HomeMy WebLinkAboutStaff Report 2311-2257CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Monday, February 12, 2024
Council Chambers & Hybrid
5:30 PM
Agenda Item
3.Approval of Contract Number C24187805 With Carollo Engineers, Inc. in the Total
Amount Not-to-Exceed $1,628,326 for Planning and Preliminary Design of a Headworks
Facility at the Regional Water Quality Control Plant, funded by Wastewater Treatment
Enterprise Fund Capital Improvement Program Project WQ-16002; CEQA Status – Not a
“Project.”
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City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: February 12, 2024
Report #: 2311-2257
TITLE
Approval of Contract Number C24187805 With Carollo Engineers, Inc. in the Total Amount Not-
to-Exceed $1,628,326 for Planning and Preliminary Design of a Headworks Facility at the
Regional Water Quality Control Plant, funded by Wastewater Treatment Enterprise Fund
Capital Improvement Program Project WQ-16002; CEQA Status – Not a “Project.”
RECOMMENDATION
Staff recommends that Council approve and authorize the City Manager or their designee to
execute Contract Number C24187805 with Carollo Engineers, Inc. in an amount not-to-exceed
$1,628,326 for planning and preliminary design of a Headworks Facility at the Regional Water
Quality Control Plant, funded by Wastewater Treatment Enterprise Fund Capital Improvement
Program Project WQ-16002. The contract amount includes $1,480,296 for basic services and
$148,030 for additional services. The contract term is through June 30, 2032.
EXECUTIVE SUMMARY
The Regional Water Quality Control Plant requires a new Headworks Facility to replace aging
raw sewage pumping equipment as well as preliminary treatment equipment that removes
debris, rags, and grit from influent prior to conveyance to primary treatment facilities. Approval
of Contract Number C24187805 with Carollo Engineers, Inc. will initiate planning and
preliminary design that will allow for subsequent detailed design and eventual construction of a
new Headworks Facility.
BACKGROUND
The Regional Water Quality Control Plant (RWQCP, Plant) was originally constructed in 1934
and has undergone several expansions and upgrades. Preliminary treatment of the Plant’s
influent flows includes the removal of debris, rags, and grit via grinders, barscreens, and a
cyclone classifier. Wastewater is pumped to the influent channel of four primary sedimentation
tanks for further treatment.
The plant’s original raw sewage pumping plant consisted of only pumps. It was replaced in 1956
by another pumping plant (named Old Pumping Plant now) to add new pumps and grinders to
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grind rags and large debris into smaller pieces that subsequently get removed at the primary
sedimentation tanks. In 1972, another pumping plant (named New Pumping Plant) was
constructed to add larger capacity pumps and equipment (i.e., barscreens) that can remove
rags and large debris and thereby improve the performance of the primary sedimentation tanks
and sludge pumps. To further reduce the loadings to the primary sedimentation tanks and
protect downstream equipment, mechanical equipment (i.e., a cyclone classifier) was installed
in 1988 to facilitate the removal of abrasive grit and sand from the primary influent channel. As
the equipment continued to age, the Old Pumping Plant was rehabilitated in 2018 to
supplement pumping capacity during maintenance events and high flow situations. Both the
1956 and 1972 raw sewage pumping plants remain in service to accommodate a larger regional
community as well as wet weather influent flows of up to 80 million gallons per day. Because of
age and obsolete technology, the existing two pumping plants, barscreens, and grit removal
system do not remove as much screenings and grit as could be achieved with a newer system.
During the winter storms in January 2023, large amounts of grit damaged sludge collection
equipment in the primary sedimentation tanks, reinforcing the need for an upgrade to the
aging equipment.
The proposed Headworks Facility replaces and upgrades the preliminary treatment equipment.
The need for replacement of the preliminary treatment facility (a.k.a., headworks) was first
identified in the Long Range Facilities Plan,1 which was accepted by the Council in 2012.2
ANALYSIS
The proposed new headworks facility includes a new pumping plant; modern equipment for
rags, debris, and grit removal; and upgraded ancillary systems to improve reliability and
resiliency of the preliminary treatment process units. Staff recommends procuring a design
consultant to perform planning, preliminary design, and detailed design of the headworks
facility. The consultant’s scope of work is summarized herein.
As part of the planning and preliminary design effort, the consultant will:
•verify the plant’s influent flows and solids characteristics;
•perform alternative analysis to select the appropriate pumping equipment and
technologies for solids removal and odor control;
•perform site layout alternative analysis and recommend the best layout for siting the
headworks facility;
1 Long Range Facilities Plan for the Regional Water Quality Control Plant, 2012;
https://www.cityofpaloalto.org/files/assets/public/public-works/water-quality-control-plant/lrfp-final-report-08-
2012.pdf
2 City Council, July 2, 2012; Agenda Item #1; SR #2914.
https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports-
cmrs/year-archive/2012/id-2914.pdf
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•perform preliminary design for the headworks facility housing new pumps, solids
removal equipment, odor control system, power distribution equipment, and other
ancillary systems. The design will include consolidation of the plant’s electrical power
feeds for the headworks facility and adjacent maintenance building and UV facility as
well as modifications to existing facilities for process unit tie-ins;
•prepare a preliminary design report documenting the basis of design;
•develop preliminary construction sequencing plan that will allow continuous plant
operation during construction with minimal interruption; and
•develop a preliminary cost estimate for construction of the headworks facility.
A request for proposals (RFP) for the project was posted on PlanetBids, the City’s eProcurement
platform, and 2,145 vendors were notified. The solicitation period was posted for 62 days; five
proposals were received. The solicitation closed on June 6, 2023.
Table 1: Summary of Request for Proposal
Proposal Description Design Services for Headworks Facility, RFP187805
Proposed Length of Project 8 Years (2024 to 2032)
Number of Vendors Notified 2,145
Number of Proposal Packages Downloaded 31
Total Days to Respond to Proposal 62
Pre-Proposal Meeting and Date Yes, Mandatory, 4/25/2023
Number of Proposals Received 5
Proposal Price Range Basic Services (Planning and Preliminary Design):
$997,880 to $2,073,444
Optional Services (First 10,000 Hours of Detailed Design):
$2,991,615 to $4,220,398
Public Link to Solicitation https://pbsystem.planetbids.com/portal/25569/bo/bo-
detail/104153#
Note: The RFP included the scope of work for planning, preliminary design, and detailed design. The costs for
optional services shown in the table above represent an estimated level of effort for the first 10,000 hours of
detailed design in 2023 dollars. The total level of effort for the detailed design can only be determined after
planning and preliminary design are completed.
The proposals were evaluated and determined to be responsive to the criteria identified in the
RFP. Two of the proposals demonstrated less headworks design experience compared to the
other three proposals, despite their lower price range. Carollo Engineers, Inc. (Carollo) was
selected because of the quality of their proposal and effectiveness of their services; the
experience of their staff, as demonstrated during their presentation; relatively higher number
of headworks projects completed to date; prior record of performance with the City; and their
ability to provide future services. Staff from the City of Sunnyvale and San Francisco Public
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Utilities Commission provided positive feedback to Public Works staff regarding Carollo’s design
of those cities’ new headworks facilities. Staff recommends that Council approve and authorize
the City Manager or their designee to execute Contract Number C24187805 (Attachment A)
with Carollo Engineers, Inc. in an amount not-to-exceed $1,628,326 including $1,480,296 for
basic services associated with planning and preliminary design (30 percent design stage) of a
new Headworks Facility and $148,030 for additional services. The total amount of $1,628,326
excludes the cost for detailed design.
Upon completion of the preliminary design as part of the basic services and if Carollo’s
performance is deemed satisfactory, staff and Carollo will determine the scope for detailed
design and negotiate the associated fee. Staff would then return to Council requesting an
approval of an amendment to Carollo’s contract to increase the funds to complete the detailed
design. If Carollo’s performance for planning and preliminary design is not satisfactory, staff
would issue a new RFP and return to Council for approval of a new design contract with another
design consultant. The RFP would include the preliminary design report completed by Carollo
and the associated findings and design concepts would be incorporated into the detailed design
by the new design consultant.
The project’s planning and preliminary design is expected to be completed by December 31,
2025. Preliminary design will be followed by 18 more months of detailed design. Securing the
project’s detailed design and construction funding could take up to two years. After that,
construction is anticipated to take up to three years. The completion date for Carollo’s Contract
No. C24187805 (Attachment A) is June 30, 2032, following the record drawing preparation.
FISCAL/RESOURCE IMPACT
Funding for the project’s planning and preliminary design in an amount not-to-exceed
$1,628,326 is available in the Fiscal Year 2024 Adopted Wastewater Treatment Fund
Headworks Facility Replacement Capital Project (WQ-16002).
Upon completion of the preliminary design, staff will return to Council requesting approval for
1) either a detailed design contract with a new consultant or a contract amendment with
Carollo to perform detailed design and to increase funding, which is estimated to range from
$2.8 million to $9.0 million; and 2) amendments to partner agency agreements to share the
aforementioned increased costs which will be funded by an alternate financing mechanism.
Detailed design financing is expected to be secured within six months following completion of
the preliminary design from either a revenue bond issuance or from partner installment
payments for a pay-as-you-go approach.
If eligible, financing of the detailed design and engineering services during construction will be
rolled into the construction financing to obtain the most favorable rates and terms. Staff
intends to seek federal and state financing through the United States Environmental Protection
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Agency (USEPA) administered Water Infrastructure Finance and Innovation Act (WIFIA) and the
Clean Water State Revolving Fund (CWSRF) program loans. If these lower-interest loans cannot
be obtained, staff will seek bond financing. WIFIA, CWSRF, and bond interest rates are currently
estimated at 3.9%, 1.7%, and 4.5%, respectively.
Based on the initial cost estimate in the 2012 LRFP, Carollo’s recent headworks project
experience, costs of other new headworks facilities constructed in the region, and the
preliminary and more elaborate project definition described in the RFP scope of services,
Carollo’s preliminary estimate shows the RWQCP Headworks Facility construction is expected
to cost between $55 million and $150 million. For comparison, the City of Sunnyvale’s
Headworks Facility, which will handle 25 percent less flow than the RWQCP facility and includes
some upgraded primary treatment facilities, was constructed for $99.5 million (2018 dollars). A
preliminary construction cost estimate will be available by September 2025, which will be used
to update the project’s WQ-16002 capital budget amount.
STAKEHOLDER ENGAGEMENT
This project is part of the RWQCP’s major capital improvement program funded by the City of
Palo Alto and its five partner agencies who use the RWQCP for wastewater treatment. The five
partner agencies are regularly updated on both the need for and the progress of wastewater
treatment capital work. Updates are provided each year at an annual meeting and at other
periodic meetings established to inform partner agency staff about the major capital
improvement program. With respect to Palo Alto itself, the open meetings on the budget
process serve as the main venue for engaging the community on both new projects such as this
and associated rate impacts.
ENVIRONMENTAL REVIEW
Council action on this item is not a project under the California Environmental Quality Act (CEQA)
because a contract for planning and preliminary design does not commit the City with regard to
the proposed headworks facility. Evaluation under CEQA will be completed prior to the award of
the construction contract and commencement of the construction work.
ATTACHMENTS
Attachment A: Contract C24187805 with Carollo Engineers, Inc.
APPROVED BY:
Brad Eggleston, Director of Public Works/ City Engineer
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CITY OF PALO ALTO CONTRACT NO. C24187805
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND CAROLLO ENGINEERS, INC.
This Agreement for Professional Services (this “Agreement”) is entered into as of the 12th day of February,
2024 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California chartered municipal
corporation (“CITY”), and CAROLLO ENGINEERS, INC. , a California Corporation, located at 2795
Mitchell Drive, Walnut Creek, CA 94598 (“CONSULTANT”).
The following recitals are a substantive portion of this Agreement and are fully incorporated herein by this
reference:
RECITALS
A. CITY intends to construct a new Headworks Facility (the “Project”) and desires to engage a
consultant to provide planning and preliminary design services in connection with the Project (the
“Services”, as detailed more fully in Exhibit A).
B. CONSULTANT represents that it, its employees and subconsultants, if any, possess the necessary
professional expertise, qualifications, and capability, and all required licenses and/or certifications to
provide the Services.
C. CITY, in reliance on these representations, desires to engage CONSULTANT to provide the
Services as more fully described in Exhibit A, entitled “SCOPE OF SERVICES”.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement,
the parties agree as follows:
SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit
A in accordance with the terms and conditions contained in this Agreement. The performance of all Services
shall be to the reasonable satisfaction of CITY.
SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through June 30, 2032
unless terminated earlier pursuant to Section 19 (Termination) of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services
under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and
in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE OF PERFORMANCE”. Any
Services for which times for performance are not specified in this Agreement shall be commenced and
completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances
and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule
for performance shall not preclude recovery of damages for delay if the extension is required due to the
fault of CONSULTANT.
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SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT
for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled
“COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total
compensation shall not exceed One Million Four Hundred Eighty Thousand Two Hundred Ninety-Six
Dollars ($1,480,296.00). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled
“SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in
a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY.
Optional Additional Services Provision (This provision applies only if checked and a not-to-
exceed compensation amount for Additional Services is allocated below under this Section 4.)
In addition to the not-to-exceed compensation specified above, CITY has set aside the not-to-
exceed compensation amount of One Hundred Forty-Eight Thousand Thirty Dollars
($148,030.00) for the performance of Additional Services (as defined below). The total
compensation for performance of the Services, Additional Services and any reimbursable expenses
specified in Exhibit C, shall not exceed One Million Six Hundred Twenty-Eight Thousand
Three Hundred Twenty-Six Dollars ($1,628,326.00), as detailed in Exhibit C.
“Additional Services” means 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. CITY may elect to, but is not required to, authorize Additional Services up to the
maximum amount of compensation set forth for Additional Services in this Section 4.
CONSULTANT shall provide Additional Services only by advanced, written authorization from
CITY as detailed in this Section. Additional Services, if any, shall be authorized by CITY with a
Task Order assigned and authorized by CITY’s Project Manager, as identified in Section 13
(Project Management). Each Task Order shall be in substantially the same form as Exhibit A-1,
entitled “PROFESSIONAL SERVICES TASK ORDER”. Each Task Order shall contain a specific
scope of services, schedule of performance and maximum compensation amount, in accordance
with the provisions of this Agreement. Compensation for Additional Services shall be specified by
CITY in the Task Order, based on whichever is lowest: the compensation structure set forth in
Exhibit C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s Project
Manager within the time specified by the Project Manager, and upon authorization by CITY
(defined as counter-signature by the CITY Project Manager), the fully executed Task Order shall
become part of this Agreement. The cumulative total compensation to CONSULTANT for all Task
Orders authorized under this Agreement shall not exceed the amount of compensation set forth for
Additional Services in this Section 4. CONSULTANT shall only be compensated for Additional
Services performed under an authorized Task Order and only up to the maximum amount of
compensation set forth for Additional Services in this Section 4. Performance of and payment for
any Additional Services are subject to all requirements and restrictions in this Agreement.
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices
to the CITY describing the Services performed and the applicable charges (including, if applicable, an
identification of personnel who performed the Services, hours worked, hourly rates, and reimbursable
expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule of rates set forth in Exhibit
C-1. If applicable, the invoice shall also describe the percentage of completion of each task. The information
in CONSULTANT’s invoices shall be subject to verification by CITY. CONSULTANT shall send all
invoices to CITY’s Project Manager at the address specified in Section 13 (Project Management) below.
CITY will generally process and pay invoices within thirty (30) days of receipt of an acceptable invoice.
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SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed by
CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it, its employees
and subcontractors, if any, possess the professional and technical personnel necessary to perform the
Services required by this Agreement and that the personnel have sufficient skill and experience to perform
the Services assigned to them. CONSULTANT represents that it, its employees and subcontractors, if any,
have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance
and approvals of whatever nature that are legally required to perform the Services. All Services to be
furnished by CONSULTANT under this Agreement shall meet the professional standard and quality that
prevail among professionals in the same discipline and of similar knowledge and skill engaged in related
work throughout California under the same or similar circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in
compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any
manner the Project or the performance of the Services or those engaged to perform Services under this
Agreement, as amended from time to time. CONSULTANT shall procure all permits and licenses, pay all
charges and fees, and give all notices required by law in the performance of the Services.
SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs, including, but
not limited to, increases in the cost of Services, arising from or caused by CONSULTANT’s errors and
omissions, including, but not limited to, the costs of corrections such errors and omissions, any change
order markup costs, or costs arising from delay caused by the errors and omissions or unreasonable delay
in correcting the errors and omissions.
SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project,
CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If
the total estimated construction cost at any submittal exceeds the CITY’s stated construction budget by ten
percent (10%) or more, CONSULTANT shall make recommendations to CITY for aligning the Project
design with the budget, incorporate CITY approved recommendations, and revise the design to meet the
Project budget.
SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees that
CONSULTANT and any agent or employee of CONSULTANT will act as and shall be deemed at all times
to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT
performs the Services requested by CITY under this Agreement. CONSULTANT and any agent or
employee of CONSULTANT will not have employee status with CITY, nor be entitled to participate in any
plans, arrangements, or distributions by CITY pertaining to or in connection with any retirement, health or
other benefits that CITY may offer its employees. CONSULTANT will be responsible for all obligations
and payments, whether imposed by federal, state or local law, including, but not limited to, FICA, income
tax withholdings, workers’ compensation, unemployment compensation, insurance, and other similar
responsibilities related to CONSULTANT’s performance of the Services, or any agent or employee of
CONSULTANT providing same. Nothing in this Agreement shall be construed as creating an employment
or agency relationship between CITY and CONSULTANT or any agent or employee of CONSULTANT.
Any terms in this Agreement referring to direction from CITY shall be construed as providing for direction
as to policy and the result of CONSULTANT’s provision of the Services only, and not as to the means by
which such a result is obtained.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT
are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in
this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior
written approval of the City Manager. Any purported assignment made without the prior written approval
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of the City Manager will be void and without effect. Subject to the foregoing, the covenants, terms,
conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors,
administrators and assignees of the parties.
SECTION 12. SUBCONTRACTING.
Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the Services to be
performed under this Agreement without the prior written authorization of the City Manager or designee.
In the event CONSULTANT does subcontract any portion of the work to be performed under this
Agreement, CONSULTANT shall be fully responsible for all acts and omissions of subcontractors.
Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY
agrees that subcontractors may be used to complete the Services. The subcontractors authorized
by CITY to perform work on this Project are:
Subcontractor: Service:
Bay Area Coating Consultants, Inc. Coating Specialist
Callander Associates Landscape Architecture Design
Environmental Science Associates Environmental Assessment and Permitting
Exaro Technologies Corp. Potholing
Haley & Aldrich Geotechnical Study
JDH Corrosion Consultants, Inc. Corrosion Protection
Jensen Hughes Fire Protection
Mizutani Environmental Air Permitting
MWA Architects, Inc. Building Architecture
TJC and Associates, Inc. SCADA, Electrical and Instrumentation
Towill, Inc. Surveying
Wilson Ihrig Noise Control
CONSULTANT shall be responsible for directing the work of any subcontractors and for any
compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning
compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts
and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with
the prior written approval of the City Manager or designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Rick Chan, 2795 Mitchell
Drive, Walnut Creek, CA 94598, Telephone: 925-786-0118, Email: RChan@carollo.com. as the
CONSULTANT’s Project Manager to have supervisory responsibility for the performance, progress, and
execution of the Services and represent CONSULTANT during the day-to-day performance of the Services.
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If circumstances cause the substitution of the CONSULTANT’s Project Manager or any other of
CONSULTANT’s key personnel for any reason, the appointment of a substitute Project Manager and the
assignment of any key new or replacement personnel will be subject to the prior written approval of the
CITY’s Project Manager. CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT
personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or
present a threat to the adequate or timely completion of the Services or a threat to the safety of persons or
property.
CITY’s Project Manager is Siew Ching Chin, Public Works Department, Environmental Services Division,
2501 Emabarcadero Way Palo Alto, CA, 94303, Telephone: 650-838-2917, Email:
siewching.chin@cityofpaloalto.org. CITY’s Project Manager will be CONSULTANT’s point of contact
with respect to performance, progress and execution of the Services. CITY may designate an alternate
Project Manager from time to time.
SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without limitation, all
writings, drawings, studies, sketches, photographs, plans, reports, specifications, computations, models,
recordings, data, documents, and other materials and copyright interests developed under this Agreement,
in any form or media, shall be and remain the exclusive property of CITY without restriction or limitation
upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work product
pursuant to this Agreement are vested in CITY, and CONSULTANT hereby waives and relinquishes all
claims to copyright or other intellectual property rights in favor of CITY. Neither CONSULTANT nor its
subcontractors, if any, shall make any of such work product available to any individual or organization
without the prior written approval of the City Manager or designee. CONSULTANT makes no
representation of the suitability of the work product for use in or application to circumstances not
contemplated by the Scope of Services.
SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized representatives to
audit, at any reasonable time during the term of this Agreement and for four (4) years from the date of final
payment, CONSULTANT’s records pertaining to matters covered by this Agreement, including without
limitation records demonstrating compliance with the requirements of Section 10 (Independent Contractor).
CONSULTANT further agrees to maintain and retain accurate books and records in accordance with
generally accepted accounting principles for at least four (4) years after the expiration or earlier termination
of this Agreement or the completion of any audit hereunder, whichever is later.
SECTION 16. INDEMNITY.
[Option A applies to the following design professionals pursuant 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 indemnify, defend
and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified
Party”) from and against any and all third party 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’s fees, experts fees, court costs and disbursements (“Claims”) to the extent that
such Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of
CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether
or not it is caused in part by an Indemnified Party. CITY will reimburse CONSULTANT for the
proportionate percentage of defense costs exceeding CONSULTANT’s proportionate percentage of fault
as determined by the final judgment of a court of competent jurisdiction.
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[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
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’s fees, experts fees, court costs and disbursements (“Claims”) resulting
from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its
officers, employees, agents or contractors under this Agreement, regardless of whether or not it is 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 a Claim arising from the active negligence or
willful misconduct of an Indemnified Party that is not contributed to by any act of, or by any omission to
perform a duty imposed by law or agreement by, CONSULTANT, its officers, employees, agents or
contractors under this Agreement.
16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not
operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the
expiration or early termination of this Agreement.
SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under this
Agreement is effective unless it is in writing in accordance with Section 29.4 of this Agreement. No delay
or failure to require performance of any provision of this Agreement shall constitute a waiver of that
provision as to that or any other instance. Any waiver granted shall apply solely to the specific instance
expressly stated. No single or partial exercise of any right or remedy will preclude any other or further
exercise of any right or remedy.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full
force and effect during the term of this Agreement, the insurance coverage described in Exhibit D, entitled
“INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall obtain a policy
endorsement naming CITY as an additional insured under any general liability or automobile policy or
policies.
18.2. All insurance coverage required hereunder shall be provided through carriers with
AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact
insurance business in the State of California. Any and all contractors of CONSULTANT retained to
perform Services under this Agreement will obtain and maintain, in full force and effect during the term of
this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as
required above.
18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with
the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager
and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or
materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager
thirty (30) days’ prior written notice of the cancellation or modification. If the insurer cancels or modifies
the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall
provide the Purchasing Manager written notice of the cancellation or modification within two (2) business
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days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring
that current certificates evidencing the insurance are provided to CITY’s Chief Procurement Officer during
the entire term of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be construed
to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification provisions of this
Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the
full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services
performed under this Agreement, including such damage, injury, or loss arising after the Agreement is
terminated or the term has expired.
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The City Manager may suspend the performance of the Services, in whole or in
part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof
to CONSULTANT. If CONSULTANT fails to perform any of its material obligations under this
Agreement, in addition to all other remedies provided under this Agreement or at law, the City Manager
may terminate this Agreement sooner upon written notice of termination. Upon receipt of any notice of
suspension or termination, CONSULTANT will discontinue its performance of the Services on the effective
date in the notice of suspension or termination.
19.2. In event of suspension or termination, CONSULTANT will deliver to the City
Manager on or before the effective date in the notice of suspension or termination, any and all work product,
as detailed in Section 14 (Ownership of Materials), whether or not completed, prepared by CONSULTANT
or its contractors, if any, in the performance of this Agreement. Such work product is the property of CITY,
as detailed in Section 14 (Ownership of Materials).
19.3. In event of suspension or termination, CONSULTANT will be paid for the
Services rendered and work products delivered to CITY in accordance with the Scope of Services up to the
effective date in the notice of suspension or termination; provided, however, if this Agreement is suspended
or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate
CONSULTANT only for that portion of CONSULTANT’s Services provided in material conformity with
this Agreement as such determination is made by the City Manager acting in the reasonable exercise of
his/her discretion. The following Sections will survive any expiration or termination of this Agreement:
14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25, 27, 28, 29 and 30.
19.4. No payment, partial payment, acceptance, or partial acceptance by CITY will
operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made in accordance
with Section 17 (Waivers).
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by certified
mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
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With a copy to the Purchasing Manager
To CONSULTANT: Attention of the Project Manager at the address of
CONSULTANT recited on the first page of this Agreement.
CONSULTANT shall provide written notice to CITY of any change of address.
SECTION 21. CONFLICT OF INTEREST.
21.1. In executing 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 subcontractors or other persons or parties 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, as amended from time to time.
CONSULTANT agrees to notify CITY if any conflict arises.
21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the
Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial
disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act of 1974, as
amended from time to time.
SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended from time
to time, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the
employment of any person due to that person’s race, skin color, gender, gender identity, age, religion,
disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition,
housing status, marital status, familial status, weight or height of such person. CONSULTANT
acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal
Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet
all requirements of Section 2.30.510 pertaining to nondiscrimination in employment.
22.2. CONSULTANT understands and agrees that pursuant to the Americans
Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public,
whether directly or through a contractor or subcontractor, are required to be accessible to the disabled
public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies
with the ADA and any other applicable federal, state and local disability rights laws and regulations, as
amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the
provision of services, benefits or activities provided under this Agreement.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE
REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred
Purchasing policies which are available at CITY’s Purchasing Department, hereby incorporated by
reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse,
recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include,
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first, minimizing and reducing waste; second, reusing waste; and, third, recycling or composting waste. In
particular, CONSULTANT shall comply with the following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to CITY generated from a personal
computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education
materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper,
unless otherwise approved by CITY’s Project Manager. Any submitted materials printed by a professional
printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-
based inks.
(b) Goods purchased by CONSULTANT on behalf of CITY shall 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.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost
to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting
the pallets to verify that pallets are not being disposed.
SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62
(Citywide Minimum Wage), as 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 shall 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 of Palo Alto. In addition, CONSULTANT shall post notices regarding the Palo Alto
Minimum Wage Ordinance in accordance with Palo Alto Municipal Code Section 4.62.060.
SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the
Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to time. This
Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are
not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds
are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available.
This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or
provision of this Agreement.
SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS
CONTRACTS.
26.1. This Project is subject to prevailing wages and related requirements as a
“public works” under California Labor Code Sections 1720 et seq. and related regulations.
CONSULTANT is required to pay general prevailing wages as defined in California Labor Code
Section 1773.1 and Subchapter 3, Title 8 of the California Code of Regulations Section 16000 et seq., as
amended from time to time. Pursuant to Labor Code Section 1773, the CITY has obtained the general
prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for
each craft, classification, or type of worker needed to execute the contract for this Project from the State of
California Department of Industrial Relations (“DIR”). Copies of these rates may be obtained at the
CITY’s Purchasing Department office. The general prevailing wage rates are also available at the DIR,
Division of Labor Statistics and Research, web site (see e.g. http://www.dir.ca.gov/DLSR/PWD/index.htm)
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as amended from time to time. CONSULTANT shall post a copy of the general prevailing wage rates at
all Project job sites and shall pay the adopted prevailing wage rates as a minimum. CONSULTANT shall
comply with all applicable provisions of Division 2, Part 7, Chapter 1 of the California Labor Code (Labor
Code Section 1720 et seq.), including but not limited to Sections 1725.5, 1771, 1771.1, 1771.4, 1773.2,
1774, 1775, 1776, 1777.5, 1782, 1810, 1813 and 1815, and all applicable implementing regulations,
including but not limited to Subchapter 3, Title 8 of the California Code of Regulations Section 16000 et
seq. (8 CCR Section 16000 et seq.), as amended from time to time. CONSULTANT shall comply with the
requirements of Exhibit E, entitled “DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS”, for
any contract for public works construction, alteration, demolition, repair or maintenance, including but not
limited to the obligations to register with, and furnish certified payroll records directly to, DIR.
SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For purposes
of this Section 27, a “9204 Public Works Project” means the erection, construction, alteration, repair, or
improvement of any public structure, building, road, or other public improvement of any kind. (Cal. Pub.
Cont. Code § 9204.) Per California Public Contract Code Section 9204, for Public Works Projects, certain
claims procedures shall apply, as set forth in Exhibit F, entitled “Claims for Public Contract Code Section
9204 Public Works Projects”.
This Project is a 9204 Public Works Project and is required to comply with the claims
procedures set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works
Projects”.
SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to
CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in
strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations
to CITY under this Agreement and for no other purpose. CONSULTANT will maintain reasonable and
appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and
integrity of the Confidential Information. Notwithstanding the foregoing, CONSULTANT may disclose
Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need
to know in order to perform CONSULTANT’s obligations to CITY under this Agreement and for no other
purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality
and security obligations of this Agreement.
28.2. “Confidential Information” means all data, information (including without
limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq.,
as amended from time to time) and materials, in any form or media, tangible or intangible, provided or
otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement.
Confidential Information excludes information that CONSULTANT can show by appropriate
documentation: (i) was publicly known at the time it was provided or has subsequently become publicly
known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free
of any obligation of confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by
CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently
developed by employees of CONSULTANT without any use of or access to the Confidential Information;
or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential
Information to the extent required by order of a court of competent jurisdiction or governmental body,
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provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior
to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an
opportunity to oppose or otherwise respond to such order.
28.4. CONSULTANT will notify City promptly upon learning of any breach in the
security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession
or control, and if such Confidential Information consists of Personal Information, CONSULTANT will
provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq.,
as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will
honor any request from the CITY to return or securely destroy all copies of Confidential Information. All
Confidential Information is and will remain the property of the CITY and nothing contained in this
Agreement grants or confers any rights to such Confidential Information on CONSULTANT.
28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the terms and
conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions.
SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its conflict
of law provisions.
29.2. In the event that an action is brought, the parties agree that trial of such action will
be vested exclusively in the state courts of California in the County of Santa Clara, State of California.
29.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action.
The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services
provided by attorneys employed by it as well as any attorneys’ fees paid to third parties.
29.4. This Agreement, including all exhibits, constitutes the entire and integrated
agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior
agreements, negotiations, representations, statements and undertakings, either oral or written. This
Agreement may be amended only by a written instrument, which is signed by the authorized representatives
of the parties and approved as required under Palo Alto Municipal Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in full force
and effect.
29.6. In the event of a conflict between the terms of this Agreement and the exhibits
hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event
of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control.
29.7. The provisions of all checked boxes in this Agreement shall apply to this
Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.
29.8. All section headings contained in this Agreement are for convenience and
reference only and are not intended to define or limit the scope of any provision of this Agreement.
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29.9. This Agreement may be signed in multiple counterparts, which, when executed by
the authorized representatives of the parties, shall together constitute a single binding agreement.
29.10. CITY-PROVIDED INFORMATION. The CITY shall furnish the
CONSULTANT available studies, reports and other data it deems necessary for CONSULTANT's
performances of Services under this Agreement, which CONSULTANT may use and rely upon to perform
those Services, so long as CONSULTANT’s use of any Confidential Information complies with Section
28.
29.11. ESTIMATES AND PROJECTIONS. CONSULTANT has no control over the
cost of labor, materials, equipment or services furnished by others, over the incoming water quality and/or
quantity, or over the way the CITY’s plant(s) and/or associated processes are operated and/or maintained.
Data projections and estimates are based on CONSULTANT’s opinion based on experience and judgment.
29.12. THIRD PARTIES. The Services to be performed by CONSULTANT are
intended solely for the benefit of the CITY.
SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is selected
below, is hereby attached and incorporated into this Agreement by reference as though fully set forth herein:
EXHIBIT A: SCOPE OF SERVICES
EXHIBIT A-1 PROFESSIONAL SERVICES TASK ORDER
EXHIBIT B: SCHEDULE OF PERFORMANCE
EXHIBIT C: COMPENSATION
EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS
EXHIBIT E: DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS
EXHIBIT F: CLAIMS FOR PUBLIC CONTRACT CODE SECTION 9204 PUBLIC
WORKS PROJECTS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS ARE
ATTACHED.
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CONTRACT NO. C24187805 SIGNATURE PAGE
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives
executed this Agreement as of the date first above written.
CITY OF PALO ALTO
____________________________
City Manager
APPROVED AS TO FORM:
__________________________
City Attorney or Designee
CAROLLO ENGINEERS, INC.
Officer 1
By:_______________________________
Name: ___Rick Chan_________________
Title: Senior Vice President____________
Officer 2
By:_________________________________
Name: Anne Prudhel___________________
Title: Executive Vice President___________
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EXHIBIT A
SCOPE OF SERVICES
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”.
Notwithstanding any provision herein to the contrary, CONSULTANT’s duties and services described in
this Scope of Services shall not include preparing or assisting CITY with any portion of CITY’s preparation
of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or
additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including
with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning,
discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or
initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a
subsequent contract on any subsequent phase of this project have access to the same information, including
all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this
Scope of Services.
BACKGROUND
Based on the Long Range Facilities Plan (LRFP)1 and lessons learned from 2022-2023 peak wet
weather events, the City identified and described in Request for Proposal (RFP) No.187805 the
constraints and issues of the existing primary treatment process units, and goals of the new
Headworks Facility Project (Project). This information shall be taken into consideration and
verified by the CONSULTANT as part of this Project.
SCOPE OF SERVICES
I. BASIC SERVICES
The CONSULTANT’s scope of work shall include the tasks described in the following sections. The
CONSULTANT shall not perform work on a specific task prior to a written approval by the City.
Task 1 – Project Management
Task 1.1 Invoicing/Project Controls
Provide necessary administration, project controls, quality assurance and professional oversight
of the Project, the CONSULTANT’s staff, and the CONSULTANT's subconsultants to ensure the
1 Long Range Facilities Plan for the Regional Water Quality Control Plant, 2012;
https://www.cityofpaloalto.org/files/assets/public/public-works/water-quality-control-plant/lrfp-final-report-08-
2012.pdf
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Project remains on schedule, remains within budget, maintains continuity of information, and
satisfies the requirements of the CONTRACT.
Prepare and distribute a Project Management Plan (PMP) for City’s record. Within the PMP,
include the baseline schedule, budget, spending projection, contacts/subcontracts and
procedures. Include a Project Directory with roles and contact information and a Quality
Assurance and Quality Control Plan.
Prepare and submit monthly invoice packages to the City. Billing period shall include the full
calendar month and not overlap two separate fiscal years (i.e., not to combine June and July
invoices). If reimbursable costs are incurred, include a summary table listing the subject
matter/personnel name, date, purpose and associated expenses. Provide receipts and label each
receipt with a numerical number. To meet CWSRF loan requirements, reimbursement for
necessary travel and meal shall be at rates not to exceed those set by the California Department
of Human Resources2. Include a progress report with invoices to document progress. Provide
progress updates for each task on the sub-task level, the budget status (authorized amount,
current billing, billed to date, previously billed, amount remaining, and percent spent), an earned
value analysis chart, a list of outstanding issues and potential changes, a Project schedule status
and schedule concerns. Identify and mitigate potential budget overruns and schedule changes.
Track a subtotal of all CWSRF eligible costs per each invoice.
Prepare, maintain, and update the status of Project schedule for City’s review and comments.
Prepare Project schedule status monthly with the Progress Report. Identify and mitigate schedule
changes.
The following subtasks separates out project management services for each Task.
Task 1.1.1 Project Management for Task 2 “Design Bases Determination”.
CONSULTANT shall perform project management and administrative services as
described in Task 1.1 for Task 2 “Design Bases Determination”.
Task 1.1.2 Project Management for Task 3 “Regulatory and Monitoring Support”
CONSULTANT shall perform project management and administrative services as
described in Task 1.1 for Task 3 “Regulatory and Monitoring Support”
2 California Department of Human Resources. Travel Reimbursements.
https://www.calhr.ca.gov/employees/Pages/travel-reimbursements.aspx. Web 3/20/2023
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Task 1.2 Kick-Off Meeting
CONSULTANT shall facilitate an in-person/virtual meeting at the initiation of the Project (Kick-Off
Meeting), with the City Project Manager and City staff to discuss overall Project coordination,
data collection, and Project schedule. Walk the Project site. Provide meeting attendees with an
agenda seven (7) calendar days in advance of the date of the meeting. Provide meeting attendees
with summary minutes and electronic copies of supplemental materials used during the meeting
no later than fourteen (14) calendar days from the date of the meeting.
Task 1.3 Project Progress Meetings
Conduct remote (via phone or web conference services) Project Progress Meetings with City
Project Manager, starting at twice a month minimum frequency throughout the preliminary and
detailed design phases. Frequency of Project Progress Meetings can be adjusted or decreased at
the City’s discretion.
Deliverables:
• Agenda and minutes for all meetings
• Monthly invoices, including monthly Progress Reports
• Draft and final Project Management Plan
Task 2 – Design Bases Determination
Task 2.1 Wastewater Characterization
CONSULTANT shall verify the wastewater characteristics of the influent flow to determine peak
hour grit loadings and other required parameters. For budgeting purposes, CONSULTANT shall
conduct a total of four (4) sampling episodes (targeting two (2) dry weather and two (2) wet
weather events) within a six-month period. Each sampling episode will consist of three days of
grit sampling and testing at the RWQCP to characterize the grit size and measure grit settling
velocity. For each sampling episode, CONSULTANT shall conduct approximately six (6) hours of
continuous sampling bracketing the daily peak flow ramp-up. CONSULTANT shall prepare a field
report of each sampling episode that includes all raw data collected and provide side-by-side
plots of weight distribution of grit physical size, influent grit concentration and projected daily
grit loads, sand equivalent size determination, and percent total solids and total volatile solids.
Using the data from all four (4) sampling episodes, CONSULTANT shall develop a plant-specific,
predictive grit removal curve to establish the design basis for the grit removal facility.
CONSULTANT shall review and analyze the Plant’s influent flows from 1998 to 2023 to evaluate
and confirm the following flow parameters desired for design. These include: 1) minimum flow,
2) average dry weather flow, 3) average wet weather flow, 4) peak dry weather flow, and 4) peak
wet weather flow.
CONSULTANT shall review and analyze the Plant’s records on influent grit tonnage and flow
trends from the 2022/2023 wet season.
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CONSULTANT shall prepare and submit two technical memorandums (TM) to document this
effort:
• TM1: This will document the analysis of influent flow and plant records on influent grit
tonnage.
• TM2: This will document the results of the wastewater grit characterization described
above.
Task 2.2 Geotechnical Desktop Study
CONSULTANT shall perform a desktop review of existing Geotechnical Reports completed for the
RWQCP and identify data gaps. This will include the following:
• Geotechnical site reconnaissance of the headworks area(s) proposed to be evaluated.
• Compilation and review of available, pertinent soils, geotechnical, geologic, and seismic
data previously developed for improvements at the site completed in previous
geotechnical reports and readily attainable from the City, Caltrans, USGS, and other public
agencies.
CONSULTANT shall then prepare a Geotechnical Desktop Study that includes a summary of key
findings and conclusions of the following items: 1) known geotechnical explorations map of the
project area, regional soils and geologic maps, groundwater levels recorded in the project area,
geologic hazard maps, general excavation and shoring requirements, selected geologic
engineering soil properties, preliminary foundation design recommendations for piles and mat
foundation designs, and a site-specific geotechnical field investigation plan.
Note that the geotechnical field investigation activities, as well as potholing for underground
utilities and topographic surveying services will be conducted as part Detailed Design.
Task 2.3 Workshops
Conduct workshops with Plant staff on specific process units and facilities that are included as
part of this Project. Hybrid meetings (in-person and virtual) with CONSULTANT are preferred.
Verify Plant’s meeting audio/visual equipment in advance. Provide meeting attendees with an
agenda and materials at least seven (7) calendar days in advance of the date of the workshop.
Provide meeting attendees with summary minutes no later than fourteen (14) calendar days from
the date of the workshop. CONSULTANT may include vendor presentations for major equipment
to help the City to understand the functions, operations and maintenance requirements
associated with the specific equipment.
Workshop topics shall include, but not limited to the following:
1) Rehabilitate or replace existing influent junction box (JB0)
o Influent gate reliability and redundancy criteria
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o Influent gate actuator controls technologies and alternatives
o Influent gates modes of operation
o O&M considerations
2) Hydraulics and Lift Pump Technology
o Pump system reliability and redundancy criteria
o Pump performance criteria
o Dry well pump station layout alternatives
o Pump type alternatives
o O&M considerations
3) Screening Technology (following Task 2.1)
o Screening system reliability and redundancy criteria
o Single- vs. multi-stage screening comparison and need evaluation
o Screening technologies (coarse and fine screening) and alternatives
o Screening processing/conveyance/dewatering technologies and alternatives
o O&M considerations
4) Degritting Technology (following Task 2.1)
o Grit removal system reliability and redundancy criteria
o Grit assay/load
o Grit removal technologies and alternatives
o Grit washing and handling technologies and alternatives
o O&M considerations
5) Odor and Odor Control
o Odor control system reliability and redundancy criteria
o Odor control technologies and alternatives
o Multi-gas (H2S, CO, O2 and LEL) monitoring
o Anticipated odor control demand
o Odor control strategy alternatives for open and enclosed facilities. Consider
energy, noise, maintenance, and bioscrubber and/or chemical use.
o Overall ventilation strategy
o O&M considerations
6) Septage Receiving Station
o Rock trap
o Grinder
o Monitoring
o Washdown and cleanup equipment
o Security camera and electronic login station to track septage unloading quantities
for billing purposes.
o Site traffic attributed by the septic trucks
o O&M considerations
7) Wastewater and Waste Streams Monitoring
o Influent flow monitoring; recycle (return) flow monitoring; and drain water
metering
o Equalization
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o Influent raw sewage sampling system
o O&M considerations
8) Modifications to former CCT Inlet Box, Outlet Box and Recycled Water Feed Pumps to
allow for demolition of CCT.
o The inlet box is located on the southeast corner of the CCT. It is no longer in
service. An old sluice gate at the inlet box was kept in closed position to isolate
the flows from the 72” pipe which is still charged with flows from the Dual Media
Filter.
o The Outlet Box (still active) is attached to former CCT. Circa 2009, it was modified
to receive final effluent from the new UV Facility and convey flows via two 48”
diameter pipes to the Final Effluent Outfall Structure. As part of this Project
relocate or modify the Outlet Box and associated piping, as needed.
o The Recycled Water Feed Pumps are located immediately adjacent to the former
CCT. These pumps and associated suction and discharge piping shall be replaced
and relocated to allow for demolition of the former CCT.
9) Power
o Medium Voltage Distribution Upgrades
The 12kV Power Distribution Upgrades Project (designed completed by
Salas O’Brien in 2022) includes 7 phases of construction that will need to
be completed at RWQCP. As part of this Headworks Project, evaluate the
need and include logistics to incorporate some phases of the medium
voltage upgrades into the Project
o New Headworks Equipment
New motor control centers (MCCs), power meters and variable frequency
drives (VFDs)
New 12kV Load Centers
New backup standby generator, automatic transfer switch and above
ground diesel fuel storage tank
o Arc Flash Mitigation
Review current industry best practices for arc flash mitigation and discuss
design strategies for integrating arc flash mitigation into the plant’s
standard operating procedures
o Existing Infrastructure
Retirement of MCC-D and MCC-E from service from the NPP generators
MCC-D and MCC-E have their main breakers and their ATS units in the
decommissioned Incinerator Building. They are connected to the backup
generator inside NPP. A refeed of power distribution of MCC-D and MCC-
E from the Sludge Dewatering and Loadout Facility to allow further
decommissioning of the Incinerator Building is desired. The Sludge
Dewatering and Loadout Building already anticipated future power
distribution to MCC-D and MCC-E, including connected load for standby
power, and this Project would have stranded assets if left powered by
generators at the NPP.
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10) Palo Alto RWQCP Process Automation Standards
o Plant’s I&C & SCADA standardization, including discussions on asset tagging,
process tagging, design document formats, panel and wiring requirements,
Programmable Automation Controller hardware and software standards,
programming standards, control system networking standards, and graphical
system standards.
11) Corrosion Protection and Cathodic Protection
o Protection of new and related existing facilities from corrosive sewage off-gas and
surrounding chloride-latent groundwater
12) Landscape and Screening
o Comply with City’s Tree Protection Ordinance 3
o Comply with City’s guidelines on plant species and landscape development4
13) Operations and Maintenance
o Hydraulic control strategy
Influent sewer water level monitoring
Equalization
Hydraulic control procedures and equipment
o Screenings and Grit Handling and Disposal
Truck turnaround analysis
Separate or combined dumpsters (for both screenings/grit)
Dumpster removal logistics
o Equipment seal water, washwater and area hose bib water demand
o Power and standby power demands
o Equipment accessibility for O&M operations
14) Layout
o Collaborate with the City to develop at least three and up to five layout concepts.
Perform an evaluation of the concepts and present the layouts.
Example parameters that could be varied between concepts include
Headworks Facility location, footprint, facility depth, and equipment
within the headworks building or standalone.
Consider foundation systems, Palo Alto Sea Level Rise Adaptation Policy 5,
existing facility demolition, and other significant ancillary improvements to
implement each concept.
3 City of Palo Alto. Tree Ordinance Information. https://www.cityofpaloalto.org/Departments/Public-Works/Public-
Services/Palo-Altos-Urban-Forest/Tree-Ordinance-Update-2022/Tree-Ordinance-Information. Web 3/20/2023
4 City of Palo Alto. Palo Alto Municipal Code. American Legal Publishing.
https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0-0-0-59235. Web 3/20/2023
5 City of Palo Alto. Sea Level Rise Adaptation Policy. Approved March 18, 2019.
https://www.cityofpaloalto.org/files/assets/public/sustainability/sea-level-rise/slr-adaptation-
policy_web.pdf?t=71340.78. Web 3/20/2023
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Some of the demolition, reconfiguration, and/or repurposing that may be
required to implement the Project, avoid stranded assets, and/or meet the
Project’s Long-Term Goals includes:
i. Original Pump House constructed in 1934 and
decommissioned in 1956. It is now being used by operators
for confined space training. Building is powered by MCC-C.
ii. Old Pumping Plant (OPP) and MCC-C.
iii. New Pumping Plant (NPP)
iv. Raw Sewage Meter Pit
v. Buried 15” vitrified clay pipe (VCP) recycled (return) line
vi. Buried 12” VCP yard drain line
vii. Septic pad and related piping
viii. Diesel fuel storage tank for the backup generator
ix. NPP generators
x. NPP exhaust air piping and soil biofilter (BAAQMD
abatement device for NPP)
xi. Influent box sluice gates and hydraulic control equipment
Show proposed modifications to the CCT inlet box, outlet box and recycled
water feed pumps.
In collaboration with the City, determine the best layout (preferred
alternative) for the Headworks Facility.
City will provide upstream water surface elevations in the collection
system just upstream of JB0 for CONSULTANT’s use for hydraulic modeling
of the preliminary treatment process (i.e., no collection system modeling
is required of the CONSULTANT).
o Include a layout drawing(s) and a process flow diagram for each concept.
o Provide a list of major equipment and facility components, a list of existing
facilities to be rehabilitated, and a list of existing facilities to be demolished for
each concept.
o Provide a high-level Class 4 construction cost estimate for each concept.
15) Constructability and Sequencing Workshop for the preferred Headworks Facility Project
alternative
o Sequence of improvements and decommissioning/demolition
o Extent of shutdowns and shutdown strategies
o Replacement of yard piping (force main) to Primary Influent Channel
Materials
Temporary facilities
o Power feed modifications at Sludge Dewatering Building, former Incineration
Building and Headworks Facility. Include interface with the 12kV ductbank layout
in the yard and standby power system, all designed by others.
o Plant operations and maintenance during construction
o Coordination with the other CIP construction projects during the Project
construction
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16) Bypassing and Shutdown Coordination Workshop (separately or in conjunction with the
Constructability and Sequencing Workshop)
o Address bypass configuration required to complete the work, as understood at
the preliminary design stage, including:
60” Raw Sewage Force Main to Primary Influent Channel (PIC) replacement
PIC cleaning, concrete repair, coating, and improvements (e.g., PST
influent gate replacement)
Sludge Dewatering Filtrate (to PIC) bypass
Thickener Overflow (to PIC) bypass
Dual Media Filter Backwash water (to PIC) bypass
Recycled water feed pumps A and B at southwest edge of former CCT
Buried 72-inch secondary clarifier effluent (Dual Media Filter effluent)
pipe, not in use at this tail end but still surcharged and connected to former
CCT inlet box
Buried 15” diameter recycle (return) line to NPP barscreen room
replacement/relocation; line carried scrubber water from 1972 to 2019
and can be oversized for future needs
Note: line carries low pH water from an odor control biofilter dedicated to
the Sludge Dewatering and Loadout Facility, incinerator and chlorine
building drains, meter pit sump discharge, blend tank drain/overflow line,
sodium hypochlorite containment area drains, etc.
Task 2.4 Basis of Design Report
Prepare a Basis of Design Report (BoDR) that incorporates the findings from Tasks 2.1, 2.2, and
2.3. Provide a cover page for each final chapter that includes the stamp and signature of the
engineer(s) in responsible charge, the review engineer(s) and the preparers. Clearly note
assumptions and append calculations with professional engineer’s stamp.
The following shall be included in the BoDR:
• Executive Summary highlighting key analysis, findings, and recommendations.
• Design bases, codes and standards for each design discipline.
• Update the Plant’s flow and grit/screening projections. Document the following:
o Minimum Flow (MF) and potential for solids deposition and impacts on flow
metering
o Average Dry Weather Flow (ADWF) and grit/screening loadings
o Peak Dry Weather Flow (PDWF) and grit/screening loadings
o Average Wet Weather Flow (AWWF) and grit/screening loadings
o Peak Wet Weather Flow (PWWF) and grit/screening loadings
• Performance requirements for major equipment and process units.
• Anticipated changes/ improvements to Plant’s treatment processes.
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o Screening and degritting equipment shall reduce risks of damages caused by grits
and abrasive materials to downstream equipment/processes (e.g., MABR, pumps,
clarifiers).
o Existing and potential grit parameters for biosolids receiving facilities.
o Identify areas at the Plant where operators observed grit accumulation.
• Operations and Monitoring
o Update process flow diagram with metering and sampling locations and
associated procedures. Coordinate with City on sampling locations.
o Identify major facility assets and associated high-level controls, monitoring and
preventative maintenance requirements.
o Develop duty and standby configurations for all major equipment, including the
bar screens, pumps, grit system, and power.
o Outline the process control system. Develop control strategy schemes for
addressing several operational scenarios:
ADWF mode
PDWF mode
AWWF mode
PWWF mode
Headworks pump failure
Power outages
Plant shutdowns using the influent sewer for temporary storage
Electrical switch failure
Maintenance mode
• Permitting and Compliance
o Identify the anticipated conditions or regulatory approval process for design and
construction activities, including:
CEQA+ Documentation
Federal Aviation Authority (Notification Forms 7460-1 and 7460-2)
Bay Area Air Quality Management District (Odor control and diesel
generator approvals)
Palo Alto Planning & Development Department Approvals (Planning and
Transportation Commission, Architectural Review Board, Tree Removal)
Palo Alto Fire Department
Palo Alto Zoning Requirements (The RWQCP is in the CITY’s PF (D) zone,
public facility with a combining site and design review, which imposes
certain height restrictions on the new construction. Per the Palo Alto
Municipal Code, the height limit is 50’ above grade level.)
Palo Alto’s Baylands Nature Preserve Site Assessment and Design
Guidelines
Palo Alto Sea Level Rise Adaptation Policy
o Fire protection requirements. Develop a table of the applicable state and local
permits, lead times, and approval stage/design milestone
o Note pending, or anticipated, regulatory and permitting changes
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• Layout, Constructability, and Sequencing
o Provide a layout of the preferred Headworks Facility alternative
o Provide architectural perspective views of the preferred Headworks Facility
alternative
o Provide landscape perspective views surrounding the preferred Headworks
Facility alternative
o Develop a sequencing plan for implementation, including the decommissioning,
demolition and/ or modifications of existing facilities. Identify anticipated
temporary facilities to maintain Plant’s operations during construction
o Identify anticipated major shutdowns and work sequence
• Special Equipment
o Recommend equipment that the Project would benefit from if pre-selected or
sole-sourced and provide the associated justifications.
o Identify equipment that has no known equals. Provide the unique details of the
equipment.
• Capital Cost and Life Cycle Cost Estimates
o Develop Class 4 capital costs for the complete Headworks Facility Project,
including the costs for the following:
All new equipment, structures, pipelines and ancillary systems
Primary Influent Channel work, including inlet gates replacement, debris
cleanout, and concrete repair and coating.
Supplemental grit building replacement
Other existing facilities and ancillary systems identified during the
workshop and included in the BoDR.
o Develop a present value for the life cycle costs
Deliverables:
• Wastewater Characterization Field Sampling Plan
• Influent Flow Analysis and Wastewater Grit Characterization Technical Memorandum,
draft and final
• Geotechnical Desktop Study (Including a geotechnical Field Investigations Plan), draft and
final
• Agenda, materials and minutes for all workshops
• Draft and final versions of each BoDR chapter, with a comment response log
• Digital binder of all the final chapters and appendices into a Final Basis of Design Report,
including the Executive Summary
• Class 4 Capital and Life Cycle Cost Estimates
Task 3 – Regulatory and Monitoring Support
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Task 3.1 RWQCB Planning
Attend up to three virtual meetings with the San Francisco Bay Area Water Quality Control Board
(RWQCB) to present the proposed Project, with a focus on how the construction will be
sequenced to facilitate compliance monitoring. Coordinate with the City’s Regulatory Group the
scheduling and content for each of the RWQCB meetings. For budgeting purposes, two (2)
CONSULTANT team members will attend each virtual meeting that is anticipated to last a
maximum of two (2) hours.
Task 3.2 Collaboration with City’s Regulatory Group and Plant’s SCADA Technologists
Collaborate with the City’s regulatory group and SCADA technologists to plan the following
activities:
• Integrating new influent flowmeter(s) signals for temporary bypass system required
during construction and permanent flowmeter system into Plant SCADA and Plant
information management systems used for regulatory reporting.
• Integrating new influent sampling locations used for temporary construction and
permanent systems.
Facilitate two (2) virtual workshops to discuss and address the City’s Regulatory Group’s
comments. Coordinate with City’s Project Manager on the workshop agenda. Anticipated
discussion items include:
• Generator permitting
• Odor control air emission permitting
• Influent flow metering
• Influent sewage sampling
• Septic receiving/monitoring
Deliverables:
• RWQCB meeting minutes
• BAAQMD meeting minutes
• Agenda, materials, and minutes for all workshops/ meetings
II. REIMBURSABLE
See Exhibit C “Compensation” of this Contract.
III. ADDITIONAL SERVICES
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The Consultant shall provide additional services only by advanced, written authorization from the
City in accordance with Section 4 of this Contract. The additional services include, but not limited
to, the following:
• Additional technical supports associated with unforeseen conditions encountered during
construction.
• Additional work related to this Project, as request by the City Project Manager, which is
not in Basic Services.
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EXHIBIT A-1
PROFESSIONAL SERVICES TASK ORDER
CONSULTANT shall perform the Services detailed below in accordance with all the terms and conditions
of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are incorporated into this
Task Order by this reference. CONSULTANT shall furnish the necessary facilities, professional, technical
and supporting personnel required by this Task Order as described below.
CONTRACT NO.
OR PURCHASE ORDER REQUISITION NO. (AS APPLICABLE)
1A. MASTER AGREEMENT NO. (MAY BE SAME AS CONTRACT / P.O. NO. ABOVE):
1B. TASK ORDER NO.:
2. CONSULTANT NAME:
3. PERIOD OF PERFORMANCE: START: COMPLETION:
4 TOTAL TASK ORDER PRICE: $__________________
BALANCE REMAINING IN MASTER AGREEMENT/CONTRACT $_______________
5. BUDGET CODE_______________
COST CENTER________________
COST ELEMENT______________
WBS/CIP__________
PHASE__________
6. CITY PROJECT MANAGER’S NAME & DEPARTMENT:_____________________________________
7. DESCRIPTION OF SCOPE OF SERVICES (Attachment A)
MUST INCLUDE:
SERVICES AND DELIVERABLES TO BE PROVIDED
SCHEDULE OF PERFORMANCE
MAXIMUM COMPENSATION AMOUNT AND RATE SCHEDULE (as applicable)
REIMBURSABLE EXPENSES, if any (with “not to exceed” amount)
8. ATTACHMENTS: A: Task Order Scope of Services B (if any): _____________________________
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I hereby authorize the performance of the
work described in this Task Order.
APPROVED:
CITY OF PALO ALTO
BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________
I hereby acknowledge receipt and acceptance of
this Task Order and warrant that I have
authority to sign on behalf of Consultant.
APPROVED:
COMPANY NAME: ______________________
BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________
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EXHIBIT B
SCHEDULE OF PERFORMANCE
CONSULTANT shall perform the Services so as to complete each milestone within the number of
days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual
written agreement of the Project Managers for CONSULTANT and CITY so long as all work is completed
within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent
with the schedule below within 2 weeks of receipt of the notice to proceed (“NTP”) from the CITY.
Milestones
Completion
Number of Months (as specified below)
from NTP
1. Project Management 16
2. Basis of Design Report 16
3. Regulatory and Monitoring Support 24
4. Contract End Date 100
Optional Schedule of Performance Provision for On-Call or Additional Services Agreements.
(This provision only applies if checked and only applies to on-call agreements per Section 1 or agreements
with Additional Services per Section 4.)
The schedule of performance shall be as provided in the approved Task Order, as detailed in Section 1
(Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case of Additional
Services, provided in all cases that the schedule of performance shall fall within the term as provided in
Section 2 (Term) of this Agreement.
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EXHIBIT C
COMPENSATION
CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and
conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be
calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed budget amount for
each task set forth below.
CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks
or categories listed below, provided that the total compensation for the Services, including any specified
reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the
Agreement) do not exceed the amounts set forth in Section 4 of this Agreement.
CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional
Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for
which payment would result in a total exceeding the maximum amount of compensation set forth in this
Agreement shall be at no cost to the CITY.
BUDGET SCHEDULE
TASK NOT TO EXCEED AMOUNT
Task 1
(Project Management)
$158,582
Task 2
(Basis of Design Determination)
$1,241,744
Task 3
(Regulatory and Monitoring Support)
$59,470
Sub-total for Services $1,459,796
Reimbursable Expenses (if any) $20,500
Total for Services and Reimbursable Expenses $1,480,296
Additional Services (if any, per Section 4) $148,030
Maximum Total Compensation $1,628,326
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REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative
support time/overtime, information systems, software and hardware, photocopying,
telecommunications (telephone, internet), in-house printing, insurance and other ordinary business
expenses, are included within the scope of payment for Services and are not reimbursable expenses
hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed
at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are:
travel to the project site from outside of the San Francisco Bay Area and printing of the design
document as specified in the Scope of Services up to the not-to-exceed amount of: $20,500.00.
A. Travel outside the San Francisco Bay Area, including transportation and meals, if specified as
reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for
reimbursement of travel and meal expenses. To meet CWSRF loan requirements, reimbursement for
necessary travel and meal shall be at rates not to exceed those set by the California Department of
Human Resources.
B. Long distance telephone service charges, cellular phone service charges, facsimile transmission
and postage charges, if specified as reimbursable, will be reimbursed at actual cost.
C. Printing of the project document as specified in the Scope of Services:
• Final Basis of Design Report - 5 copies
All requests for reimbursement of expenses, if any are specified as reimbursable under this section,
shall be accompanied by appropriate backup documentation and information.
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EXHIBIT C-1
SCHEDULE OF RATES
The applicable rate schedule by which CONSULTANT will be paid for Services rendered under this
Agreement and its Task Order(s), if any, is set forth below as Exhibit “C-1”, entitled “SCHEDULE OF
RATES”. The fee schedules attached hereto in Exhibit C-1 shall apply during the first year of the
term of the Agreement. Thereafter, CONTRACTOR’s compensation rates shall be adjusted annually
effective on the commencement of the second year, as follows: Each unit price, hourly rates, and fee, as set
forth in the attached fee schedule, shall be adjusted by a percentage equal to the change in the Consumer
Price Index for Urban Wage Earners and Clerical Workers for the San Francisco-Oakland-San Jose area,
published by the United States Department of Labor Statistics (CPI), published most immediately preceding
the commencement of the applicable contract year, compared with the CPI published for the prior year.
Notwithstanding the foregoing, in no event shall CONTRACTOR’s compensation rates be increased by an
amount exceeding five percent of the rates effective during the immediately preceding contract year. Any
work performed or expenses incurred for which payment would result in a total exceeding the maximum
compensation as set forth herein shall be at no cost to the CITY. CONSULTANT’s total markup on work
performed by any subconsultant shall not exceed five percent (5%). Direct expenses shall be at cost with
no markups.
CONSULTANT’s schedule of rates is shown in the following pages:
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Prime Consultant: Carollo Engineers, Inc.
Engineers/Scientists Hourly Rate
2024 / 2025
Assistant Professional I $173.00 / $182.00
Assistant Professional II 200.00 / 210.00
Assistant Professional III 231.00 / 243.00
Professional 257.00 / 270.00
Project Professional 284.00 / 298.00
Lead Project Professional 310.00 / 326.00
Senior Professional 336.00 / 353.00
Technicians
Assistant Technicians I 160.00 / 168.00
Assistant Technicians II 184.00 / 193.00
Technicians 205.00 / 215.00
Senior Technicians 236.00 / 248.00
Support Staff
Document Processing / Clerical 147.00 / 154.00
Other Direct Expenses
Travel and Subsistence at cost
Mileage At IRS Reimbursement Rate
Subconsultant cost + 5%
Expert Witness Rate x 2.0
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Subconsultant: Bay Area Coating Consultants, Inc.
Subconsultant: Callander Associates
2024 2025
Principal $250/hour $260/hour
Senior Associate $227/hour $236/hour
Associate $216/hour $225/hour
Arborist/Construction
Manager
$190/hour $198/hour
Senior Project Manager $196/hour $204/hour
Project Manager 1 $187/hour $195/hour
Project Manager 2 $178/hour $185/hour
Job Captain $164/hour $171/hour
Designer 1 $154/hour $161/hour
Designer 2 $140/hour $146/hour
Assistant Designer $125/hour $130/hour
Accounting $189/hour $197/hour
Senior Project
Administrator
$144/hour $150/hour
Project Administrator $128/hour $134/hour
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Subconsultant: Environmental Science Associates (ESA)
I. Personnel Category Rates
Charges will be made at the Category hourly rates set forth below for time spent on project management,
consultation or meetings related to the project, field work, report preparation and review, travel time, etc.
Time spent on projects in litigation, in depositions and providing expert testimony will be charged at the
Category rate times 1.5.
2024 Rates
LABOR
CATEGORY
BILLING
STEP I
BILLING
STEP II
BILLING
STEP III
BILLING
STEP IV
BILLING
STEP V
BILLING
STEP VI
Senior Principal
Consultant
270
302
333
366
397
429
Principal Consultant 218 248 276 305 334 363
Managing
Consultant 195 217 241 264 287 309
Senior Consultant 154 174 196 216 238 258
Associate
Consultant 138 152 165 178 193 205
Consultant 106 119 132 146 159 172
Project Technician 81 105 129 154 177 201
2025 Rates
LABOR
CATEGORY
BILLING
STEP I
BILLING
STEP II
BILLING
STEP III
BILLING
STEP IV
BILLING
STEP V
BILLING
STEP VI
Senior Principal
Consultant
284
317
350
384
417
451
Principal Consultant 229 260 290 320 351 382
Managing
Consultant 204 228 253 277 301 325
Senior Consultant 161 183 206 227 250 271
Associate
Consultant 145 160 174 187 202 216
Consultant 111 125 139 153 167 181
Project Technician 85 110 135 161 186 211
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Subconsultant: EXARO Technologies Corporation
Labor Category 2024 Rate 2025 Rate
Operations Manager $219.30 $225.88
Project Manager $219.30 $225.88
Project Coordinator $130.30 $134.20
Lead Foreman $236.85 $243.95
Foreman $208.46 $214.71
Field Technician $197.40 $203.31
OTHER DIRECT COSTS Daily Unit Rates 2024 Rate 2025 Rate
Arrow Board 160.00 165.00
Core Machine Ultimate 550.00 555.00
Electronic Detection Locator 120.00 135.00
Fuel TBD --
GPR Rebar Scanner / Utility Locator 300.00 320.00
Loader Bobcat 410.00 425.00
Material TBD --
Mini Excavator 436.00 450.00
Trencher 528.00 550.00
Tripod Rescue 165.00 180.00
Walk Behind Cutting Saw 100.00 120.00
Truck 220.00 240.00
Dump Truck 410.00 430.00
Vacuum Truck 1,100.00 1,200.00
Vacuum Truck with Boom Super Sucker 1,500.00 1,600.00
Permits/Bonds TBD --
Subsistence / Travel 400.00 500.00
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Subconsultant: Haley & Aldrich
1. Labor related fees will be computed based on personnel billing rates in effect at the time the services
are performed. Personnel billing rates are subject to revision on, or about, 1 January and 1 July of
each year. The hourly rates are fully inclusive of fringe benefits, burden, and fee. Current rates are
provided in the table below.
Classification 2024 2025
Project Support $135 $139
Technician* $135 $139
Project Technician* $146 $151
Senior Technician* $156 $162
Project Controls $178 $184
Staff Professional 1 $188 $195
Staff Professional 2 $198 $205
Project Professional $221 $229
Technical Specialist $233 $241
Project Manager / Senior Technical Specialist $244 $253
Senior Project Manager / Technical Expert $306 $317
Program Manager / Senior Technical Expert $372 $385
Principal $398 $412
Senior Principal $437 $452
*See Note 3.
2. Pre‐trial conferences, depositions, and expert testimony will be billed at one and one‐half (1.5) times
the rates quoted above.
3. Rates for technician and inspector work that are subject to State of California prevailing wage laws
are for straight time, and reflect wage and benefits scales published by the California Department of
Industrial Relations (DIR) for the greater San Francisco Bay Area as of June 1, 2021. Standard
overtime and holiday overtime rates are 15% and 30% more than the straight time rates, respectively.
All services subject to prevailing wage laws will be subject to change on a prorated basis to reflect
applicable revisions to the DIR’s published wage and benefit scales.
4. Field visits will be billed at 4‐hour minimum; night shifts will be billed at 8‐hour minimum.
Cancellation of scheduled night shift within 24 hours will be charged the full 8 hours.
5. Direct non‐salary expenses will be billed at our cost or as otherwise agreed upon, except for employee
vehicle use which will be billed at IRS allowed mileage rates.
6. Subcontractors will be billed at our cost unless otherwise agreed upon.
7. Equipment and laboratory testing will be billed at rates listed in the attached Equipment and
Laboratory Rate Schedule, as applicable.
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 38 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: Haley & Aldrich (Continued)
EQUIPMENT/LABORATORY RATE SCHEDULE
(*Equipment unit prices subject to bi‐annual increases.)
UAS DATA ACQUISITION & PROCESSING Hour Day
UAS Digital Imagery Equipment ‐‐‐ $200
UAS Digital Imagery w/Ground Control
Package (UAS + GNSS) ‐‐‐ $300
UAS Hyperspectral Equipment ‐‐‐ $300
UAS Hyperspectral w/Ground Control
Package (UAS w/HS + GNSS) ‐‐‐ $400
LiDAR SCANNING & PROCESSING Hour Day
LiDAR Scanning Equipment (Terrestrial & Aerial) ‐‐‐ $400
LiDAR Equipment w/Ground Control
Package (LiDAR + GNSS) ‐‐‐ $500
FIELD & LABORATORY TESTING Daily Weekly Monthly
Atterberg Limits – ASTM D 4318 (per test) $211
Compaction Curve, 4” mold – ASTM D 1557 (per
$273
Compaction Curve, 6” mold – ASTM D 1557 (per
$335
Concrete Compressive Strength Testing (per
$42
4‐Point Soil‐Cement Curve + Compressive
Strength Testing – ASTM D 1633 (per test) $650
Moisture Content ‐ ASTM D 2216 (per test) $25
Moisture & Density – ASTM D 4318 (per test $33
Sand Cone Field Density Kit $75 $225 $725
Sieve Analysis with #200 Wash – ASTM D 422 (per
$155
Sieve & Hydrometer – ASTM D 422 (per test) $242
Wash over #200 Sieve – ASTM D 1140 (per test) $77
Double Ring Infiltrometer $250 ‐‐‐ ‐‐‐
Field Supplies $28 $112 $448
Guelph Permeameter $150 ‐‐‐ ‐‐‐
Inclinometer Readings $250 ‐‐‐ ‐‐‐
pH Meter $15 $60 $180
Pile Load Testing (per test) $1,500 ‐‐‐ ‐‐‐
Plate Load Tester (per day) $50 ‐‐‐ ‐‐‐
Pit Box Test (per day) $400 ‐‐‐ ‐‐‐
Slug Test Kit (per day) $350 ‐‐‐ ‐‐‐
Wood Pile Load Testing (per test) $250 ‐‐‐ ‐‐‐
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 39 of 55 Professional Services
Rev. Dec.15, 2020
EQUIPMENT/LABORATORY RATE SCHEDULE (continued)
AIR MONITORING EQUIPMENT Daily Weekly Monthly
Drager/Rae Sampling Kit (tubes not included) $10 $40 $120
Dust Monitor $100 $400 $1,200
Four‐Gas Meter $43 $172 $516
Photoionization Detector ‐ 10.6 or 11.7 eV $70 $280 $840
Soil Sampling or Tank Pull Equipment Bundle $150 $350 $1,050
Soil Vapor Sampling Bundle $400 $1,400 $2,600
Turbidity Meter $20 $80 $240
YSI Meter with Flow Cell $100 $400 $1,200
WATER LEVEL METERS AND INTERFACE
Daily Weekly Monthly
Barologger $10 $40 $120
Levelogger $25 $100 $300
Oil/Water Interface Probe $50 $200 $600
Water Level Indicator $20 $80 $240
GEOTECHNICAL INSTRUMENTATION Daily Weekly Monthly
Cone Penetrometer $15 $60 $180
Crack Monitors ‐ Electronic Datalogger ‐‐‐ $120 $360
Dynamic Cone Penetrometer $150 ‐‐‐ ‐‐‐
Electronic Readout Box $25 $100 $300
Geokon LC‐2 Single Channel Logger ‐‐‐ $80 $240
Geokon ‐ CR 800 Vibrating Wire Datalogger with
‐‐‐ $100 $300
Geokon GK 401 Vibrating Wire Readout Box $50 $100 $300
In‐Place Inclinometer Rental ‐‐‐ ‐‐‐ $1,250
Modem ‐‐‐ ‐‐‐ $250
Nuclear Density Gauge $100 $300 $900
Power System ‐ Battery $5 $20 $60
Power System ‐ Solar $15 $60 $180
Seismograph ‐ Manual $75 $225 $725
Seismograph ‐ Remote Units $100 $275 $825
Tiltmeter ‐‐‐ $150 $450
Vibration and Sound Monitoring Station $125 $325 $925
VDV Web Service ‐‐‐ ‐‐‐ $200
MISCELLANEOUS Daily Weekly Monthly
Decontamination Kit (each) $50 ‐‐‐ ‐‐‐
Field Truck (including fuel) $95 $380 $1,140
Generator $50 $200 $600
GeoTech Sample Jars 16 oz. (per box) $10 ‐‐‐ ‐‐‐
GNSS Measurement Unit $100
Harness with Restraint Lanyard $40 $160 $480
Motorola CP200d Radio (pair) ‐‐‐ $35 $140
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 40 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: Haley & Aldrich (Continued)
EQUIPMENT/LABORATORY RATE SCHEDULE (continued)
MISCELLANEOUS (continued) Daily Weekly Monthly
Personal Protective Equipment ‐ Level C (per
$45 ‐‐‐ ‐‐‐
R/V Catalyst ‐ 26 Ft Sampling Vessel $600 ‐‐‐ ‐‐‐
Research Nets $60 ‐‐‐ ‐‐‐
Sampling Tubing (roll) $20 ‐‐‐ ‐‐‐
Saximeter II $35 $140 $420
Sound Level Meter $50 $200 $600
Tool Trailer $300 ‐‐‐ ‐‐‐
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 41 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: JDH Corrosion Consultants, Inc.
Personnel Charges 2024 Rate 2025 Rate
Principal Corrosion Engineer $265.00 $276.00
Senior Corrosion Engineer $250.00 $260.00
Corrosion Design Specialist $215.00 $224.00
Corrosion Project Supervisor $205.00 $213.00
Sr. Project Engineer $200.00 $208.00
Project Engineer $190.00 $198.00
Corrosion Technician $175.00 $182.00
Field Technician $155.00 $161.00
Drafting/AutoCad $140.00 $146.00
Word Processing/Computer $120.00 $125.00
Litigation
Depositions & Mediations (4 hour min. charge) $400.00 $416.00
Court Appearance (4 hour min. charge) $550.00 $572.00
Expenses
Subsistence (Room and Meals) Cost
Current IRS Standard Mileage Rate
Cost
Cost
Mileage
Travel (Airfare, etc.)
Reproduction, Outside Testing & Consulting Services
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Page 42 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: Jensen Hughes, Inc.
Labor Category 2024
Hourly Rates
2025
Hourly Rates
Technical Fellow Varies Varies
Senior Consultant $285 - $345 $290 - $350
Consultant $215 - $270 $220 - $275
Associate $150 - $200 $155 - $205
Technician / Intern $115 $120
Project Administrator $100 - $130 $105 - $135
Subconsultant: Mizutani Environmental
Hourly Rate
2024 / 2025
Engineering Staff
Courtney Mizutani $245.00 / $257.00
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 43 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: MWA Architects, Inc.
Resource Title 2024 Base Bill Rate 2025 Base Bill Rate (+3%)
Principal-in-Charge 267.80 275.83
Director 231.75 238.70
Sr. Project Manager 195.70 201.57
Project Manager 175.10 180.35
Senior Project Architect 190.55 196.27
Architect 3 169.95 175.05
Architect 2 149.35 153.83
Architect 1 139.05 143.22
Design Staff 4 164.80 169.74
Design Staff 3 144.20 148.53
Design Staff 2 123.60 127.31
Design Staff 1 113.30 116.70
Senior Interior Designer 154.50 159.14
Interior Designer 139.05 143.22
Graphic Designer 118.45 122.00
Project Accountant 139.05 143.22
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 44 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: TJC and Associates, Inc.
Engineer 2024 2025 Administrative 2024 2025
E20 $333.00 $346.00 A20 $215.00 $224.00
E19 $322.00 $335.00 A19 $205.00 $213.00
E18 $312.00 $324.00 A18 $194.00 $202.00
E17 $302.00 $314.00 A17 $184.00 $191.00
E16 $291.00 $303.00 A16 $174.00 $181.00
E15 $281.00 $292.00 A15 $163.00 $170.00
E14 $270.00 $281.00 A14 $153.00 $159.00
E13 $259.00 $269.00 A13 $142.00 $148.00
E12 $245.00 $255.00 A12 $132.00 $137.00
E11 $233.00 $242.00 A11 $121.00 $126.00
E10 $220.00 $229.00 A10 $110.00 $114.00
E9 $208.00 $216.00 A9 $100.00 $104.00
E8 $194.00 $202.00 A8 $89.00 $93.00
E7 $182.00 $189.00 A7 $79.00 $82.00
E6 $170.00 $177.00 A6 $69.00 $72.00
E5 $156.00 $162.00 A5 $58.00 $60.00
E4 $144.00 $150.00 A4 $48.00 $50.00
E3 $131.00 $136.00 A3 $37.00 $38.00
E2 $118.00 $123.00 A2 $27.00 $28.00
E1 $105.00 $109.00 A1 $17.00 $18.00
CAD 2024 2025 Reimbursable Expenses
C10 $203.00 $211.00 Auto Mileage Standard set by IRS
C9 $189.00 $197.00
C8 $177.00 $184.00
C7 $164.00 $171.00
C6 $152.00 $158.00
C5 $139.00 $145.00
C4 $126.00 $131.00
C3 $113.00 $118.00
C2 $101.00 $105.00
C1 $88.00 $92.00
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 45 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: Towill, Inc.
LAND SURVEY SERVICES FEE SCHEDULE
Labor Description 2024 Hourly Rate
Per Court Appearance
(Minimum)..................................................................................................$2,884.00
Prevailing Wage Rates by Field Survey Personnel Classifications
Party Chief ......................................................................................................................................$ 170.00
Chain Person ..................................................................................................................................$ 155.00
Apprentice ......................................................................................................................................$
Notes:
137.00
• Field survey personnel and crews are billed at a minimum of 8 hours per day only.
• Field survey rates are inclusive of one survey vehicle, vehicle mileage up to 50 miles from
the home office, conventional and GPS survey equipment, and standard safety
equipment.
SPECIAL LABOR RATES
Labor Description Hourly
Rate
Hazmat Crew Supplement ...................................... Field Personnel Rate plus $10.00 per Person per
Hour
Night Shift Work ....................................................... Field Personnel Rate plus 12.5% per Person per
Hour
AUTHORIZED OVERTIME LABOR RATES
Labor Description Hourly
Rate
Saturdays and in Excess of 8 Hours on Weekdays .................................................... 1.5 times Regular Rate
Sundays and Holidays ............................................................................................... 2.0 times Regular Rate
Principal Land Surveyor / Geomatics Principal Manager.................................................................$ 263.00
Senior Land Surveyor / Senior Project Manager..............................................................................$ 242.00
Survey Project Manager..................................................................................................................$ 211.00
Project Surveyor .............................................................................................................................$ 182.00
Associate Surveyor .........................................................................................................................$ 168.00
Survey Technician (Office) ...............................................................................................................$ 139.00
CADD Technician .............................................................................................................................$ 113.00
Project Coordinator ........................................................................................................................$ 106.00
Project Assistant .............................................................................................................................$ 82.00
Expert Witness ................................................................................................................................$ 412.00
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 46 of 55 Professional Services
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PHOTOGRAMMETRY / AIRBORNE LIDAR / GIS SERVICES FEE SCHEDULE
LABOR DESCRIPTION 2024 HOURLY
RATE
EQUIPMENT AND OTHER DIRECT COSTS
LABOR DESCRIPTION 2024 RATE
Airborne LiDAR Sensor…………………………………………………………………………….…………..Quote Provided per
Project
Digital Aerial Photography Camera…………………………………………………………………………….…Quote Provided per
Project
Small Unmanned Aircraft Systems …………………………………………………..…………………………Quote Provided per
Project
Specialty Remote Sensing Equipment…………………………………………………………………………...Quote Provided per
Project
Geomatics Principal Manager ................................................................................................... $ 263.00
Geomatics Project Manager ..................................................................................................... $ 211.00
Geomatics Specialist ……………………………………………………………………………………………………………. $ 180.00
Senior Geomatics Analyst ......................................................................................................... $ 160.00
Geomatics Analyst ..................................................................................................................... $ 129.00
Geomatics Technician ............................................................................................................... $ 113.00
Project Safety ………………………………………………………………………………………………………………………. $ 129.00
Project Coordinator ................................................................................................................... $ 98.00
Project Assistant ........................................................................................................................ $ 77.00
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 47 of 55 Professional Services
Rev. Dec.15, 2020
Subconsultant: Wilson Ihrig
2024 2025*
Senior Principal/Engineer $ 320 $ 330
Principal $ 293 $ 302
Associate Principal $ 248 $ 255
Senior Consultant $ 206 $ 212
Associate $ 175 $ 180
Assistant $ 150 $ 155
Technician $ 120 $ 124
CAD Operator $ 105 $ 108
Project Assistant $ 94 $ 97
Dollar amounts listed are on a per hour basis.
*based on an annual escalation of 3%:
Measurement Equipment and Use of Wilson Ihrig Developed Software
The professional fees for Wilson Ihrig staff include the use of Wilson Ihrig-owned instrumentation
and software. Where special instrumentation must be rented for a project, then the rental charge is
considered a direct expense.
DocuSign Envelope ID: ACBEADD7-93A4-4809-9985-4D41F46BA84B
Page 48 of 55 Professional Services
Rev. Dec.15, 2020
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 HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY
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 $2,000,000
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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. FOR GENERAL LIABILITY AND AUTOMOBILE LIABILITY, A CONTRACTUAL LIABILITY
ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO
INDEMNIFY CITY.
II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE
TO THE FOLLOWING: PURCHASINGSUPPORT@CITYOFPALOALTO.ORG
III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL
INSUREDS:
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,
INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR
CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE
ADDITIONAL INSUREDS.
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
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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.
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE
FILED WITH THE CITY OF PALO ALTO AT THE FOLLOWING EMAIL ADDRESS:
PURCHASINGSUPPORT@CITYOFPALOALTO.ORG
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EXHIBIT E
DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS
This Exhibit shall apply only to a contract for public works construction, alteration, demolition, repair or
maintenance work, CITY will not accept a bid proposal from or enter into this Agreement with
CONSULTANT without proof that CONSULTANT and its listed subcontractors are registered with the
California Department of Industrial Relations (“DIR”) to perform public work, subject to limited
exceptions. City requires CONSULTANT and its listed subcontractors, if any, to comply with all
applicable requirements of the California Labor Code including but not limited to Labor Code Sections
1720 through 1861, and all applicable related regulations, including but not limited to Subchapter 3, Title
8 of the California Code of Regulations Section 16000 et seq., as amended from time to time. This Exhibit
E applies in addition to the provisions of Section 26 (Prevailing Wages and DIR Registration for Public
Works Contracts) of the Agreement.
CITY provides notice to CONSULTANT of the requirements of California Labor Code Section 1771.1(a),
which reads:
“A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the
requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract
for public work, as defined in this chapter, unless currently registered and qualified to perform public work
pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a
bid that is authorized by Section 7029.1 of the Business and Professions Code or Section 10164 or 20103.5
of the Public Contract Code, provided the contractor is registered to perform public work pursuant to
Section 1725.5 at the time the contract is awarded.”
This Project is subject to compliance monitoring and enforcement by DIR. All contractors must be
registered with DIR per Labor Code Section 1725.5 in order to submit a bid. All subcontractors must also
be registered with DIR. No contractor or subcontractor may be awarded a contract for public work on a
public works project unless registered with DIR. Additional information regarding public works and
prevailing wage requirements is available on the DIR web site (see e.g. http://www.dir.ca.gov) as amended
from time to time.
CITY gives notice to CONSULTANT and its listed subcontractors that CONSULTANT is required to post
all job site notices prescribed by law or regulation.
CONSULTANT shall furnish certified payroll records directly to the Labor Commissioner (DIR) in
accordance with Subchapter 3, Title 8 of the California Code of Regulations Section 16461 (8 CCR Section
16461).
CITY requires CONSULTANT and its listed subcontractors to comply with the requirements of Labor
Code Section 1776, including but not limited to:
Keep accurate payroll records, showing the name, address, social security number, work classification,
straight time and overtime hours worked each day and week, and the actual per diem wages paid to each
journeyman, apprentice, worker, or other employee employed by, respectively, CONSULTANT and its
listed subcontractors, in connection with the Project.
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The payroll records shall be verified as true and correct and shall be certified and made available for
inspection at all reasonable hours at the principal office of CONSULTANT and its listed subcontractors,
respectively.
At the request of CITY, acting by its Project Manager, CONSULTANT and its listed subcontractors shall
make the certified payroll records available for inspection or furnished upon request to the CITY Project
Manager within ten (10) days of receipt of CITY’s request.
CITY requests CONSULTANT and its listed subcontractors to submit the certified payroll
records to CITY’s Project Manager at the end of each week during the Project.
If the certified payroll records are not provided as required within the 10-day period, then CONSULTANT
and its listed subcontractors shall be subject to a penalty of one hundred dollars ($100.00) per calendar day,
or portion thereof, for each worker, and CITY shall withhold the sum total of penalties from the progress
payment(s) then due and payable to CONSULTANT.
Inform CITY’s Project Manager of the location of CONSULTANT’s and its listed subcontractors’ payroll
records (street address, city and county) at the commencement of the Project, and also provide notice to
CITY’s Project Manager within five (5) business days of any change of location of those payroll records.
Eight (8) hours labor constitutes a legal day’s work. CONSULTANT shall forfeit as a penalty to CITY,
$25.00 for each worker employed in the execution of the Agreement by CONSULTANT or any
subcontractor for each calendar day during which such worker is required or permitted to work more than
eight (8) hours in any one calendar day or forty (40) hours in any one calendar week in violation of the
provisions of the Labor Code, and in particular, Sections 1810 through 1815 thereof, except that work
performed by employees of CONSULTANT or any subcontractor in excess of eight (8) hours per day, or
forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess
of eight (8) hours per day, or forty (40) hours per week, at not less than one and one-half (1&1/2) times the
basic rate of pay, as provided in Section 1815.
CONSULTANT shall secure the payment of workers’ compensation to its employees as provided in Labor
Code Sections 1860 and 3700 (Labor Code 1861). CONSULTANT shall sign and file with the CITY a
statutorily prescribed statement acknowledging its obligation to secure the payment of workers’
compensation to its employees before beginning work (Labor Code 1861). CONSULTANT shall post job
site notices per regulation (Labor Code 1771.4(a)(2)).
CONSULTANT shall comply with the statutory requirements regarding employment of apprentices
including without limitation Labor Code Section 1777.5. The statutory provisions will be enforced for
penalties for failure to pay prevailing wages and for failure to comply with wage and hour laws.
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EXHIBIT F
CLAIMS FOR PUBLIC CONTRACT CODE SECTION 9204 PUBLIC WORKS PROJECTS
The provisions of this Exhibit are provided in compliance with Public Contract Code Section 9204; they
provide the exclusive procedures for any claims pursuant to Public Contract Code Section 9204 related to
the Services performed under this Agreement.
1. Claim Definition. “Claim” means a separate demand by the Contractor sent by registered mail or
certified mail with return receipt requested, for one or more of the following:
(A) A time extension, including, without limitation, for relief from damages or penalties for delay
assessed by the City.
(B) Payment by the City of money or damages arising from the Services performed by, or on behalf of,
the Contractor pursuant to the Agreement and payment for which is not otherwise expressly provided
or to which the Contractor is not otherwise entitled.
(C) Payment of an amount that is disputed by the City.
2. Claim Process.
(A) Timing. Any Claim must be submitted to City in compliance with the requirements of this
Exhibit no later than fourteen (14) days following the event or occurrence giving rise to the Claim. This
time requirement is mandatory; failure to submit a Claim within fourteen (14) days will result in its being
deemed waived.
(B) Submission. The Claim must be submitted to City in writing, clearly identified as a “Claim”
submitted pursuant to this Exhibit, and must include reasonable documentation substantiating the Claim.
The Claim must clearly identify and describe the dispute, including relevant references to applicable
portions of the Agreement, and a chronology of relevant events. Any Claim for additional payment must
include a complete, itemized breakdown of all labor, materials, taxes, insurance, and subcontract, or other
costs. Substantiating documentation such as payroll records, receipts, invoices, or the like, must be
submitted in support of each claimed cost. Any Claim for an extension of time or delay costs must be
substantiated with schedule analysis and narrative depicting and explaining claimed time impacts.
(C) Review. Upon receipt of a Claim in compliance with this Exhibit, the City shall conduct a
reasonable review of the Claim and, within a period not to exceed 45 days from receipt, shall provide the
Contractor a written statement identifying what portion of the Claim is disputed and what portion is
undisputed. Upon receipt of a Claim, the City and Contractor may, by mutual agreement, extend the time
period provided in this paragraph 2.
(D) If City Council Approval Required. If the City needs approval from the City Council to provide
the Contractor a written statement identifying the disputed portion and the undisputed portion of the Claim,
and the City Council does not meet within the 45 days or within the mutually agreed to extension of time
following receipt of a Claim sent by registered mail or certified mail, return receipt requested, the City shall
have up to three days following the next duly publicly noticed meeting of the City Council after the 45-day
period, or extension, expires to provide the Contractor a written statement identifying the disputed portion
and the undisputed portion.
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(E) Payment. Any payment due on an undisputed portion of the Claim shall be processed and made
within 60 days after the City issues its written statement. If the City fails to issue a written statement,
paragraph 3, below, shall apply.
3. Disputed Claims
(A) Meet and Confer. If the Contractor disputes the City's written response, or if the City fails to
respond to a Claim submitted pursuant to this Exhibit within the time prescribed, the Contractor may
demand in writing an informal conference to meet and confer for settlement of the issues in dispute. Upon
receipt of a demand in writing sent by registered mail or certified mail, return receipt requested, the City
shall schedule a meet and confer conference within 30 days for settlement of the dispute. Within 10 business
days following the conclusion of the meet and confer conference, if the Claim or any portion of the Claim
remains in dispute, the City shall provide the Contractor a written statement identifying the portion of the
Claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion
of the Claim shall be processed and made within 60 days after the City issues its written statement.
(B) Mediation. Any remaining disputed portion of the Claim, as identified by the Contractor in
writing, shall be submitted to nonbinding mediation, with the City and the Contractor sharing the associated
costs equally. The City and Contractor shall mutually agree to a mediator within 10 business days after the
disputed portion of the Claim has been identified in writing by the Contractor. If the parties cannot agree
upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third
party to mediate the disputed portion of the Claim. Each party shall bear the fees and costs charged by its
respective mediator in connection with the selection of the neutral mediator. If mediation is unsuccessful,
the parts of the Claim remaining in dispute shall be subject to any other remedies authorized by the
Agreement and laws.
(i) For purposes of this paragraph 3.B, mediation includes any nonbinding process, including, but
not limited to, neutral evaluation or a dispute review board, in which an independent third party or
board assists the parties in dispute resolution through negotiation or by issuance of an evaluation.
Any mediation utilized shall conform to the timeframes in this section.
(ii) Unless otherwise agreed to by the City and the Contractor in writing, the mediation conducted
pursuant to this section shall excuse any further obligation, if any, under Public Contract Code
Section 20104.4 to mediate after litigation has been commenced.
4. City’s Failure to Respond. Failure by the City to respond to a Claim from the Contractor within
the time periods described in this Exhibit or to otherwise meet the time requirements of this Exhibit shall
result in the Claim being deemed rejected in its entirety. A Claim that is denied by reason of the City's
failure to have responded to a Claim, or its failure to otherwise meet the time requirements of this Exhibit,
shall not constitute an adverse finding with regard to the merits of the Claim or the responsibility or
qualifications of the Contractor.
5. Interest. Amounts not paid in a timely manner as required by this section shall bear interest at
seven (7) percent per annum.
6. Approved Subcontractor Claims. If an approved subcontractor or a lower tier subcontractor
lacks legal standing to assert a Claim against the City because privity of contract does not exist, the
Contractor may present to the City a Claim on behalf of a subcontractor or lower tier subcontractor. A
subcontractor may request in writing, either on his or her own behalf or on behalf of a lower tier
subcontractor, that the Contractor present a Claim for work which was performed by the subcontractor or
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by a lower tier subcontractor on behalf of the subcontractor. The subcontractor requesting that the Claim
be presented to the City shall furnish reasonable documentation to support the Claim. Within 45 days of
receipt of this written request, the Contractor shall notify the subcontractor in writing as to whether the
Contractor presented the claim to the City and, if the Contractor did not present the claim, provide the
subcontractor with a statement of the reasons for not having done so.
7. Waiver of Provisions. A waiver of the rights granted by Public Contract Code Section 9204 is
void and contrary to public policy, provided, however, that (1) upon receipt of a Claim, the parties may
mutually agree to waive, in writing, mediation and proceed directly to the commencement of a civil action
or binding arbitration, as applicable; and (2) the City may prescribe reasonable change order, claim, and
dispute resolution procedures and requirements in addition to the provisions of Public Contract Code
Section 9204, so long as the contractual provisions do not conflict with or otherwise impair the timeframes
and procedures set forth in this section.
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