HomeMy WebLinkAbout2010-04-05 City Council Agenda Packet
1 04/05/10
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER
DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY
CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS.
Agenda posted according to PAMC Section 2.04.070. A binder containing supporting materials is available in the Council Chambers on the Friday preceding the meeting.
Special Meeting
Council Chambers
April 05, 2010
6:00 PM
ROLL CALL
CLOSED SESSIONS
Public Comments: Members of the public may speak to the Closed Session item(s); three minutes per speaker.
THE FOLLOWING CLOSED SESSION WILL BE HELD WITH THE CITY LABOR NEGOTIATORS. 1. CONFERENCE WITH LABOR NEGOTIATORS
City Designated Representatives: City Manager and his designees
pursuant to Merit Rules and Regulations (James Keene, Kelly Morariu,
Dennis Burns, Russ Carlsen, Lalo Perez, Sandra Blanch, Marcie Scott,
Darrell Murray, Joe Saccio)
Employee Organization: Palo Alto Police Managers’ Association (Sworn)
Authority: Government Code Section 54957.6(a)
CONFERENCE WITH LABOR NEGOTIATORS
City Designated Representatives: City Manager and his designees
pursuant to Merit System Rules and Regulations (James Keene, Kelly
Morariu, Dennis Burns, Russ Carlsen, Lalo Perez, Sandra Blanch,
Marcie Scott, Darrell Murray, Joe Saccio)
Employee Organization: Palo Alto Peace Officers’ Association
Authority: Government Code Section 54957.6(a)
CONFERENCE WITH LABOR NEGOTIATORS
City Designated Representatives: City Manager and his designees
pursuant to Merit System Rules and Regulations (James Keene, Kelly
Morariu, Russ Carlsen, Lalo Perez, Sandra Blanch, Darrell Murray,
Marcie Scott, Joe Saccio)
Employee Organization: Local 521 Service Employees International
Union
Authority: Government Code Section 54957.6(a)
2 04/05/10
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER
DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY
CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS.
7:30 PM or as soon as possible thereafter
SPECIAL ORDERS OF THE DAY
2. Appointments for the Human Relations Commission for One Unexpired
Term Ending on March 31, 2012 and Two Terms Ending on March 31,
2013
ATTACHMENT
CITY MANAGER COMMENTS
ORAL COMMUNICATIONS
Members of the public may speak to any item not on the agenda; three minutes per speaker. Council reserves the right to limit the duration or Oral Communications period to 30 minutes.
APPROVAL OF MINUTES
March 08, 2010
CONSENT CALENDAR
Items will be voted on in one motion unless removed from the calendar by two Council Members.
3. Finance Committee Recommendation to Accept the Auditor’s Office
Quarterly Report as of December 31, 2009
ATTACHMENT
4. Adoption of a Resolution Expressing Appreciation to Rajesh
Mashruwala for Outstanding Public Service as a Member of the Library
Advisory Commission
ATTACHMENT
5. Approval of an Amended and Restated Public/Private Partnership
Agreement Between the City of Palo Alto and the Palo Alto Recreation
Foundation Concerning Mutual Assistance for the Provision of
Community Service Programs
CMR 180:10 & ATTACHMENT
3 04/05/10
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER
DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY
CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS.
6. Approval of Agreement with the Palo Alto Weekly for Newspaper
Advertising Services in the Not to Exceed Amount of $150,000 per
Year for a Three Year Period, for a Total Value of $450,000
CMR 178:10 & ATTACHMENT
7. Adoption of a Budget Amendment Ordinance for Fiscal Year 2010
to Provide an Additional Appropriation of $25,981 to Capital
Improvement Program (CIP) PE-11011, Highway 101
Pedestrian/Bicycle Overpass/Underpass Project; and Approval of
a Contract with Alta Planning & Design in the Amount of $110,981 for
Highway 101 Pedestrian/Bicycle Overpass/Underpass Feasibility Study
(PE-11011) and $15,000 for Public Outreach, Noticing, Printing and
Mailing
CMR 179:10 & ATTACHMENT
8. Adoption of a Resolution Authorizing the City Manager to Execute the
Cooperative Assistance Agreement Between the City of Palo Alto and
the United States Department of the Interior, Bureau of Reclamation
for the Disbursement of $5,000,000 in Title XVI Federal Grant Funds
for the Palo Alto, Mountain View/Moffett Area Recycled Water Pipeline
Project (CIP WQ-04010)
CMR 181:10 & ATTACHMENT
9. Approval of a Wastewater Treatment Enterprise Fund Contract with
Veolia ES Technical Solutions, LLC for a Period of Three Years for
Provision of Services for Transportation and Disposal of Ash and
Sludge for the Regional Water Quality Control Plant with Funding for
the First Year Approved in the Amount of $144,510
CMR 186:10 & ATTACHMENT
4 04/05/10
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER
DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY
CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS.
AGENDA CHANGES, ADDITIONS, AND DELETIONS
HEARINGS REQUIRED BY LAW: Applications and/or appellants may have up to ten minutes at the outset of the
public discussion to make their remarks and put up to three minutes for concluding remarks after other members
of the public have spoken.
OTHER AGENDA ITEMS: Public comments or testimony on agenda items other than Oral Communications shall be
limited to a maximum of three minutes per speaker.
ACTION ITEMS
Include: Public Hearings, Reports of Committees/Commissions, Ordinances and Resolutions, Reports of Officials,
Unfinished Business and Council Matters
10. Finance Committee Recommendation Regarding Adoption of: (1)
Budget Amendment Ordinance Amending the Budget for Fiscal
Year 2010 to Adjust Budgeted Revenues and Expenditures in
Accordance with the Recommendations in the Midyear Report
and, (2) Resolution Amending the FY 2006-2009 Compensation Plan
for Classified Personnel (SEIU) Adopted by Resolution No. 8658 to Add
Two New Classifications, Change the Compensation for One Existing
SEIU Classification and Change the Title of One Classification
CMR 189:10 & ATTACHMENT
11. Recommendation to Direct Staff: 1) To Defer Further Action on an
Anaerobic Digestion (AD) Facility or Aerated Static Pile (ASP)
Composting Facility Within Palo Alto, Until and Unless a Usable Site is
Identified; 2) To Examine the Feasibility of Energy Conversion
Technologies (Including AD Technologies) During the Upcoming
Regional Water Quality Control Plant Master Planning Process; 3) To
Pursue Local Partnering Opportunities with SMaRT® Station Partners
and/or Local Organic Waste Processing Companies that are Developing
Private or Energy Conversion Facilities Within a 20-Mile Radius of Palo
Alto; and 4) To Resume Acceptance of Commercial Garbage at the
Landfill
CMR 165:10 & ATTACHMENTS PUBLIC COMMENTS
5 04/05/10
MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER
DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY
CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS.
12. Acceptance of the Regional Water Quality Control Plant Site Feasibility
Study and Authorization to Proceed with an Environmental Assessment
of a Recycling Center and Permanent Household Hazardous Waste
Drop-Off Facility Improvements for the West Side of the Regional
Water Quality Control Plant Site
CMR 183:10 & ATTACHMENT
13. Adoption of an Ordinance Amending Title 2 (Administrative
Code) of the Palo Alto Municipal Code to Amend Section
2.28.230 (Claims) of Chapter 2.28 (Fiscal Procedures), Section
2.33.110 (Refunds; Credits) of Chapter 2.33 (Transient
Occupancy Tax), Section 2.34.220 (Refunds) of Chapter 2.34
(Real Property Transfer Tax) and Section 2.35.190 (Refunds) of
Chapter 2.35 (Utility Users Tax)
ATTACHMENT
COUNCIL MEMBER QUESTIONS, COMMENTS, AND ANNOUNCEMENTS
Members of the public may not speak to the item(s).
ADJOURNMENT
Persons with disabilities who require auxiliary aids or services in using City facilities, services, or programs or who
would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact 650-329-2550 (Voice) 24 hours in advance.
April 5, 2010 HONORABLE CITY COUNCIL City of Palo Alto SUBJECT: Appointments for the Human Relations Commission for one unexpired term ending on March 31, 2012 and two terms ending on March 31, 2013. Dear Council Members: On Monday, April 5, 2010 the City Council should vote to appoint three terms on the Human Relations Commission; one unexpired term ending on March 31, 2012 and two terms ending on March 31, 2013. The Candidates are as follows:
Masuma Ahmed
Theresa Chen
Robert Kuhar
Diane Morin
Jill O’Nan
Voting will be by paper ballot. Five votes are required to be appointed. The first two candidates that receive at least five votes will be appointed to the terms ending March 31, 2013, and the third candidate to receive at least five votes will be appointed to the term ending March 31, 2012. Respectfully submitted, Ronna Jojola Gonsalves Deputy City Clerk cc: Donna Grider, City Clerk Greg Hermann, Staff Liaison
CITY OF PALO ALTO
OFFICE OF THE CITY AUDITOR
The Honorable City Council
Palo Alto, California
AprilS, 2010
Finance Committee Recommendation to Accept the Auditor's Office
Quarterly Report as of December 31, 2009
At its meeting on February 16, 2010, the Finance Committee unanimously recommended to the City
Council acceptance of the Auditor's Office Quarterly Report as of December 31,2009. The Finance
Committee minutes are included in this packet.
Respectfully submitted,
rX~?~;B~
Lynda Flores Brouchoud
City Auditor
Attachments:
• Auditor's Office Quarterly Report as of December 31, 2009
• Finance Committee Minutes of February 16, 2010 (pg 18-27)
CITY OF PALO ALTO
OFFICE OF THE CITY AUDITOR
The Honorable City Council
Attention: Finance Committee
Palo Alto. California
February 16. 2010
Auditor's Office Quarterly Report as of December 31 , 2009
RECOMMENDATION
The City Auditor's Office recommends the Finance Committee review and recommend to the City
Council acceptance of the Auditor's Office Quarterly Report as of December 31, 2009.
SUMMARY OF RESULTS
In accordance with the Municipal Code. the City Auditor prepares an annual work plan and issues
quarterly reports to the City Council describing the status and progress towards completion of the·
work plan. This report provides the City Council with an update on the second quarter activities and
summarizes our fiscal year 201 0 Work Plan activities. Information on the status of each assigned
project is attached (pages A-1 through A-5).
Completed Reports
During the second quarter of the fiscal year. the City Auditor's Office issued the following reports to
the City Council:
• Report on the Status of Audit Recommendations, Issued October 2009
• Fiscal Year 2010 Work Plan, Issued October 2009
• Sales Tax Digest Summary for Second Quarter Sales (April -June 2009),
Issued October 2009
• Auditor's Office Quarterly Report as of September 30. 2009, Issued November 2009
• Service Efforts and Accomplishments Report for Fiscal Year 2009, Issued December 2009
• Maze & Associates Audit of the City of Palo Alto's Financial Statements as of June 30. 2009
and Management Letter, Issued December 2009
Confirmed Audit Savings
During the first half of FY 2010, the Auditor's Office revenue recoveries and other audit savings
resulted in a total economic benefit of $452,681. These savings include the following:
Our revenue audit monitoring continues to yield benefits to the General Fund. To date, the City
received $93,239 for combined first and second quarter recoveries as a result of our in-house and
contracted sales tax audits (our annual FY goal is $150,000 in audit recoveries). This does not
include potential audit recoveries that were identified, but have not yet been collected. During the
second quarter, the City also received $123.368 in new revenue from our alternative fuel tax credit
recoveries.
Auditor's Office Quarterly Report Page 1 As of December 31, 2009
.
.
During the second quarter, the Administrative Services Department (ASD) completed
recol1'lmendation #1 from the September 2009 Auditor's Office Review Cif City Telephone Rates and
Charges through the Implemeniation of the CalNET contract. ASD's timely implementation of the
auditrec;ommendation should save the City $235,000 annually.
Internal Control Activities
During the second quarter, the Auditor's Office also conducted the following internal control
activities: . .
• Concluded our monitoring of the SAP upgrades and Utilities module implementation
(please see attached for a detailed summary).
• Worked with the City Manager's Office to distribute self-assessment checklists to those
departments responsible for administering and reporting on the City's use of federal
stimulUS funds (also called American Reinvestment and Recovery Act). As of the second
quarter, three City departments had received stimulus funds totaling $1,931,477. The
department responses did not note any significant internal control weaknesses .
According to the City Manager's Office, the departments have complied with the federal
reporting requirements.
• Provided internal control assistance to· the Police Department for assessing two
applications for the operation of taxi cabs in Palo Alto.·
Work Plan Updates
The Auditor's Office welcomes the Committee's reflection and discussion pertaining to our FY 2010
work plan. The attached "Status of Audit Projects as of December 31, 2009" provides a status
update on each item on our adopted FY2010 work plan. It there are appropriate revisions and
updates, the Committee can recommend these changes for City Council approval.
On behalf of the Auditor's Office, I would like to express my appreciation to City staff for their
cooperation and assistance during our reviews.
Respectfully submitted,
0~?.huo;t3~
Lynda Flores Brouchoud
City Auditor
Attachments:
• Status of Audit Projects as of December 31, 2009
• Update on Monitoring of SAP Upgrades and Utilities Module Implementation
Auditor's Office Quarterly Report Page 2 As of December 31. 2009
.
Status of.AudilProjects as of December 31,2009
Original Audit Project Description and Preliminary Objec:tives Status AI:complishmen1s Year·To..oate Jtems to be Completed
AUDIT ADMINISTRATION, FOLLOW·UP, AND OTHER RESPONSIBILITIES
, --------
1) Annual Audit Work Plan and Quarterly Status Reports ~ The Completed First and second quarterly reports issued,
Auditor's Office submits quarterly reports to the City Council outlining
project status and progress towards completing the assignments on this
annual work plan
----
2) Annual Audit Recommendation status Report-The Municipal Code Completed i Report issued October 20, 2009.
requires the City Auditor to issue an annual report on the The report summarized the status of 83 implementation status of recommendations from recently completed audit recommendations from 14 different audits. We also meet with the departments involved during the year to reports (63 carried over and 20 new discuss progress towards implementing open audit recommendations. recommendations). The report detennined
that 37 (45%) of the audit recommendations
were completed or resolved, 37 (45%) were
in-process, and 9 (11%) were not started.
------------------
3) Meeting Attendance -To ,facilitate intemal communication and
coordination of efforts, the City Auditor attends:
a. City Manager's weeldy executive leadership team meetings On.going
and budget meetings. .
b. Utility Risk Oversight and Coordinating Committee (UROCC) On.going
-Since issuance of, our Assessment of Utility Risk
Management Procedures in Jul-2002, the City Auditor has
acted as an advisor to the UROCC.
.,,------ -,,-,,--, , .. " ,,, ----------
City Auditor'S Quarterly Report A-I As of December 31, 2009
~ .----~ -._-.. Lillltus I I ._---
Original Audit Project Description and Preliminary Objectives Accomplishments Year-To-Oate Items to be Col mpleted
REVENUE AUDITS AND MONITORING
Sales and Use Tax Allocation Reviews -Sales and use tax On-going In the first quarter of FY 2010, the City
represented about 14%, or $19.65 million; of projected General Fund received $31,121 in sales and use tax
revenue in the City's Adopted Operating Budget forFY 2010. recoveries related to misallocation of tax
According to the Administrative Services Department, projected sales from 4 companies.
and use tax revenue has declined to an estimated $17.2 million for FY In the second quarter of FY 2010, the City 2010. received $62,118 in sales and use tax
The Auditor's Office contracts with MuniServices for quarteriy sales and recoveries related to the misallocation of tax
use tax recovery and information services, and we also conduct sales from 4 companies.
and use tax monitoring in-house. The purpose of this monitoring is to In addition, potential misallocations from identify misallocations of local sales and use tax of companies doing
business in Palo Alto. In addition, MuniServices prepares the quarterly '37 companies (11 MuniServices and 26
sales and use tax information reports that are provided to the City City of Palo Alto) are pending resolution by
Council as informational items. the State Board of Equalization.
The contract with MuniServices expires in March 2010, and has an Total Sales and Use Tax Recoveries:
option to renew for one additional year by mutual consent FY 2009-10 $93,239
(MuniServices-$5,961 and the City
Auditor's Office -$87,278)
4) Alternative Fuel Tax Credit Recoveries -As part of the Auditor's On-going The Auditor'S Office worked with ASD,
Office continuous revenue monitoring efforts and preliminary findings Utilities, and our revenue consultant to file
from the vehicle audit, the Auditor's Office initiated revenue recoveries . claims for the alternative fuel tax credit.
from the Federal governmenfs attemative fuel tax program, which was The City received $123,368 in recoveries
in effect through December 31, 2009. Extensions have not yet been during the second quarter.
delermined.
5) Unclaimed Property Recoveries -The State of california acquires 0n-gOin9 The Auditor's Office worked with ASDto file
unclaimed property through State law which requires businesses to live claims for unclaimed property with the
annually report and deliver property after there has been no customer State. The City received $1,074 in
contact for three years. recoveries during the second quarter.
I ~
.. ._._.-.. -.<>---...
City Auditor's Quarterly Report A-2 As of December 31, 2009
Original A .. ~;tProject Description and Preli!'llnary Objectives
FINANCIAL AUDITS AND PROCEDURAL REVIEWS
StatuS Accomplishinems Y~ar-To-Date
6) Annual External Financial Audit (contracted audit service) -The
City Charter requires thal the City Council engage an independent
. certified public accounting firm to conduct the annual extemal audit.
FY 20091' The FY 2009 audited financial statements
Completed were issued in December 2009.
Maze & Associates will begin interim audit
work in March to prepa", for the audit of the
June 30, 2010 financial $latements. 1--------------------/-----+ ......... .
7) Controls Review of SAP Upgrade and Utilities Module Completed The Auditor's Office completed monitoring
. Implementation-The City's SAP upgrade. is occurring in two phases-of the SAP Phase I upgrades in July 2008.
Phase I on Employee SeIf-5ervicelManagement Self-service and Since then, the Auditor's Office has
Phase II on Utilities. Phase I was completed July 2008. The Auditor's monitored the Phase II upgrades for the
Office has reviewed general controls tl)roughout the upgrades. Utilities Module Implementation. With the.
completion of the system implementation in
January 2010, the Auditor's Office finished
the implementation monitoring and has
provided a more dets~ed summary in the
attached update.
8) SAP Acooulrt Sampling (NEW) -The City has implemented the SAP I Not started
system and upgrades to serve as an entelJ)rise management system
for a variety of key financial information and transactions including
payroll, utility billing and financial transactions. The pulJ)Ose of these
reviews will be to sample accounts within the SAP system to test for
intemal controls and efficiencies.
9) American Reinvestment and Recovery Act CARRA) Monitoring I On1loing
(NEW) -President OOOma signed the ARRA in February 2009,
providing approximately $787 billion in federal stimulus grant funds,
including $144 billion for state and local fIScal relief. The 'ARRA
requires unprecedented accountability and transpare(lCY of the grant
funds. The Auditor's Office will identify best practices and intemal
controls to share with departments receiving ARRA funds.
During the first quarter, the Auditor's Office
developed a self-assessment checklist
consistent with specific expectations and
compliance requirements oftheARRA. The
City Manager's Office is reviewing the draft'
checklist and will be distributing the
checklist to each department program
awarded ARRA funding.
11ems to be Completed
Target completion dete:
TBD
L-_______________________ -'I..... ~ ... --
City Audfto(s QuartErly Report A-3 As of December 31,2009
Original Audit Project Descrlpflon and Pniliminary Objectives Status Accomplishments Year-Ta-Dale. Items to be Completed
PERFORMANCE AUDITS AND SPECIAL PROJECTS
10) Annual Service Efforts and Accomplishments (SEA) Report Completed 1 The 8th annual SEA Report was issued in I
'I December 2009. Palo Alto's SEA report
• provides data about the costs, quality,
I
, quantity, and timeliness of City services. It
includes a variety of comparisons to other
cities, and the resulls of an annual ci~en I survey (the National Citizen Survey).
··· .... I----i-----------~
11) Audit of Vehicle Replacement· and Maintenance Fund -The I In process I Draft report in process.
purpose of this review is to evaluate the efficiency and effectiveness of
fleet and equipment replacement and maintenance operations.
12) Citywide Cash Handling -The purpose of this review is to study lIn process
Citywide cash handling and travel reimbursement, oversight
procedures, and the City Auditor's history of audits on cash services.
field WOr!< in process.
13) Prospective Analysis of Bond Measure Proceeds Through the I In process I Preliminary survey in process,
2008 VOler-approved Measure N, the City is preparing to issue general
obligation bonds to rebuild the Mitchell Pari< Library and adjacent
community center, and renovate the Main and Downtown libraries. This
audit will prospectively evaluate controls for the use of the genen;ll
obliga1ion bond funds to ensure the funds are used efficiently and in
compliance with federal regula1ions for the use of tax-exempt bond
funds.
-~~.I-'"
14) Audit of Purchasing Card Transactions-The purpose of this audit is
to determine the adequacy of controls over purchasing card
transactions, and to assess compliance with existing guidelines and
procedures. .
Not started
Target complation date
March 2010
I ... ----j
Target completion date
April 2010
TaFga1 completion date
TBD
Target completion date: TBD .
City Auditor's QuarterlY Report A-4 As 6f December 31, 2009
Original Audit project Description and Preliminary Objecti_ Status Accomplishments Year·To-Date Items to be Com'pleted
15) Utilities Department -Several of the highest risk areas identified in Not started In preparation for the audit, the Auditor's Target cOmpletion date:
the Citywide'Risk Assessment pertain to the Utilities Department, This . Office issued a Request for Proposal to TED
audit will conduct a preliminary survey of the Utilities Department and select a consultant to provide utinties
develop an audit scope to identify opportunities for improvements in ,expertise during the audit. The contract is
effiCiency and effectiveness. now in place and ready to begin during the
third quarter.
~"" - - - ------------- - - --------------
16) Wastewater Treatment Fund -The Regional Water Quality Control N~t~rt~d' i Target completion date:
Plant provides services to Mountain VieW, los Altos, los Altos Hills, TED
, Stanford, and East Palo Alto. With proposed revenues of $22 million
and proposed expenditures of $20 million, this is one of the areas
consistently targeted by our annual citywide risk assessment model.
The purpose of our audit would be to review the cost-sharing
agreements and allocation of charges to partner agendes,
17) Planning and ComlJlunity Development Pennit Process (NEW) -Not started Target completion dele:
According to the 2007-08 SEA Report, Planning and Community TBD
Development revenue increased 68%, the' number of inspections
increased 71%, and the number of building permits issued decreased
6%. The Department has aiso implemented the new Green building
program and certifications. This audit will focus on the efficienCY and
effectiveness of the permit process.
City Auditor's Quarterly Report A-5 As of December 31, 2009
CITY OF PALO ALTO
OFFICE OF THE CITY AUDITOR
The Honorable City Council
Attn: Finance Committee
Palo Alto, California
February 16, 2010
Update on Monitoring of SAP Upgrades and Utilities Module
Implementation
OVERVIEW
Monitoring role and summary of open items
In accordance with our annual work plan, the City Auditor's Office has monitored the
implementation of the SAP upgrades and Utilities module implementation. Since February 2008,
we reviewed the proposed workHows, general controls In the new system. and provided Inputs on
industry best practices. Prior City Auditor Quarterly Reports highlighted updates In the monitoring
progress; this informational update serves as a summary of the final monitoring results.-'
In accordance with Government Auditing Standards, the City Auditor's Office review was limited to
identifying good business practices for management to utilize in evaluating the system
implementation and coordinating the external auditors' reviews. Management has not relied on the
monitoring as a basis for determining system design, acceptance, or adequacy.
Overall, staff has incorporated best practiCes suggested throughout our monitoring. with the
following' items In"process:
1) Ensuring the system is compliant with Payment Card Industry Data Security Standards (PCI-
DSS)'to protect credit cardholder data; 2) Ensuring security procedures and processes are in place
to identify and apply security patch updates; and 3) Continuing to resolvepest'implementation
issues' while minimizing reliance on manual adjustments. '
SAP Background
The City of Palo Alto Implemented SAP as the City's Enterprise Resource Planning (ERP) system
in JUl1e 2OQ3. The original modules included human resources, financial accounting, and
budgeting.
In November 2007, the City started upgrading the SAP software system. In July 2008, tM City
completed Phase 1 of the upgrades to automate payroll functions and to include self-service tools
for emplQyees and managers. ,In July 2008, the City began Phase 2 of the upgrades to implement
the SAP Utilities Module. The Utilities Module replaced the 10 year-old Utilities Customer
Information System (CIS Banner) and was designed to: (1) create and manage customer accounts
1 In 2003, the Cily Auditor's Office monitored the impiemerrtalion of the iomal SAP system. In July 2005, the City Auditor
issued a "Review of SAP Controls over Accounts Payable" and in September 2007, iSsUed "An Audit of the SAP Payroll
Control.:
and offer an on-line bill payment feature, and (2) collect customer revenue and generate bills for the
City's seven utilities -electric, gas, water, wastewater, refuse, storm drain, and fiber optics.
According to staff, the system processes over 30,000 customer accounts imd annually generates
over370,000utililies bills for an estimated $220.8 million in billed revenues.
Staff initially anticipated the Phase 2 upgrades would take 9.5 months to complete, however,
implementation was more complex and slower than expected. During 2009, staff reported to City
Council on some of the system implementation challenges they encountered with the Utilities
Module (CMR: 129:09 and CMR:350:09). In May 2009, staff completed migration of the utility data
to the SAP system and began beta testing with a sample of 463 utility customers. In January 2010,
staff activated the on-line bill payment feature for all utility customers.
MONITORING RESULTS
• There were no major deficiencies noted during Phase 1 upgrades.
For the SAP upgrades to the employee and manager self-service tools (Phase 1), we reviewed
previously noted areas of weakness from the 2007 Audit of SAP Payroll Controls. Our monitoring
results indicated intemal controls had improved with the Phase 1 upgrades.
SAP uses a system of assigned "roles" to prevent users from entering transactions and changes
outside the scope of their authority. Prior to the Phase 1 upgrades, some managers were able to
approve timeca~s and transactions Citywide, instead of only within their aSSigned function. With
the implementation of the Phase 1 upgrades, approval for timecards and transactions are now
generally restricted to approved employees and managers within the departmental organization.
• Phase 2 Implementation C)f the SAP Utilities system was more complex and
encountered more problems than staff Initially anticipated. While the system was
fully operatiQllalln January 2010, staff continues to address post-Implementation
Issues.
During Phase 2, ~ did not identify any major deficiencies during the Initial blue printing and design
stages of the Utilities Module. However, during the unit and integration testing phases, our
mon!toring identified potential concems regarding the Incorporation of user input from integration
testing, system security, and contingency planning for the.iransition from the existing system to the
new SAP Utilities module. In Decemt?er 2008, the City Auditor's Office met with SAP project
management staff to discuss these areas and reported this in our Qualterly Report. The
Administrative Services Department (ASD) followed up with audit staff to report progress in these
areas and expressed interest in obtaining an extemal test of the system's vulnerabilities to further
address the areas of concem.
The City Auditor's Office coordinated with the independent external auditors, Maze and Associates,
to conduct a network scan of the system, including a network vulnerability scan and a web
application scan. The results were reported in Maze and Associates' Memorandum on Internal
Control in December 2009 (see attached) .. Their assessment evaluated the following:
. ,Q Internet access defenses Including hacker prevention, detection and deterrent systems,
0, Security of data from physical or network access,
o· Adequately protecting data from unauthorized internal access, and
o Reasonable measures to ensure continuation of service.
Maze's netWork assessment did not indicate material weaknesses or serious exploitable
vulnerabilities, but did identify best practices to implement. These areas included the use of audit
logs, firewalls, encrypting cardholder data, using unique system administrator names, a change
control process, implementing periodic vulnerability scans, ensuring timely upqates or patches are
made to the system, and Implementation of National Institute of Standards and Technology (NIST)
standards. Maze's assessment also verified concems regarding system security and noted the
~ Importance of PCI·DSS compliance and potential liability if there is a data breach and the
organization is. found to beout of compliance at the time of the breach (Le. the organization could
be held liable for losses of cardholders, banks, and card brand). According to the assessment, pCI-
DSS standards apply to any organization that transmits, processes, or stores credit card information
to ensure the protection of cardholder data.
Since the network assessment, staff reports the SAP Utilities system now encrypts cardholder data,
has. an internal firewall, and activated the audit logs. Staff is still in the process of developing
processes to ensure they identify and apply security patch updates as soon as they are available.
Staff is also conSidering implementation of NIST and an intrusion detection system.
Although staff reports several of these areas have been resolved, the "My Utilities Account" for the
on-line bill payment feature has not yet been certified as PCI-DSS compliant. According to ASD
staff, SAP is responsible for seeking this approval and has not yet received confirmation of the
certification.
In addition to the network assessment, Maze and Associates conducted Ii! limited review of the
system implementation during the Fiscal Year (FY) 2009 audit of the City'sfinani:ial statements.
They sampled 45 billings under the new system, reviewed revenues for the utility funds for FY 2009,
reviewed correcting journal entries staff had identified, and noted the impact on customer support
time due to billing and transition issues.
The external auditors did not find material errors in the utility fund revenue, but they did categorize
their review of the utility system implementation on the Schedule of Significant Deficiencies stating,
" ... the system implementation issues If/eft uncorrected represent a potential for errors to occur and
go undetected without timely identification and resolution. We are aware that staff has[sic]
continued to work on resolving these issues and bringing increased reliability to the system.
Resources should continue to be brought to bear to complete the implementation and correct
system issues so that accurate data is produced without staff intetvention."
In response, staff reported that these prior billing errors were limited and 99.33% of utility bills were
correct, with staff detecting and correcting the remaining errors. Staff also noted additional
resources had been committed. to improving the system (see attached). As of January 2010, staff
reported improvements in billings, with a billing accuracy rate of 99.97%.
In addition to the above noted areas, staff also reported progress in addressing 17 critical "post-
implementation" areas identified in the October 2009 Amendment No.2 to the Axon Consultant
contract. Axon is the City's consultant for upgrading and implementing the SAP Utilities module. At
the time of Amendment No.2, staff utilized manual workarounds until permanent system solutions
could be developed. As of the writing of this update, ASD and Utilities staff reported progress in
developing system solutions to address 16 of these 17 critical areas, but also noted that other non-
critical issues and enhancements may still require attention and resources. Since the City Auditor's
Office has not audited the SAP Utilities system, we are relying on management's assessment. As
staff continues to Identify system enhancements and adjustments, staff should ensure the system
produces accurate data without staff intervention. This is espeCially important given the system's
key function as a financial internal control for the seven utility revenues and expenses.
In January 2010, staff activated the on-line bill payment feature for,al! utility customers. With the
completion of our monitoring, the City Auditor's Office plans to move forward with the next phase of
SAP assessments outlined in our workplan • to conduct audit sampling of SAP transactions. This
audit sampling will allow us to analyze specific units within the City's entire SAP system, which we
believe to be an integral part of the City's financial internal control structure and merits additional
review. '
We thank the staff In the Administrative Services Department, utilities Department, and the
Information Technology Division for their continuing cooperation and assistance during this project.
Respectfully submitted,
, "
~?~(B~~
Lynda Srouchoud, City Auditor
Attachment: Excerpts from Maze and Associates' 2009 Memorandum on Internal Control
, pertaining to the Utility system implementation
Audit staff: Edwin Young, Senior Auditor
SAP Chronology
Background:
Jyly 2002: SAP chosen as the Enterprise Resource Planning (ERP) system for human resources,
financial accounting, and budgeting. EA Consulting, Inc. contracted to implement SAP in the
amount of $3,168,328.
FY 2003: SAP Implementation completed for the areas noted above.
October 2007: City Council approved a $6,292,073 contract with Axon Solutions, Inc. to upgrade
SAP software and Implement SAP Utilities module (CMR:386:07)
November 2007: SAP Phase I upgrades started.
July 2008: SAP Phase I upgrades completed for employee and manager self-service tools.
July 2008: SAP Phase II for Utilities module started. Original SAP Utilities module projecttimeline:
• April 2008: Project preparations
• May-July 2008: Blueprint and design processes
• . August -November 2008: Project realization and discussions
• December 2008 to January 2009: Final Prepllrations (including training)
• February 2009: "Go-Live" planned
• February -March 2009: Post-support planned
The 8 workteams Included: Customer Service, Device Management, Billing, Contract Accounts,
Integration, Technical and Data Migration, BlllerDlrect, and Quality and Change Management. ..
December 20'08: City Auditor's Office meets with SAP project managers and steering committee to
discuss monitoring. .
Februarv 2009: Axon Solutions, Inc. contract increased $1,259,290 for a total of $8,047,368 for the
SAP upgrades and Utilities module (CMR:129:09).
April 2009: City Auditor coordinates with external auditors to conduct a network scan of the Utilities
SAP system. The assessment was conducted in May and discussed with staff in early June 2009.
May 4. 2009: SAP Utilities module activated (actual "go-live") and beta testing of on-line bill
payment begins for about 463 customers. .'
August 2009: Utilities SAP Billing Update (CMR:350:09) details SAP Utilities system problems,
Utilities billing issues affected approximately 6% of customers and Impacted customer service. The
staff report included examples of bill print errors and delays in customer billings.
Ocmber 2009: Amendment No.2 to the Axon contract provides fur system support through June
2010, fur a total contract value of $8,774,579. In Exhibit B-4A of Amendment No. 2, staff
identified 17 issues to resolve during the maintenance and enhancement of the system. In
approving Amendment No.2, City Council directed the City Attomey to retain outside counsel to
conduct a legal review of the contract. According to staff, outside counsel worked with ASD and
the City Attorney's Office to perform this review, which resulted In the identification of the 17
issues contained in Exhibit B-4A.
December 2009: Maze and Associates audit of the City of Palo Alto financial statements (as of
June 30, 2009) includes the Utilities System Implementation in its category of Significant·
Deficiencies.
Janyary 2010: City staff activated the on-line bill payment feature for all utility customers.
MAZE&
ASSOCIATES
ATTACHMENT A
ACCOUNTANCYCOR~noN
1418 BUtlidrirAva • Suite 216
PhRIunf HIli, CIIIIIomIa 94S21
(U,) tIIfNIBOI· FA1t (9I6J NHn88
. IJIIUIIOm_ODlatee.CCIII!
MEMORANDUM ON INTERNAL CONTROL www.m_od.tIeB.c::om .
. October 23. 2009
To .tho Clta Council of tho
Clta of Palo Alto, California
In planning and pori'ormlng our audit of tho fmancial statements of tho City of Palo Alto 118 of and for tho
year onded luno 30, 2009; In aocordanOIl with audltlna stariilarde genorally al:llOptOd in tho United States
of America, we COIIJideNd tho CItY's Internal control over financial roportins (inlemal conlrOl) as a basis
for dOllplns our auditing procedures ibr tho purpOlO of expre. our oplnfonon tho ftnanclal,
statement., but not ibr tho PurpOlO of clIpnsUlng BIl opinion on tho efroctivonOis of the Cita's Internal
con1rOl. AocordlnalY, we do not express an opinion on the offectlVIIIIOI8 of tho Cita's internal control.
A conlrOl deficiency exlatI when tho duign or operation of a 'control does not allow managomant or
employ... in tho normal 00IIfIII of performing tIioIr .. slped ftmctIons, to provent or deteet
mlutatoments 011 a timely buls. A sipifioant defloiellcy rs a control deficiency, or OOII1blnalion· of
control,deflcloncles, that advol'llOly aft'ectl tho entlta's ability to initiate, authorize, record, process. ,or
report financfal data reliably in accordance with generally accepted accountins prinelplei SllCh that thoro
is more than a remota. likelihood thot a mlU1lllomont of tho entita's financial statemeills that Is more than
Inconsoqll!lDtlal will not be prevented or dotected by the entIta's Internal control.
A matorlal WoaknOIl Is a slsnJflcant deflolonoy, or combination of sJ(plIfIoantdeficlenclllS. that results in
morothan, a remota. likallhood that a miterial misstatement of the financial statements will not be
prevented or deteota.d by tho. ondta'slnternal control. '
Our conaidoratlon of lntemaJ control was for the limited purpoae described in tho first psrIJrllph and
, wou,ld not lI.Oeellalily 1denj511 all defIolenclOIIn IntomaI control that ml&bt be siplt~ deflclenclllS or
matoriII WIIIIIme88ea. We ~ no Il'lllUoIl that we couIder to be .mstarlal weUnoslOl, however, we
Idomiflod cortaIn deficiencies In ~ co,ntrol that we conalder to be slsnJt1cant defioioncloll that sro
Included on tIHI Sohedule ofSlplfIoant DoficlonclllS
, ,
Included In tho Schedulo of Other Matters are recommendations not mooting the above dofiDlllons that we
believe to be ofpotontlal boneflUo the City. "
The Clta's written rosponallS Included In this report ,have not been subjected to tho 'auditing procodureil
applied In the audit of tho finanolal.tatemants and,lICOOJdlnaJy, we exprou no opinion on them.
ThIs communication Is intended sololy fOr tho Inibrmatlon and UIO of management, Clta Council, othera
within tbe orpniDtlon. and agonclOi and pas .. throuib enlitiOl requirlns compUanoe with soneraIly
accepted sovernmont auditing standsrcIs, and Is not IntoJidedto be and should not be used by lIlyono other
than those specified partlos. '
~~,~
CITY OF PALO ALTO
MEMORANDUM ON INTERNAL CONTROL
SCHEDULE OF SIGNIFICANT DEFICIENCIES
20""'01 ~ Utili!)' Sy8te~ ImplementatlQIl
ATTACHMENT A
Bffective May 2009 the City Implemented a new utility billing system. There are a number of
complications which occurred In fiscal 2008-09 and required staff to record correcting journal entries.
For example,
• Certein interfund billings for utility services wore corrected witb journal entrles due to system
errors.
• A dupilcate billing was detected by staff and corrected laie In fisIlBl200S-09. . ...
. • Certeln ~lttanCe advlcOs contain data 0I'r0I'lI such tbatthe amount listed as due on the remittance
stub portion of the invo~ is ~neous while the dolail on tho customor Invoicil portio/) Is colfllllt.
• Customer support urne has drainatically Inoreased due to bllllng and transition Issuos.
Wo met with staff anli "",Iewed documentation oftho above Issues and dlsclII~ the s_ of the syatem
Implementation. We also selected a semple ofbUlIngs under tho JIIIW syslem and teated utility &i11lngs for
propriety. We IIi:!tid one 81UJ11pt1on outoffo!'t)'-five billl1l88 due to .refuse charge. from tho formerbauler
• that staff could not .suppolt. We also perform certelnanalytical procedures to gain further evidence that,
revenues for tlie utili!), l\lJl'ds were materially aocurate for fi8\laI2008·09 and did not nl)la materlalorrors. '
Whllo it is importerit: to note that 118ft detOcted tho above errors and made appropriate corrections in fiscal
2008·09, tho system Implen\entatlon Is.sues if loft UlIco~ represent a potential for, errors to occur and
go undetected with out tllnely idontl~ation and I'\lIOlutlon., W 0 are aware that 'Itaffhave continued to
work on resolving these IslUIIS and bringing Increased reliability to tho8)'stem. Rescurces should continue
to be brought to bear to complete the Implementation and correct system I saues so that aocurale data is
pnxIucod without staff intervention.
Manag_nt RespolII':, Since hnplemeniatlon of the SAP utility bUllng and cu.atomer inforn1~tlon ~
In May 2009, tho system hilS performcdas expected overall. The vast qorlJY ofutillty bills (99.~3%)
are solniout ontlll1e and IIrt oorrect. However, in tho area of'blUlng. staff has expor\.CO!f unexpected
challenges with a small number of billing errors. Shortly after go-lIvo, 'a small number of bills,
approximately 200 out 0130,000 mouthly bill. were sent toCustomor8 with Incomot amounts In the bill
detaiL Correct bills were later 1fII!t. Sinee that time, blllll that have an Inoorreot bill detail hllve _
caught by staff and corrected. In theBO instances, the total bill amount Is correct on the bill payniont stub
on tho ftontofthe bill; however, the bill detail Inside tho bill doc. not reDeet thoseme totel. Staff 18 .
working to eliminate any In'Siancos of errors in bllliog detaiL Additional resources have been cOmmitted to this effort. .... .
Since tho August tlri1eframc.. customer service response time has improved and It continues 10 treiId·
, downward rofJcctlng Improved l'IiIsponse. This is reflected In the call hold time measure which was nearly
SO minutes In late August and has dropped to less than four minutes in October.
ClTYOF PALO ALTO
MEMORANDUM ON INTERNAL CONTROL
SCHEDULE OF OTHER MATTERS
20.,-01-Utility BllIIlIg System D' Control,
ATTACHMENT A
During fiscal lOOS-O\ll!laff requested that we pertbrm an lriformation System Review of the new utility
billing system. Our work was performed using the certification and accreditation framework developed
by the National Institute, of' Standards and Technology (NIST) for the Federal Information Security
Management Act (FlSMA). Our ,procedures included performing an eKtemal network scan based on
NlST criteria and in determining thalintemal control plOV Ides for:
'» 'hI~m~t access defimses including hacker prev~titlon. detection and deterrent systems,
'» Seourlty of data from ph)'lllcal or network aceess
'» Adequately protecting data ffom unauthorized Intemal access
'» Reasonable measures to ensure cOntinUation of sery1ce
While the results of our WOrk did not IndICate material weaknesses or serious exploitable vulnerabilities.
,we did note a few areas which could be improved which Were communicated to staff for follow-up,
Management Ruponl6; The City has enCJYpted credit' card data and installed an in~rnsl firewall device.
An existing proeoss to review role aasigninents In SA" has bean revlsod to inolude'the new 101.es in
SAP/cCS. Th,ls continues to provide protection against unauthorized internal access. '
2009·03 -Otber Interilal COntrol Are ..
,With our currant year audit we rotated some of our emphasl~ to delve deeper In ,to a variety of areas 'as we
were able to build <in the extensive controls work conducted last year due to new audit standards. As a
result we notsd the following controls wldoh were not deemed material weaknesses. but did warrant
improvement. We commuuicatsd theaeto staff for their use in determining appropriate action.
ACCOlillts Reel/Iva,," iUcollCUlaHmt ~ Based on our control testing of receivable. oversight and
reconolilations, wllnoted that staff had not performed the sub-module reconciliation to the General ledger
in December 2008. The reports goneratod from' module were not properly reflecting correct balances as
the IT department was in the proces.ofupdating the repOrts in order to fix the problem. ' .
/IIanQgemllllt Rlllpon,,: The report his been corrected' and the reconciliation has been completed for eaoh
month of the f1sesl year. .
ClldR411ter Rtlllkll' tlltd ApPl'Oval.Besed on our control testing, we noted no evidence that check
registerRports were reviewed and approved smce the Sr. Accountant In charge was trallBferred to the
Enterprise Accounting section In August 2008; Check register I'I!)Ilews should be documented to ensure
proper Intemal control for dlsburaemetit In piaoe. We recommend the City assign a designated staff to
. revlc:iw and approve tho chack register report at least on monthly basis to ensure proper control of
dlsburSllinerlt during the transition period. .
Managfm,"1 R,sponse: The Accounts Payable Superviscr now reviews the oheck register in datall each
time checks are Issued. The Supervisor than certifies in writing. that the register has been revieWed !lRd
Indicates on the certification whether there were any exceptions that were noted during the review. This
certlfieatlon Is then attached to the oheck register and filed in the approprlata binder.
FINANCE COMMITTEE
Regular Meeting
February 16, 2010
Mr. Keen'e said the outreach would need to be well designed. Council would
need to know they have the best' information from Staff and the Community.
Demand could be significant enough to have to spread the, cuts around.
Chair Schmid said that in the previous year Staff did a great job In an almost
emergency situation., This year Staff and Council has more Information and can
better design a program. '
Mr. Keene said to be cautious about cuts that would not be able to be
Implemented on July 1, 2010. '
Chair Schmid' Said that last years issues were one year delays, but now
structural changes are being discussed.
Council Member Espinosa it could be a process where the structural changes
occur over time.
Council Member Scharff agreed. Interim cuts would not work, structural
changes allow the community to move on.
Administrative SerVices Director Lalo Perez introduced the new Budget Manager
Marc Puckett to the Committee. ' '
3. Auditor's Office Quarterly Report as of December 31, 2009
City Auditor Lynda Brouchoudspoke regarding the Auditor's Office Quarterly
Report. She said the Municipal Code required quarterly reports to the City
Council on the status of the annual work plan. She stated that notable
reports were the Status of Audit Recommendations.issued in October 2009,
which reported that 45% of the open audit recommendations were resolved
and the Service Efforts and Accomplishments (SEA) report. During the first
half of FY 2010, the Auditor's Office revenue recoveries and other audit
savings have resulted in a total economic benefit of $452,681. The Auditor's
Office has also been Involved In several int,ernal control activities, listed in
18
FINANCE COMMITTEE
Regular Meeting
February 16, 2010
the Quarterly Report. With this Quarterly Report, the Auditor's Office was
also. providing a detailed update on the monitoring of the Utilities portion of
the$,l\P upgrades. Her office monitored Phpse 1 of the upgrades (the
ESS/Mss module) and the implementation of Phase 2 of the upgrades (the
Utilities module). She did not audit the system, she basically advised on
best practices, monltoted the Implementation of the system, and coordinated
the extern(ill auditor's external scan of. the system. Improvements occurred.
She said that Staff had been receptive to best practice suggestions. Three
areas are still outstanding. These include: (1) ensuring the system was
compliant with the purchasing card Industry (PCI) standards; (2)securlty
procedures and processes were in-place and updated, and processes for
patches were institutionalized; and (3) Staff was resolving post
Implementation areas, and manual work arounds were being minimized, and
internal controls were functioning. She said the system was fully operational
and the on-line payment portion activated in January. Her department's
monitoring would end. The next phase will Include audit sampling in the SAP
system. .
Administrative ServiCeS Director Lalo Perez said that the 17 items they needed
to addresshad been successfully addressed. lie said that a third party would
be able to determine the scope of service on the contract and provide feedback.
The issues outstanding were limited in scope and not significant. He said they
were not hitting the thirty day mark because when a patch was implemented it
could have adjustments to the configuration and code and they wanted to test
these in back up systems under test scenarios prior to implementing the
patches. He said they were searching for tools to dothe back up. Staff will
comeforward to the Council if there was a desire to change the billing format or
if Staff would like to see any enhancements going forward.
Ms. Brouchoud said the Council previously mentioned an interest in revisiting
the Auditor's Workplan after the Council retreat and the Council priorities were
set. She welComed suggestions for appropriate revisions.
Council Member Espinosa said that it always raised concerns for him when
agreed upon timellnes passed without the agreed upon implementations being
19
FINANCE COMMITTEE
Regular Meeting
February 16, 2010
implemented. He added that Mr. Perez's explanation of the 30 day time period
was reasonable.
Ms. Brouchoud said Mr. Perez was referring to the payment card industry
standard (PCI-DSS) of 30 days to implement patches for the system. She said
Cory Biggs with Maze. and Associates noted in December 2009 that when
organizations take the time to implement the enterprise resource planning
systems they work well. Staff found it does take time to implement all the
steps. The internal auditor's concernwas. related to ensuring internal controls
were in place and followed best practices. The auditor is not Involved with the
timeline or operations.
Mr. Perez said that the Auditor's· Office wanted to see a formalized and
documented process for patches and that's what Staff was working on. The
issues include patches, logs, and other controls that Were being Implemented.
Chair Schmid wanted to know if the SAP sampling would Involve a review of
controls to see If the system was working or If it was a checking of transactions
to see if the work was better or resulted In a more efficient system.
Ms. Brouchoud said that as the audit transltioned from monitoring the
implementation of the Utilities module to taking an audit sample, Staff would be
able to get to the efficiency questions. Ultimately the system was supposed to
provide financial accounting Information and general Information.
Chair Schmid asked what the matrix and standards were to measure if the
system was better or more efficient. . ,
Ms. Brouchoud said that wouldn't work for the whole system. Butwlth samples
Staff could work with a certain area at a micro-level to address these Issues,
e.g. Accounts Payable.
Chair Schmid asked about prospectively evaluating the bond process. He asked
if there was a timing issue If the biggest savings could come from placing the
. bonds at the right time. .
20
FINANCE COMMITTEE
Regular Meeting
February 16, 2010
Ms. Brouchoud said they weren't looking at the timing of the bond issuance.
She recognized the City had not issued General Obligation Bonds in a long time.
Her office was looking at internal controls for processing and spenQing the bond
proceeds, it would be a good idea to look at how Staff processes those bonds.
She said there was an oversight committee looking at the process.
Mr. Perez said it was a good time to issue bonds with the current low interest
rates. The timing was predicated by when the project needed the money.
Public Works was looking at the project commencing with funding being needed
in September.
Council Member Klein said he thought it was in the spring.
Mr. Perez asked the Public Works Director for an informational report. He said
the last issuance, which was a water revenue bond, had no takers at first. Then
it came in at ~.51, an excellent rate. If the City wanted to maintain the AAA
rating it was important to have that Long Range Financial Forecast show that
the deficit was being addressed.
Chair Schmid said there was an indication that the economy was picking up so
the issuance should not b~ postponed.
Budget Director Joe Saccio said that the timing was set for June. The design
works should be completed by then and there should be a process to bid.
Chair Schmid asked if June would be for the Downtown Library.
Mr. Saccio said it would be for Mitchell and Downtown.
MOTION: Council Member Klein moved, seconded by Council Member Scharff
thatthe Finance Committee recommends to the City Council acceptance of the
Auditor's Office Quarterly Report as of December 31, 2009.
MOTION PASSED 4-0.
21
RESOLUTION ___________
RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO
EXPRESSING APPRECIATION TO RAJESH MASHRUWALA
FOR OUTSTANDING PUBLIC SERVICE AS A
MEMBER OF THE LIBRARY ADVISORY COMMISSION
WHEREAS, Rajesh “Raj” Mashruwala served the City of Palo Alto as a member of the Library
Advisory Commission from September 2008 through January 2010; and
WHEREAS, Raj Mashruwala served as Vice Chair from July 2009, as well as served in various
sub-committees to guide the planning for library facility improvements; and
WHEREAS, Raj Mashruwala served as liaison to the Friends of the Palo Alto Library in 2009
and as alternate representative to the Library Bond Stakeholders Committee, demonstrated a ready
willingness to support outreach efforts, and in so doing earned the respect of a wide community of
library supporters; and
WHEREAS, Raj Mashruwala consistently advocated the vision within the Commission’s
Library Service Model Analysis and Recommendations Report for the Palo Alto City Library and
played a vital role to address concerns raised over the schematic designs of Downtown Library; and
WHEREAS, Raj Mashruwala willingly gave of his time and talents in support of the City of Palo
Alto Library Advisory Commission.
NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Palo Alto hereby
gratefully records and extends its sincere appreciation and the appreciation of the community to Raj
Mashruwala for his dedicated, excellent and effective service rendered to the City.
INTRODUCED AND PASSED: April 2010
ATTEST: APPROVED:
____________________ __________________
City Clerk Mayor
APPROVED AS TO FORM:
____________________ ___________________
City Attorney City Manager
City of Palo Alto
City Manager's Report
TO: HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: COMMUNITY SERVICES
DATE: APRIL 5, 2010 CMR: 180:10
REPORT TYPE: CONSENT
SUBJECT: Approval of an Amended and Restated PublicIPrivate Partnership Agreement
Between the City of Palo Alto and the Palo Alto Recreation Foundation
Concerning Mutual Assistance for the Provision of Community Service
Programs
RECOMMENDATION
Staff recommends that the City Council approve an Amended and Restated Agreement between
the City of Palo Alto and the Palo Alto Recreation Foundation (Attachment A).
BACKGROUND
The Palo Alto Recreation Foundation (Foundation) assists the City of Palo Alto Recreation
Division in sponsoring and funding programs and special events to promote the social, cultural
and recreational needs of Palo Alto residents and visitors to the city. The Foundation enhances
youth, senior, family and neighborhood interactions, and promotes health and wellness
throughout the Palo Alto community. Through collaborative efforts, the Foundation supports
many programs that play an integral part in the well being and sucoess of Palo Alto's residents
and youth.
Over the last 24 years, the Foundation has sponsored the following organizations and events:
African Odyssey, After School Outlet, Asian Film Festival, Art Fool's Day, Bay to Breakfast
Run, Baylands Clean Up Day, Baylands Interpretive Center Remodel, Beat the Backup, Camp
Programs and Scholarships, Camp Ventura, Cardinal Kid, Celebrate Palo Alto, Center for a New
Generation, Computer Recycling, Cultural Kaleidoscope, Downtown Holiday Celebrations,
Ecumenical Hunger Programs, Friends of the Children's Theatre, Halloween Haunt, Hippity
Hop, Holiday Concert Series, July 4 Chili Cook Off, Leave Your Car at Home, May Fete
Children's Parade, Middle School Athletics Program and Scholarships, Town Fair, Palo Alto
Babc Ruth, Palo Alto Day at Stanford, Palo Alto Safer Sunnner, Palo Alto Teen Center, Positive
Alternatives for Youth, Project LOOK!, Safe Ride, Sandcastles, Art & Other Architectural
Marvels, Snowmen & Sleighrides, Twilight Concerts, Youth Community Services and Youth
Council.
CMR: 180:10 Page 1 of3
5
The Foundation continues to provide vital support to the City of Palo Alto's Recreation Division
in sponsoring events, trainings and equipment that the Division is not able to provide within its
own budget allocation. Its main fundraiser, the Palo Alto Black & White Ball, is held bi-
annually and has served not only as a fundraiser for the Foundation, but has recently partnered
with other local non profit organizations (such as Partners in Education) to share event proceeds
to help meet other vital needs in the community. The Black and White Ball also serves as a key
community social event by bringing the community together to enjoy an evening filled with great
music, dancing and food.
The Foundation wishes to continue in the tradition of bringing the community together by
annually organizing World Music Day, part of a worldwide music festival that takes place on
June 21, which is usually the summer solstice. On this day, the sidewalks and plazas of
downtown Palo Alto will be transformed into musical stages for both amateur and professional
milsicians to showcase their talents. All concerts and performances are free and open to the
public. Last year, the Human Relations Commission (HRC) was the sponsor of World Music
Day as the event was organized by two HRC members. Because of the fluid nature of HRC
membership and the fact that commissions, in general, are set up as advisory bodies to the city,
not as special events organizers, the Palo Alto Recreation Foundation was approached and
agreed to take on the organization of World Music Day.
DISCUSSION
This document will serve to update the original agreement between the City of Palo Alto and the
Palo Alto Recreation Foundation for the assistance of Community Services, dated July 28, 1993.
The main changes to the document include the addition of the World Music Day as an event
produced by the Foundation .and clarification on the City services provided in-iclnd as it relates to
the two events produced by the Foundation. These in-kind services include some special events
permit fees, limited printing services, promotion of events on City website, and the use of facility
space by the Foundation for the production of these events. In addition, with this update, the City
Attorney's Office has taken the opportunity to update the language to make the agreement
consistent with other agreements, such as the recently approved agreement with the Family
Resources Foundation in Palo Alto for mutual cooperation and support (CMR 123:10).
RESOURCE IMPACT
The direct, indirect and in-kind services provided by the City to sustain this program have an
estimated value at $28,000. Of this total, $17,725 is staff time and $10,330 is in-kind services.
The benefit to the City received from the Foundation includes over $40,000 in program grants to
City programs annually. In addition, until 2002, the Community Services Department employed
a full time special events manager who produced the Black & White Ball, among other events.
Due to budget cuts and restructuring, this position was eliminated. The Recreation Foundation
stepped in at that time to independently produce the Black and White Ball event which they
continue to coordinate bi-annually. Regarding World Music Day, an unknown amount of
additional sales tax revenue will be realized from the attraction of thousands of spectators to
downtown Palo Alto for the annual World Music Day festival.
CMR: 180:10 Page 2 of3
•
POI,ICY IMPLICATIONS
The partnership would be categorized as a partnership under the City's PubliclPrivate
Partnership Policy (Attachment B).
ENVIRONMENTAL REVIEW
This reconunendation to approve an amended and restated contract is not considered a project
under the California Environmental Quality Act.
ATTACHMENTS
Attachment A:
Attachment B:
Agreement Between the City of Palo Alto and the Palo Alto Recreation
Foundation
Policy and Procedures 1-25, PUBLICIPRIV ATE P ARTNERSHlP
PREPAREDBY:~~~~~~~~~~~~~~==~~ ____ __
MI
~ .. ) . ~t ~DiV1~ager, Human Services
PREPARED/APPROVED BY: _____ ~--z~~~I:::-=t'L.~=-'---------
G TTS
Director of Community Services
CITY MANAGER APPROVAL: _____ -Tl?:::-&:==:z'f-__ -=~----
CMR: 180:10 Page 30f3
Attachment A
AMENDED AND RESTATED AGREEMENT BETWEEN THE CITY OF PALO ALTO
AND THE PALO ALTO RECREA nON FOUNDATION CONCERNING
ASSISTANCE RENDERED TO THE COMMUNITY SERVICES DEPARTMENT
THIS AMENDED AND RESTATED AGREEMENT (the "Agreement") is made
and entered into as of ,2010 (the "Effective Date"), by and between the CITY
OF PALO ALTO, a California chartered municipal corporation (the "CITY") and the PALO ALTO
RECREATION FOUNDATION, a California nonprofit public benefit corporation (the
"FOUNDATION").
WIT NESSETH:
WHEREAS, the CITY's recreation services are provided through the Recreation and
Golf Division of the CITY's Department of Community Services (the "Division"); and
WHEREAS, the expansion and improvement of the CITY's recreation services, with
the assistance of private individuals and organizations, will result in greater public benefit to be
derived from such services; and
WHEREAS, the FOUNDATION is organized and exists to assist the CITY with
fund-raising and other activities, and to generally promote the social, cultural and recreational needs
of the CITY and the greater Palo Alto area; and
WHEREAS, on October 2, 1991, the CITY and the FOUNDATION entered into an
agreement concerning the accounting, collection and purchasing services to be provided by the
CITY to the FOUNDATION, under which the CITY's staff routinely handles the FOUNDA nON's
funds, including donations, sponsorships, entry fees and the FOUNDATION's fundraiser expenses
and revenue (collectively referred to as the "cash handling services"); and
WHEREAS, on September 30,1991, the CITY and the FOUNDATION entered into
a hold harmless agreement to protect the CITY and the public from any loss or liability the CITY
might incur as a .result of the cash handling services, both such agreements being made in
anticipation of the negotiation and execution of this Agreement whieh will supersede the earlier
agreements; and
WHEREAS, the FOUNDA nON has made substantial contribution toward the
development and promotion of the Division and its reereation programs within the CITY, and the
FOUNDATION desires to continue to assist the CITY and the Division by providing the services set
forth under this Agreement; and
WHEREAS, the CITY desires to continue to receive the assistance of the
FOUNDA nON and to specify the scope of permissible CITY staff activities and services to assist
the FOUNDATION with its activities which enhance and benefit the CITY, as set forth under this
Agreement; and
WHEREAS, the FOUNDATION is a nonprofit public benefit corporation, duly
IOG330 jb 0073303
incorporated on December 18, 1986 under California law, which operates privately and
independently from the CITY and is duly authorized to provide the services contemplated by this
Agreement; and
WHEREAS, the parties intend that the result of this Agreement will be to provide
public benefit, in that the CITY and the Division will continue to be assisted and the CITY's social,
cultural and recreational needs will continue to be promoted and enhanced;
WHEREAS, the FOUNDATION also wishes to stage an annual World Music Day
event and the CITY wishes to collaborate with the FOUNDATION in that regard;
NOW, nmREFORE, in consideration of their mutual covenants, the parties hereto
agree as follows:
SECTION I -DEFINITIONS
The term "Board" shall mean the duly appointed board of directors of the
FOUNDATION.
1.2 CITY
The term "CITY" shall mean the City of Palo Alto, California, as presently existing,
plus all territory which may be added thereto during the tenn of this Agreement by annexation or
otherwise.
1.3 City Clerk
The term "City Clerk" shall mean tile duly appointed the City Clerk of the CITY or
her designated representative.
1.4 City Council
The term "City Council" shall mean the duly elected City Council of the CITY.
I.S City Manager
The term "City Manager" shall mean the duly appointed City Manager of the CITY
or his designated representative.
1.6 FOUNDATION
The term "FOUNDATION" shall mean the duly incorporated Palo Alto Recreation
Foundation.
2
100330 jb 0073303
1.7 Risk Manager
The term "Risk Manager" shall mean the duly appointed Risk Manager of the CITY,
or his designated representative.
SECTION 2 -PROJECT COORDINATION
2.1 The CITY
The City Manager shall represent the CITY for all purposes under this Agreement.
The Director of the CITY's Department of Community Services shall supervise the progress and
execution of this Agreement, and shall be assisted by the Director ofthe Division.
2.2 The FOUNDATION
The Board of the FOUNDATION shall represent the FOUNDATION for all
purposes under this Agreement. The President of the FOUNDATION shall supervise the progress
and execution of this Agreement.
SECTION 3 -TERM OF AGREEMENT
The term of this Agreement shall commence on the date of its execution by the
CITY. This Agreement shall remain in full force and effect until terminated as provided herein.
SECTION 4 -PURPOSE OF AGREEMENT
The CITY and the FOUNDATION hereby acknowledge and agree that the purpose
of this Agreement is to define the relationship and responsibilities of the CITY and the
FOUNDATION concerning the FOUNDA'I10N's activities which assist the CITY. Throughout the
term of this Agreement, the FOUNDATION shall continue to privately and independently function
to provide assistance and support to the CITY and to promote the social, cultural and recreational
needs ofthe CITY.
SECTION 5 -RESPONSIBILITIES OF THE FOUNDATION
The FOUNDATION shall provide the following services:
5.1 The FOUNDATION's Services
The FOUNDATION shall solicit, receive and distribute donations and grants of
materials, equipment, services and funds, or assist in such efforts by the CITY, for any of the
following purposes, all of which shall provide public benefit: (i) to benefit, assist or improve the
Division; (ii) to promote the social, cultural or recreational needs of the CITY; and (iii) to benefit,
support or assist any other activities or events that are consistent with or fulfill then existing the
Council's priorities or the CITY's policies.
, 3
100330 jb 0073303
5.2 Disposition of the FOUNDATION's Revenue
The FOUNDATION shall work with the CITY's staffto ensure that revenue which
the FOUNDA 110N generates from any source, including the revenue generated from the
FOUNDATION's fundraising event as provided under Section 5.3 hereof, shall be spent for the
purposes stated in Section 5.1 hereof, as determined by the FOUNDATION, subject to the CITY's
acceptance of any direct assistance as may be required by the CITY's policy. The CITY may also
routinely request donations and grants from the FOUNDATION for the special events sponsored by
the Division or any other CITY event or activity consistent with the purposes set forth in Section 5.1.
The FOUNDATION shall provide support for such the CITY activities and events in its sole
discretion.
5.3 The FOUNDATION's Fundraising Event
The FOUNDA110N shall co-sponsor, with the CITY, the FOUNDATION's fund-
raising event (the "Fundraiser"). As of tho date of commencement ofthis Agreement, the Fundraiser
is known as the "Palo Alto Black and White Ball." However, the theme of the Fundraiser may be
changed, in the FOUNDATION's discretion, without requiring any amendment to this Agreement so
long as any new theme is first approved by the CITY. The FOUNDATION shall receive all
proceeds from its Fundraiser as provided under this Agreement. The FOUNDATION shall spend
such proceeds as required under Section 5.2 hereof, to fulfill the purposes stated in Section 5.1
hereof.
The FOUNDATION shall have the following responsibilities concerning the
Fund raiser. Prior to each Fundraiser, the FOUNDATION shall: (i) pay the CITY any fees that may
be requested and collected in accordance with the CITY's municipal fee schedule related Lo the
rental of any CITY facility that may be required for the Fundraiser; (ii) obtain, at its sale cost,
adequate insurance coverage for the Fundraiser, as provided under Section 12 hereof; (iii) pay the
CITY any fees that may be requested and collected for any Police Department staff services that will
be needed for the Fundraiser; (iv) pay the CITY any fees that may be requested and collected for any
other miscellaneous CITY staff services that may be needed for the Fundraiser, other than Division
staff as provided under Sections 6.1, 6.2 and 6.3 hereof; (v) obtain any CITY pennits that may be
required for the FundraiseI' and pay the CITY any fees that may be requested and collected for the
issuance of permits; (vi) obtain any non-CITY permits needed for use of facilities for the Fundraiser
that are not owned by the CITY; (vii) obtain any needed alcohol control zone condition waiver from
the Chief of Police of the CITY if alcohol is to be consumed at any location within the Fundraiser;
and (viii) pay the CITY any fees that may be requested and collected for any printing, copying and
mailing expenses incurred by the CITY in connection with the Fundraiser.
5.4 The FOUNDATION's Annual World Music Day Event
The FOUNDA'I10N shall have the following responsibilities concerning the
annual World Music Day Event (the" Annual Music Event"). Prior to each Annual Music Event,
the FOUNDATION shall: (i) pay the CITY any fees that may be requested and collected under
the CITY's municipal fee schedule related to the rental of any CITY facility that may be
required for the Annual Music Event, except that the CITY will provide a meeting room at no
charge for the training of volunteers involved with the production of the Annual Music Event;
4
IOOJJO jb 0073303
(ii) obtain, at its sole cost, adequate insurance coverage for the Annual Music Event, as provided
under Section 12 hereof; (iii) pay the CITY any fees that may be requested and collected for any
extraordinary Police Department staff services that will be needed for the Annual Music Event;
(iv) pay the CITY any fees that may be requested and collected for any other extraordinary
miscellaneous CITY staff services that may be needed for the Annual Music Event, other than
Division staff services, as provided under Sections 6.1, 6.2 and 6.3 hereof; (v) obtain any CITY
special permits that may be required for the Annual Music Event; (vi) obtain any non-CITY
permits needed for use of facilities for the Annual Music Event that arc not owned by the CITY;
(vii) obtain any needed alcohol control zone condition waiver from the Chief of Police if alcohol
is to be consumed at any location within the Annual Music Event; and (viii) find and manage
musicians and volunteers to produce the Annual Music Event; (ix) find and manage sponsors for
the Annual Music Event; (x) plan all Annual Music Event details; (xi) promote the Annual
Music Event with the press and the community; (xii) develop content for the web site and all
marketing materials; and (xiii) manage the entire event in cooperation with CITY staff.
5.5 Capital Projects for the CITY
Notwithstanding Section 5.2 hereof, the FOUNDATION may plan, organize, fund
and provide donations to support and implement capital projects for the CITY on a case-by-case
basis. Notwithstanding the foregoing, in each case the CITY must desire that the project be
performed and all CITY discretionary approval processes and procedures, including under the
CITY's charter and municipal code and under California and federal law, must be complied with in
connection with the project.
5.6 The FOUNDATION's Printed Materials
The FOUNDATION shall provide to the CITY any routine and printed information
regarding its operations as requested by the CITY including, but not limited to, lists of current Board
members and officers, copies of Board training materials, brochures, publications, newsletters,
budgets and meeting minutes.
5,7 Citation to Cooperative Efforts of the CITY
The FOUNDATION shall refer to the cooperative efforts of the CITY in its
presentations, printed materials, fund solicitations and activities, as may be appl icable.
5.8 THE FOUNDATION's Legal Status
The FOUNDATION shall maintain, during the term of this Agreement, its nonprofit
corporation and tax-exempt status as provided by and under California and federal law. The
FOUNDATION shall adhere to its articles of incorporation and bylaws, which are attached hereto as
Exhibits UAU and US" and incorporated herein by this reference. The FOUNDATION shall notify
the CITY in the event that the FOUNDATION amends its articles of incorporation or bylaws. Any
such amendments shall be made in accordance with all applicable law.
5.9 Open Meetings
5
I00130jb0071101
The FOUNDATION shall conduct its meetings and election of officers in an open
and public manner and as otherwise may be required by any applicable law.
SECTION 6 -RESPONSIBILITIES OF THE cny
The parties agree that the CITY is solely responsible for the overall planning,
operation and management of the Division. To the extcnt made possible by the CITY's annual
budget allocations, the CITY shall co-sponsor, with the FOUNDATION, the Fundraiser and the
Annual Music Event, and shall perform the following services to assist the FOUNDATION pelfonn
its responsibilities under Section 5 hereof:
6.1 The CITY's Services
Subject to the CITY's annual budget allocation and approval process, including the
review and approval of the Division's budget as determined by the Council in its sole discretion, the
CITY shall provide the following services to the FOUNDATION: (i) CITY staff support services
within the Division to assist with organizing and holding the Fundraiser, as provided under Section
5.3 hereof; (ii) CITY staff support services with the Division to assist with organizing and holding
the Annual Music Event (on Father's Day), as provided under Section 5.4 here; (iii) CITY staff
support services within the Division to assist with regular and special Board meetings, including
preparation of the FOUNDATION's agendas, minutes and budgets; and (iv) temporary and
occasional use of the CITY's facility space for Board meetings and for volunteer training associated
with the Annual Music Event. Notwithstanding the foregoing, the City Manager or his designee
may, at any time during each and every fiscal year during the term hereof, reallocate or reduce the
amount of any of the CITY services assigned under the CITY's annual budget process to assist the
FOUNDATION. Such reallocation or reduction shall be accomplished as may be needed to best
allocate, in the City Manager's discretion, the CITY's limited resources.
6.2 The CITY's Services Related to the Annual World Music Day Event
Suhject to the CITY's annual budget allocation and approval process, including
the review and approval of the Division's budget as determined by the Council, acting in its sole
discretion, the CITY shall provide the following services to the FOUNDATION: 0) the Council
shall endorse the event and proclaim the third Sunday of June of each year as "World Music
Day" in Palo Alto; (ii) shall waive ordinary special event permit fees; (iii) shall waive ordinary
and regular policing costs; (iv) consistent with the CITY's policies and procedures shall post
information and links concerning the Annual Music Event on the CITY's web page for the
marketing of the Annual Music Event; (v) shall actively assist with the promotion and
advertising of the event both through CITY media and through the cooperation of Destination
Palo Alto; (vi) allow for the mention of the Annual Music Event at such events as public
concerts, gatherings and special events; (vii) shall provide at no cost a meeting room for the
training and orientation of event volunteers; (viii) provide printing services at no cost for the
printing of 2,000 event flyers; and (ix) provide assistance with processing any required
solicitation permit in order to enable musicians to sell their compact discs during the event to
offset their persona I expenses.
6.3 The CITY's Services Related to the Palo Alto Black & White Ball
6
100330 jb 0073303
Subject to the CITY's annual budget allocation and approval process, including
the review and approval of the Division's budget as determined by the Council, acting in its
sole discretion, the CITY shall provide the following services to the FOUNDATION: (i) the
Council shall endorse the event; Oi) shall waive ordinary special event permit fees; (iii) shall
waive ordinary and regular policing costs; (iv) consistent with the CITY's policies and
procedures shall post information and links concerning the Fundraiser on the CITY's web
page for the marketing of the Fundraiser; (v) shall actively assist with the promotion and
advertising of the event through the CITY's media; (vi) allow for the mention of the
Fundraiser at such events as public concerts, gatherings and special events; (vii) shall provide
at no cost a meeting room for the training and orientation of event volunteers; and (viii)
provide assistance with processing any required solicitation permit in order to enable
musicians to sell their compact discs during the event to offset their Rersonal expenses.
6.4 Thc CITY's Cash Handling Services for the FundraiseI'
The CITY shall also provide to the FOUNDATION cash handling services within
the Division needed solely in connection with the FundraiseI'. Such services shall consist of the
initial receipt of revenue collected for the Fundraiser. The CITY will provide these services to the
FOUNDATION in accordance with cash handling procedures developed, approved and otherwise.
mutually agreed upon by the parties prior to the CITY's receipt of revenue. The parties
acknowledge and agree that these procedures will be incorporated in the Agreement as Exhibit "C"
subsequent to the Effective Date.
6.5 Citation to Cooperative Efforts of the FOUNDA TI ON
The CITY shall acknowledge the support of the FOUNDATION in all CITY events
assisted or supported by the FOUNDATION, and in Division presentations, printed materials, fund
solicitations and other Division activities as may be applicable.
6.6 Compliance with Gift Policy
The CITY shall comply with its Policy and Procedures 1-18, "Gifts to the City," as
amended, when the CITY receives any donation or gift from the FOUNDATION, as contemplated
by this Agreement.
SECTION 7 • POTENTIALQPERATION OF .. THE FOUNDATION AS
UMBRELLA ORGANIZATION TO AFFILIATED GROUPS
The parties hereby acknowledge and agree that the FOUNDATION, as of the
Effective Date, operates privately and independently with no suhsidiary corporations or affiliated
organizations. However, the parties hereby agree that it would be beneficial to both the
FOUNDA TION and the CITY for the FOUNDATION to operate as a parent or umbrella
organization that, in addition to its current activities and within the scope of the organization's
purpose under its articles of incorporation, assists and fosters subsidiary corporations or affiliated
private groups or individuals (the "Affiliated Groups"). The Affiliated Groups would be limited to
organizations, groups or individuals that desire to sponsor various recreation, cultural or community
7
100330 jb 0013303
projects to assist and benefit the CITY and to promote the social, cultural and recreational needs of
the residents of and visitors to the CITY. The Affiliated Groups could operate through and in
conjunction with the FOUNDATION under this Agreement, in connection with the Affiliated
Groups' projects which benefit the CITY. The Affiliated Groups would therefore not be required to
enter into separate agreements with the CITY in order to perform their projects that benefit the
CITY. Prior to such time as the FOUNDATION may undertake to operate as a parent or umbrella
organization to one (1) or more Affiliated Groups, the parties hereto shall amend this Agreement to
specifY the scope of the intended relationship between the FOUNDATION, the Affiliated Groups
and the cny in order to best benefit the parties hereto and the CITY's programs and services.
SECTION 8 -TERMINATION OF AGREEMENT
Either party may suspend or terminate this Agreement, with or without cause, by
giving thirty (30) days' prior written notice thereof to the other party.
SECTION 9 -ASSIGNMf:<:NT
Both parties shall give their personal attention to the faithful performance of this
Agreement and shall not assign, transfer, convey, or otherwise dispose of this Agreement or any
right, title or interest in or to the same or any part thereof without the prior written consent of the
other party, and then only subject to such terms and conditions as the other party may require. The
consent to one assignment shall not be deemed to be the consent to any subsequent assignments.
Any assignment without such approval shall be void and, at the option of the other party, shall
terminate this Agreement and any license or privilege granted herein. This Agreement and any
interest herein shall not be assignable by operation of law without the prior written consent of the
other party.
SECTION 10 -NOTICES
All notices hereunder shall be given in writing and mailed, postage prepaid, by
certified mail, addressed as follows:
IOO330jb0073JOJ
To CITY:
Copy to:
Office of the City Clerk
250 Hamilton Avenue
Palo Alto, CA 94301
Director of Community Services Department
1305 Middlefield Road
. Palo Alto, CA 94301
To FOUNDATION: Board of Directors ofthe FOUNDATION
1305 Middlefield Road
Palo Alto, CA 94301
SECTION 11 -INDEMNITY
I J.I The CITY's Obligation to Indemnify the FOUNDA nON
8
The CITY agrees to protect,indemnify, hold hannless and defend the
FOUNDATION, its officers, agents and employees, from and against any and all claims, loss,
liability, demands, damages, costs, expenses or attorneys' fees caused by or arising out of the
CITY's, its officers', agents', subcontractors' or employees' negligent acts, errors, or omissions, or
willful misconduct, or conduct for which the law imposes strict liability on the CITY in the
perfOlmance or nonperformance of the terms of this Agreement, except: (i) for such loss or damage
caused by the sole or concurrent negligence or willful misconduct ofthe FOUNDATION; and (ii) as
expressly provided under Subsections 11.2.1 and 11.2.2 hereof.
11.2 The FOUNDATION's Obligation to Inderrmify the CITY
11.2.1 The FOUNDATION agrees to protect, indemnify, hold harmless and defend
the CITY, its officers, agents and employees, from and against any and all claims, loss, liability,
demands, damages, costs, expenses or attorneys' fees caused by or arising out of the
FOUNDATION's, its officers', agents', subcontractors', or employees' negligent acts, errors, or
omissions, or willful misconduct, or conduct for which the law imposes strict liability on the
FOUNDATION in the performance or nonperfonnance of the terms of this Agreement, except for
such loss or damage caused by the sole or concurrent negligence or willful misconduct of the CITY
and subject to the provisions of Subsections 11.2.2 and 11.2.3 hereof.
11.2.2 Notwithstanding the foregoing, the FOUNDATION further agrees to protect,
indemnify and hold harmless the CITY, its officers, agents, and employees, from any and all harm,
loss or liability that may result, or any claims or demands that may be made against the CITY, its
officers, agents or employees, by reason of or as a result of the CITY's, its officers', agents' or
employees' handling or undertaking any responsibility for the FOUNDATION funds or monies in
connection with the Fundraiser, as provided under Sections 6.1,6.2 and Exhibit "C" hereof, except
for any harm, loss or liability caused by or that arises from the negligence, gross negligence or
willful misconduct of the CITY in handling such funds. The FOUNDATION shall further reimburse
the CITY for the CITY's full costs incurred in connection with its defense of any and all suits,
actions, or other legal proceedings that may be brought or instituted by third persons in which such
third persons have prevailed against the CITY, its officers, agents or employees, either related to or
as a result of the CITY's, its officers', agents' or employees' handling or undertaking any
responsibility for the FOUNDATION funds or monies in conneCtion with the Fundraiser, as
provided under Sections 6.1, 6.2 and Exhibit "C n hereof, unless such suits, actions or other legal
proceedings are caused by or arise from the negligence, gross negligence or willful miseonduct of
the CITY in handling such funds.
I I .2.3 Notwithstanding the foregoing, the CITY and the FOUND A TION agree that,
except for the Fundraiser and the Annual Music Event, the FOUNDATION has no obligation under
this Agreement to indemnify the CITY against any claims, loss, liability, demands, damages, costs,
expenses or attorneys' fees caused by or arising out of the CITY events, activities or services that
may be or are assisted or supported by any FOUNDATION funds. However, the provisions of this
Subsection 11.2.3 do not apply to any claims, loss, liability, demands, damages, costs, expenses or
attomeys' fees arising out of or associated with the Fundraiser or the Annual Music Event.
SECTION 12 -INSURANCE
9
IOO330jb0073lO3
12.1 The FOUNDATION's Required Insurance Coverage
The FOUNDATION, shall, at its sole eost and expense, obtain prior to each
Fundraiser and each Annual Music Event a commercial gencralliability insurance policy, including
products and completed operations, personal and advertising, in the minimum coverage amount of
One Million Dollars ($1,000,000) per occurrence and in the aggregate. Such insurance coverage
shall be provided through a carrier or carriers with an A. M. Best & Co. rating of at least A:VII or
higher. The insurance coverage must name as insured not only the FOUNDATION, but also the
CITY, its officers, agents, employees and volunteers, and each of them, as named insureds under the
policy with respect to the Fundraiser and the Annual Music Event.
12.2 Fundraiser and/or Annual Music Event Where Alcohol Served
If alcohol is to be served at any Fundraiser or any Annual Music Event, the
FOUNDATION shall ensure that: (i) every server of aJeohol is adequately insured under California
law and to the satisfaction of the Risk Manager, in the Risk Manager's discretion, for such alcohol
service; (ii) the CITY and the FOUNDATION are named as additional insureds under each alcohol
insurance policy or policies with respect to the Fundraiser and/or the Annual Music Event, to the
satisfaction of the Risk Manager; and (iii) the FOUNDA nON obtains any necessary waiver from
the Chief of Police from the alcohol control zone condition under the Department of Alcoholic
Beverage Guidelines, as amended.
12.3 Certificate of Insurance
The FOUNDATION shall file ccrtificate(s) sufficiently evidencing the insurancc
coverage required under this Section with the Risk Manager at least five (5) days prior to each
FundraiseI' and each Annual Music Event. The certifieate(s) shall contain endorsement(s) stating
that the insurance is primary eoverage and will not be cancelled or altered by the insurer except after
filing with the City Clerk thirty (30) days' prior written notice of such cancellation or alteration, and
that the CITY is a named insured or named as an additional insured, as applicable, under the policy
or policies.
SECTION 13 • COMPLIANCE WITH LA WS
The FOUNDATION shall be bound by and shall comply with all applicable federal,
California and local laws, ordinances and directives insofar as they pertain to the performance of this
Agreement.
SECTION 14 -RIGHT OF THE CITY TO EXAMINE AND AUDIT
The FOUNDATION agrees to permit the CITY, including the City Auditor and the
Director of Administrative Services, or any duly authorized representatives thereof, to, at any
reasonable time during the term of this Agreement, have access to and the right to examine, or have
examined, all of the FOUNDATION's records, including its financial records. The CITY's right~
under this Section 14 shall include the right to audit, examine and eopy such records. The
FOUNDATION fUlther agrees to permit the CITY to audit, or have audited, for three (3) years
10
100330 jb (07330)
thereafter, all of the FOUNDATION's records pertaining to matters covered by this Agreement. The
FOUNDATION accordingly agrees to maintain such records for at least three (3) years following
the tennination ofthis Agreement for any reason.
SECTION 15 -AGREEMENT BINDING
The terms, covenants, and conditions of this Agreement shall apply to, and shall
bind, the heirs, successors, executors, admi nistrators, assigns, and subcontractors of both partics.
SECTION 16· WAIVERS
The waiver by either party of any breach or violation of any term, covenant, Or
condition of this Agreement or oLany provision, ordinance, or law shall not be deemed to be a
waiver of any other tenn, covenant, condition, ordinance, or law or of any subsequent breaeh or
violation of the same or of any other tenn, covenant, condition, ordinance, or law.
SECTION 17 -COSTS AND ATTORNEYS' FEES
The prevailing party in any action brought to enforce the terms of this Agreement or
arising out of this Agreement may recover its reasonable costs and attorneys' fees expended in
connection with such an action from the other party.
SECTION 18 • NONDISCRIMINATION
The FOUNDATION shall not, in the performance of this Agreement, discriminate in
the employment of any person on the basis 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.
SECTION 19 -AGREEMENT CONTAINS ALL UNDERSTANDINGS;
AMENDMENT
This document represents the entire and integrated agreement between the CITY and
the FOUNDATION and it supersedes all prior negotiations, representations, and agreements, either
written or oral, including the above-referenced cash handling services agreement between the
pruties, dated October 2, 1991, and the hold harmless agreement between the parties related to such
cash handling services, dated September 30, 1991. This document may be amended only by written
instrument, signed by the parties.
SECTION 20 -GOVERNING LAW
This Agreement shall be governed by the laws of the State of California.
SECTION 21 • AUTHORITY TO EXECUTE AGREEMENT
The FOUNDATION represents and warrants that it is a duly organized, validly
existing nonprofit public benefit corporation in good standing under the laws of the State of
I I
100110 Jb 00'1))03
California, and that its signatories to this Agreement are the and the
~--,--,--=-:-==-=-of the corporation, who are duly authorized to execute this Agreement on
behalf of the FOUNDATION.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
Effuctive Date.
CITY OF PALO ALTO PALO ALTO RECREATION FOUNDATION BY:~~~
City Manager
lis: eRE;.;; ID£ NT
APPROVED AS TO FORM:
IIs: ________ _
Senior Asst. City Attorney
APPROVED;
Director of Administrative Services
Director of Community Services
Attachments:
EXHIBIT "A":The FOUNDATION's Articles ofIncorporation
EXHlBIT "B": The FOUNDATION's Bylaws
EXHIBIT "C": Cash Handling Procedures Related to the Fundraiser
12
100330 jb 0073303
EXHIBIT" A"
The FOUNDATION's Articles oflncorporation [attached]
13
100330 jb 0073303
r--2
-' "*'~. ,
'!:i~~ll\~::Wl:M'" , .
.. EXHI8IT A,
\~.
:;0
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e8fuotnia . ="=~=."""'=. ====~ . OFFICE OF THE 'SECRETARY OF STATE
CORPORATION DIVISION
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'J, MARCH FON.G"EV,SecretaryofS,tate.pf the
State of Califdrriia, here by Certify: .. ,
That the annexecltranscript has been c'oinpared·.with
the corporate record on file in this off'i:Ce,bf· whi¢ll it
purports to be a copy, and that sameis full" trueand
,,: correct.
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IN WITNESS WHERE;OF, J execute
this certificate and· ~ffl.xJhe Great
Seal of the State of California this
. DEC. 2 2 J~Q6
SeCrelar!l 01 State
J
OF 'l'IIE
ARTICLE I. NAME.
1394524'
ENDORSED
F I: ',' ._) .,. ~'" .,., ~ ..
, 1.1,:,": ,,~;~,~,,; '''>j ... '-:'~:;J,'l <:l :im':t '
",\ ,".J .'f.~I" ",J.';i;,1!! ),:. ~
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.. " ·i3.£,a '1 '8 '1986 '
The name of this Corporation is Palo Alto Recreation Foundation.
ARTICLE II. PURPOSES
(a) This corp'oration b a nOll-profit pub+i" b~ne\fi t cp;rpor,ation' and
, ,ii,-Ilor o':'1anj,zed, for ;the PlOivate gain, of' anY,'p'erson; It is,.oJiganiud under
"the 'California Non-Profit Public Benefit Corporaticm +<tw for' charitable
And public purposes". , <; !
'(bl Th'; 'specific pilrpose of this <;orporation is to,assist the C,ity
'~f ,Palo-AH,C ,ilecreation Division 'through fUnd raising ana other activitie:o.
,; ~n .. providing, event"", :pr09raJ:ls, 'and facilities (lirnc;tuding site,acquisiUoni
, t6 -promote ~l)e sO'cial, ctiltura,ll and recreational needs of the r:esidf!,nts
,of',and V.!(sit,O,rs to the City of !!alo 'Alto. " . "
~TICLE III. INITIAL AGENT FOR SERVICE OF PROCESS.
The'name 8nd address ~n the State of California for this corporation's
initial agent· for service of process is;
Gary Cavalli
S8il"w",Verley St.
' ... Su.ibe'·C
Palo Alto, CA 94301
,ARTICL.E ,Ill. ,ORGANIZATION '"FOR TAX EXEMPT STIITUS.
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(al This corp'lration is organized and oP'lJ'at;;d "~:::i~i.V;"l~'':''for charitable
and public purposes wi thin the meaning of Inr!,,>;nai'Re;fe~il~,:~~,~"::!l~ction 501 (c) (33 :;i
(b) Nothwithstanding any other proVi!':'on "oJ; ,these ArUoles. 'thj" Corporation
sha,ll not c"rry on anY',other Activities not' penAA,1;;£,~dtobe carrieikoi; Ii) by
" <S.orporat!"n exempt "from Federal Income;' '#; uild~~~!\~",jt,fial R~v"n\:le Cdi$e Section
501'( c IIil, or (;:'1) "by '~'corporation cont#l>lltioii~ ,;tj:C'~!i~eli, .. i .. dedu,ctible under
Internal Revenue Code Section l70(c)12)~ , '~:~ '" ,>' ~,I
".: ! ?-. '<"-:'":~:.:."". .' . , ,
Ie) N.o substantial part of the a"tid!;f.,!' ,-0£ :th';~:,CbrpOraMol'l 'ii,~'al1 consist,
of carrying on propaganda, or otherwise ';-£'l'~~~~:9'''to,!i'i:if.'i:,u,!,';¢\i'>'~:gi,ljlation, and
the cor~or~tion shall not part~cip~te or i",:tetve~'eJIl: ~n,ri:')?$!1<i!d.cal,Campaign
(includl.ng the publ ishing or d1Stnbution of statetil"nt.,lo'0'l',~l;alf of any
candidate for public office. ,',',,' .. "
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EXHIllIT "B"
The FOUNDATION's Bylaws
14
100330 jbOO73303
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EXHIBIT B
. BY-LAWS OF THE
FALO 1ILTO RllCREATION FOtlNDATIOJl
A California Non-Profit Corporation
ARTICLE 1. OFFicES
T.oL Principal Offices. The principal office of the' carporation for
the transaction of its business is located in Santa Clara,County, California.
1.02;' 'Change of Address':
designate the specific address.
in Santa Clara Co~nty.
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The ll,oara of pirecj:au ma.y l;1y,r,esolution
f'or the pri.ncipal office of' the corporation
. ' '
1.03." 'Other Offices. The l'orporati',>D .ma" !'ls9 ,have 'of,fie"s ,a,t such
,~, other· plai,;;s; ,within or wi,th"ut the State of ,?",.u:orni3\, where it is quaH,fied
"'t6 dcj busin"ess,' as its business may require and as the Board of iDLrectors
may from,time,to'ti",,, designate.
ARTICLE II. MEMBERS.
2.01. Oetermination of Members. The ,corp,,=ation s:ha.ll make no provision
for members ex'capt, --however, pursuant to Sectior. 5310 of the Corporations Code
~f the S1:;:at,e. of Californiat .for the p'urp'o§:~ of .&.:>;:' statutory provision 'or rule
',of law relating to non"'profit corporationsi' the persons con"stituting its Board
cif Directors aha'll be considered the members o'f the corporation and shall
exercise all of the rig,hts and p"wersC)f members. " :.'" " ", ~. .
ARTICLE ilt; bIRECTORS
3.01. Number., The corporation shall have f;'ve directors and'collectively
. they' shall be known as' the Board of Pirectors. This number !1\ay be',,,himged by
amendment of this By-law, as provided below.
'3.02. 'Selection of Oirectors. The directors shall be appointed by the
Bo"rd of Di:~'ectors,~ acting ,in i~s ,capacity' as, the ,C<;>rporate.lI\ember.hip.
, .,' raj Eaqh di.rector shall, hold office £or a be!'m ·ot three (3) years,
:.: 'beginning JUly.J. !lnd 'expiring, on. June 30, thre,~ year. later; provided, that
"if' ~pori exph:adon of .such .term a. "succes.,,>;, has not yet. been selected and
.<jI!.iii.fi,ed; th~!l ':the director shall COl)tin~e ill of:ieeuntil ," successor has
'peeriselecte4" .. nd. qualified. , "~. :.. ,
_ t 1» '''he' terms of the various, airector. shall be staggered. so th'at,
to the maximum extent possible.,. and, ~.q.!lal number, oJ directors' terms e~pire
each year. The initial directors shall classify t;'~lllselves by ~"t, and shal~
assign one-'I 'two-, and three-year terms i' so as to provide for staggered terms.
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3,04" Vacanci". ,
(a) Vacancies o"n the Board of Directors shall exist on the death or
resignation of any' director and whenever the nu~ber of authorized directors
is increased~
(b) The Board of Directors may declare vacant the office of a director
if he or she is declared of unsound mind by an order ,of !,'ourt, or, if within
sixty (60) 'days after notice of his or her selection'to fill a vacancy, he
or she dO,e5 not accept the office either in w.itin9 or, by,attendfng a meeting
of the ,Bol>:rd of' £)irectors,'
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(c) , All vacancies shall be filled in the same manner asprovid'ed for
,the origina'l' selection ,if directors.
(dJ A person selected to fill a vacancy in an office for which a term
has already peen established shall hold office until the expiration of that
"term" A pe""on,selei:ted tO"fi'l1 a vacancy in"anewly 'create'd pos'i,t1.Qn shall
hol.d,.~ffide 'untii the ,;xpiration of the ~~rm pro::,ided forth:at f~sitiOJ1'
.3 ~OS. powers The di::::-ectors shall exercl.sk!: -the powers of the corporation,
c~ntrol its property I and conduct its affairs, except ~5 other.wlse. ,pro.h.ibited
by law,
3' .• ,06, ,puties. It shell be the duty. of the di'rectors' to:
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'.('aJ Perform any and ,all duties imposed <in 'them col'lective1y or individually
by law'c by the Articles of Incor'poratfon of this corporation, or by these By-laws;
(b) Appoint and remove I employ and discharge, and -except As otherwise
provided in these By-laws, Prescribe the duties and fix the compenliation, if
any, of all officers, agents and employees of the corpor'i:tt-iorq , '
{c J Supervise aH: officers, agents and employees of the, corporation to
assure their duties are pe=formed proper'ly;
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(d) Meet at such timeS and places as required by these By~lawsl
(e') 'Register their <Idcr ... s wi'th 'the s'i:c'retary of the.' ~biporation, and
, notic" ·of meetings mailed or telegraphed to them at such a,"dres.e~ shall' be
valid notices thereof •.
3 .07. Place .. of Meetincr, Meetirr'.1s shall"'be he 1<1 , at the prirlc.l,If~~ .office
.,of,the co"poration unless' etherwise' provided' by the. Iloard or 'at suc'!'i 'place
with·i·n or without· the State <if Califbrllii>.· whii:h has been cl~sl:gnate irQm time
ta'time by resolution of the Iloard,'of: Directors.' In apserli:e of '~"'CI1' ile:.sig-
nation, meeHngs shall be held at the princfp'ai office "0£ th~·:';oipoiati'on.
provided that any such meeting held elsewhere shall be valid if held on the
w..r<l;tte·n consent of 11.1'1 l'Jireetors' give! .. ellher' before or ,after the l1leetl,ng
alJd ,filed. with ·the secreta'=y of 'the'corporation, ' , .
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3.08. Regular and Annual ~eetinqs.
,( II) Regular: rn<';I't"n\1s of the Diractor" shall be held on, such day, at
'. suc.h tim", ai:>d.)~lac.e, as' th~ BOllrd may specify by resolution.
(b) ~he snllusl meeting of Directo", sh"ll be held on such day, at
such time and pl~l'e, as the pirec.tor" shall specify by resolution. At the
annual 'mee~ing,,; the D{r·.~c.~o·r~ shall conduct sueh businefj5 as may be appropriate
or as may be required by law.
:3.29. ,: ; ~pecj,al .M!i\at,ings. $p"cial meetings ·.of. the!loaid of Directors
,may be . .call,ed.oby tile Presiden,t, or,. ,1£ he or she is absG!}t or is unable or
I .refl,ls,e~ _tq-"-ac;:t"~ by tJle. Fir~t Vice-Pr.eaip..ent,· 01-" by any t\fG,.o~rectors, such
...
, 'meetings aha'll be held at the place, within,or without the' State o~ CalUornia,
designated by the p~rson or persons 'calling the meeting, or in the absence of
such 4~signation, at the principal office of the corporation • . ,' -.'. ." -,_. !'., •
''c ~ 3 ~13,~ .. ;'~~tice ot' Meetinqs~ ~he secretS\ry. of the corpor.at~on, or other
l'er'ion' ~es~9'1a~ed',bY, the, Presi<lent, shall deliver. n"t;<;\1 of t;h~.1:ime and place
of'meeting of the Board of Directors to each Director personall~'or b~ telegram
at leas~ three (3) days or by United states ~ail at least seven (7) <lays prior
,to the day of, the me!'ting,. except that notice of, all regu'lar meetings of bhe
Directors otlij;'r than' die annual meeting is ';'ereby, di$peosed .wi til ,and except
a. otl\erwil'e provided in these !Iy-.laws or under law. If ,&ent ,by mail or telegram,
th,! notice sfiali li>e, dJ"emed" to be delivered on its deposit ,in the United> States
mail or on i.ts delivery to th!', telegl'aph company. SUGh notice shall be addressed
t:o .eac;h b~r~c1:or;·~t .. his o,r h~r address as shown on the books ·,of ·.the corporation.
Xi the address <;>;t;.e Director is not so sh91ffi and is not readill'ascertainable,
.,the notic," shall be. addressed to him or her' .at the city of place ,in "hich the
me,eti'lg,,s ,of the ,Direct<;>rs are regulary held. ·Notice of time .and place of
holding qf ,''''xi adjQ\lrl)ed I]\eeting need not be given to ,abse'nt pirectors if, the
time a nil 1'1aceare,flxed at the meeting adjourned.
3.11. Contents of Notice. Notices of meetings, when required herein,
shall sp~d.fy the place, d~y, and hour of the meeting 'and the general 'na ture
of .the bu~:iness t~ be ~rllnsa9l:.ed.
" ,3.'12.,< Waiv,E\lr Qf Natice and·.Con.en~ to ,,l301d ;Meetings. ,Th" trans",,,t:'ions
pf, any ,,,,ee,t,ing Rf. ,!;;he BQard, however called and 'n¢ticedand whe!'ever lTeld,
ar~ as ,yalJ<t a.s, ~hQ,!ghthii' meeting ha«l been duly held after proper call and
noJ;1ce, po}ivide,d a qU<lrum as hereinafter defined is present and prov1de(l
,.that e.~1;he"be.f,o",eor after ,1:>11. l11eeting. eal'fl.,DirectQr not present signs Ii ~Ai1ter, pf notice, II,. consent to, holding the meeting, o'r an approval of 'the
m1nut~s the'reof.. All sucH waivers, consantsor .·approvals shall be' filed with
the corporate records or made part of the minutes of the meeting.
3.13. 'Quorum of Meetings.
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(a) ,A .ql,10rum shall, conslst of II l]1ajority Qf the cur·:r:ently filled positions
on the Boaltd. pf 'O.ir,e.ctors . . ;) ,' .. -' ,
(b) The Directors present at'll duly cal1eda,nd held meet.ing, at which a
quorum is initially present may continue to do business notwithstanding the
lo·ss of ~ quorum, .~t the meeting due to a withdrawal (It Oil ector s from the
meeting ..
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3.14. Conduct of ~.etin9 ••
!'a) Meetings of the Board of Directors shall be presi'ded OV(;i' by the
president of the,corpbration or, in his absence, by the Fir~t'Vice~president
of' the corporation, or in the absence of both, by a chairman, chose'n,.by,:,.
majority of the Directors present at the meeting, The s'ecretary of the
corporation sllall act as secretary of all meetingS' of the Board ,provided
that; in his or her absence, the presidin'g officer' shall' appoint another
person to act as secretary of the meeting. '
(b) Meetings shall be gOverned by 'Robert's Ruie' of' o't~e",,,,,:'such rules
may be revised from'time to tillie, in'sofar as 'such rules a':e"i\bt'-1nconsistent
with or i1'\ conflict with these 'By-laws, with; the Artic'les of 'Incor~or~tion
of this corporation', 'or 141th the'law. ,' ..
3.15. Major,lty Action as 'Board Action. EVery kct or decisiOn done, or
made by ,. majority of the'Pirectors present at a meeting duly held ,at which
a quorul'l1 is present is the" a'ct of 'the Board'· of Directors., .\].rll~ss the law,
the Art:i:cles of Incorporation'of the corporation, or these' By-laws re(juire
:·a greater number..' . , ~~
3.16 Act!,?,!, by Unanimous Writ'ten Consent without Neetinq. Any action
:£equired or, permitted t'o be -ta-ken by the Board-of Directors' under any pro"':
vision of 'law "may be ta.ken without a meeting, if all membolis 'of' I:ii,,' Board
shall consent in writing to Such, action. Such acti-on;'l)y"wrftten COIl"Sent
'shall be filed, wi th the minutes of" the, proceedings,?f' tile Board. 'Such written
consent".!oi 'consents shall have the samt( :force and-effect as t,he 'unanimous
'lot ... of the Directors., Any certificate of other documents fil~d under 'any
provision' of l~w which relates'to action so taken shall .. tate t'hat the action
was taken by unanimous writj:en consent of the B'eard of Pir,!ctors '.,.i'thout
a ,meeting, and 'that the Articles of, IncoFpbration and the By-law;; of, this:
corporation authorize the 'Pire"tors to so act" and' such statement shall be
prima faci~ evidence of such authority.
3.17. Compensa "ion. Dire"tors shall serve without compensation, except
that, subject to approval of the Board of Directors. t,hey 'may. be allowed
reasonable compensation for extraordinary.services and reasonable advance-
ment f.or l!eimbur~e~e.nt "Jo+· .. e~pe,n~e$ ,incurred .in· the 'p,erf-'orman.ce o.f. ·thei.r
regular duties as speci'fied'in paragraph-3.06; For' purposes' o'fthispa't.-
graph, approval by the Board, of ,!Jirector. means appro'val by a voteef'at least
three Directors, not including the'pirector to be paid. As' used herein
"el<traordin'ary dut'ies~'refers to the' pedo"mance 'of du1Oie's' not specifled
in" paragraph 3.06 which l>erformed in ,furth<!rance of ,tlie pri'mary purposes"
and powers of this cor,poration.' ~
ARTICLE IV.' OFFICERS.
4.01. Number of Officers. The officers of the corporation shall be a
Pres-ident, a Firs-t· Vi-c'e-President, a Second Vice-President, a Secretary,
and a Treasurer. The corporation may also have;. -as determined' by the:'" Board
of Directors, one or more additional Vice-Presidents, Assistant secretaries,
Assistant Treasure"s, or other such office,,!;.
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4.02. Qualific.at;:ipn, Election, and Term of Offioe. Any pe.rson may
serve as an officer of this corporation. Of"Uce,>;s shall be "leRte<l by"the
Board of Directors, at any time, and each officer shall hold office until
he or she resi9ns or is r~moyed or is otherwise d-ieq,ualiJied to. serve or
until his or 'her successor shail be elected 'and qualified, whichever occurs
first.
, .. ' 4.03. S~bordinate dfficers. The Board of Directors,may appoint such
other officers or a9'ent~ as it may deem, dosirabl~, and Bouch officers shall.
~se'rve such tetms, have such authori,ty, and pe~form suc~. ~_4~ies as may. be
'prsscribe<l l:'rom time to time by the Board ot" Directors.
'4.04. " 'Removal' and Resiqn~tion. Any, officer may, be r'!'moved, ,either
IWith or 'without cause," by I the' Boai:i:l "of Dirac,tors,. at aI1Y: time. 'Any officer
may resign at any time by giving written notice 'to the Board of Directors
or to the President for Secretary of the eOFPoration~ Any such resignation
shall "take E!ffect at the date of receipt 'of such no::ice' or at' any, later
date specified 'therein, and, unle~s otherwise specIfied therein,' 'the accep-
tance of such resignation shall not be necessary to "',axe. it effective. The
above provision of' this section,stiai1"be'superseded' by apy conflicting terms
of, a contrac't ",bieh nas been approved or ratified by the" Board of Directors
relating to the employment of any officer of the cor?~ration.
4.05. Va:canbi'es. Any vacancy in the office, of ;anyofUcer shall be
fllled' by the Soa:rd of' Pirectors.' A vacancy in any c!'fice other !;han 'that
'of'the President may be' filled temporaii1y by appoinl:.':\erit by the President
until such time 'as the' Board shall fill the vacancy. Vacancies occurrin\!
in the offices of officers appointed at the d~scretio~ of the Board may
or may not be filled as the Board shall determine.
4.06. Duties of President. The President shall be the chief executive
officer of the corporation and shall, subject to the =ontrol of the Board
of Directors,-s'upervise and control tile affairs o.f'the corpora"tion •. He or
'she shall perform ~1~ dutie's incidlmt ,t.r;> his or her o,~fi"e and such other'
'dut:i~s as 'may i;,.:, r"<;I"ir'ed by faw, by the ArtiCli!',' o,~,tneox:poration of this
corperation, or by ,these By~laws, or whioh may, b<!, pr.,eicribed from time to
time by the Board of Directors.' He or she shall preside at all meeting of
the Board of Directors and, if applicable, of tile me::tl>erl', of the corporation.
, !lice';t ';is otheiwise expr",ss1y provi'd'ed by law, 'by the Art.ic1.eji-of, Incor,por-
ation, or by these By-laws, he or she shall, in the na:ne of the' corporation,
execute a~y deeds, l'(I.ortgages t bQnds t cont,raots., chec(:.~ /' or other instruments
which IlIay from:time~:t.o tiine be autho;:ized by the Boar;::', of Directors.
4 ;07. 'Du,tres of the First Vice-President. 'In, the al;>sence of the Pres-
ident, or in event of his or her inability or refusal'to act, the First Vice-
President shall perform ,all the duties of the Presipe~t, and when so acting
"shall' 'have 'all the pciwers of, subj~ct to a'11: the restdc,tions on, the P~esident.
The First vice~President shall have' other such powe~s and perform oth .. ,duties
as may be prescribed by law, by the Articles of In,co:::!,oration" or by these
'By""la:ws, or as may be prescribed by th'" BO,ard of' D"ir;'=tors •
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4.08. Duties of the Second Vice-President. The Secoiid Vice-President
shall have Buch powers and d~ties as are incident to the office of this
corporation and such other duties as m~y be required by law, by th~ Articles
9f Incorporation of 'this corporation, or by these By-laWs; 'or' which may
,be, assigned to him or h<i'r from time to time !?y the Board of ,Dl~ect'ors.
4.09. Duties of Secretary. The secretary shall',
(al Certify and keep at the principal office of the corporation the
original or a copy of theselly-laws as amended 9r otherwise altered to date I
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(b) Keep at the principal office of the corporation.;>r" at, ~,uc~ o,ther ...
place as the Board may dete=in', a book ",'f minutes of 'Ill'I1''leting o.f th,e
Directo.r., recording therein the time and,place of meeting; heid, whether
the meeti.n9' was re9ular or specia~, the nam~s of those pr~~,e,nt at. ~he meeting I
and'the proceedings thereo.f, ani! ,for special ';'eetings" ho>t;"the rneetinl< ,>{as
called and how notice thi>reof wa~, g'iven'. , "
(e) See that all notices
visions, of these By-laws or' as
a~e duly given in .acco.rdang,B
prescribed by law.
>Ii tit the;. Pro-
of i
Cd) Be custodian of records and of the seal of the corporatlon and
see that the seal is affixec to duly execQted docUl1J.ents wb.e·n.ever n'ecassary
or appropriate.
(e) Keep at the principal, office of the corpora!;!on 'I membership book
corltalrling the name and addre~s of every me~er, if any t ~n-dt 'iri:"'th.E!: case
where any membership has been terminated, he or she shall' record suqh fact
in'~he membership book together with "the date on which ~uc;h ~~~ership ~~ased.
(n 'Exhibit at all :t;easonable times to any Direotor of ,the corporation,
Or to his or her agent or attorney, on request thereof, the By-laws, the
membership bool<, and the min'.tes of the proceedings otthe, Directors of the
corporation.
(g) In general, pertor;:', all duties incident t'o, tne, office of,SecI'9tary . . ,. . \. ~; . .
and such other duties as may pe requlred by law, l:>y, t,hl! A"tic:~'lS of II)Gorpor-
atton of thi's corporaUcin, or by these By-laws, or which, may' be as~hjned him
or her from time to' ,time by the Board of Directors ." ' "
4',10',' Dutl'es of Treas"rer. Suoject to the prQvi~i.;ns'"of 'l\rj;;,;;te 'YI,' of' 'these By .... laws,· the Treasurer shall:: ,-. . ,". 'e".,,".· -, .,
(a) H'we charg,e' and custody of and be respollsiblefor,' ail fund,s and
.ecuritie's of ,the corporation, and deposi\: ali such funds in the name of
the corporation in such banks, ~rust c<?mpani~st or other ~~.~5i tori~s as
shall be selected by the Boa~d of Directors,
(b) Rec'eive, and g'ive re;eipt" fO~,
poration f"rom an'¥ ~ou~c'e 'whatsoever.·
monies due and,pay~ble to ~he oor-
(c) Disburse or "au,se to be di$bursed the funds of the corpo.r",tion,as
may be directed by th'e Boa~c of Dir:ectors,' taking proper vou-chers ior su'ch
disbursements. t ..
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(d) Keep and ma~ntain adequate. and oorreot acco~nts of the corporation's
properties "and business transaotions, including accounts of its a~sets, lia-
pili.ties.t receipts t di~bursernents t gains. and losses .
. Ie) fi"hibit .at all reason~ble times .the books of account and financial
records to 'a'~y Directo,r of t.he ,corporation, or to his or her agent .or.'attorney,
on request thereof. '
(f) Rend~r to the President and Directors, wheneve'r·'· reques·ted, an account
of any or all of his· or her' transactions as Treasurer and, of' the<financial
condition of , the corporation.
{g) Pr'tlpare, or cause to be ,prepare&, and certify,' or ca'use. t(? l?~ cert-
. Hied, the t'inancial statements to be included in any requit'ed rep."!it~·~
(h) In general, perform all duties
and such other duties as may be required
ation, by these By~laws, or which may be
time by the BO.l!rd of Directors.
incident to the office of Treasurer
by law, by the lIrHble's' of,' iricorpor-
assivned to him or her from time to
, '
A .11. .CompensaU"n. ~he offi"~r's of the corporation Shall "erVe wi th-
out salaries ..
ARTICLE. V. COMMITTEES '.
5.01. Executive Committe~. The'Board of Directors may by a majority
vQ,te of its-m~mbers, designate two -( 2) or more of it-s members .to const~:tute
.an Executive COllUl\ittee and delegate to such committee any of the powers' and . , .. ". auth.ority of .'the. co.rporation, except the power to adopt, amend, or r'ep,eal the
By-laws, prov'ided that such deleqation of authority shall not operate-llo
·relieve the Board of Directors or any individual Director of any ~es~onsibility
.imposed.on it' 'or him or her by law, by the lIrticles af Inco;rporabion of this
corpqra1;;i.on, or by .these By~la"s. oily a majority vote of its niembers, 'the
Board may at any time revoke or modify any or ill·l of the authority so' delegated,
increase or decrease, but riot: below two (2), the number of the Executive "
Comm,ittee's 'm,e,ml;>ers" and'fill 'vacancies'therein from yile members,Pf, the, Board.
T)1e Committ.ee 'l\lalles.tabliGh r~les and regulations for Its me<ltings and meet
.at' sl:\cht,ime.s as ':it ,deems.,n"ce.·s ... ry, provided" that a reasonable n~tic~"of all
meetings 'of the Co~ittee shall' be"given to its members; and 'no act: "ot'the
Committee spall be valid unless approved by a vote or written.con~"pt of a·
majority of its members·. The Committee shall "keep regular· minute;; Of its
proceedings and report the .same to the Board from time to time as the Boa17d
1llI'>' reqll,lre.
5.02. Standing and lid Hoc. Committees. The corporation shall have such
Stanoing and Ad Hoc Committees as may from time to time be desig.nated l,y
resolution of the Board of Directors.
ARTIC.I.E. Vl. EXE£U'l'ION .. OF· INSTRUMENTS t DEPOSITS t liND' ·FONDS.
, '.
6. 01, ,Execution of:: ,Ir\cs't.rU'tilents. The Board of Directors, except as other-
wise provided in these By-laws l may be resolution authorize any officer or agent
of the corporati~n to enter into any contract or execute and deliver any instru-
ments' in the nama" .. of and on behalf of the corporation, and such authority 'may
be general or confirned to specific instances. Unless so authorizee" no
officer, agent, or ernployeti shall have any power or authority to bind the
corporation by any contract or engagement or uo pledge its credit or to r~nder
-7-
it liable monetarily for any purpose or in any amount.
, , ,
6.02.: Checks and ,Notes. Except as otherwise specifically'det'errnined
by resolution of the Board of Directors l or as otherwise required by law,
,. checks, drafts, promi.ssory notes t 'orders-for the pa'Y'men-t of money, and other
evidence ,of indebtedness of the' corporation shall be signed by the Treasurer
and countersigned by the President of the corporation.
6,.03. Deposits. All funds of the corporation shall be deposited from
time to time: to, the creait of the corporation in such banks. ,trust companies.
or ~th~rdepo.itories as the Board of Directors may select.
6.04,' Gifts,. The Board of Direct,ors may accept, on behalf of the cor-
poration any\ contribution,' g.ift, bequest, or devise for the generai "'purposes
or any' special purpose o~ the corporation.
,
ARTICLE VII ", CORiORATE RECOfHlS. REPORTS, AND SEAL • . (. . -
7.01. MInutes of' Meetings. The corporation shall keep at' its pr:!:ri'cipal
, .' office., or at any such other place as the ,Board of Directors may order, a
book of minute I' of all meetings of Directors and,abdok of all meetings of
'members, if any. t.rhe minutes shall indicate the time and pIae'e of ho'lding
the meeting, whether the meeting i~ regular or special, the names ~f those
present, and the proceedings thereof; and, if for a special rne'sting'," the
minutes shall show how the meeting was called and notice 9i"en.
7 .02. Books of Ac'count. The corporation shall keep and" inainta'in
ads<luatt; .and correct. accounts of ·its properties and business tran~:ractfohSI
;!..r-cludin·9' accounts of it-s a·ssestst liabilities, receiIft.s, disburserne'nts,
. ·9.~lns I a.nd losses.
7,. O~. Xnspection by Directors. Every Director shall hav.e the a:bsolu te
ri<;ht at any reas,onable time to inspect 'illl bocks, records, documents of
every kind. and ~physical properties of the, corporation,
:p 7.04~ Corporate Seal. The Board of Directors may :ado'pt, use, -and",at
will' al t'l"" a corporation seal, S'Il'h seal Shall ,be "aff.txed to any corporate
, .' Instruments, "he!!eyer necessary 0, "apl.'ropriate" buc ,failure to affix' '1t shall
i]ot affect 'the validity of any s""h: instr\lJtlent. '
ARTlctt vrXX. FISCAL YE~.
8.01. Fiscal Year of the Corporation. The Board of Directors sha'l;l
adopt by resolution a fiscal year for the corporation, "hich may be a
cale~dar year Jlr any o,ther year*-,
ARTICEL IX. EY-LAWS.
9.01. Amendment .' subj,e9t't,0 an: ... provision of law ~pplicable' to the
amendment of BY-i'~Yws 'ot non-profit corporations, ,these<.By-laws, or ,any of
them, may be alt'ered,amended,' or repeale<i an"new BY~'~,aws adopted as follows:
."
-8-
,
'. " .-" ,
(aJ Subject to ·the power of the memb'ers, if any,.to ~chaoge ·or repeal
them, by the vote of a majority of Directors present at any regular or
special meeting of Directors at whl6h a quorWll is present, provided that
notice of such meeting and of the intention to change the By-laws thereat
is given each Director as provided in paragraph 3.10 of these B¥-laws, or by
,writ,ten consent of ',all Directors w'ithout a meeting as pr6;;id~d in paragraph
3.16 of 'these' Byc"law,e/ provided, however, that if ,ilny memJj~'rs are admitted
to the co:cp6ration, then a By-law" fixing or chan<:!ing ,the, number 0,'£ Directors
'of the corporation may not b,e ad'opted', amended, 'or repealed' except as p':ovided
in sub-paragraph (b) of this paragraph; or
(b)
any, or by
if any, at
purpose of
"
By written consent of a majority of members entitled to vote, if
the vote of a majority of a quorum of members entitled to vote,
a .,eo't,lng of members called and noticed as a meeting for the
ch;mging", the By-laws.
l\Il1.ICLE X. AMENDMENT OF ARTICLES.
10.01 Amendment of Articles Before Selection of 'Directors. ,Before any
Directo·rs have been selected, the Articles of Incorporation may Be amend.ed
by a writing sighned by the sole incorporator.
10,02. Amendment of Articles After selection of Directors. Ai,tor
Directors of the corporation have been selected, the Articles of Incorpor-
ation may be amended i9 the manner provided by law. In this regard, reference
is made to California Corporations Code Section 5810, et. seq., and in partic-
ular S~ction 581~.
ARTICLE XI. PROHIBITION AGAINST SHARING CORPORATE PROFITS AND ASSETS.
11.01. Prohibition Against Sharing Corporate Profits and Assets. No
member, Director, officer, employee, or other person connected with this
corporation; ~r any private individual, shall. receive at any time any of the
net earnings ,or pecuniary profit from the operations of the corporation, provided,
however, that this provision shall not prevent payment to any such person of .
reasonable compensation for services performed ·for the! corporation in effectin9
any of its purposes ,as shall be fixed by resolution of the Board of Directors;
and no such person pr persons shall be entitled to share in the distribution
of, and shall not receive, andy of the corporate assets on dissolution of the
corporation. ,All members, if any, of the corpora~ions shall be deemed to have
expressly consented and agreed that on such dissolution or winding up of the
affair~ of the corporation, whether voluntarily or involuntarily, the assets
of the corporation, after all debts have been satisfied, the~ remaining in
the hands of the Board of Directors shall be distributed as required by the
Articles of Incorpora.tion of this corporation and not otherwise.
ARTICLE XII. INDEMNIFICIATION OF CORPORATE AGEUTS.
12.01. Indemnification. The corporation shall indemnify each agent
of the corporation a9ainst any loss, claim, liability or demand arising out
of or in co~nection with such person "5 service as an· agent of this corporation·
under the circumstances and to the extent allowed by law. As used in this
section, "agent" n~eans any person Who is or was a Director, officer, employee
or; other agent of""ihe corporation~ .h'ith respect to indemnification allo ..... ed by
law I reference is made to C.p.lifornia Corporations Code Section ,5238 r as that
section now exists or ~ay hereafter be .amended~
-9-
... ' " , ,
"
( '-.. ' .'
I ,
.. '
CER~IFICATE OF ¥ECR~~~Y ..
OF.
. I herl'by certify tl:\~ t I am the dilly elecl;ed aqd .... ctinq p, .. <::retary of the
... bove-Illentioned corporation and that; ,the £or<l9,?ing IlY-;l!aws. q!'!ns!sting of 10
pages, constitute the By-laws of this ~oor'PQration 1'. duly' adqpt;!"d at a meeting·
of the Board of Directors thereof held on ,19~ ______ ___
DATEDl __ D",,:;..'-T.-=·:.:-' ..:;:' :..:,--=-_. -<I-=D'--__ , 19~-,,-
, .
" . ,,' ,
EXHIBIT "C"
Cash Handling Procedures Related to the Fundraiser
Thc CITY's cash handling services for the fundraiser is included on page 7, section 6.4.
15
Attachment B
POLICY AND PROCEDURES 1-2S/MGR
REVISED: AUGUST 2007
PUBLICIPRIV ATE PARTNERSHIPS
POLICY STATEMENT
The City of Palo Alto eneourages the fonnation of public/private partnerships for the benefits
the community receives. For the purposes of this policy, "public/private" also encompasses
"public/nonprofit" partnerships.
Definitions
Public/private partnership: A public/private partnership is an agreement between the City and
a nonprofit or private organization to provide services or to assist in fimding of public facilities
and programs. Such partnerships may take various forms, including:
• Acceptance of or solicitation of service or facility proposals
• Facilitation of such proposals through the City'S regulatory process
• Waiver of City General Fund fees to help reduce project costs.
• Contributions of City matching funds for construction of facilities to be owned and
controlled or operated by the City.
• Provision of facilities to the private partner at no charge or at a subsidized rent.
Public/private partnerships typically fall into one of three categories: co-sponsorship, alliances
or joint ventures.
Co-Sponsorships: This is the most common type of public/private partnership. An
organization furthers the mission of the City by supporting a City activity or program in
conjunction with pursuit of that organization's own mission or program. Co-sponsorships can
take the form of one-time events or armual agreements. Some examples of co-sponsorships
include the Palo Alto Tennis Club use of City courts to provide a youth tennis program and
American Youth Soccer Organization's use of space in a City facility to train referees. Co-
sponsorships are entered into by staff and nonnally have no or minimal financial impact.
Alliances: This type of public/private partnership involves organizations that have been
created for the sole purpose of supporting a City program or an array of City programs. The
organization does not expect to receive any direct financial benefit or to alter City policy
and/or operations, but undertakes to work closely and cooperatively with staff to implement
City goals. Alliance organizations include the Recreation, Foundation, the Art Center
Foundation (project Look or Cultural Kaleidoscope), the Friends of the Children's "theatre (the
Magic Castle), the Library Foundation and the Friends of the Palo Alto Library (financial
assistance with the renovation and expansion of the Children's Library). Alliances are
approved by the Council if there are any staffing or budgetary implications to the partnership.
1
POLICY AND PROCEDURES 1-2S/MGR
REVISED: AUGUST 2007
Joint Ventures: This type of partnership involves organizations which have programs or
missions independent of the City and involve the City entering into a contractual relationship
with the public or nonprofit organization with both parties contributing to the partnership for
their mutual benefit. Each joint venture is uniquely negotiated by the staff and approved by
the City Council. Examples of Joint Ventures include TheatreWorks, Palo Alto Players and
West Bay Opera's use of the Community Theatre and use of the fonner police station by older
adult service provider, Avenidas.
PROCEDURES
Initiation of partnerships: Public/private partnerships may be initiated in one of three
ways:
• By staff: Staff identifies an opportunity for such a partnership and undertakes
an informal or fonnal request for proposal process to identify partners.
• By Council: The City Council directs staff to work with a private or nonprofit
organization to develop such a partnership.
• By a private or nonprofit organization: An organization makes a partnership
proposal to the staff or City.
City Manager Review: If the partnership proposal involves more than one City
department, the City Manager's Office will appoint a team with representatives of all
City departments who are stakeholders in the partnership proposal. The team will
analyze the proposal and inform the City Manager of the resource implications of the
proposal, including staffing and monetary commitments. This would include proposed
fee waivers. If the proposal will require a re-ordering of department priorities that have
already been approved by the Council in setting its annual priorities or in the budget
process, Council approval will be required prior to commitment to the partnership.
Council approval will also be required if the partnership requires a new or adjusted
allocation of operating or capital funding. Note: Co-sponsorships usually only involve a
single department and do not necessitate the formation of an interdepartmental
committee, the involvement of the City Manager's Office or the approval of the City
Council.
City-Initiated Partnerships: Such partnerships will be guided by existing policies and
procedures governing purchasing and outsourcing, using "requests for proposals" andlor
bid processes as the method of initiating a partnership. A City-initiated partnership may
incorporate incentives including naming rights, waiver of non-enterprise fund building
and planning fees, reduced lease rates, free use of space, subsidies, and staff resources.
All incentives may be negotiated on a case-by-case basis.
2
POLICY AND PROCEDURES 1-251MGR
REVISED: AUGUST 2007
Evaluation of Viability of Partnering Organization: StatT will provide the City Manager
andlor City Council with its assessment of the viability of the proposed partnership, based
on the partnering organization's possession of sound organizational, administrative and
fiscal management, and its demonstrated experience to achieve and sustain project tasks,
such as fundraising and building community support. For proposed facility improvement
or expansion initiatives, the nonprofit or private organization should have the ability and
commitment to make a substantial pledge to the project's cost.
Facilities Proposals:
• If a City facility is to be renovated, expanded or otherwise be directly affected by
the partnership, the Infrastructure Management Plan will have to be adjusted
appropriately.
• Long-term staffing, operational and maintenance costs must be identified in the
proposal. The project's applicable costs and funding sources for furnishings,
fixtures and equipment will be identified.
• The parties will negotiate the joint or separate financial responsibility for any
project cost ovenuns on a project-by-project basis.
• Staff may recommend that any standard City processing or use fee authorized
under the Municipal Fee Schedule, excluding fees and charges levied by City of
Palo Alto Utilities or other City enterprise fund programs, should be waived as a
condition of the City's participation. Waiver offees may be granted by the Council
and limited to those fees associated with a construction or capital improvement
project which, upon its completion, results in a new or improved public facility,
building or park, or some portion thereof, that will be solely owned or controlled
by the City. In the event that only a portion of a construction or capital
improvement project will result in a new or improved City facility, building or
park, or portion thereof, then the Council may waive only that portion of any
associated fee directly relating to the construction, improvement or enhancement
of the City facility, building or park. As appropriate, the summary and
recommendation in the report to the Council will include a staff recommendation
on waiving fees which the Council can approve or reject.
• The City will detelmine whether the nonprofit or private organization shall use or
may forego a formal or informal competitive selection process in the hiring of
professionals who will perform the management, design andlor constmction
phases of the project. The City shall review and approve the requirements for and
the performance of all phases of design, planning and constmction work for the
project.
3
.,
City of Palo Alto 7
. City Manager's Report
TO: HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: PUBLIC WORKS
DATE: APRIL 5, 2010 CMR:179:10
REPORT TYPE: CONSENT
SUBJECT: Adoption of a Budget Amendment Ordinance for Fiscal Year 2010 to
Provide an Additional Appropriation of $25,981 to Capital Improvement
Program (CIP) PE-llOll, Highway 101 PedestrianlBicycle
Overpass/Underpass Project; and Approval of a Contract with Alta Planning
& Design in the Amount of $110,981 for Highway 101 PedestrianlBicycle
Overpass/Underpass Feasibility Study (PE-llOll) and $15,000 for Public
Outreach, Noticing, Printing and Mailing
RECOMMENDATION
Staff recommends that Council:
1. Adopt a Budget Amendment Ordinance (Attachment A) in the amount of $25,981 to
increase appropriation for CIP Project Highway 101 PedestrianlBicycle
Overpass/U nderpass Feasibility Study (PE-l1 0 11 ).
2. Approve and authorize the City Manager or designee to execute the attached contract with
Alta Planning & Design in the amount of $100,892 for a feasibility study and approval of
$10,089 for additional services.
3. Approve an additional $15,000 for public outreach, noticing, printing and mailing.
DISCUSSION
The project will conduct a feasibility study for a year-round pedestrian/bicycle grade separated
crossing of Highway 101 in Palo Alto to provide connectivity from residential and commerciaf
areas in south Palo Alto to the Palo Alto Baylands Nature Preserve, East Bayshore and San
Antonio businesses, and the regional Bay Trail network of bike trails. The need for a new year-
round pedestrian/bicycle crossing of Highway 101 in south Palo Alto was identified in the
Bicycle Transportation Plan and updated Baylands Master Plan. The existing current Adobe
Creek undercrossing is a seasonal facility that is only available six months during the year (April
15th to October 15111). The new grade separation will provide connectivity between the south Palo
Alto residential areas and the Baylands recreational and employment areas year-round.
The consultant's services shall consist of a preliminary investigation that will include an
evaluation and analysis of feasible alternatives, followed by development of the final feasibility
CMR:179:10 Page I of3
::.;
... study. The feasibility study shall be sufficiently complete to allow City Staff and City Council to
make well-infonned decisions regarding the cost and desirability of constructing a
The consultant's services shall consist of a preliminary investigation that will include an
evaluation and analysis of feasible alternatives, followed by development of the final feasibility
study. The feasibility study shall be sufficiently complete to allow City Staff and City Council to
make well-infonned decisions regarding the cost and desirability of constructing a
pedestrian/bicycle overpass/underpass over Highway 101 between Matadero Creek and San
Antonio Road. The consultant shall evaluate three alternative sites. Two crossing locations have
been identified at Adobe and Matadero Creeks. Should the City decide to proceed with a project
to construct a pedestrianlbicycle overpass/underpass, the Feasibility Study will provide
overcrossing and undercrossing options with cost estimates to be used as the basis for
detennining a preferred alternative. Please see Attachment C for the complete scope of services.
Summary of Solicitation Process
Proposal DescriptionlNumber NamelNumber of Proposal here
Proposed Length of Project Approximately 8 months
Number of Proposals Mailed 13
Total Days to Respond to Proposal 29
Pre-proposal Meeting Date None
Number of Company Attendees at
Pre-proposal Meeting
Number of Proposals Received: 8
Company Name Location (City, State) Selected for oralii
interview?
1. Drake Haglan and Associates Sacramento, CA No
2. Tetra Tech San Francisco, CA No
3. URS Corporation San Francisco, CA Yes
4. Callander Associates San Jose, CA Yes
5. Alta Planning + Design San Rafael, CA Yes
6. BKF Engineers Redwood City, CA Yes
Arcadis Marina, CA No
8. AECOM Technical Services San Jose, CA No
Range of Proposal Amounts $93,634 to $249,945
Submitted .
An evaluation committee consIstmg of staff members from Community and Planning
Development, Transportation Division and Public Works Engineering reviewed the proposals.
Four finns were invited to participate in oral interviews on February 16, 2010. The committee
carefully reviewed each firm's qualifications and submittal in response to the criteria identified in
the RFP. The evaluation committee unanimously selected Alta Planning + Design as the top
proposer. Alta Planning + Design was selected because of their strong design team and their
experience with bicycle facilities as well as their emphasis on a gateway bridge.
CMR:179:10 Page 2
-'
RESOURCE IMPACT
Funding for the feasibility in the amount of $1 00,000 has been budgeted in Capital Improvement
Program (CIP) Project PE-11O 11 for fiscal year 2009-2010. The amount of the contract is
$100,981 with $10,089 for additional services for a total contract amount of $110,981 An
additional $15,000 is needed for miscellaneous project costs such as public outreach, noticing,
printing and mailing. A BAO in the amount of$25,981 is required.
Staff submitted an appropriations request to the City's Congressional delegation for this project
in the amount of $7.65 million dollars per Council direction in January 2010. Specifically, the
federal funds would be used to complete the design, environmental studies and construction of a
new pedestrianlbicycle grade separated crossing of Highway 101 in Palo Alto. The project is
eligible to receive funding under Title 23 (Highways) of the U.S. Code under Federal-Aid
Highways. The project is not included in the regional or state transportation improvement plans
at the present time, but it is included in the Santa Clara Valley Transportation Authority's Valley
Transportation Plan (VTP 2035) countywide priority bicycle projects funding list.
POLICY IMPLICATIONS
Approval of the contract is consistent with City policies and previous Council direction.
ENVIRONMENTAL REVIEW
This is a planning and feasibility study and therefore is exempt from California Environmental
Quality Act (CEQA) review pursuant to Section 15262 of the CEQ A guidelines. Environmental
review will be conducted in connection with the Council's final approval of this study and next
phases.
ATTACHMENTS
Attachment A: BAO
Attachment B: Contract
PREPARED BY:
DEPARTMENT HEAD:
CITY MANAGER APPROVAL:
CMR:179:10 Page 3 of3
City of Palo Alto
City Manager's Report
TO: HONORABLE CITY COUNCIL
FROM: . CITY MANAGER DEPARTMENT: PUBLIC WORKS
DATE: APRIL 5, 2010 CMR:181:10
REPORT TYPE: CONSENT
SUBJECT: Adoption of a Resolution Authorizing the City Manager to Execute
the Cooperative Assistance Agreement Between the City of Palo Alto
and the United States Department of the Interior, Bureau of
Reclamation for the Disbursement of $5,000,000 in Title XVI Federal
Grant Funds for the Palo Alto, Mountain ViewlMoffett Area Recycled
Water Pipeline Project (CIP WQ-04010)
RECOMMENDATION
Staff recommends that Council adopt the attached resolution (Attachment A) authorizing the
City Manager or designee to execute the Cooperative Assistance Agreement (Attachment B)
with the United States Department of the Interior, Bureau of Reclamation (USBR) for the
disbursement of a $5,000,000 Title XVI Federal grant to the City of Palo Alto (City) for the Palo
Alto, Mountain ViewlMoffett Area recycled water pipeline project.
BACKGROUND
The Palo Alto Regional Water Quality Control Plant (R WQCP) began working on the Mountain
ViewlMoffett Area (MV lMA) recycled water pipeline project in 2002. The MY IMA recycled
water pipeline project.is a joint project between the cities of Palo Alto and Mountain View to
construct a reclaimed water pipeline from the RWQCP to the Mountain View Shoreline
community. The City of Palo Alto, as the owner and operator of the RWQCP, is the lead
agency. The two cities have worked together and sought grant funds for the project since the
Fall of 2003. In January 2006, the RWQCP submitted an application to USBR for the Title XVI
Federal grant for the project.
Title XVI of the 1992 Central Valley Improvement Act (Public Law 102-575) directed the
USBR to form a partnership with San Francisco Bay Area water and wastewater agencies. The
mission of the partnership is to study regional opportunities to maximize water recycling
throughout the Bay region. Projects that obtained feasibility approval of USBR are qualified for
federal financial assistance under the umbrella of the Bay area regional program of Title XVI.
The R WQCP obtained USBR feasibility approval of the MY IMA reclaimed water pipeline
project in 2006. In May 2008, Council authorized the City Manager to execute the memorandum
of agreement with the Bay Area Recycled Water Coalition for federal legislative efforts for a
grant under Title XVI. In 2009,· the House and the Senate passed the bill and the president
signed into law, PL 110-229, that authorized $5 million in Title XVI reimbursement funding for
the MV IMA recycled water pipeline project. The project has also received two state grants and a
state clean water revolving fund loan. Construction of the project was completed in June 2009.
DISCUSSION
The Cooperative Assistance Agreement (Cooperative Agreement) governs both the conditions
and the process for submitting reimbursement requests to USBR and how USBR will disburse
the federal grant funds to the City.
In order to meet the project's State grant deadline, construction was started in July of 2007 while
the Title XVI grant application for the project was going through the congressional approval and
budget process. The work for the project is now complete, and the Cooperative Agreement is
retroactive. A copy of the draft Cooperative Agreement (attachment B) was provided to the City
for review, however the federal government do~s not allow changes to the standard language.
The agreement with the City will be substantially similar to the attached draft but with
modifications to reflect the facts of the MV IMA recycled water pipeline project. Under the
Cooperative Agreement, the City is entitled to a maximum reimbursement of $5,000,000 for the
City's implementation of the MVIMA recycled water pipeline project. The USBR agreement
includes the following relevant provisions:
1. The City will implement, operate, and maintain the MV IMA recycled water pipeline in
accordance with the work plan, schedule, and other attachments to the Cooperative
Agreement; and
2. The City will cooperate with USBR in fulfilling the obligations under the Cooperative
Agreement; and
3. The City will submit project reports and appropriation documentations in accordance
with the Cooperative Agreement.
The City Attorney's office has reviewed the draft Cooperative Agreement. The final
Cooperative Agreement will be forwarded to the Attorney's office for final review prior to
execution by the City Manager.
RESOURCE IMPACT
The MV IMA recycled water pipeline project is fully funded. There is no budget increase
associated with the project, and no additional funding is requested. However, throughout project
design and construction, the City committed to seek State and Federal grants to reduce project
costs. After receipt of the grant, two-thirds of the grant proceeds will be distributed to the City
of Mountain View to reimburse their share of the design and construction costs per Section
3.2(a)· of the existing agreement between the cities for the recycled water pipeline project
(CMR:243:07). The City's share of the Title XVI Federal grant is $1,666,667. This grant will
pay for the City's share of the state loan for the construction cost of the project, which totals $16
million. Prevailing wages were paid and certified payroll records were kept for this State and
Federal funded project in compliance with State law and Federal Davis-Bacon Act.
CMR:181:1O Page 2 of3
POLICY IMPLICATIONS
The recommendations of this staff report are consistent with City Council's sustainability policy.
ENVIRONMENTAL REVIEW
Execution of the Cooperative Agreement does not meet the definition of a project under the
California Environmental Quality Act pursuant to Public Resources Code Section 21065, thus
environmental review of Council's adoption of a resolution authorizing execution of the
Cooperative Agreement is not required. A Mitigated Negative Declaration and
mitigation/monitoring and reporting plan was prepared and adopted by Council for the MV!MA
recycled water pipeline project on January 12~ 2004.
ATTACHMENTS
Attachment A: Resolution
Attachment B: Cooperative Agreement
PREPARED BY:
JAMES S. ALLEN
Manager, Water Quality Control Plant
DEPARTMENT HEAD: ~SdB&1--
Director of Public Works
CITY MANAGER APPROVAL:
SKEENE
CMR:181:10 Page 3 of3
ATTACHMENT A
NOT YET APPROVED
Resolution No. -----Resolution of the Council of the City of Palo Alto Authorizing
the City Manager to Execute the Cooperative Assistance
Agreement Between the City of Palo Alto and·the United States
Department of the Interior, Bureau of Reclamation for the
Disbursement of $5,000,000 in Title XVI Federal Grant Fund
for the Mountain ViewlMoffett Area Recycled Water Pipeline
Project (CIP WQ-04010)
WHEREAS, the Mountain ViewlMoffett Area recycled water pipeline project is
a joint project between the cities of Palo Alto and Mountain View to construct a
reclaimed water pipeline from the Palo Alto Regional Water Quality Control Plant
(RWQCP) to the Mountain View Shoreline community;
WHEREAS, the City of Palo Alto is the lead agency for the project and has
worked together with the city of Mountain View to seek grant funds for the project since
the Fall of2003;
WHEREAS, pursuant to the Act of Congress of June 17, 1902 (32 Stat. 388), and
acts amendatory thereof or supplementary thereto, all commonly known as Reclamation
Law, $5,000,000 grant funds for the project are included in Public Law 110-229;
WHEREAS, Title XVI of the 1992 Central Valley Improvement Act (Public Law
102-575) directed the U.S. Bureau of Reclamation (USBR) to form a partnership with the
Bay area water and wastewater agencies and administer Title XVI funds;
WHEREAS, the project sponsor must provide notice to USBR that the agency
receiving grant funds is aware of and intends to comply with the terms of the Title XVI
grant agreement, the Cooperative Assistance Agreement; and
WHEREAS, construction of the project was started in July 2007 and completed in
July 2009, and the Cooperative Agreement is retroactive.
NOW, THEREFORE, the Council of the City of Palo Alto does resolve as
follows:
SECTION 1. The City of Palo Alto has complied with and agrees to the terms of
the Cooperative Assistance Agreement.
SECTION 2. The Council hereby authorizes and directs the City Manager or his
designee to execute the Cooperative Assistance Agreement between City and USBR for
the Mountain ViewlMoffett Area Recycled Water pipeline project.
1
100329 syn 6051122
NOT YET APPROVED
SECTION 3. The Council finds that the adoption of this resolution does not
require review under the California Environmental Quality Act because it does not meet
the definition of a "project" to California Public Code Section 21065. A mitigated
Negative Declaration and mitigation /monitoring and reporting plan was prepared and
adopted by Council for the Mountain ViewlMoffett Area Recycled Water pipeline project
on January 12, 2004.
INTRODUCED AND PASSED:
AYES:
NOES:
ABSENT:
ABSTENTION:
ATTEST: APPROVED:
City Clerk Mayor
APPROVED AS TO FORM:
City Manager
Deputy City Attorney
Director of Administrative Services
Director of Public Works
2
100329 syn 6051122
7-2279 (05-22-09)
Bureau of Reclamation
ATTACHMENT 8
UNITED STATES DEPARTMENT OF THE INTERIOR
BUREAU OF RECLAMATION
ASSISTANCE AGREEMENT Page 1 of 40
IA. AGREEMENT NUMBER liB. MOD NUMBER 12. TYPE OF AGREEMENT \3. CLASS OF RECIPIENT
[ ] GRANT City -r x -] COOPERATIVE AGREEMENT
4. ISSUING OFFICE (NAME. ADDRESS) 5. RECIPIENT (NAME,ADDRESS, TELEPHONE)
City of Palo Alto
Mid-Pacific Regional Office 250 Hamilton Ave.
Bureau of Reclamation Palo Alto, CA 94301
2800 Cottage Way 650-329-2243
Sacramento, CA 95825
ElN#;, 946000389 County: Santa Clara
DUN8#: 050520782 COI1gress. Dist:
CA-14
6. ADMlNISTRA TIVE POINT OF CONTACT (NAME, ADDRESS, TELEPHONE. E·MAIL) 7. RECIPIENT PROJECT MANAGER (NAME,ADDRESS. TELEPHONE, E·MA1L)
David White James Allen
Mid Pacific Regional Office Palo Alto Regional Water Quality Control Plant
Bureau of Reclamation 2501 Embarcadero Way
2800 Cottage Way, Palo Alto, CA 94303
Sacramento, CA 95825 Phone: 650-329-2243, E-mail: james.allen@cityofPaloalto.org
Phone: 916-978-5074, E-mail: dtwhite@mp.usbr.gov
8. GRANTS OFFICER TECHNICAL REPRESENTATIVE (NAME, ADDRESS, TELEPHONE.S. 9A. INITIAL AGREEMENT 9B. MODIFICATION EFFECTIVE DATE:
MAIL) EFFECTIVE DATE:
David White See Block 17 A N/A
Mid Pacific Regional Office 10. COMPLETION DATE
Bureau of Reclamation July 31, 2009 2800 Cottage Way,
Sacramento, CA 95825
Phone: 916-978-5074, E-mail: dtwhite@mp.usbr.gov
II. PROGRAM STATUTORY AUTHORITY J CFDA 15.504 Section 1616 Title XVI ofP.L. 102-575, as amended
12. FUNDING REQll!IfI'!T/Qll:Uili RECLAMATION 13. REQUISITION NUMBER
rNFORMA TrON
Total Estimated Amount $15,600,000 $5,000,000 14A. ACCOUNTING AND APPROPRIATION DATA
of Agreement Cost Authority: This Obligation $15,600,000 $5,000,000 Cost Center:
Previous Obligation Object Code:
Total Obligation $15,600,000 $5,000,000 14B. TREASURY ACCOUNT FUNDING SYMBOL
Cost-Share % 75% 25%
15. PROJECT TITLE AND BRIEF SUMMARY OF PURPOSE AND OBJECTIVES OF PROJECT
ProiectTillej Mountain ViewlMoffett Area Recycled Water Pipeline Project
Summary Description; The Project is a regional water recycling pipeline project, composed of a transmission pipeline, laterals, and site
retrofits necessary to serve recycled water from the Palo Alto Regional Water Quality Control Plant (RWQCP) to the customers in the
city of Mountain View and Moffett Field area, with capability to serve other cities within the region in the future.
16a. Acceptance of this Assistance Agreement in accordance with the tenus and 17a. Award of this Assistance Agreement in accordance with the tenus and
conditions contained herein is hereby made on behalf of the above-named conditions contained herein is hereby made on behalf of the United States of
recipient America, Bureau of Reclamation
BY: BY;
DATE: DATE:
7-2279 (05-22-09)
Buteau of Reclamation
16b. NAME, TITLE, AND TELEPHONE NUMBER OF SIGNER
Additional signatures are attached
DOCUMENTS INCORPORATED HEREIN BY REFERENCE:
17b. NAME OF ORANTS OFFICER
TABLE OF CONTENTS
I. OVERVIEW AND SCHEDULE ........................................................................................... 3
1. AUTHORITY .................................................................................................................... 3
2. PUBLIC PURPOSE .......................................................................................................... 3
3. BACKGROUND AND OBJECTIVES .......... : ................................................................ 3
4. PERIOD OF PERFORMANCE AND FUNDS AVAILABILITy ............................... 3
5. SCOPE OF WORK ........................................................................................................... 4
6. RESPONSIBILITY OF THE PARTIES ........................................................................ 5
7. BUDGET ............................................................................................................................ 6
8. KEY PERSONNEL ........................................................................................................ 11
9. REPORTING REQUIREMENTS AND DISTRIBUTION ........................................ 13
10. REGULATORY COMPLIANCE ............................................................................. 16
11. RECLAMATION WAGE RATE IMPLEMENTATION REQUIREMENTS ..... 16
II RECLAMATION STANDARD TERMS AND CONDITIONS -STATES, LOCAL
GOVERNMENTS, AND FEDERALLY RECOGNIZED INDIAN TRIBAL
GOVERNMENTS ....................................................................................................................... 18
1. Regulations and Guidance ................................................................................................ 18
2. Payment .............................................................................................................................. 19
3. Procurement Standards (43 CFR §12.76) ........................................................................ 21
4. Equipment (43 CFR §12.72) .............................................................................................. 31
5. Supplies (43 CFR §12.73) ................................................................................................... 33
6. Inspection ............................................................................................................................ 33
7. Audit (31 U.S.C. 7501-7507) .............................................................................................. 33
8. Enforcement (43 CFR §12.83) ......... : ........................................................................... : .... 34
9. Termination For Convenience (43 CFR §12.84 .............................................................. 35
10. Debarment and Suspension (2 CFR §1400) ................................................................... 35
11. Drug-Free Workplace (43 CFR §43) .............................................................................. 35
12. Assurances and Certifications Incorporated by Reference ......................................... 36
13. Covenant Against Contingent Fees ................................................................................ 36
14. Trafficking Victims Protection Act of 2000, PL 106-386, as amended (2 CFR
§175.15) .................................................................................................................................... 36
15. Contracting with Small and Minority Firms and Women's Business Enterprises ... 39
16. Endorsement of Commercial Products and Services ................................................... 40
Agreement No. 2
Cooperative Agreement
Between
Bureau of Reclamation
And
City of Palo Alto
For
Title XVI Funding
Mountain ViewlMoffett Area Recycled Water Pipeline Project
I. OVERVIEW AND SCHEDULE
1. AUTHORITY
This Cooperative Agreement (Agreement and/or Grant) is entered into between the United States
of America, acting through the Department of Interior, Bureau of Reclamation, hereinafter
referred to as "Reclamation", and the City Of Palo Alto, hereinafter referred to as the
"Recipient" and/or "Grantee", pursuant to Section 1616 Title XVI of Public Law 102-575, as
amended.
2. PUBLIC PURPOSE
The City of Palo Alto's Mountain ViewlMoffett Area Recycled Water Pipeline Project will
deliver 1500 acre-foot per year of reliable, sustainable, and drought proof water for landscape
irrigation in the' City of Mountain View. This water will free up 10% of the City of Mountain
View's potable water supply for human consumption. '
The project will also provide a dependable, locally controlled water source to the local
communities. It preserves overdrawn river and groundwater supplies and improves the overall
security of urban water systems. The use of this new water source will reduce the demand for
imported water, improve local water resources, and provide a dependable source of water for
the Santa Clara County while also providing environmental benefits.
3. BACKGROUND AND OBJECTIVES
The project is part ofthe Palo Alto Regional Water Quality Control Plant regional water
recycling program. The project is composed of a transmission pipeline, laterals and site
retrofits necessary to serve recycled water from the RWQCP to customers in the Shoreline
business community of the city of Mountain View. It will also provide connectivity and
capability to serve other communities within the region in the future. The short-term goal of
the project is to provide 1500 AF/yr of recycled water for landscape irrigation. The long-term
goal of the project is to ramp up the recycled water usage in the region to 3000 AF/yr.
4. PERIOD OF PERFORMANCE AND FUNDS AVAILABILITY
This Agreement becomes effective on the date shown in Block 17a of Form 7-2277, United
States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement.
Agreement No. 3
The Agreement shall remain in effect until the date shown in Block 10 of Form 7-2277, United
States of America, Department ofthe Interior, Bureau of Reclamation, Assistance Agreement.
The period of performance for this Agreement may only be modified through written
modification of the Agreement by a Reclamation Grants Officer (GO).
Pursuant to the Act of Congress of June 17, 1902 (32 Stat. 388), and acts amendatory thereof or
supplementary thereto, all commonly known as Reclamation Law, funds for payment under this
Agreement are included in Public Law 110-229. Funding for any optional year of the Agreement
is contingent upon subsequent Congressional funding. Funding under this agreement is available
until September 30, 2015.
Reclamation has $5,000,000 available for this Agreement. The Government's obligation under
this Agreement is contingent upon the availability of appropriated funds from which payment for
Agreement purposes can be made. No legal liability on the part of the Government for any
payment may arise until funds are made available to the GO for this Agreement, and until the
Recipient receives notice of such availability through formal modification of this Agreement by
the GO.
It is recognized and agreed that all costs incurred by Reclamation related to the development and
administration of this Agreement are considered part of the total costs of the Project, and
therefore the Recipient agrees to provide 75 percent of these costs in accordance with the
authorization. These costs include, but are not limited to, salary, overhead, travel, and other
costs directly or indirectly related to the Agreement, as determined by Reclamation. Following
the completion of each quarter of the fiscal year, Reclamation shall provide the Recipiem with a
statement of Reclamation: s costs for the previous quarter. The Recipient may request .
explanations or a review of the costs included in the statement; however, Reclamation's
determination as to the validity of the costs is final. The Recipient's 75 percent share of
Reclamation's costs will be deducted from payments processed by Reclamation under this
Agreement.
5. SCOPE OF WORK
The Mountain ViewlMoffett Area Recycled Water Pipeline Project (Project) is under
construction to install approximately 4 miles of transmission pipeline from the Palo Alto
Regional Water Quality Control Plant to the City of Mountain View and Moffett Field area. A
distribution network is also being constructed to deliver reclaimed water to 120 customers in the
Mountain View Shoreline community. The Project could start recycled water delivery in the
spring of 20 1 0 to Shoreline Golf Links, parks, medians and large landscape sites in the Shoreline·
community for irrigation use. The near-term recycled water use is approximately 1500 AF IY r,
which represents a 10% saving in potable water supply for the city of Mountain View.
Provisions will be installed for future connections to the redevelopment in the Moffett field.
The Recipient shall complete the work described in this Scope of Work by adhering to the
following scheduled milestones:
A ward construction contract
Begin construction
Agreement No.
June 2007
July 2007
4
Complete construction July 2009
6. RESPONSIBILITY OF THE PARTIES
6.1 Recipient Responsibilities
6.1.1 The Recipient shall be responsible for carrying out the Scope of Work in accordance with
the tenns and conditions stated herein. The Recipient shall adhere to Federal, state, and local
laws, regulations, and codes, as applicable, and shall obtain all required approvals and pennits.
If applicable, the Recipient shall also coordinate and obtain approvals from site owners and
operators.
6.1.2 Additional Recipient Responsibilities include:
(a) Contribute at least 75 percent of the funds to complete the activities identified in the Scope of
Work of this Agreement. These funds may be obtained from any non-Federal source.
(b) Collaborate with Reclamation in causing to be completed the activities identified in the Scope
of Work of this A~reement.
( c) Create and obtain Reclamation approval of a work plan to which the Recipient agrees to
adhere and includes an outline of the portion of the project covered by this Agreement and target
dates for the achievement of project goals. Approval of the work plan will be incorporated into
this Agreement by modification by the GO.
(d) Consult with and seek input from Reclamation on maintaining the project within the work
plan and project goals as stated in this Agreement, and seek Reclamation concurrence for any
significant deviation from such work plan and project goals.
(e) Collaborate with Reclamation on technical and administrative aspects of the project through
periodic scheduled meetings with Reclamation personnel or periodic written updates.
(1) Provide Reclamation with its reasoning, in writing, when the Recipient chooses not to
implement Reclamation's written advice or comments on any technical aspect of fulfilling the
requirements of this Agreement.
6.2 Reclamation Responsibilities
Substantial involvement between Reclamation and the Recipient is anticipated during the
perfonnance of this Agreement. In support of this Agreement, Reclamation will provide the
following:
(a) Provide financial contribution not to exceed the available funding specified in Section IA
(Period of Perfonnance and Funds Availability of this Agreement), or 25 percent of the total
project costs for the activities identified in the Scope of Work of this Agreement, whichever is
less.
Agreement No. 5
(b) Shall work with the Recipient as necessary to ensure that the Recipient adheres to the
specified work plan and meets specified project goals as set forth in this Agreement.
(c) Shall not continue to advance funds nor award subsequent cooperative agreements to the
Recipient for work on the project unless the Recipient is in full compliance with the
requirements of the work plan and project goals that are included in this Agreement and has
obtained Reclamation concurrence for any deviations therefrom.
(d) Shall provide scientific or administrative advice on the development of the project. Such
advice will take into consideration factors such as: (1) the scientific complexities of the project;
(2) the Recipient's progress in meeting project goals; and (3) the Recipient's ability to meet the
proposed time schedule.
7. BUDGET
7.1 Approved Budget
Bud2et Table Bl
ComJ)utations Recipient Reclam~tion Total
Bud!!et Item Description Unit Pric Ouantitv Fundin!! Fundin!! Cost
Salaried and Wages N.A.
Classification 1 N.A.
Classification 2 N.A.
Additional classifications as
necessary N.A.
Frin2e Benefits -0/" N.A.
Travel N.A.
Airfare N.A.
Per Diem N.A.
Milea2e N.A.
E~uipment N.A.
Description A N.A.
Description B N.A.
Other Descriptions as
necessary N.A.
Supplies/Material N.A.
Description A N.A.
Description B N.A.
Other Descriptions as
necessary N.A.
Planning & Pre-Design $545,411 $545,411 $1696,822
Environmental Documentation $41,979 $41,979 $83,957
Design & Value Engineering $509,826.85 $169942.28 $679,769.13
Permits $259,948.92 $8~649.64 $346598.56
Easement Description $550 0 $550
$57,202.8
Services During Construction $171,608.5 $228,811
See
Constructionl Tables $lt219,297.8 $4,073 699.2 $16,292397
Agreement No.
I
I
I
I
I
6
B-2 &
B-3 I
Construction Mana2ement $1058.l94.33 $352731.44 $1410925.77
Other $781.74 0 $781.74
Total Direct Costs $14,807,598 $5,327,015 $20,134,613
Indirect Costs -% N.A. N.A.
Total Proiect Cost Share $15,134612 $5,000,000 $20,134,612
Agreement No. 7
Start Assistance -Operate System Valves in Palo
Alto
Agreement No.
$93,333.00
$40,565.00
$16,876.00
$25,790.00
($29 ,978. 00)
8
tall Vandalproof Cages on Bridge Air Release
Valves
7.2 Cost Sharing Requirement
The Recipient will provide cost-share for this project equal to but not less than 75%.
7.3 Pre-Award Incurrence of Costs
The Recipient shall be entitled to have incurred costs for this Agreement for allowable costs,
which if had been incurred after this Agreement was awarded, would have been allowable,
allocable, and reasonable under the terms of the Agreement.
7.4 Allowable Costs (2 CFR Part §225)
Costs incurred for the peiformance of this Agreement must be allowable,allocable to the project,
and reasonable. The following Office of Management and Budget (OMB) Circular, codified
within the Code of Federal Regulations (CFR), governs the allowability of costs for Federal
financial assistance:
2 CFR Part 225 (OMB Circular A-87), IICost Principles for State, Local, and Indian Tribal
Governments"
Expenditures for the performance of this Agreement must conform to the requirements within
this Circular. The Recipient must maintain sufficient documentation to support these
expenditures. Questions on the allowability of costs should be directed to the GO responsible for
this Agreement.
The Recipient shall not incur costs or obligate funds for any purpose pertaining to operation of
the program or activities beyond the expiration date stated in the Agreement. The only costs
which are authorized for a period of up to 90 days following the project performance period are
those strictly associated with closeout activities for preparation of the final report.
7.5 Changes (43 CFR §12.70)
(a) General. Grantees and subgrantees are permitted to rebudget within the approved direct cost
budget to meet unanticipated requirements and may make limited program changes to the
approved project. However, unless waived by the awarding agency, certain types of post-award
changes in budgets and projects shall require the prior written approval of the awarding agency.
(b) Relation to cost principles. The applicable cost principles (see 43 § 12.62) contain
requirements for prior approval of certain types of costs. Except where waived, those
requirements apply to all grants and subgrants even if paragraphs (c) through (f) of this section
do not.
Agreement No. 9
(c) Budget changes.
(1) Nonconstruction projects. Except as stated in other regulations or an award document,
grantees or subgrantees shall obtain the prior approval of the awarding agency whenever any
of the following changes is anticipated under a nonconstruction award:
(i) Any revision which would result in the need for additional funding.
(ii) Unless waived by the awarding agency, cumulative transfers among direct cost
categories, or, if applicable, among separately budgeted programs, projects, functions, or
activities which exceed or are expect~d to exceed ten percent of the current total
approved budget, whenever the awarding agency's share exceeds $100,000.
(iii) Transfer offunds allotted for training allowances (i.e., from direct payments to
trainees to other expense categories).
(2) Construction projects. Grantees and subgrantees shall obtain prior written approval for
any budget revision which would result in the need for additional funds.
(3) Combined construction and nonconstruction projects. When a grant or subgrant provides
funding for both construction and nonconstruction activities, the grantee or sub grantee must
obtain prior written approval from the awarding agency before making any fund or budget
transfer from nonconstruction to construction or vice versa.
(d) Programmatic changes. Grantees or subgrantees must obtain the prior approval of the
awarding agency whenever any of the following actions is anticipated:
(1) Any revision of the scope or objectives of the project (regardless of whether there is an
associated budget revision requiring prior approval).
(2) Need to extend the period of availability of funds.
(3) Changes in key persons in cases where specified in an application or a grant award. In
research projects, a change in the project director or principal investigator shall always
require approval unless waived by· the awarding agency.
(4) Under nonconstruction projects, contracting out, subgranting (if authorized by law) or
otherwise obtaining the services of a third party to perform activities which are central to the
purposes of the award, unless included in the initialjundingproposal. This approval
requirement is in addition to the approval requirements of 43 §12.76 but does not apply to the
procurement of equipment, supplies, and general support services.
(e) Additional prior approval requirements. The awarding agency may not require prior approval
for any budget revision which is not described in paragraph (c) ofthis section.
Agreement No. 10
(f) Requesting prior approval.
(1) A request for prior approval of any budget revision will be in the same budget formal the
grantee used in its application and shall be accompanied by a narrative justification for the
proposed revision.
(2) A request for a prior approval under the applicable Federal cost principles (see §12.62)
may be made by letter.
(3) A request by a subgrantee for prior approval will be addressed in writing to the grantee.
The grantee will promptly review such request and shall approve or disapprove the request in
writing. A grantee will not approve any budget or project revision which is inconsistent with
the purpose or terms and conditions of the Federal grant to the grantee. lfthe revision,
requested by the subgrantee would result in a change to the grantee's approved project which
requires Federal prior approval, the grantee will obtain the Federal agency's approval before
approving the subgrantee's request.
7.6 Modifications
Any changes to this Agreement shall be made by means of a written modification. Reclamation
may make changes to the Agreement by means of a unilateral modification to address
administrative matters, such as changes in address, no-cost time extensions, the addition of
previously agreed upon funding, or deobligation of excess funds at the end of the Agreement.
Additionally, a unilateral modification may be utilized by Reclamation if it should become necessary to
suspend or terminate the Agreement in accordance with 43 CFR 12.83.
All other changes shall be made by means of a bilateral modification to the Agreement. No oral
statement made by any person, or written statement by any person other than the GO, shall be
allowed in any manner or degree to modify or otherwise effect the terms of the Agreement.
All requests for modification of the Agreement shall be made in writing, provide a full
description of the reason for the request, and be sent to the attention of the GO. Any request for
project extension shall be made at least 45 days prior to the expiration date of the Agreement or
the expiration date of any extension period that may have been previously granted. Any
determination to extend the period of performance or to provide follow-on funding for
continuation of a project is solely at the discretion of Reclamation.
8. KEY PERSONNEL
8.1 Recipient's Key Personnel
The Recipient's Project Manager for this Agreement shall be:
James Allen
Palo Alto Regional Water Quality Control Plant
2501 Embarcadero Way
Palo Alto, CA 94303
Agreement No. 11
Phone: 650-329-2243, E-mail: james.allen@cityofpaloalto.org
Changes to Key Personnel require compliance with 43 CFR 12.70(d)(3).
8.2 Reclamation's Key Personnel
David White
Mid Pacific Regional Office
Bureau of Reclamation
2800 Cottage Way,
Sacramento, CA 95825
Phone: 916-978-5074, E-mail: dtwhite@mp.usbr.gov
8.2.1 Grants Officer (GO):
William J. Steele
Area Manager
Bureau of Reclamation
27708 Jefferson Ave., Suite 202
Temecula, CA 92590
Phone: 951-695-5310
The GO is the only official with legal delegated authority to represent Reclamation. The GO's
responsibilities include, but are not limited to, the following:
a) Formally obligate Reclamation to expend funds or change the funding level of the
Agreement;
b) Approve through formal modification changes in the scope of work and/or budget;
c) Approve through formal modification any increase or decrease in the period of performance
of the Agreement;
d) Approve through formal modification changes in any of the expressed terms, conditions, or
specifications of the Agreement;
e) Be responsible for the overall administration, management, and other non-programmatic
aspects of the Agreement including, but not limited to, interpretation of financial assistance
statutes, regulations, circulars, policies, and terms of the Agreement;
f) Where applicable, ensures that Reclamation complies with the administrative requirements
required by statutes, regulations, circulars, policies, and terms of the Agreement.
8.2.2 Grants Officer Technical Representative (GOTR):
David White
Agreement No. 12
Mid Pacific Regional Office
Bureau of Reclamation
2800 Cottage Way,
Sacramento, CA 95825
Phone: 916-978-5074, E-mail: dtwhite@mp.usbr.gov
The GOTR's authority is limited to technical and programmatic aspects of the Agreement. The
GOTR's responsibilities include, but are not limited to, the following:
a) Assist the Recipient, as necessary, in interpreting and carrying out the scope of work in the
Agreement;
b) Review, and where required, approve Recipient reports and submittals as required by the
Agreement;
c) Where applicable, monitor the Recipient to ensure compliance with the technical
requirements of the Agreement; .
d) Where applicable, ensure that Reclamation complies with the technical requirements of the
Agreement;
The GOTR does not have the authority to and may not issue any technical assistance which:
a) Constitutes an assignment of additional work outside the scope of work of the Agreement;
b) In any manner causes an increase or decrease in the total estimated cost or the time required
for performance; or
c) Changes any of the expressed terms, conditions, or specifications of the Agreement.
9. REPORTING REQUIREMENTS AND DISTRIBUTION
Failure to comply with the reporting requirements contained in this Agreement may be
considered a material non-compliance with the terms and conditions of the award. Non
compliance may result in withholding of payments pending receipt of required reports, denying
both the use of funds and matching credit for all or part of the cost of the activity or action not in
compliance, whole or partial suspension or tennination of the Agreement, recovery of funds paid
under the Agreement, withholding of future awards, or other legal remedies (43 CFR 12.83).
9.1 Financial Reports. Financial Status Reports shall be submitted by means of the SF-425
and shall be submitted according to the Report Frequency and Distribution schedule below. All
financial reports shall be signed by an Authorized Certifying Official for the Recipient's
Agreement No. 13
organization. The SF-425 is available at
http://www.whitehouse.gov/omb/grants/grantsjorms.htmL
9.2 Monitoring and reporting program performance (43 CFR §12.80)
(a) Monitoring by grantees. Grantees are responsible for managing the day-to-day operations of
grant and subgrant supported activities. Grantees must monitor grant and sub grant supported
activities to assure compliance with applicable Federal requirements and that performance goals
are being achieved. Grantee monitoring must cover each program, function or activity .
. '
(b) Nonconstruction performance reports. The Federal agency may, if it decides that
performance information available from subsequent applications contains sufficient information
to meet its programmatic needs, require the grantee to.submit a performance report only upon
expiration or termination of grant support. Unless waived by the Federal agency this report will
be due on the same date as the fmal Financial Status Report.
(1) Grantees shall submit annual performance reports unless the awarding agency requires
quarterly or semi-annual reports. However, performance reports will not be required more
frequently than quarterly. Annual reports shall be due 90 days after the grant year, quarterly
or semi-annual reports shall be due 30 days after the reporting period. The final performance
report will be due 90 days after the expiration or termination of grant support. If a justified
request is submitted by a grantee, the Federal agency may extend the due date for any
performance report. Additionally, requirements for unnecessary performance reports may be
waived by the Federal agency.
(2) Performance reports will contain, for each grant, brief information on the following:
(i) A comparison of actual accomplishments to the objectives established for the period.
Where the output ofthe project can be quantified, a computation of the cost per unit of
output may be required if that information will be useful.
(ii) The reasons for slippage if established objectives were not met.
(iii) Additional pertinent information including, when appropriate, analysis and
explanation of cost overruns or high unit costs.
(3) Grantees will not be required to submit more than the original and two copies of
performance reports.
(4) Grantees will adhere to the standards in this section in prescribing performance reporting
requirements for subgrantees.
(c) Construction performance reports. For the most part, on-site technical inspections and
certified percentage-of-completion data are relied on heavily by Federal agencies to monitor
progress under construction grants and subgrants. The Federal agency will require additional
Agreement No. 14
formal performance reports only when considered necessary, and never more frequently than
quarterly.
(d) Significant developments. Events may occur between the scheduled performance reporting
dates which have significant impact upon the grant or subgrant supported activity. In such cases,
the grantee must inform the Federal agency as soon as the following types of conditions become
known:
(1) Problems, delays, or adverse conditions which will materially impair the ability to meet
the objective of the award. This disclosure must include a statement of the action taken, or
contemplated, and any assistance needed to resolve the situation.
(2) Favorable developments which enable meeting time schedules and objectives sooner or at
less cost than anticipated or producing more beneficial results than originally planned.
(e) Federal agencies may make site visits as warranted by program needs.
(f) Waivers, extensions.
(1) Federal agencies may waive any performance report required by this part if not needed.
(2) The grantee may waive any performance report from a sub grantee when not needed. The
grantee may extend the due date for any performance report from a subgrantee if the grantee
will still be able to meet its performance reporting obligations to the Federal agency.
9.3 Report Frequency and Distribution. The following table summarizes the reporting
requirements for this Agreement.
REQUIRED REPORTS Interim Reports Final Report
Pro2ram Performance Report
Format Format required within Format required within
www.FederalRenortin1!.!lov . www.FederaIRenortinll.gov.
Reporting Frequency Quarterly Final Report due upon completion
of Agreement's period of
performance
Reporting Period Federal fiscal quarters ending: Entire period of performance
December 31, March 31, June
30, September 30
Due Date Within 10 days after the end Within 90 days after the completion
of the Reporting Period date ofthe Agreement
Submit to: www.FederaIRe];!orting.gov; www.FederalReporting.gov
for quarterly reporting before
www.FederaIRe];!orting.gov is
available, submit to both the
GO and GOm for this
Agreement.
Financial Status Report
Format SF-425 SF-425
Agreement No. 15
i
i
I
Reporting Frequency Quarterly Final Report due upon completion
of Agreement's period of
performance
Reporting Period Federal fiscal quarters ending: Entire period of performance
December 31, March 31, June
30, September 30
Due Date Within 10 days after the end Within 90 days after the completion
of the Reporting Period date of the Agreement
Send one original to both: GO and GOTR GOandGOTR
10. REGULATORY COMPLIANCE
The Recipient agrees to comply with or assist Reclamation in compliance all regulatory
compliance requirements and all applicable state, Federal, and local environmental and cultural
and paleontological resource protection laws and regulations as applicable to this project. These
may include, but are not limited to, the National Environmental Policy Act (NEP A) including the
Council on Environmental Quality and Department of the Interior regulations implementing
NEP A, the Clean Water Act, the Endangered Species Act, consultation with potentially affected
Tribes, and consultation with the State Historic Preservation Office.
Certain environmental and other associated compliance are Federal responsibilities, and will
occur as appropriate Reclamation will identify the need for, and assure the completion of, any
appropriate environmental compliance requirements, as identified above, pursuant to activities
specific to this assisted activity. Environmental and other associated compliance shall be
completed prior to the start of this project. As such. notwithstanding any other provision of this
Agreement. Reclamation shall not provide any funds to the recipient for Agreement purposes.
and the Recipient shall not begin implementation of the assisted activity described in this
Agreement. unless and until Reclamation provides written notice to the recipient that all
applicable environmental and regulatory compliance analyses and clearances have been
completed. and the Recipient may begin implementation of the assisted activity.
11. RECLAMATION WAGE RATE IMPLEMENTATION REQUIREMENTS
This section serves as Reclamation specific implementation requirements for compliance with
Section 11.4 of this Agreement, "Wage Rate Requirements -Section 1606 of the Recovery Act.
(29 CFR §5.5)". The Wage Rate Requirements do not apply to government agencies (such as
States or their political subdivisions) where the construction work is performed by the
government agency's own employees. Davis-Bacon Act wage rate requirements do apply to
contracts issued by government agencies for construction work. Monitoring contractor
performance and compliance is the primary responsibility of the Recipient. The Recipient agrees
to comply with Section 11.4 of this Agreement and the following Reclamation implementation
requirements for all construction activities performed with an estimated value that exceeds
$2000:
(a) Certified Payrolls. The Recipient will obtain certified payrolls from all contractors and
subcontractors performing construction activities in support of this Agreement on a weekly
basis. Further, the Recipient shall review a representative sample of the data within these
Agreement No. 16
payrolls as well as compare them with the independent inspection interviews conducted on
site to ensure that all contractors and subcontractors are in compliance with the Prevailing
Wage Rates that are Attachment 1 of this Agreement. The Recipient shall provide the
certified payrolls, the independent inspection documentation, and the documentation of
reviews must be submitted to the GOTR on a monthly basis.
(b) Signage Requirements. The wage determination (including any additional classifications
and wage rates conformed) and a Davis~Bacon poster (WH-3121) must be posted at all times
by the Recipient at the site of the work in a prominent and accessible place where it can be
easily seen.
(c) Independent Inspections. As part of the construction inspection responsibilities of the
Recipient, the Recipient is responsible for ensuring that a sampling of interviews with on-site
laborers are conducted on at least a weekly basis. This documentation is to be submitted to
the GOTR at the same time as the certified payrolls are submitted.
(d) Resolution. Resolution of apparent discrepancies noted between the prevailing wage rates
and the certified payrolls is the responsibility of the Recipient, the GOTR, the GO, and the
contractor. Documentation of any resolutions must be provided to the GOTR in a timely
fashion.
Agreement No. 17
II. RECLAMATION STANDARD TERMS AND CONDITIONS -STATES, LOCAL
GOVERNMENTS, AND FEDERALLY RECOGNIZED INDIAN TRIBAL
GOVERNMENTS
1. Regulations and Guidance
The regulations at 43 CFR, Part 12, Subparts A, C, E, and F, are hereby incorporated by
reference as though set forth in full text. The following Office of Management and Budget
(OMB) Circulars, as applicable, and as implemented by 43 CFR Part 12, are also incorporated by
reference and made a part of this Agreement. Failure of a Recipient to comply with any
applicable regulation or circular may be the basis for withholding payments for proper charges
made by the Recipient and/or for termination of support. Copies of OMB Circulars are available
at http://www.whitehouse.gov/omb/grants/grants_circulars.html. The implementation of the
circulars at 43 CFR Part 12 is available at http://www.gpoaccess.gov/ecfr.
1.1 Colleges and Universities that are Recipients or Subrecipients shall use the following:
2 CFR Part 220 (Circular A 21), "Cost Principles for Educational Institutions"
Circular A 110, as amended September 30, 1999, "Uniform Administrative Requirements for
Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Non-Profit
Organizations" (Codification by Department ofInterior, 43 CFR 12, Subpart F)
31 U.S.C. 1501-7507 (Circular A-03), revised June 27, 2d03, "Audits of States, Local
Governments, and Non-Profit Organizations"
1.2 State, Local and Tribal Governments that are Recipients or Subrecipients shall use the
following:
2 CFR Part 225 (Circular A 87), "Cost Principles for State, Local, and Indian Tribal
Governments"
43 CFR 12, Subpart C (Circular A 102), as amended August 29, 1997, "Grants and Cooperative
Agreements with State and Local Governments"
31 U.S.C. 7501-7507 (Circular A-133, revised June 27, 2003, "Audits of States, Local
Governments, and Non-Profit Organizations"
1.3 Nonprofit Organizations that are Recipients or Subrecipients shall use the following:
2 CFR Part 230 (Circular A 122), "Cost Principles for Non-Profit Organizations"
Circular A 110, as amended September 30, 1999, "Uniform Administrative Requirements for
Grants and Agreements With Institutions of Higher Education, Hospitals, and Other N on-Profit
Organizations" (Codification by Department ofInterior, 43 CFR 12, Subpart F).
Agreement No. 18
31 U.S.c. 7501-7507 (Circular A-133, revised June 27,2003, "Audits of States, Local
Governments, and Non-Profit Organizations"
1.4 Organizations other than those indicated above that are Recipients or Subrecipients shall use
the basic principles ofOMB Circular A-110 (Codification by Department ofInterior, 43 CFR 12,
Subpart F), and cost principles shall be in accordance with 48 CFR Subpart 31.2, titled
"Contracts with Commercial Organizations," which is available at
http://www.gpoaccess.gov/ecfr/ .
1.5 Additionally, please reference 43 CFR 12.77 for further regulations that cover the award and
administration of subawards by State governments.
2. Payment.
Acceptance of a financial assistance Agreement from Reclamation creates a legal responsibility
on the part of the Recipient organization to use the funds and property provided in accordance
with the terms and conditions of the Agreement. Reclamation has a reversionary interest in the
.unused balance of funding and in any funds improperly applied.
2.1 Payment Standards. (43.CFR §12.61)
(a) Scope. This section prescribes the basic standard and the methods under which a Federal
agency will make payments to grantees, and grantees will make payments to subgrantees and . . .
contractors.
(b) Basic standard. Methods and procedures for payment shall minimize the time elapsing
between the transfer of funds and disbursement by the grantee or subgrantee, in accordance with
Treasury regulations at 31 CFR part 205. '
(c) Advances. Grantees and subgrantees shall be paid in advance, provided they maintain or
demonstrate the willingness and ability to maintain procedures to minimize the time elapsing
between the transfer of the funds and their disbursement by the grantee or subgrantee.
(d) Reimbursement. Reimbursement shall be the preferred method when the requirements in
paragraph (c) of this section are not met. Grantees and subgrantees may also be paid by
reimbursement for any construction grant. Except as otherwise specified in regulation, Federal
agencies shall not use the percentage of completion method to pay construction grants. The
grantee or subgrantee may use that method to pay its construction contractor, and if it does, the
awarding agency's payments to the grantee or sub grantee will be based on the grantee's or
sub grantee's actual rate of disbursement.
(e) Working capital advances. If a grantee cannot meet the criteria for advance payments
described in paragraph (c) of this section, and the Federal agency has determined that
reimbursement is not feasible because the grantee lacks sufficient working capital, the awarding
agency may provide cash or a working capital advance basis. Under this procedure the awarding
Agreement No. 19
agency shall advance cash to the grantee to cover its estimated disbursement needs for an initial
period generally geared to the grantee's disbursing cycle. Thereafter, the awarding agency shall
reimburse the grantee for its actual cash disbursements. The working capital advance method of
payment shall not be used by grantees or subgrantees if the reason for using such method is the
unwillingness or inability of the grantee to provide timely advances to the sub grantee to meet the
subgrantee's actual cash disbursements.
(f) Effect of program income, refunds, and audit recoveries on payment.
(I) Grantees and subgrantees shall disburse repaymellts to and interest earned on a revolving
fund before requesting additional cash payments for the same activity.
(2) Except as provided in paragraph (f)(1) of this section, grantees and subgrantees shall
disburse program income, rebates, refunds, contract settlements, audit recoveries and interest
earned on such funds before requesting additional cash payments.
(g) Withholding payments.
(I) Unless otherwise required by Federal statute, awarding agencies shall not withhold
payments for proper charges incurred by grantees or sub grantees unless-
(i) The grantee or subgrantee has failed to comply with grant award conditions, or
(ii) The grantee or subgrantee is indebted to the United States.
(2) Cash withheld for failure to comply With grant award condition, but without suspension
of the grant, shall be released to the grantee upon subsequent compliance. When a grant is
suspended, payment adjustments will be made in accordance with § 12.83{ c).
(3) A Federal agency shall not make payment to grantees for amounts that are withheld by
grantees or subgrantees from payment to contractors to assure satisfactory completion of
work. Payments shall be made by the Federal agency when the grantees or subgrantees
actually disburse the withheld funds to the contractors or to escrow accounts established to
assure satisfactory completion of work.
(h) Cash depositories.
(I) Consistent with the national goal of expanding the opportunities for minority business
enterprises, grantees and subgrantees are encouraged to use minority banks (a bank which is .
owned at least 50 percent by minority group members). A list of minority owned banks can
be obtained from the Minority Business Development Agency, Department of Commerce,
Washington, DC 20230.
(2) A grantee or subgrantee shall maintain a separate bank account only when required by
Federal-State Agreement.
Agreement No. 20
(i) Interest earned on advances. Except for interest earned on advances of funds exempt
under the Intergovernmental Cooperation Act (31 U.S.C. 6501 et seq.) and the Indian
Self-Determination Act (23 U.S.C. 450), grantees and subgrantees shall promptly, but at
least quarterly, remit interest earned on advances to the Federal agency. The grantee or
sub grantee may keep interest amounts up to $100 per year for administrative expenses.
2.2 Payment Method
Requesting Payments --Requests for advance or reimbursement may be made by the following
methods:
(1) SF-270, Request for Advance or Reimbursement -Recipients may submit an original and
properly certified SF-270 form to the GO. For advance payments, this form may be submitted
on a monthly basis, at least two weeks prior to the date on which funds are required, and on the
basis of expected disbursements for the succeeding month and the amount of Federal funds
already on hand. Requests for reimbursement may be submitted on a monthly basis, or more
frequently if authorized by the (GO). The SF-70 is available on the Internet at
http://www.whitehouse.gov/omb/grants/grants forms.html.
(2) SF-271, Outlay Report and Request for Reimbursement for Construction Programs-
The SF-271 shall be used for construction Agreements paid by the reimbursement method, letter
of credit, electronic funds transfer, or Treasury check advance, except where the advance is
based on periodic requests from the Recipient, in which case the SF-270 shall be used. This
request may be submitted on a quarterly basis, but no less frequently than on an annual basis.
Recipients may submit an original, properly certified SF-271 form to the GO. The SF-271 is·
available on the Internet at http://www.whitehouse.gov/omb/grants/grants forms.html.
(3) Automated Standard Application for Payments (ASAP) -Recipients may utilize the
Department of Treasury ASAP payment system to request advances or reimbursements. ASAP
is a Recipient-initiated payment and information system designed to provide a single point of
contact for the request and delivery of Federal funds. Further information regarding ASAP may
be obtained from the ASAP website at http://www.frns.treas.gov/asap. Upon award, you will be
provided with information regarding enrollment in the ASAP system.
Recipients interested in enrolling in the ASAP system, please contact Dee Devillier at 303-445-
3461 or Sheri Oren at 303-445-3448.
3. Procurement Standards (43 CFR §12.76).
(a) States. When procuring property and services under a grant, a State will follow the same
policies and procedures it uses for procurements from its non-Federal funds. The State will
ensure that every purchase order or other contract includes any clauses required by Federal
statutes and executive orders and their implementing regulations. Other grantees and subgrantees
will follow paragraphs (b) through (i) in this section.
(b) Procurement standards.
Agreement No. 21
(1) Grantees and subgrantees will use their own procurement procedures which reflect
applicable State and local laws and regulations, provided that the procurements conform to
applicable Federal law and the standards identified in this section.
(2) Grantees and sub grantees will maintain a contract administration system which ensures
that contractors perfonn in accordance with the tenns, conditions, and specifications of their
contracts or purchase orders.
(3) Grantees and sub grantees will maintain a written ~ode of standards of conduct governing
, the perfonnance of their employees engaged in the award and administration of contracts. No
employee, officer or agent of the grantee or subgrantee shall participate in selection, or in the
award or administration of a contract supported by Federal funds if a conflict of interest, real
or apparent, would be involved. Such a conflict would arise when:
(i) The employee, officer or agent,
(ii) Any member of his immediate family,
(iii) His or her partner, or
(iv) An organization which employs, or is about to employ, any of the above, has a
financial or other interest in the finn selected for award. The grantee's or subgrantee's
officers, employees or agents will neither solicit nor accept gratuities, favors or anything
of monetary value from contractors, potential contractors, or parties to subagreements.
Grantee and subgrantees may set minimum rules where the financial interest is not
substantial or the gift is an unsolicited item of nominal intrinsic value. To the extent
permitted by State or local law or regulations, such standards or conduct will provide for
penalties, sanctions, or other disciplinary actions for violations of such standards by the
grantee's and subgrantee's officers, employees, or agents, or by contractors or their
agents. The awarding agency may in regulation provide additional prohibitions relative to
real, apparent, or potential conflicts of interest.
(4) Grantee and sub grantee procedures will provide for a review of proposed procurements to
avoid purchase of unnecessary or duplicative items. Consideration should be given to
consolidating or breaking out procurements to obtain a more economical purchase. Where
appropriate, an analysis will be made of lease versus purchase alternatives, and any other
appropriate analysis to determine the most economical approach.
(5) To foster greater economy and efficiency, grantees and subgrantees are encouraged to
enter into State and local intergovernmental agreements for procurement or use of common
goods and services.
(6) Grantees and subgrantees are encouraged to use Federal excess and surplus property in
lieu of purchasing new equipment and property whenever such use is feasible and reduces
project costs.
Agreement No. 22
(7) Grantees and subgrantees are encouraged to use value engineering clauses in contracts for
construction projects of sufficient size to offer reasonable opportunities for cost reductions.
Value engineering is a systematic and creative analysis of each contract item or task to
ensure that its essential function is provided at the overall lower cost.
(8) Grantees and subgrantees will make awards only to responsible contractors possessing the
ability to perform successfully under the terms and conditions of a proposed procurement.
Consideration will be given to such matters as contractor integrity, compliance with public
policy, record of past performance, and financial and.technical resources.
(9) Grantees and subgrantees will maintain records sufficient to detail the significant history
of a procurement. These records will include, but are not necessarily limited to the following:
rationale for the method of procurement, selection of contract type, contractor selection or
rejection, and the basis for the contract price.
(10) Grantees and sub grantees will use time and material type contracts only-
(i) After a determination that no other contract is suitable, and
(ii) If the contract includes a ceiling price that the contractor exceeds at its own risk.
(11) Grantees and subgrantees alone will be responsible, in accordance with good
administrative practice and sound business judgment, for the settlement of all contractual and
administrative issues arising out of procurements. These issues include, but are not limited to
source evaluation, protests, disputes, and claims. These standards do not relieve the grantee
or subgrantee of any contractual responsibilities under its contracts. Federal agencies will not
substitute their judgment for that of the grantee or subgrantee unless the matter is primarily a
Federal concern. Violations oflaw will be referred to the local, State, or Federal authority
having proper jurisdiction.
(12) Grantees and subgrantees will have protest procedures to handle and resolve disputes
relating to their procurements and shall in all instances disclose information regarding the
protest to the awarding agency. A protestor must exhaust all administrative remedies with the
grantee and subgrantee before pursuing a protest with the Federal agency. Reviews of
protests by the Federal agency will be limited to:
(i) Violations of Federal law or regulations and the standards of this section (violations of
State or local law will be under the jurisdiction of State or local authorities) and
(ii) Violations of the grantee's or subgrantee's protest procedures for failure to review a
complaint or protest. Protests received by the Federal agency other than those specified
above will be referred to the grantee or subgrantee.
(c) Competition.
Agreement No. 23
(1) All procurement transactions will be conducted in a manner providing full and open
competition consistent with the standards of §12.76. Some of the situations considered to be
restrictive of competition include but are not limited to:
(i) Placing unreasonable requirements on firms in order for them to qualify to do
business,
(ii) Requiring unnecessary experience and excessive bonding,
(iii) Noncompetitive pricing practices between firms or between affiliated companies,
(iv) Noncompetitive awards to consultants that are on retainer contracts,
(v) Organizational conflicts of interest,
(vi) Specifying only a "brand name" product instead of allowing "an equal" product to be
offered and describing the performance of other relevant requirements of the
procurement, and
(vii) Any arbitrary action in the procurement process.
(2) Grantees and subgrantees will conduct procurements in a manner that prohibits the use of
statutorily or administratively imposed in-State or local geographical preferences in the
evaluation of bids or proposals, except in those cases where applicable Federal statutes
expressly mandate or encourage geographic preference. Nothing in this section preempts
State licensing laws. When contracting for architectural and engineering (AlE) services,
geographic location may be a selection criteria provided its application leaves an appropriate
number of qualified firms, given the nature and size of the project, to compete for the
contract. t
(3) Grantees will have written selection procedures for procurement transactions. These
procedures will ensure that all solicitations:
(i) Incorporate a clear and accurate description of the technical requirements for the
material, product, or service to be procured. Such description shall not, in competitive
procurements, contain features which unduly restrict competition. The description may
include a statement of the qualitative nature of the material, product or service to be
procured, and when necessary, shall set forth those minimum essential characteristics and
standards to which it must conform if it is to satisfy its intended use. Detailed product
specifications should be avoided if at all possible. When it is impractical or uneconomical
to make a clear and accurate description of the technical requirements, a "brand name or
equal" description may be used as a means to define the performance or other salient
requirements of a procurement. The specific features of the named brand which must be
met by offerors shall be clearly stated; and
Agreement No. 24
(ii)·Identify all requirements which the offerors must fulfill and all other factors to be
used in evaluating bids or proposals.
(4) Grantees and sub grantees will ensure that all pre qualified lists of persons, firms, or
products which are used in acquiring goods and services are current and include enough
qualified sources to ensure maximum open and free competition. Also, grantees and
subgrantees will not preclude potential bidders from qualifying during the solicitation period.
(d) Methods of procurement to be followed -(1) Procurement by small purchase procedures.
Small purchase procedures are those relatively simple and informal procurement methods for
securing services, supplies, or other property that do not cost more than the simplified acquisition
threshold fixed at41 U.S.C. 403(11) (currently set at $100,000). If small purchase procedures are
used, price or rate quotations shall be obtained from an adequate number of qualified sources.
(2) Procurement by sealed bids (formal advertising). Bids are publicly solicited and a firm-
fixed-price contract (lump sum or unit price) is awarded to the responsible bidder whose bid,
conforming with all the material terms and conditions of the invitation for bids, is the lowest
in price. The sealed bid method is the preferred method for procuring construction, if the
conditions in §12.76(d)(2)(i) apply.
(i) In order for sealed bidding to be feasible, the following conditions should be present:
(A) A complete, adequate, and realistic specification or purchase description is
available;
(B) Two or more responsible bidders are willing and able to compete effectively and
for the business; and
(C) The procurement lends itself to a firm fixed price contract and the selection of the
successful bidder can be made principally on the basis of price.
(ii) If sealed bids are used, the following requirements apply:
(A) The invitation for bids will be publicly advertised and bids shall be solicited from
an adequate number of known suppliers, providing them sufficient time prior to the
date set for opening the bids;
(B) The invitation for bids, which will include any specifications and pertinent
attachments, shall define the items or services in order for the bidder to properly
respond;
(C) All bids will be publicly opened at the time and place prescribed in the invitation
for bids;
(D) A firm fixed-price contract award will be made in writing to the lowest
responsive and responsible bidder. Where specified in bidding documents, factors
Agreement No. 25
such as discounts, transportation cost, and life cycle costs shall be considered in
determining which bid is lowest. Payment discounts will only be used to determine
the low bid when prior experience indicates that such discounts are usually taken
advantage of; and
(E) Any or all bids may be rejected if there is a sound documented reason.
(3) Procurement by competitive proposals. The technique of competitive proposals is
normally conducted with more than one source submitting an offer, and either a fixed~price
or cost-reimbursement type contract is awarded. It is ,generally used when conditions are not
appropriate for the use of sealed bids. If this method is used, the following requirements
apply:
(i) Requests for proposals will be publicized and identifY all evaluation factors and
their relative importance. Any response to publicized requests for proposals shall be
honored to the maximum extent practical;
(ii) Proposals will be solicited from an adequate number of qualified sources;
(iii) Grantees and sub grantees will have a method for conducting technical
evaluations of the proposals received and for selecting awardees; ,
(iv) Awards will be made to the responsible firm whose proposal is most
advantageous to the program, with price and other factors considered; and . .
(v) Grantees and subgrantees may use competitive proposal procedures for
qualifications-based procurement of architectural/engineering (AlE) professional
services whereby competitors' qualifications are evaluated and the most qualified
competitor is selected, subject to negotiation of fair and reasonable compensation.
The method, where price is not used as a selection factor, can only be used in
procurement of AlE professional services. It cannot be used to purchase other types of
services though AlE firms are a potential source to perform the proposed effort.
(4) Procurement by noncompetitive proposals is procurement through solicitation of a
proposal from only one source, or after solicitation of a number of sources, competition is
determined inadequate.
(i) Procurement by noncompetitive proposals may be used only when the award of a
contract is infeasible under small purchase procedures, sealed bids or competitive
proposals and one of the following circumstances applies:
(A) The item is available only from a single source;
(B) The public exigency or emergency for the requirement will not permit a delay
resulting from competitive solicitation;
Agreement No. 26
(C) The awarding agency authorizes noncompetitive proposals; or
(D) After solicitation of a number of sources, competition is determined inadequate.
(ii) Cost analysis, i.e., verifying the proposed cost data, the projections of the data, and
the evaluation of the specific elements of costs and profits, is required.
(iii) Grantees and sub grantees may be required to submit the proposed procurement to the
awarding agency for pre-award review in accordance with paragraph (g) of this section.
(e) Contracting with small and minority firms, women's business enterprise and labor surplus
area firms. (1) The grantee and subgrantee will take all necessary affirmative steps to assure that
minority firms, women's business enterprises, and labor surplus area firms are used when
possible.
(2) Affirmative steps shall include:
(i) Placing qualified small and minority businesses and women's business enterprises on
solicitation lists;
(ii) Assuring that small and minority businesses, and women's business enterprises are
solicited whenever they are potential sources;
(iii) Dividing total requirements, when economically feasible, into smaller tasks or
quantities to permit maximum participation by small and minority business, and women's .
business enterprises;
(iv) Establishing delivery schedules, where the requirement permits, which encourage
participation by small and minority business, and women's business enterprises;
(v) Using the services and assistance of the Small Business Administration, and the
Minority Business Development Agency of the Department of Commerce; and
(vi) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative
steps listed in paragraphs (e)(2) (i) through (v) of this section.
(f) Contract cost and price.
(1) Grantees and subgrantees must perform a cost or price analysis in connection with every
procurement action including contract modifications. The method and degree of analysis is
dependent on the facts surrounding the particular procurement situation, but as a starting
point, grantees must make independent estimates before receiving bids or proposals. A cost
analysis must be performed when the offeror is required to submit the elements of his
estimated cost, e.g., under professional, consulting, and architectural engineering services
contracts. A cost analysis will be necessary when adequate price competition is lacking,and
for sole source procurements, including contract modifications or change orders, unless price
Agreement No. 27
reasonableness can be established on the basis of a catalog or market price of a commercial
product sold in substantial quantities to the general public or based on prices set by law or
regulation. A price analysis will be used in all other instances to determine the
reasonableness of the proposed contract price.
(2) Grantees and subgrantees will negotiate profit as a separate element of the price for each
contract in which there is no price competition and in all cases where cost analysis is
performed. To establish a fair and reasonable profit, consideration will be given to the
complexity of the work to be performed, the risk borne by the contractor, the contractor's
investment, the amount of subcontracting, the quality of its record of past performance, and
industry profit rates in the surrounding geographical area for similar work.
(3) Costs or prices based on estimated costs for contracts under grants will be allowable only
to the extent that costs incurred or cost estimates included in negotiated prices are consistent
with Federal cost principles (see § 12.62). Grantees may reference their own cost principles
that comply with the applicable Federal cost principles.
(4) The cost plus a percentage of cost and percentage of construction cost methods of
contracting shall not be used.
(g) Awarding agency review.
(1) Grantees and sub grantees must make available, upon request of the awarding agency,
teclmical specifications on proposed procurements where the awarding agency believes such
review is needed to ensure that the item and/or service specified is the one being proposed for
purchase. This review generally will take place prior to the time the specification is
incorporated into a solicitation document. However, if the grantee or subgrantee desires to
have the review accomplished after a solicitation has been developed, the awarding agency
may still review the specifications, with such review usually limited to the teclmical aspects
of the proposed purchase.
(2) Grantees and subgrantees must on request make available for awarding agency pre~award
review procurement documents, such as requests for proposals or invitations for bids,
independent cost estimates, etc. when:
(i) A grantee's or subgrantee's procurement procedures or operation fails to comply with
the procurement standards in this section; or
(ii) The procurement is expected to exceed the simplified acquisition threshold and is to
be awarded without competition or only one bid or offer is received in response to a
solicitation; or
(iii) The procurement, which is expected to exceed the simplified acquisition threshold,
specifies a "brand name" product; or
Agreement No. 28
(iv) The proposed award is more than the simplified acquisition threshold and is to be
awarded to other than the apparent low bidder under a sealed bid procurement; or
(v) A proposed contract modification changes the scope of a contract or increases the
contract amount by more than the simplified acquisition threshold.
(3) A grantee or subgrantee will be exempt from the pre-award review in paragraph (g)(2) of
this section if the awarding agency determines that its procurement systems comply with the
standards of this section.
(i) A grantee or subgrantee may request that its procurement system be reviewed by the
awarding agency to determine whether its system meets these standards in order for its
system to be certified. Generally, these reviews shall occur where there is a continuous
high-dollar funding, and third-party contracts are awarded on a regular basis.
(ii) A grantee or subgrantee may self-certify its procurement system. Such self-
certification shall not limit the awarding agency's right to survey the system. Under a
self-certification procedure, awarding agencies may wish to rely on written assurances
from the grantee or subgrantee that it is complying with these standards. A grantee or
subgrantee will cite specific procedures, regulations, standards, etc., as being in
compliance with these requirements and have its system available for review.
(h) Bonding requirements. For construction or facility improvement contracts or subcontracts
exceeding the simplified acquisition threshold, the awarding agency may accept the bonding
policy and requirements of the grantee or subgrantee provided the awarding agency has made a
determination that the awarding agency's interest is adequately protected. If such a determination
has not been made, the minimum requirements shall be as follows:
(1) A bid guarantee from each bidder equivalent to five percent of the bid price. The "bid
guarantee" shall consist of a firm commitment such as a bid bond, certified check, or other
negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance
of his bid, execute such contractual documents as may be required within the time specified.
(2) A performance bond on the part of the contractor for 100 percent of the contract price. A
"performance bond" is one executed in connection with a contract to secure fulfillment of all
the contractor's obligations under such contract.
(3) A payment bond on the part of the contractor for 100 percent of the contract price. A
"payment bond" is one executed in connection with a contract to assure payment as required
. by law of all persons supplying labor and material in the execution of the work provided for
in the contract.
(i) Contract provisions. A grantee's and subgrantee's contracts must contain provisions in
paragraph (i) of this section. Federal agencies are permitted to require changes, remedies,
changed conditions, access and records retention, suspension of work, and other clauses
approved by the Office of Federal Procurement Policy.
Agreement No. 29
(1) Administrative, contractual, or legal remedies in instances where contractors violate or
breach contract terms, and provide for such sanctions and penalties as may be appropriate.
(Contracts more than the simplified acquisition threshold)
(2) Termination for cause and for convenience by the grantee or subgrantee including the
manner by which it will be effected and the basis for settlement. (All contracts in excess of
$10,000)
(3) Compliance with Executive Order 11246 of Sept~mber 24, 1965, entitled "Equal
Employment Opportunity," as amended by Executive Order 11375 of October 13,1967, and
as supplemented in Department of Labor regulations (41 CFR chapter 60). (All construction
contracts awarded in excess of $10,000 by grantees and their contractors or sub grantees)
(4) Compliance with the Copeland "Anti-Kickback" Act (18 U.S.C. 874) as supplemented in
Department of Labor regulations (29 CFR Part 3). (All contracts and subgrants for
construction or repair)
(5) Compliance with the Davis-Bacon Act (40 U.S.C. 276a to 276a-7) as supplemented by
Department of Labor regulations (29 CFR Part 5). (Construction contracts in excess of $2000
awarded by grantees and subgrantees when required by Federal grant program legislation)
(6) Compliance with Sections 103 and 107 of the Contract Work Hours and Safety Standards
Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part
5). (Construction contracts awarded by· grantees and subgrantees in excess of $2000, and in
excess of $2500 for other contracts which involve the employment of mechanics or laborers)
(7) Notice of awarding agency requirements and regulations pertaining to reporting.
(8) Notice of awarding agency requirements and regulations pertaining to patent rights with
respect to any discovery or invention which arises or is developed in the course of or under
such contract.
(9) Awarding agency requirements and regulations pertaining to copyrights and rights in
data.
(10) Access by the grantee, the subgrantee, the Federal grantor agency, the Comptroller
General of the United States, or any of their duly authorized representatives to any books,
documents, papers, and records of the contractor which are directly pertinent to that specific
contract for the purpose of making audit, examination, excerpts, and transcriptions.
(11) Retention of all required records for three years after grantees or subgrantees make final
payments and all other pending matters are closed.
(12) Compliance with all applicable standards, orders, or requirements issued under section
306 of the Clean Air Act (42 U.S.C. 1857(h», section 508 of the Clean Water Act (33 U.S.C.
Agreement No. 30
1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR
part 15). (Contracts, subcontracts, and sub grants of amounts in excess of $100,000)
(13) Mandatory standards and policies relating to energy efficiency which are contained in
the State energy conservation plan issued in compliance with the Energy Policy and
Conservation Act (Pub. L. 94-163, 89 Stat. 871).
4. Equipment (43 CFR §12.72)
(a) Title. Subject to the obligations and conditions set forth in this section, title to equipment
acquired under a grant or subgrant will vest upon acquisition in the grantee or subgrantee
respectively.
(b) States. A State will uSe, manage, and dispose of equipment acquired under a grant by the
State in accordance with State laws and procedures. Other grantees and sub grantees will follow
paragraphs (c) through ( e) of this section.
(c) Use.
(1) Equipment shall be used by the grantee or sub grantee in the program or project for which
it was acquired as long as needed, whether or not the project or program continues to be
supported by Federal funds. When no longer needed for the original program or project, the
equipment may be used in other activities currently or previously supported by a Federal
agency.
(2) The grantee or subgrantee shall also make equipment available for use on other projects
or programs currently or previously supported by the Federal Government, providing such
use will not interfere with the work on the projects or program for which it was originally
acquired. First preference for other use shall be given to other programs or projects supported
by the awarding agency. User fees should be considered if appropriate.
(3) Notwithstanding the encouragement in § 12.65(a) to earn program income, the grantee or
subgrantee must not use equipment acquired with grant funds to provide services for a fee to
compete unfairly with private companies that provide equivalent services, unless specifically
permitted or contemplated by Federal statute.
(4) When acquiring replacement equipment, the grantee or subgrantee may use the
equipment to be replaced as a trade-in or sell the property and use the proceeds to offset the
cost of the replacement property, subject to the approval of the awarding agency.
(d) Management requirements. Procedures for managing equipment (including replacement
equipment), whether acquired in whole or in part with grant funds, until disposition takes place
will, as a minimum, meet the following requirements:
(1) Property records must be maintained that include a description of the property, a serial
number or other identification number, the source of property, who holds title, the acquisition
Agreement No. 31
date, and cost of the property, percentage of Federal participation in the cost of the property,
the location, use and condition of the property, and any ultimate disposition data including
the date of disposal and sale price of the property.
(2) A physical inventory of the property must be taken and the results reconciled with the
property records at least once every two years.
(3) A control system must be developed to ensure adequate safeguards to prevent loss,
damage, or theft of the property. Any loss, damage, or theft shall be investigated.
(4) Adequate maintenance procedures must be developed to keep the property in good
condition.
(5) If the grantee or subgrantee is authorized or required to sell the property, proper sales
procedures must be established to ensure the highest possible return.
(e) Disposition. When original or replacement equipment acquired under a grant or subgrant is
no longer needed for the original project or program or for other activities currently or previously
supported by a Federal agency, disposition of the equipment will be made as follows:
(1) Items of equipment with a current per-unit fair market value ofless than $5,000 may be
retained, sold or otherwise disposed of with no further obligation to the awarding agency.
(2) Items of equipment with a current per unit fair market value in excess of $5,000 may be
retained or sold and the awarding agency shall have a right to an amount calculated by
multiplying the current market value or proceeds from sale by the awarding agencis share of
the equipment.
(3) In cases where a grantee or sub grantee fails to take appropriate disposition actions, the
awarding agency may direct the grantee or subgrantee to take excess and disposition actions.
(t) Federal equipment. In the event a grantee or sub grantee is provided Federally-owned
equipment:
(1) Title will remain vested in the Federal Government.
(2) Grantees or subgrantees will manage the equipment in accordance with Federal agency
rules and procedures, and submit an annual inventory listing.
(3) When the equipment is no longer needed, the grantee or subgrantee will request
disposition instructions from the Federal agency.
(g) Right to transfer title. The Federal awarding agency may reserve the right to transfer title to
the Federal Government or a third part named by the awarding agency when such a third party is
Agreement No. 32
otherwise eligible under existing statutes. Such transfers shall be subject to the following
standards: .
(1) The property shall be identified in the grant or otherwise made known to the grantee in
writing.
(2) The Federal awarding agency shall issue disposition instruction within 120 calendar days
after the end of the Federal support of the project for which it was acquired. If the Federal
awarding agency fails to issue disposition instructions within the 120 calendar-day period the
grantee shall follow 12.72(e).
(3) When title to equipment is transferred, the grantee shall be paid an amount calculated by
applying the percentage of participation in the purchase to the current fair market value of the
property.
5. Supplies (43 CFR §12.73)
(a) Title. Title to supplies acquired under a grant or sub grant will vest, upon acquisition, in the
grantee or subgrantee respectively.
(b) Disposition. If there is a residual inventory of unused supplies exceeding $5,000 in total
aggregate fair market value upon termination or completion of the award, and if the supplies are
not needed for any other Federally sponsored programs or projects, the grantee or subgrantee
shall compensate the awarding agency for its share.
6. Inspection
Reclamation has the right to inspect and evaluate the work performed or being performed under
this Agreement, and the premises where the work is being performed, at all reasonable times and
in a manner that will not unduly delay the work. If Reclamation performs inspection or
evaluation on the premises of the Recipient or a Subrecipient, the Recipient shall furnish and
shall require sub-recipients to furnish all reasonable facilities and assistance for the safe and
convenient performance of these duties.
7. Audit (31 U.S.C. 7501-7507)
Non-Federal entities that expend $500,000 or more in a year in Federal awards shall have a
single or program-specific audit conducted for that year in accordance with the Single Audit Act·
Amendments of 1996 (31 U.S.C. 7501-7507) and revised OMB Circular A-l33, which is
available at http://www.whitehouse.gov/omb/grants/grants_circulars.html. Federal awards are
defined as Federal financial assistance and Federal cost-reimbursement contracts that non-
Federal entities receive directly from Federal awarding agencies or indirectly from pass-through
entities. They do not include procurement contracts, under grants or contracts, used to buy goods
or services from vendors. Non-Federal entities that expend less than $500,000 a year in Federal
awards are exempt from Federal audit requirements for that year, except as noted in A-l33,
Agreement No. 33
§_.215( a), but records must be available for review or audit by appropriate officials of the
Federal agency, pass-through entity, and General Accounting Office (GAO).
Audits shall be made by an independent auditor in accordance with generally accepted
government auditing standards covering financial audits. General guidance on the single audit
process is included in a pamphlet titled, "Highlights of the Single Audit Process" which is
available on the internet at htlp:llwww.dot.gov/ostlm60/grant/sincontact.htm. Additional
information on single audits is available from the Federal Audit Clearinghouse at
htlp:/lharvester.census.gov/sacl .
8. Enforcement (43 CFR §12.83)
(a) Remedies for noncompliance. If a grantee or subgrantee materially fails to comply with any
term of an award, whether stated in a Federal statute or regulation, an assurance, in a State plan
or application, a notice of award, or elsewhere, the awarding agency may take one or more of the
following actions, as appropriate in the circumstances:
(1) Temporarily withhold cash payments pending correction of the deficiency by the grantee
or ,subgrantee or more severe enforcement action by the awarding agency,
(2) Disallow (that is, deny both use of funds and matching credit for) all or part of the cost of
the activity or action not in compliance,
(3) Wholly or partly suspend or terminate the current award for the grantee's or subgrantee's . . program,
(4) Withhold further awards for the program, or
(5) Take other remedies that may be legally available.
(b) Hearings, appeals. In taking an enforcement action, the awarding agency will provide the
grantee or subgrantee an opportunity for such hearing, appeal, or other administrative proceeding
to which the grantee or sub grantee is entitled under any statute or regulation applicable to the
action involved.
(c) Effects of suspension and termination. Costs of grantee or subgrantee reSUlting from
obligations incurred by the grantee or subgrantee during a suspension or after termination of an
award are not allowable unless the awarding agency expressly authorizes them in the notice of
suspension or termination or subsequently. Other grantee or subgrantee costs during suspension
or after termination which are necessary and not reasonably avoidable are allowable if:
(1) The costs result from obligations which were properly incurred by the grantee or
subgrantee before the effective date of suspension or termination, are not in anticipation of it,
and, in the case of a termination, are noncancellable, and,
Agreement No. 34
(2) The costs would be allowable if the award were not suspended or expired normally at the
end of the funding period in which the termination takes effect.
(d) Relationship to Debarment and Suspension. The enforcement remedies identified in this
section, including suspension and termination, do not preclude grantee or sub grantee from being
subject to "Debarment and Suspension" under B.O. 12549 «2 CFR 29.5.12 and 2 CFR 1400,
Subpart C). .
9. Termination For Convenience (43 CFR §12.84
Except as provided in 43 CFR §12.83 awards may be terminated in whole or in part only as
follows:
(a) By the awarding agency with the consent of the grantee or subgrantee in which case the two
parties shall agree upon the termination conditions, including the effective date and in the case of
partial tennination, the portion to be terminated, or
(b) By the grantee or subgrantee upon written notification to the awarding agency, setting forth
the reasons for such termination, the effective date, and in the case of partial termination, the
portion to be terminated. However, if, in the case of a partial termination, the awarding agency
determines that the remaining portion of the award will not accomplish the purposes for which
the award was made, the awarding agency may terminate the award in its entirety under either
§ 12.83 or paragraph (a) ofthis section.
10. Debarment and Suspension (2 CFR §1400)
The Department of the Interior regulations at 2 CFR 1400-Governmentwide Debarment and
Suspension (Nonprocurement), which adopt the common rule for the governmentwide system of
debarment and suspension for nonprocurement activities, are hereby incorporated by reference
and made a part of this Agreement. By entering into this grant or cooperative Agreement with
the Bureau of Reclamation, the Recipient agrees to comply with 2 CFR 1400, Subpart C, and
agrees to include a similar term or condition in all lower-tier covered transactions. These
regulations are available at http://www.gpoaccess.gov/ecfr/ .
11. Drug-Free Workplace (43 CFR §43)
The Department of the Interior regulations at 43 CFR 43-Governmentwide Requirements for
Drug-Free Workplace (Financial Assistance), which adopt the portion of the Drug-Free
Workplace Act of 1988 (41 U.S.C. 701 et seq, as amended) applicable to grants and cooperative
Agreements, are hereby incorporated by reference and made a part of this Agreement. By
entering into this grant or cooperative Agreement with the Bureau of Reclamation, the Recipient
agrees to comply with 43 CFR 43, Subpart B, if the Recipient is not an individual, or with 43
CFR 43, Subpart C, if the Recipient is an individual. These regulations are available at
http://www.gpoaccess.gov/ecfr/ .
Agreement No. 35
12. Assurances and Certifications Incorporated by Reference
12.1 The provisions of the Assurances, SF 424B or SF 424D as applicable, executed by the
Recipient in connection with this Agreement shall apply with full force and effeCt to this
Agreement. All anti-discrimination and equal opportunity statutes, regulations, and Executive
Orders that apply to the expenditure of funds under Federal contracts, grants, and cooperative
agreements,loans, and other forms of Federal assistance. The Recipient shall comply with Title
VI or the Civil Rights Act of 1964, Title IX of the Education Amendments of 1972, Section 504
of the Rehabilitation Act of 1973, the Age Discrimination Act of 1975, and nay program-specific
statutes with anti-discrimination requirements. The Recipient shall comply with civil rights laws
including, but not limited to, the Fair Housing Act, the Fair Credit Reporting Act, the Americans
with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Equal Educational
Opportunities Act, the Age Discrimination in Employment Act, and the Uniform Relocation Act.
Such Assurances also include, but are not limited to, the promise to comply with all applicable
Federal statutes and orders relating to nondiscrimination in employment, assistance, and housing;
the Hatch Act; Federal wage and hour laws and regulations and work place safety standards;
Federal environmental laws and regulations and the Endangered Species Act; and Federal
protection of rivers and waterways and historic and archeological preservation.
12.2 When required by 43 CFR §18-New Restrictions on Lobbying, Recipients shall complete
a Certification Regarding Lobbying form. This certification is incorporated by reference and
made a part ofthis Agreement. These regulations are available at
http://www.gpoaccess.gov/ecfr.
13. Covenant Against Contingent Fees
The Recipient warrants that no person or agency has been employed or retained to solicit or
secure this Agreement upon an Agreement or understanding for a commission, percentage,
brokerage, or contingent fee, excepting bona fide employees or bona fide offices established and
maintained by the Recipient for the purpose of securing Agreements or business. For breach or
violation of this warranty, the Government shall have the right to annul this Agreement without
liability or, in its discretion, to deduct from the Agreement amount, or otherwise recover, the full
amount of such commission, percentage, brokerage, or contingent fee
14. Trafficking Victims Protection Act of 2000, PL 106-386, as amended (2 CFR §175.15)
(a) To implement the trafficking in persons requirement in section 106(g) of the TVPA, as
amended, a Federal awarding agency must include the award term in paragraph (b) of this
section in-
(1) A grant or cooperative agreement to a private entity, as defined in § 175.25( d); and
(2) A grant or cooperative agreement to a State, local government, Indian tribe or foreign
public entity, if funding could be provided under the award to a private entity as a
subrecipient.
Agreement No. 36
(b) The award term that an agency must include, as described in paragraph (a) of this section, is:
I. Trafficking in persons.
a. Provisions applicable to a recipient that is a private entity.
1. You as the recipient, your employees, subrecipients under this award, and subrecipients'
employees may not-
i. Engage in severe forms of trafficking in persons during the period of time that the
award is in effect;
ii. Procure a commercial sex act during the period of time that the award is in effect; or
iii. Use forced labor in the performance of the award or subawards under the award.
2. We as the Federal awarding agency may unilaterally terminate this award, without penalty,
if you or a subrecipient that is a private entity
i. Is determined to have violated a prohibition in paragraph a.I of this award term; or.
ii. Has an employee who is determined by the agency official authorized to terminate the
award to have violated a prohibition in paragraph a.I of this award term through conduct
that is either-.
A. Associated with performance under this award; or
B. Imputed to you or the subrecipient using the standards and due process for
imputing the conduct of an individual to an organization that are provided in 2 CFR
part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and
Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 1400.
b. Provision applicable to a recipient other than a private entity. We as the Federal awarding
agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private
entity-
1. Is determined to have violated an applicable prohibition in paragraph a.I of this award
term; or
2. Has an employee who is determined by the agency official authorized to terminate the
award to have violated an applicable prohibition in paragraph a.1 ofthis award term through
conduct that is either-
i. Associated with performance under this award; or
Agreement No. 37
ii. Imputed to the sUbrecipient using the standards and due process for imputing the conduct
of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines
to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as
implemented by our agency at 2 CFR part 1400.
c. Provisions applicable to any recipient.
1. You must inform us immediately of any information you receive from any source alleging
a violation of a prohibition in paragraph a.l of this award term.
2. Our right to terminate unilaterally that is described in paragraph a.2 or b of this section:
i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVP A),
as amended (22 U.S.C. 7104(g)), and
ii. Is in addition to all other remedies for noncompliance that are available to us under
this award.
3. You must include the requirements of paragraph a.1 of this award term in any subaward
you make to a private entity.
d. Definitions. For purposes of this award term:
1. "Employee" means either:
i. An individual employed by you or a subrecipient who is engaged in the performance of
the project or program under this award; or
ii. Another person engaged in the performance of the project or program under this award
and not compensated by you including, but not limited to, a volunteer or individual
whose services are contributed by a third party as an in-kind contribution toward cost
sharing or matching requirements.
2. "Forced labor" means labor obtained by any of the following methods: the recruitment,
harboring, transportation, provision, or obtaining of a person for labor or services, through
the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude,
peonage, debt bondage, or slavery.
3. "Private entity":
i. Means any entity other than a State, local government, Indian tribe, or foreign public
entity, as those terms are defined in 2 CFR 175.25.
ii. Includes:
Agreement No. 38
A. A nonprofit organization, including any nonprofit institution of higher education,
hospital, or tribal organization other than one included in the definition of Indian tribe
at 2 CFR 175.25(b).'
B. A for~profit organization.
4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the
meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102).
(c) An agency may use different letters and numbers to designate the paragraphs of the award
term in paragraph (b) of this section, if necessary, to conform the system of paragraph
designations with the one used in other terms and conditions in the agency's awards
15. Contracting with Small and Minority Firms and Women's Business Enterprises
It is a national policy to award a fair share of contracts to small and minority business firms. The
Department of the Interior is strongly committed to the objectives of this policy and encourages
all Recipients of its grants and cooperative agreements to take affirmative steps to ensure such
fairness.
15.1 The grantee and sub grantee shall take all necessary affrrmative steps to assure that
minority frrms, and women's business enterprises are used when possible.
15.2 Affirmative steps shall include:
15.2.1 'Placing qualified small' and minority businesses and women's business 'enterprises on
solicitation lists;
15.2.2 Assuring that small and minority businesses, and women's business enterprises are
solicited whenever they are potential sources;
15.2.3 Dividing total requirements, when economically feasible, into smaller tasks or quantities
to permit maximum participation by small and minority business, and women's business
enterprises;
15.2.4 Establishing delivery schedules, where the requirement permits, which encourage
participation by small and minority business, and women's business enterprises;
15.2.5 Using the services and assistance of the Small Business Administration, and the Minority
Business Development Agency of the Department of Commerce as appropriate, and
15.2.6 Requiring the prime contractor, if subcontracts are to be let, to take the affrrmative steps
listed in C.6.2.1 through C.6.2.5, above.
Agreement No. 39
16. Endorsement of Commercial Products and Services
In accordance with 43 CFR 12.2(d), this provision applies to grants and cooperative agreements
whose principal purpose is a partnership where the Recipient contributes resources to promote
agency programs, publicize agency activities, assists in fund-raising, or provides assistance to the
agency. If the agreement is awarded to a Recipient, other than a State government, a local
government, or a federally-recognized Indian tribal government, and the agreement authorizes
joint dissemination of information and promotion of activities being supported, the following
provision shall be made a term and condition of the award:
Recipient shall not publicize or otherwise circulate, promotional material (such as
advertisements, sales brochures, press releases, speeches, still and motion pictures, articles,
manuscripts or other publications) which states or implies governmental, Departmental, bureau,
or government employee endorsement of a product, service or position which the Recipient
represents. No release of information relating to this award may state or imply that the
Government approves of the Recipient's work products, or considers the Recipient's work
product to be superior to other products or services.
All information submitted for publication or other public releases of information regarding this
project shall carry the following disclaimer:
"The views and conclusions contained in this document are those of the authors and should not
be interpreted as representing the opinions or policies of the U.S. Government. Mention of trade
names or commercial products does not constitute their endorsement by the U.S. Government."
Recipient must obtain prior Government approval for any public information releases concerning
this award which refer to the Department of the Interior or any bureau or employee (by name or
title). The specific text, layout photographs, etc., of the proposed release must be submitted with
the request for approval.
A Recipient further agrees to include this provision in a subaward to any Subrecipient, except for
a sub award to a State government, a local government, or to a federally-recognized Indian Tribe.
Agreement No. 40
.' .
City of Palo Alto 9
City Manager's Report
TO: HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: PUBLIC WORKS
DATE: APRIL 5,2010 CMR:186:10
REPORT TYPE: CONSENT
SUBJECT: Approval of a Wastewater Treatment .Enterprise Fund Contract with
Veolia ES Technical Solutions, LLC for a Period of Three Years for
Provision of Services for Transportation and Disposal of Ash and
Sludge for the Regional Water Quality Control Plant with Funding
for the First Year Approved in the Amount of $144,510
RECOMMENDATION
Staff recommends that Council direct staff to approve and authorize the City Manager or his
designee to execute the attached contract with Veolia ES Technical Solutions, LLC (Veolia) for
a period of three years with funding in the amount not to exceed $144,510 in the first year, and a
five percent increase fot year two at an amount not to exceed $149,823, and a five percent
increase for year three at an amount not to exceed $155,297 for provision of services for
transportation and disposal of ash and sludge for the Regional Water Quality Control Plant
(R WQCP) (Attachment A).
Project Description
The RWQCP produces approximately two tons per day of ash from its sewage sludge
incinerators. In 2009, approximately 717 tons of ash was generated, stored in a 40 cubic yard
roll-off bin, hauled away, and disposed in a landfill. The soluble copper concentration of the ash
has been just above the state's hazardous waste threshold value. Consequently, the ash has been
managed as a state hazardous waste and placed in a hazardous waste landfill instead of a
standard landfill. The existing ash hauler is Clean Harbors Environmental Services (Clean
Harbors) who has been hauling and disposing of the plant's ash since May 2007 at Clean
Harbors' hazardous waste landfill in Buttonwillow, California.
Staffhas investigated the origin of the soluble copper that violates the state (but not the federal)
hazardous waste criteria. Staff has not been able to determine the cause of the soluble copper oj'
any practical treatment modifications. The soluble copper forming in the ash during sludge
incineration has not impacted the plaut's air or water discharges.
Veolia will dedicate two sealed bins for ash hauling service. Veolia will pick up a full bin of ash
approximately once a week and swap out the full bin with an empty bin. Veolia will transport
the ash to the Kettleman Hills Hazardous Wa;ie Facility operated by Waste Management, Inc.
The Kettleman Hills Hazardous Waste Facility is fully permitted to receive hazardous waste and
CMR:186:10 Page 1 of3
is located approximately 4 miles west Of Interstate 5 and 3.5 miles southwest of Kettleman City,
California.
The City's two sewage sludge incinerators have been operating reliably since 1972, without any
serious disruption to the incineration process. However, it is possible that extended incinerator
downtime would leave the City without readily available sludge treatment and disposal
alternatives. As a backup to ash disposal, Veolia will provide emergency sludge transport and
disposal in the rare event that the plant's two sewage sludge incinerators are both inoperative for
a period of more than about four days.
Summary of Bid Process
A request for quotation for the project was posted at City Hall and sent to three bidders. The
bidding period was 26 days. Bids were received from two qualified contractors on February 23,
2010, as listed on the attached bid summary (Attachment B). Staff has reviewed all bids
submitted. Bids ranged from a high of $150,805 (Clean Harbors) to a low bid of $144,510
(Veolia). The Veolia bid is 29.4 percent below the engineer'S estimate of $204,562; the bidding
environment is currently very competitive with bid prices lower in this contract than in the
existing hauling contract. Staff recommends that the bid of $144,510 submitted by Veolia be
accepted and that Veolia be declared the lowest responsible bidder. Both bidders submitted price
inereases for years two and three, which were 5% each year (Veolia) and 3% each year (Clean
Harbors). Veolia's annual price increase was slightly higher than Clean Harbors' price increase,
yet the total three year Veolia bid ($450,260.34) was still lower than the Clean Harbors bid
($463,838.59). The price increase for the second and third contract years was included in the bid
to lock-in prices; the price increase covers the vendor's anticipated cost increases in regulatory
compliance, fuel, waste hauling, labor, landfill tipping fees, and so forth. Staff checked
references supplied by the contractor for previous work performed and found no significant
complaints. Staff also checked with the Contractor's State License Board and found that the
contractor has an active license on file.
Bid NamelNumber Transportation and Disposal of Ash and Sludge /
RFQ 135247 ......
Proposed Length ofProicct 1 year with option to extend two additional vears
Number of Bids Mailed to Contractors 3
Number of Bids Mailed to Builder's 0
~anJ?,()s .
Total Days to Respond to Bid 26
Pre-Bid Meeting? Yes
Number of Company Attendees at Pre-Bid 4
Meeting?
Number of Bids Received: 3*
Bid Price Range From a low of $144,510 to a high of$150,805
*Bid summary provided in Attachment B.
CMR:186:10 Page 2 of3
..
RESOURCE IMPACT
Funds for the first year of the contract have been appropriated in the FY 2009-2010 Wastewater
Enterprise Funds. Fund for years two and three are contingent upon Council approval of the
budget for each subsequent year.
POLICY IMPLICATIONS
This recommendation does not represent any change to existing City policies.
ENVIRONMENTAL REVIEW
The recommended action is exempt from review under the California Environmental Quality Act
pursuant to CEQA Guidelines Section 15301 (b), which exempts negligible expansion of an
existing use including operation of publicly-owned sewerage services, structures, facilities,
mechanical equipment, or topographical features.
ATTACHMENTS
Attachment A: Contract
Attachment B: Bid Summary
PREPARED BY:
DEPARTMENT HEAD;
CITY MANAGER APPROVAL:
CMR:186:10
JAMES S. ALLEN
Manager, Water Quality Control Plant
!:Ll~·
GLENN S. ROBERTS
Director of Public Works
Page 3 of3
,
ATTACHMENT A
CITY OF PALO ALTO CONTRACT NO. C10135247
GENERAl, SERVICES AGREEMENT
THIS AGREEMENT made and entered inlo on the day of April, 2010, by and between the
CITY OF PALO ALTO, a California Chartered Municipal Corporation ("CITY"), and VEOLIA KS
TECHNICAL SOLUTIONS, LLC, a Limited Liability Company, located at 3797 Spinnaker Court,
Fremont, CA 94538, Telephone Number: 510-652-1964 ("CONTRACTOR"). In consideration of their
mutual covenants, the parties hereto agree as follows:
1. SERVICES. CONTRACl'OR shall provide or furnish the services ("Services") described in the
Scope of Services, attached as Exhibit A.
2. EXIllBITS. The following exhibits are attached to and made a part of this Agreement:
[g] "A" -Scope of Services
[g] "B" -Schedule of Performance
[g] "C" -Compensation
[g] "D" -Insurance Requirements D "E" -Perfonnance andlor Payment Bond (Not applieable)
D "F" -Liquidated Damages (Not applicable)
CONTJlACT 18 NOTCOMPLb7E UNLESS ALL EXHIBITS ARE ATTACHED.
3_ TERM.
The term of this Agrcement is from April -' 2010to April _, 2013 inclusive, subject to the
provisions of Section Q and V of the General Tenns and Conditions.
4. SCHEDULE OF PERFORMANCE. CONTRACTOR shall complele the Services within the
term of this Agreement in a reasonably prompt and timely manner based upon the circumstances
and direction communicated to CONTRACTOR, and if applicable, in accordance with the
schedule set forth in the Schedule of Performance, attlched as Exhibit B. Time is of the essence in
this Agreement.
5. 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
n The sum of dollars ($ ) per hour, not to exceed a total maximum
compensation amount of dollars ($ ); OR
R: A sum calculated in accordance with the fee schedule set forth in Exhibit C, not to exceed
a total maximum compensation amount of one hundred forty-fonr thonsand five
hundred ten dollars ($144,510.00) per year. A five percent (5%) increase will be added·
for the second and third year of Illis contract for Bid line items A-I through A-4. and for
Bid line items B-1 through B-4.
CONTRACTOR agrees that it can perfonn the Services for an amount not to exceed the total
maximum compensation set forth above. Any hours worked or services perfonned by
CONTRACTOR for which payment would result in a total exceeding the maximum amount of
compensation set forth above for performance of the Services shall be at no cost to CITY,
r The City has set aside the sum of dollars ($ ) for Additional Services.
CONTRACTOR shall provide Additional Services only by advanced, written
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CITY OF PALO ALTO CONTRACT NO. CIOl35247
authorization from the City Manager or designee. CONTRACTOR, at the CITY',
request, shall suhmit a detailed writlen proposal including a description of the scope of
services, schedule, level of effort, and CONTRACTOR's propo..ed maximum
compensation, including reimbursable expense, for such services. Compensation shall be
based on lbe hourly rates set forth above or in Exhibit C (willchever is applicable), or if
such rates are not applicable, a negotiated lump sum. CITY shall not authorize and
CONTRACTOR sball not perfoon any Additional Services for which payment would
exceed the amount set forth above for Additional. Services. Payment for Additional
Services is subject to all·rcquirements and restriotions in this Agreement.
6. COMPENSATION DURING ADDITIONAL TERMS.
o CONTRACTOR'S compensation rates for each additional term shall be the same as the
original tena; OR
!J CONTRACTOR's compensation rates shall be adjusted effective on the commencement
of each Additional Term. The lump sum compensation amount, .hourly rates, or fees,
whichever is applicable as set forth in section 5 above, shall be adjusted by a percentage
equal to the change in the Consumer Price Index for Urban Wage Earners and aerieal
Workers for the San Francisco-Oakland-San Jose area, published by the United States
Department of Labor Statistics (CPI) which is published most immediately preceding the
commencement of the applicable Additional Term, which shall be compared with the CPI
puhlished most immediately preceding the commencement date of the then expiring term.
Notwithstanding the foregoing, in no event shall CONTRAcrOR's compensation rates
be increased by an amount exceeding five percent of the rates efrective during the
immediately preceding term. Any adjustment 10 CONTRACTOR's compensation rates
shall be reflected in a written amendment to this Agreement.
7. INVOICING. Send all invoices to the CITY, Attention: Project Manager. The Project Manager
is; James Allen, Public Works Department, Regio""l Water Quality Control Plant Division, at
2501 Embarcadero Way, Palo Alto, CA 94303, Telephone: 650·329-2243. Invoices sball be
submitted in arrearS for Servrees performed. Invoices sball not be submitted more frequently than
monthly. Invoices shall provide a detailed statement of Services petformed during the invoice
period and are subject to verification by CITY. CITY shall pay tbe undisputed amount of invoices
wilhin 30 days of receipt.
GENERAL TERMS AND CONDITIONS
A. ACCEPTANCE. CONTRACTOR accepts and agrees to all terms and conditions of this
Agreement. This Agreement includes and is limited to the terms and conditions set forth in
sections I through 6 above, these general terms and conditions and the attached exhibits.
B. QUALIFICATIONS. CONTRACTOR represenls and warrants that it has the expertise and
qualifications to complete the services described in Section I of this Agreement, entitled
"SERVlCES," and that every individual charged with the petfonnance of the services under this
Agreement has sufficient skill and experience and is duly licensed or certified, to the extent such
licensing or certification is required by law, 10 petform the Services. CITY expressly relies on
CONTRACTOR's represenlations regarding its skills, knowledge, and certifications.
CONTRACTOR shall perform all work in accordance with generally accepted business practices
and performance standards of the industry, including all federal, state, and local operation and
safely regulations.
C. INDEP.ENDENT CONTRACTOR. It is understood and agreed thai in the perfonnance of this
Agreement, CONTRACTOR and any person employed by CONTRACTOR shall al all times be
considered ·an independent CONTRACTOR and not an agent or employee of CITY.
CONTRACTOR shall be responsible for employing or engaging all persollS necessary to complete
tha work required under this Agreement.
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CITY OF PALO ALTO CONTRACT NO. C10135247
D •. SUBCONTRACTORS. CONTRACTOR may not use subcontractors to perfonn any Services
under this Agreement unless CONTRACTOR obtains prior written consent of CITY.
CONTRACl'OR shall be solely responsible for directing the work of approved subcontractors and
for any compensation due to subcontractors.
E. TAXES AND CHARGES. CONTRACTOR shall be responsible for payment of all taxes, fees,
contributions or charges applicable to the conduct of CONTRACTOR's business.
F. COMPLIANCE WITH LAWS. CONTRACTOR shall in the performance of the Services
comply with all applicable federal, state and local laws, ordinances, regulations, and orders.
G. DAMAGE TO PUBLIC OR PRlV ATE PROPERTY. CONTRACTOR shall, at its sole
expense, repair in kind, or as the City Manager or designee shall direct, any damage to public or
private property that occurs in connection with CONTRACTOR's performance of the Services.
OTY may decline to approve and may withhold payment in whole or in part to such extent as
may be necessary to protect CITY from loss because of defective work not remedied or other
damage to the CITY occurring in connection with CONTRACTOR's performance of the Services.
CITY shall submit written documentation in support of such withholding upon CONTRACTOR's
request. When the grounds described above are removed, payment sball be made for amounts
withheld becarue of them.
I
B. . WARRANTIES, CONTRACTOR expressly warrants that all services provided under this
Agreement shall be performed in a professional and workmanlike manner in accordance with
generally accepted business practices and performance standards of the industry and the
requirements of this Agreement. CONTRACTOR expressly warrants that aU materials, goods and
equipment provided by CONTRACTOR under this Agreement shall be fit for the particular
purpose intended, shall be free from defects, and shall conform to the requirements of this
Agreement. CONTRACTOR agrees to promptly replace or correct any material or service not in
compliance with these warranties, including incomplete, inaccurate, or defective material or
service, at no further cost to OTY. The warranties set forth in this section sball be in effect for a
period of one year from completion of the Services and shall survive the completion of the
Services or termination of this Agreement
i. COMPOSITION OF WASTE If CITY'S waste materials do not confonn to the
descriptions and specifications in the corresponding Prome Sheet, CONTRACTOR and
CIIT shall, in good faith, aUempt to amend the Prome Sheet and any other pertinent
documents andlor correct any improper containeri2ation, marking or labeling to enable
CONTRACTOR. to accept such non-conforming waste materials at. Facility. If the
parties cannot, within a reasonable time after CONTRACTOR notifies OTY the waste
materials are non-conforming, resolve the same as set forth above, CITY shall make
prompt arrangements for the removal of such non-conforming waste materials from the
Facility at which they are located to another lawful place of storage or disposal. OTY
agrees to pay CONTRACTOR its reasonable expenses and charges incurred with respect
to CITY'S' non-conforming waste materials.
ii. CONTRACTOR REPRESENTS AND WARRANTS TO CITY THAT: a.
CONTRACTOR is engaged in the business of performing Serviees with respect to waste
materials and bas developed the requisite expertise to perform the Services agreed to by
OIT and CONTRACTOR hereunder; b. all CONTRACTOR vehicles and each Facility
utilized to perform Services hereunder shall have all permits, licenses, certificates or
approvals required under applicable laws and regulations for such Services; and c.
CONTRACTOR. will perfonn Services for OIT in a safe and workmanlike manner, and
in compliance with all stalntes, ordinances, laws, orders, rules and regulations applicable
to the Services.
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CITY OF PALO ALTO CONTRACfNO. CI0135247
Hi. CITY'S WARRANTIES CITY represents and warrants to CONTRACTOR that: a. the
description of and specifications pertaining to its waste material.s in tbe Profile Sheet is
and at all times will be true and correct in all material respects, imd waste materials
tendered to CONTRACfOR will at all times, including, without limitation, at the time of
recertification of the waste materials, conform to the description and speciflcations
contained in the Profile Sbeet; b. CITY has made available all information it has
regarding Ibe waste materials, and if CITY receives information that the waste materials
described in a Profile Sheet present, or msy present, a hazard or risk to persons or the
environment not reasonably disclosed in the Prome Sheet, CITY will promptly report
sucb information to CONTRACTOR; c. if CITY is not the Generator of the waste
materials (as defined in 40 CPR 260.10), CITY has all necessary authority to enter into
this Agreement with respect to the waste materials; d. CITY is under no legal restraint
which prolnbits the transfer of possession of sucb waste msterials to CONTRACTOR; e.
CITY shall comply with all applicable stalnte$, ordinances, laws, orders, rules and
regulations applicable to the services, and shall provide CONTRACfOR a sare work
environment for Services performed on any premises owned or controlled by CITY; and
f. ifCONTRACfORrequests that work areas be secured, CITY will be solely
responsible for securing such work areas and for preventing anyone other than
CONTRACfOR personnel from entering the designated work areas.
L MONITORING OF SERVICES. CITY msy monitor the Services performed under this
Agreement to determine whether CONTRACTOR's work is completed in a satisfactOl:Y manner
and complies with the provisions ofthia Agreement.
J. CITY'S PROPERTY. Any reports, information, data or other material (including copyrigbt
interests) developed, collected, assembled, prepared, or caused to be prepared under this
Agreement will become the property of CITY without restriction or limitation upon their usc and
will not be made available to any individual or organization by CONTRACTOR or its
subcontrnctors, if any, without the prior written approval of the City Manager.
K. AUl)ITS. CONTRACfOR agrees to permit CITY and its authorized representatives to audit, at
any reasonable time during the term of this Agreement and for three (3) years from the date of
fmal payment, CONTRACTOR's records pertaining to matters covered by this Agreement.
CONTRACTOR agrees to maintain accurate books and records in accordance with generally
accepted accounting principles for at least three (3) following the terms of this Agreement.
L. NO IMPLIED W AIVEJl. No payment, partial payment, acceptance, or partial acceptnnce by
CITY shall operate as a waiver on the part of CITY of any of its rigbts under this Agreement.
M. INSURANCE. CONTRACTOR, at its sole cost, shall purchase and maintain in full force during
the term of this Agreement, the insurance coverage described in Exhibit D. Insurance must be
provided by companies with a Best's Key rating of A·:VII or higher and whicb are otherwise
acceptable to the City's Risk Manager. The City's Risk Manager must apprnve deductibles and
self-insured retentions. In addition, .11 policies, endorsements, certificates and/or binders are
subject to approval by the Risk Manager a. to form and content. CONTRACTOR shall obtain •
policy endorsement naming the City or Palo Alto as an additional insured under any general
liability or automobile policy. CONTRACfOR shall obtain an endorsement stating that the
insurance is primary coverage and will not be canceled or materially reduced in coverage or limits
until after providing 30 days prior written notice of the cancellation or modification to the City's
Risk Manager. CONTRACfOR shall provide certificates of such policies or other evidence of
coverage satisfactory to CITY'. Risk Manager, togelber witb the required endorsements and
evidence of payment of premiums, to CITY concurrently with Ibe execution of this Agreement
and shall throughout the term of this Agreement provide current certificates evidencing the
required insurance coverages and endorsements to the CITY'. Risk Manager. CONTRACfOR
shall include all subcontractors as insured under its policies or shall ubtain and provide to CITY
separate certificates and endorsements for each subeontractor that meet an the requirements of this
section. The procuring of such required poliCies of insurance shan not operate to limit
CONTRACTOR'. liability or obligation to indemnify CITY under this Agreement.
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CITY OF l' ALO ALTO CONTRACT NO. ClO135247
N. HOLD HARi'~LESS. To the fullest extent permitted by law and without limitation by the
provisions of section M relating to insurance, CONTRACTOR shall indemnify, defend and hold
harmless CITY, its Council members, officers, employees and agents from and against any and all
demands, claims, injuries, losses, or liabilities of any nature, including death or injury to any
person, property damage or any other loss and including without limitation all damages, penalties,
fIneS and judgments, associated investigation and administrative expenses and defense cos1lO,
including, but not limited to reasonable attorney's fees, cour1lO co,ts and co,t, of alternative
dispute resolution), 'arising out of, or resulting in any way from or in connection with the
performance of this Agreement. The CONTRACTOR', obligations under ,this Section apply
regardless of whether or not a liability is caused or contributed to by any negligeut (passive or
active) act or omission of CITY, except that the CONTRACTOR shall not be obligated to
indamnify for liabllity arising from the sole negligence or willful misconduct of the CITY.
CONTRACTOR'S obligation to indemnify the CITY shall not extend to any loss or damage of
any kind or nature caused by the CITY. The aeceptanee of the Services by CITY shall not operate
a. a waiver oftbe right of indemnification. The provisions of this Section ,urvive the completion
of the Services or termination of this Contract.
O. NON-DISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510,
CONTRACTOR certifies that in the perfonnance of this Agreemen~ it shall not discriminate in
the employment of any person because of the race, skin color, gender, age, religion, disability,
Wltional origin, ancestry, sexual orientation, housing status, marital status, familial status, weight
or height of such person. CONTRACTOR acknowledges that it has read and understands the
provisions of Scction 2.30.510 of the Palo Alto Municipal Code relating to Noodiscri.mination
Requirements aod the penalties for violation thereof; and agrees to meet all requirements of
Section 2.30.510 pertaining to nondiscrimination in employment.
P. WORKERS' COMPENSATION. CONTRACTOR, by executing tlris Agreement, certifies that
it is aware of Ihe provisions of the Labor Code of the State of California which require every
(employer to be insured against liability for workers' compensation or to undertake self-insurance
in accordance with the provisions of that Code, and certifies that it will comply with such
provisions, as applicable, before commencing and during the performance of the Services.
Q. TERMINATION. The City Manager may terminate tlris Agreement without cause by giving ten
(10) days' prior written notice thereof to CONTRACTOR. If CONTRACTOR fails to perform any
of its material obligations under this Agreement, in addition 10 all other remedies provided by law,
the City Manager may lerminate this Agreement immediately upon written notice of termination.
Upon receipt of such notice of termination, CONTRACTOR shall immediately discontinue
peribrmance. CITY, CITY shall pay CONTRACTOR for services satisfactorily perfonned up to
the effective date of termination. If the termination if for cause, CITY may deduct from such
payment the amount of actual damage, if any, sustained by CITY due to Contractor's failure to
perfonn its material obligations under this Agreement. Upon termination, CONTRACTOR shall
immediately deliver to the City Manager any aod aU copies of studies, sketches, drawings,
computations, aod other material or products, whether or not completed, prepared by
CONTRACTOR or given to CONTRACTOR, in connection with this Agreement. Such materials
shall become the property of CITY.
R. ASSIGNMEN'fSICHANGES. This Agreement binds the parties and their successors aed
assigns to all covenan1lO of this Agreement. This Agreement shall not be assigned or transferred
without the prior written consent of the CITY. No amendments, changes or variations of any kind
are authorized without the written consent of the CITY.
S. CON)l'LICT OF INTEREST. In accepting this Agreement, CONTRACTOR covenants that it
presently has no interest, aod will nol acquire any interest, direct or indirect, financial or
otherwise, which would conflict in any manner or degree with the performance oftms Contract.
CONTRACTOR further covenants that, in the performance of this Contract, it will not employ
any person having such an interest CONTRACTOR certifies that no City Officer, employee, or
authorized representative has any fmanclal interest in the business of CONTRACTOR and that no
5 Rev. Oooember 1, 2009
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person associated with contractor bas any interest, diteClGr indirect, whicb oould oonilict with the
faithful performance of this Contract. CONTRAcrOR agrees to advise CITY if any conflict
arises.
T. GOVERNING LAW. This oontract shall be governed and interpreted by the laws of the State of
California.
U. ENTIRE AGREEMENT. This. Agreement, including all exhibits, represents the entire
agreement between the parties with respect to the services that may be the subject of this
Agree:rnent. Any varianee in the exhibits does not affect the validity of the Agreement and the
Agreement itself controls over any conflicting provisions in the exhibits. This Agreement
supersedes 311 prior agreements, representations, statements, negonatioDS and undertakings
whether oral or written.
V. NON-Al'l'ROl'RIATION. This Agreement is subject to the fiscal provisions of the Charter of
the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without
any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the
fullowmg fiscal year, or (b) at any time within a fiscal year in the event thaI funds are only
appropriated for a portion of the fiscal year and funds for this Contract 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 Contract.
W. ENVIRONMENTALLY PREFERRED PURCHASING. CONTRAcrOR sball comply with
the City's Environmentally Preferred Purcbasing policies whicb are available at the City'.
Purchasing Department whicb are incorporated by reference and may be amended from time to
time.
X. AUTHORITY. The individual(s) executing this Agreement represent and warrant that they have
the legal capacity and authority to do so on behalf of their respective legal entities.
Y. CONTRACT TERMS: All uncbecked box""s do not apply to this Contract.
IN WITNESS WHEREOF, the parties hereto have by their duly anthorized representatives executed this
Agreement on the date first above written.
CITY OF PALO ALTO CONTRACTOR:
VEOLJA ES TECHNICAL SOLUTIONS, LLC
City Manager or Designee
(Required on contracts $85,000 and over)
~~~~~WA~~ ________ _
Purchasing Manager or Designee
Approved as to form,
Senior Asst. City Attorney
6 Rev, December 1,2009
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EXHIBIT A
SCOPE OF SERVICES
1.1 BACKGROUND
A. The Palo Alto Regional Water Quality Control Plant (RWQCP) operates a sewage sludge
incinerator, which creates bottom ash. The sludge is thermally transformed into ash
containing inorgonlc oxides.
1.2 PURPOSE
1.3
A. This contract is for hauling and disposal of ash. The contractor is to maintain qualifications
and licenses to haul the ash to • State ofCaliforni. Class l-nooRCRA sanitary landfill.
B. The contractor shall transport and dispose of the ash in accordance with the terms and
conditions of this contract. The Contrsctor shall be expresslydesignsted by the Parties hereto
as the transporter ot; and the arranger for the disposal of all wastes to be transported, managed
and disposed of under this contract.
C. The sewage sludge incinerators have been operating since 1972 and producing ash. Though
the incinerators have never fuiled, the potential exists for incinerator nonoperation and loss of
all surplus sludge storage capacity. In this case, a backup transportation and disposal contract
is needed to handle dewntered, untreated sludge and disposal .t a sanitary landfill or at
another sewage treatment plant.
CHARACTER1STICS OF ASH AND SLUDGE
A. The RWQCP produces approximately 825 dry tons of ash per year. Pickups are typically
weekly. and average 14 to 15 tons per pickup. Pickups are occasionllllymore often than once a
week.
B. Sludge production is estimated to be 64 tons per day of 28% dry sludge cake (undigested and
untreated).
1.4 ASH PACKAGING AND TRANSPORTATION
A. The city will load the ash into a bin owned by the contractor and left at the plant site. The
contractor shall provide two watertight, open-top, t_rped bins for ash. One bin shall remain at
the RWQCP and the other shall be used by the contractor for exchanges. The contractor shall
deliver the bin to the RWQCP for the temporary storage of the ash. The city will place the ash
into the bin a1)d will notify the contractor for exchange of bin and disposal of the ash when
the bin is sufficiently fuJI and ready for disposal. The bin, each approximately 40 cubic yards,
shall be water tight, lined, tarped, and suitable for transportation of the ash.
B. The city will notify the contractor two calendar days before the required disposal of the ash
and bin exchange. Upon notice, the contractor shall at its expeese, remove, transport, and
dispoae of the ash at .. state approved, class l-nonRCRA sanitary landfiU site suitable for
proper disposal of ash. Removal and exchange of the bins shall be between the hours of7:00
a.m. and 7:00 p.m., upon city notification. Transportation shall be by licensed, registered
hauler who complies with alliacal, state, and federal laws.
C. The city owns and maintains an ash bin cover with. screw io move ash throughout the bin
for even distribution. The waste hauler shall only provide bins compatible with the existing
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cover. A diagram and dimensions of the dty's 'slt bin COver is included in Exhibit A-I. The
city will remove the ash bin cover prior to bin pickup.
1.S EMERGENCY SLUDGE PACKAGING AND TRANSPORT A TION
A. The city will load the sludge into a bin owned by the contractor and left at the plant site after
notification of need for this service. The contraclor shall provide multiple watertight bins for
sludge. One bin shall remain at the RWQcP and the others shall be used by the contractor for
exchanges. The contractor shall deliver the bin to lbe RWQCP for lbe temporary storage of
the sludge. The city will place lbe sludge into lbe bin and will notify the contractor for
exchange of bin and disposal of the sludge when the bin is sufficiently full aud ready for
disposal. The bin, each approximately 20 cubic yards, shall be water tight, tined, and suitable
for transportation of untreated sludge.
B. If the emergency sludge disposal is needed, the hauler will need to mobilize to provide
'service within 24 hours. The plant will need the change oilt of five or more vendor-supplied
'20-cubic yard drop-off bins per day, 24 hours per day, seven days per week. The hauling and
transport of sewage sludge will continue until the sewage sludge incinerators are repaired.
The vendor will need to have made arrangements in advance for this service should it be
required.
C. The city will notify the contractor in the event of an emergcncy need to use their services for
sludge hauling. The contractor shall provide a 24-hour emergency dispatch number. Upon
notice, the contractor shall at its expanse, remove, transport, and dispose of the sludge at an
approved sanitary landfill site suitable for proper disposal of untreated sewage sludge.
Removal and exchange of the bins shall be at all hours of plant operation. Temporary storagc
of sludge bins is available onsile when landfills are closed. Transportation shan be by
licensed, registered hauler who complies with all local, state, and federal laws.
1.6 WEIGHTS AND ASSAYS
A. The city will keep a record of the estimated weight or volume of each truck load of waste. At
. its expense, the contractor shan weigh each truckload of waste received at its disposal site
and submit the weight tags to the RWQCP.
1.7 DOCUMENTATION, PERMITS AND INSURANCE
A. The contractor shall maintain permits and insurance required during the term of this contract.
B. Contractor shall provide all appropriate documentation, certifications and records for the
transportstion, management and disposal of Class I wastes and all applicable federal, state
and local laws and regulations, including. but not limited to:
I. bills of lading or non-1w:ardoUl! waste manifests
2. Class I waste manifests and continuation sheets
3. Iabpack inventory sbeets
4. land disposal restriction notifications
S. Class I waste prom ..
6. certificates of destruction, decontamination, disposal and/or recycling
Appropriate copies of the documentation listed above as well as any other documents required
by the City's Project Manager sholl be furnished to the City's Project Manager at the time of
waste shipment.
C. Closed originals of all unifonn hazardous (and non-hozardous) waste manifests sigoed by a
duly authorized representative of the receiving TreatmentiStoragelDisposa1 Facility (TSDF)
shall be furnished to the City's Project Manager within thirty (30) calendar days of waste
2 Rev, December 1,2009
\\CC-TERRA~,,,,,,oIlPURCHIlOC\sAP Bid, and ProposalsIRFQ\RFQI3S241 Transportation and DI,_I of Allh and
SludgelConlnlot Cl 0135241 VEOLIA PINAL 03121O.doe
CITY OF PALO ALTO CONTRACT NO. ClO135247
shipment. This requirement shall survive the expiration andlor termination of the Agreement.
D. Certificates of destruction, decontamination, disposal andlor recycling signed by a duly
authorized representative of the receiving TSDF shall be furnished by the Contractor to the
City's Project Manager for all wastes to be managed under this contract within one hundred
and eighty (180) calendar days of waste shipmen!. This requirement shall survive the
expiration andlor termination of the Agreement.
E. The Contractor shall, at all times during the transportation, storage, and disposal of wastes to
be managed under this contract, know the location, condition and status of each item being
managed. The Contractor shall make such information available in written progress reports to
the City's Project Manager upon request. The progress reports shall include a listing of items
removed, referenced by an appropriate identification number and unifonn Class I waste
manifest number and a description of the location and status of wastes on date of the written
progress report.
1.8 PICKUP ADDRESS
1.9
A. Palo Alto Regional Water Quality Control Plant
Attn: Oporations Shift Supervisor or Senior Operator
2501 Embarcadero Way
Palo Alto, CA 94303
65()'329·2598 • phone
MISCELLANEOUS CONDITIONS
A. The waste hauler will have free and easy access to the picknp site.
B. The waste hauler willlllllintain containers in DOT shippable condition.
C. JRANSFER OF TID;E CONTRACTOR shan take title to CiTY'. waste materials which
conform In the descriptions and specifications stated in the Profile Sheet upon completion of
loading into CONTRACTOR's transportation vehicles, or if transported by CITY. upon
acceptance at the Facility.
END OF SCOPE
3. ~v.~cemberl.2009
\\CC~TERRA\jarreol\PURCHDOC\SAP Bids and Proposals\RFQ\RFQ135247 TranspO:rtalion and Disposal of Ash and
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CITY OF PALO ALTO CONTRACT NO. CI0135247
EXHIBITB
SCHEDULE OF PERFORMANCE
CONTRACTOR shall perfonn the Services according to the following schedule:
• On-GOing services for a period oflhree (3) years.
1
\\cC-TERRA'!jarreol\PURCHDOC\SAP Bids and Prnpnsals\RFQ\RFQ135247 Transponation and Disposal of Ash and
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Bid Schedule A :
BID APPROX.
ITEM QTY.
A-I 825
A-Z 52
A-3 52
A-4 365
A-S 825
A-6 825
A-7 I
Bid Sehedule A-.
BID APPROX.
ITEM QTY.
B·l 128
B-2 12
B·3 12
B-4 12
B-5 128
B·6 12
B-7 6
B-8 48
CITY OF PALO ALTO CONTRACT NO. CIOl35247
UNIT
Ton
Load
Load
Days
Ton
Ton
18
UNIT
Ton
Load
Load
Days
Ton
Load
Each
I Hour
EXHIBITC
SCHEDULE OF FEES
DESCRlPTION
Disposal cost of ash:
Transportation cost of ash:
Liner installation fee for ash -per load:
; Bin Rental for ash:
Califomia Non-RCRA taxes fur ash:
(Baaed on the most current Cn Ufomia BOE schedule
Local taxes for ash, as necessary, per ton
(10% per ton • based on the most current King's
County tax rate)
Surcharges!fees for ash, lump sum
(one-time fee)
DESCRlPTION
Disposal cost of sludse :
; Transportatiou cost for sludge:
Liner installation fee for sludge -per load:
Bin Rental:
i Local taxes, as necessary, per ton
Surcharges/fees for sludge, Jump sum
Roll.offbin mobilization during backup sludge haullng
service:
Onsite full·time truck and driver to move empty and
full bins in and ont of the incinerator building during
backup sludge hauling service:
l.l 0 PRICES AND ANNUAL INCREASES
A. Standard bid of ash shall include all fees, taxes, and surcharges:
I. Disposal cost i. $361 ton
UNIT PRICE
$36.00
$1,200.00
i
$45.00 I
$12.50
$19.98
$3.00
$500.00
UNIT PRICE
$57.75
$780.00
. $30.00
$12.50
$0.00
$8.25
.
$660.00
$98.50
Rev. December 1.2009
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CITY OF PALO ALTO CONTRACT NO. C10135247'
2. Transportation cost is $1200 I load
3. Liner installation in $45 I load
4. Bin rental is $12.50 / day (Note: no overlapping charge shall be applied on the day of bin
exchange.]
5. California Non-RCRA taxes, $19.98 per ron based on the most current California BOE
schedule
6. Local taxes, as necessary, $3 I ton, based on the most current King's County tax rate
7. Sutcbarges, $500 initial bin drop fee ( one-time fee)
B. Standard bid of sludge sball include all fees, taxes, and surcharges:
1. Disposal cost is $57.75 / ton
2. Transportation cost is $780/ load
3. Liner installation is $30 / load
4. Bin rental is $12.50/ day for each bin (as necessary during mobilization)
5. Local taxes, as necessary, is $0 per ton
6. Sutcharges are $8.25 environmental fee per load
7. RoIl-oIrhin mobilization during backup sludge hauling service, $660 / bin
8. Onsite truck and truck driver to move and empty full bins in and out oftbe incinerator
building during backnpsludge haudling service, $98.50/ hour
c. ADDmONAL PRICING CONDmONS
i. Demurrage will not be charged for pickup of waste up to and including 90 mirmtes of
loading aud unloading time. After 90 minutes, the demurrage charge of $95/hour will
apply if the city causes the delay.
H. Demurrage will not be cberged for delays caused by the hauler not having proper
paperwork at the time of arrival at the plant site.
iii. Unloading demurrage will not be charged for wastes being delivered unless the City of
Palo Alto creates a condition such as an improperly identified waste or nonconforming
waste.
iv. A minimum volume of 10 tons (or yards, whicheveris greater) will be hilled for all waste
received in a rolloff container, inteemodal, or dump trailer delivered ro hauler's waste
disposal facility.
v. Haulers' owned or leased roll-off containers or other equipment that are damaged by City
ofP.lo Alto may be repaired by contractor and invoice City at a quoted hourly rate for
labor aud parts invoiced at no more than eost plus 30%.
vi. Roll-oIrwashout charges ate to be inclUded in the pricing.
vii. IU the event slUdge can be hauled to East Bay Municipal Utilities District, the pricing for
emergency sludge disposal shall be cost plus 10%. Por the base contract, the prices in
Section B above shall apply.
viii. In case of price increase due to new regulatory fees, waste hauler must notify the City of
Palo Alto in writing before any additional rees will be allowed.
D. ANNUAL INCREASES
i. The price increase for the second and third 12-month periods nf this contract is to be
determined in the Base Bid Schedules.
ii. The price inerease for the first optional 12 month extension of this contract is to be 5%,
which shall apply to Bid line items A.l, 2, 3, and 4 and B.I, 2, 3, and 4 only.
iii. The price increase for the second optional 12 month extension of this contract is to be
5%, which shall apply to Bid line iterns A.I, 2, 3, and 4 aud B.I, 2, 3, and 4 only.
In the case of a price increase due ro new regulatory fees, the contractor must notify the City of Palo Alto in
writiag before any additional fees will be allowed.
2 Rev, December 1.2009
\\cC·TI!RllA~alTe.JIPURCHDOC\SAP Bids and ProposaJsIRFQIRPQ135247 Transportation and Disposal of Asb and
SJudgelCo_et Cl 0135247 VEQUA -FINAL Ol1210.doc
!
CITY OF PALO ALTO CONTRACT NO. CI0135247
EXHIBlTD
INSURANCE REQUIREMENTS
CONTRACTORS TO TIlE CITY OF PALO ALTO (CITY), AT TIlEJR SOLE EXPENSE, SHALL FOR THE TERM
OF TIlE CONTRACT OBTAlN AND MAlNTAlN INSURANCE IN THE AMOUNTS FOR THE COVERAGE
SPECIFIED BELeW, AFFORDED BY COMPANIES WITH AM BEST'S KEY RATING OF A-:VU, OR
HIGHER, LICENSED OR AUTHORlZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF
CALIFORNIA.
A WARD is CONTlNGENTON COMPLIANCE WITII CITY'S INSURANCE REQUIREMENTS, AS SPECIFIED,
BELOW'
MINIMUM LIMITS I REQUIRED TYPB OF COVFJ\AGE REQUIREMENT EACH
OCCURRENCE AGGREGATE
• Yl'S
Yl'S
Yl'S
YES
!
I
; NO
YES
·WORKllR'S COMPENSATION STATUTORY
EMPLOYER'S LIABILITY STATUTORY
BODILY INJURY $1,000,000 $I,ODo,ooo
GENERAL LlABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM 'PROPERTY DAMAGB $\,000,000 $\,000,000
PROPERTY DAMAGE BLANKET
CONTRAClUAL, AND FIRE LEGAL BODILY INJURY & PROPERTY $1.000,000 , $\,000,000
LIABILITY DAMAGE COMBlNED, i i
BODILY INJURY I $\,000,000 $\,000,000 . EACH PERSON $1,000,000 $\,000,000
AUTOMOBILE LlABILITY, -EACH OCCURRENCE $\,000,000 $1,000,000
I INCLUDING ALL OWNED, U1RED, ; PROPERTY DAMAOE $1,000,000 $1,000,000 : NON-OWNED
$1,000,000 I BODILY INJURY AND PROPERTY $1,000,000
DAMAGll.COMBlNllD
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE ALL DAMAGES $1000,000
TIl1l CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT
ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND
EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE
INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND
ITS SUBCONSULTANTS, IF ANY, BUT ALSO, 'WITH THE EXCEPTION OF WORKERS'
COMPENSATION, EMPLOYER'S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS
ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS OFFICERS AGENTS, AND EMPLOYEES.
I, INSURANCE COVERAGE MUST INCLUDE:
A. A PROVISION FOR A WRl'ITEN mRTY DAY ADVANCE NOTICE TO CITY OF CHANGE
IN COVERAGE OR OF COVERAGE CANCELLATION; AND
B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE
FOR CONTRACTOR'S AGREEMENT TO INDEMNIFY CITY.
C. DEDUCTIBLE AMOUNTS IN EXCESS OF S5>~O~ REQUIRE CITY'S PRIOR APPROV AL.
II. CONT AC1'OR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED
COVERAGE.
Ill. ENDORSEMENT PROVISIONS, WIlli RESPECT TO TIlE INSURANCE AFFORDED TO
"ADOmONAL INSUREDS"
I Rev. December 1,2009
\\CC-TERRA \jarreol\PURCHDOC\!',AP Bids and Proposals\R.FQ\RFQ135241 Transportation and Disposal of Ash and
SJuds<\Contract CIOl35247 VEOLIA • F1NAL0312!0,do<:
CITY OF PALO ALTO CONTRACT NO, CI0135247
A PRlMARY COVERAGE
WlTII RESPECT TO CLAIMS ARlSmG OUT OF TIlE OPERATIONS OF TIlE NAMED mSURED,
mSURANCE AS AFFORDED BY THIS POLlCY IS PRlMARY AND IS NOT ADDITlONAL TO OR
CONTRIBUTmG WlTII ANY OTHER mSURANCE CARRlBD BY OR FOR TIlE BENEFIT OF THE
ADDITIONAL mSUREDS.
B. CROSS LIABILlTY
TIlE NAMmG OF MORE TIlAN ONE PERSON, FIRM, OR CORPORATION AS mSUREDS UNDER TIlE
POLlCY SHALL NOT, FOR THAT REASON ALONE, EXTlNOUlSH ANY RIGHTS OF THE INSURED
AGAmST ANOTHER, BUT THIS ENDORSEMENT, AND TIlE NAMING OF MULTIPLE mSUREDS,
SHAlL NOT mCREASE TIlE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLlCY.
C, NOTICE OF CANCELLATION
l. IF THE POLlCY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY
REASON OTHER UlAN THE NON·PAYMENT OF PREMIUM, TIlE ISSUING
COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITIEN
NOTICE BEFORE'THE EFFECTIVE DATE OF CANCELLATION,
2, IF TIlE POLlCY IS CANCELED BEFORE ITS EXPIRATION DATE FOR TIlE NON·
PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT
LEAST A TEN (10) DAY WRITIEN NOTICE BEFORE THE EFFECTIVE DATE OF
CANCELLATION.
NOTICES SIIALL BE MAILED TO:
PURCHASING AND
CONTRACT ADMINISTRATION
CITY OF PALO ALTO
P.O. BOX 10250
PALOALTO,CA 94303
2 Rev. December l, 2009
\ICC·TERRA~arreol\PURCHDOCISAP Bids ond.Proposal,IRFQIRFQI35;l47 Tnmsportation and Disp",.1 of Ash and
Sludg.IContrect ClO135247 VEOLlA • FINAL 031210.<10.
"
'.
Attachment B -City of Palo Alto -Department of Public Works: Bid Summary .
Transportation and Disposal of Ash: RFQ No. 135247
Bid Project Manager's Clean Harbors Environmental Veolia ES Technical Solutions,
Item Description Estimate Services LLC
Bid Schedule A -Incinerator Ash Disposal
A-1 Disp()!;al Cost $64,998.13 $37,389.00 $29,700.00
A-2 Transportation Cost $70,231.75 $68,289.00 $62,400.00
A-3 Liner Installation Fee $3,804.22 $2,678.00 $2,340.00
A-4 Bin Rental $4,862.20 $3,759.50 $4,562.50
A-5 Local taxes $6,499.81 $3,630.00 $16,483.50
A-6 State Taxes $1.5,452.25 $16,483.50 $2,475.00
A-7 SurcharQes/Fees $18,243.32 $0.00 $500.00
Bid Schedule A -Subtotal $184,091.68 $132,229.00 $118,461.00
Bid Schedule B -Emergency Sludge Disposal
B-1 Disposal Cost $5,120.00 $9,152.00 $7,392.00
B-2 Transportation Cost $4,800.00 $6,960.00 $9,360.00
B-3 Liner I nstallation Fee $878.00 $600.00 $360.00
B-4 Bin Rental $160.00 $120.00 $::~~~-~~~~~
B-5 Local taxes $512.00 $179.20
B-6 Surcharges/Fees $0.00 $0.00
~~~~
Roll-off Bin
8-7 Mobilization $4,200.00 $750.00 $3,960.00
8-8 Truck and driver $4,800.00 $4,080.00 $4,728.00
Bid Schedule 8 -Subtotal $20,470.00 $21,841.20 $26,049.00
Total of Bid Schedules A & B $204,561.68 150,804.70 $144,510.00
26.3% below project manager's 29.4% below project manager's
estimate estimate
Note: A "no bid" was received from Synagro West, LLC
3111/2010
s
~ ~ ,..,
=
'.
•
..-: .. ,.:;
City of Palo Alto 11
City Manager's Report
TO: ' HONORABLE CITY COUNCIL
FROM: CITY MANAGER DEPARTMENT: PUBLIC WORKS
DATE: APRIL 5,2010 CMR:165:10
REPORT TYPE: ACTION ITEM
SUBJECT: Recommendation to Direct Staff: 1) To Defer Further Action on an
Anaerobic Digestion (AD) Facility or Aerated Static Pile (ASP)
Composting Facility Within Palo Alto, Until and Unless a Usable Site
is Identified; 2) To Examine the Feasibility of Energy Conversion
Technologies (Including AD Technologies) During the Upcoming
Regional Water Quality Control Plant Master Planning Process;
3) To Pursue Local Partuering Opportunities with SMaRT® Station
Partners and/or Local Organic Waste Processing Companies that are
Developing Private or Energy Conversion Facilities Within a 20-Mile
Radius of Palo Alto; and 4) To Resume Acceptance of Commercial
Garbage at the Landfill
RECOMMENDATION
Staff recommends that Council direct staff to:
1. . Defer further action on an anaerobic digestion (AD) facility or aerated static pile (ASP)
composting facility within Palo Alto, until and unless a usable site is identified;
2. Examine the feasibility of energy conversion technologies (including AD technologies)
during the upcoming Regional Water Quality Control Plant (RWQCP) Master PI arming
Process;
3. Jnvestigate and pursue local pannering opportunities with SMaRT® partners andlor local
organic waste processing companies who are developing private AD or energy
eonversion facilities within a 20-mile radius of Palo Alto; and
4. Resume acceptance of commercial garbage at the landfill.
BACKGROUND
Thc City currently maintains a 7.5 acre conventional windrow composting facility for yard
trimmings on an active section of the Palo Alto Landfill (located within Byxbee Park) which is
expected to close within 12 months after the landfill reaches the permitted grading levels. The
landfiIl is expected t(j reach permitted capacity near the end of 20 II. The
green material managed at the facility includes source ,separated yard trimmings such as lawn
clippings, lcaves, tree and shrub clippings, brush, and other vegetative materials generated
through landscape maintenance activities. Additionally, leaves accumulated through the City's
street sweeping operations "selected screened loads" and clean tree trunk/limb wood grindings
(I to 2-inch chips) are also managed at the facility.
CMR:165:10 Page 1 of6
On August 6, 2007, Council directed staff to develop a work plan to explore options to keep
compo sting in Palo Alto. A work plan for a composting feasibility study was presented and
approved by Council on January 22, 2008 (CMR: 116:08). Staff prepared the feasibility study
and presented the results of the study on April 28, 2008 (CMR:219:08). At that point Council
directed staff to table the issue until the Baylands Master Plan update was approved and to get
the input of the Parks and Recreation Commission (PRC) and the Planning and Transportation
Commission (PTC). On December IS, 2008 (CMR:470:08) and January 12, 2009
(CMR: 116:09), Council further discussed the composting issue and made a decision to convene a
citizen-based Blue Ribbon Task Force (BRTF) to further examine the composting question. At
that time, Council specifically directed the BRTF to avoid parkland location options.
On October 19, 2009, the BRTF presented its results and recommendations to Council
(CMR:402:09). The lead site recommended by the BRTF would have had resulted in potential
impacts on the Palo Alto Airport operations, as expressed to Council. Therefore, Council
directed staff to further examine the other alternatives and return to Council. The motion from
October 19, 2009 consisted ofthe following directives:
1) Accept the September 9, 2009 Palo Alto Compost Task Force Final Report (Report)
submitted by the Compost Blue Ribbon Task Force (BRTF);
2) Direct Staff to implement the short term recommendations for CUl'l'ent compost
operations contained in the BRTF Report as modified by the Staff response;
3) Request Staff to retum with analysis and recommendation of whether to incorporate
an interim solution of aerobic static pile composting or consider off site composting
on an interim basis;
4) Staff to evaluate the two options (Embarcadero Road/Airport site and 5-6 acres in the
northwest corner of the current landfill site) on the locations;
5) Staff to consider an option of partnering with another city or cities;
6) Staff to consider whether there are other locations on Embarcadero Way that could
work, this would take no more than 90 days;
7) Location of any facility would not have any negative impact on the Palo Alto Airport,
its operations, finances, and relationship with the FAA or Santa Clara County;
8) Staff to work closely with the airport community in the development of any
proposals, and
9) Staff to take into consideration the Airport Business Plan being developed.
In a separate action, Council adopted a statement of intent to proceed toward an anaerobic
compo sting system, at an unspecified location.
Since the last Council action on composting, staff held a public meeting with airport stakeholders
at West Valley Flying Club Meeting Room on November 4,2009. Minutes from that meeting
are included as Attachment A and further documented the negative impacts of a site on Airport
property. Staff also held a public meeting to discuss the expected recommendations of this staff
report at Cubberley Community Center, Room A-6 on December 9, 2009. Notes from that
public meeting are included as Attachment B. In addition, staff presented information (and
answered questions) to the Council in a study session on March 8,2010.
CMR:165:10 Page 2 of6
DISCUSSION
Short-term Recommendations
Staff has implemented all of the short-tenn recommendations for current compost operations
contained in the BRTF Report as modified by the staff response (Directive No.2, above). The
analysis of aerated static pile (ASP) composting within Palo Alto or off site composting as
interim solutions (Directive No.3, above) is contained in Attachment D. Staff concludes that an
ASP facility is too expensive and that there is no site that could be ready in time to serve as an
interim facility. Therefore the current interim plan of taking yard trimmings to the Z-Best Gilroy
facility should continue to be the shortcterm approach, JlPon closure of the Palo Alto Compost
Facility.
Loeal Siting Options
Evaluation of three pennanent siting options (the Embarcadero Road/Airport site, the northwest
comer of the eurrent landfill Byxbee Park site, and private properties along Embarcadero Way),
is also summarized in Attachment C, consistent with Directives No. 4 and 6, above. After
furthereonsultation with the Airport community, staff concludes that the Embareadero
Roadl Airport site would negatively impact that community and proposes no further work on that
site in confonnance with Directive No.7, ahove. With respect to the possible sites along
Embarcadero Way referenced in Directive No.6, staff concludes that procurement of sufficient
property would be too expensive and potentially disruptive for the existing land .owners and
tenants .. The site closest to the RWQCP entrance is a self-storage facility with numerous
individual tenants. In addition there would be neighborhood compatibility hurdles with utilizing
the properties on the west side of Embarcadero Way.
With respect to the construction of an Anaerobic Digestion facility in the northwest comer of the
current landftlllByxbee Park site, staff concludes that a detailed Feasibility Study would have to
be conducted by an engineering consultant to detennine costs and fully evaluate impacts.
Projected cost data obtained by Staff from venders has not been verified and is not sufficient for
final decision making. An Anaerobic Digestion facility is consistent with the October 19, 2009
Council direction and with the recommendations of the Compost Blue Ribbon Task Force.
However, given the key constraint (site is on dedicated parkland) of the landfilllByxbee Park
site, staff does not recommend moving forward with the Feasibility Study until and unless the
constraintis removed (Recommendation No.1, above). A Feasibility Study of this magnitude is
best completed in conjunction with an Enviromnental Impact Report so that appropriate
mitigations are identified and incorporated into the project design. The total estimated cost of
this detailed analysis would exceed two hundred fifty thousand dollars. This is a staff estimate
based on experience with the formerly proposed Enviromnental Services Center (ESC) at nearly
the same location on Byxbee Park.
Regional O)2portunities
Additionally, staff is actively exploring conversion technology options with the otherSMaRT®
Station partner cities, as well as opportunities to send organic materials to potential new privately
developed anaerobic digestion facilities.
Regiollal opportunities for anaerobic or other advanced processing are preliminary, but emerging
quickly. Several jurisdictions in the area are begiuning to express interest and explore their
CMR16S:10 Page 3 of6
abilities to build and operate regional facilities to provide organics processing in the future.
Currently no firm commitments exist, but opportunities for collaboration eould be pursued by the
City as they are identified. For example, the City's SMaRT® Station partners, Mountain View
and Sunnyvale, both have adopted zero waste goals. In addition, the City has an established
relationship with them in owning and operating a transfer and processing facility through 2021.
Both of these cities have an immediate interest in developing or using conversion technology to
meet their waste reduction goals and would likely be potential partners to build and operate an
anaerobic digestion or other conversion facility.
The primary private sector processing OPP011unity available in the near term is a facility being
developed by GreenWaste Recovery, Inc (Green Waste). GreenWaste, along with their business
partner from Germany, KOMPOFERM, have formed a subsidiary company called Zero Waste
Energy Development Company, Inc. (Zero Waste Energy). They are in the fmal planning stages
of designing a IS0,000-ton per year anaerobic digester in San Jose located approximately 12
miles from Palo Alto.
In September 2009, the City of San Jose and Zero Waste Energy executed a Memorandum of
Understanding (MOU) regarding their intent to develop lease terms for use of approximately 40
acres of a closed landfill site loeated beside the San Jose/Santa Clara Water Pollution Control
Plant· for a biogas facility. The first phase of the processing site, 50,000 tons per year, is
anticipated to be ready for operation as soon as late 2011. Initially, the processing plant
anticipates taking a blend of food scraps and yard trimmings from jurisdictions to produce
biofuel and compost.
GreenWaste is the collection and processing provider for the City of Palo Alto's solid waste,
recyclables, yard trimmings, and food scraps. Staff has had preliminary discussions with
GreertWaste about utilizing this facility for the City'S food scrap tonnage, and some or all of our
yard trimmings. Finally, staffhas also met with another company, Harvest Power, that is also
pursuing development of a regional AD facility for the south bay area. Harvest Power has not
identified any specific faeility location yet.
Regional Water Quality Control Plant Master Plan
Under the existing adopted Capital Improvement Project (CIP) WQ-IOOOl, staffwill soon be
procuring consultant services to prepare a Master Plan for the Regional Water Quality Control
Plant. The draft scope of work requests an analysis of energy conversion technologies (including
anaerobic digestion) that might be suitable replacements for biosolids incineration in the future.
The Master Plan Work is scheduled to begin later this year.
Feedstocks and End Products
Regardless of whether the City pursues partnership with a private firm or a regional conversion
technology facility, it is important to nnderstand our various feedstocks and what end products
are to be produced and marketed. A feedstock is the raw waste material that would be proeessed
and includes food waste, sewage biosolids, yard trimmings, and soiled paper. A single
technology may not be best for the various organic material feedstocks that exist in Palo Alto.
For example, certain feedstocks require greater vector and odor control than others. Certain
feedstocks may also affect the marketability of any end product compost material due to
concentrations of metals, fecal coliform bacteria, and other contaminants. These issues will
CMR165:10 Page 4 of6
continue to guide the City into a solution that will best serve Palo Alto's needs for the long term.
Because of the upcoming Master Plan and the various prospects for new regional facilities, it is
not yet clear whether a joint venture with other communities, a processing contract with a private
facility, an anaerobic digestion facility at the RWQCP, or some combination of the
aforementioned are in the City's best interests. Therefore, staff is recommending continuing to
explore advanced tecImoiogies at the Regional Water Quality Control Plant and at Regional
locations in the South Bay area, as expressed in Recommendations 2 and 3 above.
Commercial Garbage Disposal Moratorimn
On January 12, 2009 Couucil passed a motion containing the following provision:
"The City shall suspend accepting commercial garbage at the Palo Alto dump while awaiting
City Council action on the recommendations ofthe BRTF."
Staff interprets this provision to mean that it is to recommence acceptance of commercial
garbage upon further action by Council on the compo sting issue. Staff is seeking Council
confirmation of this interpretation through Recommendation No.4, above.
Follow-up to Study Session on March 8, 20 I 0
Attachment D contains further staff responses to questions and comments raised at the Study
Session on March 8,2010, including the potential early conversion oflandfill Phases IIA and lIB
to park use.
As a follow-up to the community· response at the Council Study Session on March 8, 2010,
Council may wish to provide specific direction to staff about conducting a scientific random
voter survey regarding the Byxbee Park site option. This survey would gage resident sentiment
about the possible undedication of a portion of Byxbee Park for an organic material processing
and energy generation facility. Similar voter surveys have been performed about other issues for
less than $25,000. Staff could therefore procure these polling services using unspent Refuse
Fund operating budget for program and project consultants. Survey questions and language
could be referred to the Policy and Services Committee if the Council moves to proceed with this
type of community outreach.
Attachment E is an aerial map from the Study Session presentation that shows two City-owned
areas of the Baylands that are not currently dedicated as parkland. These areas could potentially
be swapped for land within the current Byxbee Park. A potential survey could also gage voter
sentiment towards such a land swap idea.
RESOURCE IMPACT
There. is no additional resource impacts associated with the recommendations in this report
beyond what has already been anticipated in the Council adopted Zero Waste Operations Plan
(CMR:123:07).
ENVIRONMENTAL REVIEW
The staff recommendations in this report do not constitute a "project" as defined by the
California Environmental Quality Act (CEQA).
CMR165:1O PageS of6
POLICY IMPLICATIONS
The recommendation does not represent changes to existing City policies. The recommendation
is consistent with the Council adopted Zero Waste Plan and Council priorities to reduce
greenhouse gas emissions.
ATTACHMENTS
Attachment A: Notes from Public Meeting on November 4, 2009
Attachment B: Notes from Public Meeting on December 9, 2009
Attachment C: Staff Memo on Further Compost Facility Evaluation
Attachment D: Staff Memo Addressing Council Questions from Study Session on March 8, 20 10
Attachment E: Map of Potentially Offsetting Areas from Study Session Presentation
PREPARED BY: ~<t·a~~
APPROVED BY: 1l:1~----'
CITY MANAGER APPROVAL: . J
/ City Manager
Page 6 Qf6
A) Plllllose:
Meeting Summary
1114/09 CompostlAirport Public Meeting
(4:00-5:30 pm -Palo Alto Airport)
ATTACHMENT A
To explore potential sites for organics material management which would have "no
imp!j.ct" on the Palo Alto Airport (per I 0/19109 direction from the Palo Alto Council.)
B) Attendees:
Airport
Community Members
Chuck Byer
Harry Hirschman
Ralph Britton
Pat Roy
Larry Shapiro
Michael Baum
C) Summary:
Former Compost
Task Force Members
Bob Wenzlau
Emily Renzel
Palo Alto City Staff
Cara Silver
Steve Emslie
Phil Bobel
The group brainstormed and identified impacts to the Palo Alto Airport associated
with seven (7) different location configurations of Organics Material Management
(OMM) facilities. (See D. below for details). There appear to be three configurations
which are likely to have no impact on the Airport (with several qualifiers noted in
Part D).
1. Locating. the OMM on Embarcadero Way (currently privately owned
buildings) ..
2. Locating the OMM on the Los Altos Treatment Plant (LA TP) site and
locating the municipal operations planned for the LATP site on Embarcadero
Way (currently privately owned buildings).
D) Identification ofImpacts on the Airport:
1. Locating OMM on the current Landfill site. and swawing aWfoximately 10
acres of the North Runway site (22 acres total) as dedicated parkland. Thus, a
I b acre strip of the North Runway site, the eastern half, would become
parkland. The group assumed that the dedication itself would involve no
physical changes; that any physical changes would be a separate action
involving separate analysis.
IMPACTS:
No impacts tq the Airport were identified as long as the following points were
reCognized and addressed:
Page I
u; lPWDIADMINIKAREN\CMRI040510i 165-10 C ompC31lng Resp.nselAlltlChmenC A.doc
ATTACHMENT A'
a. The FAA must be consulted for any rules they may have. Their approval
may be needed,
b. Sufficient "buffer" must be allowed adjacent to the runway for aircraft
wingspan.
c, The new Parkland (North Runway site) would have to have restricted
access to prevent people and animals from entering.
d. The existing levee must be maintained. In fact, it may need to be
augmented in light of sea level rise.
e, There may be a habitat mitigation area at the north end of the North
Runway site which must be maintained.
2. Locating OMM on Embarcadero Road/Airport site and relocating Ailll0rt
facilities per the 9/09/09 memo from Barney, et all to PA Council. This
option would move the Heliport and Terminal to avoid impacts from the
OMM in the southeastern corner of the Airport.
IMPACTS:
The following impacts on the Airport were identified:
a. The changes to the layout of Airport operations are major and funding
would be needed. Both the amount and source of funds would be issues.
b. Cost of moving Embarcadero Road and resurfacing (at a minimum) of the
Airport access road would be impacts.
c. New location of the Heliport is not safe due to incoming fixed wing traffic
and proximity to fuel storage.
d, Negative visual impacts to the Airport would occur.
e .. ' All of the negative impacts identified in the Task Force Report associated
with the Embarcadero Road/Airport site would apply.
3. Locating OMM at the LATP site and move the activities plarmed for the
LATP site to the Embarcadero Road/Airport site and relocate Airport facilities
per the 9/09/09 memo from Barney, et all to the P A Council.
IMPACTS:
The negative impacts listed as 2.a -2.d above would also apply to this
concept.
4. Locating OMM on land riow occupied by privately owned buildings on one or
both sides of Embarcadero Way.
IMPACTS:
The following issues would have to be addressed and mayor may not turn out
to be actual impacts on the Airport:
a. The potential for a bird attraction hazard would have to be investigated.
Page 2
U:IPWDIADMfNlKAREMCMRI0405fOIf65·fO Com posting ResponselAltachmenCA.doc
ATTACHMENT A
b. A· 1,200 foot distance would have to be achieved with respect to yard
waste.
c. A 1 mile distance would have to be achieved for food waste.
5. Locating the OMM at the LATP site and locate the activities planned for the
LATP site where the privately owned buildings on one or both sides of
Embarcadero Way are now.
IMPACTS:
No impacts on the Airport were identified, assuming that there were no bird
attraction issues from the operations that would be located on Embarcadero
Way.
6. Locating the OMM at the LA TP site and locate the activities planned for the
LATP site on the North Runway site.
IMPACTS:
The following impacts on the Airport were identified:
a. FAA approval would be needed
b. Access would have to be provided which does not exist, creating safety
Issues.
c. Oversight of contractors and City staff would have to be addressed.
d. Bird attraction would have to be addressed.
7. Separate the OMM activities, locating only the curing piles (possible aerated
static piles) on the North Runway site.
IMPACTS:
The following impacts on the Airport were identified:
a. Access which does not now exi1;t would have to be provided, creating
safety issues.
b. The bird attraction issue would have to be addressed.
c. FAA approval would be needed.
8. Locating the OMM on the Landfill site and creating offsetting parkland
(approximately 10 acres) at the North Runway site.
IMPACTS:
There is no guarantee that the FAA will accept dedicating 20 acres as
"Parkland" and thereby reducing the available Palo Alto airpark land by 20%.
Until further clarification is gained on this item, it should not be included in
the "no airport impact" category.
Page 3
U:\PWD\ADMINlKAREMCMR\0405JO\J65~1O Compos{ing RespanseiAUachmen(A doc
ATTACHMENTB
On 12/9/09 City Staff presented its preliminary thinking in response to Council's
10/19/09 directives. The responses will undergo more work, and likely be
presented to Council on 2/1/10. Staff sought, and received, feedback on the
following concepts:
1. Interim Aerated Static Piles:
Staff is unlikely to recommend this due to cost, length of time to bring on
line, and lack of an authorized site. (The interim (post 2012) "fallback" is
the Z-Best (Gilroy) compost facility).
2. Long Term Sites in Palo Alto:
a. Airport Site
Staff is unlikely to recommend this due to impacts on the Airport
and the Council directive to have "no Impact" on the Airport.
b. Embarcadero Way Site
Staff is unlikely to recommend this due to high cost of purchasing
landlbuildings.
c. Landfill CByxbee) Site
. Sfaff is unlikely to recommend conducting a
feasibility/environmental study at this time due to uncertain
availability of the site and the high cost of a
. feasibility/environmental study.
3. Areas to Pursue:
a. Nearby Sites » Staff will pursue taking organics to a new anaerobic
digestion facility likely to open as soon as 2010 in San Jose
(Greenwaste, Zanker Road). approx. 12.5 miles from the
Embarcadero/101 interchange ( Note: Much closer than Z-
Best which is 53 miles ). » Staff will purs.ue the possibility of an energy recovery facility
at the SMaRT Station in Sunnyvale, although it is just an
idea at this point.
b. Palo Alto Regional Water Quality Control Plant (RWQCP) Master
Planning » Staff will consider anaerobic digestion and other energy
recovery possibilities at the RWQCP as the Master Planning
gets underway in 2010. (Not able to handle yard trimmings,
or all food waste within the RWQCP, however.)
The following feedback was received at the meeting;
Comments from Public
On Palo Alto Staff Presentation
at 12/09/09 Public Meeting
ATTACHMENTB'
Individual members of the public suggested that the following thoughts (or ansVjers to
questions) be included in the report back to City Council on (or about) 211/10:
I. Indicate that there is citizen support (as well as citizen opposition) to an organics
management. facility on the landfill (Byxbee) site.
2. The City's Solid Waste Management Plan filed with the County would have to be
revised if a new Palo Alto Compost Facility were to be developed.
3. The regional situation with respect to organics management should be discussed.
4. For Aerated Static Piles (ASP) and Anaerobic Digestion (AD), the extent to which
operating facilities exist should be discussed.
S. The emerging responses to the Santa Barbara RFP should be summarized to show
what technologies are actually being proposed by bidders there.
6. The quality of the food scraps processed at Z-Best (Gilroy) should be mentioned as it
is apparently contaminated with plastics and other non-food material.
7. The quality of biosolids should be discussed with the "hazardous waste" issue and the
"long term build-up" issues described.
8. The schedule for developing Greenwaste's Zanker Road facility should be explored
to determine why it is happening so much faster than Staffs estimation of a Palo Alto
facility schedule. . .
9. A resident "Initiative" would shorten the schedule by eliminating one of the two ErRs
shown on the Palo Alto Staff schedule.
10. The Waste Management Board management staff were much more optimistic about a
.Palo Alto schedule and should be consulted.
11. Wh~n will Greenwaste's .Zanker Road facility be able to take yard trimmings and
biosolids?
12. What has the experience to date been of taking commercial food waste in Palo Alto in
Palo Alto?
13. The process outputs (e.g., energy, compost) of an organics processing facility should
be fully considered as a decision is made on the type of process.
14. The sensitivity of the facility location to noise, light,. traffic, dust and pollutants
should be described.
15. Drawings showing what the various site locations would look like should be
presented.
16. Make it clear that the "Landfill site" is on "Byxbee Park".
3/111 0 ATTACHMENTC
Staff Evaluation
Follow-up to Blue Ribbon Task Force (BRTF) Recommendations
For Developing an Organics Processing Facility Within The
City of Palo Alto
n Staff analysis and recommendation for developing an interim Aerated Static Pile (ASP)
composting operation within Palo Alto versus adopting the Zero Waste Operations Plan of
sending yard trimmings to SMaRT/ZBest. .
The advantages of the City developing an ASP composting facility in Palo Alto after the existing
composting facility closes are mainly: reduced greenhouse gas vehicle emissions through a
closer destination facility; and that the City could control the facility and add other organic
wastes to the process (biosolids, food scraps, etc). Control of the facility and organic wastes that
could be processed could allow the City to implement residential curbside collection of food
scraps in their green waste carts.
Disadvantages of the City developing its own facility in the interim are the high cost of
developing an ASP operation ($3 million initial capital investment); and the fact that there is no
land readily available for the placement of an ASP facility in the intermediate term.
Staff does not believe that the $3 million investment for an ASP Facility developed on any
existing City-oWned property is warranted because of the interim nature of the ASP (Council has
prioritized Anaerobic Digestion) and because there is no readily available site for the facility.
2) Evaluation of Three Potential Anaerobic Digestion (AD) Facility Sites.
Site #1 Other Unspecified Locations Along Embarcadero Road
Staff focused primarily on the existing commercial properties along Embarcadero Way for this
portion ofthe evaluation. Five properties ranging in size from I to almost 4 acres were evaluated
by the Real Estate Division of the Administrative Services Department. Table 1 below
summarizes the potential acquisition costs for these properties. The properties' layout in relation
to the Airport and the Regional Water Quality Control Plant (RWQCP) is shown in Figure 1.
If only the three properties along the east side of Embarcadero Way are considered, acquisition
costs could range between $8.2 to $13.7 million for these 3.15 acres ofland. It is very unlikely
that even just these three properties would be easy to acquire. Eminent Domain would likely be
necessary. One of these three properties houses California Self Storage and another is currently
leased by Victor Aviation Services. Only the property at the comer of Embarcadero Road
appears to be vacant at the time of this report. It contains a two-story structure for research and
development and offices. Staff does not recommend pursuing the acquisition of these properties
for an organics processing facility.
Page I of 8
3/1/1 0 AITACHMENTC
Table 1: ROUGH ACOUISITION ESTIMATES FOR EMBARCADERO WAY PROPERTIES
High Mid Low
Street Number APN Acres $100/sf $80/sf $60/sf Facts
Sold 7/06 lor approx.
WEST 1880 008-03-027 1.19 $5,183,640 $4,146,912 $3,110,184 $4,250,000 recently
refurbIshed ~ avail
SIDE for lease
2440 008-03-072 3.95 $17,206,200 $13,764,960 $10,323,720 Newer R&D Sites -
several vacancies
! 1900 008-03-071 1.14 $4,965,840 $3,972,672 $2,979,504 Olo.r building -
available for lease EAST Older building -• SIDE 2415 008-03-030 1 $4,356,000 $3,484,800 $2,613,600 currently leased
i 2425 008-03-068 1,01 $4,399,560 $3,519,648 $2,639,736 Self storage facmty
Totals 5,14 $22,389,840 $17,911,872 $13,433,904
COMPARABLE DATA:
2525 E, Bayshore Road -1,44 acres, same age bldg -Comp Value per Real Quest $6,250,000 -Sold 4/2006
$4,200,000
1010 Corporation Way -Currently for sale -21 ,500 sl, Bldg, Office/R&D, Vacant, 1,10 ac lot size -for sale price
$5,300,000'" $246,51/51
CONDEMNATION COSTS CONSIDERATIONS (assume +30% to above mid range flgure):
Courts must find that: 1) public Interest and necessity require the project; 2) the project is compatible with the
greatest public good and least private Injury; and 3) the property is necessary for the project
Costs to consider: Fair market value, plus attorney fee$, appraisal fees, relocation expenses, payment for
business fixtures, equipment and good will, and if leased possibly relocation andlor tenants leasehold interest to
be compensated, .
NOTES and ABBREVIATIONS:
East Side parcels represent the lots next to RWQCP
APN: Assessor's Parcel Number
sf: Square Feet
Page 2 of8
3/1/10 AITACHMENTC
Figure 1: EMBARCADERO WAY PROPERTY LOCATIONS
Airport
I
\
Baylands
. \
" \
Site #2 Embarcadero Road/Airport Site
Based on meetings held with Airport stakeholders, there are no options within the airport
property that have no negative impacts on its operations, finances, or relationships with the FAA
or Santa Clara County,
Page 3 of8
3/1!1 0 ATTACHMENTC
Site #3 Northwest Corner of Current Landfill Site (Byxbee Park)
Staff has conceptually developed a 4.7 acre grading plan (Figure 2) at the Northwest comer of
the landfill adjacent to the PAR WQCP that might be large enough for a large AD facility that
could accommodate the City's entire organic waste throughput. The grading plan incorporates
dedicated park acreage from the area adjacent to the PARWQCP fenceline (facing the landfill)
and overlying approximately 2 acres of the existing landfill.
Implementing this conceptual grading plan would mean raising the grades of the existing land
adjacent to the landfill approximately 5 feet to approximately 15 feet above mean sea level
(MSL). This conceptual site would partially overlie the landfill final contours approved by the
landfill architect (Hargreaves Associates, April 2008). If an AD building were developed on this
site then the top of a building could be as high as 40 feet above MSL -lower than the highest
elevations ofthe landfill that are 60 feet above MSL.
Permits and Approvals
Permitting an AD facility at the Northwest corner of the landfill would involve CEQA, State
permits and local approvals and voter approval to undedicate a portion of Byxbee Park. This
entire development process would be expected to take 7 or 8 years to complete (See timeline
Figure 3). Because this site overlies the landfill and because this site would probably require two
EIRs and a vote to undedicated parkland, the schedule for development of a large AD facility
would be expected to take three to four years longer than a site that did not have these land use
issues.
• An Environmental Impact Report (ElR) would be required. It is likely that two EIRs may
be required - a programmatic EIR to support the vote to undedicate the parkland and
later, a design level EIR that would support the permits and approvals;
• A new or revised solid waste facility permit would be necessary;
• A new Bay Area Air Quality Management District (BAAQMD) Facility Pennit would
likely be required. A new high technology organics facility with emissions control would
meet the BACT standards (Best Achievable Control Technology).
• New or revised Waste Discharge Requirements (WDRs) will probably be required from
the Regional Water Quality Control Board since the proposed operation would be sited
partiallyi'on the landfill. Flatter grades overlying the landfill can be permitted as long as
an 'effective system for diverting surface drainage and preventing ponding is designed in
accordanee'with California Code of Regulations Title 27 Section 21090 (b)(1 )(B).
• Local permits and approvals would inelude revising the Baylands Master Plan,
Planning/Site & Design Review approvals, voter approval to undedicate parkland etc.
Page 40f8
31111 0 ATTACHMENTC
• The City would need to modifY the landfill's post-closure plan to reflect this continued
operation on the closed landfill. Also, a facility operations layer and drainage features
would need to be designed and constructed to protect the landfill's cap.
• An amendment to the landfill lease with the State Lands Commission would be necessary
for the improvements.
Other Impacts
Sino;:e the proposed facility can be incorporated into the PARWQCP, the existing landscape
screen trees would need to be removed and new landscaping improvements would need to be
installed at the perimeter of the new facility.
Access to Byxbee park could still be available via the existing parking lot. Some trails planned
at the north end of the landfill would need to be rerouted to avoid the new facility. Maintenance
of the park/landfill could still be undertaken.
Development Costs
Hilary Gans from the Blue Ribbon Task Force completed and presented to Council a preliminary
cost estimate of $ 13.75 million for an Anaerobic Digestion (AD) w/ Energy Recovery system
that is large enough to handle the City's yard trimmings and some food waste. This capital cost
estimate includes the cost of a specialized building, gas collection system and electricity
genenitjng equipment but did not include the cost of an asphalt operating surface or materials
handling equipment cost since the City (\lready owns all the necessary heavy equipment required
to run a c~mposting system.
The cost' per ton calculation to process the City'S organics would depend on what type of facility
is developed, what type of organic wastes would be managed at the facility and what throughput
of tonnage would be possible. A consultant feasibility study would need to be performed before
these costs could be accurately developed.
3) Evaluation of Other Options
Figure 4 presents timelines for two recommended courses of action: 1) study the feasibility of
developing energy recovery facilities for biosolids and limited foodwaste during the upcoming
RWQCI' Master Planning project, and 2) pursue partnering opportunities with SMaRT and/or
private ventures building nearby anaerobic digestion facilities.
Page 5 of 8
Figure 2" C " onceptual Grad" Facility on B b mg Plan for AD yx ee Park
ATIACHMENT"C
2010
IMMEDIATE
"J!
'" ..
" a
'"
BY COUNCIL
Projected Schedule
RFP • Request for Proposal
AD • Anaerobic Digestion
EIR • Environmental Impact Report
Figure 3: ANAEROBIC DIGESTION FACILITY DEVELOPMENT TIMELINE
CITY OF PALO ALTO
2011 • 2012
Council Decision
2010)
(Apr 2010)
Landfill
TIMELINE IN YEARS
2013 2014
Compost Facility Closes
(Dec 2011)
2012)
" (Nov 2012)
2015 2016
Selection of
Design-Build
AD Vendor
(JuI2012)
Begin Design,
Focused EIR,
.......... Permits and
Approvals
(JuI2012)
MATERIAL TO SmaRT
2017 2018 2019
Complete and Certify EIR,
rReceive All Pennits and Approvals.
(JuI2016)
. ,
I I , I
I I
Construction
and Startup
(Dec 2017)
P E KIVIAI'II t:: I'll
FACILITY
D . I I AD eSlgn, I Constr I I J • 1 Feasibility I Lag I Vendor CEQA, ! & Startup---1
• • Study/EIR • !TimeL RFP Permit (17 Mos)
(24 Mos) (8 MOS)(9 Mos) (48 Mos)
o
l '" co
!2. co
NO IMMEDIATE
COUNCIL ACTION
REQUIRED
Staff Driven
(Limited AD at WQCP)
Staff Driven
(Track Partnering Opportunities)
AD • Anaerobic Digestion
Figure 4: ANAEROBIC DIGESTION FACILITY DEVELOPMENT TIME LINES
CITY OF PALO ALTO
Begin Feasibility
rMaster Plan
TIMELINE IN YEARS
(June 2010) Landfill Closes
Compost Facility Closes
2011)
Landfill Closes
Complete Feasibility
,..........Master Plan
(May 2012)
Compost Facility Closes
(Dec 2011)
TRACKIN<iPA~ERING OPPORTUNITIES WITH NEW REGIONAL AD FACILITIES
g
I
~ -i
()
3/30/10 ATIACHMENTD
Staff Memo
Follow-up to Council Questions from Study Session on March 8, 2010
Council Email Ouestion: The Composting [Blue Ribbon Task Force] Report was originally
paired with a Colleagues memo on Early Opening of Portions of Byxbee Park. This
complementary item was amended and passed on Nov 2, 2009. It was stated at that meeting that
this item on the Early Opening would return 'quickly'. Will it be on the Agenda on AprilS along
with the Composting Report?
The COUNCIL MOTION from November 2,2009 stated:
1) Direct Staff to work with the Parks and Recreation Cormnission and Hargreaves and
Associates to develop fmal park design goals for Phase II of Byxbee Park including
provision to access and views and return j.o Council with a proposed impl()lUentation
budget, and 2) Direct Staff to take the necessary steps to open the completed and
approved landfill area (Phase II AlB in the Baylands Master Plan) to the public as
interim open space by the end of 2011 or sooner; 3) Amended to direct Staff to
report back to Council with an estimated budget for the work in both parts of
the Motion in a timely manner.
Staff Response: The attached Table 1 outlines the steps necessary to prepare closed Landfill
Phase IIA and Phase lIB for early public access. Staff will begin adding clean soil to low areas
in the previously closed sections within the next few months (weather permitting) in order to
fulfill the post-closure responsibility of addressing settlement. Most ofthe top-deck areas have
settled one to two feet. (or more) within the last several years. The current goal is to accept and
spread enough clean soil to bring the closed sections up to the original designed grades of these
already capped landfill areas.
The proposed FY 2011 budget for the Landfill Closure (CIP RF-llOO 1) has been adjusted to
provide $600,000 for the work required to prepare Phase IIA and Phase IIB for public access.
This will include: changes to the environmental control systems (leachate and landfill gas
collection piping) to place piping and well heads underground, minor grading and improvements
to site access roads, and removal of perimeter fencing. The Refuse Fund budget does not include
money to prepare final park design goals in conjunction with Hargreaves and the Parks &
Recreation Commission, final park design (which should include Phase lIC), nor final park
construction.
Staff believes it would be more efficient and cost effective to bury the piping system
underground when the Phase lIC closure is completed because there will be the efficiency of
earth moving equipment and a single contractor to mobilize rather than administering two
discrete projects successively. If Council decides to initiate the early opening of Phase IlA and
Phase lIB and to bear the extra expense, it would prohably only speed up the potential to open
these areas by about one year earlier than if the work was combined with the closure construction
on Phase lIC. It is also not clear yet how the park-related improvements will be funded.
Page 1 of5
TABLE 1
BYXBEE PARK -PHASE IIA & PHASE liB CLOSED LANDFILL PREPARATION WORK
I
ESTIMATED
TAS.q DESCRIPTION STATUS COST SOURCE OF FUNDS TIME LINE
1 IAdjust the setUed surface with new topsoil to raise the IN $50,000 PWD -Refuse: Landfill Complete by October 201 0 finished grade back to the permitted elevations PROGRESS Operations
IRevegetate surface following settlement remediation IN PWD -Refuse: Landfill 2 IPROGRESS $25,000 Operations Complete by December 2010
I Seek Local Enforcement Agency (LEA) approval for I PLANNED I PWD -Refuse: staff-level Complete by December 2010
3 (assuming no permitting "early" public access to Phase IIA & Phase liB task hurdles)
4 I Design, plan and permit changes to environmental control PLANNED $50,000 PWD -RefuSe: Closure Pending FY 2011 Budget systems (leachate and landfiU gas collection piping) reserve (CIP RF-11 001)
5 I Modify environmental control systems to place piping and PLANNED $500,000 PWD -Refuse: Closure I Pending FY 2011 Budget well heads underground reserve (CIP RF-11001)
6 IMinor greding and improvementof site access roads I PLANNED $25,000 IPWD -Refuse: Closure
reserve (CIP RF-11001) IPending FY 2011 Budget
7 I Remove perimeter' fencing IPLANNED $25,000 PWD -Refuse: Closure
I reserve (CIP RF-11001) Pending FY 2011 Budget
I Prepare Final Park Design Goals in conjunction with I PLANNED ICSD: ???
»-
8 $25,{)00 Pending Council action ~ Hargreaves and the Parks & Recreation Commission
('J ::c
9 I Final Park Design (including Phase IIC) IPLANNED $470,000 ICSD: ??1 IPending Council action a;::
~
10 I Final Park Construction (including Phase IIC) IPLANNED I $4,700,000 leSD: 1?? IPending Council action
..,
"
3/30/10 ATTACHMENTD
Study Session Question: Refuse fund has right to parkland until June 30, 2011 future use
would require $3.7 million annual payment? Is that built into the numbers?
Staff Response: CMR 104:07 established the following rent schedule for both the active and
closed portions of the landfill:
City of Palo Alto I
Landfill Rent
Schedule
Rent
Payment
(Smoothing
Rent Charged Schedule)
2004-05 7420925 4,288,747
2005-06 7420925 4288747
2006-07 7420,925 4,288,747
.2007-08 7420,925 4,288,747
2008-09 7,420,925 4,288,747
2009-10 7420925 4,288,747
2010-11 7420,925 4,288747
2011-12 0 4,288,747
2012-13 0 2,094,332
. 2013-14 0 2,094,331
2014-15 0 2,094331
2015-16 0 2,094,331
2016-17 0 2,094,331
2017-18 0 2,094,331
2018-19 0 2,094331
2019-20 0 2,094,331
2020-21 0 881,851
This rent schedule encompasses the entire landfill area (approximately 100 acres of both active
and closed). The amount of rent attributable to the piece of land being considered for
composting would be proportionally less. The current annual rent payment for the entire landfill
is approximately $4.3 Million. If the Refuse Fund occupies any portion of Byxbee Park for a
longer period than contemplated in the rent schedule, the schedul~ would have to be re-adjusted.
The schedule was based on the information available at the time that assumed a projected landfill
closure on June 30, 2011. The schedule adopted by the Council in 2007 contained a number of
Council-directed policies, including: (1) the Refuse Fund should be paying the General Fund for
use of the inactive portion until it is formally converted to park use; (2) the rent attributable to
Page 3 of5
3/30/10 ATTACHMENT D
the inactive portion should be less than fair market rent since the Refuse Fund is not actively
using the property and (3) the rent payments should be amortized over time so that Refuse rates
are not substantially impacted. The current economy which has led to less commercial dumping
at the landfill together with the temporary City Council imposed commercial dumping
moratorium may result in a slightly later landfill closure date. The City is in the process of
determining whether there is a need for further refining this rental schedule al).d whether there is
a need for an updated appraisal.
Study Session Question: If there is a de-aunexation of the parkland, the parkland will take on the
value of commercial properties around it. Refuse Fund would have a liability for approximately
that amount?
Staff Response: If the parkland is de-alUlexed and the Refuse Fund continues to utilize the
property for Refuse purposes (including composting), the Refuse Fund would be responsible for
the payment of rent. The rent would be based on the highest and best use which is most likely
research and development/industrial use.
Study Session Question: Concerned about buffer betWeen industrial activities and parkland -
will there be an EIR to estimate the impact on Parkland?
Staff Response: Yes, an ErR for a compost project would address land use compatibility and
related aesthetic issues. The zoning ordinance governing the new use could also prescribe
appropriate setbacksl buffer zones.
Study Session Question: 90% solution email by Bryan Long -can his solution be part of the
April 5 discussion?
For reference, the recommendations in Bryan Long's 90% solution email are:
I. Improve collection rates of our new commerciaVmultifamily food waste collection
program, and implement a residential food scrap collection program. Utilize Z-Best
or other regional facility to compost or digest these food wastes for the time being.
2. After landfill closure, divert yard trimmings to Z-Best or other regional composting
facility, and
3.. Direct RWQCP staff to incorporate alternatives for anaerobic digestion ofbiosolids
and Palo Alto's food scrap collections into their comprehensive [Master 1 plan.
Direct staff to consider yard trimmings as well, but as a secondary priority and only
if it does not significantly increase the cost or lengthen the timeframe required.
Page 4 of5
3i30/10 ATTACHMENTD
Staff Response: Staffs recommendation is largely in line with what is referred to as the 90%
solution. The upcoming RWQCP Master Plan will include an analysis of options for managing
the biosolids that are currently incinerated. The analysis ofbiosolids options won't constitute a
full "Feasibility Study". However it will include site specific cost and revenue estimates, general
environment impact analysis and life cycle estimates of greenhouse gas (GHG) emissions.
Taking some food waste ",ill be analyzed, but it is very unlikely that anything close to all the P A
food waste could be handled within the RWQCP footprint.
It is important to note that the RWQCP is funded 35% by Palo Alto and 65% by its other
Partners. Therefore, expenditures (including planning) for waste streams generated by only Palo
Alto would have to be funded by 100% Palo Alto funds .. Major Capital Improvement Projects at
the RWQCP also require approval by the Partner City Councils in addition to the Palo Alto City
Council.
Study Session Concerns: Numerous questions posed by Council at the study session related to
the size, cost, operations, buffer zones, and environmental impacts of an anaerobic digestion
facility.
Staff Response: These types of questions are best answered through a detailed feasibility study
combined with a full Environmental Impact Report (EIR) so that all mitigation measures can be
identified and properly estimated for cost. The cost of such a detailed study would exceed
$250,000. Previously a similar effort for the project known as the Environmental Services
Center (ESC) would have cost over $400,000 (CMR 125:05). The largest portion of the
proposed ESC was the composting area. Because no readily available site has been identified,
staff does not recommend moving forward with a full scale feasibility study for anaerobic
digestion at this time.
Page 5 of5
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April 5, 2010 CMR 165:10
TO:
FROM:
DATE:
City of Palo Alto
City Mal1ager's Report
HONORABLE CITY COUNCIL 12
CITY MANAGER DEPARTMENT: PUBLIC WORKS
APRIL 5,2010 CMR:183:10
REPORT TYPE: ACTION ITEM
SUBJECT: Acceptance of the Regional Water Quality Control Plant Site Feasibility
Study and Authorization to Proceed with an Environmental Assessment
of a Recycling Center and Permanent Household Hazardous Waste
Drop-off Facility Improvements for the West Side of the Regional
Water Quality Control Plant Site
EXECUTIVE SUMMARY
This report requests Council acceptance of the Regional Water Quality Control Plant site
feasibility study. This feasibility study was performed in accordance with Council approved
Capital Improvement Project PE-09004 to identify ,the programming needs for various City
facilities to be located at two sites: I) the former Los Altos Treatment Plant (located at 1237
North San Antonio Road) site and; 2) the west side of the Regional Water Quality Control Plant
(located on Embarcadero Way) site (see Attachment A for location map). This portion ofthe
feasibility study addresses only the R WQCP phase. Once the feasibility study is approved, staff
recommends preparing an environmental assessment and design for the recycling center and
permanent household hazardous waste drop-off facility improvements at the Regional Water
Quality Control Plant site in anticipation ofthe landfill closure.
RECOMMENDATION
Staff recommends that Council:
1. Accept the Regional Water Quality Control Plant (R WQCP) Feasibility Study
(Attachment A); and
2. Authorize staff to proceed with an environmental assessment of a recycling center
and permanent household hazardous waste drop-off facility improvements at the west
side of the Regional Water Quality Control Plant.
BACKGROUND
With the upcoming cl,osure of Palo Alto's landfill and accordingly the recycling center in
2011112 there is a need to identify a new location the recycling center. Staff from various
departments began meeting in April 2008 to discuss the environmental review and to identify
other potential sites for a future recycling center.
On August 4, 2008, Council approved a contract with Group 4 Architecture Research +
Planning, Inc to study space needs for various City facilities on two sites: the 13 .26 acre former
CMR:183:IO Page I of4
,
.J I ','.,,\ ".1 f'
Los Altos Treatment Plant (LATP) site and the 2.62 at.'l"e undeveloped frontage area on the west
side of the RWQCP. This report addresses the RWQCP portion of that study only.
The uses that were considered were:
• Household Hazardous Waste Permanent Facility fHHWPF) Improvements.
Improvements to the existing HHWPF would provide additional areas for the
collection, packaging and short-term storage of household hazardous wastes such as
paints, pesticides, solvents, aerosol cans, etc. The R,WQCP is a State-permitted
HHWPF and presently, temporary HHW drop-off events are held one day per month
in the guest parking lot of the RWQCP as well as an appointment-based program
operated at the household hazardous waste contaimnent lockers at the entrance to the
RWQCP.
,
• Recycling Center. The Recycling Center provides a convenient location for drop-off
of scrap metal, used motor oil, oil filters, automobile and household batteries, anti-
freeze, computer monitors, televisions and other video display devices, fluorescent
lights, large appliances, mattresses, electronics, books for reuse, videos for reuse, and
Goodwill donation collection. Lastly, residents can drop-off excess recyclables that
are eligible to be collected curbside via the single-stream carts. The site currently
occupied by the Recycling Center overlies a portion of the City's landfill that will be
capped and closed as part of the landfill closure process and will need to be relocated
when construction of the impermeable landfill closure cap begins. Palo Alto
Municipal Code (P AMC) § 5.20.270 requires that a Recycling Center be maintained
within the City's boundary.
• Resource Recovery Facility (RRF). As part of the City's goal of zero waste, a RRF
will be evaluated for placement at one of the potential sites. The RRF is envisioned
as an area where useable construction materials (sinks, doors, lumber, etc.) can be
salvaged from a construction or demolition site and offered for re-use. There is
currently no funding identified for the construction of a facility of this type, nor an
operating policy, but since this operation is compatible with the recycling and
HHWPF program, the feasibility study addresses this use.
DISCUSSION
Feasibility Study
The purpose of the feasibility study is to identify the programming needs of the various City
facilities mentioned above. The RWQCP site is located on the west side of the treatment plant
and is not park dedicated. This portion is small and narrow and appropriate for uses that are
easily relocated in the event the RWQCP needs to expand or other uses are determined to be
feasible at this site in the future. Staff is recommending pursuing development of the RWQCP
site as a recycling center and improvements to the existing HHWPF. Ihe remaining areas for
uses of a future RRF at the RWQCP site will be pursued at a later time when funding becomes
available.
The Compost Blue Ribbon Task Force (BRTF) was established in January 2009, and presented
its report to Council on October 19,2009 (CMR 402:09). The BRTF considered locations for
organics materials management both within and outside of Palo Alto, and specifically considered
the RWQCP site. The BRTF was advised by staff that the RWQCP site shape and proximity to
office buildings do not lend it to being suitable for windrowcomposting or' aerated static piles.
The BRTF screened out the R WQCP site partly for these reasons, but mostly because, at 2.6
acres, the site was not large enough for the composting operation. Staff believes that the
Recycling Center is a much better fit for the RWQCP site than composting, and recommends
moving ahead with design. Delay could easily result in having to close the Recycling Center, at
least temporarily, Staff believes the RWQCP site is the only one which could be ready in time
for relocation of the Recycling Center. Staff further believes that design and implementation of
the next Recycling Center must proceed without delay if closure is to be avoided.
Once the feasibility study is accepted and the Council authorizes staff to proceed with an
environmental assessment and design for the undeveloped west side of the RWQCP, Public
Works Operations staff will begin the design and hire a consultant to prepare the environmental
assessment. The first step will.be to prepare a detailed tree inventory and survey. Staff will
make every effort to save as many of the existing trees as possible. The attached Feasibility
Study contains conceptual layouts that do not show impacts to existing trees. Reconfiguration of
the new Recycling Center and HHWPF may result in a reduced footprint to preserve as many
trees as possible.
Staff will update Council on the design progress and proposed tree impacts before issuing
construction bid documents in late summer 2011. The timeline noted below shows the
anticipated environmental review, design and construction milestones for the RWQCP site
coordinated with the landfi II closure.
TlMELINE
Begin environmental assessment and design for the RWQCP site Spring 2010
Complete Environmental Assessments for RWQCP site Fall 2010
Complete design of RWQCP site Winter 2010/11
Build recycling center at RWQCP Summer 2011
Landfill capacity reached (end of solid waste filling activity) Late 2011
Landfill closure construction Summer 2012
RESOURCE IMPACT
If staff is directed to pursue design and an expected Mitigated Negative Dee1aration (MND) for
the RWQCP site, there is sufficient fimding in Public Works' Refuse .Fund Capital Projects RF-
07001 (Relocation of Landfill Facilities) to complete the project.
POLICY IMPLICATIONS
Approval of the feasibility study is consistent with City policies and previous Council direetion.
. CMR:183:10 Page 3 of4
ENVIRONMENTAL REVIEW
A feasibility study is not subject to environmental review under Section 15262 of the California
Environmcntal Quality Act(CEQA) Guidelines. Staff anticipates that an MND for the RWQCP
site will be required for the proposed uses ofHHWPF improvcmcnts and recycling ccntcr.
ATTACHMENTS
Attachment A: West Side of the Regional Water Quality Control Plant Property Feasibility
Study Snmmary
PREPARED BY:
DEPARTMENT HEAD:
CITY MANAGER APPROVAL:
CMR:183:10
c9~_~.Q
HOLLYJ.Q)V[)="""O
Project Engineer
d )}fJt---
GLENN S. ROBERTS
Director ofPubJic Works
.~~~~ ......... ~ .... .
Page 4 of4
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Background
• The purpose of the Feasibility Study is to identify the programming needs of
various City facilities, including:
o Recyclirig Center (existing facility closure expected in 2011)
o Household Hazardous Waste Facility Improvements
o Resource Recovery Facility
• The above facilities have been identified to be located on the west side of the
Regional Water Quality Control Plant site located at 2501 Embarcadero Way.
• To the greatest extent feasible, facilities will be designed to meet LEED.Silver
certification.
:_-_._--.-. -
Participation
The Feasibility Study has analyzed in detail programming and site requirements,
and opportunities/constraints for the site. The study will explore phasing
opportunities and a project budget to help inform project financing, the planning
process, and scheduling, as well as functional, sustainable, and architectural
goals ..
Project participation included:
.oProject Management Team (PMT) Meetings
oProgramming Workshops
o Technical Meetings
• Planning Dept.
• Public Works Dept.
~'L-: ____ _ _ ____ .w ________ •• ______ • __ ,,_wo ___ ' ____ • ____ • ___ •• ,_~
RWQCP Summary & Background
The 2.62 acre parcel adjacent to the RWQCP is
currently used for dumping waste and leaves
generated by City street sweepers. The parcel
currently houses the Household Hazardous
Waste facility which is open to the public five
days per week for sanitary sewer problem
wastes, once a month for all residents and at
least once per month on an appointment basis.
The existing storm debris and dewatering area
closure is planned to coincide with landfill
closure.
The Landfill and Recycling Center closure is
expected in late. 2011. This site is planned to be
converted int~ a public park.
An environmental assessment for this parcel will
be included as part of the following Schematic
Design phase.
-----._--_._-----_._---_.
---.. _-------"-----,-
RWQCP Analysis
~----------_. __ . -.. -----.-.----.. -----
ZONING
D Pre-zoned PF(D)
L:1i:ND USE DESIGNATION
,"" . 'F>ublicF acilities
PROPERTY SETBACK
Front20fl. (Street)
Rear. 10 fl.-'
Interior N. Side: 10 fl.
, .. lriterior S Side: 20fl. ------..~: " "';"" ;-,' -. ~_ "I;fEIG.ATRESlRlCTIONS
__ ,~ .~-50·~', ," ,'. ,
,/ oil"~;;;'!"~ '. 35 flff 150 fI of R District '
-,,; 2 story
MAX FAR 1:1
" . MAX SITE COVERAGE: 30%
RECYCUNG STORAGE
All new development shall
~:; ...... provide adequate and
ci_ ,_ . .in accessible interior areas-or
. • .;s.>' ,,;;f!.I . .... '. ;,;j . exterior enclosures
-. '~ .. ·.' .• 'Il.'.·'i& w -'~.-::."-:.'SWPA .•.. '.~ ... ' .... 1!.!_.' .. '_EMPLOYE .. _E SH.OW. ER ,:>N:,~:,':" ....... '." .. ";'." "'fACIUl1ES
•..... ,~:. '-~'.'. . t;":'1-4, depends onGSF .:;:~ -' . .>;;
RWQCP Existing Site Conditions
location and Access -
• The site is located east of Embarcadero Way, south of the existing Wastewater
Treatment Plant (RWQCP), north of the saltwater marsh & commercial office
park, and west of the landfilL
o The site is adjacent to the San Francisco bay and the Mayfield Slough.
o Since the site is within the Airport Influence Area,proposed development will
have to comply with the Airport Comprehensive Land Use Plan.
• Access points are· provided from Embarcadero Way.
Soil Condition and Grading
o Based on 1986 Geotechnical Report of the neighboring RWQCP, it is
anticipated that this site is blanketed with ± 5 feet of undocumented, poor quality
fill under which are native clays (Bay Mud), sensitive to settlement.
o Site topography is highest along the north property line and naturally falls
towards Embarcadero Way. Retaining walls are potentially needed along
portions of the north property line.
o Due to the need for buildings to be above the FEMA base flood elevation, the
site will need a significant amount of imported fill. Topography data shows spot
elevations that vary from 3.5' to 9.5'. Earthwork is estimated at 5,500 cubic
yards, an average of 2' over the entire site.
o Ground water is anticipated to be encountered in the upper 5 feet of subsurface,
highly influenced by the tides.
• The site is located in a liquefaction hazard zone.
Flood Zone Information
o The 100 year flood zone is shown as "Zone AE-10.5", per the latest FIRM map.
Base flood elevation is determined to be 10.5' above sea level. Finish floor of all
buildings must be at or above the flood zone elevation.
, ,
RWQCP Existing Site Conditions
Wet Utilities
• An existing 8" CPAU water main is located along the NW sk,te of the site in
EmbarcaderoWay. This main currently provides water,Jire,andirrigation
service to the adjacent RWQCP. .
• Reclaimed water mains are located within the proposed site and currently
serve the RWQCP.
Dry Utilities
• Existing electrical, communication and gas lines run within the site's existing
service road.
Sanitary Sewer
• A 72" SS main runs through the middle of the site and. includes a manhole at
the center. A 6' SS line within Embarcadero Way can be extended east to
serve the site if necessary.
Storm Drainage
• A majority of existing storm water runoff flows into a catch basin located east of
the existing HHW, directed into a 15" RCP storm drain line.
• Existing storm water runoff is approximately 2.5 cis.
• It is critical that new developments on this site do not increase the net storm
water flows into the City's storm drain system,
ExistIng Trees
• Existing trees on site can be visually classified as in generally fair to excellent
conditions. A tree survey will be obtained in the Schematic Design phase.
• It is expected that some trees will be removed due to site grading.
.
---._--------.-~ ..• --..... ---.. ____ -~~.~-----~-.I
FACILITIES PROGRAMMING
HHW FACILITY
,--""',....--~, ~~---'-.,.......,.' .. ---_.
RECYCLING CENTER
RESOUCE RECOVERY FACILITY
PROPOSED FOR RWQCP
Based on a programming analysis of the various facilities and a site analysis, we have
proposed that the Recycling Center, Household Hazardous Waste Facility
Improvements, Resource Recovery Facility, and temporary Transfer Station be placed
on this site, with the following considerations:
·2.62 acre lot size allows the Recycling Center, Household Hazardous Waste and
Resource Recovery Facility to be efficiently co-located. The co-location of thesethree
program components provides a one-stop service for the public for all their recycling
needs.
-Close proximity to the existing recycling center allows for easy relocation of
equipment.
-Close proximity to the RWQCP allows for shared use of support spaces,utilities,and
an easy connection for waste water disposal and reclaimed water use.
-The Resource Recovery Facility, currently proposed at the east end of the site, can
be built in a future phase.
-The east end of the site provides an opportunity for a temporary Transfer Station until
a permanent Transfer Station can be sited (currently targeted for LATP site).
-The existing HHW bunkers can be reused, with an option for future expansion.
-The RC, HHW, and RRF are all more easily relocated, potentially allowing future
expansion or reconfiguration of the RWQCP.
--I"
l
------------.-~ ._------.-.~-----.-"-_., -.----~
Recycling Center Needs
• 'With theclosureofthe landfill site expected in late 2011, the existing ...
-ReeyclingCenter needs to be relocated.
• The existirigrecyclingcenterhas been reduced to less than 20,000
square feet .
• The existing center does not perform anyon-site processing, but does
. on-~ite sorting,~ndsegregation of limited recyclables.
• The eenterallowsthepublic to drop off recycling items from overflow
or non,..curbside pickup.
• Co-I.ocation with the Household Hazardous waste facility is ideal
because it provides the convenience of a one-stop service for the
communityJorall their recycling needs.
• The new Recycling Center should accommodate the same. functions
as the existingfac~ity,but adding a small cardboard compacter and -'. .
bailer for efficient transportation of compacted recyclable material and
a more efficient site layout.
• Provide adequate vehicle! truck access and maneuvering area.
~i _______ , __ .• __ .. ","_'~ ________ • ____ d_ " •
Household Hazardous Waste Needs
• Provide the option to re-use existing bunkers, with additional storage
. space.
. .• Provide a permanent covered structure with a canopy over the receiving/6
cars minimum queuing space.
• Include a drive-up entrance so residents can easily drop off hazardous
materialslwaste.
• Currently the HHW (non-problem sanitary sewer wastes) is open to the
public only twice a month. The new facility is anticipated to be open 2-3
days per week, 4 hours per day.
• The bunkers will need to hold 1 month worth of materials. Each bunker
shall be equipped with secondary containment storage with HOPE
secondary liner, 24-hr venting system, and 2-hr fire rated enclosure.
• Provide air handling system, ductwork and exhaust fans required to
evacuate spilled solvents, off-gassing, and other volatile material
(potentially explosive).
• Provide fenced-in and secured packaging area, with access for pick-up
trucks to haul off waste.
• Provide an office·for 2 staff members, with restrooms and shower.
Restrooms and shower may be shared with an adjacent facility, such as
the RWQCP.
• Provide close adjacency to the Recycling Center's hazardous waste
bunkers.·
._---_._----
PALO ALTO -RWQCP SITE FEASIBILITY STUDY c;.! .... GROUP
-_. __ .. -.-._-------_. ------------------------f-
,-----------_.-----------------_.--_._--
Resource Recovery Facility Needs
• The program for a Resource Recovery Facility is still loosely defined.
The intent is to have a facility that can divert construction waste from
landfill and promote recycling or re-use of construction materials.
• The city envisions a facility similar to Berkeley's Urban Ore, but smaller
in scale.
• Include indoor and outdoor storage and display areas.
• Provide adequate parking for visitors and staff.
• Provide loading and unloading area for drop-off and pick-up.
• Section 5.5 of the 2007 Zero Waste Operation Plan recommends that
''the City encourage innovative [private-,sector] services ..... so the City
does not have to invest in ..... building materials reuse yards .... "
Temporary Transfer Station Needs
• With the closu re of the Landfill in expected in 2011, a temporary
Transfer Station may be needed until a permanent Transfer Station is
built on an appropriate site (the LATP site is currently being studied).
• Temporary Transfer Station needs are currently being reviewed in
conjunction with permanent Transfer Station program needs.
·G·····:J..·· ..•...•
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r-----
RWQCP Program Overview
t~~l~' ,~ut;i;ent4Sf,) .' ;:iaRti:()B'A.i~SF~,,0>·Qp:tiO:J;iB~ ; .. ~~}~~~ced·;·i~ .-.".-":1d~~"
--, -RECYGI.:ING:CEN'Tffi·
" -' --. '," ;.,,", --c~ --
",'iCovere
TOTALGSF' 65,000 32,500 39,.000
RES()URCERECOV;ERY FACILITY' ~ "~"--'--"<=:",'--',-,',~,
Indoor facility (warefiouse) 5,000 18,000
Sit~/Qlltd96r"program'-' 14,750 12,300
TOTALGSF nfa 19,750 30,300 .
HdU.SEHOLD:'WmRD€)US WASTE FACILITY -_-' .. , ·-c __ "c, :y; ,_ .__ _' -~
Building'; 0 824 2,340
Site/outdoor program 782 1,732 3,740
TOTALGSF 782 2,556 6,080
. --_. --------._---,,--------------_ . I" .
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RWQCP Evaluation Criteria
Evaluation Criteria
1-Fair
2-Good
3-VetyGood
-Site Uses Compatibility
Site Option 1 til'
i -Sustainability . <.3 .....•... '., ; .'{liell 3 I . . ..... .._~ _~ ---',c--'.......,-•• ------,,----~
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' -Street Identity & Presence .'. t·3X . ·:..scj).ce~..2_8 _____ ._._. __ ~_. __ .,_~ ____ ~:...~CD.£e:i~----.--.. ~ . . ",
-Layout Efficiency _____ _
-Site Vehicular Access . "3 '. ---_.
-Pedestrian & Bicycle _ .' i ..
_?i~ulati~n····---· ------____ 2_·, .•... :':';."~:'_-;.C_~c--.~.~L-_;.:.:.-.... -.c..,----__ .------.:_ i· .,'
-Wetland Preservation . 2 . . _____ . __ ~ __ .
-Potential Temp_ Transfer ··3 ______ 1. ____ . ________ ..:._.-.. ________ ~-
Station ____ "-,~:~,-,:c'; .• ._~", ______ .,-----" ___ '.__ .... ___ . ____ ,
-Shared use with RWQCP 3 1
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RWQCP Program Bubble Diagrams
Recycling Center -Option A
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RWQCP Program Bubble Diagrams
Recycling Center -Option B
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PALO ALTO -RWQCP SITE FEASIBILITY STUDY
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---------------_ .. --------_. , ______ , ______ , _______ ,______ _ _______ 5-
RWQCP Program Bubble Diagrams
Household Hazardous Waste -Option A
Pi8UPT TD ~ ~ I'It.1!!IIAL TO A 'fIIUIIiIIPIIII .,...,., PIIJIIIII) IIIIWI!Ir
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* Functional diagram only, actual layout will vary according to specific site options
RWQCP Program Bubble Diagrams
Household Hazardous Waste -Option B
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THE HONORABLECITY COUNCIL
Palo Alto, California
FROM CITY ATTORNEi 3
Council Date: April 5, 2010
March 30, 2010
RE: Ordinant;:e . of the City Council of the City of Palo Alto Amending Title 2
(Administrative Code) of the Palo Alto Municipal Code to Amend Section
2.28.230 (Claims) of Chapter 2.28 (Fiscal Procedures), Section 2.33.110
. (Refunds; Credits) of Chapter 2.33 (Transient Occupancy Tax), Section 2.34.220
(Refunds) of Chapter 2.34 (Real Property Transfer Tax) and Section 2.35.190
(Refunds) of Chapter 35 C!Jtility Users Tax)
Dear Members of the Council:
The City Attorney's Office recommends that Council adopt the attached Ordinance
updating procedures for filing claims for refunds of taxes, fees and charges against the City.
Recent internet and telecommunications litigation brought against other California cities
and counties has created uncertainty in how courts will apply longstanding procedural rnles
governing tax and fee refundclairns against municipalities. The City Attorney's Office and
outside counsel recomn\.end that Council adopt updated City Ordinances governing claims and
refunds of fees, taxes and charges to codify the "pay first, litigate later" rule established by
Article XIII, Section 32 of the California Constitution .
. Under the "pay first, litigate later" rule; a taxpayer ordinarily must pay a tax before
commencing II court action to challenge the collection of the tax. TIlls rule is based on Article
XIII, Section 32 of the California Constitution, which states:
"No legal or equltable process shall issue in any proceeding in any court against
this State or any officer thereof to prevent or enjoin the collection of any tax.
After payment of a tax claimed to be illegal, an action may be maintained to
recover the tax paid, with interest, in such manner as may be provided by the
Legislature. "
100331 sh 0111409
THE HONORABLE CITY COUNCIL
March 30, 2010
Page 2
RE: Ordinance of the City Council of the City of Palo Alto Amending
Title 2(Administrative Code) of the Palo Alto Municipal Code to Amend Section
2.28.230 (Claims) of Chapter 2.28 (Fiscal Procedures), Section 2.33.110
(Refunds; Credits) of Chapter 2.33 (Transient Occupancy Tax), Section 2.34.220
(Refunds) of Chapter 2.34 (Real Property Transfer Tax) and Section 2.35.190
(Refunds) of Chapter 35 (Utility Users Tax)
The State Constitution requires taxpayers to pay first before seeking judicial review of a
tax in order to allow revenue collection to continue during litigation, to ensure that funds
necessary for essential public services are not unnecessarily withheld and to allow local
governments to predict future tax revenues. Although there is no constitutional provision
expressly applying the "pay first, litigate later" rule to local government taxes, a long line of
California cases have applied this rule to local governments.
Recently, plaintiffs have challenged other cities' transient occupancy taxes and utility
users taxes on the grounds that the "pay first, litigate later" rule does not apply to local
governments, with mixed results. While Supreme Court review of these cases is pending, cities
are advised to revise their municipal codes to clarify that those who disagree with a tax assessed
pay the deficiency in full, prior to challenging the tax in court.
Like many cities in California, Palo Alto has a Utility Users Tax, a Transient Occupancy
Tax and a Real Property Transfer Tax in addition to specific claims procedures in its municipal
code. The City Attorney's Office recommends minor changes to each of these code sections to
protect the City from challenges that could impair .the continued functioning of local law
enforcement, public safety and other local government services that Palo Alto residents rely on.a
daily basis. .
There are no adverse fiscal impacts in adopting this Ordinance. Rather, adoption of this
Ordinance will protect the City from the costly fiscal impacts of having to defend against tax and
fee refund litigation before the taxes and fees that are the subject of the litigation are paid. The
City stili receives frequent tax challenges disputiflg its current Ordinances,but these disputes
rarely result in litigation. When they do, the City wins the vast majority of them. But if each of
these potential litigants could sue the City on spurious grounds before paying the disputed taxes
and fees, the City would be forced to spend untold financial and administrative resources
litigating each claim. These resources would necessarily be spent upfront, without the benefit of
receipt of the disputed funds at the outset. Further, even if the City won each challenge, the City
would then have to sue each tax challenger in order to collect the funds it was validly owed.
Typically the amount of tax involved is very small. This could result in mUltiple lawsuits for
small sums of money. Such a result could strain City budgets well beyond current financial and
staffing limits, and cause a marked reduction in the level of service the public has come to expect
from local government. ..
100330 ,h OIl 1409
THE HONORABLE CITY COUNCIL
March 30, 2010
Page 3
RE: Ordinance of the City Council of the City of Palo Alto Amending
Title 2(Administrative Code) of the Palo Alto Municipal Code to Amend Section
2.28.230 (Claims) of Chapter 2.28 (Fiscal Procedures), Section 2.33.1 10
(Refunds; Credits) of Chapter 2.33 (Transient Occupancy Tax), Section 2.34.220
(Refunds) of Chapter 2.34 (Real Property Transfer Tax) and Section 2.35.190
(Reftmds) of Chapter 35 (Utility Users Tax)
The City Manager, Administrative Services Director and City Attorney recommend
adoption of this Ordinance. These recommendations are consistent with existing City policies
and California Government Code Section 900. Adoption of this Ordinance does not meet the
definition of a 'iproject" pursuant to California Public Resources Code Section 21065, thus no
environmental review under the California Environmental Quality Act is required. Deputy City
Attorney Amy Bartell assisted in the preparation of this Report and Ordinance.
GMB:AB:sh
Enclosure
cc: James Keene, City Manager
Steve Emslie, Deputy City Manager
Kelly Morariu, Assistant to the City Manager
100330 sh Ol1l4ll9
Respectfully submitted,
7~,7h--
GARY M. BAUM
City Attorney
NOT YET APPROVED
Ordinance No.
~.,-Ordinance of the City Council of the City of Palo Alto
Amending Title 2 (Administrative Code) of the Palo Alto
Municipal Code to Amend Section 2.28.230 (Claims) of
Chapter 2.28 (Fiscal Procedures), Section 2.33.110 (Refunds;
Credits) of Chapter 2.33 (Transient Occupancy Tax), Section
2.34.220 (Refunds) of Chapter 2.34 (Real Property Transfer
Tax) and Section 2.35.190 (Refunds) of Chapter 2.35 (Utility
Users Tax)
The Council of the City of Palo Alto does ORDAIN as follows:
SECTION 1. Findings. The City Council finds as follows:
A. Article XIII, Section 32 of the California Constitution requires taxpayers to pay first
before seeking judicial review of a tax in order to allow revenue collection to continue
during litigation, to ensure that funds necessary for essential public services are not
unnecessarily withheld and to allow local governments to predict future tax revenues.
B. A long line of California Court cases have applied .this "pay first, litigate later"
requirement to local government taxes, fees and charges.
C. This ordinance updates procedures for filing claims for refunds of taxes, fees and charges
against the City, in order to codify the local application of Article XIII, Section 32 of the
California Constitution.
D. Adoption of this ordinance will protect the City from the costly fiscal impacts of having
to defend against tax and fee refund litigation before the taxes and fees that are the
subject of the litigation are paid.
E. Adoption of this ordinance is consistent with existing City policies and California
Government Code Section 900.
SECTION 2 ..
Section 2.28.030 (Claims) of Chapter 2.28 (Fiscal Procedures) of the Palo Alto
Municipal Code is hereby amended to read as follows:
Section 2.28.030 (Claims)
(a) Authority. The ordinance codified in this section is enacted pursuant to
Section 935 of the California Government Code.
091117 'yn 6OS1102
NOT YET APPROVED
(!J) Statement of Purpose. This ordinance is intended to apply the requirements
of Article XIII, Section 32 of the California Constitution to disputes involving taxes. fees and
other charges imposed by the City. These requirements include the "pay first. litigate later" rule
that requires those who dispute their taxes. fees and other charges to pay them before suing f9r a
refund. In the absence of such a rule. any taxpayer could impose significant hardship on the City
and undermine its ability to predict its revenues and manage its resources for the benefit of the
public it serves. The absence of such a rule could result in the City'S loss of substantial revenue
due to a taxpayer's withholding payment due to spurious or unfounded refund claims.
(eQ) Claims Required. All claims against the city for money or damages not
otherwise governed by the Govel1lment Claims Act, California Government Code Sections 900
et seq., or another state law (hereinafter in this ordinance, "claims") shall be presented within one
year, and in the mauner prescribed by Part 3 of Division 3.6 of Title 1 of the Califol1lia
Govel1lment Code (commencing with Section 900 thereof) for the claims to which that part
applies by its own terms, as those provisions now exist or shall hereafter be amended, and as
further provided by this chapter.
(eQ) Form of Claim. All claims shall be made in writing and filed with the City
Clerk. All claims shan state under penalty of perjUrY the specific grounds under which the claim
is founded, and shall include written records establishing the claimant's entitlement to the
amount claimed. All claims aOO-shall be verified by the claimant or by his or her guardian,
conservator, executor or administrator. No claim may be filed on behalf of a class of persons
unless verified by every member of that class as required by this section. In addition, all claims
shall contain the information required by Califol1lia Government Code Section 910.
(a,!l) Claim Prerequisite to Suit. In accordance with California Government Code
Sections 935(b) and 945.6, all claims shall be presented as provided in this section and acted
upon by the city prior to the filing of any action on such claims and no such action may be
maintained by a person who has not complied with the requirements of subdivision (e&) of this
section.
(f) Exhaustion of Administrative Remedies. Prior to seeking judicial relief with
respect to a dispute regarding a tax. fee or other charge imoosed by the city, an aggrieved
taxpayer, fee payer or any other person must: en exhaust any administrative remedies specified
by any other provision of this code or other applicable law, (ii) pay the full amount owed,
including applicable penalties and interest. and (iii) present a claim for refund as required by any
or all of: section 2.28.230 of this code; the Government Claims Act Government Code section
910 et seg.; and other applicable law.
(e.g) Suit. Any action brought against the city upon any claim or demand shall
conform to the requirements of Sections 940 -949 of the California Government Code. Any
action brought against any employee of the city shall conform with the requirements of Section
950 -951 of the Califol1lia Government Code.
2
091117 syn 6051102
NOT YET APPROVED
SECTION 3. Section 2.33.110 (Refunds; credits) of Chapter 2.33 (Transient
Occupancy Tax) of the Palo Alto Municipal Code is hereby amended to read as follows:
Section 2.33.110 Refundsl el'edits.
(a) Claim Required. prior to seeking judicial relief with respect to a dispute
regarding the amount of any tax, penalty, or interest collected or received by the city under this
chapter, an aggrieved taxpayer, fee payer, operator, transient or any other person must comply
with the provisions of section 2.28.030 of this code. Whe!le'llll' the £lme!:lHt of!lflJ' tal( Sf jllll'lftity
has ee6l'! oV9Fjlaie Sf paid mere thall sllee Sf has eeeH erreHee!:lsly ef illegally eslleeted ef
reeei'lea e~' the eity tinder tRis ehapter, it may Be reflffiaea er el'ellited as jlf9vided ill saBseetislls
Ell) aft!i (e) of this aeetiell jlfevided a _claim ill writing thereter, statillg lffidlll' pellalty ef petjery
tRe Sj9seifie grelffills Hjlell whieh the elaim is felffidell, is filed with the stIjlervissr sf r6't900e
eelleetiells ",,'citRill eigl!teen meHtRs sithe aate efpaymeHt. The claim shall Be ell terms fumished
ey the sllperviser sfrevenue eolleetiolls.
(b) Operators. All splll'ater may claim a refulld of the £lmeoot oveFjlaill by
sul3mittiHg a request ter a fefund af erellit aa terms apprevea ey tRs stIjlerviser ef re>;eooe
eolleetiells.
----.An operator may claim as an overpayment any tax previously paid which was
calculated on the basis of taxable consideration written off by the operator as a bad debt in
accordance with generally accepted accounting principles and claimed as a deduction on a
federal income tax return in accordance with provisions of the Internal Revenue Code, and·
regulations issued pursuant thereto. The bad debt claim may be taken as an adjustment to future
taxes due the city after the operator's procedure and forms for adjustment of bad debt have been
reviewed and approved by the supervisor of revenue collections.
(c) Transients. A transient may only request a refund of taxes fer
O'"eFjlaymeHtunder this chapter by filing a elaim ia the mtlllHSt pra'Adell in sul3section (6:) ef this
seetion, eat allly when the transient; having paid the tax to the operator, establishes te-the
satisfactioll af tRe StIjlervisef efr6'/cnae eollectioas that the transient has been unable to obtain a
refund from the operator who collected the tax.
Ed) B1:!I'deft eft Claiffi!lllt. We feiliHa shaIle€) jlaid Hef ~' eredit allewea \Inaill' this
seetiea lffiless the elaim!lllt estaBlishes ta the satisfuetiell ef the s\ljlerviser af 16'.'_ eellectieHS
his er hill' rigl!t therete ey written reeerlls shewiftg 6ntitlemeHt.
SECTION 4. Section 2.34.220 (Refunds) of Chapter 2.34 (Real Property Transfer
Tax) of the Palo Alto Municipal Code is hereby amended to read as follows:
Section 2.34.220 Refunds.
(a) Claim Required. Prior to seeking judicial relief with respect to a dispute
regarding the amount of any tax, penalty, or interest collected or received by the city under this
chapter, an aggrieved taxpayer, fee payer or any other person must comply with the provisions of
3
091117 syn6051l02
NOT YET APPROVED
section 2.28.030 of this code. Wheflf:wer the amsl;Illt sf IllliY !ret, Ileaalty, Sf iBterest has heea
a't'eFf!aid, SI' paid mare thaa saee, af has eeell erreaesl;Isly eoUeeted af reeeived ey the eity I:lad~
tIIis ~el', it ffilly ell fefllHded as provided ia This seotisn, pl'o'lieed a writtea alaim Therefer,
ntatiag \:Iaeer penalty sf perj\:lFY The sIleeifie grol:lads l:!Beer ',',-hiM The elaiffi is fOl:!Bded, is filed
vvitll: The direeter ef fiaaaee 'J'Jitllia three years sf tile date sf paymeRt. The alaim shall be eft a
farm fl:!mished ey The direetSl' sf fmeReeaaffiiffiotrative ser'i'iees. The direoter of Heaase may
ffial,e S\:IM refl:!Bd as he sr she is satisfied That tile elairaem is emitted til I:!Bdef' the Ilre¥isiaas of
this seetisa, \ffiless the elaimertt establishes his SI' her riglit There!s 1:1:>, ,,;ritteR reesrcls shovtiag
eatitlemem !hareta.
SECTION 5. Section 2.35.190 (Refunds) of Chapter 2.35 (Utility Users Tax) of the
Palo Alto Municipal Code is hereby amended to read as follows:
2.35.190 Refunds.
(a) Claim Required. Prior to seeking judicial relief with respect to a dispute
regarding Whene'ltlfWhether the amount of any tax has been overpaid-ef. paid more than once or
has beei! erroneously or illegally collected or received by the direeter af HllaBsecity under this
chapter, it may ee refl:!Bded as :jlrevided ia this seetiSB. an aggrieved taxpayer, fee payer, service
supplier, service u'~er or any other person must comply with the provisions of section 2.28.030 of
this code.
(b) Service Suppliers. A service supplier may claim a refund or take as credit
against taxes collected and remitted, the amount overpaid, paid more than once, or erroneously
or illegally collected or received when it is established in a manner prescribed by the director of
finance that the service user from whom the tax has been collected did not owe the tax; provided,
however, that neither a refund nor a credit shall be allowed unless the amount of the tax so
collected has either been refunded to the service user or credited to charges subsequently payable
by the service user to the service supplier.
(8) Ns refI:!Bcl shall lle paia l:lBtler the :jlFevisisBS af we seetiaB \:IBIses The
elaimaat estaelishes '!lis right Therete by 'II'fitten reeards s'!lewiBg eBtitleraellt taerete.
SECTION 6. Severability. Should any provision of this ordinance, or its
application to any person or circumstance, be determined by a court of competent jurisdiction to
be unlawful, unenforceable or otherwise void, that determination shall have no effect on any
other provision of this ordinance or the application of this ordinance to any other person or
circumstance and, to that end, the provisions hereof are severable.
Ii
II
II
4
091117 ,yn 6051102
,
•
NOT YET APPROVED
SECTION 7. flnvironmental Review. The Council finds that adoption of this
ordinance does not meet the definition of a "project" pursuant to California Public Resources
Code Section 21065, thua no environmental review under the California Environmental Quality
Act is required.
SECTION 8. Effective Date; Impact on Currcnt Lawsuits and Claims. This
ordinance shall take effect on thc thirty-first day after its passage and adoption as provided by
Government Code Section 36937. However, any claim that would have been timely if presented
on the day before this ordinance becomes effective which claim would be untimely under the
requirements of the this ordinance may, notwithstanding this ordinance, be presented not later
than the 45th day after the_adoption of this ordinance. However, this ordinance shall have_no
impact on existing lav,suits to which the City is a party, nor will this ordinance have an impact
on existing claims pending against the City.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
ATfEST:
City Clerk
APPROVED AS TO FORM:
091117 syn 60511 02
APPROVED:
-~------Mayor
City Manager
----;;-:::::~~--~~----
Director of Human Resources
Director of Administrative
Services
5