HomeMy WebLinkAboutStaff Report 2606-6457CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Monday, August 17, 2026
Council Chambers & Hybrid
5:30 PM
Agenda Item
5.Approval of Contract Number C27196410 with Salas O’Brien Engineers, Inc. for an
Amount Not-to-Exceed $298,716 to Provide Professional Design Services for the
Electrification of City Facilities Capital Improvement Program Project PE-24001, for a
Contract Term through August 24, 2029; CEQA Status – Exempt under CEQA Guidelines
Section 15301
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: August 17, 2026
Report #:2606-6457
TITLE
Approval of Contract Number C27196410 with Salas O’Brien Engineers, Inc. for an Amount Not-
to-Exceed $298,716 to Provide Professional Design Services for the Electrification of City
Facilities Capital Improvement Program Project PE-24001, for a Contract Term through August
24, 2029; CEQA Status – Exempt under CEQA Guidelines Section 15301
RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager or their
designee to execute Contract No. C27196410 with Salas O’Brien Engineers, Inc. to provide
professional design services for a total not-to-exceed amount of $298,716, including $244,288
for basic services and $54,428 for additional services, for the Electrification of City Facilities
Capital Improvement Program Project (CIP PE-24001). The contract term will be through August
24, 2029.
BACKGROUND
In alignment with the City’s goal of reducing greenhouse gas (GHG) emissions 80% below 1990
levels by 2030 (“80 x 30”),1 the City adopted the Sustainability and Climate Action Plan
(“S/CAP”),2 which provides a framework for achieving the City’s sustainability and climate goals.
In June 2023, the City adopted the 2023–2025 S/CAP Workplan, which identifies Electrification
of City Facilities as a key strategy to reduce emissions by transitioning municipal buildings from
gas-burning equipment to electric alternatives.3 On March 2, 2026, the City Council approved
the 2026–2027 S/CAP Workplan, which continues to identify facility electrification as a key
strategy for municipal assets and operations and advances implementation through the Capital
1 City Council, April 18, 2016; Agenda Item #10; SR #6754
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=79086
2 City Council, October 3, 2022; Agenda Item #9; SR #14720
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=82036
3 City Council, June 5, 2023; Agenda Item #14; SR #2303-1158
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=82342&dbid=0&repo=PaloAlto
Improvement Program (CIP).7
To support implementation efforts, the City conducted a Facility Condition Assessment (FCA),
which included identifying City facilities with existing gas-burning equipment and the
equipment’s remaining useful life. Based on the FCA findings, the following five facilities were
identified to be included in the City Facility Electrification “pilot” program and was presented to
the Climate Action and Sustainability Committee on December 12, 2025.8
1. Golf Course Pro Shop/Hofbrau
2. College Terrace Library
3. Downtown Library
4. Art Center
5. Ventura Community Center
ANALYSIS
During the December 12, 2025, Climate Action and Sustainability Committee discussion of the
Facility Electrification Pilot Program, Committee members raised questions regarding the
feasibility of performing facility electrification assessments and design services with City staff
rather than utilizing consultant support.9 While City staff provide project management, facility
operations expertise, and technical oversight, the scope of work for this effort includes
specialized engineering assessments, electrical infrastructure evaluations, HVAC system
analysis, and development of technical design documents. Establishing comparable in-house
capabilities would require additional staffing resources, specialized training, software tools, and
dedicated capacity beyond current staffing levels. Additionally, as part of the Fiscal Year 2027
budget balancing, a position was eliminated that worked on building infrastructure projects,
further limiting staff’s capacity. Staff also checked with three neighboring cities and confirmed
that they do not have staff with the technical expertise to design these types of projects in-
house, and also rely on professional services support.
The pilot program will provide an opportunity for staff to gain familiarity with facility
electrification design approaches, permitting requirements and implementation considerations
while leveraging consultant expertise to evaluate facility-specific conditions and develop
recommendations and staff will be able to use the lessons learned from the pilot projects on
future sites as appropriate.
7 City Council, March 2, 2026; Agenda Item #9; SR #2602-5985,
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=86664&dbid=0&repo=PaloAlto
8 Climate Action and Sustainability Committee, December 12, 2025; Agenda Item #1; SR #2507-5029,
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=84027&dbid=0&repo=PaloAlto
9 Climate Action and Sustainability Committee, December 12, 2025; Agenda Item #1; SR #2507-5029,
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=84027&dbid=0&repo=PaloAlto
Solicitation Process
Table 1: Summary of Request for Proposal
Proposal Description Electrification of City Facilities
Proposed Length of Project 36 Months
Number of Vendors Notified 3812
Number of Proposal Packages Downloaded 67
Total Days to Respond to Proposal 33
Pre-Proposal Meeting Yes, Non-Mandatory
Pre Proposal Meeting Date March 9, 2026
Number of Proposals Received 10
Proposal Price Range $244,287-$1,556,499
Public Link to Solicitation https://procurement.opengov.com/portal/palo-alto-
ca/projects/238336
FISCAL/RESOURCE IMPACT
STAKEHOLDER ENGAGEMENT
Stakeholder engagement for the Electrification of City Facilities included coordination with the
Public Works Facilities Section and the Climate Action and Sustainability Committee. As the
project advances, Staff will continue coordination with Public Works Facilities and engage the
Utilities Department, as appropriate.
ENVIRONMENTAL REVIEW
The project is categorically exempt from the California Environmental Quality Act (CEQA)
pursuant to CEQA Guidelines Section 15301 (Existing Facilities), as the work consists of minor
alterations to existing public facilities involving negligible or no expansion of existing use.
ATTACHMENTS
Attachment A: Contract No. C27196410 with Salas O’Brien
APPROVED BY:
Brad Eggleston, Director Public Works/City Engineer
Professional Services
Rev. Oct 16,2024
Page 1 of 30
CITY OF PALO ALTO CONTRACT NO. C27196410
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND SALAS O’BRIEN ENGINEERS, INC.
This Agreement for Professional Services (this “Agreement”) is entered into as of the 24th day of
August, 2026 (the “Effective Date”), by and between the CITY OF PALO ALTO, a California
chartered municipal corporation (“CITY”), and SALAS O’BRIEN ENGINEERS, INC., a
California corporation, located at 305 South 11th Street, San Jose, CA 95112 (“CONSULTANT”).
The following recitals are a substantive portion of this Agreement and are fully incorporated herein
by this reference:
RECITALS
A. CITY intends to electrify city facilities (the “Project”) and desires to engage a consultant
to provide building assessment, design, cost estimates, and construction administration services
for five facilities 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.
Optional On-Call Provision (This provision only applies if checked and only applies to
on-call agreements.)
CITY may elect to, but is not required to, authorize on-call Services up to the maximum
compensation amount set forth in Section 4 (Not to Exceed Compensation).
CONSULTANT shall provide on-call Services only by advanced, written authorization
from CITY as detailed in this Section. On-call Services, if any, shall be authorized by
CITY, as needed, with a Task Order assigned and approved 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 on-call Services shall be specified by CITY in the Task Order, based on
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 2 of 30
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 due
to CONSULTANT for all Task Orders issued under this Agreement shall not exceed the
amount of compensation set forth in Section 4. CONSULTANT shall only be compensated
for on-call Services performed under an authorized Task Order and only up to the
maximum compensation amount set forth in Section 4. Performance of and payment for
any on-call Services are subject to all requirements and restrictions in this Agreement.
SECTION 2. TERM. The term of this Agreement shall be from the effective date of this
agreement through August 24, 2029 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.
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 Two Hundred Forty-
Four Thousand Two Hundred Eighty-Seven Dollars and Fifty Cents ($244,287.50). 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 Fifty-Four Thousand Four Hundred Twenty-Eight
Dollars and Fifty Cents ($54,428.50) 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 Two
Hundred Ninety-Eight Thousand Seven Hundred Sixteen Dollars ($298,716.00), as
detailed in Exhibit C.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 3 of 30
“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.
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.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 4 of 30
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, at no additional cost
to CITY.
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 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.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 5 of 30
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:
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 Jeffry Gosal 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. 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 Kimberly Jarero, Public Works Department, Engineering Division,
250 Hamilton Ave, Palo Alto, CA, 94301, Telephone: (650) 838-2926. 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)
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 6 of 30
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.
[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
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 7 of 30
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 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.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 8 of 30
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
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
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 9 of 30
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, 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
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 10 of 30
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 not subject to prevailing wages and related
requirements. CONSULTANT is not required to pay prevailing wages and meet related
requirements under the California Labor Code and California Code of Regulations in the
performance and implementation of the Project if the contract:
(1) is not a public works contract;
(2) is for a public works construction project of $25,000 or less, per California
Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or
(3) is for a public works alteration, demolition, repair, or maintenance project of
$15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and
1773.3(j).
OR
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) as amended from time
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 11 of 30
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”.
OR
This Project is not a 9204 Public Works Project.
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
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 12 of 30
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, 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
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 13 of 30
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.
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.
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
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS
ARE ATTACHED.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 14 of 30
CONTRACT No. C27196410
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
SALAS O’BRIEN ENGINEERS, INC.
Officer 1
By: ________________________________
Name: Leslie Locsin
Title: Vice President
Officer 2
By: ________________________________
Name: Grant Reindl
Title: CFO
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 15 of 30
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 INFORMATION
The City of Palo Alto ("City") has long been a leader in sustainability, making significant progress
towards reducing its carbon impacts, greenhouse gas (GHG) emissions, and resource consumption.
In October 2022, the City adopted a carbon neutrality goal that helps support its existing
sustainability goal of cutting emissions 80% below 1990 levels by 2030, also known as ("80x30
Goal).
In June 2023, the City adopted the 2022 Sustainability and Climate Action Plan (“S/CAP”), a
comprehensive roadmap detailing how the City intends to meet its carbon reduction targets while
simultaneously enhancing the natural environment, preparing for climate-related impacts, and
boosting quality of life for residents. Although greenhouse gas reduction is a core aim, the City
embraces a holistic definition of sustainability. The plan is structured around eight key areas of
focus: Climate Action, Energy, Mobility, Electric Vehicles, Water, Climate Adaptation and Sea
Level Rise, Natural Environment, and Zero Waste.
The City developed the 2023-2025 S/CAP Work Plan that outlines strategy to help support and
meet the S/CAP goals. One key strategy is the City Facility Electrification (“Electrification”)
initiative, which aims to electrify municipal buildings and reduce reliance on natural gas. To
support the Electrification efforts, the City completed a Facility Condition Assessment (“FCA”)
in 2023 to evaluate all municipal facilities—including their operational status—to specifically help
identify existing gas-burning systems. This assessment helps provide a crucial understanding of
our existing buildings.
To advance Electrification initiative for City owned Facilities, the City now seeks a qualified
design firm ("Consultant") to provide professional design and construction administration services.
This initiative serves as a “pilot” project—specifically targeting the electrification of an initial five
municipal facility buildings with a portion of the project budget reserved for on-call design
services to support additional electrification projects as opportunities arise. The project will follow
the traditional design–bid–build delivery method.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 16 of 30
Services must be provided by a licensed professional and may include, but are not limited:
architect, electrical engineer, mechanical engineer, plumbing engineer, structural engineer, cost
consultant, and other specialty consulting as needed.
DESIGN CONSIDERATIONS
The City plans to phase out gas-burning equipment in municipal facilities and transition to fully
electrified systems.
The scope of work includes, but is not limited to:
• Complying with all applicable codes, laws and regulations including the California
Building Code, Mechanical, Plumbing, Electrical, Fire code, California Green Building
Code, ADA standards, and City of Palo Alto Municipal Codes, etc.
• Assessing existing gas-powered units and their functions
• Designing new electrical systems that maintain or improve current building performance
• Converting gas-powered systems, including but not limited to, mechanical, heating, and
cooling systems to electric alternatives
• Supporting and integrating existing electric mechanical systems to ensure compatibility
• Evaluating the current infrastructure to determine its capacity to support new electric
systems
• Performing load calculations and electrical system upgrades based on equipment
replacements.
• Address design proficiency, energy savings, code compliance, and aesthetics
• Ensuring all upgrades meet code requirements for clearances, access pathways, working
clearances, and overall compliance.
• Providing detailed cost estimates at each design phase
• Offering innovative cost-effective design solutions to enhance performance and
sustainability
• Advising and guiding City staff on best practices, emerging technologies, and
implementation strategies
The Consultant is expected to be fully versed in all permitting requirements for municipal facility
electrification projects, including coordination with the City’s Planning Department, Building
Division, and other relevant regulatory agencies. The Consultant shall ensure that designs meet all
code and permitting requirements necessary for construction and operation.
The City has identified certain equipment units for potential electrification based on its review of
the FCA. The FCA reports pertaining to electrification are provided for reference only; the
Consultant must independently verify conditions, evaluate options, and make recommendations
for electrification aligned with the City’s goals, building operations, lifecycle, and cost-
effectiveness.
To optimize use of City assets, the City intends to prioritize electrification of equipment that is
near their End of Useful (EUL), and to evaluate the unit’s Remaining Useful Life (RUL) of other
equipment to determine whether electrification is practical and cost-effective when work is already
occurring within a facility. The Consultant shall incorporate this evaluation when recommending
unit replacements and developing designs acceptable to the City.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 17 of 30
This program represents a “pilot” for five buildings. Ultimately, a total of 18 facilities is expected
to undergo electrification in phases. The City may extend the contract for additional services as
needed.
Pilot Facilities and Specific Equipment Units:
• Art Center (26,441 SF)
o Water Heater, Gas, Residential, 50 GAL - Basement
o Ceramics Equipment, Kiln, 475 CFH - Kiln Room
• College Terrace Library (5,050 SF)
o Water Heater, Gas, Tankless, 3.2 GPM - Attic
• Downtown Library (8,741 SF)
o Water Heater, Gas, Tankless, 3.2 to 6.4 GPM - Janitor Closet
o Packaged Unit, RTU, Pad or Roof-Mounted, 26 to 50 TON - Roof
• Golf Course Pro Shop/ Cafe (12,406 SF)
o Packaged Unit, RTU, Pad or Roof-Mounted, 4 TON - Exterior
o Packaged Unit, RTU, Pad or Roof-Mounted, 6 to 7.5 TON - Exterior
o Packaged Unit, RTU, Pad or Roof-Mounted, 8 to 10 TON - Exterior
o Water Heater, Gas, Commercial (200 MBH), 100 to 199 GAL - Mechanical Room
o Boiler, Gas, HVAC, 251 to 500 MBH - Mechanical Room
o Foodservice Equipment – Kitchen
▪ 5 burner gas flat top
▪ 2 burner stovetop
▪ 2 deep frying bins
▪ 4 burner gas stovetop
▪ 3 gas ovens
• Ventura Community Center (21,481 SF)
o Water Heater, Gas, Residential, 40 GAL - Boiler Room
o Water Heater, Gas, Residential, 50 GAL – Kitchen
o Water Heater, Gas, Residential, 50 GAL - Admin Office
o Furnace, Gas, 80 MBH - MPR
o Foodservice Equipment, Range/Oven, 8-Burner - Kitchen
o Boiler, Gas, HVAC, 1000 MBH - Boiler Room
o Boiler, Gas, HVAC, 750 MBH - Boiler Room
These facilities are to remain operational and occupied during entire design process The Consultant
shall provide design services for the five identified pilot facilities concurrently.
CITY DUTIES
During the term of the Consultant’s professional services, the following items will be the
responsibility of the City.
A. City’s Project Manager or authorized designee shall manage Consultant’s performance.
Consultant shall receive final direction only from the Project Manager or his or her
authorized designee. The Project Manager shall resolve any conflicting direction from
other groups, departments, or agencies.
B. City will provide reviews and comment on what may be necessary to complete design
milestones and/or approve completion of design milestones and cost estimates. At the
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 18 of 30
completion of each phase, City will provide written authorization to the Consultant to
proceed to the next phase. The time for City’s review will depend, in part of City’s
satisfaction with the deliverables and whether further revision or cost reconciliation is
required.
C. City will provide available record drawings and as-built documents for the project facilities
to the extent they exist. Consultant shall develop CAD backgrounds as necessary to prepare
the contract documents where complete as-built CAD background drawings are
unavailable.
D. City will pay for permits and application fees as required by design.
CONSULTANTS’ SCOPE OF SERVICES
The Consultant’s basic services for City Facility Electrification consists of 8 Tasks:
1. Site Assessment and Programming
2. Schematic Design
3. Design Development
4. Construction Documents
5. Permitting
6. Project Bid Support
7. Construction Administration
8. Project Closeout
All buildings shall remain operational and occupied during entire design and construction process.
The consultant shall develop an approach including phased construction and only suggest
temporary systems if necessary to maintain operations for facility.
The Consultant will be responsible for surveying the various sites listed and will coordinate
through the Project Manager. Consultant includes Building Automation System integration for Art
Center and Downtown Library.
Consultant shall treat each building facility as a separate project, each with its own deliverables,
permitting, cost, schedule, etc. Consultant personnel shall not have direct contact with minors and
shall coordinate site access with City’s Project Manager. Consultant will be escorted when
required.
Consultant shall provide CAD backgrounds as required for a full document if as-built CAD if City
is unable to provide.
Task 1 – Site Assessment and Programming
1.1 Project Kick-off Meeting
A. Consultant shall attend project kick-off meeting scheduled by the City’s Project Manager
which will include an introduction to City Facilities Maintenance Team (“Facilities”), City
Utilities, and any other relevant party of the City. The Consultant shall ensure the main
point of contact for the project is present, and any other team member that is will be
considered part of the team.
B. Consultant shall also attend building project introductory meeting with end/user to discuss
building concerns and needs.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 19 of 30
C. Consultant shall meet with City’s Project Manager, Facilities, and relevant stakeholders to
discuss project goals, timelines, sustainability targets, design standards, and needs of the
building.
D. Consultant shall provide prior to the project kick-off meeting a list of available dates for
site assessment so that this can be coordinated with Facilities and the building
user/manager.
E. Consultant shall review the FCA prior to the project kick-off meeting but shall treat the
FCA as reference only. Consultant shall prepare any questions pertaining to performance
goals, basis of design, constraints, and survey strategy, and shall independently verify
conditions and evaluate which equipment units should be electrified.
1.2 Site Surveys
A. Consultant shall include separate site visits to survey each building, one site visit at
minimum to understand full scope of work required and existing function of each facility.
B. Consultant will coordinate, schedule, and receive authorization prior to any site visit.
Coordination of visits will be coordinated through the City’s Project Manager.
C. Consultant shall work with City’s Project Manager to identify the existing conditions and
analyze the buildings’ functional needs and include recommendations.
D. Consultant shall review building as-built drawings (if available), utility data, and FCA
reports prior to site survey visit that will be provided by the City’s Project Manager.
E. Consultant shall consider the RUL or EUL of the equipment to be electrified and provide
an updated assessment analysis if units not approaching EUL, would be electrified
regardless due to the phasing of construction, operation of the units for functionality of the
building, and if cost analysis is beneficial to the City.
F. Consultant shall perform electrical load calculations and evaluate existing building
electrical infrastructure to determine upgrades required to support the proposed
electrification improvements. Consultant shall notify the City if calculated loads indicat e
that utility coordination may be required.
1.3 Site Assessment Reports and Programming
A. Consultant shall provide separate reports for each building facility as each building will
require different needs.
B. Consultant shall gather information from site visits and provide an assessment report that
includes electrification recommendations. Recommendations must be based on the
Consultant’s independent evaluation and may differ from the FCA findings if warranted
by building operations, lifecycle, or cost considerations.
C. Consultant shall provide a summary report of findings and recommendations including
items noted above to help City further understand existing facility condition and help
provide design direction with will help commence the beginning of Task 2.
D. Consultant shall include a study in the report that includes at least three vendors for
equipment to ensure that multiple options are available during the construction phase.
E. Consultant shall identify and implement opportunities to help accommodate existing
occupants with minimal disruption during construction.
F. Deliverables shall be electronic, either PDF or Word document. Draft reports can be
submitted via Microsoft Word. Final reports and deliverables of survey assessment shall
be provided in PDF.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 20 of 30
G. The City will review the site assessment report provided by the consultant. Following this
review, the City will schedule a follow-up meeting with Consultant, Facilities, and relevant
parties to review, discuss, and ask questions of assessment report. This meeting will include
an agreed upon deadline date for the Schematic Design procurement, City and Facility
review time and comments and target scheduled date to hold a Schematic Design Review
Meeting. Once all has been clarified, the City Project Manager will provide direction to
Consultant to begin Task 2.
Task 2 – Schematic Design
A. Consultant and relevant design professionals shall provide a schematic design
incorporating information gathered from the site survey findings.
B. The schematic design shall be a preliminary package that includes, but is not limited to,
the demolition of existing units, capping or removal of unused lines pertaining to
mechanical, electrical, plumbing, low voltage, etc., and must include the development of
new design drawings. This includes infrastructure, pathways, scale, schematic pathways,
equipment schedule, and conceptual plans. It will be the responsibility of the consultant to
consider runs, bends, linear footage when designing and ensure the design is compliant to
the manufacturer specifications and requirements.
C. Consultant shall include an outline of specifications, equipment schedule, and project
schedule for City and Facilities to review.
D. Consultant shall include schematic level cost estimate upon completion of the schematic
design for each building.
E. Consultant shall provide deliverables in electronic form for the schematic design.
F. Consultant shall meet with City to review design, equipment schedule, cost estimate, and
City and Facility comments, to identify opportunities for enhancement or necessity for
value engineering.
G. City will review and approve schematic design after comments have been addressed and
revisions to these comments have been made.
Task 3 – Design Development
A. Consultant shall refine and update the schematic design drawings for each building in
response to comments from City, Facilities, and any other City representatives. Drawings
shall further include but is not limited to demolition plans, new construction line diagrams,
new equipment, new underground and site utility if applicable, detailed equipment
schedule, etc.
B. Consultant shall coordinate and meet with the project team, Facilities, Planning, Buildings,
Utilities, as needed to help refine the Design Development drawing sets.
C. Consultant shall provide refined specifications, equipment list, and technical
specifications.
D. Upon completion of the design development, Consultant shall provide a design-
development level construction cost estimate and project schedule including time for
permits for each building.
E. Consultant shall provide deliverables in PDF version.
F. Consultant shall meet with City to review design, equipment schedule, cost estimate, and
City and Facility comments, to identify opportunities for enhancement or necessity for
value engineering.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 21 of 30
G. City will review and approve development design after comments have been addressed and
revisions to these comments have been made.
Task 4 – Construction Documents
A. The Consultant shall acknowledge that Construction Documents will be submitted at 60%,
95%, and 100% completion stages for each building. Deadlines for each submission will
be determined during project coordination, and both the City and the Consultant wil l be
provided with reasonable timeframes for review and execution.
B. The Consultant shall refine and update the design development drawings for each building
in response to comments from the City, Facilities, and other designated City
representatives. The drawings shall include, but are not limited to, demolition plans, new
construction line diagrams, new equipment layouts, applicable underground and site
utilities, ADA-compliant design elements, code-required working clearances,
implementation of City of Palo Alto Municipal Code, etc.
C. Consultant shall coordinate and meet with the City’s Project Manager, Facilities, Planning,
Buildings, Utilities, as needed to help refine the Construction Document drawing sets.
D. Consultant shall provide refined specifications, finalize equipment list, technical
specifications, updated cost estimates, and updated project schedule for each building.
E. Consultant shall coordinate technical specifications with City’s General Conditions and
Construction Contract Template.
F. Consultant shall ensure that 60%, 95%, and 100% must be provided in a suitable level for
Construction. The intent for 60% Construction Document Review by City and Facilities is
to help review for constructability and verify previous comments were implemented.
G. Consultant shall provide 60% Contract Document including an updated cost estimate and
project schedule including time for permits for each building. City and Facilities will
review these deliverables and provide comments to help produce the 95% Construction
Documents.
H. Consultants will have the opportunity to meet with City and Facilities to review comments
for implementation to help produce the 95% Construction Documents.
I. After discussing 60% Construction Document comments, Consultant shall take 60%
Construction Document comments and utilize these notes to produce help produce the 95%
Contract Documents.
J. Consultant shall provide 95% Construction Documents intended for the Building
Department plan check review. The Project Manager will review 95% Construction
Document in parallel to the permit review. The City entrusts that the Consultant will have
incorporated previous comments prior to submitting to Building Department plan check
review.
K. Consultant shall prepare final 100% complete Construction Documents based on feedback
provided at the 95% review and the permit review. These 100% documents will be used
as the Construction Documents to be issued for bid to procure the construction contract(s).
All exhibits, drawings, specifications, reports, and other materials required to support
complete construction bid shall be provided.
Task 5 – Permitting
A. Consultant shall submit and obtain a building permit by providing all necessary drawings,
calculations, and supporting documentation, and by coordinating with the Planning
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 22 of 30
Department and Building Division, as required.
B. The Consultant shall review and respond to all plan check comments and track and manage
comments on a spreadsheet.
C. The Consultant shall be responsible for all services, exhibits, and applications needed to
secure permits or approvals known at the time the services are performed, including all
design-stage permits and approvals. The City will be responsible for paying all applicable
permits and application fees.
Task 6 – Project Bid Support
A. Consultant shall assist with City for preparation of construction bid packages (IFB’s).
B. Consultant shall review and respond to bidder inquiries within 48 hours during bid period.
C. Consultant shall prepare addenda and revisions as required within hours during bid period.
D. Consultant shall compile conformed drawing set for each project.
E. Consultant shall attend and assist the City at pre-bid conferences and job-site walks. There
will be a job-site walk at each building location to be scheduled and coordinated by the
City’s Project Manager.
F. Consultant shall acknowledge that the contractor bid will include the pilot listed buildings.
City does not intend to issue separate IFB’s for each building.
Task 7 - Construction Administrative
A. Consultant shall provide assistance to City staff during construction bidding phase that
shall include bid phase questions, bid phase addenda if applicable, etc.
B. Consultant shall attend onsite pre-construction meetings with selected contractor to
establish project expectations.
C. Consultant shall assist City in reviewing and responding to submittals within ten (10)
calendar days upon receiving submittal.
D. Consultant shall respond to contractor requests for information (RFI) within five (5)
calendar days upon receiving the request.
E. Consultant shall assist City in clarifying any questions that may arise during the project in
a timely manner.
F. Consultant shall assist City in preparing, reviewing, and provide comments and/or
solutions to change orders within ten (10) calendar days upon receiving the change orders.
G. Consultant shall attend weekly project progress meetings that will be held virtually, unless
otherwise requested to meet in person for emergency site meeting, and shall attend on-site
meetings as required to help resolve an issue to not delay project progress.
H. Consultant shall understand that each building will be treated as it’s own project as each
building is unique, however the weekly progress meeting will be utilized to discuss all
buildings.
I. Consultant shall provide project addenda’s as needed within five (5) calendar days upon
determination that it is required, and consult and confirm if this shall be resubmitted to the
building department.
J. Consultant shall review inspection reports.
K. Consultant shall visit the project at appropriate intervals during construction to become
generally familiar with the progress and quality of the contractor’s work and to determine
if the work is proceeding in general accordance with the Contract Documents.
L. Consultant shall participate in the final project review and prepare final review punch list.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 23 of 30
Consultant shall field verify, perform back checks, and sign off on punch list item
completion. Project platform for document control will be selected by the Contractor.
Consultant shall include functional testing and verification of installed systems to confirm
proper operation in accordance with the design intent.
Task 8 - Project Closeout
A. Consultant shall review as-built drawings from the contractor and issue record as-built
plans for the project within thirty (30) calendar days from the day Notice of Completion is
sent to the Contractor. As-built plans shall be delivered to the City in both AutoCAD 2023
or later version and PDF formats.
B. Consultant shall visit the project with City staff before the warranty period expires
(approximately 10 months) to review project status and advise City on warranty items that
should be fixed.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 24 of 30
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): _____________________________
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 ___________________________________
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 25 of 30
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 Weeks (as specified below)
from NTP
1. Task 1 - Site Assessment and Programming 6 weeks
2. Task 2 - Schematic Design 12 weeks
3. Task 3 - Design Development 18 weeks
4. Task 4 - Construction Documents 24 weeks
5. Task 5 - Permitting 34 weeks
6. Task 6 - Project Bid Support 40 weeks
7. Task 7 - Construction Administrative 80 weeks
8. Task 8 - Project Closeout 84 weeks
The following schedule is an outline of project milestones. Dates and durations are subject to
change based on project needs, City review times, permitting, and other factors.
The College Terrace Library and Art Center will be advanced and completed on an accelerated
basis following the Notice to Proceed and Contractor shall allocate sufficient resources to meet
this prioritization.
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.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 26 of 30
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
(Art Center)
$27,780
Task 2
(College Terrace Library)
$14,702.50
Task 3
(Downtown Library)
$40,175
Task 4
(Golf Course Pro Shop / Cafe)
$88,605
Task 5
(Ventura Community Center)
$73,025
Sub-total for Services $244,287.50
Reimbursable Expenses (if any) $0
Total for Services and Reimbursable Expenses $244,287.50
Additional Services (if any, per Section 4) $54,428.50
Maximum Total Compensation $298,716.00
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.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 27 of 30
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: NONE up to the not-to-exceed amount of: $0.00.
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.
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.
All requests for reimbursement of expenses, if any are specified as reimbursable under this
section, shall be accompanied by appropriate backup documentation and information.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 28 of 30
EXHIBIT C-1
SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:
Labor Category Hourly Rates
Principal $310
Senior Architect / Sr. Vice President $300
Vice President / Associate Vice President / Director / Associate / Sr. Project Manager $275
Architect / Professional Engineer / Sr. Structural Engineer $225
Design Engineer / Project Engineer $215
Structural Staff Engineer $205
Construction Project Manager $220
Design Manager / Program Manager / Drafting Manager (CADD) $200
Field Technician / Program Specialist / Coordinator / Drafter (CAD) $160
Program / Project Assistant $125
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 29 of 30
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 $1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST
AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM
OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY
CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’
COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL
INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A 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
AT THE FOLLOWING EMAIL: PURCHASINGSUPPORT@PALOALTO.GOV
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.
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191
Professional Services
Rev. Oct 16,2024
Page 30 of 30
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE
INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS
POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON
OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE
CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE
OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT
OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY
WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE
FILED WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL:
PURCHASINGSUPPORT@PALOALTO.GOV
Docusign Envelope ID: DE969B7B-EDC6-888D-804A-FE3ED51B2191