HomeMy WebLinkAboutStaff Report 277-06City of Palo Alto
City Manager’s Report
TO:
FROM:
HONORABLE CITY COUNCIL 7
CITY MANAGER DEPARTMENT: ADMINISTRATIVE
SERVICES
DATE:
SUBJECT:
JUNE 26, 2006 CMR: 277:06
AMENDMENT NUMBER TWO TO STANFO~FIRE
CONTRACT TO UPDATE LANGUAGE AND TERMS TO
CLARIFY CURRENT FIRESERVICE PROCEDURES WHICH
HAVE NO MATERIAL EFFECT TO COST-SHARING
AGREEMENT
RECOMMENDATION
Staff recommends that the City Council approve theAmendment Number Two to the Fire
Protection Agreement with Stanford University for fire services.
BACKGROUND
The City’s contract to provide fire services to Stanford University was established in 1976
(CMR:416:76). The contract was the result of a feasibility study that looked at the viability of a
consolidated fire department for the two entities. The key elements of the contract are a 50 year
contract term (through 2026), Palo Alto’s provision of fire protection services to the Stanford
University and the Stanford Linear Accelerator Center (SLAC), Palo Alto’s responsibility to
operate two fire stations on Stanford Campus (Station 6 on Serra Street and Station 7 on Sand
Hill Road), and Stanford’s responsibility to pay Palo Alto 30.3 percent of all operating expenses
and 25 percent of all capital expenses related to the Fire Department.
In 1981 the two parties amended the fire protection services contract to assign a full-time Chief
Fire Officer to the SLAC facility to provide an extra level of dedicated fire services
(CMR: 158:81). This amendment provided for 100 percent funding of this position by Stanford.
(In 2005, as requested with prior notice by Stanford, the City discontinued staffing the SLAC
position.)
A separate agreement between the City and Stanford was established in 1976 for Palo Alto to
provide emergency communication services to Stanford (CMR:440:76). This contract handles
all fire and police dispatching functions for Stanford for the same 50-years period as the fire
services contract (through 2026). The contract was amended in 1987 (CMR:350:87) to adjust
the amount Stanford pays for the services. This contract is not addressed in the contract update
proceedings described in this report, nor is this contract being amended at this time.
CMR: 277:06 Page 1 of 4
In addition to the provision of fire services to Stanford, the administrative conditions of the
~ontract require the City to carry out billing and reporting functions. On a quarterly basis the
City delivers a billing statement with appropriate documentation from its financial reporting
system. At the beginning and end of the fiscal year the City provides Stanford with reports that
include budget estimates for operating and capital expenses followed by a report on actual
expenditures during the year. The City bills Stanford quarterly, based on budgeted expenses.
The contract allows for a year-end adjustment to the annual billing, either a credit or a debit,
based on the variance between budgeted and actual expenditures.
Since the contract was established in 1976, fire protection procedures and standards have
evolved and references to certain Palo Alto and Stanford University names and features have
changed. During this time the two parties have developed administrative practices for managing
the contract. Changes of this type have not been reflected in the contract document.
DISCUSSION
In January 2005, the City and Stanford began discussions to determine whether the fires services
contract, then in its 29th year, needed to be updated. Representing the City at these discussions
were the Director of Administrative Services and the Fire Chief with support from the City
Attorney’s Office. Stanford representatives included the Director of Business Development and
the Chief of Police along with support from the University’s legal staff.
The two parties agreed to start the process of reviewing the contract language to identify areas
where updating was justified. It was agreed that the changes produced by the review process
would be incorporated in an amendment to the contract rather than a new contract. The City
concluded that an amendment to the existing contract was appropriate since the substance of the
changes were not significant enough to warrant a completely new agreement. Central to this
determination was the fact that the key cost sharing term of the agreement, Stanford’s payment to
cover 30.3 percent of the Fire Department expenses, would not to be modified. Revisions to the
contract focused on making the contract language consistent with current fire procedures and
standards as well as with all current City and University references. The two parties also deemed
it important to have the contract capture current contract management practices that have
evolved over the life of the agreement.
The City and Stanford met regularly over an 18-month period to complete a comprehensive
review of the contract and the amendments. The review resulted in a number of changes to the
contract language as summarized below.
CMR: 277:06 Page 2 of 4
Throughout the contract, language is updated and clarified to be consistent with
current terminology and practices used by the Fire Department. Examples of this
type of change include revised response times and the type of equipment sent on
structural alarms. Other changes provide for a general clean-up of out-dated
language such as referring to the department’s "rescue" unit rather than the out-
dated term ’"salvage" unit.
The primary financial-related revisions include:
Inclusion of newly categorized expenses such as certain information technology
allocated charges into the cost calculation used to determine the amount Stanford
pays Palo Alto for fires services. This type of charge was not included in the cost
base originally established in 1976.
¯Inclusion of all Fire Department revenue as a credit to the amount Stanford pays
Palo Alto for fire services. This change solidifies a practice that has evolved
since the Fire Department started generating revenue through certain services
such as plan checking and hazardous materials inspection.
Overall, the two changes above, taken together, are not anticipated to have a
significant impact on Stanford’s contract payment for either party in the short- or
long-term.
Other financial-related revisions:
¯Institute quarterly meetings to discuss operational and financial issues.
¯Increased detail in the budget and cost information shared with Stanford during
the quarterly meetings.
¯Institute installment plan for Stanford when paying the City for large variances
from estimated budget amounts (approximately $300,000).
¯Overdue payments will accrue interest at the City’s investment portfolio rate.
Other changes:
¯ Update references to minimum staffing and response time to be consistent with
the memorandum of understanding and current Fire Department standards.
¯Update language pertaining to fire services provided to SLAC.
¯Revised insurance language to name Stanford as the insurer of Station 6 on
Stanford Campus. This change is consistent with the evolved nature of Station 6
management.
¯Updated liability insurance references to be current with actual insurance levels.
¯Added new mediation and arbitration language for dispute resolution.
¯Consolidate previous agreement and amendments into a single contract document.
As the above changes show, the overall impact of this amendment is to update and clarify the fire
services contract so that it is consistent with current practices for both fire services and contract
administration. Through the communication and information sharing process cited in this
amendment, the City and the University will continue to ensure that current practices are
reflected in the contract.
CMR: 277:06 Page 3 of 4
RESOURCE IMPACT
The Stanford Fire agreement is estimated to be $6.6 million in 2006-07 (total payments made by
Stanford to Palo Alto). The changes included in the attached amended contract will not
significantly impact this amount. The financial impacts of these changes are not expected to
significantly impact the overall cost of the contract for either party on an ongoing basis.
POLICY IMPLICATIONS
These recommendations are consistent with existing City policies.
ENVIRONMENTAL REVIEW
Adoption of the contract amendment does not represent a project under California Environmental
Quality Act (CEQA).
PREPARED BY:
DEPARTMENT HEAD APPROVAL:
DAVID RAMBEI~G
Budget Manager
CARL YE_0{!17 S
Director o~iAdministrative Services
DEPARTMENT HEAD APPROVAL:
CITY MANAGER APPROVAL:
NICK MARINARO
Fire Chief
~L~-HARRI
Assistant City Manager
ATTACHMENTS
Attachment 1 :Amendment to Stanford Fire Agreement
CMR: 277:06 Page 4 of 4
ATTACHMENT 1
SECOND AMENDMENT TO PALO ALTO-STANFORD
FIRE PROTECTION AGREEMENT
This Second Amendment to the Palo Alto-Stanford Fire Protection Agreement is entered
into this day of ,2006, between the BOARD OF TRUSTEES OF THE
LELAND STANFORD JUNIOR UNIVERSITY ("Stanford"), a body having corporate powers
under the laws of the State of California, and the CITY OF PALO ALTO ("Palo Alto"), a
municipal corporation duly organized and existing under and by virtue of the laws of the State of
California.
RECITALS
A. Stanford and Palo Alto agreed for Palo Alto to provide fire protection services for
the Stanford Campus for a term of fifty years and therefor entered into the "Palo Alto-Stanford
Fire Protection Agreement" dated October 1, 1976, as amended on September 15, 1980, with
regard to the fire protection services provided by Palo Alto to the Stanford Linear Accelerator
Center (SLAC), which documents are hereby referenced in this Amendment as the "Agreement."
B. Stanford and Palo Alto now desire to restate their integrated Agreement for the
convenience of the parties and at the same time to make minor modifications thereto.
NOW, THEREFORE, the parties agree as follows:
Section 1: Article 1 of the Agreement is amended to read as follows:
"Article 1: Operative Date and Termination
1.1 Operative Date.
This Agreement shall be operative as of 8:00:00 a.m. October 1, 1976 ("Operative
Date").
1.2 Term.
Unless sooner terminated, or unless extended by mutual agreement of the parties, this
Agreement shall terminate on September 30, 2026. The parties hereto intend to extend this
Agreement so long as it is mutually advantageous. The parties agree to begin discussion of an
extension to the term of this Agreement on or before September 30, 2023, in order to allow
Stanford the necessary time to arrange for alternative fire protection services if the provision for
an extension of the term of the Agreement cannot be negotiated.
1.3 Option to Terminate.
Either party may terminate this Agreement by delivering on or after October 1, 1982,
written notice thereof to the other party. After the delivery of the notice of termination, Stanford
shall have a reasonable amount of time, not to exceed two years, to arrange for alternative fire
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protection services. This Agreement shall terminate either (a) when a source of full fire
protection services, from an entity other than Palo Alto, is ready to serve the Stanford Campus,
or (b) at the end of said two years, whichever occurs first; provided that, this Agreement shall not
terminate before the expiration of one year from the date of delivery of the notice of termination.
The terminating party shall not be liable for any loss or damage caused by a termination or notice
thereof effected according to this section 1.3. It is expressly provided that termination pursuant to
this section may be made with or without cause, for any reason whatsoever, at the sole discretion
of the terminating party.
1.4 Termination for Breach.
Without limiting any other remedy which may be available, this Agreement may be
terminated for a material breach as follows: At any time during the term of this Agreement, the
party aggrieved by a material breach may serve on the party responsible for the breach a written
notice describing the breach. If the breach is not cured within ninety (90) days, the aggrieved
party may then serve upon the responsible party written notice of termination. This Agreement
shall terminate either (a) when a source of full fire protection services, from an entity other than
Palo Alto, is ready to serve the Stanford Campus, or (b) at the end of two years from the delivery
of the notice of termination, whichever occurs first. The rights accorded to the aggrieved party
by this section shall be in addition to any other rights accorded by this Agreement or by law."
Section 2: Article 2 of the Agreement is amended to read as follows:
"Article 2: Services
2.1 Start Date.
Palo Alto shall provide the fire protection services set forth in this Agreement to the
Stanford Campus commencing on the Operative Date and continuing until this Agreement is
terminated.
2.2 Basic Fire Protection Services.
(a) Palo Alto shall operate two fire stations on the Stanford Campus to be
used for the purposes of this Agreement. One fire station (provided by Stanford) shall be located
in the central campus area.
(b) Palo Alto shall operate one fire station at SLAC pursuant to the terms and
conditions of exhibit B.
(c) The company or unit on the Central Campus shall be staffed with at least
the following numbers of qualified persons:
(i)
(ii)
(iii)
Three persons for each engine company;
Three persons for each truck company;
Two persons for each paramedic unit;
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(iv) Three persons to be assigned to each rescue company.
For the purpose of establishing minimum staffing, no person shall be counted as staffing more
than one such company or unit at any given time.
(d) Palo Alto shall satisfy all of the following response times for at least 90%
of all responses to Stanford Campus, excepting the areas indicated in Exhibit C hereof, in any
one year period during the term hereof:
(i)
(ii)
(iii)
(iv)
The first arriving engine company with EMT-I capability shall
have a response time of no more than six minutes;
The truck company shall have a response time of no more than
eight minutes;
The rescue company shall have a response time of no more than
eight minutes;
The first arriving paramedic unit shall have a response time of no
more than twelve minutes.
In responding to alarms other than structural alarms, the Palo Alto Fire Chief may dispatch such
companies or units which are necessary, so long as at least one company or unit responds to the
alarm. In such event, this subsection 2.2(c) shall not apply to any unnecessary companies or units
which are not dispatched. In responding to all areas of the Stanford Campus, Palo Alto shall
exercise its best efforts to achieve or better the response times set forth above. If at any time
during the term hereof Palo Alto fails to achieve the 90% standard set forth above, Palo Alto
shall immediately commence and diligently complete reasonable steps necessary to achieve said
standard.
(e) Palo Alto shall respond to all Structural Alarms with at least the following
resources or their equivalents. It is understood that Palo Alto may be unable to respond with a
rescue company, and/or paramedic unit if such companies or units are committed to another
alarm, and in that event Palo Alto shall take diligent efforts to provide alternative resources.
(i)First Structural Alarm:
Two engine companies with EMT-I capability
One truck company
One rescue company
One paramedic unit
One Battalion Chief
Palo Alto shall respond with the engine companies and truck companies which will provide the
best level of service. For each Structural Alarm beyond the first Structural Alarm, additional
equipment will respond as follows:
(ii)Second alarm:
Two engine companies
One truck company
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One Battalion Chief
(iii)Third alarm:
Two engine companies
One truck company
Chief Officer
(iv)Fourth alarm:
Two engine companies
One truck company
Recall off-duty personnel as needed
(v)Fifth alarm:
Two engine companies
One truck company
(vi)Further response: If more resources are needed than are provided
by the fifth alarm, then Palo Alto shall take all reasonable steps to
obtain necessary additional firefighting capability.
(f) Palo Alto shall provide at least such fire prevention and suppression
services and other services, as are provided to the City of Palo Alto by its fire department and as
are normally rendered by fire departments in San Mateo and Santa Clara Counties, in similar
circumstances, at the time such response is made. Without limiting the generality of the
foregoing, Palo Alto shall provide fire suppression, rescue (including confined space rescue),
paramedic and medical services and investigation of fires, and promptly shall make written
reports on all responses to alarms on the Stanford Campus. Such written reports shall be
provided to Stanford’s Director of Public Safety and University Fire Marshal within 24 hours
whenever possible. This subsection shall apply to the level and quality of service, as well as the
type of service. The obligations imposed by this subsection 2.2(e) shall not apply to services
refused by Stanford and shall not apply to the extent that this Agreement requires different types
of services or a different quality of service than are typically provided by Palo Alto, San Mateo
County, or Santa Clara County e.g., section 2.4 ("Inspections and Applicable Codes").
(g) Definitions: The following words and phrases shall have the following
meanings for the purposes of this Agreement.
(i)"Alarm" shall mean any request by anyone for emergency
assistance from the Palo Alto Fire Department, including
supervisory alarms.
(ii)"Structural alarm" shall mean any or all of the following:
(A) A report of a fire in a building or endangering a building;
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(iii)
(B)A report of smoke, electrical short, strange odor, appliance
smoking or arcing, or any other similar occurrences in a
building, except occurrences involving solely dishwashers
or garbage disposal units;
(c)A report of an explosion, possible explosion, bomb,
explosive device, gas leak, aircraft crash, accidents
involving a vehicle carrying explosives, flammable liquids,
or hazardous materials, or radiation accidents; and
(D)Any unusual circumstances posing a risk of large-scale or
unknown damage to property or of injury to persons.
"Response time" shall mean the time elapsed from the receipt by
Palo Alto Communication of an alarm to the time the company or
unit arrives at the scene of the emergency which prompted the
alarm. For units committed to another alarm, response time begins
when such units are released from such alarm.
(iv)"Company" or "unit" shall mean the appropriate vehicle, staffed as
set forth in subsection 2.2(b) hereof, and including all necessary
and appropriate equipment and supplies.
(v)"Engine company" and "track company" shall have the meanings
set forth in the National Fire Protection Association’ s Standard 19,
as it may be amended from time to time.
(vi)"EMT-I" shall mean "Emergency Medical Technician," that is, a
person trained in advanced first aid, basic life support and other
specialized primary care techniques, all as set forth from time to
time by the Santa Clara County Health Officer, or successor
authority.
2.3 Future Service Changes.
Any proposed change in the services provided by the Palo Alto Fire Department which
may result in a significant change in cost and/or service level to Stanford shall be negotiated in
advance and this Agreement shall be modified if necessary.
2.4 Inspections and Applicable Codes.
(a) Nothing in this Agreement shall be construed to confer unto Palo Alto, or
any of its agents or employees any law enforcement power or law enforcement authority outside
the corporate limits of Palo Alto, except such powers and authority as would exist in the absence
of this Agreement.
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(b) Palo Alto also shall provide such fire inspections of buildings,
improvements, and unimproved lands except such inspections as are provided to Stanford by the
Fire Marshals of San Mateo and Santa Clara Counties. Nothing in this Agreement shall be
construed as applying to the Stanford Campus any governmental statute, ordinance, code, or
regulation, except that which would exist in the absence of this Agreement. Any fire code
violations and hazardous conditions shall be immediately reported to Stanford’s Director of
Public Safety and University Fire Marshal. Palo Alto will lead investigations of fires on the
Stanford Campus in coordination with Stanford’s Department of Public Safety and University
Fire Marshal. Nothing herein shall prevent Palo Alto from reporting any violations of law to
applicable governmental authorities.
(c) Palo Alto shall conduct at least twenty (20) familiarity inspections per
month of buildings on the Stanford Campus.
2.5 Fire Protection Systems.
(a) Except as provided in the agreement referred to in section 2.7 hereof,
Stanford in its sole discretion and at its own expense shall install~ modify, operate, test and
maintain the following fire protection systems on the Stanford Campus:
(i)All water supply, storage, distribution and outlet facilities and
equipment, including without limiting the generality of the
foregoing, all fire hydrants, fire standpipe systems, automatic fire
extinguishing systems, and like systems;
(ii)All fire detection and fire alarm systems; and
(iii)Fill portable fire extinguishers except those maintained by Palo
Alto in fire stations or on fire vehicles.
(b) Palo Alto shall not be responsible for the design, installation,
modification, operation, testing, or maintenance of the systems described in subsection 2.5(a)
hereof, except that Palo Alto shall inspect same in accordance with section 2.4 ("Inspections and
Applicable Codes") hereof.
(c) It is expressly provided that Stanford may encourage and permit the use of
fire alarm boxes for any emergency, whether or not related to fires, and Palo Alto shall respond
to alarms signalled from such boxes in the same manner as any fire alarm.
2.6 SLAC.
Palo Alto agrees that the services it provides to Stanford hereunder shall include services
to SLAC as provided in Exhibit B to this Agreement.
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2.7 Dispatching and Communications.
Dispatching and communications shall be covered by a separate agreement between
Stanford and Palo Alto.
2.8 "Stanford Campus" Defined.
(a) As used in this Agreement, "Stanford Campus" shall mean all areas,
including SLAC, whether in San Mateo or in Santa Clara Counties, enclosed by the outer
boundaries of the Lands of the Leland Stanford Junior University, as shown in Exhibit A hereof,
but excluding those areas which are shown on Exhibit A as served by the State of California’s
Division of Forestry, Menlo Park Fire Departments, or the Woodside Fire District.
(b) If at any times during the term of this Agreement the State of California’s
Division of Forestry, Menlo Park Fire Department, or the Woodside Fire District, should
withdraw primary responsibility for providing fire protection services to those areas indicated in
Exhibit A, then the "Stanford Campus" shall be redefined to include such areas and Palo Alto
then shall provide to such areas the services set forth in this Agreement. In such event, the
Funding Share shall be amended accordingly."
Section 3: Article 3 of the Agreement is amended to read as follows:
"Article 3: Funding
3.1 Purpose.
The purpose of this Article is to equitably divide the actual costs of providing fire
protection services between Palo Alto and Stanford so that Stanford pays the actual cost of the
services set forth in Article 2 hereof which are provided to the Stanford Campus.
3.2 Estimated Actual Cost.
Not later than February 1 of each year during the term of this Agreement, Palo Alto shall
deliver to Stanford a detailed budget estimate of the Actual Cost for the next Palo Alto fiscal
year ("Estimated Cost"), and shall deliver a detailed summary of the alarm history of the prior
three fiscal years, year by year, for the entire area (including the Stanford Campus) served by the
Palo Alto Fire Department. Not later than March 31 of each year during the term hereof, the
staffs of Palo Alto and Stanford shall meet to discuss the basis for the Estimated Cost for the next
fiscal year, which shall be the best estimate of the anticipated Actual Cost. Palo Alto shall use its
best efforts to prevent Actual Costs from exceeding Estimated Costs, and shall keep and
maintain an audit trail of all relevant expenses and costs.
3.3 Payments Based on Estimated Cost.
During each fiscal year hereof, Stanford shall pay Palo Alto its Share of the Estimated
Cost for such fiscal year in equal quarterly installments, each installment to be paid by the 10th
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day following the quarterly payment date or by the 10th day following Stanford’s receipt of an
invoice for the quarterly payment, whichever is later. The payment dates for each quarter shall be
as follows, unless revised in writing by Palo Alto and Stanford:
First quarter
Second quarter
Third quarter
Fourth quarter
September 30
December 31
March 31
June 30
Payments shall be delivered to:
Administrative Services Director
250 Hamilton Avenue
Palo Alto, California 94301
3.4 Determination of Actual Cost.
Within sixty (60) days after the close of each fiscal year during the term hereof, Palo Alto
shall deliver to Stanford the Actual Cost for such fiscal year, including a detailed breakdown of
all elements of direct cost and support services and a detailed explanation of the variances
between the Estimated Cost and the Actual Cost for the fiscal year. Palo Alto shall make
available to Stanford, or its auditors, at any reasonable times and at the office of Palo Alto, all
records, documents, computer files, data and accounts, of whatever kind and format, which may
be required by Stanford to analyze and verify the Actual Cost. If Stanford shall disagree with the
Actual Cost determined by Palo Alto, then the staffs of Stanford and Palo Alto shall meet and
negotiate the Actual Cost.
3.5 Reconciliation of Actual Cost and Estimated Cost.
Within thirty (30) days after agreement between Stanford and Palo Alto on the amount of
Actual Cost, the parties shall reconcile any differences between Actual Cost and Estimated Cost
as follows:
(a)If the Estimated Cost exceeds the Actual Cost, then Palo Alto shall pay to
Stanford its Share of the difference between the Actual Cost and the
Estimated Cost.
(b)If the Actual Cost exceeds the Estimated Cost, then Stanford shall pay to
Palo Alto Stanford’s Share of
(i)
(ii)
The increase in Actual Cost over Estimated Cost due solely to
negotiated salary and benefit increases for Palo Alto employees;
plus
Excluding costs due to such negotiated salaries and benefits, the
difference between Actual Cost and Estimated Cost, but not to
exceed 5% of Estimated Cost in any event.
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Palo Alto will provide Stanford with an invoice for all amounts due by Stanford pursuant to this
Section 3.5. If the amount owed by Stanford pursuant to section 3.5(b) plus Stanford’s share of
capital acquisition costs for the fiscal year exceeds the Estimated Cost plus 25% of the projected
capital acquisition costs for that fiscal year by more than 5%, then Stanford may pay the
difference in equal quarterly payments during the following fiscal year provided that such excess
is unrelated to capital expenditures budgeted for in previous fiscal years. If the difference is 5%
or less, then Stanford’s payment is due within 30 days of such determination or 10 days after
receipt of an invoice from Palo Alto, whichever is later.
3.6 Late Payments.
If Stanford shall fail to pay any sum to Palo Alto when due, then such late payment shall
accrue interest on a daily basis at the rate equal to the current annualized yield earned by the
City’s investment Portfolio for the prior fiscal quarter, until fully paid.
3.7 "Actual Cost" Defined.
(a) General rule "Actual Cost" shall mean the true and verifiable direct and
indirect cost to Palo Alto of providing fire protection services to areas within Palo Alto City
Limits and to the Stanford Campus based on consistent application of generally accepted
accounting principles and practices that result in equitable charges to such services.
(b)Inclusions. "Actual Cost" shall include, in general:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(viii)
Salaries and benefits;
Materials and supplies;
Contract services;
Equipment, except "capital acquisitions" (covered in section 3.10
below);
Equipment maintenance and repair;
Support and administrative services;
Communications maintenance and repair;
Miscellaneous costs.
(c)
of "Actual Cost":
Exclusions. The following costs shall be excluded from the determination
(i)
(ii)
(iii)
(iv)
(v)
Fire hydrant maintenance and repair;
Building maintenance, repair, alterations, reconversion, restoration
or rehabilitation;
Utilities for the Palo Alto fire department;
Special Assessments representing capital improvements;
Fines, penalties and. assessments, including interest, resulting from
violations of, or a failure to comply with, any or all governmental
laws, statutes, or regulations;
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(vi)
(vii)
(viii)
(ix)
(x)
Losses (including litigation expenses, counsel fees and settlements)
on, or arising from the sale, exchange or abandonment of capital
assets; on investments; on other contracts; which are compensated
for by insurance or otherwise; which result from the willful
misconduct of any Palo Alto employee, official or legislator; or
which represent liability for a breach of this Agreement;
Depreciation in excess of that calculated by methods approved by
the Internal Revenue Service under the Internal Revenue Code of
1954, as amended, and amortization or depreciation of unrealized
appreciation of asset value or of assets fully amortized or
depreciated on Palo Alto’s books;
Bad debts (including expenses of collection) and provisions for
bad debts;
Capital acquisitions;
Advertising (except help-wanted advertising), bonuses resulting in
unreasonable compensation, contributions and donations,
entertainment costs, all taxes, pre-contract costs, selling costs,
storage of records, and first class air travel.
(d) Revenues received by Palo Alto respecting activities which are supported
by Stanford’s contract payments will be credited against Actual Costs.
(e) Revenues from Palo Alto’s provisions of fire services to other entities will
be included in the determination of Estimated Cost and Actual Cost.
3.8 "Share" Defined.
(30.3%).
(a)As used in this Article, "Share" shall mean thirty and three-tenths percent
(b) The Share set forth herein is based on the extent of fire protection services
provided to the Stanford Campus as of the Operative Date in comparison to the extent of such
services provided within the City limits of Palo Alto as of the Operative Date. Therefore, any
significant change or event thereafter which results in Palo Alto providing substantially more, or
substantially less, fire protection services shall be cause for appropriate adjustment of the Share.
Such events may include annexation by Palo Alto of additional lands requiring extensions of fire
protection services to lands other than the Stanford Campus, or extensive development of
unimproved lands on the Stanford Campus requiring additional fire protection services.
3.9 "Fiscal Year"; Initial Year.
As used herein, "fiscal year" shall mean Palo Alto’s fiscal year, and shall exclude
any periods of time (e.g., before the Operative Date or after termination) during which the fire
protection services required under this Agreement are not rendered to the Stanford Campus.
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3.10 Capital Acquisitions.
(a) Palo Alto shall give Stanford at least five years advance written notice of
all capital acquisitions which are estimated in good faith to total, in any one fiscal year, greater
than one-half of one percent (0.5%) of the Estimated Cost for that year. In all other cases (i.e.,
when estimated capital acquisitions costs total less than 0.5% of the Estimated Cost) Palo Alto
shall notify Stanford at least six months prior to the placement of an order for a capital
acquisition.
(b) Stanford shall pay to Palo Alto twenty-five percent (25%) of the actual
out-of-pocket cost to Palo Alto of capital acquisitions. Palo Alto will include Stanford’s share of
the cost of capital acquisitions in the quarterly invoice following final payment by Palo Alto. A
copy of the final invoice for the capital acquisition will also be included with the quarterly
invoice. The cost of capital acquisitions shall include sales taxes and reasonable shipping and
insurance costs and shall exclude Palo Alto materials handling, storage, indirect, and any other
costs. No charge shall be made against Stanford for capital acquisitions, or pro-rata portion
thereof, except to the extent that such capital acquisitions are used by the Palo Alto Fire
Department for providing fire protection services, or other usual services, during the term of this
Agreement. Palo Alto shall keep and make available for Stanford’s reasonable inspection and
copying all records necessary to substantiate costs charged to Stanford. Upon termination of this
Agreement Palo Alto shall sell all excess fire department vehicles and twenty-five percent (25%)
of the net proceeds will be paid to Stanford.
(c) "Capital acquisitions" shall mean the purchase, acquisition, lease of
greater than one year, or fabrication of equipment (other than minor equipment), and any other
acquisition of a right to use such equipment.
(d) Palo Alto’s purchase, acquisition, lease (other than leases of one month or
less); development, landscaping, construction, substantial improvement and substantia! alteration
of real property or of buildings, structures, roads or other improvements of real property, and the
acquisition of a right to occupy or use such real property, buildings, etc., shall be without cost to
Stanford.
3.11 Reporting.
Stanford and Palo Alto staff will meet quarterly to discuss the delivery of fire services
(including any proposed material changes in service to Stanford), the contract terms, and
financial updates, including an update on: the next fiscal year budget; current fiscal year
expenditures; the capital plan, budget and assumptions; long range plan and assumptions; and
any contract or other arrangement which may materially impact Stanford’s contract expenses and
revenue. Each meeting agenda may include these financial updates as well as other agenda items
proposed by either party. Meetings will be scheduled to optimize the availability of updated
financial information from the City for the Stanford budget process (e.g., March, June,
September, December). The City will provide the following information, but these reports may
change with mutual consent from both parties during the quarterly meetings.
060428 cs 8260251
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(a) Annual long range financial plan, including long range forecast rate
projection, by month of January;
(b) City’s Fire Department budget proposal submitted to the City’s Finance
Committee by the month of June;
(c)Update of the budget at the March quarterly meeting;
(d) Portions of the City’s Finance Committee "wrap up memo" which outlines
changes to the City’ s Fire Department budget proposal by the month of June;
(e) The final budget for the City’s Fire Department approved by the City
Council by the month of July;
(f) "Detailed Budget to Actual" report, including a year-end budget variance
report provided with the year-end reconciliation billing; a discussion will occur quarterly on any
existing or actual budget to actual variance;
(g) Updated 5 year capital plan annually by the month of July; a status update
of capital acquisitions if there is material change;
(h) Annual "Service, Efforts and Accomplishments" report on the services
delivered under the Stanford contract by the month of March."
Section 4: Article 4 of the Agreement is restated for the convenience of the parties as
follows:
"Article 4: Equipment and Furnishings
4.1 Transfer to Palo Alto.
Stanford hereby transfers to Palo Alto all of Stanford’s right, title and interest in the
following property on the Operative Date of this Agreement, all of which shall be in good
condition and well maintained:
Rescue 95 $ 7,000
(a) The following fire vehicles:
Designation Description Value
Engine 95 1974 Crown 2000 GPM pumper $68,850
Engine 96 1974 Crown 2000 GPM pumper $68,850
Aerial 95 1961 Seagrave Aerial 85’$34,000
Tanker 95 1944 White Hilo Pump $ 7,000
Tanker with 1000 gallon tank
1975 Chevrolet Suburban
with rescue equipment
Duty Chief’s 1973 Ford sedan with $ 2,500
automobile attached equipment
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Engine 97 1969 Crown 1500 GPM
500 gallon pumper
$43,719
(b)
attached hereto.
Minor Fire Equipment consisting of those items identified in Exhibit D
hereto.
(c)Furniture, furnishings and appliances as identified in Exhibit E attached
4.2 Termination.
Upon termination of this Agreement:
(a)Palo Alto shall furnish Stanford, at the time of such termination, with:
(i)One 2000 GPM Pumper, no more than two years old;
(ii)One 2000 GPM Pumper, no more than two years old;
(iii)One Aerial 85’, no more than fifteen years old;
(iv)One Pump Tanker with 1000 gallon tank, no more than thirty-two
years old;
(v)One van-type salvage vehicle, no more than one year old, fully
equipped to operate, as a salvage vehicle;
(vi)One administrative automobile, fully equipped with such
emergency equipment as are normally placed on administrative
vehicles, such automobile and equipment to be no more then three
years old;
(vii)One 1500 GPM Pumper with 500 gallon tank, no more than seven
years old; and
(viii)Minor Fire Equipment, furniture and furnishings of comparable
type, condition, and age as referred to in sections 4.1 (b) and 4. l(c)
hereof, at the time such Minor Fire Equipment, furniture and
furnishings were transferred to Palo Alto.
All the above property shall be of a make and model comparable in quality and reputation to that
of the property transferred pursuant to section 4.1 (a) as of the Operative Date.
All of the above property shall be in good condition and well maintained, and shall be furnished
with such standard and operational features as are normally used or required by fire departments
in Santa Clara and San Mateo Counties at the time of the termination of this Agreement.
(b) In lieu of any or all of the items set forth in section 4.2(a) hereof, Palo
Alto may, with Stanford’s written approval, substitute other equipment.
(c) In lieu of any or all of the vehicles set forth in subsection 4.2(a) hereof,
Palo Alto at its option may pay to Stanford in cash a sum equal to the Value of such vehicle or
vehicles as set forth in subsection 4.1 (a) hereof, adjusted by the Bureau of Labor Statistics
Wholesale Price Index, Industry-Sector Price Index for Motor Coaches, Fire Department
060428 cs 8260251
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vehicles (chassis of own manufacture) (1976 SIC Code 37173) from the Operative Date of this
Agreement to the date of termination of this Agreement. If said Index, as now compiled,
constituted and published shall cease to be compiled and published on or before the date of
termination, then the federal government agency which last compiled said Index shall be
requested to furnish a statement converting the basic Index figure as of the Operative Date to a
figure that would be comparable in another index compiled and published by a federal agency
and such other index shall be used in computing the payments hereunder."
Section 5: Article 5 of the Agreement is amended to read as follows:
"Article 5: Fire Station
5.1 Operation of Stanford Fire Station.
Beginning on the Operative Date and continuing until the termination of this Agreement,
Palo Alto, as an independent contractor and not as a lessee or tenant, shall occupy and operate
the portions of the Stanford Fire Station indicated in Exhibit H hereof (the "premises"). Palo Alto
shall neither abandon nor vacate the premises without Stanford’s prior written approval.
5.2.Use.
(a) Palo Alto shall use the premises solely for the purpose of providing fire
protection and other services as are set forth in this Agreement.
(b) Palo Alto agrees that it will not commit or permit waste on the premises,
shall allow no nuisances to exist or be maintained therein, and shall allow no spiritous, vinous,
malt or other intoxicating liquors to be manufactured, stored, sold, consumed or permitted on, in
or about the premises.
5.3 Condition of Premises and Maintenance.
(a) Palo Alto shall keep the premises in a safe, neat and clean condition. Palo
Alto shall also maintain in good working order, and replace when necessary, all furnishings,
appliances, and minor fixtures, including those which have been transferred to Palo Alto
pursuant to section 4.1 (c). Palo Alto agrees not to remove any of said furnishings, appliances, or
fixtures from the premises, except with the prior written approval of Stanford, and to deliver
same to Stanford at the termination of this Agreement in good condition, reasonable wear and
tear thereof excepted. A list of the furnishings and appliances is attached hereto as Exhibit G.
(b) Palo Alto at any time may, and upon termination of this Agreement if so
requested in writing by Stanford shall, remove from the premises any trade fixtures or equipment
installed therein by Palo Alto, whether or not such fixtures are fastened to the improvements on
the premises and regardless of the manner in which they are so fastened, but Palo Alto shall not
remove any trade fixtures without Stanford’s written consent if such removal would result in
impairing the structural strength of such improvements, and Palo Alto shall fully repair any
damage occasioned by such removal and leave the improvements in a good, clean and neat
060428 cs 8260251
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condition. For the purposes hereof, fixtures or equipment installed by Palo Alto and relocated by
Stanford pursuant to section 5.7 ("Relocation") shall be deemed to have been installed by
Stanford.
(c) Stanford shall maintain in good condition and repair the grounds
surrounding the premises, the walls, ceiling, floors, and other structural components of the
premises, the plumbing, heating and cooling systems, electrical conduits, outlets, switches and
emergency generators. Stanford shall provide parking for on-duty personnel at the fire station.
5.4 Alterations.
Palo Alto shall not make or suffer to be made any alterations of or additions to the
premises, the improvements thereon, or any part thereof without the written consent of Stanford
first had and obtained, and any additions to or alterations of the premises, except movable
furniture and trade fixtures, shall become a part of the realty and belong to Stanford, provided,
however, that if so notified by Stanford at the time Stanford consents to such alteration, Palo
Alto shall, prior to such termination, at its sole cost remove such alterations or additions so
specified and restore the premises to their condition existing at the Operative Date hereof.
5.5 Mechanics’ Liens.
Palo Alto agrees to keep all of the premises and every part thereof and any improvements
thereon free and clear of and from any and all mechanics’, materialmen’s or other liens for work,
labor, services or materials used or furnished to be used upon the premises for or in connection
with any operations of Palo Alto, any alteration, improvement or repairs or additions which Palo
Alto may make or permit or cause to be made or any work or construction by, for or permitted by
Palo Alto on the premises and at all times promptly and fully to pay and discharge any and all
claims upon which any such lien may or could be based and to save and hold Stanford and all of
the premises and any improvements thereon free and harmless of and from any and all such liens
and claims of liens and suits or other proceedings pertaining thereto. Palo Alto agrees to give
Stanford written notice in advance of making any alteration, addition or improvement so that
Stanford may post notice of Stanford’s non-responsibility.
5.6 Destruction of Premises
(a) If the premises are totally or partially destroyed or damaged by any cause,
Stanford shall be responsible for rebuilding or replacing the destroyed or damaged portion of the
premises with materials and to the design at least equivalent to those existing prior to the
destruction or damage within a reasonable tine, not to exceed one year. Until the destroyed or
damaged portions are fully and permanently rebuilt or replaced, Stanford shall provide
reasonable temporary facilities to Palo Alto, and Palo Alto shall continue to perform in
accordance with this agreement to the extent reasonably permitted by such temporary facilities.
Costs of the rebuilding or replacement shall be borne as hereinafter set forth.
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(b) Stanford shall insure the entire building in which the premises are located,
including all improvementsthereto. Such policy of insurance shall be prepared including
provisions for:
(i)
(ii)
(iii)
(iv)
(v)
A ninety percent (90%) replacement value.
A blanket amount for building and contents.
Fire, extended coverage, vandalism and malicious mischief, and
such other perils ordinarily insured by Stanford on its own
properties.
A "stipulated amount endorsement" on a ninety percent (90%)
basis.
A provision that the replacement cost endorsement can be
amended to permit reconstruction on another site.
The ninety percent (90%) replacement value of the building and property to be insured as
of the Operative Date is Eight Hundred Seventy-Five Thousand Dollars ($875,000.00). As long
as this Agreement is in effect, the staffs of Stanford and Palo Alto shall agree to a statement
setting forth the then current ninety percent (90%) replacement value of the building and
property to be insured within sixty (60) days of the anniversary date of this Agreement.
The "replacement value" shall be deemed to be the cost to rebuild or replace the
destroyed or damaged property with materials and to the design at least equivalent to those
existing prior to destruction or damage, increased by the cost of any change which would be
required by applicable governmental regulations.
The cost of said insurance shall be borne jointly by Palo Alto and Stanford on a pro rata
basis reflecting the relative percentage of the square footage used by each. Palo Alto will be
named as an additional insured on said insurance policy with respect to the building and property
to be insured pursuant to this agreement.
Any deductible applicable under said insurance policy to a particular claim shall be
shared by Palo Alto and Stanford on a pro rata basis in accordance with their respective interest
in, and the extent of damage to, the portion of the building and/or items destroyed or damaged,
provided that neither party has primary or secondary liability for the destruction or damage. Any
damages, claims or liabilities not covered by said insurance policy shall be governed by the
provisions of section 8.8 ("Indemnity") hereof.
(c) Neither partial nor total destruction of the premises shall cause this
Agreement to terminate.
(d) Nothing in this section 5.6 shall be construed as waiving or releasing
either party from any liability or obligation arising from this Agreement or by law, including
liability for negligence or willful acts.
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5.7 Relocation.
Stanford may relocate the premises to a different portion of the Stanford Firehouse or to
any other building then existing so long as such new premises are reasonably comparable to the
previous premises. Such relocation may be effected at any time and for any reason. Palo Alto
stall never have any right to any particular location or design of the premises except as expressly
set forth herein. Stanford shall give Palo Alto sixty days notice of such relocation and, before the
expiration of such sixty days, Palo Alto shall have completely vacated the previous premises and
shall have completely relocated to the new premises. All cost and expense of removing,
transporting, and installing all furniture, appliances, fixtures and equipment from the previous
premises to the new premises shall be borne by Stanford. Palo Alto shall be relieved of its
obligation to meet or exceed the level of services, set forth in Article 2 ("Services") hereof, but
only to the extent it is prevented from doing so by the relocation of the premises.
5.8 Public Utilities.
All water, gas, electricity or other public utilities used upon or furnished to the premises
(except telephone service) during the term hereof shall be paid by Stanford, provided that the
quantities thereof shall at all times be reasonable for the use of the premises herein provided.
Palo Alto agrees to use the premises in accordance with reasonable guidelines, programs and
policies for energy conservation promulgated by Stanford.
5.9 Rights Reserved.
No leasehold interest or other interest in real property is created by this Agreement."
Section 6: Article 6 of the Agreement is restated for the convenience of the parties as follows:
"Article 6: Personnel
6.1 Employment of Stanford Firefighters.
The extent of Palo Alto’s obligation to provide employment on the Operative Date to
individuals previously employed in the Stanford fire department is provided for exclusively by
Exhibit I ("Employment of Stanford Fire-fighters"). No other provision of this Agreement shall
be construed or interpreted as applying in any way to the terms and conditions of any such
employment, except as provided by the next following section hereof, 6.2.
6.2 Independent Contractor Relationship.
This Agreement creates only an independent contractor relationship between Stanford
and Palo Alto and shall not be construed as creating an employer-employee relationship.
Firefighters and other employees engaged by Palo Alto shall be employees of Palo Alto and not
the employees of Stanford for any purpose, and all such firefighters and other employees shall be
under Palo Alto’s supervision, direction and control."
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Section 7: Article 7 of the Agreement is restated without amendment for the convenience of the
parties as follows:
"Article 7: Assignment
7.1 No Assignment.
Except as expressly provided herein, neither Palo Alto nor Stanford shall voluntarily or
involuntarily assign, delegate, subcontract, pledge, hypothecate, or encumber any right, duty or
interest, in whole or in part, in or of this Agreement.
7.2 Assignment to Fire Protection District.
(a) If part of the Stanford Campus shall be included in a fire protection
district, then the appropriate part of the rights, duties, and interests hereunder may be assigned to
said fire protection district. If such assignment is refused, in whole or in part, by such district,
then this Agreement shall be amended so, as to terminate the rights, duties and interests refused
by the district.
(b) If all of the Stanford Campus shall be included in a fire protection district,
then all of Stanford’s interest in this Agreement and the duties required of Stanford hereunder
may be assigned to said district. If said district shall refuse to accept such assignment, then this
Agreement shall be terminated as provided in section 1.3 ("Option to Terminate"). If said district
shall refuse to accept a part of such assignment, then this Agreement shall be amended so as to
terminate the rights, duties and interests refused by the district.
(c) The assignments referred to in this section 7.2 shall be tendered to the fire
protection district as soon as possible after the district is formed.
(d) If any governmental entity, other than Palo Alto, assumes responsibility
for providing full fire protection services to part or all of the Stanford Campus, then the
provisions of this section 7.2 shall apply to such entity in the same manner as if such entity were
a fire protection district.
7.3 Annexation.
If all or any part of the Stanford Campus hereafter is annexed to Palo Alto, then this
Agreement shall terminate as to the lands so annexed and the costs funded by Stanford as set
forth in Article 3 hereof ("Funding") shall be revised accordingly.
Section 8: Article 8 of the Agreement is amended to read as follows:
"Article 8: Miscellaneous
8.1 Notices.
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All notices, demands or other writings in this Agreement provided to be given or made or
sent, or which may be given or made or sent, by either party hereto to the other, shall be deemed
to have been fully given or made or sent when made in writing and deposited in the United States
mail, registered or certified and postage prepaid, and addressed as follows:
To Stanford:Director of Public Safety
Stanford University
711 Serra Street
Stanford, California 94305
Copy to:Director of Business Development
Stanford University
Building 170, Room 206
Stanford, California 94305
To Palo Alto:City Clerk
City Hall
250 Hamilton Avenue
Palo Alto, California 94301
Copy to:City Manager
City Hall
250 Hamilton Avenue
Palo Alto, California 94301
The address to which any notice, demand or other writing may be given or made or sent to any
party may be changed by written notice given by such party as above provided.
8.2 Maps and plans.
On or before the Operative Date Stanford shall furnish Palo Alto with maps of water
mains and shutoff valves and two microfiche copies of building plans. Such maps and plans shall
be kept up to date and shall relate only to water mains, shutoff valves, and buildings located on
the Stanford Campus.
8.3 Grading surveys.
Palo Alto and Stanford shall deliver to each other all fire insurance surveys and reports
made during the term of this Agreement of the City of Palo Alto, the Stanford Campus, or
portions thereof.
8.4 Governmental Regulations.
Palo Alto and Stanford agree to comply with and abide by all federal, state, county,
municipal and other governmental statutes, ordinances, laws and regulations which affect this
060428 cs 8260251
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Agreement or any activity, duty, obligation, performance, or occupancy or use of real or personal
property which arise from this Agreement.
8.5 Waiver.
Neither party may waive or release any of its rights or interests in this Agreement except
in writing. Failure to assert any right arising from this Agreement shall not be deemed or
construed to be a waiver of such right.
8.6 Third Party Beneficiaries.
This Agreement shall not be deemed or construed to confer upon any person or entity,
other than the parties hereto, any right or interest, including, without limiting the generality of
the foregoing, any third party beneficiary status or any right to enforce any provision of this
Agreement.
8.7 Insurance.
(a) During the term of this Agreement, each party hereto shall procure and
maintain in full force and effect (i) bodily injury liability insurance and (ii) property damage
liability insurance with a combined single incident limit of not less than Five Million Dollars
($5,000,000.00) per occurrence. All of such insurance shall insure (to the extent of the aforesaid
limits, subject, however, to such changes in said limits as may be made from time to time as set
forth below) the performance by such party of the indemnity agreement as to liability for injury
to or death of persons and injury or damage to property in section 8.8 ("Indemnity") hereof.
(b) If either party shall at any time deem the limits of any of such insurance
then carried to be either excessive or insufficient, or the cost thereof to be prohibitive, the parties
shall endeavor to agree upon the proper and reasonable limits for such insurance, if any, then to
be carried. If the parties shall be unable to agree thereon, the proper and reasonable limits for
such insurance, if any, then to be carried shall be determined by an impartial third person chosen
by the Presiding Judge of the Superior Court of the County of Santa Clara, acting in an
individual and not a judicial capacity, upon application by either party made after thirty (30)
days’ written notice to the other party of the time and place of such application, and the decision
of such impartial third person as to such limits then to be carried shall be binding upon the
parties. Such insurance, if any, shall be carried with the limits as thus agreed upon or determined
until such limits shall again be changed pursuant to the provisions of this section. The expenses
of such determination shall be borne equally between Palo Alto and Stanford.
(c) All of the insurance provided for under this section 8.7 and all renewals
thereof shall be issued by such good, responsible and standard companies and in such form and
substance as are approved by the other party. All policies provided for herein shall expressly
provide that the policy shall not be cancelled or altered without thirty (30) days’ prior written
notice to the other party. Upon the issuance thereof, each such policy or a duplicate or certificate
thereof shall be delivered to the other party for retention by it.
060428 cs 8260251
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(d) Either party may elect to provide for its bodily injury and/or property
damage risk exposure provided for under this agreement either through self insurance or through
joint entity pooled risk arrangements.
8.8 Indemnity.
(a) Indemnification of Secondary Liability. Palo Alto agrees to indemnify,
defend, and save Stanford harmless from any and all liability, loss, claims, demands, damages, or
costs arising, directly or indirectly, out of this Agreement for which Palo Alto has primary
liability and for which Stanford has only secondary liability. Stanford agrees to indemnify,
defend, and save Palo Alto harmless from any and all liability, loss, claims, demands, damages,
or costs arising, directly or indirectly, out of this Agreement for which Stanford has primary
liability and for which Palo Alto has only secondary liability.
(b) Indemnification Where Primary Liability is Unknown. Palo Alto agrees to
indemnify, defend and save Stanford harmless from any and all liability, loss, claims, demands,
damages, or costs, excepting workers’ compensation benefits and expenses paid by Stanford to
its own employees, arising out of Palo Alto’s occupancy of any premises provided by Stanford
under Article 5 hereof, or use of instrumentalities on said premises or on the Stanford Campus,
pursuant to this Agreement, over which Palo Alto has sole custody and control, provided that the
person or entity primarily liable for the same is unknown. Stanford agrees to indemnify, defend,
and save Palo Alto harmless from any and all liability, loss, claims, demands, damages, or costs,
exceptln~, workers compensation benefits and expenses paid by Palo Alto to its own employees,
related to Palo Alto’s occupancy of any premises provided by Stanford under Article 5 hereof, or
instrumentalities on the premises or on the Stanford Campus, pursuant to this Agreement, over
which Stanford has sole custody and control, provided that the person or entity primarily liable
for the same is unknown.
(c) Contribution for Joint Liability. If both Palo Alto and Stanford are
primarily liable for, or both are secondarily liable for, any loss, claim, demand, damages, or costs
arising, directly or indirectly; out of this Agreement, then, subject to subsection (b) above, each
party has a right of contribution from the other party for the excess paid over the pro rata share of
the party paying pursuant to any judgment therefor if only one party is sued or pursuant to any
reasonable settlement thereof in which the other party has been given an opportunity to
participate.
(d) Definitions. As used herein, the term "primary liability" shall be given its
common and ordinary meaning and includes active or ordinary negligence, fraud, willful injury
to the person or property of another, a violation of law, and absolute or strict liability. As used
herein, the term "secondary liability" shall be given its common and ordinary meaning and
includes fault that is imputed or constructive only, being based on the legal relationship between
the parties pursuant to this Agreement; and fault that arises because of the failure to discover or
correct a defect or remedy a dangerous condition caused by the act of the party primarily
responsible therefor. "Primary liability" and "secondary liability" shall be determined without
regard to any governmental immunity which may be assertable against persons not a party to this
Agreement.
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8.9 Streets and Roads.
Stanford hereby reserves the right at any time during the term hereof to close to travel
any of its lands, to erect and maintain gates at any point thereon, to regulate and prevent traffic of
every or any kind thereon, to prescribe the methods of use thereof, and to maintain complete
dominion over the same, including the right to prescribe the kind or kinds of vehicles that may
travel the same or any designated part thereof, provided that at all tines during the term hereof:
(a) Stanford shall provide Palo Alto with reasonable access to the fire stations
located on the Stanford Campus (subject to interruptions caused by maintenance operations),
(b) Stanford consents, to the extent it is able, to Palo Alto’s entry onto the
Stanford Campus for the purpose of responding to emergency alarms, and
(c) Stanford shall advise Palo Alto in advance of all changes in its roadway
systems. If any change shall necessarily preclude Palo Alto from satisfying the 90% standard set
forth in Section 2.2(c) hereof, and if Stanford decides to implement such change, then Palo Alto
and Stanford shall modify the response times set forth in said Section 2.2(c). Such modified
response times shall then apply to the areas (agreed upon by Stanford and Palo Alto) of the
Stanford Campus to which the 90% standard was unattainable.
8.10 Force Majeure.
A party hereto shall not be liable for any failure to perform as required by this
Agreement, to the extent such failure to perform is caused by any reason beyond the control of
such party, or by reason of any of the following occurrences, whether or not caused by such
party: Strikes, labor disturbances or labor disputes of any character, accidents, failure of any
governmental approval required for full performance, riots, civil disorders or commotions, war,
acts of aggression, floods, earthquakes, Acts of God, explosion, or similar occurrences; provided
that, such party shall exercise its best efforts to provide the best possible alternative performance
and to prevent the foregoing occurrences from obstructing full performance. Such occurrences
shall not terminate this Agreement and shall not affect this Agreement except as provided in this
section.
8.11 No Warranties.
All personal property transferred hereunder by Stanford to Palo Alto, or by Palo Alto to
Stanford upon termination of this Agreement, including all vehicles, equipment, machinery,
furnishings, appliances, supplies, goods and materials, are transferred "as is, where is," without
any warranty whatsoever, whether express or implied. Palo Alto and Stanford agree that there are
NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE. Palo Alto and Stanford shall fully inspect all such personal property before accepting
delivery thereof and before using such property.
8.12 Inspection by Fire Chief.
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Stanford shall make available copies of any plans and specifications for the systems
described in section 2.5 ("Fire Protection Systems"), building plans and proposals for changes in
the roadway system for inspection by the Palo Alto Fire Chief, provided that such documents
pertain to the Stanford Campus. The Palo Alto Fire Chief may comment on such documents but
in no event shall Stanford be obligated to change any of such plans, specifications or proposals.
Any such documents delivered to Palo Alto shall be returned to Stanford within a reasonable
time. Stanford may, at its discretion, restrict access to any such documents for the purpose of
preserving the confidentiality of such documents. Palo Alto shall not make public such plans,
specifications and proposals, and the inspections thereof and the comments thereon, except with
the prior written consent of Stanford.
8.13 Non-Discrimination.
In satisfying the obligations created hereunder, neither party shall discriminate against
any person on the basis of race, sex, color, ancestry, national origin or religion.
8.14 Authorized Representative.
All consents, approvals, interpretations, and waivers relating to this Agreement shall bind
a party only when executed by such party’s Authorized Representative. Palo Alto’s Authorized
Representative shall be its City Manager and Stanford’s shall be its Vice President for Business
Affairs and Chief Financial Officer. Superiors and successors of, and agents expressly authorized
in writing by, said City Manager or Vice President, as the case may be, shall also be Authorized
Representatives.
8.15 Exhibits.
The following Exhibits, attached hereto, are. incorporated into this Agreement wherever
they are referenced:
A.
B.
C.
D.
E.
F.
G.
H.
Stanford Campus.
Agreement for Fire Protection Services for SLAC.
90% Response Area.
State Responsibility Area.
Estimated Cost end Budget Detail.
Minor Fire Equipment.
Furnishings and Appliances.
Firehouse Facilities Operated by Palo Alto.
060428 cs 8260251
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I.Employment of Stanford Firefighters.
8.16 Dispute Resolution.
Any dispute, controversy or claim concerning or relating to this Agreement (a "Dispute")
shall be resolved in the following manner:
(a) The parties shall use all reasonable efforts to resolve the Dispute through
direct discussions. Either party may give the other party written notice of any Dispute not
resolved in the normal course of business, and within ten (10) days after such notice is given,
the receiving party shall submit to the other party a written response. The notice and response
shall include (i) a statement of that party’s position and a summary of arguments supporting
that position and (ii) the name and title of the person who will represent that party in any
negotiations to resolve the Dispute.
(b) Within twenty (20) days of written notice that there is a Dispute, the
parties shall parties shall meet and confer in an effort to reach an amicable resolution of the
Dispute;
(c) If the Dispute has not been resolved as a result of the procedures stated
above, the Dispute shall be submitted to mediation before a mediator chosen by the parties
prior to and as a condition precedent to either party proceeding with litigation to resolve the
Dispute.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed
in duplicate by the persons thereunto duly authorized as of the date first mentioned.
THE BOARD OF TRUSTEES OF THE
UNIVERSITY
By:
P for Business Affairs and
CITY OF PALO ALTO
City Manager
APPROVED:
City Attorney
Fire Chief
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Exhibit A -
(’ :": , ~ V~Santa Clara County
San Mateo Countv ~’+~,~. s;~
F~e Dis~ic~
Dec. 12, 2003
Exhibit B
Exhibit B -
Fire Protection Services
Agreement for Fire Protection Services for The Stanford Linear Accelerator
Center
The Stanford Linear Accelerator Center (hereinafter "SLAC"), located on Sand Hill Road in San
Marco County on a site leased by Stanford University (hereinafter "University") to the U.S.
Government, is operated by the University for the United States Department of Energy (DOE) in
accordance with the provisions of prime Contract DE-AC02-76-SFO0515 between DOE and the
University. Pursuant to the Palo Alto-Stanford Fire Protection Agreement (hereinafter called
"Agreement") and the Palo Alto-Stanford Emergency Fire Communication Agreement dated
September 13, 1976 or any successor agreement thereto the City of Palo Alto (hereinafter "Palo
Alto" and "PAFD") will provide the following services:
1.Responsibility of Palo Alto:
Palo Alto will assume full responsibility for providing the fire protection services at
SLAC required by the Agreement and this Exhibit B, including providing full time fire
emergency services, emergency fire communications, and coordination of fire prevention, as
well as of fire suppression and related activities. More specifically, this responsibility includes,
but is not limited to, the following activities:
(a) Selection, training and supervision of on-site staff to be stationed at
SLAC. Unless otherwise mutually agreed, this staff will consist of a Chief Officer (to be
designated at Stanford’s sole discretion) and nine (9) full-time firefighters, three (3) of whom
will be designated as Captains. The Chief Officer will, in respect to hours, shifts, duties, etc. be
governed by Palo Alto’s regulations and supervision.
(i)The Chief Officer will be assigned as a full-time, 40-hour per
week, manager and direct representative of the Fire Chief to
directly coordinate and manage the fire prevention and fire
protection services at SLAC. In the event that Stanford does not
opt for the assignment of a Chief Officer at SLAC, Palo Alto shall
provide for the duties of a Chief Officer. If Stanford elects to
exercise its option for the assignment of a Chief Officer, such
election must be exercised with written notice to Palo Alto by
January 1 st with an effective date of implementation in the
following July. If Stanford thereafter elects to terminate its option
for the assignment of a Chief Officer, such termination must be
exercised with written notice to Palo Alto by January 1st with an
effective date of termination in the following July.
(ii)Captains shall be the shift supervisors for the SLAC Station and
shall be responsible for all day-to-day operations. They shall
provide all appropriate training to ensure SLAC Station’s crew’s
operational readiness and efficiency. The SLAC Station crew shall
060428 cs 8260251A 1
meet or exceed all performance and physical fitness standards
applicable to other Palo Alto station units.
(b) In the event of a fire, alarm, or other emergency at SLAC requiring
services which are normally provided by a fire department, Palo Alto will respond immediately
with the equipment and personnel located at SLAC and will dispatch additional personnel and
equipment from other Palo Alto stations as required by the Agreement. Palo Alto shall use its
best efforts to maintain a response of less than 6 minutes for 90% of all calls. On a full structure
alarm, Palo Alto shall respond with a second engine company, a truck company (a rescue unit, a
paramedic unit when not otherwise committed) and a Battalion Chief, within 10 minutes for 90%
of all incidents dispatched. On second alarms, Palo Alto shall respond with two additional engine
companies and one additional truck company within 15 minutes. Also Palo Alto Fire Department
Chief Officers will be notified and will respond as needed for support. Special equipment shall
be directed to the scene by the Chief Officer in appropriate circumstances. Third and greater
alarms shall follow the Santa Clara County Mutual Aid Plan.
(c) In the event of an emergency which occurs in an area in which response
can be made in a shorter time from the SLAC Station than from any other Palo Alto Station, Palo
Alto may direct the response.from the SLAC Station; provided, however, that a replacement
engine company will be dispatched to SLAC, as soon as the involvement of the SLAC
equipment is determined, to stand by until the SLAC equipment and crew return, when the
SLAC equipment is anticipated to be.off-site for 20 minutes or more.
(d) Palo Alto will be responsible for compliance with the applicable standards
promulgated by DOE (DOE Appendix 0550) specifying the inspection of the following: portable
fn’e extinguishers, fixed extinguishing systems, firefighting standpipe and hose systems,
hydrants, and the SLAC fire engine. Palo Alt0 will inspect and flow test hydrants as needed or
upon request from SLAC, and will assist in all testing of fixed extinguishing systems. Palo Alto
will be responsible for maintenance of the SLAC fire engine. In addition, the SLAC Station crew
shall conduct at least 14-18 fire prevention inspections at SLAC per month.
(e) Palo Alto, in liaison with the SLAC Fire Marshal or designee, will design
and conduct educational programs and exercises for SLAC workforce. These will cover fire
protection, emergency situations, medical first aid and other areas within PAFD expertise as
mutually agreed.
(f) Palo Alto will be responsible for inspection and surveillance of facilities at
SLAC with respect to fire hazards and for recommending precautionary or corrective measures.
Such recommendations will be made to SLAC Fire Marshal or designee. As a minimum, the
SLAC Station crew shall conduct at least 20 familiarity inspections of buildings and built-up
areas per month.
(g) The PAFD will assume the responsibilities of Person-in-Charge of
emergencies when the accelerator is not operating and no operators are on duty. The Person-in-
Charge responsibilities are specified in the current SLAC Emergency Planning Booklet,
"Summary Policy Statement for Emergencies at SLAC" a copy of which is maintained in the
060428cs8260251A 2
SLAC Station. Generally these duties include, but are not limited to, serving as a central
communications hub, receiving and issuing information relative to the emergency; taking
appropriate actions including calling for police or medical assistance; notification of key SLAC
and outside personnel, etc.; evacuating personnel from areas where clear or potential hazards
continue to exist; seeing that proper directions (and escort, if necessary) are provided to
emergency vehicles and personnel proceeding to the scene of the emergency; maintaining traffic
and crowd control as necessary in the vicinity of the emergency; maintaining liaison with
medical and police officials upon their arrival at the scene of the emergency, relinquishing
authority to these officials in their areas of responsibility, and subsequently providing advice and
support for their efforts; and providing an official PAFD Fire report to SLAC. In carrying out
these duties, the PAFD "Person-in-Charge" may utilize the assistance of available SLAC
employees to whom various tasks can be responsibly delegated. For liability purposes under
Article 8, Section 8.8 ("Indemnity") of the Agreement, it is agreed that the PAFD "Person-in-
Charge" shall be held to no higher standard of care than an ordinary California municipal fire
officer. It is understood that the PAFD "Person-in-Charge" will possess no special knowledge
regarding the fimctions or other physical characteristics of the highly technical apparatus
employed at SLAC. Either party may terminate the provisions of this subsection (g) by providing
the other party 90 days written notice of such termination, in which event, subparagraph 3.8(c) of
Article 3 of the Agreement, shall likewise cease to be of any further effect from and after the
effective date of such notice.
(h) Palo Alto will provide the SLAC Fire Marshal or his designee with a
concise monthly report listing the character of and response to incidents at SLAC, or elsewhere
when equipment and personnel from the SLAC Station were involved; training and exercises
conducted at SLAC; and deficiencies observed, with recommendations for correction.
(i) Palo Alto will maintain records of fire experience to enable SLAC to
prepare the quarterly Tabulation of Property Damage Experience (DOE 102B) and the Report of
Property Damage or Loss (DOE 283), and will cooperate with the SLAC Safety Officer or his
designee in the preparation of these reports.
(j) Palo Alto will participate, with SLAC representatives, in meeting with
representatives of DOE for the purpose of planning or reviewing the fire prevention and
suppression program at SLAC.
(k) The University has agreed in its contract with DOE for the operation of
SLAC to comply with all fire protection regulations and requirements (including reporting
requirements) of DOE which are communicated in writing to the University. The University will
in turn communicate any such regulations or requirements which are pertinent to Palo Alto’s
services for SLAC, and Palo Alto will assist the University in discharging its obligation to DOE.
2.Facilities:
DOE has provided the following plant and equipment items at SLAC for use for purposes
covered by the University’s contract with Palo Alto. Palo Alto shall have access to such plant
and equipment so long as DOE makes such equipment available.
060428 cs 8260251A 3
(a) The existing SLAC Fire Station building of approximately 2,400 sq. ft.
with equipment and supplies.
(i)Maintenance of the building and the provision of the utility
services therefore will be the responsibility of and at the expense
of SLAC.
(ii)Palo Alto shall keep the SLAC Fire Station premises in a safe, neat
and clean condition and shall not make modifications of or
alternations to the building without the agreement of the SLAC
Director (or his/her designee).
(b) The fire engine: "Engine 7," Pierce-Saber, Serial No.
PICT02U6TA000627, triple combination pumper, 1996.
(c) An annual inventory will be maintained and agreed upon for DOE
equipment and supplies to be used by Palo Alto.
Title to the SLAC Fire Station, Engine 7 and other Government. property designated
above will remain in the U.S. Government unless otherwise approved in writing by DOE. Palo
Alto will promptly notify the SLAC Director (or his/her designee) of damage to, or loss or
destruction of, any item of the U.S. Government property. The City of Palo Alto is under no
obligation to replace Government-owned equipment for fire protection services at SLAC. Palo
Alto shall not insure against loss, damage, or destruction of Government property.
3.Termination:
Arrangements to provide fire protection services for SLAC may be terminated by the
University with not less than 12 months prior written notice.
4. Conflict with the Agreement:
In the event of a conflict between this Exhibit B and the Agreement the terms of this
Exhibit B shall prevail.
060428c.s8260251A 4
rExhibit C -
90% Response Area
Portions of Stanford
campus towhich 90%
response level shall
no% apply.
EXHIBIT C - 909~ResDonse Are,,~,
Exhibit D -
State Responsibility Area
Exhibit E -
Estimated Cost and Budget Detail
II
II
000000000
000000 00000O000000C)C) O000
OOO~O OOO~ O
000~000~ 000~0
o olo, o. o. o.
o
o olo
uo QlO~
Iii
--
DUTY CHIEF’S CAR
STANFORDUNIVERSITYFIRE DEPARTMENT
Inventory List -- Minor Equipment
Exhibit F-
Minor Fire Equipment
Extinguishers
i 6#. ABC
Breathing Apparatus
1 50 min. Scott Air Pac
2 50 mln. Scott Air Pac spare bottles
Special Equipment
4 Acid suits
1 Quick entry suit
1 300 ft. Rescue rope
6 Caribiners
1 Electronic megaphone
Hand Tools
2 Boltcutters (1 large, 1 small)
Miscellaneous
I
1
1
1
2
1
1
Stanford run book
Mutual Air run book (Palo Alto & Los Altos)
Faculty-Staff Directory
Stanford building list book
h~se str~ps
Trailer hitch
Hand light (Wheat)
RESCUE 95
Ladders
1
Hose
25 ft.
Nozzles
1
A-Frame
3/4 in.. high pressure (for portable pump)
--. 3/4 in. for portable pump
Stanford University Fire Department
Inventory List - Minor Equipment cont.
Breathing Apparatus
2 50 min Scott Air Pacs
2 50 min Scott Air Pac spare bottles
Special Equipment
I Portable pump
1 Hurst tool w/accessory box & fuel can
1 Snatch block
2 Grip hoist cables
1 Folding stretcher
1 Long back board w/accessorles
1 Short back board w/accessories
1 Resuscitator
I "D" cylinder spare oxygen bottle
1 First aid kit
1 Pkg. assorted cardboard splints
1 Asbestos blanket
2 Nomex blankets
2 First aid blankets
i Foul weather blanket
i Muslin burn sheet
I .Remote switch for ~inch
1 Hazardous materials card file
Hand Tools
1
i
i
1
i
2
1
i
i
2
2
i
Elevator tool
Pry-axe
Rescue axe
Crowbar
Pick-headed axe
Bolt cutters (i large, i small)
8# Sledge hammer
Halligan~tool
Flat-nosed shovel.
Hay hooks
Spanner wrenches
Electrical tool pouch
Page 2 of 17 Pages
EXHIBIT F
Stanford Univeristy Fire Department
Inventory List - Minor Equipment cont.
Page 3 of 17 Pages
EXHIBIT ~
Miscellaneous
2
1
2
1
7
i
iPr.
iPr.
iPr.
2
4
2
Flashlights
Bag wv’th I00 ft. 3/4" rope
Bags with i00 ft. 1/2" rope
Bag with i00 ft. 3/8" nylon rope
Road flares
Water Canteen
15,000 V electrical gloves
20,000 V electrical golves
Asbestos gloves
Spare smoke detectors
Smoke detector jumpers
Chock blocks
ENGINE 95
Ladders
i
1
1
1
Hose
1
2
20
28
19
Nozzles
I
1
3
6
2
1
Fittings
24 ft. extension
14 ft. roof
14 ft. A-frame
i0 ft. folding attic
15 ft. 4-1/2" soft suction
15 ft. 3" soft.suction
50 ft. 3" (i000’ total)
50 ft. 2-1/2" (1400’ total)
50 ft. i-i/2" (950 total)
3 in 700 gpm "Black Widow" on deckpipe
Set stacked straight tips for deck pipe
2-1/2 in.
l-i/2in.
1 in booster line
Water curtain
2-1/2 in Double males
2-1/2 in Double females
Stahford ’University Fire Department
Inventory List -- Minor Equipment cont.
Page 4 of 17 Pages
EXHIBIT F
3
i
1
I
I
1
I
1
2
2-1/2 in to i-1/2 in reducers
3 in to 2-1/2 in reducer
2-1/2 in to 4-1/2 in Increaser
2-1/2 in to 2 X 1-1/2 in gated wye
Water thief
3 in hose jacket
2-i/2 in hose Jacket
Foam proportioner w/applicator
Hose clamps
Extinguishers
1 30# Metal-X
1 20# ABC
1 i0# C02
Breathing Apparatus
2 30 mln Scott Air Pacs
2 30 min Scott Air Pac spare bottles
Special Equipment
1 Sprihkler head wrench
1 Sprinkler head wrench handle
2 Boxes of sprinkler fittings
1 5 galcan of foam concentrate
5 Salvage covers (vinyl)
Hand Tools
3 Bolt cutters (i electrlcal-lO,000 V, 1 large, i small)
3
1
1
1
2
1
I
1
2
i
1
1
Spanner wrenches
Hydrant wrench
Large pln-lug spanner
Rubber mallet
Hay hooks
I0 ft pike pole
Pry bar
Axe belt
Pick-headed axes
Square-nosed shovel
Round-nosed shovel
Hoe
Stanford.University Fire Department
Inventory List -- Minor Equipment cont.
Page 5 of 17 Pages
EXHIBIT F
1 Short-handled pitch fork
1 McCloud tool
1 Strawbroom
I Pushbroom
I Mop
2 Carry-all
2 Squeege w/handles
1 Pry-axe
1 Rescue axe
1 Halligan tool
1 Crow bar
1 Tool box w/assorted small hand tools
Miscellaneous
1
6
1
1
2
iPr.
iPr.
5
1
2
1
1
1
2
Booster reel handle and 200 ft. of 1-inch hose
Hose straps
Hosebed cover-tarp
Stanford Run book
Hand lights (Wheat)
10,000 V electrical gloves
Asbestos gloves
Road flares
Water canteen
Nomex blankets
Pig-tail w/junction box
50 ft. utility extension cord
Captain’s light
Chock blocks
ENGINE 96
Ladders
1
1
1
1
Hose
1
24 ft extension
14 ft roof
14 ft A-Frame
i0 ft Folding attic
15 ft 4-1/2" soft suction
S ta~ford ~niveristy Fire Department
Inventory List -- Minor Equipment cont.
Page 6 of 17 Pages
EXHIBIT. F
2
20
29
18
Nozzles
1
iSet
4
5
2
1
Fittings
2
7
3
1
1
1
1
2
15 ft 3" soft suction
50 ft 3" (i000’ fotal)
50 ft 2-1/2" (1450 total)
50 ft 1-1/2" (900’ total)
3 in I000 gpm "Black Widow" On deck pipe
Stakced straight tips for deck pipe
2-1/2 in
1-1/2 in
1 in booster line
Water curtain
2-1/2 in Double males
2-1/2 in Double females
2-1/2 to 1-1/2 in Reducers
2-1/2 to 2 X 1-1/2 in Gated wye
Water thief
2-1/2 in Hose jacket
Foam proportioner w/applicator
Hose clamps
Extinguishers
i 30# Metal-X
1 20# ABC
i I0# c02
Breathing Apparatus
2 30 min Scott Air Pacs
Special Equipment
3 5 gal cans of foam concentrate
9 Salvage covers (vinly)
1 Greene Splint Stretcher
1 Resuscitator
1 "D" Cylinder - space oxygen bottle
2 Nomex blankets
2 First aid blankets
2 Cardboard splints
HandTools
3 Hydrant street valve wrenches
Stanford University Fire Department
Inventory List - Minor Equipment cont
Page 7 of 17 Pages
EXHIBIT F
1
1
1
2
2
2
i
1
2
1
2
2
2
Miscellaneous
7
2
1
1
iPr.
1
6
2
1
1
1
3
1
Fibre~lass handles electrical wire cutters
i0 ft Pike pole
Rubber mallet
Hydrant wrenches
Pick-headed axes
Bolt cutters ( i I0,000 ¥ electrical, i large)
12# sledgehammer
Pry-axe
Hay hooks
Tool pouch w/assorted small tools
Mops
Squeegies w/handles
Spanner wrenches
Hose straps
Chock blocks
Pig-tail 2/Junction box
50 ft extension cord (15 amp)
500 W Circle D light
I0,000 V electrical gloves
Water canteen
Road flares
Hand lights (Wheat)
Small hand light
Flashlight
Stanford run book
Assorted mutual aid run books
Apparatus operation manual
ENGINE 97
Ladders
I
I
1
i
24 Ft extension
14 ft roof
14 ft A-frame
i0 ft folding attic
Stanford University Fire Department
Inventory List - Minor Equipment cont
Ho se
1
20
28
16
Nozzles
2
4
5
1
Fit tings
2
3
2
2
1
1
2
1
i
1
15 ft 4-1/2" 50 ft suction
50 ft 3" (i000’ total)
50 ft 2-1/2" (1400’ total)
50 ft 1-1/2" (800’ total)
1 in booster
2-1/2 in
i-1/2 in
Bresnen distributor (cellar)
2-1/2 in Male
2-1/2 in Female
2-1/2 in ~o 1-I/2 in Reducers
2-1/2 in Female to 2-1/2 in Male
Hydrant adapter
2-1/2 in to 3/4 in Faucet
Hose clamps
Hose jacket
Water thief
2-i/2" to 2 X i-i/2" Gated wye
Extinguishers
1 30# Metal-X
i 20# ABC
Breathing Apparatus
i 30 min Scott Air Pac
Special Equipment
2 Salvage Covers (vinyl)
2 Salvage Covers (canvas)
I 5 gal can of foam concertrate
I Large funnel
i Hose bridge
Hand Tools
2 Squeegies w/handles
i Large bolt cutters
Page 8 of 17 Pages
EXHIBIT F
Stanford University Fire Department
Inventory List - Minor Equipment cont.
1 Crash axe
1 Rubber mallet
2 Pick-headed axes
1 Pry bar
1 8 ft. Pike pole
i Hydrant wrench
Miscellaneous
1
1
iPr.
1
Hand light (Wheat)
Stanford run book
i0,000 V electrical gloves
50 ft. length 3/4" hemp rope
Page 9 of 17 Pages
EXAqBIT F
AERIAL 95
Ladders
1
2
1
1
1
1
2
Hose
1
2
4
1
Npzzles
1
iSet
2
2
1
i
Fittings
2
50 ft Extension (Bangor)
35 ft Extension
25 ft Straight
24 ft Extension
24 ft Roof
16 ft Roof
14 ft Attic extension (i "Baby Bangor", I "Fresno")
i00 ft 3" (ladder pipe)
50 ft 2-1/2"
50 ft 1-1/2"
25 ft 3/4" (garden hose)
3 in 700 gpm "Black Widow" (ladde* pipe)
Straight tips for ladder pipe
2-1/2"
1-1/2"
I" Booster line
3/4" (garden hose)
Cellar pipe ....
Hose clamps
Stanford University Fire Department
Inventory List - Minor Equipment cont.
Page I0 of 17 Pages
~EXHIBIT F
1
I
2
1
3
1
3oX 2-1/2 to 1 X 3 in Siamese (ladder pipe)
2 X 2-1/2 to 1 X 2-1/2 in Siamese
3 to 2-1/2 in reducers
2-1/2 to 3 in increaser
2-1/2 to 1-1/2 in reducers
3 in Bleeder for ladder pipe Siamese
Extinguishers
1 30#ABC
1 15# C02
1 2-1/2 gal H20
Breathing Apparatus
4 30 =in Scott Air Pac
2 30 min Scott Air Pac spare bottle
1 "C" Cylinder of air w/hoses, regulator & Hansen mask
Special Equipment
1 Hose roller
2 Pompier belts
2 Ladder belts
1 Climbing belt
1 Life net
1 Stokes stretcher w/accessories
1 Portable generator w/fuel can
9 Assorted pigtails w/junction boxes
1 50 utility exentlons cord
2 100 ft extension cord on reels
3 50 ft extension cord
2 25 ft extension cord
1 1,500 W Circle "D" light
3 500 W Circle "D" light
2 : .Smoke ejictor~.
2 20 ton jacks w/handles
1 Battering ram
1 Detroit door opener
Hand Tools
1 Metal roof opener
2 Pry bars
Stanford University Fire Department
Inventory List - Minor Equipment cont.
4
2
6
2
1
i
4
i
2~
6
3
2
i
2
3
3
1
1
i
i
Pick-headed axes w/2 belts
Picks
Pike poles (i X 14", i XI2’, 2 X i0’, 2 X 8;)
Short handled square-nosed shovels
Short handled scoop shovel
Short handled pitch fork
Straw brooms
Mop wringer
Mops
Buckets
Squeegies w/2 handles
Sledge hammers (8#, 12#)
3# hammer
Wire-handled chisles
Hydrant wrenches
Spanner wrenches
Pry axe
Monkey wrench
Claw hammer
Geologlst’ s hammer
Miscellaneous
1 Stanford run book
1 Mutual aid run book (Los Altos, Palo Alto)
2 Flash lights
2 Hand light (Wheat)
2 Hand lights (Big Beam)
2 Curb bridges
5 Hose straps
4 Hose to ~atter straps
2 Bags w/100’ 3/4" rope
3 Bags w/100’ 3/8" rope
1 i00 ft. length 3/4" hemp rope
i Army blanket
1 Booster reel crank
iPr.Asbestos gloves
Page ii of 17 Pages
EXHIBIT F
Stanford University Fire Department
Inventory List - Minor Equipment cont.
1
i
2
2
First aid kit
Pedestal hand crank
Chock blocks
Jack ground plates
Page 12 of 17 Pages
,EXHIBIT F
TANKER 95
Ladders
i
1
i
Hose
2
1
1
1
20
12
15
Nozzles
2
3
4
Fittings
i
24 ft extension
14 ft roof
I0 ft attic
4-1/2" i0’ hard suction
4-1/2" i0’ hard suction w/ one 4-1/2" and one 2-1/2" fittings
3" 35’ soft suction
3: 15’ soft suction
2-1/2" 50’ lengths (I000’ total)
1-1/2" 50’ lengths (600’ total)
i" fSO’ lengths (750’ total)
2-1/2 in
1-1/2 in
1 in
4-1/2 in to 4 in reducer
1 2-1/2 in to 4-1/2 in increaser
1 Hose clamp
1 2-1/2 in hose jacket
2 2-1/2 in to 1-1/2 in reducer
Miscellaneous
Various fittings and adapters
Extinguishers
1 15# C02
1 2-1/2 gal H20
Special Equipment
2 5 gal back pumps
1 Spool of barbedwire
Stanford University Fire Department
Inventory List - Minor Equipment cont.
Page 13 of 17 Pages
EXHIBIT F
i 5 gal can of foam concentrate
Hand Tools
1 Rubber mallet
i Hydrant wrench
1 Pipe wrench
2 Monkey wrench
2 small bolt cutters
1 Claw hammer
1 Lug wrench
1 Wheel bearing socket
2 Wrench handle
1 Pike pole
1 California Tool
1 McCloud
i Hoe
2 Hay Hooks
2 Shovels, Round points
2 Pry bars
1 Brush hook
2 Straw brooms
2 Pickheaded Axes 1 with & 1 w/o belt
I Push broom
i Flat headed ax
1 Square shovle
1 Rake
i Tow chain
1 Street push broom
1 Pitch fork
1 Squeege
1 Tin roof cutter
1 Detroit door opener
1 Pick w/o handle
Miscellaneous
2 Chock blocks
i Air pressure hose
1 water canteen
Stanford University Fire Department
Inventory List - Minor Equipment cont.
2 Hand lights
HOSE ROOM ( + RESERVE 96)
34
73
25
ii
IO
i
3 in 50’ lengths
2-1/2 in 50’ lenghts
i-1/2 in 50’ lenghts
i in (forestry) 50’ lengths
3 in 15’ suction
3 in 100’ ladder pipe
Page 14 of 17 Pages
EXHIBIT F
MECHANICS SHOP
Bench Vise
Bench Drill Press
Bench Grinder
Spark Plug Cleaner
1/4 in Electrlc Hand Drill
1/2 in Electric Hand Drill
i .set Heavy Duty ~en End Wrenches
PERSONAL EQUIPMENT
37
37
37
37
Helmets
Turnout Coats
Turnout Pants & Suspenders
Pairs of Boots
EQUIE.’~NT - SLAC ~ned*
Page 15 of 17 Pages
EXHIBIT F
EQUIPMENT - Stanford 0"~,ned
i- 12’ A Frame Ladder
I- 35" Extension Ladder
i- 24’ Roof Ladder
l- 10’ Attic Ladder
i- 15 lb. ARC Ansul ~’~t.
. l- 20 lb. C0-2 General Ext.
I- ~$ Gal. Water/Pres. General Ext.
.1- 63 lb. ABC FyrI~jter Ext.
3- 30 minute Scotts & mask with
voice pak
~½" x 15’ Suction
3" x 15’ Suction Hose
600’ - ~" hose
~50’ - 3’" hose
0o’ x 1½" hos e .
2- ~ Imperia! Nozzle
~ Elkhart ~;ozzle
P- 1½’ Imperia! Nozzle
Cellar Nozzle
i- 1½ powhatan Nozzle
l- 4 hour scott & mask-with voice pak Water Curtain
i- 4 ho’mr charcol filter
l- E & J Resuscitator & bottles
l- First aid kit
3- blankets
l- back board
l- Electrol,~x light, hood & base
l- Oxygen Acetlyene Torch
2- Salvage Covers
2- Tro-~ away blankets
~00 ’ Nylon Rope
i00’ Manila Rope w/block & tackle
l- Grip Hoist & I00’ Cord
I- Porte Po,~er
i- Smoke Ejector
i- Reel i00" Cord
3- Junction Boxes
2- Spot Lights
2- 25’ Electric Cords
l- Gas Generator
I- Cooper Hose Jacket
I- SaMzall
i- Pr. 15,000 Volt Gloves
i- Combustible Gas Indicator
i- Suction Floor Lift
i- Tool Box with hacksaw & Chisel
I- 14" Screwdriver
i- 18" Pipe Wrench
l- 1/9" Breaker Bar
l- 1/2". Rachet Wrench
l- 15" Crescent Wrench
i- 4½" to _i~" Adapter
I- "i ,,S to,~ Adapter
2- ~" to 1½" Adapter ~
l- .~ii to" garden hose adapter
l- l~ to Forestry adapter
I- ~½" to ~" ~dapter
i- "1 ,,i ,,S~amese ~ to i~
u 1 "I,,i- Do b e Female 9~
l-’Double Male 9½"
i- i~" to 1½" Wye
¯ I- Herbert Hose Clamp
2- Axes
i- Crowbar
2- Wheat Spot Lights
2- Rubber Mallets
4- Spanners
4- Scott Bottles
l- Water Canteen
l- Motorola Megaphone
l- Sludge H .a~mer
3- Squeeges
l- Square Shovel
l- Spade Shovel
2- Calif. Tools
l- Hazardous Card File
3- Stokes Straps
6- Wooden Gas Plugs
l- Box zone lamps & Fuse
1L Sprinkler Shut-off
4- Spare Sprinkler heads
i- Sprinkler head wrench
l- Electrical Pouch with
3- phillip screwdrivers
l- claw hammer
.I- roll electric tape
l-o pocket knife
2- pliers
....*property of ~U~S. Government~
Page 16 of 17 Pages
I[.~q~,iTORY- Eugine 99
EQUIPMenT - SLAC 6-;nel *
l- Rubbsr Mallet
l- 35’ Extension
l- 12’ Roof Ladder
l- lO’ Attic Ladder
l-8’ Pike Pole
l- Water Facumn & nozzle
l- ~jrepel Entry Suits
l- 30 minute scotts
l- 4 hour scott
l- hydrant key shut-off -
l- Class D.#30 lb. Ext.
l- Dry Chem. 20 lb. Ext.
l- Water/Pressurized Extinguisher
l- 90 lb. C0-2 Ext.
l- Axe
l- 200’ l" Hard Hose
l- Nozzle
EQUIIW,[Eh~f - Stanford Owned
i- 12’ Suction Hose
2- i0’ Suction Hose ~ith one strainer
45o’ - ~" ~ose.
~00’ lo ~ -~ ~ose
50 - i~" hose
2- 1½" Nozzle
2- ~:i- ~" Gated ,,~e -
i- i~ Domble male adapter
I- i~" Double Female adapter
I- ~" to 1½" Adapter
*property of U.S. Government
Page 17 of 17 Pages
EXHIBIT F
S L A C STATION
"STATION i I-IuI~NTORY
O.E. Refrigerator
G.E. Stove
-Minute=master Microwave Oven
Cory 700 Coffee Maker *
Toaster
Pots & Pans
Silve~are
Dishes
LOUNGE
~U_ diningroom chair
I- dining table
4- Lounge chair.s
I- Couch
3- Coffee tables ~
i- T.V. (Stanford Owned)
l- Air Conditioner
Cooking tools (egg beater, spoons, knives, e~c.)
~SLEEP~C- QU.4R~ S
’4- Beds & Mattresses
i£- Lockers .
~- }light Stands
2- Lamps
"~ R- Fans
~- chairs
l-Circ,~!-Air Hose I~_yer
i- Boto-Jet Hose %.lasher
l- Battery Charger (Silver B~auty)
~-}4etai Lockers
APPARA~JS _VLOOR HOSE REOOP.D
9- hose
i0- ~" h~se
~- i~" hose
!- i0’ soft s~ction hose
OFFICE
£- desk
2- rolling chairs
~- chairs
l- large cabinet (B’ x ~’)
~- file cabinets (One safe type, one regular)
l- electric typewriter
l- portable typewriter
l- TypevriZer stand
l- Radio Console panel
*Stanford owned
All other equipment’ is SLAC equipment
owned by the U.S. GovernmentI
I
KITCHEN:
i - Wolfe Rs~uge
i- Refrigerator
i -Dishwasher
i -Kitchen Aid Nixer
i -Portable Broiler
i -Toaster
LOUNGE:
i -Television
i - Three Seat Sofa
i -Two-Seat Sofa
4 - Single Sofas
2 -Coffee Tables
2 -Tables
iO -Chairs
i -Coffee R~ker
OFFICERS QUARTERS:
2 -Beds
2 -Chairs
I -Intercom
i -Credenza
2- NightStands
FURNISHINGS AND APPLIANCES
(Serra Street Station)
DUTY OFFICE:
!- Typewriter
2- Desks
4 ~ Four drawer Files
2 -Office Chairs
i - Side Chair
I -Intercom
TRAINING R0~:
28 -Chairs
2 -Tables
1 - Portable Blackboard
1 -Podium
DORMITORY I
12 - Beds
DORMITORY II
12 - Beds
~EN’ S LOCKER ROC~
24 - Lockers
STUDENT’S QUARTERS
2 - Beds
I0 - Chairs
I0 - Desks
Exhibit G -
Furnishings & Appliances
8/31/76
Exhibit G
FIREHOUSE FACILITIES
OPERATED BY PALO ALTO
Exhibit H -
Firehouse Facilities
.Operated by Palo Alto
Serra 9-200
Room 134
135
136
138
139
140
141
142
143
144
145
146’
149’
Hose
Shop
Apparatus Floor
Corridor
Corridor
Corridor
Toilet
Closet-
Office
Kitchen
PT&T Room for all building
Mechanical Room - FD side ~
Training Room
Terrace #i*
201. Conference Room
204 Training Office
205 Inspector’s Office~
206 BC Dormit6ry
207* Corridor
210 Captain Coordinator Office
211 BC Office
212 Bathroom
213 Vestibule
214 Corridor
215 Laundry Room
216 Doom
217 -Dorm
218 Locker Room
219 Toilet
220 Toilet
221 Bedroom
222 Corridor
Outside Area
Fenced inpavedarea ,.
Training Tower (also used for Stanford antennas)
Parking in adjacent police parking area*
Air Compressor*
SLAC
Generally as now provided
* Shared with Stanford
Exhibit H
Exhibit I -
Employment of
Stanford Firefighters
EMPLOYMENT OF STANFORD FIREFIGHTERS
Palo Alto will offer employment within its Fire Department as captains to each
person listed at the annual salary shown below, said employment to commence on
the Operative Date:
Jack Barr $22;050
Patrick Cady 22,050
Harry Lund 22,050
Frank Stolank 22,050
Palo Alto will offer employment within its Fire Department to each person listed
below in the classification and at the salary shown, if he passes to the satisfaction of
Palo Alto the physical examination requirements of Palo Alto:
Annual
Name Rank Class/Step Salarx
Carleton, Kenneth Captain 602/E $20,425
Dudak, Donald Captain 602/E 20,425
Gamble, Carl Captain 602/E 20,425
Leonard, Leon Captain 602/E 20,425
Luscutoff, Jerry Captain 602~20,425
Narvez, Humberte Firefighter 604/Y 18,552
Ramies, Albert Captain 602/D 19,302
Adler, Ronald Firefighter 604/C 15,184
Bebb, Robert Firefighter 604~16,994
Brand, Danny Firefighter 604/E 16,994
Bringuel, Ronald Firefighter 604/E 16,994
Carmona, Robert Firefighter 604/E 16,994
Caudill, Robert Firefighter 604/E 16,994
Cutting, Ty Firefighter 604/E 16,994
Diaz, Ray G.Fire fighter 604/E 16,994
Dufresne, Gary Firefighter 604/E 16,994
Foster, Cliff Firefighter 604/E 16,994
Kelly, John Firefighter 604/E 16,994
Kennard, Cleveland Firefighter 604/E 16,994
McDonald, George Firefighter 604/E 16,994
Main~ Michael Firefighter 604/E 16,994
Marinaro, Nicholas Firefighter 604/E 16,994
Moore, Kenneth Firefighter 604/E 16,994
Nobel, James Firefighter 604/E 16,994
Nunes, Ronald Firefighter 604/E 16,994
Rhodes, Daniel Firefighter 604/E 16,994
Signorino, Vincent Firefighter 604/E 16,994
Single, Michael Fire fighter 604/E 16,994
Slinger, Michael Firefighter 604/E 16,994
Spitaleri, Anthony Firefighter 604/E 16,994
Wallace, Daniel Firefighter 604/E 16,994
Wilkerson, Richard Firefighter 604/E 16,994
Wood, Bruce Firefighter 604/E 16,994
(a)No person listed in paragraph 2 above with over five years of continuous
service as of the Operative Date within the bargaining unit at Stanford
represented by International Association of Fire Fighters, Local Union 1-12,
AFL-CIO, (hereinafter the "Union") who is employed by Palo Alto as a
firefighter as a result of paragraph 2 above, will be laid off from Palo Alto’s
Fire Department as a direct result of Palo Alto’s assumption of fire service
protection responsibilities for Stanford, regardless of the turnover rate Palo
Alto experiences.
(b)No person listed in paragraph 2 above with less than five (5) years of
continuous service as of the Operative.Date within the bargaining unit
represented by the Union who is employed by Palo Alto as a fire fighter as a
result of paragraph 2 above will be laid off from Palo Alto’s Fire
Department as a direct result of Palo Alto’s assumption of fire protection
responsibilities for Stanford as long as the normal turnover rate within the
Fire Department of the City is sufficient, which means at least fourteen (14)
resignations, disability retirements, deaths, terminations for cause, or layoffs
pursuant to this subparagraph within the bargaining trait ofPalo Alto’s Fire
Department by the end of the seven (7) year period following the Operative
Date. If turnover is not sufficient, the City will encourage neighboring fire
departments to draw from the Fire Department personnel pool when they
experience either a vacancy or a long-term disability.
4. Palo Alto understands that under paragraph 3(b) of an agreement
("Supplemental Agreement") dated August 27, 1976, between Stanford and the
Union, Stanford will cause to be paid to each person listed in paragraph 2 above
who fails to pass the physical examination to the satisfaction of Palo Alto, as
disability benefits during each year of the life of such person, commencing
immediately following separation from employment with Stanford’s Fire
Department, a gross sum, less any deductions required by law, equal to one-half
of twelve times the "approximate average monthly income’" provided by Article
V, paragraph B (of the September 15, 1975 Collective Bargaining Agreement
between Stanford and the Union) for such person’s applicable classification and
pay step effective August 1, 1976 which gross sum shall not be reduced or offset
by any other payment received by such person from Palo Alto, Stanford, or any
other person. Such annual sums shall be in monthly installments if practicable
and shall be paid at the beginning of the payment period. Palo Alto agrees to pay
to Stanford one-half the cost to Stanford of complying with said paragraph 3(b) of
the Supplemental Agreement as set forth hereinabove.
3