HomeMy WebLinkAbout1998-03-16 City Council (38)City of Palo Alto
City Manager’s Report
TO:HONORABLE CITY COUNCIL
9
FROM:CITY MANAGER DEPARTMENT: ADMINISTRATIVE
SERVICES
DATE:
SUBJECT:
MARCH 16, 1998 CMR:150:98
BUDGET AMENDMENT ORDINANCE TO PROVIDE AN
ADDITIONAL APPROPRIATION FOR THE CONSTRUCTION AND
ADMINISTRATION OF A BICYCLE STORAGE FACILITY AT THE
UNIVERSITY AVENUE TRAIN DEPOT, TO BE. FUNDED BY A
GRANT IN THE AMOUNT OF $127,000 AND FROM THE BUDGET
STABILIZATION RESERVE IN THE AMOUNT OF $22,000; AND
APPROVAL OF A REQUEST FOR PROPOSALS FOR A BICYCLE
FACILITY OPERATOR
RECOMMENDATION
Staffrecommends that the Council: 1) approve a Request for Proposals (RFP) for an operator
to construct, staff and administer a bicycle parking facility within the baggage room at the
University Avenue Train Depot (Depot) (Attachment B); and 2) approve a Budget
Amendment Ordinance (BAO)to accept grant revenues of $127,000 and to fund capital
improvements and operating expenses for the bicycle parking facility in the amount of
$149,000 (Attachment A).
BACKGROUND
On April 22, 1997, Council unanimously approved a proposal by Council Members Jean
McCown and Lanie Wheeler for rehabilitation of the Depot. Included in the proposal was
direction to staffto assume responsibility as the lead agency to undertake rehabilitation of the
facility and work with the other affected agencies to provide for secured bicycle parking.
On June 2, 1997 (CMR:268:97), the Council adopted a resolution authorizing the submittal
of a request for grant funding from the Bay Area Air Quality Management District
(BAAQMD) in the amount of $127,000 for a bicycle parking facility in the Depot baggage
room. The Council also authorized the Mayor to execute agreements with BAAQMD to
secure the funding. As proposed in the submittal to BAAQMD, the facility would be staffed
seven days a week and would provide secured bicycle parking in the Depot baggage room.
CMR: 150:98 Page 1 of 5
seven days a week and would provide secured bicycle parking in the Depot baggage room.
There would be no cost to the bicycle rider, in keeping with the goal of encouraging bicycle
commuting and transit use. The cost of the project in the first twelve months was estimated
to be $193,000, consisting of $69,000 of capital improvements for the construction of the
bicycle parking facility and $124,000 in operating expenses (CMR:268:97). These costs
would be covered by an estimated $44,000 in operating revenues generated from bicycle and
bicycle equipment sales, bicycle rentals, and bicycle repair by the contractor; $22,000 of City
funds; and the $127,000 grant from the BAAQMD. In September of 1997, BAAQMD
notified the City that it had approved the $127,000 grant request, and on January 12, 1998,
the Mayor executed the attached BAAQMD Funding Agreement, (Attachment C). The
conditions of the agreement with BAAQMD require the City to keep detailed financial
records, submit quarterly reports together with detailed invoices for reimbursement and to
acknowledge BAAQMD as a funding source by using a BAAQMD-approved logo on any
signs or printed material for public distribution. The B/X~QMD will reimburse the City on
a quarterly basis.. The BAAQMD also changed the term of the agreement from 12 months
to 18 months.
DISCUSSION
This report transmits two documents for Council review and approval: an RFP, which will
allow the City to select an operator to build, staff and administer a bicycle parking facility
within the baggage room at the Depot, and a BAO to accept grant revenues from BAAQD and
to appropriate funds to construct and operate the facility.
The purpose of the RFP is to locate a contractor who will construct, staff, operate and
maintain the bicycle storage facility. The facility would provide rent-free parking for up to
150 bicycles. On weekdays, the facility would be open, at a minimum, between the hours of
6 a.m. and 8 p.m., with a slight reduction in hours on weekends. The contractor would be
allowed to provide paid services such as bicycle repair, sales, and rentals. The operating
agreement could be canceled by either party with 90 days notice. After the initial 18 months,
the agreement would be renewable on an annual basis subject to the availability of subsidized
funding and the success of the program. Proposals are due in May 1998. The RFP’s will
be reviewed and evaluated by a committee of representatives of the biking community,
Stanford, Caltrans/Joint Powers Board (JPB) owners and City staff. The committee would
use a combination of factors to select an operator. Those factors would include, but not be
limited to the following: the type, level and quality of service ~o be provided, the proposed
design of the improvements, the proposed marketing plan, operator’s experience and amount
of subsidy required. Once the successful proposer has been selected and approved by
Council, the operator would have 6 months to obtain the required permits and construct the
proposed bicycle parking facility.
CMR: 150:98 Page 2 of 5
RESOURCE IMPACT
Staff estimated in its application to the BAAQMD, that the costs to construct and operate the
bicycle storage facility for the first twelve months of operation would be $193,000. To cover
these costs, staff estimated that the operator of .the facility would generate $44,000 in
operating revenues, the City would contribute $22,000 and the BAAQMD grant would be
$127,000.
The 1997-98 Budget includes an appropriation of $22,000 for the City’s contribution to the
facility. Since the grant from BAAQMD was awarded for an 18-month time period instead
of the requested 12 months, an increase in the City’s contribution is required to cover the
additional six months. Staff estimates the additional revenues and costs to operate the facility
for eighteen months versus 12 months would be as follows:
. Revenues
Operating Income
BAAQMD Grant
City Contribution
Total Revenue
12 Months 18 Months Additional
$ 44,000 $ 66,000 $22,000.
127,000 127,000 --
... 22,000 44,000 ~
$193,000 $237,000 $44,000
Expenditures
Capital $ 69,000 $ 69,000 $ --
Operating
Labor 81,000 112,000 31,000
Cost of Goods Sold 16,000 23,000 7,000
Utilities/Insurance 7,000 11,000 4,000
Marketing 20.000 22.000 _22000
Total Expenditures $193,000 $237,000 $44,000
As indicated, the City’s contribution would increase from $22,000 to $44,000 to cover the
additional expenditures for six months. The attachedBAO requests a draw of $22,000 from
the Budget Stabilization Reserve (BSR) for the additional six months of operation. The
attached BAO also requests an appropriation of $127,000 to accept the grant revenues and to
fund capital and operating expenditures from BAAQMD.
Although BAAQMD’s funding is limited to 18 months, the grant assumes that the bicycle
facility will be in existence for many years to come. Staff is projecting that the operating
costs would be approximately $88,000 a year aider the first 18 months of operation, and the
CMR:150:98 Page 3 of 5
contractor will be able to continue to generate annual revenues of $44,000, leaving an annual
deficit of $44,000. Consequently, the future of the facility will depend on the availability of
subsidized funding. There are several funding alternatives including the following: 1) the
City funds the deficit with other interested agencies (Stanford, the JPB and the Santa Clara
Valley Transit Authority); 2) City applies for additional BAAQD funds for operations on a
year-to-year basis, if funding for bicycle projects is extended; 3) sufficient vendor services
are established to supplement operating income; 4) City increases its funding level to $44,000
to cover the deficit; 5) vendor charges a nominal fee to bicyclists for parking of the bicycles,
to generate additional revenue; or 6) the bicycle facility services are cut back to reduce any
deficit.
ENVIRONMENTAL ASSESSMENT
The bicycle parking facility, which is anticipated to consist of exterior signage and minor
interior modifications to the baggage room, are considered to be a minor alteration involving
a negligible expansion of use to an existing facility, and would not cause a substantial adverse
change in the significance of this historic resource. Therefore, it is considered to be exempt
t~om the provisions of the Califomia Environmental Quality Act (CEQA) pursuant to Section
15301 of the CEQA guidelines.
POLICY IMPLICATIONS
This project implements Comprehensive Plan Policy T-17: Improve and create more bicycle
parking at multi-modal transit stations.
The request for funding is consistent with Council direction to work with other affected
agencies to provide a secured bicycle parking facility and keep alive the Dream Team concept
for an Inter-modal Transit Facility.
ATTACHMENTS:
Attachment A- Budget Amendment Ordinance
Attachment B- Request for Proposal
Attachment C- BAAQMD Funding Agreement
CMR:150:98 Page 4 of 5
PREPARED BY: William W. Fellman, Manager, Real Property
APPROVED BY:
CITY MANAGER APPROVAL:
CC:
Acting Director
~ :lministrative ~’~ces,
~yManager ¯
David Burch, BAAQMD
John Ciccarelli, Stanford Bicycle Program Manager
James Unites, VTA, Operations Planning Manager
Tom Davids, Caltran/JPB Property Manager
Palo Alto Bicycle Advisory Committee
Susan Frank, Chamber of Commerce
CMR: 150:98 Page 5 of 5
ATTACHMENT A
Budget Amendment Ordinance
ORDINANCE NO.
ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO
AMENDING THE BUDGET FOR THE FISCAL YEAR 1997-98 TO
PROVIDE AN ADDITIONAL APPROPRIATION FOR THE CONSTRUCTION
AND ADMINISTRATION OF A BICYCLE STORAGE FACILITY AT THE
UNIVERSITY AVENUE TRAIN DEPOT TO BE FUNDED BY A GRANT IN
THE AMOUNT OF $127,000 AND FROM THE BUDGET STABILIZATION
RESERVE IN THE AMOUNT OF $22,000
WHEREAS, pursuant to the provisions of Section 12 of Article
III of the Charter of the City of Palo Alto, the Council on June
23, 1997 did adopt a budget for fiscal year 1997-98; and
WHEREAS, on April 22, 1997, Council approved a proposal to
"rehabilitate the University Avenue Depot and directed staff to
assume responsibility as the lead agency to undertake rehabilitation
of the facility and work with the other affected agencies to provide
for secured bicycle storage at the Depot; and
WHEREAS, the cost of the project is estimated to be $237,000,
of which the ~City’s contribution to fund construction and
administration of the project is $44,000; and
WHEREAS, $22,000 is currently included in the Administrative
Services Department operating budget; and
WHEREAS, in September 1997, the Bay Area Air Quality Management
District (BAAQMD) awarded a grant to the City of Palo Alto for
$127,000 to fund construction and administration of a bike storage
facility; and City Council authorization is needed .to. accept and
expend the grant receipts; and
WHEREAS, the remainder of the operating costs of the facility
will be defrayed by $66,000 in revenue that will be earned by the
facility; and
WHEREAS, City Council authorization is needed to amend the
1997-98 budget as hereinafter set forth.
NOW, THEREFORE, the Council of the City of Palo Alto does
ORDAIN as follows:
SECTION I. The sum of Twenty Two Thousand Dollars ($22,000)
is hereby appropriated to non-salary expenses in the Property
Management Functional Area in the Administrative Services
Department. The Budget Stabilization Reserve is reduced
accordingly.
SECTION 2. The sum of One Hundred Twenty Seven Thousand
Dollars ($127,000) is hereby appropriated to non-salary expenses in
the Property Management Functional Area in the Administrative
Services Department.
SECTION 3. Revenue in the Property Management Functional Area
in the Administrative Services Department is increased by the sum
of One Hundred Twenty Seven Thousand Dollars ($127,000). _
SECTIQN 4. The transaction authorized in Section 1 will reduce
the Budget Stabilization Reserve from $16,935,974 to $16,913,974.
SECTION 5. As specified in Section 2.28.080(a) of the Palo
Alto Municipal Code, a two-thirds vote of the City Council is
required to adopt thisordinance.
SECTIQN 6. The Council of the City of Palo Alto hereby finds
that the enactment of this ordinance is not a project under the
California Environmental Quality Act and, therefore, no
environmental impact assessment is necessary.
SECTION 7. As provided in Section 2.04~.350 of the Palo Alto
Municipal Code, this ordinance shall become effective upon adoption.
INTRODUCED AND PASSED:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
ATTEST:APPROVED AS TO FORM:
City Clerk Senior Asst. City Attorney
APPROVED:
Mayor
City Manager
Acting Director,
Administrative Services
Department
ATTACHMENT B
Request for Proposal
The
City of
Palo Alto
invites your proposal for
a bicycle parking facility
CITY OF PALO ALTO
BICYCLE PARKING FACILITY
CONTRACT OPPORTUNITY
WHAT IS THE OPPORTUNITY?
The City of Palo Alto (CITY) seeks an operator, to design, develop, staff and manage a secure
bicycle parking facility of.approximately fifteen hundred (1,500) square feet located within the Palo
Alto, University Avenue Train Station Baggage Room. The facility as proposed would provide rent-
free, secure storage for up to 150 bicycles. The operator may also provide for addifio.nal ancillary
services including but not limited to bicyqle rentals, sales of bicycle equipment and accessories, and
bicycle repair services. ~
WHAT IS THE OVERALL PROJECT GOAL?
The CITY and the Bay Area Air Quality Management District (Distric0, by jointly sponsoring this
secure bicycle storage facility, desire to increase bicycle usage, bicycle commuting to the train.
station and transit center, facilitate bicycle/rail and bicycle/transit integration, promote bicycle trips
through the bicycle rentals, and encourage mass transit ridership.
HOW WOULD THE FACILITY BE FUNDED?
District grant funds in the amount of $127,000 and CITY funds in the amount of $44,000 are
available to the Operator foi" 1) conversion of the 1,500 square foot baggage room to an operational
bicycle parking facility, 2) acquisition of.rental bicycles and other related equipment, and 3) funding
for eighteen months of staffing_and operating costs. It is anticipated that the contractor will generate
at least $66,000 in the first 18 months from bicycle rental, sales and repair to off-set any additional
expenses. Continued financial support beyond the initial 18 month period will depend on the success
of the facility and th.e availability of subsidized funding resources.
HOW WOULD THE DEPOT’S NATIONAL HISTORIC REGISTRY EFFECT THE
DEVELOPMENT OF THE FACILITY?
The design of the facility and any identification signs must be compatible with the historical design
of the Depot and in compliance with the Secretary of Interior’s Standards of Rehabilitation for
Historic Properties (a Summary of the Standards is attached).
WHERE IS IT LOCATED?
The Depot and the Baggage Room are located at 95 University Avenue on the North East Corner
of University Avenue Circle and Mitchell Lane across the street from the MacArthur Park Restaurant
on the west side of the railroad tracks.
HOW CAN I VIEW THE PROPOSED SITE?
The interior of the baggage room is available to view by appointment, Monday through Friday 7:30
a.m. to 3:00 p.m. Please call Bill Fellman at 650/329-2472 to schedule a convenient time.
WHAT ARE THE MAJOR TERMS OF THE OFFER?
Following is a brief outline of the major terms of the offering:
Term of the Contract: The contract term will be eighteen months, beginning upon completion of
construction or as soon thereafter as possible.
Subsidy: One hundred and seventy-one thousand ($173,000) dollars of Bay Area Air Quality
Management District and City funds are available to the successful contractor for the construction,
marketing and to defray expenses for the facilities first 18 months of operation.
Condition of Premises: Operator shall accept the premises "as is", and the City shall have no
obligation to make any alterations, additions or repairs.
Maintenance: City shall be responsible for exterior maintenance and repair of the structure and main
support systems required to keep the premises in a condition suitable to satisfy the purpose of the
agreement. However in the event that the estimated cost of repair exceeds fifty percent (50%) of
the then current value of the baggage room, City may decide not to make such repairs. Operator
expressly agrees to maintain the premises in a safe, clean, wholesome, and sanitary condition and
shall be solely respoiasible for interior renovation, paint, light bulb replacement, window glass
replacement (if breakage is determined to have been caused by contractor).
Permits: Operator will be required to obtain any and all permits and approvals, including but not
limited to Conditional Use Permit, Building Permit and Architectural Review Board (ARB),
Historic Resources Board (HRB) approvals.
Historic Preservation: The Depot and the Baggage Room are listed on the National Register and the
California Register of Historical Resources. The property is also listed on the City’s Historic
Building Inventory as Category 1 level of significance, and the City desires to preserve as much of
the historic significance and integrity as possible. General guidelines for historic preservation are
included in the Secretary of Interior’s Standards of rehabilitation for Historic properties. In addition,
the City has obtained an Historic Resources Report which describes the historic significance of the
2
structures, and suggests guidelines and standards for potential exterior and interior modification(s)
in order to assure appropriate preservation of the property. Comments in the report about the
Baggage Room are as follows:
"Not character-defining. Interior walls of the Baggage Room may be altered or removed for
a new use as long as exterior configuration and finishes are not altered. It is recommended
to retain sliding doors on their tracks (fixed in place) and visible, but not necessarily in use."
The Report’s comments regarding preservation of the Baggage Room are limited but it is still the
City’s desire that the design of the facility and any identification signs be in kind witfi the historical
design of the Depot. It will be up to the proposer to show how its improvements and modifications
to the property are responsive to the guidelines for historic preservation and standards for
rehabilitation of the property as set forth in Historic Resources Report and the Secretary of Interior’s
Standards of Rehabilitation.
Utilities: City shall pay all utilities except contractor shall provide and pay for any and all telephone
equipment or services.
Taxes and Assessments: Operator shall be responsible for all taxes and assessments including
possessory interest tax, if any.
Insurance: Operator shall maintain insurance coverage and amounts as required by the City’s Risk
Manager. Typical insurance requirements are as follows:
1) WORKERS’
COMPENSATION
2)
Statutory
COMPREHENSIVE Bodily Injury
AUTOMOBILE
LIABILITY
Property Damagd, including
owned, hired and non-owned automobiles
$1,000,000 ea person
$1,000,000 ea occurrence
$1,000,000 ea occurrence
3) COMPREHENSIVE GENERAL Bodily Injury
LIABILITY
including protective,Property Damage
completed operations,
broad form contractual and personal injury.
4)FI~ LEGAL LIABILITY
$1,000,000 ea person
$1,000,000 ea occurrence
$1,000,000 ea occurrence
$ 500,000 (minimum)
HOW WILL THE SUCCESSFUL OPERATOR BE CHOSEN?
Proposals and proposers will be reviewed by a committee comprised of representatives of bicycle
community and City staff. The proposals will be evaluated based on the type, level and quality of
service to be provided, proposed design of the improvements, proposed marketing plan, experience
and amount of subsidy required.
WHEN ARE PROPOSALS DUE?
Proposals forms should be completed and put into envelops marked "Depot Bicycle Facility". The
forms should then be submitted to Purchasing Division, City of Palo Alto, 4th Floor, City Hall, 250
Hamilton Avenue, P.O. Box 10250, Palo Alto, Ca 94303.
Proposal forms will be received until Tuesday, MAY 19, 1998, at 3:00 P.M. Proposals received
after the scheduled closing time will not be accepted and will be returned to the proposer unopened.
HOW DO I GET THE PROPOSAL PACKAGE?
If after reading this flyer, you would like to obtain the proposal package or discuss the offering,
please contact:
BILL FELLMAN
MANAGER, REAL PROPERTY
250 HAMILTON AVENUE
P.O. BOX 10250
PALO ALTO, CA 94301
650/329-2472
4
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t
Summary* of .-
Secretary of the Interior’s
Standards of Rehabilitation
A property shall be used for its historic purpose or be placed
in a new use that requires minimal change to the defining
characteristics of the building and its site and environment.
The historic character of a property shall be retained and
preserved. The removal of historic materials or alteration of
features and spaces that characterize a property shall be
avoided.
Each property shall be recognized as a physical record of its
time, place and use. Changes that create a false sense of
historical development, such as adding conjectural features or
architectural elements from other buildings, shall not be
undertaken.
Most properties Change over time; those changes that have
acquired historic significance in their own right shall be
retained and preserved.
Distinctive features, finishes and construction techniques or
examples of craftmanship that characterize a property shall be
preserved.
Deteriorated historic features shall be repaired rather than
replaced. Where the severity of deterioration requires
replacement of distinctive feature, the new feature shall
match the old in design, color, texture and other visual
qualities and, where possible, materials. Replacement of
missing features shall be substantiated by documentary,
physical, or pictorial evidence, i~
Chemical or physical treatments, such as sandblasting, that
cause damage to historic materials shall not be used. The
surface cleaning of structures, if appropriate, shall be
undertaken using the gentlest means possible.
Significant archeological resources affected by a project
shall be protected and preserved. If such resources must be
disturbed, mitigation measures shall be undertaken.
New additions, exterior alterations, or related new
construction shall not destroy historic materials that
characterize the property. The new work shall be
RPCP/R2CP
i0.
differentiated from the old and shall be compatible with the
massing, size, scale, and architectural features to protect
the historic integrity of the property and its environment.
New additions and adjacent or related new construction shall
be undertaken in such a manner that if removed in the future,
the essential form and integrity of the historic property and
its environment would be unimpaired.
*The Secretary of Interior.’s complete Standards of Rehabilitation
and Guidelines for Rehabilitatinq Historic Buildings is available
for your review at the library, or at the Planning Department
counter on the fifth floor of the civic Center.
The
City of
Palo Alto
~nvites your proposa! for
a b~cycie pa~’king facility
’
Proposal Package
OPERATING AGREEMENT PROPOSAL PACKAGE
~0R SECURED BICYCLE STORAGEFACILITY
INSTRUCTION SHEET
This Proposal Package includes a summary of the proposal
requirements and procedures, and the Proposal Forms, (Proposal,
Questionnaire and Operating Agreement).
PROPOSAL REOUIREMENTS AND PROCEDURES
A.HOW TO SUBMIT A PROPOSAL
In order to submit your proposal you must:
Complete and sign the attached PROPOSAL FORMS AND
PROPOSER’S. QUESTIO~NAIRE.
2.Mail or deliver to:
Contract Manager, Purchasing
City of Palo Alto, First Floor
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303~
Proposals will be opened APRIL 28, 1998 at 3:00 p.m. at 250
Hamilton Avenue, Palo Alto, CA. All proposals must be
received prior to that time. Proposals received after the
scheduled closing time shall be deemed rejected, shall not
be accepted and shall be returned to the proposer unopened.
B.EVALUATION OF PROPOSALS
Proposals and proposers will be reviewed by a committee
comprised of representatives of the bicycle community and
City staff’. The proposals will be evaluated based on the
type, level and quality of service to be provided, proposed
improvements, proposed marketing plan, proposers past
experience and amount of subsidy required.
PROPOSAL PACKAGE
TH~S IS A PROPOSAL TO ACOUIRE AN OPERATING AGREEMENT FOR
SECURED BICYCLE STORAGE FACILITY
AT THE ONIVERSITY AVENUE TRAIN DEPOT BAGGAGE ROOM
PROPOSER
Name:
Address:
(Please print)
Phone No. ( )
The undersigned, ("PROPOSER") hereby submits a proposal to the
City of Palo Alto, ("CITY") to acquire a contract more fully
described in the Contract Agreement (ATTACHMENT B), in accordance
with the terms, covenants, and conditions contained in this
PROPOSAL and in the Operating Agreement.
A.TERMS AND CONDITIQNS
-PROPOSER has carefully read and fully understands the
PROPOSAL document and the Operating Agreement attached
to this PROPOSAL.
o The ’Operating Agreement is an integral part of this
proposal and must be attached to this PROPOSAL.
o PROPOSER warrants that it has the capability to
successfully undertake and complete the
responsibilities and obligations of OPERATOR contained
in the Operating Agreement.
0
o
This PROPOSAL may be withdrawn at any time prior to
the time set for opening the proposals but may not be
withdrawn after the time set for such opening.
Within ten (I0) days after notification of the
acceptance of this PROPOSAL by CITY, PROPOSER will
execute the Operating Agreement.
o
o
o
I0.
PROPOSER has fully completed the Proposer’s
Questionnaire (Attachment A), and the completed
questionnaire is attached to this PROPOSAL together
with any appropriate or requested supplemental
material.
All the information contained in or supplementing said
questionnaire is true and correct to the best of
PROPOSER’S knowledge.
CITY reserves the right to reject any or all PROPOSALS
and to accept that PROPOSAL which will, in its
opinion, best serve the public interest.
By submission of this proposal, PROPOSER acknowledges
and agrees that the CITY has the right to make any
inquiry of investigation it deems appropriate to
substantiate or supplement information contained in
this questionnaire, and authorizes the release to CITY
of any and all information sought in such inquiry or
investigation.
ATTACHMENT A (Proposer’s Questionnaire) and ATTACHMENT
B (Operating Agreement) are attached to and by this
reference made a part of this PROPOSAL.
PROPOSER
(Please sign)
Date
~ROPOSER’S OUESTIONNAIRE
All information requested in this questionnaire MUST be furnished
by the PROPOSER, and MUST be submitted with the PROPOSAL.
Statements must be complete and accurate. Omission, inaccuracy,
or misstatement MAY be cause for rejection of this PROPOSAL.
I. PROPOSER
Name of PROPOSER exactly as it appears on the PROPOSAL and as it
will appear on the agreement, include full legal name of
business:
Address of PROPOSER for purposes of notices or other
communication relating to the PROPOSAL:
Telephone Number of PROPOSER:
II. STATEMENT FOR PROPOSERS
PROPOSER intends to operate as a Sole Proprietorship ( );
Partnership ( ); or Joint Venture ( ); or
III. S6~E pROPRIETORSHIP/INDIVIDUAL
If a Sole Proprietorship or individual, furnish the following:
I. Name in full:
2.Address:
Is proprietor doing business under a fictitious business name?
If so, furnish evidence that proprietor is authorized to do
business under such fictitious business name, (e.g. notice
published in county paper of general circulation, number of
filing with a County Clerk).
IV. NON-PROFIT CORPORATION STATEMENT
If a non-profit corporation, furnish one copy of the
following:
a o
do
Articles of incorporation.
Bylaws.
A letter from the Internal Revenue Service stating
that the organization is tax exempt under Section
501(c) (3) or 101(b) of the IRS Code. A tax-exempt
status under Section 170(b) or 509(a) is also
acceptable. The IRS letter must contain the proper
name~ and address of the organization, or a copy of the
change notice which has been forwarded to them.
A letter from the State of California stating that the
organization is tax exempt.
2.State the mission and purpose of the organization:
ATTACHMENT A
Please attach an organization chart showing Board of
Directors, members, if any, management and staffing levels.
Please include a membership list of your .Board of Directors,
their city of residence, occupation, and dates of service on
the Board.
How often does your Board meet?
Are Palo Alto Residents served by your organization?
If so, approximate number of residents served:
Type of service provided:
V. METHOD OF OPERATION
Describe your specific plan for the type, level and quality of
service to be provided. Include level of staffing and any
optional services and uses which you will seek permission to
provide.
ATTACHMENT A
Vl. EXPERIENCE STATEMENT
Describe in detail the duration and extent of your experience
with special emphasis upon experience directly related to the
type of operation proposed for this project. Also describe, in
detail, the.pertinent experience of the person or persons who
wil! be directly involved in the development and management of
the operation proposed for this project.
ATTACHMENT A
VII. FINANCIAL INFORMATION
A. Provide an estimate for the cost to l)design and construct and
2)equip the facility.
’B. Provide a 3 year pro-forma analysis of income and expenses for
the proposed project.
C. Do you estimate the need for a subsidy at the end of the first
18 months of Qperation? If so, what do you estimate the annual
subsidy to be?
ATTACHMENT A
VIII. PLAN OF PROPOSED OPERATION
Provide a scaled drawing that indicates how the facility will be
designed to operate within the, approximately 1,500 square foot
former baggage room also describe how any improvements and
signage will be consistent with the baggage room’s historic
designation
IX. PROPOSED MARKETING PLAN
Provide plan for how the facility should be marketed.
ATTACHMENT A
X.~ REFERENCES
List at least four persons or firms with whom you have conducted
business transactions during the past three years., At least two
references named should have knowledge of your ability to finance
the proposed project and your debt payment history. At least two
references should have knowledge of.your abilities to operate the
proposed facility.
REFERENCE NO. 1
Name:Title.
Firm:
Address:ZIP:
Telephone:
Nature and magnitude of purchase, sale, loan, business
association, etc.:
REFERENCE NO, 2
Name:..
Title:
Firm:
Address:Zip:
Telephone:
Nature and magnitude of purchase, sale, loan, business
association, etc.
ATTACHMENT A
REFERENCE NO.3
Name:
Title:
Firm:
Address:Zip:
Telephone:
Nature and magnitude of purchase, sale, ~loan, business
association, etc.
REFERENCE NO, 4
Name:
Title:
Firm.
Address:Zip:
Telephone:.
Nature and magnitude of purchase, Sale, loan, business
association, etc.
ATTACHMENT A
XI. OTHER INFORMATIO~
Please provide any other information which you feel will be
helpful in evaluating your ability to successfully improve and
operate the proposed facility.
ATTACHMENT A
XII. PROPOSED CHANGES TO DOCUMENT*
If you believe changes to the document(s) (Operation Agreement)
are necessary for you to successfully operate the proposed
facility please identify the clauses requiring changes below and
specifically indicate the nature of the required change on the
document or on another sheet of paper. IMPORTANT - any proposed
changes should be minimal. Remember that CITY may reject any or
all proposals, and required revisions to the document(s) may be
grounds for rejection.
# of Clause(s)
requiring change:Required Changes (use additionalsheets if necessary)
ATTACHMENT A
OPERATING AGREEMENT
[FORMI
THIS OPERATING AGREEMENT ("Agreement") is made this day of
by and between the CITY of Palo Alto, a municipal corporation ("CITY"), and
, a ~ corporation ("OPERATOR").
1998,
RECITALS:
3.51bbikestation/bikeeon
A.Leland Stanford University ("UNIVERSITY") is the owner of, and CITY
is the tenant of the University Avenue Train Depot (Depot) in Palo Alto.
The Depot and Baggage Room are generaliy shown on Exhibit "A", attached
hereto and incorporated herein by reference.
B.CITY desires to provide for a secured bicycle parking facility (Facility) for up to
150 bicycles in the approximately one thousand five hundred (1,500) square foot
Bagg~ige Room located within the Depot.
C.The Depot and the Baggage Room are listed on the National Register and the
California Register of Historical Resources, and are also listed on the CITY’s
Historic Building Inventory as Category 1 level of significance; and the CITY
desires to preserve as much of their historic significance and integrity as possible.
D.OPERATOR desires to construct the Facility in a manner that will retain the
historic integrity of the Depot and the Baggage Room.
1
E.OPERATOR desires to construct, operate and manage the Facility on the terms
and conditions more particularly set forth in this Agreement.
F.OPERATOR and CITY agree that the primary objective for OPERATOR’s
performance under this Agreement is to provide a secured bike parking Facility at
no cost to and for the benefit of the general public.
NOW, THEREFORE, in consideration for the mutual promises hereinafter set forth the parties
hereto agree as follows:
I. SCOPE OF SERVICES
OPERATOR shall
A.
Bo
Do
E°
3.5|bbikeslafi on/bikecon
Design, construct and convert the 1,500 sq.ft. Facility to an operational bicycle
parking facility.
Design and construct the Facility to be compatible with the historic design of the
Depot and the Baggage Room.
Operate and manage the Facility for bicycle parking, repair, rental, and retail sales.
Operfite the Facility, at a minimum, from 6:00 a.m. to 8:00 p.m. weekdays, and 9:00
a.mo t6 6:00 p.m. on weekends unless otherwise agreed to in writing by CITY.
Employ sufficient personnel and provide sufficient equipment for the operation of
the Facility.
Periodically consult with the CITY regarding such operation..
Keep such books and records and report to CITY as hereinafter described.
Comply with all statutes, ordinances, rules, orders, regulations of federal, state,
2
county and CITY governments regulating the use by OPERATOR of the Facility.
Not use or permit the use of theFacility in any manner that will create or tend to
create a nuisance.
II. TERM OF AGREEMENT
The initial term of this Agreement shall be for eighteen (18) months commencing on the beginning
of the first full month after date of completion of the facility.
III. RATES
CITY has determined that there will be .no charge for daily bicycle parking. OPERATOR shall
determine the rates to be charged for all other OPERATOR provided services at the Facility.
IV. OPERATOR’S, EMPLOYEES
All of OPERATOR’s employees shall, at all times while on duty at the Facility, conduct themselves
with exemplary demeanor, be courteous and polite to the public and not engage in any raucous or
offensive conduct.
V. COMPENSATION
A. Operating Fee.
During the term hereof,
of
3.51bbikestation/bikecon
CITY shall pay to OPERATOR a monthly management fee
DOLLARS ($ ),
3
B. Expense Reimbursement.
In addition to the Operating Fee described in paragraph A, CITY will reimburse
OPERATOR for up to a maximum of TWENTY THOUSAND DOLLARS
($20,000.00) over the term of this Agreement for expenses and costs incurred by
OPERATOR for marketing and promotional activities. ReimbUrsement under this
paragraph shall be paid to OPERATOR only after submission of invoices
satisfactory to the CITY, which document how the marketing and promotional
activities for which reimbursement is sought are based upon a marketing plan pre-
approved in writing by CITY. OPERATOR agrees that all marketing and
promotional material will include wording that Bicycle Parking Facility is a
Area Air Quality Management funded project.
yl, IMPROVEMENTS CONSTRUCTED BY OPERATOR
A.OPERATOR shall apply for and receive a conditional use permit for the proposed
development and operation from CITY’s Zoning Administrator.
B.OPERATOR shall apply for and shall receive a building permit for the construction
of the Facility.
C. OPERATOR shall be required to obtain approval of the Historic Resources Board.
D.OPERATOR shall in an efficient and workman like manner, cause to be designed,
constructed, and installed within the Facility appropriate improvements to adequately
accommodate those services and uses to be provided.
3.51bbikestation/bikecon 4
Eo
Go
OPERATOR’S name for the Facility will be subject to CITY’S reasonable prior
approval, and OPERATOR will hold CITY harmless from and against any and all
claims for violation of trademark or other intellectual property right.
No additional improvements shall be constructed at the Facility without CITY’s
approval.
CITY agrees that it will reimburse OPERATOR for construction costs and equipment
of not to exceed SIXTY-NINE THOUSAND DOLLARS ($69,000) during
construction and upon receipt of invoices satisfactory to CITY that establish that
OPERATOR has incurred such expenses.
VII. HISTORIC PRESERVATION, PERMITS AND LICENSES
General guidelines for historic preservation are included in the Secretary of Interior’s Standards of
Rehabilitation for Historic Properties, a summary of which is attached hereto as Exhibit "B" and
incorporated herein by this reference. The CITY has also obtained an Historic Resources Report
which describes the historic significance of the structures, and suggests guidelines and standards for
potential exterior and interior modification(s) in order to assure appropriate preservation of the
property. (A copy of the report will ,be given to the OPERATOR prior to execution of the
Agreement). OPERATOR will design and construct the Facility and any identification signs in
such a manner as to not diminish the historic integrity of the Depot and the Baggage Room.
3.51bbikestation/bik¢con 5
VIII. OPTION TO EXTEND
Upon mutual agreement of CITY and OPERATOR, the term of this Agreement may be extended
for additional two (2) year periods.
IX. TERMINATION
Either party retains ,the right to terminate this Agreement upon (90) days prior written notice.
OPERATOR agrees to protect, indemnify, defend and hold harmless CITY, its Council members,
officers, employees and agents from any and all demands, claims, or liability of any nature,
including death or injury to any person, property damage or any other loss, caused by or arising out
of OPERATOR’s, its officers’, agents’, subcontractors’ or employees’ negligent acts, errors, or
omissions, or willful:misconduct, or conduct for which applicable law may impose strict., liability on
OPERATOR in the performance of or failure to perform its obligations under this Agreement.
XI. INSURANCE
OPERATOR, at its sole cost and expense, will obtain and maintain, in full force and effect during
the term of this Agreement, the insurance coverage described in Exhibit "C", insuring not only
3,51bbikest ation/bikecon 6
OPERATOR and its OPERATORS, if any, but also, with the exception of workers’ compensation,
employer’s liability, and professional liability insurance, naming CITY as an additional insured
concerning OPERATOR’s performance under this Agreement.
All insurance coverage required hereunder will be provided through carders with Best’s Key Rating
Guide ratings of A:VII or higher which are admitted to transact insurance business in the State of
California.
Certificates of such insurance, preferably on the forms provided by CITY, will 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 altered by the insurer except after filing with CITY’s clerk
thirty (30) days’ prior written notice of such cancellation or alteration, and that the City of Palo Alto
is named as an additional insured except in policies of workers’ compensation, employer’s liability,
and professional liability insurance. Current certificates of such insurance will be kept on file at all
times during the term of this Agreement with the city clerk.
The procuring of such required policy or policies of insurance will not be construed to limit
OPERATOR’s liability hereunder nor to fulfill the indemnification provisions of this Agreement.
Notwithstanding the policy or policies of insurance, damage, injury, or loss caused by or directly
arising as a result of the work performed under this Agreement, including such damage, injury, or
loss arising after the Agreement. is terminated or the term has expired.
3 .Slbbikest ation!bikecon 7
XII. WORKERS’ COMPENSATION
OPERATOR, 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 the
performance of the Work.
~II. ASSIGNMENT, SUBLETTING AND ENCUMBERING PROHIBITED
Because CITY has relied on the specific background and capabilities of OPERATOR in awarding
this Agreement, any mortgage, pledge, hypothecation, encumbrance, transfer, Agreement, or
assignment (collectively referred to as encumbrance) of OPERATOR’s interest in the Facility, or
any part of portion thereof, is prohibited. Any attempted encumbrance shall be null and void and
shall confer no right, title or interest in or to this Agreement.
XIV. SURRENDER OF POSSESSION
Upon termination of this Agreement, any improvements constructed or installed on the Facility shall
become the property of the CITY, and OPERATOR shall surrender to CITY the Facility in good
order, condition and repair except for ordinary wear and tear. OPERATOR will be required to
remove all personal property upon termination of the Agreement unless other arrangements are made
3.51bbikestation/bikecon 8
with and approved by the CITY. OPERATOR agrees that CITY will have, without prior notice, the
.right to sell or otherwise dispose of any personal property belonging to OPERATOR which has been
left on the Premises after OPERATOR has vacated the Facility.
XV. INDEPENDENT CONTRACTOR
It is expressly acknowledged that OPERATOR shall be an independent Contractor with respect to
all installations, construction, and services performed under this Agreement and OPERATOR agrees
to and accepts full and exclusive liability for the payment of any and all contributions or taxes for
social security, unemployment insurance, or old age retirement benefits, pensions, or annuities now
or later imposed under any state or federal law which are measured by the wages, salaries, or other
remuneration paid to persons employed by OPERATOR or work performed under th.e terms of this
Agreement, and further agrees tO obey all rules and regulations which are now, or later may be,
issued or promulgated under these respective laws by any duly authorized state or federal officials;
and OPERATOR shall indemnify and save harmless CITY from any such contributions or taxes or
..
liability therefor.
XVI. UTILITIES
CITY shall pay all utilities except OPERATOR shall provide and pay for any and all telephone
equipment and services.
3.51bbikestatiordb~kecon
XVII. MAINTENANCE
CITY shall be responsible for exterior maintenance and repair of the structure and main support
systems required to keep the Facility in a condition suitable to satisfy the purpose of the Agreement.
However in the event that the estimated cost of repair exceeds fifty percent (50%) of the then current
value of the Baggage Room, CITY may decide not to make such repairs. OPERATOR expressly
agrees t° maintain the interior of the Facility in a safe, clean, wholesome, and sanitary condition and
shall be solely responsible for interior renovation, paint, light bulb replacement, and window glass
replacement (if breakage is determined to have been caused by OPERATOR).
OPERATOR shall designate in writing to CITY anon-site representative who shall be responsible
for the day- to-day operation and level of maintenance, cleanliness, and general order. CITY’s Real
Property Division shall be the CITY contact for maintenance responsibilities.
XVIII. SECURITY, OF FACILITY
OPERATOR shall b~ responsible for providing security in or about the Facility.
XIX. NO PROPERTY RIGHTS
No property rights in the premises, or right of possession thereof, are granted by this Agreement.
3.51bbikestationPoikecon 1 0
XX. REMEDIES WILL BE CUMULATIVE
All rights and remedies of CITY enumerated will be cumulative and none will exclude any other
right or remedy allowed by law. Likewise, the exercise by CITY of any remedy provided or allowed
by law will not be the exclusion of any other remedy.
XXI. WAIVER
One or more waivers of any covenant, term or condition of this Agreement by either party will not
be construed by the other party as a waiver of subsequent breach of the same covenant, term or
condition. The consent or approval of either party to or of any act by the other party of a nature
requiring consent or approval will not be deemed to waive or render unnecessary consent to or
approval of any subsequent similar act.
XXII. HAZARDOUS SUBSTANCES
A.Definition As used herein, the term "Hazardous Materials" means any substance or
material which has been determined by any state, federal or local governmental authority
to be capable of poising or a risk of injury to health, safety, and property, including
petroleum and petroleum products and all of those materials and substances designated as
hazardous or toxic by the U.S. Environmental Protection Agency, the California Water
’ Quality Control Board, the U.S. Department of Labor, the California Depart of Industrial
3.51bbikest ationh)ik¢¢on 1 1
Relations, the California Department of Health Services, the California Health and Welfare
Agency in connection with the Safe Water and Toxic Enforcement Act of 1986, The U.S.
Department of Transportation, the U.S. Department of Health and Human Services, the
U.S. Food and Drug Administration or any other governmental agency now or hereafter
authorized to regulate materials and substances in the environment. Without limiting tl~e
generality of the foregoing, the term "Hazardous Materials" shall include all of those
materials andsubstances defined as "toxic materials" in Sections 66680 through 66685.of
Title 22 of the California Code of Regulations, Division 4, Chapter 20, as the same may be
amended from time to time..
OPERATOR’s Use of the Facility During the..Term of this Agreement,
OPERATOR shall abide and be bound by all of the following requirements:
OPERATOR shall comply with all laws now or hereafter in effect relating to the use
of Hazardous Materials on, under or about the CITY property, and OPERATOR shall
:not contaminate the CITY property, or its sub-surfaces, with any Hazardous
Materials.
OPERATOR shall restrict its use of Hazardous Materials on the CITY property to
those kinds of materials that are normally used in maintaining the CITY property.
Disposal of any Hazardous Materials on the CITY property is strictly prohibited.
3.51bbikeslationYoikecon 12
o OPERATOR shall be solely and fully responsible for the reporting of all Hazardous
Materials releases to the appropriate public agencies, when such releases are caused
by or result from OPERATOR’s activities on the CITY property. OPERATOR shall
immediately inform CITY of any releases of Hazardous Materials, whether or not the
releases is in quantities that would otherwise be reportable to any public agency.
OPERATOR shall be solely and fully responsible and liable for such releases on the
Premises, or into CITY’.s sewage or storm drainage systems. OPERATOR shall take
all necessary precautions to prevent any of its Hazardous Materials from entering into
any storm or sewage drain system or from being released on the Premises.
OPERATOR shall remove Hazardous Materials in accordance with all laws. In
addition to all other rights and remedies of CITY hereunder, if the release of
Hazardous Materials caused by OPERATOR is not removed by OPERATOR, CITY
may pay to have the same removed and OPERATOR shall reimburse CITY for such
costs within five (5) days of CITY’s demand for payment.
o OPERATOR shall protect, defend, indemnify and hold harmless CITY from and
against all loss, damage, or liability (including, without limitation, the cost of any
cleanup and remediation of Hazardous Materials) which CITY may sustain as a result
of the presence o~.cleanup of Hazardous Materials on the Premises, arising out of or
resulting from OPERATOR’s management of the Facility.
3.51bbikestation/bikeeon 1 3
OPERATOR’s obligation under this clause shall survive the expiration or earlier
termination of this Agreement.
XXIII. INSPECTION
CITY’S employees and agents shall have the right at all reasonable times to inspect the Facility to
determine if the provisions of this Agreement are being complied with.
XXIV. ATTORNEY’S FEES
In the event that either party fails to comply with any of the terms of this Agreement and the other
party commences legal proceedings to enforce any of the terms of this Agreement, the Prevailing
party in any such suit will receive from the other attorneys’ fees including applicable court costs.
XXV. NOTICES
Any and all notices to be given under this Agreement or required by law to be served on either of
the parties may be given or served by certified mail deposited in the United States mail, postage
prepaid, addressed as follows:
3.51bbikestation/bike¢on 14
To OPERATOR:To CITY:
City Clerk
City of Palo Alto
P.O. Box 10250
Palo Alto, Calif. 94303
with a copy to:
Manager, Real Property
City of Palo Alto
P.O. Box 10250
Palo Alto, Calif. 94303
Any notices may be personally served on the party to be given notice. Any notice served by means
of the United States mail will be effective from the date of mailing.
3,51bbikestationibikecon 1 5
XXVI, RECORDS AND ACCOUNTS
Ao Records.
OPERATOR shall, at all times during the term of this Agreement, keep or cause to be kept
true and complete books, records, and accounts of all financial transactions conducted in the
operation of all business activities, of whatever nature, conducted pursuant to the rights
granted herein. The records, books and accounts shall be kept or made available to CITY
at a location within Santa Clara or San Mateo County. The records must be supported by
source documents such as sale slips, cash register tapes, purchase invoices, or other pertinent
documents. Except as may be otherwise provided by this Agreement, all retail sales, and
other incidental business revenue shall be recorded by means of cash registers or other
comparable devices which display to the .customer the amount of the transaction and
automatically issue a receipt. The registers shall be equipped with devices which lock in
sales totals and other transaction records, or with counters which are not resettable and which
record transaction numbers and sales details. Totals registered shall be read and recorded at
the beginning: and end of each day. Retail sales may be recorded by a system other than
cash registers or other comparable devices provided that system is approved by the Director
of Administrative Services or his or her designee.
3.5|bbikes’tat~on!bikecon
The Accounting Year.
The accounting year shall be twelve full calendar months. The accounting year may be
established by OPERATOR, provided OPERATOR has notified CITY in writing of the
16
accounting year to be used. The accounting year shall be deemed to be approved by CITY
unless CITY objects to OPERATOR’s selection in writing within sixty (60) days of receipt
of OPERATOR’s written notification.
In the event OPERATOR fails to establish an accounting year of its choice, regardless of the
cause, the accounting year shall be synonymous with the twelve (12) month period following
commencement of this Agreement.
Once an accounting year is established, it shall be continued through the term of the
Agreement unless CITY specifically approves in writing a different accounting year. CITY
shall approve a change in accounting years only in the event of undue hardship being placed
on either the OPERATOR or CITY, and not because of mere convenience or inconvenience.
Co
3.51bbikestation/bikecon
Einancial Statements and Audit by CITY.
Within one hundred twenty (120) days after the end of each accounting year,OPERATOR
shall, at its own expense, submit to CITY an unaudited balance sheet and income statement.
Within one hundred eighty (180) days after the end of each accounting year, OPERATOR
shall, at its own expense, submit to CITY a balance sheet and income statement prepared
and audited by a Certified Public Accountant, reflecting business transacted on or from the
Facility during the preceding accounting year. The Certified Public Accountant must attest
that the balance and income statement submitted are an accurate representation of
OPERATOR’s records as reported to the United States of America for income tax purposes.
17
The Director of Administrative Services or his or her designee may accept alternatives to
the above Certified Public Accountant-audited statement provided that in the Director’s
opinion, the alternative provides sufficient assurance that the financial statement accurately
reflect business transacted on or from the Facility.
All of OPERATOR’s accounting records and supporting source documents shall be made
available to CITY’s representatives at any and all reasonable time during the term of this
Agreement and within two (2) years after expiration or termination of this Agreement, for
the purpose of determining the acc{aracy of the monthly statements of sales and monies
received.
Notwithstanding the previous paragraph, the full cost of any such audit by CITY, as
determined by CITY, shall be borne by OPERATOR if OPERATOR has failed to maintain
tree and complete books, records, accounts, and supporting source documents in accordance
with subparagraph A above. The adequacy of records shall be determined by the City
Auditor. Otfierwise, CITY shall bear the cost of any such audit.
Upon the request of CITY, OPERATOR shall promptly provide, at OPERATOR’s expense,
necessary data to enable CITY to fully comply with any and all requirements of the State of
Califomia or the United States of America for information or reports relating to this
Agreement and to OPERATOR’s use of the Facility. Such data shall include, if required, a
detailed breakdown of OPERATOR’s use of the Facility, and/or a detailed breakdown of
3.51bbikestation#oikecon 1 8
OPERATOR’S receipts and expenses.
XXVII. NONDISCRIMINATION
OPERATOR and its employees shall not discriminate against any person because of race, color,
religion, ancestry, age, sex, national origin, disability or sexual preference. OPERATOR shall not
discriminate against any employee or applicant for employment because of race, color, religion,
ancestry, sex, age, national origin, disability or sexual preference. OPERATOR covenants to meet
all requirements of the Palo Alto Municipal Code pertaining to nondiscrimination in employment.
If OPERATOR is found in violation of the nondiscrimination provision of the State of Califomia
Fair Employment Practices Act or similar provisions of federal law or executive order in the conduct
of its activities under this Agreement by the State of California Fair Employment Practices
Commission or the equivalent federal agency or officer, it shall thereby be found in default under
this Agreement, and such default shall constitute a material breach of this Agreement. CITY shall
then have the power to cancel or suspend this Agreement in whole or in part.
XXVIII. CONFLICT OF, INTEREST
OPERATOR warrants and covenants that no official or employee of CITY nor any business entity
in which any official or employee of CITY is interested has been employed or retained to solicit or
aide in the procuring of this Agreement or will be employed in the performance of this Agreement
without the divulgence of such fact to CITY. In the event that CITY determines that the employment
3.51bbikestaaon/bikecon 19
of any such official, employee or business entity is not compatible with such official’s or employee’s
duties as an official or employee of CITY, OPERATOR upon request of CITY shall immediately
terminate such employment. Violation of this provision constitutes a serious breach of this
Agreement and CITY may terminate this Agreement as a result of such violation.
XXIX. ENTIRE AG~EMENT
It is understood that there are no oral agreements between the parties affecting this Agreement, and
this Agreement supersedes and cancels any and all previous negotiations and understanding, if any,
between the parties and none will be used to interpret or construe this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement the year first above written.
OPERATOR CITY OF PALO ALTO, a municipal
corporation:
By By:
¯Mayor
Its
3.51bbikestation/bike¢on 20
ATTEST:ATTEST:
By By
City Clerk
APPROVED AS TO FORM:
By
Assistant City Attorney
RECOMMENDED FOR APPROVAL:
By.
City Manager
By.
Acting Director of Admistrative Services
Department
By
Manager, Real Property
3.5|bbikes|ation?oikecon 21
So
Summary* of
Secretary of the Interior’s
Standards of Rehabilitation
A property shall be used for its historic purpose or be placed
in a new use~ that requires minimal change to the defining
characteristics of the building and its site and environment.
~The historic character of a property shall be retained and
preserved. The removal of historic materials or alteration of
features and spaces that characterize a property shall be
avoided.
Each property shall be recognized as a physical record of its
time, place and use.. Changes that create a false sense of
historical development, such as adding conjectural features or
architectural elements from other buildings, shall not be
undertaken.
Most properties change over time; those changes that have
acquired historic significance in their own right shall be
retained and preserved.
Distinctive features, finishes and construction techniques or
examples of craftmanship that characterize a property shall be
preserved.
Deteriorated historic features shall be repaired rather than
replaced. Where the severity of deterioration requires
replacement of distinctive feature, the new feature shall
match the old in design, color, texture and other visual
qualities and, where possible, materials. Replacement of
missing features shall be substantiated by documentary,
physical, or pictorial evidence. ~
Chemical or physical treatments, such as sandblasting, that~
cause damage to historic materials shall not be used. The
surface ~cleaning of structures, if appropriate, shall be
undertaken using the gentlest means possible.
Significant archeological resources affected by a project
shall be protected and preserved. If such resources must be
disturbed, mitigation measures shall be undertaken.
New additions, exterior alterations, or related new
construction shall not destroy historic materials that
characterize the property. The new work shall be
i0.
differentiated from the old and shall be compatible with the
massing, size, scale, and architectural features to protect
the historic integrity of the property and its environment.
New additions and adjacent or related new construction shall
be undertaken in such a manner that if removed in the future,the essential form and integrity of the historic property and
its environment would be unimpaired.
*The Secretary of Interior’s complete ~tandards of Rehabilitation
.and Guidelines for Rehabilitatinq Historic Buildinqs is available
for your review at the library, or at the Planning Department
counter on the fifth floor of the Civic Center.
EXHIBIT C
Insurance Requirements,,, for Contractors ....
CONTRACTOR:
PROJECT MANAGER:
CONTRACT NAME:
GENERAL TERMS AND INSTRUCTIONS
........TH!S INSTRUCTION SHEET SHOULD BE GIVEN TO YOUR INSURANCE AGENT/BROKER.
THE CONSULTANT/CONTRACTOR RETAINED, AT THEIR SOLE EXPENSE, SHALL OBTAIN AND MAINTAIN INSURANCE FOR THE TERM OF THE
CONTRACT. CONTRACTORS WILL BE REQUIRED TO PROVIDE A CERTIFICATE EVIDENCING THE INSURANCE AND NAMING THE CiTY AS AN
ADDITIONAL INSURED. ALL INSURANCE COVERAGE REQUIRED SHALL BE PROVIDED THROUGH CARRIERS WITH A BEST RATING OF A:VII
OR HIGHER THAT ARE ADMITTED TO DO BUSINESS IN THE STATE OF CALIFORNIA,THE CERTIFICATE OF INSURANCE MUST BE COMPLETED AND EXECUTED BYAN AUTHORIZED REPRESENTATIVE OF THE COMPANY
PROVIDING INSURANCE, FILED WITH THE CITY, AND. APPROVED BY THE CITY BEFORE CONTRACT WILL BE CONS DERED COMPLETE ASRESPECTS INSURANCE,
RETURN THE COMPLETED CERTIFICATE TO THE CITY OF PALO AL TO, PURCHASING
& CONTRACT ADMINISTRATION, 250 HAMILTON A VENUE, PALO AL TO 94301.
THE INSURANCE REQUIREMENTS CHECKED BELOW ARE REQUIRED FOR THIS
CONTRACT.
TYPE OF COVERAGE REQUIREMENT ,
Worker’s Compensation
Automobile Liability
"PERSON~ IN~RY
"FIRE LE~ LI~ILITY
Comprehensive Automobile Liability:
INCLUDING:
¯OWNED
¯HIRED
¯NON-OWNED
Statutory
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PKOPERTYDAMAGE COMBINED
BODILY INJURY (Each Person)
LONG FORM (Minimum Limits)
AGGREGATE
$i,000,000
$i,000,000
$i,000,000
~OD~,LY ~NJURY IEachOccuz=enc,
PROPERTY DAMAGEBODILY INJURY & PROPERTY
DAMAGE COMBINED
~l,O00,O00$!,o00,o00
$i,000,000
[]Professional Liability:
INCLUDING:
¯ ERRORS AND OMISSIONS ALL DAMAGES $I,000,000
¯MALPRACTICE (If Appllcable) .
¯NEGLIGENT PERFORMANCE
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADD,!,TIONAL INSURED
$I,000,000$i,000,000
D.
E.
F.
$i,000,000
The City of Palo Alto, its officers, agents and employees are named as additional insured, but only as to work performed under contract.
Said coverage as to the City of Palo Alto, etc., shall be primary coverage, without offset against City’s existing insurance and any other
insurance carried by the City being excess insurance only.
Where the work involves grading, paving, excavating, drilling or other underground work, the policy includes destruction of wires,
conduits, pipes, mains, or other similar property or any apparatus in connection therewith below the surface of the ground whether
owned by third parties or the City of Palo Alto.
Where the work involves excavating, collapse coverage is provided in the amounts above.
The policy includes a "Severability of Interest" provision.
Deductibles over $5,000 must be indicated and are subject to approval.
If such policies are canceled or changed during the period of coverage as stated herein, in such a manner as to affect the Certificate,
thirty (30) days written notice will be mailed to the City of Palo Alto, Contract Administration, P.O. Box 10250, 94303
The liability insurance policy includes a contractual liability endorsement providing insurance coverage for Contractor’s agreement to
indemnify the City.
The coverage afforded under the policies is subject to all terms of the policies designated herein and meets all of the provisions called
for herein.
Bald’emar J Troche ct M ) 329-2162
ATTACHMENT C
Funding Agreement
FUNDING AGREEMENT
BETWEEN
THE BAY AREA AIR QUALITY MANAGEMENT DISTRICT
CITY OF PALO ALTO
PROJECT NUMBER
97R17
This Agreement is made and entered into between the City of Palo Alto, hereinafter referred to as
"Project Sponsor," and the Bay Area Air Quality Management District, hereinafter referred to as the
"Air District." Attachment A, Project Specific Information; Attachment B, Project Description; and
Attachment C, Monitoring of Project Performance are hereby incorporated into this Agreement by this
reference.
SECTION I
RECITALS:
1)Air District is authorized under California Health and Safety Code Section 44223 to levy a fee
on motor vehicles registered within its jurisdiction. Funds generated by the fee are to be used to
implement projects and programs to reduce air pollution from motor vehicles.
2)Air District administers these funds as the Transportation Fund for Clean Air (TFCA).
3)
4)
California Health and Safety Code Section 44241 limits expenditure to specified eligible
transportation control measures included in the clean air plan adopted pursuant to California
Health and Safety Code Sections 40233, 40717, and 40919 and limits the allocation of the funds
to public agencies within theAir District’s jurisdiction.
Air District and Project Sponsor, pursuant to California Health and Safety Code Section 44241,
hereby enter into this Funding Agreement (Agreement) to implement a transportation measure
(Project) to improve air quality in the San Francisco Bay Area Air Basin.
5)The Project, as dsed in this Agreement, is described on Attachment B.
SECTION II
PROJECT SPONSOR AGREES:
1)To implement the Project in accordance with the description and implementation schedule
contained on Attachment 13,
2)
3)
To submit detailed invoices to the Air District for reimbursement of costs and expenses incurred
to complete the Project consistent with the schedule contained on Attachment A. Invoices shall
specify the time period for the invoice, itemize staff charges to the Project, if any, indicating the
number of hours worked on the Project; and itemize any payments to vendors, consultants, or
contractors with an explanation of the goods or services provided for’the Project.
To keep necessary records of Project activities, expenses and charges to document and support
invoices submitted to the Air District.
4)To allow and facilitate Air District audit of Project performance and all expenditures relating to
the Project funded through this Agreement.
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BAAQMD FY97 TFCA Funding Agreement
5)
6)
7)
S)
9)
lO)
11)
To record on a time sheet those hourly labor costs incurred in the implementation of the Project
which are paid with TFCA funds received under this Agreement, or to establish an alternative
method approved by the Air District to document staff.costs charged to the Project.
To use no more than five percent of the TFCA funds received under this Agreement for. costs
incurred in the administration of the Project.
To keep necessary records.of Project performance as specified on Attachment C.
To submit to the Air District all reports specified on Attachment C.
To use the Air District’s approved logo for the Transportation Fund for Clean Air on any
vehicles leased, rented, or purchased with TFCA funds, or on any other capital property
purchased with TFCA funds that is visible to the public..
To use the Air District’s approved logo for the Transportation Fund for Clean Air, or to credit
the Air District as a funding source, on any printed or electronic material for public distribution
associated with the Project. Included as printed material are Project related schedules,
brochures, handbooks, or promotional material. Included as electronic material are Project
related Web Sites, electric signs, or e-mail broadcasts.
To credit the Air District as a funding source for the Project in any related media events, articles,
news releases or other publicity materials.
12) To assure that all funds received under this Agreement are expended only in accordance with all
. applicable provisions of law.
13)To expend those "Matching Funds," if any, as listed on Attachment A, toward completion of the
Project as described on Attachment B. In the event funding from other sources for the total cost
of the Project as set forth in Attachment A is not received, in whole, by the Project Sponsor, the
Air District reserves the right to renegotiate the terms and conditions of this Agreement.
14)To return to the Air District any funds realized from the sale of any motor vehicle(s) purchased
with TFCA funds if such sale occurs within the industry standards for the useful life from the
date of purchase of the motor vehicle(s). The amount of the funds returned to the Air District
shall be proportional to the percentage of TFCA funds originally used to purchase the motor
vehicle(s).
15)To place in the public domain any software, written document, intellectual property, process,
technique, or product developed with TFCA funds as part of the Project.
16)To comply with those "Special Conditions," if any, listed on Attachment A.
SECTION III
MR DISTRICT AGKEES:
1)
2)
To pay within 30 calendar days of receipt, invoices for reimbursement of legitimate Project
expenses submitted by the Project Sponsor, excepting that the Air District will retain fifteen
percent (15%) of the "Total TFCA Regional Funds Awarded"as listed on Attachment A until
the Air District’s acceptance of the final report as specified on Attachment C.
T0 provide TFCA funds not to exceed the "Total TFCA Regional Funds Awarded" amount for
this Project as listed on Attachment A.
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BAAQMD FY97 TFCA Funding Agreement
4)
To provide timely notice prior to conducting an audit.
To provide a copy of the fiscal and performance audits of the Project as specified in California
Health and Safety Code Section 44242.
iT IS
1)
2)
3)
4)
6)
7)
8)
9)
SECTION IV
MUTUALLY AGREED:
Term: This Agreement will remain in effect for three (3) years after the completion of the
Project unless terminated as provided below..
Termination: Either party may terminate this Agreement at any time by giving written notice of
termination to the other party which shall specify the effective, date thereof. Notice of’
termination under this paragraph shall be given at least ninety (90) days before the effective date
of such termination. Upon receiving notice of termination, Project Sponsor shall immediately
cea.se further expenditure ofTFCA fund~ received under this Agreement. The Air District will
reimburse Project Sponsor for qualifying expenditures on the Project made prior to the receipt-
of the notice of termination. "
Indemnity: Project Sponsor shall indemnify and hold harmless the Air District its officers,
employees, agents, representatives, and successors-in-interest against any and all claims, suits or
actions resulting from the performance by Project Sponsor of its duties under this Agreement.
Air District shall indemnify and hold harmless Project Sponsor its officers, employees, agents,
and successors-in-interest against any and all claims, suits or actions resulting from the
performance by Air District of its duties under this Agreement.
Notices: Any notice which may be required under this Agreement shall be in writing, shall be
effective when received, and shall be given by personal delivery service or first class mail, to the
addressees set forth on Attachment A, or to such addressees which may be specified in writing
to the parties hereto.
Contacts: Project Sponsor and Air District persons to act as contacts and liaison with the Air
District and the Project Sponsor with regards to the day-to-day activities of the Project are
specified on Attachment A. All reports and correspondence are to be addressed to the
"Contacts" listed on Attachment A.
Project Number: All correspondence shall reference the "Project Number" listed on Attachment
A.
Additional Acts and Documents: Each party agrees to do all such things and take all such
actions, and to make, execute and deliver such other documents and instruments, as shall be
reasonably requested to carry out the provisions, intent and purpose of this Agreement.
Integration: This Agreement represents the entire Agreement of the parties with respect to the
subject matter described in this Agreement, and no representation, warranties, inducements or
0ral a~;reements have been made by any of the parties except as expressly set forth herein, or in
other contemporaneous written agreements.
Amendment: This Agreement may not be changed, modified or rescinded except, in writing and
signed by the parties hereto. Any attempt at oral modification of this Agreement shall be void
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BAAQMD FY97 TFCA Funding Agreement
13)
15)
18)
19)
and of no effect. The Air District contact person and Project Sponsor contact person identified
pursuant to paragraph IV. 5 above may jointly authorize, in writing, any Schedule revisions or
changes to the Project scope of work that do not diminish the emission reductions associated
with the Project.- Any other amendments to this Agreement must be executed in writing by the
signators to this Agreement.
Independent Contractor: Project Sponsor renders its service under this Agreement as an
independent contractor. None of the Project Sponsor’s agents, subcontractors or employees
shall be construed as agents or employees of the Air District. This paragraph does not apply to
elected officials serving concurrently on the governing boards of both the Project Sponsor and
Air District.
Assignment: This Agreement may not be assigned, transferred, hypothecated, subcontracted or
pledged by any party without the express written consent of the other party.
Severability: Should any part of this Agreement be declared unconstitutional, invalid, or beyond
the authority of either party to enter into or carry out, such decision shall not affect the validity
of the remainder of this Agreement which shall continue in full force and effect; provided that,
the remainder of this Agreement can, absent the invalid portion(s), reasonably be interpreted to
give effect to the intentions of the parties.
Effective Date: The effective date of this Agreement is the date of signature by the Air Pollution
Control Officer as listed on page 5.
Schedule for Eligible Costs: Only Project costs incurred after the "Air District Approval Date"
listed on Attachment A, and before completion of Project and fulfillment of monitoring
requirements or termination, whichever occurs first, are eligible to receive TFCA funds.
Cost Reduction: The Air District may reduce its contribution to the Project in the event that the
"Total Project Cost" is less_than the amount listed on Attachment A. Any reduction in TFCA
funding shall be proportional to the percentage of TFCA funds provided toward the total project
cost as noted on Attachment A.
Penalty: The Air District may decrease the total TFCA Regional Funds awarded for the Project
by up to ten percent (10%) for failure of the Project Sponsor to comply with paragraphs 11.9,
II.10, and II.11 above.
Project Cost: Project cost overruns are the sole responsibility ofthe Project Sponsor. The Air
District’s funding obligation is limited to the "Total TFCA Regional Funds Awarded" as listed
on Attachment A. Acceptance of this funding agreement obligates the Project Sponsor to
deliver the Project according to the terms and conditions of this Agreement.
Force Majeure: Neither the Air District nor Project Sponsor shall be liable or ’deemed to be in
default for any delay or failure in performance under this Funding Agreement or interruption of
sen, ices, directly or indirectly, from the acts of God, civil or military authority, acts of public
enemy, war, strikes, labor disputes, shortages of suitable parts, materials, labor or
transportation, or any similar cause beyond the reasonable Control of the Air District or Project
Sponsor.
Governing Law: This Funding Agreement shall be construed and interpreted and the legal
relations created thereby shall be determined in accordance with the laws of the State of
California.
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BAAQMD FY97 TFCA Funding Agreement
SIGNATURES:
CITY OF PALO ALTO:
BY:
Mayor
ATTEST:
City Clerk
APPROVED AS TO FORM:
Lj.
Senior Assistant City Attorney
APPROVED:
City Manager
Director of Planning and Community Environment
Acting Director of Administrative Services
BAY AREA AIR QUALITY MANAGEMENT DISTRICT:
BY:DATE:
Ellen Garvey
Air Pollution Control Officer
BY:
District Counsel
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BAAQMD FY97 TFCA Funding Agreement
ATTACHMENT A
PROJECT SPECIFIC INFORMATION
Note: The section numbers shown in parenthesis beloW’ refer to Sections in the Funding Agreement.
2.Project Number: 97R17
Project Sponsor: City of Palo Alto, Transportation Division
Total Project Cost (Section IV. 15): $193,000
Total TFCA Regional Funds Awarded (Section III.2): $127,000
Matching Funds (Section II. 13):$22,000 City of Palo Alto local funds
$44,000 Project operating revenue
6.Invoice and Payment Schedule (Section I1.2):
The project sponsor will submit invoices for reimbursement as project costs are incurred, but
not more than once per calendar quarter. (In lieu of periodic invoices, the project sponsor may
submit a single invoice upon completion of the project.) Invoices shall specify the time period
for the invoice; itemize expenditures on the project of both TFCA funds and other funding, if
any,.which comprise the total cost of the project; itemize staff.charges to the Project, if any,
indicating the number of" hours worked on the project; and itemize any payments to vendors,
consultants, or contractors with an explanation of the goods or services provided for the
project.
7. Notices (Section IV.4):
Project Sponsor:
June Fleming
City Manager
City of Palo Alto
P.O. Box 102’50
Palo Alto, CA 94303
Any ,,’vritten notice required is to be addressed to:
Air District:
Ellen Garvey
Air Pollution Control Officer
Bay Area Air Quality Management District
939 Ellis Street
San Francisco, CA 94109
Contacts (Section IV.5):
Project Sponsor:
Gayle Likens
Sr. Planner
City of Palo Alto Transportation Division
(same address as above)
(415) 329-2136
Contact persons for day-to-day activities of the project are:
Air District:
David Burch
Sr. Environmental Planner
Bay Area Air Quality Management District
(same address as above)
(4.15) 749-4641
9.Air District Approval Date (Section IV. 14): October 8, 1997
10. Special Conditions (Section II. 16): Project sponsor agrees to install a sign in a prominent
location at the bike station identifYing the TFCA as a project funding source. Project sponsor agrees
to provide additional funds as needed in the event that project operating revenues are less than
projected in the initial year of operation.
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BAAQMD FY97 TFCA Funding Agreement
ATTACHMENT B
PROJECT DESCRIPTION
The TFCA funding application dated May 30, 1997, is incorporated herein by this reference.
Project Title: Bicycle Parking Facility - Palo Alto Caltrain Station
Project Description: The project will create a staffed "bicycle station" at the Palo Alto Caltrain
Station. The baggage room building will be remodeled to house the facility, which will
accommodate approximately 150 bicycles. In addition to providing secure bicycle parking for
Caltrain patrons, the bike station will provide additional services such as bicycle maintenance and
repairs, sales of bicycle gear and accessories, and bicycle rentals. The TFCA funds will be used to
cover the capital costs of converting the baggage room to the bike station, and for the portion of the
first year’s operating costs not covered by the operating revenue generated from sales of bike gear,
bike repairs and rentals, or City of Palo Alto funds.
Project Schedule:
Project Start Date:
Project Completion Date:
December 1, 1997
January 1, 2000 (date of first annual report)
Project Milestones:
Construction of Facility
Opening of Facility
February - May 1998
June 1, 1998
Project Goal: The Palo Alto Caltrain station is the second busiest on the Caltrain line with 3,300
users per day (Feb. 1997). Bicycles are a popular means of access to and from the Palo Alto station.
The goal of the project is to further encourage bicycling to andfrom the Caltrain station, thus
reducing motor vehicle travel and vehicle emissions. If successful, the project may be replicated at
additional transit stations in the region, thereby encouraging intermodalism and reducing vehicle trips
to access transit.
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BAAQMD FY97 TFCA Funding Agreement
ATTACHMENT C
MONITORING OF PROJECT PERFORMANCE
Quarterly Reports:’-
Due Dates:April 15, 1998; July 15, 1998; October 15, 1998;
January 15, 1999; April 15, 1999; July 15, 1999
Quarterly reports shall summarize progress in project implementation, provide data as to the number
of users (and type of use) of the bike station per day and per month, and summarize the’ operating
costs and operating revenues by type of revenue (bike repairs, bike rentals, etc.) per month. Reports
shall also include copies of any promotional materials prepared during the quarter, as well as copies
of any press or other media coverage during the quarter. Reports shall also note key activities and
objectives scheduled for the next quarter.
Project Monitoring Requirements and Annual Reports:
Due Date: January 1, 2000; January 1, 2001; January 1; 2002
The January 1, 2000 annual report shall constitute the Final Report that triggers payment of the
final payment (Section III. 1). The January 1, 2000 annual report shall provide the following:
1. A floor plan of the bike station, and project specifications including the bicycle storage capacity,
hours and days of service, and types of services offered.
2. Photographs of the bike station, including the bike storage areas and the work areas.
3. An analysis (based on input from Caltrain staff) of the impact of the bike station on
a) the number of Caltrain riders boarding and de-boarding at the Palo Alto station, and
b) the impact of the bike station on usage of existing bike lockers at the station.
4. A table showing the number of bike station users per month, by type of use, over the first 15
months of operation.
5. A comparison of operating costs and operating revenues over the first 15 months of operation,
with a breakdown by type of revenue (rentals, repairs, etc.)
6. Results of a survey ofbikestation users to be conducted in spring 1999. The survey questionnaire
and methodology is to be approved in advance by Air District staff. The survey shall provide data re:
trip origin and trip destination of bike station users
mode of transportation used prior to installation of bike station
fre~luency of use of bike station
user attitudes (level of satisfaction, ideas for improvements, etc.)
7. Future plans for the Palo Alto bike station.
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BAAQMD FY97 TFCA Funding Agreement
The January 1, 2001 and January 1, 2002 annual reports shall provide the followiing:
1. A table showing the number of bike station users per month, by type of use, during the past
calendar year. --
2. A comparison of’ operating costs and operating revenues during the past year, with a breakdown
by type of revenue (rentals, repairs, etc.).
3. A narrative summary of project status, including a discussion of any significant changes in terms
of services provided
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