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Staff Report 7418
City of Palo Alto (ID # 7418) City Council Staff Report Report Type: Consent Calendar Meeting Date: 12/12/2016 City of Palo Alto Page 1 Summary Title: Downtown Parking Garage Site and Design Contract Approval Title: Approval of Site Finalization of Lot D, Located at Hamilton Avenue and Waverley Street, for the New Downtown Parking Garage, and Approval of a Contract with Watry Design, Inc. in the Amount of $1,899,591 to Provide Design and Environmental Assessment Services for the new Downtown Parking Garage, Capital Improvement Program Project, PE-15007 From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1) Approve the site Lot D, located at Hamilton Avenue and Waverley Street, for the planning and design of a new downtown parking garage; and 2) Approve and authorize the City Manager or his designee to execute Contract No. C17166279 (Attachment A) with Watry Design, Inc. in a not- to-exceed amount of $1,899,591 for design services including $1,726,901 for basic services and $172,690 for additional services for the New Downtown Parking Garage Capital Improvement Program project (PE- 15007). Background In 2014 the City Council authorized staff to proceed with several parking strategies aimed at improving parking supply for the University Avenue (Downtown) and California Avenue Business Districts (Staff Report ID #4374). Since then, the City has taken steps to maximize use of existing off-street parking facilities, address spill-over impacts into adjacent residential neighborhoods, and reduce overall parking demand via establishment of a Transportation Management Association (TMA) and other means. The City has also initiated a study of paid parking downtown, and continues to monitor a parking deficiency City of Palo Alto Page 2 that was originally described in the 1986 study of downtown. All of these actions have failed to fully address parking demand downtown, and the total supply of public parking (on and off-street) remains at or near capacity during the busiest times of the day/week. Council identified parking facilities in downtown and the California Avenue area as being among the City’s priority projects and incorporated $13.0 million for a Downtown garage and $9.6 million for a California Avenue garage into the 2014 Council Infrastructure Plan. Council approved the plan in June 2014 (Staff Report ID #4889), including the use of the estimated $4.0 million FY 2014 yearend balance in the Downtown In-Lieu Parking fund, revenue collected for construction of garages in downtown. In October 2014, Council directed staff to return with a draft Request for Proposal (RFP) and evaluation criteria for hiring a qualified professional design firm for design, environmental review and preparation of construction cost estimate of a publicly-financed parking garage on parking Lot D at the corner of Hamilton Avenue and Waverley Street (Staff Report ID #5173). A feasibility analysis indicated a new garage could be constructed on Lot D to provide an additional 214 spaces to the existing 86 spaces (300 total). The initial project budget of $13.0 million was derived by multiplying the number of additional spaces by the downtown parking in-lieu fee in effect during FY 2014. As instructed, staff brought a draft RFP to Council in December 2015 however; the item was pulled from the consent calendar and not rescheduled (Staff Report ID #5818). In September, staff prioritized the New Downtown Parking Garage project again and released an RFP to solicit design proposals. Discussion Watry Design, Inc. Scope of Services The contract with Watry Design, Inc. includes preparation of environmental documents, schematic designs, design development packages, and construction documents for a new Downtown Parking Garage at existing surface parking Lot D. Watry Design, Inc. will develop conceptual options in preliminary design that include mechanical parking, retail, and sub-surface parking levels. Staff will return to Council with conceptual options for approval prior to moving forward with schematic design and environmental review. Watry Design, Inc. will present City of Palo Alto Page 3 designs for the new garage to the Architectural Review Board (ARB), Planning and Transportation Commission (PTC) and Council as appropriate at schematic design and design development levels. Watry Design, Inc. will also provide construction cost estimates upon completion of schematic design, design development, and construction document phases of the project. The Watry contract is configured into three phases. Phase 1 includes California Environmental Quality Act (CEQA) assessment, preliminary design, schematic design and design development. Phase 2 includes construction documents, permitting, project bidding and award. Phase 3 includes construction administration services and project closeout documents. The design contract includes the scope of services and compensation for all three phases. However, commencement of work for each phase will require written authorization by the City. Phase 2 will not be authorized until CEQA review and Council approval of the project are completed. Request for Proposal (RFP) Process In June 2016, Council authorized a contract with Nova Partners, Inc. (NOVA) to provide program management services for the 2014 Council Infrastructure Plan projects. Nova helped develop the project delivery plan, preliminary schedule and scope of work for procuring design and environmental review services for the downtown parking structure, and assisted with the selection process. Summary of Solicitation Process Proposed Length of Project 38 months Number of Consultants Contacted 615 Number of Builder Exchanges 6 Number of websites 1 (PlanetBids) Number of days to response 26 days Number of Proposal received 5 Company Name Address International Parking Design Oakland, CA Brooks + Scarpa Los Angeles, CA Watry Design San Jose, CA Choate Parking Consultants, Inc. Concord, CA City of Palo Alto Page 4 Watry Buehler Collaborative San Francisco, CA Proposed Basic Services Fee Range: $1,075,879 to $2,017,325 On September 29, 2016, the City released a Request for Proposal (RFP No. 166279) for Professional Services and five proposals were submitted. An evaluation committee comprised of Public Works, Planning and Community Environment, and Nova staff reviewed each firm’s submittal in response to the criteria identified in the RFP. On November 9, 2016, the three top-scoring firms made presentations to the evaluation committee. Watry Design, Inc. was unanimously selected as the top candidate. Staff recommends awarding the contract to Watry Design, Inc. based on their experience designing parking structures and working in the Palo Alto community, understanding of the project scope, and construction administration experience. In addition, the Watry team includes architectural services from The Hayes Group, having extensive experience navigating the Palo Alto ARB and approval process. The RFP requested pricing for both traditional design/bid/build and design/build project delivery methods for the parking garage. The Watry contract includes the design/bid/build delivery method. The design/build project delivery method is often considered advantageous for parking garage construction due to its tendency to shift risk to the design/build contractor and reduce costs by allowing the design/build contractor to find the most cost-effective strategies for complying with project specifications. In this instance, the need to secure ARB and Council approval of the project and CEQA document prior to the design/build RFP, would likely limit the innovations of the design/build contractor and potentially introduce delays. Timeline/Next Steps Staff anticipates the environmental assessment, preliminary and schematic design will take approximately one year to complete. Staff will return to Council in early 2017 to present options for conceptual approval prior to proceeding with schematic design and environmental review. Resource Impact City of Palo Alto Page 5 As approved in the Fiscal Year 2017 Adopted Capital Budget, funding for Phase 1 services (environmental assessment and design services through design development), Reimbursables and Additional Services is available in Capital Improvement Program project PE-15007. Additional funding needed to support Phases 2 and 3 will be appropriated in future fiscal years to coincide with the design and construction schedule. Phase 1: $883,729 Phase 2: $453,864 Phase 3: $339,308 Reimbursables: $50,000 Additional Services $172,690 Total: $1,899,591 Funding for the entire project was approved at approximately $13.7 million, which includes staff time. Updated construction cost estimates and corresponding total project budgets will be developed during the preliminary design phase and presented to Council with conceptual options for mechanical parking, retail, and sub-surface parking levels. The FY2017-2021 capital budget and 5-year plan includes a contingency fund of $30 million for the 2014 Council Infrastructure Plan projects that can be used to provide additional funding for the Infrastructure Plan projects as needed. Additionally, the Downtown In-Lieu Parking Fund balance as of June 30, 2016 is sufficient to provide a total contribution of approximately $4.8 million to the project, an increase of $0.8 million from the $4.0 million included in the 2014 Council Infrastructure Plan. Policy Implications The following policy statements in the Palo Alto Comprehensive Plan support the construction of new parking supply in addition to Council direction to staff on October 20, 2014: Policy T-45 Provide sufficient parking in the University Avenue/Downtown and California Avenue business districts to address long range needs. Policy T-47 Protect resident areas from the parking impacts of nearby business districts. City of Palo Alto Page 6 The policy implications involve discussion of the potential for increasing traffic in the immediate vicinity of a new garage and balancing this against the benefits (e.g. a reduction in the over-flow parking in nearby residential neighborhoods and convenient parking for area employees and visitors). Environmental Review Watry Design, Inc. will complete an environmental assessment as outlined in the scope of work. It is anticipated that the initial study will conclude that an Environmental Impact Report or Mitigated Negative Declaration will be required for the project. Attachments: Attachment A: Contract Watry Design Inc-C17166279-Final (PDF) CITY OF PALO ALTO CONTRACT NO. C17166279 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND WATRY DESIGN INC. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 12th day of December, 2016, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“City”), and WATRY DESIGN, INC., a California corporation, located at 2099 Gateway Place, Suite 550, San Jose, CA 95110 (“Consultant”). RECITALS The following recitals are a substantive portion of this Agreement. A. City intends to construct a new parking structure in the Downtown University Avenue business district (“Project”) and desires to engage a consultant to provide professional design and environmental consulting services in connection with the Project (“Services”). B. Consultant has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. In reliance on these representations, City desires to engage Consultant to provide professional services as more fully described in the Scope of Services set forth in Exhibit “A,” (“Basic Services”) and any authorized additional services (collectively, the “Services”), and in accordance with Schedule of Performance (“Schedule”) set forth in Exhibit “B.” NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. Consultant will perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement, to the reasonable satisfaction of City. Optional Incorporation of Proposal [This provision only applies if checked to incorporate consultant’s proposal into this Agreement.] Consultant’s proposal, dated _______(“Proposal”) is incorporated into and made part of this Agreement, subject to the limitations of subsection 27.8, and excepting any and all provisions in the Proposal which conflict with or are inconsistent with the provisions of this Agreement, as determined by the City Manager. 1 Professional Services Rev. September 21, 2016 2 Optional On-Call Provision [This provision only applies if checked and only applies to on- call agreements.] Services will be authorized by City, as needed, by a Task Order assigned and approved by City’s designated Project Manager. Each Task Order will be in substantially the same form the Professional Services Task Order form attached as Exhibit A-1. Each Task Order will designate a City Project Manager and contain a specific scope of Services, a specific schedule of performance and a specific compensation amount. The total price of all Task Orders issued under this Agreement may not exceed the amount of compensation set forth in Section 4, below. Consultant will only be compensated for Services performed under an authorized Task Order. City may elect, but is not required, to authorize Services up to the maximum compensation amount set forth in Section 4. City is not obligated to issue any Task Orders under this Agreement. SECTION 2. TERM. [Option A - applies when the term ends on a specified, pre-determined date.] The term of this Agreement (“Term”) begins on the date of its full execution and expires on unless terminated earlier pursuant to Section 19 of this Agreement. OR [Option B - applies when the term ends upon completion of Services, the exact date of which is not yet certain.] The term of this Agreement (“Term”) begins on the date of its full execution and expires upon satisfactory completion of the Services in accordance with the Schedule, but in no event later than June 30, 2020 unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. Consultant must complete the Services within the Term and in accordance with the Schedule. Any Services for which times for performance are not specified in this Agreement may be commenced and completed by Consultant in a reasonably prompt and timely manner based upon the circumstances and City’s direction to the Consultant. City’s agreement to extend or modify the Term or the Schedule will not preclude recovery of damages for delay if the extension or modification is required due to delay caused by the Consultant. SECTION 4. COMPENSATION. 4.1 Basic Services. The compensation to be paid by City to Consultant for performance of the Basic Services and reimbursable expenses may not exceed One Million Seven Hundred Twenty Six Thousand Nine Hundred One Dollars ($1,726,901). Consultant agrees to complete all Basic Services, including reimbursable expenses, within this amount. Professional Services Rev. September 21, 2016 3 4.2 Additional Services. Services in addition to the Basic Services (“Additional Services”), if any, must be authorized in accordance with and subject to the provisions of Exhibit “C,” entitled “Compensation.” In the event Additional Services are authorized, the total compensation for Basic Services, Additional Services and reimbursable expenses may not exceed One Million eight hundred ninety nine thousand five hundred ninety one Dollars ($1,899,591). Consultant will not be entitled to any compensation for Additional Services performed without the prior written authorization of City. Additional Services includes any Services that are determined by City to be necessary for the proper completion of the Project, but which are not already encompassed within the Basic Services described in Exhibit “A.” 4.3 Rate Schedule. The applicable rates and schedule of payment are set forth in Exhibit “C-1”, entitled “Schedule of Rates” (“Rate Schedule”). Consultant is not entitled to compensation for any Services performed or reimbursement for expenses incurred to the extent that payment would result in a total exceeding the maximum amount of compensation set forth herein. Optional [for multi-year contracts] 4.4 Unexpended monies. At the sole discretion of the City, the not-to-exceed compensation authorized in a contract year may include compensation authorized and not expended in prior contract years. SECTION 5. INVOICES. To request payment from City for Services performed, Consultant must submit monthly invoices to the City describing the Services performed and the applicable charges based on the Rate Schedule (including, for each day Services were provided, the name and title of the individuals or subconsultants who performed the Services, the hours worked, the hourly rates, and reimbursable expenses). The invoice must clearly distinguish between Basic Services and Additional Services, and must itemize all reimbursable expenses. The invoice must also describe the percentage of completion of the Services or each Task Order, as applicable. The information in Consultant’s invoices will be subject to verification by City. Consultant must submit all invoices to the City’s Project manager (“Project Manager”) at the address specified in Section 13, below. The City will process and pay all undisputed amounts within thirty (30) days of receipt of an invoice submitted in compliance with this Section 5. SECTION 6. RESPONSIBILITY AND STANDARD OF CARE. 6.1 Responsibility. All of the Services must be performed by Consultant or under Consultant’s supervision. Consultant represents that it possesses the professional and technical personnel necessary to timely perform the Services required by this Agreement and that Consultant’s personnel have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and any subconsultants assigned to the Project, have and will maintain during the Term of this Agreement all applicable licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. Professional Services Rev. September 21, 2016 4 6.2 Standard of Care. All of the Services to be furnished by Consultant under this Agreement must meet or exceed the professional standards applicable to professionals in the same discipline and with similar knowledge and skill, who are engaged in related Services in the San Francisco Bay Area under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. Consultant must keep itself informed of and comply with all federal, state and local laws, ordinances, regulations, and orders applicable to the Project, performance of the Services, or to any personnel or subconsultants assigned to perform Services under this Agreement. Consultant must 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 AND OMISSIONS. Consultant is solely responsible for all costs and damages, including, but not limited to, increases in the cost of Services, increased Project costs, delay damages, or change order markup costs arising from or caused by Consultant’s errors and omissions. Consultant is solely responsible for the costs to correct such errors and omissions, and for any costs or damages caused by Consultant’s unreasonable delay in correcting its errors and omissions. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, Consultant must submit updated estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal phase exceeds ten percent (10%) of City’s stated construction budget, Consultant must 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, Consultant, and any person employed by or contracted with Consultant to provide Services under this Agreement, will provide such Services as an independent contractor and not as an employee of City. SECTION 11. ASSIGNMENT. Consultant’s expertise and experience is a material inducement for City to enter into this Agreement. Consultant may 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. Option A: No Subcontractor: Consultant may not subcontract any portion of the Services to a subconsultant without the prior written authorization of the City Manager or his or her designee. Professional Services Rev. September 21, 2016 5 OR Option B: Subcontracts Authorized: Notwithstanding Section 11 above, City agrees that subconsultants may be used to complete the Services. This authorization does not operate to create a contractual relationship between the City and any subconsultant. The subconsultants authorized by City to provide Services for the Project are: Hayes Group Architects Merrill Morris BKF Donnelly Design Engineering Enterprise List Engineering Cornerstone Engineering WSP/Parsons Brinkerhoff Mack 5 Consultant must require its subconsultants to comply with all applicable provisions of this Agreement, which must be attached to each subcontract. Consultant is solely responsible for directing all subconsultants providing Services, and for any compensation due to subconsultants. Consultant is fully responsible to City for all acts and omissions of a subconsultant. Consultant may not change or add subconsultants without the prior written approval of the City Manager or his or her designee. SECTION 13. PROJECT MANAGEMENT. 13.1 Consultant will assign Michelle Wendler as the Principal to have supervisory responsibility for the performance, progress, and execution of the Services and Gordon Knowles as the Project Manager to represent Consultant during the day-to-day Services for the Project. If circumstances require the substitution of the Project director or coordinator, or any other key personnel for any reason, the appointment of a substitute Project director or coordinator and the assignment of any new or replacement key personnel will be subject to the prior written approval of the City’s Project Manager. At City’s request, Consultant must promptly remove any personnel who City determines do not perform the Services in an acceptable manner, are uncooperative, or who present a threat to the adequate or timely completion of the Project or to the safety of persons or property. 13.2 City’s Project Manager is Holly Boyd, Public Works Department, Engineering Division, 250 Hamilton Avenue, Palo Alto, CA 94301, Telephone: 650.329.2612. 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 or substitute Project Manager without prior notification to Consultant. Professional Services Rev. September 21, 2016 6 SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement are deemed the exclusive property of City without restriction or limitation upon their use. Consultant agrees that all copyrights which arise from creation of work product pursuant to this Agreement will be vested in City, and Consultant waives and relinquishes all claims to copyright or other intellectual property rights in favor of the City. Neither Consultant nor its employees or subconsultants, if any, may provide such work product 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 Services. SECTION 15. AUDITS. Consultant agrees to maintain and retain such records for at least four (4) years after the expiration or earlier termination of this Agreement. Consultant will permit City to audit, at any reasonable time during the term of this Agreement and for four (4) years after expiration or termination of the Term, Consultant’s records in any form or format pertaining to matters covered by this Agreement. SECTION 16. INDEMNITY. [Option A applies to the following design professionals subject to Civil Code Section 2782.8: architects, landscape architects, registered professional engineers, and licensed professional land surveyors.] 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 attorney 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 subconsultants under this Agreement, regardless of whether or not such liability for such Claims may have been caused in part by an Indemnified Party. OR [Option B applies to any consultant who does not qualify as a design professional as defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law, Consultant shall protect, indemnify, defend and hold harmless City, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) resulting from, arising out of, pertaining or in any manner related to performance or nonperformance by Consultant, its officers, employees, agents or Professional Services Rev. September 21, 2016 7 subconsultants under this Agreement, regardless of whether or not such liability for such Claims may have been caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require Consultant to indemnify an Indemnified Party from liability for Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. City’s acceptance of Consultant’s Services and duties will not operate as a waiver of Consultant’s indemnity and defense obligations. The provisions of this Section 16 survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. 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 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, must obtain and maintain, in full force and effect during the Term of this Agreement, the insurance coverage described in Exhibit “D,” entitled “Insurance Requirements,” attached hereto and incorporated herein. Consultant and its subconsultants, if any, must obtain and maintain 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 subconsultants 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 concurrent- ly 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 City’s 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. Professional Services Rev. September 21, 2016 8 18.4. The procuring of such required policy or policies of insurance will not be construed to limit Consultant’s liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, Consultant will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the Term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice to Consultant. Upon receipt of such notice, Consultant will must discontinue its performance of the Services, as specified in the notice of suspension or termination. 19.2. Upon receipt of notice of suspension or termination, Consultant must immediately deliver to the City Manager any and all work product and materials including, but not limited to, all copies of studies, sketches, drawings, computations, and other data, in any form or format, whether or not completed, which have been prepared by Consultant or its subconsultants, or given to Consultant or its subconsultants, in connection with this Agreement. Such work product and materials are deemed the property of City. 19.4. Upon such suspension or termination by City, Consultant will be paid for the Services satisfactorily rendered or materials delivered to City in accordance with the scope of Services on or before the stated effective date of the suspension or termination; provided, however, if this Agreement is suspended or terminated for cause, which may include unsatisfactory performance or default by Consultant, City will compensate Consultant only for that portion of Consultant’s services which have been satisfactorily provided and which are of direct and immediate benefit to City as determined by the City Manager acting in his or her sole discretion. The following Sections will survive any expiration or termination of this Agreement: 8, 14, 15, 16, 19.4, 20, 25 and 27. 19.5. No payment, partial payment, acceptance, or partial acceptance for Services by City will operate as a waiver by City of any of its rights under this Agreement. SECTION 20. NOTICES. All notices under this Agreement 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 Professional Services Rev. September 21, 2016 9 To Consultant: Michelle Wendler Watry Design, Inc. 2099 Gateway Place Suite 550 San Jose, CA 95110 SECTION 21. CONFLICT OF INTEREST. 21.1. By entering into 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, subcontractors 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 will 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. Pursuant to Palo Alto Municipal Code section 2.30.510, Consultant certifies that in the performance of this Agreement, it will 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 or any other protected classification. 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, 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 must 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 must 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; and second, reusing waste and third, recycling or composting waste. In particular, Consultant must comply with the following zero waste requirements: 23.1. All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, Professional Services Rev. September 21, 2016 10 and public education materials, must 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. 23.2. Goods of any type or nature purchased by Consultant on behalf of City must be purchased in accordance with City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office. SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE. Consultant must comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (“Citywide Minimum Wage”), as it may be amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, Consultant must pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code section 4.62.030 for each hour worked within the geographic boundaries of the City. In addition, Consultant must post notices regarding the Citywide Minimum Wage Ordinance in accordance with Palo Alto Municipal Code section 4.62.060. SECTION 25. NON-APPROPRIATION 25.1. This Agreement is subject to the fiscal provisions of the City’s Charter and its Municipal Code. Notwithstanding any other provision in this Agreement, 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. SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS 26.1 This Project is not subject to prevailing wages. This Agreement is not subject to prevailing wage requirements in the performance and implementation of the Project if this Agreement is not a public works contract as defined under Labor Code section 1720, et seq. and regulations promulgated thereunder, or if, pursuant to Labor Code section 1782, the Agreement does not include a public works construction project of more than $25,000, or a public works alteration, demolition, repair, or maintenance of more than $15,000. OR 26.1 This Project is subject to prevailing wage requirements, including all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, including requirements pertaining to wages, working hours and workers’ compensation insurance. The general prevailing wage requirements applicable to the City’s location for each craft, Professional Services Rev. September 21, 2016 11 classification, or type of worker needed to provide the Services, including employer payments for health and welfare, pension, vacation, apprenticeship and similar purposes, are on file at the City’s Purchasing Department’s office and available online at http://www.dir.ca.gov/DLSR. Consultant must provide a copy of prevailing wage rates to any staff or subconsultant, and must require compliance with the prevailing wage requirements. Consultant must comply with all applicable sections of the Labor Code pertaining to prevailing wages, including, but not limited to, Sections 1771.1, 1725.5, 1775, 1776, 1777.5, 1782, 1810, and 1813. 26.2 Consultant must comply with the requirements of Exhibit “E” for any contract for public works construction, alteration, demolition, repair or maintenance. 26.3 Pursuant to Labor Code section 1725.5, Consultant and its subconsultants or subcontractors must be registered with the California Department of Industrial Relations (“DIR”) to perform public work. The Services provided pursuant to this Agreement are subject to compliance monitoring and enforcement by the DIR pursuant to Labor Code section 1771.4. 26.4 Pursuant to Labor Code section 1861, by entering into this Agreement, Consultant certifies as follows: “I am aware of the provisions of Labor Code section 3700 which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of public works services under this Agreement.” SECTION 27. MISCELLANEOUS PROVISIONS. 27.1. This Agreement will be governed by the laws of the State of California. 27.2. The state courts of California in the County of Santa Clara, State of California are the exclusive venue for any legal action arising from or related to this Agreement. 27.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party is entitled to recover an amount equal to the fair market value of legal services provided by its attorneys as well as any attorneys’ fees paid to third parties. 27.4. This Agreement, including the exhibits hereto, represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This Agreement may only be amended by a written instrument signed by both parties. 27.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. Professional Services Rev. September 21, 2016 12 27.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 27.7. All exhibits or attachments referred to in this Agreement and any duly authorized Task Orders are incorporated into and made part of this Agreement. 27.8 In the event of any conflict or inconsistency between the terms of this Agreement and the terms of any exhibits hereto or Consultant’s proposal (if any), the Agreement shall control. In the case of any conflict or inconsistency between the terms of the exhibits hereto and the terms of Consultant’s Proposal, the terms in the exhibits shall control. 27.9 If, pursuant to this Agreement, City discloses to Consultant or provides access to personal information as defined in California Civil Code section 1798.81.5(d) about any California resident (“Personal Information”), Consultant must maintain reasonable and appropriate security procedures to protect the Personal Information, and must inform City immediately upon learning that there has been a breach in the security of the Personal Information or the system in which the Personal Information is maintained. Consultant may not use Personal Information for direct marketing purposes without City’s express written consent. 27.10 All unchecked boxes do not apply to this Agreement. 27.11 The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of the party that each represents. 27.12 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement. Professional Services Rev. September 21, 2016 13 CONTRACT No. C17166279 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO City Manager (Contract over $85k) Purchasing Manager (Contract over $25k) Contracts Administrator (Contract under $25k) APPROVED AS TO FORM: City Attorney or designee (Contract over $25k) Contracts Administrator (Checklist Approval) WATRY DESIGN, INC Officer 1 By: Name: Title: Officer 2 (Required for Corp. or LLC) By: Name: Title: Attachments: EXHIBIT “A”: SCOPE OF SERVICES EXHIBIT “B”: SCHEDULE OF PERFORMANCE EXHIBIT “C”: COMPENSATION EXHIBIT “C-1”: SCHEDULE OF RATES EXHIBIT “D”: INSURANCE REQUIREMENTS 14 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services EXHIBIT A SCOPE OF SERVICES DOWNTOWN PARKING STRUCTURE I. GENERAL INFORMATION A. Project Summary 1.Project Description and Purpose. The City of Palo Alto (“City”) intends to construct a new parking structure (“Project”) in the Downtown University Avenue business district to provide a minimum of 300 parking spaces, public restrooms, bicycle lockers, electric vehicle charges and potentially 2,000 to 6,000 square feet of retail, stacked parking systems and solar canopy or other uses as determined by the City. 2.Project Location. The Parking Structure will be located at Parking Lot D (at Hamilton Avenue and Waverley Street). B. Summary of Services. 1.Design Consultant Services. The design consultant services for the Project (“Consultant Services”) include preparation of Preliminary Design, Schematic Design, Design Development Documents, Construction Documents, assistance with Bidding and Award, Construction Administration and Project Closeout Services. 2.Environmental Consulting Services. For the Project, preparation of environmental review and environmental document. City’s Role. During the term of the Consultant’s professional services under this Agreement, the following items will be the responsibility of the City: 1.The City’s Project Manager or authorized designee shall manage the Consultant’s performance under the Agreement. Consultant shall receive final direction only from the Project Manager or his or her authorized designee. The Project Manager shall resolve any conflicting direction from other groups, departments or agencies. 2.The City shall provide evaluation, mitigation design and administration of work for hazardous materials at the Project site. 3.The City shall provide reviews and comment on what may be necessary to complete design milestones, and/or approve completion of design milestones and cost estimates. At 15 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services the completion of each phase, the City shall, acting in its sole discretion, provide written authorization to the Consultant to proceed to the next phase, contingent upon satisfactory completion of the previous phase and any required approvals, including, but not limited to, budget authorizations. Said written authorization shall require the signature(s) of the City’s Project Manager or his/her authorized designee. 4.City shall provide record drawings of existing Project facilities (when available). 5.City shall provide Division 0 and 1 specifications (front-end), in Microsoft Word format to Consultant for review and comment. 6.City shall print and provide construction contractors with copies of bid documents (including the front end documents and the final plans and specifications for the Project). 7.City shall advertise and award construction contracts. 8.The City shall oversee and manage the artist selection process, City and artists agreements, artwork approvals, budgets and schedule, and artwork installation. 9.The City may prequalify general contractors and key subcontractors and limit bidding to only those firms that have been deemed by the City to be qualified. City shall actively market the Project to general contractors and major traders to increase likelihood of receiving competitive bids. II.GENERAL REQUIREMENTS The following general requirements apply to both the Consultant Services and the Environmental Services (collectively, the “Services”). Requirements specific to Consultant Services are provided in Part III, below. Requirements specific to the Environmental Services are provided in Part IV, below. A. Project Manager. The City’s Project Manager or authorized delegee(s) (“Project Manager”) will be the primary point of contact for the Consultant. The Project Manager will monitor the Consultant’s performance. B. Communications. The Consultants must maintain communications for all aspects of delivery of the Services. Each Consultant must be in daily contact with the Project Manager and must provide same day responses to the City’s email and telephone requests. Each 16 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services Consultant must be equally responsive to the other Consultant to ensure prompt and efficient delivery of coordinated Services. C. Integrated Services. Time is of the essence for design and delivery of this Project. The Consultants must at all times coordinate delivery of their respective Services to avoid delaying progress on the Project. Consultant must ensure that it does not delay the Services provided by the sub-consultants, and must coordinate schedules to avoid delay. III. DESIGN PROFESSIONAL SERVICES A. General Provisions. This Part III of the Scope of Services includes the requirements for delivery of the Consultant Services for the Project. In general, this includes design and code-compliant Project drawings and specifications and construction administration up to and including Project close-out. The Consultant Services include the general provisions included in this subpart III.A, as well as the phase-specific requirements set forth in subparts III.B-G. 1.Design and Construction Administration. Consultant’s responsibilities include, but are not limited to the following: 1.1 Preparation of conceptual design documents, schematic design documents, design development documents, construction documents, project manual specifications and permit package, estimates of probable construction cost; 1.2 Management of the entire design process, including all design professionals; 1.3 Providing construction administration services from bidding through close- out, including coordination of systems’ commissioning 1.4 Providing assistance with obtaining construction permits and bidding process; and 1.5 Coordination of public art (per City’s municipal code requirements). These design and construction administration services are to be provided by qualified, licensed professionals, including, but not limited to the following professions: civil engineer, geotechnical engineer, structural engineer, mechanical engineer, electrical engineer/lighting design, landscape architect, architect, cost consultant, energy analysis 17 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services engineer, commissioning agent, signage designer, surveyor, arborist, stacked parking specialists and other specialty consultants as needed. 2.Budget and Cost Estimates. The Project must be designed and constructed for a total cost not to exceed $13 million dollars, including all exterior and interior improvements and associated site work improvements. The Consultant must work closely with the Project Manager to assure that the total Project cost does not exceed the Project budget. The Consultant must provide cost estimates at each phase of design in a format acceptable to the Project Manager. If an estimate indicates that the Project costs may exceed the budget, the Consultant will not be authorized to proceed to the next design phase until the estimate is reconciled with the budget, the design is modified to meet the budget, or the City agrees to adjust the budget accordingly. 3.Project Schedule. Within ten business days after the City and Consultant have fully executed the agreement for the Consultant Services, the Consultant must provide a Project schedule, in a format acceptable to the Project Manager. The schedule must show all Project development phases, including environmental review, design, construction and close-out. The Project schedule must be sufficiently detailed to allow the Project Manager to monitor progress on the Project design and construction. During the design phase, Consultant must submit an updated Project schedule as part of its deliverables for each phase. During the construction administration phase, Consultant must submit an updated schedule on a monthly basis, concurrent with submission of its payment applications. 4.Investigation and Review. The Consultant is responsible for thorough and appropriate field investigation of the Project site and for identifying existing conditions. The Consultant must review available documentation regarding site conditions. 5.Code Compliance. All design and construction must comply with the most recent requirements (i.e. current at the time of submitting an application for building permit) of all local, state, and federal codes and regulations, including but not limited to, the California Building Code 2016 (Part 2 of Title 24), the regulations promulgated under Titles II and III of the Americans with Disabilities Act (28 CFR Parts 35 and 36), the Americans with Disabilities Act Design Standards (Appendix A of 28 CFR 36), and the Palo Alto Municipal Code. 6.Green Building Requirements. The City intends that the Parking Structure are designed and built in conformance with the City’s Green Building Policy, which currently requires LEED Silver or higher. The City’s Green Building Policy is under current review and the Project will be required to comply with the applicable Green Building requirements in 18 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services effect during design development. Consultant is responsible for designing the Project to comply with the application Green Building Policy Requirements (“Green Building Requirements”), including but not limited, providing qualified project management and submission of all required documentation. Information regarding the City’s Green Building Policy may be accessed via the City’s website at: http://www.cityofpaloalto.org/gov/depts/ds/green_building/green_building_in_palo_a lto.asp 7.Architectural Review Board. Consultant is required to participate in and comply with the City’s Architectural Review Board (“ARB”) process for final approval of the design of the Project. 7.1 The ARB is charged with design review of all new construction, consistent with its objectives, which include: Promote orderly and harmonious development of the City; Enhance the desirability of residence or investment in the City; Encourage the attainment of the most desirable use of land and improvements; Enhance the desirability of living conditions upon the immediate site or in adjacent areas; and Promote visual environments which are of high aesthetic quality and variety and which, at the same time, are considerate of each other 7.2 Consultant must become familiar with the ARB process and be prepared to provide all materials for both the informal and formal submissions. The required entitlements needed from the Planning and Community Environment Department are conditions of approval and ARB design review for the Parking Structure. As part of this process, the Consultant will be required to attend multiple ARB meetings including study sessions and formal presentations to the Board as required to complete the ARB process. The Design Development phase of the Project (addressed below is subpart D) will not be considered complete until formal ARB approvals are obtained. 8.Meetings and Presentations. Consultant will be responsible for leading communications at design meetings, various public meetings, and meetings with outside stakeholders, including community meetings. The design meetings will include a minimum of 4 community meetings and informational presentations to City 19 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services departments, community groups, and neighbors. 8.1 In addition to meeting with or presentations to the ARB, presentation to the Palo Alto City Council will also be required. Participation for the Project will include presentations to and meeting with other City boards and commissions to solicit feedback and comments on the progress of the design. Other meetings may also include City Fire Department and Building Department, technical-planning meetings, technical-building meetings, traffic meetings, reviewing agencies meetings, Design Review Committee, and other meetings reasonably required. 8.2 Consultant must attend meetings with the Project Manager and key City staff people at each stage of design. 8.3 Most meetings will be held at Palo Alto City Hall, 250 Hamilton Avenue, Palo Alto, CA 94301. Community meetings may include interactive design workshops for some aspects of the Project, particularly site design. 8.4 Consultant’s duties will include arrangement for meeting logistics, invitations to meetings, meeting materials, meeting minutes, and follow up on action items. Project meetings with the Project Manager and key City staff people will be held, at a minimum on a weekly basis throughout the Project design and construction. The Environmental Consultant will be required to attend such meetings as needed. Consultant shall schedule coordination meetings, including the Environmental Consultant or key sub-consultants on a consistent basis throughout the Project, but particularly early in the design phase to ensure an integrated and informed design. 9.Plans and Specifications. For design-bid-build project delivery, the Consultant must provide full construction plans and specifications for the Project, including, but not limited to: Site and boundary survey Architectural design; Traffic circulation Structural, civil, mechanical, electrical and plumbing engineering; Fire protection system design to 90% construction document level; All building low-voltage systems; Security system design; Solar canopy; 20 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services Parking Guidance systems; Stacked parking systems; Electrical Vehicle chargers; Coordination of building specialty systems; Landscape Architecture Demolition plan develop; and Building signage, including code, interior and exterior wayfinding, monument sign and exterior signage 10.Coordination. Consultant will be required to work with and coordinate design efforts with other consultants that are under separate contract and to coordinate with the City and other parties as needed to minimize adverse impacts during construction, including vehicular, bicycle and pedestrian traffic and access, and impacts to normal residential and commercial uses in the surrounding areas. The City reserves the right to enter into separate contracts with separate contracts with consultants or contractors supplying specialized services, use qualified City staff to provide services, or direct the integration of qualified additional consultants into the Services. B. Preliminary Design Phase Scope of Work 1.Scope Verification. Consultant shall meet with the City to verify the scope, schedule and budget. 2.Project Kick-off Meeting. The Project will begin with a Project kick-off meeting where all Project stakeholders and user group representatives are introduced and scope, schedule, budget and approvals will be discussed and agreed to. 3.Data Gathering, Review and Evaluation. Consultant must review all existing requirements, approvals and conditions relevant to the Project, including evaluation of existing site conditions. Consultant shall prepare Geotechnical Report including subsurface exploration and laboratory testing to evaluate the condition of the soils for the parking structure. Consultant shall prepare site survey for the Project including aerial survey, field survey and record boundary. Consultant shall prepare arborist report for the Project, including a tree survey, detailing the species, size, health and other pertinent information of existing trees at the site. 4.City Project Meetings. Consultant shall meet with the Project Manager, Department of Public Works (DPW), the Building Department, Utilities Department, Planning and 21 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services Community Environment Department, Transportation and Parking Divisions to discuss the status of the Project and Project objectives. 5.Green Building Design Workshop. Consultant shall lead an “all hands” Green Building Design Workshop identifying strategies to achieve Parksmart Silver or higher certification and meet the City’s Green Building Policies and energy conservation initiatives. 6.Parking Structure Conceptual Design. Consultant shall develop a Parking Structure program based on the 2014 feasibility study. Consultant shall provide at least three additional Parking Structure design concepts for review by City staff, ARB and City Council prior to proceeding with schematic design phase. At a minimum these additional concepts shall include an option that includes retail and mechanical lifts, option that maximizes parking, utilizing sub-surface parking and mechanical lift systems for additional parking beyond 300 parking stalls. Consultant shall develop a concept design for the Project including: Review of circulation patterns on site; Vehicular Circulation; Pedestrian Circulation, including public and disabled persons access; Access to existing alleys and businesses; Parking layout for parking levels; Ramping solution; Entrance and exit design; and Temporary Facilities and construction logistics Consultant shall prepare concept drawings for each of the three options to describe the general program including: Floor plans; Elevations; Building sections; 3D Massing Model; Code exceptions needed; Cost Estimate; and Project Schedule The concept drawings will be used in preliminary presentation meetings including those with all Project stakeholders, initial community outreach meetings and Downtown Business District meetings. The preliminary design concept drawings will also be used as the basis of the CEQA review process. 22 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services 7.Planning and Transportation Commission (PTC) and ARB Study Sessions. The Consultant shall attend study session with PTC and ARB to discuss preliminary design concepts and receive input. Design modifications if requested will be made per the direction of the PTC and ARB. 8.Public Arts Commission. The Consultant shall meet with the Palo Alto Public Art Commission to discuss the Project and coordinate public art concepts. 9.City Council Meeting. The Consultant shall attend the City Council meeting and present the preliminary design concept for the parking structure. Design modifications if requested will be made per direction of the City Council. C. Schematic Design Phase. This phase involves the Consultant working with the City to refine the selected conceptual design and space plan developed and approved with the Preliminary Design Phase and obtain ARB approval. 1.Schematic Design Documents. Upon receipt of Letter of Authorization by the City, the Consultant shall proceed with the Schematic Design Phase. The Consultant will develop schematic design drawings and documents based on Project concepts developed during the Preliminary Design Phase. The schematic design documents developed during this phase should include preliminary drawings showing the Project’s basic components, scale and location. The schematic design documents must include, to the extent applicable: conceptual plans of the site and improvements; preliminary sections and elevations; approximate areas and volumes and dimensions; and preliminary sections of materials and systems. The Schematic Design Package must be completed at the end of the Schematic Design Phase and will be used for City sign offs and general cost estimating purposes. 2.Specific Elements. The schematic designs for the Project shall include the following specific elements: 2.1 The Consultant shall establish the structural design criteria which may include, but is not limited to, deflection criteria, lateral movement criteria, live load criteria and other special criteria furnished by the City. The Consultant shall prepare structure calculations to confirm structural system components as necessary. 23 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services 2.2 Based on the selected architectural option, selected structural system and parking program, schedule and construction budget requirements, the Consultant shall prepare for approval by the City, Schematic Design Documents consisting of drawings and other documents illustrating the scale and relationship of the Project components. The following drawings will be included: Cover Sheet; Green Building Application NR1; Code Analysis/Compliance Sheet and Building Area diagrams; Site Survey; Site Plan with grades and streetscape; Parking Level Plans; Exterior Elevations; Building Cross Sections; Typical Wall Sections or other details as needed to demonstrate material transitions; 3D Model of the building depicting the architectural design solution; Landscaping Plan (up to three alternatives); Exterior lighting photometrics; Structural Calculations as needed; Basis of Design Documents for all disciplines for cost estimate; Updated Project Schedule; and Updated Cost Estimate 2.3 If the conceptual design option selected by City Council for preliminary design includes subsurface parking, additional design fees will be negotiated for the relevant additional design costs. D. Design Development Phase. This phase involves further refinement of the Schematic Design Package developed in the preceding phase. 1. Design Development Documents. When directed by the City following approval of the Schematic Design Package, Design Professional will begin the Design Development phase, which includes developing design documents that further define the Project, including the drawings and outline specifications fixing and describing the size, character and site relationships for major Project components. Consultant must coordinate with sub- consultants as needed to develop designs for all building systems, including civil, structural, mechanical, plumbing, electrical, lights, fire protection, security, emergency communications and all site improvements and landscaping. Site improvements and landscaping must anticipate full compliance with C.3 storm water treatment regulations. 24 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services 2.Coordination. Consultant must coordinate and meet with Project Manager and key City staff people, as needed, for preparation of the Design Development Documents, including Public Works Engineering, Transportation, and Public Works Public Services. 3.Green Building Design. Consultant shall verify and develop Green Building Design strategies from the Green Building Design Workshop. Consultant shall complete the “Basis of Design” (BOD) report in the Design Development phase to achieve LEED Silver or higher certification and meet the City’s Green Building Policies and energy conservation initiatives. 4.Deliverables. Consultant’s submissions during Design Development must include the following: 4.1 Preliminary Design Development Package (50%), including a drawing package provide with architectural plans and other drawings as updated from Schematic Design and, plans for the civil, landscape, structural, mechanical/plumbing/fire protection and electrical designs. This package will be used for an over the shoulder review to determine that the direction from Schematic Design is proceeding in the right direction. 4.2 Completed Design Development Package (100%), incorporating the City’s comments and directions following review of the 50% documents must be submitted for final review. The completed Design Development package must include: Cover Sheet; Green Building Application NR1; Code Compliance Sheet and Building Area diagrams; Site Survey; Civil Site Plans and appropriate details; Utility Plans; Site Plan; Parking Level Plans; Structural Foundation Plans; Structural Framing Plans; Parking Level Drainage Plan; Exterior Elevations; Building Cross Sections; Typical Wall Sections as needed; 25 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services Architectural Details as needed to depict materials; Structural Details as needed; Mechanical Plans and equipment schedules based on using a VRF system solution for any retail spaces; Electrical Plans and equipment schedules; Plumbing Plans and equipment schedules; Fire Protection performance plans; Landscape Plans and plant palette; Signage Plans and schedules; Parking structure guidance system and wayfinding; Quantities of reinforcing adequate for pricing; Structural Calculations as needed; Draft Specifications for all disciplines; Updated Project Schedule at 100%; and Updated Cost Estimate at 100%, including value engineering if necessary E. Permit Set and Construction Documents. This design phase requires refining the City- approved Design Development package into final Project plans and specifications for permit issuance, and for bidding. 1.Final Design Documents. Consultant must provide completed Project drawings and technical specifications to staff for review and approval at the final design completion stage and for final review and sign off at the bid set design stage. The final plans and specifications must be suitable for construction, including the structural, M/E/P systems, site improvements, landscaping, storm drains, and finishes. Final drawings shall be suitable for review by the Building Inspection Division and for sign off by the City. The Construction Documents Package must include drawings and technical specifications from all disciplines, executed to a level of detail for open public bidding. They shall include overlays of equipment systems. 2.Development and Review Stages. The final permit and construction documents will be developed and reviewed in three stages, as follows. At each stage Consultant must incorporate directions from the City provided at the conclusion of the preceding stage, and must update the estimated cost of construction. 2.1 Consultant must prepare and submit a 60% complete Construction Documents Package to the City based on comments received from the City’s review of the 26 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services 100% Design Development submittal. 2.2 Consultant must prepare and submit a 95% complete Construction Documents Package to the City based on comments received from the City’s review of the 60% Construction Documents submittal. The Building Department plan check set shall be considered the 95% Construction Documents and shall be provided to the City for review and comment during the permitting process. 2.3 Final 100% complete Construction Documents shall be prepared based on feedback provided at the 95% review and the permit review. These 100% documents will be used as the Construction Documents to be issued for bid to procure the construction contract. All exhibits, drawings, reports, data, renderings, elevations and other materials required to support applications for regulatory entitlements, permits and approvals shall be completed and submitted. 3.Permit Process. Consultant must assist the Project Manager to obtain a building permit by furnishing all the necessary drawings and calculations and working with the Planning and Community Environment Department, Development Services Department, and Fire Marshall, as required. Consultant shall respond to all Building Official’s comments and questions. Consultant will be responsible for all services, exhibits and applications to obtain all necessary permits or approvals known at the time the services are rendered. Consultant will be responsible for obtaining all necessary design stage permits and approvals. City will pay permit and application fees. Anticipated permits include, but are not limited to the City Building Department, California Regional Water Quality Control Board, Santa Clara Valley Water District, City Utilities and City Fire Department. 4.Deliverables. Consultant must submit three (3) sets of plan check drawings and specifications during Construction Documents Phase. Upon completion of the final design the Design Professional will submit two (2) hard copies of the specifications and calculations and, one (1) copy of the electronic version (using Microsoft Word format) of the specifications on a compact disk or flash drive, three (3) sets of drawings for stakeholders use, complete set of drawings on compact disk or flash drive in AutoCAD and PDF formats, and three (3) wet stamped drawings to the City Building Department. Specifications will include Division Zero and Division 1 provided by the City. Only applicable information shall be included in the Specifications. 4.1 Updated documents for the City Green Building Requirements must be included. 27 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services F. Project Bidding and Award. Consultant will participate in the general contractor procurement process which will be a design-bid-build delivery model with a pre-qualification component. Consultant shall assist the City during the prequalification and bid solicitation process. Consultant shall provide bid phase services, as requested by the City, through award of construction contract. Services include assistance in response to bidders’ inquiries, preparation of addenda, and attendance at pre-qualification and pre-bid meetings. G. Construction Administration and Project Closeout. Design Professional must provide construction administration phase services commencing from the award of the construction contract. Construction administration services include, but are not limited to, the following: 1. Identify and list the submittals to be made by the general contractor and its subcontractors and provide review and assistance to the general contractor as needed. 2.Review and approve all submittals including submittal from subcontractors within ten (10) calendar days. 3.Promptly respond to request for information (“RFIs”) within five (5) calendar days, clarify plans and specifications, and maintain an RFI log. 4.Issue Architectural Supplemental Information (ASI) within five (5) calendar days if ASIs are needed. 5.Review and respond to change order requests or proposals within five (5) days of receipt. 6.Architect or structural engineer to attend weekly Project meetings including being available on site for a minimum of three days per week for a maximum of 2 hours perday. 7. Issue monthly field observation reports documenting the progress of work. 8. Punch list inspection and re-inspection, as needed. 9. Provide post occupancy inspection, warranty support, and correction of defects administration. 10. Attend all pre-construction meetings and weekly construction meetings 11.Record Drawings. Upon completion of the Project, and after acceptance by the City, the Design Professional shall submit to the City one (1) complete set of record drawings 28 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services reflecting as-built conditions as provided by the general contractor. A complete set of record drawings shall also be submitted to the Project Manager in AutoCAD and PDF electronic formats IV. ENVIRONMENTAL CONSULTING SERVICES A. General Provisions. This Part IV of the Scope of Services includes the requirements for delivery of Environmental Services for the Project. In general this includes conducting and coordinating complete environmental review of the Project in compliance with CEQA, preparation of the required environmental review documents – most likely an Environmental Impact Report (“EIR”) – and participating in meetings and public hearings. This scope of services assumes that an EIR will be required for the Project. If it is later determined that an EIR is not required, this scope of services will be modified accordingly, e.g., to include preparation of a mitigated negative declaration. The Environmental Services for this RFP includes all components required to initiate and complete full environmental review and preparation of an EIR for the Project including the Notice of Preparation (“NOP”), scoping meeting, staff meetings, performing all the necessary impact analysis for the EIR, including a climate change analysis, providing draft and final documents, responses to comments, mitigation monitoring report, attending public hearings including ARB approval. Formal approval by the ARB will be required prior to the final Certification of the EIR. Based on a preliminary review, the anticipated significant impacts for this Project are related to parking, traffic, and aesthetics. Critical analysis of parking and circulation is needed in addition to other environmental impact studies. The Project site is located in a commercial setting within the Downtown Palo Alto community. The aesthetic quality of the proposed structures and exterior improvements is a critical component of the Project. 1.Agency Coordination. The Consultant must meet and confer with all other appropriate local, regional, state and federal agencies as necessary to identify and address concerns and comments. This includes all coordination with the California State Office of Planning and Research regarding all notices and information related to the CEQA EIR process. 2.Coordination. The Consultant will be required to work with and coordinate CEQA efforts with other consultants that are under separate contracts with the City, and to coordinate with the City and other parties as needed to minimize adverse impacts during construction, including vehicular, bicycle and pedestrian traffic and access, and impacts to normal residential and commercial uses in the surrounding areas. The 29 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services City reserves the right to enter into separate contracts with consultants or contractors supplying specialized services, use qualified City staff to provide services, or direct the integration of qualified additional consultants into the Services. 3.Outreach & Meetings. The Consultant must prepare materials as necessary, facilitate as necessary and attend community workshops, meetings and public hearings. This includes preparation of notices and displays, and responding to comments. The Consultant shall plan and budget for sufficient meetings with City staff to accomplish all tasks with full consultation and review, including a minimum of eight (8) meetings with staff. In addition to the public scoping session, the Consultant should budget for four (4) presentations at public meetings (two for the Planning and Transportation Commission and two for the City Council). The Consultant should closely coordinate with the sub-consultants as needed for these meetings. B. Initial Study. Consultant must conduct preliminary analysis of the proposed Project and Project site and conduct an initial study in compliance with the CEQA Guidelines (14 CCR §15000, et seq.). Consultant will prepare a draft initial study and City staff will determine the need for any revisions to the draft initial study. Development of the initial study must include the following. 1. A summary of the Project and a discussion of alternatives. Appropriate alternatives will be discussed and agreed upon with City staff. Analysis of the proposed intensity of potential land use compared against the carrying capacity of the land. 2. Discussion of the Project and consistency with other plans (e.g., the Comprehensive Plan). 3. Identification of known areas of concern or controversy regarding the type or nature of potential environmental impacts, measurement of those impacts and/or the significance of those impacts. Specific environmental categories include: aesthetics, air quality, biological resources, cultural resources, hazardous materials, geology and soils, hydrology and water quality, land use, noise, population and housing, public services, utilities and service systems, traffic, transportation and parking. 4. Identification of potential significant environmental impacts including, but not limited to, cumulative, growth inducing, induced travel demand and/or socioeconomic factors. 5. Recommendation of feasible mitigation measures, mitigation monitoring efforts, and 30 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services implementation measures that would reduce significant impacts to less than significant levels, or if this is not possible, produce a substantial lessening of such impacts. 6. Identification of unavoidable significant impacts, if any, with all implemented mitigation measures and mitigation-monitoring program. C. Detailed CEQA Scope of Services. City staff has identified the following tasks, as a minimum and not limited, for environmental review, analysis and preparation of CEQA-related documents and preparation of the EIR. These tasks are suggestive and intended as a general guideline. The Consultant is encouraged to recommend alternative tasks, scopes and services that may be appropriate. 1.Task 1: Kick-off Meeting/Site Tour. An initial meeting will be held with City staff to discuss and refine the EIR approach, work scope, data needs (including for the Initial Study/EIR project description), cumulative analysis approach, and project alternatives approach. The team will discuss any preferences the City may have regarding EIR format, organization, and presentation. The Consultant will visit the Project site and its surrounds to verify relevant environmental conditions. 2.Task 2: Schedule for the Preparation of the EIR. Based on the kick-off meeting and the draft timeline provided with the RFP, the Consultant will prepare a refined EIR schedule coordinated with the Project design schedule. The EIR schedule, including any subsequent changes will require approval from the City. Deliverable: Annotated EIR project schedule graphic. 3.Task 3: Data Collection and Review of Existing Information. To avoid duplications and reduce costs, Consultant shall rely on existing data whenever possible. Relevant documents, including reports commissioned by the City will be provided when available. Consultant will review documents related to the proposed Project and existing conditions on the Project site and the surrounding area. Deliverable: Memo with follow-up questions and a list of additional information and/or studies needed to complete the CEQA review. Based on the availability of the additional information needed to complete the CEQA review, Consultant may need to fill in the gaps with additional research and studies. 4.Task 4: Notice of Preparation. Working with City staff, Consultant will review the overall approach and process for the project and all key environmental issues and 31 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services prepare the NOP. The approach to the EIR will be discussed and Environmental Consultant and staff will identify any additional analytical tasks not included in the RFP or in Environmental Consultant’s proposed scope of services. The Environmental Consultant will be responsible for preparing the NOP and contacting the State Office of Planning and Research (OPR), and other responsible local and/or federal agencies required to be officially noticed when the Project is initiated. At a minimum, the following topics shall be included in the EIR: aesthetics, air quality, alternatives, biological resources, CEQA process, emergency power, general, geology and seismicity, hazards and hazardous materials, land use, security and safety, noise, police services, and transportation. Deliverable: NOP document working with City team. 5.Task 5: Public Scoping Meeting. Consultant will participate in a public scoping meeting to solicit feedback on the project, its potential impacts, and possible mitigation measures. At the scoping meeting, CEQA lead will provide an overview (e.g. PowerPoint) of the CEQA process, the purpose of the EIR and its general content, the Initial Study, and opportunities for public input. CEQA lead will be available to answer questions regarding these issues, without speculating on the future findings of the EIR analysis. Consultants shall assume the City will schedule the meeting and provide the venue. Key sub-consultants (e.g. traffic or noise consultants) may also need to attend the meetings. Deliverable: PowerPoint presentation; notes from the public scoping meeting summarizing the comments and their relevance to the EIR analysis. 6.Task 6: Mitigation Measures. Based on the overall Project impact, a series of mitigation measures will be developed by Consultant working closely with staff. Both physical improvements and policy considerations will be included as mitigation measures. This task shall also include evaluation of the goals and objectives of the Comprehensive Plan to determine consistency with mitigation measures. Deliverables: All necessary reports required to complete and support the EIR process. 7.Task 7: Prepare Description of Project Alternatives. The specific development details have been preliminary determined at this time: The City has prepared the basic programming needs for the proposed structure as indicated in Part I, above. The Consultant will develop Project alternatives based on the programming needs. In 32 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services consultation with the City, Consultant will develop a set of assumptions to be used as a basis for a project description for each of the alternatives, when will be used in the EIR. The project description will be prepared in accordance with CEQA Guidelines and will include a description of the project’s technical and environmental characteristics. The Consultant will consult with City staff regarding the discretionary approvals that will be needed for the Project. As part of this process the Consultant, coordinating with the design team as needed, will be required to investigate these concepts above and present to Council for action. Once action is given, the Consultant can then move forward with the finalization of the concept plan and the draft EIR. Deliverable: Project descriptions for each alternative in accordance with CEQA Guidelines. 8.Task 8: Prepare Administrative Draft EIR. Prepare an Administrative Draft EIR (“ADEIR”) for City staff review. The ADEIR will focus on those environmental factors for which potentially significant impacts may result. Mitigation measures will be recommended for each identified significant impact. The EIR for the proposed Project will be prepared and processed in accordance with CEQA and the CEQA Guidelines. The EIR will include the following: 8.1 A summary of the proposed actions and its consequences. The summary shall identify the following: each significant effect with proposed mitigation measures and alternatives that would reduce or avoid that effect; areas of controversy including issues raised by agencies and the public; issues to be resolved including the choice among alternatives and whether or how to mitigate the significant effects; 8.2 Project description including a detailed map of the locations, a statement of objectives sought by the proposed project, a general description of the Project’s technical, economic, and environmental characteristics and a statement describing the intended uses of the EIR; 8.3 Description of existing environmental setting, potential environmental impacts, and mitigation measures; 8.4 Consideration and discussion of alternatives to the proposed Project; 8.5 Environmental consequences of the Project and the proposed alternatives, including (a) any significant environmental impacts which cannot be avoided if the Project is implemented; (b) the growth inducing impacts of the proposed 33 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services Project; and (c) cumulative impacts; and 8.6 A Mitigation Monitoring and Reporting Plan (“MMRP”), pursuant to AB 3180, that defines how, when and by whom mitigation measures are to be implemented. The EIR will evaluate the following environmental issues in detail: Aesthetics Air Quality Biological Resources Cultural Resources Energy Conservation Geology and Soils Green House Gas Emissions Hazards and Hazardous Materials Hydrology and Water Quality Land Use and Planning Mineral Resources Noise Population and Housing Public Services Recreation Transportation, Traffic and Parking Utilities and Service Systems Deliverable: Fifteen (15) copies of the ADEIR and 1 compact disk or flash drive with Microsoft Word and 1 compact disk or flash drive with Adobe (pdf) version. Meetings: Weekly meetings throughout the duration of the process will required with the project team at a minimum, to discuss data collection, methodological approaches, potential impacts and mitigation measures. The Consultant shall be prepared to attend these meetings and bring appropriate subconsultants as necessary. 9.Task 9: Prepare Screencheck Draft EIR. Based on staff comments on the Administrative Draft EIR, Consultant will prepare a version of the DRAFT EIR for City staff approval prior to publication of the Draft EIR for public release. Deliverable: One (1) electronic version in Word and one (1) electronic version in Adobe PDF of the ScreenCheck Draft EIR. 10.Task 10: Prepare Published Draft EIR (“DEIR”). Consultant shall prepare a DRAFT 34 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services EIR, incorporating any revisions and refinements to the ScreenCheck Draft EIR in response to City staff comments. Consultant shall also prepare the Notice of Completion/Availability (NOC/NOA) in Microsoft Word for use by the City. Consultant will overnight the NOC/NOA to the State Clearinghouse (State Office of Planning and Research), beginning the 45-day Draft EIR response period. Consultant will follow-up with OPR to ensure that the NOC/NOA was received, released and posted on the State Clearinghouse website. Deliverable: Sixty-five (65) printed and bound copies – 50 to the City for public distribution and 15 for Consultant to overnight to the State Clearinghouse; two unbound copies and two electronic versions (Adobe PDF and Microsoft Word formats). One (1) electronic version of the NOC/NOA in Word. City Responsibility: Noticing. 11. Task 11: Public Review and Hearings. The City will provide a 45-day noticing period during which the public will have an opportunity to review and comment on the DEIR. The Consultant will attend one Planning and Transportation Commission hearing to answer questions on the Draft EIR from the public and the Commission. CEQA lead, will provide an overview (e.g., PowerPoint) of the Draft EIR process and findings. Key sub- consultants may also need to attend the meetings. Meetings: Attend a Planning and Transportation Commission hearing on the draft EIR. City Responsibility: Noticing and conducting hearings, attending neighborhood meetings. 12.Task 12: Prepare Administrative Final EIR (Responses to Comments and MMRP). Consultant shall prepare responses to the comments received on the Draft EIR and incorporate these responses into an Administrative Final EIR for City Review. The Administrative Final EIR shall include a list of persons and agencies that commented on the Draft EIR; a summary of comments received on the Draft EIR; a collection of verbatim comments received on the Draft EIR (letters, memos, emails, minutes, etc.); written responses to each substantive environmental comment; and any revisions to the Draft EIR text or graphics necessary to adequately respond to the comments received. Consultant shall produce a draft Mitigation Monitoring and Reporting Plan (MMRP) that defines how, when and by whom mitigation measures are to be implemented. Staff will coordinate closely with the Consultant to prepare and respond to the report 35 City of Palo Alto – Contract No. C17166279 Exhibit A |Scope of Services documents. Deliverable: Twenty-five (25) printed and bound copies of the Administrative Final EIR and draft MMRP, two (2) unbound copies and two (2) electronic versions (Adobe PDF and Microsoft Word formats) of the Administrative Final EIR and MMRP. Meeting/City Involvement: Collect and forward comments to consultant, meet to discuss appropriate level of response to comments and format for preparing the Final EIR. 13.Task 13: Prepare Final EIR and MMRP. Consultant shall prepare a Final EIR incorporating revisions and refinements based upon City staff responses to the Administrative Final EIR. Consultant will also produce the final MMRP. The revised documents will be submitted to the City for certification by the City Council. Response to comments, resulting changes to DEIR, MMRP, Statement of Overriding Consideration, if necessary. Findings of Fact and prepare Final EIR (FEIR) and Notice of Determination. The FEIR shall include the reprinted DEIR with text changes. Consultant shall prepare the Notice of Determination (NOD) and will forward it to the State Clearinghouse and post the NOD with the County Clerk within five (5) days of project approval. Deliverable: Fifty (50) printed and bound copies of the Final EIR and MMRP, two (2) unbound copies and two electronic versions (Adobe PDF and Microsoft Word formats) of the Final EIR and MMRP. For the NOD, one (1) electronic version in word. 14.Task 14: Attend Certification Hearings. Attend and be available to answer questions from multiple Planning and Transportation Commission hearings and one meeting before the City Council for certification of the EIR. Key sub-consultants may also need to attend the meetings. Meetings: Multiple Planning and Transportation Commission hearings and one City Council meeting. Professional Services Rev. September 21, 2016 36 EXHIBIT “B” SCHEDULE OF PERFORMANCE Consultant must perform the Services so as to complete each milestone within the number of days/weeks specified below, measured from the date of City’s issuance of the Notice to Proceed (NTP) with the Services. The time to complete each milestone may be increased or decreased by mutual written agreement of Consultant and City so long as all Services are completed within the Term of the Agreement. Consultant must provide a detailed schedule of Services consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion (No. of Weeks From NTP) 1.Preliminary Design 12 weeks 2.Schematic Design 40 weeks 3.Environmental Assessment 52 weeks 4.Design Development 64 weeks 5.Construction Documents 76 weeks 6.Permitting 88 weeks 7.Project Bidding and Award 96 weeks 8.Construction Administration 148 weeks 9.Project Closeout 152 weeks Professional Services Rev. September 21, 2016 37 EXHIBIT “C” COMPENSATION The City agrees to compensate the Consultant for the Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below, and as further specified in each Task Order issued by the City. Compensation will 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. Consultant must perform the tasks and categories of Services 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, and the total compensation for Additional Services do not exceed the amounts set forth in Section 4 of this Agreement. City will authorize Phase 2 and 3, at its discretion, contingent upon approval of environmental review and of the budget for construction of the Project, and upon satisfactory completion of the Phase 1 Services. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Phase 1 Environmental Assessment $274,228 Preliminary Design $126,559 Schematic Design $228,554 Design Development $254,388 Phase 2 Construction Documents $347,971 Permitting $75,819 Project Bidding and Award $30,074 Phase 3 Construction Administration $297,589 Project Closeout $41,719 Subtotal Basic Services $1,676,901 Reimbursable Expenses $50,000 Total Basic Services and Reimbursable Expenses $1,726,901 Additional Services (Not to Exceed) $172,690 Maximum Total Compensation $1,899,591 Professional Services Rev. September 21, 2016 38 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or 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 will reimburse Consultant for the following expenses at cost, provided that the expenses were reasonably and necessarily incurred solely for providing the Services: A. Travel outside the San Francisco Bay Area, including transportation and meals, will be reimbursed at actual cost subject to limits of the City’s policy for reimbursement of travel and meal expenses for City employees. B. Long distance telephone service charges, cellular phone service charges, overnight delivery, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses must be accompanied by appropriate documentation of the claimed expenditure, such as written receipts. Any expense anticipated to be more than $5,000 must be approved in writing in advance by the City’s Project Manager. ADDITIONAL SERVICES Consultant will provide Additional Services related to a duly authorized Task Order only pursuant to advanced, written authorization from the City as specified in Section 4 of the Agreement. At the City’s Project Manager’s request, Consultant must submit a detailed written proposal including a description of the scope of Additional Services, schedule, level of effort, and Consultant’s proposed maximum compensation, including reimbursable expenses, for such Additional Services based on the rates set forth in Exhibit C-1. The Additional Services, including scope, schedule and maximum compensation will be negotiated and memorialized in writing by the City’s Project Manager and Consultant prior to commencement of the Additional Services. Such written agreements for Additional Services are deemed to be incorporated into the Task Order payment. [Optional] Work required because the following conditions are not satisfied or are exceeded are considered Additional Services: EXHIBIT “C‐1” SCHEDULE OF RATES Irvine, CA • San Jose, CA • Dallas, TX watrydesign.com 2016 Hourly Rates Title Rate Principal $ 265 Associate Principal $ 215 Senior Project Manager $ 195 Project Manager $ 185 Assistant Project Manager $ 175 Senior Project Engineer $ 185 Project Engineer $ 175 Senior Project Architect $ 185 Project Architect $ 175 Senior Job Captain $ 175 Job Captain $ 165 Senior Designer $ 155 Staff Designer $ 145 Project Administrator $ 125 Administrator $ 115 Condition Assessment $ 290 Legal Expert $ 400 Deposition $ 500 Litigation $ 600 39 EXHIBIT “C‐1” SCHEDULE OF RATES 2016 Hourly Rates Managing Principal $280 Principal $185 Sr Associate $155 Architect/Project Manager 150 Staff I $137.50 Staff II $130 Staff III $125 Staff IV $115 Staff V $105 Staff VI $95 40 EXHIBIT “C‐1” SCHEDULE OF RATES Effective 01/01/2017 Schedule of Hourly Service Charges Hourly personnel rates (fully loaded) are as follows: Principal Landscape Architect ............................................................................................. $196.00 Senior Landscape Architect I ............................................................................................... $163.00 Senior Landscape Architect II / Urban Designer ................................................................... $156.00 Landscape Architect I .......................................................................................................... $147.00 Landscape Architect II ......................................................................................................... $135.00 Landscape Architect II ...............................................................................................................$.00 Landscape Architect III ........................................................................................................ $128.00 Landscape Designer I .......................................................................................................... $122.00 Landscape Designer II ......................................................................................................... $100.00 CAD Specialist I .........................................................................................................................$.00 Graphic Designer/Studio Support ..............................................................................................$.00 41 EXHIBIT “C‐1” SCHEDULE OF RATES PROFESSIONAL PERSONNEL SERVICE FEES JANUARY 1, 2016 - DECEMBER 31, 2016 PERSONNEL HOURLY RATES ENGINEERING Senior Associate $200.00 Associate $194.00 Project Manager $184.00 - $190.00 Engineer IV $171.00 Engineer I, II, III $120.00 - $138.00 - $157.00 PLANNING Planner I, II, III $120.00 - $138.00 - $157.00 SURVEYING Senior Associate $200.00 Associate $194.00 Project Manager $184.00-$190.00 Surveyor I, II, III, IV $120.00 - $138.00 - $157.00 - $171.00 Survey Party Chief $159.00 Survey Chainman $103.00 Apprentice I, II, III, IV $63.00 - $84.00 - $93.00 - $99.00 Instrumentman $137.00 DESIGN AND DRAFTING Technician I, II, III $116.00 - $123.00 - $135.00 Drafter I, II, III, IV $90.00 - $100.00 - $108.00 - $119.00 Student Engineer/Surveyor $63.00 CONSTRUCTION ADMINISTRATION/QSP-QSD Senior Construction Administrator $180.00 Resident Engineer $133.00 Field Engineer I, II, III $120.00 - $138.00 - $157.00 SERVICES AND EXPENSES Project Assistant $75.00 Clerical/Administrative Assistant $63.00 Principals’ time on projects is chargeable at $223.00- $245.00 per hour. 42 EXHIBIT “C‐1” SCHEDULE OF RATES Palo Alto Parking Structure Project Billing Rates Principal $215/hr. Project Manager $160/hr. Design Lead $160/hr. Staff Designer $125/hr. 43 EXHIBIT “C‐1” SCHEDULE OF RATES The Engineering Enterprise www.engent.com TEE BILLING RATES OCTOBER 1, 2016 - SEPTEMBER 30, 2017 Job Classification Hourly Rate Principal $230.00 Associate $210.00 Senior Engineer/Project Manager $190.00 Engineer/Designer $170.00 Revit/CAD Technician $140.00 Administrative Staff $110.00 44 EXHIBIT “C‐1” SCHEDULE OF RATES List Engineering 2016 Hourly Labor Rates Principal Engineer $205 Senior Engineer $185 Administration $100 Senior Drafter $135 Drafter $75 45 EXHIBIT “C‐1” SCHEDULE OF RATES Hourly Fee Rates and Equipment Charges Through December 31, 2016 Senior Principal Engineer or Geologist $245 Principal Engineer or Geologist $225 Senior Risk Assessor $200 Senior Project Engineer or Geologist $200 Principal Construction Services $180 Project Engineer or Geologist $170 Senior Staff Engineer or Geologist $145 Senior Supervisory Technician $145 Staff Engineer or Geologist $135 Supervisory Technician $120 Technical Illustrator/CAD Operator $115 Dispatch $105 Engineering Technician II $100 Engineering Technician I $95 Administrative Assistant $85 46 EXHIBIT “C‐1” SCHEDULE OF RATES 2016 – 2017 Schedule of Fees Hourly Rates Principal/Managing Principal $185.00 - $215.00 Senior Cost and Project Managers $165.00 - $185.00 Cost and Project Managers $135.00 - $165.00 Project and Cost Engineers $110.00 - $135.00 Administrative Support $ 72.00 - $75.00 47 Professional Services Rev. September 21, 2016 48 EXHIBIT “D” INSURANCE REQUIREMENTS CONSULTANTS 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: CONSULTANT, 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 CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE AT THE FOLLOWING URL: https://www.planetbids.com/portal/portal.cfm?CompanyID=25569. III.ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE Professional Services Rev. September 21, 2016 49 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. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. VENDORS ARE REQUIRED TO FILE EVIDENCE OF INSURANCE AND ANY OTHER RELATED NOTICES WITH THE CITY OF PALO ALTO AT THE FOLLOWING URL: HTTPS://WWW.PLANETBIDS.COM/PORTAL/PORTAL.CFM?COMPANYID=25569 OR HTTP://WWW.CITYOFPALOALTO.ORG/GOV/DEPTS/ASD/PLANET_BIDS_HOW_TO.ASP INSR ADDLSUBRLTRINSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person) $ANY AUTO ALL OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS AUTOS HIRED AUTOS NON-OWNED PROPERTY DAMAGE $AUTOS (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2014/01) ACORDTM CERTIFICATE OF LIABILITY INSURANCE 11/15/2016 Dealey, Renton & Associates P. O. Box 12675 Oakland, CA 94604-2675 510 465-3090 - David C. Eckman Doris A. Chambers 510 465-3090 510 452-2193 dchambers@dealeyrenton.com Watry Design, Inc. 2099 Gateway Place, Suite 550 San Jose, CA 95110 SAGITTA 25.3 (2014/01) DESCRIPTIONS (Continued from Page 1) 30 Day/10 Day for Non-Payment of Premium. 2 of 2 #S1872207/M1830564 6802901L841 07/30/2016 Office of the City Clerk Palo Alto, CA 94303 City of Palo Alto Post Office Box 10250 Re: Project #RFP166279, Downtown Parking Structure(CIP PE-15007) NAME OF PERSON(S) OR ORGANIZATION(S), CONT.: City of Palo Alto, its Council members, Officers, Agents and Employees POLICY NUMBER:COMMERCIAL AUTO CA 20 48 02 99 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are “insureds” under the Who Is An Insured Provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Endorsement effective Named Insured Countersigned by (Authorized Representative) SCHEDULE Name of Person(s) or Organization(s): (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to the endorsement.) Each person or organization shown in the Schedule is an “insured” for Liability Coverage, but only to the extent that person or organization qualifies as an “insured” under the Who Is An Insured Provision contained in Section II of the Coverage Form. CA 20 48 02 99 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1 BA4A571692 07/30/2016 Watry Design, Inc. Re: Project #RFP166279, Downtown Parking Structure(CIP PE-15007) NAME OF PERSON(S) OR ORGANIZATION(S), CONT.: City of Palo Alto, its Council members, Officers, Agents and Employees