Loading...
HomeMy WebLinkAboutStaff Report 7641City of Palo Alto (ID # 7641) City Council Staff Report Report Type: Consent Calendar Meeting Date: 4/11/2017 City of Palo Alto Page 1 Summary Title: Urban Forestry Review of Planning and Development Applications Contract for Services Title: Approval of Urban Forestry On-Call Services Contract With Davey Resource Group for Review and Inspection of Planning and Development Applications in an Amount Not-to-Exceed $200,000 Annually for a Three Year Term From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council approve and authorize the City Manager or designee to execute a contract with Davey Resource Group to provide on-call contract services for urban forestry review of planning and development activities including individual review for entitlement applications, building permits, inspection for tree protection fencing,and landscape permit review and inspection in an amount not to exceed $200,000 annually over a three year term. Background Council adopted the Urban Forest Master Plan with specific direction for more comprehensive review and oversight of development activities to minimize impacts to the urban forest. To this end, the Municipal Fee Schedule includes fees for planning entitlement applications for individual review of new single-family homes (IR Review –Trees), building permits (Public Works Plan Check), tree protection fencing inspections (Tree Inspection for Private Development), and three new landscape review and inspection fees as of March 2017. Due to the normal ebb and flow of development,work load uncertainty presents a situation where flexible contract staffing may be ideal, with professional and experienced staff maintaining a prominent role in priority projects and decisions while auditing contractor performance of routine operations. City of Palo Alto Page 2 Urban Forestry review for entitlement of Individual Review applications ensures project plans for new single-family, two-story homes comply with City policies, municipal code requirements, design guidelines and standard details and conditions. Applications are reviewed for completeness as well as quality, the objective being to reduce the negative impacts of construction on trees while also meeting urban forestry goals. In Fiscal Year 2017 the IR Review –Trees fee was implemented to recover the cost of Urban Forestry staff time spent reviewing entitlements. An average review takes approximately 4 hours, including site visits to verify field conditions, providing comments to Project Planners and entering comments and related data into permit tracking software. In one year, the City has received as many as 100 sets of plans for review. Urban Forestry review of building permits ensures conditions of approval during entitlement are appropriately transferred, noted or added to the site plans for the building permit and compliance with tree protection guidelines for those projects without entitlement. The review process includes helping applicants understand requirements and urban forestry policies;coordinating with City staff to ensure understanding and inclusion of urban forestry requirements and resolve conflicts between trees and infrastructure; processing tree permits;data entry;and reviewing and revising administrative processes as needed, averaging approximately 20 hours of staff time per week.From March 2015 through June 2016, contract services were utilized for urban forestry building permit review and offset by billing applicants for the costs of the services provided by the vendor. Since June 2016, the contract has not been renewed and Urban Forestry review has been on hold. Tree protection fencing is required with most building permits to ensure proper fencing is installed and maintained throughout the project. The Tree Protection for Private Development municipal fee recovers the cost of site visits to inspect for City and local codes, regulations, ordinances and policies and procedures compliance; advising applicants of inspection results and corrections if needed; data entry;and reporting non-compliance or code violations. Staff has completed an average of 500 inspections per year. Landscape review and inspection procedures were recently enhanced to align with the updated California Model Water Efficient Landscape Ordinance City of Palo Alto Page 3 (MWELO). A municipal fee was created (effective March 2017) for landscape review and inspection. Contract services for review and inspection will ensure compliance with MWELO and Palo Alto municipal code and policies. Discussion Council adopted the Urban Forest Master Plan (UFMP) in May 2015, tasking the Urban Forestry Section with implementing 97 new programs over a ten-year period, 52 of which are to be implemented in the first three years. The additional workload reduces staff’s ability to conduct timely urban forestry reviews of entitlement and building applications and inspect tree protection fencing. At the same time development activity has increased annually. Having utilized contractors to provide development services, staff recognizes the opportunity to contract routine services that span the development process from entitlement review to final inspection, without sacrificing quality, the ability to respond to cyclical demands or a high level of customer service. On October 6, 2016, staff issued an RFP to seek consultants that provide on-call services for urban forestry review of development projects. Included in the scope of work were detailed specifications for each of the four services, individual review for entitlement applications, building permits, inspection for tree protection fencing, and landscape permit review, along with minimum qualifications and performance metrics for each. The evaluation panel recommended one of the two consultants who submitted bids. The selection was based on the strength of proposal, experience with the work required, familiarity with Palo Alto and understanding of its municipal code and ordinances, ability to provide quality control checks, qualified staff, customer service, and total cost to the City. Staff issued a Notice of Award on November 30, 2016. The negotiated contract is included as an attachment to this report, and the total recommended capacity for this contract over three years is $600,000. These combined projects will require dedicated full-time review and inspection services. In addition, the recommended contract capacity will allow the department to adjust staffing as necessary to complete programmatic initiatives of the UFMP City of Palo Alto Page 4 and maintain an Insurance Services Office (ISO) level 1 rating (the highest), which requires a level of staffing sufficient to provide high quality and timely work. Resource Impact Contract funding is available in the Public Works and Development Services departments’budgets and offset by billing applicants for the costs of the services provided by the vendor. Policy Implications Approval of this contract will allow Public Works, Urban Forestry to continue meeting service delivery goals established as part of the Comprehensive Plan, Urban Forest Master Plan and California Water Efficient Landscape Ordinance. Environmental Review Approval of this contract is not a project under the California Environmental Quality Act (CEQA) and therefore no environmental review is required. Attachments: ·S17165735 Davey Tree Expert Company Contract Professional Services Rev. April 27, 2016 1 CITY OF PALO ALTO CONTRACT NO. S17165735 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND DAVEY RESOURCE GROUP, A DIVISION OF THE DAVEY TREE EXPERT COMPANY FOR PROFESSIONAL SERVICES This Agreement is entered into on this 7th day of February, 2017, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and DAVEY RESOURCE GROUP, A DIVISION OF THE DAVEY TREE EXPERT COMPANY, an Ohio corporation, located at 1500 North Mantua Street, Kent, Ohio, 44240, ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to contract for certain urban forest services related to development review, including Building Permit Review, Individual Review for Entitlement, Tree Protection Fencing Inspection, and Landscape Review and Permit Inspection (“Project”), and desires to engage a consultant to provide services in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described at Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through December 31, 2019 unless terminated earlier pursuant to Section 19 of this Agreement. DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Attachment A Professional Services Rev. April 27, 2016 2 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 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. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A” (“Basic Services”), and reimbursable expenses, shall not exceed Two Hundred Thousand Dollars ($200,000.00) per each one year period, for a total contract not-to-exceed amount of Six Hundred Thousand Dollars ($600,000.00). CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. The applicable rates and schedule of payment are set out at Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described at Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C- 1”). 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 DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 3 required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed 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 permits 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 is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such errors and omissions, any change order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay in correcting the errors and omissions. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of CITY’s stated construction budget, CONSULTANT shall make recommendations to 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 CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of 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 subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 4 of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Anne Fenker to have supervisory responsibility for the performance, progress, and execution of the Services and to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. CITY’s project manager is Courtney Schumm, Public Works Department, Municipal Service Center Division, 3201 East Bayshore Road, Palo Alto, CA 94303, Telephone: (650) 496-6946. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. 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 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 DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 5 contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this 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 and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM 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 with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or 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. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer 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, DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 6 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 of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT 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., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this 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 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 DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 7 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. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. 21.4. In performance of this agreement, the CONSULTANT and/or its employees, while working on behalf of the City, shall not solicit private tree consulting or assessment work associated with development projects within the city limits of Palo Alto for the duration of this Contract, nor shall CONSULTANT recommend Any Commercial tree service provider. Should CONSULTANT, through the course of routine business operations, be retained to provide other services within the city limits, CONSULTANT will disclose the relationship, location and project description to the CITY Project Manager. Violation of this provision may be cause for termination of this Contract. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT 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. 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. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at 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 of CITY’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, CONSULTANT shall comply with the following zero waste requirements: DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 8 (a) 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 30% or greater post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post- consumer material and printed with vegetable based inks. (b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in accordance with 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 Division’s office. (c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to 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. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE. CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as it may be amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, CONSULTANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code section 4.62.060. SECTION 25. NON-APPROPRIATION 25.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS 26.1 This Project is not subject to prevailing wages. CONSULTANT is not required to pay prevailing wages in the performance and implementation of the Project in accordance with SB 7 if the contract is not a public works contract, if the contract does not include a public works construction project of more than $25,000, or the contract does not include a public works alteration, demolition, repair, or maintenance (collectively, ‘improvement’) project of more than $15,000. DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 9 SECTION 27. MISCELLANEOUS PROVISIONS. 27.1. This Agreement will be governed by the laws of the State of California. 27.2. 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. 27.3. 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. 27.4. 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. 27.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 27.6. 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. 27.7. 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. 27.8 In the event of a conflict between the terms of this Agreement and the exhibits hereto or CONSULTANT’s proposal (if any), the Agreement shall control. In the case of any conflict between the exhibits hereto and CONSULTANT’s proposal, the exhibits shall control. 27.9 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. 27.10 All unchecked boxes do not apply to this agreement. 27.11 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. DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 10 27.12 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement CONTRACT No. S17165735 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO APPROVED AS TO FORM: DAVEY RESOURCE GROUP, A DIVISION OF THE DAVEY TREE EXPERT COMPANY Attachments: EXHIBIT “A”: SCOPE OF SERVICES EXHIBIT “B”: SCHEDULE OF PERFORMANCE EXHIBIT “C”: COMPENSATION EXHIBIT “C-1”: SCHEDULE OF RATES EXHIBIT “D”: INSURANCE REQUIREMENTS DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Vice President, Utility Operations Jack McCabe Treasurer Chris Bast Professional Services Rev. April 27, 2016 11 EXHIBIT “A” SCOPE OF SERVICES All consulting services require providing recommendations based on arboricultural best management practices, the City’s Tree Technical Manual (TTM), the California Model Water Efficient Landscape Ordinance and City policies and procedures. SERVICES Building Permit Review Technician, Individual Review for Entitlement Consultant, Tree Protection Fencing Inspector, and Landscape Review and Permit Inspector. Section A. Individual Review for Entitlement Services Consultant The objective of Individual Review is to reduce the negative impacts of construction on trees. CONSULTANT shall be responsible for providing individual plan review assistance as requested by the CITY on an as-needed basis with the knowledge, skills and abilities to perform any combination of the following functions: 1. Ensuring that an Application Plan Set submittal is adequate (complete) or if more information is required (incomplete), with a focus on commonly needed corrections including: a. Ensuring the T-1 sheet Tree Disclosure Statement is complete and signed; b. Determining if the construction activity will impact the tree protection zone (TPZ), and require a tree protection report; c. Verifying protection fencing and other measures are consistent with industry standard and the Tree Technical Manual (TTM); d. Verifying that the inventory and map are accurate; e. Confirming or amending the proposed treatments; f. Evaluating potential trees that should be “designated” for screening or significance; g. Determining if adequate protection is provided for nearby property trees; especially those with protected status; h. Determining how construction and landscaping activities (i.e., driveways, basements, and construction staging areas) will impact trees; i. Identifying the differences between surveyed existing conditions and proposed site design; 2. Visiting the site to verify field conditions match the site plan 3. Commenting to the City Planner(s) a. Thoroughly listing missing site details and Project Arborist omissions or mistakes; b. Ensuring the amended site plan and updated tree protection report match the submission; c. Issuing updated Conditions of Approval; 4. Entering comments and related data into the Accela permit tracking system Section A.1 Performance Metrics for Individual Review for Entitlement Services: • Responding to information requests in a timely manner (usually same day or next day call/email back) DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 12 • Reviewing an average of 9 plans per month with comments entered within 3 weeks of the application date Section A.2 Minimum Qualifications/Certifications for Individual Review for Entitlement Services • Five (5) years of current experience performing consulting arborist services in the state of California • Current certification as an ISA Certified Arborist and/or ASCA Consulting Arborist • Minimum one year of experience performing development review in Palo Alto Section B. Tree Protection Fencing Inspection Services The objective of tree protection fencing inspection is to ensure that proper tree protection fencing is in place for regulated trees throughout the duration of development project. CONSULTANT shall be responsible for providing fencing inspection services as requested by the CITY on an as- needed basis with the knowledge, skills and abilities to perform any or all of the following services: 1. Perform all requested field inspections and re-inspections for Tree Protection Fencing to determine compliance with the adopted Tree Technical Manual (TTM), codes, applicable laws, regulations, local ordinances, and CITY policies and procedures; 2. Communicate with the applicant if the inspection passed or failed. If failed, communicate why and corrections needed within a specific timeframe. If passed, communicate CITY’s maintenance requirements and notification process for temporary removal or adjustment of protection measures; 3. Coordinate all inspection and re-inspection requests; 4. Enter all records into the Accela permit tracking system. Maintain all records for all assigned projects as determined necessary by the CITY; 5. Recommend to City staff issuance of citations for non-compliance/municipal code violations if needed; Section B.1 Performance Metrics for Tree Protection Fencing Inspection Services • Available to perform on average 10-11 inspections per week Monday through Thursday. Perform inspections and record results within 5 days of assignment. • Respond to information requests in a timely manner (usually same day or next day call/email back). Section B.2 Minimum Qualifications/Certifications for Individual Review for Tree Protection Fencing Inspection Services • Current certification as an ISA Certified Arborist and/or ASCA Consulting Arborist Section C. Building Permit Review Technician Services The objective of the building permit review technician is to ensure tree protection measures on building applications comply with City policies and procedures. CONSULTANT shall be responsible for providing building permit technical services as requested by the CITY on an as- needed basis with the knowledge, skills and abilities to perform any or all of the following services: 1. Review building permits and provide plan check comments to applicants to ensure compliance with the Palo Alto Municipal Code, Tree Technical Manual, arboricultural DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 13 best management practices, policies and procedures. Verify that conditions of approval during entitlement have been appropriately transferred, noted or added to the site plans for the building permit. Communicate with applicants to confirm or clarify requirements; 2. Process Regulated Tree Permits for removal and replacement of regulated trees requiring fee collection and/or associated with site development review; 3. Communicate information to the public (residents, realtors, architects, CONSULTANTs, arborists, etc.) about urban forestry operations, policies, and plan check through daily customer service at the public information counter (Development Center); 4. Coordinate with city staff to ensure understanding and inclusion of urban forestry requirements in development review activities. Collaborate with representatives from departments at the Development Center to resolve conflicts between trees and infrastructure; 5. Enter all administrative documentation into the Accela permit tracking system. Maintain all records for all assigned projects as determined necessary by the CITY; 6. Review and revise administrative processes as needed under direction of the Planning Arborist or Urban Forester; Section C.1. Performance Metrics for Building Permit Technician Services: • Available for the Development Center public counter a minimum of 3 hours per day Monday through Thursday, while performing duties associated with building permit review • Respond to information requests in a timely manner (usually same day or next day call/email back) • Provide an average of 23 building permit plan checks per month • Intake and process an average of 7 Regulated Tree Permits per month Section C.2 Minimum Qualifications/Certifications for Individual Review for Building Permit Technician • Five (5) years of current experience performing consulting arborist services in the state of California • Current certification as an ISA Certified Arborist and/or ASCA Consulting Arborist • Minimum one year of experience performing development review in Palo Alto Section D. Landscape Review and Permit Inspector The objective of the landscape permit inspector is to ensure landscape design, installation, maintenance and management are water efficient, and comply with City policies and procedures. The scope of work may include, but is not limited to the following: 1. Review all landscape plan permit applications for compliance with the applicable Palo Alto ordinances; 2. Assist applicants, when necessary or requested, in completing the application through phone, email or personal contact in the office by providing information, clarifying the requirements and offering suggestions; 3. Perform reviews and assist customers in the offices of Development Services; 4. Conduct site inspection to confirm the applicant installed landscaping in accordance with their approved landscape plan. Document site inspection observations with notes and photographs to confirm the required corrections and omissions are contained in DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 14 the application information. 5. Review all revised and resubmitted landscape permit applications. Based on the results of the second review and/or inspection, generate comments or recommendations indicating approval, conditional approval, or rejection and other information required to obtain a landscape plan permit. Continue to conduct plan reviews of resubmitted information until the application is approved, withdrawn, or the scope of work no longer requires a landscape plan permit. 6. Conduct site inspections upon project completion to ensure projects are constructed in substantial conformance with the approved landscape plans. 7. Provide written inspection results to the Palo Alto staff, contractors and property owner. 8. Coordinate re-inspection, if necessary, of the site landscaping with the contractors until approved. Section D.1. Performance Metrics for Landscape Review and Permit Inspection Services: • Responding to information requests in a timely manner (usually same day or next day call/email back). • Reviewing an average of 12 plans per month with comments entered within 3 weeks of the application date. Section D.2 Minimum Qualifications/Certifications for Landscape Review and Permit Inspection Services • Current certification as a Landscape Architect licensed in the state of California • Five (5) years of current experience performing landscape design in the state of California DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 15 EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. Milestones Completion No. of Days/Weeks From NTP 1. Individual Review for Entitlement Services TBD 2. Tree Protection Fencing Inspection TBD 3. Building Permit Review TBD 4 Landscape Review TBD CONTRACTOR will possess sufficient resources to provide the services and response times consistent with the performance requirements specified in Exhibit A, Scope of Services. DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 16 EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement based on the hourly rate schedule attached as Exhibit C-1. The compensation to be paid to CONSULTANT under this Agreement for all services, additional services, and reimbursable expenses shall not exceed the amount(s) stated in Section 4 of this Agreement. CONSULTANT agrees to complete all Services and Additional Services, including reimbursable expenses, within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY. REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: None All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expenses, for such services based on the rates set forth in Exhibit C-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 of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 17 EXHIBIT “C-1” SCHEDULE OF RATES Service Item Type Rate Individual Review for Entitlement Each (Per Application) $241.00 Tree Protection Fencing Inspection Each (Per Fence Inspection) $91.00 Building Permit Review Hourly $60.25 Landscape Review and Inspection Each (Per Application) $241.00 DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 18 EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS TO THE 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 HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRE D TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE 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 AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) 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 AT THE FOLLOWING URL: https://www.planetbids.com/portal/portal.cfm?CompanyID=25569. 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 INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Professional Services Rev. April 27, 2016 19 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 CONSULTANT 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 CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. VENDORS ARE REQUIRED TO FILE THEIR EVIDENCE OF INSURANCE AND ANY OTHER RELATED NOTICES WITH THE CITY OF PALO ALTO AT THE FOLLOWING URL: HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569 OR HTTP://WWW.CITYOFPALOALTO.ORG/GOV/DEPTS/ASD/PLANET_BIDS_HOW_TO.ASP DocuSign Envelope ID: 832A527B-715C-455A-9EA8-68AB9CDF7534 Certificate Of Completion Envelope Id: 832A527B715C455A9EA868AB9CDF7534 Status: Completed Subject: Please DocuSign: S17165735 Davey Tree Expert Company Contract PW.pdf Source Envelope: Document Pages: 19 Signatures: 2 Envelope Originator: Supplemental Document Pages: 0 Initials: 0 Christopher Anastole Certificate Pages: 2 AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Payments: 0 250 Hamilton Ave Palo Alto , CA 94301 chris.anastole@cityofpaloalto.org IP Address: 12.220.157.20 Record Tracking Status: Original 1/30/2017 10:12:11 AM Holder: Christopher Anastole chris.anastole@cityofpaloalto.org Location: DocuSign Signer Events Signature Timestamp Jack McCabe jack.mccabe@davey.com Vice President, Utility Operations Security Level: Email, Account Authentication (None)Using IP Address: 10.102.101.12 Sent: 1/31/2017 9:47:30 AM Viewed: 1/31/2017 10:00:15 AM Signed: 1/31/2017 10:09:02 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Chris Bast chris.bast@davey.com Treasurer Security Level: Email, Account Authentication (None)Using IP Address: 10.102.101.12 Sent: 1/30/2017 10:23:49 AM Resent: 1/31/2017 10:09:03 AM Viewed: 1/31/2017 5:30:55 AM Signed: 1/31/2017 11:28:42 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Walter Passmore Walter.Passmore@CityofPaloAlto.org Security Level: Email, Account Authentication (None) Sent: 1/31/2017 11:28:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Carbon Copy Events Status Timestamp Dorothy Dale Dorothy.Dale@CityofPaloAlto.org Security Level: Email, Account Authentication (None) Sent: 1/31/2017 11:28:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 1/31/2017 11:28:44 AM Certified Delivered Security Checked 1/31/2017 11:28:44 AM Signing Complete Security Checked 1/31/2017 11:28:44 AM Completed Security Checked 1/31/2017 11:28:44 AM Payment Events Status Timestamps