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HomeMy WebLinkAboutStaff Report 2503-4378CITY OF PALO ALTO CITY COUNCIL Monday, April 21, 2025 Council Chambers & Hybrid 5:30 PM     Agenda Item     8.Approval of Contract Amendment Number 2 to Contract Number C24190163 with Musson Theatrical to extend the contract time through March 2, 2026, with No Change in the Total Not-to Exceed Amount for $101,927 for the Refurbishing of the Stage Rigging System at Lucie Stern Community Theatre; CEQA status - categorically exempt. City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Community Services Meeting Date: April 21, 2025 Report #:2503-4378 TITLE Approval of Contract Amendment Number 2 to Contract Number C24190163 with Musson Theatrical to extend the contract time through March 2, 2026, with No Change in the Total Not- to Exceed Amount for $101,927 for the Refurbishing of the Stage Rigging System at Lucie Stern Community Theatre; CEQA status - categorically exempt. RECOMMENDATION Staff recommends that City Council approve and authorize the City Manager or their designee to execute Amendment No.2 to Contract No. C24190163 (Attachment A) with Musson Theatrical for a contract extension of one (1) year through March 2, 2026, to refurbish the stage rigging system at Lucie Stern Community Theatre. This amendment does not revise the total not-to-exceed amount of $101,927. BACKGROUND The Lucie Stern Community Theatre is a historical building built in 1932 and has been renovated and expanded over the years. The original rigging system for the theater stage was initially installed in 1981 and includes a fire curtain and 24 counterweight sets in the fly house. All counterweight sets are installed on a T-bar guide wall with an upright head and loft block configuration. During a professional inspection in 2019, it was recommended to refurbish line sets one through ten based on wear and tear of the components of those systems. The contractor will refurbish lines sets one through ten of the Lucie Stern’s counterweight fly system and return the system to proper operation condition following the work. The project window for completion is now slated for early May 2025. However, in the event of unexpected delays, staff recommend extending this amendment to cover the work until March 2, 2026. On February 12, 2024, a request for proposals (RFP) was posted on OpenGov through the City’s eProcurement platform and 2,945 service providers were notified. The solicitation period closed on March 6, 2024, and a total of 13 service providers downloaded the RFP package. The Community Services Department received one response from Musson Theatrical. Staff reviewed Musson Theatrical’s proposal and determined it responsive. Staff verified Musson Theatrical’s status with the Contractor’s State License Board. Staff also have been satisfied with Musson Theatrical on various projects for the Lucie Stern Community Theatre, Children’s Theatre, and Cubberley Community Theatre. ANALYSIS The original contract was approved by City Council on June 3, 20241. Due to an unexpected delay in the delivery of parts, the project was not able to be completed by the end of the contract term, August 2, 2024. An Amendment No.1 (Attachment B) was executed to extend the work completion date to March 2, 2025, as parts were expected to arrive during this new window and work be completed. Further delays were experienced, and the parts were finally received by the selected vendor, Musson Theatrical, at the end of January 2025. Work is now scheduled to be completed in early May 2025 and therefore an extension is required as Amendment No. 1 expired on March 2, 2025. FISCAL/RESOURCE IMPACT Funding for this contract is available in the Fiscal Year 2025 Adopted Capital Budget in the Lucie Stern Community Theatre Stage Rigging System Refurbishment capital project (AC- 24000). STAKEHOLDER ENGAGEMENT This project is part of the Community Service’s Capital Improvement Program funded by Palo Alto. The open meetings on the budget process serve as the main vehicle for engaging the community on projects such as this. Community outreach was not deemed necessary. ENVIRONMENTAL REVIEW This amendment is exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to section 15301 (installation of small new equipment) of the CEQA guidelines. ATTACHMENTS Attachment A: Amendment No.2 Musson Theatrical Contract C24190163 Attachment B: Amendment No.1 Musson Theatrical Contract C24190163 APPROVED BY: Kristen O'Kane, Community Services Director 1 City Council, June 3, 2024; Agenda Item #7, SR #2403-2793, https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=82858&dbid=0&repo=PaloAlto Vers.: Aug. 5, 2019 Page 1 of 3 AMENDMENT NO. 2 TO CONTRACT NO. C24190163 BETWEEN THE CITY OF PALO ALTO AND MUSSON THEATRICAL, INC. This Amendment No. 2 (this “Amendment”) to Contract No. C24190163 (the “Contract” as defined below) is entered into as of March 2, 2025 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MUSSON THEATRICAL, INC., a California corporation, located at 890 Walsh Ave. Santa Clara CA 95050. CITY and CONTRACTOR are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of services to retrofit the stage rigging system at the Lucie Stern Community Theater, as detailed therein. B. The Parties now wish to amend the Contract in order to extend the term by one year, from March 2, 2025, to March 2, 2026, as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: a. Contract. The term “Contract” shall mean Contract No. C24190163 between CONSULTANT and CITY, dated April 5, 2024 as amended by: • Amendment No.1, dated September 11, 2024 b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 2 “TERM” of the Contract is hereby amended to read as follows: “The term of this Agreement shall be from the date of its full execution through March 2, 2026, unless terminated earlier pursuant to Section 19 of this Agreement.” Docusign Envelope ID: 651EA426-19F8-4D31-9904-4D97B5F0AE38 Vers.: Aug. 5, 2019 Page 2 of 3 SECTION 3. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference: a. Exhibit “B”: “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2” (AMENDED, REPLACES PREVIOUS) SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 5. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: City Attorney or designee MUSSON THATRICAL, INC. By: Name: Title: Attachments: Exhibit “B”: “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2” (AMENDED, REPLACES PREVIOUS) Docusign Envelope ID: 651EA426-19F8-4D31-9904-4D97B5F0AE38 General Manager David Rimerman Vers.: Aug. 5, 2019 Page 3 of 3 EXHIBIT B SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2 (AMENDED, REPLACES PREVIOUS) CONTRACTOR shall perform the Services so as to complete each task within the time period specified below. The time to complete each task may be increased or decreased by mutual written agreement of the project managers for CONTRACTOR and CITY so long as all work is completed within the term of the Agreement. Upon request CONTRACTOR shall provide a detailed schedule of work consistent with the schedule below. Task 1. The Contractor shall refurbish line sets one through To be Completed ten of the Theatre’s counterweight fly system. Between March 2, 2025, and March 2, 2026 Docusign Envelope ID: 651EA426-19F8-4D31-9904-4D97B5F0AE38 Vers.: Aug. 5, 2019 Page 1 of 3 AMENDMENT NO. ONE TO CONTRACT NO. C24190163 BETWEEN THE CITY OF PALO ALTO AND MUSSON THEATRICAL, INC. This Amendment No. 1 (this “Amendment”) to Contract No. C24190163 (the “Contract” as defined below) is entered into as of September 11, 2024, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MUSSON THEATRICAL, INC._, a California corporation, located at 890 Walsh Ave. Santa Clara, CA. 95050 (“CONTRACTOR”). CITY and CONTRACTOR are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of services to retrofit of the stage rigging system at the Lucie Stern Community Theatre_, as detailed therein. B. The Parties now wish to amend the Contract in order to Extend the term of the agreement for an additional 6 (six) months from August 2, 2024, to March 2, 2025. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: a.Contract. The term “Contract” shall mean Contract No.C24190163 between CONSULTANT and CITY, dated August 2, 2024. b.Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 2. TERM of the Contract is hereby amended to read as follows: “The term of this Agreement shall be from the date of its full execution through March 2, 2025, unless terminated earlier pursuant to section 19 of this Agreement.” SECTION 3. Legal Effect.Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. ATTACHMENT B Vers.: Aug. 5, 2019 Page 2 of 3 SECTION 4. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) Vers.: Aug. 5, 2019 Page 3 of 3 SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO Contracts Administrator APPROVED AS TO FORM: City Attorney or designee MUSSON THEATRICAL, INC. Officer 1 By: Name: Title: Attachments: NONE Appendix for General Services Agmt 1 February 8, 2017 Appendix A: Claims for Public Contract Code Section 9204 Public Works Projects The provisions of this this Appendix are provided in compliance with Public Contract Code Section 9204; they provide the exclusive procedures for any claims related to the Services performed under this Agreement. 1. Claim Definition. 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 Appendix 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. submitted pursuant to this Appendix, 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 Appendix, 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. Appendix for General Services Agmt 2 February 8, 2017 (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 Appendix 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 . Failure by the City to respond to a Claim from the Contractor within the time periods described in this Appendix or to otherwise meet the time requirements of this Appendix 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 Appendix, 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 Appendix for General Services Agmt 3 February 8, 2017 subcontractor, that the Contractor present a Claim for work which was performed by the subcontractor or 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.