HomeMy WebLinkAboutStaff Report 2303-11451
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City Council
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: Planning and Development Services
Meeting Date: April 3, 2023
Report #:2303-1145
TITLE
Approve Amendment of Seven On-call Consulting Contracts to Increase the Not to Exceed to $3
Million Through June 2024 to Provide Expertise for Long Range Planning Projects, Application
Processing, Historic and Environmental Review in the Department of Planning & Development
Services, With all Work Subject to Assigned Task Order and Availability of Funds; Environmental
Assessment: Exempt in Accordance with CEQA Guidelines Section 15061(b)(3).
RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or their designee to
execute the following eight contract amendments. The total cumulative contract authority for
all contracts combined is not to exceed $3 million through June 30, 2024. The firms will provide
on-call support associated with long range planning, application processing, historic and
environmental review. Use of the contracts must be consistent with the funding available in the
adopted budget(s). The contracts are:
a. Contract Amendment No. 1 C20178879 with Arnold Mammarella Architecture and
Consulting;
b. Contract Amendment No. 1 C20178878 with Metropolitan Planning Group;
c. Contract Amendment No. 1 C20178882 with Placeworks, Inc.;
d. Contract Amendment No. 1 C20178877A with Lexington Planning;
e. Contract Amendment No. 1 C20178891 with Michael Baker International, Inc.;
f. Contract Amendment No. 1 C20178881 with Page Southerland Page AE, and;
g. Contract Amendment No. 1 C20178884 with Urban Planning Partners, Inc.
BACKGROUND
On June 22, 2020, the City Council approved eight planning services on call contracts for a
combined not to exceed amount of $1.5 million through June 30, 2024. The Planning and
Development Services Department relies on the use of on-call service providers for project
specific expertise and application processing for development activity. In Spring 2020, staff
completed a competitive solicitation process to identify the firms best suited to provide
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consultant support as needed. The original anticipated total not-to-exceed amount was for $5
million. Given the financial uncertainty at the time, staff requested a reduced initial amount of
$1.5 million, including negotiated rate reductions, and notified Council that staff will need to
return for additional contract authority before the end of the contract term.
ANALYSIS
To allow for continuity of services, staff is returning to the City Council to increase the not to
exceed amount by $1.5 million to $3 million. The current contract term ends in June 2024, and
staff plans to issue a request for proposal in FY2024 to update service providers and maintain
competitive rates. In addition, included in this amendment is an update to one of the eight
firms’ hourly rates. As a result of increased costs, Lexington Planning and Rincon proposed
hourly rate increases of about 12% and 40%, respectively, from June 2020 rates; the rates for all
other firms will remain at the prior contract levels. Lexington Planning is and will continue to be
the lowest cost provider inclusive of the increase. Previously a mid-cost provider, Rincon’s
increase will now place them as the highest cost provider. Given the substantial rate increase,
staff is not recommending an amendment to their contract at this time. Staff considers hourly
rates to compare the total cost of a project before issuing task orders for cost effectiveness
To date, the City has spent about $1.4 million to support long range planning projects and
current planning application processing. Many of these projects include key City Council
priorities as outlined in the annual workplan of the Council. Past projects include but are not
limited to:
•North Ventura Coordinated Housing Plan,
•Housing Element Development,
•Retail Ordinance Development,
•Parklet Design Standards, and
•other state mandated legislative updates.
Long range planning efforts are not fully fee-supported; however, for current planning projects,
fees are collected to offset the costs associated with the use of consultants. Approval of these
contracts address gaps in staff expertise and provide supplemental resources when vacancies
occur and ensure service delivery that is reliable and responsive. This amendment is necessary
for the continuity of day-to-day services and advance at least in part the 2023 City Council
priorities and desired outcomes.
On-call contracts are only utilized when the need arises, and consultants are not guaranteed
work but are available as needed up to the contracted amount. No work will be commenced
under these contracts unless funding is available within the annual Adopted Operating Budget.
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Additional information related to the Request for Proposal process and original contracts can
be found in the June 2020 staff report #11147.1
FISCAL/RESOURCE IMPACT
Funding for year one of these contract amendments, including grants, is available in the FY2023
Adopted Operating Budget of the Planning and Development Services Department. Funding for
future year will be dependent on City Council approval as part of the annual budget process.
STAKEHOLDER ENGAGEMENT
Professional planners and managers in the PDS Department participated in the development of
this recommendation given workload of the department.
ENVIRONMENTAL REVIEW
Approval of these contracts is exempt from the California Environmental Quality Act (CEQA)
pursuant to CEQA Guidelines Section 15061(b)(3).
ATTACHMENTS
Attachment A: Amendment No. 1 to On-Call Consulting Contracts
APPROVED BY:
Jonathan Lait, Planning and Development Services Director
1 City Council, June 22, 2020, Staff Report 11147: https://www.cityofpaloalto.org/files/assets/public/agendas-
minutes-reports/reports/city-manager-reports-cmrs/year-archive/2020/id-11147.pdf
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. 1 TO CONTRACT NO. C20178878
BETWEEN THE CITY OF PALO ALTO AND METROPOLITAN PLANNING GROUP
This Amendment No. 1 (this “Amendment”) to Contract No. C20178878 (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and METROPOLITAN PLANNING GROUP, a
California corporation, located at 307 Orchard City Drive, Suite 100, Campbell, CA, 95008
(“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this
Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178878
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 3
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
METROPOLITAN PLANNING GROUP
Officer 1
By:
Name:
Title:
Officer 2 (Required for Corp. or LLC)
By:
Name:
Title:
Attachments: None
Vers.: Aug. 5, 2019
Page 1 of 5
AMENDMENT NO. 1 TO CONTRACT NO. C20178877A
BETWEEN THE CITY OF PALO ALTO AND LEXINGTON PLANNING LLC
This Amendment No. 1 (this “Amendment”) to Contract No. C20178877A (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and LEXINGTON PLANNING LLC, a a limited
liability company, located at 2083 Vine Street, Berkeley, CA 94709 (“CONSULTANT”). CITY and
CONSULTANT are referred to collectively as the “Parties” in this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00 and update Exhibit C-1, Schedule of Rates.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178877A
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 5
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. The following exhibit(s) to the Contract is/are hereby amended or added, as
indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby
incorporated in full into this Amendment and into the Contract by this reference:
a. Exhibit “C-1” entitled “Schedule of Rates”, AMENDED, REPLACES PREVIOUS.
Vers.: Aug. 5, 2019
Page 3 of 5
SECTION 6. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 7. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 4 of 5
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
LEXINGTON PLANNING LLC
Officer 1
By:
Name:
Title:
Attachments:
Exhibit C-1: Schedule of Rates, AMENDED, REPLACES PREVIOUS.
Vers.: Aug. 5, 2019
Page 5 of 5
EXHIBIT “C-1”
SCHEDULE OF RATES
These rates shall be subject to review periodically and may change if agreed upon by both
parties.
Staff/Title Rate
Principal $175.00
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. 1 TO CONTRACT NO. C20178879
BETWEEN THE CITY OF PALO ALTO AND ARNOLD MAMMARELLA ARCHITECTURE &
CONSULTING
This Amendment No. 1 (this “Amendment”) to Contract No. C20178879 (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and ARNOLD MAMMARELLA ARCHITECTURE &
CONSULTING, a a sole proprietor, located at 1569 Solano Avenue, #411, Berkeley, CA 94707
(“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this
Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178879
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 3
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
ARNOLD MAMMARELLA
ARCHITECTURE & CONSULTING
Officer 1
By:
Name:
Title:
Attachments: None
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. 1 TO CONTRACT NO. C20178881
BETWEEN THE CITY OF PALO ALTO AND PAGE SOUTHERLAND PAGE, INC. dba PAGE
SOUTHERLAND PAGE AE, INC.
This Amendment No. 1 (this “Amendment”) to Contract No. C20178881 (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and PAGE SOUTHERLAND PAGE, INC. dba PAGE
SOUTHERLAND PAGE AE, INC., a a Delaware corporation, located at 1100 Louisiana, Suite One,
Houston, TX 77002 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the
“Parties” in this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178881
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 3
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
PAGE SOUTHERLAND PAGE, INC. dba
PAGE SOUTHERLAND PAGE AE, INC.
Officer 1
By:
Name:
Title:
Officer 2 (Required for Corp. or LLC)
By:
Name:
Title:
Attachments: None
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. 1 TO CONTRACT NO. C20178882
BETWEEN THE CITY OF PALO ALTO AND PLACEWORKS, INC.
This Amendment No. 1 (this “Amendment”) to Contract No. C20178882 (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and PLACEWORKS, INC., a a California
corporation, located at 3 MacArthur Place, Suite 1100, Santa Ana, CA 92707 (“CONSULTANT”). CITY
and CONSULTANT are referred to collectively as the “Parties” in this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178882
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 3
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
PLACEWORKS, INC.
Officer 1
By:
Name:
Title:
Officer 2 (Required for Corp. or LLC)
By:
Name:
Title:
Attachments: None
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. 1 TO CONTRACT NO. C20178884
BETWEEN THE CITY OF PALO ALTO AND URBAN PLANNING PARTNERS, INC.
This Amendment No. 1 (this “Amendment”) to Contract No. C20178883 (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and URBAN PLANNING PARTNERS, INC., a a
California corporation, located at 388 17th Street, Suite 230, Oakland, CA 94612 (“CONSULTANT”).
CITY and CONSULTANT are referred to collectively as the “Parties” in this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178884
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 3
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
URBAN PLANNING PARTNERS, INC.
Officer 1
By:
Name:
Title:
Attachments: None
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. 1 TO CONTRACT NO. C20178891
BETWEEN THE CITY OF PALO ALTO AND MICHAEL BAKER INTERNATIONAL, INC.
This Amendment No. 1 (this “Amendment”) to Contract No. C20178891 (the “Contract” as
defined below) is entered into as of March 20, 2023, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and MICHAEL BAKER INTERNATIONAL, INC., a a
Pennsylvania coporporation, located at 1 Kaiser Plaza, Suite 1150, Oakland, CA 94612
(“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this
Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties hereto
for the provision of providing on-call planning support services, as detailed therein.
B. The Contract was entered into as an aggregate amount, not-to-exceed One Million
Five Hundred Thousand Dollars ($1,500,000.00) over a four-year term across a total of eight (8)
consultant agreements (C20178877A, C20178878, C20178879, C20178881, C20178882,
C20178883, C20178884, and C20178891).
C. The Parties now wish to amend the Contract in order to increase the compensation
from $1,500,000.00 to $3,000,000.00.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of
this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C20178891
between CONSULTANT and CITY, dated June 22, 2020.
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows:
“The term of this Agreement shall be from the date of its full execution through June 30, 2024
unless terminated earlier pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4. NOT TO EXCEED COMPENSATION of the Contract is hereby amended
to read as follows:
“The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit
“A, is in an aggregate amount that shall not exceed Three Million Dollars ($3,000,000.00) over
the Term across a total of eight (8) consultant agreements (C20178877A, C20178878, C20178879,
Vers.: Aug. 5, 2019
Page 2 of 3
C20178881, C20178882, C20178883, C20178884, and C20178891), of which this is one. The eight
contracts will be administered by the CITY’s PLANNING & DEVELOPMENT SERVICES to ensure the
total aggregate of compensation paid over the Term does not exceed the amounts set forth herein.
Consultant acknowledges and agrees that the CITY is hiring eight (8) consultants, including
CONSULTANT, none of whom will be guaranteed or assured of any specific quantity of work to
be performed. If the work is performed by any one or more consultants, including
CONSULTANT, CITY will ensure that total compensation to all eight consultants including
CONSULTANT, will not exceed in aggregate, across all eight (8) consultant agreements, and will
not exceed in aggregate Three Million Dollars.
CONSULTANT agrees to complete all Services described in Exhibit A, including reimbursable
expenses, are subject to a Maximum Total Compensation “NOT TO EXCEED” amount of
$3,000,000.00 during the term of the agreement. The applicable rates and schedule of payment
are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a
part of this Agreement. Any work performed or expenses incurred for which payment would result
in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to
the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions of
Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 4. Section 12. SUBCONTRACTING.
“Notwithstanding Section 11 above, CITY agrees that subconsultants may be used to complete the
Services upon the prior written authorization of the city manager or designee or as identified in a
Task Order (Exhibit A-1: Professional Services Task Order) assigned and approved by CITY’s Project
Manager.
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee.”
SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager
APPROVED AS TO FORM:
City Attorney or designee
MICHAEL BAKER INTERNATIONAL, INC.
Officer 1
By:
Name:
Title:
Officer 2 (Required for Corp. or LLC)
By:
Name:
Title:
Attachments: None
Certificate Of Completion
Envelope Id: 0C1FF7F8A0584B89B800A4BE2A1106CA Status: Completed
Subject: Complete with DocuSign: C20178891 Amend No1_Michael Baker.pdf
Source Envelope:
Document Pages: 3 Signatures: 2 Envelope Originator:
Certificate Pages: 2 Initials: 0 Mimi Nguyen
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
250 Hamilton Ave
Palo Alto , CA 94301
Mimi.Nguyen@CityofPaloAlto.org
IP Address: 199.33.32.254
Record Tracking
Status: Original
2/27/2023 11:44:51 AM
Holder: Mimi Nguyen
Mimi.Nguyen@CityofPaloAlto.org
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign
Signer Events Signature Timestamp
Peter Minegar
Peter.Minegar@mbakerintl.com
Vice President
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 172.248.215.211
Sent: 2/27/2023 11:46:30 AM
Resent: 3/14/2023 3:05:51 PM
Resent: 3/16/2023 12:36:25 PM
Resent: 3/16/2023 2:10:20 PM
Resent: 3/16/2023 2:11:02 PM
Viewed: 3/16/2023 2:11:29 PM
Signed: 3/16/2023 2:11:59 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Tanya Bilezikjian
TBILEZIKJIAN@mbakerintl.com
01:26 pm
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 68.95.125.89
Sent: 2/27/2023 11:46:31 AM
Resent: 3/14/2023 3:05:52 PM
Resent: 3/16/2023 12:36:25 PM
Resent: 3/16/2023 2:10:21 PM
Resent: 3/16/2023 2:11:03 PM
Viewed: 3/16/2023 2:12:41 PM
Signed: 3/16/2023 2:12:57 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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