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HomeMy WebLinkAbout2014-03-24 City Council Agenda PacketCITY OF PALO ALTO CITY COUNCIL Special Meeting Council Chambers March 24, 2014 6:00 PM REVISED Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in the Council Chambers on the Thursday preceding the meeting. 1 March 24, 2014 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. PUBLIC COMMENT Members of the public may speak to agendized items; up to three minutes per speaker, to be determined by the presiding officer. If you wish to address the Council on any issue that is on this agenda, please complete a speaker request card located on the table at the entrance to the Council Chambers, and deliver it to the City Clerk prior to discussion of the item. You are not required to give your name on the speaker card in order to speak to the Council, but it is very helpful. TIME ESTIMATES Time estimates are provided as part of the Council's effort to manage its time at Council meetings. Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public. To ensure participation in a particular item, we suggest arriving at the beginning of the meeting and remaining until the item is called. HEARINGS REQUIRED BY LAW Applications and/or appellants may have up to ten minutes at the outset of the public discussion to make their remarks and up to three minutes for concluding remarks after other members of the public have spoken. Call to Order Study Session 6:00-7:00 PM 1. Study Session with Council and Members of the Parks and Recreation Commission on the Parks, Trails, Open Space and Recreation Master Planning Process and Outcomes Regular Meeting Council Chambers March 24, 2014 7:00 PM 7:00-8:00 PM 2. Palo Alto Historical Museum to Present an Update and Discuss Future Vision and Plans for the Roth Building at a Study Session with the Council 2 March 24, 2014 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. City Manager Comments 8:00-8:10 PM Oral Communications 8:10-8:25 PM Members of the public may speak to any item not on the agenda. Council reserves the right to limit the duration of Oral Communications period to 30 minutes. Consent Calendar 8:25-8:30 PM Items will be voted on in one motion unless removed from the calendar by three Council Members. 3. Authorization to Submit a Grant Application to the California Arts Council for California Creative Communities 4. Appeal of Director's Individual Review Approval of a Two-Story, Single Family Home at 4055 Second Street - Staff Requests Continuation to April 7th 5. Authorize the City Manager to Execute a General Services Agreement with Western States Oil in the Amount not to Exceed of $925,000 per Year, with Authorization for Two Additional Years, to Pay for the Purchase of Unleaded Gasoline and Diesel to Supply Fuel for the City’s Fleet 6. Approval of Contract Amendment 3 with Materials and Contract Services, LLC for Temporary Employment Services in the Administrative Services Department Purchasing Division in the Amount of $99,800 7. Approval of Contract No. C14149799 with Musson Theatrical, Inc. In the Amount of $262,240 for the Replacement of Children’s Theatre Audio/Visual Monitoring Systems and the New Sound System for the Lucie Stern Community Theatre 8. Approval to Extend the Application Deadline for the Planning & Transportation Commission Recruitment 8a. Approval of Amendment to City Attorney Employment Agreement 3 March 24, 2014 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. 8b. Approval of Amendment to City Manager Employment Agreement 8c. Approval of Amendment to City Clerk Employment Agreement Action Items Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters. 8:30- 8:50 PM 9. Council Direction on Whether to Submit Utility Users Tax Modernization Ordinance to Voters in November 2014 Election 8:50-9:30 PM 10. Colleagues' Memo From Council Members Burt, Holman, and Schmid Urging Colleagues to Dedicate New Parkland in the Foothills State Legislative Discussion and Potential Action 9:30-9:45 PM 11. Endorsement of AB 1799- (Gordon) to Modify State Law Governing Funding for the Long-term Stewardship of Mitigation Properties by Public Agencies Council Member Questions, Comments and Announcements Members of the public may not speak to the item(s) Adjournment AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using City facilities, services or programs or who would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact (650) 329-2550 (Voice) 24 hours in advance. 4 March 24, 2014 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION IN THE CITY CLERK’S OFFICE AT PALO ALTO CITY HALL, 250 HAMILTON AVE. DURING NORMAL BUSINESS HOURS. Additional Information Standing Committee Meetings Policy and Services Committee Meeting 3/25/14 Schedule of Meetings Schedule of Meetings Tentative Agenda Tentative Agenda Informational Board and Commission Recruitment Flyer Taxicab Hearing Public Letters to Council Set One Set Two City of Palo Alto (ID # 4490) City Council Staff Report Report Type: Study Session Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Update on the City-wide Parks and Open Space Master Plan Title: Study Session with Council and Members of the Parks and Recreation Commission on the Parks, Trails, Open Space and Recreation Master Planning Process and Outcomes From: City Manager Lead Department: Community Services This is a study session report and no Council action is required. Executive Summary This report provides an update on the recently initiated City-wide parks, trails, open space and recreation facilities master planning process, including the consultant’s scope of work, community outreach strategies, issues to be studied, project schedule and expected outcomes and deliverables. The intent of this master planning process is for the identification and prioritization of community-relevant short-term (within 5 years), mid-term (10 years) and long-term (25 years) improvements, enhancements or acquisition of park and recreation facilities and a strategic funding plan to successfully implement the master plan. Through this process not only will there be a master plan for the entire parks system, there will also be complementary individual plans for each City park and recreational facility. In addition to this initial update, staff and the consultants plan to provide the Council with a progress update presentation in early 2015, a detailed study session in spring 2015, and a final report to Council in fall 2015, after vetting the community-developed draft plan document with the Parks and Recreation Commission, Planning and Transportation Commission, Public Arts Commission, and Historical Resources Board. Background City of Palo Alto Page 2 A Capital Improvement Project for a Parks, Trails, Open Space and Recreation Master Plan (PE-13003) was adopted by Council for the 2013 Fiscal Year. The purpose of this project is to provide the necessary analysis and review of Palo Alto’s parks and recreation system for the preparation of a long-range (25-year) Master Plan (Attachment A- Agreement and Scope of Work). The Master Plan will provide the City with clear guidance regarding future renovations and capital improvement needs for parks, trails, open space and recreation facilities. The master plan will also include recommendations to meet demands for future recreational, programming, environmental, and maintenance needs and establish a prioritized schedule of future park renovations and facility improvements. In their presentation, staff and representatives of the contracted consulting firm MIG, Inc. will review the following components of the plan development: 1. Review project goals and objectives 2. Review the scope of the Master Plan (example only developed areas of open spaces) 3. Discuss the community outreach program 4. Project Schedule and timeline 5. The intended use of Park Master Plan Report 6. Feedback from council (expectations of the report) Problem Statement the Master Plan Aims to Address: The City currently has no cohesive plan to manage, improve and expand its park and recreational facilities in order to keep the programs, services and facilities relevant to present and future populations; to appropriately balance recreational and open space conservation needs; and to provide adequate funding to meet these on-going needs. The last comprehensive city parks and recreation master plan was completed in 1965. This plan called for the creation of the Baylands Athletic Center, the future expansion of athletic fields throughout the city, and the expansion of Greer Park. The plan also set standards for the amount of neighborhood and regional park acreage per 1,000 residents and prescribed that parks be situated no further than one-half mile from any residential development. Although the City has developed other specific planning documents in the intervening years affecting Parks and Recreation, such as the City’s Comprehensive Plan (1998, update beginning in 2014),Baylands Master Plan (1978; updated 2008), Arastradero Preserve Plan (Arastra Property Study, 1981) and Infrastructure Blue Ribbon Commission Report (2011), there has been no comprehensive City-wide study or current and projected community recreation and park facility needs since 1965. City of Palo Alto Page 3 The City Council recognized there was inadequate maintenance and renovation of City facilities in FY 2000, and as a result staff implemented a revitalized infrastructure program (City Works) intended to catch-up on deferred infrastructure maintenance and repair. Even though approximately $2,000,000 annually was earmarked for park and open space renovations, because of severely limited reserves, funds were primarily used to replace existing facilities in-kind, but not to significantly change or enhance the parks or facilities. Realizing the limited funds available for investing in park improvements and expansions, in 2002 the City Council took advantage of the Quimby Act of 1975 (California Government Code 66477) and the Mello-Roos Community Facilities Act of 1982, to implement development impact fees for parks, community centers and libraries (Council resolution 8124). This additional funding mechanism has brought millions of dollars to the renovation and expansion of recreational opportunities in Palo Alto since its implementation in 2002. Even so, funding from these sources has not been adequate to acquire additional land to meet the acreage goals for park land established in the Comprehensive Plan. Through the annual Capital Improvement Program (CIP) budget process, funds have been approved since 2000 for the most pressing facility improvements to ensure safety, compliance with building and state code, compliance with environmental regulations, compliance with the Americans with Disabilities Act, and for the efficient delivery of recreational services. However, addressing structural and programmatic needs through the annual CIP budget process has achieved only piecemeal planning for individual parks, the overall plan still falls short of meeting broad community needs and adapting to the demographic changes in our community. The need for a comprehensive parks and recreational facility master plan has further been heightenedin the past five years through the City Council’s priority of facing and addressing environmental, conservation and sustainability needs for both the short-term and long-term. Discussion After Council provided funding in the FY 2013 CIP budget for the City-wide parks, trails, open space and recreation master planning process, staff worked closely with the Parks and Recreation Commission to develop the scope of the Request for Proposal solicitation that was released last summer. City of Palo Alto Page 4 The Commission helped staff frame the questions and problems that need to be addressed by the Plan, which include the following elements for study: Demographic information and understanding our park and facility users Staff and the Commission felt that it was essential to understand the needs of the entire community, and not just the portion of citizens who are presently using City parks, trails and recreational facilities. The needs of all segments of the community, from youngsters to seniors; from new residents, renters and long-time residents; and from those who work or visit Palo Alto, and take advantage of recreational, sports and City-sponsored entertainment opportunities, needs to be thoroughly understood. In order to have the broadest perspective on recreational needs, the study also needs to consider the use of City-brokered school district facilities including fields, tennis courts and gymnasiums. To optimize the use of space, facilities and limited capital improvement dollars, the study needs to provide an analysis of current and forecasted community recreation needs; and identify opportunities and deficiencies for future recreation programs and services. Current and projected deficiencies would include identification of underserved populations, including those with special physical needs. For a number of years, the Parks and Recreation Commission has recognized the needs of dog owners for safe and social exercise opportunities that are not being met by the City’s three under-sized dog exercise areas. A key component of the plan development is the proactive engagement of the public and a broad range of stakeholders in order to fairly and completely inform the study recommendations. As one of their first tasks, MIG has formulated the attached draft public engagement plan (Attachment B). This plan utilizes a number of different strategies to gather and assess community needs through the use of surveys, in-person interviews, stakeholder sessions, in-depth meetings with staff from various City departments, and numerous community meetings conducted in a variety of locations around Palo Alto. The consultant team has already begun to inventory and study current parks, trails and recreational facilities, as well as recreational programs and services offered by the City. An initial all-day tour for the consultant team and parks and recreation staff of City parks, open space areas and some of the City’s recreational facilities was conducted on February 11, 2014, to familiarize the consultants with the distribution of parks and facilities, the unique programs and amenities available in Palo Alto, and to begin identifying constraints and opportunities presented by our current facilities. City of Palo Alto Page 5 Traveling through all quadrants of Palo Alto during the initial tour, the outing provided staff with an opportunity to discuss the mix and distribution of facilities, maintenance practices; and to identify policies and standards for the operation of our parks (Integrated Pest Management, Water Conservation, Field Use Policies, etc.). Wherever possible along the initial tour, the consultants were able to see park and facility users enjoying certain areas of parks and participating in a broad range of City-provided recreational and educational programs. Outdated and obsolete facilities Many city parks have features and amenities that are seldom used or that are outdated. Examples include shuffleboard courts and horseshoe pits at Rinconada and Mitchell Parks; the pétanque (french court bowling) court at Mitchell Park; the dancing/roller skating bowls featured at Pardee, Ramos, Seale and Robles Parks. Even the skateboard bowl at Greer Park, which was considered state-of-the-art when it was opened in 1991, is now considered outdated by skaters because it lacks the grinding rails and other amenities desired by today’s skateboarders. Emerging recreational activities and sports A number of sports and outdoor activities have emerged in the past ten years, and demand specialized facilities or consideration in design of fields or amenities. Activities such as sport (rock) climbing, ultimate Frisbee, and BMX bike riding have become very popular in the past fifteen years, yet Palo Alto has no facilities designed around these activities that are growing in popularity. Encouraging fitness, nature exploration, outdoor play Author Richard Louv has described the growing phenomenon of children staying indoors, engaged with technology and virtual games, as “nature deficit disorder.” In order to connect children with the world around them and to inspire attitudes of environmental stewardship, it is important to create outdoor play areas that are inviting, stimulating and that encourage both nature exploration and social interaction amongst children. Hectic schedules, sedentary lifestyles and over-eating have led to a marked increase in interest in fitness programs – mostly in gyms with specialized equipment. Only one Palo Alto park (Greer) is equipped with an outdated exercise “par” circuit course. In order to promote healthy lifestyles, neighborhood parks should provide opportunities for personal fitness beyond tennis and jogging. City of Palo Alto Page 6 Right-sizing our facilities, including fields, tennis courts, picnic areas, etc. In the past fifteen years, since the implementation of the City’s infrastructure program, an emphasis has been placed on maintaining existing facilities. When a park is renovated, the existing tennis or basketball courts will be resurfaced and fencing will be repaired. When the Phase IV area of Greer Park was improved in 2008, there were requests from various interest groups to add tennis courts, to expand the skate park or to add a baseball field. There are very few metrics on how frequently specialized facilities, such as basketball or tennis courts, are used during the week and whether there are too many or too few courts in Palo Alto. The Master Plan hopes to look at current use patterns for fields, courts and other facilities to determine whether the distribution of facilities is correct and whether certain specialized facilities need to be ‘right-sized’ for today’s use patterns. Study of use patterns and the market segment served by various facilities will help provide information on whether certain existing fields need to be converted to artificial turf in order to provide more hours of play per day, or whether lights need to be added to some facilities to expand the hours of access and use. Designing parks and recreational areas that are inviting to the community and that create a sense of place A recent study by the Knight Foundation identified city programs that are inviting and inclusive and the city’s aesthetics in terms of open spaces, trees and urban design as being two of the three most important factors to people considering where they should live. The National Citizen’s Survey of Palo Alto residents consistently indicates that residents not only highly value their parks and open spaces, but also rate the quality of experiences in parks and recreational facilities as extremely high. As housing and business density increases in Palo Alto over the next twenty-five years, it will be increasingly important that city parks and open space areas provide respite and gathering places for the community, and that recreational programs and facilities provide opportunities for all residents to interact, recreate, learn and relax. Acquisition of new park land; expansion of existing park land; meeting the goals of the comprehensive plan The recent update to the Community Services & Facilities element of the City’s Comprehensive Plan continues to prescribe the National Parks and Recreation Association standard of two acres of neighborhood parks (at least two acres in size) and two acres of district parks (at least five acres in size) should be provided for each 1,000 people. In addition, the Comprehensive Plan suggests parks should be situated within one-half mile of where people live for easy walking access. With 187 acres of urban parkland, Palo Alto is far below the 264 acres of park land suggested by the Comprehensive Plan. Many parks have been completely renovated in the past fifteen years and many new amenities have been added. Even with the addition of the two- City of Palo Alto Page 7 acre Heritage Park in 2006, and the addition of developer-provided pocket parks at Alma Plaza and the former Elks Club site, Palo Alto still has a shortage of neighborhood park land. Parcels where existing neighborhood parks could be expanded or strategic sites where park land could be acquired should be identified. Considering the significant cost of acreage in Palo Alto, funding for the acquisition of park land needs to be identified. Developer-provided park land and recreational facilities Developed-provided (“in-lieu” of park development impact fee payment) park space has provided some easily-accessible recreational space near new housing developments such as Alma Plaza and Edgewood Plaza. Because of the very limited size (less than a quarter acre) of these neighborhood “parks,” the facilities offered by the developer have been limited to a few play features for children, a handful of tables and benches and small landscaped areas. Unfortunately, these areas do not provide space for playing fields and other sought-after sports facilities. Whether the City continues to encourage in-lieu contributions towards park land acquisition and park expansion, or the development of on-site mini-parks with limited amenities needs to be studied to help meet our long-range recreation goals. Utilization of open space (public and privately-owned) for green spaces and trail easements Not all of Palo Alto’s park, open space and green belt areas are ‘dedicated’ as park land under the provisions of Article VIII the City Charter (Palo Alto Municipal Code Chapter 2). A number of notable exceptions, such as the Utilities-owed Tower Well site at Alma Street and Hawthorne Street, the Matadero Creek Well Station parkette on Matadero Road, and the Anna Zschokke Plaza next to the High Street parking garage, demonstrate the City manages a number of landscaped and furnished gathering spaces that augment the 32 urban parks. City property that has been leased to non-profit partners, such as Gamble Garden on Waverley Street, the Museum of American Heritage at the Williams House on Homer Avenue, and the EcoCenter (operated by the Environmental Volunteers) at the Baylands Nature Preserve, provide other indirect services, programs and unique community facilities and green spaces. Council has suggested staff explore options for the better utilization of other publicly or privately-held open space areas for additional recreation or trail access opportunities. Examples of sites with potential for providing expanded recreational activities might include the Sterling Canal for dog exercise or community gardens, creek and roadway right-of-ways for urban trail connections, and undeveloped City-owned property for pocket parks and informal gathering spaces. City of Palo Alto Page 8 Integration of the Parks Plan with other strategic planning documents to ensure compatibility Developed over many decades and formulated in response to different Council and City Department priorities, the City’s assortment of plans and studies do not provide a clear and cohesive vision for the maintenance and enhancement of City’s park, open space and recreational facilities. Some documents, such as the City’s Comprehensive Plan and Baylands Master Plan, do not provide adequate direction for the implementation of the policies and programs within their plans. Having a comprehensive Master Plan with short-term (within 5 years), mid-term (10 years) and long-term (25 years) objectives for all City parks, open space areas and recreational facilities will allow the City to better integrate and articulate the principle objectives of its various plans. In this way, too, the implementation of various projects and improvements can be prioritized in terms of funding and timing to better reflect the key goals of the City’s planning documents and policies. Connecting parks and open space areas with neighborhoods and schools through safe trail and bike routes Since every neighborhood park will not be able to adequately provide the array of play equipment, picnic facilities, specialized sport facilities and amenities that each neighborhood needs or desires, it will be important that citizens have safe and easy pedestrian and bicycle access to parks and community centers through an integrated system of “safe routes to parks.” As mentioned above, in order to encourage residents – and especially children – to explore and connect with the natural world around them, having routes and trails that draw people from their homes and businesses to their neighborhood, regional or district (open space preserves) parks for rest, relaxation, exercise and social interaction will be very important. Strategies will be developed in the Master Plan to help physically or programmatically bridge gaps or reduce barriers to parks and recreational facilities. Dog recreation Palo Alto was one of the very first communities to designate specific areas within parks for dog exercise and play in the early 1960’s. While Palo Alto was a pacesetter for demonstrating the value of community dog exercise areas, unfortunately the three dog areas were designed without the benefit of years of experience in dog park design. Our current exercise areas, which are all under a half-acre in size, are far below the current industry standard of two-acre minimum to allow for dogs to vigorously exercise, to avoid over-crowding and to allow for the maintenance of natural grass in the fenced area. Neighboring cities have experimented with the limited joint-use of fenced ball fields as dog exercise areas during certain hours of the day. Recognizing that Palo Alto is essentially built-out in most of its urban area, creative solutions will need to be explored for providing adequate space to dog owners to train, exercise and socialize City of Palo Alto Page 9 their dogs off-leash in a safe, healthy and fun environment. Accessibility of facilities Through the City Works facility renovation program over the past fifteen years, the City has been able to provide minimum compliance with the Americans with Disabilities Act of 1990. Sand surfaces in many parks have been replaced with “poured-in-place” accessible rubberized surfaces. Public restrooms equipped with specialized furnishings and stalls have been updated to provide easier access. Pathways through parks and connecting to designated parking spaces have been provided in a number of parks and community centers. Palo Alto falls short, however, in ensuring that the needs of all citizens with a broad array of physical and mental needs are adequately met. Recommendations are needed to determine how the City can quickly retrofit play structures, exercise facilities and access to buildings in such a way as to further expand and encourage access and enjoyment of facilities. The Magical Bridge Playground at Mitchell Park, which is currently under final design and review, points to the unmet needs for “universal access” in City parks and open space areas. Safety and security in parks While Palo Alto has fortunately experienced relatively few accidents or incidents in community centers and parks, there are very few safety features designed into the majority of City parks. Only fourCity parks have emergency “blue” safety towers for summoning aide. Lighting in many City parks and community center parking areas – including regional parks such as Mitchell and Rinconada - is extremely limited and under-illuminated. Recent concerns about camping and long-term loitering in City parks has underscored the need for both designed solutions (improved lighting, visibility and fences) and programmatic solutions. Sustainable design: water use and conservation strategies; control of pesticides; control of waste Over the past ten years, with environmental protection identified as one of the Council’s priorities, a number of strategies have been explored and implemented to make parks and open space areas more environmentally-friendly and sustainable. The City has adopted Bay Friendly water conservation practices. Through the implementation of the City’s Integrated Pest Management Policy, the use of fungicides, herbicides, fertilizers and other toxic chemicals has been significantly reduced in the last eight years. Nine City parks have been designated as completely “Pesticide-Free Parks.” Work has begun in installing recycling and compost facilities in many City parks and plazas, and staff is working hard to educate park users about reducing waste when picnicking or visiting City parks. City of Palo Alto Page 10 Balancing developed recreational areas with conservation areas in open space parks Intrinsic to conservation of Palo Alto’s open space areas is the need to carefully balance the extent to which environmentally-sensitive habitat areas are accessible to the public and restricted to access for the benefit of undisturbed wildlife foraging, nesting and breeding. The Baylands Nature Preserve (technically named the John Fletcher Byxbee Recreational Area) is protected habitat for twofederally endangered species. Most of the Baylands is remote and generally inaccessible to people, although the fifteen miles of trails brings visitors and their dogs close to nesting areas of burrowing owls, clapper rails and other protected species. As has been done through the development of trail plans for Foothills Park and the Pearson-Arastradero Preserve, analysis will need to be performed on where there are opportunities to appropriately expand recreational opportunities, such as at the 10.5-acres of field space at the reconfigured Golf Course. The planning process will need to consider new opportunities for dog exercise, which will include an area of adequate space to meet the needs of large numbers of large and small breed dogs. Determining the best site for a dog park or other recreational facility that does not impinge on wildlife or native plant habitat will be critical in the formulation of individual development of open space area and trail plans. Conservation of natural resources for habitat for a diverse range of species Beyond just the control of people and their pets in open space and greenbelt areas for the protection of wildlife breeding, foraging and nesting areas, certain areas of Palo Alto’s lands must be systematically protected from human access for the sake of control of non-native, invasive plants or diseases, such as Sudden Oak Death Syndrome (SODS). While the Parks and Open Space Master Plan will not go into area-specific conservation plans that will subsequently be prepared, the Master Plan will provide broad policy recommendations for the on-going protection and conservation of certain areas of high environmental sensitivity that should be restricted to human access near developed recreation or public works facilities. Revenue generation in park and recreation facilities and programs, including new and expanded programs Currently, the generation of revenue from City parks is limited to annual rent collected for community gardens, field use fees paid by teams for field scheduling, special permit fees for the exclusive use of park areas for weddings, and fees paid for reserving picnic tables at Rinconada and Mitchell Parks. User fees or off-setting contributions are also collected for some of the unique sports facilities within our parks such as entrance fees at Rinconada Pool and cost-sharing at the Lawn Bowls Center. Many communities collect significant revenue from the rental of specialized group picnic sites, that feature such popular amenities as gazebos or sheltered tables, which are City of Palo Alto Page 11 used for weddings, reunions or corporate picnics. Some local cities have contracted with vendors to manage their skateboard parks and the fees collected by users pay for the development costs of these specialized sports facilities. As part of the overall funding strategy for the improvement of parks and facilities, the Master Plan will make recommendations for where new revenue might be developed and where current fees for services or reservations can be expanded or enhanced. Similarly, the study will make recommendations for the effective utilization of rented and program space in our three community centers to determine where our programs could be expanded or rooms renovated in order to increase their rental potential. Prudent utilization of Park and Community Center Development Impact Fees Money collected from major project developers for Community Center Impact Fees and Park Impact Fees is intended to significantly expand the capacity of existing facilities or to add new facilities to compensate for the growth in population caused by the development. Since the implementation of Impact Fees in 2002, funds have been used to finance the development of the newly-acquired Heritage Park and the Stanford-Palo Alto Playing Fields sports complex, to replace natural turf with an all-weather artificial turf at the Cubberley Community Center, to expand Greer Park (Phase IV), and to add new public restrooms at Seale, Briones and Hoover Parks. The expanded Mitchell Park Community Center and the recently renovated Art Center both utilized Community Center Impact fees for a portion of the project funding. The upcoming renovation of El Camino Park will heavily utilize Park Impact Fees for the installation of artificial turf on the soccer field, the addition of field lighting, the expansion of the restrooms and the installation of new picnic areas. All of these amenities are intended to expand the capacity of the park by extending the hours of play on the fields, by enticing new park users for picnicking, and by expanding the number of games that can be played on the fields each year. Since the source of Impact Fees are limited, it is essential that these limited funds be used prudently to effectively expand recreational opportunities for the greatest number of residents over the longest period of time. Where possible, it is also important that Impact Fees be used to acquire new or supplemental park land in order to meet the per capita standards of parkland prescribed by the City’s Comprehensive Plan. Although staff has developed an informal list of potential sites where parkland might be acquired (either adjacent to existing City parks or in under-served neighborhoods), the Master Plan will need to prioritize the areas of Palo Alto where new or expanded parks should be developed. Encouragement of public/private improvement projects following recent model projects City of Palo Alto Page 12 One of Palo Alto’s demonstrated strengths has been the ability to foster public-private projects for the development, expansion and maintenance of its facilities. Our community has a long history of significant projects that have enhanced the range of recreational opportunities. Buildings such as the Lucie Stern Community Center and Theatres, Sea Scout Center (Lucie Stern), Esther Clark Preserve (Esther Clark), Elizabeth Gamble property, and Williams’ property are some of the pioneering contributions to Palo Alto’s inventory of parks and community centers. Other successful public-private projects have endowed the City with new playgrounds at Heritage and Mitchell Parks, performance spaces at the Children’s Theatre (Magic Castle), and the significant renovation of facilities at Lytton plaza and the Palo Alto Art Center. Building on the model of these very successful partnerships, the Master Plan needs to explore opportunities for additional public-private partnership projects that can effectively leverage limited funds from the Infrastructure Reserve/Development Impact Fees for the enhancement or expansion of parks and recreational facilities. Timeline The Parks, Trails, Open Space and Recreation Master Planning process was initiated in December 2013, and is anticipated to take twenty-one months to complete the entire study. Staff and the consultants plan to provide the Council with progress update presentation in early 2015, a detailed study session in spring 2015, and a final report to Council in fall 2015 after vetting the final draft plan document with the Parks and Recreation Commission (early May 2015), Planning and Transportation Commission (mid-May 2015), Public Arts Commission (late May 2015), Historical Resources Board (late May 2015). Resource Impact Funding for this study and planning process was provided by Capital Improvement Program project PE-13003: Parks, Trails, Open Space and Recreation Master Plan. The objective of this study is to assess the long-term needs for development and improvement of existing parks, open space areas, regional trails and recreation facilities; the acquisition of new park land or expansion of existing park land to meet the on-going needs of the community; meeting the strategic maintenance needs of existing facilities in a cost-effective manner; the prioritization of recommended improvement and acquisition projects; and to provide funding strategies (public and private) for the improvements and acquisitions suggested by the report. The intent of this planning is to utilize limited Capital Improvement Fund and other resources wisely and effectively, and to leverage these resources with grants or private funding whenever possible. Obviously, the intent of the report is to make recommendations that could call for new investments in the future. City of Palo Alto Page 13 Policy Implications The proposed Parks, Trails, Open Space and Recreation Master Plan is consistent with the Comprehensive Plan Policy C-26 of the Community Services element of the Comprehensive Plan that encourages maintaining park facilities as safe and healthy community assets; and Policy C-22 that encourages new community facilities to have flexible functions to ensure adaptability to the changing needs of the community. Environmental Review This is a planning study and therefore exempt from California Environmental Quality Act (CEQA) review pursuant to Section 15262 of the CEQA guidelines. Eventually, as projects and recommendation of the Master Plan are implemented as capital improvement projects, an environmental assessment will be completed in conformance with the provisions of CEQA. Attachments:  Attachment A - Staff Report #4242- Agreement, Scope of Work, Schedule (PDF)  Attachment B - Draft Public Engagement Plan (DOC) City of Palo Alto (ID # 4242) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/18/2013 City of Palo Alto Page 1 Summary Title: Approval of a Contract for the Parks, Trails, Open Space and Recreation Master Plan Project Title: Approval of a Contract in the Amount of $327,535 with MIG, Inc. for the Parks, Trails, Open Space and Recreation Master Plan Project PE-13003 From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council approve and authorize the City Manager or his designee to execute Contract No. C14150749 with MIG, INC. (Attachment A) in a Not to Exceed Amount of $376,665 for the Parks, Trails, Opens and Recreation Master Plan (PE-13003), including $327,535 for basic services and $49,130 for additional services. Background The City of Palo Alto has 32 parks comprising 187 acres, an extensive trail system, and four open space preserves that include 4,000 acres. Individual parks range from very small neighborhood parks such as Cogswell Plaza to regional parks such as Rinconada and Mitchell Parks. Additionally, the City provides a variety of other recreation facilities and programming with the mission to deliver high quality recreational opportunities for the community by: City of Palo Alto Page 2 "Engaging individuals and families to create a strong and healthy community, through parks, open space, recreation, social services, arts and sciences." The purpose of the Parks, Trails, Open Space and Recreation Master Plan project is to prepare a Master Plan to guide the City’s implementation of improvements over the next 25 years. The Parks and Recreation Commission (PRC) were closely involved in the development of the scope of work for the Master Plan project. The initial scope, as described in the FY 2013 Capital Budget, was limited to the City’s urban parks and appropriated $350,000 for the project. Following feedback from the PRC, the scope of the project was expanded to include the trail system, the developed areas of the open space preserves and the City’s recreational programming. The expanded scope and an additional appropriation of $100,000 were approved in the FY 2014 Capital Budget, bringing the total project budget to $450,000. Upon approval of the increased funding, an Ad Hoc Committee of the PRC was formed to provide further input and direction concerning the draft scope of work. The finalized scope reflects the joint participation between staff and the Commission. Discussion The Parks, Trails, Open Space and Recreation Master Plan will provide the City with clear guidance regarding future renovations, improvements and funding needs, incorporating demands for projected recreational, programming, and maintenance needs and establishing a prioritized schedule of future park renovations and facility improvements. The Master Plan process will include the creation of a comprehensive inventory of all Palo Alto parks, trails, open spaces and recreational facilities; an analysis of current and forecasted community recreation needs using a 25-year planning horizon;a prioritization of needed renovations and improvements;and a strategy and timeline for funding the improvements. The process will engage the Community for their feedback to best determine how priorities should be established, and will include significant review by Palo Alto boards and commissions and City Council. City of Palo Alto Page 3 The key tasks to be performed in development of the Master Plan are summarized as follows: ·Review and analysis of all city parks, trails (gaps in trail system) and open space developed areas ·Review and analysis of recreational services and programs ·Analysis of sustainability opportunities ·Demographic analysis and identification of any underserved user groups ·Extensive community and stakeholder input ·Prioritization of recommended renovations and improvements ·Development of Master Plan to guide future parks and recreation projects ·Analysis of funding levels needed for maintenance of and improvements to the parks and recreation system These tasks are described in greater detail in the project scope of work included in Attachment A. Summary of Solicitation Process Proposal Description/Number PARKS, TRAILS, OPEN SPACES AND RECREATION MASTER PLAN/ REQUEST FOR PROPOSAL NUMBER 150749 Proposed Length of Project Approximately 21 months Number of Proposals Mailed 15 Total Days to Respond to Proposal 31 Pre-proposal Meeting Date July 13, 2013 Number of Company Attendees at Pre- proposal Meeting 5 City of Palo Alto Page 4 Number of Proposals Received:5 Company Name Location (City, State) Selected for oral interview? 1. Gates & Associates San Ramon, CA No 2. Bellinger Foster Steinmetz Landscape Palo Alto, CA Yes 5. Royston Hanamoto Alley & Abey Mill Valley, CA Yes 4. RJM Design Group Sacramento, CA No 5. MIG, Inc. Berkeley, CA Yes Total Proposal Range Amounts $294,005 -$415,176 An evaluation committee consisting of staff from the Community Services Department and the Public Works Department’s Engineering Services Division as well as a member of the Parks and Recreation Commission Ad Hoc Committee reviewed the proposals. From the proposal evaluations three firms were invited for interviews on August 28, 2013. The Committee carefully reviewed each firm's qualifications and submittals in response to the criteria identified in the RFP. The evaluation committee unanimously selected MIG, Inc. as the top proposer. MIG, Inc. was selected because of their experience with community outreach, other similar park master plan projects and their clearly defined team roles. The additional services amount of 15% is larger than the standard 10% amount. The higher amount is recommended due to the expected extensive input and review from the public and the boards and commissions, which is likely to result in requests for inclusion of unforeseen analysis and/or studies not included in the contract scope of work. Timeline The Parks, Trails, Open Space and Recreation Master Planning process duration is approximately 21 months. City of Palo Alto Page 5 Resource Impact Funding for this contract is available in Capital Improvement Program project PE- 13003 (Parks, Trails, Open Space and Recreation Master Plan). Policy Implications The proposed Parks, Trails, Open Space and Recreation Master Plan is consistent with the Comprehensive Plan Policy C-26 of the Community Services element of the Comprehensive Plan that encourages maintaining park facilities as safe and healthy community assets; and Policy C-22 that encourages new community facilities to have flexible functions to ensure adaptability to the changing needs of the community. Environmental Review This is a planning study and therefore exempt from California Environmental Quality Act (CEQA) review pursuant to Section 15262 of the CEQA guidelines. Attachments: ·A - Contract -Park, Trails, Open Space and Recreation Master Plan (PDF) ·B -Performance Schedule (PDF) Page 1 of 25 Professional Services Rev. November 11, 2011 CITY OF PALO ALTO CONTRACT NO. C14150749 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND MIG, INC. FOR PROFESSIONAL SERVICES This Agreement is entered into on this 18 day of November, 2013, (“Agreement”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and MIG, INC., a Land Planning Consultant Firm, located at 800 Hearst Ave, Berkeley, CA 94710 ("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CITY intends to develop a Parks, Trails, Open Space and Recreation Master Plan (“Project”) and desires to engage a consultant to provided the needed services in connection with the Project (“Services”). B. CONSULTANT has represented that it has the necessary professional expertise, qualifications, and capability, and all required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit “A”, attached to and made a part of this Agreement. NOW, THEREFORE, in consideration of the recitals, covenants, terms, and conditions, in this Agreement, the parties agree: AGREEMENT SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Exhibit “A” in accordance with the terms and conditions contained in this Agreement. The performance of all Services shall be to the reasonable satisfaction of CITY. SECTION 2. TERM. The term of this Agreement shall be from the date of its full execution through September 30, 2015 unless terminated earlier pursuant to Section 19 of this Agreement. SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement and in accordance with the schedule set forth in Exhibit “B”, attached to and made a part of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery of Page 2 of 25 Professional Services Rev. November 11, 2011 damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit “A”, including both payment for professional services and reimbursable expenses, shall not exceed Three hundred and twenty seven thousand five hundred and thirty five Dollars ($327,535.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed Three hundred seventy six thousand six hundred and sixty five Dollars ($376,665.00). The applicable rates and schedule of payment are set out in Exhibit “C-1”, entitled “HOURLY RATE SCHEDULE,” which is attached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit “C”. CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit “A”. SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly invoices to the CITY describing the services performed and the applicable charges (including an identification of personnel who performed the services, hours worked, hourly rates, and reimbursable expenses), based upon the CONSULTANT’s billing rates (set forth in Exhibit “C-1”). If applicable, the invoice shall also describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by CITY. CONSULTANT shall send all invoices to the City’s project manager at the address specified in Section 13 below. The City will generally process and pay invoices within thirty (30) days of receipt. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technical personnel necessary to perform the Services required by this Agreement and that the personnel have sufficient skill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsultants, if permitted, have and shall maintain during the term of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. All of the services to be furnished by CONSULTANT under this agreement shall meet the professional standard and quality that prevail among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with all federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure all permits and licenses, pay all charges and fees, and give all notices required by law in the performance of the Services. Page 3 of 25 Professional Services Rev. November 11, 2011 SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and all errors, omissions, or ambiguities in the work product submitted to CITY, provided CITY gives notice to CONSULTANT. If CONSULTANT has prepared plans and specifications or other design documents to construct the Project, CONSULTANT shall be obligated to correct any and all errors, omissions or ambiguities discovered prior to and during the course of construction of the Project. This obligation shall survive termination of the Agreement. SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works project, CONSULTANT shall submit estimates of probable construction costs at each phase of design submittal. If the total estimated construction cost at any submittal exceeds ten percent (10%) of the CITY’s stated construction budget, CONSULTANT shall make recommendations to the CITY for aligning the PROJECT design with the budget, incorporate CITY approved recommendations, and revise the design to meet the Project budget, at no additional cost to CITY. SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person employed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shall act as and be an independent contractor and not an agent or employee of the CITY. SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approval of the city manager will be void. SECTION 12. SUBCONTRACTING. CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or designee. CONSULTANT shall be responsible for directing the work of any subconsultants and for any compensation due to subconsultants. CITY assumes no responsibility whatsoever concerning compensation. CONSULTANT shall be fully responsible to CITY for all acts and omissions of a subconsultant. CONSULTANT shall change or add subconsultants only with the prior approval of the city manager or his designee. SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Lauren Schmitt as the Principal -in-Charge to have supervisory responsibility for the performance, progress, and execution of the Services and Ryan Mottau as the project Manager to represent CONSULTANT during the day-to-day work on the Project. If circumstances cause the substitution of the project director, project coordinator, or any other key personnel for any reason, the appointment of a substitute project director and the assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personnel who CITY finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat to the adequate or timely completion of the Page 4 of 25 Professional Services Rev. November 11, 2011 Project or a threat to the safety of persons or property. The City’s project manager is Elizabeth Ames, Public Works Department, Engineering Division, 250 Hamilton Ave. Palo Alto, CA 94303, Telephone:(650) 329-2502. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 14. OWNERSHIP OF MATERIALS. Upon delivery, all work product, including without limitation, all writings, drawings, plans, reports, specifications, calculations, documents, other materials and copyright interests developed under this Agreement shall be and remain the exclusive property of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights which arise from creation of the work pursuant to this Agreement shall be vested in CITY, and CONSULTANT waives and relinquishes all claims to copyright or other intellectual property rights in favor of the CITY. Neither CONSULTANT nor its contractors, if any, shall make any of such materials available to any individual or organization without the prior written approval of the City Manager or designee. CONSULTANT makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work. SECTION 15. AUDITS. CONSULTANT will permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. 16.1. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents (each an “Indemnified Party”) from and against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever nature including attorneys fees, experts fees, court costs and disbursements (“Claims”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, its officers, employees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an Indemnified Party. 16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to require CONSULTANT to indemnify an Indemnified Party from Claims arising from the active negligence, sole negligence or willful misconduct of an Indemnified Party. 16.3. The acceptance of CONSULTANT’s services and duties by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, will not Page 5 of 25 Professional Services Rev. November 11, 2011 be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term, covenant, condition, provision, ordinance or law. SECTION 18. INSURANCE. 18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in full force and effect during the term of this Agreement, the insurance coverage described in Exhibit "D". CONSULTANT and its contractors, if any, shall obtain a policy endorsement naming CITY as an additional insured under any general liability or automobile policy or policies. 18.2. All insurance coverage required hereunder shall be provided through carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or authorized to transact insurance business in the State of California. Any and all contractors of CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in full force and effect during the term of this Agreement, identical insurance coverage, naming CITY as an additional insured under such policies as required above. 18.3. Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates will be subject to the approval of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except after filing with the Purchasing Manager thirty (30) days' prior written notice of the cancellation or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30) days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written notice of the cancellation or modification within two (2) business days of the CONSULTANT’s receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates evidencing the insurance are provided to CITY’s Purchasing Manager during the entire term of this Agreement. 18.4. The procuring of such required policy or policies of insurance will not be construed to limit CONSULTANT's liability hereunder nor to fulfill the indemnification provisions of this Agreement. Notwithstanding the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising after the Agreement is terminated or the term has expired. SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES. 19.1. The City Manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will immediately discontinue its performance of the Services. 19.2. CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to CITY, but only in the event of a substantial failure of performance by CITY. Page 6 of 25 Professional Services Rev. November 11, 2011 19.3. Upon such suspension or termination, CONSULTANT shall deliver to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONSULTANT or its contractors, if any, or given to CONSULTANT or its contractors, if any, in connection with this Agreement. Such materials will become the property of CITY. 19.4. Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., 10 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and immediate benefit to CITY as such determination may be made by the City Manager acting in the reasonable exercise of his/her discretion. The following Sections will survive any expiration or termination of this Agreement: 14, 15, 16, 19.4, 20, and 25. 19.5. No payment, partial payment, acceptance, or partial acceptance by CITY will operate as a waiver on the part of CITY of any of its rights under this Agreement. SECTION 20. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY: Office of the City Clerk City of Palo Alto Post Office Box 10250 Palo Alto, CA 94303 With a copy to the Purchasing Manager To CONSULTANT: Attention of the project director at the address of CONSULTANT recited above SECTION 21. CONFLICT OF INTEREST. 21.1. In accepting this Agreement, CONSULTANT covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 21.2. CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsultants, contractors or persons having such an interest. CONSULTANT certifies that no person who has or will have any financial interest under this Agreement is an officer or employee of CITY; this provision will be interpreted in accordance with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the State of California. Page 7 of 25 Professional Services Rev. November 11, 2011 21.3. If the Project Manager determines that CONSULTANT is a “Consultant” as that term is defined by the Regulations of the Fair Political Practices Commission, CONSULTANT shall be required and agrees to file the appropriate financial disclosure documents required by the Palo Alto Municipal Code and the Political Reform Act. SECTION 22. NONDISCRIMINATION. As set forth in Palo Alto Municipal Code section 2.30.510, CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department, incorporated by reference and may be amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Consultant shall comply with the following zero waste requirements:  All printed materials provided by Consultant to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks.  Goods purchased by Consultant on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office.  Reusable/returnable pallets shall be taken back by the Consultant, at no additional cost to the City, for reuse or recycling. Consultant shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed. SECTION 24. NON-APPROPRIATION 24.1. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Page 8 of 25 Professional Services Rev. November 11, 2011 Agreement. SECTION 25. MISCELLANEOUS PROVISIONS. 25.1. This Agreement will be governed by the laws of the State of California. 25.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California. 25.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties. 25.4. This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This document may be amended only by a written instrument, which is signed by the parties. 25.5. The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, administrators, assignees, and consultants of the parties. 25.6. If a court of competent jurisdiction finds or rules that any provision of this Agreement or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto will remain in full force and effect. 25.7. All exhibits referred to in this Agreement and any addenda, appendices, attachments, and schedules to this Agreement which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 25.8 If, pursuant to this contract with CONSULTANT, City shares with CONSULTANT personal information as defined in California Civil Code section 1798.81.5(d) about a California resident (“Personal Information”), CONSULTANT shall maintain reasonable and appropriate security procedures to protect that Personal Information, and shall inform City immediately upon learning that there has been a breach in the security of the system or in the security of the Personal Information. CONSULTANT shall not use Personal Information for direct marketing purposes without City’s express written consent. 25.9 All unchecked boxes do not apply to this agreement. 25.10 The individuals executing this Agreement represent and warrant that they DocuSign Envelope ID: 7F006382-7D20-413D-826E-153784CEAEE7 have the legal capacity and authority to do so on behalf of their respective legal entities. 25.11 This Agreement may be signed in multiple counterparts, which shall, when executed by all the parti es, constitute a single binding agreement IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO MIG, Inc. City Manager I. au re ft Schmitt Principal APPROVED AS TO FORM: Senior Ass!. City Attorney Attachments: EXHIBIT "A": EXHIBIT "B": EXHIBIT "C": EXHIBIT "C-I ": EXHIBIT "D": II II II II Page 9 of25 SCOPE OF WORK SCHEDULE OF PERFORMANCE COMPENSATION SCHEDULE OF RATES INSURANCE REQUIREMENTS Professional Services Rev. November 11 , 2011 Page 10 of 25 Professional Services Rev. November 11, 2011 EXHIBIT “A” SCOPE OF SERVICES OBJECTIVES The purpose of the Master Plan is to create a clear set of objectives that will provide direction to City staff, the Parks and Recreation Commission (PRC), the Planning and Transportation Commission and the City Council for development, re-development, expansion and enhancement of the City’s parks system, open spaces, trails, recreation facilities, and recreation programs and services for a short-term (5 year), mid-term (10 year) and long-term (25 year) range. Specific items to include in the Master Plan, but not limited to, are: 1. Park Analysis/Assessment Study – Analyze and assess the current conditions of all of Palo Alto 32 Parks, 4 open space preserves (developed areas within the preserves only such as picnic and parking areas, restrooms, boardwalks, etc.), trails (links/connections of existing trails) and recreation facilities (community gardens, gymnasiums, exercise rooms, basketball courts, pools, etc.). This assessment will include a review of recreational services and programs offered at the Lucie Stern Community Center, leased and contracted public facilities such as the Cubberley Community Center and Palo Alto Unified School District fields and courts. 2. Recreation Program and Services Analysis/Assessment Study - Analyze and assess the current recreation programs and services provided by the City, and identify opportunities and deficiencies for future recreation programs and services. 3. Demographic Analysis Study– Review and interpret demographic trends and characteristics of Palo Alto using available statistical information from the annual Service Efforts and Accomplishments report for the City of Palo Alto available at (http://www.Cityofpaloalto.org/civicax/filebank/documents/29490). Utilize the demographic information to project future park, trails, open space and recreational needs. 4. Community Needs Study – Determine the communities interests and needs for enhancements to the parks system through community meetings/outreach (topics of interest to review but not limited to: dog parks, skate parks, bocce ball, number of athletic fields needed, synthetic turf vs natural grass turf fields, etc). 5. Capital Development Study - Identify and prioritize important capital issues and projects to consider to be incorporated into a short term (5 year), mid-term (10 year) and the long term (25 year) capital improvement program time table. 6. Costs and Funding Sources Study - Identify probable costs, operations, maintenance costs and potential revenue and funding sources including an evaluation of the best use of park development impact funds TASK 1: Work Plan Prior to embarking on the tasks to be performed under this Scope of Work, MIG will meet with City Staff to finalize a detailed work scope and schedule and identify all information to be provided by City Staff. This task will also include the development of a public input plan identifying the information needs as well as the activities, outreach methods, targets audiences Page 11 of 25 Professional Services Rev. November 11, 2011 and key stakeholders. Meetings to Include: • City Staff review meeting of scope and schedule Deliverables  Revised scope and schedule  Community input plan  List of Identify relevant stakeholders  Request for information letter TASK 2: CITY POLICY AND STANDARDS REVIEW MIG shall conduct an interdepartmental meeting with City Staff to review: • Existing conditions of parks, trails and opens spaces • Current Recreational Services • Maintenance practices • Identify policies and standards • Infrastructure • Interconnections between park and recreation system and city services • Related planning efforts (past and present) A City Staff Project Review Team will be selected at the time of the intradepartmental meeting composed of key staff members who will guide the process by providing technical and political feedback on interim products. MIG shall assemble and review all existing City of Palo Alto strategic planning documents to ensure compatibility with the final Parks, Trails, Open Space and Recreation Master Plan recommendations. Meetings to Include: • Intra-Department City Staff Meeting • City Staff Project Review Team Meeting #1 - Review draft of Task 2 summary Materials to be provided:  City Comprehensive Plan: To include the new and updated document  Park & Open Space ‘As-Built’ Plans and/or GIS base maps  List of Recreational Services/Programs  Past Parks and Recreation Plans  Trails Maintenance and Master Plans  City details and specifications  2011 Infrastructure Blue Ribbon Commission Report and associated Park/Open Space condition assessment and list of Parks and Open Space Capital Improvement Projects scheduled for the next five years.  Infrastructure spreadsheet  Bicycle and Pedestrian Transportation Plan Deliverables The findings of this task will be summarized in the Draft and Final Planning summary for Task 2, which will include a summary of relevant policies, standards and plans and land use data.  Electronic format of Draft Summary for review and commenting – one revision only Page 12 of 25 Professional Services Rev. November 11, 2011  Finalized Draft Summary of Task 2 TASK 3: Existing Park, Trails, Open Space and Recreation Facilities and Programs Inventory/Analysis MIG is to compile a comprehensive inventory and analysis of all parks, open spaces (developed areas only) , trails ( Areas lacking ADA compliance or gaps in trail system), and programs/services offered by the City. This inventory will be conducted on a parks, trails and open space tour of all sites with city staff. At specific locations identified in Task 2 community/stakeholder members may also be invited to tour the facility and add further feedback. A special topics meeting with the Palo Alto Unified School District will also be held to review recreational uses and programs at athletic field facilities. Inventory data will be collected for both the physical system and the city’s offered recreational programming. Physical Inventory & Analysis The physical inventory of the system will include the complete system, summarized on a base map of the city as well as an inventory table detailing the following for all parks, trails and developed areas in open spaces. This inventory is to include:  Locations – Update City Plan  Size & boundary  Use – Neighborhood or Regional  History – Provided by City (history and past renovations)  Current condition  Facilities – Inventory of all park and recreational facilities (playgrounds, playfields, ball courts, pools, gyms, trails, restroom, structures, parking capacity)  School facilities  Constraints - Consultant to identify the constraint to sites and system  Opportunities – Consultant to identify opportunities to expand or enhance recreational opportunities  Access to key features Upon review by the Staff Project Team to ensure accuracy and completeness of the physical inventory; the analysis of the physical inventory is to include:  Facility and recreation (system) gaps - Analysis is to utilize input from the survey and Geographic analysis  Identification of ADA compliance issues  Operation and maintenance  Identification of suitable locations for potential new or expanded facilities (example: dog parks)  Recommendations to expand recreational facilities  Evaluate opportunities to increase sustainability practices such as & reducing turf, energy and water consumption, waste, etc. Recreational Inventory & Analysis An inventory of the City’s recreational programs is to be performed as part of this task to determine the level of recreational needs currently being achieved by the City and to identify those recreational areas that are lacking or not being served in Palo Alto. The recreational Page 13 of 25 Professional Services Rev. November 11, 2011 programmatic inventory will include the following:  Mix and distribution of recreation opportunities  Program areas  Market segments served  User groups for primary facilities  Times of usage of primary facilities  Schedule of programs offered Upon review by the Staff Project Team to ensure accuracy and completeness of the recreational programs; the analysis of the recreational program inventory is to include:  Recommendations to expand recreational programs  Identify potential revenue sources  Operational requirements Meetings to Include: • City Staff and maintenance review meetings at each park and open space • (1) Palo Alto Unified School District review meetings Deliverables The inventory and analysis summary is to include along with the all inventory and analysis information is to include:  Key findings of the inventory and analysis of the existing system  Electronic format Draft of System Analysis Summary for review and commenting – one revision only  Finalized System Analysis Summary Other deliverable items to include:  PAUSD meeting agenda  Existing and Potential Recreations Facilities and Programs Inventory/Analysis draft Report TASK 4: Demographic Analysis MIG shall analyze demographic trends in the region from the annual Service Efforts and Accomplishments report for the City of Palo Alto that may impact or affect the needs and demands on the Palo Alto parks, trails, open space and recreation system for the next 25 years. A demographic analysis report is to include an overview of all the major demographic elements that will impact Palo Alto’s park system, open spaces, trails, recreational facilities and recreational programs. The analysis should also identify underserved user groups, including those park users with disabilities as well as the needs of dog owners. The method and approach proposed for analyzing and incorporating the information from the demographic study into the Master Plan should be detailed in the proposal. Demographics to review:  City Demographic Information http://www.Cityofpaloalto.org/civicax/filebank/documents/29490  City of Palo Alto Unified School district data  National Parks and Recreation Society survey data Local and national trends in park use will be interpreted to parks, open spaces, facilities and programs offered by Palo Alto. By identifying the activities to experience growth, plateau or decline, the impact of these trends on the physical system and programs offerings can be Page 14 of 25 Professional Services Rev. November 11, 2011 projected. MIG will prepare a demographic analysis summary document, including a community demographic profile, highlighting key findings and trends likely to influence community outreach and the master planning process. Meetings to Include: • City Staff Project Review Team Meeting #2 - Review draft summary from task 3 & 4, review community meeting format and survey questions. Deliverables The findings of this task will be summarized in the Draft and Final Demographic Analysis summary, which will also special topics of including park users with disabilities and those impacting the needs of dog owners.  Electronic format of Draft Summary for review and commenting – one revision only  Finalized Demographic Summary TASK 5: Gather & Assess Community Needs & Community Survey MIG shall prepare a study session presentation with the City of Palo Alto’s Parks and Recreation Commission to review goals and objectives of the Parks, Trails & Recreation Master Plan Project and a review of the work performed on the previous tasks to date, as well as to receive input and feed-back from the Commissioners. The summaries of the previous tasks will consolidated and presented to the commission in a concise presentation, a portion of the presentation shall discuss the community meeting format and community survey questions. MIG will organize a community outreach process to solicit community input to assist with determining how Palo Alto parks, trails, open spaces and recreation facilities can better meet the needs of the community. The community outreach and public input process will be integral to the Master Planning process. MIG will prepare an interactive community workshop program and facilitate (3) sessions with the broad community. These meetings will provide a variety of ways for participants to interact, learn about the broad range of issues and desires, and engage in a way that is both meaningful and comfortable. Experienced MIG facilitators will guide the community participants through the work shop and ensure that all voices are heard and acknowledged. MIG will convene two (2) stakeholder focus group meetings– one (1) before the first community meeting and one (1) after the final community meeting - with key community leaders) , advocates and critics as identified by City Staff. The first meeting will be structured for issue identification and framed with the understanding that the planning process has not yet reached any decisions and is trying to frame the community’s choices with the best information possible. The second meeting will review findings from the survey and discuss prioritize. MIG will develop a bilingual survey prepared for implementation via the City’s Vovici outreach. The broad distribution of the survey tool (available both online and on paper) will allow for quota based sampling to achieve a statistically valid result while also opening the results to collect ideas from the larger population. If appropriate, the survey questions will be developed in coordination with the City’s bond polling firm to ensure alignment of the potential projects and Page 15 of 25 Professional Services Rev. November 11, 2011 costs developed for testing. Following the previous meetings and survey in Task 5, a second meeting with the Parks and Recreation Commission will review the feedback received from the community/stakeholder meetings and the designation of an Ad Hoc Committee to work through the recommendation development and prioritization process in Task 6. MIG will present to the City Council regarding the projects status and the input from the community and allow the council the opportunity to provide feedback. Meetings to Include: • Bond Measure polling firm meeting review • Staff project review meeting – prior to survey and community/stakeholder meetings • (3) Community meetings • (2) Stakeholders meetings • Staff project review meeting – PRC and Council meetings • (2) Parks and Recreation Commission presentations (#1 & 2) • (1) City Council presentation Deliverables  Community Survey draft and final  Community Meeting agendas and summary (3 total)  Stakeholders Meeting agendas and summary (2 total)  Parks and Recreation Commission study session agenda, presentation and summary (2)  City Council study session agenda, presentation & summary (1)  Parks and Recreation Commission Ad Hoc Committee study session agenda and summary (1) TASK 6: Draft Parks, Trails, Open Space and Recreation Master Plan Report The Draft Park, Trails, Open Space and Recreation Master Plan Report is to analyze all of the data from the previous tasks and synthesize that information into a comprehensive report. MIG is to make recommendations which take into account the current and future needs related to parks, conditions of existing facilities, and cost of modifications in recommending how the current parks, trails, open space and recreational facilities should be maintained, modified or enhanced to serve short, medium and long term needs of the community. The report should include a matrix that summarizes the findings for each park, trail, open space and recreational facility, in a clear a concise format. MIG will prepare a series of prioritization meeting workshops with the community, stakeholders and the Park and Recreation Ad Hoc Committee. These meetings will build on the ideas generated in the previous tasks. These workshops will be based around a decision making game that elicits input and provides education to the participants. The input from these meetings will be used to finalize the prioritization process and the project list which will be integrated into an administrative draft Master Plan Report outline that will be presented to city staff for approval. Upon approval of the outline MIG will prepare the initial draft of the Master Plan Report for staff submittal. A Staff Project Team meeting will be conducted by MIG that will focus on revisions of the administrative draft of the Master Plan Report. The resulting Public Draft Report will be the Page 16 of 25 Professional Services Rev. November 11, 2011 document used for review by the community, the City’s boards and commissions and the City Council. MIG will develop the necessary policies, recommendations, actions items and processes to create a relevant, useful and easy to follow Parks, Trails, Open Space and Recreation Master Plan. This plan will include sections that provide the necessary and relevant information distilled from the previous tasks. The Draft Master Plan Report is to include, but is not limited to the following information: Inventory and Analysis Section The report is to gather and summarize the analysis aspect of the Master Planning process. This Section is to include information from:  Development of a priority matrices that assists in the selection of short, medium and long term improvements  Analysis, prioritization and assessment of the parks, trials, open space and recreational facilities  City Comprehensive Plan  City staff input  Demographic analysis  Community/stakeholder input  Community survey information  Parks and Recreation Commission input  Consultant to identify areas within Palo Alto where park land or open space could be acquired to expand recreational areas. (i.e. parking lots, easements, open space, etc.)  Consultant to identify parks that should be considered for size expansion where possible. Development Study of Short, Medium and Long-Term Projects The report is to include the identification of short, medium and long–term capital projects, including both standard renovations and installation of new facilities.  Areas where certain outdated or underutilized facilities should be redeveloped  New specialized facilities (skate park, dog parks, gymnasium, etc. ) that should be considered.  New large scale facilities (pool, gymnasium, play fields ext.) that should be considered.  Playgrounds or facilities that are not in conformance with ADA standards  A timeline phasing plan and budget to accomplish the goals of the Parks and Recreation Master Plan  Develop a cost analysis for future capital, operational and maintenance costs for all expansions and improvements that are recommended in the Master plan Management and Implementation Section The report is to include a Management and Implementation section. This section is to include:  Goal, strategies, priorities and action items  Identify areas of possible revenue generation  Identify potential sources of funding  Identify the responsible party or group for achieving the goals and objectives of the Master Plan  Identify items that will require additional staff time needed for operations and maintenance  Establish a time frame for accomplishing each task Page 17 of 25 Professional Services Rev. November 11, 2011  Establish cost analysis for future capital, operational and maintenance recommendations for all expansions and improvements that are recommended in the Master plan Meetings to Include: • (1) Community prioritization meeting • (1) Stakeholder prioritization meeting • (2) PRC Ad Hoc Committee (#1 & #2) • City Staff Project Review Team Meeting #3 Deliverables  Staff project review meeting – prior to community/stakeholder meetings  Community prioritization meeting agenda, presentation and summary  Stakeholder prioritization meeting agenda, presentation and summary  Parks and Recreation Commission Ad Hoc Committee agenda, presentation and summary  City Staff Project Review Team meeting agenda, presentation and summary  Administrative Draft Master Plan Report Outline  Administrative Draft Master Plan Report - Electronic copy for comment  Public Draft Master Plan Report TASK 7: Park Master Plans MIG will develop individual park master plans (bubble diagram of proposed renovations/modifications) and a written summary of each Palo Alto park site to illustrate the planned impacts. Each site plan will be based on available aerial imagery. Each site plan and summary will identify:  New facility or amenities components  Potential for expansion: Size or facilities  Components to be removed  Site improvements  Timing – Schedule of improvements/renovation over the next 25 years (short, medium and long term improvements)  Planning level cost analysis of operations, maintenance and capital improvements  Operations and Maintenance recommendations  Sustainable upgrade recommendations  Other key recommendations on a site-by-site basis A City Staff review of draft site master plans will be integrate into the Staff Project Team Review Meeting #4, aligned with the review of the Administrative Draft Master Plan Report. Site master plans will be revised with input from Staff Project Team Review, aligned with the Revised Draft Plan that will be put forward for adoption. Final modifications (if necessary) following the adoption process will be completed along with the final edits to the Adopted Plan. Meetings to Include: • City Staff Project Review Team Meeting #4 • (1) PRC Ad Hoc Committee (#3) Deliverables  Administrative draft Parks Master Plan - PDF versions for staff review Page 18 of 25 Professional Services Rev. November 11, 2011  City Staff Project Review Team meeting agenda, presentation and summary  Parks and Recreation Commission Ad Hoc Committee agenda, presentation and summary TASK 8: City Boards and Commissions Study Session MIG will develop a presentation and walk-through of the Draft Master Plan Report and Park Master Plans for the City’s Boards and Commissions for input and feed-back. This task includes a reusable presentation and display materials. The City Council study session will be scheduled last and will include an update on the input from the other study sessions as well as the Community Master Plan Review Meeting (Task 9). Meetings to Include:  Parks and Recreation Commission Study Session #2  Planning and Transportation Commission (Study Session)  Public Arts Commission (Study Session)  Historical Review Board (Study Session)  City Council (Study Session) Deliverables  Meeting agendas, presentations and summaries TASK 9: Community Master Plan Review Meeting Utilizing the information developed for the study session (Task 8), MIG will design a community-wide review meeting to solicit feedback on the Draft Master Plan Report and individual Park Master Plans. This meeting will be designed to allow participants to quickly learn about the broad directions of the plan and zero in on the topics they are most interested in providing feedback about. Meetings to Include: • Community Master Plan review meeting Deliverables  Community Meeting agenda, presentation and summary TASK 10: Parks, Trails, Open Space and Recreation Master Plan Based on the combined input of City Boards, Commissions, City Council and the community, MIG and the Staff Project Team will identify the necessary revisions and update the Draft Master Plan Report to reflect the input received. The site master plans will be revised in parallel as part of the effort in Task 7. This revised document will be finalized as the Revised Drat Parks, Trails, Open Space and Recreation Master Plan. This version of the document will be presented to the Parks and Recreation Commission for their review and recommendations and to City Council for adoption. Following adoption and final changes will be integrated into the Adopted Parks, Trails, Opens Space and Recreation Master Plan. Meetings to Include:  City Staff Project Review Team Meeting #4  Parks and Recreation Commission Study Session #3 – Presentation of Master Plan  Parks and Recreation Commission Meeting #4 – Approval of the Master Plan  City Council Meeting #2 - Adoption of the Master Plan Deliverables Page 19 of 25 Professional Services Rev. November 11, 2011  Administrative draft Parks Master Plan - PDF versions for staff review  City Staff Project Review Team meeting agenda, presentation and summary  Parks and Recreation Commission meeting agendas, presentations and summaries  City Council meeting presentations Page 20 of 25 Professional Services Rev. November 11, 2011 EXHIBIT “B” SCHEDULE OF PERFORMANCE CONSULTANT shall perform the Services so as to complete each milestone within the number of days/weeks specified below. The time to complete each milestone may be increased or decreased by mutual written agreement of the project managers for CONSULTANT and CITY so long as all work is completed within the term of the Agreement. CONSULTANT shall provide a detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the notice to proceed. Milestones Completion No. of Days/Weeks From NTP 1. Task 1 6 weeks 2. Task 2 15 weeks 3. Task 3 32 weeks 4. Task 4 30 weeks 5. Task 5 60 weeks 6. Task 6 75 weeks 7. Task 7 79 weeks 8. Task 8 80 weeks 9. Task 9 82 weeks 10. Task 10 96 weeks Page 21 of 25 Professional Services Rev. November 11, 2011 EXHIBIT “C” COMPENSATION The CITY agrees to compensate the CONSULTANT for professional services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the hourly rate schedule attached as exhibit C-1 up to the not to exceed budget amount for each task set forth below. The compensation to be paid to CONSULTANT under this Agreement for all services described in Exhibit “A” (“Basic Services”) and reimbursable expenses shall not exceed $327,535. CONSULTANT agrees to complete all Basic Services, including reimbursable expenses, within this amount. In the event CITY authorizes any Additional Services, the maximum compensation shall not exceed $376,665. Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to the CITY. CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below. The CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below provided the total compensation for Basic Services, including reimbursable expenses, does not exceed $327,535and the total compensation for Additional Services does not exceed $376,665. BUDGET SCHEDULE NOT TO EXCEED AMOUNT Task 1 $8,465 (Work Plan) Task 2 $22,731 (City Policy and Standard Review) Task 3 $59,078 (Inventory and Analysis) Task 4 $8,138 (Demographic Analysis) Task 5 $53,298 (Community Needs and Survey) Task 6 $80,427 (Draft Master Plan Report) Task 7 $43,993 (Parks Master Plans) Task 8 $20,567 (Boards and Commissions Study) Task 9 $9,201 (Community Master Plan Review) Task 10 $18,263 (Finalize Master Plan) Page 22 of 25 Professional Services Rev. November 11, 2011 Sub-total Basic Services $324,160 Reimbursable Expenses $3,375 Total Basic Services and Reimbursable expenses $327,535 Additional Services (Not to Exceed) $49,130 Maximum Total Compensation $376,665 REIMBURSABLE EXPENSES The administrative, overhead, secretarial time or secretarial overtime, word processing, photocopying, in-house printing, insurance and other ordinary business expenses are included within the scope of payment for services and are not reimbursable expenses. CITY shall reimburse CONSULTANT for the following reimbursable expenses at cost. Expenses for which CONSULTANT shall be reimbursed are: all items necessary to complete the Master Planning project up to $3,375. A. Travel outside the San Francisco Bay area, including transportation and meals, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for reimbursement of travel and meal expenses for City of Palo Alto employees. B. Long distance telephone service charges, cellular phone service charges, facsimile transmission and postage charges are reimbursable at actual cost. All requests for payment of expenses shall be accompanied by appropriate backup information. Any expense anticipated to be more than $3,375 shall be approved in advance by the CITY’s project manager. ADDITIONAL SERVICES The CONSULTANT shall provide additional services only by advanced, written authorization from the CITY. The CONSULTANT, at the CITY’s project manager’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONSULTANT’s proposed maximum compensation, including reimbursable expense, for such services based on the rates set forth in Exhibit C-1. The additional services scope, schedule and maximum compensation shall be negotiated and agreed to in writing by the CITY’s Project Manager and CONSULTANT prior to commencement of the services. Payment for additional services is subject to all requirements and restrictions in this Agreement. Work required because the following conditions are not satisfied or are exceeded shall be considered as additional services: Any further work outside the work detailed in the project scope that is required to complete the Master Plan Project. Page 23 of 25 Professional Services Rev. November 11, 2011 EXHIBIT “C-1” HOURLY RATE SCHEDULE Carolyn Verheyn, Consulting Principal $192.80 Lauren Schmitt, Principal-in-Charge $152.18 Principal $175.04 Ryan Mottau, Project Manager $114.16 Ellie Fiore, Deputy Project Manager $114.13 Joyce Vollmer, Strategic Communications Specialist $190.26 Communications and Media Associate $152.21 John Baas, Outdoor Recreation & Trails $175.04 Matthew Gaber, Landscape Architect $152.21 Tim Gilbert, ADA/Access Specialist $159.81 Steve Leathers, GIS Specialist $79.15 Project Associate $79.15 Project Assistant $72.84 Page 24 of 25 Professional Services Rev. November 11, 2011 EXHIBIT “D” INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY (30) DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. Page 25 of 25 Professional Services Rev. November 11, 2011 B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 ATTACHMENT B ID4242 Week 123451234512341234123451234123412345123412341234512341234512341234123451234123412345123412341234 1 Work Plan HHHH HH H H H HHHHHH HH 1.1 Project Initiation Meeting, Request for Information1.2 Work Schedule Updates (assume 6 updates over 20 months)1.3 Update Work Scope1.4 Public Input Plan (including relevant stakeholders/target 1.5 Project Management, Communications and Administration 2 City Policy and Standards Review 2.1 Interdepartmental Staff Workshop 2.2 Information Request and Background Material Collection 2.3 Base Map2.4 Policy and Standards Evaluation2.5 Existing Plan Review2.6 Draft Summary2.7 Staff Review Draft / Meeting #12.8 Final Summary2.9 Project Management, Communications and Administration33.1 Park, Open Space, School, Community Tour and Assessment3.2 Maintenance Review Meeting3.3 Palo Alto Unified School District Review Meeting3.4 Inventory Development3.5 Program Review and Analysis3.6 Develop and Review Mapita Online Survey3.7 Mapita Online Survey 3.8 Geographic Analysis 3.9 Sustainability Review 3.1 Revenue Analysis3.11 Draft Summary 3.12 Staff Review Draft / Meeting #23.13 Final Existing System Analysis Summary3.14 Project Management, Communications and Administration4Demographic Analysis4.1 Develop demographic projection (25 years)4.2 Apply local and national trends to Palo Alto 4.3 Draft Demographic Summary 4.4 Staff Review Draft / Meeting #34.5 Final Demographic Summary & City Review4.6 Project Management, Communications and Administration5 Gather & Assess Community Needs5.1 Prepare Presentation, Meeting Materials and Staff Report 5.2 Staff Review / Meeting #4 5.3 Parks and Recreation Commission #1 5.4 Park and Recreation Commission Study Session Summary 5.5 Community Workshop Meetings (3) 5.6 Community Workshop Summary (3) 5.7 Stakeholder Focus Group Meetings (2)5.8 Stakeholder Focus Group Summary (2)5.9 Draft Community Survey Questions5.10 City Review Survey Questions5.11 Polling Firm Coordination Meeting5.12 Park and Recreation Commission Ad Hoc Committee Review 5.13 Develop Survey Outreach Materials5.14 City Review Survey Materials5.15 Final Survey and Outreach Materials5.16 Administer Survey and Monitor Results5.17 Post Sampling Quotas 5.18 Survey Analysis5.19 Draft Survey Report5.20 City Review Draft Survey Report / Meeting #45.21 Final Survey Report 5.22 Prepare Presentation, Meeting Materials and Staff Report 5.23 City staff Briefing and Presentation for PRC and Council5.24 Park and Recreation Commission Meeting #25.25 City Council Update Presentation 5.26 Project Management and Administration Ju l y 2 0 1 4 De c e m b e r 2 0 1 3 Se p t e m b e r 2 0 1 5 Ap r i l 2 0 1 4 Ju l y 2 0 1 5 Au g u s t 20 1 5 Ma r c h 2 0 1 5 Ap r i l 2 0 1 5 Ma y 2 0 1 5 Ju n e 2 0 1 5 Existing Park, Trails, Open Space and Recreation Facilities and Programs Inventory/A Project Schedule Ma y 2 0 1 3 Ju n e 2 0 1 4 Ja n u a r y 2 0 1 4 Fe b r u a r y 2 0 1 4 Ma r c h 2 0 1 4 Au g u s t 20 1 4 Se p t e m b e r 2 0 1 4 Oc t o b e r 2 0 1 4 No v e m b e r 2 0 1 4 De c e m b e r 2 0 1 4 Fe b r u a r y 2 0 1 5 Ja n u a r y 2 0 1 5 Palo Alto Parks, Trails, Open Space and Recreation Master Plan l 11/13/2013 ATTACHMENT B ID4242 Ju l y 2 0 1 4 De c e m b e r 2 0 1 3 Se p t e m b e r 2 0 1 5 Ap r i l 2 0 1 4 Ju l y 2 0 1 5 Au g u s t 20 1 5 Ma r c h 2 0 1 5 Ap r i l 2 0 1 5 Ma y 2 0 1 5 Ju n e 2 0 1 5 Project Schedule Ma y 2 0 1 3 Ju n e 2 0 1 4 Ja n u a r y 2 0 1 4 Fe b r u a r y 2 0 1 4 Ma r c h 2 0 1 4 Au g u s t 20 1 4 Se p t e m b e r 2 0 1 4 Oc t o b e r 2 0 1 4 No v e m b e r 2 0 1 4 De c e m b e r 2 0 1 4 Fe b r u a r y 2 0 1 5 Ja n u a r y 2 0 1 5 6 Draft Parks, Trails, Open Space and Recreation Master Plan6.1 Recommended Project List6.2 Prioritization Framework and Process6.3 Project Cost Model6.4 Revenue Generation and Funding Options6.5 Timeline and Phasing Recommendations6.6 Identification of Existing Park Site Expansion Opportunities6.7 Identification of New Park and Open Space Opportunities6.8 Integration of Park System Expansion Opportunities6.9 Outline of Administrative Draft Plan 6.10 City Review of Draft Work Products and Meeting Materials6.11 Staff Project Review Team Meeting #56.12 Revise Draft Products and Materials & city staff review6.13 Community Prioritization Meeting6.14 Stakeholder Prioritization Meeting6.15 PRC Ad Hoc Committee Meeting #16.17 Prepare Staff Report6.18 Park and Recreation Commission Meeting #36.19 PRC Ad Hoc Committee Meeting #26.20 Administrative Draft Plan6.21 City Review Administrative Draft6.22 Staff Project Review Team Meeting #66.23 Public Draft Plan6.24 Project Management, Communications and Administration 7 Park Master Plans 7.1 Develop template and base materials 7.2 Draft Site Plans including written summary (36) 7.3 City Review and Revise Site Plans including written summary (36) 7.4 Citiy Revierw and Final Site Plans including written summary (36) 7.5 Project Management, Communications and Administration8City Boards and Commissions Study Session8.1 Presentation and Materials Development8.2 Prepare Staff Reports8.3 Parks and Recreation Commission (Study Session)8.4 Planning and Transportation Commission (Study Session)8.5 Prepare Staff Reports8.6 Public Arts Commission (Study Session)8.7 Historical Review Board (Study Session)8.8 Prepare Staff Report8.9 City Council (Study Session)8.10 City review and finalize Summaries (5)8.11 Project Management, Communications and Administration9 Community Master Plan Review Meeting9.1 Design Meeting/Materials9.2 Community Master Plan Review Meeting9.3 City Review and finalize Summary9.4 Project Management, Communications and Administration10 Parks, Trails, Open Space and Recreation Master Plan10.1 Staff Project Review Team Meeting #5 10.2 Revised Draft Plan 10.3 City Review Draft Plan 10.4 Finalize Plan and City Review 10 Prepare Staff Report 10.6 Park and Recreation Commission Presentation Meeting/Approval 10.8 City Council staff report adoption Meeting10.9 Adopted Plan Document 10.10 Project Management, Communications, Administration and Close Palo Alto Parks, Trails, Open Space and Recreation Master Plan l 11/13/2013 1 Palo Alto Parks, Trails, Open Space and Recreation Master Plan Public Engagement Plan DRAFT January 2014 Purpose The purpose of the Public Engagement Plan (PEP) is to describe and outline the various stakeholder engagement efforts that will inform the Palo Alto Parks, Recreation, Open Space and Trails (PROST Plan). This document identifies key outreach strategies, methods and tools for reaching target audiences. It also describes the roles of key groups that will be involved in the process. The Draft PEP may be updated or revised following consultation with City staff and stakeholder groups. Engagement Goals The City of Palo Alto is committed to creating a plan that aligns with local needs, preferences and priorities. Community input will be integral to each phase of the PROST Plan development. The engagement plan is designed to:  Inform community about the challenges and opportunities of the project;  increase community awareness of the project;  provide easy access to project information and opportunities for participation;  offer a range of communication and engagement tools to match interest and preferences;  ensure the final PROST Plan reflects community priorities, preferences and values; and  get community buy-in to support plan adoption and short and long-term project implementation. Target Audiences The City invites participation and input from all interested community members and wishes to ensure diverse and balanced perspectives are heard. It also seeks to engage interested residents throughout the planning process. To this end, the following have been identified as target audiences for PROST public engagement. (A detailed list of relevant stakeholders is included as an appendix to this document.)  City residents, including current and potential park users  Non-resident park users  Community-based parks and recreation organizations  Environmental advocacy organizations  Parks and recreation interest groups  Funding and philanthropic organizations Formatted: Bulleted + Level: 1 + Aligned at: 0.25" + Indent at: 0.5" 2  Youth and students  Seniors and older adults  Print and online media outlets  Business leaders and employers  Schools and non-profit organizations Outreach Strategies and Methods This robust, layered outreach strategy includes a variety of engagement tools and activities that will encourage Palo Alto residents and other interested community members to become active participants in the planning process. This strategy includes multiple opportunities for input, using tools and tactics that range from technology based website and on-line surveys high-tech to high-touch on-site park interviews, so that residents can participate in a manner that is convenient and comfortable. 1. Public Information MIG will periodically develop materials and content for the City to distribute through its established communications channels, including the City’s website, newsletters and social media accounts. Content will be adaptable for use in a variety of media and will be shared with CBOs and partner organization for inclusion in their regular communications. 2. Project Website The City will create, host and manage content for a project landing page www.paloalto.org/parksplan. The project website will serve as the main information hub for the project. City staff will be responsible for posting project updates, notices, meeting invitations, links to online surveys and Mapita, and draft and final work products to the website. MIG will provide regular content updates, pdf documents for posting, and links to surveys. 3. Community Workshops Community workshops are an opportunity for residents and stakeholders to learn about the planning process and provide input through a range of participation methods, including written comments, interactive exercises, and group discussion. In close consultation with City staff and with input from the Parks and Recreation Commission (PRC), MIG will design, plan, facilitate and record two or three community workshops to identify issues and community needs that will inform the Draft Master Plan. The workshops will have identical agendas but be held at different locations and different times to facilitate participation by a broad section of the Palo Alto community. 4. Mapita 3 MIG will use this interactive online mapping tool to augment its existing system analysis and to collect specific, place-based input from the public on the City’s parks and recreation system. The data collected with Mapita will link to a GIS data set and can be mapped for discussions with the project team and at public meetings. 5. Intercept Activities Intercept activities elicit input from residents and visitors who otherwise may not participate in the planning process. These activities engage people in parks, community centers or other public places for a short amount of time. It is also an efficient way to ask targeted questions of park and facility users, including City residents and visitors from outside Palo Alto. MIG will develop and prepare materials for intercept events where staff may use boards, iPads or clipboards to collect community feedback. The materials will be adaptable for use at community workshops or other public events. 6. Community Survey A bilingual (English/Spanish) community survey will be developed and widely distributed – both online and in hard copy – to collect data on community needs and priorities and ideas for potential projects. The project team will solicit results from a broad section of the Palo Alto community. This will also allow for quota-based sampling to achieve statistically valid results that will inform the project list and a preliminary prioritization of action items. 7. Prioritization Meetings MIG will design and implement a series of three prioritization meetings to collect feedback on the preliminary project list and priorities and to build on ideas generated during the first round of community workshops. These meetings will be held for a) the general public; b) the Stakeholder Advisory Group and c) the PRC. These workshops will be based around a decision-making game that elicits input and provides education to participants. Input from these sessions will inform the Administrative Draft Master Plan. 8. Community Master Plan Review Meeting MIG will design, plan, facilitate and record a community-wide workshop to solicit feedback on the Draft Master Plan and individual park master plans. The meeting will be designed to encourage input through a variety of means and allow residents and stakeholders to focus on the issues or parks of greatest interest to them. Stakeholder Groups 4 In addition to the broad engagement activities described above, the PROST project team will work collaboratively with City staff to inform and engage elected and appointed officials throughout the planning process. The City will also convene a set of stakeholders representing a range of interests to weigh in at key points in the planning process. The groups who will be engaged are:  Parks and Recreation Commission;  Parks and Recreation Commission Ad Hoc Committee;  Stakeholder Advisory Group;  Planning and Transportation Commission;  Historical Review Board;  Public Arts Commission; and  City Council. The MIG team will attend five (5) meetings of the Parks and Recreation Commission (PRC) to review work to date, provide feedback and offer input into the Plan. The PRC will weigh in on project goals and objectives, review community input, participate in a project prioritization exercise, review the draft master plan and approve the final plan. A subset of the PRC, the Ad Hoc Committee will meet three (3) times to provide in- depth input into the plan through focused activities. The Ad Hoc committee will be convened by the PRC and be comprised of two or three Commissioners. This group will help shape the community survey; weigh in on priority projects, expansion opportunities and the prioritization exercise; provide feedback on project phasing, revenue and funding options, costs models; and review draft park master plans. The Ad Hoc Committee will report back to the PRC on its activities during regular PRC meetings. The Stakeholder Advisory Group will be convened specifically for this effort and will meet three (3) times. This group will be comprised of 20-30 community members representing various community interests and perspectives. The three meetings will focus on 1) identifying key issues and advising on engagement and communications; 2) project priorities and 3) master plan adoption and implementation. Members of this group will also serve as liaisons between their constituent groups and the project team. Periodically, the City will provide materials for the stakeholder group to share through formal or informal communication networks. This may include project updates, newsletter articles, and links to community surveys. The Planning and Transportation Commission, Historical Review Board and Public Arts Commission will each receive a presentation of the Draft Master Plan for their review and feedback. These study sessions will take place before the Master Plan is brought before Council for adoption. The project team will attend and present at three (3) City Council meetings during the course of this effort. The initial presentation will introduce Council to the project scope, 5 schedule and outcomes with an emphasis on community engagement. The Council will review and comment on the Draft Master Plan during a study session and adopt the Master Plan. City staff will be responsible for providing regular updates to the Council through informational agenda items. City of Palo Alto (ID # 4611) City Council Staff Report Report Type: Study Session Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Roth Building Study Session to Discuss Vision and Future Plans Title: Palo Alto Historical Museum to Present an Update and Discuss Future Vision and Plans for the Roth Building at a Study Session with the Council From: City Manager Lead Department: Administrative Services Background The newly reconstituted Board of the Palo Alto History Museum has asked for a Study Session with the City Council to update Council and the community on their plans for moving forward with a restoration of the Roth Building and their evolving plans for programming for the Museum, their business plan and development campaign, and what assistance from the City might be needed. Board President Rich Green and Board Members will present at the Study Session. This session is important in regards to timing, as the Board has an ambitious agenda. Their lease of the building from the City has been extended by the City Manager until July 1, 2014 and the limit for lease extension by the City Manager has been reached. Council will need to make decisions about the lease extension in the next few months, another reason for the timeliness of this Study Session. City of Palo Alto (ID # 4561) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Grant Application to the California Arts Council for Cubberley Title: Authorization to Submit a Grant Application to the California Arts Council for California Creative Communities From: City Manager Lead Department: Community Services Recommendation Staff recommends that the City Council authorize staff to submit an application for the “California Creative Communities” grant through the California Arts Council that focuses on the Cubberley Community Center campus; and to allow the City Manager or his designee from the Community Services Department to manage the grant, including submission of the grant, reports and requests for reimbursement. Executive Summary The “Our Town” grant from the California Arts Council (Attachment A) will support creative placemaking projects at the Cubberley Community Center. Creative placemaking is defined as the integration of artists and arts organizations in the development of physical places that are publicly accessible in collaboration with the community. The intended purpose of the grant is to foster meaningful engagement between the public and the existing Cubberley stakeholders, thereby animating the environment and transforming it into a dynamic cultural destination, with economic value for the artists and the community. By supporting synergy in this existing community asset, the grant will provide an important opportunity to transform Cubberley into a thriving arts and cultural destination that is cheerfully more than the sum of its parts. The project will not displace any of the existing Cubberley users, but is intended to engage them in creative endeavors, should they choose to participate. Because the future use of the Cubberley site is uncertain, the model we create could be replicable at other venues. City of Palo Alto Page 2 Background Cubberley Community Center is on the campus of the former Cubberley High School, which closed in 1979. Cubberley High School was the setting of Ron Jones' teaching experiment, The Third Wave, and was one of three public high schools in Palo Alto in the 1960s and 1970s. Today, Cubberley Community Center is home to several community organizations and amenities, such as a Chinese reading room, dance classes, artist studios, gyms and ball fields, as well as a theater. Foothill College also holds classes at the Cubberley site. Palo Alto Unified School District (PAUSD) owns the land and leases it to the City of Palo Alto with the exception of 8 acres owned by the City of Palo Alto. Discussion The existing use of the Cubberley site includes a broad range of stakeholders of students and their parents, nonprofit organizations and their constituents, neighborhood residents, etc. . The Arts and Science Division feels that creative placemaking would be an excellent way to bring these stakeholders together in collaborative projects and to create a truly vibrant venue for community engagement. The activities proposed here will in no way displace the current Cubberley stakeholders or the various users of the site and amenities. Staff proposes to make Cubberley a cultural destination by adding the element of synergy so that Cubberley becomes more than the sum of its parts. This would be achieved by creating dynamic, interdisciplinary programming committed to innovation, creativity and economic stimulation in the creative sector. In partnership with local and regional non-profit cultural groups staff will: create a rich schedule of regular visual, performing and educational arts events; provide exhibition space for local artists and community groups; produce temporary art installations; develop arts education programs for youth; and establish a café/gallery/retail space to facilitate an economic and cultural vitality impact. The “Creative Community” grant from the California Arts Council will allow us to make Cubberley a truly dynamic, welcoming and animated place for community engagement, innovation and creativity. Cubberley already has a vibrant visual artist studio program, a panapoly of cultural and performing arts groups and nonprofit arts and service organizations. Arts & Science staff has been in discussion with our Community Services partners regarding the many possibilities to engage these stakeholders and transform Cubberley into a creative cultural destination where arts are integral in the creative discussions and activities that take place. Among the possibilities for a reimagined Cubberley site is an artist-run café in which the menu could feature beverages and delectable morsels of changing themes to stimulate discussion around important community issues and values. In addition, the grant would create the opportunity for a re-energized, dynamic and respected Artist City of Palo Alto Page 3 Studios program, including the addition of: a) transformation of some studios into incubator-like shared-use spaces for digital media artists, printmakers, jewelers or creative entrepreneurs; and b) artists who are committed to engaging with the community resulting in more and regular cultural activities like performances, poetry readings, lectures, etc. The possibilities for these and other creative placemaking projects at the existing Cubberley site are tremendous. The Council has been discussing possible ways to gather input from the community about core values, this type of artist led project could be an excellent way to gather some of that important insight while reanimating the Cubberley campus. For instance, at the November 2013 Open Studios day, one artist created several outdoor installations that addressed homelessness and produced a companion brochure which interpreted the artworks and listed local resources for the unhoused. Resource Impact The California Arts Council fund grants for creative placemaking is in its first round, and requests ranges between $30,000 and $100,000. Staff is currently determining the request amount. The City’s grant match is not required but is recommended, and does consider in kind donations as a match. Staff plans to fulfill the matching requirement with in kind donations and volunteer hours from its partners. This grant parallels the application to the National Endowment for the Arts “Our Town” submittal in January 2014. Timeline Grant applications are due March 28, 2014 and awards will be announced early summer 2014. The City of Palo Alto would then have one year for implementation of the creative placemaking activities. Policy Implications Staff will fully comply with the rules and policies for grant submission as outlined in City Policy 1-12: Grant and Funding Request Applications. Submission of a grant application for the enhancement of Cubberley Community Center is consistent with Policy C-19 of the Community Services Element of the City’s Comprehensive Plan: “Develop improvement plans for the maintenance, restoration and enhancement of community facilities, and keep these facilities viable community assets by investing the necessary resources.” City of Palo Alto Page 4 Environmental Review Submission of a grant proposal is not considered a project under the California Environmental Quality Act. Attachments:  Attachment A - Grant Application (DOC)  Attachment B - Grant Guidelines (PDF) CCC Application Page 1 of 6 CC-13_____________ (STAFF USE ONLY) 1. Request Amount ($30,000 to $100,000): $ APPLICANT ORGANIZATION / AGENCY PROFILE 2. Popular Name of Organization or Agency: Legal Name of Organization or Agency: 3. Address: 4. City: , CA 5. Zip Code: 6. County: 7. Website: 8. Contact Person First Name: Last Name: Contact Person Title: 9. Telephone: ( ) ext. 10. Fax: ( ) 11. Contact’s Email: 12. Federal Employer ID#: 13. DUNs Number (required): See http://fedgov.dnb.com/webform, if you do not have one. 14. If applicant is a 501(c)(3) nonprofit, date of incorporation: 15. Number of years applicant has consistently been doing arts programming in CA: 16. Brief outline of Applicant Organization/Agency’s operating budget. Exclude in-kind and pass-through funds. (For changes of over 10% from one year to the next, include budget notes.) 2011-12 or 2011 2012-13 or 2012 2013-14 or 2013 (actual) (current) (projected) A. Income: Earned $ $ $ B. Income: Contributed $ $ $ C. INCOME TOTAL $ $ $ D. Expenses: Personnel $ $ $ E. Expenses: Operations $ $ $ F. EXPENSES TOTAL $ $ $ G. SURPLUS (DEFICIT) $ $ $ Budget notes, if needed (250 characters max.): Certification I certify that the applicant organization meets the applicable requirements of Title VI of the Civil Rights Act of 1964, Title IX of the Education Amendments of 1972, the Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973, State of California Government Code Sections 11135-111139.5, and that, to the best of my knowledge and belief, the data in this application and any attachments are true and correct. Name: Title: Date: Signature: Creative California Communities Program Application DEADLINE: March 28, 2014 (Postmarked and Electronic) CCC Application Page 2 of 6 Applicant: 17. Applicant Organization/Agency’s Mission & Purpose (may be used in CAC publications) (500 characters max.) 18. Briefly describe your arts programming and services, and the community(ies) you serve. (1000 characters max) CCC Application Page 3 of 6 Applicant: PROJECT PARTNER PROFILE(S) 19. PARTNER #1 PROFILE (required) a. Popular Name of Partner: Legal Name of Partner: b. Partner is a: Government agency Nonprofit arts organization For profit arts business Group of individuals Non-arts nonprofit (identify service provided: ) Non-arts for profit business (identify nature of business: ) c. Brief description of partner organization/group mission outside of this project (200 characters max.): 20. PARTNER #2 PROFILE, complete if there this is an optional second partner a. Popular Name of Partner: Legal Name of Partner: b. Partner is a: Government agency Nonprofit arts organization For profit arts business Group of individuals Non-arts nonprofit (identify service provided: ) Non-arts for profit business (identify nature of business: ) c. Brief description of partner organization/group mission outside of this project (200 characters max.): 21. PARTNER #3 PROFILE, complete if there this is an optional third partner a. Popular Name of Partner: Legal Name of Partner: b. Partner is a: Government agency Nonprofit arts organization For profit arts business Group of individuals Non-arts nonprofit (identify service provided: ) Non-arts for profit business (identify nature of business: ) c. Brief description of partner organization/group mission outside of this project (200 characters max.): 22. PARTNER #4 PROFILE, complete if there this is an optional fourth partner a. Popular Name of Partner: Legal Name of Partner: b. Partner is a: Government agency Nonprofit arts organization For profit arts business Group of individuals Non-arts nonprofit (identify service provided: ) Non-arts for profit business (identify nature of business: ) c. Brief description of partner organization/group mission outside of this project (200 characters max.): CCC Application Page 4 of 6 Applicant: 23. Describe the nature of the partnership(s) both outside of and for this project, and how long it has existed. (600 characters max.) CCC Application Page 5 of 6 Applicant: PROPOSED PROJECT Late June 2014 – June 30, 2015 24. Proposed Project Thumbnail: Briefly outline your proposal and indicate how grant funds would be used. This description will be used to introduce your proposal to the advisory panel. If funded, it will be used to describe your approved grant. (500 characters max.) 25. Proposed Project Narrative: Describe in detail the project for which you are requesting support. In your description, be sure to include the following:  the project responsibilities of the applicant organization and each partner  the resources (funds, staff, space, services, etc.) contributed by the applicant organization and each partner, if applicable  the California artists that are involved and how/what they will contribute  the project’s unique quality AND how it is tailored to a specific community/site/defined community  the anticipated impact on a community and/or on a community’s visitors  the timeline involved to complete the project (Activities for the project may start before late June 2014, but must end by June 30, 2015. Activities before late June 2014 may not be funded with this grant.)  how the applicant organization or project partnership will document the project (5000 characters max.) CCC Application Page 6 of 6 PROJECT DESCRIPTION AND BUDGET Late June 2014 – June 30, 2015 EXHIBIT A – PROJECT DESCRIPTION (copy from Question 24): EXHIBIT B – PROJECT BUDGET: Personnel Expense New? Job Title Rate of Pay CCC Request CCC Match, if any 1. Artistic $ $ $ $ $ $ 2. Administrative $ $ $ $ $ $ 3. Technical $ $ $ $ $ $ 4. Total Personnel Expenses (Add 1+2+3) $ $ Operating/Production Expense (indicate what) 5. Facilities/Equipment Rental $ $ 6. Production/Exhibition $ $ 7. Marketing $ $ 8. Total Operating/Production Expense (Add 5+6+7) $ $ TOTAL BUDGET: $ $ C. SOURCE OF MATCH, IF ANY: Source: Government $ Foundation/Corporate Contributions $ Private Contributions $ Earned Income $ Other (specify) $ D. TOTAL PROJECT: (If CCC request is part of a larger project, indicate total cost of project) $ Be sure to include the required attachments as specified in the Guidelines for this program. CCC Guidelines & Instructions Page 1 of 7 Background Through a special allocation arranged through Assembly Speaker John A. Perez, the California Arts Council (CAC) received one-time funding totaling $2 million that will be committed by June 30, 2014 for support of grant activities completed by June 30, 2015. Grant programs using these funds will reflect a number of types of initiatives in the arts. The California Arts Council has developed a limited number of competitive programs to use this one-time $2 million fund. It is the intention of the Council to fund a limited number of exceptional proposals in order to accomplish one or more of the following objectives:  testing new approaches to using the arts to serve communities;  building greater public awareness of the contributions that the arts contribute to the lives of Californians;  supporting substantial (both proven and/or groundbreaking) projects that can only be accomplished with major funding from the Council; and  encouraging collaborations between arts organizations and one or more of the following: o arts organizations serving other constituencies o other community-focused non-profit organizations o local governments and government agencies The final authority for the grants decisions is the Council. This is a unique, one-time fund and the Council will carefully determine how it can and should be strategically leveraged. These funds are meant for high impact efforts—the Council is looking to fund fewer, but bigger proposals. Creative California Communities Program - Purpose The Creative California Communities Program (CCC) supports projects that harness arts and culture as a key economic development or arts service strategy for large and small communities. CCC anticipates that proposed projects will utilize these one-time, larger-than-usual grants to support exceptional demonstration/replicable projects throughout the state and address one or more of the following efforts:  revitalizing neighborhoods and communities using arts as the central activity  fostering new arts activities or expanded arts activities/elements within an ongoing event  stimulating increased participation/engagement in arts and cultural activities by residents and visitors  bringing together local arts, business and/or government entities to build relationships  increasing opportunities for California artists—those from within and/or outside of the applicant’s community—to serve the people of California through touring and/or presentation of work CCC Guidelines & Instructions Page 2 of 7 Available Funding for Creative California Communities The Council has allocated $750,000 for the Creative California Communities Program; it is anticipated that 8-15 projects will be funded. Applicant Eligibility The applicant must be an arts nonprofit organization or local arts agency with a history of arts programming for a minimum of the last two years. The applicant must develop and execute by June 30, 2015 a project addressing the program’s purpose. Applicants to this program are not restricted from applying for and receiving funding from other competitive CAC grants programs as long as those funds are used for different purposes. Use of fiscal receivers is not allowed. Requirements for Proposed Projects  project activities tied to economic goals and objectives for the applicant, partnership and/or community  funding plan showing project viability, community support, and leveraging of relationships  clear plan for audience development/access or to tapping the arts for economic development  projects that are developed through a partnership. The partnership must have a minimum of two partners (including the applicant), each of which has defined project and decision- making responsibilities. Potential partner(s) may include local government agencies, business leaders, nonprofit organizations, real estate developers, other arts organizations, community organizations, etc. Partner commitment letters are required at the time of application. Project Period Funded project activity must occur between late June 2014 and June 30, 2015. A funding request for a discrete phase of a multi-year project is allowable as long as all proposed activities of the phase are completed by June 30, 2015. No extensions will be allowed. Request and Grant Amounts Requests are expected to be made only for amounts from $30,000 to $100,000. In exceptional cases, requests of more than $100,000 may be made. Requests of amounts greater than $100,000 may be considered and funded for very strong and unique proposals that demonstrate with clarity and persuasiveness the rationale for why the larger sum should be granted. Grants will be made for the full request amount only. Grant Matches Although not a requirement, applicants are encouraged to acquire matching funds of a dollar-for- dollar (1:1) for their proposed projects; matches may consist of cash and/or in-kind provisions. Project matches may only be indicated in the proposal if there is a firm commitment from the source(s). The source of a grantee’s cash match may be corporate, private contributions, local or federal government, or earned income within or outside the partnership. State funds may not be considered a match source for purposes of this grant. CCC Guidelines & Instructions Page 3 of 7 Deadline: March 28, 2014 (postmark and electronic deadline) Review Criteria An advisory panel will assist the Council in evaluating applications based on the following criteria:  Artistic quality: Samples of artistic work and support materials, artistic personnel, and arts programming schedule of activities.  Use of California artists: Extent to which California artists are creatively engaged for the project.  Project’s uniqueness tailored to a particular community/site/defined geography  Quality of partnership: The extent to which a partnership is likely to produce a successful project; the potential for additional future collaborations.  Innovation of approach: How the project approach creatively addresses the unique circumstances of the community/partnership/opportunity.  Impact on community and/or visitors: Project’s relevance and benefit to target population; economic impact to a community; degree to which it makes the most of existing local assets; and/or creates a sense of place.  Managerial and fiscal competence of applicant: Ability of applicant organization’s staff to address project activities and financial plan. Qualifications of project’s team, project budget, community support, and overall fiscal health.  Ability to complete proposal: Likelihood that the project will be successful and occur within the required timeframe.  Plan for documentation: How the applicant will show the effects and benefits of the project, including both “storytelling” and quantifiable results. Advisory Panel Evaluation Process The advisory panel's review of applications and work samples is a multi-step process and involves assigning evaluative designations to an application based on the hierarchy outlined below. Panelists’ individual designations are aggregated into an applicant’s final designation. Model Meets all of the review criteria to the highest degree possible. Excellent Designates an applicant as a high priority for funding. Good Strongly meets the review criteria; however, some improvement or development is needed. Acceptable Has some merit; however, does not meet the criteria in a strong or solid way. Ineligible Not fundable under any circumstances; inappropriate for CAC support. Staff will provide a summary of the advisory panel’s evaluations to the Council for discussion at a subsequent Council meeting. Council Decision-making Subsequent to receiving and reviewing the advisory panel’s evaluations, the appointed Council will consider and make funding decisions at a public meeting. When making the final funding decisions, the Council will consider the following factors about the proposals:  leveraging of additional resources  creativity of the projects CCC Guidelines & Instructions Page 4 of 7  status as “shovel-ready”  inclusion of partner(s) from different sectors  outreach to new/different communities  overall statewide geographical distribution of funded proposals  variety of projects  anticipated economic impact  likelihood of demonstrating the value of the arts to Californians, and their communities and legislators What the CAC Does Not Fund  Former grantee organizations not in compliance with CAC grant requirements (as stipulated in grant agreement)  For-profit organizations (as applicants)  Programs not accessible to the public  Projects with religious or sectarian purposes  Organizations or activities that are part of the curricula base of schools, colleges, or universities  Indirect costs of schools, colleges, or universities  Trust or endowment funds  Purchase of equipment, land, buildings, or construction (capital outlay or expenditures)  Out-of-state travel activities  Hospitality or food costs  Expenses incurred before the starting or after the ending date of the grant Timeline January 31 Application available February 10 Guidelines webinar – also on website post-webinar March 28 Application deadline - postmarked Late June Funding decisions Late June Funding notifications Late June 2014 – June 30, 2015 Funded activity period Grantee Requirements Applicants are the entities legally entering into an Agreement with the CAC when funded. They will be required to perform the obligations of the Agreement, which include in part:  To better educate our elected representatives on the value of the arts, you will be expected to include with your approved grant, copies of signed letters sent to the Governor and your State Senate and Assembly representatives thanking them for your CCC grant. Personal visits to legislators are encouraged.  Use CAC logo on all printed, electronic materials, and websites (programs, catalogs, postcards, posters, newsletters, leaflets, publications, etc.) and credit the CAC on all printed and electronic materials: “This activity is funded in part by the California Arts Council, a state agency.” CCC Guidelines & Instructions Page 5 of 7  When discussing the project and activities supported by this grant, verbal credit must be given to the CAC.  A Final Report summarizing CCC grant-funded activities and accomplishments will be required at the end of the grant period. _____________________________________________________________________________ Application Instructions Application Form Please review the application form before reading these instructions. Most questions are self-explanatory, but below are some helpful hints we anticipate may be useful. Q. 17 and 18. Your briefly stated mission and purpose gives readers a clear understanding of the applicant organization’s profile and how the proposed project might fit with the types of arts programming and services you provide. Q. 19-22. The Creative California Communities Program requires the applicant arts organization to have at least one project partner. All applicants must complete Q. 18. Some proposals may have more than one partner. For up to three additional partners, complete Q. 19-21. If more than four partners, choose the most critical four. Q. 23. It is possible that the applicant organization is partnering with the project partners on endeavors other than this proposed project. Please outline the nature of that partnership as well as the partnerhsip specific to this proposed project. Q. 24. The thumbnail sketch of the proposed project should generally outline WHAT will happen and WHEN for WHOM using WHICH California artists. This brief description is what should give the reader a clear, though brief, understanding of what will transpire. It will be used to describe your project in any summary of applicant projects overall. Attachments Please prepare and submit the following attachments in addition to the application form: 1. Bios of staff members of the applicant organization who are key to the proposed project; include administrative and/or artistic personnel as warranted. Note the staff members’ titles and roles in the proposed project. (The aggregate of all key applicant organization bios is limited to 2 pages total.) 2. Bios of staff members of the partner organization(s) who are key to the proposed project; include administrative and/or artistic personnel as warranted. Note the staff members’ titles and roles in the proposed project. (The aggregate of all key partner organization bios is limited to 2 pages total.) CCC Guidelines & Instructions Page 6 of 7 3. Bios of artists involved in the proposed project. Note their titles within organizations, if applicable, and their role in the project. (The aggregate of all artist bios is limited to 2 pages total.) 4. Commitment letters from each partner outlining what responsibilities and provision of resources (staff time/expertise, financial or in-kind contributions, space, etc.) each is making. Letters must be on the partners’ letterhead and signed by its director or board chair. 5. No California Cultural Data Project report is required for this grant. 6. Samples of Artistic Work. Samples of the artistic work will provide relevant evidence of the quality of the artists associated with the proposal. The Council recognizes that this is likely past work and not that which specifically will be exhibited/performed/included in the project, but past work will demonstrate evidence of expected artistic quality. The advisory panel will spend up to five minutes during deliberations reviewing the work of project artists. Submit recent samples demonstrating the artist(s)’s most recent work (done within the last two years). If at all possible, include samples related to your proposed project. Go to www.cac.ca.gov/programs/cccul.php and follow additional instructions to upload your artistic samples. Submit your online application by March 28, 2014, 12:00 midnight PST. Acceptable Media File Types: Images: jpg, jpeg, gif, bmp, png, tif Video: 3gp, avi, flv, mov, mp4, mpg, rm, wmv Audio: aac, mid, midi, mp3, mpa, ra, wav, wma, m4a Guide to Sample Choices: Use the guide below to determine your uploads based on the disciplines involved in your project. Do not include public testimony and limit applause in your samples. Do not submit PowerPoint presentations. Dance: Up to two video samples (excerpts) totaling 5 minutes. Interdisciplinary (includes performance art): Maximum of 10 images and/or a video or audio with up to two sample clips totaling 5 minutes. Media: Submit up to two video or audio samples totaling 5 minutes. Multidisciplinary Arts: Submit up to 10 images and/or a video or audio with up to two sample clips totaling 5 minutes. Music: Submit up to two audio OR video samples totaling 5 minutes. Theater: Submit up to two video samples totaling 5 minutes. CCC Guidelines & Instructions Page 7 of 7 Visual: Submit up to 10 images of professional work from one or multiple artists involved in proposed project. Each image should include artist’s name, dimensions, and year completed. How to Submit Your Hard Copy Application (There is no electronic submission opportunity for this portion of this program’s application.) Step 1. Assemble in the following order your original application packet consisting of:  Original Completed Application Form (signed)  Applicant Organization bios (up to two pages total)  Partner Organization(s) bios (up to two pages total)  Artist(s) bios (up to two pages total)  Letters of Commitment from each Partner(s) Do not include additional attachments. Step 2. Make 20 copies of your original application packet. Pages must be single-sided, 8 ½ x 11. Original and copies do not need to be printed in color. Use paper clips to keep each set separate and intact. Step 3. Mail the original application packet and the 20 copies by the March 28, 2014 postmark deadline: California Arts Council – CCC application 1300 I Street, Suite 930 Sacramento, CA 95814 Incomplete and improperly submitted applications will not be considered. Staff Assistance CAC staff is available on a limited basis to offer guidance and clarification in preparing your proposal. We recommend that you contact staff as early as possible to ensure that you can be accommodated. Program Contact: Patty Milich, Programs Officer patty.milich@arts.ca.gov or 916/322-6385 City of Palo Alto (ID # 4563) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: IR Appeal Continuation Memo Title: Appeal of Director's Individual Review Approval of a Two -Story, Single Family Home at 4055 Second Street - Staff Requests Continuation to April 7th From: City Manager Lead Department: Planning and Community Environment Staff requests that this item be continued to date certain of April 7, 2014. City of Palo Alto (ID # 4533) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: General Services for Fuel Contract Title: Authorize the City Manager to Execute a General Services Agreement with Western States Oil in the Amount not to Exceed of $925,000 per Year, with Authorization for Two Additional Years, to Pay for the Purchase of Unleaded Gasoline and Diesel to Supply Fuel for the City’s Fleet From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council authorize the City Manager or his designee to execute a General Services Agreement with Western States Oil Co. in the amount not to exceed $925,000 per year which represents the current rack rate on which the day bids were received in the amount of $801,245.64 plus additional authorization of $123,754.36 to provide for fluctuating fuel costs for a period beginning April 1, 2014 through March 31, 2015, with authorization for two additional years (April 1, 2015-March 31, 2016 and April 1, 2016-March 31, 2017) for the purchase of unleaded gasoline and diesel to supply fuel for the City’s fleet. Discussion In March 2011, Council approved a contract for the provision of automotive fuel for a three-year period from April 2011 to March 2014 with a not to exceed amount of $992,000. That agreement is now expiring and approval of this agreement will establish a new contract for fuel supply. The amount of $925,000 being requested is based on historical contract amounts with the current year being $992,000. Due to the Public Works Department’s Public Services Division staff achieving an overall goal to reduce the amount of fuel used by the City is requesting a lesser not to exceed amount of $925,000 for this contract. City of Palo Alto Page 2 There are three primary factors that have contributed to the reduction in the amount of fuel used over the last three years. First, Public Works has conducted evaluations into underutilized vehicles and has been reducing the overall size of the city’s fleet. The reduced number of vehicles in the fleet has provided savings in the amount of fuel used. Second, staff has developed a vehicle replacement program that eliminates older, less fuel-efficient vehicles, and replaces them with more fuel-efficient ones so that continuing city services can be provided using less fuel. Third, the closure of the city’s landfill resulted in not having to fuel the construction equipment needed to support that operation. The actual fuel usage (gasoline and diesel) for the last three fiscal years is identified below: Fiscal Year Total Gallons Consumed 2011 274,934 2012 262,973 2013 230,322 Decisions made over the last several years have resulted in an overall reduction of approximately 16% in the amount of fuel consumed by the City fleet. Staff will continue to evaluate other ways to reduce the amount of fuel used including ongoing efforts to purchase alternative fuel vehicles and equipment. The first-year contract amount not to exceed $925,000 was determined by multiplying the number of actual gallons used over the last 12-months by the current cost of fuel and then adding delivery charges and appropriate taxes. The actual cost of fuel fluctuates daily and is based on the Oil Price Information Service (OPIS) rate from the San Jose terminal. At the time of bid award, the undelivered OPIS price of diesel fuel was $3.1016 per gallon, and unleaded gasoline was $2.9388 per gallon. Since all bidders used the same fuel cost, the only variable in these bids was the delivery charges. Fuel is delivered to six different city facilities and bidders were instructed to provide delivery costs for each location. Bidding and Selection Process A Request for Quotation (RFQ) for fuel supply was sent to eight potential vendors. Bids were received from three qualified vendors on February 4, 2014. The fuel delivery costs are listed on the bid summary below. The cost of fuel, including City of Palo Alto Page 3 delivery charges and taxes, resulted in total cost proposals ranging from a high of to $872,478.94 to a low bid of $801,245.64. (See bid summary, Attachment A). Staff has reviewed all bids submitted and recommends that the bid submitted by Western States Oil Co. be accepted and that Western States Oil be declared the lowest responsible bidder. Staff has checked references supplied by the vendor for previous contracts and has found no significant complaints. Furthermore, Western States has been the city’s fuel delivery vendor for the last three years and staff is very satisfied with the service that they have been providing. Resource Impact Funding for this contract is included in the FY 2014 Vehicle Replacement Fund operating budget with subsequent years subject to Council’s approval of each fiscal year’s budget. Policy Implications Authorization of this agreement does not represent a change to any existing policy. Environmental Review This contract is exempt from the California Environmental Quality Act (CEQA) under Section 15301 in that the contract relates to ongoing operations. The contractor is required to comply with all federal, state and local environmental laws and regulations applicable to the transportation and delivery of automotive fuels. Attachments:  A - Fuel Bidders (DOCX)  B - C14153001_WSO_Supply Unleaded&Diesel Fuels (DOC) Bid Summary BIDDERS: BOYETT SOUTHERN COUNTIES WESTERN STATES Fuel Site Unleaded Diesel Unleaded Diesel Unleaded Diesel Fuel Price Per Gallon Municipal Services Center 3201 East Bayshore Road 0.22 0.28 0.169 0.0195 0.0425 0.03749 Golf Course 1875 Embarcadero Road 0.77 0.92 0.1315 0.1315 0.1225 0.115 Foothills Park 3300 Page Mill Road 0.92 1.8 0.1835 0.1835 0.1225 0.115 Fire Station #1 (University Park) 301 Alma Street 0.54 0.77 0.1315 0.1315 0.1225 0.115 Fire Station #2 (Mayfield) 2675 Hanover Street 0.07 0.67 0.1315 0.1315 0.1225 0.115 Fire Station #4 (Mitchell Park) 3600 Middlefield Road 0.98 0.66 0.1315 0.1315 0.1225 0.115 1 Rev. July 11, 2011 CITY OF PALO ALTO CONTRACT NO. C14153001 GENERAL SERVICES AGREEMENT THIS AGREEMENT made and entered into on the 25th day of March, 2014, by and between the CITY OF PALO ALTO, a California Chartered Municipal Corporation (“CITY”), and WESTERN STATES OIL, a corporation duly organized and in good standing in the State of California, located at 1790 S 10th St, San Jose, CA 95112, Telephone Number: 408.282.1041 (“CONTRACTOR”). In consideration of their mutual covenants, the parties hereto agree as follows: 1. SERVICES. CONTRACTOR shall provide or furnish the services (“Services”) described in the Scope of Services, attached as Exhibit A. 2. EXHIBITS. The following exhibits are attached to and made a part of this Agreement: “A” - Scope of Services “B” - Schedule of Performance “C” - Compensation “D” - Insurance Requirements “E” - Performance and/or Payment Bond “F” - Liquidated Damages CONTRACT IS NOT COMPLETE UNLESS ALL EXHIBITS ARE ATTACHED. 3. TERM. The term of this Agreement is from 3/25/2014 to 3/24/2017 inclusive, subject to the provisions of Sections Q and V of the General Terms and Conditions. 4. SCHEDULE OF PERFORMANCE. CONTRACTOR shall complete 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, attached 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 a sum calculated in accordance with the fee schedule set forth in Exhibit C, not to exceed a total maximum compensation amount of eight hundred and one thousand two hundered forty-six dollars ($801,246). CONTRACTOR agrees that it can perform the Services for an amount not to exceed the total maximum compensation set forth above. Any hours worked or services performed by CONTRACTOR for which payment would result in a total exceeding the maximum amount of compensation set forth above for performance of the Services shall be at no cost to CITY. The City has set aside the sum of one hundred twenty thousand one hundred eighty seven dollars ($120,187) for Additional Services. CONTRACTOR shall provide Additional Services only by advanced, written authorization from the City Manager or designee. CONTRACTOR, at the CITY’s request, shall submit a detailed written proposal including a description of the scope of services, schedule, level of effort, and CONTRACTOR’s proposed maximum compensation, including reimbursable expense, for such services. Compensation shall be based on the hourly rates set forth above or in Exhibit C (whichever is applicable), or if such rates are not applicable, a negotiated lump 2 Rev. July 11, 2011 sum. CITY shall not authorize and CONTRACTOR shall not perform any Additional Services for which payment would exceed the amount set forth above for Additional Services. Payment for Additional Services is subject to all requirements and restrictions in this Agreement. 6. COMPENSATION DURING ADDITIONAL TERMS. CONTRACTOR’S compensation rates for each additional term shall be the same as the original term; OR x 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 Clerical 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 published most immediately preceding the commencement date of the then expiring term. Notwithstanding the foregoing, in no event shall CONTRACTOR’s compensation rates be increased by an amount exceeding five percent of the rates effective during the immediately preceding term. Any adjustment to 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:Paul Dornell, Dept.: Public Works Equipment Managemetn, Telephone: (650) 496-6945. Invoices shall be submitted in arrears for Services performed. Invoices shall not be submitted more frequently than monthly. Invoices shall provide a detailed statement of Services performed during the invoice period and are subject to verification by CITY. CITY shall pay the undisputed amount of invoices within 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 1 through 6 above, these general terms and conditions and the attached exhibits. B. QUALIFICATIONS. CONTRACTOR represents and warrants that it has the expertise and qualifications to complete the services described in Section 1 of this Agreement, entitled “SERVICES,” and that every individual charged with the performance 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, to perform the Services. CITY expressly relies on CONTRACTOR’s representations 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 safety regulations. C. INDEPENDENT CONTRACTOR. It is understood and agreed that in the performance of this Agreement, CONTRACTOR and any person employed by CONTRACTOR shall at all times be considered an independent CONTRACTOR and not an agent or employee of CITY. CONTRACTOR shall be responsible for employing or engaging all persons necessary to complete the work required under this Agreement. D. SUBCONTRACTORS. CONTRACTOR may not use subcontractors to perform any Services under this Agreement unless CONTRACTOR obtains prior written consent of CITY. 3 Rev. July 11, 2011 CONTRACTOR 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 PRIVATE 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. CITY 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 shall be made for amounts withheld because of them. H. 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 all 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 CITY. The warranties set forth in this section shall 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. MONITORING OF SERVICES. CITY may monitor the Services performed under this Agreement to determine whether CONTRACTOR’s work is completed in a satisfactory manner and complies with the provisions of this Agreement. J. CITY’S PROPERTY. Any reports, information, data or other material (including copyright 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 use and will not be made available to any individual or organization by CONTRACTOR or its subcontractors, if any, without the prior written approval of the City Manager. K. AUDITS. CONTRACTOR 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 final 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 WAIVER. No payment, partial payment, acceptance, or partial acceptance by CITY shall operate as a waiver on the part of CITY of any of its rights 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 which are otherwise acceptable to the City’s Risk Manager. The City’s Risk Manager must approve deductibles and self-insured retentions. In addition, all policies, endorsements, certificates and/or binders are subject to approval by the Risk Manager as to form and content. CONTRACTOR shall obtain a 4 Rev. July 11, 2011 policy endorsement naming the City of Palo Alto as an additional insured under any general liability or automobile policy. CONTRACTOR 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. CONTRACTOR shall provide certificates of such policies or other evidence of coverage satisfactory to CITY’s Risk Manager, together with the required endorsements and evidence of payment of premiums, to CITY concurrently with the 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’s Risk Manager. CONTRACTOR shall include all subcontractors as insured under its policies or shall obtain and provide to CITY separate certificates and endorsements for each subcontractor that meet all the requirements of this section. The procuring of such required policies of insurance shall not operate to limit CONTRACTOR’s liability or obligation to indemnify CITY under this Agreement. N. HOLD HARMLESS. 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 costs, including, but not limited to reasonable attorney’s fees, courts costs and costs of alternative dispute resolution), arising out of, or resulting in any way from or in connection with the performance of this Agreement. The CONTRACTOR’s obligations under this Section apply regardless of whether or not a liability is caused or contributed to by any negligent (passive or active) act or omission of CITY, except that the CONTRACTOR shall not be obligated to indemnify for liability arising from the sole negligence or willful misconduct of the CITY. The acceptance of the Services by CITY shall not operate as a waiver of the right of indemnification. The provisions of this Section survive 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 performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONTRACTOR acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. P. WORKERS' COMPENSATION. CONTRACTOR, by executing this Agreement, certifies that it is aware of the 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 this 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 to all other remedies provided by law, the City Manager may terminate this Agreement immediately upon written notice of termination. Upon receipt of such notice of termination, CONTRACTOR shall immediately discontinue performance. CITY, CITY shall pay CONTRACTOR for services satisfactorily performed 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 perform its material obligations under this Agreement. Upon termination, CONTRACTOR shall immediately deliver to the City Manager any and all copies of studies, sketches, drawings, computations, and other material or products, whether or not completed, prepared by 5 Rev. July 11, 2011 CONTRACTOR or given to CONTRACTOR, in connection with this Agreement. Such materials shall become the property of CITY. R. ASSIGNMENTS/CHANGES. This Agreement binds the parties and their successors and assigns to all covenants 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. CONFLICT OF INTEREST. In accepting this Agreement, CONTRACTOR covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of this 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 financial interest in the business of CONTRACTOR and that no person associated with contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Contract. CONTRACTOR agrees to advise CITY if any conflict arises. T. GOVERNING LAW. This contract 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 Agreement. Any variance 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 all prior agreements, representations, statements, negotiations and undertakings whether oral or written. V. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this 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 AND ZERO WASTE REQUIREMENTS. CONTRACTOR shall comply with the City’s Environmentally Preferred Purchasing policies which are available at the City’s Purchasing Department which are incorporated by reference and may be amended from time to time. CONTRACTOR shall comply with waste reduction, reuse, recycling and disposal requirements of the City’s Zero Waste Program. Zero Waste best practices include first minimizing and reducing waste; second, reusing waste and third, recycling or composting waste. In particular, Contractor shall comply with the following zero waste requirements:  All printed materials provided by Contractor to City generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwise approved by the City’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable based inks.  Goods purchased by Contractor on behalf of the City shall be purchased in accordance with the City’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Office.  Reusable/returnable pallets shall be taken back by the Contractor, at no additional cost to the City, for reuse or recycling. Contractor shall provide documentation from the facility 6 Rev. July 11, 2011 accepting the pallets to verify that pallets are not being disposed. 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 unchecked boxes do not apply to this Contract. SPECIAL TERMS AND CONDITIONS: 1. INTEREST OF SELLER: At all times Vendor shall be deemed to be an independent contractor and Vendor is not authorized to bind the City to any contracts or obligations. By accepting a purchase order (PO), issued from the resulting RFQ, Vendor certifies that no one who has or will have any financial interest under this agreement, is an officer or employee of City. 2. INSPECTION AND TESTING: Products or equipment provided in this Contract are subject to inspection and approval within a reasonable time period after delivery, notwithstanding any payments. Damages or shipment errors discovered shall be resolved immediately by vendor. Nothing herein shall relieve Vendor from the obligation to make full and adequate testing and inspection of product or equipment to be provided. 3. WARRANTY - in extension to General Conditions Section H: 3.1 Performance Warranty. Seller warrants that the "Equipment" will perform in accordance with the requirements set forth in the Specifications and that the Equipment has been designed and manufactured so as to conform to the Specifications and Requirements herein. 3.2 Workmanship Warranty. Seller further warrants that the Equipment will be merchantable, of good material and workmanship, free from defects and will be fit and sufficient for the purpose intended. 3.3 Defect Correction - Parts & Labor. In the event of a breach of either of the warranties outlined above (under Warranty) during the "Warranty Period", Seller shall without undue delay repair, replace or modify the Equipment so as to correct said warranty breach. 3.4 City May Repair. City shall have the right to effect repair of any and all defects, (whether equipment or services), if Seller shall have previously authorized such action, or in City's reasonable commercial judgement be unable or unwilling to effect the repair. In the event that City elects to take this action, it shall be entitled to deduct from any amounts owing to Seller the direct and incidental costs incurred in remedying the breach of warranty. This action shall not affect the terms of warranty or other obligations of the Seller under the Uniform Commercial Code except to the extent that City's repair efforts did not cause further defects. 3.5 Notice of Defects. The City's Project Manager shall give Seller prompt notice of all defects known to it, either orally to Seller's representatives or in writing. Seller shall promptly and without undue delay notify City of its intentions and preferences to effect repair of the Equipment. 4. DEFECT CORRECTION: In the event of a breach of warranty, the Vendor shall without undue delay repair, replace or modify the equipment or product provided. The City shall have the right to effect repair of any and all defects if the Vendor does not act within a reasonable amount of time as determined by the Manager of Purchasing & Contract Administration. Any costs and expense shall be reimbursed to the City from documentation presented. 7 Rev. July 11, 2011 5. SAFETY: Where federal, state or municipal safety regulations of standards have been established, the Vendor certifies that all fueling processes, products of equipment furnished, and/or installations provided as a result of this RFP shall comply with such requirements. IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. CITY OF PALO ALTO WESTERN STATES OIL ______________________________________ By________________________________________ City Manager or Designee Name _____________________________________ ____________________________________ Purchasing Manager or Designee Title_______________________________________ Approved as to form: Telephone: _______________________________ _____________________________________ Page 1 EXHIBIT A SCOPE OF SERVICES Furnish and deliver diesel fuel and unleaded gasoline to Six (6) fuel sites located throughout the City of Palo Alto. These sites, along with tank sizes and estimated annual usage, are shown on Table Two. Potential bidders are encouraged to visit tank locations to verify the ability to deliver fuel. Bidders can contact the Project Manager with any questions, or to arrange site tours. This pricing contract is for a period of one (1) year with an option to extend for two (2) additional years. 1. PRODUCT AVAILABILITY Since the continuous operation of the City’s vehicle and equipment fleet is important and sometimes of an emergency nature, it is necessary that the Supplier be in a position to render prompt support. The Supplier’s inventory will be of sufficient size and variety to offer delivery of all products with 24-hours notice by this agency. 2. ORDERING AND DELIVERY The City of Palo Alto requires ordering and delivery for six (6) fuel site locations, as indicated in the Contract’s Exhibits B and C. Bulk deliveries are required for site 1. These deliveries are commonly referred to as “tank and trailer loads.” Three underground tanks (2 for diesel and 1 for gasoline) are installed at this site. 3. Fuel sites 2 and 3 listed above, have aboveground tanks. The remaining sites (1, 4, 5, 6) have underground tanks. Non-bulk (less than 500 gallons) deliveries will be required for sites 2, 3, 4, 5 and 6. Tank sizes and estimated delivery frequencies for all sites are shown in Table Two. Fuel is normally ordered for sites 1, 2, 3, 5, 6 as needed, with 24-hour advance notice. Site 4 will have deliveries every Monday (regardless of tank levels) and will commonly require additional “as needed” deliveries. For any City holidays falling on a Monday, the deliveries will take place the following day (Tuesday). Deliveries are to be made to all sites between 9:00 AM and 2:00 PM, Monday through Friday, except in case of emergency. 4. SPILL CLEANUP The Supplier must supply an action plan for spill clean-up. This plan is to be filed with the Equipment Management Division within one (1) week of contract award. Driver must carry equipment to cleanup any spills of five (5) gallons or less. All spills are to be reported to an Equipment Management Division representative. Page 2 Drivers must be familiar with each fuel site, and the monitoring equipment (generally Veeder-Root TLS-300 units) that is installed there. 5. PRICING Pricing must be provided per site in Exhibit C of this Contract. Pricing will include delivery, and will be expressed as the cost per gallon over the Lowest Daily Terminal Price at the Brisbane, California fueling terminal. Pricing will exclude all taxes. 6. SPECIFICATIONS Unleaded Gasoline All sites: 87 octane, MTBE based Diesel Fuel All sites: Red dyed, California Air Resources Board (CARB) rated for combined on/off-highway use. 7. INVOICING Delivery receipts for all sites must be sent via FAX to the Equipment Management Division offices located at Site 1, on the date of delivery. The fuel site location will be noted on the delivery receipt and the invoice. Page 3 EXHIBIT B SCHEDULE OF PERFORMANCE CONTRACTOR shall perform the Services according to the following schedule: Fuel Site Unleaded Gasoline Diesel Fuel Nr Name/Address Tank Size 12-Month Usage1 Deliveries per year1 Tank Size 12-Month Usage1 Deliveries per year1 1 Municipal Services Center 3201 East Bayshore Road 15,000 105,000 20 15,000 and 5,000 65,000 20 2 Golf Course 1875 Embarcadero Road 1,000 4,000 11 1,000 4,500 11 3 Foothills Park3 3300 Page Mill Road 250 2,000 7 500 2,500 13 4 Fire Station #1 (University Park) 301 Alma Street 1,000 30,000 73 1,000 85,000 30 5 Fire Station #2 (Mayfield) 2675 Hanover Street 1,000 8,000 23 1,000 12,000 27 6 Fire Station #4 (Mitchell Park) 3600 Middlefield Road 1,000 1,000 5 1,000 2,500 7 Total for all Locations 19,250 150,000 139 24,500 171,500 108 Notes: Above fuel usage numbers are taken from previous 12-month period City of Palo Alto’s Fuel Program Manager: Danitra Bahlman (650) 496-5920 Danitra.Bahlman@CityofPaloAlto.org 7 Rev. July 11, 2011 EXHIBIT C SCHEDULE OF FEES Compensation based upon fee schedule CITY shall pay CONTRACTOR according to the following rate schedule. The maximum amount of compensation to be paid to Contractor, including both payment for services and reimbursable expenses, shall not exceed Six Hundred Thousand Dollars ($600,000.00). Any services provided or hours worked for which payment would result in a total exceeding the maximum amount of compensation set forth herein shall be at no cost to City. RATE SCHEDULE – DELIVERY SCHEDULE PER FUEL SITE Fuel Site Unleaded Fuel Price Per Gallon Diesel Fuel Price Per Gallon Note: pricing contract for a period of one (1) year, with the option for up to three years. The purchase agreement is to be renewed by issuing an annual blanket purchase order each fiscal year. Price based on the lowest OPIS rack rate from San Jose, CA Terminal. Nr Name/Address 1 Municipal Services Center 3201 East Bayshore Road $.0425 $.03749 2 Golf Course 1875 Embarcadero Road $.1225 $.115 3 Foothills Park 3300 Page Mill Road $.1225 $.115 4 Fire Station #1 (University Park) 301 Alma Street $.1225 $.115 5 Fire Station #2 (Mayfield) 2675 Hanover Street $.1225 $.115 6 Fire Station #4 (Mitchell Park) 3600 Middlefield Road $.1225 $.115 Notice required for delivery (hours): 20 Hours 10 Rev. July 11, 2011 EXHIBIT D INSURANCE REQUIREMENTS CONTRACTORS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA. AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS, AS SPECIFIED, BELOW: REQUIRED TYPE OF COVERAGE REQUIREMENT MINIMUM LIMITS EACH OCCURRENCE AGGREGATE YES YES WORKER’S COMPENSATION EMPLOYER’S LIABILITY STATUTORY STATUTORY YES GENERAL LIABILITY, INCLUDING PERSONAL INJURY, BROAD FORM PROPERTY DAMAGE BLANKET CONTRACTUAL, AND FIRE LEGAL LIABILITY BODILY INJURY PROPERTY DAMAGE BODILY INJURY & PROPERTY DAMAGE COMBINED. $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 YES AUTOMOBILE LIABILITY, INCLUDING ALL OWNED, HIRED, NON-OWNED BODILY INJURY - EACH PERSON - EACH OCCURRENCE PROPERTY DAMAGE BODILY INJURY AND PROPERTY DAMAGE, COMBINED $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 NO PROFESSIONAL LIABILITY, INCLUDING, ERRORS AND OMISSIONS, MALPRACTICE (WHEN APPLICABLE), AND NEGLIGENT PERFORMANCE ALL DAMAGES $1,000,000 YES THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONTRACTOR, AT ITS SOLE COST AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONTRACTOR AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES. I. INSURANCE COVERAGE MUST INCLUDE: A. A PROVISION FOR A WRITTEN THIRTY DAY ADVANCE NOTICE TO CITY OF CHANGE IN COVERAGE OR OF COVERAGE CANCELLATION; AND B. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONTRACTOR’S AGREEMENT TO INDEMNIFY CITY. C. DEDUCTIBLE AMOUNTS IN EXCESS OF $5,000 REQUIRE CITY’S PRIOR APPROVAL. II. CONTACTOR MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE. III. ENDORSEMENT PROVISIONS, WITH RESPECT TO THE INSURANCE AFFORDED TO “ADDITIONAL INSUREDS” 11 Rev. July 11, 2011 A. PRIMARY COVERAGE WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED, INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE ADDITIONAL INSUREDS. B. CROSS LIABILITY THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS POLICY. C. NOTICE OF CANCELLATION 1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON OTHER THAN THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. 2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT OF PREMIUM, THE ISSUING COMPANY SHALL PROVIDE CITY AT LEAST A TEN (10) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION. NOTICES SHALL BE MAILED TO: PURCHASING AND CONTRACT ADMINISTRATION CITY OF PALO ALTO P.O. BOX 10250 PALO ALTO, CA 94303 12 Rev. July 11, 2011 EXHIBIT E BONDS [ATTACH BOND FORMS IF BONDS ARE REQUIRED] 13 Rev. July 11, 2011 EXHIBIT F LIQUIDATED DAMAGES [OPTIONAL] It is mutually agreed by Contractor and City that if completion of the Services to be provided by the Contractor under this Agreement is delayed beyond the time specified in the Schedule of Performance, plus any authorized extensions of time, City will suffer damages and will incur other costs and expenses of a nature and amount which is difficult or impractical to determine. Accordingly, City and Contractor, agree, as a method to fix the damages and not as a penalty, that in the event of any such failure to perform, the amount of damage which shall be sustained by City will be the sum of $ for each and every calendar day during which the Services remain uncompleted beyond the time specified for completion, plus any authorized extension of time. Should Contractor fail to pay the liquidated damages to City, Contractor agrees that City may deduct and withhold the amount of the unpaid damages from any amounts due or that may become due to Contractor under this Agreement. BY PLACING THEIR INITIALS BELOW, CITY AND CONTRACTOR ACKNOWLEDGE THAT THE AMOUNT SET FORTH ABOVE HAS BEEN AGREED UPON AS THE PARTIES’ REASONABLE ESTIMATE OF CITY’S DAMAGES. _____________ _____________ CITY CONTRACTOR City of Palo Alto (ID # 4553) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Material and Contract Services LLC Contract Amendment 3 Title: Approval of Contract Amendment 3 with Materials and Contract Services, LLC for Temporary Employment Services in the Administrative Services Department Purchasing Division in the Amount of $99,800 From: City Manager Lead Department: Administrative Services Recommendation Staff recommends that Council approve, and authorize the City Manager or designee to execute the attached contract amendment three in the amount of $15,000 with Materials and Contract Services, LLC for temporary employment services in the Administrative Services Department Purchasing Division. When added to the existing contract, this amendment brings the contract to (an amount not to exceed) $99,800. Background The Department of Administrative Services has been using contract staff since 2013 in the Purchasing Division to implement improvements to the citywide purchasing process. These improvements include addressing recommendations from recent audits as well as implementing process and training enhancements that are part of the overall purchasing improvement plan. Additional recommendations will be forthcoming from a comprehensive review of purchasing that was recently conducted by a consulting firm. The contract staff enables progress on implementing the improvement plan while allowing dedicated purchasing staff to maintain adequate turnaround times for purchasing requests from customer departments. Discussion The scope of work for this assignment is expected to be completed by March 31, 2014. The work pertains to analysis for the audit of office supplies and the utilities contracting process, streamlining the purchase process within the City, development of standard operating procedures and development and delivery of training to City staff to increase skills and City of Palo Alto Page 2 knowledge of the purchasing process. After March 31 the department plans to hire temporary staff to continue to assist with implementing the purchasing improvement plan. Staff will return to Council with a report laying out the purchasing improvement plan and recommendations. Resource Impact The contract with Materials and Contract Services to provide senior analytical staff was originally funded at $84,800. Due to additions to the scope for completing training materials for ten purchasing classes and drafting an operations desk manual comprised of eight chapters an additional $15,000 is needed. The Purchasing Division has other contracts with Materials and Contract Services for temporary staff that handle specific work associated with preparing and supporting Public Works and Information Technology contracts to ensure adequate turnaround times during heavy work load periods. These contracts are under $85,000, which is the threshold at which Council approval is required. Funding for this contract exists in the FY2014 Administrative Services Department budget. Attachments:  Attachment A: Contract Amendment (PDF) AMENDMENT NO. THREE TO CONTRACT NO. S141 50934 BETWEEN THE CITY OF PALO ALTO AND MATERIAL AND CONTRACT SERVICES, LLC This Amendment No. THREE to Contract NO.S14150934 ("Contract") is entered into March 24, 2014, by and between the CITY OF PALO ALTO, afCalifornia chartered municipal corporation ("CITY"), and MA TERlAL AND CONTRACT SERVICES, LLC, a California Limited Liability Company, located at 5820 Stoneridge Mall Road, Ste 217, Pleasanton, CA 94588 ("CONSULTANT"). . RE CIT A L S: WHEREAS, the Contract was entered into between the parties for the provision of professional temporary employee services; and WHEREAS, the City intends to increase compensation by Fifteen Thousand Dollars ($15,000), thereby increasing total contract compensation from Eighty Four Thousand Dollars Eight Hundred ($84,800) to a not to exceed total compensation amount of One Hundred Thirty Seven Thousand Dollars($99,800) for continuation of temporary employee services; WHEREAS, the parties wish to amend the Contract; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 2. "TERM" is hereby amended to read as follows: "The term of this Agreement shall be from July 1, 2013 through March 31, 2014 in accordance with the Schedule of Performance attached as Exhibit "B" unless terminated earlier pursuant to Section 19 of this Agreement." SECTION 2. Section 4. "NOT TO EXCEED COMPENSATION" IS hereby amended to read as follows: "The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit "A", including both payment for professional services and reimbursable expenses, shall not exceed One Hundred Thirty Seven Thousand Dollars ($99,800). II II Revision July 25, 2012 SECTION 3. The following exhibit(s) to the Contract is/are hereby amended to read as set forth in the attachment(s) to this Amendment, which are incorporated in full by this reference: a. Exhibit "B" entitled "SCHEDULE OF PERFORMANCE". SECTION 4. Except as herein modified,· all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. CITY OF PALO ALTO Name: Dan P. plute City Manager or Designee Title: President APPROVED AS TO FORM: Senior Asst. City Attorney Attachments: EXHIBIT PlB": "SCHEDULE OF PERFORMANCE" 2 Revision July 25, 2012 s 6 7 8 EXHIBIT liB": SCHEDULE OF PERFORMANCE Conduct market analysis and identify key players in major product/service categories. Created preferred vendor lists across all major product/service categories for major product/service category in order to limit number of vendors for determined, evaluate vendor performances, explore cost saving/avoidance opportunities and assess if negotiating a contract/blanket order, competitive solicitation, alternative sourcing or participating in vendors' existing saving/rebate programs are Aggregate vendor information periodically to enable accurate spend aggregation and analysis. Monitor dollar amount thresholds through aggregating citywide expenditures by product category periodically. materials and provide or assist periodic citywide or department-specific trainings on various Procurement Process. Train colleagues to run Open Contracts and Purchase Requisition Reports. Support procurement process improvement efforts recommended by the City auditors and/or City- hired consultants. Lead SAP Purchase Requisition hand-on training. Develop RFP training material and assist in the training session. Create purchasing analysis reports, develop templates Develop RFQ training material and and provide training to purchasing staff on how to assist in the training session. create and use the standard re Run and analyze citywide reports on P-card Develop RFI training material and transaction, FV60 and Purchase Orders under $5,000 assist in the training session. by merchant category periodically to determine if contracts or solicitations are required for non- contract Develop IFB training material and assist in the training session. Update Purchasing Manual. Develop Contract Administrator Desktop Menu and assist in training new buyer/contract administrator. Develop standard procedures and training materials to educate SAP users in the proper entries of all required purchasing data, which enable to generate consistent and accurate reports on spend analysis, as well as effective monitoring of citywide Develop templates and procedures to monitor citywide expenditures by merchant category and assess periodically whether the total volume of the transactions and expenditures, regardless of payment method or transaction type, may require the City to contract for the goods and/or services either through solicitation process or using alternative vendor to maximize savings for the City. Develop standard procedures to properly close all expired contracts/purchase orders and unneeded purchase isitions. Develop Contract Administration Checklist. Develop Standard Format of Scope of Work/Services. Assist in defining or redefining standard operation procedures for all purchasing related functions where it deems Projects/Assignments Provide ad hoc strategic analysis for division/department uired. Assist with implementation of recommendations from purchasing review report EXHIBIT "B": SCHEDULE OF PERFORMANCE ~ Develop Professional Services Contracts training material and assist in the training session. rc":·.: m ·! Develop General Services Contracts training material and assist in the ,:: training session. ~}~'; r.~:; Develop Public Works/Construction Contracts training material and 1:[1-assist in the training session. I';, - t~ Develop contracts for Goods/Equipment training material tt; and assist in the training session. 13> Assist in the training session of Contract Administration. 14: Develop Exemption Process training material and assist in the training ~ session. 15" Explore alternative training tool (Video) 16 Update the training material of Encumbrance Report and provide citywide training. City of Palo Alto (ID # 4390) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Award of Contract for Audio Restoration Projects at Children’s and Community T Title: Approval of Contract No. C14149799 with Musson Theatrical, Inc. In the Amount of $262,240 for the Replacement of Children’s Theatre Audio/Visual Monitoring Systems and the New Sound System for the Lucie Stern Community Theatre From: City Manager Lead Department: Community Services RECOMMENDATION Staff recommends that Council: Approve and authorize the City Manager or his designee to execute, the attached contract with Musson Theatrical, Inc. (Attachment A) in the amount of $262,240, inclusive of Consultant’s fee of $238,400 plus a contingency which shall not exceed $23,840, for the Replacement of Children’s Theatre Audio/Visual Monitoring Systems and the New Sound System for the Lucie Stern Community Theatre, Capital Improvement Program projects AC-09001 and AC- 09002. BACKGROUND The Children’s Theatre features a ~200 person auditorium, lighting control system, sound effects system, and page/monitoring system. As it is a theatre and a school, the venue is home to roughly twenty-five productions annually and hosts year-round experiential theatre classes. The existing audio monitoring, paging, and intercom system at Children’s Theatre is not operational. Moreover, the system’s analog technology and infrastructure is sorely outdated and practically incompatible with contemporary theatre audio systems. Similarly, the hearing-impaired device system (which feeds from the monitoring system) is antiquated and unreliable, so new hard-of- hearing assistance equipment is necessary for ADA compliance, too. Though the system must be capable of monitoring three different stages, it can share infrastructure, because intercom stations, paging stations, and monitor relay locations can remain constant. City of Palo Alto Page 2 The Lucie Stern Community Theatre (LSCC) is a valuable city resource featuring a 428-seat auditorium, a lighting control system, a sound effects system, and a page/monitoring system The existing sound effects and audio monitoring systems at LSCC is outdated and in poor condition. Moreover, the system’s analog technology and infrastructure is sorely outdated and practically incompatible with contemporary theatre audio systems. Likewise, the hearing-impaired device system is antiquated and unreliable, so new hard-of-hearing assistance equipment is necessary, too. To revitalize the facilities, accommodate the needs of today’s performing arts programs, enhance the long-term utility of the theatres, and enable students to learn theatre technology using contemporary equipment, new sound systems must be put in place. Installing new theatrical sound systems is inherently complex, time-consuming, and specialized. The City is not equipped to properly renovate the sound systems, and, as the work is far beyond the scope of staff’s expertise, an outside firm must be engaged to perform the work. Funding for these infrastructure needs has been allocated by two Capital Improvement Program projects: AC-09001 (Replacement of Children’s Theatre Audio/Visual Monitoring Systems) and AC-09002 (New Sound System for the Lucie Stern Community Theatre). The first project entails furnishing equipment for and installing a new comprehensive audio-video monitoring system, paging system, and crew intercom system at the Palo Alto Children’s Theatre (the “Children’s Theatre”). The second project involves furnishing equipment and providing installation services for a new sound effects and audio monitoring system at the Lucie Stern Community Theatre. DISCUSSION Staff sought proposals from vendors to undertake the sound system renovations at both the Children’s Theatre and the LSCC. Staff advertised the project, conducting a Request for Proposals (RFP) process. The RFP for the project, consistent with the project scopes articulated in CIPs AC-09001 and AC-09002, was advertised with sufficient information for a specialized vendor to finalize the design, obtain any necessary permits, and propose a not-to-exceed fee for the total project, including installation. This installation will include rewiring portions of the building (as necessary) and successfully assimilating the new system into the remaining parts of the existing technical theatre system architectures. Procurement Process On August 8, 2013, an RFP for the Theatre Audio Restoration Project was posted at City Hall and sent to 8 contractors. The procurement period was 28 business days. The following table summarizes the process: City of Palo Alto Page 3 Summary of RFP RFP Name/Number New Theatre Sound Systems, Capital Improvement Projects AC-09001 and AC-09002, RFP 149799 Proposed Length of Project 4 months Number of RFPs Mailed to Firms 8 Total Days to Respond to RFP 28 business days Non-mandatory Pre-Proposal Meeting Tuesday, August 20, 2013 Number of Company Attendees at Pre-Proposal Meeting 3 Number of Proposals Received 1 Proposal Price Range Musson Theatrical, Inc. $262,240 inclusive of Consultant’s fee of $238,400 plus additional options up to $23,840. A pre-proposal facility walk-through was held on August 20, 2013. Representatives from three firms attended. At the end of the walk-through, one firm stated that the project was outside of its realm of expertise. The other two firms subsequently submitted questions and requests for additional information. In response to the requests, Staff released two addendums to the RFP that contained additional information. In an attempt to attract all qualified bidders, the City also released an addendum to extend the RFP submittal deadline. Despite these efforts, only one qualified firm submitted a proposal. Staff reviewed the sole proposal submitted and recommends that a contract be awarded to Musson Theatrical, Inc. Musson Theatrical’s proposal sufficiently accomplishes the City’s needs as requested in the RFP and also fits within the available CIP budget. Staff also performed a cursory review of theatrical audio firms and concluded that very few Bay Area companies specialize in theatrical audio. Furthermore, although several other audio installation firms exist throughout the region, none of them typically work on major projects with large theatre facilities (e.g., the size of Children’s Theatre and the Community Theatre). Thus, despite not having the flexibility to choose amongst a pool of qualified bidders, staff deemed it appropriate to accept the sole qualified proposal of Musson Theatrical, Inc. This contract award includes finalization of the design, provision of all parts and equipment, and installation of the sound systems as depicted in the RFP. A contract contingency amount of approximately $23,840 (which equals 9 percent of the total contract) is requested for related but City of Palo Alto Page 4 unforeseen work which may develop during the project. Staff also contacted the listed references for Musson Theatrical, Inc. and found that they have performed satisfactorily on past construction projects for other clients. Timeline The project was advertised in August and September 2013. Pending award, the design details were finalized in November and early December 2013. The audio systems are tentatively schedule to occur between early-March and mid-April 2014 during periods previously set aside for facility maintenance. Preparation, installation, and close-out will be coordinated with the events schedules at the theatres so as to minimize disruption of operations. Resource Impact Funding for this project is included in the Capital Improvement Program projects AC-09001 (Replacement of Children’s Theatre Audio/Visual Monitoring Systems) and AC- 09002 (New Sound System for the Lucie Stern Community Theatre). This recommendation does not require additional funding commitments because the bid’s price plus the contract contingency fit within the available CIP budget. Environmental Review This project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) under Section 15301 of the CEQA Guidelines as repair, maintenance and/or minor alteration of existing facilities and no further environmental review is necessary. Attachments:  Attachment A - C14141799 Musson Contract (PDF) CITY OF PALO ALTO OFFICE OF THE CITY CLERK March 24, 2014 The Honorable City Council Palo Alto, California Approval to Extend the Application Deadline for the Planning & Transportation Commission Recruitment DISCUSSION On March 17, 2014, the City Clerk’s Office was notified that Arturo Martinez was resigning from the Planning & Transportation Commission. His term would have ended October 31, 2017. Due to the resignation of another Planning & Transportation Commissioner, the Clerk’s Office had already received approval from the City Council to include in the spring recruitment the Planning & Transportation opening. To date, we have received only one application. Due to this second resignation, we are asking Council to extend the application deadline for the Planning & Transportation Commission to April 7, 2014 for the two vacancies. We have extended our outreach in order to get applicants for this important Commission. We have:  advertised in the Daily Post  sent a mass email from the Daily News  posted a banner on the Palo Alto Online page  posted to the City’s Homepage, Board and Commission webpages, Facebook, and Craigslist. Department Head: Donna Grider, City Clerk Page 2 City of Palo Alto (ID # 4456) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Amendment to City Attorney Employment Agreement Title: Approval of Amendment to City Attorney Employment Agreement From: City Manager Lead Department: Human Resources Recommended Motion The Council Appointed Officer Committee recommends that Council approve an amendment to the employment contract of City Attorney Molly Stump to increase her annual salary to $234,936 effective July 1, 2013, and remove the provision that automatically grants the City Attorney the same salary adjustments that the City Council approves for all Management and Professional Personnel and Council appointees. Recommendation and Discussion The Council Appointed Officer (“CAO”) Committee recommends that Council amend City Attorney Molly Stump’s employment contract to increase her annual salary to $234,936 from $214,635 effective July 1, 2013, and to remove the provision granting the City Attorney the same salary adjustments that the City Council approves for all Management and Professional Personnel and Council appointees. The increased salary recommendation is based on a merit increase for Ms. Stump’s performance in fiscal year 2013 and a market adjustment based on total compensation data for city attorneys in comparable agencies. Removing the provision that grants the City Attorney salary increases that the Council approves for Management and Professional employees will mean that the City Attorney’s salary will not automatically increase if the Council increases salaries for the Management and Professional employees. Rather, the City Attorney’s salary will remain at the level approved today unless and until Council specifically votes to change it. City of Palo Alto Page 2 Resource Impact It is expected that the City Attorney’s Office budget will be able to absorb the additional cost for FY 2014 within existing budgeted resources. Environmental Review (If Applicable) Approval of this amended employment agreement will not result in any environmental impact Attachments:  Amendment No. One to Stump Employment Agreement and Exhibits (PDF) AMENDMENT NO. ONE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND MOLLY S. STUMP This AMENDMENT NO. ONE to the EMPLOYMENT AGREEMENT (“Agreement”) is entered into on March ____, 2014, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“City”), and MOLLY S. STUMP (“Stump”), an individual, located at 250 Hamilton Avenue 8th Floor, Palo Alto, CA. R E C I T A L S: WHEREAS, the original EMPLOYMENT AGREEMENT between the City of Palo Alto and Molly S. Stump., attached hereto and incorporated herein as Exhibit “A” was entered into between the parties for the services of City Attorney on or about April 18, 2011; and WHEREAS, the parties wish to amend the Agreement; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1: Section 3.1 of the Agreement, Compensation, is hereby amended to read as follows: Stump shall receive an initial base annual salary of Two Hundred Eight Thousand Three Hundred Seventy Five and No/l00th Dollars ($208,375.00) commencing on the Employment Start Date, subject to authorized or required deductions, prorated and paid on City's regular paydays. Commencing on and continuing from the pay period including July 1, 2013, Stump’s annual base salary shall be increased to Two Hundred Thirty Four Thousand Nine Hundred Thirty Six and No/100 Dollars ($234.936.00), prorated and paid on City’s regular paydays. Stump shall be an exempt employee under applicable wage and hour law and her base salary shall be compensation for all hours worked. City agrees that the amount of Stump's base annual salary shall not decrease, except as part of a permanent decrease that is consistent with the Fair Labor Standards Act and that is applicable to either all Council Appointed Officers or all City Executive Staff (which includes all Council Appointed Officers). SECTION 2: Section 3.2.3 of the Agreement, Salary Adjustments, is hereby amended to read as follows: Stump shall receive the same general cost of living adjustment ("COLA"), if any, provided to Management and Professional Personnel without the need to amend this Agreement. In its sole discretion and where warranted, the City Council may award labor market or internal adjustments to base salary. In connection with the standard annual review, as provided above, the City Council shall annually consider incentive pay based on performance, but the ultimate decision in this 1 regard is within the sole discretion of the City Council. SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. ATTEST: _____________________________ City Clerk APPROVED AS TO FORM: _____________________________ Deputy City Attorney CITY OF PALO ALTO ___________________________ Nancy Shepherd Mayor Dated:_____________________ MOLLY S. STUMP __________________________ Dated:____________________ Attachments: Exhibit A: EMPLOYMENT AGREEMENT between the City of Palo Alto and Molly S. Stump 2 EXHIBIT A • < f . '" . ) ) EMPLOYMENT AGREEMENT \ ) ) THIS AGREEMENT is between the City of Palo Alto, a municipal corporation and chartered city ("City") and Molly S. Stump ("Stump"). It is effective on the latest date next to the signatures on the last page. This Agreement is entered into on the basis of the following facts, among others: A. City, acting by and through its duly elected City Council, desires to employ Stump as its City Attorney subject to the terms and conditions set forth in this Agreement, the Palo Alto Municipal Code and in the Charter of the City of Palo Alto (the "Charter"). B. The Charter provides, among other things, that the City Attorney shall be appointed by, and serve at the pleasure of the City Council. C. Stump desires to be employed by the City as its City Attorney, subject to the terms and conditions set forth in this Agreement, the Palo Alto Municipal Code, the Charter, the Palo Alto Merit System Rules and Regulations as they are applicable to Council-appointed officers, and all other applicable laws, resolutions and policies. D. City and Stump desire to establish specific terms and conditions relating to compensation and benefits, performance evaluations, and related matters. E. The City Attorney serves on an at-will basis, with no expectation of continued employment. F. Stump desires a predictable amount of severance pay should her employment be terminated with or without cause. BASED UPON THE FOREGOING, CITY AND STUMP AGREE AS FOLLOWS: 1. Employment. City will appoint and employ Stump as City Attorney with the City of Palo Alto and Stump will accept the appointment and employment for the City for an indefinite tenn to begin on April 18, 2011 ("Employment Start Date"). In the event Stump does not actually report for or commence work on April 18, 2011, the Employment Start Date will be the date, if any, as otherwise mutually agreed by the parties. 2. Duties of the City Attorney. Stump shall perform the duties established for the City Attorney by the Charter, P~p Alto Municipal Code and direction of the City Council and as otherwise provided by law, orgipance or regulation. Stump agrees to comply with all federal, state and local laws, ordinances, rules and regulations applicable to or associated with these duties. · 2.1. Full Energy and Skill. Stump shall devote her full energy, skill, ability, and productive time to the perfonnance of her duties under this Agreement. -1- 8261042 C.llA-or-1 ,, .. . ' . ) \ ) \ } J 2.2. No Conflict. Stti.mp shall not engage in any employment, activity, consulting service, or other enterprise, for compensation or otherwise, which is actually or potentially in conflict with, inimical to, or which interferes with the performance of her duties under this Agreement. Stump acknowledges that she is subject to the various conflict of interest requirements found in the California Government Code and state and local policies and regulations. 2.3. Permission Required For Outside Activities. Stump shall not engage in any employment, activity, consulting service, or other enterprise, for compensation or otherwise, without the express, written permission oftheCity Council. 3. Compensation. While performing the duties of City Attorney, Stump shall be compensated as provided in this Section 3. 3 .1. Compensation. Stump shall receive an initial base annual salary of Two Hundred Eight Thousand Three Hundred Seventy Five and No/lOOth Dollars ($208,375.00) commencing on the Employment Start Date, subject to authorized or required deductions, prorated and paid on City's regular paydays. Stump shall be an exempt employee under applicable wage· and hour law and her base salary shall be compensation for all hours worked. City agrees that the amount of Stump's base annual salary shall not decrease, except as part of a permanent decrease that is consistent with the Fair Labor Standards Act and that is applicable to either all Council Appointed Officers or all City Executive Staff (which includes all Council Appointed Officers). 3 .2 Performance Reviews and Salary Adjustments. 3 .2.1. Initial Performance Reviews. The City Council will meet with Stump within approximately 90 days of reporting to work to provide an initial performance review. The 90-day review will be followed by a mid-year review. 3.2.2. Standard Annual Reviews. Not less than once each year commencing on or after the first anniversary of reporting to work, the City Council shall meet with Stump for the express purpose of evaluating her performance as City Attorney. 3.2.3. Salary Adjustments. Stump shall receive the same general cost of living adjustment ("COLA"), if any, provided to Management and Professional Personnel without the need to amend this Agreement. In its sole discretion and where warranted, the City Council may award labor market or internal adjustments to base salary. In connection with the standard annual review, as provided above, the City Council shall annually consider incentive pay based on performance, but the ultimate decision in this regard is within the sole discretion of the City Council. 4. Regular Benefits and Allowances. Except as otherwise provided in this Agreement, Stump will be eligible for, and shall receive, all regular benefits (i.e., health insurance, PERS contribution paid by City, etc.) and vacation, sick leave, and management leave as are generally provided to management employees pursuant to the City Council-approved -2- ,_, .. ) ') ) ) Compensation Plan for Management and Professional Personnel and Council Appointees, as it currently exists and may be changed from time to time. 5. Additional Benefit Terms and Allowances. In addition to the benefit terms specified in section 4, the following additional benefit terms and allowances shall apply to Stump: 5.1. Standard New-Tier Pension. Stump shall be enrolled in and shall be a member of the California Public Employees' Retirement System ("PERS"), with benefits a8 provided under the City's contract with PERS, including the 2%@ 60 miscellaneous formula applicable to new employees. Employee contributions shall be paid as provided in the Compensation Plan for Management and Professional Personnel and Council Appointees, as it currently exists and may be changed from time to time. 5.2. 401(a) Defined Contribution Retirement Plan. The City shall pay $1,250 per month to a 401(a) retirement plan account established for Stump. Stump may make additional contributions to the legal maximum. 5.3. 457 Retirement Plan. Stump shall be eligible, at her discretion, to make voluntary contributions to the City's 457 plan, to the maximum extent allowed under the plan documents or by law. 5.4. Standard Auto Allowance and Parking. Stump shall receive the standard automobile allowance provided in the Compensation Plan for Management and Professional Personnel and Council Appointees, as it currently exists and may be changed from time to time. Such allowance is currently $325.00 per month. The City will provide parking at the Civic Center without charge to Stump. 5 .5. Vacation Leave upon Start of Employment. In recognition of her prior public service, Stump will be credited with vacation leave at a rate of 180 hours annually, prorated and credited according to City's normal procedures. Effective at the start of Stump's second year of service and thereafter, Stump will be credited with vacation leave at the rate applicable to an employee with nineteen or more years of continuous service, currently a rate of 200 hours per year, prorated and credited according to City's normal procedures. On the Employment Start Date, Stump will be credited with 80 hours of vacation leave, in addition to the accruals noted in this paragraph. 5.6. Sick Leave upon Start of Employment. On the Employment Start Date, Stump will be credited with 96 hours of sick leave, in addition to the standard accruals provided in the Compensation Plan for Management and Professional Personnel and Council Appointees, as it currently exists and may be changed from time to time. 6. Additional Expenses of Employment. City shall pay or reimburse (at City's option) for the following usual and customary employment expenses: 6.1. The cost of any fidelity or other bonds required by law for Stwnp. -3- , ' ) STUMP: 250 Hamilton A venue Palo Alto, CA 95901 Phone: (650) 329-2571 FAX: (650) 328-3631 Molly S. Stump 250 Hamilton A venue Palo Alto, CA 94301 · Phone: (650) 329-2171 ,FAX: (650)329-2646 ) ) 9.2. Entire Agreement/Amendment. This Agreement constitutes the entire understanding and agreement between the parties as to those matters contained in it, and supersedes any and all prior or contemporaneous agreements, representations and understandings of the parties. This Agreement may be amended at any time by mutual agreement of the parties~ but any such amendment must be in writing, dated and signed by the parties, and attached hereto. 9.3. Applicable Law and Venue. This Agreement shall be interpreted according to the laws of the State of California. Venue of any action regarding this Agreement shall be in the proper court in Santa Clara County. 9.4. Severability. In the event any portion of this Agreement is declared void, such portion shall be severed from this Agreement and the remaining provisions shall remain in effect, unless the result of such severance would be to substantially alter this Agreement or the obligations of the parties, in which case this Agreement shall be immediately terminated. 9.5. Waiver. Any failure of a party to insist upon strict compliance with any term, undertaking, or condition of this Agreement shall not be deemed to be a waiver of such term, undertaking, or condition. To be effective, a waiver must be in writing, signed and dated by the parties. 9.6. Representation by Counsel. Stump and City acknowledge that they each did, or had the opportunity to, consult with legal counsel of their respective choices with respect to the matters that are the subject of this Agreement prior to executing it. 9.7. Section Headings. The headings on each of the sections and subsections of this Agreement are for the convenience of the parties only and do not limit or expand the contents of any such section or subsection. Dated: f-/9 'f-AO/f CITY OF PALO ALTO By ~Cf;;..°"=--. S sp sa, Mayor -5- ,• ) ' ~ .. ~' .. . c r ·•· Dated: -~-,LY 4§4£ Molly S. Stlimp Approved as to Form: -7- City of Palo Alto (ID # 4455) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Amendment to City Manager Employment Agreement Title: Approval of Amendment to City Manager Employment Agreement From: City Manager Lead Department: Human Resources Recommendation The Council Appointed Officer Committee recommends that the City Council amend the employment contract of City Manager James Keene to (1) increase his annual salary to $254,603 effective July 1, 2013 and to $262,241 effective the first pay period after the Council approves this amendment; (2) increase his annual vacation leave by one week; and (3) remove the provision that automatically grants the City Manager the same salary adjustments that the City Council approves for all Management and Professional Personnel and Council appointees. Discussion The Council Appointed Officer (“CAO”) Committee recommends that Council amend City Manager James Keene’s employment contract to approve the following changes:  Increases to his annual salary for a total of $254,603 effective July 1, 2013 and $262,241 effective the first pay period after the Council approves this amendment. The first increase represents a merit increase and the second increase implements a 3% merit increase that the Council voted to give the City Manager after his last performance evaluation in 2012, which he declined to accept at that time because other employees in the City had not received salary increases;  An increase to Keene’s vacation by one week per year; and City of Palo Alto Page 2  Removal of the contract provision that grants the City Manager the same salary increase as all Management and Professional employees. This change means that the City Manager’s salary will not automatically increase if the council increases salaries for the Management and Professional employees. Rather, the City Manager’s salary will remain at the level approved today unless and until the Council specifically votes to change it. Resource Impact It is expected that the City Manager’s Office budget will be able to absorb the additional cost for FY 2014 within existing budgeted resources. Environmental Review Approval of this amended employment agreement will not result in any environmental impacts. Attachments:  Amendment No. 3 to Keene Employment Agreement and Exhibits (PDF) AMENDMENT NO. THREE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. This Amendment No. Three to EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. (“Agreement”) is entered into on March ____, 2014 by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“City”), and JAMES R. KEENE, JR. (“Manager”), an individual, located at 250 Hamilton Avenue 7th Floor, Palo Alto, CA. R E C I T A L S: WHEREAS, the original EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR., attached hereto and incorporated herein as Exhibit “A” was entered into between the parties for the services of City Manager on or about August 21, 2008; and WHEREAS, AMENDMENT NO. ONE to the Agreement, attached hereto and incorporated herein as Exhibit “B” was entered into between the parties on or about August 21, 2008; and WHEREAS, AMENDMENT NO. TWO to the Agreement, attached hereto and incorporated herein as Exhibit “C” was entered into between the parties on or about August 2, 2010; and WHEREAS, the parties wish to amend the Agreement; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1: Section 3 of the Agreement, Compensation, is hereby amended to read as follows: 3.Compensation. Manager shall be compensated as provided in this Section 3. 3.1 Compensation. Commencing on and continuing from the Employment Start Date, Manager will receive an initial base annual salary of Two Hundred Forty Thousand and no/100 Dollars ($240,000.00), prorated and paid on City’s normal paydays. Commencing on and continuing from the pay period including July 1, 2013, Manager’s annual base salary shall be increased to Two Hundred Fifty Four Thousand Six Hundred Three and No/100 Dollars ($254,603), prorated and paid on the City’s normal paydays. Commencing on and continuing from the first pay period after the Council approves Amendment No. Three to this Agreement, Manager’s annual base salary shall be increased to Two Hundred Sixty Two Thousand Two Hundred Forty One and No/100 Dollars ($262,241), prorated and paid on the City’s normal paydays. 3.2 Salary Adjustments. Manager shall be entitled to the same percentage 1 increase in his pay as any inflation or similar adjustment that the city Council approves which applies to all Management and Professional Personnel and Council Appointees. Not less than once each year, the City Council shall meet for the express purpose of evaluating the performance of Manager. The Council retains the discretion to grant special labor market and/or internal equity adjustments to the Manager. SECTION 2: Section 5.4 of the Agreement, Leave Accrual Rate, is hereby amended to read as follows: Manager’s tenure and long career in public service has been considered to determine the accrual rate for annual leave, including but not limited to vacation. As a result, Manager’s initial vacation accrual rate will be based on an annual accrual of two hundred (200) hours. Commencing on and continuing from the first pay period after the Council approves Amendment No. Three to this Agreement, Manager’s annual vacation accrual shall be increased to two hundred forty (240) hours. Any other accrual rates that are based on years of service will be applied at the maximum rate. Any other accruals that are based on years of service will be applied at the maximum rate. Accruals will begin upon assumption of employment. // // // // // // // // // 2 SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. ATTEST: _____________________________ City Clerk APPROVED AS TO FORM: _____________________________ City Attorney CITY OF PALO ALTO ___________________________ Nancy Shepherd Mayor Dated:______________________ MANAGER ___________________________ James R. Keene, Jr. Dated:______________________ Attachments: Exhibit A: EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. Exhibit B: AMENDMENT NO. ONE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. Exhibit C: AMENDMENT NO. TWO TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. 3 EXHIBIT A EMPLOYMENTAGREEMENTBETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. -----'---~THI~,,,,,,S~A~G~RE~EMENT is betwe~I!Jh.(!.Ci!Y of Palo Alto, a California municipal corporation and chartered city ("City") al'ld James :R. Ke-ene, Jr., an individual ("Manager"). It is effective on the latest date next to the signatures on the last page. This Agreement is entered into on the basis of the following facts, among others A. City, acting by and through its duly elected City Council, desires to employ Manager as its City Manager subject to the terms and conditions set forth in this Agreement and in the provisions of the Charter of the City of Palo Alto (the "Charter"); B. The Charter provides, among other things, that the City Manager shall be appointed for an indefinite term by a majority vote of the City Council· and that he may be removed at the pleasure of the City Council by a two-thirds vote on a resolution passed for that purpose; C. Manager desires to be employed by the City of Palo Alto as its City Manager, subject to the terms and conditions set forth in this Agreement and in the Charter; D. Manager desires a predictable amount of severance notice and severance pay; E. City, mindful of the frequency, administrative disruption, and expense of employment-related litigation, desires to prevent litigation arising from any termination of the employment relationship with Manager; F. City and Manager desire to establish specific terms and conditions relating to compensation and benefits, housing assistance, performance evaluations, and related matters; BASED UPON THE FOREGOING, CITY AND MANAGER AGREE AS . . FOLLOWS: 1. Employment Start Date. City hereby appoints and employs Manager as City Manager, and Manager hereby accepts the appointment and employment, for an indefinite term that begins on September 2, 2008, provided Manager actually reports for and commences work on that date (the "Employment Start Date"). In the event Manager does not actually report for and commence work on September 2, 2008, the Employment Start Date will be the date, if any, as otherwise mutually agreed by the parties. 2. Duties of Manager. Manager shall perfonn the duties established for the City Manager by the Charter, Palo Alto Municipal Code, direction of the City -councff,-oras otlierwise provicleol>y law~-ordtnance, or regulation.- 2.1 Full Energy and Skill. Manager shall devote his full energy, skill, ability, and productive time to the perfonnance of Manager's duties. Manager understands that the Charter requires that the City Manager devote his entire work time to the discharge of the duties of the office. 2.2 No Conflict. Manager shall not engage in any activity which is actually or potentially in conflict with, inimical to, or which interferes with the perfonnance of Manager's duties. 2.3 Uncompensated Professional Activities. Manager may attend and/or participate in uncompensated professional activities, including but not limited to the activities described in subsections 8.3 and 8.4, provided that Manager's ability to perfonn the duties described in this Section 2 is not unreasonably compromised or impaired. Manager shall inform the City Council in writing in advance of absences of more than one day related to such activities. 3. Compensation. Manager shall be compensated as provided in this Section 3. 3.1 Initial Compensation. Commencing on and continuing from the Employment Start Date, Manager will receive an initial base annual salary of Two Hundred Forty Thousand and No/100 Dollars {$240,000.00), prorated and paid on City's normal paydays. 3.2 Salary Adjustments. Manager shall be entitled to the same percentage increase in his pay as any inflation or similar adjustment that the City Council approves which applies to all Management and Professional Personnel and Council Appointees. Not less than once each year, the City Council shall meet for the express purpose of evaluating the perfonnance of Manager and determining whether to grant him an individual incentive award based on performance. The City Council will act in good faith in determining whether to provide the incentive award, but the ultimate decision in this regard is within the sole discretion of the City Council. The Council may also grant special labor market and/or internal equity adjustments to the Manager. 2 4. Regular Benefits and Allowances. Manager will be eligible for, and shall receive, all regular benefits (e.g., health insurance, PERS contribution paid by City-;) and vacation, sick leave, and management leave as are generally provided to Management and Professional Personnel and Council Appointees from time to time by -~-the-eity-eouncil;----- 5. Additional Benefits and Allowances. In addition to the benefits specified in section 4, Manager will receive the following additional benefits and allowances to the extent they are not already included in the regular benefits generally provided to Management and Professional Personnel and Council Appointees. 5.1 Transportation Allowance. Manager's duties require that he have available exclusive and unrestricted use of an automobile for business purposes and Manager agrees to have a personal vehicle available for such use. In consideration of this, City agrees to pay to Manager, during the term of this Agreement and in addition to other salary and benefits, a transportation allowance of Six Hundred and No/100 Dollars ($600.00) per month. This transportation allowance will increase by the percentage amount of any increases provided for transportation allowances received by Management and Professional Personnel and Council appointees, rounded to the nearest five dollars ($ 5.00) .. The transportation allowance includes reimbursement for an appropriate allocation of vehicle insurance and all other expenses of vehicle ownership, maintenance and operation. The Manager may also use the Transportation Allowance for alternative means of transportation necessary and useful for the exercise of his duties. The time and manner of payment will be in accord with City's normal procedures. Manager shall be solely responsible for any personal federal or state tax liability arising from this transportation allowance. 5.2 Retirement Contributions. City maintains an Internal Revenue Code§ 401(a) governmental money purchase retirement plan in which Manager will be an eligible participant. City will make employer monthly contributions as a percent of the prorated maximum contribution permitted by law. Starting in the month Manager becomes eligible to participate in the 401(a) plan, City will make an employer contribution of 50% of the maximum contribution, prorated and paid monthly. Commench1g in the month in which Manager completes three (3) years of service with the City, City will make employer contributions of75% of the maximum contribution, prorated and paid monthly. Commencing in the month in which Manager completes five (5) years of service with the City, City will make employer contributions of 100% of the maximum contribution, prorated and paid monthly. An employer contribution will be paid in the final month of employment if Manager's last day of employment is the last workday of the month. Otherwise, no contribution will be made in the last month of employment. 3 5.2.1 The maximum contribution for purposes of this paragraph includes the legal maximum with cost of living adjustments provided under the Internal Revenue Code. It is not intended to and does not incorporate increases resulting from future federal legislative or regulatory action. --------------------------5:2:2-Byway of example, the-contribution limit for 2008-is $46,000.00. City will contribute $1,916.67 per month ($46,000.00/12 = $3,833.33 * 50% = $1,916.67) for those months Manager remains employed. If the Internal Revenue Service increases the contribution limit for years after 2008 based on a cost ofliving adjustment, the new contribution limit will be used as the basis for calculating contributions. After three (3) years of service the City contribution will be $2,875.00 per month plus 75% of cost of living adjustments ($46,000.00 plus·COLA/12 = $3,833.33 * 75% = $2,875.00 plus 75% of COLA). After five (5) years of service, City will pay the entire monthly amount of$3,833.33 plus COLA. 5.2.3 Manage~ will make any additional contributions required under the plan, if any, and may make additional voluntary contributions, if permitted. 5.2.4 Manager is also eligible to make contributions to the City Internal Revenue Service Code 457 plan at his discretion, to the maximum extent allowed under the plan document or by law, whichever is less. 5.3 Parking. City shall provide parking at the Civic Center at no cost to Manager. 5.4 Leave Accrual Rate. Manager's tenure and long career in public service has been considered to determine the accrual rate for annual leave, including but not limited to vacation. As a result, Manager's initial vacation accrual rate will be based on an annual accrual of two hundred (200) h<?urs. Any other accrual rates that are based on years of service will be applied at the maximum rate. Accruals will begin upon assumption of employment. 5.5 Leave Balance upon Start of Employment. Manager will be credited with one hundred twenty (120) hours of vacation leave and two hundred forty (240) hours of sick leave upon reporting for work and actually starting employment. 6. Relocation and Housing Assistance. City will assist Manager with relocation and the purchase of housing in Palo Alto as provided in this section 6. 6.1 Relocation Expenses. In accordance with City's compensation plan for Management and Professional Personnel and Council Appointees and any related policy, City shall bear the actual and reasonable expenses, not exceed Twenty Five 4 Thousand and No/IOO Dollars ($25,000), incurred within twelve (I2) months of beginning employment to move Manager and his family from his former home to Palo Alto. Manager will keep an accurate record of all such expenses and present such record with his request(s) for payment or reimbursement. 6.2 Temporary Housing. City will bear the actual and reasonable monthly rental or lease cost, not to exceed Five Thousand and No/I 00 Dollars ($5,000.00) per month, for temporary housing located within the corporate limits of the City, for a period not to exceed twelve (12) months, while Manager is seeking suitable housing that qualifies for housing assistance provided in this section 6. Manager will keep an accurate record of all such expenses and present such record( s) with his request for payment or reimbursement. City will advance any refundable deposits and will be reimbursed for such deposits by Manager (including interest, if any, paid by the deposit holder) at the time the refund is paid or if the refund is refused by holder, at the time it would otherwise be due. 6.3 Home Purchase and Method of Financing Purchase of Home. City will assist in purchasing a home for Manager and his family as provided in this subsection 6.3. 6.3.1 Time of Purchase. To be eligible for assistance under this subsection 6.3, Manager will purchase a home within the corporate limits of the City within a reasonable time after the Employment Start Date (the "Property"). The parties anticipate this will occur within one year but acknowledge that market conditions may make a longer period reasonable. 6.3.2 Manager's Contribution. Manager may contribute his personal funds toward the purchase price of the Property (the "Manager's Contribution"). 6.3.3 City Loan. Should the price of the home exceed Manager's Contribution, if such contribution is made, City will provided to Manager a loan (the "City Loan"), secured by a note and first deed of trust on Manager's tenancy in common interest, for the home purchased by Manager, in an amount as determined by Manager not to exceed Five Hundred Thousand and No/I 00 Dollars ($500,000.00). The City Loan will be fully amortized over a maximum term of30 years, but the term may be shorter at Manager's request. The loan will be immediately due on sale. The interest on the City Loan will be adjusted annually on July I as follows: From the date of execution of the note, the rate will be equal to the lower of 5.5o/o or the sum of the City's portfolio rate, which is defined as the annual rate of return on investment funds of the City of Palo Alto during the most recent 5 fiscal year, plus one quarter percent (1/4%) as calculated annually by the City's Director of Administrative Services. 6.3.4 City Contribution Toward Purchase Price. In addition to any Manager's Contribution and the City Loan provided to Manager, City will --contributed an addffional~ainouiit, riot-to exceed OrieMillioiiFive HuriaredTliousand and No/100 Dollars ($1,500,000.00) toward the purchase price of the Property. The purchase price will include any real estate broker's fee payable by buyer, but does not include closing costs, title insurance and related fees normally attributable to a buyer in Santa . Clara County, the reasonable and actual cost of which will be paid by the City. The City contribution provided in this subsection will be made in a ratio of three (3) to one ( 1 ), as compared to the total of the Manager's Contribution and the City Loan. Stated differently, the City contribution will be 75% and the combination of Manager's Contribution and the City Loan will be 25% of the purchase price, The City's combination of equity contribution and City loan will not te exceed Two Million and No/100 Dollars ($2,000,000). Once the City contribution limit of One Million Five Hundred Thousand and No/100 Dollars ($1,500,000.00) is reached, the City contribution share of75% will cease. Any further contributions will be made as Manager's Contribution or, if the City Loan limit has not been exhausted, by City Loan. 6.3.5 Equity Ownership Interests. If City participates in the purchase of the home, the proportional ownership of the home will be shown on the deed as the ratio of funds provided by Manager and City toward the purchase. By way of example: a. If the purchase price is Two Million and No/100 Dollars ($2,000,000.00), Manager may utilize the full City Loan as his 25% contribution, with the City making its 75% contribution, equal to the maximum contribution. Under this scenario, the equity ownership of Manager will be will be 25% ($500,000/$2,000,000 = 25%) and the equity ownership of City in the Property will be 75% ($1,500,000/$2,000,000 = 75%). b. Similar to the prior scenario, but with a purchase price of Two Million Five Hundred Thousand and Noll 00 Dollars ($2,500,000.00), Manager's Contribution will be $500,000, in addition to the City Loan and City contribution. Under this revised scenario, the equity ownership of Manager will be 40% ([$500,000+$500,000]/$2,500,000 = 40%) and the equity ownership of City in the Property will be 60% ($1,500,000/$2,500,000 = 60%). 6 6.3.6 Equity Ownership Interests Not A Partnership. City and Manager agreed to share the equity interest in the Property in order to consummate transactions contemplated in this Agreement related to assisting Manager with purchasing a home within Palo Alto city limits. Nothing herein shall be construed as creating a ·--partne1shtp-or·otherjointventurebetween-Manager and the City,itbeing agreed that they are not partners and did not intend by entering into this Agreement to form a partnership, or otherwise to have the relationship of partners to one another. 6.3.7 Title Held As Tenants-In-Common. The Property will be held by Manager and City as tenants-in-common, with Manager and City owning proportional undivided interests, as determined under subsection 6.3.5, above. Manager will have the exclusive right to occupy the Property and will not rent, lease or transfer any interest to a third party without the written consent of City, which may be withheld in City's sole discretion. Neither party may sell its interest in the Property separate from the other and agrees to cooperate in the sale of its interest in the Property, as provided in section 6.8, below. 6.3.8 Execution o~Documents. City and Manager will cooperate in the preparation and execution of all title documents, notes, deeds of trust, escrow instructions, agreements and other documents reasonably necessary to conform the purchase of the home to the provisions of' this subsection, in a form mutually. determined by Manager and the City Attorney. The deed will reflect the terms and conditions of this Agreement. At the option of City, the documents may also include a tenancy in common agreement supplementing the terms of this Agreement and a recorded power of attorney in favor of City to facilitate the sale of Manager's interest under the circumstances provided in section 6.8 in the event Manager is unable or unwilling to cooperate in the sale. 6.4 No additional mortgages or liens. Except liens for taxes, special assessments, and the first deed of trust referred to above, Manager shall not cause any lien or mortgage to be recorded against the home except as expressly authorized in writing by the City Council. The City Council shall not unreasonably withhold permission for refinancing or equity loans that do not impair City's interest in the home. 6.5 Property Taxes and Insurance. Manager will pay property taxes proportionate to Manager's equity ownership interest in the Property, as determined by subsection 6.3.5 above and City will be responsible for its proportionate share. The equity share of Manager may be provided through the City Loan or Manager's Contribution or both. Manager will pay for all insurance on the home without reimbursement from City, except as provided below. If City contributes to the purchase price of the Property, Manager will obtain, and agrees to continue to maintain in force, comprehensive 7 homeowner's insurance (H0-3), including earthquake and, if applicable due to location, flood coverage, for as long as City has a security interest or equity share in the home. All such insurance will state the respective interests of the parties and provide that the proceeds of any such insurance shall be paid to the parties as their respective interests _app.ear._.City shallpr.ovideandlor.p_ay the costof earthquake and_floodinsurance. _ 6.6 Occupancy and Maintenance. Manager will reside at the Property from the time of purchase and initial occupancy and will continue to occupy the Property at all times as his principal residence during the term of this Agreement. Manager will maintain the home in good condition and in compliance with all applicable codes. Manager shall be solely responsible for all maintenance and repair costs, including deductibles and repair and restoration of uninsured losses. 6.7 Capital Improvements. Manager may, at his sole expense, make such improvements to the· home as he deems beneficial, provided such improvements do not cause the value of the Property to decline. For purposes of this agreement, a capita~ improvement is the addition of a permanent structural improvement or restoration of some aspect of the Property that either increases the Property's resale value or increases its useful life. With the approval of City, the actual cost of each capital improvement with a cost in excess of Ten Thousand and No/100 Dollars ($10,000.00) will be treated as an addition to Manager's Contribution and used to reallocate equity ownership interests at the time of sale, as provided in subsections 6.8 and 6.9, below, in such amount(s) as the parties may mutually agree. City's approval, when sought for a capital improvement that will result in the reallocation of equity ownership interests, must be obtained in writing prior to the initiation of the capital improvement and may be withheld in City's sole and absolute discretion. · 6.8 Sale. The sale of the home will occur on the happening of one of the following: a. subsections 6.9 and 6.1 O; At the option of Manager, subject to the provisions of b. The passing of 18 months following the termination of the employment of Manager for any reason, whether voluntary or involuntary; c. At the option of City, upon the occurrence of any default, as defined in any agreement or document related to purchase or holding of the Property, including the purchase and financing terms of this Agreement; d. Should the Manager permanently move out of the Property or cease to use the Property as his primary residence; and 8 e. Upon mutual agreement of the parties. Notwithstanding the above, one party may purchase the home by buying the interest of the other as provided in subsection 6.10. 6.9 Proceeds On Sale. Upon sale of the home, the proceeds ()~f sale shall be divided between the parties as follows: a. The costs of sale, including, but not limited to escrow fees, real estate broker's fees, and related expenses shall first be deducted from the gross sales price to reach a net sales price ("Net Sales Price"); b. "Manager's Equity Share" will be equal to his equity ownership percentage, determined by subsection 6.3.5 and, if applicable, subsection 6.7, above, multiplied by the Net Sales Price and "City's Equity Share" will be equal to its equity ownership percentage, determined by subsection 6.3.5 and, if applicable, subsection 6. 7, above, multiplied by the Net Sales Price; c. The outstanding balance of the City Loan, together with any accrued, but unpaid, interest and all other amounts shall be deducted from Manager's Equity Share and paid to City pursuant to the terms of the City Loan, and Manager shall receive the remainder; and d. City shall be paid the City's Equity Share, calculated as set forth in clause (b) above; amounts paid in connection with the City Loan are independent of City's Equity Share and shall not be credited toward City's Equity Share and vice versa. 6.10 One Party's Right to Purchase the Interest of the Other Party. 6.10.1 City Right. If Manager determines to put the home up for sale, either while he is still employed or after his employment is terminated, City shall have the right to purchase Manager's interest rather than have the home sold and the proceeds divided as provided above. In order to value the interests of the parties in the home at that time, the home will be appraised, at City's expense, by a qualified real estate appraiser acceptable to both parties. If the parties are unable to agree on an appraiser, each party may hire and pay for its own appraiser. The value of the home will be the average of the two appraisals. After the value of the home is determined, City may purchase Manager's interest in the home, the value of which shall be calculated using the formula set forth in subsection 6.9; and 9 6.10.2 Manager's Right. At any time while still employed by the City in good standing, Manager may purchase the home by paying to City its Final Equity Share as calculated under subsection 6.9 and paying any other amounts outstanding, as provided in subsection 6.9 ( c) (including the outstanding balance on the _l9@, i!_itere§t1lll:Q_ C?!h~!ill!!_O~P:~1-ll!_~rd~r t9 __ ~ete~~ne !h~-in~!~~!~~f !!!e pa!!ie_~-~-!!_1~-­ home at the time, the home will be appraised, at City's expense, by a qualified real estate appraiser acceptable to both parties. If the parties are unable to agree on an appraiser,. each party may hire and pay for.its own appraiser. The value of the home will be.the average of the two appraisals. 7. Duration of Employment. Manager understands and agrees that he has no constitutionally protected property or other interest in his employment as City Manager. He understands and agrees that he works at the will and pleasure of the City Council and that he may be terminated, or asked to resign at any time, with or without cause, subject only to the requirements of Section 3 of Article IV of the Charter, a copy of which has been provided to Manager. It is understood that the public hearing accorded Manager upon termination as provided in the referenced section of the Charter is not a hearing in which witnesses will be called and examined nor in which Manager may formally contest the reasons for termination. The hearing is solely for the purpose of Manager being able to publicly respond to any reasons given for his termination by the City Council. 7 .1 Severance Pay. If Manager is terminated or asked to resign in lieu of termination, he shall receive a cash payment, or payments (without interest) at intervals specified by Manager, equivalent to the sum of his then-current monthly salary multiplied by twelve {12) and the cash value, as reasonably determined by City, of his monthly non-salary benefits multiplied by twelve (Ii). The monthly_non-salary benefits shall be those specified in sections 4 and 5.2. All normal withholdings as required by law shall be made with respect to any amounts paid under this section. 7.2 Non-Payment of Severance Under Certain Conditions. If the termination of Man.ager is the result of conviction of a felony, he shall not be paid any severance pay. 8. Payment of Expenses of Employment. City shall pay the following usual and customary employment expenses: 8.1 The cost of any fidelity or other bonds required by law for the City Manager. 10 y ) e s s MANAGER: James R. Keene, Jr. c/o 250 Hamilton Avenue Palo Alto, CA 94301 Phone: (650) 329-2563 ... FAX: (650) 325-5025. 9.2 Entire Agreement/Amendment. This Agreement constitutes the entire understanding and agreement between the parties as to those matters contained in it, and supersedes any and all prior or contemporaneous agreements, representations and understandings of the parties. This Agreement may be amended at any time by mutual agreement of the parties, but any such amendment must be in writing, dated, and signed by the parties and attached hereto. 9.3 Attorney's Fees. If any legal action or proceeding is brought to enforce or interpret this Agreement, the prevailing party as determined by the court shall be entitled to recover from the other party all reasonable costs and attorney's fees, including such fees and costs as may be incurred in enforcing any judgment or order entered in any such action. 9.3.l Alternate Dispute Resolution. Nothing in this subsection shall be read to prevent the parties from agreeing to some alternative method of dispute resolution. If such a method is agreed to, any final determination shall include an award of attorney's fees and costs by the presiding officer. 9.4 Severability. In the event any portion of this Agreement is declared void or unenforceable, such portion shall be severed from this Agreement and the remaining provisions shall remain in effect, unless the result of such severance would be to substantially alter this Agreement or the obligations of the parties, in which case this Agreement shall be immediately terminated. 9.5 Waiver. Any failure of a party to insist upon strict compliance with any term, undertaking, or condition of this Agreement shall not be deemed to be a waiver of such term, undertaking, or condition. To be effective, a waiver must be in writing, signed and dated by the parties. 9.6 Employee's Independent Review. Employee acknowledges that he has had the opportunity and has conducted an independent review of the financial, tax and legal effect of this Agreement. Employee acknowledges that he has made an independent judgment upon the financial, tax and legal effects of this Agreement and has ·not relied upon any representation of City, its officers, agents or employees other than those expressly set forth in this Agreement. 12 9.7 Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Manager and City agree that venue for any dispute shall be in Santa Clara County, California. 9.8 Section Headings. The headings on each of the sections and subsections of this Agreement are for the convenience of the parties only and do not limit or expand the contents of any such section or subsection. Dated: ~-U, ~y CITYOFPALOALTO Attest Au<;/ffiib City Clerk / ·· Dated: ~---<("...-cf?6 Approved as to Form: By_s=;.,...__,~---t-t-;_:;~J)e~· .. - Larry Klein Mayor MANAGER ~ ~ City Attorney /I 13 THE FOREGOING DOCUMENTISCERTIFIEDTOBE '~~tzJ~1. A CORRECT COPY OF THE ORIGINAL. ON Fll.E.1~~ ·~?.,~:~'f~:P: ... 1 ,,;4 "lcertlfy(ordeclare)un . ,;. \.,,TV CLERK, of perjury that t\le foregoin s true CITY OF PALO ALTO and correct." )\ . . . , / J YPIA '· '" -0. I 0 .,;·]'{(;'.~ ~ _i~~-LQ. _ C .H--'~ t{.,h~ or-Mid-\ lb. 0\--· ... ~ EXHIBITS ) AMENDMENT NO. ONE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. This is Amendment Number One to the Employment Agreement Between th%City of Palo Alto ("City") and James R. Keene, Jr., its City Manager ("Manager"), effective ~ -i. < 2008. RECITALS The following recitals are a substantive portion of this Agreement: 1. The original Employment Agreement ("Contract") was entered into between City and Manager for the provision of employment. 2. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, tenns, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 3.2 of the Employment Agreement Between the City of Palo Alto and .Jam~s R. K~ene, Jr., is hereby amended to read as. follows, deleting the tenns shown in strikethrough: II II II II II II "Salary Adjustments. Manager shall be entitled to the same percentage increase in his pay as any inflation or similar adjustment that the City Council approves which applies to all Management and Professional Personnel and Council Appointees. Not less than once each year, the City Council shall meet for the express purpose of evaluating the perfonnance of Manager and determining whether to graRt him an individual ineee.tive a·.vard based OH perfonnaaoe. The City Crn:mcil will aet iH good faith iH determmiBg ·.vhether to pro-vide the iBcee.tive award, but the ultimate decisioo ia this regard is within the sole . discretioo of the City Council. The Council retains the discretion to grant special labor market and/or internal equity adjustments to the Manager." 080729 mb 8260836 - 1 - EXHIBIT C ) AMENDMENT NO. TWO TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. This Amendment No. Two to EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR. ("Agreement") is entered into on August 2, 2010 by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and JAMES R. KEENE, JR. ("Manager"), an individual, located at 250 Hamilton Avenue ih Floor, Pale Alto, CA. RECITALS: WHEREAS, the original EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND JAMES R. KEENE, JR., attached hereto and incorporated herein as Exhibit "A" was entered into between the parties for the services as City Manager on or about August 8, 2008;and WHEREAS, the parties wish to amend the Contract; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1: Section 6. 7 .1. Approval of Capital Improvements of $50,000 or Less is hereby added to read as follows: "6.7.1. Approval of Capital Improvements of $50,000 or Less. For capital improvements of less than $50,000 resulting in a change in equity share, "City Approval" may be granted in writing by the Mayor." SECTION 2: Section 6.7.2. Capital Improvements Loan is hereby added to read as follows: "6. 7 .2. Capital Improvements Loan. City shall loan the Manager a sum not to exceed $125,000 at the loan interest rates and term in Section 6.3.3, to be used for capital improvements to the home on a matching contribution basis ("Capital Improvements Loan"). For every dollar the City Manager contributes through a Manager's Contribution to capital improvements, the City will loan the Manager an equivalent amount in matching funds, capped at a total Capital Improvements Loan of $125,000. For example, if the City Manager makes a contribution of $50,000 (Manager's Contribution), the City will loan the Manager $50,000 for a total of $100,000 in capital improvements. If the Manager makes a contribution of $150,000 (Manager's Contribution), the City's loan match will be capped at $125,000. Such capital improvements and a City Capital Improvements Loan can be made in increments but in no case will the City loan the Manager a total of more than $125,000 for capital improvements. The loan amount will result in a reallocation of ownership interest where the City's interest will decrease and City Manager's interest will increase as described in paragraph 6. 7. 1 100727 sh 0111497 } ) ) ) SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed th1s Amendment on the date first above written. APPROVED AS TO FORM: APPROVED: Mayor By:r¥M Ii./ Nam;J?A-.fc <c/~tA(f Title:· M t:&Lt & Attachments: EXHIBIT "A": EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO AL TO AND JAMES R. KEENE, JR. 2 100727 sh 0111497 City of Palo Alto (ID # 4457) City Council Staff Report Report Type: Consent Calendar Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Amendment to City Clerk Employment Agreement Title: Approval of Amendment to City Clerk Employment Agreement From: City Manager Lead Department: Human Resources Recommendation The Council Appointed Officer Committee recommends that Council approve an amendment to the employment contract of City Clerk Donna Grider to increase her annual salary to $134,785 effective July 1, 2013, and remove the provision that automatically grants the City Clerk the same salary adjustments that the City Council approves for all Management and Professional Personnel and Council appointees. Recommendation and Discussion The Council Appointed Officer (“CAO”) Committee recommends that Council amend City Clerk Donna Grider’s employment contract to award a merit increase of two percent to increase her annual salary to $134,785 effective July 1, 2013, and to remove the provision granting the City Clerk the same salary adjustments that the City Council approves for all Management and Professional Personnel and Council appointees. Removing the provision that grants the City Clerk salary increases that the Council approves for Management and Professional employees will mean that the City Clerk’s salary will not automatically increase if the Council increases salaries for the Management and Professional employees. Rather, the City Clerk’s salary will remain at the level approved today unless and until Council specifically votes to change it. Resource Impact City of Palo Alto Page 2 It is expected that the City Clerk’s Office budget will be able to absorb the additional cost for FY 2014 within existing budgeted resources. Environmental Review (If Applicable) Approval of this amended employment agreement will not result in any environmental impact. Attachments:  Amendment No. Five to Grider Employment Agreement and Exhibits (PDF) AMENDMENT NO. FIVE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND DONNA GRIDER This AMENDMENT NO. FIVE to the EMPLOYMENT AGREEMENT (“Agreement”) is entered into on March ____, 2014, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“City”), and DONNA GRIDER (“Clerk”), an individual, located at 250 Hamilton Avenue 7th Floor, Palo Alto, CA. R E C I T A L S: WHEREAS, the original EMPLOYMENT AGREEMENT between the City of Palo Alto and Donna Rogers (Grider), attached hereto and incorporated herein as Exhibit “A” was entered into between the parties for the services of City Clerk on or about July 2, 2001; and WHEREAS, AMENDMENT NO. ONE to the Agreement, attached hereto and incorporated herein as Exhibit “B” was entered into between the parties on or about August 1, 2005; and WHEREAS, AMENDMENT NO TWO to the Agreement, attached hereto and incorporated herein as Exhibit “C” was entered into between the parties on or about December 5, 2005; and WHEREAS, AMENDMENT NO. THREE to the Agreement, attached hereto and incorporated herein as Exhibit “D” was entered into between the parties on or about December 12, 2005; and WHEREAS, AMENDMENT NO. FOUR to the Agreement, attached hereto and incorporated herein as Exhibit “E” was entered into between the parties on or about August 12, 2008; and WHEREAS, the parties wish to amend the Agreement; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1: Section 3 of the Agreement, Compensation, is hereby amended to read as follows: 3. Compensation. Clerk shall be compensated as provided in this Section 3. 3.1 Compensation. Clerk shall receive an initial base annual salary of Eighty Four Thousand One Hundred Seventy Seven Dollars ($84,177.00) commencing on the Employment Start Date. Commencing on and continuing from the pay period including July 1, 2013, Clerk’s annual base salary shall be increased to One Hundred Thirty Four Thousand Seven Hundred Eighty Five and No/100 Dollars ($134,785.00), prorated and paid on the City’s normal paydays. 1 3.2 Salary Adjustments. The City Clerk shall be entitled to all Council approved salary increases provided to other managers in the City’s unrepresented group of managers. These increases are typically provided to other managers via control point increases to the City’s Management and Professional employees. Not less than once each year, the City Council shall meet for the express purpose of evaluating the performance of City Clerk. The Council retains the discretion to grant special labor market and/or internal equity adjustments to the City Clerk. The compensation comparison shall be done against the labor market or internally and shall be done on a total compensation basis. Total compensation is the sum of all salary and benefits paid. // // // // // // // // // // // // 2 SECTION 2. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. ATTEST: _____________________________ Assistant City Clerk APPROVED AS TO FORM: _____________________________ City Attorney CITY OF PALO ALTO ___________________________ Nancy Shepherd Mayor Dated:_____________________ CLERK __________________________ Donna Grider Dated:____________________ Attachments: Exhibit A: EMPLOYMENT AGREEMENT between the City of Palo Alto and Donna Rogers Exhibit B: AMENDMENT NO. ONE to EMPLOYMENT AGREEMENT between the City of Palo Alto and Donna Rogers Exhibit C: AMENDMENT NO. TWO to EMPLOYMENT AGREEMENT between the City of Palo Alto and Donna Rogers Exhibit D: AMENDMENT NO. THREE to EMPLOYMENT AGREEMENT between the City of Palo Alto and Donna Rogers Exhibit E: AMENDMENT NO. FOUR to EMPLOYMENT AGREEMENT between the City of Palo Alto and Donna Rogers (Grider) 3 EXHIBIT A ) / EMPLOYMENT AGREEMENT THIS AGREEMENT is between the City of Palo Alto, a municipal corporation and chartered c:ity ("City") and Donna Rogers C'Clerk" )·. It is effective on. the latest date next to the signatures on the last page. This Agreement is entered into on . the basis of. the following facts, among others: A. City, acting by and through its duly elected City Council,· desires to employ Clerk as its City Clerk subject to the terms and conditions set forth in this Agreement and in the Charter of the City of Palo. Alto (the "Charter"). B. Clerk desires to be employed by the City as its City Clerk, subject to the terms and conditions set forth in this Agreement and in the Charter. C. City and Clerk desire to establish specific terms and conditions relating to compensation and benefits, performance evaluations, and related matters. D. The Charter provides, among other things, that the City Clerk shall be appointed by the City Council and that she may be removed at the pleasure of the City Council. E. · Clerk desires a predictable · amount of severance notice and severance pay should her employment be ·terminated. F. City, mindful of the frequency, administrative disruption, and expense of employment-related litigation, desires to prevent litigation arising from any termination of the employment relationship.with Cle.rk. BASED UPON THE FOREGOING, CITY AND CLERK AGREE AS FOLLOWS: 1. Employment. Clerk indefinite term since February 16, has at all times been satisfactory. has been employed for an 1999. Clerk's performance 2. Duties of Clerk. . Clerk shall perform the duties established for the City Cletk by the Charter, Palo Alto Municipal Code, direction of the City Council, or as otherwise provided by law, ordinance, or regulation. -1- 010627 ape 0052749 2 .1. Full Energy and Skill. Clerk. shall devote her. full energy, skill, ability, and productive time to· the performance of Clerk's duties. 2.2. No Conflict. Clerk shall not engage in any . employment, activity, consulting. service, or other enterprise, for compensation. or otherwise, which is actually or potentially in conflict with, inimical to, or which interferes with the perf.ormance of Clerk's duties. 2. 3 Permission Required For Outside Activities. Clerk shall not engage in any employment, activity, consul ting service, or other enterprise, for compensation or otherwise, without the express permission of the City Council. 3. Compensation. Clerk shall be compensated as provided in this Section 3. 3 .1. Compensation. Clerk shall receive an initial base annual· salary of Eighty Four. Thousand One Hundred Seventy. Seven Dollars ($84, 177. 00) commencing on the Employment Start Date. 3. 2. Salary Adjustments. Not less than once each year, the City Council shall meet for the express purpose of evaluating the performance of Clerk and determining whether ~o increase her base ~alary. The City Council will act in good faith in determining whether to increase the salary of Clerk, but the ultimate decision in this regard is within the sole discretion of the City Council. 4. Regular Benefits and Allowances. Clerk will be el'.igible for, and shall receive, all regular benefits (i.e., health insurance, PERS contribution paid by City, etc.) and vacatton, sick leave, and manag~ment leave as are generally provided to management employees and Council-Appointed Officers from time to time by the City Council. 5. Additional Benefits and Allowances. In addition to the benefits specified in section 4, Clerk shall receive the following additional beriefits and allow~nces~ 5 .1. Deferred Compensation. City shall pay a total of Six Hundred Dollars ($600.00) per month into an Internal ·Revenue Code section 457 deferred compensation plan and an Internal Revenue Code section 401A defined contribution pl~n established for Clerk. Clerk shall specify how the payment is to be divided between the two plans.· City shall take all -2--- 011206 ape 0052479 actions necessary to establish the section 401A plan with ICMA- Retirement Corporation, or other mutually acceptable trustee, for the benefit of Clerk, including any administrative or set-up fees. 5. 2. Automobile·. . Clerk shall automobile expense allowance as provided in Compen.sation Plan because her duties· require unrestricted use of an automobile. receive a City the Management exclusive and 5. 3. Parking. City · shall provide parking at the Civic Center at no cost to Clerk. 6. Additional Expenses of Employment. Ci.ty shall pay the following usual and customary employment expenses. 6.1. The cost of any fidelity or other bonds required by law for the City Clerk. 6. 2. The cost ·to defend and indemnify Clerk to the full extent of the law as provided by the California Tort Claims Act (Gov. Code, § 810, et seq.), or otnerwise. Reimbursement for expenses reasonably incurred in representing the interests of the City while outside its jurisdiction; 'including, but not limited to the cost of lodg.:j_ng, meals, and related items. 7. Duration of Employment. Clerk understands and agrees that she has no constitutionally protected property or other interest in her employment as City Clerk. She understands and agrees that she works at the will and pleasure of the City Council and that she may be terminat.ed, or asked to resign, at any time, with or without cause, subj~ct only to any limitations which are now, or which may in the future, be included· within the City Charter. 7 .1. Severance Pay; If Clerk is asked . to resign or is terminated as City Clerk she shall receive a cash severance payment, or payments (without interest) at; intervals specified by Clerk, calculated as provided b~low in section 7.1.1. For the purpose of ·explaining the parties' intent b~fore setting forth the specific formula in section 7 .1. 1 below, the .severance payment is intended. to approximate 6 months salary and benefits, plus 1 additional week of salary and.benefits for each year of employment up to a maximum of 9 months in total. -3- 011206 ape 0052479 ) 7.1.1. Equation. The severance payment shall be balculated by adding Clerk's then-current monthly salary and non-salary benefits (the .c~sh value of which will be reasonably determined by City), ·then multiplying the result by the lower of 9 or sum of 6 and the quotient of Clerk'.s total nu:rnh>er years of City employment (rounded to the nearest year) divided by 4. The severance payment is expressed as the lower of ( · ) ( YearsEmployed) ( ) Sal~ry +Benefits x 6 + .. 4 or. Salary+ Benefits x 9 · For example, if Clerk were terminated after 10 years, and 3 months, she would receive 6 months salary and benefits, plus 2.5 months salary and benefits (the restilt of 10 years, 3 months rounded to the nearest yeai then divided b~ 4). Also by way of example, if Clerk were terminated after 15 years, she would receive 6 months salary and benefits plus 3 months salary and benefits becaus'e even though the result of 15 years divided by 4 is 3. 75, ·severance payments are capped at 9 months.' 7.1.2 The monthly non-salary benefits shall be those specified in section 4 and 5. All normal withholdings as required by law shall be made with respect to any amounts paid under this section. 7.1.3 Non-Payment of Severance Under Certain Conditions. If the termination of Clerk is the result of conviction of a felony, she shall not be paid any severance pay. 8 .. Miscellaneous. 8.1. Notices.· Notices given undei this Agreement shall be in writing and shall be either: a) served personally; or b) sent by facsimile (provided a hard copy is mailed within one (1) business day); or c) delivered by first-class United States mail, certified, witll postage prepaid and a return receipt requested; or d) sent by Federal Express, or some equivalent private mail delivery service. Notices shall be deemed received at the earlier of. actual receipt or three ( 3) days following deposit in the United States mail, postage prepaid. Notices shall be directed to the addresses shown below, provided that a party may change such party's address for notice by giving written notice to the other party in accordance with this subsection. II II -4- 011206 ape 0052479 .. CITY: CLERK: Attn: Mayor City of Palo.Alto 250 Hamilton Avenue Palo Alto, CA 95901 Phone: ( 650) 32 9-222 6 FAX: , ( 650) 328-3631 Donna Rogers 250 Hamilton Avenue Palo Alto, CA 94301 Phone: .(650) 329-2226 FAX: (650) 328-3631 8.2. Entire Agreement/Amendment. This Agreement constitutes the entire understanding and agreement between the parties as to those matters contained in it, ahd supersedes any and all prior or contemporaneous agreements, representations and understandings of the parties. This Agreement may be amended at any time by mutual agreement of the parties, but any such amendment must be in writing, dated, and signed by the parties and attached hereto. 8. 3. Applicable Law and Venue. This Agreement shall be interpreted according to · the laws of the State of California. Venue of any action regarding this Agreement shall be in the proper court in Santa Clara County. 8. 4. Attorney's Fees. If any legal action or proceeding is brought to enforce or interpret this Agreement, the prevailing party as determined by the court shall be entitled to recover from the other .party all reasonable costs and attorney's fees, including such fees and costs as may be incurred in enforcing any judgment or order entered in any such action. Nothing in this subsection shall be read to prevent the parties from agreeing to some alternative method of dispute resolution. If such a method is agreed to, any final determination shall include an award of attorney's fees and co~ts by the ptesiding officer. 8.5 .. Severability. In the.event any portion of · this Agreement is decl~red void, such portion shall be severed from this Agreement and the remaining provisions· shall remain in effect, unless the result of such severance · would be to ·substantially alter this Agreement or the obligations of the -5- 011206 ape 0052479 j J parties, in which case this Agreement shall be immediately terminated .. 8. 6·. Waiver. Any failure of a party to insist upon strict compliance with any term, undertaking, or condition of this Agreement ·shall not be deemed to be a waiver o:!= such term, undertaking, or condition. To be. effective, a waiver must be in writing, signed and dated by the parties. 8.7. Representation by Counsel. Clerk.and City acknowledge that they each did, or· had the opportunity to~ consult ·with legal. counsel of their iespective choices with respect to the matters that are the subject of this Agreement prior to executing·it. 8. 8. Section Headings. The headings on each of the sections and subsections of this Agreement are for the convenience of the parties only and do not limit or expand the contents of any such section or subsection. Dated: July 2, 2001 Dated: July 2, 2001 Attest: Approved a By: Ar el Pierre Calonne City Attorney · 011206 ape 0052479 CITY OF PALO ALTO By ·~~L M or CLERK -6- EXHIBITB ) ) AMENDMENT NO. ONE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND DONNA ROGERS This is Amendment No. One to the Employment Agreement Between the City of Palo Alto ("City") and Donna Rogers, its City Clerk ("City Clerk") , effective August J , 2005. RECITALS The following recitals are a substantive portion of this Agreement: 1. entered into employment. The original Employment Agreement ("Contract") between the parties for the provision 2. The parties wish to amend the Contract. was of terms, agree: NOW, THEREFORE, in consideration of the conditions and provisions of this Amendment, covenants, the parties SECTION 1. Section 3. 2 of the original Contract is hereby amended to read as follows: 050725 sm 826013Ia "Salary Adjustments. The City Clerk shall be entitled to all Council approved salary increases provided to other managers in the City's unrepresented group of managers. These are typically provided to other managers via control point increases to the City's Management and Professional employees. Not less than once each year, the City Council shall meet for the express purpose of evaluating the performance of the City Clerk and --determining whether to -grant her. an indivi.d'µal incentive award based on performance. The City Council will act in good faith in determining whether to provide the incentive award,-but the ultimate decision in this regard is-·-·-wi-th~n --the sole discretion of the City Council. The Council also retains the discretion to grant special labor market and/or internal equity adjustments to the City Clerk. The compensation comparison shall be against the labor market or internally and shall be done on a total compensation basis. Total compensation is the sum of all salary and benefits paid." 1 '·~ -- SECTION 2. provisions of the subsequent amendments effect. Dated: August l, 2005 Dated: July 27, 2005 ATTEST: :/J2f'ut:f City cfetk APPROVED AS TO FORM: 050725 sm 8260131a Except Contract, thereto, ) as herein modified, all other including any exhibits and shall remain in full force and CITY OF PALO ALTO ~ Jim Burch Mayor 2 EXHIBIT C ' ) ) ) AMENDMENT NO. TWO TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND DONNA ROGERS This is Amendment No. Two to the Employment Agreement·. Between the City of Palo Alto ("City") and Donna Rogers, its City Clerk ("City Clerk") , effective /.:L-5 , 2 005. RECITALS The following recitals are a subs tan ti ve portion of this Agreement: 1. entered into employment. The original Employment Agreement ("Contract") between the parties for the provision 2. The parties wish to amend the Contract. was of terms, agree: NOW, THEREFORE, in consideration of the conditions and provisions of this Amendment, covenants, the parties SECTION 1. Section 7 entitled "Duration of Employment" of the original Contract is hereby amended to read as follows: II II 051129 sm 8260184 "Duration of Employment. Clerk understands and agrees that she has no constitutionally protected property or other interest in her employment as City Clerk. She understands and agrees that she works at the will and pleasure of the City Council and that she may be terminated, or asked to resign, at any time, with or without cause, subject only to any limitations which are now, or which may in the future, be included within the City Charter. However, notwithstanding any other provision in this agreement, Clerk shall not be terminated without cause during any ninety ( 90) day period following the commencement of a term of office for any new City Council member." 1 ) SECTION 2. provisions of the subsequent amendments effect. Dated: Dated: ATTEST: ) Except as herein modified, all other Contract, including any exhibits and thereto, shall remain in full force and CITY OF PALO ALTO Jim Burch Mayor Donna Rogers i)wu~ City Clerk~ APPROVED AS TO FORM: ~ Deputy City Attorney 051129 sm 8260184 2 EXHIBIT D ) AMENDMENT NO. THREE TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND DONNA ROGERS This is Amendment No. Three to the Employment Agreement Between the City of Palo Alto ("City"_) and Donna Rogers, its City Clerk ("City Clerk"), effective .DecerY\h@r IJ...., 2005. RECITALS The following recitals are a substantive portion of this Agreement: 1. entered into employment. The original Employment Agreement ("Contract") between the parties for the provision 2. The parties wish to amend the Contract. was of terms, agree: NOW, THEREFORE, in consideration of the conditions and provisions of this Amendment, covenants, the parties SECTION 1. Section 4 entitled "Regular Benefits and Allowances" of the original Contract is hereby amended to read' as follows: II II II 051221sm8260192 "4. Regular Benefits and Allowances. Clerk will be eligible for, and shall receive, all regular benefits (i.e., health insurance, PERS contribution paid by City, etc.) and sick leave and management leave as are generally provided to management employees and Council-Appointed Officers from time to time by the City Council. 4 .1. Vacation Accrual. Clerk's vacation accrual rate shall be calculated based upon years of service in PERS." 1 SECTION 2. provisions of the subsequent amendments effect. Dated: Dated: ATTEST: City Clerk APPROVED AS TO FORM: ) Except as herein modified, all other Contract, including any exhibits and thereto, shall remain in full force and CITY OF PALO ALTO Mayor D~tf~G?~ 1J!!s~ Deputy City Attorney 051221sm8260192 2 EXHIBIT E ) \ J AMENDMENT NO. FOUR TO EMPLOYMENT AGREEMENT BETWEEN THE CITY OF PALO ALTO AND DONNA ROGERS (GRIDER) This is Amendment Number Four to the Employment Agreement Between the Cify of Palo Alto ("City") and Donna Rogers (Grider), its City Clerk ("City Clerk"), effective __ _ 2008. . RECITALS The following recitals are a substantive portion of this Agreement: 1. The original Employment Agreement ("Contract") was entered into between City and City Clerk for the provision of employment. 2. The parties wish to amend the Contract. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION I. Amendment No. One (amending section 3.2 of the original Contract) to the Employment Agreement Between the City of Palo Alto and Donna Rogers (Grider) is hereby amended to read as follows, deleting the terms shown in strikethrough: II II II "Salary Adjustments. The City Clerk shall be entitled to all Council approved salary increases provided to other managers in the City's unrepresented group of managers. These increases are typically provided to other managers via control point increases to the City's Management and Professional employees. Not less than once each year, the City Council shall meet for the express purpose of evaluating the performance· of the City Clerk aad determiaiag '+vhether to grllflt her aB iadiviooal iaeeative award based oo performaBee. The City Coooeil will aet iB good faith m determiaieg v!hether to pro•lide the ineeetive &'+'lard, tmt the l:lkii'Bate deeisiOB m this regard is withiB the sole diseretioe of the City Col:lBeil. The Council retains the discretion to grant special labor market and/or internal equity adjustments to the City Clerk. The compensation comparison shall be done against the labor market or internally and shall be done on a total compensation basis. Total compensation is the sum of all salary and benefits paid." 080729 mb 8260834 - I - ) ) SECTION 2. Except as herein modified, all other provisions of the Contract including any exhibits and subsequent amendments thereto, shalt remain in full force and effect. Dated: ~8"~/~' d:_/_O(-__ ATTEST: . /. ·~~~ Deputy City Clerk Melissa C. Tronquet Deputy City Attorney 080729 mb 8260834 CITY OF PALO ALTO -2- CITY OF PALO ALTO OFFICE OF THE CITY ATTORNEY March 24, 2014 The Honorable City Council Palo Alto, California Council Direction on Whether to Submit Utility Users Tax Modernization Ordinance to Voters in November 2014 Election Recommendation Staff recommends the City Council direct staff to bring to Council an amendment to the Utility User Tax to modernize the telecommunication provision. A copy of a proposed ordinance addressing telecommunication modernization is included as Attachment A. In addition, staff requests direction on whether to include in the UUT amendment an adjustment to the large volume discount provision that applies to gas, electric and water services. Background The voters approved Palo Alto’s Utility Users Tax (UUT) in 1987. This general tax applies to electricity, gas, water and telephone service. There have been no amendments to the ordinance since 1987. The UUT represents 7 percent or $11.0 million of the City’s FY 2014 general fund revenue. As a general tax it is a vital element in the funding of city services. The telecommunications portion of total UUT revenue is $2.8 million or nearly 2 percent of general fund revenue. Below is a chart showing FY 2014 UUT budgeted revenue compared to the general fund’s other revenues. Page 2 In recent years, many cities have modernized their UUT ordinances by voter approval to reflect the migration from traditional landline telephone use to new electronic communication technologies, such as wireless and VOIP. In California, approximately 150 cities and 4 counties have UUT’s. In recent years, approximately 40 percent of these cities/counties have modernized their ordinances by voter approval. In Santa Clara County many cities have either modernized their UUT ordinances in the past five years or are currently considering doing so. Utility Users Tax rates range from 1% to 11%. The particular utilities to which the tax is applied vary. In some cities different rates apply to residential versus commercial users. The most common rate (the mode) is 5%, applied broadly among many types of utilities. The average rate (mean) is 5.5% with a standard deviation of 2.1%. Palo Alto’s UUT rate is 5%, with a lower tiered rate for high volume users. Because most large cities have UUTs, half of California residents and a majority of businesses pay a utility users tax. A recent article by Michael Coleman providing further background on UUT trends is included as Attachment B. In past years, the City Attorney’s office has recommended that the City modernize its UUT. UUT modernization was also raised at the Infrastructure Committee and staff was directed to return to the full Council for discussion on whether to place a UUT modernization measure on the upcoming November ballot. Page 3 Discussion Telecommunication Modernization Improvements Staff recommends the following amendments to the Telephone Tax. Note that these amendments adjust the language of the ordinance to clarify and protect its intended scope now and into the future. Based on historical tax receipts and our understanding of the accounting practices of telephone service providers, staff believes that most telephone users (including smart phone users) are already paying UUT on the majority of telephone related services they use. For this reason, the typical telephone user likely will not experience an increase in taxes if these amendments are adopted. Removal of Exemptions The City’s current UUT ordinance contains certain exemptions that are relics of earlier landline telephone- based systems and no longer relevant or legally required (Palo Alto Municipal Code Section 2.35.090). Like many older ordinances, the City’s current ordinance does not apply to charges that are exempt from the Federal Excise Tax and California’s 911 Surcharge. The ordinance also exempts “land mobile services or maritime mobile services” and it does not apply to telephone corporations. These restrictions are not legally required and could dramatically reduce the amount of tax the City collects by limiting the tax primarily to local calls. The proposed amendment would eliminate these exemptions. The most important change contained in the proposed ordinance would eliminate the exemption for charges not subject to the Federal Excise Tax. The Federal Excise Tax (FET) provision used to be very common and is still found in many telephone user tax ordinances. It is a relic of previous times when charges for non-local telephone calls were based on the distance of the call. The FET states that it applies to “local telephone service,” “toll telephone service,” and “teletypewriter exchange service.” (26 U.S.C. Section 4251.) Starting in 2005, a series of federal appellate court decisions held that the FET only applies to local calls and non- local calls in which the charges are based on both time and distance. As time and distance billing is a now an outdated billing practice, many cities with ordinances tied to the FET have eliminated this provision. Extension to Interstate and International Calls Currently the City’s telephone user tax only applies to intrastate telephone calls (i.e., calls placed within California). Although interstate and international telephone calls generally account for only 15% of all phone charges, this restriction is unnecessary. Again it is a relic from the days when interstate and international calls were treated substantially differently from intrastate calls and were much more expensive. Modernize Definition of Telecommunications Telecommunications technology is changing rapidly, and Proposition 218’s requirement that modifications to a tax must be approved by the voters makes it difficult for a tax to keep up with these changes. The proposed ordinance updates the definition of telephone communications services to include all forms of electronic communication that currently exist. Page 4 Staff also recommends that the modernization include a provision for new technologies that may develop in the future. Note that local taxation of internet related services is currently an evolving area. Under the federal Internet Tax Freedom Act, “internet access” is not taxable by cities, but under Section 1105 of the Act, as amended in 2007, VOIP is not considered an "internet access." The Internet Tax Freedom Act expires in November 2014, though there are two pending bills which would extend its terms. The proposed ordinance exempts services that are otherwise exempt under federal or state law. Bundling Provision The proposed ordinance includes a new “bundling” provision. This would provide that if taxable and non-taxable charges are combined in a bill and cannot be easily differentiated, then the tax applies to all of the charges. This prevents service providers from trying to hide taxable charges behind nontaxable charges. Large Volume Discount In addition, the overall UUT structure provides a discount for large volume commercial users of electricity, gas and water. This discount can be viewed as contrary to current city goals of energy conservation. Whether to maintain, reduce or eliminate the large user discount is a policy matter for Council to determine. Note that in the recently approved Stanford University Medical Center Development Agreement, Stanford agreed to eliminate the lower tiered rates for all electric, gas and water charges associated with the new buildings. This concession was in line with the overall conservation goals of the hospital projects. If the large volume discount is eliminated, staff estimates an annual UUT revenue gain of approximately $550,000. There are currently 9 “large” users who are receiving the discount, all of whom are commercial/institutional entities. Tax Rate In recent years, many cities have paired a UUT modernization with a modest rate reduction (generally ranging from .2% to 1%). As modernization changes have the potential of expanding the tax base, a modest rate reduction tends to have little impact on the overall revenue. Of the 75 modernization measures that have gone to the voters in the past 10 years, only 5 have failed. One involved a modernization coupled with a rate reduction and 4 involved a modernization with no rate reduction. (See Attachment B.) Whether to adjust the rate is a policy matter for Council to determine. Voter Approval of Ordinance Changes Palo Alto’s UUT is a general tax. This is consistent with the approach used by the great majority of California jurisdictions with UUT. An amended UUT ordinance could be either a general tax (which must be placed on a general municipal election and is adopted by a simple majority) or a Page 5 special tax restricted to the purpose stated in the measure (any election, two-thirds required for approval). Staff recommends maintaining the UUT as a general tax. Timeline If the Council elects to move forward with a general tax, staff recommends a timeline that is coordinated with the Transient Occupancy Tax proposal. Resource Impact The proposed telecommunications modernization ordinance is not anticipated to result in additional revenues, but rather is expected to preserve the existing revenue levels. As presented in the Long Range Financial Forecast for Fiscal Years 2013 through 2023, the telephone UUT is expected to rise marginally. FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 $3.15 million $3.16 million $3.19 million $3.23 million $3.28 million As described in this report, if the large volume discount is eliminated, staff estimates an annual UUT revenue gain of approximately $550,000. There are currently 9 “large” users who are receiving the discount. Per the latest estimate from the County Registrar of Voters, adding this ballot measure to the November 2014 General Election ballot will cost approximately $66,000. If the City Council approves this ballot measure, the funding for the measure will be included in the FY 2015 Proposed Budget. Environmental Review This is a fiscal measure and not a project for purposes of the California Environmental Quality Act. ATTACHMENTS:  Attachment A: Proposed UUT Ordinance (PDF)  Attachment B: Background Information on UUT Trends (PDF) Department Head: Molly Stump, City Attorney Page 6 ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 Ordinance No. _____ Ordinance of the Council of the City of Palo Alto Amending Chapter 2.35 of Title 2 of the Palo Alto Municipal Code Relating to the Utility Users Tax The People of the City of Palo Alto do ordain as follows: SECTION 1. Chapter 2.35 of the Palo Alto Municipal Code is hereby amended by amending Chapter 2.35 as follows: Chapter 2.35 UTILITY USERS TAX 2.35.010 Short title. 2.35.020 Tax imposed. 2.35.030 Disposition of tax revenue. 2.35.040 Definitions. 2.35.050 Constitutional exemption. 2.35.060 Electricity users tax. 2.35.070 Gas users tax. 2.35.080 Water users tax. 2.35.090 Telephonecommunications users tax. 2.35.100 Tax rate for high volume service users. 2.35.110 Council authorization to suspend collection of a portion of tax for limited periods of time. 2.35.120 Collection of tax. 2.35.130 Reporting and remitting. 2.35.140 Penalty for delinquency. 2.35.150 Records. 2.35.160 Failure to pay tax - Administrative remedy. 2.35.170 Actions to collect. 2.35.180 Administrative rules, regulations and agreements. 2.35.190 Refunds. 2.35.200 Bundling Taxable Items with Nontaxable Items. 2.35.010 Short title. This chapter shall be known as the "Utility Users Tax." (Ord. 3781 § 1 (part), 1987) 2.35.020 Tax imposed. There is established and imposed, commencing on the effective date of the ordinance codified in this chapter, a utility users tax at the rate set forth in this chapter. (Ord. 3781 § 1 (part), 1987) 2.35.030 Disposition of tax revenue. ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 The tax imposed by this chapter is for the purpose of raising revenues for the general governmental purposes of the city. All of the proceeds from the tax imposed by this chapter shall be placed in the city's general fund. (Ord. 3781 § 1 (part), 1987) 2.35.040 Definitions. (a) Except where context otherwise requires, the definitions given in this section govern the construction of this chapter: (1) "City" means the city of Palo Alto. (2) "Month" means a calendar month. (3) "Person" means any natural person, firm, association, joint venture, joint stock company, partnership of any kind, club, Massachusetts business or common law trust or society, organization, corporation (foreign and domestic), business trust of any kind, or the manager, lessee, agent, servant, officer or employee of any of them. (4) "Service supplier" means a person required to collect and remit a tax imposed by this chapter and includes the city's utilities department with respect to a tax imposed on the use of gas, electricity and water and any telephone corporation with respect to the tax imposed on the use of telephone services. (5) "Service user" means a person required to pay a tax imposed by this chapter. (6) "Utility tax year" means the period beginning on the effective date of the ordinance codified in this chapter and ending June 30, 1988, for the initial utility tax year. Thereafter, the utility tax year shall be the twelve-month period beginning July 1st and ending June 30th of the next succeeding calendar year. (7) "Telephone corporation" means the same as defined in Section 234 of the Public Utilities Code of the state. (Ord. 3781 § 1 (part), 1987) 2.35.050 Constitutional exemption. Nothing in this chapter shall be construed as imposing a tax upon the city of Palo Alto or any other person if imposition of such tax upon that person would be in violation of the Constitution of the United States or that of the state of California or any other statute or regulation that applies to charter cities. The City may adopt an administrative policy to implement this provision. (Ord. 3781 § 1 (part), 1987) 2.35.060 Electricity users tax. (a) There is imposed a tax upon every person in the city using electricity in the city. The tax imposed by this section shall be at the rate of five percent of the charges to a service user made for such electricity by a service supplier, except as provided in Section 2.35.100. Said tax shall be paid by the person paying for such electricity. ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 (b) "Charges," as used in this section, shall include charges made for metered energy and charges for service, including customer charges, service charges, standby charges, charges for temporary services, demand charges, and annual and monthly charges. (c) As used in this section, the term "using electricity" shall not be construed to mean the storage of such electricity by a person in a battery owned or possessed by him for use in an automobile or other machinery or device apart from the premises upon which the electricity was received; provided, however, that the term shall include the receiving of such electricity for the purpose of using it in the charging of batteries; nor shall the term include the mere transmission or receiving of such electricity by a governmental agency at a point within the city for resale. (Ord. 3781 § 1 (part), 1987) 2.35.070 Gas users tax. (a) There is imposed a tax upon every person in the city using gas in the city which is delivered through mains or pipes. The tax imposed by this section shall be at the rate of five percent of the charges to a service user made for such gas by a service supplier, except as provided in Section 2.35.100. Said tax shall be paid by the person paying for such gas. (b) "Charges," as used in this section, shall include charges made for metered gas and charges for service, including customer charges, service charges, demand charges, standby charges, charges for temporary service, and annual and monthly charges. (c) There shall be excluded from the base on which the tax imposed in this section is computed charges made for gas which is to be resold and delivered through mains or pipes and charges made for gas to be used in the generation of electrical energy by a governmental agency. (Ord. 3781 § 1 (part), 1987) 2.35.080 Water users tax. (a) There is imposed a tax upon every person in the city using water which is delivered through mains or pipes in the city. The tax imposed by this section shall be at the rate of five percent of the charges to a service user made for such water by a service supplier, except as provided in Section 2.35.100. Said tax shall be paid by the person paying for such water. (b) "Charges," as used in this section, shall include charges for metered water and charges for service, including customer charges, service charges, standby charges, charges for temporary service, and annual and monthly charges. (c) There shall be excluded from the base on which the tax imposed in this section is computed charges made for water which is to be resold and delivered through mains or pipes and charges made for water used in the generation of electrical energy by a governmental agency. (Ord. 3781 § 1 (part), 1987) ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 2.35.090 Telecommunicationsphone users tax. (a) There is imposed a tax upon every person in the city, using intrastate telephone communication services in the city, other than a telephone corporation. The tax imposed by this section shall be at the rate of five percent of the charges made to a service user for such services by a service supplier and shall be paid by the person paying for such services. (b) As used in this section, the term "charges" shall not include charges for services paid for by inserting coins in a coin-operated telephone except that where such coin-operated services are furnished for a guaranteed amount, the amounts paid under such guarantee plus any fixed monthly or other periodic charge shall be included in the base for computing the amount of tax due; nor shall the term "telephone communications services" include land mobile services or maritime mobile services as defined in Section 2.1 of Title 47 of the Code of Federal Regulations, or any amendment or replacement thereof. (c) The telephone users tax imposed by this section is intended to, and does, apply to all charges billed to a telephone account having a situs in the city, irrespective of whether a particular communication service originates and/or terminates within the city. The situs shall be the service address, if known; otherwise the billing address. (d) The term "telephone communication services" means refers to that service which provides access to a telephone system and the privilege of telephonic quality communication with substantially all persons having telephone stations which are part of such telephone system. The term "telephone communication services" also refers to that service which provides access to a telephone system for data and/or video to the extent permitted by law. the transmission, conveyance, or routing of voice, data, audio, video, or any other information or signals to a point, or between or among points, whatever the technology used, including, but not limited to, traditional telephone service, mobile telecommunications service, and broadband service (e.g., digital subscriber line (DSL), fiber optic, coaxial cable, and wireless broadband, including Wi-Fi, WiMAX, and Wireless MESH) to the extent not prohibited by Federal and/or State law, now or in the future. "Telephone communication services" includes transmission, conveyance, or routing in which computer processing applications are used to act on the form, code or protocol of the content for purposes of transmission, conveyance or routing without regard to whether such service is referred to as voice over internet protocol (VoIP) services or is classified by the Federal Communications Commission as enhanced or value added, and includes video and/or data service that is functionally integrated with "telephone communication services." (e) The tax imposed by this section applies to all telephone communication services however charged or billed, including, but not limited to prepaid services, post-paid services, 800 services (or any other toll-free numbers), or 900 services. (f) The tax imposed by this section applies to ancillary telephone communication services, which are those services that enable or enhance access to telephone communication services. Ancillary telephone communication services include, but are not limited to, charges for connection, reconnection, termination, movement, or change of telephone communication ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 services; detailed billing; central office and custom calling features (including but not limited to call waiting, call forwarding, caller identification and three-way calling); voice mail and other messaging services; directory assistance; access and line charges; local number portability charges; text and instant messaging; and conference calls. (g) “Mobile telecommunication service” means commercial mobile radio service, as defined in Section 20.3 of Title 47 of the Code of Federal Regulations and as set forth in the Mobile Telecommunications Sourcing Act (4 U.S.C. Section 124) and the regulations thereunder. (h) “Place of primary use” means the street address representative of where the customer's use of the telephone communications service primarily occurs, which must be the residential street address or the primary business street address of the customer. (i) “Service address” means either (1) the location of the service user’s telephone communication equipment from which the communication originates or terminates, regardless of where the communication is billed or paid; or (2) if the location of the equipment is unknown (e.g., mobile telecommunication service or VoIP service), the service address means the location of the service user's place of primary use; or (3) for prepaid telephone communication service “service address” means the point of sale of the services where the point of sale is within the city, or if unknown, the known address of the service user (e.g., billing address or location associated with the service number), which locations shall be presumed to be the place of primary use. (j) There is a rebuttable presumption that a telephone communication service, which is billed to a billing or service address in the city, is used, in whole or in part, within the city's boundaries, and such service is subject to taxation under this section. There is also a rebuttable presumption that a prepaid telephone communication service sold within the city is primarily used, in whole or in part, within the city and is therefore subject to taxation under this section. If the billing address of the service user is different from the service address, the service address of the service user shall be used for purposes of imposing the tax. As used in this section, the term "charges" shall include the value of any other services, credits, property of every kind or nature, or other consideration provided by the service user in exchange for the telephone communication service. (c) Notwithstanding the provisions of subsection (a) of this section, the tax imposed under this section shall not be imposed upon any persons for using intrastate telephone communication services to the extent that the amounts paid for such services are exempt from or not subject to the tax imposed under Division 2, Part 20 of the California Revenue and Taxation Code, or the tax imposed under Section 4251 of the Internal Revenue Code, any amendment or any replacement thereof. (Ord. 3781 § 1 (part), 1987) 2.35.100 Tax rate for high volume service users. (a) The tax rate imposed on electricity, gas and water users in Sections 2.35.060, 2.35.070 and 2.35.080 respectively shall be three percent on all utility charges to a service user exceeding the cumulative amount of $800,000.00 for water, gas and electricity or any ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 combination thereof during any utility tax year and shall be two percent of the amount of utility charges exceeding the cumulative amount of $2,400,000.00 for water, gas or electricity or any combination thereof during any utility tax year. (b) Commencing on July 1, 1988, and every July 1st thereafter, the director of finance shall annually adjust the three percent and two percent tax rate thresholds specified in subsection (a) of this section by the annual change in the Consumer Price Index, All Urban Consumers, for the San Francisco-Oakland-San Jose Metropolitan Area published by the Bureau of Labor Statistics or any replacement index published by said Bureau ("Index") for the preceding year as illustrated by the following formula: NT = T (A) / (B) NT = New threshold for the upcoming utility tax year T = Current threshold A = The Index for April preceding the upcoming utility tax year B = The Index for the previous April. For example, on July 1, 1988, the thresholds shall be adjusted by multiplying them by the April, 1988, Index divided by the April, 1987, Index. (c) Where any person can establish to the satisfaction of the director of finance that be is a person responsible for the payment of one or more taxes under this chapter, he may aggregate charges for gas, electricity or water or any combination thereof for purposes of determining the application of the reduced rate pursuant to this section. The city manager shall develop and publish written regulations for determining which person(s) is a service user for the purposes of implementing the lower rates authorized by this section. Such regulations may be amended from time to time. (Ord. 3781 § 1 (part), 1987) 2.35.110 Council authorization to suspend collection of a portion of tax for limited periods of time. The city council may from time to time determine to collect less than the five percent tax imposed by Sections 2.35.060, 2.35.070, 2.35.080 and 2.35.090 from all service users and may suspend a portion of the maximum rates by passage of an ordinance stating: (a) The council's intention to suspend collection of a portion of said tax; (b) The duration of the suspension, which in no event shall exceed one year; (c) The exact portion of the tax, collection of which is being suspended. This rate suspension shall apply to all service users across the board and shall be in effect for one year from the effective date of said ordinance. (Ord. 3781 § 1 (part), 1987) 2.35.120 Collection of tax. (a) Every service supplier shall collect the amount of tax imposed by this chapter from the service user. ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 (b) The tax shall be collected insofar as practicable at the same time as, and along with, the collection of charges made in accordance with the regular billing practice of the service supplier. Except in those cases where a service user pays the full amount of said charges but does not pay any portion of a tax imposed by this chapter, or where a service user has notified a service supplier that he is refusing to pay a tax imposed by this chapter which said service supplier is required to collect, if the amount paid by a service user is less than the full amount of the charge and tax which has accrued for the billing period, a proportionate share of both the charge and tax shall be deemed to have been paid. (c) The duty to collect the tax from a service user shall commence thirty days after the effective date of the ordinance codified in this chapter. If a person receives more than one billing, one or more being for a different period than another, the duty to collect shall arise separately for each billing period. (Ord. 3781 § 1 (part), 1987) 2.35.130 Reporting and remitting. Each service supplier, shall, on or before the last day of each month, make a return to the director of finance, on forms provided by him, stating the amount of taxes billed by the service supplier during the preceding month. At the time the return is filed, the full amount of the tax collected shall be remitted to the director of finance. The director of finance may require further information in the return. Returns and remittances are due immediately upon cessation of business for any reason. (Ord. 3781 § 1 (part), 1987) 2.35.140 Penalty for delinquency. (a) Taxes collected from a service user which are not remitted to the tax administrator on or before the due dates provided in this chapter are delinquent. (b) Penalties for delinquency in remittance of any tax collected or any deficiency in remittance, shall attach and be paid by the person required to collect and remit at the rate of ten percent of the total tax collected or imposed herein. (c) The director of finance shall have power to impose additional penalties upon persons required to collect and remit taxes under the provisions of this chapter for fraud or negligence in reporting or remitting at the rate of ten percent of the amount of the tax collected or as recomputed by the director of finance. (d) Every penalty imposed under the provisions of this section shall become a part of the tax required to be remitted. (Ord. 3781 § 1 (part), 1987) ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 2.35.150 Records. It shall be the duty of every service supplier required to collect and remit to the city any tax imposed by this chapter to keep and preserve, for a period of three years, all records as may be necessary to determine the amount of such tax as such service supplier may have been required to collect and remit to the city, which records the director of finance shall have the right to inspect at all reasonable times. (Ord. 3781 § 1 (part), 1987) 2.35.160 Failure to pay tax - Administrative remedy. Whenever the director of finance determines that a service user has deliberately withheld the amount of the tax owed by him from the amounts remitted to a service supplier, or that a service user has failed to pay the amount of the tax for a period or four or more billing periods, or whenever the director of finance deems it in the best interest of the city, he shall relieve the service supplier of the obligation to collect taxes due under this chapter from certain named service users for specified billing periods. The director of finance shall notify the service user that he has assumed responsibility to collect the taxes due for the stated periods and demand payment of such taxes. The notice shall be served on the service user by handing it to him personally or by deposit of the notice in the United States mail, postage prepaid thereon, addressed to the service user at the address to which billing was made by the service supplier, or, should the service user have changed his address, to his last known address. If a service user fails to remit the tax to the director of finance within fifteen days from the date of the service of the notice upon him, which shall be the date of mailing if service is not accomplished in person, a penalty of twenty-five percent of the amount of the tax set forth in the notice shall be imposed, but not less than $5.00. The penalty shall become part of the tax herein required to be paid. (Ord. 3781 § 1 (part), 1987) 2.35.170 Actions to collect. Any tax required to be paid by a service user under the provisions of this chapter shall be a debt owed by the service user to the city. Any such tax collected from a service user which has not been remitted to the director of finance shall be deemed a debt owed to the city by the person required to collect and remit. Any person owing money to the city under the provisions of this chapter shall be liable to an action brought in the name of the city for the recovery of such amount including applicable penalties and attorneys' fees. (Ord. 3781 § 1 (part), 1987) 2.35.180 Administrative rules, regulations and agreements. The city manager has the authority to adopt rules and regulations not inconsistent with the provisions of this chapter for the purpose of carrying out and enforcing the payment, collection and remittance of any tax herein imposed, and the city manager may also make administrative agreements to vary the strict requirements of this chapter so that the collection of any tax imposed herein may be made in conformance with the billing procedures of a particular service ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 supplier so long as the overall results of such agreements result in collection of the tax in conformance with the general purpose and scope of this chapter. A copy of such rules and regulations and a copy of any such agreement shall be on file and available for public examination in the office of the city clerk. Failure or refusal to comply with any such rules, regulations or agreements promulgated under this section shall be deemed a violation of this chapter. (Ord. 3781 § 1 (part), 1987) 2.35.190 Refunds. (a) Claim Required. Prior to seeking judicial relief with respect to a dispute regarding whether the amount of any tax has been overpaid, paid more than once or erroneously or illegally collected or received by the city under this chapter, an aggrieved taxpayer, fee payer, service supplier, service user or any other person must comply with the provisions of section 2.28.230 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. (Ord. 5078 § 5, 2010: Ord. 3781 § 1 (part), 1987) 2.35.200 Bundling Taxable Items with Nontaxable Items. If any nontaxable charges are combined with and not separately stated from taxable service charges on the customer’s bill or invoice of a service supplier, the combined charges are subject to tax unless the service supplier identifies, by reasonable and verifiable standards, the portions of the combined charges that are nontaxable and taxable through the service supplier’s books and records kept in the regular course of business, and in accordance with generally accepted accounting principles, and not created and maintained for tax purposes. If the service supplier offers a combination of taxable and non-taxable services, and the charges are separately stated, then for taxation purposes, the values assigned the taxable and non-taxable services shall be based on its books and records kept in the regular course of business and in accordance with generally accepted accounting principles, and not created and maintained for tax purposes. The service supplier has the burden of proving the proper valuation and apportionment of taxable and non-taxable charges. SECTION 2. General Tax. Proceeds of the tax imposed by this Ordinance shall be deposited in the general fund of the City and shall be available for any legal purpose. SECTION 3. Amendment or Repeal. The City Council may repeal Chapter 2.35 of the Palo Alto Municipal Code or amend that Chapter without a vote of the people except that any ATTACHMENT A 140210 jb 0131177 Rev. March 5, 2014 amendment to Chapter 2.35 that increases the amount or rate of tax due from any Person beyond the inflation-adjusted amounts and rates authorized by this Ordinance may not take effect unless approved by a vote of the people. SECTION 4. Severability. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unenforceable by a court of competent jurisdiction, the remaining portions of this Ordinance shall nonetheless remain in full force and effect. The people hereby declare that they would have adopted each section, subsection, sentence, clause, phrase, or portion of this Ordinance, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions of this Ordinance be declared invalid or unenforceable. SECTION 5. Effective Date. This ordinance shall be effective only if approved by a majority of the voters and shall go into effect immediately after the vote is declared by the City Council and the duty of service providers to collect the tax shall commence as provided in California Public Utilities Code Section 799. SECTION 6. Execution. The Mayor is hereby authorized to attest to the adoption of this Ordinance by the voters of the City by signing where indicated below. I hereby certify that the foregoing Ordinance was PASSED, APPROVED and ADOPTED by the People of the City of Palo Alto voting on the 4th day of November, 2014. ATTEST: __________________________ ___________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED ___________________________ ___________________________ Senior Asst. City Attorney City Manager ___________________________ Director of Administrative Services CaliforniaCityFinance.com August 2013 The California Local Government Finance Almanac Utility User Tax Facts The Utility User Tax (UUT) may be imposed by a city on the consumption of utility services, including (but not limited to) electricity, gas, water, sewer, telephone (including cell phone and long distance), sanitation and cable television.1 The rate of the tax and the use of its revenues are determined by the local agency. A UUT may be imposed as a special tax, earmarked for a specific purpose, or a general tax to be used for a variety of municipal service needs at the discretion of the city council. The tax is levied by the city, collected by the utility as a part of its regular billing procedure, and then remitted to the city. Statewide, city and county utility user taxes generate about $2 billion per year. Voter Approval is Now Required to Levy a New or Increased UUT Most of the 154 cities and 4 counties2 with UUTs adopted the taxes by vote of the city council (or in the case of a county UUT, the County Board of Supervisors) prior to 1986. 345Generally, taxes imposed since then require voter approval. The Constitution (Article XIIIC) requires 2/3 voter approval for any new or increased special tax. A special tax is dedicated to a specific purpose. A new or increased general tax requires majority voter approval. Currently, all UUTs are general taxes except two. In June 2003, voters in the City of 1 Authority: General law cities: Government Code § 37100.5; Calif Constitution Article XI § 5 (“municipal affairs”) 2 The City/County of San Francisco is counted here as a county, not a city. 3 No UUT on telecom in Azusa, Buena Park, Pacifica, Scotts Valley. 4 Irvine charges commercial only. 5 Irvine, Alhambra commercial only. 2217 Isle Royale Lane • Davis, CA • 95616-6616 • Tel: 530.758.3952 Cities2 Counties2 Total State Population covered Number with UUT 154 4 158 50% Telephone UUTs 146 4 150 49% 3 Intrastate 146 4 150 49% 4 Interstate 114 4 118 41% International 110 4 114 44% Wireless 126 3 129 44% Electricity 153 4 157 49% 5 Gas 153 4 157 49% Cable TV 86 1 87 20% Water 83 1 84 21% 4 Sewer 13 1 14 4% Garbage 10 0 10 1% Cities and Counties With UUTs UUT Facts – 2 – rev August 2013 CaliforniaCityFinance.Com Desert Hot Springs approved a UUT which dedicates 50% of the proceeds to resolving the city’s bankruptcy related debt.6 In June 2010, voters in the City of Mammoth Lakes approved the extension of the cities sun-setting UUT but earmarking it for “mobility, recreation, and arts and culture.” Ironically, that city later filed for bankruptcy facing a massive court judgment from a land use dispute. The UUT is Vital to Funding Essential Municipal Services City Utility User Tax rates range from 1% to 11%. The particular utilities to which the tax is applied varies. In some cities different rates apply to residential versus commercial users. The most common rate (the mode) is 5%, applied broadly among many types of utilities. The average rate (mean) is 5.5% with a standard deviation of 2.1%. Because most large cities have UUTs, half of California residents and a majority of businesses pay a utility user tax. The UUT is a vital element in the funding of critical city services. On average, the UUT provides 15% of general purpose (i.e. non-earmarked) revenue in cities that levy it. In some cities, the UUT provides as much as 1/3 of the general fund (Holtville, Compton, Richmond). UUT revenues most commonly fund police, fire, parks, library, and long-range land use planning services – and related support services (e.g. accounting, payroll, personnel, information systems, etc.). Counties Also Levy UUTs A county may levy a UUT on the consumption of electricity, gas, water, sewer, telephone, telegraph and cable television services in the unincorporated area.7 Four (4) of the 58 counties levy a UUT (Alameda, Los Angeles, Sacramento, and San Francisco). 6 In 2009, those voters increased the tax to 7%. 7 Revenue and Taxation Code Section 7284.2 et seq. 2 6 22 17 42 26 14 15 2 10 2 0 5 10 15 20 25 30 35 40 45 >0 to 1% >1% to 2% >2% to 3% >3% to 4% >4% to 5% >5% to 6% >6% to 7% >7% to 8% >8% to 9% >9% to 10% >10% to 11% # o f C i t i e s & C o u n t i e s Rate California Utility User Tax Rates as of 8/1/2013 UUT Facts – 3 – rev August 2013 CaliforniaCityFinance.Com Some UUTs Result From State Cuts to City Funds Many city UUT levies and increases have resulted from cuts to city revenues by the state. In 1992, facing massive deficits in the state budget, the Legislature and Governor began the annual transfer of billions of dollars of property tax revenue from cities, counties and special districts to K-14 schools, allowing the state to reduce its general fund spending on education. Cities and counties, who depend substantially on sales tax and property tax revenues for discretionary income, were already experiencing the same recessionary effects as the state. These property tax shifts, using a mechanism called the “Educational Revenue Augmentation Fund” (ERAF), continue today. In FY 2008-09 the annual property tax shift totals $7.5 billion including over $1.2 billion from cities.8 City property tax revenue, a top source of general purpose revenue for most, was cut from at least 9% and 24% on average. Cities responded by cutting services, deferring infrastructure maintenance, relying more heavily on debt financing, paring down reserves, more aggressively pursuing sales tax generators, and raising taxes and assessments. Within a few years of the beginning of the ERAF property tax shifts, more than fifty (50+) cities increased an existing or levied a new UUT. Discretionary Revenues and Spending Typical Full Service City 8 For more information on ERAF, see http://www.californiacityfinance.com/#ERAF UUT Facts – 4 – rev August 2013 CaliforniaCityFinance.Com UUTs on Telecommunications The application of utility user taxes to certain telephone services has been a topic of substantial legal and legislative turmoil due to changes in technology and federal law. UUTs and the FET Many Utility User Taxes in California include reference to the Federal Excise Tax (“FET”)9 commonly limiting the application of the utility user taxes to charges that are “subject to” the FET. Telephone calls which are not charged based on both time and distance — such as those paid by coin in phone booths — are exempt from the FET. By reference, these types of calls are also exempt from some local UUT ordinances. Many cell phone bills are based upon a package which provides a mix of local and long-distance calling for a flat rate. In 2007, several federal courts and the IRS ruled that telephone service packages which provide a mix of local and long-distance calling for a flat rate or a fixed fee are based on neither time nor distance and are therefore not subject to the FET.10 The IRS subsequently adopted a regulation incorporating these rulings.11 That meant that if a city wished to continue to impose its UUT on cell phone or other telephone calls which are not charged on both time and distance, it must amend its ordinance to remove the reference to this exemption to the FET. A number of cities have amended their UUT ordinances to clarify that they did not wish to adopt the IRS’ new practice, but rather wished to continue to impose their UUTs as they had historically been imposed (i.e. on charges based on time or distance). At the time of this writing, several localities are challenging the right of local taxing authorities to amend their ordinances without voter approval, or to continue to collect this revenue without amendment. The lawsuits argue that an amendment to an ordinance to bring it into conformity with the FET ruling is an “increase” subject to voter approval under Proposition 218. UUTs and the MTSA Prior to the adoption of the Mobile Telecommunications Sourcing Act of 2000 (MTSA)12 by Congress, cellular carriers had argued that the federal Constitution forbade the application of a utility user tax to telephone calls which neither originated nor terminated within the taxing agency. The MTSA expanded the permissible nexus for taxation to all cellular telephone charges for accounts with a primary place of use in the jurisdiction. However, carriers have argued in the courts that the California State 9 42 U.S.C. §§ 4251 et seq. 10 IRS Notice 2006-50 11 Revenue Bulletin 2007-5 Section 10 12 4 U.S.C. §§ 116 et seq. UUT Facts – 5 – rev August 2013 CaliforniaCityFinance.Com Constitution Article XIIIC prohibits cities and counties from applying the MTSA nexus rules without voter approval.13 As a result of these events, doubt has been cast over the application of some outdated local UUT ordinances to certain types of telephone service. Proposition 218 requires voter approval of any change in the “methodology” by which a tax is administered if the change increases the amount of the tax paid by the taxpayer.14 Many agencies that rely on UUTs on telephony have successfully sought voter approval of an updated ordinance that reflects the realities of the modern telecommunications industry. Recent Voter Approval Record From June 2002 through June 2013 there were 173 utility user tax measures placed before voters by cities and counties. Just three of these were county measures. Proposals for new or increased UUTs did not fare well: Just 20 of 66 proposals passed. • Eight of these new/increase proposals were framed as two-thirds vote special taxes dedicated to police/fire (3) or streets (1); just two passed. Both were in Desert Hot Springs: June 2003 new 5% rate, May 2009 an increase to 7%. • Ten attempted an “a/b” advisory vote strategy, proposing a majority-vote general tax with a second companion “advisory measure” regarding the specific use of the funds. Five of the ten passed. Of the 19 majority vote UUT general tax increase measures, just two passed (Rialto in June 2003, Menlo Park in November 2006). 13 Verizon Wireless v. Los Angeles, No. B185373, AB Cellular LA, LLC dba AT&T Wireless v. City of Los Angeles, 150 Cal.App.4th 747 (2007) 14 Gov. Code § 53750(h) Utility User Tax Measures (increase or expand) June 2002 - June 2013 Cities and counties Pass, 12 Pass, 6 Pass, 2 Pass, 18 Pass, 11 Pass, 28 Pass, 42 Fail, 36 Fail, 4 Fail, 6 Fail, 3 Fail, 4 Fail 1 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% General Tax New/Incr. General Tax w/Advisory Special Tax (2/3) Continuation Ratification (La Habra) Modernize/SameRate Modernize / Reduce UUT Facts – 6 – rev August 2013 CaliforniaCityFinance.Com But voters were more accepting of UUTs already in place. Among the 21 measures to continue existing UUTs beyond a sunset date, 18 passed. All 11 measures which asked voters to ratify existing taxes following the 1991 La Habra decision upholding the validity of Proposition 62’s majority vote requirement on general law cities passed. Over the last decade, an increasing number of cities with UUTs have gone to their voters to modernize their ordinances to assure applicability to new technologies (e.g wireless, internet-based, etc.) and billing methods (e.g. flat rate, etc.). In some cases, the measures have proposed small reductions in the UUT rate. All but five of the 75 measures passed. During this period there were also 14 referenda placed on the ballot by citizens concerning UUTs. All seven measures to repeal a local UUT failed and four out of the five measures to reduce local UUTs failed. Voters in Greenfield (Monterey County) voted to reduce their UUT from 6% to 3% in November 2002. A referendum to restrict the use of UUT revenues to law enforcement services passed in Seaside (Monterey County) in November 2002, but a similar measure failed in Stockton in March 2003. mc City of Palo Alto COLLEAGUES MEMO March 24, 2014 Page 1 of 2 (ID # 4597) DATE: March 24, 2014 TO: City Council Members FROM: Council Member Schmid, Council Member Holman, Council Member Burt SUBJECT: COLLEAGUES' MEMO FROM COUNCIL MEMBERS BURT, HOLMAN, AND SCHMID URGING COLLEAGUES TO DEDICATE NEW PARKLAND IN THE FOOTHILLS GOAL The City owns a 7.7 acre parcel of land adjacent to Foothills Park. This land is deeded for “conservation, including park and recreation purposes”. The parcel is currently fenced off from any public access. These acres include an environmentally important riparian corridor. It is time this property becomes dedicated parkland accessible to the public. HISTORY In 1981, the Lee Family granted this 7.7 acre parcel (Assessor’s Parcel Number 182-46-006) to the City with a deed restriction for conservation use, including parks and recreation. The Palo Alto City Council accepted this generous gift by Resolution No. 5887 on March 16, 1981.(Attached) The family reserved an estate on the property until 1996 when it reverted to the City. The land is a natural extension of the beautiful and popular Las Trampas Valley in Foothills Park and, if accessible, would extend that valley for about a fifth of a mile northwestward along the course of Buckeye Creek. It is mostly a flat plain surrounded by wooded hillsides on both the north and south sides. The City leased the land from 1996 to 2003 to the owner of a neighboring parcel who used it as a nursery and for storage of large blocks of stone for improvements on his property. That lease expired in 2003 and the land was cleared. Today, except for a small nursery used by Acterra, it lays unused. The land contains an easement through adjoining property for emergency vehicles to Los Trancos Road. RECOMMENDATION Council to direct Staff to: 1. Return to Council with a park dedication ordinance for this City-owned land adjacent to Foothills Park; March 24, 2014 Page 2 of 2 (ID # 4597) 2. Outline the major options for the best uses of this land; 3. Present to the Parks and Recreation Commission alternatives for public uses along with natural landscape restoration for their review and for public input. 4. Establish a timeline for permanently opening the land to the public. STAFF IMPACT: The City Manager advises that the staff may accomplish the suggested directives within existing resources. Additionally, the City Manager presumes that the park dedication ordinance can return to Council on its own track and soon. The timeline for the other recommendations (2,3 &4) can proceed separately and in parallel following the dedication ordinance. City of Palo Alto (ID # 4616) City Council Staff Report Report Type: Action Items Meeting Date: 3/24/2014 City of Palo Alto Page 1 Summary Title: Endorsement of AB 1799 Title: Endorsement of AB 1799 (Gordon) to Modify State Law Governing Funding for the Long-term Stewardship of Mitigation Properties by Public Agencies From: City Manager Lead Department: City Manager Staff Recommendation Support Assembly Bill 1799 (AB 1799) and send a letter of support (Attachment A) on the City Council’s behalf to Assemblymember Rich Gordon. This bill is scheduled for hearing in committee April 2, 2014. AB 1799 would eliminate the requirement of an endowment or other financial mechanism for long-term stewardship of mitigation property, and replace that requirement with more flexible alternatives to finance mitigation obligations. Specifically, a governmental entity such as a city would be exempted from providing an endowment or other funding instrument for long-term stewardship if two requirements are met: 1) the entity must demonstrate financial reliability through possession of an investment-grade credit rating and 2) the entity must provide either a resolution adopted by its legislative body or a contractual agreement with the permitting agency enforcing the mitigation requirements. Assemblymember Rich Gordon is the author of AB 1799, and as the sponsor, the Santa Clara Valley Water District (SCVWD) has requested that the City support the bill. In recognition of the flexibility that AB 1799 would provide to public agencies that must finance mitigation obligations, staff recommends support of the measure. Background City of Palo Alto Page 2 As part of a proposed project, public entities must often obtain a permit from a state regulatory agency prior to commencing work in sensitive environments such as streams, wetlands, or habitat occupied by protected species. In those situations where environmental impacts remain after all other steps have been taken to avoid or minimize impacts resulting from the project, the permitting agency requires the public entity to offset those remaining impacts by providing “compensatory mitigation” that, as its name implies, compensates for those impacts by replacing and/or restoring the impacted natural resources. These compensatory mitigation properties then must be maintained and managed in perpetuity. Current law allows a permitting agency to identify how the long-term maintenance and management, or stewardship, of the property will be funded. One such way is by requiring the establishment of an endowment, where the permittee must set aside a substantial amount of public funds and use the interest earned on it to pay for the long- term maintenance and management of the mitigation site. To generate the interest required for stewardship efforts, endowment funds must be substantially greater than the actual cost of the annual stewardship efforts. In addition, endowment funds are permanently restricted for this purpose and cannot be used for anything else, regardless of circumstances. When taxpayer funding is permanently tied up in this manner, a public entity’s ability to fund other projects and carry out its work is negatively impacted, as funds are diverted to endowments and permanently unavailable for other, critical public projects. AB 1799 would exempt public entities from having to provide endowments or other funding instruments for the long-term stewardship of mitigation properties, provided certain requirements are met. Specifically, the entity would need to demonstrate financial reliability through the possession of an investment-grade credit rating by a nationally recognized statistical rating organization. It would also need to provide a resolution to fund the long-term stewardship of the property that is adopted by the board or legislative body of the governmental entity or special district, or a contractual agreement with the regulatory agency that is enforcing the mitigation requirements to fund the long-term stewardship of the property. By demonstrating strong financial reliability and a binding commitment to fund the maintenance requirements in perpetuity, a public entity would prove to a permitting agency that there is no need for an endowment or other funding instrument for long-term stewardship of its mitigation property. City of Palo Alto Page 3 This bill is being sponsored partly in response to a recent situation affecting the SCVWD in which a permitting agency is requesting that the SCVWD establish an endowment for the renewal of an existing permit. While other financial instruments are available and can be used, the permitting agency has effectively dismissed all other options in lieu of requiring an endowment. SCVWD already has purchased substantial compensatory mitigation property and developed a comprehensive plan to maintain and manage it, and is seriously concerned about the permitting agency’s request that it set aside millions of dollars in an endowment that cannot be used for other purposes. SCVWD and other agencies throughout California are increasingly concerned about the multiplicative effect of each agency being forced to set up numerous endowments for their respective projects, locking up more and more taxpayer funds that would be unavailable for other, critical public projects. Analysis While the City has not yet had to purchase mitigation property and therefore has not been subject to establishing a permanent endowment for the long-term stewardship of a mitigation property, AB 1799 would provide significant protection from a future situation in which it would be required to do so. Staff also notes that this bill does not reduce or eliminate a public entity’s obligation to provide mitigation; rather, it simply allows public entities more flexibility for financing its mitigation obligations. If enacted into law, the provisions of the bill would provide this flexibility and prevent City funds from being permanently restricted and therefore unavailable to address other priority needs of the City. Finally, AB 1799 would have an indirect benefit of enhancing our local economy, because funds that might otherwise have been permanently restricted would be available to create jobs and complete critical public projects in the City. For these reasons, staff recommends that the City Council adopt a position of support on AB 1799 and send a letter of support to Assemblymember Gordon and members of our state delegation. Also, attached for your review is a one page handout the SCVWD has produced on this subject titled Responsible Funding for Long-Term Stewardship of Mitigation Property by Public Agencies (Attachment B). Attachments:  A - AB 1799 Support Letter_3-24-2014 (PDF)  B - Responsible Funding for Long-Term Stewardship of Mitigation Property by Public Agencies_2-19-2014 (PDF) March 24, 2014 Honorable Richard Gordon California Assembly State Capitol Room 3013 Sacramento, CA 95814 Subject: Support - Assembly Bill 1799 (Gordon) Land Use: Mitigation Lands (I-2/18/14) Dear Assembly Member Gordon: The City of Palo Alto supports your AB 1799 relating to land use: mitigation lands. This important measure would exempt specified governmental entities and special districts from the requirement to use endowments or other funding instruments to fund long-term stewardship of mitigation property, so long as the governmental entity or special district demonstrates financial reliability and provides either a board resolution or contractual agreement for the long-term stewardship of mitigation property. Existing law gives a permitting agency discretion to use a wide range of funding instruments to fund long-term stewardship of mitigation property. However, more often than not, permitting agencies have been requiring the strictest funding instrument in the form of permanent endowments. An endowment calls for a large sum of money to be set aside upfront and those funds need to be held, managed, invested and disbursed solely for, and permanently restricted to, the long-term stewardship of the mitigation property. Requiring public agencies to set aside funds in endowments permanently ties up those taxpayer funds which thereafter can’t be used to fund other critical public projects. This negatively impacts public agencies’ ability to carry out their work. AB 1799 would exempt public agencies from the endowment requirement, and instead permit the use of other specific methods to ensure funding for long-term stewardship of mitigation property. AB 1799 would provide for changes to existing law to exempt governmental entities and special districts from being required to provide endowments or other funding instruments for the long- term stewardship of mitigation property, so long as the governmental entity or special district demonstrates financial reliability and provides either a board resolution or contractual agreement for the long-term stewardship of mitigation property. This measure will not result in reduced mitigation or reduced stewardship obligations, but will provide greater flexibility in the use of public taxpayer funds. Please feel free to contact me at (650) 329-2571 or nancy.shepherd@cityofpaloalto.org should you have any questions. Sincerely, Nancy Shepherd Mayor, City of Palo Alto CC: Palo Alto City Council Palo Alto City Manager Governor Jerry Brown Senator Jerry Hill California State Senate California State Assembly Responsible Funding for Long-Term Stewardship of Mitigation Property by Public Agencies © 2014 Santa Clara Valley Water District • SAN JOSE • February 2014 DT For more information, contact Rick Callender at (408) 630-2017, Rachael Gibson at (408) 630-2884, or visit our website at valleywater.org and use our Access Valley Water customer request and information system. With three easy steps, you can use this service to find out the latest information on district projectsor to submit questions, complaints or compliments directly to a district staff person. CONTACT US Follow us on: /scvwd /valleywater /valleywater To get eNews, email info@valleywater.org Overview As part of a proposed project, public entities often must obtain a permit from a state regulatory agency prior to commencing work. If environmental impacts remain after all steps have been taken to avoid and minimize impacts from the project, the permitting agency requires the public entity to offset those remaining impacts on natural resources by providing compensatory mitigation, which must be maintained and managed in perpetuity. As part of the perpetual maintenance of compensatory mitigation properties, under Government Code §65966(b), the permitting agency may identify how the long-term stewardship (maintenance and management) of the property will be funded, such as through endowments or other funding instruments. Background While current law gives the permitting agency discretion to use a wide range of funding instruments to fund long-term stewardship of mitigation property, in practice, permitting agencies have been requiring the strictest funding instrument in the form of permanent endowments. An endowment requires the permittee to set aside a substantial amount of public funds and use the interest to pay for the long-term maintenance of the mitigation site. An endowment needs to be held, managed, invested and disbursed solely for, and permanently restricted to, the long-term stewardship of that mitigation property. Requiring public entities to set aside funds in endowments permanently ties up more taxpayer funding than is necessary to maintain the site, funding that thereafter can’t be used for other critical projects. This negatively impacts public entities’ ability to carry out their work. Assembly Bill 1799 (Gordon) seeks to exempt public entities from the endowment requirement, and instead permit the use of other specific methods to ensure funding for long-term stewardship of mitigation property. Specifically, AB 1799 provides for changes to the Government Code to exempt governmental entities and special districts from being required to provide endowments or other funding instruments for the long-term stewardship of mitigation property, as long as the governmental entity or special district demonstrates financial reliability and provides either a board resolution or contractual agreement with the permitting agency for the property’s long-term stewardship. This one action would free up valuable taxpayer dollars to fund other, critical public projects now and in the future. Issue In requiring the strictest form of financial assurances— endowments—from public agencies for long-term stewardship of mitigation lands, regulatory agencies are causing public agencies to tie up large amounts of taxpayer funds that are then unavailable for other, critical public projects that benefit the populace. Public agencies should be exempted from having to provide endowments or other funding instruments for the long-term stewardship of mitigation properties, so long as the governmental entity or special district 1) demonstrates financial reliability and 2) provides either a board resolution or contractual agreement for the long-term stewardship of those properties. Recommendation Support AB 1799 to exempt governmental entities and special districts from being required to provide endowments or other funding instruments for the long- term stewardship of mitigation property, as long as the governmental entity or special district demonstrates financial reliability and provides either a board resolution or contractual agreement with the permitting agency for the property’s long-term stewardship.