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HomeMy WebLinkAbout2023-06-12 City Council Agenda PacketCITY COUNCIL Special Meeting Monday, June 12, 2023 Council Chambers & Hybrid 5:30 PM Amended Agenda Amended agenda items appear below in RED Palo Alto City Council meetings will be held as “hybrid” meetings with the option to attend by teleconference/video conference or in person. To maximize public safety while still maintaining transparency and public access, members of the public can choose to participate from home or attend in person. Information on how the public may observe and participate in the meeting is located at the end of the agenda. Masks are strongly encouraged if attending in person. The m e e t i n g   w i l l   b e   b r o a d c a s t   o n   C a b l e   T V   C h a n n e l   2 6 ,   l i v e   o n YouTube https://www.youtube.com/c/cityofpaloalto,   a n d   s t r e a m e d   t o   M i d p e n   M e d i a Center https://midpenmedia.org. VIRTUAL PARTICIPATION CLICK HERE TO JOIN   (https://cityofpaloalto.zoom.us/j/362027238)    Meeting ID: 362 027 238    Phone:1(669)900‐6833 CALL TO ORDER   This meeting will be called to order in honor of Immigrant Heritage Month. CLOSED SESSION 1 CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: City Manager and his Designees Pursuant to Merit System Rules and Regulations (Ed Shikada, Kiely Nose, Sandra Blanch, Tori Anthony, Molly Stump, and Jennifer Fine) Employee Organization: Service Employees International Union, (SEIU) Local 521, Utilities Management and Professional Association of Palo Alto (UMPAPA), Palo Alto Peace Officers’ Association (PAPOA), Palo Alto Police Management Association (PMA), International Association of Fire Fighters (IAFF) local 1319, Palo Alto Fire Chiefs’ Association (FCA); Authority: Government Code Section 54957.6 (a) Item removed from Agenda SPECIAL ORDERS OF THE DAY (5:35 ‐ 5:40 PM) 2.Proclamation honoring AACI (Asian Americans for Community Involvement) AGENDA CHANGES, ADDITIONS AND DELETIONS PUBLIC COMMENT (5:40 ‐ 5:55 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. COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (5:55 ‐ 6:00 PM) Members of the public may not speak to the item(s). STUDY SESSION (6:00 ‐ 7:00 PM) 3.Bi‐Annual Discussion with the Independent Police Auditor CONSENT CALENDAR (7:00 ‐ 7:05 PM) Items will be voted in one motion unless removed from the calendar by three Council Members. 4.Approval of Three Contract Amendments to Citywide Landscaping Services Contracts to extend the terms to September 30, 2023 and Increase Compensation as Follows: (1) Amendment No. 1 to Contract with BrightView Landscape Services, Inc. (C18170810A) with an increase of $305,606; (2) Amendment No. 1 to Contract with Gachina Landscape Management, Inc. (C18170810B) with an increase of $19,972; and (3) Amendment No. 2 to Contract with Grassroots Ecology (C18170810C) with an increase of $15,520; CEQA Status – Categorically Exempt 15301 and 15304. 5.Authorize Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants, Inc. to extend the term of the contract for the Primary Outfall Line Project (WQ‐19002) through December 31, 2027 6.Approve the Grade Separation Evaluation Criteria For Evaluating Alternatives Under Consideration for Grade Separation Projects. CEQA status – Categorically exempt under CEQA Guidelines section 15262 7.Adoption of Memorandum of Agreement with Utility Management and Professional Association of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025, and Adopt revised Management and Professional salary schedule; CEQA Status ‐ Not a project 8.Approval of a Purchase of Panasonic ToughBook Replacement Equipment for Police and Fire in the amount of $422,007 with Datec Incorporated Utilitizing an NCPA Cooperative Agreement; and Approval of a Purchase of Replacement CradlePoint Modems with DiscountCell, Incorporated for Police and Fire in the Amount of $168,801 Utilizing a NASPO Cooperative Agreement; and a Budget Amendment in the Information Technology Fund; CEQA Status—not a project 9.Approval of Office of City Auditor Electronic Payment Process and Controls Audit Report; CEQA Status – Not a Project 10.SECOND READING: Adoption of a Permanent Ordinance Amending Titles 18 and 21 to Implement State Housing Legislation from the 2021 Legislative Session, Including SB 9. Environmental Analysis: Exempt from Environmental Analysis under CEQA Guidelines Section 15061(b)(3) and Government Code Sections 66411.7(n) and 65852.21(j). The Planning and Transportation Commission (PTC) has recommended Council adopt the ordinance. (FIRST READING: May 22, 2023 PASSED 7‐0) 11.Approval of a Protocol for Council Member Co‐Hosting of Neighborhood Town Hall Meetings 12.Approval of 2023‐2024 Boards, Commissions and Commission Committees Work Plans:  A. Architectural Review Board B. Historic Resources Board C. Park and Recreation Commission D. Planning and Transportation Commission E. Public Art Commission F. Stormwater Management Oversight Committee G. Utilities Advisory Commission Item Title Updated CITY MANAGER COMMENTS (7:05 ‐ 7:20 PM) BREAK ACTION ITEMS (Item 13: 7:20 ‐ 8:50 PM, Item 14: 8:50 ‐ 10:20 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters. 13.Direction on Operating Model for Palo Alto Animal Shelter, Which May Include: Negotiating A New Agreement with Pets In Need; Moving to In‐House Service Delivery; and/or Issuing a New Request For Proposals. CEQA Review – Not a Project Supplemental Report added 14.Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San Antonio Road for a term of nine years and Revenue Agreement with Santa Clara County to enable the County to execute an operating agreement with LifeMoves for interim housing operations Supplemental Report added ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action during this meeting’s agenda. 15.Palo Alto Airport 2022 Annual Airplane Noise Report OTHER INFORMATION Standing Committee Meetings this week     Policy & Services Committee June 13, 2023 Public Comment Letters Schedule of Meetings AMENDED AGENDA ITEMS PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom‐based meeting. Please read the following instructions carefully. You may download the Zoom client or connect to the meeting in‐ browser. If using your browser, make sure you are using a current, up‐to‐date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN    Meeting ID: 362‐027‐238   Phone: 1‐669‐900‐6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329‐2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.  1 Special Meeting June 12, 2023 Materials submitted after distribution are available for public inspection at www.CityofPaloAlto.org. CITY COUNCILSpecial MeetingMonday, June 12, 2023Council Chambers & Hybrid5:30 PMAmended AgendaAmended agenda items appear below in REDPalo Alto City Council meetings will be held as “hybrid” meetings with the option to attend byteleconference/video conference or in person. To maximize public safety while still maintainingtransparency and public access, members of the public can choose to participate from home orattend in person. Information on how the public may observe and participate in the meeting islocated at the end of the agenda. Masks are strongly encouraged if attending in person. Them e e t i n g   w i l l   b e   b r o a d c a s t   o n   C a b l e   T V   C h a n n e l   2 6 ,   l i v e   o nYouTube https://www.youtube.com/c/cityofpaloalto,   a n d   s t r e a m e d   t o   M i d p e n   M e d i aCenter https://midpenmedia.org.VIRTUAL PARTICIPATION CLICK HERE TO JOIN   (https://cityofpaloalto.zoom.us/j/362027238)   Meeting ID: 362 027 238    Phone:1(669)900‐6833CALL TO ORDER  This meeting will be called to order in honor of Immigrant Heritage Month.CLOSED SESSION1CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: CityManager and his Designees Pursuant to Merit System Rules and Regulations (EdShikada, Kiely Nose, Sandra Blanch, Tori Anthony, Molly Stump, and Jennifer Fine)Employee Organization: Service Employees International Union, (SEIU) Local 521, UtilitiesManagement and Professional Association of Palo Alto (UMPAPA), Palo Alto PeaceOfficers’ Association (PAPOA), Palo Alto Police Management Association (PMA),International Association of Fire Fighters (IAFF) local 1319, Palo Alto Fire Chiefs’Association (FCA); Authority: Government Code Section 54957.6 (a) Item removed fromAgendaSPECIAL ORDERS OF THE DAY (5:35 ‐ 5:40 PM) 2.Proclamation honoring AACI (Asian Americans for Community Involvement) AGENDA CHANGES, ADDITIONS AND DELETIONS PUBLIC COMMENT (5:40 ‐ 5:55 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. COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (5:55 ‐ 6:00 PM) Members of the public may not speak to the item(s). STUDY SESSION (6:00 ‐ 7:00 PM) 3.Bi‐Annual Discussion with the Independent Police Auditor CONSENT CALENDAR (7:00 ‐ 7:05 PM) Items will be voted in one motion unless removed from the calendar by three Council Members. 4.Approval of Three Contract Amendments to Citywide Landscaping Services Contracts to extend the terms to September 30, 2023 and Increase Compensation as Follows: (1) Amendment No. 1 to Contract with BrightView Landscape Services, Inc. (C18170810A) with an increase of $305,606; (2) Amendment No. 1 to Contract with Gachina Landscape Management, Inc. (C18170810B) with an increase of $19,972; and (3) Amendment No. 2 to Contract with Grassroots Ecology (C18170810C) with an increase of $15,520; CEQA Status – Categorically Exempt 15301 and 15304. 5.Authorize Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants, Inc. to extend the term of the contract for the Primary Outfall Line Project (WQ‐19002) through December 31, 2027 6.Approve the Grade Separation Evaluation Criteria For Evaluating Alternatives Under Consideration for Grade Separation Projects. CEQA status – Categorically exempt under CEQA Guidelines section 15262 7.Adoption of Memorandum of Agreement with Utility Management and Professional Association of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025, and Adopt revised Management and Professional salary schedule; CEQA Status ‐ Not a project 8.Approval of a Purchase of Panasonic ToughBook Replacement Equipment for Police and Fire in the amount of $422,007 with Datec Incorporated Utilitizing an NCPA Cooperative Agreement; and Approval of a Purchase of Replacement CradlePoint Modems with DiscountCell, Incorporated for Police and Fire in the Amount of $168,801 Utilizing a NASPO Cooperative Agreement; and a Budget Amendment in the Information Technology Fund; CEQA Status—not a project 9.Approval of Office of City Auditor Electronic Payment Process and Controls Audit Report; CEQA Status – Not a Project 10.SECOND READING: Adoption of a Permanent Ordinance Amending Titles 18 and 21 to Implement State Housing Legislation from the 2021 Legislative Session, Including SB 9. Environmental Analysis: Exempt from Environmental Analysis under CEQA Guidelines Section 15061(b)(3) and Government Code Sections 66411.7(n) and 65852.21(j). The Planning and Transportation Commission (PTC) has recommended Council adopt the ordinance. (FIRST READING: May 22, 2023 PASSED 7‐0) 11.Approval of a Protocol for Council Member Co‐Hosting of Neighborhood Town Hall Meetings 12.Approval of 2023‐2024 Boards, Commissions and Commission Committees Work Plans:  A. Architectural Review Board B. Historic Resources Board C. Park and Recreation Commission D. Planning and Transportation Commission E. Public Art Commission F. Stormwater Management Oversight Committee G. Utilities Advisory Commission Item Title Updated CITY MANAGER COMMENTS (7:05 ‐ 7:20 PM) BREAK ACTION ITEMS (Item 13: 7:20 ‐ 8:50 PM, Item 14: 8:50 ‐ 10:20 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters. 13.Direction on Operating Model for Palo Alto Animal Shelter, Which May Include: Negotiating A New Agreement with Pets In Need; Moving to In‐House Service Delivery; and/or Issuing a New Request For Proposals. CEQA Review – Not a Project Supplemental Report added 14.Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San Antonio Road for a term of nine years and Revenue Agreement with Santa Clara County to enable the County to execute an operating agreement with LifeMoves for interim housing operations Supplemental Report added ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action during this meeting’s agenda. 15.Palo Alto Airport 2022 Annual Airplane Noise Report OTHER INFORMATION Standing Committee Meetings this week     Policy & Services Committee June 13, 2023 Public Comment Letters Schedule of Meetings AMENDED AGENDA ITEMS PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom‐based meeting. Please read the following instructions carefully. You may download the Zoom client or connect to the meeting in‐ browser. If using your browser, make sure you are using a current, up‐to‐date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN    Meeting ID: 362‐027‐238   Phone: 1‐669‐900‐6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329‐2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.  2 Special Meeting June 12, 2023 Materials submitted after distribution are available for public inspection at www.CityofPaloAlto.org. CITY COUNCILSpecial MeetingMonday, June 12, 2023Council Chambers & Hybrid5:30 PMAmended AgendaAmended agenda items appear below in REDPalo Alto City Council meetings will be held as “hybrid” meetings with the option to attend byteleconference/video conference or in person. To maximize public safety while still maintainingtransparency and public access, members of the public can choose to participate from home orattend in person. Information on how the public may observe and participate in the meeting islocated at the end of the agenda. Masks are strongly encouraged if attending in person. Them e e t i n g   w i l l   b e   b r o a d c a s t   o n   C a b l e   T V   C h a n n e l   2 6 ,   l i v e   o nYouTube https://www.youtube.com/c/cityofpaloalto,   a n d   s t r e a m e d   t o   M i d p e n   M e d i aCenter https://midpenmedia.org.VIRTUAL PARTICIPATION CLICK HERE TO JOIN   (https://cityofpaloalto.zoom.us/j/362027238)   Meeting ID: 362 027 238    Phone:1(669)900‐6833CALL TO ORDER  This meeting will be called to order in honor of Immigrant Heritage Month.CLOSED SESSION1CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: CityManager and his Designees Pursuant to Merit System Rules and Regulations (EdShikada, Kiely Nose, Sandra Blanch, Tori Anthony, Molly Stump, and Jennifer Fine)Employee Organization: Service Employees International Union, (SEIU) Local 521, UtilitiesManagement and Professional Association of Palo Alto (UMPAPA), Palo Alto PeaceOfficers’ Association (PAPOA), Palo Alto Police Management Association (PMA),International Association of Fire Fighters (IAFF) local 1319, Palo Alto Fire Chiefs’Association (FCA); Authority: Government Code Section 54957.6 (a) Item removed fromAgendaSPECIAL ORDERS OF THE DAY (5:35 ‐ 5:40 PM)2.Proclamation honoring AACI (Asian Americans for Community Involvement)AGENDA CHANGES, ADDITIONS AND DELETIONSPUBLIC COMMENT (5:40 ‐ 5:55 PM)Members of the public may speak to any item NOT on the agenda. Council reserves the right to limit the duration of OralCommunications period to 30 minutes.COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (5:55 ‐ 6:00 PM)Members of the public may not speak to the item(s).STUDY SESSION (6:00 ‐ 7:00 PM)3.Bi‐Annual Discussion with the Independent Police AuditorCONSENT CALENDAR (7:00 ‐ 7:05 PM)Items will be voted in one motion unless removed from the calendar by three Council Members.4.Approval of Three Contract Amendments to Citywide Landscaping Services Contracts toextend the terms to September 30, 2023 and Increase Compensation as Follows: (1)Amendment No. 1 to Contract with BrightView Landscape Services, Inc. (C18170810A)with an increase of $305,606; (2) Amendment No. 1 to Contract with Gachina LandscapeManagement, Inc. (C18170810B) with an increase of $19,972; and (3) Amendment No. 2to Contract with Grassroots Ecology (C18170810C) with an increase of $15,520; CEQAStatus – Categorically Exempt 15301 and 15304.5.Authorize Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants,Inc. to extend the term of the contract for the Primary Outfall Line Project (WQ‐19002)through December 31, 20276.Approve the Grade Separation Evaluation Criteria For Evaluating Alternatives UnderConsideration for Grade Separation Projects. CEQA status – Categorically exempt underCEQA Guidelines section 152627.Adoption of Memorandum of Agreement with Utility Management and ProfessionalAssociation of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025, andAdopt revised Management and Professional salary schedule; CEQA Status ‐ Not aproject 8.Approval of a Purchase of Panasonic ToughBook Replacement Equipment for Police and Fire in the amount of $422,007 with Datec Incorporated Utilitizing an NCPA Cooperative Agreement; and Approval of a Purchase of Replacement CradlePoint Modems with DiscountCell, Incorporated for Police and Fire in the Amount of $168,801 Utilizing a NASPO Cooperative Agreement; and a Budget Amendment in the Information Technology Fund; CEQA Status—not a project 9.Approval of Office of City Auditor Electronic Payment Process and Controls Audit Report; CEQA Status – Not a Project 10.SECOND READING: Adoption of a Permanent Ordinance Amending Titles 18 and 21 to Implement State Housing Legislation from the 2021 Legislative Session, Including SB 9. Environmental Analysis: Exempt from Environmental Analysis under CEQA Guidelines Section 15061(b)(3) and Government Code Sections 66411.7(n) and 65852.21(j). The Planning and Transportation Commission (PTC) has recommended Council adopt the ordinance. (FIRST READING: May 22, 2023 PASSED 7‐0) 11.Approval of a Protocol for Council Member Co‐Hosting of Neighborhood Town Hall Meetings 12.Approval of 2023‐2024 Boards, Commissions and Commission Committees Work Plans:  A. Architectural Review Board B. Historic Resources Board C. Park and Recreation Commission D. Planning and Transportation Commission E. Public Art Commission F. Stormwater Management Oversight Committee G. Utilities Advisory Commission Item Title Updated CITY MANAGER COMMENTS (7:05 ‐ 7:20 PM) BREAK ACTION ITEMS (Item 13: 7:20 ‐ 8:50 PM, Item 14: 8:50 ‐ 10:20 PM) Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, Unfinished Business and Council Matters. 13.Direction on Operating Model for Palo Alto Animal Shelter, Which May Include: Negotiating A New Agreement with Pets In Need; Moving to In‐House Service Delivery; and/or Issuing a New Request For Proposals. CEQA Review – Not a Project Supplemental Report added 14.Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San Antonio Road for a term of nine years and Revenue Agreement with Santa Clara County to enable the County to execute an operating agreement with LifeMoves for interim housing operations Supplemental Report added ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action during this meeting’s agenda. 15.Palo Alto Airport 2022 Annual Airplane Noise Report OTHER INFORMATION Standing Committee Meetings this week     Policy & Services Committee June 13, 2023 Public Comment Letters Schedule of Meetings AMENDED AGENDA ITEMS PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom‐based meeting. Please read the following instructions carefully. You may download the Zoom client or connect to the meeting in‐ browser. If using your browser, make sure you are using a current, up‐to‐date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN    Meeting ID: 362‐027‐238   Phone: 1‐669‐900‐6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329‐2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.  3 Special Meeting June 12, 2023 Materials submitted after distribution are available for public inspection at www.CityofPaloAlto.org. CITY COUNCILSpecial MeetingMonday, June 12, 2023Council Chambers & Hybrid5:30 PMAmended AgendaAmended agenda items appear below in REDPalo Alto City Council meetings will be held as “hybrid” meetings with the option to attend byteleconference/video conference or in person. To maximize public safety while still maintainingtransparency and public access, members of the public can choose to participate from home orattend in person. Information on how the public may observe and participate in the meeting islocated at the end of the agenda. Masks are strongly encouraged if attending in person. Them e e t i n g   w i l l   b e   b r o a d c a s t   o n   C a b l e   T V   C h a n n e l   2 6 ,   l i v e   o nYouTube https://www.youtube.com/c/cityofpaloalto,   a n d   s t r e a m e d   t o   M i d p e n   M e d i aCenter https://midpenmedia.org.VIRTUAL PARTICIPATION CLICK HERE TO JOIN   (https://cityofpaloalto.zoom.us/j/362027238)   Meeting ID: 362 027 238    Phone:1(669)900‐6833CALL TO ORDER  This meeting will be called to order in honor of Immigrant Heritage Month.CLOSED SESSION1.CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: CityManager and his Designees Pursuant to Merit System Rules and Regulations (EdShikada, Kiely Nose, Sandra Blanch, Tori Anthony, Molly Stump, and Jennifer Fine)Employee Organization: Service Employees International Union, (SEIU) Local 521, UtilitiesManagement and Professional Association of Palo Alto (UMPAPA), Palo Alto PeaceOfficers’ Association (PAPOA), Palo Alto Police Management Association (PMA),International Association of Fire Fighters (IAFF) local 1319, Palo Alto Fire Chiefs’Association (FCA); Authority: Government Code Section 54957.6 (a) Item removed fromAgendaSPECIAL ORDERS OF THE DAY (5:35 ‐ 5:40 PM)2.Proclamation honoring AACI (Asian Americans for Community Involvement)AGENDA CHANGES, ADDITIONS AND DELETIONSPUBLIC COMMENT (5:40 ‐ 5:55 PM)Members of the public may speak to any item NOT on the agenda. Council reserves the right to limit the duration of OralCommunications period to 30 minutes.COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (5:55 ‐ 6:00 PM)Members of the public may not speak to the item(s).STUDY SESSION (6:00 ‐ 7:00 PM)3.Bi‐Annual Discussion with the Independent Police AuditorCONSENT CALENDAR (7:00 ‐ 7:05 PM)Items will be voted in one motion unless removed from the calendar by three Council Members.4.Approval of Three Contract Amendments to Citywide Landscaping Services Contracts toextend the terms to September 30, 2023 and Increase Compensation as Follows: (1)Amendment No. 1 to Contract with BrightView Landscape Services, Inc. (C18170810A)with an increase of $305,606; (2) Amendment No. 1 to Contract with Gachina LandscapeManagement, Inc. (C18170810B) with an increase of $19,972; and (3) Amendment No. 2to Contract with Grassroots Ecology (C18170810C) with an increase of $15,520; CEQAStatus – Categorically Exempt 15301 and 15304.5.Authorize Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants,Inc. to extend the term of the contract for the Primary Outfall Line Project (WQ‐19002)through December 31, 20276.Approve the Grade Separation Evaluation Criteria For Evaluating Alternatives UnderConsideration for Grade Separation Projects. CEQA status – Categorically exempt underCEQA Guidelines section 152627.Adoption of Memorandum of Agreement with Utility Management and ProfessionalAssociation of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025, andAdopt revised Management and Professional salary schedule; CEQA Status ‐ Not aproject8.Approval of a Purchase of Panasonic ToughBook Replacement Equipment for Police andFire in the amount of $422,007 with Datec Incorporated Utilitizing an NCPA CooperativeAgreement; and Approval of a Purchase of Replacement CradlePoint Modems withDiscountCell, Incorporated for Police and Fire in the Amount of $168,801 Utilizing aNASPO Cooperative Agreement; and a Budget Amendment in the Information TechnologyFund; CEQA Status—not a project9.Approval of Office of City Auditor Electronic Payment Process and Controls Audit Report;CEQA Status – Not a Project10.SECOND READING: Adoption of a Permanent Ordinance Amending Titles 18 and 21 toImplement State Housing Legislation from the 2021 Legislative Session, Including SB 9.Environmental Analysis: Exempt from Environmental Analysis under CEQA GuidelinesSection 15061(b)(3) and Government Code Sections 66411.7(n) and 65852.21(j). ThePlanning and Transportation Commission (PTC) has recommended Council adopt theordinance. (FIRST READING: May 22, 2023 PASSED 7‐0)11.Approval of a Protocol for Council Member Co‐Hosting of Neighborhood Town HallMeetings12.Approval of 2023‐2024 Boards, Commissions and Commission Committees Work Plans: A. Architectural Review BoardB. Historic Resources BoardC. Park and Recreation CommissionD. Planning and Transportation CommissionE. Public Art CommissionF. Stormwater Management Oversight CommitteeG. Utilities Advisory CommissionItem Title UpdatedCITY MANAGER COMMENTS (7:05 ‐ 7:20 PM)BREAKACTION ITEMS (Item 13: 7:20 ‐ 8:50 PM, Item 14: 8:50 ‐ 10:20 PM)Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, UnfinishedBusiness and Council Matters.13.Direction on Operating Model for Palo Alto Animal Shelter, Which May Include:Negotiating A New Agreement with Pets In Need; Moving to In‐House Service Delivery;and/or Issuing a New Request For Proposals. CEQA Review – Not aProject Supplemental Report added14.Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San AntonioRoad for a term of nine years and Revenue Agreement with Santa Clara County to enable the County to execute an operating agreement with LifeMoves for interim housing operations Supplemental Report added ADJOURNMENT INFORMATION REPORTS Information reports are provided for informational purposes only to the Council and the public but are not listed for action during this meeting’s agenda. 15.Palo Alto Airport 2022 Annual Airplane Noise Report OTHER INFORMATION Standing Committee Meetings this week     Policy & Services Committee June 13, 2023 Public Comment Letters Schedule of Meetings AMENDED AGENDA ITEMS  1.CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: City Manager and his Designees Pursuant to Merit System Rules and Regulations (Ed Shikada, Kiely Nose, Sandra Blanch, Tori Anthony, Molly Stump, and Jennifer Fine) Employee Organization: Service Employees International Union, (SEIU) Local 521, Utilities Management and Professional Association of Palo Alto (UMPAPA), Palo Alto Peace Officers’ Association (PAPOA), Palo Alto Police Management Association (PMA), International Association of Fire Fighters (IAFF) local 1319, Palo Alto Fire Chiefs’ Association (FCA); Authority: Government Code Section 54957.6 (a) 12.Approval of 2023‐2024 Boards, Commissions and Commission Committees Work Plans:  A. Architectural Review Board B. Historic Resources Board C. Park and Recreation Commission D. Planning and Transportation Commission E. Public Art Commission F. Stormwater Management Oversight Committee G. Utilities Advisory Commission Item Title Updated 13.Direction on Operating Model for Palo Alto Animal Shelter, Which May Include: Negotiating A New Agreement with Pets In Need; Moving to In‐House Service Delivery; and/or Issuing a New Request For Proposals. CEQA Review – Not a Project Supplemental Report 14.Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San Antonio Road for a term of nine years and Revenue Agreement with Santa Clara County to enable the County to execute an operating agreement with LifeMoves for interim housing operations Supplemental Report to Report #2304‐1267 PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom‐based meeting. Please read the following instructions carefully. You may download the Zoom client or connect to the meeting in‐ browser. If using your browser, make sure you are using a current, up‐to‐date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN    Meeting ID: 362‐027‐238   Phone: 1‐669‐900‐6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329‐2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.  4 Special Meeting June 12, 2023 Materials submitted to the Board after distribution of the agenda packet are available for public inspection CITY COUNCILSpecial MeetingMonday, June 12, 2023Council Chambers & Hybrid5:30 PMAmended AgendaAmended agenda items appear below in REDPalo Alto City Council meetings will be held as “hybrid” meetings with the option to attend byteleconference/video conference or in person. To maximize public safety while still maintainingtransparency and public access, members of the public can choose to participate from home orattend in person. Information on how the public may observe and participate in the meeting islocated at the end of the agenda. Masks are strongly encouraged if attending in person. Them e e t i n g   w i l l   b e   b r o a d c a s t   o n   C a b l e   T V   C h a n n e l   2 6 ,   l i v e   o nYouTube https://www.youtube.com/c/cityofpaloalto,   a n d   s t r e a m e d   t o   M i d p e n   M e d i aCenter https://midpenmedia.org.VIRTUAL PARTICIPATION CLICK HERE TO JOIN   (https://cityofpaloalto.zoom.us/j/362027238)   Meeting ID: 362 027 238    Phone:1(669)900‐6833CALL TO ORDER  This meeting will be called to order in honor of Immigrant Heritage Month.CLOSED SESSION1CONFERENCE WITH LABOR NEGOTIATORS City Designated Representatives: CityManager and his Designees Pursuant to Merit System Rules and Regulations (EdShikada, Kiely Nose, Sandra Blanch, Tori Anthony, Molly Stump, and Jennifer Fine)Employee Organization: Service Employees International Union, (SEIU) Local 521, UtilitiesManagement and Professional Association of Palo Alto (UMPAPA), Palo Alto PeaceOfficers’ Association (PAPOA), Palo Alto Police Management Association (PMA),International Association of Fire Fighters (IAFF) local 1319, Palo Alto Fire Chiefs’Association (FCA); Authority: Government Code Section 54957.6 (a) Item removed fromAgendaSPECIAL ORDERS OF THE DAY (5:35 ‐ 5:40 PM)2.Proclamation honoring AACI (Asian Americans for Community Involvement)AGENDA CHANGES, ADDITIONS AND DELETIONSPUBLIC COMMENT (5:40 ‐ 5:55 PM)Members of the public may speak to any item NOT on the agenda. Council reserves the right to limit the duration of OralCommunications period to 30 minutes.COUNCIL MEMBER QUESTIONS, COMMENTS, ANNOUNCEMENTS (5:55 ‐ 6:00 PM)Members of the public may not speak to the item(s).STUDY SESSION (6:00 ‐ 7:00 PM)3.Bi‐Annual Discussion with the Independent Police AuditorCONSENT CALENDAR (7:00 ‐ 7:05 PM)Items will be voted in one motion unless removed from the calendar by three Council Members.4.Approval of Three Contract Amendments to Citywide Landscaping Services Contracts toextend the terms to September 30, 2023 and Increase Compensation as Follows: (1)Amendment No. 1 to Contract with BrightView Landscape Services, Inc. (C18170810A)with an increase of $305,606; (2) Amendment No. 1 to Contract with Gachina LandscapeManagement, Inc. (C18170810B) with an increase of $19,972; and (3) Amendment No. 2to Contract with Grassroots Ecology (C18170810C) with an increase of $15,520; CEQAStatus – Categorically Exempt 15301 and 15304.5.Authorize Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants,Inc. to extend the term of the contract for the Primary Outfall Line Project (WQ‐19002)through December 31, 20276.Approve the Grade Separation Evaluation Criteria For Evaluating Alternatives UnderConsideration for Grade Separation Projects. CEQA status – Categorically exempt underCEQA Guidelines section 152627.Adoption of Memorandum of Agreement with Utility Management and ProfessionalAssociation of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025, andAdopt revised Management and Professional salary schedule; CEQA Status ‐ Not aproject8.Approval of a Purchase of Panasonic ToughBook Replacement Equipment for Police andFire in the amount of $422,007 with Datec Incorporated Utilitizing an NCPA CooperativeAgreement; and Approval of a Purchase of Replacement CradlePoint Modems withDiscountCell, Incorporated for Police and Fire in the Amount of $168,801 Utilizing aNASPO Cooperative Agreement; and a Budget Amendment in the Information TechnologyFund; CEQA Status—not a project9.Approval of Office of City Auditor Electronic Payment Process and Controls Audit Report;CEQA Status – Not a Project10.SECOND READING: Adoption of a Permanent Ordinance Amending Titles 18 and 21 toImplement State Housing Legislation from the 2021 Legislative Session, Including SB 9.Environmental Analysis: Exempt from Environmental Analysis under CEQA GuidelinesSection 15061(b)(3) and Government Code Sections 66411.7(n) and 65852.21(j). ThePlanning and Transportation Commission (PTC) has recommended Council adopt theordinance. (FIRST READING: May 22, 2023 PASSED 7‐0)11.Approval of a Protocol for Council Member Co‐Hosting of Neighborhood Town HallMeetings12.Approval of 2023‐2024 Boards, Commissions and Commission Committees Work Plans: A. Architectural Review BoardB. Historic Resources BoardC. Park and Recreation CommissionD. Planning and Transportation CommissionE. Public Art CommissionF. Stormwater Management Oversight CommitteeG. Utilities Advisory CommissionItem Title UpdatedCITY MANAGER COMMENTS (7:05 ‐ 7:20 PM)BREAKACTION ITEMS (Item 13: 7:20 ‐ 8:50 PM, Item 14: 8:50 ‐ 10:20 PM)Include: Report of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Report of Officials, UnfinishedBusiness and Council Matters.13.Direction on Operating Model for Palo Alto Animal Shelter, Which May Include:Negotiating A New Agreement with Pets In Need; Moving to In‐House Service Delivery;and/or Issuing a New Request For Proposals. CEQA Review – Not aProject Supplemental Report added14.Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San AntonioRoad for a term of nine years and Revenue Agreement with Santa Clara County toenable the County to execute an operating agreement with LifeMoves for interimhousing operations Supplemental Report addedADJOURNMENTINFORMATION REPORTSInformation reports are provided for informational purposes only to the Council and the public but are not listed for actionduring this meeting’s agenda.15.Palo Alto Airport 2022 Annual Airplane Noise ReportOTHER INFORMATIONStanding Committee Meetings this week    Policy & Services Committee June 13, 2023Public Comment LettersSchedule of Meetings AMENDED AGENDA ITEMS PUBLIC COMMENT INSTRUCTIONS Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. For in person public comments please complete a speaker request card located on the table at the entrance to the Council Chambers and deliver it to the Clerk prior to discussion of the item. 3. Spoken public comments using a computer or smart phone will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom‐based meeting. Please read the following instructions carefully. You may download the Zoom client or connect to the meeting in‐ browser. If using your browser, make sure you are using a current, up‐to‐date browser: Chrome 30 , Firefox 27 , Microsoft Edge 12 , Safari 7 . Certain functionality may be disabled in older browsers including Internet Explorer. Or download the Zoom application onto your smart phone from the Apple App Store or Google Play Store and enter in the Meeting ID below. You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. When called, please limit your remarks to the time limit allotted. A timer will be shown on the computer to help keep track of your comments. 4. Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. CLICK HERE TO JOIN    Meeting ID: 362‐027‐238   Phone: 1‐669‐900‐6833 Americans with Disability Act (ADA) It is the policy of the City of Palo Alto to offer its public programs, services and meetings in a manner that is readily accessible to all. Persons with disabilities who require materials in an appropriate alternative format or who require auxiliary aids to access City meetings, programs, or services may contact the City’s ADA Coordinator at (650) 329‐2550 (voice) or by emailing ada@cityofpaloalto.org. Requests for assistance or accommodations must be submitted at least 24 hours in advance of the meeting, program, or service.  5 Special Meeting June 12, 2023 Materials submitted after distribution are available for public inspection at www.CityofPaloAlto.org. City Council Staff Report Report Type: SPECIAL ORDERS OF THE DAY Lead Department: City Clerk Meeting Date: June 12, 2023 Report #:2305-1540 TITLE Proclamation Honoring AACI (Asian Americans for Community Involvement) ATTACHMENTS Attachment A: AACI Proclamation APPROVED BY: Mahealani Ah Yun Item 2 Item 2 Staff Report        Item 2: Staff Report Pg. 1  Packet Pg. 6 of 461  Proclamation __________________________ Lydia Kou Mayor HONORING ASIAN AMERICANS FOR COMMUNITY INVOLVEMENT (AACI) WHEREAS, Asian Americans for Community Involvement (AACI) was founded 50 years ago in 1973 by twelve concerned members of the community in response to the growing unmet needs of Asian Americans in Santa Clara County, and has since built a proud history of promoting health, wellness, resilience, and civic engagement among marginalized communities; and WHEREAS, Dr. Allan Seid and Mary Chan Seid hosted the founding meetings of AACI from their Palo Alto living room and established AACI's culturally sensitive therapeutic services, including the Asian Women's Home domestic violence shelter, as AACI's first executive director and administrative director, respectively; and WHEREAS, Leo Lowe and Paul Sakamoto, both respected leaders in the field of education, lent their credibility to AACI in its infancy, effectively shielding the organization from efforts to undermine its advocacy for social change by being labeled as "subversive"; and WHEREAS, Palo Altans Jeanette Arakawa and Eimi Okano co-chaired AACI's first Education Committee, and went on to lead statewide advocacy efforts to enact landmark legislation that eliminated racist and sexist content in public school instructional materials; and WHEREAS, Robert “Bob" Kam and Nilo Sarmiento established and served on AACI's Affirmative Action Committee, leading efforts to support Asian Americans who were being mistreated at their workplaces; and WHEREAS, Paul Wong and Victor Wong used their experience as veteran community organizers to advise AACI's early advocacy strategies, mobilize community members, and recruit clients for AACI services; and WHEREAS, Edward Kawazoe and Connie Young Yu, both gifted communicators, led fundraising efforts that were the cornerstone of AACI's long-term financial stability, and educated AACI members on the power of Asian American visibility and the importance of documenting the histories of Asian Americans in Santa Clara County. NOW, THEREFORE, BE IT RESOLVED that the City of Palo Alto does hereby recognize and commend the Founders of AACI for their 50-year legacy of service, inclusion, and advocacy, and for serving as a testament to the power of community coming together for the common cause of strengthening the health, wellbeing, and resilience of our diverse communities in Santa Clara County. PRESENTED: June 12, 2023 Item 2 Attachment A - AACI Proclamation        Item 2: Staff Report Pg. 2  Packet Pg. 7 of 461  City Council Staff Report From: City Manager Report Type: STUDY SESSION Lead Department: City Manager Meeting Date: June 12, 2023 Report #:2304-1286 TITLE Bi-Annual Discussion with the Independent Police Auditor RECOMMENDATION This Study Session is a bi-annual opportunity for Council discussion with the Independent Police Auditor. There is no recommended action. BACKGROUND AND ANALYSIS This is the study session with the City’s Independent Police Auditor (IPA). It is the first discussion in this calendar year. The previous discussion took place with the City Council on November 14, 2022. Purpose: In the amended contract with the OIR group, it states the following related to the IPA meetings with the City Council: Beginning in the second half of 2021, CONSULTANT shall meet with the City Council two times per year to discuss trends in criminal justice and policing, policy and training matters, recommendations made by CONSULTANT, and other Council concerns. CONSULTANT’S conferences with Council are not for the purpose of elaborating on published reviews of specific incidents and shall not include discussion of personnel matters prohibited by law. Semi-annual conferences shall be scheduled after publication of the CONSULTANT’S report, according to availability of Council and the CONSULTANT. FISCAL/RESOURCE IMPACT No additional funds are needed for this study session. Item 3 Item 3 Staff Report        Item 3: Staff Report Pg. 1  Packet Pg. 8 of 461  STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW APPROVED BY: Item 3 Item 3 Staff Report        Item 3: Staff Report Pg. 2  Packet Pg. 9 of 461  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Community Services Meeting Date: June 12, 2023 Report #:2304-1333 TITLE Approval of Three Contract Amendments to Citywide Landscaping Services Contracts to extend the terms to September 30, 2023 and Increase Compensation as Follows: (1) Amendment No. 1 to Contract with BrightView Landscape Services, Inc. (C18170810A) with an increase of $305,606; (2) Amendment No. 1 to Contract with Gachina Landscape Management, Inc. (C18170810B) with an increase of $19,972; and (3) Amendment No. 2 to Contract with Grassroots Ecology (C18170810C) with an increase of $15,520; CEQA Status – Categorically Exempt 15301 and 15304. RECOMMENDATION Staff recommends that the City Council approve and authorize the City Manager to execute three contract amendments for landscape maintenance services used throughout the City: (1) Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc. with an increase of $305,606 and extend the term three months to September 30, 2023; (2) Amendment No. 1 to Contract No. C18170810B with Gachina Landscape Management, Inc. with an increase of $19,972 and extend the term three months to September 30, 2023; and (3) Amendment No. 2 to Contract C18170810C with Grassroots Ecology with an increase of $15,520 and extend the term three months to September 30, 2023. BACKGROUND The City issued Request for Proposals (RFP) #170810 on December 21, 2017 for landscape maintenance services and habitat restoration. The RFP covered areas and service needs throughout the City, including: A: Medians, Roadside Planter Strips, and Bioretention Basins B: Parking Lots and Parking Garages C: Parks Item 4 Item 4 Staff Report        Item 4: Staff Report Pg. 1  Packet Pg. 10 of 461  D: City Facilities (City Hall, Community Centers, Fire Stations, Libraries, etc.) E: Utility Sub-stations and Well Sites F: Tennis Court Cleaning G: Regional Water Quality Control Plant H: Byxbee Park Vegetation Management I: Habitat Restoration in Foothills Park (now Foothills Nature Preserve) Proposals could be submitted for all, or a portion of the covered areas and service needs listed above. On May 29, 2018 Council approved1 separate contracts with BrightView Landscape Services, Gachina Landscape Management, and Grassroots Ecology for the above work. The term for the five-year contracts covered the period of July 1, 2018 through June 30, 2023. ANALYSIS A new solicitation for the landscaping services was released on April 17, 2023 as RFP 1869092. Staff recommends amending the current contracts with BrightView Landscape Services, Gachina Landscape Management, and Grassroots Ecology to extend each contract for 3 months covering the period of July 1, 2023 through September 30, 2023 and adding funding to each contract. The three-month extensions will allow for continued services during the solicitation process. The scope of work to be performed under the BrightView Landscape Services contract will be for the continuation of landscape maintenance services for medians, roadside planter strips, bioretention basins, parking lots and parking garages, Parks, City Facilities (Libraries, Fire Stations, City Hall, Art Center, Community Centers, etc.), utility sub-stations, well sites, tennis court cleaning, and Byxbee Park Vegetation Management. The scope of work to be performed under the Gachina Landscape Management contract will be for the continuation of landscape maintenance services for the Regional Water Quality Control Plant. Lastly, the scope of work to be performed under the Grassroots Ecology contract will be for habitat restoration work in Foothills Nature Preserve including the removal of invasive weeds and the planting of native plants. While staff solicits for RFP 186909, extending the current contracts for three months will ensure landscape maintenance services continue. 1 Staff Report ID# 9114 https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/reports/city- manager-reports-cmrs/year-archive/2018/id-9114.pdf 2 RFP 186909 on Planet Bids https://pbsystem.planetbids.com/portal/25569/bo/bo-detail/104393 Item 4 Item 4 Staff Report        Item 4: Staff Report Pg. 2  Packet Pg. 11 of 461  FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS •Attachment A: Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc. •Attachment B: Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc. •Attachment C: Amendment No. 2 to Contract C18170810C with Grassroots Ecology APPROVED BY: Item 4 Item 4 Staff Report        Item 4: Staff Report Pg. 3  Packet Pg. 12 of 461  Vers.: Aug. 5, 2019 Page 1 of 4 AMENDMENT NO. 1 TO CONTRACT NO. C18170810A BETWEEN THE CITY OF PALO ALTO AND BRIGHTVIEW LANDSCAPE SERVICES, INC. This Amendment No. 1 (this “Amendment”) to Contract No. C18170810A (the “Contract” as defined below) is entered into as of June 12, 2023, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and BRIGHTVIEW LANDSCAPE SERVICES, INC., a California corporation, located at 4055 Bohannon Drive, Menlo Park, CA 94025 (“CONTRACTOR”). CITY and [CONSULTANT or CONTRACTOR] are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of providing Landscape Maintenance Services, as detailed therein. B. The Parties now wish to amend the Contract in order to extend the Contract term by three (3) months through September 30, 2023 and increase compensation accordingly by Three Hundred Five Thousand Six Hundred Six Dollars ($305,606) from Five Million Eight Hundred Twenty-One Thousand One Hundred Six Dollars ($5,821,106) to Six Million One Twenty-Six Thousand Seven Hundred Twelve Dollars ($6,126,712) as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: Contract. The term “Contract” shall mean Contract No. C18170810A between CONSULTANT and CITY, dated May 29, 2018. a. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 3 “TERM” of the Contract is hereby amended to read as follows: “The term of this Agreement is from July 1, 2018 to September 30, 2023 inclusive, subject to the provisions of Sections R and W of the General Terms and Conditions.” SECTION 3. Section 5 “COMPENSATION FOR ORIGINAL TERM” of the Contract is hereby amended to read as follows: DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 4  Packet Pg. 13 of 461  Vers.: Aug. 5, 2019 Page 2 of 4 “COMPENSATION FOR ORIGINAL TERM. CITY shall pay and CONTRACTOR agrees to accept as not-to-exceed compensation for the full performance of the Services and reimbursable expenses, if any: The total maximum lump sum compensation of dollars ($ ); OR The sum of dollars ($ ) per hour, not to exceed a total maximum compensation amount of dollars ($ ); OR A sum calculated in accordance with the fee schedule set forth at Exhibit C, not to exceed a total maximum compensation amount of Six Million One Hundred Twenty-Six Thousand Seven Hundred Twelve dollars ($6,126,712). CONTRACTOR agrees that it can perform the Services for an amount not to exceed the total maximum compensation set forth above. Any hours worked or services performed by CONTRACTOR for which payment would result in a total exceeding the maximum amount of compensation set forth above for performance of the Services shall be at no cost to CITY. CITY has set aside the sum of Two Hundred Ninety-One Thousand Seven Hundred Forty- Nine Dollars ($291,749) for Additional Services. CONTRACTOR shall provide Additional Services only by advanced, written authorization from the City Manager or designee. CONTRACTOR, at the CITY’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONTRACTOR’s proposed maximum compensation, including reimbursable expense, for such services. Compensation shall be based on the hourly rates set forth above or in Exhibit C (whichever is applicable), or if such rates are not applicable, a negotiated lump sum. CITY shall not authorize and CONTRACTOR shall not perform any Additional Services for which payment would exceed the amount set forth above for Additional Services. Payment for Additional Services is subject to all requirements and restrictions in this Agreement.” SECTION 4. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference: a. Exhibit “A” entitled “SCOPE OF SERVICES, AMENDMENT NO. 1”, AMENDED, REPLACES PREVIOUS. b. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 1”, AMENDED, REPLACES PREVIOUS. c. Exhibit “C” entitled “SCHEDULE OF FEES, AMENDMENT NO. 1”,AMENDED, REPLACES PREVIOUS. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 5  Packet Pg. 14 of 461  Vers.: Aug. 5, 2019 Page 3 of 4 SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 6  Packet Pg. 15 of 461  Vers.: Aug. 5, 2019 Page 4 of 4 SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO _______________________________ City Manager APPROVED AS TO FORM: _______________________________ City Attorney or Designee BRIGHTVIEW LANDSCAPE SERVICES, INC. Officer 1 By:___________________________ Name:________________________ Title:__________________________ Officer 2 By:___________________________ Name:_________________________ Attachments: EXHIBIT “A” entitled “SCOPE OF SERVICES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) EXHIBIT “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) EXHIBIT “C” entitled “SCHEDULE OF FEES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Karine Stuimer SVP Brett Urban, Chief Financial Officer CFO Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 7  Packet Pg. 16 of 461  1 EXHIBIT A SCOPE OF SERVICES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) LANDSCAPE MAINTENANCE PROJECT Including Sections A, B, C, D, E, F, and H Specifications for the services of Landscape Maintenance of City of Palo Alto Neighborhood Parks, Open Space, Medians, Roadside strips, and Bioretention Basins, City Facilities, Utility Sub Stations and Palo Alto Unified School sites. I. GENERAL PROVISIONS The following provisions, where individually applicable, apply for maintenance standards not limited to Landscape Maintenance and any and all other items selected as part of this Agreement. In the event that any of the provisions provided here under GENERAL PROVISIONS are found to be in conflict with or are contradicted by any provision found in the SPECIFICATION REQUIREMENTS listed in Sections A, B, C, D, E, F, and H, the provisions found in the SPECIFICATION REQUIREMENTS listed in Sections A, B, C, D, E, F and H will supersede the GENERAL REQUIREMENTS. II. LOCATION OF PROPERTY The locations of the areas to be maintained are listed in the site maps (attachment A) portions of this contract. These maps provide a general scope of the area(s) to be covered in the agreement. III. SCOPE OF WORK- Landscape Maintenance CONTRACTOR shall provide the highest quality of landscape maintenance services and materials. The CONTRACTOR agrees to provide the highest quality commercially accepted methods, procedures and scientific controls for landscape maintenance. "Scientific Controls" is understood to mean practices based upon recommendations of the University of California, The U.S. Forest Service, or similarly qualified experts; recommendations in University of California Cooperative Extension Publications, Consumer Products Safety Commission Playground Guidelines and information in standard landscape industry references; This shall include the use of proper knowledge, skills, materials and equipment of a timely basis to maintain all areas in a clean, safe, healthy, and aesthetically acceptable manner during the entire term of this contract. The CONTRACTOR agrees to be continuously alert in locating and defining problems and agrees to exercise prompt and proper corrective action. Action times will be prioritized, DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 8  Packet Pg. 17 of 461  2 and low priority items will be given a time line for corrections. Contractor shall communicate to the City, landscape, as well as non-landscape related hazards that are seen while on site. Work requests related to citizen requests or reported hazards to contractor require scheduling with the City’s Field Service Inspectors which will be prioritized dependent on each request. Immediate response may be necessary. The contractor shall furnish landscape maintenance services by qualified site managers and horticulturists to provide a 60-month maintenance program according to maintenance specifications. The provision of such report does not mandate the CITY to extend the Agreement to 60 months. The Contractor's supervisor or representative may be required to report to the Parks Division office, or other designated location, Monday through Friday between 6:30am and 8:00 am, except for holidays, which may fall on these days. The contractor shall report progress to the City of Palo Alto Parks Division on the agreed reporting frequency and schedule. A qualified site manager or superintendent of operations shall represent the contractor in monthly meetings and walk-through inspections with City of Palo Alto staff. The contractor shall furnish all labor, materials, equipment, and on site supervision by qualified site managers who shall provide complete, continuous and expert landscape maintenance services. The contractor shall provide smartphones at minimum to its Account Managers and Leads as a means of field communication to City staff. IV. GENERALREQUIREMENTS A.. Landscape Maintenance: The contractor shall provide the City with a landscape maintenance program at the frequencies called for in the special provisions of this Agreement. The maintenance program is not limited to specifying daily, weekly and monthly landscape maintenance task schedules covering all areas of responsibility specified in this agreement. The maintenance program will be submitted and agreed upon within 30 calendar days following award of this contract. This program and any changes, deletions, or additions therein, if approved by the City, shall become part of this agreement and shall be used by both the contractor and the City of Palo Alto for performance monitoring of contractor obligations. The City’s Project Manager shall receive changes to the schedule at least 24 hours prior to the scheduled time for the work. Failure to notify of a change and/or failure to perform an item or work on a scheduled day may be considered a breach of this contract. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 9  Packet Pg. 18 of 461  3 The Contractor shall adjust their schedule to compensate for all holidays. The contractor will be required to work on specified holidays and weekends as outlined in this Scope of Services. B. Staffing Levels: The Contractor shall maintain a minimum staffing level of 16 full time landscaping maintenance personnel for sections A through F. The contractor is responsible for determining the proper staffing levels above the minimum of 16 full time personnel to meet the scope of services listed in this Exhibit A, including sections A through F. Contract personnel shall remain on site every day, including all rainy days. All contract personnel must pass live scan fingerprinting and TB testing (Tuberculin Skin Test) before being allowed to work on the City and School property. Contractor shall work with City’s Project Manager on obtaining required verification of fingerprinting and TB results. Contractor shall be responsible for performing the live scan fingerprinting and shall be responsible for the live scan fingerprinting and TB costs for their employees. C. Monthly Progress Reports: Upon request, the contractor shall provide the City's Open Space, Parks, and Golf Division with monthly progress reports, based on weekly summary of work performed by location and referenced to the maintenance program. The reports will be due no later than the fifth day of the month following services and is to include the following information: a) Total labor, supervision, and horticultural hours provided at each site. This can be in a spreadsheet format with all applicable sites covered under this agreement. b) Problem areas encountered during the month. c) Monthly chemical application reports for all materials applied by site. This will include location, application date, materials, amount of material applied, etc. This shall be sent to Parks Manager as well as the City’s Environmentalist Specialist, Julie Weiss. d) Any additional reports as directed by the Parks and Golf Division. D. Inventory/Safety Data Sheets Within thirty days of the effective date of this agreement, the contractor will submit to the City a list of all chemicals (fertilizers, pesticides, cleansers etc.) that will be used by the contractor on the sites, together with the required SDS (Safety Data Sheets). SDS and product labels shall be in applicator's vehicle at all times in accordance with California Department of Pesticide Regulations. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 10  Packet Pg. 19 of 461  4 E. Extra Projects/Landscape Upgrades: All extra projects shall require the submission of a Project Proposal Form or a Work Order Authorization Form. If the contractor does not have available such a form, a mutually agreeable format will be developed. On any extra project or landscape upgrade, the City reserves the right to obtain competitive bids or quotations. F. Management Philosophy: The contractor shall take a pro-active approach in correcting problems within the contractors’ span of responsibility and control. Other problems and suggestions for improvements, both short and long term, must be submitted promptly to the City for appropriate action. G. Public Image and Etiquette: Contractor employees shall wear company uniforms, which consist of long pants and shirts with company name and individual’s name on the shirt. The contractor’s staff when needed will utilize rain gear, rain boots, safety shoes, and other safety equipment. All contracted employees while on the site shall exhibit a clean, neat professional appearance. Contractor’s equipment and vehicles shall also be professional in appearance, exhibit the company name and phone number, and be well maintained for safe operation. All Contractors’ vehicles must display a placard, legible from a distance of 10 feet, with the following language: (Name of Landscape Contractor) City of Palo Alto, Landscape Maintenance Contractor Questions/Comments Contact: (650) 496-6962 H. Authorization Required to Begin Work The Contractor shall begin work only after receiving written notice to proceed from the City’s Open Space, Parks and Golf Superintendent or Open Space, Parks, and Golf Division Manager. V. TERM OF AGREEMENT The services to be performed under the Agreement shall commence on July 1, 2018 and shall be completed by June 30, 2019 for first year of contract, July, 1 2019 and completed June 30, 2020 for the second year, July 1, 2020 and completed June 30, 2021 for the third year of contract, July 1, 2021 and completed June 30, 2022 for the fourth year of the contract and July 1, 2022 and completed June 30, 2023 for the fifth year of the contract and July 1, 2023 and completed September 30, 2023 for the sixth year of the contract. Funding after Year 1 is subject to funding approval on an annual basis. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 11  Packet Pg. 20 of 461  5 VI. GENERAL CONDITIONS A. Permits/Parking The Contractor shall be issued a free maintenance permit from the City's Department of Transportation. This will allow the Contractor's crews to use City parking facilities at no charge during the term of this contract and only while doing landscape maintenance work for the City's Open Space, Parks and Golf Division. Contractor shall follow all parking restrictions throughout the City. B. Payments and Inspection Payment will be made for work satisfactorily completed as called for in this Agreement. The City's Representative shall inspect and notify the Contractor of any unsatisfactory work. Unsatisfactory work shall be corrected by Contractor within 24 hours. Contractor or Contractor's representative shall meet with a representative from the City at least once a month during the life of this contract to inspect Work performed. The Contractor shall bill the City by the 5th of the month following service. Electronic invoicing is preferred. The City will pay the Contractor on a monthly basis for labor, equipment and materials provided during the monthly billing period for each section of the contract. C. Property Damage Any private or City property damaged or altered in any way during the performance of the work under this contract shall be reported promptly to the City's representative, and shall be rectified in an approved manner back to its former condition, prior to damage, at the Contractor's expense. 1. Any hazardous conditions noted, or seen, by the Contractor that has occurred by any means other than during the performance of the Contractor's work, whether by vandalism or any other means, shall be promptly reported to the City’s Representative. 2. The Contractor is responsible for securing any immediate hazards with caution tape, safety cones, or barricades until a City Representative arrives to the location. D. Safety Contractor agrees to perform all work outlined in the Agreement in such a manner as to meet all accepted standards for safe practices during the maintenance operation and to safely maintain stored equipment, machines, and materials or other hazards consequential or related to the work; and agrees additionally to accept the sole responsibility for complying with all City, County, State or other legal requirements including, but not limited to, full compliance with the terms of DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 12  Packet Pg. 21 of 461  6 the applicable O.S.H.A. and CAL E.P.A. Safety Orders at all times so as to protect all person, including contractor employees, agents of the City, vendors, members of the public or others from foreseeable injury, or damage to their property. The Contractor shall be responsible for securing traffic control and safety regulations as related to any City, State, or County requirements while working on medians and/or roadside strips (please refer to the following links for additional information, http://www.dot.ca.gov and/or www.osha.gov). The design and operation of work zone traffic controls must comply with U.S. Department of Transportation/Federal Highway Administration guidelines. Contractor shall cooperate fully with City in the investigation of any accident, injury or death occurring on city property, including a complete written report thereof to the Project Manager within twenty-four (24) hours following the occurrence. E. Use of Sanitary Landfill The Contractor shall at their sole expense load, haul and deposit all rubbish, debris and green waste in compliance with applicable provisions of Palo Alto Municipal Code Chapter 5.20. Depending on the situation, this may include utilizing a transfer station located at the City of Sunnyvale or another means of removal at the Contractor’s expense. Contractor may be able to use onsite dumpster for garbage and/or recycling only with approval of the Field Service Inspectors and/or Project Manager. All clippings and trimmings must be composted. Contractor shall use City’s garbage service contractor for all solid waste and mixed recycling materials (PAMC Title 5 Health and Sanitation, Chapter 5.20). Clippings trimmings, cuttings generated by the Contractor that cannot be used as mulch shall be promptly removed from the work site at the end of the same day the work is performed. Dumpster shall not be used at sites unless approved by Field Service Inspectors and/or Project Manager. F. Project Hours of Operation The Contractor’s hours of operation shall conform to the hours of 6:00 a.m. and 5:00 p.m. during the life of the contract. The Contractor’s hours of operation shall conform to the hours of 9:00 a.m. and 3:00 p.m. for medians and roadside strips. Hours of operation in the University and California Avenue Business District are an exception. Cleaning equipment, when used in public streets in business districts shall be allowed during the hours of 10:00 pm and 7:00 am, Monday through Friday, providing no such piece of equipment shall produce a noise level that exceeds 70 dB measured at a distance of 25 feet. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 13  Packet Pg. 22 of 461  7 Any other exception shall only be authorized with prior approval of the City’s Project Manager. G. City Truck Route Ordinance The Contractor and any subcontractor or supplies shall at all times comply with the requirements of the City Truck Route Ordinance at Palo Alto Municipal Code (PAMC) Chapter 10.48. H. City Noise Control Ordinance The Contractor and any subcontractor shall at all times conform their operations to the requirement of the City of Palo Alto Noise Ordinance (PAMC, Chapter 9.10) Contractors shall not utilize fuel powered leaf blowers. Contractors shall only use electric and/or battery operated leaf blowers throughout this entire contract. I. Spare the Air Days The Contractor must comply with regional “Spare the Air” recommendations on designated “Spare the Air Days” that occur throughout the year. At a minimum, no gasoline powered equipment shall be used after 10 a.m. on “Spare the Air Days”. The City’s Field Service Inspectors and/or Project Manager will notify the contractor when a “Spare the Air” alert has been designated. The Contractor must coordinate work schedules to accommodate “Spare the Air” recommendations. J. Materials All materials shall be provided by the Contractor and shall be the highest quality available. Commercial fertilizers and pesticides shall bear the manufacturer's label and guaranteed analysis. The Contractor shall have SDS sheets for all chemicals available upon request. The City’s Field Service Inspectors and/or Project Manager must approve all materials. The City reserves the right to contact any vendor directly, if the contractor fails to meet scheduled deadline given by Field Service Inspectors and/or Project Manager within Exhibit A. 1. Water is to be furnished by the City. 2. Fertilizer shall be a complete, seasonably appropriate organic (OMRI certified) granular fertilizer furnishing the required percentage of nitrogen, phosphoric acid and potassium to keep lawns, trees, shrubs and other plants in a healthy and vigorous growing condition at all times. For acidic loving plants (Camellia’s, Rhododendron’s, Azalea’s, etc) an organic acidic fertilizer shall be used. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 14  Packet Pg. 23 of 461  8 If there arises a question as to the need for application of fertilizer or the formulation of a fertilizer, soil samples shall be taken from locations specified by the City's representative. They shall be analyzed by a licensed soil analyst at the Contractor's expense and the results and recommendations for the formulation and rates of applications of a complete fertilizer shall be submitted to the City's representative. Contractor shall formulate and apply the fertilizer as per the recommendations of the soil analyst. If the application of iron, zinc or other trace minerals is recommended by the soil analyst or by a recognized plant pathologist to correct a specific soil deficiency, it shall also be applied according to these recommendations at the Contractor's expense. 3. Pesticides shall be of the highest quality obtainable, brought to the job site in the original manufacturer's containers, properly labeled with guaranteed analysis. Any necessary permits, recommendations, etc. shall be the responsibility of the Contractor. 4. Plant materials shall be of the highest quality, displaying a healthy appearance and of a size relevant to their container size. The City’s Field Service Inspectors and/or Project Manager must inspect and approve all plant materials prior to planting. 5. Turf seed shall be of the highest quality available, industry recognized, and approved by the City’s Field Service Inspectors and/or Project Manager prior to application. 6. Plant stakes, ties, guy wires shall be of materials to match those existing on the site or approved equal. K. Shrub, Tree and Ground Cover Care Maintain all shrubs and all ground cover in a healthy growing condition by performing the following operations and other work incidental thereto: 1. Water Management - Water to establish moisture to the full depth of the root zone. Watering shall be done in a manner to avoid erosion, excessive runoff, puddles, or creation of a waterlogged soil condition. Hoses and portable sprinklers shall be used to supplement the sprinkler system where necessary to ensure complete coverage. 2. Pruning and Trimming A. Pruning and trimming shall he done by qualified, trained professional personnel. Documentation of training and experience shall be given to City’s Project Manager upon request for each employee. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 15  Packet Pg. 24 of 461  9 B. Excessive pruning or stubbing back shall not be permitted. C. All pruning cuts shall be properly made: They shall be cleanly cut with no tearing of the bark. D. The Contractor is responsible for replacing, at their cost, any damage to plant materials caused by excessive pruning, improper pruning techniques, poor equipment, etc. E. All dead or damaged branches shall be removed immediately from shrubs and ground covers. Any dead or damaged branches located in trees shall be secured (either by the means of caution tape, cones, or barricades) and reported to City’s Field Service Inspectors and/or City Project Manager. F. Pruning and trimming of shrubs and ground cover shall be done as needed, and/or requested by Field Service Inspectors, to achieve the following: 1. To cut back branches that are rubbing on walkways, fences and impairing or posing a safety hazard to pedestrians, bicycles, or vehicles. Contractor shall not prune any tree branches. 2. To maintain desired shape of plant material. 3. To maintain proper maintenance on plant material. 4. To remove dead branches, diseased sections of shrubs, spent flowers, etc. G. Staking Plant Material Maintain and replace stakes and plant ties with equal material. Maintain and replace plant ties to provide support without chafing of bark. Plant ties shall be loosened accordingly to avoid chafing of bark. Additional stakes and/or guys shall be placed from time to time to correct misshaping caused by wind. Stakes and guys shall be removed upon request of City’s Field Service Inspectors and/or Project Manager. 3. Flower beds and perennial areas shall be raked, cultivated, and pruned/dead-headed as needed, but no less than once per week. 4 Ground cover along curbs must be kept within curb and height trimmed as needed. 5. Ivy ground cover shall be mowed with a composting mower once a year in DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 16  Packet Pg. 25 of 461  10 the winter as scheduled by City’s Field Service Inspectors and/or City’s Project Manager. Areas are to be determined by City’s Field Service Inspectors. Most ivy/ground cover areas have irrigation, primarily fixed risers. The City shall flag all irrigation components prior to ivy mowing. The contractor is responsible for repairing any damage to the irrigation system due to negligence. 6. Tree Pruning/Maintenance a) No tree pruning shall be performed to any trees at any site in this Agreement unless authorized by Field Service Inspector and/or Project Manager. b) All trees that measure below the A.D.A height requirement of 84” above ground level shall be reported to City’s Field Service Inspectors and/or City Project Manager. Field Service Inspectors and/or Project Manager will schedule the tree pruning with City’s Public Works Tree Department. c) Suckers located at the base of each tree shall be removed by trained employees, limited to only using hand pruners. City contractor will designate employees that have been trained to perform this duty and have been trained by City Staff to perform this duty. Hedge trimmer, line trimmer, herbicides or any other type of mechanical or chemical mechanism shall not be used to remove or control suckers. d) Tree volunteers shall be removed at first sight. These volunteers shall be removed before reaching 4ft in height, but are preferred to be removed by 2ft. If the height exceeds 4ft, tree volunteer shall be reported to Field Service Inspectors and/or Project Manager for proper postings and removal process through Public Works Tree’s Department. e) Contractor shall keep tree wells weed free and mulched with a 3” deep layer to assist in suppressing weeds in Parks, Medians, and City Facilities. A post emergent, RoundUp Pro Max may be used to assist in controlling weeds in medians and City Substations, unless it is listed as a pesticide free site. A California licensed and qualified applicator must apply any herbicide in a manner consistent with the SDS, label, and California Department of Pesticide Regulation to avoid DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 17  Packet Pg. 26 of 461  11 overspray to the tree trunk, leaves, or non-target vegetation. Tree well diameters may vary dependent on location, size, and drip line of trees. A minimum of a 6ft in diameter, or 3ft in all directions from the tree trunk shall be maintained unless otherwise directed by Field Service Inspectors and/or Project Manager. VII. INTEGRATED PEST MANAGEMENT (IPM) and SUSTAINBLE LANDSCAPING The City of Palo Alto has an award winning IPM program and received Department of Pesticide Regulation IPM Innovator Award in 2003 and 2011. The City’s IPM policy and practices have improved pest control and plant health and reduced staff and environmental exposure to pesticides. Total pesticide use from 2013 to 2016 was reduced to an average of 105 pounds per year, a reduction of 73% since 2001-2007.The City prioritizes maintaining site conditions to maximize plant health to minimize pests. Preferred pest management techniques include: using California native plant species or varieties that resist pests; plant selection, pruning, fertilizing, and irrigation practices that reduce pest problems and disease and selecting the least toxic chemical control options for pest management as a last resort. The City also maintains 18 pesticide-free locations which include: 1) Bol Park 2) Boulware Park 3) El Palo Alto Park 4) Flood Basin (excludes aquatic portions) 5) Hopkins Creek Side Parquets 6) Monroe Park 7) Sarah Wallis Park 8) Scott Park 9) Terman Park 10) Ventura Park 11) Adobe Creek Substations 12) Animal Services 13) Children’s Theater 14) Hale Well Substations DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 18  Packet Pg. 27 of 461  12 15) Matadero Well Station 16) Mitchell Park Library and Community Center 17) Water Quality Control Plant 18) San Francisquito Creek Pump Station (excludes aquatic portions) The Contractor must: 1. Minimize pesticide use and to favor least-toxic pesticides when chemical use is needed; 2. Utilize IPM and BayFriendly/Rescape expertise; 3. Within 45 days and annually on the anniversary of this agreement, the Contractor shall submit to the City's Open Space, Parks and Golf Division an Integrated Pest Management Plan that complies with the City of Palo Alto IPM policy, goals and specifications outlined in this RFP. This IPM program shall be reviewed annually for updates and modifications with Open Space Parks and Golf Division staff. Frequent and thorough site inspections, on foot, will be needed to ensure no major infestations occur. The first priority in addressing pests will be to conserve naturally occurring beneficial insects through the use of selective applications of the least toxic effective materials; 4. Contractor shall provide any SDS sheets of chemicals that will be utilized; 5. The City’s contractor must comply with the City’s Municipal Regional Storm Water Permit requirements to avoid pesticide runoff to creeks and San Francisco Bay. The contractor will be required to: a) submit the Contractor Pesticide Use Log in Excel format to the City’s Project Manager within ten business days upon request (usually requested annually in December). The Excel form will be provided by the City and include specific date and application information. This information is used in the City’s annual Pest Management and Pesticide Use Report (the City is required to DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 19  Packet Pg. 28 of 461  13 report the total quantity of the active ingredient used as a permit condition and requires additional information beyond County Agricultural pesticide use reporting requirements). b) agree to permit provisions that require a City of Palo Alto Project Manager or Watershed Protection Manager to periodically shadow work to confirm that pesticide applications conform with pesticide practices outlined in the contract; c) prohibit company use of any of the following pesticides without written permission from the City’s Project Manager: • Carbamates including: aldicarb, carbaryl, propoxur, oxamyl and terbucarb • Diamides including:Broflanilide, chlorantraniliprole, cyantraniliprole, cyclaniliprole, cyhalodiamide, flubendiamide, tetraniliprole • Diuron; • Indoxacarb; • Organo-phosphates including: chlorpyrifos, diazinon, and malathion; • Pyrethroids (allethrins, bifenthrin, cyfluthrin, cyhalothrin, cypermethrin, cyphenothrin, deltamethrin, esfenvalerate, etofenprox, flumethrin, imiprothrin, metofluthrin, momfluothrin, permethrin, prallethrin, resmethrin, sumethrin [d-Phenothrin], tau-fluvalinate, tetramethrin, tralomethrin); • Neonicotinoids: acetamiprid, clothianidin, dinotefuran, imidacloprid, imidaclothiz, nitenpyram, nithiazine, paichongding, thiacloprid, and thiamethoxam. d) Provide a list in advance of herbicides or other pesticides that are proposed for use for pre-approval by the City’s Watershed Project Manager/IPM Coordinator. The list must include the product name, active ingredient and EPA ID number. All chemicals must be approved for use prior to application. 6. Demonstrate in the proposal how weed control is maximized prioritizing non-chemical weed management techniques. City of Palo Alto relies on weed prevention as its first line of defense using thick mulches to suppress weeds, mowing, hand removal, weed flower and seed removal, sheet mulching and least toxic chemical control as a last resort. Using these strategies, the City of Palo Alto has reduced herbicides by as much DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 20  Packet Pg. 29 of 461  14 as 89% compared to highest use years. For the properties listed in this Agreement, the City Palo Alto only uses herbicides in spot treatments (applying the herbicide to each weed) in the following situations: a) In select planter beds, fence lines, or cracks in hardscapes as needed–typically two times per year; b) to control invasive weeds that can overtake native plants; c) to control weeds such as thistles and foxtails which harm dogs and trail users. 7. Contractor shall comply with all California Department of Pesticide Regulations when applying any pesticide. 8. Use only OMRI Certified Fertilizers, unless otherwise approved by City’s Project Manager; A. Pest control shall be done only by qualified, trained personnel, under the supervision of a State licensed pest control operator, using materials approved by the City’s Field Service Inspectors and/or Project Manager. The pesticide application shall be done with extreme care to avoid any hazard to any person, pet, or wildlife in the area or adjacent areas, or any property damage. Application shall be in strict accordance with all governing regulations. The Contractor must provide, within 30 days of the Notice to Proceed, their Pest Control Operators License, and the names and license/certification numbers of any individuals responsible for or applying pesticides in accordance with this agreement. Upon request by Field Service Inspectors and/or Project Manager, contractor shall supply the City an updated list of employees that have received the yearly Herbicide Application Training requirement per California Department of Pesticide Regulation. B. All pest infestations shall be reported to the City’s Field Service Inspectors and/or Project Manager. The Project Manager prior to application shall approve all pesticides applications. Records of all pest control operations stating dates, locations, times, methods of application, chemical formulations, applicators names and weather conditions shall be made and retained in an active file for a minimum of three (3) years. C. Rodent Control- Contractor shall control gophers, moles and other rodents causing damage to City Property under the site area of responsibility using trapping only. Rodenticide shall not be used. In the event of visible evidence of such pests, DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 21  Packet Pg. 30 of 461  15 contractor will restore the area to its proper condition if the damage is current and prevention is within the contractor's control. D. All chemicals requiring a special permit for use must be registered with the county Agricultural Commissioner's Office (CDPR) and a permit obtained with a copy to the Parks Open Space, and Golf Division. E. All regulations and safety precautions listed in the "Pesticide Information and Safety Manual, published by the University of California and the Pesticide Safety Information Series (PSIS) published by the California Department of Pesticide Regulation shall be adhered to. F. Spraying is not permitted during heavy traffic (vehicle, bicycle, or pedestrian) periods or when winds create uncontrollable material drift and/or exceeds 5mph and/or as directed per chemical label. The Field Service Inspector and/or Project Manager will permit no spraying without prior approval and have the ability to permit no spraying if he/she believes one of the above is in violation. Contractor is to contact Field Service Inspectors for ideal times to spray certain sites when traffic is at its minimum to avoid conflicts with Park users. G. Pesticide Use in Parks and City Facilities Currently all Parks and City Facilities shall be treated as Pesticide Free. However, if a new herbicide is approved for use in California, with City’s approval, there may be flexibility to use that herbicide at certain sites. Regardless of any City approved pesticides, no pesticide may be used within 100 feet of any playgrounds and creeks at ALL sites. H. Pesticide Free Sites- No pesticides of any kind shall be used on designated Pesticide Free Sites. Pesticide Free sites are listed below: Pesticide Free Parks 1) Bol Park 2) Boulware Park 3) Cameron Park 4) El Palo Alto Park 5) Flood Basin (excludes aquatic portions, no fertilizers used on turf as well) DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 22  Packet Pg. 31 of 461  16 6) Hopkins Creek Side Parquets 7) Monroe Park 8) Sarah Wallis Park 9) Scott Park 10) Terman Park 11) Ventura Park 12) Werry Park Pesticide Free City Facilities 1. Adobe Creek Substations 2. Animal Control Services (this includes no fertilizers on turf areas) 3. Children’s Theater 4. Hale Well Substation 5. Matadero Well Station 6. Mitchell Park Library and Community Center (includes green roofs and green wall) 7. Water Quality Control Plant (please see Section H for scope) 8. San Francisquito Creek Pump Station (excludes aquatic portions) 9. All Community Gardens I. Temporary notice shall be posted during and after a City location within this scope (excludes Pesticide-free Parks) has been sprayed. All areas sprayed shall be flagged and signed until the chemical has completely dried according to product label and/or SDS. Signs shall be provided by City upon the request of the contractor. J. Contractor shall replace any plant material that has suffered severely due to lack of proper pest management techniques and/or overspray of chemical (pesticides, herbicides, etc), if such pest control is possible and practicable DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 23  Packet Pg. 32 of 461  17 K. All treated areas must be posted and monitored during and after pesticide application until material has settled and treatment area is completely dry accordingly to product label, SDS, and California Department of Pesticide Regulations. No unprotected person, pet, or wildlife may enter a treated area until all re-entry intervals have been satisfied. Contractor shall comply with all California Department of Pesticide Regulations laws when applying any pesticide within the scope of this Agreement. L. Weeding All areas, including but not limited to: shrub beds, flower beds, groundcover beds, tree wells, paved areas, sidewalks, cracks, stairways, pavers, expansion joints, decomposed granite paths, picnic areas, playgrounds, under bleachers/benches, shall be kept maintained at an acceptable level. An acceptable level for weeds shall be viewed as the following: *Weed tolerance shall not exceed 10% of each site. *Weeds shall not exceed a height of 6” Weeds shall be removed whenever the appearance becomes unsightly or when requested to do so by City’s Field Service Inspectors and/or Project Manager. M. Fertilization Fertilize all shrub, ground cover, and planter bed areas three times a year with an OMRI certified granular organic fertilizer. Fertilize trees as requested by City’s Field Service Inspectors and/or Project Manager or City’s Public Works Tree’s Department, not to exceed twice per year with organic fertilizer specified for Tree’s. Fertilizer shall be applied in the spring, summer and in the fall to all sites. N. Replacement of Material Remove dead and damaged plants and replace with material of equivalent size, condition and variety, subject to approval and purchase owner’s representative. Labor shall be provided by the Contractor in a timely manner. Plant material shall be provided by the City's Open Space, Parks and Golf Division unless damaged is caused by Contractor’s negligence (i.e. chemical damage, mechanical damage, water stress.) Damage not resulting from Contractor's negligence, such as vandalism, vehicle, or weather shall be reported promptly to the City’s Field Service Inspectors and/or Project Manager. The City will provide all necessary materials. Labor shall be provided by the Contractor in a timely manner. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 24  Packet Pg. 33 of 461  18 Contractor shall inspect all sites prior to the contract and contact Field Service Inspectors and/or Project Manager with any concerns in regards to the condition of plant material. O. Nurturing Soil Health: Leaf drop shall become part of the mulch layer in the trees, shrubs or groundcover areas in an attractive manner and away from high traffic areas. Leaf drop shall not be allowed to enter storm drains. P. Mulch shall be maintained under all trees and shrubs and on bare soil with a minimum 3-inch layer or organic material. To the greatest extent practicable, CONTRACTOR shall not procure mulch products that originate from forest products. When possible CONTRACTOR shall give preference to mulch products that are produced on-site, or from regionally generated plant debris including that made at the City of Palo Alto. Mulch shall be provided by City’s Public Works Tree’s Department. All labor costs in regards to, but not limited to spreading, transporting, and maintaining the mulch shall be covered by the Contractor. VIII. TURF MAINTENANCE A) The following turf maintenance guidelines apply to all turf areas included in this agreement (unless otherwise specified). Turf shall be maintained areas in a healthy, safe, and aesthetically pleasing condition by performing the following operations and other work incidental there to: a. Mowing - All turf areas are to be mowed once a week. An additional weekly mowing may be requested due to weather conditions, special events, and growth flush after fertilizing. Mower settings are to be at 2” to 3" in height, depending of turf variety. All clippings shall be removed when unsightly and requested by the City’s Field Service Inspectors and/or Project Manager or be mulched using mulching blades dependent on the amount of clippings. All turf areas at each site must be mowed on same day. b. Playing Fields shall be mowed twice per week May through September. Playing Fields are only the area of turf where a sports DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 25  Packet Pg. 34 of 461  19 league may use the field for a sport activity. Please refer to Section B, Playing Fields Maintenance Procedures for details. c. Aerification - All turf areas are to be aerified twice a year, Spring (by the end of May) and Fall (by the end of October). Core size shall be at least 3/4" in diameter and 3" - 4" in depth and aerated in two directions. Hydraulic and/or gas aerators may be requested by Field Service Inspectors if depth is not being met. Cores do not need to be removed. d. Playing Fields shall be aerated once per month May through September. Please refer to Section B, Playing Fields Maintenance Procedures for details. e. City staff shall flag/mark irrigation system heads, valve boxes, and quick couplers. Contractor shall notify City Staff of aerification scheduling minimum of two days prior to start of aerification. Contractor is responsible for repairing any damage caused by aerification equipment. This includes but not limited to, irrigation boxes, quick couplers, sprinkler heads, valves, etc. f. Edging - All turf edging shall be edged at least once per month. Examples of edges: along pathways, walkways, around shrubs, trees, sprinklers heads, valve boxes, mow bands, curbs, benches, light poles, or any other fixed object. HERBICIDES SHALL NOT BE USED AS AN EDGING TOOL. Care must be taken not to damage trees, shrubs, or any other fixed object with edging equipment. String trimmer damage to trees and roots will not be tolerated. g. Grub/Larvae Control – Contractor shall keep all turf areas free of grubs and larvae. Damage caused by grubs and larvae shall be re- seeded with an approved turf seed. Grub and larvae species including, but not limited to, Australian Sod Fly, Bermuda grass Mite, Billbugs, Cutworms, Armyworms, Ground Pearls, Lawn moths, Sod webworms, White Grubs. City may have an approved insecticide that can be used to control grubs/larvae. Please DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 26  Packet Pg. 35 of 461  20 contact the City’s Field Service Inspectors or Project Manager for the approved products. h. Fertilizing turf shall be done three times annually early Spring (by the end of March), late Spring early Summer (by the end of May), Fall (by the end of October) using 6 pounds per 1,000 square feet, using OMRI approved NatureSafe 10-2-8 all seasons organic fertilizer (or approved equal) at a rate of 1.0 pound of actual nitrogen per 1,000 square feet. i. Playing Fields shall be fertilized once per month May through September. Please refer to Section B, Playing Fields Maintenance Procedures for details. j. Safety hazards must be addressed immediately. Fill holes in turf areas immediately, regardless of cause, as they develop with sufficient soil to prevent tripping hazards. Soil shall be provided by City unless due to Contractors neglect, then Contractor shall supply soil. k. Contractor shall re-seed small bare areas, not to exceed 200 sq. feet per park, on a monthly basis using materials and methods approved by the City’s Field Service Inspector and/or City’s Project Manager. These methods shall consist of the same materials used for turf renovations as specified in this contract. l. Playing Fields shall be slit seeded once month May through September Seed variety shall be approved by Contract Manager and/or Field Service Inspectors. Please refer to Section B, Playing Fields Maintenance Procedures for details. m. Turf Sweeping – The contractor shall sweep turf areas manually or mechanically at the request of the City’s Field Service Inspectors or City’s Project Manager. Sweeping will be requested to remove or disburse excess turf clippings or leaves. Requests will be more DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 27  Packet Pg. 36 of 461  21 frequent during the fall season, after wind related events, and skipped mowing intervals by the Contractor. B) Playing Fields Maintenance Procedure The contractor shall apply Playing Field Maintenance Procedures to the following sites May through September per each year of contract: 1) Cubberley Community Center 2) Briones Park 3) Eleanor Park 4) Peers Park 5) Hoover Park 6) Mitchell Park 7) Ramos Park 8) Rinconada Park 9) Robles Park 10) Seale Park 11) Ventura Park a. All playing fields shall be mowed twice per week. Mower settings are to be at 2” to 3" in height, depending of turf variety. b. Playing field turf areas shall be aerated using a conventional slicing/shattering tines drum aerator similar to the Aerway slicing aerator. This will be completed by aerating in one direction. All sprinklers, quick couplers, or other impediments shall be flagged by City staff before this procedure is initiated. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 28  Packet Pg. 37 of 461  22 c. All playing fields shall be slit seeded once per month. Seeding rates shall be 20% Bluegrass and 80% Perennial Rye grass, or approved equal. Contractor shall provide Bermuda seed upon request of the Field Service Inspectors. Field Service Inspectors shall approve Bermuda type prior to seeding area. Seed varieties must be industry recognized for quality and approved by City’s Field Service Inspectors and/or City’s Project Manager. Both seed varieties shall be applied uniformly, either by mixing or separate applications of 250 lbs per acre in total. d. Contractor shall provide verification of seed varieties (seed label tags) and quantities (shipping tags) during and after each area of renovation. Contractor will document all procedures and provide a daily diary of grow- in activities. e. Field areas will be fertilized using “starter” type fertilizer (15-15-15) to enhance germination and initial seed vigor. Fertilizer is to be evenly distributed at 10 pounds per 1,000 square feet. Areas shall be fertilized after each slit seeding has been completed. f. City shall furnish water and all watering schedules. Contractor shall report watering concerns to Watering Manager (Miguel Chacon) throughout grown-in period. C) Soccer Field/Turf Renovation Procedures a. Orange snow fencing (6ft high portable chain link fence shall be used for Cubberley Community Center) shall be installed to isolate the soccer field renovation area from use or encroachment by the general public. Fence opening shall be locked using the contractors lock and City’s corbin lock, linked together. b. A minimum of four signs (additional signs may be requested) must be provided in a Who What Where Fact sheet format. Who What Where Fact sheet template can be given to contractor as requested. Fenced area shall be placed in a manner not to interfere with irrigation system DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 29  Packet Pg. 38 of 461  23 watering the newly renovated area. Contractor shall be responsible to maintain the fencing throughout the renovation period. c. If necessary and upon approval of Field Service Inspectors, the field shall be treated with a post emergent (RoundUp Pro Max) material to eliminate weed infestations and competition with the materials to be planted. d. Turf areas shall be scalped mowed down to approximately 1" or less in height. Excess clippings shall be vacuumed or finely swept up and disposed. e. All turf areas will be double aerated using either a conventional drum aerator or a pull behind mechanical hydraulic and/or gas tine aerator. This will be completed by aerating in two perpendicular directions. All sprinklers, quick couplers, or other impediments shall be flagged by City staff before this procedure is initiated. Core size shall be 3/4" diameter minimum, using a deep hollow tine aerator to a depth of 3" to 4”. The turf areas shall be dragged afterwards to break up the cores. f. After aerating, fields shall be dragged with a drag mat to break the cores down to level and fill and low areas. After dragging has been completed, holes or low spots greater than 1" in depth are to be filled with a of Topdressing mix (40% sand, 20% organic compost (1/4” minus), and 40% loam) or approved equal by Field Service Inspector/Project Manager. g. The goal is to level the field and eliminate low spots and bumpy areas to create a consistent and even playing field (25 yards per full size soccer field is an estimated amount needed to achieve this result) The Contractor must provide a sufficient amount of soil to achieve the desired field grade. Field Service Inspector and/or Project Manager shall provide the final amount of topdressing mix needed. h. 100 yards of PRZ Mix (70% TD-320 sand, 30% organic compost (1/4” minus, shall be free/screened of rocks, trash, clumps, and other debris) or DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 30  Packet Pg. 39 of 461  24 approved equal shall be top dressed on each soccer field and material shall be dragged into the aeration holes. i. After leveling and dressing fields, fields shall be slit seeded in two directions. Seeding rates shall be 20% Bluegrass and 80% Perennial Rye grass (Fiesta 4), or approved equal. Contractor shall provide Bermuda seed upon request of the Field Service Inspectors. Field Service Inspectors shall approve Bermuda type prior to seeding area. Seed varieties must be industry recognized for quality and approved by City’s Field Service Inspectors and/or City’s Project Manager. Both seed varieties shall be applied uniformly, either by mixing or separate applications of 250 lbs per acre in total. If the maximum discharge rate on the slit seeder does not meet the application rates, broadcast seeding will be allowed after the above procedures have been completed at the maximum rate setting. j. Broadcast seeding shall be used to seed large bare areas where slit seeding would not be ideal to use. Upon completion of the drill seeding/broadcast seeding procedure, fields shall be dragged in two directions to set the seed in the soil and into the holes. k. Field areas will be fertilized using “starter” type fertilizer (15-15-15) to enhance germination and initial seed vigor. Fertilizer is to be evenly distributed at 10 pounds per 1,000 square feet. l. Field areas will be top-dressed using a top dresser to evenly distribute material (not to be spread by hand) with a 1/4" inch layer of top dressing material, which shall be organic compost (1/4” minus, shall be free/screened of rocks, trash, clumps, and other debris), . Field Service Inspectors shall approve compost prior to top-dressing. m. Contractor shall be responsible for grow in of the renovated areas. This includes multiple daily irrigation(s) as necessary to provide optimum moisture conditions for turf germination (this includes weekends and holidays). The grow in period shall be not less than 15 days for preliminary germination of the ryegrasses. After this period, soil DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 31  Packet Pg. 40 of 461  25 conditions will be kept at a moisture level sufficient for development and germination of the bluegrass seedlings, which is normally 25-30 days. Mowing may occur as necessary during this period. An expected germination and establishment rate of 95% of all seedlings is required. n. Contractor shall provide verification of seed varieties (seed label tags) and quantities (shipping tags) during and after each area of renovation. Contractor will document all procedures and provide a daily diary of grow- in activities. o. Soccer field and turf renovation shall be completed within 10 working days after the date upon which notice to proceed is issued by Field Service Inspectors or Project Manager. p. City shall furnish water and all watering schedules. Contractor shall report watering concerns to the Irrigation Manager throughout grown-in period. IX. GENERAL MAINTENANCE AND CLEANUP The following general maintenance and clean up guidelines apply to all areas included in this agreement. A. All clippings, trimmings, cuttings generated by the Contractor shall be promptly removed from the work site at the end of the same day the work is performed. Dumpsters shall not be used on the sites unless approved by Field Service Inspectors and/or Project Manager. B. All areas covered by this Agreement, including but not limited to: areas around shrubs and trees, non-landscaped islands, sidewalks, patios, planter beds, curbs and gutters shall be kept free from weeds, litter, non-ornamental rocks, glass and debris. Debris including, but not limited to: paper litter, leaf and plant debris, household furniture, household appliances, cardboard, cigarette butts, shopping carts (shall be returned to local business on same day), animal feces, biohazards (human feces, hypodermic needles), illegal drug paraphernalia, and vehicle parts. The Contractor shall provide its employees’ OSHA approved environmental, health and safety training to ensure compliance with all federal, state, and local laws or regulations. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 32  Packet Pg. 41 of 461  26 C. Paved areas in all sites, including play and picnic areas, shall be swept and cleaned of any dirt, debris, weeds, litter or soils. D. Picnic Area: All Tables, benches and barbecue pits shall be kept cleaned. BBQ pits debris shall be removed twice weekly, Mondays and Fridays year round. Picnic area tables, BBQ pits and benches shall be scrubbed and washed using a biodegradable cleanser. E. All sand areas including sand volleyball courts shall be kept raked and cleaned of any debris. Sand shall be furnished by Contractor on an “as-needed” basis, type to be determined by Field Service Inspectors. F. All parks shall be inspected by contractor for glass and other safety hazards by 10:00 a.m. on a daily basis. G. All decomposed granite pathways must be raked and not blown where indicated by the Field Service Inspectors and/or Project Manager. During summer months decomposed granite pathways shall be watered down prior to using an electric blower to clean pathways where indicated by Field Service Inspectors. H. Ornamental garbage enclosures and dumpster enclosures shall be kept clean with a biodegradable cleaner. All garbage cans and recycling containers (recycling containers that are not serviced by Green Waste) must be emptied at the sites listed in this agreement. Garbage cans and recycling containers more than half full must be emptied into their correct locations (example: recycling shall be recycled). Mechanically or physically compressing garbage is not permitted in lieu of emptying. All garbage containers and recycling containers must be emptied on Mondays and Fridays. All garbage cans must have a garbage can liner. The Contractor is responsible for providing garbage can liners. Re-using soiled garbage can liners are not permitted. Compostable Plastic Bags shall be used in compost bins and shall meet the following standards: Biodegradable Products Institute (BPI), non-Genetically Modified Organism (GMO) preferred, www.bpiworld.org http://www.bpiworld.org/BPIPublic/Approved/1.html. Bags must be of sufficient thickness and within date shelf-life to prevent breakage during waste collection handling. I. Skate bowls, multipurpose bowls and handball courts must be kept clean. Bowls and handball courts are located at: Mitchell Park, Rinconada Park, Robles Park, Eleanor Park, and Hoover Park. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 33  Packet Pg. 42 of 461  27 J. All signs including but not limited to Park signs, Park rules signs, and ornamental signs shall be kept clean. K. All drinking fountains shall be kept clean and free of debris at all times. X. PLAYGROUND and PLAYGROUND EQUIPMENT MAINTENANCE The following playground and playground equipment maintenance guidelines apply to all playground areas included in this agreement. Playground and playground equipment maintenance needs to be performed on a daily basis. The Contractor must schedule playground maintenance in a logical time frame where playground use is typically low in the morning hours so the playground can be thoroughly cleaned and inspected with minimal interference to and from park users. Contractor shall post sign(s) in the playground stating, “Playground is Closed for Cleaning” during each cleaning. Playgrounds shall be cleaned by 10:00am at all sites. A. All playground sites and equipment shall be inspected at the start of each workday. The fall cushioning material (sand, wood fibar, rubber surfacing) shall be cleaned and raked level to remove any foreign and hazardous material and neatly groomed daily. B. Any playground equipment showing signs of wear, fatigue, vandalism or otherwise presenting an unsafe condition shall be reported immediately to the Field Service Inspectors and/or Project Manager. C. Special attention shall be made to areas around and immediately adjacent to play equipment. The fall cushioning material in these areas shall be leveled by distributing material from high areas to low areas, material shall be added to edges. Edges shall not have a lip that exceeds 3”in height where applicable or requested by Contractor Manager or Field Service Inspector. D. During the leveling and distribution of fall cushioning material, no concrete footings or bases of play equipment shall be exposed that could allow children to trip or fall on. E. During regular maintenance, the raking and filling of depressions shall be done in a manner to prevent material compaction. Material shall be rototilled in compacted areas upon the request of Field Service Inspectors. The Contractor shall be responsible for supplying material (sand, engineered wood fiber, etc) to playgrounds so that the uniform depth meets safety guidelines at all times DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 34  Packet Pg. 43 of 461  28 (American Society of Testing Materials (ASTM) 1292 and ASTM 2223). Contractor shall provide labor to install all fall cushioning materials and material shall be applied within 30 days of initial request. If unable to meet deadline, contractor shall supply a letter (electronic or handwritten) from the supplier stating the reason for not meeting the time frame listed above. If the contractor is not able to provide the City this information, the City reserves the right to contact the vendor directly. Contractor shall supply an approximate amount of 700 cubic yards of engineered wood fiber and an approximate amount of 200 tons of playground sand per year of this contract. Fiber must have a certificate showing its compliance for use as a playground fall cushioning material. Certificate shall be given to City’s Project Manager prior to installation. Materials will be specified by Field Service Inspectors and/or Project Manager for each site. Please note types of playground sand differ from site to site. Contractor shall supply a copy of the invoices from the suppliers to City’s Contract Manager and Field Service Inspectors. If materials are mixed together in a play area (example: sand and fiber), material shall be removed and replaced by Contractor with original material in area. Sand must be kept separate from fiber. F. The raking and distribution of fall cushioning material around and below the play equipment shall have a cushioning potential and this condition shall extend through the use zone of any part of the play equipment. Use zones vary depending upon equipment type and designed use. The Contractor shall consult with the Field Service Inspectors and/or Project Manager for questions regarding use zones around playground equipment. Contractor shall match existing or approved equal by Field Service Inspectors and/or Project Manager. Contractor shall be responsible for providing a sample of the fill with appropriate specifications prior to receiving approval from the City’s Fields Service Inspectors and/or Project Manager. G. All play areas shall be maintained free of litter, cans, pop tops, broken glass, sticks, Band-Aids, rocks, cigarette butts, ropes, toys, and other harmful and unsightly debris. Sweep or blow walks around play areas and return fall cushioning material to play area. Gather loose belongings and set aside on a bench for two days until disposing. H. Sweep or blow all playground equipment surfaces. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 35  Packet Pg. 44 of 461  29 XI. HOMELESSENCAMPMENTS The Contractor shall report to the Field Service Inspectors and/or Project Manager to any signs of any homeless encampments on any sites listed in this agreement. Encampment debris includes, but is not limited to, large cardboard, plywood, shopping carts, blankets, sleeping bags, coolers, tents, tarps. The Contractor at the request of the Field Service Inspector and/or Project Manager shall remove incidental litter/debris generated by any homeless activity. The Contractor at the request of the Field Service Inspector and/or Project Manager must remove encampments debris generated by any homeless activity after the encampment has been posted for removal by the Palo Alto Police Department. The Contractor shall cover all costs related to dumping fees. XII. EQUIPMENT The Contractor is to provide an inventory list of the equipment to be used during this project. The inventory list must include: description, model/make, and picture (if applicable) of equipment to be used for the maintenance of the landscaped and non- landscaped grounds specified in this package. The Contractor’s equipment inventory shall include but is not limited to: 36” and 72" mowers a large rotary riding mower with a minimum of a 11’ wing span, aerator’s (walk behind and tractor attachments, includes slicing aerator and hollow tine aerator), generators, line trimmers, pressure washer, two greens mower with groomer attachment, an artificial synthetic turf broom (to maintain artificial soccer field)walk behind thatcher and battery operated leaf blowers that satisfy the City of Palo Alto’s noise ordinance requirements. The Contractor shall at all times furnish and maintain sufficient equipment as necessary to perform the work of this contract. Such equipment shall be subject to the inspection and approval of the City's Representative. If the contractor is unable to consistently provide the necessary equipment to perform the work, it may be considered a breach of this contract. Exceptions proposed and acceptance: None. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 36  Packet Pg. 45 of 461  30 SITE LOCATIONS AND SPECIAL INSTRUCTIONS Site names, locations, address (when applicable) are listed below. Special maintenance instructions are listed, when applicable, for each site and shall be adhered to, in addition to, all other maintenance requirements listed in these specifications. SECTION A MEDIANS, ROADSIDE PLANTER STRIPS, AND BIORETENTION BASINS Medians are defined as a landscaped area between traffic lanes used for the control of traffic. Roundabouts/traffic circles are considered medians in this scope. Roadside planter strips are defined as landscaped areas between sidewalk and roadway. Bioretention Basins are defined as basins that collect storm water runoff into the treatment area which consists of plant materials. Pesticides shall not be used in any bioretention basins. A. MEDIAN AND ROADSIDE STRIPS Item 1 - Alma St. – Eastside of street from San Antonio Rd. to Ferne and Greenmeadow to East Meadow. Trim ground cover 2 feet away from fence. Trim ground cover off fence upon resident request. Item 1A - Alma St. West- Alma between El Carmelo and El Dorado, corners at West Meadow and Alma, corners @ West Charleston and Alma Keep all plant material below 3ft in height at West Meadow and West Charleston. Maintain plant material located between El Carmelo and El Dorado. Item 2 - Arastradero Rd. – Hubbartt Dr. to east of Deer Creek Rd. Includes sidewalks, fence lines, and sidewalk strips on the west side from Hubbartt Dr. to the Arastradero West driveway DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 37  Packet Pg. 46 of 461  31 Includes cement medians on the east and west side of the intersection at the Foothill Expwy. Includes traffic control median across from Gunn High School. Includes the cement and landscaped medians west of Foothill Expwy. to Deer Creek Rd. Item 3 -Birch St. Medians – center medians from California Ave. to Oregon Expressway. Item 4 - Bryant/Addison Circle – Landscaped traffic round a bout at the intersection of Addison Ave. and Bryant St. Item 5 - California Avenue -- medians and sidewalk planting strips on California Avenue from El Camino Real to CalTrain Property Contractor is responsible for maintaining the ornamental water fountain at the east end of California Ave. at Park Blvd. The contractor shall perform the following routine/regular maintenance. Please refer to Lytton Plaza’s Fountain Protocol for details. Item 6 -- California Avenue Business District Tree Wells – Any and all tree wells within the California Avenue business corridor between Cambridge Ave. and Sherman Ave. Item 7 - N. California Ave. – Landscaped right-of-way on the north side of street between Middlefield Rd. and Barbara Drive (up to resident’s driveway). Item 8 – Charleston- Arastradero Corridor Medians and Bioretention Basins (east and west) – Please take note: Areas are not built, upon request, City will provide drawings. Phase 1- Miranda Ave to Clemo Ave on Arastradero Maintenance to start on June 1, 2019 Phase 2- Alma to Louis on Charleston Maintenance to start on June 1, 2019 Phase 3-Clemo Ave to Alma Street on Arastradero Maintenance to start on June 1, 2021 Includes cement/landscaped median at Louis Rd and East Charleston Sidewalks and planting strips from Carlson Ct. to Alma St, North side of Charleston. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 38  Packet Pg. 47 of 461  32 Trim plant material 2 feet away from fence. Trim ground cover off fences upon resident and/or Field Service Inspectors request. Item 9 - Downtown Tree Wells – Lytton St. to Forest Ave. (north to south boundary) and from Alma St. to Webster St. (east to west boundary) Remove litter weekly. Remove tree suckers monthly. Item 10 - El Camino Real – Medians and planter strips on El Camino Real from the intersection of Alma St. to Dinahs Ct. All Manzanita’s on islands, do not trim tops. Keep growing naturally, only thin to keep behind curb. Includes triangular planter at the intersection of Alma St. Does not include center medians and sidewalk planter strips from Sand Hill Rd. to Quarry Rd. Does not include medians near University Ave. Includes medians and landscaped areas on El Camino Way Item 11 - Eleanor Park Area Cul de Sacs – Landscaped medians (7) in the Eleanor Pardee Park area located on Arcadia Pl (Pollinator Garden)., Island Dr (Pollinator Garden)., Kent Pl., Tevis Pl., Kirby Pl., Somerset Pl., and Regent Pl. Note: Certain medians are maintained by residents, please confirm with Field Service Inspectors for details on specific ones. Item 12 - Embarcadero Rd. Islands/Underpass – medians/planter strips located on the south side of Embarcadero Road at the following intersections: Kingsley Avenue, Bryant Street, Churchill Avenue, Middlefield Road, Guinda Street, Seale Avenue, North California Avenue; north side of Embarcadero Road at the following intersections: Emerson Street, Kingsley Avenue, Melville Avenue, Primrose Way, St. Francis Drive; Underpass east of El Camino Real: landscaping (includes slopes and landscape located on east corner of High Street) on the north side of Embarcadero (Town and Country Shopping Center side) to east side of Emerson St. and south side from El Camino Real (includes slopes) to east side of Kingsley Ave. Please note, majority of this landscaping will be renovated in 2018. Maintenance shall commence on January 1, 2019 for all newly renovated landscape. Ivy located on east side of Alma Underpass will not be touched and shall be maintained starting on July 1, 2018. Upon request, City will provide drawings. Kingsley Ave. medians has natural turf and shall be mowed weekly. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 39  Packet Pg. 48 of 461  33 Primrose Pollinator Garden at Primrose. Weed and dead head as requested by Field Service Inspector. All walkways along the underpass must be cleaned weekly. Item 13 - Evergreen Park Closures/Park Blvd. Medians - Landscaped and cement street closures (13 locations) located between Park Blvd. and El Camino Real at or near the following intersections: W. Meadow, Margarita Ave., Chestnut Ave., Mariposa St., Park Ave., College St., Oxford St., College St., Birch St., Ash St., and Leland St. Item 14 - Forest Ave. – Center median (turf) between Lincoln Ave. and Boyce Ave. Item 15 - E. & W. Greenwich St. Cul de Sacs - Landscaped/turfed medians located on the east and west side of Newell Rd. Turf shall be mowed weekly. Item 16- Kellogg at Middlefield- Landscaping on all four corners. Total of 8 bioretention basin. Item 17 - Lytton/Guinda –Landscaped median at Lytton Ave. and Guinda St. Item 18 - Melville Island – Landscaped median at Greenwood Ave. Manually water as requested by Field Service Inspectors and/or Project Manager. Item 19 - Miranda Avenue – Medians along east road shoulder from Arastradero Rd. to Arroyo Ct. Item 20 - Oregon Expressway – Medians and planter strips from West Bayshore Rd. to Alma St. Height and side trimming of shrubs shall be completed twice a year in April and October or as scheduled by Field Service Inspectors. Height trimming shall be at current level, about 12 feet. Includes sidewalks on south and north side. Keep vegetation off of sidewalks, blow walkways weekly. Includes keeping ivy and shrubs off of fence line on south side. Includes cul-de-sacs: High St., Emerson St., Ramona St., South Ct., Tasso St. (off Marion Ave.), Warren Way. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 40  Packet Pg. 49 of 461  34 Item 21 - Page Mill Rd. – Alma St. to Page Mill Rd. Includes landscaped medians and slopes between Alma St. and El Camino Real Includes ivy/vines along guardrails, fence lines, and bridge railings in the proximity of the Alma St. on/off ramps between Sheridan Ave. and Sherman Ave. Keep ivy/vines trimmed away from signage attached to all overpasses Keep all hardscaped areas along on/off ramps from Page Mill Rd. to Alma St. free of weeds Clean drainage outlets and gutters clear of weeds along the north side of the underpass from the Alma St. ramp to the California Ave. turn off. Includes weed control on all cement traffic light medians at the intersection of Page Mill Rd. and El Camino Real. Includes cement and landscaped center medians from El Camino Real to Foothill Expressway. Includes pathway on the west side of Page Mill Rd. from Peter Couts Way to Foothill Expwy. Item 22 - Quarry Rd. – Median west of Welch Rd. Item 23- Roundabouts- Everett Ave at Emerson (Downtown) Everett Ave at Webster (Downtown) Lytton at Fulton (Downtown) Bryant at Addison (Downtown) Park Blvd at Stanford Ave (Peers Park) College Ave at Yale St. (College Terrace) Cambridge Ave at Yale St. (College Terrace) Item 24 - San Antonio Rd. Medians/Planter Strips/Interchange/Right-of-way – San Antonio Road (one way street) to Alma, includes all medians and planter strips, north and south along walkways as well as center median. Also includes center median on Alma. Excluding Jewish Community Center planter median located on the north side of San Antonio Road at the corner of Charleston. Contact Field Service Inspector or Project Manager for details. Alma to San Antonio Road keep all cement medians free of weeds. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 41  Packet Pg. 50 of 461  35 Manual watering of underpass shall be done 2 times a week between March and November. San Antonio Ave. Landscape Maintenance Guidelines (Middlefield to Alma) Shrubs & Groundcover Monthly maintenance: Monthly maintenance is to include a weekly visit to the site to confirm that no major landscape issues are needing to be addressed. This weekly inspection is to include a drive by of all landscape areas. Attention to any maintenance issue to be performed within 2 days of its observation, unless immediate attention is needed, which should be done when the issue is observed. Seasonal Fall Pruning Schedule: September: Daylilies: Remove dead leaves from under part of plant by pulling them off by hand. Remove spent flower stocks by pulling them upwards by hand. Tulbaghia: Remove dead leaves from under part of plant by pulling them off by hand. Remove spent flower stocks by pulling them upward by hand. October: Roses (pink & yellow): Dead head flowers and reduce size of bush, removing all dead branches. Plants to be hand trimmed above the 5 & 3 leaf sprouts. Fertilize with slow release organic fertilizer after pruning. Prunus: Shear 3” from branch ends to promote denser growth. Plant height to be topped @ 7’. Remove stakes when plants are able to support their own weight or after 4 years’ time, this shall be done when requested by Field Service Inspectors. Salvia chamaedryoides: Shear back in size to a 2’ dia. sphere. Salvia luecantha: Shear back in size to a 2’ dia. sphere. December: Pennisetum ‘ rubrum’: Prune entire clump to 5” above soil level in December. Fertilize massing in late January with a slow release fertilizer. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 42  Packet Pg. 51 of 461  36 **Plants Not to be Pruned: Ceanothus: Hand prune plants along edges as necessary to eliminate road encroachment. Mechanical shearers are not to be used when pruning plants. No pruning of shoots should take place along the tops of the plant. Archotostaphylos ‘Howard McMinn’: Pruning of plants should only be done to remove dead branches. No shearing or plants shall be. Dietes: No pruning should be done of any kind. Plants to be physically divided when clump has become too large. This is to be determined in the field. Plant Replacement Submit a list to the City’s Field Service Inspectors in the fall of the total number of plants that need to be replaced. Middlefield to Highway 101 Trees are not to be pruned by contractor. Tree trimming per city staff only. Planting Maintenance Specifications: Arctostaphylos ‘John Dorley’ - Must only be trimmed when encroaching into the sidewalk or roadway only. Trim back by hand do not shear. Ceanothus griseus ‘horizontalis’ - Must only be trimmed when encroaching into the sidewalk or roadway only. Trim back by hand do not shear. Dietes vegata - No pruning or shearing necessary. Divide large mature clumps every 5 years. Discard removed sections of replanting is not an option. Hemerocallis (all varieties) – Dead head dried flower stalks after blooming season. Hand pull all dried leaves at base of plant every 6 months (fall & spring) Lavandula angustifolia – Shear plant back 1/3 of its overall size once yearly after blooming season (Fall) Prunus caroliniana – Shear sides every 6 months to a year to keep plant dense. Maintain hedge at 8’ height. Roses (all varieties) – Cut back to 2/3 of the plants overall size in November of each year and fertilizer. Hand pruning @ the 3 & 5 leaflets is preferred method. Salvia chamaedryoides – Shear plant back 1/3 to 1/2 of its overall size once yearly after blooming season (Fall) Carex tumulicola – Cut back 1” above finish surface every two years. When planted in mass cut every other plant every year. Festuca californica - Cut back 2” above finish surface every two years. When planted in mass cut every other plant every year. Contractor to provide the city with a list of all plants that need to be replaced every 6 months. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 43  Packet Pg. 52 of 461  37 Item 25- Southgate Bioretention Basins 16 basins total. 2 at Sequoia and Madrono 2 at Sequoia and Escobita 4 near Sequoia and Castilleja 2 at Miramonte and Castilleja 2 at Miramonte and Escobita 2 at Miramonte and Madrono 2 at Miramonte and Portola Item 26 - University Ave. – El Camino Real to Woodland Ave. Median islands from El Camino Real on-ramp to High St. Tree wells from Alma St. to Webster St. Landscaped corners (28) between Emerson St. and Cowper St. Lytton Plaza at the corner of Lytton Ave. and University Ave. Landscaping on the North side of University Ave. and Woodland Ave. (City of Palo Alto sign) Litter and debris shall be removed daily from all landscaped areas and walkways. University Ave. median island at El Camino Real. Includes landscape on southeast corner near backflow Includes bike path. Includes planter strip on Arroyo Ct. Item 27 - 101/West Bayshore Rd. Soundwalls – North soundwalls from Embarcadero Rd. to City Limits; South soundwalls from Oregon Expwy. to Amarillo Ave. Includes area from gutter to sound wall Keep vines trimmed behind curb line Thin vines as needed to prevent top heaviness Item 28- West Meadow and East Meadow Medians- Maintain medians between Alma Street and Wilkie Way on West Meadow. Re-seed median with native poppy seeds as request by Field Service Inspectors and/or Project Manager. Maintain planter strip on East Meadow, located on the south side. Prune plants down to keep height under 2ft. Deadhead plant material as requested by Field Service Inspector. Item 29- Welch Road Center Medians DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 44  Packet Pg. 53 of 461  38 Quarry Road to Pasteur Drive Item 30- AMBLUR Ross at Corina - 2 middle islands Ross at Eastmeadow - roundabout Ross at Colorado - 2 middle islands Ross and Loma Verde - 2 middle medians Ross at Stone (south side) - 2 side medians (speed hump) Ross south of Ames Street- 2 side medians, 3 bioretention basins across from 3412 Ross at Richardson Court -2 side medians Ross at Allen Court- 3 side median Allen Ct and Loma Verde on Ross- 2 medians mid-block planter (speed hump) Ross at Stern 3 side medians ,includes curb extensions Ross, North of Stern- 2 side medians (speed hump) Ross, south of Sutter- 2 side medians (speed hump) Ross at Moreno- roundabout Easmeadow Drive at Eastmeadow Circle- 1 round about 4 side planters and 4 medians Eastmeadow at Louis- roundabout Ross at Louis- roundabout Bryant at El Verano- 2 islands Bryant at Campesino –traffic circle Bryant and N. Cal Ave.- traffic circle 4 side medians (corners) Bryant at Lowell -2 middle medians on Lowell Bryant at Kingsley -roundabout and 4 side medians (corners) Bryant and Addison- 4 side medians (corners) Bryant and Evertt Ave- 4 bioretention basins Bryant and Palo Alto Ave- roundabout 1 center median, and 2 medians Amarillo and Tanland- 5 side landscaped Amarillo and West Bayshore 1 median on Amarillo and 3 on West Bayshore. Amarillo and Greer - roundabout Amarillo west of Greer -8 medians in front of elementary school Louis and Felding- landscape strips Louis and Moreno –landscape strips Maintenance shall commence on October 1, 2018. Upon request, City will provide drawings to contractor. Item 31- Rincon Circle Roundabout- across from 4198 Rincon Circle DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 45  Packet Pg. 54 of 461  39 SECTION B PARKING LOTS and PARKING GARAGES B.PARKING LOTS and PARKING GARAGES Item 1 - California Avenue Business District Lots and Garages -- Landscape and hardscape maintenance. This includes litter removal from the entire parking lot, not just islands; and includes blowing the sidewalks. Item 1A - Parking Lot 1 off Cambridge Ave. Item 1B - Parking Lot 2 off Cambridge Ave. Item 1C- Parking Lot 3/Ted Thompson Garage Cambridge Ave. & Birch St. Train camellias to espalier. Keep shrubs pruned for visibility below 3ft in height. Remove dead buds from camellias and pinch back. Fertilize camellias with organic acidic fertilizer. Item 1D - Parking Lot 4 off Cambridge Ave. Item 1E - Parking Lot 5 (Garage) off Cambridge Ave. at Mimosa Ln. Item 1F - Parking Lot 6 off Birch St. and Sherman Ave. Item 1G - Parking Lot 7 off Sherman Ave. at Ash St. Item 1H - Parking Lot 8 off Sherman Ave. and El Camino Real Item 1I - Parking Lot 9 off Cambridge Ave. at Birch St. Item 2 - University Avenue Business District Parking Lots and Garages Landscape and hardscape maintenance. This includes litter removal from the entire parking lot, not just islands; and includes blowing the sidewalks. Item 2A - Parking Lot A – 400 block of Emerson St. Item 2B - Parking Lot C – 400 block of Ramona St. Item 2C - Parking Lot D – Hamilton Ave. at Waverly St. Item 2D - Parking Lot E – Gilman St. at Bryant St. Item 2E -Parking Lot F – Florence St. at Waverly St. Item 2F -Parking Lot G – Gilman St. at Waverly St. Item 2G -Parking Lot H – Cowper St. at Hamilton Ave. Item 2H -Parking Lot Cowper-Webster Routine Maintenance Report any safety issues or vandalism during your site visit. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 46  Packet Pg. 55 of 461  40 Report any irrigations problems Remove litter and debris from site Monday and Friday. Replace plant material as needed-plants to be approved by City. Weed removal chemical or mechanically in accordance with Agreement specifications. Item 2I -Parking Lot K – Lytton Ave. at Waverly St. Item 2J -Parking Lot N – 500 block of Emerson St. Item 2K -Parking Lot O – 400 block of High St. Item 2L -Parking Lot P – 500 block of High St. (includes alley way across High Street). Item 2M -Parking Lot R – 500 block of High St. at Alma St. Item 2N -Parking Lot S – 400 block of Bryant St. (Includes Parking Lots L & S) Parking Lot L – Bryant St. at Lytton Ave. (See Bid Item 2N) Item 2O -Parking Lot T – Corner of Lytton Ave. at Kipling St. Item 3 - Midtown Shopping District – Middlefield Rd. between Colorado Ave. and Moreno Ave. Includes parking lot and landscaping only, as well as alley way. Please refer to maps for detailed location. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 47  Packet Pg. 56 of 461  41 SECTION C PARKS C.PARKS Item 1 - Bol Park – PESTICIDE FREE PARK - Laguna Ave. between Matadero Ave. and Barron Ave. South boundary extends to the north side of the Matadero Creek bridge Open space/native plant areas to the north/west of bike path: Native plant materials shall not be touched. Palo Alto Friends Groups maintain these natives throughout area. This park has decomposed granite pathways that can be cleaned w/ a leaf blower with prior watering of the pathway to keep dust particles down. Field Service inspector may request pathways be cleaned manually (with a rake) if dust particles are visible and/or upon residents’ complaints. Item 2 - Boulware Park -- PESTICIDE FREE PARK- Between Fernando Ave. and Chestnut Ave. Includes pump station on the south west side of park. Keep vines off building and fence lines clear to 3 feet. Basketball court shall be cleaned Monday-Friday. Item 3 - Bowden Park – High St. at N. California Ave. Item 4- Bowling Green- 474 Embarcadero road at Cowper Internal Turf Care *The contractor shall begin by having a Soil Fertility and Agricultural suitability test. This test shall be performed annually. Soil samples must be taken from different areas of the green. *Mow at a maximum height of 1/8 inch with a greens mower MWF during the months of March – November. Mowing to be done in diagonal directions Remove clippings. *Mow 2x/weekly in December, remove clippings *All grass clippings shall be removed *Activate groomer 4x monthly in opposite directions. *Thatch the green to ¼ inch every 5 weeks May - October *Clean the green of debris 3x weekly prior to mowing. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 48  Packet Pg. 57 of 461  42 *Manually supplement watering of green edges or dry spots as needed. Especially east edge beneath Oak trees. (Usually 3x /weekly) *Edge green twice monthly, be cautious of wood border to not damage. *Rake and clean sand bunkers 2x monthly *Clean asphalt and walkway areas around the clubhouse and green 3x/week, MWF *Manually aerate dry spots, and edges of the green as needed (edges need to done 3x annually as a minimum).Remove cores, topdress with kiln dried sand to fill holes and seed with hybrid Bermuda. *Aerate the entire green with 5/8 tines in May and July and topdress with kiln dried sand (about 5 yards). *Apply fungicide, pesticide, and/or herbicides to the green as needed. All chemicals shall be approved by City prior to contractor’s use. *Control weeds outside of green once monthly. *Fertilize with ammonium sulfate once every 5 weeks June –October. Scheduling shall be done with Field Service Inspector prior to application. *Fertilize with Andersons Contec DG 18-9-18 and PEL-LIME (OMRI Certified) 3x annually or as requested by Field Service Inspector and/or Project Manager. *Report any hazards and secure until they can be repaired. *Empty cans, litter removal 2x weekly, MF *Remove ivy from the trees around the green monthly *Trim ivy along the fence line 4x annually *Clean needles behind the clubhouse annually –end of December *Contractor shall have two greens mowers with groomer attachment Green Renovation *Green shall be renovated each year of contract. , Aerate the green with 5/8 inch tines. Remove cores, Topdress the green with Kiln dry sand (usually about 4 yards). Fill aeration holes to top and remove excessive sand. Broad cast seed - a hybrid Bermuda seed along edges and other bare areas. Keep moist through the grow in period (approx. 4-5weeks). Fertilize with Andersons Contec DG 18-9-18 and PEL-LIME (OMRI Certified) or recommended products by Field Service Inspector. External Landscape/Turf * Mow turf once/weekly *Edge monthly *Clean leaves from turf as needed (weekly November – December) *Weed walkway landscaping – weekly *Trim landscaping 3x annually *Clean walkways weekly after mowing *Fertilizing turf shall be done three times annually early Spring (by the end of March), late Spring early Summer (by the end of May), Fall (by the end of October) using 6 pounds per 1,000 square feet, using OMRI approved NatureSafe 10-2-8 all DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 49  Packet Pg. 58 of 461  43 seasons organic fertilizer (or approved equal) at a rate of 1.0 pound of actual nitrogen per 1,000 square feet. * Aerate turf 3x annually to a depth of four inches *Litter removal 2xweekly, empty cans *Prune all Carpet Roses in February *Prune and maintain (weed, mulch, etc) Carpet Roses located in front of the Gamble Garden (between Waverly and driveway to Bowling Green on Embarcadero). Item 5 - Briones Park – Arastradero Rd. at Clemo Ave. Includes traffic barrier at the north side of Clemo Ave. at Maybell Ave. This park has decomposed granite pathways that can be cleaned w/ a leaf blower with prior watering of the pathway to keep dust particles down. Includes fence line at west side of park from Arastradero Rd. to Maybell Ave. Basketball court shall be cleaned Monday-Friday. Item 6 - Cameron Park – Wellesley St. between Stanford Ave. and College Ave. Item 7 - Cogswell Plaza – Lytton Ave. between Ramona St. and Bryant St. Item 8 - El Palo Alto Park – PESTICIDE FREE PARK - Palo Alto Ave. at Alma St. Clean signs once per month along pathways. Item 9 - Eleanor Park – Channing Ave. at Center Dr. Garbage/recycling can located inside of garden near well site shall be serviced 3x per week. Item 10 - Flood Basin- PESTICIDE FREE - East Bayshore Rd. between Animal Shelter and Adobe Creek. There will be no chemical application of pesticides in the Flood Basin. Mow 3 feet on east side of path. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 50  Packet Pg. 59 of 461  44 Remove dead plants and report any pest problems to Field Service Inspector and Project Manager. Item 11 – Hale Well Park Area – PESTICIDE FREE PARK -Palo Alto Ave. at Hale Ave. Turf and landscape on the west side of the Hale Well Site Keep 3-foot clearance area behind creek side fence line Item 12- Heritage Park- Corner of Waverly St. and Homer Ave. Item 13 - Hoover Park – Cowper St. between Colorado Ave. and Loma Verde Ave. Includes storage, bench, bleacher, and warm-up areas around Little League field. Infield Maintenance Mow infield 2x/week with walk-behind mower. Clippings shall be picked up. Edge infield bi-monthly. Fill in low spots with AT&T infield mix 1x/week. Clean tennis courts twice per month in accordance with posted schedule. Field Service Inspectors may request additional cleaning if there is debris on the courts between scheduled cleaning. Includes Dog Run located at the south east side of park. Decomposed granite area must be inspected for holes and filled daily. Fill low spots with decomposed granite as needed. Water and compact loose d.g. as needed. Leaf material shall be raked up on a weekly basis. Includes walkway to Middlefield Rd (planters not included) Item 14 - Johnson Park – Hawthorne Ave. at Waverly St. Does not include Community Garden, but does include perimeter of garden. Use caution when blowing leaves and/or debris on pathways surrounding the community garden. Leaves and/or debris should not collect around the perimeter of garden. Sand volleyball court shall be kept raked and clean of debris. Sand volleyball court shall be kept rototilled to relieve compaction and filled with approved sand as needed and as requested by Field Service Inspectors and/or Project Manager. Perimeter of volleyball court shall be edged bi-monthly. Item 15- Lytton Plaza- Corner of Emerson and University Ave. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 51  Packet Pg. 60 of 461  45 Remove litter and debris, empty garbage cans as requested by Field Service Inspectors. Rake decompose granite pad to eliminate litter, debris and to eliminate low spots and pot holes. Do not use blowers on decomposed granite pad. Keep fountain filter clean and free of litter and debris. Keep screens around fountain free of any litter and debris. 1” Chlorine conditioning tabs and chlorine granular shall be purchased and applied by contractor to fountain. Contractor shall apply 4 ounces of chlorine granular and two 1” chlorine conditioning tabs weekly (every Monday morning). Filters shall be cleaned weekly as well as scrubbing the face of the fountain with a pool brush that will not scratch the face of the fountain to remove all algae from surface. Please refer to Maintenance Protocol for Lytton Plaza Fountain for additional details. This shall be given upon request of the contractor. Item 16 - Mayfield Park/College Terrace Library – Wellesley St. between College Ave. and California Ave. Area must be blown before library is open. Opening time may vary per day. Keep vines off of roof. Area also includes plant material on side of road around day care center. Item 17- Mitchell Park- 3800 Middlefield Road Routine Maintenance *Report any safety or vandalism issues each day *Report any irrigation problems *Clean and groom play areas, skate rinks, and sand boxes daily *Paddle ball courts and Tennis courts should be cleaned twice monthly in accordance with the posted schedule. Field Service Inspectors may request additional cleaning if there are debris on the courts between scheduled cleaning. *Utilize an electric blower once weekly to clean hardscape and pathway areas. D.G. shall be watered down prior to blowing to avoid creating dusty conditions. *Remove litter/debris from site daily. *Clean BBQ areas and grills twice weekly Monday/Friday year around. *Edge turf area monthly *Turf shall be mowed weekly *Remove grass clippings from pathways and clumps of grass from turf after mowing cycles. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 52  Packet Pg. 61 of 461  46 *Leaves should be removed from turf each week prior to mowing as needed (Especially Fall Season). *Prune shrubs zones as needed. *Mow ivy once per year during March. *Chemical and mechanical control of weeds as needed and/or requested by Field Service Inspectors. *Aerate 2x’s annually, by the end of May and end of October. Minimum of 3” in depth *Fertilize 3xs annually. Clean hardscape areas after fertilizing *Replace landscaping as needed – Plants to be approved by Field Service Inspectors and/or Project Manager. *Level areas in the turf on an as needed basis to prevent tripping hazards and to prevent muddy or areas of standing water. * Trim shrubs and remove weeds along west fence line as needed and/or requested by Field Service Inspectors. Add decomposed granite if needed to level the area. Dog Run Renovation Annually renovate the decomposed granite area within one full work day and level the site. Area should be wet and rolled until packed before opening. Advance notice of closure must be posted two weeks in advance. Annually renovate the turf area located inside of the dog run (March through June, schedule exact closure with Field Service Inspectors and/or Project Manager. Renovation closure notices shall be posted on exterior fence of dog run two weeks prior to the start of the renovation. Entire area shall be fenced off using portable 6ft high chain link fencing with orange snow fencing at the bottom to avoid dogs, balls, and dog toys intruding into the turf area while being closed off. Temporary water supply will be supplied by City staff if needed. Below are the steps for the renovation: 1)Close off area. 2)Hand weed Common Mallow in turf (remove root and all). 3)Edge turf along D.G. (line up edge with irrigations rotors). 4)Scalp mow turf area, remove all clippings. 5)Double aerate turf (two different directions). 6)Slit seed area in two directions, broadcast seed in all bare areas. Seed variety:70%Fescue 30% Kentucky Blue. 7)Fill in holes and low spots greater than 1” using PRZ mix from TMT or equal to (about 6 yards). 8)Topdress area with remainder of PRZ mix. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 53  Packet Pg. 62 of 461  47 9)Broadcast seed throughout entire turf area. Seed variety:70%Fescue 30% Kentucky Blue. 10)Topdress with ¼” layer of compost, uniformly throughout entire turf area (about 2 yards). 11)Fertilize area with starter type fertilizer. Field Service Inspector and/or Project manager shall approve variety prior to application. 12)Communicate to Field Service Inspectors and/or Project Manager when renovation has been completed. Magical Bridge Playground Maintenance In addition to Mon-Fri routine cleanings, the contractor shall clean the playground on every Saturday and Sunday mornings for each year of this contract. This shall include the following: 1.Servicing of all garbage/recycling enclosures 2.Loose litter pick up 3.Clean-up of all debris 4.Wipe down of all playground equipment, seating areas, walls, picnic areas, play house, and drinking fountains . Light pressure washing of all equipment, walkways, picnic area, playhouse, bridges, slide mound, PIP (poured-in-place) surfacing, 3x per year. This shall be scheduled with Field Service Inspector and Project Manager. If any damage is done due to contractor’s negligence, contractor shall repair items to its original state. Item 18- Monroe Park – PESTICIDE FREE PARK- Monroe Dr. at Miller Ave. Item 19 - Peers Park – Park Blvd. between Stanford Ave. and Sequoia Ave Area also includes pump station and driveway at the south east corner of park. Keep plant material off building. Keep fence lines clear to 3 feet. Fence line at the east side of park, along the railroad tracks, must be inspected daily for vandalism. Contractor must enclose holes in fence with yellow caution tape immediately if a hole is found. Contact Field Service Inspector and/or Project Manager immediately. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 54  Packet Pg. 63 of 461  48 Tennis courts shall be cleaned twice per month in accordance with posted schedule. Field Service Inspectors may request additional cleaning if there are debris on the courts between scheduled cleaning. Item 20 - Ramos Park – 800 East Meadow Ave. Item-21- Rinconada Park- 777 Embarcadero Road *Includes the perimeter of two sub-stations on the Hopkins St. side of Park. *Includes the Girl Scout Building. *Includes demonstration garden on west side of Girl Scout Building. Maintenance will be on “as requested” basis by Field Service Inspectors. Specifications on maintenance for the garden shall be given as requested by contractor. *Includes pool turf and hardscape area. Maintenance schedule with pool area must be coordinated with the recreation department seasonally around scheduled events. *Includes yearly turf renovation of turf located inside of pool area. . Refer to Pg 29, VIII, section 2, Soccer Field/Turf Renovations for details. Seed variety for area may differ than typical seed variety specified in Soccer Field/Turf Renovation section of contract. Field Service Inspector will provide seed variety information for turf area. Turf area shall be open for use by first weekend of May. Schedule of renovation may vary dependent on pool scheduling. (look at options for removing turf, synthetic). Routine Maintenance *Report any safety or vandalism issues each day *Report any irrigation problems *Clean and groom play areas and skate rink daily *Tennis courts to be cleaned twice monthly in accordance with the posted schedule *Utilize an electric blower once weekly to clean hardscape and pathway areas. *Remove litter/debris from site daily. *Clean BBQ areas and grills twice weekly Monday/Friday *Edge turf area monthly *Mow all turf areas (including pool area) weekly *Remove grass clippings from pathways and clumps of grass from turf after mowing cycles. *Leaves should be removed from turf each week prior to mowing as needed (Especially Fall Season). DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 55  Packet Pg. 64 of 461  49 *Prune shrubs zones as needed, and/or requested by Field Service Inspectors. *Mow ivy once year during March. *Chemical and mechanical control of weeds as needed *Aerate 2x’s annually, by the end of May and end of October. Minimum of 3” in depth *Fertilize 3x’s annually . Clean hardscape areas after fertilizing *Replace landscaping as needed – Plants to be approved by Field Service Inspectors and/or Project Manager. Level areas in the turf on an as needed basis to prevent tripping hazards and to prevent muddy or areas of standing water. Item 22 - Robles Park – 4116 Park Blvd. This park has decomposed granite pathways that can be cleaned w/ a leaf blower with prior watering of the pathway to keep dust particles down. Item 23- Sarah Wallis Park – PESTICIDE FREE PARK -202 Ash St. Item 24 - Scott Park – PESTICIDE FREE PARK- Channing Ave. at Scott St. Item 25 - Seale Park – Maddux Dr. at Stockton Place This park has decomposed granite pathways that can be cleaned w/ a leaf blower with prior watering of the pathway to keep dust particles down. Upon request of Field Service Inspectors, arbors shall be washed down. All maintenance must be completed after 8:00am. Item 26- Terman Park- PESTICIDE FREE PARK- 655 Arastradero Road Includes turf area and jasmine on west side of main driveway at Arastradero (reference map for details on areas of responsibilities). Includes parking lot medians and planter strips (reference map for details on areas of responsibilities). Includes planter strip located between walkway and apartment complex on west side of field, behind west soccer goal on field #1 (reference map for details on areas of responsibilities). Includes planter strip located between walkway and residents homes behind north goal on field #2 (reference map for details on areas of responsibilities). DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 56  Packet Pg. 65 of 461  50 Includes basketball courts on the interior of the fence line as well as basketball court on the exterior of fence line. Includes sidewalk located on west side of Terman Drive. Item 27- Timothy Hopkins Creekside Parks- PESTICIDE FREE PARK Includes 3 feet behind fence lines—maintain as directed by Field Service Inspector and/or Project Manager Item 28- Ventura School Grounds – PESTICIDE FREE PARK- Between Ventura Ct. and 2nd Ave. Includes north parking lot and alley way that runs between fence line and building. Black tops must be kept weed free at all times, blow loose material off of black top. Item 29 - Weisshaar Park – 2298 Dartmouth St. between College Ave. and California Ave. Tennis Courts shall be cleaned twice per month in accordance with posted schedule. Item 30 - Werry Park – 2100 Dartmouth St. between College Ave. and Stanford Ave. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 57  Packet Pg. 66 of 461  51 SECTION D CITY FACILITIES D.CITY FACILITIES Item 1 - Alma Fire Station – 301 Alma St. *Keep vine in courtyard off of roof. *Includes courtyard in the back. Item 2 - Animal Shelter -- PESTICIDE FREE- 3281 East Bayshore Rd. *No fertilizers and chemicals shall be used. *Facility shall be serviced on Tuesday, before 8:00am *Includes front and rear (employee) parking lots *Includes front landscaping *Includes patios and hardscaped areas, maintenance routine may require adjusting due to unforeseen circumstances with sheltered animals. Mowing to be done on Tuesdays only. *Includes turf area in front of kennels *Includes emptying one garbage can *Includes fence lines along exercise area and on the north side of complex Item 3 - Arastradero Fire Station – 600 Arastradero Rd. Activate 7 manual valves twice per week.. In the courtyard, do not prune fruit trees. Clean wash rack weekly. Item 4 -Art Center – 1313 Newell Rd. Leaf blower use is restricted in certain areas of property. Do not use leaf blowers at or around open windows. Area cannot be blown after 10:00 am. Contractor mows children’s courtyard and lawns on the west side of building, along Newell. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 58  Packet Pg. 67 of 461  52 Neaten flowerbeds weekly. Prune azaleas, hydrangeas, roses and camellias as directed by Field Service Inspectors. Mow lawns and prep courtyards for special events as requested. Enclosed patio on west side requires power washing as requested. Manually water container plants (includes raised planter on north side of fountain) that aren’t being irrigated this includes the plants located in the fountain. Fountain shall be filled once per week to keep water level just below the rocks. Keep all planters leaf and debris free. Contractor must be prepared to change schedule around special events planned at the Cultural Center. Embarcadero parking lot between Community Garden and Art Center, north curb plant material (between garden and north parking lot curb, should be kept low and mulched. Maintenance Specifications Ornamental Grasses: Muhlenbergia variety: To be trimmed to the ground in early January Leymus: To be trimmed to the ground in early January. Carex: Hand pull all Bermuda weeds. To be mowed on the lawn mowers highest level in March. Lawn mower to be washed clean before mowing. ‘No Mow Grass’: Is to be blown clean of leaf debris in the fall/winter. Other grass types: Trim to ground level in January when appearance of the grass is untidy. Ferns: Remove dead fronds only. Cut stem clean 1” above surface. Salvia: Cut back yearly to 1/3 the plant overall height in November/December. No other pruning to take place during the year. Achillea: Dead head dry flower stocks when necessary. Use lawn mower on highest setting in March to cut back mass. Boxwood Hedge: Keep pruned a foot below fence height. Hydrangeas (New & Old plants): Cut back yearly to 1/3 the plant overall height in November/December. No other pruning to take place during the year. Groundcover Bamboo: DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 59  Packet Pg. 68 of 461  53 Cut down to the ground every year to keep appearance clean. Remove all leaf debris at time of pruning. Beschorneria: Remove old leaves at base of plant . Cut to be clean @ base of plant. Remove flower stalks when flower is completely spent. Item 5 - Bike Paths – Locations varied (see below) Locations: 1. Wilke Ave. to Monroe Dr. 2. Bol Park Bike Path (starts at Hanover St. to SCCVWD Reservoir, near Gunn High School) *Keep plant material off of bike path. *Remove debris in landscaping and dead plant material. *Keep line of sight clear around bends of bike paths. *Upon request of Field Service Inspector, and/or Project Manager, leaf debris located between Matadero and Hanover shall be picked- up and off hauled. *includes pruning of vegetation along both fence lines 2.1048 Loma Verde Ave. 3.Greer Bike Paths 3142 Greer Rd. to Morris Dr., Morris Dr. to Stockton Pl. 4.300 Manzanita Ave. 5.1500 Portola Ave. 6.200 Sequoia Ave. 7.443 Ferne Ave. 8.Duncan Pl. 9.1445 Hamilton Ave. 10.101 Freeway Bridge to East Bayshore Rd. . 12.Embarcadero Bike Path-Churchill Ave north (along train tracks) until Cal Train parking lot. 13.Palo Alto Bowl Bike Path- Monroe Drive south to Cesano Court. 14.Wilkie Way Bike Corridor (across from 4287 Wilkie Way) Item 6 - Children’s Library – 1276 Harriet St. *Yearly turf renovation on 3 small lawns located in the back of the library. Seed variety shall be a shade tolerant fescue. Renovation will be scheduled by Fields Service Inspectors and Project Manager. Refer to Pg 29, VIII, Section B, Soccer Field/Turf Renovations for details. *Includes both front and rear landscaping and secret garden *Keep ivy pruned back against fence along North driveway. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 60  Packet Pg. 69 of 461  54 *This are also includes both driveways, with dumpsters and shrubs. *Keep vines off of roof. *This area also includes both driveways, with dumpsters and shrubs. Item 7 – Children’s Theatre – PESTICIDE FREE-1305 Middlefield Rd. *Prune Xylosma hedges three times per year, maintain current shape *Prune roses around wishing well on a regular basis throughout the growing season and perform winter pruning *Manually water container plants as needed *Maintenance schedule must be adjusted to accommodate special events *Yearly turf renovation of lawn located in front of theater stage. Seed variety shall be a shade tolerant fescue. Renovation will be scheduled by Fields Service Inspectors and Project Manager. Refer to,VIII, Turf Maintenance, Section C, Soccer Field/Turf Renovation Procedures for details. Item 8 - City Hall – 250 Hamilton Ave. Aerification, overseed and top-dress turf two times a year in spring and fall. Clean plaza daily by 10:00 am, including stairways and sidewalk around building. Clean slippery areas where moss, mud and other debris make walkways hazardous. Wash plaza as requested between May and November. Empty garbage cans daily. Use of blowers to be restricted in certain areas near the air ventilator intake. Manually water containers and raised planters. Careful watering of camellias is required to prevent leaking to floors below and to prevent standing water 3x per week year around or as requested by Field Service Inspectors. Keep drains cleared during rainy season. Rearrange park furnishing on plaza to correct locations each morning. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 61  Packet Pg. 70 of 461  55 Water outdoor container plants, near main entrance. Be cautious to not overwater the containers. Item 9- Cubberley Community Center and Playing Fields •No pesticides shall be used on the Cubberley Campus (this excludes the playing fields). •All natural turf shall be mowed on Friday mornings. •Playing Fields shall be treated in accordance with Playing Field Maintenance Procedures. Mowing shall be completed on Tuesday and Friday mornings. •All garbage cans along perimeter of playing fields shall be serviced by contractor 2x per week (Mondays and Fridays). An additional service may be required during each week upon the request of the Field Service or Project Manager. •Contractor shall keep the decomposed granite running track level and free of debris (weeds, litter, etc.) at all times. Contractor shall supply stabilized decomposed granite to fill in any low areas of track on an “as needed” basis or as requested by City’s Field Service Inspector. Contractor shall level, wet down, and compact area once new material has been applied. •Contractor shall keep synthetic soccer field clean of debris on a daily basis. •Contractor shall drag the synthetic field once every 6 weeks (this may vary dependent on life span of turf. Older the turf is, the less dragging it will require) with a drag behind synthetic turf broom with de-thatcher and magnetic attachment. Broom shall be dragged behind a light weight utility cart similar to a Club Car to avoid damaging the turf. •SPORTS TURF RENOVATION - Contractor shall renovate natural sports turf fields once per year. Please refer to VIII- Turf Maintenance, Section C- Soccer Field/Turf Renovation Procedure for details. Renovation shall be scheduled with Field Service Inspector and/or Project Manager. •SOFTBALL FIELDS RENOVATION DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 62  Packet Pg. 71 of 461  56 Four softball infields shall be rototilled (ripped) with PTO driven tractor rototiller attachment to remove weeds along with “fluffing” (depth to be determined by City’s Field Service Inspector), leveling and compacting each infield toward the end of each turf renovation closure period (ideally a few weeks prior to opening of the fields). Scheduling shall be determined by City’s Project Manager and/or Field Service Inspector. This shall be completed once yearly. All sprinklers, quick couplers, bases, pegs, or other impediments shall be flagged before this procedure is initiated. Twenty five (25) tons of Baseball Infield Mix (70% red lava cinder, 1/8” fines mixed with 30% wilder clay or equal) shall be added and mixed to EACH FIELD ONLY FIRST YEAR of Agreement to bring areas up to grade and fill in low spots. Lower raised turf located on the perimeter of infields (between the infield mix and turf), caused by infield mix being dragged into the turf over the years. This shall be completed by sod cutting existing turf on the perimeter, remove excess material and dispose of old sod and material. New sod (blue/rye variety with approval of City’s Project Manager) shall be installed to re-establish turf perimeter along with amending the soil prior to installation. The arch of the turf lip shall be determined by specifications found in the ASA softball rule book. This shall be done ONLY FIRST YEAR of contract. as well. Scheduling of work shall be agreed upon within the contractor and City’s Project Manager. Sod shall be established along perimeter and infields shall be ready for play prior to the removal of the fencing. Item 10 - Downtown Library – 270 Forest Ave. Wash entrance as requested by Field Service Inspectors. Clean parking lot and dumpster area twice per month. Item 11 - Embarcadero Fire Station – 799 Embarcadero Rd. Fire station will be closed January 2018 through January of 2019. Maintenance shall commence on July 1, of 2019. Upon request, City shall provide contractor with landscape plans. *Temporary fire station located on Geng Road shall be maintained July 1, 2018 through June 30, 2019. Item 12 - Hanover Fire Station – 2675 Hanover St. Includes blowing the parking lot area. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 63  Packet Pg. 72 of 461  57 Item 13 - Junior Museum – 1451 Middlefield Rd. Ramp and entrance must be blown and kept free of debris to avoid slip hazard. Item 14 – Lucie Stern Community Center – 1305 Middlefield Rd. Includes parking lot and landscaped medians Includes all parking lot area landscaping Includes all exterior landscaping Contractor mows small lawns in open courtyard and interior courtyard Includes landscaping around air conditioner building Includes interior courtyard/fire ring at the Boy Scout area Brick pathways must be kept weed-free and free of moss/mold by the means of pressure washing. Ivy shall be kept off of the wall of Community Theater (Theater Works). Clean brick pathways and open courtyard once per week Includes stairway on west side of building, as well as stairway on north side of building near boys scouts building. Maintenance schedule must be adjusted to accommodate special events Keep all plant material off of roof and off of walls, unless otherwise specified by Field Service Inspectors. Includes yearly turf renovation of Kitchen Courtyard. Please refer to VIII Turf Maintenance, Section C for details. Seed variety shall be determined by Field Service Inspector/Project Manager. Scheduling and material amounts shall be determined by Field Service Inspector/Project Manager. Item 15 - Rinconada Library and Rinconada Community Garden– 1213 Newell Rd. Blowers at this site may be restricted and shall be used only before the library is open. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 64  Packet Pg. 73 of 461  58 Prune hydrangeas and roses in winter. Trim vines away from building and roof. Clean patios weekly. Walkways must be cleaned three times a week. Rock area around library and connection road must be kept clean and free of weeds at all times. Stabilized decomposed granite shall be replenished on and as-needed basis in the connection road. Plants around main entrance to Community Garden should be pruned and weeds removed regularly. Remove debris in parking lot and clean along fire lane. Keep bioretention basins free of debris Includes well site. . Item 16 - Mitchell Community Center and Library – 3800 Middlefield Rd. Includes parking lot and medians Includes all patios Keep bioretention basins free of debris located on Middlefield side of building and in parking area. Walkways shall be blown/cleaned on a daily basis. Includes Green Roof and Green Wall Maintenance Contractor shall follow below safety guidelines and maintenance specifications for the four green roofs: General Green Roofs and Green Walls Safety Requirements *Body harnesses, hard hats, steel toed boots, eye protection (when using equipment), gloves, safety vest shall be worn at all times when working on the roofs. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 65  Packet Pg. 74 of 461  59 *Harnesses where appropriate shall be used at all times when working on the roofs. *Training shall be given to all employees working on the Green Roofs Green Walls per Cal Osha specifications. Training record shall be provided to City Project Manager upon request. *Harnesses shall be inspected per Cal Osha specifications. Inspection record of harnesses shall be provided to City Project Manager upon request. *Maintain proper footing and awareness of surroundings at all times. *Contractor shall be responsible for checking with all applicable regulatory agencies to make sure you are in compliance at all times while working on Green Roofs and Green Walls. Plant Maintenance Assessing moisture levels *Moisture levels shall be assessed at each visit. Based on the contractor’s observations, the irrigation shall be adjusted to meet the watering needs and/or requirements for the green roofs and plant materials throughout each season (spring, summer, fall, winter). Contractor shall asses the soil visually and tactually. Visually by looking at the surface of the soil and tactually by using a probe (shallow probe) or a finger to test the soil moisture level. Assessing plant health *Plants shall be inspected for pests, disease, and disorders (including nutrient deficiencies) on a monthly basis. Contractor shall take detailed photographs when a problem is suspected and given to the City’s Field Service Inspector and/or Project Manager for discussion and recommendations on how to repair the problem. Plants that have died shall be removed and replaced with equivalent size, condition, and variety. Labor shall be provided by Contractor in a timely manner. Plant material (other than wild flower seed) shall be provided by City’s Open Space, Parks, and Golf Division unless damage is caused by Contractor’s negligence (i.e. mechanical damage, water stress, etc.). *Damage not resulting from Contractor’s negligence, such as vandalism, weather, pests shall be reported to City’s Field Service Inspector and/or Project Manager. *Report succulents that need to be replaced to City’s Field Service Inspector and/or Project Manager. Pruning DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 66  Packet Pg. 75 of 461  60 *Pruning shall be used to promote healthy growth, remove unhealthy, dead, and diseased portions, as well as keeping plant material in control and not allowing the plant material to grow onto or into the facility. *Removal of all plants along the Vegetation Free Zones at perimeters, drains and other penetrations. *Contractor shall mow native wildflower plants two times per year (October and March). Fertilize *Contractor shall fertilize plant material three times annually, early Spring (by end of March, late Spring early Summer (by end of May), and Fall (by end of October) with organic OMRI approved fertilizer. Seeding *Contractor shall seed areas that haven’t taken with specific seed variety used during project to fill in areas, as needed starting in March through November. Seed originally purchased from Pacific Coast Seed. Weed Maintenance *Manual weed green roofs bi-weekly (twice per month). Take particular attention to eucalyptus volunteers. Removal of these volunteers at first site is crucial to avoid much larger future problems. *Here are some common types of weeds that you may encounter on the green roofs (Oxalis, nut sedge, poplar seedlings, spurge, purslane, lambswarter). *No pesticides or herbicides shall be used anywhere on green roofs. Irrigation System Maintenance *Contractor shall inspect irrigation system once per month. Written report shall be completed after each inspection and given to City’s Field Service Inspector and/or Project Manager that includes date, time, location, and details on inspections (i.e. broken lines, plugged emitters, irrigation clock adjustment, etc.). Contractor shall work with City to schedule any repairs that may be present. *Contractor shall provide irrigation schedule to City’s Field Service Inspector and/or Project Manager. *Contractor shall inspect all filters once per month and clean on an “as-needed” basis dependent on each inspection findings. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 67  Packet Pg. 76 of 461  61 Item 17 - Mitchell Fire Station – 3600 Middlefield Rd. Area includes driveway along church: trim back and spray weeds. Mow Ivy once a year. Upon request of Field Service Inspector, an additional mowing of the ivy shall be completed. Item 18 - Municipal Service Center (MSC)– 3201 East Bayshore Rd. Boundary extends from the exterior of the north parking lot to the exterior of the south parking lot. Includes SCAADA building and parking lot on the south side of MSC Vines must be kept trimmed for visibility Parking lot maintenance must be performed on Fridays or Saturdays when parking lot is least full. Maintenance shall be completed once per month. Areas includes parking lot and parking lot landscaping Area includes weed and litter control inside facility, picnic area, along all edges, around gas stations, parking lots, and fence lines. All exterior fence lines must maintain a minimum 3-foot clearance; this includes area behind material bins on the east side of the facility. Oleanders in front of parking lot and suckers on poplar must be trimmed for visibility. The sidewalk strip must be continually free of weeds. The area around the “A” building, including the warehouse exterior storage area must be cleaned and kept weed free. Includes servicing all exterior aggregate garbage containers. Item 19 - Roth Building – Homer St. at Bryant St. Includes manually watering 5 building valves (turf and landscape), and watering camellias in patios/entry with hoses 3x’s a week March through November. Areas protected from rainfall must be watered year round. Item 20 – Alma Tower Well Site – Alma St. at Hawthorne Ave. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 68  Packet Pg. 77 of 461  62 Includes sidewalk strips on Alma St. and on Hawthorne Ave. Trim vines on back of structure as directed by the Field Service Inspectors. Wash benches and informational signs once per month Item 21-Sterling Canal Service shall begin after 8:30am Keep pathways free of weeds Keep decomposed granite pathways level and free of potholes. Weed parkway area beginning at the Loma Verde entrance. The area should include fence to fence boundaries, until the end of the decomposed granite pathways. Remove litter and empty trash receptacles. Mow ivy and vines once annually. Prune vegetation 3x annually. Prune “no-mow” yearly, February. Hand pull weeds within “no-mow”. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 69  Packet Pg. 78 of 461  63 SECTION E UTILITY SUB-STATIONS and WELL SITES E.UTILITY SUB-STATIONS AND WELL SITES All substations need to be cleaned on a monthly basis inside and outside fenced areas as directed by City’s Field Service Inspectors and/or project manager. City’s Field Service Inspector shall remain onsite while cleanings take place for safety. Fence lines must be kept free of plant material. Includes all landscaping surrounding these sites. Interior access shall be provided by Field Service Inspectors to all substations and well sites. Item 1 - Adobe Creek Substation and Pumpstation- PESTICIDE FREE– 1157 East Meadow Ave. Includes electric station on east side of street and the pump station on the west side of street. Does not include inside of fence line in electric sub-station. Does include inside of fence line on pump-station and exterior on an as requested basis by Field Service Insepctors. Item 2 – Arastradero Rd. Fluoride Station – 694 Arastradero Rd. Includes strips across from Cemetery entrance, west of 694 Arastradero Rd to flouride station. Item 3 - Colorado Substation – 1040 Colorado Ave. Area includes booster station across the street on the east side of W. Bayshore Rd. Does not include interior fence line of the electric substation. *Please note surveillance cameras inside substation. Item 4 - Gas Recovery Station 4 - Oak Rd. and Searsville Rd. (Stanford) Includes interior and exterior Item 5 - Geng Road Substation – Embarcadero Rd. at Geng Rd. Includes interior and exterior maintenance. Item 6 - Hale Well Site –PESTICIDE FREE- 999 Hale Ave. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 70  Packet Pg. 79 of 461  64 No pesticides or herbicides applications shall be used. Maintain a 3-foot clearance along fence lines and reservoir. Item 7 - Hanover Substation – 3350 Hanover St. Does not include interior maintenance of the electric substation. Item 8 - Hansen Substation – 950 Hansen Way. Does not include interior maintenance of the electric substation Item 9 - Matadero Well-Site – PESTICIDE FREE- 635 Matadero Ave. near Whitsell St. Includes maintenance of cement pad Keep ivy off building and fence lines clear to 3 feet Includes interior and exterior Item 10 - Maybell Substation – 527 Maybell Ave. Only exterior of substation, does not include interior of electric substation. Item 11- Middlefield Sub Station- 1150 Middlefield Rd Pick up debris and keep weeded, 4x’s per year or as requested by Field Service Inspectors. Item 12 -Mitchell Substation – 3600 block of Middlefield Does not include interior maintenance of the electric substation Item 13 - Page Mill Substation – Page Mill Rd. at Old Page Mill Rd. *Please note poison ivy in area. *Please note surveillance cameras inside of substation. Item 14 - Park Blvd Substation – 3291 Park Blvd. Does not include interior maintenance of the electric substation DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 71  Packet Pg. 80 of 461  65 Item 15 - PG&E Substation – West Bayshore Rd. south of Colorado Ave. Only maintenance of east and south side of exterior fence line. Item 16 - Quarry Electric Station – 281 Quarry Rd. (Stanford) Does not include interior maintenance of the electric substation Item 17- San Francisquito (SF) Creek and Substation- PESTICIDE FREE- East Bayshore Rd. Contractor is responsible for maintaining plant material located in the parking area and west side of pump station located inside of the fence area along fence line. Contractor is responsible for monthly control of all weeds on slopes with string trimmer to a height of 2”. Immediate removal of all Lepidium latifolium (Pepperweed plants especially along the lower banks of the mitigation site). Mitigation site is located on the north side of the pump station, on the sides of the creek basin. Contractor shall schedule with City Staff and Santa Clara Valley Water District for access to the area. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 72  Packet Pg. 81 of 461  66 SECTION F TENNIS COURT CLEANING F. Tennis Court Cleaning Specifications for the services of Tennis Court Cleaning of City of Palo Alto and Palo Alto Unified School District tennis courts. GENERAL PROVISIONS The following provisions, where individually applicable, apply for maintenance standards not limited to Tennis Court cleaning, and any and all other items selected as part of this proposal. Locations Contractor shall clean 22 various courts at City parks, and 31 various courts at school facilities twice a month. The cleanings shall be done in accordance with posted schedule on each court. The work is to be performed at the locations listed below. The Contractor shall provide all cleaning equipment, materials and labor necessary to perform the required service. Contractors are highly encouraged to visit each individual property independently in addition to the mandatory Pre-Bid Site Tour. Scope of Work 1)During the months of March through November (9 months), the courts shall be water broomed to remove all debris. During the months of December through February (3 months), the courts shall be blown to remove all debris. Upon request of Field Service Inspector, an additional water brooming may be required.. 2)Litter shall be picked up on each court every time a court is cleaned. Litter cannot be blown out of the court and onto adjacent paths and park areas. Litter must be picked up with a 3-foot perimeter of the courts. Litter is to include not only man- made objects, but also debris from plants. 3)Garbage receptacles located within or adjacent to the tennis courts shall be emptied during each cleaning. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 73  Packet Pg. 82 of 461  67 4)Litter is to be removed from under the bleachers each time the court is cleaned at Mitchell Park. 5)Courts are not to be cleaned when it rains, but scheduled soon after rain has stopped without disruption to tennis court users. 6)Field Service Inspectors and/or Project Manager may request additional cleanings. Park Courts Item 1 -- Peers Park, 1899 Park Blvd Courts: 2 Trash receptacles: 1 Item 2 -- Rinconada Park, 777 Embarcadero Rd. and 1415 Hopkins Courts: 9 Trash receptacles: 5 Item 3 -- Weisshaar Park, 2298 Dartmouth Courts: 2 Trash receptacles: 2 Item 4 -- Hoover Park, 2855 Cowper Courts: 2 Trash receptacles: 2 Item 5 -- Mitchell Park, 600 E. Meadow Courts: 7 tennis courts and 2 Paddle tennis courts Trash receptacles: 3 Item 6 -- Terman Park, Arastradero Rd Courts: 2 Trash receptacles: 2 PAUSD and Community Center Courts Item 7 -- Palo Alto High School, 50 Embarcadero Courts: 7 Trash receptacles: 2 DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 74  Packet Pg. 83 of 461  68 Item 8 -- Gunn High School, 780 Arastradero Courts: 7 Trash receptacles: 2 Item 9 -- JLS, 480 E. Meadow Courts: 6 Trash receptacles: 1 Item 10 - Jordan Junior High, 750 N. California Courts: 6 Trash receptacles: 1 Item 11 – Cubberley Community Center Courts: 6 Trash receptacles: 3 Park Courts 1st and 3rd Tuesday of each month- Rinconada, Hopkins, Peers, Weisshaar 1st and 3rd Wednesday of each month- Mitchell and Hoover. School and Community Center Courts 2nd and 4th Tuesday of each month – JLS, Jordan, and Terman 2nd and 4th Wednesday of each month- Palo Alto High School and Gunn High School. 2nd and 4th Tuesday morning of each month – Cubberely Community Center DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 75  Packet Pg. 84 of 461  69 SECTION H BYXBEE PARK VEGETATION MANAGEMENT PROJECT Byxbee Map 1: Byxbee Park in the Palo Alto Baylands DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 76  Packet Pg. 85 of 461  70 BYXBEE PARK - VEGETATION MANAGEMENT PROJECT Scope of Work: Vegetation Management in Palo Alto’s Byxbee Park. Background: Byxbee Park is an approximately 149 acre park built on the former Palo Alto Landfill. The park consists of rolling terrain, trails, benches, and a number of art installations. Approximately 122 acres are to be maintained under this contract. The Public Arts Commission took a lead role in the design of the park and the Commission has determined a look for the park. The Open Space, Parks and Golf Division of the Community Services Department has the responsibility for implementing the Commission’s plans and for general upkeep of the park. General Structure: For purposes of this Agreement the park has been divided into two areas: the top of the old landfill (the “rolling terrain”), and the slopes that go from the levee roads up to the top. The top area is highlighted in blue in the Byxbee Map 2, below. The slopes are divided into additional sections that are to be mowed in different years; see Byxbee Map 3, below. Mowing is to be done as needed to maintain vegetation heights of six to ten inches (6- 10 inches). There are several “vegetation island” berms in the park that are planted with native plants. Contractor is not responsible for these areas but will mow up to and around the islands to reduce vegetation near them. The City may, at its discretion, decide to eliminate one or more of the following tasks for any given year. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 77  Packet Pg. 86 of 461  71 Tasks: 1.Mowing Maintenance: Mowing will begin during the month of May or June to reduce annual weedy bio-mass, remove plants with root systems greater than a foot in depth (i.e., coyote brush, mustard, Russian thistle) and provide sunlight to emerging perennial natives. The slopes will be mowed from the levee road to the midpoint of the slope, according to this schedule. Please refer to the color-coded areas of Byxbee Map. Orange: Years 1 and 4. Green: Years 2 and 5. Blue: Year 3. The mowing shall be repeated as needed during the year to meet the height specifications. Mowing will be done with a wheeled tractor and flail or rotary mower, and with weed- whips as needed. 2.Byxbee Park V-Ditch: The V-ditch is a concrete ditch that circles the park near the levee roads. The V-ditch shall by maintained by mowing vegetation in May, July and September or October. See Byxbee Map 4, below. •On the upper slope side of the v-ditch, mow 6’-8’ uphill from the ditch. •On the down slope side, mow from the v-ditch to the road. •Inside the v-ditch, pull and remove all vegetation. •Blow all vegetation from interior of v-ditch. •Haul away all pulled vegetation. 3.Coyote Brush Removal: Pursuant to State law, Coyote Brush and other non-native, invasive species whose roots exceed one foot in depth must be removed on an ongoing basis. Under this Agreement, this task will be done as part of the annual mowing. It includes all sections of the park specified in this Agreement. 4.Burrowing Owl Habitat: Byxbee Park is burrowing owl habitat. There may be no mowing within 250 feet of a burrowing owl nest burrow. Nest burrows will be clearly marked by City staff. 5.Artistic Features: Within the mowing area specified above, the contractor shall be responsible for the maintenance of the vegetation on and near artistic features named Chevrons, Pole Field and Wind Waves. This will include the removal of existing weeds and other tall DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 78  Packet Pg. 87 of 461  72 vegetation and weed-whipping of the surrounding areas to keep a neat appearance. See Byxbee Map 2, below. 6.Restoration of Trails or Paths, Including Social Trails: Formal walking and bicycle trail routes have been constructed at Byxbee Park of 10-12 foot widths. Concurrent with mowing work, the Contractor shall remove all vegetation from the tread of the pathways to maintain unobstructed pathways for park visitors by mowing or the application of herbicide. Herbicide will only be applied with prior written permission from the City’s Supervising Ranger. Herbicide Use: While herbicides are not preferred for the control of weeds, herbicides may be used with the express, written permission of the Baylands Supervising Ranger. Herbicides may be used only for specific designated areas and may only be applied within a designated time frame. When Contractor is ready to use herbicides, they must submit a written request to the Baylands Supervising Ranger at least two weeks prior to such usage. Contractor will post signage at entry points to the work area one day prior to herbicide usage explaining the purpose of spraying and the herbicide to be used. All signage will be removed the day following herbicide application. Because cyclists and hikers will from time to time create “social” trails or paths, the contractor will be responsible for restoring these areas by reseeding the area with the seed mix indicated below. This work will be performed on an as-needed basis. The Contractor will submit a proposal for specific restoration projects that will be reviewed and approved by the City’s Supervising Ranger. The City will pay Contractor for each of these projects on a “change order” basis to the approved Agreement amount. a.Soil Preparation: Chisel the areas to be seeded to a depth of 6-8 inches. The areas to be seeded will be tilled in two directions and then harrowed. b.Fertilization of newly seeded areas: A balanced fertilizer (18-18-18) to be applied at 50 pounds per acre, and shall be tilled into the soil to an even depth of 6-8 inches. Two inches of compost provided by the City’s landfill operation shall also be tilled into the soil. c.Seeding: Native wild grasses are to be used to replenish social trails. The following plant species will be used in the seeding of Byxbee Park: California brome Bromus carinatus 10 pounds/acre Blue Wildrye Elymus glaucus 10 pounds/acre Pacific hairgrass Deschampsia holciformus 5 pounds/acre DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 79  Packet Pg. 88 of 461  73 California Poppy Eschscholzia californica 4 pounds/acre Creeping Rye Leymus triticoides grass plugs d.Cover: The seeded area is to be covered by mulch or weed-free straw to reduce erosion and protect the seeded area. Additional Services Required: 1.Contractor will be responsible for clearing vegetation from everything in the work area. This includes both sides of the drainage ditch (V-ditch) and around all benches. They will also weed-whip around the art structures. The exceptions to this are the native vegetation islands and the area from the midpoint of the slopes to the top area of the park. 2.Contractor will mow as often as is needed to keep the weeds and grasses at the 6-10 inch level. 3.Contractor will mow four (4) feet on each side of the trails to keep trails clear of vegetation. 4.Contractor will repair social trails by seeding them with the specified native grass seed. 5.Contractor will notify the Supervising Ranger by telephone (650-617-3156) before coming out to work in the area. 6.Contractor will notify the Supervising Ranger two (2) days in advance when they are scheduled to spray herbicides. 7.Contractor is responsible for monitoring vegetation height to ensure that it remains within height limits. In the event the City feels it is too high, the Supervising Ranger will contact Contractor for service as needed. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 80  Packet Pg. 89 of 461  74 Maps Byxbee Map 2: The area highlighted in blue is the top of Byxbee Park (i.e., the area above the slopes). This area is to be mowed several times a year to keep vegetation heights to 6-10 inches. It includes the Pole Field, Chevrons and Wind Waves art installations. Byxbee Map 3: Areas in color are the slopes of Byxbee Park that require mowing from the levee roads up to the midpoint of the slope. Orange area is to be mowed in Years 1 and 4. Green is Years 2 and 5. Blue is Year 3. Colors show general area and are not exact. Pole Field Wind Waves Chevrons DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 81  Packet Pg. 90 of 461  75 Byxbee Map 4: V-Ditch. To be mowed several times a year to keep vegetation heights on either side to 4-6 inches, and to keep ditch itself clear of any vegetation. See Task 2 above. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 82  Packet Pg. 91 of 461  76 EXHIBIT B SCHEDULE OF PERFORMANCE, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) CONTRACTOR shall perform the Services according to the following schedule: The Contractor’s hours of operation shall conform to the hours of 6:00 a.m. and 5:00 p.m. during the life of the Agreement unless specified otherwise in this Agreement. The Contractor’s hours of operation shall conform to the hours of 9:00 a.m. and 3:00 p.m. for medians and roadside strips. Hours of operation in the University and California Avenue Business District are an exception. Cleaning equipment, when used in public streets in business districts shall be allowed during the hours of 10:00 pm and 7:00 am, Monday through Friday, providing no such piece of equipment shall produce a noise level that exceeds 70 dBA measured at a distance of 25 feet. SERVICE LEVELS-Service frequencies are listed below unless delineated otherwise in Section A, B, C, D, E, F, and H. I.DAILY SERVICE- (Monday through Friday) The following sites require daily service. City Facilities Mitchell Community Center Mitchell Library City Hall Parks Bol Park Boulware Park Bowden Park Briones Park Cameron Park Cogswell Park Eleanor Pardee Park Heritage Park Hoover Park Johnson Park Lytton Plaza DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 83  Packet Pg. 92 of 461  77 Mitchell Park Monroe Park Peers Park Ramos Park Rinconada Park Robles Park Scott Park Seale Park Terman Park Ventura School grounds Werry Park Median, Roadside Strips, & Bioretention Basins University Ave. California Ave. II.MONDAY, WEDNESDAY, FRIDAY SERVICE The following sites require service on every Monday, Wednesday, and Friday: Parks Bowling Green El Palo Alto Park Mayfield Park Sarah Wallis Park Weisshaar Park City Facilities Art Center Children’s Theatre Children’s Library Cubberley Community Center Downtown Library Lucie Stern Community Center Rinconada Library Roth Building III.SEMI-WEEKLY SERVICE The following sites require service twice per week. Actual days to be determined by Field Service Inspectors and/or Project Manager. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 84  Packet Pg. 93 of 461  78 City Facilities Sterling Canal Parking Lots University Ave Business District California Ave Business District Cowper/Webster Ted Thompson Garage Median, Roadside Strips, & Bioretention Basins San Antonio Rd. Embarcadero Islands/Underpass (Maintenance shall commence on January 1, 2019, for new landscaping) IV.WEEKLY SERVICE The following sites require service once per week. Actual day to be determined by the Field Service Inspectors and/or Project Manager. Parks Hale Well Park Timothy Hopkins Creekside Parks Terman Park City Facilities Arastradero Fire Station Alma Fire Station Alma Tower Animal Shelter Embarcadero Fire Station (commence July 1, 2019) Flood Basin Hanover Fire Station Mitchell Fire Station Municipal Service Center Junior Museum Median, Roadside Strips, & Bioretention Basins Alma St Arastradero Islands Arcadia Pl. California Ave/Birch Medians California Avenue Business District Tree Wells DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 85  Packet Pg. 94 of 461  79 Charleston Rd. Downtown Tree Wells El Camino Real Islands Forest Lawn Parkway Oregon Expressway Page Mill Islands Southgate Bioretention Basins E. & W. Greenwich Cul de Sacs University Islands/Underpass Utility Sub-Stations & Well-Sites Colorado Substation V.MONTHLY City Facilities Bike Paths Parking Lots Midtown Parking Lots Median, Roadside Strips, & Bioretention Basins Alma St. West @ El Carmelo AMBLUR (Maintenance shall commence on October 1, 2018) Caltrans Underpass N. California Ave (across from Jordan Middle School) Arastradero Rd Charleston-Arastradero Corridor Medians, Roadside Strips, and Bioretention Basins (Maintenance shall commence on the following dates: Phase 1 and phase 2-June 1, 2019 and phase 3 June 1, 2021) Evergreen Park Closures/Park Blvd. Medians Quarry Islands Roundabouts Miranda Islands 101 Sound walls (north and south) Bryant/Addison Circle Lytton/Guinda Circle Eleanor Park Area Cul de Sacs Island Drive Melville Island Welch Rd Center Medians DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 86  Packet Pg. 95 of 461  80 Utility Sub-Stations & Well-Sites Adobe Creek Substation and Pump Station Alma Electric Substation Arastradero Rd. Fluoride Station Gas Recovery Station 4 Geng Rd. Substation Hale Well Site Hanover Substation Hansen Substation Matadero Substation Middlefield Substation Maybell Substation Mitchell Substation Page Mill Substation PG&E Substation Quarry Substation SCAADA Substation San Francisquito (SF) Creek and Substation VI.SITES THAT REQUIRE HOLIDAY SERVICE Bol Park Boulware Park Briones Park Cameron Park Cogswell Park Eleanor Pardee Park Hoover Park Johnson Park Lytton Plaza Mitchell Park (includes Magical Bridge Playground) Monroe Park Peers Park Ramos Park Rinconada Park Robles Park Scott Park Seale Park Ventura School grounds Werry Park DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 87  Packet Pg. 96 of 461  81 Note: The contractor must provide all General Maintenance Clean-up and Playground Equipment Maintenance at the above sites on these following holidays and specific holiday weekend days: Memorial Day Weekend (Sunday and Monday) Fourth of July Weekend as follows: Wednesday July 4, 2018 Thursday July 4, 2019 Saturday July 4, 2020 and Sunday July 5, 2020) Sunday July 4, 2021 and Monday, July 5, 2021 Monday, July 4th, 2022 and Tuesday, July 4, 2023 Labor Day Weekend (Sunday and Monday) Section H, Byxbee Park Vegetation Management Project Byxbee Park, for purposes of this contract, is defined as having two areas: the slope that goes around the entirety of the old landfill that creates Byxbee Park, and the "top". The top area is shown on Byxbee Map 2 in final scope of work/services. Mowing of the top shall begin during the month of May or June to reduce annual weedy bio-mass, remove plants with root systems greater than a foot in depth (i.e., coyote brush, mustard, Russian thistle) and provide sunlight to emerging perennial natives. The slopes will be mowed from the levee road to the midpoint of the slope, according to this schedule. Please refer to the color-coded areas of Byxbee Map 3 in final scope of work/services. Orange: Years 1 and 4. Green: Years 2 and 5. Blue: Year 3. The mowing shall be repeated as needed during the year to meet the height specifications. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 88  Packet Pg. 97 of 461  82 EXHIBIT C SCHEDULE OF FEES CITY shall pay CONTRACTOR according to the following rate schedule. The maximum amount of compensation to be paid to CONTRACTOR, including both payment for services and reimbursable expenses, shall not exceed the amounts set forth in Sections 5 and 6 of the Agreement. Any services provided or hours worked for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to CITY. The contracts yearly total for each section A, B, C, D, E, F, and H shall be divided by 12 months for a monthly billing cycle. Please see chart below for monthly totals. DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 89  Packet Pg. 98 of 461  83 DocuSign Envelope ID: D333EE91-2A28-4275-8B11-F372C4289A3C Item 4 Attachment A - Amendment No. 1 to Contract C18170810A with BrightView Landscape Services, Inc.        Item 4: Staff Report Pg. 90  Packet Pg. 99 of 461  1 AMENDMENT NO. 1 TO CONTRACT NO. C18170810B BETWEEN THE CITY OF PALO ALTO AND GACHINA LANDSCAPE MANAGEMENT This Amendment No. 1 (this “Amendment”) to Contract No. C18170810B (the “Contract” as defined below) is entered into as of June 12, 2023, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and GACHINA LANDSCAPE MANAGEMENT, INC., a California corporation, located at 1130 O’Brien Drive, Menlo Park, CA 94025 (“CONTRACTOR”). CITY and [CONSULTANT or CONTRACTOR] are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of providing Landscape Maintenance Services, as detailed therein. B. The Parties now wish to amend the Contract in order to extend the Contract term by three (3) months through September 30, 2023 and increase compensation accordingly by Nineteen Thousand Nine Hundred Seventy-Two Dollars ($19,972) from Three Hundred Seventy-Six Thousand Eight Hundred Forty-Two Dollars ($376,842) to Three Hundred Ninety-Six Thousand Eight Hundred Fourteen Dollars ($396,814), as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: Contract. The term “Contract” shall mean Contract No. C18170810B between CONSULTANT and CITY, dated May 29, 2018. a. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 3 “TERM” of the Contract is hereby amended to read as follows: “The term of this Agreement is from July 1, 2018 to September 30, 2023 inclusive, subject to the provisions of Sections R and W of the General Terms and Conditions.” SECTION 3. Section 5 “COMPENSATION FOR ORIGINAL TERM” of the Contract is hereby amended to read as follows: “COMPENSATION FOR ORIGINAL TERM. CITY shall pay and CONTRACTOR agrees to accept as not-to- exceed compensation for the full performance of the Services and reimbursable expenses, if any: DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 91  Packet Pg. 100 of 461  2 The total maximum lump sum compensation of dollars ($ ); OR The sum of dollars ($ ) per hour, not to exceed a total maximum compensation amount of dollars ($ ); OR A sum calculated in accordance with the fee schedule set forth at Exhibit C, not to exceed a total maximum compensation amount of Three Hundred Ninety-Six Thousand Eight Hundred Fourteen Dollars ($396,814). CONTRACTOR agrees that it can perform the Services for an amount not to exceed the total maximum compensation set forth above. Any hours worked or services performed by CONTRACTOR for which payment would result in a total exceeding the maximum amount of compensation set forth above for performance of the Services shall be at no cost to CITY. CITY has set aside the sum of Eighteen Thousand Eight Hundred Ninety-Six Dollars ($18,896) for Additional Services. CONTRACTOR shall provide Additional Services only by advanced, written authorization from the City Manager or designee. CONTRACTOR, at the CITY’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONTRACTOR’s proposed maximum compensation, including reimbursable expense, for such services. Compensation shall be based on the hourly rates set forth above or in Exhibit C (whichever is applicable), or if such rates are not applicable, a negotiated lump sum. CITY shall not authorize and CONTRACTOR shall not perform any Additional Services for which payment would exceed the amount set forth above for Additional Services. Payment for Additional Services is subject to all requirements and restrictions in this Agreement.” SECTION 4. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference: a. Exhibit “A” entitled “SCOPE OF SERVICES, AMENDMENT NO. 1”, AMENDED, REPLACES PREVIOUS. b. Exhibit “C” entitled “SCHEDULE OF FEES, AMENDMENT NO. 1”,AMENDED, REPLACES PREVIOUS. SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 92  Packet Pg. 101 of 461  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 APPROVED AS TO FORM: _______________________________ City Attorney or Designee GACHINA LANDSCAPE MANAGEMENT Officer 1 By:___________________________ Name:________________________ Title:__________________________ Officer 2 By:___________________________ Name:_________________________ Title:__________________________ Attachments: EXHIBIT “A” entitled “SCOPE OF SERVICES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS). EXHIBIT “C” entitled “SCHEDULE OF FEES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS). DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Jaclyn Ishimaru Gachina President and CEO Sharon Chao, Finance Director Director Finance Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 93  Packet Pg. 102 of 461  4 EXHIBIT A SCOPE OF SERVICES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) GENERAL REQUIREMENTS A. Landscape Maintenance: The contractor shall provide the City with a landscape maintenance program at the frequencies called for in the special provisions of this Agreement. The maintenance program is not limited to specifying daily, weekly and monthly landscape maintenance task schedules covering all areas of responsibility specified in this agreement. The maintenance program will be submitted and agreed upon within 30 calendar days following award of this Agreement. This program and any changes, deletions, or additions therein, if approved by the City, shall become part of this agreement and shall be used by both the contractor and the City of Palo Alto for performance monitoring of contractor obligations. The City’s Project Manager shall receive changes to the schedule at least 24 hours prior to the scheduled time for the work. Failure to notify of a change and/or failure to perform an item or work on a scheduled day may be considered a breach of this Agreement. The Contractor shall adjust their schedule to compensate for all holidays. The contractor will be required to work on specified holidays and weekends as outlined in this Scope of Work. B. Staffing Levels: Regional Water Quality Control Plant (RWQCP), Section G requires a total of 32 hours per week. Please refer to Section G for details. All contract personnel must pass live scan fingerprinting and TB testing (Tuberculin Skin Test) before being allowed to work on the City and School property. Contractor shall work with City’s Project Manager on obtaining required verification of fingerprinting and TB results. Contractor shall be responsible for performing the live scan fingerprinting and shall be responsible for the live scan fingerprinting and TB costs for their employees. C. Monthly Progress Reports: Upon request, the contractor shall provide the City's Open Space, Parks, and Golf Division with monthly progress reports, based on weekly summary of work performed by location and referenced to the maintenance program. The reports will be due no later than the fifth day of the month following services and is to include the following information: a) Total labor, supervision, and horticultural hours provided at each site. This can be in a spreadsheet format with all applicable sites covered under this agreement. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 94  Packet Pg. 103 of 461  5 b) Problem areas encountered during the month. c) Monthly chemical application reports for all materials applied by site. This will include location, application date, materials, amount of material applied, etc. This shall be sent to Parks Manager as well as the City’s Public Works–Watershed Protection Project Manager, Julie Weiss. d) Any additional reports as directed by the Parks and Golf Division. D. Inventory/Safety Data Sheets Within thirty days of the effective date of this agreement, the contractor will submit to the City a list of all chemicals (fertilizers, pesticides, cleansers etc.) that will be used by the contractor on the sites, together with the required SDS (Safety Data Sheets). SDS and product labels shall be in applicator's vehicle at all times in accordance with California Department of Pesticide Regulations. E. Extra Projects/Landscape Upgrades: All extra projects shall require the submission of a Project Proposal Form or a Work Order Authorization Form. If the contractor does not have available such a form, a mutually agreeable format will be developed. On any extra project or landscape upgrade, the City reserves the right to obtain competitive bids or quotations. F. Management Philosophy: The contractor shall take a pro-active approach in correcting problems within the contractors’ span of responsibility and control. Other problems and suggestions for improvements, both short and long term, must be submitted promptly to the City for appropriate action. G. Public Image and Etiquette: Contractor employees shall wear company uniforms, which consist of long pants and shirts with company name and individual’s name on the shirt. The contractor’s staff when needed will utilize rain gear, rain boots, safety shoes, and other safety equipment. All contracted employees while on the site shall exhibit a clean, neat professional appearance. Contractor’s equipment and vehicles shall also be professional in appearance, exhibit the company name and phone number, and be well maintained for DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 95  Packet Pg. 104 of 461  6 safe operation. All Contractors’ vehicles must display a placard, legible from a distance of 10 feet, with the following language: (Name of Landscape Contractor) City of Palo Alto, Landscape Maintenance Contractor Questions/Comments Contact: (650) 496-6962 H. Authorization Required to Begin Work The Contractor shall begin work only after receiving written notice to proceed from the Open Space, Parks and Golf Superintendent or Open Space, Parks, and Golf Division Manager. I. TERM OF CONTRACT The services to be performed under the contract shall commence on July 1, 2018 and shall be completed by June 30, 2019 for first year of contract, July 1,2019 and completed June 30, 2020 for the second year, July 1, 2020 and completed June 30, 2021 for the third year of contract, July 1, 2021 and completed June 30, 2022 for the fourth year of the contract and July 1, 2022 and completed June 30, 2023 for the fifth year of the contract and July 1, 2023 and July 1, 2023 and completed September 30, 2023 for the sixth year of the contract. . Funding after Year 1 is subject to funding approval on an annual basis. II. GENERAL CONDITIONS A. Permits/Parking The Contractor shall be issued a free maintenance parking permit from the City's Department of Transportation. This will allow the Contractor's crews to use City parking facilities at no charge during the term of this contract and only while doing landscape maintenance work for the City's Open Space, Parks and Golf Division. Contractor shall follow all parking restrictions throughout the City. B. Payments and Inspection Payment will be made for work satisfactorily completed as called for in this Agreement. The City's Representative shall inspect and notify the Contractor of any unsatisfactory work. Unsatisfactory work shall be corrected within 24 hours. Contractor or Contractor's representative shall meet with a representative from the City at least once a month during the life of this contract to inspect work performed. The Contractor will bill the City by the 5th of the month following service. Electronic invoicing is preferred. The City will pay the Contractor on a monthly basis for services DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 96  Packet Pg. 105 of 461  7 and materials authorized under this Agreement provided during the monthly billing period. C. Property Damage 1. Any private or City property damaged or altered in any way during the performance of the work under this contract shall be reported promptly to the City's representative, and shall be rectified in an approved manner back to its former condition, prior to damage, at the Contractor's expense. 2. Any hazardous conditions noted, or seen, by the Contractor that has occurred by any means other than during the performance of the Contractor's work, whether by vandalism or any other means, shall be promptly reported to the City’s Representative. 3. The Contractor is responsible for securing any immediate hazards with caution tape, safety cones, or barricades until a City Representative arrives to the location. D. Safety Contractor agrees to perform all work outlined in the Agreement in such a manner as to meet all accepted standards for safe practices during the maintenance operation and to safely maintain stored equipment, machines, and materials or other hazards consequential or related to the work; and agrees additionally to accept the sole responsibility for complying with all City, County, State or other legal requirements including, but not limited to, full compliance with the terms of the applicable O.S.H.A. and CAL E.P.A. Safety Orders at all times so as to protect all person, including contractor employees, agents of the City, vendors, members of the public or others from foreseeable injury, or damage to their property. The Contractor shall be responsible for securing traffic control and safety regulations as related to any City, State, or County requirements while working on medians and/or roadside strips (please refer to the following links for additional information, http://www.dot.ca.gov and/or www.osha.gov ). The design and operation of work zone traffic controls must comply with U.S. Department of Transportation/Federal Highway Administration guidelines. Contractor shall cooperate fully with City in the investigation of any accident, injury or death occurring on city property, including a complete written report thereof to the Project Manager within twenty-four (24) hours following the occurrence. E. Use of Sanitary Landfill The contractor shall at their sole expense load, haul and deposit all rubbish, debris and green waste in compliance with applicable provisions of Palo Alto Municipal Code Chapter 5.20. Depending on the situation, this may include utilizing a transfer station located at the City of Sunnyvale or another means of removal at the contractor’s expense. Contractor may be able to use onsite dumpster for garbage and/or recycling only with approval of the Field Service Inspectors and/or Project Manager. All clippings and trimmings must be composted. Contractor shall use City’s garbage service DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 97  Packet Pg. 106 of 461  8 contractor for all solid waste and mixed recycling materials (PAMC Title 5 Health and Sanitation, Chapter 5.20). Clippings trimmings, cuttings generated by the Contractor that cannot be used as mulch shall be promptly removed from the work site at the end of the same day the work is performed. Dumpster shall not be used at sites unless approved by Field Service Inspectors and/or Project Manager. The Contractor must be able to show upon request where compostable materials are processed for use as compost. F. Project Hours of Operation The Contractor’s hours of operation shall conform to the hours of 6:00 a.m. and 5:00 p.m. during the life of the Agreement unless specified more specifically elsewhere in this Agreement. The Contractors hours of operation shall conform to the hours of 9:00 a.m. and 3:00 p.m. for medians and roadside strips. Any other exception shall only be authorized with prior approval of the City’s Project Manager. G. City Truck Route Ordinance The Contractor and any subcontractor or supplies shall at all times comply with the requirements of the City Truck Route Ordinance as found in the Palo Alto Municipal Code (PAMC), Chapter 10.48. H. City Noise Control Ordinance The Contractor and any subcontractor shall at all times conform their operations to the requirement of the City of Palo Alto Noise Ordinance (PAMC, Chapter 9.10). Contractors shall not utilize fuel powered leaf blowers. Contractors shall only use electric and/or battery operated leaf blowers throughout this entire contract. I. Spare the Air Days The Contractor must comply with regional “Spare the Air” recommendations on designated “Spare the Air Days” that occur throughout the year. At a minimum, no gasoline powered equipment shall be used after 10 a.m. on “Spare the Air Days”. The City’s Field Service Inspectors and/or Project Manager will notify the contractor when a “Spare the Air” alert has been designated. The Contractor must coordinate work schedules to accommodate “Spare the Air” recommendations. J. Materials DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 98  Packet Pg. 107 of 461  9 All materials shall be provided by the Contractor and shall be the highest quality available. Commercial fertilizers and pesticides shall bear the manufacturer's label and guaranteed analysis. The Contractor shall have SDS sheets for all chemicals available upon request. The City’s Field Service Inspectors and/or Project Manager must approve all materials. The City reserves the right to contact any vendor directly, if the contractor fails to meet scheduled deadline within Section G. 1. Water is to be furnished by the City. 2. Fertilizer shall be a complete, seasonably appropriate organic (OMRI certified) granular fertilizer furnishing the required percentage of nitrogen, phosphoric acid and potassium to keep lawns, trees, shrubs and other plants in a healthy and vigorous growing condition at all times. For acidic loving plants (Camellia’s, Rhododendron’s, Azalea’s, etc) an organic acidic fertilizer shall be used. If there arises a question as to the need for application of fertilizer or the formulation of a fertilizer, soil samples shall be taken from locations specified by the City's representative. They shall be analyzed by a licensed soil analyst at the Contractor's expense and the results and recommendations for the formulation and rates of applications of a complete fertilizer shall be submitted to the City's representative. Contractor shall formulate and apply the fertilizer as per the recommendations of the soil analyst. If the application of iron, zinc or other trace minerals is recommended by the soil analyst or by a recognized plant pathologist to correct a specific soil deficiency, it shall also be applied according to these recommendations at the Contractor's expense. site 3. Pesticides shall be of the highest quality obtainable, brought to the job in the original manufacturer's containers, properly labeled with guaranteed analysis. Any necessary permits, recommendations, etc. shall be the responsibility of the Contractor. 4. Plant materials shall be of the highest quality, displaying a healthy appearance and of a size relevant to their container size. The City’s Field Service Inspectors and/or Project Manager must inspect and approve all plant materials prior to planting. 5. Turf seed shall be of the highest quality available, industry recognized, and approved by the City’s Field Service Inspectors and/or Project Manager prior to application. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 99  Packet Pg. 108 of 461  10 6. Plant stakes, ties, guy wires shall be of materials to match those existing on the site or approved equal. K. Shrub, Tree and Ground Cover Care Maintain all shrubs and all ground cover in a healthy growing condition by performing the following operations and other work incidental thereto: 1. Water Management - Water to establish moisture to the full depth of the root zone. Watering shall be done in a manner to avoid erosion, excessive runoff, puddles, or creation of a waterlogged soil condition. Hoses and portable sprinklers shall be used to supplement the sprinkler system where necessary to ensure complete coverage. 2. Pruning and Trimming A. Pruning and trimming shall he done by qualified, trained professional personnel. Documentation of training and experience shall be given to City’s Project Manager upon request for each employee. B. Excessive pruning or stubbing back shall not be permitted. C. All pruning cuts shall be properly made: They shall be cleanly cut with no tearing of the bark. D. The Contractor is responsible for replacing, at their cost, any damage to plant materials caused by excessive pruning, improper pruning techniques, poor equipment, etc. E. All dead or damaged branches shall be removed immediately from shrubs and ground covers. Any dead or damaged branches located in trees shall be secured (either by the means of caution tape, cones, or barricades) and reported to City’s Field Service Inspectors and/or City Project Manager. F. Pruning and trimming of shrubs and ground cover shall be done as needed, and/or requested by Field Service Inspectors, to achieve the following: I. To cut back branches that are rubbing on walkways, fences and impairing or posing a safety hazard to pedestrians, bicycles, or vehicles. Contractor shall not prune any tree branches. II. To maintain desired shape of plant material. III. To maintain proper maintenance on plant material. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 100  Packet Pg. 109 of 461  11 IV. To remove dead branches, diseased sections of shrubs, spent flowers, etc. G. Staking Plant Material Maintain and replace stakes and plant ties with equal material. Maintain and replace plant ties to provide support without chafing of bark. Plant ties shall be loosened accordingly to avoid chafing of bark. Additional stakes and/or guys shall be placed from time to time to correct misshaping caused by wind. Stakes and guys shall be removed upon request of City’s Field Service Inspectors and/or Project Manager. 3. Flower beds and perennial areas shall be raked, cultivated, and pruned/dead- headed as needed, but no less than once per week. 4. Ground cover along curbs must be kept within curb and height trimmed as needed. 5. Ivy ground cover shall be mowed with a composting mower once a year in the winter as scheduled by City’s Field Service Inspectors and/or City’s Project Manager. Areas are to be determined by City’s Field Service Inspectors. Most ivy/ground cover areas have irrigation, primarily fixed risers. The City shall flag all irrigation components prior to ivy mowing. The contractor is responsible for repairing any damage to the irrigation system due to negligence. 6. Tree Pruning/Maintenance A. No tree pruning shall be performed to any trees at any site in this contract unless authorized by Field Service Inspector and/or Project Manager. B. b) All trees that measure below the A.D.A height requirement of 84” above ground level shall be reported to City’s Field Service Inspectors and/or City Project Manager. Field Service Inspectors and/or Project Manager will schedule the tree pruning with City’s Public Works Tree Department. C. Suckers located at the base of each tree shall be removed by trained employees, limited to only using hand pruners. City contractor will designate employees that have been trained to perform this duty and have been trained by City Staff to perform this duty. Hedge trimmer, line trimmer, herbicides or any other type of mechanical or chemical mechanism shall not be used to remove or control suckers. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 101  Packet Pg. 110 of 461  12 D. Tree volunteers shall be removed at first sight. These volunteers shall be removed before reaching 4ft in height, but are preferred to be removed by 2ft. If the height exceeds 4ft, tree volunteer shall be reported to Field Service Inspectors and/or Project Manager for proper postings and removal process through Public Works Tree’s Department. E. Contractor shall keep tree wells weed free and mulched with a 3” deep layer to assist in suppressing weeds in Parks, Medians, and City Facilities. A post emergent, RoundUp Pro Max may be used to assist in controlling weeds in medians and City Substations, unless it is listed as a pesticide free site. A California licensed and qualified applicator must apply any herbicide in a manner consistent with the SDS, label, and California Department of Pesticide Regulation to avoid overspray to the tree trunk, leaves, or non-target vegetation. Tree well diameters may vary dependent on location, size, and drip line of trees. A minimum of a 6ft in diameter, or 3ft in all directions from the tree trunk shall be maintained unless otherwise directed by Field Service Inspectors and/or Project Manager. III. INTEGRATED PEST MANAGEMENT (IPM) and SUSTAINBLE LANDSCAPING The City of Palo Alto has an award winning IPM program and received Department of Pesticide Regulation IPM Innovator Award in 2003 and 2011. The City’s IPM policy and practices have improved pest control and plant health and reduced staff and environmental exposure to pesticides. Total pesticide use from 2013 to 2016 was reduced to an average of 105 pounds per year, a reduction of 73% since 2001-2007.The City prioritizes maintaining site conditions to maximize plant health to minimize pests. Preferred pest management techniques include: using California native plant species or varieties that resist pests; plant selection, pruning, fertilizing, and irrigation practices that reduce pest problems and disease and selecting the least toxic chemical control options for pest management as a last resort. The City also maintains 18 pesticide-free locations which include: 1) Bol Park 2) Boulware Park 3) El Palo Alto Park 4) Flood Basin (excludes aquatic portions) DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 102  Packet Pg. 111 of 461  13 5) Hopkins Creek Side Parquets 6) Monroe Park 7) Sarah Wallis Park 8) Scott Park 9) Terman Park 10) Ventura Park 11) Adobe Creek Substations 12) Animal Services 13) Children’s Theater 14) Hale Well Substations 15) Matadero Well Station 16) Mitchell Park Library and Community Center 17) Water Quality Control Plant 18) San Francisquito Creek Pump Station (excludes aquatic portions) The Contractor must: 1. Minimize pesticide use and to favor least-toxic pesticides when chemical use is needed; 2. Utilize IPM and BayFriendly/Rescape expertise; 3. Within 45 days and annually on the anniversary of this agreement, the Contractor shall submit to the City's Open Space, Parks and Golf Division an Integrated Pest Management Plan that complies with the City of Palo Alto IPM policy, goals and specifications outlined in this RFP. This IPM program shall be reviewed annually for updates and modifications with Open Space Parks and Golf Division staff. Frequent and thorough site inspections, on foot, will be needed to ensure no major infestations occur. The first priority in addressing pests will be to conserve naturally occurring beneficial insects through the use of selective applications of the least toxic effective materials; 4. Contractor shall provide any SDS sheets of chemicals that will be utilized; 5. The City’s contractor must comply with the City’s Municipal Regional Storm Water Permit requirements to avoid pesticide runoff to creeks and San Francisco Bay. The contractor will be required to: a) submit the Contractor Pesticide Use Log in Excel format to the City’s Project Manager within ten business days upon request (usually requested annually in December). The Excel form will be provided by the City and include specific date and application information. This information is used in the City’s annual Pest Management and Pesticide Use Report (the City is required to report the total quantity of the active ingredient used as a permit condition and requires additional information beyond County Agricultural pesticide use reporting requirements).agree to permit provisions that require a City of Palo Alto Project Manager or DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 103  Packet Pg. 112 of 461  14 Watershed Protection Manager to periodically shadow work to confirm that pesticide applications conform with pesticide practices outlined in the contract; b) prohibit company use of any of the following pesticides without written permission from the City’s Project Manager: • Carbamates including: aldicarb, carbaryl, propoxur, oxamyl and terbucarb • Diamides including:Broflanilide, chlorantraniliprole, cyantraniliprole, cyclaniliprole, cyhalodiamide, flubendiamide, tetraniliprole • Diuron; • Indoxacarb; • Organo-phosphates including: chlorpyrifos, diazinon, and malathion; • Pyrethroids (allethrins, bifenthrin, cyfluthrin, cyhalothrin, cypermethrin, cyphenothrin, deltamethrin, esfenvalerate, etofenprox, flumethrin, imiprothrin, metofluthrin, momfluothrin, permethrin, prallethrin, resmethrin, sumethrin [d-Phenothrin], tau-fluvalinate, tetramethrin, tralomethrin); • Neonicotinoids: acetamiprid, clothianidin, dinotefuran, imidacloprid, imidaclothiz, nitenpyram, nithiazine, paichongding, thiacloprid, and thiamethoxam. c) Provide a list in advance of herbicides or other pesticides that are proposed for use for pre-approval by the City’s Watershed Project Manager/IPM Coordinator. The list must include the product name, active ingredient and EPA ID number. All chemicals must be approved for use prior to application. 6. Demonstrate in the proposal how weed control is maximized prioritizing non-chemical weed management techniques. City of Palo Alto relies on weed prevention as its first line of defense using thick mulches to suppress weeds, mowing, hand removal, weed flower and seed removal, sheet mulching and least toxic chemical control as a last resort. Using these strategies, the City of Palo Alto has reduced herbicides by as much as 89% compared to highest use years. For the properties listed in this proposal, the City Palo Alto only uses herbicides in spot treatments (applying the herbicide to each weed) in the following situations: a) In select planter beds, fence lines, or cracks in hardscapes as needed–typically two times per year; b) to control invasive weeds that can overtake native plants; c) to control weeds such as thistles and foxtails which harm dogs DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 104  Packet Pg. 113 of 461  15 and trail users. 7. Contractor shall comply with all California Department of Pesticide Regulations when applying any pesticide. 8. Use only OMRI Certified Fertilizers, unless otherwise approved by City’s Project Manager. 9. Pest control shall be done only by qualified, trained personnel, under the supervision of a State licensed pest control operator, using materials approved by the City’s Field Service Inspectors and/or Project Manager. The pesticide application shall be done with extreme care to avoid any hazard to any person, pet, or wildlife in the area or adjacent areas, or any property damage. Application shall be in strict accordance with all governing regulations. The Contractor must provide, within 30 days of the Notice to Proceed, their Pest Control Operators License, and the names and license/certification numbers of any individuals responsible for or applying pesticides in accordance with this agreement. Upon request by Field Service Inspectors and/or Project Manager, contractor shall supply the City an updated list of employees that have received the yearly Herbicide Application Training requirement per California Department of Pesticide Regulation. 10. All pest infestations shall be reported to the City’s Field Service Inspectors and/or Project Manager. The Project Manager prior to application shall approve all pesticides applications. Records of all pest control operations stating dates, locations, times, methods of application, chemical formulations, applicators names and weather conditions shall be made and retained in an active file for a minimum of three (3) years. Rodent Control- Contractor shall control gophers, moles and other rodents causing damage to City Property under the site area of responsibility using trapping only. Rodenticide shall not be used. In the event of visible evidence of such pests, contractor will restore the area to its proper condition if the damage is current and prevention is within the contractor's control. 11. All chemicals requiring a special permit for use must be registered with the county Agricultural Commissioner's Office (CDPR) and a permit obtained with a copy to the Parks Open Space, and Golf Division. 12. All regulations and safety precautions listed in the "Pesticide Information and Safety Manual, published by the University of California and the DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 105  Packet Pg. 114 of 461  16 Pesticide Safety Information Series (PSIS) published by the California Department of Pesticide Regulation shall be adhered to. 13. Spraying is not permitted during heavy traffic (vehicle, bicycle, or pedestrian) periods or when winds create uncontrollable material drift and/or exceeds 5mph and/or as directed per chemical label. The Field Service Inspector and/or Project Manager will permit no spraying without prior approval and have the ability to permit no spraying if he/she believes one of the above is in violation. Contractor is to contact Field Service Inspectors for ideal times to spray certain sites when traffic is at its minimum to avoid conflicts with Park users. 14. Pesticide Use in Parks and City Facilities Currently all Parks and City Facilities shall be treated as Pesticide Free. However, if a new herbicide is approved for use in California, with City’s approval, there may be flexibility to use that herbicide at certain sites. Regardless of any City approved pesticides, no pesticide may be used within 100 feet of any playgrounds and creeks at ALL sites. 16. Pesticide Free Sites- No pesticides of any kind shall be used on designated Pesticide Free Sites. 17. Temporary notice shall be posted during and after a City location within this scope (excludes Pesticide-free Parks) has been sprayed. All areas sprayed shall be flagged and signed until the chemical has completely dried according to product label and/or SDS. Signs shall be provided by City upon the request of the contractor. 18. Contractor shall replace any plant material that has suffered severely Due to lack of proper pest management techniques and/or overspray of chemical (pesticides, herbicides, etc.), if such pest control is possible and practicable. 19. All treated areas must be posted and monitored during and after pesticide application until material has settled and treatment area is completely dry accordingly to product label, SDS, and California Department of Pesticide Regulations. No unprotected person, pet, or wildlife may enter a treated area until all re-entry intervals have been satisfied. Contractor shall comply with all California Department of Pesticide Regulations laws when applying any pesticide within the scope of this contract. L. Weeding All areas, including but not limited to: shrub beds, flower beds, groundcover beds, tree wells, paved areas, sidewalks, cracks, stairways, pavers, expansion joints, decomposed DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 106  Packet Pg. 115 of 461  17 granite paths, picnic areas, playgrounds, under bleachers/benches, shall be kept maintained at an acceptable level.An acceptable level for weeds shall be viewed as the following: *Weed tolerance shall not exceed 10% of each site. *Weeds shall not exceed a height of 6” Weeds shall be removed whenever the appearance becomes unsightly or when requested to do so by City’s Field Service Inspectors and/or Project Manager. M. Fertilization Fertilize all shrub, ground cover, and planter bed areas three times a year with an OMRI certified granular organic fertilizer. Fertilize trees as requested by City’s Field Service Inspectors and/or Project Manager or City’s Public Works Tree’s Department, not to exceed twice per year with organic fertilizer specified for Tree’s. Fertilizer shall be applied in the spring, summer and in the fall to all sites. N. Replacement of Material Remove dead and damaged plants and replace with material of equivalent size, condition and variety, subject to approval Labor shall be provided by the Contractor in a timely manner. Plant material shall be provided by the City's Public Works Division unless damaged is caused by Contractor’s negligence (i.e. chemical damage, mechanical damage, water stress.) Damage not resulting from Contractor's negligence, such as vandalism, vehicle, or weather shall be reported promptly to the City’s Field Service Inspectors and/or Project Manager. The City will provide all necessary materials. Labor shall be provided by the Contractor in a timely manner. Contractor shall inspect all sites prior to the contract and contact Field Service Inspectors and/or Project Manager with any concerns in regards to the condition of plant material. O. Nurturing Soil Health: Leaf drop shall become part of the mulch layer in the trees, shrubs or groundcover areas in an attractive manner and away from high traffic areas. Leaf drop shall not be allowed to enter storm drains. P. Mulch shall be maintained under all trees and shrubs and on bare soil with a minimum 3-inch layer or organic material. To the greatest extent practicable, CONTRACTOR shall not procure mulch products that originate from forest products. When possible CONTRACTOR shall give preference to mulch products that are produced DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 107  Packet Pg. 116 of 461  18 on-site, or from regionally generated plant debris including that made at the City of Palo Alto. Mulch shall be provided by City’s Public Works Tree’s Department. All labor costs in regards to, but not limited to spreading, transporting, and maintaining the mulch shall be covered by the Contractor. GENERAL MAINTENANCE AND CLEANUP The following general maintenance and clean up guidelines apply to all areas included in this agreement. A. All clippings, trimmings, cuttings generated by the Contractor shall be promptly removed from the work site at the end of the same day the work is performed. Dumpsters shall not be used on the sites unless approved by Field Service Inspectors and/or Project Manager. B. All areas covered by this agreement, including but not limited to: areas around shrubs and trees, non-landscaped islands, sidewalks, patios, planter beds, curbs and gutters shall be kept free from weeds, litter, non-ornamental rocks, glass and debris. Debris including, but not limited to: paper litter, leaf and plant debris, household furniture, household appliances, cardboard, cigarette butts, shopping carts (shall be returned to local business on same day), animal feces, biohazards (human feces, hypodermic needles), illegal drug paraphernalia, and vehicle parts. The Contractor shall provide its employees’ OSHA approved environmental, health and safety training to ensure compliance with all federal, state, and local laws or regulations. C. Paved areas in all sites, including play and picnic areas, shall be swept and cleaned of any dirt, debris, weeds, litter or soils. D. Picnic Area: All Tables and shall be kept cleaned. E. All decomposed granite pathways must be raked and not blown where indicated by the Field Service Inspectors and/or Project Manager. During summer months decomposed granite pathways shall be watered down prior to using an electric blower to clean pathways where indicated by Field Service Inspectors. F. Ornamental garbage enclosures and dumpster enclosures shall be kept clean with a biodegradable cleaner. All garbage cans and recycling containers (recycling containers that are not serviced by Green Waste) must be emptied at the sites listed in this agreement. Garbage cans and recycling containers more than half full must be emptied into their correct locations (example: recycling shall be recycled). Mechanically or physically compressing garbage is not permitted in lieu of emptying. All garbage containers and recycling containers must be emptied on Mondays and Fridays. All garbage cans must have a garbage can DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 108  Packet Pg. 117 of 461  19 liner. The Contractor is responsible for providing garbage can liners. Re-using soiled garbage can liners are not permitted. Compostable Plastic Bags shall be used in compost bins and shall meet the following standards: Biodegradable Products Institute (BPI), non Genetically Modified Organism (GMO) preferred, www.bpiworld.org http://www.bpiworld.org/BPIPublic/Approved/1.html. Bags must be of sufficient thickness and within date shelf-life to prevent breakage during waste collection handling. G. Skate bowls, multipurpose bowls and handball courts must be kept clean. Bowls and handball courts are located at: Mitchell Park, Rinconada Park, Robles Park, Eleanor Park, and Hoover Park. H. All signs including but not limited to Park signs, Park rules signs, and ornamental signs shall be kept clean. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 109  Packet Pg. 118 of 461  20 Section G Regional Water Quality Control Plant and Household Hazardous Waste Station Site Specific Landscape Maintenance Scope of Services City of Palo Alto Regional Water Quality Control Plant (RWQCP) and Household Hazardous Waste Station (HHWS) 2501 Embarcadero Way, Palo Alto, CA 94303 Julie Weiss Public Works Environmental Services–Watershed Protection Project Manager 650.329.2117 DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 110  Packet Pg. 119 of 461  21 Regional Water Quality Control Plant Basic Services A. Background The Regional Water Quality Control Plant (RWQCP or “Plant”) Landscaping was constructed in 2015. The existing approximately eight acres of landscaping screens the 25 acre RWQCP (total) to reduce its visibility from the Palo Alto Baylands. Professional landscaping is also maintained at the RWQCP campus entrance and interior and the Household Hazardous Waste Station (HHWS) which is immediately adjacent to the RWQCP entrance. There are three main project areas for this location. See attachment L1.0 for project area boundaries. 1. The Regional Water Quality Control Plant campus landscaping located at 2501 Embarcadero Way (70,000 sf). Note that this area includes the site of the future Sludge Dewatering Building as noted on L1.0 and detailed on L.3; 2. The Household Hazardous Waste Station located immediately adjacent to the entrance of the RWQCP (11,000 sf); 3. The RWQCP exterior property begins at the corner of Embarcadero Way and Embarcadero Road. The property wraps southeast around the corner of Embarcadero Road at the Palo Alto Baylands and continues to the end across from Byxbee Park (279,000 sf). Note: Attachment L1.2 –shows mature tree stands on the exterior property (67,000 sf) which do not require maintenance. The San Antonio Pump Station is a satellite location that requires weed maintenance (Attachment L1.4). B. Site Contacts and Communication The City of Palo Alto Parks Supervisor will administer the landscape maintenance contract. The RWQCP Watershed Protection Project Manager (“RWQCP Project Manager”) will be the site contact for the three RWQCP and HHWS locations. The contractor will meet with the RWQCP Project Manager monthly to review the checklist, prioritize work tasks and discuss site needs. C. Workplan and Checklist The contractor will draft a workplan and a monthly checklist of tasks that are to be completed for the three locations to ensure that weekly, monthly and annual tasks are scheduled, tracked, and completed (e.g., twice-annual herbicide application to biofilters which require advance coordination with the RWQCP Operations). The draft workplan and checklist will be provided to the RWQCP Project Manager before August 1, 2018 for review and approval. The RWQCP Project Manager will approve the workplan and checklist for use. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 111  Packet Pg. 120 of 461  22 D. Days and Hours of Service Maintenance demands for other project sites may not preclude hours of service or quality of service levels for the RWQCP and HHWS sites. Unless otherwise negotiated with the RWQCP Project Manager, the contractor must provide onsite service a minimum of 32 hours per week with service on Monday, Wednesdays and Thursdays. Substitutions for this schedule due to lower service needs during the winter must be approved by the Project Manager. Weekend service dates are only available for the exterior project area. Friday service hours are restricted after noon. E. Weed Management 1. Weed Management Expectations Weeds are defined as plants not deliberately planted or included in the City’s plant palette for this location. Weed threshold for the exterior and interior sites is 10%. Weed removal should be performed during each regular site visit. All portions of weeds for all locations must be bagged and removed from site and not discarded on premises in order to deter weed establishment and reduce seed bank. Flowering weeds must be removed before seeds are present and before higher than 18”. In addition: a) Sheet mulching, mowing, steaming or other mechanical removal are acceptable for weed removal. Burning or propane torch are only acceptable for weeds in hardscaped areas. b) Herbicides may be used only with RWQCP Project Manager’s approval unless otherwise stated in this scope of services. All pesticides must be approved in advance by the Project Manager. c) All seasonal weed services must be coordinated with the RWQCP Project Manager at least two weeks advance to not impair RWQCP operations or construction activity. d) If chemical use is required because of contractor inattention to non-chemical weed management, the chemical application will provided at no cost to the City and RWQCP Project Manager pre-approval. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 112  Packet Pg. 121 of 461  23 2. Weed management locations and service levels: a) RWQCP exterior, RWQCP interior and HHWS landscaped areas: Weed management for landscaping in these areas is an ongoing task except for the Redwood Grove and Employee Garden as specified below. The weed threshold is 10%. See attachment L1.0 for locations. b) Redwood Grove: The redwood grove requires weed knockback three times annually in March, July, and November. c) RWQCP Employee Garden requires hand removal in March and November. Knock back and hand removal as needed at the direction of the RWQCP Project Manager. d) Biofilters will be treated twice annually in January and June with pre-and post-emergent and weed knock back each time unless otherwise recommended by contractor and approved by RWQCP Project Manager. The three biofilters are the only sites requiring herbicide use as part of regular maintenance. Approved pre- and post-emergents include: (Clopyralid, Monoethanolamine (Glyphosate, (Carfentrazone- DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 113  Packet Pg. 122 of 461  24 Contractor shall schedule herbicide application date for biofilters one month in advance with RWQCP Project Manager. e) Building and fence perimeters: Building and fence perimeters will receive knock back three times annually in March, July and November unless otherwise scheduled by the City and contractor. Contractor will apply City mulch as needed to suppress weeds between scheduled knockbacks. f) Administration building rear parking lot: The parking lot behind the Administration Building will have weeds knocked back three times annually in March, July, November. See Attachment L1.0. g) San Antonio Pump Station: The San Antonio Pump Station near the corner of East Bayshore Road and San Antonio Road will have weeds knocked back twice annually March and November. Contractor may apply City mulch to suppress weeds in interim between scheduled knockbacks. See Attachment L1.4). Contractor must schedule service for this locked facility in advance with RWQCP Project Manager. F. Pest Management Pest management needs will be subject to the Integrated Pest Management Requirements listed in Exhibit A Section III and in the Weed Management Section E listed above. G. Fertilizer Application No supplemental fertilizing is necessary for established plant material. H. Mulching The City can provide shredded tree trimmings which can be used as mulch. Mulch areas are to be topped once a year unless otherwise specified to maintain a three to six inches layer around shrub, ground cover and tree planting areas. A two inch layer of mulch is allowed under newly planted groundcover. Groundcover should be allowed to grow over the mulch. The contractor must maintain six inches from mulch to tree trunks and shrubs. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 114  Packet Pg. 123 of 461  25 I. Debris and Trash Debris and trash should be removed from planter areas immediately during every service day. Landscape trimmings will be swept and composted immediately each service day. J. Mechanical Edging All planting edges including, but not limited to, sidewalks, patios, drives, curbs, shrub beds, flowerbeds, ground cover beds and native grasses shall be edged to a uniform line, with constant clearance maintained at public use pathway edges. Turf lawn edges will be edged to a uniform line each time turf is mowed. Chemical edging is not allowed. K. Wildlife Protection Contractor must take care to not harm existing wildlife areas and specifically the activities related to the gray fox. Gray fox dens and fox paths exist within the facilities grounds and require special attention given that gray fox sightings are common. Prior to service, contractor staff and supervisors must receive basic gray fox informational training, provided by RWQCP staff. L. Hardscape and Site Amenities 1. Decomposed Granite Fines Paths. Decomposed granite paths will be maintained with an even surface adding material as needed to keep path even. Patch accordingly with decomposed granite fines and stabilizer per manufacturer’s recommendations. Service will be provided annually unless otherwise agreed upon. 2. Sweeping and litter collection. Sweeping up leaves from walkways, the parking lot and around recycling containers shall occur a minimum of weekly. Any trimming or clippings from mowing, pruning or other activity shall be swept and removed that same day. 3. Tables (5). Inside the RWQCP campus shall be completely wiped down and table surfaces shall be spray cleaned with soapy water weekly to remove spider webs, dirt, and grease. 4. Interpretative signage (up to three). On the RWQCP campus and exterior (one) shall be wiped and spray cleaned with soapy water weekly. 5. Arbors. Vegetation on arbors shall be trimmed quarterly to ensure that public art installations are visible. Ensure that arbors are clean and clear of debris. City shall be notified if damage is present. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 115  Packet Pg. 124 of 461  26 6. Seatwalls. City shall be notified if damage is present or if painting is needed. 7. Manhole walkway art. Care should be taken to ensure that manhole and supporting structural framing are clean and clear of debris. City shall be notified if damage is present. M. Shrubs, groundcovers and vines 1. Pruning frequency: RWQCP and HHWS shall be pruned at least four (4) times per year or more as needed dependent upon the growth patterns of the plant species and location in question. General pruning seasons shall be established with project manager as part of the workplan and monthly checklist to be provided to Project Manager as discussed in Section C 2. Contractor shall prune all plants on a site within a two (2) week period or as authorized by the City. Contractor shall not exceed one (1) month to complete all pruning operations once started. 3. All dead shrubs shall be removed, the planting location flagged and inventoried for replacement. Notify City prior to removal. 4. Hand prune along path and walkway edges as necessary to eliminate road or pathway encroachment. 5. Hand prune hedges and shrubs to keep curbs and walkways clear. 6. No pruning shoots on tops of the plant. 7. When cutting out a stem, cut to a side branch that is about one-third the diameter of the stem being removed. 8. Pruning cuts shall be smooth and leave no stubs. Ragged or chewed appearance is not acceptable. 9. Remove all dead, diseased-and unsightly branches from shrubs. Remove all vines or other growth as it develops within the shrubs/hedge. Any runners that start to climb buildings, shrubs or trees shall be pruned out of these areas. 10. Ground cover shall be kept free of weeds, litter, debris and leaves. Ground cover shall not exceed three inches (3”) beyond the inside edge of the curb or border. Hand pruning only. Pruning groundcover plants should only be done to remove dead branches. No shearing. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 116  Packet Pg. 125 of 461  27 11. Mechanical shearers are not to be used when pruning plants. N. Strap Leaf Shrubs No pruning. Plants to be physically divided when clump has become too large. O. Ornamental Grasses Twice annual hedging as needed to replenish growth. Plants to be maintained on every site visit and dead plant material removed by hand. P. Rosa species Dead head flowers and reduce size of bush, removing all dead branches quarterly. Plants to be hand trimmed above the 5 and 3 leaf sprouts. No stubs acceptable as they deter plant growth. Q. Perennials Perennials must be cut back in late fall. Most perennials should be cut completely to the ground once the plant has exhausted all or most life signs. Contractor must make distinction to crews between perennials and shrubs. Deadhead perennial blooms in spring, summer, and fall months to stimulate additional growth and flowers. Remove dead leaves from under part of plant by pulling them off by hand. Remove spent flower stocks by pulling them upward by hand. R. Turf 1. Turf located inside the RWQCP should be mowed to a 4-6” height. Turf shall have the appearance of being healthy and green during the entire term of the contract. 2. Weeds such as Bermuda grass will be removed from turf weekly to avoid weed infestations. 3. Thatch removal shall be performed annually. All grass clippings shall be collected and removed from the site on the same day the area is mowed and edged and removed for composting. 4. Mowing operations shall be performed to ensure a smooth surface appearance throughout the year, without scalping or allowing excessive cuttings to remain. Precautions shall be taken to prevent rutting, damage to trees, shrubs and sprinklers. 5. Walkways and gutters, etc. shall be cleaned immediately following each mowing/edging. 6. Aeration of all turf areas shall be done by using a device that removes cores to a depth of 3” to 4” (spring and fall). DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 117  Packet Pg. 126 of 461  28 7. All cores shall be removed from the turf and composted of off-site or thoroughly pulverized within twenty-four (24) hours after aerating. 8. Flag/mark irrigation system heads, valve boxes, and quick couplers. Contractor is responsible for repairing any damaged caused by aerification equipment, this would include but not limited to irrigation heads, valve boxes and quick couplers. S. Exterior Native Grasses The exterior project site includes large areas of native grasses. Native grasses shall appear healthy during the entire term of the contract. Native grasses shall be maintained as necessary to be a competitive stand of growth in all areas where established. Native grasses shall be mowed annually only after a majority of the grasses have developed full viable seed heads. The time period for mowing to occur given a normal year of precipitation is generally from May 15th to July 15th. Upon approval by the City the Contractor shall mow all areas within 10 working days after receiving notification from the City. All areas should be mowed to a height between 6 (six) to 8 (eight) inches. One month prior to mowing in areas outside the RWQCP fence line (reference drawings L1.0) contractor must coordinate with RWQCP staff to confirm site features area protected. Mowing operations shall be performed to ensure a smooth surface without scalping. Precautions shall be taken to prevent rutting, damage to trees, shrubs, and sprinklers. All equipment shall be adjusted to the proper cutting heights and shall be adequately sharpened. All debris including but not limited to trash, stones, and limbs shall be removed prior to mowing. Walkways, drainage inlets and channels, planters, etc. shall be cleaned immediately following each mowing/edging. All grass clippings shall be collected and removed from these areas but retained in those areas where native grasses are to naturalize. T. Plant flagging and replacement 1. Exterior project site: The contractor shall flag, inventory and replace plants exterior project area twice annually. 2. RWQCP Campus and HHWS: The RWQCP and HHWS shall have expired plants replaced monthly unless otherwise approved by the Project Manager. The contractor will supply the list and quantity of replacement plants needed to the Project Manager for approval prior to purchase. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 118  Packet Pg. 127 of 461  29 U. Exclusions 1. Irrigation. City of Palo Alto Parks Department is responsible for all irrigation maintenance, repair installation and replacement except for minor irrigation tasks associated with the RWQCP Employee Garden and Redwood Grove (primarily related to Netafim placement). 2. Contractor shall notify Parks Supervisor and RWQCP Project Manager if there are any signs of irrigation breaks or damage, uneven or overwatering on the same day damage is observed, track repair status and report to the RWQCP Project Manager and Park Supervisor if repairs have not been made after five days of notification to the Parks Supervisor. Supplemental manual watering shall be done by contractor as requested by City. All manual irrigation will be done Monday through Friday from 7a.m. to 4p.m. 3. Tree Maintenance Tree maintenance will be performed by the City of Palo Alto. However, any observed tree damage or health concerns should be reported to the Parks Supervisor and Project Manager within five business days after damage is observed. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 119  Packet Pg. 128 of 461  30 DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 120  Packet Pg. 129 of 461  31 L1.2 Mature Tree Stands on RWQCP Property Which Do Not Require Maintenance DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 121  Packet Pg. 130 of 461  32 L1.3 Future Sludge Dewatering Building DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 122  Packet Pg. 131 of 461  33 L1.4 San Antonio Pump Station DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 123  Packet Pg. 132 of 461  Vers.: Aug. 5, 2019 Page 34 of 34 EXHIBIT C SCHEDULE OF FEES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) CITY shall pay CONTRACTOR according to the following rate schedule. The maximum amount of compensation to be paid to CONTRACTOR, including both payment for services and reimbursable expenses, shall not exceed the amounts set forth in Sections 5 and 6 of the Agreement. Any services provided or hours worked for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to CITY. Payment will be made for work satisfactorily completed as called for in this contract. The City's Representative shall inspect and notify the Contractor of any unsatisfactory work. Unsatisfactory work shall be corrected within 24 hours. Contractor or Contractor's representative shall meet with a representative from the City at least once a month during the life of this contract to inspect Work performed. The Contractor shall bill the City by the 5th of the month following service. Electronic invoicing is preferred. The City will pay the Contractor on a monthly basis for labor, equipment and materials provided during the monthly billing period for each section of the contract. The contract yearly total for sections G shall be divided by 12 months for a monthly billing cycle. Please see chart below for monthly totals for each year of contract. DocuSign Envelope ID: 5DBD165F-D7F9-4EDB-957F-5065E410FE2D Item 4 Attachment B - Amendment No. 1 to Contract C18170810B with Gachina Landscape Management, Inc.        Item 4: Staff Report Pg. 124  Packet Pg. 133 of 461  Vers.: Aug. 5, 2019 Page 1 of 5 AMENDMENT NO. 2 TO CONTRACT NO. C18170810C BETWEEN THE CITY OF PALO ALTO AND GRASSROOTS ECOLOGY This Amendment No. 2 (this “Amendment”) to Contract No. C18170810C (the “Contract” as defined below) is entered into as of June 12, 2023, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and GRASSROOTS ECOLOGY, a non-profit organization, located at 3921 East Bayshore Road, Palo Alto, CA 94303 (“CONTRACTOR”). CITY and CONTRACTOR are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between ACTERRA, the original contractor (“ORIGINAL CONTRACTOR”) and CITY on May 21, 2018, for services as detailed therein. B. The Parties entered into Amendment No. 1 to reflect that the CONTRACTOR (1) is GRASSROOTS ECOLOGY as of the Effective Date of the Assignment and Assumption Agreement dated September 5, 2018; (2) to attach CONTRACTOR’S insurance documentation and W-9 form to the Contract; and (3) to add CONTRACTOR’S intention of using volunteers pursuant to Labor code section 1720.4, as detailed therein. C. The Parties now wish to amend the Contract in order to extend the Contract term by three (3) months through September 30, 2023 and increase compensation accordingly by Fifteen Thousand Five Hundred Twenty Dollars ($15,520) from Two Hundred Ninety-Eight Thousand Four Hundred Fifty-Six Dollars ($298,456) to Three Hundred Thirteen Thousand Nine Hundred Seventy- Five Dollars ($313,975), as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: a. Contract. The term “Contract” shall mean Contract No. C18170810C between CONSULTANT and CITY, dated May 21, 2018, as amended by: Amendment No.1, dated September 10, 2018 b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 3 “TERM” of the Contract is hereby amended to read as follows: DocuSign Envelope ID: 5E667FC3-0C6D-4B1C-84F7-A57C47EC10DC Item 4 Attachment C - Amendment No. 2 to Contract C18170810C with Grassroots Ecology        Item 4: Staff Report Pg. 125  Packet Pg. 134 of 461  Vers.: Aug. 5, 2019 Page 2 of 5 “The term of this Agreement is from July 1, 2018 to September 30, 2023 inclusive, subject to the provisions of Sections R and W of the General Terms and Conditions.” SECTION 3. Section 5 “COMPENSATION FOR ORIGINAL TERM” of the Contract is hereby amended to read as follows: “COMPENSATION FOR ORIGINAL TERM. CITY shall pay and CONTRACTOR agrees to accept as not-to-exceed compensation for the full performance of the Services and reimbursable expenses, if any: The total maximum lump sum compensation of dollars ($ ); OR The sum of dollars ($ ) per hour, not to exceed a total maximum compensation amount of dollars ($ ); OR A sum calculated in accordance with the fee schedule set forth at Exhibit C, not to exceed a total maximum compensation amount of Three Hundred Thirteen Thousand Nine Hundred Seventy-Five Dollars ($313,975). CONTRACTOR agrees that it can perform the Services for an amount not to exceed the total maximum compensation set forth above. Any hours worked or services performed by CONTRACTOR for which payment would result in a total exceeding the maximum amount of compensation set forth above for performance of the Services shall be at no cost to CITY. CITY has set aside the sum of Fourteen Thousand Nine Hundred Fifty-One Dollars ($14,922) for Additional Services. CONTRACTOR shall provide Additional Services only by advanced, written authorization from the City Manager or designee. CONTRACTOR, at the CITY’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONTRACTOR’s proposed maximum compensation, including reimbursable expense, for such services. Compensation shall be based on the hourly rates set forth above or in Exhibit C (whichever is applicable), or if such rates are not applicable, a negotiated lump sum. CITY shall not authorize and CONTRACTOR shall not perform any Additional Services for which payment would exceed the amount set forth above for Additional Services. Payment for Additional Services is subject to all requirements and restrictions in this Agreement.” SECTION 4. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference: a. Exhibit “C” entitled “SCHEDULE OF FEES, AMENDMENT NO. 1”,AMENDED, REPLACES PREVIOUS. DocuSign Envelope ID: 5E667FC3-0C6D-4B1C-84F7-A57C47EC10DC Item 4 Attachment C - Amendment No. 2 to Contract C18170810C with Grassroots Ecology        Item 4: Staff Report Pg. 126  Packet Pg. 135 of 461  Vers.: Aug. 5, 2019 Page 3 of 5 SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) DocuSign Envelope ID: 5E667FC3-0C6D-4B1C-84F7-A57C47EC10DC Item 4 Attachment C - Amendment No. 2 to Contract C18170810C with Grassroots Ecology        Item 4: Staff Report Pg. 127  Packet Pg. 136 of 461  Vers.: Aug. 5, 2019 Page 4 of 5 SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO _______________________________ City Manager APPROVED AS TO FORM: _______________________________ City Attorney or Designee GRASSROOTS ECOLOGY Officer 1 By:___________________________ Name:________________________ Title:__________________________ Officer 2 By:___________________________ Name:_________________________ Title:__________________________ Attachments: EXHIBIT “C” entitled “SCHEDULE OF FEES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) DocuSign Envelope ID: 5E667FC3-0C6D-4B1C-84F7-A57C47EC10DC Co-Executive Director Alex Von Feldt Fran Callan Business Director Item 4 Attachment C - Amendment No. 2 to Contract C18170810C with Grassroots Ecology        Item 4: Staff Report Pg. 128  Packet Pg. 137 of 461  Vers.: Aug. 5, 2019 Page 5 of 5 EXHIBIT C SCHEDULE OF FEES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS) CITY shall pay CONTRACTOR according to the following rate schedule. The maximum amount of compensation to be paid to CONTRACTOR, including both payment for services and reimbursable expenses, shall not exceed the amounts set forth in Sections 5 and 6 of the Agreement. Any services provided or hours worked for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to CITY. DocuSign Envelope ID: 5E667FC3-0C6D-4B1C-84F7-A57C47EC10DC Item 4 Attachment C - Amendment No. 2 to Contract C18170810C with Grassroots Ecology        Item 4: Staff Report Pg. 129  Packet Pg. 138 of 461  1 9 3 5 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Public Works Meeting Date: June 12, 2023 Report #: 2303-1193 TITLE Authorize Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants, Inc. to extend the term of the contract for the Primary Outfall Line Project (WQ-19002) through December 31, 2027 RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or their designee to execute Amendment No. 2 to Contract No. C20175537 with Kennedy Jenks Consultants (Kennedy Jenks) (Attachment A) to extend the term of the contract for the Primary Outfall Line (Outfall) Project (WQ-19000) four years through December 31, 2027. BACKGROUND The Regional Water Quality Control Plant (RWQCP) discharges treated effluent to the San Francisco Bay through a 54-inch diameter outfall line installed in 1964 that passes beneath the Palo Alto Airport. The RWQCP’s Long Range Facilities Plan accepted by Council in July 20121 identified the need for a capital project to replace and rehabilitate the outfall pipeline due to insufficient capacity in the existing outfall line. On October 16, 2016, after completion of a request for proposals process, Council approved a professional services contract2 for design services with Kennedy Jenks Consultants for the RWQCP Primary Outfall Line Project (WQ- 19000). On December 14, 2022, the contract was amended (Amendment No. 1) to extend the contract duration six months through June 30, 2023, with no cost impact. 1 City Council, July, 2 2012; Agenda Item #7; SR# 2914, https://www.cityofpaloalto.org/files/assets/public/agendas- minutes-reports/reports/city-manager-reports-cmrs/year-archive/2012/id-2914.pdf 2 City Council, October,16,2016; Agenda Item #4; SR#7245, https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2016/101716-7245-design-services-for-wqcp-primary-outfall-line-design.pdf Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 1  Packet Pg. 139 of 461  1 9 3 5 ANALYSIS A number of issues related to approvals from regulatory bodies (e.g., State Lands Commission and the Federal Aviation Administration) require significant redesign work for the outfall project, and therefore staff recommends extending the term of the professional services contract with Kennedy Jenks. The contract with Kennedy Jenks is expiring June 30, 2023 and requires amendment for a new contract expiration date. A further amendment increasing the not-to-exceed value of the contract will also be required when the precise project timeline and scope of new services are determined. The not-to-exceed value of the design contract is $279,660, of which $193,603 has been spent to date. Kennedy Jenks completed design on the outfall pipeline in September 2020. All permits were obtained, except from the Federal Aviation Administration (FAA). In parallel with the Outfall Pipeline project design, Public Works Department staff had been working with regional and federal agencies on a new elevated flood protection levee, protecting low-lying areas including the airport and the RWQCP. Reconciliation of these issues requires redesign of the outfall. In addition, some project permit applications need to be re-filed. Council approval of the Kennedy Jenks contract term extension will support the redesign and re-permitting efforts for a safer, deeper pipe. Design and re-permitting are anticipated to take an estimated two years, followed by construction. Construction of the Outfall project is estimated to be completed by December 31, 2027, with engineering services during construction scheduled to be completed by the same date. While there is no fiscal impact associated with the contract amendment, redesign of the outfall pipeline to be deeper is expected to increase construction cost. Staff cannot provide a precise estimate of ultimate project construction cost at this time, but for context, the pipeline construction cost estimate from the initial design work was approximately $11 million. The design and construction of the project are included in the Wastewater Treatment Enterprise Fund, Capital Improvement Program using Outfall Design (WQ-19002) and Outfall Pipeline Construction (WQ-19000), respectively. The project costs are shared among the City’s partner agencies, with Palo Alto’s share being 38.16%. This project is part of the Plant’s major capital improvement program funded by Palo Alto and its five additional partner agencies. The five partner agencies are regularly updated about both the need for and the progress on wastewater treatment capital work. Updates are provided each year at an annual meeting and at other periodic meetings established to inform partner agency Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 2  Packet Pg. 140 of 461  1 9 3 5 staff about the major capital improvement program. With respect to Palo Alto itself, the open meetings on the budget process serve as the main vehicle for engaging the community on both new projects such as this and associated rate impacts. ENVIRONMENTAL REVIEW 3. ATTACHMENTS APPROVED BY: 3 City Council, May 21, 2018; Agenda Item #4; SR# 9096, https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2018/id-9096-council-approval-of-an-mnd-and-design-of-rwqcp-new-outfall-line.pdf Item 5 Item 5 Staff Report        Item 5: Staff Report Pg. 3  Packet Pg. 141 of 461  Vers.: Aug. 5, 2019 Page 1 of 4 AMENDMENT NO. 2 TO CONTRACT NO. C20175537 BETWEEN THE CITY OF PALO ALTO AND KENNEDY/JENKS CONSULTANTS, INC. This Amendment No. 2 (this “Amendment”) to Contract No. C20175537 (the “Contract” as defined below) is entered into as of June 12, 2023, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and KENNEDY/JENKS CONSULTANTS, INC., a California corporation, located at 1500 NE Irving Street, Suite 200, Portland, OR 97232 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of providing engineering design and support services for a new outfall pipeline at the Regional Water Quality Control Plant (RWQCP), as detailed therein. B. The Parties entered into Amendment No. 1 to extend the contract term by six (6) months through June 30, 2023, at no additional cost to the City, as detailed therein. C. The Parties now wish to amend the Contract in order to extend the contract term by fifty-five (55) months through December 31, 2027, at no additional cost to the City, as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: a. Contract. The term “Contract” shall mean Contract No. C20175537 between CONSULTANT and CITY, dated August 12, 2019, as amended by: Amendment No. 1, dated December 14, 2022 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 the earlier of December 31, 2027, or completion of the services in accordance with the Schedule of Performance attached at Exhibit “B” unless terminated earlier pursuant to Section 19 of this Agreement.” DocuSign Envelope ID: 196CE771-E0D9-4AE5-9657-EBD606D28C35 Item 5 Attachment A - C20175537 Kennedy Jenks Contract Amendment No. 2        Item 5: Staff Report Pg. 4  Packet Pg. 142 of 461  Vers.: Aug. 5, 2019 Page 2 of 4 SECTION 3. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference: a. Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2”, AMENDED, REPLACES PREVIOUS. SECTION 4. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 5. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) DocuSign Envelope ID: 196CE771-E0D9-4AE5-9657-EBD606D28C35 Item 5 Attachment A - C20175537 Kennedy Jenks Contract Amendment No. 2        Item 5: Staff Report Pg. 5  Packet Pg. 143 of 461  Vers.: Aug. 5, 2019 Page 3 of 4 SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO ______________________________ City Manager APPROVED AS TO FORM: ______________________________ City Attorney or Designee KENNEDY/JENKS CONSULTANTS, INC. Officer 1 By:___________________________ Name:________________________ Title:_________________________ Officer 2 By:___________________________ Name:________________________ Attachments: Exhibit “B” entitled “SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2” (AMENDED, REPLACES PREVIOUS) DocuSign Envelope ID: 196CE771-E0D9-4AE5-9657-EBD606D28C35 Mark Minkowski, Vice President Vice President Vice President Patrick Huston, Assistant Secretary Item 5 Attachment A - C20175537 Kennedy Jenks Contract Amendment No. 2        Item 5: Staff Report Pg. 6  Packet Pg. 144 of 461  Vers.: Aug. 5, 2019 Page 4 of 4 EXHIBIT “B” SCHEDULE OF PERFORMANCE, AMENDMENT NO. 2 (AMENDED, REPLACES PREVIOUS) CONSULTANT shall perform the Services so as to complete each milestone within the number of weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the Notice to Proceed (NTP). Milestones Completion No. of Weeks from NTP (NTP issued on August 21, 2019) 1. Design Re-Kickoff Meeting 02 2. Submit 100% Design (Bid Documents) 10 3. Services During Bidding 290 4. Services During Construction 436 DocuSign Envelope ID: 196CE771-E0D9-4AE5-9657-EBD606D28C35 Item 5 Attachment A - C20175537 Kennedy Jenks Contract Amendment No. 2        Item 5: Staff Report Pg. 7  Packet Pg. 145 of 461  Certificate Of Completion Envelope Id: 196CE771E0D94AE59657EBD606D28C35 Status: Completed Subject: Complete with DocuSign: C20175537 Kennedy Jenks-Amendment #2 (REV3) Source Envelope: Document Pages: 4 Signatures: 2 Envelope Originator: Certificate Pages: 2 Initials: 0 O'Brien, Nanette AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 Nanette.OBrien@CityofPaloAlto.org IP Address: 199.33.32.254 Record Tracking Status: Original 5/30/2023 12:44:19 PM Holder: O'Brien, Nanette Nanette.OBrien@CityofPaloAlto.org Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign Signer Events Signature Timestamp Mark Minkowski, Vice President markminkowski@kennedyjenks.com Vice President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 50.226.164.82 Sent: 5/30/2023 12:45:37 PM Viewed: 5/30/2023 1:28:24 PM Signed: 5/30/2023 1:28:45 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Patrick Huston, Assistant Secretary patrickhuston@kennedyjenks.com Vice President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 72.111.117.192 Sent: 5/30/2023 1:28:47 PM Viewed: 5/30/2023 4:37:15 PM Signed: 5/30/2023 4:37:34 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Tom Kapushinski Tom.Kapushinski@CityofPaloAlto.org Project Engineer City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 5/30/2023 4:37:35 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Item 5 Attachment A - C20175537 Kennedy Jenks Contract Amendment No. 2        Item 5: Staff Report Pg. 8  Packet Pg. 146 of 461  Carbon Copy Events Status Timestamp James Allen james.allen@cityofpaloalto.org Manager Water Quality Control Plant City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 5/30/2023 4:37:36 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Karin North karin.north@cityofpaloalto.org Manager Watershed Protection City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 5/30/2023 4:37:37 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Xiangquan Li XiangquanLi@kennedyjenks.com Security Level: Email, Account Authentication (None) Sent: 5/30/2023 4:37:38 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 5/30/2023 12:45:37 PM Certified Delivered Security Checked 5/30/2023 4:37:15 PM Signing Complete Security Checked 5/30/2023 4:37:34 PM Completed Security Checked 5/30/2023 4:37:38 PM Payment Events Status Timestamps Item 5 Attachment A - C20175537 Kennedy Jenks Contract Amendment No. 2        Item 5: Staff Report Pg. 9  Packet Pg. 147 of 461  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Transportation Meeting Date: June 12, 2023 Report #:2305-1426 TITLE Approve the Grade Separation Evaluation Criteria For Evaluating Alternatives Under Consideration for Grade Separation Projects. CEQA status – Categorically exempt under CEQA Guidelines section 15262 RECOMMENDATION Rail Committee and Staff recommend the City Council approve the proposed updates to the Grade Separation Evaluation Criteria and authorize the staff and Rail Committee to use the updated criteria for evaluating alternatives under consideration for grade separation projects. EXECUTIVE SUMMARY On March 29, 2023, the Rail Committee discussed the grade separation evaluation criteria adopted by the City Council in 2017 and directed the staff to incorporate elements from the discussion to update the evaluation criteria. The Rail Committee has reviewed the revisions to the evaluation criteria on April 26, 2023, and unanimously recommend approval of the proposed updates to the City Council. BACKGROUND In September 2017, the City Council adopted the evaluation criteria in selecting a preferred solution (a preferred alternative for each crossing) that included elements related to East-West connectivity, Traffic congestion, Pedestrian / Bicycle circulation, Rail Operations, Costs, Environmental Impacts, Visual Impacts, Local Access, Right Of Way Cost, and Construction. The Matrix with a Summary of Evaluation based on Council Adopted Criteria was later developed and refined through the Extended Community Advisory Panel (XCAP) for review of the alternatives in consideration at Churchill Avenue, Meadow Drive, and Charleston Road crossings. This matrix assisted XCAP in making recommendations of preferred alternatives to the City Council. At the March 29, 2023 Rail Committee meeting the evaluation criteria were further discussed to assess the needs for any additional elements. The Committee directed the Item 6 Item 6 Staff Report        Item 6: Staff Report Pg. 1  Packet Pg. 148 of 461  staff to incorporate elements from the discussion in updating the Council Adopted Evaluation Criteria. ANALYSIS Proposed Evaluation Criteria East-West connectivity – Facilitate movement and connectedness across the corridor for all modes of transportation Traffic congestion – Reduce automobile delay and congestion for automobile traffic at rail crossings to consider corridor travel times and to reduce traffic inducement Pedestrian / bicycle circulation – Provide clear and safe routes for pedestrians and bicyclists seeking to cross the rail corridor, separate from automobile traffic through and after grade separation construction D. Rail operations – Support continued rail operations and Caltrain service improvements E. Cost – Consider Project Cost including Utility Relocation, Long Term Maintenance, and Financing of the project with feasible funding sources. F. Cost Private Property Impacts – Minimize right-of-way acquisition. Environmental impacts – Review Sustainability, Sea Level Rise impacts, and Reduce rail noise and vibration along the corridor. Local access – Maintain or improve access to neighborhoods, parks, schools and other destinations along the corridor while reducing regional traffic on neighborhood streets. I. Visual impacts – Minimize Consider visual and privacy changes along the rail corridor. J. Construction – Minimize disruption and the duration of construction Item 6 Item 6 Staff Report        Item 6: Staff Report Pg. 2  Packet Pg. 149 of 461  2304-1269)1, and unanimously recommended approval of the Agreement to the City Council. Therefore, staff and Rail Committee recommends Council to approve the updated evaluation criteria FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Philip Kamhi, Chief Transportation Official 1 Item 2, Action Items Item 6 Item 6 Staff Report        Item 6: Staff Report Pg. 3  Packet Pg. 150 of 461  Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 4 / 2 6 / 2 0 2 1 Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 4 / 2 6 / 2 0 2 1 Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 8 / 2 3 / 2 0 2 1 Negative Impact Positive Impact Updated April 2023 toreflect existingcriteria and Alternatives Item 6 Attachment A - Existing Matrix Evaluation Criteria and Alternatives in Consideration May 2023        Item 6: Staff Report Pg. 4  Packet Pg. 151 of 461  Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 4 / 2 6 / 2 0 2 1 Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 8 / 2 3 / 2 0 2 1 Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 4 / 2 6 / 2 0 2 1 Negative Impact Positive Impact Updated April 2023Updated April 2023 toreflect existingcriteria and Alternatives Item 6 Attachment A - Existing Matrix Evaluation Criteria and Alternatives in Consideration May 2023        Item 6: Staff Report Pg. 5  Packet Pg. 152 of 461  Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 4 / 2 6 / 2 0 2 1 Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 4 / 2 6 / 2 0 2 1 Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 8 / 2 3 / 2 0 2 1 Updated April 2023Updated April 2023 toreflect existingcriteria and Alternatives Item 6 Attachment A - Existing Matrix Evaluation Criteria and Alternatives in Consideration May 2023        Item 6: Staff Report Pg. 6  Packet Pg. 153 of 461  Al t e r n a t i v e R e m o v e d f r o m Co n s i d e r a t i o n 1 1 / 2 9 / 2 0 2 1 Preferred Alternative 11/29/2021 Backup Alternative 11/29/2021 Negative Impact Positive Impact Updated April 2023Updated April 2023 toreflect existingcriteria and Alternatives Item 6 Attachment A - Existing Matrix Evaluation Criteria and Alternatives in Consideration May 2023        Item 6: Staff Report Pg. 7  Packet Pg. 154 of 461  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Human Resources Meeting Date: June 12, 2023 Report #:2305-1454 TITLE Adoption of Memorandum of Agreement with Utility Management and Professional Association of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025, and Adopt revised Management and Professional salary schedule; CEQA Status - Not a project RECOMMENDATION 1. Staff recommends that Council: Adopt a new Memorandum of Agreement (MOA) between the City of Palo Alto and the Utilities Management and Professional Association of Palo Alto (UMPAPA) effective upon adoption through June 30, 2025 (Attachment A) and corresponding salary schedule (Attachment B), and 2. Adopt revised Management and Professional salary schedules, effective December 31, 2022 through June 30, 2025 (Attachment C, revised from April 17, 2023) BACKGROUND In accordance with California state law regulating local public agencies, the City of Palo Alto (City) meets and confers in good faith with our recognized labor organizations. The team of negotiators representing the City met with labor representatives and successfully reached a Tentative Agreement on a successor Memoranda of Agreement (MOA). The Utilities Management and Professional Association of Palo Alto (UMPAPA) currently has 52 FTE that are covered under the MOA. City employees represented by UMPAPA include assistant directors, managers, supervisors, and high level professional and technical employees within the Utilities Department. The Utilities Department services electricity, natural gas, water, wastewater, and commercial fiber optics and is divided into five divisions including Electric Engineering and Operations, Administration, Water Gas Wastewater Engineering and Operations, Customer Support Services, and Resource Management. Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 1  Packet Pg. 155 of 461  ANALYSIS •A 2.5 year contract term ending June 30, 2025. •Targeted market adjustment upon adoption equivalent to 5% wage increase. •4% general salary increase in the first full pay period following July 1, 2023, and 4% general salary increase in the first full pay period following July 1, 2024. •Flexible Compensation – increase base salary in order to provide more flexibility for employees with different goals and interests allowing choices for employees: o $100 per month compensation upon adoption o Additional $100 per month (for a total of $200/month) effective January 2024 •Standby Pay for Operational Supervisors when assigned to respond to Utilities emergencies such as power outages or storms. •Pilot Program for a Utility Cost Efficiency Incentive to be explored in the upcoming months. •Addition of one floating holiday in recognition of days of historical significance. Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 2  Packet Pg. 156 of 461  (Attachment C) adopted by Council on December 19, 20221 (ID#15004) for the following classifications in the unrepresented Management and Professional group: Manager, Solid Waste, Sr. Technologist, and Office of Emergency (OES) Services Director. FISCAL/RESOURCE IMPACT 1 City Council December 19, 2022, Item #7, Staff Report 15004, Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 3  Packet Pg. 157 of 461  STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 7 Item 7 Staff Report        Item 7: Staff Report Pg. 4  Packet Pg. 158 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 CITY OF PALO ALTO Memorandum of Agreement City of Palo Alto and Utilities Management and Professional Association of Palo Alto Effective dates: Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 5  Packet Pg. 159 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 Table of Contents PREAMBLE .................................................................................................................................. 4 ARTICLE I – RECOGNITION .................................................................................................. 4 ARTICLE II – NO DISCRIMINATION .................................................................................... 4 ARTICLE III – PAYROLL DUES DEDUCTION .................................................................... 4 ARTICLE IV – WORK STOPPAGE AND LOCKOUTS ........................................................ 4 ARTICLE V – CITY RIGHT TO MANAGE ............................................................................ 4 ARTICLE VI – COMPENSATION ............................................................................................ 5 Section 1 – Job Families and Salary Schedule ............................................................................ 5 Section 2 – Base Salary Increases ............................................................................................... 5 Section 3 – Market Based Adjustments ...................................................................................... 5 ARTICLE VII – HEALTH BENEFITS ..................................................................................... 7 Section 1 – Group Insurance ....................................................................................................... 7 Article VIII – DEFERRED COMPENSATION MATCH ...................................................... 10 ARTICLE IX – LEAVES ........................................................................................................... 10 Section 1 – Sick Leave .............................................................................................................. 10 Section 2 – Management Annual Leave ................................................................................... 11 Section 3 – Vacation ................................................................................................................. 11 Section 4 – Bereavement .......................................................................................................... 12 Section 5 – All Other Leaves .................................................................................................... 12 Section 6 – Vacation Benefits for Deceased Employees .......................................................... 12 Section 7 – Voluntary Leave Program ...................................................................................... 12 ARTICLE X – WORKERS’ COMPENSATION .................................................................... 13 Section 1 – Employees unable to work due to occupational injury, illness or disease ............. 13 Section 2 – Temporary Disability ............................................................................................. 13 ARTICLE XI – RETIREMENT PENSION ............................................................................. 13 ARTICLE XII – MISCELLANEOUS ...................................................................................... 15 Section 1 – Reimbursement for Relocation Expense ................................................................ 15 Section 2 – Meal allowance ...................................................................................................... 15 Section 3 – Reduction in Workforce ......................................................................................... 15 Section 4 - Contracting Out ...................................................................................................... 15 Section 5- Association Security ................................................................................................ 16 Section 6- Notification to the Association ................................................................................ 16 Section 7- Association Representative Access to Work Locations .......................................... 16 Section 8- Release Time ........................................................................................................... 16 Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 6  Packet Pg. 160 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 Section 9- Personnel Files ......................................................................................................... 16 ARTICLE XIII – GRIEVANCE PROCEDURE ..................................................................... 16 Section 1 - General Provisions .................................................................................................. 16 Section 2 – Definitions.............................................................................................................. 17 Section 3 - Conduct of Grievance Procedure ............................................................................ 17 Section 4 - Grievance and Appeal Procedure ........................................................................... 17 ARTICLE XIV – FULL UNDERSTANDING ......................................................................... 18 Section 1 – Full Understanding................................................................................................. 19 Section 2 – Severability ............................................................................................................ 19 Section 3 – Good Faith ............................................................................................................. 19 Section 4 – Mid-Contract Negotiations .................................................................................... 19 Section 5 – Merit System .......................................................................................................... 19 ARTICLE XV-DURATION ...................................................................................................... 19 Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 7  Packet Pg. 161 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 PREAMBLE This memorandum of Agreement between the City of Palo Alto, hereinafter referred to as the “City”, and the Utilities Management and Professional Association of Palo Alto (UMPAPA), hereinafter referred to as the “Association” or “UMPAPA”, has been prepared and entered into in accordance with Title I, Division 4, Sections Chapter 10, 3500-3510 of the California government Code and Chapter 12 of the City of Palo Alto Merit System Rules and Regulations. ARTICLE I – RECOGNITION The City recognizes the Association as the exclusive representative of employees occupying positions in the bargaining unit certified by the City in accordance with the decision of Arbitrator Kagel dated April 13, 2011. ARTICLE II – NO DISCRIMINATION The Association and the City hereby agree that there shall be no discrimination because of race, color, age, handicap, sex, national origin, sexual or gender orientation, political or religious affiliation under this Agreement. There shall be no discrimination in employment conditions or treatment of employees on the basis of membership or non-membership in the Association, or participation in the lawful activities of the Association. ARTICLE III – PAYROLL DUES DEDUCTION The City shall deduct Association member dues, and any other mutually agreed upon payroll deduction from the bi-weekly pay of bargaining unit employees. The dues deduction must be authorized in writing by the employee on an authorization form acceptable to the City and to the Association. City shall remit the deducted dues to the Association as soon as possible after deduction. ARTICLE IV – WORK STOPPAGE AND LOCKOUTS The Association, its representatives or members shall not engage in or cause, instigate, encourage, sanction or condone a work stoppage or sympathy work stoppage, withholding of services, leave of absence abuse or work slowdown of any kind against the City of Palo Alto or its citizens by its members during the term of this MOA. No Association member shall refuse to cross any picket line in the conduct of the Utility business, nor shall the Association, its representatives or members discriminate in any way towards anyone who refuses to participate in a work stoppage or any of the job actions cited above. The City agrees that it will not lock out Association members. ARTICLE V – CITY RIGHT TO MANAGE The City retains and reserves, without limitation, all powers, rights, authority, duties, and responsibilities to manage the City as stated in the City Merit Rules, Chapter 12, Section 1207(d). Nothing in this Agreement is to be interpreted as constituting a waiver of the City’s rights and responsibilities to manage the City and create and maintain programs and services that reflect its public's wishes. The intent of this MOA is to establish wages, working hours, and conditions of employment with the Association. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 8  Packet Pg. 162 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 ARTICLE VI – Compensation Section 1 – Job Families and Salary Schedule Effective the first full pay period following adoption of this Memorandum by Council, all salaries of covered classifications shall be as listed in Appendix A. Appendix A shall clearly outline benchmark classifications for future total compensation surveys and for the purposes of internal alignment of the Association job families and career paths. The parties agree to continue a jointly-staffed benchmark committee. All recommendations or research conducted by the committee will be included in the next bargaining process. Section 2 – Base Salary Increases a) General Salary Increase: Effective the first full pay period following July 1, 2023, salary ranges and salaries of all represented classifications will be increased by four percent (4.0%). b) General Salary Increase: Effective the first full pay period following July 1, 2024 salary ranges and salaries of all represented classifications will be increased by four percent (4.0%). c) Effective the first pay period following Council adoption of the MOU, in lieu of additional increases to the City’s medical premiums, hourly wages for all bargaining unit classifications will be increased by $100 per month ($1200 per year). Employees can utilize this cash payment for any purpose, including to cover health insurance premiums or contribute to flexible spending accounts/457 deferred compensation plans. d) Effective the first pay period of January 2024, all classifications will receive an additional one hundred dollars ($100) monthly flexible compensation payment built into base hourly rate of pay. Section 3 – Market Based Adjustments Within the Term of this Agreement, the City will conduct a total compensation study of UMPAPA Benchmarked positions based on the following agencies: Anaheim Burbank Mountain View Pacific Gas and Electric Sacramento MUD San Jose Sunnyvale Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 9  Packet Pg. 163 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 The City’s total compensation study will include a geographic adjustment for agencies which are outside of the immediate region. Those agencies receiving a geographic adjustment are: Anaheim, Burbank, Long Beach, Sacramento MUD and Roseville. For the purposes of recruiting and retaining employees within the Utility market place, the parties will add to the survey universe data from Pacific Gas and Electric (PG&E) Bay Area region where data can be found. For the term of this agreement, where PG&E data cannot be verified or acquired the parties agree to include an above-median comparator for the purposes of calculating benchmarks. The City’s survey is intended to provide a single source of information regarding compensation paid to bargaining unit employees and its comparison to compensation paid by other entities. The survey data does not obligate the City or the Association to propose or agree to any market-based adjustments. The next total compensation study will be started 180 days prior to expiration of this agreement. Effective the first full pay period following the adoption of the MOA, salary ranges identified classifications will be increased in an amount sufficient to bring them to market as determined by the City’s market study. Section 4. Working Above Classification Where covered employees, on a temporary basis, are assigned to perform all significant duties of a higher classification for a period of one pay period or more, the City Manager or designee may authorize payment within the range of the higher classification for the specified time frame. Working above classification will not exceed six months, unless renewed at the discretion of the City Manager or designee. On expiration of that timeframe, working above classification pay will cease and the employee will return to their former pay level. Working above classification pay is not to exceed 10% more than the employee’s current salary and shall be documented on a Personnel Action Form, with a description of the additional duties in the higher classification to be performed and an end date. Any disputes with the application of this provision shall be subject to Chapter 11 of the City’s Merit Rules. Section 5. Standby Compensation Utility Operations Supervisors in WGW or Electric who are assigned to standby duty shall be compensated at the daily rate of two (2) hours at their base hourly salary on days the employee is assigned to be on standby duty. Section 6. Utility Cost Efficiency Incentive Pilot Program During the term of this agreement, the parties will meet in an attempt to develop a pilot for a Utility Cost Efficiency Incentive bonus program. The Pilot Program will be implemented only upon mutual agreement of the City and UMPAPA but will have the following general parameters: 1. The Parties must agree on measurable objectives/criteria focused on curbing controllable costs associated with rate increases, 2. If the agreed-upon on “measurable objectives/criteria” are met during the Pilot Program, the City would provide a onetime non-pensionable bonus in an amount agreed to by the parties. All covered employees who are active at the time of payment will be eligible if the objectives/criteria are met. 3. The Pilot Program will begin and end on dates mutually agreed by the parties. However, the pilot program will end with expiration of the current MOA between the parties unless the parties agree in writing to an extension of the program. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 10  Packet Pg. 164 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 ARTICLE VII – HEALTH BENEFITS Section 1 – Group Insurance a) Effective Date of Coverage For newly-hired regular employees coverage begins on the first day of the month following date of hire for the health plan, dental plan, vision care plan, long term disability and life insurance plans if these benefits are elected. Effective on the first of the calendar month falling sixty (60) days after adoption of this MOA, City health premium contributions (medical, dental and vision) will be prorated for part-time employees based on the number of hours per week the part-time employee is assigned to work. Until that time, part-time employees will remain subject to the practice in effect at adoption of this MOA. b) Active Employee Health Coverage During the term of this MOA, the maximum City contribution towards medical premiums for eligible full time employees per employee category shall be up to a maximum of the following for any plan: Category Contribution Effective Jan 1, 2021 For the duration of this MOA if the PEHMCA Minimum charges increase they will be included in the City’s maximum contribution and will not result in an increase to the City’s maximum contribution rates. c) Coverage for Domestic Partners. 1. Domestic Partnership Registered with the California Secretary of State: Employees may add their domestic partner as a dependent to their elected health plan coverage if the domestic partnership is registered with the Secretary of State. 2. Domestic Partner Not Registered with the California Secretary of State:; Domestic partners who meet the requirements of the City of Palo Alto Declaration of Domestic Partnership , and are registered with the Human Resources Department, will be eligible for a stipend of two hundred and eighty four dollars ($284) per month toward the cost of an individual health plan. Evidence of premium payment will be required with request for reimbursement. d) Alternative Medical Benefit Program If a regular employee and/or the employee’s dependent(s) are eligible for medical insurance through another employer-sponsored or association medical plan, the employee may opt for alternative medical insurance coverage through the other employer-sponsored or association plan and waives his/her right to the City of Palo Alto’s medical insurance coverage for same individuals. Employees waiving City coverage may receive a stipend of $284 per month. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 11  Packet Pg. 165 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 e) Retiree Health Plan a. Employees Hired Prior to January 1, 2004 Monthly City-paid premium contributions for a retiree-selected health plan through the CalPERS Health Benefits Program will be made as provided under the Public Employees' Medical and Hospital Care Act. The City's contribution for an employee hired before January 1, 2004 and whose retirement date is on or after May 1, 2011 shall be the same contribution amount it makes from time to time for active City employees. b. Post - 1/1/04 Hires Government Code section 22893 applies to those Unit members hired after January I, 2004, and provides that, upon retirement from the City an employee is eligible for 50% of the specified employer health premium contribution after ten (10) years of service credit, provided at least five of those years were performed at the City of Palo Alto. After ten years of service credit, each additional service credit year increases the employer contribution percentage by 5% until, at twenty (20) years' service credit; the employee will be eligible upon retirement for 100% of the specified employer contribution and 90% of the contribution for their dependent coverage. The City of Palo Alto's health premium contribution for eligible post - 1/1/04 hires shall be the minimum contribution set by PERS under section Government Code section 22893. For employees hired prior to January 1, 2004 who wish to opt in to Government code section 22893, the City provided a 90 calendar day period, in which employees hired prior to January 1, 2004 will have the opportunity to opt in to Government code section 22893. For a 90 day period following adoption of this agreement by Council, the City will offer a one-time opt in to Government code section 22893 for employees hired prior to 12/1/2013. f) Dental Plan 1. The City shall pay covered plan charges on behalf of all eligible employees and dependents. Dependents include eligible domestic partners as defined in Section 1 subsection c of this Article VII, Health Benefits. 2. The City’s Dental Plan provides the following: a. Maximum Benefits per Calendar Year- $2,000 per person b. Lifetime Maximum for Orthodontics- The City will pay up to $2,000.00 for orthodontia coverage (not included in annual dental maximum) c. Major Dental Services 50% UCR* d. Orthodontics 50% UCR* e. Basic Benefits (All other covered services) i) First Calendar Year of Eligibility 70% UCR* ii) Subsequent Calendar Years 70%-100% iii) *Usual, Customary, and Reasonable Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 12  Packet Pg. 166 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 iv) For each dental plan member, the percentage of coverage for basic benefits will begin at 70% for the first calendar year of coverage and increase by 10% (up to a maximum of 100%) effective the first day of the next calendar year as long as the member utilizes the plan at least once during the current year. Per the Delta Dental contract effective October 1, 2005, if the member does not use the plan during the current year, the percentage of coverage for the next calendar year shall remain unchanged from the current year. v) If a dental plan member loses coverage under the plan, the applicable percentage of coverage for basic benefits provided during any future period of coverage will commence at 70% as if the dental plan member was a new enrollee. Examples of when a member might lose coverage under the plan include: • Employee goes on an unpaid leave of absence and elects not to pay the required dental premiums for his/her family’s coverage during the leave. • Employee elects to drop one or more covered dependents from the plan during an open enrollment period so that they might be covered on a spouse’s non-City of Palo Alto dental plan. g) Vision Care 1. The City shall provide vision care coverage for employee and dependents. Coverage is administered by Vision Service Plan (VSP). The plan will provide an exam every 12 months; lenses every 24 months; frames every 24 months, all subject to a twenty dollar ($20) co- payment as defined in the Vision Services Benefits Plan A schedule. 2. Dependents include eligible domestic partners as defined in Section 1, Subsection c of this Article VII, Health Benefits. h) No dual coverage for dental and vision benefits. When a City employee is married to or has a registered domestic partner with the California Secretary of State with another City employee, each shall only be covered once. (as an individual or as a spouse of the other City employees, but not both) and dependent children, if any, shall be covered by only one spouse. i) Basic Life Insurance The City shall provide a basic group term life insurance with Accidental Death and Dismemberment (AD&D) coverage, in an amount equal to the employee's annual basic pay (rounded to the next highest $1,000) at no-cost to the employee. AD&D pays an additional amount equal to the employee’s annual basic pay (rounded to the next highest $1,000). j) Supplemental Life And AD&D Insurance An employee may, at his/her cost, purchase additional life insurance and additional AD&D coverage equal to one- or two-times his or her annual salary. The maximum amount of life Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 13  Packet Pg. 167 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 insurance available to the employee is up to $325,000 and the maximum amount of AD&D coverage available is up to $325,000. k) Long Term Disability Insurance The City shall provide long term disability (LTD) insurance with a benefit of 2/3 monthly salary, up to a maximum benefit of ten thousand dollars ($10,000) per month. The LTD plan will have a waiting period of sixty days, as provided by the applicable carrier agreement. The City shall pay the premium for the first six thousand dollars ($6,000) of base monthly salary. For employees whose base monthly salary exceeds six thousand dollars ($6,000), the employee shall pay the cost of the required premium based upon their monthly salary between six thousand dollars ($6,000) and fifteen thousand dollars ($15,000). l) Employee Assistance Plan The Employee Assistance Plan (EAP) provides employees with confidential personal counseling, work and family related issues, eldercare, substance abuse, etc. In addition, EAP programs provide a valuable tool for supervisors to refer troubled employees to professional outside help. This service staffed by experienced clinicians is available to employees and their dependents by calling a toll-free phone line twenty-four (24) hours a day, seven days a week. Guidance is also available online. Article VIII – Deferred Compensation Match Effective January 1, 2019 the City will match employee contributions into their City approved 457 plans up to a maximum of $4000. No combination of Employee and Employer funds can exceed the IRS limits for City approved 457 plans. The table below is for illustrative purposes only: ARTICLE IX – LEAVES Section 1 – Sick Leave a) Sick leave shall be accrued bi-weekly provided the employee has been in a pay status for 50 percent or more of a bi-weekly pay period. Sick leave shall be accrued at the rate of 3.7 hours per bi-weekly pay period for those employees working a forty-hour duty schedule. Those assigned work schedules, which are greater or lesser than forty hours will accrue sick leave at the ratio of their work schedule to forty hours. b) Employees may use up to twenty hours of sick leave per calendar year for personal business. The scheduling of such leave is subject to the approval of the appropriate level of Management. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 14  Packet Pg. 168 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 c) Employees leaving the municipal service shall forfeit all accumulated sick leave, except as otherwise provided by law and by Section 609 of the Merit Rules and Regulations. In the event that notice of resignation is given, sick leave may be used only through the day which was designated as the final day of work by such notice. d) Employees that were hired before December 1, 1983 and who leave the municipal service in good standing, or who die while employed in good standing by the city, and who have fifteen or more years of continuous service shall receive compensation for unused sick leave hours in a sum equal to two and one-half percent of their unused sick leave hours multiplied by their years of continuous service and their basic hourly rate of pay at termination. Full sick leave accrual will be paid in the event of termination due to disability. See Merit System Rules and Regulations, Chapter 6, Section 609. e) Up to nine days of sick leave per calendar year may be used for illness in the immediate family, including a registered domestic partner. f) Employees eligible, as specified above if hired before December 1, 1983, to be compensated for sick leave may annually convert sick leave hours in excess of 600 to cash or deferred compensation, according to the formula set forth above, up to a maximum of $2,000 per fiscal year. Section 2 – Management Annual Leave At the beginning of each calendar year designated exempt employees will be credited with 80 hours of management annual leave. This leave is granted in recognition of the extra hours exempt employees work over their regular schedule. This leave may be taken as paid time off, added to vacation accrual (subject to vacation accrual limitations), taken as cash or taken as deferred compensation. When time off is taken under this provision, 10-hour shift workers will receive one shift off for each 8 hours charged. Entitlement under this provision will be reduced on a prorated basis for part-time status, or according to the number of months in paid status during the fiscal year; employees who have used more than the pro-rated share at the time they leave City service shall be required to repay the balance or have it deducted from their final check. Unused balances as of the end of the calendar year will be paid in cash unless a different option as indicated above is elected by the employee. Section 3 – Vacation Vacation will be accrued when an employee is in pay status and will be credited on a bi-weekly basis. Total vacation accrual at any one time may not exceed three times the annual rate of accrual. Each eligible employee shall accrue vacation at the following rate for continuous service performed in pay status: a) Less than nine years. For employees completing less than nine years continuous service: 120 hours vacation leave per year; provided that: The City manager is authorized to adjust the annual vacation accrual of employees hired on or after July 1, 2001, to provide up to 40 additional hours (i.e., to a maximum annual accrual of 160 hours) for service with a prior employer. b) Nine, but less than fourteen years. For employees completing nine, but not more than fourteen years continuous service; 160 hours vacation per year. c) Fourteen, but less than nineteen years. For employees completing fourteen, but not more than nineteen years continuous service; 180 hours vacation leave per year. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 15  Packet Pg. 169 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 d) Nineteen or more years. For employees completing nineteen or more years continuous service; 200 hours vacation leave per year. e) Employees are eligible to cash out vacation accrual balances in excess of 80 hours. An employee may cash out a minimum of eight (8) hours to a maximum of 120 hours of accrued vacation provided the employee has taken 80 vacation hours in the previous 12 months and has followed the election procedures set forth in this section. Employees must elect the number of vacation hours they will cash-out during the next calendar year, up to the maximum of 120 hours. The election will apply only to vacation hours that are accrued in the next calendar year and that are eligible for cash-out. The election to cash-out vacation hours in each designated year will be irrevocable. This means that employees who elect to cash-out vacation hours must cash-out the number of accrued hours pre- designated on the election form. Employees who do not elect a cash-out amount by December 31 of the prior calendar year will be deemed to have waived the right to cash out any leave in the following tax year and will not be eligible to cash-out vacation hours in the next tax year. Employees who elect cash-out amounts may request a cash-out at any time in the designated tax year by submitting a cash-out form to payroll. Payroll will complete the cash-out upon request, provided the requested cash-out amount has accrued and is consistent with the amount the employee pre-designated. If the full amount of hours designated for cash-out is not available at the time of cash-out request, the maximum available will be paid. For employees who have not requested cash-out of the elected amount by November 1 of each year, Payroll will automatically cash-out the elected amount, or the maximum available amount, in a paycheck issued on or after the payroll date including November 1. Section 4 – Bereavement Leave of absence with pay of three days may be granted to an employee by the head of his/her department in the event of death in the employee’s immediate family, which is defined for purposes of this section as wife, husband, son, son-in-law, step-son, daughter, daughter-in-law, step-daughter, mother, mother-in-law, father, father-in-law, brother, brother-in-law, sister, sister-in-law, grandmother, grandmother-in-law, grandfather, grandfather-in-law, grandchild, aunt, uncle, niece, nephew, registered domestic partner, or a close relative residing in the household of employee. Such leave shall be at full pay and shall not be charged against the employee’s accrued vacation or sick leave. Requests for leave in excess of three days shall be subject to the approval of a Council-Appointed Officer for employees under his/her control. Section 5 – All Other Leaves For all other leaves of absence refer to Chapters 5 and 8 of the City’s Merit Rules and Regulations. Section 6 – Vacation Benefits for Deceased Employees An employee who is eligible for vacation leave and who dies while in the municipal service shall have the amount of any accrued vacation paid to the employee's estate within thirty days. This proration will be computed at the last basic rate of pay. Section 7 – Voluntary Leave Program If permitted by agreement between the City and the Association, members of the Association may participate in the "Voluntary Leave Program" to assist in maintaining the pay of an employee who is Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 16  Packet Pg. 170 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 eligible by virtue of a qualifying catastrophic medical condition. Such participation, when authorized by City- Association agreement, shall be allowed only as long as the donors remain anonymous (unless disclosure is required by law). Section 8 Floating Holiday – Days of Historical Significance Employees will be provided one floating holiday each calendar year in acknowledgement of days of historical significance. The employee with prior approval from their supervisor can use this floating holiday at any time during the year. This holiday has no cash value and will expire if unused. ARTICLE X – WORKERS’ COMPENSATION Section 1 – Employees unable to work due to occupational injury, illness or disease Employees unable to work due to occupational injury, illness or disease will be required to report to management to discuss his or her status and ability to return to work on restricted or unrestricted duty, subject to the limitations imposed by applicable law. This requirement is not meant to unreasonably restrict employee’s activities while off work due to such incapacity as long as such activities are cleared by the treating physician, treating program or alternative treatment program and the employee is available for restricted or unrestricted duty as soon as medical clearance can be received. Section 2 – Temporary Disability While temporarily disabled, employees shall be entitled to use accrued sick leave for the first three (3) days following the date of injury and thereafter shall be paid full base salary for a period not to exceed fifty-seven (57) calendar days (including Saturdays, Sundays and Holidays), unless hospitalized, in which case employees shall be paid full base salary for a period not to exceed sixty (60) days from date of injury. For any temporary disability continuing beyond the time limits set forth above, employees shall be paid two-thirds (66.66%) of their full base salary at the time of injury for the duration of such temporary disability in conformance with State law. During the period of temporary disability, an employee’s eligibility for health, dental, life, LTD, or other insured program will continue with City contributions at the same rate as for active employees and vacation and sick leave benefits shall continue to accrue. In case of temporary disability beyond the time limits set forth above, sick leave and vacation benefits shall not be accrued. ARTICLE XI – RETIREMENT PENSION a) Employees hired before July 17, 2010 1. Retirement formula. Effective pay period inclusive of 1/6/07, the City’s Public Employees’ Retirement System (PERS) benefits changed to the 2.7%@ 55 formula for non-safety members (from 2% @55). 2. Employee contributions. Employees under the 2.7%@55 retirement formula will pay the full eight percent (8%) employee contribution. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 17  Packet Pg. 171 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 3. Final compensation. Final compensation for purposes of retirement shall be as set forth in the City’s contract with CalPERS, including, when applicable, the Government Code Section 20692 Optional Benefit. b) Employees hired on or after July 17, 2010. 1. Retirement formula. For miscellaneous employees hired on or after July 17, 2010, or on or after January 1, 2013 who are not subject to the pension formula in the Public Employees’ Pension Reform Act (PEPRA), the City offers the CalPERS retirement formula two percent (2.0%) of final salary at age sixty (60). 2. Employee contributions. Employees under the 2%@60 retirement formula will pay the full seven percent (7%) employee contribution. 3. Final compensation. Final compensation for purposes of retirement shall be as set forth in the City’s contract with CalPERS, including, when applicable, the Government Code Section 20692 Optional Benefit or as required by law. c) New Employees hired on or after January 1, 2013 Employees hired on or after January 1, 2013 who are “new members” as defined by the California Public Employees’ Pension Reform Act (PEPRA), will be subject to the terms of that statute including but not limited to the following provisions: 1. Retirement formula. Effective for employees hired on or after January 1, 2013, the PEPRA requires the City to provide new employees, as defined in that law, the CalPERS retirement formula two percent of final salary at age 62 (2%@62). 2. Employee contributions. Employees under the 2%@62 formula shall pay at least 50 percent of the total normal cost or the same contribution rate as “similarly situated” employees, whichever is higher. 3. Final compensation. Final compensation for employees under the 2%@62 benefit shall be as set forth in PEPRA, including calculation based on the average of three highest consecutive years and a cap on pensionable compensation (currently $136,440) based on IRS limits for employers that do not participate in social security. d) Effective as soon as administratively feasible but no sooner than the first full pay period of March 2019, bargaining unit employees shall contribute 1% of their salary toward the employer cost of retirement. Pensions Group Pension Formula Employer Side Contribution from 2.7@ 55 8% 1% 9% 2@60 7% 1% 8% 2@62 50% of the normal Cost 1% Will fluctuate Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 18  Packet Pg. 172 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 (Currently 6.25%) (Currently 7.25%) e) Employee CalPERS contributions tax deferred. Employee CalPERS contributions shall be made on a tax deferred basis, in accordance with Section 414(h)(2) of the Internal Revenue Code. All provisions of this subsection are subject to and conditioned upon compliance with IRS regulations. ARTICLE XII – MISCELLANEOUS Section 1 – Reimbursement for Relocation Expense The City of Palo Alto, in rare instances, may, provide a Basic Relocation Benefits Package for new employees, upon the approval of the City Manager or designated subordinate. In addition, the provision of “Optional Benefits”, or portions thereof, may be extended for exceptional circumstances and only by approval of the City Manager or designee. The details of the Relocation Expense program are specified in the City’s Relocation Expense policy. Section 2 – Meal allowance Employees assigned to attend night meetings or who travel for business purposes are eligible to receive reimbursement as described by City policy. This provision covers only receipted meals actually taken and submitted for reimbursement. Section 3 – Reduction in Workforce The City will make every effort to provide written notice of its intent to lay off employees in this unit and will meet with Association upon request to discuss alternatives to layoff. Section 4 - Contracting Out a. As provided in subsection b, the City shall provide notice of any planned action(s) that would result in the layoff of one or more Association bargaining unit members and where either of the following apply: 1. The planned City action(s) is to contract out work historically and exclusively performed by Association bargaining unit members; 2. The planned City action is to substantially increase the scope or amount of work historically but not exclusively performed by Association bargaining unit members (e.g. work shared with other City employees outside the Association bargaining unit or contractors). b. The City shall deliver written notice to the Association at least thirty (30) days before it implements any action(s) described in subsection a. Within seven (7) days after it receives such notice, the Association may deliver to the City’s Chief People Officer a written request to meet and discuss the effects of the City action(s). After the City’s receipt of such request, the parties will promptly meet and undertake discussions. The discussions will conclude no later than the thirtieth (30th) day following the Association’s receipt of the City’s notice of the planned action(s), as described above. Thereafter, the City may implement the action(s) without further discussion as originally planned or as modified as a result of such discussions. If the Association does not deliver timely notice of its desire to meet and discuss the effects of the action(s) identified in the City’s notice, the City may proceed with the planned action(s). Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 19  Packet Pg. 173 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 c. The City retains its right to determine the methods, means, and personnel by which services are carried out at its sole discretion in circumstances no covered by subsection a above. Section 5- Association Security a) When a person is hired in any of the covered job classifications, the City shall notify that person that the Association is the recognized bargaining representative for the employee in said Association and give the employee a current copy of the Memorandum of Agreement. b) Members of the Association Board may use a reasonable amount of on-duty time without loss of pay to meet with the City specifically related to representation of employees. For purposes of this section, representation shall include: (i) Meetings with represented employees or the City related to a grievance or disciplinary action, including investigation and preparation time. (ii) Any meeting with the City related to benefits, working conditions or other terms and conditions of employment. Section 6- Notification to the Association The Association shall be informed in advance in writing by the City before any proposed changes not covered by this Memorandum of Agreement are made in benefits, working conditions, or other terms and conditions of employment which require meet and confer or meet and consult process. Section 7- Association Representative Access to Work Locations Employee and nonemployee representatives of the Association will be granted access to City work locations to conduct business related to the administration or negotiation of the parties' Memorandum of Agreement, as long as advance arrangements for such visits have been made with the affected department manager and no disruption of work occurs. Section 8- Release Time The Association Chair, Vice-Chair or his or her-designee in the representation unit may use a reasonable amount of time without loss of pay for matters related to the bargaining process, labor relations, and administration of the MOA, violations of the MOA, grievances, disciplinary Section 9- Personnel Files Records of all disciplinary actions shall be kept in the central personnel file. Employees shall be entitled to sign and date all action forms in their personnel files. Employees are entitled to review their personnel files upon written request or to authorize, in writing, review by their Association representatives. An employee shall be allowed, copies of materials in an employee's personnel file. ARTICLE XIII – GRIEVANCE PROCEDURE Section 1 - General Provisions The City and the Association recognize that early settlement of grievances is essential to sound employee-employer relations. The parties seek to establish a mutually satisfactory method for the settlement of Association grievances as provided for below. In presenting a grievance the aggrieved and/or his or her representative is assured freedom from restraint, interference, coercion, discrimination or reprisal. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 20  Packet Pg. 174 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 Section 2 – Definitions Grievance means an unresolved complaint or dispute regarding the interpretation or application of this Memorandum of Agreement, excluding however those provisions of this MOA which specifically provide that the decision of any City official shall be final, the interpretation or application of those provisions not being subject to the grievance. Section 3 - Conduct of Grievance Procedure a) An aggrieved employee may be represented by the Association or may represent himself/herself in preparing and presenting a grievance at any level of review. No grievance settlement may be made in violation of an existing merit rule or memorandum of agreement. b) An employee and the representative steward, if any, may use a reasonable amount of work time so long as there is no disruption of work, in conferring about and presenting a grievance. Requests for release time to prepare grievances shall be made in advance and approved by the immediate supervisor. c) The time limits specified in this Article may be extended by mutual agreement in writing of the aggrieved employee or the Association and the reviewer concerned. d) Should a decision not be rendered within a stipulated time limit, the grievant may immediately appeal to the next step. e) The grievance shall be considered settled if the decision of any step is not appealed within the specified time limit. f) Grievances shall be made in writing and submitted on forms provided by the City. The written grievance shall contain clear, factual and concise language, including: (1) the name of the grievant; (2) a statement of the facts upon which the grievance is based, including relevant dates, times and places; (3) specific provisions of this Agreement the grievant alleges has been violated; (4) a summary of any steps taken toward resolution; and (5) the action the grievant believes will resolve the grievance. g) Any retroactivity on monetary grievances shall be limited to the date of occurrence, except in no case will retroactivity be granted prior to three months before the grievance was filed in writing. h) For purposes of time limits, “working days” are considered to be Monday through Friday, exclusive of City holidays. i) If a mutually agreed solution is reached during any step of this grievance procedure, the agreement shall be placed in writing and signed by the City and the grievant or Association. j) Upon request of either party, meetings to discuss the grievance shall be held at any step in the grievance procedure. Section 4 - Grievance and Appeal Procedure Step I. Informal Discussion Within fifteen (15) working days after the incident or discovery of the incident on which the grievance is Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 21  Packet Pg. 175 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 based the aggrieved employee shall present the grievance action to his or her immediate supervisor and attempt to resolve the grievance through informal discussions. Every attempt will be made to settle the issue at this level. Step II. Formal Grievance If the grievance is not resolved through the informal discussion in Step 1 the employee will reduce the grievance to writing and submit copies to the Department head or his or her designee within fifteen (15) working days of the discussion with the immediate. The Department Head or designee shall have fifteen (15) working days from the receipt of a written grievance to review the matter and prepare a written statement. Step III. Human Resources Director If the grievance is not resolved and/or the aggrieved employee is not satisfied with the Step II decision, the grievant may appeal to the Human Resource Director or his or her designee in writing within fifteen (15) working days of the receipt of the Department Head's response. The written appeal to the Human Resources level shall include a copy of the original grievance, the Department Head’s decision at Step II, and a clear statement of the reasons for appeal. Within fifteen (15) working days, after receiving the written appeal, the Human Resource Director shall review the matter and prepare a written statement. If a mutually agreed solution is reached during this process the agreement shall be placed in writing and signed. Step IV. City Manager /Arbitration If the grievance is not resolved at Step III, the aggrieved employee may choose between final and binding resolution of the grievance through appeal to the City Manager or through appeal to final and binding arbitration. For the term of this Memorandum of Agreement, appeals to final and binding arbitration may be processed only with Association approval. All Step IV appeals must be filed in writing at the Human Resources Department Office within fifteen (15) working days of receipt of the Human Resource Director’s decision at Step 3. If the grievant or appellant elects final and binding resolution by the City Manager, the City Manager will choose the methods he or she considers appropriate to review and settle the grievance. The City Manager shall render a written decision to all parties directly involved within fifteen (15) working days after receiving the grievant/appellant’s appeal. If the grievant/appellant elects final and binding arbitration in accordance with this provision, the parties shall mutually select an arbitrator. In the event the parties cannot agree on an arbitrator, they shall mutually request a panel of five arbitrators from the California State Conciliation Service or from the American Arbitration Association if either party objects to the State Conciliation Service, and select an arbitrator by the alternate strike method. The arbitrator shall have jurisdiction and authority only to interpret, apply, or determine compliance with the provisions of this Memorandum of Agreement. The arbitrator shall be without power to make any decision contrary to, or inconsistent with or modifying in any way, the terms of this Memorandum Of Agreement. The arbitrator shall be without authority to require the City to delegate or relinquish any powers which by State law or City Charter the City cannot delegate or relinquish. Copies of the arbitrator's decision shall be submitted to the City, the aggrieved employee and the Association. All direct costs emanating from the arbitration procedure shall be paid in full by the party in which the decision was found against. ARTICLE XIV – FULL UNDERSTANDING Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 22  Packet Pg. 176 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective January 1, 2023 to June 30, 2025 Section 1 – Full Understanding The Memorandum of Agreement contains the full and entire understanding of the parties regarding the matters set forth herein. Section 2 – Severability If, at the conclusion of any applicable appeals, any provision of this Memorandum of Agreement is ultimately held invalid and unenforceable by a decision of the relevant Court or Administrative Agency of competent jurisdiction such holding shall apply only to the provision(s) of this Memorandum of Agreement specified in the decision. Such decision shall not invalidate any other portion of this Memorandum of Understanding, and the unaffected provisions shall remain in full force and effect. The Parties agree that within ten (10) days after the date of such decision, they shall meet and confer in an effort to negotiate a substitute for the invalidated provision(s). Section 3 – Good Faith Ordinances, resolutions, rules and regulations enacted pursuant to this Memorandum of Agreement that regulate matters within the scope of representation shall, to the extent they are within the scope of representation, be administered in good faith. Section 4 – Mid-Contract Negotiations Subjects within the scope of representation that are not covered by this Memorandum of Agreement remain subject to the duty to meet and confer in good faith on timely notice and request. Neither party is obligated to meet and confer over matters within the scope of representation covered by this Memorandum of Agreement, except for purposes of negotiating over the terms of a successor to this Memorandum of Agreement. Section 5 – Merit System Merit System Rules and Regulations, during the term of this Memorandum of Agreement, Management may propose certain changes in the City Merit System Rules and Regulations. With regard to such changes which pertain to the representation unit, the parties agree to review, and upon request, meet and confer regarding the changes. ARTICLE XV-DURATION This Memorandum of Agreement shall become effective once the Memorandum of Agreement is signed by the parties hereto and adopted by the City Council. This Memorandum of Agreement shall remain in effect through June 30, 2025. At the request of either party negotiation of a successor agreement shall commence, however they should begin no sooner than 6 months prior to expiration of this agreement and no later than 3 months prior to the expiration of this agreement. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 23  Packet Pg. 177 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 CITY OF PALO ALTO Memorandum of Agreement City of Palo Alto and Utilities Management and Professional Association of Palo Alto Effective dates: Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 24  Packet Pg. 178 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Table of Contents PREAMBLE .................................................................................................................................. 4 ARTICLE I – RECOGNITION .................................................................................................. 4 ARTICLE II – NO DISCRIMINATION .................................................................................... 4 ARTICLE III – PAYROLL DUES DEDUCTION .................................................................... 4 ARTICLE IV – WORK STOPPAGE AND LOCKOUTS ........................................................ 4 ARTICLE V – CITY RIGHT TO MANAGE ............................................................................ 4 ARTICLE VI – COMPENSATION ............................................................................................ 5 Section 1 – Job Families and Salary Schedule ............................................................................ 5 Section 2 – Base Salary Increases ............................................................................................... 5 Section 3 – Market Based Adjustments ...................................................................................... 6 ARTICLE VII – HEALTH BENEFITS ..................................................................................... 7 Section 1 – Group Insurance ....................................................................................................... 7 Article VIII – DEFERRED COMPENSATION MATCH ...................................................... 11 ARTICLE IX – LEAVES ........................................................................................................... 11 Section 1 – Sick Leave .............................................................................................................. 11 Section 2 – Management Annual Leave ................................................................................... 12 Section 3 – Vacation ................................................................................................................. 12 Section 4 – Bereavement .......................................................................................................... 13 Section 5 – All Other Leaves .................................................................................................... 13 Section 6 – Vacation Benefits for Deceased Employees .......................................................... 13 Section 7 – Voluntary Leave Program ...................................................................................... 13 ARTICLE X – WORKERS’ COMPENSATION .................................................................... 13 Section 1 – Employees unable to work due to occupational injury, illness or disease ............. 14 Section 2 – Temporary Disability ............................................................................................. 14 ARTICLE XI – RETIREMENT PENSION ............................................................................. 14 ARTICLE XII – MISCELLANEOUS ...................................................................................... 15 Section 1 – Reimbursement for Relocation Expense ................................................................ 16 Section 2 – Meal allowance ...................................................................................................... 16 Section 3 – Reduction in Workforce ......................................................................................... 16 Section 4 - Contracting Out ...................................................................................................... 16 Section 5- Association Security ................................................................................................ 16 Section 6- Notification to the Association ................................................................................ 17 Section 7- Association Representative Access to Work Locations .......................................... 17 Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 25  Packet Pg. 179 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Section 8- Release Time ........................................................................................................... 17 Section 9- Personnel Files ......................................................................................................... 17 ARTICLE XIII – GRIEVANCE PROCEDURE ..................................................................... 17 Section 1 - General Provisions .................................................................................................. 17 Section 2 – Definitions.............................................................................................................. 17 Section 3 - Conduct of Grievance Procedure ............................................................................ 17 Section 4 - Grievance and Appeal Procedure ........................................................................... 18 ARTICLE XIV – FULL UNDERSTANDING ......................................................................... 19 Section 1 – Full Understanding................................................................................................. 19 Section 2 – Severability ............................................................................................................ 19 Section 3 – Good Faith ............................................................................................................. 20 Section 4 – Mid-Contract Negotiations .................................................................................... 20 Section 5 – Merit System .......................................................................................................... 20 ARTICLE XV-DURATION ...................................................................................................... 20 Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 26  Packet Pg. 180 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 PREAMBLE This memorandum of Agreement between the City of Palo Alto, hereinafter referred to as the “City”, and the Utilities Management and Professional Association of Palo Alto (UMPAPA), hereinafter referred to as the “Association” or “UMPAPA”, has been prepared and entered into in accordance with Title I, Division 4, Sections Chapter 10, 3500-3510 of the California government Code and Chapter 12 of the City of Palo Alto Merit System Rules and Regulations. ARTICLE I – RECOGNITION The City recognizes the Association as the exclusive representative of employees occupying positions in the bargaining unit certified by the City in accordance with the decision of Arbitrator Kagel dated April 13, 2011. ARTICLE II – NO DISCRIMINATION The Association and the City hereby agree that there shall be no discrimination because of race, color, age, handicap, sex, national origin, sexual or gender orientation, political or religious affiliation under this Agreement. There shall be no discrimination in employment conditions or treatment of employees on the basis of membership or non-membership in the Association, or participation in the lawful activities of the Association. ARTICLE III – PAYROLL DUES DEDUCTION The City shall deduct Association member dues, and any other mutually agreed upon payroll deduction from the bi-weekly pay of bargaining unit employees. The dues deduction must be authorized in writing by the employee on an authorization form acceptable to the City and to the Association. City shall remit the deducted dues to the Association as soon as possible after deduction. ARTICLE IV – WORK STOPPAGE AND LOCKOUTS The Association, its representatives or members shall not engage in or cause, instigate, encourage, sanction or condone a work stoppage or sympathy work stoppage, withholding of services, leave of absence abuse or work slowdown of any kind against the City of Palo Alto or its citizens by its members during the term of this MOA. No Association member shall refuse to cross any picket line in the conduct of the Utility business, nor shall the Association, its representatives or members discriminate in any way towards anyone who refuses to participate in a work stoppage or any of the job actions cited above. The City agrees that it will not lock out Association members. ARTICLE V – CITY RIGHT TO MANAGE The City retains and reserves, without limitation, all powers, rights, authority, duties, and responsibilities to manage the City as stated in the City Merit Rules, Chapter 12, Section 1207(d). Nothing in this Agreement is to be interpreted as constituting a waiver of the City’s rights and responsibilities to manage the City and create and maintain programs and services that reflect its public's wishes. The intent of this MOA is to establish wages, working hours, and conditions of employment with Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 27  Packet Pg. 181 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 the Association. ARTICLE VI – Compensation Section 1 – Job Families and Salary Schedule Effective the first full pay period following adoption of this Memorandum by Council, all salaries of covered classifications shall be as listed in Appendix A. Appendix A shall clearly outline benchmark classifications for future total compensation surveys and for the purposes of internal alignment of the Association job families and career paths. The parties agree to continue a jointly-staffed benchmark committee. All recommendations or research conducted by the committee will be included in the next bargaining process. Section 2 – Base Salary Increases a) General Salary Increase: Effective the first full pay period following July 1, 2023, salary ranges and salaries of all represented classifications will be increased by four percent (4.0%). b) General Salary Increase: Effective the first full pay period following July 1, 2024 salary ranges and salaries of all represented classifications will be increased by four percent (4.0%). c) Effective the first pay period following Council adoption of the MOU, in lieu of additional increases to the City’s medical premiums, hourly wages for all bargaining unit classifications will be increased by $100 per month ($1200 per year). Employees can utilize this cash payment for any purpose, including to cover health insurance premiums or contribute to flexible spending accounts/457 deferred compensation plans. d) Effective the first pay period of January 2024, all classifications will receive an additional one hundred dollars ($100) monthly flexible compensation payment built into base hourly rate of pay. During the term of this agreement there will be no base salary increase (0%). For the purpose of reference and discussion the parties may bring whichever relevant data points are available, but both agree that the United States Bureau of Labor Statistics “BLS” provides the most widely accepted and utilized data for determining the cost of living for a given region. The BLS is intended to provide a single source of information regarding inflationary impacts within the local economy. The BLS data does not obligate the City or the Association to propose or agree to any base salary adjustments. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 28  Packet Pg. 182 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 a) The methodology for implementing base salary increases will be to: Increase the top salary range of the benchmarked positions within each job family by the above listed base salary increase, while maintaining a 25% differential between the top and bottom of the selected salary range then b) Adjust the salary range of the linked positions within each job family based on their differential from the benchmarked position. c) Each individual’s base salary will be increased by the same percentage that was applied to their position’s salary range in a) or b) above. d) If an individual’s salary would be reduced based on the implementation of the new salary schedule, then that employee will remain at their current salary until a time when the listed salary is equal to their current pay. e) For the purposes of this contract only, in implementing changes to the salary range individuals below the new salary minimum will be brought up to the new minimum. Section 3 – Market Based Adjustments Within the Term of this Agreement, the City will conduct a total compensation study of UMPAPA Benchmarked positions based on the following agencies: Anaheim Burbank Mountain View Pacific Gas and Electric Sacramento MUD San Jose Sunnyvale The City’s total compensation study will include a geographic adjustment for agencies which are outside of the immediate region. Those agencies receiving a geographic adjustment are: Anaheim, Burbank, Long Beach, Sacramento MUD and Roseville. For the purposes of recruiting and retaining employees within the Utility market place, the parties will add to the survey universe data from Pacific Gas and Electric (PG&E) Bay Area region where data can be found. For the term of this agreement, where PG&E data cannot be verified or acquired the parties agree to include an above-median comparator for the purposes of calculating benchmarks. The City’s survey is intended to provide a single source of information regarding compensation paid to bargaining unit employees and its comparison to compensation paid by other entities. The survey data does not obligate the City or the Association to propose or agree to any market-based adjustments. The next total compensation study will be started 180 days prior to expiration of this agreement. Effective the first full pay period following the adoption of the MOA, salary ranges identified classifications will be increased in an amount sufficient to bring them to market as determined by the City’s market study. Section 4. Working Above Classification Where covered employees, on a temporary basis, are assigned to perform all significant duties of a higher Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 29  Packet Pg. 183 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 classification for a period of one pay period or more, the City Manager or designee may authorize payment within the range of the higher classification for the specified time frame. Working above classification will not exceed six months, unless renewed at the discretion of the City Manager or designee. On expiration of that timeframe, working above classification pay will cease and the employee will return to their former pay level. Working above classification pay is not to exceed 10% more than the employee’s current salary and shall be documented on a Personnel Action Form, with a description of the additional duties in the higher classification to be performed and an end date. Any disputes with the application of this provision shall be subject to Chapter 11 of the City’s Merit Rules. Section 5. Standby Compensation Utility Operations Supervisors in WGW or Electric who are assigned to standby duty shall be compensated at the daily rate of two (2) hours at their base hourly salary on days the employee is assigned to be on standby duty. Section 6. Utility Cost Efficiency Incentive Pilot Program During the term of this agreement, the parties will meet in an attempt to develop a pilot for a Utility Cost Efficiency Incentive bonus program. The Pilot Program will be implemented only upon mutual agreement of the City and UMPAPA but will have the following general parameters: 1. The Parties must agree on measurable objectives/criteria focused on curbing controllable costs associated with rate increases, 2. If the agreed-upon on “measurable objectives/criteria” are met during the Pilot Program, the City would provide a onetime non-pensionable bonus in an amount agreed to by the parties. All covered employees who are active at the time of payment will be eligible if the objectives/criteria are met. 3. The Pilot Program will begin and end on dates mutually agreed by the parties. However, the pilot program will end with expiration of the current MOA between the parties unless the parties agree in writing to an extension of the program. ARTICLE VII – HEALTH BENEFITS Section 1 – Group Insurance a) Effective Date of Coverage For newly-hired regular employees coverage begins on the first day of the month following date of hire for the health plan, dental plan, vision care plan, long term disability and life insurance plans if these benefits are elected. Effective on the first of the calendar month falling sixty (60) days after adoption of this MOA, City health premium contributions (medical, dental and vision) will be prorated for part-time employees based on the number of hours per week the part-time employee is assigned to work. Until that time, part-time employees will remain subject to the practice in effect at adoption of this MOA. b) Active Employee Health Coverage During the term of this MOA, the maximum City contribution towards medical premiums for eligible full time employees per employee category shall be up to a maximum of the following for any plan: Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 30  Packet Pg. 184 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Medical Premium Category Contribution Effective Jan 1, 2021 For the duration of this MOA if the PEHMCA Minimum charges increase they will be included in the City’s maximum contribution and will not result in an increase to the City’s maximum contribution rates. c) Coverage for Domestic Partners. 1. Domestic Partnership Registered with the California Secretary of State: Employees may add their domestic partner as a dependent to their elected health plan coverage if the domestic partnership is registered with the Secretary of State. 2. Domestic Partner Not Registered with the California Secretary of State:; Domestic partners who meet the requirements of the City of Palo Alto Declaration of Domestic Partnership , and are registered with the Human Resources Department, will be eligible for a stipend of two hundred and eighty four dollars ($284) per month toward the cost of an individual health plan. Evidence of premium payment will be required with request for reimbursement. d) Alternative Medical Benefit Program If a regular employee and/or the employee’s dependent(s) are eligible for medical insurance through another employer-sponsored or association medical plan, the employee may opt for alternative medical insurance coverage through the other employer-sponsored or association plan and waives his/her right to the City of Palo Alto’s medical insurance coverage for same individuals. Employees waiving City coverage may receive a stipend of $284 per month. e) Retiree Health Plan a. Employees Hired Prior to January 1, 2004 Monthly City-paid premium contributions for a retiree-selected health plan through the CalPERS Health Benefits Program will be made as provided under the Public Employees' Medical and Hospital Care Act. The City's contribution for an employee hired before January 1, 2004 and whose retirement date is on or after May 1, 2011 shall be the same contribution amount it makes from time to time for active City employees. b. Post - 1/1/04 Hires Government Code section 22893 applies to those Unit members hired after January I, 2004, and provides that, upon retirement from the City an employee is eligible for 50% of the specified employer health premium contribution after ten (10) years of service credit, provided at least five of those years were performed at the City of Palo Alto. After ten years of service credit, each additional service credit year increases the employer contribution percentage by 5% until, at twenty (20) years' service credit; the employee will be eligible upon retirement for 100% of the specified employer contribution and 90% of the contribution for their dependent coverage. The City of Palo Alto's health premium contribution for eligible post - 1/1/04 hires shall be the minimum contribution set by PERS under section Government Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 31  Packet Pg. 185 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Code section 22893. c. For employees hired prior to January 1, 2004 who wish to opt in to Government code section 22893,. tThe City providedwill offer a 90 calendar day period following adoption of this agreement by Council, in which employees hired prior to January 1, 2004 will have the opportunity to opt in to Government code section 22893. For a 90 day period following adoption of this agreement by Council, the City will offer a one-time opt in to Government code section 22893 for employees hired prior to 12/1/2013. f) Dental Plan 1. The City shall pay covered plan charges on behalf of all eligible employees and dependents. Dependents include eligible domestic partners as defined in Section 1 subsection c of this Article VII, Health Benefits. 2. The City’s Dental Plan provides the following: a. Maximum Benefits per Calendar Year- $2,000 per person b. Lifetime Maximum for Orthodontics- The City will pay up to $2,000.00 for orthodontia coverage (not included in annual dental maximum) c. Major Dental Services 50% UCR* d. Orthodontics 50% UCR* e. Basic Benefits (All other covered services) i) First Calendar Year of Eligibility 70% UCR* ii) Subsequent Calendar Years 70%-100% iii) *Usual, Customary, and Reasonable iv) For each dental plan member, the percentage of coverage for basic benefits will begin at 70% for the first calendar year of coverage and increase by 10% (up to a maximum of 100%) effective the first day of the next calendar year as long as the member utilizes the plan at least once during the current year. Per the Delta Dental contract effective October 1, 2005, if the member does not use the plan during the current year, the percentage of coverage for the next calendar year shall remain unchanged from the current year. v) If a dental plan member loses coverage under the plan, the applicable percentage of coverage for basic benefits provided during any future period of coverage will commence at 70% as if the dental plan member was a new enrollee. Examples of when a member might lose coverage under the plan include: • Employee goes on an unpaid leave of absence and elects not to pay the required dental premiums for his/her family’s coverage during the leave. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 32  Packet Pg. 186 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 • Employee elects to drop one or more covered dependents from the plan during an open enrollment period so that they might be covered on a spouse’s non-City of Palo Alto dental plan. g) Vision Care 1. The City shall provide vision care coverage for employee and dependents. Coverage is administered by Vision Service Plan (VSP). The plan will provide an exam every 12 months; lenses every 24 months; frames every 24 months, all subject to a twenty dollar ($20) co- payment as defined in the Vision Services Benefits Plan A schedule. 2. Dependents include eligible domestic partners as defined in Section 1, Subsection c of this Article VII, Health Benefits. h) No dual coverage for dental and vision benefits. When a City employee is married to or has a registered domestic partner with the California Secretary of State with another City employee, each shall only be covered once. (as an individual or as a spouse of the other City employees, but not both) and dependent children, if any, shall be covered by only one spouse. i) Basic Life Insurance The City shall provide a basic group term life insurance with Accidental Death and Dismemberment (AD&D) coverage, in an amount equal to the employee's annual basic pay (rounded to the next highest $1,000) at no-cost to the employee. AD&D pays an additional amount equal to the employee’s annual basic pay (rounded to the next highest $1,000). j) Supplemental Life And AD&D Insurance An employee may, at his/her cost, purchase additional life insurance and additional AD&D coverage equal to one- or two-times his or her annual salary. The maximum amount of life insurance available to the employee is up to $325,000 and the maximum amount of AD&D coverage available is up to $325,000. k) Long Term Disability Insurance The City shall provide long term disability (LTD) insurance with a benefit of 2/3 monthly salary, up to a maximum benefit of ten thousand dollars ($10,000) per month. The LTD plan will have a waiting period of sixty days, as provided by the applicable carrier agreement. The City shall pay the premium for the first six thousand dollars ($6,000) of base monthly salary. For employees whose base monthly salary exceeds six thousand dollars ($6,000), the employee shall pay the cost of the required premium based upon their monthly salary between six thousand dollars ($6,000) and fifteen thousand dollars ($15,000). l) Employee Assistance Plan Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 33  Packet Pg. 187 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 The Employee Assistance Plan (EAP) provides employees with confidential personal counseling, work and family related issues, eldercare, substance abuse, etc. In addition, EAP programs provide a valuable tool for supervisors to refer troubled employees to professional outside help. This service staffed by experienced clinicians is available to employees and their dependents by calling a toll-free phone line twenty-four (24) hours a day, seven days a week. Guidance is also available online. Article VIII – Deferred Compensation Match Effective January 1, 2019 the City will match employee contributions into their City approved 457 plans up to a maximum of $4000. No combination of Employee and Employer funds can exceed the IRS limits for City approved 457 plans. The table below is for illustrative purposes only: ARTICLE IX – LEAVES Section 1 – Sick Leave a) Sick leave shall be accrued bi-weekly provided the employee has been in a pay status for 50 percent or more of a bi-weekly pay period. Sick leave shall be accrued at the rate of 3.7 hours per bi-weekly pay period for those employees working a forty-hour duty schedule. Those assigned work schedules, which are greater or lesser than forty hours will accrue sick leave at the ratio of their work schedule to forty hours. b) Employees may use up to twenty hours of sick leave per calendar year for personal business. The scheduling of such leave is subject to the approval of the appropriate level of Management. c) Employees leaving the municipal service shall forfeit all accumulated sick leave, except as otherwise provided by law and by Section 609 of the Merit Rules and Regulations. In the event that notice of resignation is given, sick leave may be used only through the day which was designated as the final day of work by such notice. d) Employees that were hired before December 1, 1983 and who leave the municipal service in good standing, or who die while employed in good standing by the city, and who have fifteen or more years of continuous service shall receive compensation for unused sick leave hours in a sum equal to two and one-half percent of their unused sick leave hours multiplied by their years of continuous service and their basic hourly rate of pay at termination. Full sick leave accrual will be paid in the event of termination due to disability. See Merit System Rules and Regulations, Chapter 6, Section 609. e) Up to nine days of sick leave per calendar year may be used for illness in the immediate family, including a registered domestic partner. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 34  Packet Pg. 188 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 f) Employees eligible, as specified above if hired before December 1, 1983, to be compensated for sick leave may annually convert sick leave hours in excess of 600 to cash or deferred compensation, according to the formula set forth above, up to a maximum of $2,000 per fiscal year. Section 2 – Management Annual Leave At the beginning of each calendar year designated exempt employees will be credited with 80 hours of management annual leave. This leave is granted in recognition of the extra hours exempt employees work over their regular schedule. This leave may be taken as paid time off, added to vacation accrual (subject to vacation accrual limitations), taken as cash or taken as deferred compensation. When time off is taken under this provision, 10-hour shift workers will receive one shift off for each 8 hours charged. Entitlement under this provision will be reduced on a prorated basis for part-time status, or according to the number of months in paid status during the fiscal year; employees who have used more than the pro-rated share at the time they leave City service shall be required to repay the balance or have it deducted from their final check. Unused balances as of the end of the calendar year will be paid in cash unless a different option as indicated above is elected by the employee. Section 3 – Vacation Vacation will be accrued when an employee is in pay status and will be credited on a bi-weekly basis. Total vacation accrual at any one time may not exceed three times the annual rate of accrual. Each eligible employee shall accrue vacation at the following rate for continuous service performed in pay status: a) Less than nine years. For employees completing less than nine years continuous service: 120 hours vacation leave per year; provided that: The City manager is authorized to adjust the annual vacation accrual of employees hired on or after July 1, 2001, to provide up to 40 additional hours (i.e., to a maximum annual accrual of 160 hours) for service with a prior employer. b) Nine, but less than fourteen years. For employees completing nine, but not more than fourteen years continuous service; 160 hours vacation per year. c) Fourteen, but less than nineteen years. For employees completing fourteen, but not more than nineteen years continuous service; 180 hours vacation leave per year. d) Nineteen or more years. For employees completing nineteen or more years continuous service; 200 hours vacation leave per year. e) Employees are eligible to cash out vacation accrual balances in excess of 80 hours. An employee may cash out a minimum of eight (8) hours to a maximum of 120 hours of accrued vacation provided the employee has taken 80 vacation hours in the previous 12 months and has followed the election procedures set forth in this section. Employees must elect the number of vacation hours they will cash-out during the next calendar year, up to the maximum of 120 hours. The election will apply only to vacation hours that are accrued in the next calendar year and that are eligible for cash-out. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 35  Packet Pg. 189 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 The election to cash-out vacation hours in each designated year will be irrevocable. This means that employees who elect to cash-out vacation hours must cash-out the number of accrued hours pre- designated on the election form. Employees who do not elect a cash-out amount by December 31 of the prior calendar year will be deemed to have waived the right to cash out any leave in the following tax year and will not be eligible to cash-out vacation hours in the next tax year. Employees who elect cash-out amounts may request a cash-out at any time in the designated tax year by submitting a cash-out form to payroll. Payroll will complete the cash-out upon request, provided the requested cash-out amount has accrued and is consistent with the amount the employee pre-designated. If the full amount of hours designated for cash-out is not available at the time of cash-out request, the maximum available will be paid. For employees who have not requested cash-out of the elected amount by November 1 of each year, Payroll will automatically cash-out the elected amount, or the maximum available amount, in a paycheck issued on or after the payroll date including November 1. Section 4 – Bereavement Leave of absence with pay of three days may be granted to an employee by the head of his/her department in the event of death in the employee’s immediate family, which is defined for purposes of this section as wife, husband, son, son-in-law, step-son, daughter, daughter-in-law, step-daughter, mother, mother-in-law, father, father-in-law, brother, brother-in-law, sister, sister-in-law, grandmother, grandmother-in-law, grandfather, grandfather-in-law, grandchild, aunt, uncle, niece, nephew, registered domestic partner, or a close relative residing in the household of employee. Such leave shall be at full pay and shall not be charged against the employee’s accrued vacation or sick leave. Requests for leave in excess of three days shall be subject to the approval of a Council-Appointed Officer for employees under his/her control. Section 5 – All Other Leaves For all other leaves of absence refer to Chapters 5 and 8 of the City’s Merit Rules and Regulations. Section 6 – Vacation Benefits for Deceased Employees An employee who is eligible for vacation leave and who dies while in the municipal service shall have the amount of any accrued vacation paid to the employee's estate within thirty days. This proration will be computed at the last basic rate of pay. Section 7 – Voluntary Leave Program If permitted by agreement between the City and the Association, members of the Association may participate in the "Voluntary Leave Program" to assist in maintaining the pay of an employee who is eligible by virtue of a qualifying catastrophic medical condition. Such participation, when authorized by City- Association agreement, shall be allowed only as long as the donors remain anonymous (unless disclosure is required by law). Section 8 Floating Holiday – Days of Historical Significance Employees will be provided one floating holiday each calendar year in acknowledgement of days of historical significance. The employee with prior approval from their supervisor can use this floating holiday at any time during the year. This holiday has no cash value and will expire if unused. ARTICLE X – WORKERS’ COMPENSATION Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 36  Packet Pg. 190 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Section 1 – Employees unable to work due to occupational injury, illness or disease Employees unable to work due to occupational injury, illness or disease will be required to report to management to discuss his or her status and ability to return to work on restricted or unrestricted duty, subject to the limitations imposed by applicable law. This requirement is not meant to unreasonably restrict employee’s activities while off work due to such incapacity as long as such activities are cleared by the treating physician, treating program or alternative treatment program and the employee is available for restricted or unrestricted duty as soon as medical clearance can be received. Section 2 – Temporary Disability While temporarily disabled, employees shall be entitled to use accrued sick leave for the first three (3) days following the date of injury and thereafter shall be paid full base salary for a period not to exceed fifty-seven (57) calendar days (including Saturdays, Sundays and Holidays), unless hospitalized, in which case employees shall be paid full base salary for a period not to exceed sixty (60) days from date of injury. For any temporary disability continuing beyond the time limits set forth above, employees shall be paid two-thirds (66.66%) of their full base salary at the time of injury for the duration of such temporary disability in conformance with State law. During the period of temporary disability, an employee’s eligibility for health, dental, life, LTD, or other insured program will continue with City contributions at the same rate as for active employees and vacation and sick leave benefits shall continue to accrue. In case of temporary disability beyond the time limits set forth above, sick leave and vacation benefits shall not be accrued. ARTICLE XI – RETIREMENT PENSION a) Employees hired before July 17, 2010 1. Retirement formula. Effective pay period inclusive of 1/6/07, the City’s Public Employees’ Retirement System (PERS) benefits changed to the 2.7%@ 55 formula for non-safety members (from 2% @55). 2. Employee contributions. Employees under the 2.7%@55 retirement formula will pay the full eight percent (8%) employee contribution. 3. Final compensation. Final compensation for purposes of retirement shall be as set forth in the City’s contract with CalPERS, including, when applicable, the Government Code Section 20692 Optional Benefit. b) Employees hired on or after July 17, 2010. 1. Retirement formula. For miscellaneous employees hired on or after July 17, 2010, or on or after January 1, 2013 who are not subject to the pension formula in the Public Employees’ Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 37  Packet Pg. 191 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Pension Reform Act (PEPRA), the City offers the CalPERS retirement formula two percent (2.0%) of final salary at age sixty (60). 2. Employee contributions. Employees under the 2%@60 retirement formula will pay the full seven percent (7%) employee contribution. 3. Final compensation. Final compensation for purposes of retirement shall be as set forth in the City’s contract with CalPERS, including, when applicable, the Government Code Section 20692 Optional Benefit or as required by law. c) New Employees hired on or after January 1, 2013 Employees hired on or after January 1, 2013 who are “new members” as defined by the California Public Employees’ Pension Reform Act (PEPRA), will be subject to the terms of that statute including but not limited to the following provisions: 1. Retirement formula. Effective for employees hired on or after January 1, 2013, the PEPRA requires the City to provide new employees, as defined in that law, the CalPERS retirement formula two percent of final salary at age 62 (2%@62). 2. Employee contributions. Employees under the 2%@62 formula shall pay at least 50 percent of the total normal cost or the same contribution rate as “similarly situated” employees, whichever is higher. 3. Final compensation. Final compensation for employees under the 2%@62 benefit shall be as set forth in PEPRA, including calculation based on the average of three highest consecutive years and a cap on pensionable compensation (currently $136,440) based on IRS limits for employers that do not participate in social security. d) Effective as soon as administratively feasible but no sooner than the first full pay period of March 2019, bargaining unit employees shall contribute 1% of their salary toward the employer cost of retirement. Pensions Group Pension Formula Employer Side Contribution from 2.7@ 55 8% 1% 9% 2@60 7% 1% 8% 2@62 50% of the normal Cost (Currently 6.25%) 1% Will fluctuate (Currently 7.25%) e) Employee CalPERS contributions tax deferred. Employee CalPERS contributions shall be made on a tax deferred basis, in accordance with Section 414(h)(2) of the Internal Revenue Code. All provisions of this subsection are subject to and conditioned upon compliance with IRS regulations. ARTICLE XII – MISCELLANEOUS Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 38  Packet Pg. 192 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 Section 1 – Reimbursement for Relocation Expense The City of Palo Alto, in rare instances, may, provide a Basic Relocation Benefits Package for new employees, upon the approval of the City Manager or designated subordinate. In addition, the provision of “Optional Benefits”, or portions thereof, may be extended for exceptional circumstances and only by approval of the City Manager or designee. The details of the Relocation Expense program are specified in the City’s Relocation Expense policy. Section 2 – Meal allowance Employees assigned to attend night meetings or who travel for business purposes are eligible to receive reimbursement as described by City policy. This provision covers only receipted meals actually taken and submitted for reimbursement. Section 3 – Reduction in Workforce The City will make every effort to provide written notice of its intent to lay off employees in this unit and will meet with Association upon request to discuss alternatives to layoff. Section 4 - Contracting Out a. As provided in subsection b, the City shall provide notice of any planned action(s) that would result in the layoff of one or more Association bargaining unit members and where either of the following apply: 1. The planned City action(s) is to contract out work historically and exclusively performed by Association bargaining unit members; 2. The planned City action is to substantially increase the scope or amount of work historically but not exclusively performed by Association bargaining unit members (e.g. work shared with other City employees outside the Association bargaining unit or contractors). b. The City shall deliver written notice to the Association at least thirty (30) days before it implements any action(s) described in subsection a. Within seven (7) days after it receives such notice, the Association may deliver to the City’s Chief People Officer a written request to meet and discuss the effects of the City action(s). After the City’s receipt of such request, the parties will promptly meet and undertake discussions. The discussions will conclude no later than the thirtieth (30th) day following the Association’s receipt of the City’s notice of the planned action(s), as described above. Thereafter, the City may implement the action(s) without further discussion as originally planned or as modified as a result of such discussions. If the Association does not deliver timely notice of its desire to meet and discuss the effects of the action(s) identified in the City’s notice, the City may proceed with the planned action(s). c. The City retains its right to determine the methods, means, and personnel by which services are carried out at its sole discretion in circumstances no covered by subsection a above. Section 5- Association Security a) When a person is hired in any of the covered job classifications, the City shall notify that person that the Association is the recognized bargaining representative for the employee in said Association and give the employee a current copy of the Memorandum of Agreement. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 39  Packet Pg. 193 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 b) Members of the Association Board may use a reasonable amount of on-duty time without loss of pay to meet with the City specifically related to representation of employees. For purposes of this section, representation shall include: (i) Meetings with represented employees or the City related to a grievance or disciplinary action, including investigation and preparation time. (ii) Any meeting with the City related to benefits, working conditions or other terms and conditions of employment. Section 6- Notification to the Association The Association shall be informed in advance in writing by the City before any proposed changes not covered by this Memorandum of Agreement are made in benefits, working conditions, or other terms and conditions of employment which require meet and confer or meet and consult process. Section 7- Association Representative Access to Work Locations Employee and nonemployee representatives of the Association will be granted access to City work locations to conduct business related to the administration or negotiation of the parties' Memorandum of Agreement, as long as advance arrangements for such visits have been made with the affected department manager and no disruption of work occurs. Section 8- Release Time The Association Chair, Vice-Chair or his or her-designee in the representation unit may use a reasonable amount of time without loss of pay for matters related to the bargaining process, labor relations, and administration of the MOA, violations of the MOA, grievances, disciplinary Section 9- Personnel Files Records of all disciplinary actions shall be kept in the central personnel file. Employees shall be entitled to sign and date all action forms in their personnel files. Employees are entitled to review their personnel files upon written request or to authorize, in writing, review by their Association representatives. An employee shall be allowed, copies of materials in an employee's personnel file. ARTICLE XIII – GRIEVANCE PROCEDURE Section 1 - General Provisions The City and the Association recognize that early settlement of grievances is essential to sound employee-employer relations. The parties seek to establish a mutually satisfactory method for the settlement of Association grievances as provided for below. In presenting a grievance the aggrieved and/or his or her representative is assured freedom from restraint, interference, coercion, discrimination or reprisal. Section 2 – Definitions Grievance means an unresolved complaint or dispute regarding the interpretation or application of this Memorandum of Agreement, excluding however those provisions of this MOA which specifically provide that the decision of any City official shall be final, the interpretation or application of those provisions not being subject to the grievance. Section 3 - Conduct of Grievance Procedure Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 40  Packet Pg. 194 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 a) An aggrieved employee may be represented by the Association or may represent himself/herself in preparing and presenting a grievance at any level of review. No grievance settlement may be made in violation of an existing merit rule or memorandum of agreement. b) An employee and the representative steward, if any, may use a reasonable amount of work time so long as there is no disruption of work, in conferring about and presenting a grievance. Requests for release time to prepare grievances shall be made in advance and approved by the immediate supervisor. c) The time limits specified in this Article may be extended by mutual agreement in writing of the aggrieved employee or the Association and the reviewer concerned. d) Should a decision not be rendered within a stipulated time limit, the grievant may immediately appeal to the next step. e) The grievance shall be considered settled if the decision of any step is not appealed within the specified time limit. f) Grievances shall be made in writing and submitted on forms provided by the City. The written grievance shall contain clear, factual and concise language, including: (1) the name of the grievant; (2) a statement of the facts upon which the grievance is based, including relevant dates, times and places; (3) specific provisions of this Agreement the grievant alleges has been violated; (4) a summary of any steps taken toward resolution; and (5) the action the grievant believes will resolve the grievance. g) Any retroactivity on monetary grievances shall be limited to the date of occurrence, except in no case will retroactivity be granted prior to three months before the grievance was filed in writing. h) For purposes of time limits, “working days” are considered to be Monday through Friday, exclusive of City holidays. i) If a mutually agreed solution is reached during any step of this grievance procedure, the agreement shall be placed in writing and signed by the City and the grievant or Association. j) Upon request of either party, meetings to discuss the grievance shall be held at any step in the grievance procedure. Section 4 - Grievance and Appeal Procedure Step I. Informal Discussion Within fifteen (15) working days after the incident or discovery of the incident on which the grievance is based the aggrieved employee shall present the grievance action to his or her immediate supervisor and attempt to resolve the grievance through informal discussions. Every attempt will be made to settle the issue at this level. Step II. Formal Grievance If the grievance is not resolved through the informal discussion in Step 1 the employee will reduce the grievance to writing and submit copies to the Department head or his or her designee within fifteen (15) Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 41  Packet Pg. 195 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 working days of the discussion with the immediate. The Department Head or designee shall have fifteen (15) working days from the receipt of a written grievance to review the matter and prepare a written statement. Step III. Human Resources Director If the grievance is not resolved and/or the aggrieved employee is not satisfied with the Step II decision, the grievant may appeal to the Human Resource Director or his or her designee in writing within fifteen (15) working days of the receipt of the Department Head's response. The written appeal to the Human Resources level shall include a copy of the original grievance, the Department Head’s decision at Step II, and a clear statement of the reasons for appeal. Within fifteen (15) working days, after receiving the written appeal, the Human Resource Director shall review the matter and prepare a written statement. If a mutually agreed solution is reached during this process the agreement shall be placed in writing and signed. Step IV. City Manager /Arbitration If the grievance is not resolved at Step III, the aggrieved employee may choose between final and binding resolution of the grievance through appeal to the City Manager or through appeal to final and binding arbitration. For the term of this Memorandum of Agreement, appeals to final and binding arbitration may be processed only with Association approval. All Step IV appeals must be filed in writing at the Human Resources Department Office within fifteen (15) working days of receipt of the Human Resource Director’s decision at Step 3. If the grievant or appellant elects final and binding resolution by the City Manager, the City Manager will choose the methods he or she considers appropriate to review and settle the grievance. The City Manager shall render a written decision to all parties directly involved within fifteen (15) working days after receiving the grievant/appellant’s appeal. If the grievant/appellant elects final and binding arbitration in accordance with this provision, the parties shall mutually select an arbitrator. In the event the parties cannot agree on an arbitrator, they shall mutually request a panel of five arbitrators from the California State Conciliation Service or from the American Arbitration Association if either party objects to the State Conciliation Service, and select an arbitrator by the alternate strike method. The arbitrator shall have jurisdiction and authority only to interpret, apply, or determine compliance with the provisions of this Memorandum of Agreement. The arbitrator shall be without power to make any decision contrary to, or inconsistent with or modifying in any way, the terms of this Memorandum Of Agreement. The arbitrator shall be without authority to require the City to delegate or relinquish any powers which by State law or City Charter the City cannot delegate or relinquish. Copies of the arbitrator's decision shall be submitted to the City, the aggrieved employee and the Association. All direct costs emanating from the arbitration procedure shall be paid in full by the party in which the decision was found against. ARTICLE XIV – FULL UNDERSTANDING Section 1 – Full Understanding The Memorandum of Agreement contains the full and entire understanding of the parties regarding the matters set forth herein. Section 2 – Severability If, at the conclusion of any applicable appeals, any provision of this Memorandum of Agreement is ultimately held invalid and unenforceable by a decision of the relevant Court or Administrative Agency of Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 42  Packet Pg. 196 of 461  Memorandum of Agreement Between Utilities Management and Professional Association of Palo Alto and the City of Palo Alto effective July 1, 2021 to June 30, 2022January 1, 2023 to June 30, 2025 competent jurisdiction such holding shall apply only to the provision(s) of this Memorandum of Agreement specified in the decision. Such decision shall not invalidate any other portion of this Memorandum of Understanding, and the unaffected provisions shall remain in full force and effect. The Parties agree that within ten (10) days after the date of such decision, they shall meet and confer in an effort to negotiate a substitute for the invalidated provision(s). Section 3 – Good Faith Ordinances, resolutions, rules and regulations enacted pursuant to this Memorandum of Agreement that regulate matters within the scope of representation shall, to the extent they are within the scope of representation, be administered in good faith. Section 4 – Mid-Contract Negotiations Subjects within the scope of representation that are not covered by this Memorandum of Agreement remain subject to the duty to meet and confer in good faith on timely notice and request. Neither party is obligated to meet and confer over matters within the scope of representation covered by this Memorandum of Agreement, except for purposes of negotiating over the terms of a successor to this Memorandum of Agreement. Section 5 – Merit System Merit System Rules and Regulations, during the term of this Memorandum of Agreement, Management may propose certain changes in the City Merit System Rules and Regulations. With regard to such changes which pertain to the representation unit, the parties agree to review, and upon request, meet and confer regarding the changes. ARTICLE XV-DURATION This Memorandum of Agreement shall become effective once the Memorandum of Agreement is signed by the parties hereto and adopted by the City Council. This Memorandum of Agreement shall remain in effect through June 30, 20252. At the request of either party negotiation of a successor agreement shall commence, however they should begin no sooner than 6 months prior to expiration of this agreement and no later than 3 months prior to the expiration of this agreement. Item 7 Attachment A - UMPAPA Memorandum of Agreement        Item 7: Staff Report Pg. 43  Packet Pg. 197 of 461  City of Palo Alto Utilities Management and Professional Association of Palo Alto (UMPAPA) Salary Schedule Effecitve 6.17.2023 Market+Ben Offset Job Code Classifications Utilities Administrative Assistant Min Hourly Rate Max Hourly Rate Approx Max Monthly Salary Approx. Max Annual Salary 2076 $36.45 $96.63 $105.43 $101.81 $99.40 $64.08 $92.60 $89.43 $87.26 $73.86 $85.92 $88.48 $82.97 $68.44 $70.86 $68.98 $60.06 $80.60 $77.83 $58.50 $75.98 $72.57 $70.08 $80.60 $72.21 $79.48 $62.65 $50.06 $48.60 $128.84 $140.57 $135.74 $132.53 $85.44 $123.46 $119.23 $116.34 $98.48 $117.97 $98.48 $110.62 $91.25 $94.48 $91.97 $80.08 $107.46 $103.77 $77.99 $101.30 $96.76 $93.44 $107.46 $96.27 $105.97 $83.53 $66.75 $8,424 $22,332 $24,365 $23,528 $22,972 $14,810 $21,400 $20,667 $20,166 $17,070 $20,448 $17,070 $19,174 $15,817 $16,377 $15,941 $13,881 $18,626 $17,987 $13,518 $17,559 $16,772 $16,196 $18,626 $16,687 $18,368 $14,479 $11,570 $101,088 Assistant Director, Utilites Customer Support Services 1003 Assistant Director, Utilities Resource Management 84 129 120 2025 179 185 1114 156 150 48 Manager, Utilities Program Services 2020 Utilities Principal Business Analyst Utilities Senior Business Analyst 188 2187 2014 25 Principal Engineer, Electric and Fiber Utilities Utilities Senior Management Analyst 27 Supervising Project Engineer, Electric and Fiber Utilities 28 1011 TBD Manager, Utilities Compliance Operations Supervisor, WGW Utilities Management Analyst - U* Effective 04/01/2023 Item 7 Attachment B - UMPAPA Salary Schedule        Item 7: Staff Report Pg. 44  Packet Pg. 198 of 461  City of Palo Alto Utilities Management and Professional Association of Palo Alto (UMPAPA) Salary Schedule 07.15.2023 (4%) Max Hourly Rate Approx Max Monthly SalaryJob Code Classifications Utilities Administrative Assistant Min Hourly Rate Approx. Max Annual Salary 2076 6 $37.92 $100.50 $109.65 $105.88 $103.38 $66.65 $96.30 $93.00 $90.75 $76.82 $92.02 $76.82 $86.29 $71.18 $73.70 $71.75 $62.46 $83.82 $80.95 $60.84 $79.02 $75.48 $72.89 $83.82 $75.10 $82.66 $65.16 $52.07 $50.55 $134.00 $146.20 $141.17 $137.84 $88.86 $8,762 $23,227 $25,341 $24,469 $23,892 $15,402 $22,256 $21,493 $20,973 $17,753 $21,266 $17,753 $19,942 $16,449 $17,032 $16,581 $14,435 $19,372 $18,708 $14,059 $18,262 $17,444 $16,845 $19,372 $17,356 $19,103 $15,059 $12,033 $105,144 Assistant Director, Utilites Customer Support Services 1003 Assistant Director, Utilities Resource Management 84 129 120 2025 179 185 1114 156 150 48 $128.40 Operations Manager, Electric and Fiber Utilities Manager, Utilities Program Services Manager, Fiber Optic Utility $98.26 2020 Utilities Principal Business Analyst $95.66 Utilities Senior Business Analyst $83.28 188 2187 2014 25 Principal Engineer, Electric and Fiber Utilities $111.76 Utilities Senior Management Analyst $105.36 27 Supervising Project Engineer, Electric and Fiber Utilities 28 1011 TBD Manager, Utilities Compliance $111.76 Operations Supervisor, WGW Utilities Management Analyst - U $69.42 Item 7 Attachment B - UMPAPA Salary Schedule        Item 7: Staff Report Pg. 45  Packet Pg. 199 of 461  City of Palo Alto Utilities Management and Professional Association of Palo Alto (UMPAPA) Salary Schedule 01.13.2024 (Ben Offset) Max Hourly Rate Approx Max Monthly SalaryJob Code Classifications Utilities Administrative Assistant Min Hourly Rate Approx. Max Annual Salary 2076 6 $38.43 $100.94 $110.09 $106.32 $103.82 $67.08 $96.74 $93.44 $91.19 $77.25 $92.46 $77.25 $86.73 $71.61 $74.13 $72.27 $62.99 $84.26 $81.39 $61.36 $79.46 $75.92 $73.32 $84.26 $75.54 $83.10 $65.60 $52.59 $51.24 $134.58 $146.78 $141.75 $138.42 $89.44 $8,882 $23,327 $25,442 $24,570 $23,993 $15,503 $22,357 $21,594 $21,074 $17,853 $21,367 $17,853 $20,043 $16,550 $17,132 $16,701 $14,557 $19,472 $18,808 $14,180 $18,363 $17,545 $16,945 $19,472 $17,456 $19,204 $15,160 $12,154 $106,579 Assistant Director, Utilites Customer Support Services 1003 Assistant Director, Utilities Resource Management 84 129 120 2025 179 185 1114 156 150 48 $128.98 Operations Manager, Electric and Fiber Utilities Manager, Utilities Program Services Manager, Fiber Optic Utility $98.84 2020 Utilities Principal Business Analyst $96.35 Utilities Senior Business Analyst $83.98 188 2187 2014 25 Principal Engineer, Electric and Fiber Utilities $112.34 Utilities Senior Management Analyst $105.94 27 Supervising Project Engineer, Electric and Fiber Utilities 28 1011 TBD Manager, Utilities Compliance $112.34 Operations Supervisor, WGW Utilities Management Analyst - U $70.12 Item 7 Attachment B - UMPAPA Salary Schedule        Item 7: Staff Report Pg. 46  Packet Pg. 200 of 461  City of Palo Alto Utilities Management and Professional Association of Palo Alto (UMPAPA) Salary Schedule 07.13.2024 (4%) Max Hourly Rate Approx Max Monthly SalaryJob Code Classifications Utilities Administrative Assistant Min Hourly Rate Approx. Max Annual Salary 2076 6 $39.98 $104.98 $114.50 $110.57 $107.97 $69.77 $100.61 $97.18 $94.84 $80.34 $96.16 $80.34 $90.20 $74.48 $77.10 $75.17 $65.51 $87.63 $84.65 $63.81 $82.64 $78.96 $76.26 $87.63 $78.56 $86.43 $68.22 $54.70 $53.30 $139.97 $152.66 $147.42 $143.96 $93.02 $9,239 $24,261 $26,461 $25,553 $24,953 $16,123 $23,251 $22,459 $21,918 $18,567 $22,223 $18,567 $20,845 $17,212 $17,819 $17,371 $15,139 $20,252 $19,562 $14,747 $19,098 $18,247 $17,625 $20,252 $18,155 $19,973 $15,766 $12,641 $110,864 Assistant Director, Utilites Customer Support Services 1003 Assistant Director, Utilities Resource Management 84 129 120 2025 179 185 1114 156 150 48 $134.14 Operations Manager, Electric and Fiber Utilities Manager, Utilities Program Services Manager, Fiber Optic Utility $102.80 2020 Utilities Principal Business Analyst Utilities Senior Business Analyst 188 2187 2014 25 Principal Engineer, Electric and Fiber Utilities $116.84 Utilities Senior Management Analyst $110.18 27 Supervising Project Engineer, Electric and Fiber Utilities 28 1011 TBD Manager, Utilities Compliance Operations Supervisor, WGW Utilities Management Analyst - U $72.93 Item 7 Attachment B - UMPAPA Salary Schedule        Item 7: Staff Report Pg. 47  Packet Pg. 201 of 461  City of Palo Alto Management, Professional and Confidential Salary Schedule Effective 12/31/2022 (Market and Benefits Offset) Hourly Rate Grade Annual Salary Job Code FLSA Status Classifications Min Mid Max Min MaxCodes 190 Non-Exempt Accountant 690P $40.52 $50.65 $40.50 $73.52 $120.49 $92.47 $55.98 $120.18 $99.74 $95.50 $92.34 $86.23 $97.12 $96.00 $55.62 $79.40 $77.86 $94.18 $91.83 $84.23 $71.94 $91.26 $49.20 $53.24 $62.50 $50.82 $109.65 $72.52 $43.85 $95.34 $89.95 $114.22 $116.09 $110.39 $60.78 $84,282 $105,352 $126,422 Exempt 115 Assistant Chief Building Official $88.23 $122,346 $152,922 $144.59 Assistant City Attorney Assistant City Clerk Assistant City Manager $144.22 $199,992 Assistant Director Administrative Services 120A 126 1007 2001 10 143 Assistant Manager WQCP $95.28 $132,122 $93.44 118 2008 112 95 $113.02 Chief Communications Officer Chief Procurement Officer 82 Chief Transportation Official $109.52 96 24 Communication Specialist $63.89 $88,608 89 Contracts Administrator $75.00 $104,000 186 Non-Exempt Coordinator Library Circulation $60.99 Exempt Fire Marshal $131.58 $182,458 Deputy City Attorney 71 Deputy City Clerk $52.62 55 Deputy City Manager $114.41 $158,662 $198,307 195 Deputy Director Technical Services Division 81 Director Administrative Services/Chief Financial Officer 72 45E Page 1 Item 7 Attachment C - Revised Management and Prof Salary Schedule        Item 7: Staff Report Pg. 48  Packet Pg. 202 of 461  City of Palo Alto Management, Professional and Confidential Salary Schedule Effective 12/31/2022 (Market and Benefits Offset) Hourly Rate Grade Annual Salary Job Code FLSA Status Classifications Min Mid Max Min MaxCodes 1012 Exempt Director Development Services 145A $77.59 $88.55 $96.71 $82.69 $69.63 $69.63 $79.80 $93.12 $94.31 $111.29 $60.28 $62.66 $67.39 $36.60 $105.11 $51.51 $34.24 $49.05 $43.14 $44.50 $60.86 $69.86 $64.58 $49.35 $45.88 $49.28 $55.69 $64.31 $55.02 $60.86 $59.86 $52.81 $63.88 $96.98 $110.68 $120.88 $103.36 $87.03 $87.03 $99.74 $116.39 $117.88 $139.11 $75.34 $78.32 $84.23 $45.74 $131.38 $64.38 $42.79 $61.31 $53.92 $55.62 $76.07 $87.32 $80.72 $61.68 $57.34 $61.60 $69.61 $80.38 $68.77 $76.07 $74.82 $66.01 $79.84 $116.38 $161,387 $201,718 $242,070 25E 60E Director of Emergency Medical Services 215D 134 135 121 2002 172 2031 1005 139 163 101 90 30E 10E Division Head Library Services 260D Executive Assistant to the City Manager $218,629 $273,270 Hearing Officer 480M Human Resources Representative $102,024 $127,525 2015 Management Analyst $92,560 Manager Accounting $126,589 2007 Manager Airport Manager Budget Manager Communications 525M 154 169 1013 63 Manager Community Services $102,502 44 45 93 1116 Manager Finance Page 2 Item 7 Attachment C - Revised Management and Prof Salary Schedule        Item 7: Staff Report Pg. 49  Packet Pg. 203 of 461  City of Palo Alto Management, Professional and Confidential Salary Schedule Effective 12/31/2022 (Market and Benefits Offset) Hourly Rate Grade Annual Salary Job Code FLSA Status Classifications Min Mid Max Min MaxCodes 127 2018 32 Exempt Manager Fleet 255D $53.35 $51.74 $62.22 $58.84 $50.27 $48.66 $49.24 $64.68 $59.10 $57.56 $54.09 $63.77 $59.35 $54.87 $71.70 $64.51 $47.86 $32.40 $44.50 $108.51 $95.65 $61.32 $49.64 $61.08 $50.32 $50.27 $44.50 $53.78 $53.39 $68.72 $52.04 $46.84 $52.00 $66.68 $64.67 $77.77 $73.55 $62.83 $60.82 $61.55 $80.84 $73.87 $71.94 $67.61 $79.71 $74.18 $68.58 $89.62 $80.63 $59.82 $40.50 $55.62 $135.63 $119.56 $76.64 $62.04 $76.34 $62.90 $62.83 $55.62 $67.22 $66.73 $85.89 $65.04 $58.54 $64.99 $80.02 $77.61 $93.33 $88.26 $75.40 $72.99 $73.86 $97.01 $88.65 $86.33 $81.14 $95.66 $89.02 $82.30 $107.55 $96.76 $71.79 $48.60 $66.75 $162.76 $143.48 $91.97 $74.45 $91.61 $75.48 $75.40 $66.75 $80.67 $80.08 $103.07 $78.05 $70.25 $77.99 $110,968 $138,694 $166,442 Manager Human Services Manager Information Technology 2006 92 Manager Maintenance Operations 26 51 Manager Planning 103 2011 160 57 Manager Real Property Manager Revenue Collections Manager Treasury, Debt & Investments 86 Exempt 178 1008 $67,392 Performance Auditor II $92,560 $115,690Exempt Police Chief $225,701 Chief Assistant City Attorney 101A Principal Management Analyst Public Safety Communications Manager $111,862 Senior Business Analyst - M Senior Executive Assistant $108,160 Page 3 Item 7 Attachment C - Revised Management and Prof Salary Schedule        Item 7: Staff Report Pg. 50  Packet Pg. 204 of 461  City of Palo Alto Management, Professional and Confidential Salary Schedule Effective 12/31/2022 (Market and Benefits Offset) Hourly Rate Grade Annual Salary Job Code FLSA Status Classifications Min Mid Max Min MaxCodes 130 Exempt Senior Performance Auditor 510M $49.05 $61.31 $85.89 $72.74 $58.39 $69.72 $69.72 $51.01 $54.38 $58.39 $49.20 $59.82 $100.25 $73.58 $103.07 $87.29 $70.07 $83.67 $83.67 $61.22 $65.26 $70.07 $59.04 $71.79 $120.30 $102,024 $127,525 $153,046 33 Senior Technologist 155 Superintendent Animal Services 1117 Supervising Librarian Supervisor Facilities Management Supervisor Water Quality Control Operations Confidential Classifications 905 Non-Exempt Human Resources Technician Non-Exempt Legal Secretary-Confidential 830C $28.70 $35.87 $43.05 $59,696 $74,610 $89,544 $91,770 $108,763 $101,088 Exempt Secretary to City Attorney 1004 Non-Exempt Senior Legal Secretary - Confidential Page 4 Item 7 Attachment C - Revised Management and Prof Salary Schedule        Item 7: Staff Report Pg. 51  Packet Pg. 205 of 461  2 0 3 0 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: IT Department Meeting Date: June 12, 2023 Report #:2304-1291 TITLE Approval of a Purchase of Panasonic ToughBook Replacement Equipment for Police and Fire in the amount of $422,007 with Datec Incorporated Utilitizing an NCPA Cooperative Agreement; and Approval of a Purchase of Replacement CradlePoint Modems with DiscountCell, Incorporated for Police and Fire in the Amount of $168,801 Utilizing a NASPO Cooperative Agreement; and a Budget Amendment in the Information Technology Fund; CEQA Status—not a project RECOMMENDATION Staff recommends that Council: 1. Approve and authorize the City Manager or their designee to execute a purchase order with Datec Incorporated, utilizing an NCPA Cooperative Agreement for replacement Panasonic Toughbook equipment for both Police and Fire in the amount of $422,007; and 2. Approve and authorize the City Manager or their designee to execute a purchase order with DiscountCell, Inc. utilizing a NASPO Cooperative Agreement for CradlePoint in-car modem equipment for both Police and Fire in the amount of $168,801; and 3. Amend (by a 2/3 majority) the Fiscal Year 2023 Budget Appropriation for the Information Technology Fund by: a. Increasing the expense appropriation for Facilities and Equipment by $590,808; and b. Decreasing the Information Technology fund balance by $590,808. EXECUTIVE SUMMARY Approval will replace the in-vehicle mobile data computer (MDC) hardware for public safety vehicles last replaced in 2018. Computer replacements are on a 4-year lifecycle. Due to the COVID pandemic and both the financial and capacity challenges, replacement cycles were extended for technology replacements. The Fiscal Year 2024 budget anticipates a return to Item 8 Item 8 Staff Report        Item 8: Staff Report Pg. 1  Packet Pg. 206 of 461  2 0 3 0 technology replacement beginning with the replacement of computers that are five years or older, restoring services and funding to pre-pandemic levels. BACKGROUND ANALYSIS FISCAL/RESOURCE IMPACT Item 8 Item 8 Staff Report        Item 8: Staff Report Pg. 2  Packet Pg. 207 of 461  2 0 3 0 STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 8 Item 8 Staff Report        Item 8: Staff Report Pg. 3  Packet Pg. 208 of 461  Palo Alto Quote B 03-20-23 Contact:Bob Stein 364 Upland Drive, Seattle, WA 98188 206/909-5272 cell: 206/575-1470 Office Fed TAX ID 91-0930538 Email Po To:bstein@datecinc.net Fax PO To:Email Only Please Quote#Q23C20901 Date:03/20/23 Payment Terms:Net 30 Days. ACH / Check payments accepted. Quote Validity:90 Days Part Number Description Qty Unit Price Ext. Price Panasonic CF-33 CF-33RZ-0EKM Public Sector Specific, Win10 Pro (Win11 DG), Intel Core i5-10310U 1.7GHz vPro (4.4GHz), AMT, 12.0" QHD Gloved Multi Touch+Digitizer, 16GB, 512GB OPAL SSD, Intel Wi-Fi 6, Bluetooth, 4G LTE Band 14 (EM7511), GPS, Dual Pass (Ch1:WWAN/Ch2:GPS), Infrared Webcam, 8MP Rear Camera, Fingerprint, Barcode, Standard Batteries (2), TPM 2.0, Flat, CF-SVCPDEP3Y - 3 Year Premier Deployment, FZ-SVC512SSD3Y - 3 Year No Return of Defective Drive, FZ-SVCTPNF3YR - 3 Year Protection Plus Warranty, CF-SVCBIOS1 - Custom BIOS, CF-SVCADDPRM12B - 1 Year Absolute Resilience Panasonic Warranty Bundle SKU Only PS/EDU/SLG Bundle SKU Only 45 $4,195.00 $188,775.00 CF-SVCPSY5 4th + 5th year warranty Option 45 $505.00 $22,725.00 CF-VEK333LMP Premium Keyboard for CF-33 Toughbook 45 $475.00 $21,375.00 HA-33LDS2 Havis: CF-33 Laptop Vehicle Dock (dual pass), 3 Yrs warranty 45 $895.00 $40,275.00 TBC33MBBDL-P Toughbook 33 Mobility Bundle (Handle + Should Strap) 45 $43.00 $1,935.00 Panasonic FZ-G2 FZ-G2CFFBBKM Win10 Pro (Win11 DG), Intel Core i5-10310U 1.7GHz vPro (4.4GHz), AMT, 10.1" WUXGA Gloved Multi Touch+Digitizer, 16GB, 512GB OPAL SSD (quick-release), Intel Wi-Fi 6, Bluetooth, 4G LTE Band 14 (EM7511), GPS, Dual Pass (Ch1:WWAN/Ch2:GPS), Infrared Webcam, 8MP Rear Camera, Standard Battery, Bridge Battery, TPM 2.0, Bundle, Keyboard 24 $3,325.00 $79,800.00 FZ-SVCTPNF5Y PROTECTION PLUS WARRANTY - FZ-G2, (YEARS 1 - 5)24 $575.00 $13,800.00 FZ-VNP026U Replacement Digitizer Pen for FZ-G2. 2-button (Right-click, erase). Waterproof Meets IP55. 12 $34.00 $408.00 FZ-VZSU1VU Standard Battery for FZ-G2 12 $125.00 $1,500.00 FZ-VCBG21M 4-Bay Battery Charger for FZ-G2 Mk1. Includes 100W AC Adapter.2 $275.00 $550.00 DS-PAN-1015-2 Docking Station For Panasonic TOUGHBOOK G2 2-In-1 With Standard Port Replication, Dual Pass-Through Antenna Connections & External Power Supply 15 $935.00 $14,025.00 RAM-246U RAM 4.75" square base with VESA 24 $35.00 $840.00 Quote Prepared For: Arthur Pham City of Palo Alto Page 1 of 2 Item 8 Attachment A - Toughbook Quote        Item 8: Staff Report Pg. 4  Packet Pg. 209 of 461  Palo Alto Quote B 03-20-23 RAM-201U-B RAM short arm 12 $29.00 $348.00 CA-EWASTE E-Waste Fee 1 $345.00 $345.00 FREIGHT-PEPPM Standard Ground Shipping / Freight (no charge PEPPM contract)1 $0.00 $0.00 $386,701.00 35,305.80$ $422,006.80 Terms 1 Datec invoices are sent when items ship 2 Phased shipments/Invoicing is likely to occur 3 Manufacturer warranties are included and apply to all products quoted 4 Manufacturer's shipping / freight fees may apply. 5 Title transfer occurs on delivery to customer specified location 6 P-Cards not accepted for orders > $1000 Contract Ref Links:TD SYNNEX NCPA Landing Page: https://www.synnexcorp.com/us/govsolv/ncpa/ State Statutes: https://www.ncpa.us/Statutes Due Diligence: https://www.ncpa.us/Vendors/TD%20SYNNEX End-User Agency NCPA Registration: https://www.ncpa.us/register Total 9.13 % Sales Tax Sub Total Contract NCPA Contract number (NCPA 01-97) Page 2 of 2 Item 8 Attachment A - Toughbook Quote        Item 8: Staff Report Pg. 5  Packet Pg. 210 of 461  Item No Qty Description Sales Price Disc Total Quote Ship To:Bill To: Ground Net 30 Sales RepTermsShip Via Customer PO 1/17/2023 QO-23038C11777 Customer Number Cancel Date Date Order Number DiscountCell, Inc 350 West 500 South Provo, UT 84601 (800) 422-1814 (801) 705-0324 Fax Palo Alto Brian Furtado Brian.Furtado@Cityofpaloalto.Org 275 Forest Avenue Palo Alto, CA 94301 (650) 329-2196 Palo Alto Attn: Brian Furtado Brian.Furtado@Cityofpaloalto.Org 275 Forest Ave Palo Alto, CA 94301 49 Cradlepoint IBR1700-1200M-B Router with 1200M Modem and 5 Year NetCloud Essentials Prime 93,639.00MA5-1700120B-NNA 1,911.00 0% 49 Cradlepoint Mobile Package for LTE Advanced Pro 1200 Mbps (1200B) Modem 26,019.00MA-MC400-1200M-B 531.00 0% 49 PANORAMA 5G 9-1 DOME FOR CRADLEPOINT WHT 20,400.66LG-IN2446-W 416.34 0% 49 Panorama 5G 4 x LTE Dome Antenna with 16 foot cable and sma connectors - White 13,567.61LP-IN2443-W 276.89 0% 98 Panorama Foam cell pad for installation of LGMM on uneven surfaces 3,763.20LGMM-EXT-R 38.40 0% 1 Pricing Based on NASPO Valuepoint Contract PD180-1 0.000.00 0% Ground shipping included in quoted pricing. Pricing according to NASPO ValuePoint Wireless Contract PD180-1 157,389.47 0.00 Subtotal: Tax: Freight: Total: Page 1 168,800.21 11,410.74 Item 8 Attachment B - CradlePoint Quote        Item 8: Staff Report Pg. 6  Packet Pg. 211 of 461  2 3 2 9 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Auditor Meeting Date: June 12, 2023 Report #:2305-1538 TITLE Approval of Office of City Auditor Electronic Payment Process and Controls Audit Report; CEQA Status – Not a Project RECOMMENDATION The Policy and Services Committee, City Auditor, and Staff recommend that the City Council approve the Electronic Payment Process and Controls Audit Report BACKGROUND In 2021, the City of Palo Alto (City) was subject to multiple attempts to misdirect wire payments. Given the importance of the topic, the Office of the City Auditor (OCA) obtained an approval to start a recommended audit activity, Wire Payment Process and Controls Review project, in February 2022 (ID#13891)1 before finalizing the FY 2022-2023 Audit Plan that included the Wire Payment Process and Controls Review project and was subsequently approved by the City Council in April 2022 (ID#13914)2. Baker Tilly presented the attached report during the Policy & Service Committee meeting on April 26, 2023, where the report was approved as follows: MOTION: Council Member Lauing moved, seconded by Council Member Veenker to recommend the City Council accept the Electronic Payment Process and Controls Audit Report. MOTION PASSED: 3-0 1 https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/agendas-minutes/city-council- agendas-minutes/2022/20220207/20220207pccsm-revised-final.pdf 2 https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/agendas-minutes/city-council- agendas-minutes/2022/20220404/20220404pccsmamendedlinked1.pdf Item 9 Item 9 Staff Report        Item 9: Staff Report Pg. 1  Packet Pg. 212 of 461  2 3 2 9 DISCUSSION The objectives of the review were to: 1) Determine whether adequate controls are in place and working effectively to ensure that all disbursements are valid and properly processed in compliance with City’s policies and procedures 2) Determine whether end user security awareness training is sufficient to prevent erroneous payments The original scope to review wire payments was changed to review electronic payments that include both wire and Automated Clearing House (ACH) payments due to the similar risks against ACH payments. The OCA’s review included the ACH and wire disbursement processes by the Accounts Payable and Treasury teams, banking information addition and modification, and the user security awareness training to evaluate the design of internal controls. Additionally, the OCA’s testing was conducted by reviewing the selected disbursement transactions to determine whether the controls are operating effectively. The attached report summarizes the analysis, audit findings, and recommendations. The corrective action plans and the timeline for implementation are identified within the attached report. The Office of the City Auditor worked primarily with Administrative Services Department and engaged with additional stakeholders, including the City Manager’s Office and the City Attorney’s Office, as necessary. The timeline for implementation of corrective action plans is identified within the attached report. This activity is not a project under California Environmental Quality Act (CEQA) as defined in CEQA Guidelines, section 15378, because it has no potential for resulting in either a direct or reasonably foreseeable indirect physical change in the environment. Attachment A: OCA - Report on Electronic Payment Process and Controls : Adriane D. McCoy, City Auditor Item 9 Item 9 Staff Report        Item 9: Staff Report Pg. 2  Packet Pg. 213 of 461  1 City of Palo Alto City Auditor’s Office Electronic Payment Process and Controls March 14, 2023 Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 3  Packet Pg. 214 of 461  2 Executive Summary Purpose of the Audit Baker Tilly US, LLP (Baker Tilly), in its capacity serving as the Office of the City Auditor (OCA) for the City of Palo Alto (the City), conducted an audit of the electronic payment process and controls based on the approved Task Order 4.12. The objectives of this review were to: 1) Determine whether adequate controls are in place and working effectively to ensure that all electronic payments are valid and properly processed in compliance with City’s policies and procedures. 2) Determine whether end user security awareness training is sufficient to prevent erroneous payments caused by phishing. Report Highlights Finding 1: Electronic Payment Instructions (Page 11) In August 2021, management implemented an internal control by formalizing the existing verbal verification process of all new electronic payment instructions and modifications. This is an important control to prevent wire and ACH fraud, as noted in the Best Practices section of this report. However, the City’s Policy and Procedures 1-06/ ASD, Payment Procedures, has not been revised to include the new requirement. The OCA reviewed the supporting documents and approvals for two wire templates and 10 randomly selected vendors for ACH and noted that the control activity performed is not documented to evidence a review of changes made to vendor records. This review is not currently included in the policy. An independent person who did not enter the information in the system should review the vendor record added or changed in the system using the supporting documents for validity and accuracy. The review should be evidenced as defined in the policy. In the absence of control activities and requirements defined in the policy, the City cannot ensure that key internal controls are implemented properly and operate effectively. Key Recommendations The Administrative Services Division (ASD) management should review and update the City’s Policy and Procedures 1-06/ ASD, Payment Procedures, to ensure that an adequate internal control system is in place to mitigate a risk of potential loss resulting from wire and ACH frauds. The control activities and requirements should be clearly defined and communicated to employees to ensure that controls are implemented properly and executed effectively. The ASD management should also train the appropriate employees on the required control activities to ensure that they execute the controls properly. Finding 2: ACH Payments (Page 12) There are three employees in the ADP AP team. The OCA noted that all three AP team members have access to post invoices and process payments in the SAP ERP system and in the bank online portal. The access allows the employees to update the vendor records in the SAP ERP system as well. Because of this lack of segregation of duties issue, effective operation of mitigating controls is important to ensure that all electronic payments are valid and Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 4  Packet Pg. 215 of 461  3 properly processed. The mitigating control currently in place is dual authentication of ACH payment batches and bank transactions in the bank online portal. For one of 25 ACH payments reviewed, the actual ACH bank account number used for this payment was different from the ACH bank account number shown on the vendor invoice. This discrepancy was not identified during the payment process, and the payment was made to an incorrect account. The control to prevent erroneous payments did not operate effectively for this payment although there was no financial loss and all supporting documents and approvals were well documented. The quality and effectiveness of independent reviews are especially crucial due to the existing segregation of duties issue, where all AP team members have the same system access. The ACH payments are made from the bank online portal. The OCA determined that the application control requiring dual authorization was in place. However, as the City currently does not require the employees to save the reports that are available in the bank portal only for a month, the audit trails evidencing that the dual authorization control is working effectively are not maintained. Although the mitigating controls such as secondary approver, dual authorization, and bank account reconciliation are in place, ineffective execution of any of the key mitigating controls may lead to invalid and/or inaccurate AP ACH payments. Key Recommendations The ASD management should review segregation of duties among creating/updating vendor records, processing vendor invoices, and processing payments and evaluate risks associated with conflicts. The ASD management should work with IT management to identify the ways to improve segregation of duties and mitigate risks. Until the segregation of duties conflicts are resolved, the ASD management should strengthen mitigating controls over the AP payment process by ensuring that the controls are designed to mitigate risks adequately and operating effectively. The City’s Policy and Procedures 1-06/ ASD, Payment Procedures should be updated to clearly define the controls and communicate to the employees. Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 5  Packet Pg. 216 of 461  4 Table of Contents Executive Summary ........................................................................................................................................................... 2 Purpose of the Audit ..................................................................................................................................................... 2 Report Highlights ........................................................................................................................................................... 2 Introduction ......................................................................................................................................................................... 5 Objective........................................................................................................................................................................... 5 Background ..................................................................................................................................................................... 5 Scope................................................................................................................................................................................. 6 Methodology .................................................................................................................................................................... 7 Compliance Statement.................................................................................................................................................. 7 Organizational Strengths ............................................................................................................................................. 7 Detailed Analysis ............................................................................................................................................................... 8 Policies and Procedures .............................................................................................................................................. 8 User Security Awareness Training ............................................................................................................................ 8 Best Practices ................................................................................................................................................................. 9 Audit Results ..................................................................................................................................................................... 11 Finding 1: Electronic Payment Instructions ......................................................................................................... 11 Recommendation ......................................................................................................................................................... 11 Finding 2: ACH Payments .......................................................................................................................................... 12 Recommendation ......................................................................................................................................................... 13 Appendices ........................................................................................................................................................................ 14 Appendix A: Electronic Payments Process and Controls ................................................................................ 15 Appendix B: Management Response ..................................................................................................................... 16 Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 6  Packet Pg. 217 of 461  5 Introduction 1 ACH Costs are a Fraction of Check Costs for Businesses, AFP Survey Shows | Nacha 2022 AFP Payments Cost Benchmarking Survey (afponline.org) Objective The objectives of this review were to: 1) Determine whether adequate controls are in place and working effectively to ensure that all electronic payments are valid and properly processed in compliance with City’s policies and procedures. 2) Determine whether end user security awareness training is sufficient to prevent erroneous payments caused by phishing. Background The City disburses its funds using electronic payments and paper checks. Electronic payments consists of wire transfers and the Automated Clearing House (ACH) payments. During the period between September 1, 2021, and March 15, 2022, the City recorded 3.8K disbursement transactions totaling $430M in the general ledger cash account. The charts below show the following:  Wire transfers are only 4% of all disbursement transactions but 29% of total disbursement amount.  ACH payments processed by the Accounts Payable (AP) team for vendors and employees are just 1% of all disbursement transactions, due to weekly batch processing, but 11% of total disbursement amount. ACH payments cost much less than checks, according to the 2022 Payment Cost Benchmarking Survey1. A cost for initiating a wire payment can vary widely and generally higher than checks. Similarly, the City’s average costs per unit, not including staff time and processing costs, are approximately $0.22, $0.07, and $4.02 Chart 1-A: Payment Methods by Transaction Chart 1-B: Payment Methods by Amount ¹ ACH payments are processed in batches from one bank to another through the Automated Clearing House (ACH) system and often used for payroll, vendor payments, recurring payments, etc. ² Wire payments are electronic interbank payments made through a wire system such as FedWire and typically used for higher value, lower volume, time-sensitive transactions. ³ Automatic Withdraws include automatic bank transfers to the City’s three zero balance accounts and other charges withdrawn such as bank and credit card fees based on agreements. Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 7  Packet Pg. 218 of 461  6 2 Attachment A US Bank and Elavon Contract Extension Agreement and Related Documents (cityofpaloalto.org) 3 2021_IC3Report.pdf by Internet Crime Complaint Center (IC3) - IC3 receives complaints on cyber crimes from the American public and tracks the trends and threats. 4 Suspected Business Email Compromise Ringleader Busted (bankinfosecurity.com) for checks, ACH, and wires, respectively, based on the OCA’s calculation using the estimated monthly unit volume shown in the existing banking and merchant services agreement2. Electronic payments are more secure method of payments than checks as paper checks are more susceptible to physical loss and check frauds such as forgery and theft. However, no payment method is completely secure. According to the FBI’s 2021 Internet Crime Report3, Business Email Compromise (BEC)/Email Account Compromise (EAC) “is a sophisticated scam targeting both business and individual performing transfers of funds” and “is frequently carried out when a subject compromises legitimate business email accounts through social engineering or computer intrusion techniques to conduct unauthorized transfers of funds.” This FBI’s report states that BEC schemes are among the top incidents reported in 2021 and resulted in almost 20K complaints with losses of nearly $2.4B in total (an increase from approximately $1.8B in 2019). The report also shows California had the most victims and losses (67K, $1.2B, respectively) among all states, American Territory, and the District of Columbia. There was a significant arrest in May 2021 when Interpol received the intelligence from private sector partners including Unit 42 at Palo Alto Networks4, but a threat of BEC remains. In June 2021, the City became a victim of a BEC scam, resulting in a wire payment of approximately $43K to a fraudster. This incident was identified in late July 2021 when the legitimate vendor inquired about a payment they never received from the City. The City management subsequently reviewed the wire and ACH payments and vendor record changes made between June 2021 and August 2021 and noted no other similar incident. They also formalized an internal control to verbally confirm the new and modified banking information with a payee to prevent similar incidents, which, in August 2021, actually prevented a loss from a similar scheme called Vendor Impersonation Fraud that is often used for public sector entities as the contracting information is a public record. Scope The original scope to review wire payments was changed to review electronic payments that include both wire and ACH payments due to the similar risks against ACH payments. The OCA’s review included the ACH and wire disbursement processes by the AP and Treasury teams, banking information addition and modification, and the user security awareness training to evaluate the design of internal controls. Additionally, the OCA’s testing was conducted by reviewing the selected transactions processed between September 1, 2021, and March 15, 2022, to determine whether the controls are operating effectively. The OCA reviewed the City employees’ access to the bank online portal during this audit. However, for the access to the City’s SAP ERP system, the OCA’s recent assessment results of the segregation of duties in the City’s SAP ERP system (Task Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 8  Packet Pg. 219 of 461  7 5 Government auditing standards require an external peer review at least once every three (3) years. The last peer review of the Palo Alto Office of the City Auditor was conducted in 2017. The Palo Alto City Council approved a contract from October 2020 through June 2022 with Baker Tilly US, LLP (Baker Tilly) and appointed Kyle O’Rourke, Senior Consulting Manager in Baker Tilly's Public Sector practice, as City Auditor. Given the transition in the City Audit office, a peer review was not conducted in 2020 and will be conducted after the third year of Baker Tilly’s contract. Order 4.3), was utilized. A review of cybersecurity risks is covered in a separate cybersecurity audit that is already underway (Task Order 4.14). Methodology To achieve the audit objectives, the OCA performed the following procedures:  Reviewed the policies and procedures related to the ACH and wire payment processing.  Interviewed the appropriate individuals within the Administrative Services Division (ASD), including the Treasury (for wires), Accounts Payable (for ACH payments), and General Ledger teams, to discuss the process and controls for electronic payments, including vendor record creation and modification.  Reviewed the approvals and supporting documents for randomly selected samples of electronic payments as well as new and modified vendor records.  Reviewed the access and controls related to the bank online portal.  Interviewed the key process owners of the electronic payment processes to understand the security awareness training they received.  Inquired with the Information Technology Department and the Human Resources Department regarding the user security awareness training the City offers to the employees.  Reviewed the employees’ completion status of the latest user security awareness training the City provided.  Identified the best practices related to electronic payment processing to mitigate risks of wire and ACH frauds. Compliance Statement This audit activity was conducted from March 2022 to July 2022 in accordance with generally accepted government auditing standards, except for the requirement of an external peer review5. Those standards require that we plan and perform the audit to obtain sufficient, appropriate evidence to provide a reasonable basis for our findings and conclusions based on our audit objectives. We believe that the evidence obtained provides a reasonable basis for our findings and conclusions based on our audit objectives. Organizational Strengths During this audit activity, we observed certain strengths of the City. Key strengths include:  Approvals of payments are well documented using e-signature software called DocuSign  Supporting documents are consistent and well organized  The staff members are devoted and professional and were responsive to the OCA’s questions and requests The Office of the City Auditor greatly appreciates the support of the Administrative Services Department in conducting this audit activity. Thank you! Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 9  Packet Pg. 220 of 461  8 Detailed Analysis Policies and Procedures The City has the Policy and Procedures 1-06/ ASD, Payment Procedures (Revised: February 2007). The Policy Statement of this policy is that the “functionality of Accounts Payable is to ensure that all payment requests are properly authorized, accurately recorded and promptly disbursed in accordance with City policies and contractual terms.” The City’s nine-page Policy and Procedures include the sections shown in the box on this page. The policy does not include the following related processes and controls:  A verbal verification process of all new electronic payment instructions and modifications that was formalized in August 2021  The controls and requirements for ACH payments including the vendor record creation and modification  The controls and requirements for wire payments including the creation and modification of wire templates for recurring payments and the situation where free-form (non-recurring) wire payments are used  The processes and controls for the bank online portal There is also a six-page document titled “Internal Controls on Cash Disbursement Cycle” that was updated in May 2021. This Cash Disbursement document contains the similar sections as the City’s policy but provides additional descriptions of procedures for payment requests and ACH payments. The OCA documented an overview of the wire and ACH processes and controls, based on the understanding obtained during this audit (Appendix A). User Security Awareness Training The City required all City employees to complete a cybersecurity awareness training by November 25, 2020. This was the latest training provided by the Information Technology (IT) and Human Resources (HR) departments, using a well-established, leading vendor who provides the large library of security awareness training content as well as a simulated phishing campaign tool. The training was delivered through the City’s learning system managed by HR. The employees’ completion status generated from the City’s learning system shows that over 98% of all employees completed the training by December 31, 2020. Although all 10 ASD employees who process electronic payments completed this Policy and Procedures 1-06/ ASD* Payment Procedures Contents A. Purchasing Authorization B. Change Order Process C. Routine Accounts Payable Payment Process D. Department Approvals E. Accounts Payable Editing and Posting F. Check Printing, Reversal and Re-issuance, and Wire Transfer G. Year-end Accruals H. Reconciliations I. Quarterly sales tax reporting * Administrative Services Department Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 10  Packet Pg. 221 of 461  9 training, some of them did not complete by the due date set by HR. The City does not require those 10 ASD employees to receive additional fraud training courses that are more directly related to AP and cash disbursement. According to the AP and Treasury teams, they share news and articles related to fraud incidents among team members and have taken fraud-related training courses on their own. Table 1: 2020 Security Awareness Training Completed in 2020-2022 Best Practices As people increasingly conduct business online and communicate digitally, fraud attempts such as phishing are growing. Electronic payments are susceptible to fraud schemes due to the speedy and irrevocable transaction. Fraudsters gather information on target organizations, take advantage of a weak internal control system, and take money from victims using compromised or impersonated methods. Therefore, an effective internal control system is key to protect an organization from becoming a victim of fraud schemes. Through researches around wire and ACH frauds and best practices to prevent them, the OCA compiled the following best practices. Practices to guard against wire and ACH fraud  Educate and train employees on fraud schemes to ensure they recognize red flags and take appropriate actions such as: Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 11  Packet Pg. 222 of 461  10 o Do not click on links and attachments in an unsolicited e-mail or text message or respond to them before verifying the legitimacy. o Cautiously inspect the e-mail address, URL, and spelling in a message to identify the slightly modified address/URL. o Be watchful if there is a sense of urgency. o Do not use “reply” for e-mail communication. Instead, use “forward” and add the correct e-mail address.  Implement a verbal verification process that uses a phone number used previously or obtained independently from the information provided in the current request. o Conduct an internet search or compare against reputable databases. o Do not call a phone number provided with a request o Use a script to verify both the existing account information and the information to be changed.  Process payments using dual control (two people authorization).  Work with the IT department to ensure that appropriate cybersecurity controls are implemented.  Review the insurance policy for an appropriate coverage of financial losses due to cybersecurity fraud.  Periodically review all control procedures to keep them current and relevant to current threats. Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 12  Packet Pg. 223 of 461  11 Audit Results Finding 1: Electronic Payment Instructions In August 2021, the ASD management implemented an internal control by formalizing the existing verbal verification process of all new electronic payment instructions and modifications. The formalized verification process involves the following steps: 1) Calling a phone number independently obtained from the sources such as the signed original instructions and the company website 2) Confirming the banking and relevant information 3) Writing down on the new or modified instructions the name of an individual who confirmed, date, the information verified, and the initials of the staff member who performed the verification. This is an important control to prevent wire and ACH fraud, as noted in the Best Practices section of this report. However, the City’s Policy and Procedures 1-06/ ASD, Payment Procedures, has not been revised to include the new requirement. Between September 1, 2021, and March 15, 2022, ASD had two new or modified wire templates (the payee banking information stored in the bank online portal) for the payees with recurring wire payments. ASD also added or changed records for 2,057 vendors, 32 of which had new or modified ACH banking information. The OCA reviewed the supporting documents and approvals for two wire templates and 10 randomly selected vendors for ACH and noted the following:  The City receives a request to update various payee information such as tax number, payment method, and name. The current practice is that not all changes require documentation of the verbal verification performed. Only the verbal verification of the changes to the banking information is documented, which should be defined in the policy.  AP Senior Accountant runs a "display changes to vendor" report and review banking changes listed in the report prior to approving a weekly ACH batch. However, a supervisory review of changes made in the system is not documented, or a report used for a supervisory review is not included in the ACH payment packet that AP Senior Accountant signs off on. Therefore, the control activity performed is not documented to evidence a review of changes made to vendor records. This review is not currently included in the policy. An independent person who did not enter the information in the system should review the vendor record added or changed in the system using the supporting documents for validity and accuracy. The review should be evidenced as defined in the policy. In the absence of control activities and requirements defined in the policy, the City cannot ensure that key internal controls are implemented properly and operate effectively. Recommendation The ASD management should review and update the City’s Policy and Procedures 1-06/ ASD, Payment Procedures, to ensure that an adequate internal control system is in place to mitigate a risk of potential loss resulting from wire and ACH frauds. The control activities and requirements should be clearly defined and Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 13  Packet Pg. 224 of 461  12 communicated to employees to ensure that controls are implemented properly and executed effectively. The ASD management should also train the appropriate employees on the required control activities to ensure that they execute the controls properly. Additionally, the ASD management should implement a mechanism (such as periodic meetings, training, e-mail communications, etc.) that is a little more proactive than the current practice to keep appropriate employees informed on wire and ACH fraud schemes and trends in addition to the user security awareness training provided by the City. Finding 2: ACH Payments There are three employees in the ASD AP team. The OCA noted that all three AP team members have access to post invoices and process payments in the SAP ERP system and in the bank online portal. The access allows the employees to update the vendor records in the SAP ERP system as well. The AP segregation of duties issue was reported in the ERP Planning: Separation of Duties audit report dated October 17, 2018. Recently, the SAP Functionality and Internal Control Assessment revealed that: 1) “Process Vendor Invoices” and “AP Payments” are the two of three processes with the most conflicts out of 12 business processes that are part of the SAP Finance and Accounting (FI) module 2) “AP Payments and Process Vendor Invoices” is one of top 10 SAP FI conflicts. Because of the existing conflicts, effective operation of mitigating controls is important to ensure that all electronic payments are valid and properly processed. The mitigating control currently in place is dual authentication of ACH payment batches and bank transactions in the bank online portal. Between September 1, 2021, and March 15, 2022, ASD AP team processed 31 weekly ACH batches totaling approximately $45M. The OCA reviewed approvals for 10 ACH batches and the supporting documents for 25 individual ACH payments selected from those 10 batches. Each ACH batch payment packet is signed by the following three individuals using DocuSign:  Preparer (AP Account Specialist) who creates the batch file in the SAP ERP system, assembles a payment packet containing the supporting documents approved by the applicable departments for the batch, and uploads the batch file to the bank online portal  First Approver (AP Senior Accountant) who reviews and approves a payment packet and approves the uploaded batch file in the bank online portal  Second Approver (Treasury Manager) who reviews and approves a payment packet Then OCA compared the bank information in the SAP ERP system to the bank information shown in the supporting documents. For one of 25 ACH payments reviewed, the actual ACH bank account number used for the payment was different from the ACH bank account number shown on the vendor invoice. This discrepancy Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 14  Packet Pg. 225 of 461  13 was not identified during the payment process, and the payment was made to an incorrect account. There was no financial loss since the bank returned the payment that was made to the closed account, and the City was able to issue a check to the vendor. However, if the wrong account had not been closed, the error would have gone unnoticed without the vendor’s notification. The control to prevent erroneous payments did not operate effectively for this payment although all supporting documents and approvals were well documented. The quality and effectiveness of independent reviews are especially crucial due to the segregation of duties issue as noted above. The ineffective execution of internal control (a thorough review to detect errors and irregularities) may result in erroneous payments, financial loss, and/or inefficient use of resources. The ACH payments are made from the bank online portal. The access to this account is limited but all three AP team members can initiate and approve ACH payment batches. According to Manager of Treasury, Debt, Investment, he set the dual authorization requirement in the account setting in the bank online portal around October 2018 so that the same individual cannot approve the transaction he/she initiated. The OCA determined that the application control requiring dual authorization currently in place. The names of the individuals who initiated and approved each ACH batch are listed in the ACH Audit Report and ACH Daily Batch Detail. However, these audit trails are available in the portal only for a month unless a report is generated and saved offline by a user. As the City currently does not require the employees to save the reports, the audit trails evidencing that the dual authorization control is working effectively are not maintained. It took a week for the City to receive the information after submitting a request to the bank’s customer service department. Audit trails are detailed records of financial transactions and are used to verify and track transactions. It is necessary for the City to maintain a complete audit trail to be able to trace back any irregularities and investigate them when they happen. Although the mitigating controls such as secondary approver, dual authorization, and bank account reconciliation are in place, ineffective execution of any of the key mitigating controls may lead to invalid and/or inaccurate AP ACH payments. Recommendation The ASD management should review segregation of duties among creating/updating vendor records, processing vendor invoices, and processing payments and evaluate risks associated with conflicts. The ASD management should work with IT to identify the ways to improve segregation of duties and mitigate risks. Until the segregation of duties conflicts are resolved, the ASD management should strengthen mitigating controls over the AP payment process by ensuring that the controls are designed to mitigate risks adequately and operating effectively. The City’s Policy and Procedures 1-06/ ASD, Payment Procedures should be updated to clearly define the controls and communicate to the employees. Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 15  Packet Pg. 226 of 461  14 Appendices Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 16  Packet Pg. 227 of 461  Appendix A: Electronic Payments Process and Controls Item 9 Attachment A - OCA- Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 17  Packet Pg. 228 of 461  16 Appendix B: Management Response Recommendation Responsible Department(s) Agree, Partially Agree, or Do Not Agree and Target Date and Corrective Action Plan Finding: Electronic Payment Instructions The ASD management should review and update the City’s Policy and Procedures 1-06/ ASD, Payment Procedures, to ensure that an adequate internal control system is in place to mitigate a risk of potential loss resulting from wire and ACH frauds. The control activities and requirements should be clearly defined and communicated to employees to ensure that controls are implemented properly and executed effectively. Administrative Services Concurrence: Agree Target Date: February 2023 Completion Date: February 22, 2023 Action Plan: ASD has drafted revisions to Policy and Procedures 1- 06/ASD, Payment Procedures to align the policy document with staff’s current practices for electronic payments through ACH and wire transfer. Controls already in practice and added to the updated policy include: ACH Payments  AP staff verbally confirms bank information on the ACH enrollment form by calling an independently obtained phone number from the company website and/or master vendor record in SAP.  ACH batches are signed by three individuals before the batch is processed: preparer (A/P Accounting Specialist); first approver (A/P Senior Accountant); and second approver (Manager, Treasury, Debt & Investments). Wire Transfers  The Manager, Treasury, Debt & Investments, confirms bank information from the ACH enrollment form by calling an independently obtain phone number from the company website and/or master vendor record in SAP.  Wire transactions are entered in U.S. Bank’s online portal. The wire is initiated by the Manager, Treasury, Debt & Investments; a second approval is required to execute the wire. The revised policy was distributed to City employees in February 2023. Item 9 Attachment A - OCA-Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 18  Packet Pg. 229 of 461  17 The ASD management should also train the appropriate employees on the required control activities to ensure that they execute the controls properly. Additionally, the ASD management should implement a mechanism (such as periodic meetings, training, e-mail communications, etc.) that is a little more proactive than the current practice to keep appropriate employees informed on wire and ACH fraud schemes and trends in addition to the user security awareness training provided by the City. Administrative Services Concurrence: Partially Agree Target Date: March 2023 Completion Date: To be determined during the OCA’s follow-up review Action Plan: Key ASD employees (Finance Manager; AP Senior Accountant, Manager; Treasury, Debt & Investments; and Assistant Director, ASD) stay current control environment and activities through continuing education requirements, government association training opportunities, and news articles on the subject. ASD staff are members of the Government Finance Officers Association and the California Society of Municipal Finance Offers and have access to email distribution lists and discussion groups on these topics. As discussed in Management’s Response, Policy and Procedures 1-06/ASD, Payment Procedures has been revised to the City’s practice of verbally confirming payment information through contact information that is independently obtained through the company’s website or the vendor record in SAP; this is a control activity best practice implemented by staff as a result of cybersecurity and control environment training. In addition, the City requires cyber security training biennially. Key ASD Staff will continue to actively pursue training opportunities to remain informed of new control environment practices, fraud schemes, and user security awareness. Finding: ACH Payments The ASD management should review segregation of duties among creating/updating vendor records, processing vendor invoices, and processing payments and evaluate risks associated with conflicts. The ASD management should work with IT to identify the ways to improve segregation of duties and mitigate risks. Administrative Services Concurrence: Partially Agree Target Date: March 2023 Completion Date: To be determined during the OCA’s follow-up review Action Plan: As noted previously, ASD has revised Policy and Procedures 1-06/ASD, Payment Procedures to describe mitigating controls that ASD has in place over ACH and wire payments. ASD is aware of the system configuration in the ERP and has implemented Item 9 Attachment A - OCA-Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 19  Packet Pg. 230 of 461  18 internal controls to mitigate the risk the system configuration could present. Staff continually to reviews segregation of duties and the internal control structure that is in place with the goal of maximizing use of staff resource and balancing with risk mitigation. Staff agrees that a technology solution to improve segregation of duties is ideal. As part of phase two of the ERP upgrade, staff will evaluate the cost benefit of system configuration modifications. Until the segregation of duties conflicts in the City’s ERP system are resolved, the ASD management should strengthen mitigating controls over the AP payment process by ensuring that the controls are designed to mitigate risks adequately and operating effectively. The City’s Policy and Procedures 1-06/ ASD, Payment Procedures should be updated to clearly define the controls and communicate to the employees. Administrative Services Concurrence: Partially Agree Target Date: February 2023 Completion Date: February 22, 2023 Action Plan: Staff agrees that updates to the City’s Policy and Procedures 1-06/ASD, Payment Procedures will provide clear communication to employees and memorialize the control practices already in place. As listed below, segregation of duties and mitigating control practices exist in the ACH and wire payment process, and updates to 1-06/ASD, Payment Procedures, will ensure clear definition of these controls. Staff believes that the following controls are designed to mitigate risk effectively and operate effectively:  Verbally confirm vendor banking information through independently obtained contact information and/or the master vendor record in SAP.  Invoices cannot be parked and posted by the same AP employee. In addition, invoices cannot be parked and process by the same AP employee  Although all three AP employees can post and process ACH batch payments, this control risk it mitigated by requiring three approvers to process the payment. The third approver, Manager, Treasury, Debt & Investments, has no authorization to park, post, or process payments. Independent review of all Item 9 Attachment A - OCA-Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 20  Packet Pg. 231 of 461  19 ACH payments is done by verifying the vendor, dollar amount, and authorized signature(s).  The AP Senior Accountant reviews banking changes made in the SAP system before approving ACH batch. Documentation of these banking changes began in May 2022.  The ACH batch cannot be uploaded and approved by the same person in the City’s bank online portal (U.S. Bank).  AP staff do not have authority to enter goods receipts in SAP (MIGO). Goods receipt is required for all PO related payments. Item 9 Attachment A - OCA-Report on Electronic Payment Process and Controls        Item 9: Staff Report Pg. 21  Packet Pg. 232 of 461  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: June 12, 2023 Report #:2305-1582 TITLE SECOND READING: Adoption of a Permanent Ordinance Amending Titles 18 and 21 to Implement State Housing Legislation from the 2021 Legislative Session, Including SB 9. Environmental Analysis: Exempt from Environmental Analysis under CEQA Guidelines Section 15061(b)(3) and Government Code Sections 66411.7(n) and 65852.21(j). The Planning and Transportation Commission (PTC) has recommended Council adopt the ordinance. (FIRST READING: May 22, 2023 PASSED 7-0) BACKGROUND This was heard by the City Council on May 22, 2023 for a first reading and was approved 7-0. No changes were made to the ordinance; it is now before you for a second reading. ATTACHMENTS Attachment A: Permanent SB 9 and SB 478 Ordinance APPROVED BY: Mahealani Ah Yun, Interim City Clerk Item 10 Item 10 Staff Report        Item 10: Staff Report Pg. 1  Packet Pg. 233 of 461  *NOT YET APPROVED* 1 0160106_20230511_ay16 Ordinance No. ____ Ordinance of the Council of the City of Palo Alto Modifying Chapters 16.65 (Citywide Affordable Housing Requirements), 18.10 (Low-Density Residential, RE, R-2, and RMD Districts), 18.12 (R-1 Single-Family Residential District), 18.13 (Multiple Family Residential, RM20, RM30, RM40), 18.16 (Commercial Districts, CN, CC, CS), 18.18 (Downtown Commercial, CD-C, CD-S, CD-N), 18.40 (General Standards and Exceptions), and 18.42 (Standard for Special Uses) of Title 18 (Zoning) and Adding Chapter 21.10 (Parcel Maps for Urban Lot Splits) of the Palo Alto Municipal Code to Implement Recent State Housing Bills 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. On September 16, 2021, Governor Newsom signed into law Senate Bill 9 (SB 9), which requires, among other things, that local agencies ministerially approve both two-unit construction and urban lot splits on single-family zoned lots. B. SB 9 authorizes the creation of lots as small as 1,200 square feet, and requires approval of two residential units of at least 800 square feet (for a total of 1,600 square feet) each on such lots. This represents a significant departure from existing minimum lot sizes and development standards in Palo Alto’s single-family zones. C. The increased density and intensity of development authorized by SB 9 has the potential to negatively impact privacy, access for emergency vehicles, and aesthetics of residential neighborhoods. In addition, the ministerial review required by SB 9 could result in the unintentional loss of historic resources in Palo Alto’s single family zones. D. SB 9 authorizes local jurisdictions to apply objective zoning standards, objective subdivision standards, and objective design standards, subject to certain limitations in statute. E. On September 16, 2021, Governor Newsom signed into law Senate Bill 478 (SB 478), which requires, among other things, that local agencies provide specified minimum floor area ratios for housing development projects containing 3 to 10 dwelling units. F. On January 24, 2022 and April 11, 2022, the City Council adopted interim ordinance nos. 5542 and 5546 to address SB 9 and SB 478. Following a recommendation by the Planning and Transportation Commission on February 8, 2023, the City Council now seeks to adopt a permanent ordinance. Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 2  Packet Pg. 234 of 461  *NOT YET APPROVED* 2 0160106_20230511_ay16 SECTION 2. With the exceptions of Sections 16, 17, 19 and 21, and 23, which were added in their entirety by interim ordinance no. 5542, this ordinance is formatted to show amendments to the Palo Alto Municipal Code as it would read if interim ordinances 5542 and 5546 were to expire. Additions from this baseline are shown in underline, and deletions are shown in strike- through; large portions of text that are unchanged may be omitted through use of ellipses. SECTION 3. Section 18.10.020 (Applicable Regulations) of Chapter 18.10 (Low-Density Residential (RE, R-2 and RMD) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.10.020 Applicable Regulations The specific regulations of this chapter and the additional regulations and procedures established by Chapters 18.52 to 18.80 inclusive shall apply to all low-density residential districts. Such regulations shall apply to construction of two units on an RE-zoned lot pursuant to California Government Code Section 65852.21 (SB 9, 2021), except as modified by Section 18.42.180. SECTION 4. Section 18.10.030 (Land Uses) of Chapter 18.10 (Low-Density Residential (RE, R-2 and RMD) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.10.030 Land Uses Table 1 shows the permitted and conditionally permitted uses for the low-density residential districts. TABLE 1 PERMITTED AND CONDITIONALLY PERMITTED LOW-DENSITY RESIDENTIAL USES [P = Permitted Use -- CUP = Conditional Use Permit Required] RE R-2 RMD Subject to Regulations in: Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 3  Packet Pg. 235 of 461  *NOT YET APPROVED* 3 0160106_20230511_ay16 P = Permitted Use CUP = Conditional Use Permit Required Footnotes: (1) Sale of Agricultural Products: No permanent commercial structures for the sale or processing of agricultural products are permitted. (2) Accessory Dwelling Units in R-2 and RMD Zones: An accessory dwelling unit or a Junior Accessory Dwelling Unit associated with a single-family residence on a lot in the R-2 or RMD zones is permitted, subject to the provisions of Section 18.42.040, and such that no more than two units result on the lot. (3) Bed and Breakfast Inns: Bed and breakfast inns are limited to no more than 4 units (including the owner/resident's unit) in the RMD district. (4) Two Unit Development Pursuant to California Government Code Section 65852.21 (SB 9, 2021): Construction of two units is permitted on an RE-zoned lot, subject to the regulations in SECTION 5. Section 18.10.040 (Development Standards) of Chapter 18.10 (Low-Density Residential (RE, R-2 and RMD) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.10.040 Development Standards (a) Site Specifications, Building Size, Height and Bulk, and Residential Density The development standards for the low-density residential districts are shown in Table 2: TABLE 2 LOW-DENSITY RESIDENTIAL DEVELOPMENT STANDARDS R-E (6) R-2 RMD Subject to Regulations in: (1) Minimum Lot Size: Any lot less than the minimum lot size may be used in accordance with the provisions of Chapter 18.40. (2) R-2 Floodzone Heights: Provided, in a special flood hazard area as defined in Chapter 16.52, the maximum heights are increased by one-half of the increase in elevation required to reach base flood elevation, up to a maximum building height of 33 feet. (3) R-2 Floodzone Daylight Plane: Provided, if the site is in a special flood hazard area and is entitled to an increase in the maximum height, the heights for the daylight planes shall be adjusted by the same amount. (4) Exemption from Floor Area for Covered Parking Required for Two-Family Uses: In the R-2 and RMD districts, for two-family uses, floor area limits may be exceeded by a maximum Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 4  Packet Pg. 236 of 461  *NOT YET APPROVED* 4 0160106_20230511_ay16 (5) Maximum House Size: The gross floor area of attached garages and attached accessory dwelling units and junior accessory dwelling units are included in the calculation of maximum house size. If there is no garage attached to the house, then the square footage of one detached covered parking space shall be included in the calculation. This provision applies only to single-family residences, not to duplexes allowed in the R-2 and RMD districts. (6) Two Unit Development Pursuant to California Government Code Section 65852.21 (SB 9, 2021): Construction of two units on an RE-zoned lot shall be subject to the development standards in this Section 18.10.040, except as modified by Section 18.42.180. [. . .] SECTION 6. Table 3 (PARKING REQUIREMENTS FOR R-E, R-2 AND RMD USES) of Section 18.10.060 (Parking) of Chapter 18.10 (Low-Density Residential (RE, R-2 and RMD) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: [. . .] TABLE 3 PARKING REQUIREMENTS FOR R-E, R-2 AND RMD USES Single-family residential use (excluding accessory dwelling units) 2 spaces per unit, of which one must be covered. Two family in the RE district, pursuant to California Government Code Section 65852.21 (SB 9, 2021) within one-half mile walking distance of either a high-quality transit corridor or a major transit stop, [. . .] // // Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 5  Packet Pg. 237 of 461  *NOT YET APPROVED* 5 0160106_20230511_ay16 SECTION 7. Section 18.10.070 (Accessory and Junior Accessory Dwelling Units) of Chapter 18.10 (Low-Density Residential (RE, R-2 and RMD) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.10.070 Accessory and Junior Accessory Dwelling Units Accessory Dwelling Units and Junior Accessory Dwelling Units are subject to the regulations set forth in Chapter 18.09 Section 18.42.040. SECTION 8. Section 18.12.020 (Applicable Regulations) of Chapter 18.12 (R-1 Single Family Residential District) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.12.020 Applicable Regulations The specific regulations of this chapter and the additional regulations and procedures established by Chapters 18.52 to 18.80 inclusive shall apply to the R-1 district including the R-1 subdistricts. Such regulations shall apply to construction of two units on an R1-zoned lot pursuant to California Government Code Section 65852.21 (SB 9), except as modified by Section 18.42.180. SECTION 9. Section 18.12.030 (Land Uses) of Chapter 18.12 (R-1 Single Family Residential District) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.12.030 Land Uses The permitted and conditionally permitted uses for the single family residential districts are shown in Table 1: Table 1 PERMITTED AND CONDITIONAL R-1 RESIDENTIAL USES [. . .] [. . .] [. . .] RESIDENTIAL USES Single-Family P Two-Family use, under one ownership P 18.42.180 Mobile Homes P 18.42.100 Residential Care Homes P [. . .] [. . .] [. . .] P = Permitted Use CUP = Conditional Use Permit Required Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 6  Packet Pg. 238 of 461  *NOT YET APPROVED* 6 0160106_20230511_ay16 SECTION 10. Section 18.12.040 (Site Development Standards) of Chapter 18.12 (R-1 Single Family Residential District) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.12.040 Site Development Standards (a) Site Specifications, Building Size, Height and Bulk, and Residential Density The development standards for the R-1 district and the R-1 subdistricts are shown in Table 2, except to the extend such standards may be modified by Section 18.42.180 for two-family uses pursuant to California Government Code Section 65852.21 (SB 9, 2021): [. . .] SECTION 11. Section 18.12.060 (Parking) of Chapter 18.12 (R-1 Single Family Residential District) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.12.060 Parking Off-street parking and loading facilities shall be required for all permitted and conditional uses in accord with Chapters 18.52 and 18.54 of this title. The following parking requirements apply in the R- 1 districts. These requirements are included for reference purposes only, and in the event of a conflict between this Section 18.12.060 and any requirement of Chapters 18.52 and 18.54, Chapters 18.52 and 18.54 shall apply, except in the case of parcels created pursuant to Section 18.10.140(c) (subdivision incentive for historic preservation). (a) Parking Requirements for Specific Uses Table 4 shows the minimum off-street automobile parking requirements for specific uses within the R-1 district. Single-family residential use (excluding accessory dwelling units) 2 spaces per unit, of which one must be covered. Two family use pursuant to California Government Code Section 65852.21 (SB 9, 2021) within one-half mile walking distance of either a high-quality transit corridor or a major transit stop, Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 7  Packet Pg. 239 of 461  *NOT YET APPROVED* 7 0160106_20230511_ay16 [. . .] SECTION 12. Section 18.12.070 (Accessory and Junior Accessory Dwelling Units) of Chapter 18.12 (R-1 Single Family Residential District) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.12.070 Accessory and Junior Accessory Dwelling Units Accessory Dwelling Units and Junior Accessory Dwelling Units are subject to the regulations set forth in Chapter 18.09 Section 18.42.040. SECTION 13. Section 18.40.160 (Replacement Project or Discretionary Review Required) of Chapter 18.40 (General Standards and Exceptions) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.40.160 Replacement Project or Discretionary Review Required (a) No permit required under Title 2 (Administrative Code), Title 12 (Public Works and Utilities), or Title 16 (Building Regulations) shall be issued for demolition or deconstruction of a single family residence or duplex in the Low-Density Residential District (Chapter 18.10) or Single Family Residential District (Chapter 18.12), except for deconstruction pursuant to Section 16.14.130 or where necessary for health and safety purposes (as determined by the City's Building Official), unless building permit plans for a replacement project have been approved. This subsection shall also apply to demolition of a single family residence or duplex in the Multiple Family Residential District (Chapter 18.13) when the replacement project does not require discretionary review. (b) No permit required under Title 2 (Administrative Code), Title 12 (Public Works and Utilities), or Title 16 (Building Regulations) shall be issued for any project requiring discretionary review under Title 18 or Title 21, unless the application for discretionary review has been approved. SECTION 14. Section 18.52.020 (Definitions) of Chapter 18.52 (Parking and Loading Requirements) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.52.020 Definitions For purposes of this chapter: [. . .] (h) “Within one block of a car share vehicle” means within 600 feet of a parking space permanently reserved for use by a car share vehicle. (h)(i) Definitions for other parking-related terms can be found in Section 18.04.030(a) (Definitions), including “Parking as a principal use,” “Parking facility,” and “Parking space.” Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 8  Packet Pg. 240 of 461  *NOT YET APPROVED* 8 0160106_20230511_ay16 SECTION 15. Table 1 (Minimum Off-Street Parking Requirements of Section 18.52.040 (Off- Street Parking, Loading, and Bicycle Facility Requirements) of Chapter 18.52 (Parking and Loading Requirements) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.52.040 Off-Street Parking, Loading and Bicycle Facility Requirements [. . .] Table 1 Minimum Off-Street Parking Requirements (# of spaces) 1 Term (LT) and [. . .] [. . .] [. . .] [. . .] Residential (R-2 & RMD Districts) one space per unit must be covered Tandem Parking Allowed, with one tandem space per unit, associated directly with another parking space unit pursuant to Section 18.42.180) spaces required if the unit is located within one-half mile walking distance of either a high-quality transit corridor or a major transit stop, as defined in California Public Resources Code Sections 21155 and 21064.3 respectively, or located within one block of a car share unit [. . .] // // Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 9  Packet Pg. 241 of 461  *NOT YET APPROVED* 9 0160106_20230511_ay16 SECTION 16. Section 18.42.180 (Standards for Two Units on Single Family Zoned Lots Pursuant to Senate Bill 9) of Chapter 18.42 (Standards for Special Uses) of Title 18 (Zoning) of the Palo Alto Municipal Code is added to read as follows: 18.42.180 Standards for Two Units on Single Family Zoned Lots Pursuant to Senate Bill 9. (a) Purpose. This section sets forth special regulations applicable to the construction of two dwelling units on single family lots in the R-1 (and R-1 subdistricts) and R-E zone districts, pursuant to California Government Code Sections 65852.21 and 66411.7 (SB 9, 2021). In the event of a conflict between the provisions of this section and the generally applicable regulations of Chapters 18.10, 18.12, and 18.52-18.80, inclusive, the provisions of this section shall prevail. (b) Definitions. As used in this section: (1) “Specific, adverse impact” means a significant, quantifiable, direct, and unavoidable impact, based on objective, identified written public health or safety or physical environmental standards, policies, or conditions as they existed on the date the application was deemed complete. Inconsistency with the zoning ordinance or general plan land use designation shall not constitute a specific, adverse, impact. (2) “Sufficient to allow separate conveyance” means the two dwelling units constitute clearly defined, separate, and independent housekeeping units without interior access points to the other dwelling unit. (3) “Two dwelling units” means the development proposes two new units on a vacant lot or proposes to add one new unit to one existing unit on a lot. This does not include the development of a single dwelling unit on a vacant lot. (4) “Unit” means any dwelling unit, including, but not limited to a primary dwelling unit, an accessory dwelling unit, or a junior accessory dwelling unit. (c) Applicability. When an application is submitted that includes both (1) the construction of two dwelling units under this section and (2) other redevelopment work that is not integral to creation of a new dwelling unit and would generally require discretionary review, only the portions required for construction of dwelling units shall be reviewed ministerially. In addition, this section shall not apply in any of the following circumstances: (1) Parcels described California Government Code Section 65913.4, subdivisions (a)(6)(B) through (a)(6)(K) inclusive. Such parcels include, for example, parcels located in wetlands, in very high fire severity zones (unless the site has adopted certain fire hazard mitigation measures), and in special flood hazard areas or regulatory floodways (unless the site meets certain federal requirements for development). (2) Parcels on which an owner of residential real property has exercised the owner’s rights under state law to withdraw accommodations from rent or lease within the past 15 years. Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 10  Packet Pg. 242 of 461  *NOT YET APPROVED* 10 0160106_20230511_ay16 (3) The development would require alteration or demolition of any of the following types of housing (A) Housing that is subject to a recorded covenant, ordinance, or law that restricts rents to levels affordable to persons and families of moderate, low, or very low income. (B) Housing that is subject to any form of rent or price control through a public entity’s valid exercise of its police power. (C) Housing that has been occupied by a tenant in the last three years. (4) The development would result in the demolition of more than 25 percent of the existing exterior structural walls of a site that has been occupied by a tenant in the last three years. (5) The development is located within a historic district or property included on the State Historic Resources Inventory, as defined in California Public Resources Code Section 5020.1, or within a site that is designated or listed on the City’s historic inventory. (6) The building official finds that the development would have a specific, adverse impact on public health and safety or the physical environment that cannot be feasibly mitigated or avoided. (d) Application Process. (1) The Director is authorized to promulgate regulations, forms, and/or checklists setting forth application requirements for the development of dwelling units under this section. (2) The City shall ministerially approve or disapprove an application pursuant to this section. (e) Development Standards. (1) A project proposing two dwelling units on a parcel in the R-1 or RE districts shall be subject to the development standards set forth in Chapters 18.12 and 18.10, respectively except as provided herein. (2) All construction pursuant to this section shall comply with objective design standards adopted by the City Council. However, an applicant seeking to deviate from the objective design standards (except to the extent necessary to construct a unit of 800 square feet) may elect to submit an application under the base requirements of Chapters 18.10, or 18.12, including, if applicable, Single Family Individual Review. (3) If the application of any development standard or design standard would necessarily require that one or more proposed units be less than 800 square feet, such standard shall be relaxed to the minimum extent necessary to allow construction of a unit or units of at least 800 square feet. The Director may publish regulations governing the order in which objective standards shall be waived or relaxed in such circumstances. (4) Setbacks from side and rear property lines, including street-side property lines, shall be no less than four feet, except in the case of existing non-complying Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 11  Packet Pg. 243 of 461  *NOT YET APPROVED* 11 0160106_20230511_ay16 structures or structures reconstructed in the same location and to the same dimensions as an existing structure, in which case existing setbacks less than four feet may be maintained. No setback is required from an internal lot line newly created pursuant to Chapter 21.10, for adjacent or connected structures separated by the new lot line, provided that the structures meet building code safety standards and are sufficient to allow separate conveyance. (5) Off-street parking shall be provided pursuant to Chapters 18.52 and 18.54. (6) In the event that a project is proposed on a site that has been subject to an Urban Lot Split under Chapter 21.10, and the project would result in three or more detached units across the two parcels created by the urban lot split, any new units shall not exceed 800 square feet. (7) Accessory structures, such as garages and shed are permitted consistent with the provisions of the zoning district; however, no accessory structure shall have a floor area exceeding 500 square feet. (8) The Director of Public Works may promulgate standards for adjacent public improvements, such as curb cuts and sidewalks, in relation to development pursuant to this Section. (f) General Requirements. (1) A maximum of two units may be located on any parcel that is created by an Urban Lot Split under Chapter 21.10. Accessory dwelling units and junior accessory dwelling units shall not be permitted on any such parcel already containing two units. (2) On parcels that are not the result of an Urban Lot Split under Chapter 21.10, accessory dwelling units may be proposed in addition to the primary dwelling unit or units, consistent with Chapter 18.09, provided, however, that ADUs associated with projects proceeding under this Section shall not receive any exemption from Floor Area Ratio except to the minimum extent required by California Government Code Section 65852.2. (3) A rental of any unit created pursuant to this Section shall be for a term longer than 30 consecutive days. (4) For residential units connected to an onsite wastewater treatment system, a percolation test completed within the last 5 years, or, if the percolation test has been recertified, within the last 10 years. (5) Each unit shall have a permanent street address. (6) The owner and all successors in interest in the subject property shall agree to participate in any City survey of properties that have constructed dwelling units pursuant to this Section. (g) Effective Dates. This section shall remain in effect until such time as Government Code Section 65852.21 is repealed or superseded or its requirements for ministerial approval of no more than two units on a single family zoned lot are materially amended, whether by legislation or initiative, at which time this section shall become null and void. Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 12  Packet Pg. 244 of 461  *NOT YET APPROVED* 12 0160106_20230511_ay16 SECTION 17. Chapter 21.10 (Urban Lot Splits) of Title 21 (Subdivisions and Other Divisions of land) of the Palo Alto Municipal Code is added to read as follows: Chapter 21.10 PARCEL MAPS FOR URBAN LOT SPLITS IN SINGLE-FAMILY ZONES Section 21.10.010 Purpose Section 21.10.020 Definitions Section 21.10.030 Applicability Section 21.10.040 General Requirements Section 21.10.050 Application and Review of an Urban Lot Split Section 21.10.060 Effective dates Section 21.10.010 Purpose This chapter sets forth special regulations applicable to the subdivision of a single family lot in the R-1 district (and R-1 subdistricts) or R-E district into two new lots, pursuant to California Government Code Section 66411.7 (SB 9, 2021). Section 21.10.020 Definitions As used in this chapter: (a) “Acting in concert” means pursuing a shared goal to split adjacent lots pursuant to an agreement or understanding, whether formal or informal. (b) “Specific, adverse impact” means a significant, quantifiable, direct, and unavoidable impact, based on objective, identified written public health or safety or physical environmental standards, policies, or conditions as they existed on the date the application was deemed complete. Inconsistency with the zoning ordinance or general plan land use designation shall not constitute a specific, adverse, impact. (c) “Unit” means any dwelling unit, including, but not limited to, a unit or units created pursuant to Section 18.42.180, a primary dwelling unit, an accessory dwelling unit, or a junior accessory dwelling unit. (d) “Urban Lot Split” means the subdivision of an existing legal parcel in the R-1 district (and R-1 subdistricts) or R-E district to create no more than two new parcels of approximately equal area, pursuant to this Chapter and California Government Code Section 66411.7. Section 21.10.030 Applicability The provisions of this chapter shall apply only to lots in the R-1 district (and R-1 subdistricts) or R-E zone district. Except as modified by this Chapter, all provisions of Title 21 shall apply to an application for urban lot split. An Urban Lot Split is not available in any of the following circumstances: (a) A parcel described California Government Code Section 65913.4, subdivisions (a)(6)(B) through (a)(6)(K) inclusive. Such parcels include, for example, parcels located in wetlands, in very high fire severity zones (unless the site has adopted certain fire hazard mitigation measures), and in special flood hazard areas or regulatory floodways (unless the site meets certain federal requirements for development). Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 13  Packet Pg. 245 of 461  *NOT YET APPROVED* 13 0160106_20230511_ay16 (b) A parcel on which an owner of residential real property has exercised the owner’s rights under state law to withdraw accommodations from rent or lease within the past 15 years. (c) A parcel that was created by prior exercise of an Urban Lot Split. (d) A parcel adjacent to a parcel that was created by prior exercise of an Urban Lot Split by the owner, or a person acting in concert with the owner of the parcel sought to be split. (e) The Urban Lot Split would require alteration or demolition of any of the following types of housing (1) Housing that is subject to a recorded covenant, ordinance, or law that restricts rents to levels affordable to persons and families of moderate, low, or very low income. (2) Housing that is subject to any form of rent or price control through a public entity’s valid exercise of its police power. (3) Housing that has been occupied by a tenant in the last three years. (f) The Urban Lot Split is located within a historic district or property included on the State Historic Resources Inventory, as defined in California Public Resources Code Section 5020.1, or within a site that is designated or listed on the City’s historic inventory. (g) The building official finds that the development would have a specific, adverse impact on public health and safety or the physical environment that cannot be feasibly mitigated or avoided. Section 21.10.040 General Requirements (a) The minimum size for a parcel created by an Urban Lot Split is 1,200 square feet. (b) The lots created by an Urban Lot Split must be of approximately equal area, such that no resulting parcel shall be smaller than 40 percent of the lot area of the original parcel proposed for subdivision. (c) Where existing dwelling units on the property are to remain, no lot line may be created under this Chapter in a manner that would bisect any structure or that would result in more than two dwelling units on any resulting parcel. (d) Newly created lot lines shall not render an existing structure noncomplying in any respect (e.g. floor area ratio, lot coverage, parking), nor increase the degree of noncompliance of an existing noncompliant structure. (e) Each parcel shall comply with any objective lot design standards for Urban Lot Splits adopted by the City Council. (f) Utility easements shall be shown on the parcel map, and recorded prior to, or concurrent with final parcel map recordation. (g) A covenant necessary for maintenance of stormwater treatment facilities shall be recorded prior to, or concurrent with final map recordation. (h) Existing driveways to be demolished shall follow the procedure(s) in 12.08.090 Elimination of abandoned driveway. (i) A maintenance agreement shall be recorded to ensure shared maintenance of any shared access easements, stormwater treatment, landscaping and private utilities, prior to final parcel map recordation. Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 14  Packet Pg. 246 of 461  *NOT YET APPROVED* 14 0160106_20230511_ay16 Section 21.10.050 Application and Review of an Urban Lot Split (a) The director of planning is authorized to promulgate regulations, forms, and/or checklists setting forth application requirements for a parcel map for an Urban Lot Split under this Chapter. An application shall include an affidavit from the property owner, signed under penalty of perjury under the laws of California, that: (1) The proposed urban lot split would not require or authorize demolition or alteration of any of the housing described in Section 21.10.030, subdivision (e). (2) The proposed urban lot split is not on a parcel described in Section 21.10.030. (3) The owner intends to occupy one of the housing units located on a lot created by the parcel map as their principal residence for a minimum of three years from the date of the recording of the parcel map. (4) The rental of any unit on the property shall be for a term longer than 30 consecutive days. (5) The resulting lots will be for residential uses only. (b) A parcel map for an Urban Lot Split must be prepared by a registered civil engineer or licensed land surveyor in accordance with Government Code sections 66444 – 66450 and this Chapter. Unless more specific regulations are adopted by the director of planning, the parcel map shall be in the form and include all of the information required of a Preliminary Parcel Map by Chapter 21.12, as well as any additional information required of a Parcel Map by Chapter 21.16. In addition, the face of the Parcel Map shall contain a declaration that: (1) Each lot created by the parcel map shall be used solely for residential dwellings. (2) That no more than two dwelling units may be permitted on each lot. (3) That rental of any dwelling unit on a lot created by the parcel map shall be for a term longer than 30 consecutive days. (4) A lot created by a parcel map under this Chapter shall not be further subdivided. (c) Upon receipt of a parcel map for an Urban Lot Split, the director of planning shall transmit copies to the city engineer, chief building official, director of utilities, chief of police, fire chief, director of transportation, and such other departments of the city, and any other agencies, as may be required by law or deemed appropriate. (d) The director of planning shall cause a notice of the pending application to be posted at the site of the proposed Urban Lot Split and for notice to be mailed to owners and residents of property within 600 feet of the property. (e) The director of planning shall ministerially review and approve a parcel map for Urban Lot Split if they determine that the parcel map application meets all requirements of this Chapter. The director of planning shall deny a parcel map application that does not meet any requirement of this Chapter. (f) The Director of Planning shall determine the appropriate fee required for an application for parcel map for an Urban Lot Split, which may be the fee currently established for a Preliminary Parcel Map or Parcel Map. // Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 15  Packet Pg. 247 of 461  *NOT YET APPROVED* 15 0160106_20230511_ay16 Section 21.10.060 Effective Dates. This chapter shall remain in effect until such time as Government Code Section 66411.7 is repealed or superseded or its requirements for ministerial approval of an Urban Lot Split on a single family zoned lot are materially amended, whether by legislation or initiative, at which time this chapter shall become null and void. SECTION 18. Section 18.13.040 (Development Standards) of Chapter 18.13 (Multiple Family Residential (RM-20, RM-30 and RM-40) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: 18.13.040 Development Standards (a) Site Specifications, Building Size and Bulk, and Residential Density [. . .] Table 2 Multiple Family Residential Development Table Area Ratio (4) SECTION 19. Section 18.13.045 (Increased Floor Area for Housing Developments of 3-10 Units) of Chapter 18.13 (Multiple Family Residential (RM-20, RM-30 and RM-40) Districts) of Title 18 (Zoning) of the Palo Alto Municipal Code is added to read as follows: 18.13.045 Increased Floor Area for Housing Developments of 3-10 Units (a) A housing development project, as defined in California Government Code Section 65589.5, that is in an RM-20, RM-30 or RM-40 District shall be allowed to increase its floor area ratio as follows: (i) A housing development project of three to seven units shall have a maximum floor area ratio of 1.0:1. (ii) A housing development project of eight to ten units shall have a maximum floor area ratio of 1.25:1. (b) This section shall not apply within a historic district or property included on the State Historic Resources Inventory, as defined in California Public Resources Code Section 5020.1, or within a site that is designated or listed on the City’s historic inventory. Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 16  Packet Pg. 248 of 461  *NOT YET APPROVED* 16 0160106_20230511_ay16 SECTION 20. Section 18.16.060 (Development Standards) of Chapter 18.16 (Neighborhood, Community, and Service Commercial (CN, CC and CS)) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: (a) Exclusively Non-Residential Uses [. . .] (b) Mixed Use and Residential Table 4 specifies the development standards for new residential mixed use developments and residential developments. These developments shall be designed and constructed in compliance with the following requirements and the context-based design criteria outlined in Section 18.16.090, provided that more restrictive regulations may be recommended by the architectural review board and approved by the director of planning and development services, pursuant to Section 18.76.020. Table 4 Mixed Use and Residential Development Standards CN CC CC(2) CS Subject to regulations in Residential Floor Area section (e) below Nonresidential Floor Area Use Floor Area [. . .] SECTION 21. Section 18.16.065 (Increased Floor Area for Housing Developments of 3-10 Units) of Chapter 18.16 (Neighborhood, Community, and Service Commercial (CN, CC and CS)) of Title 18 (Zoning) of the Palo Alto Municipal Code is added to read as follows: Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 17  Packet Pg. 249 of 461  *NOT YET APPROVED* 17 0160106_20230511_ay16 18.16.065 Increased Floor Area for Housing Developments of 3-10 Units (a) A housing development project as defined in paragraph (2) of subdivision (h) of Section 65589.5 of the Government Code of the State of California that is in a CN, CC or CS District shall be allowed to increase its floor area ratio as follows: (i) A housing development project of three to seven units shall have a maximum floor area ratio of 1.0:1. (ii) A housing development project of eight to ten units shall have a maximum floor area ratio of 1.25:1. (b) This bonus shall not apply within a historic district or property included on the State Historic Resources Inventory, as defined in Section 5020.1 of the Public Resources Code of the State of California, or within a site that is designated or listed as a city or county landmark or historic property or district pursuant to a city or county ordinance. (c) For mixed use development, total mixed use floor area ratio shall be increased to the extent necessary to accommodate a non-residential floor area ratio of 0.4:1 for retail and retail-like uses only. SECTION 22. Section 18.18.060 (Development Standards) of Chapter 18.18 (Downtown Commercial (CD) District) of Title 18 (Zoning) of the Palo Alto Municipal Code is amended to read as follows: (a) Exclusively Non-Residential Use [. . .] (b) Mixed Use and Residential Table 3 specifies the development standards for new residential mixed use developments and residential developments. These developments shall be designed and constructed in compliance with the following requirements and the context-based design criteria outlines in Section 18.18.110, provided that more restrictive regulations may be recommended by the architectural review board and approved by the director of planning and development services, pursuant to Section 18.76.020: TABLE 3 MIXED USE AND RESIDENTIAL DEVELOPMENT STANDARDS CD-C CD-S CD-N Subject to regulations in Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 18  Packet Pg. 250 of 461  *NOT YET APPROVED* 18 0160106_20230511_ay16 Total Floor Area Ratio (FAR)(3) (1) Required usable open space: (1) may be any combination of private and common open spaces; (2) does not need to be located on the ground (but rooftop gardens are not included as open space except as provided below); (3) minimum private open space dimension 6; and (4) minimum common open space dimension 12 For CN and CS sites on El Camino Real, CS sites on San Antonio Road between Middlefield Road and East Charleston Road and CC(2) sites that do not abut a single- or two-family residential use or zoning district, rooftop gardens may qualify as usable open space and may count as up to 60% of the required usable open space for the residential component of a project. In order to qualify as usable open space, the rooftop garden shall meet the requirements set forth in Section 18.40.230. [. . .] (3) FAR may be increased with transfers of development, increased floor area for housing development projects with 3-10 residential units and/or bonuses for seismic and historic rehabilitation upgrades, not to exceed a total site FAR of 3.0:1 in the CD-C subdistrict or 2.0:1 in the CD-S or CD-N subdistrict. [. . .] (5) The weighted average residential unit size shall be calculated by dividing the sum of the square footage of all units by the number of units. For example, a project with ten 800- square foot 1-bedroom units, eight 1,200-square foot 2-bedroom units, and two 1,800- square foot 3-bedroom units would have a weighted average residential unit size of [. . .] SECTION 23. Section 18.18.065 (Increased Floor Area for Housing Developments of 3-10 Units) of Chapter 18.18 (Downtown Commercial (CD) District) of Title 18 (Zoning) of the Palo Alto Municipal Code is added to read as follows: 18.16.065 Increased Floor Area for Housing Developments of 3-10 Units (a) A housing development project as defined in paragraph (2) of subdivision (h) of Section 65589.5 of the Government Code of the State of California that is in a CD Districts shall be allowed to increase its floor area ratio as follows: (i) A housing development project of three to seven units shall have a maximum residential floor area ratio of 1.0:1. (ii) A housing development project of eight to ten units shall have a maximum residential floor area ratio of 1.25:1. (b) This bonus shall not apply within a historic district or property included on the State Historic Resources Inventory, as defined in Section 5020.1 of the Public Resources Code Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 19  Packet Pg. 251 of 461  *NOT YET APPROVED* 19 0160106_20230511_ay16 of the State of California, or within a site that is designated or listed as a city or county landmark or historic property or district pursuant to a city or county ordinance. (c) For mixed use development in the CD-N and CD-S subdistricts, total floor area ratio shall be increased to the extent necessary to accommodate a non-residential floor area ratio of 0.4:1 for retail and retail-like uses only. (d) In no event shall total floor area ratio exceed 3.0:1 in the CD-C subdistrict, or 2.0:1 in the CD-N and CD-S subdistricts. SECTION 24. Section 16.65.025 (Exemptions) of Chapter 16.65 (Citywide Affordable Housing Requirements) of Title 16 (Building Regulations) of the Palo Alto Municipal Code is amended to read as follows (new text underlined and deletions struck-through; omissions are noted with [. . .] for large sections of unchanged text): 16.65.025 Exemptions. The following development projects are exempt from the provisions of this chapter: (a) Residential projects consisting of the construction of one or two units, other than accessory dwelling units and junior accessory dwelling units, unless: (1) included in a mixed use project, (2) constructed on a lot created by an Urban Lot Split under Chapter 21.10; or (3) resulting in a two-family use on a single-family zoned lot; (b) Accessory dwelling units, unless: (1) constructed on a lot created by an Urban Lot Split under Chapter 21.10; or (2) the accessory dwelling unit is constructed on a single-family zoned lot containing a two-family use; (c) Junior accessory dwelling units and, notwithstanding subsection (b), all accessory dwelling units less than 750 square feet; [. . .] SECTION 25. 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. SECTION 26. The City Council finds that this Ordinance is statutorily exempt from the requirements of the California Environmental Quality Act (CEQA) for the following reasons. Under Government Code Sections 66411.7(n) and 65852.21(j), an ordinance adopted to implement the requirements of SB 9 shall not be considered a project under CEQA. Additional sections of this ordinance implementing SB 478 are exempt pursuant to Section 15061 of the State CEQA Guidelines because they simply reflect pre-emptive state law that will be effective January 1, 2022. As such, this ordinance does not reflect a change from the status quo and it therefore can be seen with certainty that there is no possibility that the ordinance will have a significant effect on the environment. // Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 20  Packet Pg. 252 of 461  *NOT YET APPROVED* 20 0160106_20230511_ay16 SECTION 27. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ Assistant City Attorney City Manager ____________________________ Director of Planning and Development Services Item 10 Attachment A - Permanent SB 9 and SB 478 Ordinance        Item 10: Staff Report Pg. 21  Packet Pg. 253 of 461  City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: City Manager Meeting Date: June 12, 2023 Report #:2305-1589 TITLE Approval of a Protocol for Council Member Co-Hosting of Neighborhood Town Hall Meetings RECOMMENDATION Staff recommends approval of a Protocol for Council Member Co-Hosting of Neighborhood Town Hall Meetings BACKGROUND In the fall of 2022, the City launched a reimagined and retooled Neighborhood Town Halls effort, in partnership with Palo Alto Neighborhoods leadership and former Mayor and current Council Member Pat Burt and Mayor Lydia Kou. Based on Council input, Neighborhood Town Halls are being held each quarter, for a total of four in a given calendar year. Based on the experience gained to date, staff and the Council Members co-hosting the next Neighborhood Town Hall have discussed issues associated with Council Member participation as co-hosts, and are proposing a protocol to clarify this going forward. Two Neighborhood Town Hall meetings have occurred to date: October 2022: Included Barron Park, Barron Square, Greenacres I, Greenacres II, Palo Alto Orchards and Monroe Park and co-hosted by former Mayor Pat Burt and Mayor Lydia Kou. March 2023: Included Greenmeadow, Greendell, Walnut Grove, Fairmeadow, Charleston Meadow, Charleston Garden, Greenhouse, Charleston Village, Adobe Meadow, Meadow Park, and San Alma HOA and co-hosted by Vice Mayor Greer Stone, Council Members Greg Tanaka and Pat Burt. A third meeting is set for June 11, 2023 to include College Terrace, Evergreen, Mayfield, Ventura and Palo Alto Central and will be co-hosted by Council Members Ed Lauing, Julie Lythcott-Haims and Vicki Veenker. Item 11 Item 11 Staff Report        Item 11: Staff Report Pg. 1  Packet Pg. 254 of 461  To date, Council Members have volunteered to co-host the Neighborhood Town Hall meetings, except for the March meeting where neighborhood leaders requested a third Council Member to participate. Following the June 2023 Neighborhood Town Hall, all current Council Members will have co-hosted at least one Neighborhood Town Hall meeting. ANALYSIS Item 11 Item 11 Staff Report        Item 11: Staff Report Pg. 2  Packet Pg. 255 of 461  E. Given the mismatch between seven Council Members and eight meetings, while the protocol may not all come out exactly equal, the goal is to establish a clear and more equitable process with everyone having the opportunity to host at least two meetings every two years. FISCAL/RESOURCE IMPACT There are no fiscal impacts associated with this recommendation. STAKEHOLDER ENGAGEMENT The proposed process as outlined helps to advance the Neighborhood Town Hall effort and supports the City’s community engagement activities presented to the City Council on April 10, 2023. Previous Neighborhood Town Hall meeting materials is available online. •April 10, 2023 Community Engagement Study Session Staff Report, https://cityofpaloalto.primegov.com/Portal/viewer?id=1680&type=0 •Neighborhood Town Hall meeting materials are posted on the City’s website at www.cityofpaloalto.org/engage. ENVIRONMENTAL REVIEW Council action on this item is not a project as defined by CEQA because approval of this protocol is a continuing administrative activity. CEQA Guidelines section 15378(b)(2). ATTACHMENTS Attachment A: Neighborhood Town Hall Meeting Reference Materials APPROVED BY: Ed Shikada, City Manager Item 11 Item 11 Staff Report        Item 11: Staff Report Pg. 3  Packet Pg. 256 of 461  ATTACHMENT A The following table is for reference and summarize the completed Neighborhood Town Hall meetings by quarter to date, those in the planning stages, and a proposed rotation through the end of 2024. Table 1 Q4: October - December Vice Mayor Lydia Kou Group 6: Barron Park Barron Square Greenacres I Greenacres II Palo Alto Orchards 2023 March Stone Council Members Greg Tanaka, Pat Burt Group 7: Greenmeadow Greendell Walnut Grove Fairmeadow Charleston Meadow Charleston Garden= Greenhouse Charleston Village Adobe Meadow Meadow Park Vicki Veenker, Ed Lauing, Julie Lythcott-Haims Group 4: College Terrace Evergreen Mayfield Ventura 2023 September Group 2 Downtown North University South (Plus Professorville) Sand Hill Corridor this quarter or would need to host two meetings in Q4 as a result of Midtown/Palo Verde requesting Item 11 Attachment A - Neighborhood Town Hall Meeting Reference Materials        Item 11: Staff Report Pg. 4  Packet Pg. 257 of 461  Q4: October- December Group 5: Midtown 2024 March Group 1: Crescent Park Duveneck/St. Francis Community Center Group 8 Palo Alto Hills Esther Park September Group 3 Old Palo Alto Southgate Summer December Rotation Starts Again Group 6: Barron Park Barron Square Greenacres I Greenacres II Palo Alto Orchards Monroe October/Early Nov. To Avoid Holidays *To hold a fourth meeting in the calendar year, another meeting could be set either in Q3 (July- September) or a second meeting in Q4 (likely November-December). Item 11 Attachment A - Neighborhood Town Hall Meeting Reference Materials        Item 11: Staff Report Pg. 5  Packet Pg. 258 of 461  City Council Staff Report Report Type: CONSENT CALENDAR Lead Department: City Clerk Meeting Date: June 12, 2023 Report #:2305-1590 TITLE Approval of 2023-2024 Boards, Commissions and Committees Work Plans: A. Architectural Review Board B. Historic Resources Board C. Park and Recreation Commission D. Planning and Transportation Commission E. Public Art Commission F. Stormwater management Oversight Committee G. Utilities Advisory Commission RECOMMENDATION Staff recommends Council review and approve the 2023-2024 Board and Commission work plans for the Architectural Review Board, Historic Resources Board, Parks and Recreation Commission, Planning and Transportation Commission, Public Art Commission, Stormwater Management Oversight Committee, and Utilities Advisory Commission. DISCUSSION On November 30, 2020, the City Council adopted the Boards, Commissions and Committees (BCC) Handbook, which implemented an annual review and approval of BCC work plans. Each BCC is required to prepare an annual work plan for review and approval by the Council by second quarter of the calendar year. The annual report should include the results of the prior year’s plan and should consist of up to three priorities. When applicable, the City Council would like to see metrics of community involvement and participation in meetings and activities included in the work plan. Council may refer additional items to the BCCs in response to new developments. BCCs should work on the items outlined in the approved workplans over the course of the year and should refrain from expending their time and staff resources on items that have not been approved by the City Council. Item 12 Item 12 Staff Report        Item 12: Staff Report Pg. 1  Packet Pg. 259 of 461  In the event a BCC would like to add an item to the workplan for review after an annual workplan has been approved by the City Council, a prompt request by the BCC Chair to the City Council is required and the item will then be addressed by the City Council as a whole. FISCAL/RESOURCE IMPACT ATTACHMENTS APPROVED BY: Item 12 Item 12 Staff Report        Item 12: Staff Report Pg. 2  Packet Pg. 260 of 461  Architectural Review Board 2023-2024 Workplan Staff Liaison: Claire Raybould, AICP, Senior Planner Lead Department: Current Planning, Planning and Development Services Division About the Board The Architectural Review Board is composed of five members, at least three of whom are architects, landscape architects, building designers or other design professionals. Terms are for three years. See Palo Alto Municipal Code (PAMC) Chapter 2.21. Residency is not required. For the ARB webpage go to bit.ly/paloaltoARB. Current Boardmembers •Peter Baltay (Chair) •Kendra Rosenberg (Vice Chair) •Osma Thompson •Yingxi Chen •David Hirsch Mission Statement The Architectural Review Board reviews and makes recommendations to the Planning Director on the building design, site planning, landscape planning, massing and facades, material selection, lighting, signage and other related issues for most major new construction including additions and renovations that alter the exterior building face. The type of buildings reviewed include commercial, industrial, and multiple-family residential. In addition, the ARB is a resource as knowledgeable observers of many varied urban environments, to assist Palo Alto as it develops area plans to accommodate additional housing. The ARB Scope of Review is fully noted in Title 18 of the Municipal Code, Chapter 18.76 under Section 18.76.020 Prior Year Accomplishments •The ARB takes prides in its collaborative process of review, where members meld their individual opinions and experience into one democratic summary that improves proposed projects and therefore the quality of the Palo Alto built environment. This past year, the ARB reviewed over 20 projects including 10 major multi-family housing and commercial projects as well as larger retail modifications in Stanford Shopping Center, meeting Goal 1 of the annual work plan for 2022-2023. •The ARB provided valuable feedback to assist Council with respect to the permanent parklet program as well as updates to the city’s tree protection ordinance. The feedback assisted Council in adopting permanent parklet standards related to a new ordinance related to a permanent parklet program. This work was consistent with Goal 2 of the fiscal year 2023 work plan. •The ARB used its expertise in coordination with staff and their consultant to develop Objective Standards from the City’s existing subjective guidelines and findings that are unique to the City. This will help to ensure that housing development projects continue to meet the City’s high-quality design standards while also going through the City’s streamlined review process. This work satisfied Goal 3 of the 2022-2023 work plan. Item 12 Attachment A - Architectural Review Board Work Plan        Item 12: Staff Report Pg. 3  Packet Pg. 261 of 461  •The ARB held an awards ceremony on September 21st to celebrate outstanding projects that have been built in the city between 2015 and 2020, meeting objective 4 of the annual Work Plan for 2022-2023. •The ARB adopted updates to its by-laws to conform with Council’s new handbook and again more recently to address new changes to the Brown Act in accordance with Council’s direction, meeting Goal 5 of the 2022-2023 annual work plan. •The ARB provided feedback for the Homekey project, prioritizing this critical housing project for the homeless. The ARB’s feedback ensured that the project is well designed to address the residents needs and is appropriate to its location within the Baylands with respect to colors and massing. •The ARB reviewed and swiftly approved amendments to the Stanford Medical Center Master Signage program to accommodate new directional signage, ensuring ease in locating needed medical services. PROJECT/GOAL 1:Review Planning applications for conformance with ARB Findings and Objective Standards BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This is the Board's main mission and serves to ensure the City develops high quality projects On-Going Planning staff prepare staff reports, packets and presentations. They ensure paper plan sets and material boards are ready for ARB review. Other departments, such as, City Attorney, Urban Forestry, Transportation, etc., may be required from time to time. Consultants, including CEQA consultants, may also be required. Issuance of recommendations on projects and high-quality architecture throughout the City. Yes HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Projects that include new housing units that will help with City reach its regional housing needs allocation (RHNA) N/A PROJECT/GOAL 2: Assist the City as it considers modifications to various Objective Standards; Provide feedback based on research from projects as they go through the objective standards ministerial processes; Suggest ways to better address different housing typology and address Objective Standards applicability to Coordinated Area Plans. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Streamline the objective standard review process and ensure that projects using the streamlined review process/objective standards conform to the City’s Comprehensive Plan, Goals and Policies, including its high-quality design standards Provide high level modifications to objective standards to Council by Fall 2023; If directed by Council, work with staff to propose specific code language for Council adopted by the end of FY 2024 Additional staff at Planning so that the quality and completeness of the work is maintained. Council Approval No HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Item 12 Attachment A - Architectural Review Board Work Plan        Item 12: Staff Report Pg. 4  Packet Pg. 262 of 461  In order of priority: •Modifications to address townhome projects •Modifications to address SB 9 •Modifications to address SOFA I and SOFA II areas Modifications based on implementation of the objective standards for projects under review (addition of standards or modifications to existing standards based on experience implementing the standards) No PROJECT/GOAL 3: Discuss specific Comprehensive Plan Goals, Policies, Programs or Design Guidelines the ARB would like to further explore/implement; If the City Council directs outreach to boards and commissions, provide comments on a preliminary schedule for the development of new Coordinated Area Plans for San Antonio, California Avenue, Downtown, El Camino Real areas. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This project would enhance implementation of the City's Comprehensive Plan On-going Planning staff to help research policies and programs; coordination with long range planning section staff. Increased adherence to Comprehensive Plan policies No HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED •Provide input on development standards for the GM Zoned properties between San Antonio and Fabian Way, which will be required to rezone to allow multi-family housing in accordance with the proposed Housing Element •Explore modifications to zoning code and/or land use as needed to facilitate and encourage mixed-use development of surface parking lots in the downtown area without loss of parking and on Stanford lands •Modifications to the El Camino Real and South El Camino Real Design Guidelines •Coordinated Area Plan for the San Antonio Area •Bird-friendly design guidelines No Item 12 Attachment A - Architectural Review Board Work Plan        Item 12: Staff Report Pg. 5  Packet Pg. 263 of 461  Historic Resources Board 2023-2024 Workplan Staff Liaison: Amy French, Chief Planning Official Lead Department: Planning and Development Services About the Commission Palo Alto, a Certified Local Government (CLG), is responsible to identify, evaluate, register, and preserve historic properties within its jurisdiction and promote the integration of local preservation interests and concerns into local planning and decision-making processes. Staff prepares an annual CLG report of the activities and submits these to the State Office of Historic Preservation. This HRB Work Plan covers May 2022 - April 2023. The HRB is 7 members (no vacancies currently) with terms of 3 years, staggered per Palo Alto Municipal Code (PAMC) Section 2.27.020. Residency is only required for one member: owner/occupant of a category 1 or 2 historic structure, or of a structure in a historic district. HRB webpage:https://www.cityofpaloalto.org/City-Hall/Boards-Commissions/Historic-Resources-Board. PDS historic preservation webpages: https://www.cityofpaloalto.org/Departments/Planning-Development-Services/Historic-Preservation Current Commissioners •Caroline Willis (Chair) •Christian Pease (Vice Chair) •David Bower •Margaret Wimmer •Gogo Heinrich •Mike Makinen •Alisa Eagleston-Cieslewicz Mission Statement Per Palo Alto Municipal Code Chapter 2.27 Historic Resources Board, Section 2.27.040 Duties, HRB purview is: (a) Render advice and guidance to a property owner upon the owner's application for alteration of any historic single family or duplex building in the downtown area and any such building designated as significant elsewhere in the city (b) Inform the ARB of the historical and/or architectural significance of historic commercial and multiple-family structures in the downtown area and any such buildings designated as significant elsewhere in the City that are under review by the ARB. Submit recommendations to the ARB regarding proposed exterior alterations of such historic structures (c) Recommend to the council the designation of additional buildings and districts as historic. Research available information and add historical information to the inventory sheets of historic structures/sites. This inventory is maintained in the department of planning and development services. (d) Perform such other functions as may be delegated from time to time to the HRB by the City Council. Item 12 Attachment B - Historic Resources Board Work Plan        Item 12: Staff Report Pg. 6  Packet Pg. 264 of 461  Prior Year Accomplishments The City submitted the CLG report for the October 2019 through September 2020 reporting period by the deadline in 2021. During the 20-21 work plan period, from June 2021 through April 14, 2022, the HRB met nine times in public hearings. The HRB reviewed and provided recommendations for exterior alterations of historic resources. The staff and preservation consultant continued to implement policy L7.2 as an ongoing activity. In Fall 2021, the HRB learned about recently adopted state legislation and partnered with staff to propose initiation of Comprehensive Plan program L7.1.1 during several HRB public hearings including the January 27, 2022 HRB retreat and March 10. PROJECT/GOAL 1: Ongoing Goal 1: Review alterations to historic resources. Review and provide recommendations on exterior alterations to historic resources in the Downtown (including SOFA) and on exterior alterations to Significant buildings (Inventory categories 1 and 2, and in Historic Districts) outside Downtown; Support owner-initiated inventory nominations and category upgrades; Update Review Bulletin previously approved by the HRB for use in October 2016, but which now needs adjustment. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED HRB's purview includes review of exterior alterations, support inventory category upgrades, and make nominations to our local inventory. Review of and clarifications to update the 2016 Review Bulletin will benefit the community's understanding of how the City reviews alterations to historic resources. Ongoing - historic reviews and category upgrades are performed pursuant to PAMC 16.49; Consideration of bulletin changes will be taken up by the HRB during the first quarter of the workplan. Bulletin will support outreach. Staff, the city's qualified historic preservation consultant, and the HRB review alterations and category upgrades to certain historic resources. Staff and the HRB will partner in the Bulletin update effort. Listed historic resources undergoing exterior alterations subject to HRB review presented to the HRB. Bulletin updated and posted to the City's historic preservation program webpages so homeowners can better understand impacts of being on the Inventory. Yes. PAMC 16.49 sets forth which resources shall be reviewed by the HRB. HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Review of alteration projects is high priority as primary work of the HRB per PAMC 16.49. Bulletin revisions are a medium priority - clarifications would help staff and the community. N/A PROJECT/GOAL 2: Ongoing Goal 2: Support implementation of Comp Plan Policy 7.2. Continue to support Policy L7.2 implementation (prepare historic evaluations to determine eligibility for the California Register of Historical Resources and associated tracking). BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Item 12 Attachment B - Historic Resources Board Work Plan        Item 12: Staff Report Pg. 7  Packet Pg. 265 of 461  Continuing Policy L7.2 implementation allows the City to learn historic status of buildings prior to major changes or proposed demolitions. Policy 7.2 is ongoing activity; property owners request historic evaluations. Policy L7.2: Case by case evaluations funded by property owners. Policy 7.2: City gradually finds properties previously unevaluated to be either ineligible or eligible for California Register. Certified Local Government activities - evaluate properties for historic status and nominate properties for listing on local inventory HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED High priority for the HRB to implement Comprehensive Plan policies related to historic resources; G2 Policy 7.2 began implementation in early 2018. N/A PROJECT/GOAL 3: NEW GOAL 3: Launch implementation of Policy L7.1.1. March 21, 2022, Council directed staff to "work with the HRB to review the approximately 165 properties deemed eligible previously and make recommendations for listing on the City's local inventory in accordance with the process set forth in PAMC 16.49 and collaborate with the HRB for community engagement." BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The impact of a Policy 7.1.1 launch is community engagement regarding values of preservation. Previously prepared forms will assist HRB, Council to consider nominations to our local inventory; listed properties gain access to existing preservation incentives. Policy L7.1.1 implementation will begin with outreach to owners of historic properties. Staff will begin following consultant contract execution (no deadline/no grant funding has been requested for this effort to date). Policy L7.1.1: Qualified historic preservation consultant needed to ascertain whether previously eligible properties remain and retain integrity. Consultant assistance needed to help staff with outreach and reports to the HRB and Council. Policy 7.1.1: City makes strides toward addiing new properties on its local Inventory, as well as updating current listings. More owners have access to existing incentives for historic resources. Certified Local Government activities - evaluate properties for historic status and nominate properties for listing on local inventory HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Implementation of Policy L7.1.1 has not begun. Local Inventory placement of properties previously found eligible for the National and California Registers became a priority followig passage of State legislation. N/A PROJECT/GOAL 4: ONGOING GOAL 4: Improve outreach, review incentives, and develop work program for the next year. Review and recommend improvements to outreach materials regarding the program, including incentives for rehabilitation. With work program development, consider implementing additional historic preservation policies in the Comprehensive Plan, such as L7.1.2: Reassess Historic Preservation Ordinance BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Item 12 Attachment B - Historic Resources Board Work Plan        Item 12: Staff Report Pg. 8  Packet Pg. 266 of 461  Outreach and incentives review will help the community understand benefits to historic designation. Reviewing and reassessing PAMC 16.49 (Policy L7.1.2) could enable Council to consider/make decisions regarding the City's program. Outreach materials improvements are contemplated for the first half of the work program year. Reassessment of the ordinance could begin during the second half of the work program year unless other projects/goals are unfinished. Staff is working to fill current planning vacancies. HRB Staff Liaison will seek assistance from on-call preservation consultant. Outreach materials updated and posted. Work program developed for following year. Ordinance evaluation completed and presented to City Council. Comp Plan Policy L7.1.2 HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Outreach materials improvement.Reassessing PAMC 16.49 N/A PROJECT/GOAL 5:ONGOING GOAL: Tailored Mills Act Program discussion. Finalize outreach approach and bring forward program report to City Council BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED A tailored program can be a real incentive to historic preservation and result in rehabilitation of significant resources. This is targeted as a third quarter activity, unless other projects/goals are unfinished. HRB Ad Hoc committee worked on a draft of a tailored Mills Act program. Additional work to consider a pilot program outreach approach would require staff time and consultant assistance. A report is sent to Council describing a Tailored Mills Act program. N/A (many CLGs in California have Mills Act Programs) HIGH PRIORITY PRIORITY DISCUSSION COUNCIL-DIRECTED Finish the work previously drafted - Ad Hoc Committee effort This project might benefit the Inventory update. Board would like Council feedback. N/A Item 12 Attachment B - Historic Resources Board Work Plan        Item 12: Staff Report Pg. 9  Packet Pg. 267 of 461  Parks and Recreation Commission 2023-2024 Workplan Staff Liaison: Daren Anderson, Assistant Director Lead Department: Community Services About the Commission The purpose of the Parks and Recreation Commission is to advise the City Council on matters pertaining to the activities of the Open Space & Parks, Golf, and Recreation divisions of the Community Services Department, excluding daily administrative operations. Timeframe covered by Work Plan: June 5, 2023 – March 31, 2024. The Commission is composed of seven members. See Palo Alto Municipal Code (PAMC) 2.25 Sections 2.25.010, 2.25.030, 2.25.040, 2.25.050, and 2.25.060. Residency is required. Further requirements are that members 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. For more information about the Parks and Recreation Commission please visit our webpage. Current Commissioners •Jeff Greenfield (Chair) •Amanda Brown (Vice Chair) •Anne Warner Cribbs •Nellis Freeman •Shani Kleinhaus •Joy Oche •Bing Wei Mission Statement The purpose of the Parks and Recreation Commission is to advise the City Council on policy matters pertaining to the activities of the Open Space, Parks and Golf Division, and the Recreation Division of the Community Services Department. Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 10  Packet Pg. 268 of 461  Prior Year Accomplishments •Racquet Court Policy o Ad Hoc reviewed existing policy and received community feedback through stakeholder meetings and site visits. o PRC recommended an update to the Racquet Court usage policy, increasing pickleball access, on November 22, 2022. o Initiated a racquet court stakeholder advisory group with pickleball and tennis users. o Began research into the cost and feasibility of adding lights to City-owned tennis courts. •Recreation Projects/Opportunities Gym/Wellness Center o Weekly ad hoc meetings (with occasional staff participation) on stakeholder outreach and research on wellness center need, potential locations, facilities, programs and activities. o Worked with City staff on stakeholder outreach and research of wellness center facilities, programs and activities. o Hosted a community meeting on March 7, 2023 to discuss the proposed Recreation Wellness Center and issued a community survey to collect additional feedback. o Organized “Friends of Palo Alto Recreation Wellness Center” Board of Directors submitting bylaws and articles of incorporation, achieving 501.c3 status and constructing a web site www.parwc.org. o Provided status updates to the PRC during monthly ad hoc updates and at a March 28, 2023 presentation. Skatepark o Ad hoc worked with staff and skatepark stakeholders and broader skateboarding community on potential skatepark conceptual design that incorporates and honors existing historic skate bowl. o Established a partnership with Friends of Palo Alto Parks to serve as the repository for skatepark donations, following PRC recommendation on September 1, 2022, and City Council authorization on October 24, 2022. o First draft conceptual design completed by pro-bono designer and staff is working on parking analysis. First Tee partnership at Baylands Golf Links o Encouraged completion of the LOI signed with City of Palo Alto and First Tee to allow First Tee to raise funding for this public private partnership. o Feasibility study report provided by First Tee on January 27, 2023. •E-Bike and Electric Conveyance Device Policy o PRC ad hoc met throughout the year reviewing policy and regulations regarding the use of e-bikes and electric conveyances in parks and open space areas. This included Palo Alto and neighboring cities, regional, state, and national jurisdictions. o Discussed policy considerations including parks vs. open spaces, types of e-bikes, and state policy implications with CSD, Transportation and Safe Routes staff, and PABAC, including their E-Bike subcommittee. o PRC discussed balancing competing interests and priorities including wildlife and ecosystem protection, recreation, bicycle transportation corridors, public access, equity, safety, enforceability, ADA requirements, and clarity and communication of rules on October 25, 2022. o After considerable public comment and discussion, PRC unanimously recommended an e-bike and electric conveyances policy and regulations for parks and open space on November 22, 2022 •Fundraising o Developed process for recreation, open space, and community service advertisements to be placed on a regular basis in Enjoy! catalog. o Increased regular communication between Friends of Palo Alto Parks, Palo Alto Recreation Foundation, and the PRC. Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 11  Packet Pg. 269 of 461  o Created a webpage for City of Palo Alto Community Services Department, increasing awareness of how to donate to various programs within Community Services. o Encouraged City staff and partners to pursue grants, which may be available to Community Services, Parks, and Open Space agencies. •Urban Forestry o Annual State of the Urban Forest report presented to PRC on December 15, 2022. o Reviewed implementation status of significant changes associated with the Title 8 Tree Ordinance update including new tree protections, tree removal and maintenance processes, public communication, and new staffing. o Provided periodic updates on the roll-out of new Tree Ordinance processes, communication, and staffing. o PRC feedback centered on clarification, communication, timing, and transparency of the associated changes. City web pages continue to evolve. Roll-out is proceeding despite staffing challenges. •Parkland Dedication o The PRC ad hoc reviewed the 10-acre Measure E site at the Baylands Nature Preserve / Byxbee Park for potential rededication as parkland, and consulted with Public Works, Utilities, and City Attorney departments, and Utilities Advisory Commission leadership. o PRC discussed permitted development under the ballot measure, absence of current project proposals, and potential benefits of a recreational connector trail, wildlife corridor, and support for the ecological integrity of the Baylands on September 27, 2022. o PRC voted 4-2 to recommended dedication of the Baylands Measure E site as park land on October 25, 2022. o The ad hoc reviewed other potential sites for Parkland Dedication and is working with staff to move forward with dedicating a small area at Greer Park where a sewer easement is being released (February 28, 2023). •Capital Improvement Plan (CIP) Review o The ad hoc met with staff on November 7, 2022 to review the FY 2024 - 2028 CSD Capital Plan for Parks, Open Space, and Golf projects. o The ad hoc recommended updates to the CIP project list, including providing more specific details of "On-going CIPs" and adding Foothills Comprehensive Conservation Plan and Cubberley synthetic turf replacement projects, and perhaps the Roth Building restroom. o The PRC reviewed and provided feedback on the CIP plan on November 22, 2022. Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 12  Packet Pg. 270 of 461  PROJECT/GOAL 1: Parks Master Plan Process Review Review the process for planning and implementation of the Parks, Trails, Natural Open Space, and Recreation Master Plan (Parks Master Plan) for consistency and coordination with the annual CIP process. Identify scope of work and high-level process for a comprehensive Parks Master Plan review. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Optimize implementation of the Parks Master Plan FY24-Q1&Q2 Low to moderate staff time •Report on the planning and implementation process since adoption of the Master Plan •Optimize FY25 CIP process for consistency with the Parks Master Plan •New work plan item created for comprehensive Parks Master Plan review (lower priority items) Yes: Parks Master Plan (Policy 2.G, 6.A) HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Phase 1 •High level review of Parks Master Plan – understand and clarify best practices for utilization, implementation, etc. •Evaluate the potential use of the Action Plan to optimize annual CIP processes moving forward •Establish scope, details, and timeline of a comprehensive Parks Master Plan review Phase 2: A new work plan item will outline a comprehensive Parks Master Plan review, which will likely include: •Detailed status review of projects and programs •Engage community feedback to understand community priorities and needs •Quantitative evaluation of demand and capacity of major recreation facilities (Policy 2.G) •Review demographic trends and interests by segment for and adjust programs and plans accordingly (Policy 6.A) •Establish annual and periodic review best practices Yes: Parks Master Plan (Chapter 5: Progress Reporting) PROJECT/GOAL 2: Recreation Program Review Review existing recreation programs, categorize offerings (age group, program type, capacity and availability, fee reduction use, etc.), and review program offerings of neighboring agencies. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Compile data to understand the needs, challenges, and gaps in existing programming for our diverse community. FY24-Q1&Q2 Moderate staff time •Report on successes and challenges of existing program offerings. •Identify potential new program offerings. Yes: Parks Master Plan (Program 1.H.1) HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 13  Packet Pg. 271 of 461  Work with the community and staff to assess the current program offerings and current City program offerings and Identify programing gaps and potential solutions, including new Enjoy Catalog offerings. Yes: Parks, Master Plan (Chapter 5: Progress Reporting) PROJECT/GOAL 3: Recreation Wellness Center Work with staff to facilitate progress on a new Palo Alto Recreation Wellness Center. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL- APPROVED Recreation and wellness facilities provide active and healthy recreation opportunities for current and future generations. Increase social engagement and well-being. FY24 Moderate staff time Utilize professional expertise in our community, working with the Friends of Palo Alto Recreation Wellness Center. •Providing feedback to City Council on a new Recreation Wellness Center as directed by City Council. •Recommendation for a Letter of Intent. Yes: Parks Master Plan (Policy 5.G; and major project Chapter 5) HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED POLICY UPDATE As directed by City Council: •Conduct public outreach on a new gym, including and location, siting, gym features, cost estimates, funding timeline, demand assessment, and prioritization of projects •Investigate fundraising. Recommend approval of a Letter of Intent for a new Recreation Wellness Center. Yes. Council Motion) PROJECT/GOAL 4: erBicycle/E-Bike Policy and Access Proceed with City Council direction from 2/27/23 to: Review policy and access for all bikes, electric bikes and other electronic coasting devices in the Baylands and Pearson-Arastradero preserves to consider 1. Reduction of speed limit; 2. Whether and where to restrict bicycle and horse access; 3. Adding bike racks at trail heads to the open space where lacking. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The project implements City Council direction from 2/27/23 with the benefit of providing access to nature while protecting habitat and wildlife, with consideration of community interests, staff and infrastructure resources and ensuring safe use of trails. FY24 Low to moderate staff time Funding for signage and bike racks. •Develop signage •Identify bike rack locations •Consider whether and on what trails to restrict bicycle and horse access and make recommendations •Consider speed limit and make recommendations Yes: Parks Master Plan (Program 1.G.2, and 2.A.7) Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 14  Packet Pg. 272 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Implement Council direction from 2/27/23, including: For all bikes in the Baylands and Arastradero Preserves consider and recommend policy to address: •Reduction of speed limit •Whether and where to restrict bicycle and horse access •Adding bike racks at trail heads in open space, where lacking r all bikes in Baylands and Arastradero Preserves consider and recommend policy to address:1. Reduction of speed limit2. Whether and where to restrict bicycle and horse access3. Adding bike racks at trail heads to the open space where lackingdr all bikes in Baylands and Arastradero Preserves consider and recommend policy to address:1. Reduction of speed limit2. Whether and where to restrict bicycle and horse access3. Adding bike racks at trail heads to the open space Continue monitoring of evolving bicycle/e-bike issues, including: technology, impacts, and state and local policies. Assess how the current e-bike policy is working. Yes PROJECT/GOAL 5: Playing Fields Policy and Programs Review Review and recommend updates to playing fields policy and programs including synthetic turf replacement strategy and field reservation policy BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Efficient and successful replacement of end-of-life synthetic turf fields. Optimized access to City playing fields. Proactive field management. FY24-Q1&Q2: Complete synthetic turf replacement strategy review. FY24-Q3&Q4: Complete review of field reservation policy. Low to moderate staff time •Meet with playing field stakeholders •Successful replacement of end-of-life synthetic turf field, contingent upon CIP funding •Field reservation policy update recommendation if warranted Yes: Parks Master Plan (Programs 1.F.1; 2.A.3; 2.C.3) HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Work with staff to review and recommend optimum synthetic turf replacement strategy including materials, process, and timing. Meet with stakeholders periodically for feedback. Meet with stakeholders for feedback and review field reservation and use policy and recommend an update as appropriate. No PROJECT/GOAL 6: Park Dedication FY24 Conduct a broad review and assessment of potential sites within our community to recommend dedicating as parkland. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Increase dedicated parkland to provide recreational opportunities, promote the health and well-being of the community, and support biodiversity. Advance goals of 4 acres of parkland per 1,000 residents, and within 1/2 mile of homes. FY24 Low staff time (CSD, CAO, Planning, PWE, Real Estate) Recommendation of one or more sites for dedication as parkland. Yes: Parks Master Plan (Goals and Policies 1.B, 1.C, 4,D, 5.C) and Comprehensive Plan (Policy L-8.1). Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 15  Packet Pg. 273 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Work with staff to assess the suitability of potential sites for parkland dedication, including a review of existing list of previously identified locations. Pursue dedication of Greer Park sewer easement associated with the 2850 W. Bayshore Road development project. Establish best practices for future review and assessment of potential sites to be dedicated as parkland. Yes PROJECT/GOAL 7: Grant Opportunities Consider how to increase funding for Parks, Open Space, and Recreation programs and projects through grants. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Obtaining new grants increases funding for programs and projects. FY24 Low to moderate staff time • Report on recommendations to increase grant funding • Recommend new grants to pursue Yes: Parks Master Plan (Program 5.G.4) HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Work with staff to assess how to use grants more effectively to increase funding for programs and projects. Review current grant application process, associated resources, and recent grant applications. Consider what new resources and partnerships may be effective to increase grant funding. No Item 12 Attachment C - Parks and Recreation Commission Work Plan        Item 12: Staff Report Pg. 16  Packet Pg. 274 of 461  Planning and Transportation Commission 2023-2024 Workplan Staff Liaison: Amy French, Chief Planning Official Lead Department: Planning and Development Services (PDS), Office of Transportation (OOT) About the Commission The Planning & Transportation Commission's work plan covered April 2022 - April 2023. The members and chairs are listed below. Members serve 4-year terms. The PTC has 7 members. For more information about Planning & Transportation Commission (PTC) please visit our webpage, go to http://www.cityofpaloalto.org/gov/boards/ptc/default.asp Current Commissioners • Doria Summa (Chair) • Bryna Chang (Vice Chair) • Bart Hechtman • Keith Reckdahl • Carolyn Templeton • Allen Akin • George Lu Mission Statement The Planning & Transportation Commission advises the City Council, Planning Director, and Transportation Director on land use and transportation matters, including the Comprehensive Plan, zoning, transportation programs, and related matters. The Commission's primary responsibilities include: • Preparing and making recommendations to the City Council on the City's Comprehensive Plan and applying the Comprehensive Plan to proposed development, public facilities, and transportation in Palo Alto • Considering and making recommendations to the City Council on zoning map and zoning ordinance changes; any changes to Title 18 of the Palo Alto Municipal Code must be reviewed by the PTC and the City Council • Reviewing and making recommendations to the City Council on subdivisions and Site and Design Reviews, on appeals on variances and use permits • Considering other policies and programs affecting development and land use in Palo Alto for final City Council action • Reviewing and making recommendations on individual projects as described in the Municipal Code, and Open Space development; • Reviewing and making recommendations to the City Council on transportation, parking, and other related mobility issues • Ensuring robust community engagement and dialogue regarding planning, land use, and transportation and providing recommendations to the City Council regarding these matters and incorporating the public discussion. The PTC hearings provide a forum for public comment and public interaction Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 17  Packet Pg. 275 of 461  Prior Year Accomplishments The PTC addressed many items on the 2022-2023 PTC work plan including considering ordinances, providing feedback during study sessions, and recommending policy direction on a variety of topics. That plan can be found here: https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/agendas-minutes/planning-and-transportation- commission/planning-and-transportation-commission-2022-work-plan.pdf. Accomplishments the PTC contributed to include Housing Element draft and EIR addendum, completing Tenant Relocation Assistance Ordinance Amendment, NVCAP preferred plan Council endorsement, Admin draft NVCAP, ADU ordinance update to align with SB897 and AB2221, SB9 ordinance, electrification ordinance, retail interim ordinance extension (CUP thresholds), Project Homekey Comp Plan amendment, 3200 Park Boulevard, 1700 Embarcadero, 660 University Comp Plan and PHZ, traffic safety, annual reports. PROJECT/GOAL 1: Road Safety Several safety-related reports will come to PTC, specifically the Crescent Park Traffic Calming pilot, the Caltrain Corridor Quiet Zone Project, the Lincoln Avenue and Middlefield project, a study of collision issues, and a Federally-funded Safe Streets for All Safety Action Plan. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Opportunity to investigate an area of considerable public concern. Reports will be shared as they are drafted or completed. The Police Department may need to provide additional data/information. Substantive and informative discussion. No HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Safety for pedestrians, cyclists, and motorists is important. Reducing and/or eliminating injury and death resulting from collisions is an important priority for many residents. A public dialogue at the PTC is welcomed by those concerned members of the public. The challenges in this area are addressed through existing committees and active projects. The work continues regardless. No PROJECT/GOAL 2: Retail Recovery Retail Recovery, the Future of Retail, and Retail Preservation: This project consists of several interrelated and overlapping topics and council assignments. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 18  Packet Pg. 276 of 461  Overall, this project aims to ensure a strong climate for retail businesses in Palo Alto that can allow Palo Altans to meet their daily needs and have a high quality of life. The high-level reviews of trends and best practices in retail are underway; In March, Council reviewed a retail strategy document and parklet standards. The PTC review of CUP thresholds in 2022 resulted in the extension of the interim ordinance. Consultant work, staff oversight and meetings preparation, and participation from the local retail community. These interrelated projects may result in the development of new ordinances and/or broader policy recommendations to the City Council. Yes - Council assigned. HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED The recovery from the pandemic as well as any shifts in retail trends that will endure beyond the pandemic are occurring and can benefit from further and refined action by the City. While this is an impactful body of work, the need to get it right and coordinate with existing and new resources outweighs the need to quickly pursue the work. Yes PROJECT/GOAL 3: CAP Planning Coordinated Area Plan Planning – This updated goal carries forward the prior year goal regarding neighborhood planning approaches and overall effectiveness of various approaches to neighborhood planning. The staff and PTC will consider new neighborhoods that may result from the 6th cycle Housing Element sites and demand for public facilities/services. Council directed staff to construct a preliminary for starting new coordinated area plans for San Antonio Road; California Ave; Downtown; and El Camino Real. This macro discussion will likely involve study sessions with the Architectural Review Board jointly with the PTC about the scope of work. This w will include process analysis – to study how a CAP process can be different (more efficient) than the NVCAP process. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Development of preliminary schedule for new CAPs will enable City Council to provide direction By December 2023 Staff time to research and prepare a staff report to PTC and ARB Successful conversation and possible identification of an approach (or approaches) to guide the City's future. No HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Council directed work on a preliminary schedule by the end of 2023 It would be timely to hold study sessions after the Housing Element has been certified Yes Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 19  Packet Pg. 277 of 461  PROJECT/GOAL 4: NVCAP North Ventura Coordinated Area Plan - Finalizing the plan to return to the PTC and City Council for adoption BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Transit oriented neighborhood June 2023 is targeted for return to PTC Consultant resources to complete the project An adopted area plan.Yes HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Per grant requirements, the project must be completed by June 2025. However the goal is still to complete the plan in 2023 in part to keep within budget. N/A Yes PROJECT/GOAL 5: Housing Element Housing Element Adoption and Implementation - The PTC reviewed the draft Housing Element the city submitted to HCD on March 8. Council and PTC will jointly review and potentially adopt the 6th cycle HE incorporating responses to HCD comments on May 8, 2023. Then staff begins preparing the required zone changes and Comp Plan amendments to achieve the RHNA housing yields. Housing Incentive Program expansion & adjustments The next step is the phased implementation of the Housing Element programs that include implementing ordinances - Citywide rezoning, by-right housing, allowing/increasing residential density in GM/ROLM, Housing Incentive Program ordinance – expansion to other zones, Objective Standards in SOFA ordinance. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Compliant housing element and programs to encourage housing development PTC and Council review May 8th, submittal of final draft for HCD certification Staff and consultant resources employed Compliant Housing Element that meets the needs of current and future Palo Altans Yes - State Mandated Policy Development HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED City subject to Builder’s Remedy - Compliance with state law is necessary to prevent invalidation of the local ordinance. N/A Yes Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 20  Packet Pg. 278 of 461  PROJECT/GOAL 6A: State Law Implementation 2021-2023 Laws SB9 and AB2097 Implementation and related policy considerations. SB9 standards - Standards will be further studied in 2023 with PTC assistance and SB9 adjustment legislation at state level in process may be acted upon and further adjustments to standards or the ordinance may be needed. AB2097 policy related discussions and including development of map, handout, and amendment to Title 18 parking regulations. Development of policy considerations related to TDRs in Downtown and SOFA, parking district policies and in lieu parking fees, alternative parking facilities, loading zone and ride-share passenger loading; AB2097 went into effect January 2023. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Provide clarity to property owners and potential developers. Spring 2023 through November 2023 Staff resources have been assigned. Adoption of ordinance amendments Yes - State HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED N/A Possibly - direction in April PROJECT/GOAL 6B: State Law Implementation 2023-2024 Laws AB2011/SB6 Implementation: July 2023 effective, Ordinances implementing affordable/mixed-income housing by-right in commercial zones, other state legislation to pass in fall 2023 becoming effective in 2024 BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Meet state law regarding housing development. Draft ordinance AB2011-SB6 should be considered by the PTC in summer 2023 Need to assign resources (staff) Adopted ordinance Yes HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Prior to July 1, 2023 effective date for state laws AB2011 and SB6 Laws adopted fall 2023 that may have a July 2024 effectiveness date No Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 21  Packet Pg. 279 of 461  PROJECT/GOAL 7: Parking Programs The PTC will receive an update regarding options for improving the City’s parking programs. This includes a Roadmap for Residential Parking Permit Program improvements and commercial parking improvements. Parking Data Portal - PTC will receive an update regarding parking availability data. The new license plate reader technology allows for regular collection and reporting of parking availability. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Improved parking operations.Ongoing.Ongoing.Feedback from PTC and continued engagement from the public. Yes HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED The staff work behind the project continues; proposed updates help advance the work. Additionally, the public welcomes opportunities to engage w/the PTC on this topic. This project represents a large body of ongoing work to manage parking supply and parking policy. Yes PROJECT/GOAL 8: On-Demand Transit Program Staff expects to bring a one-year evaluation of the Palo Alto Link on-demand transit service to PTC in Spring of 2024. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED On-demand transit program to provide service, understanding, and insight into future transit programs. Spring 2024 Grant money has been awarded for the project. Additional funding is needed to extend the service and is being pursued. Feedback, knowledge, and insight. Council accepted grant award. HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Grant project to be executed w/in prescribed timeline.Must unfold as resources are procured.No Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 22  Packet Pg. 280 of 461  PROJECT/GOAL 9: Bike and Ped Transportation Plan Update A citywide evaluation of the bicycle network and pedestrian network. The plan will identify opportunities to enhance and connect the network. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Updated bike and ped transportation plan Study sessions on visioning, needs and concerns in 2023. Final plan update in 2024 Consultant resources are being procured. Updated bike and ped plan.Yes - Council HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED N/A Update is timely, but not mandated by any state laws.No PROJECT/GOAL 10: Car Free Streets California Avenue and Ramona Street. Planning and design of alternatives for permanent closures. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Evaluate alternatives for street closures to improve placemaking and provide economic benefit to local businesses. 2023-2024. Funds for consultant resources must be appropriated and a consultant procured. Recommendation made to Council. Yes - Council HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED The study and subsequent recommendation/decision needed for local businesses to plan effectively. The temporary closure can continue while the study takes place. Yes - Council Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 23  Packet Pg. 281 of 461  PROJECT/GOAL 11:RPP Rental Registry Program BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The ordinance enables the city to establish a rental registry to learn about the Palo Alto rental landscape; make data-informed policy decisions that protect public health, safety and welfare of residents and support stability, certainty, and fairness in the rental market for renters and landlords. In addition, the program would provide awareness to the public of renter protections. PTC to review in late May 2023 Staff time to draft reports to the PTC, HRC, Policy & Services Committee and City Council Will need budget for implementation of registry software and ongoing maintenance of program. Adopted ordinance enabling registry program. Procurement of vendor to establish registry software and launch of registry by end of year. Yes - Council HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Adoption of an ordinance.Other aspects of the project are occurring concurrently, such as the request for proposals. Yes - Council PROJECT/GOAL 12:Bird Safe Glass/Construction and Dark Skies Ordinance BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED A Council objective is to protect birds in Palo Alto; set new standards for development, rather than rely on general policies or subjective guidelines TBD Staff is reaching out to consultant to perform this work Ordinance adoption No HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 24  Packet Pg. 282 of 461  Meet with a consultant and identify budget, prepare draft ordinance for PTC review and recommendation to City Council Complete the work with Council adoption of ordinance Yes - Council PROJECT/GOAL 13: Comprehensive Plan Policy Implementation. This includes Streamside Corridor changes in Title 18 and other Comp Plan policies that lead to Title 18 revisions. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Work through the relevant remaining Comprehensive Plan policies and programs to completion TBD – need to work through the list and identify priorities; Staff identifies these tasks in annual reports Staff and consultant assistance – during a year when staff resources will be focused on implementation of the Housing Element Adopted ordinances to amend Title 18 No HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Some of the programs and policies are higher priority Some of the programs and policies are lower priority Yes – Comprehensive Plan Item 12 Attachment D - Planning and Transportation Commission Work Plan        Item 12: Staff Report Pg. 25  Packet Pg. 283 of 461  Public Art Commission 2023-2024 Workplan Staff Liaison: Elise DeMarzo, Public Art Program Director, Nadya Chuprina, Program Coordinator Lead Department: Community Services / Arts & Sciences About the Commission Public Art Commission is composed of five (5) members. The terms are three (3) years in length and commence on April 1. Residency is not required. There are no vacancies as of April 1, 2023. The Public Art Commission oversees Palo Alto's temporary and permanent public art programs. The Commission's primary duties are: ● To advise the city in matters pertaining to the quality, quantity, scope, and style of art in public places ● To periodically review the capital improvement program with the staff for inclusion of works of art in various projects ● To devise methods of selecting and commissioning artists with respect to the design, execution, and placement of art in public places and to advise staff on the selection and commissioning of artists, and the amounts to be expended on art in public places ● To advise and assist staff in obtaining financial assistance for art in public places from private, corporate, and governmental sources ● Current Commissioners Hsinya Shen (Chair) (Vice Chair) Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 26  Packet Pg. 284 of 461  Mission Statement The Palo Alto Public Art Program promotes the highest caliber of artwork, commissioning memorable public artworks Building Community Priority: Develop public art that encourages playing, belonging, community participation and Social Justice Priority: Develop public art projects that will continue to advance ethnic and cultural inclusion and Public Art Education Priority: Widen and strengthen education and advocacy for public art, including through the -out and implementation of the California Avenue District Master Plan and the Baylands Art Plan, and PAMP long- Prior Year Accomplishments 1. Artlift Microgrants 2022: fulfilling the PAC’s first goal of 2022, ten microgrants of $4,000 each were given. The projects were selected and commissioned in the summer / fall of 2022. All projects were completed throughout 2022. The projects created a sense of community and connection. Examples: Pets of Palo Alto A Family Portrait Project showcased community pets and their people; Small Gestures – postcards featuring original images by artist Victoria Heilweil and PA Camera Club; and Factronauts, a series of four pop-up events where artists asked the public questions and providing answers by a “computer” created by the Factronauts. 2. King Artist Residency Pilot: artist Rayos Magos completed his community engagement and created a beautiful seven-foot-tall yellow, three-sided structure titled I See You, I Hear You, I Honor You. The artwork remains on display through October 2023 in King Plaza. 3. California Avenue Public Art Master Plan: activating the Cal Ave corridor with public art. Four murals were installed on the walls of the Public Safety Building Site. Public art staff offered public tours of the murals. 4. Five sculptures by artist Susan Zoccola have been installed along the Charleston-Arastradero Corridor. Zoccola's colorful compositions are highlighting the pedestrian and bicycle traffic at key places along the corridor. 5. Each year the Public Art Program receives funding from the City to maintain and care for the City’s growing permanent art collection. The staff is diligent about maintenance, examples include repairing Joyce Hsu’s Birdie and Beth Nybeck’s Wild, the conservation treatment of Nathan Oliveira’s Universal Woman and the Poetry Wall PROJECT/GOAL 1: October 12-14, 2023, 5 - 10 p.m.) Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 27  Packet Pg. 285 of 461  The City of Palo Alto Public Art Program will launch its third interactive media art festival, Code:ART, a three-evening event that re-imagines Palo Alto’s underutilized plazas, alleys, and public spaces through interactive light, sound, and motion. The festival tworks will invite play and participation, BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This project promotes two of the PAC 2023 priorities: Building and Public Art -14, 2023, 5 - Fund, collaboration with multiple city departments and community feedback HIGH PRIORITY LOWER PRIORITY POLICY UPDATE Code:ART 3 - high priority for building community, educating community on public art and implementing long-term goals. PROJECT/GOAL 2: The 2023 King Artist Residency: Artist Kirti Bassendine Artist Kirti Bassendine has begun her role as the next Artist-in-Residence with the City of Palo Alto Public Art Program in February 2023. The Artist’s Residency project focuses on diverse underserved communities residing and/or working in Palo Alto and experiencing socio-economic or housing instability. The project goal is to spark conversations about inclusion, equity, and a sense of belonging, and will result in a final temporary artwork displayed on King Plaza. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Racial Justice Priority: Develop public art projects that will continue to advance cultural inclusion and social and racial equity. Stimulating important conversation in the community about equity and belonging in Palo Alto. Ongoing collaboration with HRC. Racial with the artist during the design development and implementation. Artist will use a studio at the Cubberley Campus. conversations about equity, through the arts. As a result, the King Artist Residency Program was established. Community participation will be measured. HIGH PRIORITY LOWER PRIORITY POLICY UPDATE Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 28  Packet Pg. 286 of 461  High priority for racial justice, building community and public art education.Yes Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 29  Packet Pg. 287 of 461  PROJECT/GOAL 3: PAC approved the initiation of a murals festival to increase new mural opportunities in Palo Alto. Staff launched a call for muralists to create a roster of qualified artists. This Muralists Roster will be used for the festival as well as made ilable. Staff secured 2 wall sites on California Ave for this festival. Artists Olivia Losee-Unger, Paz de la , and Nicole Ponsler have been selected to paint vibrant temporary murals in the California Avenue District in . BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This project promotes two of the PAC 2023 priorities: Building Community Priority and Public Art Education Priority. and time will be used for artist calls and the selection processes. Staff will work with the artists during the design development and implementation. feedback HIGH PRIORITY LOWER PRIORITY POLICY UPDATE Implementing the California Avenue District Master Plan.Enhancing the “closed street,” art that invites Palo Altans and visitors to gather on Cal Ave. The artists that create the murals often use Cal Ave history as inspiration. the space Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 30  Packet Pg. 288 of 461  PROJECT/GOAL 4 : ●Fire Station 4: PAC approved the project budget in September 2022. The selection panel recommended Stephen Galloway for the commission. The PAC approved Galloway as the project artist March 16, 2023. ●Public Safety Building: Artist Peter Wegner has completed fabrication and has the artworks in storage to be installed when the building is ready. ●Boulware Park Public Art Project: The PAC has approved the Los Angeles-based award-winning art and design studio UrbanRock Design for the Boulware Park and conducted meetings with the community to inform their design development. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Enhancing new buildings, and public parks with art. Collaborating with the public on the location, interactivity of the projects and inspiration for the art. Ongoing Municipal Percent for Art, collaboration with Public Works, architects, and key stakeholders. feedback HIGH PRIORITY LOWER PRIORITY POLICY UPDATE Building Community - the artists have engaged the public for their input on Boulware Park. Social Justice Priority and Public Art Education Priority. N/A PROJECT/GOAL 5: Ongoing . With a collection of more than 300 artworks, preventative maintenance and restoration of these valuable City assets are an essential part of a public art program, including the of the historically significant Arnautoff frescoes at the Roth Building will begin this year. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED This project promotes two of the PAC 2023 priorities: Building Community Priority and Public Art Education Priority. Ensuring that $30,000 is spent down each year. Staff oversees the contractors and work being performed Additional funding was committed by the County for the restoration of the been hired for this project. well on Palo Alto and have not fallen into such disrepair that more costly repairs are necessary or the artwork cannot be saved. artworks fall into disrepair may leave the City open to legal action by the artists under the Visual Artists HIGH PRIORITY LOWER PRIORITY POLICY UPDATE Public Art Education N/A Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 31  Packet Pg. 289 of 461  Public Art Commission – 2023/24 Workplan Image Samples Artist Rayos Magos was approved by the PAC is the first artist-in-residence with the City of Palo Alto Public Art Program. His residency, Rituals of Resilience, included a six-month community engagement process sparking conversations about culture, identity, belonging, and resilience, with a special focus on amplifying voices of Latinx and BIPOC community members and mental health service providers. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 32  Packet Pg. 290 of 461  Public Art Commission – 2023/24 Workplan Image Samples documentation of personal stories and learned experiences has resulted in a final temporary sculptural artwork called Te Veo, Te Escucho, Te Honro (I see you, I hear you, I honor you) and will temporarily remain on view on King Plaza for approximately nine months through October 2023. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 33  Packet Pg. 291 of 461  Public Art Commission – 2023/24 Workplan Image Samples Public Art in Municipal Development Passage, 2022 by artist Susan Zoccola, a series of sculptures installed along Charleston-Arastradero corridor in Palo Alto, is inspired by diatoms, a single-celled algae forming a silica-based cell wall, also resembling a bike wheel. Informed by the intent of the project – a heavily trafficked corridor in which the streetscape project is intended to enhance bike and pedestrian safety, Zoccola created colorful wheel-based compositions marking entrances and key places along the corridor that would be dynamic for drivers, pedestrians and cyclists alike. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 34  Packet Pg. 292 of 461  Public Art Commission – 2023/24 Workplan Image Samples Mapping Palo Alto Together Public Workshops: July - August 2022 Mural on Display: October 22 - November 19, 2022 Mapping Palo Alto Together by artist Perry Meigs included a series of free public workshops for youth and adults. Participants used vellum paper over a neighborhood map to draw their most common everyday routes of travel during the pandemic and post-pandemic. Each participant's drawing was scanned and overlapped onto one map that reflected the community as a whole. This drawing process offered participants the chance to visualize how their daily patterns changed during the pandemic. The workshops concluded in two outdoor murals showcasing the participants' work on display at the Rinconada Library. 2022 Microgrant Projects experiences taking advantage of unique locations across Palo Alto. Through funding temporary art projects and experiences in our commercial corridors and our residential neighborhoods, ArtLift Microgrants fostered safe and creative ways to remain engaged in the arts, reconnect with each other, and come together as a resilient community. ArtLift was presented in support of the city-wide Uplift Local efforts with the purpose of connecting the community. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 35  Packet Pg. 293 of 461  Public Art Commission – 2023/24 Workplan Image Samples The Factronauts Artists: Peter Foucault, Bryan Hewitt, Vita Hewitt, Chris Treggiari Four Pop-up performances September - November 2022 The Factronauts are intrepid explorers sent by their parent agency, Nor-Cal Artists Seeking America (NASA) into the unknown and unfamiliar world of the contemporary United States. Their mission is to collect, analyze and interpret the facts they encounter while maintaining their good humor and belief in the effectiveness of their process. A nation they no longer recognize as a familiar and safe landscape becomes other-worldly, a surreal and at times a hostile place. The Microgrant project included four pop-up performances across Palo Alto including in Lytton Plaza, University Avenue, Cubberley Community Center, and California Avenue. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 36  Packet Pg. 294 of 461  Public Art Commission – 2023/24 Workplan Image Samples Pets of Palo Alto – A Family Portrait Project On Display: October 2022 outside Mitchell Park Community Center Arts professional Harriet Stern in collaboration with photographer Federica Armstrong held a series of community photo sessions across various outdoor locations in Palo Alto to photograph families with their pets. This Microgrant project concluded with an exhibition of the photographs at the Mitchell Park Community Center Basketball Court displayed during October 2022. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 37  Packet Pg. 295 of 461  Public Art Commission – 2023/24 Workplan Image Samples Universal Woman Before and after conservation treatment, March 2023 approximately 100 permanently sited works and over 200 portable works of art in a diverse range of media. The City of Palo Alto Public Art Program is committed to ongoing maintenance and restoration projects for the City’s fast-growing permanent art collection. Supported through an annual allocation of fund designated for the collection care and maintenance, permanent and temporary artworks are regularly cleaned and receive preventative treatments to protect them from the elements. Occasionally, artworks receive more extensive conservation and repair treatments. Here, a six-foot tall bronze sculpture by acclaimed artist Nathan Oliveira and permanently installed at the Palo Alto Art Center sculpture garden is shown before and after its cyclical conservation treatment it received in March 2023. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 38  Packet Pg. 296 of 461  Public Art Commission – 2023/24 Workplan Image Samples A series of four site-specific murals by California-based artists, commissioned for the construction safety barriers at 250 Sherman Ave, got installed in August 2022. Artists Alice Lee, Deborah Aschheim, Eva Struble, and Judy Lew Loose draw their inspiration from the unique character of Palo Alto’s California Avenue District, its diverse community, rich history, and iconic landmarks that make this neighborhood distinct. The murals, that together equal to over 900 linear feet of art, will remain on display through September 2023. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 39  Packet Pg. 297 of 461  Public Art Commission – 2023/24 Workplan Image Samples California District, or come visit its local restaurants, cafes, and shop. The artist created original artworks depicting over 60 people from the community. Digitized images printed on vinyl remain on display along Jacaranda Lane through September 2023, while all the participants received copied of their portraits signed by the artist. Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 40  Packet Pg. 298 of 461  Public Art Commission – 2023/24 Workplan Image Samples Item 12 Attachment E - Public Art Commission Work Plan        Item 12: Staff Report Pg. 41  Packet Pg. 299 of 461  4/6/2023 Prior Year Accomplishments The Stormwater Oversight Committee reviews the budget and status of capital projects and that they are in line with the ballot initiative. About the Commission The Stormwater Oversight Committee's workplan is included for FY 23; the current Chair is Hal Mickelson and the Vice Chair is Dena Mossar; the committee members include David Bower, Marilyn Keller, Catherine Perman, Ron Owes, and Bob Wenzlau. The terms for David Bower, Marilyn Keller, Catherine Perman and Ron Owes end on May 31, 2023. The Commission was established by Resolution 8573 and amended by Resolution 9677 and is composed of 7 members, who serve terms of 4 years. Each Committee member shall be a resident, employee, or property owner within the City of Palo Alto. For more information about The Stormwater Oversight Committee please visit our webpage, go to https://www.cityofpaloalto.org/City-Hall/Boards-Commissions/Storm-Water-Management-Oversight-Committee. Stormwater Management Oversight Committee 2023-2024 Workplan Overview Staff Liaison: Karin North, Assistant DirectorLead Department: Public Works Mission Statement The Stormwater Oversight Committee reviews the projects, programs and expenditures that are funded by the Stormater Management Fees including proposed stormwater management capital improvement and confirms their conformity to the 2017 ballot measure. Current Commissioners Please list the names of the members that were appointed at the time this workplan was created:• Hal Mickelson (Chair) • Dena Mossar (Vice Chair)• David Bower, Marilyn Keller, Catherine Perman, Ron Owes, and Bob Wenzlau Date approved by Stormwater Oversight Committee Item 12 Attachment F - Stormwater Management Oversight Committee Work Plan        Item 12: Staff Report Pg. 42  Packet Pg. 300 of 461  TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS LAW / COUNCIL-APPROVED Workplan over the next 2 years Need contractor support to install the upgraded pipeline and pump stations flooding in the future; confirm that expenditures are in conformity provisions of ballot meausure. YES COUNCIL-DIRECTEDPOLICY UPDATE No Stormwater Oversight Committee PROJECT/GOAL 1 : BENEFICIAL IMPACTS Track and monitor 2017 Ballot Measure, which covers 13 Capital Projects. This workplan focuses on 3 projects and 1 completed project. Staff Liaison: Karin North, Assistant Director Lead Department: Public Works PURPOSE STATEMENT:The Stormwater Oversight Committee reviews the projects, programs and expenditures that are funded by the Stormater Management Fees including proposed stormwater management capital improvement and confirms their conformity to the 2017 ballot measure. The Stormwater Oversight Committee's goals and purposes are to provide fiscal oversight for the projects funded by the 2017 ballot measure. HIGH PRIORITY 2024-2025 Workplan Reduce ponding and flooding High priority to complete the upgrades listed in the Stormwater Fee which will reduce the amount of flooding and ponding of stormwater; track and monitor contruction progress on corporation way system upgrades and pump station (SD-21000) LOWER PRIORITY Track and monitor construction progress on W Bayshore Road Pump Station (SD-20000). Track and monitor construction progress on W Bayshore Road Trunk Line Improvements (SD- 23000). Item 12 Attachment F - Stormwater Management Oversight Committee Work Plan        Item 12: Staff Report Pg. 43  Packet Pg. 301 of 461  TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS LAW / COUNCIL-APPROVED New 5 year Municipal Regional Stormater Permit effective July 1, 2022. Utilize staff and consultant support to meet requirements listed in the stormwater permit. City is in compliance with stormwater permit; reduction of trash and an increase installation of GSI features throughout the City Yes COUNCIL-DIRECTED POLICY UPDATE N/A TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS LAW / COUNCIL-APPROVED Ongoing Leverage money allocated for GSI through the Stormwater Management Fund through GSI Yes COUNCIL-DIRECTED POLICY UPDATE PROJECT/GOAL 2: BENEFICIAL IMPACTS Environmental protection and sustainability including regulatory and compliance goals. Track and monitor implementation of Green Stormwater Infrastructure (GSI) Plan. BENEFICIAL IMPACTS PROJECT/GOAL 3: Regulatory compliance in the alignment with the City's policy on sustainablity High priority for the City to stay in compliance with State mandates on stormwater compliance; which benefits the environment Improved water quality and environmental enhancement HIGH PRIORITY LOWER PRIORITY HIGH PRIORITY LOWER PRIORITY Leverage the work to improve water quality entering the Bay. Item 12 Attachment F - Stormwater Management Oversight Committee Work Plan        Item 12: Staff Report Pg. 44  Packet Pg. 302 of 461  N/A TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS LAW / COUNCIL-APPROVED FY23-FY24 Project lead by Utilities Staff; resources Management Fund will contribute resources for this project Receive Updates N/A COUNCIL-DIRECTED POLICY UPDATE Yes PROJECT/GOAL 4:Review One Water Plan BENEFICIAL IMPACTS One water plan will analyze using the right water for the correct purpose and how to leverage existing water supplies HIGH PRIORITY LOWER PRIORITY The City should analyze all water resources within the City.Implementation of the One Water Plan will be the next step in the process. 1.Review GSI feature at Hopkins near Rinconada Park 2. Review EPA grant -funded Greening Parking Lots Project with staff. 1) Review and comment on tool to measure impervious surface throughout City.2) Review and comment on GSI specifications for the GSI Maintenance and Monitoring Manual. Item 12 Attachment F - Stormwater Management Oversight Committee Work Plan        Item 12: Staff Report Pg. 45  Packet Pg. 303 of 461  Utilities Advisory Commission 2023-2024 Workplan Staff Liaison: Dean Batchelor, Director of Utilities Lead Department: Utilities About the Commission The Utilities Advisory Commission (UAC) is charged with providing advice and making recommendations on planning and policy matters, acquisition, development, rate-setting, operating budgets and related reserves, Capital Improvement Projects and financial review of electric, gas and water resources; joint action projects with other public or private entities which impact electric, gas or water resources; environmental implications of proposed electric, gas or water utility projects; and conservation and demand management. Additionally, the UAC is charged with providing advice on the acquisition, development and financial review of the dark fiber network and wastewater collection utilities. As a highly regulated industry, there may be matters not listed below that will be presented to the UAC in accordance with current or future (local, state or federal) legislative requirements Current Commissioners •Lauren Segal (Chair) – may change once the Commission is full •Greg Scharff (Vice Chair) – set to select at the next fully seated Commission meeting •Lisa Forssell •Phil Metz •Rachel Croft •Meagan Mauter •Bob Phillips Mission Statement The purpose of the Utilities Advisory Commission shall be to advise the City Council on present and prospective long-range planning, policy, major program, and project matters relating to the electric, gas, water, wastewater collection, fiber optics utilities, and recycled water matters, and environmental implications of electric, gas or water utility projects, and conservation and demand management The Utilities Advisory Commission shall have the following duties: •Advise the City Council on long-range planning and policy matters pertaining to: Joint action projects with other public or private entities which involve, affect or impact the utilities; Environmental aspects and attributes of the utilities; Water and energy conservation, energy efficiency, and demand side management; and Recycled water matters not otherwise addressed in the preceding subparagraphs; Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 46  Packet Pg. 304 of 461  •Review and make recommendations to the City Council on the consistency with adopted and approved plans, policies, and programs of any major utility; •Formulate and review legislative proposals regarding the utilities, to which the city is a party, in which the city has an interest, or by which the city may be affected; •Review the utilities’ capital improvement programs, operating budgets and related reserves and rates, and the recycled water program, budget, rate, and thereafter forward any comments and recommendations to the finance committee or its successor or to City Council; •Provide advice upon such other matters as the City Council may from time-to-time assign. The Utilities Advisory Commission shall not have the power or authority to cause the expenditure of city funds or to bind the city to any written, oral or implied contract. Metrics of Community Involvement and Participation Between January 2022 and December 2022, the UAC held Twelve (12) hybrid meetings via In-Person/Zoom. The average community attendance was 2 (in-person) and 3 (zoom). Prior Year Accomplishments Heat Pump Water Heater (HPWH) Pilot: 400 customers have been signed up to participate 5 customers have had completed installs Advanced Meter Infrastructure (AMI) Beta and Electrification 353 gas customers have completed installs 359 water customers have completed installs 440 electric customers have completed installs Outage Management System (OMS) RFP issued on 3/2/2022 Contract approved by City Council on 9/27/2022 Anticipate install/integration complete by the end of Q2 FY24 CA Renewable Energy Credits (REC's) Yielded $1.75 million in net revenue in calendar year 2022 Approved by Council on 12/12/2022 to continue the program and return to the UAC and Council in 2025 Fiber to the Premises (FTTP) Completed engineering design of the FTTP network which includes construction cost estimates and the number of customers by route Defined financial models of the new ISP business in order to make it sustainable Contract amendment 4 with Magellan is to assist with construction management; vendor selections, IT network support, and an engineering make-ready analysis Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 47  Packet Pg. 305 of 461  STANDING TOPIC 1: Annual Budget - Rate changes to Water, Gas, Electric, Wastewater collection, and Fiber services. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The community will have an understanding of the rates and why they are set at the levels they are being charged. compliance of laws and regulation with equitable rate. Rates are reviewed annually and each rate change is determined by the COSA reports. UAC review is in February, FCM review is in April and CCM approval is in June Staff time, Legal team review time, Consultant time to create the COSA reports, UAC budget subcommitttee. Council approval of rate changes, Utilities budget., and cpau financial solvency. Maintain rate ranges consistent with historical differences to other public agencies. N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Rates are always a high priority. The change has an impact on the community and economy. N/A N/A STANDING TOPIC 2: Water Supply: Water infrastructure and potential future sources of water supply. This includes recycled water, demand management programs, grey water, treatment efforts, and use of effluent. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The benefit to the community is to have ample water sources and supply for basic uses and when needed in the event of a drought or other water reduction events or population shifts This is not a single effort or project; however, a year-round and multi-year effort Staff time, Legal team review time, Consultant time for development of the One Water Plan which is a holistic 20-year water portfolio Council approval of the One Water Plan which includes adaptable, dynamic, water supply portfolios. Safe and hygienic water supply under normal circumstances and sufficient resources in an emergency situation. N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Understanding the sources of the City's water supply and how we maintain that supply is a maintained priority. N/A N/A Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 48  Packet Pg. 306 of 461  STANDING TOPIC 3: Electric Supply: Consider updates to the electric supply portfolio, environmental impacts of the electric supply portfolio, electric infrastructure, electrification, and issues relating thereto. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Reliability for customers, health benefits, and clean energy responsible for the vast carbon reduction the City has achieved over the past decade This is an ongoing regularly monitored effort and does not have a start or completion time Approved budget, staff time, legal review time, consultants as needed, and technology Release of RFP for more renewable energy supply options in the Integrated Resource Plan (IRP). Have the IRP near completion to present to the UAC for review and approval. Maintaining the zero emissions portion of the portfolio and carbon neutral plan. N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED The health and well being of the community is a high priority for Council and Utilities N/A N/A STANDING TOPIC 4: Gas Supply: Consider aspects of the gas infrastructure and supply portfolio; environmental impacts of the gas portfolio such as the carbon offset program. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Gas is a type of energy used to provide some residence and businesses in Palo Alto with heat for their facilities and some cooking appliances. This is not a single effort or project; however, a year-round effort Staff time, Legal team review time, Consultant time when necessary Utilities on average are 10% below local comparison rates year round N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 49  Packet Pg. 307 of 461  The health and well being of the community is a high priority for Council and Utilities N/A N/A STANDING TOPIC 5: Utilities Capital Improvement Programs (CIP): Discuss and advise on CIP projects. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED There are multiple CIP's throughout the Utilities, each with their own benefits to the City and the community from rebuilding the water reservoirs, repairing and replacing sewer lines or water mains, maintaining street lights, building out the fiber backbone, upgrading and replacing the electric and gas systems, upgrading the meter system, and installing a new outage management system(*) Utilities has multiple projects in their Council approved CIP budget. Most of these projects are multiyear. •Anticipate install/integration complete by the end of Q2 FY23 Staff time, Legal review time, Procurement time for setting up contracts, contractors for work completion •IT time •Staff time Utilities CIP success is completion of the project within the timeline and budget that was approved by Council. •To increase outward communication to community N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Maintaining quality of life for the community creates the priority for Utilities projects N/A N/A STANDING TOPIC 6: Reliability and Resiliency: Ongoing evaluations and discussions regarding the reliability and resiliency of the utilities. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 50  Packet Pg. 308 of 461  This matter encompasses a number of situations including but not limited to the S/CAP program and power outages. The benefit of any of the reliability or resiliency projects is to support the City and community now and into the future with reliable, resilient and safe connections and provisioning of water, electricity, fiber and natural gas These programs and projects are year-round and do not have a beginning or an end. For example, the S/CAP is projected to accomplish its goal by 2030 Budget approval, staff time, additional staff, and some use of consultants Maintaining a high level of efficient, safe, and reliable services with an emphasis on moving forward with a pilot program of converting homes to electric. YES HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED This is a Council priority and therefore a High priority for the Utilities Advisory Commission N/A N/A STANDING TOPIC 7: Legislative Initiatives: The Utility tracks many local, state and federal bills that touch on utilities. Should any new laws, regulations, ordinances, or funding opportunities be proposed or passed during the year, the UAC may need to discuss the implications. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Staff tracks the possible changes in laws and regulations and presents the proposed changes to the UAC for review and consideration to the Council. Legislature meets throughout the year and possible changes can occur at any point that affect utilities Staff time, travel, and legal review time Measurable by the bills being in favor of the CPAU and CPAU not getting caught off-guard by an initiative State Mandated HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED N/A The level of priority is based on the legislation being proposed and how it affects the regulated utilities N/A Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 51  Packet Pg. 309 of 461  STANDING TOPIC 8: Council Driven Initiatives: The UAC will address any matter assigned to it by the City Council. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED The UAC is made up of a diverse group with insight of the innerworkings of and vast knowledge in the utilities arena. Timeline will be addressed once assigned UAC, Staff and legal review time Council approval of completed task YES HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Typically, when Council requests a review of an item it is considered a priority N/A N/A FY2024 Topic 1: S/CAP Support: Discuss community engagement, technology (current & emerging), financing/funding, and community scaling of S/CAP plans to meet the City’s goals for sustainability and climate action. This includes electrification efforts, energy efficiency, demand management, and grid modernization, possible code modifications, potential full or partial retirement of the gas distribution system, and electrification of gas appliances. It also includes permitting and inspection processes for customers wishing to upgrade panels, electrify appliances, or install solar PV, energy storage, and/or EV charging systems, and future technology for sustainability, resilience, and reliability BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED UAC expertise will help the Council S/CAP Committee make progress on achieving S/CAP goals with benefits to reducing the impacts of climate change. Ongoing support to the S/CAP Committee Staff time The development of clear plans for building electrification, including concrete improvements to the utility or permitting processes resulting from UAC actions. Enhance reliability of cpau grid transmission that supplies for future local renewables, progress toward achieving the goals YES HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 52  Packet Pg. 310 of 461  Support S/CAP Committee goals to develop plans and improve processes for building electrification Discussions of other forms of emissions reduction beyond building electrification YES FY2024 Topic 2: Advanced Metering Infrastructure Project: Launch and deployment of the utility’s AMI project. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Empower customers to more efficiently utilize utility supplies, facilitate customer adoption of distributed energy resources (DER) such as solar photovoltaics, energy storage, and electric vehicles, and enable the timely detection of water leaks The initial small-scale testing of meters will take place over 12 months between CYQ3- 2022 to CYQ2-2024. The full rollout is scheduled to commence during CYQ3-2023 and expected to be completed by CYQ4-2024, according to the current timeline Staff, Legal, and Contractor time and budget, Implementing the fully deployed AMI system YES HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Having a fully implemented system provides time of use rates, identifies gas and water leaks, restores outages quicker and more efficiently, enables energy efficiency for residents N/A N/A FY2024 Topic 3: Electric Integrated Resource Plan BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Long term supply planning A report is required every 5 yrs., the most recent due date is December 31, 2023 Staff and legal review time and budget State approved report YES Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 53  Packet Pg. 311 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED N/A Mandated by the state energy commission N/A FY2024 Topic 4: One Water Plan BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Community will have a 20 – year adaptable roadmap for implementation of prioritized water supply and conservation portfolio alternatives that can be used as a water supply plan. For Council approval in Fall 2023 Staff time, budget for consultant time, Legal team review time Council approval of the One Water Plan which includes an adaptable, dynamic water supply portfolio. N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED The One Water Plan will serve as a long-term guide to prepare the City’s water supply for future uncertainties like changes in population, multi-year drought, and climate change. N/A N/A FY2024 TOPIC 5: Undergrounding: Discuss the progress and potential acceleration of undergrounding electric infrastructure. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Reduces the impact to visual nuisances, increased reliability, especially during severe weather, safer for staff and the public Districts are designated for undergrounding and have been selected based on the age of the system in place Staff time, contractor time, and budget, outreach to the community Removal of overhead lines in the designated districts YES Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 54  Packet Pg. 312 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Because of the impact on safety, reliability, and the continuity between utilities as with grid modernization N/A N/A FY2024 Topic 6: Security: Discuss issues related to the physical and cybersecurity of utility operations. BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Protect and secure Utility data at risk and in transit. Utilities created a SCADA cybersecurity team to set a policy to prevent outside attempts to infiltrate our systems. Ongoing IT staff, Utility staff, budget Zero data loss, zero infrastructure damage N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Due to the sensitive nature of the Utilities, cybersecurity protects against theft, destruction, economic impacts, public health risks, financial loss (ransomware), and data (community, commercial and residential) information available in our systems, protecting it from attacks is critical N/A N/A FY2024 Topic 7: Water Quality: Discuss community concerns with water quality of suspended solvents, additional testing BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED CPAU regularly collects and tests water samples from reservoirs and designated sample points throughout the city. Ongoing Staff time CPAU customers will have access to high quality water flowing from the faucet - the pristine snowmelt from Hetch Hetchy State Water Resource Control Board regulated Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 55  Packet Pg. 313 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED N/A Palo Alto maintains high quality control with frequent testing of its water to maintain a higher than state standard N/A FY2024 Topic 8: Tesla Project - $10M Upgrade to Hanover Substation BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Upgraded substation increases capacity to facilitate electrification process. Start October 2023, completion anticipated end of 2nd quarter 2024 CPAU design review (1 FTE), construction resource manager (FTE), engineering support and inspection (1FTE each) 2 Fully upgraded 50 mva transformers N/A HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Electrification and an increase of load by 30-50 mva.N/A N/A FY2024 Topic 9: Sanitary Sewer Replacement Project 31 BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Replacement of aging infrastructure to prevent sewer back ups, sink holes, and lessen the need to take up newly paved streets Construction start July 2023, anticipated duration is 9 months Utility staff, budget Changed out 11,000 linear feet of sewer main YES Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 56  Packet Pg. 314 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Due to the timing of collaboration with Caltrans repaving work on El Camino Real N/A N/A FY2024 Topic 10: Heat Pump Water Heater customer installation program BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Reduces the use of natural gas thereby reducing carbon emissions and improving indoor air quality December 31, 2023 Staff, Consultant, and Contractor time, budget, and S/CAP Committee time 1,000 HPWH’s installed by the end of 2023 YES HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED This is the 1st program for the community to start on the achievement to electrification by eliminating most gas appliances in CPA which is needed to reach the S/CAP 80/30 goals N/A S/CAP policy FY2024 Topic 11: Electric Rate Design Review including the hydro adjuster BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Evaluate cost of service and set rates accordingly and in alignment with policy objectives wherever possible. Anticipated completion December 31, 2023 Staff time, budget, legal review. And possible additional resources completion of study and adoption of any rate changes. N/A Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 57  Packet Pg. 315 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Because rate design can impact customer investment choices related to electrification N/A N/A FY2024 Topic 12: Evaluate the Gas Supply Hedging for the Winter months BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Lowers the risk to the city by decreasing the volatility of extreme high market pricing that would be passed on to the customer UAC approval in August Council approval in September Completion by October Staff and Consultant time, and budget Execution of hedges for the appropriate winter months, if it makes sense Council approval needed HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Due to the need to have this implemented in order to execute the transactions in October for the winter months N/A N/A FY2024 Topic 13: Gas Rate Design Review BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED Gas rates that are cost-based, constitutionally compliant and with an eye toward competitiveness with gas rates in neighboring communities. Council approval in September 2023 Staff time, budget for consultant time, legal review time. Gas rates that are competitive with neighboring communities across customer classes. N/A Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 58  Packet Pg. 316 of 461  HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED Rate impacts on Palo Alto residents and businesses.N/A N/A FY2024 Topic 14: Fiber to the Premises (FTTP) BENEFICIAL IMPACTS TIMELINE RESOURCES NEEDED MEASURE OF SUCCESS STATE MANDATED / LOCAL LAW / COUNCIL-APPROVED FTTP brings City-owned high speed broadband internet, reliable connection, and competitive pricing in Palo Alto. Public investment in broadband infrastructure will create competition, improve services, and keep internet rates affordable. Phase one construction will make Palo Alto Fiber accessible to approximately 25%-30% of residents and businesses. Construction and provision of services will take about 18 months to begin offering Palo Alto Fiber service (Dec 2024). Total construction will take between 18 – 36 months depending on construction coordination with other capital projects such as electric grid modernization. Staff and Consultant time, and budget Attaining a take rate or the percentage of Palo Alto Fiber subscribers of 27%-30% to break even for FTTP. Council Approved HIGH PRIORITY LOWER PRIORITY COUNCIL-DIRECTED N/A N/A Item 12 Attachment G - Utilities Advisory Commission Work Plan        Item 12: Staff Report Pg. 59  Packet Pg. 317 of 461  2 0 4 9 City Council Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: Community Services Meeting Date: June 12, 2023 Report #:2304-1313 TITLE Direction on Operating Model for Palo Alto Animal Shelter, Which May Include: Negotiating A New Agreement with Pets In Need; Moving to In-House Service Delivery; and/or Issuing a New Request For Proposals. CEQA Review – Not a Project RECOMMENDATION Staff recommends the City Council discuss and provide direction to staff on future operations of the Palo Alto Animal Shelter, which may include negotiating a new agreement with Pets in Need; moving to in-house service delivery; and/or issuing a new request for proposals. EXECUTIVE SUMMARY In February 2022, the City Council directed staff to work with Pets-in-Need (PIN) toward development of a new Agreement that would result in a long-term partnership for shelter operations. City staff and PIN have been working collaboratively to develop a Term Sheet that, if approved by the Council and PIN Board of Directors, would be the basis for a new five-year Agreement for the period 2023 - 2027. Council discussed and provided feedback to staff on the draft Term Sheet and overall animal shelter operations during a Study Session on March 27, 20231. The terms included represent increased staffing and associated compensation to PIN with proposed net cost of $1.3 million for the first year with an annual escalator equivalent to the Consumer Price Index (CPI). The current Fiscal Year 2023 compensation is $0.7 million, the new terms represent an increase of approximately $100%. The FY 2024 Proposed Operating Budget anticipated increased cost for services and included additional funding of $0.5 million in FY 2024 for a total of $1.2 million. Based on the current term sheet, additional funding may be needed. Other terms include an increase in the City’s capital investment to improve the shelter facility 1 City Council, March 27, 2023; Agenda Item #3; SR #2302-0940, https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82278 Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 1  Packet Pg. 318 of 461  2 0 4 9 and a minor reduction in scope of services. The FY 2024 Proposed Capital Budget included additional funding of $1.5 million in the Animal Shelter Renovation capital project (PE-19002) for estimated capital investment based on the current terms. BACKGROUND 2 to operate the Palo Alto Animal Shelter. The term and compensation of the current Agreement (Attachment A) include: 2 City Council, November 26, 2018; Agenda Item #13; SR #9822, https://www.cityofpaloalto.org/files/assets/public/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2018/id-9822-pets-in-need.pdf?t=62179.92 Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 2  Packet Pg. 319 of 461  2 0 4 9 Key responsibilities of Pets in Need include: •Animal Shelter Services including sheltering stray, abandoned, and owner surrendered animals •Medical Services including veterinarian services to shelter animals, vaccination clinics, micro-chipping, and a low cost spay and neuter clinic •Animal adoptions and foster program •Operating schedules for shelter services, emergency veterinary On November 15, 2021, Pets in Need (PIN) provided formal notification to the City that it would exercise its right to terminate the Agreement without cause in 12 months’ time as allowed in Section 19.2 of the Agreement. PIN stated that delays in completing the capital improvement projects, particularly the new dog kennel building influenced their decision to terminate the Agreement. The City and PIN staff discussed how best to operate the Animal Shelter for the remaining term of the Agreement and began exploring how to continue the partnership beyond the termination date. On February 14, 20223, the City Council passed the following motion unanimously: A.That as a condition for continuing good faith negotiations, that Pets in Need would agree to extend the notice of termination six months beyond the current date; B.Proceed with negotiations with Pets in Need for a long-term contract agreement for animal services in Palo Alto; C.Evaluate the necessary kennel size for community partners that we serve; D.Include some form of trap and neuter program; E.Include a small animal area in the renovation plans; F.Assure that the contract agrees upon hours of operation and services provided; G.That the parties agree to pursue a fundraising program to supplement existing capital commitments for the shelter; and H.Explore the transition to a new database. The PIN Board supported extending the termination date for six additional months to end on May 15, 2023. At the Council Study Session4 on March 27, 2023, staff provided Council an update on the status of contract negotiations with PIN and an opportunity for the Council to provide feedback on a draft Term Sheet. As a point of comparison, City staff included a preliminary estimate of the cost and revenue associated with bringing operations of the Animal Shelter back to an in-house model. PIN and City staff continue to refine the Term Sheet and mutually agreed to extend the current agreement to terminate on September 30, 2023. City Staff have completed a more detailed analysis of an in-house model. 3 City Council, February 14, 2022; Agenda Item #9; SR #13952, https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=81766 4 City Council, March 27, 2023; Agenda Item #3; SR #2302-0940, https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82278 Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 3  Packet Pg. 320 of 461  2 0 4 9 ANALYSIS March 27 Study Session The City Council discussed and provided feedback on the draft term sheet during a study session on March 27, 2023. The Council requested information on the following: •A breakdown of PIN’s costs showing the increased compensation from the original Agreement. •The percentage of PIN’s operating budget that is for animals covered in Palo Alto, Los Altos, and Los Altos Hills. •A comparison chart of PIN’s fees with other municipal shelters’ fees. •A more detailed and accurate comparison of PIN’s services to the Peninsula Humane Society. •PIN’s revenue over the previous five years. •Consideration of a minimum and maximum number of surgeries and events. •A side-by-side comparison of PIN’s proposal and the in-house model. •A more defined capital plan identified in the Agreement. •Additional information on feral cats and the method by which they are handled. PIN has prepared responses to the Council’s questions, which are included as Attachment B. An analysis of the costs and resources needed to move back to an in-house shelter operation is described below, along with a comparison of the two operating scenarios. Additional information on shelter improvements and feral cats are also included. Term Sheet with Pets in Need, as revised The Term Sheet that was presented to Council at the March 27th Study Session has been revised to reflect re-negotiated terms since receiving feedback from the City Council. The revisions included are shown in Attachment C as either underline or strikethrough and include updated language related to developing a policy on how feral cats will be handled, and more specificity on prioritization of capital improvements. PIN has added an additional term to address City compensation for additional services rendered each month beginning June 1, 2023 until a new contract is executed. PIN calculates this as the difference between the monthly fee (1) specified for Year 5 in Exhibit B of the 2019 Agreement and (2) the monthly fee specified for Year 1 in the proposed new Agreement, effective June 1, 2023. This cost equates to $55,535 per month in additional compensation beginning June 1, 2023 and each month until a new Agreement is executed. The total annual compensation proposed by PIN for operations of the Animal Shelter is $1.4 million with an annual escalator based on the Consumer Price Index. A summary of the Term Sheet as compared to the current Agreement is below. Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 4  Packet Pg. 321 of 461  2 0 4 9 2019-2023 PIN Agreement 2023-2027 PIN Proposed Increased Cost to City Expense / (Revenue) Compensation Shelter Services and 60 spay/neuter surgeries per month $703,580 in year 5 (2023) $1,373,400/ year (year 1) $669,820/ year Annual Escalator 2%Annual CPI rate To be negotiated Additional Interim Compensation None $55,535/ month as of June 2023 $55,535/ month as of June 2023 Capital Improvements City investment $3.4M (approx. $1M remaining) $2.5M +$1.5M one-time investment Limit on PIN investment in additional projects Up to $10,000 No limit, must follow prevailing wage and other laws, and obtain City approval $0 Staff time to review and approve Renovation Delays $60,000 $0 $0 Scope of Work Changes After-hours veterinary care for stray hold animals Included in scope Not in scope $15,000/ year Veterinary services for cruelty investigations Included in scope PIN has discretion $10,000/ year Licensing Included in scope Not in scope, Add 0.48 City staff $40,000/ year Licensing revenue To PIN To City ($180,000)/ year Net Annual Cost to the General Fund (excluding capital, annual escalator and interim compensation) $773,580 $1,373,400 $554,820 Analysis of an In-house Operating Model The City Council requested that staff further evaluate the cost of returning shelter operations in- house as a service delivery alternative to PIN. Attachment D summarizes the costs, services, and implementation strategy for both operating models (PIN and In-House) and a third alternative, to issue a new Request for Proposals. The proposed staffing model needed to safely operate the animal shelter requires the addition of 7.00 full-time positions and two 0.48 FTE (total 0.96 FTE) hourly positions. The costs for these Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 5  Packet Pg. 322 of 461  2 0 4 9 positions and the recommended position classifications are based on staff research of expected pay ranges based on regional market surveys modeled with the City’s benefit rate cost assumptions. The organizational chart in Attachment E includes: PROPOSED STAFFING MODEL SHELTER SERVICES* Position FTE Hourly Estimated Cost (Salary and Benefits) Total 7.00 2 staff (0.96 FTE)$1,166,000 * The position classifications previously used by the City to perform in-house services are not maintained in the City's current salary schedules. Staff expects to refine these estimates upon formal review by the Human Resources Department. **This would not be an additional new cost; this is a reallocation of existing management resources to support oversight. Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 6  Packet Pg. 323 of 461  2 0 4 9 PIN, the City has maintained and updated the animal services fees in the municipal fee schedule for their operations. Should operations return to the in-house model, staff expect a fee study will be needed to ensure charges are up to date and in line with other municipal shelters and City costs. Comparison of Annual Cost Net Impact to the General Fund FY 2024 Budget 2023-2027 PIN Proposed In-House Operating Model Net Cost $3.7M $3,758,400 ($1.3M ongoing) $1,046,000 Organizational impacts of In-House model Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 7  Packet Pg. 324 of 461  2 0 4 9 Scope of Services •Public Hours of Operation: Both PIN and the In-House model propose about 80 hours biweekly of public serving hours. o PIN opens to the public M-F 12:30PM-6PM, Sat 10AM-6PM, Sun 12:30-6PM. o In-House model schedule would be M-F 8AM-5PM, 9/80 Friday closed. •Impounds/Intakes: Both PIN and the In-House model would not have a cap or additional fees incurred for impounds or intakes. •Licensing: In both scenarios, the City would provide licensing services requiring the City to hire part-time staffing to support this at an estimated cost of $40,000. Revenues from these services would be returned to the City to defray costs. •Spay/Neuter: Both PIN and the In-House model will support some level of spay/neuter services. o PIN states that it will provide spay/neuter services to the best of its ability prioritizing residents of Palo Alto, Los Altos, and Los Altos Hills. The Term Sheet assumes PIN will complete a minimum of 60 surgeries per month for cats and dogs only. The 2019 Agreement did not include a metric for the number of surgeries to be completed by PIN. o In-House model proposes about 150 spay/neuter surgeries per month, made possible by having a full-time Veterinarian on staff and includes cats, dogs, and other small pets. This number is based on the number of surgeries completed when the City previously operated the shelter. •Vaccine Clinics: Both PIN and In-House model propose weekly vaccine clinics available to Palo Alto residents. •After Hours Vet Care: Neither PIN nor the In-House model have a Veterinarian on staff 24 hours a day, therefore after-hour emergencies would require outside services at cost, currently estimated at $15,000. •Cruelty Investigations: o PIN would provide veterinary care for live animals impounded as part of cruelty investigations; however, PIN would not have the obligation to provide additional services related to cruelty investigations including post-mortem examinations of deceased animals. If PIN does not provide these services, the City would contract out these services at an estimated cost estimated at $10,000 annually. o In-House model includes cruelty investigations and post-mortem services at no additional cost. Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 8  Packet Pg. 325 of 461  2 0 4 9 Capital Improvements to Shelter Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 9  Packet Pg. 326 of 461  2 0 4 9 Other Considerations •A slightly lower shelter operational cost, but higher infrastructure needs. •With services and staffing being contracted out, there would be no liability or pension obligations to the City. •PIN has an extensive network, including partner organizations, which can be leveraged for donations. •With broader reach, serving the Bay Area and beyond, PIN could maximize use of the shelter; however, careful consideration should be given to Palo Alto residents and its contract cities. •Policy decisions are a collaboration between PIN and the City. •Slightly higher estimated operational cost than PIN, including pension costs and liability. •An In-House model returns animal welfare and shelter operation policy decisions to the City. •City would have control over shelter operations including public service hours, vaccine clinics, and spay/neuter surgeries. •Services focused on the needs of Palo Alto residents and those of its contract cities. •Increased revenue to partially offset shelter estimated operation costs FISCAL/RESOURCE IMPACT Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 10  Packet Pg. 327 of 461  2 0 4 9 operating agreement at $1.4 million. This expense is expected to be offset by adjustments to increase revenue estimates by $180,000 to recognize licensing fees. Staff expects to bring forward budget amendments as necessary in subsequent staff reports or budget processes. STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 13 Item 13 Staff Report        Item 13: Staff Report Pg. 11  Packet Pg. 328 of 461  CITY OF PALO ALTO CONTRACT NO. _C_1_9_17_4_4_9_3 __ _ AGREEMENT BETWEEN THE CITY OF PALO ALTO AND PETS IN NEED FOR PROFESSIONAL SERVICES This Professional Services Agreement ("Agreement") is entered into on this ..1.L day of January .~by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("CITY'' or "City of Palo Alto"), and PETS IN NEED, a California non-profit public benefit corporation, located at 871 Fifth Ave, Redwood City, CA 94063 C'CONSULTANT' or "Pets In Need"). RECITALS The following recitals are a substantive portion of this Agreement and are hereby incorporated herein by this reference. A. CITY intends to provide animal sheltering and veterinary care, as more fully described in Exhibit "A" (Scope of Services), attached to and made a part of this Agreement, for the City of Palo Alto, and for the City of Los Altos and the Town of Los Altos Hills (the "Contract Cities"), at the Palo Alto Animal Shelter, 3281 East Bayshore Road, Palo Alto, CA 94303 (the "Palo Alto Animal Shelter" or the "Premises"). B. CITY and CONSULTANT desire for CONSULTANT to perform the Services {as defined below) at the Palo Alto Animal Shelter pursuant to the terms and conditions set forth in this Agreement. C. CITY acknowledges that CONSUL TANT is entering into this Agreement in furtherance of its no-kill mission, and that, to the extent permitted by law, CONSUL TANT will operate the Palo Alto Animal Shelter as a no-kill shelter. D. CITY and CONSUL TANT are entering into this Agreement with the intention of establishing a long -term partnership to offer exceptional shelter services for Palo Alto and its partner cities of Los Altos and Los Altos Hills, while working together towards building a new Pets in Need Palo Alto animal shelter facility. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSUL TANT shall perform the services described at Exhibit "A· ("Services") in accordance with the terms and conditions contained in this Agreement. SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution (the "Effective Date") and continuing for five (5) years from the Effective Date, unless terminated earlier pursuant to Section 19 of this Agreement. The term of this Agreement may be renewed or extended upon the mutual written agreement of the parties. One year prior to the expiration of the term (or other such timeline as may be mutually agreed upon by the parties), either party may request the parties to begin negotiating in good faith a renewal or extension of this Agreement. Page 1 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 12  Packet Pg. 329 of 461  SECTION 3. USE OF PREMISES. CONSUL TANT's use of the premises shall be subject to the additional terms set forth on Exhibit "D" (Use of Premises) attached hereto. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services shall be in the amount of, and shall not exceed three-million, four-hundred forty thousand six-hundred twenty six dollars and ten cents ($3,440,626.1 O) as detailed in Exhibit "B" (Compensation). CONSUL TANT agrees to complete all Services within this amount. 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. Notwithstanding the foregoing, a contingency fund of two-hundred thousand dollars ($200,000) (the "Contingency Fund") shall be available; as well as a fund for the compensation of renovation delays ("Compensation of Renovation Delays Fund") of sixty thousand dollars ($60,000) shall be available, as detailed in Exhibit "B" (Compensation). In the event the Contingency Fund and the Compensation of Renovations Delays Fund are utilized as provided for herein, the total compensation for Services, reimbursable expenses and the costs payable by CITY to CONSULTANT under this Agreement, shall be and shall not exceed three million, seven­ hundred thousand, six-hundred twenty-six dollars and ten cents ($3,700,626.10) as detailed in Exhibit "B" (Compensation), subject to Section 19 ("TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES"). SECTION 5. INVOICES. In order to request payment, CONSULTANT shall invoice the CITY for payment on a monthly basis. Invoices shall describe the services performed and, if reasonably requested by CITY, supporting documentation. CONSULTANT's invoice shall be submitted to the City's project manager for payment at which point the CITY has 30 business days from the date of the submission to render payment to the CONSUL TANT. Invoices must also include CONSUL TANT name, address, contract number, description of services, date of services, and compensation amount. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSUL TANT or under CONSUL TANT's supervision. CONSUL TANT represents that it possesses the professional and technical personnel necessary to perform or supervise, as applicable, the Services required by this Agreement and that its personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, and its employees have and shall maintain (and that it shall require its subcontractors, if any, to have and 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. Notwithstanding anything to the contrary in this Agreement, the representations and warranties in this Section 6 are exclusive and are in lieu of all other warranties of any kind, whether express or implied (including, without limitation, the implied warranties of merchantability, fitness for a particular purpose and noninfringement, and all warranties that may arise from course of dealing, course of performance or usage of trade), all of which are hereby expressly disclaimed. SECTION 7. COMPLIANCE WITH LAWS. CONSUL TANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that are applicable to the performance of the Services or those engaged to perform Services under this Agreement. CONSUL TANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. Page 2 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 13  Packet Pg. 330 of 461  SECTION 8. ERRORS/OMISSIONS. CONSUL TANT is solely responsible for costs, including, but not limited to, increases in the cost of Services, arising from or caused by CONSUL TANT's errors and omissions, including, but not limited to, the costs of correcting such errors and omissions, any change order markup costs, or costs arising from delay caused by such errors and omissions or unreasonable delay in correcting such errors and omissions. SECTION 9. [RESERVED]. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, any person employed by CONSULTANT, and any subcontractor retained by CONSULTANT to perform any of CONSULTANT'S obligations 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. CONSUL TANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT's obligations without the prior written consent of the City Manager. The City Manager shall have sixty (60) days from receipt of Consultant's notice of proposed assignment to accept or decline the proposed assignment in writing. If the City Manager declines the proposed assignment, he or she shall state the basis for the decision in the written notice to CONSULTANT. Consent to one assignment shall not be deemed to be consent to any subsequent assignment. Any assignment not expressly contemplated ui:,der this Agreement, or made without the approval of the City Manager shall be void. SECTION 12. SUBCONTRACTING. Notwithstanding Section 11 above, CITY agrees that subcontractors may be used to perform CONSULTANT'S obligations under this Agreement. The subcontractors authorized by CITY to perform work on this Project are: a. Sage Veterinary Center; and b. Pets Rest Cemetery, and c. Any other subcontractors retained by CONSUL TANT to perform CONSULTANT'S obligations under this Agreement. CONSULTANT shall be responsible for directing the work of any subcontractor and for any compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning subcontractor compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subcontractor as more fully set forth in Section 16 of this Agreement. CONSULTANT shall change or add a subcontractor to perform the Services set forth on Exhibit A hereto only with the prior approval of the City Manager or his designee (such approval not to be unreasonably withheld, delayed or conditioned). The City Manager shall have thirty (30) days from receipt of CONSULTANT's request to approve or decline in writing CONSULTANT's request to change or add subcontractors. SECTION 13. PROJECT MANAGEMENT. CONSULTANT shall assign its executive director, who currently is Al Mollica, as the project manager to have supervisory responsibility for the performance, progress, and execution of the Services and as the project coordinator to represent CONSULTANT during the day-to-day performance of the Services. If circumstances cause the substitution of the project manager (including if, at Page 3 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 14  Packet Pg. 331 of 461  any time, Al Mollica no longer serves as executive director of CONSULTANT). CONSUL TANT shall promptly notify the CITY's project manager of such substitution and consider in good faith CITY's requests with respect to such substitution. The parties agree that during the term of this Agreement and for all purposes of this Agreement, CONSULTANT'S project manager shall be authorized to act as the "Superintendent" of the City's animal services division pursuant to Section 6.04.100 of the Palo Alto Municipal Code, for purposes of [Sections 6.12.010, 6.12.030, 6.12.050, 6.16.050, and 6.32.040 of the Palo Alto Municipal Code. CITY's project manager is the Director of Community Services, Community Services Department, 1305 Middlefield Road, Palo Alto, CA 94303, Telephone (650) 463-4900, who is currently Monique leConge Ziesenhenne. The project manager shall 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 with prompt written notice to CONSUL TANT. SECTION 14. INTELLECTUAL PROPERTY RIGHTS. 14.1 Definition of Intellectual Property Rights. "Intellectual Property Rights" means patents of any type, design rights, utility models or other similar invention rights, copyrights, mask work rights, trade secret or confidentiality rights, trademarks, goodwill, trade names, logos and service marks and any other intangible property rights, including applications and registrations for any of the foregoing, in any country, arising under statutory or common law or by contract and whether or not perfected, now existing or hereafter filed, issued, or acquired. 14.2 "Pets In Need" Ownership. The parties acknowledge and agree that, as between the parties, Pets In Need owns all Intellectual Property Rights in its name ("Pets In Need"), logos and marks, as may be amended from time to time by Pets In Need. 14.3 "City of Palo Alto" Ownership. The parties acknowledge and agree that, as between the parties, the City of Palo Alto owns all Intellectual Property Rights in its name ("City of Palo Alto"), logos and marks, as may be amended from time to time by the City of Palo Alto, and in accordance with Palo Alto Municipal Code as may be amended from time to time. 14.4 "Palo Alto Animal Shelter" Ownership. The parties acknowledge and agree that, as between the parties, the City of Palo Alto owns all Intellectual Property Rights in the name "Palo Alto Animal Shelter". 14.5 Grant of License by City of Palo Alto. The City of Palo Alto hereby grants to Pets In Need a royalty-free, non-transferable term license, for the term of this Agreement, to use, reproduce, make derivative works, display, and perform publicly the name "Palo Alto Animal Shelter" solely in conjunction with "Pets in Need", for example, and without limitation, "Pets in Need Palo Alto Animal Shelter" and "Palo Alto Animal Shelter, operated by Pets in Need," for purposes of the performance of this Agreement, as provided for herein. 14.6 Name Changes; Development of Logos or Marks. Any name changes, derivative works, or logos or marks as may be developed by Pets In Need with regard to such animal shelter are required to be approved in writing by the City of Page 4 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 15  Packet Pg. 332 of 461  Palo Alto City Manager or designee prior to any publication, or any other public use, in any form or media. The City Manager shall approve or deny such requests in writing within 45 days of receipt of CONSULTANT's complete written proposal, and shall set forth its basis for any denial in writing. During the term of this Agreement, the City of Palo Alto shall not change such name of such animal shelter, nor develop any derivative works, or logos or marks, with regard to such animal shelter, except as is mutually agreed in writing with the Pets In Need Executive Director or designee prior to any publication, or any other public use, in any form or media. The City Manager shall approve or deny such requests within 45 days of Consultant's complete written proposal, and shall set forth its basis for any denial in writing. Notwithstanding anything to the contrary in this Agreement, CITY agrees that CONSULTANT may offer naming rights for any wing, room, kennel, or other area within the shelter in compliance with the City's Naming Policy and Procedure. · 14.7 Limitations on uPets In Need Palo Alto Animal Shelter". The City of Palo Alto agrees that its use of the name "Pets In Need Palo Alto Animal Shelter", and as may be changed as provided for herein, with regard to the animal shelter that is the subject of this Agreement, as well as any logos or marks that may be developed and approved as provided for herein with regard to such shelter, are strictly limited to the term of this Agreement, and that, unless otherwise agreed by the parties in writing, upon expiration or termination of this Agreement, the City of Palo Alto shall cease and desist all use of such names, logos and marks with regard to such animal shelter in relation to the ongoing operation of such shelter as of the date of such termination or expiration. 14.8 Use of City of Palo Alto Seal or Logo. Any use by Pets In Need of any City of Palo Alto seal or logo is required to be approved in writing by the City of Palo Alto City Manager or designee prior to any publication or any other public use, in any form or media, and in accordance with Palo Alto Municipal Code as may be amended from time to time, provided that the City Manager or his designee shall approve or deny in writing a written request by Pets in Need within ten (10) days of the date of the request, and shall set forth his or her basis for any denial in writing. 14.9 Use of Pets in Need Seal or logo. Any use by the City of Palo Alto of any Pets In Need seal or logo is required to be approved in writing by the Pets In Need Executive Director or designee prior to any publication, or any other public use, in any form or media, provided that the Executive Director of PIN or designee shall approve or deny in writing a written request by CITY within twenty (20) days of the date of the request. 14.10 Reservation of Rights. All Pets In Need Intellectual Property Rights not expressly granted under this Agreement are reserved to and retained by Pets In Need. All City of Palo Alto Intellectual Property Rights not expressly granted under this Agreement are reserved to and retained by the City of Palo Alto. SECTION 15. AUDITS. CONSUL TANT shall 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 CONSULTANT'S performance of the Services under this Agreement. CONSUL TANT 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; LIMITATION OF LIABILITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers, employees and Page 5 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 16  Packet Pg. 333 of 461  agents (each a "CITY Indemnified Party") from and against any and all third party demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including reasonable attorneys' fees, experts fees, court costs and disbursements ("Claims") to the extent resulting from, or arising out of (i) any act or omission of CONSULTANT that is outside the scope of CONSULTANT's authority under this Agreement and/or (ii) the negligence or willful misconduct of CONSULTANT or its officers, employees, agents or subcontractors in the performance of this Agreement. To the fullest extent permitted by law, CITY shall indemnify, defend and hold harmless CONSUL TANT, its directors, officers, employees and agents (each a "CONSULTANT Indemnified Party") from a·nd against any and all third party Claims to the extent resulting from or arising out of (i) the negligence or willful misconduct of CITY or its officers, employees, agents or subcontractors in the performance of this Agreement , (ii) any condition in or about the Premises, except to the extent caused by the negligence or willful misconduct of CONSULTANT or a CONSUL TANT Indemnified Party. or (iii) CITY's decision to transition to a consultant-provided service delivery model and City's decision, based on CONSULT ANT's representations contained in its proposal to the City and herein, to contract with CONSULTANT to provide the Services. 16.2. In the event of concurrent negligence of more than one party, its Council members (or directors), officers, employees, agents or subcontractors, the liability for any and all Claims shall be apportioned under the California theory of comparative negligence as presently established or as may hereafter be modified. Nothing in this Agreement shall constitute a waiver or limitation of any rights that a party may have under applicable law in the event of concurrent negligence of persons or entities other than the parties to this Agreement. 16.3. The parties agree to cooperate with each other in the investigation and disposition of third-party Claims hereunder. It is the intention of the parties to reasonably cooperate in the disposition of all such Claims. Such cooperation may include joint investigation, defense and disposition of claims of third parties hereunder. The parties agree to promptly inform one another whenever an incident report, claim or complaint is filed or when an investigation is initiated concerning this Agreement. Notwithstanding the foregoing, in the event of a conflict in interest, each party may conduct its own investigation and engage its own counsel. 16.4. Each party agrees to mitigate any loss or damage which it may suffer in consequence of any breach by the other party of the terms of this Agreement. or any fact, matter, event or circumstance giving rise to a Claim. 16.5. LIMITATION OF LIABILITY. N01WITHSTAND1NG ANYTHING TO THE CONTRARY CONTAINED HEREIN OR ELSEWHERE, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS IN CONNECTION WITH THIS AGREEMENT, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH POTENTIAL CLAIM, LOSS OR DAMAGE. 16.6. LIMITATION OF LIABILITY OF CITY. EXCEPT WITH REGARD TO CITY'S OBLIGATIONS TO INDEMNIFY AND HOLD HARMLESS THE CONSULTANT PURSUANT TO THIS SECTION 16, CITY'S PAYMENT OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO THE PAYMENT PROVIDED FOR IN SECTION 4 (NOT TO EXCEED COMPENSATION) OF THIS AGREEMENT. Pages of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 17  Packet Pg. 334 of 461  16.7. LIMITATION OF LIABILITY OF CONSULTANT. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT OF CONSULTANT TO CITY EXCEED FIVE MILLION DOLLARS. 16.8. CITY represents and warrants that (i) it has complied with Section 2.30.250 of the Palo Alto Municipal Code and (ii) the CITY's indemnification obligations contained in this is Section 16 represent the valid and enforceable obligations of CITY. 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, shall 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. No waiver of a condition or nonperformance of an obligation hereunder is effective unless it is in writing signed by the authorized representatives of the parties hereto and, as applicable, approved as required under the Palo Alto Municipal Code or Charter. SECTION 18. INSURANCE. CONSULTANT, at its sole cost and expense, shall obtain, as soon as practicable following the date of this Agreement, and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "C". CONSULTANT shall be responsible for ensuring that its subcontractors retained to perform Services under this Agreement, if any, shall obtain and maintain in full force and effect during the term of the subcontractor's engagement, the insurance coverage described in Exhibit "C," as well as a policy endorsement naming CITY as an additional insured under any policies required in this Section 18. 18.1. 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. 18.2. CONSUL TANT shall file with CITY certificates evidencing such insurance as soon as practicable following the date of execution of this Agreement but in any event prior to the first day any of CONSULTANT'S obligations are performed hereunder. The certificates shall be subject to the approval of CITY's Risk Manager and shall contain an endorsement stating that the insurance is primary coverage and shall 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 five (5) 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. 18.3. The procuring of such required policy or policies of insurance will not be construed to limit either party's liability hereunder nor to fulfill the indemnification provisions of this Agreement. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may terminate this Agreement or suspend Page 7 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 18  Packet Pg. 335 of 461  the performance of the Services, in whole or in part, in the event of a material breach of CONSULTANT's obligations to CITY under this Agreement, which breach is not cured by CONSULTANT within (60) days of receipt of written notice from CITY to CONSULTANT detailing the nature of such failure. The City Manager may terminate this Agreement without cause by giving one-year prior written notice thereof to CONSUL TANT. 19.2. CONSUL TANT may terminate this Agreement or suspend its performance of the Services, in whole or in part, in the event of a material breach of CITY's obligations to CONSULTANT under this Agreement, which breach is not cured by CITY (i) with respect to material breach of CITY's payment obligations herein, within thirty (30) days of receipt of written notice from CONSULTANT to CITY, or (ii) with respect to material breach of all other CITY obligations hereunder, within sixty (60} days of receipt of written notice from CONSUL TANT to CITY detailing the nature of such breach. CONSULTANT may terminate this Agreement without cause by giving one-year prior . written notice thereof to CITY. 19.3. In the event of any suspension or termination hereunder, CITY shall pay CONSULTANT for the Services rendered and materials delivered to CITY (i) on or before the effective date of such suspension or termination and (ii) in accordance with this Agreement. CITY shall pay such amounts to CONSULTANT within thirty (30) days after receipt of CONSULTANT's invoice. To the extent that CITY has prepaid any fees, CONSULTANT shall fund to CITY any prepaid fees on a pro-rata basis to the extent such fees are attributable to the period after the termination date, and CITY shall have no obligation to pay unpaid fees that would have become due during the remaining Term had this Agreement not been terminated. 19.4 The following Sections shall survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.3, this 19.4, 20, 25, and 27. SECTION 20. NOTICES. Any notice provided for in this Agreement shall be in writing and shall be either (i} personally delivered, (ii) received by certified mail, return receipt requested, or (iii) sent by reput~ble overnight courier service (charges prepaid) to the recipient at the address indicated below. To CITY: City of Palo Alto, City Manager's Office 250 Hamilton Ave., Palo Alto, CA 94301 With a copy also to the CITY's Project Manager. To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above. Notices will be deemed to have been given hereunder {i) when delivered personally to the recipient, (ii) one (1) business day after being sent to the recipient by reputable overnight courier service (charges prepaid) or (iii) five (5) business days after being mailed to the recipient by certified or registered mail, return receipt requested and postage prepaid. SECTION 21. CONFLICT OF INTEREST 21.1. In accepting this Agreement, CONSUL TANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. Page 8 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 19  Packet Pg. 336 of 461  21.2. CONSUL TANT further covenants that, in the performance of this Agreement, it shall not employ subcontractors or other persons or entities having such an interest. CONSULTANT celtifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision shall 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. CITY agrees and acknowledges that, as of the date of hereof, CONSULTANT is not a "Consultant" as that term is defined by the Regulations of the Fair Political Practices Commission, and that therefore CONSULTANT shall not be required to file the 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. CONSUL TANT acknowledges that it has read and understands the provisions of Section 2.30.51 O 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 Preferred Purchasing policies which are available at CITY's Purchasing Department (and copies of which have been provided to CONSULTANT by CITY), 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 CONSUL TANT 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, and a copy of the current policy has been provided to CONSULTANT by CITY. (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. Page 9 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 20  Packet Pg. 337 of 461  SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE. CONSUL TANT 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, CONSUL TANT shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code section 4.62.30 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 section4.62.060. SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement shall terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS. The Services are not subject to prevailing wages. CONSULTANT is not - required to pay prevailing wages in the performance of the Services in accordance with applicable law including without limitation SB 7. SECTION 27. MISCELLANEOUS PROVISIONS. 27 .1. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws provisions. 27.2. In the event that an action is brought, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 27.3. 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. 27.4. 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. 27.5. The covenants, terms, conditions and provrsrons of this Agreement shall apply to, and shall bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 27.6. 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 shall remain in full force and effect. Page 10 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 21  Packet Pg. 338 of 461  27.7. 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 shall be deemed to be a part of this Agreement. 27.8. In the event of a conflict between the terms of this Agreement and the exhibits hereto or CONSULTANT's proposal (if any), this Agreement shall control. In the case of any conflict between the exhibits hereto and CONSULTANT's proposal, the exhibits shall control. 27.9. If, pursuant to this contract with CONSULTANT, CITY shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.S(d) about a California resident ("Personal Information"}, CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform CITY as soon as practicable, but no later than 24 hours after 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. 27 .10. All unchecked boxes do not apply to this Agreement. 27 .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. 27.12. This Agreement may be signed in multiple counterparts, which, when executed and delivered by the parties hereto, shall together constitute a single binding agreement. This Agreement may be signed using the City's Docusign platform. {signature page follows] Page 11 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 22  Packet Pg. 339 of 461  CONTRACT No. Cl9174493 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO AL TO PETS IN NEED City Manager Officer 2 APPROVED AS TO FORM: By~ Attachments: EXHIBIT "A": EXHIBIT "B": EXHIBIT "C": EXHIBIT "D": .. . Name: ,. ;-A Title~·,#'/c0~ SCOPE OF SERVICES COMPENSATION INSURANCE REQUIREMENTS USE OF PREMISES Page 12 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 23  Packet Pg. 340 of 461  EXHIBIT 11A" SCOPE OF SERVICES PETS IN NEED ("CONSULTANT") agrees to provide Animal Shelter Services as described in Section II below at the Palo Alto Animal Shelter, 3281 East Bayshore Road, Palo Alto, CA, for the City of Palo Alto ("CITY") and the Contract Cities. CITY agrees to perform the obligations as described in Section Ill below. I. DEFINITIONS The following terms as used in this Exhibit "A" Scope of Services shall have the meaning provided below: A. "Diseased and crippled animal" means those animals which are known or believed to be infected with a~y dangerous or communicable disease, or which have an incurable, crippled condition or which are afflicted with any painful disease which is believed to be incurable. B. "Dangerous animal" means any dog or other animal which demonstrates a propensity to assault, bite, scratch or harass people or other animals without provocation. There shall be a rebuttable presumption that any animal that bites a person is a dangerous animal. Capitalized terms used but undefined herein shall have the meanings set forth in the Agreement for Professional Services (this "Agreement") to which this Exhibit is attached and of which it forms a part. II. PETS IN NEED RESPONSIBILITIES: 1. Animal Shelter Services. CONSUL TANT shall perform the following sheltering services and shall provide shelter supplies, animal attendants, supervisors and administrative personnel, and any other personnel, supplies and equipment, reasonably required to perform the following services ("Shelter Services"): a) Shelter of abandoned, surrendered, impounded, lost or stray domestic animals brought to the shelter by CITY or its Contract Cities, its residents, or personnel. b) CONSULTANT may shelter and provide services to animals outside the scope of paragraph (a) above rnon-City animals") including moving animals between the Palo Alto Animal Shelter and Pets In Need Redwood City facility on a space-available basis and at CONSULTANT's sole expense for all costs, including labor, equipment, supplies, food, and medication. At no time shall animals within the scope of paragraph (a) above be denied services due to services provided to non-City animals at the Pets in Need Palo Alto Animal Shelter. c) For the avoidance of doubt, to the maximum extent Page 13 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 24  Packet Pg. 341 of 461  permissible by law, CONSUL TANT shall have exclusive discretion over how long an animal is sheltered, including exclusive discretion to shelter an animal for a longer period than the statutory minimum number of days This section shall not be interpreted to authorize funds in addition to those specified in this Agreement, and CONSULTANT shall be responsible for managing the length of animal sheltering within the funds and resources authorized by this Agreement. d) Quarantine of biting animals. e) Rabies testing of suspect animals. f) Provision for reclaim of abandoned, lost or stray domestic animals during established business hours. g) Shelter staff shall make every effort to identify lost animals (through ID tags and microchips) and to contact owners. h) Be CITY's and Contract Cities' main point of contact (by phone, in-person, and electronic means) regarding animal shelter services, including inquiries regarding missing pets. i) Provide medical evaluation and treatment, if necessary, to all incoming animals. This includes vaccinations, and spay and neuter surgeries to domestic animals. j) Euthanasia and disposal of abandoned, lost, impounded, or stray domestic animals that are unclaimed by their owners and found to be diseased and crippled and/or dangerous as defined by Palo Alto Municipal Code and California State Law. k) For purposes of clarity, CONSUL TANT shall not be required to provide owner-requested euthanasia at any time, and CITY acknowledges that CONSUL TANT has elected not to provide or subcontract this service. I} CONSULTANT shall maintain a public website, separate from the CITY's website, with information including without limitation: shelter hours, volunteer opportunities, adoption information, medical services offered and information about those services and contact information. m} Consultant shall allow CITY Animal Control Officers access to the shelter at all times for purposes of dropping off animals and provide reasonable accommodation for Animal Control Officers to begin and end their shifts, and complete administrative work in the shelter. n) CONSULTANT shall maintain, repair and replace all surgical room equipment, cages, hoses, and other equipment at the facility. o) CONSULTANT shall comply with all federal, state, and local laws in effect applicable to the Services upon commencement of the provision of the Services, and shall be subject to inspection by the CITY and other duly authorized federal, state, and local authorities to insure Page 14 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 25  Packet Pg. 342 of 461  such compliance. This includes the applicable provisions of Palo Alto Municipal Code Title 6, as amended from time to time. For the avoidance of doubt, this provision shall not be construed to expand the scope of the Services as expressly set forth in this Exhibit "A". p) CONSULTANT shall use commercially reasonable efforts to offer comprehensive volunteer and educational programs which may include, without limitation: animal fostering programs, dog walker programs, and animal care trainings. q} When appropriate, in CONSULTANT'S sole discretion, CONSULTANT may partner and/or coordinate with adoption programs, rescue groups, and other no-kill shelters to maximize the shelter's adoption rate and/or place animals in suitable foster care. CONSULTANT shall seek CITY's approval for partnerships in which CONSUL TANT pays or receives money or other financial consideration, solely to the extent that such partnership relates to CONSULTANT's performance of the Services. CITY shall approve or deny in writing any such request within thirty (30) days after receipt of such request. r) Develop and maintain communication with CITY by: 1. Responding in a timely.manner to emails and phone calls. 2. Communicating and resolving issues and concerns promptly. s} Develop, in cooperation with CITY, a feral cat plan. The plan shall include how PIN handles feral cats, spay/neuter provisions, and release of feral cats. CONSULTANT shall not release feral cats within the City of Palo Alto or any of its Partner Cites. t) Develop, in cooperation with CITY, a disaster preparedness plan. 2. Medical Services a) CONSUL TANT shall provide supplies, and professional and trained personnel, employed or under subcontract or contract, necessary to perform the following services ("Medical Services"): Provision of veterinarian services twenty-four (24} hours per day to treat and provide veterinarian care for impounded animals, including for animals picked-up by Animal Control Officers. CONSULTANT may, in its sole discretion and at its sole expense, arrange after-hours emergency care through any veterinary subcontractor. b) Monitor quarantined animals. c) For a fee, conduct vaccination clinics and have available, free of charge to the public, rabies control information. d) Conduct microchipping. e) For a fee, which shall be posted on CONSULTANT's website, Page 15 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 26  Packet Pg. 343 of 461  at the same rate established for City residents and Contract Cities, provide access to the CONSULTANT's low cost spay and neuter clinic. f) The City's Animal Control Officers shall be licensed through CONSULTANT'S medical authority to administer euthanasia as necessary for animals that are unclaimed by their owners and found to be diseased and crippled and/or dq11gerous as defined by Palo Alto Municipal Code. g) Comply with all laws requiring reporting of animal-borne diseases, including rabies. This includes Municipal Code section 6.32.020, as amended from time to time. 3. Operating Schedules a) CONSUL TANT shall provide Shelter Services for the animals twenty-four (24) hours a day, seven (7) days a week. b) CONSULTANT shall provide emergency veterinary services in accordance with Section 597(f) of the California Penal Code. c) CONSULTANT shall have shelter staff on site for care of shelter animals seven (7) days per week, 365 days per year. d) CONSULTANT shall have business offices and public access areas of shelter to be open to the public on a schedule designed to benefit the public and facilitate the services established in this Agreement, provided that the public hours and access be a minimum of six (6) days per week and forty (40) hours per week. CONSULTANT shall post the public hours on its website, and inform CITY and Contract Cities in writing of any change in hours. e) CITY acknowledges and agrees that, until the renovations described in Exhibit Dare completed, CONSUL TANT may be unable to be fully staffed and operational in accordance with this Paragraph 3, and may request to operate at a reduced schedule at its reasonable discretion. Consultant's project manager shall make any such request to City's project manager, whose consent shall not be unreasonably denied, delayed, or conditioned. f) CONSUL TANT shall observe the following holiday closures for public hours: January 1 (New Year's Day) Martin Luther King's birthday Memorial Day July 4th (Independence Day) Labor Day Thanksgiving Day Day after Thanksgiving Christmas Eve (1/2 Day) Christmas Day 4. Dead Animal Services a) CONSULTANT shall provide storage facilities, disposal Page 16 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 27  Packet Pg. 344 of 461  mechanisms, administrative personnel, and any other personnel, supplies and equipment reasonably required to perform the following services ("Dead Animal Services"): i. Identification of and notification to the owner of the dead animal, whenever possible; and ii. Disposal of the body of the dead animal. CONSUL TANT shall offer animal owners the option to pay for cremation services, in which case, CONSUL TANT shall arrange for cremation with the appropriate subcontractor. b) CONSULTANT shall subcontract with one or more subcontractors for the maintenance of a dead animal storage facility as well as collection of dead animals and maintenance of the facility and equipment, all at CONSULTANT's sole expense. 5. Wildlife a) The impoundment of wildlife shall be managed by CONSUL TANT staff. An assessment of wildlife shall be done by medical staff, if necessary. If the animal is severely injured or sick, a licensed veterinarian shall be consulted, and the case shall be fully documented in accordance with AVMA guidelines. This Agreement assumes that all wildlife animals will continue to be transferred to the Peninsula Humane Society at no cost to the CITY or to CONSUL TANT, as set forth in the Memorandum of Understanding between CONSUL TANT and Peninsula Humane Society dated November 17, 2017. Should Peninsula Humane Society request fees for wildlife intake, CONSULTANT and the CITY shall negotiate in good faith to amend this Agreement per Section 27 .4 herein, to provide for the reimbursement by CITY to CONSULTANT of such fees (upon documentation of such fees by CONSULTANT reasonably satisfactory to CITY). 6. Records Management a) CONSUL TANT and CITY's Animal Control shall maintain joint access to the Chameleon database, as provided for in this section. CONSUL TANT is responsible for keeping the Chameleon database updated in a timely fa~hion. Chameleon data is designated "For Official Use Only," meaning, CONSUL TANT may only use such data for the performance of this Agreement, and not for marketing or any other purposes without the prior written consent of the CITY's City Manager or designee. Annual maintenance fees for the Chameleon software shall be paid by CITY. Repair and replacement cost of the server and supporting hardware, if any, shall also be paid by CITY. CONSUL TANT shall not have access to certain areas of the database, such as saved criminal information (as required by law). CITY shall work with the database programmer/vendor to ensure that such areas of the Page 17 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 28  Packet Pg. 345 of 461  database are not accessible by CONSULTANT. All data entered into the Chameleon database by any party shall be property of CITY. b) Monthly Report i. CONSUL TANT shall deliver to CITY during the term of this AGREEMENT, and within thirty (30) days of the end of each month, a monthly Animal Shelter and Impound Report summarizing monthly and year-to-date services provided by CONSULTANT for CITY. This report shall include, but not be limited to, the following information: ( 1) Licensing statistics (2) Medical statistics including spay and neuter, microchips, and vaccinations (3) Volume of animals in and out of facility by type of animal and type of outcome. (4) For each animal, which city in which it was picked up (if known). c) Financial Reporting i. CONSULTANT shall deliver to CITY during the term of this Agreement, and within ninety (90) days of the end of each May, an audited financial report covering CONSULTANT's operation of the Palo Alto Animal Shelter. d) Retention of Records, Right to Monitor and Audit i. CONSUL TANT shall maintain records relating to CONSUL TANT's operation of the Palo Alto Animal Shelter for a period of four (4) years after the expiration or termination of this Agreement or until any audits or reviews are completed, whichever comes later, and such records shall be subject to examination and/or audit of CITY, a Federal granter agency, and the State of California for a period of four (4) years after the expiration or termination of this Agreement or until any audits or reviews are completed, whichever comes later. ii. Records/accounts relating to CONSULTANT's operation of the Palo Alto Animal Shelter shall be open and accessible to inspection upon reasonable notice during normal business hours throughout the term of this Agreement and for a period of four (4) years thereafter or until any audits or reviews are completed, whichever comes later. iii. Parties, upon request by either party to the other, shall meet on occasion to consider revisions which may be needed to the reporting forms created to document performance of the Services provided. 7. Fundraising, Marketing and Branding a) CONSULTANT shall create and manage fundraising, marketing, volunteer development and education programs. Local volunteer Page 18 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 29  Packet Pg. 346 of 461  groups shall be integrated into fundraising and other activities and events when reasonably possible. The "Pets In Need Palo Alto Animal Shelter" shall be the initial brand name of the shelter to be operated by CONSULTANT pursuant to this Agreement, and any logo or name change shall be approved in writing by CONSUL TANT and the CITY's City Manager or designee prior to use. 8. Licensing and other fee collection a) CONSULTANT shall charge fees for services according to the CITY's municipal fee schedule or according to state or local laws. Fees for any services not covered by CITY's municipal fee schedule or state or local laws shall be set by CONSUL TANT. CONSUL TANT shall take CITY's comments into consideration when setting such fees. CITY shall take CONSUL TANT's comments into considefation when setting its municipal fee schedule. b) CONSUL TANT shall manage dog licensing including processing, issuance, and renewals on behalf of CITY and Contract Cities. Licensing information shall be included on all Incident Reports and, additionally, provided to CITY on an as requested basis. CONSULTANT shall collect all associated license fees on behalf of CITY, at the fee amounts set by CITY. Licensing includes the licensing of dogs as defined in Municipal Code Chapter 6.16 as amended from time to time. c) CONSUL TANT shall process citation fees, and shall remit 100% of these fees to the CITY on a quarterly basis. PETS IN NEED shall process and retain all other fees and revenues, including without limitation adoption fees, spay, neuter, impoundment, permit, license, and other fees as listed in the municipal fee schedule. 9. Contract Cities; WeCare Alliance a) CITY and CONSULTANT shall provide services to the City of Los Altos and the Town of Los Altos Hills (the "Contract Cities0) pursuant to the CITY's amended Regional Animal Care and Control contracts approved by City Council on June 2, 2014. These contracts are valid through June 30, 2019 with an option for an additional five-year extension. The Parties agree that this Agreement assumes that the Contract Cities' contracts will be in effect during the entire term of this Agreement. b) CITY shall consult with CONSUL TANT should the contracts with the Contract Cities be amended or terminated, provided that if any such amendment or termination is reasonably expected to result in increased costs to CONSULTANT, such amendment or termination (if initiated by CITY) shall be subject to Page 19 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 30  Packet Pg. 347 of 461  CONSUL TANT's prior written consent. CONSUL TANT shall notify CITY in writing of its consent or lack thereof within forty-five (45) days after receipt of CITY's written request, which request shall include the precise language of such amendment or all relevant details of such termination (whichever applies}. If CONSULTANT consents, the parties shall amend this Agreement (i} to adjust the scope of Services accordingly and (ii) to cover any reasonable cost increases to CONSUL TANT. c) CITY may contract with additional cities, subject to CONSULTANT's prior written consent. CONSULTANT shall notify CITY in writing of its consent or lack thereof within forty­ five (45) days after receipt of CITY's written request, which request shall include the text of such proposed contracts. If CONSUL TANT consents, CONSUL TANT and CITY shall amend this Agreement (i) to adjust the scope of Services accordingly and (ii) to cover any reasonable cost increases to CONSULTANT. d) CONSUL TANT shall continue membership in the WeCare Alliance (www.sheltersfirst.org}. 10. Cost Overruns or Changes a) If CITY or state laws are passed during the term of this Agreement that require a greater level of service, CITY and CONSUL TANT agree to negotiate in good faith regarding the reimbursement of CONSULTANT for additional costs associated with implementing the new laws. If Parties are unable to agree on reimbursement costs, CONSUL TANT shall document the increased costs and submit to the City Auditor. The City Auditor shall conduct an independent audit. Parties agree to accept the City Auditor's determination of any increased costs. b) If current state laws are amended, repealed, otherwise changed or suspended during the term of this Agreement that reduce, alter, or remove existing relevant mandates, either party may require the other party to meet to discuss possible financial and operational impacts of levels of service per the change in law, including but not limited to any decrease in contract amounts paid to CONSULTANT, provided that no such decrease shall be effective unless agreed by CONSULTANT. 111. CITY RESPONSIBILITIES. CITY shall: 1. Provide an adequate and safe facility for CONSULTANT to perform the Services. 2. Provide Animal Control Officers (ACOs) and their services for CITY and Contract Cities. This shall include maintenance of ACO vehicles Page 20 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 31  Packet Pg. 348 of 461  and equipment. Establish fees for dog licensing and animal impounding. 3. With regard to the shelter facility, provide and/or pay for utilities, taxes, electricity, water, gas, waste water, recycling, waste (not animal disposal), internet, Chameleon software/database and associated support, and Chameleon server hardware and support (if any), which collectively is estimated to cost approximately $55,000 peryear. 4. Develop and maintain proactive and consistent communication and rapport with CONSUL TANT a) Respond in a timely manner to emails and phone calls b) Communicate and resolve issues and concerns immediately c) Provide excellent customer service to CONSUL TANT staff and customers 5. Develop, in cooperation with CONSULTANT, a disaster preparedness plan 6. Administer the agreements between the CITY and the Contract Cities regarding animal shelter services. Page 21 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 32  Packet Pg. 349 of 461  EXHIBIT "B11 COMPENSATION CITY agrees to compensate CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the schedule below. SCHEDULE Year1 Year2 Year3 Year4 Years Sub-total Basic Services Reimbursable Expenses TO EQUAL AND NOT TO EXCEED (SUBJECT TO SECTION 19 "TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES") $708,000.00 $663,000.00 $676,260.00 $689,785.20 $703,580.90 $3,440,626.10 $0.00 Total Basic Services and Reimbursable expenses $3,440,626.10 Contingency Funds $200,000.00 (not to exceed $40,000 per year) Additional Compensation for Renovation Delays $60,000.00 Maximum Total Compensation ONE-TIME ADVANCE (not to exceed $5,000 per month; see Exhibit D, Section 15.7) $3,700,626.10 Simultaneous with the execution of this Agreement, CITY shall pay to CONSULTANT One Hundred Seventy Eight Thousand dollars ($178,000) as an advance against the first three months of CONSULTANT's fee. CONSULTANT shall not submit an invoice for the remainder of its fee for the third month until the end of such third month. CONTINGENCY FUNDS CITY shall provide contingency funds to CONSUL TANT in the following circumstances, subject to written approval by the CITY's project manager, and to equal and not to exceed the amount in this Exhibit C: 1. CITY shall provide contingency funds for after-hours and emergency veterinary care if: a. CONSULTANT has already spent at least $10,000 in the past 12 months on a rolling basis on after-hours or emergency veterinary care that was reasonable based on AVMA guidelines; and b. The emergency or after hours treatment being sought is reasonable based Page 22 of 25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 33  Packet Pg. 350 of 461  on AVMA guidelines. 2. CITY shall provide contingency funds for hoarding cases if: a. CONSUL TANT has already served more than 600 animals from the CITY or the Contract Cities in the past 12 months; and b. The hoarding case involves a minimum of 12 animals brought at once that are expected to stay in the facility for at least 30 days each. 3. CITY shall provide contingency funds for the actual costs of wildlife intake at the Peninsula Humane Society if: a. The Peninsula Humane Society begins charging for the costs of wildlife services; and, b. This Agreement has not yet been amended to reflect the additional costs of such services. 4. CONSULTANT may also request contingency funds in other unforeseen circumstances. To request contingency funds, the CONSULTANT shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT's proposed maximum compensation, for such services. In addition to the factors above, CITY may consider whether contingency funds are appropriate within existing funding and workload, and contingency funds shall not be released if CONSULTANT has not exhausted unused or unallocated funds. The CITY shall notify CONSULTANT in writing of its approval or lack thereof within ten (10) days after the date of CONSUL TANT's proposal. If CITY's project manager does not approve CONSUL TANT's request, CONSUL TANT may appeal that decision to the City Manager. If authorized by CITY, the contingency services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY's project manager and CONSULTANT, and payment shall be made to CONSUL TANT, no later than ten (10) days after the date of CITY's authorization. Contingency funds are subject to all requirements and restrictions in this Agreement. ADDITIONAL COMPENSATION FOR RENOVATION DELAYS The City shall pay Consultant up to $5,000 monthly for up to twelve consecutive months pursuant to the terms of Exhibit D, Section 15.7 ("Additional Compensation for Renovation Delaysa) of this Agreement. REIMBURSABLE EXPENSES No Reimbursable Expenses are authorized by CITY through this Agreement, unless pursuant to a written amendment to this Agreement as provided for herein. ADDITIONAL SERVICES No Additional Services are authorized by the CITY through this Agreement, unless pursuant to a written amendment to this Agreement as provided for herein. Page 23 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 34  Packet Pg. 351 of 461  REQUIRED YES YES YES YES YES YES INSURANCE YES YES EXHIBIT 11C" 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: MINIMUM LIMITS TYPE OF COVERAGE REQUIREMENT EACH OCCURRENCE AGGREGATE WORKER'S COMPENSATION STATUTORY EMPLOYER'S LIABILITY BODILY INJURY $5,000,000 $5,000,000 GENERAL LIABILITY. INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE $5,000,000 $5,000,000 PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY $1,000,000 $1,000,000 -EACH PERSON $1,000,000 $1,000,000 -EACH OCCURRENCE $1,000,000 $1,000,000 AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED PROPERTY DAMAGE $1,000,000 $1,000,000 BODILY INJURY AND PROPERTY $1.000,000 $1,000,000 DAMAGE, COMBINED PROPERTY INSURANCE ALL RISK, FULL REPLACEMENT INSURANCE \/.II.I I I&: BUSINESS INTERRUPTION PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN ALL DAMAGES $2,000,000 APPLICABLE), AND NEGLIGENT PERFORMANCE THE CITY OF PALO AL TO 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 SUBCONTRACTORS, 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 PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS Page 24 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 35  Packet Pg. 352 of 461  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 CONSULTANT 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, CONSULTANT SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITIEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITIEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. II. INSURANCE COVERAGE MUST INCLUDE: 1. A PROVISION FOR AWRITIEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND 2. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT'S AGREEMENT TO INDEMNIFY CITY. 3. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY'S PRIOR APPROVAL. Vendors are required to file their evidence of insurance and any other related notices with the City of Palo Alto at the following URL: https://www.planetbids.com/portal/portal.cfm?Company1D=25569 OR http://www.cityofpaloalto.org/qov/depts/asd/planet bids how to.as Q Page 25 of25 Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 36  Packet Pg. 353 of 461  . EXlllBITD USE OF PREMISES SECTION 1. USE OF PREMISES. Consultant shall have the exclusive right to enter and use the Premises during the tenn of this Agreement for the sole purposes of perfonning the Services and fulfilling Consultant's obligations under the Agreement, as detailed in this Section 1 ("Use of Premises") of this Exhibit D. Consultant shall have the right to pennit Consultant's employees, agents and subcontractors to enter and access the Premises for the sole purposes of perfonning the Services and fulfilling Consultant's obligations under this Agreement. Consultant shall have the right to exclude third parties and trespassers onto the Premises. Notwithstanding the foregoing, City's Animal Control Officers and their supervisors have the right to enter the Premises at any time. In addition, City has the right to enter Premises at any time for the purposes of inspection, emergency response and the perfonnance of City obligations under this Agreement. Consultant shall, at City's request, promptly remove any of Consultant's property or Consultant-installed improvements on the Premises to allow City access to the utilities or other City owned facilities/property. In the event City deems it necessary, for purposes of health, safety or building code requirements, in City's sole discretion, City shall have the right to move, alter or remove any such property or improvements and City shall be responsible for promptly restoring or returning the same to its prior condition. SECTION 2. CONDITION OF PREMISES, CLEANING AND MAINTENANCE. 2.1 Condition of Premises, Routine Interior Cleaning and Janitorial Activities. In connection with its use, Consultant shall maintain the Premises in a clean, safe, secure, orderly, and sanitary condition, consistent with a commercially reasonable standard for a well-run animal shelter facility, so far as the Premises may be affected by Consultant's activities under this Agreement. Specifically, Consultant shall undertake routine cleaning and janitorial activities as necessary to maintain the interior of the Premises in an orderly condition, as above, provided that nothing in this section shall obligate Consultant to make any alterations or capital improvements to the Premises. Consultant shall maintain all of its own equipment, furnishings and trade fixtures upon the Premises which are required for the maintenance and operation of the Palo Alto Animal Shelter. 2.2 Maintenance and Utilities. Outside of Consultant's responsibilities for routine interior cleaning and janitorial activities in Section 2.1 of this Exhibit, City shall be responsible for the maintenance of the interior and exterior of the Premises and the surrounding grounds, including (without limitation) the maintenance, repair, and replacement of the roof, building structure, improvements, and the HV AC, electrical, plumbing, and other building systems. City shall perfonn any alterations to the Premises (1) required by applicable laws or laws of general application (i.e. ADA, seismic regulations, and building codes) and (2) to ensure that utilities (including, without limitation, water, gas, and electricity) are available to the Premises, in amounts sufficient for Consultant to perform the Services. In the event of a utilities outage, the City will work diligently to restore availability as quickly as possible. City shall promptly perform its obligations under this Section 2.2 ("Maintenance and Utilities"). In the event of a maintenance issue that impacts the health and safety of the operations, the City shall respond within 24 hours of receipt of notice from Consultant to develop an action plan to address the issue in an expedited timeframe. SECTION 3. HAZARDOUS MATERIALS. 3.1 Environmental Laws. "Environmental Laws" means any applicable federal, state or local laws and regulations relating to Hazardous Material (including, without limitation, its use, handling, transportation, production, disposal, discharge or storage) or to human health and safety, industrial hygiene or environmental conditions in, on, under or adjacent to the Premises, including without limitation soil, air and groundwater conditions. Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 37  Packet Pg. 354 of 461  3.2 Hazardous Materials. "Hazardous Materials" means any substance, material, waste, pollutant or contaminant which is regulated by applicable Environmental Laws as being hazardous, toxic, flammable, carcinogenic, explosive or radioactive, or is potentially injurious to the public health, safety or welfare or the environment. 3.3 Release. "Release," when used with respect to Hazardous Materials, means any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, depositing, or disposing on, in, under or adjacent to the Premises, or any improvements constructed hereunder by or on behalf of the Consultant, or in, on, under or adjacent to the Premises or any portion thereof in violation of Environmental Laws. 3.4 Remediation. "Remediation" (and derivatives thereof such as an without limitation "remediate"), when used with reference to Hazardous Materials, means any activities undertaken to clean up, remove, contain, treat, stabilize, monitor or otherwise control Hazardous Materials located in, on or under or adjacent to the Premises, or which have been or are being, or risk of being Released into the environment. Remediation includes, without limitation, those actions included within the definition of "remedy" or "remedial action" in California Health and Safety Code Section 25322 and "remove" or "removal" in California Health and Safety Code Section 25323, and as may be amended from time to time. 3.5 No Hazardous Materials. Consultant covenants and agrees that Consultant shall not, nor shall Consultant permit any of Consultant's officers, employees, agents, or subcontractors, to cause or pe1mit any Hazardous Material to be brought upon, kept, used, stored, generated, deposited or disposed of in, on, under or adjacent to the Premises in violation of Environmental Laws, provided that Consultant may store and use such substances in and on the Premises in such limited amounts as are customarily used in the operation of an animal shelter such as the Premises so long as such storage and use is at all limes in full compliance with all applicable Environmental Laws and permits. Consultant shall notify the City as soon as possible within 24 hours if and when it learns or has reason to believe that there has been any Release of Hazardous Material in, on, under or adjacent to the Premises. The City may request Consultant to provide adequate information for City to determine that any Hazardous Material permitted hereunder is being handled in compliance with all applicable Environmental Laws, and Consultant shall promptly provide all such information. In the event that any Hazardous Material is Released in, on, under or adjacent to the Premises by Consultant or any of Consultant's officers, agents, employees, or subcontractors, Consultant shall promptly undertake all necessary actions to Remediate the contaminating Hazardous Material from the Premises and to return the Premises and other City property affected thereby, to the condition existing prior to such Release, or its reasonable equivalent or better, and otherwise investigate and Remediate the Release in accordance with applicable Environmental Laws, at no cost to City. Notwithstanding the foregoing, and excluding Consultant's notice obligations under this Section, Consultant shall have no Remediation obligations under this Section for (i} the mere discovery of any preexisting condition, or (ii) any conditions arising out of any action or inaction of City, its Council members, officers, employees, agents or subcontractors, and not contributed to by any action or inaction of Consultant or Consultant's officers, employees, agents, or subcontractors, (iii) any conditions arising out of any action or inaction of third party vendors that are not an agent or subcontractor of Consultant, and not contributed to by any action or inaction of Consultant or Consultant's officers, employees, agents, or subcontractors, (iv) any conditions arising out of any action or inaction of a third party, not an agent or subcontractor of Consultant, and not contributed to by any action or inaction of Consultant or Consultant's officers, employees, agents, or subcontractors. 3.6 Hazardous Material Indemnity. Consultant shall, on behalf of itself and its successors and assigns, indemnify, defend and hold harmless City, its Council members, officers, employees and agents ( each a "City Indemnified Party"} from and against any and all claims, liabilities, penalties, forfeitures, losses and/or expenses (including, without limitation, diminution in value of the Premise, damages for the loss or restriction on use of the rentable or usable space or of any amenity of the Premise, Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 38  Packet Pg. 355 of 461  damages arising from any adverse impact or marketing of the Premises and sums paid in settlement of claims, response costs, cleanup costs, site assessment costs, reasonable attorneys' fees, reasonable expert fees, judgments, administrative rulings or orders, fines, penalties, costs of death of or injury), to any person or damage to any property whatsoever (including, without limitation, groundwater, sewer systems and atmosphere), arising from, or caused or resulting, in whole or in part, directly or indirectly, by the presence or discharge in, on, under or adjacent to the Premises by Consultant, or Consultant's officers, employees, agents or subcontractors, of Hazardous Material, or by any such party's failure to comply with any applicable Environmental Law, whether knowingly or by strict liability. Such Consultant indemnity obligations include, without limitation, and whether foreseeable or unforeseeable, all costs of any Hazardous Materials management plan, closure, investigat.ion, repairs, and Remediation and restoration of the Premises to its prior condition. For purposes of such indemnity obligations, any acts or omissions of Consultant, its officers, employees, agents, or subcontractors (whether or not they are negligent, intentional, willful or unlawful) shall be strictly attributable to Consultant. Consultant shall provide the City with written notice of and afford City a full opportunity to participate in any discussions with governmental regulatory agencies regarding any settlement agreement, Remediation or abatement agreement, consent decree, permit, approvals, or other compromise or proceeding involving a Release of Hazardous Materials in, on, under, or adjacent to the Premises by Consultant or Consultant's officers, employees, agents, or subcontractors as detailed in this Section. Notwithstanding the foregoing, Consultant shall have no obligation to indemnify the City or any City Indemnified Party for (i) the mere discovery of any preexisting condition, or (ii) any conditions arising out of any action or inaction of City, its Council members, officers, employees, agents or subcontractors and not contributed to by any action or inaction of Consultant or Consultant's officers, employees, agents, or subcontractors, (iii) any conditions arising out of any action or inaction of third party vendors that are not an agent or subcontractor of Consultant, and not contributed to by any action or inaction of Consultant or Consultant's officers, employees, agents, or subcontractors, (iv) any conditions arising out of any action or inaction of a third party, not an agent or subcontractor of Consultant, and not contributed to by any action or inaction of Consultant or Consultant's officers, employees, agents, or subcontractors. SECTION 4. DAMAGE TO UTILITIES. Consultant shall exercise reasonable care to not do anything in, on, under or adjacent to the Premises that damages any City utilities (e.g. gas, water, wastewater, fiber, electric) located in, on, under or about the Premises. Consultant agrees to reimburse City within thirty (30) calendar days of City's written request for any damages caused to City owned utilities caused by a failure of PIN to exercise reasonable care the Premises. SECTION 5. [RESERVED BY AGREEMENT OF THE PARTIES] SECTION 6. SURRENDER; DUTIES UPON TERMINATION OR EXPIRATION. Upon the expiration or earlier termination of this Agreement, Consultant shall immediately surrender the Premises in the same condition as received upon completion of the improvements detailed in this Agreement and any other improvements completed by City during the term of this Agreement (excepting reasonable wear and tear; casualty not caused or contributed to by Consultant or its officials, employees, agents or subcontractors; or condemnation not caused or contributed to by Consultant or its empl9yees, agents or subcontractors), broom cleaned, walk-through with City staff completed, and free from hazards that are not pre-existing and were not introduced by the City or its officials employees, agents or subcontractors and clear of all debris that is not pre-existing and was not introduced by the City or its officials, employees, agents or subcontractors. At such time, Consultant shall remove all of its property from the Premises hereunder, and shall repair, at its cost, any damage to the Premises caused by such removal. Consultant's obligations under this Section shall survive any termination of this Agreement. Consultant shall deliver to the City the originals of all books, permits, plans, records, licenses, contracts, and other documents pertaining to the Premises and its operation, any insurance policies, bills of sale or other documents evidencing title or rights of the City, and any and all other records or documents pertaining to the Premise, whether or not enumerated herein, which are requested by the City or necessary or desirable for the ownership and operation of the Premise, which are in the Consultant's possession. Consultant shall also deliver to City all keys, alarm codes, passwords, and other items used to secure the Premise. Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 39  Packet Pg. 356 of 461  Consultant further agrees to do all other reasonable things reasonably necessary to cause an orderly transition of the management and operation of the Premises. The provisions of this Section shall survive the expiration or earlier termination of this Agreement until the obligations of the Consultant under this Section are fulfilled to the reasonable satisfaction of the City. SECTION 7. REPAIR OF DAMAGE. If any portion of the Premises or any property of City located in, on, under or adjacent to the Premises is damaged or at risk of damage by any of the activities conducted by Consultant or anyone acting by or through Consultant, Consultant shall immediately notify City in writing of such damage or risk of damage. City may remedy, but shall not be obligated to remedy, such damage or risk of damage at Consultant's sole cost, or City may elect to witness Consultant's repair work. In the event City elects not to remedy such damage or threat, Consultant shall repair any and all such damage and restore the Premises or such property to its previous condition subject to City's inspection, review and approval. SECTION 8. CITY'S RIGHT TO CURE DEFAULTS BY CONSULTANT. If Consultant fails to perform any of its obligations under this Exhibit D to restore the Premise, remove or alter improvements or repair damage, or if Consultant defaults in the performance of any of its other obligations under this Exhibit D within a reasonable time after demand by City, then City may, at its sole option, remedy such failure at Consultant's expense; within ten ( I 0) days of receipt of a bill, Consultant shall promptly reimburse the City's actual reasonable costs (including without limitation all costs, damages, expenses or liabilities incurred by City, reasonable attorneys', experts' and Consultants' fees) in remedying or attempting to remedy such failure, or City may reduce any outstanding amount due to Consultant under the Agreement by the cost to City of such remedial action. In the alternative, the cost thereof may be made a lien on Consultant's property as provided in section 12.12.010 of the Palo Alto Municipal Code. Any such remedial action by City shall not be construed as a waiver of any rights or remedies of City under this Exhibit D or the Agreement, and nothing herein shall imply any duty of City to do any act that Consultant is obligated to perform. Consultant's obligations under this Section shall survive the expiration or earlier tennination of this EKhibit D. SECTION 9. GENERAL PROVISIONS. (a) If Consultant consists of more than one person, the obligations of each person shall be joint and several. (b) Consultant may not record this Exhibit Dor any memorandum hereof. ( c) Any sale or conveyance by City of the Premises, the provisions of Section 19 ("Termination or Suspension of Agreement or Services") of this Agreement shall govern. SECTION 10. HOLDING OVER. If Consultant remains in possession of the Premises or any part thereof after the expiration of the term of this Agreement, or any renewal option thereto, such occupancy shall be a revocable license from month to month with all the obligations of this Exhibit D applicable to Consultant. Nothing contained Exhibit D or in the Agreement shall give to Consultant the right to occupy the Premises after the expiration of the term of this Agreement, or any renewal option thereto, or upon any earlier termination. SECTION 11. WAIVER OF CML CODE. Consultant expressly waives. the benefit ofany statute now or hereinafter in effect, including the provisions of sections 1941 and 1942 of the Civil Code of California, to the extent applicable, which would otherwise afford Consultant the right to make repairs at City's expense or to terminate this Agreement because of City's failure to keep Premises in good order, condition and repair. SECTION 12. ALTERATIONS BY CONSULTANT. Consultant shall not make any alterations or improvements to the Premises without obtaining the prior written consent of the City Manager, except for alterations or improvements that cost less than Ten Thousand Dollars ($10,000.00) and which do not affect any building systems or the structural integrity or any structural components of the Premises. 12.1 Ownership of Improvements. All improvements constructed, erected, or installed upon the Premises by Consultant must be free and clear of all liens, claims, or liability for labor or material and Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 40  Packet Pg. 357 of 461  shall become the property of City, at its election, upon expiration or earlier tennination of the term, and shall remain upon the Premises upon expiration or earlier termination of this Agreement. Any furniture, trade fixtures installed by Consultant, equipment or other property of Consultant (whether obtained prior to or during the term of this Agreement) shall remain the property of Consultant. Consultant shall restore the Premises to the condition prior to Consultant's installation of such trade fixtures, consistent with Section 6 ("Surrender; Duties Upon Termination or Expiration") .. 12.2 Indemnity for Claims Arising Out of Construction. For the avoidance of doubt, included in Consultant's obligations under Section 16 ("Indemnity; Limitation of Liability") of the Agreement to which this is an exhibit, is Consultant's obligation to indemnify, defend and hold hannless City Indemnified Parties against all Claims arising out of construction and maintenance work perfonned on the Premises by Consultant or caused to be performed on the Premises by Consultant. 12.3 Certificate of Inspection. In the event Consultant will perform, or cause to be performed, any construction, improvement or alteration or any other work on or to the Premises for which City requires a certificate of completion, then upon completion of any such construction, improvement or alteration, Consultant shall submit to the City Manager a Certificate of Inspection, verifying that such construction, improvement or alteration was completed in conformance with Title 20 of the California Code of Regulations for residential construction, or in conformance with Title 24 of the California Code of Regulations for non-residential construction, as applicable. 12.4 As Built Plans. Consultant shall provide the City Manager with a complete set of reproducible "as built plans" reflecting actual construction within or upon the Premises upon completion of any: (i) new construction or (ii) structural alterations. SECTION 13. ASBESTOS NOTIFICATION. Consultant acknowledges that City has advised Consultant that the Premises contains, or because of its age, is likely to contain asbestos-containing materials ("ACMs"). If Consultant undertakes any alterations, additions, or improvements to the Premises, Consultant shall do so in a manner that avoids disturbing any ACMs present on the Premises. If ACMs are likely to be disturbed in the course of such work, Consultant shall encapsulate or remove the ACMs in accordance with an asbestos-removal plan approved by the City and otherwise in accordance with all applicable laws, including giving all notices required, if any, by California Health and Safety Code§§ 25915-25919.7, as may be amended. SECTION 14. MATERIAL CASUALTY 14.1 Damage and Repair. If a Material Casualty (as defined herein) occurs, then the City shall detennine, in its sole and absolute discretion, whether it wishes to continue to operate the Premises as an animal shelter. The City's failure to provide written notice to Consultant of such election within thirty (30) days after the occurrence of a Material Casualty or other damage or destruction of the Premises shall constitute the City's election to continue the operation of the Premises as an animal shelter. If the City elects (or is deemed to elect) to continue the operation of the Premises as an animal shelter after a Material Casualty, or if the Premises is damaged but such damage does not constitute a Material Casualty, then the City shall promptly reconstruct or repair the destroyed or damaged portion of the Premises. City shall pay all costs of repairing and reconstructing the Premises. A "Material Casualty" is a total destruction of the Premises or any damage to the Premises the repair of which would exceed the City Manager's Council-delegated contracting authority under Palo Alto Municipal Code section 2.30.210, depending on the applicable contract types in relation to the repairs required. 14.2 Termination. If City notifies Consultant in writing within thirty (30) days after the occurrence of a Material Casualty that the City elects to not continue the operation of the Premises as an animal shelter after such Material Casualty, then the Agreement shall immediately terminate as of the date such notice is delivered to Consultant. In the event of such termination, (i) City shall pay Consultant's reasonable costs in winding down the operations at the Premises, including, but not limited to, any costs Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 41  Packet Pg. 358 of 461  associated with the tennination of employees by Consultant and (ii) Consultant shall be entitled to retain its prorated compensation amount for the quarter in which termination occurs (prorated for the number of days in such quarter that elapsed up to the date of termination). 14.3 Continuation. If the City elects (or is deemed to elect) or is obligated to reconstruct or repair the damaged portions of the Premises because such damage does not constitute a Material Casualty pursuant to Section 14. l ("Damage and Repair"), the City and Consultant shall make a determination as to whether the Premises will continue to operate during the reconstruction/repair period. If the parties mutually determine (in their respective reasonable discretion) that the Premises will operate during such period, this Agreement shall remain in full force and effect. Otherwise, Consultant's obligations to provide animal shelter services under this Agreement shall be suspended during such period. In the event of such suspension, (i) City shall pay Consultant's reasonable costs incurred by Consultant during any such suspension of operations and (ii) Consultant shall be entitled to retain its prorated compensation amount for the quarter in which suspension occurs (prorated for the number of days in such quarter that elapsed up to the date of suspension). City shall further pay all reasonable costs incurred by Consultant due to such suspension. If the parties desire, during the suspension period, the parties may negotiate in good faith to try to provide for animal shelter services to the best of the parties' reasonable abilities under the circumstances of such a suspension. SECTION 15. CITY IMPROVEMENTS TO PREMISES. The City has worked with Consultant to identify improvements to the Premises. The City shall improve the Premises as follows, subject to the Contingencies described in this section: 15.1 Expansion of Existing Medical Suite. The City shall expand the medical suite at the Premises to accommodate more animals and offer more privacy to customers. The remodeled medical suite shall expand into the office area for the shelter and shall offer separate entrances for medical customers, separate treatment, recovery, and preparation areas, as well as a lobby for medical customers. The expansion will not be inconsistent with the plans entitled "Floor Plan -New Medical Area" that Consultant provided to City, attached as (Exhibit D-1 ), to the extent practicable and feasible based on site requirements and architectural-or engineering-based considerations. The City shall abate asbestos and lead paint within the medical suite area of the Premises. Expected Timeline: Design and Review Timelines: A/E Consultant Procurement: November 8 -December 30, 2018 Schematic Design/ Design Development: January 2, 2019 -February 25, 2019 Construction Documents: February 28-March 22, 2019 Building Permit: April 4-May 5, 2019 Procurement and Construction Timelines: General Contract Bidding/Procurement: April 25 -July 7, 2019 Construction: July 24 -November 14, 2019 Note: During construction, the building will be closed, and staff will need alternative worksites. All other parts of the building should still be open. 15.2 Addition of New Modular Building. The City shall place a modular building on the site to supplement the existing building. The building shall be used for offices as well as for meetings and educational programs for the public. The modular building shall be connected to utilities and will likely require a concrete pad. The modular building will not be inconsistent with Exhibit D-2, to the extent practicable and feasible based on site requirements and architectural-or engineering-based considerations. The City will place one (1) construction-type trailer within sixty (60) days as temporary accommodations until the modular building is installed and operational. Expected Timeline: Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 42  Packet Pg. 359 of 461  Design and Review Timelines: Design: November 8, 2018 -February 25, 2019 ARB Review: January IO, 2019-February 8, 2019 Building Pennit (concurrent): January I I, 2019 -May 4,2019 Procurement and Construction Timelines: Procurement (9 steps): February 28 -May 12, 2019 Construction (4 major steps): May l, 2019 -July 28, 2019 15.3 Renovation of Existing Dog Kennels. The City shall renovate the existing dog kennels located at the Premises to ensure that all kennels are operable and expected that this work shall be done by March 15, 2019. The renovation shall be as described in Exhibit D-3, to the extent practicable and feasible based on site requirements and architectural-or engineering-based considerations. 15.4 Construction of New Dog Kennels. The City shall construct 16 new kennels on the Premises. Construction is expected to be complete by July 30, 2020. The new kennels will be constructed of galvanized steel, will be air-conditioned and heated, and located as close as possible to the existing dog kennels and medical area, to the extent practicable and feasible based on site requirements and architectural-or engineering-based considerations. Interior and exterior runs shall be of material size and quality not inconsistent with the applicable items as set forth on Exhibit D-4, to the extent practicable and feasible based on site requirements, architectural-or engineering-based considerations, and procurement requirements applicable to the City as a public entity. 15.5 Total Cost. The total cost of these improvements above is expected to be approximately $3.4 million, not including staff time, as estimated at the time as of the execution of this Agreement, and shall be fully paid for by the City of Palo Alto. 15.6 Contingencies. The Parties acknowledge that the improvements in this Section are subject to conditions which may alter the scope of the aforementioned improvements and could prevent one, some, or all of them from being constructed. These conditions include, but are not limited to: (a) Permitting and architectural review; (b) Appropriation of sufficient funds, as decided by the City Council; (c) Compliance with all laws, regulations, permits, and conditions, including CEQA; and (d) Changes in the prices for construction and materials. 15.7 Additional Compensation for Renovation Delays. Due to facility inadequacies, that would be remedied by the completion of the renovations outlined in sections 15.1, 15.2, and 15.3, the City will provide additional compensation to Consultant up to five-thousand dollars ($5,000) per month, should the City be unable to substantially complete the renovations in the time periods outlined in sections 15.1, 15.2, and 15.3. The additional compensation must be specifically documented and related to costs Consultant incurs as a result of facility inadequacies that would be remedied by the completion of renovations. 15.8 All work perfonned by the City shall be performed in a workmanlike manner, in compliance with all applicable laws., City shall take reasonable steps to perfonn such work in a manner which results in minimal disruption to Consultant's activities in the Premises. Consultant will take reasonable steps to accommodate City's work. The City shall enforce all applicable third party warranties at the request of Consultant. City shall promptly obtain final certificates of occupancy for all applicable portions of the Premises. 15.9 Renovation Timeline Updates. City shall provide renovation timeline updates to Consultant on a quarterly basis or more frequently upon request. Six months after the commencement of the construction of the improvements detailed in this Agreement, the parties will meet to review whether the renovation timelines stated herein are on track. City shall provide renovation timeline updates to Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 43  Packet Pg. 360 of 461  Consultant on a quarterly basis or more frequently upon request. If, in Consultant's reasonable determination, there is excessive delay in any renovation timelines stated herein, and City is not diligently pursuing completion of the improvements detailed in Section 15.1, 15.2, or 15.3, Consultant may terminate this Agreement upon sixty (60) days' written notice to City. Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 44  Packet Pg. 361 of 461  Palo Alto Animal Shelter 3281 East Bayshore Rd., Palo Alto, CA Legend Item 13 Attachment A - Professional Services Agreement Between Pets in Need and City of Palo Alto 2019-2023        Item 13: Staff Report Pg. 45  Packet Pg. 362 of 461              " !#    $ %"#& '    ()*(+,-.43+56*789:*3483*349*6+*3;(),4-:,8:6,<-8985-=*>+)4:+),6(,-<*7464(0;A4(0B*3;*+*A4(08<2*6816(8+,-.47,:*-(3,-+437,CDEFG+),6(,-43>G-,)894>*77,++H(8H7*-,+,-.47,+(8*349*6+*3;(),4-:,8:6,43(),2*6816(8GI8+16(8+J466+K5-4+;47(483+LO  & N O  P    Q (*(49,@),3:,8:6,-,:8-(<,,643>*353:-,7,;,3(,;;,>-,,8<;4+7833,7(48+G7*-43>-,6*(483+)4:+@4()789:*3483*349*6+7*3S,64<,+*.43>L2TUV++(-*(,>534(0@,663,++4+(8+,-.,*349*6+*3;(),:,8:6,@)868.,(),9L !WXYZW X! 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EFGHIJJFEFKLMNOPQFRFESTIUVWXYZ[\]W^_WY`^\^]abZcaXZ^`]WV\`_deYc]fmnogpqrmstmYjsqsruigcungsj]mvqjtw{|}~€ ‚ƒ€x„…{|}~ Ž‡ ‹ ‘’’“”•–—›Œš›œ–‰š‰› ‰ž ‘’’“ ŸšŠ‰›Œš›œ–‰š‰› ‰™ › œ‰™‰›‹‹‡Ž‰ ‰‹‰–™š›‰  Ž‡ ‹ ¡’’“”•–—¢š‰£ •™‰›‹Œž ¡’’“ ¤‡š›Š‰›¢š‰£ •™‰›‹Œ Œ¦‰ˆ §¨›š™ ˆ©ªŠ‰–««¨†©¬¨  š¢‡› ˆŠ‡Œ‹‡˜¨†©Œ‹ ­®‡­Œ‰‹Ž•Œ šš›œŒ˜–‡™¯ šš›œŠ‡›‹–‡ˆ‡š‰–¯‡°¨†©Œ™ › œ‰ ›š™ ˆŒŽ–‡ œ¯‹‹‡Œ¯‰ˆ‹‰–±–‰Œ ˆ¢›œš›˜‰°‰–š™£‡ › Œ¤‡¦‰ˆ §¨†©¬Œ‰–ššŠ‰Œ£‰–˜‡–™‰ ®Š‡ˆˆ Ž‡– ¢‡›°š‹¯†š‹•¨†©ŒŒš›² ›³ ‹‰‡ ¡’´ˆ‡°‰–Š‡Œ‹Œ‹¯ ›¥¨£‰–µ²¨©£‰– ‹‰Œš›¥ ˆ‡¨ˆ‹‡ ¡’´ŒŠ‡–‰Œ‰–ššŠ‰Œ¶›Œ˜Œ‹– •Œ‰–£–‡œ– ™Œœ–‰›‹”¼– š›š›œ › ³šŠ–‡Š¯š£–•Š –‰ ¥‰–˜‡–™ŒŠ‡–‰Œ‰–ššŠ‰Œ¶¨ ‡£¢‡›Œ·›‹ ¸‰‡˜Œ‹– •Œ¹‡ˆ ›‹‰‰–£–‡œ– ™Œº‡Œ‹‰–š›œ»‰¯ šš‡–¨ŒŒ‰ŒŒ™‰›‹”¼– š›š›œ¹ ŠŠš›‰ › ³šŠ–‡Š¯š£†ˆš›šŠŒ¹‰‹‰–š› –•Š –‰ Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 47  Packet Pg. 364 of 461                                        ! "   #  ! " $%&'(! ) "  * +   ,   - ! " .-   */0 0   1    2   . " 3   *+.4+.4+5#7  *! 67   9::;  8  9<:; CDAB@DEBFDC@FGIJKJD@DJLFLMPORSJTFLDU@JGMLAHBWLFDA@WDXJDH?L[FDVP_`OabSc_Ode_OfagGLFBIVhiYJTFLDU@ADLMDHBDA@WDXJDHYZFDVj   Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 48  Packet Pg. 365 of 461             !!!"#$%&'(("&)*+,-./0111$#&&("&+345679=:>>:> :?@AB:C79=: DD:?:>8E :FC G::> DD:?:>8E AFEH7G7I:H:GFJDCK:9F:?DD:?:>8EG:AFK:?LHJ=FCJ=?B:>"M!&%"#("&!!O0PO0!456,-11R%2+&'S"#%("&M"*#!M$T+&$ #&####0&#&##((&*0!U!!"M#("&#!"%"&M%&"2"&TV*&"!#&!2%#W!0!(("+'&&!!((((&"65S !MW&"M0S"#%!X%&"O*YV&!'#&5S ("&(&!%2+ O'" %&"""'&"**(&!"+63!'&"+35!#""#&"3"&(&%)(#!!%$#!%%(("&)*,-/R)($&!&%#+6#""%2+ZM$ 2"+M&&#!!%##&"#N345!("&(&*M\&6"M!&%"#("&!!O0PO0!456,-11R%2+&'4#"!((&'!&(*0%"&M%&""M"0!(""#&("&65S Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 49  Packet Pg. 366 of 461              !"#$% &' %()   ** + ,   ,   -. -  / - (01231243567247854149549:5;2<7=:94>?>7223@=09ABDH1DIH5JEDIEK5IBILMILNMOPQQRSTUVQWRSXOVYZUX[TRY\W][OXYY]]\O^]_[]SVW]SR[XVYOWSVWVOR_Oeff`ghUifj`gkliminWgijil`blUkohVjcg`pimWgijil`bWcolXmYccqVjcg`pimWgijil`bkfjgircfcmolmccqcq stu"!"#vv%wx % y"w#%"%z w|}  %%#!v"w~v€  % nijcg`pim stu"!"#vv%w ‚ƒ'%v { „…€ ˆimog`ˆoncc stu"!"#vv%w ‰Š‹Œ† ginŽ[]kmˆbeqcqkmncc stu"!"#vv%w Š ‹Œ s‘ol stu"!"#vv%w’"ww“ww{y'"‡ w" %‡ € wv ‡" {"!"#g–Veogc`ˆ•`mqŽilocglstu"!"#vv%w˜ %šoig—`mk›`pimœko•} ˜ % Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 50  Packet Pg. 367 of 461        !!"#$% !&'(()*# +,- ./ 0123456780723,45498/::-;<=><?;@A:/AB/-@C;/:A;DE:@/E@NOPQRSJTUVWXJGWYZJVUOJ[\VZTWG]TItem 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 51  Packet Pg. 368 of 461                                !"#$%&$'(' '&$)"*$+',"&$#%,$..4506789:;%<<:<=>:?@A:=@?BCD@E:F:=:BG@CB@E:,G@H7=<,C=?@G@9:OPQRSTUVJOKLWMLXYZ[\X]^_`ab`cY`d\\d\Xe_df`YfddYe_`\Yghij[cke_dj_[lag[\b`Yka^eed_Yg!&n7?7o8:@C9=<:DnDG@:@E:!78C%8@C?E:8@:DCp:D7@GC=G=G?q78H:7Dr 7Hstss;%pDG8stsuvG=@E:7AC9=@CBwxttytttz{Z`ali[\aYZ[Y€ dfd^_YdY[h[\\^[hdei_[Y`\jm^bjiY‚ƒ„…†fd_‡`ac[hˆi[_V‰ŠYZ_d^jZcd\ib`\cdligYdYZidei_[Y`d\dfYZi|[hd‹hYdaZihYi_Œ ia`Y`aiŽ^`Y[mhifd_YZi `Ykdf|[hd‹hYdYde[kYd_^\YZiaZihYi_dei_[Y`d\a‚cd\aY`Y^i\Ya[\bYZdaifd_’ZdlYZikcdhhicY[fiiYdbdad‚“da‹hYda[\b“dabfd_|}~Yd^\bi_’_`Yi[cciaaXYdXc[_id^Y_i[cZai_ `cia‚ƒ•„g€€€†YZ[Ya^ee[\biŽ^`Y[mhie_dj_[lafd_`\X]^_`ab`cY`d\[\`l[ha[\bYZi`_eidehiŒ–iYi_`\[lib`c`\iagfddbgdYZi_cd\a^l[mhiag[\biŽ^`eli\YcdaYaZ[ iaYiiehk_`ai\dki[_adfYZicd\Y_[cYg[fficY`\jYZii—ei\aia_iŽ^`_ibYde_d `biZ`jZXŽ^[h`YkDH,7pG@78ApDC>:A:=@?BCD=qD:7?:<%=GA78˜:88;o:G=™7=<%<Cp@7oG8G`jZh`jZYib`\YZi `Yk[^b`YcdlehiYib`\š€›gYZiaZihYi_f[c`h`Y`ia[Ye_iai\Y_e_[cY`cidf`\b^aY_kXaY[\b[_bgmiaYe_[cY`ciafd_[\`l[haZihYi_`\jŒ i_Y[`\li\Ya[_i\iibibYdm_`\jYZic^__i\Yf[c`h`Yk^eYd`\b^aY_kaY[\b[_bafd_Z^ljdfcdle[\`d\[\`l[haŒGApDC>:A:=@?nG889p™D7<:@E:B7qG8G@HoH7<<G=™qDG@Gq78=:n?p7q:?@CEC7=<@D:7@?A7887=GA78?7=<q7@?y7=<oHA7œG=™?7B:@HGApDC>:A:=@?@C@E::=:8?z‹cdle_iZi\a` i[ee_d[cZYd^ej_[b`\jYZiaZihYi_f[c`h`Y`ia`a\iibibYb`ai[aicd\Y_dhgdbd_cd\Y_dhg[\b[cd^aY`cag[\bYd_ib^ciaY_iaa[\bc_i[Yi[i\Yfd_YZi[\`l[haŒ‡^_YZi_g’i^_ji\Yhk\iiba[figaij_ij[Yiblib`c[hi—[lb’ihcdl`\jae[ciaYdf[c`h`Y[Yiadc`[h`ž[Y`d\[\b `a`Y[Y`d\fd_c[Ya[\bal[hhYd[bdeY`d\Œ`ag’i_icdlli\bm^`hb`\j[\i’gal[hhm^`hb`\jd\YZii—`aY`\je[_cihYde_dbb`Y`d\[hae[ciafd_c[Ya[\bal[hh[\`l[haYdmii—[l`\ibmk iYi_`\[_`[\a[dc`[h`žibŒ¡¡¢P¢Q£KO¤¥MMPK£¡¦LMMP§J¨K©MRQL¨QPM£P¢KOK¡Q¨PMLJPQª¢J¢P«¢P¬©KPJK£¡ Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 52  Packet Pg. 369 of 461                                 !    #     $    %        $%      %         %    $     #%#'&()$   $            $+,-./          $    0 1  $%      # 2      #$   #   944:;<=5>4?@AB4:7?4C@:D54EC@4C@7AC=FFGH4I@DJJA5?=KF4      #       LM  $% #N  %       #$      $%    #         % O  $  LL       %       #$       $         C7@G;=@:=C?R5=IST4Q@45SB4@Q5CZW[W\Y][^_`ab[_cXd`\efgeheigjkl`^ddY_WbmXnaZYVnmX_Zoabb`[_Wa_[^dXpdYYqY_WoaW\W\Y]aWm_[WW[WdXrs_Y^WYdsdYW^d_tYdXb`XWVW[jXb[Uba[_Vvz{|x/}~€ x‚ƒ/z~//ƒ{„/wƒ€ € x…ƒ€†‡ˆ{~€€ x|{/€x‰xz€ƒŠx‹/zƒx„€ƒŒz‡yy†z€ƒzx/ˆ‡/x‚{„|~„ƒzƒ ‡yˆx/€ ‡z€ƒzx/‹€{ˆ‡y‡„zx€ xwxyy ˆxƒ„‘{}wƒy‚yƒ}x‹yz‡€/ƒ„{~’~ƒ/‚ƒz€ƒ{„“  %      O %'  %   M  & %  #  %   M       >4:AJ”A5•7C>–7@<=C—5>=C7˜=@7AC–7@<DT4=5KG™DF@45C=@764šA8=@7AC Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 53  Packet Pg. 370 of 461                       !"#$%&'(#)*  + ,    ,     - ./ 0    ./   , 1  ,   1 .02   31  ,  ,   *./  3     5   ,   ,  , , 6  - ,   ,3   7  , 5    89     1 ,   ./ ; .-<* +   ,   ,   1,3:1  ./ 1    ;A@CD?=EAFG=BHFI@AEJ@FDG@AKI?IL?H=FGIMH@NOZ[\]^_`_a\^_bUc[_deV_^fg_eWhi!iijklmmnok$%#p#mm"qkrlimstluljllqm!i#)n!_eevUgc_^fU^_^fg_eWbVWV]wV[xVdVW[UccU][\^f[a[UxV_eydVz]x_]gy_^b[U[x]fwV`f[x_z_gfea`xUeUwVW_^b]VWcVv[W[xVgsij""lk$q){l)m!"qjq!nii{$!"#m!$!k!#{m!in}iqk#)q#lm"$!~€kl{ZWV]wVvf[fVWU[xV][x_^[xUWVf^[xVX_eU e[UvU^[]_v[hiq%#p#{‚p#{i‚p#ƒ##limli"ms„mqi"i$jk%&'im#li…iniok8n##mi8‡%#p#{ˆ‰{istiq#mm"s]vV^[_‹VUz[U[_ed\b‹V[fW\WVbzU]X_eU e[U_^bc_][^V]vf[fVWh$%#p##m!"jlŒul$%&'i(#"^[xVgUW[]VvV^[ŽWv_eaV_]V^bf^‹U^ c]fe y‘ ‘ yXV[WY^ZVVbWcV^[gU^^f^‹[xVWxVe[V]ym#li)•)#n–##iqk{jq${i"{iq#lŒ!)!"$#s Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 54  Packet Pg. 371 of 461                               !"#$%!&'($#&%)$%'*.##(-'*.,/(),(+**-)-0.#,145 65   7 89:7;-(-!?@''*'#*%-1''(.-B#+**-#%'+*(*CD'*,-.$*.--E%'''(')*D'*%''##*,)-#(./-G--+..##*-/*.H*'FIJ,*(-K'*-H$'L.-1PMQRSTUVWXRMYRZVS[POZQ\S[RST\WNVQURSNUPO\QR\S[ZPO]RMPZ^ _`  a bc  c *$$.,-%*!G*(*!$!$.,/*+e-.-,')<=>$,-"'#*(e*)'(.-!fghk  8 k  .,(+*,$!$DF(($($H((((!,C$*.l$-%!*<(*@($<=>$,*-*#/(,(%(/.$)$*--%!$H-**#+**+$-$(#'<(*@(*#*G-m.-'*((n,(+*,$(C%$*.!$*.'*''%$(#'&o1.+*,,#'-)$!$DF(($(%,*,()$(#-'$%*.,**#%!*%$(%(1k    q 9 65a  C*#*+*(/$%*$C*FC$,($<(*@(*$(+.((s,)-**(*!s,'*.('*'$*.!$t--*!@'%*''('*,#**$.''*+*.fuhK%v)$%,('#/(*+/$%*,*-&'*)-$+*!-*#*.'-$!#*/('$'$##-!C$+*% Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 55  Packet Pg. 372 of 461 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`.+)5J19M)1ES+87-+1:81/&'64'):-J-J81+'/)1E4.6/J:J)1/GQ7)1)1J3)5J/.)*J19)0+.)*J8')5:'J/J/M-.+J''J+S+EM)4'++3J1+1-0+.)*J8'/4+:J)5J/-\'Ga+)11J1+K+'9+'J/+19)9+E78')-.1-)1E:81/&5-)-J8178'-')J1J19)1EJ1-+'*+1-J81M)1E-.+)1J3)5Y/3+EJ:)5'+8E+-+'3J1+J74.)'3):+&-J:)5J1-+'*+1-J81J/S)'')1-+EG%156J1-+'3J1)5M4)+S+55B3)1)9+EM8'7)J5&'+B-8B-.'J*+:)/+/J/)1)1J3)5+&-.)1Jb+E78'3+EJ:)5+1)1)1J3)5J/)E)19+'-8J-/+57)1E`8'8-.+'/M)1EJ-/0+.)*J8':)118-0+/)E8'3J-J9)-+EMJ/)1)1J3)5+&-.)1Jb+E78'0+.)*J8'GV.+E+:J/J81-8+&-.)1Jb+3J[++874'87+//J81)5/SJ-.8&-/JE+:81/&5-)-J81M8156)7-+'+2.)&/-J19)5548/-+'1)-J*+84-J81Gefd f  30+'/87-.+:833&1J-6)'+/+'J8&/563J/J178'3+EG"cd !  g  h   g   ! ! d  j"cdk    i    g l fm !        c   gn!   !  ofK)/+E81-.++/-)05J/.+EE+3)1E7'83-.+:833&1J-6M)0+[++J/8&':833J-3+1--84'8*JE+/4)6`1+&-+'4'8:+E&'+/-8J1Bp&'J/EJ:-J81)1J381+B381-.SJ1E8SM3+)1J19-.)-)16'+/JE+1-J1Bp&'J/EJ:-J81:)13)O+)1+1-)1E.)*+-.+J')1J3)5/-+'J5Jb+ESJ-.J181+381-.GK)/+E818&''+/+)':.M'-S)J--J3+:834)'+E-83)16/.+5-+'/G/0++1)4&05J:/-)-+3+1--.)-PQRY//4)6`1+&-+'1&30+'/)'+58S+'-.)1-.8/ Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 56  Packet Pg. 373 of 461                                    !"#$%&'()$"*+,-).-/01')-',-2$"3456789:7;<9?@ABCDEFGHIAJBEKDELHAMBCDHEBNHICOPHJIA@JEDMBPJBRBDPBNP@LHABKH?CDHEEDMBPJNAHIFGCDECHCG@JG@PC@ABJJCABSJLHAMBCDHEBNHICHIA>ICA@BOG?AHFABMJJI??HACDEFPHUVDEOHM@OHMMIEDCD@LHAMBCDHEBNHICBEDMBPCABDEDEFA@JHIAO@JLHAMBCDHEBNHICHIALHJC@A?AHFABMLHAMBCDHEBNHICHIAPHUVOHJCJ?BSWE@IC@AXRBOODEBCDHEXBEKMDOAHOGD?OPDEDOLHAMBCDHEBNHICHIARHPIEC@@A?AHFABMJXSHICG?AHFABMJXBEK@R@ECJABEJ?BA@ECDELHAMBCDHEBNHICHIAEHEV?AHLDC  Z [  LHAMBCDHEBNHICUBSJCHKHEBC@0\\2"])^_`+2a()$"a#%$&b)(/c('##ghi;j9e:g9ekjh8lhm34567nh7<77oh8;lp<o9;lng9e79jnhqf9l7e<;hlmghrpg99q9l<stssustsvstsvustswxyz{z|}~ Ž ‘‘‘’‘‘ ‘‘‘–’ –—‘–— ‘‘‘œ’ ‘š‘œ ‘‘‘—¡ ¡—‘—— ‘‘‘¡š šš‘ ‘ ‘‘‘¡œ šœ‘¡š ‘‘‘ ’ —’‘ œ ‘‘‘ œš –š‘ – ‘‘‘‘¡’ ‘‘‘ ¡ œ—‘ — ‘‘‘—¡ š¡——— —‘‘—š ’‘‘œ‘ ‘‘‘œ¡ ‘—‘œ— ‘‘‘Ž—– Ž—— ‘ Ž —‘‘ Ž —Ž ’‘¡ Ž‘‘ Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 57  Packet Pg. 374 of 461             !"#$%&$"'(((()*+,-.*/0123,4*2567886569@ABCD<=EAF?=@C>AGEH=@IAJ:KLM>J<<>NCIHAIH<@FOGCEC?=;>H<;I<@>MJ<<>V22W,-X11Y*0W-,4*2Z1R[1\Y1R.,0T+,`'#(((((`a#"(((`(bc`&c%%'$&&''&c&`(b$$ac'$"%""(#a("`cb%#""%a&'&``&"&$&&`'b`(`aca'((`($&c$`"b%%@ABCD<=FA@<D<I=C;<D=GD=EEO@=I<EAF?=@C>AGAJ:KL>><@BCE<>IAIH<:<GiAEC<Ijkqqmorstqtuvnwxmyz{z|ppm}zprk~mnpotu€ut nx‚zurpzxƒ„…mpqmorsnr†ˆ€ootrtzunx…zqrz{€‚ƒqrn‰{zpŠ‹Œtqz‰qmrw qnŽtuq{pz mpsz‡€‚ƒq nunmnut nxqwpz|srrzqsmxrmp†pmq|xrtutu{m‡mpqk lmnxqzuzrmom…zuz tmqz{q…nxm{zpŠ‹Œ†nuozrsmpot‰mpmu…mqk@ABCD<:KLM>@<B<GO<AB<@IH<?@<BCAO> B<j<=@>P Item 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 58  Packet Pg. 375 of 461            !!"!!#!"!"!$ "%&'))/01-02334**51*04*46)-+27(18298*2:;2+98*2+:1-/;2+98*2+<4*+>1?)/2@-)A*)@)/=488B)1B8)*2/2+2=4*54-2-)32-*5CItem 13 Attachment B - Pets in Need Response to Council Questions March 27, 2023        Item 13: Staff Report Pg. 59  Packet Pg. 376 of 461  Page 1 of 4 Term Sheet •Final budget is subject to City Council approval. •City and PIN will agree on a prioritized project list within 60 days after the Agreement is executed. •City will manage all phases of capital improvement projects to include planning, design, and construction, with input from PIN. •New cat and small animal area •Additional dog kennel improvements •Retrofit of medical suite to accommodate recovery of large animals Item 13 Attachment C - Proposed Term Sheet between Pets in Need and City of Palo Alto for a new Five-year Agreement, Revised May 31, 2023        Item 13: Staff Report Pg. 60  Packet Pg. 377 of 461  Page 2 of 4 F.G.City will cover all costs of delivering any additional services City requires of PIN above and beyond the original 2019 Agreement (such as additional spay neuter requirements). H.PIN may also provide additional services not specified in the new Agreement at its own expense. Services must comply with all applicable laws and City policies. PIN will notify City staff 14 days before providing such services. I. In addition to the monthly fee due to Consultant under the new Agreement, City shall pay to Consultant the difference between the monthly fee (1) specified for Year 5 in Exhibit B of the 2019 Agreement and (2) the monthly fee specified for Year 1 in the new Agreement, effective date of the new Agreement to June 1, 2023. By way of example only, if the Agreement is effective October 1, 2023, City shall pay to Consultant the difference between the new monthly fee and the amounts due under the 2019 Agreement for the months of June, July, August, and September 2023. Based on the current compensation proposed in this term sheet, the monthly additional expense is $55, 535. Scope of Services: PIN will provide the services specified in the current Agreement, with the following modifications: G.J.Spay/neuter. PIN will provide low-cost, high-quality spay/neuter services to dogs and cats to the best of its ability, prioritizing residents of Palo Alto, Los Altos, and Los Altos Hills. H.K.After-hours emergency vet care. For animals on stray hold, Palo Alto will pay for any after-hours emergency vet services. I.L.Cruelty investigations. PIN will provide veterinary care, including appropriate medical records, for live animals that are impounded as part of cruelty investigations. However, PIN will not have an obligation to provide additional services related to cruelty investigations, including after-hours emergency veterinary care, post-mortem examinations of animals that are deceased upon arrival at PIN, and off-site crime scene investigations, but may do so in its sole discretion. City and PIN agree to the following: J.M.Trap/Neuter/Return Program Feral Cat Policy. Both parties will work together to develop a humane feral cat program reflective of municipal best practices.implement a Trap/Neuter/Return program that the community will support, and which will humanely reduce the feral cat population in the community. N.Animal Welfare. PIN and Palo Alto will review animal welfare policies to ensure all policies are up-to-date and in line with shelter best practices. K.O.Animal Shelter Software. PIN is at liberty to acquire, at its own cost, new shelter management software that best meets its needs. The City will work with PIN to identify the minimum viable data that PIN will be required to add to the current, shared software system Chameleon upon PIN animal intake. Item 13 Attachment C - Proposed Term Sheet between Pets in Need and City of Palo Alto for a new Five-year Agreement, Revised May 31, 2023        Item 13: Staff Report Pg. 61  Packet Pg. 378 of 461  Page 3 of 4 L.P.Existing City Policy. Pets in Need will comply with all applicable municipal and other laws, and with the City’s shelter policies attached as Exhibit A. City approves PIN’s shelter policies attached as Exhibit B. If either PIN or the City has an interest in revising or creating a new policy set forth on Exhibit A or B, it will notify the other party in writing. Notices from PIN will be addressed to the Supervising Animal Control Officer. The Supervising Animal Control Officer will advise the PIN Executive Director in writing within five (5) business days whether review and approval are deemed necessary. Review and approval will be deemed necessary only if the proposed revision will result in (a) a change to the terms of the Services Agreement, or (b) a material change in the level of risk to the City, in services to residents of Palo Alto and/or the contract cities, or in roles and duties of City staff. Notices from the City will be addressed to the PIN Executive Director CEO, who will advise the City in writing within five (5) business days whether review and approval are deemed necessary. Review and approval will be deemed necessary only if the proposed revision or addition will result in (a) a change to the terms of the Agreement or the cost to PIN of performance of the Agreement, or (b) a material change in the level of risk to PIN, in services to residents of Palo Alto and/or the contract cities, or in roles and duties of PIN staff. In either case, if the response is not an approval, the parties will meet within five (5) business days of receipt of the response and attempt in good faith to reach an agreement. The subject policy may be revised only upon the written agreement of both parties. All City and PIN policies relating to the operation of the Palo Alto Animal Shelter will be kept in a shared online folder and be accessible to all PIN and City staff. M.Q.Corrective Action Plan. The City and Pets in Need agree to work in good faith to meet the obligations described in the Scope of Services and Capital Improvements sections of the Agreement. If either party determines that it will not meet a due date or will fail to deliver a service, it will promptly send a written corrective action plan to the other party. The corrective action plan will include the following information: •Task that will not be met. •Justification for failure to complete task •Plan to correct including timeline to reach full compliance •Weekly progress updates to Project Manager (of either the City or PIN) If the timeline to reach full compliance is not acceptable to the other party, or if compliance has not been met by the due date identified in the corrective action plan, the parties will meet and confer to determine next steps. Item 13 Attachment C - Proposed Term Sheet between Pets in Need and City of Palo Alto for a new Five-year Agreement, Revised May 31, 2023        Item 13: Staff Report Pg. 62  Packet Pg. 379 of 461  Page 4 of 4 Force Majeure N.R.Standard Force Majeure provision to be added, including epidemics and quarantines. Item 13 Attachment C - Proposed Term Sheet between Pets in Need and City of Palo Alto for a new Five-year Agreement, Revised May 31, 2023        Item 13: Staff Report Pg. 63  Packet Pg. 380 of 461  Animal Shelter Options Pets In Need (Proposed)In-House New RFP Shelter Operation Cost Shelter Operations Cost $1.37M/Year $1.45M/Year TBD Capital Improvements $2.5M One time Unidentified at this time Unidentified at this time Interim Compensation $55k/Month Beginning June 1,2023 $0 $0 Services Hours Open to the Public 82 hours biweekly M-F 12:30PM-6PM, Sat 10AM-6PM, Sun 12:30-6PM 80 hours biweekly M-F 8AM-5PM, 9/80 closed TBD Impounds/Intakes No cap No cap TBD Spay/Neuter 60 surgeries, dogs + cats only 150 surgeries, all pets TBD Vaccines Clinics Weekly Weekly TBD After Hours Vet Care At cost Revenue Licensing revenue to City of $180K $400K (including licensing) Implementation Strategy Considerations Item 13 Attachment D - Comparison of Shelter Operating Models        Item 13: Staff Report Pg. 64  Packet Pg. 381 of 461  Animal Shelter Org Chart New Positions: 7 FTE and 2 Hourly Assistant Director (10%) Animal Control AC Officer (3 FTE) Animal Care Kennel Attendant (1 FTE) Kennel Attendant(2 Hourly) Medical Care Veterinarian (1 FTE) Vet Tech(2 FTE) Admin Support Admin Assoc (2 FTE) Superintendent(1 FTE) New Position Existing Position Item 13 Attachment E - Organizational Chart for In-House Model for Shelter Operations        Item 13: Staff Report Pg. 65  Packet Pg. 382 of 461  City Council Staff Report From: City Manager Report Type: ACTION ITEMS Lead Department: City Manager Meeting Date: June 12, 2023 Report #:2304-1267 TITLE Approval of Homekey Lease Agreement with LifeMoves for use of 1237 San Antonio Road for a term of nine years and Revenue Agreement with Santa Clara County to enable the County to execute an operating agreement with LifeMoves for interim housing operations RECOMMENDATION Staff recommends that the City Council review and approve the following: 1. Approve and authorize the City Manager or their designee to execute the attached Lease Agreement by and between the City of Palo Alto (City) as landlord and LifeMoves as tenant (“Lease Agreement”) for the use of 1237 San Antonio Road for a term of 9 years in the amount of $9 (which equates to $1 per year); and 2. Approve and authorize the City Manager or their designee to execute the attached Revenue Agreement with the County of Santa Clara (County), authorizing the City to provide funding in the amount of $7,000,000 over seven years to enable the County to execute an operating agreement with LifeMoves for interim housing operations. EXECUTIVE SUMMARY Approval of the Lease Agreement and Revenue Agreement will allow construction to begin on the Palo Alto Homekey Project (Project), a modular interim housing facility, with on-site support services. The Project will have 88 units whose door configuration equates to 108 units1 per the HCD definition. The Lease Agreement will allow LifeMoves to construct improvements (i.e., interim housing and related infrastructure) and to occupy the site with the built improvements in order to operate the facility and support services for seven years. The total 1 The California Department of Housing and Community Development (HCD) defines a unit as a room with an external facing door and it differs from the California Building Code. For the Palo Alto Homekey project, the 108 units include 84 single-bedrooms, 20 two-bedrooms, and 4 three-bedrooms. Through this staff report and associated lease and revenue agreements, the 108 “unit” reference is following the HCD definition. Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 1  Packet Pg. 383 of 461  lease term is 9 years which includes construction time and the 7 years of operations. LifeMoves will be responsible to: •Receive State grant funds and manage the associated reporting and auditing requirements, •Manage site construction, •After construction, to effectively manage the site operations and meet County and City performance requirements, •Perform regular site maintenance and participate in regular site inspections, and •Report back to City Council on progress and outcomes on a regular basis. 2 the Project had a $6.0 million capital funding gap which has been pledged to be filled by $2.0 million from the City in the FY 2024 proposed Capital Improvement Program (CIP) budget and $4 million from Santa Clara County (LifeMoves pledged $2 million as well). In addition to the City’s contribution to closing the capital funding gap, $2.5 million in the Tier 2 budget discussion accounts for other additional costs such as permitting fees (approximately $0.5 million) and to add back elements removed from the Project scope (approximately $2.0 million) as cost saving measures. BACKGROUND 2 March 2023 Information Report, https://cityofpaloalto.primegov.com/Portal/viewer?id=1233&type=0. Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 2  Packet Pg. 384 of 461  Homekey-funded modular interim housing. The Mountain View project, owned and operated by LifeMoves, opened during the Covid-19 pandemic. It moved 82 people off the streets within the first six weeks of opening and has served approximately 400 clients during its less-than-two years of operation. The Palo Alto Project has the advantage of learning from Mountain View and has incorporated improvements into the Palo Alto Homekey site, such as including en suite (rather than communal) restrooms. In addition, Santa Clara Housing Authority is assisting the City with overall review of construction financing, budget and schedule and will be assisting with monitoring all phases of construction (see Attachment D). Post-construction, the Housing Authority will provide review and feedback of financial reports and budgets related to property operations asset management, as well as conduct site visits and unit inspections in regular reviews of operations and adequacy of maintenance. ANALYSIS Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 3  Packet Pg. 385 of 461  There are several Project elements suggested by the ARB that LifeMoves and Devcon were unable to accommodate within the Project budget. These are described in the fiscal impact section. Lease Agreement Lease Provision Summary of Key Terms 3. •For portions of the property outside of the premises, City will have the right to make changes including to any common and landscaped areas. •Costs may include but are not limited to landscaping, janitorial service, and all aspects of improvements (e.g., roofs, foundations, exterior walls/doors/windows, plumbing/pipes/conduits, and all heating and air conditioning units. 3 1237 San Antonio Road, known as the former LATP (Los Altos Treatment Plant) site, comprises three areas: A, B, and C. Area C is shown on Exhibit A to the Lease Agreement. Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 4  Packet Pg. 386 of 461  10. CONSTRUCTION AND OWNERSHIP OF THE IMPROVEMENTS During the Lease Term, improvements shall be property of LifeMoves; upon termination of Lease all improvements shall be property of the City provided they are in good and habitable condition. Revenue Agreement City and County staff have met regularly to discuss a Revenue Agreement (Attachment C) for $7 million of pass-through funding for Palo Alto Homekey operations for an initial term of seven (7) years, subject to approval by the Board of Supervisors. This step aligns with the City’s Letter of Intent signed by LifeMoves, the City, the County, and the Santa Clara County Housing Authority (see Attachment D). The County is committed to scheduling the Revenue Agreement for the Board of Supervisors’ consideration, following review and approval by the County Administration and Office of the County Counsel, no later than 60 days after the City of Palo Alto approves the Revenue Agreement. The County will also continue discussions with the City of Palo Alto and LifeMoves regarding a Service Agreement for LifeMoves to operate Palo Alto Homekey. The below table provides a summary of the Revenue Agreement key terms. The Revenue Agreement sets performance expectations for Palo Alto Homekey based on data collected by the County. These performance expectations will be added to the Operating Agreement between the County and LifeMoves and will factor into how the Palo Alto Homekey site is run. Key performance expectations are shown in Exhibit A, section 5, in the chart below. LifeMoves has been providing these types of services for many years and some of their statistics and program features are included on Attachment E, LifeMoves Overview and Programs. Agreement Section Summary of Key Terms 1. TERM January 1, 2025 through June 30, 2032. 2. ROLES AND RESPONSIBILITIES4 •City will designate a Program Manager to act as a liaison with the County, assist in program development and improvement to meet goals, and review and process invoices and disburse funds to the County. City will reimburse the County on a quarterly basis for expenses associated with the Agreement for total maximum amount of $7,000,000 ($1,000,000 annually for each operational year). •County will designate a Program Manager to serve as a liaison with the City, lead program development and 4 These roles and responsibilities are related to County management of an Operating Agreement with LifeMoves for interim housing operations and support services at 1237 San Antonio Road. Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 5  Packet Pg. 387 of 461  improvement to meet goals, and lead coordination with stakeholders. County will provide or subcontract Program services. •Both parties will together establish success and outcome measures, meet regularly to discuss performance and progress, and jointly monitor Program expenses and outcomes. EXHIBIT A: PROGRAM SPECIFICS 1. Program Description “Program” is Palo Alto Homekey, a modular interim housing facility with onsite support services, which will provide privacy, security, mental health support, recovery programs, employment services, financial literacy, and programs for children. The facility includes nightly sleeping accommodations, meals, en suite bathrooms, showers, laundry services, internet access, and other basic need services. Case management services are provided to all clients, focused to support housing placement and long-term housing retention. 2. Target Population Unsheltered homeless households, with preference given to households who reside in or have a connection to the City. 3. Number of Households Single units are intended to serve individuals and family units are intended to serve families with the average family size being a family of 3. The Project will have 88 units whose door configuration equates to 108 units5 per the HCD definition. 4. Program Funding Amount $7,000,000 ($1,000,000 annually) 5. Reporting Requirements County will provide quarterly reports to the City that include information on: •Number of clients served (total and City-connected), •Exit destinations (total and City-connected, number per period by exit category), •Enrollments of City-connected clients (total and new enrollments), •Average time in shelter, and •Returns to homelessness (within 12 months and within 2 years).6 5 The California Department of Housing and Community Development (HCD) defines a unit as a room with an external facing door and it differs from the California Building Code. For the Palo Alto Homekey project, the 108 units include 84 single-bedrooms, 20 two-bedrooms, and 4 three-bedrooms. Through this staff report and associated lease and revenue agreements, the 108 “unit” reference is following the HCD definition. 6 Data on returns to homelessness will be provided as it becomes available (e.g.,12 months after initial client exits). Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 6  Packet Pg. 388 of 461  FISCAL/RESOURCE IMPACT $21,732,228 $5,000,000 $500,000$2,000,000 $2,000,000 $2,500,000 $2,000,000 $2,000,000 $- $5,000,000 $10,000,000 $15,000,000 $20,000,000 $25,000,000 $30,000,000 $35,000,000 $40,000,000 County Additional Gap Fill County Gap Fill City Proposed FY 2024 Tier 2 LifeMoves Pledge City of Palo Alto CIP Gap Fill Various Private Funders* Sobrato Philanthropies Homekey Award - Capital Current Projections: Funding Sources Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 7  Packet Pg. 389 of 461  Capital Gap As identified in a March 2023 Information Report to Council,7 the Project had a $6.0 million capital funding gap. The City has included $2.0 million in the Capital Improvement Program (CIP) as the City contribution to the funding gap. LifeMoves and Santa Clara County also both committed funding to close the capital funding gap as shown in the charts above. In addition to the City’s contribution to closing the capital funding gap, staff included an additional up to $2.5 million in the Tier 2 budget discussion to account for other additional costs such as permitting fees (approximately $0.5 million) and elements removed from the Project scope (approximately $2.0 million) as cost saving measures. Separate from these are several Project elements suggested by the ARB that LifeMoves and Devcon were unable to accommodate within the Project budget. The full list of elements removed from the Project scope are below: • The ARB was unsure about the durability of the proposed wood siding and therefore asked for a sealant to be applied, or use of another material be considered such as Hardie board, particularly due to the project location near the Baylands (salt water). • The proposed fence is a standard black metal fence with vertical pickets and a closed frame design. ARB recommended considering a more decorative fence pattern, particularly facing the street, and visually separating the site from the GreenWaste sorting operation (located at the rear of the site). Pre-made decorative metal panels could be a cost-effective way to achieve this. • The ARB recommended incorporating operable windows for fresh air and natural ventilation, but due to operational concerns for LifeMoves, this was not factored into the design. In addition to the ARB feedback, City staff reviewed the project and asked for the following items to be considered that are also unable to be accommodated within the Project budget: • Additional parking: It has not been proven that the proposed 23 parking spaces and 8 bicycle spaces is sufficient for Homekey staff and clients. This may result in off-site parking impacts along San Antonio Road and potentially to surrounding sites, such as the trailhead parking lot. The interim housing use does not have a parking requirement determined in the Zoning Code (PAMC 18.52.040). For comparison, the Homekey project in the City of Mountain View has 19 spaces for 100 units. For typical residential uses, the City would require 112 parking spaces and 88 long-term bike spaces, but this project does not match the typical residential use standards. This project location is mainly served by the Mountain View shuttle and Palo Alto Link public transportation. Understanding that there are no set requirements for this type of use, City staff has asked if a demand analysis could be prepared. But given timing 7 March 2023 Information Report, https://cityofpaloalto.primegov.com/Portal/viewer?id=1233&type=0. Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 8  Packet Pg. 390 of 461  and budget, and atypical nature of this type of analysis for this type of project, the analysis was not able to be done for this Project. o Irrigation metering device, o Water reuse, o Energy STAR profile manager, o Energy and water performance reviews, o Enhanced indoor air quality, o Additional electrical vehicle charging stations, o Enhanced construction waste reduction, o Light pollution reduction, o Compliance with formaldehyde limits, and o Reduction in cement use. Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 9  Packet Pg. 391 of 461  Plans are provided (Attachment A) while noting this Project, like all projects funded under AB 140 (Homekey) is deemed automatically consistent with all local requirements and no discretionary approvals can be required. Moreover, as noted above, there are several aspects of the design that do not include standards that would be included in other non-exempt projects. Approval of the lease agreement reflects acceptance of the conceptual design plans and architectural elements. Recommendation Related to City Funding Allocations Staff recommend allocating funding as shown in the table below: Amount Source Purpose Notes: 1. The $500,000 for permitting fees is an estimate. The final amount will be calculated on a cost recovery basis related to the level of effort in reviewing and permitting the Project. 2. The $2,000,000 for reinstating removed elements is an estimate. The total amount would be determined by what elements, if any, Council chooses to reinstate and the associated cost. For some elements, like the PV system, the City may be able to find a donor or grant to offset a portion of the cost. For other elements, like the fencing, the final cost would depend on the fencing material selected (e.g., decorative wrought iron versus wood). 8 As mentioned above, as part of the FY 2023 Adopted Budget, the City Council committed $1.0 million per year over seven years (through FY 2029) to offset a portion of annual operating expenses; however, since the project will not be complete before the end of FY 2024, no operating expenses occurred in FY 2023 and none are anticipated in FY 2024. As part of the FY 2024 Budget Hearings, the Finance Committee recommended that staff proactively recognize the $1.0 million unspent operating funds in each year (in FY 2023 and FY 2024) and transfer them to the Homekey Facilities capital project (PE-24005) for capital needs in FY 2024. The remaining $0.5 million is recommended to be offset with Measure K Business Tax Revenue for Housing and Homeless Services. To maintain the City’s commitment of $1.0 million for shelter Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 10  Packet Pg. 392 of 461  operations over seven years, staff will update the next Long Range Financial Forecast to fund the total $7.0 million with $1.0 million annually in FY 2025 through FY 2031. These actions are subject to the City Council’s adoption of the FY 2024 Budget, which is currently scheduled for June 19, 2023. STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW Projects funded by the Project Homekey program are exempt from the requirements of the California Environmental Quality Act through state laws, including but not limited to AB 140 (2021) and AB 2553 (2020). To the extent any of the actions contemplated by the City Council in relation to this project are not covered by these statutory exemptions, they are exempt pursuant to CEQA Guidelines Section 15269 as actions to mitigate an emergency related to the unhoused population in Palo Alto. ATTACHMENTS APPROVED BY: Item 14 Item 14 Staff Report        Item 14: Staff Report Pg. 11  Packet Pg. 393 of 461  Attachment A Project Plans In order to reduce paper consumption, a limited number of hard copy project plans are provided to Council for their review. The same plans are available to the public, at all hours of the day, via the following online resources. Directions to review Project plans online: 1. Go to: bit.ly/PApendingprojects 2. Enter street address “1237 San Antonio Road” and click the Search button 3. Click on the pin on the map, and scroll to click on “Tell me more about 1237 San Antonio Road” 4. On this project specific webpage you will find a link to the project plans and other important information Direct Link to Project Webpage: https://www.cityofpaloalto.org/Departments/Planning-Development-Services/Current- Planning/Projects/1237-San-Antonio-Road Item 14 Attachment A - Project Plans        Item 14: Staff Report Pg. 12  Packet Pg. 394 of 461  MN Revised 7-19-22 1 DRAFT LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND LIFEMOVES This Lease agreement (this “Lease”) is made and entered into on ____________________, by and between the City of Palo Alto, a California chartered municipal corporation (herein “City” or “Lessor”) and LifeMoves, a California non-profit corporation (herein “Lessee”). City and Lessee may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Lease.” The City Manager serves as Contract Administrator for this Lease on behalf of the City Council. RECITALS A. These recitals are a substantive portion of this Lease and are incorporated herein by this reference. B. City owns real property and improvements located at 1237 San Antonio Road, Palo Alto, Santa Clara County, California, commonly referred to as the former Los Altos Treatment Plant Site (the “Property”), as more particularly described in Exhibit A attached hereto and incorporated by this reference and commonly known as Areas A, B, and C. C. Lessee desires to lease a portion of the Property from City, consisting of approximately 1.36 acres of Area C (the “Premises”), as shown on Exhibit B. D. Lessee desires to construct an 88-unit emergency shelter to provide temporary housing for the unhoused, to be known as Homekey Palo Alto (the “Improvements,” and together with the Premises “Project”). E. Upon completion of construction of the Improvements, Lessee will be the owner of the Improvements until the termination of this Lease. F. Upon termination of this Lease, title of the Improvements will be transferred from the Lessee to the City. G. City desires to lease the Premises to Lessee to construct the Improvements and operate the Project, and Lessee desires to lease the Premises from City, construct the Improvements and operate the Project. . DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 13  Packet Pg. 395 of 461  MN Revised 7-19-22 2 Now, therefore, in consideration of these recitals and the following covenants, terms, and conditions, Lessee and City mutually agree as follows: LEASE PROVISIONS 1. PREMISES. 1.1 Creation of Lease. City hereby leases to Lessee, and Lessee hereby leases from City, the Premises for the Term subject to the terms and conditions and for the purposes set forth in this Lease. For portions of the Property outside of the Premises: City shall have the right, in City’s sole discretion, from time to time, with written notice to Lesee, to make changes to the size, shape, location, number and extent of the improvements comprising the Property, including any common and landscaped areas. In connection with the changes, City may, among other things, erect scaffolding or other necessary structures at the Property, limit or eliminate access to portions of the Property, including portions of common areas, or perform work on the Property which work may create noise, dust, or leave debris on the Property. City shall have no responsibility or for any reason be liable to Lessee for any direct or indirect injury or damages to Lessee resulting from any inconvenience or annoyance occasioned by such changes or City’s actions in connection with such changes. 1.2 Condition. Lessee hereby accepts the Premises for use in its “AS-IS” “WHERE-IS” “WITH ALL FAULTS” condition. The Parties agree to meet and confer in good faith to resolve issues related to unforeseen circumstances arising prior to or during construction of the Improvements that: (1) materially alter the proposed scope and/or budget for the Project; and (2) are beyond the reasonable, mutual contemplation of the Parties. Lessee shall notify City within two days of the discovery of such unforeseen circumstances. In the event the Parties are unable to reach a resolution as to how to proceed with the Project within 30-days of commencement of discussion, either Party may terminate this Lease upon 30-days written notice. In the event of termination of this Lease in accordance with this Section after the Improvements have received a final certificate of occupancy, Lessee shall return the Premises and convey the Improvements to the City in good and habitable condition.I In the event of termination prior to issuance of a final certificate of occupancy, Lessee shall return possession of the Premises to the City and fully cooperate with the City in exhausting all available remedies, including those assurances provided pursuant to Section 10.5, to complete construction of the Improvements and obtain a final certificate of occupancy. In the event of termination resulting from Lessee’s breach of this Lease pursuant to Section 6.3 and Section 15, or resulting from HCD’s termination of Standard Agreement No. 22-HK-17472 due to Lessee’s breach of said Agreement, Lessee shall be responsible for any costs incurred as a result of termination. Except as otherwise expressly provided in this Lease, City shall not have any obligation to make any alterations, repairs, maintenance or improvements to the Premises. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 14  Packet Pg. 396 of 461  MN Revised 7-19-22 3 1.3 Compliance. Lessee is responsible for determining whether or not the building codes, applicable laws, covenants or restrictions of record, regulations, and ordinances (“Applicable Requirements”) are appropriate for Lessee's intended use, and acknowledges that past uses of the Premises may no longer be allowed. Lessee understands, acknowledges, accepts and agrees that City is entering into this Lease in its capacity as a property owner with a proprietary interest in the Premises and not as a regulatory agency with police powers. Nothing herein shall limit in any way Lessee’s obligation to obtain any required regulatory approvals from City departments, boards or commissions or other governmental regulatory authorities or limit in any way City's exercise of its police powers. 1.4 Acknowledgements. Lessee acknowledges that: (a) it has been given an opportunity to inspect and measure the Premises, (b) it has been advised by City to satisfy itself with respect to the size and condition of the Premises (including but not limited to the environmental conditions), and the suitability of the Premises for Lessee's intended use, (c) Lessee has made such investigation as it deems necessary for the Lease of the Premises, (d) it is not relying on any representation as to the size of the Premises made by City, (e) the exact square footage of the Premises was not material to Lessee's decision to lease the Premises and pay the Rent stated herein, and (f) neither City nor City's agents, have made any oral or written representations or warranties with respect to said matters other than as set forth in this Lease. 2. TERM. 2.1 Term. The term of this Lease shall be nine (9) years (“Term”), commencing on July 1, 2023 (“Commencement Date”) and ending on June 30, 2032, unless terminated earlier pursuant to the provisions hereof. 2.2 Lessee Compliance. City shall not be required to tender possession of the Premises to Lessee until Lessee complies with its obligation to provide evidence of insurance. Pending delivery of such evidence, Lessee shall be required to perform all of its obligations under this Lease from and after the Commencement Date. 3. RENT. Base rent shall be $1.00 per year (“Base Rent”). Lessee shall prepay the entire amount of the Base Rent for the Term concurrently with the execution of this Lease. City and Lessee acknowledge that, except as otherwise provided to the contrary in this Lease, it is their intent and agreement that this Lease be a “triple net” lease. As additional rent (the “Additional Rent”), Lessee shall pay and discharge when due, Lessee’s portion of the real property taxes described in Section 8, all insurance premiums, utility costs, maintenance costs and all other liabilities and obligations which the Lessee assumes or agrees to pay or undertake pursuant to this Lease. To the extent that Lessee’s share of real property taxes or other expenses cannot be charged directly to, and paid by, Lessee, but instead charged and DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 15  Packet Pg. 397 of 461  MN Revised 7-19-22 4 paid by City, Lessee shall reimburse City as Additional Rent within 30 days from the date City delivers any invoice. Base Rent and Additional Rent are referred to collectively herein as “Rent.” 4. SECURITY DEPOSIT. Lessee shall deposit with City upon execution hereof $1 as security for Lessee’s faithful performance of its obligations under this Lease (“Security Deposit”). If Lessee fails to pay any rental sums, including without limitation such additional rent as may be owing under any provision hereof, or otherwise defaults under this Lease, City may use, apply, or retain all or any portion of said Security Deposit for payment of any amount already due City, for rents which will be due in the future, and/or to reimburse or compensate City for any liability, expense, loss, or damage which City may suffer or incur by reason thereof. If City uses or applies all or any portion of the Security Deposit, Lessee shall within ten (10) days after written request therefor deposit monies with City sufficient to restore said Security Deposit to the full amount required by this Lease. If rent increases during the Term of this Lease, Lessee shall, upon written request from City, deposit additional monies with City so that the total amount of the Security Deposit shall at all times bear the same proportion to the increased rent as the initial Security Deposit bore to the initial Base Rent. If a change in control of Lessee occurs during this Lease and following such change the financial condition of Lessee is, in City’s reasonable judgment, significantly reduced, Lessee shall deposit such additional monies with City as shall be sufficient to cause the Security Deposit to be at a commercially reasonable level based on such change in financial condition. City shall not be required to keep the Security Deposit separate from its general accounts. Within 90 days after the expiration or termination of this Lease, City shall return the Security Deposit to the Lessee. No part of the Security Deposit shall be considered to be held in trust, to bear interest, or to be prepayment for any monies to be paid by Lessee under this Lease. The Security Deposit shall not be used by Lessee in lieu of payment of rent. 5. USE OF PROPERTY. 5.1 Permitted Uses. The Premises shall be used and occupied only for construction and operation of the Project, and programs or other activities associated with that use that are reasonably similar, and for no other purpose. The initial period of construction for the Project shall not extend beyond February 2025. 5.2 Prohibited Uses. Lessee shall not use Premises for any purpose not expressly permitted hereunder. Lessee shall not create, cause, maintain or permit any nuisance or waste in, on, or about the Premises, or permit or allow the Premises to be used for any unlawful purpose. Lessee shall not do or permit to be done anything in any manner which unreasonably disturbs the users of the Property, the Premises or the occupants of other neighboring properties. Specifically, and without limiting the above, Lessee agrees not to cause any DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 16  Packet Pg. 398 of 461  MN Revised 7-19-22 5 unreasonable odor, noise, vibration, power emission, or other item to emanate from the Premises. No unreasonable sign or placard shall be painted, inscribed or placed in or on the Premises; and no tree or shrub thereon shall be destroyed or removed or other waste committed of the Premises. No bicycles, motorcycles, automobiles or other mechanical means of transportation shall be placed or stored anywhere on the Premises except in designated areas. 6. HAZARDOUS MATERIALS. 6.1 Hazardous Materials Defined. The term Hazardous Material(s) shall mean any toxic or hazardous substance, material or waste or any pollutant or contaminant, or infectious or radioactive material, including but not limited to, those substances, materials, or wastes regulated now or in the future under any of the following statutes or regulations and any and all of those substances included within the definitions of hazardous substances, hazardous waste, hazardous chemical substance or mixture, imminently hazardous chemical substance or mixture,” “toxic substances,” hazardous air pollutant, toxic pollutant or solid waste in the: (a) CERCLA or Superfund as amended by SARA, 42 U.S.C. Sec. 9601 et seq., (b) RCRA, 42 U.S.C. Sec. 6901 et seq., (c) CWA., 33 U.S.C. Sec. 1251 et seq., (d) CAA, 42 U.S.C. 78401 et seq., (e) TSCA, 15 U.S.C. Sec. 2601 et seq., (f) The Refuse Act of 1899, 33 U.S.C. Sec. 407, (g) OSHA, 29 U.S.C. 651 et seq. (h) Hazardous Materials Transportation Act, 49 U.S.C. Sec. 1801 et seq., (i) USDOT Table (40 CFR Part 302 and amendments) or the EPA Table (40 CFR Part 302 and amendments), (j) California Superfund, Cal. Health & Safety Code Sec. 25300 et seq., (k) Cal. Hazardous Waste Control Act, Cal. Health & Safety Code Section 25100 et seq., (l) Porter-Cologne Act, Cal. Water Code Sec. 13000 et seq., (m) Hazardous Waste Disposal Land Use Law, Cal. Health & Safety Code Sec. 25220 et seq., (n) Proposition 65, Cal. Health and Safety Code Sec. 25249.5 et seq., (o) Hazardous Substances Underground Storage Tank Law, Cal. Health & Safety Code Sec. 25280 et seq., (p) California Hazardous Substance Act, Cal. Health & Safety Code Sec. 28740 et seq., (q) Air Resources Law, Cal. Health & Safety Code Sec. 39000 et seq., (r) Hazardous Materials Release Response Plans and Inventory, Cal. Health & Safety Code Secs. 25500-25541, (s) TCPA, Cal. Health and Safety Code Secs. 25208 et seq., and (t) regulations promulgated pursuant to said laws or any replacement thereof, or as similar terms are defined in the federal, state and local laws, statutes, regulations, orders or rules. Hazardous Materials shall also mean any and all other substances, materials, and wastes which are, or in the future become, regulated under applicable local, state or federal law for the protection of health or the environment, or which are classified as hazardous or toxic substances, materials or wastes, pollutants or contaminants, as defined, listed or regulated by any federal, state or local law, regulation or order or by common law decision, including without limitation: (i) trichloroethylene, tetracholoethylene, perchloroethylene and other chlorinated solvents; (ii) any petroleum products or fractions thereof; (iii) asbestos, (iv) polychlorinated biphenyls; (v) flammable explosives; (vi) urea formaldehyde; and, (vii) radioactive materials and waste. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 17  Packet Pg. 399 of 461  MN Revised 7-19-22 6 6.2 Compliance with Laws. The Lessee shall not permit the Premises or any portion thereof to be a site for the use, generation, treatment, manufacture, storage, disposal or transportation of Hazardous Materials nor shall the Lessee permit the presence or release of Hazardous Materials in, on, under, about or from the Premises with the exception of materials customarily used for the construction and maintenance of the Project or for the cleaning of the Improvements, provided such materials are used, stored and disposed of in compliance with Hazardous Materials Laws. 6.3 Termination of Lease. Subject to Section 6.2, City shall have the right to terminate the Lease in City’s sole and absolute discretion in the event that: (i) any anticipated use of the Premises by Lessee involves the generation or storage, use, treatment, disposal, or release of Hazardous Material in a manner or for a purpose prohibited by any governmental agency, authority, or Hazardous Materials Laws; (ii) Lessee has been required by any lender or governmental authority to take remedial action in connection with Hazardous Material contaminating the Premises, if the contamination resulted from Lessee’s action or use of the Premises; or (iii) Lessee is subject to an enforcement order issued by any governmental authority in connection with the release, use, disposal, or storage of a Hazardous Material on the Premises. 6.4 Hazardous Materials Indemnity. Lessee shall indemnify, defend (by counsel reasonably acceptable to City), protect, and hold City harmless from and against any and all claims, liabilities, penalties, forfeitures, losses, and/or expenses, including without limitation, diminution in value of the Premises, damages for the loss or restriction on use of the rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact or marketing of the Premises and sums paid in settlement of claims, response costs, cleanup costs, site assessment costs, attorneys’ fees, consultant and expert fees, judgments, administrative rulings or orders, fines, costs of death of or injury to any person, or damage to any property whatsoever (including, without limitation, groundwater, sewer systems, and atmosphere), arising from, caused, or resulting, either during the Lease Term, in whole or in part, directly or indirectly, by the presence or discharge in, on, under, or about the Premises by Lessee, Lessee’s agents, employees, licensees, or invitees or at Lessee’s direction, of Hazardous Material, or by Lessee’s failure to comply with any Hazardous Materials Law, whether knowingly or by strict liability. For purposes of the indemnity provided herein, any acts or omissions of Lessee or its employees, agents, customers, sublessees, assignees, contractors, or subcontractors of Lessee (whether or not they are negligent, intentional, willful or unlawful) shall be strictly attributable to Lessee. Lessee’s indemnification obligations shall include, without limitation, and whether foreseeable or unforeseeable, all costs of any required or necessary Hazardous Materials management plan, investigation, repairs, cleanup or detoxification or decontamination of the Premises, and the presence and implementation of any closure, remedial action or other required plans, and shall survive the expiration of or early termination of the Lease Term. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 18  Packet Pg. 400 of 461  MN Revised 7-19-22 7 6.5 City’s Right to Perform Tests. At any time prior to the expiration of the Lease Term, City shall have the right to enter upon the Premises in order to conduct tests of water and soil. 7. UTILITIES AND OPERATING EXPENSES. Lessee shall pay for all utilities provided to the Premises. If City is required to construct new or additional utility installations, including, without limitation, wiring, plumbing, conduits, and mains, or refuse collection materials or service, resulting from Lessee’s special requirements, and that are related to the Project, Lessee shall on demand pay to City the total cost of such items, or pay and contract for such installations directly. 8. TAXES. 8.1 Real Property Taxes Defined. The term “real property taxes” as used herein shall mean all taxes (including possessory interest taxes), assessments, levies and other charges, general and special, foreseen and unforeseen, now or hereafter imposed by any governmental or quasi-governmental authority or special district having the direct or indirect power to tax or levy assessments, which are levied or assessed against or with respect to: (i) value, occupancy, use or possession of the Premises; (ii) the Improvements, any additional improvements, fixtures, equipment and other real or personal property of Lessee that are an integral part of the Premises; or, (iii) use of the Premises, the Improvements, public utilities or energy within the Premises. The term “real property taxes” shall also mean all charges, levies or fees imposed by reason of environmental regulation or other governmental control of the premises and/or the Improvements, new or altered excise, transaction, sales, privilege, assessment, or other taxes or charges now or hereafter imposed upon City as a result of this Lease, and all costs and fees (including attorneys’ fees) incurred by City in contesting any real property taxes and in negotiating with public authorities as to any real property taxes affecting the Premises. If any real property taxes are based upon property or rents unrelated to the Premises and/or the Improvements, then only that part of such tax that is fairly allocable to the Premises and/or the Improvements, as determined by City, on the basis of the assessor’s worksheets or other available information, shall be included within the meaning of the term “real property taxes.” 8.2 Payment of Real Property Taxes. Due to the non-profit nature of Lessee and the proposed use of the Premises in accordance with the HCD Standard Agreement, the parties do not anticipate that real property taxes (as defined in Section 8.1 above) will be levied as a result of this Lease. However, in the event Lessee operates the site in a manner inconsistent with the approved use under the HCD Standard Agreement, Lessee shall be responsible for payment of Lessee's share of real property taxes. Subject to the right to contest, Lessee shall be responsible for payment of Lessee’s share of all real property taxes on or before the later of: ten (10) days prior to the delinquency thereof or three (3) days DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 19  Packet Pg. 401 of 461  MN Revised 7-19-22 8 after the date on which Lessee receives a copy of the tax bill from a taxing authority. In the event a tax bill for the Premises is provided to the City, Lessee shall, within ten (10) days after City delivers notice, reimburse City for Lessee’s share of real property taxes from Lessee’s operating budget, including any increase in real property taxes attributable to the Improvements. Lessee’s liability to pay real property taxes shall be prorated on the basis of a three hundred sixty-five (365) day year to account for any fraction or portion of a tax year included in the Term at the commencement or expiration of the Lease. Lessee shall have the right before any delinquency occurs to contest or object to the amount or validity of any real property tax by appropriate legal proceedings, but such right shall not be deemed or construed in any way as relieving, modifying or extending Lessee’s covenant to pay any such real property taxes at the time and in the manner required by law. Any such contest shall be conducted in accordance with and subject to the requirements of all Applicable Laws and otherwise in a manner that does not subject the City’s title to the Property to foreclosure or forfeiture. Lessee shall indemnify, defend, and hold the City and its elected and appointed officers, officials, employees, agents and representatives (all of the foregoing, collectively the “Indemnitees”) harmless from and against all liabilities, losses, damages, fines, deficiencies, penalties, claims, demands, suits, actions, causes of action, legal or administrative proceedings, judgments, costs and expenses (including without limitation reasonable attorneys’ fees and court costs) (all of the foregoing, collectively “Claims”) arising as a result of or in connection with any such contest brought by Lessee. During any contest of real property taxes, Lessee shall (by payment of disputed sums, if necessary) prevent any advertisement of tax sale, foreclosure of, or any divesting of the City’s title, reversion or other interest in the Premises. Upon final determination of the amount or validity of any Imposition contested pursuant to this Section 8.2, Lessee shall immediately pay such real property taxes and all costs and expenses relating to such challenge. 8.3 Revenue and Taxation Code. Lessee specifically acknowledges it is familiar with section 107.6 of the California Revenue and Taxation Code. Lessee realizes that a possessory interest subject to property taxes may be created, agrees to pay any such tax, (unless exempted by County) and hereby waives any rights Lessee may have under said California Revenue and Taxation Code section 107.6. 8.4 Personal Property Taxes. Lessee shall pay before delinquent, or if requested by City, reimburse City for, any and all taxes, fees, and assessments associated with the Premises, the personal property contained in the Premises and other taxes, fees, and assessments regarding any activities which take place at the Premises. Lessee recognizes and understands in accepting this Lease that its interest therein may be subject to a possible possessory interest tax that City or County may impose on such interest and that such tax payment shall not reduce any rent due City hereunder and any such tax shall be the liability of and be paid by Lessee. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 20  Packet Pg. 402 of 461  MN Revised 7-19-22 9 8.5 Exemption from Taxes. Lessee is a non-profit corporation and will be applying to the County for an exemption from real property taxes. City acknowledges that Lessee is a non-profit corporation and agrees to cooperate with Lessee, if needed, for Lessee’s application for a real property tax exemption. 9. MAINTENANCE. 9.1 Lessee Responsibilities. The Lessee shall operate, maintain and manage the Project, including all landscaping and any other improvements thereon in good order and repair and in neat, clean sanitary and safe condition in compliance with all local, state and federal laws, statutes and regulations relating to the use, occupancy or operation of the Project. Lessee shall further perform maintenance and repair on specified off-site improvements, including sidewalks and rights of way adjacent to the Premises that are not owned by Lessee. City acknowledges that Lessee has budgeted $160,000 for Lessee’s maintenance responsibilities, which is to be adjusted annually on the anniversary of the Commencement Date by the local consumer price index. If Lessee’s annual maintenance responsibilities do not exceed $160,000, as adjusted, in any given year, the remaining maintenance budget will be added to the subsequent year’s maintenance budget. If the Lesee’s maintenance responsibilities exceed the budgeted amount in any given year, then the Parties agree to meet and confer to determine the appropriate cost allocation for the remaining maintence costs that will be assigned to either Party. Either Party may request that the issue be referred to mediation, as provided in Section 21. Lessee shall provide janitorial service to the Project. Lessee further agrees to provide approved containers for trash and garbage and to keep the Premises free and clear of rubbish and litter. City shall have the right to enter upon and inspect the Premises at any time for cleanliness and safety, and LifeMoves shall complete any maintenance identified by the City during such inspection subject to the conditions set forth in Section 9.1. Notwithstanding the above provisions, Lessee shall be responsible for damage or repair to the Premises or any of its support systems resulting from Lessee’s use of the Premises and not occasioned by normal wear and tear. 9.2 Waiver of Civil Code. Lessee expressly waives the benefit of any statute now or hereinafter in effect, including the provisions of sections 1941 and 1942 of the Civil Code of California, which would otherwise afford Lessee the right to make repairs at City’s expense or to terminate this Lease because of City’s failure to keep Premises in good order, condition and repair. Lessee further agrees that if and when any repairs, alterations, additions or betterments shall be made by Lessee as required by this paragraph, Lessee 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. If Lessee fails to make any repairs or perform any maintenance work for which Lessee is responsible within a reasonable time (as determined by the City in the City’s sole discretion) after demand by the City, City shall have the right, but not the obligation, to make the repairs at Lessee’s DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 21  Packet Pg. 403 of 461  MN Revised 7-19-22 10 expense; within ten (10) days from the date City delivers a bill for such repairs, Lessee shall reimburse City, including a fifteen percent (15%) administrative overhead fee. The making of such repairs or performance of maintenance by City shall in no event be construed as a waiver of the duty of Lessee to make repairs or perform maintenance as provided in this Section. 9.3 Lessee’s Capital Maintenance and Repair Obligations. Lessee, as owner of the Improvements following construction, shall maintain all aspects of the Improvements, including but not limited to: a) roofs, foundations, and exterior walls for the Project (including all doors, and windows); (b) plumbing, pipes and conduits; and (c) all heating and air conditioning units. 9.4 Capital Maintenance Costs. Notwithstanding Lessee’s responsibility for maintenance of the Premises and the Improvements, in the event the cost of a capital maintenance obligation, exclusive of insurance proceeds, exceeds $50,000, the Parties shall meet and confer in good faith to determine the level of City contribution to such costs, if any. Either Party may request that the issue be referred to mediation, as provided in Section 21. 10. CONSTRUCTION AND OWNERSHIP OF THE IMPROVEMENTS. 10. 1 Construction Standards. Design and construction of the Improvements performed by or on behalf of Lessee shall conform to the plans, specifications, construction and architectural standards approved by the City. Once the work is begun, Lessee shall with reasonable diligence prosecute all construction to completion within the time frame set forth in this Lease. All work shall be performed in a good and workmanlike manner, shall substantially comply with any plans and specifications approved by City and shall comply with all applicable governmental permits, laws, ordinances and regulations, and shall meet all other requirements contained in this Lease. 10.2 Cost of Improvements. Lessee shall pay all costs for construction done or caused to be done by Lessee on the Premises as permitted or required by this Lease, except that the City shall pay for costs related to City construction permits and inspections. Lessee shall keep the Premises free and clear of all claims and liens resulting from construction done by or for Lessee. Promptly after completion of construction, Lessee shall provide to the City a statement of the reasonable and actual costs of construction for the Improvements, which statement shall be certified as to accuracy and signed by Lessee under penalty of perjury. 10.3 Ownership of Improvements. All Improvements constructed, erected, or installed upon the Premises must be free and clear of all liens, claims, or liability for labor or material. During the term of this Lease, the Improvements shall be property of the Lessee. Title to all equipment, furniture, furnishings, and trade fixtures placed by Lessee upon the Premises shall remain in Lessee. and r Replacements, substitutions and modifications DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 22  Packet Pg. 404 of 461  MN Revised 7-19-22 11 (“Alterations”) thereof shall not be made by Lessee without City’s prior written consent, which shall not be unreasonably withheld. If, as a result of any Alterations proposed or made by Lessee, City is obligated to comply with the Americans With Disabilities Act or any other law or regulation and such compliance requires City to make any improvement or Alteration to any portion of the Property or off-site, as a condition to City’s consent, City shall have the right to require Lessee to pay to City prior to the construction of any Alteration by Lessee, the entire cost of any improvement or alteration City is obligated to complete by such law or regulation. Upon termination of this Lease, all Improvements constructed on the Premises by Lessee shall be transferred to the City and become the property of the City, provided such Improvements are in a good and habitable condition. Lessee retains the right to retain personal property located on the Premises and to remove such personal property from the Premises. 10.4 Indemnity for Claims Arising Out of Construction. Lessee shall defend and indemnify the Indemnitees against all Claims arising out of work performed on the Premises by Lessee, together with reasonable attorneys' fees and all costs and expenses reasonably incurred by City in negotiating, settling, defending or otherwise protecting against such Claims. 10.5 Assurance of Completion. Prior to commencement of the Improvements, Lessee shall furnish the City evidence that assures City that sufficient monies will be available to complete the proposed work. The amount of such assurance shall be at least the total estimated construction cost. Evidence of such assurance shall take one of the forms set out below and shall guarantee Lessee’s full and faithful performance of all of the terms, covenants, and conditions of this Lease: A. Completion Bond; B. Performance, labor and material bonds, supplied by Lessee’s contractor or contractors, provided the bonds are issued jointly to Lessee and City; C. Irrevocable letter of credit from a financial institution; or D. Any combination of the above. All bonds and letters of credit must be issued by a company qualified to do business in the State of California and be acceptable to the City. All bonds and letters of credit shall be in a form acceptable to the City, and shall insure faithful and full observance and performance by Lessee of all of the terms, conditions, covenants, and agreements relating to the construction of the improvements or alterations in accordance with this Lease. 10.6 As Built Plans. Lessee shall provide the City with a complete set of reproducible “as built plans” reflecting actual construction within or upon the Premises upon completion of DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 23  Packet Pg. 405 of 461  MN Revised 7-19-22 12 any: (i) new construction; (ii) structural alterations; or, (iii) non-structural alterations costing more than $25,000. 11. HOLD HARMLESS/INDEMNIFICATION. 11.1 Indemnification. To the extent permitted by law, Lessee agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, agents, volunteers, and employees (“Indemnitees”) against any Claim, arising during the Term and arising from or in connection with any of the following: (i) the operation or management of the Premises, (ii) any work or thing done on or in the Premises, (iii) any condition of any alteration or addition constructed by the Lessee on the Premises, (iv) any breach or default by the Lessee in the performance of any covenant or agreement to be performed by the Lessee pursuant to the terms of this Lease, (v) any recklessness, willful misconduct, or active negligence of the Lessee, or any of its agents, contractors, subcontractors, employees, or licensees, (vi) any accident, injury or damage caused to any person occurring during the Term in or on the Premises, and (vii) the furnishing of labor or materials by the Lessee or its contractors, subcontractors, employees, or agents. Lessee shall give City immediate notice of any Claim hereby indemnified against. This indemnity shall be in addition to the Hazardous Materials and Construction indemnities contained in this Lease and shall survive the expiration of or early termination of the Term. 11.2 Waiver of Claims. Lessee waives any claims against City for injury to Lessee’s business or any loss of income therefrom, for damage to Lessee’s property, or for injury or death of any person in or about the Premises or the City Property, from any cause whatsoever, except to the extent caused by City’s active negligence or willful misconduct. 12. DAMAGE, DESTRUCTION AND TERMINATION. 12.1 Nontermination and Nonabatement. Except as provided herein, no destruction or damage to the Premises by fire, windstorm or other casualty, whether insured or uninsured, shall entitle Lessee to terminate this Lease. City and Lessee waive the provisions of any statutes which relate to termination of a lease when leased property is destroyed and agree that such event shall be governed by the terms of this Lease. 12.2 Force Majeure. Prevention, delay or stoppage due to strikes, lockouts, labor disputes, Acts of God, inability to obtain labor, inability to obtain materials or reasonable substitutes, governmental restrictions, governmental regulation, governmental controls, judicial orders, enemy or hostile governmental actions, civil commotion, fire or other casualty, health pandemic and other causes beyond the reasonable control of Lessee (financial inability excepted), shall excuse the performance by Lessee for a period equal to the prevention, delay, or stoppage, except the obligations imposed with regard to Rent to be paid by Lessee pursuant to this Lease. In the event any work performed by Lessee or Lessee’s contractors results in a strike, lockout, and/or labor dispute, the strike, lockout, DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 24  Packet Pg. 406 of 461  MN Revised 7-19-22 13 and/or labor dispute shall not excuse the performance by Lessee of the provisions of this Lease. 12.3 Restoration of Improvements by Lessee. 12.3.1 Destruction Due to Risk Covered by Insurance. If, during the Term, the improvements on the Premises totally or partially destroyed from a risk covered by the insurance described in Section 18 (Insurance), then Lessee shall, at Lessee's expense, repair such damage as soon as reasonably possible and this Lease shall continue in full force and effect. Notwithstanding the foregoing, if the required insurance was not in force or the insurance proceeds are not sufficient to effect such repair, the Parties shall meet and confer to agree on apportionment of payment to cover the shortage in proceeds as and when required to complete said repairs. 12.3.2 Destruction Due to Risk Not Covered by Insurance. If, during the Term, the improvements on the Premises totally or partially destroyed from a risk not covered by the insurance described in Section 18 (Insurance), then the Parties shall meet and confer in good faith, as provided in Section 9.4. 13. SIGNS. Lessee shall not place, construct, maintain, or allow any signs upon the Premises without prior written consent of City. 14. ASSIGNMENT AND SUBLETTING. 14.1 City's Consent Required. Lessee shall not assign this Lease, nor any interest therein, and shall not sublet or encumber the Premises or any part thereof, nor any right or privilege appurtenant thereto, nor allow or permit any other person(s) to occupy or use the Premises, or any portion thereof, without the prior written consent of City. This Lease shall be binding upon any permitted assignee or successor of Lessee. Consent by City to one assignment, subletting, occupation or use by another person shall not be deemed to be consent to any subsequent assignment, subletting, occupation or use by another person. No assignment, subletting, or encumbrance by Lessee shall release it from or in any way alter any of Lessee's obligations under this Lease. Lessee may have the Premises delivered to a subsidiary company of Lessee, but such arrangement shall in no way alter Lessee's responsibilities hereunder with respect to the Premises. Any assignment, subletting, encumbrances, occupation, or use contrary to the provisions of this Lease shall be void and shall constitute breach of this Lease. In the event Lessee requests the consent of City to any assignment or subletting, then Lessee shall pay City’s reasonable administrative fees (including attorneys’ fees) incurred in connection therewith. City may assign any of its rights hereunder without notice to Lessee. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 25  Packet Pg. 407 of 461  MN Revised 7-19-22 14 14.2 No Release of Lessee. No subletting or assignment as approved by City shall release Lessee of Lessee’s obligation or alter the primary liability of Lessee to pay the rent and to perform all other obligations by Lessee hereunder. The acceptance of rent by City from any other person shall not be deemed to be a waiver by City of any provision hereof. In the event of default by any assignee of Lessee or any successor of Lessee in the performance of any of the terms hereof, City may proceed directly against Lessee without the necessity of exhausting remedies against said assignee. 15. DEFAULTS; REMEDIES. 15.1 Defaults. The occurrence of any one or more of the following events shall constitute a material default, or breach of this Lease, by Lessee: 15.1.1 Abandonment of the Premises by Lessee as defined by California Civil Code section 1951.3; 15.1.2 Failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder, as provided in this Lease, where such failure shall continue for a period of ten (10) business days after written notice thereof from City to Lessee. In the event City serves Lessee with a Notice to Pay Rent or Quit pursuant to applicable Unlawful Detainer statutes, such Notice to Pay Rent or Quit shall also constitute the notice required by this subparagraph; 15.1.3 Failure by Lessee to observe or perform any of the covenants, conditions or provisions of this Lease in any material respect where such failure shall continue for a period of (i) 10 days for a monetary default after written notice from the City and (ii) forty-five days (45) days after written notice thereof from City to Lessee for all other defaults; provided, however, that if the nature of Lessee’s default is such that more than forty-five (45) days are reasonably required for its cure, then Lessee shall not be deemed to be in default if Lessee commenced such cure within said forty-five (45) day period and thereafter diligently prosecutes such cure to completion; 15.1.4 Making by Lessee of any general arrangement or assignment for the benefit of creditors as an alternative to bankruptcy proceedings; Lessee’s becoming a “debtor” as defined in 11 U.S.C. §101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within one hundred twenty (120) days); the appointment of a bankruptcy trustee or receiver to take possession of all or substantially all of Lessee’s assets located at or on the Premises or of Lessee’s interest in this Lease where possession is not restored to Lessee within one hundred twenty (120) days; or the attachment, execution or other judicial seizure of all or substantially all of Lessee’s assets located at or on the Premises or DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 26  Packet Pg. 408 of 461  MN Revised 7-19-22 15 of Lessee’s interest in this Lease, where such seizure is not discharged within one hundred twenty (120) days. 15.2 Remedies. In the event of any material default or breach by Lessee, City may at any time thereafter, following any notice required by this Lease or by statute, and without limiting City in the exercise of any right or remedy which City may have by reason of such default or breach: 15.2.1 Terminate Lessee’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately surrender possession of the Premises. In such event, City shall be entitled to recover from Lessee all damages incurred by City by reason of Lessee’s default including but not limited to: the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and alteration of the Premises and the Improvements; and reasonable attorneys’ fees. 15.2.2 Maintain Lessee’s right to possession, in which case this Lease shall continue in effect whether or not Lessee shall have abandoned the Premises. In such event, City shall be entitled to enforce all of City’s rights and remedies under this Lease, including the right to recover Rent and other payments as they become due hereunder. 15.2.3 Pursue any other remedy now or hereafter available to City under the laws or judicial decisions of the State of California. City shall have all remedies provided by law and equity. 15.3 No Relief from Forfeiture After Default. Lessee waives all rights of redemption or relief from forfeiture under California Code of Civil Procedure sections 1174 and 1179, and any other present or future law, in the event Lessee is evicted or City otherwise lawfully takes possession of the Premises by reason of any default or breach of this Lease by Lessee. 15.4 Disposition of Abandoned Property. If the Lessee fails to remove any personal property belonging to Lessee from the Premises after forty-five (45) days of the expiration or termination of this Lease, such property shall at the option of City be deemed to have been transferred to City. City shall have the right to remove and to dispose of such property without liability to Lessee or to any person claiming under Lessee, and the City shall have no need to account for such property. Lessee shall be liable to City for City’s costs for storing, removing, and disposing of such property and shall indemnify and hold City harmless from the claim of any third party to an interest in such property, unless otherwise agreed to by the Parties. 16. INTEREST ON PAST-DUE OBLIGATIONS. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 27  Packet Pg. 409 of 461  MN Revised 7-19-22 16 Except as expressly provided herein, any amount due City when not paid when due shall bear interest at the lesser of ten percent (10%) per year or the maximum rate then allowable by law from the date that written notice of the delinquent payment is provided by City. 17. HOLDING OVER. If Lessee remains in possession of the Premises or any part thereof after the expiration of the Term hereof subject to any amendment to the Lease, such occupancy shall be a tenancy from month to month with all the obligations of this Lease applicable to Lessee and Base Rent payable at a monthly rate equal to the then market rate as determined by City to be increased annually by the greater of 3% or the local consumer price index. Nothing contained in this Lease shall give to Lessee the right to occupy the Premises after the expiration of the Term, or upon an earlier termination for breach. 18. CITY’S ACCESS. City and City’s agents shall have the right to enter the Premises at reasonable times, upon not less than twenty-four (24) hours prior telephonic or written (including email) notice to Lessee (except in the case of any emergency, where no advance notice shall be required), for the purpose of inspecting same, showing same to prospective purchasers, lenders or lessees, and making such alterations, repairs, improvements, or additions to the Premises as City may deem necessary. For purposes of this section 18, “emergency” shall include, but is not limited to, public health and safety concerns, or declared states of emergency that impact the Premises or the uses thereon. City may at any time place on or about the Premises any “For Sale” or “For Lease” signs, all without rebate of rent or liability to Lessee. 19. INSURANCE. Lessee's responsibility for the Premises begins immediately upon delivery and Lessee, at its sole cost and expense, and at no cost to City, shall purchase and maintain in full force and effect during the entire Term of this Lease insurance coverage in amounts and in a form acceptable to City as set forth in Exhibit C attached hereto and incorporated herein by reference. Said policies shall be maintained with respect to Lessee’s employees, if any, and all vehicles operated on the Premises. The policies shall include the required endorsements, certificates of insurance and coverage verifications as described in Exhibit C. Lessee shall deposit with the City, on or before the effective date of this Lease, certificates of insurance necessary to satisfy City that the insurance provisions of this Lease have been complied with, and to keep such insurance in effect and the certificates therefore on deposit with City during the entire Term of this Lease. Should Lessee not provide evidence of such required coverage at least three (3) days prior to the expiration of any existing insurance coverage, City may purchase such insurance, on behalf of and at the expense of Lessee to provide six months of coverage. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 28  Packet Pg. 410 of 461  MN Revised 7-19-22 17 City shall retain the right at any time to review the coverage, form, and amount of the insurance required hereby. If, in the opinion of the City’s Risk Manager (or comparable official), the insurance provisions in this Lease do not provide adequate protection for City and for members of the public using the Premises as defined in Exhibit B, the City may require Lessee to obtain insurance sufficient in coverage, form, and amount to provide adequate protection as determined by the Risk Manager. City's requirements shall be reasonable and shall be designed to assure protection from and against the kind and extent of risk that exists at the time a change in insurance is required. The City shall notify Lessee in writing of reasonable changes in the insurance requirements. If Lessee does not deposit copies of acceptable insurance policies with City incorporating such changes within sixty (60) days after City’s delivery of such notice, or in the event Lessee fails to maintain in effect any required insurance coverage, Lessee shall be in default under this Lease without further notice to Lessee. Such failure shall constitute a material breach and shall be grounds for immediate termination of this Lease at the option of City. The procuring of such required policy or policies of insurance shall not be construed to limit Lessee’s liability hereunder nor to fulfill the indemnification provision and requirements of this Lease. Notwithstanding the policy or policies of insurance, Lessee shall be obligated for the full and total amount of any damage, injury, or loss caused by or connected with this Lease or with use or occupancy of the Premises. 20. RESERVATION OF AVIGATIONAL EASEMENT. City hereby reserves for the use and benefits of the public, a right of avigation over the Premises for the passage of aircraft landing at, taking off, or operating from the adjacent airport operated by the City of Palo Alto. Lessee releases the City from all liability for noise, vibration, and any other related nuisance. 21. DISPUTE RESOLUTION. 21.1 Unless otherwise mutually agreed to, any controversies between Lessee and City regarding the construction or application of this Lease, and claims arising out of this Lease or its breach shall be submitted to mediation within thirty (30) days of the written request of one Party after the service of that request on the other Party. 21.2 The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours). The Parties may agree to extend the time allowed for mediation under this Lease. 21.3 The costs of mediation shall be borne by the Parties equally. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 29  Packet Pg. 411 of 461  MN Revised 7-19-22 18 21.4 Mediation under this section is a condition precedent to filing an action in any court. In the event of litigation arising out of any dispute related to this Lease, the Parties shall each pay their respective attorney's fees, expert witness costs and cost of suit, regardless of the outcome of the litigation. 22. NON-LIABILITY OF OFFICIALS AND EMPLOYEES OF THE CITY. No official or employee of City or Lessee shall be personally liable for any default or liability under this Lease. 23. NON-DISCRIMINATION 23.1 Non-discrimination in Lease Activities. Lessee agrees that in the performance of this Lease and in connection with all of the activities Lessee conducts on the Premises, it shall not discriminate against any employee or 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. Lessee acknowledges that is familiar with the provisions set forth in Section 2.30.510 of the Palo Alto Municipal Code relating to nondiscrimination in employment and Section 9.73 of the Palo Alto Municipal Code relating to City policy against arbitrary discrimination. 23.2 Human Rights Policy. In connection with all activities that are conducted upon the Premises, Lessee agrees to accept and enforce the statements of policy set forth in Section 9.73.010 which provides: “It is the policy of the City of Palo Alto to affirm, support and protect the human rights of every person within its jurisdiction. These rights include, but are not limited to, equal economic, political, and educational opportunity; equal accommodations in all business establishments in the city; and equal service and protection by all public agencies of the city.” 24. ACCESSIBLITY; AMERICANS WITH DISABILITIES ACT. The Premises have not undergone an inspection by a Certified Access Specialist (CASp). Note: “A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the premises.” Since compliance with the Americans with Disabilities Act (ADA) and other state and local accessibility statutes are dependent upon Lessee’s specific use of the Premises, Lessor makes no DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 30  Packet Pg. 412 of 461  MN Revised 7-19-22 19 warranty or representation as to whether or not the Premises comply with ADA or any similar legislation. In the event that Lessee’s use of the Premises requires modifications or additions to the Premises in order to be in compliance with ADA or other accessibility statutes, Lessee agrees to make any such necessary modifications and/or additions at Lessee’s expense. 25. CONFLICT OF INTEREST. Lessee shall at all times avoid conflict of interest or appearance of conflict of interest in performance of this Lease. Lessee warrants and covenants that no official or employee of City nor any business entity in which any official or employee of City is interested: (1) has been employed or retained to solicit or aid in the procuring of this Lease; or (2) will be employed in the performance of this Lease without the divulgence of such fact to City. In the event that 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 City, Lessee upon request of City shall immediately terminate such employment. Violation of this provision constitutes a serious breach of this Lease and City may terminate this Lease as a result of such violation. 26. MEMORANDUM OF LEASE. Following execution of this Lease, either party, at its sole expense, shall be entitled to record a Memorandum of Lease in the official records of Santa Clara County. In the event such document is recorded, upon termination or expiration of this Lease, Lessee shall execute and record a quitclaim deed as to its leasehold interest. 27. ESTOPPEL CERTIFICATE. Lessee shall, from time to time, upon at least thirty (30) days prior written notice from City, execute, acknowledge and deliver to City a statement in writing: (i) certifying this Lease is unmodified and in full force and effect, or, if modified, stating the nature of the modification and certifying that the Lease, as modified, is in full force and effect, and the date to which the rental and other charges, if any, have been paid; (ii) acknowledging that there are not to Lessee’s knowledge, any defaults, or stating if any defaults are claimed, any statement may be relied upon by any prospective purchaser or encumbrancer of the City Property; and (iii) such additional information, confirmation, and/or statements as may be reasonably requested by the City. 28. LIENS. Lessee agrees at its sole cost and expense to keep the Premises free and clear of any and all claims, levies, liens, encumbrances or attachments. 29. NOTICES. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 31  Packet Pg. 413 of 461  MN Revised 7-19-22 20 All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows: City of Palo Alto Attention: Real Property Manager 250 Hamilton Avenue Palo Alto, CA 94301 With a copy to: real.property@cityofpaloalto.org And to Lessee addressed as follows: LifeMoves Attention: Paul Simpson 181 Constitution Drive Menlo Park, CA 94025 paul@lifemoves.org Notices may be served upon either Party in person, by first class mail, or by certified mail whether or not said mailing is accepted by addressee. These addresses shall be used for service of process. Nothing contained herein shall be construed to limit City’s right to serve any notice to pay rent or quit or similar notice by any method permitted by applicable law, and any such notice shall be effective if served in accordance with any method permitted by applicable law whether or not the requirements of this Lease have been met. 30. TIME. Time shall be of the essence in the performance of this Lease. 31. AMENDMENTS. It is mutually agreed that no oral Leases have been entered into and that no alteration or variation of the terms of this Lease shall be valid unless made in writing and signed by the Parties to this Lease. 32. SIGNING AUTHORITY. Each Party represents and warrants on its own behalf that the individual executing this Lease on behalf of such Party that he or she is duly authorized to execute and deliver this Lease on its behalf. Each Party shall, within 30 days after request, deliver to the other Party satisfactory evidence of such authority. This Lease may be executed by the Parties in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 32  Packet Pg. 414 of 461  MN Revised 7-19-22 21 33. CAPTIONS. The captions of the various sections, paragraphs and subparagraphs of this Lease are for convenience only and shall not be considered or referred to in resolving questions of interpretation. 34. SURRENDER OF LEASE NOT MERGER. The voluntary or other surrender of this Lease by Lessee, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of City, terminate all or any existing Lessees or subtenancies, or may, at the option of City, operate as an assignment of any and all such Lessees or subtenancies. 35. INTEGRATED DOCUMENT. This Lease, including any exhibits attached hereto, embodies the entire agreement between City and Lessee. No other understanding, agreements, conversations or otherwise, with any officer, agent or employee of City prior to execution of this Lease shall affect or modify any of the terms or obligations contained in any documents comprising this Lease. Any such verbal agreement shall be considered as unofficial information and in no way binding upon City. All agreements with City are subject to approval of the City Council before City shall be bound thereby. 36. WAIVER. Waiver by City of one or more conditions of performance or any breach of a condition under this Lease shall not be construed as a waiver of any other condition of performance or subsequent breaches. The subsequent acceptance by a Party of the performance of any obligation or duty by another Party shall not be deemed to be a waiver of any term or condition of this Lease. The exercise of any remedy, right, option or privilege hereunder by City shall not preclude City from exercising the same or any and all other remedies, rights, options and privileges hereunder and City's failure to exercise any remedy, right, option or privilege at law or equity, or otherwise which City may have, shall not be construed as a waiver. 37. INTERPRETATIONS. In construing or interpreting this Lease, the word “or” shall not be construed as exclusive and the word “including” shall not be limiting. The Parties agree that this Lease shall be fairly interpreted in accordance with its terms without any strict construction in favor of or against any other Party. 38. SEVERABILITY CLAUSE. If any provision of this Lease is held to be illegal, invalid or unenforceable in full or in part, for any reason, then such provision shall be modified to the minimum extent necessary to make the DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 33  Packet Pg. 415 of 461  MN Revised 7-19-22 22 provision legal, valid and enforceable, and the other provisions of this Lease shall not be affected thereby. 39. GOVERNING LAW. This Lease shall be governed and construed in accordance with the statutes and laws of the State of California. 40. VENUE. In the event that suit shall be brought by any Party to this Lease, the Parties agree that venue shall be exclusively vested in the state courts of the County of Santa Clara. 41. COMPLIANCE WITH LAWS. The Parties hereto shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local governments in the performance of their rights, duties and obligations under this Lease. 42. BROKERS. Each party represents that is has not had dealings with any real estate broker, finder, or other person, with respect to this Lease in any manner. Each Party shall hold harmless the other party from all damages resulting from any claims that may be asserted against the other Party by any broker, finder, or other person with whom the indemnifying party has or purportedly has dealt. 43. ATTACHMENTS TO LEASE. The following exhibits are attached to and made a part of this Lease: “A” – Legal Description of Subject Property “B” – Map of Property and Premises “C” – Standard Insurance Requirements DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 34  Packet Pg. 416 of 461  MN Revised 7-19-22 23 IN WITNESS WHEREOF, the parties have executed this Lease the day and year first above written. CITY: LESSEE: CITY OF PALO ALTO (LESSOR) LifeMoves By: __________ By:___________________________ City Manager or Designee ATTEST: ______________ City Clerk APPROVED AS TO FORM: By: _______________________ Asst. City Attorney DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 35  Packet Pg. 417 of 461  MN Revised 7-19-22 Exhibit A Page 24 of 27 LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND LIFEMOVES EXHIBIT A LEGAL DESCRIPTION OF SUBJECT PROPERTY DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 36  Packet Pg. 418 of 461  MN Revised 7-19-22 Exhibit B Page 25 of 27 LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND LIFEMOVES EXHIBIT B MAP OF SUBJECT PROPERTY AND PREMISES This diagram shows Area C of the LATP site. The picture below is an updated site plan. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 37  Packet Pg. 419 of 461  MN Revised 7-19-22 Exhibit B Page 26 of 27 The diagram below shows the updated site plan as of May 2023. DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 38  Packet Pg. 420 of 461  MN Revised 7-19-22 Exhibit C Page 27 of 28 LEASE AGREEMENT BETWEEN CITY OF PALO ALTO AND LIFEMOVES EXHIBIT C STANDARD INSURANCE REQUIREMENTS Insurance Requirements for LESSEE: Lessee shall purchase and maintain the insurance policies set forth below on all of its operations under this Lease at its sole cost and expense. Such policies shall be maintained for the full Term of this Lease and the related warranty period (if applicable). For purposes of the insurance policies required under this Lease, the term “City” shall include the duly elected or appointed council members, commissioners, officers, agents, employees and volunteers of the City of Palo Alto, California, individually or collectively. Coverages (RL 28.1A) S Minimum Scope of Insurance Coverage shall be at least as broad as: 1) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 2) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 3) Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance (for Lessees with employees). 4) Property insurance against all risks of loss to any tenant improvements or betterments The policy or policies of insurance maintained by Lessee shall provide the following limits and coverages: POLICY MINIMUM LIMITS OF LIABILITY DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 39  Packet Pg. 421 of 461  MN Revised 7-19-22 Exhibit C Page 28 of 28 (1) Commercial General Liability $1,000,000 per each occurrence for bodily injury, personal injury and property damage (2) Automobile Liability $ 1,000,000 Combined Single Limit Including Owned, Hired and Non-Owned Automobiles (3) Workers’ Compensation Statutory Employers Liability $1,000,000 per accident for bodily injury or disease (4) Lessee’s Property Insurance Lessee shall procure and maintain property insurance coverage for: (a) all office furniture, trade fixture, office equipment, merchandise, and all other items of Lessee’s property in, on, at, or about the premises and the building, include property installed by, for, or at the expense of Lessee; (b) all other improvements, betterments, alterations, and additions to the premises. Lessee’s property insurance must fulfill the following requirements: (a) it must be written on the broadest available “all risk” policy form or an equivalent form acceptable City of Palo Alto, including earthquake sprinkler leakage. (b) for no less than ninety percent (90%) of the full replacement cost (new without deduction for depreciation) of the covered items and property; and (c) the amounts of coverage must meet any coinsurance requirements of the policy or policies. (RL 28.2) Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Lessee shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Insurance shall be in full force and effect commencing on the first day of the Term of this Lease. Each insurance policy required by this Lease shall: DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 40  Packet Pg. 422 of 461  MN Revised 7-19-22 Exhibit C Page 29 of 28 1. Be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. 2. Include a waiver of all rights of subrogation against the City and the members of the City Council and elective or appointive officers or employees, and each party shall indemnify the other against any loss or expense including reasonable attorney fees, resulting from the failure to obtain such waiver. 3. Name the City of Palo Alto as a loss payee on the property policy. 4. Provide that the City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Lessee; products and completed operations of the Lessee; premises owned, occupied or used by the Lessee; or automobiles owned, leased, hired or borrowed by the Lessee. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. 5. Provide that for any claims related to this Lease, the Lessee's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Lessee's insurance and shall not contribute with it. 6. Provide that any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. 7. Provide that Lessee's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 8. Lessee agrees to promptly pay to City as Additional Rent, upon demand, the amount of any increase in the rate of insurance on the Premises or on any other part of Building that results by reason of Lessee’s act(s) or Lessee’s permitting certain activities to take place. Acceptability of Insurers All insurance policies shall be issued by California-admitted carriers having current A.M. Best's ratings of no lower than A-:VII. 5147261.2 DocuSign Envelope ID: CF51EA91-F30B-4FC5-98B6-413FF8F97E4C Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 41  Packet Pg. 423 of 461  Certificate Of Completion Envelope Id: CF51EA91F30B4FC598B6413FF8F97E4C Status: Completed Subject: Complete with DocuSign: LifeMoves - PROPOSED FINAL - Lease with City of Palo Alto City Edit 05-... Source Envelope: Document Pages: 29 Signatures: 1 Envelope Originator: Certificate Pages: 2 Initials: 0 Ingrid Velasquez AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 ingrid.velasquez@cityofpaloalto.org IP Address: 199.33.32.254 Record Tracking Status: Original 6/1/2023 9:38:24 AM Holder: Ingrid Velasquez ingrid.velasquez@cityofpaloalto.org Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign Signer Events Signature Timestamp Aubrey Merriman amerriman@lifemoves.org Aubrey Merriman, Chief Executive Officer LifeMoves Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 98.35.211.130 Sent: 6/1/2023 9:47:20 AM Viewed: 6/1/2023 10:05:33 AM Signed: 6/1/2023 10:28:19 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Melissa McDonough melissa.mcdonough@cityofpaloalto.org Security Level: Email, Account Authentication (None) Sent: 6/1/2023 10:28:20 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Paul Simpson paul@lifemoves.org CFO Security Level: Email, Account Authentication (None) Sent: 6/1/2023 10:28:21 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 42  Packet Pg. 424 of 461  Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 6/1/2023 9:47:20 AM Certified Delivered Security Checked 6/1/2023 10:05:33 AM Signing Complete Security Checked 6/1/2023 10:28:19 AM Completed Security Checked 6/1/2023 10:28:21 AM Payment Events Status Timestamps Item 14 Attachment B - Ground Lease between LifeMoves and the City of Palo Alto        Item 14: Staff Report Pg. 43  Packet Pg. 425 of 461  Page 1 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 AGREEMENT BETWEEN THE COUNTY OF SANTA CLARA This Agreement is entered into by and between the County of Santa Clara (the “County”) and the City of Palo Alto (the “City”), in order to provide funding for and establish roles, rights and responsibilities related to preventing and ending homelessness in Palo Alto. The County and City are sometimes referred individually as a “Party,” and collectively as the “Parties.” A. WHEREAS, the Parties have endorsed the 2020-2025 Community Plan to End Homelessness in Santa Clara County and have approved resolutions finding that the problem of homelessness in Santa Clara County is a crisis; B. WHEREAS, the City, the County and other partners seek to reduce homelessness while sharing costs, prioritizing services to the community’s most vulnerable homeless persons, using resources strategically, and maintaining effective operational relationships; C. WHEREAS, in its role as the lead agency for the Santa Clara County Continuum Care (CoC), the County’s Office of Supportive Housing (OSH) coordinates permanent housing programs, shelter and transitional housing, supportive services, a homeless management information system and supportive housing policies and standards countywide; D. WHEREAS, the County has established effective partnerships to manage and coordinate programs such as Permanent Supportive Housing (PSH), Rapid Rehousing (RRH), Homelessness Prevention, Housing Problem Solving, interim housing services, and outreach services; E. WHEREAS, the City has received a funding commitment of $26,559,544 in State Homekey funds to develop a service-enriched shelter in Palo Alto in partnership with LifeMoves; F. WHEREAS, the City seeks to prioritize Interim Housing Services for unhoused or at-risk people who are significantly impacting the City’s neighborhoods and departments; and, G. WHEREAS, the City seeks to leverage the County’s resources and expertise in managing supportive housing programs by allowing the County to manage programs for homeless persons. In consideration of the foregoing Recitals, and the mutual promises and covenants contained in this Agreement, the Parties agree as follows: Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 44  Packet Pg. 426 of 461  Page 2 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 AGREEMENT 1) TERM This Agreement is effective on January 1, 2025 and will continue thereafter until June 30, 2032 unless extended by mutual consent or terminated as provided below in Sections 4 and 13. 2) ROLES AND RESPONSIBILITIES a) The Parties shall jointly develop, implement, and monitor the programs described in Exhibit A: Program Specifics (“Programs”). b) City’s Responsibilities i) The City shall designate a Program Manager to: (1) Serve as the County’s liaison to the City’s departments and City Council; (2) Participate in management meetings for the Programs, which will be held as needed; and, (3) Actively assist in the development and improvement of the Programs to ensure that the Programs meet their goals; and, (4) Review and process all invoices from the County and disburse the funds in a timely manner. ii) The City shall reimburse the County on a quarterly basis for all expenses associated with this Agreement as follows: Time Period Total Maximum Financial Obligation 01/01/2025 to 06/30/2032 $7,000,000 ($1,000,000/annually for each operational year) c) County’s Responsibilities i) The County shall designate one or more Program Managers to: (1) Serve as the City’s liaison to County departments; Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 45  Packet Pg. 427 of 461  Page 3 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 (2) Plan and lead management and coordination meetings, which will be held as needed; (3) Lead in development, management, and refinement of the Programs to ensure that the Programs meets their goals. (4) Lead coordination meetings with appropriate stakeholders to ensure the Programs’ success. ii) The County shall provide or subcontract Programs’ services. To the maximum extent practicable, the County shall leverage other resources to offset, improve, or expand the Programs’ services. iii) The County or its contractors shall implement referral criteria and procedures consistent the Santa Clara County Continuum of Care’s Coordinated Assessment System. d) The Parties shall work collaboratively to: i) Establish the Programs’ success and outcome measures consistent with the Santa Clara County Continuum of Care’s System Performance Measures; and, ii) Identify resources that would enable the Programs to more effectively use City and County funds and improve Programs; incorporating lessons learned from similar Programs. iii) Meet regularly to discuss the performance and progress of the Programs. When appropriate, the Parties shall jointly develop corrective actions to be implemented by the Programs’ contractors. iv) Jointly monitor the Programs’ expenses and outcomes. Based on the availability of the City’s funds in future years and the Programs’ outcomes, the Parties will determine whether to continue, expand, contract, or terminate the Programs at the end of the Term. e) Funding under this Agreement is contingent on annual appropriations that are approved by the City Council. Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 46  Packet Pg. 428 of 461  Page 4 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 3) MUTUAL INDEMNIFICATION In lieu of and notwithstanding the pro rata risk allocation, which might otherwise be imposed between the Parties pursuant to Government Code Section 895.6, the Parties agree that all losses or liabilities incurred by a Party shall not be shared pro rata but, instead, the County and the City agree that, pursuant to Government Code Section 895.4, each of the Parties hereto shall fully indemnify and hold each of the other Parties, their officers, board members, employees, and agents, harmless from any claim, expense or cost, damage or liability imposed for injury (as defined in Government Code Section 810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the indemnifying Party, its officers, employees or agents, under or in connection with or arising out of any work, authority or jurisdiction delegated to such party under this Agreement. No Party, nor any officer, board member, or agent thereof shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of the other Parties hereto, their officers, board members, employees, or agents, under or in connection with or arising out of any work authority or jurisdiction delegated to such other Parties under this Agreement. Either Party may terminate this Agreement at any time for convenience and without cause, upon providing a ninety-day (90) notice to the other Party at the addresses set forth in section 13) below. The notice shall state the effective date of the termination. Each Party represents and warrants that it has the authority to enter into this Agreement. Nothing contained in this Agreement shall be deemed or construed by the Parties or any third party to create the relationship of partners or joint ventures between the City and the County. The Parties agree that by virtue of entering into this Agreement they each shall have access to certain confidential information regarding the other Party’s operations. Each of the Parties shall not disclose confidential information and/or materials without the prior written consent of the other Party, unless such disclosures are required by California law. Where appropriate, resident releases shall be secured before confidential resident information is exchanged. This Agreement and its Appendices (if any) constitutes the final, complete and exclusive statement of the terms of the agreement between the parties. It incorporates and supersedes all the agreements, covenants and understandings between the parties concerning the subject matter hereof, and all such agreements, covenants and understandings have been Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 47  Packet Pg. 429 of 461  Page 5 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 merged into this Agreement. No prior or contemporaneous agreement or understanding, verbal or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement. 9) MODIFICATION This Agreement may not be enlarged, modified, or altered, except if it is evidenced in writing, signed by the Parties and endorsed to this Agreement. 10)INSURANCE Each Party shall, at its own expense, keep in force during the Term, Workers’ Compensation Insurance, insuring against and satisfying each Party’s obligations and liabilities under the workers’ compensation laws of the State of California, including employer’s liability insurance in the limits required by the laws of the State of California. 11)SEVERABILITY If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in force without being impaired or invalidated in any way. 12)NOTICES Notices to the Parties in connection with this Agreement shall be given personally or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the Parties as follows: COUNTY OF SANTA CLARA CITY OF PALO ALTO Deputy Director Deputy City Manager Office of Supportive Housing City of Palo Alto 150 West Tasman Drive 250 Hamilton Avenue San Jose, CA, 95134 Palo Alto, CA 94301 Notices delivered personally will be deemed communicated as of actual receipt; mailed notices will be deemed communicated on the date of delivery. 13)AMENDMENTS This Agreement may be amended only by a written instrument signed by the Parties. 14)WAIVER No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of that provision as to that or any other instance. Any waiver granted by a Party must be provided, in writing, and shall apply to the specific instance expressly stated. Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 48  Packet Pg. 430 of 461  Page 6 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 15)GOVERNING LAW AND VENUE This Agreement has been executed and delivered in, and shall be construed and enforced in accordance with, the laws of the State of California. Proper venue for legal action regarding this Agreement shall be in the County of Santa Clara. 16)COUNTERPARTS This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. 17)COMPLIANCE WITH ALL LAWS, INCLUDING NONDISCRIMINATION, EQUAL OPPORTUNITY, AND WAGE THEFT PREVENTION Compliance with All Laws. The Parties shall comply with all applicable Federal, State, and local laws, regulations, rules, and policies (collectively, “Laws”), including but not limited to all non-discrimination, equal opportunity, and wage and hour Laws referenced in the paragraphs below. Compliance with Non-Discrimination and Equal Opportunity Laws: The City shall comply with all applicable Laws concerning nondiscrimination and equal opportunity in employment and contracting, including but not limited to the following: Santa Clara County’s policies for contractors on nondiscrimination and equal opportunity; Title VII of the Civil Rights Act of 1964 as amended; Americans with Disabilities Act of 1990; the Age Discrimination in Employment Act of 1967; the Rehabilitation Act of 1973 (Sections 503 and 504); the Equal Pay Act of 1963; California Fair Employment and Housing Act (Gov. Code § 12900 et seq.); California Labor Code sections 1101, 1102, and 1197.5; and the Genetic Information Nondiscrimination Act of 2008. In addition to the foregoing, the City shall not discriminate against any subcontractor, employee, or applicant for employment because of age, race, color, national origin, ancestry, religion, sex, gender identity, gender expression, sexual orientation, mental disability, physical disability, medical condition, political belief, organizational affiliation, or marital status in the recruitment, selection for training (including but not limited to apprenticeship), hiring, employment, assignment, promotion, layoff, rates of pay or other forms of compensation. Nor shall the City discriminate in the provision of services provided under this contract because of age, race, color, national origin, ancestry, religion, sex, gender identity, gender expression, sexual orientation, mental disability, physical disability, medical condition, political beliefs, organizational affiliations, or marital status. Compliance with Wage and Hour Laws: The City shall comply with all applicable wage and hour Laws, which may include but are not limited to, the Federal Fair Labor Standards Act, the California Labor Code, and, if applicable, any local minimum wage, prevailing wage, or living wage Laws. Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 49  Packet Pg. 431 of 461  Page 7 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 Definitions: For purposes of this Subsection 17, the following definitions shall apply. A “Final Judgment” shall mean a judgment, decision, determination, or order (a) which is issued by a court of law, an investigatory government agency authorized by law to enforce an applicable Law, an arbiter, or arbitration panel and (b) for which all appeals have been exhausted or the time period to appeal has expired. For pay equity Laws, relevant investigatory government agencies include the federal Equal Employment Opportunity Commission, the California Division of Labor Standards Enforcement, and the California Department of Fair Employment and Housing. Violation of a pay equity Law shall mean unlawful discrimination in compensation on the basis of an individual’s sex, gender, gender identity, gender expression, sexual orientation, race, color, ethnicity, or national origin under Title VII of the Civil Rights Act of 1964 as amended, the Equal Pay Act of 1963, California Fair Employment and Housing Act, or California Labor Code section 1197.5, as applicable. For wage and hour Laws, relevant investigatory government agencies include the federal Department of Labor, the California Division of Labor Standards Enforcement, and the City of San Jose’s Office of Equality Assurance. Prior Judgments, Decisions or Orders against the City: By signing this Agreement, the City affirms that it has disclosed any final judgments that (A) were issued in the five years prior to executing this Agreement by a court, an investigatory government agency, arbiter, or arbitration panel and (B) found that the City violated an applicable wage and hour law or pay equity law. The City further affirms that it has satisfied and complied with – or has reached Agreement with the County regarding the manner in which it will satisfy – any such final judgments. Violations of Wage and Hour Laws or Pay Equity Laws During Term of Contract: If at any time during the term of this Agreement, the City receives a Final Judgment rendered against it for violation of an applicable wage and hour Law or pay equity Law, then the City shall promptly satisfy and comply with any such Final Judgment. The City shall inform the Office of the County Executive-Office of Countywide Contracting Management (OCCM)of any relevant Final Judgment against it within 30 days of the Final Judgment becoming final or of learning of the Final Judgment, whichever is later. The City shall also provide any documentary evidence of compliance with the Final Judgment within 5 days of satisfying the Final Judgment. Any notice required by this paragraph shall be addressed to the Office of the County Executive-OCCM at 70 W. Hedding Street, East Wing, 11th Floor, San José, CA 95110. Notice provisions in this paragraph are separate from any other notice provisions in this Agreement and, accordingly, only notice provided to the Office of the County Executive-OCCM satisfies the notice requirements in this paragraph. Access to Records Concerning Compliance with Pay Equity Laws: In addition to and notwithstanding any other provision of this Agreement concerning access to the City’s records, the City shall permit the County and/or its authorized representatives to audit and review records related to compliance with applicable pay equity Laws. Upon the County’s request, the City shall provide the County with access to any and all facilities and records, including but not limited to financial and employee records, that are related to the purpose Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 50  Packet Pg. 432 of 461  Page 8 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 of this Subsection 17, except where prohibited by federal or state laws, regulations or rules. County’s access to such records and facilities shall be permitted at any time during The City’s normal business hours upon no less than 10 business days’ advance notice. Pay Equity Notification: The City shall (1) at least once in the first year of this Agreement and annually thereafter, provide each of its employees working in California and each person applying to the City for a job in California (collectively, “Employees and Job Applicants”) with an electronic or paper copy of all applicable pay equity Laws or (2) throughout the term of this Agreement, continuously post an electronic copy of all applicable pay equity Laws in conspicuous places accessible to all of the City’s Employees and Job Applicants. Material Breach: Failure to comply with any part of this Subsection H shall constitute a material breach of this Agreement. In the event of such a breach, the County may, in its discretion, exercise any or all remedies available under this Agreement and at law. County may, among other things, take any or all of the following actions: (i)Suspend or terminate any or all parts of this Agreement. (ii)Offer the City an opportunity to cure the breach. Subcontractors: The City shall impose all of the requirements set forth in this Subsection 17 on any subcontractors permitted to perform work under this Agreement. This includes ensuring that any subcontractor receiving a Final Judgment for violation of an applicable Law promptly satisfies and complies with such Final Judgment. 18)CALIFORNIA PUBLIC RECORDS ACT The County is a public agency subject to the disclosure requirements of the California Public Records Act (“CPRA”). If the City’s proprietary information is contained in documents or information submitted to County, and the City claims that such information falls within one or more CPRA exemptions, the City must clearly mark such information “CONFIDENTIAL AND PROPRIETARY,” and identify the specific lines containing the information. In the event of a request for such information, the County will make best efforts to provide notice to the City prior to such disclosure. If the City contends that any documents are exempt from the CPRA and wishes to prevent disclosure, it is required to obtain a protective order, injunctive relief or other appropriate remedy from a court of law in Santa Clara County before the County is required to respond to the CPRA request. If the City fails to obtain such remedy within the time the County is required to respond to the CPRA request, County may disclose the requested information. The City further agrees that it shall defend, indemnify and hold County harmless against any claim, action or litigation (including but not limited to all judgments, costs, fees, and attorney’s fees) that may result from denial by County of a CPRA request for information arising from any representation, or any action (or inaction), by the City. 19)CONFLICTS OF INTEREST Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 51  Packet Pg. 433 of 461  Page 9 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 The City shall comply, and require its subcontractors to comply, with all applicable (i) requirements governing avoidance of impermissible client conflicts; and (ii) federal, state and local conflict of interest laws and regulations including, without limitation, California Government Code section 1090 et. seq., the California Political Reform Act (California Government Code section 87100 et. seq.) and the regulations of the Fair Political Practices Commission concerning disclosure and disqualification (2 California Code of Regulations section 18700 et. seq.). Failure to do so constitutes a material breach of this Agreement and is grounds for immediate termination of this Agreement by the County. In accepting this Agreement, the City 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 this Agreement. The City further covenants that, in the performance of this Agreement, it will not employ any contractor or person having such an interest. The City, including but not limited to contractor’s employees and subcontractors, may be subject to the disclosure and disqualification provisions of the California Political Reform Act of 1974 (the “Act”), that (1) requires such persons to disclose economic interests that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making or participating in making decisions that will foreseeably financially affect such interests. If the disclosure provisions of the Political Reform Act are applicable to any individual providing service under this Agreement, the City shall, upon execution of this Agreement, provide the County with the names, description of individual duties to be performed, and email addresses of all individuals, including but not limited to the City’s employees, agents and subcontractors, who could be substantively involved in “mak[ing] a governmental decision” or “serv[ing] in a staff capacity” and in that capacity participating in making governmental decisions or performing duties that would be performed by an individual in a designated position, (2 CCR 18700.3), as part of the City’s service to the County under this Agreement. The City shall immediately notify the County of the names and email addresses of any additional individuals later assigned to provide such service to the County under this Agreement in such a capacity. The City shall immediately notify the County of the names of individuals working in such a capacity who, during the course of the Agreement, end their service to the County. If the disclosure provisions of the Political Reform Act are applicable to any individual providing service under this Agreement, the City shall ensure that all such individuals identified pursuant to this section understand that they are subject to the Act and shall conform to all requirements of the Act and other applicable laws and regulations, including but not limited to those listed this Section including, as required, filing of Statements of Economic Interests within 30 days of commencing service pursuant to this Agreement, annually by April 1, and within 30 days of their termination of service pursuant to this Agreement. 20)CONTRACT EXECUTION Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 52  Packet Pg. 434 of 461  Page 10 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 Unless otherwise prohibited by law or County policy, the Parties agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. The term “electronic copy of a signed contract” refers to a transmission by facsimile, electronic mail, or other electronic means of a copy of an original signed contract in a portable document format. The term “electronically signed contract” means a contract that is executed by applying an electronic signature using technology approved by the County. IN WITNESS WHEREOF, the Parties have caused this Agreement to be entered into as of the day and year of execution of this Agreement. COUNTY OF SANTA CLARA COUNTY OF SANTA CLARA CITY OF PALO ALTO __________________________ ____________________________ Susan Ellenberg Ed Shikada President, Board of Supervisors City Manager Date: ____________________________ Date: ____________________ Signed and certified that a copy of this document has been delivered by electronic or other means to the President, Board of Supervisors. Attest: ___________________________ Tiffany Lennear Clerk of the Board of Supervisors Date: ___________________________ APPROVED AS TO FORM AND LEGALITY APPROVED AS TO FORM AND LEGALITY ___________________________________ Stefanie Wilson Albert Yang Deputy County Counsel Assistant City Attorney Date: ___________________________ Date: ______________________________ Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 53  Packet Pg. 435 of 461  Page 11 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 EXHIBIT A: This Exhibit describes the Programs that will be implemented under this Agreement, either directly by the County or by a County subcontractor. 1. Program Description Palo Alto Homekey is a modular interim housing facility with onsite support services, which will provide privacy, security, mental health support, recovery programs, employment services, financial literacy, and programs for children. The facility includes nightly sleeping accommodations, meals, en suite bathrooms, showers, laundry services, mail services, internet access, and other basic need services. Case management services are provided to all clients in order to develop customized service plans to meet each individual’s or household’s goals. Case management services will focus on connections to mainstream community resources and support networks to support housing placement and long-term housing retention. 2. Target Population The Program shall serve unsheltered homeless households at its service-enriched shelter site within the City. Households shall be referred from the Santa Clara County Shelter Hotline, and preference shall be given to households who reside in or have a connection to the City. 3. Number of Households The County or its contractors shall serve up to 160 individuals nightly through its 88 units whose door configuration equates to 108 units (per California Department of Housing and Community Development (HCD) definition. 4. Program Funding Amount The City shall reimburse the County for expenses associated with the Temporary Housing Program as follows: Time Period Maximum Financial Obligation for Temporary Housing 01/01/2025 to 06/30/2032 $7,000,000 ($1,000,000 annually for each operational year) 5. Reporting Requirements Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 54  Packet Pg. 436 of 461  Page 12 of 12 Agreement between County of Santa Clara and the City of Palo Alto 1 6 4 4 The County shall provide quarterly reports to the City that include: a) Number of unduplicated clients served: a. All clients served. b. Clients served that are connected to the City. b) Exit destinations: a. Number of unduplicated clients exits per period by exit categories. b. Number of unduplicated clients exits per period by exit categories for those connected to the City. c) Enrollments of Palo Alto connected clients for the time period as well as enrollments that are new in that time period. d)Average length of time that individuals and families remain in shelter. e)Returns to homelessness within 12 months, of individuals and families served, as data becomes available. f) Returns to homelessness within 2 years, of individuals and families served, as data becomes available. Item 14 Attachment C - Revenue Agreement between Santa Clara County and the City of Palo Alto        Item 14: Staff Report Pg. 55  Packet Pg. 437 of 461  1 October 27, 2022 County of Santa Clara Office of Supportive Housing 2310 N. First Street, Suite 201 San Jose, CA 95131 Santa Clara County Housing Authority 505 West Julian Street San José, CA 95110 LifeMoves 181 Constitution Drive Menlo Park, CA 94025 City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 SUBJECT: Four (4) Party Letter of Intent for Palo Alto Homekey for Operations and Construction Management Dear Partners, All parties to this Letter of Intent enthusiastically support the development and operation of the planned Palo Alto Homekey Interim Housing Community at 1237 San Antonio Road, Palo Alto. This includes the City of Palo Alto, LifeMoves, the County of Santa Clara Office of Supportive Housing, and the Santa Clara County Housing Authority (the “Parties”). A key strategy of the 2020 Community Plan to End Homelessness is to double temporary housing and shelter capacity to reduce the number of people sleeping outside. The County of Santa Clara and the Santa Clara County Housing Authority (SCCHA) have both expressed support for the LifeMoves and City of Palo Alto’s Homekey project as an opportunity to quickly help bring emergency housing resources to North County for individuals and families experiencing homelessness and vulnerable populations impacted by the COVID pandemic. This non-binding Letter of Intent (“LOI”) sets forth the mutual understanding of the Parties related to Palo Alto Homekey, and provides a basis the Parties will use to finalize agreements in support of Palo Alto Homekey. Subject to approval by the applicable governing bodies, the Parties propose to undertake the following activities: Item 14 Attachment D - Letter of Intent between Santa Clara County, LifeMoves, Santa Clara County Housing Authority, and the City of Palo Alto        Item 14: Staff Report Pg. 56  Packet Pg. 438 of 461  2 City of Palo Alto: The City of Palo Alto, as property owner, will be responsible for the following: Pre- and During Construction: • Execute an Agreement with the California Housing and Community Development Department and LifeMoves to receive a grant of $26.6 Million. • Collaborate with LifeMoves and SCCHA in the development of construction plans, cost estimation, and construction management. • Execute a Revenue Agreement with the County of Santa Clara Office of Supportive Housing (OSH) reflecting the City’s $7 Million contribution for shelter operations for an initial term of seven (7) years. • Execute a ground lease and other agreements with LifeMoves necessary for the site improvements that LifeMoves will facilitate building and later operate. • Establish, with OSH and LifeMoves, quality assurance standards and performance measures for site operations. Post Construction: • Regularly review operational financial reports submitted by LifeMoves to the Office of Supportive Housing and the City of Palo Alto. • Regularly review the property operations financial reports submitted by LifeMoves to the Housing Authority and the City of Palo Alto. • Participate in periodic site inspections with the Housing Authority and LifeMoves to ensure proper site upkeep. • Co-report back to City Council re: progress and outcomes on operations and budget – (e.g., an annual report on unhoused services in Palo Alto would include an update on the Palo Alto Homekey project). The City will remain as an actively involved party with the County of Santa Clara and LifeMoves to ensure oversight of the service agreements and shelter operations regarding performance, outcomes, and expectations consistent with the performance measures set forth in the Standard Agreement between the City, LifeMoves, and the State of California for the Homekey Program Grant. Item 14 Attachment D - Letter of Intent between Santa Clara County, LifeMoves, Santa Clara County Housing Authority, and the City of Palo Alto        Item 14: Staff Report Pg. 57  Packet Pg. 439 of 461  3 LifeMoves: LifeMoves, as the service provider and site operator, will be responsible for the following: Pre- and During Construction: • Execute an Agreement with the California Housing and Community Development Department and the City of Palo Alto to receive a grant of $26.6 Million. • Receive the State grant funds and manage the reporting and auditing requirements that accompany the grant. • Manage the site construction and ensure the project is completed per terms of the Standard Agreement. Procure all contractors needed for construction. Involve the City of Palo Alto (and SCCHA as needed) in the development of construction plans, cost estimation, and construction management. • Enter into a Service Agreement with OSH for Palo Alto Homekey site operations. • Enter into a ground lease and right-of-entry agreement(s) with the City of Palo Alto necessary for LifeMoves to facilitate construction and later site operation. • Collaborate with OSH and the City of Palo Alto to develop quality assurance standards and performance measures for site operations consistent with the Santa Clara County Continuum of Care Quality Assurance Standards. Post Construction: • Submit operational financial reports on a regular basis to OSH and the City of Palo Alto. • Submit property operations financial reports on a regular basis to the Housing Authority and the City of Palo Alto. • Perform regular site maintenance and carry forward the LifeMoves’ maintenance budget from year-to-year if underspent. As part of the anticipated ground lease terms, the City and LifeMoves will continue to discuss capital maintenance obligations that exceed the annual budget. • Participate in periodic site inspections with the Housing Authority and City of Palo Alto to ensure proper site upkeep. • Co-report back to City Council re: progress and outcomes on operations and budget – (e.g., an annual report on unhoused services in Palo Alto would include an update on the Palo Alto Homekey project). LifeMoves Operations Commitment: $1,000,000 (annually for seven years ($7,000,000 over 7 years)) Time period: 2023 - 2030 State Homekey Operations Commitment: $3,888,000 total operating subsidy and potentially an additional $1,080,000 (which could be used for operations if not used for CapEX during construction) Time period: The State Operating Subsidy use is in years 1 & 2 Item 14 Attachment D - Letter of Intent between Santa Clara County, LifeMoves, Santa Clara County Housing Authority, and the City of Palo Alto        Item 14: Staff Report Pg. 58  Packet Pg. 440 of 461  4 County of Santa Clara Office of Supportive Housing • On October 4, 2022, County’s Board of Supervisors formally approved a delegation of authority to the County Executive to negotiate and execute a Challenge Grant Service Agreement with LifeMoves in an amount not-to-exceed $4,000,000 to operate and provide services for the Palo Alto Homekey site from July 1, 2023 through June 30, 2026. • As approved by County’s Board, the County Administration will enter into negotiations with LifeMoves to execute a Challenge Grant Service Agreement, incorporating appropriate quality assurance and performance standards. • The County will continue discussions with the City of Palo Alto and LifeMoves regarding a Revenue Agreement with the City of Palo Alto for $7 Million of pass-through funding for shelter operations for an initial term of seven (7) years, subject to approval by the Board of Supervisors. The County is committed to scheduling the Revenue Agreement for the Board of Supervisors’ consideration, following review and approval by the County Administration and Office of the County Counsel, no later than 60 days after the City of Palo Alto approves the Revenue Agreement. The County will also continue discussions with the City of Palo Alto and LifeMoves regarding a Service Agreement for LifeMoves to operate the Palo Alto Homekey site. Santa Clara County Housing Authority: These services would commence at the beginning of the project (before and during construction). The asset management tasks will become active post construction (in the operations phase). Pre-Construction and During Construction • Collaborate with LifeMoves and the City of Palo Alto in the development of construction plans, cost estimation, and construction management. Assist the City with overall review of construction financing, budget and schedule. • Assist the City of Palo Alto with monitoring the construction at all phases, helping to inform the City as to whether the work is being completed on time and according to the design intent. This would include visiting the site as needed. It would also include assisting the City with financial review. • Review project schedule on a regular basis and provide input to mitigate potential delays. • Support transparent communication with all project stakeholders, such as the project manager, construction manager, contractors, and commissioning agents. • Assist the City with monitoring project completion and closeout. Item 14 Attachment D - Letter of Intent between Santa Clara County, LifeMoves, Santa Clara County Housing Authority, and the City of Palo Alto        Item 14: Staff Report Pg. 59  Packet Pg. 441 of 461  5 Post Construction: •Provide regular feedback and review, as requested by the City, of financial reports and operating budgets as related to property operations asset management (Annual & Monthly Operating Budgets, Monthly Financial Reports, as needed) •Review of "operating manual" negotiated with the County and LifeMoves and provide feedback on routine and preventative maintenance responsibilities. •Visit the site and inspect units, as needed—including periodic inspection and involvement in regular reviews of operations and adequacy of maintenance. Frequency will be set with the City and LifeMoves. City Commitment: Annual fee paid by the City of Palo Alto Time period: FY 2023 – FY 2030 (initial term to be extended) Housing Authority Staff: Part of an existing FTE resource SCCHA Agreement Term: FY 2023 – FY 2030 (initial term to be extended) The parties share an interest in the long-term success and sustainability of this program and, as such, are committed to continue discussions on the extension of these referenced agreements beyond this initial 7-year period. This letter is not intended to be, and does not constitute, a binding agreement by the Parties, nor an agreement by the Parties to enter into a binding agreement. This letter reflects the Parties’ present understanding of discussions and desire to support the development and operation of the planned Palo Alto Homekey Interim Housing Community at 1237 San Antonio, Palo Alto. No Parties may claim any legal rights against the other by reason of the signing of this letter of intent or by taking any action in reliance hereon, and each party fully understands that neither party will have any legal obligations to the other, or with respect to the proposed activities in this letter. The City of Palo Alto and all parties look forward to this project providing much needed interim housing for the most vulnerable in our community. For questions, please contact Chantal Cotton Gaines, Deputy City Manager at Chantal.gaines@cityofpaloalto.org or 650-329-2572. Sincerely, Ed Shikada City Manager City of Palo Alto Consuelo Hernandez Director Office of Supportive Housing Aubrey Merriman Chief Executive Officer LifeMoves Preston Prince Executive Director Santa Clara County Housing Authority Item 14 Attachment D - Letter of Intent between Santa Clara County, LifeMoves, Santa Clara County Housing Authority, and the City of Palo Alto        Item 14: Staff Report Pg. 60  Packet Pg. 442 of 461  New Approaches to Homelessness in Silicon Valley The Future is Home WE CAN ALL AGREE that people should not live on the streets. And yet, the problem of homelessness is all around us. And it affects us all — degrading quality of life, straining law enforcement and healthcare, and impacting the ability to attract businesses. We need new solutions that address the reality of what it’s like to lose a home, overcome an addiction, find a job, and regain the stability needed to find a new home and remain housed. A Comprehensive Approach That Works LifeMoves is on the vanguard of innovative approaches to homelessness. Bringing 40 years of expertise in supporting people experiencing homelessness, we’ve learned that each person (individual, family, veteran, LGBTQ+, etc.), has a different reason for ending up on the streets. Whether loss of a job, death of a spouse, medical costs, domestic violence, addiction, or untreated mental health issues — unless these issues are addressed, people won’t remain housed for long. That’s why LifeMoves has evolved its model to meet people where they are in their life’s journey, provide supportive services to address their needs, and create a new kind of interim housing designed to build self-sufficiency. ~400full and part-time employees $63 millionannual budget FY23 40 yearsserving the community LifeMoves Our Impact 288,000 shelter nights provided in 2022 2,100 clients returned to stable housing in 2022 82% of families staying at a LifeMoves site return to stable housing 65% of all LifeMoves clients return to stable housing Item 14 Attachment E - LifeMoves Overview and Programs        Item 14: Staff Report Pg. 61  Packet Pg. 443 of 461  Outreach to Meet People Where They Are Not everyone living in encampments is ready to move out. Mistrust of “the system”, fear of living in congregate shelters with strangers, not wanting to abandon their friends — are issues that have to be overcome. Our dedicated outreach team builds trust, helps people envision a better way of life for themselves, and connects them to needed services. Supportive Services to Address People’s Issues Supportive services are key to self-sufficiency and solving homelessness. All LifeMoves clients are assigned a Case Manager they are accountable to, who helps them with their issues and provides access to government programs, financial and credit counseling, resume and job help, or other support. Interim Housing to Move People Off the Streets We operate more than 30 facilities that provide more than 250,000 shelter nights each year to individuals, couples, and families, with special services for veterans, LGBTQ, and other groups. Getting off the streets helps people get back on their feet. Quick-build Interim Housing Units LifeMoves was awarded the contract to build one of the first innovative housing projects in the Valley — a low-cost modular housing development in Mountain View to help 128 people each year. The facility was built at a fraction of the time and cost of traditional congregate housing, was praised by the Governor, and won an award. Now, LifeMoves was awarded contracts for 5 new facilities that will move 2,000 people off the streets each year. Next-generation Housing Model These new sites take a very different approach than conventional group facilities. Designed for dignity, practicality, and self-sufficiency, they are integrated into local communities to facilitate work, school, and connections with others as a transitional step to a permanent place to live. They feature individual units rather than congregate sleeping, private bathrooms, room for pets, large open areas for socializing, and commercial training kitchens to build jobs skills. Other Programs LifeMoves comprehensive approach to homelessness also includes providing rapid rehousing with short-term assistance to keep people in their homes, providing safe parking facilities for people who are living in their car or RV, and leveraging existing infrastructure by operating two motels as interim housing with supportive services — which has achieved a high success rate in helping people to find permanent housing. Addressing the Multiple Dimensions of Homelessness Our outreach team builds trust with people living in encampments as a first step in getting help. Our case managers connect clients with needed services to address their issues and build self-sufficiency. Our beautiful new sites integrate nicely into neighborhoods. They provide an updated model of interim supportive housing with separate, locking rooms for privacy and dignity and other amenities. Item 14 Attachment E - LifeMoves Overview and Programs        Item 14: Staff Report Pg. 62  Packet Pg. 444 of 461  Redwood City Menlo Park Half Moon Bay Mountain View Palo Alto San Jose San Mateo Daly City LifeMoves operates 26 facilities across San Mateo and Santa Clara Counties. SITES SERVING INDIVIDUALS SITES SERVING FAMILIES 2 NEW SITES UNDER CONSTRUCTION 2023/2024 NEW MODULAR DESIGNS Our Strategy Plan for Growth We provide the hope that people need, the support they can count on, and the path to the next chapter in their lives. Our comprehensive approach is working. Now, we are scaling our model rapidly, building 5 more interim housing developments at a fraction of the time and cost of traditional congregate housing. These developments will help move roughly 2,000 more people off the streets each year — a big chunk out of the 11,000 people experiencing homelessness in San Mateo and Santa Clara Counties. 1. Attracting and enhancing staff capabilities, including incorporating people with lived experience and feedback into programs for continuous improvement. 2. Creating new data systems to track outcomes more specifically so that our evidence-based model could potentially be replicated in other geographies 3. Deepening our partnerships with counties and providers in the ecosystem to enhance influence and drive greater impact. To achieve this growth, our plan includes: Invest in Our Comprehensive Solution We envision a future of thriving communities where every neighbor has a home. It is said that the best way to predict the future is to invent it. So, support us, and let’s invent it together. 181 Constitution Drive, Menlo Park, CA 94025 650-685-5880 / lifemoves.org Moving Forward Item 14 Attachment E - LifeMoves Overview and Programs        Item 14: Staff Report Pg. 63  Packet Pg. 445 of 461  A Range of Supportive Services Addresses Individual Needs Pathways to Stability One size does not fit all. Every homeless person took a different path to homelessness and everyone needs a different path out. For 40 years, LifeMoves has been meeting people’s needs and with customized services that build self-sufficiency. As the largest provider of interim housing and services for individuals, couples, and families experiencing homelessness in Silicon Valley, we focus on the individual’s strengths and challenges. We set up a roadmap to success and celebrate even the smallest steps forward. We’re committed to ending the cycle of homelessness throughout San Mateo and Santa Clara Counties. Trust & Accountability Foundational to the LifeMoves mission is supporting our clients on their journey to independence and a home to call their own. Every LifeMoves client is assigned a case manager to develop their unique path forward. The steps on the path are concrete and achievable. Employment services, medical care, education, shelter, and benefits are all addressed. Case Managers stay in close touch with clients, guide them to the resources they need to take each step, and provide additional support if new issues arise. These steps are based on best practices in each sphere. Our comprehensive case management system provides conditional choices to guide clients to the specific steps for their situation — a model that may ultimately be used as a gold standard for the sector. PROGRAMS Our outreach team builds trust with people living in encampments as a first step in getting help. Our Case Managers connect clients with needed services to address their issues and build self-sufficiency. Item 14 Attachment E - LifeMoves Overview and Programs        Item 14: Staff Report Pg. 64  Packet Pg. 446 of 461  181 Constitution Drive, Menlo Park, CA 94025 650-685-5880 / lifemoves.org Services to Address Every Need Even within families, people may have different needs — from overcoming addiction, to finding employment. That’s why our Case Managers work with each person to overcome their personal challenges and reach their individual goals. Housing Moves Obtaining or retaining stable housing is the ultimate goal of every LifeMoves program. Housing Specialists and Case Managers work with clients to explore traditional and innovative options. Housing specialists work with community organizations, cities, counties, and private property owners, in order to secure living arrangements, negotiate deposits and rent, and organize move-in support. Career Moves Many of our clients work at jobs that simply don’t pay a living wage for the Bay Area. LifeMoves employment specialists help our adult clients increase their employment opportunities and earning potential through employment skills training, resume development, job searching training, and interview coaching. Financial Moves We provide workshops, as well as individual coaching, on topics such as budgeting, building and repairing credit, savings strategies, and techniques for borrowing money wisely. Clients leave LifeMoves on sound financial footing, it means that these individuals and have the tools they need to thrive and contribute to our community. Mental Health Moves Trauma and other behavioral health issues can be both a cause and an effect of becoming homeless. LifeMoves provides free, on-site behavioral health services to address trauma and other behavioral health challenges common among those experiencing homelessness. Services include addiction and recovery support. Physical Health Moves Many LifeMoves clients are at higher-risk for medical complications than the general public. Some are elderly, with chronic conditions that have been untreated. Others are Veterans with medical vulnerabilities. Our case managers enroll clients in available insurance coverage and, for clients needing medical services or support, we work with local public health programs and community partners to get our clients the care they need. Learning Moves Children experiencing homelessness often miss substantial periods of school. Our Education team and Children’s Services Coordinators work to ensure that all school-aged children are immediately enrolled in the school of their choice, and that they have all of the equipment and supplies they need to be successful. LifeMoves also supports adults who wish to advance their education, whether it be completing a GED or enrolling in community college. Our Philosophy A Client-Centered & Strengths-Focused Approach Each person is unique and has their own challenges, strengths, and journey. Our services are uniquely tailored to meet the individual needs of each client. Ensuring Safe Environments Every person deserves to work or be a client in a safe environment; it is every staff and client’s responsibility to maintain a dignified, clean, welcoming and safe milieu. Culturally Responsive & Trauma Informed There is no ‘right program’ for every person, couple or family experiencing homelessness. Gathering Data & Feedback Graduate students in social work, psychology, and counseling partner with us to evaluate our programs. Multi-Dimensional Staffing To the extent possible services are staffed by persons with a combination work, academic, and lived experience. Our services address many aspects of people’s lives to help them build their self-sufficiency. Item 14 Attachment E - LifeMoves Overview and Programs        Item 14: Staff Report Pg. 65  Packet Pg. 447 of 461  City Council Staff Report From: City Manager Report Type: INFORMATION REPORTS Lead Department: Public Works Meeting Date: June 12, 2023 Report #:2304-1385 TITLE Palo Alto Airport 2022 Annual Airplane Noise Report RECOMMENDATION This is an informational report and no Council action is required. EXECUTIVE SUMMARY The purpose of the Palo Alto Airport Annual Aircraft Noise Report is to identify noise trends in the surrounding areas and determine compliance with established voluntary noise abatement procedures. The 2022 Annual Aircraft Noise Report (Attachment A) was prepared by the Public Works Department’s Airport Division staff based on the aircraft noise complaints received during the 2022 calendar year. BACKGROUND The Palo Alto Airport (PAO) receives noise complaints via e-mail at pao@cityofpaloalto.org and a designated hotline at (650) 329-2405. Staff reviews and responds timely to all complaints, ascertaining from complainants their contact information and the date, time, and description of the offending occurrence. Staff reviews and compiles the data to determine flying activity trends. Staff contacts pilots when violations are observed or reported, advising them of established procedures, requesting compliance, and reminding them about the City’s strong commitment to limiting community impacts from airplane noise. ANALYSIS This report is generated on an annual basis and posted to the Airport’s webpage: www.cityofpaloalto.org/PAO1. A copy is attached to this Informational Report as Attachment A. Airport staff is currently reviewing newly available programs and hardware for monitoring and 1 www.cityofpaloalto.org/PAO Item 15 Item 15 Staff Report        Item 15: Staff Report Pg. 1  Packet Pg. 448 of 461  tracking operations at the airport, potentially improving the effectiveness of noise monitoring in the future. FISCAL/RESOURCE IMPACT STAKEHOLDER ENGAGEMENT ENVIRONMENTAL REVIEW ATTACHMENTS APPROVED BY: Item 15 Item 15 Staff Report        Item 15: Staff Report Pg. 2  Packet Pg. 449 of 461  PALO ALTO AIRPORT PUBLIC WORKS DEPARTMENT 2022 ANNUAL NOISE REPORT (January 2022 to December 2022) AUG 2014 – SEPT 2015 (Q4 2014 – Q3 2015)* Vision: Palo Alto Airport strives to balance the interests of pilots to fly with the interests of neighbors in a peaceful living environment. This document is a report of the noise complaints received by the airport in 2022. Airport staff uses this information to identify trends within Palo Alto and neighboring communities. These trends inform communications between airport staff and pilots on the issue of noise. Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 3  Packet Pg. 450 of 461  Introduction: The following is a report on noise-related operations and complaints received by Palo Alto Airport (PAO) in 2022. The Federal Aviation Administration (FAA) defines air travel routes and procedures, including defining separation distances between aircraft, determining hazards to aviation and all other safety criteria for aircraft, and is responsible for directing and enforcing the movement of aircraft in flight. Although organizations can petition the FAA regarding flight procedures, the FAA has the final say in what is safe and acceptable. The Airport Noise and Capacity Act (ANCA) of 1990 federally prohibits public-use airports from restricting airspace. The FAA measures noise based on the Yearly Day and Night Average Sound Level (DNL) and the Community Noise Equivalent Level (CNEL). While both are essentially the same, airports in California use the CNEL method to measure noise. CNEL is a method of averaging single event aircraft noise into a weighted 24-hour average. The system adds penalties to all events occurring during the evening (7pm – 10pm) and the night (10pm – 7am). The Santa Clara County Airport Land Use Commission (SCC ALUC) performed a noise study for the Palo Alto Airport using the CNEL to determine the noise contours for 55, 60, 65, and 70 decibels. The contour map is included as Attachment A. Regarding safety and altitude, the FAA has in place Federal Aviation Regulations (FARs) that establish Minimum Safe Altitudes (MSAs) for aircraft. For fixed wing aircraft, the MSA is 1,000 feet above ground when over congested areas and 500 feet when not over congested areas. These MSAs apply to all fixed wing aircraft except when necessary for landing and takeoff operations. Helicopters are exempt from these altitude restrictions due to the nature of their flight. These minimum altitudes are enforced by the FAA Flight Standards District Office in San Jose, not by Palo Alto Airport. Palo Alto Airport cannot tell pilots when or where to fly; the Airport, however, does have voluntary noise abatement procedures that Palo Alto Airport recommends that pilots follow. (See the Noise Abatement Procedures section below.) The Airport receives noise complaints via email at pao@cityofpaloalto.org and a noise complaint hotline 650-329-2405. Airport staff review and timely respond to all complaints, ascertaining information from complainants including contact information, date, time, and description of the occurrence. Various flight trackers can be used to help identify the aircraft involved and verify if FAA regulations or Palo Alto Airport procedures were violated. The Airport staff reviews and compiles all data to determine trends with flying activities. Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 4  Packet Pg. 451 of 461  Purpose: The purpose of the Palo Alto Airport Annual Noise Report is to identify noise trends in the surrounding areas and determine compliance with established voluntary noise abatement procedures. Airspace: The Palo Alto Airport airspace is unique. The congested Bay Area airspace is dominated by SFO Class Bravo airspace, which encompasses a 30 nautical mile radius around SFO. Underneath the Class Bravo airspace lays the Class Charlie airspace of Oakland and San Jose international Airports. Finally, Moffett Airfield lies approximately 4 nautical miles to the southeast of Palo Alto Airport. As a result, Palo Alto Airport airspace ends only 1.5 nautical miles southeast of the Palo Alto Airport’s single runway (Runway 13/31). To land at Palo Alto Airport, aircraft must turn before entering Moffett’s airspace, resulting in aircraft having to space themselves in traffic patterns over the peninsula when take- off/landing volumes peak. The FAA’s Air Traffic Control Tower (ATCT) at Palo Alto Airport has a letter of agreement with Moffett’s ATCT providing Palo Alto Airport aircraft with extensions into Moffett airspace when Moffett airfield is not in use. The additional airspace is a useful mitigation tool during busy times. Further restrictions in Palo Alto Airport airspace come from San Jose Class C airspace, starting at 1,500 feet Mean Sea Level, just southeast of Palo Alto Airport and SFO Class B airspace, starting at 2,500 feet Mean Sea Level, just northeast of the Palo Alto Airport. Both are identified on the Palo Alto Airport Sectional Map: San Jose Class C is shown with thick magenta lines and SFO Class B is shown with thick blue lines. These restrictions play a vital role in aircraft departures, in turn influencing noise abatement procedures for the Palo Alto Airport. Noise Abatement Procedures: Noise abatement procedures are voluntary procedures that the Airport asks pilots to follow. The Airport is prohibited from restricting airspace. Palo Alto Airport staff will speak with individual pilots and educate them about the voluntary noise abatement procedures. The Palo Alto Airport cannot levy fines on pilots that violate the voluntary noise procedures. For illustrated noise abatement procedures reference Palo Alto Airport Pilots Handout included as Attachment B. The noise abatement procedures depend on the runway that is in use at the time. Depending on weather patterns, aircraft can depart on Runway 31 to the northwest or Runway 13 to the southeast. Approximately 90% of the time, weather conditions require the use of Runway 31. Pilots are asked to not make a left crosswind departure from Runway 31, but instead make a “Left Dumbarton Departure” (fly to the Dumbarton Auto Bridge before making a left turn and flying over East Palo Alto) or a right 270 degree turn before departing to the south or west. When aircraft are using Runway 13, pilots are asked to make Palo Alto Airport Sectional Map Palo Alto Airport in Green PAO Airspace highlighted in Red Source: http://vfrmap.com/?type=vfrc&lat=37.461&lon=-122.115&zoom=10 Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 5  Packet Pg. 452 of 461  a left 270-degree turn. In addition to these procedures, pilots are asked to climb to 1,500 feet or above ground before crossing Highway 101 and reduce power when safely able. Findings: Table 2 shows the number of complaints by quarter and includes the totals from 2021. Table 3 sorts the complaints logged into three sections. The first one is PAO which includes all complaints that involve aircraft that performed an operation at the Airport. The next section is General which includes complaints that did not include a specific aircraft or incident of noise. These complaints may or may not involve aircraft from PAO. The last section is Non-PAO, which include aircraft that are not based or did not operate at the Airport. These flights may include California Highway Patrol, Coast Guard, Air Taxis, Pipe T Y A M T Y A M T 2 1 1 2 2 1 1 1 2 6 1 1 2 1 2 1 2 2 2 1 2 1 1 1 2 1 1 1 2 7 5 1 2 1 3 1 2 8 1 1 2 1 2 1 2 7 1 1 2 1 3 1 2 9 6 1 2 2 6 1 2 6 4 1 2 1 8 1 2 5 2 1 2 1 1 1 2 6 3 1 A 1 9 1 A 9 6 1 Q Q Q Q T T C 3 1 1 4 3 2 H 2 1 1 6 3 2 T Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 6  Packet Pg. 453 of 461  Surveys, Stanford Life Flight, Angel Flights, and or banner towing operations. Also included in Table 3 are the totals for 2021. Table 4 below provides a detailed breakdown of the 383 complaints by City. Most complaints came from the City of Palo Alto, with 347 complaints logged from 13 household. One household in the City of Palo Alto provided 314 complaints as can be seen in Attachment C. Table 5 below shows the general type of aircraft identified as causing noise complaints at the Airport. There are 2 types of engines for aircraft utilizing PAO. The first is reciprocating which is similar to an automobile engine, and the second is turboprop which is a turbine engine with a propeller that produces thrust. Aircraft are further differentiated by “multi” and “single” which denotes the number of engines for the aircraft. As Table 5, shows single reciprocating aircraft produced the largest portion of noise complaints. This class of aircraft represents most of the fleet at PAO and usually consists of Cessna, Piper and Cirrus aircraft. Q Q Q Q T T P 2 1 1 4 3 2 G 5 9 0 0 1 9 N 5 2 1 3 3 6 T C C H C H C H C H C H C H A 0 0 0 0 0 0 0 0 0 0 1 1 E 5 4 0 0 1 1 0 0 6 5 1 3 F 0 0 0 0 0 0 0 0 0 0 2 1 L 1 1 0 0 0 0 0 0 1 1 1 1 L 0 0 0 0 0 0 0 0 0 0 1 1 M 4 3 0 0 1 1 0 0 5 4 5 2 M 0 0 0 0 0 0 0 0 0 0 5 2 N 0 0 0 0 1 1 0 0 1 1 0 0 P 1 8 1 5 1 4 4 5 3 1 3 8 P 5 2 1 5 2 2 0 0 1 5 1 1 P 1 1 0 0 0 0 0 0 1 1 0 0 P 0 0 0 0 0 0 0 0 0 0 2 1 S 0 0 0 0 0 0 0 0 0 0 6 1 S 0 0 0 0 0 0 1 1 1 1 0 0 S 0 0 0 0 1 1 0 0 1 1 1 1 S 0 0 0 0 0 0 0 0 0 0 2 1 S 0 0 0 0 0 0 0 0 0 0 2 1 U 1 1 0 0 0 0 0 0 1 1 2 1 W 0 0 0 0 0 0 0 0 0 0 1 1 T 3 2 1 1 1 1 4 6 3 3 2 2 T T Q Q Q Q T Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 7  Packet Pg. 454 of 461  Table 6 below shows the number of violations of the established noise abatement procedures. Airport staff makes every effort to talk to all pilots that violate these procedures, but it is difficult to talk to all transient pilots about noise abatement procedures. It is not the role of the FAA Air Traffic Control Tower to advise pilots of the noise abatement procedures, however, the City has developed a working relationship with the Air Traffic Control Tower (ATCT) and Air Controllers do advise pilots of the noise abatement procedures when they have the ability to do so. H M R M T S R S T U 2 1 1 1 2 9 9 2 8 8 4 2 2 9 T Q Q Q Q T T 4 1 4 3 2 T 1 2 1 5 9 U 0 1 1 0 2 T 5 1 6 8 3 C 3 1 1 4 3 O 4 4 4 3 1 %9 9 1 9 9 T Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 8  Packet Pg. 455 of 461  Following is a noise contour map for PAO, adopted by the Santa Clara County Airport Land Use Commission (SCC ALUC) in their 2008 Comprehensive Land Use Plan, reflecting the forecasted noise contours for Palo Alto Airport in 2022. SCC ALUC used the Integrated Noise Model which considers airport altitude, mean temperature, runway configuration, aircraft flight track definition, aircraft departure and approach profiles, aircraft traffic volume and fleet mix, and flight track utilization by aircraft types. All data is entered into the CNEL formula to prepare the noise contours for Palo Alto Airport. The 65 decibel (db) noise level of the Airport extends beyond the airport boundaries, but is only over Palo Alto Golf Course, Palo Alto Baylands Nature Preserve, and the salt marshes in San Mateo County. Refer to https://stgenpln.blob.core.windows.net/document/ALUC_PAO_CLUP.pdf, for a more detailed description of how the SCC ALUC prepared this map. Attachment A PAO Noise Contour Map Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 9  Packet Pg. 456 of 461  2022 Forecasted Palo Alto Airport Noise Contour Map Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 10  Packet Pg. 457 of 461  Attachment B Santa Clara County created a Pilot Handout for Palo Alto Airport that described the noise abatement procedures. When the City of Palo Alto assumed control of the Airport, the existing noise abatement procedures were adopted, with one exception, “pilots must maintain 1,500 feet or above across Highway 101” was replaced with “Aircraft are asked to climb to and maintain at least 1,500 feet before crossing Highway 101.” The change is consistent with the voluntary nature of noise abatement procedures as Airports are Federally prohibited from instructing pilots how to fly. Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 11  Packet Pg. 458 of 461  Bayside Pattern – 800ft Left 270 Right 270 Peninsula Side Pattern – 1000ft Left Dumbarton Departure Not to be used for navigation Safety First Be Aware Palo Alto Airport Lies under SFO Class B Airspace Key Pattern Noise Abatement Departures RWY 31 RWY 13 Noise Abatement Procedures Please fly neighborly and be aware of the surrounding communities. There are noise sensitive areas to the west and south of the Airport. Aircraft are asked to climb and maintain at least 1500 feet before crossing Highway 101. Fly over the bay whenever possible. Please use reduced power setting whenever possible to reduce noise impacts. Even a reduction in a 200 RPM can significantly reduce noise. Safety Always Supersedes Noise Abatement Palo Alto Airport General Information Bayside Pattern Alt – 800 feet Peninsula Side Pattern Alt – 1000 feet MSL ATCT hours of operation – 0700 – 2100 hrs ATC / CTA Frequency – 118.600 ATC Ground Frequency – 125.000 Fuel Frequencies – 122.85 or 122.95 Airport Office Phone # – (650) 329-2444 320 Preferred West Bound Departures Runway 31 Left Dumbarton Departure When departing runway 31 turn right 10 on takeoff and climb over the bay. Fly straight to Dumbarton Auto Bridge before making a left turn to fly over the peninsula or to the south. Cross Highway 101 at or above 1500 feet. Left 270 Departure After takeoff climb over the bay while making a 270 turn and heading west or south over the peninsula. Cross Highway 101 at or above 1500 feet. Runway 13 Right 270 Departure After takeoff turn right over and climb over the bay while making a 270 turn and heading west or south over peninsula. Cross Highway 101 at or above 1500 feet. Palo Alto Airport asks for your cooperation in reducing the noise impact of aircraft on the neighboring communities. BE A GOOD NEIGHBOR – FLY SAFELY AND QUEITLY CAUTION The Palo Alto Baylands preserve is located immediately to the north of the Airport. Watch for birds on or near the Airport. Be alert for bikes & pedestrians crossing a levee road 290’ from departure end to Runway 31. Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 12  Packet Pg. 459 of 461  Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 13  Packet Pg. 460 of 461  Attachment C 15 314 1 1 1 1 1 1 2 1 6 1 There were 2 complaints from a single individual that did not provide an address Item 15 Attachment A - 2022 PAO Annual Noise Report        Item 15: Staff Report Pg. 14  Packet Pg. 461 of 461