HomeMy WebLinkAboutStaff Report 130-10TO: HONORABLE CITY COUNCIL 11
FROM: CITY MANAGER DEPARTMENT: UTILITIES
DATE: FEBRUARY 1, 2010 CMR: 130:10
REPORT TYPE: CONSENT
SUBJECT: APPROVAL OF AMENDMENT NUMBER THREE TO CONTRACT
NO. S09128567 WITH COLUMBIA TELECOMMUNICATIONS
CORPORATION (CTC) TO RETAIN PROFESSIONAL
TELECOMMUNICATIONS ENGINEERING SERVICES IN SUPPORT
OF AN ECONOMIC STIMULUS GRANT APPLICATION FOR THE
BROADBAND PROJECT IN AN AMOUNT NOT TO EXCEED $50,000
DURING CALENDAR YEAR 2010
RECOMMENDATION
Amend a contract (Agreement No. S09128567) with Columbia Telecommunications Corporation
(CTC), in an amount not to exceed $50,000, to provide telecommunications engineering
evaluation and system design services. These services are necessary to assist the City in
preparing a grant application for federal economic stimulus money available under the American
Recovery and Reinvestment Act (ARRA). Under ARRA, the Commerce Department's National
Telecommunications and Information Administration (NTIA) administers the Broadband
Technology Opportunities Program (BTOP), which provides grants for deploying broadband
infrastructure in unserved and underserved areas of the United States. An economic stimulus
grant award under the NTIA's BTOP would support the advancement of the Citywide Ultra
High-Speed Broadband Project.
BACKGROUND
A contract was executed with Columbia Telecommunications Corporation (CTC) on July 28,
2008, to provide telecommunications engineering support for the Ultra High-Speed Broadband
Project, in an amount not to exceed $25,000.
On July 14, 2008, the Council directed staff to enter into a Letter of Intent with a consortium of
firms (Consortium) that would partner with the City to develop the lJltra High-Speed Broadband
Project. CTC was hired to assist staff in the development of the technical aspects of the Letter of
Intent. CTC was selected because of its prior experience in working with the City on the
upgrade of the Comcast cable system. CTC also supported the design and development of an
Institutional Network that connects public schools, public buildings, and community centers in
Palo Alto and the surrounding area. CTC has expertise and experience in designing and
implementing telecommunications networks for a multitude of municipalities across the country.
CMR: 130: 10 Page 1 of3
Broadband Project. On March 30, 2009, the CTC agreement was amended, bringing the total
contract amount to $50,000. The additional scope of services was for "telecommunications
engineering services in support of economic stimulus grant application(s) for the Broadband
Project." Given CTC's experience with the design requirements of the Ultra High-Speed
Broadband Project and the short timeframe allotted to develop the grant proposal, it was
impracticable to solicit proposals for this work scope. The agreement was amended again on
June 1, 2009, bringing the contract total to $85,000, with the same scope of work. There is
approximately $12,000 left under the contract.
DISCUSSION
On July 13, 2009, staff informed the Council that the City was not eligible for first round grant
assistance. The broadband economic stimulus grant program was to have two more funding
rounds after the first round. On November 12, 2009, the NTIA announced that there would be
only one more round of funding, which would begin in early 2010. On January 15, 2010, the
rules and new standards for the second round of funding were announced. The new rules and
standards do not bar the City from submitting an application for grant funding. The grant
application is due by March 15, 2010. To meet the application deadline, additional engineering
support services by CTC will be required. The normal time needed to conduct the competitive
bid process would not allow the City to timely apply for grant assistance. Thus, it is
impracticable to solicit competitive proposals from others under the current circumstances.
The final round grant application document will not be available until February 16, 2010. A
contract amendment in an amount not to exceed $50,000 is requested to obtain professional
services from CTC to support the quick turnaround for the submission of the round two grant
application.
Since time is of the essence, this is a request for an exemption from competitive solicitation,
because it is impracticable to solicit proposals to support the submission of an economic stimulus
grant application(s).
The expected length of the contract is one year.
RESOURCE IMPACT
A mid-year budget request is necessary to transfer $50,000 from the Fiber Optics Fund Rate
Stabilization Reserve. This transaction will reduce the Fiber Optics Fund Rate Stabilization
Reserve from $6,435,147 to $6,385,147.
POLICY IMPLICATIONS
The report is consistent with the Council's policy and program direction provided to staff.
ENVIRONMENTAL REVIEW
The actions requested in this report do not constitute a project for the purposes of the California
Environmental Quality Act. Build-out of the Broadband System is subject to the requirements of
the California Environmental Quality Act due to the installation, construction and maintenance
of facilities in the public rights-of-way. Necessary environmental review will occur when
appropriate.
CMR:130:10 Page 2 of 3
On March 9, 2009, the Consortium withdrew from its participation in the project. The Council
directed staff to pursue federal economic stimulus money to proceed with the Ultra High-Speed
Broadband Project. On March 30, 2009, the CTC agreement was amended, bringing the total
contract amount to $50,000. The additional scope of services was for "telecommunications
engineering services in support of economic stimulus grant application(s) for the Broadband
Project." Given CTC's experience with the design requirements of the Ultra High-Speed
Broadband Project and the short timeframe allotted to develop the grant proposal, it was
impracticable to solicit proposals for this work scope. The agreement was amended again on
June 1, 2009, bringing the contract total to $85,000, with the same scope of work. There is
approximately $12,000 left under the contract.
DISCUSSION
On July 13, 2009, staff informed the Council that the City was not eligible for first round grant
assistance. The broadband economic stimulus grant program was to have two more funding
rounds after the first round. On November 12, 2009, the NTIA announced that there would be
only one more round of funding, which would begin in early 2010. On January 15, 2010, the
rules and new standards for the second round of funding were announced. The new rules and
standards do not bar the City from submitting an application for grant funding. The grant
application is due by March 15, 2010. To meet the application deadline, ad4itional engineering
support services by CTC will be required. The normal time needed to conduct the competitive
bid process would not allow the City to timely apply for grant assistance. Thus, it is
impracticable to solicit competitive proposals from others under the current circumstances.
The final round grant application document will not be available until February 16, 2010. A
contract amendment in an amount not to exceed $50,000 is requested to obtain professional
services from CTC to support the quick turnaround for the submission of the round two grant
application.
Since time is of the essence, this is a request for an exemption from competitive solicitation,
because it is impracticable to solicit proposals to support the submission of an economic stimulus
grant application(s).
The expected length of the contract is one year.
RESOURCE IMPACT
Funds are available in the 2009-2010 Fiber Optics Fund reserves (approximately $7 million).
POLICY IMPLICATIONS
The report is consistent with the Council's policy and program direction provided to staff.
ENVIRONlVIENTAL REVIEW
The actions requested in this report do not constitute a project for the purposes ofthe California
Environmental Quality Act. Build-out ofthe Broadband System is subject to the requirements of
the California Environmental Quality Act due to the installation, construction and maintenance
of facilities in the public rights-of-way. Necessary environmental review will occur when
appropriate.
CMR:130:10 Page 2 on
PREPARED BY:
APPROVED BY:
CITY MANAGER APPROVAL:
CMR:130:10
JIM FLEMING*~
Management SpecialIst
TOMM MARSHALL
Assistant Director, Utilities Engineering
y~t!5zd&4b~
fot' VALERIE FONG
Director, Utilities Department
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CONTRACT
CITY OF PALO ALTO CONTRACT NO. S09128567
AGREEMENT BETWEEN THE CITY OF PALO ALTO AND
COLUMBIA TELECOMMUNICATIONS CORPORATION
FOR PROFESSIONAL SERVICES FOR
ENGINEERING SUPPORT SERVICES FOR THE ULTRA HIGH SPEED BROADBAND
PROJECT
This AGREEMENT is entered into July 28,2008, by and between the CITY OF
PALO ALTO, a charter city and a municipal corpQration of the State ofC,alifornia ("CITY"), and
COLUMBIA TELECOMMUNICATIONS CORPORATION, Maryland based firm, licensed to
do business in the State of California, located at 5562 Heron Point Road, Royal Oak, MD 21662
(PH) 410-745-5958CCONSULTANT1
).
RECITALS
The following recitals are a substantive portion of this Agreement.
A. CITY intends to provide a city-wide open -access fiber to the premise network ("Project")
and desires to engage a consultant to assist the City in negotiating the technical aspects ofthe Letter
of Intent and other applicable Agreements, and to provide other related Engineering Support
Consultant Services in connection with the Project ("Services"). .
B. CONSULTANT has represented that it has the necessary professional expertise,
qualifications, and capability, and all required licenses and/or certifications to provide the Services.
C. CITY in reliance on these representations desires to engage CQNSUL T ANT to provide the
Services as more fully described in Exhibit "A", Scope of Services, attached to and made a part of
this Agreement.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and
conditions, this Agreement, the parties agree:
AGREEMENT
SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in
Exhibit "A" in accordance with the terms and conditions contained in this Agreement. The
performance of all Services shall be to the reasonable satisfaction of CITY.
SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution
through completion of the services in accordance with the Schedule of Performance attached as
Exhibit "B", unless terminated earlier pursuant to Section 19 of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the perfonnance of
Services under this Agreement. CONSULT ANT shall complete the Services within the term of this
Agreement and in accordance with the schedule set forth in Exhibit "B", attached'to and made a part
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of this Agreement. Any Services for which times for performance are not specitied in this Agreement
shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner
based upon the circumstances and direction communicated to the CONSULTANT. CITY's
agreement to extend the term or the schedule for performance shall not pre~lude recovery of damages
for delay if the extension is required due to the fault of CONSULTANT.
SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to
CONSULT,ANT for performance of the Services described in Exhibit "A", including both payment
for professional services and reimbursable expenses, shall not exceed twenty five thousand dollars
($25,000.00). The applicable rates and schedule of payment are set out in Exhibit "C", entitled
"COMPENSATION," which is attached to and made a part of this Agreement.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit "C". CONSULTANT shall not receive any compensation for Additional Services performed
without the prior written authorization of CITY. Additional Services shall mean any work that is
determined by CITY to be necessary for the proper completion of the Project, but which is not
included within the Scope of Services described in Exhibit "A".
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
invoices to the CITY describing the services performed and the applicable charges (including an
identification of personnel who performed the services, hours worked, hourly rates, and reimbursable
expenses), based upon the CONSULT ANT's billing rates (set forth in Exhil;>it "C"). If applicable, the
invoice shall also describe the percentage of completion of each task. The information in
CONSULTANT's payment requests shall be subject to verification by CITY. CONSULTANT shall
send all invoices to the City's project manager at the address specified in Section 12 below. The City
will generally process and pay invoices within thirty (30) days of receipt.
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SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be
performed by CONSULTANT or under CONSULT ANT's supervision. CONSULTANT represents
that it possesses the professional and technical personnel necessary to perform the Services required
by this Agreement and that the personnel have sufficient skill and experience to perform the Services
assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted,
have and shall maintain during the term of this Agreement all licenses, permits, qualifications,
insurance and approvals of whatever nature that are legally required to perform the Services.
All of the services to be furnished by CONSULTANT under this agreement shall meet the
professional standard and quality that prevail among professionals in the same discipline and of
similar knowledge and skill engaged in related work throughout California under the same or similar
circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itselfinformed of and
in compliance with all federal, state and local laws, ordinances, regulations, and orders that may
affect in any manner the Project or the performance of the Services or those engaged to perform
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Services under this Agreement. CONSULTANT shall procure all'permits and licenses, pay all
charges and fees, and give all notices required by law in the perfqrmance of the S~rvices.
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SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no costto CITY, any and
all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives
notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design
documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors,
omissions or ambiguities discovered prior to and during the course of construction of the Project.
This obligation shall survive termination of the Agreement.
SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works
project, CONSULTANT shall submit estimates of probable construction costs at each phase of
design submittal. If the total estimated construction Gost at any submittal exceeds ten percent (10%)
of the CITY's stated construction budget, CONSULTANT shall make recommendations to the CITY
for aligning the PROJECT design with the budget, incorporate CITY approved recommendations,
and revise the design to meet the Project budget, at no additional cost to CITY.
SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in perfOlming
the Services under this Agreement CONSULTANT, and any person employed by or contracted with
CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an
independent contractor and not an agent or employee of the CITY.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of
CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or
transfer any interest in this Agreement nor the performance of any of CONSUL TANT's obligations
hereunder without the prior written consent of the city manager. Consent to' one assignment will not
be deemed to be consent to any subsequent assignment. Any assignment made without the approval
of the city manager will be void.
SECTION 12. SUBCONTRACTING.
CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement
without the prior written authorization of the city manager or designee.
CONSULT ANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of
the city manager or his designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Lee Afflerbach,
P .E., as the project director to have supervisory responsibility for the performance, progress, and
execution of the Services and as the project coordinator to represent CONSULTANT during the day
to-day work on the Project. If circumstances cause the substitution of the project director, project
coordinator, or any other key personnel for any reason, the appointment of a substitute project
director and the assignment of any key new or replacement personnel will be subject to the prior
written approval of the CITY's project mmtager. CONSULTANT, at CITY's request, shall promptly
remove personnel who CITY finds do not perform the Services in an acceptable manner, are
uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to
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the safety of persons or property.
The City's project manager is Melissa Cavallo, Administrative Services Department, 250 Hamilton
Avenue, Palo Alto, CA 94303, Telephone: 650-329-2208. The project manager will be
CONSULTANT's point of contact with respect to performance, progress and execution of the
Services. The CITY may designate an alternate project manager from time to time.
SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including
without limitation, all writings, drawings, plans, reports, specifications, calculations, documents,
other materials and copyright interests developed un~er this Agreement shaU be and remain the
exclusive property of CITY without restriction or limitation upon their use. CONSULTANT
agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall
be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other
intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if
any, shall make any of such materials available to any individual or organization without the
prior written approval of the City Manager or designee. CONSULTANT makes no
representation of the suitability of the work product for use in or application to circumstances not
contemplated by the scope of work.
SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during
the term of this Agreement and for three (3) years thereafter, CONSULTANT's records pertaining to
matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such
records for at least three (3) years after the expiration or earlier termination of this· Agreement.
SECTION 16. INDEMNITY.
To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold
harmless CITY, its Council members, officers, employees and agents (each an "Indemnified Party")
from and against any and all demands, claims, or liability of any nature, i~cluding del!j,th or injury to
any person, property damage or any other loss, including all costs and expenses of whatever nature
including attorneys fees, experts fees, court costs and disbursements ("Claims") resulting from,
arising out of or in any manner related to performance or nonperformance by CONSULTANT, its
officers, employees, agents or contractors under this Agreement, regardless of whether or not it is
caused in part by an Indemnified Party.
16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to
require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active
negligence, sole negligence or willful misconduct of an Indemnified Party.
16.3. The acceptance of CONSULTANT's services and duties by CITY shall not
operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive
the expiration or early termination of this Agreement.
SECTION 17. WAIVERS. The waiver by either party of any breach or.violation of any covenant,
term, condition or provision of this Agreern:tnt, or of the provisions of any ordinance or law, will not
be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of
any subsequent breach or violation of the same or of any other term,' covenant, condition, provision,
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ordinance or law.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full
force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D".
CONSULT ANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an
additional insured under any general liability or automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through carriers
with AM Bes(1) Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to
transact insurance business in the State of California. Any and all contractors of CONSULTANT
retained to perform Services under this Agreement will obtain and maintain, in full force and effect
during the term of this Agreement, identical insurance coverage, naming CITY as an additional
insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY concurrently
with the execution of this Agreement. The certificates will be subject to the approval of CITY's Risk
Manager and will contain an endorsement stating that the insurance is primary coverage and will not
be canceled, or l11aterially reduced in coverage or limits, by the insurer except after filing with the
Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification,
CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance
are provided to CITY's Purchasing Manager during the entire term ofth~s Agreement. .
18.4. The procuring of such required policy or policies of insurance will not be
construed to limit CONSULTANTs liability hereunder nor to fulfill the indemnification provisions
of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be
obligated for the full and total amount of any damage, injury, or loss caused by' or directly arising as
a result of the Services performed under this Agreement, including such damage, injury, or loss
arising after the Agreement is terminated or the term has expired. '
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The city manager may suspend the performance ofthe Services, in whole or in
part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice
thereof to CONSULTANT. Upon receipt of such notice, CONSULT ANT will immediately
discontinue its performance of the Services.
19.2. CONSUL T ANT may terminate this Agreement or suspend its performance of
the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a
substantial failure of performance by CITY.
19.3. Upon such suspension or termination, CONSULTANT shall deliver to the
City Manager immediately any and all Qopies of studies, sketches, drawings, computations, and other
data, whether or not completed, prepared by CONSULT ANT or its contractors, if any, or given to
CONSULTANT or its contractors, if any, in connection with V1is Agreement. ,Such materials will
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become the property of CITY.
19.4. Upon such suspension or termination by CITY, CONSULTAl"TTwill be paid
for the Services rendered or materials delivered to CITY in accordance with the scope of services on
or before the effective date (i.e., 10 days after giving notice) of suspension 0):' termination; provided,
however, if this Agreement is suspended or terminated on account of a default by CONSULTANT,
CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT's
services whiqh are of direct and immediate benefit to CITY as such determination may be made by
the City Manager acting in the reasonable exercise ofhis/her discretion
19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will
operate as a waiver on the part of CITY of any of its rights under thi's Agreement.
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by
certified mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager.
To CONSULTANT: Attention of the project director
at the address of CONSULTANT recited above
SECTION 21. CONFLICT OF INTEREST.
21.1. In accepting this Agreement, CONSULTANT covenants that it presently has
no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the Services.
21.2. CONSULTANT further covenants that, in the performance ofthis Agreement,
it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT
certifies that no person who has or will have any financial interest under this Agreement is an officer
or employee of CITY; this provision will be interpreted in accordance with the applicable provisions
of the Palo Alto Municipal Code and the Government Code of the State of California.
21.3. If the Project Manager determines that CONSULTANT is a "Consultant" as
that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT
shall be required and agrees to file the appropriate financial disclosure documents required by the
Palo Alto Municipal Code and the Political Reform Act.
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SECTION 23. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section
2.30.510, CONSULTANT certifies that in the performance of this Agre,ement, it shall not
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discriminate in the employment of any person because of the race, skin color, gender, age, religion,
disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status,
weight or height of such person. CONSULTANT acknowledges that it has read and understands the
provisions of Section 2.30.510 of the Palo Alto Municipal Code relatil).g to Nondiscrimination
Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section
2.30.510 pertaining to nondiscrimination in employment, including completing the form furnished by
CITY and set forth in Exhibit "E."
SECTION 24. MISCELLANEOUS PROVISIONS.
24.1. This Agreement will be governed by the laws of the State of California.
24.2. In the event that an action is brought, the parties agree that trial of such action
will be vested exclusively in the'state courts of California in the County of Santa Clara, State of
California. .
24.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys' fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value of
legal services provided by attorneys employed by it as well as any attorneys' fees paid to third
parties.
24.4. This document represents the entire and integrated agreement between the
parties and supersedes all prior negotiations, representations, and contracts, either written or oral.
This document may be amended only by a written instrument, which is signed by the parties.
24.5. The covenants, terms, conditions and provisions of this Agreement will apply
to, and will bind, the heirs, successors, executors, administrators, assignees,'and consultants of the
parties.
24.6. If a court of competent jurisdiction finds or rules that any provision of this
Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this
Agreement and any amendments thereto will remain in full force and effect.
24.7. All exhibits referred to in this Agreement and any addenda, appendices,
attachments, and schedules to this Agreement which, from time to time, may be referred to in any
duly executed amendment hereto are by such reference incorporated in this Agreement and will be
deemed to be a part of this Agreement.
24.8. This Agreement is subject to the fiscal provisions of the Charter of the City of
Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a)
at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year,
or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the
fiscal year and funds for this Agreement are no longer available. This Section 24.8 shall take
precedence in the event of a conflict with any other covenant, term" condition, or :provision of this
Agreement.
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24.9. The individuals executing this Agreement represent and warrant that they have
the legal capacity and authority to do so on behalf of their respective legal entities.
IN WITNESS WHEREOF, the parties hereto have by their duly authorized
representatives executed this Agreement on the date first above written.
CITY OF PALO ALTO COLUMBIA TELECOMMUNICATIONS
Contr
Attachments:
EXHIBIT "A":
EXHIBIT "B":
EXHIBIT "C":
EXHIBIT "C-l";
EXHIBIT "D":
EXHIBIT "E":
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CORPO TION
B;: . Doj,uA.9.--!-{tY7/J
tiv\il\,~
Taxpayer Identification No.
SCOPE OF WORK
SCHEDULE OF PERFORMA~CE
COMPENSATION
SCHEDULE OF RATES
INSURANCE REQUIREMENTS
CERTIFICATION OF NONDISCRIMINATION
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EXHIBIT "A"
SCOPE OF SERVICES
TereC:9lr.JIll:1.nkatio~S'ystems Em!:neering
Scope of Services
Assist the City in negotiating the technical aspects of the Letter of Intent and
Agreements (e.g., Dark Fiber License, Facility Use Agreement, Pole Attachment
Agreement, Conduit Occupancy Agreement, and Management Service Agreement)
with the 180 Consortium for a citywide open-access fiber to the premise network
(Network). Aid in the establishment of the Network's technical and performance
requirements and in the development of service level agreements. Assist the City in
developing a plan to secure its vital functions that reside on the Network. Ensure all
costs for preparing the dark fiber backbone for SPE use are included in the
Consortium's construction cost estimates. Help the parties to define responsibility for
maintenance, repair and capital replacement for the City's dark fiber backbone:
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EXHIBIT "B"
SCHEDULE OF PERFORtlVIANCE
CONSULTANT shall complete the Services detailed in
Exhibit AT Scope of Services, in a timely manner agreed upon by
both CONSULTANT and the City's Project Manager .
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EXHIBIT "C"
COMPENSATION
The CITY agrees to compensate the CONSULT ANT for professional services performed in
accordance with the terms and conditions of this Agreement based on the hourly rate schedule
attached as Exhibit C-I.
The compensation to be paid to CONSULTANT under this Agreement for all services
described in Exhibit "A" ("Services") and reimbursable expenses shall not exceed $25,000.00.
CONSULT ANT agrees to complete all Services, including reimbursable expenses, within this
amount. 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 costto the
CITY.
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.
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 forreimbursementoftravel
and meal expeBses for City of Palo Alto employees, and will be subject to pre-approval by the
CITY ..
B. Long distance telephone cellular phone, facsimile transmissio~ 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 $250.00 shall be approved in advance by the CITY's
project manager.
ADDITIONAL SERVICES
080726
The CONSULTANT shall provide additional services only by advanced, written authorization
from the CITY. The CONSULTANT, at the CITY's project manager's request, shall submit a
detailed written proposal including a description of the scope of services, schedule, level of
effort, and CONSULTANT's proposed maximum compensation, including reimbursable
expenses, for such services based on the rates set forth in Exhibit C-l. The additional
services scope, schedule and maximum compensation shall be negotiated and agreed to in
writing by the CITY's Project Manager and CONSULTANT prior to commencement of the
services .. Payment for additional services is subject to all requirements and restrictions in this
Agreement.
11 Professional Services
Revised 10/18/07
EXHIBIT "C-1"
HOURLYR~TESCHEDULE
Columbia Telecommunications Corporation
10613 Concord Street. Kensington, MD 20895 • 301-993-1483 ., fax: 301-993-3340 • \,,i'.,y'''''.CTCnet.us
COLUMBIA TELECOMMUNICA TlONS CORPORA TJON
2008 BILLING RATES
Principal Engineer/Analyst $150
Senior Project Engineer/Analyst $140
Senior Engineer/Analyst $130
Staff I?ngineer/ Analyst $1.2 0
Engineer Aide II $ 65
Services to clients are billed on an hourly basis. eTC's billing rates are inclusive 'of all routine
expenses itlc1uding administrative, accounting, and computer support, telephone calls, and
photocopying. Non-routine expenses and long-distance travel are recovered at direct cost with no
mark-up.
Payment is due within thirty (30) days of invoice.
-",
I 12 f
Professional Services
Revised 10/18/07
080726
AMENDMENT NO. 1 TO AGREEMENT NO. S09128567
BETWEEN THE CITY OF PALO ALTO AND
COLUMBIA TELECOMMUNICATIONS CORPORATION
This Amendment No. 1 to Agreement No. S09128567
("Agreement") is entered into March 30, 2009, by and between the
CITY OF PALO ALTO ("CITY"), and . COLUMBIA TELECOMMUNICATIONS
I
CORPORATION, Maryland based rm, licensed to do business in the
State of California, located at 5562 Heron Point Road, Royal Oak,
MD 21662 (PH) 410-745-5958 ("CONSULTANT") .
R E CIT A L S:
WHEREAS, the Agreement was entered into on July 28, 2008,
between the part for the provision of ENGINEEtRING SUPPORT
SERVICES FOR THE ULTRA HIGH SPEED BROADBAND PROJECT; and
I WHEREAS, the parties wish to amend the Agre~ment;
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Amendment, the parties agree:
SECTION 4. The section entitled "NOT TO EXCEED
COMPENSATION" is hereby amended, to read as follows:
, 0903,3 0 9000050
SECTION 4. NOT TO EXCEED COMPENSATION. The compensation
to be paid. to CONSULTANT for performance of the Services
described in Exhibit "A", including both payment
t,
1
Amend.agt
Rev. July 31. 1998
professional services and reimbursable expenses, shall
not exceed fifty thousand dollars ($50, 000. 00) . The
applicable rates and schedule of payment are set out in
Exhibit "C n , entitled "COMPENSATION," which is attached
to and made a part of this Agreement.
EXHIBITS. The, following exhibit (s) to the Agreement
is/are hereby amended' to read as set forth in the attachment(s) to
this Amendment,which are incorporated in full by this reference:
a. Exhibit A-I entitled: Additional Scope
b. Exhibit C entitled: COMPENSATION.
Except as herein modified, all other provisions of the
I
Agreement, including any ~xhibits and subsequent amendments
thereto, shall remain in full force and effect.
J.
2
'090336 9000050
"
Arnend.agt
Rev. July 31,1998
IN WITNESS WHEREOF, the parties have by their duly
authorized representatives executed this Amendment on the date
first above written.
CITY OF PALO ALTO
APPROVED AS TO FORM:
Senior Asst. City Attorney
APPROVED:
~ .. t{su/.kS
Purchasing Manager
Attachments:
COLUMBIA TELECOMMUNICATIONS
CORPORATION
By: <14~1v'i\P <.5 t1nlJ/)
Name: (~. )O(U1 r)( ,5 -t@l.'\ ~>
Tit 1 e : f:rrs \t:Qe iv.v
By: ----------------------------
Name: --------------------------
Title: -------------------------
EXHIBIT. "A-l":
EXHIBIT "C" Revised:
ADDITIONAL SCOPE
COMPENSATION
3
'090330 9000050 Amend.agt
Rev. July 31, 1998
EXHIBIT "A-l"
ADDITIONAL SCOPE
In addition to the Scope of Services detailed in EXHIBIT.A", SCOPE OF
SERVICE' CONSULTANT will provide:
"Telecommunications engineering services in support of economic stimulus
grant application(s) for the Broadband Project."
"".
!.
090330' 9000050
4
Amend.agt
Rev. july 31,1998