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HomeMy WebLinkAbout1998-01-12 City Council (12)TO: City of Palo Alto City Manager’s Report HONORABLE CITY COUNCIL 9 FROM:CITY MANAGER DEPARTMENT: PUBLIC WORKS AGENDA DATE: JANUARY 12, 1998 CMR: 109:98 SUBJECT:APPROVAL OF BUDGET AMENDMENT ORDINANCE FOR PHASE H CONSULTANT SERVICES FOR THE PROPOSED DOWNTOWN PARKING STRUCTURES REPORT IN BRIEF On July 7, 1997, Council approved proceeding with steps that will potentially lead to the construction of up to two multi-level parking structures in the downtown area. The two potential sites are Lots S and L (Bryant/Lytton) and Lot R (off University Avenue, between High/Alma south). Included for approval herein are Agreements for architectural and engineering services that will provide for environmental analysis of the sites as well as for the preparation of construction documents to 50 percent completion. After the approval of the 50 percent plans by Council, proceedings to form an assessment district will be held. If an assessment district is approved by downtown property owners, staff will return to Council for approval of consultant contract amendments necessary to complete the construction documents. Approval of this initial Budget Amendment Ordinance (BAO) for $942,048 will provide design services and related support up to the time of the assessment district election. Prior to the election, another BAO will be presented for approval of funding for assessment district engineering and assessment proceeding balloting at an estimated cost of $25,000. CMR:109:98 Page 1 of 7 RECOMMENDATION Staff recommends that Council: Approve a Budget Amendment Ordinance (Attachment B) in the amount of $942,048 to fund the amendment with Watry Design Group, the agreement with Turner Construction Company, and for miscellaneous operating expenses during Phase II of the project. Approve and authorize the Mayor to execute Amendment No. 1 to Consultant Contract No. C6076145 with Watry Design Group (Attachment C), in the amount of $682,136, for Phase II design services to provide architectural and related design services for the proposed Downtown Parking Structures. Approve and authorize the City Manager or her designee to negotiate and execute one or more change orders to the contract amendment with Warty Design Group for related, additional but unforeseen work which may occur during Phase II, the total value of which change orders shall not exceed $ 34,100. Approve and authorize the Mayor to execute the consultant agreement (Attachment D) with Turner Construction Company for $167,412 to provide project management services to supplement existing staff during Phase II of the proposed Downtown Parking Structures. Approve and authorize the City Manager or her designee to negotiate and execute one or more change orders to the contract with Turner Construction Company for related, additional but unforeseen work which may occur during Phase II, the total value of which change orders shall not exceed $ 8,400. Authorize Planning Department Staff to secure the services of a contract planner during Phase II, not to exceed a fee of $45,000. Authorize $5,000 for miscellaneous costs (presentation materials, copying, postage, etc.) incurred by Public Works staff during Phase II preliminary design. Adopt a resolution of the City Council of the City of Pal. Alto declaring its intention to reimburse the City’s General Fund for expenditures from the proceeds of obligations to be issued by the City and directing certain actions (Attachment E). BACKGROUND On July 7, 1997, Council approved proceeding with steps that will potentially lead to the construction of up to two multi-level parking structures in the downtown area (CMR:308:97). The largest structure, on Lots S & L (Bryant/Lytton), would consist of four elevated decks; CMK:109:98 Page 2 of 7 one at-grade level and two below-grade levels. Lot R (off University Avenue, between High!Alma south) would have three elevated decks and one at-grade level. The estimated total cost (in 1997 dollars) for the parking structure at Lots S & L is $14.8 million and $4.9 million for the parking structure at Lot R. These preliminary costs, which will be refmed during the design process, include construction costs as well as "soft" costs Such as feasibility studies, architectural design and assessment district engineering. Two of the steps authorized by Council included negotiating a scope of services for Phase II, Preliminary Design, with Watry Design Group (the consultant team utilized in the Downtown Parking Structures Feasibility Study), and the procurement of project management services to supplement existing staffing. The agreements for these services are attached for review and approval. The architectural design fees of $682,136 presented herein for approval are higher than those presented to Council on July 28, 1997 due to several additional items of work as discussed below. At that time, the architectural and structural engineering fees up to assessment district formation were estimated to be no more than $494,000. That fee amount was taken from estimates presented in the January 16, 1997, Downtown Parking Structure Feasibility Study by Watry Design Group. DISCUSSION The attached BAO provides funding for architectural and engineering services through the Phase II design development stage, which coincides roughly with 50 percent design completion. During this .phase, .the consultant will develop the appearance of the structures, survey the sites for existing underground utilities and property easements, conduct an environmental assessment of the site, detail the interior electrical, mechanical, and other specialty work and refine the construction cost and schedule. Specific additional areas of concern that are now addressed in the Phase 1I portion of the scope of work and were not included in the original estimate are as follows: Trattic: The traffic analysis portion of the environmental assessment will consider the impacts of four different scenarios: no-build; build only on Lot R; build only on Lots S & L; and build on both Lot R and Lots S & L. In addition to intersection levd-of- service analysis, each scenario will include operational analyses such as pedestrian safety, turning movements into and out of the structure, as well as the need for mid- block turning lanes or other safety considerations. Traffic impacts on the South of Forest Avenue (SOFA) area and University North will also be considered. Options for Assessment DistrictFormation: This task is intended to assist the City in sorting through policy implications related to implementation issues. Included for analysis are potential .policy changes that may be necessary in order to comply with Proposition 218, such as using a site-specific trip attraction rate, versus the "blended" CMK:109:98 Page 3 of 7 rate of four spaces per 1,000 square feet that is currently used in the downtown parking assessment district. Teen Center Relocation: If a parking structure is built on Lots S & L, there will likely be an area of non-parking space on the ground-level that may be suitable for a relocated Teen Center, retail, or for space where a transportation coordinator could distribute transit-related information, carpool parking passes and the like. The scope of work includes a needs analysis for the existing Teen Center, and, if the space within the parking structure is determined to be sufficient, for the interior design and layout of a relocated Teen Center. The consultant fee for Teen Center work has been separated from other work related to the design of the structures. If it is determined that, due to design constraints or Council direction, a Teen Center is infeasible or undesirable, the scope provides for analyzing alternative uses. Contract Engineer Services The Public Works Department does not have enough staff to manage the parking structure project in addition to the current workload. In order to allow continued work on existing projects, Council authorized staffto procure the services of a project management consultant to supplement staff on parking structure issues. On July 29, 1997, a request for qualifications was sent to 21 consulting firms, in which firms were requested to demonstrate their project management experience, specifically related to parking structures. Based on the results of the request for qualifications, requests for proposals were sent to 15 engineering firms on August 29, 1997. Firms were given a total of four weeks to respond, and eight firms did so. Three ftmas were selected for interviews with Public Works staff, and Turner Construction Company was selected because of demonstrated experience in parking structure design features, construction and construction management. RESOURCE IMPACT If downtown property owners do not approve a new parking assessment district, the City would have to absorb design and other costs incurred up to that point. If a district is formed, ¯ costs incurred prior to formation of the assessment district will be reimbursed to the City from bond proceeds. Costs for work occurring after the bond sale, including Phase consultant services for final design, and PhaseIV for construction, testing and inspection of the structures, will be paid directly from the proceeds of the bond sale. Since the time of the original architectural fee estimate of $494,000, a detailed scope of work has been written and although the resulting architectural and structural engineering fees did not change significantly, subconsultant fees did increase by roughly $190,000. This fee increase covers items such as the Teen Center study and design, a more detailed traffic study, environmental assessment, reimbursables (travel, reproduction of plans, etc.), property line and site survey, hazardous materials and soils analysis, and a report outlining assessment options in light of Proposition 218. CMR:109:98 Page 4 of 7 Two Budget Amendment Ordinances will be presented to Council for approval during the course of Phase II. The first (Attachment B) covers primarily architectural and engineering design services. A second BAO will include those services related to the formation of an assessment district. Paying for these services was delayed until further research on the impacts of Proposition 218 could be ascertained. Funds will be needed for the following services prior to bond Requested in. Attached Budget Amendment Ordinance: Phase II Design Services - Watry Design Group: Phase II Contract Engineer Services - Turner Constr: Phase II Contract Planner Services: Phase II operating expenses (copying, postage, etc.): Subtotal: sale: $716,236 $175,812 $ 45,000 $ 5,000 $942,048 Fee.Estimates - Future BAO Requests: Phase II (prior to assessment district proceedings): Assessment Engineering: Balloting Process: Subtotal: Anticipated Phase II Total: $15,000 $10,000 $25,000 $967,048 The costs for assessment engineering are based on the assumption that the current assessment district formula can be adjusted. If a new formula needs to be developed, the fee will likely increase. Bond counsel costs will be paid out of the bond proceeds only if an assessment district is formed. There will be additional agreements requiring Council approval after formation of the assessment district. These include Phase l!I services for final design and Phase IV services such as the award of the construction contract for the structure(s), construction administration services for both Warty Design Group and Turner Construction Company, hiring a contract inspector to supplement existing Building Inspection Division staff, and a consultant agreement with a testing laboratory for materials testing. The In-Lieu Parking Fund (currently $798,000) can be used to finance part of the attached BAO for Phase II of Capital Improvement Program 19530. The remainder of necessary funding will come from the General Fund Budget Stabilization Reserve. If an assessment district is not formed, the In-Lieu Parking Fund account will need to be reimbursed by the General Fund. If a new assessment district is eventually formed, proceeds from the future bond sale can be used to reimburse monies advanced from General Fund Budget Stabilization Reserve. ClvIK:109:98 Page 5 of 7 The purpose of the Resolution of Intent is to be able to use a portion of the bond proceeds to reimburse the City for expenditures made by the City prior to the bond issuance that were in furtherance of the project. Because the bonds will be tax-exempt, the uses of the bond proceeds are strictly controlled. IRS Regulations section 1.150-2 allow a public agency that plans to issue tax-exempt bonds ~o pass a resolution declaring its intention to issue bonds and to reimburse expenditures out of the issuance. POLICY IMPLICATIONS Approval of the amendment and agreement are consistent with existing City policies. TIMELINE The design and construction of the proposed parking structures are separated into the following phases: Phase I:Feasibility Study (completed) - A "Downtown Parking Structure Feasibility Study" was completed by Watry Design Group on January 16, 1997. The study results were presented to Council on March 24, 1997 (CMR:183:97). Phase II:Preliminary Design (Prior to Assessment District Formation) - This Phase provides the project’s environmental assessment as well as design services to approximately 50 percent completion stage of design. When the Phase II plans and environmental documents are reviewed and approved, staff will return to Council for authorization to hold a mail-ballot assessment district proceeding. Phase III:Final Design - If the assessment district is approved by Council and property owners in Phase II, staffwill negotiate Final Design services with the Watry Design Group and Turner Construction. After Council has approved the contracts, the contract documents will be completed and advertised for bids during Phase IlL Final design is estimated to take six months to complete. ¯ Phase IV:Construction Phase - Construction on the structure(s) will begin after the award of a construction contract. The bond sale would occur after construction bids have been received. The average time to complete each structure is roughly one year. Staff estimates that it may take over a year before the project has been approved by City reviewing boards so that an assessment district proceeding can be held, and up to two and one-half years before construction begins on the first structure. A preliminary schedule is shown in Attachment A. CMR:109:98 Page 6 of 7 ENVIRONMENTAL ASSESSMENT An environmental assessment will be prepared as part of the amendment with Watry Des.;gn Group. ATTACItMENTS A - Preliminary Project Schedule B - Budget Amendment Ordinance C - Amendment No. 1 to Contract C607145 with Watry Design Group D - A!p’eement with Turner Construction Company E - Resolution of Intent PREPARED BY: Karen Bengard, Senior Engineer, Public Works DEPARTMENT HEAD REVIEW: CITY MANAGER APPROVAL: GLENN S. ROBERTS Director of Public Works City Manager " CC:Planning Commission Architectural Review Board Susan Frank, Chamber of Commerce Project Study Committee Dan Lorimer, Downtown North Neighborhood Association Patrick Butt, University South Neighborhoods Group CMK:109:98 Page 7 of 7 AYTACHMENT A ORDINANCE NO. ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGET FOR THE FISCAL YEAR 1997-98 TO PROVIDE AN ADDITIONAL APPROPRIATION TO CAPITAL IMPROVEMENT PROJECT, 19530, DOWNTOWN PARKING STRUCTURE ’WHEREAS, pursuant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the Council on June 23, 1997 did adopt a budget for fiscal year 1997-98; and WHEREAS, on July 7, 1997, Council directed staff to initiate the work necessary for possible construction of one or two multi- level parking structures in the downtown area; and WHEREAS, actual construction of such structures is contingent on the formation of a downtown assessment district through which property owners from the University Avenue parking district would fund the construction of the structures; and WHEREAS, in-lieu parking fees for the University Avenue parking assessment district, which have been collected from developers of certain downtown properties, which will also be used for construction of public parking spaces within the assessment district; and WHEREAS, prior to the formation of an assessment district, Council has authorized the expenditure of City funds for preliminary design and project management services; and WHEREAS, if an assessment district is approved, these costs will be reimbursed to the City through bond proceeds, but if an assessment district is not approved, the City will be required to absorb the design and other costs previously incurred; and WHEREAS, it is estimated that preliminary design, project management, and other pre-assessment project expenses will cost a total of $942,048; and WHEREAS, there are insufficient funds available in the Parking In-Lieu Fund to cover the expenses, so the remainder will come from the Budget Stabilization Reserve; and WHEREAS, the budget needs to be amended to increase Capital Improvement. Project 19530, Downtown Parking Structures, to fund preliminary design and project management services; and WHEREAS, City Council authorization is needed to amend the 1997-98 budget as hereinafter set forth. NOW,’ THEREFORE, the Council of the City of Palo Alto does ORDAIN as follows: SECTION......1. The sum of Seven Hundred Ninety-Eight Thousand Dollars ($798,000) is hereby transferred to the Capital Improvement Fund, and the University Avenue Parking In-Lieu Fund is correspondingly reduced. SECTION 2. This transaction will reduce the University Avenue Parking In-Lieu Fund from~$798,000 to $0. SECTION 3. The sum of One Hundred Forty-Four Thousand and Forty-Eight Dollars ($144,048) is hereby transferred to the Capital Improvement Fund and the Budget Stabilization Reserve is correspondingly reduced. SECTION 4. This transaction will reduce the Budget Stabilization Reserve from $17,624,399 to $17,480,351. SECTION 5. Capital Improvement Project No. 19530 in the Public Works Department is increased by the sum of Nine Hundred Forty-Two Thousand and Forty-Eight Dollars ($942,048). SECTION. 6. 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. 7. The environmeni.al assessment for the parking structure project will be prepared as part of the design contract. SECTION 8. As provided in Section 2.04.350 of the Palo Alto Municipal Code, this ordinance shall become effective upon adoption. INTRODUCED AND PASSED: AYES: NOES: ABSTENTIONS: ABSENT: ATTEST: Senior Asst. City Attorney City Clerk APPROVED AS TO FORM: APPROVED: Mayor City Manager Acting Director, Administrative Services Department Director of Public Works AMENDMENT NO. ONE TO CONTRACT NO. C6076145 BETWEEN THE CITY OF PALO ALTO AND WATRY DESIGN GROUP This Amendment No. One to Contract No. C6076145("Contract") is entered into , by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of the State of California ("CITY"), and WATRY DESIGN GROUP, a California corporation, located at 15D0 Fashion Island Boulevard, Suite 200, San Mateo, CA 94404 ("Consultant"). RE C I T A L S: WHEREAS, the Contract was entered into between the parties for the provision of design consultant services; and WHEREAS, the parties wish to amend the Contract; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties ~gree: SECTION... I. Section 2.1 is hereby amended to read as follows: "2.1 CITY follows: The City Manager will be the representative of CITY for all purposes under this Agreement. KAREN BENGARD hereby is designated as the Project Manager for the City Manager and she shall supervise the progress and execution of this Agreement, and shall be assisted by DEBRA JACOBS, the Project Engineer." .S.ECTION 2. secti6n 4.1 is hereby amended to read as "4.1 SERVICES TO BE FURNISHED (a) CONSULTANT shall provide, without limitation, all services, labor expertise, and material necessary to accomplish the complete Scope of Services for this project as described in Exhibit "A", which is incorporated herein by this reference. (b) CONSULTANT shall coordinate the work with CITY to ascertain the requirements of the Project and shall confirm such requirements to the Project Engineer. 9E0103 ~¢n 0071331~ 1 follows: (c) Upon completion of services, CONSULTANT shall turn over to the CITY any and all copies of studies, sketches, drawings, computations and other data prepared by the CONSULTANT or loaned by the CITY during the course of the preliminary design." SECTION 3. Section 6.1 is hereby amended to read as "6.1 CONSULTANT’S FEES In consideration for the full performance of the Basic Services and Reimbursable Expenses described in Section 4.1 and 6.1.3 of this Agreement, CITY agrees to pay CONSULTANT a fee not to exceed seventy thousand dollars ($70,000) for Phase One and six hundred eighty-two thousand one hundred thirty-six thousand dollars ($682,136) for Phase Two. At the conclusion of Phase Two and subject to Council decision to proceed with the final design and construction of a parking structure and at thediscretion of the Program Manager, CONSULTANT will be invited to negotiate for the final design and construction stage for a not-to-exceed fee which will be based on the estimated value of work resulting from Phase Two." follows: SECTION 4.Section 7.1 is hereby amended to read as "7.1 TERM OF AGREEMENT The term of this Agreement shall commence upon its execution by CITY. The work for Phase One and Phase Two shall start immediately upon receipt by CONSULTANT of the respective Notices to Proceed. This Agreement shall terminate on December 31, 1999." SECTION 5. The following exhibit tO the Contract is hereby amended to read as set forth in the attachment to this Amendment, which is incorporated in full by this reference: a. Exhibit "A" entitled "Scope of Work-- Architectural and Engineering Services for the Design of Downtown Parking Structures." $ECTION 6. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent .amendments thereto, shall remain in full force and effect. 9~0103 syn 007133g IN WITNESS WHEREOF, the part£es have by ~heir duly authorized representatives executed this Amendment on the date flr~t above written. ATTEST :CITY OF PALO ALTO. City Clerk Mayor APPROVED AS TO FORM: Senior Asst. City A£~orney- APPROVED: WATRY DESIGN CROUP ! Taxpayer I.D. No, 94-2902782 Asslst~n~ City Manager .hi’rector of Public Work~ Ac~ing Director of Administrativ~ Services ~iskManager Attachment: -EXHIBIT Sco~e of work - Architectural and Engineerin~SerVices for th~ Design of Downtown Parking $Cz~ctures (divil code ~ I189) ) ) On ~ ~N~U...].~? ,. be~oxe me, the undersigned, 8 notary publiC- in mnd ~for"sa~d County, personally appeared satisfactory ev%~nce) tD be the person(~9 whose n~me(~) is/~-~ subscribed to the within inst~ment, and acknowledged to me that .~e/she/~y execut,d t~e s~e in als/her/~r authorized cmpacity(~), and ~hah by ~is/he=/~r signature(s) On the inst~,ment th~ person(z)~ or the en~i~y upon be~If o£ which the p~[son(~) auted, execut~ th~ inst~ent. WIT~ESS my hand and’of£iclal seal. EXHIBIT A SCOPE OF WORK PROJECT MANAGEMENT SERVICES during the DESIGN AND CONSTRUCTION OF DOWNTOWN PARKING STRUCTURES GENERAL Project Description The University Avenue Parking Assessment District currently has 2,257 spaces of public off- street parking available. The parking facilities consist of 15 surface lots and 4 parking garages. A January 1997 study by Watry Design Group identified a parking shortfall of 1,491 spaces in Palo Alto’s downtown business area (bounded roughly by Lytton Avenue to the north, Forest Avenue to the south, Alma Street to the west and Webster Street to the east). To remedy the parking shortage, the city will propose that an assessment district be formed in the downtown area in order to finance the construction of two parking structures in the downtown area. The City currently provides free limited-duration parking (both on and off-street) in the downtown area for customers and visitors. Figure 1 shows a vicinity map of the Downtown area which identifies existing City parking lots. Copies of the "Downtown Parking Structure Feasibility Study" are available for purchase at the Transportation Division, 6th Floor, 250 Hamilton Avenue. The report contains information on the parking demand analysis, site analysis and economic analysis. One of the parking structures will be located at the site of existing Lot R (also know as the High/Alma Street South Lot). The lot is 100-feet wide and 225-feet long and is bordered on the north by two buildings,’ one of which is a three-story office/retail/restaurant building, and the other is a two-story building with retail on the ground floor and professional offices on the second. The south side is bordered by a single, unreinforced masonry building running the entire length of the lot and houses a variety of retail shops. The proposed structure shows one at-grade and three above-grade parking levels with a total of 210 spaces. Estimated 1996 construction cost for the structure is $3.3 million (design, financing and other costs ai’e not included in the estimate). The other structure will be built on Lot S/L (also known as the Bryant/Florence Lot). This structure will have two below-grade, one at-grade and four above-grade parking levels. A total of 699 stalls as well as possible retail uses and public restrooms are proposed. Estimated construction cost is $10.3 million (in 1996 dollars - design, financing and other costs are not included in the estimate). December 18, 1997 Project Goals Existing City staffing levels are not sufficient to manage a project of this size. As a result, the selected Consultant (hereinafter "Consultant") will perform duties typically done by City staff. The Consultant will report to the Department of Public Works’ Project Manager (hereinafter "Project Manager"), or designated representative. The Project Manager will provide general project oversight, particularly related to budgetary issues, however day-to-daY operations will be largely under the purview of the Consultant. It is anticipated that the City will retain the Watry Design Group (hereinafter "Design Consultant") to produce design documents. This Scope of Work focuses on Consultant supervision of Phase II (Preliminary Design) and Phase III (Final Design) for both Structures R and S/L. A provision is included, however, for an optional Phase III (Construction Management Services). Implementation of Phases III and IV is dependent upon successful formation of an assessment district and/or construction costs (see below). The Consultant is asked to submit a fee per task for Phases II and III, however, the final scope and fee for Phases II and III will be negotiated after consultant selection. For the City’s budgeting purpose, the Consultant is asked to provide a general fee for Phase IV activities, although a detailed scope and fee for this phase will be developed sometime prior to construction. The scope of services described herein is only a guide - the proposer is encouraged to suggest modifications to the scope if it is felt that doing so will result in a better work product. The City reserves the right to negotiate an adjusted Consultant fee at any time during the Project based upon changes to this Scope of Work. Such changes may include, but are not limited to, the addition or deletion of Tasks, the reduction in the number or size of the parking structures and personnel fee increases due to extensions in project duration. Project Phases The following phases Phase I: . Phase II: Phase III: Phase IV: are referenced in this Scope of Work. They are as follows: Downtown Parking Structure Feasibility Study. Completed by Watry Design Group on January 16, 1997. Preliminary Design. Includes environmental assessment and design services to approximately 60 percent completion. Final Design Construction Administration Services December 18, 1997 2 This Scope of Work focuses on Phase II (Preliminary Design) and Phase III (Final Design) for both Structures R and S/L. Scope and fees for Phase IV (Construction Administration Services) will be negotiated prior to construction. Implementation of Phases III and IV is dependent upon successful formation of an assessment district and/or construction costs (see below). Assessment District Formation It is the City’s intent to finance the funding of the parking structures through the formation of a downtown assessment district. Design plans will be developed through Phase II so that construction costs can be determined. The Consultant will play a critical role in performing an independent review of the cost estimate. Once a construction estimate has been established, the City will attempt to form an assessment district. Should downtown property owners vote against the assessment, the design process (and Consultant services) will likely terminate. If an assessment district is formed in Phase II, Phase III services will commence. If the low construction bid is higher than the engineer’s estimate used to form the assessment district, the project may need to be re-scoped or the financing adjusted to accommodate the higher cost. If neither of these options are feasible, and the construction cannot be financed, negotiations for the construction management services in Phase IV will not be initiated. Project Schedule A precise timetable for this project has not been determined, however it is the City’s desire to meet the following general schedule: Council Approves Mgmt Services Agreement Council Approves Design Consultant Agreement Complete Conceptual Plans Complete Preliminary (60%) Plans & Enviro Assmt Complete Conceptual Plan & Zoning Reviews by Architectural Review Board, Planning Commission and City Council Form Assessment District - Complete Phase II Complete Phase III Final Plans Begin Construction of First Structure Begin Construction of Second Structure Fall 1997 Fall 1997 Winter 1998 Fall 1998 Summer 1999 Fall 1999 Spring 2000 Fall 2000 Fa!l 2001 December 18, 1997 3 As an initial task of this Scope, the selected consultant shall work with the Design Consultant, City staff and others to develop a more detailed schedule and/or methods to expedite construction. Services and Information Provided by the City The following information will be provided or made available by the City to the selected Consultant: [] ¯ ¯ ¯ Studies prepared as part of feasibility analysis Parcel information Survey data not included as part of the Design contract Available as-builts of adjacent streets and facilities Expenses Unless negotiated as part of the Agreement between the City and Consultant the following expenses shall be paid by" City: When approved by Project Manager, copying of plans, specifications, drawings or reports that are not part of plan check submittals. Production of plan-check sets will not be at Consultant expense. []Copying of final Construction Bid Documents []Advertising related to obtaining the services of a design consultant or construction bids []Costs incurred through notification of community meetings Consultant: [] Unless otherwise specified or approved by the Project Manager, the Consultant shall provide their own working spaces, clerical staff, reprographic equipment Or other services. See "Reimbursables" tasks for each Phase. December 18, 1997 4 PHASE II - Preliminary Design: Oversee Design of Structures R and S/L Provide management services to assist the City in project scoping, scheduling, budgeting and preliminary (i.e., up to 60% plans, specifications and estimates) design. Task 1:Project Start-Up Ao Consultant shall review available documents related to the project. Errors or conflicts in any of these documents shall be brought to the attention of the Project Manager and resolved by Consultant. Consultant shall become familiar with City requirements and procedures concerninj~ design and specifications standards; permitting; City building codes; bid procurement; fire safety; noise and traffic ordinances, and other design or construction-related requirements. Consultant shall contact and work with City departments as needed to obtain this information. Task 2:Establish Document Controls A.The Consultant will be expected to perform the following tasks throughout all applicable Tasks in this ’Scope of Work: [] Create and maintain a filing system approved by the Project Manager Maintain schedules/progress charts in Critical Path Format Prepare and maintain computer logs for items such as changes, requests for information, architectural instructions, proposal requests, change orders,~ progress paYments, s.ubmittals, contract drawings and any other such items as directed by the Project Manager. These items shall be maintained on software compatible with City software. Task 3:Oversee Preliminary Design of Structures R and S/L A.The Consultant shall provide the Design Consultant with information needed to develop plans and specifications for Structures R and S/L, such as existing utility locations, right- of-way information, specifications formats and design requirements. Information contained within the Department of Public Works shall be obtained by the Consultant. If the information is maintained by departments other than Public Works, the Project December 18, 1997 Manager shall identify a point of contact and the Consultant shall contact that department to obtain the desired information. Do, Fo Consultant shall work with the Design Consultant and the Project Manager to develop a project schedule. At the request of the Project Manager, Consultant shall provide the Design Consultant information or clarification needed for the design. Such information might involve preferred structural options, architectural treatments, traffic requirements, construction scheduling, etc. Consultant shall review and comment on plans, specifications and cost-estimates submitted (i.e., plan checks) by the Design Consultant. These reviews are anticipated at the 10%, 35% and 60% stages. E. In addition to plan-checks Consultant may be asked to evaluate: ¯soils reports ’ ¯survey control and right-of-way verification ¯environmental reports ¯entries and exits for pedestrians and vehicles ¯parking layout and traffic circulation ¯parking control equipment ¯Americans with Disabilities Act compliance []adequacy of lighting ¯maintenance issues and requirements ¯fire safety []construction materials ¯seismic requirements ~"underground utilities ¯ " electrical and mechanical systems []architectural treatments and exterior finishes []landscaping and art pieces []evaluate space usage and location (e.g., retail uses v.s. pocket park, etc) []relocation and/or demolition of existing facilities at the.site Consultant shall distribute plans, reports or other documentation for review. If there are conflicting comments between reviewers, Consultant shall discuss with Project Manager and work with Project Manager, reviewers and Design Consultant to resolve conflicts. Consultant shall compile resulting comments and distribute as needed. December 18, 1997 6 G.Consultant shall prepare an independent construction cost estimate based on preliminary design plans including all components necessary to deliver a completed project. H.Consultant shall perform constructability reviews and advise Project Manager on alternative construction and building methods and/or materials. Consultant shall perform value engineering coordination with the City and Design Consultant concurrent with the design of the project. Included in this evaluation might be issues such as which structure should be built first or if concurrent construction would be more beneficial, Task 4:Prepare Request for Zoning Change No Consultant shall, under the direction of the Project Manager, prepare applications or reports necessary for zoning changes at the locations of both proposed parking structures. This work includes coordinating with other City departments and preparing for and attending necessary Planning Commission approval meetings (see "Meetings" below). Task 5:Assist in Formation of Assessment District A. This has been deleted. Bo Consultant shall provide information requested by the Assessment Consultant that is necessary for the formation of an assessment district in the downtown area. This may include preparing and distributing a "notice of intent to form an assessment district" to downtown property owners, responding to questions resulting from the notification and assisting in setting up a voting area. If an assessment district is not approved, or construction costs are significantly higher than anticipated, Phase III work may not be initiated. At the direction of the Project Manager, Consultant shall resolve outstanding work items and consolidate all project files and documentation. Task 6:Review Invoicing and Correspondence A. This has been deleted. B.At the Project Manager’s direction, Consultant shall review payment invoices submitted by the Design Consultant or other consultants hired by Public Works as part of the parking December 18, 1997 structure project. Within five (5) days of its receipt from the ProjectManager, Consultant shall verify the invoice’s accuracy. Consultant shall resolve any discrepancies in the invoice(s) and prepare a City Purchase Request for the Project Manager’s signature. Consultant shall issue a monthly rep.ort to the Project Manager summarizing the project schedule and budget (to include the Consultant’s own costs). Consultant shall review and comment on any project-related correspondence forwarded by the Project Manager. The Consultant may be asked to prepare a response to design, construction or finance-related issues and correspondence from merchants, citizens or outside agencies. Correspondence requiring a City response shall be signed only by the Project Manager on City of Palo Alto letterhead. Routine or minor correspondence that is related to product information or minor design issues may be prepared and answered by the Consultant on the Consultant’s letterhead, with the response directed to the Project Manager and a copy provided to the Design Consultant. Task 7:Meetings A.Throughout the Phase II design process, and under the direction of the Project Manager, Consultant shall be prepared to address comments and concerns of City staff, the Design Consultant, downtown merchants, citizens and Council. In addition, at the request of the Project Manager, Consultant shall prepare presentation materials for and attend meetings (of the estimated number and duration) with any or all of the following: ¯ [] m m m Five (5) 2-hour meetings to discuss community and/or.downtown merchants’ comments/concerns on design issues Four (4) 3-hour meetings to develop preliminary design details: Architectural Review Board (2) and City Council (2). Two (2) 1-hour meetings, with the Public Art Commission Two (2) 3-hour meetings with the Planning Commission for zoning changes Meet twice a month, at a minimum, with the Project Manager to discuss project status Meet monthly, at a minimum, with the Design Consultant to review design status Attend progress meetings with various City departments on an as-needed basis B.This has been deleted. December 18, 1997 Task 8:Additional Services A.These services may be related to the investigation and evaluation of existing conditions or facilities; verification of existing drawings or other information provided by the City; review of additional.traffic, survey or other studies; construction implementation issues (equipment/trailer storage areas, etc.); and additional meeting attendance.’ Performance of such additional services will require approval from the Project Manager. Task 9:Reimbursables A.This task includes miscellaneous incurred costs such as travel expenses, copying documents for office use, telephone charges, film, video, photographs and postage expenses. - Task 10:Personnel Charge Rates - Inflation Adjustments A.Fee proposal is based on 1997 hourly personnel costs. Adjustment for fee increases shall not exceed 5 percent per year through the end of Phase II. Phase III - Final Design: Oversee Final Design of Structures R and S/L Assist the City in producing construction bid documents and cost estimates.- Task 11:Oversee the Final Design of Structures R and S/L Ao The Consultant shall provide the Design Consultant with information needed to develop final construction documents for Structures R and S/L, such as existing utility locations, right-of-way information, specifications formats and design requirements. Information contained within the Department of Public Works shall be obtained by the Consultant. If the information is maintained by departments other than Public Works, the Project Manager shall identify a point of contact and the Consultant shall contact that department to obtain the desired information. B.Consultant shall work with the Design Consultant and the Project Manager to develop a project schedule. December 18, 1997 9 go At the request of the Project Manager, Consultant shall provide the Design Consultant information or clarification needed for the design. Such information might involve preferred structural options, architectural treatments, traffic requirements, construction scheduling, etc. Consultant shall review and comment on plans, specifications and cost-estimates submitted (i.e., plan checks) by the Design Consultant. These reviews are anticipated at the 90% and 100% stages. In addition to plan checks Consultant may be asked to evaluate: []soils reports ¯survey control and right-of-way verification []entries and exits for pedestrians and vehicles ¯parking layout and traffic circulation ¯parking control equipment []Americans with Disabilities Act compliance []adequacy of lighting []maintenance issues and requirements []fire safety []construction materials []seismic requirements []underground uiilities []electrical and mechanical systems []landscaping and art pieces ~"relocation and/or demolition of existing facilities at the site Consultant shall distribute plans, reports or other documentation for review. If there are conflicting comments between reviewers, Consultant shall discuss with Project Manager and work with Project Manager, reviewers and Design Consultant to resolve conflicts. Consultant shall compile resulting comments and distribute as needed. .Consultant shall prepare an independent construction cost estimate based ’on design plans including all components necessary to deliver a completed project. Consultant shall perform constructability reviews and advise P~’oject Manager on alternative construction and building methods and/or materials. Task 12:Review Invoicing and Correspondence A. This has been deleted. December 18, 1997 10 At the Project Manager’s direction, Consultant shall review payment invoices submitted by the Design Consultant or other consultants hired by Public Works as part of the parking structure project. Within five (5) days of its receipt from the Project Manager, Consultant shall verify, the invoice’s accuracy. Consultant shall resolve any discrepancies in the invoice(s) and prepare a City Purchase Request for the Project Manager’s signature. Consultant shall issue a monthly report to the Project Manager summarizing the project schedule and budget (to include the Consultant’s own costs). Consultant shall review and comment on any project-related correspondence forwarded by the project Manager. The Consultant may be asked to prepare a response to design, construction or finance-related issues and correspondence from merchants, citizens or outside agencies. Correspondence requiring a City response shall be signed only by the Project Manager on City of Palo Alto letterhead, Routine or minor correspondence that is related to product information or minor design issues may be prepared and answered by the Consultant on the Consultant’s letterhead, with the response directed to the Project Manager and a copy provided to the Design Consultant. Task 13: Meetings mo Throughout the Phase III design process, Consultant shall be prepared to address comments and concerns of City staff, the Design Consultant, downtown merchants, citizens and Council. In addition, at the request of the Pr.oject Manager, Consultant shall prepare presentation materials for and attend meetings (of the estimated number and duration) with any or all of the following: [] [] Two (2) 3-hour meetings to discuss community and downtown merchants’ comments/concerns on design issues. The Consultant shall notify the community in advance of these meetings by a notice placed in local paper(s). Four (4) 3-hour meetings to develop preliminary design details: Architectural Review Board (1); Planning Commission (1); and City Council (2). Meet weekly, at a minimum, with the Project Manager to discuss project status Meet hi-weekly, at a minimum, with the Design Consultant to review design status Attend progress meetings with various City departments on an as-needed basis December 18, 1997 11 Consultant shall, if directed by the Project Manager, organize meetings between the Design Consultant, other City departments, merchants or citizens. Consultant shall contact attendees, arrange meeting times and dates, prepare agendas, distribute agendas (before the meeting) and prepare and distribute meeting minutes. City conference rooms may be available for this purpose. Task 14:Construction Bid Documents Co Eo Consultant shall determine the number of bid sets (plans and specifications) that may be needed and have that amount produced by a vendor selected by the Project Manager. Bid sets shall be made available for purchase by interested bidders at City Hall. Consultant shall prepare a list of potential bidders and notify them in writing of the availability of bid sets. Consultant shall also provide advertisement in Builder’s Exchanges, area newspapers, trade publications and the City’s (Internet) Home Page. Consultant shall attend a pre-bid meeting and assist Project Manager in informing potential contractors of the project. Consultant shall be the point of contact for contractor question~; related to the bid documents. Consultant shall, via the Project Manager, prepare and issue any needed Addendums to the bid set. Consultant shall evaluate bids received for their completeness and compliance with bid requirements as set forth in the specifications and make a recommendation for award or rejection of bids. Task 15:Extra Services If all bids are ~ejected as a result of funding constraints, Consultant shall work with the Design Consultant to identify areas for potential scope reduction. If it is determined that the project should be re-scoped and re-bid, Consultant shall work with Design Consultant to expedite this process. B.If it is determined that adjustments should be made to the assessment district, Consultant shall assist in this effort as-needed. C.Consultant shall prepare a background information report that outlines the project history, assesses financing requirements and summarizes the bids received and a recommended December 18, 1997 12 action(s). This information shall be incorporated by the Project Manager in an information report to Council. Consultant may be asked by the Project Manager to p~rform additional services related to the investigation .and evaluation of existing conditions or facilities; verification of existing drawings or other information provided by the City. Task 16:Reimbursables A.This task includes miscellaneous incurred costs such as travel costs, copying documents for office use, telephone charges, film, video, photographs and postage expenses. PHASE IV - Construction Management Services - Structures R and S/I, (Optional) Provide services to deliver a complete project consistent with the contract documents, within ’ budget and on schedule. The Tasks listed below are intended to give a general idea of potential Phase IV activities. The cbrresponding fee proposed by the consultant for this Phase is for budgetary purposes only. A detailed Scope of Work and corresponding fee will be negotiated upon successful completion of Phase III activities. Task 17:Construction Management A.Consultant shall implement the contract documents, coordinate with the contractor and provide day to day management to include the following activities: m m IN m [] mm [] Document construction progress with photographs and/or videos in order to .establish a basis for progress payments, claims, etc. Coordinate with utility companies Review and process Requests for Information, Shop Drawings and other contractor submittals Prepare Extra Work Authorizations for Project Manager signature Prepare Change Orders for Project Manager signature Track submittal status Respond to questions from suppliers, subcontractors, merchants or others Prepare daily inspection report and other pertinent construction documentation December 18, 1997 13 Review and recommend for payment on all progress payments. Issue a monthly report to the Project Manager summarizing the project schedule and budget (to include the Consultant’s costs). Assist Design Consultant in preparation of Punch List Inspection for completed work and ensure that the identified work items are completed Meet as needed with downtown merchants or citizens to discuss the construction schedule, traffic control plans and other issues related to construction Conduct weekly construction meeting. Take meeting minutes and provide copies to attendees. Research and resolve issues that arise at the meetings. on an as-needed basis, visit the site to solve problems t~hat arise during construction. Task 18:Provide Inspection Services A.At the request of the Project Manager, Consultant shall provide the services of International Conference of Building Officials (I.C.B.O.) certified inspector (hereinafter Resident Project Representative, or RPR) or licensed professional engineer to represent the City on-site. The RPR shall be approved by the City as having appropriate work- experience for the position. The RPR shall be retained prior to construction and shall attend the pre=construction meeting. The RPR shall work full-time at the construction site once the Project Manager determines that full-time representation is needed. Consultant shall secure the services a testing agency for materials testing as well as for.the Uniform Building Code’s Special Inspections such as weld and fastener inspection, post/pre-tensioned concrete inspection, electrical, mechanical, etc. The inspector(s) shall be subconsultants to the Consultant. C.Consultant shall coordinate progress field tests and sign-offs required by various agencies. Consultant shall review testing agency reports for compliance with specifications. Task 19: ¯ Provide Office Spaces (optional) A.At the option of the City, Consultant shall maintain an office or trailer located within the City of Palo Alto or at a location acceptable to the Project Manager. The office shall be equipped with telephones, a facsimile and copying machine. The office and equipment shall be maintained at Consultant expense from a date no earlier than the construction Notice to Proceed is issued until the date the Project Manager issues the Notice of Substantial Completion. December 18, 1997 14 Task 20:Post-Construction Services Co Consultant shall, under the direction of the Project Manager, resolve all contract claim issues (Stop Notices, bonding, etc). Consultant shall ensure that warranty information is provided by the contractor. Warranty and other related close-out information shall be compiled by Consultant and grouped by specifications sections. Consultant shall coordinate the preparation of record drawings with the contractor and review these drawings for as-built accuracy. D. Consultant shall consolidate all project files and documentation. Task 21:Provide Warranty-Period Services A.Consultant shall respond to and coordinate items related to defective work-items that are included in the project’s warranty period. This may include coordinating the services of the Design Consultant, contractor or City maintenance staff. Task 22:Additional Services Ao Consultant may be asked by the Project Manager to perform additional services related to the investigation and evaluation of existing conditions or facilities; verification of existing drawings or other information provided by the City; construction-related issues such as staging and traffic control; liaison and meetings with downtown merchants and residents related to construction. Task 23:Reimbursables A. This task includes miscellaneous incurred costs such as travel costs, copying documents for . office use, telephone charges, film, video, photographs and postage expenses. KB\turner.scp END December 18, 1997 15 CONTRACT NO. BETWEEN THE CITY OF PALO ALTO AND TUR~/ER CONSTRUCTION COMPANY FOR CONSULTING SERVICES ATI~ACHMENT D This Contract No.is entered into , by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of the State of California ("CITY"), and TURNER CONSTRUCTION COMPANY, a New York corporation, located at I01 Park Center Plaza, Suite Ii00, San Jose, CA 95113 ("CONSULTANT"). RECITALS: WHEREAS, CITY desires certain professional consulting services ("Services") and the preparation and delivery of, without limitation, one o~ more~sets of documents, drawings, maps, plans, designs, data, calculations, surveys, specifications, schedules or other writings ("Deliverables") (Services and Deliverables are, collectively, the "Project"), as more fully described in Exhibit "A"; and WHEREAS, CITY desires to engage CONSULTANT, including its employees, if any, in providing the Services by reason of its qualifications and experience in performing the Services, and CONSULTANT has offered to complete the Project on the terms and in the manner set forth herein; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Contract, the parties agree: SECTION I..TERM i.I This Contract will commence on the date of its execution by CITY, and will terminate upon the completion of the Project, unless this Contract is earlier terminated by CITY. Upon the receipt of CITY’s notice to proceed, CONSULTANT will commence work on the initial and subsequent Project tasks in accordance with the time schedule set forth in Exhibit "A". In the event that the Project is not completed within the time required through any fault of CONSULTANT, CITY’s city manager will have the option of extending the time schedule for any period of time. This provision will not preclude the recovery of damages for delay caused by CONSULTANT. SECTION 2.SCOPE OF PROJECT;CHANGES & CORRECTIONS 2.1 The scope of Services andDeliverables constituting the Project will be performed, delivered or executed by CONSULTANT under the phases of the Basic Services as described below. 2.2 CITY may-order substantial changes in the.scope or character of the Basic Services, the Deliverables, or the Project, 1 971219 Wn (~71316 either decreasing or increasing the amount of work required of CONSULTANT. In the event that such changes are ordered, subject to the approval of CITY’s City Council, as may be required, CONSULTANT will be entitled to full compensation for all work performed prior to CONSULTANT’s receipt of the notice of change and further will be entitled to an extens±on of the time schedule. Any increase in compensation for substantial changes will be determined in accordance with the provisions of this Contract. CITY will not be liable for the cost or payment of any change in work, unless the amount of additional compensation attributable to the change in work is agreed to, in writing, by CITY before CONSULTANT commences the performance of any such change in work. SECTION 3. CONSULTANT QUAL!.FICATIONS,STATUS,... AND DUTIES .OF 3.1 CONSULTANT represents and warrants that it has the professional qualifications to furbish or cause to be furnished the Services and Deliverables. CONSULTANT will furnish to CITY for approval, prior to execution of this Contract, a list of all individuals and the names of their employers or principals to be employed as consultants. 3.2 In reliance on the representations and warranties set forth in this Contract, CITY hires CONSULTANT to execute, and CONSULTANT covenants and agrees that it will execute or cause to be executed, the Project. 3.3 CONSULTANT will assign Mike Miller as the project director to have supervisory responsibility for the performance, progress, and execution of the Project. Craig Braccia will be assigned as the project coordinator who will represent CONSULTANT during the day-to-day work on the Project. If circumstances or conditions subsequent to the execution of this Contract cause the substitution of the project director or project coordinator for any reason, the appointment of a substitute project director or substitute project coordinator will be subject to the prior written approval of the project manager. 3.4 CONSULTANT represents and warrants that it will: 3.4.1 Procure al! permits and licenses, pay all charges and fees, and give all notices which may be necessary and incident to the due and lawful prosecution of the Project; 3.4.2 Keep itself fully informed of all existing and future Federal, State of California, and local laws, ordinances, regulations, orders, and decrees whichmay affect those engaged or employed under this Contract and anymaterials used in CONSULTANT’s performance of the Services; 3.4.3 At all times observe and comply with, and cause its employees and consultants, if any, who are assigned to the 2 971219 syn 0071316 performance of this Contract to observe and comply with, the laws, ordinances, regulations, orders and decrees mentioned above; and 3.4.4’ Will report i~ediately to the project manager, in writing, any discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and decrees mentioned above in relation to the Deliverables. 3.5 Any Deliverables given to, or prepared or assembled by, CONSULTANT or its consultants, if any, under this Contract will become the property of CITY and will not be made available to any individual or organization by CONSULTANT or its consultants, if any, without the prior written approval of the city manager. 3.6 CONSULTANT will provide CITY with one (I) copy of any documents which are a part of the Deliverables upon their completion and acceptance by CITY. 3.7 If CITY requests additional copies of any documents which are a part of the Deliverables,CONSULTANT will provide such additional copies and CITY will compensate CONSULTANT for its duplicating costs. 3.8 CONSULTANT will be responsible for employing or engaging all persons necessary to execute the Project. All consultants of CONSULTANT will be deemed to be directly controlled and supervised by CONSULTANT, which will be responsible for their performance. If any employee or consultant of CONSULTANT fails or refuses to carry out the provisions of this Contract or appears to be i~competent or to act in a disorderly or improper manner, the employee or consultant will be discharged immediately from further performance under this Contract on demand of the project manager. 3.9 In the execution of the Project, CONSULTANT and its : consultants, if any, will at all times be considered independent contractors and not agents or employees of CITY. 3.10 CONSULTANT will perform or obtain or cause to be performed or obtained any and all of the following Additional Services, not included under the Basic Services, if so authorized, in writing, by CITY: 3.10.1 Providing services as an expert witness in connection with any public hearing or meeting, arbitration proceeding,or proceeding of a court of record; 3.10.2 Incurring travel and subsistence expenses for CONSULTANT and its staff beyond those normally required under the Basic Services; 3.10.3 Performing any other’Additional Services that may be agreed upon by the parties subsequent to the execution of this Contract; and 3971219 syn 0071316 3.10.4 Other Additional Services now or hereafter described in Exhibit "A" to this Contract. 3.11 CONSULTANT will be responsible for employing all consultants deemed necessary to assist CONSULTANT in the performance of the Services. The appointment of consultants must be approved, in advance, by CITY, in writing, and must remain acceptable to CITY during the term of this Contract. SECTION 4. DUTIES OF CITY 4.1 CITY will furnish or cause to be furnished the services .listed in Exhibit "A" and such information~regarding its requirements applicable to the Pro~ect as may be reasonably requested by CONSULTANT. 4.2 CITY will review and approve, as necessary, in a timely manner the Deliverables and each phase of work performed by CONSULTANT. CITY’s estimated time of review and approval will be furnished to CONSULTANT at the time of submission of each phase of work. CONSULTANT acknowledges and understands that the interrelated exchange of information among CITY’s various departments makes it extremely difficult for CITY to firmly establish the time of each review and approval task. CITY’s failure to review and approve withinthe estimated time schedule will not constitute a default under this Contract. -~ 4.3 The City Manager ~will represent CITY for all purposes under this Contract. KAREN BENGARD is designated as the Project Manager for the City Manager. The Project Manager will supervise the performance, progress, and execution of the Project, and will be assisted by DEBRA JACOBS, the Project Engineer. 4.4 If CITY observes or otherwise becomes aware of.any default in the performance of CONSULTANT, CITY will use reasonable efforts to give written notice thereof to CONSULTANT in a timely manner. SECTION 5 .....,COMPENSATION 5.1 CITY will compensate CONSULTANT for the following services and work: 5.1.1 In consideration of the full performance of the Basic Services, including any authorized reimbursable expenses, CITY will pay CONSULTANT a fee not to exceed one hundred sixty- seven thousand four hundred twelve dollars ($167,412). The amount of compensation wil! be calculated in accordance with the hourly rate schedule set forth in Exhibit "B", on a time and materials basis, up to the maximum amount set forth in this Section. The fees of the consultants, who have direct contractual relationships with CONSULTANT, will be approved, in advance, by CITY. CITY reserves the right to refuse payment of such fees, if such prior approval is not obtained by CONSULTANT. 4971219 ~yn 0071316 5.1.2 In consideration of the full performance of Additional Services, the amount of compensation set forth in Exhibit °’B" will not exceed eiwht thousand three hunfred seventy-one dollars ($8,371). An employee’s time will be computed at a multiple of one(l.0) times the employee’s direct personnel expense described below. The rate schedules may be updated by CONSULTANT only once each calendar year, and the rate schedules will not become effective for purposes of this Contract, unless and until CONSULTANT gives CITY thirty (30) days’ prior written notice of the effective date of any revised rate schedule. 5.1.3 The full payment of charges for extra work or changes, or both, in the execution of the Project will be .made, provided such request for payment is initiated by CONSULTANT and authorized, in writing, by the project manager. Payment will be made within thirty (30) days of submission by CONSULTANT of a statement, in triplicate, of itemized costs covering such work or chahges, or both. Prior to commencing such extra work or.changes, or both, the parties will agree upon an estimated maximum cost for such extra work or changes. CONSULTANT will not be paid for extra work or changes, including, without limitation, any design work or change order preparation, which is made necessary ,on account of CONSULTANT’s errors, omissions, or oversights. 5.1.4 Direct personnel expense of employees assigned to the execution of the Project by CONSULTANT will include only the work of project managers, estimators, and administrative personnel pertaining to the Project, and in services rendered during construction at the site, to the extent such services are expressly contemplated under this Contract. Included in the cost of direct personnel expense of these employees are salaries and mandatory and customary benefits such as statutory employee benefits, insurance, sick leave, holidays and vacations, pensions and similar benefits. 5.2 The schedule of payments will be made as follows: 5.2.1 Payment of the Basic Services will be made in monthly progress payments in proportion, to the quantum of services performed, or in accordance with any other schedule of payment mutually agreed upon by the parties, as set forth in Exhibit "B", or within thirty (30) days of submission, in triplicate, of such requests if a schedule of payment is not specified. Final payment will be made by CITY after CONSULTANT has submitted all Deliverables, including, without limitation, reports which have been approved by the project manager. 5.2.2 Payment of the Additional Services will be made in monthly progress payments for services rendered, within thirty (30) days of submission, in triplicate, of such requests. 5.2.3 No deductions will be made from CONSULTANT’s compensation on account of penalties, liquidated damages, or other sums withheld by CITY from payments to general contractors. 971219 ,yn 007-1316 5 SECTION 6.ACCOUNTING, AUDITS, OWNERSHIP OF RECORDS 6.1 Records of the direct personnel expenses and expenses incurred in connection with the performance of Basic Services and Additional Services pertaining to the Project will be prepared, maintained, and retained by CONSULTANT in accordance with generally accepted accounting principles and will be made available to CITY for auditing purposes at mutually convenient times during the term of this Contract and for three (3) years following the expiration or earlier termination of this Contract. 6.2 The originals of the Deliverables prepared by or under the direction of CONSULTANT in the performance of this Contract will become the property of CITY irrespective of whether the Project is completed upon CITY’s payment of the amounts required to be paid to CONSULTANT. These originals will be delivered to CITY without additional compensation. CITY will have the right to utilize any final and incomplete drawings, estimates, specifications, and any other documents prepared hereunder by CONSULTANT, but CONSULTANT .disclaims any responsibility or liability for any alterations or modifications of such documents. SECTION 7.INDEMNITY 7.1 CONSULTANT agrees to protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents, from any and all demands, claims, or liability of any nature, .including death or injury to any person, property damage or any other loss, caused by or arising out of CONSULTANT’s, its officers’, agents!, consultants’ or employees’ negligent acts, errors, or omissions, or willful misconduct, or conduct for which applicable law may impose strict liability on CONSULTANT in the performance of or failure to perform its obligations under this Contract. SECTION 8.WAIVERS 8.1 The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Contract or~of the provisions of any ordinance or law will not be deemed to be a waiver ~of any such covenant, term, condition, provision, ordinance, or law or of any subsequent breach or violation of the same or of any other covenant, term, condition, provision, ordinance or law. The subsequent acceptance by either party of any fee or other money which may-become due hereunder will not be deemed to be a waiver of any preceding breach or violation by the other party of any covenant, term, condition or provision of this Contract or of any applicable law or ordinance. 8.2 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 Contract. 6971219 syn 0071316 SECTION 9.INSURANCE 9.1 CONSULTANT, at its sole .cost and expense, will obtain and maintain, in full force and effect during the term of this Contract, the insurance coverage described in Exhibit "C", insuring not only CONSULTANT and its consultants, if any, but also, with the exception of workers’ compensation, employer’s liability and professional liability insurance, naming CITY as an additional insured concerning CONSULTANT’s performance under this Contract. 9.2 All insurance coverage required hereunder will be provided through carriers with Best’s Key Ratinq Guide ratings of A:X or higher which are admitted to transact insurance business in the State of California. Any and all consultants of CONSULTANT retained to perform Services under this Contract will obtain and maintain, in full force and effect during the term of this Contract, identical insurance coverage, naming CITY as an additional insured under such policies as requiredabove. 9.3 Certificates of such insurance, preferably on the forms provided by CITY, will be filed with CITY concurrently with the execution of this Contract. 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 altered by the insurer except after filing-with the CITY’s city clerk thirty (30) days’ prior written notice of such cancellation or alteration, and that the City of Palo Alto is named as an additional insured except in policies of workers’ compensation, employer’s liability, and professional liability insurance. Current certificates of such insurance will be kept on file at all times during the term of this Contract with the city clerk. 9.4" 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 Contract. 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 Contract, including such damage, injury, or loss arising after the Contract is terminated or the term has expired. SECTION I0.WORKERS’. COMPENSATION I0.I CONSULTANT, by executing, this Contract, 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 the performance of. the Project. 971219 syn 0071316 7 PROJECT SECTION ii TERMINATION OR SUSPENSION OF CONTRACT OR ii.i The city manager may suspend the execution of the Project, in whole or in part, or terminate this Contract, with or without cause, by giving thirty (30) days’ prior written notice thereof to CONSULTANT, or immediately after submission to CITY by CONSULTANT of any completed item of Basic Services. upon receipt of such notice, CONSULTANT will immediately discontinue its performance under this Contract. 11.2 CONSULTANT may terminate this Contract or suspend its execution of the Project by giving thirty (30) days’ prior written notice, thereof to CITY, but only in the event of a substantia! failure of performance by CITY or in the event CITY indefinitely withholds or withdraws its request for the initiation or continuation of Basic Services or the execution of the Project. 11.3 Upon such suspension or termination by CITY, CONSULTANT will be compensated for the ~Basic Services and Additional Services performed and Deliverables received and approved prior to receipt of written notice from CITY of such suspension or abandonment, together with authorized additional and reimbursable expenses then due. If the Project is resumed after it has been suspended for more than 180 days, any change in CONSULTANT’s compensation will be subject to renegotiation and, if necessary, approval of CITY’s City Council. If this Contract 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 in the reasonable exercise-of her discretion. 11.4 In the event of termination of this Contract or suspension of work on the Project by CITY where CONSULTANT is not in default, CONSULTANT will receive compensation as follows: 11.4.1 For approved items of services, CONSULTANT will be compensated for each item of service fully performed in the amounts authorized under this Contract. 11.4.2 For approved items of services on which a notice to proceed is issued by CITY, but which are not fully performed, CONSULTANT will be compensated for each item of service in an amount which bears the same ratio to the total fee otherwise payable for the performance of the service as the quantum of service actually rendered bears to the services necessary for the full performance of that item of service. 11.4.3 The total compensation payable~ under the preceding paragraphs of this Section will not exceed the payment specified under Section 5 for the respective items of service to be furnished by CONSULTANT. 8 971219 syn 0071316 11.5 Upon such suspension or termination, CONSULTANT will deliver to the city manager immediately anyand all copies of the Deliverables, whether or not completed, prep~ed by CONSULTANT or its consultants, if any, or given to CONSULTANT or its consultants, if any, in connection with this Contract. Such~ materials will become the property of CITY. 11.6 The failure of CITY to agree with CONSULTANT’s independent findings, conclusions, or recommendations, if the same are called for under this Contract, on the basis of differences in matters of judgment, will not be construed as-a failure on the part of CONSULTANT to fulfill its obligations under this contract. SECTION 12.ASSIGNMENT 12.1 This Contract is for the personal services of CONSULTANT, therefore, CONSULTANT will not assign, transfer, convey,, or otherwise dispose of this Contract or any right, title or interest in or to the same or any part thereof without the prior written consent of CITY. A consent to one assignment will not be deemed to be a consent to any subsequent assignment. Any assignment made without the approval of CITY will be void and, at the option of the city manager, this Contract may be terminated. This Contract will not be assignable by operation of law. SECTION 13 NOTICES 13.1 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 To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 14 .....CONFLICT OF INT, EREST 14.1 In accepting this Contract, 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. 14.2 CONSULTANT further covenants that, in the performance of this Contract, it will not e~-~iploy contractors or persons having such an interest mentioned above. CONSULTANT certifies that no one who has or will have any financial interest under this Contract is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable 9971219 ~yn 0071316 provisions of the ~Palo Alto Municipal Code and the Government Code of the State of California. SECTION 15.NONDISCRIMINATION 15.1 As set forth in the Palo Alto Municipal Code, no discrimination will be made in the employment of persons under this Contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person. If the value of this Contract is, or may ~be, five thousand dollars ($5,000) or. more, CONSULTANT agrees tO meet all requirements of the Palo Alto Municipal Code pertaining to nondiscrimination in employment, including completing the requisite form furnished by CITY and set forth in Exhibit "D". 15.2 CONSULTANT agrees that each contract for services from independent providers will contain a provision substantially as follows: "[Name of Provider] will provide CONSULTANT with a certificate stating that [Name of Provider] is currently in compliance with all Federal and State of California laws covering nondiscrimination in employment; and that [Name-of Provider] w±ll not discriminate in the employment of any person under this contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person." 15.3 If CONSULTANT is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of Federal law or executive order in the performance of this Contract, it will be in default of this Contract. Thereupon, CITY will have the power to cancel or suspend this Contract, in whole or in part, or to deduct the sum of twenty-five dollars ($25) for each person for each calendar day during which such person was subjected to discrimination, as damages for breach of contract, or both. Only a finding of the State of California Fair Employment Practices Commission or the equivalent federal agency or officer will constitute evidence of a breach of this Contract. 15.4 If CONSULTANT is found in .default of the nondiscrimination provisions of this Contract, CONSULTANT will be found in material breach of this Contract. Thereupon, CITY will have the power to cancel or suspend this Contract, in whole or in part, or to deduct from the amount payable to CONSULTANT the sum of two hundred fifty dollars ($250) for each calendar day during which CONSULTANT is not in compliance with this provision as damages for breach of contract, or both. I0 971219~n0071316 SECTION 16. MISCELLANEOUS PROVISIONS 16.1 Upon the agreement of the parties, any controversy or ~laim arising out of or relating to this Contract may be settled by arbitration in accordance with the Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrators~may be entered in any court having jurisdiction thereof.~ 16.2 This Contract will be governed by the laws of the State of California, excluding its conflicts of law. 16.3 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. 16.4 The prevailing party° in any action brought to enforce the terms of this Contract or arising out of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that action. 16.5 This document represents the entire and integrated Contract 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. 16.6 All provisions of this Contract, whether covenants or conditions, will be deemed to be both covenants and conditions. 16.7 The covenants, terms, conditions and provisions of this Contract will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants, as the case may be, of the parties. 16.8 If a court of competent jurisdiction finds or rules that any provision of this Contract or any amendment thereto is void or unenforceable, the unaffected provisions of this Contract and any amendments thereto will remain in full force and effect. 16.9 All exhibits referred to in this Contract and any addenda, appendices, attachments, and "schedules which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Contract and will be deemed to be a part of this Contract. 16.10 This Contract may be executed in any number of counterparts, each of which will be an original, but all of which together will constitute one and the same instrument. 16.11 This Contract is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Ii971219wn0071316 Code. This Contract 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 f~nds are only appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This Section 16.12 will take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Contract. SECTION 17. HOLD HARMLESS 17.1 The CITY shall indemnify and hold harmless(and shall cause the Contractors and Architect or Engineers and their agents. and employees to indemnify and hold harmless) the CONSULTANT and its employees from and against all claims, losses, expenses and damages (including, but not limited to, attorney’s fees) resulting from the Project or the Work and caused by the sole and active negligence of the CITY or Architect or Engineers or their agents and employees. The CITY shall further indemnify the CONSULTANT and its employees against any loss, expense or damage (including, but not limited to, attorney’s fees) arising out of the disposal from the project site of any asbestos or pre-existing hazardous material. 17.2 The CONSULTANT shall indemnify, defend and hold harmless the CITY (and its agents, employees and Architect or Engineers) from all claims, losses, expenses and damages (including, but not liiited to, attorney’s fees)~relating in any way to bodily injury or property damage (other than to the Project or Work itself) or any consequential damages associated .with any bodily injury or property damage and arising out of or resulting from the project or the Work and caused in whole or in part by any act or omission of the CONSULTANT, its agents, employees and subcontractors, in the performance of its Services. Provided, however, CITY shall be liable for its sole and active negligence as described abo~e. 17.3 CITY shall execute construction contracts with all prime construction contractors which include~ at a minimum, the following provisions, or provisions providing same effects: 17.3.1 The Contractor agrees to indemnify, defend and save harmless the CITY, Architect and Engineers, Construction Manager, their agents and employees to the maximum extent permitted by law, from and against all loss or expense (including costs and attorney’s fees) by reason of liability imposed by law upon the CITY, Architect, Engineer, or Construction Manager for damages because of bodily injury, including death at any time resulting therefrom, sustained by and any person or persons or on account of damage to property, including death at any time resulting therefrom, sustained by any person or persons or on account of damage to property, including loss of use thereof, arising out of or in consequence of the performance of this work, provided such injury to persons or damage to property is due or claimed to be due 12 971219wn0071316 in whole or ~in part to negligence of the contractor, his Subcon~racturs, employees or agenus. XNWITNESS WHEREOF, the parties hereto have’by ’their duly authorized representatives executed this Contract on the date first above written. ATTEST: ~[ty Clerk APPROVED AS’ TO FORM: Senior A~sh.’"b’i~y’ At~o~ APPROVED: Assistant city Manager Director of Public Workm TURNER CONSTRUCTION~OMPANY Taxpayer’s I.D. No. 13-1401980 Director 6f Administrative Services Attachments:EXHIBIT EXHIBIT RXHIBIT SCOPE O~ PROJECT ’& TIME SCHEDULE RATE S CSEDULE INSURANCE. NONDISCRIMINATION COMPLIANCE FORM CERTIFICATE OF ACKNOWLEDGMENT (Civil Code ~ 1189) Notary P~b. lic ~n ai4_~-~Sr %~d County and State, personally appeared , ~~’[ ,~ _(~)t[9")~ffQ ~ , per~onally ~0~ t~me or pried to ~ 6n the basis of sa~isfac~o~ evldenc~ to be ~he person/whose ~e~ is/~subscribed to the within instr~ent and acknowledged to ~ t~t he/~/~ executed the s~e in his/~/t~r authorized capacity(~, ~d that by his/~/t~r signature~ on uhe inst~ent ~he person(s), or ~he ennity upon be~if of which ~he person(s) acted, executed the instr~ent. WITNESS my hand and Official seal. Si~natureVof Notary Public 14 TOTf::IL. P. 83 EXHIBIT A SCOPE OF WORK PROJECT MANAGEMENT SERVICES during the DESIGN AND CONSTRUCTION OF DOWNTOWN PARKING STRUCTURES GENERAL Project Description The University Avenue Parking Assessment District currently has 2,257 spaces of public off- street parking available. The parking facilities consist of 15 surface lots and 4 parking garages. A January 1997 study by Watry Design Group identified a parking shortfall of 1,491 spaces in Palo Alto’s downtown business area (bounded roughly by Lytton Avenue to the north, Forest Avenue to the south, Alma Street to the West and Webster Street to the east). To remedy the parking shortage, the City will propose that an assessment district be formed in the downtown area in order to finance the construction of two parking structures in the downtown area. The City currently provides free limited-duration parking (both on and off-street) in the downtown area for customers and visitors. Figure 1 shows a vicinity map of the Downtown area which identifies existing city parking lots. Copies of the "Downtown Parking Structure Feasibility Study" are available for purchase at the Transportation Division, 6th Floor, 250 Hamilton Avenue. The report contains information on the parking demand analysis, site analysis and economic analysis. One of the parking structures will be located at the site of existing Lot R (also know as the . High/Alma Street South Lot). The lot is 100-feet wide and 225-feet long and is bordered on the north by two buildings, one of which is a three-story office/retail/restaurant building, and the other is a two-story building with retail on the ground floor and professional offices on the second. The south side is bordered by a single, unreinforced masonry building running the entire length of the lot and houses a variety of retail shops. The proposed structure shows one at-grade and three above-grade parking levels with a total of 210 spaces. Estimated 1996 construction cost for the structure is $3.3 million (design, financing and other costs are not included in the estimate). The other structure will be built on Lot’S/L (also known as the Bryant/Florence Lot). This structure will have two below-grade, one at-grade and four above-grade parking levels. A total of 699 stalls as well as possible retail uses and public restrooms are proposed. Estimated construction cost is $10.3 million (in 1996 dollars - design, financing and other costs are not included in the estimate). January6, 1998 Project Goals Existing City staffing levels are not sufficient to manage a project of this size. As a result, the selected Consultant (hereinafter "Consultant") will perform duties typically done by City staff. The Consultant will report to the Department of Public Works’ Project Manager (hereinafter "Project Manager"), or designated representative. The Project Manager will provide general project oversight, particularly related to budgetary issues, however day-to-day operations will be largely under the purview of the Consultant. It is anticipated that the City will retain the Watry Design Group (hereinafter "Design Consultant") to produce design documents. This Scope of Work focuses onConsultant supervision of Phase II (Preliminary Design) and Phase III (Final Design) for both Structures R and S/L. A provision is included, however, for an optional Phase III (Construction Management Services). Implementation of Phases III and IV is dependent upon successful formation of an assessment district and/or construction costs (see below). The Consultant is asked to submit a fee per task for Phases II and III, however, the final scope and fee for Phases II and III will be negotiated after consultant selection. For the City’s budgeting purpose, the Consultant is asked to provide a general fee for Phase IV activities,, although a detailed scope and fee for this phase will be developed sometim.e prior to construction. The scope of services described herein is only a guide - the proposer is encouraged to suggest modifications to the scope if it is felt that doing so will result in a better work product. The City reserves the right to negotiate an adjusted Consultant fee at any time during the Project based upon changes to this Scope of Work. Such changes may include, but are not limited to, the addition or deletion of Tasks, the reduction in the number or size of the parking structures and personnel fee increases due to extensions in project duration. Project Phases The following phases Phase I: Phase II: Phase III: Phase IV: are referenced in this Scope of Work. They are as follows: Downtown Parking Structure Feasibility Study. Completed by Watry Design Group on January 16, 1997. Preliminary Design. Includes environmental assessment and design services to approximately 60 percent completion. Final Design Construction Administration Services January 6, 1998 This Scope of Work focuses on Phase II (Preliminary Design) and Phase III (Final Design) for both Structures R and S/L. Scope and fees for Phase IV (Construction Administration Services)will be negotiated prior to construction, Implementation of Phases III and IV is dependent upon successful formation of an assessment district and/or construction costs (see below). Assessment District Formation It is the City’s intent to finance the funding of the parking structures through the formation of a downtown assessment district. Design plans will be developed through Phase II so that construction costs can be determined. The Consultant will play a critical role in performing an independent review of the cost estimate. Once a construction estimate has been established, the City will attempt to form an assessment district. Should downtown property owners vote against the assegsment, the design process (and Consultant services) will likely terminate. If an assessment district is formed in Phase II, Phase III services will commence. If the low construction bid is higher than the engineer’s estimate used to form the assessment district, the project may need to be re-scoped or the financing adjusted to accommodate the higher cost. If neither of these options are feasible, and the construction cannot be financed, negotia.tions for the construction management services in Phase IV will not be initiated. Project Schedule A precise timetable for this project has not been determined, however it is the City’s desire to meet the following general schedule: Council Approves Mgmt Services Agreement Council Approves Design Consultant Agreement Complete Conceptual Plans Complete Preliminary (60%) Plans & Enviro Assmt Complete Conceptual Plan & Zoning Reviews by Architectural Review Board, Planning Commission and City Council Form Assessment District - Complete Phase II Complete Phase III Final Plans Bbgin Construction of First Structure Begin Construction of Second Structure Fall 1997 Fall 1997 Winter 1998 Fall 1998 Summer 1999 Fall 1999 Spring 2000 Fall 2000 Fall 2001 January 6, 1998 3 As an initial task of this Scope, the selected consultant shall work with the Design Consultant, City staff and others to develop a more detailed schedule and/or methods to expedite construction. Services and Information Provided by the City The following information will be provided or made available by the City to the selected Consultant: [] [] Studies prepared as part of feasibility analysis Parcel information Survey data not included as part of the Design contract Available as-builts of adjacent streets and facilities Expenses Unless negotiated as part of the Agreement between the City and Consultant the following expenses shall be paid by: City: ¯ When approved by Project Manager, copying of plans, specifications, drawings or reports that are not part of plan check submittals. Production of plan-check sets will not be at Consultant expense. ¯Copying of final Construction Bid Documents []Advertising related to obtaining the services of a design consultant or construction bids []Costs incurred through notification of community meetings Consultant: " Unless otherwise specified or approved by the Project Manager, the Consultant shall provide their own working spaces, clerical staff, reprbgraphic equipment or other services. See "Reimbursables" tasks for each Phase. January 6, 1998. 4 PHASE II.r Preliminary Design: Oversee Design of Structures R and S/L Provide management services to assist the City in project scoping, scheduling, budgeting and preliminary (i.e., up to 60% plans, specifications and estimates) design. Task 1:Project Start-Up A.Consultant shall review available documents related to the project. Errors or conflicts in any of these documents shall be brought to the attention of the Project Manager and resolved by Consultant. B.Consultant shall become familiar with City requirements and procedures concerning design and specifications, standards; permitting; City building codes; bid procurement; fire safety; noise and traffic ordinances, and other design or construction-related requirements. Consultant shall contact and work with City departments as needed to obtain this information. Task 2:, Establish Document Controls A.The Consultant will be expected to perform the following tasks throughout all applicable Tasks in this Scope of Work: Create and maintain a filing system approved by the Project Manager Maintain schedules/progress charts in Critical Path Format Prepare and maintain computer logs for items such as changes, requests for information, architectural instructions, proposal requests, change orders, progress payments, submittals, contract drawings and any other such items as directed by the Project Manager. These items shall be maintained on software compatible with City software. Task 3:Oversee Preliminary Design of Structures R and S/L A.The Consultant shall provide the Design Consultant with information needed to develop plans and specifications for Structures R and S/L, such as existing utility’ locations, right- of-way information, specifications formats and design requirements. Information . contained within the Department of Public Works shall be obtained by the Consultant. If the information is maintained by departments other than Public Works, the Project January 6, 1998 5 Manager shall identify a point of contact and the Consultant shall contact that department to obtain the desired information. Do Consultant shall work with the Design Consultant and the Project Manager to develop a project schedule. At the request of the Project Manager, Consultant shall provide the Design Consultant information or clarification needed for the design. Such information might involve preferred structural options, architectural treatments, traffic requirements, construction scheduling, etc. Consultant shall review and ’comment on plans, specifications and cost-estimates submitte~J (i,e., plan checks) by the Design Consultant. These reviews are anticipated at the 10%, 35 % and 60% stages. E. In addition to plan-checks Consultant may be asked to evaluate: Fo ¯soils reports ¯survey control and right-of-way verification ¯environmental reports ¯entries and exits for pedestrians and vehicles ¯parking layout and traffic circulation ¯parking control equipment .¯ Americans with Disabilities Act compliance ¯. adequacy of lighting ¯maintenance issues and requirements ¯fire safety [] construction materials [] seismic requirements *’ ’underground utilities ¯electrical and mechanical systems ¯architectural treatments and exterior finishes ¯landscaping and art pieces ¯evaluate space usage and location (e,g., retail uses v,s. pocket park, etc) ¯relocation and/or demolition of existing facilities at the site Consultant shall distribute plans, reports or other documentation for review. If there are conflicting comments between reviewers, Consultant shall discuss with Project Manager and work with Project Manager, reviewers and Design Consultant to resolve conflicts. Consultant shall compile resulting comments and distribute as needed. January 6, 1998 Go Consultant shall prepare an independent construction cost estimate based on preliminary design plans including all components necessary to deliver a completed project, Consultant shall perform constructability reviews and advise Project Manager on alternative construction and building methods and/or materials. Consultant shall perform value.engineering coordination with the City and Design Consultant concurrent with the design of the project. Included in this evaluation might be issues such as which structure should be built first or if concurrent construction would be more beneficial. Task 4:Prepare Request for Zoning Change A.Consultant shall, under the direction of the Project Manager, prepare applications or reports necessary for zoning changes at the locations of both proposed parking structures. This work includes coordinating with other City departments and preparing for and attending necessary Planning Commission approval meetings (see "Meetings" below). Task 5:Assist in Formation of Assessment District A. This has been deleted.. Bo Consultant shall provide information requested by the Assessment Consultant that is necessary for the formation of an assessment district in the downtown area. This may include.preparing and distributing a "notice of intent to form an assessment district" to downtown property owners, responding to questions resulting from the notification and assisting in setting up a voting area. Co If an assessment district is not approved, or construction costs are significantly higher than anticipated, Phase III work may not be initiated. At the direction of the Project Manager, Consultant shall resolve outstanding work items and consolidate all project files and documentation. Task 6:Review Invoicing and Correspondence A. This has been deleted. B.At the Project Manager’s direction, Consultant shall review payment invoices submitted by the Design Consultant or other consultants hired by Public Works as part of the parking January6, 1998 structure project. Within five (5) days of its receipt from the Project Manager, Consultant shall verify the invoice’s accuracy. Consultant shall resolve any discrepancies in the ~ ’invoice(s) and prepare a City Purchase Request for the Project Mana..,er s signature. Consultant shall issue a monthly report to the Project Manager summarizing the project schedule and budget (to include the Consultant’s own costs). Consultant shall review and comment on any project-related correspondence forwarded by the Project Manager. The Consultant may be asked to prepare a response to design, construction or finance-related issues and correspondence from merchants, citizens or outside agencies. Correspondence requiring a City response shall be signed only by the Project Manager on City of Palo Alto letterhead. Routine or minor correspondence that is related to product information or minor design issues may be prepared and answered by the Consultant on the Consultant’s letterhead, withthe response directed to the Project Manager and a copy provided to the Design Consultant. Task 7:Meetings Ao Throughout the Phase II design process, and under the direction of the Project Ma.nager, Consultant shall be prepared to address comments and concerns of City staff, the Design Consultant, downtown merchants, citizens and Council. In addition, at the request of the Project Manager, Consultant shall prepare presentation materials for and attend meetings (of the estimated number and duration) with any or all of the following: [] [] [] Five (5) 2-hour meetings to discuss community and/or downtown merchants’ comments/concerns on design issues Four (4) 3-hour meetings to develop preliminary design details: Architectural Review Board (2) and City Council (2). Two (2) 1-hour meetings with the Public Art Commission Two (2) 3-hour meetings with the Planning Commission for zoning changes Meet twice a month, at a minimum, with the Project Manager to discuss project status Meet monthly, at a minimum, with the Design Consultant to review design status Attend progress meetings with various City departments on an as-needed basis B.This has been deleted. January 6, 1998 8 Task 8:Additional Services A.The~e services may be related to the investigation and evaluation of existing conditions or facilities; verification of existing drawings or other information provided by the City; ’ review of additional traffic, survey or other studies; construction implementation issues (equipment/trailer storage areas, etc.): and additional meeting attendance. Performance of such additional services will require approval from the Project Manager. Task 9:Reimbursables A.This task includes miscellaneous incurred costs such as travel expenses, copying documents for office use, telephone charges, film, video, photographs and postage expenses. Task 10:Personnel Charge Rates - Inflation Adjustments A.Fee proposal is based on 1997 hourly personnel costs. Adjustment for fee increases shall not exceed 5 percent per year through the end of Phase II. Phase III - Final Design: O_versee Final Design of Structures R and S/L Assist the City in producing construction bid documents and cost estimates. Task 11:Oversee the Final Design of Structures R and S/L The Consultant shall provide the Design Consultant with information needed to develop final construction documents for Structures R and S/L, such as existing utility locations, right-of-way information, specifications formats and design requirements. Information contained within the Department of Public Works shall be obtained by the Consultant: If the information is maintained by departments other than Public Works, the Project Manager shall identify a point of contact and the Consultant shall contact that department to obtain the desired information. B.Consultant shall work with the Design Consultant and the Project Manager to develop a project schedule. January 6, 1998 9 Co Eo Fo no At the request of the Project Manager, Consultant shall provide the Design Consultant information or clarification needed for the design. Such information might involve preferred, structural options, architectural treatments, traffic requirements, construction scheduling, etc. Consultant shall review and comment on plans; specifications and cost-estimates submitted (i.e., plan checks) by the Design Consultant. These reviews are anticipated at the 90% at~d 100% stages. In addition to plan checks Consultant may be asked to evaluate: ¯soils reports ¯survey control and right-of-way verification ¯entries and exits for pedestrians and vehicles ¯parking layout and traffic circulation ¯parking control equipment ¯Americans ,with Disabilities Act compliance ¯adequacy of lighting "maintenance issues and requirements ¯fire safety ¯construction materials "seismic requirements ¯underground utilities []electrical and mechanical systems []landscaping and art pieces []relocation and/or demolition of existing facilities at the site Consultant shall distribute plans, reports or other documentation for review. If there are conflicting comments between reviewers, Consultant shall discuss with Project Manager and work with Project Manager, reviewers and Design Consultant to resolve conflicts. Consultant shall compile resulting comments and distribute as needed.. Consultant shall prepare an independent construction cost estimate based on design plans including all components necessary to deliver a completed project. Consultant shall perform constructability reviews and advise Project Manager on alternative construction and building methods and/or materials. Task 12:Review Invoicing and Correspondence A. This has been deleted. January 6, 1998 10 No At the Project Manager’s direction, Consultant shall review payment invoices submitted by the Design Consultant or other consultants hired by Public Works as part of the parking structure project. Within five (5) days of its receipt from the Project Manager, Consultant shall verify the invoice’s accuracy. Consultant shall resolve any discrepancies in the invoice(s) and prepare a City Purchase Request for the Project Manager’s signature. Consultant shall issue a monthly report to theProject Manager summarizing the project schedule and budget (to include the Consultant’s own costs). Consultant shall review and comment on any project-related correspondence forwarded by the Project Manager. The Consultant may be asked to prepare a response to design, construction or finance-related issues and correspondence from merchants, citizens or outside agencies. Correspondence requiring a City response shall be signed only by the Project Manager on City of Palo Alto letterhead. Routine or minor correspondence that is related to product information or minor design issues may be prepared and answered by the Consultant on the Consultant’s letterhead, with the response directed to the Project Manager and a copy provided to the Design Consultant. Task 13:Meetings A.Throughout the Phase III design process, Consultant shall be prepared to address comments and concerns of City staff, the Design Consultant, downtown merchants, citizens and Council. In addition, at the request of the Project Manager., Consultant shall prepare presentation materials for and attend meetings (of the estimated number and duration) with any-or all of the following: [] Two (2) 3-hour meetings to discuss community and downtown merchants’ comments/concerns on design issues. The Consultant shall notify the community in advance of these meetings by a notice placed in local paper(s). Four (4) 3-hour meetings to develop preliminary design details: Architectural Review Board (1); Planning Commission (1); and City Council (2). Meet weekly, at a minimum, with the Project Manager to discuss project status Meet bi-weekly, at a minimum, with the Design Consultant to review design status Attend progress meetings with various City departments on an as-needed basis January 6, 1998 11 Consultant shall, if directed by the Project Manager, organize meetings between the Design Consultant, other City departments, merchants or citizens. Consultant shall contact attendees, arrange meeting times and dates, prepare agendas, distribute agendas (before the meeting) and prepare and distribute meeting minutes. City conference rooms may be available for this purpose. Task 14:Construction Bid Documents Ao Consultant shall determine the number of bid sets (plans and specifications) that may be needed and have that amount produced by a vendor selected by the Project Manager. Bid sets shall be made available for purchase by interested bidders at City Hall. Co Consultant shall prepare a list of potential bidders and notify them in writing of the availability of bid sets. Consultant shall also provide advertisement i.n Builder’s Exchanges, area newspapers, trade publications and the City’s (Internet) Home Page. ’Consultant shall attend a pre-bid meeting and assist Project Manager in informing potential contractors of the project. D.Consultant shall be the point of contact for contractor questions related to the bid documents. Consultant shall, via the Project Manager, prepare and issue any needed Addendums to the bid set. Eo Consultant shall evaluate bids received for their completeness and complia’nce with bid requirements as set forth in the specifications and make a recommendation for award or rejection of bids. Task 15:Extra Services mo If all bids are rejected as a result of funding constraints, Consultant shall work with the Design Consultant to identify areas for potential scope reduction. If it is determined that the project should be re-scoped and re-bid, Consultant shall work with Design Consultant to expedite this process. B.If it is determined that adjustments should be made to the assessment district, Consultant shall assist in this effort as-needed. C.Consultant shall prepare a background information report that outlines the project history, assesses financing requirements and summarizes the bids received and a recommended January 6, 1998 12 action(s). This information shall be incorporated by the Project Manager in an information report to Council. D.Consultant may be asked by the Project Manager to perform addition:~i services related to the investigation and evaluation of existing conditions or facilities; verification of existing drawings or other information provided by the City. Task 16:Reimbursables A.This task includes miscellaneous incurred costs such as travel costs, copying documents for office use, telephone charges, film, video, photographs and postage expenses. PHASE IV - Construction Management Services - Structures R a.nd S/l, (Optional) Provide services to deliver a complete project consistent with the contract documents, within budget and on schedule. The Tasks listed below are intended to give a general idea of potential Phase IV activities. The corresponding fee proposed by the consultant for this Phase is for budgetary purposes only. A detailed Scope of Woi’k and corresponding fee Will be negotiated upon successful completion of Phase III activities. ~Task 17:Construction Management A.Consultant shall implement the contract documents, coordinate with the contractor and provide day to day management to include the following activities: [] [] [] [] [] [] [] Document construction progress with photographs and/or videos in order to establish a basis for prog.ress payments, claims, etc.- Coordinate with utility companies Review and process Requests for Information, Shop Drawings and other contractor submittals Prepare Extra Work Authorizations for Project Manager Signature Prepare Change Orders for Project Manager signature Track submittal status Respond to questions from suppliers, subcontractors, merchants or others Prepare daily inspection report and other pertinent construction documentation January 6, 1998 13 [] Review and recommend for payment on all progress payments. Issue a monthly report to the Project Manager summarizing the project schedule and budget (to include the Consultant’s costs). Assist Design Consultant in preparation of Punch List Inspection for completed work and ensure that the identified work items are completed Meet as needed with downtown merchants or citizens to discuss the construction schedule, traffic control plans and othe~r issues related to construction Conduct weekly construction meeting. Take meeting minutes and provide copies to attendees. Research and resolve issues that arise at the meetings. On an as-needed basis, visit the site to solve problems that arise during construction. Task 18:Provide Inspection Services At the request of the Project Manager, Consultant shall provide the services of International Conference of Building Officials (I.C.B.O.) certified inspector (hereinafter Resident Project Representative, or RPR) or licensed professional engineer to represent the City on-site. The RPR shall be approved by the City as having appropriate work- experience for the position. The RPR shall be retained prior to construction and shall attend the pre-construction meeting. The RPR shall work full-time at the construction site once the Project Manager determines that full-time representation is needed. Bo Consultant shall secure the services a testing agency for materials testing as well as for the Uniform Building Code’s Special Inspections such as weld and fastener inspection, post/pre-tensioned concrete inspection, electrical, mechanical, etc. The inspector(s) shall be subconsultants to the Consultant. C.Consultant shall coordinate progress field tests and sign-offs required by various agencies. Consultant shall review testing agency reports for compliance with specifications. Task 19:Provide Office Spaces (optional) A.At the option of the City, Consultant shall maintain an office, or trailer located within the City of Palo Alto or at a location acceptable to the Project Manager. The office shall be equipped with telephones, a facsimile and copying machine. The office and equipment shall be maintained at Consultant expense from a date no earlier than the construction Notice to Proceed is issued until the date the Project Manager issues the Notice of. Substantial Completion. January 6, 1998 14 ~Task 20:Post-Construction Services A.Consultant shal!, under the direction of the Project Manager, resolve all contract claim issues (Stop Notices, bonding, etc). B.Consultant shall ensure that warranty information is provided by the contractor. Warranty and other related close-out information shall be compiled by Consultant and grouped by specifications sections. C.Consultant shall coordinate the preparation of record drawings with the contractor and review these drawings for as-built accuracy. D. Consultant shall consolidate all project files and documentation. Task 21:Provide Warranty-Period Services A.Consultant shall respond to and coordinate items related to defective work-items that are included in the project’s warranty period. This may include coordinating the services of the Design Consultant, contractor or City maintenance staff. Task 22:Additional Services A.Consultant may be asked by the Project Manager to perform additional services related to the investigation and evaluation of existing conditions or facilities; verification of existing drawings or other information provided by the City; construction-related issues such as staging and traffic control; liaison and meetings with downtown merchants and residents related to construction. Task 23:Reimbursables A.This task includes miscellaneous incurred costs such as travel costs, copying documents for office use, telephone charges, film, video, photographs and postage expenses. KB\turner.scp END January 6, 1998 15 Exhibit BCITY OF PALO ALTO DOWNTOWN PARKING STRC iRES PERSONNEL RATES PERSONNEL RATES Mike Miller Project Manager, Preconstruction Craig Braccia Preconstruction Manager. Greg Smith Project Manager, Construction $133/hr $133/hr $92/hr Estimator $110 Administrative $55 All hourly rates are based on 1997 rates. All rates shall be escalated at 5% per year beginning with 1998. This includes the rates as indicated on the fee proposal breakdown Rates are inclusive of base rate, fringes, taxes and insurance and oyerhead and profit. KNOWLEDGE OF PALO ALTO CITY PROCESSES ~EXPERIENCE W~TH PARKING STRUCTURES~,MOTIVATION TO SUCCEED Exhibit TYPE OF POLICY WOnKERS COMPENSATION GENEnAL LIABILITY OCCURRENCE AUTOMOBILE LIABILITY OWNED 1/1/Ia8 I/1RO I POLICY NUMgER {LIMIT OF LIABILITY (::OVERAGE AFFORD~ UNDER WC&AW OF T).E IrOLLOW}NG W01;~1-~21~17 AI~ ~A~S EXC~T STATE ’iIRT1-621.O04172~37 COMBINED SINGLE LIMIT .OVER UND -ERLY]NG uMrrs S.I. ~ P.D, ~ i !a.l.o PJ.to, CA 94301. ~E~A~O~ 0~ ~ ~RN~¢~ ORR~U~ ~EIR~U~ ~no~Liberty ~utual Croup AUTHORIZED R EP~E.SENTATIVE NEWYORK . (212) 39t-7500 12/~0/97 OFFIC~PHONE NUMOEn D^TE L~;SUE) ~he City o[ Palo Al=o c~nnc~250 Hamilton AvenueH0tOEnPalo Alto, CA 94301 TOTAL p. 02 Exhibit D PART III - CERTIFICATION of NONDISCRIMINATION SECTION 410 C.er’~catign of Nondiscrimination; As suppliers of goods or services to the City of Palo Alto, the firm and individuals listed below certify that they do not discriminate in employment with regards to age, race, color, religion, sex, natiorml origin, ancestry, disability, or sexual preference; that they are in compliance v, dth all Federa!, Stare and local directives and executive orders regarding nondiscrimination in employment; and that they agree to demonstrale positively and aggressively the principle of equal oppodunity in employment. RFP #99969 PART III - ACKNOWLEDGMENT OF ADDENDA SEC’nON 310 During the Proposal process there may be changes to the Proposal documents which would require an issuance of an Addendum or Addenda. To assure that all Bidders receive the update or change Addendum, the following acknowledgment and sign-off is required. NOTE: Failure to execute the following may be considered as an irregularity in the Bid. Receipt of the following Addendum is acknowledged. The Proposer acknowledges that the information contained in the addendum has been considered in the preparation of this Proposal. Addendum No. (None x___), (1~)i (2__), (3__), (4.__), (5~) (Check appropriate space/number above~--~ SignatulJe.-o/f I~POser . Turner Construction Company Company END OF SECTION CITY OF PALO ALTO: ACKNOWLEDGMENT OF ADDENDA RFP #99969 PART I)1 -SUPPLEMENTAL FORMS SECTION 420 CITY of PALO ALTO EXPERIENCE AND FINANCIAL QUALIF/CATIONS The followir~g infom-mtion ¢onoernirvg the expe~ienc~ai~d firSt’a] ~alfficatio~ of ~ Con~actor or Consultant (Proposer) ~re’~ required p~a ~ 1~ Pro~l. This"information ~y ~ i~luded in t~ ~o~r’s ~o~I for~t; this fo~ is ~ov~ for info~fion required only. The infection may used in ~e Propo~l’s evaluation e~ is ce~ified cogoct by your signa~re h~rein. ’ PROJECT NAME: Pale Alto Do~to~ Parkin~"’Structures "’ Name of Com~ny: Turner Construction C6~~’ah’# . ....." ......"’.....". Name0~ln~nce~rrier:Libertv Mutual Insurance Company " ...’" RGI-621-004321-02 [Pho~ Num~r; 415-957-1175 Pol~ Num~r: 1,":~ How ~ny years ~ve you (or your fi~) do~ ~ u~or t~ ~me li~ ~? 2;.: How ~ny years ~xporienco ~ve you(or your firm) had which is ~imilar in nacre to ~ho w~rk . ._¢owredinthePropo~l? ........75 years 3.....Please provido lin your propel) rel~vant~,~i~s to ¢ontrac~ ~ti~,ctorily :..la~ three ~3) y~ars. The infor~tion~ i~l~e: Y~ar; Ty~ of ~e~ices; Com~n~/A~0cy ~’References &:;:::: ~.’:~ersonnelI Part .:III’For~s 2~[’’Part III"Fo£~s~.’.~3. . ....~ K4’..,.,¯ ....’. ,..::,:.....t?, ¯ Turner"Construction C0mpa~#. :[ ~.:. Sis%Jar ~;o3ect :.Ex~~rience Pro~ser (Com~ Name) ....... Craig T. Jones~"~n~~~":::Of Busines~’"D~ii~Dme~t Sept. 30, 1997 (Name~tle) .................. (Date) CITY OF PALO ALTO DOWNTOWN PARKING STRUC,- ¯¯ ~S Exhi bit B PERSONNEL RATE PERSONNEL RATES Mike Miller Project Manager, Preconstruction Craig Braccia Preconstruction Manager Greg Smith Project Manager, Construction $13 3/h r $133/hr $92/hr Estimator $110 Administrative $55 All hourly rates are based on 1997 rates. All rates shall be escalated at 5% per year beginning with 1998. This includes the rates as indicated on the fee proposal breakdown Rates are inclusive of base rate, fringes, taxesand insurance and oyerhead . and profit. KNOWLEDGE OF PALO ALTO CITY PROCESSES$EXPERIENCE W~TH PARKING STRUCTURES~,MOTIVATION TO SUCCEED TYPE OF POLICY WORKERS COMPENSAT:ON GEHERAL LIABILITY ~,~ OCCURRENCE DATE EXP. D A’T~ 1/1/98 111/90 ! 1 P, OLICY NUM£1 ~R I iWG1-6:Zl-OO4321~017 !AUTOMOBILE; ~LIABILITY ’,p~: OwN~o ~OTHER AS2-621-004,321-037 (ALL STATES) LIMIT OF LIABILITY J$~,OOO.O00 Ac~do~ ’$2,000,000 CX3F,’J~irlEO LIM i1’ "~’~H $~,000.OO0 PEn~NAL tKJURY $2.000,000 PROPERTY DAJ~AGE AGGREGATE $2,000,000 $2,0OO,OO0 S.I, ~ P.D, ~ 111/98 ,J RT1-621..004172-837 : $6,000.000 COMBINEOovER UNDEFILYINGSINGLE LIMITuMITS C~:y of PaSo Alto Pa~ng Garage 250 Hamilto~ Avenue The Ci=y of Palo Alto 250 Hamiluon Avenue Palo Alno, CA 94301 AUTHORIZED R EPRE..R~NTATIVE NEWYORK ¯(212) 391-7500 12/10/97 OFRCF.PHONE NUMOEn DATE L~SU~n~ TOTAL P.02 Exhibit D PART III -CERTIFICATION of NONDISCRIMINATION SECTION 410 Certification of Nondiscriminatiorl; As suppliers of goods or services to the City of Palo Alto, the firm and individuals listed below certify thai they do not disc.riminate in employment with regards to age, rac~, color, r~l~gion, sex, national odgin, ancestry, disability, or sexual preference; that they are in compliance with all Federal, State and local directives and executive orders regarding nondiscrimination in employment; and that they agree to demonstrate positively and aggressively the principle of equal opportunity in employment. cr’f’~ OF PALO ALTO: RFP #99969 PART I11 - ACKNOWLEDGMENT OF ADDENDA SECTION 310 During the Proposal process there may be changes to the Proposal documents~ which would require an issuance of an Addendum or Addenda. To assure that all Bidders receive the update or change Addendum, the following acknowledgment and sign-off is required. NOTE: Failure to execute the following may be considered as an irregularity in the Bid. Receipt of the following Addendum is acknowledged. The Proposer acknowledges that the Information contained in the addendum has been considered in the preparation of this Proposal. Addendum No. (None x...~_), (1~), (2__), (3__), (4m), (5~) . (Check appropriate spa~~ Sign at, u~.,o/f i~pos e r Turner Construction Company Company END OF SECTION ~31TY OF P/~LO ALTO: AcKNowLEDGMENT OF ADDENDA ........... RFP#99969 RESOLUTION NO. ATTACHMENT E A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALO ALTO DECLARING INTENTION TO REIMBURSE EXPENDITURES FROM THE PROCEEDS OF OBLIGATIONS TO BE ISSUED BY THE CITY AND DIRECTING CERTAIN ACTIONS The Council of the City of City of Palo Alto does RESOLVE as follows: SECTION .i, Project Proposed. The City proposes to undertake the construction, acquisition and improvement of public parking structures for off-street parking of vehicles (the "Project"), to issue debt for the Project and to use a portion of the proceeds of such debt to reimburse expenditures made for the ProjeCt prior to the issuance of the debt and it is in the public interest and for the public benefit that the City declare its official intent to reimburse the expenditures referenced herein; SECTION 2. Regulations. United States Income Tax Regulations section 1.150-2 (the "Regulations") provides generally that proceeds of tax-exempt debt are not deemed to be expended when such proceeds are used for reimbursement of expenditures made prior to the date of issuance of such debt unless ~ertain procedures are followed, among which is a requirement that (with certain" exceptions), prior to the payment of any such expenditures, the issuer declare an intention to reimburse such expenditures; and SECTION 3. Intention Expressed. City intends to issue obligations within the meaning of the Regulations (the "Obligations")for the purpose of paying the costs of the Project at some time after the adoption of this resolution, provided, however, that by the expression of such intention, this City Council shall not be committed or otherwise obligated to issue any or all of such Obligatfons or actually begin or complete the Project. SECTION..4, Reimbursement. The City Council hereby declares that the City reasonably expects to use a portion of the proceeds of" the Obligations for reimbursement of expenditures for the Project that are paid before the dateof issuance of theObligations. SECTION 5. Amount. The maximum principal amount of theObligations is presently anticipated and estimated to be in theprincipal amount of not to exceed $25,000,000. INTRODUCED AND PASSED: AYES: ~]OES: ABSENT: ABSTENTIO[~S: ATTEST: , 1998. APPROVED: City Clerk APPROVED AS TO FORM JONES HALL, A Professional Law Corporation Bond Counsel Mayor City Manager Director of Public Works. Acting Director of Administrative Services Senior ASsistant City Attorney