HomeMy WebLinkAboutStaff Report 334-10TO: HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: PUBLIC WORKS
DATE: AUGUST 5, 2010 CMR:334:10
REPORT TYPE: ACTION
SUBJECT: Approval of Four Contract Documents for the Mitchell Park Library
and Community Center and Main Library Measure N Bond Project
(CIP PE~09006 and PE-11 000): (1) Contract with Flintco, Inc., in a
Total Amount Not to Exceed $26,801,500 for Construction; (2) Contract
Amendment Three with Group 4 Architecture, Research + Planning,
Inc., to Add $1,503,696 for Construction Administration Services for
the Mitchell Park Library and Community Center and to Add
$1,763,304 for Design Services for the Main Library and for
Preliminary Design of a Temporary Main Library for a Total Contract
Amount Not to Exceed $7,423,710; (3) Contract Amendment Two with
Turner Construction to Add $2,890,000 for Construction Management
Services for the Mitchell Park Library and Community Center and to
Add $118,250 for Project Administration Services During Design of the
Main Library and Preliminary Design of a Temporary Main Library
for a Total Contract Amount Not to Exceed $3,578,448; and (4)
Contract with Stoller Studios, Inc. in an Amount Not to Exceed $90,000
for Fabrication and Installation of Public Art for the Mitchell Park
Library Entryway
RECOMMENDATION
Staff recommends that Council:
1. Approve and authorize the City Manager or his designee to execute a contract
(Attachment A) with Flintco, Inc., in the amount of $24,365,000 for construction of a
new Mitchell Park Library and Community Center (PE-09006).
2. Authorize the City Manager or his designee to negotiate and execute one or more change
orders to the contract with Flintco, Inc., for related, additional but unforeseen work which
may develop during the project, the total value of which shall not exceed $2,436,500.
3. Approve and authorize the City Manager to execute Amendment No. Three (Attachment
B) to contract C09130744 with Group 4 Architecture, Research + Planning (Group 4
Architecture), Inc., to add up to $3,267,000 for a total contract amount not to exceed
$7,423,710. Approval of Amendment No. Three includes the following additional
workscope:
CMR:334:10 Page 1 of9
a. Construction administration services for the Mitchell Park Library and
Community Center (PE-09006), in the amount of $1,369,856 for basic services
and $133,840 for additional services.
b. Design services for the remodel and expansion of the Main Library (PE-11 000),
in the amount of $1,563,415 for basic services and $141,342 for additional
servIces
c. Preliminary design services for a temporary Main Library (PE-11000), in the
amount of$53,225 for basic services and $5,322 for additional services.
4. Approve and authorize the City Manager to execute Amendment No. Two (Attachment
C) to contract C10131631 with Turner Construction, Inc., to add up to $3,008,250. This
amount includes $2,737,500 for basic services and $270,750 for additional services for a
total contract amount not to exceed $3,578,448. Approval of Amendment No. Two
includes the following additional workscope:
a. Construction management services for the Mitchell Park Library and Community
Center (PE-09006), in the amount of $2,600,000 for basic services and $260,000
for additional services.
b. Project administration services for the remodel and expansion of the Main Library
(PE-llOOO), in the amount of $92,500 for basic services and $10,750 for
additional services.
c. Administrative services during preliminary design of a temporary Main Library
(PE-11000), in the amount of$15,000.
5. Approve and authorize the City Manager to execute an Agreement with Stoller Studios,
Inc. in an amount not to exceed $90,000 for the fabrication and installation of public art
for the entryway of the Mitchell Park Library (Attachment E).
BACKGROUND
On July 7,2008, Council directed staff to proceed with placing on the November 2008 ballot a
library/community center bond measure. Measure N, which passed on November 4, 2008,
includes funding for construction of a new and expanded Mitchell Park Library and Community
Center (MPLCC), renovation of the Downtown Library and renovation and expansion of the
Main Library. Detailed history of the design development can be found in past City Manager's
Reports (CMR) to Council (CMR:286:02, CMR:119:06, CMR:343:06, CMR:434:06;
CMR:225:07, CMR:321:08, CMR:473:08, CMR:149:09) and CMR:248:10 that can be viewed
at: http://www.cityofpaloalto.org/knowzone/reports/cmrs.asp).
Construction of the MPLCC is scheduled to begin in September 2010 and be complete
approximately two years later. The design of the Main Library will begin in the fall of 2010 and
be complete approximately one year later.
DISCUSSION
Mitchell Park Library and Community Center
The existing library is approximately 10,000 square feet and will be replaced with a new facility
of 40,000 square feet. The new library will be two stories to accommodate an enlarged
collection, a children's area, an acoustically separated teen area, group study rooms, staff areas
and a program room. Increases in collection, seating, computers, children's area and
CMR:334:10 Page 2 of9
programming space are planned to serve the projected population in 2030. Technical services
staff, currently located in the temporary library at the Cubberly Community Center, will be
relocated to the new Mitchell Park Library in order to facilitate intake for the entire library
system.
The existing Community Center is approximately 10,000 square feet and will be replaced with a
new facility of 16,000 square feet. Similar to the existing community center, the new building
will be a one-story building attached to the new library. The new community center will allow
for additional programming space and rental availability. By sharing activity space, the joint
facility will be smaller in size than two independent buildings and will create a more efficient use
of the library/community center site. The joint MPLCC building has been designed to achieve
the U.S. Green Building Council's Leadership in Energy and Environmental Design (LEED)
Gold-level rating.
Main Library
The Main Library improvements will include small group study rooms that are acoustically
separated from the rest of the existing building, and a new detached program space that will seat
100 people. To accommodate the new program space, the Main Library will expand by
approximately 4,000 square feet from the current 21,000 square feet on the ground floor of the
building (CMR:434:06). The interior of the existing library will also be reconfigured to make
better use of areas that are vacated by relocating certain materials into the new detached building.
Lighting and other existing building systems will also be upgraded. All of the improvements
will be made with consideration for the historic nature of the existing building. Improvements to
the Main Library will be the final phase of the Measure N Bond measure projects.
Temporary Main Library
Design and construction costs for a temporary Main Library are bondable. Given lower than
anticipated construction costs on these projects, the City has an opportunity to provide a
temporary Main Library facility, if an appropriate location can be found, costs can be
accommodated within the available bond funding and Council approves moving forward with the
facility. Costs for the preliminary design and project administration associated with the
temporary library will be paid from the Main Library CIP PE-11000 but will be tracked
separately. Costs for a temporary Main Library will require approval by Council as indicated on
April 12, 2010 (CMR:209:10) and an allowance of $1,000,000 for a temporary library has been
set aside in the initial bond sale (CMR:242: 1 0).
Mitchell Park Library and Community Center Contracts and Bid Process
Contractor Prequalification
Given the size, complexity and location of the Mitchell Park project, staff wanted to ensure that
any contractor selected would be capable of completing the project in a high quality and timely
fashion. In March 2010, a Request for Prequalification of Bidders was advertised and posted at
local Builder's Exchanges. Any contractor who intended to submit a bid was required to
complete a questionnaire that presented the company's financial status, ability to obtain bonding,
experience on similar structures, and references. The application focused on essential
requirements for public bids, history and organizational performance, safety, LEED and relevant
technical experience, performance on recent projects and customer feedback. Approved
companies demonstrated a successful, established organization with a positive track record in
similar public projects.
CMR:334:10 Page 3 of9
Of the 23 applicants, 10 contractors passed the initial review. Three more passed with
supplemental review for a total of 13 pre-qualified bidders. Safety, LEED experience and
project data sheets showing relevant, successful work were the main differentiators.
Bidding Phase
A notice inviting formal bids (IFB) for the Mitchell Park Library and Community Center
Construction was sent to the thirteen pre-qualified contractors. The bidding period was 39 days.
Bids were received from six contractors on July 13, 2010, as listed on the attached bid summary
(Attachment D). Bids ranged from a low of$24,365,000 to a high of$30,791,283.
Summary of Bid Process
Bid NamelNumber IFB136473 Mitchell Park Library & Community Center Project
Proposed Length of Project 700 days
Number of Bids Mailed to 41
Contractors
Number of Bids Mailed to Builder's 12
Exchanges
Total Days to Respond to Bid 39
Pre-Bid Meeting? Yes
Number of Company Attendees at 10
Pre-Bid Meeting
Number of Bids Received SIX
Bid Price Range* Low of $24,365,000 to a high of$30,791,283
*Bid summary provided in Attachment D
Staff has reviewed all bids submitted and recommends that the bid of $24,3 65,000 submitted by
Flintco, Inc., be accepted and that Flintco, Inc., be declared the lowest responsible bidder. The
bid is 25 percent below the engineer's estimate of $32,400,000. The engineer's estimate was
developed using data from two separate estimates; one prepared by a professional cost
estimating firm, Davis Langdon Associates and another estimate prepared by the City's
construction management firm, Turner Construction. The low bids for this project can be
attributed to the current depressed economic conditions, which are highly conducive to
competitive bidding. The low bid from Flintco is also in keeping with recent construction bids
on City projects being 20-40 percent below the. engineer's estimate.
Staff confirmed with the Contractor's State License Board that the contractor has an active
license on file. Staff checked references supplied by the contractor for previous work performed
and found no major complaints.
The second lowest bidder, C. Overaa, filed a protest on July 22, arguing that Flintco had failed to
adequately list subcontractors for plumbing, heating, ventilation and air conditioning work. The
City carefully reviewed these claims and determined that Flintco's subcontractor listing was
similar to that of other bidders. The City notified Overaa of its findings and Overaa withdrew its
protest on August 2. No other protests were submitted within the protest period.
Tree Removal and Replacement
In order to construct the new MPLCC and parking lot, certain trees will need to be removed and
new trees planted. The Planning and Public Works arborists met with a consulting arborist, Mr.
David Babby of Arbor Resources, Inc., to develop a suitable tree replacement plan. There are
CMR:334:10 Page 4 of9
100 trees on the existing site, of which 73 will be removed due to construction impacts, age, and
susceptibility to limb drop or a combination of these things. Two existing trees have already
been relocated to other areas of Mitchell Park and staff is salvaging small plantings for use
elsewhere. To the 25 trees that will remain, 56 new trees will be added as part of the project.
These new trees were selected in part because of their shape and color but also because of their
ability to thrive with the use of reclaimed water, which is projected to be available at the site in
approximately five years. The new trees will also provide the level of shade required throughout
the site. This will result in a total of 81 trees at the site, with a net loss of 19 trees. It should be
noted that although there is a net loss of trees, the building footprint has increased from roughly
20,000 for the two existing buildings to 36,000 square feet for the joint facility. Trees that are to
be removed will be posted with removal signs for two weeks. Coordination with CANOPY will
occur prior to the removal of trees.
There are mature stone pines at the north end of the site that are slated for removal prior to
construction. These stone pines appear to have been planted at the time the original library was
constructed and as such as likely 50 years old. They are at the stage of growth where limbs have
begun to fail. If allowed to remain, these pines would abut the new MPLCC parking lot which
would require their roots to be cut, further compromising the trees' health. These pines are
recommended for removal because they are unlikely to survive construction without
extraordinary measures and because they have already begun to drop limbs. A stone pine of
similar age in Mitchell Park dropped a limb and injured a boy, resulting in a lawsuit against the
City. The entire grove of stone pine trees were then severely pruned but after several years of
continued limb drop, the entire grove of trees was removed. Stone pines of the same age have
also been removed along San Antonio Road because of the damage they have caused to the
pavement and their susceptibility to limb <;irop. Public Works tree crews continue to trim broken
limbs on an almost weekly basis for the Stone Pines that remain on San Antonio Road.
While the Stone Pines are slated for removal, there are several large trees that the project team
wanted to preserve and in fact the library/community center was broken into three separate
buildings in order to preserve an existing oak tree. A large group of blue atlas cedars has been
carefully preserved and artwork has been specifically placed to accent the trees.
In addition to City Council, Architectural Review Board (ARB), Parks and Recreation
Commission and Art Commission meetings, specific public outreach for the project was as
follows:
·City Manager Press release: February 22,2010; October 12, 2009 and May 6,2009
·Community Meetings: March 18,2010; October 29,2009 and May 19, 2009
·City website: tree removal plans posted in October 2009; minor update on February 23,2010
• ARB meeting notification, 600 foot radius mailing: September 3, 2009 and February 18, 2010
Group 4 Architecture Contract Amendment
Amendment No.3 (Attachment B) to the contract with Group 4 Architecture will provide for
general construction administration oversight during the construction phase of the MPLCC. Also
included in Amendment No.3 are services for the preparation of final construction documents
for the Main Library and for preliminary design of any temporary Main Library. The
preliminary design for a temporary Main Library will begin only if a suitable location is found.
The preliminary drawings will be used to develop a concept plan and viable construction cost
estimates. Staff will report the findings to Council and request direction prior to proceeding with
CMR:334:10 Page 5 of9
a more detailed design.
Turner Construction Contract Amendment
The project administration workload for the Measure N bond projects is beyond what Public
Works staff can administer without assistance. Amendment No.2 to the contract with Turner
Construction (Attachment C) will provide for staff from Turner Construction to supplement
Public Works staff during the construction of the MPLCC. In addition to providing daily
oversight of the respective contractors, sub consultants to Turner Construction will provide
testing and inspection services for the project. Also included in Amendment No.2 are project
administration services for the preliminary design of a temporary Main Library during the
construction document phase of the Main Library.
Mitchell Park Library Entryway Public Art Contract Award to Stoller Studios, Inc.
The Public Art Commission recommends that the City Council approve a contract with Roger
Stoller to fabricate and install a public art piece in the entryway of the Mitchell Park Library.
This recommendation follows a comprehensive selection process that incorporated input from
numerous stakeholders and is one component of the proposed public art program for the Mitchell
Park library/community center campus.
In October 2009, the Council approved a contract for $280,000 with artist Bruce Beasley using
the One Percent for Art funds associated with this project (CMR:410:09). The artist will create a
sculpture to be located along Middlefield Road in front of the new Mitchell Park Library and
Community Center. That contract award was consistent with prior Council direction that a
Bruce Beasley sculpture be considered for the Mitchell Park Library and Community Center
instead of at the California Avenue fountain site, as originally proposed. The City maintains a
policy that one percent of the construction costs for new public facilities be dedicated to the
creation of a public art piece at the new facility. The funding for the Bruce Beasley piece will
come from the One Percent for Art funds for this project. These funds will come from bond
proceeds authorized by the voters as part of the approval of the Measure N library and
community center bond.
Given that the Mitchell Park Library and Community Center is the largest capital project that the
City has undertaken in 50 years, there is a unique opportunity to create a showcase of public art
within the project. In recognition of this fact, the Public Art Commission, with input from the
library bond stakeholders, identified three key areas to incorporate additional art installations
throughout the complex. The Commission voted to authorize $120,000 in public art funds (from
the City's Capital Improvement Program) to create three additional pieces for the project: 1) an
entryway piece for the library; 2) a mural for the teen center; and 3) artistically-designed bollards
in the entryway courtyard. Only the entryway piece requires Council approval as the contract
amount exceeds the City Manager's authorized signing authority of $85,000. All three pieces,
however, have followed a similar selection process and engaged stakeholders.
The City released a Request for Artist Proposals on April 9, 2010 for the three pieces. The
deadline for proposals was May 12, 2010. The City received 22 proposals for the entryway
piece. A selection panel was convened that was comprised of three Public Art Commissioners, a
Library Advisory Commissioner, the Library Director, a representative from the Palo Alto
Library Foundation, and a community member with a background in new media art. Staff from
Public Works, Arts & Sciences, and from Group 4 Architects served as technical advisors to the
panel. The panel met once to review all of the artist proposals and narrowed the list to three
CMR:334:10 Page 60f9
finalists. The panel then met again in person with each of the three finalists to receive more
details about each proposal.
The panel ultimately recommended selection of Roger Stoller to receive the commission for the
Mitchell Park library entryway piece. For the past nine years, Mr. Stoller has been sculpting full
time out of studios in Portola Valley and San Jose, California. Prior to devoting his efforts to
SCUlpting full time, Mr. Stoller maintained a thriving practice in industrial design and product
development for corporate clients. He has installed pieces around the country, including
installations at the Allen Public Library (Allen, Texas), the Jack London Market Building
(Oakland, CA), and the Music Center Strathmore (Bethesda, MD). The piece he envisions for
the Mitchell Park Library is entitled "Radiant Seed" and will consist of between 275-325 sq. ft.
of "metal lace" sculpture that can be applied to different walls within the library entry area.
The contract with Stoller Studios, Inc. is included as Attachment E and renderings of the piece
are included as Attachment F.
RESOURCE IMPACT
On May 10, 2010, Council approved a Resolution authorizing the first issuance and sale of
Measure N General Obligation (GO) in an amount not to exceed $60.0 million. Based on
estimated project needs, staff sold bonds on June 9,2010 that yielded $58.5 million for projects.
Once proceeds were received, staff drew down $4.3 million to reimburse the Infrastructure
Reserve for library and community center expenses incurred between March 2, 2009 and receipt
of bond monies. Total costs reimbursed to date are $4.3 million, leaving a $54.4 million balance
in project funds.
Costs for the various contracts being requested in this report are as follows:
Flintco Construction
Group 4 Architecture,
Amendment No.3
MPLCC (PE-09006)
$ 26,801,500
$ 1,503,696
Turner Construction, $ 2,890,000
Amendment No. 2
Total: $ 31,195,196
Group 4 Architecture,
Amendment No.3
Main Library (PE-11000)
$ 1,763,304
Turner Construction, $ 118,250
Amendment No.2
Total: $ 1,881,554
Grand Total $33,076,750
Assuming all of these contract dollars are spent, it is expected that $21.1 million in proceeds will
be available after work described in this report is completed.
CMR:334:10 Page 7 0[9
Costs for a temporary Main Library can be covered by bond funds and, because of the low bids
that have been received; there is sufficient financial flexibility to build temporary Main Library
quarters. A new CIP would be established for this project ifit moves forward.
After projects in the first phase of construction and planning are completed, any remaining funds
from the first bond issue can and will be used for the Main library proj ect. Depending upon the
amount of available funds and the estimated construction costs for Main, a second bond issue
will likely be needed.
For details on the bond issuance and the applicable tax rates and assessments for 2011, see the
Discussion section in CMR 337:10, on Council's August 2 agenda. Once the second series of
bonds is issued for Main Library work (estimated to begin in Winter 2012), property owners will
see a second increase in their property taxes. This increase is dependent upon the amount of
bonds required for the second issue and the prevailing interest rate at the time of the bond sale.
The funding for the contract with artist Roger Stoller will not come from Measure N bond
proceeds but from Public Art Commission funds previously appropriated in the City's Capital
Improvement program.
POLICY IMPLICATIONS
Approval of these contracts is consistent with Council's previous direction on the library proj ects
and will further the projects identified in Measure N. It does not represent a change in City
policy.
TIMELINE
The existing MPLCC has been closed and its staff, books, and equipment have been relocated to
the Cubberly Community Center. Construction on the new MPLCC library and community
center is expected to begin in September and be complete in approximately September 2012.
This timeline includes the installation of furniture and equipment and the relocation of Technical
Services staff now located at the temporary library at the Cubberly Community Center.
Design work for the Main Library will begin in the fall of2010. The design period is expected
to last for one year. Construction on the Main Library is anticipated to start in the winter of
2012.
Identification of an appropriate location for a temporary Main Library will begin in the fall of
2010. If a location is identified, preliminary design will be developed so that the estimated cost
and location can be presented to Council before proceeding with more detailed design.
ENVIRONMENTAL REVIEW
On July 21, 2008, the Council confirmed the Director of Planning and Community
Environment's approvals of a Mitigated Negative Declaration for the MPLCC and a 2007
Addendum to the 2002 final Environmental Impact Report for the Main Library.
CMR:334:10 Page 80f9
ATTACHMENTS
Attachment A: Construction Contract, Cll136473
Attachment B: Contract Amendment No.3, Group 4 Architecture, Research + Planning
Attachment C: Contract Amendment No.2, Turner Construction
Attachment D: Bid Summary
Attachment E: Contract with Stoller Studios, Inc.
Attachment F: Renderings of "Radiant Seed" public art p7/' ____ -------
PREPARED BY: L~
DEP ARTMENT HEAD:
CITY MANAGER APPROVAL:
CMR:334:1O
KAREN BENGARD
Senior Engineer
~A.8J±
GLENN S. ROBERTS
Director of Public Works
~~ -.Gte JEs KEENE 1 ~ City Manager
Page 9 of9
ATTACHMENT A
•. ~
PALO ALTO
CONSTRUCTION CONTRACT
Contract No. C11136473
City of Palo Alto
and
Flintco, Inc.
PROJECT:
Mitchell Park Library and Community
Center Project
~ev. February 1, 2010
SECTION 1.
CONSTRUCTION CONTRACT
TABLE OF CONTENTS
INCORPORATION OF RECITALS AND DEFINITIONS ..........................•.......•. 1
1.1 Recitals ................................................................................................................................ 1
1.2 Definitions ........................................................................................................................... 1
SECTION 2. THE PROJECT ............................................••............................•.....•........•.......•. 1
SECTION 3. THE CONTRACT DOCUMENTS ................•....................................................•. 1
LIST OF DOCUMENTS ........................•....................•...............•.•..............•..•........•.....................•... 1
3.2 ORDER OF PRECEDENCE ........................•..................................................•... 2
SECTION 4. THE WORK ..................................................•................................................•.... 2
SECTION 5. PROJECT TEAM ........................................•.•..................................................... 2
SECTION 6. TIME OF COMPLETION ......................•......•....................................................•. 3
6.1 Time Is of Essence ............................................................................................................. 3
6.2 Commencement of Work ................................................................................................... 3
6.3 Contract Time ..................................................................................................................... 3
6.4 Liquidated Damages .......................................................................................................... 3
6.4.1 Entitlement. .................................................................................................................. 3
6.4.2 Daily Amount ............................................................................................................... 3
6.4.3 Exclusive Remedy ....................................................................................................... 3
6.4.4 Other Remedies ........................................................................................................... 3
6.5 Adjustments to Contract Time .......................................................................................... 3
SECTION 7. COMPENSATION TO CONTRACTOR •......•...................................................••• 4
7.1 Contract Sum ...................................................................................................................... 4
7.2 Full Compensation ............................................................................................................. 4
7.3 Compensation for Extra or Deleted Work ........................................................................ 4
7.3.1 Self Performed Work ................................................................................................... 4
7.3.2 Subcontractors ............................................................................................................ 4
Rev. February 1,2010
Contract C11136473 Flintco Inc.doc
SECTION 8. STANDARD OF CARE ....................................................................................... 4
SECTION 9. INDEMNIFiCATION ............................................................................................ 5
9.1 Hold Harmless .................................................................................................................... 5
9.2 Survival ..... ' .......................................................................................................................... 5
SECTION 10 NONDISCRIMINATION ...................................................................................... 5
SECTION 11. INSURANCE AND BONDS ....................................................•........................... 5
SECTION 12. PROHIBITION AGAINST TRANSFERS ............................................................ 5
SECTION 13. NOTiCES ............................................................................................................ 6
13.1 Method of Notice ................................................................................................................ 6
13.2 Notice Recipients ............................................................................................................... 6
13.3 Change of Address ......................................................•..................................................... 7
14.1 Resolution of Contract Disputes ...................................................................................... 7
14.2 Resolution of Other Disputes ........................................................................................... 7
14.2.1 Non-Contract·Disputes ................................................................................................ 7
14.2.2 Litigation, City Election ................................................................................................. 7
14.3 Submission of Contract Dispute ...................................................................................... 8
14.3.1 By Contractor ....................................... ~ ....................................................................... 8
14.3.2 By City .......................................................................................................................... 8
14.4 Contract Dispute Resolution Process .............................................................................. 8
14.4.1 Direct Negotiations ...................................................................................................... 8
14.4.2 Deferral of Contract Disputes ...................................................................................... 9
14.4.3 Mediation ..................................................................................................................... 9
14.4.4 Binding Arbitration ....................................................................................................... 9
14.5 Non-Waiver ....................................................................................................................... 10
SECTION 15. DEFAULT ......................................................................................................... 11
15.1 Notice of Default ............................................................................................................... 11
15.2 Opportunity to Cure Default ............................................................................................ 11
SECTION 16. CITY'S RIGHTS AND REMEDIES ................................................................... 11
16.1 Remedies Upon Default ................................................................................................... 11
16.1 .1 Delete Certain Services ............................................................................................. 11
16.1 .2 Perform and Withhold ................................................................................................ 11
ii Rev. February 1, 2010
Contract C111364 73 Flintco Inc.doc
16.1.3
16.1.4
16.1.5
16.1.6
Suspend The Construction Contract ......................................................................... 11
Terminate the Construction Contract for Default... .................................................... 11
Invoke the Performance Bond ................................................................................... 11
Additional Provisions ................................................................................................. 12
16.2 Delays by Sureties ........................................................................................................... 12
16.3 Damages to City ............................................................................................................... 12
16.3.1 For Contractor's Default ............................................................................................ 12
16.3.2 Compensation for Losses .......................................................................................... 12
16.5 Suspension by City for Convenience ............................................................................. 12
16.6 Termination Without Cause ............................................................................................ 13
16.6.1 Compensation ........................................................................................................... 13
16.6.2 Subcontractors .......................................................................................................... 13
16.7 Contractor's Duties Upon Termination .......................................................................... 13
SECTION 17. CONTRACTOR'S RIGHTS AND REMEDIES .................................................. 14
17.1 Contractor's Remedies .................................................................................................... 14
17.1.1 For Work Stoppage ................................................................................................... 14
17.1 .2. For City's Non-Payment. ............................................................................................ 14
17.2 Damages to Contractor ................................................................................................... 14
SECTION 18. ACCOUNTING RECORDS ............................................................................... 14
18.1 Financial Management and City Access ........................................................................ 14
18.2 Compliance with City Requests ...................................................................................... 14
SECTION 19. INDEPENDENT PARTIES ................................................................................ 14
SECTION 20. NUISANCE ....................................................................................................... 15
SECTION 21. PERMITS AND LICENSES .............................................................................. 15
SECTION 22. WAiVER ............................................................................................................ 15
SECTION 23 GOVERNING LAW ........................................................................................... 15
SECTION 24 COMPLETE AGREEMENT .................•............................................................ 15
SECTION 25 SURVIVAL OF CONTRACT ............................................................................. 15
SECTION 26 PREVAILING WAGES ...................................................................................... 15
iii Rev. February 1, 2010
Contract C11136473 Flintco Inc.doc
SECTION 27
SECTION 28
SECTION 29
SECTION 30
NON APPROPRIATION ................................................................................... 16
GOVERNMENTAL POWERS .......................................................................... 16
ATTORNEY FEES ............................................................................................ 16
SEVERABILITY ................................................................................................ 16
iv Rev. February 1,2010
Contract C11136473 Flintco Inc.doc
CONSTRUCTION CONTRACT
THIS CONSTRUCTION CONTRACT entered into on ("Execution Date")
by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and
Flintco, Inc. ("Contractor"), is made with reference to the following:
RE C IT ALS:
A. City is a municipal corporation duly organized and validly existing under the laws of the
State of California with the power to carry on its business as it is now being conducted under the
statutes of the State of California and the Charter of City.
B. Contractor is a corporation duly organized and in good standing in the State of
Oklahoma, Contractor's License Number 702469. Contractor represents that it is duly licensed by the
State of California and has the background, knowledge, experience and expertise to perform the
obligations set forth in this Construction Contract.
C. On June 4,2010, City issued an Invitation for Bids (IFB) to contractors for the Mitchell
Park Library and Community Center Project ("Projecf'). In response to the IFB, Contractor submitted a
bid.
D. City and Contractor desire to enter into this Construction Contract for the Project, and
other services as identified in the Bid Documents for the Project upon the following terms and
conditions.
NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set
forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, it is mutually agreed by and between the undersigned parties as follows:
SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS.
1.1 Recitals.
All of the recitals are incorporated herein by reference.
1.2 Definitions.
Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the
General Conditions. If there is a conflict between the definitions in this Construction Contract
and in the General Conditions, the definitions in this Construction Contract shall prevail.
SECTION 2 THE PROJECT.
The Project is the construction of the Mitchell Park Library and Community Center Project ("Project").
SECTION 3 THE CONTRACT DOCUMENTS.
3.1 List of Documents.
The Contract Documents (sometimes collectively referred to as "Agreement" or "Bid Documents")
consist of the following documents which are on file with the Purchasing Division and are hereby
incorporated by reference.
1) Change Orders
2) Field Change Orders
3) Contract
4) Project Plans and Drawings
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5) Technical Specifications
6) Special Provisions
7) Notice Inviting Bids
8) Instructions to Bidders
9) General Conditions
10) Bidding Addenda
11) Invitation for Bids
12) Contractor's Bid/Non-Collusion Affidavit
13) Reports listed in the Bidding Documents
14) Public Works Department's Standard Drawings and Specifications dated 2007 and
updated from time to time
15) Utilities Department's Water, Gas, Wastewater, Electric Utilities Standards dated
2005 and updated from time to time
16) City of Palo Alto Traffic Control Requirements
17) City of Palo Alto Truck Route Map and Regulations
18) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and Pre
Qualification Checklist (if applicable)
19) Performance and Payment Bonds
20) Insurance Forms
3.2 Order of Precedence.
For the purposes of construing, interpreting and resolving inconsistencies between and among the
provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in
the preceding section. If a claimed inconsistency cannot be resolved through the order of precedence,
the City shall have the sole power to decide which document or provision shall govern as may be in the
best interests of the City.
SECTION 4 THE WORK.
The Work includes all labor, materials, equipment, services, permits, fees, licenses and taxes, and all
other things necessary for Contractor to perform its obligations and complete the Project, including,
without limitation, any Changes approved by City, in accordance with the Contract Documents and all
Applicable Code Requirements.
SECTION 5 PROJECT TEAM.
In addition to Contractor, City has retained, or may retain, consultants and contractors to provide
professional and technical consultation for the design and construction of the Project. The Project
requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other
members of the Project Team and other contractors retained by City to construct other portions of the
Project.
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SECTION 6 TIME OF COMPLETION.
6.1 Time Is of Essence.
Time is of the essence with respect to all time limits set forth in the Contract Documents.
6.2 Commencement of Work.
Contractor shall commence the Work on the date specified in City's Notice to Proceed.
6.3 Contract Time.
Work hereunder shall begin on the date specified on the City's Notice to Proceed and shall be
completed o not later than
[gJ within six hundred calendar days (600) after the commencement date specified in
City's Notice to Proceed.
6.4 Liquidated Damages.
6.4.1 Entitlement.
City and Contractor acknowledge and agree that if Contractor fails to fully and
satisfactorily complete the Work within the Contract Time, City will suffer, as a result
of Contractor's failure, substantial damages which are both extremely difficult and
impracticable to ascertain. Such damages may include, but are not limited to:
(i) Loss of public confidence in City and its contractors and consultants.
(ii) Loss of public use of public facilities.
(iii) Extended disruption to public.
6.4.2 Daily Amount.
City and Contractor have reasonably endeavored, but failed, to ascertain the actual
damage that City will incur if Contractor fails to achieve Substantial Completion of the
entire Work within the Contract Time. Therefore, the parties agree that in addition to
all other damages to which City may be entitled other than delay damages, in the
event Contractor shall fail to achieve Substantial Completion of the entire Work within
the Contract Time, Contractor shall pay City as liquidated damages the amount of
$2,500.00 per each calendar day for each Day occurring after the expiration of the
Contract Time until Contractor achieves Substantial Completion of the entire Work.
The liquidated damages amount is not a penalty but considered to be a reasonable
estimate of the amount of damages City will suffer by delay in completion of the Work.
6.4.3 Exclusive Remedy.
City and Contractor acknowledge and agree that this liquidated damages provision
shall be City's only remedy for delay damages caused by Contractor's failure to
achieve Substantial Completion of the entire Work within the Contract Time.
6.4.4 Other Remedies.
City is entitled to any and all available legal and equitable remedies City may have
where City's Losses are caused by any reason other than Contractor's failure to
achieve Substantial Completion of the entire Work within the Contract Time.
6.5 Adjustments to Contract Time.
The Contract Time may only be adjusted for time extensions approved by City and agreed to
by Change Order executed by City and Contractor in accordance with the requirements of the
Contract Documents.
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SECTION 7 COMPENSATION TO CONTRACTOR.
7.1 Contract Sum.
Contractor shall be compensated for satisfactory completion of the Work in compliance with
the Contract Documents the Contract Sum of Twenty-four Million Three Hundred Sixty-five
Thousand Dollars ($24,365,000.00). o [This amount includes the Base Bid and Add Alternates .J
7.2 Full Compensation.
The Contract Sum shall be full compensation to Contractor for all Work provided by Contractor
and, except as otherwise expressly permitted by the terms of the Contract Documents, shall
cover all Losses arising out of the nature of the Work or from the acts of the elements or any
unforeseen difficulties or obstructions which may arise or be encountered in performance of
the Work until its Acceptance by City, all risks connected with the Work, and any and all
expenses incurred due to suspension or discontinuance of the Work. The Contract Sum may
only be adjusted for Change Orders issued, executed and satisfactorily performed in
accordance with the requirements of the Contract Documents.
7.3 Compensation for Extra or Deleted Work.
The Contract Sum shall be adjusted (either by addition or credit) for Changes in the Work
involving Extra Work or Deleted Work based on one or more of the following methods to be
selected by City:
1. Unit prices stated in the Contract Documents or agreed upon by City and Contractor,
which unit prices shall be deemed to include Contractor Markup and
Subcontractor/Sub-subcontractor Markups permitted by this Section.
2. A lump sum agreed upon by City and Contractor, based on the estimated Allowable
Costs and Contractor Markup and Subcontractor Markup computed in accordance
with this Section.
3. Contractor's Allowable Costs, plus Contractor Markup and Subcontractor Markups
applicable to such Extra Work computed in accordance with this Section.
Contractor Markup and Subcontractor/Sub-subcontractor Markups set forth herein are the full
amount of compensation to be added for Extra Work or to be subtracted for Deleted Work that
is attributable to overhead (direct and indirect) and profit of Contractor and of its
Subcontractors and Sub-subcontractors, of every Tier. When using this payment
methodology, Contractor Markup and Subcontractor/Sub-subcontractor Markups, which shall
not be compounded, shall be computed as follows:
7.3.1 Markup Self-Performed Work.
10% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be
performed by Contractor with its own forces.
7.3.2 Markup for Work Performed by Subcontractors.
15% of the Allowable Costs for that portion of the Extra Work or Deleted Work to be
performed by a first Tier Subcontractor.
SECTION 8 STANDARD OF CARE.
Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised
personnel. All services performed in connection with this Construction Contract shall be performed in
a manner consistent with the standard of care under California law applicable to those who specialize
in providing such services for projects of the type, scope and complexity of the Project.
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SECTION 9 INDEMNIFICATION.
9.1 Hold Harmless.
To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City,
its City Council, boards and commissions, officers, agents, employees, representatives and
volunteers (hereinafter collectively referred to as "Indemnitees"), through legal counsel
acceptable to City, from and against any and all Losses arising directly or indirectly from, or in
any manner relating to any of, the following:
(i) Performance or nonperformance of the Work by Contractor or its Subcontractors or
Sub-subcontractors, of any tier;
(ii) Performance or nonperformance by Contractor or its Subcontractors or Sub
subcontractors of any tier, of any of the obligations under the Contract Documents;
(iii) The construction activities of Contractor or its Subcontractors or Sub-subcontractors,
of any tier, either on the Site or on other properties;
(iv) The payment or nonpayment by Contractor to any of its employees, Subcontractors or
Sub-subcontractors of any tier, for Work performed on or off the Site for the Project;
and
(v) Any personal injury, property damage or economic loss to third persons associated
with the performance or nonperformance by Contractor or its Subcontractors or Sub
subcontractors of any tier, of the Work.
However, nothing herein shall obligate Contractor to indemnify any Indemnitee for Losses
resulting from the sole or active negligence or willful misconduct of the Indemnitee. Contractor
shall pay City for any costs City incurs to enforce this provision. Nothing in the Contract
Documents shall be construed to give rise to any implied right of indemnity in favor of
Contractor against City or any other Indemnitee.
9.2 Survival.
The provisions of Section 9 shall survive the termination of this Construction Contract.
SECTION 10 NONDISCRIMINATION.
As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance
of this Agreement, it shall not discriminate in the employment of any person because of the race, skin
color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status,
marital status, familial status, weight or height of such person. Contractor acknowledges that it has
read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to
Nondiscrimination Requirements and the penalties for violation thereof, and will comply with all
requirements of Section 2.30.510 pertaining to nondiscrimination in employment.
SECTION 11 INSURANCE AND BONDS.
On or before the Execution Date, Contractor shall provide City with evidence that it has obtained
insurance and Performance and Payment Bonds satisfying all requirements in Article 11 of the General
Conditions. Failure to do so shall be deemed a material breach of this Construction Contract.
SECTION 12 PROHIBITION AGAINST TRANSFERS.
City is entering into this Construction Contract based upon the stated experience and qualifications of
the Contractor and its subcontractors set forth in Contractor's Bid. Accordingly, Contractor shall not
assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly,
by operation of law or otherwise without the prior written consent of City. Any assignment,
hypothecation or transfer without said consent shall be null and void.
The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of
Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the
Contractor is a partnership or joint venture or syndicate or co-tenancy shall result in changing the
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control of Contractor, shall be construed as an assignment of this Construction Contract. Control
means more than fifty percent (50%) of the voting power of the corporation or other entity.
SECTION 13 NOTICES.
13.1 Method of Notice.
All notices, demands, requests or approvals to be given under this Construction Contract shall
be given in writing and shall be deemed served on the earlier of the following:
(i) On the date delivered if delivered personally;
(ii) On the third business day after the deposit thereof in the United States mail, postage
prepaid, and addressed as hereinafter provided;
(iii) On the date sent if sent by facsimile transmission;
(iv) On the date sent if delivered by electronic mail; or
(iv) On the date it is accepted or rejected if sent by certified mail.
13.2 Notice Recipients.
All notices, demands or requests (including, without limitation, Claims) from Contractor to City
shall include the Project name and the numb~r of this Construction Contract and shall be
addressed to City at:
To City: City of Palo Alto
City Clerk
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303
Copy to:1:8] City of Palo Alto
Public Works
Adm inistration
250 Hamilton Avenue
Palo Alto, CA 94301
Attn: Karen Bengard
Or
D City of Palo Alto
Utilities Engineering
250 Hamilton Avenue
Palo Alto, CA 94301
Attn:
In addition, copies of all Claims by Contractor under this Construction Contract shall be
provided to the following:
Palo Alto City Attorney's Office
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, California 94303
All Claims shall be delivered personally or sent by certified mail.
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Rev. February 1, 2010
All notices, demands, requests or approvals from City to Contractor shall be addressed to:
Flintco, Inc.
400 Plaza Drive, Suite 205
Folsom, CA 95630
Attn: David P. Parkes
13.3 Change of Address.
In the event of any change of address, the moving party shall notify the other party of the
change of address in writing. Each party may, by written notice only, add, delete or replace
any individuals to whom and addresses to which notice shall be provided.
SECTION 14 DISPUTE RESOLUTION.
14.1 Resolution of Contract Disputes.
Contract Disputes shall be resolved by the parties in accordance with the provisions of this
Section 14, in lieu of any and all rights under the law that either party have its rights
adjudged by a trial court or jury. All Contract Disputes shall be subject to the Contract
Dispute Resolution Process set forth in this Section 14, which shall be the exclusive
recourse of Contractor and City for such Contract Disputes.
14.2 Resolution of Other Disputes.
14.2.1 Non-Contract Disputes.
Contract Disputes shall not include any of the following:
(i) Penalties or forfeitures prescribed by statute or regulation imposed by a
governmental agency;
(ii) Third party tort claims for personal injury, property damage or death relating
to any Work performed by Contractor or its Subcontractors or Sub
subcontractors of any tier;
(iii) False claims liability under California GovernmenLCode Section 12650, et.
seq.;
(iv) Defects in the Work first discovered by City after Final Payment by City to
Contractor;
(v) Stop notices; or
(vi) The right of City to specific performance or injunctive relief to compel
performance of any provision of the Contract Documents.
14.2.2 Litigation, City Election.
Matters that do not constitute Contract Disputes shall be resolved by way of an action
filed in the Superior Court of the State of California, County of Santa Clara, and shall
not be subject to the Contract Dispute Resolution Process. However, the City
reserves the right, in its sole and absolute discretion, to treat such disputes as
Contract Disputes. Upon written notice by City of its election as provided in the
preceding sentence, such dispute shall be submitted by the parties and finally decided
pursuant to the Contract Dispute Resolution Process in the manner as required for
Contract Disputes, including, without limitation, City's right under Paragraph 14.4.2 to
defer resolution and final determination until after Final Completion of the Work.
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14.3 Submission of Contract Dispute.
14.3.1 By Contractor.
Contractors may commence the Contract Dispute Resolution Process upon City's
written response denying all or part of a Claim pursuant to Paragraph 4.2.9 or 4.2.1 0
of the General Conditions. Contractor shall submit a written Statement of Contract
Dispute (as set forth below) to City within seven (7) Days after City rejects all or a
portion of Contractor's Claim. Failure by Contractor to submit its Statement of
Contract Dispute in a timely manner shall result in City's decision by City on the Claim
becoming final and binding. Contractor's Statement of Contract Dispute shall be
signed under penalty of perjury and shall state with specificity the events or
circumstances giving rise to the Contract Dispute, the dates of their occurrence and
the asserted effect on the Contract Sum and the Contract Time. The Statement of
Contract Dispute shall include adequate supporting data to substantiate the disputed
Claim. Adequate supporting data for a Contract Dispute relating to an adjustment of
the Contract Time shall include both of the following:
(i) All of the scheduling data required to be submitted by Contractor under the
Contract Documents to obtain extensions of time and adjustments to the
Contract Time and
(ii) A detailed, event-by-event description of the impact of each event on
completion of Work. Adequate data to support a Statement of Contract
Dispute involving an adjustment of the Contract Sum must include both of the
following:
(a) A detailed cost breakdown and
(b) Supporting cost data in such form and including such information and
other supporting data as required under the Contract Documents for
submission of Change Order Requests and Claims.
14.3.2 By City.
City's right to commence the Contract Dispute Resolution Process shall arise at any
time following City's actual discovery of the circumstances giving rise to the Contract
Dispute. City asserts Contract Disputes in response to a Contract Dispute asserted
by Contractor. A Statement of Contract Dispute submitted by City shall state the
events or circumstances giving rise to the Contract Dispute, the dates of their
occurrence and the damages or other relief claimed by City as a result of such
events.
14.4 Contract Dispute Resolution Process.
The parties shall utilize each of the following steps in the Contract Dispute Resolution
Process in the sequence they appear below. Each party shall participate fully and in
good faith in each step in the Contract Dispute Resolution Process, and good faith
effort shall be a condition precedent to the right of each party to proceed to the next
step in the process.
14.4.1 Direct Negotiations.
Designated representatives of City and Contractor shall meet as soon as possible
(but not later than ten (10) Days after receipt of the Statement of Contract Dispute) in
a good faith effort to negotiate a resolution to the Contract Dispute. Each party shall
be represented in such negotiations by an authorized representative with full
knowledge of the details of the Claims or defenses being asserted by such party in
the negotiations, and with full authority to resolve such Contract Dispute then and
there, subject only to City's obligation to obtain administrative and/or City Council
approval of any agreed settlement or resolution. If the Contract Dispute involves the
assertion of a right or claim by a Subcontractor or Sub-subcontractor, of any tier,
against Contractor that is in turn being asserted by Contractor against City (UPass
Through Claim"), then the Subcontractor or Sub-Subcontractor shall also have a
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representative attend the negotiations, with the same authority and knowledge as
described above. Upon completion of the meeting, if the Contract Dispute is not
resolved, the parties may either continue the negotiations or any party may declare
negotiations ended. All discussions that occur during such negotiations and all
documents prepared solely for the purpose of such negotiations shall be confidential
and privileged pursuant to California Evidence Code Sections 1119 and 1152.
14.4.2 Deferral of Contract Disputes.
Following the completion of the negotiations required by Paragraph 14.4.1, all
unresolved Contract Disputes shall be deferred pending Final Completion of the
Project, subject to City's right, in its sole and absolute discretion, to require that the
Contract Dispute Resolution Process proceed prior to Final Completion. All Contract
Disputes that have been deferred until Final Completion shall be consolidated within a
reasonable time after Final Completion and thereafter pursued to resolution pursuant
to this Contract Dispute Resolution Process. The parties can continue informal
negotiations of Contract Disputes; provided, however, that such informal negotiations
shall not be alter the provisions of the Agreement deferring final determination and
resolution of unresolved Contract Disputes until after Final Completion.
14.4.3 Mediation.
If the Contract Dispute remains unresolved after negotiations pursuant to Paragraph
14.4.1, the parties shall submit the Contract Dispute to non-binding mediation before
a mutually acceptable third party mediator.
.1 Qualifications of Mediator. The parties shall endeavor to select a mediator
who is a retired judge or an attorney with at least five (5) years of experience
in public works construction contract law and in mediating public works
construction disputes. In addition, the mediator shall have at least twenty
(20) hours of formal training in mediation skills .
. 2 Submission to Mediation and Selection of Mediator. The party initiating
mediation of a Contract Dispute shall provide written notice to the other party
of its decision to mediate. In the event the parties are unable to agree upon a
mediator within fifteen (15) Days after the receipt of such written notice, then
the parties shall submit the matter to the American Arbitration Association
(AAA) at its San Francisco Regional Office for selection of a mediator in
accordance with the AAA Construction Industry Mediation Rules .
. 3 Mediation Process. The location of the mediation shall be at the offices of
City. The costs of mediation shall be shared equally by both parties. The
mediator shall provide an independent assessment on the merits of the
Contract Dispute and recommendations for resolution. All discussions that
occur during the mediation and all documents prepared solely for the
purpose of the mediation shall be confidential and privileged pursuant to
California Evidence Code Sections 1119 and 1152.
14.4.4 Binding Arbitration.
If the Contract Dispute is not resolved by mediation, then any party may submit the
Contract Dispute for final and binding arbitration pursuant to the provisions of
California Public Contract Code Sections 10240, et seq. The award of the arbitrator
therein shall be final and may be entered as a judgment by any court of competent
jurisdiction. Such arbitration shall be conducted in accordance with the following:
.1 Arbitration Initiation. The arbitration shall be initiated by filing a complaint
in arbitration in accordance with the regulations promulgated pursuant to
California Public Contract Code Section 10240.5.
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.2 Qualifications of the Arbitrator. The arbitrator shall be approved by all
parties. The arbitrator shall be a retired judge or an attorney with at least five
(5) years of experience in public works construction contract law and in
arbitrating public works construction disputes. In addition, the arbitrator shall
have at least twenty (20) hours of formal training in arbitration skills. In the
event the parties cannot agree upon an arbitrator, the provisions of California
Public Contract Code Section 10240.3 shall be followed in selecting an
arbitrator possessing the qualifications required herein .
. 3 Hearing Days and Location. Arbitration hearings shall be held at the offices
of City and shall, except for good cause shown to and determined by the
arbitrator, be conducted on consecutive business days, without interruption or
continuance .
. 4 Hearing Delays. Arbitration hearings shall not be delayed except upon good
cause shown .
. 5 Recording Hearings. All hearings to receive evidence shall be recorded by
a certified stenographic reporter, with the costs thereof borne equally by City
and Contractor and allocated by the arbitrator in the final award .
. 6 Limitation of Depositions. The parties may conduct discovery in
accordance with the provisions of section 10240.11 of the Public Contract
Code; provided, however, that depositions shall be limited to both of the
following:
(i) Ten (10) percipient witnesses for each party and 5 expert witnesses
per party.
Upon a showing of good cause, the arbitrator may increase the number of
permitted depositions. An individual who is both percipient and expert shall,
for purposes of applying the foregoing numerical limitation only, be deemed
an expert. Expert reports shall be exchanged prior to receipt of evidence, in
accordance with the direction of the arbitrator, and expert reports (including
initial and rebuttal reports) not so submitted shall not be admissible as
evidence .
. 7 Authority of the Arbitrator. The arbitrator shall have the authority to hear
dispositive motions and issue interim orders and interim or executory awards .
. 8 Waiver of Jury Trial. Contractor and City each voluntarily waives its right to
a jury trial with respect to any Contract Dispute that is subject to binding
arbitration in accordance with the provisions of this Paragraph 14.4.4.
Contractor shall include this provision in its contracts with its Subcontractors
who provide any portion of the Work.
14.5 Non-Waiver.
Participation in the Contract Dispute Resolution Process shall not waive, release or
compromise any defense of City, including, without limitation, any defense based on the
assertion that the rights or Claims of Contractor that are the basis of a Contract Dispute were
previously waived by Contractor due to Contractor's failure to comply with the Contract
Documents, including, without limitation, Contractor's failure to comply with any time periods
for providing notice of requests for adjustments of the Contract Sum or Contract Time or for
submission of Claims or supporting documentation of Claims.
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SECTION 15 DEFAULT.
15.1 Notice of Default.
In the event that City determines, in its sole discretion, that Contractor has failed or refused to
perform any of the obligations set forth in the Contract Documents, or is in breach of any
provision of the Contract Documents, City may give written notice of default to Contractor in
the manner specified for the giving of notices in the Construction Contract.
15.2 Opportunity to Cure Default.
Except for emergencies, Contractor shall cure any default in performance of its obligations
under the Contract Documents within two (2) Days (or such shorter time as City may
reasonably require) after receipt of written notice. However, if the breach cannot be
reasonably cured within such time, Contractor will commence to cure the breach within two (2)
Days (or such shorter time as City may reasonably require) and will diligently and continuously
prosecute such cure to completion within a reasonable time, which shall in no event be later
than ten (10) Days after receipt of such written notice.
SECTION 16 CITY'S RIGHTS AND REMEDIES.
16.1 Remedies Upon Default.
If Contractor fails to cure any default of this Construction Contract within the time period set
forth above in Section 15, then City may pursue any remedies available under law or equity,
including, without limitation, the following:
16.1.1 Delete Certain Services.
City may, without terminating the Construction Contract, delete certain portions of the
Work, reserving to itself all rights to Losses related thereto.
16.1.2 Perform and Withhold.
City may, without terminating the Construction Contract, engage others to perform the
Work or portion of the Work that has not been adequately performed by Contractor
and withhold the cost thereof to City from future payments to Contractor, reserving to
itself all rights to Losses related thereto.
16.1.3 Suspend The Construction Contract.
City may, without terminating the Construction Contract and reserving to itself all
rights to Losses related thereto, suspend all or any portion of this Construction
Contract for as long a period of time as City determines, in its sole discretion,
appropriate, in which event City shall have no obligation to adjust the Contract Sum or
Contract Time, and shall have no liability to Contractor for damages if City directs
Contractor to resume Work.
16.1.4 Terminate the Construction Contract for Default.
City shall have the right to terminate this Construction Contract, in whole or in part,
upon the failure of Contractor to promptly cure any default as required by Section 15.
City's election to terminate the Construction Contract for default shall be
communicated by giving Contractor a written notice of termination in the manner
specified for the giving of notices in the Construction Contract. Any notice of
termination given to Contractor by City shall be effective immediately, unless
otherwise provided therein.
16.1.5 Invoke the Performance Bond.
City may, with or without terminating the Construction Contract and reserving to itself
all rights to Losses related thereto, exercise its rights under the Performance Bond.
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16.1.6 Additional Provisions.
All of City's rights and remedies under this Construction Contract are cumulative, and
shall be in addition to those rights and remedies available in law or in equity.
Designation in the Contract Documents of certain breaches as material shall not
waive the City's authority to designate other breaches as material nor limit City's right
to terminate the Construction Contract, or prevent the City from terminating the
Agreement for breaches that are not material. City's determination of whether there
has been noncompliance with the Construction Contract so as to warrant exercise by
City of its rights and remedies for default under the Construction Contract, shall be
binding on all parties. No termination or action taken by City after such termination
shall prejudice any other rights or remedies of City provided by law or equity or by the
Contract Documents upon such termination; and City may proceed against Contractor
to recover all liquidated damages and Losses suffered by City.
16.2 Delays by Sureties.
Without limiting to any of City's other rights or remedies, City has the right to suspend the
performance of the Work by Contractor's sureties in the event of any of the following:
(i) The sureties' failure to begin Work within a reasonable time in such manner as to
insure full compliance with the Construction Contract within the Contract Time;
(ii) The sureties' abandonment of the Work;
(iii) If at any time City is of the opinion the sureties' Work is unnecessarily or
unreasonably delaying the Work;
(iv) The sureties' violation of any terms of the Construction Contract;
(v) The sureties' failure to perform according to the Contract Documents; or
(vi) The sureties' failure to follow City's instructions for completion of the Work within the
Contract Time.
16.3 Damages to City.
16.3.1 For Contractor's Default.
City will be entitled to recovery of all Losses under law or equity in the event of
Contractor's default under the Contract Documents.
16.3.2 Compensation for Losses.
In the event that City's Losses arise from Contractor's default under the Contract
Documents, City shall be entitled to withhold monies otherwise payable to Contractor
until Final Completion of the Project. If City incurs Losses due to Contractor's default,
then the amount of Losses shall be deducted from the amounts withheld. Should the
amount withheld exceed the amount deducted, the balance will be paid to Contractor
or its designee upon Final Completion of the Project. If the Losses incurred by City
exceed the amount withheld, Contractor shall be liable to City for the difference and
shall promptly remit same to City.
16.4 Suspension by City for Convenience.
City may, at any time and from time to time, without cause,order Contractor, in writing, to
suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an
aggregate of fifty percent (50%) of the Contract Time. The order shall be specifically identified
as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at
City's expense, comply with the order and take all reasonable steps to minimize costs
allocable to the Work covered by the Suspension Order. During the Suspension or extension
of the Suspension, if any, City shall either cancel the Suspension Order or, by Change Order,
delete the Work covered by the Suspension Order. If a Suspension Order is canceled or
expires, Contractor shall resume and continue with the Work. A Change Order will be issued
to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by
such suspension. A Suspension Order shall not be the exclusive method for City to stop the
Work.
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16.5 Termination Without Cause.
City may, at its sole discretion and without cause, terminate this Construction Contract in part
or in whole by giving thirty (30) Days written notice to Contractor. The compensation allowed
under this Paragraph 16.5 shall be the Contractor's sole and exclusive compensation for such
termination and Contractor waives any claim for other compensation or Losses, including, but
not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other
consequential, direct, indirect or incidental damages of any kind resulting from termination
without cause.
16.5.1 Compensation.
Following such termination and within forty-five (45) Days after receipt of a billing from
Contractor seeking payment of sums authorized by this Paragraph 16.5, City shall pay
the following to Contractor as Contractor's sole compensation for performance of the
Work:
.1 For Work Performed. The amount of the Contract Sum allocable to the
portion of the Work properly performed by Contractor as of the date of
termination, less sums previously paid to Contractor .
. 2 For Close-out Costs. Reasonable costs of Contractor and its
Subcontractors and Sub-subcontractors for:
(i) Demobilizing and
(ii) Administering the close-out of its participation in the Project
(including, without limitation, all billing and accounting functions, not
including attorney or expert fees) for a period of no longer than thirty
(30) Days after receipt of the notice of termination .
. 3 For Fabricated Items. Previously unpaid cost of any items delivered to the
Project Site which were fabricated for subsequent incorporation in the Work.
16.5.2 Subcontractors.
Contractor shall include provisions in all of its subcontracts, purchase orders and
other contracts permitting termination for convenience by Contractor on terms that are
consistent with this Construction Contract and that afford no greater rights of recovery
against Contractor than are afforded to Contractor against City under this Section.
16.6 Contractor's Duties Upon Termination.
Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless
the notice directs otherwise, do the following:
(i) Immediately discontinue the Work to the extent specified in the notice;
(ii) Place no further orders or subcontracts for materials, equipment, services or facilities,
except as may be necessary for completion of such portion of the Work that is not
discontinued;
(iii) Provide to City a description, in writing no later than fifteen (15) days after receipt of
the notice of termination, of all subcontracts, purchase orders and contracts that are
outstanding, including, without limitation, the terms of the original price, any changes,
payments, balance owing, the status of the portion of the Work covered and a copy of
the subcontract, purchase order or contract and any written changes, amendments or
modifications thereto, together with such other information as City may determine
necessary in order to decide whether to accept assignment of or request Contractor
to terminate the subcontract, purchase order or contract;
(iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions
thereof, that City elects to accept by assignment and cancel, on the most favorable
terms reasonably possible, all subcontracts, purchase orders or contracts, or portions
thereof, that City does not elect to accept by assignment; and
(v) Thereafter do only such Work as may be necessary to preserve and protect Work
already in progress and to protect materials, plants, and equipment on the Project
Site or in transit thereto.
13 Rev. February 1, 2010
Contract C11136473 Flintco Inc.doc
SECTION 17 CONTRACTOR'S RIGHTS AND REMEDIES.
17.1 Contractor's Remedies.
Contractor may terminate this Construction Contract only upon the occurrence of one of the
following:
17.1.1 For Work Stoppage.
The Work is stopped for sixty (60) consecutive Days, through no act or fault of
Contractor, any Subcontractor, or any employee or agent of Contractor or any
Subcontractor, due to issuance of an order of a court or other public authority other
than City having jurisdiction or due to an act of government, such as a declaration of a
national,emergency making material unavailable. This provision shall not apply to any
work stoppage resulting from the City's issuance of a suspension notice issued either
for cause or for convenience.
17.1.2 For City's Non-Payment.
If City does not make pay Contractor undisputed sums within ninety (90) Days after
receipt of notice from Contractor, Contractor may terminate the Construction Contract
(30) days following a second notice to City of Contractor's intention to terminate the
Construction Contract.
17.2 Damages to Contractor.
In the event of termination for cause by Contractor, City shall pay Contractor the sums
provided for in Paragraph 16.5.1 above. Contractor agrees to accept such sums as its sole
and exclusive compensation and agrees to waive any claim for other compensation or Losses,
including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or
other consequential, direct, indirect and incidental damages, of any kind.
SECTION 18 ACCOUNTING RECORDS.
18.1 Financial Management and City Access.
Contractor shall keep full and detailed accounts and exercise such controls as may be
necessary for proper financial management under this Construction Contract in accordance
with generally accepted accounting principles and practices. City and City's accountants
during normal business hours, may inspect, audit and copy Contractor's records, books,
estimates, take-ofts, cost reports, ledgers, schedules, correspondence, instructions, drawings,
receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this
Project. Contractor shall retain these documents for a period of three (3) years after the later
of (i) final payment or (ii) final resolution of all Contract Disputes and other disputes, or (iii) for
such longer period as may be required by law.
18.2 Compliance with City Requests.
Contractor's compliance with any request by City pursuant to this Section 18 shall be a
condition precedent to filing or maintenance of any legal action or proceeding by Contractor
against City and to Contractor's right to receive further payments under the Contract
Documents. City many enforce Contractor's obligation to provide access to City of its
business and other records referred to in Section 18.1 for inspection or copying by issuance
of a writ· or a provisional or permanent mandatory injunction by a court of competent
jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony.
SECTION 19 INDEPENDENT PARTIES.
Each party is acting in its independent capacity and not as agents, employees, partners, or joint
venturers of the other party. City, its officers or employees shall have no control over the conduct of
Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein
set forth.
14 Rev. February 1,2010
Contract C11136473 Flintco Inc.doc
SECTION 20 NUISANCE.
Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in
connection in the performance of services under this Construction Contract.
SECTION 21 PERMITS AND LICENSES.
Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor
shall provide, procure and pay for all licenses, permits, and fees, required by the City or other
government jurisdictions or agencies necessary to carry out and complete the Work. Payment of all
costs and expenses for such licenses, permits, and fees shall be included in one or more Bid items. No
other compensation shall be paid to the Contractor for these items or for delays caused by non-City
inspectors or conditions set forth in the licenses or permits issued by other agencies.
SECTION 22 WAIVER.
A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be
deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or
condition contained herein, whether of the same or a different character.
SECTION 23 GOVERNING LAW.
This Construction Contract shall be construed in accordance with and governed by the laws of the
State of California.
SECTION 24 COMPLETE AGREEMENT.
This Agreement represents the entire and integrated agreement between the parties and supersedes
all prior negotiations, representations, and contracts, either written or oral. This Agreement may be
amended only by a written instrument, which is signed by the parties.
SECTION 25 SURVIVAL OF CONTRACT.
The provisions of the Construction Contract which by their nature survive termination of the
Construction Contract or Final Completion, including, without limitation, all warranties, indemnities,
payment obligations, and City's right to audit Contractor's books and records, shall remain in full force
and effect after Final Completion or any termination of the Construction Contract.
SECTION 26 PREVAILING WAGES.
[8J This Project is not subject to prevailing wages. The Contractor is not required to pay prevailing
wages in the performance and implementation of the Project, because the City, pursuant to its
authority as a chartered city, has adopted Resolution No. 5981 exempting the City from prevailing
wages. The City invokes the exemption from the state prevailing wage requirement for this Project and
declares that the Project is funded one hundred percent (100%) by the City of Palo Alto.
Or
D The Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the
California Code of Regulations and Section 16000 et seg. and Section 1773.1 of the California Labor
Code. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City
Council has obtained the general prevailing rate of per diem wages and the general rate for holiday
and overtime work in this locality for each craft, classification, or type of worker needed to execute the
contract for this Project from the Director of the Department of Industrial Relations. Copies of these
rates may be obtained at cost at the Purchasing office of the City of Palo Alto. Contractor shall provide
a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing
wage rates as a minimum. Contractor shall comply with the provisions of Sections 1775, 1776,
15 Rev. February 1, 2010
Contract C11136473 Flintco Inc.doc
1777.5,1810, and 1813 of the Labor Code.
SECTION 27 NON APPROPRIATION.
This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo
Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year
in the event that the City does not appropriate funds for the following fiscal year for this event, or (b) at
any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year
and funds for this Construction Contract are no longer available. This section shall take precedence in
the event of a conflict with any other covenant, term, condition, or provision of this Agreement.
SECTION 28 AUTHORITY.
The individuals executing this Agreement represent and warrant that they have the legal capacity
and authority to do so on behalf of their respective legal entities.
SECTION 29 ATTORNEY FEES.
Each Party shall bear its own costs, including attorney's fees through the completion of mediation. If
the claim or dispute is not resolved through mediation and in any dispute described in Paragraph 14.2,
the prevailing party in any action brought to enforce the provision of this Agreement may recover its
reasonable costs and attorney's fees expended in connection with that action. The prevailing party
shall be entitled to recover an amount equal to the fair market value of legal services provided by
attorneys employed by it as well as any attorney's' fees paid to third parties.
SECTION 30 SEVERABILITY.
In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not be affected.
IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed
the date and year first above written.
16 Rev. February 1, 2010
Contract C11136473 Flintco Inc.doc
CITY OF PALO ALTO
D Purchasing Manager
IZI City Manager
APPROVED AS TO FORM:
Senior Asst. City Attorney
APPROVED:
Public Works Director
Contract C11136473 Flintco Inc.doc
CONTRACTOR: FLiNTCO, INC.
By:_· ___________ _
Name: ___________ _
Title: ____________ _
17 Rev. February 1, 2010
ATTACHMENT B
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
AMENDMENT NO. 3 TO CONTRACT NO. C09130744
BETWEEN THE CITY OF PALO ALTO AND
GROUP 4 ARCHITECTURE, RESEARCH + PLANNING, INC.
This Amendment No. 3 to contract No. C09130744 ("Contract") is
entered into 2010, by and between the CITY OF PALO
ALTO, a California Charter City ("CITY"), and Group 4 Architecture,
Research + Planning, Inc., a corporation in the state of California
with offices located at 211 Linden Avenue, South San Francisco, CA
94080 ("CONSULTANT").
R E CIT A L S:
WHEREAS, the Contract was entered into between the
parties for the provision of professional consulting design
services relating to the demolition of the existing library and
community center at Mitchell Park and the construction of a new
joint library and community center, rehabilitation of the Downtown
Library, renovation and addition to the Main Library, and to
provide temporary facilities during the construction of the other
projects ("Project"); and
WHEREAS,
increase the scope
compensation;
the
of
parties wish to amend
services, schedule of
the Contract
performance,
to
and
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Amendment, the parties agree:
SECTION 1. Section I, SCOPE OF SERVICES, is hereby
amended to add the following:
"CONSULTANT shall perform the Services described in Exhibit "A",
as revised 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. Section 3, SCHEDULE OF PERFORMANCE, first
paragraph is hereby amended to add the following:
"Time is of the essence in the performance of services.
CONSULTANT shall complete the Services within the term of this
Agreement and in accordance with the schedule set forth in Exhibit
"B", as revised, attached to and made a part of this Agreement. Any
Services for which times for performance are not specified in this
Agreement shall be commenced and completed by CONSULTANT in a
reasonably prompt and timely manner based upon the circumstances
and direction communicated to the CONSULTANT. CITY's agreement to
extend the term or the schedule for performance shall not preclude
1
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CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
recovery of damages for delay if the extension is required due to
the fault of CONSULTANT"
SECTION 3. Section 4, NOT TO EXCEED COMPENSATION, is
hereby amended to read as follows:
"The compensation to be paid to CONSULTANT for performance of the
Services described in Exhibits "A", including both payment for
professional services and reimbursable expenses, shall not exceed
six million seven hundred seventy-one thousand six hundred six
dollars ($6,771,606.00). In the event Additional Services are
authorized, the total compensation for services and reimbursable
expenses shall not exceed seven million four hundred twenty-three
thousand seven hundred ten dollars ($7,423,710.00). The applicable
rates and schedule of payments are set out in Exhibit "C" and "C-
1", as revised, which are 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" and Exhibit "C-1".
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 4. The following exhibit(s) to the Contract are
hereby amended to read as set forth in the attachment(s) to this
Amendment, which are incorporated in full by this reference:
EXHIBIT "A":
EXHIBIT "B":
EXHIBIT "C":
SCOPE OF SERVICES
SCHEDULED OF PERFORMANCE
COMPENSATION
2
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CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
SECTION 5. Except as herein modified, all other
provisions of the Contract, including any exhibits and subsequent
amendments thereto, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have by their duly
autho;r:-ized representatives executed this Amendment on the date
first above written.
CITY OF PALO ALTO:
City Manager
APPROVED AS TO FORM:
Sr. Deputy City Attorney
3
S,ATT/USERS/OFFICE FORMS/City Approved Contracts
CONSULTANT:
GROUP 4 ARCB:rTEC~, lmSBARCB
+ PLANNING, ::INC.
BY:~awxL~
Name: PAWN £-I N Er<./<E0
Ti tIe: ;Jf!-t;.5j tJeN J
3/20/07 (REV)
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Scope of Work
Mitchell Park Library/Community Center,
Renovation of the Downtown Library, Renovation and Addition to the
Main Library & Temporary Library
Design Services
I. INTRODUCTION AND GENERAL INFORMATION
1.0 GENERAL INFORMATION
1.1 The "Palo Alto Libraries Schematic Design Report" and drawings, dated
May 2008, were prepared by Group 4 Architecture, Research + Planning
Inc. (CONSULTANT) for the City of Palo Alto (CITY). These reports
include the schematic design documents for three libraries in Palo Alto:
the renovation of the Downtown Library, the renovation and addition to
the Main Library and the design for the new Mitchell Park
Library/Community Center. The building programs for these projects are
documented in an earlier Conceptual Design Report also prepared by
Group 4 and dated October 2007. The scope of work included in this
contract is for preparation of construction documents for the renovation,
construction administration, record documents and project closeout for
the Downtown Library; the preparation of construction documents, bidding
and award, construction administration, record documents and project
closeout for the new Mitchell Park Library/Community Center;
construction documents for the renovation and construction
administration for the Mitchell Park Library Temporary Library Facilities, ;
the preparation of construction documents, bidding and award, for the
renovation and addition to the Main Library and the preparation of the site
analysis and preliminary design for the Temporary Main Library, this work
is based on the approved designs for these projects documented in the
aforementioned reports.
1.2 The CONSULTANT's Basic Services shall include:
1.2.1 For the new Mitchell Park Library/Community Center preparation
of Design Development Documents, Construction Documents,
assistance with Bidding and Award, Construction Administration
and Project Closeout Services ..
1.2.2 For the renovation of the Downtown Library programming,
budgeting, space planning, Construction Documents, assistance
with Bidding and Award, Construction Administration and
Record Documents and Project Closeout Services.
Page 1 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.2.3 For the renovation of the Cubberley Auditorium into the Mitchell
Park Temporary Library Construction Documents and
Construction Administration Services.
1.2.4 For the renovation and addition to the Main Library -preparation
of Design Development Documents, Construction Documents,
and assistance with Bidding and Award.
1.2.5 For the Temporary Main Library Site Analysis and Preliminary
Design.
1.3 Participation for the projects shall include presentations and meetings as
directed by the CITY to the CITY's Council, Boards and Commissions at
appropriate phases in the projects to solicit feedback and comments on
the progress of the design(s).
1.4 In selecting the CONSULTANT, the CITY recognizes that the
CONSULTANT has qualifications to provide additional planning,
architecture, and interior design services including construction phase
services specifically related to the renovation and addition of the Main
Library and the design documentation for the Temporary Main Library.
The CITY, at its discretion, may choose to amend this contract to add
these services to the CONSULTANT's Scope of Services for Additional
Compensation if mutually agreed to by the CITY and the CONSULTANT.
2.0 THE PROJECT
2.1 The project includes the new Mitchell Park Library/Community center, the
Downtown Library renovation, the Temporary Mitchell Park Library and
Library Technical Services Facility, the Main Library renovation and new
addition and the site analysis and preliminary design for the Temporary
Main Library (collectively, the "Project").
2.2 The new Mitchell Park Library/Community Center (the "Mitchell Park
Project") is located at 3800 Middlefield Road at the site of the existing
Mitchell Park Library and Community Center buildings. The new joint use
facility will include a separate 36,254 sf library and a 16,291 sf community
center, new parking lots, the realignment of Mayfair Avenue, and
associated signal work, and site work. The Mitchell Park Project shall be
designed to meet the standards for LEED Gold certification by the US
Green Building Council (USGBC).
2.3 The Downtown Library is located at 270 Forest Avenue in downtown Palo
Alto. The 9000 square foot building was constructed in 1971. The CITY's
LSMAR and Group 4's space study recommendations for this branch
include a major interior renovation of the building, including its
Page 2 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
architecture, structure, electrical (power, lighting, data) and mechanical
systems. The Downtown Library Project shall be designed to meet the
standards for LEED certification by the US Green Building Council
(USGBC).
2.4 The Temporary Mitchell Park Library and Technical Services facility is
located at the Cubberley Community Center at 4000 Middlefield Road in
the existing Auditorium Building.
2.5 The Main Library is located at 1213 Newell Road in Palo Alto. The
original building was designed by Edward Durell Stone and constructed in
1956, then in 1982-84 the building was renovated and a 2,200 square
foot addition completed. The project includes the renovation of the
existing building structure, mechanical, electrical and interior finishes as
well as additions to accommodate a new program room, group study
rooms and new public restrooms. The new additions will add
approximately 4,200 square feet. The existing Main Library is 21,313
square feet on grade with a 5,000 square foot basement. The Main
Library Project shall be designed to meet the standards for LEED
certification by the US Green Building Council (USGBC).
2.6 The Temporary Main Library will be located at a site yet to be determined
by the CITY. The work includes site selection services, facility and site
option analysis, building programming; budgeting and schematic design.
3.0 CITY DUTIES
3.1 During the term of CONSULTANT's professional services under this
AGREEMENT the following items will be the responsibilities of the CITY:
3.1.1 The CITY's Project Manager or authorized designee shall
manage the CONSULTANT's performance under the
Agreement. CONSULTANT shall receive final direction only from
the Project Manager or his or her authorized designee. The
Project Manager shall resolve any conflicting direction from
other groups, departments or agencies.
3.1.2 The CITY shall provide evaluation, mitigation design and
administration of work for hazardous materials at each site and
in the existing building.
3.1.3 The CITY shall provide reviews and comment on what may be
necessary to complete design milestones, and/or approve
completion of design milestones and cost estimates. At the
completion of each phase, the CITY shall provide written
authorization to the CONS UL T ANT to proceed to the next
phase. Said written authorization shall require the signature(s) of
Page 3 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
the CITY's Project Manager or his/her authorized designee.
3.1.4 CITY shall provide record drawings of existing project facilities
(when available).
3.1.5 CITY shall provide all applicable building permits.
3.1.6 CITY shall provide Division 0 and 1 specifications (front-end), in
Microsoft Word format to CONSULTANT for review and
comment.
3.1.7 CITY shall print and provide construction contractors with copies
of bid documents (Plans and Specifications).
3.1.8 CITY shall advertise and award construction contracts.
3.1.9 CITY shall manage the construction of the Project and provide
building code and quality control inspections.
3.1.10 The CITY shall oversee and manage the artist selection
process, CITY and artist agreements, artwork approvals,
budgets and schedule, coordination of artwork with the building
design, and artwork installation.
3.1.11 The CITY may prequalify general contractors and key
subcontractors and limit bidding to only those firms that have
been deemed by the CITY to be qualified. CITY shall actively
market the project to general contractors and major trades to
increase likelihood of receiving competitive bids.
3.1.12 The CITY shall manage all construction and procurement
contracts related to the overall project and shall oversee and
coordinate each of the budgets. Within the overall project budget
the CITY shall determine with input from the CONSULTANT the
specific budgets for each of the procurement contracts including,
but not limited to:
• Site development
• Site preparation
• Building and garage construction
• Furniture procurement, including multiple contracts for custom,
general, systems and miscellaneous furniture
• Construction management services
• Public art
• Moving
• Publicity
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
• Computer systems
• Telecommunication systems.
3.1.13 CITY shall identify, select and procure all equipment such as
copy machines, vending machines, miscellaneous office
equipment, etc. that is not included in the technology package.
4.0 CONSULTANT'S DUTIES
The CONSULTANT shall keep the Project Manager updated on the status of the
Project including but not limited to reviewing the Project schedule and budget,
suggesting changes and identifying significant milestones and duration of major
tasks needed to complete the work in its entirety, including work components not
identified in the CONS UL T ANT's scope of services. The CONS UL T ANT shall
periodically update the Project Manager on the validity and responsiveness of the
information furnished by the CONSULTANT and its various subconsultants under
this agreement, including the schedule requirements and the budget for the cost
of the Project. The CONSULTANT shall periodically review such information and
advise the Project Manager of any additional or updated information that may be
required.
II. CONSUL TANT'S BASIC SERVICES The CONSULTANT's scope of basic services for
the Project is divided into six parts: Basic Services for the Mitchell Park Project; Basic
Services for the Downtown Library Project; Basic Services for the Temporary Mitchell
Park Library Project, Basic Services for the Main Library; Basic Services for the
Temporary Main Library and Participation Services
1.0 MITCHELL PARK PROJECT
1.1 GENERAL
1.1.1 The CONSU L TANT's Basic Services for the New Mitchell Park
Library/Community Center ("Mitchell Park Project") consist of
five Tasks: Task D1 Design Development; Task E1 Construction
Documents; Task F1 Bidding and Award; Task G1 Construction
Administration and Task H1 Record Documents and Project
Closeout.
1.1.2 The CONS UL TANT's Basic Services include the services of a
civil engineer, structural engineer, mechanical engineer,
electrical engineer/lighting designer, landscape architect, cost
consultant, audio visual/acoustical engineer, energy analysis
Page 5 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
engineer, commissioning agent, and library programmer.
1.1.3 The CITY intends that the Mitchell Park Project shall be
designed to meet the standards for LEED Gold or higher
certification by the USGBC.
1.1.3.1 CONSULTANT shall design the Mitchell Park Project
to meet the requirements for LEED V2.2 certification
at the Gold or higher level.
1.1.3.2 CONSULTANT shall provide LEED project
management services needed for the CITY to obtain
LEED certification of the Mitchell Park Project,
develop specifications consistent with LEED and the
CITY's policies, and provide the templates,
documentation, calculations, and energy modeling
studies necessary to obtain LEED certification.
1.1.3.3 CONSULTANT shall include a LEED accredited
professional on the design team to support Project
Sustainable Building/ Green Building design criteria as
required to achieve LEED certification.
1.1.3.4 CONS UL T ANT shall include in the construction
documents appropriate provisions requiring the
contractor to meet the requirements for CITY's
submittal to USGBC for LEED Gold certification.
1.2 TASK D1: MITCHELL PARK PROJECT DESIGN DEVELOPMENT
1.2.1 CONSULTANT shall coordinate and manage its subconsultants
throughout the Design Development phase and coordinate with
the Project Manager or authorized designee, key departments,
including but not limited to CITY's Building, Public Works, and
Engineering staff.
1.2.2 CONSULTANT shall prepare, refine and update project design
schedule which identifies all major tasks, key milestones, key
meetings, submittal dates and review periods for the CITY's
review and comment. CONSULTANT shall provide updated
design schedule at the beginning of each project phase.
1.2.3 CONSULTANT shall prepare Design Development documents
based on refinement and further development of the approved
schematic design, including preliminary furniture layouts, built-in
Page 6 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
fixtures, and equipment selections.
1.2.4 CONSULTANT shall refine design development plans based on
comments received from the CITY's review of the 100% SD and
50% DD submittal.
1.2.5 CONSULTANT shall prepare estimates of probable construction
cost for review by CITY in association with the 50% and the
100% Design Development submittals.
1.2.6 CONSULTANT shall have the Mitchell Park Project's LEED
commissioning agent review the design, back-check review
comments, and develop a commissioning plan, specifications,
and checklists.
1.2.7 CONS UL T ANT shall meet with the CITY to review the estimate
of probable construction cost and to confirm that the design is
still within the CITY's approved construction budget. Should the
design not be within the budget, CONSULTANT shall revise the
design as directed by the Project Manager or her authorized
designee at no additional fee to bring the design within the
approved budg et.
1.2.8 CONSULTANT shall provide all other normal and customary
services related to Design Development that the CONSULTANT,
the Project Manager or her authorized designee finds necessary
or that will lead toward the timely delivery of other phases of
work in this Agreement.
1.2.9 Meetings
1.2.9.1 CONSULTANT shall attend and coordinate up to seven
(7) PMT meetings, two (2) Technical-Planning
meetings, two (2) Technical-Library Meetings, two (2)
Technical Building Department meetings, two (2) Artist
Coordination meetings, one (1 ) Technical-Technology
meeting, one (1) Technical-Traffic meeting, one (1)
Integrated Design Workshop, and other technical
meetings as reasonably required for the Mitchell Park
Project.
1.2.9.2 CONSULTANT shall coordinate meetings with
reviewing agencies as required.
1.2.9.3 CONSULTANT shall attend up to two meetings with
the Palo Alto Arts Commission and/or other public art
Page 7 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
committee for coordination of an arts program.
1.2.10 Deliverables
1.2.10.1 CONSULTANT shall submit document packages at the
50% and 100% completion of Design Development for
review by the CITY. Design Development packages
shall illustrate and describe the refinement of the
design of the Mitchell Park Project, establishing its
scope, relationships, forms, size and appea rance.
1.2.10.2 Site plans and floor plans for all major disciplines.
1.2.10.3 Preliminary furniture layout plan.
1.2.10.4 Preliminary finish, materials and equipment schedules.
1.2.10.5 Outline specifications shall identify the major materials
and systems and shall establish their general quality
levels. Specifications shall be consistent with the
Construction Specifications Institute (CSI) format, the
version of which shall be determined by
CONSULTANT.
1.2.10.6 Engineering documents shall include single line
diagrams describing structural, mechanical, plumbing,
and electrical systems.
1.2.10.7 Principal interior and exterior elevations showing
preliminary locations of all electrical and mechanical
controls, telecommunications, security, as well as life
safety devices for coordination with furniture layout.
1.2.10.8 Estimates of probable construction cost associated
with the 50% and 100% Design Development
submittals.
1.3 TASK E1: MITCHELL PARK PROJECT CONSTRUCTION DOCUMENTS
1.3.1 CONSULTANT shall coordinate and manage its subconsultants
throughout the Construction Documents phase.
1.3.2 Upon written notice to proceed by the CITY, CONSULTANT
shall refine and further develop the approved Design
Development package based upon the CITY's comments and
the constructability review comments on the 100% Design
Development package.
Page 8 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.3.3 CONSULTANT shall prepare and submit a 60% Construction
Documents package to the CITY.
1.3.4 CONS UL T ANT shall prepare an estimate of probable
construction cost for review by CITY in association with the 60%
Construction Documents submittal.
1.3.5 CONSULTANT shall prepare and submit a 95% Construction
Documents package, with CITY's comments from the 60%
package incorporated into the documents.
1.3.6 CONS UL T ANT shall prepare an estimate of probable
construction cost for review by CITY in association with the 95%
Construction Documents submittal.
1.3. 7 CONSULTANT shall prepare a Construction Documents
package for Building and Fire department plan check review and
permitting.
1.3.8 CONSULTANT shall prepare the 100% Construction Documents
package with final quality control 'comments from CITY's
Building and Fire department review incorporated.
1.3.9 CONSULTANT shall prepare a Project Manual that includes the
Conditions of the Contract for Construction provided by the
CITY, Technical Specifications, and bidding requirements and
sample forms furnished by the CITY.
1.3.10 CONS UL TANT shall maintain the LEED matrix and design
documentation.
1.3.11 LEED Fundamental and Enhanced Commissioning:
CONSULTANT shall have the project's commissioning agent
review the design and back-check their review comments,
develop a commissioning plan, commissioning specification, and
commissioning checklists.
1.3.12 CONSULTANT shall provide, if necessary and as directed by
the Project Manager or authorized designee, bid alternates up to
a cumulative maximum amount of 1% of the estimate of
probable construction cost.
1.3.13 One or more "independent checks" of the plans, specifications
and bid documents may be performed by an independent party
commissioned by the CITY prior to the 100% Construction
Page 9 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Document submittal. CONSULTANT shall incorporate revisions
or comments from these reviews, provided by the CITY in a
single, compiled, and coordinated document, in the final bid
documents, unless CONSULTANT deems them to be
inappropriate or in error in which case, CONSULTANT shall
communicate concern to the Project Manager or her authorized
designee for consideration and further direction. These checks
may include architectural peer reviews and/or constructability
reviews. These independent checks are to be performed strictly
for the benefit of the CITY, and they shall not relieve the
CONSULTANT from its obligations under this Agreement. The
CITY is not obligated to perform any independent check, and the
CONSULTANT shall not rely upon it for any quality or
quantitative check or review.
1.3.14 Meetings
1.3.14.1 CONSULTANT shall attend and coordinate twelve (12)
PMT meetings, two (2) artist coordination meetings,
two (2) Technical-Planning meetings, four (4)
Technical-Library meetings, three Technical-Building
Department meetings, one (1) Technical-Technology
meeting, one (1) Technical-Traffic meeting, one (1)
Integrated Design Workshop, and other technical
meetings as reasonably required for the Mitchell Park
Project.
1.3.14.2 CONS UL T ANT shall attend two (2) meetings with the
Arts Commission and/or Public Art committee for
coordination of the arts program in the construction
documents.
1.3.15 Deliverables
1.3.15.1 60%, 95%, and 100% Construction Documents
packages setting forth in detail the requirements for
construction of the Mitchell Park Project, including
drawings and specifications that establish in detail the
quality levels of required materials and systems. The
Construction Documents package shall include
drawings and technical specifications from all
disciplines, executed to a level of detail appropriate for
open public bidding. They shall include plans
overlaying voice and data cabling with furniture layout
as necessary, elevations reflecting relationships
between furnishings and items affecting their
Page 10 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
placement. Site improvements shall include all details
necessary to coordinate and properly locate utilities,
driveways, roadways, at-grade parking, curbs and
gutters, landscape, irrigation and hardscape design.
The Construction Documents shall conform to the
applicable California Building Code, Title 24, ADA, and
all other applicable local, State and Federal codes,
regulations, permit requirements, and conditions
necessary for issuance of a bu i1ding permit.
1.3.15.2 Project Manual
1.3.15.3 Detailed technical specifications that are coordinated
with the plans and all the design disciplines.
1.3.15.4 Estimates of probable construction cost associated
with the 60% and 95% Construction Documents
submittals.
1.3.15.5 CONSULTANT shall submit one set of reproducible
documents and one set of electronic digital documents
at 60%, 95% and 100% completion of Construction
Documents. CONSULTANT shall provide a full-sized
original set, wet-stamped and signed, as required by
the CITY, by all the appropriate licensed design
disciplines. CONSULTANT shall also provide digital
plot files directly to CITY's printing company for printing
bid sets.
1.4 TASK F1 MITCHELL PARK PROJECT BIDDING AND AWARD
1.4.1 CONSULTANT shall assist CITY during bid solicitation process.
1.4.2 CONSULTANT shall prepare a full-sized original set(s), and
provide a digital plot bid package for CITY's use in printing, and
shall make available to the CITY an electronic version of the
Construction Documents.
1.4.3 CONSULTANT shall provide bid phase services, as requested
by the CITY, through award of the Contract for Construction.
Service include assistance with responses to bidders' inquiries;
preparation of addenda; attendance at one (1) prequalification
and (1) pre-bid meeting; and assistance in the CITY's evaluation
of bids.
1.4.4 In preparing estimates of the cost of the work, the
Page 11 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
CONSULTANT shall be permitted to include contingencies for
design, bidding and price escalation; to determine what
materials, equipment, component systems and types of
construction are to be included in the Contract Documents; to
make reasonable adjustments in the scope of the Project and to
include in the Contract Documents alternate bids as may be
necessary to adjust the estimated Cost of the Work to meet the
CITY's budget for the Cost of the Work. If an increase in the
Contract Sum occurring after execution of the Contract between
the CITY and the Contractor causes the budget for the Cost of
the Work to be exceeded, that budget shall be increased
accordingly.
1.4.5 CONSULTANT will include in its estimate a contingency for
bid/market conditions based on competitive bidding with a
minimum of 3 bidders for all major items of subcontracted work
and 3-5 general contractor bids. The CITY recognizes that the
CONSULTANT has no control over competitive bidding or
market conditions. If CITY anticipates less favorable bidding
conditions or wishes to take a more conservative approach,
CITY will cooperate with CONSULTANT to increase bid
contingency and either reduce project scope or increase the
project budget accordingly.
1.4.6 If bidding has not commenced within 90 days after
CONSULTANT submits 95%Construction Documents to the
CITY, CONSULTANT shall adjust at no additional cost to CITY,
the estimate of probable construction cost to reflect changes in
the general level of prices in the construction industry. Should
the adjusted estimate of probable construction cost exceed the
CITY approved construction budget at this point, any
subsequent changes in the plans or value engineeri ng services
necessary to align the adjusted estimate of probable
construction cost with the CITY approved construction budget
shall be considered Additional Services as noted in EXHIBT C of
this Agreement.
1.4.7 Deliverables: one reproducible (hard copy for Construction
Document contract file) and digital plot set of Construction
Documents "Conform" package revised with all addenda, CITY
reviews and plan check comments, including Fire Department,
incorporated and ready for Award, and Construction.
Page 12 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.5 TASK G1 MITCHELL PARK PROJECT CONSTRUCTION ADMINISTRATION
1.5.1 CONSULTANT's responsibility to provide Basic Construction
Administration Services for the Construction Phase under this
Agreement commences with CITY's issuance of a Notice to
Proceed with the Contract for Construction and will end 730
calendar days from that date or upon commencement by the
CONSULTANT of the Substantial Completion Correction
("Punch") list, as mutually agreed upon by CONSULTANT, the
CITY's Construction Manager and CITY, whichever comes first.
If the punch list does not commence within 730 calendar days of
the Notice to Proceed, any further time and effort spent on
behalf of the project shall be an Additional Service provided on a
time and materials basis. Consultant will not be obligated to
provide any work beyond the 730 cale!1dar days unless directed
by CITY in writing.
1.5.2 CONSULTANT shall be a representative of and shall advise and
consult with the CITY during the provision of the Contract
Administration Services. The CONSULTANT shall have
authority to act on be half of the CITY only to the extent provi ded
in this Agreement unless otherwise modified by written
amendment.
1.5.3 Duties, responsibilities and limitations of authority of the
CONSULTANT under this phase shall not be restricted, modified
or extended without wr itten agreement of the CITY.
1.5.4 CONSULTANT shall neither have control over or charge of, nor
be responsible for, the construction means, methods,
techniques, sequences or procedures, or for safety precautions
and programs in connection with the Work, since these are
solely the Contractor's rights and responsibilities under the
Contract Documents, The CONSULTANT will not be
responsible for the Contractor's schedules or failure to carry out
the work in accordance with the Contract Documents. The
CONSULTANT will not have control over or charge of acts or
omissions of the Contractor, Subcontractors, or their agents or
employees, or of any other persons performing portions of the
work. CONSULTANT shall not be responsible for acts or
omissions of the Contractor, Subcontractors, or their agents or
employees, or any other persons or entities performing portions
of the Work.
1.5.5 CONSULTANT will have access to the work at all times
wherever it is in preparation or progress within 24 hours of
notifying the CITY ..
Page 13 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.5.6 CONSULTANT shall revise Bid Documents for issuance as
Conform Set Contract Documents that incorporate addenda, and
clarifications.
1.5.7 CONSULTANT shall attend the pre-construction conference.
1.5.8 Project Meetings and Site Visits
1.5.8.1 CONSULTANT shall attend up to 104 site construction
meetings. The CONSULTANT as a representative of the
CITY, shall visit the site at intervals appropriate to the
stage of the Contractor's operations, or as otherwise
agreed by the Project Manager or authorized designee
and the CON SUL TANT (1) to become generally familiar
with and to keep the CITY informed about the progress
and quality of the portion of the Work completed, (2) to
endeavor to guard the CITY against defects and
deficiencies in the Work, and (3) to determine in general
if the Work is being performed in a manner indicating that
the Work, when fully completed, will be in accordance
with the Contract Documents. However, the
CONSULTANT shall not be requi red to make exhaustive
or continuous on-site inspections to check the quality or
quantity of the Work.
1.5.8.2 CONSULTANT shall report to the CITY observable and
known deviations from the Contract Documents by the
Contractor.
1.5.8.3 CONS UL T ANT shall at all times have access to the work
wherever it is in preparation or progress.
1.5.8.4 CONSULTANT shall have authority to reject Work that
does not conform to the Contract Documents. Whenever
the CONSULTANT considers it necessary or advisable,
the CONSULTANT will have authority to require
inspection or testing of the Work in accordance with the
provisions of the Contract Documents, whether or not
such Work is fabricated, installed or completed.
However, neither this authority of the CONS UL T ANT nor
a decision made in good faith either to exercise or not to
exercise such authority shall give rise to a duty or
responsibility of the CONSULTANT to the Contractor,
Subcontractors, material and equipm ent suppliers, their
agents or employees or other persons or entities
performing portions of the Work.
1.5.8.5 CONS UL T ANT shall be responsible for scheduling the
Sub CONSULTANTs visits to the site in coordination with
and or as directed by CITY.
Page 14 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.5.9 On the basis of on-site observations as a CON SUL T ANT, and
through information provided to the CONS UL T ANT by the
CITY's Project Manager, the CONSULTANT shall keep the CITY
informed of the quality of the work.
1.5.10 Submittals:
1.5.10.1 CONSULTANT will review Contractor's submittals,
including Shop Drawings, Product Data and Samples,
but only for the limited purpose of checking for
conformance with information given and the design
concept expressed in the Contract Documents. The
CONSULTANT's action shall be taken with such
reasonable promptness so as to cause no delay in the
work, while allowing sufficient time in the
CONSULTANT's judgment to permit adequate review·
unless otherwise agreed to. Submittals critical to work
flow shall be responded to within a timely manner from
receipt. Review of such submittals is not conducted for
the purpose of determining the accuracy and
completeness of other details such as dimensions and
quantities or for substantiating instructions for
installation or performance equipment or systems
designed by the Contractor, all of which remain the
responsibility of the Contractor to the extent required
by the Contract Documents. The CONSULTANT's
review shall not constitute review of safety precautions
or, unless otherwise specifically stated by the
CONSULTANT, of construction means, methods,
techniques, sequences or procedures. The
CONSULTANT's review of specific items shall not
indicate approval of an assembly of which the item is
a component. When professional certification of
performance characteristics of materials, systems or
equipment is required by the Contract Documents, the
CON SUL T ANT shall be entitled to rely upon such
certification to establish that the materials, systems or
equipment will meet the performance criteria required
by the Contract Documents.
1.5.10.2 CONSULTANT shall maintain copies of submittals
supplied by the Contractor in accordance with the
requirements of the Contract Documents. Reviewed
submittals shall be stamped with appropriate action to
be taken with notes and com ments initialed and dated.
1.5.11 If professional design serv ices or certifications by a desi gn
professional related to systems, materials or equipment are
specifically required of the Contractor by the Contract
Documents, the CONSULTANT shall specify appropriate
performance and design criteria that such services must satisfy.
Page 15 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Shop Drawings and other submittals related to the Work
designed or certified by the design professional retained by the
Contractor shall bear such professional's written approval when
submitted to the CONSULTANT. The CONSULTANT shall be
entitled to rely upon the adequacy, acc uracy and completeness
of the services; certifications or approvals performed by such
design professionals.
1.5.12 Request for Information (RFI) & Architectural Supplement
Information (ASI)
1.5.12.1 CONSULTANT shall review properly prepared, timely
requests by the Contractor for Request For
Information (RFI) about the Contract Documents. A
properly prepared RFI about the Contract Documents
shall be in a form prepared or approved by the
CONSULTANT and shall include a detailed written
statement that indicates the specific Drawings or
Specifications in need of clarification and the nature of
the clarification requested.
1.5.12.2 If deemed appropriate by the CONSULTANT or if
directed by the Project Manager or her authorized
designee, the CONS UL T ANT shall on the CITY's
behalf prepare, reproduce and distribute supplemental
Drawings and Specifications (Architectural
Supplemental Information (ASI)) in response to RFI by
the Contractor or because of a need determined by
CONSULT ANT to achieve the intent of the Contract
Documents.
1.5.12.3 Interpretations and decisions of the CONSULTANT
shall be consistent with the intent of and reasonably
inferable from the Contract Documents and shall be in
writing or in the form of drawings. When making such
interpretations and initial decisions, the
CONSULTANT shall endeavor to secure faithful
performance by both CITY and Contractor, shall not
show partiality to either, and shall not be liable for the
results of interpretations or decisions so rendered in
good faith.
1.5.12.4 CONSULTANT's action shall be taken with such
reasonable promptness as to cause no delay in the
Work or in the activities of the CITY, Contractor or
separate contractors, while allowing sufficient time in
the CONSULTANT s professional judgment to permit
adequate review. RFI's critical to workflow shall be
responded to within a timely manner from receipt.
Page 16 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.5.13 CONSULTANT shall review for compliance, any items submitted
by the Contractor for consistency with the contract documents,
including but not limited to submittals, O&M Manuals, written
guarantees, instruction books, diagrams and charts, etc,.
1.5.14 Review and recommend approval or rejection of substitutions for
conformance with the project design concept and for compliance
with Contract Documents. CONSULTANT shall briefly review
each substitution at no additional cost to the CITY and provide
the CITY's Project Manager with a fee and time schedule for
detailed review of each substitution. Time and cost for detailed
review of substitutions shall be negotiated with Contractor on a
case-by-case basis. Detailed review of each sUbstitution cannot
begin until authorized by the CITY's Project Manager. Detailed
review of substitutions is subject to the requirements of
Additional Services when approved and authorized by the
CITY's Project Manager prior to beginni ng the detailed review.
1.5.15 Changes in the Work
1.5.15.1 Change Order Review and Negotiation: All changes to
the Contract between the CITY and Contractor shall
be only by change orders executed by the CITY.
1.5.15.2 CITY and its designee shall review the contents of all
Contractor-requested changes to the contract time or
price, endeavor to determine the cause of the request,
and assemble and evaluate information concerning
the request. CITY and its designee shall in its
evaluations of the Contractor's request consider the
CONSULTANT's comments regarding the proposed
changes.
1.5.15.3 All proposed CONSULTANT and CITY -initiated
changes shall first be described in detail by the CITY
and its designee in a request for a proposal issued to
the Contractor. The request shall be accompanied by
drawings and specifications prepared by the
CONSULTANT. In response to the request for a
proposal, the Contractor shall submit to the CITY and
its designee for evaluation detailed information
concerning. The price and time adjustments, if any, as
may be necessary to perform the proposed change
order work. The CITY and its designee shall review
the Contractor's proposal, shall discuss the proposed
change order with the Contractor, and endeavor to
determine the Contractor's basis for the price and time
proposed to perform the work. All work by
CONSULTANT related to CITY -initiated changes will
be performed as Additional Services on a Time and
Material Basis or mutually agreed lump sum.
Page 17 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.5.16
1.5.15.4 The CITY and its designee shall negotiate change
requests on behalf of the CITY. CITY and its designee
shall prepare and issue to the Contractor appropriate
change order documents, reviewed and signed by the
CONSULTANT as required by contract.
Furniture, Custom Casework, Shelving and Signage
1.5.16.1 During the Construction Administration Phases the
CONSULTANT shall provide the following services
related to Furniture, Custom Casework and Signage:
1.5.16.2 Staff area systems furniture will be specified in
general terms showing layout, major components, and
finishes. CONSULTANT shall specify that systems
furniture vendor to provide detailed systems design
and component selection.
1.5.16.3 CONSULTANT shall specify performance
requirements for seismic bracing of cantilevered
shelving with shelving vendor to provide engineering
submittals.
1.5.16.4 If so requested by the CITY's Project Manager or
authorized designee, the CONSULTANT shall prepare
up to a total of five different bid packages for furniture,
custom casework, building signage and shelving.
Each bid package will be suitable for a public bid
process or negotiated purchase order by CITY or
Library.
1.5.16.5 CONSU L TANT shall provide up to two alternative
design concepts for custom furniture and casework.
1.5.16.6 CONSULTANT shall prepare for the CITY's review
functional layout drawings of library service desks and
custom casework for the Library and the Community
Center.
1.5.16.7 CONSULTANT shall conduct up to eight interiors
Project Management Team meetings to set direction
on furniture and casework.
1.5.16.8 CONSULTANT shall lead up to one day-long furniture
review meeting with the furniture committee.
1.5.16.9 CONSULTANT shall prepare a 90% Bid Documents
submittal for CITY and Library review.
1.5.16.1 0 CONSULTANT shall prepare 100% Bid Documents.
Page 18 of48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
1.5.16.11 CONSULTANT shall assist the CITY in reviewing
bidder questions and provide written addenda as
required for each bid package. •
1.5.16.12 CONSULTANT shall be available for up to three days
to advise on furniture and custom casework
placement and punch list services.
1.5.16.13 CONSU L TANT shall provide a sign location drawing
and sign copy schedule for the site identification,
exterior building signage, site wayfinding, and interior
signage.
1.5.16.14 CONSULTANT shall provide a 60% and 95% Design
Intent Signage Documents for the CITY's review. And
a 100% Bid Design Intent Signage Document.
1.5.16.15 CONSULTANT provide updated estimates of probable
construction costs to the CITY at the 60% and 95%
Design Intent subm ittals ..
1.5.16.16 CONSULTANT shall provide written responses to the
CITY's review comments.
1.5.16.17 CONSULTANT conduct up to two signage design
review meetings with the CITY.
1.5.16.18 CONSULTANT shall attend a signage pre-installation
meeting with the signage contractor.
1.6 TASK H1 MITCHELL PARK PROJECT RECORD DOCUMENTS AND
PROJECT CLOSEOUT
1.6.1 Project Closeout, will begin with the commencement by
CONSULTANT of the Punch List as mutually determined by
CONSULTANT, CITY and CITY's Construction Manager, and
will end 90 calendar days from that date CONSULTANT shall
complete all items over which the CONSULTANT has control
indicated in the scope of Project Closeout within the 90 calendar
day period. CONSULT ANT Closeout Services after 90 days will
be provided as an Additional Service on a Time & Materials
basis.
1.6.2 CON SUL T ANT shall receive from the Contractor and forward to
the CITY, for the CITY's review and records, written warranties
and related documents required by the Contract Documents and
assembled by the Contractor.
1.6.3 CONSULTANT's shall conduct "Punch List" inspection to check
conformance of the Work with the requirements of the Contract
Documents and to verify the accuracy and completeness of the
Page 19 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
list submitted by the Contractor of Work to be completed or
corrected.
1.6.4 CONSULTANT shall complete and distribute the project punch
list in a timely manner from the CITY's request for inspection in
either MSWord or Excel format.
1.6.5 CONS UL T ANT shall review the work to determine whether the
punch list items have been completed and are in conformance
with the Construction Documents
1.6.6 CONSULTANT's shall conduct Final Completion observation
with the CITY to check for general conformance of the Work with
the requirements of the Contract Documents package and to
verify the accuracy and com pleteness of the list subm itted by the
Contractor of Work to be com pleted or corrected.
1.6.7 CONSULTANT shall incorporate information provided by the
Contractor and information gained during site visits throughout
the Project construction, and prepare record drawings and
specifications based on record field construction documents
package. Prior to acceptance of the Project by the CITY.
CONSULTANT shall review the contractor's "as-built" drawings
and specifications, and shall return them to contractor for
revision if they are not complete, or otherwise known to not
represent facts known to the CONSULTANT. Apart from
reviewing Contractor's as-built documents, CONSULTANT shall
prepare and sign the CONSULTANT's Record Drawings submit
both a hard copy on Mylar and an electronic copy on Compact
Disc (CD) to the CITY.
2.0 DOWNTOWN LIBRARY PROJECT
2.1 GENERAL
2.1.1 The CONS UL T ANT's Basic Services for the renovated
Downtown Library ("Downtown Library Project") consist of five
Tasks: Task D2 Design Development; Task E2 Construction
Documents; Task F2 Bidding and Award, Task G2 Construction
Administration and Task H2 Record Documents and Project
Closeout.
2.1.2 The CONS UL TANT's Basic Services include the services of a civil
engineer, structural engineer, mechanical engineer, electrical
engineer/lighting designer, landscape architect, cost consultant,
audio visual/acoustical engineer, and library programmer.
2.2 TASK D2: DOWNTOWN LIBRARY PROJECT DESIGN DEVELOPMENT
Page 20 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
2.2.1 CONSULTANT shall coordinate and manage its subconsultants
throughout the Design Development phase and coordinate with
the Project Manager or authorized designee, key departments,
including but not limited to CITY's Building, Public Works, and
Engineering staff.
2.2.2 CONSULTANT shall prepare, refine and update project design
schedule which identifies all major tasks, key milestones, key
meetings, submittal dates and review periods for the CITY's
review and comment. CONSULTANT shall provide updated
design schedule at the beginning of each project phase.
2.2.3 CONSULTANT shall prepare Design Development documents
based on refinement and further development of the approved
schematic design, including preliminary furniture layouts, built-in
fixtures, and equipment selections.
2.2.4 CONSULTANT shall refine design development plans based on
comments received from the CITY's review of the 100% SD
submittal.
2.2.5 CONSULTANT shall prepare an estimate of probable construction
cost for review by CITY in association with the 100% Design
Development submittal.
2.2.6 CONSULTANT shall meet with the CITY to review the estimate of
probable construction cost and to confirm that the design is still
within the CITY's approved construction budget. Should the
design not be withi n the budget, CONS UL T ANT shall revise the
design as directed by the Project Manager or her authorized
designee at no additional fee to bring the design within the
approved budget.
2.2.7 CONSULTANT shall provide all other normal and customary
services related to Design Development that the CONSULTANT,
the Project Manager or her authorized designee finds necessary
or that will lead toward the timely delivery of other phases of work
in this Agreement.
2.2.8 Meetings
2.2.8.1 CONSULTANT shall attend and coordinate up to seven
(7) PMT meetings, two (2) Technical-Library Meetings,
two (2) Technical-Building Department meetings, one (1)
Technical-Technology meeting, one (1) Integrated
Design Workshop, and other technical meetings as
Page 21 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHffiITA
reasonably required for the Downtown Li brary Project.
2.2.8.2 CONSULTANT shall coordinate meetings with reviewing
agencies as required.
2.2.9 Deliverables
2.2.9.1 CONSULTANT shall submit a I?esign Development
package at 100% completion of Design Development for
review by the CITY. The Design Development package
shall illustrate and describe the refinement of the design
of the Downtown Library Project, establishing its scope,
relationships, forms, size and appea rance.
2.2.9.2 Site plans and floor plans for all major disciplines.
2.2.9.3 Preliminary furniture layout plan.
2.2.9.4 Preliminary finish, materials and equipment schedules.
2.2.9.5 Outline specifications shall identify the major materials
and systems and shall establish their general quality
levels. Specifications shall be consistent with the
Construction Specifications Institute (CSI) format, the
version of which shall be determined by CONSULTANT.
2.2.9.6 Engineering documents shall include single line
diagrams describing structural, mechanical, plumbing,
and electrical systems.
2.2.9.7 Principal interior and exterior elevations showing
preliminary locations of all electrical and mechanical
controls, telecommunications, security, as well as life
safety devices for coordination with furniture layout.
2.2.9.8 Estimates of probable construction cost associated with
the 100% Design Development submittal.
2.2.9.9 Presentation materials for meetings.
2.3 TASK E2: DOWNTOWN LIBRARY PROJECT CONSTRUCTION
DOCUMENTS
2.3.1 CONSULTANT shall coordinate and manage its subconsultants
throughout the Construction Documents phase.
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
2.3.2 Upon written notice to proceed by the CITY, CONSULTANT shall
refine and further develop the approved Design Development
package based upon the CITY's comments and the
constructability review comments on the 100% Design
Development package.
2.3.3 CONSULTANT shall prepare and submit a 60% Construction
Documents package to the CITY.
2.3.4 CONSULTANT shall prepare an estimate of probable construction
cost for review by CITY in association with the 60% Construction
Documents submittal.
2.3.5 CONSULTANT shall prepare and submit a 95% Construction
Documents package, with CITY's comments from the 60%
package incorporated into the documents.
2.3.6 CONSULTANT shall prepare an estimate of probable construction
cost for review by CITY in association with the 95% Construction
Documents submittal.
2.3. 7 CONSULTANT shall prepare a Construction Documents package
for Building and Fire department plan check review and permitting.
2.3.8 CONSULTANT shall prepare the 100% Construction Documents
package with final quality control comments from CITY's Building
and Fire department review incorporated.
2.3.9 CONSULTANT shall prepare a Project Manual that includes the
Conditions of the Contract for Construction provided by the CITY,
Technical Specifications, and bidding requirements and sample
forms furnished by the CITY.
2.3.1 0 CONSULTANT shall provide, if necessary and as directed by the
Project Manager or authorized designee, bid alternates up to a
cumulative maximum amount of 5% of the estimate of probable
construction cost.
2.3.11 One or more "independent checks" of the plans, specifications and
bid documents may be performed by an independent party
commissioned by the CITY prior to the 100% Construction
Document submittal. CONSULTANT shall incorporate revisions or
comments from these reviews, provided by the CITY in a single,
compiled, and coordinated document, in the final bid documents,
unless CONSULTANT deems them to be inappropriate or in error
in which case, CONSULTANT shall communicate concern to the
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Project Manager or her authorized designee for consideration and
further direction. These checks may include architectural peer
reviews and/or constructability reviews. These independent
checks are to be performed strictly for the benefit of the CITY, and
they shall not relieve the CONSULTANT from its obligations under
this Agreement. The CITY is not obligated to perform any
independent check, and the CONS UL T ANT shall not rely upon it
for any quality or quantitative check or review.
2.3.12 Meetings
2.3.12.1 CONSULTANT shall attend and coordinate twelve (12)
PMT meetings, four (4) Technical-Library meetings, two
(2) Technical-Building Department meetings, one (1)
Technical-Technology meeting, one (1) Integrated
Design Workshop, and other technical meetings as
reasonably required for the Downtown Li brary Project.
2.3.12.2 Consultant shall attend other meetings as specified in
Section 4.0, Participation.
2.3.13 Deliverables
2.3.13.1 60%, 95%, and 100% Construction Documents
packages setting forth in detail the requirements for
construction of the Downtown Library Project, including
drawings and specifications that establish in detail the
quality levels of required materials and systems. The
Construction Documents package shall include
drawings and technical specifications from all
disciplines, executed to a level of detail appropriate for
open public bidding. They shall include plans
overlaying voice and data cabling with furniture layout
as necessary, elevations reflecting relationships
between furnishings and items affecting their
placement. Site improvements shall include all details
necessary to coordinate and properly locate utilities,
driveways, roadways, at-grade parking, curbs and
gutters, landscape, irrigation and hardscape design.
The Construction Documents shall conform to the
applicable California Building Code, Title 24, ADA, and
all other applicable local, State and Federal codes,
regulations, permit requirements, and conditions
necessary for issuance of a bu ilding permit.
2.3.13.2 Project Manual
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
2.3.13.3 Detailed technical specifications that are coordinated
with the plans and all the design disciplines.
2.3.13.4 Estimates of probable construction cost associated
with the 60% and 95% Construction Documents
submittals.
2.3.13.5 CONSULTANT shall submit one set of reproducible
documents and one set of electronic digital documents
at 60%, 95% and 100% completion of Construction
Documents. CON SUL T ANT shall provide a full-sized
original set, wet-stamped and signed, as required by
the CITY, by all the appropriate licensed design
disciplines. CONS UL T ANT shall also provide digital
plot files directly to CITY's printing company for printing
bid sets.
2.4 TASK F2: DOWNTOWN LIBRARY PROJECT BIDDING AND AWARD
2.4.1 CONSULTANT shall prepare a full-sized original set(s), and
provide a digital plot bid package for CITY's use in printing, and
shall make available to the CITY an electronic version of the
Construction Documents.
2.4.2 CONSULTANT shall provide bid phase services, as requested by
the CITY, through award of the Contract for Construction. Service
include assistance with responses to bidders' inquiries;
preparation of addenda; attendance at one (1) prequalification and
(1) pre-bid meeting; and assistance in the CITY's evaluation of
bids.
2.4.3 In preparing estimates of the cost of the work, the CONSULTANT
shall be permitted to include contingencies for design, bidding and
price escalation; to determine what materials, equipment,
component systems and types of construction are to be included
in the Contract Documents; to make reasonable adjustments in
the scope of the Project and to include in the Contract Documents
alternate bids as may be necessary to adjust the estimated Cost
of the Work to meet the CITY's budget for the Cost of the Work. If
an increase in the Contract Sum occurring after execution of the
Contract between the CITY and the Contractor causes the budget
for the Cost of the Work to be exceeded, that budget shall be
increased accordingly.
2.4.4 CONSULTANT will include in its estimate a contingency for
bid/market conditions based on competitive bidding with a
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
minimum of 3 bidders for all major items of subcontracted work
and 3-5 general contractor bids. The CITY recognizes that the
CONSULTANT has no control over competitive bidding or market
conditions. If CITY anticipates less favorable bidding conditions or
wishes to take a more conservative approach, CITY will cooperate
with CONSULTANT to increase bid contingency and either reduce
project scope or increase the proj ect budget accordingly.
2.4.5 If bidding has not commenced within 90 days after CONSULTANT
submits 95%Construction Documents to the CITY, CONSULTANT
shall adjust at no additional cost to CITY, the estimate of probable
construction cost to reflect changes in the general level of prices
in the construction industry. Should the adjusted estimate of
probable construction cost exceed the CITY approved
construction budget at this point, any subsequent changes in the
plans or value engineering services necessary to align the
adjusted estimate of probable construction cost with the CITY
approved construction budget shall be considered Additional
Services as noted in EXHIBT C of this Agreement.
2.4.6 Deliverables: one (1) 100% reproduci ble (hard copy for
Construction Document contract file) and digital plot set of
Construction Documents "Conform" package revised with all
addenda, CITY reviews and plan check, including Fire
Department, ready for Award, and Construction.
2.5 TASK G2 DOWNTOWN LIBRARY PROJECT CONSTRUCTION
ADMINISTRATION
2.5.1 The CONSULTANT's responsibility to provide Basic Construction
Administration Services for the Construction Phase under this
Agreement commences with CITY's issuance of a Notice to
Proceed with the Contract for Construction and will end 365
calendar days from that date or upon commencement by the
CONSULTANT of the Substantial Completion Correction
("Punch") list, as mutually agreed upon by CONSULTANT, the
CITY's Construction Manager and CITY, whichever comes first. If
the punch list does not commence within 365 calendar days of the
Notice to Proceed, any further time and effort spent on behalf of
the project shall be an Additional Service provided on a time and
materials basis. Consultant will not be obligated to provide any
work beyond the 365 calendar days unless directed by CITY in
writing.
2.5.2 The CONSULTANT shall be a representative of and shall advise
and consult with the CITY during the provision of the Contract
Page 26 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Administration Services. The CONSULTANT shall have authority
to act on behalf of the CITY only to the extent provided in this
Agreement unless otherwise modified by written amendment.
2.5.3 Duties, responsibil ities and limitations of authority of the
CONSULTANT under this phase shall not be restricted, modified
or extended without written agreement of the CITY.
2.5.4 The CONSULTANT shall neither have control over or charge of,
nor be responsible for, the construction means, methods,
techniques, sequences or procedures, or for safety precautions
and programs in connection with the Work, since these are solely
the Contractor's rights and responsibilities under the Contract
Documents.
2.5.5 The CONSULTANT shall not be responsible for acts or omissions
of the Contractor, Subcontractors, or their agents or employees, or
any other persons or entities performing portions of the Work.
2.5.6 Project Meetings and Site Visits
2.5.6.1 The CONSULTANT shall attend up to 52 site
construction meetings. The CONS UL T ANT as a
representative of the CITY, shall visit the site at intervals
appropriate to the stage of the Contractor's operations,
or as otherwise agreed by the Project Manager or
authorized designee and the CONSU L T ANT (1) to
become generally familiar with and to keep the CITY
informed about the progress and quality of the portion of
the Work completed, (2) to endeavor to guard the CITY
against defects and deficiencies in the Work, and (3) to
determine in general if the Work is being performed in a
manner indicating that the Work, when fully completed,
will be in accordance with the Contract Documents.
However, the CONSULTANT shall not be required to
make exhaustive or continuous on-site inspections to
check the quality or quantity of the Work.
2.5.6.2 The CONSULTANT shall report to the CITY known
deviations from the Contract Documents.
2.5.6.3 The CONSULTANT shall at all times have access to the
work within 24 hours wherever it is in preparation or
progress.
2.5.6.4 The CONSULTANT shall have authority to reject Work that
does not conform to the Contract Documents. Whenever
the CONSULTANT considers it necessary or advisable,
the CONS UL TANT will have authority to require inspection
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
or testing of the Work in accordance with the provisions of
the Contract Documents, whether or not such Work is
fabricated, installed or completed. However, neither this
authority of the CONSU L T ANT or a decision made in good
faith either to exercise or not to exercise such authority
shall give rise to a duty or responsibility of the
CONSULTANT to the Contractor, Subcontractors, material
and equipment suppliers, their agents or employees or
other persons or entities performing portions of the Work.
2.5.6.5 The CONSULTANT shall be responsible for scheduling the
subconsultants visits to the site in coordination with and or
as directed by the CITY.
2.5.7 On the basis of on-site observations as a CONSULTANT, and
through information provided to the CONSULT ANT by the CITY's
Project Manager, the CONSULTANT shall keep the CITY
informed of the quality of the work.
2.5.8 Submittals:
2.5.8.1 The CONSULTANT will review Contractor's submittals,
including Shop Drawings, Product Data and Samples, but
only for the limited purpose of checking for conformance
with information given and the design concept expressed
in the Contract Documents. The CONSULTANT's action
shall be taken with such reasonable promptness so as to
cause no delay in the work, while allowing sufficient time in
the CONSULTANT's judgment to permit adequate review
unless otherwise agreed to. Submittals critical to work flow
shall be responded to within a timely manner from receipt.
Review of such submittals is not conducted for the purpose
of determining the accuracy and completeness of other
details such as dimensions and quantities or for
substantiating instructions for installation or performance
equipment or systems designed by the Contractor, all of
which remain the responsibility of the Contractor to the
extent required by the Contract Documents. The
CONSULTANT's review shall not constitute review of
safety precautions or, unless otherwise specifically stated
by the CONS UL T ANT, of construction means, methods,
techniques, sequences or procedures. The
CONSULTANT's review of specific items shall not indicate
approval of an assembly of which the item is a component.
When professional certification of performance
characteristics of materials, systems or equipment is
required by the Contract Documents, the CONSULTANT
shall be entitled to rely upon such certification to establish
that the materials, systems or equipment will meet the
performance criteria required by the Contract Documents.
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
2.5.8.2 The CONSULTANT shall maintain copies of submittals
supplied by the Contractor in accordance with the
requirements of the Contract Documents. Reviewed
submittals shall be stamped with appropriate action to be
taken with notes and comments initialed and dated.
2.5.8.3 If professional design services or certifications by a design
professional related to systems, materials or equipment
are specifically required of the Contractor by the Contract
Documents, the CONS UL T ANT shall specify appropriate
performance and design criteria that such services must
satisfy. Shop Drawings and other submittals related tothe
Work designed or certified by the design professional
retained by the Contractor shall bear such professional's
written approval when submitted to the CONSULTANT.
The CON SUL T ANT shall be entitled to rely upon the
adequacy, accuracy and completeness of the services;
certifications or approvals performed by such design
professionals.
2.5.9 Request for Information (RFI) & Architectural Supplement
Information (ASI)
2.5.9.1 The CONSULTANT shall review properly prepared, timely
requests by the Contractor for for information (RFI) about
the Contract Documents. A properly prepared RFI about
the Contract Documents shall be in a form prepared or
approved by the CONSULTANT and shall include a
detailed written statement that indicates the specific
Drawings or Specifications in need of clarification and the
nature of the clarification requested.
2.5.9.2 If deemed appropriate by the CONSULTANT or if directed
by the Project Manager or her authorized designee, the
CON SUL T ANT shall on the CITY's behalf prepare,
reproduce and distribute supplemental Drawings and
Specifications (Architectural Supplemental Information
(ASI» in response to RFI by the Contractor or because of a
need determined by CONSULTANT to achieve the intent
of the Contract Documents ..
2.5.9.3 Interpretations and decisions of the CONSULT ANT shall
be consistent with the intent of and reasonably inferable
from the Contract Documents and shall be in writing or in
the form of drawings. When making such interpretations
and initial decisions, the CONSULTANT shall endeavor to
secure faithful performance by both CITY and Contractor,
shall not show partiality to either, and shall not be liable for
the results of interpretations or decisions so rendered in
good faith.
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
2.5.9.4 The CONSULTANT's action shall be taken with such
reasonable promptness as to cause no delay in the Work
or in the activities of the CITY, Contractor or separate
contractors, while allowing sufficient time in the
CONSULTANT s professional judgment to permit
adequate review. RFI's critical to workflow shall be
responded to within a timely manner from receipt.
2.5.10 CONSULTANT shall review for compliance, any items submitted
by the Contractor for consistency with the contract documents,
including but not limited to submittals, O&M Manuals, written
guarantees, instruction books, diagrams and charts, etc,.
2.5.11 Review and recommend approval or rejection of substitutions for
conformance with the project design concept and for compliance
with Contract Documents. CONSULTANT shall briefly review each
substitution at no additional cost to the CITY and provide the
CITY's Project Manager with a fee and time schedule for detailed
review of each substitution. Time and cost for detailed review of
substitutions shall be negotiated with Contractor on a case-by
case basis. Detailed review of each substitution cannot begin until
authorized by the CITY's Project Manager. Detailed review of
substitutions is subject to the requirements of Additional Services
when approved and authorized by the CITY's Project Manager
prior to beginning the detailed review.
2.5.12 Changes in the Work
2.5.12.1 Change Order Review and Negotiation: All changes to the
Contract between the CITY and Contractor shall be only
by change orders executed by the CITY.
2.5.12.2 CITY and its designee shall review the contents of all.
Contractor-requested changes to the contract time or
price, endeavor to determine the cause of the request,
and assemble and evaluate information concerning the
request CITY and its designee shall in its evaluations of
the Contractor's request consider the CONSULTANT's
comments regarding the proposed changes.
2.5.12.3 All proposed CONSU L T ANT and CITY -initiated changes
shall first be described in detail by the CITY and its
d~signee in a request for a proposal issued to the
Contractor. The request shall be accompanied by
drawings and specifications prepared by the
CONSULTANT. In response to the request for a
proposal, the Contractor shall submit to the CITY and its
designee for evaluation detailed information concerning.
The price and time adjustments, if any, as may be
Page 30 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
necessary to perform the proposed change· order work.
The CITY and its designee shall review the Contractor's
proposal, shall discuss the proposed change order with
the Contractor, and endeavor to determine the
Contractor's basis for the price and time proposed to
perform the work. All work by CONSULTANT related to
CITY -initiated changes will be performed as Additional
Services on a Time and Material Basis or mutually agreed
lump sum.
CITY and its designee shall negotiate change requests on
behalf of the CITY. CITY and its designee shall prepare
and issue to the Contractor appropriate change order
documents, reviewed and signed by the CONSULTANT
as required by contract.
2.6 TASK G2.1 DOWNTOWN LIBRARY LEED DESIGN AND
DOCUM ENTATION
2.6.1 The CONSULTANT shall prepare and submit LEED
documentation for the Downtown Library for certification purposes
based on the LEED Commercial Interiors 2009 for LEED certified
level. The work includes preparing and submitting all required
design submittal documentation for the LEED credits as identified
on the LEED Matrix fated February 2010.
2.6.2 The CONSULTANT shall provide fundamental commissioning
services during the design phase construction phases of the
project.
2.6.3 The CONS UL T ANT shall provide design intent information and
clarifications to the Contractor during the construction phase of the
project.
2.6.4 The CONSULTANT shall provide Construction Administration
services which include review of Contractor-provided LEED
submittals required for the Construction submittal by the
Contractor.
2.7 TASK G2.2 DOWNTOWN STANDARD LIBRARY AND OFFICE
FURNITURE
2.7.1 During the Construction Administration Phases the
CONSULTANT shall provide the following services related to
Standard Library and Office Furniture:
2.7.2 Building Staff area systems furniture will be specified in general
terms showing layout, major components, and finishes.
CONSULTANT shall specify that systems furniture vendor to
provide detailed systems design and component selection.
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
2.7.3 CONSULTANT shall specify performance requirements for
seismic bracing of cantilevered shelving with shelving vendor to
provide engineering submittals.
2.7.4 If so requested by the CITY's Project Manager or authorized
designee, the CONSULTANT shall prepare up to a total of five
different specification packages for furniture. Each package will
be suitable for a negotiated purchase order by CITY or Library.
2.7.5 The CONSULTANT shall provide up to two alternative design
concepts for standard furniture.
2.7.6 The CONSULTANT shall conduct up to four furniture meetings to
set direction on furniture, casework and signage.
2.7.7 The CONSULTANT shall lead up to one day-long furniture review
with the furniture committee.
2.7.8 The CONSULTANT shall prepare a 90% Specification Documents
submittal for CITY and Library review.
2.7.9 The CONSULTANT shall prepare 100% Specification Documents.
2.7.10 The CONSULTANT shall assist the CITY in reviewing bidder
questions and provide written addendum as required for each bid
package.
2.7.11 The CONSULTANT shall be available for up to two days to advise
on furniture and punch list services.
2.8 TASK H2 DOWNTOWN LIBRARY PROJECT RECORD DOCUMENTS
AND PROJECT CLOSEOUT
2.8.1 Project Closeout, will begin with the commencement by
CONSULTANT of the Punch list as mutually determined by
CONSULTANT, CITY and CITY's Construction Manager, and will
end 60 calendar days from that date CONS UL T ANT shall
complete all items over which the CONSULTANT has control
indicated in the scope of Project Closeout within the 60 calendar
day period. CONSULTANT Closeout Services after 60 days will
be provided as an Additional Service on a Time & Materials basis.
2.8.2 The CONSULTANT shall receive from the Contractor and forward
to the CITY, for the CITY's review and records, written warranties
and related documents required by the Contract Documents and
assembled by the Contractor.
2.8.3 The CONSULTANT's shall conduct "Punch List" inspection to
check conformance of the Work with the requirements of the
Page 32 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Contract Documents and to verify the accuracy and completeness
of the list submitted by the Contractor of Work to be completed or
corrected.
2.8.4 The CONS UL T ANT shall complete and distribute the project
punch list in a timely manner from the CITY's request for
inspection in either MSWord or Excel format.
2.8.5 CONSULTANT shall review the work to determine whether the
punch list items have been completed and are in conformance
with the Construction Documents
2.8.6 CONSU L T ANT's shall conduct Final Completion observation
with the CITY to check for general conformance of the Work with
the requirements of the Contract Documents package and to
verify the accuracy and completeness of the list submitted by the
Contractor of Work to be completed or corrected.
2.8.7 The CONS UL T ANT shall incorporate information provided by the
Contractor and information gained during site visits throughout the
Project construction, and prepare record drawings and
specifications based on record field construction documents
package. Prior to acceptance of the Project by the CITY.
CONSULTANT shall review the contractor's "as-built" drawings
and specifications, and shall return them to contractor for revision
if they are not complete, or otherwise known to not represent facts
known to the CONSULTANT. Apart from reviewing Contractor's
as-builts documents, CONSULTANT shall prepare and sign the
CONSULTANT's Record Drawings submit both a hard copy on
Mylar and an electronic copy on Compact Disc (CD) to the CITY.
3.0 TEMPORARY MITCHELL PARK LIBRARY PROJECT
3.1 GENERAL
3.1.1 The CONSU L TANT's Basic Services for Temporary Library
Facilities ("Temporary Library Facilities Project") consist of one
Task: Temporary Library Facilities Project Design.
3.1.2 The CONSULTANT's Basic Services for the Temporary Library
Facilities Project include the services of a, mechanical engineer,
electrical engineer/lighting designer, landscape architect, cost
estimator and library programmer.
3.2 TASK D3: TEMPORARY MITCHELL PARK LIBRARY FACILITIES
PROJECT DESIGN
Page 33 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
3.2.1 The CONSULTANT shall develop conceptual design floor plans,
with input from the CITY.
3.2.2 The CONSULTANT shall:
3.2.3 Develop a comprehensive building program for temporary library
and community center services in the range of 8,000 to
10,000 total square feet spread between different locations yet to
be determined by the CITY, Program size is based on the
anticipated use of existing CITY facilities as temporary library and
community center facilities during the renovation of the Downtown
Library and the construction of the Mitchell Park Library.
3.2.4 Provide dimensions and notes to describe the scale and principal
features of the interior of the temporary facilities on the conceptual
floor plans. The conceptual floor plans will show the desired
location and approximate size of the new or relocated windows
and doors.
3.3 TASK E3: TEMPORARY MITCHELL PARK LIBRARY FACILITIES
CONSTRUCTION DOCUMENTS
3.3.1 The CONS UL T ANT shall develop construction documents for the
temporary library and technical services with input from the CITY.
3.3.2 The CONSULTANT shall:
3.3.2.1 Recommend finishes for the CITY's approval.
3.3.2.2 Prepare drawings and other documents describing
signage and graphi cs for the new tem porary library
3.3.2.3 Prepare technical specifications for the architectural
portions of the T em porary Library F acil ities Project.
3.3.2.4 Review CITY-provided schedule of eXisting furniture
indicating which furniture is to be reused for the Project
and assist the CITY in the selection and specification of
new furniture. Prepare a drawing showing the new
furniture locations.
3.3.2.5 The CONS UL T ANT will provide drawings and other
project documents to describe the scope of the project in
sufficient detail for the CITY to publicly bid the
Temporary Library Facilities Project.
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CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
3.3.2.6 Deliverables: Contract Document drawings, building
program and other project documents to describe the
scope of the project for the CITY coordinate and
repurpose existing facilities for temporary library, to move
existing furniture and purchase new furniture; updated
project budget.
3.3.2.7 Meetings included in this phase (may be shared with
other phases and/or meetings): two (2) Technical
meetings; three (3) PMT meetings.
3.4 TASK F3: TEMPORARY MITCHELL PARK LIBRARY PROJECT
BIDDING AND AWARD
3.4.1 CONSULTANT shall prepare a full-sized original set(s), and
provide a digital plot bid package for CITY's use in printing, and
shall make available to the CITY an electronic version of the
Construction Documents.
3.4.2 CONSULTANT shall provide bid phase services, as requested by
the CITY, through award of the Contract for Construction. Service
include assistance with responses to bidders' inquiries;
preparation of addenda; attendance at one (1) prequalification and
(1) pre-bid meeting; and assistance in the CITY's' evaluation of
bids.
3.4.3 In preparing estimates of the cost of the work, the CONSULTANT
shall be permitted to include contingencies for design, bidding and
price escalation; to determine what materials, equipment,
component systems and types of construction are to be included
in the Contract Documents; to make reasonable adjustments in
the scope of the Project and to include in the Contract Documents
alternate bids as may be necessary to adjust the estimated Cost
of the Work to meet the CITY's budget for the Cost of the Work. If
an increase in the Contract Sum occurring after execution of the
Contract between the CITY and the Contractor causes the budget
for the Cost of the Work to be exceeded, that budget shall be
increased accordingly.
3.4.4 CONSULTANT will include in its estimate a contingency for
bid/market conditions based on competitive bidding with a
minimum of 3 bidders for all major items of subcontracted work
and 3-5 general contractor bids. The CITY recognizes that the
CONSULTANT has no control over competitive bidding or market
conditions. If CITY anticipates less favorable bidding conditions or
Page 35 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
wishes to take a more conservative approach, CITY will cooperate
with CONSULTANT to increase bid contingency and either reduce
project scope or increase the project budget accordingly.
3.4.5 If bidding has not commenced within 90 days after CONSULTANT
submits 95%Construction Documents to the CITY, CONSULTANT
shall adjust at no additional cost to CITY, the estimate of probable
construction cost to reflect changes in the general level of prices
in the construction industry. Should the adjusted estimate of
probable construction cost exceed the CITY approved
construction budget at this point, any subsequent changes in the
plans or value engineering services necessary to align the
adjusted estimate of probable construction cost with the CITY
approved construction budget shall be considered Additional
Services as noted in EXHIBT C of this Agreement.
3.4.6 Deliverables: one (1) 100% reproducible (hard copy of
Construction Document contract file for Bidding), digital plot set,
and all project addenda.
3.5 TASK G3: TEMPORARY MITCHELL PARK LIBRARY PROJECT
CONSTRUCTION ADMINISTRATION
3.5.1 The Consultant's responsibility to provide Basic Services for the
Construction Phase under this Agreement commences with
CITY's award of a general contract for the construction of the
Project and terminates 90 calendar days later or on the original
date of Substantial Completion of the Work, whichever comes
first.
3.5.2 The CONSULTANT shall revise Bid Documents for issuance as
Conform Set Contract Documents that incorporate addenda, and
clarifications.
3.5.3 The CONSULTANT shall attend the pre-construction conference.
3.5.4 The CONSULTANT may visit the site approximately once every
two weeks or at intervals appropriate to the stage of construction
or as otherwise agreed by the CITY and CONSULTANT to attend
Project meetings and to become generally familiar with the
progress and quality of the work completed and to determine, in
general, if the work is being performed in a manner indicating that
the work when completed will be in accordance with the Contract
Documents. However, the CONSULTANT shall not be required to
make exhaustive continuous on-site inspections to check the
Page 36 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
quality or quantity of the work.
3.5.5 On the basis of on-site observations as a CONSULTANT, and
through information provided to the CONSULTANT by the CITY's
Project Manager, the CONSULTANT shall keep the CITY
informed of the progress and quality of the work.
3.5.6 The CONSULTANT will review Contractor's submittals, including
Shop Drawings, Product Data and Samples, but only for the
limited purpose of checking for conformance with information
given and the design concept expressed in the Contract
Documents. The CONSULTANT's action shall be taken with such
reasonable promptness so as to cause no delay in the work, while
allowing sufficient time in the CONSULTANT's judgment to permit
adequate review unless otherwise agreed to. The CONSULTANT
will be allowed a maximum of 14 calendar days in most cases
except for large submittals per review, exclusive of substitution.
Review of such submittals is not conducted for the purpose of
determining the accuracy and completeness of other details such
as dimensions and quantities or for substantiating instructions for
installation or performance equipment or systems designed by the
Contractor, all of which remain the responsibility of the Contractor
to the extent required by the Contract Documents. The
CONSUL TANT's review shall not constitute review of safety
precautions or, unless otherwise specifically stated by the
CONSULTANT, of construction means, methods, techniques,
sequences or procedures. The CONSULTANT's review of
specific items shall not indicated approval of an assembly of which
the item is a component. When professional certification of
performance characteristics of materials, systems or equipment is
required by the Contract Documents, the CONSULTANT shall be
entitled to rely upon such certification to establish that the
materials, systems or equipment will meet the performance criteria
required by the Contract Documents.
3.5.7 The CONSULTANT will respond to Contractor's Requests For
Information (RFI). Interpretations and decisions of the
CONSULTANT shall be consistent with the intent of and
reasonably inferable from the Contract Documents and shall be in
writing or in the form of drawings. When making such
interpretations and initial decisions, the CONS UL T ANT shall
secure faithful performance by both CITY and Contractor, shall not
show partiality to either, and shall not be liable for results of
interpretations or decisions so rendered in good faith.
CONSULTANT will be allowed a maximum of 14 calendar days in
most cases except for large RFI per request for responses.
Page 37 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
3.5.8 CONSULTANT shall review for compliance, any items submitted
by the Contractor for consistency with the contract documents,
including but not limited to submittals, O&M Manuals, written
guarantees, instruction books, diagrams and charts, etc, within
. fourteen (14) calendar days of receipt.
3.5.9 Review and recommend approval or rejection of substitutions for
conformance with the project design concept and for compliance
with Contract Documents. CONSULTANT shall briefly review each
substitution at no additional cost to the CITY and provide the
CITY's Project Manager with a fee and time schedule for detailed
review of each substitution. Time and cost for detailed review of
substitutions shall be negotiated with Contractor on a case-by
case basis. Detailed review of each substitution cannot begin until
authorized by the CITY's Project Manager. Detailed review of
substitutions is subject to the requirements of Additional Services
when approved and authorized by the CITY's Project Manager
prior to beginning the detailed review.
3.5.10 The CONSULTANT will not have control over or charge of and will
not be responsible for construction means, methods, techniques,
sequences or procedures, or safety precautions and programs in
connection with the work, since these are solely the Contractor's
responsibility under the Contract for Construction. The
CONSULTANT will not be responsible for the Contractor's
schedules or failure to carry out the work in accordance with the
Contract Documents. The CONS UL T ANT will not have control
over or charge of acts or omissions of the Contractor,
Subcontractors, or their agents or employees, or of any other
persons performing portions of the work.
The CONSULTANT will at all times have access to the work
wherever it is in preparation or progress.
Duties, responsibilities and limitation of authority of the
CONSULTANT shall not be restricted, modified or extended
without written agreement of the CITY and CONS UL T ANT.
4 MAIN LIBRARY PROJECT
4.1 GENERAL
4.1.1 CONSULTANT's Basic Services for the Renovation and Addition to the
Main Library ("Main library Project") consist of three Tasks: Task D4
Design Development; Task E4 Construction Documents; and Task F4
Page 38 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Bidding and Award.
4.1.2 CONSULTANT's Basic Services include the services of a civil engineer,
structural engineer, mechanical engineer, electrical engineer/lighting
designer, landscape architect, cost consultant, audio visual/acoustical
engineer, energy analysis engineer, commissioning agent, historical
architect and library programmer.
4.1.3 The CITY intends that the Main library Project shall be designed to meet
the standards for LEED Certified or higher rating by the USGBC.
4.1.3.1 CONS UL T ANT shall design the Main Library Project to meet the
requirements for LEED V2009 certification at the Certified or
higher level.
4.1.3.2 CONSULTANT shall provide LEED project management
services needed for the CITY to obtain LEED certification of the
Main Library Project, develop specifications consistent with
LEED and the CITY's policies, and provide the templates,
documentation, calculations, and energy modeling studies
necessary to obtain LE ED certification.
4.1.3.3 CONSULTANT shall include a LEED accredited professional on
the design team to support Project Sustainable Building/ Green
Building design criteria as required to achieve LEED
certification.
4.1.3.4 CON SUL T ANT shall include in the construction documents
appropriate provisions requiring the contractor to meet the
requirements for CITY's submittal to USGBC for LEED Certified
or higher level of certification.
4.2 TASK D4: MAIN LIBRARY PROJECT DESIGN DEVELOPMENT
4.2.1 CONSULTANT shall coordinate and manage its subconsultants
throughout the Design Development phase and coordinate with the
Project Manager or authorized designee, key departments, including but
not limited to CITY's Building, Public Works, and Engineering staff.
4.2.2 CONSULTANT shall prepare, refine and update project design schedule
which identifies all major tasks, key milestones, key meetings, submittal
dates and review periods for the CITY's review and comment.
CONSULTANT shall provide updated design schedule at the beginning of
each project phase.
Page 39 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
4.2.3 CONSULTANT shall prepare Design Development documents based on
refinement and further development of the approved schematic design,
including preliminary furniture layouts, built-in fixtures, and equipment
selections.
4.2.4 CONS UL T ANT shall refine design developm ent plans based on
comments received from the CITY's review of the 100% SD and 50% DD
submittal.
4.2.5 CONSULTANT shall prepare estimates of probable construction cost for
review by CITY in association with the 50% and the 100% Design
Development submittals.
4.2.6 CONSULTANT shall have the Main Library Project's LEED
commissioning agent review the design, back-check review comments,
and develop a com missioning plan, specifi cations, and checkl ists.
4.2.7 CONSULTANT shall meet with the CITY to review the estimate of
probable construction cost and to confirm that the design is still within the
CITY's approved construction budget. Should the design not be within the
budget, CONSULTANT shall revise the design as directed by the Project
Manager or her authorized designee at no additional fee to bring the
design within the approved budget.
4.2.8 CONS UL T ANT shall provide all other normal and customary services
related to Design Development that the CONSULTANT, the Project
Manager or her authorized designee finds necessary or that will lead
toward the timely delivery of other phases of work in this Agreement.
4.2.9 Meetings
4.2.9.1 CONSULTANT shall attend and coordinate up to five (5) PMT
meetings, two (2) Technical-Planning meetings, two (2)
Technical-Library Meetings, two (2) Technical Building
Department meetings, two (2) Artist Coordination meetings, one
(1) Technical-Technology meeting, one (1 ) Technical-Traffic
meeting, one (1) Integrated Design Workshop, and other
technical meetings as reasonably required for the Main Library
Project.
4.2.9.2 CONSULTANT shall attend and coordinate meetings with
reviewing agencies as required.
4.2.9.3 CONSULTANT shall attend up to two meetings with the Palo
Page 40 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
Alto Arts Commission and/or other public art committee for
coordination of an arts program.
4.2.10 Deliverables
4.2.10.1 CONSU L TANT shall submit document packages at the 50% and
100% completion of Design Development for review by the
CITY. Design Development packages shall illustrate and
describe the refinement of the design of the Mitchell Park
Project, establishing its scope, relationships, forms, size and
appearance.
4.2.10.2 Site plans and floor plans for all major disciplines.
4.2.10.3 Preliminary furniture layout plan.
4.2.10.4 Preliminary finish, materials and equipm ent schedules.
4.2.10.5 Outline specifications shall identify the major materials and
systems and shall establish their general quality levels.
Specifications shall be consistent with the Construction
Specifications Institute (CSI) format, the version of which shall
be determined by CONSULTANT.
4.2.10.6 Engineering documents shall include single line diagrams
describing structural, mechanical, plumbing, and electrical
systems.
4.2.10.7 Principal interior and exterior elevations showing preliminary
locations of all electrical and mechanical controls,
telecommunications, security, as well as life-safety devices for
coordination with furniture layout.
4.2.10.8 Estimates of probable construction cost associated with the 50%
and 100% Design Development submittals.
4.3 TASK E4: MAIN LIBRARY PROJECT CONSTRUCTION DOCUMENTS
4.3.1 CONS UL T ANT shall coordinate and manage its subconsultants
throughout the Construction Documents phase.
4.3.2 Upon written notice to proceed by the CITY, CONSULTANT shall refine
and further develop the approved Design Development package based
upon the CITY's comments and the constructability review comments on
Page 41 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
the 100% Design Development package.
4.3.3 CONSULTANT shall prepare and submit a 60% Construction Documents
package to the CITY.
4.3.4 CONS UL T ANT shall prepare an estimate of probable construction cost
for review by CITY in association with the 60% Construction Documents
submittal.
4.3.5 CONSULTANT shall prepare and submit a 95% Construction Documents
package, with CITY's comments from the 60% package incorporated into
the documents.
4.3.6 CONSULTANT shall prepare an estimate of probable construction cost
for review by CITY in association with the 95% Construction Documents
submittal.
4.3.7 CONS UL T ANT shall prepare a Construction Documents package for
Building and Fi re department plan check review and permitting.
4.3.8 CONS UL T ANT shall prepare the 100% Construction Documents package
with final quality control comments from CITY's Building and Fire
department review incorporated.
4.3.9 The CONS UL T ANT shall prepare a Project Manual that includes the
Conditions of the Contract for Construction provided by the CITY,
Technical Specifications, and bidding requirements and sample forms
furnished by the CITY.
4.3.1 0 CONSULTANT shall maintain the LEED matrix and design
documentation.
4.3.11 LEED Fundamental and Enhanced Commissioning: CONS UL TANT shall
have the project's commissioning agent review the design and back
check their review comments, develop a commissioning plan,
commissioning specification, and comm issioning checklists.
4.3.12 CONSULTANT shall provide, if necessary and as directed by the Project
Manager or authorized designee, bid alternates up to a cumulative
maximum amount of 1 % of the estimate of probable construction cost.
4.3.13 One or more "independent checks" of the plans, specifications and bid
documents may be performed by an independent party commissioned by
the CITY prior to the 100% Construction Document submittal.
Page 42 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
CONSULTANT shall incorporate revIsions or comments from these
reviews, provided by the CITY in a single, compiled, and coordinated
document, in the final bid documents, unless CONSULTANT deems them
to be inappropriate or in error in which case, CONSULTANT shall
communicate concern to the Project Manager or her authorized designee
for consideration and further direction. These checks may include
architectural peer reviews and/or constructability reviews. These
independent checks are to be performed strictly for the benefit of the
CITY, and they shall not relieve the CONSULTANT from its obligations
under this Agreement. The CITY is not obligated to perform any
independent check, and the CONSULTANT shall not rely upon it for any
quality or quantitative check or review.
4.3.14 Meetings
4.3.14.1 CONSU L T ANT shall attend and coordinate eight (8) PMT
meetings, two (2) artist coordination meetings, two (2)
Technical-Planning meetings, four (4) Technical-Library
meetings, three Technical-Building Department meetings, one
(1) Technical-Technology meeting, one (1) Technical-Traffic
meeting, one (1) Integrated Design Workshop, and other
technical meetings as reasonably required for the Main Library
Project.
4.3.14.2 CONSULTANT shall attend two (2) meetings with the Arts
Commission and/or Public Art committee for coordination of the
arts program in the construction documents.
4.3.15 Deliverables
4.3.15.1 60%, 95%, and 100% Construction Documents packages
setting forth in detail the requirements for construction of the
Main Library Park Project, including drawings and
specifications that establish in detail the quality levels of
required materials and systems. The Construction Documents
package shall include drawings and technical specifications
from all disciplines, executed to a level of detail appropriate for
open public bidding. They shall include plans overlaying voice
and data cabling with furniture layout as necessary, elevations
reflecting relationships between furnishings and items affecting
their placement. Site improvements shall include all details
necessary to coordinate and properly locate utilities, driveways,
roadways, at-grade parking, curbs and gutters, landscape,
irrigation and hardscape design. The Construction Documents
Page 43 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
shall conform to the applicable California Building Code, Title
24, ADA, and all other applicable local, State and Federal
codes, regulations, permit requirements, and conditions
necessary for issuance of a building permit.
4.3.15.2 Project Manual
4.3.15.3 Detailed technical specifications that are coordinated with the
plans and all the design disciplines.
4.3.15.4 Estimates of probable construction cost associated with the
60% and 95% Construction Documents submittals.
4.3.15.5 The CONSULTANT shall submit one set of reproducible
documents and one set of electronic digital documents at 60%,
95% and 100% completion of Construction Documents.
CONSULTANT shall provide a full-sized original set, wet
stamped and signed, as required by the CITY, by all the
appropriate licensed design disciplines. CONSULTANT shall
also provide digital plot files directly to CITY's printing company
for printing bid sets.
4.4 TASK F4 MAIN LIBRARY PROJECT BIDDING AND AWARD
4.4.1 CONSULTANT shall assist CITY during bid solicitation process.
4.4.2 CONSULTANT shall prepare a full-sized original set(s), and provide a
digital plot bid package for CITY's use in printing, and shall make
available to the CITY an electronic version of the Construction
Documents.
4.4.3 CONSULTANT shall provide bid phase services, as requested by the
CITY, through award of the Contract for Construction. Service include
assistance with responses to bidders' inquiries; preparation of addenda;
attendance at one (1) prequalification and (1) pre-bid meeting; and
assistance in the CITY's evaluation of bids.
4.4.4 In preparing estimates of the cost of the work, the CONSULTANT shall
be permitted to include contingencies for design, bidding and price
escalation; to determine what materials, equipment, component
systems and types of construction are to be included in the Contract
Documents; to make reasonable adjustm ents in the scope of the Project
and to include in the Contract Documents alternate bids as may be
necessary to adjust the estimated Cost of the Work to meet the CITY's
budget for the Cost of the Work. If an increase in the Contract Sum
Page 44 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
occurring after execution of the Contract between the CITY and the
Contractor causes the budget for the Cost of the Work to be exceeded,
that budget shall be increased accordi ngly.
4.4.5 CONSULTANT will include in its estimate a contingency for bid/market
conditions based on competitive bidding with a minimum of 3 bidders for
all major items of subcontracted work and 3-5 general contractor bids.
The CITY recognizes that the CONSULTANT has no control over
competitive bidding or market conditions. If CITY anticipates less
favorable bidding conditions or wishes to take a more conservative
approach, CITY will cooperate with CONSULTANT to increase bid
. contingency and either reduce project scope or increase the project
budget accordingly.
4.4.6 If bidding has not commenced within 90 days after CONSULTANT
submits 95%Construction Documents to'the CITY, CONSULTANT shall
adjust at no additional cost to CITY, the estimate of probable
construction cost to reflect changes in the general level of prices in the
construction industry. Should the adjusted estimate of probable
construction cost exceed the CITY approved construction budget at this
·point, any subsequent changes in the plans or value engineering
services necessary to align the adjusted estimate of probable
construction cost with the CITY approved construction budget shall be
considered Additional Services as noted in EXHIBT C of this
Agreement.
4.4.7 Deliverables: one reproducible (hard copy for Construction Document
contract file) and digital plot set of Construction Documents "Conform"
package revised with all addenda, CITY reviews and plan check
comments, including Fire Department, incorporated and ready for
Award, and Construction.
5 TEMPORARY MAIN LIBRARY PROJECT
5.1 GENERAL
5.1.1 CONSULTANT's Basic Services for Temporary Main Library ("Temporary
Main Library Project") consist of two tasks: Task A5 Temporary Main
Library Site Analysis Phase and Task C5 Temporary Main Library Design
Phase.
5.1.2 CONSULTANT's Basic Services for the Temporary Main Library Project
include the services of a mechanical engineer, electrical engineer/lighting
designer, cost estimator and library programmer.
Page 45 of48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
5.2 TASKA5: TEMPORARY MAIN LIBRARY SITE ANALYSIS PHASE
5.2.1 CONSULTANT shall review and analyze potential sites and existing
buildings for the appropriateness of being a Temporary Main Library. The
potential sites and buildings shall be identified by the CITY and provided
to the CONS UL T ANT.
5.2.2 CONSULTANT shall review the potential sites and buildings for the
following criteria; site capacity, community access, code compliance,
building capacity, and availability.
5.2.3 The CONSULTANT shall develop up to two preliminary building programs
for the Temporary Main Library to be used in conjunction with the site
analysis the programs shall range in size from 8,000 square feet to
10,000 square feet.
5.2.4 CONSULTANT shall develop preliminary project budgets for up to three
sites.
5.2.5 CITY and the CONSULTANT shall review the potential sites and analyze
them based on the established criteria; a preferred option will be selected.
5.3 TASK C5: TEMPORARY MAIN LIBRARY PRELIMINARY DESIGN PHASE
5.3.1 CONSULTANT shall develop Preliminary Design Documents for the
preferred site option for the Temporary Main Library.
5.3.2 CONSULTANT shall coordinate and manage its subconsultants
throughout the Preliminary Design phase and coordinate with the Project
Manager or authorized designee, key departments, including but not
limited to CITY's Planning, Building, Public Works, and Engineering staff.
5.3.3 CONSULTANT shall prepare, refine and update project design schedule
which identifies all major tasks, key milestones, key meetings, submittal
dates and review periods for the CITY's review and com ment.
5.3.4 CONSULTANT shall prepare Preliminary Design documents based on
refinement and further development of the site option including site plans,
building plans, furniture and shelving layouts, and electrical, lighting and
mechanical plans.
5.3.5 CONS UL T ANT shall refine design plans based on comments received
from the CITY's review of the Preliminary Design Documents.
5.3.6 CONSULTANT shall prepare estimates of probable construction cost for
review by CITY in association with Preliminary Design submittals.
Page 46 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
5.3.7 CONSULTANT shall meet with the CITY to review the estimate of
probable construction cost.
5.3.8 Based on the approved Preliminary Design Documents the
CONSULTANT shall finalize the building program for the Temporary Main
Library Project in the range of 8,000 to 10,000 total square feet.
5.3.8.1 Provide dimensions and notes to describe the scale and
principal features of the interior of the temporary facilities on the
floor plans. The floor plans will show the desired location and
approximate size of the new or relocated windows and doors.
6 PARTICIPATION
6.1 CONSULTANT shall at the CITY's direction make presentation(s) to the CITY's
Commissions or Boards.
6.2 CONSULTANT shall at the CITY's direction make presentations to the CITY
Council.
6.3 CONSULTANT shall at the CITY's direction conduct public meeting(s).
III. SUPPLEMENTAL AND OPTIONAL ADDITIONAL SERVICES
1.0 SUPPLEMENTAL SERVICES
The following services are not part of the CO.NS UL T ANT's Basic Services and
shall be performed by the CONSULTANT as Supplemental Services as directed
by the CITY.
1.1 LEED design or documentation for credits other than those identified in
the LEED matrix included in the May 2008 Mitchell Park
Library/Community Center Schematic Design Report.
1.2 Construction Administration services and Project Closeout Services for
the Main Library Project.
1.3 FF&E and Signage services for the Main Library Project.
1.4 Construction Documents and Construction Administration Services for the
Temporary Main Library Project.
2.0 OPTIONAL ADDITIONAL SERVICES
The following services are not part of the CONS UL T ANT's Basic Services and
shall be performed by the CONSULTANT as Additional Services only if and when
Page 47 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 AMENDMENT THREE
EXHIBIT A
authorized by the CITY in writing:
2.1 Additional meetings or presentations.
2.2 Developing and preparation of information kiosks.
2.3 Developing a project flyers and public information posters.
2.4 Providing an architectural scaled presentation model.
2.5 Analyses of other sites or buildings.
2.6 Other participation services not described in Basic Services or
Supplemental Services above.
2.7 Other services not specifically identified under Basic Services or
Supplemental Services above.
2.8 Making changes in the design or documentation that is contrary to prior
direction provided by the CITY.
2.9 Preparing bid alternates other than described in CONSULTANT's Basic
Services.
2.10 Preparing CITY-initiated change orders during construction.
2.11 Providing more than two reviews of each subm ittal.
2.12 Detailed review of substitution request.
2.13 Work required to correct non-conforming work of contractor.
2.14 Increasing Professional Liability Insurance from the CONSULTANT's
standard two million ($2,000,000) coverage.
Page 48 of 48
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
EXHIBIT "B"
SCHEDULE OF PERFORMANCE
CONSULTANT shall perfonn 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 tenn 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.
100723
Milestones Completion
No. of Weeks
FromNTP
MITCHELL PARK LffiRARYI COMMUNITY CENTER
Task Dl: Design Development
Task El: Construction Documents
TaskFl: Bidding & Award
Task G 1: Construction Administration
Week 24
Week 50
(26 weeks from receipt of
authorization to proceed from
Design Development Task)
Week 63
(13 weeks from receipt of
authorization to proceed from
Construction Documents Task)
104 weeks starting from
General Contractors
Authorization to Proceed
Task HI: Project Closeout & Record Documents 90 days startingfrom
General Contractors receipt
of substantial completion.
RENOVATED DOWNTOWN LIBRARY
Task D2: Design Development
Task E2: Construction Documents
Task F2: Bidding & Award
Week 22
Week 44
(22 weeks from receipt of
authorization to proceed from
Design Development Task)
Week 53
Professional Services
Revised 10/18/07
100723
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
(9 weeks from receipt of
authorization to proceed from
Construction Documents Task)
Task G2: Construction Administration 52 Weeks startingfrom
GeneralContractors
authorization to proceed.
Task H2: Project Closeout and Record Documents 60 days startingfrom
GeneralContractors receipt
of substantial completion
TEMPORARY MITCHELL PARK LIBRARY BUILDING
Task D3: Schematic Design & Design
Task E3: Plan Check Submittal
100% Permit Set
Task F3: Bidding & Award
Task G3: Construction Administration
MAIN LIBRARY PROJECT
Task D4: Design Development
Task E4: Construction Documents
Task E4.1: Plan Check
Task F4: Bidding & Award
2
Week 13 from NTP
August 17, 2009
September 14,2009
45 Days
(from NTP for the additional scope
added with Amendment #1)
90 Days
(from NTP for the additional scope
added with Amendment #1)
Week 32 from NTP for
Amendment 3
Week 64 (24 weeksfrom receipt of
authorization to proceed from
Design Development Task)
City dependent based upon plan
check review process.
Week 57 (9 weeks from receipt of
authorization to proceed from
Construction Documents Task)
Professional Services
Revised 10/18/07
100723
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
TEMPORARY MAIN LIBRARY BUILDING
Task A5: Site Analysis Week 6 from NTP for
Amendment 3
Task C5: Preliminary Design Documents Week 12 from NTP for
Amendment 3.
3
Professional Services
Revised 10/18/07
100723
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
EXHIBIT "C"
COMPENSATION
The CITY agrees to compensate the CONSULTANT for professional services performed in
accordance with the terms and conditions of this AgreemeJ?t, and as set forth in the budget
schedule below. Compensation shall be paid to the CONSULTANT on a lump sum basis for
Mitchell Park Library Task D 1, E 1, F 1, G 1, HI, Renovated Downtown Library Task D2, E2,
F2, G2, and H2, renovation and addition to Main Library Task D4, E4, E4.1, and F4.
Compensation for Temporary Mitchell Park Library Task D3, E3, F3, and G3, and Temporary
Main Library Building Task A5 and C5 shall be calculated based on the hourly rate schedules
attached as Exhibit C-l up to the Not to Exceed amount set forth below. Compensation for
Participation Task D4 shall be on a per meeting basis as indentified in attached Exhibit C-l
up to the Not to Exceed amount set forth below.
The compensation to be paid to CONSULTANT under this Agreement for all services
described in Exhibit "A", ("Basic Services") and reimbursable expenses shall not exceed
$6,771,606.00 . CONSULTANT agrees to complete all Basic Services, including reimbursable
expenses, within this amount. In the event CITY authorizes any Additional Services, the
maximum compensation shall not exceed $7,423,710.00. Any work performed or expenses
incurred for which payment would result in a total exceeding the maximum amount of
compensation set forth herein shall be at no cost to the CITY.
CONSULTANT shall perform the tasks and categories of work as outlined and budgeted
below. The CITY's project manager may approve in writing the transfer of budget amounts
between any of the tasks or categories listed below provided the total compensation for Basic
Services, including reimbursable expenses, does not exceed $6,771,606.00 and the total
compensation for Additional Services does not exceed $652,104.00.
BUDGET SCHEDULE NOT TO EXCEED AMOUNT BASIS
MITCHELL PARK LIBRARY/COMMUNITY CENTER
Task Dl $845,456
(Design Development)
TaskEl
(Construction Documents)
TaskFl
(Bidding & Award)
Task Gl
(Construction Administration, FFE & Signage)
Task Gl
(Project Closeout & Record Documents)
$1,882,656
$150,437
$1,156,517
$143,339
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Professional Services
Revised 10/18/07
100723
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
RENOVATED DOWNTOWN LffiRARY
TaskD2
(Design Development)
TaskE2
(Construction Documents)
TaskF2
(Bidding & Award)
TaskG2
(Construction Administration)
Task G2.1
(LEED Design & Documentation)
TaskG2.2
(Furniture)
TaskH2
(Project Closeout and Record Documents)
TEMPORARY MITCHELL PARK LIBRARY
TaskD3
(Schematic Design & Design Build Bid
Package)
TaskE3
(Construction Documents)
TaskF3
(Bidding & Award)
Task G3
(Construction Administration)
MAIN LIBRARY PROJECT
TaskD4
(Design Development)
TaskE4
(Construction Documents)
TaskF3
(Bidding & Award)
2
$88,383
$227,882
$14,941
$146,100
$81,796
$20,000
$25,500
$12,688
$95,916
$9,440
$24,415
$488,307
$784,359
$90,749
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Time & Materials to a
maximum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Lump Sum
Professional Services
Revised 10/18/07
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
TEMPORARY MAIN LmRARY
TaskA5 & C5
(Site Analysis & Prelim Design
Documents)
PARTICIPATION
TaskD4
(Participation)
Sub-total Basic Services
Reimbursable Expenses
$39,725
$150,000
T &M to a maximum
Rate Schedule,
Not to Exceed
$6,478,606
$293,000
Total Basic Services and Reimbursable expenses $6,771,606
Additional Services (Not to Exceed)
Mitchell Park Library:
Downtown Library
Temporary Library
Main Library:
Temporary Main Library:
Maximum Total Compensation
$433,840
$56,000
$15,600
$141,342
$5,322
$652,104
$7,423,710
REIMBURSABLE EXPENSES
100723
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 not to exceed the
total amount shown above. Expenses for which CONSULTANT shall be reimbursed are:
• Outside service printing/copying of drawings and documents of any size.
• In-house printing of CAD check sets and presentation drawings larger than II"x 17": $2.00
per square foot.
3
Professional Services
Revised 10/18/07
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•
•
•
•
•
•
•
•
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CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
In-house black & white photocopying for draft and final reports and specifications: $.20 per
page.
In-house color and grayscale printing and photocopying up to II"x 17" for in-house,
consultant or client use: $1.25 per page.
Software purchase and licensure on behalf of the client.
Postage, delivery and messenger service.
Photographic and digital imaging.
Architectural renderings and scale models.
Travel expenses
Subconsultant costs over and above those included in Basic Services.
Presentation boards.
Facilitation tools.
Workshop accessories.
Workshop facilitation materials
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
100723
The CONSULTANT shall provide additional services only by advanced, written
authorization from the CITY. The CONSULTANT, at the CITY's project manager's request,
shall submit a detailed written proposal including a description of the scope of services,
schedule, level of effort, and CONSULTANT's proposed maximum compensation, including
reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The
additional services scope, schedule and maximum compensation shall be negotiated and
agreed to in writing by the CITY's project manager and CONSULTANT prior to
commencement ofthe 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.
1. If any of the following circumstances affect the CONSULTANT's services for the
Project, the CONSULTANT may be entitled to an appropriate adjustment in the
CONSULTANT's schedule and compensation:
a. Change in the instructions or approvals given by the CITY that necessitate
revisions in design drawings and which are not caused by CONSULTANT's
negligence;
b. Enactment or revision of codes, laws, or regulations or official interpretations
which necessitate significant changes to previously prepared drawings;
c. Material delay caused by the CITY beyond CONSULTANT's reasonable control.;
d. Significant change in the Project including, but not limited to, size, complexity,
the Owner's schedule or budget, or procurement method;
e. Preparation for and attendance at a dispute resolution proceeding or a legal
proceeding except where the CONSULTANT is a party thereto;
4
Professional Services
Revised 10/18/07
100723
CITY OF PALO ALTO CONTRACT NO. C09130744 -AMENDMENT THREE
f. Substantial change in the information contained in Exhibit A.
Additional services may also include, meetings exceeding those outlined in Exhibit A as
Basic Services.
5
Professional Services
Revised 10/18/07
\
"ATTACHMENT C
CITY OF PALO ALTO CONTRACT NO. CI0131631 -AMENDMENT TWO
AMENDMENT NO. 2 TO CONTRACT NO. CI0131631
BETWEEN THE CITY OF PALO ALTO AND
TURNER CONSTRUCTION COMPANY
This Amendment No. 2 to contract No. CI0131631 ("Contract") is
entered into , 2010, by and between the CITY OF PALO
ALTO, a California Charter City ("CITyn), and TURNER CONSTRUCTION
COMPANY, a corporation in the state of New York with offices
located at 60 South Market Street, Suite 1100, San Jose, CA 95113
( II CONSULTANT II) .
R E CIT A L S:
WHEREAS, the Contract was entered into between the
parties for the provision of professional consulting to provide
construction management services relating to the demolition of the
existing library and community center at Mitchell Park and the
construction of a new joint library and community center, and
rehabilitation of the Downtown Library, and during the design -of
the Main Library ("Project"); and
increase
WHEREAS, the
the scope of
compensation;
parties wish to amend the Contract to
services, schedule of performance, and
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Amendment, the parties agree:
SECTION 1. Section 1, SCOPE OF SERVICES, is hereby
amended to add the following:
"CONSULTANT shall perform the Services described in Exhibit "A",
as revised 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. Section 3, SCHEDULE OF PERFORMANCE, first
paragraph is hereby amended to add the following:
"Time is of the essence in the performance of services.
CONSULTANT shall complete the Services within the term of this
Agreement and in accordance with the schedule set forth in Exhibit
"B", as revised attached to and made a part of this Agreement. Any
Services for which times for performance are not specified in this
Agreement shall be commenced and completed by CONSULTANT in a
reasonably prompt and timely manner based upon the circumstances
and direction communicated to the CONSULTANT. CITY's agreement to
extend the term or the schedule for performance shall not preclude
recovery of damages for delay if the extension is required due to
the fault of CONSULTANT" ,.
1
'USERS/OFFICE FORMS/City Approved Contracts 3/20/07 (REV)
CITY OF PALO ALTO CONTRACT NO. C10131631 -AMENDMENT TWO
SECTION 3. Section 4, NOT TO EXCEED COMPENSATION, is
hereby amended to read as follows:
"The compensation to be paid to CONSULTANT for performance of the
Services described in Exhibits "A", including both payment for
professional services and reimbursable expenses, shall not exceed
three million two hundred fifty-four thousand three hundred thirty
seven dollars ($3,254,337.00). In the event Additional Services are
authorized, the total compensation for services and reimbursable
expenses shall not exceed three million five hundred seventy-eight
thousand four hundred forty-eight dollars ($3,578,448.00). The
applicable rates and schedule of payments are set out in Exhibit
"C" and "C-l", as revised which are 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" and Exhibit "C-l".
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 4. The following exhibit(s) to the Contract are
hereby amended to read as set forth in the attachment(s) to this
Amendment, which are incorporated in full by this reference:
EXHIBIT "A":
EXHIBIT "B":
EXHIBIT "C":
SCOPE OF SERVICES
SCHEDULED OF PERFORMANCE
COMPENSATION
2
S:ATT/USERS/OFFICE FORMS/City Approved Contracts 3/20/07 (REV)
CITY OF PALO ALTO CONTRACT NO. Cl0131631 -AMENDMENT TWO
SECTION 5. Except as herein modified, all other
provisions of the Contract, including any exhibits and subsequent
amendments thereto, shall remain in full force and effect.
IN WITNESS WHEREOF I the parties have -by their duly
authorized representatives executed this Amendment on the date
first above written.
CITY OF PALO ALTO: CONSULTANT:
TURNER CONSTRUCTION COMPANY
City Manager
APPROVED AS TO FORM: Name: Kevin T. Antonelli
Ti tIe: VP & General Manager
Sr. Deputy City Attorney
3
S,ATT/USERS/OFFICE FORMS/city Approved Contracts 3/20/07 (REV)
CITY OF PALO ALTO CONTRACT NO.: Cl0131631-AMENDMENT TWO
EXHIBIT "A"
SCOPE OF SERVICES
1. INTRODUCTION
In November 2008, voters approved Measure N, which provided for the upgrade, replacement
and/or expansion of three libraries in Palo Alto. These libraries are the Downtown Library, the
Mitchell Park Library and Community Center (MPLCC) and the Main Library. Environmental
clearance has been completed and approved for the three sites. The design plans, which are
currently approximately 50 percent complete, have been reviewed by City boards and
commissions and have been presented to the community, although additional public meetings are
scheduled.
Downtown LibrarY
Improvements to the Downtown Library, located at 270 Forest Ave, consist primarily of
accessibility improvements, code required upgrades, electrical and mechanical systems upgrades,
and interior space remodeling. The estimated 2008 construction cost was $2.4 million which was
based upon 35% completed plans. The construction cost estimate excludes design costs,
contingency, inflation escalation, permits, testing, fixtures and furnishing. Environmental
clearance has been completed and approved for the project.
The Downtown Library will not be a certified LEED building but will follow the City's Green
Building Policy and submittal requirements.
Mitchell Park LibrarY and Community Center
The existing Mitchell Park Library building is located at 3700 Middlefield Road and the adjacent
Community Center building is located at 3800 Middlefield Road. The existing library building
is less than 10,000 square feet. The existing community center building is approximately 10,000
square feet.
Construction will entail demolition and removal of the existing buildings and parking lots,
construction of a combined library and community center building and associated site amenities
including parking. The new building's total area will be approximately 51,000 square feet, of
which 36,000 square feet will be a two-story library and 15,000 square feet will be a single-story
community center around a heritage oak tree. The 2008 estimated construction cost was $28.1
million which was based upon the 35% plan design. The construction cost estimate excludes
design costs, contingency, inflation escalation, permits, testing, fixtures and furnishing. The
MPLCC will be designed to u.s. Green Building Council's Leadership in Energy Efficiency and
Design (LEED ®) Gold standard.
During construction, the library services and the community center will be relocated to a
temporary facility or facilities. Design of the temporary facility is underway and construction
management services for that facility will be performed by Public Works staff.
Main LibrarY (Potential Future Phase)
Constmction management services for the Main Library are not included at this time, as design
of improvements to the Main Library will not begin until approximately early 2011. The City
Page 1 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
reserves the right to negotiate a fee for and enter into a contract (amendment) with Turner
Construction Company (hereinafter "Consultant") for these services, or to issue a new Request
for Proposals for the services.
The Main Library, located on Newell Road, will have both an interior renovation and an
expansion. The renovation to the existing historic structure will consist of seismic, accessibility,
and systems upgrades as well as minor expansions and reconfigurations. In addition, a detached
building of approximately 4,500 square feet will be constructed. The 2008 estimated
construction cost was $9 million which was based upon the 35% plan design. The construction
cost estimate excludes design costs, contingency, inflation escalation, permits, testing, fixtures
and furnishing.
2. SCOPE OF SERVICES
All work described below will be done in conjunction with the City's ongoing review and
approval process for the projects described above. The Consultant's services shall include full
Construction Management Services as required to assist staff in the management of the design
and construction of the above projects.
If at any time, the City is not satisfied with the performance of Consultant's staff, the City
reserves the right to request the services of a different individual. If for any reason the
Consultant proposes a change of staffing during the course of the project, the City reserves the
right to approve any new staff. Additional Services must be approved in advance of services, in
writing, by the City Project Manager.
Office space, computers, cell phones, furnishings and other equipment needed for Consultant's
staff shall be provided by the Consultant. These costs shall be included in the Consultant fee
proposal.
Downtown Library
Phase I -Design Phase
Staff support for this library will be primarily by City staff. During the design phase, Consultant
services are primarily required for specialty (mechanical, electrical) and for pre-qualifiction of
contractors and key subcontractors.
A. Preconstruction
Document and Constructability review
Consultant shall:
• become familiar with the project history, plans, and specifications.
• review plans, specifications and ,cost estimates submitted for City review. Review by
Consultant shall be performed by engineers or contractors who have experience in relevant
fields. Review of documents shall be done at the current and 100% completion stage of Design
Development and at 60%, 95% and 100% of Construction Development.
• provide a constructability review for the project documents and make appropriate cost andlor
time-savings recommendations to the City.
• provide an independent opinion of probable cost.
Page 2 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
• analyze and document the costs and benefits associated with combining construction of the
Downtown Library with the MPLCC.
• coordinate as-needed and directed with the Architect/Engineers CAE) firm, City staff, City
boards and commission members, and community members.
• assist the City's Contracts Manager with the preparation of the "Instructions to Bidders" which
will define the scope of work that must be included in the bid packages and other related bid
documents needed to ensure a complete bid package. The AE will prepare technical
specifications.
• become familiar with the various City department functions and requirements for project
coordination.
Contractor and Key Subcontractor Pregualification
Prior. to the construction bid phase, the Consultant shall prepare,and obtain approval from the
City of Palo Alto, to advertise forms required for Contractor and key subcontractor
Prequalification. Consultant shall administer the feedback from same, including but not limited
to: answering questions from contractors and subcontractors, coordinating responses with the
City's Purchasing Division, preparing spreadsheets or other documentation necessary to compile
and compare contractor responses, preparing a recommended bidder's list with a brief report
summarizing findings, assisting in representing the City in any subsequent hearings challenging
the validity of the results and any follow-up documentation resulting from said hearings. The
City Purchasing Division will verify Consultant's recommendation in order to finalize the
~~~a .,
Additional Services
Additional Services include, but are not limited to, attendence at meetings, value engineering,
calculations and reimbursable expenses not included in the base fee.
Phase II -Construction Phase Services -Downtown Library
A. Turner Staff Services
General: Consultant shall be the point of contact for the project's contractor (Contractor), and
shall endeavor to enforce compliance with all of Contractor's contractual requirements, as
follows:
Daily Construction Management: Consultant shall oversee the day-to-day construction work
performed by the Contractor. Consultant shall track the construction process, logistics, Request
For Information (RFI), Change Order (CO) and other information or requests. Consultant shall
oversee the construction activities and ensure that all aspects of LEED ® construction
requirements are followed and documented and shall work closely with the project's
Commissioning Agent and design consultant, Group 4 Architecture (ARCHITECT), in that
regard. City shall approve Additional Services requests and other items that are part of the City's
contract with the ARCHITECT firm.
Consultant shall work with the Contractor and any involved parties to implement logistical and
communications measures to minimize any impacts to the nearby residential neighborhood, park,
fire station, and the various pre-school, elementary, middle, special needs, and charter schools on
that block. Consultant shall implement expeditious methods for resolving conflicts. Consultant
shall handle the coordination between the City staff, Contractor, and ARCHITECT.
Page 3 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
If night time, holiday or weekend work is required periodically to minimize impacts or due to
delay in schedule, Consultant services shall still be required in full effect, but will be
compensated as additional services, for costs incurred. Consultant shall assume that the third
Monday in January (Martin Luther King Day), the second Monday in October (Columbus Day)
and November 11 (Veteran' s Day) of each year shall be a working day for the contractor and for
the Consultant. December 24 (Christmas Eve) and the Friday following Thanksgiving Day (the
fourth Thursday in November) shall also be considered to be regular working days.
Consultant shall install, advertise, and maintain a hot-line for community updates, questions, and
complaints. Advertisement, equipment and other related costs shall be included in the
Reimbursables cost section below. Consultant shall liaison with City staff and assist Contractor
as-needed in the connection of a Contractor-installed video camera(s) that will be connected to a
website to monitor site progress.
Documentation: Consultant shall oversee and manage the Contractor's preparation and/or review
of all necessary documentation for the project including, but not limited to, daily logs and
inspection progress reports, photos/videos, RFI, correspondence, shop drawings, and other
contractor submittals. Consultant shall maintain ,all files and documentation related to managing
the project. Consultant shall track all RFI, correspondence, and submittal status. Responses,
approvals, and decisions relative to Contractor's documents shall be provided in a timely manner
and as required in the construction documents.
Consultant shall review and comment on any project-related correspondence as requested by the
City. Routine correspondence that is related to product information or minor design issues may
be prepared and answered by Consultant on its letterhead, with a copy of the response directed to
PM and ARCHITECT. Correspondence requiring City response, including but not limited to
correspondence with residents, cost or contractual issues, may be drafted by Consultant but shall
be signed only by City.
Submittals: Consultant shall manage, log and track all project submittals (i.e. shop drawings,
product information, substitution request, and samples) for approval in timely manner as required
by the construction documents and in order to prevent any delays to the project. Comments from
different reviewers of the submittal shall be compiled before being returned to the Contractor for
revisions. All submittals shall be sent directly between the Contractor and the Design team, with
copies, documentation and management reports submitted to and managed by the Consultant.
Construction Schedule: Consultant shall review the Contractor's construction schedule.
Consultant shall analyze, monitor, and request updates for the master schedule as the project
progresses. Consultant shall analyze the schedule for logical construction, constraints, level of
critical activities and to verifY progress in conjunction with the analysis of pay applications.
Consultant shall review Contractors' individual Critical Path Method (CPM) schedules, monitor
the contractor's progress, notifY the City of any slippage, and coordinate contractor recovery
plans.
Progress Payments: Consultant shall review progress payment requests submitted by Contractor,
within five (5) days of receipt and verifY the accuracy and percentage of completion against the
schedule, and resolve any discrepancies in the invoices. Consultant shall review the invoices and
backup for completeness and compliance with contract documents and make a recommendation
to PM for payment of the progress payment requests.
Page 4 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
Change Order Monitoring and Processing: Consultant shall review and evaluate all Contractor
extra work requests. Consultant shall review the contract documents to determine entitlement,
complete an independent estimate of the cost of the changes, and reconcile with the contractor's
change order request. Consultant shall prepare contract change order authorizations for City
approval and track all scope and schedule changes. Consultant shall also implement expeditious
methods for resolving conflicts.
Claims: Consultant shall analyze any claims from the contractors (i.e., compensation and delay)
as to whether they are excusable, inexcusable, or compensable and prepare a response for City.
Meetings: Throughout the construction process, Consultant shall be prepared to address
comments and concerns of the construction contractors, ARCHITECT, PM, the City Staff, and
the general public on an as-needed basis. Consultant shall set up and conduct weekly progress
meetings and any other meetings necessary to facilitate the project work. Consultant shall write
and distribute the meeting agendas, and meeting minutes, including: City-Consultant meetings,
regular site meetings, and meetings with the City staff, contractors, various City departments,
and also the public. The meeting minutes will explicitly track who has the responsibility for each
action item with expected completion dates.
Consultant shall coordinate the logistics related to a ground-breaking and to a ribbon-cutting
ceremony, including working with committees, identifying power sources, etc. Costs for
beverages, materials, photographs shall not be the responsibility of the Consultant.
Soils-related testing shall be under the Consultant's contract. Physical oversight of the
geotechnical aspects of the construction project shall be contracted by the ARCHITECT firm.
Miscellaneous: Consultant shall monitor Contractor's compliance in general with the
construction documents and contract. Consultant shall address comments and concerns of the
contractors and the ARCHITECT as needed.
During construction, the Consultant's office space shall be provided, maintained and removed by
the Contractor, including offices, furniture and office equipment.
Quality Control and Assurance: Consultant shall monitor and document the Contractors' work
for any deviations in scope, schedule, or performance and keep the City informed of and assist
in resolving any issues that may arise.
Record Drawings: Consultant shall coordinate the preparation of record drawings with the
Contractors and ARCHITECT on a regular basis, both during the construction and post
construction phases, and review the drawings for "as-built" accuracy.
Training: Consultant shall set up and coordinate contractor-provided training of City staff as
required by the contract documents and as necessary to ensure that the appropriate City
personnel are adequately trained and familiar with the new equipment and systems.
Commissioning: Consultant shall work with the commissioning agent, design consultants, and
the Contractors to ensure that all new equipment have been installed in accordance with the
contract documents, are working properly as stand-alone equipment, and are working properly as
part of a complete system.
Page 5 of 19
CITY OF PALO ALTO CONTRACT NO.: Cl0131631-AMENDMENT TWO
Substantial Completion: As per the construction contract, once the Contractor requests
substantial completion and it is determined to be warranted, Consultant shall prepare and
compile a project punch list with the assistance from the City and ARCHITECT to be forwarded
to the Contractor. Consultant shall oversee the completion of the punch list items before the final
notice of completion is issued.
As-Built drawings shall be scanned by Consultant for archiving by City.
Close Out: Consultant shall ensure completion and delivery of all required close out
documentations including operation and maintenance (O&M) manuals, record drawings, and
warranties. Consultant shall review all these materials for compliance with the contract
documents and for completeness, and report any deficiencies or discrepancies to Contractor for
corrections and re-submittal. Consultant shall work under the direction of the Project Manager to
resolve any contract claim issues that may arise (stop work notices, bonding, delays, extra work,
etc).
Files: Consultant shall consolidate and deliver all project files and documentation maintained to
be retained by the City
B. Testing Laboratories and Special Inspections:
Testing and Special Inspections: A testing agency shall be under contract with and paid for by
the Consultant. Consultant shall coordinate with the Contractor in scheduling the testing agency
services for materials testing and special inspections needed for the life of the project. This
testing includes, but is not limited to, collecting and running geotechnical tests, concrete strength
and weld inspection. Consultant shall ensure that all required sign-offs are reviewed and
distributed and are in compliance with the specifications and the California Building Codes.
Geotechriical Engineering is included by the Architect, and is not included by the Consultant.
C. Electronic Documents:
Electronic Documents: Consultant shall provide electronic, fully addressable and cross
referenced electronic document filing system. It will be developed and used as the project filing
system during construction and will be updated with all closeout documentation, and cross
referenced for simple search and retrieve functionality for all project documentation for City's
use after construction. Consultant will provide Labor to input all documentation, and to train
City in the use and access to all electronic project files. Any monthly service fees shall be
included herein and not in Reimbursables.
D. Additional Services:
Additional Services: Include, but are not limited to, additional meetings; additional public
outreach, unforeseen testing or inspection needs.
E. Reimbursables:
Reimbursables: Travel and meal expenses shall not be Reimbursable items but shall be
considered as included in the fee for associated work items. Any temporary trailers, computers,
copiers, printers and office supplies are not considered as a Reimbursable expense, but will be
provided to the Consultant under the Contractor's Contract. City may, at its option, provide
Page 6 of 19
CITY OF PALO ALTO CONTRACT NO.: Cl0131631-AMENDMENT TWO
working space and computer connection for Consultant. Printing of plans and specifications
shall be paid by City.
Consultant shall, at the direction of the Project Manager, install, advertise, and maintain a hot
line for community updates, questions, and complaints. Printing of flyers, presentation boards,
advertisement, equipment and other related outreach material costs shall considered a
Reimbursable expense, the cost for which shall be approved in writing in advance by the Project
Manager.
Phase III-Post Construction Services -Downtown
F. Post Construction Services
Post Construction and Warranty Services: Consultant shall meet with Library, Community
Services and Public Works staff (Staff) monthly for three months commencing after the building
is open to the public in order to complete any remaining punch-list items and/or to contact the
Contractor for any warranty issues that might arise. After the initial three month period,
Consultant shall contact the Staff quarterly for a period of nine months to determine whether any
new building or systems issues have been identified. Systems deficiencies that cannot be
resolved by the Contractor shall be reported to the Commissioning Agent.
Commissioning Verification: Consultant shall participate in the post-construction activities of the
Commissioning Agent as follows:
Participate in an off-season testing (i.e., testing the heating system prior to winter) session and
work with the Contractor to correct any deficiencies.
Compile the final testing documentation for the Commissioning Record and O&M manuals.
Return to the site at month 10 of the 12 month warranty period and review operating conditions
with City facility staff and the Commissioning Agent in order to identify any outstanding issues
related to the original and seasonal commissioning. The Commissioning Agent will interview
facility staff and identify problems or concerns that they have with operating the building as
originally intended. The Commissioning Agent will make suggestions for improvements and for
recording these changes in the O&M manuals. The Commissioning Agent will identify areas
that may come under warranty or under the original construction contract. The Construction
Management Consultant shall work with the Contractor to resolve any warranty issues.
Mitchell Park Library and Community Center
Phase I -Design Phase
A. Preconstruction
Document and Constructability review
Consultant shall:
• become familiar with the project history, plans and specifications
• review plans, specifications and prepare cost estimates submitted for City review. Review by
Consultant shall be performed by engineers or contractors who have experience in relevant
fields. Review of documents shall be done at the current and 100% completion stage of Design
Page 7 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
Development and at 60%, 95% and 100% of Construction Development.
• provide a constructability review for the project documents and make appropriate cost and/or
time-savings recommendations to the City.
• provide an independent opinion of probable construction cost.
• coordinate as-needed and directed with the Architect/Engineers (AE) firm, City staff, City
boards and commission members and community members.
• assist the City's Contracts Manager with the preparation of the "Instructions to Bidders" which
will define the scope of work that must be included in the bid packages and other related bid
documents needed to ensure a complete bid package. The AE will prepare technical
specifications.
• become familiar with the various City department functions and requirements for project
coordination.
Community Outreach
The Consultant shall collect infonnation and prepare community, City Manager, oversight
committee, boards and commission and any other needed updates, presentations or reports not
provided by the AE.
The Consultant shall attend community meetings to update various civic orginazations (Kiwanas,
school groups, etc.) or community meetings on the project progress. Fee for this service shall be
included in 'Meetings'. Seven public meetings are currently scheduled from Sept 22,2009
through January 26, 2010, however, Consultant shall budget for up to five (5) additional public
meetings.
Contractor and Key Subcontractor Prequalification
Prior to the construction bid phase, the City shall prepare, with City of Palo Alto approval, and
advertise fonns required for Contractor and key subcontractor Prequalification. Consultant shall
administer the feedback from same, including but not limited to: answering questions from
contractors and subcontractors, coordinating responses with the City's Purchasing Division,
preparing spreadsheets or other documentation necessary to compile and compare contractor
responses,prepare a recommended bidder's list with a brief report summarizing findings, assist
in representing the City in any subsequent hearings challenging the validity of the results, and
any follow-up documentation reSUlting from said hearings.
Bidding: Consultant shall organize and manage contractor participation. Consultant shall
review the contractor bids for compliance with the technical portions of the bid requirements as
set forth in the specifications and make a recommendation for award or rejection. Consultant
shall assist with the bid period work items including clarifications, and bid evaluation relative to
the contract documents. Consultant shall review the subcontractor list for completeness and
compliance with the bid documents. The City Purchasing Division will verify Consultant's
recommendation in order to finalize the decision.
Pre-bid Conference and Pre-construction Meeting: Consultant shall coordinate and facilitate the
Pre-bid Conference and Pre-construction Meeting including preparation of the agendas and
meeting minutes
Addenda: If changes to the construction documents are required during the bidding period,
Consultant shall prepare the addenda items with the assistance from the AE. The City will issue
the addenda.
Page 8 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
Budget: Consultant shall work with the City to develop a construction budget format and
tracking system.
Hazardous Material Abatement: Hazardous materials may be removed from the existing
structures prior to their demolition (under City contract) or may be included as part of the
construction bid package. Consultant shall assume that the abatement will be done by City
contract and Consultant shall prepare, assist in the bidding of and coordinate the remediation
contract. A third party consultant shall be employed by the City to survey, test, develop and
implement removal procedures, monitor abatement and report.
Relocation of Existing Library Services .
The Consultant shall provide CM Services to support the City of Palo Alto in relocating library
services to a temporary facility. It is estimated the move coordination for the Consultant will last
approximately 3 weeks.
Meetings: Throughout the design process, Consultant shall be prepared to address comments
and· concerns of the contractors interested in bidding on the project, AE, City Staff, boards and
commissions and the general public on an as-needed basis.
Consultant shall schedule and conduct weekly progress meetings and any other meetings
necessary to facilitate the project work. City will provide the administrative support to provide a
meeting room and invite attendees. Consultant shall write and distribute the meeting agendas,
and meeting minutes, including: City-Consultant meetings, regular site meetings, and meetings
with the City staff, contractors, various City departments and also the public. The meeting
minutes will explicitly track who has the responsibility for each action item with expected
completion dates.
Additional Services
Additional Services include, but are not limited to, attendence at meetings, value engineering,
calculations and reimbursable expenses not included in the base fee.
Phase II -Construction Phase Services -MPLCC
A. Turner Staff Services
General: Consultant shall be the point of contact for the project's contractor (Contractor), and
shall endeavor to enforce compliance with all of Contractor's contractual requirements, as
follows:
Daily Construction Management: Consultant shall oversee the day-to-day construction work
performed by the Contractor. Consultant shall track the construction process, logistics, Request
For Information (RFI), Change Order (CO) and other information or requests. Consultant shall
oversee the construction activities and ensure that all aspects of LEED ® construction
requirements are followed and documented and shall work closely with the project's
Commissioning Agent and design consultant, Group 4 Architecture (ARCHITECT), in that
regard. City shall approve Additional Services requests and other items that are part of the City's
contract with the ARCHITECT firm.
Page 9 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
Consultant shall work with the Contractor and any involved parties to implement logistical and
communications measures to minimize any impacts to the nearby residential neighborhood, park,
fire station, and the various pre-school, elementary, middle, special needs, and charter schools on
that block. Consultant shall implement expeditious methods for resolving conflicts. Consultant
shall handle the coordination between the City staff, Contractor, and ARCHITECT.
If night time, holiday or weekend work is required periodically to minimize impacts or due to
delay in schedule, Consultant services shall still be required in full effect, but will be
compensated as additional services, for costs incurred. Consultant shall assume that the third
Monday in January (Martin Luther King Day), the second Monday in October (Columbus Day)
and November 11 (Veteran's Day) of each year shall be a working day for the contractor and for
the Consultant. December 24 (Christmas Eve) and the Friday following Thanksgiving Day (the
fourth Thursday in November) shall also be considered to be regular working days.
Consultant shall install, advertise, and maintain a hot-line for community updates, questions, and
complaints. Advertisement, equipment and other related costs shall be included in the
Reimbursables cost section below. Consultant shall liaison with City staff and assist Contractor
as-needed in the connection of a Contractor-installed video camera(s) that will be connected to a
website to monitor site progress.
Field Inspection and Supervision: For Mitchell Park Library and Community Center, the
Consultant, whose title shall be CM Field Superintendent (CMFS), shall maintain a field
presence whenever work is under way by the Contractor. The role of the CMFS will be to
enforce the Contract daily in the field to ensure that the work is being constructed in compliance
with the contract documents, the approved shop drawings, the current RFI answers, etc, and in
general, to protect the interest of the City of Palo Alto daily in the field. The CMFS will also
observe and report daily field problems with respect to quality, cost and schedule. The CMFS
will develop and maintain deficiency, incomplete work item, and preliminary punch list reports
and will maintain a daily construction report, as the daily history of the project, to include
significant jobsite field events that occur each day. The CMFS will not be responsible for means
and methods of the general Contractor, nor for safety of any of the contractor's employees, but
will have the authority, but not the responsibility, to observe and report concerns with regard to
such issues.
Documentation: Consultant shall oversee and manage the Contractor's preparation and/or review
of all necessary documentation for the project including, but not limited to, daily logs and
inspection progress reports, photos/videos, RFI, correspondence, shop drawings, and other
contractor submittals. Consultant shall maintain all files and documentation related to managing
the project. Consultant shall track all RFI, correspondence, and submittal status. Responses,
approvals, and decisions relative to Contractor's documents shall be provided in a timely manner
and as required in the construction documents.
Consultant shall review and comment on any project-related correspondence as requested by the
City. Routine correspondence that is related to product information or minor design issues may
be prepared and answered by Consultant on its letterhead, with a copy of the response directed to
PM and ARCHITECT. Correspondence requiring City response, including but not limited to
correspondence with residents, cost or contractual issues, may be drafted by Consultant but shall
be signed only by City.
Page 10 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
Submittals: Consultant shall manage, log and track all project submittals (i.e. shop drawings,
product information, substitution request, and samples) for approval in timely manner as required
by the construction documents and in order to prevent any delays to the project. Comments from
different reviewers of the submittal shall be compiled before being returned to the Contractor for
revisions. All submittals shall be sent directly between the Contractor and the Design team, with
copies, documentation and management reports submitted to and managed by the Consultant.
Construction Schedule: Consultant shall review the Contractor's construction schedule.
Consultant shall analyze, monitor, and request updates for the master schedule as the project
progresses. Consultant shall analyze the schedule for logical construction, constraints, level of
critical activities and to verify progress in conjunction with the analysis of pay applications.
Consultant shall review Contractors' individual Critical Path Method (CPM) schedules, monitor
the contractor's progress, notify the City of any slippage, and coordinate contractor recovery
plans.
Progress Payments: Consultant shall review progress payment requests submitted by Contractor,
within five (5) days of receipt and verify the accuracy and percentage of completion against the
schedule, and resolve any discrepancies in the invoices. Consultant shall review the invoices and
backup for completeness and compliance with contract documents and make a recommendation
to PM for payment of the progress payment requests.
Change Order Monitoring and Processing: Consultant shall review and evaluate all Contractor
extra work requests. Consultant shall review the contract documents to determine entitlement,
complete an independent estimate of the cost of the changes, and reconcile with the contractor's
change order request. Consultant shall prepare contract change order authorizations for City
approval and track all scope and schedule changes. Consultant shall also implement expeditious
methods for resolving conflicts.
Claims: Consultant shall analyze any claims from the contractors (i.e., compensation and delay)
as to whether they are excusable, inexcusable, or compensable and prepare a response for City.
Meetings: Throughout the construction process, Consultant shall be prepared to address
comments and concerns of the construction contractors, ARCHITECT, PM, the City Staff, and
the general public on an as-needed basis. Consultant shall set up and conduct weekly progress
meetings and any other meetings necessary to facilitate the project work. Consultant shall write
and distribute the meeting agendas, and meeting minutes; including: City-Consultant meetings,
regular site meetings, and meetings with the City staff, contractors, various City departments,
and also the public. The meeting minutes will explicitly track who has the responsibility for each
action item with expected completion dates.
Consultant shall coordinate the logistics related to a ground-breaking and to a ribbon-cutting
ceremony, including working with committees, identifying power sources, etc. Costs for
beverages, materials, photographs shall not be the responsibility of the Consultant.
Consultant shall, at the direction of the Project Manager, install, advertise, and maintain a hot
line for community updates, questions, and complaints. Printing of flyers, presentation boards,
advertisement, equipment and other related outreach material costs shall considered a
Reimbursable expense, the cost for which shall be approved in writing in advance by the Project
Manager.
Page 11 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
Miscellaneous: Consultant shall monitor Contractor's compliance in general with the
construction documents and contract. Consultant shall address comments and concerns of the
contractors and the ARCHITECT as needed.
During construction, the Consultant's office space shall be provided, maintained and removed by
the Contractor, including offices, furniture and office equipment.
Quality Control and Assurance: Consultant shall monitor and document the Contractors' work
for any deviations in scope, schedule, or performance and keep the City informed of and assist in
resolving any issues that may arise.
Record Drawings: Consultant shall coordinate the preparation of record drawings with the
Contractors and ARCHITECT on a regular basis, both during the construction and post
construction phases, and review the drawings for "as-built" accuracy.
Training: Consultant shall set up and coordinate contractor-provided training of City staff as
required by the contract documents and as necessary to ensure that the appropriate City
personnel are adequately trained and familiar with the new equipment and systems.
Commissioning: Consultant shall work with the commissioning agent, design consultants, and
the Contractors to ensure that all new equipment have been installed in accordance with the
contract documents, are working properly as stand-alone equipment, and are working properly as
part of a complete system.
Substantial Completion: As per the construction contract, once the Contractor requests
substantial completion and it is determined to be warranted, Consultant shall prepare and
compile a project punch list with the assistance from the City and ARCHITECT to be forwarded
to the Contractor. Consultant shall oversee the completion of the punch list items before the final
notice of completion is issued.
Close Out: Consultant shall ensure completion and delivery of all required close out
documentations including operation and maintenance (O&M) manuals, record drawings, and
warranties. Consultant shall review all these materials for compliance with the contract
documents and for completeness, and report any deficiencies or discrepancies to Contractor for
corrections and re-submittal. Consultant shall work under the direction of the Project Manager to
resolve any contract claim issues that may arise (stop work notices, bonding, delays, extra work,
etc). As-Built drawings shall be scanned by Consultant for archiving by City.
Files: Consultant shall consolidate and deliver all project files and documentation maintained to
be retained by the City.
Additional Services: Include, but are not limited to, additional meetings, additional public
outreach, unforeseen testing or inspection needs.
Reimbursables: Travel and meal expenses shall not be Reimbursable items but shall be
considered as included in the fee for associated work items. Temporary trailers, computers,
copiers, printers and office supplies are not considered as a Reimbursable expense, but will be
provided to the Consultant under the Contractor's Contract. Printing of plans and specifications
shall be paid by City. Printing of flyers, presentation boards, telephone hotlines and other
communication materials needed to fulfill outreach as described herein shall be budgeted for
Page 12 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
and provided as a Reimbursable item by Consultant. Job site safety fencing is a reimbursable
expense.
B. Testing and Special Inspections
Testing and Special Inspections: A testing agency shall be under contract with and paid for by
the Consultant. Consultant shall coordinate with the Contractor in scheduling the testing agency
services for materials testing and special inspections needed for the life of the project. This
testing includes, but is not limited to, collecting and running geotechnical tests, concrete strength
and weld inspection. Consultant shall ensure that all required sign-offs are reviewed and
distributed and are in compliance with the specifications and the California Building Codes.
Geotechnical Inspections are included by the Architect, and are not included by the Consultant.
Building Code Inspection Services -Mitchell Park Library and Community Center: Consultant
shall provide all building code inspection services for construction phases for the Mitchell Park
Library and Community Center. Inspectors shall have a minimum of 5 years of experience as
inspectors and be certified by the International Code Council (ICC) or International Building
Code Officials (IBC) as inspectors. The City reserves the right to review the qualifications of the
inspectors, approve their working on the project, and to request a change of inspectors at any
time.
Soils-related testing shall be under the Consultant's contract. Physical oversight of the
geotechnical aspects of the construction project shall be contracted by the ARCHITECT firm.
C. -Electronic Documentation and Photograph Recording
Electronic Documents: Consultant shall provide electronic, fully addressable and cross
referenced electronic document filing system. It will be developed and used as the project filing
system during construction and will be updated with all closeout documentation, and cross
referenced for simple search and retrieve functionality for all project documentation for City's
use after construction. Consultant will provide Labor to input all documentation, and to train
City in the use and access to all electronic project files. Any monthly service fees shall be
included herein and not in Reimbursables.
Project Documentation -Photographic Record: Based upon a build period of twenty three (23)
months, provide a photographic pre-construction site-survey of existing conditions; twenty three
(23) maximum exterior progressions; interior progressions; six (6) maximum interior
mechanical, electrical and plumbing; pre-concrete slab pour; exterior elevation, including
window-flashing and waterproofing; three (3) maximum roofing exact built showing the roof at
various stages of the project; and finished condition prior to occupancy.
All documentation shall include consultations with City identifYing project-specific needs,
appropriate photographic intervals, schedules, determination of optimal locations based on the
site plans, a representative number of digital photographs at such intervals and for such durations
and at the specified milestones; linking each photo set to the appropriate location on the site
plans and floor plans; online web hosting of the documentation on the Multivista website for the
construction period covered by the documentation and for a minimum period of I-year
thereafter; password protected access to the documentation and two CD or DVD ROM copies of
the entire documentation upon completion.
Page 13 of 19
CITY OF PALO ALTO CONTRACT NO.: CI013I63I-AMENDMENT TWO
D -Extended Construction Duration
Provide Construction Phase services for extended construction duration, if not caused by the
CONSULTANT. Services in this category are to be provided and compensated only with the
approval of the CITY Project Manager. Schedule C includes 30 working days of extended
duration.
Phase III: Post Construction Services
A -Turner Staff Services:
Post Construction and Warranty Services: Consultant shall meet with Library, Community
Services and Public Works staff (Staff) monthly for three months commencing after the building
is open to the public in order to complete any remaining punch-list items and/or to contact the
Contractor for any warranty issues that might arise. After the initial three month period,
Consultant shall contact the Staff quarterly for a period of nine months to determine whether any
new building or systems issues have been identified. Systems deficiencies that cannot be
resolved by the Contractor shall be reported to the Commissioning Agent. .
Commissioning Verification: Consultant shall participate in the post-construction activities of the
Commissioning Agent as follows:
Participate in an off-season testing (i.e., testing the heating system prior to winter) session and
work with the Contractor to correct any deficiencies.
Compile the final testing documentation for the Commissioning Record and O&M manuals.
12 Month Warranty Follow Up: Return to the site at month 10 ofthe 12 month warranty period
and review operating conditions with City facility staff and the Commissioning Agent in order to
identify any outstanding issues related to the original and seasonal commissioning. The
Commissioning Agent will interview facility staff and identify problems or concerns that they
have with operating the building as originally intended. The Commissioning Agent will make
suggestions for improvements and for recording these changes in the O&M manuals. The
Commissioning Agent will identify areas that may come under warranty or under the original
construction contract. The Construction Management Consultant shall work with the Contractor
to resolve any warranty issues.
MAIN LIBRARY
Phase I -Design Phase -Main Library
A.I -Turner Staff Services for Temporary Library (Conceptual Design Phase Only)
The ARCHITECT will research a location for a temporary Main Library site for use during the
construction of the Main Library renovation and expansion. The temporary Main Library would
consist of a space approximately 8,000 to 10,000 square feet. The ARCHITECT will develop
schematic electrical and mechanical plans, floor plans, signage landscaping and cost estimates
for said facility. .
The Consultant shall participate and assist in the selection of a temporary Main Library site,
Page 14 of 19
CITY OF PALO ALTO CONTRACT NO.: Cl0131631-AMENDMENT TWO
review and comment on designs prepared by ARCHITECT and prepare independent
construction cost estimates. Consultant shall attend meetings with staff and ARCHITECT,
which include two (2) technical meetings and three (3) project management team meetings. Fee
for these meetings shall be included in the cost for the Temporary Main Library item.
Detailed design on any temporary library will not proceed until Council reviews and approves
the cost, size, location and other information related to the temporary library. If Council
approves completing the design of a temporary library, a scope and fee will be negotiated with
Consultant for services related to oversight of the design phase.
A.2 -Turner Staff Services for permanent Main Library
Design of the Main Library expansion and renovation is anticipated to begin in mid to late 2010
or early 2011
Consultant shall provide three (3) construction cost estimates: One at 100% Schematic Design,
one at 100% Design Development and one at 50% Construction Documents .
. Consultant shall perform constructability and design document review at the Design
Development Phase
Consultant shall develop and grade pre-qualification forms, attend any protest hearings and
defend findings.
Consultant shall review overall project schedule and budget development and update same.
Contractor Prequalification
Prior to the construction bid phase, the Consultant shall prepare,and obtain approval from the
City of Palo Alto, to advertise forms required for Contractor Prequalification. Consultant shall
administer the feedback from same, including but not limited to: answering questions from
contractors and subcontractors, coordinating responses with the City's Purchasing Division,
preparing spreadsheets or other documentation necessary to compile and compare contractor
responses, preparing a recommended bidder's list with a brief report summarizing findings,
assisting in representing the City in any subsequent hearings challenging the validity of the
results and any follow-up documentation resulting from said hearings. The City Purchasing
Division will verify Consultant's recommendation in order to finalize the decision.
Additional Services
Additional Services include, but are not limited to, attendence at meetings, value engineering,
calculations and reimbursable expenses not included in the base fee.
Phase II -Construction Phase Services (Potential Future Phase) -Main Library
Services and Fee for Construction Administration services may, at the City's sole discretion, be
negotiated prior to the start of construction for the Main Library.
Page 15 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631 -AMENDMENT TWO
EXHIBIT "B"
SCHEDULE OF PERFORMANCE
CONSVLTANT shall perform the Services so as to complete each milestone within the number of time
specified below. The time to complete each milestone may be increased or decreased by mutual written
agreement of the project managers for CONSULTANT and CITY so long as all work is completed
within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent
with the schedule below within 2 weeks of receipt of the notice to proceed.
Milestones
Downtown Libtary Phase I Design Phase:
Review Construction Documents
Contractor Prequalification
Construction Contract Award
Completion
fromNTP
Oct 2009
Oct 2009
Mar 2010
Downtown Library Phase II and Phase III, Construction & Post Construction Phase: ..
Construction Start
Substantial completion (11 mos)
Project Close-Out (lmo)
Jul1,2010
May 30, 2011
Jun 30, 2011
Mitchell Park Library & Community Center, Phase I -Design Phase:
Review Construction Documents
Contractor Pre qualification
Construction Contract Award
Feb. 2010
Feb. 2010
Jun 2010
Mitchell Park Library & Community Center, Phase II: Construction Phase:
Construction Start
Substantial completion (23 mos)
Project Close-Out (lmo)
Warranty Period Ends (12 mos)
Main Library Phase I Design Phase:
Temporary Main Library Conceptual Design
Main Library Design
Contractor Prequalification
Construction Contract Award
Aug 23, 2010
Ju123,2012
Aug 23, 2012
JuI23,2013
Mar 2011
Sep 2011
Jun 2011
Jan 2012
Page 16 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
EXHmIT "C"
COMPENSATION
The CITY agrees to compensate the CONSULTANT for professional services performed in
accordance with the terms and conditions of this Agreement, and as set forth in the budget
schedule below. Compensation shall be calculated based on the hourly rate schedule attached as
exhibit C-l up to the not to exceed budget amount for each task set forth below.
For Sub consultants, such as Inspections, special inspections, electronic document services, and
photographic documentation services, the CITY agrees to compensate the CONSULTANT for
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 actual cost
of the sub consultant, plus a fee of 5%, up to the not to exceed budget amount for each task set
forth below.
The compensation to be paid to CONSULTANT under this Agreement for all services
described in Exhibit "A" ("Basic Services") and reimbursable expenses shall not exceed
$3,254,337.00. CONSULTANT agrees to complete all Basic Services, including reimbursable
expenses, within this amount. In the event CITY authorizes any Additional Services, the
maximum compensation shall not exceed $3,578,448.00. Any work performed or expenses
incurred for which payment would result in a total exceeding the maximum amount of
compensation set forth herein shall be at no cost to the CITY
CONSULTANT shall perform the tasks and categories of work as outlined and budgeted
below. The CITY's project manager may approve in writing the transfer of budget amounts
between any of the tasks or categories listed below provided the total compensation for Basic
Services, including reimbursable expenses, does not exceed $3,254,337.00 and the total
compensation for Additional Services does not exceed $324,111.00.
Continue on next page ...
Page 17 of 19
CITY OF PALO ALTO CONTRACT NO.: CI0131631-AMENDMENT TWO
EXHIBIT "C"
COMPENSATION
DESCRIPTION NOT TO EXCEED AMOUNT
BASIC SERVICES
Downtown Library Phase I -Design Phase
A . Pre-construction Phase
Downtown Library Phase II -Construction Phase
A Turner Staff Services
B Testing and Special Inspections
C Electronic Documents
$17,545
$345,000
$12,000
$20,000
Downtown Library Phase III Post Construction & Warranty Phase
F Turner Staff Services $10,000
TOTAL DOWNTOWN LIBRARY BASIC SERVICES
Mitchell Park Phase I Design Phase
A Preconstruction
Mitchell Park Phase II Construction Phase
A Turner Staff Services
B Testing and Special Inspections
C Electronic Documents & Photo Recording
D Extended Construction Duration
Mitchell Park Phase III Post-Construction Phase
A Turner Staff Services
TOTAL MITCHELL PARK BASIC SERVICES
Main Library Phase I
$404,545
$107,292
$1,835,000
$445,000
$135,000
$115,000
$45,000
$2,682,292
(Design Phase for Main Library & Concept Design Phase for Temporary Main
Library)
A.l
A.2
Turner Staff Services -Temporary Library for Main
Turner Staff Services -Permanent Main Library
$15,000
$90,500
TOTAL MAIN LIBRARY BASIC SERVICES (Design Phase Only) $105,500
ALLOWANCE FOR REIMBURSABLE EXPENSES
DT Library
MP Library
Main Library
(not to exceed)
(not to exceed)
Total Allowance for Reimbursables
$5,000
$55,000
$2,000
$62,000
TOTAL BASIC SERVICES (including Allowance for Reimbursables) $3,254,337
Page 18 of 19
CITY OF PALO ALTO CONTRACT NO.: C10131631-AMENDMENT TWO
EXHIBIT "C"
COMPENSATION
DESCRIPTION NOT TO EXCEED AMOUNT
ADDITIONAL SERVICES:
ALLOWANCE FOR ADDITIONAL SERVICES-Not to Exceed
DTLibrary
MPLCC
Main Library
TOTAL ALLOWANCE FOR ADDITIONAL SERVICES
TOTAL NOT TO EXCEED COMPENSATION
REIMBURSABLE EXPENSES
$42,632
$270,729
$10,750
$324,111
$3,578.448
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.
ADDITIONAL SERVICES
The CONSULTANT shall provide additional servic«s only by advanced, written authorization
from the CITY. The CONSULTANT, at the CITY's project manager's request, shall submit a
detailed written proposal including a description of the scope of services, schedule, level of
effort, and CONSULTANT's proposed maximum compensation, including reimbursable
expense, for such services based on the rates set forth in Exhibit C-I. 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.
Page 19 of 19
ATTACHMENT D
PROJECT: IFB136473 Mitchell Park Library Community Center --New Construction -CIP 09006
BID OPENING DATE: July 13, 2010
ITEM DESCRIPTION ENGR'S EST. BIDDERS I~~--~--~~--~~-.~--~--~----------r-~~~--~~-------. Flintco, Inc. Overaa & Co. West Coast Amoroso Midstate Ross Constr.
A-1 Hazardous Materials Abatement 100,000 100,000 100,000 100,000 25,000 50,000 106,095
A-2 Demolition & New Construction 32,250,000 24,215,000 24,850,000 25,240,000 25,842,000 26,241,000 30,635,188
A-3 Pending Site Improvements 50,000 50,000 50,000 50,000 50,000 50,000 50,000
ATTACHMENT E
CITY OF PALO ALTO CONTRACT NO. CI0135893
AGREEMENT BETWEEN THE CITY OF PALO ALTO AND STOLLER STUDIO
FOR PROFESSIONAL SERVICES FOR PROVISION of ENTRY ARTWORK FOR
MITCHELL PARK LIBRARY
This Agreement is entered into on this 4th day of August, 2010, ("Agreement") by
. and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY"),
and STOLLER STUDIO, INC., a California Corporation, located at 198 Lucero Way, Portola
Valley, CA 94028 (PH) 650-854-4162 ("CONSULTANT").
RECITALS
The following recitals are a substantive portion of this Agreement.
A. CITY intends to install innovative art installation for the two-story entry area to the new
Mitchell Park Library. ("Project") and desires to engage a consultant to design, create and install the
Art Work in connection with the Project("Services").
B. ' CONSULTANT has represented that it has the necessary professional expertise,
qualifications, and capability, and all required licenses andlor certifications to provide the Services.
C. CITY in reliance on these representations desires to engage CONSULTANT to provide the
Services as more fully described in Exhibit "A", attached to and made a part ofthis Agreement.
NOW, THEREFORE, in consideration ofthe 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.
o Optional On-Call Provision (This provision only applies if checked and only applies to on-call
agreements. )
Services will be authorized by the City, as needed, with a Task Order assigned and approved by the
City's Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-I,
Each Task Order shall designate a City Project Manager and shall contain a specific scope of work, a
specific schedule of performance and a specific compensation amount. The total price of all Task
Orders issued under this Agreement shall not exceed the amount of Compensation set forth in
Section 4 of this Agreement. CONSULTANT shall only be compensated for work performed under
an authorized Task Order and the City may elect, but is not required, to authorize work up to the
maximum compensation amount set forth in Section 4.
SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through completion of the
services in accordance with the Schedule of Performance attached as Exhibit "B" unless terminated
earlier pursuant to Section 19 of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of
Services under this Agreement. CONSULTANT shall complete the Services within the term of this
Agreement and in accordance with the schedule set forth in Exhibit "B", attached to and made a part
of this Agreement. Any Services for which times for performance are not specified in this Agreement
shall be commenced and completed by CONSULT ANT 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 precludeTecovery 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
CONSUL T ANT for performance of the Services described in Exhibit "A", including both payment
for professional services and reimbursable expenses, shall not exceed Ninety Thousand Dollars
($90,000.00). In the event Additional Services are authorized, the total compensation for services
and reimbursable expenses shall not exceed Ninety Thousand Dollars ($90,000.00).
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. If applicable, the
invoice shall also describe the percentage of completion of each task. The information in
CONSULTANT's payment requests shall be subject to verification by CITY. CONSULTANT shall
send all invoices to the City's project manager at the address specified in Section 13 below. The City
will generally process and pay invoices within thirty (30) days of receipt.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be
performed by CONSULTANT or under CONSULTANT's supervision. CONSULTANT represents
that it possesses the professional and technical personnel necessary to perform the Services required
by this Agreement and that the personnel have sufficient skill and experience to perform the Services
assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted,
have and shall maintain during the term of this Agreement all licenses, permits, qualifications,
insurance and approvals of whatever nature that are legally required to perform the Services.
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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 itselfinfonned of and
in compliance with all federal, state and local laws, ordinances, regulations, and orders that may
affect in any manner the Project or the performance of the Services or those engaged to perform
Services under this Agreement. CONSULTANT shall procure all pennits and licenses, pay all
charges and fees, and give all notices required by law in the performance of the Services.
SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and
all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives
notice to CONSULT ANT. 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. lfthe total estimated construction cost at any submittal exceeds ten percent (10%)
of the CITY's stated construction budget, CONSULTANT shall make recommendations to the CITY
for aligning the PROJECT design with the budget, incorporate CITY approved recommendations,
and revise the design to meet the Project budget, at no additional cost to CITY.
SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing
the Services under this Agreement CONSULTANT, and any person employed by or contracted with
CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an
independent contractor and not an agent or employee of the CITY.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of
CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or
transfer any interest in this Agreement nor the perfonnance of any of CONSULTANT's obligations
hereunder without the prior written consent of the city manager. Consent to one assignment will not
be deemed to be consent to any subsequent assignment. Any assignment made without the approval
of the city manager will be void.
SECTION 12. SUBCONTRACTING.
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.
CONSULTANT shall be responsible for directing the work of any sub consultants 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
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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 Roger W. Stoller as
the Proj ect Director to have supervisory responsibility for the performance, progress, and execution
of the Services and as the Project Manager 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 proj ect manager. CONSULTANT, at CITY's request, shall promptly remove personnel
who CITY finds do not perform the Services in an acceptable marmer, are uncooperative, or present
a threat to the adequate or timely completion of the Project or a threat to the safety of persons or
property.
The City's project manager is Kelly Morariu, Office of the City Manager, 250 Hamilton Avenue,
Palo Alto, CA 94303, Telephone:650-329-2452 . 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 ART WORK. Upon delivery of the art work "Radiant
Seed" to and acceptance by CITY, the art work, including every item installed in connection with
the art work and any and all copyright interests in the art work developed in accordance with the
terms and conditions of this Agreement shall become and remain the exclusive property of CITY
without restriction or limitation upon its use, except as otherwise provided herein. CITY
acknowledges and agrees that CONSULTANT shall retain the copyright to the "Metal Lace"
artwork concept that is the conceptual basis of the art work, and CITY further acknowledges that
CONSUL TANT has used "Metal Lace" concept prior to the advent of this art work project and
likely will use it without limitation after this project has been completed. To the extent permitted
by applicable laws, CONSULTANT waives and relinquishes only the copyright to this specific
sculptural interpretation, "Radiant Seed", which embraces the "Metal Lace" concept.
CONSUL T ANT agrees that the copyright( s) specific to this work pursuant to this Agreement
shall be vested in CITY, and CONSULTANT hereby waives and relinquishes any and all claims
to the copyright to "Radiant Seed" in favor of the CITY. Neither CONSULTANT nor its
contractors, if any,. shall make any of the materials used to create the art work available to any
person or individual or organization without the prior written approval of the City Manager or
designee. CONSULTANT makes no representation of the suitability of the art work for use in or
application to circumstances not contemplated by the scope of work.
SECTION 15. AUDITS. CONSULTANT will pennit CITY to audit, at any reasonable time during
the term of this Agreement and for one (1) year thereafter, CONSULT ANT's records pertaining to
matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such
records for at least one (1 year after the expiration or earlier termination of this Agreement.
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SECTION 16. INDEMNITY.
16.1. To the fullest extent permitted by law, CONSULTANT shall protect,
indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents
(each an "Indemnified Party") from and against any and all demands, claims, or liability of any
nature, including death or injury to any person, property damage or any other loss, including all costs
and expenses ofwhatever 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.
To the fullest extent permitted by law, CITY shall protect, indemnify, defend and hold
harmless CONSULTANT, from and against any and all demands, claims, or liability of any nature,
including death or injury to any person, property damage or any other loss, including all costs and
expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements
("Claims") 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.
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 for a period of one year ..
SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant,
tenn, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not
be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of
any subsequent breach or violation of the same or of any other term, covenant, condition, provision,
ordinance or law.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full
force an~ effect during the term of this Agreement, the insurance coverage described in Exhibit "D".
CONSULTANT shall obtain a policy endorsement naming C~TY as an additional insured under any
general liability or automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through carriers
with AM Best's Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to
transact insurance business in the State of California. Any and all contractors of CONSULTANT
retained to perform Services under this Agreement will obtain and maintain, in full force and effect
during the term of this Agreement, identical insurance coverage, naming CITY as an additional
insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY concurrently
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with the execution of this Agreement. The certificates will be subj ect to the approval of CITY's Risk
Manager and will contain an endorsement stating that the insurance is primary coverage and will not
be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the
Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification,
CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance
are provided to CITY's Purchasing Manager during the entire term of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be
construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions
of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be
obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as
a result of the Services performed under this Agreement, including such damage, injury, or loss
arising after the Agreement is terminated or the term has expired.
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The City Manager may suspend the performance ofthe Services, in whole or
in part, or terminate this Agreement, with or without cause, by giving ten (30) days prior written
notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately
discontinue its performance of the Services.
19.2. CONS UL T ANT may terminate this Agreement or suspend its performance of
the Services by giving thirty (30) days prior written notice thereofto CITY, but only in the event of a
substantial failure of performance by CITY.
19.3. Upon such suspension or termination, CONSULTANT shall deliver to the
City Manager immediately any and all copies of studies, sketches, drawings, computations, and other
data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to
CONSULT ANT or its contractors, if any, in connection with this Agreement. Such materials will
become the property of CITY.
19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid
for the Services rendered or materials delivered to CITY in accordance with the scope of services on
or before the effective date (i.e., 30 days after giving notice}ofsuspension.oI·termination; pro¥ided,
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 CONS UL T ANT's
services which have been completed to date. The following Sections will survive any expiration or
termination ofthis Agreement: 14, 15, 16, 19.4,20, and 25.
19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will
operate as a waiver on the part of CITY of any of its rights under this Agreement.
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by
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certified mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager
To CONSULTANT: Attention of the project director
at the address of CONSULTANT recited above
SECTION 21. CONFLICT OF INTEREST.
21.1. In accepting this Agreement, CONSULTANT covenants that it presently has
no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the Services.
21.2. CONSULTANT further covenants that, in the performance of this Agreement,
it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT
certifies that no person who has or will have any financial interest under this Agreement is an officer
or,employee of CITY; this provision will be interpreted in accordance with the applicable provisions
of the Palo Alto Municipal Code and the Government Code of the State of California.
21.3. Ifthe Project Manager determines that CONSULTANT is a "Consultant" as
that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT
shall be required and agrees to file the appropriate financial disclosure documents required by the
Palo Alto Municipal Code and the Political Reform Act.
SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section
2.30.510, CONSULTANT certifies that in the perfonnance of this Agreement, it shall not
discriminate in the employment of any person because of the race, skin color, gender, age, religion,
disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status,
weight or height of such person. CONSULTANT acknowledges that it has read and understands the
provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination
Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section
2.30.510 pertaining to nondiscrimination in employment.
SECTION 23. ENVIRONMENT ALLY PREFERRED PURCHASING AND ZERO WASTE
REQUIREMENTS. CONSULTANT shall comply with the City's Environmentally Preferred
Purchasing policies which are available at the City's Purchasing Department, incorporated by
reference and may be amended from time to time. CONSULTANT shall comply with waste
reduction, reuse, recycling and disposal requirements ofthe City's Zero Waste Program. Zero Waste
best practices include first minimizing and reducing waste; second, reusing waste and third, recycling
or compo sting waste. In particular, Consultant shall comply with the following zero waste
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requirements:
• All printed materials provided by Consultant to City generated from a personal
computer and printer including but not limited to, proposals, quotes, invoices,
reports, and public education materials, shall be double-sided and printed on a
minimum of 3 0% or greater post-consumer content paper, unless otherwise approved
by the City's Project Manager. Any submitted materials printed by a professional
printing company shall be a minimum of30% or greater post-consumer material and
printed with vegetable based inks.
• Goods purchased by Consultant on behalf of the City shall be purchased in
accordance with the City's Environmental Purchasing Policy including but not
limited to Extended Producer Responsibility requirements for products and
packaging. A copy of this policy is on file at the Purchasing Office.
• Reusable/returnable pallets shall be taken back by the Consultant, at no additional
cost to the City, for reuse or recycling. Consultant shall provide documentation from
the facility accepting the pallets to verify that pallets are not being disposed.
SECTION 24. NON-APPROPRIATION
24.1. This Agreement is subject to the fiscal provisions of the Charter ofthe City of
Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a)
at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year,
or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the
fiscal year and funds for this Agreement are no longer available. This section shall take precedence
in the event of a conflict with any other covenant, term, condition, or provision of this Agreement.
SECTION 25. MISCELLANEOUS PROVISIONS.
25.1. This Agreement will be governed by the laws of the State of California.
25.2. In the event that an action is brought, the parties agree that trial of such action
will be vested exclusively in the state courts of California in the County of Santa Clara, State of
California.
25.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys' fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value of
legal services provided by attorneys employed by it as well as any attorneys' fees paid to third
parties.
25.4. This document represents the entire and integrated agreement between the
parties and supersedes all prior negotiations, representations, and contracts, either written or oral.
This document may be amended only by a written instrument, which is signed by the parties.
25.5. The covenants, terms, conditions and provisions of this Agreement will apply
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to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the
parties.
25.6. If a court of competent jurisdiction finds or rules that any provision of this
Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this
Agreement and any amendments thereto will remain in full force and effect.
25.7. All exhibits referred to in this Agreement and any addenda, appendices,
attachments, and schedules to this Agreement which, from time to time, may be referred to in any
duly executed amendment hereto are by such reference incorporated in this Agreement and will be
deemed to be a part of this Agreement.
25.8 If, pursuant to this contract with CONSULTANT, City shares with
CONSULTANT personal information as defined in California Civil Code section 1798.81.5 (d) about
a California resident ("Personal Information"), CONSULTANT shall maintain reasonable and
appropriate security procedures to protect that Personal Information, and shall inform City
immediately upon learning that there has been a breach in the security of the system or in the security
of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing
purposes without City's express written consent.
25.9 All unchecked boxes do not apply to this agreement.
25.10 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
representati ves executed this Agreement on the date first above written.
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CITY OF PALO ALTO
. APPROVE,£) AS TO fORM::
I
Senior' Asst City Attorney
iD~,.t~ m r<'_, ...... "':." "'VI'"'M~. 00. 1\\ \."."\'ji~'~ . ~Y~iII"il Y . '!it. lhIi:~.. V'j
STOLLER STUDIO, INC •
BxmBIT '~A"!
EXHmrr '*D":
EXHIBIT ~C··:
EXHIBIT HD'f,~
SCOP'B OF won
SCI'IEDULBOF PERFORMANCE
COMPENSATION
JNStmANCERBQUJREMBNTSj
Ff.;:,t·~::;'"';\'h''' ';t~·v":\:,,.
\~:;;'":::!7; .; .. , ';2:l;:: t~
1. BACKGROUND
EXHIBIT" A"
SCOPE OF SERVICES
In 2007, Palo Alto voters approved Measure N, which authorized $75 million in General Obligation
Bonds to pay for the reconstruction and renovation of three Palo Alto libraries (Mitchell Park,
Downtown and Main) and the Mitchell Park Community Center. The City of Palo Alto's Percent for
Public Art policy applies to the Mitchell Park and Main Library projects. The existing Mitchell Park
Library is approximately 10,000 square feet and will be replaced with a new facility of 42,200 square
feet. The new library will be two stories to accommodate an enlarged collection, a children's area, an
acoustically separated teen area, group study rooms, staff areas and a program room. Increases in
collection, seating, computers, children's area and programming space are planned to serve the needs
of the projected population in 2030.
The existing Community Center is approximately 10,000 square feet and will be replaced with a new
facility of 15,900 square feet. Similar to the existing community center, the new building will be a
one-story building attached to the new library. The new community center will allow for additional
programming space and rental availability. By sharing activity space, the joint facility will be
smaller in size than two independent buildings and will create a more efficient use of the
library/community center site.
The Library Advisory Commission has developed a Library Service Model Analysis and
Recommendation (LSMAR) report for Palo Alto Libraries which was adopted by Council in 2006.
The LSMAR's vision statement for Palo Alto Library is:
../ Boldly address community needs through the provision of collections and services
that meet leading edge standards for content, access and connectivity;
../ Efficiently and effectively serves all ages and supports life-long learning with a well
supported staff, expanded partnerships, and a vibrant volunteer program;
../ Provides safe and inviting facilities with flexible spaces that include areas for quiet
study and reflection, small and large group meetings, and spaces for delivery of
neighborhood programs and services.
2 .. SCOPE OF WORK
CONSULTANT shall provide for the design, creation, delivery and installation for the Art Work,
"Brilliant Seed", for the two-story entry area to the library, as proposed in CONSUT ANT'S response
to RFP 135893 for the Library Entry Art Installation. The artwork at the entrance to the library shall
convey the programming of the space as well as the green initiatives and the public it serves. The
new library is a place for discovery where all are welcome. The facility supports learning through
collaborations within the community as well as cultures and ideas across the planet. The Artwork
shall convey the sense of discovery, wonder and freedom that knowledge brings.
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The Sculpture to be provided in stainless steel, along the same lines as previous works created by
CONSULTANT, is described conceptually below, under Project Summary. The final design will be
completed in the next phase following CONSULTANT's in-depth research of the site and a full
understanding of the context and stakeholder intent.
Proied Summary
Artisl Slpl8ment
BRIl.L1ANT SEED: 0 sculpture
My approach to this
piece combines
geometry, metaphor
and abstradion in
the pursuit ofcm
enciuringworkof art.
Consisting of ha,nd
Rl'iished stoinlessst&el
&lIghl, it would be
designed as a
visUc:dly striking &
_Iegemtcomplement
to the contemporary
architecture <If the
····ll~;,aiy.the .....•......
redwood ina" it's
.... f~rOl.s [~.eLPQIQ.
Alto", PACify Tree]
is referenced here cis
a ~ymbol for the new
Library cirtwork.
Mehlp.or
Seed afKnowleelge
Knowledge is a ~ey to .
what .rnake$u~ human, a"d a librciry isone
. ofcMlixatiori'. doorways t() our cO,!1Imunal
wealth of knowing. Knowle.dge ha. no limit,
it is alwoys growing, forever discovering new
frontiers. The colleqive wisd"m ofa
cO!1lm\lility is h~ld io a library, the library
sefvesthe public, by providing a space for
the sharing of their creativity, thaircultural
quests andtheirlife-long learning.
Just as a book con offer entry into another
world, Brilliant Sefu:l would transfor:", the
Libraryentraru:e intoasteei-forest portal of
al»tractshape and light:
Being a permonent addition to the Mitch.ell
Park library the sculpture wou/dbetimeless
while bringing Q. con!errlporary sensibility
cOIl$istent with the mISSion of the Library.
Hoving a striking simplicity and unity when
seeil from a distance, lipan closer viewingonB's
inter~twill be sustained OVB.r multiple viewing$
by th. d.tailed comp6sbionof ,hopes and
texture& brushed into the stainless steel and the
light that ploys off those surfaces. .
Six Aspects:
Brilliant Seed Symbolism
"'* '(XIIMiuniIy
.... beginnings
IruIIIc strengIh
.............. oonnedions
• ..... iritetclependeoce _1_ rebirth oftrfelong learning
... ;jdnce,w~e'l Itviis~kid~n my gra;;;'jaiiter'sjari,t;he
placed II st'ed ill. my hand. 1 C(IInt! tQ.Il.ee the blessing of
. . whatascediS .. What it. trikes 10. be./lur.ill1:ed, to plaliUt, ....
fo protect itj 10 keep it it! h!tmf011Y with theelemellts.
He/aught me this witholll et1ersayillg milch, arId t/lnt
lesson /las informed everythitlg about me."
12
Forest Whitaker
Professional Services
Rev. June 2, 2010
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EXHIBIT "B"
SCHEDULE OF PERFORMANCE
S(hedule
Mitche" Pork Ubrory Artwork
estimafed 11.5 months
design/production
plll.tl. Computer Model [Studio]
1 month
concept development
pattern design
structural concept
Phase II. Detail Design & Planning [Studio]
2 months
fabrication planning
pattem reflnement
structural: detail design
engineering
production data completed
Phase II Go Cutting & Bending [Nor Cal]
2 months
laser cut panels from data
bending panels
truck to Studio
...... III •• Custom Hardware [Studio]
fab of custom structural elements
Pho.IY •• Fabrication (Studio]
3 months
assembly & tack welding
welding: run beads
13
Phut IY II. Coordination: [Studio/Palo Alto}
permits
on-site details
installation coordination
Ph ... , •• Finishing (Studio)
2.75 months
grinding & nnishing
flnal surface I1nishes
" •• e 'It. On-site Structure {Palo AltO/Studio]
contractor builds reenforced wall
on-site checks: Stoller/contractor
.h •• e VL Shipping (Studio/Polo Alto}
1 week
prep & crating
truck to Polo Alto
Pha .. VII. Installation [Palo Alto]
2weeb
on site prep
custom structural elements installed
as-build dimensions checked with sculpture
sculpture installation
site cleanup
Professional Services
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EXHIBIT "C"
COMPENSATION
The CITY agrees to compensate the CONSULTANT for professional services performed in
accordance with the terms and conditions of this Agreement, and as set forth in the budget
schedule below. The compensation to be paid to CONSULTANT under this Agreement for
all services described in Exhibit "A" ("Basic Services") and reimbursable expenses shall not
exceed $90,000.00. CONSULTANT agrees to complete all Basic Services, including
reimbursable expenses, within this amount. Schedule of payment to be agreed upon by
CONSULTANT and City's Project Manager as part of Phase 1. 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.
PROJECT BUDGET: May 2010
& SCOPE OF WORK
rev. 1
Studio: Actlvlty/ Labor
project management
design
engineering
CAD
fabrication
installation
Labor Sub Total
Consultants/ Materials! Expenses
materials: custom mounting hardware, etc
outside fabrication: bending, laser cutting,
• materials: stainless steel sheet: 1/4 n
engineering sub-contractor
legal
insurance
tools
supplies
additional Installation crew [labor]
equip. rentai:scaffold, etc.
shipping
Sub Total
contingency
Total
$6,600
$8,000
$2,400
$9,600
$11,600
$7,200
$45,400
$4,000
$20,000
$10,000
$2,000
$1,500
$500
$1,000
$1,SOO
$3,000
$500
$44,000
$600
$90,000
EXHIBIT "D"
INSURANCE REQUIREMENTS
CONTRACTORS TO TIIE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN
AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM
BEST'S KEY RATING OF A-:VII, OR mGIlER, LICENSED OR AumORIZED TO TRANSACT INSURANCE BUSINESS IN TIlE
STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COJv1PLIANCE WITH CITY'S INSURANCE REQUIRE.MENTS AS SPECIFIED BELOW , ,
MINIMUM LIMITS
REQUIRED TYPE OF COVERAGE REQUIREMENT EACH
YES
YES
YES
YES
YES
YES
OCCURRENCE AGGREGATE
WORKER'S COJv1PENSATION STATUTORY
EJv1PLOYER'S LIABILITY STATUTORY
BODILY INJURY $1,000,000 $1,000,000
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $1,000,000 $1,000,000
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY DAMAGE $1,000,000 $1,000,000
LIABILITY COMBINED.
BODILY INJURY $1,000,000 $1,000,000
-EACH PERSON $1,000,000 $1,000,000
-EACH OCCURRENCE $1,000,000 $1,000,000
AUTOMOBILE LIABILITY, INCLUDING
ALL OWNED, HIRED, NON-OWNED PROPERTY DAMAGE $1,000,000 $1,000,000
BODILY INJURY AND PROPERTY $1,000,000 $1,000,000
DAMAGE, COMBINED
PROFESSIONAL LIABILITY, INCLUDING,
ERRORS AND OMISSIONS,
MALPRACTICE (WHEN APPLICABLE),
AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000
mE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE,
SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT A GREElv1ENT,
THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSUL T ANTS, IF ANY, BUT
ALSO, WITH THE EXCEPTION OF WORKERS' COJv1PENSATION, EJv1PLOYER'S LIABILITY AND PROFESSIONAL INSURANCE, NAMING
AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
1. INSURANCE COVERAGE MUST INCLUDE:
A. A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN
COVERAGE OR OF COVERAGE CANCELLATION; AND
B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR
CONTRACTOR'S AGREEMENT TO INDEMNIFY CITY.
C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY'S PRIOR APPROVAL.
II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE.
III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO "ADDITIONAL
INSUREDS"
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS
AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER
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Professional Services 15
Rev June 2, 2010
INSURANCE CARRlED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL
NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS
ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF
THE COMPANY UNDER THIS POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER
THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY
AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF
CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT
OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN(10) DAY
WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
NOTICES SHALL BE MAILED TO:
PURCHASING AND CONTRACT ADMINISTRATION
CITY OF PALO ALTO
P.O. BOX 10250
P ALO ALTO, CA 94303
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Professional Services 1 6
Rev June 2, 2010
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Cf;I'lTIFICATE HOLn"R
elly ¢:: Palo Al Tor>
Pl!renasinq ",,,d CCf'.t:r-.ct Ao.lul.i..,lat!"atj.".,
P.O. B<»<. i::J2!j()
P~lu }~to, C~ 94303
C~I«:ELt..ATION
~:1OULO ~tiY O~"TH= IIBC"IE IlEsa;J~:.c PO'~I:;I~ DE C",NCB.LED Bc~ORr
THI! CCPIMllON DATE TIiERE'JF. NO'rI~E ~.Ill. ;I.:' 1lr,ll'lUiEC It<
.!Icee n:DAIoICIO 7111 ~ me i'OIICY mO'lo151[;h:S,
ACORD 21> 1200~'OOf
INS.:J2.6 ,~:ax:J.
-!:) 19811-1'Q1)9 AVORt> CORPORATION. All ~hta res.m~d.
Tn" AOOffilll8r1)~ BmllC1ffo ilm n;!JI!<t"r~rl ",:!Irk .. "r AOORn
Professional Services
Rev June 2, iOlO
C:\Documents and Setlingslkbradle\Local Setlings\Temporary Internet Files\OLK287\Contract S10135893 Final.doc