HomeMy WebLinkAbout2020-11-17 Finance Committee Agenda PacketFinance Committee
1
Tuesday, November 17, 2020
Special Meeting
6:00 PM
***BY VIRTUAL TELECONFERENCE ONLY***
https://zoom.us/join Meeting ID: 992-2730-7235 Phone: 1(669)900-6833
Pursuant to the provisions of California Governor’s Executive Order N-29-20, issued on March 17, 2020, to prevent the spread of Covid-19, this meeting will be held by virtual
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participate by computer or phone can find the instructions at the end of this agenda.
Call to Order
Oral Communications
Members of the public may speak to any item NOT on the agenda.
Action Items
1.Discussion With the Palo Alto History Museum and Recommended
Direction to the City Council Regarding Options for the Rehabilitation
and Future use of the Roth Building Including: Funding, Construction
Phasing, and Financial Support Requested by the Museum
2.Finance Committee Recommends the City Council Approves
Amendment Number 1 to Contract Number C19171565 With Brown
and Caldwell for Professional Design Services on the Secondary
Treatment Process Upgrade Capital Improvement Project (WQ-19001)
at the Regional Water Quality Control Plant to add Services, Increase
Compensation by $1,500,745 for a new Maximum Compensation Not-
to-Exceed $4,424,101, and to Extend the Contract Term Through
September 30, 2025
Future Meetings and Agendas
Adjournment
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Presentation
Presentation
Public Comment
2 November 17, 2020
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Meeting ID: 992-2730-7235 Phone No: 1 (669) 900-6833
City of Palo Alto (ID # 11611)
Finance Committee Staff Report
Report Type: Action Items Meeting Date: 11/17/2020
City of Palo Alto Page 1
Summary Title: Rehabilitation and Future Use of the Roth Building Options
for City Council Review
Title: Discussion With the Palo Alto History Museum and Recommended
Direction to the City Council Regarding Options for the Rehabilitation and
Future use of the Roth Building, Including: Funding, Construction Phasing,
and Financial Support Requested by the Museum
From: City Manager
Lead Department: Administrative Services
Recommendation
Staff recommends that the Finance Committee:
• review and discuss the current goal of the partnership between the City and Palo Alto
History Museum (PAHM, also known as Palo Alto Museum or “PAM”) in the
rehabilitation of the Roth Building;
• discuss the return on investment in cultural and community benefits, including the
current status of project financing and the current request for City support in this
partnership; and
• discuss the financial scenarios and specific funding options to provide direction on next
steps.
City of Palo Alto Page 2
Executive Summary
In response to the City Council request as part of the FY 2021 Budget process and the March
2020 City Council referral to the Finance Committee, this staff report provides options for
potentially funding the gap for rehabilitation of the Roth Building as the new home for the Palo
Alto Museum. Staff is seeking Finance Committee consideration of potential project elements,
including potential funding options and finance limitations. PAM will provide a presentation of
the status of the project, rehabilitation options – rehabilitation is called Phase 1 and can be
done in two parts, “Cold Shell” and “Phase 1 Completion (full rehabilitation)”, shared space
options, and funding options they wish to explore. The PAM request is attached to this report
and outlines the requested City partnership and financial support to accomplish this
rehabilitation and therefore facilitate opening of a museum (Attachment A). Based on this
request, and the direction from the City Council, staff has reviewed potential options of funding
Phase 1 of the Roth Building project including the funding gap and impacts of use of those
funding sources. The allocation of additional City financial support will require a prioritization
of resources as the City continues to face a significant recession, impacting key revenues that
support City operations and capital investments.
Staff is seeking Finance Committee consideration of potential project elements, including
potential funding options and finance limitations. Staff recommends that the Finance
Committee recommend City Council direction to pursue one of the following options or a
variation of:
Option A: Recommend the City Council direct staff to identify funding for a “cold shell”
construction project ($6.5 million) including use of “Available Financial Sources” as
identified in Table 1, with additional funding needs to be identified by the City
ranging between $500,000 - $1.0 million and return to the City Council with both
additional funding and a lease or lease option agreement with the Palo Alto
Museum for a finite period. Some funding, such as PAM donor funds, necessitate
using PAM approved plans.
Option B: Recommend the City Council direct staff to identify funding for a full rehabilitation
of the Roth building (Phase 1 of the Roth Building project as outlined by PAM, $10.5
million) including use of “Available Financial Sources” and “Pledges” as identified in
Table 1, with additional funding needs to be identified by the City ranging between
$4.0 - $4.3 million and return to the City Council with both additional funding and a
long-term (40 year) lease agreement with the museum.
Option C: Recommend the City Council direct staff to continue with the prior direction
provided by the City Council on March 2, 2020 and return to the City Council with
options for the issuance of a Request for Proposal (RFP) including potential
rezoning of the site and long term-ground lease structure.
Option D: Recommend the City Council direct staff to explore variations of the above options,
or similar direction provided in the past by the City Council such as recommend the
City Council provide the PAM a fundraising target and timeline to raise additional
funds (net of expenses incurred) for the project and direct staff to return to the City
City of Palo Alto Page 3
Council with a long-term (40 year) lease agreement with the museum that includes
a termination clause should there be project delays or lack of funding within a
designated period of time.
As noted above, staff is seeking Finance Committee recommendation for City Council
consideration. These options are not intended to be mutually exclusive or all-encompassing,
they are examples for the Committee’s consideration.
Background
In April 2000, the City Council approved the $1,957,000 purchase of the Roth Building and its
0.41 acre site for potential development as a “public facility or alternative use if a public facility
is not feasible,” in conjunction with the South of Forest Avenue Coordinated Area Plan (SOFA
CAP). On May 20, 2002, Council approved a Request for Proposals (RFP) and directed staff to
solicit proposals for the lease of the Roth Building. The RFP specified that preference be given
to non-profit groups located in or serving Palo Alto, that the property be improved and
operated at no cost to the City, and that public access to the Roth Building restrooms by users
of the neighboring park be provided.
In response to the RFP, one proposal was received in November 2003. The Palo Alto Museum
now referred to as the Palo Alto Museum (PAM or the Museum) proposed to restore, preserve,
and improve the historic Roth Building for use as a museum. PAM’s proposal was accepted by
the Council in April 2004, at which time staff sent the Museum a draft Option and Lease
Agreement for its review. In February 2006, staff received the Museum’s proposed changes to
the draft Agreement including a request that the City contribute up to $300,000 to repair
leaking and drainage problems at the Roth Building. On July 10, 2006, Council created a Capital
Improvement Program (CIP) for Roth Building maintenance in the amount of $415,000 to
provide funding for interim measures to prevent further deterioration of the building until the
Museum would take over the site. On May 14, 2007, Council authorized the Mayor to execute
the Option Agreement and approved a City contribution of $150,000 for repair of the leaking
and drainage problems. The Option Agreement was executed on June 22, 2007 with a twenty-
four-month term.
Since 2007, PAM personnel and City staff have examined a variety of proposals to fund the
capital and operating needs of the Roth Building museum and the City Council has extended the
option agreement several times. Additional background information can be found by referring
to prior staff reports on this topic (CMRs: 2197, 2891, 4703, 5365, 5551, 5879 and 8612).
Although the 2007 option agreement was extended several times over the past 13 years, it
lapsed in late 2018 and is no longer in effect.
In December 2018 (CMR #9767) the City Council reviewed the status of the Roth Building
project and directed staff, over the next six months, to validate the PAM’s recent fundraising
milestone of $1.75 million - a target set by Council for a certain period of time, between 2017
and 2018. The PAM at this time articulated fundraising of $1.86 million towards the City’s $1.75
City of Palo Alto Page 4
million challenge. At that time, the Council also directed staff to update the option and lease
agreement, which had not been updated since 2007, for later consideration by Council.
In working to complete the validation of the fundraising milestone of $1.75 million that was
discussed on December 2018, staff engaged a consultant to review the pledges, cash, and
fundraising activities of PAM to confirm the fundraising goal was met prior to beginning
drafting new agreements. On March 2, 2020 (CMR 10276) the City Council reviewed the
consultant report and the progress of PAM’s fundraising to meet the $1.75 million target and
articulated gross fundraising efforts as well as those funds raised net of expenses incurred. At
this meeting, the Council approved the following motion which is currently guiding staff work:
A. Move forward with options for an RFP, including potential rezoning of the site;
B. Additionally, include a possible shared space arrangement;
C. Return to City Council by Monday, May 4, 2020 with a status report; and
D. Refer to the Finance Committee discussion of the possibility that the City fund the
build-out [this was intended to be specifically related to the current PAM partnership
and build-out]
On June 15 staff provided an update on the Roth Building (CMR 11287) as requested in part C of
the March 2 meeting motion. This item provides information and a forum for a discussion on
part D for potential direction to the City Council. As staff and PAM have been partnering
through this period to explore options and the path forward on this project, work on part A was
paused as well as drafting work on documents to extend the option and lease agreement. It is
expected that this discussion with the Finance Committee will be brought to the full City
Council for action as appropriate.
Discussion
Staff is seeking Finance Committee consideration of potential project elements, including
potential funding options and finance limitations and recommend next steps for City Council
consideration. There are two primary elements for the Finance Committee to consider in order
to facilitate the partnership between the City and the PAM:
1. Roth Facility and Funding of the Rehabilitation of the Building
2. Lease Agreement Between the City and the PAM
The various sections below articulate the PAM request for City support and partnership and
provide details associated with the elements above. These details provided below are intended
to assist the committee in informing their recommendation to the City Council. Staff have
provided options for the Committee’s consideration that are not intended to be mutually
exclusive or all-encompassing but examples for consideration.
City of Palo Alto Page 5
The PAM request is attached to this report and outlines the requested City partnership and
financial support to continue this rehabilitation and opening of a museum (Attachment A).
Staff recommends that the Finance Committee recommend City Council direction to pursue
one of the options outlined in the Executive Summary.
Based on the PAM request, and the direction from the City Council, staff has focused this report
on the review of potential options of funding Phase 1 of the Roth Building project including the
funding gap and impacts of use of those funding sources. The allocation of additional City
financial support will require a prioritization of resources as the City continues to face a
significant recession, impacting key revenues that support City operations and capital
investments.
PAM has partnered with Vance Brown for construction contract services for the Phase One
Rehabilitation project. Currently the Palo Alto Museum has two phases planned:
Phase 1 which is the rehabilitation and build out of the facility to make it suitable for
occupancy also known as a “warm shell” estimated at $10.5 million; and
Phase 2 which is the interior build out of the museum and exhibits readying the facility to
welcome visitors estimated at $8 million.
Approximately $1.8 million has been spent by PAM on the prep work for design and ultimately
permit acquisition and approval for the current rehabilitation plans of the facility. These plans
conform to requirements as a historical building and allow for the use of Transfer of
Development Rights (TDR) proceeds to fund improvements. Based on work with Vance Brown,
it is estimated that the remaining cost for the build out of Phase 1 would be $10.5 million.
Over the past several months staff has met with PAM to discuss options for moving forward on
the Phase 1 Roth Building museum project. Options discussed have ranged from a minimal
rehabilitation and construction of the building, known as the “cold shell” option, to reviewing
different funding sources for a full build out of the museum to satisfy Phase 1. Incorporated as
an attachment to the staff report (Attachment A) is a letter from the PAM on requested funding
and partnership goals necessary to rehabilitate the facility and ultimately open a new museum.
Based on this request, staff has pulled together financial information for the Finance
Committee’s review and discussion. Based on the Finance Committee’s direction staff would
defer returning with an RFP option until the financing options discussion is complete.
Palo Alto Museum’s Request of the City & Identified Community Contributions Summary
1. Fund the remaining Phase 1 construction cost, PAM estimates at $3.71 million from
possible library, community center, or parks impact fees.
2. Issue a 40-year lease between the City and the PAM, which would allow for donor funds
to be released for construction costs in Phase 1.
3. Commit to a partnership for the rehabilitation of the Roth Building and for mutual long-
term success.
City of Palo Alto Page 6
This request above is very similar financially to Option B noted above in the Executive
Summary.
As outlined by the PAM in the attachment the establishment of the museum at Roth is
expected to bring a number of contributions to the community. Those include:
• A park restroom for park visitors (as required by the initial RFP)
• Permanent home for the City-owned historic archives
• Community meeting spaces
• Palo Alto and Stanford exhibits
• Supplements to required studies for second through fourth grade students
• Lab of evolving technologies for all students
• A park-side café
• Venue for speakers and authors
Together with these contributions PAM makes the point that the project is shovel ready and is a
fast and cost-effective way to restore the historic Roth Building.
Estimated Project Options and Funding
Based on estimates from PAM’s contractor, the following reflect project estimated costs for
Phase 1. All costs for Phase 2, estimated at $8 million, including the build out of the museum
interior including exhibits are expected to be funded by PAM donations in order to ready the
facility for opening, though some significant donations have been pledged for this work
according to PAM Initial opening of the Museum to the public would be within the first year
after rehabilitation is completed. Museum installation will be expanded in stages; refer to the
Museum’s 7-year budget plan (Attachment C). It is important to note that this estimate does
not have solidified subcontractor awards and would be subject to change upon approval to
begin Phase 1.
• $6.5 million estimated to complete a “cold shell” option (a partial Phase 1 completion)
• $10.5 million estimated to complete Phase 1 rehabilitation (if completed in stages,
additional cost of $500,000 plus inflation costs expected)
City of Palo Alto Page 7
“Cold Shell” Option: $6.5 million construction cost estimate
The “cold shell” option is a recent idea that would result in a renovated Roth Building
addressing major structural issues, such as water intrusion, seismic upgrades and the
temporary back wall. This option would structurally fortify the facility, however, would stop
short of improvements needed for occupancy of the building by the Museum or any other
possible tenant. As such the “cold shell” option eliminates certain work items and their cost
from the construction plan including but not limited to landscaping; millwork and running trim;
doors, frames and hardware; ceramic tile; floor finishes; toilet part/access and lockers;
elevators; and telephone and data wiring. The reduced “cold shell” option is estimated to cost
$6.5 million vs. the approximate $10.5 million for the full Phase 1 construction. The cold shell
improvements would take an estimated ten-to-twelve months to complete. A breakdown of the
tasks for the cold shell option is shown in Attachment B as provided by Vance Brown, the PAM
construction contractor.
A potential downside of the cold shell option is the added cost once the buildout phase of the
museum is started. Assuming a delay between the finish of the cold shell option and the start of
phase two there could be an added cost of up to approximately $0.5 million plus inflation costs.
This is attributed to the lack of overlap between the construction activity and the off boarding
and re-onboarding of the construction trades. In other words, there would be no concurrent
work performed and the efficiencies of such work. If there was no gap between the two phases
this cost would be reduced or eliminated.
Current Funding Summary & Additional Funding Approaches
The funds identified for the Phase 1 rehabilitation project are outlined in the table below. It
includes a review of already pledged funds either by way of grants, City, and PAM financial
support. All these funds, except for the PAM cash on hand can be used to complete either a
cold shell or the full Phase 1 rehabilitation project. Stipulation on these funds include a project
in line with the expectations of TDRs1 and the development of the City archives. The PAM cash
on hand and pledges, in the category below, may be used for either of these projects, however,
they require completion of a long-term lease agreement with PAM for the operation of the
museum.
The gap in funding is between $0.2 million and $4.2 million depending on the cold shell ($6.5
million) or the full Phase 1 rehabilitation completion ($10.5 million) and assumption
surrounding available pledges.
As directed by the Council, and in response to the request by PAM for additional funds, the next
category in the table outlines potential additional funding sources for the completion of either
a cold shell or the Phase 1 rehabilitation. It also begins to articulate the impacts of providing
this additional funding. Following the table is a description of each of the funding sources, the
tradeoffs that will require City Council realignment of priorities through defunding of planned
1 Transfer of Development Rights (TDRs) funds must be used for the rehabilitation of a city-owned building in the
historic or seismic categories listed in PAMC Section 18.28.060.
City of Palo Alto Page 8
projects to assist the Committee and Council in their deliberations. Potential funding options
for the Finance Committee and City Council’s consideration include the General Fund, General
Capital Improvement Fund, impact fees, Stanford University Medical Center Parties (SUMC)
funds, or additional museum funds. Regardless of the funding source, this additional
investment would require reprioritization of existing financial resources and commitments.
In addition, as noted by the preliminary fiscal update provided on October 19, 2020 (CMR
#11596), the City remains in a serious fiscal environment due to the longstanding pandemic and
resulting economic slowdown. Notably, the City has seen significant reductions in key General
Fund tax revenues such as transient occupancy tax (TOT) and sales tax. Continued fiscal
uncertainties remain and due to the significant reduction in estimated TOT receipts, a
rebalancing of the General Capital Improvement Plan will be necessary to align with current
estimates in early 2021. Council direction on October 19 include waiting to see
City of Palo Alto Page 9
TABLE 1: SUMMARY OF PHASE 1 PROJECT FUNDING
AV
A
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FUNDING SOURCE
ESTIMATED
FUNDING
CONTRIBUTION
PROJECTED
GAP TO
PHASE 1
$10.5M
TDR proceeds and a $1.0 million contribution from
the General Fund
$4.9 M
Grants from the County of Santa Clara
(roof replacement $0.3 million)
$0.3 M
Library impact fees designated for the
establishment of the City archives
$0.3 M
PAM cash on hand (MGO reports approximately $0.8
million available with some needs for operating costs)
$0.5 M
Readily Available Funds $6.0 M ($4.5 M)
PL
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PAM pledges; MGO Audit report estimated $0.2
million are more likely to be collectable $0.2 - $0.5 M
Additional Funds including pledges $6.2 - $6.5 M ($4.0 – 4.3M)
AD
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Additional City Impact Fees $0.6 M
Additional City Impact Fees requires defunding
planned projects
(Rinconada Park Improvements per the approved Parks Master
Plan and Library Automated Material Handling)
$2.5 M
SUMC or General Fund/General Capital
Improvement Fund
Requires defunding existing projects impacting the 2014
Council Infrastructure plan projects
$1.2 M - $0.9M
$10.5 M $0
Impact Fees
Impact fees may be used for the refurbishment of existing buildings however they may not be
used for operations or future maintenance of capital improvements. The Mitigation Fee Act
allows cities to levy impact fees on developments to mitigate the demand for public facilities
reasonably related to the development project in order to “(1) refurbish existing facilities to
maintain the existing level of service or (2) achieve an adopted level of service that is consistent
with the general plan” (Government Code Section 660001(g)). The Mitigation Fee Act, the
Municipal Code, other statutes, and case law place limits on how fees may be levied and used.
The use of the funds must also comply with City code, which provides that the library fee may
be used for “development and improvements to libraries,” the park fee may be used for
“acquisition of land and improvements for neighborhood and district parks,” and the
City of Palo Alto Page 10
community center fee may be used for “development and improvements to community
centers” (PAMC § 16.58.020(a)-(c)).
• Must comply with the allowed uses specified in the Municipal Code (see PAMC §
16.58.020(a)-(c)).
• Must be used for capital costs (construction of new building, refurbishment of existing
building, build-out of new space).
• May not be used for operation and maintenance of an improvement.
• May not be used to address existing deficiencies in public facilities (i.e., insufficient
parkland to meet existing needs); must be used to address the impacts (i.e.,
deterioration of the service) due to new and future development (development paying
the impact fee).
Development impact fees may pay for improvements to existing buildings, to build new
buildings, and to pay for new impacts and increased public use resulting from new
development.
Below are the development impact fees that the Museum has suggested might be considered
surrounding further investment in the Roth Building, and their potential eligibility for use. These
funds would have to go towards specific parts of the rehabilitation project to fund eligible
improvements. Available funds of $600,000 may be dedicated to the Roth Building
rehabilitation, depending on qualifying square footage allocations, without impacting the 2021-
2025 capital improvement plan (CIP) as reviewed by the Council as part of the adoption of the
FY 2021 Capital Budget. Up to $3.1 million may be available depending on qualifying square
footage allocations and the defunding of currently planned capital investments outlined as part
of the five-year CIP.
City of Palo Alto Page 11
TABLE 2: DEVELOPMENT IMPACT FEE FUNDING ELIGIBILITY AND AVAILABILITY
FUNDING
SOURCE ELIGIBLE?
PURPOSE &
AUTHORITY FOR
COLLECTION
POTENTIAL USES
IDENTIFIED
(FOR FUNDING ROTH)
AVAILABLE/
ELIGIBLE
FUNDS
ARE THESE FUNDS
ALLOCATED TO A DIFFERENT
CAPITAL PROJECT IN THE FY
2021-2025 CIP?
IMPACT FEE -
COMM. CTR.
(211)
Maybe Fees imposed on
new residential and
non-residential
development
approved after Jan
28, 2002 for
Community Centers.
PAMC Ch. 16.58
To use these funds, the Roth
Building would need to
contain aspects qualifying as
a community center (as
defined by the nexus study).
Potentially eligible funds
reflect 19.4% of the building:
community room, board
room, and education spaces.
$0.1M /
$2.3M
Yes: Funding beyond $0.1M
would require defunding
Rinconada Improvements (PE-
08001, $2.4M) which coincides
with the JMZ upgrade project and
upgrade to the entire area for the
new JMZ and surrounding areas.
These fees would also be a
potential funding source for
community center improvements
such as Cubberley
IMPACT FEE -
LIBRARY (212)
Yes Fees imposed on
new residential and
non-residential
development
approved after Jan
28, 2002 for
Libraries. PAMC ch.
16.58
To use these funds, the Roth
Building would need to build
additional library space.
Eligible funds reflect 6.7% of
the building occupied by City
archives.
$0.2M /
$0.5M
($0.5M / $0.8M
total funding
incl. dedicated
$300,000)
Yes: Funding beyond $0.2M in
available funds would require
defunding Library Automated
Mat'l Handling (LB-21000,
$0.6M). The Automated Materials
Handling (AMH) machine will
automate check-in of Library
materials at smaller library
branches to increase efficiency.
Budgets for FY21 and beyond
were created based on the
allocation of Impact Fee funds to
this AMH project and the
Children’s Library reopening
would be impacted.
IMPACT FEE -
PARKS (210)
Yes Fees imposed on
new residential and
non-residential
development
approved after Jan
28, 2002 for Parks.
PAMC Ch. 16.58
To use these funds, the Roth
Building could build a
bathroom outfacing and
accessible to the park.
Assumes average cost to
build a new restroom as
assumed in the five-year CIP.
$0.3M /
$0.3M
No
Stanford University Medical Center Funds (SUMC)
In 2011, the City of Palo Alto entered into a Development Agreement between the City of Palo
Alto and the Stanford University Medical Center Parties (SUMC). Funds received in Fiscal Year
2012 as part of this agreement were used in Fiscal Years 2013, 2014, and beyond as outlined in
the agreement and approved by the City Council. In Fiscal Year 2018, the City received the final
payment of $11.8 million, for a total principal amount of $44.3 million over the course of the
development agreement. The funds received per the development agreement are allocated for
specific purposes, which include funding for the 2014 City Council approved Infrastructure Plan.
Significant details were provided to the Finance Committee in December 2019 and can be
found here CMR 10643.
These funds were separated into six different buckets to guide and prioritize spending:
Community Health & Safety, Expansion Cost Mitigation, Intermodal Transit, Quarry Road
Improvements, Infrastructure and Affordable Housing, and Climate Change & Sustainable
Communities. Over half of these funds have been spent and nearly $16 million in remaining
City of Palo Alto Page 12
balances are programmed for various capital projects over the five-year CIP ($14.6 million
between FY 2021 and FY 2023). Projects to be funded by this resource include but are not
limited to City Council approved 2014 Infrastructure Plan projects Fire Station 4 Replacement,
Public Safety Building, Bicycle and Pedestrian Plan, Quarry Road Improvements and Transit
Center and Railroad Grade Separation (train crossings).
A balance of less than $3 million remains unallocated in the “Community Health and Safety”
expense category to be used on community‐based health and wellness programs that benefit
residents of the City. Funds in this category have been used for Project Safety Net investments
and support in the past.
General Fund and General Capital Improvement Fund
The General Fund and the General Capital Improvement Fund provide primary unrestricted
funding that would be eligible for investment in the Roth Building. However, the City has seen
unprecedented financial impacts as a result of the current public health emergency. The
General Fund or General Capital Improvement Fund could be an immediate source of funds if
priorities are rearranged and planned projects are defunded or deferred more than five years
to support a transfer to the Roth Building project. As is noted in the FY 2021 budget
deliberations, adoption, and preliminary 1st Quarter financial report, due to the significant
reduction in estimated TOT receipts (up to an $11 million shortfall from budgeted estimates), a
rebalancing of the General Capital Improvement Plan will be necessary to align with current
revenue estimates. Therefore, additional financial support of this project would further
constrict and require the deferment or cancelation of scheduled projects. Consideration of this
significantly constrained environment is critical.
As part of the development of the FY 2021 Capital Budget and 2021-2025 Capital Improvement
Plan, General Capital Improvement Fund projects were reviewed and ranked to provide an
analysis on the impact of the reprioritization and rebalancing needed for FY 2020-2021 budget
adoption in light of the City’s fiscal challenges. Projects comprised of mostly maintenance and
keep-up work for Buildings and Facilities and some Parks and Open Space were determined to
have a lower impact if reprioritized further in FY 2021. Examples of these types of projects
include building system improvements, roofing replacements, waterproofing and space
reconfiguration for City Hall, and streets and sidewalk maintenance (which has already been
reduced in FY 2021). The impact of deferring maintenance and keep-up projects is the
increased health/safety issues that would cause an immediate need to perform work or shut
down a facility. Other risks include an increased potential to replace instead of repair
equipment/systems that were not regularly maintained. All these potential impacts could lead
to increased overall costs.
City of Palo Alto Page 13
Additional Funding Updates - Grants
The City was awarded two grants for the Roth Building improvements in April 2020 from the
Santa Clara County Historic Resources Grant Program for the restoration of the original clay tile
roof ($303,000) and a third grant for the protection and restoration of the Arnautoff Frescoes
($105,000). The roof grant is the second grant awarded for construction costs associated with
roof replacement and repair for a total of $303,000 for these costs. Below are the three grants
currently awarded to the City with PAM as of the date of this information report transmittal:
- Santa Clara County Historic Resources Grant Program 2018 award for roof replacement
of $103,000;
- Santa Clara County Historic Resources Grant Program 2019 award for roof replacement
of $200,000; and
- Santa Clara County Historic Resources Grant Program 2019 award for frescoes of
$105,000.
Post Construction Funding
Assuming full construction of Phase 1 rehabilitation, PAM will need funding to develop the
museum and its exhibits and ongoing expenses. PAM has presented a financial forecast
(Attachment C) that funds these needs largely through donations and grants starting in year
one after construction.
Lease (or Lease Option) and Basic Terms
To proceed with the PAM partnership, as revised and updated, the parties would need to enter
into a new lease agreement, or option to lease agreement if PAM has not met certain
thresholds to execute the lease.
As PAM outlines in their request, they are seeking a 40-year long term lease for $1 and be in
place for donor funds to be dedicated towards the building of a “cold shell” or the completion
of Phase 1 rehabilitation in full. For example, in order for the $500,000 of PAM cash on hand to
be used towards funding a lease with the City would need to be executed. With a few
exceptions, the basic terms from the 2007 option and lease agreement (option no longer in
effect, and lease never executed) remain the goal. Potential lease terms similar to the past
lease could include items such as:
• term of 40 years
• demonstration of financial commitments
• develop and operate a museum at no cost to the City
• public restroom available adjacent to the park to be maintained by the City, and
community meeting room
To facilitate this, PAM has expressed a desire to allow sharing of space with a for profit entity,
expanding their options beyond the current terms which stipulate a non-profit organization
only. The shared space option is potentially helpful by possibly reducing cost to the PAHM or
bringing in new revenue. This sharing of space would need to be in alignment with any
City of Palo Alto Page 14
restricted funds such as donor funds or impact fee funds used in the rehabilitation of the
building.
Potential Options Summary
Staff is seeking Finance Committee consideration of potential project elements, including
potential funding options and finance limitations. Staff recommends that the Finance
Committee recommend City Council direction to pursue one of the following options or a
variation of:
Option A: Recommend the City Council direct staff to identify funding for a “cold shell”
construction project ($6.5 million) including use of “Available Financial Sources” as
identified in Table 1, with additional funding needs to be identified by the City
ranging between $500,000 - $1.0 million and return to the City Council with both
additional funding and a lease option or lease agreement with the Palo Alto
Museum for a finite period.
Option B: Recommend the City Council direct staff to identify funding for a full rehabilitation
of the Roth building (Phase 1 of the Roth Building project as outlined by PAM, $10.5
million) including use of “Available Financial Sources” and “Pledges” as identified in
Table 1, with additional funding needs to be identified by the City ranging between
$4.0 - $4.3 million and return to the City Council with both additional funding and a
long-term (40 year) lease agreement with the museum.
Option C: Recommend the City Council direct staff to continue with the prior direction
provided by the City Council on March 2, 2020 and return to the City Council with
options for the issuance of a Request for Proposal (RFP) including potential
rezoning of the site and long term-ground lease structure.
Option D: Recommend the City Council direct staff to explore variations of the above options,
or similar direction provided in the past by the City Council such as recommend the
City Council provide the PAM a fundraising target and timeline to raise additional
funds (net of expenses incurred) for the project and direct staff to return to the City
Council with a long-term (40 year) lease agreement with the museum that includes
a termination clause should there be project delays or lack of funding within a
designated period of time.
City of Palo Alto Page 15
As noted above, staff is seeking Finance Committee recommendation for City Council
consideration. These options are not intended to be mutually exclusive or all-encompassing,
they are examples for the Committee’s consideration.
Stakeholder Engagement
Staff continues to meet with representatives of PAM including their construction contractor to
discuss the current status of the project, shared space options, phasing of the construction
project, and any additional potential next steps. In addition, staff continues to discuss funding
feasibility, legal restrictions, zoning options, as well as construction details with necessary
partner departments including but not limited to Public Works, Community Services, the City
Attorney’s Office, and Planning & Development Services departments.
Resource Impact
Additional financial contribution ranging between $0.2 million to an estimated $4.2 million are
necessary to close the gap in funding for either a “cold shell” or the completion of the Phase 1
construction rehabilitation project. Depending on the funding options selected, impacts to the
current priorities outlined in the City Council approved FY 2021-2025 Capital Improvement Plan
will require City Council action to rebalance.
Environmental Review
The proposed action is to provide direction on next steps for staff efforts with respect to the
future use of the Roth Building and does not constitute approval of a project under the
California Environmental Quality Act (CEQA).
Attachments:
• Attachment A: Palo Alto Museum (PAM) Memorandum
• Attachment B: Roth Building Construction Budget
• Attachment C: Palo Alto Museum (PAM) Fiscal Operating Plan
October 6, 2020
TO: Finance Committee, City of Palo Alto
FROM: Rich Green, President, Palo Alto Museum
CC: Kiely Nose, Director of Administrative Services
David Ramberg, Assistant Director, Administrative Services
RE: Oct. 20, 2020 Agenda Item #1: Roth Building Rehabilitation
Thank you for the opportunity to address the City Council Finance
Committee on October 20, 2020. In preparation for that meeting, we
wish to share the following information.
From Problem to Asset
Time is of the essence. The Roth Building is deteriorating rapidly, and
timing is critical to ensure the building’s continued status as a National
Register landmark. We need to move quickly before the building is even
more challenging to rehabilitate.
Partnership between the City and the Museum is the most expedient
and cost-effective path to full rehabilitation and public use of the Roth
Building.
Shovel-ready Project:
•The Museum has invested over $1.8M to secure fully-vetted and approved
construction plans.
•A construction contract with Vance Brown Construction and valid building
permits are in place.
•No other tenant could fill these requirements in a timely manner.
Significant Rehabilitation Funding is Already in Place:
•PAHM secured the building’s place on the national and state historic
registers, enabling preservation funding opportunities including TDRs
and County grants totaling over $4M.
•Over 1,000 community donors have contributed more than $1.5M
toward the rehabilitation project.
PO BOX 676 | PALO ALTO, CA 94302
PALOALTOMUSEUM.ORG
650.322.3089
HONORARY CO-CHAIRS
Clayborne Carson, PhD
Dean T. Clark, MD
Gloria Hom, PhD
David M. Kennedy, PhD
Susan Packard Orr, MBA
BOARD OF DIRECTORS
Rich Green, President
Patricia Sanders, Vice President
Lanie Wheeler, Treasurer
Monica Yeung Arima
Beth Bunnenberg
Kevin Curry
John King
Doug Kreitz
Hal Mickelson
John Northway
Nelson Ng
Steve Staiger
STAFF
Laura Bajuk, Executive Director
Crystal Taylor, Assistant Director
Lynette York, Bookkeeper
A community-driven effort supported by
numerous individuals, corporations,
foundations, Santa Clara County and
the City of Palo Alto.
Founding Supporters:
Palo Alto Historical Association
University South Neighborhood Association
Palo Alto-Stanford Heritage
Museum of American Heritage
Endorsed by:
Palo Alto Woman’s Club
Palo Alto Chamber of Commerce
Professor Gordon Chang, Stanford
Stanford Historical Society
Stanford Special Collections & University
Archives
Palo Alto Housing Corporation
Pacific Art League
Canopy
Tax ID No. 77-0634933
Attachment A
• With rising construction costs, the total remaining construction project is now
$10.5M. With the bulk of the funds successfully committed, the gap to complete
rehabilitation is $3.71M. (see funding illustration below)
We have identified several ways for the City to fund the rehabilitation balance without
impacting the General Fund. Several City functions or required spaces will be housed in the
new Roth Building. City support for the costs of developing those spaces, including the pro
rata cost of Common Areas, would include:
• Library Impact Fees. The City-owned Archives, an extension of the library function
and previously located at Rinconada Library, will occupy 6.7% of the building, which
amounts to $1,051,955.
• Community Center Impact Fees. The City-required meeting, event (including the
Community Room and Board Room) and education spaces will occupy 19.4% of the
building, which amounts to $3,051,426.
• Parks and Recreation Impact Fees. The City-required restroom exclusively serving
Heritage Park is valued at $350,000.
• Exhibit areas will focus on both Palo Alto and Stanford histories, celebrating a rich,
intertwined heritage in a way that justifies use of additional funding from the
Stanford Medical Center Development Fees.
We ask that the City Council take the following decisive actions:
1) Fund the remaining construction cost as outlined above and in keeping with City
investment in other, similar community projects in City-owned buildings.
2) Issue a lease between the City and PAHM. A 40-year, renewable lease is the minimum
required for historic preservation funding and many grants. Once in place, PAHM can
release donor-restricted funds and begin construction.
3) Commit to a full, consistent City-Museum partnership for the rehabilitation of the Roth
Building. City support is ESSENTIAL to our progress. We ask that both parties commit to a
partnership with mutual desire for long-term success.
This is a chance to re-engage, together, in full partnership. We appreciate the support you
have shown in the past and believe that our suggested course is the best option for saving
the Roth Building and laying the foundation for the Museum this community so strongly
desires.
Attachment A
Palo Alto Museum Capital Funding
Total cost of rehabilitation project $12.3M
Soft costs architecture, permits, etc. PAID* ($1.8M)
Total current construction budget $10.5M
Museum Cash on hand ($ 0.5M)
Museum Pledges outstanding ($ 0.92M)
TDRs (Museum generated)($ 3.103M) (incl interest)
TDRs (other)($ 0.667M)
County grant ($0.1M requires public use)($ 0.3M)
City repair, restoration rear wall ($ 1.0M)
Library impact fees ($ 0.3M)
Total available for rehabilitation construction ($ 6.79M)
Gap to fully fund rehabilitation $ 3.71M
County grant to fund Arnautoff fresco restoration ($0.1M)* The Palo Alto Museum has paid all up-front costs
Birge Clark
Attachment A
Attachment B
Palo Alto Museum: OPERATIONS BUDGET: 7-Year Forecast & Milestones Revised 8.24.2020
1 2 3 4 5 6 7
CONSTRUCTION INSTALL & OPEN MUSEUM MUSEUM FULLY OPERATIONAL AND GROWING
Roth Building Rehabilitation: (two
year estimate; separate budget)
•Prepare for short- and long-term
exhibits and educational
programs (planning, researching,
hiring).
•Continue developing community
partnerships and programs.
•Establish mechanisms for
membership, planned giving and
other fundraising options
available to an open museum.
Open the museum: public
access to:
•Opening exhibits
•Guy Miller Archives
•Quarterly community
programs (min.)
•Education and school
outreach programs
•Community meeting/
program spaces (board
room, community room,
education space)
•Coffee cart
•Museum shop kiosk
•Heritage Park restroom
Expand museum services.
•Permanent exhibit launches.
•Add electronic and immersive
media to exhibit spaces.
•Collections accessible.
•Café open.
•Museum store expanded.
•Community programs expand,
often in collaboration with other
organizations.
Campaign goals completed.
•Changing galleries (2) debut new
exhibits every year.
•Permanent exhibits refreshed every 3-
5 years going forward.
1 2 3 4 5 6 7
REVENUE $998,750 $1,701,250 $4,302,250 $2,951,880 $2,475,024 $2,094,447 $2,067,636
EXPENSES $412,472 $1,239,156 $2,933,656 $2,409,998 $1,759,632 $1,539,050 $1,446,711
$0
$500,000
$1,000,000
$1,500,000
$2,000,000
$2,500,000
$3,000,000
$3,500,000
$4,000,000
$4,500,000
$5,000,000
PAHM 7-Year Operations Budget Projection
Attachment C
Palo Alto Museum: OPERATIONS BUDGET: 7-Year Forecast & Milestones Revised 8.24.2020
Budget Detail by Category Year 1 2 3 4 5 6 7
(Construction budget separate - not included here) CONSTRUCTION INSTALL &
OPEN MUSEUM MUSEUM FULLY OPERATIONAL AND GROWING v2.3 (abbreviated) 8.25.2020 Cold Shell Completion
REVENUE $ 998,750 $ 1,701,250 $ 4,302,2501 2 $ 2,951,880 $ 2,475,024 $ 2,094,447 $ 2,067,636
EA
R
N
E
D
Mission: Special exhibit admission fees3, memberships, public program fees, school
and education program fees, history book sales proceeds (net) 20,500 31,000 36,000 58,500 69,495 77,750 89,750
Space Use Fees & Other: Café and museum shop (% of vendor income), event
rentals (net), other tenant space (3,509 sf @ $6/sq ft)4, interest, fundraising event
(net), endowment income (draw 4% of capital)
18,250 20,250 197,250 316,510 530,808 643,144 755,522
CONTRIBUTED: donations, corporate gifts, sponsorships, grants, museum-only pledges
fulfilled 960,000 1,650,000 4,150,0005 2,710,000 2,110,000 1,660,000 1,560,000
EXPENSES $ 412,472 $ 1,239,156 $ 2,933,656 $ 2,409,998 $ 1,759,632 $ 1,539,050 $1,446,711
PE
R
S
O
N
N
E
L
Employee Expenses: exec. director, development director, assistant director,
curator of exhibits & collections, collections & exhibits asst., development asst.,
bookkeeper. Includes employee wages, costs & benefits.
229,282 425,510 553,309 624,128 646,866 676,491 700,336
Professional Fees/Independent Contractors: Construction Liaison. Exhibit
content writer, editor, exhibit designer, exhibit technician, graphic designer,
development/ board training consultant, CPA/audit services, legal, IT support, web
design, virtual museum
73,000 234,375 121,675 95,833 95,999 96,173 96,355
NO
N
-PE
R
S
O
N
N
E
L
Mission Delivery: exhibition supplies - printing, cases, paint, tools, supplies, gallery
maintenance, acquisitions, conservation, collections supplies, archival materials,
catalogs, brochures, signage, translation, transportation
11,450 475,450 1,985,300 1,498,950 809,865 544,772 411,609
Administration/Governance: insurance, telephone/internet, copier contract,
office supplies, hardware, software subscriptions, printing, furniture, fixtures &
equipment allowance (1-time), org. dues, stock sale fees, filing fees, credit card
processing fees, postage, offside collections storage rental, etc.
48,140 52,803 130,458 31,463 32,621 33,736 34,912
Fundraising/Development & Outreach: printing, supplies, marketing 49,800 45,518 46,264 47,074 48,459 49,626 50,814
Facility/Maintenance6: tech/handyman, janitorial, security, landscape
maintenance, repair, elevator, general supplies, lighting maintenance supplies,
property & general liability insurance, utilities.
800 5,500 93,550 109,140 122,070 134,127 148,146
NET7 $ 586,278 $ 462,094 $ 1,368,594 $ 541,882 $ 715,392 $ 555,397 $ 620,924
1 $2M budget makes PAM eligible for larger grantors, such as the Hearst Fdtn.
2 2M+ revenue triggers audit (Cal Nonprofit Integrity Act)
3 Regular Museum admission is free, per our agreement
4 No charge for City space use - 2,842 sq. ft @ $6/sq ft = $17,000 annual value of donated space
5 Peery Family Fund pledge of $2M redeemed once Museum opens
6 Facilities numbers need updating with City assistance
7 Net surplus moved into savings/reserves/endowment or donor-designated funds, per policies established by the board of directors
City of Palo Alto (ID # 11764)
Finance Committee Staff Report
Report Type: Action Items Meeting Date: 11/17/2020
City of Palo Alto Page 1
Summary Title: Approval to Increase Compensation & Extend Term of Design
Contract for Secondary Treatment
Title: Finance Committee Recommends the City Council Approves
Amendment Number 1 to Contract Number C19171565 With Brown and
Caldwell for Professional Design Services on the Secondary Treatment
Process Upgrade Capital Improvement Project (WQ-19001) at the Regional
Water Quality Control Plant to add Services, Increase Compensation by
$1,500,745 for a new Maximum Compensation Not-to-Exceed $4,424,101,
and to Extend the Contract Term Through September 30, 2025
From: City Manager
Lead Department: Public Works
Recommendation
Staff recommends that Finance Committee recommend that Council approve and authorize the
City Manager or his designee to execute Amendment No. 1 to Contract No. C19171565 with
Brown and Caldwell (BC) (Attachment A) to increase the contract amount by $1,500,745 to
provide design engineering services beyond the original scope of the contract for the design of
the Secondary Treatment Process Upgrades Project (CIP WQ-19001), and to extend the term
through September 30, 2025. The revised total contract amount is not to exceed $4,424,101
including $4,021,911 for basic services and $402,191 for additional services.
Background
The Regional Water Quality Control Plant’s (RWQCP or Plant) existing secondary treatment
process (biological treatment) consists of biotrickling filters followed by an activated sludge
process in four aeration basins where micro-organisms break down pollutants. The two-stage
system has been in operation since 1980 to remove ammonia and other conventional
pollutants and is at the end of its useful life. Upgrades and replacement are needed to reliably
treat the wastewater while removing aging equipment and addressing new requirements for
nitrogen removal.
The San Francisco Regional Water Quality Control Board established
new nutrient regulatory requirements in 2019, limiting the total nitrogen loading discharged
City of Palo Alto Page 2
from wastewater treatment plants into San Francisco Bay in 2024. The RWQCP’s current
wastewater treatment system is an aerobic nitrifying process whereby microbes change the
ammonia and organic nitrogen in the wastewater into oxidized nitrogen (nitrate), but the
current system does not remove nitrogen. Too much nitrogen in the plant’s effluent could lead
to harmful algal blooms, which can release toxins to the Bay and result in insufficient dissolved
oxygen in the water to support aquatic life. The State’s regulatory update requires some
nutrient removal prior to discharge into the Bay.
The Secondary Treatment Process Upgrades project design criteria are based on the new
2019 nutrient loading requirements, an anticipated State target of 15 mg/L of total nitrogen,
field inspections, preliminary design evaluations, RWQCP staff recommendations, the
recommendations of the 2018 Secondary Treatment Evaluation Technical Memorandum,
and the 2012 Long Range Facilities Plan (LRFP). Upgrading the secondary treatment
stage to a process that removes harmful nitrogen will be accomplished with anoxic and aerated
zones in existing aeration basins. The project will improve final water quality, ensure the plant
continues to meet effluent discharge permit limits, and allow for ultimate decommissioning of
the aging biotrickling filters and other aging equipment.
The upgraded secondary treatment process was initially proposed to decommission the
biotrickling filters and convert the aeration basins to a Modified Ludzack-Ettinger (MLE)
activated sludge process (or similar process). This process is space-efficient and cost-efficient
and allows all biological treatment to take place within the four aeration basins so that
biotrickling filters can be decommissioned. However, preliminary designs revealed that the MLE
system would have required a second major project in less than ten years to install a fifth
aeration basin because the MLE’s process treatment capacity in four aeration basins would be
exceeded in 2035, with no ability to take one aeration basin out of service for essential
maintenance without violating state rules for effluent discharges. As the preliminary design
work proceeded, it became apparent that a better treatment technology had recently emerged
(i.e., the Membrane Aerated Biofilm Reactor (MABR) process). The MABR process has greater
efficiency, eliminating the need for the future fifth aeration basin as well as allowing essential
maintenance without violating state regulations. The project design scope includes both a
process upgrade to remove nitrogen and replacement of equipment which has exceeded its
design life. The upgrade will allow the RWQCP to meet both the 2019 regulatory requirements
as well as an anticipated State target of 15 mg/L of total nitrogen. The Request for Proposals
(RFP) for C19171565 was prepared with the best information available at the time of
solicitation for design services. The design contract with BC was approved by Council in October
2018 (CMR ID#9485). Since award, BC has performed field survey work, equipment condition
assessments, process design modeling, preliminary design calculations, equipment sizing, and
prepared plans. It was through this process that the MABR process was found to be superior for
the long run, although the shorter-term design and construction costs are higher than for the
process originally envisioned.
WQCP Capital Program Overview
City of Palo Alto Page 3
This project is a key component of the overall investment in the critical infrastructure to
provide wastewater treatment to the City and its partners. The Plant’s core infrastructure was
built in 1972 with tanks, pumps, large pipes, industrial buildings, acquisition of additional land,
and complex mechanical and electrical systems. The 1972 Plant had major capital additions in
1980 and 1988. From 1999 to the present, staff has managed an ongoing $2 to $3 million
annual capital improvement program (CIP) reinvestment in aging infrastructure funded on a
recurring basis through the partner agreements; the recurring capital budget is increased by an
annual inflation index first approved by partner agencies in 1998. Key projects are listed below
with major debt financed/grant funded projects in 1972, 1980, 1984, 1988, 1999, 2009, 2010,
and 2019. Debt service for larger projects financed through loans or bonds is provided through
amendments to the partner agreements. Typical useful life of Plant infrastructure is 30 years for
mechanical and electrical gear with most of the Plant at or beyond its useful life. The capital
program is a critical commitment to reinvestment in aging infrastructure.
Completed Capital Work 1972 – 2020
Project Funding
Expense
(million $)
1972 Regional Water Quality Control Plant Federal Grants/Bonds $11.2
1980 Advanced Wastewater Treatment Facility Federal Grants/Operating $10.3
1984 Dewatering and Cogeneration Project Utility Revenue Bond $1.1
1988 Capacity Expansion Project Utility Revenue Bond $9.7
1984 – 1998 miscellaneous projects (note 1, 2) Recurring Capital Budget $7.8
1999 - 2020 miscellaneous projects (note 1, 3) Recurring Capital Budget $49.7
1999 Sludge Incinerator Rehabilitation Revenue Bond $7.5
2009 Recycled Water Pipeline California SRF Loan $19.4
2010 Ultraviolet Disinfection Facility California SRF Loan $8.6
2019 Sludge Dewatering/Truck Loadout Facility California SRF Loan $29.2
Subtotal $155
Note 1: Per audited financial statements
Note 2: CIP could not exceed 2% of total capital investment of Plant 10/10/68 to 6/30/99
Note 3: Recurring CIP allowance of $1.9 million established in base year FY99; annual CPI
increase of recurring amount increased to $3.3 million in FY21
Anticipated capital work was detailed in the 2012 Long Range Facilities Plan (LRFP), with
recommended projects expected to cost between $315 to $392 million (2015 dollars). The LRFP
was accepted by the City Council on July 2, 2012 (CMR #2914). Implementation of the LRFP is
managed by a CIP team of staff engineers, support staff, and a program manager (Woodard &
Curran) (see CMR #11612). Near-term project work commenced and is listed below with latest
project costs and status.
City of Palo Alto Page 4
Current Capital Work In-Progress
Project Status
Expected
Funding
Expense
(million $)
Primary Sedimentation Tanks
Rehabilitation and Equipment Room
Electrical Upgrade Project
Awarding
Construction SRF Loan $19.3
Outfall Pipeline Rehabilitation 100% Design /
FAA Permitting SRF Loan $11.1
Secondary Treatment Upgrades 30% Design
Complete
SRF Loan /
USEPA Loan $128.5
Technical Services Building Advanced
Planning Revenue Bond $57.0
Advanced Water Purification System Awarding Design Valley Water $20.0
Headworks Facility Budgeted SRF Loan $48.0
Projects in Progress Varies Operating
Capital Budget $9.2
Subtotal $293
The needed Plant infrastructure investment requires both the recurring CIP funding as well as
debt-financed instruments for larger projects. The 10-year financial forecast is shown below.
The 1999 revenue bonds will retire in FY2024. Significant new annual debt service (for the
above listed projects) will commence at various times over the next ten years as new capital
improvements are realized.
City of Palo Alto Page 5
Discussion
Additional design services are required to convert to the MABR process, meet the City’s latest
design standards, and integrate the new design into the existing process through complicated
construction and operation phasing at an operating plant. The amendment includes an
increased contract amount of $1,500,745 and the additional time to perform the work. These
additions are summarized in Items A – F below:
Item A: Additional Structural Engineering. City policy requires new critical
infrastructure to be elevated above sea level rise projections per Palo Alto's Sea
Level Rise (SLR) Adaptation Policy (CMR ID#9576) approved by Council March 18,
2019. New equipment, including a Return Activated Sludge (RAS) Pump Station, an
Electrical Facility, and a Standby Emergency Diesel Power Generator will be
elevated on new concrete pads, complete with access platforms, stairs, and
guardrail. The City’s SLR Policy was adopted after issuance of the original RFP. The
additional engineering fee provides services to address this need.
Item B: Engineering Design for a New Electrical Facility and Standby Generator.
Though it was hoped existing spaces for power distribution equipment could be
City of Palo Alto Page 6
repurposed for low cost, predesign studies indicated the impracticality of installing
new equipment in both the existing Aeration Basin Blower Room and the
biotrickling filter process electrical room. These rooms fail several building code
requirements for new construction. A new Electrical Facility is needed to house
power distribution equipment. This design will include a new electrical load center
to provide unit process power from the Plant’s 12,470-volt power distribution
system. The increased electrical load from the improved treatment process
requires a new, larger, 2-MW Standby Generator to replace the existing 22-year
old 1-MW standby generator, which is also at the end of its useful life. The original
engineering fee did not include services for this electrical design.
Item C: Engineering Design for a New RAS Sludge Pump Station. During
preliminary design, consideration was given to the complexity of trying to operate
the existing Sludge Pumps, while making critical piping tie-ins, and re-routing
process pipe to several new locations. Considerable temporary bypass pump and
piping systems are required for Plant Operations during the construction phase.
Due to increased flow requirements of the new process, the existing RAS Sludge
Pumps are now undersized to meet the flow requirements, and these pumps are
past their useful life and should be replaced. Building a new RAS Sludge Pump
station allows Operations to continue treatment and makes construction feasible
for the contractor, while eliminating the need for the contractor to provide large
temporary bypass pump and piping arrangements. A new RAS Sludge Pump
Station was not originally included in the design contract.
Item D: Process Redesign Effort to Incorporate MABR. After determining that
treatment capacity of the aeration basins will reach their limits in about 2035, BC
conducted a Feasibility Assessment to evaluate if MABR would be a viable
alternative to increase treatment capacity. Preliminary findings and additional
process modeling with MABR equipment determined that biological treatment
could be achieved through 2054 without the need to construct the expensive fifth
aeration basin, thereby saving considerable design and construction costs.
Furthermore, due to the efficient oxygen transfer mechanism of the MABR
equipment, this process improvement is anticipated to consume less blower air
and result in approximately 13% less electrical energy consumption compared to
the energy use associated with the operation of a complex and large fifth aeration
basin. Most importantly, MABR equipment is modular, allowing for phasing future
capital capacity upgrades (after about 2044) only if needed based on pollutant
demands, thereby saving the City significant capital expenses if pollutant loads do
not increase as anticipated.
Staff engineers as well as independent outside consultants (i.e., Woodard & Curran
as CIP program manager) evaluated the scope of work and the cost-effectiveness
of the MABR process equipment through a Feasibility Assessment and the revised
City of Palo Alto Page 7
Treatment Process Basis of Design Technical Memorandum. The MABR equipment
is proprietary, made by a company with a proven track record in developing new
technology to improve wastewater treatment. Staff reviewed performance reports
for new MABR facilities and visited a pilot unit at the Hayward Water Pollution
Control Plant, both of which had good performance results. While MABR
contributes to an increased design and construction cost in the near term, staff
recommends the reliable treatment performance, reduced energy consumption,
and improved life cycle cost for the project with MABR.
The original design contract did not include research into the MABR product,
additional process modeling, developing the Feasibility Assessment, and structural
design for support structures and hoist systems associated with the MABR
equipment.
Item E: Engineering Design Upgrade of the Lift Station. During preliminary design,
it was found that the reconfiguration of the aeration basins has added additional
water headlosses, to the extent that the wastewater cannot flow by gravity from
the upstream process into the aeration basins. Previous planning work assumed
simple replacement of the three existing lift pumps with three new lift pumps for
high wet-weather flows. Upon further review of the Plant’s hydraulics, two
additional pumps are needed to convey the flow, larger discharge pipes are
required, and a different pump and piping configuration is required. Additional
pumps and piping re-design were not originally included in the design contract.
Item F: Miscellaneous Design Effort. New equipment requires new space. The
equipment and piping in an existing activated sludge pump room will be
demolished. The room will be repurposed for new equipment. The process design
is based on some key equipment manufacturer’s components, and BC will provide
specifications and pre-selection of these components through negotiated fixed
pricing guarantees for the installation contractor to prevent undesirable
substitutions. These items were not part of the original design contract.
The MLE process option originally proposed was estimated to cost $35 million in 2017 dollars.
Process modeling of the MLE treatment process found that capacity would be reached in about
2035, only about ten years after the upgraded facility startup. By about 2035, a fifth aeration
basin along Harbor Road would be required (at an estimated cost of $41.5 million in 2020
dollars). While the combined cost of these estimates is $76.5 million, it is important to note
that the 2017 estimate for the MLE process did not include a number of costly additions that
were determined to be necessary as design progressed to 30% on the MABR process, which
include new waste activated sludge pumps, new return activated sludge pumps with a new
elevated pump station structure, and a new electrical facility and standby generator on
elevated structures. These additions would drive the $76.5 million much higher if the earlier
estimate were to be reevaluated.
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The 30% design opinion of the most probable construction cost estimate for the MABR process
project is $97 million in 2020 dollars. That cost includes upgrading the secondary treatment
process with MABR technology, decommissioning the biotrickling filters, replacing many
equipment components, and takes into account the additional temporary construction
measures that will need to be undertaken by the contractor to perform the work, while
maintaining the ability to keep the plant operating. Process intensification, which is adding
more equipment into a smaller footprint to accomplish more treatment, prolongs the structure
and equipment design life, ultimately reducing life cycle capital improvement cost as well as
operating and maintenance expenses. It also eliminates the need for a fifth aerator along
Harbor Road, adjacent to the Baylands Preserve.
Timeline
BC has just completed the 30% design and has been authorized to continue working on
completion of the 60% design. The detailed design will continue upon Council’s approval of this
amendment and is expected to be completed 10 months after Council approval. BC will also
provide engineering services during solicitation, bidding, and construction of the project,
accounting for the need to extend the contract into 2025.
Resource Impact
The revised not-to-exceed contract amount will be $4,424,101 including $4,021,911 for basic
services and $402,191 for additional services. This is a multi-year contract over the course of
design and through the completion of construction. The funding for this amended contract will
be allocated from the Wastewater Treatment Enterprise Fund Capital Improvement Program
Project, WQ-19001, contingent upon funding appropriation approved by the Council as part of
future annual budget cycles. Staff is planning to apply for a State Revolving Fund loan, a USEPA
loan, and possibly pursue a revenue bond as sources of funding for the design contract, and
future construction and construction management contracts. As the design progresses, the
estimated project cost is expected to be adjusted, especially as construction costs become
better defined in the future as the design is more complete. Budget adjustments will be
brought forward to Council through the annual budget approval process.
Because of the City’s budget deficit for FY 2021, COVID-19 shelter-in-place orders, and other
related measures, staff approached BC about a potential reduction in their design fee for this
Contract Amendment. In the spirit of cooperation and sharing the burden, BC agreed to reduce
their fee by about $86,000 on the base services for the Contract Amendment. This amounts to
close to a 6% cost reduction, achieved primarily by removing the hourly labor rate escalation on
the added work expected to occur after 2020. BC did not reduce the scope of work or the
estimated labor hours to complete the contract work. It should also be noted that the proposed
design costs are significantly lower than the common figure of about 10% of estimated
construction costs.
This Contract for professional services permits the City to suspend, in whole or in part, or
City of Palo Alto Page 9
terminate the Contract for convenience (with or without cause) by providing written notice by
the City Manager. In the event the City finds itself facing a challenging budget situation, and it
is determined that City resources need to be refocused elsewhere, the City can terminate for
convenience. Other options include termination due to non-appropriation of funds or
amending the contract to reduce the cost, for example, by reducing the scope of work.
Palo Alto treats the combined wastewater from Palo Alto, Los Altos, Los Altos Hills, Mountain
View, Stanford University, and the East Palo Alto Sanitary District. Palo Alto’s share of this
project is 38.16% and the other five agencies’ share is 61.84%, based on the fixed capacity
established in partners’ agreements. The Secondary Treatment Upgrades Project and the
associated costs were discussed with the partner agencies at a July 23, 2020 and November 12,
2020 Partner’s meeting. Partners understand the project and are not opposed to the project.
Agreements with partner agencies have been amended to cover this design contract cost.
Policy Implications
This recommendation does not represent any change to existing City policies.
Stakeholder Engagement
This project is part of the Plant’s major capital improvement program funded by Palo Alto and
its five additional partner agencies. The five partner agencies are regularly updated about both
the need for and the progress on wastewater treatment capital work. Updates are provided
each year at an annual meeting and at other periodic meetings established to inform partner
agency staff about the major capital improvement program. With respect to Palo Alto itself, the
open meetings on the budget process serve as the main vehicle for engaging the community on
both new projects such as this and associated rate impacts.
Environmental Review
The project is exempt from review under the California Environmental Quality Act (CEQA)
pursuant to CEQA Guidelines Section 15301, subsections (b) and (e)(1), Existing Facilities, as it
involves the repair and maintenance of an existing publicly owned utility used to provide
sewerage treatment services with a minor addition to an existing building and no or negligible
expansion of use.
Attachments:
Attachment A: Contract Amendment B&C Final
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Page 1 of 37
AMENDMENT NO.1 TO CONTRACT NO. C19171565
BETWEEN THE CITY OF PALO ALTO AND
BROWN AND CALDWELL
This Amendment No. 1 (this “Amendment”) to Contract No. C19171565 (the “Contract”
as defined below) is entered into as of October 19, 2020 (“Effective Date”), by and between the
CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and BROWN AND
CALDWELL, a California corporation, located at 201 N. Civic Drive, Suite 115, Walnut Creek, CA
94596 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in
this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered by and between the Parties hereto
for the provision of design and engineering services to upgrade its existing two-stage secondary
treatment system at the Regional Water Quality Control Plant (RWQCP) (the “Project”), as
detailed therein.
B. The upgrade to the secondary treatment process was initially proposed to
decommission the biotrickling filters and convert the aeration basins to a Modified Ludzack-
Ettinger (MLE) activated sludge process or similar process. However, as the preliminary design
proceeded, it became apparent that a better treatment technology had recently emerged, the
Membrane Aerated Biofilm Reactor (MABR) process. Additional design services are required to
convert to the MABR process, meet the City’s latest design standards, and integrate the new
design into the existing process through complicated construction and operation phasing at an
operating plant.
C. The Parties now wish to amend the Contract to expand the scope of service to
include additional, unanticipated engineering services related to the Project, extend the time for
performance by 54 weeks (from 210 weeks to 363 weeks), and increase the maximum
compensation by One Million Five Hundred Thousand Seven Hundred Forty-Five ($1,500,745),
from Two Million Nine Hundred Twenty-Three Thousand Three Hundred Fifty-Seven Dollars
($2,923,357) to Four Million Four Hundred Twenty-Four Thousand One Hundred One Dollars
($4,424,101).
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. C19171565
between BROWN AND CALDWELL and CITY, dated September 10, 2018.
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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 2 “TERM” of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution
through September 30, 2025.”
SECTION 3. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereby
amended to read as follows:
“The compensation to be paid to CONSULTANT for performance of the
Services described in Exhibit “A” (“Basic Services”), and reimbursable
expenses, shall not exceed Four Million Twenty-One Thousand Nine
Hundred Eleven Dollars ($4,021,911). CONSULTANT agrees to complete all
Basic Services, including reimbursable expenses, within this amount. In the
event Additional Services are authorized, the total compensation for Basic
Services, Additional Services and reimbursable expenses shall not exceed
Four Million Four Hundred Twenty-Four Thousand One Hundred One
Dollars ($4,424,101). The applicable rates and schedule of payment are set
out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to
and made a part of this Agreement. Any work performed, or expenses
incurred for which payment would result in a total exceeding the
maximum amount of compensation set forth herein shall be at no cost to
the CITY.
“Additional Services, if any, shall be authorized in accordance with and
subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any
compensation for Additional Services performed without the prior written
authorization of CITY. Additional Services shall mean any work that is
determined by CITY to be necessary for the proper completion of the
Project, but which is not included within the Scope of Services described
at Exhibit “A”.”
SECTION 4. The following exhibit(s) to the Contract are hereby amended or added, as
indicated below, to read as set forth in the attachment(s) to this Amendment, which are hereby
incorporated in full into this Amendment and into the Contract by this reference:
a. Exhibit “A” entitled “SCOPE OF SERVICES” (AMENDED, REPLACES
PREVIOUS)
b. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE” (AMENDED, REPLACES
PREVIOUS)
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c. Exhibit “C” entitled “COMPENSATION” (AMENDED, REPLACES PREVIOUS)
d. Exhibit “C-1” entitled “SCHEDULE OF RATES” (AMENDED, REPLACES
PREVIOUS)
SECTION 5. 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 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
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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 or designee
APPROVED AS TO FORM:
City Attorney or designee
(Contract over $25k)
BROWN AND CALDWELL
Officer 1
By:
Name:
Title:
Officer 2 (Required for Corp. or LLC)
By:
Name:
Title:
Attachments:
Exhibit “A” entitled “SCOPE OF SERVICES”, AMENDED, REPLACES PREVIOUS
Exhibit “B” entitled “SCHEDULE OF PERFORMANCE”, AMENDED, REPLACES PREVIOUS
Exhibit “C” entitled “COMPENSATION”, AMENDED, REPLACES PREVIOUS
Exhibit “C-1” entitled “SCHEDULE OF RATES”, AMENDED, REPLACES PREVIOUS
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Jeff Kivett
Vice President
Grace Chow
Vice President
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EXHIBIT “A”
SCOPE OF SERVICES
(AMENDED, REPLACES PREVIOUS)
I. INTRODUCTION, BACKGROUND AND PROJECT DESCRIPTION
The City of Palo Alto Department of Public Works (City) intends to upgrade its existing
two-stage secondary treatment system at the Regional Water Quality Control Plant
(“RWQCP”, or the “Plant”), which consists of fixed film reactors (FFRs) followed by
activated sludge aeration basins. The upgrade will be to a biological nutrient removal
(BNR) process that ensures the capability of meeting NPDES permit requirements during
the entire construction phase, startup, and commissioning. This project will
decommission the aging FFRs and will provide operation and maintenance (O&M)
enhancements upon the upgrade of the entire secondary treatment process, thereby
preparing the City for future, more stringent, regulatory changes.
II. SCOPE OF SERVICES – GENERAL
CONSULTANT shall provide engineering and design services for the completion of the
Secondary Treatment Process Upgrade Project (“Project”). This section describes the
nature and scope of those engineering and design services.
A. CONSULTANT, serving as the Engineer of Record, shall provide engineering
services during all phases of the Project from preliminary design, design, bid
period services, engineering services during construction, and support during
commissioning and start-up.
B. CONSULTANT shall design the system such that it can be constructed without
interruption to the current treatment operations, except as allowed under special
circumstances for piping tie-ins or electrical outages. Pumped by-pass operations
will be required by the City’s construction contractor, to allow the project
construction work to take place while the Plant remains in operation.
C. CONSULTANT shall provide overall coordination of engineering (including civil,
structural, mechanical, electrical, instrumentation and controls, etc.) and other
disciplines required for the successful development of a consolidated set of
detailed design documents consisting of specifications, drawings and opinion of
probable cost that will result in a comprehensive construction bid package. The
main features of scope of design and engineering services for the process
improvements shall include, but not be limited to, the following:
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• Confirmation or update of flow and load projections through 2054, based on
population projections provided by the City.
• Design the BNR process to re-configure the aeration basins for a 3-step feed
process.
• Design the 3-step feed process to incorporate Membrane Aerated Biofilm
Reactor (MABR) equipment, such to intensify the process and increase
capacity to avoid building more infrastructure through 2054.
• Design new Return Activated Sludge (RAS) pumping station with RAS
chlorination capability.
• Design new electrical load center (Secondary Unit Substation) and electrical
building(s) to house new MCCs and VFDs serve secondary treatment process
to replace the existing electrical switchgear which is beyond its useful life.
• Support City through preselection of certain equipment components
(Diffusers, MABR) to be included in the Project.
• Redesign / upgrade standby power systems.
• Redesign / upgrade Intermediate Lift Station (ILS).
• Repurpose existing RAS / WAS Pump Room to demolish the existing RAS
Pumps and add new pulsed bubble aeration blowers and air receiver tanks.
• Add measures to elevate new infrastructure to adapt to sea level rise to
comply with the City’s recently adopted Sea Level Rise Policy.
• Development of the plant’s hydraulic grade line for daily flow conditions and
peak flow conditions with necessary capital equipment to ensure grade line
can be met.
• Review and update the hydraulic profile of the entire RWQCP.
• Assessment of existing blowers to evaluate remaining life and capacity and
design a new blower system to replace the existing.
• Design of new WAS pumps to meet the pumping requirements of the process
modifications.
• Comparative evaluation of different types of baffle walls.
• Comparative evaluation of various types of blowers, air diffusers, and mixer
options.
• Type of carbon addition options and planning for future carbon addition
should it be required.
• Coring and non-destructive testing techniques of the concrete in the existing
aeration basins.
• Recommendations for repair and rehabilitation of the concrete and structural
elements.
• Evaluation of options for phosphorus removal solutions should phosphorus
regulations be implemented.
• Evaluation of operational improvements needed for peak wet weather flows.
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• Replacing or upgrading associated mechanical components including but not
limited to blowers, piping, mud valves, influent and effluent flow control, and
miscellaneous valves and gates.
• Develop specifications and the scope of FFR decommissioning for use by Plant
Operations staff.
• Development of a phasing plan for upgrades associated with schedule of
increasing flows and loads, and target dates for nutrient requirements.
• Development of control strategies.
• Development of construction sequencing requirements.
• Update of Standard Operating Procedures (SOPs) for the O&M Manual for the
new process modifications.
• Technical support of regulatory and financial coordination, as required (e.g.,
technical documents related to BNR efficiency to establish early action credit
for Palo Alto with future RWQCB nutrient watershed permits, SRF loan
application and / or WIFIA application, energy efficiency alternative funding
applications, CEQA+ documents, etc.).
• Determination, through BioWin modeling, if the secondary clarifiers will be
overloaded due to the changes associated with process upgrade and
recommendations for potential improvements, if any, to improve
performance of the four (4) square clarifiers.
• The potential effects on the process from digester return flows, should
digesters be added at some point in the future.
• Wastewater characterization and field testing – development and execution
of a sampling plan, and analysis / evaluation of the data.
• CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) AND CLEAN WATER
STATE REVOLVING FUND (SRF)
CONSULTANT shall assist CITY in documenting the environmental clearance
under the California Environmental Quality Act (CEQA) prior to the
construction phase of this project. The City currently anticipates that the
project will be categorically exempt under CEQA Guidelines Section 15301(b),
Existing Services, as it involves the repair of an existing publicly-owned utility
used to provide sewerage services. Moreover, the construction work planned
for this project is within the RWQCP fence line and is anticipated to have no
significant environmental impacts to habitat or the public.
Prior to the SRF application process, the City of Palo Alto Planning Department,
on behalf of the City of Palo Alto as the lead agency under CEQA, will
determine whether the Project’s CEQA clearance is a categorical exemption or
whether an Initial Study (IS) will be necessary to evaluate any possible
significant impacts. If the City requires preparation of an IS, CITY may authorize
CONSULTANT to prepare the IS and related CEQA documents (i.e., MND or
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EIR), subject to negotiations between the parties on modifications to the scope
of work and schedule for performance, and an amendment to this Agreement.
It is to be noted that CITY requires CONSULTANT to engage a sub-consultant
specializing in preparing CEQA + documentation, to perform the CEQA Cat Ex
or IS / MND related tasks on City projects.
For the construction phase of this project, the City seeks to obtain financing
through the State Water Resources Control Board (SWRCB) CA Clean Water
State Revolving Fund (CCWSRF) or (SRF) Program. In the case of SRF
application, the City will be the lead agency for planning and submitting the
SRF application package -- which includes General, Financial Security,
Technical and Environmental packages – to the SWRCB Division of Finance
Assistance (DFA). If an SRF loan cannot be obtained, the City intends to finance
the project through a revenue bond.
III. PROJECT BASIS OF DESIGN
The basis of design is to upgrade the existing two-stage secondary treatment system to a
BNR process while including provisions for future expansion needs. The design of the
secondary treatment upgrades should meet a target of 15 mg/L for total nitrogen under
2054 flow and load conditions. Designs that can exceed this limit for marginal additional
cost are encouraged. Upgrades are envisioned to be phased to meet regulatory schedule
as well as flow and load needs. Current and projected future flows and loads are presented
in Table 1 below.
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Table 1. Flow and Load Projections
Current (2012-
2017 Average)
2054 Projections
(to be Provided during Preliminary
Design [Task 1])
Flows
Per Capita ADWF, gpcd 18.6
ADWF, mgd 20.2
AAF, mgd 23.2
ADMMF, mgd 81
Loadings
ADW BOD, ppd 49,869
ADW TSS, ppd 45,073
ADW NH3-N, ppd 6,043
MM BOD, ppd 55,666
MM TSS, ppd 51,755
MM NH3-N, ppd 6,527
Concentrations
ADW BOD, mg/L 322
ADW TSS, mg/L 291
ADW NH3-N, mg/L 39.1
MM BOD, mg/L 288
MM TSS, mg/L 268
MM NH3-N, mg/L 33.8
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IV. SCOPE OF SERVICES (BASIC SERVICES BY TASK)
CONSULTANT’s scope of work shall include, but not be limited to, the tasks described in
the following sections. All deliverables including drawings, graphics, schedules, reports
and technical memoranda shall be provided in hard copy and in their original software
version (Excel, Word, AutoCAD, PowerPoint, etc.) and PDF version (if requested by the
City). The City will have ownership rights and rights to use any of the documentation
developed under this Project.
1. Task 1 – Preliminary Design
CONSULTANT shall perform preliminary design activities including the following:
• Kickoff meeting and workshops with RWQCP staff to define the scope of condition
assessment and discuss rehabilitation and improvement options.
• Review available record drawings and documentation including plant’s
maintenance records, Long Range Facility Plan (LRFP) and Facility Condition
Assessment (FCA) Report’s recommendations for structural rehabilitation of
aeration basins and ancillary systems. Assess and quantify needed
repairs/rehabilitation.
• Review LRFP and FCA structural rehabilitation recommendations for aeration
basins. Assess and quantify needed repairs/rehabilitation.
• Conduct visual assessments of all accessible areas
• Conduct a comprehensive field assessment of the aeration basins and supporting
structures/facilities including:
o Mechanical equipment
o Electrical equipment
o Instrumentation and controls
o Yard piping
o All concrete and metal structures associated with:
Aeration Basins
Intermediate Pump Station (IPS)
FFR
• Perform a structural analysis of the pertinent secondary treatment structures to
confirm structural integrity and identify seismic retrofit options that would be
needed.
• Develop a sampling / analysis plan for wastewater characterization, execute the
plan, and provide analysis and recommendations to further refine the design of
the treatment process to meet the future targeted regulatory limitations.
• Prepare a Preliminary Design Report which includes the following content, as a
minimum:
o Results of all field inspections, including estimates of quantities, types, and
costs of rehabilitation and repairs.
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o Evaluation of associated electrical and instrumentation systems and
recommendations for improvements and integration of new equipment.
o Recommendations for repair and rehabilitation of concrete and structural
elements.
o Update hydraulic profile for the entire plant for daily and peak flow
conditions with and without any needed wet-weather flow pump station
in operation.
o Confirm population growth projections and update flow and load
projections through 2054.
o Recommendations to meet a potential nitrogen target of 15 mg/L.
o Hydraulic analysis and evaluation of primary effluent to BNR process (i.e.
upgrade existing IPS or alternative approach).
o Evaluation and recommendation for baffles.
o Evaluation and recommendations for blowers and air diffusers and other
mechanical improvements.
o Evaluation of supplemental carbon addition options.
o Preliminary sequencing of improvements, bypasses, temporary
shutdowns, and other temporary measures needed to keep the plant
operational during the construction.
o Identify and evaluate facilities / equipment / infrastructure that enhance
operational flexibility.
o Overall schedule and phasing approach and notation of any equipment
that requires long lead times.
o 30% drawings set.
30% Design Deliverables:
• Kickoff Meeting
o Meeting Agenda
o Meeting Minutes (draft and final)
• 30% drawings set (provide in PDF and four (4) hardcopies)
• Project Initial Specification List (in CSI 2018 MasterFormat)
• 30% Design (Post Comments) Review Workshop
o Meeting Agenda and sign-in sheet
o Slide Presentation
o Meeting Minutes (draft and final)
• Pre-Design Report
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o Draft Preliminary Design Report with Recommendations – 4 hard copy
sets, 1 electronic set in pdf format and 1 electronic set in MS Word
o Final Preliminary Design Report with Recommendations – 4 hard copy sets,
1 electronic set in pdf format and 1 electronic set in MS Word
• Preliminary Cost Estimate – OPCC accuracy range of +30% / -15% conforming to
the AACE International’s standard for a Class 3 Estimate
• Preliminary Construction Schedule (presented in MS Project)
2. Task 2 – Detailed Design
CONSULTANT shall develop Design Documents (including Plans, Specifications, Schedule,
and Costs) for a MLE activated sludge process and decommissioning of the FFRs. The
design shall be based on the Preliminary Design Report and consultation with RWQCP
staff. CONSULTANT will develop 60%, 90%, and 100% design documents. CONSULTANT
shall conduct design review workshops with Plant staff at the 60% and 90% design stages
to review progress, obtain input, and confirm decisions during the design development.
All design shall go through the proper quality assurance and quality control reviews prior
to issuing to the City for review.
The design shall sequence construction such that Plant performance and operations are
maintained on a continuous basis except as allowed under special circumstances. A
construction sequence shall be established in sufficient detail which meets the RWQCP’s
ability to comply with NPDES discharge permit requirements.
General Coordination - CONSULTANT shall provide for overall coordination of engineering
(including structural, mechanical, electrical, instrumentation and controls, etc.) and other
disciplines required for the successful development of a consolidated set of detailed
design documents that will result in final construction bid document.
2.1 Site Work / Civil Design
CONSULTANT is responsible for collecting all the data and conducting all investigation that
are needed to complete the final design. Survey and review the existing site conditions.
There are multiple underground (UG) utilities such as pipes, electrical conduits, duct
banks and structures at and in the proximity of the site. NAD83 and NAVD88, are the
respective horizontal and vertical control datums used at the RWQCP.
The site is in FEMA Base Flood Zone Elevation (10.5 feet NAVD 1988). CONSULTANT shall
establish the floor elevation at 14.0-ft above sea level. CONSULTANT shall incorporate in
the design any additional pertinent requirements from the City of Palo Alto Sea Level Rise
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Policy. Incorporating the City Sea Level Rise Policy will require the finished floor elevation
of any new structures to be approximately 14.0 feet NAVD88.
2.2 Structural Design
CONSULTANT shall provide a structural design that is in accordance with all jurisdictional
requirements including the 2019 California Building Code. Seismic design requirements
shall apply to the new Electrical Building and / or canopy structure as well as non-
structural components. CONSULTANT shall include field verification of existing
infrastructure for design of proposed structural improvements under this project.
CONSULTANT shall conduct a geotechnical study at the project site to properly
characterize the soils and groundwater conditions, and develop recommendations
including foundation designs. CONSULTANT should anticipate that a pile supported slabs
are required. CONSULTANT shall evaluate if a pile supported slab foundation is the best
option or provide a more suitable solution provided the detailed geotechnical study.
2.3 Process Mechanical Design
The process design is to be performed with a Bio-Win model after performing a
wastewater characterization evaluation be obtaining samples and having them analyzed.
The design is to include equipment and structural modifications to convert the aeration
basins from a complete mix process to a 3-step feed BNR process. Modifications and new
equipment include, but are not limited to:
• Blowers
• Low Pressure Air piping
• Electric and pneumatic valves and gates
• Membrane Aerated Biofilm Reactor (MABR) modules
• RAS Pump Station
• WAS Pumps
• Upgrade of the Intermediate Lift Pump Station (IPS)
• Cutthroat Flumes
• Diffuser System
• Pulsed aeration system
• Re-purposing of the RAS / WAS Pump Room
• Motor Control Center design
• Fire Protection System design for the building(s)
• Medium Voltage and Low Voltage Power Distribution system design
• Instrumentation and Control system design
• Access platforms and stairs for accessing equipment
• Monorail systems
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• Other required ancillary systems or equipment
2.4 Mechanical Design
Mechanical design shall include field verification, process schematics, design, layout of
mechanical equipment and appurtenances, piping, and other related systems. Existing
conditions shall be field verified where possible.
CONSULTANT shall include the development of a performance specification for a
packaged fire sprinkler system for the new Electrical Building, to be purchased and
installed by the City’s Construction Contractor for the Project.
2.5 Electrical, Instrumentation, and Control System
The electrical design shall include the determination of power requirements, cable and
conduit sizing, controls, alarms, and area lighting. Existing conditions shall be field
verified. The new electrical equipment shall be above the flood zone.
CONSULTANT shall develop a design for a new electrical building constructed to house
the new Motor Control Centers. The new electrical building shall comply with City of Palo
Alto Municipal Code and other applicable regulations for fire protection.
CONSULTANT shall design the control system (PLC and SCADA) to integrate with the
RWQCP Process Control Systems Technology Standards (SCADA Standard). The SCADA
modifications shall follow the equipment standards as well as the networking standards
defined in the SCADA Standard and will provide remote screens, local and remote alarms
and data transfer to the RWQCP Administration Building and Main Operations Control
Room located in the Operations Building. Communication Network design to connect the
new PLCs / computer terminals with the existing RWQCP SCADA system shall be
coordinated with RWQCP Technology / SCADA Support Staff to define the connection
point. The new network link is to provide fiber optic communications through a new
patch panel to communicate with the RWQCP SCADA and Radio System. All equipment
located at the Administration and Operations Buildings will be integrated by the contract
control system integrator, with assistance from RWQCP Technology / SCADA support
staff.
CONSULTANT shall propose instrumentation and control equipment that is consistent
with the RWQCP Process Automation Standard and/or is readily available from local
distributors and shall be integrated within City’s existing control system. CONSULTANT
shall propose equipment from manufacturers with at least ten (10) years of experience
with a proven track record in similar environments and duty conditions within the United
States; for package systems, these requirements shall be fulfilled to the extent possible.
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CONSULTANT shall include in the design a new standby emergency generator with an
automatic transfer switch, sized to power the equipment in the Blower Room, RAS / WAS
Pump Room, Equipment Room, and the Operations Building after a power failure.
CONSULTANT shall include process and analytical instrumentation for monitoring and
control over the complete process train. All instruments shall provide a local readout with
a signal output to the PLC and SCADA control screens.
2.6 CEQA and SRF Documentation
Although not currently anticipated, it is possible that an Initial Study/Mitigated Negative
Declaration (“IS/MND”) or other CEQA document will be required to be prepared for this
Project. CONSULTANT shall engage a sub-consultant, specializing in preparing CEQA Plus
documentation to prepare the Categorical Exemption related documents or other CEQA
document (i.e., IS/MND) as directed by the City.
If the City determines that the Project requires an Initial Study, upon request of CITY,
CONSULTANT will propose a scope of services and budget for the CEQA subconsultant’s
effort to perform this task.
In addition, should the Project funding include a State Revolving Fund (SRF) loan,
CONSULTANT through its CEQA subconsultant shall prepare a CEQA document (CatEx or
MND) meeting State requirements to be included as part of the loan application package.
For information purposes, for the construction phase of this project, the City intends to
seek financing through the State Water Resources Control Board (SWRCB) CA Clean Water
State Revolving Fund (CCWSRF) or (SRF) Program. In the case of SRF application, the City
will be the lead agency for planning and submitting the SRF application package -- which
includes General, Financial Security, Technical and Environmental packages – to the
SWRCB Division of Finance Assistance (DFA). If an SRF loan cannot be obtained, the City
intends to finance the project through a revenue bond.
60% Design Deliverables:
• 60% Design (Post Comments) Review Workshop
o Meeting Agenda and sign-in sheet
o Slide Presentation
o Meeting Minutes (draft and final)
• 60% drawings set (provide in PDF and four (4) hardcopies)
• 60% Specification List (in CSI 2018 MasterFormat)
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90% Design Deliverables:
• 90% Design (Post Comments) Review Workshop
o Meeting Agenda and sign-in sheet
o Slide Presentation
o Meeting Minutes (draft and final)
• 90% drawings set (provide in PDF and four (4) hardcopies)
• 90% Specification List (in CSI 2018 MasterFormat)
• Cost Estimate – OPCC accuracy range of +15% / -5% conforming to the AACE
International’s standard for a Class 1 Estimate
• Construction Schedule (presented in MS Project)
100% (FINAL) Design Deliverables:
• 100% drawings set (provide in PDF and four (2) hardcopies)
• 100% Specification List (in CSI 2018 MasterFormat)
• Cost Estimate – OPCC accuracy range of +10% / -5% conforming to the AACE
International’s standard for a Class 1 Estimate
• Final Construction Schedule (presented in MS Project
3. Task 3 – Bid Period Services
CITY will assemble and issue the bid packages for solicitation for a construction
contractor. Assume a 6–month duration between the 100% Design Deliverable to award
of the Construction Contract.
Services during Bidding will include the following:
• CONSULTANT shall assist CITY in preparation of construction bid packages. CITY will
assemble and issue the bid packages. CITY has standard front-end specifications that
will be issued as part of the construction bid package. CONSULTANT will review the
front-end specifications to ensure that there are no conflicts between the front-end
specs and Detailed Design specs.
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• CONSULTANT shall provide responses to Request for Clarification (RFC) from
prospective bidders.
• CONSULTANT shall assist the City with preparation of Project addenda.
• CONSULTANT shall attend and assist the City at the pre-bid conference and the walk
through.
• CONSULTANT shall prepare conformed design package (drawings and specifications)
incorporating information issued as addenda and Responses to RFC during the bid
period.
Task 3 Deliverables:
• Response to Request for Clarifications on Bid Package
• Project Addenda
• Pre-Bid Conference (Agenda and materials, meeting minutes)
• Conformed specifications – 2 hard copies, 1 digital copy in PDF and 1 MS Word
format
• Conformed drawings – 2 hard copies, 1 digital copy in PDF format, and 1 copy in
AutoCAD format
4. Task 4 – Engineering Services during Construction
During construction phase, estimated to take up to 24 months, CONSULTANT shall
provide the following services:
4.1 Submittal Reviews
CONSULTANT shall review submittals from the construction contractor for conformance
with the construction contract documents. CONSULTANT shall review and return the
submittal comments to the City within fourteen (14) calendar days. CONSULTANT has
indicated a total of 275 submittal reviews are anticipated for the project.
4.2 RFI Responses
CONSULTANT will prepare written responses to Requests for Information (RFIs) submitted
by the construction contractor. CONSULTANT shall review, comment, and return the RFI
responses within seven (7) calendar days. CONSULTANT has indicated a total of 375RFIs
and the responses are anticipated for the project.
4.3 Change Order Reviews
CONSULTANT will review and validate the Contract Change Order requests submitted by
the construction contractor for accuracy and correctness, as requested by the City.
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CONSULTANT has indicated a total of 45 change order reviews could be expected for the
project.
4.4 Start-Up Assistance
CONSULTANT shall provide technical support during testing, start-up and commissioning
of the new treatment process. CONSULTANT shall assist the City in monitoring,
documenting, and/or validating any testing required by permitting agencies.
CONSULTANT shall indicate the total number hours for technical field services during
testing and start-up.
4.5 As-Built Review / Record Drawings
CONSULTANT shall review once a month as-built or marked-up drawings and documents
maintained by the City’s construction contractor during construction. Upon construction
completion, CONSULTANT shall prepare consolidated record drawings and submit them
to the City. The record drawings shall consist of annotated contract drawings and
electronic files showing changes in design and construction. CONSULTANT shall provide
two (2) hardcopies (one full size and one half-size), one (1) electronic copy in PDF format,
and one (1) electronic copy in AutoCAD 3D format to the City.
4.6 O&M Manual
CONSULTANT shall update the City’s Operations and Maintenance (O&M) Manual to
reflect the changes to the normal and abnormal modes of operations, equipment
additions, process control descriptions, etc. In addition, CONSULTANT shall update the
City’s Standard Operating Procedures (SOPs) Manual to reflect the changes to the normal
and abnormal modes of operations, equipment and process descriptions and process
control descriptions. CONSULTANT shall provide one (1) hard copy and one (1) electronic
copy in PDF and Microsoft Word formats to the City.
Task 4 Deliverables:
• Submittal review comments
• RFI responses
• Contract change order review comments, as needed
o Record drawings – 1 hard copy (full size and half-size), 1 digital copy in PDF format, 1
copy in AutoCAD format
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• Updated O&M Manual for upgraded facilities - 1 hard copy (full size and half-size), 1
digital copy in PDF format.
5. Task 5 – Project Management
CONSULTANT will provide a competent project manager to supervise and provide
direction to each design team members including sub-consultants. CONSULTANT will
provide necessary administration, project controls, quality assurance and professional
oversight of the project. At the initiation of the Project, CONSULTANT will meet with the
City Project Manager to coordinate work. Project staffing will be maintained at acceptable
levels to keep the project on schedule, ensure continuity of information, and satisfy the
requirements of the CONTRACT.
At minimum, CONSULTANT shall deliver the following to the City Project Manager.
• Prepare a baseline project schedule with milestones, and update monthly
• Conduct monthly progress meetings with the City Project Manager
• Monitor project budget for effort versus progress and keep City Project Manager
informed of the status. Identify and mitigate potential overruns in a timely
manner.
• Submit monthly invoices, including monthly Progress Reports for payment.
• As requested, CONSULTANT will attend the construction progress meetings with
the Contractor during construction phase. Please allow one meeting per month
during the construction phase
5.1 Project Controls
CONSULTANT shall provide all necessary administration, project controls, quality
assurance and professional oversight of the project to ensure that the project remains
on schedule, within budget, ensures continuity of information, and satisfies the
requirements of the CONTRACT. CONSULTANT shall prepare and distribute a Project
Management Plan to include schedule, budget, roles, contracts and procedures.
CONSULTANT shall prepare and submit monthly invoice packages to the City. The City
prefers processing CONSULTANT pay requests that cover one calendar month.
Monthly invoice packages are to include a progress report documenting progress. At
least, the report shall include the progress by each task, the budget status (authorized
amount, current billing, billed to date, previously billed, amount remaining, and
percent spent), outstanding issues, potential changes, project schedule and schedule
impacts. CONSULTANT shall identify and mitigate potential budget overruns.
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CONSULTANT shall prepare, maintain and update project schedule for City’s review and
comments, at least, on a monthly basis. At minimum, CONSULTANT shall perform or
deliver the City Project Manager the following:
• Prepare a baseline project schedule with milestones, and update monthly
• Conduct monthly progress meetings with the City Project Manager
• Monitor project budget for effort versus progress and keep City Project Manager
informed of the status. Identify and mitigate potential overruns in a timely manner.
• Submit monthly invoices, including monthly Progress Reports for payment.
• Conduct team meetings within the consulting firm to review progress, coordinate
evaluations and identify information needs
• Disseminate information to the design team
• Prepare design submittals
• Manage the project budget
• Manage the project schedule
• Manage sub-consultants
• Manage QA / QC team
5.2 Project Meetings
CONSULTANT shall hold an in-person meeting at the initiation of the Project (Kick-Off
Meeting), with the City Project Manager and City staff to discuss overall project
coordination, data collection, and project schedule. CONSULTANT shall provide meeting
attendees with an agenda seven (7) calendar days in advance of the date of the meeting.
BROWN AND CALDWELL shall provide meeting attendees with summary minutes and
electronic copies of any supplemental materials used during the Kick-Off Meeting no later
than fourteen (14) calendar days from the date of the meeting.
CONSULTANT shall conduct design review meetings at the 30%, 60%, and 90% design
points as noted under Tasks 1 and 2 Deliverables. CONSULTANT will provide an agenda
three (3) calendar days in advance of the date of the meeting. CONSULTANT will compile
and distribute informal meeting minutes following Project Progress Meetings no later
than seven (7) calendar days from the date of the meeting.
CONSULTANT shall conduct remote (via phone or web conference services) Project
Progress Meetings with City once a month. The frequency of Project Progress Meetings
can be decreased subject to City approval. CONSULTANT will provide an agenda three (3)
calendar days in advance of the date of the meeting. CONSULTANT will compile and
distribute informal meeting minutes following Project Progress Meetings no later than
seven (7) calendar days from the date of the meeting.
CONSULTANT shall attend in-person Construction Progress Meetings with City once a
month. CONSULTANT will compile and distribute informal meeting minutes following
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Construction Progress Meetings no later than seven (7) calendar days from the date of
the meeting.
CONSULTANT shall also participate in all Project Meetings with City and other parties as
listed under Meetings below. CONSULTANT will provide an agenda three (3) calendar days
in advance of the date of the meeting. CONSULTANT will compile and distribute informal
meeting minutes following Project Progress Meetings no later than seven (7) calendar
days from the date of the meeting.
CONSULTANT shall attend and participate in the following meetings:
• Participate in one (1) Electrical Service (Power Feed) Coordination Meeting
with City’s Electric Utilities Division
• Participate in two (2) meetings with the Palo Alto Fire Department regarding
the sprinkler system design and inspections.
• Participate in an I&C Standards Review Meeting with RWQCP Technology /
SCADA Support Staff
6. Task 6 – Wastewater Characterization
CONSULTANT will develop a test plan and coordinate with the City to conduct 10-days of
wastewater characterization sampling. Sampling results will be used to determine the
composition of the influent COD (e.g., soluble or particulate, biodegradable or
unbiodegradable fractions) and incorporated into the BioWin simulator model to help
determine design aeration demands, mixed liquor suspended solids (MLSS)
concentrations, supplemental carbon dosages for nutrient reduction (if required), and
final effluent quality. This task includes:
• Sampling, 10-days of daily composite and grab samples. BROWN AND CALDWELL will
use results from the previous diurnal sampling event to determine diurnal variations
in loading.
• The City’s influent composite sampler will be used to collect influent samples. Since
the City’s primary effluent sampler is not flow-weighted, CONSULTANT will include a
rented sampler with 12 bottles for primary effluent, so that a flow-weighted daily
sample can be manually composited. Other samples will be grab samples.
• CONSULTANT will provide a test plan and a brief technical memorandum summarizing
the sample locations and coordination issues. A pre-sampling meeting is required to
discuss the draft test plan and finalize it with the City’s input. CONSULTANT will meet
with City Lab staff to review sampling locations, bench space, and coordination with
laboratory activities.
• CONSULTANT will provide two (2) staff on the first day, but only one (1) CONSULTANT
staff will be present on each of the subsequent nine days to grab samples, conduct
filtrations, and prepare samples for pick-up by the contract lab. CONSULTANT will
provide filtration equipment.
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• During each day, one RWQCP staff member will be available to assist CONSULTANT
staff in sample collection, filtration, and preparation of samples by the contract lab.
• CONSULTANT will contract with a contract lab (Caltest) for the sample analyses.
CONSULTANT will coordinate with Caltest for sample logistics and sample bottles.
Table 2 shows the list of samples and type of analyses that are to be included in the
sampling / analyses plan.
• City will provide bench space with power and a sink for CONSULTANT staff use during
the sampling event.
• City will provide the characterization data to CONSULTANT in Excel format. City will
also provide hourly flow rates and pH and temperature data during the sampling
period.
• Results of the sampling / analyses will be incorporated into the Preliminary Design
Report.
Table 2 Summary of Wastewater Characterization Sampling
Sample Analytical Method Composite
Samples Grab Samples[e]
Raw
Influent
Primary
Effluent
Primary
Effluent
Grab
Sample
Thickener
Overflow
Scrubber
Drainage and
Belt Press
Filtrate
Unfiltered
COD SM 5220 B., C., or
D. 10 10 7 7 7
BOD SM 5210 B. 10 10 --- 7 7
TSS SM 2540 D. 10 10 --- 7 7
VSS SM 2540 E. 10 10 --- 7 7
TKN SM 4500-Norg B. or
C. 10 10 --- 7 7
TP SM 4500-P B./C. 10 10 --- 7 7
Alkalinity SM 2320 B 10 10 --- 7 7
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Filtered [b]
sCOD SM 5220 B., C., or
D. 10 10 7 7 7
sBOD SM 5210 B. 10 10 --- --- ---
sTKN SM 4500-Norg B. or
C. 10 --- --- --- ---
sTP SM 4500-P B./C. 10 --- --- --- ---
Filtered [c]
NH3 SM 4500-NH3 C. 10 10 --- 7 7
OP SM 4500-P C. 10 10 --- --- ---
Flocculated/Filtered [d]
ffCOD SM 5220 B., C., or
D. 10 10 7 7 7
Volatile Fatty Acids
VFAs (low
concentration) --- --- --- 7 --- ---
Notes:
[a] – Sampling should be performed during normal Plant operation that represents typical operation.
Samples shown as 10 are collected once per day for 10 days (including weekends). Samples shown as
7 are collected every day for the first 7 days.
[b] - Filtered through 1.2 to 1.5 micron glass fiber filter (the same as those typically used to measure
plant TSS/VSS). Filtration should occur immediately after collection.
[c] - Filtered through 0.45 micron Millipore filter. Filtration should occur immediately after
collection. Prior to filtration, filters should be triple rinsed with DI water.
[d] - Sample preparation per Mamais, D; Jenkins, D; and Pitt, P. "A Rapid Physical-Chemical Method
for the Determination of Readily Biodegradable Soluble COD in Municipal Wastewater", Water
Research, 27(1), pp. 195 - 197, 1993.
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[e] – note time of sample collection and flow at time of sample
collection
III. TIME OF COMPLETION
The project is budgeted for an estimated start date in Q3 2018, with a design duration
timeline of 85 months. CONSULTANT shall propose a timeline for completing this work in
their proposal considering completion of the final design.
It should be noted that should the construction funding be delayed from the funding
sources, the construction of the project could be delayed or temporarily halted, affecting
the engineering services during construction timetable.
END OF SCOPE OF SERVICES
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EXHIBIT “B”
SCHEDULE OF PERFORMANCE
(AMENDED, REPLACES PREVIOUS)
CONSULTANT shall perform the Services so as to complete each milestone within the number of weeks
specified below. The time to complete each milestone may be increased or decreased by mutual written
agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the
term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the
schedule below within 2 weeks of receipt of the notice to proceed (NTP).
Milestones Completion in Weeks Following issuance of NTP
1. Design Re-Start Meeting 02
2. Submit Draft PDR 24
3. Submit 30% Design (Final PDR) 28
4. Submit 60% Design 48
5. Submit 90% Design 60
6. Submit 100% Design (Bid Documents) 78
7. Services During Bidding 130
8. Services During Construction 363
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EXHIBIT “C”
COMPENSATION
(AMENDED, REPLACES PREVIOUS)
CITY agrees to compensate CONSULTANT for professional services performed in
accordance with the terms and conditions of this Agreement, and as set forth in the budget
schedule below. Compensation shall be calculated based on the hourly rate schedule
attached as Exhibit C-1 up to the not to exceed budget amount for each task set forth
below.
CONSULTANT shall perform the tasks and categories of work as outlined and budgeted
below. CITY’s Project Manager may approve in writing the transfer of budget amounts
between any of the tasks or categories listed below provided the total compensation for
Basic Services, including reimbursable expenses, and the total compensation for Additional
Services do not exceed the amounts set forth in Section 4 of this Agreement.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT
Task 1 - (Preliminary Design) $1,259,062
Task 2 - (Final Design) $1,633,642
Task 3 - (Bid Period Services) $85,725
Task 4 - (Eng. Services during Construction) $744,695
Task 5 - (Project Management) $230,709
Task 6 - (Wastewater Characterization) $53,211
Sub-Total Basic Services: $4,007,044
Reimbursable Expenses: $14,867
Total Basic Services & Reimbursable Expenses: $4,021,911
Additional Services (Not to Exceed): $402,191
Maximum Total Compensation: $4,424,101
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REIMBURSABLE EXPENSES
The administrative, overhead, secretarial time or secretarial overtime, word processing,
photocopying, in-house printing, insurance and other ordinary business expenses are
included within the scope of payment for services and are not reimbursable expenses. CITY
shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses
for which CONSULTANT shall be reimbursed are:
A. Travel outside the San Francisco Bay area, including transportation and meals, will be
reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of
travel and meal expenses for City of Palo Alto employees.
B. Long distance telephone service charges, cellular phone service charges, facsimile
transmission and postage charges are reimbursable at actual cost.
All requests for payment of expenses shall be accompanied by appropriate backup
information. Any expense anticipated to be more than $1,000.00 shall be approved in
advance by the CITY’s project manager.
ADDITIONAL SERVICES
CONSULTANT shall provide additional services only by advanced, written authorization
from the CITY. CONSULTANT, at CITY’s project manager’s request, shall submit a detailed
written proposal including a description of the scope of services, schedule, level of effort,
and CONSULTANT proposed maximum compensation, including reimbursable expense, for
such services based on the rates set forth in Exhibit C-1. The additional services scope,
schedule and maximum compensation shall be negotiated and agreed to in writing by
CITY’s Project Manager and CONSULTANT prior to commencement of the services.
Payment for additional services is subject to all requirements and restrictions in this
Agreement
Work required because the following conditions are not satisfied or are exceeded shall be
considered as additional services:
Should an Environmental Impact Report (EIR) be required under CEQA, the additional
services fund may be considered for use on this task, depending upon the estimated cost
to perform this service.
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EXHIBIT C-1 SCHEDULE OF RATES
(AMENDED AND REPLACES PREVIOUS)
I. CONSULTANT’s hourly rates for the period prior to the Effective Date of Amendment No. 1 shall be as set forth in Exhibit C-1
attached to the original Contract. The following rates shall apply from the Effective Date of Amendment No. 1.
As of the effective date of Amendment No. 1, the following hourly rates shall continue to apply to the Tasks in the Scope of
Services in Exhibit “A”:
CONSULTANT Brown and Caldwell
Level Engineering Technical/Scientific Administrative 2020 Hourly Rate 2021 Hourly Rate 2022 Hourly Rate 2023 Hourly Rate 2024 Hourly Rate
A Office/Support Services I $77 $80 $82 $85 $87
Word Processor I
B Drafter Trainee Field Service Technician I Office/Support Services II $81 $83 $86 $88 $91
Word Processor II
C Assistant Drafter Field Service Technician II Office/Support Services III $94 $97 $100 $103 $106
Drafter Accountant I
Engineering Aide Word Processor III
D Inspection Aide Field Service Technician III Office/Support Services IV $98 $101 $104 $107 $110
Engineer I
Senior Drafter Geologist/Hydrogeologist I
Senior Illustrator Scientist I Accountant II
E Inspector I Senior Field Service Technician Word Processor IV $105 $108 $111 $115 $118 Engineer II Accountant III
Inspector II Area Business Operations Mgr.
Lead Drafter Geologist/Hydrogeologist II Technical Writer
F Lead Illustrator Scientist II Word Processing Supervisor $128 $132 $136 $140 $144
Engineer III
Inspector III
Senior Designer
Supervising Drafter Geologist/Hydrogeologist III Accountant IV
G Supervising Illustrator Scientist III Administrative Manager $150 $154 $159 $163 $168
Senior Engineer
Principal Designer
Senior Construction Engineer Senior Geologist/Hydrogeologist
H Senior Engineer Senior Scientist Senior Technical Writer $172 $177 $182 $188 $193 Principal Engineer
Principal Construction Engineer
I Supervising Designer $212 $219 $225 $232 $239
Supervising Scientist
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Supervising Engineer Supervising
J Supervising Const. Engineer Geologist/Hydrogeologist Assistant Controller $244 $251 $259 $267 $275
Managing Scientist
K Managing Engineer Managing Geologist/Hydrogeologist Area Business Ops Mgr. IV $288 $296 $305 $314 $324 Chief Engineer Chief Scientist
L Executive Engineer Chief Geologist/Hydrogeologist Corp Marketing Comm. Mgr. $309 $318 $328 $337 $347
M Vice President $309 $318 $328 $337 $347
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II. AMENDMENT NO. 1 – ADDED SERVICES
Notwithstanding Section I above, for the new Tasks added through Amendment No. 1 (which
Tasks are identified below in subsection (a) of this Section, the rates in subsection (b) shall
apply as of the Effective Date of Amendment No. 1. These hourly rates shall be held constant
through the term of the Agreement, without rate escalation, per the price reduction offered
by CONSULTANT in recognition of the City’s FY 2021 budget deficit.
(a) Added Services
CONSULTANT’s scope of work shall include, but not be limited to, the tasks described
below.
• Add new return activated sludge (RAS) pumping station with RAS chlorination
capability
• Add new electrical load center and canopy structure to serve secondary treatment
process and upgrade standby power system
• Add new membrane aerated biofilm reactor (MABR) treatment process coupled
with conversion of the existing activated sludge (AS) system to a step-feed
biological nutrient removal process
• Support City through preselection of certain equipment to be included in the
Project
• Upgrade Intermediate Lift Station (ILS)
• Repurpose existing equipment room
• Add measures to adapt to Sea Level Rise
Task 2A – Detailed Design Elements of Contract Amendment No.1
CONSULTANT shall develop Design Documents (including Plans, Specifications, Schedule,
and Costs) for the following design elements. All design shall go through the proper
quality assurance and quality control reviews prior to issuing to the City for review.
2A.1 RAS Pumping Station Design
The new RAS pumping station is required to achieve the process performance objectives
and improve constructability of the Project. The new RAS pumping station will be
integrated with improvements to the existing RAS pumping station serving Secondary
Clarifiers 5&6 and other elements of the Project. In addition, RAS pumps and some RAS
piping serving Secondary Clarifiers 5&6 will be replaced in the existing structure to
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increase capacity as required for the upgraded treatment process. The new RAS pumping
station will be protected against sea level rise and therefore, it will be designed as a
structure with a raised pad, pre-fabricated canopy with screened sides, and/or other
means to prevent flooding of vulnerable mechanical, electrical, and control systems. The
design will include access stairs and handrail as needed.
The new RAS pumping station will include capability to chlorinate RAS to control sludge
bulking. A new metering pump and piping will be installed at the existing sodium
hypochlorite facility serving the Dual Media Filter (DMF) Facility. The new pump will be
fed from existing storage tanks installed inside an existing spill containment basin.
2A.2 Electrical Load Center & Upgrade Standby Power System
CONSULTANT will design a new unit substation (aka load center) consisting of primary
switch, a close-coupled 12 kV/480 V transformer, primary switch gear, and new Motor
Control Centers (MCCs) that will be located outdoors on a raised pad.
The new Electrical Load Center will be protected against sea level rise and therefore, it
will be designed as a structure with a raised pad, pre-fabricated canopy with screened
sides, and/or other means to prevent flooding of vulnerable electrical and control
systems. The design will include access stairs and handrail as needed.
CONSULTANT to design a new standby generator serving Load Centers 3 and 4 to replace
the existing that is near the end of its useful service life and does not have capacity for
aeration blower and pump loads to be added under the Project. CONSULTANT design to
include an automatic transfer switch. The new standby generator will be in the same
approximate location as the existing generator and will be designed with protection
against sea rise. The capacity of the generator is expected to be approximately 2.0 MW.
The new standby generator system will consist of a single equipment skid with integrated
mechanical, electrical, and fuel systems.
2A.3 MABR Process Addition
CONSULTANT will design an MABR treatment process as an integrated component of the
Project based on the findings of the MABR Feasibility Assessment completed under the
original contract. The MABR process will increase the capacity of the secondary treatment
process to accommodate projected growth in the service area and to achieve the Project’s
nitrogen removal objectives without constructing a fifth aeration tank. The MABR system
will be installed in the existing aeration tanks.
It is expected that implementation of the MABR process will be phased. The first phase,
which will be constructed as part of the Project, will have capacity to process flow and
loading projected in 2044. In the second phase, which will be constructed under a
separate future project, additional MABR equipment will be added to provide estimated
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capacity through at least 2054. The design will include features to facilitate installation of
future MABR equipment and bridge cranes serving the MABR equipment. The design also
includes an additional internal mixed liquor recycle (IMLR) pump in each aeration tank in
the interim period (2 IMLR pumps total per aeration tank).
2A.4 Equipment Pre-Selection
Preselection of MABR equipment, aeration diffusers, and the Intermediate Lift Pumps
with Formed Suction Inlets will be completed jointly by the City and CONSULTANT.
Preselection will be applied only where a single equipment supplier exists or where the
preselected equipment is expected to have lower lifecycle costs compared to the
alternatives. The CONSULTANT will investigate these equipment alternatives and provide
the City with recommendations.
2A.5 Intermediate Lift Station (ILS) Design
CONSULTANT’s review of the Plant’s hydraulics determined that a new lift station is
required to convey the required range of flow rates. CONSULTANT will design a new lift
pump station within the existing structure to meet all Plant flow requirements. Design is
to include pump motor / VFD sizing.
2A.6 Repurpose Equipment Room Design
Re-design the Equipment Room and demolish the existing RAS pumps and piping will be
demolished to allow the room to be used to house new compressors associated with new
large-bubble mixing systems to be installed in anoxic zones in the aeration tanks. This
effort is expected to require construction sequencing entailing temporary installation and
relocation of the new compressors.
CONSULTANT shall include the development of a performance specification for a
packaged fire sprinkler system for the new Electrical Building, to be purchased and
installed by the City’s Construction Contractor for the Project.
2A.7 Sea Level Rise Adaptation Design
To comply with the City’s approved the Sea Level Rise (SLR) Adaptation Policy, adopted
on March 18, 2019, CONSULTANT will address interim SLR conditions before the long-
term adaptation measures are implemented. New facilities included in the Project (RAS
Pump Station, Electrical Load Center and Standby Power Generator) will be designed
based on a flood level elevation of 13.5 ft above the North American Vertical Datum of
1988 (NAVD88). This interim design flood level is three feet higher than the previous
design flood level prescribed by FEMA. Flood protection design measures include raising
new facilities to at least elevation 114.0 ft NAVD88 and installation of flood doors at
existing equipment rooms.
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The site is in FEMA Base Flood Zone Elevation (10.5 feet NAVD 1988). CONSULTANT shall
establish the floor elevation at 14.0-ft above sea level. CONSULTANT shall incorporate in
the design any additional pertinent requirements from the City of Palo Alto Sea Level Rise
Policy. Incorporating the City Sea Level Rise Policy will require the finished floor elevation
of any new structures to be approximately 14.0 feet NAVD88.
(b) Rates for Added Services
Level
Engineering
Technical/Scientific
Administrative
Hourly Rates
for Revision 2
A Office/Support Services I $77
Word Processor I
B Drafter Trainee Field Service Technician I Office/Support Services II $81
Word Processor II
C Assistant Drafter Field Service Technician II Office/Support Services III $94
Drafter Accountant I
Engineering Aide Word Processor III
D Inspection Aide Field Service Technician III Office/Support Services IV $98
Engineer I
Senior Drafter Geologist/Hydrogeologist I
Senior Illustrator Scientist I Accountant II
E Inspector I Senior Field Service Technician Word Processor IV $105
Engineer II Accountant III
Inspector II Area Business Operations Mgr.
Lead Drafter Geologist/Hydrogeologist II Technical Writer
F Lead Illustrator Scientist II Word Processing Supervisor $128
Engineer III
Inspector III
Senior Designer
Supervising Drafter Geologist/Hydrogeologist III Accountant IV
G Supervising Illustrator Scientist III Administrative Manager $150
Senior Engineer
Principal Designer
Senior Construction Engineer Senior Geologist/Hydrogeologist
H Senior Engineer Senior Scientist Senior Technical Writer $172
Principal Engineer
Principal Construction Engineer
I Supervising Designer $212
J
Supervising Engineer
Supervising Const. Engineer
Supervising Scientist
Supervising Geologist/ Hydrogeologist
Assistant Controller
$244
K
Managing Engineer
Managing Scientist
Managing Geologist/Hydrogeologist
Area Business Ops Mgr. IV
$288
L Chief Engineer Executive Engineer Chief Scientist
Chief Geologist/Hydrogeologist
Corp Marketing Comm. Mgr.
$309
M Vice President $309
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III. Subconsultant CE&G
Subconsultant’s hourly rates for the period prior to the Effective Date of Amendment No. 1 are
set forth in Exhibit C-1 attached to the original Contract. The following rates shall apply from
the Effective Date of Amendment No. 1.
Schedule of Charges
2020-2024
1. Professional Services - These are “all-up” rates, and include direct salary cost, overhead, general and administrative costs not separately accounted for, and profit. They shall remain in effect through December 31, 2024. Ongoing work
Personnel 2020 2021 2022 2023 2024 Rates/Units Senior Principal Engineer/Geologist $ 280 $ 290 $ 300 $ 310 $ 320 per hour Principal Engineer/Geologist $ 240 $ 245 $ 250 $ 260 $ 270 per hour Associate Engineer/Geologist $ 215 $ 220 $ 225 $ 230 $ 235 per hour Senior Engineer/Geologist $ 200 $ 205 $ 210 $ 215 $ 220 per hour Project Engineer/Geologist $ 160 $ 165 $ 170 $ 175 $ 180 per hour Staff Engineer/Geologist $ 145 $ 150 $ 155 $ 160 $ 165 per hour Technician (Straight rate prevailing wage) $ 130 $ 135 $ 140 $ 145 $ 150 per hour Senior GIS/CADD Specialist $ 140 $ 145 $ 150 $ 155 $ 160 per hour GIS/CADD Specialist $ 125 $ 130 $ 135 $ 140 $ 145 per hour UAS Manager $ 155 $ 160 $ 165 $ 170 $ 175 per hour Project Assistant $ 95 $ 100 $ 105 $ 110 $ 115 per hour Administration/Clerical $ 85 $ 90 $ 95 $ 100 $ 105 per hour Special Inspector (Straight rate prevailing wage; $ 135 $ 140 $ 145 $ 150 $ 155 per hour Deposition/Court Testimony (minimum 4 hours) $ 400 $ 410 $ 420 $ 435 $ 450 per hour
Field and Laboratory Tests 2020 2021 2022 2023 2024 Rates/Units Concrete Compressive Strength Testing $ 39 $ 41 $ 42 $ 43 $ 44 per cylinder Moisture Content (ASTM D 2216) $ 23 $ 24 $ 24 $ 25 $ 26 per test Moisture & Density (ASTM D 4318) $ 31 $ 32 $ 32 $ 33 $ 34 per test Atterberg Limits (ASTM D 4318) $ 202 $ 208 $ 214 $ 221 $ 228 per test Compaction Curve, 4" mold (ASTM D 1557) $ 257 $ 264 $ 272 $ 281 $ 289 per test Compaction Curve, 6" mold (ASTM D 1557) $ 317 $ 326 $ 336 $ 346 $ 357 per test Wash over #200 Sieve (ASTM D 1140) $ 71 $ 73 $ 75 $ 78 $ 80 per test Sieve Analysis with #200 Wash (ASTM D 422) $ 148 $ 152 $ 157 $ 161 $ 166 per test Sieve & Hydrometer (ASTM D 422) $ 229 $ 236 $ 243 $ 251 $ 258 per test
Reimbursables 2020 2021 2022 2023 2024 Rates/Units Mileage (per allowable federal) $0.58 $ 0.58 $ 0.58 $ 0.58 $ 0.58 per mile Nuclear Gage $ 57 $ 59 $ 60 $ 62 $ 64 per day Inclinometer $ 196 $ 201 $ 208 $ 214 $ 220 per day Vane Shear Device $ 113 $ 116 $ 119 $ 123 $ 127 per day UAS Equipment $ 361 $ 371 $ 382 $ 394 $ 406 per day GNSS Mapping Equipment $ 206 $ 212 $ 219 $ 225 $ 232 per day
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continuing beyond December 31, 2024 will be invoiced at the applicable new year’s rate. 2. Travel Time - Travel time will be charged at regular hourly rates, not to exceed eight (8) hours per day. 3. Expenses - All direct costs will be billed at actual cost unless there is explicit agreement otherwise. Direct costs include:
• Third party services – Fees for subcontracted third party services (including drilling and backhoe services, special consultant fees, permits, special equipment rental, overnight mail or messenger services and other similar project related costs)
• Travel expenses, including airfares, hotel, meals, ground transportation, and miscellaneous expenses.
• Reproduction costs, including photocopy, blueprints, graphics, photo prints or printing.
• Subconsultants - To the extent that it becomes necessary to use subconsultants, Client will be invoiced at
• Accounting - The cost of normal accounting services for invoicing has been considered in the overhead expense which is included in the above hourly rates. Additional requirements for invoice verification, such as copies of time sheets, detailed expense records, and supplemental daily work justification will be billed on an hourly basis.
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IV. Subconsultant Leland Saylor Associates
Subconsultant’s hourly rates for the period prior to the Effective Date of Amendment No. 1 are set
forth in Exhibit C-1 attached to the original Contract. The following rates shall apply from the
Effective Date of Amendment No. 1.
HOURLY BILLING RATES 2020 to 2024
2020 2021 2022 2023 2024
Principal/Director of QA/QC Estimator $ 189.52 $ 195.21 $ 201.06 $ 207.09 $ 213.31
Senior Mechanical Estimator $ 179.22 $ 184.60 $ 190.13 $ 195.84 $ 201.71
Senior Electrical Estimator $ 179.22 $ 184.60 $ 190.13 $ 195.84 $ 201.71
Senior Arch/Struct/Civil Estimator $ 179.22 $ 184.60 $ 190.13 $ 195.84 $ 201.71
Estimator $ 149.00 $ 153.47 $ 158.07 $ 162.82 $ 167.70
Senior Scheduler $ 180.00 $ 185.40 $ 190.96 $ 196.69 $ 202.59
Technical Services $ 111.00 $ 114.33 $ 117.76 $ 121.29 $ 124.93
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V. Subconsultant Scheidegger & Associates (CEQA)
Subconsultant’s hourly rates for the period prior to the Effective Date of Amendment No. 1
are set forth in Exhibit C-1 attached to the original Contract. The following rates shall apply
from the Effective Date of Amendment No. 1.
Hourly Billing Rates for 2020
Team Member Hourly Rate $/hour
Scheidegger & Associates
P. Scheidegger
170
Illustrator 75
Word Processing 60
William Popenuck 115
Environmental Collaborative
J. Martin
165
Archeo-Tec
A. Pastron
175
M. Staley 110
Research Assistant 80
DocuSign Envelope ID: 4E57057C-E03B-4C73-B8A8-593B5AD61452
Certificate Of Completion
Envelope Id: 4E57057CE03B4C73B8A8593B5AD61452 Status: Completed
Subject: Please DocuSign: Amendment No. 1 to Contract C19171565 FINAL 9.16.20.pdf
Source Envelope:
Document Pages: 37 Signatures: 2 Envelope Originator:
Certificate Pages: 2 Initials: 0 Saira Cardoza
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Time Zone: (UTC-08:00) Pacific Time (US & Canada)
250 Hamilton Ave
Palo Alto , CA 94301
saira.cardoza@cityofpaloalto.org
IP Address: 199.33.32.254
Record Tracking
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9/17/2020 2:36:51 PM
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saira.cardoza@cityofpaloalto.org
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Jeff Kivett
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Jamie Perez
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COPA
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City of Palo Alto
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Tom Kapushinski
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Project Engineer
City of Palo Alto
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