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Home My WebLink AboutStaff Report 2604-6317CITY OF PALO ALTO CITY COUNCIL Special Meeting Monday, June 15, 2026 Council Chambers & Hybrid 5:30 PM Agenda Item 13.Approval of Contract Amendment Number 5 to Contract S20178065 with OIR Group, in the Amount of $40,000 and for a one-year extension to continue Independent Police Auditing Services in Palo Alto. CEQA Status – Not a Project. City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Manager Meeting Date: June 15, 2026 Report #:2604-6317 TITLE Approval of Contract Amendment Number 5 to Contract S20178065 with OIR Group, in the Amount of $40,000 and for a one-year extension to continue Independent Police Auditing Services in Palo Alto. CEQA Status – Not a Project. RECOMMENDATION Staff recommends that City Council approve and authorize the City Manager or designee to execute Amendment No. 5 to Contract S20178065 with OIR Group (Attachment A) to extend the contract through June 30, 2027, and add $40,000 for the continuation of independent police auditing services in Palo Alto. This amendment results in a revised total contract not-to- exceed amount of $312,500. This contract also includes additional services funding for a study report related to Flock cameras. BACKGROUND AND ANALYSIS Since 2006, Palo Alto has utilized an Independent Police Auditor (IPA) to conduct secondary review of defined investigations of uniformed Police Department personnel and provide related services. Since the inception of the IPA program, the City has contracted with the Office of Independent Review (OIR Group), to provide these services. Michael Gennaco and Stephen Connolly, the principals of OIR Group, are the OIR staff who provide these services to Palo Alto. The City last issued a Request for Proposals for IPA services in 2014. At that time, three firms submitted proposals and the City again selected OIR Group as the most qualified to perform the services. The City and OIR entered into a new contract for IPA services that 1through October 2019. When the contract expired in 2019, the City and OIR entered into the current contract 1 City Council, May 27, 2025; SR# 2503-4328, which was set to expire in 2023 but was amended in 2021 with an updated scope and contract term and through additional amendments is set to expire June 30, 2026. In November 2020, as part of a series of discussions regarding Police Department procedures, police accountability, and race and equity matters, the Council directed that the IPA’s scope of review be expanded to include a review of: Incidents where an office uses a baton, chemical agent, less-lethal projectile, canine or firearm (in addition to TASER uses, which have been and will continue to be reviewed by the IPA) Incidents resulting in an injury requiring treatment beyond minor medical care in the field The Police Department’s handling of Supervisory Inquiry Reports (formally called Informal Inquiry Reports) (complaints that are sufficiently investigated and resolved through expedited review) In addition, Council directed that changes be made to the schedule of reporting to improve timeliness and accountability and indicated that it will meet publicly with the IPA two times each year. In November 2020 3 the City Council referred to the Policy and Services Committee consideration of whether IPA’s scope should be further revised to include review of City investigations or uniformed officers arising from internal complaints regarding employee harassment, discrimination, and retaliation in the workplace. Policy and Services Committee considered the City Council referral at its meeting on April 13, 20214. The Committee voted unanimously to recommend the City Council direct staff to amend the IPA contract to include employee harassment, retaliation and discrimination claims within the IPA scope, and to research best practices to balance the needs of transparency and public oversight while preserving the anonymity of complaints, witnesses and the subject. OIR Group had some cost savings in this contract year with the most recent reports needing less time to produce. The recommendation from staff is for the unused funding from the current year contract to be used for an additional service study report related to Flock cameras(City Council will be discussing Flock at a June 1 study session). These funds will allow OIR group to work with the Police Department and City Manager’s Office to conduct an operational assessment of Flock’s policies and procedures around security, transparency, sharing compliance, and reporting of system features and changes as well as the Police Department’s 3 City Council, November 16, 2020; SR# 11754, 4 Policy and Services, April 13, 2021 SR# 12177, internal policies and procedures. The study is estimated to be $15,000 for the report and there is funding in the existing contract to support this effort and agreement from OIR Group to conduct this study. FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT 7 ENVIRONMENTAL REVIEW City Council action on this item is not a project as defined by CEQA because approval of this amendment is an organization or administrative activity that will not result in direct or indirect physical changes in the environment. CEQA Guidelines section 15378(b)(5). ATTACHMENTS APPROVED BY: 7 Independent Police Auditor webpage, Vers.: Aug. 5, 2019 Page 1 of 6 AMENDMENT NO. 5 TO CONTRACT NO. S20178065 BETWEEN THE CITY OF PALO ALTO AND MICHAEL GENNACO DBA OIR GROUP This Amendment No. 5 (this “Amendment”) to Contract No. S20178065 (the “Contract” as defined below) is entered into as of May 18, 2026, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MICHAEL GENNACO DBA OIR GROUP, a sole proprietor, located at 7142 Trask Avenue, Playa Del Rey, CA, 90293 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of independent police auditor services, as detailed therein. B. The Parties now wish to amend the Contract in order to (1) increase the compensation by Forty Thousand Dollars ($40,000) from Two Hundred Seventy-Two Thousand Five Hundred Dollars ($272,500) to a new not to exceed amount of Three Hundred Twelve Thousand Five Hundred Dollars ($312,500), (2) extend the contract term date from June 30, 2026 by an additional twelve months to June 30, 2027, 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. S20178065 between CONSULTANT and CITY, dated December 16, 2019, as amended by: Amendment No.1, dated July 20, 2021 Amendment No.2, dated January 1, 2023 Amendment No.3, dated December 9, 2024 Amendment No.4, dated May 12, 2025 b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 2 “TERM” of the Contract is hereby amended to read as follows: “The term of this Agreement shall be from the date of its full execution through June 30, 2027, unless terminated earlier pursuant to Section 19 of this Agreement.” Docusign Envelope ID: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Vers.: Aug. 5, 2019 Page 2 of 6 SECTION 3. Section 4 “NOT TO EXCEED COMPENSATION” of the Contract is hereby amended to read as follows: “The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A” (also referred to herein as the “Basic Services”), and reimbursable expenses (if specified in Exhibit “C”), shall not exceed Two Hundred Ninety-Two Thousand Five Hundred Dollars ($292,500). In addition to the not-to-exceed compensation specified above, CITY has set aside the not-to- exceed compensation amount of Twenty Thousand Dollars ($20,000) for the performance of Additional Services. CONSULTANT agrees to complete all Basic Services, including specified reimbursable expenses, within this amount. In the event Additional Services (defined below) are authorized, the total compensation for Basic Services, Additional Services and specified reimbursable expenses shall not exceed Three Hundred Twelve Thousand Five Hundred Dollars ($312,500). The applicable rate schedule is set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amounts of compensation set forth herein shall be at no cost to the CITY. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described at Exhibit “A”.” SECTION 4. 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” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 5”, AMENDED, REPLACES PREVIOUS. b. Exhibit “C” entitled “COMPENSATION, AMENDMENT NO. 5”, AMENDED, REPLACES PREVIOUS. SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) Docusign Envelope ID: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Vers.: Aug. 5, 2019 Page 3 of 6 SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO City Manager APPROVED AS TO FORM: City Attorney or designee MICHAEL GENNACO DBA OIR GROUP Officer 1 By: Name: Title: Attachments: EXHIBIT “B” ENTITLED “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 5”, AMENDED, REPLACES PREVIOUS. EXHIBIT “C” ENTITLED “COMPENSATION, AMENDMENT NO. 5”, AMENDED, REPLACES PREVIOUS. Docusign Envelope ID: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Stephen Connolly Co-owner Vers.: Aug. 5, 2019 Page 4 of 6 EXHIBIT B SCHEDULE OF PERFORMANCE, AMENDMENT NO. 5 (AMENDED, REPLACES PREVIOUS) Consultant shall complete reports for calendar years 2020, 2021, 2022, 2023, 2024, 2025, 2026 and 2027. Beginning in calendar year 2023, the following additional specific schedule shall apply: In calendar year 2023, CONSULTANT shall complete two reports, for publication in approximately February/March and August 2023, containing all matters completed since the last published report. In calendar year 2024, CONSULTANT shall complete two reports, for publication in approximately February/March and August 2024, containing all matters completed since the last published report. In calendar year 2025, CONSULTANT shall complete two reports, for publication in approximately February/March and August 2025, containing all matters completed since the last published report. In calendar year 2026, CONSULTANT shall complete two reports, for publication in approximately February/March, and August 2026 containing all matters completed since the last published report. In calendar year 2027, CONSULTANT shall complete one report, for publication in approximately February/March, containing all matters completed since the last published report. Docusign Envelope ID: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Vers.: Aug. 5, 2019 Page 5 of 6 EXHIBIT C COMPENSATION, AMENDMENT NO. 5 (AMENDED, REPLACES PREVIOUS) CITY agrees to compensate CONSULTANT for the Services performed in accordance with the terms and conditions of this Agreement, including Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4 of the Agreement), based on the hourly rate schedule attached as Exhibit C-1. The compensation to be paid to CONSULTANT under this Agreement for all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed the amount(s) stated 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. 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 up to the not-to-exceed amount of: Fifteen Thousand Dollars ($15,000). A. Travel from CONSULTANT’S office to Palo Alto City Hall, 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. All requests for reimbursement of expenses, if any are specified as reimbursable under this section, shall be accompanied by appropriate backup documentation and information. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expenses, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager Docusign Envelope ID: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Vers.: Aug. 5, 2019 Page 6 of 6 and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. Docusign Envelope ID: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Certificate Of Completion Envelope Id: 997AC0B1-5AD0-8D0C-8021-DA4780708524 Status: Completed Subject: Complete with Docusign: Final S20178065 Amend No. 5.pdf Source Envelope: Document Pages: 6 Signatures: 1 Envelope Originator: Certificate Pages: 2 Initials: 0 Alice Harrison AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 alice.harrison@paloalto.gov IP Address: 170.85.54.113 Record Tracking Status: Original 5/12/2026 10:50:03 AM Holder: Alice Harrison alice.harrison@paloalto.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Signer Events Signature Timestamp Stephen Connolly stephen.connolly@oirgroup.com Co-owner Security Level: Email, Account Authentication (None)Signature Adoption: Drawn on Device Using IP Address: 47.149.212.46 Sent: 5/12/2026 10:55:42 AM Resent: 5/12/2026 10:58:08 AM Resent: 5/14/2026 4:57:47 PM Viewed: 5/14/2026 6:35:07 PM Signed: 5/14/2026 6:42:02 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Chantal Gaines chantal.gaines@paloalto.gov Assistant to City Manager City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 5/14/2026 6:42:03 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Ingrid Velasquez ingrid.velasquez@paloalto.gov Administrative Assistant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 5/14/2026 6:42:03 PM Viewed: 5/15/2026 8:36:37 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 5/12/2026 10:55:42 AM Envelope Updated Security Checked 5/12/2026 10:58:07 AM Envelope Updated Security Checked 5/12/2026 10:58:07 AM Certified Delivered Security Checked 5/14/2026 6:35:07 PM Signing Complete Security Checked 5/14/2026 6:42:02 PM Completed Security Checked 5/14/2026 6:42:03 PM Payment Events Status Timestamps