 1. A c t u a l r a t e s a r e b a s e d o n t h e t i m e o f e n e r g y d e l i v e r y . E s t i m a t e d e q u i v a l e n t s o l a r p r i c e w a s c a l c u l a t e d u s i n g a n h o u r l y s o l a r g e n e r a t i o n p r o f i l e f r o m N a t i o n a l R e n e w a b l e En e r g y L a b o r a t o r y ’ s P V W a t t s t o o l f o r a f i x e d t i l t a t l a t i t u d e p r o j e c t . I n p r a c t i c e , h i g h e r e q u i v a l e n t r a t e s c o u l d b e a c h i e v e d fr o m u s i n g s i n g l e - o r d u a l - a x i s t r a c k i n g , f r o m g o o d pro j e c t m a i n t e n a n c e , o r d u e t o f a v o r a b l e w e a t h e r c o n d i t i o n s . 2. E s t i m a t e d b a s e d o n s o l a r p r o f i l e o f p r o j e c t i n P a l o A l t o a n d o t h e r c u s t o m e r f i n a n c i a l a s s u m p t i o n s . 3. A u c t i o n - b a s e d p r o g r a m . M a x i m u m a l l o w a b l e b i d p r i c e s h o w n . 4. C o m m e r c i a l s c a l e r o o f t o p s o l a r p r i c e s h o w n Su m m a r y o f P a l o A l t o G r e e n L o c a l E n e r g y P r o g r a m R i s k s a n d M i t i g a t i o n s Ri s k D e s c r i p t i o n C o n s e q u e n c e R e c o m m e n d e d M i t i g a t i o n Ov e r p r i c i n g – en e r g y m a r k e t ch a n g e s Th e p r i c e t h e C i t y o f f e r s f o r re n e w a b l e e n e r g y i s t o o h i g h . F o r ex a m p l e , t h e C i t y s e t s i t s f e e d - i n ta r i f f p r i c e a n d l a t e r d i s c o v e r s i t ca n g e t e n e r g y f r o m o t h e r re n e w a b l e s o u r c e s f o r m u c h l e s s . Ci t y p a y s m o r e t h a n n e c e s s a r y fo r r e n e w a b l e e n e r g y . I t s h o u l d be n o t e d t h a t t h i s i s a r i s k w i t h an y p u r c h a s e o f e n e r g y , n o t ju s t e n e r g y p u r c h a s e d t h r o u g h a f e e d - i n t a r i f f . Sp r e a d p u r c h a s e s o v e r m u l t i p l e y e a r s an d r e g u l a r l y t e s t r e n e w a b l e s m a r k e t Li m i t t h e a m o u n t o f p a r t i c i p a t i o n e a c h ye a r In t h e c a s e o f h i g h p a r t i c i p a t i o n , co n s i d e r s w i t c h i n g t o a n b i d - b a s e d pr o g r a m Ov e r p r i c i n g – va l u e o f l o c a l en e r g y c h a n g e s Ch a n g e s i n t h e C i t y ' s d i s t r i b u t i o n sy s t e m o r c h a n g e s i n r e g u l a t i o n s le a d t o a c h a n g e i n t h e v a l u e o f lo c a l e n e r g y t o t h e C i t y . F o r ex a m p l e , a s e c o n d c o n n e c t i o n t o th e t r a n s m i s s i o n s y s t e m a t a hi g h e r v o l t a g e w o u l d r e d u c e tr a n s m i s s i o n a c c e s s c h a r g e s , lo w e r i n g t h e v a l u e o f l o c a l ge n e r a t i o n . Ci t y p a y s m o r e t h a n n e c e s s a r y fo r r e n e w a b l e e n e r g y . I t s h o u l d be n o t e d t h a t t h i s i s a r i s k pa r t i c u l a r l y a s s o c i a t e d w i t h pu r c h a s i n g f r o m l o c a l ge n e r a t o r s . Sp r e a d p u r c h a s e s o v e r m u l t i p l e y e a r s t o re d u c e t h e a m o u n t o f e n e r g y a s s o c i a t e d wi t h a n y s i n g l e f o r e c a s t o f t h e v a l u e o f lo c a l g e n e r a t i o n . Li m i t t h e a m o u n t o f p a r t i c i p a t i o n e a c h ye a r In t h e c a s e o f h i g h p a r t i c i p a t i o n , co n s i d e r s w i t c h i n g t o a n b i d - b a s e d pr o g r a m Lo w pa r t i c i p a t i o n Th e p r i c e i s t h e C i t y o f f e r s i s t o o lo w – n o p a r t i c i p a t i o n . F o r ex a m p l e , t h e C i t y s e t s i t s re n e w a b l e p r i c e a t 1 5 c e n t s / k W h , la t e r d i s c o v e r s n o p r o j e c t de v e l o p e r c a n b u i l d i n P a l o A l t o f o r le s s t h a n 1 8 c e n t s / k W h Ci t y l o s e s o n l y t h e u p - f r o n t s t a f f ti m e d e v o t e d t o p r o g r a m de v e l o p m e n t Lo o k f o r o p p o r t u n i t i e s t o r e d u c e de v e l o p m e n t c o s t s o f r e n e w a b l e ge n e r a t i o n i n P a l o A l t o . Ma i n t a i n p r o g r a m , w a i t t o t a k e ad v a n t a g e o f d e c r e a s e s i n t h e c o s t o f di s t r i b u t e d g e n e r a t i o n . ATTACHMENT K Ri s k D e s c r i p t i o n C o n s e q u e n c e R e c o m m e n d e d M i t i g a t i o n Gr i d I m p a c t s T h e C i t y f i n d s t h e r e a r e un e x p e c t e d i m p a c t s f r o m l a r g e am o u n t s o f d i s t r i b u t e d g e n e r a t i o n on i t s d i s t r i b u t i o n s y s t e m Pr o b l e m s w i t h p o w e r q u a l i t y an d r e l i a b i l i t y Ca r e f u l e n g i n e e r i n g r e v i e w t o i d e n t i f y ar e a s o f t h e d i s t r i b u t i o n s y s t e m t h a t ne e d m o n i t o r i n g . Li m i t t h e a m o u n t o f p a r t i c i p a t i o n e a c h ye a r s o p r o b l e m s d e v e l o p s l o w l y a n d ca n b e d e a l t w i t h a s C i t y s t a f f i d e n t i f i e s th e m . Id e n t i f y t h e t y p e s o f a p p l i c a t i o n s t h a t ha v e t h e p o t e n t i a l t o i m p a c t t h e di s t r i b u t i o n s y s t e m . Tr a c k w o r k b e i n g d o n e a t o t h e r u t i l i t i e s on t h e i m p a c t o f d i s t r i b u t e d g e n e r a t i o n on p o w e r q u a l i t y a n d r e l i a b i l i t y . Wo r k l o a d ba c k l o g Th e p r o g r a m i s p o p u l a r , a n d t h e Ci t y r e c e i v e s m o r e a p p l i c a t i o n s th a n i t c a n p r o c e s s . Pr o j e c t b a c k l o g s c r e a t e pr o b l e m s f o r a p p l i c a n t s Pr o c e s s i n g g e n e r a t o r in t e r c o n n e c t i o n s d i v e r t s s t a f f fr o m o t h e r e l e c t r i c e n g i n e e r i n g pr o j e c t s Li m i t t h e a m o u n t o f p a r t i c i p a t i o n e a c h ye a r t o a n a m o u n t t h a t C i t y s t a f f c a n ma n a g e a t e x i s t i n g s t a f f i n g l e v e l s . If t h e p r o g r a m h a s h i g h d e m a n d , a s s e s s st a f f i n g l e v e l s n e e d e d t o e x p a n d t h e pr o g r a m . R e c o v e r a l l c o s t s o f a d d i t i o n a l st a f f i n g f r o m p r o g r a m a p p l i c a n t s . Co s t o f ad d i t i o n a l wo r k l o a d Co n n e c t i o n f e e s d o n ' t c o v e r t h e fu l l c o s t o f c o n n e c t i n g t h e ge n e r a t o r t o t h e d i s t r i b u t i o n sy s t e m . If f e e s d o n ' t c o v e r t h e c o s t o f re v i e w , o t h e r r a t e p a y e r s w i l l b e su b s i d i z i n g p r o j e c t s t a k i n g p a r t in t h i s p r o g r a m a n d w i l l , i n es s e n c e , b e o v e r p a y i n g f o r t h e i r re n e w a b l e e n e r g y s u p p l y . Pr o p e r l y d e s i g n e d f e e s t r u c t u r e t h a t as s e s s e s a l l c o s t s t o t h e a p p l i c a n t . Re d u c e r e v i e w t i m e a n d c o s t w h e r e v e r po s s i b l e . Ri s k D e s c r i p t i o n C o n s e q u e n c e R e c o m m e n d e d M i t i g a t i o n Ge n e r a t i n g fa c i l i t y o w n e r go e s b a n k r u p t Th e s y s t e m o w n e r g o e s b a n k r u p t an d t h e C i t y ' s c o n t r a c t i s b r o k e n i n ba n k r u p t c y c o u r t . Th i s i s o n l y a r i s k i f t h e C i t y wo u l d h a v e t o b u y r e p l a c e m e n t re n e w a b l e e n e r g y a t a h i g h e r pr i c e . I f c h e a p e r r e n e w a b l e en e r g y i s a v a i l a b l e , t h i s b e n e f i t s th e C i t y . Th e f a c t t h a t t h e p r o g r a m i n v o l v e s ma n y s m a l l e r p r o j e c t s r a t h e r t h a n o n e la r g e p r o j e c t r e d u c e s t h e i m p a c t o f o n e pr o j e c t f a i l i n g Ci t y o n l y p a y s f o r e n e r g y p r o d u c e d – n o up - f r o n t p a y m e n t s . I f s y s t e m s t o p s pr o d u c i n g e n e r g y , i t c o s t s t h e C i t y no t h i n g . Mo n i t o r t h e n u m b e r o f p r o j e c t s b u i l t b y a s i n g l e o w n e r . C o n s i d e r l i m i t s o n am o u n t i n s t a l l e d b y a s i n g l e o w n e r Ge n e r a t i n g fa c i l i t y b r e a k s do w n Sy s t e m b r e a k s d o w n a n d i s n ' t re p a i r e d . Th i s i s o n l y a r i s k i f t h e C i t y wo u l d h a v e t o b u y r e p l a c e m e n t re n e w a b l e e n e r g y a t a h i g h e r pr i c e . I f c h e a p e r r e n e w a b l e en e r g y i s a v a i l a b l e , t h i s b e n e f i t s th e C i t y . Th e f a c t t h a t t h e p r o g r a m i n v o l v e s ma n y s m a l l e r p r o j e c t s r a t h e r t h a n o n e la r g e p r o j e c t r e d u c e s t h e i m p a c t o f o n e pr o j e c t f a i l i n g Ci t y o n l y p a y s f o r e n e r g y p r o d u c e d – n o up - f r o n t p a y m e n t s . I f s y s t e m s t o p s pr o d u c i n g e n e r g y , i t c o s t s t h e C i t y no t h i n g . Mo n i t o r t h e n u m b e r o f p r o j e c t s b u i l t b y a s i n g l e o w n e r . C o n s i d e r l i m i t s o n am o u n t i n s t a l l e d b y a s i n g l e o w n e r Ri s k D e s c r i p t i o n C o n s e q u e n c e R e c o m m e n d e d M i t i g a t i o n Ch a n g e t o h o s t si t e m a k e s ge n e r a t i n g fa c i l i t y un a v a i l a b l e Fo r r e a s o n s b e y o n d t h e g e n e r a t i n g fa c i l i t y o w n e r ' s c o n t r o l , t h e ge n e r a t o r m u s t b e r e m o v e d . F o r ex a m p l e , t h e o w n e r o f a r o o f t o p so l a r s y s t e m i s f o r c e d t o r e m o v e i t wh e n t h e b u i l d i n g i s r e - r o o f e d o r ow n e r d e c i d e s t o d e m o l i s h a n d re b u i l d . Th i s i s o n l y a r i s k i f t h e C i t y wo u l d h a v e t o b u y r e p l a c e m e n t re n e w a b l e e n e r g y a t a h i g h e r pr i c e . I f c h e a p e r r e n e w a b l e en e r g y i s a v a i l a b l e , t h i s b e n e f i t s th e C i t y . Re q u i r e e v i d e n c e t h a t t h e g e n e r a t i n g fa c i l i t y o w n e r h a s a l e a s e w i t h re a s o n a b l e s e c u r i t y t h a t t h e h o s t s i t e wi l l b e a v a i l a b l e f o r t h e d u r a t i o n o f t h e co n t r a c t . Th e f a c t t h a t t h e p r o g r a m i n v o l v e s ma n y s m a l l e r p r o j e c t s r a t h e r t h a n o n e la r g e p r o j e c t r e d u c e s t h e i m p a c t o f o n e pr o j e c t f a i l i n g Ci t y o n l y p a y s f o r e n e r g y p r o d u c e d – n o up - f r o n t p a y m e n t s . I f s y s t e m s t o p s pr o d u c i n g e n e r g y , i t c o s t s t h e C i t y no t h i n g . Pr o b l e m s w i t h pr o g r a m d e s i g n As s t a f f i m p l e m e n t s t h e p r o g r a m , pr o b l e m s w i t h t h e p r o g r a m do c u m e n t s o r f l a w s i n t h e pr o c e d u r e s a r e i d e n t i f i e d . Un k n o w n R e v i e w a n d s t a y u p t o d a t e o n o t h e r ut i l i t i e s ' e x p e r i e n c e s w i t h s i m i l a r pr o g r a m s . Li m i t t h e a m o u n t o f p a r t i c i p a t i o n e a c h ye a r s o a n y p r o b l e m s a r e l i m i t e d t o a sm a l l n u m b e r o f p r o g r a m p a r t i c i p a n t s . Pr o g r a m ma n i p u l a t i o n by a p p l i c a n t s Be c a u s e t h e p r o g r a m o f f e r s a hi g h e r r a t e f o r a l o n g e r c o n t r a c t te r m , a p r o j e c t a p p l i c a n t m a y b e te m p t e d t o a s k f o r a l o n g e r t e r m wh e n t h e y k n o w t h e p r o j e c t w i l l no t l a s t t h e f u l l t e r m . Th e C i t y o v e r p a y s f o r t h e p o w e r de l i v e r e d . To a p p l y , e v i d e n c e i s r e q u i r e d t h a t t h e ap p l i c a n t h a s t h e r i g h t t o u s e t h e s i t e fo r t h e f u l l t e r m o f t h e c o n t r a c t . A n ex a m p l e o f s u c h e v i d e n c e m i g h t b e a ro o f t o p l e a s e a g r e e m e n t . EXCERPTED DRAFT MINUTES OF UTILITIES ADVISORY COMMISSION MEETING OF OCTOBER 5, 2011 ITEM 1:: ACTION: Proposed PaloAltoGreenn Local Energy Program Resource Planner Jon Abendschein provided an overview of staff's proposal. The program being proposed was a feed-in tariff (FIT) program under the proposed name PaloAltoGreenn Local Energy Program. He noted that the purpose of the program was to achieve Renewable Portfolio Standard goals and reduce obstacles to local generation. The UAC had reviewed the program previously and had recommended approval of Policies and Design Guidelines, but there were aspects of the program that had not been developed at that point. Staff was requesting UAC recommendations on those items. They included a change to the Policies and Design Guidelines to allow 10-, 15-, or 20 year-contract terms, limiting the program to solar for the first program year, spreading purchases under the program over multiple program years, and setting a 4 MW program cap and a 100 kW minimum project size for the first program year. He discussed the methodology for determining the program rate, and said that the rates discussed in the staff report were preliminary. The final rate proposal would be determined at the City Council meeting. Staff would reach out to owners of sites with solar potential and to potential project developers prior to final adoption. The program would go to the Finance Committee for approval in November, the City Council in December, and assuming approval, the program would commence in February 2012. Staff plans to return to UAC, Finance Committee, and Council in fall 2012 for adoption of the 2013 program year. Chair Foster noted that some of the parameters of the program such as the minimum project size and maximum cap are for the first year of the program only and will be revisited in subsequent years. He noted that he was comfortable with most aspects of the program. Commissioner Eglash liked the program details, but would like to see the fiscal impact of the program and recommended that this should be a part of any future presentations to the Finance Committee and Council. Other impacts besides fiscal should also be discussed including how this impacts RPS goals and the risks of the program (e.g. risk that no one will participate in the program and any operational and legal risks). The proposal also took place in the context of the strategic plan, and any future presentations should include some discussion of how this proposal fits into that wider plan. Mr. Abendschein noted that the total cost of a fully subscribed FIT program would be roughly $18-20 million over a 20 year life of the projects. Commissioner Eglash clarified that if the rate is established by valuing the local energy produced, then the fiscal impact will be zero since the alternative is renewable PPAs. Mr. Abendschein agreed, assuming that the program rate was set equal to the market price of renewable power. To manage that risk, staff was relying on the most up to date information from a renewable RFP set to close that month. Commissioner Waldfogel asked if the Market Price Referent (MPR) could be used as a renewable benchmark. Mr. Abendschein stated that the California Public Utilities Commission no longer calculates the MPR. Commissioner Melton asked how staff can expect that the FIT will compete with the existing solar net metering and rebate program if the value delivered to the customer by that program is greater than the rate offered by the FIT program. Mr. Abendschein noted that there were only 3 MW of capacity left in the rebate program, and once the rebates were gone, the FIT program became more valuable. In addition, there are situations in which the FIT will make sense for building owners, including those where the energy cannot all be used on site, or where tenants pay the electric bills. ATTACHMENT L Commissioner Cook asked how the 4MW cap would work. Mr. Abendschein said that once the cap was filled the program would stop until the next program year. Commissioner Cook asked why prices were higher for longer contract terms. Mr. Abendschein said it was related to increasing transmission and energy costs over time. Commissioner Cook asked if there would be issues with the rest of the City processes and asked if CPAU has reached out to other City departments to ensure that permit processes will be streamlined. Mr. Abendschein said that he has worked with the Engineering Division and plans to work with the Building Division to ensure that the process will be as smooth as possible. Director Fong noted that the Utilities Department was also involved in the City Manager’s effort to streamline permit processes at the Development Center. Commissioner Cook recommended including a discussion of risks in future presentations, including how they are being mitigated, and also recommended including discussion of the fact that there were no fiscal impacts compared to other ways of procuring renewable energy. Director Fong added that the program cap was intended to mitigate. Commissioner Waldfogel complimented Jon Abendschein on the report. He asked if we can ensure that time to get a permit does not preclude applicants from being able to complete the process in the time allowed. He asked how an applicant would be able to withdraw from the program in the event of a major change to the site, such as a commercial reroof. Mr. Abendschein said there were provisions in the contract for those types of events. ACTION: Chair Foster made a motion to recommend that the City Council adopt the parameters set forth in the staff report with the clarification that the minimum capacity of 100 kW is specifically for the first program year. This motion did not include action on the program name. Commissioner Cook seconded the motion. The motion carried unanimously (7-0). Regarding the title of the program, Chair Foster recommended that the program should be named Palo Alto CLEAN (Clean Local Energy Accessible Now). The term “feed-in tariff” was unpopular. The CLEAN name was outward looking, rather than inward like the PaloAltoGreenn name. He had found several organizations using the CLEAN name and noted that Craig Lewis, the Executive Director of the CLEAN Coalition, which is based in Palo Alto, had requested that the City use the CLEAN name. He believed that the CLEAN name would become widely adopted, and that the City should move to adopt that name for the program. Vice Chair Berry asked to hear from staff on the name. Director Fong stated that staff chose the name, PaloAltoGreenn Local Energy Program, partly in response to the feedback from the UAC, when the majority advised tying the name to the successful PaloAltoGreenn brand. Chair Foster stated that in the initial survey of names, the CLEAN name was not part of the offered choices. Commissioner Eglash stated that he preferred the PaloAltoGreenn name. Palo Alto CLEAN brought to mind sidewalk cleaning. Commissioner Cook said he was persuaded by arguments in favor of the CLEAN name. Commissioner Melton said he had earlier expressed an opinion to maintain the PaloAltoGreenn brand, but thought PaloAltoGreenn Local Energy Program was a cumbersome name. He said it was unclear whether CLEAN would become a nationally adopted name, but that there was enough support for the name that he was persuaded to support using it for this program. Commissioner Waldfogel recommended distinguishing between brands and products. PaloAltoGreennis the brand, and products offered under that brand should use prevailing language. The City should use the name that would be recognized by the program users, whether that was FIT or CLEAN. Commissioner Keller liked the Green name. CLEAN did not resonate with her. Chair Foster stated that the Council will make the final decision. He pointed out that PACE (Property Assessed Clean Energy) was not a descriptive name, but is now widely known and associated with Berkeley. Vice Chair Berry noted that the PaloAltoGreenn name is tied to a very successful program nationally and that we should use that name. CLEAN did not resonate with him. The name should be inward looking and resonate with Palo Altans. ACTION: Chair Foster moved to recommend to the City Council adopting Palo Alto CLEAN as program name. Commissioner Cook seconded the motion. The motion failed (3-4) with Commissioners Keller, Berry, Waldfogel and Eglash opposed. Commissioner Eglash moved that the program be named the PaloAltoGreenn Local Energy Program. Commissioner Waldfogel seconded the motion. The motion passed (6-1) with Chair Foster opposed. Finance Committee Report Attachment M is omitted. See City Council Report Attachment K RESOLUTION NO. _________ RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO ADOPTING UTILITY RATE SCHEDULE E-PAGLE2012 AND APPROVING AN AMENDMENT TO UTILITIES RULE AND REGULATION 27 OF THE CITY OF PALO ALTO UTILITIES PERTAINING TO GENERATOR INTERCONNECTION The Council of the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utility Rate Schedule E-PAGLE2012 (PaloAltoGreen Local Energy Program Purchase Rate Schedule - 2012) as attached hereto as Exhibit A and incorporated herein, is hereby adopted. The foregoing Utility Rate Schedule, as amended, shall become effective February 1, 2012. SECTION 2. Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utilities Rule and Regulation 27 (Generating Facility Interconnections), Part C (Application and Interconnection), Part D (Generating Facility Design and Operating Requirements), Part F (Metering, Monitoring, and Telemetry), and new Part G (Supplemental Review), is hereby amended to read in accordance with sheet numbers 1 through 20, attached hereto as Exhibit B and incorporated herein. The foregoing Utilities Rule and Regulation 27, as amended, shall become effective January 1, 2012. // // // // // // // // // // // // // SECTION 3. The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8). INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ___________________________ City Attorney City Manager ___________________________ Director of Utilities ___________________________ Director of Administrative Services PALOALTOGREEN LOCAL ENERGY PROGRAM PURCHASE RATE UTILITY RATE SCHEDULE E-PAGLE-2012 CITY OF PALO ALTO UTILITIES Issued by the City Council Effective 2-1-2012 Original Sheet No. E-PAGLE2012-1 A. APPLICABILITY: This schedule applies to Eligible Renewable Energy Resources, as defined in the Special Notes section of this schedule, with a total generation capacity of at least 100 kilowatts (kW). B. TERRITORY: To be eligible for this schedule, an Eligible Renewable Energy Resource must be located within the service area of the City of Palo Alto. C. RATES FOR CERTIFIED RENEWABLE POWER: The following purchase prices shall apply to the power produced by an Eligible Renewable Energy Resource, except as provided in Note 3, below. Solar generation facilities: Contract Duration Price 10 years 11.469 ¢ / kWh 15 years 12.300 ¢ / kWh 20 years 13.064 ¢ / kWh D. NOTES: 1. The generating facility owner is required to enter into a Power Purchase Agreement, Eligible Renewable Energy Resource (PPA) with the City of Palo Alto. 2. The last project that is eligible for this rate schedule is the first one that causes the total capacity of projects receiving payments under this rate schedule to exceed 4 MW. 3. Applications may be submitted at any time during the month. PPAs will be awarded at the end of each month. If the City can accept all applications submitted without exceeding the program capacity stated in Note 2 of this Section D, above, all applications will be accepted at the rates listed in Section C. If, in any month, the City cannot accept all applications submitted that month because of the rule stated in note D.2, above, then staff will award contracts based on a bid system as follows: PALOALTOGREEN LOCAL ENERGY PROGRAM PURCHASE RATE UTILITY RATE SCHEDULE E-PAGLE-2012 CITY OF PALO ALTO UTILITIES Issued by the City Council Effective 2-1-2012 Original Sheet No. E-PAGLE2012-2 a. All applicants who applied in the current month will be given two weeks to submit a bid price at which they are willing to sell the power from their proposed system. The bid price must be less than the prices in Section C, or the bid will be rejected. b. The City will award PPAs to applicants based on the proposed bid prices, starting from the lowest, until the program capacity has been filled. The last project to be accepted will be the first one that causes the program capacity cap in note D.2 above to be exceeded. c. Nothing in this process will affect the status of applications accepted in previous months. 4. For an Eligible Renewable Energy Resource to be eligible for this rate schedule, the City must receive an application to sell the output from the facility under this rate schedule before December 31, 2012 5. For the purposes of this rate schedule an Eligible Renewable Energy Resource means an electric generating facility that 1) is defined and qualified as an “eligible renewable energy resource” under California Public Utilities Code Section 399.12(e) and California Public Resources Code Section 25471, respectively, as amended, 2) uses a solar fuel source, and 3) is located within the service area of the City of Palo Alto. 6. CEC certification of the Eligible Renewable Energy Resource is required within six months of the operation date of the facility. Before the facility is certified by the CEC, the facility’s energy cannot be used to fulfill the City’s RPS, and so the price paid for the facility’s output (the “Pre-Certification Price”) will be 65% of the rates specified in Section C. Upon CEC certification of the facility, the City will pay the full price for any future energy and will true-up to the full price for any energy already received that becomes retroactively eligible to fulfill the City’s RPS upon CEC certification of the facility. 7. If the City purchases the output of the Eligible Renewable Energy Resource under this rate schedule, the project owner shall not receive rebates or other incentives from the Photovoltaic (PV) Partners Program, Power from Local Ultra-Clean Generation Incentive (PLUG-In) Program, or other similar programs funded by the City’s ratepayers. If any rebates or incentives have already been paid related to an Eligible Renewable Energy Resource, it is not eligible for this rate schedule. 8. All energy from the facility must be delivered to the City. No portion of the energy may be used to offset any load aside from incidental loads associated with operating the generating facility. PALOALTOGREEN LOCAL ENERGY PROGRAM PURCHASE RATE UTILITY RATE SCHEDULE E-PAGLE-2012 CITY OF PALO ALTO UTILITIES Issued by the City Council Effective 2-1-2012 Original Sheet No. E-PAGLE2012-3 9. A metering and administration fee of $34.73/month will be assessed on each Eligible Renewable Energy Resource receiving payments under this rate schedule. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective 6x-01xx-20101 Sheet No. 1 A.APPLICABILITY This Rule describes the Interconnection, Operating and Metering requirements for Generating Facilities to be connected to the City of Palo Alto Utilities (CPAU) Electric Distribution System. Subject to the requirements of this Rule, CPAU will allow the Interconnection of Generating Facilities with its Distribution System. In order to provide for uniformity and to encourage the Interconnection of renewable energy generation, this Rule has been written to be consistent with the technical requirements of CPUC Rule 21 and IEEE 1547. Language from IEEE 1547 that has been adopted directly (as opposed to paraphrased language or previous language that was determined to be consistent with IEEE 1547) is followed by a citation that lists the clause from which the language derived. For example, IEEE 1547-4.1.1 is a reference to Clause 4.1.1. In the event of any conflict between this Rule and anyof the standards listed herein, the requirements of this Rule shall take precedence. B.GENERAL RULES, RIGHTS AND OBLIGATIONS 1.Authorization Required to Operate. A Producer must comply with this Rule, execute an Interconnection Agreement or, if a Producer is a customer-generator, as that term is used in Rule and Regulation 29, a Net Energy Metering and Interconnection Agreement with CPAU, and receive CPAU’s express written permission before Parallel Operation of its Generating Facility with CPAU’s Distribution System. CPAU shall apply this Rule in a non- discriminatory manner and shall not unreasonably withhold its permission for Parallel Operation of Producer’s Generating Facility with CPAU’s Distribution System. 2.Separate Agreements Required for Other Services.A Producer requiring other Electric Services from CPAU including, but not limited to, Distribution Service provided by CPAU during periods of Curtailment or interruption of the Producer’s Generating Facility, will enter into agreements with CPAU for such Services in accordance with CPAU’s Rules & Regulations and Utility Rates. 3.Service Not Provided With Interconnection. Interconnection with CPAU's Distribution System under this Ruledoes not provide a Producer anyrights to utilize CPAU's Distribution System for the transmission, distribution, or wheeling of Electric power. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 2 4.Compliance With Laws, Rules & Regulations and Utility Rates.A Producer shall ascertain and comply with applicable CPAU Rules & Regulations and UtilityRates; applicable Federal Energy Regulatory Commission (FERC) approved rules, tariffs and regulations; and any local, state or federal Law, statute or regulation which applies to the design, siting, construction, installation, operation, or anyother aspect of the Producer’s Generating Facility and Interconnection Facilities. 5.Design Reviews and Inspections.CPAU shall have the right to review the design of a Producer’s Generating Facility and Interconnection Facilities and to inspect a Producer’s Generating Facility and/or Interconnection Facilities prior to the commencement of Parallel Operation with CPAU’s Distribution System. CPAU may require a Producer to make modifications as necessary to comply with the requirements of this Rule. CPAU’s review and authorization for Parallel Operation shall not be construed as confirming or endorsing the Producer’s design or as warranting the Generating Facility and/or Interconnection Facilities’ safety, durabilityor reliability. CPAU shall not, by reason of such review or lack of review, be responsible for the adequacy or capacity of such equipment. 6.Right to Access.A Producer’s Generating Facility and Interconnection Facilities shall be accessible to CPAU personnel whenever necessary for CPAU to perform its duties and exercise its rights under its Rules & Regulations and Utility Rates and any Interconnection Agreement, including the Net Energy Metering and Interconnection Agreement, between CPAU and the Producer. 7.Confidentiality of Information.Any information pertaining to Generating Facility and/or Interconnection Facilities provided to CPAU by a Producer shall be treated by CPAU in a confidential manner. CPAU shall not use information contained in the Application to propose discounted rates to the Customer unless authorized to do so bythe Customer or the information is provided to CPAU by the Customer through other means. 8.Prudent Operation and Maintenance Required. A Producer shall operate and maintain its Generating Facility and Interconnection Facilities in accordance with Prudent Electrical Practices and shall maintain compliance with this Rule. 9.Curtailment and Disconnection. CPAU maylimit the operation or disconnect or require the disconnection of a Producer’s Generating Facility from CPAU’s Distribution System at any time, with or without notice, in the event of an Emergency, or to correct Unsafe Operating Conditions. CPAU may also limit the operation or disconnect or require the disconnection of GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 3 a Producer’s Generating Facility from CPAU’s Distribution System upon the Provision of reasonable written notice: (1) to allow for routine maintenance, repairs or modifications to CPAU’s Distribution System; (2) upon CPAU’s determination that a Producer’s Generating Facility is not in compliance with this Rule; or (3) upon termination of the Interconnection Agreement or the Net Energy Metering and Interconnection Agreement. Upon the Producer’s written request, CPAU shall provide a written explanation of the reason for such Curtailment or disconnection. C.APPLICATION AND INTERCONNECTION PROCESS 1.APPLICATION PROCESS a.Applicant initiates contact with CPAU. Upon request, CPAU will provide information and documents (such as sample agreements, Load Sheets, technical information, listing of Certified Equipment, applicable Rate Schedules and Metering requirements) to a potential Applicant. Unless otherwise agreed upon, all such information shall normally be sent to the Applicant within three (3)Business Days following the initial request from the Applicant. b.Applicant Completes a Load Sheet. All Applicants shall complete and submit a Load Sheet and 3 sets of plan drawings for review. Load Sheets and plans may be dropped off at the Development Center at 285 Hamilton Avenue, or Utilities Engineering at 1007 Elwell Court. 1.CPAU shall complete the Initial Review, absent any extraordinary circumstances, within 10 Business Days of receiving the Load Sheet and plans. If defects are noted, CPAU and Applicant shall cooperate to establish a satisfactory Application. 2.The Initial Review fee shall be waived for solar powered Generating Facilities. 3.Fifty percent of the fees associated with the Initial Review will be returned to the Applicant if the Application is rejected byCPAU or the Applicant retracts the Application. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 4 42.Applications that are over one year old (from the date of CPAU’s acknowledgement) without a signed Interconnection Agreement or Net Energy Metering and Interconnection Agreement, or a Generating Facility that has not been approved for Parallel Operation within one year of completion of all applicable review and/or studies are subject to cancellation by CPAU; however, CPAU may not cancel an Application if the Producer provides reasonable evidence that the project is still active. 5.The Applicant may propose, and CPAU may agree to, reduced costs for reviewing atypical Applications, such as Applications submitted for multiple Generators, multiple sites, or otherwise as conditions warrant. c.CPAU Performs an Initial and Supplemental Review and Develops Preliminary Cost Estimates and Interconnection Requirements. 1.Upon receipt of a satisfactorily completed Application and any additional information necessary to evaluate the Interconnection of a Generating Facility, CPAU shall perform an Initial Review using the process defined in Section G. The Initial Review determines if: (a)the Generating Facility qualifies for Simplified Interconnection; or (b) the Generating Facility requires a Supplemental Review. 2.CPAU shall complete its Initial Review, absent any extraordinary circumstances, within 10 Business Days after receipt of a completed Application including Load Sheet and plan drawings. If the Initial Review determines the proposed Generating Facilitycan be Interconnected by means of a Simplified Interconnection, CPAU will provide the Applicant with an Interconnection Agreement for Applicant’s signature. 3.If the Generating Facility does not pass the Initial Review for Simplified Interconnection as proposed, CPAU will notify the Applicant and perform a Supplemental Review. Applicant shall pay an additional $600 or the then applicable fee for the Supplemental Reviewthe applicable Advance Engineering Fee shown in Table C.1, below, unless the Application is Formatted:Justified Formatted:Font:Bold Formatted:Font:Bold Formatted:Font color:Auto GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 5 withdrawn. The Supplemental Review will result in CPAU providing either: (a) Interconnection requirements beyond those for a Simplified Interconnection, and an Interconnection Agreement or the Net Energy Metering and Interconnection Agreement for Applicant’s signature; or (b) a cost estimate and schedule for an Interconnection Study. The Supplemental Review shall be completed, absent any extraordinary circumstances, within 20 Business Days of receipt of a completed Application and fees. The Interconnection Study will may require additional fees and more time to complete, depending on the complexity of the project to be studied. If the Supplemental Review determines that new or modified Utility-owned distribution and/or protection facilities are required, the Applicant will be charged the estimated cost of any Utility-owned facilities determined to be required by the Review.These facilities will be treated as Special Facilities for the purpose of determining Applicant costs. The $600 or then applicable Supplemental Review fee shall be waived for solar powered Generating Facilities that do not sell power to the grid. d.When Required, Applicant and CPAU Commit to Additional Interconnection Study Steps. When a Supplemental Review reveals that the proposed Generating Facility cannot be Interconnected to CPAU’s Distribution System by means of a Simplified Interconnection, or that significant Interconnection Facilities installed on CPAU’s system or Distribution System modifications will be needed to accommodate an Applicant’s Generating Facility, CPAU and Applicant shall enter into an agreement that provides for CPAU to perform additional studies, facility design and engineering, and to provide a fixed price or an estimate for actual cost billing to the Applicant, at the Applicant’s expense (the Advanced Engineering Fee). The Interconnection Study agreement shall set forth CPAU’s estimated schedule and Charges for completing such work. Interconnection Study fees for solar generating facilities up to 1 megawatt (MW) that do not sell power to the grid will be waived up to the amount of $5,000. Formatted:Widow/Orphan control GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 6 TABLE C.1 Summary of Fees and Exemptions Generating Facility Type Initial Review Fee Supplemental ReviewAdvance Engineering Fee Interconnection Study Fees Non-Net Energy Metering $0 $600 As Specified by CPAU All Net Energy Metering projects.$0 $0 As Specified by CPAU $0 Non-Net Energy Metering projects smaller than 100 kW capacity $0 $600 As Specified by CPAU Non-Net Energy Metering Projects 100 kW to 499 kW in capacity. $0 $4,000 As determined by estimate Non-Net Energy Metering 500 kW or greater in capacity. $0 $7,500 As determined by estimate Solar 1MW or less that does not sell power to the grid First $5,000 of total review and study fees waived Formatted:Keep with next Formatted:Keep with next FormattedTable GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 6 2.INTERCONNECTION PROCESS a.Applicant and CPAU enter into an Interconnection Agreement or a New Energy Metering and Interconnection Agreement and,where required, a Special Facilities Agreement for Interconnection Facilities or Distribution System Modifications. CPAU shall provide the Applicant with an executable version of the Interconnection Agreement or the Net Energy Metering and Interconnection Agreement as appropriate,for the Applicant’s Generating Facility and desired mode of operation. Where the Supplemental Review or Interconnection Study performed by CPAU has determined that modifications or additions to its Distribution System are required, or that additional Interconnection Facilities will be necessary to accommodate an Applicant’s Generating Facility, CPAU may also provide the Applicant with a Special Facilities Agreement. This agreement shall set forth CPAU and the Applicant’s responsibilities, completion schedules, and fixed price or estimated costs for the required work. b.Where applicable, CPAU installs required Interconnection Facilities or modifies CPAU’s Distribution System. After executing the applicable agreements, CPAU will commence construction/ installation of CPAU’s Distribution System modifications or Interconnection Facilities which have been identified in the agreements. The parties will use good faith efforts to meet schedules and estimated costs as appropriate. c.Producer arranges for and completes Pre-parallel Testing of Generating Facility and Producer’s Interconnection Facilities. The Producer is responsible for testing new Generating Facilities and associated Interconnection Facilities to ensure compliance with the safety and reliability Provisions of this Rule prior to being operated in parallel with CPAU’s Distribution System. For non-Certified Equipment, the Producer shall develop a written testing plan to be submitted to CPAU for its review and acceptance. Alternatively, the Producer and CPAU may agree to have CPAU conduct the required testing at the Producer’s expense. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 7 Where applicable, the test plan shall include the installation test procedures published by the manufacturer of the generation or Interconnection equipment. Facility testing shall be conducted at a mutually agreeable time, and depending on who conducts the test, CPAU or and Producer shall be given the opportunity to witness the tests. d.CPAU Authorizes Parallel Operation or Momentary Parallel Operation. CPAU shall authorize the Producer’s Generating Facility for Parallel Operation or MomentaryParallel Operation with CPAU’s Distribution System, in writing, within 5 days of satisfactory compliance with the terms of all applicable agreements. Compliance may include, but not be limited to, Provision of any required documentation and satisfactorily completing any required inspections or tests as described herein or in the agreements formed between the Producer and CPAU. A Producer shall not commence Parallel Operation of its Generating Facility with CPAU’s system unless it has received CPAU’s express written permission to do so. D.GENERATING FACILITY DESIGN AND OPERATING REQUIREMENTS This section has been revised to be consistent with the requirements of ANSI/IEEE 1547-2003 Standard for Interconnecting Distributed Resources with Electric Power Systems (IEEE 1547). Exceptions are taken to IEEE 1547 Clauses 4.1.4.2 Distribution Secondary Spot Networks and Clauses 4.1.8.1 or 5.1.3.1, which address Protection from Electromagnetic Interference. Also, RULE AND REGULATION 27 does not adopt the Generating Facility power limitation of 10 MW incorporated in IEEE 1547. 1.GENERAL INTERCONNECTION AND PROTECTION FUNCTION REQUIREMENTS The Protective Functions and requirements of this Rule are designed to protect CPAU’s Distribution System and not the Generating Facility. A Producer shall be solelyresponsible for providing adequate protection for its Generating Facility and Interconnection Facilities. The Producer’s Protective Functions shall not impact the operation of other Protective Functions utilized on CPAU’s Distribution System in a manner that would affect CPAU’s capability of providing reliable service to its Customers. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 8 a.Protective Functions Required. A Generating Facility operating in parallel with CPAU’s Distribution System shall be equipped with the following Protective Functions to sense abnormal conditions on CPAU’s Distribution System and cause the Generating Facility to be automatically disconnected from CPAU’s Distribution System or to prevent the Generating Facility from being connected to CPAU’s Distribution System inappropriately: 1.Over and under voltage trip functions and over and under frequency trip functions; 2.A voltage and frequency sensing and time-delay Function to prevent the Generating Facility from energizing a de-energized Distribution System circuit and to prevent the Generating Facilityfrom reconnecting with CPAU’s Distribution System unless CPAU’s Distribution System service voltage and frequency is within the ANSIC84.1-1995 Table 1 Range B Voltage Range of 106V to 127V on a 120V basis, inclusive, and a frequencyrange of 59.3 Hz to 60.5 Hz, inclusive, and are stable for at least 60 seconds, and; 3.A Function to prevent the Generating Facility from contributing to the formation of an Unintended Island, and cease to energize the CPAU system within two seconds of the formation of an Unintended Island. The Generating Facility shall cease to energize CPAU’s Distribution System for faults on CPAU’s Distribution System circuit to which it is connected (IEEE1547-4.2.1). The Generating Facility shall cease to energize CPAU’s Distribution circuit prior to re-closure by CPAU’s Distribution System equipment (IEEE1547-4.2.2). b.Momentary Paralleling Generating Facilities. With CPAU’s approval, the transfer switch or scheme used to transfer the Producer’s Loads from CPAU’s Distribution System to Producer’s Generating Facility may be used in lieu of the Protective Functions required for Parallel Operation. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 9 c.Suitable Equipment Required. Circuit breakers or other interrupting devices located at the Point of Common Coupling must be Certified or "Listed" (as defined in Article 100, the Definitions Section of the National Electrical Code) as suitable for their intended application. This includes being capable of interrupting the maximum available fault current expected at their location. Producer’s Generating Facilityand Interconnection Facilities shall be designed so that the failure of any one device shall not potentially compromise the safetyand reliability of CPAU’s Distribution System. The Generating Facility’s paralleling-device shall be capable of withstanding 220% of the Interconnection Facilities’rated voltage (IEEE 1547-4.1.8.3). The Interconnection Facilities shall have the capability to withstand voltage and current surges in accordance with the environments defined in IEEE Std C62.41.2-2002 or IEEE Std C37.90.1-2002 as applicable and as described in J.3.e (IEEE 1547-4.1.8.2). d.Visible Disconnect Required: When required by CPAU’s operating practices, tThe Producer shall furnish and install a ganged, manually-operated isolating switch (or a comparable device mutually agreed upon by CPAU and the Producer) near the Point of Interconnection to isolate the Generating Facility from CPAU’s Distribution System. The device does not have to be rated for Load break nor provide over- current protection. The device must: 1.Allow visible verification that separation has been accomplished. (This requirement may be met by opening the enclosure to observe contact separation.) Molded case circuit breakers do not meet the visible contact requirement and are not acceptable as a Visible Disconnect device. 2.Include markings or signage that clearly indicates open and closed positions. 3.Be capable of being reached quickly and conveniently 24 hours a day by CPAU personnel for construction, maintenance, inspection, testing or reading, without obstacles or requiring those seeking access to obtain keys, special permission, or security clearances. 4.Be capable of being locked in the open position. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 10 5.Be clearly marked on the submitted Single Line Diagram and its type and location approved by the CPAU prior to installation. If the device is not adjacent to the PCC, permanent signage must be installed at a CPAU- approved location providing a clear description of the location of the device. Generating Facilities with Non-Islanding inverters totaling one (1) kilovolt- ampere (kVA) or less are exempt from this requirement. e.Drawings Required. Prior to Parallel Operation or MomentaryParallel Operation of the Generating Facility, CPAU shall approve the Producer's Protective Function and control diagrams. A Generating Facility equipped with a Protective Function and control scheme previously approved by CPAU for system-wide application or only Certified Equipment may satisfy this requirement by reference to previously approved drawings and diagrams. f.Generating Facility Conditions Not Identified. In the event this Rule does not address the Interconnection conditions for a particular Generating Facility, CPAU and Producer may agree upon other arrangements. 2.PREVENTION OF INTERFERENCE The Producer shall not operate a Generating Facility or Interconnection Facilities that superimpose a voltage or current upon CPAU’s Distribution System that interferes with CPAU operations, service to CPAU Customers, or communication facilities. If such interference occurs, the Producer must diligently pursue and take corrective action at its own expense after being given notice and reasonable time to do so by CPAU. If the Producer does not take corrective action in a timely manner, or continues to operate the facilities causing interference without restriction or limit, CPAU may, without liability, disconnect the Producer's facilities from CPAU’s Distribution System, in accordance with Section B.9 of this Rule. To eliminate undesirable interference caused by its operation, each Generating Facility shall meet the following criteria: a.Voltage Regulation. The Generating Facilityshall not actively regulate the voltage at the PCC while in parallel with CPAU’s Distribution System. The Generating Facility shall not cause the service voltage at other Customers to go outside the requirements of ANSI C84.1-1995, Range A (IEEE 1547-4.1.1). GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 11 b.Operating Voltage Range. The voltage ranges in Table D.1 define protective trip limits for the Protective Function and are not intended to define or imply a voltage regulation Function. A Generating Facility shall cease to energize CPAU’s Distribution System within the prescribed trip time whenever the voltage at the PCC deviates from the allowable voltage operating range. The Protective Function shall detect and respond to voltage on all phases to which the Generating Facility is connected. 1.Generating Facilities (30 kVA or less). Generating Facilities with a Gross Nameplate Rating of 30 kVA or less shall be capable of operating within the voltage range normally experienced on CPAU’s Distribution System. The operating range shall be selected in a manner that minimizes nuisance tripping between 106 volts and 132 volts on a 120-volt base (88-110% of nominal voltage). Voltage shall be detected at either the PCC or the Point of Interconnection. 2.Generating Facilities (greater than 30 kVA). CPAU may have specific operating voltage ranges for a Generating Facility with a Gross Nameplate Rating greater than 30 kVA, and may require adjustable operating voltage settings. In the absence of such requirements, the Generating Facility shall operate at a range between 88% and 110% of the applicable Interconnection voltage. Voltage shall be detected at either the PCC or the Point of Interconnection, with settings compensated to account for the voltage at the PCC. Generating Facilities that are Certified Non-Islanding or that meet one of the options of the Export Screen (Section l.3.b) may detect voltage at the Point of Interconnection without compensation. 3.Voltage Disturbances. Whenever CPAU’s Distribution System voltage at the PCC varies from and remains outside normal (nominally 120 volts) by the predetermined amounts set forth in Table D-1, the Generating Facility’s Protective Functions shall cause the Generator(s) to become isolated from CPAU’s Distribution System: GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 12 TABLE D.1: Voltage Trip Settings Voltage at Point of Common Coupling Maximum Trip Time(1) Assuming 120 V Base % of Nominal Voltage # of Cycles (Assuming 60 Hz Nominal) Seconds Less than 60 Volts Less than 50%10 Cycles 0.16 Seconds Greater than or equal to 60 Volts but less than 106 Volts Greater than or equal to 50% but less than 88%120 Cycles 2 Seconds Greater than or equal to 106 Volts but less than or equal to 132 Volts Greater than or equal to 88% but less than or equal to 110% Normal Operation Greater than 132 Volts but less than or equal to 144 Volts Greater than 110% but less than or equal to 120% 60 Cycles 1 Second Greater than 144 Volts Greater than 120%10 Cycles 0.16 Seconds (1)“Maximum Trip time” refers to the time between the onset of the abnormal condition and the Generating Facility ceasing to energize CPAU’s Distribution System. Protective Function sensing equipment and circuits may remain connected to CPAU’s Distribution System to allow sensing of electrical conditions for use by the “reconnect” feature. The purpose of the allowed time delay is to allow a Generating Facility to “ride through” short-term disturbances to avoid nuisance tripping. Set points shall not be user adjustable (though they may be field adjustable by qualified personnel). For Generating Facilities with a Gross Nameplate Rating greater than 30 kVA, set points shall be field adjustable and different voltage set points and trip times from those in Table D.1 may be negotiated with CPAU. c.Paralleling. The Generating Facility shall parallel with CPAU’s Distribution System without causing a voltage fluctuation at the PCC greater than ±5% of the prevailing voltage level of CPAU’s Distribution System at the PCC, and meet the flicker requirements of D.2.d. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 13 d.Flicker. The Generating Facility shall not create objectionable flicker for other Customers on CPAU’s Distribution System. To minimize the adverse voltage effects experienced by other Customers (IEEE 1547-4.3.2), flicker at the PCC caused bythe Generating Facility should not exceed the limits defined by the “Maximum Borderline of Irritation Curve” identified in IEEE 519-1992 (IEEE Recommended Practices and Requirements for Harmonic Control in Electric Power Systems, IEEE STD 519-1992, Institute of Electrical and Electronic Engineers, Piscataway, NJ). This requirement is necessary to minimize the adverse voltage affects experienced by others Customers on CPAU’s Distribution System. Generators may be connected and brought up to synchronous speed (as an induction motor) provided these flicker limits are not exceeded. e.Integration with CPAU’s Distribution System Grounding. The grounding scheme of the Generating Facility Interconnection shall not cause over-voltages that exceed the rating of the equipment connected to CPAU and shall not disrupt the coordination of the ground fault protection on CPAU’s Distribution System (IEEE 1547-4.1.2).Also see Section F. f.Frequency. CPAU’s controls system frequency, and the Generating Facility shall operate in synchronism with CPAU’s Distribution System. Whenever CPAU’s Distribution System Frequency at the PCC varies from and remains outside normal (nominally 60 Hz)by the predetermined amounts set forth in Table D.2, the Generating Facility’s Protective Functions shall cease to energize CPAU’s Distribution System within the stated maximum trip time. TABLE D.2: Frequency Trip Settings Generating Facility Rating Frequency Range (Assuming 60 Hz Nominal) Maximum Trip Time (1) (Assuming 60 Cycles per Second Less than 59.3 Hz 10 Cycles Less or equal to 30 kW Greater than 60.5 Hz 10 Cycles Less than 57 Hz 10 Cycles Less than an adjustable value between 59.8 Hz and 57 Hz but greater than 57 Hz (2) Adjustable between 10 and 18,000 Cycles (2),(3)Greater than 30 kW Greater than 60.5 Hz 10 Cycles GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 14 (1)“Maximum Trip time” refers to the time between the onset of the abnormal condition and the Generating Facility ceasing to energize CPAU’s Distribution System. Protective Function sensing equipment and circuits may remain connected to CPAU’s Distribution System to allow sensing of electrical conditions for use by the “reconnect” feature. The purpose of the allowed time delay is to allow a Generating Facility to “ride through” short-term disturbances to avoid nuisance tripping. Set points shall not be user adjustable (though they may be field adjustable by qualified personnel). For Generating Facilities with a Gross Nameplate Rating greater than 30 kVA, set points shall be field adjustable and different voltage set points and trip times from those in Table D.2 may be negotiated with CPAU. (2)Unless otherwise required by CPAU, a trip frequency of 59.3 Hz and a maximum trip time of 10 cycles shall be used. (3)When a 10-cycle maximum trip time is used, a second under frequency trip setting is not required. g.Harmonics. When the Generating Facility is serving balanced linear Loads, harmonic current injection into CPAU’s Distribution System at the PCC shall not exceed the limits stated below in Table D.3. The harmonic current injections shall be exclusive of any harmonic currents due to harmonic voltage distortion present in CPAU’s Distribution System without the Generating Facility connected (IEEE 1547-4.3.3). The harmonic distortion of a Generating Facilitylocated at a Customer’s site shall be evaluated using the same criteria as for the Host Loads. Table D.3 Maximum Harmonic Current Distortion in Percent of Current (I)(1,2) Individual Harmonic Order h, (odd harmonics)3 h<11 11 • h < 17 17 • h < 23 23 • h < 35 35 • h Total Demand distortion (TDD) Max Distortion (%)4.0 2.0 1.5 0.6 0.3 5.0 (1)IEEE 1547-4.3.3 (2)I = the greater of the maximum Host Load current average Demand over 15 or 30 minutes without the GF, or the GF rated current capacity (transformed to the PCC when a transformer exists between the GF and the PCC). (3)Even harmonics are limited to 25% of the odd harmonic limits above. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 15 h.Direct Current Injection. Generating Facilities should not inject direct current greater than 0.5% of rated output current into CPAU’s Distribution System. i.Power Factor. Each Generator in a Generating Facility shall be capable of operating at some point within a Power Factor range from 0.9 leading to 0.9 lagging. Operation outside this range is acceptable provided the reactive power of the Generating Facility is used to meet the reactive power needs of the Host Loads or that reactive power is otherwise provided under tariff by CPAU. The Producer shall notify CPAU if it is using the Generating Facility for Power Factor correction. Unless otherwise agreed upon by the Producer and CPAU, Generating Facilities shall automatically regulate Power Factor, not voltage, while operating in parallel with CPAU’s Distribution System. 3.TECHNOLOGY SPECIFIC REQUIREMENTS a.Three-Phase Synchronous Generators. For three-phase Generators, the Generating Facility circuit breakers shall be three-phase devices with electronic or electromechanical control. The Producer shall be responsible for properly synchronizing its Generating Facility with CPAU’s Distribution System bymeans of either manual or automatic synchronizing equipment. Automatic synchronizing is required for all synchronous Generators that have a Short Circuit Contribution Ratio (SCCR) exceeding 0.05. Loss of synchronism protection is not required except as may be necessary to meet D.2.d (Flicker) (IEEE 1547-4.2.5). Unless otherwise agreed upon bythe Producer andCPAU, synchronous Generators shall automatically regulate Power Factor, not voltage, while operating in parallel with CPAU’s Distribution System. A power system stabilization function is specifically not required for Generating Facilities under 10 MW Net Nameplate Rating. b.Induction Generators. Induction Generators (except self-excited Induction Generators) do not require a synchronizing Function. Starting or rapid Load fluctuations on induction Generators can adversely impact CPAU’s Distribution System's voltage. Corrective step-switched capacitors or other techniques may be necessary and maycause undesirable ferro-resonance. When these counter measures (e.g.,additional capacitors) are installed on the Producer's side of the Point of Common Coupling, CPAU must review these measures. Additional equipment may be required as determined in a Supplemental Review or an Interconnection Study. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 16 c.Inverters. Utility-interactive inverters do not require separate synchronizing equipment. Non-utility-interactive or “stand-alone” inverters shall not be used for Parallel Operation with CPAU’s Distribution System. d.Single-Phase Generators. For single-phase Generators connected to a shared single-phase secondary system, the maximum Net Nameplate Rating of the Generating Facilities shall be 20 kVA. Generators connected to a center-tapped neutral 240-volt service must be installed such that no more than 6 kVA of unbalanced power is applied to the two “legs” of the 240-volt service. For Dedicated Distribution Transformer Services, the maximum Net Nameplate Rating of a single-phase Generating Facility shall be the transformer nameplate rating. 4.SUPPLEMENTAL GENERATING FACILITY REQUIREMENTS a.Fault Detection. A Generating Facility with an SCCR exceeding 0.1 or one that does not cease to energize CPAU’s Distribution System within two seconds of the formation of an Unintended Island shall be equipped with Protective Functions designed to detect Distribution System faults, both line-to-line and line-to-ground, and shall cease to energize CPAU’s Distribution System within two seconds of the initiation of a fault. b.Transfer Trip. For a Generating Facilitythat cannot detect Distribution System faults (both line-to-line and line-to-ground) or the formation of an Unintended Island, and cease to energize CPAU’s Distribution System within two seconds, CPAU may require a Transfer Trip system or an equivalent Protective Function. For net metered or non-net metered Generating Facilities, the Facility will be considered capable of supporting an Unintended Island if the aggregate distributed generation output is 80% or more of the Distribution System real-time load kW seen at CPAU’s source-side Distribution Protection Device. c.Reclose Blocking. Where the aggregate Generating Facility capacityexceeds 15% of the peak Load on any automatic reclosing device, CPAU may require additional Protective Functions, including, but not limited to reclose-blocking on some of the automatic reclosing devices. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 17 E.INTERCONNECTION FACILITIES AND DISTRIBUTION SYSTEM MODIFICATIONS OWNERSHIP AND FINANCING 1.SCOPE AND OWNERSHIP OF INTERCONNECTION FACILITIES AND DISTRIBUTION SYSTEM MODIFICATIONS a.Scope. Parallel Operation of Generating Facilities may require Interconnection Facilities or modifications to CPAU’s Distribution System (“Distribution System modifications”). The type, extent and costs of Interconnection Facilities and Distribution System modifications shall be consistent with this Rule and determined through the Supplemental Review and/or Interconnection Studies described in Section C. b.Ownership.Interconnection Facilities installed on Producer’s side of the Point of Common Coupling (PCC) may be owned, operated and maintained by the Producer or CPAU. Interconnection Facilities installed on CPAU’s side of the PCC and Distribution System modifications shall be owned, operated and maintained onlyby CPAU. 2.RESPONSIBILITY OF COSTS OF INTERCONNECTING A GENERATING FACILITY a.Studyand Review Costs. A Producer shall be responsible for the reasonably incurred costs of the reviews and studies conducted pursuant to Section C.1 of this Rule. b.Facility Costs. A Producer shall be responsible for all costs associated with Interconnection Facilities owned by the Producer. The Producer shall also be responsible for any costs reasonably incurred by CPAU in providing, operating, or maintaining the Interconnection Facilities and Distribution System modifications required solely for the Interconnection of the Producer’s Generating Facility with CPAU’s Distribution System. c.Separation of Costs.Should CPAU combine the installation of Interconnection Facilities or Distribution System modifications required for the Interconnection of a Generating Facility with modifications to CPAU’s Distribution System to serve other Customers or Producers, CPAU shall not include the costs of such separate or incremental facilities in the amounts billed to the Producer. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 18 d.Reconciliation of Costs and Payments. If the Producer selected a fixed price billing for the Interconnection Facilities or Distribution System modifications, no reconciliation will be necessary. If the Producer selected actual cost billing, a true-up will be required. Within a reasonable time after the Interconnection of a Producer’s Generating Facility, CPAU will reconcile its actual costs related to the Generating Facility against any advance payments made by the Producer. The Producer will receive either a bill for any balance due or a reimbursement for overpayment as determined byCPAU’s reconciliation. The Producer shall be entitled to a reasonably detailed and understandable accounting for the payments. 3.INSTALLATION AND FINANCING OF INTERCONNECTION FACILITIES AND DISTRIBUTION SYSTEM MODIFICATIONS a.Agreement Required. The costs for Interconnection Facilities and Distribution System modifications shall be paid by the Producer pursuant to the Provisions contained in the Special Facilities Agreement. Where the type and extent of the Interconnection Facilities or Distribution System modifications warrant additional detail, Producer and CPAU shall execute separate agreement(s) to more fully describe and allocate the parties’ responsibilities for installing, owning, operating and maintaining the Interconnection Facilities and Distribution System modifications. b.Interconnection Facilities and Distribution System Modifications. Interconnection Facilities connected to CPAU’s side of the Point of Common Coupling and Distribution System modifications shall be provided, installed, owned and maintained by CPAU at Producer’s expense. c.Reservation of Unused Facilities.When a Producer wishes to reserve CPAU-owned Interconnection Facilities or Distribution System modifications installed and operated as Special Facilities for the Producer at Producer’s expense, but idled by a change in the operation of the Producer's Generating Facility or otherwise, Producer may elect to abandon or reserve such facilities consistent with the terms of its agreement with CPAU. If Producer elects to reserve idle Interconnection Facilities or Distribution System modifications, CPAU shall be entitled to continue to Charge Producer for the costs related to the ongoing operation and maintenance of the Special Facilities. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 20 d.Refund of Salvage Value. When a Producer elects to abandon the Special Facilities for which it has either advanced the installed costs or constructed and transferred to CPAU, the Producer shall, at a minimum, receive from CPAU a credit for the net salvage value of the Special Facilities. F.METERING, MONITORING AND TELEMETRY 1.GENERAL REQUIREMENTS All Generating Facilities shall be metered in accordance with this Section F and shall meet all applicable standards of CPAU contained in CPAU’s applicable rules and published CPAU manuals dealing with Metering specifications.For general metering requirements, see CPAU Rule and Regulation 15. For net metering requirements, see CPAU Rule and Regulation 29. 2.METERING BY CPAU The ownership, installation, operation, reading and testing of revenue Metering Equipment for Generating Facilities shall be by CPAU only. 3.NET GENERATION METERING For purposes of monitoring Generating Facility operation to determine standby Charges and applicable non-bypassable Charges as defined in CPAU’s tariffs, and for Distribution System planning and operations, consistent with Section B.4 of this Rule, CPAU shall have the right to specify the type, and require the installation of Net Generation Metering equipment. CPAU shall only require Net Generation Metering to the extent that less intrusive and/or more cost effective options for providing the necessary Generating Facility output data are not available. In exercising its discretion to require Net Generation Metering, CPAU shall consider all relevant factors, including but not limited to: a.Data requirements in proportion to need for information; b.Producer’s election to install equipment that adequately addresses CPAU’s operational requirements; c.Accuracy and type of required Metering consistent with purposes of collecting data; d.Cost of Metering relative to the need for and accuracy of the data; e.The Generating Facility’s size relative to the cost of the Metering/monitoring; f.Other means of obtaining the data (e.g., Generating Facility logs, proxy data etc.); GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 20 and g.Requirements under any Interconnection Agreement with the Producer. 4.POINT OF COMMON COUPLING METERING For purposes of assessing CPAU Charges for retail service, the Producer’s PCC Metering shall be reviewed by CPAU, and if required, replaced to ensure that it will appropriately measure Electric power according to the Provisions of the Customer’s Electric Service tariff. Where required, the Customer’s existing Meter may be replaced with a bi-directional meter so that power deliveries to and from the Producer’s site can be separately recorded. Alternately, the Producer may, at its sole option and cost, require CPAU to install Multi- Metering Equipment to separately record power deliveries to CPAU’s Distribution System and retail purchases from CPAU. Where necessary, such PCC Metering shall be designed to prevent reverse registration. 5.TELEMETERING If the nameplate rating of the Generating Facility is 1 MW or greater, Telemetering equipment at the Net Generator Metering location may be required at the Producer's expense. If the Generating Facility is Interconnected to a portion of CPAU’s Distribution System operating at a voltage below 10 kV, then Telemetering equipment may be required on Generating Facilities 250 kW or greater. CPAU shall onlyrequire Telemetering to the extent that less intrusive and/or more cost effective options for providing the necessary data in real time are not available 6.LOCATION Where CPAU-owned Metering is located on the Producer’s Premises, Producer shall provide, at no expense to CPAU, a suitable location for all such Metering Equipment. 7.COSTS OF METERING The Producer will bear all costs of the Metering required by this Rule, including the incremental costs of operating and maintaining the Metering Equipment. GENERATING FACILITY INTERCONNECTIONS RULE AND REGULATION 27 CITY OF PALO ALTO UTILITIES RULES AND REGULATIONS Issued by the City Council Effective x-xx-20116-01-2010 Sheet No. 20 G.SUPPLEMENTAL REVIEW If the Generating Facility meets any of the following criteria, the Facility does not qualify for Simplified Interconnection Review and must undergo a Supplemental Review: 1.Output from the Generating Facility at any time will be equal to or greater than 15% of the load on the distribution line section. 2.The aggregate distributed generation on the distribution line section exceeds 80% of the real- time peak load kW. 3.Startup, shutdown or other operating characteristics of the Generating Facility cause voltage drop or flicker to exceed CPAU’s allowable limits as specified in Section D. 4.The Generating Facilityis connected to a 4kV distribution feeder which has line-to –neutral connected load and the Generating Facility nameplate rating exceeds 10% of the line section peak load. 5.The Generating Facility, in aggregate with other generation, shall not contribute more than 10% to the circuit’s maximum fault current (END) Formatted:Normal,Numbered + Level:1 +Numbering Style:A,B,C,…+Start at:7 +Alignment:Left +Aligned at:0.25"+Tab after:0.75" +Indentat:0.75",Keep with next Formatted:Not All caps Formatted:Font:Not Bold Formatted:Font:Bold Formatted:Font:Not Bold Formatted:Font:Not Bold Formatted:Font:Bold Formatted:Font:Not Bold Formatted:Font:Not Bold Formatted:Font:Bold Formatted:Font:Not Bold Formatted:Font:Not Bold Formatted:Font:Not Bold Formatted:Indent:Hanging:0.5" *NOT YET APPROVED* 111025 dm 0073647 Resolution No. Resolution of the Council of the City of Palo Alto Approving the Palo Alto Green Local Energy Program, Including the Policies and Design Guidelines, Power Purchase Agreement and Interconnection Agreement, and Granting the City Manager The Authority to Sign Contracts For Local Renewable Resources in an Amount Not Exceeding $1,350,000 per Year A. The City has adopted goals and policies in support of the use of renewable energy in meeting a portion of the City’s wholesale electric portfolio needs, including Comprehensive Plan Goal N-9 (a clean, efficient, competitively-priced energy supply that makes use of cost- effective renewable resources), the Climate Protection Plan, Chapter 3 (Utilities), and the Long- Term Electric Acquisition Plan (LEAP) Strategy #3 (Renewable Portfolio Standard, or RPS). B. The Council finds that energy from local sources provides certain benefits when compared to imported energy, including a reduction in costs and energy losses associated with energy’s transmission and distribution, the value of a reducing the City’s capacity requirements, and the economic development associated with purchasing power produced within Palo Alto rather than outside it. C. The City has adopted in its LEAP Implementation Plan Goal #9, which calls for the evaluation of the potential of a feed-in tariff program (FIT) in meeting a portion of its RPS goals from local renewable sources, Goal #10, which calls for approval of the policy elements of such a plan if determined to be feasible, and Goal #19, which call for adoption of rates, rules, and standard contracts in support of those policies. D. On August 1, 2011 the City adopted Policies and Guidelines for Development of a FIT Program and wishes to adopt rates, rules, and standard contracts in support of those policies. E. The City will adopt a resolution approving Utility Rate Schedule E-PAGLE2012 and approving an amendment to Utilities Rule and Regulation 27, pertaining to generator interconnection. NOW, THEREFORE, the Council for the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. A Power Purchase Agreement, attached hereto as Exhibit A and incorporated herein, is hereby approved in connection with the implementation of the Local Energy Program. SECTION 2. An Interconnection Agreement, applicable to generators not subject to net metering, attached hereto as Exhibit B and incorporated herein, is hereby approved in connection with the implementation of the Local Energy Program. SECTION 3. The Council hereby authorizes the City Manager or his designee to sign contracts for the output of one or more solar energy generating facilities located in Palo Alto with an aggregate capacity not exceeding five (5) megawatts. The contract price of the output *NOT YET APPROVED* 111025 dm 0073647 shall not exceed the rates adopted in Utility Rate Schedule E-PAGLE2012, and the output of the facilities shall conform to the rules described in that rate schedule. Such contracts shall conform to the Power Purchase Agreement. The total cost of all Power Purchase Agreements shall not exceed $27,000,000. SECTION 4. The Council hereby adopts the revised Policies and Design Guidelines for the PaloAltoGreen Local Energy Program, attached hereto as Exhibit C and incorporated herein. SECTION 5. The Council finds that the adoption of this resolution does not constitute a project under the California Environmental Quality Act, California Public Resources Code section 21080, subdivision (b)(8). INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ___________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ___________________________ ___________________________ Senior Asst. City Attorney City Manager ___________________________ Director of Utilities ___________________________ Director of Administrative Services City of Palo Alto Utilities (CPAU) PaloAltoGreen Local Energy Program Policies and Guidelines POLICIES 1.The Renewable FIT objective of the Palo Alto Green Local Energy Program (Program) is to maximize fulfillment of the City of Palo Alto (City)’s Renewable Portfolio Standard (RPS)renewable energy procurement goals and requirements from local renewable energy sources. 2.Enrollment will be capped at the amount of energy projected to be required to fulfill the City’s RPSrenewable energy procurement goals and requirements. 3.Eligible resources will include those resources that are deemed renewable by the California Energy Commission (CEC) and that can be included in meeting RPS goals,including solar photovoltaic (PV) systems, wind, and biogas-fueled generators. 4.Eligible resources are toshall be located in the City and connected to the distribution system on CPAU’s the City’s side of customer meters. 5.The Renewable FITProgram purchase rate, set as a fixed-price in cents per kilowatt-hour (kWh) for a twenty-yearfixed term, will be based on CPAU’s the City’s avoided energy and capacity cost (i.e., value-based) and may vary by load shape for each renewable energy resource type. 6.The agreement between CPAU the City and a pProgram participants will be a non-negotiable, twenty-year standard form contract available to all eligible resources. 7.Program participants will be responsible for direct costs associated with the project (such as interconnection and metering). 8.Projects with a Renewable FITthat participate in the Program will not be eligible for a net metering tariff or incentives under the PV Partners Program, the Power from Local Ultra-clean Generation Incentive (PLUG-In) Program, or any other CPAU-funded incentive program funded by the City’s electric ratepayers. 9.City Council must approve the Renewable FITProgram rates, standard form contracts,and any updates. PROGRAM DESIGN GUIDELINES 1.The methodology for calculating avoided cost should include all of the following that apply to the technology in question: a.The value of renewable energy (including the value of avoided carbon); b.Local capacity value related to the applicable characteristics of the technology; c.Avoided transmission charges, transmission losses, and ISO charges; d.Avoided distribution losses; and e.Any other avoided costs attributable to local renewable generation 2.A standard form contract will be established and published. The term will be 20 years. 3.An annual pProgram cap on the amount of generating capacity or renewable energy procured will be established. 4.Maximum and minimum limits on individual project sizes may be used to limit the number of projects or the risk associated with the operation of any single project. These may be differentiated by technology type. 5.Updates to rates, contract terms and conditions, or program size should occur at regular scheduled intervals or should involve substantial advance notice to project developers. 6.Metering requirements will be designed to meet any applicable California Independent System Operator (CAISO), Northern California Power Agency (NCPA), and City operational requirements. 7.Interconnection rules will be established or modified to ensure FIT Program projects meet all City, NCPA, and CAISO operational requirements. Interconnection rules may be modified on a schedule independent of the FIT Program update schedule. 8.The FIT program Program will be designed similarly to FIT comparable programs (such as feed-in tariff programs) in other utility service areas where desirable, reasonable and feasible. 110927 dm 0073626 1 INTERCONNECTION AGREEMENT This Interconnection Agreement (the “Agreement”), dated, for convenience, ____________________, 20__ (the “Effective Date”), is entered into by and between the CITY OF PALO ALTO, a California chartered municipal corporation (the “City”), acting by and through its Department of Utilities (“CPAU”), and ABC COMPANY, a California corporation (the “Facility Owner”), located at the address stated below (the City and the Facility Owner are referred to, individually, as a “Party”, and, collectively, as the “Parties”). 1.0 TERM 1.1 This Agreement takes effect on the Effective Date, and it will continue for a term of ten (10) years, until it is earlier terminated, as follows:(a) the Facility Owner gives the City or CPAU thirty (30) days’prior written notice of termination;(b) if Operating Mode #2 or Operating Mode #3 is selected in Exhibit A, upon the effective date of termination of the Power Purchase Agreement or the Other Agreement between the Parties; or (c) a Party effectively terminates due to a material default and breach by the other Party. 1.2 Upon a default referred to in Section 1.1(c), the non-defaulting Party shall give written notice of such event of default to the defaulting Party. The defaulting Party shall have sixty (60)days from the receipt of notice of default in which to cure the default; provided,if the defaulting Party informs the non-defaulting Party that it cannot cure the default within the sixty-days period and it in good faith has continuously and diligently attempted to cure the default, then,if the defaulting Party cures within six (6) months from the receipt of the notice of default, the non-defaulting Party may not terminate this Agreement..No default shall be deemed to exist if the failure to discharge an obligation (other than the payment of money) is the result of force majeure or an act or omission of the other Party 2.0 GENERATING FACILITY INTERCONNECTION AND METERING 2.1 The Facility Owner will install, operate, maintain, and repair the Generating Facility and use the meter(s) that meet(s)the requirements of CPAU’s Rules and Regulations, as amended, and other applicable laws, rules and regulations, including, without limitation, CPAU’s interconnection standards,as set forth in its Utilities Rule and Regulation 27 (“Rule 27”). 2.2 CPAU, at its sole cost and expense, may inspect and approve the installation of the Generating Facility and verify or otherwise authenticate the accuracy of the meter(s)as a condition precedent to its obligation to interconnect. 2.3 The Facility Owner grants to the City, including CPAU, its officers, employees, agents and representatives the non-exclusive right of ingress and egress on, over and across the Premises,upon reasonable prior notice,for the purpose of inspecting and approving the installation and operation of the Generating Facility and authenticating the accuracy of the meter(s), or without notice,in the event of an emergency, to protect the public health, safety and welfare,or in regard to a disconnection of the Generating Facility, if CPAU reasonably determines that a condition hazardous to person or property exists and immediate action is necessary to protect person or property from damage or interference caused by the Facility or as a result of the lack of properly operating protective devices of the Facility. 2.4 The Facility Owner will obtain and maintain the required governmental approvals, authorizations, permits, and any policy (or policies)of insurance, including, without limitation, commercial general liability, property, and professional liability insurance, as may be required by the City or CPAU or applicable laws. 2.5 The Facility Owner will comply with all applicable federal, state and local safety and performance standards applicable to the Generating Facility and established by or under the National Electrical Code (NEC), the Institute of Electrical and Electronics Engineers (IEEE) and accredited testing laboratories, including, without limitation, Underwriters Laboratories (UL), and in accordance with the applicable orders, rules and regulations of the California Public Utilities Commission, pertaining to the safety and reliability of electrical generating systems, and applicable City building codes. 110927 dm 0073626 2 2.6 Neither the City nor CPAU will be obligated to accept or pay for, and the City or CPAU may require the Facility Owner to temporarily interrupt or reduce, the delivery of available energy generated by the Generating Facility in the event of the following: (a) whenever CPAU determines that the interruption or reduction is necessary in order for CPAU to construct, install, maintain, repair, replace, remove, investigate, or inspect any part of CPAU’s electric utility distribution system; or (b) if CPAU determines that the interruption or reduction is necessary on account of an emergency, voluntary or involuntary outage, force majeure, or compliance with good utility practice. 2.7 Notwithstanding any other provision of this Agreement, if CPAU determines that either (a) the operation of the Generating Facility may threaten or endanger the public health, safety or welfare or the City or CPAU’s personnel or property, or (b) the continued operation of the Generating Facility may endanger the operational integrity of CPAU’s electric utility distribution system, then CPAU will have the right to temporarily or permanently disconnect the Generating Facility from CPAU’s electric utility distribution system upon the delivery of prior reasonable notice to the Facility Owner; provided, CPAU may act without giving prior notice to the Facility Owner, if CPAU determines that it is impracticable to provide the notice. The Generating Facility will remain disconnected until such time as CPAU is satisfied that the conditions referred to in this subsection have been corrected or sufficiently addressed. 2.8 The Facility Owner will (a) maintain the Generating Facility, which interconnects with CPAU’s electric utility distribution system, in a safe and prudent manner and in conformance with all applicable laws, rules and regulations, including, without limitation, the requirements of this Section 2, and (b) obtain any governmental approvals, authorizations and permits required for the construction and operation of the Generating Facility. 2.9 The Facility Owner will reimburse CPAU for any and all losses, damages, claims, penalties, or liability that the City or CPAU may incur or sustain as a result of the Facility Owner’s failure to obtain and maintain any and all governmental approvals, authorizations and permits that may be required for the construction, installation, operation, repair or maintenance of the Generating Facility. 3.0 INTERCONNECTION FACILITIES, DISTRIBUTION SYSTEM UPGRADES, AND AFFECTED SYSTEMS 3.1 The Facility Owner shall, in accordance with CPAU Rule 27 or other applicable CPAU Rule,pay,in advance and in full,for all of CPAU’s estimated design and construction costs of the Interconnection Facilities and the Distribution System Upgrades, which are specified in Exhibit A. 3.2 In the event that the Facility Owner owns the real property,on which the Interconnection Facilities are or will be located,then the Facility Owner shall grant to the City and CPAU (or in the event that Facility Owner is leasing or otherwise obtaining rights to locate the Generating Facility on real property of a third party,the Facility Owner shall obtain for the City and CPAU): 3.2.1 The right to install the Interconnection Facilities and related equipment or materials on that real property along the most practical route,which is of sufficient width to provide the appropriate and safe clearance from all structures now or hereafter erected on that real property; and 3.2.2 The right of ingress and egress to and from that real property,as may be reasonably necessary for CPAU to operate, maintain, repair, and remove the Interconnection Facilities. 3.3 Where rights-of-entry or easements are required on or over that real property or the property of a third party for the installation of the Interconnection Facilities, the Facility Owner acknowledges and agrees that CPAU’s obligation to install the Interconnection Facilities is expressly conditioned on the granting, without cost to the City or CPAU, of any and all necessary rights-of-entry or easements to the City. 3.4 THE CITY MAKES NO REPRESENTATIONS, WARRANTIES, COVENANTS OR ASSURANCES WITH RESPECT TO THE DESIGN, CONSTRUCTION, DURABILITY OR SUITABILITY OF THE 110927 dm 0073626 3 NEW INTERCONNECTION FACILITIES OR ANY PART THEREOF, WHETHER EXPRESS OR IMPLIED, AND THE CITY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, QUIET ENJOYMENT,AND ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE APPLICABLE TO SUCH WORK. 3.5 The one-line diagram of the interconnection (at the Delivery Point) is described in Exhibit A. The Interconnection Facilities are the sole and exclusive property of and shall be owned, operated, maintained, and repaired by the City and CPAU, and the Facility Owner disclaim any interest therein. 3.6 The Facility Owner shall pay CPAU for the costs of the Interconnection Facilities. The direct costs for the design and construction of the Interconnection Facilities shall be paid in advance by the Facility Owner. The Facility Owner shall be additionally responsible for costs related to ongoing operations, maintenance, and replacement of the Interconnection Facilities. 3.7 Upon the Facility Owner’s discontinuation of use of the Interconnection Facilities due to termination of this Agreement, or otherwise, CPAU shall have the right to remove any portion of the Interconnection Facilities from the real property on which the Interconnection Facilities are installed or located. 3.8 As may be required by applicable agreements between the City or CPAU and one or more Affected Systems’owners and/or operators, CPAU shall coordinate with those Affected Systems’owners and/or operators to support the interconnection. An “Affected System” is an electric system not owned by the City or CPAU but to which CPAU’s electric utility distribution system is connected. “Affected System” includes,without limitation,the transmission system that is owned by the Pacific Gas and Electric Company but is operated by the California Independent System Operator Corporation (“CAISO”). If upgrades to an Affected System are required by an Affected System owner and/or operator as a condition of interconnection of the Generating Facility, then the Facility Owner shall be responsible for the costs of such upgrades. The Facility Owner and each Affected System owner and/or operator shall enter into one or more agreements that provide(s)for the financing of such upgrades, as needed, and any repayment as set forth in applicable tariffs of the Affected System’owner and/or operator. The Facility Owner, at its own cost and expense, shall be responsible for entering into any other agreements as may be required by an Affected System’s owner and/or operator as a condition of interconnected operation and complying with the requirements of any applicable tariffs. Such agreements may include the “Participating Generator Agreement”(ISO Tariff Appendix M)and the “Meter Services Agreement for CAISO Metered Entities” with the CAISO. 4.0 INDEMNITY 4.1 Each Party, as indemnitor, shall defend, protect, indemnify and hold harmless the other Party, as indemnitee, its elected and appointed officials, directors, officers, employees, agents and representatives of the other Party from and against any and all losses, liability, damages, claims, costs, charges, demands, or expenses (including any direct, indirect or consequential loss, liability, damage, claim, cost, charge, demand, or expense, and reasonable attorneys’ fees) for personal injury or death and property damage, arising, directly or indirectly, out of or in connection with (a) the engineering, design, construction, maintenance, repair, operation, supervision, inspection, testing, protection or ownership of the indemnitor’s facilities, or (b) the making of replacements, additions, betterments to, or reconstruction of the indemnitor’s facilities; provided, however, the Facility Owner’s duty to indemnify the City and CPAU shall not extend to any loss, liability, damage, claim, cost, charge, demand, or expense resulting from interruptions in electrical service to CPAU’s electric utility customers other than the Facility Owner. Neither Party shall be indemnified hereunder for its loss, liability, damage, claim, cost, charge, demand, or expense arising out of or resulting from its sole negligence or willful misconduct. 4.2 Notwithstanding the foregoing indemnity, and excepting a Party’s willful misconduct or sole negligence, each Party shall be solely responsible for damage to its own facilities resulting from electrical disturbances or faults. 110927 dm 0073626 4 4.3 This Section 4 shall not be construed to relieve any insurer of its obligations to pay any insurance claims in accordance with the provisions of any valid insurance policy to be procured by a Party. 4.4 EXCEPT AS OTHERWISE PROVIDED IN SECTION 4.1, A PARTY SHALL NOT BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL, PUNITIVE, EXEMPLARY, SPECIAL OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF REVENUE, LOSS OF OPPORTUNITY OR LOSS OF DATA), HOWSOEVER CAUSED, WHETHER ARISING UNDER TORT, CONTRACT, OR OTHER LEGAL THEORY, AND WHETHER OR NOT FORESEEABLE, THAT ARE INCURRED BY THE OTHER PARTY. 5.0 NOTICE 5.1 Any notice required to be given under this Agreement will be delivered, in writing, and electronically mailed or delivered by the United States Postal Service,with postage prepaid and correctly addressed to the Party, or personally delivered to the Party, at the address below. Changes to such designation may be made by notice similarly given. All written notices will be directed, as follows: TO CITY:City of Palo Alto Department of Utilities 250 Hamilton Ave Palo Alto, CA 94301 ATTN.: Utilities Resource Management Phone: (650) 329-2689 FAX: (650) 326-1507 Email: UtilityCommoditySettlements@CityofPaloAlto.org TO FACILITY OWNER:ABC Company 123 Main Street Anytown, CA 90909 ATTN:Senior Vice-President of Operations Phone: (999) 999-9999 FAX: (999) 111-1111 Email: RenewableEnergyOperations@ABCInc.org 6.0 MISCELLANEOUS PROVISIONS 6.1 This Agreement is governed by and interpreted in accordance with the laws of the State of California as if executed and to be performed wholly within the State of California. 6.2 Any amendment or modification to this Agreement will not be binding upon the Parties, unless the Parties agree thereto, in writing. The failure of a Party at any time or times to require performance of any provision hereof will in no manner affect the right at a later time to enforce the same. No waiver by a Party of the breach of any covenant, term or condition contained in this Agreement, whether by conduct or otherwise, will be deemed or be construed as a further or continuing waiver of any such breach or a waiver of the breach of any other covenant, term or condition, unless such waiver is stated, in writing. 6.3 This Agreement supersedes any existing agreement, to which the City and the Facility Owner are parties, under which the Facility Owner is currently operating the Generating Facility, and any such agreement shall be deemed terminated as of the date this Agreement becomes effective. IN WITNESS WHEREOF, the Parties by their duly appointed representatives have executed this Interconnection Agreement in Palo Alto, County of Santa Clara, as of the Effective Date. 110927 dm 0073626 5 CITY OF PALO ALTO ABC COMPANY __________________________________________________________________ City Manager President APPROVED AS TO FORM:APPROVED: __________________________________________________________________ Senior Asst. City Attorney Director of Utilities 110927 dm 0073626 6 EXHIBIT A PART 1. GENERATING FACILITY DESCRIPTION 1.Service address: ___________________________________, Palo Alto, CA ____________(the “Premises”) 2.Generating Facility Description: ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ 3.Gross power rating of the Generating Facility ________ kW, based on: • Inverter rating • Solar array rating (Panel rated output at PV USA test conditions x inverter efficiency) • Generator nameplate • Prime mover nameplate 4.Generating Facility primary fuel/technology: ____________________________________________________ 5.Net power rating of the Generating Facility: ____ kW, which is the gross power rating stated above net of power used in the Generating Facility to power lights, motors, control systems, and other electrical loads used in operation, including losses on the Generating Facility’s electric distribution system 6.Maximum instantaneous power to be exported through the Point of Common Coupling: ______ kW 7.Generating facility is connected to the CPAU distribution system at ______ Kv 8.Operating Mode (select one of following): • #1 Power used on-site; no energy export or incidental energy export (default choice); • #2 Sale to CPAU (feed-in tariff (FIT) rate or merchant generator), which requires disclosure of the Power Purchase Agreement # ______________; • #3 Other Agreement: Description: ____________________________________________________________, which requires disclosure of the Other Agreement # ______________. 110927 dm 0073626 7 PART 2. INTERCONNECTION FACILITIES DESCRIPTION; ESTIMATED COSTS • No Interconnection Facilities are required. • Interconnection Facilities are required (provide information below). 1.The Interconnection Facilities Description: _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ 2.The direct costs of the design and construction of the Interconnection Facilities shall be paid in advance by the Facility Owner in accordance with Rule 27,as amended. 3 The Final Estimated CPAU Design and Construction Costs is $_____________. 4 The Final Estimated CPAU Operations and Maintenance Cost is $ ________________. 5.The Total Cost of Interconnection Facilities is $______________. 6.A One-line Diagram of the Interconnection is inserted as Page(s)__ through __. 7.A diagram of the Site Layout is inserted as Page(s)__ through __. PART 3. DISTRIBUTION SYSTEM UPGRADES REQUIRED • No Distribution Upgrades are required. • Distribution Upgrades are required (provide information below). 1.Description of Distribution Upgrades: _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ 2.The direct costs of the design and construction of the Distribution Upgrades shall be paid in advance by the Facility Owner in accordance with Rule 27,as amended. 3.The Final Estimated CPAU Design and Construction Cost is $_____________. 4.The Final Estimated CPAU Operations and Maintenance Cost is $ ________________. 5.The Total Cost of the Distribution Upgrades is $______________. 6.A description of the Distribution Upgrades is inserted as Page(s)__ through __. 110928 dm 0073627 1 POWER PURCHASE AGREEMENT ELIGIBLE RENEWABLE ENERGY RESOURCE (Palo Alto Green Local Energy Program) This Power Purchase Agreement -Eligible Renewable Energy Resource,dated, for convenience, ________________,20___ (the “Effective Date”), is entered into by and between the CITY OF PALO ALTO, a California chartered municipal corporation, and ABC COMPANY, a California corporation (individually,a “Party” and,collectively,the “Parties”). RECITALS 1. The Buyer has adopted and implemented its Local Energy Program, which allows an owner of a qualifying electric generation system to sell to the Buyer the power output of a small-scale distributed generation Eligible Renewable Energy Resource, subject to the Local Energy Program’s terms and conditions. 2. The Seller owns or operates and desires to interconnect its Facility in parallel with Buyer’s Distribution System and sell the Output of the Facility directly to the Buyer in furtherance of the Local Energy Program. 3. The Parties do not intend this Agreement to constitute an agreement by the Buyer to provide retail electrical service to the Seller. 4. The Parties wish to enter into a power purchase agreement for the sale and purchase of the Output of the Facility. The Parties will enter into a separate “Interconnection Agreement” in connection with this Agreement. NOW THEREFORE, in consideration of the foregoing recitals and the following covenants, terms and conditions, the Parties agree,as follows: AGREEMENT 1.0 DEFINITIONS The initially capitalized terms, whenever used in this Agreement, have the meanings set forth below,unless they are otherwise herein defined. The terms “include,” “includes,” and “including,” when used in this Agreement, shall mean, respectively,“include, without limitation,“ “includes, without limitation” and “including, without limitation.” “Agreement” means this Power Purchase Agreement –Eligible Renewable Energy Resource between the Buyer and the Seller. “Business Day” means any day except a Saturday, Sunday,or a day that the City observes as a regular holiday under Palo Alto Municipal Code section 2.08.100(a). “Buyer” refers to the City of Palo Alto, California, with a principal place of business at 250 Hamilton Avenue, Palo Alto, California 94301. “Buyer’s Distribution System” means the wires, transformers, and related equipment used by the Buyer to deliver electric power to the Buyer’s retail customers,typically at sub-transmission level voltages or lower. “CAISO” means the California Independent System Operator Corporation,or successor entity. “CAISO Tariff” means the CAISO FERC Electric Tariff,as amended. 110928 dm 0073627 2 “Capacity” means the ability of a generator at any given time to produce Energy at a specified rate,as measured in megawatts (“MW”) or kilowatts (“kW”),and any reporting rights associated with it. “Capacity Attributes” means any current or future defined characteristic, certificate, tag, credit, or ancillary service attribute, whether general in nature or specific as to the location or any other attribute of the Facility, intended to value any aspect of the Contract Capacity of the Facility to produce Energy or ancillary services, including contributions towards Resource Adequacy (including those requirements defined in Section 40 of the CAISO Tariff) or reserve requirements (if any), and any other reliability or power attributes. “CEC” means the California Energy Resources Conservation and Development Commission,or successor agency. “Certificate of RPS Eligibility”means a certificate issued by the CEC as evidence of RPS Certification of the Facility. “City”means the government of the City of Palo Alto, California. “Commercial Operation” means the period of operation of the Facility,once the Commercial Operation Date has occurred. “Commercial Operation Date” means the date specified in the Commercial Operation Date Confirmation Letter, as set forth in Exhibit “PPA-B,:”which the Parties execute and exchange in accordance with this Agreement. “Contract Capacity” means the installed electrical Capacity available upon the Commercial Operation Date of the Facility in an amount,as specified in Exhibit “PPA-A.” “Contract Capacity”is measured at the Buyer’s revenue meter at the Delivery Point and is net of any Station Service Loads, any applicable Facility step-up transformer losses, and distribution losses on Buyer’s Distribution System up to the Delivery Point. “Contract Price” means the price paid by the Buyer to the Seller for the Output generated at the Facility and received by the Buyer, as set forth in Exhibit “PPA-A.” “CPUC”means the California Public Utilities Commission, or successor agency. “Delivery Point” means the point of interconnection to Buyer’s Distribution System,where the Buyer accepts title to the Output. “Delivery Term” means the period of time from the Commercial Operation Date through the expiration or earlier termination date of this Agreement. “Eligible Renewable Energy Resource” means an electric generating facility that is defined and qualified as an “eligible renewable energy resource”under California Public Utilities Code Section 399.12(e)and California Public Resources Code Section 25471, respectively, as amended. “Energy” means electrical energy generated from the Facility and delivered to Buyer’s Distribution System with the voltage and quality required by the Buyer, and measured in megawatt-hours (“MWh”) or kilowatt- hours (“kWh”), as metered at the Delivery Point. “Facility” means the qualifying renewable energy generation equipment and associated power conditioning and interconnection equipment that deliver the Output to the Buyer at the Delivery Point. “FERC” means the Federal Energy Regulatory Commission,or successor agency. “Forced Outage” means an unplanned outage of one or more of the Facility’s components that results in a reduction of the ability of the Facility to produce Capacity. 110928 dm 0073627 3 “Force Majeure” means an event or circumstance,which prevents a Party from performing its obligations under this Agreement, and which is not in the reasonable control of, or the result of negligence of, the Party claiming Force Majeure, and which by the exercise of due diligence is unable to overcome or cause to be avoided. “Force Majeure”shall include: (a) An act of nature, riot, insurrection, war, explosion, labor dispute, fire, flood, earthquake, storm, lightning, tidal wave, backwater caused by flood, act of the public enemy, terrorism, or epidemic; (b) Interruption of transmission or generation services as a result of a physical emergency condition (and not congestion-related or economic curtailment) not caused by the fault or negligence of the Party claiming Force Majeure and reasonably relied upon and without a reasonable source of substitution to make or receive deliveries hereunder, civil disturbances, strike, labor disturbances, labor or material shortage, national emergency, restraint by court order or other public authority or governmental agency, actions taken to limit the extent of disturbances on the electrical grid;or (c) Other similar causes beyond the control of the Party affected,which causes such Party could not have avoided by the exercise of due diligence and reasonable care. A Party's financial incapacity, the Seller’s ability to sell the Output at a more favorable price or under more favorable conditions,or the Buyer’s ability to acquire the Output at a more favorable price or under more favorable conditions or other economic reasons shall not constitute an event of Force Majeure. “Force Majeure” does not include a Forced Outage to the extent such event is not caused or exacerbated by an event of Force Majeure,as described above, and does not include the Seller’s inability to obtain financing, permits, or other equipment and instruments necessary to plan for, construct, or operate the Facility. “Good Utility Practice” means those practices, methods and acts that would be implemented and followed by prudent operators of electric energy generating facilities in the western United States, similar to the Facility, during the relevant time period, which practices, methods and acts, in the exercise of prudent and responsible professional judgment in the light of the facts known at the time the decision was made, could reasonably have been expected to accomplish the desired result consistent with good business practices, reliability, and safety. The Seller acknowledges that its use of Good Utility Practice does not exempt it from performing any of its obligations arising under this Agreement. “Good Utility Practice”includes, at a minimum, those professionally responsible practices, methods and acts described in the preceding paragraph that comply with manufacturers’ warranties, restrictions in this Agreement, the interconnection requirements of Buyer, the requirements of governmental authorities, and WECC and NERC standards. “Good Utility Practice”also includes the taking of reasonable steps to ensure that: (a) Equipment, materials, resources, and supplies, including spare parts inventories, are available to meet the Facility’s needs; (b) Sufficient operating personnel are available at all times and are adequately experienced and trained and licensed as necessary to operate the Facility properly and efficiently, and are capable of responding to reasonably foreseeable emergency conditions at the Facility and emergencies whether caused by events on or off the Facility’s site; (c) Preventive, routine, and non-routine maintenance and repairs are performed on a basis that ensures reliable, long-term and safe operation of the Facility, and are performed by knowledgeable, trained, and experienced personnel utilizing proper equipment and tools; (d) Appropriate monitoring and testing are performed to ensure equipment is functioning as designed; and (e) Equipment is not operated in a reckless manner, in violation of manufacturer’s guidelines or in a manner unsafe to workers, the general public, or the connecting utility’s electric system or contrary to environmental laws, permits or regulations or without regard to defined limitations such as, flood conditions, safety inspection requirements, operating voltage, current, volt ampere reactive (VAR) loading, frequency, rotational speed, polarity, synchronization, and control system limits; and equipment and components are designed and manufactured to meet or exceed the standard of durability that is generally used for electric energy generating facilities operating in the western United States and will function properly over the full range of ambient temperature and weather conditions reasonably expected to occur at the Facility site and under both normal and emergency conditions. “Green Attributes” refers to the definition set forth in the Standard Terms and Conditions, Appendix A-2, 110928 dm 0073627 4 as amended, Decision D.07-02-011, as modified by D.07-05-057, of the CPUC, which incorporates the definition of “Environmental Attributes” set forth in the Standard Terms and Conditions, Appendix A-1, as amended, D. 04-06-014. “Green Attributes” includes any and all credits, benefits, emissions reductions, environmental air quality credits, offsets, and allowances, howsoever entitled, attributable to the generation from the Facility,and its displacement of conventional energy generation, whether existing now or arising in the future. “Green Attributes”includes RECs, as well as (1) any avoided emissions of pollutants to the air, soil or water,such as sulfur oxides (“SOx”), nitrogen oxides (“NOx”), carbon monoxide (“CO”) and other pollutants; (2) any avoided emissions of carbon dioxide (“CO2”), methane (“CH4”), nitrous oxide, hydrofluorocarbons, perfluorocarbons, sulfur hexafluoride, and other greenhouse gases (“GHGs”) that have been determined by the United Nations Intergovernmental Panel on Climate Change, or otherwise by law, to contribute to the actual or potential threat of altering the Earth’s climate by trapping heat in the atmosphere; and (3) the reporting rights to these avoided emissions such as Green Tag Reporting Rights and RECs. “Green Tag Reporting Rights”are the right of a Green Tag Purchaser to report the ownership of accumulated Green Tags in compliance with federal or state law, if applicable, and to a federal or state agency or any other party at the Green Tag Purchaser’s discretion, and include those Green Tag Reporting Rights accruing under Section 1605(b) of the Energy Policy Act of 1992 and any present or future federal, state, or local law, regulation or bill, and international or foreign emissions trading program. Green Tags are accumulated on a kWh basis and one Green Tag represents the Green Attributes associated with one (1) MWh of Energy. “Green Attributes”do not include (i) any Energy, Capacity, reliability, or other power attributes of the Facility, (ii) production or investment tax credits associated with the construction or operation of the Facility and other financial incentives in the form of credits, grants, reductions, or allowances associated with the Facility that are applicable to a state or federal income taxation obligation, (iii) fuel-related subsidies or “tipping fees” that may be paid to Seller to accept certain fuels, or local subsidies received by the generator for the destruction of particular pre-existing pollutants or the promotion of local environmental benefits, or (iv) emission reduction credits encumbered, used or created by the Facility for compliance with or sale under local, state, or federal operating and/or air quality permits or programs. If the Facility is a biomass or landfill facility and the Seller receives any tradable Green Attributes based on the Facility’s greenhouse gas reduction benefits or other emission offsets attributed to its fuel usage, the Seller shall provide the Buyer with sufficient Green Attributes to ensure that there are zero net emissions associated with the production of electricity from the Facility. “Green Attributes” includes any other environmental credits or benefits recognized in the future and attributable to Energy generated by the Facility during the Term that may not be represented by Green Tag Reporting Rights or RECs, unless otherwise excluded herein. Any Green Attributes provided under this Agreement shall be documented by RECs, or any other representation of the environmental benefits of the Output, the monthly cumulative total of which shall be provided to the Buyer,as specified herein. “Interconnection Agreement” refers to the agreement between the Buyer and the Seller, specific to the interconnection of the Facility to Buyer’s Distribution System. “Local Energy Program” refers to the PaloAltoGreen Local Energy Program, a renewable energy program established by the City by adoption of resolution number _______, dated ______, of the Palo Alto City Council,whereby the Buyer will purchase from the Seller the Output of Eligible Renewable Energy Resources that meet specified criteria set forth in CPAU’s utility rate schedule, as amended. “NERC” means the North American Electric Reliability Corporation, or successor organization. “NCPA” means Northern California Power Agency, a California joint action agency,or successor agency. “Output” means all Capacity associated with Contract Capacity and associated Energy made available from the Facility, as well as any Capacity Attributes, Green Attributes, or other attributes existing now or in the future associated with Contract Capacity and/or associated Energy. “Output”does not include production or investment tax credits associated with the construction or operation of the Facility and other financial incentives in the form of credits, grants, reductions, or allowances associated with the Facility that are applicable to a state or federal income taxation obligation. “Planned Outage” means an outage,scheduled in advance,of one or more of the Facility’s components 110928 dm 0073627 5 that results in a reduction of the ability of the Facility to produce Capacity. “Pre-Certification Price” means the price to be paid for all Energy delivered to the Buyer prior to the RPS Certification Date,as specified in Exhibit “PPA-A”. “Renewable Energy Credit”or “REC” has the meaning set forth in Section 399.12(h)(1) and (2) of the California Public Utilities Code, and includes a certificate of proof that one unit of electricity was generated by an Eligible Renewable Energy Resource. Currently,RECs are used to convey all Green Attributes associated with electricity production by a renewable energy resource. RECs are accumulated on a kWh basis and one REC represents the Green Attributes associated with the generation of 1 MWh (1,000 kWhs) from the Facility. For purposes of this Agreement, the term REC shall be synonymous with the term Green Tag, green ticket, bundled or unbundled renewable energy credit, tradable renewable energy certificates, or any other term used to describe the documentation that evidences the renewable and Green Attributes associated with electricity production by an Eligible Renewable Energy Resource. “Renewables Portfolio Standard”or “RPS”means the standard adopted by the State of California pursuant to Senate Bill 2 1st Extraordinary Session (SBX1 2, Chapter 1, Statutes 2011-12), and California Public Utilities Code Sections 399.11through 399.31, inclusive, as may be amended, setting minimum renewable energy targets for local publicly owned electric utilities. “Reservation Deposit” means the monetary deposit submitted by the Seller (or the Facility sponsor on behalf of the Seller) to secure a reservation of the Local Energy Program’s rates. The Reservation Deposit is set forth in Exhibit “PPA-A.” “Resource Adequacy” means a requirement by a governmental authority or in accordance with its FERC- approved tariff, or a policy approved by a local regulatory authority, that is binding upon either Party and that requires that Party to procure a certain amount of electric generating capacity. “RPS Certification” means certification by the CEC that the Facility qualifies as an Eligible Renewable Energy Resource for RPS purposes, and that all Energy produced by the Facility qualifies as generation from an Eligible Renewable Energy Resource, as evidenced by a Certificate of RPS Eligibility. “RPS Certification Date”means the date on which the RPS Certification begins,as specified in the Certificate of RPS Eligibility. “Seller”means ABC Company, California with a principal place of business at 123Main Street, Anytown, California 90909. “Station Service Load” means the electrical loads associated with the operation and maintenance of the Facility,which may at times be supplied from the Facility’s Energy. “Term” has the meaning set forth in Section 14.1 hereof. “WECC”means the Western Electricity Coordinating Council, the regional entity responsible for coordinating and promoting regional bulk electric system reliability in the Western Canada and the United States, or any successor organization. 2.0 SELLER’S GENERATING FACILITY, PURCHASE PRICE AND PAYMENT 2.1 Facility. This Agreement governs the Buyer’s purchase of the Output from the Facility, as described in Exhibit “PPA-A.”The Seller shall not modify the Facility to increase or decrease the Contract Capacity after the Commercial Operation Date. 2.2 Products Purchased. During the Delivery Term, the Seller shall sell and deliver, or cause to be delivered, and the Buyer shall purchase and receive, or cause to be received, the Output from the Facility. The Seller shall not have the right to procure the Output from sources other than the Facility for 110928 dm 0073627 6 sale or delivery to the Buyer under this Agreement or to substitute the Output. 2.3 Delivery Term. The Delivery Term shall commence on the Commercial Operation Date under this Agreement,and shall continue for an uninterrupted period of • ten (10) years, • fifteen (15) years, or • twenty (20) years; This period will commence on the first day of the calendar month immediately following the Commercial Operation Date. As evidence of the Commercial Operation Date, the Parties shall execute and exchange the “Commercial Operation Date Confirmation Letter,” attached hereto as Exhibit “PPA-B.”The Commercial Operation Date shall be the date on which the Parties acknowledge, in writing, that the Facility starts operating and is otherwise in compliance with applicable interconnection and system protection requirements,including the final approvals by the City’s building department official. 2.4 Payment for Products Purchased. 2.4.1 Deliveries Prior to RPS Certification Date. Once the Facility has achieved Commercial Operation, if the CEC has not issued a Certificate of RPS Eligibility for the Facility or the Facility has not been registered with the appropriate entity for the tracking of Green Attributes, the Buyer will pay the Seller for the Output by multiplying the Pre-Certification Price by the quantity of Energy. 2.4.2 Deliveries After RPS Certification Date. Once the Facility has achieved Commercial Operation, the CEC has issued a Certificate of RPS Eligibility for the Facility, and the Facility has been registered with the appropriate entity for the tracking of Green Attributes, the Buyer shall pay the Seller for all Output on or after the RPS Certification Date by multiplying the Contract Price by the quantity of Energy. 2.4.3 True-up Upon Issuance of Certificate of RPS Eligibility. Once the Facility has achieved Commercial Operation, the CEC has issued a Certificate of RPS Eligibility for the Facility, and the Facility has been registered with the appropriate entity for the tracking of Green Attributes, the Buyer will pay the Seller an amount equal to the difference between the Contract Price and the Pre-Certification Price for the Output (a) that was delivered on or after the RPS Certification Date and (b) for which the Seller has already received payment at the Pre- Certification Energy Price. 2.4.4 Energy in Excess of Contract Capacity. The Seller shall not receive payment for any Energy or Green Attributes delivered in any hour to the Buyer in excess of the following amount of energy (in kilowatt-hours): 110% of the Contract Capacity (in kilowatts) multiplied by one hour.Any payment in excess of this amount shall be refunded to the Buyer, on demand. 2.5 Billing. The Buyer shall pay the Seller by check or electronic funds transfer, on a monthly basis, within thirty (30)days of the meter reading date. 2.6 Title and Risk of Loss. Title to and risk of loss related to the Output shall be transferred from the Seller to the Buyer at the Delivery Point. The Seller warrants that it will deliver to the Buyer the Output free and clear of all liens, security interests, claims,encumbrances or any interest therein or thereto by any person,arising prior to the Delivery Point. 2.7 No Additional Incentives.The Seller warrants that it has not received any other incentives funded by the Buyer’s ratepayers and it further agrees that,during the Term, it shall not seek additional compensation or other benefits from the Buyer pursuant to the following programs of the Buyer: (a) Photovoltaic (PV) Partners Program; (b)Power from Local Ultra-Clean Generation Incentive (PLUG- In) Program;or (c) other similar programs that are or may be funded by the Buyer’s ratepayers. 110928 dm 0073627 7 3.0 RPS CERTIFICATION; GREEN ATTRIBUTES 3.1 CEC Certification. The Seller, at its own cost and expense, shall obtain the RPS Certification within six (6) months of the Commercial Operation Date. The Seller shall maintain the RPS Certification at all times during the Delivery Term. The foregoing provision notwithstanding, the Seller shall not be in breach of this Agreement and the Buyer shall not have the right to terminate this Agreement, if the Seller’s failure to obtain or maintain the RPS Certification is due to a change in California law, occurring after the Commercial Operation Date, so long as the Seller has used commercially reasonable efforts to obtain and maintain the RPS Certification and the Seller’s actions or omissions did not contribute to its inability to obtain and maintain the RPS Certification. 3.2 Obligation to Deliver Green Attributes.The Seller shall sell and deliver to the Buyer, and the Buyer shall buy and receive from the Seller, all right, title, and interest in and to Green Attributes associated with Energy,produced by the Facility and delivered to the Buyer at the Delivery Point,whether now existing or that hereafter come into existence during the Term, except as otherwise excluded herein; provided, the Buyer shall not be obligated to purchase and pay the Seller for any Green Attributes associated with any amount of the Output,that is generated by any fuel which is not renewable and which cannot be counted for the purpose of the production of Green Attributes. The Seller agrees to sell and make all such Green Attributes available to the Buyer to the fullest extent allowed by applicable law, in accordance with the terms and conditions of this Agreement. The Seller warrants that the Green Attributes provided under this Agreement to the Buyer shall be free and clear of all liens, security interests, claims and encumbrances. 3.3 Conveyance of Green Attributes. The Seller shall provide Green Attributes associated with the Facility,which shall be documented and conveyed to the Buyer in accordance with the procedure described in Exhibit “PPA-D.” 3.4 Additional Evidence of Green Attributes Conveyance. At the Buyer’s request, the Seller shall provide additional reasonable evidence to the Buyer or to third parties of the Buyer’s right, title, and interest in the Green Attributes and any other information with respect to Green Attributes,as may be requested by the Buyer. 3.5 Modification of Green Attributes Conveyance Procedure. The Buyer may unilaterally modify Exhibit “PPA-D”in order to reflect changes necessary in the Green Attributes conveyance procedures, so that the Buyer may be able to receive and report the Green Attributes,purchased under this Agreement,as belonging to the Buyer. 3.6 Reporting of Ownership of Green Attributes. The Seller shall not report to any person or entity that the Green Attributes sold and conveyed to the Buyer belong to any person other than the Buyer. The Buyer may report under any applicable program that Green Attributes purchased by the Buyer hereunder belong to it. 3.7 Greenhouse Gas Emissions. The Seller shall comply with any laws and/or regulations regarding the need to offset emissions of GHGs by delivering to the Buyer the Energy from the Facility with a net zero GHG impact. 4.0 CONVEYANCE OF CAPACITY ATTRIBUTES 4.1 Conveyance of Resource Adequacy Capacity.The Seller shall not report to any person or entity that the Resource Adequacy Capacity, as defined in the CAISO Tariff) associated with the Facility, if any,belongs to a person other than the Buyer, which may report that Resource Adequacy Capacity purchased hereunder belongs to it to fulfill the Resource Adequacy requirements, as defined in Section 40 of the CAISO Tariff, as amended, or any successor program. The Seller shall take those actions described in Section 6.0 hereof, as applicable, to secure recognition of Resource Adequacy Capacity by the CAISO. 110928 dm 0073627 8 4.2 Conveyance of Other Capacity Attributes.In addition to the obligations imposed on the Seller under Section 4.1, the Seller will undertake any and all actions reasonably needed to enable the Buyer to effect the recognition and transfer of any Capacity Attributes in addition Resource Adequacy, to the extent that such Capacity Attributes exist now or will exist in the future;provided, if such actions require any actions beyond the giving of notice by the Seller, then the Buyer shall reimburse all out-of- pocket costs and charges of such actions. 4.3 Reporting of Ownership of Capacity Attributes.The Seller shall not report to any person or entity that the Capacity Attributes sold and conveyed to the Buyer belong to any person other than the Buyer. The Buyer may report under any such program that such Capacity Attributes purchased hereunder belong to it. 5.0 METERING AND OPERATIONS 5.1 Timing of Outages. The Seller may not schedule or take any Planned Outage from 12:00 p.m.through 7:00 p.m.Pacific Time during the months of June through October. 5.2 Outage Reporting. 5.2.1 Buyer Request.The Seller is not required to report any Planned Outage or Forced Outage,unless the Buyer first submits a written request to the Seller to commence Outage reporting. Upon receipt of such a request, the Seller shall report all subsequent Planned Outages and the Forced Outages according to the procedures described in subsections 5.2.2 and 5.2.3, and shall continue such reporting until (a) the termination of this Agreement for any reason, or (b) the Buyer subsequently provides written notice to the Seller that the Seller may cease such reporting in the future. 5.2.2 Planned Outage Notifications. The Seller shall notify the Buyer at least 72 hours in advance of any Planned Outage that would result in a reduction in the effective Output of the Facility during the period over which the Planned Outage is scheduled. Notification shall be provided by e-mail to the e-mail address (or addresses)set forth in Exhibit “PPA-F.” 5.2.3 Forced Outage Notifications. Within 24 hours of the occurrence of a Forced Outage of the Facility that impacts the ability of the Facility to produce Energy, the Seller shall notify the Buyer of the Forced Outage, including the Capacity of the Facility that is impacted, and the expected duration of the Forced Outage. Within 24 hours of the return of the Facility to service following the Forced Outage,the Seller shall notify the Buyer of the return-to-service details. Notification shall be made by e-mail to the address (or addresses)set forth in Exhibit “PPA-F.” 5.3 Metering.The Buyer shall furnish and install one or more standard watt-hour meters to read Energy generated by the Facility,and it will charge a meter fee to the Seller to cover the costs associated with the meter’s purchase and installation. As requested, the Seller shall provide and install a meter socket in accordance with the Buyer’s metering standards. The Buyer reserves the right to install additional metering equipment at its sole cost and expense. 6.0 PARTICIPATING GENERATORS 6.1 Applicability.This Section 6.0 shall apply if the Facility meets the definition of a “Participating Generator,”as may be defined by the CAISO Tariff. This Section 6.0 shall not apply if the definition applies to the Facility only upon the election by the Seller. For the purposes of this Section 6.0, all special terms not otherwise defined in Section 1.0 are defined in the CAISO Tariff. 6.2 Participating Generator Agreement. The Buyer will notify the CAISO of the Seller’s interconnection to Buyer’s Distribution System. If the CAISO requires it, the Seller, at its own expense, shall negotiate and enter in to two contracts, a “Participating Generator Agreement”and a “Meter Services 110928 dm 0073627 9 Agreement for CAISO Metered Entities,” with the CAISO. 6.3 Scheduling Coordination. If the CAISO requires the Seller to enter in to a Participating Generator Agreement, then the Seller shall designate NCPA as the Buyer’s scheduling coordinator. The Buyer, acting in its sole discretion,may replace NCPA as the scheduling coordinator for the Facility. If NCPA ceases to be the scheduling coordinator for the Facility and the Buyer has not, upon fourteen (14) days’ prior written notice of inquiry from the Seller, appointed a replacement scheduling coordinator, then the Seller shall have the right to appoint a replacement scheduling coordinator on the Buyer’s behalf. Thereafter, the Buyer shall enter into all reasonable and appropriate agreements with such replacement scheduling coordinator at its own costs. 6.4 Scheduling Procedure. The Buyer may require the Seller to provide the Buyer with Energy forecasts on a periodic basis,as may be necessary for the Buyer to account for expected Facility generation in its daily power scheduling process. The requirements are set forth in Exhibit “PPA-C.” 6.5 Modification of Scheduling and Outage Notification Procedure. The Buyer may unilaterally modify Exhibit “PPA-C”to reflect changes necessary in the scheduling and Outage notification procedures. 6.6 Provision of Other Equipment. If the Seller is required to enter into a Participating Generator Agreement with the CAISO, then the Seller, at its own cost and expense, shall provide and maintain data transmission-grade phone line and telecommunications equipment at the meter location that complies with applicable requirements of the CAISO, the Buyer, and NCPA. Any meter installed by the Seller shall comply at all times with the CAISO’s metering requirements. If the Seller fails to provide or maintain any such required equipment or data connection,then the Buyer shall acquire, install and maintain the same at the Seller’s sole cost and expense. 6.7 Designation as Resource Adequacy Resource. The Buyer may submit a written request to the Seller to obtain the CAISO’s designation of the Facility as a Resource Adequacy Resource. Upon receipt of such request, the Seller shall provide such information and undertake such steps as may be required by the CAISO in order to complete such an assessment. If the Buyer makes such a request, then the Buyer shall be responsible for the following: (1) any costs charged to the Seller by the CAISO as a condition of applying for or receiving designation as a Resource Adequacy Resource, including any deposits required during the study process or the cost of any related studies or deliverability assessments performed by the CAISO;(2) the capital, installation, and maintenance costs of any additional equipment required by the CAISO as a condition of receiving designation as a Resource Adequacy Resource;(3) the costs of any Network Upgrades, as defined in the CAISO Tariff,as may be required by the CAISO, provided, the Buyer shall receive any subsequent repayments from the CAISO or the Participating Transmission Owner related to such upgrades;and (4) any charges or penalties assessed by the CAISO as a consequence of the Facility’s designation as a Resource Adequacy Resource. 6.8 CAISO Charges. The Buyer shall be solely responsible for paying all costs and charges associated with the receipt of Energy under this Agreement, at the Delivery Point, and for the transmission and delivery of Energy from the Delivery Point to any other point downstream of the Delivery Point, including transmission costs and charges, competition transition charges, applicable control area service charges, transmission congestion charges, inadvertent energy flows, any other CAISO charges related to the transmission of such Energy by the CAISO and any charge assessed or collected in the future pursuant to any utility tariff or rate schedule , however defined, for transmission or transmission-related service rendered by or for any transmission-owning or operating entity. The Seller will undertake any and all actions reasonably needed to allow the Buyer to comply with any obligations, and minimize any potential liability, under the CAISO tariff. If and to the extent that the Seller fails to comply with the notice provision in Exhibit “PPA-C,”concerning Outages,or with its obligations as outlined in the previous sentence, the Seller shall be wholly responsible for all imbalances, deviations, or any other CAISO charges or penalties associated with such Outage or other CAISO Tariff obligation. 6.9 Participating Intermittent Resource Program.Upon the request of the Buyer, the Seller 110928 dm 0073627 10 shall apply to the CAISO to participate in the Participating Intermittent Resource Program (“PIRP”), as defined by the CAISO, or any similar or successor program designed to reduce imbalance charges for non- dispatch resources such as solar generators. The Seller shall take all reasonable actions and execute documents and instructions necessary to enable participation of the Facility in the PIRP or any such program. If the Buyer makes such a request, the Buyer shall be responsible for the following,if required by the CAISO for the sole purpose of participation in the PIRP or any such program: (a) capital and installation costs of additional equipment;and (b) any deposits or charges imposed by the CAISO as a condition of participating in the PIRP or any such program. 6.10 Inclusion in Metered Subsystem. At the option of the Buyer, the Facility may be included within NCPA’s metered sub-system in connection with the scheduling of power over the CAISO grid and related functions; provided, however,that such inclusion shall have no adverse effect on the Facility’s operations or the Seller (or any such effect shall be fully mitigated by the Buyer). The Seller will undertake any and all actions reasonably needed to allow the Buyer to comply with any obligations, and minimize any potential liability, under the CAISO Tariff; provided, that if such actions require any actions beyond the giving of notice to be provided by the Buyer, then the Buyer shall reimburse the Seller for all out-of-pocket costs and charges of such actions. 7.0 COMMERCIAL OPERATION DATE;REFUND OF RESERVATION DEPOSIT 7.1 Commercial Operation Date. The Facility shall achieve Commercial Operation by the Commercial Operation Date deadline (the “Deadline”), which is one (1)year from the Effective Date. 7.2 Reservation Deposit. The Buyer acknowledges that, as of the Effective Date or other date established by the Buyer,the Seller has provided the Reservation Deposit to the Buyer. 7.2.1 If the Commercial Operation Date occurs on or prior to the Deadline, the Buyer shall refund to the Seller the Reservation Deposit without interest. 7.2.2 If the Commercial Operation Date commences within seventy (70)days of the Deadline, the Seller, as liquidated damages and not as a penalty,shall relinquish its claim to a ten percent (10%)portion of the amount of the Reservation Deposit for every full week transpiring between the Deadline and the Commercial Operation Date, but the total amount to be relinquished to the Buyer shall not exceed 100%of the Reservation Deposit. 7.2.3 If the Facility has not achieved Commercial Operation within seventy (70)days of the Deadline, then the Buyer may terminate this Agreement without liability of either Party to the other Party by giving written notice of termination to the Seller. 7.2.4 If the Seller gives notice of termination to terminate the Agreement before Commercial Operation occurs, then the Buyer shall refund a percentage of the Reservation Deposit equal to the following:the percentage to be refunded will equal A/B, where A equals the number of days between the date of the Seller’s notice of termination, received by the Buyer,and the Deadline, and B equals the number of days between the Effective Date and the Deadline. 7.3 Return of Reservation Deposit. The Buyer shall return to the Seller the Reservation Deposit, without interest, in the event that (a) the Buyer furnishes written notice of the costs of interconnection (defined in the Interconnection Agreement to include the costs related to the Interconnection Facilities and Distribution Upgrades)to the Seller and (b) within thirty (30) days of receipt of the notice regarding costs of interconnection, the Seller provides the Buyer with written notice that the Seller does not intend to sign the Interconnection Agreement and does intend to proceed with the project. 8.0 REPRESENTATION AND WARRANTIES; COVENANTS 8.1 Representations and Warranties. On the Effective Date, each Party represents and warrants to the other Party that: 110928 dm 0073627 11 8.1.1 It is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation; 8.1.2 The execution, delivery and performance of this Agreement is within its powers, have been duly authorized by all necessary action and do not violate any of the terms and conditions in its governing documents, any contracts to which it is a party or any law, rule, regulation, order or the like applicable to it; 8.1.3 This Agreement and each other document executed and delivered in accordance with this Agreement constitutes its legally valid and binding obligation enforceable against it in accordance with its terms; 8.1.4 It is not bankrupt and there are no proceedings pending or being contemplated by it or, to its knowledge, threatened against it which would result in it being or becoming bankrupt; 8.1.5 There is not pending or, to its knowledge, threatened against it or any of its affiliates, if any,any legal proceedings that could materially adversely affect its ability to perform its obligations under this Agreement; and 8.1.6 It is acting for its own account, has made its own independent decision to enter into this Agreement and as to whether this Agreement is appropriate or proper for it based upon its own judgment, is not relying upon the advice or recommendations of the other Party in so doing, and is capable of assessing the merits of, and understands and accepts, the terms, conditions and risks of this Agreement. 8.2 General Covenants. Each Party covenants that,during the Term: 8.2.1 It shall continue to be duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation; 8.2.2.It shall maintain (or obtain from time to time as required, including through renewal, as applicable) all regulatory authorizations necessary for it to legally perform its obligations under this Agreement; and 8.2.3 It shall perform its obligations under this Agreement in a manner that does not violate any of the terms and conditions in its governing documents, any contracts to which it is a party or any law, rule,regulation, order or the like applicable to it. 8.3 Covenant by Seller. The Seller covenants that, during the Term: 8.3.1 If the Eligible Renewal Energy Resource or the Facility is considered an ‘eligible qualifying facility’ under applicable law and has a net power production capacity of greater than one (1) megawatt, then the Seller covenants and agrees that, within thirty (30) days of the Effective Date or longer period allowed by law, it will complete and file Form No. 556 or other similar form with FERC as the registration may be required by law.” 9.0 GENERAL CONDITIONS 9.1 Facility Care and Interconnection. During the Delivery Term, the Seller shall execute and maintain an Interconnection Agreement with the Buyer,whereby the Seller shall pay and be responsible for designing, installing, operating, and maintaining the Facility in accordance with all applicable laws and regulations and shall comply with all applicable Buyer, WECC, FERC, and NERC requirements, including applicable interconnection and metering requirements. The Seller shall also comply with any modifications, amendments or additions to the applicable tariff and protocols. The Seller also shall arrange and pay independently for any and all necessary costs under the Interconnection Agreement with 110928 dm 0073627 12 the Buyer. 9.2 Standard of Care. The Seller shall: (a) operate and maintain the Facility in a safe manner in accordance with its existing applicable interconnection agreements, manufacturer’s guidelines, warranty requirements, Good Utility Practice, industry norms (including standards of the National Electrical Code, Institute of Electrical and Electronic Engineers, American National Standards Institute, and the Underwriters Laboratories, and in accordance with the requirements of all applicable federal, state and local laws and the National Electric Safety Code, as such laws and code norms may be amended from time to time; (b) obtain any governmental authorizations and permits required for the construction and operation thereof. The Seller shall make any necessary and commercially reasonable repairs with the intent of optimizing the availability of electricity to the Buyer. The Seller shall reimburse the Buyer for any and all losses, damages, claims, penalties, or liability that the Buyer incurs as a result of the Seller’s failure to obtain or maintain any governmental authorizations and permits required for the construction and operation of the Facility throughout the Term. 9.3 Access Rights. The Buyer, its authorized agents, employees and inspectors shall have the right to inspect the Facility on reasonable advance notice during normal business hours and for any purposes reasonably connected with this Agreement or the exercise of any and all rights secured to the Buyer by law, or its tariff or utility rate schedules or utilities rules and regulations. The Buyer shall make reasonable efforts to coordinate its emergency activities with the safety and security departments, if any, of the Facility’s operator. The Seller shall keep the Buyer advised of current procedures for communicating with the Facility operator’s safety and security departments. 9.4 Protection of Property. Each Party shall be responsible for protecting its own facilities from possible damage resulting from electrical disturbances or faults caused by the operation, faulty operation, or non-operation of the other Party’s facilities and such other Party shall not be liable for any such damages so caused. 9.5 Insurance. During the Term, the Seller shall obtain and maintain and otherwise comply with the insurance requirements,as set forth in Exhibit “PPA-E.” 9.6 Buyer’s Performance Excuse; Seller Curtailment. 9.6.1 Buyer Performance Excuse. The Buyer shall not be obligated to accept or pay for the Output during Force Majeure that affects the Buyer’s ability to accept Energy. 9.6.2 Seller Curtailment. The Buyer may require the Seller to interrupt or reduce deliveries of Energy: (a) whenever necessary to construct, install, maintain, repair, replace, remove, or investigate any of its equipment or part of the Buyer’s Distribution System or facilities; or (b) if the Buyer determines that curtailment, interruption, or reduction is necessary due to a System Emergency, as defined in the CAISO Tariff, an unplanned outage on Buyer’s Distribution System, Force Majeure, or compliance with Good Utility Practice. 9.7 Notices of Outages. Whenever possible, the Buyer shall give the Seller reasonable notice of the possibility that interruption or reduction of deliveries may be required. 9.8 No Additional Loads. The Seller shall not connect any loads not associated with Station Service Loads at the location of the Facility in a manner that would reduce Energy provided from the Facility to the Buyer hereunder. The Seller shall obtain separate retail electric service under the Buyer’s rate schedules for the service of such additional loads. 10.0 FORCE MAJEURE 10.1 Effect of Force Majeure. A Party shall be excused from its performance under this Agreement to the extent, but only to the extent, that its performance hereunder is prevented by Force Majeure. A Party claiming Force Majeure shall exercise due diligence to overcome or mitigate the effects 110928 dm 0073627 13 of Force Majeure; provided, that nothing in this Agreement shall be deemed to obligate the Party affected by Force Majeure (a) to forestall or settle any strike, lock-out or other labor dispute against its will; or (b) for Force Majeure affecting the Seller only, to purchase electric power to cure Force Majeure. 10.2 Remedial Action.A Party shall not be liable to the other Party if the Party is prevented from performing its obligations hereunder due to Force Majeure. The Party rendered unable to fulfill an obligation by reason of Force Majeure shall take all action necessary to remove such inability with all due speed and diligence. The nonperforming Party shall be prompt and diligent in attempting to remove the cause of its failure to perform, and nothing herein shall be construed as permitting that Party to continue to fail to perform after that cause has been removed. Notwithstanding the foregoing, the existence of Force Majeure shall not excuse any Party from its obligations to make payment of amounts due hereunder. 10.3 Notice of Force Majeure. In the event of any delay or nonperformance resulting from Force Majeure, the Party directly impacted by Force Majeure shall, as soon as practicable under the circumstances, notify the other Party,in writing,of the nature, cause, date of commencement thereof and the anticipated extent of any delay or interruption in performance. 10.4 Termination Due to Force Majeure. If a Party will be prevented from performing its material obligations under this Agreement for an estimated period of twelve (12) consecutive months or longer due to Force Majeure, then the unaffected Party may terminate this Agreement, without liability of either Party to the other, upon thirty (30) Days’prior written notice at any time during Force Majeure. 11.0 INDEMNITY 11.1 Indemnity by the Seller. The Seller shall indemnify, defend,and hold harmless the Buyer, its elected and appointed officials, directors, officers, employees, agents, and representatives against and from any and all losses, claims, demands, liabilities and expenses, actions or suits, including reasonable costs and attorney’s fees, resulting from, or arising out of or in any way connected with claims by third parties associated with (A) (i) Energy delivered at the Delivery Point; (ii) the Seller’s operation and/or maintenance of the Facility; or (iii) the Seller’s actions or inactions with respect to this Agreement, and (B) any loss, claim, action or suit, for or on account of injury, bodily or otherwise, to, or death of, persons, or for damage to or destruction of property belonging to the Buyer or other third party, excepting only such loss, claim, action or suit as may be caused solely by the willful misconduct or gross negligence of the Buyer, its agents, employees, directors or officers. 11.2 Indemnity by the Buyer. The Buyer shall indemnify, defend, and hold harmless the Seller, its directors, officers, employees, agents, and representatives against and from any and all losses, claims, demands, liabilities and expenses, actions or suits, including reasonable costs and attorney’s fees resulting from, or arising out of or in any way connected with claims by third parties associated with acts of the Buyer, its officers, employees, agents, and representatives, relating to: (A) Energy delivered by the Seller under this Agreement after the Delivery Point, and (B) any loss, claim, action or suit, for or on account of injury, bodily or otherwise, to, or death of, persons, or for damage to or destruction of property belonging to the Seller or other third party, excepting only such loss, claim, action or suit as may be caused solely by the willful misconduct or gross negligence of the Seller, its agents, employees, directors or officers. 12.0 LIMITATION OF DAMAGES EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED UNLESS EXPRESSLY HEREIN PROVIDED. NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR 110928 dm 0073627 14 CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 11 (INDEMNITY), IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. 13.0 NOTICES Notices shall, unless otherwise specified herein, be in writing and may be delivered by hand delivery, United States mail, overnight courier service, facsimile or electronic messaging (e-mail)to the addresses set forth in Exhibit “PPA-F.”. Whenever this Agreement requires or permits delivery of a “notice” (or requires a Party to “notify”), the Party with such right or obligation shall provide a written communication in the manner specified below. A notice sent by facsimile transmission or electronic mail will be recognized and shall be deemed received on the Business Day on which such notice was transmitted if received before 5 p.m. Pacific Time (and if received after 5 p.m., on the next Business Day) and a notice by overnight mail or courier shall be deemed to have been received two (2) Business Days after it was sent or such earlier time as is confirmed by the receiving Party unless it confirms a prior oral communication, in which case any such notice shall be deemed received on the day sent. A Party may change its addresses by providing notice of same in accordance with this provision. A Party may request a change to Exhibit “PPA- F”as necessary to keep the information current. 14.0 TERM, TERMINATION EVENT AND TERMINATION 14.1 Term. The Term shall commence upon the execution by the duly authorized representatives of each of the Parties, and shall remain in effect until the conclusion of the Delivery Term, unless terminated sooner pursuant to the terms and conditions of this Agreement. All indemnity rights shall survive the termination of this Agreement for twelve (12) months. 14.2 Termination Event. 14.2.1 The Buyer shall have the right,but not the obligation,to terminate this Agreement upon the occurrence of any of the following, each of which is a “Termination Event”: (a) The Facility has not achieved Commercial Operation within seventy (70) days following the Deadline; (b) After the Commercial Operation Date, the Seller has not sold or delivered Energy from the Facility to the Buyer for a period of twelve (12) consecutive months; (c) If the Facility does not obtain RPS Certification within six (6) months of the Commercial Operation Date and maintain RPS Certification as required by Section 3.2;or (d) The Seller breaches any other material obligation of this Agreement. 14.2.2 The Seller shall have the right,but not the obligation,to terminate this Agreement upon the occurrence of any of the following, each of which is a “Termination Event”: (a) The Buyer fails to make a payment due and payable under this Agreement within thirty (30) days after written notice that such payment is due; (b) The Buyer breaches any other material obligation of this Agreement; or (c) at any time prior to the Commercial Operation Date, subject to the provisions of Section 7 of this Agreement. 14.3 Time to Cure.None of the events described in Section 14.2 other than a termination under 14.2.2(c) shall constitute a Termination Event if the Buyer or the Seller cures the event, failure, or circumstance within thirty (30) days after receipt of written notification sent by the other Party, seeking termination,or such longer period as may be necessary to cure so long as the Party subject to the Terminating Event is exercising diligent efforts to cure. 14.4 Termination. 14.4.1 Declaration of a Termination Event. If a Termination Event has occurred and is 110928 dm 0073627 15 continuing, the Party with the right to terminate shall have the right to: (a) send notice, designating a day, no earlier than thirty (30) days after such notice is deemed to be received (as provided in Section 13), as an early termination date of this Agreement (the “Early Termination Date”),unless the Seller has timely communicated with the Buyer and the Parties have agreed to resolve the circumstances giving rise to the Termination Event; (b) accelerate all amounts owing between the Parties; and (c) terminate this Agreement and end the Delivery Term effective as of the Early Termination Date. 14.4.2 Release of Liability for Termination Event. Upon termination of this Agreement pursuant to this section neither Party shall be under any further obligation or subject to liability hereunder, except with respect to the indemnity provision in Section 11 hereof, which shall remain in effect for a period of 12 months following the Early Termination Date. 14.5 No Limitation on Damages. Nothing in this Agreement shall be deemed or construed to limit a Party’s right to recover damages from the other Party, except as otherwise provided in this Agreement. 15.0 RELEASE OF DATA Except as may be exempt from disclosure under applicable law, the Seller authorizes the Buyer to release to any regulatory authority having jurisdiction over the Facility or a Party,or to any request made pursuant to the California Constitution or the California Public Records Act, information regarding the Facility, including the Seller’s name and location, operational characteristics, the Term of this Agreement, the Facility resource type, the scheduled Commercial Operation Date, the actual Commercial Operation Date, the Contract Capacity,payments made to the Seller and Energy production information. The Seller acknowledges that this information may be made publicly available. 16.0 ASSIGNMENT Neither Party shall assign this Agreement or its rights hereunder without the prior written consent of the other Party, which consent shall not be unreasonably withheld. 16.1 Upon the written request of the Seller, the Buyer will execute a “Consent and Agreement”between the Seller and the Seller’s lender(s), if any,in the form acceptable to the Parties; provided, for illustration purposes only, an exemplar is attached hereto as Exhibit “PPA-G.” 16.2 Notwithstanding the foregoing, no Consent and Agreement shall be required for: 16.2.1 Any assignment or transfer of this Agreement by the Seller to an affiliate of the Seller, provided that such affiliate’s creditworthiness is equal to or better than that of Seller, as reasonably determined by the non-assigning or non-transferring Party; or 16.2.2 Any assignment or transfer of this Agreement by the Seller or the Buyer to a person succeeding to all or substantially all of the assets of such Party, provided that such person’s creditworthiness is equal to or greater than that of such Party, as reasonably determined by the non-assigning or non-transferring Party. 16.2.3 Notification of any assignment or transfer of this Agreement under Section 16.2.1 or 16.2.2 shall be given to the non-assigning or non-transferring Party in accordance with Exhibit “PPA-F.” 17.0 APPLICABLE LAW,VENUE,ATTORNEYS’ FEES, AND INTERPRETATION This Agreement will be governed by and construed in accordance with the laws of the State of California.The Parties will comply with applicable laws pertaining to their obligations arising under this Agreement. In the event that an action is brought, the Parties agree that trial of such action will 110928 dm 0073627 16 be vested exclusively in the state courts of California or in the United States District Court for the Northern District of California in the County of Santa Clara, State of California.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. If a court of competent jurisdiction finds or rules that any provision of this Agreement, the Exhibits, or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement, the Exhibits,or any amendment thereto will remain in full force and effect. The Parties agree that the normal rule of construction to the effect that any ambiguity is to be resolved against the drafting party will not be employed in the interpretation of this Agreement or any Exhibit or any amendment thereof. 18.0 SEVERABILITY If any provision in this Agreement is determined to be invalid, void or unenforceable by any court having jurisdiction, such determination shall not invalidate, void, or make unenforceable any other provision, agreement or covenant of this Agreement and the Parties shall use their best efforts to modify this Agreement to give effect to the original intention of the Parties. 19.0 COUNTERPARTS; INTERPRETATION OF CONFLICTING PROVISIONS This Agreement may be executed in one or more counterparts,each of which shall be deemed an original and all of which shall be deemed one and the same Agreement. Delivery of an executed counterpart of this Agreement by facsimile or portable document format (“PDF”)transmission will be deemed as effective as delivery of an originally executed counterpart. Each Party delivering an executed counterpart of this Agreement by facsimile or PDF transmission will also deliver an originally executed counterpart, but the failure of any Party to deliver an originally executed counterpart of this Agreement will not affect the validity or effectiveness of this Agreement. In the event of a conflict between the Agreement and any, some or all of the Exhibits, the document imposing the more specific duty or obligation will prevail. 20.0 GENERAL No amendment to or modification of this Agreement shall be enforceable unless reduced to writing and executed by both Parties. This Agreement shall not impart any rights enforceable by any third party other than a permitted successor or assignee bound to this Agreement. Waiver by a Party of any default by the other Party shall not be construed as a waiver of any other default. The headings used herein are for convenience and reference purposes only. 21.EXHIBITS The following exhibits shall be deemed incorporated in and made a part of this Agreement. Exhibit “PPA-A”-Facility Description, Rates, and Reservation Deposit Exhibit “PPA-B”-Commercial Operation Date Confirmation Letter Exhibit “PPA-C”-Scheduling and Outage Notification Procedure Exhibit “PPA-D”-Green Attributes Reporting and Conveyance Procedures Exhibit “PPA-E”-Insurance Requirements Exhibit “PPA-F”-Notices Exhibit “PPA-G”-Form of Lender Consent and Agreement // // 110928 dm 0073627 17 // // // // IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed by their authorized representatives as of the Effective Date. APPROVED AS TO FORM:CITY OF PALO ALTO _____________________________________________________________________ Senior Asst. City Attorney City Manager APPROVED:ABC COMPANY _____________________________________________________________________ Director of Administrative Services President ___________________________________ Director of Utilities 110928 dm 0073627 18 EXHIBIT “PPA-A” Facility Description, Rates, and Reservation Deposit Program Rates Palo Alto Green Local Energy Program Purchase Rate Schedule E-PAGLE-____ Contract Price $__.__ / kWh Pre-Certification Price $__.__ / kWh Reservation Deposit Reservation Deposit ($20/kW of Contract Capacity)$__________ Service address:___________________________________, Palo Alto, CA ____________ Facility Description: ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ Contract Capacity:________ kW, based on: • Inverter rating • Solar array rating (Panel rated output at PV USA test conditions x inverter efficiency) Facility primary fuel/technology:____________________________________________________ 110928 dm 0073627 19 EXHIBIT “PPA-B” Commercial Operation Date Confirmation Letter In accordance with the terms of the Power Purchase Agreement (PaloAltoGreen Local Energy Program), dated ______________(the “Agreement”) by and between the City of Palo Alto, as the Buyer,and ABC Company, as the Seller, this Confirmation Letter serves to document the Parties’agreement that (i) the conditions precedent to the occurrence of the Commercial Operation Date have been satisfied, and (ii) the Buyer has received Energy, as specified in the Agreement, as of ______________, _______.The actual installed Contract Capacity is ________ kW. This Confirmation Letter shall confirm the Commercial Operation Date, as defined in the Agreement, as of the date referenced in the preceding sentence. IN WITNESS WHEREOF, each Party has caused this letter to be duly executed by its authorized representative as of the date of last signature provided below: Buyer Seller By: _______________________________ By: _____________________________ Name: Name: ___________________________ Title: Director of Utilities Title: ____________________________ Date: _____________________________ Date: ____________________________ In recognition of the Commercial Operation Date relative to the Effective Date of the Agreement by and between the Buyer and the Seller, the Seller hereby calculates the amount to return, if any, of the Seller’s deposit, as follows: Original Reservation Deposit Amount: _$_______________ Commercial Operation Date Deadline:__________________ • Commercial Operation Date is prior to Deadline • Commercial Operation Date occurred _____ weeks following the Deadline, meaning that ___ % of the Reservation Deposit is relinquished by Seller per Section 7.2.2 of the Power Purchase Agreement. Amount (if any) of Reservation Deposit to return to the Seller is:$___________________ 110928 dm 0073627 20 EXHIBIT “PPA-C” Scheduling and Outage Notification Procedure C.1 Applicability. This Exhibit” PPA-C”shall apply if the Facility is subject to Section 6.0 of this Agreement. C.2 Annual Operations Forecast C.2.1 No later than September tenth (10th) of each calendar year, Seller will provide NCPA with an annual operations forecast detailing hourly expected generation and all proposed planned Outages for the next calendar year. The annual operations forecast for the calendar year shall be provided no later than ninety (90) days prior to the scheduled Commercial Operation Date of the Generating Facility. C.2.2 NCPA may request modifications to the annual operations forecast at any time, and Seller shall use good faith efforts to accommodate the requested modifications. C.2.3 Seller shall not conduct Planned Outages at times other than as set forth in its annual operations forecast, unless approved in advance by NCPA, which approval shall not be withheld or delayed unreasonably. C.2.4 Seller shall not schedule or conduct Planned Outages from 12:00 p.m. through 7:00 p.m. Pacific Time during the months of June through October. C.3. Short Term Operations Forecasts C.3.1.Quarterly Operations Forecast C.3.1.1 No later than the fifth (5th) day of January, April and July of each Contract Year, Seller shall provide a quarterly operations forecast by hour of expected generation, and all proposed Planned Outages for next full quarter and the twelve (12) months following that quarter. As an example, by January 5, 2013, Seller would provide a quarterly operations forecast by hour of expected generation for the period April 1, 2013 through June 30, 2013, and identifying all proposed Planned Outages for the period April 1, 2013 through June 30, 2014. C.3.1.2 NCPA will approve or require modifications to the proposed quarterly operations forecast within ten (10) days of receipt of the quarterly operations forecast. C.3.1.3 If required by NCPA, Seller will provide a modified quarterly operations forecast no later than seven (7) days after receipt of required modifications from NCPA. C.3.2 Weekly Update C.3.2.1 By no later than 14:00 of each Wednesday, Seller shall provide an electronic update, in a format specified by NCPA, to the quarterly operations forecast for the following seven (7) days (Thursday through the next Wednesday). C.3.2.2 The weekly update shall include hourly expected generation and all proposed planned Outages for the relevant seven (7) day period. C.4 Outage Detail for Annual and Short Term Operations Forecasts. Outage information provided by Seller shall include, at a minimum, the start and stop time of the Outage, capacity out of service (kW), the equipment that is or will be out of service, and the reason for the Outage. 110928 dm 0073627 21 C.5 General Scheduling Protocols C.5.1 Daily Modifications to Forecasts. Unless otherwise mutually agreed, Seller may make changes to the weekly update to the quarterly operations forecast by providing such changes to NCPA prior to 08:00 of the day that is two (2) Business Days before the active scheduling day as determined by the WECC prescheduling calendar. Example: For power that is scheduled for generation or delivery on Thursday, March 29, changes must be submitted to NCPA no later than 08:00 on Tuesday, March 27. C.5.2 Hourly Modifications to Active Schedules. Unless otherwise mutually agreed, Seller may request changes to active schedules by providing such changes to NCPA with a minimum of four (4) hours notice prior to the applicable CAISO market deadline (e.g. Hour Ahead Scheduling Process (“HASP”) Scheduling deadline, as defined in the CAISO Tariff). Active day Schedule changes are not binding. Changes to active Schedules are limited to two (2) changes per day, excluding forced Outages, unless otherwise agreed to between the Parties. One request for a Schedule change, of one hour or multiple hours duration, constitutes one Schedule change. Example: For power that is scheduled for generation or delivery in hour ending 15:00 (for the period from 14:01 to 15:00), changes must be submitted to NCPA no later than 10:00. C.5.3.Unforeseen Circumstances. At Seller’s request, NCPA may, but is not required to, modify the Schedules for the Generation Facility Output for unforeseen circumstances in accordance with the above scheduling timeline constraints described in this Exhibit PPA-C. C.5.4.Absence of Forecasts. In the absence of forecasts and schedules as required by this Agreement or this Exhibit, NCPA shall utilize the most current information provided by Seller in the development and submission of Schedules. C.6 Outage Reporting Protocols C.6.1.Notification. Seller shall notify NCPA of all planned or forced outages of the Generating Facility to ensure compliance with CAISO Outage Coordination and Enforcement Protocols. C.6.1.1 Outage information provided by Seller is to include, at a minimum, start and stop time of Outage, Capacity out of service (kW), equipment out of service, and reason for the Outage. C. 6.1.2 Planned Outages not included in the annual operations forecast, the quarterly operations forecast, or the weekly update, shall be provided by Seller to NCPA at least four (4) Business Days prior to the start of the requested outage. C. 6.1.3 At any time prior to the start of a Planned Outage, the CAISO may deny the Outage due to a System Emergency (as defined in the CAISO Tariff) or as otherwise permitted under the CAISO Tariff. If NCPA receives notice that the CAISO has denied an Outage in accordance with the CAISO Tariff, NCPA will notify Seller as soon as possible and Seller shall modify the planned Outage as required by the CAISO. C.6.2 Commencement of an Outage.Seller shall not begin any Planned Outage without prior approval of NCPA and the CAISO. C.6.3 Forced Outages C.6.3.1 Forced Outages shall be reported by Seller to NCPA within twenty (20) minutes of such Outages. 110928 dm 0073627 22 C.6.3.2 Notice by Seller to NCPA of a Forced Outage shall include the reason for the Outage (if known), expected duration of the Outage, and the Capacity reduction. C.6.3.3 By no later than the end of the next Business Day following the day on which a Forced Outage occurred, a detailed written report shall be provided by Seller to NCPA specifying the reason for the Outage, expected duration of such Outage, capacity reduction, and actions taken to mitigate such Outage. C.6.4 Return to Service.Seller shall notify NCPA as soon as possible, but in any case prior to the Generating Facility being returned to service. C.7 Notices. All Scheduling notices and Schedules are to be submitted to NCPA by phone, fax or email, or other means as may be mutually agreed by the Parties, to the persons designated in Exhibit PPA-F. C.8 Changes in Scheduling and Outage Procedure. The Buyer shall revise Exhibit “PPA-C,” or,as appropriate, give written notice to the Seller regarding the revision, and issue a new Exhibit “PPA-C,”which shall then become part of the Agreement to reflect changes in the scheduling and outage notification procedure. 110928 dm 0073627 23 EXHIBIT “PPA-D” Green Attributes Reporting and Conveyance Procedures D.1 Additional Definitions for the Conveyance of Green Attributes D.1.1 “Certificate Transfers” means the process, as described in the WREGIS Operating Rules,whereby a WREGIS account holder may request that WREGIS Certificates from a specific generating unit be directly deposited into another WREGIS account. D.1.2 “WREGIS Certificates” means a certificate created within the WREGIS system that represents all Renewable and Green Attributes from one MWh of electricity generation from an Eligible Renewable Energy Resource that is registered with WREGIS. D.1.3 “WREGIS Operating Rules” means the document published by WREGIS that govern the operation of the WREGIS system for registering, tracking, conveying, among others. RECs produced from Eligible Renewable Energy Resources that shall be registered with WREGIS. D.1.4 “WREGIS” means Western Renewable Energy Generation Information System. D.2 RECs. Green Attributes shall be conveyed by the Seller to the Buyer through RECs, which shall be registered tracked and conveyed to the Buyer,using WREGIS. D.3 WREGIS Registration. Prior to the Commercial Operation Date, the Buyer will register the Facility in the Buyer’s WREGIS account on behalf of the Seller. The Buyer shall charge back to the Seller any costs of registering and maintaining the registration of the Facility with WREGIS.Seller shall provide any documents required by WREGIS and assign to Buyer its rights to register the Facility in WREGIS using agreements provided by WREGIS. D.4 Buyer’s WREGIS Account.The Buyer shall, at its sole expense, establish and maintain the Buyer’s WREGIS account sufficient to accommodate the WREGIS Certificates produced by the output of the Facility. The Buyer shall be responsible for all expenses associated with (A) establishing and maintaining the Buyer’s WREGIS Account, and (B) subsequently transferring or retiring WREGIS Certificates. D.5 Qualified Reporting Entity. The Buyer shall be the Qualified Reporting Entity (as such term is defined by WREGIS) for the Facility, and shall be responsible for providing the metered Output data to WREGIS. D.6 Reporting of Environmental Attributes.In lieu of the Seller’s transfer of the WREGIS Certificates using Certificate Transfers from the Seller’s WREGIS account to the Buyer’s WREGIS account, the Buyer shall report the Facility as being directly in its WREGIS account, which will preclude the Seller from reporting the Facility in its own WREGIS account. D.6.1 By avoiding the use of Certificate Transfers, there will be no transaction costs to the Seller or the Buyer for the Certificate Transfers that would otherwise be used. D.6.2 WREGIS Certificates for the Facility will be created on a calendar month basis in accordance with the certification procedure established by the WREGIS Operating Rules in an amount equal to the Energy generated by the Project and delivered to the Buyer in the same calendar month. D.6.3 WREGIS Certificates will only be created for whole MWh amounts of energy generated. Any fractional MWh amounts (i.e., kWh) will be carried forward until sufficient generation is accumulated for the creation of a WREGIS Certificate and all such accumulated 110928 dm 0073627 24 MWh of Environmental Attributes will then be available to Buyer. D.6.4 If a WREGIS Certificate Modification (as such term is defined by WREGIS) will be required to reflect any errors or omissions regarding the Green Attributes from the Facility, then the Buyer will manage the submission of the WREGIS Certificate Modification. D.6.5 Due to the expected delay in the creation of WREGIS Certificates relative to the timing of invoice payments under Section 2, the Buyer will normally be making an invoice payment for the Output for a given month in accordance with Section 2 before the WREGIS Certificates for such month may be created in the Buyer’s WREGIS account. Notwithstanding this delay, the Buyer shall have all right and title to all such WREGIS Certificates upon payment to the Seller in accordance with Section 2. D.7 Changes in Green Attributes Reporting and Conveyance Procedures.The Buyer shall revise this Exhibit “PPA-D,”as appropriate, give written notice to the Seller regarding the revision, and issue a new Exhibit “PPA-D,”which shall then become part of this Agreement in the event that: D.7.1 WREGIS changes the WREGIS Operating Rules (as defined by WREGIS) after the Effective Date or applies the WREGIS Operating Rules in a manner inconsistent with this Exhibit “PPA-D”after the Effective Date; or, D.7.2 WREGIS is replaced as the primary method that the Buyer uses for conveyance of Green Attributes, or additional methods to convey all Green Attributes,are required. 110928 dm 0073627 25 EXHIBIT “PPA-E” Insurance Requirements CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, WILL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH A 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, BELOW: MINIMUM LIMITS REQUIRED TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION AUTOMOBILE LIABILITY STATUTORY STATUTORY YES COMMERCIAL GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $2,000,000 $2,000,000 $2,000,000 YES COMPREHENSIVE AUTOMOBILE LIABILITY, INCLUDING, OWNED, HIRED, NON-OWNED BODILY INJURY -EACH PERSON -EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 NO PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: PROPOSER, 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 PROPOSER AND ITS SUBCONSULTANS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSURES CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I.INSURANCE COVERAGE MUST INCLUDE: A.A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B.A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY –SEE, SAMPLE AGREEMENT FOR SERVICES. II.SUBMIT CERTIFICATE(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE, OR COMPLETE THIS SECTION AND IV THROUGH V, BELOW. A.NAME AND ADDRESS OF COMPANY AFFORDING COVERAGE (NOT AGENT OR BROKER): B.NAME, ADDRESS, AND PHONE NUMBER OF YOUR INSURANCE AGENT/BROKER: 110928 dm 0073627 26 C.POLICY NUMBER(S): D.DEDUCTIBLE AMOUNT(S) (DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL): III.AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AND PROPOSER’S SUBMITTAL OF CERTIFICATES OF INSURANCE EVIDENCING COMPLIANCE WITH THE REQUIREMENTS SPECIFIED HEREIN. IV.ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSURES” 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 INSURES. B.CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSURES UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C.NOTICE OF CANCELLATION 1.IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY 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 ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. V.PROPOSER CERTIFIES THAT PROPOSER’S INSURANCE COVERAGE MEETS THE ABOVE REQUIREMENTS: THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW. SIGNATURE(S) MUST BE SAME SIGNATURE(S) AS APPEAR(S) ON SECTION II, ATTACHMENT A, PROPOSER’S INFORMATION FORM. Firm:_______________________________________________________________________ Signature:_________________________________________________________ Name:_________________________________________________________ (Print or type name) Signature:_________________________________________________________ Name:_________________________________________________________ (Print or type name) 110928 dm 0073627 27 NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303. 110928 dm 0073627 28 EXHIBIT “PPA-F” Notices Contract Administration BUYER:SELLER: City of Palo Alto Utilities Resource Management 250 Hamilton Avenue Palo Alto, CA 94301 Ph: 650-329-2689 Em: UtilitiesResourceManagement@CityofPaloAlto.Org Billing and Settlements BUYER:SELLER: City of Palo Alto Utilities Resource Management 250 Hamilton Avenue Palo Alto, CA 94301 Ph: 650-329-2689 Em: UtilityCommoditySettlements@CityofPaloAlto.Org Forecasting and Outage Reporting under Section 6 of this Agreement Planned Outages: BUYER:SELLER: Forced Outages BUYER:SELLER: Forecasting and Scheduling BUYER:SELLER: 110928 dm 0073627 29 EXHIBIT “PPA-G” Form of Lender Consent and Agreement This CONSENT AND AGREEMENT (this “Consent”), dated as of __________ ___, 20__, is entered into by and among the CITY OF PALO ALTO, a California chartered municipal corporation (the “City”), XYZ COMPANY, a California corporation (the “Lender,”by its agent, KLM COMPANY (the “Administrative Agent”), and ABC COMPANY, a California corporation (the “Borrower”). Unless otherwise defined, all capitalized terms have the meaning given in the Contract (as hereinafter defined). RECITALS A. Borrower intends to develop, construct, install, test, own, operate and use an approximately ____ MW electric generating facility located in the city of Palo Alto in the State of California, known as the _________________ Project (the “Project B. In order to partially finance the development, construction, installation, testing, operation and use of the Project, Borrower has entered into that certain financing agreement dated as of _____________ (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), among Borrower, the financial institutions from time to time parties thereto (collectively, the “Lenders”) , and Administrative Agent for the Lenders, pursuant to which,among other things, Lenders have extended commitments to make loans and other financial accommodations to, and for the benefit of, Borrower. C. City and Borrower have entered into that certain Power Purchase Agreement, dated as of _____________ (attached hereto and incorporated herein by reference, as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms thereof and hereof, the “Power Purchase Agreement”) D. City and Borrower have entered into that certain Interconnection Agreement, dated as of _____________ (attached hereto and incorporated herein by reference, as amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms thereof and hereof, the “Interconnection Agreement”). E. Pursuant to a security agreement executed by Borrower and Administrative Agent for the Lenders (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Security Agreement”), Borrower has agreed, among other things, to assign, as collateral security for its obligations under the Financing Agreement and related documents (collectively, the “Financing Documents”), all of its right, title and interest in, to and under the Power Purchase Agreement and Interconnection Agreement to Administrative Agent for the benefit of itself, the Lenders and each other entity or person providing collateral security under the Financing Documents. F. It is a requirement under the Financing Agreement that City and the other parties hereto execute this Consent. AGREEMENT NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, and intending to be legally bound, the parties hereto hereby agree as follows: 1. CONSENT TO ASSIGNMENT. City acknowledges the assignment referred to in Recital E above, consents to an assignment of the Power Purchase Agreement and Interconnection Agreement pursuant thereto, and agrees with Administrative Agent as follows: (a) Administrative Agent shall be entitled (but not obligated) to exercise all rights and to cure any defaults of Borrower under the Power Purchase Agreement or Interconnection Agreement, as the 110928 dm 0073627 30 case may be, subject to applicable notice and cure periods provided in the Power Purchase Agreement and Interconnection Agreement. Upon receipt of notice from Administrative Agent, City agrees to accept such exercise and cure by Administrative Agent if timely made by Administrative Agent under the Power Purchase Agreement or Interconnection Agreement, as the case may be, and this Consent. Upon receipt of Administrative Agent's written instructions and to the extent allowed by law, City agrees to make directly to such account as Administrative Agent may direct City in writing from time to time, all payments to be made by City to Borrower under the Power Purchase Agreement or Interconnection Agreement, as the case may be, from and after City’s receipt of such instructions, and Borrower consents to any such action. City shall have no liability to Borrower under the Power Purchase Agreement,Interconnection Agreement, or this Consent for directing such payments to Administrative Agent in accordance with this subsection (a). (b) City will not, without the prior written consent of Administrative Agent (such consent not to be unreasonably withheld), (i) cancel or terminate the Power Purchase Agreement or Interconnection Agreement, or consent to or accept any cancellation, termination or suspension thereof by Borrower, except as provided in the Power Purchase Agreement or Interconnection Agreement and in accordance with subparagraph 1(c) hereof, (ii) sell, assign or otherwise dispose (by operation of law or otherwise) of any part of its interest in the Power Purchase Agreement or Interconnection Agreement, except as provided in the Power Purchase Agreement or Interconnection Agreement, or (iii) amend or modify the Power Purchase Agreement or Interconnection Agreement in any manner materially adverse to the interest of the Lenders in the Power Purchase Agreement and Interconnection Agreement as collateral security under the Security Agreement. (c) City agrees to deliver duplicates or copies of all notices of default delivered by City under or pursuant to the Power Purchase Agreement or Interconnection Agreement to Administrative Agent in accordance with the notice provisions of this Consent. City shall deliver any such notices concurrently with delivery of the notice to Borrower under the Power Purchase Agreement or Interconnection Agreement. To the extent that a cure period is provided under the Power Purchase Agreement or Interconnection Agreement, Administrative Agent shall have the same period of time to cure the breach or default that Borrower is entitled to under the Power Purchase Agreement or Interconnection Agreement, except that if City does not deliver the default notice to Administrative Agent concurrently with delivery of the notice to Borrower under the Power Purchase Agreement or Interconnection Agreement, then as to Administrative Agent, the applicable cure period under the Power Purchase Agreement or Interconnection Agreement shall begin on the date on which the notice is given to Administrative Agent. If possession of the Project is necessary to cure such breach or default,and Administrative Agent or its designee(s) or assignee(s) declare Borrower in default and commence foreclosure proceedings, Administrative Agent or its designee(s) or assignee(s) will be allowed a reasonable period to complete such proceedings so long as Administrative Agent or its designee(s) continue to perform any monetary obligations under the Power Purchase Agreement or Interconnection Agreement, as the case may be. City consents to the transfer of Borrower's interest under the Power Purchase Agreement and Interconnection Agreement to the Lenders or Administrative Agent or their designee(s) or assignee(s) or any of them or a purchaser or grantee at a foreclosure sale by judicial or nonjudicial foreclosure and sale or by a conveyance by Borrower in lieu of foreclosure and agrees that upon such foreclosure, sale or conveyance, City shall recognize the Lenders or Administrative Agent or their designee(s) or assignee(s) or any of them or other purchaser or grantee as the applicable party under the Power Purchase Agreement and Interconnection Agreement (provided that such Lenders or Administrative Agent or their designee(s) or assignee(s) or purchaser or grantee assume the obligations of Borrower under the Power Purchase Agreement and Interconnection Agreement, including, without limitation, satisfaction and compliance with all credit provisions of the Power Purchase Agreement and Interconnection Agreement, if any, and provided further that such Lenders or Administrative Agent or their designee(s) or assignee(s) or purchaser or grantee has a creditworthiness equal to or better than Borrower, as reasonably determined by City). 110928 dm 0073627 31 (d) In the event that either the Power Purchase Agreement or Interconnection Agreement, or both is rejected by a trustee or debtor-in-possession in any bankruptcy or insolvency proceeding, and if, within forty-five (45) days after such rejection, the Administrative Agent shall so request, City will execute and deliver to Administrative Agent a new power purchase agreement or interconnection agreement, as the case may be, which power purchase agreement or interconnection agreement shall be on the same terms and conditions as the original Power Purchase Agreement or Interconnection Agreement for the remaining term of the original Power Purchase Agreement or Interconnection Agreement before giving effect to such rejection, and which shall require Administrative Agent to cure any defaults then existing under the original Power Purchase Agreement or Interconnection Agreement. Notwithstanding the foregoing, any new renewable power purchase agreement or interconnection agreement will be subject to all regulatory approvals required by law. City will use good faith efforts to promptly obtain any necessary regulatory approvals. (e) In the event Administrative Agent, the Lenders or their designee(s) or assignee(s) elect to perform Borrower's obligations under the Power Purchase Agreement and Interconnection Agreement, succeed to Borrower’s interest under the Power Purchase Agreement and Interconnection Agreement, or enter into a new power purchase agreement or interconnection agreement as provided in subparagraph 1(d) above, the recourse of City against Administrative Agent, Lenders or their designee(s) and assignee(s) shall be limited to such parties’ interests in the Project, and the credit support required under the Power Purchase Agreement and Interconnection Agreement, if any. (f) In the event Administrative Agent, the Lenders or their designee(s) or assignee(s) succeed to Borrower's interest under the Power Purchase Agreement and Interconnection Agreement, Administrative Agent, the Lenders or their designee(s) or assignee(s) shall cure any then-existing payment and performance defaults under the Power Purchase Agreement or Interconnection Agreement, except any performance defaults of Borrower itself, which by their nature are not susceptible of being cured. Administrative Agent, the Lenders and their designee(s) or assignee(s) shall have the right to assign all or a pro rata interest in the Power Purchase Agreement and Interconnection Agreement to a person or entity to whom Borrower’s interest in the Project is transferred, provided such transferee assumes the obligations of Borrower under the Power Purchase Agreement and Interconnection Agreement and has a creditworthiness equal to or better than Borrower, as reasonably determined by City. Upon such assignment, Administrative Agent and the Lenders and their designee(s) or assignee(s) (including their agents and employees) shall be released from any further liability thereunder accruing from and after the date of such assignment, to the extent of the interest assigned. 2. REPRESENTATIONS AND WARRANTIES. City hereby represents and warrants that as of the date of this Consent: (a) It (i) is duly formed and validly existing under the laws of the State of California, and (ii) has all requisite power and authority to enter into and to perform its obligations hereunder and under the Power Purchase Agreement and Interconnection Agreement, and to carry out the terms hereof and thereof and the transactions contemplated hereby and thereby; (b) the execution, delivery and performance of this Consent, the Power Purchase Agreement and the Interconnection Agreement have been duly authorized by all necessary action on its part and do not require any approvals, material filings with, or consents of any entity or person which have not previously been obtained or made; (c) each of this Consent, the Power Purchase Agreement, and the Interconnection Agreement is in full force and effect; (d) each of this Consent, the Power Purchase Agreement, and the Interconnection Agreement has been duly executed and delivered on its behalf and constitutes its legal, valid and binding 110928 dm 0073627 32 obligation, enforceable against it in accordance with its terms, except as the enforceability thereof may be limited by (i) bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and (ii) general equitable principles (whether considered in a proceeding in equity or at law); (e) there is no litigation, arbitration, investigation or other proceeding pending for which City has received service of process or, to City’s actual knowledge, threatened against City relating solely to this Consent, the Power Purchase Agreement, or the Interconnection Agreement and the transactions contemplated hereby and thereby; (f) the execution, delivery and performance by it of this Consent, the Power Purchase Agreement, and the Interconnection Agreement, and the consummation of the transactions contemplated hereby, will not result in any violation of, breach of or default under any term of any material contract or material agreement to which it is a party or by which it or its property is bound, or of any material requirements of law presently in effect having applicability to it, the violation, breach or default of which could have a material adverse effect on its ability to perform its obligations under this Consent; (g) neither City nor, to City’s actual knowledge, any other party to the Power Purchase Agreement or Interconnection Agreement, is in default of any of its obligations thereunder; and (h) to City’s actual knowledge, (i) no Force Majeure Event exists under, and as defined in, the Power Purchase Agreement or Interconnection Agreement and (ii) no event or condition exists which would either immediately or with the passage of any applicable grace period or giving of notice, or both, enable either City or Borrower to terminate or suspend its obligations under the Power Purchase Agreement or the Interconnection Agreement. Each of the representations and warranties set forth herein shall survive the execution and delivery of this Consent and the consummation of the transactions contemplated hereby. 3. NOTICES. All notices required or permitted hereunder shall be in writing and shall be effective (a) upon receipt if hand delivered, (b) upon telephonic verification of receipt if sent by facsimile and (c) if otherwise delivered, upon the earlier of receipt or three (3) Business Days after being sent registered or certified mail, return receipt requested, with proper postage affixed thereto, or by private courier or delivery service with charges prepaid, and addressed as specified below: If to City: [___________________________________] [___________________________________] [___________________________________] Telephone No.: [______________________] Facsimile No.: [_______________________] Attn: [______________________________] If to Administrative Agent: [___________________________________] [___________________________________] [___________________________________] Telephone No.: [______________________] Facsimile No.: [_______________________] Attn: [______________________________] 110928 dm 0073627 33 If to Borrower: [___________________________________] [___________________________________] [___________________________________] Telephone No.: [______________________] Facsimile No.: [_______________________] Attn: [______________________________] Any party shall have the right to change its address for notice hereunder to any other location within the United States by giving thirty (30) days written notice to the other parties in the manner set forth above. 4. ASSIGNMENT, TERMINATION, AMENDMENT. This Consent shall be binding upon and benefit the successors and assigns of the parties hereto and their respective successors, transferees and assigns (including without limitation, any entity that refinances all or any portion of the obligations under the Financing Agreement). City agrees (a) to confirm such continuing obligation in writing upon the reasonable request of (and at the expense of) Borrower, Administrative Agent, the Lenders or any of their respective successors, transferees or assigns, and (b) to cause any successor-in-interest to City with respect to its interest in the Power Purchase Agreement or Interconnection Agreement to assume, in writing in form and substance reasonably satisfactory to Administrative Agent, the obligations of City hereunder. Any purported assignment or transfer of the Power Purchase Agreement or Interconnection Agreement not in conjunction with the written instrument of assumption contemplated by the foregoing clause (b) shall be null and void. No termination, amendment, or variation of any provisions of this Consent shall be effective unless in writing and signed by the parties hereto. No waiver of any provisions of this Consent shall be effective unless in writing and signed by the party waiving any of its rights hereunder. 5. GOVERNING LAW. This Consent shall be governed by the laws of the State of California applicable to contracts made and to be performed in such State. THE STATE COURTS SITUATED IN THE STATE OF CALIFORNIA SHALL HAVE EXCLUSIVE JURISDICTION TO RESOLVE ANY DISPUTES WITH RESPECT TO THIS CONSENT AND AGREEMENT WITH City, ASSIGNOR, AND LENDER IRREVOCABLY CONSENTING TO THE JURISDICTION THEREOF FOR ANY ACTIONS, SUITS, OR PROCEEDINGS ARISING OUT OF OR RELATING TO THIS CONSENT AND AGREEMENT. 6. COUNTERPARTS. This Consent may be executed in one or more duplicate counterparts, and when executed and delivered by all the parties listed below, shall constitute a single binding agreement. 7. SEVERABILITY. In case any provision of this Consent, or the obligations of any of the parties hereto,shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions, or the obligations of the other parties hereto, shall not in any way be affected or impaired thereby. 8. ACKNOWLEDGMENTS BY BORROWER. Borrower, by its execution hereof, acknowledges and agrees that neither the execution of this Consent, the performance by City of any of the obligations of City hereunder, the exercise of any of the rights of City hereunder, or the acceptance by City of performance of the Power Purchase Agreement by any party other than Borrower shall (1) release Borrower from any obligation of Borrower under the Power Purchase Agreement or Interconnection Agreement, (2) constitute a consent by City to, or impute knowledge to City of, any specific terms or conditions of the Financing Agreement, the Security Agreement or any of the other Financing Documents, or (3) except as expressly set forth in this Consent, constitute a waiver by City of any of its rights under the Power Purchase Agreement or Interconnection Agreement. Borrower and Administrative Agent acknowledge hereby for the benefit of City that none of the Financing Agreement, the Security Agreement, 110928 dm 0073627 34 the Financing Documents or any other documents executed in connection therewith alter, amend, modify or impair (or purport to alter, amend, modify or impair) any provisions of the Power Purchase Agreement. CITY OF PALO ALTO XYZ COMPANY _____________________________________________________________________ ABC COMPANY ___________________________________ Not Yet Approved Ordinance No. ---Ordinance of the Council of the City of Palo Alto Amending Sections 2.30.340 and 2.30.360 of Chapter 2.30 of Title 2 [Contract and Purchasing Procedures] of the Palo Alto Municipal Code to Exempt from Competitive Solicitation Requirements and Impose A Minimum Creditworthiness Requirement In Regard To Contracts Awarded under the PaloAltoGreen Local Energy Program . The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. Section 2.30.340 of Chapter 22.04 of Title 2 of the Palo Alto Municipal Code is hereby amended to read, as follows: 2.30.340 Contracts for wholesale utility commodities. (a) Solicitation of Contracts (1) Contracts for purchase or sale-incidental-to-purchase of wholesale utility commodities providing for an estimated expenditure of $65,000 or less shall be solicited by informal bid or informal request for proposal in accordance with the provisions of section 2.30.400. Contracts for a purchase or sale-incidental-to-purchase of wholesale utility commodities providing for an estimated expenditure of $65,000 or more shall be solicited by formal bid, formal request for proposal or combination thereof, in accordance with the provisions of sections 2.30.410, 2.30.420 or 2.30.430. (2) Master contracts containing general terms and conditions for wholesale utility commodities that provide for the execution of one or more individual water, gas or electricity purchase and sale-incidental-to-purchase transactions under the terms of the master contract, shall be solicited by formal bid, formal request for proposals, or combination thereof, in accordance with the provisions of sections 2.30.420, 2.30.430 or 2.30.440. It is expected that the city will enter into several master contracts with different counterparties for the purchase and sale-incidental-to-purchase of gas and electricity utility commodities at wholesale. Whenever the city desires to execute an individual purchase or sale incidental to purchase transaction for gas or electricity commodities at wholesale, any counterparty that executes a master contract with the city and that is otherwise eligible to bid for or propose in regard to the particular transaction in accordance with the city's Energy Risk Management Policies, Guidelines and Procedures Manual shall be solicited, in writing (by mail, facsimile or electronic mail), and shall be eligible to tender a bid or proposal on the transaction. The counterparty offering the price for wholesale utility commodities deemed to be the most advantageous to the city shall be eligible for award of a contract for the transaction. (b) Basic terms and conditions. For contracts not otherwise within the city manager's authority to award, the council may by resolution authorize the city manager to award and sign a contract with a qualified, eligible counter party for the purchase and incidental sale of wholesale 111025 dm 0073642 Not Yet Approved utility commodities. This authority shall extend to contracts awarded under any city "feed-in tariff" local energy program. The resolution shall specify the limits of the authority delegated, including the maximum dollar amount of the authority and the duration of the contracts and/or transactions that may be executed under the delegation of authority. Any resolution delegating authority to the city manager to contract for electricity shall specify generally at least the following terms and conditions: quantity and the description of energy and energy services to be procured, including, but not limited to, on-peak and off-peak energy and ancillary services; term, specifying a not-to-exceed period of time; period of delivery denoted in years or months or years and months; and point of delivery or the locus on the interstate transmission system at which transfer of title is made. Any resolution delegating authority to contract for gas shall specify generally at least the following terms and conditions: quantity and the description of gas services to be procured, including, but not limited to, scheduled gas and gas transportation services; term, specifying a not-to-exceed period of time); period of delivery denoted in years or months or years and months; and point of delivery of the locus on the interstate transmission system at which transfer of title is made. (c) Required contract terms for gas and electric procurement contracts. The city shall use standardized form contracts for the procurement of gas and electricity, as practicable, including, but not limited to, form contracts created and copyrighted by the Edison Electric Institute, the Western States Power Pool, and the North American Energy Standards Board, Inc. and contracts used by any city "feed-in tariff' local energy program. Unless waived by resolution ofthe city council, a contract for procurement of gas or electricity and any amendment to the contract shall not be awarded by the city and executed by the duly authorized representatives of the city, unless the following terms and conditions are required: (1) governing law shall be the laws of the state of California; (2) choice of venue shall be the county of Santa Clara; and (3) a counterparty shall obtain and maintain during the term of the contract the minimum credit rating established as of the date of award of contract of not less than a BBB- credit rating established by Standard & Poors and a Baa3 credit rating established by Moody's Investors Services, but the minimum credit rating requirement shall apply to a counterparty that is awarded a contract under a city "feed-in tariff' local energy program only to the extent the counterparty sells a quantity of energy in excess of the threshold established by that program. (d) Public agency contracts. The City may procure and make sales-incidental-to- purchase of wholesale utility commodities from energy counter parties through public agencies, including but not limited to the Northern California Power Agency and the federal Western Area Power Administration. The City may engage the public agency to act as the agent of the City to procure wholesale utility commodities, provided that the public agency conducts a competitive selection process and awards one or more contracts in substantial compliance with the contract procurement procedures and requirements of this chapter. The city attorney shall determine whether the contract procurement process substantially complies with the provisions of this chapter. For the purposes of this Section 2.30.340, the public agency process shall be deemed to substantially comply if the public agency (1) conducts a formal or an informal bidding or proposal process to solicit bids or proposals for the provision of wholesale utility commodities, (2) executes a standardized form contract, including a form contract created and copyrighted by the Edison Electric Institute and the Western States Power Pool, or equivalent, as determined by the city attorney, and (3) unless waived by resolution of the city council, the standardized form 111025 dm 0073642 2 Not Yet Approved contract requires or specifies (a) the governing law shall be the laws of the state of California, (b) the choice of venue shall be identified according to either the county in which such public agency does business or the preference for federal or sate court jurisdiction over the public agency and the energy counter party and the contract, and (c) the energy counter party shall obtain and maintain during the term of the contract the minimum credit rating established as of the date of award of contract of not less than a BBB-credit rating established by Standard & Poors and a Baa3 credit rating established by Moody's Investors Services. ( e) Risk Management Policies, Guidelines and Procedures Manual. All procurement of gas and electricity by contract for wholesale utility commodities shall conform to the requirements of the city's Energy Risk Management Policies, Guidelines and Procedures Manual. SECTION 2. Section 2.30.360 of Chapter 22.04 of Title 2 of the Palo Alto Municipal Code is hereby amended to read, as follows: 2.30.360 Exemptions from competitive solicitation requirements. The following are exemptions from the informal and formal competitive solicitation requirements of this chapter. It is expected that the exemptions will be narrowly applied. The department requesting an exemption shall provide all relevant information supporting the application of the exemption to the purchasing manager. Based on this information, the purchasing manager shall make a recommendation to the city manager and the city manager shall determine whether an exemption from competitive solicitation requirements applies. Nothing herein is intended to preclude use of competitive solicitations where possible. (a) Emergency contracts as defined in Section 2.30.21O(f). (b) Situations where solicitations of bids or proposals would for any reason be impractical, unavailing or impossible provided that in the case of a public works project, the project is not otherwise required by the Charter to be formally bid. These situations are those where solicitations of bids or proposals would not be useful or produce any advantage for the city. Situations where solicitations of bids or proposals would be impractical, unavailing or impossible, include, but are not limited to, the following: (1) Specifications cannot be drawn in a way that would enable more than one vendor or contractor to meet them; (2) Due to circumstances beyond the control of the city, the time necessary to use the competitive solicitation process procedures and requirements would result in a substantial economic loss to the city, or the substantial interference with a required city operation; and (3) Special conditions attached to a grant, donation or gift requires the use of particular goods and/or services. All requests for exemptions under this subsection shall be supported by written documentation (facsimile or electronic mail may be used), approved by the department head and forwarded to purchasing. 111025 dm 0073642 3 Not Yet Approved (c) Where competitive bids or requests for proposals have been solicited and no bid or proposal has been received or no bid or proposal meeting the requirements of the invitation to bid or request for proposal has been received, provided that, in the case of a public works project, the project is not otherwise required by the Charter to be formally bid. (d) Contracts for goods, wholesale commodities and related services, general services or professional services available from only one source where there is no adequate substitute or equivalent provider. Examples of acceptable sole source purchases are: equipment for which there is no comparable competitive product, proprietary products sold directly from the manufacturer, a component or replacement part for which there is no commercially available substitute and which can be obtained only from the manufacturer, items where there is only one authorized distributor in the area, and items where compatibility with items in use by the city is an overriding consideration. All requests for sole source purchases shall be supported by written documentation (facsimile or electronic mail may be used), approved by the office or department head and forwarded to purchasing. (e) Contracts for goods where, pursuant to Section 2.30.900, the city manager has determined that standardization of the supplies, materials or equipment is permissible. (f) Placement of insurance coverage and bonds. (g) Legal services contracts, including outside counsel and experts for litigation or other legal proceedings. (h) Professional services contracts for private development related studies and services when funded wholly by private developers. (i) Professional services contracts where the estimated total expenditure by the city, regardless of term, does not exceed $25,000.00. CD Cooperative purchases where the city participates with one or more other governmental or public agencies in a cooperative agreement, provided the solicitation process used is substantially similar to the process required by this chapter; or (k) The use of another governmental or public agency's contract provided: (i) the agency used a solicitation method substantially similar to the method required by this chapter; (ii) the contract allows other agencies to utilize or the vendor authorizes the city to utilize; (iii) the contract is consistent with requirements specified in this Code; and (iv) there is an overall value to the City's utilizing the contract versus the city performing it's own solicitation. (I) Contracts with Northern California Power Agency, Transmission Agency of Northern California, and Western Area Power Administration to procure wholesale utility commodities and related services that meet the requirements of Section 2.30.340( d). (m) Contracts with Pacific Gas and Electric Company and the California Independent Service Operator Corporation for energy transmission services to the extent necessary and expedient to provide for the general health, safety and welfare of its citizens. 111025 dm 0073642 4 Not Yet Approved (n) Contracts with any public agency or governmental body to construct a public work where the public agency or governmental body has used methods similar to those required by this chapter to contract for the work. (0) Contracts with any public utility holding a certificate of public convenience and necessity or any entity holding a cable communications system franchise pursuant to Chapter 2.10 construct a public work where such work involves property of such public utility or cable communications system franchisee and is otherwise of direct concern to both the city and such public utility or cable communications system franchisee, provided that the project is not otherwise required by the Charter to be formally bid. (P) Contracts with private developers to construct public improvements in connection with their development project even if the city contributes funds to the improvement project, provided that the project is not otherwise required by the Charter to be formally bid. (q) Projects where the public work is performed by the city with its own employees. (r) Contracts where the estimated total expenditure by the city does not exceed $5,000.00. (s) Contracts with entities to procure wholesale utility commodities and related services under a city "feed-in tariff' local energy program that meet the requirements of Section 2.30.340( c). SECTION 3. The Council finds that this is not a project under the California Environmental Quality Act and, therefore, no environmental impact assessment is necessary. II II II II II II II 111025 dm 0073642 5 Not Yet Approved SECTION 4. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: Senior Asst. City Attorney City Manager Director of Utilities ll1025 dm 0073642 6 FINANCE COMMITTEE DRAFT EXCERPT Regular Meeting November 15, 2011 Utilities Advisory Commission Recommendation to Approve Implementation Documents Including the Rate, Rule and Regulation, and Agreements to Implement the Proposed PaloAltoGreen Local Energy Program Jon Abendschein, Resource Planner, made a presentation on the Staff proposal. The program was a result of direction by the City Council in May 2010 to re-examine the City's approach to purchasing renewable energy and to investigate the possibility of purchasing renewable energy from local sites in Palo Alto using a feed-in tariff (FIT) program. Council had approved a set of design guidelines for the program, but additional approvals were required to implement the program, including a rate schedule, changes to utility rules and regulations, and standard contracts. The rate schedule was not final because Staff was waiting for more up to date information on the renewables market. The rate would be finalized when Staff took the proposal to Council. There were also some minor changes Staff would propose to the other program documents. He discussed the long-term potential of the program. The potential energy that could be generated by solar on Palo Alto's 1200 commercial rooftops was equivalent to roughly 10% of the City's load. Half was on large rooftops, half was on small rooftops. For the first program year Staff was proposing a solar-only program focused on large commercial rooftops and limited to 4 MW, which was 5% of the total Palo Alto rooftop potential. Solar was the most viable resource in Palo Alto, and the program limits were established to manage workload. Risks were mitigated by the fact that the energy from the program came from many small projects, so the consequences of failure of any single project was small. The City would only pay for energy delivered, and would have no ownership stake in the projects. Staff had performed outreach to a variety of groups, and had received positive feedback on the draft program materials. If the Finance Committee recommended approval, Staff would take the proposal to Council in December 2011, launch the program in February 2012, and return to Council in fall of 2012 for a review of the program and a proposal for the 2013 program year. Council Member Schmid asked how the maximum rate impact of the renewables program was calculated. Mr. Abendschein said it was a half-cent maximum impact on rates. Council Member Schmid asked what percentage of the existing rates that represented. Jane Ratchye, Assistant Director of Resource Management, stated that the percentage was approximately 5% of the average rate for the entire City. Council Member Schmid recommended including that number in future reports. He referred to Table 5 in the Staff report and asked how much energy the program would produce. Mr. Abendschein stated the program would produce 6 gigawatt-hours (GWh) per year. Ms. Ratchye clarified that was based on 4 megawatts (MW) of capacity multiplied by 1,500 hours per year of solar production. Council Member Schmid asked whether the price in the rate schedule was the actual price of the FIT contracts or whether it was a maximum, with the actual prices set using an auction. Mr. Abendschein stated that the auction was only a tie-breaking mechanism in the event the number of applications exceeded the cap. The City would accept applications every month and all applicants would receive the rate. Ms. Ratchye clarified that the rate would be fixed, and if, for example, the rate was 14 cents, all applicants would receive a contract at that rate. Council Member Schmid said the Staff report implied that it would be very hard for anyone to develop a project if the rate were 15 cents. Mr. Abendschein said Staff was not entirely sure at what rate the project economics would work. Council Member Scharff asked how the rate compared to the rates for existing contracts in Table 5. Mr. Abendschein said a 13 cent per kilowatt-hour (kWh) rate was equivalent to a price of $130 per megawatt-hour (MWh), and that $20-30 of that was related to the fact that the project was located in Palo Alto. Council Member Scharff asked whether that value was part of the levelizing process. Mr. Abendschein said there were several components to the rate, each with its own forecast, and that the levelizing process created a single flat rate for each of those components using present value calculations. Ms. Ratchye clarified that the price was fixed, and did not change for the length of the contract. Council Member Scharff asked whether the transmission costs associated with the City's existing contracts were included in Table 5 of the Staff report, and whether that represented the $20-30 of value associated with the project being located in Palo Alto. Mr. Abendschein said that was the case. Ms. Ratchye said there was also value associated with the time of day solar power was generated. Council Member Schmid asked whether it was possible to calculate the green premium by subtracting the brown power costs from the total market price. Mr. Abendschein said such a calculation did not include transmission costs. The transmission costs associated with the City's existing contracts were not included in Table 5 of the Staff report. Ms. Ratchye said one could consider the transmission costs to be included in the brown power price. Council Member Schmid asked what the cost of energy was. He said the current cost was $40 per MWh. Mr. Abendschein said the cost of energy was based on forecasts over the 20 year period. Council Member Schmid said there was uncertainty about the forecast, and if you used $40, local solar looked like the most expensive renewable power source in the portfolio. Ms. Ratchye clarified that Council Member Schmid was referring to the green premium column. Mr. Abendschein stated that the green premium would be roughly $30 per MWh. Council Member Schmid asked whether there were any cheaper sources of renewable energy out there. Mr. Abendschein said the rates were set based on the market price of renewables. The City would offer to buy power from any solar developer in Palo Alto at that rate market rate. Ms. Ratchye said the program was designed to be a value-based program, meaning it was based on the value of the renewable energy, not the cost to develop the project. Renewable market prices were lower than Staff had thought they were when developing the program. Council Member Schmid asked whether the was City essentially paying a premium for people to sell power to the City instead of using it on site if the average customer rate was 11 cents per kWh and the City was offering to purchase power at 14 cents per kWh. Mr. Abendschein said that the 11 cents per kWh was an average rate that included both cheaper brown power and more expensive renewable power, while the 14 cent per kWh was just for the renewable power. Council Member Shepherd asked whether Council Member Schmid was inquiring whether the City was creating an incentive for building owners with existing solar projects to stop allowing their tenants to use the solar on site and instead selling it to the City. Council Member Schmid said he was. Council Member Shepherd said that situation did not exist in Palo Alto. Mr. Abendschein said the City would not accept any project into the program that had previously received rebates under the Photovoltaic (PV) Partners program, and that all existing commercial rooftop systems had received those rebates. Council Member Schmid asked whether this program would replace the PV Partners program. Mr. Abendschein said people could still receive rebates under that program, though eventually the rebate budget would run out. Council Member Schmid said the Staff report stated that the program would not continue after the rebates ran out. Mr. Abendschein said the intention of that section of the Staff report was to make it clear there were only enough rebates remaining for approximately 3.5 MW of solar capacity in the program. Council Member Schmid asked whether the PV Partners program would continue once the rebate budget had been used. Mr. Abendschein said that would be a policy discussion to have once that happened. Ms. Ratchye stated that this program would not affect the PV Partners program, and that the rebates for residential systems would continue to be available. Council Member Schmid asked whether the residential rebates were subject to a limit. Mr. Abendschein said they were. Council Member Schmid recommended clarifying areas of the report related to the rates and the green premium. Council Member Shepherd said she appreciated the work of the UAC in reviewing the program and the fact that it had been brought to the Finance Committee gradually over time. She thanked Council Member Schmid for his questions. She was excited about the program. She asked whether Staff was going to look at building life when establishing FIT contracts. Mr. Abendschein said Staff would require proof that the project developer had the right to use the building over the entire length of the contract. He said that project developers tended to look for buildings that will not require major upgrades over the length of the project. Developers had the same interest in the site being preserved over the length of the contract. Council Member Shepherd said it seemed like a solar system on a rooftop could cloud the title to the building and that Staff should pay attention to those types of issues. Many of the buildings in Silicon Valley were aging. She was glad Staff was focusing on solar. She had concerns about biogas and wind turbines, but she hoped in the future Staff would be able to include a wider range of renewable resources in the program. She appreciated that the Staff proposal allowed for multiple contract terms. She said that the City's economic development Staff should be brought into the conversation about the name. CLEAN was a brand, and her initial reaction was to go with Palo Alto CLEAN. Council Member Scharff asked whether the rate would be the same for different contract terms. Mr. Abendschein said the rate would be higher for longer contract terms. Council Member Scharff asked why Staff was not proposing offering building owners the option of having the same rate for shorter contract terms. Locking them in for a longer period made it less likely they would participate in the program. Mr. Abendschein said that developers required longer term contracts in order to get financing. Council Member Scharff clarified that he was suggesting offering the long-term contract but allowing developers to opt out before the end of the contract term. Mr. Abendschein said that allowing developers the ability to opt out before the end of the contract term would result in the City overpaying for the energy. The value of the contract to the City would rise over time, and the fixed rate meant that while in the short term the City would pay more than the value of the energy, in the long term it would pay less. Council Member Scharff asked whether it was the case that the City overpaid in the beginning of the contract but underpaid later in the contract. Mr. Abendschein said it was. Council Member Schmid clarified that the value rose over time rather than the price decreasing. Council Member Scharff asked how the City prevented people from modifying their building. Ms Ratchye stated that the contract said that to the extent they provided the City energy the City would pay for it at a fixed rate. It did not prevent them from removing the building. Council Member Scharff asked whether a solar system owner would be able to go out of business by demolishing the building and ceasing to provide energy. Mr. Abendschein said yes, but clarified they would not have the option to simply stop selling the City energy so that they could sell it to somebody else. Council Member Scharff asked whether, in the event the building owner removed the building or stopped selling the City energy, the City would be overpaying for the power it had already received, and whether Staff was concerned about that. Mr. Abendschein said the City would overpay in that event, and that Staff was concerned about it. The risk would be mitigated because Staff would require proof of a right to use the site for the entire length of the contract, whether that was in the form of a rooftop lease or proof of ownership. Council Member Scharff asked whether Staff had done an inventory of possible sites. Mr. Abendschein said Staff had. Council Member Scharff asked whether Staff had done an inventory of how much time was remaining on ground leases in Stanford Research Park. Mr. Abendschein said Staff had not. Staff had talked to Stanford Lands Management and made them aware of the program. Staff had not asked for data on the length of ground leases, and he was not confident the data would be made available. The time required to generate an inventory was comparable to the time required to launch the program and find out the response. Council Member Yeh stated he was excited about the program, but had not heard the entire Staff presentation and subsequent discussion, and so would wait until the City Council meeting to participate in the discussion. Council Member Shepherd asked whether, if a building owner had multiple sites, whether the City had a stake in what site they received the energy from. Mr. Abendschein said the City did not. In that situation the City would execute one contract for each site. If one of the sites stopped producing energy, the total amount of energy produced would decrease, and the City would only pay for the energy being produced on the other sites. Council Member Shepherd asked if the contract for the site that stopped producing could be moved to a different site. Mr. Abendschein clarified that the contracts were site specific and tied to the address. Council Member Scharff asked whether it would make economic sense for the City to invest in developing a solar system on a Palo Alto building owner's rooftop if that building owner were required to grant the City a rooftop lease as a condition of approval for a development permit, such as a Planned Community (PC) Zone, and whether it was possible for the City to realize some savings in that case. Ms. Ratchye said the risk profile of ownership was different. Mr. Abendschein said it was something that other utilities had done, but that the risk profile was different because it involved the City putting in money up front, meaning if something happened to the project, the City could lose the money it put in. City Manager Keene said leaving aside the issue of the risk profile, there was nothing that precluded the Council from having that type of a condition of approval. Council Member Scharff said there was a sense that the current public benefits for development projects were not extensive enough and that Staff should begin thinking about the potential for this type of program. Council Member Schmid commented on the name. He said CLEAN was not descriptive. He asked for some clarification on the source of the name. City Manager Keene said there was some brainstorming by Staff on the name resulting in the Staff proposal that night, PaloAltoGreen Local Energy Program. At the UAC there was discussion of two names, Palo Alto CLEAN and PaloAltoGreen Local Energy Program. The UAC had recommended the second one. Council Member Schmid said the name was important. There was a national campaign to rebrand FIT programs as CLEAN programs. He recommended going with Palo Alto CLEAN, and in the future other utilities would adopt the CLEAN name. MOTION: Council Member Scharff moved, seconded by Council Member Shepherd to rename the program Palo Alto Clean. Council Member Shepherd suggested the City's economic development Staff examine the naming issue, since this was a commercial program. City Manager Keene said to bear in mind that the program could eventually include residences. INCORPORATED INTO THE MOTION WITH THE CONSENT OF THE MAKER AND THE SECONDER to request that City economic development Staff examine the issue of the name. Council Member Shepherd said CLEAN was becoming the brand for FIT programs, and Palo Alto should not use different language from everyone else. She did not want the City to miss opportunities because people could not find the program because they were looking for the wrong term. City Manager Keene said the term "clean" had some meaning in itself, but that there was also a more specific effort to rebrand FIT programs using the acronym CLEAN, and that it remained to be seen if that would take hold. It depended on the Committee's objectives for the program. Council Member Schmid asked that Staff include discussion of the name when taking the program to Council. Council Member Scharff said Staff would do that regardless of the Finance Committee's recommendation. City Manager Keene said that Staff would take to Council a summary of the rationale for the choices made by the UAC and the Finance Committee on the name. Council Member Shepherd asked whether CLEAN was the new term for FIT programs. City Manager Keene said there was an effort underway by a group to replace the term FIT with CLEAN. MOTION PASSED 2-1, Schmid opposed, Yeh abstaining City Manager Keene said the program was essentially a rooftop leasing program, and he asked whether there was a nexus between increasing energy use in a building location and their willingness to use the program. Ms Ratchye said the amount of energy from the rooftop was a fraction of their energy needs. She was unsure there was a correlation between the energy use at a location and a Mr. Abendschein said this program was an additional way for building owners to add solar to their rooftops. Council Member Shepherd said she had seen extensive use of the CLEAN name when doing web searches on the name. Council Member Schmid clarified that the rate schedule was incomplete and that Staff was not requesting adoption of the rate itself, but rather the form of the rate schedule with the rate to be filled in at the Council meeting. Mr. Abendschein said that was the case, and also requested that the Finance Committee include in the motion that the program materials would be approved subject to minor changes by Staff to the standard contracts and the rate schedule. MOTION: Council Member Schmid moved, seconded by Council Member Scharff, that the Finance Committee support the Council’s adoption of the following subject to minor changes by Staff in the language of the standard contracts and rate schedule: Resolution adopting the Utility Rate Schedule E-PAGLE2012, and approving changes to the Utilities Rule and Regulation 27 Generator Interconnection. Resolution approving a standard form power purchase agreement for purchase of local renewable energy, approving an Interconnection Agreement for the interconnection of non-net- metered generators, authorizing the City Manager or designee to sign one or more contracts for a maximum output of five megawatts (MW) of solar energy, costing up to 15 cents per kilowatt-hour (c/kWh), for terms not exceeding 20 years and for a maximum appropriation of $27 million, and adopting changes to the previously approved Policies and Design Guidelines. Ordinance amending sections 2.30.340 of Chapter 2.30 of Title 2 of the Palo Alto Municipal Code to incorporate provisions that would facilitate a feed-in tariff program. MOTION PASSED 3-0, Yeh Abstaining City of Palo Alto (ID # 2601) City Council Informational Report Report Type: Action Items Meeting Date: 3/5/2012 March 05, 2012 Page 1 of 1 (ID # 2601) Title: Continuance of Park Plaza Project Appeal Subject: Request for Continuance of the Public Hearing: To Consider An Appeal Of An Architectural Review Approval And A Record Of Land Use Action (1) Approving A Mitigated Negative Declaration, And (2) Upholding The Director's Architectural Review Approval Of A Three Story Development Consisting Of 84 Rental Residential Units In 104,971 Square Feet Within The Upper Floors, 50,467 S.F. Ground Floor Research And Development Area, Subterranean And Surface Parking Facilities, And Offsite Improvements, With Two Concessions Under State Housing Density Bonus Law (SB1818) On A 2.5 Acre Parcel At 195 Page Mill Road And 2865 Park Boulevard. Note: Tentative Map application for condominiums has been withdrawn. * Quasi Judicial From:City Manager Lead Department: Planning and Community Environment The applicant for Park Plaza Project has requested a continuance of the Council’s consideration of the project to the next available Council date. Staff requests that Council continue the review to a date certain of April 16, 2012. The applicant’s letter requesting the continuance is attached. Attachments: ·Attachment A: Applicant Letter Requesting Continuance dated February 24, 2012 (PDF) ·Public Correspondence (PDF) Prepared By:Amy French, Current Planning Manager Department Head:Curtis Williams, Director City Manager Approval: James Keene, City Manager VIAE-MAIL city .clerk@CityofPaloAlto.org Ms. Donna Grider City Clerk City of Palo Alto 250 Hamilton Avenue, 7th Floor Palo Alto, CA 94301 S)B SIDEMAN & BANCROFT LLP One Embarcadero Center, Eighth Floor San Francisco, California 94111-3629 Telephone: 415.392.1960 Facsimile: 415.392.0827 Writer's E-Mail: jjanz@sideman.com February 24, 2012 Re: Park Plaza Project Dear Ms. Grider: This letter is to request that the hearing before the City Council on the referenced matter presently scheduled for March 5, 2012, be continued to the next available date. We still need additional time to present to the City newly located information on the Project, as mentioned in my letter to the City Manager dated January 25,2012, and we therefore request that the hearing be continued. Thank you for your attention to this matter. Please call if you have any questions. cc via email only: James Keene> City Manager Donald A. Larkin, Senior Deputy City Attorney Curtis Williams, Director of Planning and Community Environment Amy French, Assistant Director of Planning and Community Environment 5647-1\1414139vl Grider, Donna From: Sent: To: Subject: Bob Moss [bmoss33@att.net] Tuesday, February 28,20128:50 PM Council, City; Williams, Curtis; City Attorney New Data on 195 Page Mill Toxic Issues Dear Mayor Yeh and Councilmembers; Feb. 28, 2012 CiTY CLERr\'5 fllFFIGE 12 FEB 29 AM II: 59 Since your vote 7-0 to initiate rezoning of the site at 195 Page Mill Rd. and 2865 Park Blvd. to PTOD October 3 some important new information has arisen that you should be aware of when you again consider the massive proposed project March 5. In addition to the violation of the Comprehensive Plan and Zoning Ordinance that this proposal presents, there have been significant changes in health risks from the TCE known to exist in the groundwater and soil at the site. They are discussed below. 1) In November EPA significantly reduced the allowable levels of TCE in indoor air known to cause cancer. In residential locations the level was reduced from 1.0 to 0.5 micrograms/cubic meter. In commercial locations the reduction was from 5.0 to 3.0 micrograms/cubic meter. EPA's new Regional Screening Levels for TCE in residential air have been published at http://www.epa.gov/reg3hwmd/risk/human/rb- concentration table/Generic Tables/pdf/resair sl table run NOV2011.pdf <http://www.epa.gov/reg3hwmd/risk/human/rb---- concentration_table/Generic_Tables/pdf/resair_sl_table_run_NOV2011.pdf> The 10~-6 cancer risk value is .43 micrograms per cubic meter and the non- cancer value is 2.1 micrograms per cubic meter. (The tolerance level was rounded up to 0.50 micrograms per cubic meter.) 2) New York found that TCE in indoor air was a cause of birth defects in several cases in Endicott. There also are indications that exposure to TCE while in the womb can cause behavioral problems in children later. 3) At the Moffett RAE meeting November 3 EPA discussed this lower tolerance for TeE in both residential and commercial buildings, and noted that mitigations were required when the exposure levels were likely to exceed those limits. 4) Recently EPA required a vapor intrusion remedy be installed at Intel and Raytheon sites in the MEW Superfund contaminated location in Mountain View. See 91-CV-20275 (N.D. Cal.) (Dkt. 74) Proj ected costs of the remedies could be as much as $24 million. The concentration of TCE in soil gas along the rear quarter of this site ranges from 23,500 to 150,000 micrograms/cubic meter. You may recall that the expert called to testify on toxics last October said that a combination of vapor barrier and active sub- slab ventilation is capable of reducing the concentration of TCE intruding into the building by 4 to 5 orders of magnitude. Assuming the best possible reduction of 5 orders of magnitude of TCE in the air results in a level of TCE of 1.5 micrograms/cubic meter in the residential areas, or 3 times what is known to cause cancer. If the reduction is only 4 orders of magnitude the indoor air content of TCE would be as much as 15 micrograms/cubic meter, or 5 times the acceptable level in commercial spaces and 30 times what is acceptable in residential spaces. Because of this high risk of severe health hazards development of this site should prohibit underground garages and not place any structures over the rear quarter of the property where the level of RCE in the aquifer and soil is known to be high. That space should be limited to parking and landscaping. Perhaps you noticed that parking at the Campus for Jewish Life where we met for Mayor Yeh's State of the City address was at grade, and the buildings all are one floor up on a 1 podium. That design was required by DTSC which oversees the toxic and contamination of the aquifer and soil in this area, both to avoid getting too close to the aquifer, and to protect against vapor intrusion from a toxic plume under much of the site. It originated on the other side of Charleston from a long-gone electronic company and covers most of the Campus for Jewish Life site coming close to the housing adjacent to Loral. Fortunately the Water Board does not have toxic oversight of this site. The toxic mitigation at Campus for Jewish Life is managed by a much more effective organization, DTSC, which also oversees the Hillview-Porter site at the Stanford Research Park with plumes that once reached into Barron Park. This requirement for surface parking, no underground garages, and habitable buildings on podiums is the preferred design for preventing vapor intrusion into occupied buildings. Originally this project was scheduled to return to Council for final action rezoning the site to PTOD in December, but it was delayed until now at the request of Mr. Hohbach. Apparently a major reason for the continuation was to allow time for he and his lawyer to lobby staff to slant their report to favor the project, and not to mention or provide the minutes showing that the Planning Commission voted 4-2 to deny the project. A significant change in traffic and congestion impacts near this site also must be taken into account. The site right across the street from 195 Page Mill at 395 Page Mill has an application pending for a major expansion, addition of 2 office buildings of 120,000 sq. ft. each, plus a 593 car garage for the new office buildings along Park next to 2865 Park Blvd. One office building will be on Park Blvd. just past 2865 Park. Blvd. The Atkins auto repair business next to 2865 Park Blvd. has been vacant since late December in preparation for its replacement by a multi-story 593 car capacity garage. This will add significant traffic up Page Mill and Olive to Park Blvd. That means the traffic impacts previously estimated for 195 Page Mill are out of date and if the project is built to the proposed density Park Blvd., Page Mill at Park Blvd., and the intersections near the site will plug with traffic from the combined developments at 395 and 195 Page Mill. Hohbach Realty demanded two concessions in exchange for providing 20% of the housing as BMRs. However you are not obligated to grant all of the concession demands. At a Planning Commission meeting late last year Assistant City Attorney Larkin made a presentation on impacts of GS65915 that requires concessions in exchange for provision of BMR units. He stated that it is not necessary for a city to grant all of a requested concession, and gave examples of several cities that reserved the right to and did reduce the extent of the concessions actually granted. Thus it is perfectly legal to reduce the approved FAR, increase setbacks required, reduce height, or make any other desired changes in the proposed plans and development details. It also is important to note that GC65915 explicitly states that concessions can be denied if there are safety issues, which there certainly are at this site. Staff has repeatedly fallen back on the excuse that toxics at this site are overseen by the Water Board, not EPA or DTSC. Oversight by the Water Board supposed justifies not requiring compliance with EPA requirements. Inadequate oversight by the Water Board, which I have repeatedly noted is the case, and which EPA unofficially agrees is true, does not mean that facts can blithely be ignored. Please acknowledge the science and technology involved at toxic sites with vapor intrusion risks and act accordingly. Protecting health and safety and reducing potential health impacts on residents and occupants at the site should be paramount. We must address the real toxic hazards that exist due to the high potential for vapor intrusion into occupied R&D and housing at levels considered toxic and likely to cause cancer and other health conditions. If a development is built on this site with the inadequate public health and safety requirements approved by the Water Board, Palo Alto will be equally liable for damages if occupants develop cancer or other conditions due to TCE exposure. Harold Hohbach asked that the City formally reject the project so that he can sue. By all means grant his wish and both reject the current proposal and initiate rezoning the site to PTOD with restrictions that no occupied structures will be built over the rear quarter of the site, and that parking shall be at grade, not in a basement. I am very confident that you will win any lawsuit challenging rejection of this project. Yours sincerely, Bob Moss 2