The URL can be used to link to this page

Home My WebLink AboutStaff Report 6957 City of Palo Alto (ID # 6957) City Council Staff Report Report Type: Consent Calendar Meeting Date: 6/13/2016 City of Palo Alto Page 1 Summary Title: Buckeye Creek Hydrologic and Hydraulic Study Title: Authorize the City Manager to Execute an Agreement Between the City of Palo Alto and ENGEO Incorporated, for a Hydrologic and Hydraulic Study of Buckeye Creek in an Amount Not-to-Exceed $104,998 From: City Manager Lead Department: Community Services Recommendation Staff recommends Council authorize the City Manager to approve a contract with ENGEO Incorporated for a hydrologic and hydraulic study to identify and develop preliminary alternatives for flood protection and erosion control at Buckeye Creek in an amount not to exceed $104,998, which includes a $9,545.50 contingency for supplemental services if needed (Attachment A). Background Buckeye Creek has a drainage area of approximately 1.35 square miles. It originates at the upper end of Wildhorse Valley in Foothills Park, splits a 7.7 acres parcel of parkland, and flows through a series of culverts before discharging into Los Trancos Creek. A significant portion of Buckeye Creek is channelized and deeply incised. During heavy storms, the creek downcuts and eroded sediments wash downstream and deposit in various locations along the creek. The creek overflows during heavy rain events, especially along the 7.7 acres parcel where the creek flattens out through a 2.1 acres section of the parcel. Collected sediments need to be removed two to three times a year in areas where the creek flows through a series of culverts to prevent flooding. Past erosion control measures such as gabions and check dams are no longer effective at reducing erosion and flooding. The hydrologic and hydraulic study will provide two alternatives to resolve the creek’s downcutting and erosion problems which result in flooding in Foothills Park. Each alternative will create opportunities to provide riparian and erosion control measures supporting and enhancing parkland habitat and the environment. Based on the findings City of Palo Alto Page 2 of the study, future funding may be proposed for implementing and constructing improvements. The Infrastructure Blue Ribbon Commission recommended a study of Buckeye Creek be conducted to determine conditions and recommendations to reduce creek sedimentation and erosion. In addition, the Parks and Recreation Commission recommended to Council last year the study should be completed before making any recommendations on how to use a 7.7 acres parcel impacted downstream with creek debris and sediment. Discussion The City issued a Request for Proposal in February 2016, and of the seven proposals received four were selected for an interview. Ultimately, ENGEO Incorporated was selected based on their proposal, interview, experience, references, and proposal cost for the study. ENGEO will be tasked with analyzing flooding conditions and recommending flood control structures to provide both drainage and erosion control solutions for Buckeye Creek. This project will consider maintenance needs, land stewardship practices, and will include outreach to stakeholders. Control measures may include new culverts, gabions, detention basins, creek re-alignment to its historic alignment, and native plant riparian re-vegetation, etc. The hydrologic and hydraulic study is a critical precursor to decisions regarding the future use of the 7.7 acres of parkland at Foothills Park. The recommendations on how to best address Buckeye Creek’s hydrology challenges will influence the City's decision on use of the 7.7 acres. The study will provide adequate information to allow City Staff and Council to make decisions regarding the cost and desirability of implementing and constructing improvements along Buckeye Creek and the future use of the 7.7 acres of parkland. Timeline  July 2016 - Contract Issuance  December 2016 – Hydrologic and hydraulic analysis  March 2017 – Alternative solutions and cost benefit analysis  July 2017 – Project report and recomendations Resource Impact The cost to the City for this hydrologic and hydraulic study is $95,452.50; the proposed agreement also includes a 10% contingency of $9,545.50 for additional supplemental services if needed, bringing the total not to exceed amount to $104,988.00. The funding for this study has been established as CIP PG-15000 in the approved 2016 Capital Improvement Program Budget. City of Palo Alto Page 3 Policy Implications This proposal is aligned with Comprehensive Plan goal N-1: A Citywide Open Space System that Protects and Conserves Palo Alto’s Natural Resources and Provides a Source of Beauty and Enjoyment for Palo Alto Residents. It is also aligned with goal N- 2: Conservation of Creeks and Riparian Areas as Open Space Amenities, Natural Habitat Areas, and Elements of Community Design. Environmental Review As a study, completion of this report does not constitute a project requiring review under the California Environmental Quality Act (CEQA). Attachments:  Attachment A: Contract C16162837 ENGEO Incorporated (PDF) Professional Services Rev. March 31, 2015 1 CITY OF PALO ALTO CONTRACT NO. C16162837 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND ENGEO INCORPORATED FOR PROFESSIONAL SERVICES This Agreement No. C16162837 is entered into on this ________ day of June, 2016, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and ENGEO INCORPORATED, a California corporation, located at 2010 Crow Canyon Place, Suite 250, San Ramon, CA 94583, telephone 925-866-9000 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to conduct a hydrologic and hydraulic study to identify and develop preliminary alternatives for flood protection and erosion control at Buckeye Creek located in Foothills Park, Palo Alto, (“Project”) and desires to engage a consultant to develop two (2) sustainable long-term alternatives to reduce flood risk and minimize erosion and sediments problem in Buckeye creek, its watershed and the 7.7 acres parkland 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 completion of the services in accordance with the Schedule of Performance attached at Exhibit “B” unless terminated earlier pursuant to Section 19 of this Agreement. In no event shall the term of this Agreement extend past September 29, 2017. 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 DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 2 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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”, including both payment for professional services and reimbursable expenses, shall not exceed Ninety-five Thousand Four Hundred Fifty-two and 50/100 Dollars ($95,452.50). In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expenses shall not exceed One Hundred Four Thousand Nine Hundred Ninety- eight Dollars ($104,998.00). 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. 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 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. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 3 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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 shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction 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. Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the Services. The subconsultants authorized by CITY to perform work on this Project are: 1. WRA, Inc.: Biology and landscape architecture support. 2. PLS Surveys, Inc.: Land surveying. 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 of the city manager or his designee. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 4 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Jonathan Buck as the project manager 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 Daren Anderson, Community Services Department, Open Space Parks & Golf Division, 3201 East Bayshore Road, Palo Alto, CA 94303, Telephone: 650-496- 6950. 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, provided, however, that CONSULTANT may make reasonable commercial use of the work product for promotional and business development purposes. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and except as provided herein, 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”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. Notwithstanding the above, CONSULTANT’S aggregate liability hereunder shall be limited by CITY to $5,000,000. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 5 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 6 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 7 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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. 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:  All printed materials provided by CCONSULTANT 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.  Goods purchased by CONSULTANT on behalf of CITY shall be purchased in DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 8 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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.  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. NON-APPROPRIATION 24.1. 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 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 9 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, CITY shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. 25.10 The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. 25.11 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement // // // // // // // // // // // // // // // // // // // // // // DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 10 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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 ____________________________ City Manager or Designee APPROVED AS TO FORM: __________________________ City Attorney or Designee CONSULTANT: ENGEO INCORPORATED By:___________________________ Name: Uri Eliahu Title: President Attachments: EXHIBIT “A”: SCOPE OF WORK EXHIBIT “B”: SCHEDULE OF PERFORMANCE EXHIBIT “C”: COMPENSATION EXHIBIT “C-1”: HOURLY RATE SCHEDULE EXHIBIT “D”: INSURANCE REQUIREMENTS DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 11 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx EXHIBIT “A” SCOPE OF SERVICES Introduction The City of Palo Alto (City) plans to conduct a hydrologic and hydraulic study to identify and develop preliminary alternatives for flood protection and erosion control at Buckeye Creek located in Foothills Park, Palo Alto, CA. Buckeye Creek has a drainage area of approximately 1.35 square miles and it originates at the upper end of Wildhorse Valley in Foothills Park, splits a 7.7 acres park land and flows through a series of culverts before discharging into Los Trancos Creek. A significant portion of Buckeye Creek is channelized and deeply incised. During heavy storms, the creek downcuts and the eroded sediments wash downstream and deposit in various locations along the creek, especially along the 7.7 acres parcel where the creek flattens out through a 2.1 acre section of the parcel. The creek overflows during heavy rain events. Collected sediments must be removed two to three times a year to prevent flooding. The removal is especially important before the creek flows through a series of culverts at the end of the 7.7 acres parcel. Past erosion control measures such as gabions and check dams have not been effective at reducing erosion and flooding. Scope of Services The purpose of the project is to analyze the hydrologic and hydraulic conditions of Buckeye Creek and provide recommendations to resolve creek’s downcutting and erosion problems that result in flooding in Foothills Park and the 7.7 acres parcel. The Consultant’s scope of services shall consist of developing two (2) sustainable long-term alternatives to reduce flood risk and minimize erosion and sediments problem in Buckeye creek, its watershed and the 7.7 acres parkland. In addition, each alternative shall create opportunities to provide riparian and erosion control measures supporting and enhancing park land habitat and the environment. The study shall provide adequate information to allow City Staff and Council to make decisions regarding the cost and desirability of implementing and constructing improvements along Buckeye Creek and the future use of 7.7 acres of park land. Potential alternatives shall include a combination of engineering and/or low impact development solutions at Buckeye Creek and 7.7 acres park land to reduce flooding and erosion issues. These alternatives shall be developed based on City staff and stakeholders input. The scope of services includes the following tasks: Task 1: Preliminary Investigation and Input Task 1.1: Kick-off Meeting and Data Collection The Consultant shall attend and conduct a kick-off meeting with City staff to review project goals, approach, work plan, and schedule. City will provide any available existing documents that may be of assistance in the preliminary engineering studies related to the project. These documents may include Geographic Information System (GIS) data, topographic information, prior studies, underground utility installation, rainfall records, historic flooding/sediment DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 12 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx transport issues information, and as-built plans for prior improvements and bridges, culverts or drop structures located within the creek. Task 1.1 Deliverables: 1. Kick-off meeting agenda and minutes Task 1.2: Field Reconnaissance and Topographic Survey The consultant shall conduct a reconnaissance site visit of the project site to ascertain the level of effort required to comprehensively survey the study area and to review existing conditions. For budgeting purposes, assume that the study will require at least one surveyed cross section every 50-feet and that every inline structure (bridge, gabion grade control structure) will be surveyed. An approximate total of 50 cross sections along Buckeye Creek and an approximate 20 additional cross sections for in-line structures and an additional day of surveying to include other portions of the study area not associated with the creek are assumed for budgetary purposes. The topographic survey shall be based on the California State Plane Coordinates System Zone 3 (US ft) and NAD88. The map shall be provided to the City in AutoCAD format. Task 1.2 Deliverables: 1. Geo-referenced AutoCAD file Task 1.3: Preliminary Hydrologic & Hydraulic Analysis for Existing Conditions The Consultant shall perform a hydrologic and hydraulic analysis of the existing conditions at Buckeye Creek and prepare a Technical Memorandum in conformance with Santa Clara County standards for the watersheds tributary to Buckeye Creek for the 2-, 5- , 10- and 100-year recurrence interval storms. Given the size of the watershed, the Consultant anticipates using a National Resource Conservations Service (NRCS) runoff Curve Numbers methodology, or the rational method, which are both simplified hydrologic methods. The United States Army Corps of Engineers (USACE) Hydrologic Engineering Center’s Hydrologic Modeling System (HEC- HMS) computer simulation method shall be used to synthesize a rainfall runoff model. Based on the results of the survey in Task 1.2 and the results of the hydrology study, a steady state USACE HEC- River Analysis System (HEC-RAS) version 5.0 model of Buckeye Creek shall be prepared. The results from the hydrologic and hydraulic analysis for the existing conditions at Buckeye Creek shall be discussed with City staff. Because of uncertainty related to rainfall-runoff transformations in the hydrology study, the preliminary study shall be verified to ensure results are similar to actual events that have been recorded in historic peak rain events at Foothills Park. The hydraulic analysis shall define the geometry and hydraulic characteristics of the creek in order to determine creek capacity, velocity, water surface elevations, flooding potential, erosion and sediment aggradation. This preliminary analysis of the existing conditions must be sufficient to identify and develop preliminary project alternatives. Prepare a brief summary of the preliminary hydrologic and hydraulic analysis and results. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 13 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx Conduct a meeting with City staff to review assumptions, approach and preliminary results from the analysis. After discussion with City staff in regard to reasonableness of results as compared to actual recorded data and information, the Consultant shall provide the hydrologic and hydraulic model and a preliminary hydraulic analysis to the City. Task 1.3 Deliverables: 1. HEC-HMS and HEC-RAS models for the existing condition 2. Technical Memorandum summarizing the hydrologic and hydraulic analysis 3. Meeting minutes of model review and discussions with the City Task 1.4: Preliminary Investigation and Coordination The Consultant shall: A. Identify and develop two preliminary alternatives to address flooding, erosion and sedimentation issues at Buckeye Creek and the 7.7 acres parcel. These alternatives may be a combination of engineering and/or low impact development solutions. Improvement locations for the alternatives shall be selected based on preliminary hydrologic and hydraulic analysis, available right of way, minimal environmental impacts, cost-effectiveness, and public input. Prepare schematic designs for the alternatives. The schematic designs will assume improvements that can be simulated in hydrologic and hydraulic modeling in Task 2 below. B. Attend and conduct one (1) community meeting with environmental groups and residents to get input on desired improvements and their locations. Include cost of this meeting in Task 6. C. Based on the input received in the community meeting, develop and provide preliminary schematics and cost estimates of the proposed layouts for City’s review. D. Review flood risks, possible routes for trails over and adjacent to Buckeye Creek providing access over culverts and potential trail locations within the 7.7 acres parcel to maximize land stewardship practices. E. Evaluate existing utility conflicts and relocations based on the information provided by the City in regard to location and/or based on survey information collected during the project. F. Provide recommendations on what to do with existing stock pile of creek sediment (stored near Towle Campground), and what to do with future sediment that will be removed from the creek. G. Contact Santa Clara Valley Water District (SCVWD), USACE), California Department of Fish and Wildlife (CDFW), San Francisco Bay Regional Water Quality Control Board DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 14 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx (RWQCB), and any other permitting agencies or property owners that may provide design input, suggestions or restrictions for the project. H. Provide details on regulatory permitting requirements for both alternatives, and approximate timeframes to obtain the necessary permits. Provide opinion in terms of using any created creek or wetland channel as offset compensatory mitigation for other projects, or “mitigation matching”. I. Provide a preliminary biological assessment of the project which would identify species of concern and other global potential biological constraints. J. Identify the water management overflow needs, maintenance and land stewardship practices that will guide in further development of the alternatives. K. Provide a summary of preliminary investigation, proposed alternatives, and permitting requirements for City’s review. Address City’s comments on the preliminary investigation summary. L. Attend and conduct one (1) public meeting with environmental and resident stakeholders to receive input on the proposed preliminary alternatives. Include cost of this meeting in Task 6. M. Present the findings from the preliminary investigation including schematics, costs and a summary of public input in a meeting with City staff and receive input to start Task 2. Task 1.4 Deliverables: 1. Meeting minutes for all the meetings listed in Task 1.4. 2. Preliminary schematics and cost estimates of proposed alternatives. 3. Memorandum summarizing the preliminary investigation, proposed alternatives and their cost estimates, and permitting requirements. Task 2: Hydrology and Hydraulics The consultant shall perform hydrologic and hydraulic analysis of Buckeye Creek and its watershed for proposed alternatives. Hydrologic conditions shall be analyzed using HEC-HMS model. Site hydrology shall be defined including the 2, 5, 10- and 100-year storm recurrence intervals. The hydrologic model will provide necessary input parameters for hydraulic analysis. Hydraulic conditions shall be analyzed using HEC-RAS model. The data for 2, 5 and 10- and 100-year storm occurrence intervals will be compared and the City may decide to continue the study using one of the occurrence intervals. The consultant shall provide recommendations for selecting a design storm for proposed improvements. A. Refine the preliminary hydrologic and hydraulic analysis performed in Task 1.3 for the existing conditions to include the following information, as appropriate: DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 15 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 1. Describe the Buckeye Creek drainage watershed, geometry, and hydrologic and hydraulic characteristics. 2. Quantify the amount of runoff generated in Buckeye Creek and its watershed. 3. Determine flow, velocity and water surface elevations. Identify existing level of protection. 4. Perform sediment transport analysis to estimate sediment flux, transport and deposition. B. Perform the hydrologic and hydraulic analysis for proposed alternatives described in Task 1.4. C. Compare results from the hydrologic and hydraulic analysis for the existing conditions and proposed improvements and assess flood risks for each alternative: 1. Refine and evaluate the schematic designs developed in Task 1.4. 2. Include pros and cons and the potential environmental impacts of each alternative. D. Meet with City staff to review approach, methodology, assumptions, results from the hydrologic and hydraulic analysis, and preliminary recommendations. Prepare meeting minutes. E. Prepare a technical memorandum summarizing the analysis performed in this task and providing preliminary recommendations. The technical memorandum shall also provide a ranking of the alternatives based on the qualitative environmental analysis and potential impacts of each alternative. Task 2 Deliverables: 1. Meeting minutes documenting the discussions from the review meeting with the City 2. Technical Memorandum summarizing the hydrologic and hydraulic analysis and preliminary recommendations on both alternatives. Task 3: Refinement of Alternative Solutions The consultant shall refine alternatives and provide schematic drawings based on refinement of alternatives for presentation to the public as follows. A. Develop conceptual design drawings, scope description and cost for two feasible alternatives developed in Task 1 and 2. The conceptual drawings shall include plan, typical and site specific cross-sections, and profile of the creek and adjacent areas. Alternatives shall include costs and timelines for improvements. In addition, develop schematic drawings prepared by a landscape architect depicting the two alternatives, including potential environmental impact pros and cons, and planning and construction timelines. B. Prepare and submit a draft alternative summary report including description of each alternative, conceptual drawings, cost estimate and work performed in this task. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 16 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx Include information/memorandums prepared in Tasks 1 and 2 as attachment to the draft alternatives summary report, as appropriate. C. Attend two (2) community and stakeholders meetings to present refined alternatives. At a minimum include cost, timeline, pros and cons, and concept drawings. D. Incorporate comments from the public meetings and prepare a final draft alternatives summary report for City’s input. Alternatives shall be further refined with staff and community input that may influence the development of the final draft alternatives. E. Attend one (1) Parks and Recreation Commission (PRC) and one (1) City Council meeting to present the alternatives analysis and to obtain further input. Costs of these meetings shall be included in Task 6. Task 3 Deliverables: 1. Meeting minutes for all meetings conducted as part of Task 3. 2. Refined conceptual drawings of two alternatives with staff and community input 3. Draft Alternatives Summary Report (PDF format and five hardcopy format) 4. Final Alternatives Summary Report (PDF format and five hardcopy format) Task 4: Cost Benefit Analysis and Budget Prepare cost estimates for the proposed alternatives. This task shall be performed concurrently with Tasks 1.4 and Task 3 with development of alternatives. A. Provide preliminary (Task 1.4) and refined cost estimates (Task 3) and a cost benefit analysis based on the existing conditions, the concept drawings, and incorporation of community comments of the two proposed improvement alternatives. B. Provide a total project budget for the two proposed alternatives, with detailed budgets and timelines based on the improvements, anticipated permitting, and design and construction costs. The existing condition analysis shall consider current maintenance costs and replacement of existing facilities to prevent utility, road erosion as necessary to maintain the system as-is. C. Provide draft and final draft cost benefit and budget documents for both alternatives for City staff input. D. Develop a decision matrix of cost estimates, and pros and cons to incorporate the various design components studied. The decision matrix shall be used to analyze the proposed alternatives and recommendations for preferred alternative. E. Include cost estimates with Task 1.4 and Task 3 documents prepared for public meetings and submittals to the City. Task 4 Deliverables: 1. Draft Alternatives Cost Estimate Summary (PDF format and five hardcopy format) 2. Final Alternatives Cost Estimate Summary (PDF format and five hardcopy format) DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 17 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx Task 5: Project Report and Recommended Option The consultant shall provide the following services for this task: A. Refine the proposed layouts of the possible designs as directed by City staff for inclusion in the draft Project Report. For each proposed alternative, there shall be layouts for the Buckeye Creek entry and exit points from Foothills Park. Designs shall include hydraulic assessments and drainage facilities for each alternative. B. Prepare preliminary engineering drawings (15%) for Buckeye Creek as determined during the preliminary investigations and refinement of alternatives. C. Provide proposed trails and drainage improvements within the 7.7 acres site to emphasize safety and land stewardship practices. D. Summarize existing utility conflicts and potential relocations. E. Summarize applicable permits, right-of-way and/or easement requirements, design and regulatory standards. F. Include a qualitative environmental assessment for each alternative, such as but not limited to, visual, geology, noise, circulation, biological assessment, right-of-way, construction, subterranean impacts and possible mitigations. G. Include detailed description of the hydrologic and hydraulic analysis, approach, methodology, and results. H. Incorporate public and City comments into the refinement of design documents after each public meeting. I. Prepare color schematics (minimum size 24” x 36”) of design options suitable for presentation to City Council and other City committees as well as to the public. J. Provide discussion and comparison including the advantages and disadvantages of each alternative. K. Prepare an executive summary that includes a comparison of each alternative and the rationale for a preferred alternative recommendation. L. Prepare a draft project report summarizing the study and alternatives analysis, cost estimates, and recommendations. The draft project report shall be provided to City staff, boards, commissions and Council for input and final acceptance. M. Incorporate comments in the draft project report and submit a final project report. Task 5 Deliverables: 1. Draft Project Report (PDF format and five hardcopy format) 2. Draft Project Report (PDF format and five hardcopy format) Task 6: Meetings The Consultant shall attend, present, and prepare presentation materials for up to 6 formal meetings with stakeholders and City Staff as described in Task 1.4 (2 meetings) and Task 3 (4 DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 18 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx meetings). In addition, the Consultant shall conduct monthly check-in conference calls with City staff. Task 6 Deliverables: 1. Presentation materials for stakeholders meetings 2. Meeting minutes of monthly conference calls Task 7: Project Management Project management and administration includes management of project performance, progress, and execution of the scope of services. Provide monthly status reports and invoicing to the City. Monthly status reports shall include information regarding work completed, work anticipated, budget and schedule status, and any issues or concerns. Perform quality assurance and quality control reviews of all work and deliverables submitted to the City. Task 7 Deliverables: 1. Monthly status reports and invoices. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 19 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Tentative Completion Completion No. of Weeks Date From NTP Task 1: Preliminary Investigation and Input 11/15/16 21 Task 2: Hydrology and Hydraulics 12/15/16 25 Task 3: Refinement of Alternative Solutions 03/15/17 40 Task 4: Cost Benefit Analysis and Budget 03/30/17 42 Task 5: Project Report and Recommended Option 07/15/17 56 Task 6: Meetings 07/15/17 56 (on-going) Task 7: Project Management 07/15/17 56 (on-going) DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 19 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed Ninety-five Thousand Four Hundred Fifty-two and 50/100 Dollars ($95,452.50). CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event Additional Services are authorized, the total compensation for Services, Additional Services and reimbursable expenses shall not exceed One Hundred Four Thousand Nine Hundred Ninety-eight Dollars ($104,998.00). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s project manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $95,452.50 and the total compensation for Additional Services does not exceed $9,545.50. BUDGET SCHEDULE (see attached schedule) NOT TO EXCEED AMOUNT Task 1 $ 46,445.00 (Preliminary Investigation and Input) Task 2 $ 11,945.00 (Hydrology and Hydraulics) Task 3 $ 6,455.00 (Refinement of Alternative Solutions) Task 4 $ 3,420.00 (Cost Benefit Analysis and Budget) Task 5 $ 15,700.00 (Project Study Report and Recommendation Option) Task 6 $ 10,095.00 (Meetings) Task 7 $ 1,392.50 DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 20 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx (Project Management) Sub-total Basic Services $95,452.50 Reimbursable Expenses $0.00 Total Basic Services and Reimbursable expenses $95,452.50 Additional Services (Not to Exceed) $9,545.50 Maximum Total Compensation $104,998.00 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: None ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s project manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB EN G E O I n c o r p o r a t e d WR A - B i o l o g i c a l a n d La n d s c a p e A r c h i t e c u t r e Su p p o r t * PL S S u v e y i n g * Su p p o r t Labor (hrs) Labor ($) ODC*** Total Ta s k Su b - T a s k Principal Engineer Associate Professional Staff Engineer Principal Permitting Specialist Senior Professional Staff Analyst Chief Surveyor 2 Man Crew Cad / Graphics Project Assistant Ho u r l y R a t e $2 3 0 . 0 0 $2 1 0 . 0 0 $1 7 0 . 0 0 $2 2 5 . 0 0 $1 8 5 . 0 0 $1 6 0 . 0 0 $2 1 0 . 0 0 $2 4 5 . 0 0 $1 4 5 . 0 0 $8 5 . 0 0 1 Pr e l i m i n a r y I n v e s t i g a t o n a n d I n p u t 1.1 K i c k o f f M e e t i n g 4 4 4 12 $ 2 , 5 8 0 . 0 0 $ 8 5 . 0 0 $ 2 , 6 6 5 . 0 0 1.2 F i e l d R e c o n n a i s s a n c e a n d T o p o g r a p h i s S u r v e y 4 15 60 5 84 $ 1 9 , 4 1 5 . 0 0 $ 1 , 2 0 0 . 0 0 $ 2 0 , 6 1 5 . 0 0 1.3 P r e l i m i n a r y H y d r o l o g i c a n d H y d r a u l i c A n a l y s i s f o r E x i s i t n g C o n d i t i o n s 2 8 40 50 $ 8 , 9 4 0 . 0 0 $ 8 , 9 4 0 . 0 0 1.4 P r e l i m i n a r y I n v e s t i g a t i o n a n d C o o r d i n a t i o n 15 20 4 39 $ 7 , 2 9 0 . 0 0 $ 7 , 2 9 0 . 0 0 1.6 P r e l i m i n a r y B i o l o g i c a l A s s e s s m e n t 2 27 5 34 $ 6 , 2 4 5 . 0 0 $ 6 , 2 4 5 . 0 0 Me m o P r e p a r a t i o n 3 3 6 $ 6 9 0 . 0 0 $ 6 9 0 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 1 22 5 $ 4 5 , 1 6 0 . 0 0 $ 1 , 2 8 5 . 0 0 $ 4 6 , 4 4 5 . 0 0 2 Hy d r o l o g y a n d H y d r a u l i c s $ - $ - 2. 1 P r e p a r e H y d r o l o g y , H y d r a u l i c s a n d S e d i m e n t T r a n s p o r t f o r T w o A l t e r n a t i v e s 2 5 40 5 1 53 $ 9 , 1 2 0 . 0 0 $ 9 , 1 2 0 . 0 0 2.2 P r e p a r e T e c h n i c a l M e m o 0. 5 4 10 2 16 . 5 $ 2 , 8 2 5 . 0 0 $ 2 , 8 2 5 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 2 69 . 5 $ 1 1 , 9 4 5 . 0 0 $ - $ 1 1 , 9 4 5 . 0 0 3 Re f i n e m e n t o f A l t e r n a t i v e S o l u t i o n s $ - $ - 3. 1 D e v e l o p 2 A l t e r a t i v e s B a s e d o n C i t y / S t a k e h o l d e r F e e d b a c k 1 10 4 1 5 5 3 $ 5 , 2 1 5 . 0 0 $ 5 , 2 1 5 . 0 0 3.2 F i n a l A l t e r n a t i v e s R e p o r t 1 1 2 6 10 $ 1 , 2 4 0 . 0 0 $ - $ 1 , 2 4 0 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 3 10 $ 6 , 4 5 5 . 0 0 $ - $ 6 , 4 5 5 . 0 0 4 Co s t B e n e f i t A n a l y s i s a n d B d u g e t 0 $ - $ - 4. 1 P r o v i d e C o s t E s t i m a t e s o f 2 A l t e r n a t i v e s 2 3 10 2 4 21 $ 3 , 4 2 0 . 0 0 $ 3 , 4 2 0 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 4 21 $ 3 , 4 2 0 . 0 0 $ - $ 3 , 4 2 0 . 0 0 5 Pr o j e c t S t u d y R e p o r t a n d R e c o m m e n d a t i o n O p t i o n 0 $ - $ - 5. 1 P r o v i d e R e p o r t o f P r e f e r r e d A l t e r a t i v e s 2 25 5 25 57 $ 1 1 , 1 8 5 . 0 0 $ 2 0 0 . 0 0 $ 1 1 , 3 8 5 . 0 0 5.2 P r o v i d e E n g i n e e r i n g D r a w i n g s o f P r e f e r r e d A l t e r n a t i v e s 25 4 29 $ 3 , 9 6 5 . 0 0 $ 3 5 0 . 0 0 $ 4 , 3 1 5 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 5 57 $ 1 5 , 1 5 0 . 0 0 $ 5 5 0 . 0 0 $ 1 5 , 7 0 0 . 0 0 6 Me e t i n g s 0 $ - $ - 6. 1 A t t e n d u p t o 6 m e e t i n g s 20 12 12 44 $ 8 , 4 6 0 . 0 0 $ 1 0 0 . 0 0 $ 8 , 5 6 0 . 0 0 6.2 P r e p a r e P r e s e n t a t i o n M a t e r i a l s a n d M e e t i n g M i n u t e s 3 5 8 $ 9 3 5 . 0 0 $ 6 0 0 . 0 0 $ 1 , 5 3 5 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 6 52 $ 9 , 3 9 5 . 0 0 $ 7 0 0 . 0 0 $ 1 0 , 0 9 5 . 0 0 7 Pr o j e c t M a n a g e m e n t $ - $ - 7. 1 B i l l i n g 6.5 6.5 $ 5 5 2 . 5 0 $ - $ 5 5 2 . 5 0 7.2 M o n t h l y U p d a t e s 4 4 $ 8 4 0 . 0 0 $ - $ 8 4 0 . 0 0 Su b t o t a l E s t i m a t e f o r T a s k 7 10 . 5 $ 1 , 3 9 2 . 5 0 $ - $ 1 , 3 9 2 . 5 0 TO T A L 4 4 5 $ 9 5 , 4 5 2 . 5 0 At t a c h m e n t to Ex h i b i t “C ” Ci t y o f P a l o A l t o - B u c k e y e C r e e k P r o j e c t * E N G E O h a s i n c l u d e d a 1 0 % m a r k - u p o n s e r v i c e s p r o v i d e d b y su b c o n s u l t a n t s f o r t h i s p r o j e c t . ** O t h e r D i r e c t C o s t s ( O D C ) i n c l u d e m i l e a g e a n d r e p r o d u c t i o n Pa g e 1 Co s t E s t i m a t e m o d i f i e d 4 - 2 0 - 2 0 1 6 DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 21 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx EXHIBIT “C-1” HOURLY RATE SCHEDULE ENGEO INCORPORATED PREFERRED CLIENT FEE SCHEDULE PROFESSIONAL SERVICES Effective April 2015 President...................................................................................................................................... $295.00 per hour Principal Engineer/Geologist ...................................................................................................... $240.00 per hour Associate Engineer/Geologist..................................................................................................... $220.00 per hour Senior Engineer/Geologist .......................................................................................................... $195.00 per hour Project Engineer/Geologist/Manager.......................................................................................... $175.00 per hour Environmental Scientist .............................................................................................................. $170.00 per hour Staff Engineer/Geologist............................................................................................................. $155.00 per hour Assistant Engineer....................................................................................................................... $130.00 per hour Construction Services Manager .................................................................................................. $155.00 per hour Senior Field Representative II..................................................................................................... $140.00 per hour*/** Senior Field Representative I...................................................................................................... $125.00 per hour*/** Field Representative.................................................................................................................... $115.00 per hour*/** Environmental Technician…………………………………… ................................................ $120.00 per hour*/** Senior Laboratory Technician..................................................................................................... $140.00 per hour Laboratory Technician ................................................................................................................ $125.00 per hour CAD Specialist............................................................................................................................ $125.00 per hour Network Administrator ............................................................................................................... $175.00 per hour Project Assistant.......................................................................................................................... $110.00 per hour * Two-hour minimum portal to portal. Travel time, pick-up and delivery will be billed based on normal hourly rates, portal to portal. * OVERTIME RATES: Rates increased by factor of 1.5 for all hours worked in excess of eight (8) Monday through Friday, and the first eight (8) hours worked on Saturday. Rates increased by factor of 2.0 for all hours worked in excess of twelve (12) Monday through Friday, all hours worked in excess of eight (8) on Saturday and all hours worked on Sunday and holidays. ** For Prevailing Wage projects, increase the hourly rate by $15. ** Rates increased by factor of 1.25 for night shift hours (hours commencing after 4:00 p.m. or before 4:00 a.m.); rates increased by factor of 1.875 (an additional factor of 1.5) for all night shift hours in excess of eight (8). ADDITIONAL SERVICES OFFERED In addition to our core services of geotechnical, hydrologic and environmental engineering, including construction-phase testing and observation, ENGEO provides clients with services for establishment and management of Geologic Hazard Abatement Districts (GHAD) and for Entitlement and Permitting Support (EPS). For more information about these services and associated pricing, please contact ENGEO at (925) 866-9000. OTHER FEES • Equipment and materials will be charged in addition to the above hourly rates. • Outside Consultants, Subcontracted Services and Equipment Rental ......................................................................Cost plus 20% • Deposition, Mediation, Arbitration, or Court Appearance (Minimum Charge) ..................$2,000.00 half day, $4,000.00 full day . DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 22 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx ENGEO - EQUIPMENT AND MATERIALS CHARGES DESCRIPTION COST PER UNIT ($) UNIT Air Content Meter 7.00 hour All-Terrain Vehicle (Mule) 25.00 hour Bailers (Disposable) 8.00 each Camera - Video 10.00 hour Concrete Crack Monitor 20.00 each Coring Machine 25.00 hour Electronic Water Level Indicator 5.00 hour Engineering Analysis Software 20.00 hour Equipment Transport(er) 100.00 hour Exploration Equipment (Percussion Penetrometer) 50.00 hour Floor Flatness/Floor Level Equipment 20.00 hour Generator 15.00 hour GPS Hand Held (Garmin) 5.00 hour GPS Survey Grade (Trimble) 90.00 hour Hand Auger and Soil Sampler 15.00 hour Hydraulic Pull-Test Equipment 15.00 hour Interface Probe 2.00 hour Magnetic Particle Test Equipment 8.00 hour Moisture Content Test Equipment 6.00 hour Multi-Parameter Water Meter 15.00 hour pH Meter/Turbidity Meter 10.00 hour Photo Ionization Detector 15.00 hour R Meter (Pachometer) 15.00 hour Sampling Tubes 10.00 each Sand Cone Equipment and Material 5.00 hour Schmidt Hammer 20.00 hour Skidmore Wilhelm Bolt Tension Calib. 10.00 hour Slope Inclinometer/Settlement Indicator/VW Readout 50.00 hour Torque Wrench 12.00 hour Transfer Pump 3.00 hour Ultrasonic Equipment 25.00 hour Vapor Emission Test Kit 25.00 kit Vector Conversion 60.00 conversion Vehicle, mileage, nuclear gauge, misc. equipment,wireless 20.00 hour Vehicle, mileage, misc. equipment, wireless communication 11.00 hour Water Sampling Pumps 20.00 hour Bridge Toll actual actual Mileage .78 mile Parking actual actual Trailer 15.00 hour AutoCAD, Terramodel (Hardware & Software)20.00 hour Photocopies Black & White 0.25 each Photocopies Color 11 x 17 1.50 each Photocopies Color 8½ x 11 1.00 each Plot - Black & White 3.00 square foot Plot - Color 4.00 square foot Postage actual actual Scan - Black & White 1.50 each Scan - Color 3.75 each Telephone 0.50 minute DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 23 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx Subconsultant: WRA, Inc. PREFERRED CLIENT RATE SCHEDULE Effective: January 1, 2016 PRINCIPALS RATE Timothy DeGraff, Chief Executive Officer $263/HR Geoff Smick, President $206/HR Sherry Maloney, Chief Financial Officer $206/HR Michael Josselyn, Senior Wetland Scientist $315/HR Douglas Spicher, Senior Wetland Ecologist $204/HR Philip Greer, Senior Biologist $194/HR George Salvaggio, Senior Landscape Architect $189/HR Dana Riggs, Senior Wildlife Biologist $179/HR Justin Semion, Senior Aquatic Ecologist $179/HR Amanda McCarthy, Senior Plant Ecologist $189/HR ASSOCIATE PRINCIPALS $189‐300/HR SENIOR ENVIRONMENTAL PLANNER $189/HR SENIOR ASSOCIATE $168‐189/HR SENIOR ASSOCIATE / GIS MANAGER $172/HR SENIOR ASSOCIATE MARKETING DIRECTOR $123/HR ASSOCIATE ENVIRONMENTAL PLANNER $150‐158/HR ASSOCIATE LANDSCAPE ARCHITECT $147/HR ASSOCIATE $143/HR GIS PROFESSIONAL / GIS PROFESSIONAL II $127‐146/HR CONSERVATION FINANCE MANAGER $158/HR LANDSCAPE ARCHITECT $136/HR ENVIRONMENTAL PLANNER $129/HR SCIENTIST $123/HR SENIOR GIS TECHNICIAN / SENIOR LANDSCAPE DESIGNER $118/HR SENIOR TECHNICIANS / ASSISTANT ENVIRONMENTAL PLANNER II $116‐118/HR GIS TECHNICIAN / LANDSCAPE DESIGNER $106‐107/HR TECHNICIAN / ASSISTANT ENVIRONMENTAL PLANNER $104‐107/HR FIELD STAFF $77/HR CLERICAL $70/HR DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 24 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx Subject to an annual rate adjustment. Necessary project expenses are billed at cost plus 10%. Subconsultant: PLS Surveys, Inc. RATE SCHEDULE Field: One-man $185.00 Two-man $220.00** Three-man $284.00 4 hour minimum applies to above rates Hydrographic Day rate $3,100.00 Office: Principal-in-Charge $190.0 Land Surveyor $150.0 Survey Technician $105.0 AutoCAD/Drafter $131.0 Clerical/Delivery (In-House) $95.00 Fringe 86.32% Overhead 118.73%Overhead 205.05% Profit Margin 10.00% **The two-man crew rate is our standard rate used for most land surveys. This rate includes RTK GPS, robotic total stations, digital levels and supplies. Rates good through 2019. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 25 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx 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: REQUIRED 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. CITY APPROVES A PROFESSIONAL LIABILITY DEDUCTIBLE OF $150,000. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB Professional Services Rev. March 31, 2015 26 E:\TEMP WORK - PURCHASING\WORK FOLDER\CSD - JOSE\162837 Buckeye Creek Hydrologic and Hydraulic3\Contract\Contract C16162837 ENGEO Incorporated.docx B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON- PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 EMAIL: InsuranceCerts@CityofPaloAlto.org DocuSign Envelope ID: 783605CB-26B8-4816-AC95-F3EB5092B1DB