HomeMy WebLinkAbout2019-12-09 City Council Agenda PacketCity Council
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Monday, December 9, 2019
Special Meeting
Council Chambers
5:00 PM
Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in
the Council Chambers on the Thursday 11 days preceding the meeting.
PUBLIC COMMENT
Members of the public may speak to agendized items; up to three minutes per speaker, to be determined by the presiding officer. If you wish to address the Council on any issue that is on this agenda, please complete a speaker
request card located on the table at the entrance to the Council Chambers, and deliver it to the City Clerk prior to
discussion of the item. You are not required to give your name on the speaker card in order to speak to the Council, but it is very helpful. Public comment may be addressed to the full City Council via email at City.Council@cityofpaloalto.org.
TIME ESTIMATES Time estimates are provided as part of the Council's effort to manage its time at Council meetings. Listed times
are estimates only and are subject to change at any time, including while the meeting is in progress.
The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the
public. To ensure participation in a particular item, we suggest arriving at the beginning of the meeting and
remaining until the item is called.
HEARINGS REQUIRED BY LAW
Applicants and/or appellants may have up to ten minutes at the outset of the public discussion to make their
remarks and up to three minutes for concluding remarks after other members of the public have spoken.
Call to Order
Special Orders of the Day 5:00-5:30 PM
1.Proclamation Honoring Donatus "Dee" Okhomina
2.Proclamation Honoring Project Safety Net's 10 Year Anniversary
Rail Communications Update 5:30-6:00 PM
3.Rail Grade Separation Updates: Report and Possible Direction on
Communications and Community Engagement and Previously Proposed
Rail Blue Ribbon Commission, and Verbal Update From the Expanded
Community Advisory Panel (XCAP)
Study Session 6:00-7:00 PM
4.Study Session With Santa Clara County Supervisor Joe Simitian
REVISED
2 December 9, 2019
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PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
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Agenda Changes, Additions and Deletions
City Manager Comments 7:00-7:10 PM
Oral Communications 7:10-7:25 PM
Members of the public may speak to any item NOT on the agenda. Council reserves the right to limit the duration of
Oral Communications period to 30 minutes.
Consent Calendar 7:25-7:30 PM
Items will be voted on in one motion unless removed from the calendar by three Council Members.
5.Approval of a License Agreement With PTI US Towers II, LLC for
Continued Operation of Telecommunications Facilities on a City-owned
Property Located at 2675 Hanover Street
6.Approval of Amendment Number 2 to Contract Number S16161854
With Tandem Creative Inc. for Graphic Design and Public Outreach
Services to Extend the Contract Term With no Increase in Maximum
Compensation
7.Approval of Amendment Number 2 to the Agreement With Palo Alto
Unified School District (PAUSD) for PAUSD Athletic Field Brokering and
Maintenance Cost-sharing to Extend the Term to December 2021 With
an Optional Mutual Extension for an Additional Two Years
8.Approval of an Agreement With the Peninsula Corridor Joint Powers
Board in the Amount of $112,176 for the 2020 Caltrain Go Pass
Program
8A. Colleagues’ Memo From Council Members DuBois and Kou Regarding
Potential Adoption of an Urgency Ordinance to Provide Just Cause
Eviction Protections to Tenants Until California State Assembly Bill
1482 Takes Effect on January 1, 2020 (Continued From December 2,
2019).
Action Items
Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters.
7:30-8:30 PM
9.Council Direction on Scope of Review for Procedures and Protocols
Related to Boards and Commissions
8:30-9:30 PM
10.Colleagues’ Memo From Council Members Cormack, Fine, and Tanaka
Regarding Anti-vaping Measures
Council Member Questions, Comments and Announcements
Members of the public may not speak to the item(s)
Q&A
3 December 9, 2019
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
Closed Session
11.CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Authority: Government Code Section 54956.8
Properties: (1) 2416-2460 Park Boulevard (APN 124-29-002); and
(2) 249-251 California Avenue (APN 124-29-007);
Negotiating Parties: City of Palo Alto; and (1) Marthe Raymann, as
Successor Trustee of The Alois and Marthe Raymann Trust Dated July
17,1991; and (2) Duca and Hanley Properties, Inc., a Corporation;
City Negotiators: Ed Shikada, Monique le Conge Ziesenhenne,
Brad Eggleston, Kiely Nose, and Sunny Tong
Subject of Potential Negotiations: Price and Terms of Payment for
Subsurface Easements Related to Construction of the Public Safety Building
at 250 Sherman Avenue.
Adjournment
AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using
City facilities, services or programs or who would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact (650) 329-2550 (Voice) 24 hours in advance.
4 December 9, 2019
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA
PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE.
DURING NORMAL BUSINESS HOURS.
Additional Information
Standing Committee Meetings
Sp. Policy and Services Committee Meeting December 10, 2019
Schedule of Meetings
Schedule of Meetings
Tentative Agenda
Tentative Agenda
Informational Report
Boards and Commissions Term End Dates for 2020 (Maddy Act)
Summary of 2019 State Housing Legislation
City of Palo Alto (ID # 10908)
City Council Staff Report
Report Type: Special Orders of the Day Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: Proclamation Honoring
Title: Proclamation Honoring Donatus “Dee” Okhomina
From: City Manager
Lead Department: City Manager
Attachments:
• Donatus (Dee) Okhomina
Proclamation
Honoring Donatus “Dee” Agbon Okhomin
WHEREAS, the City of Palo Alto and the broader community lost a valued member in Mr. Donatus
Agbon Okhomina, Jr. on November 16, 2019;
WHEREAS, on behalf of the City of Palo Alto, we wish to record our deep sorrow over Donatus
Agbon Okhomina, Jr.’s passing;
WHEREAS, Donatus Agbon Okhomina, Jr. was a beloved father, friend, and colleague who chose
to serve his community in a very high risk but critical role as a Lineperson with the City of Palo Alto;
WHEREAS, Donatus Agbon Okhomina, Jr. was an accomplished and well-respected individual
within the electric utility industry, and dedicated his career to the service and safety of others;
WHEREAS, Donatus Agbon Okhomina, Jr. served faithfully in the United States Air Force as an
Electrical Systems Journeyman for nearly four years, and received the Air Force Training Ribbon, Air
Force Outstanding Unit award and the Air Force Achievement Medal;
WHEREAS, upon completing military service, Donatus Agbon Okhomina, Jr. continued his career
as an Electrician with the Sacramento Municipal Utility District, later with Pacific Gas and Electric, and
finally with the City of Palo Alto Utilities;
WHEREAS, during his career as an Electrician, Donatus Agbon Okhomina, Jr. founded his own
company, Okhomina Electronics; and
WHEREAS, Donatus Agbon Okhomina, Jr.’s life and service will forever be cherished by family
and friends, as well as respected and esteemed by colleagues.
NOW, THEREFORE, I, Eric Filseth, Mayor of the City of Palo Alto, on behalf of the City Council,
do hereby proclaim appreciation for outstanding public service to Donatus Agbon Okhomina, Jr., and
extend sincerest condolences to his family and everyone whose lives he touched.
Presented: December 9, 2019
______________________________
Eric Filseth
Mayor, City of Palo Alto
City of Palo Alto (ID # 10906)
City Council Staff Report
Report Type: Special Orders of the Day Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: Proclamation for PSN's 10 Year Anniversary
Title: Proclamation Honoring Project Safety Net's 10-Year Anniversary
From: City Manager
Lead Department: Community Services
Attachments:
• Attachment A: City of Palo Alto PSN 10th Anniversary Proclamation
City of Palo Alto Proclamation
Project Safety Net 10th Anniversary
WHEREAS, youth, parents, educators, youth serving organizations, faith community, healthcare
providers, legislators, business, government staff, and resident advocates came together in Fall 2009 to
form Project Safety Net; and
WHEREAS, Project Safety Net was launched as a collaborative community network held together by a
common interest of fostering youth well-being and suicide prevention in Palo Alto; and
WHEREAS, Project Safety Net came together over the last decade to create change by collectively
responding to tragedy through mobilizing community support and resources in Palo Alto; and
WHEREAS, Project Safety Net’s notable efforts includes restricting access to lethal means to harm along
railways; elevating youth social and emotional well-being through Developmental Assets, leadership
development, and community service initiatives; initiating Centers for Disease Control Epi-Aid
Investigation of youth suicide in Santa Clara County, and advocating for stronger youth behavioral health
clinical services infrastructure; and
WHEREAS, Project Safety Net includes nearly 50 partners working collectively on community education,
outreach, and training; access to quality youth mental health services; and policy advocacy; and
WHEREAS, Project Safety Net envisions that young people are empowered, in partnership with the
whole community, to advocate for themselves and their peers; youth suicide is ended; stigma is non-
existent, and high-quality mental health services are culturally-relevant, accessible, and well-utilized;
and Palo Alto is a community where youth and young adults feel safe, supported, and accepted.
NOW, THEREFORE, I, Eric Filseth, Mayor of the City of Palo Alto, on behalf of the City Council, do herby
proclaim 2019 as a year to honor Project Safety Net’s 10th Anniversary.
City of Palo Alto (ID # 10902)
City Council Staff Report
Report Type: Rail Communications Update Meeting Date: 12/9/2019
City of Palo Alto Page 1
Council Priority: Grade Separations
Summary Title: Rail Update: RBRC, Community Engagement and XCAP
Title: Rail Grade Separation Updates: Report and Possible Direction on
Communications and Community Engagement and Previously Proposed Rail
Blue Ribbon Commission, and Verbal Update From the Expanded Community
Advisory Panel (XCAP)
From: City Manager
Lead Department: City Manager
Recommendations
Staff recommends that the City Council:
A. Receive staff report and potentially provide direction on planned communications
and community engagement, as well as a previously proposed Rail Blue Ribbon
Commission; and,
B. Receive a verbal update from the Expanded Community Advisory Panel (XCAP).
Background
At its September 9, 2019 meeting, the City Council took the following action related to
the community planning activities related to railroad grade separations:
A. Continue the XCAP and authorize the XCAP to appoint a Chair and Co-Chair, to
help shape the agendas, take votes, make recommendations, and provide no
less than bi-monthly updates to Council;
B. Reiterate the April Motion and allow additional alternatives to be studied
including:
i. Allow the XCAP to brainstorm some alternatives such as at Embarcadero,
Meadow, and Charleston;
ii. Ensure the trench alternative minimizes construction impacts;
iii. Rank alternatives using established criteria;
C. Have the XCAP present preferred alternatives by April 30, 2020;
D. Direct Staff to refine scope, purpose and timeline for an RBRC to focus on
community awareness and engagement, and surveys, regional cooperation and
City of Palo Alto Page 2
funding and bring it back to Council prior to December 1, 2019; and
E. Staff and Council to continue to work with VTA, Caltrain, Stanford and others on
potential funding sources.
Following this City Council direction, on October 28, 2019 the council received an
overview of a potential communications and community engagement strategy to
support City Council decision-making on preferred alternatives for further development
in Spring 2020. The City Council also received its first verbal update from the Chair of
the XCAP.
A. Staff Update on the Rail Blue Ribbon Commission and Discussion of Rail
Communications and Community Engagement
Rail Blue Ribbon Commission Update:
At the August 19, 2019 City Council meeting, staff presented a proposal to establish a
Rail Blue Ribbon Commission (RBRC) following a model previously used by the City to
successfully develop and obtain voter approval on the City’s infrastructure plan. The
item was initially continued, then on September 9, 2019, staff returned to the City
Council with a revised RBRC proposal. The City Council took the action noted above,
addressing both an expanded role for XCAP as well as the RBRC proposal.
Since the September 9, 2019 City Council action, staff has worked diligently with the
Expanded Community Advisory Panel (XCAP) to implement the City Council direction
related to the XCAP structure and scope. Because the XCAP is still actively working to
organize itself and put a workplan in motion, establishing another advisory body at this
time has the potential to add confusion for both the XCAP and the public without a clear
role that supports City Council decision-making on preferred alternatives for further
development. As such, staff does not recommend further City Council action related to
the RBRC.
Given the increased role provided to the XCAP, the City Council may want to consider
how best to stay engaged and guide the XCAP’s work. This could include appointing
one or more Councilmembers as liaisons to the XCAP or appointment of an ad hoc
committee of City Council to coordinate with the XCAP chair and vice-chair. This could
supplement regular XCAP updates to the Council and support its ability to achieve the
tight timeframe established for an XCAP recommendation by April 30, 2020.
In addition to the work being done by the XCAP, staff continues to work with VTA and
Caltrain related to funding and the grade separations. Notably, VTA staff is now actively
evaluating cash flow scenarios for Measure B funding that could involve bond financing
to accelerate grade separation completion. It should be noted, however, that funding
decisions are largely dependent on the identification of preferred project concepts and
associated cost estimates.
City of Palo Alto Page 3
Independent of Palo Alto’s specific interest in grade separations, significant efforts are
currently underway regarding transportation funding across the Bay Area region. This
includes discussion of a regional FASTER Bay Area sales tax measure, envisioned by its
proponents to generate $100 billion over 40 years. Caltrain is also continuing
consideration of a three-county sales tax measure. The City will need to maintain
engagement with these discussions, in coalition with other agencies where possible.
When further updates about those efforts are available, staff will also bring those
forward to the City Council.
Rail Communications and Community Engagement:
Staff presented a communications and engagement strategy to the City Council on
October 28 which addressed community awareness, engagement, and surveys within
this Community Conversations current phase of the project
(https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=59288.75&BlobID=7
3855). At that meeting, the City Council provided feedback on the recommended
approach.
Since that time, the City hosted a Community Meeting on November 7 where
approximately one third (1/3) of the participants said it was their first time attending a
rail-related meeting. Staff will continue outreach efforts to increase awareness about
this community-driven process.
Since the last update, staff refined the communications and engagement approaches,
including setting tentative dates for upcoming town hall meetings and other ways for
the community to provide input.
Details include: ** Tentative details, subject to change
• Hosting several community conversations including:
o Three Town Hall meetings all from 6:00-8:00 p.m. on the following
tentative dates and locations:
▪ February 20 at Mitchell Park Community Center,
▪ February 27 at Greene Middle School and
▪ March 12 at Palo Alto High School
o Planning informal conversations with City staff about transportation
issues, called the “Word on the Street” Series on the following tentative
dates and locations:
▪ January 30 at Palo Verde Elementary School from 6:00-8:00 p.m.
▪ March 5 at JLS Middle School from 6:00-8:00 p.m., and
▪ April 8 at Gunn High School from 3:00-5:00 p.m.
o Exploring staff tables at community meetings
City of Palo Alto Page 4
• Planning social media surveys in January 2020 and a more detailed online survey
in early 2020 sometime after January
The planned communications approaches discussed with the City Council in October
seek to build awareness about rail grade separations and bring the community at large
up to speed. This work has already begun through the recent community meeting, the
blog series (to inform), the launch of a new website (connectingpaloalto.com), new fact
sheets (to share succinct information about what is being considered), and the launch
of a recent online survey (to gain current input on this topic). Other strategies include
updates in the City’s weekly digital newsletter, the launch of a new transportation
newsletter in December, and online, social media and print advertising.
Staff recommends that the town hall meetings be structured as informal community
conversations where the City Council is not expected to deliberate, take any actions or
convene as a formal City Council meeting. After each meeting, staff will report out on
the community input gained at the town hall and other community engagement efforts
that have taken place. Staff also plans to include a report out on all community
engagement efforts to the City Council in the spring which will refer back to these
meeting summaries and summarize efforts to date.
B. A Verbal Update from the Expanded Community Advisory Panel (XCAP)
As shown in the adopted language of the September 9, 2019 City Council meeting, the
City Council approved an expanded role and responsibilities for the Expanded
Community Advisory Panel (XCAP). The changes allowed the XCAP to elect a Chair and
Vice Chair as well as to take votes on recommendations, among other things. In the
City Council motion, the City Council also asked the XCAP to provide no less than every
other month updates to the City Council.
City Council received the first update on October 28 (pages 12-25:
https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=59288.75&BlobID=73
855). Of note since that time, the Palo Alto Unified School District determined that they
will no longer participate through membership on the XCAP and will instead coordinate
with staff and monitor XCAP activities as a community stakeholder.
The XCAP Chairperson will present another update on December 9, 2019 and will share
a brief report at that meeting about their progress to date and planned activities over
the next month.
The next XCAP update is planned for mid-January.
City of Palo Alto (ID # 10236)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 12/9/2019
City of Palo Alto Page 1
Council Priority: Fiscal Sustainability
Summary Title: Approval of a License Agreement with PTI US TOWERS II, LLC
at 2675 Hanover Street
Title: Approval of a License Agreement With PTI US Towers II, LLC, for
Continued Operation of Telecommunications Facilities on a City Owned
Property Located at 2675 Hanover Street
From: City Manager
Lead Department: Administrative Services
Recommendation
Staff recommends that Council approve and authorize the City Manager to execute the
attached license agreement between the City of Palo Alto and PTI US Towers II, LLC, to provide
for the continuation of the uninterrupted service, replacement, maintenance, modification,
upgrade, and operation of a wireless communication facility at Mayfield Fire Station 2 located
at 2675 Hanover Street.
Background
The City is the owner of the real property located at 2675 Hanover Street and operates the
Mayfield Fire Station 2 at this location. On December 1, 2003, Pacific Bell Wireless, LLC, a
Nevada limited liability company, entered into a lease with the City to occupy approximately
174 square feet of the property as a communication facility. The lease was assigned to
Omnipoint Communications, Inc. on January 2, 2005, who then transferred the lease to T-
Mobile West Corporation on June 30, 2009. T-Mobile West Corporation entered into the first
amendment to the lease agreement, dated June 22, 2012, to expand the premises by an
additional 400 square feet for a current total size of approximately 574 square feet. In 2013, T-
Mobile subleased portions of the tower to AT&T with the City’s consent while maintaining their
equipment on the tower.
On November 10, 2015, T-Mobile sold the rights of over 600 towers to Phoenix Tower
International (PTI), including the one located at 2675 Hanover Street. This transaction shifted
the ownership of the towers and the right to receive rent from the co-locators, as well as the
obligation to pay rent to the property owners, to PTI. The lease at 2675 Hanover Street expired
City of Palo Alto Page 2
on November 31, 2018, but it is still effective under the ‘Holding Over’ provision. The City and
PTI US Towers II, LLC, desire to enter into a new license agreement for the continuation of the
uninterrupted service, replacement, maintenance, modification, upgrade, and operation of the
wireless communication facility at the premises.
Discussion
Staff has negotiated a license agreement to grant PTI the right to continue using the premises
as a wireless communications facility for a ten-year initial term with two options to extend for
five years each. PTI has agreed to pay $85,000 as a license fee in consideration for use of the
premises during the first year with 3% annual increases. If PTI wants to add another carrier to
the premises, PTI shall pay the City 50% of the revenue from their new agreement with the co-
locating carrier if revenues exceed the license fee due from PTI to the City. In addition to the
license with PTI, AT&T will independently seek to complete modifications to its equipment on
the tower. The premises is currently improved with antennas mounted on a fiberglass treepole
and connected with coaxial cables to transceiver stations located at the base. AT&T’s project
will consist of replacing older technology antennas with new technology antennas, which will
improve the capacity and quality of service. All such replacements and modifications are
subject to separate permitting and approval processes, pursuant to the Palo Alto Municipal
Code.
Timeline
The initial term shall commence on the first day of the month following the effective date of
the license. AT&T intends to apply for permits to upgrade the facility shortly following
execution of the license by the City. It will take approximately three to five days to upgrade the
facility.
Stakeholder Engagement
Staff is recommending the extension of a license with an existing vendor, so no outreach was
necessary.
Resource Impact
The proposed license will generate rental income to the City which will be collected in the
General Fund, and this amount is scheduled to increase 3% annually. Staff will continue to
assess the overall rental income that is paid to the General Fund from vendors outside the City
and bring forward any budget adjustments as necessary to align the budgeted rental income
with the total rent paid to the City annually. PTI will also pay a one-time application fee of
$2,768, per the FY 2020 Adopted Municipal Fee Schedule, due to the City within 60 days after
the effective date of the license.
Policy Implications
The proposed license is consistent with Policy #4 of the Telecommunications Policy Statements
approved by Council on November 17, 1997 and with City Policies and Procedures 1-11, Leased
Use of City Land/Facilities.
City of Palo Alto Page 3
Environmental Review
The project is categorically exempt from the requirements of the California Environmental
Quality Act (CEQA) pursuant to Section 15301 (Existing Facilities) of the CEQA guidelines.
Attachments:
• Attachment A: Exhibit C-3 Plans Showing Tower
• Attachment B: License Agreement with PTI US Towers II, LLC - 2675 Hanover
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INDEX OF SHEETS
REV
PROJECT TEAM
PROJECT CONTACT:
GEOTECHNICAL ENGINEER:
ENGINEER OF RECORD:
TOWER MANUFACTURER:
REFERENCED DOCUMENTS
DOCUMENT DATEREMARKS
STRUCTURAL MODIFICATION DRAWINGS
2675 HANOVER ST.
PALO ALTO, CA 94304
(SANTA CLARA COUNTY)
SITE ADDRESS:
T-MOBILE SITE ID:
MODIFICATION PROVISIONS
BA351 MAYFIELD STATION #2
SITE NAME:
July 29, 2011
ATTACHMENT A
Attachment A, Page 1
GENERAL NOTES:STRUCTURAL STEEL NOTES (CONTINUED):
WELDING NOTES:
STRUCTURAL STEEL NOTES:
BOLT LENGTHS OVER FOUR DIA. BUT NOT EXCEEDING EIGHT DIA.
BOLT LENGTHS UP TO AND INCLUDING FOUR DIA.
8.2.1 TURN-OF-THE-NUT TIGHTENING
BOLT TIGHTENING PROCEDURE:
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STATION #2
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SITE # SF04351A
ATTACHMENT A
Attachment A, Page 2
ANCHOR TESTING PROCEDURE:
REQUIREMENTS:
TEST PARAMETERS:
REMIDIAL ACTION FOR ANCHOR ROD FAILURE:
REPORT OF RESULTS:
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SITE # SF04351A
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ANCHOR TESTING
NOTES
ATTACHMENT A
Attachment A, Page 3
MODIFICATION DESCRIPTIONNO.
MODIFICATION SCHEDULE
ELEVATION
(FT.)
NOTES:
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STATION #2
110038
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SITE # SF04351A
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TOWER ELEVATION
AND MODIFICATION
SCHEDULE
TOWER ELEVATION SECTION
DETAILDETAIL
ATTACHMENT A
Attachment A, Page 4
REINFORCEMENT DESCRIPTIONFLAT #
SHAFT REINFORCEMENT SCHEDULE
ELEVATION
(FT.)REINFORCEMENT DESCRIPTIONFLAT #
SHAFT REINFORCEMENT SCHEDULE
ELEVATION
(FT.)
JS LFC
S-2
SHAFT
REINFORCEMENT
DETAILS
0
0 07-29-11 MODIFICATION DRAWINGS
BA351 MAYFIELD
STATION #2
110038
July 29, 2011
SITE # SF04351A
SECTION SHAFT REINFORCEMENT-OPTION 2 SECTIONSHAFT REINFORCEMENT-OPTION 1
ATTACHMENT A
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VICINITY MAP CODE COMPLIANCEPROJECT DESCRIPTION
T-1
SHEET INDEX APPROVAL
PROJECT INFORMATION
DRIVING DIRECTIONS
TN
SITE LOCATION
ATTACHMENT A
Attachment A, Page 25
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ATTACHMENT A
Attachment A, Page 26
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ATTACHMENT A
Attachment A, Page 27
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ATTACHMENT A
Attachment A, Page 28
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ATTACHMENT A
Attachment A, Page 29
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ATTACHMENT A
Attachment A, Page 30
ATTACHMENT B
Attachment B, Page 1
LICENSE AGREEMENT
BETWEEN
CITY OF PALO ALTO AND
PTI US TOWERS II, LLC
This License Agreement (this “Agreement”), dated as of _________________ (the
“Effective Date”), is entered into by the CITY OF PALO ALTO, a California chartered municipal
corporation (the “City”), and PTI US TOWERS II, LLC, a Delaware limited liability company (the
“Licensee”) (individually, a “Party”; collectively, the “Parties”), in reference to the following:
RECITALS:
A. The City owns real property located at 2675 Hanover Street, Palo Alto, California
94304, commonly referred to as Fire Station No. 2 and/or Mayfield Station (the “Property”), as
more particularly described in Exhibit B, attached hereto and made a part hereof.
B. The Property is not located in the public right-of-way and the City is licensing the
Property in its proprietary capacity; thus neither 47 U.S.C. Sections 253, 332(c)(7) or 1455(a), the
FCC rules promulgated thereunder, nor California Government Code Section 65964.1 applies to
this License Agreement or the City’s decision to license the Property to Licensee.
C. The City and Pacific Bell Wireless, LLC, a Nevada limited liability company (“Pac
Bell”) entered into that certain Lease (the “2003 Lease”), dated as of December 1, 2003 for the use
of approximately 174 square feet of the Property (as more particularly set forth in the 2003 Lease,
the “Original Premises”).
D. The City and T-Mobile West Corporation (“TMO”) (as successor-in-interest to Pac
Bell), entered into that certain Amendment No. 1 to Lease Agreement (the “First Amendment”;
together with the 2003 Lease, the “Original Lease”), dated as of June 22, 2012, pursuant to which
TMO and the City expanded the Original Premises to include an additional 400 square feet of the
Property (as more particularly set forth in the First Amendment and inclusive of the Original
Premises, the “Premises”).
E. The Fiberglass Treepole (the “Tower”) as described in the Original Lease and placed
within the Expanded Premises was sold and assigned by TMO to Licensee and as a result, the
Licensee desires to continue to use the Premises, shown and described more particularly in Exhibit
C-1 attached hereto and made a part hereof, to operate communications facilities (“WCFs”) as
contemplated by the Original Lease.
F. The City desires to permit the Licensee’s use of the Premises under the covenants,
terms and conditions (the “Provisions”) set forth below.
ATTACHMENT B
Attachment B, Page 2
AGREEMENT:
In consideration of Recitals A through F, which are made a substantive part of this
Agreement, and the following Provisions, the Parties agree, as follows:
Section 1.0 PREMISES
1.1 Subject to the Provisions hereof, the City grants to the Licensee a right to use the Premises
for purposes of operating and/or leasing WCFs.
1.2 The City grants to the Licensee a right to the non-exclusive use of a portion of the Property
for the sole purpose of operating cabling and associated hardware, including utility runs
incidental to the WCFs between the WCFs and the Tower, together with the right to ingress
and egress thereon.
1.3 In addition to the Licensee’s use of the Premises, the City grants to the Licensee a non-
excusive easement in and through that portion of the Property, described at Exhibit C-2,
for the sole purpose of affording the Licensee with access to the Premises (the “Access
Easement”). The term of the Access Easement is coterminous with this Agreement;
without further notice by the City the Access Easement shall terminate at the same time as
this Agreement.
Section 2.0 PURPOSE
2.1 The purpose of this Agreement is to provide for the continuation of the uninterrupted
service, replacement, maintenance, modification, upgrade and operation of the WCFs at
the Premises at the Licensee’s sole cost and expense.
Section 3.0 ALLOWABLE SERVICES AND USES
3.1 Permitted Uses. The Licensee may use the Premises to provide the following:
A. During the Term, the Licensee shall use the Premises only for the purpose of
installing, removing, replacing, maintaining, modifying, upgrading and operating, at
its sole cost and expense, the WCFs. The WCFs consist of radio, telephone and
communications equipment and antennas installed and used to send and receive
radio signals to and from cellular telephones and other mobile devices and to
connect those signals to radio, telephone or other wireless communications
facilities either directly, by means of cables or indirectly, by means of transmitting
and receiving facilities (including microwave antennas and GPS antenna) located at
the Premises.
B. The Licensee’s uses of the Property and the Premises shall be subject to the
ATTACHMENT B
Attachment B, Page 3
following terms and conditions:
1. The Licensee’s use of the Property is non-exclusive, and its use of the
Premises is exclusive.
2. The Licensee’s operations at the Premises shall comply at all times with all
applicable laws, rules and regulations regarding electromagnetic emissions.
The Licensee shall conduct reasonably necessary tests after its WCFs are
constructed at the Premises to ensure that its WCFs are in compliance with
all applicable laws, rules and regulations regarding electromagnetic
emissions. The tests shall be conducted by a licensed professional engineer,
and the written results of such tests shall be delivered to the City’s Real
Property Manager consistent with section 16.2 of this Agreement.
3. In constructing and operating its WCFs, the Licensee shall comply with and
include the following items in its plans and operating procedures for its
facilities:
a. The Licensee shall not permit any unreasonable odors, smoke, dust, gas,
substances, noise or vibrations to emanate from the Premises, nor take any
action which would constitute a nuisance or would disturb, obstruct or
endanger any other occupants or use of the site or interfere with their use
of their respective premises.
b. The Licensee shall operate the Premises in a manner that will not cause
interference to the City as of the Effective Date, including, but not limited to,
any irrigation system and landscaping installed by the City. Prior to any
construction at the Premises, the Licensee shall coordinate its placement of
its WCFs to ensure that placement does not conflict with the City’s irrigation
systems and landscaping. The Licensee shall repair any damage to the City’s
property caused by the construction of its WCFs, including, but not limited
to, any damage caused to the City’s irrigation system and landscaping.
c. The Licensee’s operations shall at all times be conducted in compliance in all
applicable federal, state and local laws, rules and regulations, including, but
not limited to, laws and regulations regarding environmental and
occupational safety and all Federal Communications Commission
requirements. The Licensee shall submit all required hazardous materials
filings (if required) and obtain all required approvals prior to installing its
batteries or any other hazardous materials.
d. Prior to engaging in any new construction at the Premises, the Licensee shall
provide the City with evidence that all permits required from any agencies
ATTACHMENT B
Attachment B, Page 4
having pre-construction jurisdiction over the proposed development,
including but not limited to building permits and street opening permits,
have been authorized and are available.
e. The Licensee shall post a visible, prominent notice on the Premises listing its
emergency procedures, warnings, and emergency contacts.
f. The Licensee shall maintain all improvements that it places at the Property,
including the fence, structure and the equipment.
g. The Licensee’s service lights in the Premises shall remain off unless its
service personnel are in the area and require the lights to be turned on to
conduct their operation.
3.2 Restricted Uses. The above-referenced services and uses shall be the only services and
uses permitted at, on, or from the Premises. The Licensee shall not use the Premises for
any other purpose, or to engage in, or permit, any other business activity within or from
the Premises.
Section 4.0 TERM; EXTENSION OF TERM
4.1 This Agreement shall be effective and binding on the Parties as of the Effective Date. The
initial term (“Term”) of this Agreement shall commence on the first day of the month
following the Effective Date (the “Commencement Date”), and end on the date that is ten
(10) years thereafter (the “Expiration Date”).
4.2 The Term will be extended automatically for two (2) additional terms of five (5) years each
(each an “Extension Term”), unless either Party provides the other Party with written
notice of intent not to extend the then-current term. In order to be effective, such notice
must be delivered, consistent with Section 16 of this Agreement, no later than three (3)
months prior to the expiration of the then-current term.
Section 5.0 LICENSE FEE; PAYMENT PROCEDURE; LATE PAYMENT FEE
5.1 Fees.
A. License Fees. Licensee shall pay the City a license fee (the “License Fee”) of Eighty-
Five Thousand and 00/100 Dollars ($85,000.00) per year (adjusted annually as
provided herein) as consideration for Licensee’s use of the Premises, which shall
become due and payable in accordance with the payment procedures set forth in
section 5.3 below. The License Fee will increase by three percent (3.0%) each
contract year.
ATTACHMENT B
Attachment B, Page 5
B. Telecommunication Application Processing Fee. The Licensee shall pay a one-time
fee of Two Thousand Seven Hundred Sixty Eight Dollars ($2,768.00) (the
“Application Fee”) to the City. The Application Fee shall be due within sixty (60)
days after the Effective Date. In the event that the Licensee does not pay the
Application Fee on or before the date due, the Licensee shall be deemed in breach
of this Agreement and the City may terminate this Agreement according to Section
14.1.A.1 below.
C. Failure to pay. The Licensee shall be deemed in default and subject to Termination
provisions of section 14 of this Agreement and/or Late Payment Fee provisions of
section 5.4 if the applicable Application Fee is not paid in accordance with section
5.1(B) and/or the License Fee is not paid within fifteen (15) days following
Licensee’s receipt of notice from the City that such Application Fee or License Fee is
past the due dates set forth in Section 5.3 below.
5.2 [Intentionally omitted].
5.3 Payment Procedures
A. License Fee Payment Schedule.
1. First Year. The License Fee for the first year shall be due and payable to the City
within sixty (60) days after the Commencement Date.
2. Subsequent Years. For all subsequent contract years, the License Fee shall be
due and payable on the anniversary of the Commencement Date. In the event
this Agreement expires or is otherwise terminated, the City will not return any
portion of the License Fee.
B. Payment Delivery. The License Fee shall be made payable by check or other
negotiable instrument to “CITY OF PALO ALTO” and delivered to or at the Revenue
Collections Division, 250 Hamilton Avenue, PO Box 10250, Palo Alto, CA 94303. The
designated place of payment may be changed at any time by the City upon thirty
(30) days’ prior written notice to the Licensee.
C. No Waiver. The Licensee agrees that the City’s acceptance of any applicable ‘late
paid’ or ‘incorrect amount’ License Fee shall not constitute a waiver by the City of
any default or breach and shall not bar the City from enforcing its right to collect
the Late Payment Fee or exercising any other remedy provided in this Agreement or
by applicable law.
D. Rental Documentation. The City hereby agrees to provide to Licensee a complete
ATTACHMENT B
Attachment B, Page 6
and fully executed Internal Revenue Service Form W-9 upon execution of this
Agreement, and from time to time during the Term of this Agreement upon
Licensee’s written request.
5.4 Late Payment Fee. If the City does not receive payment of the License Fee or the
Application Fee within five (5) days of the applicable fee’s date due, or payment of any
other sum then due and payable by the Licensee, then the Licensee shall pay a fee equal to
two percent (2%) of the applicable fee then due and payable yet remaining unpaid (the
“Late Payment Fee”) plus an administrative fee of forty-five dollars ($45.00) or any fee
established by the Municipal Fee Schedule, whichever fee is higher (the “Administrative
Fee”). The total sum of all fees (as applicable, the License Fee, the Application Fee, the
Late Payment Fee, the Administrative Fee or the Overhead Fee) then due and owning shall
become immediately due and payable to the City.
A. The City’s acceptance of any fee or fees due and payable by the Licensee that is or
are paid late shall in no event constitute a waiver of the Licensee’s default with
respect to such overdue payment, nor shall the Licensee’s failure to pay bar the City
from exercising any other rights and remedies granted hereunder or by any
provision of law.
Section 6.0 MAINTENANCE AND REPAIR
6.1 WCF Maintenance and Repairs. The Licensee, at its sole cost and expense, shall perform its
WCF’s maintenance and repairs, including, without limitation, all painting and all
maintenance of landscaped areas necessary to keep the Premises and all improvements
thereto in first-class order, repair and condition, and shall keep the Premises in a safe,
clean, wholesome, and sanitary condition to the complete satisfaction of the City, and in
compliance with all applicable laws, during the Term.
6.2 Other Maintenance and Repairs.
A. The Licensee shall maintain, at its expense, all equipment, trade fixtures and any
other improvements it installs at the Premises that are required for the
maintenance and operation of the Premises. The Licensee waives the right to make
repairs at the expense of the City and the benefit of the provisions of Sections 1941
and 1942 of the California Civil Code relating thereto; and further agrees that if and
when any repairs, alterations, additions or betterments shall be made by the
Licensee as required by this Agreement, the Licensee shall promptly pay for all labor
done or materials furnished and shall keep the Premises free and clear of any lien or
encumbrance of any kind whatsoever.
B. If the Licensee fails to commence any repairs or perform any maintenance work, for
which it is responsible hereunder, within thirty (30) days of receipt of written notice
ATTACHMENT B
Attachment B, Page 7
from the City, the City shall have the option to make the repairs and invoice the
Licensee for those costs, and the Licensee shall within ten (10) days of receipt of a
bill therefor from the Real Property Manager, reimburse the City for the cost of
such repairs, which payment shall include a fifteen percent (15%) administrative
overhead fee (the “Overhead Fee”). The City’s performance of such repairs or
performance of maintenance shall in no event be construed as a waiver of the duty
of the Licensee to make repairs or perform maintenance as required by this
Agreement.
Section 7.0 CONSTRUCTION AND/OR ALTERATION BY THE LICENSEE
7.1 City’s Consent.
A. A WCF currently exists on the Premises in approximately the configuration shown
on the plans attached at Exhibit C-3. No other WCFs or other facilities shall be
constructed, nor shall the existing WCF be modified without the prior written
consent of the City (which may act in either or both its proprietary capacity as
Licensor or its regulatory capacity in enforcing City ordinances, resolutions, policies,
rules or regulations). The Parties acknowledge that, to the extent the City acts in its
proprietary capacity, neither 47 U.S.C. Sections 253, 332(c)(7) or 1455(a), the FCC
rules promulgated thereunder, nor California Government Code Section 65964.1
applies to the City’s decision to approve modifications to the existing WCF.
B. Notwithstanding paragraph A, the Licensee may replace, substitute or modify any
part of the WCFs without the City’s consent provided that such replacements,
substitutions and modifications are contained within the Licensee’s equipment
enclosure or do not materially alter the size or weight of the Licensee’s
improvements at the Premises and provided that the Licensee complies with
applicable City ordinances, resolutions, policies, rules and regulations relating to
zoning approvals and building permits applicable to the WCFs.
7.2 Trade Fixtures. The Licensee may, at any time and at its sole cost and expense, install and
place business fixtures and equipment within any structure at the Premises, provided that
written notice of such fixtures and their installation have been provided to the City’s Real
Property Manager.
7.3 Building Permit Final Inspection. Upon completion of construction of any building,
structure or facility, the Licensee shall submit to the Real Property Manager, a copy of the
building permit issued to the Licensee, which shows the final inspection has been
completed and approved, in writing, by the City.
Section 8.0 OWNERSHIP OF IMPROVEMENTS
ATTACHMENT B
Attachment B, Page 8
8.1 Improvements to Real Property. All improvements constructed, erected or installed at the
Premises must be free and clear of all liens, claims, or liability for labor or material. Upon
the expiration or earlier termination of this Agreement, the City at its option may require
the Licensee to remove its improvements including, but not limited to, the foundations,
and may further require the Licensee to repair to the satisfaction of the City any damage to
the Premises caused by such removal within ninety (90) days after the Licensee’s receipt of
the City’s request that the Licensee shall remove such improvements; provided, that the
Licensee may be required to remove underground conduit installed by it during the Term
and provided that the Licensee receives the City’s request to remove such improvements
within fifteen (15) days from the expiration or earlier termination of this Agreement.
8.2 Personal Property. Title to all equipment, furniture, furnishings and trade fixtures placed
by the Licensee at the Premises shall remain the property of the Licensee, and
replacements, substitutions and modifications thereof may be made by the Licensee during
the Term. The Licensee will remove all of its equipment, fixtures and furnishings within
ninety (90) days after the expiration or earlier termination of this Agreement, provided that
the Licensee shall repair to the reasonable satisfaction of the Real Property Manager any
damage to the Premises and improvements caused by such removal.
A. The City acknowledges the Licensee may enter into financing arrangements,
including issuance of promissory notes and financial and security agreements for
the financing of the Licensee’s equipment (the “Collateral”) with a third party
financing entity and may in the future enter into additional financing arrangements
with other financing entities. In connection therewith, City subject to Section 7.1
requirements consents to the assignment of rights in the Collateral, disclaims any
interest in the Collateral, as fixtures or otherwise, and agrees the Collateral shall be
exempt from execution, foreclosure, sale, levy, attachment, or distress for any
license fee or any other fee due or to become due and payable to the City, and such
Collateral may be removed at any time without recourse to legal proceedings.
Section 9.0 “AS BUILT” PLANS
9.1 Upon completion of any major Licensee-constructed improvements, the Licensee shall
provide the Real Property Manager with a complete set of reproducible "as built plans,"
reflecting the actual construction at the Premises.
Section 10.0 DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS
10.1 If the Premises are, in whole or in part, damaged or destroyed, then:
A. If wholly damaged or destroyed so that the Premises are rendered permanently
unusable for reconstruction of a WCF site, this Agreement shall terminate and the
Licensee shall be liable for the License Fee up to the time of such damage or
ATTACHMENT B
Attachment B, Page 9
destruction and any License Fee pre-paid by the Licensee shall be returned; or
B. If only partially damaged or destroyed and still usable for construction or use as a
WCF, the Licensee shall, within a reasonable time, not to exceed thirty (30) days
from the date of the Licensee’s receipt of notice of the damage or destruction,
notify the City, in writing, of its intent to either:
1. terminate this Agreement, in which case Licensee shall be liable for the
License Fee only up to the time of City’s receipt of Licensee’s notice and any
License Fee prepaid by the Licensee applicable to the period after receipt of
such notice shall be returned to the Licensee, or
2. continue operating under this Agreement, in which case, the Licensee within
a reasonable time shall repair the Premises and the WCFs, with a
proportional and reasonable reduction of the License Fee from the date
notice is received by the City until the date the Premises and the WCFs are
usable.
Section 11.0 UTILITIES CHARGES
11.1 Payment Required. The Licensee shall pay, prior to delinquency, all charges for utilities
goods and services delivered or supplied to the Premises by the City at the rate charged by
the City’s Department of Utilities and/or Department of Public Works or any other City
department.
Section 12.0 INSURANCE
12.1 General. Unless the City’s insurance risk manager agrees, in writing, to accept the
Licensee’s self-insurance in fulfillment of these insurance requirements, the Licensee shall
obtain and maintain at all times during the Initial Term and the Extension Term, if any,
commercial general liability insurance and commercial automotive liability insurance
protecting the Licensee in an amount of two million dollars ($2,000,000) per occurrence
(combined single limit), including death, bodily injury and property damage, and not less
than two million dollars ($2,000,000) aggregate, for each personal injury or death liability,
products-completed operations, and each accident. Such insurance, pursuant to ISO Form
No. GC2010 or equivalent or other commercially reasonable form acceptable to the City’s
insurance risk manager, shall include the City, its council members, officers, employees,
and agents as an additional insured as respects liability arising out of the Licensee’s
negligent performance of any Work that it performs or may be authorized to perform
under this Agreement. Coverage shall be provided in accordance with the limits specified
and the Provisions indicated herein. Claims-made policies are not acceptable. Such limits
may be satisfied by a combination of primary and umbrella policies. Licensee will make
best efforts to notify the City within 30 days of receipt of notice from its insurer regarding
ATTACHMENT B
Attachment B, Page 10
any cancellation or termination of any insurance policies. The Licensee shall be responsible
for notifying the City of such change or cancellation.
12.2 Certificates. The Licensee shall file the required original certificate(s) of insurance with
blanket additional insured endorsements with the City’s insurance risk manager, with a
copy to the Utilities Director, subject to the City’s prior approval. The certificate(s) shall
clearly state or provide:
A. Policy number; name of insurance company; name, address and telephone number
of the agent or authorized representative; name and address of insured; project
name and address; policy expiration date; and specific required coverage amounts;
B. With the certificate(s), the Licensee shall provide prior written notice of
cancellation to the City that is unqualified as to the acceptance of liability for failure
to notify the City; and
C. That the Licensee’s required insurance is primary as respects any other valid or
collectible insurance that the City may possess, including any self-insured retentions
the City may have, and any other insurance the City does possess shall be
considered excess insurance only and shall not be required to contribute with this
insurance.
12.3 Notice. The certificate(s) of insurance with blanket additional insured endorsements and
notices shall be mailed to: (a) City of Palo Alto, Utilities Department, P.O. Box 10250, Palo
Alto, CA 94303, Attn.: Electrical Engineering Manager; and (b) City of Palo Alto, Public
Works Department, P.O. Box 10250, Palo Alto, CA 94303, Attn.: Supervising Project
Engineer.
12.4 Other Coverage. Unless the City permits the Licensee to self-insure, the Licensee shall
obtain and maintain at all times during the Initial Term and the Extension Term, if any,
statutory workers’ compensation and employer’s liability insurance or qualify as a self-
insurer in an amount not less than one hundred thousand dollars ($100,000) or such other
amounts as required by Law, and furnish the City with a certificate showing proof of such
coverage.
12.5 Insurance Rating. Any insurance provider of the Licensee shall be admitted and authorized
to do business in California and shall be rated at least A-:VII in Best’s Key Rating Guide.
Insurance certificates issued by non-admitted insurance companies will not be acceptable
to the City.
12.6 Deductibles. Prior to the execution of this Agreement, any self-insured retentions must be
stated on the certificate(s) of insurance, which shall be sent to the City, and any
deductibles shall be reported, in writing, to the City’s insurance risk manager. Licensee
ATTACHMENT B
Attachment B, Page 11
hereby certifies Licensor that Licensee has no self-insured retentions.
Section 13.0 ASSIGNING, SUBLETTING, AND ENCUMBRANCES
13.1 Transfers. This Agreement conveys no property rights in the Property or the Premises
except as specifically provided herein to the Licensee. Licensee shall not, without the prior
written consent of City, mortgage, pledge, hypothecate, encumber, assign, or permit any
lien to attach to, or otherwise transfer, this License or any interest hereunder, permit any
assignment, or other transfer of Licensee’s interest in this License or any interest
hereunder by operation of law, sublet the Premises or any part thereof, or enter into any
license agreement or otherwise permit the occupancy or use of the Premises or any part
thereof by any person other than Licensee (all of the foregoing are hereinafter sometimes
referred to collectively as “Transfers” and any person to whom any Transfer is made or
sought to be made is hereinafter sometimes referred to as a “Transferee”). Any Transfer
requiring City’s consent which is made without City’s prior written consent shall be null,
void, and of no effect, provided that the City acknowledges that as a result of the prior
transfers of the Tower, Licensee is currently further sublicensing the Premises to affiliates
of T-Mobile USA Inc. (such affiliate, “TMO”) and New Cingular Wireless PCS, LLC (“AT&T”;
together with TMO, the “Existing Subtenants” and each, an “Existing Subtenant”) and that
such sublicensees are currently occupying the Premises (the portions of the Premises being
occupied by the Existing Subtenants, the “Existing Subtenant Premises”).
If Licensee desires City’s consent to any new Transfer, Licensee shall notify City in writing,
which notice (the “Transfer Notice”) shall include (i) the proposed effective date of the
Transfer, which shall not be less than thirty (30) days nor more than one (1) year after the
date of delivery of the Transfer Notice, (ii) a description of the portion of the Premises to
be transferred (the “Subject Space”), (iii) all of the terms of the proposed Transfer and the
consideration therefor, including calculation of the “Transfer Revenue”, as that term is
defined in Section 13.2 below, in connection with such Transfer, the name and address of
the proposed Transferee, and a copy of all existing executed and/or proposed
documentation pertaining to the proposed Transfer, including all existing operative
documents to be executed to evidence such Transfer or the agreements incidental or
related to such Transfer, (iv) to the extent that the proposed Transferee is not a publicly
traded entity, current financial statements of the proposed Transferee certified by an
officer, partner or owner thereof, business credit and personal references and history of
the proposed Transferee, and (v) any other information required by City. Whether or not
City consents to any proposed Transfer, Licensee shall pay City’s review and processing
fees, as well as any reasonable professional fees (including, without limitation, attorneys’,
accountants’, architects’, engineers’ and consultants’ fees) incurred by City within thirty
(30) days after written request by City.
ATTACHMENT B
Attachment B, Page 12
13.2 Transfer Revenue. If City consents to a Transfer, as a condition thereto which the parties
hereby agree is reasonable, Licensee shall pay to City fifty percent (50%) of “Transfer
Revenue,” as that term is defined in this Section 13.2, when due by Transferee from such
Transfer (“Transfer Premium”). “Transfer Revenue” shall mean all rent, additional rent, or
other consideration payable by an Existing Subtenant (subject to the terms hereof) or a
Transferee and shall also include, but not be limited to, any payment in excess of fair
market value for services rendered by Licensee to Transferee or for assets, fixtures, or
equipment transferred by Licensee to Transferee in connection with such Transfer. For
purposes of calculating any such effective rent, all such concessions shall be amortized on a
straight-line basis over twelve (12) months. The Transfer Premium shall be abated during a
period when the License Fee payable by Licensee under this License exceeds the total
Transfer Revenue from all sources due to Licensee. Notwithstanding the foregoing,
amounts received by Licensee by any Existing Subtenant shall only be included within the
definition of “Transfer Revenue” if such revenue is payable with respect to (i) a sublease or
license of portions of the Premises above and beyond the Existing Subtenant Premises, (ii)
a proposed full assignment of the rights hereunder to an Existing Subtenant, or (iii) an
equipment modification or other amendment to the site lease agreements memorializing
the lease of the Existing Subtenant Premises by the applicable Existing Subtenant (the
“Existing Subleases”) pursuant to which Licensee is paid revenue that is above and beyond
what is scheduled to be paid as of the Effective Date pursuant to the terms of the Existing
Subleases.
13.3 Effect of Transfer. If City consents or had previously consented to a Transfer, (i) the terms
and conditions of this License shall in no way be deemed to have been waived or modified,
(ii) such consent shall not be deemed consent to any further Transfer by either Licensee or
a Transferee, (iii) Licensee shall deliver to City, promptly after execution, an original
executed copy of all documentation pertaining to the Transfer, including amendments, in
form reasonably acceptable to City, (iv) Licensee shall furnish a complete statement,
certified by an independent certified public accountant, or Licensee’s chief financial officer,
setting forth in detail the computation of any Transfer Revenue Licensee has derived and
shall derive from such Transfer, and (v) no Transfer relating to this License or agreement
entered into with respect thereto, whether with or without City’s consent, shall relieve
Licensee or any guarantor of the License from any liability under this License, including,
without limitation, in connection with the Subject Space. City or its authorized
representatives shall have the right to audit the books, records, and papers of Licensee
relating to any Transfer, and shall have the right to make copies thereof. If the Transfer
Revenue respecting any Transfer shall be found understated, Licensee shall, within thirty
(30) days after demand, pay the deficiency, and if understated by more than two percent
(2%), Licensee shall pay City’s reasonable costs of such audit.
13.4 Occurrence of Default. Any Transfer hereunder shall be subordinate and subject to the
provisions of this License, and if this License shall be terminated during the term of any
Transfer, City shall have the right to: (i) treat such Transfer as cancelled and repossess the
Subject Space by any lawful means, or (ii) require that such Transferee attorn to and
ATTACHMENT B
Attachment B, Page 13
recognize City as its landlord under any such Transfer. If Licensee shall be in default, City is
hereby irrevocably authorized to direct any Transferee to make all payments under or in
connection with the Transfer directly to City (which City shall apply towards Licensee’s
obligations under this License) until such default is cured. Such Transferee shall rely on any
representation by City that Licensee is in default hereunder, without any need for
confirmation thereof by Licensee. Upon any assignment, the assignee shall assume in
writing all obligations and covenants of Licensee thereafter to be performed or observed
under this License. No collection or acceptance of rent by City from any Transferee shall be
deemed a waiver of any provision of this Section 13 or the approval of any Transferee or a
release of Licensee from any obligation under this License, whether theretofore or
thereafter accruing. In no event shall City’s enforcement of any provision of this License
against any Transferee be deemed a waiver of City’s right to enforce any term of this
License against Licensee or any other person. If Licensee’s obligations hereunder have been
guaranteed, City’s consent to any Transfer shall not be effective unless the guarantor also
consents to such Transfer.
13.5 Transfer to an Affiliate. The Licensee shall have the right to assign its rights under this
Agreement, in whole or in part, to any of its parent companies, subsidiaries, affiliates, or
successor legal entities, or to any entity acquiring substantially all the assets of the Licensee
in the market defined by the Federal Communications Commission in which the Property is
located, or as otherwise permitted by applicable law. As used herein, “affiliates” means an
entity which is controlled by, controls, or is under common control with, Licensee.
Licensee shall deliver written notification of any such assignment within ten (10) days
following the assignment, and shall further provide City written documentation showing
that any such assignee has affirmatively assumed all the relevant obligations under this
Agreement, arising from and after the date of such assignment with respect to the portion
of the rights assigned. As to other parties, this Agreement may not be sold, assigned or
transferred without the written consent of the other Party, which consent will not be
unreasonably withheld, delayed or conditioned. This Agreement is personal to the Licensee;
any unrelated third party shall apply for a new agreement with the City upon the expiration
or earlier termination of this Agreement.
Section 14.0 TERMINATION OF AGREEMENT
14.1 Termination by the City.
A. The City may terminate this Agreement upon the occurrence of any of the following
events:
1. Upon a breach by the Licensee regarding any Provision, which the Licensee
has not commenced to cure within the time specified, or if no time period is
specified, within thirty (30) days of receipt of written notice of default from
the City.
ATTACHMENT B
Attachment B, Page 14
2. If the Licensee files a petition under any chapter of the U.S. Bankruptcy
Code, (or any similar petition under any insolvency law of any jurisdiction),
or has filed against it any such petition which is not dismissed within sixty
(60) days of the date filed, or if the Licensee proposes any dissolution,
liquidation or composition, with creditors, makes an assignment for the
benefit of its creditors, or if a receiver, trustee, custodian or similar agent is
appointed with respect to or takes possession of any material portion of the
property or business of the Licensee.
3. If the City determines, in its sole and reasonable discretion, that it requires
the Property or Premises or any portion thereof for security reasons due to
federal, state or local law or regulation related to the design, maintenance
or protection of critical infrastructure, or as otherwise may be necessary to
protect the safety of City’s critical infrastructure facilities. City agrees to
provide Licensee with twelve (12) months advanced written notice of any
such need for property, except in cases where federal, state or local law or
regulation require the City to act sooner. City will make a good faith effort
to work with Licensee to identify an alternative location reasonably
acceptable to the Parties and Licensee shall be allowed, if necessary, in
Licensee’s reasonable determination, to place a temporary installation on
the Property in a mutually agreeable location until the earlier to occur of (a)
Licensee’s WCF on such alternative location is operational, or (b) the
expiration of twenty-four (24) months after the date Licensee first installed
such temporary installation.
B. Upon the occurrence of any of the events described in this section, the City may:
1. At the City’s sole option, cure any such default by performance of any act,
including payment of money, and the cost thereof, plus reasonable
administrative cost, shall become immediately due and payable by the
Licensee to the City;
2. Seek an action or suit in equity to enjoin any acts or things which may be
unlawful or in violation of the rights of the City;
3. Seek a mandamus or other suit, action or proceeding at law or in equity to
enforce its rights against the Licensee and any of its officers, agents, and
employees and its assigns, and to compel it to perform and carry out its
duties and obligations under the law and its covenants and agreements with
the City, as provided herein; or
4. Pursue any other remedy available by law or specifically provided in this
ATTACHMENT B
Attachment B, Page 15
Agreement.
C. Notwithstanding anything to the contrary contained herein however, in the event
of a default or breach which cannot reasonably be cured within the specified period
(or if no period is specified within thirty (30) days), the Licensee shall have such
additional period of time as reasonably determined by City to cure any default or
breach of this Agreement. Each and all of the remedies given to the City hereunder
or by any law now or hereafter enacted, are cumulative and the exercise of one
right or remedy shall not impair the right to the City to exercise any or all other
remedies. In case any suit, action or proceeding to enforce any right or exercise any
remedy shall be brought or taken and then discontinued or abandoned, then, and in
every such case, the Parties shall be restored to its and their former position and
rights and remedies as if no such suit, action or proceedings had been brought or
taken.
14.2 Termination of this Agreement by the Licensee.
A. The Licensee may terminate this Agreement at any time upon 180 days prior
written notice to the City; provided that in the event of such early termination, no
portion of the then current year's License Fee shall be refunded to the Licensee if
that fee has already been paid to the City but if not already paid to the City then the
Licensee shall only be required to pay the License Fee for the period ending on the
effective date of such termination. The right of the City to collect the License Fee
from the Licensee shall survive the early termination of this Agreement.
B. If the Licensee and PG&E do not enter into the PG&E License or the PG&E License
expires or terminates, the Licensee may terminate this Agreement, which
termination shall be effective upon the receipt of notice of termination delivered to
City.
Section 15.0 RESERVED
Section 16.0 NOTICES
16.1 All notices, statements, demands, requests, consents, approvals, authorizations, offers,
agreements, appointments or designations hereunder to be given by either Party to the
other, shall be in writing and shall be sufficiently given and served upon the other Party if
(1) personally served on the City, (2) sent by United States Postal Service certified mail,
postage, prepaid, or (3) sent by express delivery service. Personal service shall include,
without limitation, service by delivery service. Delivery of notices properly addressed shall
be deemed complete when the notice is physically delivered or upon refusal of delivery by
the Real Property Manager or the City Clerk or by the Licensee.
ATTACHMENT B
Attachment B, Page 16
16.2 All notices issued pursuant to this Agreement shall be addressed as set forth below or as
either Party may subsequently designate by written notice.
TO: THE CITY TO: THE LICENSEE
Real Property Manager PTI US Towers II, LLC
CITY of Palo Alto c/o Phoenix Tower International Investments, LLC
P.O. Box 10250 999 Yamato Road, Suite 100
250 Hamilton Avenue Boca Raton, Florida 33481
Palo Alto, CA 94303 Attention: US General Counsel
(Site: US-CA-1195)
With a copy to:
City Clerk, City of Palo Alto
P.O. Box 10250
250 Hamilton Avenue
Palo Alto, CA 94303
FAX: (650) 329-2646
And
City Attorney, City of Palo Alto
P.O. Box 10250
250 Hamilton Avenue
Palo Alto CA 94303
FAX: (650) 329-2646
Section 17.0 ATTACHMENTS TO AGREEMENT
17.1 This Agreement includes the following exhibits, which are attached hereto and by this
reference incorporated into this Agreement:
Exhibit A – General Conditions
Exhibit B - Description of Licensed Property
Exhibit C-1 – Legal Description of the Premises
Exhibit C-2 – Legal Description of the Access Easement
Exhibit C-3 – Plans showing Tower
17.2 Exhibit A (GENERAL CONDITIONS) contains standard City general conditions applicable to
this Agreement; in the event of a conflict between the foregoing clauses in this Agreement
and the provisions of Exhibit A, the foregoing clauses shall take precedence.
[Signatures Appear on the Following Page]
ATTACHMENT B
Attachment B, Page 17
ATTACHMENT B
Attachment B, Page 18
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
THE CITY: THE LICENSEE:
PTI US Towers II, LLC,
a Delaware limited liability company
__________________________ ______________________________
City Manager
Name:
Its:
APPROVED AS TO FORM:
__________________________
City Attorney
ATTEST: RECOMMENDED FOR APPROVAL:
___________________________ _____________________________
City Clerk Real Property Manager
ATTACHMENT B
Attachment B, Page 19
EXHIBIT A
GENERAL CONDITIONS
1. GENERAL:
“City” also shall mean the Council of the City of Palo Alto.
Clauses in this Agreement refer to specific officers or employees of the City. Should these
positions be eliminated or the title changes, it is understood and agreed that such references shall
be considered to be to the new title for renamed positions or to the replacement official
designated with the responsibilities of any eliminated position. Any reference to a City officer or
employee includes a reference to the officer's or employee's designated representative.
2. PARTNERSHIP/CORPORATE AUTHORITY & LIABILITY
If the Licensee is a partnership, each general or limited partner:
A. represents and warrants that the partnership is a duly qualified partnership
authorized to do business in Santa Clara County; and
B. shall be jointly and severally liable for performance of the terms and provisions of
this Agreement.
If the Licensee is a corporation, each individual signing this Agreement on behalf of the Licensee
represents and warrants that;
A. he is duly authorized to do so in accordance with an adopted Resolution of the
Licensee's Board of Directors or in accordance with the Bylaws of the corporation;
and
B. The Licensee is a duly qualified corporation authorized to do business in State of
California.
3. TIME
Time is of the essence of this Agreement.
4. SIGNS
The Licensee agrees not to construct, maintain, or allow any sign to be placed upon the Premises
except as may be approved by the City. Unapproved signs, banners, etc., may be removed by the
City.
ATTACHMENT B
Attachment B, Page 20
5. PERMITS AND LICENSES
The Licensee shall be required to obtain any and all permits and/or licenses which may be required
in connection with the operation of, and any approved Licensee construction upon, the Premises
set forth in this Agreement.
6. MECHANICS LIENS
The Licensee shall at all times indemnify and save the City harmless from all claims for labor or
materials supplied to the extent arising from the Licensee’s construction, repair, alteration, or
installation of structures, improvements, equipment, or facilities within the Premises, and from
the cost of defending against such claims, including reasonable attorney fees. The Licensee shall
provide the City with at least ten (10) days written notice prior to commencement of any work
which could give rise to a mechanics lien or stop notice. Upon at least forty-eight (48) hours’
notice to the Licensee, the City reserves the right to enter upon the Premises for the purposes of
posting Notices of Non-Responsibility; the Licensee may accompany the City’s representative
during any such entry.
In the event a lien is imposed upon the Premises as a result of such construction, repair, alteration,
or installation by the Licensee, the Licensee shall either:
A. Record a valid release of lien; or
B. Deposit sufficient cash with the City to cover the amount of the claim on the lien in
question and authorize payment to the extent of said deposit to any subsequent
judgment holder that may arise as a matter of public record from litigation with
regard to lienholder claim; or
C. Procure and record a bond in accordance with Section 8424 of the Civil Code, which
releases the Premises from the claim of the lien from any action brought to
foreclose the lien.
Should the Licensee fail to accomplish one of the three optional actions within the statutory
period after the filing of such a lien, Licensee shall be deemed in breach of this Agreement and the
City may terminate this Agreement according to the provisions of Section 14 of the Agreement.
7. ORGANIZATION AND RULES OF CONSTRUCTION
Words of the masculine gender shall be deemed and construed to include correlative words of the
feminine and neuter genders. Unless the context otherwise indicates, words importing the
singular number shall include the plural number and vice versa, and words importing persons shall
include corporations and associations, including public bodies, as well as natural persons.
ATTACHMENT B
Attachment B, Page 21
The terms "hereby", "hereof", "hereto", "herein", "hereunder" and any similar terms, as used in
this Agreement, refer to this Agreement.
All the terms and provisions hereof shall be construed to effectuate the purposes set forth herein,
and to sustain the validity hereof.
The titles and headings of the sections of this Agreement have been inserted for convenience of
reference only, are not to be considered a part hereof and shall not in any way modify or restrict
any of the terms of provisions hereof or be considered or given any effect in construing this
Agreement or any provision hereof in ascertaining intent, if any question of intent shall arise.
8. AMENDMENTS
This Agreement sets forth all of the agreements and understandings of the Parties and any
modifications must be written and properly executed by both Parties.
9. UNLAWFUL USE
The Licensee agrees that no improvements shall be erected, placed upon, operated, nor
maintained within the Premises, nor any business conducted or carried on therein or therefrom, in
violation of the terms of this Agreement, or of any regulation, order of law, statute, or ordinance
of a governmental agency having jurisdiction over the Licensee’s use of the Premises.
10. NONDISCRIMINATION
The Licensee and its employees shall not discriminate against any person because of race, color,
religion, ancestry, age, sex, national origin, disability, sexual preference, housing status, marital
status, familial status, weight or height of such person. The Licensee shall not discriminate against
any employee or applicant for employment because of race, color, religion, ancestry, sex, age,
national origin, disability, sexual preference, housing status, marital status, familial status, weight
or height of such person. The Licensee covenants that in all of the activities the licensee conducts
or allows to be conducted on the Premises, the Licensee shall accept and enforce the statements
of policy set forth in Palo Alto Municipal Code Section 9.73.010 regarding human rights and
nondiscrimination. If the Licensee is found in violation of the provisions of Palo Alto Municipal
Code Section 9.73.010 by a court or administrative body of competent jurisdiction or in violation
of the nondiscrimination provision of the State of California Fair Employment Practices Act or
similar provisions of federal law or executive order in the conduct of its activities under this
Agreement by the State of California Fair Employment Practices Commission or the equivalent
federal agency or officer, it shall thereby be found in default under this Agreement, and such
default shall constitute a material breach of this Agreement. The City shall then have the power to
cancel or suspend this Agreement in whole or part.
ATTACHMENT B
Attachment B, Page 22
11. INSPECTION
The City’s employees and agents shall have the right at all reasonable times to inspect the
Premises to determine if the provisions of this Agreement are being complied with provided that
reasonable prior written notice has been provided to the Licensee, according to Section 16 of the
Agreement, to allow the Licensee to accompany any such inspection. Notwithstanding the
foregoing, the City shall not, and shall not have the right to, touch or otherwise interfere with any
of the licensee’s equipment, fixtures, or improvements located within the Premises.
12. HOLD HARMLESS
The Licensee agrees to indemnify, hold harmless and defend the City, its officers, agents and
employees against any and all claims, liability, demands, damages and costs (including reasonable
attorneys' fees (collectively, the “Claims”) to the extent arising out of the negligence, recklessness
or willful misconduct of the Licensee except to the extent such Claims are caused by the
negligence, recklessness or willful misconduct of the City, its officers, agents, contractors and/or
employees.
13. TAXES AND ASSESSMENTS
This Agreement may create a possessory interest which is subject to the payment of taxes levied
on such interest. It is understood and agreed that all taxes and assessments (including but not
limited to the possessory interest tax) which become due and payable upon the Premises or upon
the Licensee’s fixtures, equipment, or other property installed or constructed thereon by the
Licensee, shall be the full responsibility of the Licensee and the Licensee shall pay the taxes and
assessments prior to delinquency.
14. SUCCESSORS IN INTEREST
Unless otherwise provided in this Agreement, the terms, covenants, and conditions contained
herein shall apply to and bind the heirs, successors, executors, administrators, and assigns of all
the Parties hereto.
15. CIRCUMSTANCES WHICH EXCUSE PERFORMANCE (FORCE MAJEURE)
If either Party hereto shall be delayed or prevented from the performance of any act required
hereunder by reason of acts of God, restrictive governmental laws or regulations, or other cause
without fault and beyond the control of the Party obligated (financial inability excepted),
performance of such act shall be excused for the period of the delay and the period for the
performance of any such act shall be extended for a period equivalent to the period of such delay.
16. PARTIAL INVALIDITY
ATTACHMENT B
Attachment B, Page 23
If any term, covenant, condition, or provision of this Agreement is determined to be invalid, void,
or unenforceable, by a court of competent jurisdiction, the remainder of the provisions hereof
shall remain in full force and effect and shall in no way be affected, impaired, or invalidated
thereby.
17. WAIVER OF RIGHTS
The failure of the City or the Licensee to insist upon strict performance of any of the terms,
covenants, or conditions of this Agreement shall not be deemed a waiver of any right or remedy
that either Party may have, and shall not be deemed a waiver of the right to require strict
performance of all the terms, covenants, and conditions of the Agreement thereafter, nor a waiver
of any remedy for the subsequent breach or default of any term, covenant, or condition of this
Agreement.
18. COSTS OF SUSTAINING AN ACTION FOR BREACH OR DEFAULT
In the event either Party commences legal action against the other Party claiming a breach or
default of this Agreement, the prevailing Party in such litigation shall be entitled to recover from
the other cost of sustaining such action, including reasonable attorney fees, as may be fixed by the
court.
19. RESERVATIONS TO CITY
The Premises are accepted "as is" and "where is" by the Licensee subject to any and all existing
easements, and Encumbrances. The City reserves the right to install, lay, construct, maintain,
repair, and operate such sanitary sewers, drains, storm water sewers, pipelines, manholes, and
connections; water, oil, and gas pipelines; telephone and telegraph power lines; and the
applications and appurtenances necessary or convenient for connection therewith, in, over, upon,
though, across and along the Premises. Notwithstanding anything to the contrary contained here,
no right reserved by the City in this clause shall be so exercised as to interfere unreasonably with
the Licensee’s operation hereunder.
The City agrees that rights granted to third parties by reason of this clause shall contain provisions
that the surface of the land shall be restored as nearly as practicable to the original condition upon
the completion of any construction.
20. HOLDING OVER
In the event the Licensee shall continue in possession of the Premises after the expiration or
earlier termination of this Agreement, such possession shall not be considered a renewal of this
Agreement but a tenancy from month to month and shall be governed by the conditions, and
covenants contained in this Agreement.
ATTACHMENT B
Attachment B, Page 24
21. CONDITION OF PREMISES UPON TERMINATION
Upon termination of this Agreement, except as otherwise agreed to herein, the Licensee shall
redeliver possession of the Premises to the City in substantially the same condition that existed
immediately prior to the Licensee’s occupancy, reasonable wear and tear, flood, earthquake, war,
and any act of war or other casualty beyond the control of the Licensee excepted.
22. DISPOSITION OF ABANDONED PERSONAL PROPERTY
If the Licensee abandons the Premises, as defined by applicable law, or is dispossessed thereof by
process of law or otherwise, title to any personal property belonging to the Licensee and left on
the Premises for at least forty-five (45) days after such abandonment or dispossession shall be
deemed to have been transferred to the City. The City shall have the right to remove and to
dispose of such property without liability therefor to the Licensee or to any person claiming under
the Licensee, and shall have no need to account therefor.
23. RELINQUISMENT OF THE LICENSEE'S INTEREST UPON TERMINATION
Upon termination of this Agreement for any reason, including but not limited to termination
because of default by the Licensee, the Licensee shall, at the City’s request execute, acknowledge
and deliver to the City within thirty (30) days after receipt of written demand thereof, a written
document, signed by an official recognized under Section 313 of the California Corporations Code,
certifying the Licensee’s relinquishment of the Premises. Should the Licensee fail or refuse to
deliver the required certification to the City, and the Parties are not then in any dispute or in
disagreement regarding termination of this Agreement or an event of breach or default
hereunder, the City may prepare and record a notice reciting the failure of the Licensee to
execute, acknowledge and deliver such certification and the notice shall be conclusive evidence of
the termination of this Agreement, and of all right of the Licensee or those claiming under the
Licensee in and to the Premises.
24. CITY'S RIGHT TO RE-ENTER
The Licensee agrees to yield and peaceably deliver possession of the Premises to the City after the
removal period described in Section 8.1.
Upon giving written notice of termination to the Licensee, the City shall have the right to re-enter
and take possession of the Premises after the removal period described in Section 8.1.
Termination of the Agreement and re-entry of the Premises by the City shall in no way alter or
diminish any obligation of the Licensee under the Agreement terms and shall not constitute an
acceptance or surrender.
The Licensee waives any and all rights of redemption under any existing or future law or statute in
the event of eviction from or dispossession of the Premises for any reason or in the event the City
ATTACHMENT B
Attachment B, Page 25
re-enters and lawfully re-takes possession of the Premises.
25. CONFLICT OF INTEREST
The Licensee warrants and covenants that no official or employee of the City nor any business
entity in which any official or employee of the City is interested: (1) has been employed or
retained to solicit or aid in the procuring of this Agreement to Licensee’s reasonable knowledge; or
(2) will be employed in the performance of this Agreement without the divulgence of such fact to
the City. In the event that the City determines that the employment of any such official, employee
or business entity is not compatible with such official's or employee's duties as an official or
employee of the City, the Licensee upon request of the City shall immediately terminate such
employment. Violation of this provision constitutes a serious breach of this Agreement and the
City may terminate this Agreement as a result of such violation.
26. EMINENT DOMAIN
In the event the whole or any part of the Premises is condemned by a public entity in the lawful
exercise of its power of eminent domain, this Agreement shall cease as to the part condemned.
The date of such termination shall be the effective date of possession of the whole or part of the
Premises by the condemning public entity. The City shall be entitled to and shall receive all
compensation related to the condemnation of all or part of the Premises by the exercise of
eminent domain.
27. [Intentionally deleted.]
28. POST-ACQUISITION LICENSE
The Licensee hereby acknowledges that its occupancy of the Premises is subsequent to acquisition
of the Premises by the City. The Licensee further understands and agrees that as a post-
acquisition licensee, the Licensee is not eligible and furthermore waives all claims for relocation
assistance and benefits under federal, state or local law.
29. HAZARDOUS SUBSTANCES
A. Definition. As used herein, the term "Hazardous Materials" means any substance or
material which has been determined by any state, federal or local governmental
authority to be capable of posing risk of injury to health, safety, and property,
including petroleum and petroleum products and all of those materials and
substances designated as hazardous or toxic by the U.S. Environmental Protection
Agency, the California Water Quality Control Board, the U.S. Department of Labor,
the California Department of Industrial Relations, the California Department of
Health Services, the California Health and Welfare Agency in connection with the
ATTACHMENT B
Attachment B, Page 26
Safe Water and Toxic Enforcement Act of 1986, the U.S. Department of
Transportation, the U.S. Department of Agriculture, the U.S. Consumer Product
Safety Commission, the U.S. Department of Health and Human Services, the U.S.
Food and Drug Administration or any other governmental agency now or hereafter
authorized to regulate materials and substances in the environment. Without
limiting the generality of the foregoing, the term "Hazardous Materials" shall
include all of those materials and substances defined as "toxic materials" in Sections
66680 through 66685 of Title 22 of the California Code of Regulations, Division 4,
Chapter 20, as the same may be amended from time to time.
B. USE OF PREMISES. During the Term, the Licensee shall abide and be bound by all of
the following requirements:
1. The Licensee shall comply with all laws now or hereafter in effect relating to
the use of Hazardous Materials on, under or about the Premises, and the
Licensee shall not contaminate the Premises, or its subsurfaces, with any
Hazardous Materials in violation of applicable law.
2. The Licensee shall restrict its use of Hazardous Materials at the Premises to
those kinds of materials that are normally used in constructing and
operating communications facilities. Disposal of any Hazardous Materials at
the Premises are strictly prohibited. Storage of such permissible Hazardous
Materials is allowed only in accordance with all applicable laws now or
hereafter in effect. All safety and monitoring features of any storage
facilities shall be approved by the City’s Fire Chief in accordance with all
laws.
3. The Licensee shall be solely and fully responsible for the reporting of all
Hazardous Materials releases to the appropriate public agencies, when such
releases are caused by or result from the Licensee’s activities at the
Premises. The Licensee shall immediately inform the City of any release of
Hazardous Materials, whether or not the release is in quantities that would
otherwise be reportable to a public agency.
4. The Licensee shall be solely and fully responsible and liable for any such
releases which are caused by the Licensee at the Premises, or into the City’s
sewage or storm drainage systems. The Licensee shall take all necessary
precautions to prevent any of its Hazardous Materials from entering into
any storm or sewage drain system or from being released on the Premises.
The Licensee shall remove releases of its Hazardous Materials in accordance
with all laws. In addition to all other rights and remedies of the City
hereunder, if the release of Hazardous Materials caused by the Licensee is
not removed by the Licensee or the Licensee has not commenced removal
ATTACHMENT B
Attachment B, Page 27
within ninety (90) days after the Licensee’s receipt of written notice from
the City or any other third party, the City may pay to have the same
removed and the Licensee shall reimburse the City for such costs within
thirty (30) days of the City’s demand for payment.
5. The City represents that it has no knowledge of any Hazardous Materials on
or under the Premises or the Property. The Licensee will not introduce or
use any such substance at the Premises in violation of any applicable law.
The City shall indemnify and hold the Licensee harmless from and against all
claims, actions, damages, fines, liabilities, costs and expenses (including
attorneys’ and expert fees) arising, directly or indirectly, from the deposit of
any Hazardous Materials on or under the Property or the Premises, unless
said materials were actually deposited on the Property or the Premises by
the Licensee. This obligation to indemnify the Licensee shall include
damages, costs and expenses incurred in connection with any investigation,
cleanup, remediation, monitoring, removal or restoration related to the
presence of any substance. This indemnity shall survive the expiration or
termination this Agreement. The Licensee shall indemnify and hold
harmless the City from and against all claims, actions, damage, fines,
liabilities, costs and expenses (including attorneys’ and expert fees) arising,
directly or indirectly, from the deposit by the Licensee of any Hazardous
Materials on or under the Property or the Premises during the Term, unless
said materials were actually deposited onto the Property or the Premises by
the City; provided however, that this indemnity shall not apply to claims,
actions, damages, fines, liabilities, costs and expenses, (including attorneys’
and expert fees) arising from acts or omissions by third parties. This
obligation to indemnify by either Party shall include damage, costs and
expenses incurred in connection with any investigation, cleanup,
remediation, monitoring, removal or restoration related to the presence of
any substance. This indemnity shall survive the expiration or termination of
this Agreement.
6. Each Party’s obligations under this Clause shall survive the expiration or
earlier termination of this Agreement.
30. ALL COVENANTS ARE CONDITIONS
All provisions of the Agreement are expressly made conditions.
31. PARTIES OF INTEREST
Nothing in this Agreement, expressed or implied, is intended to, or shall be construed to, confer
upon or to give to any person or party other than the City and the Licensee the covenants,
ATTACHMENT B
Attachment B, Page 28
condition or stipulations hereof. All covenants, stipulations, promises and agreements in this
Agreement shall be for the sole and exclusive benefit of the City and the Licensee.
32. INTERFERENCE
The Licensee agrees to install equipment of the type and frequency which will not cause harmful
interference which is measurable in accordance with then-existing industry standards to any
equipment of the City or other licensees of the Property which existed on the Property prior to the
date this Agreement is executed by the Parties. In the event any after-installed the Licensee’s
equipment causes such interference, and after the City has notified the Licensee in writing of such
interference, the Licensee will take all commercially reasonable steps necessary to correct and
eliminate the interference, including but not limited to, at the Licensee’s option, powering down
such equipment and later powering up such equipment for intermittent testing. In no event will
the City be entitled to terminate this Agreement or relocate the equipment as long as the Licensee
is making a good faith effort to remedy the interference issue. The City agrees that the City and/or
any other licensees or tenants of the Property who in the future take an interest in the Property
will be permitted to install only such equipment that is of the type and frequency which will not
cause harmful interference which is measurable in accordance with then-existing industry
standards to the then-existing equipment of the Licensee. The Parties acknowledge that there will
not be an adequate remedy at law for noncompliance with the provisions of this Section and
therefore, either Party shall have the right to equitable remedies, such as, without limitation,
injunctive relief and specific performance.
ATTACHMENT B
Attachment B, Page 29
EXHIBIT B
LEGAL DESCRIPTION OF THE PROPERTY
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF PALO ALTO, COUNTY OF SANTA
CLARA, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:
Beginning at a concrete highway monument set on the Southwesterly line of El Camino Real (State
Highway) opposite engineer’s station 144+27.00 as surveyed by the California division of Highways
as said Southwesterly line was established by that decree in condemnation, a certified copy of which
decree was filed for record in the office of the Recorder of the County of Santa Clara, State of
California on July 07, 1930 in Book 520 of Official Records, at Page 571; said monument also marks
the point of intersection of said Southwesterly line with the Southeasterly line of that certain 1289
acre tract of land described in the deed from Evelyn C. Crosby, et al, to Leland Stanford, dated
September 08, 1885 recorded in Book 80 of Deeds, Page 382, Santa Clara County Records; running
thence North 56° 39’ West along said Southwesterly line of El Camino Real, for a distance of 2784.83
feet; thence leaving said line of El Camino Real South 33° 21 West 2175.49 feet; thence South 33°
21’ West 2175.49 feet; thence South 56° 26’ 07” East 305.53 feet; thence South 33° 36’ 20” West
148.13 feet to the true point of beginning of the tract of land to be described; thence from said true
point of beginning South 56° 23’ 40” East 125.00 feet; thence South 33° 36’ 20” West 175.00 feet to
a point on the Northeasterly line of Hanover Street, as said line was established in the easement
deed executed by and between the Board of Trustees of the Leland Stanford Junior University and
the City of Palo Alto, dated October 05, 1956, recorded November 14, 1956 in Book 3656 Official
Records, Page 424, Santa Clara County Records; thence North 56° 23’ 40” West along said
Northeasterly line of Hanover Street, 190.00 feet; thence North 33° 36’ 20” East 323.08 feet; thence
South 56° 26’ 07” East 65.00 feet; thence South 33° 36’ 20” West 148.13 feet to the true point of
beginning.
Tax Parcel No. 142-20-002
ATTACHMENT B
Attachment B, Page 30
EXHIBIT C-1
LEGAL DESCRIPTION OF THE PREMISES
ATTACHMENT B
Attachment B, Page 31
EXHIBIT C-2
LEGAL DESCRIPTION OF THE ACCESS EASEMENT
ATTACHMENT B
Attachment B, Page 32
EXHIBIT C-3
EXISTING ANTENNA CONFIGURATIONS
(Attached hereto)
City of Palo Alto (ID # 10733)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: Approval of Contract Extension for Watershed Protection
Outreach Services
Title: Approval of Amendment Number 2 to Contract Number S16161854
With Tandem Creative Inc. for Graphic Design and Public Outreach Services
to Extend the Contract Term With No Increase in Maximum Compensation
From: City Manager
Lead Department: Public Works
Recommendation
Staff recommends that Council approve and authorize the City Manager or his designee to
execute Amendment No. 2 to Contract No. S16161854 with Tandem Creative Inc. (Attachment
A) for graphic design and public outreach services to extend the contract term to June 2, 2020
with no increase in maximum compensation.
Background
The City is required to implement pollution prevention and outreach programs for residents,
businesses, and industry to reduce the quantity of pollutants that enter the sanitary sewer and
storm drain systems. Outreach services are required by both the Municipal Regional
Stormwater Permit and the National Pollution Discharge Elimination System (NPDES) Permit.
On March 10, 2016, the City executed Contract S16161854 (Attachment B) with Tandem
Creative Inc. (Tandem) to provide graphic design and public outreach services for Public Works–
Watershed Protection. On February 5, 2019, Amendment No. 1 to the Contract (Attachment C)
extended the contract term six months to September 9, 2019. This extension allowed staff to
continue progress on the existing workplan using the remaining budget.
Discussion
Staff recommends that Council approve Contract Amendment No. 2 for a second extension
with Tandem to June 2, 2020. This extension would use existing budget and would not require
additional funds. This extension is essential to avoid disruption to graphic design services that
support the daily outreach operations of four workgroups in the Public Works-Watershed
Protection division. This extension is also particularly important for the timely completion of
the Clean Bay Plan annual report due in early 2020, a requirement of the City’s NPDES Permit.
City of Palo Alto Page 2
Staff will undertake a competitive solicitation process for graphic design and outreach services
that will result in a new three-year contract when the solicitation process is completed,
anticipated in early 2020.
Resource Impact
This contract amendment extends the term of the contract only and does not impact funding.
Policy Implications
Authorization of this amendment does not represent a change in existing policies.
Stakeholder Engagement
Stakeholder engagement is not applicable to this contract amendment.
Environmental Review
The adoption of this amendment is not a project and is not subject to environmental review
under provisions of the California Environmental Quality Act (CEQA).
Attachments:
Attachment A-Tandem Creative Inc. Contract Amendment 2
Attachment B-Tandem Creative Inc. Contract S16161854
Attachment C-Tandem Creative Inc. Contract Amendment 1
Vers.: Aug. 5, 2019
Page 1 of 3
AMENDMENT NO. TWO TO CONTRACT NO. S16161854
BETWEEN THE CITY OF PALO ALTO AND
TANDEM CREATIVE, INC. FOR PROFESSIONAL SERVICES
This Amendment No. Two (this “Amendment”) to Contract No. S16161854 (the “Contract”
as defined below) is entered into as of December 2, 2019, by and between the CITY OF PALO ALTO,
a California chartered municipal corporation (“CITY”), and Tandem Creative Inc., a California
Corporation, located at 4083 24th Street #460609, San Francisco, CA 94246 (“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 in 2016 for the provision of services to assist the CITY’s Watershed Protection staff with
developing integrated outreach strategies materials, as detailed therein.
B. The Contract was first amended by amendment dated February 5, 2019 to extend
the term through September 9, 2019.
C. The Parties now wish to amend the Contract to further extend the term to June 2,
2020 in order to continue progress on existing workplan, with no increase in maximum
compensation as sufficient budget is available under the Contract as originally approved.
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. S16161854
between CONSULTANT and CITY, dated March 10, 2016, as amended by:
Amendment No.1, dated February 5, 2019
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 2, 2020 unless terminated earlier pursuant to Section 19 of this Agreement.”
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Page 2 of 3
SECTION 3. Legal Effect. Except as modified by this Amendment, all other provisions of the
Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION 4. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
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Vers.: Aug. 5, 2019
Page 3 of 3
SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed
this Amendment effective as of the date first above written.
CITY OF PALO ALTO
City Manager or designee
APPROVED AS TO FORM:
City Attorney or designee
TANDEM CREATIVE, INC.
Officer 1
By:
Name:
Title:
Attachments:
None
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CEO, Executive Director
GREGORY HOLZBAUR
Professional Services
Rev. February 26, 2016
CITY OF PALO ALTO CONTRACT NO. S16161854
AGREEMENT BETWEEN THE CITY OF PALO ALTO AND TANDEM CREATIVE, INC. FOR PROFESSIONAL SERVICES
This Agreement is entered into on this 10th day of March, 2016, (“Agreement”) by
and between the CITY OF PALO ALTO, a California chartered municipal corporation
(“CITY”), and TANDEM CREATIVE, INC., a California corporation, located at 4083 24th
Street #460609, San Francisco, CA 94246 ("CONSULTANT").
RECITALS
The following recitals are a substantive portion of this Agreement.
A. CITY intends to develop and administer a series of pollution prevention and outreach
programs (“Project”) and desires to engage a consultant to assist in connection with the Project
(“Services”).
B. CONSULTANT has represented that it has 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”, attached to and made a part of this
Agreement.
NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions,
in this Agreement, the parties agree:
AGREEMENT
SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described at
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.)
Services will be authorized by CITY, as needed, with a Task Order assigned and approved by
CITY’s Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-
1. Each Task Order shall designate a CITY Project Manager and shall contain a specific scope of
work, a specific schedule of performance and a specific compensation amount. The total price of
all Task Orders issued under this Agreement shall not exceed the amount of Compensation set
forth in Section 4 of this Agreement. CONSULTANT shall only be compensated for work
performed under an authorized Task Order and CITY may elect, but is not required, to authorize
work up to the maximum compensation amount set forth in Section 4.
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SECTION 2. TERM.
The term of this Agreement shall be from the date of its full execution through March 9, 2019
unless terminated earlier pursuant to Section 19 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”, attached to and
made a part of this Agreement. 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 described in Exhibit “A” (“Basic Services”),
and reimbursable expenses, shall not exceed eighty four thousand Dollars ($84,000.00) per
contract year. CONSULTANT agrees to complete all Basic Services, including reimbursable
expenses, within this amount. In the event Additional Services are authorized, the total
compensation for Basic Services, Additional Services and reimbursable expenses shall not
exceed eighty four thousand Dollars ($84,000.00) per contract year. The applicable rates and
schedule of payment are set out at Exhibit “C-1”, entitled “SCHEDULE OF RATES,” which is
attached to and made a part of this Agreement. Any work performed or expenses incurred for
which payment would result in a total exceeding the maximum amount of compensation set forth
herein shall be at no cost to the CITY.
Additional Services, if any, shall be authorized in accordance with and subject to the provisions
of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services
performed without the prior written authorization of CITY. Additional Services shall mean any
work that is determined by CITY to be necessary for the proper completion of the Project, but
which is not included within the Scope of Services described at Exhibit “A”.
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
invoices to the CITY describing the services performed and the applicable charges (including an
identification of personnel who performed the services, hours worked, hourly rates, and
reimbursable expenses), based upon the CONSULTANT’s billing 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 payment requests shall be subject to verification by CITY.
CONSULTANT shall send all invoices to the City’s project manager at the address specified in
Section 13 below. The City will generally process and pay invoices within thirty (30) days of
receipt.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be
performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT
represents that it possesses 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
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Professional Services
Rev. February 26, 2016
subconsultants, if permitted, 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 of the services to be furnished by CONSULTANT under this agreement shall meet the
professional standard and quality that prevail among professionals in the same discipline and of
similar knowledge and skill engaged in related work throughout California under the same or
similar circumstances.
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of
and in compliance with all federal, state and local laws, ordinances, regulations, and orders that
may affect in any manner the Project or the performance of the Services or those engaged to
perform Services under this Agreement. 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 ten percent
(10%) of CITY’s stated construction budget, 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. It is understood and agreed that in
performing the Services under this Agreement CONSULTANT, and any person employed by or
contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act
as and be an independent contractor and not an agent or employee of CITY.
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 consent of the city manager.
Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any
assignment made without the approval of the city manager will be void.
SECTION 12. SUBCONTRACTING.
Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the work
to be performed under this Agreement without the prior written authorization of the city manager
or designee.
Option B: Subcontracts Authorized: Notwithstanding Section 11 above, CITY agrees that
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subconsultants may be used to complete the Services. The subconsultants authorized by CITY to
perform work on this Project are:
CONSULTANT shall be responsible for directing the work of any subconsultants and for any
compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning
compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a
subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval
of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Gregory
Holzbaur as the Project Manager to have supervisory responsibility for the performance,
progress, and execution of the Services and to represent CONSULTANT during the day-to-day
work on the Project. If circumstances cause the substitution of the project director, project
coordinator, or any other key personnel for any reason, the appointment of a substitute project
director 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 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 Project
or a threat to the safety of persons or property.
CITY’s project manager is Julie Weiss, Public Works Department, Environmental Compliance
Division, 2501 Embarcadero Way, Palo Alto, CA 94303, Telephone: 650-329-2117. The 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. Upon delivery, all work product, including
without limitation, all writings, drawings, plans, reports, specifications, calculations, documents,
other materials and copyright interests developed under this Agreement 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 pursuant to this Agreement shall
be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other
intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if
any, shall make any of such materials 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 work.
SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time
during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records
pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and
retain such records for at least three (3) years after the expiration or earlier termination of this
Agreement.
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
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professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT
shall protect, 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 attorneys fees, experts
fees, court costs and disbursements (“Claims”) that 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.
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 protect, 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
attorneys 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 Claims arising from the
active negligence, sole negligence or willful misconduct of an Indemnified Party.
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. The waiver by either party of any breach or violation of any
covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance
or law, will not be deemed to be a waiver of any other term, covenant, condition, provisions,
ordinance or law, or of any subsequent breach or violation of the same or of any other term,
covenant, condition, provision, ordinance or law.
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". 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
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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. Upon receipt of such notice, CONSULTANT will
immediately discontinue its performance of the Services.
19.2. CONSULTANT may terminate this Agreement or suspend its
performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but
only in the event of a substantial failure of performance by CITY.
19.3. Upon such suspension or termination, CONSULTANT shall deliver to the
City Manager immediately any and all copies of studies, sketches, drawings, computations, and
other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or
given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such
materials will become the property of CITY.
19.4. Upon such suspension or termination by CITY, CONSULTANT will be
paid for the Services rendered or materials delivered to CITY in accordance with the scope of
services on or before the effective date (i.e., 10 days after giving 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 which are of direct and immediate benefit to CITY as such
determination may be 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, 19.4, 20, and 25.
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19.5. 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.
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 director
at the address of CONSULTANT recited above
SECTION 21. CONFLICT OF INTEREST.
21.1. In accepting 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 subconsultants, contractors or persons having such an interest.
CONSULTANT certifies that no person who has or will have any financial interest under this
Agreement is an officer or employee of CITY; this provision will be interpreted in accordance
with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the
State of California.
21.3. If the Project Manager determines that CONSULTANT is a “Consultant”
as that term is defined by the Regulations of the Fair Political Practices Commission,
CONSULTANT shall be required and agrees to file the appropriate financial disclosure
documents required by the Palo Alto Municipal Code and the Political Reform Act.
SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section
2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person because of the race, skin color, gender, age,
religion, disability, national origin, ancestry, sexual orientation, 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.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO
WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally
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Preferred Purchasing policies which are available at CITY’s Purchasing Department,
incorporated by reference and may be 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 CCONSULTANT 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 Division’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no
additional cost to CITY, for reuse or recycling. CONSULTANT shall provide
documentation from the facility accepting the pallets to verify that pallets are not
being disposed.
SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter
4.62 (Citywide Minimum Wage), as it may be 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
25.1. This Agreement is subject to the fiscal provisions of the Charter of the
City of Palo Alto and the Palo Alto Municipal Code. 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. MISCELLANEOUS PROVISIONS.
26.1. This Agreement will be governed by the laws of the State of California.
26.2. 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,
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State of California.
26.3. 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.
26.4. This document represents the entire and integrated agreement between the
parties and supersedes all prior negotiations, representations, and contracts, either written or oral.
This document may be amended only by a written instrument, which is signed by the parties.
26.5. The covenants, terms, conditions and provisions of this Agreement will
apply to, and will bind, the heirs, successors, executors, administrators, assignees, and
consultants of the parties.
26.6. If a court of competent jurisdiction finds or rules that any provision of this
Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this
Agreement and any amendments thereto will remain in full force and effect.
26.7. All exhibits referred to in this Agreement and any addenda, appendices,
attachments, and schedules to this Agreement which, from time to time, may be referred to in
any duly executed amendment hereto are by such reference incorporated in this Agreement and
will be deemed to be a part of this Agreement.
26.8 In the event of a conflict between the terms of this Agreement and the
exhibits hereto or CONSULTANT’s proposal (if any), the Agreement shall control. In the case
of any conflict between the exhibits hereto and CONSULTANT’s proposal, the exhibits shall
control.
26.9 If, pursuant to this contract with CONSULTANT, CITY shares with
CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d)
about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable
and appropriate security procedures to protect that Personal Information, and shall inform City
immediately upon learning that there has been a breach in the security of the system or in the
security of the Personal Information. CONSULTANT shall not use Personal Information for
direct marketing purposes without City’s express written consent.
26.10 All unchecked boxes do not apply to this agreement.
26.11 The individuals executing this Agreement represent and warrant that they
have the legal capacity and authority to do so on behalf of their respective legal entities.
26.12 This Agreement may be signed in multiple counterparts, which shall, when
executed by all the parties, constitute a single binding agreement
IN WITNESS WHEREOF, the parties hereto have by their duly authorized
representatives executed this Agreement on the date first above written.
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CITY OF PALO ALTO
____________________________
Purchasing Manager (Required on contracts
over $25,000)
APPROVED AS TO FORM:
__________________________
Deputy City Attorney
(Required on Contracts over $25,000)
TANDEM CREATIVE, INC.
By:___________________________
Name:_________________________
Title:________________________
Attachments:
EXHIBIT “A”: SCOPE OF SERVICES
EXHIBIT “B”: SCHEDULE OF PERFORMANCE
EXHIBIT “C”: COMPENSATION
EXHIBIT “C-1”: SCHEDULE OF RATES
EXHIBIT “D”: INSURANCE REQUIREMENTS
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CEO, Executive Director
GREGORY HOLZBAUR
Professional Services
Rev. February 26, 2016
EXHIBIT “A” SCOPE OF SERVICES
BACKGROUND:
To fulfill its responsibilities as an operator of the Regional Water Quality Control Plant
(RWQCP), and as a co-permittee in the Santa Clara Valley Nonpoint Source Pollution Control
Program, the City of Palo Alto is required to develop and administer a series of pollution
prevention and outreach programs targeting residents, businesses and industry to reduce the
quantity of pollutants entering the sewer and storm drain systems. Outreach is directed by City
of Palo Alto staff within the Public Works Environmental Services Division/Watershed
Protection for the RWQCP. The RWQCP is owned and operated by the City of Palo Alto, but is
funded by and provides service to its six partner agencies: East Palo Alto Sanitary District, Los
Altos, Los Altos Hills, Mountain View, Palo Alto, and Stanford.
Because lower South San Francisco Bay has been listed as an impaired water body, the RWQCP
public outreach program must be effective and search for new opportunities to inspire
behavior change in target groups.
I. Scope of Services
Task 1–Develop Integrated Outreach Strategies and Materials
Examples of RWQCP audiences include: residents regarding less-toxic pest control and
correct disposal of pesticides, pharmaceuticals, mercury-containing products, vehicle fluids
and other potential water pollutants; businesses and industry regarding plastics
elimination, expanded use of recycled water for irrigation and toilet flushing and
environmental compliance requirements; other government agencies that the City
collaborates with to achieve water pollution prevention goals.
CONSULTANT shall assist Watershed Protection with developing integrated outreach strategies
and materials for audiences primarily within the RWQCP service area. Specifically the
consultant shall:
a) Develop an annual outreach plan with the City’s project manager at the start of each
calendar year incorporating traditional and social media. The consultant shall assist
City staff in strategizing how to reach RWQCP service area target audiences and
leveraging the annual advertising budget of $25,000;
b) CONSULTANT shall create traditional outreach materials and provide graphic design
services to include:
i) Utility bill inserts, print and digital ads, factsheets, newspaper articles, Op-
Ed pieces, displays, brochures;
ii) Formatting and design for annual reports;
iii) Promotional items for schools, special events, and businesses;
iv) Customized illustrations and artwork for a variety of formats (displays,
brochures);
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v) High-resolution photographs with a regional context (e.g., local wildlife, Bay
habitats);
vi) Images, charts and graphs clearly explaining complicated information or a
compelling call to action;
vii) Videos and animated images for theater and online advertising;
viii) Movie making including story and script development, animation and
graphics;
ix) Online games;
c) CONSULTANT shall coordinate with outside printers and in-house City of Palo Alto
copying services.
Any artwork designed for this contract shall become the property of the City of Palo Alto.
Task 2– Advertising Administration
The CONSULTANT shall assume administrative responsibilities for the placement and
payment of advertising. The CONSULTANT shall:
a) Establish $25,000 of the total contract amount (to be added to the consultants
contract service amount) for advertising in local theaters, papers, Facebook, web
banners and other venues;
b) Receive approval for all ads and ad scheduling by the City’s project manager before
placement;
c) Interact with advertising venues to schedule and confirm ad placement and duration
of run
d) Ensure accurate billing and timely payment;
e) Provide a balance of the advertising budget and current contract balance with each
billing cycle and copies of paid invoices itemizing where ad placement occurred;
f) Upon request, the CONSULTANT shall provide a detailed report on ad placement in
each outreach venue listing which ads ran, total run dates and cost;
g) Upon request, CONSULTANT shall place ads and/or utilize creative materials not
designed by the consultant for outreach material production as needed.
Administrative fees for placement of these ads shall not exceed those that are for
ads designed by the CONSULTANT.
g) The cost of printing materials shall be covered by the CITY unless otherwise negotiated
between CITY and CONSULTANT.
Task 3–Web Content
CONSULTANT shall assist RWQCP staff as needed in developing and maintaining web content
for its website www.cleanbay.org and may include creative elements including photographs
(including original photography, if needed), graphics, charts and other elements. These
services are applied to www.cleanbay.org which serves the RWQCP service area. Staff
maintains the website. Significant design changes for the website may be requested of the
consultant who will work with the RWQCP and City of Palo Alto IT staff. www.cleanbay.org.
Task 4– Media Relations
The consultant shall:
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work closely with RWQCP staff to cultivate relationships with media within its service area
with the goal of increasing local media coverage about water pollution prevention. Because
the RWQCP’s service area is confined to a small geographic location outreach strategies and
media contacts must be appropriately targeted and timed to avoid conflict with other Bay
Area agency pollution prevention programs and to complement regional media and
outreach efforts.
a) work with staff to develop and maintain a comprehensive outreach resource list that
includes local community newsletters and outreach opportunities specific to the
RWQCP service area.
Task 5–Language Translations
The consultant shall provide print and audio language translations for Spanish, Korean,
Cantonese and other languages as needed.
III. Environmentally Preferable Practices and Green Business Certification
The City is a Santa Clara County Certified Green Business. The City encourages the
businesses it works with to adopt environmentally preferable practices. It is expected that
for printing materials the consultant will:
a) specify at least 30% post consumer recycled content paper and preferably 100%
post-consumer content processed chlorine-free.
b) place the recycled-content logo and paper specifications (e.g., “Printed on 100%
post-consumer recycled content, process chlorine free paper”) on all printed
materials.
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EXHIBIT B SCHEDULE OF PERFORMANCE
CONSULTANT shall perform the Services so as to complete each milestone within the number
of days/weeks specified below. The time to complete each milestone may be increased or
decreased by mutual written agreement of the project managers for CONSULTANT and CITY
so long as all work is completed within the term of the Agreement. CONSULTANT shall
provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt
of the notice to proceed.
Task 1–Develop integrated outreach strategies and materials
CONSULTANT shall develop 2016-17 Outreach Plan with City’s Project Manager by May 1, 2016
Task 2– Advertising administration.
CONSULTANT shall:
a) provide an advertising schedule for approval for each campaign within ten days of request
by the CITY’s project manager (unless agreed to otherwise);
b) Assume monthly administrative responsibilities for the timely placement and payment of
advertising.
Task 3–Website content
CONSULTANT shall provide technical and creative services for cleanbay.org as needed by the date
mutually agreed by CONSULTANT and CITY’S Project Manager for each campaign.
Task 4– Media relations
CONSULTANT shall provide media relations services as specified by the RWQCP outreach plan by
the date mutually agreed by CONSULTANT and CITY’S Project Manager.
Task 5–Language translations
CONSULTANT shall provide print and audio language mutually agreed by CONSULTANT and
CITY’S Project Manager at the time of the requested translation.
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EXHIBIT “C” COMPENSATION
The CITY agrees to compensate the CONSULTANT for professional services performed
in accordance with the terms and conditions of this Agreement based on the Schedule of
rates attached as Exhibit C-1.
The compensation to be paid to CONSULTANT under this Agreement for all services
described in Exhibit “A” (“Services”) and reimbursable expenses do not exceed the
amounts set forth in Section 4 of this Agreement. CONSULTANT agrees to complete all
Services, including reimbursable expenses, within this amount. In the event CITY
authorizes any Additional Services, the maximum compensation shall not exceed the
amounts set forth in Section 4 of this Agreement. Any work performed or expenses
incurred for which payment would result in a total exceeding the maximum amount of
compensation set forth herein shall be at no cost to the CITY.
REIMBURSABLE EXPENSES
The administrative, overhead, secretarial time or secretarial overtime, word processing,
photocopying, in-house printing, insurance and other ordinary business expenses are
included within the scope of payment for services and are not reimbursable expenses.
CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost.
Expenses for which CONSULTANT shall be reimbursed are:
A. Travel outside the San Francisco Bay area, including transportation and meals, will be
reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of
travel and meal expenses for City of Palo Alto employees.
B. Long distance telephone service charges, cellular phone service charges, facsimile
transmission and postage charges are reimbursable at actual cost.
All requests for payment of expenses shall be accompanied by appropriate backup
information. Any expense anticipated to be more than $250 shall be approved in advance
by the CITY’s project manager.
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
and CONSULTANT prior to commencement of the services. Payment for additional
services is subject to all requirements and restrictions in this Agreement.
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EXHIBIT “C-1” SCHEDULE OF RATES
description rate Basis rate
blended Rate Per hour $110
creative direction Per hour $130
graphic design Per hour $100
Project management Per hour $90
copywriting Per hour $90
Proofreading Per hour $90
branding/identity development Per hour $100
Web design/development Per hour $130
Web maintanence Per hour $100
twitter maintenance Per hour $90
app design/development Per hour $130
e-newsletter design Per hour $100
eblast design Per hour $100
eblast campaign management Per hour $100
Facebook advertising design Per hour $100
Online ad design Per hour $100
advertising; media Planning/buy Per hour $100
infographic design Per hour $100
Powerpoint design Per hour $100
custom Photography/art direction Per hour $150
stock Photos (Royalty-free) Per photo $25 each
stock Photos (Rights-managed) Per photo tbd
Photo editing Per hour $90
illustration Per hour $100
mechanical Production Per hour $90
Press check/Review Print Proofs Per hour $90
travel/mileage Rate Per hour tbd
translation services Per word (1 hr minimum
$0.50
Web audit/evaluation Per hour $110
movie development (story/script
creation, animation graphics)
Per hour $150
multi-cultural marketing (adapting
campaigns to address the interested of
various community groups)
Per hour $93
bill insert creation Per bill insert $1,500
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EXHIBIT “C-1”
SCHEDULE OF RATES CONTINUED
Campaign
campaign strategy Per campaign $5,000
multicultural design (tandem to adapt
approved campaign concept look and
feel to target various community
groups)
Per campaign $1,500
advertising Per campaign $5,000*
bill insert Per bill insert $1,500
Posters Per poster $2,500
Web design Per hour $130
movie Per movie $10,000–
social media Per campaign $5,500*
other
Facebook ad development Per page $2,000–$3,000
clean bay Plan document approx.34 pages $2,500
Program Flyer Per flyer $1,000
Program Pamphlet Per pamphlet $2,000
informational magnet Per magnet $750*
*Final cost to be determined based on individual campaign and project needs
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EXHIBIT “D” INSURANCE REQUIREMENTS
CONTRACTORS 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, BELOW:
REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS
EACH OCCURRENCE AGGREGATE
YES YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
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
NO 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: CONTRACTOR, 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 CONTRACTOR 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 PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN
COVERAGE OR OF COVERAGE CANCELLATION; AND
B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR
CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY.
C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL.
II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE.
III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL
INSUREDS”
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS
AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER
INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
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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 ISSUING COMPANY 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 ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A
TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
NOTICES SHALL BE MAILED TO:
PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303
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1 Revision July 20, 2016
AMENDMENT NO. ONE TO CONTRACT NO. S16161854
BETWEEN THE CITY OF PALO ALTO AND
TANDEM CREATIVE, INC. FOR PROFFESIONAL SERVICES
This Amendment No. One to Contract No. S16161854 (“Contract”) is entered into
February 5, 2019 by and between the CITY OF PALO ALTO, a California chartered municipal
corporation (“CITY”), and Tandem Creative Inc., a California Corporation located at 4083 24th
Street #460609, San Francisco, CA 94246 (“Consultant”). CITY and CONSULTANT are referred to
herein collectively as the “Parties.”
R E C I T A L S
A. The Contract was entered into on March 10, 2016 between the Parties for a three-
year term for the provision of services to assist the CITY’s Watershed Protection staff with
developing integrated outreach strategies materials.
B. The parties wish to amend the Contract to extend the term to September 9, 2019.
C. There are additional work efforts within the Contract’s scope of services that CITY
would like Consultant to perform and sufficient budget is available under the Contract to continue
progress on that existing workplan for an additional six months.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions
of this Amendment, the parties agree:
SECTION 1. 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
September 9, 2019 unless terminated earlier pursuant to Section 19 of this
Agreement.”
SECTION 2. Except as herein modified, all other provisions of the Contract, including
any exhibits and subsequent amendments thereto, shall remain in full force and effect.
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IN WITNESS WHEREOF, the Parties hereto have by their duly authorized representatives executed
this Agreement on the date first above written.
CITY OF PALO ALTO
____________________________
Chief Procurement Officer
APPROVED AS TO FORM:
_____________________________
City Attorney or designee
TANDEM CREATIVE, INC.
By:___________________________
Name:_________________________
Title:________________________
DocuSign Envelope ID: 038C39FC-303A-4104-89DF-98F5AE8A68B3
Executive Director
GREGORY HOLZBAUR
City of Palo Alto (ID # 10801)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: Approval of Amendment Number 2 to the Maintenance
Agreement with PAUSD to Add 2 Years to the Term
Title: Approval of Amendment Number 2 to the Agreement With Palo Alto
Unified School District (PAUSD) for PAUSD Athletic Field Brokering and
Maintenance Cost-sharing to Extend the Term to December 2021 with an
Optional Mutual Extension for an Additional Two Years
From: City Manager
Lead Department: Community Services
Recommendation
Staff recommends that City Council approve and authorize the City Manager to execute
Amendment No. 2 to the Agreement Concerning Field and Court Use, Brokering, and
Maintenance with Palo Alto Unified School District (PAUSD) to extend the term to
December 31, 2021 with an option for a mutual extension of an additional two years.
(Attachment A).
Background
In 1993, the City and PAUSD met to discuss maintenance needs of school district
athletic fields considering school district budget constraints and continued public use of
school district fields. An agreement between the City and PAUSD was entered into in
1995 for the City to maintain select PAUSD athletic fields for both school and
community use with both parties contributing an equal cost share. The agreement also
included an equal cost share for capital improvements to athletic fields. The agreement
has since been revised several times and no longer includes a cost share for capital
improvements. The cost of capital improvements is now fully incurred by PAUSD.
The agreement encompasses the maintenance and brokering of the athletic fields at 13
elementary schools and three middle schools, and tennis courts at five PAUSD schools.
The City manages the brokering of PAUSD athletic fields and tennis courts for public
community use outside of school activity hours. Revenue is shared between both
parties with the City retaining 60% and PAUSD retaining 40% of revenue.
Discussion
City of Palo Alto Page 2
City and PAUSD staff worked collaboratively to extend the current agreement with no
change to the existing terms for cost and revenue sharing. Amendment No. 2 retains
the same scope of work and service level performed by City staff. The maintenance
costs are shared equally between the City and PAUSD. The revenue share remains at
60% to City and 40% to PAUSD. The total shared revenue in calendar year 2018 was
$62,192 with the City retaining $37,315 representing a 60% share. PAUSD retained
$24,877 representing a 40% share. The attached amendment will extend the existing
agreement to December 31, 2021 (with a mutual option to extend for an additional two
years through December 31, 2023).
The amendment provides for the continued maintenance of school district fields at all
PAUSD elementary schools, as well as the fields at Jane Lathrop Stanford (JLS) and
Frank S. Greene, Jr. (Greene) Middle Schools. Greene Middle School was previously
named Jordan Middle School. The maintenance of turf areas includes mowing, edging,
de-thatching, reseeding, aeration, and maintenance of irrigation heads, valves, and
controllers. The fields at Ellen Fletcher (Fletcher) Middle School (formerly named
Terman) are not part of this agreement as these fields are dedicated parkland (Terman
Park) and are maintained in a manner consistent with City park maintenance standards.
The agreement also provides for the maintenance of tennis courts and basketball courts
at JLS, Greene, and Fletcher Middle Schools, and at Henry M. Gunn and Palo Alto High
Schools. This work includes periodic sweeping of the court surfaces and washing during
the summer months.
The City will continue to broker the fields, tennis courts, and basketball courts in
accordance with the Council-approved Field Use Policy. This policy is intended to ensure
residents, both youth and adults, have fair access to PAUSD and City-owned fields and
athletic facilities. The criteria incorporated into the Field Use Policy helps ensure Palo
Alto youth and non-profit sports clubs have top priority access to field space for practice
and competition.
The City places a high priority on the maintenance and safety of school playing fields to
ensure the community has access to athletic fields and courts for physical fitness and
recreation. This agreement will continue the City’s commitment to provide quality turf
and court surfaces.
Resource Impact
This amendment extends the terms of the existing agreement for 24 months and brings
PAUSD reimbursement into alignment with the City’s anticipated costs to perform these
services. The full cost for field maintenance over the course of the amendment is $1.7
million, with PAUSD reimbursing the City for half of the cost, and the anticipated annual
cost to the City after reimbursement is approximately $425,000. The amendment
maintains the level and scope of services and cost share of actual expenses. The only
financial impacts to the City from this action are the result of updated labor costs for
City of Palo Alto Page 3
continuing these services, which were included in the FY 2020 Operating Budget.
Funding for subsequent years of the agreement is subject to appropriation of funds
through the annual budget process.
Stakeholder Engagement
City and PAUSD staff met to review prior performace under the agreement and have a
mutual interest in continuing this collaboration. Field maintenance matters are
addressed between field operation managers of both parties on a regular basis.
Environmental Review
This amendment is exempt from the provisions of the California Environmental
Quality Act (CEQA) pursuant to section 15301 (existing facilities) of the CEQA
guidelines.
Attachments:
• Attachment A - Field Maintenance Amendment 2
AMENDMENT NO. 2 TO THE
AGREEMENT BETWEEN THE CITY OF PALO ALTO AND THE
PALO ALTO UNIFIED SCHOOL DISTRICT OF SANTA CLARA
COUNTY CONCERNING THE PUBLIC USE, BROKERING AND
MAINTENANCE OF DISTRICT-OWNED ATHLETIC FIELDS,
TENNIS COURTS AND BASKETBALL COURTS JOINTLY USED
BY SCHOOL STUDENTS AND THE GENERAL PUBLIC
This Amendment No. 2 to the “Agreement Between The City Of Palo Alto And The Palo Alto
Unified School District Of Santa Clara County Concerning The Public Use, Brokering And
Maintenance Of District-Owned Athletic Fields, Tennis Courts And Basketball Courts Jointly Used
By School Students And The General Public” (“Contract”) is entered into December ____, 2019, by
and between the CITY OF PALO ALTO, a California chartered municipal corporation (the “CITY”) and
the PALO ALTO UNIFIED SCHOOL DISTRICT OF SANTA CLARA COUNTY, a unified school district
organized and existing under the Laws of the State of California (the “DISTRICT”) (individually, a
“Party” and, collectively, the “Parties”), in reference to the following facts and circumstances:
R E C I T A L S
A. The Contract was entered into between the Parties on or about January 1,
2014 for the use, maintenance, and related cost-sharing of District-owned athletic fields and
courts.
B. The Parties intend to extend the Contract through December 31, 2021 with
an optional mutual extension of an additional 24 months.
C. The Parties wish to amend the Contract for the purposes described 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 titled “Agreement
Between The City Of Palo Alto And The Palo Alto Unified School District Of
Santa Clara County Concerning The Public Use, Brokering And Maintenance
Of District-Owned Athletic Fields, Tennis Courts And Basketball Courts
Jointly Used By School Students And The General Public” between DISTRICT
and CITY, dated January 1, 2014 as amended by:
Amendment No.1, dated June 25, 2018
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. Subsection 2.1 of Section 2 TERM AND TERMINATION of the Contract is
hereby amended to read as follows:
2.1 The term of this Agreement will commence at 6:00 a.m. on
January 1, 2014, and end on December 31, 2021, subject to the earlier
termination of this Agreement by any Party hereto upon ninety (90) days’
advance written notice. The preceding sentence notwithstanding, this
Agreement is subject to the fiscal provisions of the Charter of the CITY and
other Laws of the CITY and the DISTRICT, and this Agreement will
terminate without any penalty (a) at the end of any fiscal year in the event
that funds are not appropriated by the Council or Board of Education for
the following fiscal year, or (b) at any time within a fiscal year in the event
that funds are not appropriated by the Council or Board of Education for a
portion of the fiscal year and funds for this Agreement are no longer
available. The CITY or the DISTRICT will use reasonable efforts to give the
other Party reasonable notice of termination in the event that funds will
not be appropriated. No provision is made for the automatic extension or
renewal of the term.
SECTION 3. Subsection 2.3 of Section 2 TERM AND TERMINATION of the Contract is
hereby added to read as follows:
2.3 The term of this Agreement may be extended for an additional
twenty four (24) months by written mutual agreement of the parties
executed at least seven (7) calendar days before expiration of the term.
Nothing in this Agreement requires either party to renew or extend this
Agreement or to enter into negotiations regarding the renewal or extension
of this Agreement.
SECTION 4. Subsection 5.1 of Section 5 PAYMENTS OF COSTS OF MAINTENANCE of
the Contract is hereby amended to read as follows:
5.1 The allocable annual costs of Maintenance and water (plus
equipment costs and salary and benefits costs, as appropriate) for the
Facilities are estimated by the CITY to be the following:
Year Estimated Maintenance Cost
2014 $650,000
2015 $650,000
2016 $650,000
2017 $650,000
2018 $650,000
2019 $650,000
2020 $843,000
2021 $866,000
2022 $896,000
Actual costs shall be shared in the ratio of 50:50 between the CITY and the
DISTRICT.
SECTION 5. The following exhibit(s) to the Contract is hereby amended to read as
set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference:
a. Attachment “B” entitled “Fee Schedule and Program”.
SECTION 6. Except as herein modified, all other provisions of the Contract, including
any exhibits and subsequent amendments thereto, shall remain in full force and effect.
SECTION 7. The recitals set forth above are terms of this Amendment and are fully
incorporated herein by this reference.
IN WITNESS WHEREOF, the Parties hereto have by their duly authorized representatives
executed this Amendment on the date first above written.
CITY OF PALO ALTO
APPROVED AS TO FORM:
PALO ALTO UNIFIED SCHOOL DISTRICT:
Attachments:
ATTACHMENT B: FEE SCHEDULE AND PROGRAM
ATTACHMENT B
Fee Schedule and Program
Athletic Field Rentals** 2018-2019
Baseball Fields $7.50 - 162.00/hr.*
Soccer Fields $7.50 - 162.00/hr.*
Softball Fields $7.50 - 162.00/hr.*
Lights $27.00/use
Athletic Field Rentals** 2019-2020
Baseball Fields $7.50 - 174.00/hr.*
Soccer Fields $7.50 - 174.00/hr.*
Softball Fields $7.50 - 174.00/hr.*
Lights $29.00/use
Tennis Court Rentals (2018-2019)**
Tennis Tournament Court Use Fee $5.00 – 16/hr./court*
Tennis Court Rentals (2019-2020)**
Tennis Tournament Court Use Fee $5.00 – 17/hr./court*
* Athletic fields’ fees will be reduced by 50% for nonprofit users. Proof of nonprofit status will be
required for fee reduction. However, there shall be no fee reduction if any fee or donation is
required by the nonprofit organization permit holder in connection with the use of the permitted
field or tennis court.
** Rates are subject to change subject to the City’s Municipal Fee Schedule.
Facilities covered by these fees include:
City Sites/Parks Palo Alto Unified School District Sites
Terman Park All Elementary Schools -Open or Closed
Greene Middle School
JLS Middle School
Palo Alto High School Tennis Courts
Gunn High School Tennis Courts
City of Palo Alto (ID # 10858)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: Caltrain Go Pass Reauthorization for 2020
Title: Approval of an Agreement With the Peninsula Corridor Joint Powers
Board in the Amount of $112,176 for the 2020 Caltrain Go Pass Program
From: City Manager
Lead Department: Human Resources
Recommended Motion
Staff recommends that City Council consider the following motion: Approve and authorize the
City Manager to renew an agreement with the Peninsula Corridor Joint Powers Board for
continuation of the Caltrain Go Pass program for the 2020 calendar year.
Recommendation
Staff recommends that City Council approve and authorize the City Manager to renew an
agreement with the Peninsula Corridor Joint Powers Board for continuation of the Caltrain Go
Pass program for the 2020 calendar year.
Background
Go Passes, which are not available for purchase by individuals, allows employers to purchase an
unlimited annual Caltrain pass as a valuable incentive for employees to use public transit.
Employers who participate in the program must purchase Go Passes for all employees assigned
to a worksite. The City has participated in the Go Pass program since 2014 and is a valuable part
of the employee benefits package for recruitment and retention purposes.
Discussion
The Go Pass is good for travel on Caltrain between all zones, seven days a week, for one fixed
cost per user. Employers participating in the Go Pass program purchase the passes for
employees each calendar year. Employees affix a Go Pass sticker to their employee ID badge as
proof of payment. The sticker expires on December 31 of each year.
To participate in the program, Caltrain requires the City to purchase Go Passes for all
employees at the worksite, regardless of the level of usage. For 2020, the Go Pass price is $342
per employee for one year, for a total of $112,176 for 328 employees assigned to the Civic
City of Palo Alto Page 2
Center. The Civic Center includes all nonsworn1 employees who work at City Hall, Development
Center and Downtown Library.
The Go Pass program began in the City 5 years ago with 51 employees and has increased to the
current ridership of 208 employees. Of the current number of riders, 63% report that they use
their Go Pass 3-5 times per week. As such, a conservative estimate shows at least 38,000 single
occupancy vehicle (SOV) trips are avoided per year under this Go Pass Program.2
The alternative to a Go Pass is the monthly Clipper Card, which costs $433.50 per month, or
$5,202 per year per employee. Purchasing Clipper Cards for only those who ride Caltrain 3-5
times a week would cost the City $1.08M per year. For that reason, the Go Pass Program is
incredibly cost-effective and an excellent way to support the City’s sustainability efforts.
The City has hired a Senior Management Analyst to assist with designing short and long-term
recruitment and retention programs. The position was recently filled and is beginning to work
on designing commute programs for non-civic center worksites. Our initial analysis is that the
potential ridership at non-civic center worksites do not warrant expansion of the Go Pass
Program to other City worksites. However, the Senior Management Analyst is identifying
additional programs to address commuter needs at all Citywide worksites.
Resource Impact
The Go Pass cost for 2020 is increasing by 17% from the current total of $97,755 to $112,176
(from $285 per pass to $342 per pass). Funding for this program was approved in the FY 2020
Adopted Operating Budget General Benefits Fund in anticipation of this increase.
The cost of the program is funded out of the General Benefits Fund, an internal service fund
that collects funds from City departments to pay for various employee benefits.
Environmental Review
The Agreement is not a project for purposes of the California Environmental Quality Act and
therefore no environmental review is required.
Attachments:
• Attchment A - City of PA 2020 GP Agreement
1 Sworn personnel are eligible to ride Caltrain at no cost and are therefore not included in the Go Pass program.
2 Conservative Assumption: 132 employees x 3 days per week x 48 weeks x 2 trips per day = 38,016
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PENINSULA CORRIDOR JOINT POWERS BOARD 2020 CALTRAIN GO PASS AGREEMENT
Participant Name: City of Palo Alto
Address: 250 Hamilton Ave Palo Alto CA 94301
Legal Notice Address (if different from above):
Contact Person: Frank Lee Email: frank.lee@cityofpaloalto.org
Phone: 650-329-2125 Fax: 650-329-2696
Total Payment: $112,176.00 Number of Participating Sites: 4
Number of Go Pass Users as defined below: 328
Go Pass Eligibility
Business
All staff working more than 20 hours per week, excluding temporary employees, interns, contractors, consultants and
sworn peace officers** are considered “Go Pass Users” for the purpose of this Agreement. Temporary employees,
interns, contractors, consultants and sworn peace officers** are not eligible to participate in the Go Pass Program.
Notwithstanding the foregoing, if one or both of the Options offered below is selected, employees working less than
20 hours per week and/or interns will be considered “Go Pass Users” under this Agreement.
Options
Include staff working less than 20 hours per week: N/A – Not including
Include interns: N/A – Not including
Residential
All residents five years old and older are considered “Go Pass Users” for the purpose of this Agreement. Employees
of residential developments are excluded from the Go Pass Program.
Educational
All students per selected group (i.e. Part-time, Full-time, Post graduates) are considered “Go Pass Users” for the
purpose of this Agreement.
Agreement Term: January 1, 2020 through December 31, 2020
Participant agrees to the attached terms and conditions
CITY OF PALO ALTO *
By:
Print Name:
Its:
By:
Print Name:
Its:
PENINSULA CORRIDOR JOINT POWERS BOARD
By:
Print Name: Derek Hansel
Its: Chief Financial Officer
* If Participant is a corporation or limited liability company, two corporate officers must sign on behalf of the corporation as follows: 1) the chairman of the board, president or vice-president; and 2) the secretary, assistant secretary, chief financial
officer, or assistant treasurer. In the alternative, this Agreement may be executed by a single officer or a person other than an officer provided that evidence satisfactory to the JPB is provided demonstrating that such individual is authorized to bind
the corporation (e.g. a copy of a certified resolution from the corporation’s board or a copy of the corporation’s bylaws). ** Uniformed and non-uniformed, sworn peace officers are allowed to ride Caltrain for free subject to showing the proper
identification.
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TERMS AND CONDITIONS
This Go Pass Agreement (“Agreement”) is made between the Peninsula Corridor Joint Powers Board, a public agency
("JPB") and the Go Pass Participant (“Participant”) identified on page 1 of this Agreement.
1. PAYMENT: Full payment for all Go Pass stickers shall be due prior to JPB issuing stickers. The total cost of
participating in the Go Pass program will be the greater of $28,728 or $342.00 per eligible Go Pass User, which includes a
non-refundable Administration Fee (the “Administration Fee”) of $3 per Go Pass User. If the number of Users increases
during 2020, the cost of additional Go Pass stickers will be a pro-rated per amount based on Exhibit A on page 6 of this
Agreement. Go Pass Participant may share the cost of participation in the Go Pass program with its Users, but the cost to
a particular User cannot be higher than the first-time replacement rate stated in Section 10 below. Participant must submit
payment for any invoices within 30 days of the date shown on the invoice. Payments after 60 days will be charged a late
fee of $5 per day. Accepted payment methods include ACH, EFT and Participant checks. Personal Go Pass User checks
are not accepted. The return of a check (electronic or paper) issued to JPB will result in a $25 returned check fee being
placed on the account of the Participant.
2. PROGRAM: JPB operates the “Caltrain” rail service between San Francisco and Gilroy, California, and Participant
desires to provide a transit benefit for use on Caltrain to all of the Go Pass Users as defined on Page 1, in the form of a
sticker affixed to a valid Participant-issued, JPB-approved, Go Pass User photo identification card (hereafter referred to as
"Go Pass"). In order to facilitate the Caltrain Go Pass Program (“Program”) JPB shall provide the necessary stickers and
accept the Go Pass as valid fare media for travel on the Caltrain system. Participant is responsible for any stickers in its
possession. Failure to comply with the terms in this Agreement may result in termination pursuant to Section 12.
3. ELIGIBLE PARTICIPANTS: Only individual Participants are eligible to participate in the Program. Participants with
multiple locations, branches or campuses are eligible to participate in the Program and must provide a Go Pass User count
for each individual Participant site. However, such Participants must enroll in the Program under a single Go Pass
Agreement and designate a single contact and administrator. Such Participants’ employees/students/residents at non-
participating locations are not eligible to participate in the Program.
4. ELIGIBLE GO PASS USER VERIFICATION: Go Passes must be purchased for each and every Go Pass User at
each Participant work site participating in the program (“Participating Site(s)”). Participant will be required, prior to the JPB
issuing the Go Pass stickers, to provide JPB with a Letter of Intent (“Letter”) signed by the Human Resources Director, an
officer of the Participant or Development Manager verifying the then-current number of Go Pass Users of the Participant at
each Participating Site. If a Business Participant selects an Option identified on Page 1, the letter must indicate the number
of Users working more than 20 hours per week, working less than 20 hours per week and/or interns. If there are multiple
Participating Sites, the Letter must indicate the individual site addresses and the number of then-current Users at each site.
Neither Participant nor any of its affiliates shall be required to participate in the Program with respect to other sites other
than the Participating Site(s) identified in the Letter.
5. GO PASS IDENTIFICATION: Participant must have an official Participant-issued photo ID card in order to participate
in the Program and must supply a hard copy of that ID card to the JPB for review. Any Participant that doesn’t have a photo
ID card must create one. The ID card must display a clear Go Pass User headshot, Go Pass User first and last name, have
a 1” x 1” square space for the Go Pass sticker and display the Participant name or logo. The ID cannot contain Caltrain’s
logo as part of the design. If the ID changes, it is the Participant’s responsibility to submit the new version to the JPB three
weeks in advance for approval. Participants may only use one JPB-approved ID card. The JPB will produce and issue
serialized Go Pass stickers which will be distributed to Participant so that Participant can affix them to the Participant-issued
Go Pass User ID card. Participant’s designated administrator shall place the Go Pass sticker on each eligible Go Pass
User’s ID card, preferably on the front. Participant shall not distribute the Go Pass stickers to Users, as this practice may
lead to unauthorized use of the sticker. Participant shall be responsible for retaining the Go Pass User’s ID card or removing
the Go Pass sticker from a Go Pass User’s ID card when a Go Pass User leaves the employment of the Participant or
relocates to non-participating location. Returned ID cards or stickers shall be presented to the JPB for verification upon
request. A photocopy of the identification card with the Go Pass sticker attached is acceptable as proof that the Go Pass
is no longer in use by a Go Pass User who has left the Participant. All Go Pass stickers allotted to the Participant at the
beginning of the Participant’s participation in the Program that are not issued to Users are to be returned to the JPB by
December 15 of the Agreement year. Go Pass sticker is JPB’s property.
6. PROGRAM RECORDS: Participant will create and maintain a file of documents to be available for review upon JPB
request (“Go Pass File”). The Go Pass File must include a log (Go Pass Log) of its Users who currently hold Go Passes.
The Go Pass Log shall include the Go Pass User’s first and last name, unique serial number for the individual pass each
Go Pass User holds, pass status (i.e. active, lost, damaged, etc.), date of issue, date of Go Pass User separation, if
applicable, and any other pertinent information. The file must also include all separated Go Pass User’s ID cards or Go
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Pass stickers unless sent to JPB and Participant received an acknowledgement e-mail.
7. SURVEY AND ACKNOWLEDGEMENT: Prior to affixing the Go Pass sticker to the Go Pass User’s Participant-issued
ID card, Participant shall require each Go Pass User receiving a Go Pass, for the first time, to complete an online
questionnaire ("Survey"). Once the Survey is complete, Participant administrator will receive an e-mail confirmation from
the Go Pass User via the JPB. As part of completing the survey, the Go Pass User will be required to acknowledge that he
or she understands the proper use of the Go Pass. The Surveys may be used to analyze the success of the Program and
develop ridership projections for the Program. However, the Surveys are subject to disclosure under requests made
pursuant to the California Public Records Act. Prior to disclosing Surveys, any identifying information concerning the
Participant and/or the Go Pass User shall be redacted.
8. PROGRAM ANALYSIS AND AUDIT: JPB reserves the right to audit Participant’s Go Pass Program at any point during
the Program year with five (5) working days' notice. The purpose of the audit is to ensure that appropriate accounting,
sticker distribution and security procedures are in place. JPB has the right to audit any internal Participant Go Pass-
associated records, including Participant’s Go Pass File. A current list of qualifying Users shall be provided to the JPB upon
request. Within 10 working days of receipt of any audit report from the JPB, Participant must, in conjunction with JPB staff,
develop a mutually agreeable action plan to satisfy any audit findings. If no mutually agreeable plan can be developed, JPB
may terminate the Program upon 10-days’ notice pursuant to the terms of Section 12, Termination.
9. PARKING PERMITS: Monthly parking permits for Caltrain lots may be purchased through any Caltrain station ticket
machine. Go Pass Users will be required to complete an application for an access code in order to purchase the permit
through the machine.
10. LOST, STOLEN, DAMAGED AND REPLACEMENT GO PASSES: For lost or stolen Go Passes, JPB will charge a
$342.00 first-time replacement fee and send replacement stickers upon request by Participant after payment is received.
Participant must submit to the JPB documentation including the Go Pass User first and last name and Go Pass serial
number. For stolen Go Passes, Participant may issue a replacement Go Pass if User submits a police report describing
the Go Pass as stolen to Participant. The police report must be maintained in Participant’s Go Pass file. The JPB will
send replacement sticker for the stolen Go Pass upon request at no additional charge provided that the police report is
supplied to the JPB. If the same Go Pass User loses the Go Pass or has the Go Pass stolen a second time, the
replacement fee will be 2x the first-time replacement fee regardless of whether a police report is provided to the JPB. If a
replacement Go Pass is issued and then the original is found, JPB will not provide a refund. Participant may not resell the
Go Passes to Users at a rate higher than the replacement fee. A Go Pass will not be issued as a replacement for lost or
stolen Go Passes a third time.
For Damaged Go Passes: If the Participant or a Go Pass User damages a Participant-issued ID card and thus renders the
Go Pass sticker unusable, or if the sticker itself is damaged, a replacement Go Pass sticker may be issued to the Go Pass
User or taken from the Participant’s Go Pass inventory, provided that the Participant documents that the Go Pass sticker
has been taken out of circulation in its Go Pass File. Participant must retain the damaged ID card or Go Pass sticker in
its Go Pass File unless sent to JPB and Participant received an acknowledgement e-mail. If no additional stickers remain
in the Participant inventory, the Participant shall return damaged Go Pass stickers or ID cards, or a photocopy, with
complete documentation to the JPB prior to the JPB issuing a replacement Go Pass sticker to Participant at no charge.
This courtesy will be extended no more than two times per Go Pass User per calendar year, after which the replacement
cost for a damaged Go Pass sticker will be $342.00.
For Separated Users: If the Go Pass User separates with the Participant, Participant shall retain the separated Go Pass
User ID card or Go Pass sticker in its Go Pass File and document that the Go Pass sticker has been taken out of
circulation in its Go Pass Log (See Section 6 above) unless sent to JPB and Participant received an acknowledgement e-
mail. If no additional stickers remain in the Participant inventory, the Participant shall return separated Go Pass stickers
or ID cards, or a photocopy, prior to the JPB issuing a replacement Go Pass sticker to Participant at no charge.
For Missing Go Passes: Participant shall be responsible for safeguarding the Go Pass stickers prior to issuing them to
Users and shall be liable for any loss of Go Pass stickers. Replacement Go Pass stickers shall be issued under the lost
terms above.
For misused or confiscated Go Passes: If Go Pass User who had its Go Pass confiscated during fare enforcement would
like a replacement, and it’s been determined that the Go Pass sticker was misused, the replacement sticker will be 2x the
first-time replacement rate.
11. REPORTING: Participant must submit a report to JPB by March 1, June 1, September 1 and December 1 of the
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14769948.1
agreement term year. The report must list all lost, stolen, damaged and replacement Go Passes issued and separated
Users. It must include the reason for replacement, if applicable, Go Pass User first and last name and corresponding Go
Pass serial number and the current number of Users working at the work site(s) /residing in the development enrolled in the
program. Participant may submit its Go Pass Log (See Section 6 above) in lieu of the report.
12. TERMINATION: Either party may terminate this Agreement by giving the other party written notice at least 90 days
prior to the desired termination date, which shall be the last day of a calendar month. If either party terminates the
Agreement pursuant to this provision, JPB shall refund to Participant a pro-rata portion of Participant’s total payment in
accordance with the Proration Schedule attached to and incorporated in this Agreement as Exhibit A, less the Administration
Fee, as listed on Page 1, within 30 days of the termination date, provided that within 10 working days of the effective
termination date: (a) all undistributed Go Passes issued to Participant are returned to JPB and (b) Participant verifies in
writing that it has made every Good faith effort to collect or destroy all Go Passes that have been distributed to Users. In
the event Participant fails to comply with the terms of this Agreement, JPB may terminate this Agreement with 15 days’
notice. Non-compliance by Participant may make Participant ineligible to participate in the Go Pass program in subsequent
years. This Agreement shall automatically terminate if Participant discontinues its business at the Participating Site(s) and
it will be up to Participant to notify its Go Pass Users that the Go Pass will no longer be valid. In the event that Go Pass
Users continue to use invalid Go passes, JPB will confiscate such passes in accordance with Section 14.
13. MISUSE OF GO PASS: The Go Pass constitutes a Go Pass sticker affixed to a valid, Participant-issued, JPB-approved
Go Pass User photo ID card. Any other use of the Go Pass sticker is prohibited and will not be valid as fare payment on
Caltrain.
Go Pass Participant – JPB agrees not to pursue any claims or demands against Participant for a Go Pass User's
unauthorized use of the Go Pass, unless the unauthorized use is the result of Participant's failure to follow the sticker
issuance procedures in Section 5, gross negligence or willful misconduct. The transfer of the Go Pass sticker constitutes
fare evasion, a violation of California Penal Code 640. At the time of Go Pass issuance, Participant shall (1) notify its
Users that Go Pass stickers are non-transferrable and that transferring a Go Pass constitutes fare evasion under the law,
and (2) shall remind Users of their agreement to the terms of usage provided in the Survey.
Go Pass User - All Go Pass Users shall be subject to JPB's fare inspection regulations. JPB may confiscate and/or
destroy the Go Pass sticker and pursue claims or demands against, or seek prosecution of, anyone who duplicates,
alters, transfers, sells or commits unauthorized use of the Go Pass. Unauthorized use of the Go Pass includes, but is not
limited to, allowing a non-eligible person to use a Go Pass or affixing a Go Pass sticker to any form of identification other
than a valid Participant-issued, JPB-approved, Go Pass User ID card.
JPB may cancel any individual Go Pass if it has reason to believe that the Go Pass was issued and/or used in a manner
that fails to comply with the requirements herein. JPB will notify Participant if it has any such concerns and, after appropriate
investigation, revoke those passes in question. Participant agrees to cooperate with JPB in such an investigation, including
assisting the JPB in determining the identity of the Go Pass User(s) who are alleged to have misused the Go Pass.
Participant waives all remedies and rights to refunds for any Go Passes revoked for misuse. JPB will incur no liability
resulting from confiscation of misused Go passes or Go passes from a Go Pass User whose Participant’s Agreement has
been terminated.
14. PROTECTION OF PRIVACY: The JPB contracts with a third-party online survey platform, currently SurveyGizmo, to
facilitate Participant registration and agreement to the user terms and conditions of the Program, facilitate administration of
the Program by the participating company, and collect Caltrain usage information. Participants are directed to review
SurveyGizmo's website and privacy policy for additional information regarding SurveyGizmo's data privacy and security
provisions. JPB acknowledges that it may review data stored on the online survey platform that contains personally
identifiable information (PII) or confidential information about the Participant or the Go Pass User (“Information”) to
administer the Go Pass Program. If requested by a Participant's Go Pass administrator, the JPB may share a list of Go
Pass User names with the administrator directly from the online survey platform. The JPB does not store any PII collected
through the Go Pass Program on its servers. Except as required to administer the Go Pass Program in accordance with
this Agreement or as otherwise required by law, JPB agrees not to use or to disclose to third parties the
Information. Notwithstanding the foregoing, JPB may use and disclose to third parties information in an aggregate format
that does not personally identify a Go Pass User.
15. ENTIRE AGREEMENT: This contract contains the entire Agreement between the parties hereto for the term specified
on Page 1 of this Agreement and cannot be changed or altered except by written agreement signed by both parties hereto.
Neither party shall be bound by any oral agreement or other understandings contrary to or in addition to the terms and
conditions as stated herein.
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14769948.1
16. SUCCESSORS AND ASSIGNS: The terms, covenants and conditions contained in this Agreement shall bind and
inure to the benefit of Participant and JPB and, except as otherwise provided herein, their personal representatives and
successors and assigns.
17. NO THIRD-PARTY BENEFICIARIES: There are no third-party beneficiaries to this Agreement. 18. NO JOINT VENTURE: It is expressly agreed that Participant is not, in any way or for any purpose, a partner of the JPB
in the conduct of JPB’s business or a member of a joint enterprise with JPB, and does not assume any responsibility for
JPB’s conduct or performance of this Agreement. It is expressly agreed that JPB is not, in any way or for any purpose, a
partner of the Participant in the conduct of Participant’s business or a member of a joint enterprise with Participant, and
does not assume any responsibility for Participant’s conduct or performance of this Agreement. 19. ATTORNEYS’ FEES: In the event that either JPB or Participant fails to perform any of its obligations under this
Agreement or in the event a dispute arises concerning the meaning or interpretation of any provision of this Agreement, the
defaulting Party or the Party not prevailing in such dispute, as the case may be, shall pay any and all costs and expenses
incurred by the other Party in enforcing or establishing its rights hereunder, including, without limitation, court costs and
reasonable attorneys’ fees.
20. GOVERNING LAW: This Agreement shall be governed and construed in accordance with the laws of the State of
California. Any action relating to, and all disputes arising under, this Agreement shall be instituted and prosecuted in a court
of competent jurisdiction in the State of California.
21. NOTICES: All notices, requests, communications and legal notices to be made or given to Participant under this
Agreement shall be addressed as shown on page 1 of this Agreement. All notices, including legal notices, communications
and requests to be made or given to JPB shall be addressed as follows:
Peninsula Corridor Joint Powers Board (Caltrain)
1250 San Carlos Ave.
San Carlos, CA 94070-1306
Attn: B2B – Treasury Department
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Exhibit A Proration Schedule New Participants
Effective Date (falling in month) Portion of Total Fee per Go Pass More than Minimum (includes administration fee)
Portion of Total Fee per Go Pass Less than Minimum (includes administration fee)
February $313.75 $26,355.00
March $285.50 $23,982.00
April $257.25 $21,609.00
May $229.00 $19,236.00
June $200.75 $16,863.00
July $172.50 $14,490.00
August $144.25 $12,117.00
September $116.00 $9,744.00
October $87.75 $7,371.00
November $59.50 $4,998.00
December $31.25 $2,625.00
Terminating Participants Effective Termination Date (falling in month)
Portion of Total Fee Returned per Go Pass More than Minimum (less administration fees)
Portion of Total Fee Returned per Go Pass Less than Minimum (less administration fees)
February $310.75 $26,103.00
March $282.50 $23,730.00
April $254.25 $21,357.00
May $226.00 $18,984.00
June $197.75 $16,611.00
July $169.50 $14,238.00
August $141.25 $11,865.00
September $113.00 $9,492.00
October $84.75 $7,119.00
November $56.50 $4,746.00
December $28.25 $2,373.00
City of Palo Alto (ID # 10879)
City Council Staff Report
Report Type: Action Items Meeting Date: 12/2/2019
City of Palo Alto Page 1
Summary Title: Colleagues' Memo Regarding Urgency Ordinance Regarding
Renter Protections
Title: Colleagues' Memo From Council Members Kou and DuBois and
Potential Adoption of an Urgency Ordinance to Provide Just Cause Eviction
Protections to Tenants Until California State Assembly Bill 1482 Takes Effect
on January 1, 2020 (Continued From November 18, 2019)
From: City Manager
Lead Department: City Clerk
Goals
To temporarily prohibit no-fault evictions through December 31, 2019, for all residential
real property that will be covered by Assembly Bill 1482 beginning on January 1, 2020.
Background and Discussion:
Assembly Bill 1482, the Tenant Protections Act of 2019, was signed by Governor
Newsom on October 8, 2019. Escalating real estate values with the assistance of the
deregulation of zoning provides an incentive to landlords to evict long-term, lower-
income tenants, in order to raise rents and attract wealthier tenants, reducing the local
diversity socio-economic of Palo Alto’s population. It has been reported, since the
anticipation of the Tenant Protection Act of 2019 legislation, there has been an
escalation of harassment by landlords in order to encourage tenants to move out
voluntarily. However, since the Governor’s signing of the legislation, there is a surge of
calls and inquiries from community advocates and tenants facing steep rent increases,
some as much as 30% rent increase and facing evictions, also facing increases in costs
of parking, lock services and other bundled amenities. While landlords may properly
evict tenants for cause under the provision of state law, landlords should not be able to
evict tenants in good standing without cause simply to avoid the limitation on rent-
gouging afforded to renters under the new law. Hence, it is imperative for the City of
Palo Alto to issue an emergency ordinance to keep people housed and provide a sense
of stability.
Proposal
Request the City Attorney to report on:
City of Palo Alto Page 2
1. An emergency ordinance implementing a temporary moratorium on no-fault evictions
for rental units built prior to January 1, 2012, effective through December 31, 2019.
2. The use State of California price gouging laws to prevent prohibitive rent increases
before Assembly Bill 1482 takes effect on January 1, 2020.
3. This emergency ordinance shall apply to tenancies where the tenant remains in
possession and the eviction lawsuit has not been adjudicated.
Direct City Manager staff to:
1. Inform Palo Alto rental residents of legal resources to help them address any
disputes with their landlords.
2. Inform property owners and landlords of rental property of their obligations under
Assembly Bill 1482 and any locally-established ordinances.
Resource Impact
Due to the short timeframe to adopt tenant protections (through January 1, 2020),
existing resources in the City Manager’s Office, City Attorney’s Office and Planning and
Development Services are being redirected to draft an ordinance for the Council’s
consideration on November 18th. Also due to the short timeframe, any outreach on a
potential urgency ordinance will be limited to electronic (email and social media)
distribution methods.
If the Council adopts an ordinance, some staff resources will be needed for public
outreach and education regarding the rights and responsibilities of landlords and
tenants, responding to public inquiries, and making referrals. Tenant protections are
enforced by tenants in private litigation with their landlords. The City does not
investigate alleged violations or adjudicate tenant-landlord disputes. This is true for
protections provided by a temporary City ordinance (before January 1st) as well as by
AB 1482 (after January 1st). The City provides voluntary mediation services through
Project Sentinel and can refer tenants to other resources, such as non-profit legal
services agencies.
Appendices:
Report by City of Los Angeles City Attorney http://clkrep.lacity.org/onlinedocs/2019/19-
1232_misc_10-22-2019.pdf
City of Los Angeles Draft Ordinance http://clkrep.lacity.org/onlinedocs/2019/19-
1232_ord_draft_10-22-2019.pdf
City of Los Angeles Final Ordinance http://clkrep.lacity.org/onlinedocs/2019/19-
1232_ORD_186340_10-24-2019.pdf
City of Redwood City Draft Ordinance
https://meetings.redwoodcity.org/AgendaOnline/Documents/ViewDocument/ATTACHME
NT%20B%20-
%20URGENCY%20ORDINANCE.pdf?meetingId=2048&documentType=Agenda&itemId
=2741&publishId=4267&isSection=false
Attachments:
• Attachment A: Urgency Ordinance
Not Yet Approved
Ordinance No. _____
Urgency Ordinance of the Council of the City of Palo Alto
Temporarily Prohibiting Evictions without Just Cause through
December 31, 2019, for Residential Real Property Built Prior to
January 1, 2005
The Council of the City of Palo Alto ORDAINS as follows:
SECTION 1. Findings and Declarations. The City Council finds and declares as follows:
A. The “Tenant Protection Act of 2019” (Assembly Bill [“AB”] 1482) was
approved by the California Legislature on September 11, 2019 and signed by the
Governor on October 8, 2019; and
B. Effective January 1, 2020 the Tenant Protection Act of 2019 codified
as California Civil Code sections 1946.2 (Just Cause Eviction) and 1947.12 (Rent Caps)
will provide eviction protections and limits on rent increases in the State of California; and
C. The City Council, pursuant to its police powers, has broad authority to
maintain public peace, health, and safety of its community and preserving the quality of
life for its residents; and
D. Housing instability threatens the public peace, health, and safety as
eviction from one’s home can lead to prolonged homelessness; increased residential
mobility; loss of community; strain on household finances due to the necessity of paying
rental application fees and security deposits; stress and anxiety experienced by those
displaced; increased commute times and traffic impacts if displaced workers cannot find
affordable housing within the city in which they work; and interruption of the education of
children in the home; and
E. Eviction creates particular hardships for individuals and households
of limited means, given the shortage of housing, particularly affordable housing, within
the City of Palo Alto and the San Francisco Bay Area region generally; and
F. As AB 1482 does not go into effect until January 1, 2020, landlords could seek to evict
tenants without cause in order to implement rent increases that would not otherwise be possible
after the effective date; and
G. The City desires to prohibit evictions without just cause during this transition period; and
H. The City Council finds and determines that regulating the relations between
residential landlords and tenants will increase certainty and fairness within the residential
Not Yet Approved
20191121 th 0140204 2
rental market in the City and thereby serve the public peace, health, and safety; and
I. Palo Alto Municipal Code Section 2.04.270 authorizes the adoption of an urgency
ordinance to protect the public peace, health or safety, where there is a declaration of the facts
constituting the urgency and the ordinance is adopted by four-fifths of Council Members present;
and
J. This urgency ordinance would essentially establish the just cause eviction protections that
will go into effect on January 1, 2020 under AB 1482 immediately within the City of Palo Alto; and
K. An urgency ordinance that is effective immediately is necessary to avoid the immediate
threat to public peace, health, and safety as failure to adopt this urgency ordinance could result
in the displacement of the City’s residents and community members.
SECTION 2. Just Cause Eviction Protections.
This urgency ordinance shall be known as the “Just Cause Eviction Protection Ordinance.”
(a) Notwithstanding any other law, after a tenant has continuously and lawfully occupied a
residential real property for 12 months, the owner of the residential real property shall
not terminate the tenancy without just cause, which shall be stated in the written notice
to terminate tenancy.
(b) For purposes of this Ordinance, just cause includes either of the following:
1. At-fault just cause, which is any of the following:
(A) Default in the payment of rent.
(B) A breach of a material term of the lease, as described in paragraph (3) of
Section 1161 of the Code of Civil Procedure, including, but not limited to,
violation of a provision of the lease after being issued a written notice to
correct the violation.
(C) Maintaining, committing, or permitting the maintenance or commission of a
nuisance as described in paragraph (4) of Section 1161 of the Code of Civil
Procedure.
(D) Committing waste as described in paragraph (4) of Section 1161 of the Code
of Civil Procedure.
(E) Criminal activity by the tenant on the residential real property, including any
common areas, or any criminal activity or criminal threat, as defined in
subdivision (a) of Section 422 of the Penal Code, on or off the residential real
Not Yet Approved
20191121 th 0140204 3
property, that is directed at any owner or agent of the owner of the residential
real property.
(F) Assigning or subletting the premises in violation of the tenant’s lease, as
described in paragraph (4) of Section 1161 of the Code of Civil Procedure.
(G) The tenant’s refusal to allow the owner to enter the residential real property
as authorized by Sections 1101.5 and 1954 of the Civil Code, and Sections
13113.7 and 17926.1 of the Health and Safety Code.
(H) Using the premises for an unlawful purpose as described in paragraph (4) of
Section 1161 of the Code of Civil Procedure.
(I) The employee, agent, or licensee’s failure to vacate after their termination as
an employee, agent, or a licensee as described in paragraph (1) of Section 1161
of the Code of Civil Procedure.
(J) When the tenant fails to deliver possession of the residential real property
after providing the owner written notice as provided in Section 1946 of the
Civil Code of the tenant’s intention to terminate the hiring of the real property,
or makes a written offer to surrender that is accepted in writing by the
landlord, but fails to deliver possession at the time specified in that written
notice as described in paragraph (5) of Section 1161 of the Code of Civil
Procedure.
2. No-fault just cause, which includes any of the following:
(A) Intent to occupy the residential real property by the owner or their spouse,
domestic partner, children, grandchildren, parents, or grandparents.
(B) Withdrawal of the residential real property from the rental market.
(C) The owner complying with any of the following:
(i) An order issued by a government agency or court relating to habitability
that necessitates vacating the residential real property.
(ii) An order issued by a government agency or court to vacate the residential
real property.
(iii) A local ordinance that necessitates vacating the residential real property.
(D) Intent to demolish or substantially remodel the residential real property. For
purposes of this subparagraph, “substantially remodel” means the
replacement or substantial modification of any structural, electrical, plumbing,
or mechanical system that requires a permit from a governmental agency, or
Not Yet Approved
20191121 th 0140204 4
the abatement of hazardous materials, including lead-based paint, mold, or
asbestos, in accordance with applicable Federal, State, and local laws, that
cannot be reasonably accomplished in a safe manner with the tenant in place
and that requires the tenant to vacate the residential real property for at least
30 days. Cosmetic improvements alone, including painting, decorating, and
minor repairs, or other work that can be performed safely without having the
residential real property vacated, do not qualify as substantial rehabilitation.
(E) Before an owner of residential real property issues a notice to terminate a
tenancy for just cause that is a curable lease violation, the owner shall first give
notice of the violation to the tenant with an opportunity to cure the violation
pursuant to paragraph (3) of Section 1161 of the Code of Civil Procedure. If the
violation is not cured within the time period set forth in the notice, a three-
day notice to quit without an opportunity to cure may thereafter be served to
terminate the tenancy.
(c) This section shall not apply to the following types of residential real properties or
residential circumstances:
1. Transient and tourist hotel occupancy as defined in subdivision (b) of Section 1940
of the Civil Code.
2. Housing accommodations in a nonprofit hospital, religious facility, extended care
facility, licensed residential care facility for the elderly, as defined in Section
1569.2 of the Health and Safety Code, or an adult residential facility, as defined in
Chapter 6 of Division 6 of Title 22 of the Manual of Policies and Procedures
published by the State Department of Social Services.
3. Dormitories owned and operated by an institution of higher education or a
kindergarten and grades 1 to 12, inclusive, school.
4. Housing accommodations in which the tenant shares bathroom or kitchen
facilities with the owner who maintains their principal residence at the residential
real property.
5. Single-family owner-occupied residences, including a residence in which the
owner-occupant rents or leases no more than two units or bedrooms, including,
but not limited to, an accessory dwelling unit or a junior accessory dwelling unit.
6. A duplex in which the owner occupied one of the units as the owner’s principal
place of residence at the beginning of the tenancy, so long as the owner continues
in occupancy.
7. Housing that has been issued a certificate of occupancy within the previous 15
years.
8. Residential real property that is alienable separate from the title to any other
dwelling unit, provided that the owner is not any of the following:
(A) A real estate investment trust, as defined in Section 856 of the Internal
Revenue Code.
(B) A corporation.
Not Yet Approved
20191121 th 0140204 5
(C) A limited liability company in which at least one member is a corporation.
9. Housing restricted by deed, regulatory restriction contained in an agreement with
a government agency, or other recorded document as affordable housing for
persons and families of very low, or moderate income, as defined in Section 50093
of the Health and Safety Code, or subject to an agreement that provides housing
subsidies for affordable housing for persons and families of very low, low, or
moderate income, as defined in Section 50093 of the Health and Safety Code or
comparable federal statutes.
(d) Any waiver of the rights under this section shall be void as contrary to public policy.
(e) For the purposes of this Ordinance, the following definitions shall apply:
1. “Owner” and “residential real property” have the same meaning as those terms
are defined in Civil Code Section 1954.51.
2. “Tenancy” means the lawful occupation of residential real property and includes
a lease or sublease.
(f) Applicability. This Ordinance shall apply to tenancies where the tenant remains in
possession of the residential real property and an eviction lawsuit, if any, has not been
finally adjudicated.
(g) Statement of Urgency. The City Council finds and declares that this Ordinance is required
for the immediate protection of the public peace, health and safety as failure to adopt
this urgency ordinance could result in irreversible displacement of residents resulting
from no-fault evictions during the period before AB1482 becomes effective. The Council,
therefore, adopts this Ordinance to become effective immediately upon adoption.
(h) Enforcement. An owner's failure to comply with any requirement of this Ordinance shall
render any notice of termination of tenancy void. A tenant may assert this Ordinance as
a complete affirmative defense in an unlawful detainer or other action brought by the
owner to recover possession of the residential real property. A tenant may bring a civil
suit in the courts of the state alleging that an owner has violated any of the provisions of
this ordinance. An owner’s failure to comply with this Ordinance does not constitute a
criminal offense.
SECTION 3. If any section, subsection, clause or phrase of this Ordinance is for any reason
held to be invalid, such decision shall not affect the validity of the remaining portion or sections
of the Ordinance. The Council hereby declares that it should have adopted the Ordinance and
each section, subsection, sentence, clause or phrase thereof irrespective of the fact that any one
or more sections, subsections, sentences, clauses or phrases be declared invalid.
Not Yet Approved
20191121 th 0140204 6
SECTION 4. The Council finds that this project is exempt from the provisions of the
California Environmental Quality Act (“CEQA”), pursuant to Section 15061 of the CEQA
Guidelines, because it can be seen with certainty that there is no possibility that the ordinance
will have a significant effect on the environment.
SECTION 5. This ordinance shall be effective immediately upon adoption and shall remain
in effect until December 31, 2019. On January 1, 2020, this ordinance shall be repealed and shall
be of no further force and effect.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
ATTEST:
____________________________ ____________________________
City Clerk Mayor
APPROVED AS TO FORM: APPROVED:
____________________________ ____________________________
City Attorney City Manager
____________________________
Director of Administrative Services
City of Palo Alto (ID # 10901)
City Council Staff Report
Report Type: Action Items Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: Scope of Review for Boards and Commissions
Title: Council Direction on Scope of Review for Procedures and Protocols
Related to Boards and Commissions
From: City Manager
Lead Department: City Manager
Recommendation
Staff recommends the City Council confirm the range of issues to be addressed and
process for a review of Procedures and Protocols related to Boards and Commissions.
Background
The Policy and Services Committee is currently reviewing various elements of the City
Council Procedures and Protocols Handbook. Among the topics that has been
suggested for review is the guidance provided on the organization and operation of City
boards and commissions.
The Procedures and Protocols Handbook currently provides relatively little guidance
related to boards and commissions. The only reference is provided in City Council
Protocols Section 2 – Council Conduct, and largely focuses on the interaction between
individual councilmembers and commissions. Guidance related to boards and
commissions is also provided through the Municipal Code. Chapter 2.16 of the
Municipal Code provides definitions on Boards and Commissions generally, including
procedures for handling vacancies and other administrative matters. Subsequent
chapters of the Municipal Code address the roles and procedures related to specific
boards and commissions.
Discussion
City Councilmembers have identified a variety of topics that could be included within the
scope of an update to procedures and protocols related to boards and commissions.
This includes, for example:
1. Role of Council Liaisons – Should expectations of council liaison attendance and
participation in board/commission meetings be further defined?
City of Palo Alto Page 2
2. Relationship between board/commission and Council roles – Currently, the
primary means of coordination between boards/commissions and the City Council
is through periodic (annual) joint study sessions where accomplishments are
reviewed and topics of interest discussed. The City Council may also, in the
course of its business, refer a topic to a board/commission. Beyond this, there
are no procedures in place to enable the City Council to guide board/commission
interest in pursuing a particular topic. This can result in a board/commission
expending significant effort and developing recommendations, potentially
seeking staff support, on topics that may not align with City Council priorities.
Should a procedure be established that enables the Council to affirm interest in
having a board/commission engage on a topic prior to development of
recommendations?
3. Commissioner conduct and terms – Should expectations of board/commission
members be clarified, with definitions to elements such as qualifications, term
limits, recusals and disclosures, attendance, conduct, and a process for removal?
4. Administrative processes – Are there additional issues for which clarification is
needed, such as staff support levels, processes for agenda setting,
communication with staff, and applicable rules of order?
Staff is seeking an initial confirmation of the issues to be included: all of the above, a
subset of these issues, and/or additional issues. Staff will then research the issues to
facilitate further Council discussion and development of recommendations. The Council
may also specify a process through which the issues selected will be addressed, such as
through an ad hoc committee that would draft recommendations to be considered.
Timeline, Resource Impact, Policy Implications (If Applicable)
Based on direction from the City Council, staff will examine options for addressing the
issues identified. The timeline and resource impact will depend on the range and
complexity involved.
Stakeholder Engagement
Based on City Council direction on the topics to be included, staff will develop a plan for
engaging boards and commissions. It is likely that current commissioners will have
their own perspectives to be considered, and staff will facilitate board/commission input
and review of Council changes to Procedures and Protocols.
Environmental Review
This is not a project as defined by the California Environmental Quality Act and
therefore not subject to environmental review.
Attachments:
• City Council Protocols Excerpt Regarding Boards and Commissions
ATTACHMENT A
Excerpt from Palo Alto City Council Procedures and Protocols Handbook
City Council Protocols Section 2 – Council Conduct
2.4 - Conduct with Palo Alto Boards and Commissions
The City has established several Boards and Commissions as a means of gathering more community
input. Citizens who serve on Boards and Commissions become more involved in government and serve
as advisors to the City Council. They are a valuable resource to the City’s leadership and should be
treated with appreciation and respect. Council Members serve as liaisons to Boards and Commissions,
according to appointments made by the Mayor, and in this role are expected to represent the full
Council in providing guidance on Council processes or actions to the Board or Commission. Refrain from
speaking for the full Council on matters for which the full council has not yet taken a policy position. In
other instances, Council Members may attend Board or Commission meetings as individuals, and should
follow these protocols:
A. If Attending a Board or Commission Meeting, Identify Your Comments as Personal Views or
Opinions.
Council Members may attend any Board or Commission meeting, which are always open to any
member of the public. Any public comments by a Council Member at a Board or Commission
meeting, when that Council Member is not the liaison to the Board or Commission should make
a point to clearly state it is an individual opinion and not a representation of the feelings of the
entire City Council.
B. Refrain from Lobbying Board and Commission Members.
It is inappropriate for a Council Member to contact a Board or Commission member to lobby on
behalf of an individual, business, or developer, or to advocate a particular policy perspective. It
is acceptable for Council Members to contact Board or Commission members in order to clarify
a position taken by the Board or Commission.
C. Remember that Boards and Commissions are Advisory to the Council as a Whole, not as
Individual Council Members.
The City Council appoints individuals to serve on Boards and Commissions, and it is the
responsibility of Boards and Commissions to follow policy established by the Council. Council
Members should not feel they have the power or right to unduly influence Board and
Commission members. A Board and Commission appointment should not be used as a political
reward.
D. Concerns about an Individual Board or Commission Member Should be Pursued with Tact.
If a Council Member has concerns with a particular Board or Commission member fulfilling his or
her roles and responsibilities and is comfortable in talking with that individual privately, the
Council Member should do so. Alternatively, or if the problem is not resolved, the Council
Member should consult with the Mayor, who may address the issue to the Council as
appropriate.
E. Be Respectful of Diverse Opinions.
A primary role of Boards and Commissions is to represent many points of view in the community
and to provide the Council with advice based on a full spectrum of concerns and perspectives.
Council Members may have a closer working relationship with some individuals serving on
Boards and Commissions, but must be fair to and respectful of all citizens serving on Boards and
Commissions.
F. Keep Political Support Away from Public Forums.
Board and Commission members may offer political support to a Council Member, but not in a
public forum while conducting official duties. Conversely, Council Members may support Board
and Commission members who are running for office, but not in an official forum in their
capacity as a Council Member.
G. Maintain an Active Liaison Relationship.
Appointed Council liaisons or alternates are encouraged to attend all regularly scheduled
meetings of their assigned Board or Commission.
City of Palo Alto
COLLEAGUES MEMO
December 09, 2019 Page 1 of 3
(ID # 10896)
DATE: December 9, 2019
TO: City Council Members
FROM: Council Members Cormack, Fine, and Tanaka
SUBJECT: COLLEAGUES' MEMO FROM COUNCIL MEMBERS CORMACK, FINE,
AND TANAKA REGARDING ANTI-VAPING MEASURES
Objective
Address the health impacts of electronic cigarettes by eliminating access to vape
devices, pods, and liquids in stores in Palo Alto and identifying programs to help
people, especially students, in our community develop healthy habits.
Recommendation
We recommend that our colleagues direct staff to immediately:
●Prepare an urgency ordinance prohibiting the sale and distribution of all
electronic cigarettes, in alignment with the County of Santa Clara’s recent
approach, with as few exemptions as possible;
●Identify avenues to support legislation making it harder for minors to
successfully order electronic cigarette products online (e.g. needing a signature
of a 21-year-old at delivery);
●Provide an update on the County’s recent enforcement activities of the existing
Tobacco Retail Permit Ordinance; and
●Provide funding in the amount of $25,000 from the Council Contingency Fund to
the Healthy City/Healthy Community working group to develop programs to
educate and inform teens and families about the health effects of electronic
cigarettes and to address the conditions that lead to teens using them for social
reasons or for stress relief.
Background
The health impacts of using electronic cigarettes, generally known as vaping, are
significant, particularly for our young people whose brains are still developing. Vaping
one JUUL pod means a person ingests approximately the same amount of addictive,
neurotoxic nicotine as smoking 41 cigarettes (source:
http://med.stanford.edu/tobaccopreventiontoolkit.html). The liquids in electronic
cigarettes are unregulated and contain many chemicals whose safety, when heated and
breathed into the lungs, has not been tested. The current outbreak of significant lung
disease related to vaping is still being analyzed, but the risks of death, lung damage,
and organ transplant are already known.
December 09, 2019 Page 2 of 3
(ID # 10896)
According to data presented at Hooked, the 2019 Santa Clara County summit to reverse
the vaping epidemic, more than 1 in 6 Santa Clara county high school students who buy
e-cigarettes in a store report getting them at a vape shop. According to the presentation
by Adolescent Counseling Services for the Human Relations Commission, “Just Say No”
and scared-straight programs are generally ineffective, while comprehensive teen and
family programs are considered the best approach to reducing substance abuse.
Resource Impact
Palo Alto has two types of tobacco regulations: restrictions on where tobacco products
(including smoking and vaping) may be used, and restrictions on where they may be
sold.
The City prohibits tobacco use in designated public spaces, including outdoor dining
areas, entryways, parks, places of employment, public events, recreation areas, service
areas and multi-family residential units (See Palo Alto Municipal Code, Chapter 4.64.).
Palo Alto Police and Public Works staff are primarily responsible for informing the public
of these restrictions and taking enforcement action, and do so as they are able in light
of all other activities and priorities. Neither department has sufficient resources for
robust proactive enforcement.
With respect to sales, Palo Alto participates in Santa Clara County’s tobacco retailer
program. Beginning in 2016, Palo Alto adopted the County’s model retailer permit
ordinance and entered into an agreement with the County for the County to administer
and enforce the retail requirements (See PAMC, Chapter 9.14.). In November 2019, the
County updated its retailer permit ordinance to add additional restrictions on sellers,
including:
• expanding the prohibition on the sale of flavored tobacco products to include
adult-only “smoke shops” selling 60% or more tobacco products, which were
exempted from the previously-existing ban; and
• banning the sale of electronic devices (e.g. vaping devices), phased in as annual
retail permits are renewed.
The expanded prohibition on flavored products will have a greater impact in Palo Alto,
where seven establishments currently qualify for the “smoke shop” exception, than it
has had in the unincorporated County.
Existing resources will be sufficient if Council updates the City’s sales regulation in
alignment with the County’s updated ordinance and continues its agreement for the
County to handle permitting and most enforcement activities. If Council were to direct
staff to take on responsibility for administering permits and enforcing retail tobacco
sales restrictions, additional City resources would need to be identified.
December 09, 2019 Page 3 of 3
(ID # 10896)
The Healthy City/Healthy Community working group is focusing its efforts on convening
organizations and experts who are working on or interested in issues related to
vulnerable populations. The working group selected youth vaping as the first issue of
focus. An event is being planned for late January 2020 to bring community leaders and
experts together to share information, facilitate discussion on best practices, and
identify gaps and opportunities. Staff recommends returning to Council in February
2020 to share what was learned at the vaping forum, including any recommended
actions or best practices, and identification of the level of funding that would be needed
for City staff to implement those actions. This would include a recommendation as to
which program or group would take the lead on implementation (e.g., Healthy City
working group, HSRAP, emerging needs, etc.).
CITY OF PALO ALTO OFFICE OF THE CITY CLERK
December 9, 2019
The Honorable City Council
Palo Alto, California
Boards and Commissions Term End Dates for 2020 (Maddy Act)
The 2020 Maddy Act list is attached.
Government Code Section 54970-54974, the Maddy Act, requires that on or
before December 31 of each year the City must prepare a list of all appointments
which will expire in the upcoming year. The list is posted on the agenda posting
board in King Plaza, in front of City Hall, and also in the posting board within the
entry to the Council Chambers, where they will remain throughout 2020.
ATTACHMENTS:
• Attachment A: Maddy Act 2020 (PDF)
Department Head: Beth Minor, City Clerk
Page 2
LOCAL APPOINTMENTS LIST OF CITY OF PALO ALTO BOARD AND COMMISSION TERMS EXPIRING IN 2020
For additional information, contact: City Clerks Office, City of Palo Alto
250 Hamilton Avenue, Palo Alto, CA 94301
(650) 329-2571, http://www.cityofpaloalto.org/clerk
In compliance with the Americans with Disabilities Act (ADA) of 1990, this document may be provided in other accessible
formats. For information contact: City of Palo Alto - ADA Coordinator
650/329-2550 (Voice) or email ada@cityofpaloalto.org
Last updated 11/20/2019
ARCHITECTURAL REVIEW BOARD (ARB)
Three-year term No Residency Requirement
Commissioner Date of Appointment Present Term Expires
Grace Lee 09/09/2019 12/15/2020
Osma Thompson 12/14/2017 12/15/2020
Eligibility Requirements: A board of five members, at least
three of whom shall be architects, landscape architects,
building designers or other design professionals.
Regular meetings are held at 8:30 a.m. on the first and third
Thursdays of each month. Terms are for three years and
commence on December 16. (PAMC 2.16 and 2.21)
HISTORIC RESOURCES BOARD (HRB)
Three-year term No Residency Requirement
Commissioner Date of Appointment Present Term Expires
Martin Bernstein 06/01/1996 12/15/2020
Roger Kohler 02/15/1995 12/15/2020
Michael Makinen 10/13/1999 12/15/2020
Margaret Wimmer 06/10/2013 12/15/2020
Eligibility Requirements: A board of seven members who
have demonstrated interest in and knowledge of history,
architecture or historic preservation. One member shall be
an owner/occupant of a Category 1 or 2 historic structure or
of a structure in an historic district; three members shall be
architects, landscape architects, building designers or other
design professionals and at least one member shall possess
academic education or practical experience in history or a
related field.
Regular meetings are held at 8:30 a.m. on the second and
fourth Thursdays of each month. Terms are for three years
and commence on December 16. (PAMC 2.16 and 16.49)
HUMAN RELATIONS COMMISSION (HRC)
Three-year term Residency Requirement
Commissioner Date of Appointment Present Term Expires
Gabriel Kralik 05/21/2018 05/31/2020
Steven Lee 06/01/2017 05/31/2020
Eligibility Requirements: A commission of seven members
who are not Council Members, officers or employees of the
City and who are residents of the City of Palo Alto.
Regular meetings are held at 7:00 p.m. on the second
Thursday of each month. Terms are for three years and
commence on June 1. (PAMC 2.16 and 2.22)
LIBRARY ADVISORY COMMISSION (LAC)
Three-year term Residency Requirement
Commissioner Date of Appointment Present Term Expires
Doug Hagan 05/01/2014 05/31/2020
Amy Murphy 06/01/2017 05/31/2020
Brigham Wilson 06/01/2017 05/31/2020
Eligibility Requirements: Composed of five members who
shall be appointed by and shall serve at the pleasure of the
City Council, but who shall not be Council Members, officers
or employees of the City of Palo Alto. Each member of the
commission shall have a demonstrated interest in public
library matters.
Regular meetings are held at 7:00 p.m. on the fourth
Thursday of even numbered months. Terms are for three
years and commence on June 1. (PAMC 2.16 and 2.24)
PARKS AND RECREATION COMMISSION (PRC)
Three-year term No Residency Requirement
No terms expire in 2020
Eligibility Requirements: A commission composed of seven
members who shall be appointed by and shall serve at the
pleasure of the City Council, but who shall not be Council
Members, officers or employees of the City of Palo Alto.
Each member of the commission shall have a demonstrated
interest in parks, open space and recreation matters. All
members of the commission shall be residents of Palo Alto.
Regular meetings are held at 7:00 p.m. on the fourth Tuesday
of each month. Terms are for three years and commence on
December 16. (PAMC 2.16 and 2.25)
PLANNING AND TRANSPORTATION COMMISSION (PTC)
Four-year term Residency Requirement
Commissioner Date of Appointment Present Term Expires
Ed Lauing 12/16/2016 12/15/2020
Doria Summa 12/16/2016 12/15/2020
Eligibility Requirements: A commission of seven members
who are not Council Members, officers or employees of the
city and who are residents of the City of Palo Alto.
Regular meetings are held at 6:00 p.m. on the second and
last Wednesdays of each month. Terms are for four years
and commence on December 16. (PAMC 2.16, 2.20, and
19.04)
PUBLIC ART COMMISSION (PAC)
Three-year term No Residency Requirement
Commissioner Date of Appointment Present Term Expires
Jim Migdal 05/12/2014 05/31/2020
Amanda Ross 05/09/2011 05/31/2020
Hsinya Shen 06/01/2017 05/31/2020
Nia Taylor 05/01/2014 05/31/2020
Eligibility Requirements: A commission of seven members
who are not Council Members, officers or employees of the
City. Members shall be either members of the Architectural
Review Board or shall be professional visual artists,
professional visual arts educators, professional visual arts
scholars or visual arts collectors whose authorities and skills
are known and respected in the community and whenever
feasible, who have demonstrated interest in, and have
participated in, the arts program of the City of Palo Alto.
Regular meetings are held at 7:00 p.m. on the third Thursday
of each month. Terms are for three years and commence on
June 1. (PAMC 2.16, 2.18 and 2.26)
STORM WATER MANAGEMENT OVERSIGHT
COMMITTEE (SWMOC)
Four-year term Each Committee Member Must at all Times
be Either a Palo Alto Resident, an Employee of a Palo
Alto Business, or own Property Within the City of Palo
Alto
No terms expire in 2020
The Committee shall consist of seven members who are
selected and appointed by the City Council for a term of four
years. Committee members shall serve without
compensation. Each Committee member shall be a resident
of Palo Alto, an employee of a business located in Palo Alto
or an owner of real property within the City. No member shall
be a council member, officer or employee of the City.
The committee shall meet at least once a year to review the
proposed operating and capital budgets of the Storm Water
Management Fund for the next fiscal year.
UTILITIES ADVISORY COMMISSION (UAC)
Three-year term Residency Requirement for six Members
Commissioner Date of Appointment Present Term ExpiresLisa Forssell 06/01/2017 05/31/2020
Lauren Segal 06/01/2017 05/31/2020
Eligibility Requirements: A commission of seven members
who are not Council Members, officers or employees of the
City. Each member shall be a utility customer or the
authorized representative of a utility customer. Six members
of the commission shall at all times be residents of the City.
Regular meetings are held at 7:00 p.m. on the first
Wednesday of each month. Terms are for three years and
commence on June 1. (PAMC 2.16 and 2.23)
City of Palo Alto (ID # 10900)
City Council Staff Report
Report Type: Informational Report Meeting Date: 12/9/2019
City of Palo Alto Page 1
Summary Title: State housing legislation passed in 2019
Title: Summary of 2019 State Housing Legislation
From: City Manager
Lead Department: City Manager
Recommendation
This is an informational report and no Council action is requested.
Discussion
At the Policy & Services Committee meeting on November 12, 2019, Council Member
Kniss requested a brief summary of state housing bills signed into law in 2019.
Attachment A fulfills this request.
Resource Impact
There is no impact to Council receiving this informational item.
Environmental Review
This item is not a project for the purposes of the California Environmental Quality Act;
an environmental review is not required.
Attachments:
• Attachment A: Housing Legislation List- Final
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
*Asterisk denotes bill refers specifically to affordable housing
AB 68 (Ting) Land use: accessory dwelling units
Chaptered Removes remaining barriers to
the widespread adoption of
ADUs as low-cost, energy
efficient, affordable housing.
This bill would delete the Accessory
Dwelling Unit provision authorizing
the imposition of standards on lot
coverage and would prohibit an
ordinance from imposing
requirements on minimum lot size.
The bill would revise the
requirements for an accessory
dwelling unit by providing that the
accessory dwelling unit may be
attached to, or located within, an
attached garage, storage area, or an
accessory structure.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB68
AB 116 (Ting) Local Government Chaptered Authorizes Enhanced
Infrastructure Financing Districts
(EIFDs) to issue debt without
voter approval, and specifies
that an EIFD must hold three
public hearings prior to issuing
debt.
Current law requires the proposal
submitted to the voters by the public
financing authority and the resolution
for the issuance of bonds following
approval by the voters to include
specified information regarding the
bond issuance. This bill would
instead authorize the public financing
authority to issue bonds for these
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
purposes without submitting a
proposal to the voters.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB116
AB 587 (Friedman) Accessory dwelling units: sale or separate conveyance
Chaptered Allows more flexible utilization
of single family lots by providing
two homes for low-income
families in need.
Existing law prohibits local ADU
ordinances from allowing ADUs to be
sold or otherwise conveyed separate
from the primary residence. This
bill creates an exemption to this
prohibition by allowing such tenancy
in common sales to occur, but only in
a very limited and narrow manner
where the house and ADU are built
by a non-profit whose mission is to
sell those units to low-income
families, that both the primary house
and the ADU are sold to low-income
families, and that any subsequent
sale also be to a low-income family.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB587
AB 671 (Friedman) Chaptered Requires a local government to
include a plan in their housing
Would require a local agency to
include a plan that incentivizes and
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
Accessory dwelling units: incentives element to incentivize and
promote the creation of
accessory dwelling units
(ADUs).
promotes the creation of accessory
dwelling units that can be offered at
affordable rent for very low, low-, or
moderate-income households in its
housing element. The bill would
require the Department of Housing
and Community Development to
develop a list of existing state grants
and financial incentives for operating,
administrative, and other expenses in
connection with the planning,
construction, and operation of
accessory dwelling units with
affordable rent.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB671
AB 881(Bloom) Accessory dwelling units Chaptered Removes impediments to ADU
construction. ADUs must
receive streamlined approval if
constructed in existing garages,
and five-year owner occupancy
is no longer required.
This bill would remove potential
impediments to Accessory Dwelling
Unit construction in three ways: by
limiting the criteria by which local
jurisdictions can limit where ADUs
are permitted; by clarifying that ADUs
must be ministerially approved if
constructed in existing garages; and
by eliminating for five years the
potential for local agencies to place
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
owner-occupancy requirements on
the units.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB881
AB 1110 (Friedman) Rent increases: noticing Chaptered Requires 90 days’ notice before
a 10% rent increase for tenants
with a month-to-month tenancy.
Extends the notice period to which
tenants are entitled for annual rent
increases of more than 10% on
month-to-month residential
tenancies. Under current law,
tenants are given 30 days' notice of
rent increases up to 10% and 60
days' notice of rent increases above
10%. Under this bill, tenants would
receive 90 days' notice of rent
increases above 10%.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1110
AB 1255 (Rivas) Surplus public land: inventory
Chaptered Requires cities and counties to
report surplus urban land to the
State. State then has to include
this information in a public
digitized inventory.
Requires each city and county to
report to the state Department of
Housing and Community
Development (HCD) an inventory of
its surplus lands located in urbanized
areas or urban clusters. Requires
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
HCD to provide this information to
the state Department of General
Services (DGS) for inclusion in a
digitized inventory of state surplus
land sites.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1255
AB 1399 (Bloom) Residential real property:
rent control: withdrawal of accommodations
Chaptered Makes changes to the Ellis Act,
including prohibiting a landlord
paying former tenants damages
in lieu of offering re-rental.
Current law authorizes a public entity
acting pursuant to the Ellis Act to
require an owner who offers
accommodations for rent or lease
within a period not exceeding 10
years from the date on which they
were withdrawn, as specified, to first
offer the unit to the tenant or lessee
displaced from that unit by the
withdrawal, subject to certain
requirements. If the owner fails to
comply with this requirement, the
owner is liable to a displaced tenant
or lessee for punitive damages not to
exceed 6 months’ rent. This bill
would prohibit a payment of the
above-described punitive damages
from being construed to extinguish
the owner’s obligation to offer the
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
accommodations to a prior tenant or
lessee.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1399
*AB 1482 (Chiu) Tenant Protection Act of 2019: tenancy: rent caps
Chaptered Places an upper limit on annual
rent increases: 5% plus inflation.
Also prevents landlords from
evicting tenants without just
cause.
Would, with certain exceptions,
prohibit an owner of residential real
property from terminating a tenancy
without just cause, which the bill
would require to be stated in the
written notice to terminate tenancy
when the tenant has continuously
and lawfully occupied the residential
real property for 12 months. Would
also place an upper limit on annual
rent increase at CPI + 5%.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1482
AB 1483 (Grayson) Housing data: collection and reporting
Chaptered Requires local agencies to post
on their websites the type and
amount of each fee imposed on
a housing development project.
This bill requires local jurisdictions to
provide public information regarding
its zoning ordinances, development
standards, fees, exactions, and
affordability requirements. This bill
also requires a 10-year housing data
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
strategy to be included in each of
HCD's subsequent California
Statewide Housing Strategies. The
data strategy must be designed to
help inform and enforce housing
policy and process.
https://leginfo.legislature.ca.gov/face
s/billTextClient.xhtml?bill_id=201920
200AB1483
*AB 1485 (Wicks)
Housing development: streamlining
Chaptered Ensures timely approval of
unsubsidized, zoning compliant
rental and ownership housing
projects.
The Planning and Zoning Law
requires that a development be
subject to a requirement mandating a
minimum percentage of below
market rate housing based on one of
3 specified conditions. This bill would
modify that condition to authorize a
development that is located within
the San Francisco Bay area to
instead dedicate 20% of the total
number of units to housing affordable
to households making at or below
120% of the area median income
with the average income of the units
at or below 100% of the area median
income.
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1485
AB 1486 (Ting) Surplus land Chaptered Requires local governments to
include specified information
relating to surplus lands in their
housing elements and annual
progress reports (APRs).
This bill expands Surplus Land Act
requirements for local agencies,
requires local governments to include
specified information relating to
surplus lands in their housing
elements and annual progress
reports (APRs), and requires the
state Department of Housing and
Community Development (HCD) to
establish a database of surplus
lands.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1486
*AB 1487 (Chiu) San Francisco Bay area: housing development: financing
Chaptered Establishes the San Francisco
Bay Regional Housing Finance
Act and enables the Bay Area
voters to raise money for
affordable housing.
This bill, the San Francisco Bay Area
Regional Housing Finance Act, would
establish the Bay Area Housing
Finance Authority (hereafter the
authority) and would state that the
authority’s purpose is to raise,
administer, and allocate funding for
affordable housing in the San
Francisco Bay area, and provide
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
technical assistance at a regional
level for tenant protection, affordable
housing preservation, and new
affordable housing production. The
bill would provide that the governing
board of the Metropolitan
Transportation Commission serve as
the governing board of the authority.
https://leginfo.legislature.ca.gov/face
s/billTextClient.xhtml?bill_id=201920
200AB1487
*AB 1743 (Bloom) Local government: properties eligible to claim or receiving a welfare exemption
Chaptered Will help reduce the cost of
building affordable housing and
allow rents to be affordable to
the State’s lowest income
households.
The Mello-Roos Community Facilities
Act of 1982, after a community
facilities district has been created
and authorized to levy specified
special taxes, authorizes the
legislative body, by ordinance, to levy
the special taxes at the rate and
apportion them in the manner
specified in the resolution forming the
community facilities district. The act
requires properties or entities of the
state, federal, or local governments,
except as otherwise provided, to be
exempt from the special tax. This bill
would also require property receiving
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
a welfare exemption, as specified, to
be exempt from the special tax.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1743
*AB 1763 (Chiu) Planning and zoning: density bonuses: affordable housing
Chaptered Revises Density Bonus Law
(DBL) to require a city or county
to award a developer if 100% of
the units in a development are
restricted to lower income
households.
Would require a density bonus to be
provided to a developer who agrees
to construct a housing development
in which 100% of the total units,
exclusive of managers’ units, are for
lower income households. However,
the bill would provide that a housing
development that qualifies for a
density bonus under its provisions
may include up to 20% of the total
units for moderate-income
households. The bill would also
require that a housing development
that meets these criteria receive 4
incentives or concessions under the
Density Bonus Law and, if the
development is located within ½ of a
major transit stop, a height increase
of up to 3 additional stories or 33
feet.
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00AB1763
SB 6 (Beall)
Residential development: available land
Chaptered Requires the state to create a
public inventory of local sites
suitable for residential
development, along with state
surplus lands.
This bill:
Requires HCD, on or before
December 31st each year, to provide
to DGS a list of lands suitable and
available for residential development
as identified by local governments in
their housing elements.
Requires DGS to create a database
of this information, as well as
information on excess or surplus
state lands, and to make this
database available to and searchable
by the public through its Web site.
Requires each local government, for
housing elements adopted or
amended on or after January 1,
2021, to submit an electronic copy of
its housing element inventory to
HCD.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB6
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
SB 13 (Wieckowski) Accessory dwelling units
Chaptered Creates a tiered fee structure
which charges ADUs more fairly
based on their size and location.
This bill creates a tiered fee structure
which charges ADUs based on their
size, to take into consideration that
the impact of an ADU on a
neighborhood’s infrastructure and
services is different from the impact
created by single-family homes or
multifamily buildings. This bill also
addresses other barriers such as
lowering the application approval
timeframe, creating an avenue to get
unpermitted ADUs up to code, and
enhancing an enforcement
mechanism allowing HCD to ensure
that localities are following ADU
statute.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB13
SB 18 (Skinner) Keep Californians Housed Act
Chaptered Eliminates the sunset on a
provision that guarantees all
tenants, whose landlord is
foreclosed on, get at least 90
days’ notice before they must
vacate the rental property.
Current law requires a tenant or
subtenant in possession of a rental
housing unit under a month-to-month
lease at the time that property is sold
in foreclosure to be provided 90 days’
written notice to quit before the
tenant or subtenant may be removed
from the property. Current law also
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
provides tenants or subtenants
holding possession of a rental
housing unit under a fixed-term
residential lease entered into before
transfer of title at the foreclosure sale
the right to possession until the end
of the lease term, except in specified
circumstances. Current law repeals
these provisions as of December 31,
2019. This bill would delete the
above-described repeal date, thereby
extending the operation of these
provisions indefinitely.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB18
SB 113 (Committee on Budget and Fiscal Review) Housing
Chaptered States the Legislature’s intent to
establish a trust to manage
$331 million in state funds that
are court-ordered to be directed
to provide borrower relief and
legal aid to homeowners and
renters.
This bill, in accordance with a
specified California appellate court
decision, would provide for
$331,044,084 to be transferred from
the General Fund to the National
Mortgage Special Deposit Fund. The
bill would state the intent of the
Legislature to create a trust to
manage these funds, as specified.
The bill would specify purposes to
which these funds will be applied.
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
The bill would appropriate $100,000
from the General Fund to the
Department of Finance to study the
most effective way to establish and
manage a trust for those purposes.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB113
*SB 196 (Beall) Property taxes: community
land trust
Chaptered Enacts a new welfare exemption
from property tax for property
owned by a Community Land
Trust (CLT).
Current property tax law requires the
assessor to consider the effect of
certain enforceable restrictions,
including, among others, a contract
that is a 99-year ground lease
between a community land trust and
the qualified owner of an owner-
occupied single-family dwelling or
unit in a multifamily dwelling, that
subjects a single-family dwelling or
unit in a multifamily dwelling and the
leased land on which the dwelling or
unit is situated to affordability
restrictions. This bill would require,
when valuing property subject to the
enforceable restriction described
above, that the sale or resale price of
the dwelling or unit be rebuttably
presumed to include both the
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
dwelling or unit and the leased land
on which the dwelling or unit is
situated, and would authorize this
presumption to be overcome if the
assessor establishes by a
preponderance of the evidence that
all or a portion of the value of the
leased land is not reflected in the
sale or resale price of the dwelling or
unit.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB196
*SB 222 (Hill) Discrimination: veteran or military status
Chaptered Prevents landlords from refusing
to rent to a tenant merely
because the tenant proposes to
pay with a Veterans Affairs
Supportive Housing (VASH)
voucher.
Existing law declares that housing
discrimination on the basis of race,
color, religion, sex, gender, gender
identity, gender expression, sexual
orientation, marital status, national
origin, ancestry, familial status,
source of income, disability, or
genetic information is against public
policy. This bill would state findings
and declarations of the Legislature
regarding the importance of housing
for veterans and its priority, and
declare that housing discrimination
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
on the basis of veteran or military
status is against public policy.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB222
*SB 329 (Mitchell) Discrimination: housing: source of income
Chaptered Prohibits landlords from
discriminating against tenants
who rely upon housing
assistance paid directly to
landlords, such as a Section 8
voucher.
The California Fair Employment and
Housing Act prohibits housing
discrimination, including
discrimination through public or
private land use practices, decisions,
or authorizations, based on specified
personal characteristics, including
source of income. This bill would
redefine the term “source of income,”
to mean verifiable income paid
directly to a tenant or to a
representative of a tenant, or paid to
a housing owner or landlord on
behalf of a tenant, including federal,
state, or local public assistance and
housing subsidies.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB329
SB 330 (Skinner) Housing Crisis Act of 2019
Chaptered Places restrictions on certain
types of development standards,
This bill prevents local governments
from downzoning unless they up-
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
amends the Housing
Accountability Act
(HAA), and makes changes to
local approval processes and
the Permit Streamlining Act.
zone elsewhere, and it stops them
from changing the rules on builders
who are in the midst of going through
the approval process. SB 330 also
limits the application of design
standards that drive up the cost of
building.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB330
SB 644 (Glazer) Tenancy: security deposit: service members
Chaptered Lowers the amount that a
landlord can charge service
members for a security deposit
on residential rental housing.
This bill would prohibit a landlord
from demanding or receiving security
from a service member who rents
residential property in which the
service member will reside in an
amount or value in excess of an
amount equal to one months’ rent, in
the case of unfurnished residential
property, or in excess of an amount
equal to 2 months’ rent, in the case
of furnished residential property.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB644
2019 Housing Related Legislation
City of Palo Alto
Bill/Author Status Brief Bill Summary Robust Bill Text/Link
*SB 744 (Caballero) Planning and zoning: California Environmental Quality Act: permanent supportive housing
Chaptered Creates an expedited CEQA
review process for supportive
housing developments that
receive NPLH funding.
Existing law requires that, before the
disbursement of any funds for loans
made pursuant to the competitive
component of the No Place Like
Home Program, the department and
the development sponsor, enter into
a regulatory agreement that includes
specified provisions. This bill would
specify that a decision of a public
agency to seek funding from, or the
department’s awarding of funds
pursuant to, the No Place Like Home
Program is not a project for purposes
of CEQA.
https://leginfo.legislature.ca.gov/face
s/billNavClient.xhtml?bill_id=2019202
00SB744