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HomeMy WebLinkAbout2024-10-07 City Council Agenda PacketCITY COUNCIL Regular Meeting Monday, October 07, 2024 Council Chambers & Hybrid 5:30 PM CITY OF Amended Agenda PALO Amended agenda items appear below in RED (Time Estimates Updated) ALTO Vice Mayor Ed Lauing Remote Call In Location: 376 Apple Avenue, Sedona, Arizona 86336 Palo Alto City Council meetings will be held as "hybrid" meetings with the option to attend by teleconference or in person. Information on how the public may observe and participate in the meeting is located at the end of the agenda. The meeting will be broadcast on Cable TV Channel 26, live on YouTube https://www.youtube.com/c/cityofpaloaltc, and streamed to Midpen Media Center ,-ittps://midpenmedia.org. VIRTUAL PARTICIPATION CLICK HERE TO JOIN (https://cityofpaloalto.zoom.us/j/362027238) Meeting ID: 362 027 238 Phone: 1(669)900-6833 PUBLIC COMMENTS General Public Comment for items not on the agenda will be accepted in person for up to three minutes or an amount of time determined by the Chair. General public comment will be heard for 30 minutes. Additional public comments, if any, will be heard at the end of the agenda. Public comments for agendized items will be accepted both in person and via Zoom for up to three minutes or an amount of time determined by the Chair. Requests to speak will be taken until 5 minutes after the staff's presentation or as determined by the Chair. Written public comments can be submitted in advance to city.councilCcDCityofPaloAlto.org and will be provided to the Council and available for inspection on the City's website. Please clearly indicate which agenda item you are referencing in your subject line. PowerPoints, videos, or other media to be presented during public comment are accepted only by email to city.clerk@CityofPaloAlto.org at least 24 hours prior to the meeting. Once received, the Clerk will have them shared at public comment for the specified item. To uphold strong cybersecurity management practices, USB's or other physical electronic storage devices are not accepted. Signs and symbolic materials less than 2 feet by 3 feet are permitted provided that: (1) sticks, posts, poles or similar/other type of handle objects are strictly prohibited; (2) the items do not create a facility, fire, or safety hazard; and (3) persons with such items remain seated when displaying them and must not raise the items above shoulder level, obstruct the view or passage of other attendees, or otherwise disturb the business of the meeting. October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. TIME ESTIMATES Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public. CALL TO ORDER SPECIAL ORDERS OF THE DAY (5:30 - 5:35 PM) 2. Resolution Expressing Appreciation to Amy French Upon Her Retirement CLOSED SESSION (5:35 - 7:35 PM 3. PUBLIC EMPLOYEE PERFORMANCE EVALUATION Authority: Cal. Gov. Code section 54957(b); Title: City Clerk 4. CONFERENCE WITH LABOR NEGOTIATORS Authority: Cal. Gov. Code section 54957.6; Agency representative: Dan Rich, MRG; Unrepresented Employees: City Attorney, City Clerk and City Manager R J\l�1\\_,\l�l•�'\'I���L�l��f�l�< J\l\17r1<J�1r��I�l�1��t J�l�< J\ • • • • • \ - -II i 'II 9 1-• . , AGENDA CHANGES, ADDITIONS AND DELETIONS October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. PUBLIC COMMENT (7:35 - 8:05 PM) Members of the public may speak in -person ONLY to any item NOT on the agenda. 1-3 minutes depending on # of speakers. Council reserves the right to limit the duration of Oral Communications period to 30 minutes. COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (8:05 - 8:10 PM) Members of the public may not speak to the item(s). CONSENT CALENDAR (8:10 - 8:15 PM) Items will be voted in one motion unless removed from the calendar by three Council Members. 6. Approval of Minutes from September 16, 2024 and September 23, 2024 Meetings 7. Approval of Dark Fiber License Agreement No. S24189080 with Adobe Creek Networks to Build and License Dark Fiber in the Foothills, and Approval of a Fiscal Year 2025 Budget Amendment in the Fiber Fund; CEQA Status — Exempt under CEQA Guidelines Section 15301 and 15303. 8. Adopt a Resolution Amending Rate Schedules G-1 (Residential Gas Service), G-2 (Residential Master -Metered and Commercial Gas Service), G-3 (Large Commercial Gas Service), and G-10 (Compressed Natural Gas Service) to Raise the Upper Limit on the Monthly Transportation Charge; CEQA Status: Exempt Under Public Resources Code 15273(a) 9. Authorize the City Manager or their Designee to Exercise the Option to Renew the Lease Between the City of Palo Alto and Steve Nash and Dennis Ryan for 4 Months at 975 Terra Bella Ave in Mountain View at a Monthly Rent of $35,587.95 for a Total Not -to -Exceed of $213,527.70 through February 28, 2025; Direct Staff to Explore Purchase of Property to Meet the Future Needs of Grid Modernization and Other Capital Projects; and Approval of an Amendment to Fiscal Year 2025 Budget Appropriation in the Electric Fund; CEQA Status — Categorically Exempt; Sec. 15301. 10. Approval of Two Purchase Orders, 4525000111 and S25192604 with ePlus Technology Inc. to procure Data Center Equipment and Implementation for Fiber -to -the -Premises for a Three -Year Term with an Amount Not -To -Exceed $543,134; CEQA Status — Mitigated Negative Declaration Approved June 2024. 11. Adoption of a Resolution to Authorize the Acceptance of Electronic Government Claims 12. Approval of Contract Amendment Number 1 to Contract Number S24191026 with the Palo Alto Chamber of Commerce to Increase the not -to -exceed Amount by $40,000 to Provide Support for the 3rdThursday California Avenue Events (to a new total NTE of $95,000); CEQA status - Not a Project 13. Adopt a Resolution to Amend Palo Alto's Baylands Priority Conservation Area to October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. Conform to New Planning Criteria. CEQA: Not a 'Project' and is Exempt from CEQA Review. 14. Adopt a Resolution Approving a Local Hazard Mitigation Plan Volume I and II and Adopt the LHMP into the City's 2030 Comprehensive Plan Safety Element; CEQA status - Resolution 9720, no additional environmental review required. 15. Approval of Amendment via Change Order to Contract Number C22183580 with MP Nexlevel of California, Inc. in the Amount of $1,650,000 for the Fiber -to -the -Premise (FTTP) Pilot Project inclusive of $150,000 in contingency funding for a Revised Total Not -to -Exceed Amount of $11,347,390 From March 21, 2022 Through April 30, 2025; Authorize the City Manager to Execute Change Orders Not -to -Exceed $150,000 for FTTP ; CEQA Status — Council action on this item is within the scope of the Final Initial Study and Mitigated Negative Declaration (IS/MND) for the Fiber -to -the -Premises Project, adopted on June 17, 2024. 16. Approve Task Order 4.28 Dispatch Center Assessment as Recommended by the Policy & Services Committee; Direct Additional Dispatch Center Work Discussed by Policy & Services Committee Members be Considered When Reviewing the Proposed FY25 Audit Plan; and Grant Authority to the City Manager to Execute any Necessary Privacy -Related Agreements to Implement this Audit; CEQA status — not a project. CITY MANAGER COMMENTS (8:15 - 8:30 PM) BREAK (15 MINUTES) ACTION ITEMS (Item 17: 8:45 - 9:30 PM. Item AA1: 9:30 - 10:00 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters. 17. Approval of FY 2025 Parks and Recreation Commission and Public Art Commission Workplans; CEQA status — not a project AA1. Authorize Execution of a Memorandum of Understanding with the Palo Alto Unified School District for the Purchase and Lease of Land at 4000 Middlefield Road, Informally Known as the Cubberley Site; CEQA Status— Not a Project New Item Added ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action during this meeting's agenda. October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. 18. Fiscal Year 2024 Significant Gifts and Donations to the City of Palo Alto 19. City of Palo Alto Monthly Investment Activity Report August 2024 (Unaudited) OTHER INFORMATION Standing Committee Meetings this week Policy & Services Committee October 8, 2023 Public Comment Letters Schedule of Meetings AMENDED AGENDA ITEMS -�l�i►�i �I lam.►\►�I�l�1�t. ► / \\\ l���wl�\Fier Pl��� j'kf I1y/1I!-►.t•I� . - a i i • AA1. Authorize Execution of a Memorandum of Understanding with the Palo Alto Unified School District for the Purchase and Lease of Land at 4000 Middlefield Road, Informally Known as the Cubberley Site; CEQA Status— Not a Project New Item Added October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments for agendized items using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom -based meeting. Please read the following instructions carefully. o You may download the Zoom client or connect to the meeting in- browser. If using your browser, make sure you are using a current, up-to-date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. o You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. o When you wish to speak on an Agenda Item, click on "raise hand." The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. o When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments for agendized items using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN Meeting ID: 362-027-238 Phone: 1-669-900-6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City's ADA Coordinator at (650) 329-2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service. October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. California Government Code §84308, commonly referred to as the "Levine Act," prohibits an elected official of a local government agency from participating in a proceeding involving a license, permit, or other entitlement for use if the official received a campaign contribution exceeding $250 from a party or participant, including their agents, to the proceeding within the last 12 months. A "license, permit, or other entitlement for use" includes most land use and planning approvals and the approval of contracts that are not subject to lowest responsible bid procedures. A "party" is a person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use. A "participant" is a person who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use, and has a financial interest in the decision. The Levine Act incorporates the definition of "financial interest" in the Political Reform Act, which encompasses interests in business entities, real property, sources of income, sources of gifts, and personal finances that may be affected by the Council's actions. If you qualify as a "party" or "participant" to a proceeding, and you have made a campaign contribution to a Council Member exceeding $250 made within the last 12 months, you must disclose the campaign contribution before making your comments. October 07, 2024 Materials submitted after distribution of the agenda packet are available for public inspection at www.CityofPaloAlto.org/agendas. Item 2 Item 2 Staff Report City Council Staff Report From: City Clerk CITY O F Report Type: SPECIAL ORDERS OF THE DAY PALO Lead Department: Planning and Development Services 4LTO Meeting Date: October 7, 2024 Report #:2409-3542 TITLE Expressing Appreciation to Amy French Upon Her Retirement RECOMMENDATION That the Council acknowledge and consideration for a vote of approval of a resolution expressing appreciation to Amy French upon her retirement. ATTACHMENTS Attachment A: Resolution Expressing Appreciation to Amy French Upon Her Retirement APPROVED BY: Jonathan Lait, Planning Director Item 2: Staff Report Pg. 1 Packet Pg. 8 of 276 Item 2 Attachment A - Resolution Expressing Appreciation to Amy U O * w * French Upon Her O4LIFOR~� Retirement EXPRESSING APPRECIATION TO AMY FRENCH UPON HER RETIREMENT WHEREAS, Amy French began her career with the City of Palo Alto in April 1998 and has provided exemplary service throughout her 26 -plus year career in the Planning, Community Services, and Fire Departments in the 1980s; and WHEREAS, Amy served as liaison to the Historic Resources Board, Planning and Transportation Commission, and Architectural Review Board for multiple terms; and facilitated the ARB Awards program in 2000, 2005, 2010, 2015, and 2020; and WHEREAS, Amy was responsible for important work related to the Comprehensive Plan and Housing Element; NVCAP; zoning updates implementing state laws, including: accessory dwelling units and SB9; identifying priority development areas; and, developing revisions to retail ground floor regulations; and WHEREAS, Amy exemplified leadership in establishing green building policies, the Individual Review and Retail Revitalization programs, leading the Santa Clara County Association of Planning Officials, and providing training programs, including Architecture 101; and WHEREAS, Amy served in Planning leadership roles as the Manager of Current Planning and the Interim Assistant Director before serving as Chief Planning Official overseeing Long Range Planning and Current Planning; Amy also served as Code Enforcement Supervisor, when the Leaf Blower Enforcement Program was launched in Planning; and WHEREAS, Amy has contributed to community achievements including Single Story Overlay Eichler tracts, Eichler Neighborhood Design and Professorville Guidelines, and in 2023, brought forth National Register eligible historic properties to the Historic Resources Board for nominations to the City's local historic inventory; and WHEREAS, Amy is commended as a mentor who has trained many new planners who have moved into managerial roles; and has earned the respect of her colleagues through her personable nature, depth of knowledge, and ability to collaborate with individuals across the organization and will be greatly missed. NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Palo Alto hereby gratefully records and extends its sincere appreciation to Amy French for her dedication and excellent service rendered to the City. PRESENTED: October 7, 2024 APPROVED: Mayor Greer Stone Vice Mayor Ed Lauing Council Member Lydia Kou Council Member Greg Tanaka ATTEST: City Clerk APPROVED AS TO FORM: City Manager Council Member Pat Burt Council Member Julie Lythcott-Haims Council Member Vicki Veenker City Attorney Item 2: Staff Report Pg. 2 Packet Pg. 9 of 276 Item 6 Item 6 Staff Report City Council Staff Report Report Type: CONSENT CALENDAR CITY O F Lead Department: City Clerk PALO a LTO Meeting Date: October 7, 2024 Report #:2409-3530 TITLE Approval of Minutes from September 16, 2024 and September 23, 2024 Meetings RECOMMENDATION That the minutes be reviewed and approved. ATTACHMENTS Attachment A: September 16, 2024 Draft Action Minutes Attachment B: September 23, 2024 Draft Action Minutes APPROVED BY: Mahealani Ah Yun Item 6: Staff Report Pg. 1 Packet Pg. 10 of 276 Item 6 Attachment A - September 16, 2024 Draft CITY COUNCIL "�. Action Minutes CITY Or PALO DRAFT ACTION MINUTES ALTO Regular Meeting September 16, 2024 The City Council of the City of Palo Alto met on this date in the Council Chambers and by virtual teleconference at 5:30 P.M. Present In Person: Burt, Kou, Lauing, Lythcott-Haims, Stone, Veenker Tanaka Arrived at 5:34 P.M. Present Remotely: Absent: ecial Orders of the Da 1. ResinSupport f Build the F„tur Santa Clara Count„ Item Removed Off Agenda and Deferred to a Date Uncertain Agenda Changes, Additions and Deletions Public Comment Council Member Questions, Comments and Announcements Study Session 2. Caltrain Electrification and Local Coordination Updates NO ACTION 3. Update and Receive Council Input on Airport Long -Range Plan Project NO ACTION Page 1 of 2 Item 6: Staff Report Pg. 2 Packet Pg. 11 of 276 Item 6 Attachment A - DRAFT ACTION MI N UT September 16, 2024 Draft Action Minutes City Manager Comments Ed Shikada, City Manager Closed Session 4. PUBLIC EMPLOYEE PERFORMANCE EVALUATIONS Authority: Cal. Gov. Code section 54957(b)(1) Titles: City Manager, City Attorney and City Clerk Agenda Item Number 4 Not Heard and Deferred to a Date Uncertain. Adjournment: The meeting was adjourned at 10:34 P.M. ATTEST: City Clerk APPROVED: Mayor NOTE: Action minutes are prepared in accordance with Palo Alto Municipal Code (PAMC) 2.04.160(a) and (b). Summary minutes (sense) are prepared in accordance with PAMC Section 2.04.160(c). Beginning in January 2018, in accordance with Ordinance No. 5423, the City Council found action minutes and the video/audio recordings of Council proceedings to be the official records of both Council and committee proceedings. These recordings are available on the City's website. Item 6: Staff Report Pg. 3 Page 2 of 2 City Council Meeting Draft Action Minutes: 09/16/2024 Packet Pg. 12 of 276 Item 6 Attachment B - September 23, 2024 Draft CITY COUNCIL "�. Action Minutes CITY Or PALO DRAFT ACTION MINUTES ALTO Special Meeting September 23, 2024 The City Council of the City of Palo Alto met on this date in the Council Chambers and by virtual teleconference at 5:30 P.M. Present In Person: Burt, Kou, Lythcott-Haims, Stone, Tanaka, Veenker Present Remotely: Lauing Absent: Agenda Changes, Additions and Deletions Closed Session fi��:SZS�I�IaDIM100115M9LLVi1UWSMA9M03W-1�.71LLViWAN0rd]MMH.N00rrrr.701I AA1. PUBLIC EMPLOYEE PERFORMANCE EVALUATIONS Authority: Cal. Gov. Code section 54957(b)(1) Titles: City Manager, City Attorney and City Clerk MOTION: Council Member Kou moved, seconded by Council Member Veenker to go into Closed Session. MOTION PASSED: 7-0 Council went into Closed Session at 5:38 P.M. Council returned from Closed Session at 8:46 P.M. Mayor Stone announced no reportable action. Public Comment Page 1 of 3 Item 6: Staff Report Pg. 4 Packet Pg. 13 of 276 Item 6 Attachment B - DRAFT ACTION MI N UT September 23, 2024 Draft Action Minutes Council Member Questions. Comments and Announcements Consent Calendar Council Member Tanaka registered a no vote on Agenda Item Numbers 4 and 6. Council Member Kou registered a no vote on Agenda Item Numbers 6 and 9. Council Member Lythcott-Haims, Veenker, and Stone requested to pull Agenda Item Number 3. MOTION: Council Member Veenker moved, seconded by Mayor Stone to approve Agenda Item Numbers 2, 4-9 and to pull Agenda Item 3 of consent (to be heard at a date uncertain). MOTION PASSED ITEMS 2, 5, 7, 8: 7-0 MOTION PASSED ITEM 4: 6-1, Tanaka no MOTION PASSED ITEMS 6: 5-2, Kou, Tanaka no MOTION PASSED ITEMS 9: 6-1, Kou no 2. Approval of Minutes from September 9, 2024 Meeting 3. Adopt an Ordinance Amending the Municipal Fee Schedule to Modify the Calculation for Park, Community Center and Library Development Impact Fees From per Unit to per Square Feet for Residential Development. CEQA Status: Exempt Pursuant to 15061(b)(3). 4. Approval of Four (4) Professional Services Contracts for Reliability and Resiliency On -Call Services for a Period of Up to 5 Years to Support the Implementation of Palo Alto's Reliability and Resiliency Strategic Plan as Needed: 1) Contract Number C25189412A with Buro Happold in an Amount Not to Exceed $450,000; and 2) C25189412B with EcoMotion, C25189412C with Energeia, and C25189412D with Energy and Environmental Economics, Inc. (E3), in an Amount Not to Exceed $250,000 (Each); CEQA Status — Not a Project. 5. Approve a Revised Project Boundary for the Ongoing Downtown Housing Plan Project. CEQA Status: Exempt per 15061(b)(3) 6. Approval of Contract Amendment Number 3 to Seven Contracts in the amount of $750,000 for On -Call Services to Provide Expertise for Long -Range Planning Projects, Application Processing, Environmental Review, and Other Planning Analysis in the Planning and Development Services Department. CEQA Status: Not a Project. 7. Approval of Two Audits as Recommended by the Policy & Services Committee: Public Safety Construction Audit and Parking Permit Technology Contracts Audit Page 2 of 3 Sp. City Council Meeting Draft Action Minutes: 09/23/2024 Item 6: Staff Report Pg. 5 Packet Pg. 14 of 276 Item 6 Attachment B - DRAFT ACTION MI N UT September 23, 2024 Draft Action Minutes 8. Adoption of an Ordinance Updating Palo Alto Municipal Code Chapter 4.64 (Permits for Retailers of Tobacco Products) to Conform with County Amendments and Approval of the Updated Agreement Between the County of Santa Clara and City of Palo Alto for a Tobacco Retail Permit Program; CEQA Status — Not a Project 9. REINTRODUCED FIRST READING: Adopt an Ordinance Adding Chapter 18.29 and Amending Chapters 18.14, 18.24, 18.70, and 16.65 in the Palo Alto Municipal Code as well as Amendments to the Zoning District Map, and Rezoning of Parcels Within the NVCAP area (PREVIOUSLY INTRODUCED: August 5, 2024 PASSED 6-1, Kou no) City Manager Comments Kiely Nose, Assistant City Manager Action Items 10. Review the Procurement Process Review Audit and Supplemental Information Regarding Competitive Solicitation Outcomes and Approve the Audit MOTION: Council Member Lythcott-Haims moved, seconded by Mayor Stone to approve the Procurement Process Review Audit. MOTION PASSED: 7-0 Adjournment: The meeting was adjourned at 10:07 P.M. ATTEST: City Clerk APPROVED: Mayor NOTE: Action minutes are prepared in accordance with Palo Alto Municipal Code (PAMC) 2.04.160(a) and (b). Summary minutes (sense) are prepared in accordance with PAMC Section 2.04.160(c). Beginning in January 2018, in accordance with Ordinance No. 5423, the City Council found action minutes and the video/audio recordings of Council proceedings to be the official records of both Council and committee proceedings. These recordings are available on the City's website. Page 3 of 3 Sp. City Council Meeting Draft Action Minutes: 09/23/2024 Item 6: Staff Report Pg. 6 Packet Pg. 15 of 276 Item 7 Item 7 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Utilities ALTO Meeting Date: October 7, 2024 Report #:2407-3227 TITLE Approval of Dark Fiber License Agreement No. S24189080 with Adobe Creek Networks to Build and License Dark Fiber in the Foothills, and Approval of a Fiscal Year 2025 Budget Amendment in the Fiber Fund; CEQA Status — Exempt under CEQA Guidelines Section 15301 and 15303. RECOMMENDATION Staff recommends that the City Council: 1. Approve and authorize the City Manager or their designee to execute the 10 -year Dark Fiber License Agreement (Please see Attachment A) with Adobe Creek Networks with a new effective date starting 10/7/2024 2. Amend the Fiscal Year 2025 Budget Appropriation for the Fiber Fund (requires a 2/3 vote) by: a. Increasing the Fiber Fund Revenue by $184,898; and b. Increasing the Fiber Optic System Rebuild CIP (FO -16000) by $184,898. EXECUTIVE SUMMARY Adobe Creek Networks (ACN) is a non-profit founded in 2022 to provide fiber broadband internet to Upper Page Mill Road in Palo Alto, and adjacent areas. To best meet the needs of the public and the City, ACN and City are proposing a public -private partnership to be implemented through a Dark Fiber License Agreement. ACN will execute a dark fiber project "DFP" #1140 to lease dark fiber optic cables from the City of Palo Alto under this agreement, reaching unserved fiber internet residents in the foothills area. ACN will fund $184,898 of the City's Fiber Optic System Rebuild Capital Improvement Project (CIP) (FO -16000), which includes extending the City's fiber backbone to the Foothills. The $184,898 was calculated based on the standard dark fiber project rates for construction material, labor, and administrative overhead costs. While construction is underway and for the 10 years of the agreement, ACN will receive a monthly bill reduction of $1,185 to the monthly dark fiber licensing fee, decreasing the fee from $4,982 to $3,797. The total bill reduction received by ACN over this 10 -year term shall not exceed $142,200 for the material costs invested by ACN for assets in the public -right-of-way that will be owned by the City at the end of construction. Item 7: Staff Report Pg. 1 Packet Pg. 16 of 276 Item 7 Item 7 Staff Report BACKGROUND In 2023, as part of the City's wildfire mitigation plan', the City began coordinating the existing Foothills Rebuild CIP (EL -21001) and Fiber Optics Network System Rebuild CIP (FO -16000) to strengthen critical City infrastructure between Dahl Reservoir to Montebello Reservoir in the foothills area and to serve critical water, advanced metering infrastructure, and emergency preparedness facilities. Existing fiber would be undergrounded alongside sections of electric, increasing the fiber capacity for existing facilities and becoming more future resilient. Coordinating these two projects presented a unique opportunity to extend the City's dark fiber backbone network. Fiber connections are limited to areas within reach of the dark fiber backbone and it is often cost -prohibitive to extend the network and build miles of fiber infrastructure along major transit corridors (the "middle mile") and local streets (the "last mile"). By coordinating the Foothills Rebuild and Fiber Rebuild, it became more feasible to increase fiber capacity and expand the City's dark fiber backbone in a cost-effective way. In the same year, the City and ACN executed a Dark Fiber License Agreement on the City's standard template that serves mostly commercial businesses and has a standard 10 -year term (see Attachment A. Dark Fiber License Agreement Packet with City's template language). These License Agreements allow the Licensees (here, ACN) to execute multiple Dark Fiber Projects (DFPs) to connect various service locations (e.g., homes or businesses) via "drops" on the City's dark fiber optical backbone network. The Licensees remain responsible for securing the internet service provider (ISP) and any equipment to provide fiber broadband internet services at the service locations. With the coordination between the City's existing CIPs resulting in an anticipated expanded commercial dark fiber backbone presence, it became possible for ACN to offer fiber broadband internet service for up to 25 residents in the foothills area, by ACN leasing over 12 miles of the City's newly extended dark fiber (see Exhibit B in Attachment A. Dark Fiber License Agreement Packet), and then ACN building the "last mile" fiber infrastructure to reach the residents. To help facilitate the City's foothills fiber expansion work, ACN will fund $184,898 of the Fiber Optics Network System Rebuild CIP (FO -16000) and pre -pay $142,200 which will be reimbursed by the City over a 10 -year period on the monthly recurring licensing fee (see Fiscal/Resource Impact section of this report). The Adobe Creek Networks Dark Fiber License Agreement No. S24189080 will be amended to extend the term and add Dark Fiber Project # 1140 (see Attachment B. Proposal for 12.15 miles of backbone; seven drops; and one 48 fiber strand custom cable). DFP #1140 will have a start date of 10/7/24, and the entire agreement will be in effect through 10/6/33. 1 Wildfire Mitigation Plan https://www.cityofpaloalto.org/files/assets/public/v/1/utilities/safety- information/cpau-wildfire-mitigation-plan-2024-update.pdf Item 7: Staff Report Pg. 2 Packet Pg. 17 of 276 Item 7 Item 7 Staff Report ANALYSIS Summary of responsibilities Under the City's Dark Fiber License Agreements, and in accordance with the City of Palo Alto Utilities Rules and Regulations, the City is responsible for maintaining the dark fiber backbone infrastructure from the data center, Equinix, up to a demarcation point (DEMARC), and Licensees are responsible from the DEMARC to the service premises as indicated in the final As- Builts (aka blueprints) furnished by the City. The Licensee is responsible for providing an updated Network Diagram (with fiber assignments, DEMARC, Points of Service "POS" clearly documented). Only the City is authorized to access and maintain the dark fiber backbone. For DFP #1140, the Points of Service will be CPAU communication boxes installed in the public - right -of -way, and the Demarcation Points will be the Licensee's communication boxes installed on private property (see figure 1 below). Both the POS and DEMARC will be indicated in the As- Builts. All structural work outside the public -right-of-way on non -City property, and substructure installed from the POS to the DEMARC points, will be the sole responsibility of the Licensee. CPAU will furnish the drop cable from the POS to the DEMARC and be responsible for the installation and maintenance of the drop cable. Figure 1. Example diagram of POS, DEMARC, Final premise (residents). Green indicates public -right-of-way "PROW." Not to scale. •Green = PROW .- rP _____ ,\ �'SPs Blue = private property Street ......................................... ---- CPAU cable ACN cable ACN will be responsible for managing communications with their end users and troubleshooting their fiber broadband internet services. However, ACN may submit service requests to the City to help test connectivity between the DEMARCs, provided the City has an updated Network Diagram from ACN reflecting the fiber assignments, DEMARC points, and service locations. FISCAL/RESOURCE IMPACT Staff recommends increasing the Fiscal Year 2025 CIP FO -16000 revenues and expenses in the amount of $184,898 to reflect ACN's funding contribution and construction costs. In exchange, Item 7: Staff Report Pg. 3 Packet Pg. 18 of 276 Item 7 Item 7 Staff Report for ACN's prepayment, the monthly dark fiber licensing fee of $4,982 will be reduced to $3,797 over the 10 years of this Agreement. STAKEHOLDER ENGAGEMENT This project is located in the Palo Alto foothills area. ACN independently began developing a plan to bring fiber broadband internet to unserved residents in the foothills and in 2022 engaged the City to initiate a dark fiber project. City staff held discussions with ACN beginning 2023 informing them of the City's electric underground conversion and dark fiber expansion projects. By coordinating the needs of all three projects, the City, ACN, and residents will benefit from new fiber capacity and resiliency in the unserved foothills area. ENVIRONMENTAL REVIEW The leasing of dark fiber to the Licensee is not subject to the California Environmental Quality Act (CEQA) as existing fiber facilities are exempt from review under Title 14 of the California Code of Regulations Section 15301 and any new City fiber facilities are "small facilities" exempt from review under Section 15303. ATTACHMENTS Attachment A: Dark Fiber License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) APPROVED BY: Dean Batchelor, Director of Utilities Staff: Alexandra Harris, Telecom Program Manager Item 7: Staff Report Pg. 4 Packet Pg. 19 of 276 Docusign Envelope ID: 54B578C1-9261-4247-BB7E-B026101EAC8A DARK OPTICAL FIBER BACKBONE LICENSE AGREEMENT THIS DARK OPTICAL FIBER BACKBONE LICENSE AGREEMENT ("Agreement") is made on October 7 2024 ("Commencement Date") by and between: CITY OF PALO ALTO ("CITY") A California chartered city 250 Hamilton Avenue Palo Alto, CA 94301 and Adobe Creek Networks ("CUSTOMER") A Californial Mutual Benefit Coporation (individually, "Party" and, collectively, "Parties"). IN CONSIDERATION OF the mutual covenants, terms and conditions set forth in the Agreement, the Parties agree, as follows: 1. DEFINITIONS. The capitalized terms that are used in the Agreement and the Exhibits shall have the meanings set forth in the Palo Alto Municipal Code and/or the City of Palo Alto Utilities Rules and Regulations ("Rules and Regulations"), Rule and Regulation 26, and/or Utility Rate Schedules EDF-2 and EDF-3, which are incorporated herein by reference and made a part hereof, unless the context otherwise clearly indicates a different meaning. 2. EXHIBITS TO AGREEMENT. The following Exhibits are incorporated herein by reference and made a part hereof: A Special Terms B Proposal for Dark Fiber Services [Proposals shall be numbered consecutively, e.g., Proposal #B-1, Proposal #B-2, ... Proposal #B -n] C Fiber License Agreement Investigation Request Form D Insurance Requirements E Fiber License Agreement Information Request Form F Acknowledgement of Receipt of City of Palo Alto Utilities Rules and Regulations Item 7 Attachment A - Dark Fiber License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) 1 Agreement No. S24189080 3. TERM AND TERMINATION. (a) Commencement Date, Term, Extension, Renewal. The Agreement shall commence on the Commencement Date and shall continue until the Agreement expires or is sooner terminated in accordance with the covenants, terms and conditions of the Agreement; provided, however, (i) the initial term shall be one (1) year, (ii) the initial term may be extended automatically for not more than nine (9) consecutive one-year terms, and (iii) the term of the last approved Proposal shall not extend beyond a date more than ten (10) years after the Commencement Date. (b) Termination. A Party may terminate the Agreement without cause, provided that Party gives to the other Party ninety (90) days' prior written notice of termination. A Party may terminate the Agreement for cause, provided that Party gives to the other Party the specified prior written notice, or if none is stated, thirty days' prior written notice. (c) Early Termination Fee. If the CUSTOMER chooses to terminate for convenience the Agreement or the term of any project covered by a Proposal under the Agreement, then the CUSTOMER shall pay the applicable termination payment, equal to the net present value of the remaining fees of the project term as indicated in each Proposal. 4. TELECOMMUNICATIONS INFRASTRUCTURE. (a) Warranties. The CITY makes no representations, warranties, covenants or assurances: (1) with respect to the design, construction, durability or suitability of the telecommunications infrastructure, or any part thereof, whether express or implied, and the CITY specifically disclaims any implied warranty of merchantability and any implied warranty of fitness for a particular purpose; (2) with respect to the nature or accuracy of the description, location or measurement of the telecommunications infrastructure, the telecommunications pathway, or any part thereof; (3) that the CITY will increase or decrease the number of dark fibers constituting a part of the telecommunications infrastructure at any time during the term hereof; or (4) that the CITY will obtain the legal right to locate, maintain or use the telecommunications infrastructure, or any part thereof, in the Peninsula Corridor Joint Powers Board ("PCJPB") right-of-way by means of a license 230822 027338 Page 1 of 6 Item 7: Staff Report Pg. 5 Packet Pg. 20 of 276 Docusign Envelope ID: 54B578C1-9261-4247-BB7E-B026101EAC8A Item 7 attachment A - Dark Fibe License Agreement with Adobe Creek Networks agreement, an easement agreement or other written instrument. (b) Relocation, Repair or Removal of Telecommunications Infrastructure. The CITY, at its sole cost and expense, may upon reasonable notice to the CUSTOMER, or, in the event of an emergency, upon 24 hours' prior oral notice, relocate, repair, replace or remove the telecommunications infrastructure. (c) Access. The CUSTOMER is prohibited from accessing the telecommunications infrastructure (other than accessing that portion of the conduit, which the CUSTOMER is obligated to maintain), the transmission pathway, or any CITY electric or other utility facility. Only personnel authorized by the CITY will be allowed to connect the CUSTOMER's service to, or disconnect CUSTOMER's service from, the fiber optic system on the CITY side of the demarcation point. 5. GRANT OF LICENSE. (a) The CITY grants the CUSTOMER a license to use the Licensed Fibers identified in each Proposal, on condition that the CUSTOMER shall timely pay all applicable fees, rates, charges and applicable taxes ("Fees"), and shall be in compliance with all other covenants, terms and conditions of the Agreement. All connections to CITY fiber shall be within the jurisdictional boundaries of the CITY. This grant is subject to the CITY'S right to occupy and use the public rights -of -way [including the PCJPB rights -of -way], public utility easements, private property and any other property in and on which the CITY's dark optical fiber backbone is located, which right may be delineated in any contract, dedication, deed, easement, license or other similar form of document. Nothing in the Agreement shall be deemed to grant, convey, create, or vest an interest or estate in land, including but not limited to any fee, leasehold, easement or franchise, in the CUSTOMER. The CITY shall not be liable to the CUSTOMER on account of the PCJPB's termination of the CITY's right to occupy the PCJPB's rights -of - way, except as provided herein. (b) No Exclusivity. Nothing in this Agreement limits the City's right of use of, or right to lease either Telecommunications infrastructure or Fiber not leased in this Agreement to others. 6. LIMITATIONS ON USE. If the CUSTOMER uses the Licensed Fibers and/or any other portion of the Backbone to provide, in whole or in part, services subject to AB 2987 (Ch. 700, Stats. 2006) and/or Chapters of the Palo Alto Municipal Code relating to the provision of video services as defined in AB 2987, the CUSTOMER shall apply for a franchise and pay the franchise fee J (Agreement and Exhibits law. jl A -F) 7. FEES. (a) Types of Fees. The CUSTOMER shall pay to the CITY the current fees that are identified in each Proposal and referred to in Utility Rate Schedules EDF-2 and EDF-3, including the Dark Fiber Backbone License Fees, Drop Cable Management Fees, Custom Cable Management Fees, and any applicable administrative and miscellaneous charges. The CUSTOMER shall pay the fees identified in each Proposal without set-off or recoupment, in accordance with the covenants, terms and conditions of the Agreement. The CUSTOMER shall pay, upon the execution of the Proposal, the Interconnection Fee. (b) Method of Payment. The CUSTOMER at its election shall pay the total Drop Cable Management Fees (excluding the Interconnection Fee) either in a lump sum at the commencement of the term of a Proposal or in equal monthly installments, as they shall become due and payable 20 days following issuance of the bill statement. The CITY shall issue to the CUSTOMER, upon request, a monthly billing statement for the fees (excluding the Interconnection Fee). If the CUSTOMER elects the monthly installment payment option, then the CUSTOMER shall pay the first monthly installment on or before the execution date of the Agreement and Proposal #B-1. (c) Result of Untimely Payment. The CITY reserves the right to charge the CUSTOMER interest on the lump sum or any monthly installment at a rate not to exceed the maximum rate allowable by law if the CUSTOMER fails to timely pay the lump sum or any monthly installment. The CUSTOMER shall timely pay any and all undisputed portions of the fees in the event the CUSTOMER disputes in good faith any other portion of the fees. The CITY, upon two (2) days' prior written notice, reserves the right to temporarily suspend or terminate services to the CUSTOMER until the CUSTOMER has paid any and all undisputed fees. An administrative charge of two hundred dollars ($200) or such other charges as may be established by CITY by law shall be due and payable by the CUSTOMER for the cost of processing and handling the CUSTOMER's failure to pay any of the fees required by this Agreement and/or the Proposal. The CITY reserves the right to modify the administrative charge by law and charge the CUSTOMER interest on the administrative charge if payment is not made within thirty (30) days of its assessment. 230822 027338 Page 2 of 6 Item 7: Staff Report Pg. 6 Packet Pg. 21 of 276 Docusign Envelope ID: 54B578C1-9261-4247-BB7E-B026101EAC8A Item 7 attachment A - Dark Fibe License Agreement with Adobe Creek Networks 8. INSURANCE. Within five (5) Days after the CUSTOMER executes the Agreement and initiates Service with its submission of Proposal B-1 and pays the fees, the CUSTOMER shall obtain and maintain the policies of insurance described in Exhibit D. The CUSTOMER shall maintain these policies of insurance during the term of the Agreement and any and all unexpired Proposals. 9. INDEMNITY. To the fullest extent permitted by law and without limitation by the provisions of Section 8, relating to insurance, the CUSTOMER shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents from and against any and all demands, claims, injuries, losses, or liabilities of any nature, including death or injury to any person, property damage or any other loss and including without limitation all damages, penalties, fines and judgments, associated investigation and administrative expenses and defense costs, including, but not limited to reasonable attorney's fees, courts costs and costs of alternative dispute resolution, arising out of, or resulting in any way from or in connection with the performance of this Agreement. The CUSTOMER's obligations under this Section apply regardless of whether or not a liability is caused or contributed to by any negligent (passive or active) act or omission of CITY, except that the CUSTOMER shall not be obligated to indemnify for liability arising from the sole negligence or willful misconduct of the CITY. The provisions of this Section survive the expiration or termination of this Contract. 10. DESTRUCTION. (a) CUSTOMER's Property. In the event of a total or partial destruction of substantially all of the CUSTOMER's Property, or any part thereof, where such casualty occurs as a result of an event of Force Majeure, whether or not such casualty is covered under a policy of insurance carried by the CUSTOMER, this Agreement may be terminated at the option of the CUSTOMER, or the LICENSEE, at its sole cost and expense, may commence and complete as soon as practicable the repair or restoration of the damaged CUSTOMER's Property, or any part thereof, to substantially the same condition immediately before the event of destruction. (b) Telcommunications Infrastructure. In the event of a total or partial destruction of the Telecommunications Infrastructure, or any part thereof, including the Licensed Fibers, where such casualty occurs as a result of an event of Force Majeure, whether or not such casualty is self -insured or covered under a policy of insurance carried by the CITY, this Agreement m (Agreement and Exhibits the option of the CITY, or the A -F) J and expense, may commence and complete as soon as practicable the repair or restoration of the damaged Telecommunications Infrastructure, or any part thereof, including the Licensed Fibers, to substantially their same condition immediately before the event of destruction. If the CITY elects to terminate this Agreement, the CITY shall be relieved of any obligation to the CUSTOMER, and the CUSTOMER shall be released from its obligations under this Agreement. 11. CONDEMNATION. The Party receiving a notice of condemnation promptly shall give to the other Party a copy of the notice of condemnation. (a) Total Condemnation. If the property or premises of a Party is totally taken by condemnation, this Agreement shall terminate as of the date title to that Party's property or premises is taken by the condemnor. (b) Partial Condemnation. If the property or premises of a Party is partially taken by condemmation, this Agreement shall not terminate, provided, however, the Party whose property or premises is partially taken, at its option, may terminate this Agreement for cause if all or substantially all of the property or premises cannot be used for the purposes for which the Party entered into this Agreement. (c) Termination; Award and Payment. If the Party whose property or premises is partially taken elects to terminate this Agreement, the notice of termination shall become effective within thirty (30) Days after the other Party has received notice of termination. An award and any other payment on account of a total or partial taking of the Telecommunications Infrastructure, or any part thereof, including the Licensed Fibers, shall be made and paid to the CITY. 12. DEFAULT. The non -defaulting Party may terminate the Agreement and any and all unexpired Proposals upon the occurrence of an event of default caused by the defaulting Party, if the defaulting Party fails to cure the event of default within the period of time specified below. In an event of default of a financial nature, the defaulting Party shall cure the default within two (2) days of receipt of the notice of default. In the event of default of a non -financial nature, the defaulting Party shall cure the default within ten (10) days of receipt of the notice of default. A failure to cure an event of default within the specified period of time shall constitute a material breach of the Agreement. 230822 027338 Page 3 of 6 Item 7: Staff Report Pg. 7 Packet Pg. 22 of 276 Docusign Envelope ID: 54B578C1-9261-4247-BB7E-B026101EAC8A Item 7 attachment A - Dark Fibe License Agreement with Adobe Creek Networks (a) Events of Default. The occurrence of any of the following shall constitute a material default by the CUSTOMER: (i) Failure to pay any fee, when due, unless the CUSTOMER, in good faith, disputes all or any portion of the fee, in which event the CUSTOMER shall pay only that portion of the fee that it does not dispute. (ii) Failure to perform, observe or comply with any other covenant, term or condition of the Agreement that the CUSTOMER is required to observe or perform. (iii) Assignment or transfer of the CUSTOMER's interest in the Agreement, voluntarily or by operation of law. (iv) Assignment or transfer of the CUSTOMER's assets for the benefit of the CUSTOMER's creditors. (v) Filing of a petition in bankruptcy or a petition for reorganization or other arrangement relating to the bankruptcy, insolvency, or receivership of the CUSTOMER and/or its assets, unless the same is dismissed within 180 days of the filing thereof. (vi) Any representation or warranty of the CUSTOMER that shall prove to have been incorrect, false, or misleading in any material respect when made. (b) Obligation to Perform; Payment. The termination of the Agreement and any and all unexpired Proposals shall not relieve the defaulting Party of its obligation to perform its obligations, including the payment of the fees, prior to the effective date of termination. (c) Remedies for Default. The CITY shall have the following rights and remedies, in addition to all other rights and remedies provided by applicable law, to which the CITY may resort cumulatively, or in the alternative, the CITY may: (i) Keep the Agreement in effect and enforce all rights and remedies that it enjoys under the Agreement, including but not limited to the right to payment of all fees as they shall become due, by appropriate legal action. (ii) Seek specific performance of the Agreement in addition to other rights and remedies that available at law or in equity. (iii) Terminate the Agreement for cause. (d) DAMAGES. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, NEITHER THE CITY NOR THE CUSTOMER SHALL BE LIABLE TO THE OTHER FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, LIQUIDATED, OR SPECIAL DAMAGES, OR FOR LOST REVENUES OR LOST PROFITS TO ANY PERSON ARISING OUT OF THIS AG (Agreement and Exhibits lURE PERFORMANCE OR N A -F) OF ANY PROVISION OF THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. THE CITY'S TOTAL LIABILITY FOR ANY CLAIM OR DEMAND OF THE CUSTOMER ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF THE FEES PAID BY THE CUSTOMER TO THE CITY PRIOR TO THE DATE OF CLAIM OR DEMAND. 13. REPRESENTATIONS; WARRANTIES. The CUSTOMER represents and warrants that (i) it is in compliance with all applicable laws, rules, regulations and tariffs relating to its activities covered by the Agreement, (ii) it is not in delinquency for payment of any CITY fees, taxes or charges for electricity and other utilities and services, (iii) it has the requisite power and authority to carry on the business it now conducts, (iv) it is a sole proprietorship or a corporation, partnership, or limited liability company, duly formed, validly existing and in good standing under the laws of the State of California , (v) it has the power to enter into and perform its obligations under the Agreement, which constitutes a legal, valid and binding obligation of the CUSTOMER and enforceable against it in accordance with its covenants, terms and conditions, (vi) the execution, delivery and performance of its obligations under the Agreement have been duly authorized, and (vii) there is no pending or threatened action or proceeding before any court or agency affecting the financial condition or operation of the CUSTOMER or its ability to perform its obligations under the Agreement. 14. WAIVER. The consent of a Party to any act or omission of the other Party shall not be deemed to imply consent to or constitute a waiver of a default or breach of any term or condition of the Agreement or a continuing waiver of a subsequent default or breach of the same or different term or condition, nor shall any custom or practice which may arise between the Parties in the administration of the Agreement be construed to waive or lessen the right of a Party to insist upon full performance of the other Party in strict compliance with the covenants, terms and conditions of the Agreement. 15. NOTICE. All notices which shall or may be given pursuant to this Agreement shall be in writing and delivered by the United States Postal Service, or by registered mail or certified mail, postage prepaid, by commercial overnight delivery service, by facsimile transmission, or by electronic transmission, 230822 027338 Page 4 of 6 Item 7: Staff Report Pg. 8 Packet Pg. 23 of 276 Docusign Envelope ID: 54B578C1-9261-4247-BB7E-B026101EAC8A Item 7 kttachment A - Dark Fibe License Agreement with Adobe Creek Networks to the address of any Party set forth in the introductory paragraph of the Agreement and to the person(s) described below: CITY: City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 Attn: City Clerk Telephone: 650-329-2571 Facsimile: 650-328-3631 CUSTOMER: Adobe Creek Networks c/o Thoits Law 400 Main St.,#250 Los Altos, CA 16. MISCELLANEOUS. A. The Agreement and all Exhibits contain the entire understanding between the Parties as to the subject matter herein. There are no representations or warranties, oral or in writing, between the Parties pertaining to the subject matter hereof that are not fully expressed in the Agreement. B. The Agreement shall be binding upon and inure to the benefit of the successors and permitted assigns of the Parties. C. The Agreement may not be amended, unless the Parties first sign a written instrument that amends the Agreement. No amendment of the Agreement will be deemed effective, unless and until the City Manager has first approved the amendment, in writing, and the City Attorney has approved as to form. A Proposal may be amended by any designated representative of either Party. D. The Agreement is governed by and construed in accordance with the California law without regard to its conflicts of laws, rules or principles. E. Trial of any action regarding any dispute concerning the Agreement and/or any Proposal will be vested in the state courts of California, County of Santa Clara, or in the United States District Court, Northern District of California, in the county of Santa Clara, as appropriate. F. Each Party and its counsel have reviewed the Agreement. Accordingly, the normal rules of construction to the effect that any ambiguity will be resolved against the drafting party will not be employed in the construction and interpretation of the Agreement. G. The CUSTOMER (Agreement and Exhibits hers licensed pursuant to this A A -F) the Rules and Regulations, and acknowledges receipt of a copy of the Rules and Regulations in electronic form, effective as of the Commencement Date. Copies of the Rules and Regulations are available to the public at the Utilities Customer Service Center, Second Floor, 250 Hamilton Avenue, Palo Alto, California 94301, or online at httrjs://www.citvofrjaloalto.oru/Denartments/Utilities/ Utilities-Services-Safety/Utility-Rules-and- Regulations H. Each Party will comply with all lawful federal, state and local laws, ordinances, resolutions, rate schedules, rules and regulations that may affect its rights and obligations under the Agreement. I. The Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. The Agreement will terminate without any penalty (i) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (ii) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal years and funds for the CITY's obligations are no longer made available. This provision will take precedence in the event of a conflict with any other term or condition of the Agreement. J. No payment, partial payment, acceptance or partial acceptance by the CITY will operate as a waiver on the part of the CITY of any of its rights under the Agreement. // // // // // // // // // // 230822 027338 Page 5 of 6 Item 7: Staff Report Pg. 9 Packet Pg. 24 of 276 Docusign Envelope ID: 54B578C1-9261-4247-BB7E-B026101EAC8A H IN WITNESS WHEREOF, the Parties have executed the Agreement by their duly appointed representatives on the date first above stated at Palo Alto, Santa Clara County, California. CITY OF PALO ALTO City Manager or designee APPROVED AS TO FORM: Assistant City Attorney Director of Utilities CUSTOMER Signed by: B E602B2E7BAC394F5 Title: President Taxpayer I.D. Number: 87-4375605 Daniel Dulitz daniel@adobecreek.net Item 7 Attachment A - Dark Fiber License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) J 230822 027338 Page 6 of 6 Item 7: Staff Report Pg. 10 Packet Pg. 25 of 276 EXHIBIT "A": SPECIAL TERMS Item 7 Attachment A - Dark Fiber License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) 1 "Backbone" means the high -density portion of the Telecommunications Infrastructure consisting of the Dark Fibers, which is designed to serve as the telecommunications paths at different locations within the jurisdictional boundaries of Palo Alto. "Commencement Date" means the day on which this Agreement is approved by the CITY. "Condemnation" means the right of an Agency, including the CITY, to take property for public use, and it shall include a voluntary sale or transfer by the CITY to the condemnor Agency under a threat of a taking under the power of condemnation or during the pendency of formal condemnation proceedings. "Drop Cable" means any CITY -owned and CITY -installed Fiber cable, one end of which is attached at a Junction Site by the CITY, and the other end of which is attached to the CUSTOMER's property by the CUSTOMER. "Drop Cable Management Fee" means the annual fee paid in advance by the CUSTOMER to the CITY for each drop cable licensed by the CITY to the CUSTOMER. This fee may be waived, in writing, for any period of time by the Utilities Director, acting on behalf of the CITY, for any Drop Cable less than one hundred (100) feet in length. "Fiber" means a solid core of optical transmission material. "Fiber -Miles" means a unit of measurement of the product of the number of Licensed Fibers and the number of Route -Miles for any element. "Force Majeure" means the occurrence of any event that has, had or may have an adverse effect on the design, construction, installation, management, operation, testing, use or enjoyment of the Telecommunications Infrastructure, the CUSTOMER's Property, or the Licensed Fibers, which is beyond the reasonable control of the parties and which event includes, but is not limited to, an Act of God, an irresistible superhuman cause, an act of a superior governmental authority, an act of a public enemy, a labor dispute or strike or a boycott which could not be reasonably contemplated by the Party affected thereby, a defect in manufactured equipment (including, but not limited to, the Dark Fibers), fire, floods, earthquakes, or any other similar cause. "Telecommunications Infrastructure" means the Poles, boxes, handholes, manholes, vaults, conduits, innerducts, surface location markers, cables (including coaxial cables, Custom Cables, Drop Cables, Fiber cables and messenger cables), Fibers, wires (including copper wire), circuits, conductors, Splice enclosures, patch panels, cabinets, converters, generators, amplifiers, receivers, switches, wireless transmitters and receivers, and all other equipment or facilities containing the Dark Fibers or to which the Dark Fibers are attached, owned, controlled or used by the CITY, in existence either at the Commencement Date or during the Term hereof and located overhead or underground within the Public Right -of -Way, the Public Utility Easements and Licensed Service Properties. "Term" means the initial term or the extension term, as defined in Section 3(a), or both, whichever may be applicable. "Transmission Pathway" means those areas of the Public Right -of -Way, the Public Utility Easements and the Licensed Service Properties in which the Telecommunications Infrastructure is located. In additional to the foregoing, other terms are defined throughout this Agreement. 230725 dm 6050126 Item 7: Staff Report Pg. 11 Packet Pg. 26 of 276 1/\ CITY OF PALO ALTO UTILITIES Date: Prepared For: Project Description 7/18/2024 Item 7 Attachment A - Dark Fibe License Agreement with PROPOSAL FOR DARK FIBER SE Adobe mean s (Agreement and Exhibits Service Request Authorization For A -F) Adobe Networks, LLC Daniel Dulitz 3810 Page Mill Road, Pal Alto, CA 94304 Phone: (415)329-3614; Fax: Adobe Networks, LLC Project Description: [ID#: 1140] - v.20240718 Equinix to "FB12" Prepared By: City of Palo Alto - Utilities Dave Yuan 250 Hamilton Ave, Palo Alto CA 94301 Tel: (650) 329-2522 The City of Palo Alto Utilities (CPAU) will furnish materials and equipment to provide single mode dark fiber (unless otherwise indicated below) interconnection as specified in the tables below. Proposal Remarks: The Points of Service "POS" will be CPAU communication boxes installed in the public -right-of-way "PROW". The Demarcation Points "DEMARC" will be the Licensee's communication boxes installed on private property. Both the POS and DEMARC will be indicated in the as -built documents. All structural work outside the PROW on non -City property, and substructure installed from the POS to the DEMARC points will be the sole responsibility of the Licensee. CPAU will furnish the drop cable from the POS to the DEMARC and be responsible for the installation and maintenance of the drop cable. Estimated Schedule: Proposed In -Service Date is > 10 Weeks from receipt of payment. An estimated project completion date will be provided approximately 10 business days after the one- time interconnection payment is received. Rate Schedule EDF-3, 7/1/2023, Non -Public Agency Total One -Time Interconnection Fee: $184,898 - Interconnection fee required in full prior to start of installation. DO NOT pay until you are invoiced. Total Base Monthly Fee: $3,797 - Funding for CIP FO -16000 has been deducted from the base monthly fee. Term of Agreement: 10 years REQUEST IS MADE TO THE CITY OF PALO ALTO UTILITIES, TO PERFORM THE DESCRIBED WORK ABOVE FOR WHICH THE UNDERSIGNED COMMITS THE LICENSEE TO PAY THE INTERCONNECTION FEE AND SUBSEQUENT MONTHLY FEES FOR THE LICENSE TERM IDENTIFIED ABOVE, AND TO MAINTAIN A CURRENT DARKFIBER LICENSE AGREEMENT, WITHOUT WHICH THIS PROPOSAL IS NOT BINDING ON THE CITY OF PALO ALTO. Authorized By: Print Name and Title Authorized Signature: Licensee: Company Name Date: THIS PROPOSAL IS GOOD FOR 90 DAYS. Project ID: 1140 Item 7: Staff Report Pg. 12 PROPOSAL: Page 1 of 3 Packet Pg. 27 of 276 Item 7 Attachment A - Dark Fibe PROPOSAL FOR DARK FIBER SE License Agreement with Dark Fiber License Agreement Exhibits F-1 Adobe Creek Networks (Agreement and Exhibits Adobe Networks, LLC A -F) Project Description: [ID#: 1140] - v.20240718 Equinix to "FB12" Date: 7/18/2024 Prepared For: Adobe Networks, LLC Daniel Dulitz 3810 Page Mill Road, Pal Alto, CA 94304 Phone: (415) 329-3614; Fax: Exhibit F-1: Dark Fiber Backbone License Fees Segment Name # of Fiber Strands Segment Distance Segment Fiber Feet AX - AN2 1 14,530 feet 14,530 feet CD - AN 1 2,335 feet 2,335 feet AL - CD 1 1,071 feet 1,071 feet AL - AM 1 1,520 feet 1,520 feet AM - BM 1 2,150 feet 2,150 feet BM - BN 1 3,300 feet 3,300 feet BN - BO 1 1,600 feet 1,600 feet BO - FA 1 15,866 feet 15,866 feet FA - FB 1 6,318 feet 6,318 feet FB - FC 1 2,336 feet 2,336 feet FC - FD 1 3,740 feet 3,740 feet FD - FE 1 2,000 feet 2,000 feet FE - FF 1 5,391 feet 5,391 feet FF - FB12 1 1,995 feet 1,995 feet Route Distance: 12.15 miles Total Fiber Miles: 12.15 miles Backbone Fee /Month: $3,050 Project ID: 1140 PROPOSAL: Page 2 of 3 Item 7: Staff Report Pg. 13 Packet Pg. 28 of 276 Item 7 Attachment A - Dark Fiber License Agreement with Adobe Creek Networks Exhibit F-2: Drop and Custom Cable Management Fees (Agreement and Exhibits Splice Point Location # of Strands Total Distance City Structure A -F) FB09 DROP 3895 Page Mill 12 30 ft 30 ft 30 ft FB12 DROP 4001/17 Page Mill 12 300 ft 300 ft 300 ft FB12 DROP 4010 Page Mill 12 150 ft 150 ft 150 ft FB12 DROP 4020/22 Page Mill 12 230 ft 230 ft 230 ft FB12 DROP 31103/5/7 Page Mill 12 700 ft 700 ft 700 ft FB12 DROP 31570 Page Mill 12 600 ft 600 ft 600 ft FB11 DROP 3891 Page Mill (hut) 12 600 ft 300 ft 300 ft FB09 48F custom to FB14 48 2,450 ft 2,450 ft 2,450 ft Fiber Optic Cable Management Fees: $1,932 Project ID: 1140 Item 7: Staff Report Pg. 14 PROPOSAL: Page 3 of 3 Packet Pg. 29 of 276 Item 7 lttachment A - Dark Fibe License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) CITY OF PALO ALTO UTILITIES REQUEST SUBMITTED BY: FIELD INVESTIGATION CONTACT: Name: Name: Title: Title: Company: Company: Street Address: Street Address: City, State, Zip: City, State, Zip: Telephone Number: Cell Phone: Fax Number: Fax Number: Email Address: Email Address: Today's Date: II Project Description: Example: 1. 4 fibers from 123 Alma to PAIX 2. Miscellaneous investigation (Ati ing i cable) I. Please see Exhibit C - Attachment 1 pr ct tion 2. Desired completion date: / NOTE: Please budget 6-8 w installation payment (not this investigation payment) to completion. FIBER LICENSE A INVESTIGATION REQUEST CONDITIONS: I am submitting t adv e engineering request with the full understanding of the following conditions: 1. The a ing fee is a non-refundable fee required to cover the cost of preparing a detailed will establish an interconnection fee that must be paid in full prior to the start of 3. The aV'ance engineering fee will be credited against the interconnection fee. Please Note: You will be invoiced for $650 or by estimate for special conditions, per Utilities Rate Schedule EDF-2. Please do not remit until you receive an invoice. Signature: Please see following page for contact information. Date:/ I. 1 230829 syn 6050128 Item 7: Staff Report Pg. 15 Packet Pg. 30 of 276 Item 7 4ttachment A - Dark Fibei License Agreement with Please submit the completed form with authorized signature and direct questions Utilities Marketing Services City of Palo Alto Utilities 250 Hamilton Avenue Palo Alto, CA 94301 Phone: (650) 329-2241 Fax: (650) 617-3140 Email: darkfiber@cityofpaloalto.org Note that all inquires of a legal nature must be directed to: Office of the City Attorney 8th Floor City Hall 250 Hamilton Avenue Palo Alto, CA 94301 Phone; (650) 329-2171 (Agreement and Exhibits A -F) 230829 syn 6050128 W Item 7: Staff Report Pg. 16 Packet Pg. 31 of 276 Item 7 - CITY OF PALO ALTO Attachment A - Dark Fibe License Agreement with UTILITIES Adobe Creek Networks (Agreement and Exhibits City of Palo Alto Dark Fiber OptiL, A-F) Exhibit C - Attachment 1: Project Description Please attach this document to the Exhibit "C" Fiber License Agreement Investigation Reauest Form to arovide information for the Project Description Project Description ❑ Point -To -Point Location A (Location A to Location Z) Location Z* * Location Z is typically Equinix unl o o Alto buildings, adding properties to a ring, etc. sto are responsible for coordinating with their ISP f to s connect to the City of Palo Alto (CPA) at Equini he Equl D RC is CPAs patch anel. ❑ Other (Provide quick description) Fiber Strand Count MPOE P el ❑ Wall ounted/ 0 Rack mounted (ex: IF vs 2F for redundancy) Site Loca I If Location Z is different than infix, le rovide info for both locations Multi -tenant building? ❑ Yes ❑ Please provide directions to acc M E e site: Site Contact Nam Site Contact one Site Co act Notes: 1. CF orks primarily in the Public Right -of -Way "PROW" within the boundaries of Palo Alto. Aside from work to pull fiber in existing infrastructure to complete a connection, CPA is not responsible for and does not perform infrastructure work on private property such as, but not limited to, substructure construction of conduit. 2. SC/UPC is the standard CPA connector type at the DEMARC. 3. Customers are required to sign and fulfill the conditions of a Proposal for Dark Fiber Services and/or a new Dark Fiber License Agreement (DFLA) to license CPA Dark Fiber. 4. Installation dates average 6-8 weeks upon fulfillment of the signed Proposal, per Rules & Regulations Rule 26. Service requests are based on a simple queue, and estimated completion dates will be provided as the project progresses. CPA does not reserve installation dates. Form version 2024.03.21 Item 7: Staff Report Pg. 17 Packet Pg. 32 of 276 EXHIBIT "D": INSURANCE REQUIREMENTS Item 7 Attachment A - Dark Fiber License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) 1. During the Term hereof, the CUSTOMER, at its sole cost and expense, shall obtain and maintain or cause to be obtained and maintained the following policies of insurance in the amounts specified herein: a. Commercial general liability insurance policy with a minimum limit of not less than one million dollars ($1,000,000) per occurrence (combined single limit) for bodily injury and property damage, and not less than one million dollars ($1,000,000) aggregate, for each personal injury liability, products -completed operations, premises operations, blanket contractual, and owners' and Contractors' protective, and each accident; b. Workers' Compensation and Employers' Liability insurance policy providing statutory coverage (Coverage A and Coverage B) written in accordance with the Laws of the State of California, providing coverage for all employees of the CUSTOMER, and requiring an "ALL STATES" endorsement if the CUSTOMER is domiciled outside the State of California and the policy is written outside the State of California. c. The CUSTOMER shall furnish the CITY with a certificate showing proof of such coverage, and naming the CITY as the certificate holder. CUSTOMER is additionally recommended to obtain a Business Interruption insurance policy in amounts adequate to CUSTOMER's needs. 2. The CUSTOMER shall file the required original certificate(s) of insurance with the CITY's Utilities Department, Dark Fiber Services, subject to the CITY's prior approval, which shall clearly state: a. Policy number; name of insurance company; name, address and telephone number of the agent or authorized representative; name, address and telephone number of insured; project name and address; policy expiration date; and specific coverage amounts; b. If the policy is canceled before its expiration date for any reason other than the non-payment of premium, the CUSTOMER shall ensure that the insurance company provides CITY at least thirty (30) days written notice before the effective date of insurance cancellation; and 3. The certificate(s) of insurance and notices shall be mailed prior to the establishment of fiber optic service, to City of Palo Alto, Department of Utilities, Palo Alto, CA 94301, Attn.: Utilities Department, Dark Fiber Services, 3rd Floor. 4. These insurance requirements shall be subject to the review, annually performed, by the CITY's Utilities Department and/or Risk Manager. If the CITY requires any change in coverage, notice thereof shall be given to the CUSTOMER, in writing, and the CUSTOMER shall comply with such notice within thirty (30) Days of receipt thereof. 5. Prior to the execution hereof, any deductibles or self -insured retentions must be stated on the certificate(s) of insurance, which shall be sent to and approved by the CITY. 230725v2 Item 7: Staff Report Pg. 18 Packet Pg. 33 of 276 Item 7 attachment A - Dark Fibe License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) CITY OF PALO ALTO UTILITIES 1. Official business name: Adobe Creek Networks 2. Is Company certified as a Competitive Local Exchange Carrier (CLEC)? ONo QYes [If yes, does the Company intent to offer CLEC services over the Licensed Fiber optic lines of the CITY? No ] 3. Check this box if you intend to offer commercial video services. ❑Yes ❑✓ No If commercial video services are to be offered, the applicant must consult with the Cable Franchise Manager, Administrative Services Department, (650) 329-2208 to discuss obtaining a franchise with the City of Palo Alto. 4. Attach copy of Articles of Incorporation, Fictitious Business Name Certificate, or Limited Liability Partnership Certificate of Registration, if applicable. 5. Attach Insurance certificate in the amounts specified in Exhibit D with the City of Palo Alto named as an additional insured. N/A 6. Address(es) to which notices should be sent: MAIN NOTICE: Adobe Creek Networks Company 3995 Page Mill Road Street Address Los Altos, CA 94022 ATTN: President Attention (Name and Title) 415-329-3614 Phone Number (with area code) Fax Number (with area code) 7. Taxpayer I.D. Number: 87-4375605 COPY TO (optional): Adobe Creek Networks Company c/o Thoits Law Street Address 400 Main St # 250 Los Altos CA 94022 Attention (Name and Title) Phone Number (with area code) Fax Number (with area code) 230725 syn 6050153 Item 7: Staff Report Pg. 19 Packet Pg. 34 of 276 UTILITIES RULES AND REGULATIONS Item 7 attachment A - Dark Fibe License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) The City of Palo Alto Utilities Rules and Regulations, and any amendments thereto, are approved and adopted by resolution of the Palo Alto City Council. Copies are available to the public at the Utilities Customer Service Center, Second Floor, 250 Hamilton Avenue, Palo Alto, CA 93401. In addition, the Rules and Regulations are available online via the City of Palo Alto website at http://www.cpau.comldocs/rules/rulesindex.html. By signing this receipt I hereby acknowledge receipt of a copy of the City of Palo Alto Utilities Rules and Regulations, effective date August 1st , 2023 Signature Adobe Creek Networks Company 3995 Page Mill Rd Street Address Los Altos CA 94022 Daniel Dulitz, President Attention (Name and Title) 415-329-3614 Phone Number (with area code) Fax Number (with area code) 230725 syn 6050132 Item 7: Staff Report Pg. 20 Packet Pg. 35 of 276 «F UTILITIES RULES AND REGULATIONS Item 7 \ttachment A - Dark Fibe License Agreement with Adobe Creek Networks (Agreement and Exhibits A -F) The City of Palo Alto Utilities Rules and Regulations, and any amendments thereto, are approved and adopted by resolution of the Palo Alto City Council. Copies are available to the public at the Utilities Customer Service Center, Second Floor, 250 Hamilton Avenue, Palo Alto, CA 93401. In addition, the Rules and Regulations are available online via the City of Palo Alto website at http://www.cpau.comldocs/rules/rulesindex.html. By signing this receipt I hereby acknowledge receipt of a copy of the City of Palo Alto Utilities Rules and Regulations, effective date August 1St , 2023 Signature Adobe Creek Networks Company 3995 Page Mill Road Street Address Los Alto, CA 94022 City, State, ZIP, Country Daniel Dulitz, President Attention (Name & Title) 415-329-3614 Phone Number (with area code) Fax Number (with area code) Email/Website 230828 syn 6050132 Item 7: Staff Report Pg. 21 Packet Pg. 36 of 276 Item 8 Item 8 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Utilities ALTO Meeting Date: October 7, 2024 Report #:2409-3441 TITLE Adopt a Resolution Amending Rate Schedules G-1 (Residential Gas Service), G-2 (Residential Master -Metered and Commercial Gas Service), G-3 (Large Commercial Gas Service), and G-10 (Compressed Natural Gas Service) to Raise the Upper Limit on the Monthly Transportation Charge; CEQA Status: Exempt Under Public Resources Code 15273(a) RECOMMENDATION Staff recommends City Council adopt a resolution amending Rate Schedules G-1 (Residential Gas Service), G-2 (Residential Master -Metered and Commercial Gas Service), G-3 (Large Commercial Gas Service), and G-10 (Compressed Natural Gas Service) to raise the upper limit on the monthly Transportation Charge from $0.25 per therm to $0.30 per therm effective November 1, 2024. EXECUTIVE SUMMARY One component of the City's natural gas rates is the Transportation Charge. This charge is a pass - through of the City's cost to transport natural gas across Pacific Gas & Electric Company's (PG&E) pipelines. PG&E's rates have increased and are projected to increase further; therefore, staff recommends increasing the upper limit on the Transportation Charge on all of the City's gas rate schedules from $0.25 per therm to $0.30 per therm effective November 1, 2024. BACKGROUND Natural gas purchased by the City for its customers is brought to Palo Alto via PG&E's transportation pipelines. The rate the City pays for those transportation services is based on PG&E's Gas Transportation Service to Wholesale/Resale Customers (G-WSL) tariff. This schedule applies to Palo Alto and other cities and agencies that procure natural gas for resale. PG&E's rates are under the purview of the California Public Utilities Commission (CPUC). Staff receives minimal notice as to when transportation rate changes will take effect or what the final rate will be. Item 8: Staff Report Pg. 1 Packet Pg. 37 of 276 Item 8 Item 8 Staff Report In October 2016, to address timing uncertainties and avoid potential discrepancies in fund collection for transportation charges, City Council adopted a Resolution 96291 stipulating that the City's Gas Transportation Charge should be: 1) itemized separately on gas rate schedules and customer bills; and 2) adjusted to reflect PG&E's G-WSL rate. In June 2022, Council adopted Resolution 100502 increasing the upper limit on the Transportation Charge from $0.15 per therm to $0.25 per therm due to increasing PG&E costs related to improving storage facilities, decommissioning older facilities, wildfire mitigation, and greenhouse gas mitigation costs. ANALYSIS In September 2024, PG&E's Gas Transportation Rate listed for Palo Alto on PG&E's G-WSL tariff increased to $0.27 per therm. PG&E's Gas Transportation Rate for Palo Alto was $0.22 per therm for the six prior months. Increases in PG&E's transportation costs continue to be related to improving storage facilities, decommissioning older facilities, wildfire mitigation, and greenhouse gas mitigation costs. It is expected based on staff's analysis that the rate will increase approximately 5% annually over the next five years. In order to pass through the entire gas -related supply costs, staff recommends increasing the upper limit on the Transportation Rate on the City's gas rate schedules from $0.25 per therm to $0.30 per therm effective November 1, 2024. FISCAL/RESOURCE IMPACT The maximum Transportation charge is currently $0.25 per therm, and PG&E's G-WSL rate is $0.27 per therm. The under collected revenue amount for the months of September and October 2024 is estimated to be about $60,000 which can be temporarily absorbed by gas utility reserves. If Council approves the recommended resolution, transportation costs will be fully recovered via the pass -through rate effective November 1, 2024. STAKEHOLDER ENGAGEMENT If the proposed resolution is adopted by Council, the Rate Schedules reflecting the adjusted Transportation Charge range will be updated accordingly on the City's website. ENVIRONMENTAL REVIEW The Council finds that setting a higher limit on the Transportation Charge on the City's gas rates schedules to meet operating expenses is not subject to the California Environmental Quality Act (CEQA), pursuant to California Public Resources Code Sec. 21080(b)(8) and Title 14 of the Resolution 9629 https://www.cityofpaloaIto.org/files/assets/public/v/1/city-clerk/resolutions/reso-9629.pdf z Resolution 10050 https://www.cityofpaIoaIto.org/files/assets/public/v/1/city-clerk/resolutions/resolutions- 1909-to-present/2022/reso-10050.pdf Item 8: Staff Report Pg. 2 Packet Pg. 38 of 276 Item 8 Item 8 Staff Report California Code of Regulations Sec. 15273(a). After reviewing the staff report and all attachments presented to Council, the Council incorporates these documents herein and finds that sufficient evidence has been presented setting forth with specificity the basis for this claim of CEQA exemption. ATTACHMENTS: Attachment A: Resolution Exhibit A: G-1 Effective 2024-11-01 Exhibit B: G-2 Effective 2024-11-01 Exhibit C: G-3 Effective 2024-11-01 Exhibit D: G-10 Effective 2024-11-01 APPROVED BY: Dean Batchelor, Director of Utilities Item 8: Staff Report Pg. 3 Packet Pg. 39 of 276 Item 8 Attachment A - Resolution Resolution No. Resolution of the Council of the City of Palo Alto Amending Rate Schedules G-1 (Residential Gas Service), G-2 (Residential Master - Metered and Commercial Gas Service), G-3 (Large Commercial Gas Service), and G-10 (Compressed Natural Gas Service) Effective November 1, 2024 RECITALS A. The City's transportation costs for gas are based on the current Pacific Gas and Electric Company's (PG&E's) G-WSL rate for Palo Alto. B. In October 2016, due to the variability in PG&E's Gas Transportation Service to Wholesale/Resale Customers (G-WSL) tariff, which is largely dependent on the California Public Utilities Commission, the City Council adopted a resolution to identify the Transportation Charge as a separate, pass -through component of the City's rates so that these transportation costs can be fully and timely recovered. C. In June 2022, Council adopted a resolution raising the upper limit on the Transportation Charge from $0.15 per therm to $0.25 per therm due to increasing PG&E costs related to improving storage facilities, decommissioning older facilities, wildfire mitigation, and greenhouse gas mitigation costs D. In September 2024, PG&E's G-WSL tariff increased to $0.27 per therm, and due to an estimated average increase of 5% annually over the next 5 years, the City is raising the upper limit on the Transportation Rate on the City's gas rate schedules from $0.25 per therm to $0.30 per therm effective November 1, 2024. Pursuant to Chapter 12.20.010 of the Palo Alto Municipal Code, the Council of the City of Palo Alto may by resolution adopt rules and regulations governing utility services, fees and charges. The Council of the City of Palo Alto does hereby RESOLVE as follows: SECTION 1. The Council hereby approves raising the upper limit on the Transportation Rate on the City's gas schedules from $0.25 per therm to $0.30 per therm effective November 1, 2024. SECTION 2. Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utility Rate Schedule G-1 (Residential Gas Service) is hereby amended to read as attached and incorporated to this Resolution as Exhibit A. Utility Rate Schedule G-1, as amended, shall become effective November 1, 2024. SECTION 3. Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utility Rate Schedule G-2 (Residential Master -Metered and Commercial Gas Service) is hereby amended to read as attachec nd inrrrrrirfcd fr thic PccriIiiti.pn 3c I=vhi Item 8: Staff Report Pg. 4 Packet Pg. 40 of 276 6056890 1 Schedule G-2, as amended, shall become effective November 1, 2024. Item8 Attachment A - SECTION 4. Pursuant to Section 12.20.010 of the Palo Alto Munici1au ReSc tion Utility Rate Schedule G-3 (Large Commercial Gas Service) is hereby amended to read as attached and incorporated to this Resolution as Exhibit C. Utility Rate Schedule G-3, as amended, shall become effective November 1, 2024. SECTION 5. Pursuant to Section 12.20.010 of the Palo Alto Municipal Code, Utility Rate Schedule G-10 (Compressed Natural Gas Service Service) is hereby amended to read as attached and incorporated to this Resolution as Exhibit D. Utility Rate Schedule G-10, as amended, shall become effective November 1, 2024. SECTION 6. The City Council finds as follows: a. Revenues derived from the gas rates approved by this resolution do not exceed the funds required to provide gas service. b. Revenues derived from the gas rates approved by this resolution shall not be used for any purpose other than providing gas service, and the purposes set forth in Article VII, Section 2, of the Charter of the City of Palo Alto. SECTION 7. The Council finds that the fees and charges adopted by this resolution are charges imposed for a specific government service or product provided directly to the payor that are not provided to those not charged, and do not exceed the reasonable costs to the City of providing the service or product. SECTION 8. The Council finds that adoption of this resolution raising the upper limit on the Transportation Rate component on the City's gas rate schedules is not subject to the California Environmental Quality Act's (CEQA) under Public California Public Resources Code Sec. 21080(b)(8) and Title 14 of the California Code of Regulations Sec. 15273(a). After reviewing the staff report and all attachments presented to Council, the Council incorporates these documents herein and finds that sufficient evidence has been presented setting forth with specificity the basis for this claim of CEQA exemption. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk Item 8: Staff Report Pg. 5 Packet Pg. 41 of 276 2 6056890 Item 8 Attachment A - Resolution Assistant City Attorney City Manager Director of Utilities Director of Administrative Services 6056890 Item 8: Staff Report Pg. 6 Packet Pg. 42 of 276 3 Item 8 Exhibit A - G-1 effective 2024-11-01 Exhibit A RESIDENTIAL GAS SERVICE UTILITY RATE SCHEDULE G-1 A. APPLICABILITY: This schedule applies to the following Customers receiving Gas Service from City of Palo Alto Utilities: 1. Separately -metered single-family residential Customers; 2. Separately -metered multi -family residential Customers in multi -family residential facilities. B. TERRITORY: This schedule applies anywhere the City of Palo Alto provides Gas Service. C. UNBUNDLED RATES: Per Service Monthly Service Charge:......................................................................................................$ 16.93 Tier 1 Rates: Per Therm Supply Charges: 1. Commodity (Monthly Market Based) ..........................................$0.10-$4.00 $0.10-$4.00 2. Cap and Trade Compliance Charge ............................................ $0.00-$0.25 3. Transportation Charge................................................................. $0.00-$0.30 4. Carbon Offset Charge.................................................................. $0.00-$0.10 Distribution Charge:....................................................................................... $ 0.8229 Tier 2 Rates: (All usage over 100% of Tier 1) Supply Charges: 1. Commodity (Monthly Market Based) ..........................................$0.10-$4.00 $0.10-$4.00 2. Cap and Trade Compliance Charge .............................................$0.00-$0.25 $0.00-$0.25 3. Transportation Charge................................................................. $0.00-$0.30 4. Carbon Offset Charge.................................................................. $0.00-$0.10 DistributionCharge:............................................................................................. $ 2.1043 CITY OF PALO ALTO UTILITIES Issued by the City Council Supersedes Sheet No G-1-1 dated 744-1-20243 CITY OF PALO ALTO UTILITIES Item 8: Staff Report Pg. 7 Sheet No G-1-1 Effective 11-7-1-2024 Packet Pg. 43 of 276 Item 8 Exhibit A - G-1 effective 2024-11-01 Exhibit A RESIDENTIAL GAS SERVICE UTILITY RATE SCHEDULE G-1 D. SPECIAL NOTES: 1. Calculation of Cost Components The actual bill amount is calculated based on the applicable rates in Section C above and adjusted for any applicable discounts, surcharges and/or Taxes. On a Customer's bill statement, the bill amount may be broken down into appropriate components as calculated under Section C. The Commodity Charge is based on the monthly natural gas Bidweek Price Index for delivery at PG&E Citygate, adjusted to account for delivery losses to the Customer's Meter. The Commodity Charge also includes adjustments to account for Council - approved programs implemented to reduce the cost of Gas, including a municipal purchase discount' and $0.055 per therm for mitigating the impact of short-term natural gas market price spikes2. The Cap and Trade Compliance Charge reflects the City's cost of regulatory compliance with the state's Cap and Trade Program, including the cost of acquiring compliance instruments sufficient to cover the City's Gas Utility's compliance obligations. The Cap and Trade Compliance Charge will change in response to changing market conditions, retail sales volumes and the quantity of allowances required. The Carbon Offset Charge reflects the City's cost to purchase offsets for greenhouse gases produced when Gas is burned. The Carbon Offset Charge will change in response to changing market conditions, changing sales volumes and the quantity of offsets purchased within the Council -approved per therm cap. The Transportation Charge is based on the current PG&E G-WSL (Gas Transportation Service to Wholesale/Retail Customers) rate for Palo Alto, accounting for delivery losses to the Customer's Meter. The Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges 1 Adopted via Resolution 9451, on September 15, 2014. 2 Adopted via Resolution 10187 on August 19, 2024. CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-1-2 Sheet No G-1-2 dated 744-1-20243 PALO ALTO Effective 11-7-1-2024 UTILITIES Item 8: Staff Report Pg. 8 l Packet Pg. 44 of 276 Item 8 Exhibit A - G-1 effective 2024-11-01 Exhibit A RESIDENTIAL GAS SERVICE UTILITY RATE SCHEDULE G-1 will fall within the minimum/maximum ranges set forth in Section C. Current and historic per therm rates for the Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges are posted on the City Utilities website.3 2. Seasonal Rate Changes: The Summer period is effective April 1 to October 31 and the Winter period is effective from November 1 to March 31. When the billing period includes use in both the Summer and the Winter periods, the usage will be prorated based on the number of days in each seasonal period, and the charges based on the applicable rates for each period. For further discussion of bill calculation and proration, refer to Rule and Regulation 11. 3. Calculation of Usage Tiers Tier 1 natural gas usage shall be calculated and billed based upon a level of 0.667 therms per day during the Summer period and 2.0 therms per day during the Winter period, rounded to the nearest whole therm, based on meter reading days of service. As an example, for a 30 day bill, the Tier 1 level would be 20 therms during the Summer period and 60 therms during the Winter period months. For further discussion of bill calculation and proration, refer to Rule and Regulation 11. {End) 3 Monthly gas and commodity and volumetric rates are available here, or by visiting https: //www. cityofpaloalto.org/files/assets/public/utilities/rates-schedules-for-utilities/residential-utility-rates/monthly-gas- volumetric-and-service-charges-residential.pdf CITY OF PALO ALTO UTILITIES Issued by the City Council Supersedes Sheet No G-1-3 CITY OF Sheet No G-1-3 dated 744-1-20243 PALO ALTO Effective 11-7-1-2024 UTILITIES Item 8: Staff Report Pg. 9 Packet Pg. 45 of 276 Item 8 Exhibit B - G-2 effective 2024-11-01 Exhibit B RESIDENTIAL MASTER -METERED AND COMMERCIAL GAS SERVICE UTILITY RATE SCHEDULE G-2 A. B. C. APPLICABILITY: This schedule applies to the following Customers receiving Gas Service from the City of Palo Alto Utilities: 1. Commercial Customers who use less than 250,000 therms per year at one site; 2. Master -metered residential Customers in multi -family residential facilities. TERRITORY: This schedule applies anywhere the City of Palo Alto provides Gas Service. UNBUNDLED RATES: Per Service Monthly Service Charge:....................................................................................................$ 156.90 Per Therm Supply Charges: 1. Commodity (Monthly Market Based) ......................................... $0.10-$4.00 2. Cap and Trade Compliance Charges ........................................... $0.00-$0.25 3. Transportation Charge................................................................. $0.00-$0.2330 4. Carbon Offset Charge.................................................................. $0.00-$0.10 Distribution Charge:.................................................................................................. $1.0809 D. SPECIAL NOTES: 1. Calculation of Cost Components The actual bill amount is calculated based on the applicable rates in Section C above and adjusted for any applicable discounts, surcharges and/or Taxes. On a Customer's bill statement, the bill amount may be broken down into appropriate components as calculated under Section C. The Commodity Charge is based on the monthly natural gas Bidweek Price Index for delivery at PG&E Citygate, adjusted to account for delivery losses to the Customer's Meter. The Commodity Charge also includes adjustments to account for Council - approved programs implemented to reduce the cost of Gas, including a municipal purchase discount' and $0.055 per therm for mitigating the impact of short-term natural 1 Adopted via Resolution 9451, on September 15, 2014. CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-2-1 () PALO ALTO Effective 11-7-1-2024 dated 744-1-20243 Sheet Np G-2-1 Item 8: Staff Report Pg. 10 Packet Pg. 46 of 276 Item 8 Exhibit B - G-2 effective 2024-11-01 Exhibit B RESIDENTIAL MASTER -METERED AND COMMERCIAL GAS SERVICE UTILITY RATE SCHEDULE G-2 gas market price spikes2. The Cap and Trade Compliance Charge reflects the City's cost of regulatory compliance with the state's Cap and Trade Program, including the cost of acquiring compliance instruments sufficient to cover the City's Gas Utility's compliance obligations. The Cap and Trade Compliance Charge will change in response to changing market conditions, retail sales volumes and the quantity of allowances required. The Carbon Offset Charge reflects the City's cost to purchase offsets for greenhouse gases produced when Gas is burned. The Carbon Offset Charge will change in response to changing market conditions, changing sales volumes and the quantity of offsets purchased within the Council -approved per therm cap. The Transportation Charge is based on the current PG&E G-WSL (Gas Transportation Service to Wholesale/Retail Customers) rate for Palo Alto, accounting for delivery losses to the Customer's Meter. The Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges will fall within the minimum/maximum ranges set forth in Section C. Current and historic per therm rates for the Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges are posted on the City Utilities website.3 [End) 2 Adopted via Resolution 10187 on August 19, 2024. 3 Monthly gas and commodity and volumetric rates are available here, or by visiting https: //www. cityofpaloalto.org/files/assets/public/utilitiesibusiness/business-rates/monthly-gas-volumetric-and-service- charges-commercial.pdf CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-2-2 () PALO ALTO Effective 11-7-1-2024 dated 744-1-20243 Sheet Np G-2-2 Item 8: Staff Report Pg. 11 Packet Pg. 47 of 276 Item 8 Exhibit C - G-3 effective 2024-11-01 Exhibit C LARGE COMMERCIAL GAS SERVICE UTILITY RATE SCHEDULE G-3 A. APPLICABILITY: This schedule applies to the following Customers receiving Gas Service from the City of Palo Alto Utilities: 1. Commercial Customers who use at least 250,000 therms per year at one site; 2. Customers at City -owned generation facilities. B. TERRITORY: This schedule applies anywhere the City of Palo Alto provides Gas Service. C. UNBUNDLED RATES: Monthly Service Charge: $ 717.89 Per Therm Supply Charges: 1. Commodity (Monthly Market Based)....................................................$0.10-$4.00 2. Cap and Trade Compliance Charges.....................................................$0.00-$0.25 3. Transportation Charge ..........................................................................$0.00- $0.2-530 4. Carbon Offset Charge........................................................................... $0.00-$0.10 DistributionCharge:............................................................................................................$ 1.0702 D. SPECIAL NOTES: 1. Calculation of Cost Components The actual bill amount is calculated based on the applicable rates in Section C above and adjusted for any applicable discounts, surcharges and/or Taxes. On a Customer's bill statement, the bill amount may be broken down into appropriate components as calculated under Section C. The Commodity Charge is based on the monthly natural gas Bidweek Price Index for delivery at PG&E Citygate, adjusted to account for delivery losses to the Customer's CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-3-1 (') PALO ALTO Effective 11-7-1-2024 dated 74-1-1-2024 Sheet Np G-3-1 Item 8: Staff Report Pg. 12 Packet Pg. 48 of 276 Item 8 Exhibit C - G-3 effective 2024-11-01 Exhibit C LARGE COMMERCIAL GAS SERVICE UTILITY RATE SCHEDULE G-3 Meter. The Commodity Charge also includes adjustments to account for Council - approved programs implemented to reduce the cost of Gas, including a municipal purchase discount' and $0.055 per therm for mitigating the impact of short-term natural gas market price spikes2. The Cap and Trade Compliance Charge reflects the City's cost of regulatory compliance with the state's Cap and Trade Program, including the cost of acquiring compliance instruments sufficient to cover the City's Gas Utility's compliance obligations. The Cap and Trade Compliance Charge will change in response to changing market conditions, retail sales volumes and the quantity of allowances required. The Carbon Offset Charge reflects the City's cost to purchase offsets for greenhouse gases produced when Gas is burned. The Carbon Offset Charge will change in response to changing market conditions, changing sales volumes and the quantity of offsets purchased within the Council -approved per therm cap. The Transportation Charge is based on the current PG&E G-WSL (Gas Transportation Service to Wholesale/Retail Customers) rate for Palo Alto, accounting for delivery losses to the Customer's Meter. The Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges will fall within the minimum/maximum ranges set forth in Section C. Current and historic per therm rates for the Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges are posted on the City Utilities website.3 2. Request for Service A qualifying Customer may request service under this schedule for more than one account or meter if the accounts are located on one site. A site consists of one or more contiguous parcels of land with no intervening public right -of- ways (e.g. streets). 3. Changing Rate Schedules Customers may request a rate schedule change at any time to any applicable City of Palo 1 Adopted via Resolution 9451, on September 15, 2014. 2 Adopted via Resolution 10187 on August 19, 2024. 3 Monthly gas and commodity and volumetric rates are available here, or by visiting https: //www. cityofpaloalto.org/files/assets/public/utilities/business/business-rates/monthly-gas-volumetric-and-service- charges-commercial.pdf CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-3-2 (') PALO ALTO Effective 11-7-1-2024 dated 74-1-1-2024 Sheet Np G-3-2 Item 8: Staff Report Pg. 13 Packet Pg. 49 of 276 Item 8 Exhibit C - G-3 effective 2024-11-01 Exhibit C LARGE COMMERCIAL GAS SERVICE UTILITY RATE SCHEDULE G-3 Alto full -service rate schedule. [End) CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-3-3 (') PALO ALTO Effective 11-7-1-2024 dated 74-1-1-2024 Sheet Np G-3-3 Item 8: Staff Report Pg. 14 Packet Pg. 50 of 276 Item 8 Exhibit D - G-10 effective 2024-11-01 Exhibit D COMPRESSED NATURAL GAS SERVICE UTILITY RATE SCHEDULE G-10 A. APPLICABILITY: This schedule applies to the sale of Gas to the City -owned compressed natural gas (CNG) fueling station at the Municipal Service Center in Palo Alto. B. TERRITORY: Applies to the City's CNG fueling station located at the Municipal Service Center in City of Palo Alto. C. UNBUNDLED RATES: Per Service Monthly Service Charge:.....................................................................................................$ 106.11 Per Therm Supply Charges: Commodity (Monthly Market Based)................................................................$0.10-$4.00 Cap and Trade Compliance Charges..................................................................$0.00-$0.25 Transportation Charge....................................................................................$0.00-$0.2530 Carbon Offset Charge......................................................................................... $0.00-$0.10 DistributionCharge..............................................................................................................$ 0.0175 D. SPECIAL CONDITIONS 1. Calculation of Cost Components The actual bill amount is calculated based on the applicable rates in Section C above and adjusted for any applicable discounts, surcharges and/or Taxes. On a Customer's bill statement, the bill amount may be broken down into appropriate components as calculated under Section C. The Commodity Charge is based on the monthly natural gas Bidweek Price Index for delivery at PG&E Citygate, adjusted to account for delivery losses to the Customer's Meter. The Commodity Charge also includes adjustments to account for Council -approved programs implemented to reduce the cost of Gas, including a municipal purchase discount' and $0.055 per 1 Adopted via Resolution 9451, on September 15, 2014. CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-10-1 () PALO ALTO Effective 11-7-1-2024 dated 744-1-20243 Sheet No G-10-1 Item 8: Staff Report Pg. 15 Packet Pg. 51 of 276 Item 8 Exhibit D - G-10 effective 2024-11-01 Exhibit D COMPRESSED NATURAL GAS SERVICE UTILITY RATE SCHEDULE G-10 therm for mitigating the impact of short-term natural gas market price spikes2. The Cap and Trade Compliance Charge reflects the City's cost of regulatory compliance with the state's Cap and Trade Program, including the cost of acquiring compliance instruments sufficient to cover the City's Gas Utility's compliance obligations. The Cap and Trade Compliance Charge will change in response to changing market conditions, retail sales volumes and the quantity of allowances required. The Carbon Offset Charge reflects the City's cost to purchase offsets for greenhouse gases produced when Gas is burned. The Carbon Offset Charge will change in response to changing market conditions, changing sales volumes and the quantity of offsets purchased within the Council -approved per therm cap. The Transportation Charge is based on the current PG&E G-WSL (Gas Transportation Service to Wholesale/Retail Customers) rate for Palo Alto, accounting for delivery losses to the Customer's Meter. The Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges will fall within the minimum/maximum range set forth in Section C. Current and historic per therm rates for the Commodity, Cap and Trade Compliance, Carbon Offset and Transportation Charges are posted on the City Utilities website.3 {End} 2 Adopted via Resolution 10187 on August 19, 2024. 3 Monthly gas and commodity and volumetric rates are available here, or by visiting https: //www. cityofpaloalto.org/files/assets/public/utilitiesibusinessibusiness-rates/monthly-gas-volumetric-and-service- charges-commercial.pdf CITY OF PALO ALTO UTILITIES Issued by the City Council CITY OF Supersedes Sheet No G-10-2 () PALO ALTO Effective 11- 1-2024 dated 744-1-20243 Sheet No G-10-2 Item 8: Staff Report Pg. 16 Packet Pg. 52 of 276 Item 9 Item 9 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Utilities ALTO Meeting Date: October 7, 2024 Report #:2407-3272 TITLE Authorize the City Manager or their Designee to Exercise the Option to Renew the Lease Between the City of Palo Alto and Steve Nash and Dennis Ryan for 4 Months at 975 Terra Bella Ave in Mountain View at a Monthly Rent of $35,587.95 for a Total Not -to -Exceed of $213,527.70 through February 28, 2025; Direct Staff to Explore Purchase of Property to Meet the Future Needs of Grid Modernization and Other Capital Projects; and Approval of an Amendment to Fiscal Year 2025 Budget Appropriation in the Electric Fund; CEQA Status — Categorically Exempt; Sec. 15301. RECOMMENDATION Staff recommends that City Council: 1. Authorize the City Manager or their designee to exercise the option to renew the lease (Attachment A) between the City of Palo Alto and Steve Nash and Dennis Ryan for utility equipment staging and storage for 4 months for the Advanced Metering Infrastructure (AMI) project under the Smart Grid Technology CIP (EL -11014) located at 975 Terra Bella Ave in Mountain View. The 4 month extension is authorized by Section 51 of the lease and will commence on November 1, 2024 through February 28, 2025. The monthly rent will be $35,587.95 for a total not -to -exceed of $213,527.70 for six months from September 1, 2024 through February 28, 2025 2. Direct staff to explore the purchase of the commercial property at 975 Terra Bella Ave as a laydown yard, storage and staging area for the grid modernization and future utility capital projects. 3. Amend the Fiscal Year 2025 Budget Appropriation for the Electric Fund (requires a simple majority approval) by: a. Increasing the Electric Operations Rents and Leases expenses by $213,527.70; and b. Decreasing Smart Grid Technology CIP (EL -11014) budget by $213,527.70. Item 9: Staff Report Pg. 1 Packet Pg. 53 of 276 Item 9 Item 9 Staff Report BACKGROUND The City's Utilities Department has used City owned property, including the current use of the property at 2000 Geng Road as a storage or "laydown" yard for various City Utilities' capital improvement projects. On September 14, 2020, the Council approved an interim safe parking ordinance and a three-year lease with the County of Santa Clara ("County") at 2000 Geng Road for safe parking. The County, leasing property from the City, contracted with Move Mountain View to operate a safe parking program with 12 spaces for recreational vehicles (RVs) or two cars per space. In addition to this City/County partnership, several congregation -based sites host safe parking for passenger vehicles only. On December 4, 2023, the Council adopted ordinance 18.42.160 to permanently establish congregation -based safe parking and to establish regulations related to safe parking, including a maximum number of vehicles per night on each site. Additionally, Council directed staff to explore the expansion of safe parking, including at the Geng Road site which has higher capacity than the congregation -based sites. On August 19, 2024, the Council approved Amendment No. 2 to the Lease Agreement by and between the City of Palo Alto (City), as landlord, and the County of Santa Clara, as tenant, at 2000 Geng Road for Safe Parking to expand the premises of the lease and increase by 10 the number of permitted parking spaces. The Geng Road site is the only one in the City which permits recreational vehicles (RVs) and is often at capacity with a waiting list. ANALYSIS The relocation of the AMI warehousing and staging site is in response to the City Council request to expand the safe parking site at Geng Road and address vehicle displacement for the El Camino Real (SR 82) project. On September 1, 2024, the City entered into a two -month lease with Steve Nash and Dennis Ryan for 0.86 acres of land at 975 Terra Bella. The purpose of the lease was to provide space for the relocation staging site for the Utilities Advanced Metering Infrastructure (AMI) project. The AMI project consists of replacing 30,000 electric and 8,300 water meters and retrofitting 24,200 gas meters and 12,500 remaining water meters. The AMI deployment began in September 2023 and is expected to be complete by April 2025. As of June 2024, 21 RVs/or campers and 16 vehicles were counted along SR 82 in Palo Alto. The Caltrans SR 82 Repaving Project removed parking along SR 82 in Palo Alto beginning September 2024, thus making increased safe parking capacity time sensitive to align with the expected displacement. The Utilities Department provided advanced notice and coordinated with the AMI installation contractor Utility Partners of America (UPA) for the site relocation. The property at 975 Terra Bella Ave (Attachment B) is zoned as general industrial and is located on the southeast corner of Terra Bella Avenue near San Rafael Avenue. Access to the property is good, with a highway interchange less than one-half mile north of the building at Shoreline Boulevard and US Highway 101. The parcel is approximately 37,461 SF or 0.86 acres. The Item 9: Staff Report Pg. 2 Packet Pg. 54 of 276 Item 9 Item 9 Staff Report property has two offices which require improvement to meet ADA requirements. The property has ample space to serve as a laydown yard for utility poles, pipes, wires, and other equipment. The Utilities Department is regularly in need of a laydown and staging area for capital improvement projects. The laydown area is an integral part of any CIP project because it allows the contractor to store and stage the materials, equipment and vehicles required for construction. Given the limited availability and high leasing cost of commercial space to serve as a laydown yard in or near Palo Alto, the cost of the laydown yard is generally a pass -through charge from the contractor to Utilities. The property at 2000 Geng Road has served as the laydown yard for various gas main replacement, sewer main replacement, water main replacement projects including the AMI project. Without a dedicated laydown yard, the cost of future CIP projects will increase and the construction timeline may be extended depending on the proximity of the laydown yard for each project. The four -month lease extension will allow the City to complete the AMI project and determine whether the property at 975 Terra Bella will be a viable permanent laydown and staging area for grid modernization, fiber -to -the -premises, and future water gas wastewater main replacement projects. During the lease term, the City will perform a property appraisal and obtain construction estimates of remodeling the offices to become ADA compliant. As directed by Council, Utilities would explore acquiring the land. If the purchase is feasible staff would return to Council with recommendations for purchase of the property and then again for facility construction. FISCAL/RESOURCE IMPACT Funding of the lease is available in the FY 2025 Smart Grid Technology CIP (EL -11014). Staff recommends an appropriation of $213,528 in the FY 2025 Electric Fund operating budget and offset by a reduction in the Electric Fund Smart Grid Technology CIP. The potential purchase of property would be determined through negotiation with the seller. If staff returns to Council recommending purchase of the property, staff would also be returning with a funding plan at that time. STAKEHOLDER ENGAGEMENT Staff will conduct stakeholder involvement along with the acquisition being recommended. ENVIRONMENTAL REVIEW Council action on this item is categorically exempt from California Environment Quality Act (CEQA) review the under CEQA Guidelines Section 15301 as a lease of an existing facility involving no expansion of the existing or former use. Item 9: Staff Report Pg. 3 Packet Pg. 55 of 276 Item 9 Item 9 Staff Report ATTACHMENTS Attachment A: 975 Terra Bella Lease Agreement Attachment B: 975 Terra Bella Site APPROVED BY: Dean Batchelor, Director of Utilities Item 9: Staff Report Pg. 4 Packet Pg. 56 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 F4 r' C Attachment A - 975 Terra �I M0I Bella Lease Agreement ilract STANDARD INDUSTRIAL/COMMERCIAL LAND LEASE - GROSS (DO NOT USE THIS FORM FOR BUILDINGS OR FOR LEASES PROVIDING FOR THE CONSTRUCTION OF BUILDINGS) 1. Basic Provisions ("Basic Provisions"). 1.1 Parties. This Lease ("Lease"), dated for reference purposes only July 31, 2024 ,is made by and between Steve Nash and Dennis Ryan ("Lessor")and City of Palo Alto ("Lessee"),(collectively the"Parties",or individually a"Party"). 1.2 Premises: That certain real property, including all improvements thereon or to be provided by Lessor under the terms of this Lease, commonly known as (street address, city, state, zip): 975 Terra Bella Avenue, Mountain View, CA 94043 ("Premises"). The Premises are located in the County of Santa Clara , and are generally described as (describe briefly the nature of the property and the improvements on the property, if any, and , if applicable, the "Project", if the property is located within a Project): Approximately 37, 461 rentable square feet of industrial yard, with two separate office areas, separate part shed and maintenance building . (See also Paragraph 2) 1.3 Term: 0 years and 2 months ("Original Term") commencing September 1, 2024 ("Commencement Date") and ending October 31, 2024 ("Expiration Date"). (See also Paragraph 3) 1.4 Early Possession: If the Premises are available Lessee may have non-exclusive possession of the Premises commencing Tenant may take early possession of the Premises starting August 20, 2024. Said Early Possession shall be under all the terms and conditions of the Lease ("Early Possession Date"). (See also Paragraphs 3.2 and 3.3) 1.5 Base Rent: $32, 965 . 68 per month ("Base Rent"), payable on the first day of each month commencing . (See also Paragraph 4) If this box is checked, there are provisions in this Lease for the Base Rent to be adjusted. See Paragraph 1.6 Base Rent and Other Monies Paid Upon Execution: (a) Base Rent: $32, 965. 68 for the period (b) Security Deposit: N/A ("Security Deposit"). (See also Paragraph 5) (c) Other: $2. 622.27 for NNN (d) Total Due Upon Execution ofthis Lease: $35,587.95 1.7 Agreed Use: The premises shall be used for the storage of utility materials, equipment, office support and related legal use . (See also Paragraph 6) 1.8 Insuring Party. Lessor is the "Insuring Party". The annual "Base Premium" is 1.9 Real Estate Brokers. (See also Paragraph 15 and 25) (a) Representation: Each Party acknowledges receiving a Disclosure Regarding Real Estate Agency Relationship, confirms and consents to the following agency relationships in this Lease with the following real estate brokers ("Broker(s)") and/or their agents ("Agent(s)"): Lessor's Brokerage Firm Avis on Young License No. 0191444 6 Is the broker of (check one): 9 the Lessor; or ❑ both the Lessee and Lessor (dual agent). Lessor's Agent Brian Mason License No. 01229363 is (check one): V the Lessor's Agent (salesperson or broker associate); or ❑ both the Lessee's Agent and the Lessor's Agent (dual agent). Lessee's Brokerage Firm License No. Is the broker of (check one): ❑ the Lessee; or ❑ both the Lessee and Lessor (dual agent). Lessee's Agent License No. is (check one): U the Lessee's Agent (salesperson or broker associate); or ❑ both the Lessee's Agent and the Lessor's Agent (dual agent). (b) Payment to Brokers. Upon execution and delivery of this Lease by both Parties, Lessor shall pay to the Brokers the brokerage fee agreed to in a separate written agreement (or if there is no such agreement, the sum of or % of the total Base Rent) for the brokerage services rendered by the Brokers. 1.10 Guarantor. The obligations of the Lessee under this Lease are to be guaranteed by ("Guarantor"). (See also Paragraph 37) 1.11 Attachments. Attached hereto are the following, all of which constitute a part of this Lease: Van Addendum consisting of Paragraphs 51 through 59 a plot plan depicting the Premises; a current set of the Rules and Regulations; ❑ a Work Letter: other (specify) 2. Premises. 2.1 Letting. Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, the Premises, for the term, at the rental, and upon all of the terms, covenants and conditions set forth in this Lease. While the approximate square footage of the Premises may have been used in the marketing of the Premises for purposes of comparison, the Base Rent stated herein is NOT tied to square footage and is not subject to adjustment should the actual size be determined to be INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS INITIALS ES Last Edited: 8/26/2024 2:35 PM Page 1 of 15 Item 9: Staff Report Pg. 5 Packet Pg. 57 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra different. NOTE: Lessee is advised to verify the actual size prior to executing this Lease. 2.2 Condition. Lessor shall deliver the Premises to Lessee free of debris on the Commencement Date or the Early P Bella Lease Agreement 'rst occurs ("Start Date"), and warrants that the existing electrical, plumbing, lighting, if any, and all other such elements in the Premises, other than those constructed by Lessee, shall be in good operating condition on said date. If a non-compliance with said warranty exists as of the Start Date, or if one of such systems or elements should malfunction or fail within the warranty period, Lessor shall, as Lessor's sole obligation with respect to such matter, except as otherwise provided in this Lease, promptly after receipt of written notice from Lessee setting forth with specificity the nature and extent of such non-compliance, malfunction or failure, rectify same at Lessor's expense. The warranty period shall be 30 days. If Lessee does not give Lessor the required notice within the appropriate warranty period, correction of any such non-compliance, malfunction or failure shall be the obligation of Lessee at Lessee's sole cost and expense. Lessor also warrants, that unless otherwise specified in writing, Lessor is unaware of (i) any recorded Notices of Default affecting the Premise; (ii) any delinquent amounts due under any loan secured by the Premises; and (iii) any bankruptcy proceeding affecting the Premises. 2.3 Compliance. Lessor warrants that to the best of its knowledge the improvements on the Premises comply with the building codes, applicable laws, covenants or restrictions of record, regulations, and ordinances ("Applicable Requirements") that were in effect at the time that each improvement, or portion thereof, was constructed. Said warranty does not apply to the use to which Lessee will put the Premises, modifications which may be required by the Americans with Disabilities Act or any similar laws as a result of Lessee's use (see Paragraph 50), or to any Alterations or Utility Installations (as defined in Paragraph 7.3(a)) made or to be made by Lessee. NOTE: Lessee is responsible for determining whether or not the Applicable Requirements, and especially the zoning, are appropriate for Lessee's intended use, and acknowledges that past uses of the Premises may no longer be allowed. If the Premises do not comply with said warranty, Lessor shall, except as otherwise provided, promptly after receipt of written notice from Lessee setting forth with specificity the nature and extent of such non-compliance, rectify the same at Lessor's expense. If Lessee does not give Lessor written notice of a non-compliance with this warranty within 6 months following the Start Date, correction of that non-compliance shall be the obligation of Lessee at Lessee's sole cost and expense. 2.4 Acknowledgements. Lessee acknowledges that: (a) it has been given an opportunity to inspect and measure the Premises, (b) it has been advised by Lessor and/or Brokers to satisfy itself with respect to the size and condition of the Premises (including but not limited to the improvements, if any, security, environmental aspects, and compliance with Applicable Requirements and the Americans with Disabilities Act), and their suitability for Lessee's intended use, (c) Lessee has made such investigation as it deems necessary with reference to such matters and assumes all responsibility therefor as the same relate to its occupancy of the Premises, (d) it is not relying on any representation as to the size of the Premises made by Brokers or Lessor, (e) the square footage of the Premises was not material to Lessee's decision to lease the Premises and pay the Rent stated herein, and (f) neither Lessor, Lessor's agents, nor Brokers have made any oral or written representations or warranties with respect to said matters other than as set forth in this Lease. In addition, Lessor acknowledges that: (i) Brokers have made no representations, promises or warranties concerning Lessee's ability to honor the Lease or suitability to occupy the Premises, and (ii) it is Lessor's sole responsibility to investigate the financial capability and/or suitability of all proposed tenants. 2.5 Lessee as Prior Owner/Occupant. The warranties made by Lessor in Paragraph 2 shall be of no force or effect if immediately prior to the Start Date Lessee was the owner or occupant of the Premises. In such event, Lessee shall be responsible for any necessary corrective work. 3. Term. 3.1 Term. The Commencement Date, Expiration Date and Original Term of this Lease areas specified in Paragraph 1.3. 3.2 Early Possession. Any provision herein granting Lessee Early Possession of the Premises is subject to and conditioned upon the Premises being available for such possession prior to the Commencement Date. Any grant of Early Possession only conveys a non-exclusive right to occupy the Premises. If Lessee totally or partially occupies the Premises prior to the Commencement Date, the obligation to pay Base Rent shall be abated for the period of such Early Possession. All other terms of this Lease (including but not limited to the obligations to pay Real Property Taxes and insurance premiums and to maintain the Premises) shall be in effect during such period. Any such Early Possession shall not affect the Expiration Date. 3.3 Delay In Possession. Lessor agrees to use commercially reasonable efforts to deliver exclusive possession of the Premises to Lessee by the Commencement Date. If, despite said efforts, Lessor is unable to deliver possession by such date, Lessor shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or change the Expiration Date. Lessee shall not, however, be obligated to pay Rent or perform its other obligations until Lessor delivers possession of the Premises and any period of rent abatement that Lessee would otherwise have enjoyed shall run from the date of delivery of possession and continue for a period equal to what Lessee would otherwise have enjoyed under the terms hereof, but minus any days of delay caused by the acts or omissions of Lessee. If possession is not delivered within 60 days after the Commencement Date, Lessee may, at its option, by notice in writing within 10 days after the end of such 60 day period, cancel this Lease, in which event the Parties shall be discharged from all obligations hereunder. If such written notice is not received by Lessor within said 10 day period, Lessee's right to cancel shall terminate. If possession of the Premises is not delivered within 120 days after the Commencement Date, this Lease shall terminate unless other agreements are reached between Lessor and Lessee, in writing. 3.4 Lessee Compliance. Lessor shall not be required to tender possession of the Premises to Lessee until Lessee complies with its obligation to provide evidence of insurance (Paragraph 8.5). Pending delivery of such evidence, Lessee shall be required to perform all of its obligations under this Lease from and after the Start Date, including the payment of Rent, notwithstanding Lessor's election to withhold possession pending receipt of such evidence of insurance. Further, if Lessee is required to perform any other conditions prior to or concurrent with the Start Date, the Start Date shall occur but Lessor may elect to withhold possession until such conditions are satisfied. 4. Rent. 4.1 Rent Defined. All monetary obligations of Lessee to Lessor under the terms of this Lease (except for the Security Deposit) are deemed to be rent ("Rent"). 4.2 Payment. Lessee shall cause payment of Rent to be received by Lessor in lawful money of the United States, without offset or deduction (except as specifically permitted in this Lease), on or before the day on which it is due. All monetary amounts shall be rounded to the nearest whole dollar. In the event that any invoice prepared by Lessor is inaccurate such inaccuracy shall not constitute a waiver and Lessee shall be obligated to pay the amount set forth in this Lease. Rent for any period during the term hereof which is for less than one full calendar month shall be prorated based upon the actual number of days of said month. Payment of Rent shall be made to Lessor at its address stated herein or to such other persons or place as Lessor may from time to time designate in writing. Acceptance of a payment which is less than the amount then due shall not be a waiver of Lessor's rights to the balance of such Rent, regardless of Lessor's endorsement of any check so stating. In the event that any check, draft, or other instrument of payment given by Lessee to Lessor is dishonored for any reason, Lessee agrees to pay to Lessor the sum of $25 in addition to any Late Charge and Lessor, at its option, may require all future payments to be made by Lessee to be by cashier's check. Payments will be applied first to accrued late charges and attorney's fees, second to accrued interest, then to Base Rent and Operating Expense Increase, and any remaining amount to any other outstanding charges or costs. 5. Security Deposit. Lessee shall deposit with Lessor upon execution hereof the Security Deposit as security for Lessee's faithful performance of its obligations under this Lease. If Lessee fails to pay Rent, or otherwise Defaults under this Lease, Lessor may use, apply or retain all or any portion of said Security Deposit for the payment of any amount already due Lessor, for Rents which will be due in the future, and/ or to reimburse or compensate Lessor for any liability, expense, loss or INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS INITIALS ES Last Edited: 8/26/2024 2:35 PM Page 2 of 15 Item 9: Staff Report Pg. 6 Packet Pg. 58 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra damage which Lessor may suffer or incur by reason thereof. If Lessor uses or applies all or any portion of the Security Depo ays after written request therefor deposit monies with Lessor sufficient to restore said Security Deposit to the full amount required b Bella Lease Agreement nt increases during the term of this Lease, Lessee shall, upon written request from Lessor, deposit additional monies with Lessor so that the total amount of the Security Deposit shall at all times bear the same proportion to the increased Base Rent as the initial Security Deposit bore to the initial Base Rent. Should the Agreed Use be amended to accommodate a material change in the business of Lessee or to accommodate a sublessee or assignee, Lessor shall have the right to increase the Security Deposit to the extent necessary, in Lessor's reasonable judgment, to account for any increased wear and tear that the Premises may suffer as a result thereof. If a change in control of Lessee occurs during this Lease and following such change the financial condition of Lessee is, in Lessor's reasonable judgment, significantly reduced, Lessee shall deposit such additional monies with Lessor as shall be sufficient to cause the Security Deposit to be at a commercially reasonable level based on such change in financial condition. Lessor shall not be required to keep the Security Deposit separate from its general accounts. Within 90 days after the expiration or termination of this Lease, Lessor shall return that portion of the Security Deposit not used or applied by Lessor. Lessor shall upon written request provide Lessee with an accounting showing how that portion of the Security Deposit that was not returned was applied. No part of the Security Deposit shall be considered to be held in trust, to bear interest or to be prepayment for any monies to be paid by Lessee under this Lease. THE SECURITY DEPOSIT SHALL NOT BE USED BY LESSEE IN LIEU OF PAYMENT OF THE LAST MONTH'S RENT. 6. Use. 6.1 Use. Lessee shall use and occupy the Premises only for the Agreed Use, or any other legal use which is reasonably comparable thereto, and for no other purpose. Lessee shall not use or permit the use of the Premises in a manner that is unlawful, creates damage, waste or a nuisance, or that disturbs occupants of or causes damage to neighboring premises or properties. Other than guide, signal and seeing eye dogs, Lessee shall not keep or allow in the Premises any pets, animals, birds, fish, or reptiles. Lessor shall not unreasonably withhold or delay its consent to any request for a modification of the Agreed Use, so long as the same will not be significantly more burdensome to the Premises. If Lessor elects to withhold consent, Lessor shall within 7 days after such request give written notification of same, which notice shall include an explanation of Lessor's objections to the change in the Agreed Use. 6.2 Hazardous Substances. (a) Reportable Uses Require Consent. The term "Hazardous Substance" as used in this Lease shall mean any product, substance, or waste whose presence, use, manufacture, disposal, transportation, or release, either by itself or in combination with other materials expected to be on the Premises, is either: (i) potentially injurious to the public health, safety or welfare, the environment or the Premises, (ii) regulated or monitored by any governmental authority, or (iii) a basis for potential liability of Lessor to any governmental agency or third party under any applicable statute or common law theory. Hazardous Substances shall include, but not be limited to, hydrocarbons, petroleum, gasoline, and/or crude oil or any products, byproducts or fractions thereof. Lessee shall not engage in any activity in or on the Premises which constitutes a Reportable Use of Hazardous Substances without the express prior written consent of Lessor and timely compliance (at Lessee's expense) with all Applicable Requirements. "Reportable Use" shall mean (i) the installation or use of any above or below ground storage tank, (ii) the generation, possession, storage, use, transportation, or disposal of a Hazardous Substance that requires a permit from, or with respect to which a report, notice, registration or business plan is required to be filed with, any governmental authority, and/or (iii) the presence at the Premises of a Hazardous Substance with respect to which any Applicable Requirements requires that a notice be given to persons entering or occupying the Premises or neighboring properties. Notwithstanding the foregoing, Lessee may use any ordinary and customary materials reasonably required to be used in the normal course of the Agreed Use, ordinary office supplies (copier toner, liquid paper, glue, etc.) and common household cleaning materials, so long as such use is in compliance with all Applicable Requirements, is not a Reportable Use, and does not expose the Premises or neighboring property to any meaningful risk of contamination or damage or expose Lessor to any liability therefor. In addition, Lessor may condition its consent to any Reportable Use upon receiving such additional assurances as Lessor reasonably deems necessary to protect itself, the public, the Premises and/or the environment against damage, contamination, injury and/or liability, including, but not limited to, the installation (and removal on or before Lease expiration or termination) of protective modifications (such as concrete encasements) and/or increasing the Security Deposit. (b) Duty to Inform Lessor. If Lessee knows, or has reasonable cause to believe, that a Hazardous Substance has come to be located in, on, under or about the Premises, other than as previously consented to by Lessor, Lessee shall immediately give written notice of such fact to Lessor, and provide Lessor with a copy of any report, notice, claim or other documentation which it has concerning the presence of such Hazardous Substance. (c) Lessee Remediation. Lessee shall not cause or permit any Hazardous Substance to be spilled or released in, on, under, or about the Premises (including through the plumbing or sanitary sewer system) and shall promptly, at Lessee's expense, comply with all Applicable Requirements and take all investigatory and/or remedial action reasonably recommended, whether or not formally ordered or required, for the cleanup of any contamination of, and for the maintenance, security and/or monitoring of the Premises or neighboring properties, that was caused or materially contributed to by Lessee, or pertaining to or involving any Hazardous Substance brought onto the Premises during the term of this Lease, by or for Lessee, or any third party. (d) Lessee Indemnification. Lessee shall indemnify, defend and hold Lessor, its agents, employees, lenders and ground lessor, if any, harmless from and against any and all loss of rents and/or damages, liabilities, judgments, claims, expenses, penalties, and attorneys' and consultants' fees arising out of or involving any Hazardous Substance brought onto the Premises by or for Lessee, or any third party (provided, however, that Lessee shall have no liability under this Lease with respect to underground migration of any Hazardous Substance under the Premises from adjacent properties not caused or contributed to by Lessee). Lessee's obligations shall include, but not be limited to, the effects of any contamination or injury to person, property or the environment created or suffered by Lessee, and the cost of investigation, removal, remediation, restoration and/or abatement, and shall survive the expiration or termination of this Lease. No termination, cancellation or release agreement entered into by Lessor and Lessee shall release Lessee from its obligations under this Lease with respect to Hazardous Substances, unless specifically so agreed by Lessor in writing at the time of such agreement. (e) Lessor Indemnification. Except as otherwise provided in paragraph 8.7, Lessor and its successors and assigns shall indemnify, defend, reimburse and hold Lessee, its employees and lenders, harmless from and against any and all environmental damages, including the cost of remediation, which result from Hazardous Substances which existed on the Premises prior to Lessee's occupancy or which are caused by the gross negligence or willful misconduct of Lessor, its agents or employees. Lessor's obligations, as and when required by the Applicable Requirements, shall include, but not be limited to, the cost of investigation, removal, remediation, restoration and/or abatement, and shall survive the expiration or termination of this Lease. (f) Investigations and Remediations. Lessor shall retain the responsibility and pay for any investigations or remediation measures required by governmental entities having jurisdiction with respect to the existence of Hazardous Substances on the Premises prior to Lessee's occupancy, unless such remediation measure is required as a result of Lessee's use (including "Alterations", as defined in paragraph 7.3(a) below) of the Premises, in which event Lessee shall be responsible for such payment. Lessee shall cooperate fully in any such activities at the request of Lessor, including allowing Lessor and Lessor's agents to have reasonable access to the Premises at reasonable times in order to carry out Lessor's investigative and remedial responsibilities. (g) Lessor Termination Option. If a Hazardous Substance Condition (see Paragraph 9.3(a)) occurs during the term of this Lease, unless Lessee is legally responsible therefor (in which case Lessee shall make the investigation and remediation thereof required by the Applicable Requirements and this Lease shall continue in full force and effect, but subject to Lessor's rights under Paragraph 6.2(d) and Paragraph 13), Lessor may, at Lessor's option, either (i) investigate and remediate such Hazardous Substance Condition, if required, as soon as reasonably possible at Lessor's expense, in which event this Lease shall continue in full force and effect, or (ii) if DS DS INITIALS INITIALS ES © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 3 of 15 Item 9: Staff Report Pg. 7 l Packet Pg. 59 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attach ment A - 975 Terra the estimated cost to remediate such condition exceeds 12 times the then monthly Base Rent or $100,000, whichever is gr Lessee, within 30 days after receipt by Lessor of knowledge of the occurrence of such Hazardous Substance Condition, of Lessor's desire t Bella Lease Agreement the date 60 days following the date of such notice. 6.3 Lessee's Compliance with Applicable Requirements. Except as otherwise provided in this Lease, Lessee shall, at Lessee's sole expense, fully, diligently and in a timely manner, materially comply with all Applicable Requirements, the requirements of any applicable fire insurance underwriter or rating bureau, and the recommendations of Lessor's engineers and/or consultants which relate in any manner to the Premises, without regard to whether said Applicable Requirements are now in effect or become effective after the Start Date. Lessee shall, within 10 days after receipt of Lessor's written request, provide Lessor with copies of all permits and other documents, and other information evidencing Lessee's compliance with any Applicable Requirements specified by Lessor, and shall immediately upon receipt, notify Lessor in writing (with copies of any documents involved) of any threatened or actual claim, notice, citation, warning, complaint or report pertaining to or involving the failure of Lessee or the Premises to comply with any Applicable Requirements. 6.4 Inspection; Compliance. Lessor and Lessor's "Lender" (as defined in Paragraph 30) and consultants authorized by Lessor shall have the right to enter onto Premises at any time in the case of an emergency, and otherwise at reasonable times after reasonable notice, for the purpose of inspecting and/or testing the condition of the Premises and/or for verifying compliance by Lessee with this Lease. The cost of any such inspections shall be paid by Lessor, unless a violation of Applicable Requirements, or a Hazardous Substance Condition (see Paragraph 9.3(a)) is found to exist or be imminent, or the inspection is requested or ordered by a governmental authority. In such case, Lessee shall upon request reimburse Lessor for the cost of such inspection, so long as such inspection is reasonably related to the violation or contamination. In addition, Lessee shall provide copies of all relevant material safety data sheets (MSDS) to Lessor within 10 days of the receipt of a written request therefor. Lessee acknowledges that any failure on its part to allow such inspections or testing will expose Lessor to risks and potentially cause Lessor to incur costs not contemplated by this Lease, the extent of which will be extremely difficult to ascertain. Accordingly, should the Lessee fail to allow such inspections and/or testing in a timely fashion the Base Rent shall be automatically increased, without any requirement for notice to Lessee, by an amount equal to 10% of the then existing Base Rent or $100, whichever is greater for the remainder to the Lease. The Parties agree that such increase in Base Rent represents fair and reasonable compensation for the additional risk/costs that Lessor will incur by reason of Lessee's failure to allow such inspection and/or testing. Such increase in Base Rent shall in no event constitute a waiver of Lessee's Default or Breach with respect to such failure nor prevent the exercise of any of the other rights and remedies granted hereunder. 7. Maintenance; Repairs; Utility Installations; Trade Fixtures and Alterations. 7.1 Lessee's Obligations. (a) In General. Subject to the provisions of Paragraph 2.2 (Condition), 2.3 (Compliance), 6.3 (Lessee's Compliance with Applicable Requirements), 7.2 (Lessor's Obligations), 9 (Damage or Destruction), and 14 (Condemnation), Lessee shall, at Lessee's sole expense, keep the Premises, in good order, condition and repair (whether or not the need for such repairs occurs as a result of Lessee's use, any prior use, the elements or the age of such portion of the Premises), including, but not limited to, plumbing, lighting facilities, landscaping, driveways, parking lots, fences, retaining walls, signs, sidewalks and parkways located on, or adjacent to, the Premises. Lessee, in keeping the Premises in good order, condition and repair, shall exercise and perform good maintenance practices, specifically including the procurement and maintenance of the service contracts required by Paragraph 7.1(b) below. Lessee's obligations shall include restorations, replacements or renewals when necessary to keep the Premises and all improvements thereon or a part thereof in good order, condition and state of repair. Lessee shall, during the term of this Lease, keep the appearance of the Premises in a first-class condition (including, e.g. graffiti removal). (b) Service Contracts. Lessee shall, at Lessee's sole expense, procure and maintain a contract, with copies to Lessor, in customary form and substance for, and with a contractor specializing and experienced in the maintenance of the landscaping and irrigation systems, However, Lessor reserves the right, upon notice to Lessee, to procure and maintain such service contract, and Lessee shall reimburse Lessor, upon demand, for the cost thereof. (c) Failure to Perform. If Lessee fails to perform Lessee's obligations under this Paragraph 7.1, Lessor may enter upon the Premises after 10 days' prior written notice to Lessee (except in the case of an emergency, in which case no notice shall be required), perform such obligations on Lessee's behalf, and put the Premises in good order, condition and repair, and Lessee shall promptly pay to Lessor a sum equal to 115% of the cost thereof. 7.2 Lessor's Obligations. Subject to the provisions of Paragraphs 2.2 (Condition), 2.3 (Compliance), 9 (Damage or Destruction) and 14 (Condemnation), it is intended by the Parties hereto that Lessor have no obligation, in any manner whatsoever, to repair and maintain the Premises. It is the intention of the Parties that the terms of this Lease govern the respective obligations of the Parties as to maintenance and repair of the Premises, and they expressly waive the benefit of any statute now or hereafter in effect to the extent it is inconsistent with the terms of this Lease. 7.3 Utility Installations; Trade Fixtures; Alterations. (a) Definitions. The term "Utility Installations" refers to security and fire protection systems, lighting fixtures, plumbing, and fencing on the Premises. The term "Trade Fixtures" shall mean Lessee's machinery and equipment that can be removed without doing material damage to the Premises. The term "Alterations" shall mean any modification of the improvements, other than Utility Installations orTrade Fixtures, whether by addition or deletion. "Lessee Owned Alterations and/or Utility Installations" are defined as Alterations and/or Utility Installations made by Lessee that are not yet owned by Lessor pursuant to Paragraph 7.4(a). (b) Consent. Lessee shall not make any Alterations or Utility Installations to the Premises without Lessor's prior written consent. Lessee may, however, make non-structural Alterations or Utility Installations to the Premises without such consent but upon notice to Lessor, as long as the cumulative cost thereof during this Lease as extended does not exceed a sum equal to 3 month's Base Rent in the aggregate or a sum equal to one month's Base Rent in any one year. Lessor may, as a precondition to granting such approval, require Lessee to utilize a contractor chosen and/or approved by Lessor. Any Alterations or Utility Installations that Lessee shall desire to make and which require the consent of the Lessor shall be presented to Lessor in written form with detailed plans. Consent shall be deemed conditioned upon Lessee's: (i) acquiring all applicable governmental permits, (ii) furnishing Lessor with copies of both the permits and the plans and specifications prior to commencement of the work, and (iii) compliance with all conditions of said permits and other Applicable Requirements in a prompt and expeditious manner. Any Alterations or Utility Installations shall be performed in a workmanlike manner with good and sufficient materials. Lessee shall promptly upon completion furnish Lessor with as -built plans and specifications. For work which costs an amount in excess of one month's Base Rent, Lessor may condition its consent upon Lessee providing a lien and completion bond in an amount equal to 150% of the estimated cost of such Alteration or Utility Installation and/or upon Lessee's posting an additional Security Deposit with Lessor. (c) Liens; Bonds. Lessee shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Lessee at orfor use on the Premises, which claims are or may be secured by any mechanic's or materialmen's lien against the Premises or any interest therein. Lessee shall give Lessor not less than 10 days notice prior to the commencement of any work in, on or about the Premises, and Lessor shall have the right to post notices of non -responsibility. If Lessee shall contest the validity of any such lien, claim or demand, then Lessee shall, at its sole expense defend and protect itself, Lessor and the Premises against the same and shall pay and satisfy any such adverse judgment that may be rendered thereon before the enforcement thereof. If Lessor shall require, Lessee shall furnish a surety bond in an amount equal to 150% of the amount of such contested lien, claim or demand, indemnifying Lessor against liability for the same. If Lessor elects to participate in any such action, Lessee shall pay Lessor's attorneys' fees and costs. DS DS INITIALS INITIALS ES © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 4 of 15 Item 9: Staff Report Pg. 8 l Packet Pg. 60 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra 7.4 Ownership; Removal; Surrender; and Restoration. (a) Ownership. Subject to Lessor's right to require removal or elect ownership as hereinafter provided, all Alt Bella Lease Agreement •ons made by Lessee shall be the property of Lessee, but considered a part of the Premises. Lessor may, at any time, elect in writing to be the owner of all or any specified part of the Lessee Owned Alterations and Utility Installations. Unless otherwise instructed per paragraph 7.4(b) hereof, all Lessee Owned Alterations and Utility Installations shall, at the expiration or termination of this Lease, become the property of Lessor and be surrendered by Lessee with the Premises. (b) Removal. By delivery to Lessee of written notice from Lessor not earlier than 90 and not later than 30 days prior to the end of the term of this Lease, Lessor may require that any or all Lessee Owned Alterations or Utility Installations be removed by the expiration or termination of this Lease. Lessor may require the removal at any time of all or any part of any Lessee Owned Alterations or Utility Installations made without the required consent. (c) Surrender; Restoration. Lessee shall surrender the Premises by the Expiration Date or any earlier termination date, with all of the improvements, parts and surfaces thereof broom clean and free of debris, and in good operating order, condition and state of repair, ordinary wear and tear excepted. "Ordinary wear and tear" shall not include any damage or deterioration that would have been prevented by good maintenance practice. Notwithstanding the foregoing and the provisions of Paragraph 7.1(a), if the Lessee occupies the Premises for 12 months or less, then Lessee shall surrender the Premises in the same condition as delivered to Lessee on the Start Date with NO allowance for ordinary wear and tear. Lessee shall repair any damage occasioned by the installation, maintenance or removal of Trade Fixtures, Lessee owned Alterations and/or Utility Installations, furnishings, and equipment as well as the removal of any storage tank installed by or for Lessee. Lessee shall also completely remove from the Premises any and all Hazardous Substances brought onto the Premises by or for Lessee, or any third party (except Hazardous Substances which were deposited via underground migration from areas outside of the Premises) to the level specified in Applicable Requirements. Trade Fixtures shall remain the property of Lessee and shall be removed by Lessee. Any personal property of Lessee not removed on or before the Expiration Date or any earlier termination date shall be deemed to have been abandoned by Lessee and may be disposed of or retained by Lessor as Lessor may desire. The failure by Lessee to timely vacate the Premises pursuant to this Paragraph 7.4(c) without the express written consent of Lessor shall constitute a holdover under the provisions of Paragraph 26 below. 8. Insurance; Indemnity. 8.1 Payment of Premium Increases 8.2 Liability Insurance. (a) Carried by Lessee. Lessee shall obtain and keep in force a Commercial General Liability policy of insurance protecting Lessee and Lessor as an additional insured against claims for bodily injury, personal injury and property damage based upon or arising out of the ownership, use, occupancy or maintenance of the Premises and all areas appurtenant thereto. Such insurance shall be on an occurrence basis providing single limit coverage in an amount not less than $1,000,000 per occurrence with an annual aggregate of not less than $2,000,000. Lessee shall add Lessor as an additional insured by means of an endorsement at least as broad as the Insurance Service Organization's "Additional Insured -Managers or Lessors of Premises" Endorsement. The policy shall not contain any intra-insured exclusions as between insured persons or organizations, but shall include coverage for liability assumed under this Lease as an "insured contract" for the performance of Lessee's indemnity obligations under this Lease. The limits of said insurance shall not, however, limit the liability of Lessee nor relieve Lessee of any obligation hereunder. Lessee shall provide an endorsement on its liability policy(ies) which provides that its insurance shall be primary to and not contributory with any similar insurance carried by Lessor, whose insurance shall be considered excess insurance only. (b) Carried by Lessor. Lessor shall maintain liability insurance as described in Paragraph 8.2(a), in addition to, and not in lieu of, the insurance required to be maintained by Lessee. Lessee shall not be named as an additional insured therein. 8.3 Property Insurance - Improvements and Rental Value. (a) Improvements. The Insuring Party shall obtain and keep in force a policy or policies in the name of Lessor, with loss payable to Lessor, any ground -lessor, and to any Lender insuring loss or damage to the Premises. The amount of such insurance shall be equal to the full insurable replacement cost of the Premises, as the same shall exist from time to time, or the amount required by any Lender, but in no event more than the commercially reasonable and available insurable value thereof. Lessee Owned Alterations and Utility Installations, Trade Fixtures, and Lessee's personal property shall be insured by Lessee and not by Lessor. If the coverage is available and commercially appropriate, such policy or policies shall insure against all risks of direct physical loss or damage (except the perils of flood and/or earthquake unless required by a Lender or included in the Base Premium), including coverage for debris removal and the enforcement of any Applicable Requirements requiring the upgrading, demolition, reconstruction or replacement of any portion of the Premises as the result of a covered loss. Said policy or policies shall also contain an agreed valuation provision in lieu of any coinsurance clause, waiver of subrogation, and inflation guard protection causing an increase in the annual property insurance coverage amount by a factor of not less than the adjusted U.S. Department of Labor Consumer Price Index for All Urban Consumers for the city nearest to where the Premises are located. If such insurance coverage has a deductible clause, the deductible amount shall not exceed $5,000 per nd 'essee shall be liable for g"ch dad cble amount in the avant of an Insured I oss. (b) Rental Value. The Insuring Party shall obtain and keep in force a policy or policies in the name of Lessor with loss payable to Lessor and any Lender, insuring the loss of the full Rent for one year with an extended period of indemnity for an additional 180 days ("Rental Value insurance"). Said insurance shall contain an agreed valuation provision in lieu of any coinsurance clause, and the amount of coverage shall be adjusted annually to reflect the projected Rent otherwise payable by Lessee, for the next 12 month period. Lessee shall be liable for any deductible amount in the event of such loss. (c) Adjacent Premises. If the Premises are part of a larger property owned by Lessor, the Lessee shall pay for any increase in the premiums for the property insurance of such adjacent property if said increase is caused by Lessee's acts, omissions, use or occupancy of the Premises. 8.4 Lessee's Property; Coverage; Worker's Compensation Insurance. (a) Property Damage. Lessee shall obtain and maintain insurance coverage on all of Lessee's personal property, Trade Fixtures, and Lessee Owned Alterations and Utility Installations. Such insurance shall be full replacement cost coverage with a deductible of not to exceed $1,000 per occurrence. The proceeds DS DS INITIALS INITIALS ES © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 5 of 15 Item 9: Staff Report Pg. 9 l Packet Pg. 61 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra from any such insurance shall be used by Lessee for the replacement of personal property, Trade Fixtures and Lessee Owne allations. (b) Worker's Compensation Insurance. Lessee shall obtain and maintain Worker's Compensation Insurance in Bella Lease Agreement quired by Applicable Requirements. Such policy shall include a "Waiver of Subrogation" endorsement. Lessee shall provide Lessor with a copy of such endorsement along with the certificate of insurance or copy of the policy required by paragraph 8.5. (c) No Representation of Adequate Coverage. Lessor makes no representation that the limits or forms of coverage of insurance specified herein are adequate to cover Lessee's property, business operations or obligations under this Lease. 8.5 Insurance Policies. Insurance required herein shall be by companies maintaining during the policy term a "General Policyholders Rating" of at least A-, VII, as set forth in the most current issue of "Best's Insurance Guide", or such other rating as may be required by a Lender. Lessee shall not do or permit to be done anything which invalidates the required insurance policies. Lessee shall, prior to the Start Date, deliver to Lessor certified copies of policies of such insurance or certificates with copies of the required endorsements evidencing the existence and amounts of the required insurance. No such policy shall be cancelable or subject to modification except after 30 days prior written notice to Lessor. Lessee shall, at least 10 days prior to the expiration of such policies, furnish Lessor with evidence of renewals or "insurance binders" evidencing renewal thereof, or Lessor may increase his liability insurance coverage and charge the cost thereof to Lessee, which amount shall be payable by Lessee to Lessor upon demand. Such policies shall be for a term of at least one year, or the length of the remaining term of this Lease, whichever is less. If either Party shall fail to procure and maintain the insurance required to be carried by it, the other Party may, but shall not be required to, procure and maintain the same. 8.6 Waiver of Subrogation. Without affecting any other rights or remedies, Lessee and Lessor each hereby release and relieve the other, and waive their entire right to recover damages against the other, for loss of or damage to its property arising out of or incident to the perils required to be insured against herein. The effect of such releases and waivers is not limited by the amount of insurance carried or required, or by any deductibles applicable hereto. The Parties agree to have their respective property damage insurance carriers waive any right to subrogation that such companies may have against Lessor or Lessee, as the case may be, so long as the insurance is not invalidated thereby. 8.7 Indemnity. Except for Lessor's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and its agents, Lessor's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties, attorneys' and consultants' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or occupancy of the Premises and/or Project by Lessee and/or by Lessee's employees, contractors or invitees. If any action or proceeding is brought against Lessor by reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified. 8.8 Exemption of Lessor and its Agents from Liability. Notwithstanding the negligence or breach of this Lease by Lessor or its agents, neither Lessor nor its agents shall be liable under any circumstances for: (i) injury or damage to the person or goods, wares, merchandise or other property of Lessee, Lessee's employees, contractors, invitees, customers, or any other person in or about the Premises, from any cause, (ii) any damages arising from any act or neglect of any other tenant of Lessor or from the failure of Lessor or its agents to enforce the provisions of any other lease in the Project, or (iii) injury to Lessee's business or for any loss of income or profit therefrom. Instead, it is intended that Lessee's sole recourse in the event of such damages or injury be to file a claim on the insurance policy(ies) that Lessee is required to maintain pursuant to the provisions of paragraph 8. 8.9 Failure to Provide Insurance. Lessee acknowledges that anyfailure on its part to obtain or maintain the insurance required herein will expose Lessorto risks and potentially cause Lessor to incur costs not contemplated by this Lease, the extent of which will be extremely difficult to ascertain. Accordingly, for any month or portion thereof that Lessee does not maintain the required insurance and/or does not provide Lessor with the required binders or certificates evidencing the existence of the required insurance, the Base Rent shall be automatically increased, without any requirement for notice to Lessee, by an amount equal to 10% of the then existing Base Rent or $100, whichever is greater. The parties agree that such increase in Base Rent represents fair and reasonable compensation for the additional risk/costs that Lessor will incur by reason of Lessee's failure to maintain the required insurance. Such increase in Base Rent shall in no event constitute a waiver of Lessee's Default or Breach with respect to the failure to maintain such insurance, prevent the exercise of any of the other rights and remedies granted hereunder, nor relieve Lessee of its obligation to maintain the insurance specified in this Lease. 9. Damage or Destruction. 9.1 Insured Loss. If the improvements on the Premises are damaged and such damage is an Insured Loss, then Lessor shall, at Lessor's expense, repair such damage (but not Lessee's Trade Fixtures or Lessee Owned Alterations and Utility Installations) as soon as reasonably possible and this Lease shall continue in full force and effect; provided, however, that Lessee shall, at Lessor's election, make the repair of any damage or destruction the total cost to repair of which is $10,000 or less, and, in such event, Lessor shall make any applicable insurance proceeds available to Lessee on a reasonable basis for that purpose. Notwithstanding the foregoing, if the required insurance was not in force or the insurance proceeds are not sufficient to effect such repair, the Insuring Party shall promptly contribute the shortage in proceeds (except as to the deductible which is Lessee's responsibility) as and when required to complete said repairs. In the event, however, such shortage was due to the fact that, by reason of the unique nature of the improvements, full replacement cost insurance coverage was not commercially reasonable and available, Lessor shall have no obligation to pay for the shortage in insurance proceeds or to fully restore the unique aspects of the Premises. 9.2 Uninsured Loss. Ifthe improvements on the Premises are damaged and such damage is not an Insured Loss, unless caused by a negligent or willful act of Lessee (in which event Lessee shall make the repairs at Lessee's expense), Lessor may either: (i) repair such damage as soon as reasonably possible at Lessor's expense, in which event this Lease shall continue in full force and effect, or (ii) terminate this Lease by giving written notice to Lessee within 30 days after receipt by Lessor of knowledge of the occurrence of such damage. Such termination shall be effective 60 days following the date of such notice. 9.3 Abatement of Rent; Lessee's Remedies. (a) Abatement. In the event the improvements on the Premises are damaged or a Hazardous Substance Condition for which Lessee is not responsible under this Lease occurs ('Hazardous Substance Condition' shall mean the occurrence or discovery of a condition involving the presence of, or a contamination by, a Hazardous Substance on or under the Premises which requires remediation), the Rent payable by Lessee for the period required for the repair, remediation or restoration of such damage shall be abated in proportion to the degree to which Lessee's use of the Premises is impaired, but not to exceed the proceeds received from the Rental Value insurance. All other obligations of Lessee hereunder shall be performed by Lessee, and Lessor shall have no liability for any such damage, destruction, remediation, repair or restoration except as provided herein. (b) Remedies. If Lessor is obligated to repair or restore the Premises and does not commence, in a substantial and meaningful way, such repair or restoration within 90 days after such obligation shall accrue, Lessee may, at any time prior to the commencement of such repair or restoration, give written notice to Lessor and to any Lenders of which Lessee has actual notice, of Lessee's election to terminate this Lease on a date not less than 60 days following the giving of such notice. If Lessee gives such notice and such repair or restoration is not commenced within 30 days thereafter, this Lease shall terminate as of the date specified in said notice. If the repair or restoration is commenced within such 30 days, this Lease shall continue in full force and effect. "Commence" shall mean either the unconditional authorization of the preparation of the required plans, or the beginning of the actual work on the Premises, whichever first occurs. 9.4 Termination; Advance Payments. Upon termination of this Lease pursuant to Paragraph 6.2(g) or Paragraph 9, an equitable adjustment shall be made DS DS INITIALS INITIALS ES © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 6 of 15 Item 9: Staff Report Pg. 10 L Packet Pg. 62 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra concerning advance Base Rent and any other advance payments made by Lessee to Lessor. Lessor shall, in addition, return e's Security Deposit as has not been, or is not then required to be, used by Lessor. Bella Lease Agreement 9.5 Waive Statutes. Lessor and Lessee agree that the terms of this Lease shall govern the effect of any damage to or destruction of the Premises with respect to the termination of this Lease and hereby waive the provisions of any present or future statute to the extent inconsistent herewith. 10. Real Property Taxes. 10.1 Definition. As used herein, the term "Real Property Taxes" shall include any form of assessment; real estate, general, special, ordinary or extraordinary, or rental levy or tax (other than inheritance, personal income or estate taxes); improvement bond; and/or license fee imposed upon or levied against any legal or equitable interest of Lessor in the Premises or the Project, Lessor's right to other income therefrom, and/or Lessor's business of leasing, by any authority having the direct or indirect power to tax and where the funds are generated with reference to the Building address. Real Property Taxes shall also include any tax, fee, levy, assessment or charge, or any increase therein: (i) imposed by reason of events occurring during the term of this Lease, including but not limited to, a change in the ownership of the Premises, and (ii) levied or assessed on machinery or equipment provided by Lessor to Lessee pursuant to this Lease. 10.2 Payment of Taxes. Lessor shall pay the Real Property Taxes applicable to the Premises provided, however, that Lessee shall pay to Lessor the amount, if any, by which Real Property Taxes applicable to the Premises increase over the fiscal tax year during which the Commencement Date Occurs ("Tax Increase"). Payment of any such Tax Increase shall be made by Lessee to Lessor within 30 days after receipt of Lessor's written statement setting forth the amount due and computation thereof. If any such taxes shall cover any period of time prior to or after the expiration or termination of this Lease, Lessee's share of such taxes shall be prorated to cover only that portion of the tax bill applicable to the period that this Lease is in effect. In the event lessee incurs a late charge on any Rent payment, Lessor may estimate the current Real Property Taxes, and require that the Tax Increase be paid in advance to Lessor by Lessee monthly in advance with the payment of the Base Rent. Such monthly payment shall be an amount equal to the amount of the estimated installment of the Tax Increase divided bythe number of months remaining before the month in which said installment becomes delinquent. When the actual amount of the applicable Tax Increase is known, the amount of such equal monthly advance payments shall be adjusted as required to provide the funds needed to pay the applicable Tax Increase. If the amount collected by Lessor is insufficient to pay the Tax Increase when due, Lessee shall pay Lessor, upon demand, such additional sums as are necessary to pay such obligations. Advance payments may be intermingled with other moneys of Lessor and shall not bear interest. In the event of a Breach by Lessee in the performance of its obligations under this Lease, then any such advance payments may be treated by Lessor as an additional Security Deposit. 10.3 Additional Improvements. Notwithstanding anything to the contrary in this Paragraph 10.2, Lessee shall pay to Lessor upon demand therefor the entirety of any increase in Real Property Taxes assessed by reason of Alterations or Utility Installations placed upon the Premises by Lessee or at Lessee's request or by reason of any alterations or improvements to the Premises made by Lessor subsequent to the execution of this Lease by the Parties. 10.4 Joint Assessment. If the Premises are not separately assessed, Lessee's liability shall be an equitable proportion of the Tax Increase for all of the land and improvements included within the tax parcel assessed, such proportion to be conclusively determined by Lessor from the respective valuations assigned in the assessor's work sheets or such other information as may be reasonably available. 10.5 Personal Property Taxes. Lessee shall pay, prior to delinquency, all taxes assessed against and levied upon Lessee Owned Alterations, Utility Installations, Trade Fixtures, furnishings, equipment and all personal property of Lessee. When possible, Lessee shall cause its Lessee Owned Alterations and Utility Installations, Trade Fixtures, furnishings, equipment and all other personal property to be assessed and billed separately from the real property of Lessor. If any of Lessee's said property shall be assessed with Lessor's real property, Lessee shall pay Lessor the taxes attributable to Lessee's property within 10 days after receipt of a written statement setting forth the taxes applicable to Lessee's property. 11. Utilities and Services. 11.1 Lessee shall pay for all water, gas, heat, light, power, telephone, trash disposal and other utilities and services supplied to the Premises, together with any taxes thereon. If any such services are not separately metered or billed to Lessee, Lessee shall pay a reasonable proportion, to be determined by Lessor, of all charges jointly metered or billed. There shall be no abatement of rent and Lessor shall not be liable in any respect whatsoever for the inadequacy, stoppage, interruption or discontinuance of any utility or service due to riot, strike, labor dispute, breakdown, accident, repair or other cause beyond Lessor's reasonable control or in cooperation with governmental request or directions. 11.2 Within fifteen days of Lessor's written request, Lessee agrees to deliver to Lessor such information, documents and/or authorization as Lessor needs in order for Lessor to comply with new or existing Applicable Requirements relating to commercial building energy usage, ratings, and/or the reporting thereof. 12. Assignment and Subletting. 12.1 Lessor's Consent Required. (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or encumber (collectively, "assign or assignment") or sublet all or any part of Lessee's interest in this Lease or in the Premises without Lessor's prior written consent. (b) Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose. (c) The involvement of Lessee or its assets in any transaction, or series of transactions (by way of merger, sale, acquisition, financing, transfer, leveraged buyout or otherwise), whether or not a formal assignment or hypothecation of this Lease or Lessee's assets occurs, which results or will result in a reduction of the Net Worth of Lessee by an amount greater than 25% of such Net Worth as it was represented at the time of the execution of this Lease or at the time of the most recent assignment to which Lessor has consented, or as it exists immediately prior to said transaction or transactions constituting such reduction, whichever was or is greater, shall be considered an assignment of this Lease to which Lessor may withhold its consent. "Net Worth of Lessee" shall mean the net worth of Lessee (excluding any guarantors) established under generally accepted accounting principles. (d) An assignment or subletting without consent shall, at Lessor's option, be a Default curable after notice per Paragraph 13.1(d), or a non -curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a non -curable Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non -fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent. (e) Lessee's remedy for any breach of Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief. (f) Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested. (g) Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e. 20 square feet or less, to be used bya third party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting. 12.2 Terms and Conditions Applicable to Assignment and Subletting. (a) Regardless of Lessor's consent, no assignment or subletting shall: (i) be effective without the express written assumption by such assignee or DS DS INITIALS INITIALS ES © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 7 of 15 Item 9: Staff Report Pg. 11 L Packet Pg. 63 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra sublessee of the obligations of Lessee under this Lease, (ii) release Lessee of any obligations hereunder, or (iii) alter the prirr a payment of Rent or for the performance of any other obligations to be performed by Lessee. Bella Lease Agreement (b) Lessor may accept Rent or performance of Lessee's obligations from any person other than Lessee pending approval or disapproval of an assignment. Neither a delay in the approval or disapproval of such assignment nor the acceptance of Rent or performance shall constitute a waiver or estoppel of Lessor's right to exercise its remedies for Lessee's Default or Breach. (c) Lessor's consent to any assignment or subletting shall not constitute a consent to any subsequent assignment or subletting. (d) In the event of any Default or Breach by Lessee, Lessor may proceed directly against Lessee, any Guarantors or anyone else responsible for the performance of Lessee's obligations under this Lease, including any assignee or sublessee, without first exhausting Lessor's remedies against any other person or entity responsible therefor to Lessor, or any security held by Lessor. (e) Each request for consent to an assignment or subletting shall be in writing, accompanied by information relevant to Lessor's determination as to the financial and operational responsibility and appropriateness of the proposed assignee or sublessee, including but not limited to the intended use and/or required modification of the Premises, if any, together with a fee of $500 as consideration for Lessor's considering and processing said request. Lessee agrees to provide Lessor with such other or additional information and/or documentation as may be reasonably requested. (See also Paragraph 36) (f) Any assignee of, or sublessee under, this Lease shall, by reason of accepting such assignment, entering into such sublease, or entering into possession of the Premises or any portion thereof, be deemed to have assumed and agreed to conform and comply with each and every term, covenant, condition and obligation herein to be observed or performed by Lessee during the term of said assignment or sublease, other than such obligations as are contrary to or inconsistent with provisions of an assignment or sublease to which Lessor has specifically consented to in writing. (g) Lessor's consent to any assignment or subletting shall not transfer to the assignee or sublessee any Option granted to the original Lessee by this Lease unless such transfer is specifically consented to by Lessor in writing. (See Paragraph 39.2) 12.3 Additional Terms and Conditions Applicable to Subletting. The following terms and conditions shall apply to any subletting by Lessee of all or any part of the Premises and shall be deemed included in all subleases under this Lease whether or not expressly incorporated therein: (a) Lessee hereby assigns and transfers to Lessor all of Lessee's interest in all Rent payable on any sublease, and Lessor may collect such Rent and apply same toward Lessee's obligations under this Lease; provided, however, that until a Breach shall occur in the performance of Lessee's obligations, Lessee may collect said Rent. In the event that the amount collected by Lessor exceeds Lessee's then outstanding obligations any such excess shall be refunded to Lessee. Lessor shall not, by reason of the foregoing or any assignment of such sublease, nor by reason of the collection of Rent, be deemed liable to the sublessee for any failure of Lessee to perform and comply with any of Lessee's obligations to such sublessee. Lessee hereby irrevocably authorizes and directs any such sublessee, upon receipt of a written notice from Lessor stating that a Breach exists in the performance of Lessee's obligations under this Lease, to pay to Lessor all Rent due and to become due under the sublease. Sublessee shall rely upon any such notice from Lessor and shall pay all Rents to Lessor without any obligation or right to inquire as to whether such Breach exists, notwithstanding any claim from Lessee to the contrary. (b) In the event of a Breach by Lessee, Lessor may, at its option, require sublessee to attorn to Lessor, in which event Lessor shall undertake the obligations of the sublessor under such sublease from the time of the exercise of said option to the expiration of such sublease; provided, however, Lessor shall not be liable for any prepaid rents or security deposit paid by such sublessee to such sublessor or for any prior Defaults or Breaches of such sublessor. (c) Any matter requiring the consent of the sublessor under a sublease shall also require the consent of Lessor. (d) No sublessee shall further assign or sublet all or any part of the Premises without Lessor's prior written consent. (e) Lessor shall deliver a copy of any notice of Default or Breach by Lessee to the sublessee, who shall have the right to cure the Default of Lessee within the grace period, if any, specified in such notice. The sublessee shall have a right of reimbursement and offset from and against Lessee for any such Defaults cured by the sublessee. 13. Default; Breach; Remedies. 13.1 Default; Breach. A "Default" is defined as a failure by the Lessee to comply with or perform any of the terms, covenants, conditions or Rules and Regulations under this Lease. A "Breach" is defined as the occurrence of one or more of the following Defaults, and the failure of Lessee to cure such Default within any applicable grace period: (a) The abandonment of the Premises; the vacating of the Premises prior to the expiration or termination of this Lease without providing a commercially reasonable level of security, or where the coverage of the property insurance described in Paragraph 8.3 is jeopardized as a result thereof, or without providing reasonable assurances to minimize potential vandalism; or failure to deliver to Lessor exclusive possession of the entire Premises in accordance herewith prior to the expiration or termination of this Lease. (b) The failure of Lessee to make any payment of Rent or any Security Deposit required to be made by Lessee hereunder, whether to Lessor or to a third party, when due, to provide reasonable evidence of insurance or surety bond, or to fulfill any obligation under this Lease which endangers orthreatens life or property, where such failure continues for a period of 3 business days following written notice to Lessee. THE ACCEPTANCE BY LESSOR OF A PARTIAL PAYMENT OF RENT OR SECURITY DEPOSIT SHALL NOT CONSTITUTE A WAIVER OF ANY OF LESSOR'S RIGHTS, INCLUDING LESSOR'S RIGHT TO RECOVER POSSESSION OF THE PREMISES. (c) The failure of Lessee to allow Lessor and/or its agents access to the Premises or the commission of waste, act or acts constituting public or private nuisance, and/or an illegal activity on the Premises by Lessee, where such actions continue for a period of 3 business days following written notice to Lessee. In the event that Lessee commits waste, a nuisance or an illegal activity a second time then, the Lessor may elect to treat such conduct as a non -curable Breach rather than a Default. (d) The failure by Lessee to provide (i) reasonable written evidence of compliance with Applicable Requirements, (ii) the service contracts, (iii) the rescission of an unauthorized assignment or subletting, (iv) an Estoppel Certificate or financial statements, (v) a requested subordination, (vi) evidence concerning any guaranty and/or Guarantor, (vii) any document requested under Paragraph 42, (viii) material safety data sheets (MSDS), or (ix) any other documentation or information which Lessor may reasonably require of Lessee under the terms of this Lease, where any such failure continues for a period of 10 days following written notice to Lessee. (e) A Default by Lessee as to the terms, covenants, conditions or provisions of this Lease, or of the rules adopted under Paragraph 40 hereof, other than those described in subparagraphs 13.1(a), (b), (c) or (d), above, where such Default continues for a period of 30 days after written notice; provided, however, that if the nature of Lessee's Default is such that more than 30 days are reasonably required for its cure, then it shall not be deemed to be a Breach if Lessee commences such cure within said 30 day period and thereafter diligently prosecutes such cure to completion. (f) The occurrence of any of the following events: (i) the making of any general arrangement or assignment for the benefit of creditors; (ii) becoming a "debtor" as defined in 11 U.S.C. § 101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within 60 days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located at the DS DS INITIALS INITIALS ES © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 8 of 15 Item 9: Staff Report Pg. 12 I L Packet Pg. 64 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Premises or of Lessee's interest in this Lease, where such seizure is not discharged within 30 days; provided, however, in th Attachment A - 975 Terra f this subparagraph is contrary to any applicable law, such provision shall be of no force or effect, and not affect the validity of th Bella Lease Agreement (g) The discovery that any financial statement of Lessee or of any Guarantor given to Lessor was materially false. (h) If the performance of Lessee's obligations under this Lease is guaranteed: (i) the death of a Guarantor, (ii) the termination of a Guarantor's liability with respect to this Lease other than in accordance with the terms of such guaranty, (iii) a Guarantor's becoming insolvent or the subject of a bankruptcy filing, (iv) a Guarantor's refusal to honor the guaranty, or (v) a Guarantor's breach of its guaranty obligation on an anticipatory basis, and Lessee's failure, within 60 days following written notice of any such event, to provide written alternative assurance or security, which, when coupled with the then existing resources of Lessee, equals or exceeds the combined financial resources of Lessee and the Guarantors that existed at the time of execution of this Lease. 13.2 Remedies. If Lessee fails to perform any of its affirmative duties or obligations, within 10 days after written notice (or in case of an emergency, without notice), Lessor may, at its option, perform such duty or obligation on Lessee's behalf, including but not limited to the obtaining of reasonably required bonds, insurance policies, or governmental licenses, permits or approvals. Lessee shall pay to Lessor an amount equal to 115% of the costs and expenses incurred by Lessor in such performance upon receipt of an invoice therefor. In the event of a Breach, Lessor may, with or without further notice or demand, and without limiting Lessor in the exercise of any right or remedy which Lessor may have by reason of such Breach: (a) Terminate Lessee's right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession to Lessor. In such event Lessor shall be entitled to recover from Lessee: (i) the unpaid Rent which had been earned at the time of termination; (ii) the worth at the time of award of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that the Lessee proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the amount of such rental loss that the Lessee proves could be reasonably avoided; and (iv) any other amount necessary to compensate Lessor for all the detriment proximately caused by the Lessee's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom, including but not limited to the cost of recovering possession of the Premises, expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorneys' fees, and that portion of any leasing commission paid by Lessor in connection with this Lease applicable to the unexpired term of this Lease. The worth at the time of award of the amount referred to in provision (iii) of the immediately preceding sentence shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of the District within which the Premises are located at the time of award plus one percent. Efforts by Lessor to mitigate damages caused by Lessee's Breach of this Lease shall not waive Lessor's right to recover any damages to which Lessor is otherwise entitled. If termination of this Lease is obtained through the provisional remedy of unlawful detainer, Lessor shall have the right to recover in such proceeding any unpaid Rent and damages as are recoverable therein, or Lessor may reserve the right to recover all or any part thereof in a separate suit. If a notice and grace period required under Paragraph 13.1 was not previously given, a notice to pay rent or quit, or to perform or quit given to Lessee under the unlawful detainer statute shall also constitute the notice required by Paragraph 13.1. In such case, the applicable grace period required by Paragraph 13.1 and the unlawful detainer statute shall run concurrently, and the failure of Lessee to cure the Default within the greater of the two such grace periods shall constitute both an unlawful detainer and a Breach of this Lease entitling Lessor to the remedies provided for in this Lease and/or by said statute. (b) Continue the Lease and Lessee's right to possession and recover the Rent as it becomes due, in which event Lessee may sublet or assign, subject only to reasonable limitations. Acts of maintenance, efforts to relet, and/or the appointment of a receiver to protect the Lessor's interests, shall not constitute a termination of the Lessee's right to possession. (c) Pursue any other remedy now or hereafter available under the laws or judicial decisions of the state wherein the Premises are located. The expiration or termination of this Lease and/or the termination of Lessee's right to possession shall not relieve Lessee from liability under any indemnity provisions of this Lease as to matters occurring or accruing during the term hereof or by reason of Lessee's occupancy of the Premises. 13.3 Inducement Recapture. Any agreement for free or abated rent or other charges, the cost of tenant improvements for Lessee paid for or performed by Lessor, or for the giving or paying by Lessor to or for Lessee of any cash or other bonus, inducement or consideration for Lessee's entering into this Lease, all of which concessions are hereinafter referred to as "Inducement Provisions," shall be deemed conditioned upon Lessee's full and faithful performance of all of the terms, covenants and conditions of this Lease. Upon Breach of this Lease by Lessee, any such Inducement Provision shall automatically be deemed deleted from this Lease and of no further force or effect, and any rent, other charge, bonus, inducement or consideration theretofore abated, given or paid by Lessor under such an Inducement Provision shall be immediately due and payable by Lessee to Lessor, notwithstanding any subsequent cure of said Breach by Lessee. The acceptance by Lessor of rent or the cure of the Breach which initiated the operation of this paragraph shall not be deemed a waiver by Lessor of the provisions of this paragraph unless specifically so stated in writing by Lessor at the time of such acceptance. 13.4 Late Charges. Lessee hereby acknowledges that late payment by Lessee of Rent will cause Lessor to incur costs not contemplated by this Lease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges, and late charges which may be imposed upon Lessor by any Lender. Accordingly, if any Rent shall not be received by Lessor within 5 days after such amount shall be due, then, without any requirement for notice to Lessee, Lessee shall immediately pay to Lessor a one-time late charge equal to 10% of each such overdue amount or $100, whichever is greater. The Parties hereby agree that such late charge represents a fair and reasonable estimate of the costs Lessor will incur by reason of such late payment. Acceptance of such late charge by Lessor shall in no event constitute a waiver of Lessee's Default or Breach with respect to such overdue amount, nor prevent the exercise of any of the other rights and remedies granted hereunder. In the event that a late charge is payable hereunder, whether or not collected, for 3 consecutive installments of Base Rent, then notwithstanding any provision of this Lease to the contrary, Base Rent shall, at Lessor's option, become due and payable quarterly in advance. 13.5 Interest. Any monetary payment due Lessor hereunder, other than late charges, not received by Lessor, when due shall bear interest from the 31st day after it was due. The interest ("Interest") charged shall be computed at the rate of 10% per annum but shall not exceed the maximum rate allowed by law. Interest is payable in addition to the potential late charge provided for in Paragraph 13.4. 13.6 Breach by Lessor. (a) Notice of Breach. Lessor shall not be deemed in breach of this Lease unless Lessor fails within a reasonable time to perform an obligation required to be performed by Lessor. For purposes of this Paragraph, a reasonable time shall in no event be less than 30 days after receipt by Lessor, and any Lender whose name and address shall have been furnished to Lessee in writing for such purpose, of written notice specifying wherein such obligation of Lessor has not been performed; provided, however, that if the nature of Lessor's obligation is such that more than 30 days are reasonably required for its performance, then Lessor shall not be in breach if performance is commenced within such 30 day period and thereafter diligently pursued to completion. (b) Performance by Lessee on Behalf of Lessor. In the event that neither Lessor nor Lender cures said breach within 30 days after receipt of said notice, or if having commenced said cure they do not diligently pursue it to completion, then Lessee may elect to cure said breach at Lessee's expense and offset from Rent the actual and reasonable cost to perform such cure, provided however, that such offset shall not exceed an amount equal to the greater of one month's Base Rent or the Security Deposit, reserving Lessee's right to seek reimbursement from Lessor for any such expense in excess of such offset. Lessee shall document the cost of said cure and supply said documentation to Lessor. DS DS ES INITIALS INITIALS © 2019 AIR CRE. All Rights Reserved. Last Edited: 8/26/2024 2:35 PM LG-15.23, Revised 10-22-2020 Page 9 of 15 Item 9: Staff Report Pg. 13 L Packet Pg. 65 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attachment A - 975 Terra 14. Condemnation. If the Premises or any portion thereof are taken under the power of eminent domain or sold under t said power (collectively "Condemnation"), this Lease shall terminate as to the part taken as of the date the condemning authority take Bella Lease Agreement ver first occurs. If more than 25% of the Premises, is taken by Condemnation, Lessee may, at Lessee's option, to be exercised in writing within 10 days after Lessor shall have given Lessee written notice of such taking (or in the absence of such notice, within 10 days after the condemning authority shall have taken possession) terminate this Lease as of the date the condemning authority takes such possession. If Lessee does not terminate this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Base Rent shall be reduced in proportion to the reduction in utility of the Premises caused by such Condemnation. Condemnation awards and/or payments shall be the property of Lessor, whether such award shall be made as compensation for diminution in value of the leasehold, the value of the part taken, or for severance damages; provided, however, that Lessee shall be entitled to any compensation paid by the condemnor for Lessee's relocation expenses, loss of business goodwill and/or Trade Fixtures, without regard to whether or not this Lease is terminated pursuant to the provisions of this Paragraph. All Alterations and Utility Installations made to the Premises by Lessee, for purposes of Condemnation only, shall be considered the property of the Lessee and Lessee shall be entitled to any and all compensation which is payable therefor. In the event that this Lease is not terminated by reason of the Condemnation, Lessor shall repair any damage to the Premises caused by such Condemnation. 15. Brokerage Fees. 15.1 Additional Commission. In addition to the payments owed pursuant to Paragraph 1.9 above, Lessor agrees that: (a) if Lessee exercises any Option, (b) if Lessee or anyone affiliated with Lessee acquires any rights to the Premises or other premises owned by Lessor and located within the same Project, if any, within which the Premises is located, (c) if Lessee remains in possession of the Premises, with the consent of Lessor, after the expiration of this Lease, or (d) if Base Rent is increased, whether by agreement or operation of an escalation clause herein, then, Lessor shall pay Brokers a fee in accordance with the fee schedule of the Brokers in effect at the time the Lease was executed. The provisions of this paragraph are intended to supersede the provisions of any earlier agreement to the contrary. 15.2 Assumption of Obligations. Any buyer or transferee of Lessor's interest in this Lease shall be deemed to have assumed Lessor's obligation hereunder. Brokers shall be third party beneficiaries of the provisions of Paragraphs 1.9,15, 22 and 31. 15.3 Representations and Indemnities of Broker Relationships. Lessee and Lessor each represent and warrant to the other that it has had no dealings with any person, firm, broker, agent or finder (other than the Brokers and Agents, if any) in connection with this Lease, and that no one other than said named Brokers and Agents is entitled to any commission or finder's fee in connection herewith. Lessee and Lessor do each hereby agree to indemnify, protect, defend and hold the other harmless from and against liability for compensation or charges which may be claimed by any such unnamed broker, finder or other similar party by reason of any dealings or actions of the indemnifying Party, including any costs, expenses, attorneys' fees reasonably incurred with respect thereto. 16. Estoppel Certificates. (a) Each Party (as "Responding Party") shall within 10 days after written notice from the other Party (the "Requesting Party") execute, acknowledge and deliver to the Requesting Party a statement in writing in form similar to the then most current "Estoppel Certificate" form published by AIR CRE, plus such additional information, confirmation and/or statements as may be reasonably requested by the Requesting Party. (b) If the Responding Party shall fail to execute or deliver the Estoppel Certificate within such 10 day period, the Requesting Party may execute an Estoppel Certificate stating that: (i) the Lease is in full force and effect without modification except as may be represented by the Requesting Party, (ii) there are no uncured defaults in the Requesting Party's performance, and (iii) if Lessor is the Requesting Party, not more than one month's rent has been paid in advance. Prospective purchasers and encumbrancers may rely upon the Requesting Party's Estoppel Certificate, and the Responding Party shall be estopped from denying the truth of the facts contained in said Certificate. In addition, Lessee acknowledges that any failure on its part to provide such an Estoppel Certificate will expose Lessor to risks and potentially cause Lessor to incur costs not contemplated by this Lease, the extent of which will be extremely difficult to ascertain. Accordingly, should the Lessee fail to execute and/or deliver a requested Estoppel Certificate in a timely fashion the monthly Base Rent shall be automatically increased, without any requirement for notice to Lessee, by an amount equal to 10% of the then existing Base Rent or $100, whichever is greater for remainder of the Lease. The Parties agree that such increase in Base Rent represents fair and reasonable compensation for the additional risk/costs that Lessor will incur by reason of Lessee's failure to provide the Estoppel Certificate. Such increase in Base Rent shall in no event constitute a waiver of Lessee's Default or Breach with respect to the failure to provide the Estoppel Certificate nor prevent the exercise of any of the other rights and remedies granted hereunder. (c) If Lessor desires to finance, refinance, or sell the Premises, or any part thereof, Lessee and all Guarantors shall within 10 days after written notice from Lessor deliver to any potential lender or purchaser designated by Lessor such financial statements as may be reasonably required by such lender or purchaser, including but not limited to Lessee's financial statements for the past 3 years. All such financial statements shall be received by Lessor and such lender or purchaser in confidence and shall be used only for the purposes herein set forth. 17. Definition of Lessor. The term "Lessor" as used herein shall mean the owner or owners at the time in question of the fee title to the Premises, or, if this is a sublease, of the Lessee's interest in the prior lease. In the event of a transfer of Lessor's title or interest in the Premises or this Lease, Lessor shall deliver to the transferee or assignee (in cash or by credit) any unused Security Deposit held by Lessor. Upon such transfer or assignment and delivery of the Security Deposit, as aforesaid, the prior Lessor shall be relieved of all liability with respect to the obligations and/or covenants under this Lease thereafter to be performed by the Lessor. Subject to the foregoing, the obligations and/or covenants in this Lease to be performed by the Lessor shall be binding only upon the Lessor as hereinabove defined. 18. Severability. The invalidity of any provision of this Lease, as determined by a court of competent jurisdiction, shall in no way affect the validity of any other provision hereof. 19. Days. Unless otherwise specifically indicated to the contrary, the word "days" as used in this Lease shall mean and refer to calendar days. 20. Limitation on Liability. The obligations of Lessor under this Lease shall not constitute personal obligations of Lessor, or its partners, members, directors, officers or shareholders, and Lessee shall look to the Premises, and to no other assets of Lessor, for the satisfaction of any liability of Lessor with respect to this Lease, and shall not seek recourse against Lessor's partners, members, directors, officers or shareholders, or any of their personal assets for such satisfaction. 21. Time of Essence. Time is of the essence with respect to the performance of all obligations to be performed or observed by the Parties under this Lease. 22. No Prior or Other Agreements; Broker Disclaimer. This Lease contains all agreements between the Parties with respect to any matter mentioned herein, and no other prior or contemporaneous agreement or understanding shall be effective. Lessor and Lessee each represents and warrants to the Brokers that it has made, and is relying solely upon, its own investigation as to the nature, quality, character and financial responsibility of the other Party to this Lease and as to the use, nature, quality and character of the Premises. Brokers have no responsibility with respect thereto or with respect to any default or breach hereof by either Party. 23. Notices. 23.1 Notice Requirements. All notices required or permitted by this Lease or applicable law shall be in writing and maybe delivered in person (by hand or by INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS INITIALS ES Last Edited: 8/26/2024 2:35 PM Page 10 of 15 Item 9: Staff Report Pg. 14 Packet Pg. 66 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 Attach ment A - 975 Terra courier) or may be sent by regular, certified or registered mail or U.S. Postal Service Express Mail, with postage prepaid, or q r by email, and shall be deemed sufficiently given if served in a manner specified in this Paragraph 23. The addresses noted adjacent to a P Bella Lease Agreement se shall be that Party's address for delivery or mailing of notices. Either Party may by written notice to the other specify a different address for notice, except that upon Lessee's taking possession of the Premises, the Premises shall constitute Lessee's address for notice. A copy of all notices to Lessor shall be concurrently transmitted to such party or parties at such addresses as Lessor may from time to time hereafter designate in writing. 23.2 Date of Notice. Any notice sent by registered or certified mail, return receipt requested, shall be deemed given on the date of delivery shown on the receipt card, or if no delivery date is shown, the postmark thereon. If sent by regular mail the notice shall be deemed given 72 hours after the same is addressed as required herein and mailed with postage prepaid. Notices delivered by United States Express Mail or overnight courier that guarantees next day delivery shall be deemed given 24 hours after delivery of the same to the Postal Service or courier. Notices delivered by hand, or transmitted by facsimile transmission or by email shall be deemed delivered upon actual receipt. If notice is received on a Saturday, Sunday or legal holiday, it shall be deemed received on the next business day. 23.3 Options. Notwithstanding the foregoing, in order to exercise any Options (see paragraph 39), the Notice must be sent by Certified Mail (return receipt requested), Express Mail (signature required), courier (signature required) or some other methodology that provides a receipt establishing the date the notice was received by the Lessor. 24. Waivers. (a) No waiver by Lessor of the Default or Breach of any term, covenant or condition hereof by Lessee, shall be deemed a waiver of any other term, covenant or condition hereof, or of any subsequent Default or Breach by Lessee of the same or of any other term, covenant or condition hereof. Lessor's consent to, or approval of, any act shall not be deemed to render unnecessary the obtaining of Lessor's consent to, or approval of, any subsequent or similar act by Lessee, or be construed as the basis of an estoppel to enforce the provision or provisions of this Lease requiring such consent. (b) The acceptance of Rent by Lessor shall not be a waiver of any Default or Breach by Lessee. Any payment by Lessee may be accepted by Lessor on account of monies or damages due Lessor, notwithstanding any qualifying statements or conditions made by Lessee in connection therewith, which such statements and/or conditions shall be of no force or effect whatsoever unless specifically agreed to in writing by Lessor at or before the time of deposit of such payment. (c) THE PARTIES AGREE THAT THE TERMS OF THIS LEASE SHALL GOVERN WITH REGARD TO ALL MATTERS RELATED THERETO AND HEREBY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE TO THE EXTENT THAT SUCH STATUTE IS INCONSISTENT WITH THIS LEASE. 25. Disclosures Regarding the Nature of a Real Estate Agency Relationship. (a) When entering into a discussion with a real estate agent regarding a real estate transaction, a Lessor or Lessee should from the outset understand what type of agency relationship or representation it has with the agent or agents in the transaction. Lessor and Lessee acknowledge being advised by the Brokers in this transaction, as follows: (i) Lessor's Agent. A Lessor's agent under a listing agreement with the Lessor acts as the agent for the Lessor only. A Lessor's agent or subagent has the following affirmative obligations: To the Lessor: A fiduciary duty of utmost care, integrity, honesty, and loyalty in dealings with the Lessor. To the Lessee and the Lessor: (a) Diligent exercise of reasonable skills and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith. (c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (ii) Lessee's Agent. An agent can agree to act as agent for the Lessee only. In these situations, the agent is not the Lessor's agent, even if by agreement the agent may receive compensation for services rendered, either in full or in part from the Lessor. An agent acting only for a Lessee has the following affirmative obligations. To the Lessee: A fiduciary duty of utmost care, integrity, honesty, and loyalty in dealings with the Lessee. To the Lessee and the Lessor: (a) Diligent exercise of reasonable skills and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith. (c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (iii) Agent Representing Both Lessor and Lessee. A real estate agent, either acting directly or through one or more associate licensees, can legally be the agent of both the Lessor and the Lessee in a transaction, but only with the knowledge and consent of both the Lessor and the Lessee. In a dual agency situation, the agent has the following affirmative obligations to both the Lessor and the Lessee: (a) A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either Lessor or the Lessee. (b) Other duties to the Lessor and the Lessee as stated above in subparagraphs (i) or (ii). In representing both Lessor and Lessee, the agent may not, without the express permission of the respective Party, disclose to the other Party confidential information, including, but not limited to, facts relating to either Lessee's or Lessor's financial position, motivations, bargaining position, or other personal information that may impact rent, including Lessor's willingness to accept a rent less than the listing rent or Lessee's willingness to pay rent greater than the rent offered. The above duties of the agent in a real estate transaction do not relieve a Lessor or Lessee from the responsibility to protect their own interests. Lessor and Lessee should carefully read all agreements to assure that they adequately express their understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal ortax advice is desired, consult a competent professional. Both Lessor and Lessee should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change. (b) Brokers have no responsibility with respect to any default or breach hereof by either Party. The Parties agree that no lawsuit or other legal proceeding involving any breach of duty, error or omission relating to this Lease may be brought against Broker more than one year after the Start Date and that the liability (including court costs and attorneys' fees), of any Broker with respect to any such lawsuit and/or legal proceeding shall not exceed the fee received by such Broker pursuant to this Lease; provided, however, that the foregoing limitation on each Broker's liability shall not be applicable to any gross negligence or willful misconduct of such Broker. (c) Lessor and Lessee agree to identify to Brokers as "Confidential" any communication or information given Brokers that is considered by such Party to be confidential. 26. No Right To Holdover. Lessee has no right to retain possession of the Premises or any part thereof beyond the expiration or termination of this Lease. At or prior to the expiration or termination of this Lease Lessee shall deliver exclusive possession of the Premises to Lessor. For purposes of this provision and Paragraph 13.1(a), exclusive possession shall mean that Lessee shall have vacated the Premises, removed all of its personal property therefrom and that the Premises have been returned in the condition specified in this Lease. In the event that Lessee does not deliver exclusive possession to Lessor as specified above, then Lessor's damages during any holdover period shall be computed at the amount of the Rent (as defined in Paragraph 4.1) due during the last full month before the expiration or termination of this Lease (disregarding any temporary abatement of Rent that may have been in effect), but with Base Rent being 150% of the Base Rent payable during such last full month. Nothing contained herein shall be construed as consent by Lessor to any holding over by Lessee. INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 11 of 15 Item 9: Staff Report Pg. 15 Packet Pg. 67 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91B4-A968AD802F7F Item 9 27. Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be Attachment A - 975 Terra medies at law or in equity. Bella Lease Agreement 28. Covenants and Conditions; Construction of Agreement. All provisions of this Lease to be observed or performed by Lessee are both covenants and conditions. In construing this Lease, all headings and titles are for the convenience of the Parties only and shall not be considered a part of this Lease. Whenever required by the context, the singular shall include the plural and vice versa. This Lease shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if both Parties had prepared it. 29. Binding Effect; Choice of Law. This Lease shall be binding upon the Parties, their personal representatives, successors and assigns and be governed by the laws of the State in which the Premises are located. Any litigation between the Parties hereto concerning this Lease shall be initiated in the county in which the Premises are located. Signatures to this Lease accomplished by means of electronic signature or similar technology shall be legal and binding. 30. Subordination; Attornment; Non -Disturbance. 30.1 Subordination. This Lease and any Option granted hereby shall be subject and subordinate to any ground lease, mortgage, deed of trust, or other hypothecation or security device (collectively, "Security Device"), now or hereafter placed upon the Premises, to any and all advances made on the security thereof, and to all renewals, modifications, and extensions thereof. Lessee agrees that the holders of any such Security Devices (in this Lease together referred to as "Lender") shall have no liability or obligation to perform any of the obligations of Lessor under this Lease. Any Lender may elect to have this Lease and/or any Option granted hereby superior to the lien of its Security Device by giving written notice thereof to Lessee, whereupon this Lease and such Options shall be deemed prior to such Security Device, notwithstanding the relative dates of the documentation or recordation thereof. 30.2 Attornment. In the event that Lessor transfers title to the Premises, or the Premises are acquired by another upon the foreclosure or termination of a Security Device to which this Lease is subordinated (i) Lessee shall, subject to the non -disturbance provisions of Paragraph 30.3, attorn to such new owner, and upon request, enter into a new lease, containing all of the terms and provisions of this Lease, with such new owner for the remainder of the term hereof, or, at the election of the new owner, this Lease will automatically become a new lease between Lessee and such new owner, and (ii) Lessor shall thereafter be relieved of any further obligations hereunder and such new owner shall assume all of Lessor's obligations, except that such new owner shall not: (a) be liable for any act or omission of any prior lessor or with respect to events occurring prior to acquisition of ownership; (b) be subject to any offsets or defenses which Lessee might have against any prior lessor, (c) be bound by prepayment of more than one month's rent, or (d) be liable for the return of any security deposit paid to any prior lessor which was not paid or credited to such new owner. 30.3 Non -Disturbance. With respect to Security Devices entered into by Lessor after the execution of this Lease, Lessee's subordination of this Lease shall be subject to receiving a commercially reasonable non -disturbance agreement (a "Non -Disturbance Agreement") from the Lender which Non -Disturbance Agreement provides that Lessee's possession of the Premises, and this Lease, including any options to extend the term hereof, will not be disturbed so long as Lessee is not in Breach hereof and attorns to the record owner of the Premises. 30.4 Self -Executing. The agreements contained in this Paragraph 30 shall be effective without the execution of any further documents; provided, however, that, upon written request from Lessor or a Lender in connection with a sale, financing or refinancing of the Premises, Lessee and Lessor shall execute such further writings as may be reasonably required to separately document any subordination, attornment and/or Non -Disturbance Agreement provided for herein. 31. Attorneys' Fees. If any Party or Broker brings an action or proceeding involving the Premises whether founded in tort, contract or equity, or to declare rights hereunder, the Prevailing Party (as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys' fees. Such fees may be awarded in the same suit or recovered in a separate suit, whether or not such action or proceeding is pursued to decision or judgment. The term, "Prevailing Party" shall include, without limitation, a Party or Broker who substantially obtains or defeats the relief sought, as the case may be, whether by compromise, settlement, judgment, or the abandonment by the other Party or Broker of its claim or defense. The attorneys' fees award shall not be computed in accordance with any court fee schedule, but shall be such as to fully reimburse all attorneys' fees reasonably incurred. In addition, Lessor shall be entitled to attorneys' fees, costs and expenses incurred in the preparation and service of notices of Default and consultations in connection therewith, whether or not a legal action is subsequently commenced in connection with such Default or resulting Breach ($200 is a reasonable minimum per occurrence for such services and consultation). 32. Lessor's Access; Showing Premises; Repairs. Lessor and Lessor's agents shall have the right to enter the Premises at any time, in the case of an emergency, and otherwise at reasonable times after reasonable prior notice for the purpose of showing the same to prospective purchasers, lenders, or tenants, and making such alterations, repairs, improvements or additions to the Premises as Lessor may deem necessary or desirable and the erecting, using and maintaining of utilities, services, pipes and conduits through the Premises and/or other premises as long as there is no material adverse effect on Lessee's use of the Premises. All such activities shall be without abatement of rent or liability to Lessee. 33. Auctions. Lessee shall not conduct, nor permit to be conducted, any auction upon the Premises without Lessor's prior written consent. Lessor shall not be obligated to exercise any standard of reasonableness in determining whether to permit an auction. 34. Signs. Lessor may place on the Premises ordinary "For Sale" signs at any time and ordinary "For Lease" signs during the last 6 months of the term hereof. Except for ordinary "For Sublease" signs, Lessee shall not place any sign upon the Premises without Lessor's prior written consent. All signs must comply with all Applicable Requirements. 35. Termination; Merger. Unless specifically stated otherwise in writing by Lessor, the voluntary or other surrender of this Lease by Lessee, the mutual termination or cancellation hereof, or a termination hereof by Lessor for Breach by Lessee, shall automatically terminate any sublease or lesser estate in the Premises; provided, however, that Lessor may elect to continue any one or all existing subtenancies. Lessor's failure within 10 days following any such event to elect to the contrary by written notice to the holder of any such lesser interest, shall constitute Lessor's election to have such event constitute the termination of such interest. 36. Consents. All requests for consent shall be in writing. Except as otherwise provided herein, wherever in this Lease the consent of a Party is required to an act by or for the other Party, such consent shall not be unreasonably withheld or delayed. Lessor's actual reasonable costs and expenses (including but not limited to architects', attorneys', engineers' and other consultants' fees) incurred in the consideration of, or response to, a request by Lessee for any Lessor consent, including but not limited to consents to an assignment, a subletting or the presence or use of a Hazardous Substance, shall be paid by Lessee upon receipt of an invoice and supporting documentation therefor. Lessor's consent to any act, assignment or subletting shall not constitute an acknowledgment that no Default or Breach by Lessee of this Lease exists, nor shall such consent be deemed a waiver of any then existing Default or Breach, except as may be otherwise specifically stated in writing by Lessor at the time of such consent. The failure to specify herein any particular condition to Lessor's consent shall not preclude the imposition by Lessor at the time of consent of such further or other conditions as are then reasonable with reference to the particular matter for which consent is being given. In the event that either Party disagrees with any determination made by the other hereunder and reasonably requests the reasons for such determination, the determining party shall furnish INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS INITIALS ES Last Edited: 8/26/2024 2:35 PM Page 12 of 15 Item 9: Staff Report Pg. 16 Packet Pg. 68 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 its reasons in writing and in reasonable detail within 10 business days following such request. Attachment A - 975 Terra Bella Lease Agreement 37. Guarantor. 37.1 Execution. The Guarantors, if any, shall each execute a guaranty in the form most recently published by AIR CRE. 37.2 Default. It shall constitute a Default of the Lessee if any Guarantor fails or refuses, upon request to provide: (a) evidence of the execution of the guaranty, including the authority of the party signing on Guarantor's behalf to obligate Guarantor, and in the case of a corporate Guarantor, a certified copy of a resolution of its board of directors authorizing the making of such guaranty, (b) current financial statements, (c) an Estoppel Certificate, or (d) written confirmation that the guaranty is still in effect. 38. Quiet Possession. Subject to payment by Lessee of the Rent and performance of all of the covenants, conditions and provisions on Lessee's part to be observed and performed under this Lease, Lessee shall have quiet possession and quiet enjoyment of the Premises during the term hereof. 39. Options. If Lessee is granted any Option, as defined below, then the following provisions shall apply. 39.1 Definition. "Option" shall mean: (a) the right to extend or reduce the term of or renew this Lease or to extend or reduce the term of or renew any lease that Lessee has on other property of Lessor; (b) the right of first refusal or first offer to lease either the Premises or other property of Lessor; (c) the right to purchase, the right of first offer to purchase or the right of first refusal to purchase the Premises or other property of Lessor. 39.2 Options Personal To Original Lessee. Any Option granted to Lessee in this Lease is personal to the original Lessee, and cannot be assigned or exercised by anyone other than said original Lessee and only while the original Lessee is in full possession of the Premises and, if requested by Lessor, with Lessee certifying that Lessee has no intention of thereafter assigning or subletting. 39.3 Multiple Options. In the event that Lessee has any multiple Options to extend or renew this Lease, a later Option cannot be exercised unless the prior Options have been validly exercised. 39.4 Effect of Default on Options. (a) Lessee shall have no right to exercise an Option: (i) during the period commencing with the giving of any notice of Default and continuing until said Default is cured, (ii) during the period of time any Rent is unpaid (without regard to whether notice thereof is given Lessee), (iii) during the time Lessee is in Breach of this Lease, or (iv) in the event that Lessee has been given 3 or more notices of separate Default, whether or not the Defaults are cured, during the 12 month period immediately preceding the exercise of the Option. (b) The period of time within which an Option may be exercised shall not be extended or enlarged by reason of Lessee's inability to exercise an Option because of the provisions of Paragraph 39.4(a). (c) An Option shall terminate and be of no further force or effect, notwithstanding Lessee's due and timely exercise of the Option, if, after such exercise and prior to the commencement of the extended term or completion of the purchase, (i) Lessee fails to pay Rent for a period of 30 days after such Rent becomes due (without any necessity of Lessor to give notice thereof), or (ii) if Lessee commits a Breach of this Lease. 40. Multiple Properties. If the Premises are a part of a group of properties controlled by Lessor, Lessee agrees that it will abide by and conform to all reasonable rules and regulations which Lessor may make from time to time for the management, safety, and care of said properties, including the care and cleanliness of the grounds and including the parking, loading and unloading of vehicles, and to cause its employees, suppliers, shippers, customers, contractors and invitees to so abide and conform. Lessee also agrees to pay its fair share of common expenses incurred in connection with such rules and regulations. 41. Security Measures. Lessee hereby acknowledges that the Rent payable to Lessor hereunder does not include the cost of guard service or other security measures, and that Lessor shall have no obligation whatsoever to provide same. Lessee assumes all responsibility for the protection of the Premises, Lessee, its agents and invitees and their property from the acts of third parties. 42. Reservations. Lessor reserves to itself the right, from time to time, to grant, without the consent or joinder of Lessee, such easements, rights and dedications that Lessor deems necessary, and to cause the recordation of parcel maps and restrictions, so long as such easements, rights, dedications, maps and restrictions do not unreasonably interfere with the use of the Premises by Lessee. Lessee agrees to sign any documents reasonably requested by Lessor to effectuate any such easement rights, dedication, map or restrictions. 43. Performance Under Protest. If at any time a dispute shall arise as to any amount or sum of money to be paid by one Party to the other under the provisions hereof, the Party against whom the obligation to pay the money is asserted shall have the right to make payment "under protest" and such payment shall not be regarded as a voluntary payment and there shall survive the right on the part of said Party to institute suit for recovery of such sum. If it shall be adjudged that there was no legal obligation on the part of said Party to pay such sum or any part thereof, said Party shall be entitled to recover such sum or so much thereof as it was not legally required to pay. A Party who does not initiate suit for the recovery of sums paid "under protest" within 6 months shall be deemed to have waived its right to protest such payment. 44. Authority; Multiple Parties; Execution. (a) If either Party hereto is a corporation, trust, limited liability company, partnership, or similar entity, each individual executing this Lease on behalf of such entity represents and warrants that he or she is duly authorized to execute and deliver this Lease on its behalf. Each Party shall, within 30 days after request, deliver to the other Party satisfactory evidence of such authority. (b) If this Lease is executed by more than one person or entity as "Lessee", each such person or entity shall be jointly and severally liable hereunder. It is agreed that any one of the named Lessees shall be empowered to execute any amendment to this Lease, or other document ancillary thereto and bind all of the named Lessees, and Lessor may rely on the same as if all of the named Lessees had executed such document. (c) This Lease may be executed by the Parties in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. 45. Conflict. Any conflict between the printed provisions of this Lease and the typewritten or handwritten provisions shall be controlled by the typewritten or handwritten provisions. 46. Offer. Preparation of this Lease by either Party ortheir agent and submission of same to the other Party shall not be deemed an offer to lease to the other Party. This Lease is not intended to be binding until executed and delivered by all Parties hereto. 47. Amendments. This Lease may be modified only in writing, signed by the Parties in interest at the time of the modification. As long as they do not materially change Lessee's obligations hereunder, Lessee agrees to make such reasonable non -monetary modifications to this Lease as may be reasonably required by a Lender in connection with the obtaining of normal financing or refinancing of the Premises. INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 13 of 15 Item 9: Staff Report Pg. 17 Packet Pg. 69 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 48. Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR Attachment A - 975 Terra E PROPERTY OR ARISING OUT OF THIS AGREEMENT. Bella Lease Agreement 49. Arbitration of Disputes. An Addendum requiring the Arbitration of all disputes between the Parties and/or Brokers arising out of this Lease is is not attached to this Lease. 50. Accessibility; Americans with Disabilities Act. (a) The Premises: have not undergone an inspection by a Certified Access Specialist (CASp). Note: A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction -related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction -related accessibility standards within the premises. have undergone an inspection by a Certified Access Specialist (CASp) and it was determined that the Premises met all applicable construction -related accessibility standards pursuant to California Civil Code §55.51 et seq. Lessee acknowledges that it received a copy of the inspection report at least 48 hours prior to executing this Lease and agrees to keep such report confidential. have undergone an inspection by a Certified Access Specialist (CASp) and it was determined that the Premises did not meet all applicable construction -related accessibility standards pursuant to California Civil Code §55.51 et seq. Lessee acknowledges that it received a copy of the inspection report at least 48 hours prior to executing this Lease and agrees to keep such report confidential except as necessary to complete repairs and corrections of violations of construction related accessibility standards. In the event that the Premises have been issued an inspection report by a CASp the Lessor shall provide a copy of the disability access inspection certificate to Lessee within 7 days of the execution of this Lease. (b) Since compliance with the Americans with Disabilities Act (ADA) and other state and local accessibility statutes are dependent upon Lessee's specific use of the Premises, Lessor makes no warranty or representation as to whether or not the Premises comply with ADA or any similar legislation. In the event that Lessee's use of the Premises requires modifications or additions to the Premises in order to be in compliance with ADA or other accessibility statutes, Lessee agrees to make any such necessary modifications and/or additions at Lessee's expense. LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN, AND BY THE EXECUTION OF THIS LEASE SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME THIS LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF LESSOR AND LESSEE WITH RESPECT TO THE PREMISES. ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY AIR CRE OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION TO WHICH IT RELATES. THE PARTIES ARE URGED TO: 1. SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS LEASE. 2. RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE PREMISES. SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO: THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES, THE ZONING OF THE PREMISES, THE CONDITION AND THE SUITABILITY OF THE PREMISES FOR LESSEE'S INTENDED USE. WARNING: IF THE PREMISES ARE LOCATED IN A STATE OTHER THAN CALIFORNIA, CERTAIN PROVISIONS OF THE LEASE MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PREMISES ARE LOCATED. The parties hereto have executed this Lease at the place and on the dates specified above their respective signatures. Executed at: Executed a27�� On: On: By LESSOR: Steve Nash and Dennis Ryan By: Name Printed: Steve Nash Title: Phone: Fax: Email: By: Name Printed: Dennis R Title: Phone: Fax: Email: Address INITIALS © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 By LESSEE: City of Palo Alto DocuSigned by: By: Name`RciutezebcA cg ikada Title: City Manager Phone: Fax: Email: DocuSigneddbb�y: , By: L�_c_J� B�� Name &1bdreliano Title: Chief Assistant City Attorney Phone Fax: Email: Address: DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 14 of 15 Item 9: Staff Report Pg. 18 Packet Pg. 70 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91 B4-A968AD802F7F Federal ID No.: Federal ID No.: BROKER BROKER Avison Young Attn: Brian Mason Attn: Title: Principal Title: Address: 229 Forest Avenue, Suite 200, Palo Address: Alto, CA 94301 Phone: Phone: 650-425-6420 Fax: Fax: Email: Email: brian.mason@avisonyoung.com FederalIDNo.: Federal ID No.: 32-0372343 Broker DRE License#: Broker DRE License #: 01 91444 6 Agent DRE License #: Agent DRE License#: 01229363 Item 9 Attachment A - 975 Terra Bella Lease Agreement AIR CRE * https://www.aircre.com * 213-687-8777 * contracts@aircre.com NOTICE: No part of these works may be reproduced in any form without permission in writing. IIVI I ILJ © 2019 AIR CRE. All Rights Reserved. LG-15.23, Revised 10-22-2020 DS DS rcES INITIALS Item 9: Staff Report Pg. 19 Last Edited: 8/26/2024 2:35 PM Page 15 of 15 Packet Pg. 71 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F ARCR coriiract ADDENDUM TO LEASE Date: July 31, 2024 By and Between Item 9 Attachment A - 975 Terra Bella Lease Agreement Lessor: Steve Nash and Dennis Ryan Lessee: City of Palo Alto Property Address: 975 Terra Bella Avenue, Mountain View, CA 94043 (street address, city, state, zip) Paragraph: In the event of any conflict between the provisions of this Addendum and the printed provisions of the Lease, this Addendum shall control. AIR CRE * https://www.aircre.com * 213-687-8777 * contracts@aircre.com NOTICE: No part of these works maybe reproduced in any form without permission in writing. 51. RENEWAL OPTION: Tenant shall have one (1) option to renew the Lease for a period of four (4) months at the same Rent. Tenant must give written notice no later than 15 days from the Lease Expiration Date. 52. LANDLORD TENANT IMPROVEMENTS: Landlord at Landlord's sole cost and expense shall deliver the property cleaned, all materials removed, all utilities and affixed equipment in good condition and the building water -tight and in good condition. 53. TENANT IMPROVEMENTS: Tenant at Tenant's sole cost and expense shall have the ability to make cosmetic, non-structural alterations to the inside of the Premises that do not affect the building systems. 54. SIGNS: Lessee shall install Lessee's signage on the exterior of the Building and monument at Lessee's expense. This shall be subject to the Owners sign policy and the City of Mountain View. 55•PARKING: Lessee shall be able to park on the street as available and shall have the exclusive use of the secure yard and driveway. 56. FIRST RIGHT OF REFUSAL: Lessee shall have the option at any time during the term or any extension thereof to exercise its right to purchase the property at a mutually agreeable price. If Lessor shall have received an acceptable bona fide offer to purchase the property during the lease term or any extension thereof Lessor shall give written notice of its intent to sell to Lessee, together with an executed copy of the offer setting forth all of the terms of the proposed purchase and identifying the prospective purchaser. Lessee shall then have an option exercisable in writing for a period of ten (io) days to purchase the property from Lessor on the same terms and conditions as set forth in the offer. 57. SELF -INSURED: Lessee is self -insured. Lessee shall deliver evidence of self -insured coverage for general liability, bodily injury, and property damage, and Landlord agrees to accept such evidence in lieu of the policies required by Paragraph 8(a). INITIALS © 2017 AIR CRE. All Rights Reserved. ADD -1.03, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 1 of 2 Item 9: Staff Report Pg. 20 Packet Pg. 72 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 Attachment A - 975 Terra 58. INDEMNITY: To the extent permitted bylaw, Lessor agrees to protect, less and Bella Lease Agreement indemnify City, its City Council, commissions, officers, agents, volunteers, atiu elllpluyees i om and against any claim, injury, liability, loss, cost, and/or expense or damage, however same may be caused, including all costs and reasonable attorney's fees in providing a defense to any claim arising therefrom for which City shall become legally liable arising from Lessor's sole or active negligence with respect to or in any way connected with this Lease. Lessee shall give the (lessor or owner) immediate notice of any claim or liability hereby indemnified against. This indemnity shall be in addition to the Hazardous Materials indemnity contained in this Lease and shall survive shall survive the expiration of or early termination of the Lease Term. 59. DISPUTE RESOLUTION: 59.1 Unless otherwise mutually agreed to, any controversies between Lessee and Lessor regarding the construction or application of this Lease, and claims arising out of this Lease or its breach shall be submitted to mediation within thirty (30) days of the written request of one Party after the service of that request on the other Party. 59.2 The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours). The Parties may agree to extend the time allowed for mediation under this Lease. 59.3 The costs of mediation shall be borne by the Parties equally. 59.4 Mediation under this section is a condition precedent to filing an action in any court. In the event of litigation arising out of any dispute related to this Lease, the costs of mediation shall not be recoverable by the Prevailing Party as part of any attorneys' fees awarded under Paragraph 31 of this Lease. INITIALS © 2017 AIR CRE. All Rights Reserved. ADD -1.03, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 2 of 2 Item 9: Staff Report Pg. 21 Packet Pg. 73 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 F4 r' C Attachment A-975Terra �,I M0I Bella Lease Agreement 10i tracts DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP (As required by the Civil Code) When you enter into a discussion with a real estate agent regarding a real estate transaction, you should from the outset understand what type of agency relationship or representation you wish to have with the agent in the transaction. SELLER'S AGENT A Seller's agent under a listing agreement with the Seller acts as the agent for the Seller only. A Seller's agent or a subagent of that agent has the following affirmative obligations: To the Seller: A fiduciary duty of utmost care, integrity, honesty and loyalty in dealings with the Seller. To the Buyer and the Seller: (a) Diligent exercise of reasonable skill and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith. (c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the parties. An agent is not obligated to reveal to either party any confidential information obtained from the other party that does not involve the affirmative duties set forth above. BUYER'S AGENT A Buyer's agent can, with a Buyer's consent, agree to act as agent for the Buyer only. In these situations, the agent is not the Seller's agent, even if by agreement the agent may receive compensation for services rendered, either in full or in part from the Seller. An agent acting only for a Buyer has the following affirmative obligations: To the Buyer: A fiduciary duty of utmost care, integrity, honesty and loyalty in dealings with the Buyer. To the Buyer and the Seller: (a) Diligent exercise of reasonable skill and care in performance of the agent's duties. (b) A duty of honest and fair dealing and good faith. (c) A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the parties. An agent is not obligated to reveal to either party any confidential information obtained from the other party that does not involve the affirmative duties set forth above. AGENT REPRESENTING BOTH SELLER AND BUYER A real estate agent, either acting directly or through one or more salesperson and broker associates, can legally be the agent of both the Seller and the Buyer in a transaction, but only with the knowledge and consent of both the Seller and the Buyer. In a dual agency situation, the agent has the following affirmative obligations to both the Seller and the Buyer: (a) A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either the Seller or the Buyer. (b) Other duties to the Seller and the Buyer as stated above in their respective sections. In representing both Seller and Buyer, a dual agent may not, without the express permission of the respective party, disclose to the other party confidential information, including, but not limited to, facts relating to either the Buyer's or Seller's financial position, motivations, bargaining position, or other personal information that may impact price, including the Seller's willingness to accept a price less than the listing price or the Buyer's willingness to pay a price greater than the price offered. SELLER AND BUYER RESPONSIBILITIES Either the purchase agreement or a separate document will contain a confirmation of which agent is representing you and whether that agent is representing you exclusively in the transaction or acting as a dual agent. Please pay attention to that confirmation to make sure it accurately reflects your understanding of your agent's role. The above duties of the agent in a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect his or her own interests. You should carefully read all agreements to assure that they adequately express your understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired, consult a competent professional. If you are a Buyer, you have the duty to exercise reasonable care to protect yourself, including as to those facts about the property which are known to you or within your diligent attention and observation. Both Sellers and Buyers should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change. Throughout your real property transaction you may receive more than one disclosure form, depending upon the number of agents assisting in the transaction. The law requires each agent with whom you have more than a casual relationship to present you with this disclosure form. You should read its contents each time it is presented to you, considering the relationship between you and the real estate agent in your specific transaction. This disclosure form includes the provisions of Sections 2079.13 to 2079.24, inclusive, of the Civil Code set forth on page 2. Read it carefully. I/WE ACKNOWLEDGE RECEIPT OF A COPY OF THIS DISCLOSURE AND THE PORTIONS OF THE CIVIL CODE PRINTED ON THE BACK (OR A SEPARATE PAGE). ❑ Buyer ❑ Seller Lessor ❑ Lessee Date: ❑ Buyer ❑ Seller ❑ Lessor ❑ Lessee Agent: Avison Young DRELic.#: 01914446 Real Estate Broker (Firm) By: Brian Mason DRE Lic. #: 0122 93 63 Date: (Salesperson or Broker -Associate) DS DS ES INITIALS INITIALS © 2019 AIR CRE. All Rights Reserved. AD -3.01, Revised 10-22-2020 Date: Last Edited: 8/26/2024 2:35 PM Page 1 of 4 Item 9: Staff Report Pg. 22 Packet Pg. 74 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 THIS FORM HAS BEEN PREPARED BY AIR CRE. NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ADEQUACY OF Attachment A - 975Terra IC TRANSACTION. PLEASE SEEK LEGAL COUNSEL AS TO THE APPROPRIATENESS OF THIS FORM. LBeIIa Lease Agreement INITIALS © 2019 AIR CRE. All Rights Reserved. AD -3.01, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 2 of 4 Item 9: Staff Report Pg. 23 Packet Pg. 75 of 276 Docusign Envelope ID: A0CB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP Attachment A - 975 Terra CIVIL CODE SECTIONS 2079.13 THROUGH 2079.24 (2079.16 APPEARS ON THE Bella Lease Agreement 2079.13. As used in Sections 2079.7 and 2079.14 to 2079.24, inclusive, the following terms have the following meanings: (a) "Agent" means a person acting under provisions of Title 9 (commencing with Section 2295) in a real property transaction, and includes a person who is licensed as a real estate broker under Chapter 3 (commencing with Section 10130) of Part 1 of Division 4 of the Business and Professions Code, and under whose license a listing is executed or an offer to purchase is obtained. The agent in the real property transaction bears responsibility for that agent's salespersons or broker associates who perform as agents of the agent. When a salesperson or broker associate owes a duty to any principal, or to any buyer or seller who is not a principal, in a real property transaction, that duty is equivalent to the duty owed to that party by the broker for whom the salesperson or broker associate functions. (b) "Buyer" means a transferee in a real property transaction, and includes a person who executes an offer to purchase real property from a seller through an agent, or who seeks the services of an agent in more than a casual, transitory, or preliminary manner, with the object of entering into a real property transaction. "Buyer" includes vendee or lessee of real property. (c) "Commercial real property" means all real property in the state, except (1) single-family residential real property, (2) dwelling units made subject to Chapter 2 (commencing with Section 1940) of Title 5, (3) a mobile home, as defined in Section 798.3, (4) vacant land, or (5) a recreational vehicle, as defined in Section 799.29. (d) "Dual agent" means an agent acting, either directly or through a salesperson or broker associate, as agent for both the seller and the buyer in a real property transaction. (e) "Listing agreement" means a written contract between a seller of real property and an agent, by which the agent has been authorized to sell the real property or to find or obtain a buyer, including rendering other services for which a real estate license is required to the seller pursuant to the terms of the agreement. (f) "Seller's agent" means a person who has obtained a listing of real property to act as an agent for compensation. (g) "Listing price" is the amount expressed in dollars specified in the listing for which the seller is willing to sell the real property through the seller's agent. (h) "Offering price" is the amount expressed in dollars specified in an offer to purchase for which the buyer is willing to buy the real property. (i) "Offer to purchase" means a written contract executed by a buyer acting through a buyer's agent that becomes the contract for the sale of the real property upon acceptance by the seller. (j) "Real property" means any estate specified by subdivision (1) or (2) of Section 761 in property, and includes (1) single-family residential property, (2) multi -unit residential property with more than four dwelling units, (3) commercial real property, (4) vacant land, (5) a ground lease coupled with improvements, or (6) a manufactured home as defined in Section 18007 of the Health and Safety Code, or a mobile home as defined in Section 18008 of the Health and Safety Code, when offered for sale or sold through an agent pursuant to the authority contained in Section 10131.6 of the Business and Professions Code. (k) "Real property transaction" means a transaction for the sale of real property in which an agent is retained by a buyer, seller, or both a buyer and seller to act in that transaction, and includes a listing or an offer to purchase. (I) "Sell," "sale," or "sold" refers to a transaction for the transfer of real property from the seller to the buyer and includes exchanges of real property between the seller and buyer, transactions for the creation of a real property sales contract within the meaning of Section 2985, and transactions for the creation ofa leasehold exceeding one year's duration. (m) "Seller" means the transferor in a real property transaction and includes an owner who lists real property with an agent, whether or not a transfer results, or who receives an offer to purchase real property of which he or she is the owner from an agent on behalf of another. "Seller" includes both a vendor and a lessor of real property. (n) "Buyer's agent" means an agent who represents a buyer in a real property transaction. 2079.14. A seller's agent and buyer's agent shall provide the seller and buyer in a real property transaction with a copy of the disclosure form specified in Section 2079.16, and shall obtain a signed acknowledgment of receipt from that seller and buyer, except as provided in Section 2079.15, as follows: (a) The seller's agent, if any, shall provide the disclosure form to the seller prior to entering into the listing agreement. (b) The buyer's agent shall provide the disclosure form to the buyer as soon as practicable prior to execution of the buyer's offer to purchase. If the offer to purchase is not prepared by the buyer's agent, the buyer's agent shall present the disclosure form to the buyer not later than the next business day after receiving the offer to purchase from the buyer. 2079.15. In any circumstance in which the seller or buyer refuses to sign an acknowledgment of receipt pursuant to Section 2079.14, the agent shall set forth, sign, and date a written declaration of the facts of the refusal. 2079.16 Reproduced on Page 1 of this AD form. 2079.17(a) As soon as practicable, the buyer's agent shall disclose to the buyer and seller whether the agent is acting in the real property transaction as the buyer's agent, or as a dual agent representing both the buyer and the seller. This relationship shall be confirmed in the contract to purchase and sell real property or in a separate writing executed or acknowledged by the seller, the buyer, and the buyer's agent prior to or coincident with execution of that contract by the buyer and the seller, respectively. (b) As soon as practicable, the seller's agent shall disclose to the seller whether the seller's agent is acting in the real property transaction as the seller's agent, or as a dual agent representing both the buyer and seller. This relationship shall be confirmed in the contract to purchase and sell real property or in a separate writing executed or acknowledged by the seller and the seller's agent prior to or coincident with the execution of that contract by the seller. (C) CONFIRMATION: The following agency relationships are confirmed for this transaction. Seller's Brokerage Firm DO NOT COMPLETE, SAMPLE ONLY License Number Is the broker of (check one): O the seller; or O both the buyer and seller. (dual agent) Seller's Agent DO NOT COMPLETE, SAMPLE ONLY License Number Is (check one): ❑ the Seller's Agent. (salesperson or broker associate); or O both the Buyer's Agent and the Seller's Agent. (dual agent) Buyer's Brokerage Firm DO NOT COMPLETE, SAMPLE ONLY License Number Is the broker of (check one): O the buyer; or O both the buyer and seller. (dual agent) Buyer's Agent DO NOT COMPLETE, SAMPLE ONLY License Number Is (check one): O the Buyer's Agent. (salesperson or broker associate); or O both the Buyer's Agent and the Seller's Agent. (dual agent) (d) The disclosures and confirmation required by this section shall be in addition to the disclosure required by Section 2079.14. An agent's duty to provide disclosure and confirmation of representation in this section may be performed by a real estate salesperson or broker associate affiliated with that broker. 2079.18 (Repealed pursuant to AB -1289, 2017-18 California Legislative session) 2079.19 The payment of compensation or the obligation to pay compensation to an agent by the seller or buyer is not necessarily determinative of a particular agency relationship between an agent and the seller or buyer. A listing agent and a selling agent may agree to share any compensation or commission paid, or any right to any compensation or commission for which an obligation arises as the result of a real estate transaction, and the terms of any such agreement shall not necessarily be determinative of a particular relationship. 2079.20 Nothing in this article prevents an agent from selecting, as a condition of the agent's employment, a specific form of agency relationship not specifically INITIALS © 2019 AIR CRE. All Rights Reserved. AD -3.01, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 3 of 4 Item 9: Staff Report Pg. 24 Packet Pg. 76 of 276 Docusign Envelope ID: AOCB2D85-2C3B-49BD-91 B4-A968AD802F7F Item 9 Attachment A - 975 Terra prohibited by this article if the requirements of Section 2079.14 and Section 2079.17 are complied with. 2079.21 (a) A dual agent may not, without the express permission of the seller, disclose to the buyer any confidential inform Bella Lease Agreement eller. (b) A dual agent may not, without the express permission of the buyer, disclose to the seller any confidential information obtained from the buyer. (c) "Confidential information" means facts relating to the client's financial position, motivations, bargaining position, or other personal information that may impact price, such as the seller is willing to accept a price less than the listing price or the buyer is willing to pay a price greater than the price offered. (d) This section does not alter in any way the duty or responsibility of a dual agent to any principal with respect to confidential information other than price. 2079.22 Nothing in this article precludes a seller's agent from also being a buyer's agent. If a seller or buyer in a transaction chooses to not be represented by an agent, that does not, of itself, make that agent a dual agent. 2079.23 (a) A contract between the principal and agent may be modified or altered to change the agency relationship at any time before the performance of the act which is the object of the agency with the written consent of the parties to the agency relationship. (b) A lender or an auction company retained by a lender to control aspects of a transaction of real property subject to this part, including validating the sales price, shall not require, as a condition of receiving the lender's approval of the transaction, the homeowner or listing agent to defend or indemnify the lender or auction company from any liability alleged to result from the actions of the lender or auction company. Any clause, provision, covenant, or agreement purporting to impose an obligation to defend or indemnify a lender or an auction company in violation of this subdivision is against public policy, void, and unenforceable. 2079.24 Nothing in this article shall be construed to either diminish the duty of disclosure owed buyers and sellers by agents and their associate licensees, subagents, and employees or to relieve agents and their associate licensees, subagents, and employees from liability for their conduct in connection with acts governed by this article or for any breach of a fiduciary duty or a duty of disclosure. AIR CRE * https://www.aircre.com * 213-687-8777 * contracts@aircre.com NOTICE: No part of these works maybe reproduced in any form without permission in writing. INITIALS © 2019 AIR CRE. All Rights Reserved. AD -3.01, Revised 10-22-2020 DS DS ES INITIALS Last Edited: 8/26/2024 2:35 PM Page 4 of 4 Item 9: Staff Report Pg. 25 Packet Pg. 77 of 276 Property Aerial Item 9 [Attachment B -975 Terra Bella Site ■ Item 10 Item 10 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: IT Department Meeting Date: October 7, 2024 Report #:2408-3399 TITLE Approval of Two Purchase Orders, 4525000111 and S25192604 with ePlus Technology Inc. to procure Data Center Equipment and Implementation for Fiber -to -the -Premises for a Three -Year Term with an Amount Not -To -Exceed $543,134; CEQA Status — Mitigated Negative Declaration Approved June 2024. RECOMMENDATION Staff recommends that City Council approve and authorize the City Manager or their designee to execute two purchase orders 4525000111 and S25192604 with ePlus Technology, INC., utilizing two cooperative agreements, NASPO AR3227, California Participating Addendum (3-18- 70-1448C) and an Agreement with OMNIA Partners — TD Synnex — R200803 for the purchase of data center equipment for Fiber -to -the -Premises for a term of three years and a total not -to - exceed $543,134. EXECUTIVE SUMMARY Approval for two purchase orders for the data center networking equipment and professional services for design, configuration, implementation, and support needed to continue to build the City's Fiber -to the -Premises (FTTP) Project providing broadband high-speed internet directly to Palo Alto homes and businesses. The purpose of ordering the equipment now is because the lead time on the delivery of the equipment is at least 60 days. The data center will support FTTP subscribers and hosted in a private cage in an Equinix Data Center in Palo Alto. BACKGROUND On December 19, 2022, City Council directed staff to proceed with the Fiber Expansion Plan to implement the Fiber Rebuild project and Phase 1 of the Fiber -to -the -Premises (FTTP) project. In Phase 1, FTTP would be built out in selected areas of the city and expanded gradually (Staff Report ID 148001). Construction of the new fiber backbone in the Fiber Rebuild project and last 'Staff Report ID 14800: https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes- reports/reports/city-ma nager-reports-cm rs/2022/12-19-2022-id-14800. pdf Item 10: Staff Report Pg. 1 Packet Pg. 79 of 276 Item 10 Item 10 Staff Report mile infrastructure to provide FTTP broadband internet to the community in the FTTP project will be a significant undertaking for the City. On June 19, 2023, Council approved the FY 2024 Capital Budget with both the new FTTP Project (FO -24000), and Grid Modernization for Electrification Project (EL -24000). The approval of the electrification project accelerated efforts to align electrification and fiber construction, which impacted the Fiber Expansion Plan. Staff was directed to explore opportunities to align the grid modernization project and projects under the Fiber Expansion Plan to help minimize utility engineering pole make-ready work, pole replacements, noise disruption, and construction activity in neighborhoods. On December 18, 20232, to execute on Council's direction, staff informed Council that a pilot would be deployed to evaluate how alignment of fiber and grid modernization projects may help control project costs, minimize construction impacts to the community, and prevent major delays. Activities essential to the roll -out of the pilot were highlighted as well, such as the California Environmental Quality Act (CEQA) determination and purchase of a fiber hut. ANALYSIS Fiber -to -the -Premises consists of the construction of a fiber optic backbone and fiber distribution infrastructure to provide communication services throughout the City of Palo Alto. FTTP would provide municipal high-speed internet service to residences and businesses in Palo Alto. The proposed project includes the following main components: 1. Installation of approximately 194 miles of fiber optic cables (consisting of about 90 miles of below -ground installation and 104 miles of aerial installation using existing utility poles); 2. Installation of approximately two local aggregation sites either inside modular communications shelters (i.e., fiber huts) or enclosed within existing commercial buildings; 3. Installation of approximately 4,200 underground utility vaults and 147 aboveground utility cabinets; and, 4. Fiber internet connections directly to subscribing customers' homes and/or businesses ("subscribers"). To ensure reliable internet services, implementing robust core network equipment and services is critical. The core network and services aim to provide subscribers access to the WWW (World Wide Web), including digital content such as public websites, digital streaming, online education, online shopping, etc. The hardware and services purchased will scale as subscribers 2 December 18, 2023 https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes- reports/reports/city-ma nager-reports-cm rs/2023/12-11-2023-id-2309-2094. pdf Item 10: Staff Report Pg. 2 Packet Pg. 80 of 276 Item 10 Item 10 Staff Report grow, which means the hardware is scalable to meet increasing demands while purchasing the minimum amount of licensing to reduce initial costs. The professional services contract will assist with the carrier -grade network's design, configuration, implementation, and operations. These POs are for the purchase of an initial phase of equipment and installation, including Routers, software and installation services. Procurement Process The City's procurement policies and procedures provide for the purchase of goods and services through cooperative purchasing agreements as permitted by PAMC section 2.30.360(j). A cooperative purchase agreement is a contract that allows multiple entities to purchase goods and services at pre -negotiated prices. The goal of a cooperative purchase agreement is to combine demand from multiple entities to achieve a more economical purchase. The Cooperative Agreements utilized for these two purchase orders execute similar procurement methods as the City performs such as soliciting service providers, review and evaluation of qualifications and pricing, and negotiation of contract terms. Staff selected the vendor based on providing the best discounts, being flexible, and extensive experience building new internet service provider infrastructures. FISCAL/RESOURCE IMPACT Funding for these Purchase Orders are available in the Fiscal Year 2025 Fiber Fund in the FTTP Project (FO -24000). No additional funding for these purchase orders is being requested. STAKEHOLDER ENGAGEMENT Staff continues to engage with the community on the FTTP and Grid Modernization Projects primarily through the City's Finance Committee and Utilities Advisory Commission discussions which are open to the public to participate and share feedback. On November 7, 2023, the Finance Committee was updated on the Fiber Master Plan, which included the pilot program area to align FTTP with the Electric grid modernization project. The Finance Committee provided feedback on timeline, costs, and alignment of FTTP to grid modernization (Staff Report #2309-20823). In addition, staff continues to share updates through the Palo Alto Fiber project webpage54, City communications channels such as social medial, Medium.com blog6and interactive Palo Alto Fiber Hubs7. ENVIRONMENTAL REVIEW The FTTP Project has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the 3 Finance Committee staff report 2309-2082, https://www.citvofpaloalto.org/files/assets/public/v/1/agendas- minutes-reports/reports/city-manager-reports-cmrs/2023/11-7-2023 2309-2082-mini-packet.pdf ' Palo Alto Fiber Webpage, https://www.citVofpaloalto.org/paloaltofiber 5 City Social Media Channels, https://www.cityofpaloalto.org/connect 6 Palo Alto Connect, https://medium.com/@paloaltoconnect ' Palo Alto Fiber Hub, https://fiber-palo-alto.hub.arcgis.com/ Item 10: Staff Report Pg. 3 Packet Pg. 81 of 276 Item 10 Item 10 Staff Report environmental regulations of the City. An Initial Study -Mitigated Negative Declaration has been prepared and was circulated for a 30 -day public review beginning on May 1, 2024, and ending on May 31, 2024. A final IS/MND that incorporated revisions, as appropriate, based on public comments published on June 6, 2024. The analysis in the IS/MND includes evaluation of the fiber hut. The IS/MND concludes that no significant and unavoidable impacts are anticipated for the proposed project. Mitigation is incorporated to mitigate potential impacts on air quality, biological resources, cultural resources, geology and soils, hazards and hazardous materials, hydrology and water quality, Transportation, and tribal cultural resources to a less than significant level. The City received five comments letters on the proposed project during the MND circulation period. These comments were from one member of the public and four responsible agencies for the proposed project: Caltrans, Valley Water, Santa Clara County, and California Department of Fish and Wildlife (CDFW). Comments from the member of the public were not related to the environmental analysis. Comments from the responsible agencies primarily indicated the permits that would be required for work in certain areas for which they have jurisdiction. Comments from CDFW recommended additional measures for the protection of Crotch's Bumble Bee, California Ridgeway's Rail and Black Rail. While the City concluded that impacts on these species would be less than significant, the city has agreed to implement these additional measures to further reduce impacts on those species. This is detailed further in the Final MND. An e-mail has been sent to each commenter responding to their comments and, where applicable, indicating where their comments have been addressed in the Final MND. A link to the Final IS/MND and MMRP are included in the City of Palo Alto Fiber webpage8 ATTACHMENTS Attachment A: 4525000111 EPLUS TECHNOLOGY INC Attachment B: S25192604 EPLUS TECHNOLOGY INC APPROVED BY: Darren Numoto, Chief Information Officer 8 City of Palo Alto Fiber Webpage, https://www.cityofpaloalto.org/paloaltofiber Item 10: Staff Report Pg. 4 Packet Pg. 82 of 276 Vendor Address City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 Tel:(650)329-2271 Fax:(650)329-2468 EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 ship Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Rill Tn. ASD City of Palo Alto 250 Hamilton Avenue Palo Alto CA 94301 Item 10 Attachment A- 4525000111 [PLUS TECHNOLOGY INC Purchase Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number 4525000111 Date 08/27/2024 Vendor No. 102667-01 Payment Terms Payment Due 30 days FOB Point F.O.B Destination Ship via Ship Best Way Required Date 09/16/2024 Buyer/Phone Alice Harrison / 650-329-2173 Email Alice. Harrison@CityofPaloAlto.org DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Item Material/Description Quantity UM Net Price Net Amount This City of Palo Alto (City) Purchase Order agreement (PO) is entered into by and between City and ePLUS, an authorized reseller to Cisco, pursuant to State of California Department of General Services Participating Addendum No. 7-20-70-47-01 with Cisco for the purchase of Cisco Edge routers, support software, and NCS core routers as detailed in this PO. In entering into this PO, ePLUS. represents and warrants that it is an authorized reseller for Cisco consistent with Section 8 (Authorized Resellers) of California Participating Addendum No. 7-20-70-47-01. TERM: September 16, 2024 through September 17, 2027 This PO hereby attaches and incorporates the following contract documents into this PO by reference as though fully set forth herein: 1)Cisco NASPO AR3227 Master Agreement 2)Cisco CA Participating Addendum 7-20-70-47-01 3)Cisco Systems CA Participating Addendum 7-20-70-47-01 Amendment No. I 4)California General Provisions # Information Technology (GSPD 4 011 T) (eff. 9.5.2 014) 5)California Cloud Computing SAAS General Provisions (eff. 6.7.2019) (MA Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 5 1 Packet Pg. 83 of 276 City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 LIFOR�1 Tel:(650)329-2271 Fax:(650)329-2468 Vendor Address EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 shop Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Hill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment A - 4525000111 EPLUS TECHNOLOGY INC Purchase Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number Date Vendor No. Payment Terms FOB Point Ship via Required Date Buyer/Phone Email 4525000111 08/27/2024 102667-01 Payment Due 30 days F.O.B Destination Ship Best Way 09/16/2024 Alice Harrison / 650-329-2173 Alice. Harrison(aa)CitvofPaloAlto. DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Page 2 of 6 Item Material/Description Quantity UM Net Price Net Amount 6)California Cloud Computing Special Provisions for SAAS (eff. 3.15.2018) 7)City of Palo Alto Purchase Order Terms and Conditions (Goods) 0010 ASR-9902-FC Chassis 2 EA 40,500.63 81,001.26 ASR 9902 FLEXIBLE CONSUMPTION COMPACT CHASSIS, 2 R U Qty 2 ASR 9902 4 -POST MOUNTING KIT FOR 19 & 23 INCH RACK Qty 2 (no cost) ASR9000; OTHER NETWORK APPLICATIONS; FOR TRACKING ONLY Qty 2 (no cost) ASR 9900 FIXED CHASSIS ROUTE PROCESSOR SLOT FILLER Qty 2 (no cost) ASR 9000 FLEXIBLE CONSUMPTION BUSINESS MODEL - TRAC KING ONLY Qty 2 (no cost) ASR 9902 FCM CHASSIS HARDWARE TRACKING PID Qty 2 (no cost) NORTH AMERICA AC TYPE A POWER CABLE Qty 4 (no cost) CISCO ASR 9000 IOS XR 64 -BIT 3DES SW FOR 7.11 RLS - FCM Qty 2 (no cost) FLEXIBLE CONSUMPTION IOSXR Qty 2 (no cost) 57C3 BASE HARDWARE TRACKING PID Qty 2 (no cost) NCS 5500 MPA BLANK FILLER Qty 6 (no cost) NCS 57C3 FAN TRAY (40MM) CHASSIS PORT -S INTAKE Qty 8 (no cost) Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 6 1 Packet Pg. 84 of 276 City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 LIFOR�1 Tel:(650)329-2271 Fax:(650)329-2468 Vendor Address EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 shop Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Hill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment A - 4525000111 EPLUS TECHNOLOGY INC Purchase Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number Date Vendor No. Payment Terms FOB Point Ship via Required Date Buyer/Phone Email 4525000111 08/27/2024 102667-01 Payment Due 30 days F.O.B Destination Ship Best Way 09/16/2024 Alice Harrison / 650-329-2173 Alice. Harrison aa)CitvofPaloAlto. DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Page 3 of 6 Item Material/Description Quantity UM Net Price Net Amount NCS 57C3 FAN TRAY (60MM) CHASSIS PORT -S INTAKE Qty 4 (no cost) NCS 57C3 ACCESSORY KIT FOR 3RU CHASSIS Qty 2 (no cost) NCS 57C3 ROUTE PROCESSOR BLANK FILLER Qty 2 (no cost) NCS 57C3 AC 1600W POWER SUPPLY PORT -S INTAKE/ FRONT -TO -BACK Qty 4 (no cost) POWER CORD FOR AC V2 POWER MODULE (USA) Qty 4 (no cost) CORE & AGGR ESSENTIALS SIA V2.0 100G 3-5 YEAR TERM Qty 12 (no cost) CORE AMP AGGR ADVANTAGE NESTED SIA V2. Qty 12 (no cost) IOS-XR 7.10 TRACKING LICENSE Qty 2 (no cost) IOS XR 7.10 K9 SOFTWARE IMAGE Qty 2 (no cost) FLEXIBLE CONSUMPTION IOSXR Qty 2 (no cost) City PM: Darren.Numoto@CityofPaloAlto.org 0020 ASR -9902 -FAN Module 6 EA 350.03 2,100.18 ASR 9902 FAN MODULE Qty 6 0030 A99-RP-F-FC CHASSIS ROUTE PROCESSOR 2 EA 10,500.47 21,000.94 ASR 9900 FIXED CHASSIS ROUTE PROCESSOR FCM Qty 2 Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 7 1 Packet Pg. 85 of 276 City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 Lf> oR�1 Tel:(650)329-2271 Fax:(650)329-2468 Vendor Address EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 shop Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Rill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment A- 4525000111 [PLUS TECHNOLOGY INC Purchase Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number Date Vendor No. Payment Terms FOB Point Ship via Required Date Buyer/Phone Email 4525000111 08/27/2024 102667-01 Payment Due 30 days F.O.B Destination Ship Best Way 09/16/2024 Alice Harrison / 650-329-2173 Alice. Harrison aa)CitvofPaloAlto. DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Page 4 of 6 Item Material/Description Quantity UM Net Price Net Amount 0040 PWR-1.6KW-AC CHASSIS AC POWER SUPPLY 4 EA 907.33 3,629.32 ASR 9900 FIXED CHASSIS AC POWER SUPPLY Qty 4 0050 SD-AR1 K-ASR9902M 2 EA 7,520.36 15,040.72 NORTH AMERICA AC TYPE A POWER CABLE Qty 4 0060 SD-SWK-ADNED400 2 EA 4,802.36 9,604.72 SW SUPPORT NO UPG ADVANTAGE SOFTWARE RTU LICENSE P ER 400G Qty 2 0070 SD-AR1 K-A99RPFFC ASSIS ROUTEPROCESSOR 2 EA 1,789.34 3,578.68 AR LEVEL 1 NO SW SUP ASR 9900 FIXED CHASSIS ROUTE PROCESSOR Qty 2 0080 ADN-ED-400G-SIA3 2 EA 13,542.19 27,084.38 EDGE ADVANTAGE W/ ESSENTIALS SIA PER 400G FOR 36-5 9 MONTHS Qty 2 Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 8 1 Packet Pg. 86 of 276 City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 Lf> oR�1 Tel:(650)329-2271 Fax:(650)329-2468 Vendor Address EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 shop Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Rill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment A- 4525000111 [PLUS TECHNOLOGY INC Purchase Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number Date Vendor No. Payment Terms FOB Point Ship via Required Date Buyer/Phone Email 4525000111 08/27/2024 102667-01 Payment Due 30 days F.O.B Destination Ship Best Way 09/16/2024 Alice Harrison / 650-329-2173 Alice. Harrison aa)CitvofPaloAlto. DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Page 5 of 6 Item Material/Description Quantity UM Net Price Net Amount 0090 ADN-ED-400G-RTU1 SOFTWARE RTULICENSE 2 EA 22,683.16 45,366.32 EDGE ADVANTAGE WI ESSENTIALS SOFTWARE RTU LICENSE PER 400G Qty 2 0100 NCS-57C3-MOD-SYS 2 EA 34,511.36 69,022.72 NCS 57C3 BASE CHASSIS, FLEXIBLE CONSUMPTION NEED S MART LIC Qty 2 0110 NC57-MOD-RP2-E ROUTE PROCESSOR WITH SYNC 2 EA 7,548.85 15,097.70 NCS 5700 ROUTE PROCESSOR WITH SYNCE Qty 2 0120 SD-AR1 K-NCSSYSC3 LEVEL 1 NO SW SUP NCS 5 2 EA 8,094.34 16,188.68 AR LEVEL 1 NO SW SUP NCS 57C3 BASE CHASSI Qty 2 0130 SD-AR1K-NC57MODR 2 EA 1,594.36 3,188.72 AR LEVEL I NO SW SUP NCS 5700 ROUTE PROC W SYNCE Qty 2 Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 9 1 Packet Pg. 87 of 276 City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 Lf> oR�1 Tel:(650)329-2271 Fax:(650)329-2468 Vendor Address EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 shop Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Hill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment A- 4525000111 [PLUS TECHNOLOGY INC Purchase Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number Date Vendor No. Payment Terms FOB Point Ship via Required Date Buyer/Phone Email 4525000111 08/27/2024 102667-01 Payment Due 30 days F.O.B Destination Ship Best Way 09/16/2024 Alice Harrison / 650-329-2173 Alice. Harrison aa)CitvofPaloAlto. DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Page 6 of 6 Item Material/Description Quantity UM Net Price Net Amount 0140 SD-SWK-ESS1002G 12 EA 248.21 2,978.52 SW SUPPORT NO UPG CORE ANDAGGREGATION ESSENTIALS S WRIGHT-T Qty 12 0150 SD-SWK-ADN100GR 12 EA 442.87 5,314.44 SW SUPPORT NO UPG CORE AGGREGATION ADVANTAGENESTED SW RI Qty 12 0160 ESS-100G-RTU-2 12 EA 1,247.58 14,970.96 CORE & AGGREGATION ESSENTIALS SW RIGHT -TO -USE V2.0 100G Qty 12 0170 ADN-100G-RTU-2 12 EA 2,154.90 25,858.80 CORE & AGGREGATION ADVANTAGE WI ESSENTIALS SWRTU V2.0 100G Qty 12 Sub-Total ------------------------- 361,027.06 Sales Tax 17,506.51 (,;1M Al AAAIA A Total 378,533.57 l 'V VN • ' Wv f'W1 V4� Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 10 Packet Pg. 88 of 276 Vendor Address City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 Tel:(650)329-2271 Fax:(650)329-2468 EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 Ship Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Rill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment B- 525192604 EPLUS TECHNOLOGY INC Service Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number S25192604 Date 09/06/2024 Vendor No. 102667-01 Payment Terms Payment Due 30 days FOB Point Services Only Ship via Services as requested by CTY Term 09/16/2024 - 09/17/2027 Buyer/Phone Alice Harrison / 650-329-2173 Email Alice.Harrison@CityofPaloAlto.org DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Item Material/Description Quantity UM Net Price Net Amount This City of Palo Alto (City) Purchase Order agreement (PO) is entered into by and between City and ePLUS, Participating Addendum No. 7-15-70-34-013 with ePLUS for the purchase of professional service to design, configure, install, and deployment of the network elements, as detailed in this PO. TERM: September 19, 2024 through September 18, 2027 This PO hereby attaches and incorporates the following contract documents into this PO by reference as though fully set forth herein: 1. Statement of Work# 148046 2. City of Palo Alto Purchase Order Terms and Conditions (Service) 0010 e+ Completion of Prj Kick-off call 74,070 USE 1.00 74,070.00 SOW# City of Palo Alto-ISP Backbone -140846 OMNIA Partners - TD Synnex - R200803 Milestone I Completion of Project Kick-off Call City's Project Manager: Darren.Numoto@CityofPaloAlto.org (MA Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 11 1 Packet Pg. 89 of 276 City of Palo Alto Purchasing and Contract Administration P.O.Box 10250 Palo Alto CA 94303 LIFOR�1 Tel:(650)329-2271 Fax:(650)329-2468 Vendor Address EPLUS TECHNOLOGY INC 13595 DULLES TECHNOLOGY DR HERNDON VA 20171-3413 Tel: 703-984-8400 Fax: 703-984-8600 Ship Tn. Information Technology Services City of Palo Alto 250 Hamilton Ave., 2nd Floor Palo Alto CA 94301 Hill Tn. City of Palo Alto Account Payable P.O.Box 10250 Palo Alto, CA 94303 Item 10 Attachment B- 525192604 EPLUS TECHNOLOGY INC Service Order P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER PO Number Date Vendor No. Payment Terms FOB Point Ship via Term Buyer/Phone Email S25192604 09/06/2024 102667-01 Payment Due 30 days Services Only Services as requested by CTY 09/16/2024 - 09/17/2027 Alice Harrison / 650-329-2173 Alice. Harrison(a�CitvofPaloAlto. DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER ARRANGEMENTS ARE INDICATED HEREIN Page 2 of 2 Item Material/Description Quantity UM Net Price Net Amount 0020 e+ Approval of high-level design 2.12 32,920 USE 1.00 32,920.00 Milestone 2 Approval of High -Level Design - Section 2.12 0030 e+ Completion of Acceptance Testing 2.14 32,920 USE 1.00 32,920.00 Milestone 3 Completion of Acceptance Testing - Section 2.14 0040 e + Project Completion - Training/Deliver 24,690 USE 1.00 24,690.00 Milestone 4 Project Completion # Training # Section 2.15 and Deliverables # Section 2.2 Sub-Total ------------------------- 164,600.00 �I I'Il'A Al AAAIA A Total 164,600.00 vVL�NW • ' ''47'W V ' Chief Procurement Officer THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE SPECIFICATIONS - Any specification and /or drawings referred to and/or attached hereto are expressly made a part of this Purchase Order. DELIVERY - Please notify the City promptly if delivery cannot be made on or before the date specified. If partial shipment is authorized, so indicate on all documents. Complete packing lists must accompany each shipment. INVOICE - A separate invoice is required for each order. Send to address indicated above. Item 10: Staff Report Pg. 12 l Packet Pg. 90 of 276 Item 11 Item 11 Staff Report City Council Staff Report From: City Attorney CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: City Attorney ALTO Meeting Date: October 7, 2024 Report #:2409-3468 TITLE Adoption of a Resolution to Authorize the Acceptance of Electronic Government Claims RECOMMENDATION Staff recommends that the City Council adopt a resolution authorizing the acceptance of electronic claims in accordance with Senate Bill 1473 of the Local Government Omnibus Act of 2020, which amended Government Code Section 915 to allow for the electronic filing of government claims if expressly authorized by resolution of the public entity. BACKGROUND Government Code Section 915 traditionally required that government claims against public entities be delivered or mailed to the City in hard copy. Senate Bill 1473, enacted as part of the Local Government Omnibus Act of 2020, amended Government Code Section 915 to permit the electronic filing of claims against public entities, provided that such filing is expressly authorized by a resolution of the public entity. Palo Alto Municipal Code Section 2.28.230 also prescribes the methods for presentation of claims not otherwise governed under the Government Code or state law. This section requires that all claims be presented in the manner prescribed the Government Claims Act. ANALYSIS In response to the COVID-19 pandemic in 2020, the City began accepting electronic claims as a temporary measure to ensure continuity of services while adhering to public health guidelines. This practice proved to be highly effective, as staff observed that accepting electronic claims significantly enhanced customer service and increased operational efficiencies. Electronic claims can be submitted through the City's website at "Submit a Claim Against the City" (https://www.cityofpaloalto.org/Departments/City-Attorney/Submit-a-Claim-Against-the- City/). In addition, claims may still be submitted via email, mail, or in -person, with detailed Item 11: Staff Report Pg. 1 Packet Pg. 91 of 276 Item 11 Item 11 Staff Report instructions available on the same webpage. The adoption of this resolution will formalize the practice of accepting electronic claims, allowing the City to continue offering this convenient and efficient option for the public. FISCAL/RESOURCE IMPACT The fiscal impact of adopting this resolution is expected to be minimal. The City has already implemented electronic filing as part of its response to the COVID-19 pandemic, and any initial implementation costs have either already been incurred or will be offset by the operational efficiencies gained from accepting electronic claims. These efficiencies include reduced processing times, lower administrative costs, and decreased use of physical resources. As a result, the ongoing costs associated with maintaining the electronic claims system are anticipated to be negligible. STAKEHOLDER ENGAGEMENT With respect to claim filing procedures, the City Attorney's Office has collaborated with the Clerk's Office, IT and Communications. ENVIRONMENTAL REVIEW Adoption of this resolution is not subject to California Environmental Quality Act review because it does not meet the definition of a "project" under California Public Resource Code section 21065. ATTACHMENTS Attachment A: Resolution Authorizing the Acceptance of Electronically Filed Government Claims APPROVED BY: Molly Stump, City Attorney Item 11: Staff Report Pg. 2 Packet Pg. 92 of 276 NOT YET APPROVED Resolution No. Item 11 Attachment A - Resolution Authorizing the Acceptance of Electronically Filed Government Claims A Resolution of the City Council of the City of Palo Alto Authorizing the Acceptance of Electronically Filed Government Claims to the City of Palo Alto. RECITALS A. California Government Code Section 915 prescribes the methods for presentation and consideration of claims for money or damages against a public entity; and B. Palo Alto Municipal Code Section 2.28.230 prescribes methods for presentation and consideration of claims for money or damages not otherwise governed by the California Government Code Sections 900 etseq. (Government Claims Act), or another state law, and requires that such claims must be presented in the manner prescribed by the Government Claims Act, as may be amended; and C. Senate Bill 1473 Local Government Omnibus Act of 2020, effective January 1, 2021, amended California Government Code Section 915 to provide for electronic filing of claims if expressly authorized by a resolution of the public entity; and D. The City of Palo Alto desires to accept government claims and send notices of said government claims electronically to enhance customer service and increase efficiencies in City operations; and E. "Electronically" mean the transmission of a claim document by electronic address designated by the City of Palo Alto, and to the electronic address from which the claim was received unless otherwise requested. NOW, THEREFORE, the Council of the City of Palo Alto RESOLVES as follows: SECTION 1. The City Council hereby approves and authorizes the acceptance of electronically filed California government claims to the City of Palo Alto pursuant to California Government Code Section 915. // // Item 11: Staff Report Pg. 3 Packet Pg. 93 of 276 Item 11 Attachment A - NOT YET APPROVED Resolution Authorizing the Acceptance of SECTION 2. Adoption of this Resolution is not a project under Calif Electronically Filed Quality Act (CEQA) as defined in CEQA Guidelines, section 15378, because Government Claims resulting in either a direct or reasonably foreseeable indirect physical change in the environment. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk APPROVED AS TO FORM: Mayor APPROVED: Assistant City Attorney City Manager :a I for Item 11: Staff Report Pg. 4 Packet Pg. 94 of 276 Item 12 Item 12 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: City Manager ALTO Meeting Date: October 7, 2024 Report #:2408-3335 TITLE Approval of Contract Amendment Number 1 to Contract Number S24191026 with the Palo Alto Chamber of Commerce to Increase the not -to -exceed Amount by $40,000 to Provide Support for the 3rdThursday California Avenue Events (to a new total NTE of $95,000); CEQA status - Not a Project RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or their designee to execute Amendment No. 1 to Contract No. S24191026 with Palo Alto Chamber of Commerce (Attachment A) to further support the 3rdThursday California Avenue. This amendment results in a revised total contract not -to -exceed amount of $95,000. BACKGROUND The Palo Alto Chamber of Commerce is an independent, nonprofit membership association dedicated to enhancing the economic and civic vitality of Palo Alto and Silicon Valley. Established in 1910, the Chamber has served as a central hub for local business professionals to connect and engage with the broader community. It collaborates with a diverse membership that includes small businesses, retailers, hotels, restaurants, non-profit organizations, educational and health institutions, major corporations, and various other entities. The Chamber represents and advocates for the interests of over 75,000 local employees and professionals. It has supported well-known events within the city's business districts, such as the Palo Alto Festival of the Arts and 3rdThursday California Ave. The City of Palo partners with the Palo Alto Chamber of Commerce to provide marketing, promotions, and consensus -building efforts to attract, retain, and support existing and potential Palo Alto Businesses. Additionally, the Palo Alto Chamber of Commerce serves as the fiscal agent for the 3rdThursday musical festival on California Avenue. The Chamber of Commerce has affirmed its interest in collaborative efforts to support economic recovery and vitality and willingness to serve as a consultant for such efforts. Item 12: Staff Report Pg. 1 Packet Pg. 95 of 276 Item 12 Item 12 Staff Report ANALYSIS Economic Development and Transition is one of the City Council's four priorities for 2024. The Palo Alto Chamber of Commerce plays a crucial role in these efforts. In Fiscal Year 2024, contract S24191026 was established based on the City Council direction to allocate $50,000 to the Chamber to support local commerce initiatives as part of the FY 2024 Adopted Operating Budget. Following the mayor's announcement at the May 13th City Council meeting' to provide an additional $5,000 from the Council contingency for the 3rdThursday events, and with the Chamber serving as the fiscal agent for these events, this funding was combined with the Chamber's original allocation to streamline administrative processes. The initial contract had a not -to -exceed amount of $55,000. During the development and adoption of the Fiscal Year 2025 Operating Budget, the City Council approved $40,000 for 3rdThursday events as part of Citywide Special Events and Programming funding. As a result, the new not -to -exceed amount for contract S24191026 is recommended to be increased to $95,000. The funding for 3rd Thursdays is only to be used for direct costs not including any salaries. Since the Chamber is unique in its function and role, an exemption to competitive solicitation pursuant to Palo Alto Municipal Code section 2.30.360(d) was approved by the City Manager. The recommended action of this report is consistent with previous City Council direction but is before City Council for formal approval since it exceeds the City Manager's authority to approve. This expanded partnership was awarded to 3rd Thursday during the Fiscal Year 2025 budget process as one-time funding. For Fiscal Year 2026 and ongoing, staff will establish a process to determine how to disburse the funds for Special Events and Programming among various nonprofit partners. FISCAL/RESOURCE IMPACT Funding for this contract is available in the Fiscal Year 2025 Adopted Operating Budget approved by City Council on June 17, 2024. The City Council appropriated $246,000 in Fiscal Year 2025 for Citywide Special Events and Programming. In FY 2025 Council determined the $246,000 in funds would be disbursed as follows: • $150,000 for Magical Bridge • $45,000 for United Nations Association Film Festival 1 The Summary Minutes from the May 13, 2024 City Council meeting are available here: https://cityofpaloaIto.primegov.com/Public/CompiledDocument?meetingTemplateld=14266&compileOutputType =1 Item 12: Staff Report Pg. 2 Packet Pg. 96 of 276 Item 12 Item 12 Staff Report • $40,000 for 3rd Thursdays (via the Palo Alto Chamber of Commerce) • $11,000 for Environmental Volunteers For FY 2026 and ongoing, $235,000 is appropriated for Citywide Special Events and Programming and a process will be established by staff over the next year to determine how to disburse the funds as part of the annual budget process. STAKEHOLDER ENGAGEMENT The City has coordinated with the Chamber of Commerce regarding this contract amendment. ENVIRONMENTAL REVIEW This is not a "project" under CEQA regulation 15061(b)(3) because it can be seen with certainty that this event will not cause a significant effect on the environment. ATTACHMENTS Attachment A: Amendment No. 1 to contract S24191026 between the City of Palo Alto and Palo Alto Chamber of Commerce. APPROVED BY: Ed Shikada, City Manager Item 12: Staff Report Pg. 3 Packet Pg. 97 of 276 Docusign Envelope ID: 7241 D93D-E0ED-4066-8A64-8ACA2803162D Item 12 Attachment A - Amendment No. 1 to contract 524191026 AMENDMENT NO. 1 TO CONTRACT NO. S24191026 BETWEEN THE CITY OF PALO ALTO AND PALO ALTO CHAMBER OF COMMERCE Alto and Palo Alto Chamber of Commerce. This Amendment No. 1 (this "Amendment") to Contract No. S24191026 (the "Contract" as defined below) is entered into as of September 9, 2024, by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"), and PALO ALTO CHAMBER OF COMMERCE, a Nonprofit Organization, located at 355 Alma Street, Palo Alto, CA 94301 ("CONSULTANT"). CITY and CONSULTANT are referred to collectively as the "Parties" in this Amendment. RECITALS A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of initiating economic recovery and vitality, as detailed therein. B. The Parties now wish to amend the Contract in order to increase not to exceed compensation by Forty Thousand Dollars ($40,000) from Fifty -Five Thousand Dollars ($55,000) to Ninety -Five Thousand Dollars ($95,000), as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: a. Contract. The term "Contract" shall mean Contract No. S24191026 between CONSULTANT and CITY, dated June 20, 2024. b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 5.1 entitled "COMPENSATION" of the Contract is hereby amended to read as follows: "5.1 In consideration of the full performance of the Basic Services in Exhibit "A" to this Contract, including any authorized reimbursable expense, CITY will provide grant funding to CONSULTANT not to exceed Fifty -Five Thousand Dollars ($95,000.00) subject to Section 17.12 of this Contract." Vers.: Aug. 5, 2019 Page 1 of 3 Item 12: Staff Report Pg. 4 Packet Pg. 98 of 276 Docusign Envelope ID: 7241 D93D-E0ED-4066-8A64-8ACA2803162D Item 12 Attachment A - Amendment No. 1 to contract S24191026 SECTION 3. The following exhibit(s) to the Contract is/are hereby between the City of Palo , as indicated below, to read as set forth in the attachment(s) to this Amer Alto and Palo Alto are Chamber of Commerce. hereby incorporated in full into this Amendment and into the Contract by t a. Exhibit "A" entitled "SCOPE OF SERVICES", AMENDED, REPLACES PREVIOUS. SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 5. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: City Attorney or designee PALO ALTO CHAMBER OF COMMERCE Officer 1 DocuSigned by: LVL UJu DB9068F26648460... Name: Charlie Weidanz Title: CEO Attachments: Exhibit "A" entitled "SCOPE OF SERVICES", AMENDED, REPLACES PREVIOUS. Vers.: Aug. 5, 2019 Page 2 of 3 Item 12: Staff Report Pg. 5 Packet Pg. 99 of 276 Docusign Envelope ID: 7241 D93D-E0ED-4066-8A64-8ACA2803162D Item 12 Attachment A - Amendment No. 1 to EXHIBIT A SCOPE OF SERVICES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) BACKGROUND contract 524191026 between the City of Palo Alto and Palo Alto Chamber of Commerce. Palo Alto City Council directed staff to provide one-time funding to the Palo Alto Chamber of Commerce to provide marketing, promotions, and consensus -building efforts to attract, retain, and support existing and potential Palo Alto Businesses. The Palo Alto Chamber of Commerce affirmed interest in collaborative efforts to support economic recovery and vitality and willingness to serve as a consultant (CONSULTANT) for such efforts. SCOPE OF SERVICES CONSULTANT shall perform the following scope of services: 1. ECONOMIC RECOVERY The CITY shall provide funds of up to $50,000.00 to the CONSULTANT in accordance with the terms of this Agreement. The CONSULTANT shall use contract funds to engage with all businesses throughout Palo Alto for cross - promotional activities and small events. The CONSULTANT shall provide services with advanced, written authorization from the CITY. The CONSULTANT, at the CITY's project manager's request, shall submit a detailed written proposal including a description of the scope of services using the template in Exhibit A-1 of this Agreement. CONSULTANT shall include in each task order a proposed post -task report that briefly summarizes the task once it is complete and identifies what information will be included in the report, such as lists of businesses involved, number of participants, program goals and effectiveness. The CONSULTANT shall not bill more than 10% of the total contract award for administrative expenses. Administrative expenses are reasonable and customary expenses incurred to execute and manage contracts, coordinate with vendors, and invoicing. 2. FISCAL AGENT FOR 3RD THURSDAY The CITY shall provide funds of up to $45,000 to the CONSULTANT in accordance with the terms of this Agreement. The CONSULTANT shall use contract funds to support the activities of 3rdThursday in its role as fiscal agent for 3rd Thursday. The CONSULTANT shall keep these funds separate and distinct from economic recovery funding, which is to be used as described above. The CONSULTANT shall not bill more than 10% of the total contract award for administrative expenses. Administrative expenses are reasonable and customary expenses incurred to execute and manage contracts, coordinate with vendors, and invoicing. Vers.: Aug. 5, 2019 Page 3 of 3 Item 12: Staff Report Pg. 6 Packet Pg. 100 of 276 Certificate Of Completion Envelope Id: 7241D93DE0ED40668A648ACA2803162D Subject: Complete with Docusign: FINAL S24191026 Amendment No. 1.pdf Source Envelope: Document Pages: 3 Signatures: 1 Certificate Pages: 2 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 8/14/2024 4:55:36 PM Security Appliance Status: Connected Storage Appliance Status: Connected Signer Events Charlie Weidanz charlie@paloaltochamber.com CEO Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events steve guagliardo steve.guagliardo@cityofpaloalto.org Assistant to the City Manager Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Holder: Alice Harrison Alice.Harrison@CityofPaloAlto.org Pool: StateLocal Pool: City of Palo Alto Signature byEDI-Sil"Id it(1J(i1aj DB9068F26648460... Signature Adoption: Pre -selected Style Using IP Address: 50.215.11.242 Signature Status Status Status Status Status COPIED Ruth carias ruth.carias@cityofpaloalto.org COPIED Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Item 12 Attachment A - Amendment No. 1 to contract 524191026 Status: C between the City of Palo Alto and Palo Alto Chamber of Commerce. Envelope Originator: Alice Harrison 250 Hamilton Ave Palo Alto , CA 94301 Alice.Harrison@CityofPaloAlto.org IP Address: 98.35.81.247 Location: DocuSign Location: DocuSign Timestamp Sent: 8/14/2024 5:00:01 PM Resent: 8/19/2024 9:02:22 AM Viewed: 8/19/2024 2:24:39 PM Signed: 8/19/2024 2:25:03 PM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 8/19/2024 2:25:05 PM Sent: 8/19/2024 2:25:06 PM Viewed: 8/20/2024 7:40:28 PM Witness Events Signature Timestamp Notary Events Signature Timestamp ign Item 12: Staff Report Pg. 7 Packet Pg. 101 of 276 Item 12 Attachment A - Envelope Summary Events Status Timest Amendment No. 1 to Envelope Sent Hashed/Encrypted 8/14/2024 contract 524191026 Certified Delivered Security Checked 8/19/2024 between the City of Palo Signing Complete Security Checked 8/19/2024 Completed Security Checked 8/19/2024 Alto and Palo Alto Chamber of Commerce. Payment Events Status Timestamps Item 12: Staff Report Pg. 8 Packet Pg. 102 of 276 Item 13 Item 13 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Planning and Development Services ALTO Meeting Date: October 7, 2024 Report #:2409-3475 TITLE Adopt a Resolution to Amend Palo Alto's Baylands Priority Conservation Area to Conform to New Planning Criteria. CEQA: Not a 'Project' and is Exempt from CEQA Review. RECOMMENDATION Staff recommends that the City Council adopt the attached Resolution that seeks to amend the City's Baylands Priority Conservation Areas (PCA) to conform to recent Association of Bay Area Governments (MTC/ABAG) planning framework changes and authorize staff to submit the amendment to ABAG. BACKGROUND PCAs were conceived by MTC/ABAG as part of a planning framework established in 2007 as a way of recognizing areas with significant natural amenities and/or regional recreational potential. PCAs were nominated through a voluntary, locally driven process. PCAs are regionally significant open spaces identified for long-term protection. There are approximately 180 PCAs in the region currently. The MTC administers grants, which includes funds for investment in PCAs. Palo Alto has two PCAs (Foothills and Baylands) which were nominated on January 13, 2020 through City Council adoption of Resolution No. 9877; and subsequently accepted by ABAG/MTC as proposed. The Foothills PCA and Baylands PCA encompass publicly owned and City designated open space lands located within Palo Alto's jurisdictional boundaries. The current Baylands PCA stretches east of Highway 101 and East Bayshore Road between the southern City boundary and San Francisquito Creek, while the Foothills PCA is located west of Highway 280. The PCA refresh process was launched by MTC/ABAG in early 2022 and one of the objectives of the process was to develop accurate PCA boundaries to enable their greater use in regional analysis and planning. The change in PCA planning framework is also intended to address inconsistencies in the composition of current PCAs. The amendment process began in June 2024 and will conclude when the ABAG Executive Board re -designates amended PCA's, Item 13: Staff Report Pg. 1 Packet Pg. 103 of 276 Item 13 Item 13 Staff Report tentatively scheduled for November 2024. PCAs are voluntary designations, and as such, do not take precedence over local control. Under Government Code 65080 (b)(2)(K), a sustainable communities' strategy (Plan Bay Area) does not supersede a city's land use authority. ANALYSIS The 2024 PCA framework update is the first since 2007. MTC/ABAG is requiring updates to existing PCAs to conform to the new framework criteria, to ensure consistent mapped boundaries and regional consistency and cohesion. Attachment C is a ABAG brief on the amendment requirements. ABAG staff identified amendments that would be required for Palo Alto's Baylands PCA to meet new framework criteria. No amendments were identified as required for Palo Alto's Foothill PCA. As a result, the new framework has no impact on the boundary or composition of Palo Alto's existing Foothill PCA. Bavlands PCA The Bayland PCA must be amended to meet the following requirements: • PCAs may not encompass open waters of the San Francisco Bay. As a result, the area of the Baylands PCA that included the City limits over the Bay may not be maintained. • For PCAs within City limits, those with a natural land designation are only permitted along the shoreline or wetland areas. • The Baylands PCA areas not designated as "natural land" can instead be designated as for recreation. • The Baylands PCA included an area that is not designated for recreation or natural land (the Homekey site) Staff worked with ABAG staff to provide an amendment for City Council consideration that allows the existing PCA boundaries to be maintained to the extent feasible under the new framework criteria and maximizes the allowable PCA designations to open all available funding opportunities. This results in the existing Baylands PCA having two components: 1) a Natural Land, Recreation, and Climate Adaptation PCA; and 2) a Recreation and Climate Adaptation PCA. The first component includes the shoreline and western area of the existing PCA that is a low lying tidal and wetland habitat (east side of Renzel trail). The second component includes the remaining eligible areas of the existing PCA. No other changes are proposed to the Baylands PCA other than those required by the new ABAG PCA framework criteria. FISCAL/RESOURCE IMPACT There are no anticipated fiscal or budgetary impacts resulting from the PCA amendment request to conform to new program criteria. Continued designation allows the City to apply for funding opportunities in the future. Preparation of grant applications would require staff resources. Item 13: Staff Report Pg. 2 Packet Pg. 104 of 276 Item 13 Item 13 Staff Report ENVIRONMENTAL REVIEW Requesting an amendment to an existing PCA and the accompanying resolution is not a 'Project' as defined by CEQA and is exempted from CEQA Review. ATTACHMENTS • Attachment A: Resolution Amending the Palo Alto Baylands Priority Conservation Area • Attachment B: Baylands PCA Existing and Amended Boundary • Attachment C: PCA Amendment Briefer and PCA Characteristic Types APPROVED BY: Jonathan Lait, Planning and Development Services Director Item 13: Staff Report Pg. 3 Packet Pg. 105 of 276 Item 13 Attachment A - NOT YET APPROVED Resolution Amending the Palo Alto Baylands Resolution No. I Priority Conservation Resolution of the City Council of the City of Palo Alto Amen Area the Palo Alto Baylands Priority Conservation Area to Conform to New Regional Planning Framework Criteria RECITALS A. The Metropolitan Transportation Commission (MTC) and the Association of Bay Area Governments (ABAG) are preparing limited and focused updated to Plan Bay Area 2050 (the Plan), a long-range plan charting the course for the future of the nine -county San Francisco Bay Area; and B. The Plan serves as the Bay Area's Regional Transportation Plan and Sustainable Communities Strategy, outlining strategies for growth and investment through the year 2050; and C. Priority Conservation Areas (PCAs) are regionally significant areas to be protected and improved and include natural habitats, farms and ranchlands, recreation areas, urban green spaces and locations that can help fight the effects of climate change; and D. PCAs include nature preserves, public open spaces, farms, ranches, trails and include areas that would benefit from new or enhanced urban parks, urban greening, or nature - based climate adaptation solution; and E. The Plan framework includes locally nominated PCAs as locations to coordinate local and regional planning for the conservation of regionally significant areas which are adopted by the ABAG; and F. The designation of areas as PCAs opens grant funding opportunities for future conservation, restoration, and recreational projects dedicated to the preservation of both the city and the region; and G. The designation of an area as a PCA does not change the zoning, comprehensive plan, or other land use designation of the geographic area encompassed by the PCA, with local jurisdictions retaining full land use control; and H. On January 13, 2020 the City Council adopted a resolution nominating the Palo Alto Foothills and Baylands PCAs which were subsequently adopted by ABAG; In 2024 ABAG updated the PCA planning framework which includes new PCA criteria and in some cases requires amendments to existing PCAs which are scheduled for ABAG approval in November 2024; and J. Palo Alto's Baylands PCA requires an amendment to conform to the updated planning framework criteria established by ABAG. 0160155_kb_20240918_ayl6 1 Item 13: Staff Report Pg. 4 Packet Pg. 106 of 276 NOT YET APPROVED NOW THEREFORE, the Council of the City of Palo Alto does RESOLV Item 13 Attachment A - Resolution Amending the Palo Alto Baylands Priority Conservation Area SECTION 1. The Council hereby amends the Palo Alto Baylands Priority Conservation Area, as shown in Exhibit A, to conform to recent ABAG initiated changes to the PCA planning framework and authorizes staff to submit the required PCA amendment form to ABAG. INTRODUCED and PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney Mayor APPROVED: City Manager Director of Planning and Development Services 0160155_kb_20240918_ay16 2 Item 13: Staff Report Pg. 5 Packet Pg. 107 of 276 Item 13: Staff Report Pg. 6 Packet Pg. 108 of 276 Item 13: Staff Report Pg. 7 Packet Pg. 109 of 276 Item 13 Attachment C - PCA Amendment Briefer and Why existing PCAs are being amended? PCA Characteristic Types In May 2024, the ABAG Executive Board approved reforms to the Priority Conservation Area (PCA) planning framework which had not been substantially updated since the framework was created in 2007. A two-year PCA Refresh effort culminated in a Final Report which included reforms that add new structure to the PCAs. The added structure will ensure intentional boundaries for some PCAs that had vague coverage and will require all PCAs to meet new minimum mapping data criteria to ensure a regionally consistent framework backed by data. The goal of these reforms is to ensure a regionally cohesive set of PCA geographies that can be used across a greater array of regional planning and advocacy efforts. What is a PCA? PCAs are defined by two elements: (1) a mapped polygon geography, and (2) a designation as one or more of the five PCA types: • Natural Lands • Agricultural & Working Lands • Urban Greening • Recreation • Climate Adaptation PCAs are nominated by a local government entity; however, in the first round of PCA nominations in 2008, a handful of NGOs nominated PCAs. As part of this amendment process, the local government with land use authority over those areas will be invited to become the lead for those NGO-nominated PCAs and manage any necessary amendments. Timeline and Process to amend PCAs. The amendment process will occur over summer 2024. Jurisdictions can choose to complete the amendments themselves, or request MTC/ABAG staff to take the lead on mapping, providing MTC/ABAG staff with direction for the general approach they'd like to take. Both tracks will include a step for MTC/ABAG staff to verify the amended PCAs meet the eligibility criteria and for local governments to formalize the proposed amendment with the signature of a planning director, parks director, city administrator, or city manager. The ABAG Executive Board will take the final step to designate the package of proposed PCA amendments later this year. June I ABAG/MTC evaluates Local Jurisdiction PCAs and provides an reviews and example amendment determines an option(s). ammendent approach. ABAG/MTC staff is available via office hours to discuss amendment approaches. July - August Tentatively November 20 ABAG/MTC staff draft I Local Jurisdiction PCA amendment maps reviews and approves and ensure eligibility I the amendment. I4. criteria are met. ABAG Executve Board re -designates amended PCAs. Local Jurisdiction ABAG/MTC staff Local drafts PCA review maps to Jurisdiction amendment I I ensure eligibility I I approves the maps. criteria are met. amendment. Figure 1: Timeline and Process to Amend Existing PCAs. Following this phase of work to amend the existing PCAs, ABAG will open a call for new PCA nominations that will be open to all Bay Area jurisdictions. Item 13: Staff Report Pg. 8 Packet Pg. 110 of 276 Item 13 Attachment C - PCA Amendment Briefer and Outlining the general approaches to amend PCAs. PCA CharacteristicTypes Most of the 185 existing PCAs will need to be amended to meet the criteria of the updated framework. Amendments to PCAs will change the drawn extent of a PCA polygon geography and/or alter which PCA types are associated with the PCA. PCAs will be amended using one of the four approaches below: 1. adjust the PCA geography area, 2. reclassify the PCA types, sometimes removing or swapping PCA types, 3. split the PCA into two, or 4. combination of the above. Evaluating flags for existing PCAs. To support the amendment process, MTC/ABAG staff have evaluated each PCA across three criteria outlined in the PCA Refresh to inform the amendment needs of each PCA. The three evaluation criteria are described below. The attached spreadsheet outlines which PCAs meet or do not meet each evaluation criteria. When a criteria is not met, MTC/ABAG staff have included additional information. 1. Intersection with jurisdiction boundaries. The PCA Refresh defined Natural Land and Working Land PCA types as areas outside city limits or urban growth boundaries and defined Urban Greening as a PCA type specific to areas within city limits or urban growth boundaries. Recreation and Climate Adaptation can span either space. The first evaluation step was to determine if this condition was met for each PCA. For Natural Land and Working Land PCAs, is the geography fully outside urban growth boundaries and/or city limits? For Urban Greening PCAs, is the geography fully inside urban growth boundaries or city limits? 2. Intersection of PCAs and Eligibility Maps. In addition to whether a PCA falls inside or outside jurisdiction boundaries, eligibility maps further identify where regional data supports the PCA type designation. To preserve a greater share of existing PCAs, and to enable more flexibility to reflect some datasets have coarse boundaries (in particular urban greening), a 75% threshold was set to meet this requirement. 75% of the PCA must overlap with the eligibility map. An online mapping viewer includes existing PCA boundaries and eligibility maps. 3. Intersection between PCAs. Many PCAs overlap with other PCAs which makes using the geographies challenging for certain analysis, research, and planning. As part of the amendment phase, PCAs with overlapping segments should be adjusted to limit coverage to a single PCA. In addition to providing an evaluation of each PCA, MTC/ABAG staff have completed a visual scan of the PCA and have drafted an amendment option as a way to meet the new PCA framework criteria. This option is shared as a starting point to consider your amendment approach. Local jurisdictions are responsible for determining the approach they would like to take which may be different than the approach identified in the spreadsheet. Office hours with MTC/ABAG staff are available to discuss your questions. MTC/ABAG staff are available to assist local jurisdictions with amendments over summer 2024. If you have questions about the amendment process you can email Michael Germeraad or schedule a 30 minute meeting to discuss your amendment approach. Form to document the PCA amendment(s). The amendment will be formalized using the attached form which will require a director or higher signature from the lead local agency/jurisdiction. Two versions of the form are available, one which can be filled out for a single PCA at a time. The other enables multiple amendments with a single signature. Item 13: Staff Report Pg. 9 Packet Pg. 111 of 276 Item 13 Attachment C - PCA Amendment Briefer and PCA Characteristic Types NATURAL AGRICULTURAL / URBAN CLIMATE LANDS WORKING LANDS GREENING RECREATION ADAPTATION' WHERE DOES THIS PCA TYPE EXIST? IN LOCATIONS SUPPORTED BY DATA INSIDE CITY LIMITS OR UGB2 OUTSIDE CITY LIMITS OR UGB2 WHAT ACTIVITY IS SUPPORTED BY THIS PCA TYPE? PROTECTION AND PRESERVATION ENHANCEMENT WHAT APPROACH IS USED TO INTEGRATE EQUITY INTO PCAS? • PLACE -BASED APPROACHES I. PROGRAMMATIC APPROACHES 1 The new Climate Adaptation PCA type is an overlay — a PCA type that can be added to any other PCA type. The intent is for there not to be any stand-alone Climate Adaptation PCAs, but rather, Climate Adaptation PCAs that are at least one other PCA type. 2 Where Urban Growth Boundaries exist, they are used; elsewhere, City limits are used. In some rare cases, Urban Service Limits are used. 3 Eligible Natural Lands are inclusive of tidal areas (e.g. tidal wetlands, polder management, and non -urbanized upland migration areas.) within UGBs and City Limits when the lands are non -urbanized. FIGURE 4- PCA TYPE CHARACTERISTICS Criteria for the five PCA types that set where the PCA type exists, what activity is supported by the PCA type, and what approach is used to integrate equity. 1 11 Item 13: Staff Report Pg. 10 Packet Pg. 112 of 276 Item 14 Item 14 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Office of Emergency Services ALTO Meeting Date: October 7, 2024 Report #:2407-3313 TITLE Adopt a Resolution Approving a Local Hazard Mitigation Plan Volume I and II and Adopt the LHMP into the City's 2030 Comprehensive Plan Safety Element; CEQA status - Resolution 9270, no additional environmental review required. RECOMMENDATION Staff recommends the City Council: Adopt a resolution (Attachment A) approving the Palo Alto Local Hazard Mitigation Plan (LHMP) including Volume I of the 2023 County of Santa Clara Multi -Jurisdictional Hazard Mitigation Plan and Volume II the Palo Alto Jurisdictional Annex (Attachment B), and adopting this LHMP into the City's 2030 Comprehensive Plan Safety Element. EXECUTIVE SUMMARY Adoption of this resolution finalizes the local hazard mitigation planning process, required by FEMA by the Federal Disaster Mitigation Act of 2000 for eligibility in disaster mitigation funding, is administered by the County of Santa Clara, with each city providing an annex to the 2023 County of Santa Clara Multi -Jurisdictional Hazard Mitigation Plan (MJMHP). This is one of the 2024 City Council priority objectives. The MJHMP contains two Volumes: - Volume I: The Base Plan.' This is a robust and comprehensive document which describes the planning process, goals and objectives, county profile, descriptions of hazards of concern and assessment of risk and mitigation strategy. 1 Santa Clara County Multi -Jurisdictional Hazard Mitigation Plan, Volume I. https://www.cityofpaloalto.org/files/assets/public/v/1/oes/plans/final-vol-i-santa-clara-county-mihmp 7-26- 2024. pdf Item 14: Staff Report Pg. 1 Packet Pg. 113 of 276 Item 14 Item 14 Staff Report - Volume II: Jurisdictional Annexes.2 The Palo Alto Annex of the MJMHP is provided in this staff report in isolation from the other jurisdictional plans within the county. The jurisdictional annex describes the jurisdiction profile, public outreach and engagement, community capability assessment, hazard risk evaluation, and mitigation strategy. In the 2023 Palo Alto Annex, there are 17 actions being carried over from the 2017 plan, while staff recommended 10 new actions in the 2023 plan for a total of 27 mitigation actions the City will work towards over the next five-year planning cycle. The City shared information regarding public opportunities to participate in the draft plan update utilizing a digital survey and seven in -person and virtual public outreach meetings, and a public comment period. The City also has the opportunity to meet the requirements of Assembly Bill 2140 (2006), by incorporating the updated LHMP into the City's Safety Element of its Comprehensive Plan. AB 2140 compliance is not a requirement; however, if the City is compliant, it is eligible to be considered for an additional 6.25% local share to be funded by the state, essentially covering the entire local -share cost for eligible Public Assistance projects in the future. Therefore, the resolution also adopts the updated Palo Alto LHMP into the Safety Element, Policy S2.1, of the Comprehensive Plan, and also provides a web link to the updated LHMP within the Safety Element to comply with Cal 0ES guidance issued in April 2024.3 BACKGROUND The Federal Disaster Mitigation Act of 2000 (DMA 2000) requires all cities, counties, and special districts to adopt a LHMP to be eligible for participation in and to receive disaster mitigation funding from the Federal Emergency Management Agency (FEMA) Hazard Mitigation Grant Program (HMGP). The LHMP identifies strategies that reduce or eliminate long-term risk to people and property from the effects of natural disasters. It contains courses of action that the City currently follows, or may consider for future implementation, that reduce vulnerability and exposure to future disaster events. The LHMP, which assesses natural hazards, must be updated and adopted by resolution every five years for the City to be eligible for local disaster mitigation funds. In 2004 and 2010, the Association of Bay Area Governments (ABAG) led regional efforts to address hazard mitigation planning for jurisdictions within its area of responsibility. This 2 Santa Clara County Multi -Jurisdictional Hazard Mitigation Plan, Volume II. https://www.cityofpaloalto.org/files/assets/public/v/1/oes/plans/final vol-ii-santa-clara-mihmp city-of-palo-alto- annex-1.pdf 3 https://www.caIoes.ca.gov/wp-content/uploads/Hazard-Mitigation/Documents/AB-2 Item 14: Staff Report Pg. 2 Packet Pg. 114 of 276 Item 14 Item 14 Staff Report regional template was used by numerous counties and cities within the ABAG planning area to achieve compliance under the DMA. In 2016, the Santa Clara County Office of Emergency Services (OES) and Santa Clara County jurisdictions partnered to prepare an updated countywide hazard mitigation plan that would best suit the needs and capabilities of the County and its planning partners. This plan focused on more localized concerns, newly available data and tools to enhance the risk assessment, considering FEMA's Community Rating System (CRS) for flood insurance, and identifying cost- effective actions. Each individual jurisdiction prepared an "Annex" to the County LHMP, with mitigation strategies specific to the hazard impacts of that jurisdiction. The City's 2017 LHMP identified 38 mitigation projects that could at least be started over the five-year period through 2022. Palo Alto OES reported on the status of these projects on an annual basis as an Informational Item to City Council over the past five years. In the final update on the 2017 plan, 11 out of 38 initiatives (29%) were completed, 11 out of 38 initiatives (29%) indicated work is conducted as an ongoing capability; 11 out of 38 initiatives (29%) reported progress toward completion; and 5 out of 38 initiatives (13%) reported no progress. Resolution 9714, the previous council adoption of the City of Palo Alto Local Hazard Mitigation Plan, is dated October 16, 2017. There was a long delay in starting the five-year update of the LHMP at the County level, and there was a lengthy post planning review process at the State and Federal level. Palo Alto has not faced any detrimental actions as a result, since our LHMP update was in progress despite our local plan being out of date. Staff submitted a hazard mitigation project in 2023 that is still under evaluation at the federal level, and FEMA approved disaster grant reimbursements submitted by staff for federal disasters described below. FEMA's approval of the 2023 Santa Clara County MJHMP remains for a period of five years from the original approval date of February 8, 2024 for all approved participants. Prior to February 8, 2029, Santa Clara County and all participating jurisdictions are required to review and revise the plan to reflect changes in development, progress in local mitigation efforts, and changes in priorities, and resubmit updates for approval in order to continue to be eligible for mitigation project grant funding. The Resolution to approve the 2023 Santa Clara County MHMJP, inclusive of the City of Palo Alto Jurisdictional Annex, and to incorporate the plan update into the City's Safety Element, is Attachment A. Having a FEMA-approved, and Council -adopted LHMP made the City of Palo Alto eligible to apply for public assistance grant funds under Presidentially Declared Disasters for COVID-19 related expenses (DR4482), and for the winter storms of 2023 (DR4683 and DR4699). As of this report the City was eligible to receive $272,100 in federal reimbursements for DR4482, and has requested $753,300 in federal reimbursements for DR 4683. The Utilities Department is processing a work project under DR4699 for $386,754 to replace a gas line under Arastradero Creek impacted by storm erosion. Item 14: Staff Report Pg. 3 Packet Pg. 115 of 276 Item 14 Item 14 Staff Report ANALYSIS In 2023, The Santa Clara County Office of Emergency Services (OES) and Santa Clara County local jurisdictions once again partnered to prepare an updated countywide multi -jurisdictional hazard mitigation plan (MJHMP). This planning process began in December 2022 and was completed at the local level in September 2023. It included monthly project meetings at the County and local jurisdictional level, as well as community outreach efforts. A state and federal review process started in September 2023 which took 10 months to reach an approval of the MJMHP. This planning process followed the requirements identified in 44 CFR section 201.6 (Local Mitigation Plans) and as described in FEMA's Local Mitigation Planning Handbook, including: • Identification of hazards unique to the jurisdiction and not addressed in the master planning document • The conduct of a vulnerability analysis and an identification of risks, where they differ from the general planning area • The formulation of mitigation goals responsive to public input and development of mitigation actions complementary to those goals. A range of actions must be identified specific for each jurisdiction. • Demonstration that there has been proactively offered an opportunity for participation in the planning process by all community stakeholders (examples of participation include relevant involvement in any planning process, attending meetings, contributing research, data, or other information, commenting on drafts of the plan, etc.) • Documentation of an effective process to maintain and implement the plan • Formal adoption of the Multi -jurisdictional Hazard Mitigation Plan by the jurisdiction's governing body (each jurisdiction must officially adopt the plan) Palo Alto participated the County stakeholder meetings and workshops, but also formed an internal working group of City staff members to develop the Palo Alto Annex (Volume II) of this MJHMP. The MJHMP contains two volumes. • Volume I: The Base Plan. This is a robust and comprehensive document which describes the planning process, goals and objectives, county profile, descriptions of hazards of concern and assessment of risk and mitigation strategy. It contains a wealth of information in the articulation of risks for each hazard of concern across the county. An understanding of Volume I will be helpful in better understanding Volume II. • Volume II: Jurisdictional Annexes. The Palo Alto Annex of the MJMHP (the City's updated LMHP) is provided in this staff report in isolation from the other jurisdictional Item 14: Staff Report Pg. 4 Packet Pg. 116 of 276 Item 14 Item 14 Staff Report plans within the county. The City LHMP describes the jurisdiction profile, public outreach and engagement, community capability assessment, hazard risk evaluation, and mitigation strategy. Below is a discussion of the major components of the MJHMP. Community Capabilities Assessment. A thorough understanding of community capabilities can help decisionmakers identify feasible hazard mitigation actions. The capability assessment is an evaluation of the authorities, policies, programs, staffing, funding and resources available to accomplish hazard mitigation in the City. The evaluation included the building codes, land use and development codes, ordinances and regulations key to reducing risk. It also described ways the City can expand on and improve its capabilities. It forms the basis for the mitigation actions the City may advance during this planning cycle. This assessment demonstrates that the City of Palo Alto is well staffed and resourced to carry out a meaningful mitigation program and has been doing so for decades as evidenced by: an emphasis on capital improvements to infrastructure, stewardship of open spaces, long-standing focus on natural hazard mitigation, adherence to current building codes, and implementation of sustainable policies and programs, to name a few. Hazard Risk Evaluation. Volume 1 of the MJHMP describes the range of natural hazards that communities face across Santa Clara County. Risk assessment is the process of measuring the potential loss of life resulting from natural hazards, as well as personal injury, economic injury, and property damage, in order to determine the vulnerability of people, buildings, and infrastructure to natural hazards. As part of a comprehensive risk assessment, county wide planning partners used a hazard risk index to evaluate the probability of occurrence, potential life impact, property impact, percentage of planning area impacted, and extent for each applicable hazard. The overall Item 14: Staff Report Pg. 5 Packet Pg. 117 of 276 Item 14 Item 14 Staff Report hazard risk index (1-5 scale) results based on an average of county partner indices is shown below in Table 1. Table 1: Countywide Hazard Index 1 Earthquake 2-24 2 Wildfire, smoke, and air quality 1.68 3 Inclement weather* 1-44 4 Drought 1.21 5 Climate change, including sea -level rise 1.13 6 Dam and levee failure 1,19 7 Flood .90 8 Landslide and mass movement .36 9 Tsunami .02 Based on the average overall hazard risk index results from county wide planning partner risk indices: • The earthquake hazard has the highest risk results, followed by wildfire/smoke/air quality. • The inclement weather, drought, climate change hazards were a moderate risk to the Operational Area. • The dam failure, flood, and landslide/mass movement hazards were a lower risk to the Operational Area. • The tsunami hazard poses the lowest risk to the Operational Area, as not all planning partners can be impacted by this hazard due to geographic location. This methodology does not compare hazards to each other or rank hazards against one another. Instead, this process provides a sense of hazard priorities or relative risk and allows comparison of the same hazard across participating jurisdictions. This risk evaluation does follow a different methodology than was used in the 2017 plan. Along with the evaluation process, new climate hazards were added to comply with current federal guidance. Item 14: Staff Report Pg. 6 Packet Pg. 118 of 276 Item 14 Item 14 Staff Report Mitigation Strategy. The Mitigation Strategy is often referred to as the heart of the plan, or the blueprint for breaking the cycle of disaster response and recovery. A risk -based, capabilities -informed mitigation strategy outlines the framework for short-term and long-term community resilience. Planning team members assessed the mitigation actions from the previous plan and updated them where needed, and developed new mitigation actions that could start within the next five years. These actions were then compiled in the City's LHMP in an action plan format which included information on the time, cost, funding source, and lead agency. At least one action is included for each hazard of concern listed in the plan. In the 2023 City LHMP, there are 17 actions being carried over from the 2017 plan, while staff recommended 10 new actions in the 2023 plan for a total of 27 mitigation actions the City will work towards over the next five-year planning cycle. These actions when completed or while sustained will reduce the City's exposure to these given risks. This action plan can be found in in full in Attachment B, Volume II of the LHMP. Table 2: Action Plan I- -. PA -2 San Fransicquito Creek Upper Reach Flood Reduction and Ecosystem Flood, Heavy Restoration Project to widen channel, improve floodwalls, and replace Precipitation/Atmospheric the Pope -Chaucer Bridge River PA -3 Newell Creek Bridge replacement project to accommodate a 100 -year Flood, Heavy Rain, High Wind, flood event. Atmospheric River PA -6 Storm Drain System Replacement and Rehabilitation to maintain the Flood, Heavy Rain, High Wind, integrity of the storm drain system of deteriorated storm drain Atmospheric River infrastructure to eliminate potential pipeline blockages that could cause street flooding PA -7 Recycled Water Pipeline Expansion Project to expand the recycled Drought, Climate Change water purple pipeline within South Palo Alto towards Stanford Research Park. PA -8 Continue to maintain good standing and compliance in the NFIP and Flood, Heavy Rain, High Wind improve Community Rating System Class to provide higher CRS premium discounts. PA -10 Construct new public Safety Building to mitigate current risks to public Earthquake, Terrorism safety essential services. PA -11 Rebuild Fire Station 4 to reduce impact from seismic events Earthquake, Terrorism PA -13 Replace the Baylands Tide Gate to reduce flood hazards in the Palo Alto Flood, Heavy Rain, High Wind, flood zone. Atmospheric River, Dam and Levee Failure, Tsunami PA -15 Implement Wastewater Long -Range Facilities Plan to improve facilities Flood, Heavy Rain, High Wind, for treatment and discharge of waste; and to improve water recycling Extreme Heat, Earthquake, opportunities Sea Level Rise Item 14: Staff Report Pg. 7 Packet Pg. 119 of 276 Item 14 Item 14 Staff Report • • • • -• PA -19 Install Fiber Optic Service to Black Mountain Radio Repeater Site to Earthquake, Heavy improve public safety communications along Skyline Drive. Precipitation/Atmospheric River, High Wind, Wildfire, Space Weather PA -21 Construct a second electrical transmission interconnection to PG&E Wildfire, Power Outage, using a new corridor to reduce the single dependency of our Heavy Precipitation / connection to the electric grid. Atmospheric River, Extreme Heat/Extreme Cold, High Wind, Space Weather PA -27 Address hazardous fuels and reduce structural ignitability in the Wildfire, Extreme Foothills region in accordance with the Community Wildfire Protection Temperature Plan and Foothills Fire Management Plan. PA -29 Consider a policy for Seismic Retrofitting of earthquake prone Earthquake structures. PA -32 Conduct public education that raises awareness of Palo Alto threats and All hazards, including hazards and improves community resilience. Earthquake, Dam Failure, Flood, Wildfire, Landslide, Tsunami, Heavy Rain, High Wind, Extreme Heat, Drought PA -36 Where appropriate, support retrofitting, purchase or relocation of All hazards, including structures located in high hazard areas and prioritize those structures Earthquake, Flood, Dam that have experienced repetitive losses. Failure, Heavy Rain, High Wind, Wildfire PA -37 Integrate the hazard mitigation plan into other plans, ordinances and All hazards, including programs that dictate land use decisions within the community. Earthquake, Flood, Dam Failure, Wildfire, Landslide, Tsunami, Heavy Rain, High Wind, Extreme Heat, Drought PA -38 Actively participate in the plan maintenance protocols outlined in All hazards Volume 1 of the hazard mitigation plan. 1 Seismic retrofit two existing potable water storage reservoirs. Earthquake, Landslide Foundation work and anchorage will be retrofitted along the lower sections of the tank shell to restrain the tank against uplift, The tanks have a combined storage capacity of 2.0 million gallons, and they are planned to store emergency water storage for the City of Palo Alto. 2 Replace non -seismically restrained potable water piping in liquification Earthquake zones with new fused and fully restrained piping. 10 miles of unrestrained pipe within a liquification zone will be replaced with fused HDPE piping. 3 Install two permanent standby stationary generators at Dahl and Park Earthquake, Wildfire, Power Pumping Potable Water Stations. These stations are located in WUI Outages, High Wind areas and service other WUI designated properties. Power lines are deenergized during wildfire events and standby stationary generators will be imperative to ensure power supply and continued operation of critical pumping facilities during a wildfire event. Item 14: Staff Report Pg. 8 Packet Pg. 120 of 276 Item 14 Item 14 Staff Report :vnrpj. 4 Wildfire hardening of critical utilities infrastructure. This action would Wildfire, Smoke, Air Quality, remove and replace the existing roof and install a new roofing system, High Wind soffit, fascia, and front door with WUI compliant materials, systems, and techniques. All vent screens will be removed and replaced with WUI compliant mesh. All vegetation within 30 -feet of the structures will be removed and trees limbed for adequate defensible space around each structure. There is a total of four structures located at four different sites, located in and round the Foothills Nature Preserve Area in the City of Palo Alto. 5 Conduct an assessment for electrification of City facilities to achieve at Climate Change least an 80 percent reduction in current natural gas usage by 2030. This assessment will provide a schedule, cost estimate, and timeline of what facilities this electrification must occur at to achieve the goals of the SCAP per this scenario. 6 Apply mitigation techniques to approximately 11 miles of overhead line Wildfire, Smoke, Air Quality, to mitigate the possibility of a wildfire due to overhead electric lines. High Wind This could include the utilization of more robust equipment or construction practices; rerouting to avoid vegetation and improve access for inspection and maintenance; or converting the overhead lines to underground where feasible. 7 Study a location of historic seepage from the Foothills Nature Preserve Dam -Levee Failure, Dam. This project will investigate and monitor the seepage flow by Earthquake, Flood, Landslide, channelizing seepage flow and potentially installing weir(s). Climate Change 8 Restore the width and height of the earthen flood levee between Dam -Levee Failure, Flood, Harbor Road near the Baylands Interpretive Center and the perimeter Tsunami, Climate Change levee of the airport to six inches above its original height. 9 Improve the quality of the tertiary -treated recycled water by Drought, Climate Change microfiltration or ultrafiltration followed by reverse osmosis to reduce the level of Total Dissolved Solids (TDS). 10 Evaluate options for protecting electric substations from outside Terrorism and Weapons of vandalism and intrusion. If necessary, fences and other protections will Mass Destruction, Active be repaired. Security lighting will be designed and issued for Shooter construction. Approval and Adoption. The MJMHP planning process culminated in September 2023 with the completion of final draft documents that the County provided to the State of California OES for review. This initiated the higher -level review process by the State and by the Federal Emergency Management Agency. This review process took eleven months to receive State and Federal approval of the plan. FEMA's approval of the Santa Clara County Multijurisdictional Hazard Mitigation Plan 2023 remains for a period of five years from the original approval date of February 8, 2024 for all approved participants. Prior to February 8, 2029, Santa Clara County and all participating jurisdictions are required to review and revise the plan to reflect changes in development, Item 14: Staff Report Pg. 9 Packet Pg. 121 of 276 Item 14 Item 14 Staff Report progress in local mitigation efforts, and changes in priorities, and resubmit it for approval in order to continue to be eligible for mitigation project grant funding. With final State and FEMA approval of the MJMHP and Jurisdictional Annexes, the City Council can now formally adopt the City's LHMP by resolution (Attachment A). The City also can meet the requirements of Assembly Bill 2140 (2006). There are several steps the City is taking to adhere to these requirements and Cal OES guidance: • Formally adopt the most current, approved LHMP into the Safety Element of the General Plan via resolution. o This language is included in the council resolution for this staff report. • Include language within the Safety Element of your General Plan that references your LHMP. o This is already done in Comprehensive Plan policy S2.1 • Included a web link, appendix, or language within the Safety Element that directs the public to the most current, approved LHMP in its entirety. o This is included in the Council resolution as an exhibit. • E-mail the link to the updated Comprehensive Plan Safety Element web page along with the signed, adoption resolution(s) to the Cal OES AB 2140 inbox ab2140@caloes.ca.gov for review and approval. o OES will do this once all steps are complete. Compliance with these steps makes the City eligible to be considered for part or all of its local - share costs on eligible Public Assistance projects to be provided by the state through the California Disaster Assistance Act (CDAA). AB 2140 compliance is not a requirement; however, if the City is compliant, it is eligible to be considered for an additional 6.25% local share to be funded by the state, essentially covering the entire local -share cost for eligible Public Assistance projects in the future. In order to fulfill the requirements of AB 2140, staff made a small amendment to Policy S2.1 to add a web link location for the current Local Hazard Mitigation Plan on the City's website. This amendment triggered California Government Code 65302.5 to provide the amendment to these State agencies for review: California Geologic Survey with a 30 day review period and State Board of Forestry and Fire Protection with a 45 day review period. Staff received comments back from both agencies, neither being substantive enough to require any further changes to the Safety Element, but with two recommendations for consideration during the next comprehensive Safety Element update. The California Geological Survey suggests that staff use seismic risk source material from their website in the determination of risks, and provide web links to seismic maps provided on their website. Item 14: Staff Report Pg. 10 Packet Pg. 122 of 276 Item 14 Item 14 Staff Report Mitigation Plan Status Update. On an annual basis, the Office of Emergency Services will provide an Information Report to the City Council with an update on the status of the 27 projects in the 2023 LHMP. FISCAL/RESOURCE IMPACT There is no financial impact associated with approving this report. Each of the mitigation actions will come with an associated cost based on the type of project. The actions listed are a combination of CIP, for which funding is already established, general funded projects that are already ongoing within departments (existing departmental funds are used), and projects that would require other sources of funding (grant funding, or other agency funding). Of the 17 actions moving forward from the 2017 plan, seven actions fall within departmental general funds for implementation, eight actions are CIP-funded, and two are reliant on other agency funds to implement. As needed, departments will review actions as part of the annual budget development. STAKEHOLDER ENGAGEMENT The City's Local Planning Team Members participated in the MJHMP by attending meetings on the Plan Kick -Off, Risk Assessment, Capabilities Assessment, Mitigation Strategy, Wrap-up, and one-on-one meetings with the planning consultant. The City also shared information regarding public opportunities to participate in the draft plan update utilizing the digital survey and seven in -person and virtual public outreach meetings. Further, the City team was provided the opportunity to review the draft plan prior to submittal to Cal OES and FEMA. The City supported a "whole community" approach to this plan update. Neighboring communities, local and regional agencies involved in mitigation activities, agencies that have the authority to regulate development as well as businesses, academia, and other private and nonprofit interests were invited to be involved in the planning process by participating in planning meetings, public meetings, or reviewing the draft plan. In addition to the wide variety of stakeholders identified by the County, other stakeholders the City of Palo Alto recommended including were the Palo Alto Planning and Transportation Commission, San Francisquito Creek Joint Powers Authority, Stanford University, Stanford Healthcare, Palo Alto Medical Foundation, Emergency Services Volunteer Representatives, Palo Alto Chamber of Commerce, City of East Palo Alto, City of Menlo Park, Palo Alto Unified School District, Life Moves, Avenidas, Downtown Streets Team, Ravenswood Family Health Center, and Vista Center for the Blind and Visually Impaired. Additional stakeholders that were able to participate are listed in Volume I of this plan. In addition to inviting a wide range of stakeholders, the City supported public outreach and engagement through distributing a digital survey utilizing social media. This survey reached members of underserved populations, including primarily non-English speaking households. Item 14: Staff Report Pg. 11 Packet Pg. 123 of 276 Item 14 Item 14 Staff Report ENVIRONMENTAL REVIEW This staff report is not a project under the California Environmental Quality Act (CEQA). Adoption of the City's 2023 LHMP into the Safety Element of the 2030 Comprehensive Plan also does not require additional environmental review; on November 13, 2017, the City Council adopted Resolution 9720, certifying an Environmental Impact Report for City of Palo Alto Comprehensive Plan 2030, of which the Safety Element is a part. This amendment to the Safety Element will not result in any new impacts or increase in the severity of previously identified impacts and therefore no additional environmental review is required. ATTACHMENTS Attachment A: Resolution Adopting the Multi -Hazard Jurisdiction Plan. Attachment B: Volume II — City of Palo Alto Jurisdictional Annex Attachment C: Palo Alto Action Plan APPROVED BY: Chief Ken Dueker, Director Office of Emergency Services Item 14: Staff Report Pg. 12 Packet Pg. 124 of 276 Item 14 *** AttachmentA- NOT YET APPROVED *** Resolution Adopting the Multi -Hazard Jurisdiction Resolution No. Plan Resolution of the Council of the City of Palo Alto Adopting Volume 1 and the City of Palo Alto Annex of Volume 2 of the Santa Clara County Multi -Jurisdictional Hazard Mitigation Plan as the City's updated Local Hazard Mitigation Plan, and Adopting a Comprehensive Plan Amendment incorporating the updated Local Hazard Mitigation Plan into the City's 2030 Comprehensive Plan Safety Element RECITALS WHEREAS, the Bay Area is subject to various earthquake -related hazards such as ground shaking, liquefaction, fault surface rupture; and WHEREAS, the Bay Area is subject to various weather -related hazards including wildfires, floods, and severe storms; and WHEREAS, the City of Palo Alto recognizes that disasters do not recognize city, county, or special district boundaries; and WHEREAS, the City of Palo Alto seeks to maintain and enhance both a disaster resistant City of Palo Alto and region by reducing the potential loss of life, property damage, and environmental degradation from natural disasters, while accelerating economic recovery from those disasters; and WHEREAS, the City of Palo Alto is committed to increasing the disaster resistance of the infrastructure, health, housing, economy, government services, education, environment, and land use systems in the City of Palo Alto, as well as in the Bay Area as a whole; and WHEREAS, the federal Disaster Mitigation Act of 2000 requires all cities, counties, and special districts to have adopted a Local Hazard Mitigation Plan to receive disaster mitigation funding from the Federal Emergency Management Agency (FEMA); and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALO ALTO RESOLVES AS FOLLOWS: SECTION 1. Adoption. Adopts in its entirety, Volume I and the City of Palo Alto jurisdictional annex of Volume II of the Santa Clara County Multi -Jurisdictional Hazard Mitigation Plan, collectively, as the Local Hazard Mitigation Plan (LHMP) for the City of Palo Alto. SECTION 2. The City of Palo Alto commits to continuing to take those actions and initiating further actions, as deemed appropriate by its City Council, officers, and employees, identified in the City of Palo Alto LHMP by proposing to adopt the mitigation strategies listed therein. SECTION 3. The Safety Element of the City's Comprehensive Plan is hereby amended in accordance with Government Code section 65302.6, to incorporate the updated Local Hazard Mitigation Plan into Safety Element Policy S-2.1, including a web link to the most current version of the LHMP available at www.cityofpaloalto.org/Ihmp. 20240814 Item 14: Staff Report Pg. 13 Packet Pg. 125 of 276 Item 14 *** AttachmentA- NOT YET APPROVED *** Resolution Adopting the Multi -Hazard Jurisdiction Plan SECTION 4. On November 13, 2017, the City Council adopted ResuIuLIuIIu, certifying an Environmental Impact Report for City of Palo Alto Comprehensive Plan 2030, of which the Safety Element is a part. This amendment to the Safety Element will not result in any new impacts or increase in the severity of previously identified impacts and therefore no additional environmental review is required. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: City Clerk APPROVED AS TO FORM: Mayor APPROVED AS TO CONTENT: Assistant City Attorney City Manager 20240814 Item 14: Staff Report Pg. 14 Packet Pg. 126 of 276 Item 14 AttachmentA- "u'NOT YET APPROVED * Resolution Adopting the Multi -Hazard Jurisdiction Exhibit A Plan PALO ALTO COMPREHENSIVE PLAN SAFETY ELEMENT POWER POLICY S-1.13 Support the development of an independent, redundant power grid with local generation in Palo Alto, in order to ensure energy resiliency in the event of natural disasters or other threats. PROGRAM 51.13.1 Identify solutions to add an additional power line to Palo Alto to ensure redundancy. PROGRAM 51.13.2 Explore incentives to adopt emerging, residential off -grid capabilities and technologies, including back-up power sources vital in the event of natural disasters or other threats. PROGRAM 51.13.3 Continue citywide efforts to underground utility wires to limit injury, loss of life and damage to property in the event of human -made or natural disasters. PROGRAM 51.13.4 Enhance the safety of City -owned natural gas pipeline operations. Work with customers, public safety officials and industry leaders to ensure the safe delivery of natural gas throughout the service area. Provide safety information to all residents on City -owned natural gas distribution pipelines. PROGRAM 51.13.5 Provide off -grid and/or backup power sources for critical City facilities to ensure uninterrupted power during emergencies and disasters. NATURAL HAZARDS GENERAL SAFETY MEASURES PoucY S-2.1 Incorporate the City's Local Hazard Mitigation and Adaptation Plan (LHMP), as periodically adopted by the City Council and certified by the Federal Emergency Management Agency (FEMA), into the Safety Element. In the event of any conflict between the provisions of the LHMP and any other provision of the Safety Element the LHMP shall control. The most current LHMP can be found at cityofpaloalto.o rgt hmp. POLICY S-2.2 Focus efforts to reduce exposure to natural hazards in areas of the city identified as vulnerable to the greatest risks, as shown on the maps in this Element. POLICY S-2.3 Implement public safety improvements, such as access roads and other infrastructure, in a manner that is sensitive to the environment 150 20240814 Item 14: Staff Report Pg. 15 Packet Pg. 127 of 276 Item 14 Attachment B - Volume II- City of Palo Alto Jurisdictional Annex CITY OF PALO ALTO Santa Clara County Multijurisdictional Hazard Mitigation Plan 2023 Update City of Palo Alto Annex February 21, 2024 Item 14: Staff Report Pg. 16 Packet Pg. 128 of 276 Item 14 Attachment B - Volume II- City of Palo Alto Jurisdictional Annex This page intentionally left blank. Item 14: Staff Report Pg. 17 Packet Pg. 129 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex 8. City of Palo Alto 8.1. Hazard Mitigation Plan Points of Contact The point of contact during the Santa Clara County Multijurisdictional Hazard Mitigation Plan (MJHMP) planning process for the City of Palo Alto was the Emergency Services Coordinator. This annex within the MJHMP was developed using information provided by the City of Palo Alto's Local Planning Team. Table 1: City of Palo Alto Local Planning Team Members for the 2023 Santa Cara County MJHMP Nathan Rainey Office of City of Palo Alto- General oversight, hazard Emergency Office of identification, and plan development Services Emergency Coordinator Services Michel Jeremias Senior Engineer City of Palo Alto- Hazard identification and plan Public Works development Rajeev Hada Project Engineer, City of Palo Alto- Hazard identification and plan Floodplain Public Works development Administrator Karin North Assistant Director City of Palo Alto- Hazard identification and plan Public Works development Holly Boyd Assistant Director City of Palo Alto- Hazard identification and plan Public Works development Lam Do Superintendent City of Palo Alto- Hazard identification and plan Community development Services Lisa Meyers Manager, City of Palo Alto- Hazard identification and plan Supervising Community development Ranger Services Chitra Moitra Planner City of Palo Alto- Hazard identification and plan Planning and development Development Services Christine Luong Manager, City of Palo Alto- Hazard identification and plan Environmental City Manager's development Control Program Office Ken Dueker Chief, Office of City of Palo Alto- Hazard identification and plan Emergency Office of development Services Emergency Services Mike Wong Assistant Director, City of Palo Alto- Hazard identification and plan Operations Public Works development Volume 2: City of Palo Alto Item 14: Staff Report Pg. 18 Packet Pg. 130 of 276 3 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Ifl1TIT1'• • Brad Eggleston Director City of Palo Alto- Hazard identification and plan Public Works development Dean Batchelor Director City of Palo Alto- Hazard identification and plan Utilities development Daren Anderson Assistant Director City of Palo Alto- Hazard identification and plan Community development Services Darren Numoto Director City of Palo Alto- Hazard identification and plan Information development Technology Tomm Marshal Assistant Director, City of Palo Alto- Hazard identification and plan Electric Utilities development Matt Zucca Assistant Director, City of Palo Alto- Hazard identification and plan Water, Gas, Utilities development Wastewater Andrew Binder Chief City of Palo Alto- Hazard identification and plan Police development Geo Blackshire Chief City of Palo Alto- Hazard identification and plan Fire development Kiely Nose Assistant City City of Palo Alto- Hazard identification and plan Manager City Manager's development Office Philip Kamhi Chief City of Palo Alto- Hazard identification and plan Transportation Office of development Officer Transportation Amy French Chief Planning City of Palo Alto- Hazard identification and plan Official Planning and development Development Services Minka Van Der Human Services City of Palo Alto- Hazard identification and plan Zwaag Manager Community development Services The City's Local Planning Team Members participated in the MJHMP by attending meetings on the Plan Kick -Off, Risk Assessment, Capabilities Assessment, Mitigation Strategy, Wrap-up, and one one-on-one meetings with the planning consultant. In addition, the city filled out the requested forms on each section which were used to develop this annex. The city also shared information regarding public opportunities to participate in the draft plan update utilizing the digital survey and seven in -person and virtual public outreach meetings. Further, the City team was provided the opportunity to review the draft plan prior to submittal to Cal OES and FEMA. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 19 Packet Pg. 131 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitig II - City of Palo Alto Jurisdictional Annex Table 2: External Stakeholders Invited to Be Involved in Planning Process • 'F1i1 American Red Cross I Representatives of nonprofit A nonprofit humanitarian organizations, including organization that provides community -based organizations, emergency assistance, disaster that work directly with and/or relief, and disaster provide support to underserved preparedness education in the communities and socially United States. vulnerable populations, among others. Amateur Radio Emergency Representatives of businesses, A corps of trained amateur radio Service (ARES) academia, and other private operator volunteers organized to organizations, assist in public service and emergency communications. California Office of Emergency Local and regional agencies Office responsible for Services (Cal OES) involved in hazard mitigation overseeing and coordinating activities, emergency preparedness, response, recovery, and homeland security activities within the state. California Department of Local and regional agencies The fire department of the Forestry and Fire Protection involved in hazard mitigation California Natural Resources activities. Agency. California Department of Agencies that have the authority An executive department of the Transportation to regulate development. U.S. state of California. Cattlemen's Association Representatives of businesses, A nonprofit trade association academia, and other private that represents California's organizations, ranchers and beef producers in political affairs. City of East Palo Alto Neighboring communities. A city in San Mateo County, California, United States. City of Menlo Park Neighboring communities. Menlo Park is a city at the eastern edge of San Mateo County. Cooper-Garrod Estate Representatives of businesses, Garrod Farms is a family -owned Vineyards academia, and other private and operated estate winery and organizations. stables. Department of Homeland Agencies that have the authority The U.S. federal executive Security to regulate development, department responsible for public security, roughly comparable to the interior or home ministries of other countries. Department of Toxic Agencies that have the authority An agency of the government of Substances to regulate development, the state of California which protects public health and the environment from hazardous waste. Volume 2: City of Palo Alto 5 Item 14: Staff Report Pg. 20 Packet Pg. 132 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex Department of Toxic Agencies that have the authority An agency of the government of Substances to regulate development, the state of California that protects public health and the environment from hazardous waste. Downtown Streets Team Representatives of nonprofit Teams that restore dignity, organizations, including inspire hope, and provide a community -based organizations, pathway to recover from that work directly with and/or homelessness. provide support to underserved communities and socially vulnerable populations. Emergency Medical Services Agencies that have the authority Provides statewide coordination to regulate development, and leadership for the planning, development, and implementation of local EMS systems. Emergency Services Volunteer Local and regional agencies Organization that ensures public Representative involved in hazard mitigation safety, security, and health by activities, addressing and resolving different emergencies. Federal Aviation Administration Agencies that have the authority Offers civil aviation safety to regulate development, enforcement services. Google Representatives of businesses, American multinational academia, and other private technology company focusing organizations, on artificial intelligence, online advertising, search engine technology, cloud computing, computer software, quantum computing, e -commerce, and consumer electronics. Hidden Villa Farm Representatives of nonprofit Nonprofit educational organizations, including organization teaching programs community -based organizations, on environmental and that work directly with and/or multicultural awareness. provide support to underserved communities and socially vulnerable populations, among others. Intel Corporation Representatives of businesses, An American multinational academia, and other private corporation and technology organizations, company headquartered in Santa Clara, California. Kaiser Permanente—Santa Representatives of businesses, An American integrated Clara academia, and other private managed care consortium. organizations. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 21 Packet Pg. 133 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II- City of Palo Alto Jurisdictional Annex Life Moves I Representatives of businesses, Provides interim housing and academia, and other private supportive services for organizations, homeless families and individuals to rapidly return to stable housing. Los Altos School District Representatives of businesses, Los Altos School District serves academia, and other private the elementary and intermediate organizations, educational needs of Los Altos, Los Altos Hills, Mountain View and Palo Alto, United States. Moffett Field Ames Research Representatives of businesses, Major NASA research center Center, National Aeronautics academia, and other private at Moffett Federal Airfield in and Space Administration organizations. California's Silicon Valley. (NASA) National Weather Service, Agencies that have the authority Scientific and regulatory agency National Oceanic and to regulate development, within the U.S. Department of Atmospheric Administration Commerce. (NOAA) Pacheco Pass Water District Neighboring communities. Independent special water district. Representatives of businesses, an association of Palo Alto Chamber of academia, and other private businesspeople designed to Commerce organizations. promote and protect the interests of its members in Palo Alto. Palo Alto Medical Foundation Representatives of businesses, A not -for-profit health care academia, and other private organization with medical offices organizations, and neighboring in more than 15 cities in the Bay communities. Area. Palo Alto Planning and Local and regional agencies Responsible for making Transportation Commission involved in hazard mitigation recommendations to City activities. Council regarding development, public facilities, and transportation. Palo Alto Unified School District Representatives of businesses, A public school district located academia, and other private near in Palo Alto, California. organizations, and neighboring communities. Pacific Gas and Electric (PG&E) Representatives of businesses, One of the largest combination academia, and other private natural gas and electric utilities organizations, and neighboring in the United States. communities. Ravenswood Family Health Representatives of businesses, A federally qualified health Center academia, and other private center headquartered in the low - organizations. income East Palo Alto area of San Mateo County. Regional Water Quality Control Agencies that have the authority Provides government regulatory Board to regulate development, services related to water pollution and control. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 22 Packet Pg. 134 of 276 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Rotating Safe Car Park Local and regional agencies Allows for temporary overnight involved in hazard mitigation parking for homeless individuals activities, and neighboring or families living out of their communities, cars as a safe alternative to sleeping on the streets or in a homeless shelter. Santa Clara County CERT Representatives of nonprofit Trains residents to prepare for organizations, including and respond to life -threatening community -based organizations, events in their community. that work directly with and/or provide support to underserved communities and socially vulnerable populations. Santa Clara County FireSafe Representatives of nonprofit A nonprofit, grassroots Council organizations, including organization that provides community -based organizations, education and project that work directly with and/or assistance for homeowners. provide support to underserved communities and socially vulnerable populations. Santa Clara County Local Local and regional agencies Program to oversee assessment Oversight Program involved in hazard mitigation and mitigation of contaminated activities, sites to protect groundwater resources, human health, safety, and the environment. Santa Clara County Parks Agencies that have the authority Provide, protect, and preserve to regulate development, and regional parklands for the neighboring communities, enjoyment and education. Santa Clara County Planning & Agencies that have the authority Plays a key role in supporting Development to regulate development, and economic development and neighboring communities, ensuring opportunities for the public to participate in land development. Santa Clara County Sheriff's Agencies that have the authority A local law enforcement agency Office to regulate development, and that serves Santa Clara County, neighboring communities. California. Santa Clara University Representatives of businesses, A private Jesuit university in academia, and other private Santa Clara, California. organizations. Santa Clara Valley Open Space Neighboring communities. An independent special district Authority in Santa Clara County. Santa Cruz County Neighboring communities. A county on the Pacific coast of the U.S. state of California. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 23 Packet Pg. 135 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex St. Louise Hospital (Santa Clara Representatives of nonprofit Community hospital. County Hospital System) organizations, including community -based organizations, that work directly with and/or provide support to underserved communities and socially vulnerable populations. Stanford Healthcare Representatives of businesses, Multispecialty clinic that academia, and other private provides convenient access to organizations, and neighboring advanced, specialty care in the communities. South Bay. Vista Center for the Blind and Representatives of businesses, Empowers individuals who Visually Impaired academia, and other private are blind or visually impaired to organizations, embrace life to the fullest through evaluation, counseling, education, and training. Westwind Barn Representatives of businesses, State-of-the-art horse boarding academia, and other private and training facility. organizations. County of Santa Clara Neighboring jurisdiction, local Response for engaging the agency involved in hazard whole community in assessing mitigation. needs and developing strategies to achieve stronger mitigation capabilities within the Santa Clara County Operational Area. City of Campbell Neighboring communities. A city in Santa Clara County. City of Cupertino Neighboring communities. Located in Silicon Valley. City of Gilroy Neighboring communities. A city in Santa Clara County. City of Los Altos Neighboring communities. A city in Santa Clara County. Town of Los Altos Hills Neighboring communities. A city in Santa Clara County. Town of Los Gatos Neighboring communities. A city in Santa Clara County. City of Milpitas Neighboring communities. A city in Santa Clara County. City of Morgan Hill Neighboring communities. A city in Santa Clara County. City of Mountain View Neighboring communities. A city in Santa Clara County. City of San Jose Neighboring communities. Located in Silicon Valley. City of Santa Clara Neighboring communities. A city near San Jose, in California's Silicon Valley. City of Saratoga Neighboring communities. Located in Silicon Valley. City of Sunnyvale Neighboring communities. Located in the Santa Clara Valley. Santa Clara County Fire Local and regional agencies A California Fire Protection Department involved in hazard mitigation District serving Santa Clara activities, and neighboring County. communities. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 24 Packet Pg. 136 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex The City supported a "whole community" approach to this plan update. Neighboring communities, local and regional agencies involved in mitigation activities, agencies that have the authority to regulate development as well as businesses, academia, and other private and nonprofit interests were invited to be involved in the planning process by participating in planning meetings, public meetings, or reviewing the draft plan. In addition to the wide variety of stakeholders identified by the County, other stakeholders the City of Palo Alto recommended including included the Palo Alto Planning and Transportation Commission, San Francisquito Creek Joint Powers Authority, Stanford University, Stanford Healthcare, Palo Alto Medical Foundation, Emergency Services Volunteer Representatives, Palo Alto Chamber of Commerce, City of East Palo Alto, City of Menlo Park, Palo Alto Unified School District, Life Moves, Avenidas, Downtown Streets Team, Ravenswood Family Health Center, and Vista Center for the Blind and Visually Impaired. Additional stakeholders that were able to participate are included in Volume 1 of this plan. 8.1.1. Public Outreach and Engagement In addition to inviting a wide range of stakeholders, the City supported public outreach and engagement through distributing a digital survey utilizing social media. This survey reached members of underserved populations, including primarily non-English speaking households. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 25 Packet Pg. 137 of 276 10 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mjtiga II - City of Palo Alto Jurisdictional Annex Public Comment Period: Local Hazard Mitigation Plan Published on July 20.2023 The Santa Clara County Office of Emergency Management is updating the Santa Clara County Multijurisdictional Hazard Mitigation Plan (MJHMP) to assess the risks and vulnerabilities of local hazards on residents and community assets. By doing so, the County and its participating jurisdictions are committing to reducing the effects of disasters through long-term actions that reduce impacts on people and property. Drafts of the Base Ptan and the jurisdictional annexes can be found here:: https: emergencymanagement.sccgev.o mutti-jurisdictional-hazard-mitigation-plan-mjhrnp If you would like to make comments about the Draft, please follow this link: h it.lyLJHMPComments_ The public comment period will be open until July 28, 2023. In Palo Alto, we have identified a number of projects to reduce impacts to hazards we face. A few examples include: • Foothills Rebuild — Undergrounding 11 miles of overhead power lines in the Palo Alto Foothills to reduce the risk of wildfires. • Seismic Retrofit of Potable Water Distribution Main in Uquification Zones - Replacement of 10 miles of non -seismically restrained potable water piping in liquification zones with new fused and fully restrained piping. • Advanced Water Purification Facility project - Improve the quality of the tertiary -treated recycled water by microfiltration or ultrafiltration followed by reverse osmosis to increase uses for recycled water. • Rebuild Fire Station 4 to mitigate current risks to essential services — Construct a new station that will continue to function after an earthquake and provide backup emergency facilities. We look forward to receiving your feedback Figure 1: City of Palo Alto Public Outreach Survey Input Request Volume 2: City of Palo Alto Item 14: Staff Report Pg. 26 Packet Pg. 138 of 276 11 Santa Clara County Multijurisdictional Hazard early 1 a11, Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Share Input on theCountywlde MultiturlsdictionaI Hazard Mitigation Plan The Santa Clara County Office of Emergency Management is updating the MuItijufisdictionaI Fiarard Mitigation Plan (MI HMP}to assess the risk. and vulnerabilities of local hazards on residents end communityas_ ts. By dying so, the County and its participating jurisdictiorts including Palo Alto are cnF 1mitting to reducing the effects of disasters through long-term actions that reduce impacts on people and property- View the draft document. Share your input at https://bit.ly/MJHMPComments. the public comrnent period with be open until July 28r 2023. D,ln AIP rrrarAa,f. 4aoro nF Mlnri 7n �n Figure 2: City of Palo Alto Uplift Newsletter In addition, the MJHMP was discussed at two virtual and five in -person public meetings across Santa Clara County. These in -person meetings were targeted towards areas with socially vulnerably populations. These meetings were also designed to be accessible for AFN (access and functional needs) populations. The public was also provided the opportunity to comment on the draft plan. Comments from the public survey were reviewed, evaluated for alignment with planning priorities, and incorporated as appropriate. Notable hazards of concern to the public included flooding, extreme heat, wildfire (including wildfire smoke), as well as some mentions of drought. In particular, flood control around Palo Alto was mentioned as a possible mitigation measure, as well as partnership building especially with utility providers. Overall, there was also significant discussion on the need for additional public outreach and education. This feedback is reflected in the mitigation actions Palo Alto has selected. The participation of the City of Palo Alto and its stakeholders helped inform the development of the MJHMP and this annex in accordance with current priorities. The new plan continues to expand upon the work of the prior plan including emphasizing partnerships both within jurisdictions and special districts as well as with external stakeholders. Further, there is an increased emphasis on climate change, reflecting the increased understanding of the risk this hazard poses to the OA. The City did not identify additional changes in priorities to be highlighted in their annex. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 27 Packet Pg. 139 of 276 12 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex 8.2. Jurisdiction Profile The following is a summary of key information about the jurisdiction and its history: • Date of Incorporation: April 23, 1894 • Current Population: The City has a population of 66,010 as of July 2022 according to the U.S. Census Bureau. Population Growth: Palo Alto's population has increased only slightly during the last 30 years compared to Santa Clara County as a whole. The number of residents increased by 4.7 percent from 55,966 in 1970 to 58,598 in 2000, and 9.9 percent between 2000 and 2010 (U.S. Census 1980, 1990, 2000, and 2010). It increased from 64,403 in 2010 to 68,572 according to the 2020 U.S. Census, but decreased slightly to 66,010 in 2022, a decrease of 0.02%. The average persons per household have remained fairly steady from 2.7 in 1970 to 2.61 in 2021, while the number of housing units have increased. Although 50 percent of Palo Alto's population is White, the City is becoming more ethnically diverse. Asians, Native Hawaiians, and Other Pacific Islanders comprise 35.2 percent, while 0.3 percent are American Indian/Alaska Native, 7 percent are Hispanic, 2.1 percent are Black, and 7.2 percent identify themselves as some other race or two or more races. The median age of Palo Alto's population has increased dramatically over the last few decades. In 1970, the median age was 29.5 for men and 33.7 for women. By 1990, these figures had increased to 36.7 and 40.0, respectively. In the year 2000, the median age for the entire population of Palo Alto was 40.2 years, which is considerably higher than the County median age of 34 years, and in 2010 it rose further to 41.9 years. The increase in median age has been accompanied by an increase in Palo Alto's senior population; the number of people over 65 increased from 10 to 18.5 percent of the population between 1970 and 2021. The number of older adults is expected to continue to increase in the future. At the other end of the age spectrum, the number of children under five has increased significantly over the last two decades and has resulted in an increase in the number of children entering childcare and school. However, the number of women of childbearing age has decreased markedly after increasing during the 1980s and 1990s, and the middle-aged population has increased significantly, indicating that Palo Alto will continue to grow older during the next decade. Location and Description: Part of the metropolitan San Francisco Bay Area and the Silicon Valley, Palo Alto is located within Santa Clara County and borders San Mateo County. The City's boundaries extend from San Francisco Bay on the east to the Skyline Ridge of the coastal mountains on the west, with Menlo Park to the north, and Mountain View to the south. The City encompasses an area of approximately 26 square miles, of which one-third is open space. The City shares its borders with East Palo Alto, Los Altos, Los Altos Hills, Stanford, Menlo Park, Mountain View, Portola Valley, and portions of unincorporated San Mateo County and Santa Clara County (including the unincorporated areas of Cupertino and Saratoga in the foothills). It is named after a redwood tree called El Palo Alto. The City includes portions of Stanford University and its affiliates, is headquarters to a number of Silicon Valley high-technology companies, including Hewlett-Packard, VMware, Tesla Motors, SAP and Palantir and has served as an incubator to several other high-technology companies, such as Google, Facebook, Logitech, Intuit, and PayPal. A blend of business and residential neighborhoods, anchored by a vibrant downtown, defines Palo Alto's unique character. A charming mixture of old and new, Palo Alto's tree -lined streets and historic buildings reflect its California heritage. At the same time, Palo Alto is recognized worldwide as a leader in cutting edge development, as a quintessential part of Silicon Valley. • Brief History: Palo Alto was incorporated in 1894 and received its name from the tall landmark Redwood tree, El Palo Alto, which still grows on the east bank of San Francisquito Creek across from Menlo Park. One trunk of the twin-trunked tree can still be found by the railroad trestle near Alma Street in El Palo Alto Park. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 28 Packet Pg. 140 of 276 13 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex Leland Stanford Junior University opened to 465 students in 1891, as a memorial by Leland and Jane Stanford to their son who died in 1884 while traveling in Europe. Stanford University played a significant role in the development of the Palo Alto landscape; it has since grown into a world- renowned teaching and research university with more than 16,000 undergraduate and graduate students. In 1925 the town of Mayfield, the original settlement that developed in the area in 1853, was annexed to the larger Palo Alto. In the decades that followed, Palo Alto continued to expand southward reaching the border it currently shares with Mountain View. The population more than doubled from 25,000 to 55,000 residents by 1960, and since then has increased to roughly 68,000 today. During these boom years Palo Alto was transformed from agricultural fields to urban forest and became the birthplace of the Silicon Valley • Climate: Typical of the San Francisco Bay Area, Palo Alto has a Mediterranean Climate with cool, wet winters and warm, dry summers. Typically, in the warmer months, as the sun goes down, the fog bank flows over the foothills to the west and covers the night sky, thus creating a blanket that helps trap the summer warmth absorbed during the day. The record high temperature was 107 degrees Fahrenheit (°F) on June 15, 1961, and the record low temperature was 15 °F on November 17, 2003. Temperatures reach 90 °F or higher on an average of 9.9 days. Temperatures drop to 32°F or lower on an average of 16.1 days. Due to the Santa Cruz Mountains to the west, there is a "rain shadow" in Palo Alto, resulting in an average annual rainfall of only 15.32 inches (389 mm). Measurable rainfall occurs on an average of 57 days annually. The wettest year on record was 1983 with 32.51 inches (826 mm) and the driest year was 1976 with 7.34 inches (186 mm). The most rainfall in one month was 12.43 inches (316 mm) in February 1998 and the most rainfall in one day was 3.75 inches (95 mm) on February 3, 1998. Measurable snowfall is very rare in Palo Alto, but 1.5 inches (38 mm) fell on January 21, 1962. Governing Body Format: Palo Alto is a Charter City and has a council-manager form of government in which the seven -member, popularly elected City Council appoints the City Manager, who in turn oversees a dynamic Executive Leadership Team in the operation of thirteen departments employing 1,000 staff. This vibrant organization enjoys a strong, collaborative, and open environment. The Fiscal Year 2023 citywide operations budget amounts to $965.9 million, with a General Fund budget of $247.4 million, and a Capital Budget of $379.5 million. The City Council assumes responsibility for the adoption of this plan, the Office of Emergency Services, on behalf of the City Manager, will oversee its implementation. 8.3. Development Trends According to the City's 2030 Comprehensive Plan, Palo Alto covers almost 26 square miles (16,627 acres) of land, about a third of which is open space, including 34 city -owned parks and 1,700 acres of protected Baylands. The City has 35 different neighborhoods and is composed of connected commercial centers and business districts. With a steady growing population and large employers such as Stanford University, Stanford Healthcare, Lucile Packard Children's Hospital, VMWare, SAP Labs, Space Systems Loral, and more, the City is expected to continue growing. The City of Palo Alto has increased its population since the previous plan was developed, thereby increasing its vulnerability to seismic activity, climate change, fire, and flooding. Palo Alto has and will continue to monitor the vulnerability of its population through restriction of major development in the foothills area, enforcing building Code seismic restrictions for all construction, attaining in-depth soil reports, retrofitting and upgrades of structures, and enforcement of building requirements. Table 128 summarizes development trends in the performance period since the development of the previous hazard mitigation plan and expected future development trends. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 29 Packet Pg. 141 of 276 14 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex Table 3: Recent and Expected Future Development Trends I 11, I .. Has your jurisdiction annexed any No land since the development of the previous hazard mitigation plan? • If yes, give the estimated area annexed and estimated number of parcels or structures. Is your jurisdiction expected to annex No any areas during the performance period of this plan? • If yes, please describe land areas and dominant uses. • If yes, who currently has permitting authority over these areas? Are any areas targeted for The City has two Planned Development Areas (PDA): development or major redevelopment Downtown and California Avenue. Transit -oriented in the next five years? development is encouraged in these areas, and state law • If yes, please briefly describe, adopted in 2022 related to development within 1/2 mile from including whether any of the areas major transit stops may result in more major development are in known hazard risk areas in these areas. The City is currently working on a Coordinated Area Plan for the North Ventura area and the Housing Element Update, which contains programs targeting new areas in Palo Alto for potential housing development, and it might potentially embark on working a Downtown Housing Plan. All these plans encourage additional housing development in different parts of the City. As part of the Housing Element, the City proposes to permit high density multifamily residential uses in its General Manufacturing and Research, Office, and Limited Manufacturing zone districts. Previously, multifamily residential was not a permitted use. The maximum density is 90 dwelling units per acre. Coupled with proposed development incentives, there could be significant development in those districts. The City has received few multifamily development proposals along El Camino corridor, with higher densities. But ultimately, it is at the discretion of the property owners to propose development projects. Several residential sites in the foothills area of the City lie within areas with geologic and seismic zones, so any development there will have seismic risks. However, no major development would be allowed in the foothills (open space zoning) areas. The City strictly enforces Building Code seismic safety restrictions for all types of construction. For residential sites within earthquake fault zone areas, in-depth soil reports are required as a part of the development approval process. Although the entire Volume 2: City of Palo Alto 15 Item 14: Staff Report Pg. 30 Packet Pg. 142 of 276 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex City is subject to moderate to severe earth movement during a seismic event, standard engineering solutions to mitigate these conditions are enforced. Both Downtown Palo Alto and North Ventura areas already have existing developments and for the most part will have infill development. All new developments and redevelopments in the City are subject to requirements of California Building codes, including seismic retrofitting and upgrades. Sites identified in the City's Housing Element for future housing developments also have similar building code and seismic requirements. Palo Alto is subject to flooding following unusually heavy rainfall. Flooding is typically associated with overtopping of creek banks, inadequately sized bridges and culverts, and blocked storm drains. Much of the City lies outside the 100 -year flood plain boundary defined by the Federal Emergency Management Agency (FEMA). However, a substantial area is subject to flooding in a 100 -year storm and designated as a Special Flood Hazard Area on FEMA's Flood Insurance Rate Map, with approximately 25- 30 percent of the City within this flood hazard zone. Structures within this zone must meet certain building requirements to reduce potential flooding impacts when expanding or improving property if the improvement cost is greater than 50 percent of the value of the property. The impacts of global climate change have led to more drastic weather changes that include heavier and more frequent rain event storms, droughts that facilitate larger, more intense forest fires, warmer temperatures, and changes to the jet stream. Therefore, any future development decisions for Palo Alto will need to consider these impacts throughout the City. City of Palo Alto is considered to have a wildland/urban interface because it is built within and adjacent to mountainous areas and has seen an increase in the number of people living near heavily vegetated areas where wild lands meet urban development. A fire along the wildland urban interface (WUI) can result in major losses of property and structures unless adequate protection measures have been provided. Chapter 7A of the California Building Code (CBC) and Chapter R337 of the California Residential Code (CRC) contain standards associated with the construction of buildings in wildfire prone areas. The City of Palo Alto recognizes and refers to both the CBC and CRC in the design and approval process for housing developments. Fuel, topography, and weather also impact fire risks in Palo Alto. Palo Alto's hilly topography in the South portion of the City has led to residential construction near mountainsides and in Volume 2: City of Palo Alto Item 14: Staff Report Pg. 31 Packet Pg. 143 of 276 iL Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex .. canyons. Homes built in steep, narrow canyons and at canyon rims face an increased fire risk. How many building permits were 2017 2018 2019 2020 2021 2022 issued in your jurisdiction since the Total 89 54 107 178 212 128 development of the previous hazard Number mitigation plan? of Permits Please provide the number of permits The majority of permits occur in the urbanized area of Palo for each hazard area or provide a Alto, which corresponds primarily to earthquake hazards, qualitative description of where but also to heavy rain, heavy winds, and extreme development has occurred. temperatures. A small number of permits can be associated with development in the Foothills, which corresponds to the City's wildfire hazard. Please describe the level of buildout in Palo Alto is 99% built out. the jurisdiction, based on your jurisdiction's buildable lands inventory. If no such inventory exists, provide a qualitative description. 8.4. Capability Assessment 8.4.1. Resources for the 2023 Planning Initiative The following technical reports, plans, and regulatory mechanisms were reviewed to provide information for inclusion into the 2023 Multijurisdictional Hazard Mitigation Plan for both Volume 1 and Volume 2 (City of Palo Alto Annex). All the below items were additionally reviewed as part of the full capability assessment for the City of Palo Alto. • City of Palo Alto Comprehensive Plan: The Comprehensive Plan was reviewed for information regarding goals and policies consistent with hazard mitigation for carry over as goals and objectives. Additionally, development trends from the Land Use section of the Comprehensive Plan informed the development section of this annex. The Economic Development Plan and Transportation Plan can also be found within this document. • City of Palo Alto Municipal Code: The Municipal Code was reviewed for the full capability assessment and for identifying opportunities for action plan integration. • Flood Damage Prevention Ordinance: The Flood Damage Prevention Ordinance was reviewed for compliance with the National Flood Insurance Program. • Capital Improvements Plan: The Capital Improvements Plan was reviewed to identify cross - planning initiatives for inclusion as mitigation projects. • State of California Hazard Mitigation Plan: The state plan was helpful for reviewing goals and also in assessing hazards. • County of Santa Clara and City of Palo Alto Local Hazards Mitigation Plan: The previous LHMP provided a baseline of information for the writing of this document. • City of Palo Alto Emergency Operations Plan: The Storm Drain Master Plan was reviewed to inform the jurisdictional profile as well as a source of mitigation actions. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 32 Packet Pg. 144 of 276 17 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitig II - City of Palo Alto Jurisdictional Annex • City of Palo Alto Urban Water Management Plan: The Storm Drain Master Plan was reviewed to inform the jurisdictional profile as well as a source of mitigation actions. • Palo Alto Threats and Hazards Identification and Risk Assessment (THIRA): The THIRA helped to inform the hazard analysis portion of this plan, as well as a source for mitigation actions. • Palo Alto Energy Assurance Plan: The Energy Assurance Plan provided information for the jurisdiction profile as well as a source for mitigation actions. • Sustainability I Climate Adaptation Plan: This plan provided information for the hazards analysis as well as identification of mitigation actions. • Foothills Wildfire Management Plan I Santa Clara County Community Wildfire Prevention Plan: These plans informed the hazards analysis as well as identifying wildfire mitigation actions. 8.4.2. Full Capability Assessment An assessment of legal and regulatory capabilities is presented in Table 129 and Table 130. An assessment of fiscal capabilities is presented in Table 131. An assessment of staffing capabilities is presented in Table 132. An assessment of administrative and technical capabilities is presented in Table 133. Information on National Flood Insurance Program (NFIP) compliance is presented in Table 134. An assessment of education and outreach capabilities is presented in Table 135. Classifications under various community mitigation programs are presented in Table 136. Development and permitting capabilities are presented in Table 137, and the community's adaptive capacity for the impacts of climate change is presented in Table 138. Table 4: Legal and Regulatory Capabilities: Codes, Ordinances, and Requirements 11iV .Irjj:]l .im Building Code Yes Yes Yes No Comment: The City has adopted the 2022 California Building Code, Title 24, Part 2, Volumes I & 2 adopted and amended. Zoning Yes Yes Yes No Ordinance Comment: Municipal Code, Title 18, Passed December 12, 2022 Subdivision Yes No No No Ordinance Comment: Municipal Code, Title 21, Effective June 13, 2016 Stormwater No No No No Management Ordinance Comment: None Identified. Other Natural Yes Yes No No Hazard - Specific Ordinances Comment: City Code, Chapter 16.42, Chapter 16.52, and Chapter 15.04.420 Volume 2: City of Palo Alto Item 14: Staff Report Pg. 33 Packet Pg. 145 of 276 18 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex T1i14y .IT)(]. •j• Post -Disaster No No No No Recovery Comment: None Identified. Real Estate No No Yes Yes Disclosure Comment: Cal. Civ. Code §1102 et seq. Growth Yes Yes Yes No Management Comment: Growth management falls under Palo Alto's 2022 Zoning Regulations and is more discreetly addressed in the City's Comprehensive Plan; Cal. Gov. Code §65300 et seq Site Plan Yes Yes Yes No Review Comment: Site Plan review falls under Palo Alto's 2022 Zoning Regulations and is well practiced in the permitting process. Environmental Yes Yes Yes Yes Protection Comment: Ordinance 5107, 13 December 2010, to provide green building standards and environmental protections; California Environmental Quality Act (Guideline: California Code of Regulations, Title 14, Division 6, Chapter 3, Sections 15000-15387); 2022 Proposed Green Building and Local Energy Codes. Flood Damage Yes Yes No No Prevention Comment: Municipal Code, Chapter 16.52 effective June 13, 2016 Emergency Yes Yes Yes No Management Comment: Municipal Code, Chapter 16.52 effective June 13, 2016 Climate Yes Yes No No Change Comment: Ordinance No. 5345, 31 August 2015, to comply with California Energy Code 2013 edition; California SB-379: Land Use: General Plan: Safety Element Acquisition of land for open space and N/A public recreation uses Comment: Palo Alto is almost 100% built out; the City has extensive open spaces and parks. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 34 Packet Pg. 146 of 276 19 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B -Volume Mitig II - City of Palo Alto Jurisdictional Annex Table 5: Planning, Legal, and Regulatory Capabilities General Plan Yes No Yes No Is the plan compliant with Assembly Bill 2140? Yes Comment: 2030 Comprehensive Plan. Capital Improvement Plan Yes Yes Yes Yes How often is the plan updated? Five years Comment: The 2022-2026 Capital Improvement Program Plan for the City of Palo Alto guides the City in the planning and scheduling of infrastructure improvement projects over the five year period. Annually, the City publishes a Capital Improvement Program budget to guide annual funding of scheduled projects. Floodplain or Watershed Plan No Yes No Yes Comment: Santa Clara Valley Water District Stormwater Management Plan Yes No No No Comment: Included in the City's municipal code for Stormwater Pollution Protection Urban Water Management Plan Yes No Yes No Comment: The 2020 Urban Water Management Plan (UWMP) Habitat Conservation Plan No Yes No Yes Comment: 2013 — Santa Clara Valley Habitat Plan Green Infrastructure Plan No No No No Comment: None Identified. Parks or Open Space Plan Yes No No No Comment: Parks and Open Space is also addressed in the Natural Element and Community Services Element of the 2030 Comprehensive Plan. Economic Development Plan No No No No Comment: The primary considerations for this are included in the City's Comprehensive Plan. Transportation Plan Yes Yes No No Comment: Transportation is covered in the 2030 Comprehensive Plan, Transportation Element. Shoreline Management Plan Yes No No No Comment: Baylands Master Plan 2008. The 2008 plan is an information update with the goal of producing an up-to-date record of Council approved policies and actions in the Baylands. It includes the history, environmental setting and adopted planning goals and policies for the Baylands area. Baylands Comprehensive Conservation Plan. Palo Alto is currently preparing this plan. It will address future management of the Baylands including conservation, recreation, and visitor use for the next 15 years and beyond. Community Wildfire Protection Plan Yes Yes No Yes Comment: Palo Alto is a part of the Santa Clara County CWPP. It is currently being updated. Urban Forest Management Plan Yes No No No Comment: 2019 - The purpose of the plan is to establish long-term management goals and strategies to foster a sustainable urban forest in Palo Alto. It was developed using an inter -departmental team of staff in conjunction with Canopy and community partners. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 35 Packet Pg. 147 of 276 20 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B -Volume Mitig II - City of Palo Alto Jurisdictional Annex Climate Action Plan Yes No No Yes Comment: 2022 - In 2020, the City started to update the City's Sustainability and Climate Action Plan (S/CAP) to develop the strategies needed to meet the City's sustainability goals, include the goal of reducing greenhouse gas emissions by 80% below 1990 levels by 2030. Parts of the plan were updated again in 2022. Local Emergency Operations Plan Yes No No Yes Comment: 2016 - The Palo Alto Emergency Operations Plan (EOP) identifies the City's emergency planning, organization, and response policies and procedures. Threat and Hazard Identification and Yes Yes No No Risk Assessment (THIRA) (Partial) Comment: City of Palo Alto THIRA, 2017 Post -Disaster Recovery Plan No No No Yes Comment: None Identified. Continuity of Operations Plan Yes No No No Comment: Palo Alto completed Continuity of Governance/Continuity of Operations planning in 2017; the manner with which this is managed is currently being reviewed to determine how best to maintain this function. Public Health Plan No Yes Yes No Comment: The Santa Clara County Department of Public Health has responsibility for public health planning across the County. Other: Yes Yes No Yes Comment: WUI/Foothills Fire Management Plan: This plan was updated in 2016. Table 6: Financial Capabilities -J:t: Community Development Yes No Block Grants Other Federal Funding Yes No Programs Capital Improvements Project Yes Yes Funding Authority to Levy Taxes for Yes No Specific Purposes User Fees for Water, Sewer, Yes Yes, CIP projects for Utilities and Gas or Electric Services Public Works departments Stormwater Utility Fee Yes Yes, storm drain masterplan CIP projects. Green Stormwater Infrastructure. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 36 Packet Pg. 148 of 276 21 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Incur Debt through General Yes Yes Obligation Bonds Incur Debt through Special Yes Yes, the improvement of public - Tax Bonds school facilities, and other infrastructure improvements. Incur Debt through Private No Yes, for the construction of a new Activity Bonds Public Safety building. Withhold Public Expenditures Yes No in Hazard -Prone Areas State Funding Programs Yes Yes, improving public safety resources and systems, and advancing infrastructure development projects. Development Impact Fees for Yes No Homebuyers or Developers Public or Private Partnership Yes No Funding Sources Other Funding Sources Yes No Table 7: Staffing Capabilities Chief Building Official • Yes Yes Yes • Full time • Planning and Development Services Department Parks and Recreation • Yes Yes Yes Director • Full time • Department of Community Services Open Space & Parks Emergency Manager • Yes No Yes • Full time • Office of Emergency Services Volume 2: City of Palo Alto Item 14: Staff Report Pg. 37 Packet Pg. 149 of 276 22 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Community Planner • Yes No No • Full time • Department of Planning & Development, Department of Community Services Open Space & Parks Civil Engineer • Yes No Yes • Full time • Department of Public Works, Department of Planning & Development Engineers or • Yes No Yes professionals • Full time trained in building or • The City does not infrastructure have one Civil construction practices Engineer, it has a public works director, and an engineering department of Professional Engineers. The Public Works Director acts as the City's Civil Engineer designate. Planners or engineers • Yes No No with knowledge of land • Full time development and land • Planning & management practices Community Environment — Planner, Community & Services Department — Open Space Ranger Planners or engineers • Yes Yes Yes with an understanding • Full time of natural hazards • Public Works - Engineer, Development Services — Building Inspector Surveyors • Yes Yes • Full time • Public Works Volume 2: City of Palo Alto Item 14: Staff Report Pg. 38 Packet Pg. 150 of 276 23 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B -Volume Mitiga II - City of Palo Alto Jurisdictional Annex GIS Coordinator or • Yes Yes No personnel skilled or • Full time trained in GIS • Information applications Technology Public Works Director • Yes Yes Yes • Full time • Department of Public Works Fire Chief • Yes Yes Yes • Full time • Palo Alto Fire Department Environmental Director • Yes Yes Yes • Full time • Public Works, Environmental Services Staff with training in • Yes Yes Yes benefit/cost analysis • Full time • Administrative Services, Accounting Division Scientist familiar with • Yes Yes No natural hazards in local • Full time area • U.S.GS, NWS Table 8: Administrative and Technical Capabilities Maintenance programs to Yes Multiple maintenance programs reduce risk executed through the Department of Public Works. Also, the City Utilities Department maintains Electric, Water, Gas, and Wastewater systems. Mutual aid agreements Yes Palo Alto participates in the statewide, California Master Mutual Aid Agreement for public safety services. Hazard data and information Yes Yes, flooding and creek monitoring. Hazus analysis or GIS Yes Yes, flooding and creek monitoring. software Grant writing Yes (Contracted) Yes, grants for all hazards. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 39 Packet Pg. 151 of 276 24 Santa Clara County Multijurisdictional Hazard Does your jurisdiction have any established warning systems or services for hazard events? Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Yes AlertSCC. Alerts are sent directly to your mobile device, landline, and/or email. Alerts for fire, earthquake, Heavy rain, heavy winds, extreme temperatures, crime, and instructions during a disaster. Table 9: National Flood Insurance Program (NFIP) Compliance What department in your jurisdiction is Department of Public Works responsible for floodplain management? Who acts as your jurisdiction's floodplain Public Works Engineer administrator? Is the floodplain administrator or NFIP Yes Coordinator certified? Is floodplain management an auxiliary No function in your jurisdiction? What is the date of adoption of your flood 2004 damage prevention ordinance? Do floodplain development regulations meet Yes or exceed FEMA or state minimum requirements? If regulations exceed requirements, in what ways? How are the substantial The substantial improvement and substantial improvement/substantial damage provisions damage definitions for the city meet the standard implemented? definitions given by the NFIP. In addition to assessments post event, permit review can be used to track substantial improvement/substantial damage. The Floodplain Administrator is responsible for reviewing all development permits. The local permit official is responsible for making substantial improvement/substantial damage using permit information. The closer to 50% market value the improvements are, the greater the need for precision. If the improvement is estimated to be between 40-60% of the market value, additional information may be requested from the permit applicant or owner. Community members interested in learning more about these provisions can find further information on the city's website at https://www. citVofpa loalto.org/Departments/Pu bl ic- Works/Engineering-Services/Floodplain- Management/Substantial-Damage-and- Improvement. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 40 Packet Pg. 152 of 276 25 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitig II - City of Palo Alto Jurisdictional Annex .. .. Provide an explanation of the permitting See the Palo Alto Municipal Code, 16.52.10 process for development within the floodplain. Does your floodplain management program Yes meet or exceed minimum requirements? When did your jurisdiction enter the NFIP? September 19, 1984 Is your jurisdiction in good standing with the Yes NFIP? Are the jurisdiction's Flood Insurance Rate Digital Maps (FIRMs) digital, paper, or both? Adopted effective maps dated 5/18/2009 Explanation of NFIP administration services Before building plans are processed for approval, within your jurisdiction. Public Works Engineering Technicians does a flood zone screening checklist. The purpose of the check list is to determine the flood zone designation, base flood elevation and all the construction regulations that the homeowner needs to comply to build a structure in a flood zone. The City has a flood zone look up on the City's website. Public Works Engineering Technicians can provide the flood zone designation and the base flood elevation of the properties to homeowners. FEMA 100 -year flood maps are available on the City's GIS. City's GIS can show parcel boundaries along with the flood zone and flooding boundaries. The City has FEMA certified Flood Plain Manager (CFM) and staff that can assist homeowners on the requirements to build a structure in a FEMA designated 100 year flood zone, Which includes LOMA, CLOMA, Flood Proofing Certificate, Elevation Certificate, etc. Public Works Inspectors inspects, reviews and signs off on all Elevation Certificates for structures built in FEMA designated flood zone areas. The City mails safety tips from flooding as utility inserts to all City residents every year. The utility insert includes information on how to protect properties from flood hazard before flooding, during flooding and after flooding. The information on flood safety is also available on the City website. Barriers to running an effective NFIP program None in your jurisdiction. When was the most recent Community 2021 Assistance Visit (CAV) or Community Assistance Contact (CAC)? Is a CAV or CAC scheduled or needed? Yes. A visit is scheduled in the fall of 2023. Does your jurisdiction have any outstanding No NFIP compliance violations that need to be addressed? Volume 2: City of Palo Alto 26 Item 14: Staff Report Pg. 41 Packet Pg. 153 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex .. .. Do your flood hazard maps adequately Yes address the flood risk within your jurisdiction? Does your floodplain management staff need Yes, additional staffing. any assistance or training to support its floodplain management program? Does your jurisdiction participate in the Yes, class 6 Community Rating System (CRS)? How many structures are exposed to flood • In 10% annual chance flood hazard area: risk within your jurisdiction? 2,829 • In 1% annual chance flood hazard area: 4,994 • In 0.2% annual chance flood hazard area: 20,184 How many flood insurance policies are in • 3,665 policies in force force in your jurisdiction? • $957,293,500 insurance in force • What is the insurance in force? • $4,126,988 premium in force • What is the premium in force? Areas of flood risk with limited NFIP policy Unknown coverage. How many total loss claims have been filed in • 473 total loss claims have been filed your jurisdiction? • 104 claims closed without payment • How many claims were closed without • $8,984,657.71 total payments for losses payment or are still open? • What is the total amount of paid claims? • How many claims were for substantial damage? How NFIP compliance will be continued during NFIP compliance will be continued by following the next 5 years. the FEMA Floodplain Management Regulations, the California Building Code, and the floodplain management requirements that are on the City's Municipal Code for all new construction and substantial improvement construction in Special Flood Hazard Areas (SFHAs). The link to FEMA's Map Service Center is provided on the City's website for flood zone identification for any properties. The City also provides a service to provide flood zone designations and base flood elevations from the City's Flood Zone Lookup from the City's website. All LOMA documents are attached in the City's GIS system. Thus, local requests for map updates for properties with LOMAs can be viewed on the City's GIS map. The City's public works inspectors monitors all constructions — substantial improvements and non -substantial improvements — in SFHAs. Elevation Certificates (ECs) are reviewed, signed, and approved by public inspectors when the building has been constructed in compliance with NFIP regulations. Volume 2: City of Palo Alto 27 Item 14: Staff Report Pg. 42 Packet Pg. 154 of 276 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Table 10: Education and Outreach Capabilities .. . .. . . . .. . . Does your Yes. The City PIO and Yes jurisdiction have a Communications Office, Communications provide Public Information Public Safety public public alerts and Officer or information officers, and warnings using multiple Communications Utilities Communication systems. Office? Manager provide public information officer functions. Does your Yes Websites provide Yes jurisdiction have information for public personnel skilled or consumption of trained in website mitigation activities development? across the City. Does your • Yes. This plan provides Yes jurisdiction have www.cityofpaloalto.org/lh suggested mitigation map & hazard mitigation actions the City could information www.citvofpaloalto.org/thir consider. a available on your website? • Palo Alto maintains and follows an Open data initiative that makes large amounts of governmental information available to the public. The City has a local hazards mitigation page on the City website. Does your Yes, The City has Those who perform Yes jurisdiction utilize implemented the use of social these roles provide social media for media using Nextdoor to hazard related hazard mitigation communicate these types of preparedness education and information to the public at information to the outreach? large. community on a seasonal basis Does your • The Planning & Commissions, through Yes jurisdiction have Transportation their routine advisory any citizen boards Commission advises the roles, address topics or commissions City Council, Planning that have a nexus to that address issues Director, and mitigation activities. related to hazard Transportation Director on These commissions mitigation? land use and make recommendations transportation matters, to the City Council for including the consideration. Comprehensive Plan, Volume 2: City of Palo Alto Item 14: Staff Report Pg. 43 Packet Pg. 155 of 276 W, Item 14 Santa Clara County Multijurisdictional Attachment Hazard Mitiga B - Volume II - City of Palo Alto Jurisdictional Annex • • zoning, transportation programs, and related matters. • Utilities Advisory Commission (UAC) is charged with providing advice on acquisition, development, and financial review of electric, gas and water resources; joint action projects with other public or private entities which involve electric, gas or water resources; environmental implications of proposed electric, gas or water utility projects; and conservation and demand management. Additionally, the UAC is charged with providing advice on the acquisition, development and financial review of the dark fiber network and wastewater collection utilities. • Citizen Corps is a best practice and model advocated by the federal government to integrate volunteers, non - government entities, the private sector, and other groups with local programs related to homeland security and emergency management (HS/EM). Does your • Yes. Palo Alto maintains A wide range of data Yes jurisdiction have and follows an Open data and information sources any ongoing public initiative that makes large are available for public education or amounts of governmental consumption bringing information information available to awareness to those who programs that could the public. The City has a seek it. be used to local hazards mitigation communicate page on the City website. Volume 2: City of Palo Alto 29 Item 14: Staff Report Pg. 44 Packet Pg. 156 of 276 Item 14 Santa Clara County Multijurisdictional Attachment Hazard Mitig B - Volume II - City of Palo Alto Jurisdictional Annex hazard -related The website also provides information? several sources for hazard related information including a threats and hazards page, but also in the comprehensive plan. • The emergency services volunteer program also serves as a communications network in their outreach to neighborhood members as well as their participation in community events. • https://www.cityofpaloaIto. org/Departments/Emergen cy-Services; https://www.cityofpaloaIto. org/Departments/Emergen cy-Services/Emergency- Volunteers; https://www.cityofpaloaIto. org/Departments/Fire/Prep are -For -Wildfire -READY - SET -GO • The Fire Department provides fire prevention training throughout the community; the Public Works department provides community education through their Clean Bay initiative and tours of the Regional Water Quality Control Plant; the Community Services Department provides environmental education through their partnership with Save the Bay organization. Volume 2: City of Palo Alto 30 Item 14: Staff Report Pg. 45 Packet Pg. 157 of 276 Item 14 Santa Clara County Multijurisdictional Attachment Hazard Mitiga B - Volume II - City of Palo Alto Jurisdictional Annex Does your • Yes. Citizen Corps is a The individuals who Yes jurisdiction have best practice and model participant in Citizen local citizen groups advocated by the federal Corps activities or nonprofit government to integrate champion resilience organizations volunteers, non- topics and share this focused on government entities, the information across the environmental private sector, and other community. protection, groups with local emergency programs related to preparedness, homeland security and and/or underserved emergency management populations? (HS/EM). • The City also maintains an Emergency Services Volunteer program to support preparedness, response, and recovery efforts. • https://www.cityofpaloaIto. org/Departments/Emergen cy-Services/Emergency- Volunteers Does your • Yes. Palo Alto maintains Public education Yes jurisdiction have and follows an Open data activities occur in ongoing public initiative that makes large various departments and education or amounts of governmental community groups. information information available to These efforts provide programs? the public. The City has a opportunities to educate local hazards mitigation various elements of the page on the City website. community. The website also provides several sources for hazard related information including a threats and hazards page, but also in the comprehensive plan. The emergency services volunteer program also serves as a communications network in their outreach to neighborhood members as well as their participation in community events. • https://www.cityofpaloaIto. org/Deiartments/Emergen Volume 2: City of Palo Alto 31 Item 14: Staff Report Pg. 46 Packet Pg. 158 of 276 Item 14 Santa Clara County Multijurisdictional Attachment Hazard Mitiga B - Volume II - City of Palo Alto Jurisdictional Annex cy-Services; https://www.citVofpaloalto. org/Departments/Emergen cy-Services/Emergency- Volunteers; https://www.cityofpaloalto. org/Departments/Fire/Prep are -For -Wildfire -READY - SET -GO • The Fire Department provides fire prevention training throughout the community; the Public Works department provides community education through their Clean Bay initiative and tours of the Regional Water Quality Control Plant; the Community Services Department provides environmental education through their partnership with Save the Bay organization. • Implemented the use of social media using Nextdoor to communicate these types of information to the public at large. Volume 2: City of Palo Alto 32 Item 14: Staff Report Pg. 47 Packet Pg. 159 of 276 Item 14 Santa Clara County Multijurisdictional Attachment Hazard Mitiga B - Volume II- City of Palo Alto Jurisdictional Annex Does your • Yes, Palo Alto maintains • The Fire Department Yes jurisdiction have and follows an Open data provides fire natural disaster or initiative that makes large prevention training safety related amounts of governmental throughout the school programs? information available to community; the the public. The City has a Public Works local hazards mitigation department provides page on the City website. community education The website also provides through their Clean several sources for hazard Bay initiative and related information tours of the Regional including a threats and Water Quality Control hazards page, but also in Plant; the Community the comprehensive plan. Services Department • The emergency services provides volunteer program also environmental serves as a education through communications network their partnership with in their outreach to Save the Bay neighborhood members organization. as well as their • Implemented the use participation in community of social media using events. Nextdoor to • https://www.cityofpaloaIto. communicate these types of information org/Departments/Emergen to the public at large. cy-Services; https://www.cityofpaloaIto. org/Departments/Emergen cy-Services/Emergency- Volunteers; https://www. citvofpa loa Ito. org/Departments/Fire/Prep are -For -Wildfire -READY - SET -GO Does your Yes. Palo Alto has This provides resilience Yes jurisdiction have established a partnership with for potential `power public/private VMWare, whose campus is outage' scenarios, or to partnership located in Palo Alto. Through augment public safety initiatives this partnership, VMWare has operations in vicinity of addressing created a solar `Micro Grid' the Wildland Urban disaster -related that can support public safety Interface. issues? operations in a crisis. Volume 2: City of Palo Alto 33 Item 14: Staff Report Pg. 48 Packet Pg. 160 of 276 Santa Clara County Multijurisdictional Hazard Table 11: Community Classifications Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex .. �. Community Rating System Yes 6 5/1/2017 Building Code Effectiveness Grading Yes 3 2018 Schedule Insurance Services Office (ISO) Fire Rating Yes 2 2016 National Weather Service StormReady Yes N/A 2015 Program® Firewise USA® Program No N/A N/A Table 12: Development and Permitting Capabilities ..flTT1Uh1T,fl11I1i.. Does your jurisdiction issue development Yes, Development Services Department permits? • If no, who does? If yes, which department? Does your jurisdiction have the ability to track Yes permits by hazard area? Does your jurisdiction have a buildable lands No inventory? Table 13: Adaptive Capacity for Climate Change ... .. Jurisdiction -level understanding of potential climate change High impacts Comment: The City has a Sustainability Officer who manages a stakeholder team of both internal staff members and external agency representatives to understand the climate change issues in Palo Alto. The City's Sustainability and Climate Action Plan demonstrates the understanding of climate change impacts; Palo Alto in engaged in Bay Area conservation planning groups that are also involved in climate change impacts. Jurisdiction -level monitoring of climate change impacts High Comment: The City recently completed a Sea Level Rise Vulnerability Assessment which documents potential sea level rise hazards to City and community assets from increments of sea level rise between 12 to 84 inches. Technical resources to assess proposed strategies for feasibility High and externalities Comment: Staff members are assigned to assess and propose strategies for climate change impacts. These strategies are then included in the City's Comprehensive Plan, Hazard Mitigation Planning, and Sustainability and Climate Action Plan. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 49 Packet Pg. 161 of 276 34 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex ..• ., .irit•rrtrii ii Jurisdiction -level capacity for development of greenhouse gas High emissions inventory Comment: In 2009 Palo Alto published the City's Climate Protection Plan to reduce greenhouse gas emissions. The Climate Protection Plan provides a comprehensive inventory of emissions, reduction targets, and steps to reach those targets. (http://www.cityofpaloalto.org/civicax/filebank/documents/9986). In 2014 the City updated this plan with new emissions data, goals, and actions. Additionally, the City has developed several programs to further reduce emissions including a long-term road map coordinated through the Sustainability and Climate Action Plan as well as the City's carbon neutral electric plan. Capital planning and land use decisions informed by potential High climate impacts Comment: As a result of the technical resources assigned to this planning element, Palo Alto incorporates decisions into Comprehensive Planning, Local Hazard Mitigation Planning, and Sustainability and Climate Action Planning. Participation in regional groups addressing climate risks High Comment: Palo Alto staff members are involved in Local, Regional, and National groups studying climate/change and adaption issues. .. Clear authority/mandate to consider climate change impacts during High public decision -making processes Comment: The Palo Alto City Council has established an aggressive GHG reduction goal and is in process of updating its Comprehensive Plan and adopting a Sustainability and Climate Action Plan that will mandate considering climate change impacts during public decision -making processes. Identified strategies for greenhouse gas mitigation efforts High Comment: The City's Sustainability and Climate Action Plan (scheduled for approval 11/28) identifies strategies for reducing GHG emissions 80 percent by 2030 (against a 1990 baseline) and for adapting to expected climate change impacts. These include strong energy efficiency requirements in building codes; exploring electrification (switching customers from natural gas to carbon neutral electricity); embedding sustainability and climate considerations into the City's purchasing, operations, and capital investment processes; encouraging shift of private and public vehicles to EVs, supported by expanded EV infrastructure; continued pursuit of the City's zero waste goals. Identified strategies for adaptation to impacts High Comment: The City's Sustainability and Climate Action Plan identifies strategies to prepare for climate change by reducing the impacts of climate change from sea level rise and wildfires. Champions for climate action in local government departments High Comment: Public Works Director sitting on City's Executive Leadership Team; multi -department Sustainability Steering Committee; multi -department Sustainability Leadership Team. Political support for implementing climate change adaptation High strategies Comment: Strong community and Council support; climate change has been a top Council priority for the past 3 years. Financial resources devoted to climate change adaptation High Comment: Currently, the City provides funding for staff members to engage in change adaptation planning including a Chief Sustainability Officer, and additional departmental staff members on an ad hoc basis. The City has a Capital Improvement Plan (CIP) fund that will provide funding for designated projects. The City Council can allocate funding for change adaptation projects as well. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 50 Packet Pg. 162 of 276 35 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex ... •. • • Local authority over sectors likely to be negative impacted Low Comment: The Sea Level Rise Vulnerability Assessment identifies the sectors likely to be negatively impacted by climate change. The Vulnerability Assessment focuses on sectors withing Palo Alto's authority. .. Local residents knowledge of and understanding of climate risk High Comment: Palo Alto includes a highly educated community, many of whom understand climate risks. The City has hosted several events, webinars, and workshops focused on various topics of climate risk (https://www. cityofpaloalto. org/City-Hall/Sustainability/Get-Involved/SCAP-Community-Engagement). Local residents support of adaptation efforts High Comment: There is strong local support for adaptation efforts. The City hosted a public Sustainability and Climate Action Plan Ad Hoc Meeting to discuss wildfires and sea level rise (https://www. cityofpaloalto. org/City-Hall/City-Council/Sustainability-and-Climate-Action-Plan-Ad-Hoc- Committee), as well as several Sea Level rise workshops and webinars (https://www.cityofpaloalto.org/sealevelrise). Many community members are speaking up about their concerns of climate change, and several organizations have organized action groups (i.e. Palo Alto Green, Save Palo Alto Groundwater). Local residents' capacity to adapt to climate impacts Medium Comment: Climate adaptation and sea level rise is addressed in the soon -to -be adopted Sustainability and Climate Action Plan (S/CAP). The in -development Sea Level Rise Adaptation Plan will address local residents' capacity to adapt to climate impacts. The S/CAP also has a goal to minimize wildland fire hazards by ensuring adequate provisions for vegetation management, emergency access and communications, inter -agency firefighting, and standards for design and development within wildland areas. Local economy current capacity to adapt to climate impacts Medium Comment: Generally strong economy; very energy efficient compared to U.S.; substantial local food production capacity; but generally unrecognized risk to Long -Term water supplies (impacting potable water, hydropower, and agriculture). Local ecosystems capacity to adapt to climate impacts Medium Comment: Depends on the extent of the impacts. The City can expect successional pressure on ecosystems from temperature and precipitation changes, other impacts from wildfires and flooding. 8.4.3. Opportunities to Expand Upon and Improve Existing Capabilities The hazard mitigation planning process presented the opportunity for the community to discuss and evaluate their current capabilities however, building mitigation capabilities is an ongoing process. New capabilities can be added which will support mitigation. Current capabilities can also be enhanced to actively support mitigation and reduce risk. Significant efforts have been made to increase the capabilities of jurisdictions across the OA. By participating in this plan update, each community is reinforcing their support for mitigation and understanding of the capabilities they need to successfully implement mitigation measures. Actions that can expand and improve existing authorities, plans, policies, and resources for mitigation include: • Developing a Climate Action Plan which incorporates hazard data and actions to adapt to a changing climate. • Budgeting and passing policies and procedures for mitigation actions. • Adopting and implementing stricter mitigation regulations. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 51 Packet Pg. 163 of 276 C Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex • Approving the training of staff for mitigation activities. • Approving mitigation updates to existing plans as new needs are recognized. • Continuing to update plans as necessary to ensure they are current and reflect the needs of the community or special district. • Further developing warning systems and messaging. • Creating and implementing additional public education and outreach offerings and increasing the volume of translated materials. • Ensuring grant opportunities are capitalized upon to meet mitigation goals. Each type of the four FEMA-identified capabilities were evaluated, in addition to OA -priority capabilities like adaptive capacity. Gaps and limitations, if any, are discussed in the tables above. Additional jurisdiction -specific opportunities to expand on and improve capabilities for reducing risk include: • Continue to participate in the Community Rating System and identify additional actions to both reduce flood risk and reduce flood insurance premiums. • Update the Comprehensive Plan and include requirements to address climate change. • Adopt and implement the city's new Sustainability and Climate Action Plan (S/CAP). • Acquire additional planning, engineering, and emergency management professionals who can support hazard mitigation initiatives. • Expand grant writing capabilities to include mitigation grants such as BRIC. 8.5. Integration with Other Planning Initiatives This section describes the process for integrating the hazard mitigation plan into local planning mechanisms. 8.5.1. Existing Integration The following plans and programs currently integrate the goals, risk assessment and/or recommendations of the hazard mitigation plan: • Comprehensive Plan: The Local Hazard Mitigation Plan is nested within the City's Comprehensive Plan, and many of the policies and programs in the Comprehensive Plan now have mitigation linkages for the hazards addressed in this plan. • Municipal Code: The City of Palo Alto Municipal Code establishes risk mitigation standards for building codes that impact the City's seismic and flood risks. • Sustainability and Climate Action Plan: The City's Sustainability and Climate Action Plan is the primary document that addresses the City's programs and mitigation actions for climate adaptation. • Seismic Hazards Identification Program: This program will evolve in the near future to provide additional policies to reduce risks to seismic prone buildings. • Community Rating System: Palo Alto will continue efforts to reduce the City's CRS rating to reduce flood risks to those property owners in FEMA designated flood zones. The prior LHMP was provided as a part of the city's local CRS assessments in order to maintain the current CRS rating by implementing preparedness measures through drills and exercises, community outreach, and LHMP annual updates. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 52 Packet Pg. 164 of 276 37 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitig II - City of Palo Alto Jurisdictional Annex • Energy Assurance Plan: Palo Alto is developing programs and actions to improves the City's energy assurance for certain critical infrastructure. • Foothills Fire Management Plan: This plan addresses a broad range of integrated activities and planning documents to identify and mitigate the impacts of fire hazards in the Palo Alto Foothills Area. Fire mitigation project areas include the boundaries of Foothills Park and Pearson- Arastradero Preserve and each year the City allocates resources to treat segments of the project area and to provide public education and awareness. Water Conservation Best Management Practices (BMP): Since 2002, the City has partnered with the Santa Clara Valley Water District (SCVWD) to promote and cost -share water efficiency programs for Palo Alto customers. Through this cost -sharing agreement, the City pays roughly half of the cost of the programs, with SCVWD administering many of these programs including onsite water audits, and rebates for landscape conversion as well as water efficient fixtures and appliances. The City also administers other water conservation programs in-house or through separate contracts with outside vendors, such as the Home Water Report program. The City continues to evaluate opportunities for program partnership opportunities with the Bay Area Water Supply and Conservation Agency and other regional alliances. Funding/Day-to-Day Projects: The City asks for public assistance regarding stormwater, water use, defensible space issues among others. The LHMP addresses projects to encourage compliance with city policies. Additionally, the City works with various special districts and incorporates specific projects into the LHMP that serve all entities. Examples are with the San Francisquito Creek Joint Powers Authority and Valley Water for our CRS assessments and NFIP flood reduction projects; and the interdepartmental efforts to reduce wildfire risks in our Wildland Urban Area. 8.5.2. Opportunities for Future Integration The following plans and programs do not currently integrate the goals, risk assessment and/or recommendations of the hazard mitigation plan, but provide an opportunity for future integration: • Capital Improvement Program (CIP): Many of the CIP projects being implemented have a direct or indirect application to local hazards. Specific projects will become part of Palo Alto's mitigation action plan and vice versa. • One Water Plan: The development of this plan was identified as a key action in the city's Sustainability and Climate Action Plan. The water plan will evaluate alternative water supplies, define existing and future uncertainties and supply risks, and identify community needs and priorities. This relates to multiple hazards and actions described in the MJHMP. • Community Wildfire Protection Plan: This plan is currently being updated. Data and mitigation actions can be reflected in both plans. • Building Codes/Zoning: The City updates these hazard -related policies as needed in accordance with State requirements. The last update was in 2022, and additional updates may occur before the next MJHMP update. The City has a number of plans and policies that have a nexus with the MJHMP. City staff members actively work with another to integrate topics between these plans/policies during normal working group meetings. The diverse group of internal stakeholders that participated in this plan update reflects the city's collaborative approach to integrating this MJHMP with other planning mechanisms. The Local Mitigation Planning Team will be responsible for integrating information from the 2023 hazard mitigation plan in accordance with normal Palo Alto planning activities. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 53 Packet Pg. 165 of 276 38 Santa Clara County Multijurisdictional Hazard Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex 8.6. Jurisdiction -Specific Natural Hazard Event History Table 139 lists all past occurrences of natural hazards within the jurisdiction. Table 14: Natural Hazard Events January 2023 Severe Storms DR -4683 01/14/2023 Unknown COVID-19 Response DR -3428 03/13/2020 Unknown Flood DR -1203 02/09/1998 $23 million Earthquake DR -845 10/18/1989 Unknown Flood DR -651 01/07/1982 Unknown Flood N/A 1967 Unknown Flood N/A 1958 Unknown Flood N/A 1955 Unknown Flood N/A 1911 Unknown Flood N/A 1862 Unknown 8.7. Jurisdiction -Specific Vulnerabilities Palo Alto tends to fall around the middle compared with other jurisdictions in the OA in terms of estimated losses to the earthquake Hazus scenarios. Estimates for structural losses were between $800-$900 million for the three fault -based scenarios, representing 4.3-4.9% of the total building value in the city. There is a high density of seismically at -risk soft -story, concrete tilt -up, and concrete shear wall buildings constructed prior to 1994 that have not been retrofitted, which is a mix of residential and commercial use. Moderate to High liquefaction potential begins near the center of the city and rises closer to the coastline. Structures and utilities in these areas are at additional risk to damage from changes in stability during an earthquake related to soil conditions. The city public safety building (built in 1970) and Fire Station 4 (built in 1953) are considered to be vulnerable to seismic activity because they do not include modern seismic building standards. A total of 604 buildings valued at $25 million are within wildfire hazard areas in Palo Alto. A total of 1,711 people (2.5% of the total population) reside within wildfire hazard areas. The Foothills community and potable water supply reliability from reservoirs are vulnerable to wildfire. Additional water storage has been created in the low -lands to offset water losses. Power lines are occasionally de -energized in high wind events and similar conditions that may increase risk of wildfire. Although de -energizing lines reduces risk of igniting a wildfire, power interruptions can affect operations of other critical facilities, including water distribution facilities needed for fire response efforts. Other mitigation techniques could reduce wildfire ignition from power distributions without loss of power service. Not all structures in areas at risk to wildfire are constructed with fire resistant materials or have adequate defensible space or other forms of vegetation management to reduce wildfire risk. Wildfire risk is expected to increase by extended periods of drought or extreme heat caused by climate change. 1 Damage assessment information from San Francisquito Creek Joint Powers Authority (2006), except 1862 flood information from various historical records. Recreating the Great California Flood of 1862 — A Case Study. NOAA Physical Sciences Laboratory. https://psl.noaa.gov/data/20thC_Rean/CA_flood_1861-1862/ Volume 2: City of Palo Alto Item 14: Staff Report Pg. 54 Packet Pg. 166 of 276 39 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex • A total of 8,200 residents and 3,318 households are in potential inundation areas from high hazard dams: Felt Lake and Lagunita. Structures valued at over $2 billion are also within these potential inundation areas. See Figure 58 and 59 in the base plan for location. Foothills Nature Preserve Dam has shown signs of seepage, and monitoring may expose needs for repairs or other improvements. A total of 629 people (.92% of the total population) are within the 1% SFHA, and 4,534 (6.62%) are within the 0.2% SFHA. Structures in these areas are valued at $158 million and $367 million respectively. Roughly 20 percent of Palo Alto is exposed to special flood hazard areas including, 3 schools (1 public, 2 private), several businesses, and other public infrastructure. There are residents living in this area who require assistance, but there are strong neighborhood resources to assist. Levees in the Baylands help mitigate flood risk and sea level rise to structures closer to the bay. Several levees need improvements. The tide gate is also in need of replacing. • A large portion of Palo Alto is at risk to flooding from the San Francisquito Creek due to two poorly designed bridges. Heavy rain events can result in high water flows that these bridges cannot handle, including Pope Chaucer bridge and Newell Road Bridge The stream channel may experience bank erosion or other damage during flood or heavy rain events. The storm drain system has deteriorated with age and is also in need of repairs or other improvements. • A total of 620 residents are exposed to landslide potential. Structures in moderate to high landslide risk areas are valued at $520 million. Roadways in the Palo Alto Foothills are exposed to landslide risks, which could limit the ability to move into and out of this area. Water storage tanks in the landslide risk area may also be at risk to damage from landslide. Damage to these tanks would disrupt water supply delivery to the city. • Vulnerability of permanent structures and residences to tsunami are minimal. The potential evacuation area for tsunami is adjacent to HW 101, a primary transportation route in northern Palo Alto. • Impacts from inclement weather such as heavy rain, hail, and wind are likely to be very similar across the OA. Individual events may impact only limited areas, but the entire OA is at risk to similar conditions. Heavy rain may cause localized flooding on roadways and low-lying areas which may disrupt transportation for the general public and can also delay emergency response. Heavy rain can also have cascading impacts on landslide potential or strain the capacity of dams. High winds can disrupt power, communication and other services and cause damage to structures. Extreme heat or cold can be harmful to health, particularly those with inadequate housing with adequate warming and cooling systems. • Extreme heat can strain power sources and contribute a need to implement rolling blackouts. These power outages can increase the risk of heat -related illness for vulnerable populations. Backup power systems or other secondary sources of power at critical facilities and public spaces that can be used as cooling centers could address this risk. • Power outages occur throughout the community when high winds, combined with years of drought, and heavy rains and high winds cause tree limbs to come into contact with power lines. Commercial communications infrastructure does not have adequate backup power systems to maintain lifeline needs. • Single grid tied high voltage transmission connection to PG&E for the power supply to the City, where it is then distributed by City of Palo Alto Utilities (CPAU) across the City of Palo Alto community. This presents a vulnerability to conditions that impact this transmission line. • Impacts from drought will be fairly consistent across the OA. Drought impacts vegetation and can make it more vulnerable to disease and wildfire. Extended drought may necessitate limits on landscape irrigation or higher costs for irrigation, which can have economic impacts. Although agriculture is not a primary economic sector in the OA, drought can have severe negative impacts on growth of crops and gardens. Drought is expected to be more common in the future due to Volume 2: City of Palo Alto Item 14: Staff Report Pg. 55 Packet Pg. 167 of 276 40 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex climate change. Water conservation efforts and expansion of water recycling systems are needed to maintain a reliable city water supply. • In order to better anticipate flooding or wildfire risks, sensors are currently employed to provide rainfall amounts, creek flow rates and heights, and video monitoring. Providing more sensors along creeks or in the Foothills area could improve the information used to make community facing decisions. Climate Change Considerations: Anticipated changes in climate may increase the number of occurrences, length or intensity in hazards such as extreme heat or drought, as indicated by the CMRA tool. Both drought and extreme heat conditions contribute to increased risk of wildfire, as lack of precipitation and high temperatures both contribute to vegetation becoming dry and more susceptible to quick ignition and faster fire spread. Changes in temperature and precipitation patterns can also reduce snowpack, and changes in runoff from snowpack may result in changes to water supplies throughout the region. Climate change may also impact the future frequency or severity of severe weather such as heavy rain and subsequent risk of flooding. Although CMRA does not indicate a significant change in the number of precipitation events or overall annual rainfall, it is anticipated that those events may become more extreme, with significant amounts of precipitation occurring during an extreme precipitation event. Climate change may lead to frequent fluctuation of water levels retained by dams and may result increased discharges and flooding downstream and possibly overtopping or other design failures following extreme precipitation events. Intense rainstorms can result in increased risk of landslides occurrences. Loss of vegetation from wildfire reduces slope stability, and post -fire debris flows. An in-depth assessment of the possibility of increasing numbers and intensities of windstorms is not currently available for the OA; however, changes in temperature and extreme weather events may also be accompanied with increases in high wind. These could result in damaged utility lines resulting in power outages and can also contribute to extreme wildfire risk conditions. Palo Alto will likely experience effects of climate change in relation to drought, extreme heat, heavy rain, high wind, flooding, and dam failure. Wildfire and landslide risk are confined to a relatively small area in Palo Alto. Climate change may impact those conditions but may not significantly increase the potential impacts to the city. Climate impacts to earthquake hazards are not well understood and not currently believed to have an effect in Palo Alto. Additional details on potential impacts to population, property, critical facilities, the environment, and the economy can be found in Volume 1, Section 12. Repetitive loss records are as follows: • Number of Federal Emergency Management Agency (FEMA)-identified Repetitive -Loss Properties (RL): 4 • Number of FEMA-identified Severe -Repetitive -Loss (SRL) Properties: 1 • Number of RL Properties or SRL Properties that have been mitigated: 0 Other noted vulnerabilities include: The State of California anticipates that relative sea level rise projections stemming from greenhouse gas emissions and related climate change pose significant economic, environmental, and social risks to communities along the San Francisco Bay Shoreline, including the City of Palo Alto. Sea level rise in San Francisco Bay is anticipated to range between three feet to more than ten feet by 2100, with rising tides likely thereafter. In Palo Alto, many City services and infrastructure that are essential to the City's public health, safety, and economy are located within areas that are predicted to be inundated by Bay water if adaptation measures are not implemented. • Current climate change planning, specifically for sea -level rise, has shown groundwater incursion as a risk and the possible impacts that may cause to infrastructure and properties in close Volume 2: City of Palo Alto Item 14: Staff Report Pg. 56 Packet Pg. 168 of 276 41 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex proximity to the San Francisco Bay. City staff members must continue to assess these risks to develop effective mitigation strategies. 8.7.1. Social Vulnerability Palo Alto has mostly low to moderate social vulnerability, as shown in Figure 88. This indicates that the population has fewer characteristics that might make recovery from hazard impacts more difficult, and the community would be fairly resilient following a disaster. However, although there were not high concentrations of individuals with social vulnerabilities identified in this tool, it should be expected that individuals with various disadvantages are found in the city. Individuals with household incomes below poverty level, those whose primary language is not English, the very young or those over 65 who are more dependent on others for care, those with access and functional needs, as well as other educational, socioeconomic, and other factors, should be given additional consideration in planning and plan implementation efforts. Two institutions that serve vulnerable populations in the area include Lucile Packard Children's Hospital and the VA Hospital. Carlpc rte dwooe City North Falr Oaks EaaPala ett P Menlo nark Pa tyAlbo West Menlo Woodside Park Oran Fnrrl Sky Londa Las Altos Porcold r I Hills Los A![as Valley i Sunnvvo.._ Los FF5000 Woods La Honda 4e Oaen , .. Bie Hills oa H Sara N County of Santa Clara, California Sete Parks, ri, HERE, Gnomon, S,f,Nraph_ p /1 2 oeo'echcologles, Inc, METI/NASA. VSGS, Bureau of ap�7anag trot n rrq, kp5, usoa Miles P r�Ia nedw.,oa, Figure 3: Palo Alto Social Vulnerability 8.8. Hazard Risk Index Social Vulnerability Index Overall percentile ranking 0.0000 - 0.2500 I Lowest Vulnerability 0.2501 - 0.5000 0.5001 - 0.7500 0.7501 - 1.000 1 Highest Vulnerability No Data In bi00010 rs 00 ,onmunlh rsa aaaclN to Peep-nz Ipr 0 Uerabiiity ICOOS ICFC;oT.$of 5'JIS02�' County hl0 0 depict, [Ile cab0ll,rf lky 0; mmnrunitles, a us COLIC IOTS[ within a 20ecfied county. Ct]C'.'AT9�R SJI 2020 group: 0Glly, e1M1nleity, and 005010 00005:. Oserall Selbl l L, Pabllltl com^_Ines all !be�rarizbles to pm�ibe a wnprel:ensi�'e asessmen[ Date Saved: ]0/19/20237:22 PM lw ® IEM.IGEO Table 140 presents the hazards of concern from highest risk index number to lowest, as assigned by the City of Palo Alto. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 57 Packet Pg. 169 of 276 Santa Clara County Multijurisdictional Hazard Table 15: Hazard Risk Index Item 14 Attachment B - Volume Mitiga II - City of Palo Alto Jurisdictional Annex Drought Highly Likely Minor Catastrophic Significant Major Heavy Rain Highly Likely Limited Critical Extensive Moderate High Wind Highly Likely Limited Limited Extensive Moderate Extreme Heat Highly Likely Limited Limited Extensive Moderate Earthquake Likely Critical Critical Significant Major Wildfire/Smoke/ Air Quality Highly Likely Critical Limited Minimal Moderate Climate Change Highly Likely Minor Catastrophic Significant Major Dam/Levee Failure Unlikely Critical Limited Negligible Weak Flood Occasional Minor Limited Minimal Moderate Landslide/Mass Movement Unlikely Minor Minor Negligible Weak Tsunami Unlikely Minor Minor Negligible Weak Table 134: Comparison of Palo Alto Hazard Risk Score to Operational Area (OA) 8.9. Future Needs to Better Understand Risk/Vulnerability Current climate change planning, specifically for sea -level rise, has shown ground water incursion as a risk and the possible impacts that it may cause to infrastructure and properties in close proximity to the San Francisco Bay. City staff members must continue to assess these risks to develop effective mitigation strategies. In order to better anticipate flooding or wildfire risks, sensors are currently employed to provide rainfall amounts, creek flow rates and heights, and video monitoring. Providing more sensors along creeks or in the Foothills area could improve the information used to make community facing decisions. Residential insurance is needed for hazard events such as flood, earthquake, wildfire. Knowing how many have hazard specific insurance will help City representatives understand the community's level of exposure and personal risk. 8.10. Status of Previous Plan Actions Participants were asked to report the status of their mitigation actions listed in the previous plan as a part of this plan update. Where further information isn't provided, the answers are defined as follows: • Completed — work on this action is totally complete. Volume 2: City of Palo Alto 43 Item 14: Staff Report Pg. 58 Packet Pg. 170 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex • Completed and ongoing — work on this action is complete; however, it is an ongoing project that will continue to be implemented. An example is a public outreach campaign that was created and will continue to be implemented. • In progress — work on this action has begun and is in progress, but the action is not yet complete. • Retain — work on this action has not begun yet, the action is still relevant, and it should be in the 2023 MJHMP. • No longer relevant — Action item is no longer relevant due to reduce or eliminated risk, it no longer being feasible, there has been a change in jurisdictional or organizational priorities, or another reason as stated. Unless specifically requested otherwise, only those actions listed as "retain" are incorporated into the 2023 action plan. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 59 Packet Pg. 171 of 276 44 Santa Clara County Multijurisdictional Hazard Mitigation Table 16: Status of Action Items from the 2017 MJHMP Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex PA.1 San Francisquito Creek Lower Reach Flood/Heavy precipitation Complete Flood Reduction and Ecosystem Restoration Project PA.2; San Francisquito Creek Upper Reach Severe Storm/Flood In progress. The initial planning application was PA.4 Flood Reduction and Ecosystem submitted to Palo Alto and review by staff in the fall of Restoration Project 2021. The project encroaches into private properties thus the SFCJPA has been working with the property owners adjacent to the work areas and revising plans to minimize the impact. In addition, the JPA had initial meetings with the regulatory agency's representatives to secure permits for reach 2 area. The JPA submitted the application to the regulatory agencies in mid -July 2022. The application for Reach 2 will include the replacement of Pope/Chaucer bridge, Newell Road Bridge and 5 creek widening sites. The regulatory agencies have also requested that the application include details about Searsville dam and upstream detention. PA.3 Newell Creek Bridge replacement Flood/Heavy Precipitation In progress. On June 1, 2020, City of Palo Alto City project to accommodate a 100 -year Council issued the decision to Certify the Final flood event Environmental Impact Report and approved the locally preferred project alternative. The project can proceed with the design and construction documents will be prepared. In 2019, Caltrans approved a grant of $6.8M for construction (currently programmed in FY 2026) based on a $9M estimate, with $2M to come from the SFCJPA partners. The latest construction cost estimate is $15M. Staff is working on finalizing the new estimate to request an additional $6M and accelerate funding to align with an earlier construction start. Staff is also working to secure additional regulatory permits and right-of-way acquisitions (for temporary construction easements) with Caltrans needed during construction. The construction Volume 2: City of Palo Alto 45 Item 14: Staff Report Pg. 60 Packet Pg. 172 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex II • within the creek is typically limited to June 15 — October 15, as required by regulatory permitting agencies. All work in the street can occur outside of this window, with proper erosion control measures. The City anticipates the project construction will start in early 2024 and will take about a year and a half to complete. PA.5 Matadero Creek Storm Water Pump Flood/Heavy precipitation, Completed Station Improvements atmospheric river PA.6 Storm Drain System Replacement and Flood/Heavy precipitation, Completed. Public Works conducts annual work to Rehabilitation atmospheric river replace and repair storm drain infrastructure. In the past three years they have improved the Loma Verde Avenue Trunk Line, Louis Road pipes, and Oregon Expressway Box Culvert. Pipe replacements are ongoing of corrugated metal and concrete to HDPE. Design for new pipe and pipe replacement at East Meadow Circle and East Meadow Drive is currently ongoing and construction is anticipated to be completed in 2024. PA.7 Recycled Water Pipeline Expansion Drought In progress. The economic feasibility of both the reverse Project to expand the recycled water osmosis facility and the recycled water expansion project purple pipeline within South Palo Alto are under review. These projects and other alternative towards Stanford Research Park water supply projects will be considered as part of the "One Water" planning process. https://www.citVofpaloaIto.org/files/assets/public/agendas- minutes-reports/agendas-minutes/utilities-advisory- commission/archived-agenda-and-minutes/agendas-and- minutes-2021/07-07-2021-special/id-12332-item-1.pdf Volume 2: City of Palo Alto 46 Item 14: Staff Report Pg. 61 1 Packet Pg. 173 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • PA.8 Continue to maintain good standing and Flood/Heavy precipitation, Completed and ongoing. The CRS specialists approved compliance in the NFIP and improve atmospheric river the submittal and community maintains a rating of 6. This Community Rating System Class to provides a 20% savings to the residents who have flood provide higher CRS premium discounts insurance and whose properties are located within a special flood hazard area. In addition, in February 2022, the Department of Water Resources schedule a community visit with staff. They identified a few minor items that need to be updated. Staff updated Palo Alto Municipal Code to address the issues raised. PA.9 Complete the Strategy to Advance Flood Severe Storm/Flood/Sea Completed. The strategy document is complete. Planning protection, Ecosystems and Recreation Level Rise to implement strategies is underway. SF Bay feasibility report PA.10 Construct new public Safety Building to Earthquake In progress. A construction contract was awarded to mitigate current risks to public safety Swinerton Builders in February 2021. Construction began essential services in March 2021 and is expected to complete in early 2024. PA.11 Rebuild Fire Stations 3 and 4 to mitigate Earthquake/Flood/Sea Complete and ongoing. Fire Station 3 is complete. A current risks to essential services Level Rise design contract for Fire Station 4 was awarded in May 2022. Construction on the new Fire Station 4 is expected to begin in spring 2024. PA.12 Continue 7 -year cycle for high priority of Earthquake/Flood/ Heavy Completed (as part of 2017 planning focus). A new tree trimming Rain, High Wind, Extreme contract began in October 2021 and will continue until Heat/Extreme Cold October 2024. The contract scope is based on maintaining a minimum of the seven-year cycle of pruning for public trees. PA.13 Replace the Baylands Tide Gate Flood/Heavy precipitation, In progress. The project continues to advance, following atmospheric rivers the completion of the MND, Valley Water advanced the design of the project and are talking with regulatory agencies to secure permits. The 90% plans were submitted to Palo Alto for review in spring 2022. Palo Alto staff reviewed these plans and provided comments. The project that includes 8 gravity force tide gates and 1 sluice gate is estimated to cost $39M and scheduled to begin in September 2023 and completed by December 2026. Valley Water and Palo Alto are discussing a cost Volume 2: City of Palo Alto 47 Item 14: Staff Report Pg. 62 Packet Pg. 174 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex II • share agreement and coordinating with the design elements needed to connect the sluice gate to the City fiber network. PA.14 Consider the use of alternative energy Earthquake, heavy Completed and ongoing. Palo Alto entities continue to sources for critical infrastructure precipitation, atmospheric explore the use of alternative forms of energy to offset (essential facilities, key resources) river vulnerabilities of carbon -based fuels. New advances in solar generation and battery technologies enable us to go "off grid" and ensure such systems can operate after a major disaster (or cyber-attack, etc.). OES received a State Homeland Security Grant for $200,000 for a custom-built Solar Generator Trailer (SGT), which was acquired in August 2021. In addition, the City has included a Proposed Key Action "Complete a study of the reliability and resiliency needs of an electrified community and develop proposals for programs to facilitate community resiliency." in the draft Sustainability and Climate Action Plan Update, which will go to Council for approval in early 2023. PA.15 Implement Wastewater Long -Range Flood/heavy precipitation, Ongoing. Palo Alto continues to move forward with Facilities Plan atmospheric, Earthquake, upgrading the Wastewater Treatment Plant; currently Sea Level Rise rehabilitating existing primary sedimentation tanks; and summer of 2022 go out to bid for the construction of the secondary treatment plant to remove nutrients. PA.16 Foothill water reservoir upgrade. Earthquake/Wildfire/Drought Completed. Staff determined not to change layout of Foothills water system facilities. Corte Madera water tank replacement project (for seismic stability) was completed in April 2021. Park and Dahl Reservoirs will be repaired or retrofitted (in FY `23 and '26). Despite low water demand in foothills, Foothills water reservoirs cannot be removed due to requirements for emergency storage and firefighting storage. Volume 2: City of Palo Alto 48 Item 14: Staff Report Pg. 63 Packet Pg. 175 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • PA.17 Consider construction of a new water Earthquake/Drought Completed. Staff completed the cost/benefit analysis of reservoir in the low-lying areas of Palo Dahl and Park Reservoir replacement options. It was Alto determined that rehabilitating the existing tanks is more cost-effective and beneficial than to rebuild or relocate to the low-lying areas. PA.18 Rebuild and Reconfigure Electric Earthquake, Heavy Completed. This project is complete. New substructure System in Stanford Hospital/Mall Area to Precipitation/Atmospheric was installed, and some circuits were rerouted. increase reliability during emergencies River, Extreme Heat/Extreme Cold, High Wind PA.19 Install Fiber Optic Service to Black Earthquake, Heavy In progress. CPAU has initiated an Electrical Mountain Radio Repeater Site to Precipitation/Atmospheric Undergrounding project which will underground electrical improve public safety communications River, Extreme lines within the Palo Alto Foothills area, beginning on along Skyline Drive Heat/Extreme Cold, High Arastradero Road and running up beyond Montebello Wind, Wildfire Reservoir. Fiberoptic cables will be installed as this undergrounding work is done. The project is underway and is expected to take 2-3 years to complete. PA.20 Convert overhead utility lines to Earthquake, Heavy Completed. CPAU completed undergrounding of districts underground transmission. Installation of Precipitation/Atmospheric 46 & 47. new underground electric, River, Extreme communication, and cable television Heat/Extreme Cold, High systems in Electric Underground Wind Districts 46 and 47 PA.21 Construct a second electrical Earthquake, Heavy In progress. Stanford and SLAC decided against transmission interconnection to PG&E Precipitation/Atmospheric participating in establishing a new intertie with Palo using a new corridor River, Extreme Alto. Palo Alto Utilities is pursuing a new option and has Heat/Extreme Cold, High contracted with a consultant to obtain the California Wind Independent System Operator's (CAISO) approval for a transmission project to construct a 115kV circuit from Palo Alto Adobe Creek Substation to PG&E Ames Substation. Volume 2: City of Palo Alto 49 Item 14: Staff Report Pg. 64 Packet Pg. 176 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • PA.22 Construct a second water Earthquake, Heavy In progress. A second water interconnection is in place interconnection from Palo Alto Utilities to Precipitation/Atmospheric but is waiting for a signed agreement between the City Stanford Hospital River, Extreme and the Hospital to be considered complete. Heat/Extreme Cold, High Wind PA.23 Connect Palo Alto to adjacent Public Earthquake, Heavy Retain. This project is on hold while the construction of Safety agencies' Public Safety Precipitation/Atmospheric the new Public Safety Building is underway; the feasibility Answering Points by Fiber River, Extreme of this project is being reassessed. Heat/Extreme Cold, High Wind PA.24 Implement a Public Safety Wireless Data Earthquake, Heavy Retain. This project has been tied to the Fiber to the Network Precipitation/Atmospheric Home/Premises concept which is still being evaluated River, Extreme (https://www.cityofpaIoaIto.org/Departments/City- Heat/Extreme Cold, High Manager/City-Policy-Initiatives/Palo-Alto-Fiber). This Wind project may not be feasible. PA.25 Conduct a Hydrology Study on Buck- Flood, Heavy Complete Eye Creek for flood protection and Precipitation/Atmospheric erosion control at Foothills Park River, Extreme Heat/Extreme Cold, High Wind PA.26 Develop a Baylands Comprehensive Flood, Heavy In progress. A draft BCCP was shared with the Parks & Conservation Plan (BCCP) Precipitation/Atmospheric Recreation Commission in May 24,2022. However, the River, Extreme City has received new recommendations from Heat/Extreme Cold, High Commissioners and Stakeholders which staff is now Wind, Sea Level Rise taking into consideration. This presents a further delay in completing the plan and associated CEQA. Volume 2: City of Palo Alto 50 Item 14: Staff Report Pg. 65 Packet Pg. 177 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex PA.27 Address hazardous fuels and reduce Wildfire Complete and ongoing. Palo Alto performed the required structural ignitability in the Foothills wildfire mitigation activities in Foothills and Arastradero region in accordance with the Nature Preserves in accordance with the FFMP. In 2022, Community Wildfire Protection Plan and the Public Works Department Urban Forestry Division Foothills Fire Management Plan contracted for electrical line clearance of the aboveground lines in the Foothills. The Palo Alto Fire Department conducted their annual defensible space home assessments for the residential properties in the Palo Alto WUI. They have implemented new management controls to mitigate residences not in compliance with their recommended actions. PA.28 Encourage creation by Foothills Wildfire In progress. The Santa Cruz and Santa Clara Counties Residents of a Firewise Ready experienced wildfires in August 2020 that became federal Community disasters. During these incidents Palo Alto Public Safety officials met with neighborhood leaders to discuss the WUI safety of the residents in this area of Palo Alto. There has not been interest by this neighborhood to form a FireWise community. PA.29 Consider a policy for Seismic Retrofitting Earthquake Retain of earthquake prone structures PA.30 Develop a Policy for Sea Level Rise Sea Level Rise Completed. The Sea Level Rise Vulnerability was considerations (what actions should the completed. This is being used to develop the Sea Level City take) Rise Adaptation Plan. The broader Sustainability and Climate Action Plan, which includes a Climate Adaptation and Sea Level Rise Chapter, will be brought to Council for approval in 2023. PA.31 Develop a post -disaster Community All Hazards Retain Long -Term Recovery Plan PA.32 Conduct public education that raises All Hazards Completed and ongoing. OES resumed public education awareness of Palo Alto threats and activities utilizing in person and virtual modes of delivery hazards and improves community to raise awareness and increase preparedness; this resilience included 56 public education events in FY21, and 112 in FY22. Volume 2: City of Palo Alto 51 Item 14: Staff Report Pg. 66 Packet Pg. 178 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex PA.33 Maintain Storm Ready Community Severe Storm Completed and ongoing. OES maintains this certification designation through annual activities and requirements set by the Storm Ready program. See https://www.weather.gov/stormready/ca-sr PA.34 Improve Palo Alto Fire Department ISO All Hazards In progress. The Department has completed 2 years of rating hydrant inspections. The City has not pursued a new audit due to the lack of an additional reserve Type 1 engine. E64 was taken out of service after a crash on 8/4/19 and not been replaced. Based on preliminary calculations that may be enough to keep the City from the points necessary to reach ISO 1 rating. Palo Alto representatives will revisit when they are able to replace the reserve Type 1 engine. PA.35 Maintain Building Effectiveness Grading All Hazards In progress. The City's Building Code Effectiveness Schedule classification of 1 Grading Schedule (BCEGS) has not been re-evaluated since 2018. Therefore, the BCEGS Classification are Class 3 for single-family residential property and Class 3 for commercial and industrial property. PA.36 Where appropriate, support retrofitting, All Hazards In progress. The City does not currently have a policy to purchase or relocation of structures purchase or relocate repetitive loss structures. located in high hazard areas and Additionally, sizable portions of the City are located in prioritize those structures that have high hazard areas where relocation is not feasible. experienced repetitive losses Retrofitting of properties is encouraged for those properties that may be impacted by floods, earthquakes, and wildfires. See also PA -29. Additionally, the City has adopted the most current State building code, which enhances the standard of new construction. PA.37 Integrate the hazard mitigation plan into All Hazards Complete. The Palo Alto Comprehensive Plan recently other plans, ordinances and programs finalized in 2017 is linked to the LHMP in the Safety that dictate land use decisions within the Element. The Safety Element informs land use planning community by describing the natural hazards faced by the Palo Alto community. Additionally, the City of Palo Alto Sustainability and Climate Action planning take into account land use decisions. Volume 2: City of Palo Alto 52 Item 14: Staff Report Pg. 67 Packet Pg. 179 of 276 * Number given to action item in 2017 Santa Clara County Operational Area Hazard Mitigation Plan Volume 2: City of Palo Alto Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex 53 Item 14: Staff Report Pg. 68 1 Packet Pg. 180 of 276 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex 8.11. Mitigation Successes The City of Palo Alto actively engages in mitigation actions and utilizes partnerships to build mitigation momentum. The City has adopted numerous plans and regulations that support local hazard mitigation, including the local hazard mitigation plan (LHMP), floodplain management ordinance, a THIRA, Foothills Fire Management Plan, and Sustainability and Climate Action Plan. It participates in the San Francisquito Creek Joint Powers Authority (JPA) which was established after a series of floods in 1998 to address flooding along the San Francisquito Creek and the Bay. The JPA integrates habitat protection and restoration and community recreational opportunities into its flood mitigation projects. The JPA recently completed a marsh restoration project which will protect more than 1,700 properties from the 1% flood. Palo Alto has consistently recognized the benefits of natural systems protection throughout its plans and projects. The City has taken steps to mitigate climate change and adapt to changing conditions. As described in its Urban Forest Management Plan, the City is actively increasing tree canopy cover in order to, among other things, reduce the heat island effect. Additionally, the City's Urban Water Management Plan helps residents understand how to avoid wasting water and prepare the City for times of drought. The Foothills Fire Management Plan also describes actions the City can should take to reduce wildfire risk including creating defensible space, modifying fuels, and engaging in effective fire suppression through grazing and prescribed fire. The City is actively planning for the future impacts of climate change by completing important guidance documents that will support project planning efforts over both the short and long-term. The completion of the Sustainability Plan and the development of a Sustainability Work Plan now guide these important programs. Development of a Sea Level Rise policy and completing the Strategy to Advance Flood Protection, Ecosystems and Recreation San Francisco Bay feasibility report will promote project implementation of the Bayshore environment. The completion of the San Francisquito Creek Lower Reach Flood Reduction and Ecosystem Restoration Project has significantly reduced the risk of flooding to East Palo Alto, a traditionally underserved community, but also sets the stage for additional flood mitigation projects upstream, which will be completed over the next five years. The rebuilding of Fire Station 3 and the construction of a Public Safety building (currently under construction) to current building and seismic codes will increase the resilience of response operations during widespread emergencies. Education and outreach are important steps the City takes to promote mitigation, adaptation, and resilience as well. For example, as part of the Green Stormwater Infrastructure (GSI) Plan development, Watershed Protection staff met with both residents and elected officials to present on GSI and hand out factsheets. Continuing these and other mitigation measures will help ensure a safe, resilient community moving forward. 8.12. Hazard Mitigation Action Plan and Evaluation of Recommended Actions Table 142 lists the actions that make up the City of Palo Alto hazard mitigation action plan. The maps in Figure 89 through Figure 97 present the City's critical facilities, infrastructure, and identified hazard areas. Descriptions of the expected time frames for actions are provided below: • Short term: 1-5 years • Medium term: 5-10 years • Long term: Over 10 years Volume 2: City of Palo Alto Item 14: Staff Report Pg. 69 Packet Pg. 181 of 276 54 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex • Ongoing: Currently being funded and implemented under existing programs The planning partners utilized the following criteria to prioritize action items into the categories of high, medium, or low. • High Priority— A project that: ■ Meets multiple goals and objectives (i.e., multiple hazards); ■ Addresses multiple hazards; ■ Has benefits that exceed cost; ■ Has funding secured or is an ongoing project; ■ Meets eligibility requirements for Hazard Mitigation Assistance grants; ■ Can be completed in the short term (1 to 5 years); ■ Addresses immediate short-term impacts of climate change; ■ Benefits underserved and/or socially vulnerable populations; AND ■ Considers the Multi -Benefit Criteria utilized by the Santa Clara County Climate Collaborative, including equity, long-term value, ecosystem benefit, community benefit, and cross - jurisdictional alignment. • Medium Priority— A project that: ■ Meets multiple goals and objectives; ■ Addresses multiple hazards; ■ Has benefits that exceed costs; ■ Has funding has not been secured, but that is grant eligible under Hazard Mitigation Assistance grants or other grant programs; ■ Project can be completed in the short term (1-5 years), once funding is secured. Medium priority projects will become high priority projects once funding is secured; ■ Addresses immediate short-term impacts of climate change; ■ Benefits underserved and/or socially vulnerable populations; AND ■ Considers the Multi -Benefit Criteria utilized by the Santa Clara County Climate Collaborative, including equity, long-term value, ecosystem benefit, community benefit, and cross - jurisdictional alignment. • Low Priority— A project that: ■ Will mitigate the risk of at least one hazard; ■ Has benefits that do not exceed the costs or are difficult to quantify: ■ Does not have secured funding; ■ Is not eligible for Hazard Mitigation Assistance grant funding; ■ Has a timeline for completion that is long term (greater than 5 years). Low priority projects may be eligible for other sources of grant funding from other programs; ■ May address impacts of climate change; ■ May benefit underserved and/or socially vulnerable populations; AND Volume 2: City of Palo Alto Item 14: Staff Report Pg. 70 Packet Pg. 182 of 276 55 Item 14 Attachment B - Volume Santa Clara County Multijurisdictional Hazard Mitiga II - City of Palo Alto Jurisdictional Annex ■ Considers the Multi -Benefit Criteria utilized by the Santa Clara County Climate Collaborative, including equity, long-term value, ecosystem benefit, community benefit, and cross - jurisdictional alignment. Volume 2: City of Palo Alto Item 14: Staff Report Pg. 71 Packet Pg. 183 of 276 We Santa Clara County Multijurisdictional Hazard Mitigation Table 17: City of Palo Alto 2023 Action Items Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex �•:iirpjirT-. PA -2 * San Fransicquito Creek Upper Reach Flood, Heavy San Francisquito General Short -Term High Flood Reduction and Ecosystem Precipitation/Atmospheric Creek Joint Powers Fund, Restoration Project to widen channel, River Authority Hazard improve floodwalls, and replace the Mitigation Pope -Chaucer Bridge Grant Program (HMGP), Flood Mitigation Assistance (FMA) PA -3* Newell Creek Bridge replacement Flood, Heavy Rain, High Public Works - CALTRANS/ Short -Term High project to accommodate a 100 -year Wind, Atmospheric River Engineering Santa Clara flood event. Valley Water District (SCVWD) PA -6* Storm Drain System Replacement and Flood, Heavy Rain, High Public Works Capital Ongoing Medium Rehabilitation to maintain the integrity Wind, Atmospheric River Improvement of the storm drain system of Project deteriorated storm drain infrastructure (CIP): SD - to eliminate potential pipeline 06101 blockages that could cause street flooding PA -7* Recycled Water Pipeline Expansion Drought, Climate Change Utilities — W/G/W CIP: WS- Short -Term Medium Project to expand the recycled water 07001 purple pipeline within South Palo Alto towards Stanford Research Park. Volume 2: City of Palo Alto 57 Item 14: Staff Report Pg. 72 Packet Pg. 184 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • PA -8* Continue to maintain good standing Flood, Heavy Rain, High II • • Public Works - General Long-term High and compliance in the NFIP and Wind Engineering Fund improve Community Rating System Class to provide higher CRS premium discounts. PA -10* Construct new public Safety Building to Earthquake, Terrorism Public Works — CIP: PE- Short -Term High mitigate current risks to public safety Engineering 15001 essential services. PA -11 * Rebuild Fire Station 4 to reduce impact Earthquake, Terrorism Public Works — CIP: PE- Short -Term High from seismic events Engineering 15003 PA -13* Replace the Baylands Tide Gate to Flood, Heavy Rain, High Santa Clara Valley Santa Clara Long-term Medium reduce flood hazards in the Palo Alto Wind, Atmospheric River, Water District Valley Water flood zone. Dam and Levee Failure, District funds Tsunami PA -15* Implement Wastewater Long -Range Flood, Heavy Rain, High Palo Alto Public CIP: WQ- Ongoing High Facilities Plan to improve facilities for Wind, Extreme Heat, Works 10001 treatment and discharge of waste; and Earthquake, Sea Level to improve water recycling Rise opportunities PA -19* Install Fiber Optic Service to Black Earthquake, Heavy Palo Alto Utilities CIP: TBD Short-term Low Mountain Radio Repeater Site to Precipitation/Atmospheric improve public safety communications River, High Wind, along Skyline Drive. Wildfire, Space Weather PA -21 * Construct a second electrical Wildfire, Power Outage, Utilities — Electrical CIP, HMGP, Long -Term Medium transmission interconnection to PG&E Heavy Precipitation / Engineering Pre -Disaster using a new corridor to reduce the Atmospheric River, Mitigation single dependency of our connection Extreme Heat/Extreme (PDM) to the electric grid. Cold, High Wind, Space Weather Volume 2: City of Palo Alto 58 Item 14: Staff Report Pg. 73 Packet Pg. 185 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • PA -27* Address hazardous fuels and reduce Wildfire, Extreme • • Community Services General Short -Term Medium structural ignitability in the Foothills Temperature Department — Open Fund, HGMP region in accordance with the Spaces Community Wildfire Protection Plan and Foothills Fire Management Plan. PA -29* Consider a policy for Seismic Earthquake Planning and General Short -Term Low Retrofitting of earthquake prone Development Fund structures. Services PA -32* Conduct public education that raises All hazards, including Palo Alto Office of Staff Time; Ongoing High awareness of Palo Alto threats and Earthquake, Dam Emergency Services General hazards and improves community Failure, Flood, Wildfire, Fund resilience. Landslide, Tsunami, Heavy Rain, High Wind, Extreme Heat, Drought PA -36* Where appropriate, support retrofitting, All hazards, including Palo Alto HMGP, Short -Term Medium purchase or relocation of structures Earthquake, Flood, Dam Development PDM, FMA located in high hazard areas and Failure, Heavy Rain, Services prioritize those structures that have High Wind, Wildfire experienced repetitive losses. PA -37* Integrate the hazard mitigation plan All hazards, including Palo Alto Staff Time; Ongoing High into other plans, ordinances and Earthquake, Flood, Dam Development General programs that dictate land use Failure, Wildfire, Services Fund decisions within the community. Landslide, Tsunami, Heavy Rain, High Wind, Extreme Heat, Drought PA -38* Actively participate in the plan All hazards Palo Alto Office of Staff Time; Short -Term High maintenance protocols outlined in Emergency Services General Volume 1 of the hazard mitigation plan. Fund Volume 2: City of Palo Alto 59 Item 14: Staff Report Pg. 74 Packet Pg. 186 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • 1 Seismic retrofit two existing potable Earthquake, Landslide Utilities CIP, HMGP, Short -Term High water storage reservoirs. Foundation Engineering/WGW Building work and anchorage will be retrofitted Resilient along the lower sections of the tank Infrastructure shell to restrain the tank against uplift, and The tanks have a combined storage Communities capacity of 2.0 million gallons, and (BRIC) they are planned to store emergency water storage for the City of Palo Alto. 2 Replace non -seismically restrained Earthquake Utilities CIP, HMGP, Short -Term Medium potable water piping in liquification Engineering/WGW BRIC zones with new fused and fully restrained piping. 10 miles of unrestrained pipe within a liquification zone will be replaced with fused HDPE piping. 3 Install two permanent standby Earthquake, Wildfire, Utilities CIP, HMGP, Short -Term High stationary generators at Dahl and Park Power Outages, High Engineering/WGW BRIC Pumping Potable Water Stations. Wind These stations are located in WUI areas and service other WUI designated properties. Power lines are deenergized during wildfire events and standby stationary generators will be imperative to ensure power supply and continued operation of critical pumping facilities during a wildfire event. Volume 2: City of Palo Alto 60 Item 14: Staff Report Pg. 75 Packet Pg. 187 of 276 Item 14 Attachment B - Volume I I - City of Santa Clara County Multijurisdictional Hazard Mitigation [1 Palo Alto Jurisdictional Annex 4 Wildfire hardening of critical utilities Wildfire, Smoke, Air • . • CIP, HMGP, • Ongoing Low Utilities infrastructure. This action would Quality, High Wind Engineering/WGW & BRIC remove and replace the existing roof CPA-0ES and install a new roofing system, soffit, fascia, and front door with WUI compliant materials, systems, and techniques. All vent screens will be removed and replaced with WUI compliant mesh. All vegetation within 30 -feet of the structures will be removed and trees limbed for adequate defensible space around each structure. There is a total of four structures located at four different sites, located in and round the Foothills Nature Preserve Area in the City of Palo Alto. 5 Conduct an assessment for Climate Change Public Works CIP, HMGP, Long -Term Low electrification of City facilities to Engineering BRIC, achieve at least an 80 percent Federal reduction in current natural gas usage Energy by 2030. This assessment will provide Related a schedule, cost estimate, and timeline Grants of what facilities this electrification must occur at to achieve the goals of the SCAP per this scenario. Volume 2: City of Palo Alto 61 Item 14: Staff Report Pg. 76 Packet Pg. 188 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex • 6 Apply mitigation techniques to Wildfire, Smoke, Air II • • Utilities CIP, HMGP, Short -Term High approximately 11 miles of overhead Quality, High Wind Engineering/Electrical BRIC, Cal line to mitigate the possibility of a Fire Wildfire wildfire due to overhead electric lines. Mitigation This could include the utilization of more robust equipment or construction practices; rerouting to avoid vegetation and improve access for inspection and maintenance; or converting the overhead lines to underground where feasible. 7 Study a location of historic seepage Dam -Levee Failure, Public Works / CIP, HMGP Short -Term High from the Foothills Nature Preserve Earthquake, Flood, Engineering Dam. This project will investigate and Landslide, Climate monitor the seepage flow by Change channelizing seepage flow and potentially installing weir(s). 8 Restore the width and height of the Dam -Levee Failure, CSD/Parks and Open CIP Short -Term Medium earthen flood levee between Harbor Flood, Tsunami, Climate Space Road near the Baylands Interpretive Change Center and the perimeter levee of the airport to six inches above its original height. 9 Improve the quality of the tertiary- Drought, Climate Change Public CIP Long -Term Medium treated recycled water by Works/Environmental microfiltration or ultrafiltration followed Services by reverse osmosis to reduce the level of Total Dissolved Solids (TDS). Volume 2: City of Palo Alto 62 Item 14: Staff Report Pg. 77 1 Packet Pg. 189 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Volume 2: City of Palo Alto 63 Item 14: Staff Report Pg. 78 Packet Pg. 190 of 276 Santa Clara County Multijurisdictional Hazard Mitigation S A N p r� P AFL OfO i . 0 ALTO a aa� M AO UGN TAI VII N E W $-P LOS LOS AOS p as a a a� ALTOS HILLSp e a a SUNNYVALE ' •_fir' �J& _. s p C U © 0 P R TAI N 'o t•y 1, li.+y �� �►, E � a --� 1� County of Santa Clara, Califoi va StBte Parks, sri, ER€,` r S'3' ra . Te \ �; thr9g geesIh� J , 1NASA SOS U, Beo L nentEPA. NS IN au d PEE nagem. &, �� 34 �f, � �,� � � 3�/•/ U DArEt ri, NASA NGA, USG5 1Miles ` SARATOGrA Figure 4: City of Palo Alto Critical Facilities Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Palo Alto Critical Facilities Water Bodies City Boundary County Boundary 0 EOC Facilities Police Facilities Medical Care Facilities Fire Station Facilities School Facilities Date Saved: 5/28/2023 8:43 PM a p.� Q IEM. GEO Volume 2: City of Palo Alto 64 Item 14: Staff Report Pg. 79 Packet Pg. 191 of 276 Santa Clara County Multijurisdictional Hazard Mitigation J O S E I) I 1 � \ 7 PALO I(j t'n ALTO • (( •\ MOUT'AINQ r k 1 V I E W. Q S LOS ti� L,o S i? ,.. A L T ya S A L T O S (lIA HILLS ''- 00 M i `til y"1 -SUNNYVALE C U P E RT I NO V l rte � .�. ,.� • �. ;'r• `� �J 4unfot Sanr� CI �ra:'Calitf;:rnia 5ta�te Paris srrafeUr�a�l— �% _ rj Tecrir,q ges Ine a ETUNASA, USG5. Bureau o Land M nagemert,�PA, NP5, 0 �' `, 3 s ,r USDA ri, NASA NCA, Ii Mile S� a�l� i J v ' S A R A T O G A.. Figure 5: City of Palo Alto Critical Infrastructure Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Palo Alto Critical Infrastructure Water Bodies 0 City Boundary Li County Boundary PortFacllities +a LightRailFacilities Rail road Facilities • LightRaiIBridges • RailwayBridges BusFacilities Ii Hlghwaylunnel HighwayBridges 4 AirportFacilities (4J AirportRunways WasteWaterFacilities l e W ate r Fa ci l i ties PotableWaterFacilities 0 ElectricPowerFacilities x'F CommunicationFacilities Dams ■ High Hazard 0 Significant Hazard ■ Low Hazard Date Saved: 5/28/2023 8:43 PM � u ra © IEM. GEO Volume 2: City of Palo Alto 65 Item 14: Staff Report Pg. 80 1 Packet Pg. 192 of 276 Santa Clara County Multijurisdictional Hazard Mitigation e1. Y A L T O r/L S LI N N Y.V A L E ALTO S - ALTOS S` O C U P F R T I N O 4 , County of Santa Clara, California State Parks. 'sri, ERE, arrni•-'e Graph, ��,y GeoTe drn C'[ngi s. Inc, METI/NASA, USG$, Bureau q L nd M nagem ntt EPA, NPSA, 1'.� 1 rr ' I� - U D ri,'tJASA? NSiA�, OSPiSA a 2.6 } Miles+ Figure 6: City of Palo Alto Flood Hazard Area Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Flood Hazard • 1% Annual Chance Flood Hazard 0.2% Annual Chance Flood Hazard Area with Reduced Risk Due to Levee Area of Undetermined Flood Hazard Area of Minimal Flood Hazard Regulatory Floodway Creeks Water Bodies City Boundary County Boundary Date Saved: 4/13/2023 10:55 AM S��ounTr Q IEM. GEO Volume 2: City of Palo Alto 66 Item 14: Staff Report Pg. 81 Packet Pg. 193 of 276 Figure 7: City of Palo Alto Deep -Seated Landslide Susceptibility Volume 2: City of Palo Alto Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Deep -Seated Landslide Susceptibility Creeks Water Bodies City Boundary Landslide Susceptibility Classes 0 CGS Map Sheet 58: Seep -Seated landslide susceptibility, 2011 This map shows the relative likelihood of deepseated landsliding based on regional estimates of rack strength and steepness of slopes. On the most basic level, weak rocks and steep slopes are most likely to generate landslides. The map uses detailed information or the location of past landslides, the location and relative strength of rock units, and steepness of slope to estimate susceptibility to deep- seated landsliding. This landslide susceptibility map is intended to provide infrastructure owners, emergency planners, and the public with a general overview of where landslides are more likely to occur. Date Saved; 4/19/2023 1:40 pM © IEM. GEO Item 14: Staff Report Pg. 82 Packet Pg. 194 of 276 Santa Clara County Multijurisdictional Hazard Mitigation a ALT 1 t rI J.;' .r � L o S ALT' _5 AL-TOS {(�y� H I LL5 i, S-" ' .' N_i11 `� ! CU •i. I4% 1Wt ; 0 f 2 0 Miles U N N Vi A L E ti a 'Courit�ofS nta Gara �fP iniaS,i Pniks, Esn, HFRL. ei"M -oTe'f,hy� ies,1iic„ T N A U5G�5113ureaso L_ �M na.geme .�� •IAeCc�: ltkf� ^'D ' 5 A R Figure 8: City of Palo Alto Liquefaction Susceptibility Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Liquefaction Susceptibility Water Bodies City Boundary County Boundary Liquefaction Susceptibility Very high High Moderate Low Very low Liquefaction occurs when specific sell types and water table conditions are subjected to strong ground shaking during an earthquake. This map shows areas that are more or less likely to experience liquefaction during an earthquake. This data set represents the entire San Francisco Bay Region by combining both U5G5 Open-ri€e Report 00-444 and Open - File Report 2006-1037 data. The area covered by Open -File Report 2006-1037 was erased from Open -File Report 00-444 and the two data sets were merged. Data obtained through ABAG. Date Saved: 4/25/2023 9:32 AM a ou a ® IEM. GEO Volume 2: City of Palo Alto 68 Item 14: Staff Report Pg. 83 1 Packet Pg. 195 of 276 Figure 9: City of Palo Alto Sea Level Rise Map Volume 2: City of Palo Alto Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Palo Alto Sea Level Rise Creeks Veater Bodies Inundation Depth • 4. inches At the regional scale, these sea level rise scenarios present average water Iewets that are representative or what could occur abng the entire Bay shoreline. The mapped scenarios are based on binning the water revels with a Ukranpe Of +f • 3 intllps, Please see Adapting to Rising Tldes: Bay Area Sea Level Rise Artalysls and Mapping Project far more detalrs on sea level Item 14: Staff Report Pg. 84 Packet Pg. 196 of 276 �r 11, Santa Clara County Multijurisdictional Hazard Mitigation PALO A LTO k"' LOS ALTOS LOS ALTOS lull -)1 U ' H I L L S o_!. ! SAN JOSE N UNNYI%ALE CUP ERTI k7te mi, ERE, ai"rf Jr LEI M nagemer Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Fire Hazard Severity Zones and Historic Fires Creeks Water Bodies Q City Boundary Fire Hazard Very High High Moderate Prescribed Burns ® Fire Perimeters 2000-2021 Fire Perimeters 1950-1999 Fire Perimeters Before 1950 The State Fire Marshal is tasked with identifying areas of fire hazard in California. Fire hazard severity zones indicate the probability eras area burning and expected fire behavior. Factors considered in determining fire hazard are fire history, terrain, weather, and potential fuel, and other relevant factors. Date Saved: 4/18/2023 10:24 AM t IEMJ GEO Figure 10: City of Palo Alto Fire Hazard Severity Zones Volume 2: City of Palo Alto 70 Item 14: Staff Report Pg. 85 1 Packet Pg. 197 of 276 Figure 11: City of Palo Alto Wildfire Hazard Classification Volume 2: City of Palo Alto Santa Clara County Multijurisdictional Hazard Mitigation Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Palo Alto Wildfire Hazard Classification Water Bodies Santa Clara County/OA Classified Wildfire Hazard - 1 - Lowest Relative Hazard -3 4 -5 - 5 - Highest Relative Hazard Wildfire hazard describes the fire environment, including fuel, weather, topography and ignitions, the probability of a fire occurring at a specific point during a given time period, and the expected distribution of intensity. Hazard classification data courtesy of Tuckman Geospatial. Date Saved: 5/30/2023 4:47 PM 9 Q IEM.IGEO 71 Item 14: Staff Report Pg. 86 Packet Pg. 198 of 276 Santa Clara County Multijurisdictional Hazard Mitigation Wildfire risk is the potential for realization of adverse consequences from wildfire hazard I to valued resources or assets. This project measured risk as the number of structures within classified wildfire hazard areas. Risk to structures data courtesy of \\ Tuckman Geospatial. L 0 S Al A L T O S ' ��HILLS f _,ij', __ o - aft59nta Miles 61 1i o O S ) ��- SUNNY�1/,A J e Zia e f4a�ks isri, FIi₹Crm—'n,'Saf r I NASA. U reau{of Laiid Management, EF NI d1SDA [HE NA, A, NGA USG FEIN ^j SARAT;O- Figure 12: City of Palo Alto Wildfire Risk to Structures Item 14 Attachment B - Volume II - City of Palo Alto Jurisdictional Annex Palo Alto Wildfire Risk to Structures Water Bodies Santa Clara County/OA Moderate Hazard, .1.4 Structure per Acre Moderate Hazard, .5-.9 Structures per Acre Moderate Hazard, 1-1,9 Structures per Acre Moderate Hazard, 2-2,9 Structures per Acre Moderate Hazard, s=3 Structures per Acre High Hazard, .1-.4 Structure per Acre High Hazard, .5-.9 Structures per Acre High Hazard, 1-19 Structures per Acre High Hazard, 2-2.9 Structures per Acre High Hazard, >=3 Structures per Acre Very High Hazard, 1-.4 Structure per Acre Very High Hazard, ,5-.9 structures per Acre Very High Hazard, 1-1.9 structures per Acre — Very High Marc, 2-2.9 Structures per Acre _ Very High Hazard, >=3 Stnrctures per Acre Highest Hazard, .1-.4 Structure per Acre Highest Hazard, .5-.9 Structures per Acre Highest Harerd, 1-1.9 structures per Acre Highest Hazard, 2-2.9 Structures per Acre Highest Hazard, a=3 structures per Acre Date Saved: 5/30/2023 10:31 PM Q IEM.'GEO Volume 2: City of Palo Alto 72 Item 14: Staff Report Pg. 87 Packet Pg. 199 of 276 Item 14 �ttachment C - Palo Alto Action Plan PA -2 San Fransicquito Creek Upper Reach Flood, Heavy San Francisquito General Fund, Short -Term High Flood Reduction and Ecosystem Precipitation/Atmospheric River Creek Joint Hazard Mitigation Restoration Project to widen channel, Powers Authority Grant Program improve floodwalls, and replace the (HMGP), Flood Pope -Chaucer Bridge Mitigation Assistance (FMA) PA -3 Newell Creek Bridge replacement Flood, Heavy Rain, High Wind, Public Works - CALTRANS/ Santa Short -Term High project to accommodate a 100 -year Atmospheric River Engineering Clara Valley Water flood event. District (SCVWD) PA -6 Storm Drain System Replacement and Flood, Heavy Rain, High Wind, Public Works Capital Ongoing Medium Rehabilitation to maintain the integrity Atmospheric River Improvement of the storm drain system of Project (CIP): SD - deteriorated storm drain infrastructure 06101 o eliminate potential pipeline blockages that could cause street flooding PA -7 Recycled Water Pipeline Expansion Drought, Climate Change Utilities — CIP: WS -07001 Short -Term Medium Project to expand the recycled water W/G/W purple pipeline within South Palo Alto towards Stanford Research Park. PA -8 Continue to maintain good standing and Flood, Heavy Rain, High Wind Public Works - General Fund Long-term High compliance in the NFIP and improve Engineering Community Rating System Class to provide higher CRS premium discounts. PA -10 Construct new public Safety Building to Earthquake, Terrorism Public Works — CIP: PE -15001 Short -Term High mitigate current risks to public safety Engineering essential services. PA -11 Rebuild Fire Station 4 to reduce impact Earthquake, Terrorism Public Works — CIP: PE -15003 Short -Term High from seismic events Engineering PA -13 Replace the Baylands Tide Gate to Flood, Heavy Rain, High Wind, Santa Clara Santa Clara Valley Long-term Medium reduce flood hazards in the Palo Alto Atmospheric River, Dam and Levee Valley Water Water District flood zone. Failure, Tsunami District funds Item 14: Staff Report Pg. 88 1 Packet Pg. 200 of 276 Item 14 �ttachment C - Palo Alto Action Plan PA -15 Implement Wastewater Long -Range Flood, Heavy Rain, High Wind, Palo Alto Public CIP: WQ-10001 Ongoing High Facilities Plan to improve facilities for Extreme Heat, Earthquake, Sea Works reatment and discharge of waste; and Level Rise o improve water recycling opportunities PA -19 Install Fiber Optic Service to Black Earthquake, Heavy Palo Alto Utilities CIP: TBD Short-term Low Mountain Radio Repeater Site to Precipitation/Atmospheric River, improve public safety communications High Wind, Wildfire, Space Weather along Skyline Drive. PA -21 Construct a second electrical Wildfire, Power Outage, Heavy Utilities — CIP, HMGP, Pre- Long -Term Medium transmission interconnection to PG&E Precipitation / Atmospheric River, Electrical Disaster Mitigation using a new corridor to reduce the Extreme Heat/Extreme Cold, High Engineering (PDM) single dependency of our connection to Wind, Space Weather he electric grid. PA -27 ddress hazardous fuels and reduce Wildfire, Extreme Temperature Community General Fund, Short -Term Medium structural ignitability in the Foothills Services HGMP region in accordance with the Department — Community Wildfire Protection Plan Open Spaces and Foothills Fire Management Plan. PA -29 Consider a policy for Seismic Earthquake Planning and General Fund Short -Term Low Retrofitting of earthquake prone Development structures. Services PA -32 Conduct public education that raises All hazards, including Earthquake, Palo Alto Office Staff Time; General Ongoing High awareness of Palo Alto threats and Dam Failure, Flood, Wildfire, of Emergency Fund hazards and improves community Landslide, Tsunami, Heavy Rain, Services resilience. High Wind, Extreme Heat, Drought PA -36 Where appropriate, support All hazards, including Earthquake, Palo Alto HMGP, PDM, FMA Short -Term Medium retrofitting, purchase or relocation of Flood, Dam Failure, Heavy Rain, Development structures located in high hazard areas High Wind, Wildfire Services and prioritize those structures that have experienced repetitive losses. Item 14: Staff Report Pg. 89 1 Packet Pg. 201 of 276 Item 14 �ttachment C - Palo Alto Action Plan PA -37 Integrate the hazard mitigation plan All hazards, including Earthquake, Palo Alto Staff Time; General Ongoing High into other plans, ordinances and Flood, Dam Failure, Wildfire, Development Fund programs that dictate land use Landslide, Tsunami, Heavy Rain, Services decisions within the community. High Wind, Extreme Heat, Drought PA -38 ctively participate in the plan All hazards Palo Alto Office Staff Time; General Short -Term High maintenance protocols outlined in of Emergency Fund Volume 1 of the hazard mitigation plan. Services 1 Seismic retrofit two existing potable Earthquake, Landslide Utilities CIP, HMGP, Short -Term High water storage reservoirs. Foundation Engineering/ Building Resilient work and anchorage will be retrofitted WGW Infrastructure and along the lower sections of the tank Communities shell to restrain the tank against uplift, (BRIC) he tanks have a combined storage capacity of 2.0 million gallons, and they are planned to store emergency water storage for the City of Palo Alto. 2 Replace non -seismically restrained Earthquake Utilities CIP, HMGP, BRIC Short -Term Medium potable water piping in liquification Engineering/ zones with new fused and fully WGW restrained piping. 10 miles of unrestrained pipe within a liquification zone will be replaced with fused HDPE piping. Item 14: Staff Report Pg. 90 1 Packet Pg. 202 of 276 Item 14 �ttachment C - Palo Alto Action Plan 3 Install two permanent standby Earthquake, Wildfire, Power Utilities CIP, HMGP, BRIC Short -Term High stationary generators at Dahl and Park Outages, High Wind Engineering/ Pumping Potable Water Stations. These WGW stations are located in WUI areas and service other WUI designated properties. Power lines are deenergized during wildfire events and standby stationary generators will be imperative o ensure power supply and continued operation of critical pumping facilities during a wildfire event. 4 Wildfire hardening of critical utilities Wildfire, Smoke, Air Quality, High Utilities CIP, HMGP, BRIC Ongoing Low infrastructure. This action would Wind Engineering/ remove and replace the existing roof WGW & CPA-OES and install a new roofing system, soffit, ascia, and front door with WUI compliant materials, systems, and echniques. All vent screens will be removed and replaced with WUI compliant mesh. All vegetation within 30 -feet of the structures will be removed and trees limbed for adequate defensible space around each structure. here is a total of four structures located at four different sites, located in and round the Foothills Nature Preserve rea in the City of Palo Alto. Item 14: Staff Report Pg. 91 1 Packet Pg. 203 of 276 Item 14 �ttachment C - Palo Alto Action Plan 5 Conduct an assessment for Climate Change Public Works CIP, HMGP, BRIC, Long Term Low electrification of City facilities to Engineering Federal Energy achieve at least an 80 percent reduction Related Grants in current natural gas usage by 2030. his assessment will provide a schedule, cost estimate, and timeline of what facilities this electrification must occur at to achieve the goals of the SCAP per his scenario. 6 pply mitigation techniques to Wildfire, Smoke, Air Quality, High Utilities CIP, HMGP, BRIC, Short -Term High approximately 11 miles of overhead line Wind Engineering/ Cal Fire Wildfire o mitigate the possibility of a wildfire Electrical Mitigation due to overhead electric lines. This could include the utilization of more robust equipment or construction practices; rerouting to avoid vegetation and improve access for inspection and maintenance; or converting the overhead lines to underground where easible. 7 Study a location of historic seepage Dam -Levee Failure, Earthquake, Public Works! CIP, HMGP Short -Term High rom the Foothills Nature Preserve Flood, Landslide, Climate Change Engineering Dam. This project will investigate and monitor the seepage flow by channelizing seepage flow and potentially installing weir(s). 8 Restore the width and height of the Dam -Levee Failure, Flood, Tsunami, CSD/Parks and CIP Short -Term Medium earthen flood levee between Harbor Climate Change Open Space Road near the Baylands Interpretive Center and the perimeter levee of the airport to six inches above its original height. Item 14: Staff Report Pg. 92 1 Packet Pg. 204 of 276 Item 14 �ttachment C - Palo Alto Action Plan 9 Improve the quality of the tertiary- Drought, Climate Change Public Works/ CIP Long Term Medium rested recycled water by Environmental microfiltration or ultrafiltration Services ollowed by reverse osmosis to reduce he level of Total Dissolved Solids (TDS). 10 Evaluate options for protecting electric Terrorism and Weapons of Mass Utilities CIP, HMGP, Short -Term Medium substations from outside vandalism and Destruction, Active Shooter Engineering/ Federal -State intrusion. If necessary, fences and other Electric Physical Security protections will be repaired. Security Funding for Utilities lighting will be designed and issued for construction. Item 14: Staff Report Pg. 93 1 Packet Pg. 205 of 276 Item 15 Item 15 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: CONSENT CALENDAR PALO Lead Department: Utilities ALTO Meeting Date: October 7, 2024 Report #:2408-3368 TITLE Approval of Amendment via Change Order to Contract Number C22183580 with MP Nexlevel of California, Inc. in the Amount of $1,650,000 for the Fiber -to -the -Premise (FTTP) Pilot Project inclusive of $150,000 in contingency funding for a Revised Total Not -to -Exceed Amount of $11,347,390 From March 21, 2022 Through April 30, 2025; Authorize the City Manager to Execute Change Orders Not -to -Exceed $150,000 for FTTP ; CEQA Status — Council action on this item is within the scope of the Final Initial Study and Mitigated Negative Declaration (IS/MND) for the Fiber -to -the -Premises Project, adopted on June 17, 2024. RECOMMENDATION Staff recommends that the City Council: Approve and authorize the City Manager or their designee to execute Change Order No. 1 to contract C22183580 with MP Nexlevel (Attachment A) for the installation of fiber optic cable and fiber hut site preparation in support of the FTTP Pilot Project, in an amount not -to -exceed $1,650,000, inclusive of $150,000 in contingency funding, for a revised total contract not -to - exceed amount of $11,347,390 through April 30, 2025; and Authorize the City Manager to execute change orders not -to -exceed $150,000 for FTTP for related but unforeseen work which may develop during the FTTP pilot. EXECUTIVE SUMMARY The City contracts with MP Nexlevel for the provision of substructure installation and trenching services with a $9.8 million three-year contract. Approval will increase these services to make the necessary capital improvements for the Phase I Pilot area of FTTP in the amount of up to $1.65 million. Specifically these funds will provide for the installation of fiber optic cable and fiber hut substructure site preparation. Item 15: Staff Report Pg. 1 Packet Pg. 206 of 276 Item 15 Item 15 Staff Report BACKGROUND On December 19, 2022, City Council directed staff to proceed with the Fiber Expansion Plan to implement the Fiber Rebuild project and Phase 1 of the FTTP Project. In Phase 1, FTTP would be built out in selected areas of the city and expanded gradually (Staff Report ID 148001). Construction of the fiber backbone in the Fiber Rebuild project and last mile infrastructure to provide FTTP broadband internet to the community in the FTTP project will be a significant undertaking for the City. On June 19, 2023, the City Council approved the FY 2024 CIP Budget with the new FTTP Project, and Grid Modernization for Electrification Project, as described above. On December 18, 2023, staff informed Council that a pilot area would be used to evaluate how alignment of the FTTP and Grid Modernization Projects may help control project costs, minimize construction impacts to the community, and prevent major delays. Additionally, the FTTP project completed its California Environmental Quality Act (CEQA) review, resulting in a mitigated negative declaration (Staff Report ID 2403-27132). Specific to the pilot area, the preliminary construction work for the Grid Modernization Project has already begun, and staff is now ready to begin the work for the FTTP Project. On June 19, 2023, the City Council approved the FY 2024 CIP Budget with the new Grid Modernization for Electrification Project (EL -24000, $250 million) and FTTP project (FO -24000, $20 million). Staff is deploying a pilot to determine how to align the grid modernization with FTTP to help minimize utility engineering pole make-ready work, pole replacements, noise disruption, and construction activity in neighborhoods. With hundreds of miles of overhead and underground construction activity between electric grid modernization and FTTP, the purpose of the pilot is to determine the feasibility of engineering designs and construction methods and implement best practices to facilitate the most cost-effective deployment of resources. On June 10, 2024 and June 18, 2024, staff recommended the City Council approve a series of contract amendments (Staff Report 2312-2318 and Staff Report 2403-27144) to leverage existing on -call construction and engineering contracts to perform the engineering design, overhead and underground construction, and installation of power for the pilot area (approximately 409 poles and 1,224 homes), reducing the construction timeline by 6 — 9 months. The pilot area will be treated as a testbed to design and construct both projects in parallel to minimize community disruption and share construction costs. In 2022, the City 1 Staff Report ID 14800 https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes- reports/reports/city-ma nager-reports-cm rs/2022/12-19-2022-id-14800. pdf 2 Staff Report ID 2403-2713 https://www.cityofpaIoaIto.org/files/assets/public/v/1/city-manager/fttp-staff-report- june-172024.pdf 3 Staff Report 2312-2318 https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes- reports/reports/city-ma nager-reports-cm rs/2024/06-10-24-sr-2312-2318. pdf 4 Staff Report 2403-2714 https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82934 Item 15: Staff Report Pg. 2 Packet Pg. 207 of 276 Item 15 Item 15 Staff Report executed a three-year task order contract with MP Nexlevel to provide substructure installation and trenching services. FTTP consists of the construction of a fiber optic backbone and fiber distribution infrastructure to provide communication services throughout the City of Palo Alto. FTTP would provide municipal high-speed internet service to residences and businesses in Palo Alto. Council also approved the purchase of a modular building "fiber hut" including ancillary equipment to house fiber networking equipment and to serve as an aggregation site for FTTP. The MP Nexlevel contract amendment would expand the contract's scope of work to include fiber construction and installation in the pilot area, as well as construction of a concrete pad to support the FTTP Hut. ANALYSIS The design of the pilot area strategically covers initial test area plans for grid modernization, and a core portion of the Phase 1 FTTP area. The pilot area is bounded by West Bayshore, Embarcadero Road, Louis Road, and Colorado Ave). The fiber hut required for FTTP will be located near the Colorado power station, with predominantly aerial construction in the grid modernization pilot area. FTTP build -out will be constructed in a manner that provides a pathway from the fiber hut to the areas of higher interest. The City has been contracting with MP Nexlevel for over the past 10 years for substructure installations, utility trenching, and fiber conduit installations because of the volume and level of construction for CIP projects and customer service connections. For customer -related work, trenching and substructure work are reimbursed by the customers through the customer connection charges. The City does not maintain the staffing resources to provide substructure and trenching services because the amount of work varies year over year and use of contracted services allows for the most efficient and cost effective use of resources for this variable timing. The current Task Order Construction Contract C22183580 with MP Nexlevel of California, Inc., was approved by Council March 21, 2022 in the amount of $8,815,809 for Trenching and Substructure Installation and Materials and a contingency amount of $881,581, for a Total Not - to -Exceed Amount of $9,697,390 over three years. In 2022, MP Nexlevel was deemed the lowest responsible bidder of a competitive solicitation for utility trench and substructure installation (Staff Report #139535). The performance and quality of work delivered by MP Nexlevel has been satisfactory over the years. As part of the task order completion process, MP Nexlevel's work is inspected and signed off by internal staff. Staff recommends amending the final year of the contract with MP Nexlevel to provide FTTP construction support for the pilot, for an additional $1,500,000 and $150,000 in contingency funding, for a new FTTP pilot area Task Order including the following work: 5 Staff Report #13953 https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=81767 Item 15: Staff Report Pg. 3 Packet Pg. 208 of 276 Item 15 Item 15 Staff Report • Install, lash, splice and test approximately 57,000 feet of aerial fiber optic cable and 2,500 feet of underground fiber optic cable. • Build underground laterals and pad mounts for six proposed fiber distribution hubs (FDH) which can serve up to 250 customers individually. • Excavate and construct a 10' x 30' concrete pad to support the fiber hut and emergency generator. • Install electric wiring, lighting and HVAC inside the fiber hut. • Install security fencing and features such as locks, alarms, and surveillance cameras at the fiber hut site. The FTTP pilot will inform the City the best mix of insource (internal staff) and outsource (contractors) to construct and operate the new municipal Palo Alto fiber internet business. The amendment requested will cover the FTTP Phase 1 pilot area only. Once the pilot area is complete and can inform the requirements for a competitive solicitation, staff will be requesting competitive bids for construction of the remainder of the FTTP Phase 1 scope. FISCAL/RESOURCE IMPACT Funding for this contract amendment is available in the Fiscal Year 2025 Capital Improvement Plan budget for the Fiber -To -The -Premises "FTTP" Capital Project (FO -24000) STAKEHOLDER ENGAGEMENT Staff continues to share updates through the Palo Alto Fiber project webpage6 , City communications channels such as social media', and Medium.com blog8. ENVIRONMENTAL REVIEW The FTTP Project, including construction of the fiber hut, has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the City. A final Initial Study -Mitigated Negative Declaration (IS/MND) that incorporated revisions, as appropriate, based on public comments was adopted by Council Resolution on June 17, 2024 (Staff Report 2403-27139). 6 Palo Alto Fiber Webpage, https://www.cityofpaloalto.org/paloaltofiber City Social Media Channels, https://www.cityofpaloalto.org/connect $ Palo Alto Connect, https://medium.com/@paloaltoconnect 9 Staff Report 2403-2713, https://cityofpaloaIto.primegov.com/Portal/viewer?id=0&type=7&uid=2b77638f-b16d- 43a9-ae2a-4b57a96f813d Item 15: Staff Report Pg. 4 Packet Pg. 209 of 276 Item 15 Item 15 Staff Report ATTACHMENTS Attachment A: Contract change order to Contract No. C22183580 with MP NexLevel of California, Inc. APPROVED BY: Dean Batchelor, Director of Utilities Item 15: Staff Report Pg. 5 Packet Pg. 210 of 276 Docusign Envelope ID: E6992DCE-08AB-40E6-9876-56AA99CD7587 Item 15 Attachment A - Contract change order to Contract No. C22183580 with MP CONTRACT C H JNexLevel of California, R Inc. - CITY OF PALO ALTO DEPARTMENT: ELECTRIC UTILITIES OPERATIONS CITY OF PALO Project ALTO Project Title: Fiber -to -the -Premises (FTTP) Pilot Project No.: I FO -24000 Contract Number: C22183580 Date: 8/29/24 Contractor: MP Nexlevel of California, Inc. Change Order No.: 1 Description of Change Order Background Information: On December 19, 2022, City Council directed staff to proceed with the Fiber Expansion Plan to implement the Fiber Rebuild project and Phase 1 of the FTTP Project. In Phase 1, FTTP would be built out in selected areas of the city and expanded gradually (Staff Report ID 148003). City is deploying a pilot serving 1200 customers to determine how to align FTTP with grid modernization with to help minimize utility engineering pole make-ready work, pole replacements, noise disruption, and construction activity in neighborhood. The original contract C22183580 was approved by City Council on March 21, 2022 under staff report 10 13953. The original term of the contract was an annual not -to -exceed amount of $9,697,390 for a total three-year not -to -exceed amount through April 30, 2025. URL Link: Staff Report 13953 (laserfiche.com) Change Order Justification: The City does not possess the staffing resources to provide substructure, trenching services and fiber installation because the amount of work varies year over year. These services have been contracted out for approximately 30 years and are required to complete CIP and customer connections in a timely and cost-effective manner. The City has been contracting with MP Nexlevel for over the past 10 years for substructure installations, utility trenching, and fiber conduit installations Staff recommends increasing the task order construction contract by $1,650,000 which consists of $1,500,000 for base work and $150,000 for contingency for the FTTP pilot. The task order contract change order requested will cover the FTTP Phase 1 Pilot only. Staff will be requesting competitive bids for construction of the remainder of the FTTP Phase 1 scope. Description of Work to be Performed: As directed by City in a Task Order, Contractor will provide construction work for the installation of fiber optic cable and fiber hut site preparation in support of the FTTP Pilot Project • Install, lash, splice and test approximately 57,000 feet of aerial fiber optic cable and 2,500 feet of underground fiber optic cable. • Build underground laterals and pad mounts for six proposed fiber distribution hubs (FDH) which can serve up to 250 customers individually. • Excavate and construct a 10' x 30' concrete pad to support the fiber hut and emergency generator. • Install electric wiring, lighting and HVAC inside the fiber hut. • Install security fencing and features such as locks, alarms, and surveillance cameras at the fiber hut site. Incorporates Field Order Number(s): Bid items 1-20 Cost Time Item 15: Staff Report Pg. 6 Packet Pg. 211 of 276 Docusign Envelope ID: E6992DCE-08AB-40E6-9876-56AA99CD7587 Item 15 Attachment A - Contract change order to Contract No. C22183580 with MP This Change Order will: This Change Order will: NexLevel of California, Inc. ❑ No cost change: N/A X Not change time X Increase cost by $ 1,650,000.00 ❑ Increase time by days o days Excusable Delay ❑ Decrease cost by $ N/A o _ days Compensable Delay ❑ Decrease time by days G/L account number (s): 40029512/31650 The date of completion as of this Change Order is: April 30, 2025 Basis for change in cost: ❑ Unit price(s) ❑ Lump sum X Time and Materials ❑ Compensation for Compensable Delay ❑ Other: Item 15: Staff Report Pg. 7 Packet Pg. 212 of 276 Docusign Envelope ID: E6992DCE-08AB-40E6-9876-56AA99CD7587 Item 15 Attachment A - Contract change order to Contract No. C22183580 with MP NexLevel of California, Inc. CONTRACTOR CERTIFICATION: By signing below, Contractor agrees that this Change Order constitutes full resolution, settlement, accord and satisfaction with respect to any and all pending or future Claims for cost and extensions of time that were asserted, or that could have been asserted, in connection with the Work covered by this Change Order, as more fully set forth in Article 7 of the Contract General Conditions. FAILURE TO EXECUTE: If Contractor fails to promptly execute this Change Order after it has been submitted for Contractor's signature, the City may unilaterally approve this Change Order as set forth in Article 7 of the Contract General Conditions. Contractor may dispute the terms of a unilaterally -approved Change Order, in whole or in part, by submitting a Claim in accordance with the Dispute Resolution Procedures set forth herein within fourteen (14) days after the Change Order is approved by the City. If Contractor fails to submit a Claim within that 14 -day period, with respect to all or part of the unilaterally -approved Change Order, those portions of the Change Order which have not been disputed by timely submission of a Claim shall be deemed to have the same effect as if the Change Order was fully executed by both parties as set forth above. Accepted for Contractor: Accepted for City of Palo Alto: Signed by: By: Robbi Pri byl By: 08583C78EA674D8 Title: Presi dent Title: Date: 9/19/2024 Date: Scope of Work 6 O U a ¢ O OU Description Amount Reason for Change 1 Foreman $298,242 FTTP Pilot Project 2 Laborer $572,355 FTTP Pilot Project 3 Equipment Operator $25,121 FTTP Pilot Project 4 Truck Driver Class A $16,695 FTTP Pilot Project 5 Qualified journeyman worker to perform conduit intercepts in an energized duct bank $3,938 FTTP Pilot Project 6 Concrete Finisher $17,798 FTTP Pilot Project 7 Core Driller with operator $2,927 FTTP Pilot Project 8 Concrete Saw with operator $2,678 FTTP Pilot Project 9 Foreman's Truck $25,830 FTTP Pilot Project 10 Crew truck, with Hand Tools, and Gas -Powered Cutoff Saw $38,745 FTTP Pilot Project 11 Compressor and Jackhammer $793 FTTP Pilot Project 12 Backhoe $7,271 FTTP Pilot Project 13 Ramhoe $2,977 FTTP Pilot Project 14 Bobtail Truck $67,410 FTTP Pilot Project 15 End -Dump Truck $90,956 FTTP Pilot Project Item 15: Staff Report Pg. 8 Packet Pg. 213 of 276 Docusign Envelope ID: E6992DCE-08AB-40E6-9876-56AA99CD7587 16 10 -wheel Dump Truck $13,230 Fr] Item 15 Attachment A - Contract change order to Contract No. C22183580 with MP NexLevel of California, Inc. 17 Boom Truck with Flatbed $1,323 FTTP Pilot Project 18 Directional Boring Rig $3,701 FTTP Pilot Project 19 Arrow Board $133 FTTP Pilot Project 20 Vac Trailer -800 Gallons $10,584 FTTP Pilot Project 21 Mini Excavator $23,100 FTTP Pilot Project 22 Bobcat Skid -Steer $1,061 FTTP Pilot Project 23 Equipment Trailer $5,985 FTTP Pilot Project 24 A/C Roller $861 FTTP Pilot Project 25 Estimator $5,618 FTTP Pilot Project 26 3-5 Yard Dump Truck $1,454 FTTP Pilot Project 29 Box Shoring $2,150 FTTP Pilot Project 30 Message Board $1,355 FTTP Pilot Project 31 Pipe Fusing (100') $5,355 FTTP Pilot Project 32 Pipe Grouting $41,738 FTTP Pilot Project 33 2200 Gallon Vacuum Truck $149,032 FTTP Pilot Project 34 Large Bore Rig $59,588 FTTP Pilot Project Total for this Change Order $1,500,000 Item 15: Staff Report Pg. 9 Packet Pg. 214 of 276 Docusign Envelope ID: E6992DCE-08AB-40E6-9876-56AA99CD7587 Item 15 Attachment A - Contract change order to Contract No. C22183580 with MP NexLevel of California, • • • • / • • • Inc. Summary of Amounts Payable Under Contract (For Internal Purposes Only) Original Contract Sum: $ 9,697,390.00 Previous Change Orders $ 0.00 This Change Order $ 1,650,000.00 Revised Contract Sum: $ 11,347,390.00 Compare to: Original Contract $ 8,815,809.00 Contingency: 881,581.00 Authorization: Contract Amendment $ 0.00 Contingency added: 0.00 Authorizations Contingency Authorizations: $ 0.00 Used to date (0.00) Total Authorized Funding: $ 8,815,809.00 Balance remaining 0.00 Change Orders shall not be initiated for Council -approved contracts if the revised Contract Sum exceeds the total authorized funding amount. Document Preparation By: Dave Yuan Title: Utilities Strategic Business Manager Date: August 29, 2024 City Approval — Division Head Signature required on all Change Orders By: Title. Tomm Marshall Assistant Director, Electric Engineering and Operations Date: City Approval — Department Head Signature required when any individual Change Order exceeds $10,000. By: Dean Batchelor Title: Director of Utilities Date: Item 15: Staff Report Pg. 10 Packet Pg. 215 of 276 Certificate Of Completion Envelope Id: E6992DCE08AB40E69B7656AA99CD7587 Subject: Complete with Docusign: Contract Change Order - MP Nexlevel for FTTP Pilot.pdf Source Envelope: Document Pages: 5 Signatures: 1 Certificate Pages: 2 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 9/17/2024 1:43:50 PM Security Appliance Status: Connected Storage Appliance Status: Connected Signer Events Robbi Pribyl rob.pribyl@mpnexlevel.us President MP MP Nexlevel Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Tony Sturtz Tony.Sturtz@Mpnexlevel.us Regional Vice President Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Dave Yuan dave.yuan@cityofpaloalto.org Utilities Strategic Business Manager Dave Yuan Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Holder: Kaylee Burton Kaylee.Burton@cityofpaloalto.org Pool: StateLocal Pool: City of Palo Alto Signature ESil"Id byeritt 08583C78EA674D8... Signature Adoption: Pre -selected Style Using IP Address: 96.39.129.44 Signed using mobile Signature Status Status Status Status Status COPIED COPIED Item 15 Attachment A - Contract change order to Contract No. C22183580 with MP Status: C Nexlevel of California, Inc. Envelope Originator: Kaylee Burton 250 Hamilton Ave Palo Alto , CA 94301 Kaylee.Burton@cityofpaloalto.org IP Address: 199.33.32.254 Location: DocuSign Location: DocuSign Timestamp Sent: 9/19/2024 4:10:32 PM Resent: 9/19/2024 6:28:15 PM Viewed: 9/19/2024 6:44:18 PM Signed: 9/19/2024 6:44:35 PM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 9/19/2024 4:10:34 PM Viewed: 9/19/2024 4:11:03 PM Sent: 9/19/2024 6:44:36 PM Witness Events Signature Timestamp ign Item 15: Staff Report Pg. 11 Packet Pg. 216 of 276 Item 15 Attachment A - Contract Notary Events Signature Timest change order to Contract Envelope Summary Events Status Timest No. C22183580 with MP NexLevel of California, Envelope Sent Hashed/Encrypted 9/17/2024 Envelope Updated Security Checked 9/19/2024 Inc. Envelope Updated Security Checked 9/19/2024 1:42:25 PM Envelope Updated Security Checked 9/19/2024 2:30:47 PM Envelope Updated Security Checked 9/19/2024 2:30:47 PM Envelope Updated Security Checked 9/19/2024 2:30:47 PM Certified Delivered Security Checked 9/19/2024 6:44:18 PM Signing Complete Security Checked 9/19/2024 6:44:35 PM Completed Security Checked 9/19/2024 6:44:36 PM Payment Events Status Timestamps Item 15: Staff Report Pg. 12 Packet Pg. 217 of 276 Item 16 Item 16 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Auditor Meeting Date: October 7, 2024 Report #:2409-3462 TITLE Approve Task Order 4.28 Dispatch Center Assessment as Recommended by the Policy & Services Committee; Direct Additional Dispatch Center Work Discussed by Policy & Services Committee Members be Considered When Reviewing the Proposed FY25 Audit Plan; and Grant Authority to the City Manager to Execute any Necessary Privacy -Related Agreements to Implement this Audit; CEQA status — not a project. RECOMMENDATION 1) The Policy & Services Committee and Office of the City Auditor recommends City Council approve Task Order 4.28 Dispatch Center Assessment (Appendix A). The Dispatch Center Assessment will take the place of Task Order 4.21 Purchasing Card Audit which will be deferred to the FY25 Audit Plan. 2) Staff recommend allowing the City Manager to execute any privacy -related agreements with the Auditor/Baker Tilly necessary for the Auditor to carry out Task Order 4.28. These agreements are necessary under law to ensure that protected data, such as medical data, remains private under federal and state laws and is only used for the specific purposes of this audit. These agreements do not change the scope or cost of the audit. Note: Policy & Services Committee members requested a proposal be submitted for additional work related to the Dispatch Center Assessment (Appendix B). After researching this request, the City Auditor recommends that an assessment of customer satisfaction be conducted in relation to all police services and not just dispatch center services and be included as part of the FY25 Audit Plan discussion scheduled for later this calendar year. Item 16: Staff Report Pg. 1 Packet Pg. 218 of 276 Item 16 Item 16 Staff Report ANALYSIS The Policy and Services Committee unanimously approved the task order for an assessment of the Dispatch Center Assessment that can be found here: Staff Report #2407-33041 In addition, during the discussion, Policy & Services Committee members requested the Auditor's Office develop a proposal for augmenting the Dispatch Center Assessment scope of work to include a customer satisfaction survey. As the primary objective of the Dispatch Center Assessment is to evaluate dispatch center operations including staffing levels, call processing, dispatching, and training, the City Auditor recommends City Council consider Council Member Tanaka's request for a customer satisfaction survey of dispatch services, forwarded by the Policy & Services Committee, to be discussed as part of the FY25 Audit Plan rather than adding a customer satisfaction survey to the Dispatch Center Assessment. In developing a scope of work for a customer satisfaction survey of dispatch services, the City Auditor considered several factors. Customer satisfaction surveys provide valuable feedback to organizations about the services or products they provide. Key elements of a successful survey are 1) defining the objectives of the survey; 2) choosing they type of survey to administer; 3) appropriately designing the survey which includes defining an adequate sample size, response rate, and questions; 4) deciding on a method of disseminating the survey to solicit the greatest feedback; and 5) analyzing the results. Of particular challenge in surveying customers of dispatch services is the nature of the services being provided, the inability to survey recipients at the time of receiving services as it would be inappropriate to do so, and the difficulty of soliciting responses from the target population. In addition, since dispatch services are provided in response to emergency situations, defining what constitutes good customer service is key and may include such factors as providing service that is expedient, efficiently dispatching the call to the appropriate emergency response agency (fire, police, EMS), providing accurate information to emergency response personnel and others. However, many of these metrics are not necessarily known or easily identified by the caller who is often in the midst of the crisis. The City Auditor consulted with the Palo Alto Police Department on whether the Department currently assesses customer satisfaction with dispatch services and whether such assessments are a common industry practice. The Palo Alto Police Department does not currently conduct a customer satisfaction survey but does audit dispatch calls to ensure they meet industry requirements and for training purposes. This review process will be evaluated as part of the Dispatch Center Assessment. The City Auditor also asked the Police Department for information regarding industry practice with regard to surveying dispatch customer service. The Police Department polled the Santa Clara County Police Chief's Association regarding the use of customer satisfaction surveys and received 1 Policy & Services Committee Meeting, August 23, 2024, Staff Report #2407-3304, Staff Report 2407-3304 (laserfiche.com) Item 16: Staff Report Pg. 2 Packet Pg. 219 of 276 Item 16 Item 16 Staff Report responses from over half of the group. Of the seven responding agencies, no agency explicitly solicits feedback on dispatch center services. Given the inherent challenges of conducting a customer satisfaction survey specific to dispatch center services and that it appears this type of survey is not typically conducted, the City Auditor recommends should the City Council wish to consider customer satisfaction, that it consider a customer satisfaction survey as part of a larger audit of police and/or public safety services and community engagement. This audit topic can be included in the FY25 Audit Plan for Council's consideration and approval later this fall. FISCAL/RESOURCE IMPACT A proposed scope of work for a customer satisfaction survey of dispatch center services is included in Appendix A. The proposed cost of the survey is $25,000. ENVIRONMENTAL REVIEW Council action on this item is not a project as defined by CEQA because the audit activities are a continuing administrative activity that does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. CEQA Guidelines sections 15378(b)(2) and (4). ATTACHMENTS Attachment A: Task Order 4.28 Dispatch Center Assessment Attachment B: Dispatch Center Customer Satisfaction Survey Scope of Work APPROVED BY: Kate Murdock, City Auditor Item 16: Staff Report Pg. 3 Packet Pg. 220 of 276 Item 16 Attachment A -Task Order 4.28 Dispatch Center Assessment PROFESSIONAL SERVICES TASK ORDER TASK ORDER FY24-4.28 Dispatch Center Program Consultant shall perform the Services detailed below in accordance with all the terms and conditions of the Agreement referenced in Item 1 below. All exhibits referenced in Item 8 below are incorporated into this Task Order by this reference. The Consultant shall furnish the necessary facilities, professional, technical and clip nrtin s personnel regnirerl by this Tack ClydPr ae descrihM holnw CONTRACT NO. C21179340 OR PURCHASE ORDER REQUISITION NO. (AS APPLICABLE) 1A. MASTER AGREEMENT NO. (MAYBE SAME AS CONTRACT /P.O. NO. ABOVE): C21179340 1 B. TASK ORDER NO.: FY24-4.28 2. CONSULTANT NAME: Baker Tilly Advisory Group, LP 3. PERIOD OF PERFORMANCE: START: August 15, 2024 COMPLETION: February 28, 2025 4. TOTAL TASK ORDER PRICE: $76,540 BALANCE REMAINING IN MASTER AGREEMENT/CONTRACT TBD E BUDGET CODE_ COST CENTER_ COST ELEMENT WBS/CIP PHASE 6. CITY PROJECT MANAGER'S NAME & DEPARTMENT: Lydia Kou, Chair of the City Council's Policy and Services Committee 7. DESCRIPTION OF SCOPE OF SERVICES (Attachment A) MUST INCLUDE: ■ SERVICES AND DELIVERABLES TO BE PROVIDED • SCHEDULE OF PERFORMANCE • MAXIMUM COMPENSATION AMOUNT AND RATE SCHEDULE (as applicable) • REIMBURSABLE EXPENSES, if any (with "not to exceed" amount) 8. ATTACHMENTS: A: Task Order Scope of Services B (if any): N/A I hereby authorize the performance of the work described in this Task Order. APPROVED: CITY OF PALO ALTO I hereby acknowledge receipt and acceptance of this Task Order and warrant that I have authority to sign on behalf of Consultant. APPROVED: COMPANY NAME: Baker Tilly Advisory Group, LP Item 16: Staff Report Pg. 4 Packet Pg. 221 of 276 Item 16 Attachment A -Task Order 4.28 Dispatch Center Assessment BY: BY: Name Name Title Title Date Date Item 16: Staff Report Pg. 5 Packet Pg. 222 of 276 Item 16 Attachment A -Task Order 4.28 Dispatch Center Assessment Attachment A DESCRIPTION OF SCOPE OF SERVICES Introduction Attachment A, the Description of Scope of Services, contains the following four (4) elements: • Services and Deliverables To Be Provided • Schedule of Performance • Maximum Compensation Amount and Rate Schedule (As Applicable) • Reimbursable Expenses, if any (With "Not To Exceed" Amount) Services & Deliverables Baker Tilly's approach to conducting an assessment of the Dispatch Center Program involves three (3) primary steps: • Step 1: Assessment Planning • Step 2: Control Review and Testing • Step 3: Reporting Step 1 — Assessment Planning This step consists of the tasks performed to adequately plan the work necessary to address the overall assessment objective and to solidify mutual understanding of the project scope, objectives, process, and timing between stakeholders and auditors. Tasks include: • Gather information to understand the environment under assessment o Understand the organizational structure and objectives o Review the City code, regulations, and other standards and expectations o Review prior audit and/or assessment results, as applicable o Review additional documentation and conduct interviews as necessary • Write an assessment program o Refine objectives and scope o Identify the assessment procedures to be performed and the evidence to be obtained and examined • Announce initiation of the assessment and conduct kick-off meeting with key stakeholders o Discuss objectives, scope, assessment process, timing, resources, and expectations o Discuss documentation and interview requests for the assessment Step 2 Control Review and Testing This step involves executing the procedures in the assessment program to gather information, interview individuals, and analyze the data and information to obtain sufficient evidence to address the audit objectives. The preliminary assessment objective is to: (1) Determine whether the City's Dispatch Center Program is operating efficiently and effectively to meet community needs. Procedures include, but are not limited to: • Interview the appropriate individuals to gain an understanding of the organizational structure, processes, and controls related to the Dispatch Center Program. Item 16: Staff Report Pg. 6 Packet Pg. 223 of 276 Item 16 Attachment A -Task Order 4.28 Dispatch Center Assessment • Review policies and procedures as well as the legislative and regulatory requirements to identify the criteria to be used for evaluation of control program effectiveness. • Review overall Dispatch Center Program performance, including selecting a sample of Dispatch Center Calls to test for efficiency and effectiveness of response and triage for services. • Compare the performance, process, and controls against the best practices. Step 3 — Reporting In Step 3, the project team will perform tasks necessary to finalize assessment working papers, prepare and review a draft report with the stakeholders, and submit a final report. Tasks include: • Develop findings, conclusions, and recommendations based on the supporting evidence gathered • Validate findings with the appropriate individuals and discuss the root cause of the identified findings • Complete supervisory review of working papers and a draft report • Distribute a draft report and conduct a closing meeting with key stakeholders o o Discuss the results, finings, conclusions, and recommendations o Discuss management responses • Obtain written management responses and finalize a report • Review report with members of City Council and/or the appropriate Council Committee Deliverables: The following deliverable will be prepared as part of this engagement: • Report Schedule of Performance Anticipated Start Date: August 15, 2024 Anticipated End Date: February 28, 2025 Maximum Compensation Amount The not -to exceed maximum, inclusive of reimbursable expenses (as summarized below) for this Task is $76,540. The not -to exceed budget is based on an estimate of 415 total project hours, of which 100 are estimated to be completed by the City Auditor. Reimbursable Expenses If circumstances allow, Baker Tilly anticipates planning one on -site fieldwork week. Given this possibility, Baker Tilly could incur reimbursable expenses for this Task. The not -to -exceed maximum for reimbursable expenses for this Task is $8,500 The following summarizes anticipated reimbursable expenses (for three team members): Item 16: Staff Report Pg. 7 Packet Pg. 224 of 276 Item 16 Attachment A -Task Order 4.28 Dispatch Center Assessment • Round-trip Airfare - $2,000 (3 round trip flights) • Ground Transportation (car rental or Uber/taxi) - $1,500 • Hotel Accommodation - $3,500 (12 nights) • Food and incidentals - $1,500 Confidential Information 1. In the performance of this Task Order, Baker Tilly ("AUDITOR") may have access to CITY's Confidential Information (defined below). AUDITOR will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Task Order and for no other purpose. AUDITOR will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information. This includes the use of encrypted, access -controlled storage for any Confidential Information stored in electronic form. Notwithstanding the foregoing, AUDITOR may disclose Confidential Information to its employees, agents and subcontractors, if any, only to the extent they have a need to know in order to perform AUDITOR's obligations to CITY under this Task Order and for no other purpose, and provided that the AUDITOR informs them of, and requires them to follow, the confidentiality and security obligations of this Task Order. 2. "Confidential Information" means all data, information, and materials of a non- public, proprietary or confidential nature, in any form or medium, tangible or intangible, provided or otherwise made available to AUDITOR by CITY, directly or indirectly, pursuant to this Task Order. For this Task Order, such Confidential Information may include dispatch calls, dispatch radio/phone traffic (including recordings, summaries, and transcripts of such traffic), dispatch logs and computer -aided dispatch (CAD) data, observations of the dispatch service (including recordings, summaries, notes, and transcripts of such observation), any information protected by law obtained by AUDITOR in conducting this Task Order (including but not limited to criminal background data, customer utility data, medical information, mental health conservatorship data, witness and victim identities protected by law, law enforcement intelligence, law enforcement investigations, law enforcement personnel file information protected by law, and "Personal Information" about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time)). In addition to the Confidential Information itself, AUDITOR agrees that deliberations, conversations and discussions pertaining to the Confidential Information shall be kept confidential and shall not be disclosed without approval of CITY, and any required reporting incorporating Confidential Information will present findings in de -identified or summary formats as agreed by the Parties. 2.1. Exceptions: Confidential Information excludes information that AUDITOR can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement and is not otherwise protected from further sharing by law; (ii) was rightfully in AUDITOR's possession free of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by AUDITOR from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of Item 16: Staff Report Pg. 8 Packet Pg. 225 of 276 Item 16 Attachment A -Task Order 4.28 Dispatch Center Assessment AUDITOR without any use of or access to the Confidential Information; or (v) AUDITOR has written consent to disclose signed by an authorized representative of CITY. 2.2 Confidential Markings: As practicable, the Confidential Information shall be marked with the words "Confidential" or "Confidential Material" or with words of similar import. To the extent possible, the disclosing party (whether CITY or AUDITOR) shall endeavor to mark any electronic document intended to be covered by the terms of these confidentiality provisions with the words "Confidential" or similar words, shall notify the receiving parties (for example, by cover e-mail transmitting the electronic document) that the electronic document is Confidential Information, and, for documents shared via encrypted cloud storage, shall file such Confidential Information in folders so labeled. The City's failure, for whatever reason, to mark any material at the time it is produced to the AUDITOR, or to notify AUDITOR that oral or electronic material is Confidential Information at the time it is provided, shall not remove the material from the coverage of these confidentiality obligations, and the AUDITOR shall treat the material as Confidential Information once the CITY has notified it that the material is to be covered by these provisions. 3. Notwithstanding the foregoing, AUDITOR may disclose Confidential Information to the extent required by order of a court of competent jurisdiction or governmental body, provided that AUDITOR will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless AUDITOR is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order. 4. AUDITOR will notify City promptly upon learning of any breach in the security of its systems which impacts the Confidential Information as well as any unauthorized disclosure of, or access to, Confidential Information in its possession or control, and if such Confidential Information consists of Personal Information, AUDITOR will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time. 5. Prior to or upon termination or expiration of this Task Order, AUDITOR will honor any written request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and nothing contained in this Agreement grants or confers any rights to such Confidential Information on AUDITOR. Notwithstanding the return or destruction of tangible Confidential Information as contemplated by this subsection, AUDITOR and its representatives will continue to be bound by all obligations of confidentiality with respect to the CITY's Confidential Information. Item 16: Staff Report Pg. 9 Packet Pg. 226 of 276 Item 16 Attachment B - Dispatch Center Customer Satisfaction Survey Scope Dispatch Center Customer Satisfaction Surve of Work Scope of Work We propose working closely with you or others you designate to develop a survey tool that will help you understand how past customers feel about the service they received when they had an emergency and dialed 9-1-1. When residents call 911, it is often the worst day of their lives, and how dispatchers handle each customer is important. We understand the City is interested in hearing from their customers about how they were treated when they called. We will work with those you designate to develop a survey that accurately reflects how people feel about this critical service. Proposed Plan of Work We have a great deal of expertise in developing community surveys. Every year we conduct dozens of electronic surveys. This experience makes us adept at ■ Working with the client to attain the goals of the survey, ■ Developing clear questions that have only one meaning, ■ Providing a communication plan and accessibility that encourages participation, ■ Preparing understandable summaries of the survey results, and ■ Developing recommendations for the next steps. We receive strong participation by developing an understanding of our client and providing anonymous web -based, email -based, and hard copy surveys. Based on this expertise, we have prepared the following work plan for the City of Palo Alto. Activity 1— Start Project Baker Tilly will begin with a careful learning phase, starting with a planning meeting with you and others you designate. The purpose of the meeting is to ensure the plan of work and schedule are precisely tailored to your needs. Carol Jacobs, Managing Director, will meet with the City Manager, Police Chief and Fire Chief to develop the topics and themes for the community survey. Activity 2 — Design 9-11 Community Customer Satisfaction Survey The design of the survey will be a collaborative effort between Baker Tilly and City staff. During this activity we will design a draft survey instrument based on our expert knowledge of municipal government, best practice survey questions, national standards for community engagement, and collaboration with City staff. We will provide a copy for the draft survey for review. Based on feedback from your project team we will add, remove, or edit questions. While the draft survey will feature questions to capture customer satisfaction with the 9-1-1 service they receive, we often include demographic information to help Palo Alto leadership develop future training and identify issues the public may have with the service. The survey will be designed to be completed online or on paper for those residents without access to computers, or those who do not have computer skills. The survey will be anonymous with the only potential identifying information being demographics of the respondents. Item 16: Staff Report Pg. 10 Packet Pg. 227 of 276 Item 16 Attachment B - Dispatch Center Customer Satisfaction Survey Scope Activity 3 — Develop Communication Plan and Deploy Survey of Work Prior to deploying the survey, we will create a communication plan that will promote participation in the survey. The plan will include steps to introduce the community engagement survey to residents and businesses. It will include working with the City's project team to identify all available external communication tools that can be exploited to increase awareness and participation. Once we have created a draft communication plan, we will review it with the City's project team and make any adjustments necessary based on feedback. This proposal includes translating the survey in up to 10 languages. We will provide the city with a web -based survey to test prior to deploying it to residents and businesses. Based on the communication plan, we will deploy the customer satisfaction survey, and it will remain open until the close date of the agreed -upon survey. During the survey period, we will monitor participation and provide updates to the City's project team. We will offer additional recommended language to encourage participation if needed, Activity 4— Analyze Survey and Report Results, Including Recommendations for Improvement After the survey closes, we will deliver the survey results to the City in multiple electronic formats including the database of responses, a PDF summary, charts, graphs or other formats, as needed. We will also provide the survey data in a format that allows review in crosstabs based on demographic information. We will also provide a brief memorandum that includes the survey results and recommendations for improvements. Project Team includes: Kate Murdock Carol Jacobs John Burks — former Chief of Police, Brea CA Mary Locey Project cost: $25,000 Item 16: Staff Report Pg. 11 Packet Pg. 228 of 276 Item 17 Item 17 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: City Clerk Meeting Date: October 7, 2024 Report #:2406-3167 TITLE Approval of FY 2025 Parks and Recreation Commission and Public Art Commission Workplans; CEQA status — not a project RECOMMENDATION The Parks and Recreation Commission and Public Art Commission Recommend approval of each Commission's respective Fiscal Year 2025 Workplan. BACKGROUND AND ANALYSIS On November 30, 2020, the City Council adopted the Boards, Commissions and Committees (BCC) Handbook', which implemented an annual review and approval of BCC workplans. The details related to the workplan creation is below. Each BCC is required to prepare an annual workplan for City Council's review and approval. The annual report should include the results of the prior year's workplan and should consist of up to three priorities. When applicable, the City Council would like to see metrics of community involvement and participation in meetings and activities included in the workplan. City Council may refer additional items to the BCC in response to new developments. If the BCC would like to add an issue for review after an annual workplan has been approved the City Council, a prompt request by the BCC Chair to the City Council is required and the item will then be addressed by the City Council as a whole. BCC workplans for FY 2025 will be presented to Council batched by issue area. Each Community Services Department -related BCC will give a brief presentation summarizing its prior year accomplishments and FY 2025 workplan highlights. At this meeting, Council will review workplans 1 City Boards, Commissions, and Committees Handbook: https://www.cityofpaloalto.org/files/assets/public/v/2/city-clerk/palo-alto-boards-commissions-and-committees- handbook final 2022.pdf Item 17: Staff Report Pg. 1 Packet Pg. 229 of 276 Item 17 Item 17 Staff Report for two of the Community Services Department -related BCCs (Parks and Recreation Commission and Public Art Commission). FISCAL/RESOURCE IMPACT Projects included in commissions' workplans ultimately require staff time and other City resources to complete. When possible, staff provide input to the commissions during workplan development to ensure the impact on staff time and resources is reasonable given staff workload and other competing priorities. STAKEHOLDER ENGAGEMENT Commission workplans are discussed publicly either in regular commission meetings or commission retreats. ENVIRONMENTAL REVIEW Council action on this item is not a project as defined by CEQA because this is a continuing administrative activity that will not result in direct or indirect physical changes in the environment. CEQA Guidelines section 15378(b)(5). ATTACHMENTS Attachment A: Parks and Recreation Commission FY 2025 Workplan Attachment B: Public Art Commission FY 2025 Workplan APPROVED BY: Mahealani Ah Yun, City Clerk Item 17: Staff Report Pg. 2 Packet Pg. 230 of 276 Item 17 Attachment A - FY 2025 Parks and CITY O F Recreation Commission Workplan PALO ALTO Parks and Recreation Commission 2024-2025 Draft Workplan Staff Liaison: Kristen O'Kane, Director Lead Department: Community Services The purpose of the Parks and Recreation Commission is to advise the City Council on matters pertaining to the activities About the Commission the Open Space & Parks, Golf, and Recreation divisions of the Community Services Department, excluding daily administrative operations. Timeframe covered by Work Plan: June 3, 2024 — March 31, 2025. The Commission is composed of seven members. See Palo Alto Municipal Code (PAMC) 2.25 Sections 2.25.010, 2.25.030, 2.25.040, 2.25.050, and 2.25.060. Residency is required. Further requirements are that members shall not be Council Members, officers, or employees of the City of Palo Alto. Each member of the Commission shall have a demonstrated interest in parks, open space, and recreation matters. For more information about the Parks and Recreation Commission please visit our webpage. • Amanda Brown (Chair) • Nellis Freeman (Vice Chair) Current Commissioners • Anne Warner Cribbs • Jeff Greenfield • Shani Kleinhaus • Joy Oche • Bing Wei Mission Statement The purpose of the Parks and Recreation Commission is to advise the City Council on policy matters pertaining to the activities of the Open Space, Parks and Golf Division, and the Recreation Division of the Community Services Department. Item 17: Staff Report Pg. 3 Packet Pg. 231 of 276 Parks Master Plan Process Review Item 17 Attachment A - FY 2025 Parks and Recreation Commission Workplan • Conducted high level review of Parks Master Plan and assigned priorities in the Action Plan Spreadsheet. Prior Year • Reviewed Action Plan Spreadsheet in detail: Accomplishments o Created categories for review process including best practices, project status, and other departments involved. o Identified priorities led by other stakeholders or other City departments. • Reviewed proposed FY 2024-25 CIP projects with staff. • Began discussion of how to utilize the Action Plan to help inform future CIP priorities. Recreation Program Review • Collaborated with Palo Alto City staff to enhance the Enjoy! Catalog and Community activities, aligning efforts to promote equity and potential cost -reduction for programs, for example, bringing/advertising free programs from other Palo Alto partners, (i.e., PA Adult School) in the Enjoy! Catalog. • Facilitated brainstorming sessions with City staff to pinpoint priority programs and proposed recommendations, including potential programs and providers, to address community needs effectively. • Ad Hoc conducted a comprehensive review of past Enjoy! Catalog's and benchmarked against neighboring cities. Presented findings and suggested solutions for scaling up at the Commission Meeting in February 2024, align with the Master Plan's reviewing progress. • Successfully spearheaded the implementation of a new QR code on the first page of the Enjoy! Catalog. This innovation allows for simple multilingual instructions directing residents to our website for community events, thereby expanding awareness among residents who speak English as a second language. Recreation Wellness Center • Weekly ad hoc meetings (with occasional staff participation) on stakeholder outreach and research on wellness center needs, potential locations, facilities, programs, and activities. • Worked with City staff on stakeholder outreach and research of wellness center facilities, programs, and activities. • Raised the visibility of the community's need for a gym/wellness center. • We hosted a community meeting on January 17, 2024, to discuss the proposed Recreation Wellness Center. We presented the current preferred location/sites and a second option, depending on the current Cubberley negotiations between the City and the PAUSD. • Provided status updates to the PRC during monthly ad hoc updates and at a January 17th community meeting presentation. Bicycle / E -Bike Policy and Access Implementation of Council Direction from 2/27/2023 for all bikes in the Baylands and Arastradero Preserve to consider and recommend policy to address: o Reduction of speed limit. o Whether and where to restrict bicycle and horse access. o Adding bike racks at trailheads in open space, where lacking. PRC ad hoc met throughout the year, working with staff to review policy and regulations regarding the use of e - bikes and electric conveyances in parks and open space areas. This included Palo Alto, neighboring cities, and regiona Item 17: Staff Report Pg. 4 Packet Pg. 232 of 276 Item 17 Attachment A - FY 2025 Parks and Discussed policy considerations, including parks vs. open spaces, types of LRecreation Commission Workplan plications with CSD, Transportation and Safe Routes staff, and PABAC, including their - I e suLjcommlttee. PRC ad hoc discussed balancing competing interests and priorities, including wildlife and ecosystem protection, recreation, bicycle transportation corridors, public access, equity, safety, enforceability, ADA requirements, and clarity and communication of rules on October 25, 2022. After considerable public comment and discussion, PRC unanimously recommended e -bike and electric conveyances policy and regulations for parks and open space on November 22, 2022. Playing Fields Policy and Programs Review • Supported staff in reviewing regional best practices and recommending a synthetic turf replacement strategy for upcoming work at El Camino Park and Stanford/Mayfield Soccer Complex. • Completed initial review of field use policy, including identifying potential areas for further review after engagement with stakeholders, and general policy cleanup recommendations. • Recommended non -policy field use updates, including tournament clean up responsibilities, goal storage and communication with stakeholders. Park Dedication FY24 • Conduct a review of existing list of potential locations for parkland dedication, including prioritization of suitability. • Pursued park dedication for Tower Well Site: o Met with CSD staff and PAHA per City policy. o Recommended park dedication for Tower Well Site to City Council, which was approved with the recommendation to consider a name change. o Initiated name change process for Tower Well Park to Frederick Eyerly Park. • Pursued park dedication for Rinconada Gardens: o Worked with CSD and Utilities staff to review site constraints related to park dedication and determine next steps. • Reviewed a potential site adjacent to San Antonio Avenue at Ponce Drive for a small park, suggested by a community member; added to the existing list of locations for parkland dedication. Grant Opportunities • Work with staff to assess how to understand current City grant process, including current consultant, to use grants more effectively to increase funding for Recreation and Parks programs and projects. Concern about staff time in finding grants, applying for grants, and reporting about grants. • Reviewed current grant application process, associated resources, and recent grant applications opportunities. • Ad Hoc interviewed new resources and potential partnerships which may be effective to increase grant funding, including contacts with Silicon Valley Community Foundation, suggested three projects to share with SVCF corporate partners Foothill Buckeye Creek restoration, Foothill Interpretive Center, and additional restrooms at Mitchell Park/Magic Bridge, plus attempts to contact the Gordon Moore Foundation and the Packard Foundation. • Ad Hoc recommends continuing to strengthen existing partnerships with Friends of Palo Alto Parks, Palo Alto Recreation Foundation, Environmental Volunteers, Grassroots Ecology and Silicon Valley Community Foundation. An example of collaboration between the City and a non-profit, which could qualify for a grant that includes developing joint projects to bring East Palo Alto youth to Foothill Park. Item 17: Staff Report Pg. 5 Packet Pg. 233 of 276 Item 17 Attachment A - FY 2025 Parks and Master Plan Recreation Commission Workplan PROJECT/GOAL 1: Review the process for planning and implementation of the Parks, Trails, Natural Open Space, and Recreation Master Plan (Parks Master Plan) for consistency and coordination with the annual CIP process. Work with staff to conduct a review of the existing policies and progress to inform planning efforts, enhance inter- departmental coordination, and implement best practices. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED /LOCAL LAW/ COUNCIL -APPROVED Optimize implementation of the Parks FY 25 — O1 & O2 Moderate staff time Complete inventory of projects denoted Yes: Parks Master Plan Master Plan as high priority, including status (Policy 2.G, 6.A) Optimize FY26 CIP process for consistency with the Parks Master Plan Coordinate with staff to implement high - priority policies and best practices HIGH PRIORITY LOWER PRIORITY COUNCIL -DIRECTED POLICY UPDATE Conduct a comprehensive Parks Master Plan review, which includes: Establish annual and periodic review best practices Yes: Parks Master Plan • Status review of PRC prioritized projects and programs with staff (Chapter 5: Progress • Develop recommendations for best practices and inter -departmental Reporting) coordination to support the implementation of the Parks Master Plan Park Dedication FY25 PROJECT/GOAL 2: Pursue and evaluate top priority potential sites and identify potential new sites to recommend dedicating as parkland within our community BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED /LOCAL LAW/ COUNCIL -APPROVED Increase dedicated parkland to provide FY25 Moderate staff time (CSD, CAD, Planning, Recommendation of one or more sites Yes: Parks Master Plan recreational opportunities, promote the PWE, Real Estate) for dedication as parkland (Goals and Policies 1.B, health and well-being of the community, 1.C, 4.D, 5.C) and and support biodiversity Comprehensive Plan (Policy L-8.1) Advance goals of 4 acres of parkland per 1,000 residents, and within 1/2 mile of homes HIGH PRIORITY LOWER PRIORITY COUNCIL -DIRECTED POLICY UPDATE work with staff to assess the suitability of potential sites for parkland dedication, including Pursue dedication of Greer Park sewer easement associated with the 2850 W. Yes Rinconada Gardens, San Antonio Avenue at Ponce Drive, Los Altos Treatment Plant Site Bayshore Road development project (wetland area), and Baylands Measure E Site (landfill slope portion) Review previously identified locations and consider new potential sites for park dedication Item 17: Staff Report Pg. 6 Packet Pg. 234 of 276 Item 17 Attachment A - FY 2025 Parks and Recreation Commission Workplan PROJECT/GOAL 3: Baylands Comprehensive Conservation Plan (BCCP) Update BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED /LOCAL LAW! COUNCIL -APPROVED Work towards releasing the Baylands FY25 Moderate to high staff time Generate an update on the current es (Parks Master Plan Comprehensive Conservation Plan which status of the BCCP, including estimated Program 4.A.1) as previously developed but not Funding for a consultant will likely be timeline for completion completed required eventually Establish updated standards, guidelines, and processes for environmental stewardship and infrastructure development and maintenance in the Palo Alto Baylands Nature Preserve HIGH PRIORITY LOWER PRIORITY COUNCIL -DIRECTED POLICY UPDATE Review current draft BCCP and work with staff to assess status of document sections: Move forward with BCCP updates as possible and appropriate Yes • Up to date, complete • Up to date, further update required • Outdated, update required • Outdated, appropriate to omit • Identify gaps that should be addressed Work with staff to review status of CEQA and other required environmental reviews Work with staff to recommend a path forward for completing and releasing the BCCP, including: • Identify work that can be completed with current resources during FY25 • Identify any additional required resources and an estimated timeline for completion • Identify work, which is out of scope for the BCCP, to be considered at a later date. Nature Preserve Access Policy PROJECT/GOAL 4: Access Policy Recommendation for Pearson-Arastradero and Baylands Nature Preserves - work with staff and stakeholders to review all access, including bicycles, e -bikes and other electric conveyances, equestrians, and pedestrians BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED /LOCAL LAW! COUNCIL -APPROVED Balance recreational access with FY25 Moderate Staff Time Forward updated access es (Parks Master Plan stewardship of natural resources in the recommendations for Pearson- Policy 6.D; Program Baylands and Arastradero Nature Arastradero and Baylands Nature 2.A.7) Preserves Preserves to City Council. Considerations include habitat and ildlife protection, trail safety, community interests, and staff and infrastructure resources Item Packet Pg. 235 offl- 276 17: Staff Report Pg. 7 I.I[c]:I[•]7II1 Item 17 Attachment A - FY 2025 Parks and LOWER PRIORITY Recreation Commission Workplan -DIRECTEI Y UPDATE up on FY24 Bicycle and Equestrian Ad Hoc recommendations re: unauthorized trail Follow up / review access and activity at Pearson-Arastradero Bowl Loop Trail area Yes and stewardship of natural resources along trails. and Baylands Adobe Creek Loop Trail Bowl. Adobe Creek Loop Trail and Byxbee Park trail access. IGeneral trail network access review input to staff regarding an appropriate response to the 02/27/2023 City Council Recreation Wellness Center PROJECT/GOAL 5: Work with staff to facilitate progress on the Palo Alto Recreation Wellness Center. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED/LOCAL LAW! COUNCIL -APPROVED Recreation and Park facilities for the 2024- 2025 CSD staff time, Public Works staff time Selecting the site Council Approved health and welfare of current and future Goal — vision of a complete facility (Parks Master Plan Goal generations Completing the facility for the community 1; Policy 4.A) via the partnership with the City of Palo Community engagement Alto, Friends of Recreation Wellness Identified priority major Center and community stakeholders project HIGH PRIORITY LOWER PRIORITY COUNCIL -DIRECTED POLICY UPDATE Community engagement with stakeholders and others, including existing facilities Define relationship between Ad Hoc/PRC, Friends group, and the City of Palo Alto Yes Discussion of site alternatives — Greer Park, Cubberley, 10.5 acres, and others Confirmed location of site with Council Approval of site Commission support of LOI with Friends and City of Palo Alto Regular updates for PRC to ensure other Commissioners, City staff and stakeholders are kept abreast of updates Playing Fields and Racquet Sports PROJECT/GOAL 6: Review and recommend updates to playing fields and Racquet Sports policies, including synthetic turf replacement strategy, including tennis and field reservation policies BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED/LOCAL LAW! COUNCIL -APPROVED Efficient and successful replacement of FY24-25 Q1&Q2: Complete synthetic turf Moderate staff time Meet with playing field stakeholders Yes: Parks Master Plan end -of -life synthetic turf fields replacement strategy review (Programs 1.F.1; 2.A.3; Successful replacement of end -of 2.C.3) Optimized access to City playing fields FY24-25 Q3&Q4: Complete review of court life synthetic turf field, contingent reservation policy upon CIP funding (turf study/analysis) Proactive field management Item 17: Staff Report Pg. 8 Packet Pg. 236 of 276 Item 17 Attachment A - FY 2025 Parks and Fair and equity tennis court reservation recommendation if 1Recreation Commission Workplan system that promotes wellness HIGH PRIORITY LOWER PRIORITY COUNCIL -DIRECTED POLICY UPDATE Work with staff to review and recommend optimum synthetic turf replacement strategy, Meet with stakeholders for feedback and review field or court reservation systems es including materials, process, and definite timeline and use policy and recommend an update as appropriate with stakeholders periodically for feedback with staff to review current USTA resident requirements as it relates to reserving space in Palo Alto for non-residents with staff to convene and support the joint taskforce for racquet sports Item 17: Staff Report Pg. 9 Packet Pg. 237 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan CITY OF PALO ALTO Public Art Commission 2024-2025 Workplan Staff Liaison: Elise DeMarzo, Public Art Program Director, Nadya Chuprina, Program Coordinator Lead Department: Community Services / Arts & Sciences The Public Art Commission is composed of seven (7) members. The terms are three (3) years in length and commence on About the Commission April 1. Residency is not required. There are no vacancies as of June 1, 2024. The Public Art Commission oversees Palo Alto's temporary and permanent public art programs. The Commission's primary duties are: • To advise the city in matters pertaining to the quality, quantity, scope, and style of art in public places • To periodically review the capital improvement program with the staff for inclusion of works of art in various projects • To devise methods of selecting and commissioning artists with respect to the design, execution, and placement of art in public places and to advise staff on the selection and commissioning of artists, and the amounts to be expended on art in public places • To advise and assist staff in obtaining financial assistance for art in public places from private, corporate, and governmental sources • To review plans for the installation of art in public places and review the inventory of art in public spaces Loren Gordon (Chair) Hsinya Shen (Vice Chair) Tara de la Garza Current Commissioners Ben Miyaji Amber Smith Harriet Stern Lisa Waltuch Item 17: Staff Report Pg. 10 Packet Pg. 238 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan Mission Statement The Palo Alto Public Art Program promotes the highest caliber of artwork, commissioning memorable public artworks and experiences that stimulate discussion and thoughtful reflection, celebrating Palo Alto's character and enhancing civic pride and sense of place. PAC's 2024/25 Adopted Priorities are: Building Community Priority: Develop public art that encourages engagement, belonging, and community participation, and that promotes shared experiences in and around Palo Alto Neighborhoods and commercial corridors. Social Justice Priority: Develop public art projects that will continue to advance empathy, ethnic and cultural inclusion, and celebration, and social, racial, and gender equity. Public Art Education Priority: Widen and strengthen education and advocacy for public art, including through the roll -out and implementation of the California Avenue District Master Plan and the Baylands' Art Plan, and PAMP long-term goals, while responding to current issues and supporting a wider network of artists. Every public art project undertaken by the Palo Alto Public Art Program meets at least two of its three adopted priorities through its intentionally extensive design and building process that conscientiously engages diverse community members. Specifically: • Building Community Priority: The design and building process involves diverse groups of multi -stakeholders representing the community. From artist selection and fact-finding through community dialogue to the introductio of the final artwork, this ensures the art resonates with local neighborhoods and commercial corridors. • Public Art Education Priority: Engaging artists with the local community during the design process helps artists understand the community and locality while educating the public about the public art process, supporting broader educational goals and enhancing advocacy for public art. Item 17: Staff Report Pg. 11 Packet Pg. 239 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan 1. Code:ART 2023: The City of Palo Alto Public Art Program launched its third interactive media art festival, Code:ART, a three -evening event that re -imagines Palo Alto's underutilized plazas, alleys, and public spaces through interactive light, sound, and motion. The festival featured a major interactive media artwork anchoring the festival and six Urban Interventions activating or reimagining downtown storefronts, alleys, parking lots or blank walls in new and inventive Prior Year ways. The artworks invited play and participation, engaging area locals in an event that outwardly reflects the creative Accomplishments community and culture that thrives here. 2. California Avenue Murals Festival 2023 - During the summer of 2023 the Palo Alto Public Art Program commissioned artists Olivia Losee-Unger, Nicole Ponsler and Paz de la Calzada to paint vibrant temporary murals in the California Avenue District. Bloom by Nicole Ponsler can be found at Palo Alto Central on 149 California Avenue. Moon flowers for Georgia by Olivia Losee-Unger is located at Izzy's Brooklyn Bagels on 477 California Avenue. The third streetscape mural called Quercus 650 by Paz de la Calzada is located on the ground at the intersection of California Avenue and Ash Street. Artist Paz de la Calzada invited volunteers from the community to participate in the painting process. King Artist Residency: Artist Kirti Bassendine served as the 2023 Artist -in -Residence beginning February 2023. The Artist's Residency project focused on diverse underserved communities residing and/or working in Palo Alto and experiencing socio-economic or housing instability. Her resulting photographs are displayed on King Plaza. 4. Maintenance: Each year the Public Art Program receives funding from the City to maintain and care for the City's growing permanent art collection. The staff is diligent about maintenance, examples include protecting and restoring the Victor Arnautoff Frescoes at the Roth Building, Susan Zoccola's refabrication, updated software programming for Susan Narduli's Conversation at City Hall, comprehensive cleaning and maintenance of Charles Sowers' Sway at the JMZ, conservation treatment of Jerome Kirk's Homage to Silence, repair of Brian Coleman's Excel, and the refabrication and installation of midtown community's Poetry Wall mural. 5. Cubberley Mural: Artist Cameron Moberg completed a mural at Cubberley that reflects the creative community that frequents the site. His design was informed by feedback from Cubberley stakeholders about what they cherish about Cubberley. Item 17: Staff Report Pg. 12 Packet Pg. 240 of 276 • he 2024 King Artist Residency: Artist Alma Landeta Ima Landeta, current artist -in -residence (AIR), has begun community outreach in a vari Item 17 e, portrait PROJECT/GOAL 1 Attachment B - FY 2025 Public Art workshops, and open studios. Alma Landeta is focusing on the lived experiences of the L ers residing Commission Work Plan and/or working in Palo Alto with the goal of sparking conversations about inclusion, equity, a sense or ueiongingd bringing Palo Alto's diverse communities together through better understanding and compassion. The residency will culminate in a final report of their findings and hopefully a temporary installation on King Plaza in late 2024. PAC and staff will evaluate launching he next Artist Residency for 2025. BENEFICIAL IMPACTS TIMELINE RESOURCES MEASURE OF STATE MANDATED / NEEDED SUCCESS LOCAL LAW! COUNCIL - APPROVED Social Justice Priority; Funds are available through The Public Art Commission is Council referral to the Community Building Priority percent for art Municipal funds. committed to a platform for Public Art Commission Staff resources and time is used ongoing conversations about November 2, 2020 the for artist call and the selection equity, inclusion, and belonging City Council voted to processes. Staff will work with the in Palo Alto through the arts. As refer the development o artist during the research, design a result, the King Artist public art on King Plaza development and Residency Program was reflecting the City's implementation. Artist will use a established. Community studio at the Cubberley Campus. participation will be measured. commitment to equity. HIGH LOWER COUNCIL - PRIORITY PRIORITY DIRECTED POLICY UPDATE High priority for social justice, building community and public art Yes education. Murals, Murals and Murals in 2024 PROJECT/GOAL 2 : Based on the successful roll out of mural program in 2023, Staff is continuing with several mural projects throughout Palo Alto: • Three Murals in Downtown to be painted October 2024: Artists Harumo Sato, Mona Caron and Nigel Sussman have been selected to design and paint three temporary murals on privately owned walls in downtown Palo Alto, animating an important commercial corridor • ArtLift Grants: Utility Box Edition — 100 applicants, 20 participants painting City-wide this summer Item 17: Staff Report Pg. 13 Packet Pg. 241 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan • Fire Station 5 Mural — Bodeck Luna, artist and community organizer, organized outreach to the Barron Park neighbors and broader Palo Alto community for input on his mural to be painted in August or September • Digitally Printed Artwork at the California Avenue Parking Structure is planned for late 2024 BENEFICIAL IMPACTS TIMELINE RESOURCES MEASURE OF STATE MANDATED NEEDED SUCCESS / LOCAL LAW! COUNCIL - APPROVED This project promotes two of New murals scheduled for Funds are available through Community and stakeholder N/A the PAC 2024 priorities: summer and fall of 2024. percent for art Municipal funds. feedback Building Community Priority Staff resources and time will be and Public Art Education used for artist calls and the Priority, selection processes. Staff will work with the artists during the design development and implementation. HIGH LOWER COUNCIL - PRIORITY PRIORITY DIRECTED POLICY UPDATE Building community in various Palo Alto neighborhoods, wayfinding, Yes economic development, and enlivening public space Item 17: Staff Report Pg. 14 Packet Pg. 242 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan Integrate Public Art in capital improvement projects (CIP) citywide, such as: PROJECT/GOAL 3 • Fire Station 4: Located in Midtown on the corner of Middlefield and East Meadow, this new building will be near Mitchell Park and Palo Alto Little League. It is highly visible to the community. Artist Stephen Galloway's approved art design was rooted in his research into the role of the fire station in Palo Alto, and the history of this site. He is working on detailed design development. • Public Safety Building: Artist Peter Wegner has completed fabrication and the artworks have been installed at the PSB, are protected in place, and awaiting the public opening of the facility. • Boulware Park Public Art Project: The PAC has approved the artwork by Los Angeles -based award -winning art and design studio UrbanRock Design for the Boulware Park Public Art Project. The artist team visited Palo Alto and conducted meetings with the community to inform their design development. Installation is estimated for fall 2024. BENEFICIAL IMPACTS TIMELINE RESOURCES MEASURE OF STATE MANDATED NEEDED SUCCESS / LOCAL LAW / COUNCIL - APPROVED Enhancing new buildings, and Ongoing Municipal Percent for Art funds, Community and stakeholder N/A public parks with art. collaboration with Public feedback Collaborating with the public Works, architects, and key on the location, interactivity stakeholders. of the projects and inspiration for the art. HIGH LOWER COUNCIL - PRIORITY PRIORITY DIRECTED POLICY UPDATE Building Community - the artists have engaged the public for their N/A input on Boulware Park, Fire Station 4, and the Public Safety Building. Social Justice Priority and Public Art Education Priority. Item 17: Staff Report Pg. 15 Packet Pg. 243 of 276 Item 17 PROJECT/GOAL 4: Public Art in Private Development Attachment B - FY 2025 Public Art Commission Work Plan he City of Palo Alto enacted the Art in Private Development Ordinance in January 2014. This ordinance mandates that commercial developments over 10,000 square feet either commission artwork on their site or contribute to the Public Art Fund. few examples of current private developments include: • 3200 Park Blvd Public Art Project: The 3200 Park Blvd project provides an opportunity to honor Thomas Foon Chew, founder of the Bayside Canning Company, and the Cannery's legacy of community building and ethnic and cultural inclusion. Through multi -stakeholder engagement, the current proposal includes both an external mosaic that includes individuals, communities, past and future, as well as an internal educational wall for historical education. • Castilleja School: The Castilleja School development project involves modernizing the school by replacing old buildings with a new academic building and facilities. The commission has been supporting the project by providing feedback on the art selection process, placement, and design. • 660 University: This significant project at University and Middlefield Road will have artwork coming for Commission review this fall. BENEFICIAL IMPACTS TIMELINE RESOURCES MEASURE OF STATE MANDATED / NEEDED SUCCESS LOCAL LAW / COUNCIL - APPROVED These types of projects may hese events require extensive Staff time funded by the Public Community and stakeholder N/A promote all three of the PAC planning and dialoguing. Art Fund, collaboration with feedback 2024 priorities, multiple city departments and community stakeholders. HIGH LOWER COUNCIL - PRIORITY PRIORITY DIRECTED POLICY UPDATE Often times, these projects have high visibility and since they are private developments, PAC staff and commission often provide valuable guidance to ensure compliance with the Public Art for Private Development Ordinance Item 17: Staff Report Pg. 16 Packet Pg. 244 of 276 Item 17 PROJECT/GOAL 5 : Code:ART 2025 Attachment B - FY 2025 Public Art Commission Work Plan he Code:ART events draw larger audiences each year we present the festival. 2025 will be the largest yet, with more ambitious artworks and expanded experiences. Allocation of funds and calls to artists are anticipated to go out in the next few months. BENEFICIAL IMPACTS TIMELINE RESOURCES MEASURE OF STATE MANDATED / NEEDED SUCCESS LOCAL LAW / COUNCIL - APPROVED Code:ART brings the community Planning began in Spring 2024. It is typical to have a larger Participation numbers and N/A together to play, interact and he event is scheduled for installation on King Plaza, and up surveys are collected for each collaborate while supporting October 2025. to six additional installations Code:ART event to gather economic development. nearby. Collaboration between feedback and metrics. Businesses in the University and many city departments, local Hamilton Avenue downtown businesses and volunteers is area are adjacent to the crowds necessary. Funds from both the seeking the interactive exhibits. Municipal percent for art funds and the private percent for art funds are used for these festivals. HIGH LOWER COUNCIL - PRIORITY PRIORITY DIRECTED POLICY UPDATE Building Community, Public Art Education N/A Item 17: Staff Report Pg. 17 Packet Pg. 245 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan Ongoing Maintenance and Care of the Collection. With a collection of more than 300 artworks, preventative maintenance PROJECT/GOAL 6: and restoration of these valuable City assets are an essential part of a public art program, including Charleston/Arastradero Corridor re -fabrication for sculpture destroyed by an accident, deep cleaning of the Jerome Kirk sculpture at the Art Center, and the protection and comprehensive restoration of the historically significant Arnautoff frescoes at the Roth Building. BENEFICIAL IMPACTS TIMELINE RESOURCES MEASURE OF STATE MANDATED NEEDED SUCCESS / LOCAL LAW! COUNCIL - APPROVED This project promotes two of Ongoing The annual maintenance A collection of artworks that Having artworks the PAC priorities: Building allocation of $32,000 is spent reflect well on Palo Alto and fall into disrepair Community Priority and Public down each year. Staff oversees have not fallen into such may leave the Art Education Priority, the contractors and work being disrepair that more costly City open to Ensuring that these valuable performed repairs are necessary or the legal action by assets are maintained artwork cannot be saved, the artists under properly and reflect well on Additional funding was the Visual Artists the City. committed by the County for Rights Act. the restoration of the Arnautoff frescoes. A conservator has been hired for this project. HIGH LOWER COUNCIL - PRIORITY PRIORITY DIRECTED POLICY UPDATE Public Art Education N/A Item 17: Staff Report Pg. 18 Packet Pg. 246 of 276 Code:ART 2023 - The City of Palo Alto Public Art Program launched its third interactive media art festival, Code:ART, a three -evening event that re -imagines Palo Alto's underutilized plazas, alleys, and public spaces through interactive light, sound, and motion. The festival featured a major interactive media artwork anchoring the festival and six Urban Interventions activating or re -imagining downtown storefronts, alleys, parking lots or blank walls in new and inventive ways. Item 17: Staff Report Pg. 19 1 Packet Pg. 247 of 276 f r `Y ! 1 l ,Yh 1 I f/'i'; ,' t i9 ,14k # I k Jo 1 • r 1�R �` �L 1 tr I � engaging area locals in an event that outwardly reflects the Flow Fields by Steven Wallace; Ripple by Jeffrey Yip Item 17 Attachment B - FY 2025 Public Art Commission Work Plan Approximately 13,000 people attended the festival 21 Bay Area, national, and international artists 7 interactive new media installations V Data from Survey Responses: 98% of visitors surveyed would love more events like this in Palo Alto -73% of attendees visited a downtown business during the festival - 88% of business visitors made a purchase 70% of the business visitors spent up to $150 60% of visitors came to downtown specifically for } Code:ART Image: Helix Seats by Pneuhaus in Lytton Plaza Item 17: Staff Report Pg. 21 1 Packet Pg. 249 of 276 rt i�l ■\�Jl ���1. � � I�N� pr Item 17 Attachment B - FY 2025 Public Art i/ Commission Work Plan oawh .irj California Avenue Murals Festival 2023 - During the summer of 2023 the Palo Alto Public Art Program commissioned artists Olivia Losee-Unger, Nicole Ponsler and Paz de la Calzada to paint vibrant temporary murals in the California Avenue District. Bloom by Nicole Ponsler can be found at Palo Alto Central on 149 California Avenue. Moonflowers for Georgia by Olivia Losee-Unger is located at Izzy's Brooklyn Bagels on 477 California Avenue. The third streetscape mural called Quercus 650 by Paz de la Calzada is located on the ground at the intersection of California Avenue and Ash Street. Artist Paz de la Calzada invited volunteers from the community to participate in the painting process. Item 17: Staff Report Pg. 22 Packet Pg. 250 of 276 In January 2023, Public Art staff initiated a public -private partnership pilot program and opened a Call for Walls to identify privately owned walls to host murals along California Avenue as part of the pilot mural event for the California Avenue District. Staff was successful in securing two locations on California Avenue: an exterior wall of the Izzy's Brooklyn Bagels at 477 California Avenue, and an exterior wall at California Avenue Central HOA located at 161 California Ave. Additionally, the intersection of California Avenue and Ash Street, which is currently closed to vehicular traffic, was identified for a ground plane mural. At the conclusion of the Murals Festival on June 11, Public Art staff led a public tour of the three newly painted murals, with the participating artists, volunteers, site hosts, and many members of the public in attendance. �i�11M(knfA-d A � — Whey hucba►,d took a job ;h Palo Alto, Iliad to go back to the reality of hat okly heih9 a refer, but hav;yg home ownership completely ?00% out ofreach. Item 17 Attachment B - FY 2025 Public Art Commission Work Plan King Artist Residency: Artist Kirti Bassendine served as the 2023 Artist -in -Residence. The Artist's residency project focused on diverse underserved communities residing and/or working in Palo Alto and experiencing socio- economic or housing instability. Her resulting photographs are displayed on King Plaza. I went Cu the Navy, tltek I owned a ranch. I war ik a.h accigeit at work, Ilort kty abll;tV to prov;de {n- m ycel f I war lucky to F''id t(tic lace. I've beek here a ear. I ant is, ak RV. Item 17: Staff Report Pg. 24 Packet Pg. 252 of 276 Item 17 Attachment B - FY 2025 Public Art Commission Work Plan Collection Care and Maintenance: Historic frescoes titled Modern and Ancient a \,i Medicine,1932 by Victor Arnautoff at the Roth Building at 300 Homer Ave. To ensure the restoration of the frescoes would coincide with the rehabilitation of the building, the Public Art staff is working with teams of fine art conservators to protect and restore these '•significant artworks. Images: Left - Atthowe Fine Art team is installing 4t rigid protections in August 2023 prior to the commencement of the building construction project. Right - Fine art conservator Anne Rosenthal, a ( highly reputable expert of frescoes by Diego Rivera and Victor Arnautoff is working on a Grisaille alt fresco panel in April 2024. .,I F' Item 17: Staff Report Pg. 25 Packet Pg. 253 of 276 'c ytt f ).• - Iii i'd' � ' 1 1• 1 1 % Ii �- '��f ,` �irt f -'�, ".'t � � 1 1 1 1 ' 1 � 1 1.1 1 1 1 11• •1 ,��}_,t.,. ^ �1. "1 �'�� :�, "��,� 1• 1 1•. 1' •1 1 •1 I II' 1 ': 1 1 I y '1 r 1 1 •il 14'k �F •�•. ' 111 ��} p f u: f � '•�,�y 1 h'l �,, yv tt 1 ��'" 1� iiiin •'�ONC.K ' ,.l a 4.r• �•� tiA -7p 1 Kati - 4. Ili � � ' ��}�� VI^ �'•, r � � � 5 �' ,lr a i t' a � y.• Q -yrT�• .� - I ___ - 'ii _________ Public Art Program y to maintain and care nent art collection. s Sowers at the Junior iddlefield Road is an ietic sculpture. It n and detailed he artist. Item 17 Attachment B - FY 2025 Public Art Commission Work Plan i1 r Y' 1. ♦�Y 1 O Cubberley Mural: In June 2024, Artist Cameron Moberg completed a mural title Item 17: Staff Report Pg. 28 about what they cherish about Cubberley. y stakeholders Packet Pg. 256 of 276 ". Item 17 Attachment B - FY 2025 Public Art Commission Work Plan Cameron Moberg's design was in tivities taking place on Cubberley campus. ' The artist states: "As I walked through the halls of Cubberley, inspiration was coming at '` me around every turn, the music, the art, the learning, but what struck me most was the generations of people I met. I heard stories from how a woman's mother took her to Cubberley as a child and now she takes her daughter. It wasn't just one story like that, , A there were multiple. I wanted to capture this in the hands representing different stages of life. The butterflies represent the change and beauty that this can bring to the world and the key and keyhole connecting the two walls — like a portal opening up into learning, opportunities and the future". 1 Ir Item 17: Staff Report Pg. 29 y c Ok Packet Pg. 257 of 276 Item 18 Item 18 Staff Report City Council Staff Report From: City Manager CITY O F Report Type: INFORMATION REPORTS PALO Lead Department: Administrative Services ALTO Meeting Date: October 7, 2024 Report #:2402-2589 TITLE Fiscal Year 2024 Significant Gifts and Donations to the City of Palo Alto RECOMMENDATION This is an informational report; no Council action is required. DISCUSSION The City of Palo Alto's Policy and Procedures 1-18, Gift and Donations to the City of Palo Alto (Attachment A) requires annual reports to the City Council regarding significant gifts that have been accepted on behalf of the City. In compliance with this policy, Attachment B lists significant gifts (over $5,000) that the City received during Fiscal Year 2024. All gifts had a designated purpose as stated under the "Use of Gift" Column in Attachment B. Staff monitors designated restrictions to comply with the Donor's request. In addition, in mid -2008 the Fair Political Practices Commission (FPPC) adopted new regulations relating to gifts benefitting specific employees. The new regulations contain guidelines on when these types of gifts should be disclosed as gifts to the City. Gifts required to be disclosed pursuant to this regulation are now also reported on the new FPPC Form 801, and that gift information is now posted to the City Clerk' s web page' as required by the FPPC. Annual reports of gifts will continue to be provided to the Council. Form 801 information will be available on the City Clerk' s website throughout the year as gifts are received. ATTACHMENTS Attachment A: Gifts to the City Policy 1-18: Gifts and Donations to the City of Palo Alto Attachment B: Significant Gifts and Donations Received in FY 2024 Over $5,000 APPROVED BY: Lauren Lai, Director of Administrative Services 1 City Clerk's Web Page: https://www.cityofpaIoaIto.org/Departments/City-Clerk/Gifts-to-the-City Item 18: Staff Report Pg. 1 Packet Pg. 258 of 276 Item 18 Attachment A - Gifts to the City Policy 1-18: Gifts and Donation to the City POLICY AND P of Palo Alto -18 Revised: October 1, 2014 Effective: December 1, 1989 GIFTS AND DONATIONS TO THE CITY OF PALO ALTO POLICY STATEMENT The purpose of this policy is to: • Establish uniform procedures for the receipt of gifts to the City of Palo Alto; • Cultivate and maintain an environment where residents and businesses want to contribute to the City's programs and facilities; • Promptly acknowledge and express appreciation for the gifts; • Assure the gifts are properly inventoried, and • Comply with the Political Reform Act and Fair Political Practices Commission Regulations. It is essential that gifts be properly reported and reviewed carefully for impact on the City's resources and for consistency with City policies and procedures concerning cash handling and inventory. City employees are prohibited from accepting personal gifts (see Section 1301, Merit System Rules and Regulations). Gifts to elected and appointed City officials and "designated" City employees (see Palo Alto Municipal Code, Chapter 2.09) are also regulated by the State of California Fair Political Practices Commission. Applicability of this Policy The procedures stated in Section A apply to gifts offered or given to the City, gifts actively solicited by the City, and gifts from community groups that support various City operations (e.g. Friends of the Library, the Recreation Foundation, etc.). They do not apply to minor individual contributions which will be quickly consumed in a City - sponsored event, work contributed by individual volunteers, sponsorship of a City activity, or donations of advertising, publicity, graphics, etc. in exchange for City acknowledgment. The procedures are consistent with those applicable to grants and other funding requests (see Policy and Procedures 1-12). The Fair Political Practices Commission has adopted requirements (2 Cal.Code Regs. § 18944.2) for reporting payments made to agencies that would otherwise constitute gifts to public officials. Payments may be considered gifts to the City when the City receives and controls the payment, uses the payment for official business, and identifies the recipient. Such payments must be reported as provided in section B of this policy. Item 18: Staff Report Pg. 2 Packet Pg. 259 of 276 Item 18 Attachment A - Gifts to the City Policy 1-18: Gifts and Donation to the City of Palo Alto Table 1 summarizes acknowledgement and reporting requirements for gifts. PROCEDURES A. City Requirements for Accepting and Acknowledging Gifts Department heads, including Council Appointed Officers, are authorized to accept gifts tendered by cash or cash equivalents or by electronic funds transfers (e.g., ACH transfer, credit card payment or online gifts) on behalf of the City. The City Clerk's Office will report on behalf of the City Council. Implementation of this policy is the responsibility of the department head, including Council Appointed Officers. Thresholds for implementation of the procedures vary with the category of the gift, as shown in Table 1. The estimated value of a gift is based on the donor's estimate. The City will not independently assign a value to the gift unless it is cash. Gifts accepted by the City become the property of the City of Palo Alto and are to be used for public benefit. Unless a special agreement concerning the ultimate disposition of the gift is entered into at the time the gift is accepted, it is understood that the City has sole authority to determine the use, transfer, handling, or disposition of the gift. Gifts made to officials directly or for which the donor donors designates by name, class, or other title the official who may use the payment are not gifts to the City, but rather individual gifts that may be required to be reported on FPPC Form 700. Employees may not accept individual gifts. Department heads should review material gifts to: • determine what the estimated costs to the City will be for any related installation, maintenance, operation, storage or liability that may be incurred by acceptance of the object; • ensure that the gift is properly documented, catalogued, and/or inventoried in the department and division records; • prepare and install an appropriate sign or nameplate consistent with the City's naming policy; • ensure that the object will be satisfactorily maintained. Acknowledgment of Gifts The manner in which a gift is acknowledged must be appropriate to the nature of the gift and consistent with the donor's wishes. Item 18: Staff Report Pg. 3 Packet Pg. 260 of 276 Item 18 Attachment A - Gifts to the City Policy 1-18: Gifts and Donation to the City of Palo Alto 1. Within thirty (30) days of receipt of a gift, the department head must send an acknowledgment letter if the gift is worth $100 or more, thanking the donor on behalf of the City of Palo Alto. a. The letter should clearly identify the gift and confirm the placement of the object that has been given to the City, or the use to which the gift will be devoted. b. Gifts to a governmental entity are treated similarly to charitable contributions for purposes of tax deductions. However, the donor will be responsible to the Internal Revenue Service and Franchise Tax Board for substantiating his or her own tax deduction. The City will not provide any tax services to donors. c. Except for gifts of cash or cash equivalents, where the donor amount is apparent, no dollar amount should be stated in the letter. Instead, the letter should contain the following paragraph: Your gift may be tax deductible. To determine the amount you may properly deduct for tax purposes, you should consult your tax preparer or tax attorney. d. The department head or his/her designee will sign the letter and forward a copy to the ASD Director. e. For a particularly significant gift (over $5,000), recipient department head in consultation with the ASD Director may ask that a letter be prepared for the Mayor's signature. 2. The recipient department head, in consultation with the ASD Director, will determine if the gift warrants a public announcement and in what manner it should be made. The donor will be notified in advance of any announcement, and has the right to request anonymity. 3. The ASD Director is responsible for: a. maintaining a record of all gifts that are accepted, including a description of the gift, the donor's name and address (unless anonymous), the date the gift was received, and the disposition of the gift. b. reporting annually any significant gifts over $5,000 to the City Council regarding the gifts that have been accepted on behalf of the City. Item 18: Staff Report Pg. 4 Packet Pg. 261 of 276 Item 18 Attachment A - Gifts to the City Policy 1-18: Gifts and Donation to the City 4. Each department should also maintain a record of all gifts Hof PahAlt ed, which includes a description of the gift, the donor's name and address, the date the gift was received, and the disposition of the gift. B. Fair Political Practices Commission Requirements for Accepting and Reporting Gifts to the City In addition to the requirements listed above, departments receiving gifts to the City must comply with Title 2 of the California Code of Regulations section 18944.2, summarized below: Payments or similar gifts that are controlled by the City and used for official City business may be considered gifts to the agency rather than gifts to an individual although the individual may receive a personal benefit from the payment, if all of the following requirements are met:. (1) City controls use of paw: The city manager or designee must determine and control the City's use of a payment. The donor may identify a purpose for the payment, but may not designate by name, title, class, or otherwise, the official/employee who may use the payment. The City Manager or designee shall select the individual(s) who will use the payment any may not select himself or herself as the user. (2) Official City business. The payment must be used for official City business. (3) Reporting. Within 30 days after use of the payment, the head of the department of the official/employee who used the gift must report the payment on the Form 801 and forward it to the City Clerk. Form 801 is available at the Fair Political Practices Commission website online at http://www.fppc.ca.gov/forms/801.pdf. The City Clerk shall post a copy of the form or the information in the form on the City website, and shall maintain the forms for a period of not less than four years. (4) Limitations on payments for travel. Payments for travel, including transportation, lodging, and meals, are not gifts to the City but are considered personal gifts or income that the official or employee may be required to report on his or her FPPC Form 700 (a) if the donor designates by name, title, class, or otherwise, the official or employee who may use the payment, (b) if the City Manager or designee has not preapproved the travel in writing by signing the Form 801 or other travel pre -approval in advance or the trip, and/or (c) to the extent that such payments exceed the Item 18: Staff Report Pg. 5 Packet Pg. 262 of 276 City's reimbursement rates for travel, necessary expenses. Item 18 Attachment A - Gifts to the City Policy 1-18: Gifts and Donation to the City meals, lodging, of Palo Alto and NOTE: Questions and/or clarification of this policy should be directed to the Administrative Services Department. Questions and/or clarification of the Form 801 reporting requirements should be directed to the City Clerk or City Attorney's Office. Attachments: Attachment A: Table 1- Summary of Gift Categories and Reporting Requirements Item 18: Staff Report Pg. 6 Packet Pg. 263 of 276 Attachment A Table 1 Summary of Gift Categories and Reporting Requirements Item 18 Attachment A - Gifts to the City Policy 1-18: Gifts and Donation to the City of Palo Alto Copy of Account Form 801 to City Gift Category Acknowledge- acknowledge- information re Clerk? Other Requirements ment Letter ment to ASD? deposit to ASD? Cash or cash equivalent that will be used for official City business over $100 (cash, X X X check, money order, travelers check, cashier's check or online donation) Cash or cash equivalent that For payments used for official travel, see will be used by an individual X X X X limitations set forth in policy section B(4). employee for official city business Stocks, other securities Contact ASD re deposition of this type of gift. The City's investment policy (1-39) precludes purchase of stocks, but the City X X may accept them as gifts if sold within a reasonable amount of time and ASD Director determines that cost of sale will not exceed cost of stock. Services (skilled services Department head evaluates services to performed by a business or determine impact to department's professional firm) X X operating budget or CIP. Contact City's Risk Manager to determine potential liability exposure. Material Gifts (Objects of art, If item has a value of $5,000 or more, also equipment, property, other X X provide ASD Director with documentation tangibles) regarding value of gift for fixed assets accounting. Real Property (Privately All gifts require approval from ASD Real Estate Division and should be referred there. Real Estate/ASD will submit a written owned land and/or land recommendation to the City Council for acceptance or rejection of the gift. improvements) Item 18: Staff Report Pg. 7 Packet Pg. 264 of 276 Date 7/5/2023 2/8/2023 5/14/2024 Gifts and Donations Received FY 2024 Over $5,000 Donor Dept. Gift Friends of the Palo Alto Library $149,500.00 Library (FOPAL) Pacific Library Partnership (PLP) Palo Alto Police Foundation (PAPF) 11/14/2023 1 Palo Alto Pickleball Club Library Police Community Services $9,690.00 $8,892.00 Item 18 Attachment B - Significant Gifts and Donations Received in FY 24 Over $5,000.00 ac men B Use of Gift Library collection development and programming support. Redistribution of PLP funds for collections database purchases as per the California Library Services Act (CLSA) for OverDrive. Honor Trip. Sent two sworn and two professional staff police employees to National Police Week in Washington, D.C., May 12-16, 2024. $7,898.24 Donation for pickleball fence at Mitchell Park (adopt -a -park donation). Item 18: Staff Report Pg. 8 Packet Pg. 265 of 276 Item 19 Item 19 Staff Report City Council Staff Report Report Type: INFORMATION REPORTS CITY O F Lead Department: Administrative Services PALO LTO Meeting Date: October 7, 2024 Report #:2409-3509 TITLE City of Palo Alto Monthly Investment Activity Report August 2024 (Unaudited) ATTACHMENTS Attachment A: 2024 08 (August) Monthly Investment Activity Report APPROVED BY: Lauren Lai Item 19: Staff Report Pg. 1 Packet Pg. 266 of 276 Docusign Envelope ID: 16047D34-49BA-4D30-8166-3931 DB63266A Item 19 Attachment A - 2024 08 (August) Monthly CITY OF PALO ALTO Investment Activity Report CITY OF MONTHLY INVESTMENT ACTIVITY REPORT PALO ALTO August 2024 (Unaudited) TO: Honorable City Council Report Posted at the City's Website: www.cityofpaloalto.org/investmentreporting Above Link on Council Agenda of October 7, 2024 The City's Investment Policy' (Policy) and California Government Code Section 53607 requires that a report of transactions (investments, reinvestment, sold, and exchanged securities) be made available to the Council on a monthly basis. The attached list of transactions (Attachment A) also includes, though not required by the Policy or the government code, security maturities and cash movement activity in the City's two liquid operating cash pool accounts (Local Agency Investment Fund or LAIF and Fidelity accounts). Liquid cash are available on a daily basis but are invested by the two entities in a range of securities (e.g., treasuries, federal agencies, commercial paper, corporate bonds, time deposits, loans, and certificate of deposits/bank notes). This reporting requirement is separate and distinct from the quarterly investment report submitted under California Government Code Section 53646 that includes portfolio composition, a detailed list of all securities, performance compared to the Policy, overall compliance with the Policy, and the City's ability to meet expenditure requirements over the next six months. Prepared by: Approved by: DocuSigned by: 9/2/2024 DocuSigned by: �a 9/3/2024 119CA000B9DF4D1... 553B497C4A904B9... Tarun Narayan Date Christine Paras Date Mgr. Treasury, Debt & Asst. Director ASD Investments DocuSigned by: 9/10/2024 66236E5C20284BC... Lauren Lai Date Chief Financial Officer 1 https://www.citvofpaloaIto.org/files/assets/public/v/1/administrative-services/investment-policies/adopted-investment-policy-1-39-asd.pdf Item 19: Staff Report Pg. 21 Packet Pg. 267 of 276 Docusign Envelope ID: 16047D34-49BA-4D30-8166-3931 DB63266A '�W W City of Palo Alto Activity Report Sorted By Safekeeper August 1, 2024 - August 31, 2024 ass Item 19 ent A Attachment A - 2024 08 (August) of Palo Alto Monthly Investment Activity Report Svcs. Dept. 250 Hamilton Kve., 4th Floor Palo Alto, CA 94301 (650)329-2362 Par Value Par Value Percent Beginning Current Transaction Purchases or Redemptions or Ending CUSIP Investment # Issuer of Portfolio Balance Rate Date Deposits Withdrawals Balance Safekeeper: Union Bank of California Negotiable Certificates of Deposits 740367HP5 2047 NCD Preferred Bank LA California 2.000 08/16/2024 0.00 245,000.00 938828BJ8 2049 NCD Washington Federal 2.050 08/23/2024 0.00 245,000.00 589227AG2 2059 NCD Merchants State Bank 1.800 03/05/2020 0.00 245,000.00 33766LAJ7 2061 NCD Firstier Bank 1.950 11/23/2021 0.00 245,000.00 15118RRH2 2063 NCD Celtic Bank 1.850 12/03/2019 0.00 245,000.00 156634AY3 2074 NCD Century Next Bank 1.700 08/30/2024 0.00 245,000.00 Subtotal and Balance 14,340,000.00 0.00 1,470,000.00 12,870,000.00 Corporate Medium Term Bonds Subtotal and Balance 15,500,000.00 15,500,000.00 Federal Agency Bonds 3132X0WL1 1867 Federal Agricultural Mortgage 2.250 08/23/2024 0.00 1,000,000.00 3130H0AU7 1893 Federal Agricultural Mortgage 2.625 08/01/2024 0.00 1,000,000.00 3130H0AU7 1901 Federal Agricultural Mortgage 2.625 08/01/2024 0.00 1,500,000.00 3134H1TP8 2999 Call Fed. Home Loan Mortgage Corp. 6.000 08/21/2024 0.00 1,500,000.00 Subtotal and Balance 160,908,000.00 0.00 5,000,000.00 155,908,000.00 Treasury Securities (Notes) Subtotal and Balance 3,000,000.00 3,000,000.00 Municipal Bonds 121457EO4 1548 MUN Burlingame School District 6.238 08/01/2024 0.00 120,000.00 357172VA0 1646 MUN Fremon Union High School Distr 6.080 08/01/2024 0.00 240,000.00 801546PJ5 1899 MUN County of Santa Clara 2.680 08/01/2024 0.00 1,460,000.00 685585FD8 1910 MUN Orchard School District 3.125 08/01/2024 0.00 40,000.00 880541QU4 2001 MUN State of Tennessee 3.728 08/01/2024 0.00 205,000.00 630337AL7 2055 MUN City of Napa Solid Waste 2.200 08/01/2024 0.00 595,000.00 03667PFN7 2069 MUN Antelope Valley Community Coll 3.026 08/01/2024 0.00 500,000.00 799289MR1 2150 MUN San Rafael City High Sch Distr 1.965 08/01/2024 0.00 1,755,000.00 Subtotal and Balance 112,477,833.13 0.00 4,915,000.00 107,562,833.13 Run Date: 09/02/2024-21 49 Item 19: Staff Report Pg. 3 Portfolio CPA AP BA (PRF_DA) 7.3.11 Packet Pg. 268 of 276 eportVer. 7.3.11 Docusign Envelope ID: 16047D34-49BA-4D30-8166-3931 DB63266A Percent CUSIP Investment # Issuer of Portfolio Safekeeper: Union Bank of California City of Palo Alto Activity Report August 1, 2024 - August 31, 2024 Par Value Beginning Current Transaction Balance Rate Date Item 19 Attachment A - 2024 08 (August) Page 2 Monthly Investment Activity Report Par Value Purchases or Redemptions or Ending Deposits Withdrawals Balance Supranationals (World Bank) Bonds Subtotal and Balance 26,500,000.00 26,500,000.00 Safekeeper Subtotal 55.296% 332,725,833.13 0.00 11,385,000.00 321,340,833.13 Safekeeper: U.S. Bank Negotiable Certificates of Deposits 98138MAX8 2749 NCD Workers Fed Credit Union 554479EK7 2819 NCD Machias Savings Bank 930584AC1 2894 NCD Wahoo State Bank 108622NQO 2900 NCD Bridgewater Bank Bloom MN 06654BFE6 2908 NCD Bankwell Bank 31944ACD1 3005 NCD First Capital Bank 843879FP7 3014 NCD Southern States Bank Subtotal and Balance Corporate Medium Term Bonds Subtotal and Balance Federal Agency Bonds 3133EPHA6 2884 Call Federal Farm Credit Bank. 3133EPHA6 2887 Call Federal Farm Credit Bank. 3133EPHJ7 2888 Call Federal Farm Credit Bank. 3130AVYF3 2902 Call Federal Home Loan Bank 3130AYYH3 2980 Call Federal Home Loan Bank Subtotal and Balance 5.100 08/14/2024 4.600 08/09/2024 5.000 08/15/2024 5.000 08/26/2024 5.200 08/24/2024 5.150 08/15/2024 5.100 08/22/2024 31,872,000.00 12,530,000.00 5.800 08/21/2024 5.800 08/21/2024 6.080 08/08/2024 6.000 08/21/2024 6.000 08/15/2024 35,204,594.59 0.00 249,000.00 0.00 249,000.00 0.00 249,000.00 0.00 249,000.00 0.00 249,000.00 0.00 249,000.00 0.00 249,000.00 0.00 1,743,000.00 0.00 1, 000, 000.00 0.00 1,000,000.00 0.00 2,000,000.00 0.00 32,258.07 0.00 1, 000, 000.00 0.00 5,032,258.07 30,129,000.00 12,530,000.00 30,172,336.52 Treasury Securities (Notes) Subtotal and Balance 2,500,000.00 2,500,000.00 Municipal Bonds 799055ME5 2591 MUN San Mateo Foster City SCH Dist 6.000 08/01/2024 345102PF8 2699 MUN Foothill -De Anza Comm Clg Dist 0.575 08/01/2024 54473ENT7 2947 MUN City of Los Angeles Fin Author 7.488 08/01/2024 916544ET2 2982 MUN Upper Santa Clara Valley Water 0.827 08/01/2024 Subtotal and Balance 135,000,908.30 Run Date: 09/02/2024-21 49 Item 19: Staff Report Pg. 4 0.00 375,000.00 0.00 1,230,000.00 0.00 75,000.00 0.00 415,000.00 0.00 2,095,000.00 132,905,908.30 Portfolio CPA AP BA (PRF_DA) 7.3.11 Packet Pg. 269 of 276 eportVer. 7.3.11 Docusign Envelope ID: 16047D34-49BA-4D30-8166-3931 DB63266A Percent CUSIP Investment # Issuer of Portfolio Safekeeper: U.S. Bank City of Palo Alto Activity Report August 1, 2024 - August 31, 2024 Par Value Beginning Current Transaction Balance Rate Date Item 19 Attachment A - 2024 08 (August) Page 3 Monthly Investment Activity Report Par Value Purchases or Redemptions or Ending Deposits Withdrawals Balance Supranationals (World Bank) Bonds Subtotal and Balance 23,500,000.00 23,500,000.00 Safekeeper Subtotal 39.877% 240,607,502.89 0.00 8,870,258.07 231,737,244.82 Safekeeper: Not applicable - Cash/Managed Pool Accounts LAIF & Fidelity Cash Accounts SYS158 158 Fidelity Investments 5.150 6,145,428.36 0.00 SYS159 159 Local Agency Investment Fund 4.600 24,100,000.00 19,200,000.00 Subtotal and Balance 17,000,950.43 30,245,428.36 19,200,000.00 28,046,378.79 Safekeeper Subtotal 4.826% 17,000,950.43 30,245,428.36 19,200,000.00 28,046,378.79 Total 100.000% 590,334,286.45 30,245,428.36 39,455,258.07 581,124,456.74 Run Date: 09/02/2024-21 49 Item 19: Staff Report Pg. 5 Portfolio CPA AP BA (PRF_DA) 7.3.11 Packet Pg. 270 of 276 eportVer. 7.3.11 Item AA1 Item AA1 Staff Report CITY OF PALO ALTO City Council Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: City Manager Meeting Date: October 7, 2024 Report #:2409-3500 TITLE Authorize Execution of a Memorandum of Understanding with the Palo Alto Unified School District for the Purchase and Lease of Land at 4000 Middlefield Road, Informally Known as the Cubberley Site; CEQA Status— Not a Project RECOMMENDATION Staff recommends the City Council authorize the City Manager to execute a Memorandum of Understanding with the Palo Alto Unified School District (PAUSD or District) for the purchase and lease of land at 4000 Middlefield Road, informally known as the Cubberley site and direct staff to proceed with next steps including but not limited to resumption of master planning for the Cubberley site and undertaking the development of formal agreements including a new lease agreement and a purchase and sale agreement. EXECUTIVE SUMMARY City and PAUSD officials have successfully concluded negotiations with a joint plan that seeks to advance both school improvements and a vibrant community center at Cubberley for all Palo Alto residents. Adoption of staff's recommendations contained in this report initiates the steps necessary for the purchase and lease of Cubberley, master planning and site development to accomplish the goals outlined by the City Council on behalf of the Palo Alto community. Adoption of this Council item endorses key terms for the City of Palo Alto and Palo Alto Unified School District (District) to pursue the redevelopment and improvement of Cubberley and District schools and facilities, resulting in the purchase of seven (7) acres of land ($65.5 million), development of a community center, and improvement of schools through a ballot measure before voters in November 2026. In the interim, the City will enter into a new five-year lease continuing current use of the property, including the playing fields and parking lots. The City will pay the District $2 million a year as long as the District uses a portion of the property, and $2.5 million a year when the District is no longer Item AA1: Staff Report Pg. 1 Packet Pg. 271 of 276 Item AA1 Item AA1 Staff Report using the property. The City will assume responsibility for maintenance and associated costs for all areas not used by the District. This work reflects and acknowledges the dedication of many over the years to mark this milestone, demonstrating both City and School District alignment on the future of the Cubberley site. It also supports the Council's 2024 Priority of Community Health, Safety, Wellness and Belonging and responds to community feedback requesting a plan for the future of Cubberley. BACKGROUND The 35 -acre Cubberley site, located at 4000 Middlefield Road in Palo Alto, operated as a public high school from 1956 - 1979 — Cubberley High School. Beginning in the late 1980's, the City began leasing portions of the facilities at the site and today, the City operates Cubberley as a community center, using some of the space for classes and activities in arts, culture and athletics, and sub -leasing additional space at City -subsidized rates to various non-profit and community - serving groups. The current lease agreement expires December 2024. Today, the City owns eight (8) acres of the 35 -acre site. PAUSD owns the remaining 27 acres, most of which are leased to the City. There are currently 23 tenants and 24 artists leasing space at Cubberley from the City, and dozens of groups renting the theater, pavilion, classrooms, and athletic fields from the City. Combined, these groups provide the community with programs that support health and wellness, childcare, education, and visual and performing arts. The District uses space for educational purposes and staff offices and has leases with some third -party tenants. The parking lot in the southeast corner of the property houses portable trailers as a temporary site for the Hoover Elementary School during construction at Hoover. ANALYSIS In 2023, the PAUSD Board initiated discussions with a letter inviting the City to make an offer to purchase additional acres at Cubberley. Both parties proceeded by creating Ad Hoc committees. The City's Ad Hoc committee included Council Members Julie Lythcott-Haims (Chair), Pat Burt and Lydia Kou. Their counterparts from the PAUSD Board were Trustees Jennifer DiBrienza (Chair) and Shounak Dharap. The Ad Hoc committees met jointly over the course of 10 months including once with a mediator before agreeing on terms. Both the City Council and District Board met separately in closed sessions in late September in advance of considering the recommended Memorandum of Understanding in public session. The Memorandum of Understanding (MOU) outlines key terms and conditions for the purchase and lease of property at the site and can be found in Attachment A. A site map of Cubberley property lines can be found in Attachment B. Upon approval of the MOU, the City and District will develop formal agreements such as a purchase and sale agreement and lease agreement to implement the intentions described in the Item AA1: Staff Report Pg. 2 Packet Pg. 272 of 276 Item AA1 Item AA1 Staff Report MOU. The Community Services Department will reinitiate master planning for the site, building on work completed in 2019 with Concordia. Making the 2026 ballot will require an expedient process to identify which elements of the Cubberley Concept Plan remain relevant while re- engaging the community to build on the previous work and complete the appropriate level of CEQA analysis. FISCAL/RESOURCE IMPACT Approval of this MOU commits the City to the purchase a 7 -acre portion of District -owned land at 4000 Middlefield Road contingent on voter approval of a bond measure in 2026, and extend the lease of facilities. Funding will be needed to advance next steps including a master planning process for the site, needed reviews such as CEQA, drafting of formal agreements, and preparation for the November 2026 ballot measure. Funding has been reserved in the FY 2025 Adopted Budget for real property acquisition to support these next steps. STAKEHOLDER ENGAGEMENT The District and City have worked to reach agreement between parties both in open session meetings and in closed session meetings allowing for opportunities for public comment. Engagement with the community will occur through development of a plan for the community center in preparation for the November 2026 ballot. A workplan reflecting an expedient process will be developed in order to successfully reach the November 2026 election. ENVIRONMENTAL REVIEW Entering a Memorandum of Understanding is not a Project as defined by the California Environmental Quality Act (CEQA). The City will need to complete the appropriate level of CEQA analysis and documentation prior to adopting a new concept plan expected to be complete prior to placement on the November 2026 ballot. ATTACHMENTS Attachment A: MOU with PAUSD for Cubberley Site Purchase and Lease Attachment B: Site Map of Cubberley Property Lines APPROVED BY: Ed Shikada, City Manager Item AA1: Staff Report Pg. 3 Packet Pg. 273 of 276 CITY OF PALO ALTO Item AA1 PAL Attachment A - MOU with PAUSD for Cubberley Site UwrIED s Purchase and Lease MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding ("MOU") sets forth the mutual understanding of the City and District regarding a series of steps each will take in a collaborative effort to pursue the redevelopment and improvement of Cubberley and District schools. The City of Palo Alto (City) intends to purchase 7 acres of Cubberley Community Center (Cubberley) from the Palo Alto Unified School District (District) in 2027, contingent on November 2026 voter approval of a City - sponsored bond to fund acquisition and development of the Cubberley site. The District intends to use the proceeds of the sale to develop and improve schools throughout Palo Alto. Prior to the 2026 election, the City and the District will each develop their respective conceptual plans for use of voter -approved bond proceeds, with the intention of jointly communicating to the public the City and District improvements that will be enabled by the bond. Dates identified reflect estimated schedules and parties will work to meet them or as soon thereafter as possible. Subject to approval by the Palo Alto City Council and the Board of Education of the Palo Alto Unified School District, the City and District propose to undertake developing formal agreements such as a purchase and sale agreement and lease agreement as needed to implement the intentions described in the below sale and lease term sheet. A lease extension will reflect final details on areas currently occupied by the District and to be leased by the City once the District discontinues use. The lease will also ensure resolution of disputed responsibility for maintenance costs in years prior to December 2024. Cubberley Sale and Lease Term Sheet 1. Sale Terms: In 2027, contingent on voter approval of a bond measure in 2026, the City will purchase 7 acres from the District at the price of $65.5 million. This includes the area currently developed with permanent buildings. a. The purchase price reflects a current (2024) valuation of $60.65 million, escalated by 2.6% per year over 3 years for purchase in 2027. b. By March 30, 2026, the City will develop a plan for a new community center and related uses on the site. c. By March 30, 2026, the District will develop a plan for the use of sale proceeds for the improvement of Palo Alto schools. d. The City and District will coordinate planning for citywide outreach on the goals and plans in support of the proposed sale. e. With a successful bond election, the City will transmit sale proceeds to the District by July 1, 2027. If the bond measure is not placed on the 2026 ballot or is not approved, the proposed sale will not occur. 2. Lease Extension: By January 1, 2025, the City and District will execute a five-year lease of the property based on the following terms: Item AA1: Staff Report Pg. 4 Packet Pg. 274 of 276 Item AA1 Attachment A - MOU with PAUSD for Cubberley Site Purchase and Lease a. The City will lease all District property at the site (not used by the School District) for $2.0 million per year and assume all responsibility for maintenance and associated costs for both leased and common areas. b. Upon the District's discontinued use of its property at the site (except access to Greendell and associated parking), the lease price will increase to $2.5 million per year. c. In recognition of disputed responsibility for maintenance costs, the School District will credit the City $1.0 million in rent payments in FY 2027. 3. Subsequent Actions, if necessary: a. Should the bond measure not be placed on the ballot or fail to pass, all leases and obligations will terminate on June 30, 2027. Prior to the termination date, the parties will meet and discuss alternative plans, which could include extending the termination date of the lease or entering a new lease for a portion of the District's property. b. If determined advantageous through the planning efforts of either party, by mutual agreement the parties may modify the property line between their properties and other site arrangements. This MOU is not intended to be, and does not constitute, a binding agreement by the City and the District, nor an agreement by the City and the District to enter into a binding agreement. Nor does this MOU establish a legal partnership or any other legal relationship. This MOU reflects the present understanding of the City and District and a desire by both to develop, respectively, plans for school improvements and a community center, and to collaborate in placing a bond measure before the voters to fund the school improvements and a community center. Neither the City nor the District may claim any legal rights against the other by reason of the signing of this memorandum of understanding or by taking any action in reliance hereon, and each party fully understands that neither party will have any legal obligations to the other, or with respect to the proposed activities in this MOU. The City and the District look forward to this joint effort to develop and improve school and community facilities throughout Palo Alto for the benefit of the entire community. The signatures below indicate our shared understanding and commitment to collaborate to advance the goals described in this MOU. Ed Shikada Don Austin City Manager, City of Palo Alto Superintendent, Palo Alto Unified School District Item AA1: Staff Report Pg. 5 Packet Pg. 275 of 276 Item AA1 Attachment B - Site Map of CUBBERLEY COMMUNITY CENTER u 7 acres to be purchased* r;±y's e,. Cubberley Property Lines __ [Il_—is, * I :ij krr!!r 11&AL t$ 4Q \t r __ /4l .# a ��• s 1D y 1% SETH i • 200 FEET *Property line approximated; actual property Item AA1: Staff Report Pg. 6 Packet Pg. 276 of 276