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HomeMy WebLinkAbout2002-03-18 City Council (10)City o flo- lto City Manager’s] P )pl:r_t TO:HONORABLE CITY COUNCIL FROM:CITY MANAGER DEPARTMENT: UTILITIES DATE: SUBJECT: MARCH 18, 2002 CMR: 177:02 APPROVAL OF AN AMENDMENT TO INCREASE THE CONTRACT AMOUNT WITH FLYNN AND ASSOCIATES FOR ELECTRIC REGULATORY AND TECHNICAL ASSISTANCE FOR $75,000 FOR FISCAL YEAR 2001-02 AND FOR $75,000 FOR FISCAL YEAR 2002-03 REPORT IN BRIEF RECOMMENDATION Staff recommends that Council authorize the Mayor to execute an amendment to the contract with the above consultant for related, additional but unforeseen work by $75,000 in FY 01-02 and by $75,000 in FY 02-03. BACKGROUND In 2001, following a competitive selection process in which a request for proposal (RFP) was sent to eighteen, consulting finns known to offer relevant services, five firms submitted written proposals, and four finns were invited for oral i~nterviews before a City selection c’ommittee, the City retained Flynn & Associates as the prime consultant to assist staff.in the electric regulatory and technical area. The City signed a contract with Flynn & Associates for a total contract amount of $430,000; $150,000 in FY 01-02, $150,000 in FY 02-03, and $130,000 in FY 03-04 (CMR: 320:01). Flynn & Associates is providing assistance to the City in the areas of monitoring and analyzing regulatory proceedings (Task 1), developing strategies and positions to deal with critical issues (Task 2), improving reliability in the greater Bay Area (Task 3), and developing long- term solutions for City’s transmission needs (Task 4). The tasks are described in Exhibit A to the contract with the City. CMR: 177:02 Page 1 of 4 DISCUSSION Additional regulatory issues in the areas of transmission reliability into the Bay Area and cost increases related to future electric market structure designs expose the City to greater risk. In spite of lower market prices after the unprecedented high prices in 2000 and 2001, the fundamental structural problems that led to these high prices have not been fixed. Unfortunately, a lack of coherent state or national energy policy, combined with a plethora of new organizations with vague and/or overlapping regulatory responsibilities has resulted in staff having to monitor, analyze, coordinate and intervene in additional issues and areas. This will involve additional need of support from Flynn & Associates under Tasks 1 and 2. The California Public Utility Commission (CPUC), authorized by the California State legislature in AB 970, is showing increased interest in ensuring adequate transmission in California. This has created an opportunity to substantially increase the City’s ability to influence the outcome of decisions at the CPUC, which, affect the adequacy of transmission to Palo Alto. This includes the Path 15 Upgrade and other transmission projects to be built by PG&E to provide additional transmission capacity into the greater Bay Area and to the City. The City has been also meeting with PG&E over several months to. study the benefits of additional transmission into the Bay Area to increase service reliability for Palo Alto’s customers. These activities have increased the need for support from Flynn & Associates under Tasks 3 and 4. The City is facing an increased level of regulatory challenges related to providing low- cost and reliable electric transmission service. These include PG&E’s termination of the NCPA Interconnection Agreement (IA), with Palo Alto as a party, on March 31, 2002; and the California ISO’s Market design 2002 proposal for market power mitigation and congestion management. The latter is a proposal by the ISO to fix the fundamental structural problems in the ISO electricity markets that led to the high electricity prices in 2000 and 2001. If the ISO Market design 2002 proposal is implemented, it may expose the City to high local congestion costs. In this dynamic regulatory environment, Palo Alto will protect its interests, particularly through increased coordination with other entities with similar interests, such as NCPA, Silicon Valley Power, City of Alameda., and the City and County of San Francisco. Flynn & Associates is developing a coalition of such parties to advocate the need for protection from high congestion management charges implied by the ISO Market design 2002. It will also support the staff in negotiation sessions between the NCPA and the ISO on a proposed Vertically Integrated Utility (VIU) tariff. The VIU tariff, if implemented, would reduce the costs of using ISO transmission service after the termination of the NCPA IA. CMR: 177:02 Page 2 of 4 These regulatory consulting services constitute additional but unforeseen work. Additional resources ($75,000 in FY01-02 and $75,000 in FY 02-03) are needed to perform additional work in Tasks 1-4. RESOURCE IMPACT Additional funds of $150,000 needed for this recommended increase will be absorbed within the Electric Fund operating budget and staff will include the second year in the FY 02-03 ,budget proposal. POLICY IMPLICATIONS This recommendation is consistent with the Council approved Utilities Strategic Plan. Specifically, this recommendation supports Strategy 2 - Prepare a supply cost advantage compared to the market price. Key tactics to support Strategy 2 are to "Investigate partnerships, alternative sources and projects to secure low-cost, reliable transmission for commodity supplies" and "To manage exposure to energy commodity price risk." ENVIRONMENTAL REVIEW These services do-not constitute a project for the purposes of the California Environmental Quality Act. ATTACHMENTS A:Flynn & Associates Contract B:Amendment No. One to Contract No. C2138656 PREPARED BY: ~/ . Shishir Mukherjee Resource Planner DEPARTMENT HEAD: CMR: 177:02 / Director of Utilities /" / Page 3 of 4 CITY MANAGER APPROVAL: EM~,Y HARRISON Assistant City Manager CMR:177:02 Page 4 of 4 ATTACHMENT A CONTRAcT’No. BETWEEN THE CITY OF PALOALTOAND FLYNN & ASSOCIATES FOR CONSULTING SERVICES /~/O This Contract NO: -~/~~ is / .~L,.. by and’ between the C~TY OF enteredpALO ALTO, a into c~art~red city and a¯ municipal corporation of the State of California ("CITY"), and FLYNN & ASSOCIATES,. a sole proprietorship, located at 4200 Driftwood Place, Discovery Bay, CA 945.14-9267 (’~CONSULTANT").- . RECITALS: WHEREAS, CITY desires certain¯ professional consulting services ("Services") and the preparationand delivery of, Without limitation, one or¯ "more sets -of documents, drawings,. maps, ~..plans, .designs, data,, calculations, surveys, specifications, schedules or other writings ("Deliverables") (Services and Deliver~bles ere, collectively, the ’~Project"),. as more fully described in Exhibit "A"; and " WHEREAS,. CITY desires to engage CONSULTANT, including its employees, if any, in providing the. Services-by reason of. its qualifications and experience in Performing the .Services> and CONSULTANT has offered to Complete the Project on the terms and in the manner set/forth herein; /¯ NOW, THEREFORE, in" consideration of the covenants, terms, conditions, and provisions of this Contract, the parties agree: SECTION I~ "TERM I.i .Th~s Contract will commence on the date of its execution by CITY, and will terminate upon the completion of the Project, unless ¯this Contract is earlier terminated by CITY.. Upon the receipt, of CITY’s notice to proceed, . CONSULTANT will commence work on the initial and subsequent Project tasks in accordance with the time schedule set forth in Exhibit ~W’. Time is of theessence of this Contract¯. In the event that the Project is not completed within the time required through any ¯ fault of CONSULTANT, CITY’s city manager will have the option, of extending the time schedule for any period of time. This provision will not preclude the recovery of damages for delay. caused by CONSULTANT. SECTION 2.ScoPE OF PROJECT; CHANGES ~ CORRECTIONS 2.1 The scope,of Services and Deliverables constituting the Project will ~b@ performed, delivered or .executed by CONSULTANT .under the phases of the Basic Services as described .below. 2.2 CITY may order substantial changes in the sc6pe or cha;acter of the Basic Services, . the Deliverables, .or the Project, ei%~er- decreasing or increasing the amount of work required of CONSULTANT. In the event, that such changes are ordered, subject to the approval of CITY’s City. C0uncil~ as may be required,I CONSULTANT will be entitled-to full ~ompensation for all work performed prior ¯to CONSULTANT’s receipt of the notice of change and further will be~ entitled to anextension of the time schedule. Any increase in compensation for substantial changes will be determined in accordance, with the provisions of this Contract. CITY will not be liable for the cost or payment of. any change in work, unless the amount of additional compensation.attributable to the change in work is agreed to, in wri.ting, by CITY before CONSULTANT commences the perfo£mance of any such changein work. 2.3 Where ~he Project. entails the drafting and submission, of Deli~erables, for example, construction. plans, drawings, and specifications, any and all errors, omissions, or~ ambiguities in ~the Deliverables, which are discovered by CITY before invitations to .bid on a construction p~oject (for which the Deliverables are required)~ are distributed by CITY, will be corrected Iby CONSUlTAnT at no cost to CITY, prowided CITY ~ives notice to CONSULTANT~’ ¯2.4 Any ’and all errors, omissions, or~ ambiguities, in the Deliverables, which are discovered by CITY after the construction contract" is awarded ~by.CITY, will be performed by cONSULTANT, as follows: (a) at no cos.t to CITY insofar as those Services, including the Basic Services or. the Additional ¯ Services, as described below, or both,, will result in .minor or nonbeneficial, changes in the construction .work required of the construction contractor; or (b) at CITY’s cost insofar as those ~ervices, including the Basic ServiCes -or the. Additional Services, or both, will add a direct and substantial benefit to the construction-work required of the construction contractor. The project manager in the reasonable exercise of his or her discretion will determine whether the Basic Services or the Additional Services, ¯or both, will contribute minor or substantial benefit to’the c~struction work. /! SECTION 3.QUALIFICATIONS, STATUS, cONSULTANT ¯ .’ ~ AND DUTIES O~ 3.1 CONSULTANT represents and Warrants that it has .the expertise and professional qualifications to furnish or cause to be furnished the Services and Deliverables. CONSULTANT further represents and warrants that the project director and every. individual, including any consultant (or contractors), charged, with the performance of. the Services are duly licensed or certified~’b~ the State of. California, to the extent such licensing or.cgrtification is required by law to perform the Services, and that the Project will be executed by them or under their supervision. CONSULTANT will furnish to CIT~~ for approval, prior to .execution of this Contract, a list Of all individuals and the names of their employers or principal.s to be employed as:consultants. 3.2 In reliance on the representations and warranties .set. forth in this Cgntract~ CITY hires CONSULTANT to execute, and CONSULTANT ~covenants. and agrees that it will execute or cause tobe executed, the Project. " 3-.3 QONSOLTANT will assign Barry Flynn as the project director to have supervi.sory responsibility for the performance~ ¯ progress, and execution of the Prbject. Barry Flynn will be. assigned as the project coordinator who will represent CONSULTANT..during the day-to-day. work On the Project. If ~ircumstances. or conditions subsequent to theexecution of this" Contract’ cause the substitution of the project directoror project coordinator .,for any reason, the. appointment of a substitute project director or substitute project coordinator will be subject to the prior written approval, of the project manager.. 3.4 CONSULTANT represents and warrants.that it will: 3.4.I " Procure all permits and .licenses, pay all charges and fees, and gi~e .all notices which may be necessary and incident to the. d~e and lawf~l p~osecution of the Project; 3.~.2 Keep itself fully informed Of all existing and future Federal¯, State of California, and local laws~ ordinances, .regulations, orders, and decrees which may ’affect those engaged or employed under this Contract and any materials used in CONSULTANT’s.performance of the Services; 3.4.3 At all times observe and comply With, and cause its employees and consultants, if.any, who are assigned to the performance of this Contract to observe and comply with, the laws,ordinances, above;and regulations,orders and decrees mentioned ~ " 3.4.4. Will¯ report immediately to the project manager, in writing, any -discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and decrees mentioned, above in relatiOn to the Deliv~rables. 3.5 Any . D~liverables given to, or p~epared or assembled by~II’CONSULTANT or its consultants, if any, under this Contract will become the property of CITY’and will not be made. available to any individual or organization by CONSULTANT or its’ consultants, i.f any, without the.pri6r written approval of the city manager. . .. 3.6 CONSULTANT will provide CITY with .five (5) .copies of any-documents which are ia part of the Deliverables upon their completion and acceptance by CITY~ 3.7 If .cITY -requests additional, copies of any documents which, are a part of the Deliverables, CONSULTANT will provide such additional copies .and ~TY will compensate CONSULTANT for its duplicating costs. 3.8 ’ CONSULTANT will be responsible .for .employing or¯engaging all persons necessary to execute the Project. All- consultants of CONSULTANT will be deemed to be directly controlled and supervised by CONSULTANT, which, will be responsible~ f6r t.heir performance.If any employee or consultant of CONZUL~NT fails ¯ or refuses to .carry outthe provisions of this..C~ntract or appears~ to be incompetent orto act in. a disorderly or improper manner, the employeeor consultant will be discharged¯ immedi~ately from further -performance under this Contract. on demand of. the project manager. 3.9 In the execution of the Project, CONSULTANT. and its consultants, if a.ny, will at all times be considered independent contractors and not agents or employees of CITY. 3.10 CONSULTANT will perform or obtain or cause to be performed or obtained any and alX of the following Additional Services, not. included under the Basic Services, if so authorized, in writing,¯by CITY: 3.10.i Pfoviding services as an expert witness in connection with any.., public hearing or meeting, arbitration proceedihg,or proceeding of a court of record;. 3.10.2 .Incurring trav.el and subsistence expenseg for CONSULTANT and. its staff beyond those normally required under the Basic Services; and- 3.10.3 Performing any other ~ Additionai. Services that may be agreed upon by the parties subsequent to the execution of this Contract. ¯ 3.11 CONSULTANT will be responsible for employing all consultants~ deemed necessary to assist CONSULTANT in the performance of ~he Servib.es. The appointment 0fconsultants must be approved, in advance, by CITY, in writing, and must remain acceptable to CITY during the term of this Contract. SECTION. 4.DUTIES OF CITY 4.1 CITY will furni.sh or cause to be furnished the. services listed in Exhibit "A" and such information regarding its requirements, applicable to the Project as may be reasonably requested by CONSULTANT. 4..2 CITY will review and ..approve, as necessary, in a timely manner the Deliverables and each phase of work performed by CONSULTANT. .CITY’s estimated time of review and approval wil!. be furnished to CONSULTANT at the time of submission af each phase of. work. CONSULTANT acknowZedges and upderstands %hat..the interrelated exchange of information among ciTY’s various departments makes it .extremely difficult for CITY to firmly establish the time of .each review and approval task. CITY’s failure to r~.iew, and approve. within .the. estimated time schedule will not constitute a default under this Contract... ¯4..3 .The city manager wi!l represent CITY for all purposes under this Contract. .Garish- Balachandran, Interim Assistant Director, "Resource Minagement is .designated as the project manager for ~he city manager. The..project-manager will supervise the performance, progress, and execution of the Project, and. will be assisted by Shishir Mukherjee, the Resource Planner. 4.4 if CITY observes or otherwise becomes aware of any ~default in the performance of CONSULTANT, CITY. will use reasonable efforts to give written netice thereof to CONSULTANT in a timely, manner.. ’SECTION 5.COMPENSATION 5.1 CITY will compensate CONSULTANT for the following services and Work: 5.1.1 In consideration of the full performance~ of the Basic Services, including any authorized reimbursable expenses; CITY will. pay CONSULTANT a fee not to exceed One Hundred ~ifty Thousand. Dollars ($150,000) for fiscal year 2001- 2002. CITY will exercise the option to renew the-contract in the ¯amount of.One Hundred Fifty Thousand Dollars ($150,000) for a second fiscalyear (2002-2003) andOne Hundred Thirty Thousand Dollars ($130,000) fo9 a third fiscal year (2003-2004) provided the CONSULTANT is responsive to .the CITY’s needs, and the quality of the CONSULTANT’s work is¯ acceptable during the first year of the .contract. The total amount of the contract over three years shall not .exceed Four Hundred Thirty Thousand Dollars ($430}-000). The amount of compensation ¯will be calculated in accordance with the hourly rate schedule set forth in Exhibit ~B", On a time and materials basiS, up to the maximum amount set forth in this Section. The fees of the consultants, .who have direct contractual relationships with CONSULTANT, will be approved, in advance, by CITY.. CITY reserves the Hight Ito -refuse payment of such ~ees, if such prior approval, is not obtained by. CONSULTANT. 5.1.2 The full payment of. charges for extra work or changes, or both, in the eXecution of the Project will be made, provided such request for’- payment~ is initiated by .CONSULTANT and .autho{ized, in .writing, by the project m~nager. Payment ..will be made¯ within thirty (30) days of submission by CONSULTANT of a statement, in triplicate,, of itemized Gosts covering such Work or’ changes, or ¯both. .Pri~r to commencing such extra work or:~hanges, or both, the parties will agree .up6n an estimated, max#mun}i cost for such extra work or bhanges. CONSULTANT wil~ no~ .be paid fo.r extra work or changes, including, without lim~tation~ any design work or change order preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.1.3 ’Direct personnel expense of employees assigned to the execution of the Project by CONSULTANT will include .only the work. of architects, engineers, designers, job captains, surveyors, draftspersons, specification writers and typists, in consultation, research and design, work in producing drawings, specifications and other documents pertaining to the Project, and in services¯ rendered during construction at the site, to¯ the extent’ Such services are expressly contemplated under this Contract. ~Include~ in the cost of direct personnel expense of these ~e~ployees are-salaries and mandatory and customarY benefits such as statutory employee benefits, insurance, sick leave, .holidays and vacations, .pensions and simiiar benefits. The schedule of oavments will be made as¯ follows: 5.2..1. Payment .of the Basic. services will be made in monthly progress payments- in proportion to the quantum of ¯ services performed, or in accordance with any other, schedu.le of payment mutually .agreed Upon by the parties, as set. forth in Exhibit "B"; or ~within thirty (30) .days of submission, in triplicate, of¯ such requests if a ¯schedule of payment is not specified. Final payment will be.made by CITY after CONSULTANT has submitted all Deliverables, including, without limitation, reports which~’ha~e been approved by the project manager. 5.2.2 Payment of the Additional Services will be made in monthly progress payments for services rendered, within thirty (30) days of submission, in triplicate, of such requests. .5.2..3 No deductions, will be made from CONSULTANT’s compensation on account o~ penalties, liquidated damages, "or other. .sums withheld by CITY from payments to ~eneral contractors.. SECTION 6. -.ACCOUNTING,¯ AUDITS, OWNERSHIP OF RECORDS 6.1 Records ~of the direct personnel expenses andexpenses incurred inconnectioh, with the performance .of Basic Services and Additional Services pertaining to the Project will be prepared, maintained,, and retained by CONSULTANT in -accordance with generally accepted accountinq Principles and will be made available to CITY fur auditing purposes at.~mutually. convenient times du[ing the term of this Contract ahd for three (3) years following //%he expiration or @ar!ier termination of this Contract. / 6.2 The originals of the Deliverab!es prepared by or under the direction ’of CONSULTANT .in the. performance, of this Contract will b~come the property of CITY irfespective of whether the Project is completed upon ~CITY’s paymenh of the amounts required to be paid to CONSULTANT. These originals will be delivered to CITY without additional compensation. CITYwill have. th~ right te utilize any final ~nd incomplete drawings, estimates, ¯specifications, and any other, documents prepared hereunder by CONSULTANT, but CONSULTANT disclaims any responsibility or liability for any alterations Or modifications of such documents. SECTION 7.INDEMNITY 7.1 CONSULTANT agrees to protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents, from any and all demands, ¯claims~ or liability of damage or any other loss, caused by or .arising out~ of CONSULTANT’s, its officers’, agents’, consultants’ or employees’ negligentacts, errors, or omissions,, or willful misconduct, or’ conduct for which applicable law may impose strict liability on CONSULTANT. ~n the performance of or failure to perform its obligations under this Contract. SECTION 8. WAIVERS 8.’~L The waiver by eithe~ party, of any breach or violation of.any covenant, term, condition or .provision of this Contract or of the provisions of any 6rdinance or law will not be deemed to be a waiver of any such covenant, term, Condition, pro.vision, ordinance, or law or of any. subsequent, breach or violation of the"same...or of any other covenant, term, condition, provision; .ordinance or law.. The subsequent acc.ePtance by either party of any fee or .other money, which may become due hereunder will not be deemed to be a waiver of any preceding breach .or violation by the other party ¯o~ any covenant, term, condition or provision of this Contract or of ~any applicable law or ordinance. .8.2 No pa~nent, partial .payment, acceptance, or partia~ ~cceptance by CITY-will operate as a waiver on the.part of CITY of any of its rights under this Contract. SECTION 9.INSURANCE. 9.1 CONSULTANT, at its solecost and expense, will obtain and maintain, Jin full force and .effect during ¯the term .of ±his Contract, the ~surance coverage described in Exhibit insuring not only CQNSULTANT and its consultants, if ~any, .but also,. with the exceptionof .workers’ compensation,, employer’s liability and professional liability insurance, naming CITY as an additional insured conc~erning CONSULTANT’s performance under this Contract. 9.2 All insurancecoverage required hereunder will be Pr0~ided through carriers wi~h Best’s Key Rating Guide ratings of A:VII or ihighe~, which are admitted to transact insurance business in the.State of California. Any and all consultants of CONSULTANT retained ~0 perform Services under this Contract will obtain and maintain,..in full force and effect during the.term of -this CQntract, identical insurance .coverage, naming CITY as an additional insured under such policies as required above. 9.3 Certificates of such insurance, preferably on the forms provided by CITY, will.~be filed with CITY concurrently wi~h the execution of this Contract. The certificates will. be an endorsement stating that the insurance is prima~y coverag~ and will not be canceled or altered by the insurer except after filing with .the CITY’S city clerk thirty (30) days prior written notice of such cancellation o’r alteration, and that the City of Palo Alto is named as an additional insured except in policies of ~workers’ compensation, employer’s liability, and professional liability insurance. Current. certificates of Su¯ch insurance will be ~ept on file at all times during the term of this Contract with the city clerk. 9.4 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 Contract. " Notwithsfanding 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 Contgact, including such. damage, injury, or loss arising after .the Contract is terminated or the term has expired. SEC-T!ON i0. WORKERS’ COMPENSATION 10.1 CONSULTANT, by executing this Contract certifies ~hat it is aware of the prDvisions of the Labor Code. of ~he State of California which, require everyemployer to be insured ¯ against, liability for workers’ compensation -or to undertake Self-insurancein .~ccordance¯ with the p~ovisio~s of that Code, and certifies that it .will comply with such p~ovisions, as applicable,¯before-co~encing the performance.of the Project. SECTION ii~" TERMINATION OR SUSPENSION OF CONTRACT OR PROJECT ~ ~ ii.I The city manager may suspend the execution of the Project, in whole or in part, or terminate this Contract, with or without, cause, by giving thirty (30) days. prior written notice thereof to CONSULTANT, or immediately after submission to CITY by CONSULTANT of any. completed .item of Basic Services. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance under, this Contract. 11.2 CONSULTANT may terminate this contract or suspend its execution, of the Project by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY or in the event CITY indefinitely-~withholds or withdraws its request for the initiation or continuation of Basic Services-or the execution of the Project. 11.3 Upon .such suspension or termination byCI~Y, CONSULTANT will be compensated, for the Basic Services and Additional Services performed and D~liverables received and approved prior to receipt of written notice from CITY of such suspension o~ abandonment, together,-with authorized additional and reimbursable expenses then due. If the Project is resumed after.it has been suspended for more than 180 days, any change in CONSULTANT’s compensation will be subject to renegotiation and, if necessary, approval of CITY’s City. Council. .If this. Contract is ’S~s~ended or terminated on.account of a default by CONSULTANT, CITY will be obligated tocompensate CONSULTANT only for that.portion of CONSULTANT’.s services which are of direct and immediate benefit .to CITY, as suchdetermination may be mide by the city manager in the reasonable exercise of his discr.~tion. 11.4 In the event of termination of this Contract or suspension of work on the.Project .by CITY where CONSULTANT is not in defauit~ .CONSULTANT will receive compensation as follows: 11.4,1 .For approved items of services, CONSULTANT will be compensated ’for each item of service fully per~ormed in the amounts authorized under this Contract. 11..4.2 For approved items of sirvices on which a notice to.p~oceed is issued by CITY, but which are not fully performed, CONSULTANT Will be compens~ted for each item of service in an amount which bears the same ratio to the total fee: otherwise payable for the performance, of the service as the quantum of servic~ :a~tually rendered bears to the services -necessary for the ful,.~.performance of that item of service. 11.4.3 The total compensation, payable under the preceding paragraphsof this Section will not exceed the payment specified under Section 5 for the respective .items of service to be furnishe4 by CONSULTANT. 11.5 Upon .such suspension or. termination, CONSULTANT will deliver to the city manager immediately anyand all copies of the Deliverables~ whether :or. not completed, prepared by CONSULTANT o! its consultants, if any, or given., to CONSULTANT.or its consultants, if any, in connection with this Contract.. Such materialswill become the proper~y of CITY; 11.6 The failure of "CITY to agree with CONSULTANT"s independent findings, bonclusionsi or recommendations/ if the same are called for under this Contract, .on the basis of. -differences-in matters of judgment, will no% be construed as a failure on the part of CONSULTANT to fulfill, its obligations SECTION 12. .ASSIGNMENT 12.1 This Contract¯ is for the personal services Of CONSULTANT, therefoge, CONSULTANT will not assign, transfer, convey, or otherwise dispose of this Contract or any right, title or interest in or to the same or any part thereof without the prior written consent of CITY. A con.sent to-one assignment will not be deemed to be a consent to any subsequent assig.nment. Any assignment made without¯ the approval of¯ CITY will be void and, at the 6p~ion of the city manager, this Contract-.may be terminated. This Contract will not ¯be assignable by operation of law. SECTION 13.NOTICES 13.1 All notices hereunder, wiil be given,, in writing, and mailed, ¯postage prepaid, by certified mail,- addressed as follows: To CITY:Office of the City Clerk City of Paio Alto Post Office Box 10250 Palo Alto, CA 94303 Copy to:Girish Balachandran Department of Utilities..- 3rd’ Flr. City of Palo Alto Post Office Box 1.0250 P~lo Alto, CA 94303 . To¯. CONSULTANT: ~lynn & Associates 4200 Driftwood Place Discovery Bay, CA 94514~9267 SECTION 14.- CONFLICT OF IN.TEREST 14.1 In acce~t.ing this Contract, CONSULTANT covenants that. it presently has" no ’interest, and will not iacquire any ¯ interest, direct, or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services.¯ 14.2 CONSULTANT further covenants that, in the performance of th~s Contract, it will not employ contractors or persons h@vihg such an interest mentioned above. CONSULTANT certifies that no one who has or will have any financial interest under this Contract is an officer"or employee of CITY; this .provision will.- be interpreted in accordance with the applicable pr0visi~ns of the Palo Alto Municipal Code. and the SECTION 15. NONDISCRIMINATION 15.1. As set forthin the Paio Alto. Municipal Code, no discrimiha~ion will .be m&de in the~’employment of persons under this Contract because of the age, race, color,, national origin, ancestry, religion, disability, sexua!, preference or gender of such person. If. the value of this Contract is, or may.be,~ five thousand doll~rs ($5,000) or more, CONSULTANT agrees to meet all requirements ~f. >the Palo Alto Municipal Code pertaining to nondiscrimin~i0h in. employment, including completing the ~equisite form furnished by CITY and set forth in Exhibit ~’. ¯’ ~15.2 CONSULTANT agrees that each contract for services from independent providers will ~ contain .a pr6vision substantially as follows:¯ ~[Name of Provider] will provide coNsULTANT with a certificate stating that [Name of Provider] is. ~urrently in compliance with all Federal and State of California laws c6vering nondiscrimination in employment; and that [Name of Provider] will not- discriminate in the .employment of. any. person Under this .contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person." 15.3 ~.f ~CONSULTANT is found .in ~iolation~ .of the nondiscrimination ipr~o~isions of the S~ate of California Fair Employment Prac£ices.~ct or similar provisions of Federal law or executive order in the. performance of this Contract, it will..be in default of this Contract. Thereupon, CITY will have the power to cancel or suspend this Contract, in’whole or in part, or to deduct. the s~m of twenty~five dol~ars ($25) for each person for each calendar day during which such person was subjected to discrim!nation, as .damages for breach of contract, or both.. Only a ~finding of the state of California-Fair Employment Practices Commission or the equivalent federal agency or bfficer will constitute evidence of a breach .of this Contract. SECTION 16.MISCELLANEOUS PROVISIONS .16.1 CONSULTANT. represents and warrants that it. has knowledge of. the. requirements of the federal. Americans With Disabilities Act of 1990, and the Government Code and the Health and Safety Code. of the State of Caiifornia, relating to aqcess to public buiid~ngs and accommodations for disabled persons, and ~~. ÷~ ~I~ ~ ~h1~ oerso~s. CONSULTANT will comply with or ensure by its advice that¯ compliance wi~h suc~ provisions will .be effected, pursuan~ ¯to the terms of this Contract. 16.2 Upon the agreement of the parties, any ~ontroversyor claim ~rising but of or relating tothis Contract may .be settled.by ~afbitration in accordance with the Rules of the American Arbitration. Association, and judgment upon. the awardrende~ .bY the Arbitrators may be entered in any court having jurisdiction thereof. 16.3 This Contract will be governed by the la~s ofthe Stat.e of California, excluding its conflicts of law 16.4 I.n° the event that an action is brought, the partles agree that trial of such .achion will be vested exclusively in the state courts of California¯ or in the United States .District Court-for the Northern District of. California in the County of Santa clara~ State’of California. 165 The prevailing" party in any action brought to enforce the ~erms of this. contract or arising¯ out .of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that ac%ion. 16.6 This¯ jdocument represents the entire ¯ ¯and integrated Contract between .the parties andsupersedes all prio’r negotiations,, representations, and contracts, either written or oral. This document¯ may be amended only by a written instrument, which is ~igned by the parties. . 16.7 All provisions of this Contract, whether covenants or c~nditions, will be deemed to be both covenants and conditions. 16.8 The covenants, terms, co~ditions and provisions of this Contract will apply to¯~ and will bind, th~ heirs, successors, executors, administrators, assign4es,, and consultants, as the case may be, of the parties. 16.9 If a court of competent jurisdiction finds or rules that a~y provision of this Contract or any amendment thereto¯is void or unenforceable, the unaffected provisions of this Contract and any amendments thereto wi~l ’~emain in full force and effect. 16.10 All exhibits¯referred to in this Contract and any addenda, appendices, attachments, and schedules which,¯ from time to time,~may be referred to in any duly executed amendment. hereto are by such reference incorporated, in this Contractand will be deemed to be a part of this Contract. ¯. 16.11 This Contract may be executed¯ in any number Of counterparts, each o.f whi.ch will be an original, but all of whichtog4ther¯will constitute one and the same-instrument. ¯16.12 This Contract is subject to the¯ fiscal¯ provisions of the Charter of the City Of .Palo Alto and the Palo Alto Municip~l ¯~ode. This Contract 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) atan.y time within¯ a fiscal year in the event that fundsare only. appropriated, for a portion of the fiscal year and funds.for this .Contract are no.longer available.¯ This Section 16.12 will ta~e precedence in the event of a conflict with any other covenant, term, conditiOn, or provision of this Contract. //. /I /I // II /I /I- // // /! //. !/ !/ IN WITNESS WHEREOF, ~he parties 5ereto have by thei~ duly authorized repr4sentatives executed, this Contract on the date first above written. Director o: Service~ Lstrative .lities By: - Namei Title: Attachments: EXHIBIT ~A": EXHIBIT ~B":. EXHIBIT ~C": EXHIBIT ~: Taxpayer ’iden~ification No. (~ompliance with Corp. Code ~ 313 is required if.th~ entity on whose, behalf this contract fs signed is a c~rporation. In the alternative, a certified corporate resolution, attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) SCOPE OF PRO.JECT &TIME SCHEDULE RATE SCHEDULE .INSORANCE NONDISCRIMINATION COMPLIANCE FOR~ CERTIFICATE OF ACKNOWLEDGMENT (Civil Code ~ 1189) " On ~t. ~ , 2001, before me;. the undersigned, a Notary Public ~ and._~ for said County and. State; persona~lly appeared-- personally known to me ! o~ proved" ~o me on the basis of satisfactory evidence to be the person(s) whose name(s) is/~r~ subscribed to the within instr~unent and acknowledged to me that he/she-/~ey executed ¯ the same in . his/~:~-~ authorized .capacity(ies), and that Jby his/hatTer 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., NOTARY PUBLIC~AUFORNIA SAN JOAQUIN COUNTY CERTIFICATE oF ACKNOWLEDGMENT (CiVil C0de.~ i189). STATE~ OF I ~ ~) .) ss. .) On ~’ ~., 2001, before me, the undersigned,a Notary Public’~. a~ for s~d. County and State, personally appeared. ’ ..~[~-y !~~-F/~7~ . , personal’!y known to me ?or. proved . t6 me. on the basis of satisfactory evid’ence., to be the ¯ person (s) whos’e name (s) is/~u~e Subscribed to the within instrtunent and ackno~iledged to me .that. he/shay executed the same ,in. his/~ .authorized ¯ capacity(ies), and ’ that by.. his/~^- ’~--’-/n~, ....~= signature(s) on the instrument the person(s):, or the entity upon behalf of which the person(s) acted,l executed the instrument. WITNESS my hand and official S~al. ~.ig-~’~r’e of ftary P.ublic SUMMARY OF SERVICES Flynn & Associates. will provide el~.etric consulting services and regulatory support to the City of Pale alto as outlined in the City’s Request for proposal, Project Number 135231. Services .and support will consist of the follbwing five task categories: ~’ASK.1 i Monitor and analyze ISO, FERC, CEC and PG&E (GridPlanning) proceedings and,based on discussion wi .th. staff, represent the City’s interests in these proceedings In this task,Flynn & Associates wilt monitor.ahd analyze ISO reports and f!lings, FERC Orders and filings, and CPUC and CEC proceedings related to regulatory affairs to evahiate the .impacts on l~alO Alto; they will also monitor and analyze thk _PG&E and fSO transmiqs!on gr. id planning and expansion studie, s with a focus on tran.~mission grid. ¯ reinforcement in the Greater. bay Area. The output from this task Will include concise written reports, verbal r_.ep, ort and critical domments; TASK ~.: Assist thestaff to develop strategies and positions t6 deals.with critical issues related to the prgeee.dings monitored in TASK 1... In this task, Flynn & Assobiates will recommend position~ for palO.Alto in various ISO, F~ERC and CPUC proceedings and strategic.s for.dealing with ~ritical issues such asTransmission Access Charge (TAC), Congestion Management Refohn (CMR), Firm Transmission Rights. (FTR), Metered Sub 6~ystem (MSS) and Regional Transmission Organization (RTO) filing.. The output fro.m this.task w.ill be position/strategy, papers on these.issues for the benefit of City regulat6ry staff. . TAsK 3: Assist PaleAir6 to improve reliability in the Greater BayA:~ea by advocating ¯ higherplanning:standards and the nee.d forre, ore transmission and getting them built. / in this tas~ Fly.nn associateA wiil takeon an advocacy role for higherplannin~.sta~tdards ’in the ISO Transmission Pl~n.n~ng Standards Committee and before the ISO Boartlthey will a~sist Pale Alto .to jo.in with othe.r Bay Area .cgties, municipal utz~lities and regional organizations in promoting additional transmissionlines, and getting them built to improve r~liability in the.Greater Bay Area. The output from this task will be quarterly progress reports. ¯TASK 4: Assist City in develop~ag l.bng-.~erm solutionsfor its transmission need, especially req~iired after the existing interconnection agreements expire. In this task, Flynn & Associates will assist the Ci.ty in developing long-tehm s~lutions for .City "s firm transmissionneeds to. reliably move energy from the existing resourqes or market purehases to the city gate.at a "reasonable cost. Such transmission.solution will be a priority for the City as existing transmission intai’connection agreements are likely to expire unless extended through TA C settlement.or through negotiatiohs with PG&E. The ~ ou~ut from th~" iask’will be a summary report on the long-term transmission solution. ~ Task 5: Provide the City with miscellaneous electric.regulatory consulting services: Due to rapidly changing regulatory landscape F~nn & Associates may be requested to perform other electric regulatory services as needed to provide positive behefits to the Fee Schedule TJze maxini~un compensation due a~d payable to Flynn and Assooizit~s, whose hourly rate a!so.contained in this Exhibit ’53", issubject to CITY’s budget of in I~Y 2000- 2001 persuaut to,City’s Kequest for Proposals No. 1-35231 and CITY’sappropriations for this service contract. No representation or warranty i~ made by CITY fl~t Flynu and Associate.s. shill.be entitled to a m!n~,m amount of compensation. T~e attached.billing rate may be adjnsted-at the renewal date, ~any, to refleot the change in rotes 9ff~oially established by Flynn and Associates.: Reproduction, printing, communications,, co .mputer services,aud o~her misoellaneous support services shall be billed at !0%(ten percent) of the labor ~osts for the billing ¯ p~riod. This ~ditional "non-labor~’.cost will lm included for each billing period. .All tmv~. food, lodging and miscel!aueous expenses, except automobile mileage, associated with the pr0vision of services hereunder slmil be billed at cost. Automobile miIeage wil~be billed at the rateapproved by the Internal Revenue Service. Principal Senior Comultant Consultant": ¯Assoo’,mte Co~u~mt $210-235 per hour $175.-195 per hour $150-170 per.hour. slg.0-.~ao ~r hou~ ¯ $55-85 per hour Mor~day, Juiy 23, 2001 4:16 PM Greg Kapphahn 650-326-3177 ACORD. CERTIFICATE OF LIABILITY!NSURANCI ,.= ,.I. OP,D THIS CERTIFICATE IS |SSUED AS A MAT]~K’OF INFORMATION Fl~nn & Asso¢ia%_es .4200 Driftwood Place "Dis~ovezy Ba¥’~A 94514 p.01 o?/23/oz ONLY AND CONFER8 NO RIGHTS UPON THE CERT|FICATE~ HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POUOIES BELOW, INSURERS AFFORDING COVERAGE On~ Reason ~nsuran~e S~fe~o Insuranoe Coz~,X INSURER ,~ IN.~URER B~ INSURER C:. INSURER D:. INSURER E:. ;OVERAGES ..... THE POLICES OF INSURANCE LISTED BELOW HAVE I~EEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCY. PERIOD iNDICATI~D. NOTWITHSTANDING ¯ANY REQUREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WffH RESPEo’r TO WHICH THIs CERTIPI~ATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDS:) BY THE POLICIE6 DESGRII~ED HEREIN IS ~UDJECT T.O N.L T.HE TERMS, EXGt, USIONS/~ND OON~ITION$ OF SUCHPOLICIES. AGGREGATS LIMITS .SHOWN MA~ HAVE BEEN REDUCED BY pAiD ~;~.AIMS.. INBR POLIOY il’r=~a J NE PQLIOY EXPJRJtTION .TR TYPE OF INSUP, A~E ". PO~Y NUMBER DAT~ (MM/DD/’t,"~DATE ~/VD D~ GEI~-R/~ LIABILITY A ~" o~e~.ct~,~-=u,,m~.L~en.nx ~’ALH727541 ..09/25/00 09/25/01 WORK~800MPENSATION ANDEI~LOYk~S’ LIABILITY y== BQOILY k~JURYper BOD~.Y WJURY(P~r .~-~H,,nQ . (Per ~enl) ’ , AUTO ONLY - EA A~_~D~T S 1,000 ~ 000 I00 r’00 0 5r000 1 ~ O00,.000 . ~2~O00,r 000 EXCLUDED sl,000,000 $ - $ 8 ,$ $ s $ s s $ TORY uMrm I IF-e P-L ~ ACClD~’,n" E,L D[SEA6E- EA EMPLOYEI EL 1~SF.~$E - POU~’~’ LllVlIT $ $ OTHER DEaORIPTIONOr~t~,AT~N~O~mN0/!/EHm~0~X~U=~Ne~DED~eNDOROEM~’~/~PE~IALPADVI01ON~Certifiaa~e Holder is hereby named.as.Addi~onal Insured. Exolusions: ~o~uc~s/Complebea ~a~ons, an~ D~slgna~ P=o£oss~onal Bergs.. Ten A=yS notice of oanoella~ion for non-payment of premium.. CERTIFICATE HOLDER City of PaloAl~o ~ernando Valez~.0. Box 10250 Palo Al%o CA 94303 CANCELLATION SHOULD ANY oF THSA=OV~ DGaoRIBED POUOIF~ BE O/~ICELLED BEFORE ~HIg EXpIIt~TION DATI THEREOF,THIJII~BIURB ~I~ iNDEAVOR TO M~JL ~0 ~Y8 I~I~ITTEN NOT]OE TO THE OER~IPIO~?E)~LD~ NAMED TO TN~ LBPT, RUT P/dEURE TO DO 80 8HALL IMPOIE NO OBLIOATION OI~LIABII~’ OF ANY KIKD UPON THE INBURER, .IT8 AO EHTR OR AUTHoRIZBDREPREOENTA’I~i,&.~,a..x~ I ~ x’~ /. \ I / PART II - PROPOSER INPORMATION SECTION 300A Lo Addenda .’During the Proposal process the~:e may be.changes to the Proposal documents, which would require an i~suance of an addendum or addenda, City disclaims any and all liability for loss, or damage to.any.. Proposer Who does not receive any addendum issued by City in connection with this RFP. Any pr~6poser in submitting a Proposal is-deemed to. wai.v, e any and al! claims and demands. Proposer may h~ve against City on ~ccount of the failure of delivery .of any such addendum t5 Proposer.¯ Any and all addenda issued by Gity shall be deemed Included in this R.FP, and tl~e provisions and instrubtions therein contained shall ¯ ¯ be incorporated to any Proposal submitted by P.r0poser. . To assure that all Proposers have received each.adden.duni, the following.acknowledgment and sign-off is ¯ required. Failure to acknowledge rece!p.t of an addendum/addenda may be considered ar~ ir#eguladty in the Proposal: .Addendum number(si received: [--I;I; [] 2; [] 3; [] 4; [].5i [] 6.i[] 7; [] 8; . [] 9 ¯ [].__~" No Add~ndumlAddenda’Were Received (check an.d initial).. ¯. The Proposer represents thatit has not retained a person to.s01icit or secure a ~lty Cpntract(upor~ an¯ .agreement. or understanding for a commissl.on, percentage,.brokerage, or contingent fee).except for retentio.6.of, bona fide empioyee or.bonafide established commercial selling agencies for the purpose of .securing business. M.-Prqposer’s Designated Contact Co "p:’ Name:. Bargy R. F!ynn Title: Owner/President PhOne: . 925-634-750Q Fax:. 9~-5-.634.,-.7888 The firm and individuals lis’tedbelow, certify that they do not discriminate in employmen~ With regards to ¯ ¯ age, race, color, religion, sex, national brigin,, ancestry, disal~ility, or sexual.preference; that they are in compliance with all federal, statb, and iocal diractlves.and executive orders’regarding nondiscrimination in ~mployment. - Proposer is ~’~qulred to provid~’a bei’tificate i~ g’06~l standing from the State of cali~,~mia with its Proposal.. .....(As. sole¯ rop.rietorTheundersigned hereby agr .e~s to., anc~ accepts ~e terms and condit~ons of this RFP. Signatures (Must be the Same~sign~,tu.re(s) as wiil appear on Contract): " First Officer*"S.econd Officer*.* = not.applic.able) (Signature) ’(Printed name of signatory) (Signature) (Pdnted name of signatory) ¯ (Title of slgr~atory)"-~il~e of signatory) Note:. 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** mus__~t be ohe of the fol]owing: Secretary; ¯ Assis.tant.. Secretary; Chief Financial Officer; or Assistant Treasurer. I.n, the alternative, acerti.fied corporate resolution attesting tb the. signatory authority of th8 individuals signing in their respective capacities is acceptable. .Or, CITY OF PALO ALTO RFP 135231 PAGE3OF4 PART II- PROPOSER INFORMATION .SECTION 300A Ro The undersigne, d certifies that. the.Proposer is nota corporation, and is not subject to the mquirernents of~ ¯ California Corporations code, and hereby agrees to, and accepts the terms and conditions of this RFP. BarrvR. Fiynn . (Printed name 6f s~gnatory) .. Owner [.Pres :i dent(Title of.signatory) CITY OF PALO ALTORFP 135231 PAGE 4 OF 4 ATTACHMENT B AMENDMENT NO. ONE TO CONTRACT NO. C2~38656 BETWEEN THE CITY OF PALO ALTO AND FLYNN & ASSOCIATES FOR CONSULTING SERVICES This Amendment No. One to Contract No. C21386656 is entered into , 2002, by and between the CITY OF PALO ALTO ("CITY"), and FLYNN & ASSOCIATES, a sole proprietorship, located at 4200 Driftwood Place, Discovery Bay, CA 94514-9267, Suite 1500, Los Angeles, CA 90017 ("CONSULTANT"). RECITALS: WHEREAS, the Agreement was entered into between the parties for providing consulting services in the electric regulatory and technical consulting area; WHEREAS, the parties wish to amend the Agreement; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION i. Section 5 entitled "COMPENSATION" is hereby amended to read as follows: "SECTION 5.COMPENSATION 5.1 CITY ~ill compensatefollowing services and work: CONSULTANT for the 5.1.1 In consideration of the full performance .of the Basic Services, including any authorized reimbursable expenses, .CITY will~ pay CONSULTANT a fee not ~o.exceed Two Hundred~Twenty-Five Thousand Dollars ($225,000) for fiscal year 2001-2002. CITY will exercise the option to renew the contract in ¯ the amount of Two HundredTwenty-Five Thousand Dollars ($225,000) for a second fiscal year (2002-2003) and One Hundred-.Thirty Thousand Dollars ($130,000) for a third fiscal."year (2003-2004) provided the CONSULTANT is responsive to the CITY’S needs, and the quality of the- CONSULTANT’s work is acceptable during the first year of the contract. The total amount of the contract over three years shall not exceed Five Hundred Eighty Thousand Dollars ($580,000). The amount of compensation will be calculated in accordance with the hourly rate schedule 020305 syn 0072142 set forth in Exhibit "B", on a time and materials basis, up to the maximum amount set forth in this Section. The fees of the consultants, who have direct contractual relationships with CONSULTANT, will be approved, in advance, by CITY. CITY reserves the right to refuse payment of such fees, if such prior approval, is not obtainedby CONSULTANT. 5.12 The full Payment of charges for extra work or changes, or both, in the execution of the Project will be made, provided such request for payment is initiated by CONSULTANT and authorized, in writing, by the project manager. Payment will be made within thirty (30) days of submission by CONSULTANT of a statement, .in triplicate, of itemized costs covering such work or changes, or both~ Prior to commencing such extra work or changes, or both, the parties will agree upon an.estimated maximum cost for such extra work or changes. CONSULTANT will not be paid for extra work or changes, including, without limitation, any design work or change order preparation, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. 5.1.3 Direct personnel expenses of employees assigned ~to the execution of the Project by CONSULTANT will include only the work of architects, engineers, designers, job captains, surveyors, draftspersons, specification writers and typists, in consultation, research and design, work in producing drawings, specifications and other documents pertaining to the Project, and in services rendered during construction at the site, to the extent such services are expressly contemplated under this Contract. Included in the cost of direct personnel expense, of these employees are salaries and mandatory and customary benefits such as statutory employee benefits, insurance, sick leave, holidays and vacations, pension and similar benefits. 5.2 The schedule of payment will be -made as follows: 5.2~.i Payment of the Basic Services will be made in monthly progress payments in proportion to the quantum of services performed, or in accordance with any other schedule of payment mutually agreed upon by the parties, as set forth in Exhibit "B", or within thirty (30) days of submission, in triplicate, of such requests if a schedule of payment is not specified. Final payment will be made by CITY after CONSULTANT has submitted all Deliverables, including without limitation, reports which have been approved by the project manager. 020305 syn 0072142 5.2.2 Payment of the Additional Services will be made in monthly progress payments for services .rendered, within thirty (30) days of submission, in triplicate, of such requests. 5.2.3 No deductions will be made from CONSULTANT’s compensation on account of .penalties, liquidated damages, or other sums withheld by CITY from payments to general contractors." SECTION 2. Except as herein modified, all other provisions of the Agreement, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authoriked representatives executed this Amendment on the date first above written. ATTEST:CITY OF PALO ALTO City Clerk APPROVED AS TO FORM: Senior Asst. City Attorney Mayor FLYNN & ASSOCIATES By: APPROVED: Name: Assistant City Manager Title: Director of Administrative Services Taxpayer I.D. No. 12-3891517 Director of Utilities Risk Manager. 020305 syn 0072142 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code § 1189) STATE OF COUNTY OF ) ) ) On notary public in and for , before me, the undersigned, a said County, personally appeared 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 of Notary Public 020305 syn 0072142