HomeMy WebLinkAbout2004-11-08 City Council (6)City of Palo Alto
C ty Manager’s Report.
TO:
FROM:
HONORABLE CITY COUNCIL
CITY MANAGER
2
DEPARTMENT: UTILITIES
DATE:
SUBJECT:
NOVEMBER 8, 2004 CMR:465:04
APPROVAL OF A BUDGET AMENDMENT ORDINANCE IN THE
AMOUNT OF $580,353 AND APPROVAL OF A CONTRACT WITH
ANDERSON PACIFIC ENGINEERING CONSTRUCTION,
INCORPORATED IN THE AMOUNT OF $4,690,000 FOR PHASE I
WATER DISTRIBUTION SYSTEM IMPROVEMENTS PROJECT
(WS01010, WS01011, WS01012)
RECOMMENDATION
Staff recommends that Council:
Approve the attached Budget Amendment Ordinance (BAO) in the amount of
transferring $580,353 from Capital Improvement Program (CIP) Project WS-
02005, E1 Camino Park Reservoir and Pump Station, to the Phase I Water
Distribution System Improvements Project.
Approve and authorize the Mayor to execute the attached contract with Anderson
Pacific Engineering Construction, Incorporated in the amount of $4,690,000 for
Phase I Water Distribution System Improvements Project, Capital Improvement
Projects (CIP) WS01010, WS01011 and WS01012.
o Authorize the City Manager or his designee to negotiate and execute one or more
change orders to the contract with Anderson Pacific Engineering Construction,
Incorporated for related, additional but unforeseen work which may develop
during the project, the total value of which shall not exceed $469,000.
BACKGROUND
In 1999, the City’s consultant, Carollo Engineers, completed a study of the water
distribution system (1999 Study). The 1999 Study recommended improvements to: a)
meet fire-suppression demands during normal operations, b) support the San Francisco
CMR:465:04 Page 1 of 5
Public Utility Commission’s recent conversion from chlorine disinfection to chloramine
disinfection, and c) meet State recommendations for an 8-hour emergency water supply.
The CIP budget for this project is divided into three corresponding CIP projects to
improve and maintain service on existing water facilities:
1.Reservoir Booster Station Improvements (WS-01010) for improvements to meet
fire suppression demands during normal operations.
2.Distribution System Water Quality Enhancements (WS-01011) for improvements
to support chloramine conversion, and
3.Booster Station Improvements (WS-01012) for emergency water supply
improvements on foothills facilities.
DISCUSSION
Proiect Description
The work to be performed under the contract is for modifications to improve water
booster station operations, replace aging equipment at the Quarry, Corte .Madera,
Boronda, Park and Dahl Booster Pumping Stations; install reservoir mixing systems at
the Mayfield, Corte Madera, Boronda, Park, Dahl and Monte Bello Reservoirs to
maintain water quality; and install ammonia feed systems at the Hale, Rinconada and
Peers Park well.s to produce chloraminated well water compatible with the existing
SFPUC water supply in the water distribution system. The project will facilitate
maintaining adequat~ storage in the foothills reservoirs for fire suppression; will allow
Pressure Area 4 to be supplied water directly from the Quarry Booster Station
independent of the foothills reservoirs; will improve operational flexibility in handling
potential chloramine disinfection problems; and will provide additional operational
flexibility for conveying ’water from foothills reservoirs to lower pressure zones (east of
Foothill Expressway), particularly Pressure Area 2.
This work is being performed by contract because the project resource requirements are
beyond the City’s personnel and equipment capacity.
CMR:465:04 Page 2 of 5
Summary of Bid Process
Bid Name/Number
Proposed Length of Project
Number of Bids Mailed to Contractors
Number of Bids Mailed to Builder’s
Exchanges
Total Days to Respond to Bid
Pre-Bid Meeting?
Number of Company Attendees at Pre-Bid
Meeting
Number of Bids Received:
Bid Price Range
*Bid summary provided in Attachment D.
Phase I - Distribution System Improvements Project / IFB 107222
330 calendar days
9
7
33 working days
September 21,2004
Yes (mandatory)
10
(48 calendar days) from August 4, 2004 to
3¯
From a low of $4,690,000 to a high of $5,224,500
A notice inviting formal bids for Phase I Water Distribution Improvements Project was
sent on August 4, 2004 to seven builders’ exchanges and nine contractors. The bidding
period was 48 calendar days. A mandatory pre-bid meeting was held on August 19,
2004; 10 bidders attended the meeting. Bids were received from three qualified
contractors on September 21, 2004, as listed on the attached bid summary (Attachment
D). Bids ranged from a low bid of $4,690,000 to a high of $5,224,500. Contractors not
responding indicated that they did not submit a bid because they were too busy to bid.
Staff reviewed all bids submitted and recommends the low bid of $4,690,000 submitted
by Anderson Pacific Engineering Construction, Incorporated be accepted and that
Anderson Pacific Engineering Construction, Incorporated be declared the lowest
responsible bidder. The bid is 9% below the engineer’s final project estimate of
$5,300,000. The engineer’s final project estimate was prepared after the final project
design plans were completed in the Summer of 2004. The project budget funding
estimate used in the FY04-05 Water Fund CIP was prepared based on the preliminary
project plan estimates calculated in November 2003. The final project estimate and the
bid price reflect current market conditions, which are outside the City’s control. Staff
believes the apparent low bid is the lowest cost the City can expect for this project. Staff
recommends Council approve a BAO for $580,353 to complete the Phase I Project
construction.
A change order amount of $469,000, which equals 10% of the total contract, is requested
for related unforeseen work which may develop during the project.
CMR:465:04 Page 3 of 5
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 significant complaints.
RESOURCE IMPACT
The attached BAO requests an additional appropriation of $580,353 for the Phase I Water
Distribution Improvements Project, to be transferred from construction funds in Water
CIP Project WS-02005, E1 Camino Park Reservoir and Pump Station. It is anticipated
that the E1 Camino Park Reservoir and Pump Station project will bid in FY 2007-08,
following completion of the Emergency Water Supply Project EIR and project final
design. At this time Council will be asked to retum the funds to the E1 Camino Park
Reservoir and Pump Station Project by transferring funds from the Water Rate
Stabilization Reserve Fund. There will be no excavations in City roads, therefore, Street
Cut Fees do not apply. Current staffing and equipment resource, levels prevent City staff
from constructing this project.
POLICY IMPLICATIONS
The approval of this contract is consistent with existing City policies. This
recommendation is consistent with the Council-approved Utilities’ Strategic Plan,
especially Supporting Key Strategy No. 1: Operate distribution systems in a cost effective
manner, Objective No. 1: Enhance customer satisfaction by delivery valued products and
services, and Objective No. 2: Invest in utility infrastructure to deliver reliable service.
ENVIRONMENTAL REVIEW
This project is categorically exempt from the provisions of the California Environmental
Quality Act under Section .15301 (b), Class I Existing Facilities, and Section 15302 (c),
Class 2 Equipment Replacements exemptions, and no further environmental review is
necessary.
ATTACHMENTS
A: Budget Amendment Ordinance
B: Contract
C: Project Location Map
D: Bid Summary
E: Certificate of Non-Discrimination
PREPARED BY:Jim Flanigan, Project Engineer, WGW Eng.
Romel Antonio, Senior Engineer, WGW Eng.
Roger Cwiak, WGW Engineering Manager
CMR:465:04 Page 4 of 5
DEPARTMENT HEAD:
CITY MANAGER APPROVAL:
Tom Auzenne, Asst. Dir. Util. Adm. Sv~9~
Scott Bradshaw, Asst. Dir. Util. E&O(~ "
_J~of Utilities
Assistant City Manager
CMR:465:04 Page 5 of 5
Attachment A
ORDINANCE NO.
ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO
AMENDING THE BUDGET FOR THE FISCAL YEAR 2004-05 TO
APPROVE~’TRANSFER OF APPROPRIATION FROM CAPITAL
IMPROVEMENT PROGRAM (CIP) WS-02005, EL CAMINO PARK
RESERVOIR AND PUMP STATION WITH $443,325; TO. (CIP)
PROJECT WS-01010, RESERVOIR BOOSTER IMPROVEMENTS; $92,561
TO.CIP PROJECT WS-01011, DISTRICT SYSTEM WATER QUALITY
ENHANCEMENTS; AND $44,467 TO CIP PROJECT WS-01012,
BOOSTER STATION IMPROVEMENTS-PRV’s
The Council of the City of Palo Alto does ordain as follows:
SECTION i. The Council of the City of Palo Alto finds and
determines as follows:
A. Pursuant to the provisions of Section 12 of Article
III of the Charter of the City of Palo Alto, the Council on
June 28, 2004 did adopt~a budget for fiscal year 2004-05; and
B. In 1999, the City completed a study of the water
distribution system and identified capital improvement
projects necessary to meet fire-suppression demands during
normal operations, support the San Francisco public Utility
Commission’s recent conversion from chlorine disinfection to
chloramine disinfection and meet state recommendations for an
8-hour emergency water supply; and
C. Accordingly, in 2004 City Council approved additional
appropriation to CIP Project WS-01010, Reservoir Booster
Improvements fin the amount of $3,296,000, CIP Project WS-
01011, Distribution System Water Quality Enhancements in the
amount of $174,000 and CIP Project WS-01012, Booster Station
Improvements-PRV’s in the amount of $50,000; and
D. These projects were pulled out to bid in one package
entitled the Phase 1 Water Distribution Improvements Projects.
The low bid is higher than the amount estimated for the
Project and additional funding is required to construct the
Project; and
E. These projects require additional appropriation of
$443,325 for CIP Project WS-01010, $92,561 for CIP Project WS-
01011 and $44,467 for CIP Project WS-01012; and
F. The total additional appropriation of $580,353 for
these projects will be funded by a transfer of appropriation
from CIP Project WS-02005, E1 Camino Park Reservoir and Pump
Station; and
G. The transactions will have no impact on the Water Fund
Rate Stabilization Reserve.
H. City Council authorization is needed to amend the
2004-05 budget to make available the funds required for
construction of the Phase 1 Water Distribution Improvement
Project.
SECTION 2. The sum of Four Hundred Forty Three Thousand
Three Hundred Twenty Five Dollars ($443,325) is hereby
appropriated to CIP Project WS-01010, Reservoir Booster
Improvements; the sum of Ninety Two Thousand Five Hundred
Sixty One Dollars ($92,561) is hereby appropriated to CIP
Project WS-01011, Distribution System Water Quality
Enhancements; the sum of Forty Four Thousand Four Hundred
Sixty Seven Dollars ($44,467)is hereby appropriated to CIP
Project WS 01012, Booster Station Improvements-PRV’s. The
appropriation to CIP Project WS-02005, E1 Camino Park
Reservoir and Pump Station is hereby reduced by Five Hundred
Eighty Thousand Three Hundred Fifty Three Dollars ($580,353).
SECTION 4. As specified in Section 2.28.080(C) of the
Palo Alto Municipal Code, a majority vote of the City Council
is required to adopt this ordinance.
SECTION 5. As provided in Section 2.04.330 of the Palo
Alto Municipal Code, this ordinance shall become effective
upon adoption.
INTRODUCED AND PASSED:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
ATTEST:
City Clerk
APPROVED AS TO FORM:
Senior Asst. City Attorney
APPROVED:
Mayor
City Manager
Director of Utilities Department
Director of Administrative
Services
CONTRACT No. C05107222
Utilities Department
This Contract, number C05107222 dated is entered into by and between the City of Palo Alto, a chartered
city and a municipal corporation of the State of California ("City"), and Anderson Pacific En.qineerin.q Construction, Inc.
("Contractor").
For and in consideration of the covenants, terms, and conditions ("the provisions") of this Contract, City and Contractor
("the parties") agree:
Term. This Contract shall commence and be binding on the parties on the Date of Execution of this Contract,
and shall expire on the date of recordation of the Notice of Substantial Completion, or, if no such notice is
required to be filed, on the date that final payment is made hereunder, subject to the earlier termination of this
Contract.
General Scope of Project and Work. Contractor shall furnish labor, services, materials and equipment in
connection with the construction of the Project and complete the Work in accordance with the covenants, terms
and conditions of this Contract to the satisfaction Of City. The Project and Work is generally described as
follows:
Title of Project:Phase 1 Distribution System Improvements Project, Invitation for Bid (IFB) Number 107222
Bid:$ 4,680,000.00
Contract Documents:, This Contract shall consist of the documents set forth below, which are on file with the City
Clerk and are hereby incorporated by reference. For the purposes of construing, interpreting and resolving
inconsistencies between and among the provisions of this Contract, these documents and the provisions thereof
are set forth in the following descending order of precedence.
This Contract.
Invitation for Bid.
Project Specifications.
Drawings.
Change Orders. ’
Bid.
Supplementary Conditions.
General Conditions.
Standard Drawings and Specifications (1992).
Certificate of Insurance, Performance Bond, Labor & Materials (Payment) Bond.
Other Specifications, or part thereof, not expressly incorporated in the Contract Specifications or the
Standard Drawings and Specifications (1992).
Any other document not expressly mentioned herein which is issued by City or entered into by the
parties.
Compensation. In consideration of Contractor’s performance of its obligations hereunder, City shall pay to
Contractor the amount set forth in Contractor’s Bid in accordance with the provisions of this Contract and upon
the receipt of written invoices and all necessary supporting documentation within the time set forth in the
Contract Specifications and the Standard Drawings and Specifications (1992), or, if no time is stated, within thirty
(30) Days of the date of receipt of Contractor’s invoices.
Insurance. On or before the Date of Execution, Contractor shall obtain and maintain the policies of insurance
coverage described in the Invitation For Bid on terms and condi{ions and in amounts as may be required by the
Risk Manager. City shall not be obligated to take out insurance on Contractor’s personal property or the
personal property of any person performing labor or services or supplying materials or equipment under the
Project. Contractor shall furnish City with the certificates of insurance and with original endorsements affecting
coverage required under this Contract on or before the Date of Execution. The certificates and endorsements for
each insurance policy shall be signed by a person who is authorized by that insurer to bind coverage in its behalf.
Proof of insurance shall be mailed to the Project Manager to the address set forth in Section 16 of this Contract.
Indemnification. Contractor agrees to protect, defend, indemnify and hold City, its Council members, officers,
employees, agents and representatives harmless from and against any and all claims, demands, liabilities,
10.
11.
12.
losses, damages, costs, expenses, liens, penalties, suits, or judgments, arising, in whole or in part, directly or
indirectly, at any time from any injury to or death of persons or damage to property as a result of the willful acts or
the negligent acts or omissions of Contractor, or which results from Contractor’s noncompliance with any Law
respecting the condition, use, occupation or safety of the Project site, or any part thereof, or which arises from
Contractor’s failure to do anything requ!red under this Contract or for doing anything which Contractor is required
not to do under this Contract, or which arises from conduct for which any Law may impose strict liability on
Contractor in the performance of or failure to perform the provisions of this Contract, except as may arise from
the sole willful acts or negligent acts or omissions of City or any of its Council members, officers, employees,
agents or representatives. This indemnification shall extend to any and all claims, demands, or liens made or
filed by reason of any work performed by Contractor under this Contract at any time during the term of this
Contract, or arising thereafter.
To the extent Contractor will use hazardous materials in connection with the execution of its obligations under
this Contract, Contractor further expressly agrees to protect, indemnify, hold harmless and defend City, its City
Council members, officers and employees from and against any and all claims, demands, liabilities, losses,
damages, costs, expenses, liens, penalties, suits, or judgments City may incur, arising, in whole or in part, in
connection with or as a result of Contractor’s willful acts or negligent acts or omissions under this Contract, under
the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. ~9601-6975, as
amended); the Resource Conservation and Recovery Act (42 U.S.C. ~6901-6992k, as amended); the Toxic
Substances Control Act (15 U.S.C. ~2601-2692, as amended); the Carpenter-Presley-Tanner Hazardous
Substance Account Act (Health & Safety Code, ~25300-25395, as amended); the Hazardous Waste Control
Law (Health & Safety Code, ~25100-25250.25, as amended); the Safe Drinking Water and Toxic Enforcement
Act (Health & Safety Code, ~25249.5-25249.13, as amended); the Underground Storage of Hazardous
Substances Act (Health & Safety Code, ~25280-25299.7, as amended); or under any other local, state or
federal law, statute or ordinance, or at common law.
Assumption of Risk. Contractor agrees to voluntarily assume any and all risk of loss, damage, or injury to the
property of Contractor which may occur in, on, or about the Project site at any time and in any manner, excepting
such loss, injury, or damage as may be caused by the sole willful act or negligent act or omission of City or any
of its Council members, officers, employees, agents or representatives.
Waiver. The acceptance of any payment or performance, or any part thereof, shall not operate as a waiver by
City of its rights under this Contract. A waiver by City of any breach of any part or provision of this Contract by
Contractor shall not operate as a waiver or continuing waiver of any subsequent breach of the same or any other
provision, nor shall any custom or practice which may arise between the parties in the administration of any part
or provision of this Contract be construed to waive or to lessen the right of City to insist upon the performance of
Contractor in strict compliance with the covenants, terms and conditions of this Contract.
No Exoneration By Inspection: The City has the right, but not the duty, to inspect Contractor’s Work. The right of
inspection is solely for the benefit of City. Contractor has the obligation to complete the Work in a satisfactory
manner in compliance with Contract requirements. The presence of a City inspector does not shift that obligation
to the City or relieve Contractor from its obligations to complete the Work in a satisfactory manner in compliance
with the Contract requirements.
Compliance with Laws. Contractor shall comply with all Laws now in force or which may hereafter be in force
pertaining to the Project and Work and this Contract, with the requirement of any bond or fire underwriters or
other similar body now or hereafter constituted, with any discretionary license or permit issued pursuant to any
Law of any public agency or official as well as with any provision of all recorded documents affecting the Project
site, insofar as any are required by reason of the use or occupancy of the Project site, and with all Laws
pertaining to nondiscrimination in employment and hazardous materials.
Bonds. As a condition precedent to City’s obligation to pay compensation to Contractor, and on or before the
Date of Execution, Contractor shall furnish to the Project Manager the Bonds as required under the Invitation For
Bid.
Representations and Warranties. In the supply of any materials and equipment and the rendering of labor and
services during the course and scope of the Project and Work, Contractor represents and warrants:
Any materials and equipment which shall be used during the course and scope of the Project and Work
shall be vested in Contractor;
13.
14.
15.
16.
bo Any materials and equipment which shall be used during the course and scope of the Project and Work
shall be merchantable and fit to be used for the particular purpose for which the materials are required;
Co Any labor and services rendered and materials and equipment used or employed during the course and
scope of the Project and Work shall be free of defects in workmanship for a period of one (1) year after
the recordation of the Notice of Substantial Completion, or, if no such notice is required to be filed, on
the date that final payment is made hereunder;
do Any manufacturer’s warranty obtained by Contractor shall be obtained or shall be deemed obtained by
Contractor for and in behalf of City.
Any information submitted by Contractor prior to the award of Contract, or thereafter, upon request,
whether or not submitted under a continuing obligation by the terms of the Contract to do so, is true and
correct at the time such information is submitted or made available to the City;
Contractor has not colluded, conspired, or agreed, directly or indirectly, with any person in regard to the
terms and conditions of Contractor’s Bid, except as may be permitted by the Invitation For Bid;
g°Contractor has the power and authority to enter into this Contract with City, that the individual executing
this Contract is duly authorized to do so by appropriate resolution, and that this Contract shall be
executed, delivered and performed pursuant to the power and authority conferred upon the person or
persons authorized to bind Contractor;
ho Contractor has not made an attempt to exert undue influence with the Purchasing Manager or Project
Manager or ariy other person who has directly contributed to City’s decision to award the contract to
Contractor;;
There are no unresolved claims or disputes between Contractor and City which would materially affect
Contractor’s ability to perform under the Contract;
Contractor has furnished and will furnish true and accurate statements, records, reports, resolutions,
certifications, and other written information as may be requested of Contractor by City from time to time
during the term of this Contract;
ko Contractor and any person performing labor and services under this Project are duly licensed by the
State of California as required by California Business & Professions Code Section 7028, as amended;
and
Contractor has fully examined and inspected the Project site and has full knowledge of the physical
conditions of the Project site.
Assiqnment. This Contract and the performance required hereunder is personal to Contractor, and it shall not be
assigned by Contractor. Any attempted assignment shall be null and void.
Claims of Contractor. All claims pertaining to extra work, additional charges, or delays within the Contract Time
or other disputes arising out of the Contract shall be submitted by Contractor to City in writing by certified or
registered mail within ten (10) Days after the claim arose or within such other time as may be permitted or
required by law, and shall be described in sufficient detail to give adequate notice of the substance of the claim
to City.
Audits by City. During the term of this Contract and for a period of not less than three (3) years after the
expiration or earlier termination of this Contract, City shall have the right to audit Contractor’s Project-related and
Work-related writings and business records, as such terms are defined in California Evidence Code Sections 250
and 1271, as amended, during the regular business hours of Contractor, or, if Contractor has no such hours,
during the regular business hours of City.
Notices. All agreements, appointments, approvals, authorizations, claims, demands, Change Orders, consents,
designations, notices, offers, requests and statements given by either party to the other shall be in writing and
shall be sufficiently given and served upon the other party if (1) personally served, (2) sent by the United States
mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission,
if sent to the telephone FAX number set forth below during regular business hours of the receiving party and
followed within two (2) Days by delivery of a hard copy of the material sent by facsimile trar~smission, in
17.
18.
accordance with (1), (2) or (3) above. Personal service shall include, without limitation, service by delivery and
service by facsimile transmission.
To City:City of Palo Alto
City Clerk
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303
Copy to:City of Palo Alto
Utilities Department
250 Hamilton Avenue
Palo Alto, CA 94303
Attn: Romel Antonio, Project Manager
To Contractor:Anderson Pacific Engineering Construction, Inc.
1390 Norman Avenue
Santa Clara, CA 95054
Attn: Peter Anderson
Appropriation of City Funds. This Contract is subject to the fiscal provisions of Article III, Section 12 of the
Charter of the City of Palo Alto. Any charges hereunder for labor, services, materials and equipment may accrue
only after such expenditures have been approved in advance in writing in accordance with applicable Laws. This
Contract shall terminate without penalty (I) at the end of any fiscal year in the event that funds are not
appropriated for the following fiscal year, or (ii) at any’time within a fiscal year in the event that funds are only
appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This Section 17
shall control in the event of a conflict with any other provision of this Contract.
Miscellaneous.
Bailee Disclaimer. The parties understand and agree that City does not purport to be Contractor’s
bailee, and City is, therefore, not responsible for any damage to the personal property of Contractor.
b~Consent. Whenever in this Contract the approval or consent of a party is required, such approval or
consent shall be in writing and shall be executed by a person having the express authority to grant such
approval or consent.
Controlling Law. The parties agree that this Contract shall be governed and construed by and in
accordance with the Laws of the State of California.
Definitions. The definitions and terms set forth in Section 1 of the Standard Drawings and
Specifications (1992) of this Contract are incorporated herein by reference.
e.Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform
its obligations under this Contract which directly results from an Act of God or an act of a superior
governmental authority.
Headings. The paragraph headings are not a part of this Contract and shall have no effect upon the
construction or interpretation of any part of this Contract.
Incorporation of Documents. All documents constituting the Contract documents described in Section 3
hereof and all documents which may, from time to time, be referred to in any duly executed amendment
hereto are by such reference incorporated in this Contract and shall be deemed to be part of this
Contract.
Integration. This Contract and any amendments hereto between the parties constitute the entire
agreement between the parties concerning the Project and Work, and there are no other prior oral or
written agreements between the parties that are not incorporated in this Contract.
ko
no
Modification of Agreement. This Contract shall not be modified or be binding upon the parties, unless
such modification is agreed to in writing and signed by the parties.
Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or
other stipulation in the Contract shall define or otherwise control, establish, or limit the performance
required or permitted or to be required of or permitted by either party. All provisions, whether
covenants or conditions, shall be deemed to be both covenants and conditions.
Resolution. Contractor shall submit with its Bid a copy of any corporate or partnership resolution or
other writing, which authorizes any director, officer or other employee or partner to act for or in behalf of
Contractor or which authorizes Contractor to enter into this Contract.
Severability. If a court of competent jurisdiction finds or rules that any provision of this Contract is void
or unenforceable, the provisions of this Contract not so affected shall remain in full force and effect.
Status of Contractor. In the exercise of rights and obligations under this Contract, Contractor acts as
an independent contractor and not as an agent or employee of City. Contractor shall not be entitled to
any rights and benefits accorded or accruing to the City Council members, officers or employees of
City, and Contractor expressly waives any and all claims to such rights and benefits.
Successors and Assigns. The provisions of this Contract shall inure to the benefit of, and shall apply to
and bind, the successors and assigns of the parties.
Time of the Essence. Time is of the essence of this Contract and each of its provisions. In the
calculation of time hereunder, the time in which an act is to be performed shall be computed by
excluding the first Day and including the last. If the time in which an act is to be performed falls on a
Saturday, Sunday, or any Day observed as a legal holiday by City, the time for performance shall be
extended to the following Business Day.
Alternative Dispute Resolution. The parties shall endeavor to resolve any disputes or claims arising out
of or relating to this Contract by mediation, which, unless the parties agree otherwise, shall be
conducted under the auspices of the Judicial Arbitration and Mediation Service (JAMS), San Jose,
California. The intent of the parties is that the mediation shall proceed in advance of litigation; however,
if any party should commence litigation before the conclusion of mediation, such litigation, including
discovery, shall be stayed pending completion of mediation, and by executing this Contract the parties
stipulate to mediation in accordance with Santa Clara County
Superior Court Local Rule 1.15 or Rule 2-3(b) of the ADR Local Rules of the U.S. District Court for the
Northerr~ District of California, as such rules may be amended from time to time. The parties shall
share the cost of the mediation, including the mediator’s fee, equally. Any written agreement reached
in mediation shall be enforceable pursuant to California Code of Civil Procedure § 664.6, as amended.
Venue. Unless the parties mutually agree otherwise, mediation shall take place in San Jose, California.
In the event that litigation is commenced by any party hereunder, the parties agree that such action
shall be vested exclusively in the state courts of California in the County of Santa Clara or in the United
States District Court for the Northern District of California.
Recovery of Costs. 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, or if litigation is
necessary to enforce a settlement reached at mediation pursuant to California Code of Civil Procedure
§ 664.6, as amended, then the prevailing party in any subsequent litigation may recover its reasonable
costs, including attorney’s fees, incurred subsequent to conclusion of the mediation.
Flow-down. Contractor agrees to include provisions of this Contract relating to Alternative Dispute
Resolution, Venue. and Recovery of Costs in any subcontracts or major material purchase agreements
which it enters into in connection with this Contract, and to require its subcontractors to include those
provisions in any sub-contracts or major material purchase agreements, such that any mediation or
litigation of any claim or dispute asserted by a subcontractor or major material supplier will be
consolidated with any related claim or dispute between the Contractor and the City. Should the
Contractor fail to do so, such that the City is required to defend an action brought by a subcontractor or
material supplier inconsistent with the Alternative Dispute and Venue provisions of this Contract,
Contractor shall indemnify City for City’s costs of defense, including reasonable attorney’s fees.
IN WITNESS WHEREOF, the parties have by their duly appointed representatives executed this Contract in the city of
Palo Alto, County of Santa Clara, State of California on the date first stated above.
ATTEST:
City Clerk
APPROVED AS TO FORM:
CITY OF PALO ALTO
By:.
Its Mayor
Senior Assistant City Attorney
APPROVED:.CONTRACTOR:
Assistant City Manager
Director of Utilities
By:
Name
Title:
Director of Administrative Services
Name:
Insurance Review
By:
Title
(Compliance with California Corporations Code 313 is required if the
entity on whose behalf this contract is signed is a corporation. In the
alternative, a certified corporate resolution attesting to the signatory
authority of the individuals signing in their respective caPacities is
acceptable. )
STATE OF
COUNTY OF
On
notary public in and for said County, personally appeared
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code ~ 1189)
)
)
, before me,
personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature (Seal)
BORONDA BOOSTER
STATION0
PARK RESERYOIR &O~,
BOOSTER STATI~gq
D.,~HL RESERVOIR.& ~’~’;’BOOSTER STAT, O~ ~,"’
This map is a product of the
CMR:465:04 ATTACHMENT E
CERTIFICATION OF NONDISCRIMINATION SECTION 410
Certification of Nondiscrimination:
As suppliers of goods or services to the City.of Palo Alto, the firm and individuals listed below
certify that they do not discriminate in employment with regards to ’age, race, color, religion, sex,
national origin, ancestry, disability, or se.,1ual preference; that they are in compliance with all
Federal, State, and local directives and e:4ecutive orders regarding nondiscrimination in
employment.
THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW.
Signature:
Name:
Title:
(PRINT OR TYPE NAME)
Signature:
Name:
Title:
Note:
(PRINT OR TYPE NAME)
The City of Palo Alto, pursuant to California Corporations Code Section 313, requires two
corporate officers to execute contracts.
*The signature of First Officer* must be one of the following: Chairman of the
Board; President; or Vice President.
**The signature of the Second Officer** must. be one Of the foll(~wing: Secretary;
Assistant Secretary; Chief Financial Officer," or Assistant Treasurer.
(In the alternative, a certified corporate resolution &ttesting to the signatory
authority of the individuals signing in their respective capacities is acceptable.)
CITY OF PALO ALTO PAGE 1 OF 1